Ultrapar Participações S.A. and Subsidiaries
(In thousands of Brazilian Reais, unless otherwise stated)
1. Operations
Ultrapar Participações S.A. (“Ultrapar” or “Company”) is a publicly-traded company headquartered at the Brigadeiro Luis Antônio Avenue, 1343 in the city of São Paulo – SP, Brazil, listed on B3 S.A. – Brasil, Bolsa, Balcão (“B3”), in the Novo Mercado listing segment under the ticker “UGPA3” and on the New York Stock Exchange (“NYSE”) in the form of level III American Depositary Receipts (“ADRs”) under the ticker “UGP”.
The Company engages in the investment of its own capital in services, commercial, and industrial activities, through the subscription or acquisition of shares of other companies. Through its subsidiaries, it operates in the segments of liquefied petroleum gas - LPG distribution (“Ultragaz”), fuel distribution and related businesses (“Ipiranga”), production and marketing of chemicals (“Oxiteno”), and storage services for liquid bulk (“Ultracargo”) and retail distribution of pharmaceutical, hygiene, beauty, and skincare products (“Extrafarma”). The information about segments are disclosed in Note 32.
a. Clarifications on the Impacts of COVID-19
The World Health Organization (“WHO”) declared a coronavirus pandemic (COVID-19) on March 11, 2020. To contain a spread of the virus in Brazil, the Ministry of Health (“MH”) and the state governments announced several actions to reduce the agglomeration and movement of people, including the closing of commerce, parks and common areas. In this context, the Company created a Crisis Committee to keep up with it and monitor the main risks and adopt preventive and emergency measures to reduce the pandemic effects.
Since the beginning of the crisis, the Company and its subsidiaries have been working on numerous initiatives to ensure the safety of its employees, the stability and continuity of its operations and the financial solidity of the Company. All the activities of the companies controlled by the Company are classified as essential in the context of the measures adopted to face the pandemic, in the terms to Decree No. 10,282/20.
The Company and its subsidiaries quickly adopted the work at home (expressed by home office) for the administrative public, offering all the necessary support for the progress of activities. In addition to basic safety concerns with employees, companies realizes several initiatives aimed at welfare, such as virtual meetings, psychological support and concern for ergonomics, following our principle of valuing people.
Through a multidisciplinary committee, a plan for the gradual resumption of employees from administrative areas to offices was structured, based on the adequacy of their offices through numerous preventive measures and intensification of cleaning and safety, according to the guidelines of the state governments. and municipal.
For the purpose to preserve the commitment to keep their employees in their respective jobs and mitigate the impacts of the crisis, use resources made available by the government, such as reduced working hours and/or wages, suspension of contracts and reorganization of the vacation plan, as required.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
It is not clear to what extent the quarterly information, after June 30, 2020, may be affected by the commercial, operational and financial impacts of the pandemic, because it will depend on its duration and the impacts on economic activities, as well as government, business in response to the crisis. In this context, some financial risk assessments, projections and impairment tests, in connection with the preparation of this quarterly information, may be impacted by the pandemic, and may adversely affect the financial position of the Company and its subsidiaries.
Operational impacts
The restrictions on the movement of people and the operation of certain businesses, significantly impacted economic activity in Brazil.
Ultragaz presented a redution in the volume sold in the bulk segment, because to the lower demand from industries and small and medium-sized companies that were directly impacted by the social isolation measures. However, this effect was compensated by the increase in sales in the bottled segment, due to the higher demand for LPG for residential use. In terms of costs and expenses, Ultragaz incurred additional freight expenses, due to the need to remove LPG on more distant supply bases, protection materials and temporary workers, in addition to numerous donations to hospitals focused in the pandemic and needy communities. There was no record of an increase in defaults in the period.
Ultracargo recorded a lower movement of fuels compared to 1Q20, due to the retraction in demand, and a reduction in spot contracts, which impacted net sales by R$ 8 million. Ultracargo recorded about R$ 2 million in extra expenses with protective materials and donations. The performance of measures to increase productivity and recover tax credits contributed to the improvement in results in the quarter.
At Oxiteno, the paint, automotive and oil & gas segments suffered a retraction in demand, an effect that was partially compensated by the higher sales volume in the Home & Personal Care and Crop Solutions segments. To minimize the effects of the pandemic, Oxiteno's management operated quickly in measures to limit costs and expenses, contributing to an improvement in results.
Ipiranga was the business most impacted by the crisis due to the measures of social distance. In April, volumes sold for the Otto cycle and diesel registered a reduction of 37% and 17%, respectively, compared to the same period of the last year. In May and June, volumes sold improved gradually compared to April. In addition, the strong volatility in the prices of oil and oil products since the end of March, combined with a abrupt fall in the price of ethanol in April, caused significant inventories losses in the quarter. To mitigate these effects, the company and their subsidiaries realized initiatives to contain cash and reduce expenses in several areas, which made it possible to reduce general, administrative and sales expenses by 32% in the annual comparison. The level of default recorded a slight increase and remained at acceptable levels for the period.
Extrafarma presented a reduction in revenues approximately of R$ 45 million, mainly due to the temporary closure of stores located in malls, and of the reduction of operation hours in stores that remained open. To oppose this effect, sales were implemented through alternative delivery channels and partnerships with delivery applications. In addition, the extension of Provisional Measure 936 by the government, involving the suspension of contracts and temporary reduction in wages, other internal productivity gain initiatives, contributed to the reduction of expenses in the amount of R$ 8 milion, minimizing the impact on the quarter’s result.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
Main risks and associated measures
Credit risk - the subsidiary Ipiranga implemented a help package for Ipiranga resellers, including anticipation of sales credits through the Abastece Aí application, postponement of lease and financing payments and temporary suspension of volume performance clauses. These actions softned the impacts of the pandemic on our clients' financial condition and, consequently, mitigated its potential effects on Ipiranga's default rates. The effects of expected losses on doubtful accounts as of and the six-month period ended June 30, 2020 are disclosed in notes 5 and 33.d.
Risk of impairment and intangible assets of indefinite useful life - the Company reviewed the projections used in impairment tests and assets allocated to cash generation units, considering the current impacts of the pandemic. The review did not result in the need for additional recognition of a provision for losses as of June 30, 2020.
Risk of realization of deferred tax assets - the Company reviewed the constitution and realization of deferred tax credits, considering the current revised projections for each business segment due to the pandemic, and did not identify the need for write-offs for the period ended on June 30, 2020.
Risks in financial instruments - the increase in volatility in financial markets may impact financial results according to sensitivity analyzes presented in note 33.
Liquidity risk - the impact on the volumes of operations and on the results of the Company and its subsidiaries may adversely affect the generation of operating cash. Thus, in order to strengthen the Company's liquidity and cash position, in view of the uncertainty generated by the pandemic, at the end of March and start April 2020, the Company and the subsidiary IPP contracted R$ 1.5 billion in new financing maturing in one year. Of this total, R$ 1.3 billion was obtained through the issuance of promissory notes with credit in April. In addition, as a measure of cash containment, the Company announced in April a reduction of approximately 30% in its investment plan for 2020 and in August, the management opted to not pay interim dividends for the current year. As stated in the Bylaws, the minimum mandatory dividends will be paid after the disclosure of the year's results.
In July 2020, the Company reopened bonds issued on the market maturing in 2029 and raised US$ 350 million with a coupon of 5.25% per year. The proceeds will be used to pay debts maturing in the short term, allowing the Company's debt profile to be lengthened, in addition to strengthening its cash position.
2. Presentation of Interim Financial Information and Summary of Significant Accounting Policies
The parent’s separate and consolidated interim financial information (“interim financial information”) were prepared in accordance with the International Accounting Standard (“IAS”) 34 – Interim Financial Reporting issued by the International Accounting Standards Board (“IASB”) and in accordance with the pronouncement CPC 21 (R1) issued by the Accounting Pronouncements Committee (“CPC”) and approved by the Brazilian Securities and Exchange Commission (“CVM”).
All relevant specific information of the interim financial information , and only this information, were presented and correspond to that used by the Company’s and its subsidiaries’ Management.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
The presentation currency of the Company’s interim financial information is the Brazilian Real (“R$”), which is the Company’s functional currency.
The Company and its subsidiaries applied the accounting policies described below in a consistent manner for all periods presented in this interim financial information.
a. | Recognition of Revenue |
Revenue of sales and services rendered is measured at the value of the consideration that the Company's subsidiaries expect to be entitled to, net of sales returns, discounts, amortization of contractual assets with customers and other deductions, if applicable, being recognized as the entity fulfills its performance obligation. At Ipiranga, the revenue from sales of fuels and lubricants is recognized when the products are delivered to gas stations and to large consumers. At Ultragaz, revenue from sales of LPG is recognized when the products are delivered to customers at home, to independent dealers and to industrial and commercial customers. At Extrafarma, the revenue from sales of pharmaceuticals is recognized when the products are delivered to end user customers in own drugstores and when the products are delivered to independent resellers. At Oxiteno, the revenue from sales of chemical products is recognized when the products are delivered to industrial customers, depending of the freight mode of delivery. At Ultracargo, the revenue provided from storage services is recognized as services are performed. The breakdowns of revenues from sales and services are shown in Notes 26 and 32.
Amortization of contractual assets with customers for the exclusive rights in Ipiranga’s reseller service stations and the bonuses paid in performance obligation sales are recognized in the income statement as a deduction of the revenue from sale according to the conditions established in the agreements which is reviewed as per the changes occurred in the agreements (see Notes 2.f and 11).
The am/pm franchising upfront fee received by Ipiranga is deferred and recognized in profit or loss as the entity fulfills its performance obligation throughout the terms of the agreements with the franchisees. For more information, see Note 23.a.
Deferred revenue from loyalty program is recognized in the income statement when the points are redeemed, on which occasion the costs incurred are also recognized in profit or loss. Deferred revenue of unredeemed points is also recognized in profit or loss when points expire. For more information, see Note 23.b.
Costs of products sold and services provided include goods (mainly fuels, lubricants, LPG, and pharmaceutical products), raw materials (chemicals and petrochemicals) and production, distribution, storage, and fulfillment costs.
Exchange variations and the results of derivative financial instruments are presented in the statement of profit and loss on financial expenses.
Research and development expenses are recognized in the statements of profit or loss in general and administrative expenses and amounted to R$ 28,773 for the six-month period ended June 30, 2020 (R$ 30,654 for the six-month period ended June 30, 2019).
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
b. | Cash and Cash Equivalents |
Includes cash, banks deposits, and short-term, highly liquid investments that are readily convertible into a known amount of cash and are subject to an insignificant risk of change in value. For further information on ‚cash and cash equivalents of the Company and its subsidiaries, see Note 4.a.
The Company and its subsidiaries evaluated the classification and measurement of financial assets based on its business model of financial assets as follows:
- Amortized cost: financial assets held in order to collect contractual cash flows, solely principal and interest. The interest earned and the foreign currency exchange variation are recognized in profit or loss, and balances are stated at acquisition cost plus the interest earned, using the effective interest rate method. Financial investments in guarantee of loans are classified as amortized cost.
- Measured at fair value through other comprehensive income: financial assets that are acquired or originated for the purpose of collecting contractual cash flows or selling financial assets. The balances are stated at fair value, and the interest earned, and the foreign currency exchange variation are recognized in profit or loss. Differences between fair value and initial amount of financial investments plus the interest earned are recognized in equity in other comprehensive income in the “Valuation adjustments”. Accumulated gains and losses recognized in equity are reclassified to profit or loss at the time of their settlement. Substantially the financial investments in Bank Certificates of Deposit (“CDB”) and repurchase agreements are classified as measured at fair value through other comprehensive income.
- Measured at fair value through profit or loss: financial assets that were not classified as amortized cost or measured at fair value through other comprehensive income. The balances are stated at fair value and both the interest earned and the exchange variations and changes in fair value are recognized in the income statement. Investment funds and derivatives are classified as measured at fair value through profit or loss.
The Company and its subsidiaries use financial instruments for hedging purposes, applying the concepts described below:
- Hedge accounting - fair value hedge: financial instruments used to hedge exposure to changes in the fair value of an item, attributable to a particular risk, which can affect the entity’s statements of profit or loss. In the initial designation of the fair value hedge, the relationship between the hedging instrument and the hedged item is documented, including the objectives of risk management, the strategy in conducting the transaction, and the methods to be used to evaluate its effectiveness. Once the fair value hedge has been qualified as effective, the hedge item is also measured at fair value. Gains and losses from hedge instruments and hedge items are recognized in the statements of profit or loss. The hedge accounting must be discontinued when the hedge becomes ineffective.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
- Hedge accounting - cash flow hedge: financial instruments used to hedge the exposure to variability in cash flows that is attributable to a risk associated with an asset or liability or highly probable transaction or firm commitment that may affect the statements of profit or loss. The portion of the gain or loss on the hedging instrument that is determined to be effective relating to the effects of exchange rate effect, is recognized directly in equity in accumulated other comprehensive income as “Valuation adjustments” while the ineffective portion is recognized in the statements of profit or loss. Gains or losses on the hedging instrument relating to the effective portion of this hedge that had been recognized directly in accumulated other comprehensive income shall be recognized in profit or loss in the period in which the hedged item is recognized in profit or loss or as initial cost of non- financial assets, in the same line of the statement that the hedged item is recognized. The hedge accounting shall be discontinued when (i) the hedging relationship is canceled; (ii) the hedging instrument expires; and (iii) the hedging instrument no longer qualifies for hedge accounting. When hedge accounting is discontinued, gains and losses recognized in equity in other comprehensive income are reclassified to the statements of profit or loss in the period which the hedged item is recognized in profit or loss. If the transaction hedged is canceled or is not expected to occur, the cumulative gains and losses in equity in other comprehensive income shall be recognized immediately in profit or loss.
- Hedge accounting - hedge of net investments in foreign operation: financial instruments used to hedge exposure on net investments in foreign subsidiaries due to the fact that the local functional currency is different from the functional currency of the Company. The portion of the gain or loss on the hedging instrument that is determined to be effective, referring to the exchange rate effect, is recognized directly in equity in accumulated other comprehensive income as cumulative translation adjustments, while the ineffective portion and the operating costs are recognized in the statements of profit or loss. The gain or loss on the hedging instrument that has been recognized directly in accumulated other comprehensive income shall be recognized in the statements of profit or loss when the disposal of the foreign subsidiary occurs.
For further information on financial instruments, see Note 33.
d. | Trade receivables and reseller financing |
Trade receivables are recognized at the amount invoiced of the counterparty that the Company subsidiaries are entitled (see Notes 5 and 33.d.3). The expected losses take into account, (i) at the initial recognition of the contract, the expected losses for the next 12 months or (ii) for the lifetime of the contract when the deterioration or improvement of the customers’ credit quality, considering the customers’ characteristics in each business segment. The amount of the expected credit losses is deemed by management to be sufficient to cover any probable loss on realization of trade receivables.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
Inventories are stated at the lower of acquisition cost or net realizable value (see Note 6). The cost value of inventory is measured using the weighted average cost and includes the costs of acquisition and processing directly and indirectly related to the units produced based on the normal capacity of production. Estimates of net realizable value are based on the average selling prices at the end of the reporting period, net of applicable direct selling expenses. Subsequent events related to the fluctuation of prices and costs are also considered, if relevant. If net realizable values are below inventory costs, a provision corresponding to this difference is recognized. Provisions are also made for obsolescence of products, materials, or supplies that (i) do not meet its subsidiaries’ specifications, (ii) have exceeded their expiration date, or (iii) are considered slow-moving inventory. This classification is made by management with the support of its industrial and operations teams.
f. | Contractual assets with customers – exclusive rights |
Exclusive rights disbursements as provided in Ipiranga’s agreements with reseller service stations and major consumers are recognized as contractual assets when paid and amortized according to the conditions established in the agreements (see Note 2.a and 11).
Investments in subsidiaries are accounted for under the equity method of accounting in the interim financial information of the parent’s separate company (see Notes 3.b and 12.a). A subsidiary is an investee in which the investor is entitled to variable returns on investment and has the ability to interfere in its financial and operational activities. Usually the equity interest in a subsidiary is more than 50%.
Investments in associates and joint ventures are accounted for under the equity method of accounting in the interim financial information (see Note 12 items b and c). An associate is an investment, in which an investor has significant influence, that is, has the power to participate in the financial and operating decisions of the investee but does not exercise control. A joint venture is an investment in which the shareholders have the right to net assets on behalf of a joint control. Joint control is the agreement, which establish that decisions about the relevant activities of the investee require the consent from the parties that share control.
Other investments are stated at acquisition cost less provision for losses, unless the loss is considered temporary.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
h. | Right to Use Assets and Lease Payable |
The Company and its subsidiaries recognized in the financial position, a right to use assets and the respective lease liabilities initially measured at the present value of future lease payments, considering the related contract costs (see Note 13). The amortization expenses of right to use assets is recognized in statement of profit or loss over the lease contract term. The Company and its subsidiaries have no intention of purchasing the underlying asset. The liability is increased for interest and decreased by lease payments made. The interests are recognized in the statement of profit or loss using the effective interest rate method. The remeasurement of assets and liabilities based on the contractual index is recognized in the financial position, not having an effect in the result. In case of cancellation of the contract, the assets and respective liabilities are written off to the result, considering, if it is the case, any penalties provided in contractual clauses. The Company and its subsidiaries review the existence of an indication that the rights to use assets may be impaired (see note 2.u).
Right to use assets include amounts related to area port leases grants (see Note 34.c).
The Company and its subsidiaries apply the recognition’s exemptions to short-term leases of 12 months or less, and leases of low amount assets such. In these cases, the recognition of the lease expense in the statements of profit or loss is on a straight-line basis.
i. | Property, Plant, and Equipment |
Property, plant, and equipment (“PP&E”) is recognized at acquisition or construction cost, including financial charges incurred on PP&E under construction, as well as qualifying maintenance costs resulting from scheduled plant outages and estimated costs to remove, to decommission, or to restore assets (see Notes 2.n and 21), less accumulated depreciation and, when applicable, less provision for losses (see Note 14).
Depreciation is calculated using the straight-line method, over the periods mentioned in Note 14, taking into account the estimated useful lives of the assets, which are reviewed annually.
Leasehold improvements are depreciated over the shorter of the lease contract term and useful life of the property.
Intangible assets include assets acquired by the Company and its subsidiaries from third parties, according to the criteria below:
| • | Goodwill is shown as intangible assets corresponding to the positive difference between the amount paid or payable to the seller and the fair value of the identified assets and liabilities assumed of the acquired entity. Goodwill is tested annually for impairment. Goodwill is allocated to the business segments, which represent the lowest level that goodwill is monitored for impairment testing purposes (see Note 15.a). |
| • | Other intangible assets acquired from third parties, such as software, technology, and commercial property rights, are measured at the total acquisition cost and amortized using straight-line method, over the periods mentioned in Note 15, taking into account their useful lives, which are reviewed annually. |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
The Company and its subsidiaries have not recognized intangible assets that were generated internally. The Company and its subsidiaries have goodwill and brands acquired in business combinations, which are evaluated as intangible assets with indefinite useful life (see Note 15 items a and e).
Other assets are stated at the lower of cost and realizable value, including, if applicable, interest earned, monetary changes and changes in exchange rates incurred or less a provision for loss and, if applicable, adjustment to present value.
The financial liabilities include trade payables and other payables, loans, debentures, leases payable and derivative financial instruments. Financial liabilities are classified as “financial liabilities at fair value through profit or loss” or “financial liabilities at amortized cost”. The financial liabilities at fair value through profit or loss refer to derivative financial instruments, subscription warrants - indemnification, and financial liabilities designated as hedged items in a fair value hedge relationship upon initial recognition (see Note 2.c – Fair Value Hedge). The financial liabilities at amortized cost are stated at the initial transaction amount plus related charges and net of amortization and transaction costs. The charges are recognized in the statement of profit or loss using the effective interest rate method.
Transaction costs incurred and directly attributable to the activities necessary for contracting loans or for issuing bonds, as well as premiums and discounts upon issuance of debentures and other debt, are allocated to the instrument and amortized in the statement of profit or loss taking into its term, using the effective interest rate method (see Note 16.h).
m. | Income and Social Contribution Taxes on Income |
Current and deferred income tax (“IRPJ”) and social contribution on net income tax (“CSLL”) are calculated based on their current rates. For the calculation of current IRPJ, the value of tax incentives is also considered. Taxes are recognized based on the rates of IRPJ and CSLL provided for by the laws enacted on the last day of the interim financial information. The current rates in Brazil are 25% for IRPJ and 9% for CSLL. For further information about recognition and realization of IRPJ and CSLL, see Note 9.
For purposes of disclosure, deferred tax assets were offset against the deferred tax liability, IRPJ and CSLL, in the same taxable entity and the same tax authority.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
n. | Provision for Asset Retrement Obligation – Fuel Tanks |
The subsidiary Ipiranga has the legal obligation to remove the underground fuel tanks located at Ipiranga-branded service stations after a certain period. The estimated cost of the obligation to remove these fuel tanks is recognized as a liability when the tanks are installed. The estimated cost is recognized in PP&E and depreciated over the respective useful lives of the tanks. The amounts recognized as a liability accrue interest using the Amplified Consumer Price Index (“IPCA”) until the tank is removed (see Note 21). The estimated removal cost is reviewed and updated annually or when there is significant change in its amount and change in the estimated costs are recognized in statements of profit or loss when they become known. An increase in the estimated cost of the obligation to remove the tanks could result in negative impact in future results.
o. | Provisions for Tax, Civil, and Labor Risks |
A provision for tax, civil and labor risks is recognized for quantifiable risks, when the chance of loss is more-likely-than-not in the opinion of management and internal and external legal counsel, and the amounts are recognized based on the evaluation of the outcomes of the legal proceedings (see Note 22).
p. | Post-Employment Benefits |
Post-employment benefits granted and to be granted to employees, retirees, and pensioners are based on an actuarial calculation prepared by an independent actuary and reviewed by management, using the projected unit credit method (see Note 20.b). The actuarial gains and losses are recognized in equity in cumulative other comprehensive income in the “Valuation adjustments”.
Other liabilities are stated at known or measurable amounts and changes in exchange rates incurred. When applicable, other liabilities are recognized at present value, based on interest rates that reflect the term, currency, and risk of each transaction.
r. | Foreign Currency Transactions |
Foreign currency transactions carried out by the Company or its subsidiaries are remeasured into their functional currency at the exchange rate prevailing at the date of each transaction. Outstanding monetary assets and liabilities of the Company and its subsidiaries are translated using the exchange rate at the date of the interim financial information. The effect of the difference between those exchange rates is recognized in financial results until the conclusion of each transaction.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
s. | Basis for Translation of Interim Financial Information of Foreign Subsidiaries |
s.1. Subsidiaries with administrative autonomy
Assets and liabilities of the foreign subsidiaries, denominated in currencies other than Brazilian Real, which have administrative autonomy, are translated using the exchange rate at the date of the interim financial information. Revenues and expenses are translated using the average exchange rate of each year and equity is translated at the historical exchange rate of each transaction affecting equity. Gains and losses resulting from changes in these foreign investments are directly recognized in equity in cumulative other comprehensive income in the “cumulative translation adjustments” and will be recognized in profit or loss if these investments are disposed of. The balance in cumulative other comprehensive income on June 30, 2020 was a gain of R$ 238,549 (gain of R$ 102,427 on December 31, 2019) - see Note 25.g.2.
The foreign subsidiaries with functional currency different from the Company and which have administrative autonomy are listed below:
Subsidiary | Functional currency |
| Location |
Oxiteno México S.A. de C.V. | Mexican Peso |
| Mexico |
Oxiteno Servicios Corporativos S.A. de C.V. | Mexican Peso |
| Mexico |
Oxiteno Servicios Industriales S.A. de C.V. | Mexican Peso |
| Mexico |
Oxiteno USA LLC | U.S. Dollar |
| United States |
Oxiteno Uruguay S.A. (i) | U.S. Dollar |
| Uruguay |
(i) The subsidiary Oxiteno Uruguay S.A. (“Oxiteno Uruguay”) determined its functional currency as the U.S. dollar (“US$”), as its inventory sales, purchases of raw material inputs, and financing activities are performed substantially in this currency.
s.2. Subsidiaries without self-administrative autonomy
Assets and liabilities of the other foreign subsidiaries, which do not have administrative autonomy, are considered an extension of the activities of their parent company and are translated using the exchange rate at the date of the interim financial information. Gains and losses resulting from changes in these foreign investments are directly recognized as financial result. The gain recognized in income for the six-month period ended June 30, 2020 amounted to R$ 35,211 (loss of R$ 1,218 for the six-month period ended June 30, 2019).
t. | Use of Estimates, Assumptions and Judgments |
The preparation of the interim financial information requires the use of estimates, assumptions, and judgments for the accounting and disclosure of certain assets, liabilities, and profit or loss. Therefore, the Company and subsidiaries’ management use the best information available at the date of preparation of the interim financial information, as well as the experience of past and current events, also considering assumptions regarding future events. The estimates and assumptions are reviewed periodically.
t.1 Judgments
Information on the judgments is included: in the determination of control in subsidiaries (Notes 2.g, 2.s.1, 3 and 12.a), the determination of joint control in joint venture (Notes 2.g, 12.a and 12.b) and the determination of significant influence in associates (Notes 2.g and 12.c).
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
t.2 Uncertainties related to the assumptions and estimates
The information regarding uncertainties related to the assumptions and estimates are included: in determining the fair value of financial instruments (Notes 2.c, 2.l, 4, 16 and 33), the determination of the expected losses on doubtful accounts (Notes 2.d, 5 and 33.d.3), the determination of provisions for losses of inventories (Notes 2.e and 6), the estimative of realization of deferred IRPJ and CSLL amounts (Notes 2.m and 9.a), the useful lives and discount rate of right to use assets (Notes 2.h and 13), the useful lives of PP&E (Notes 2.i and 14), the useful lives of intangible assets, and the determination of the recoverable amount of goodwill (Notes 2.j and 15.a), provisions for assets retirement obligations (Notes 2.n and 21), provisions for tax, civil, and labor risks (Notes 2.o and 22), estimates for the preparation of actuarial reports (Notes 2.p and 20.b) and the determination of fair value of subscription warrants – indemnification (Notes 24 and 33.j). The actual result of the transactions and information may differ from their estimates.
The Company and its subsidiaries review, in every reporting period, the existence of any indication that an asset may be impaired and annually test intangible assets with undefined useful life. If there is an indication of impairment, the Company and its subsidiaries estimate the recoverable amount of the asset. Assets that cannot be evaluated individually are grouped in the smallest group of assets that generate cash inflow from continuous use and that are largely independent of cash flows of other assets (cash generating units “CGU”). The recoverable amount of assets or CGUs corresponds to the greater of their fair value net of applicable direct selling costs and their value in use.
The fair value less costs to sell is determined by the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date, net of costs of removing the asset, and direct incremental costs to bring an asset into condition for its sale, legal costs, and taxes.
To assess the value in use, the projections of future cash flows, trends, and outlooks, as well as the effects of obsolescence, demand, competition, and other economic factors were considered. Such cash flows are discounted to their present values using the discount rate before tax that reflects market conditions for the period of impairment testing and the specific risks of the asset or CGU being evaluated. In cases where the expected discounted future cash flows are less than their carrying amount, an impairment loss is recognized for the amount by which the carrying value exceeds the fair value of these assets. Losses for impairment of assets are recognized in profit or loss. In case goodwill has been allocated to a CGU, the recognized losses are first allocated to reduce the corresponding goodwill. If the goodwill is not enough to absorb such losses, the surplus is allocated to the assets on a pro-rata basis. An impairment of goodwill cannot be reversed. For other assets, impairment losses may be reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if the impairment had not been recognized.
No impairment was recognized for the three-month period ended June 30, 2020 and 2019. On December 31, 2019, the Company recognized an impairment loss for the subsidiary Imifarma Produtos Farmacêuticos e Cosméticos S.A. (“Extrafarma”) (see Note 15.a).
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
A business combination is accounted applying the acquisition method. The cost of the acquisition is measured based on the consideration transferred and to be transferred, measured at fair value at the acquisition date. In a business combination, the assets acquired, and liabilities assumed are measured in order to classify and allocate them accordingly to the contractual terms, economic circumstances and relevant conditions on the acquisition date. The non-controlling interest in the acquire is measured based on its interest in identifiable net assets acquired. Goodwill is measured as the excess of the consideration transferred and to be transferred over the fair value of net assets acquired (identifiable assets and liabilities assumed, net). After the initial recognition, goodwill is measured at cost less any accumulated impairment losses. For impairment testing purposes, goodwill is allocated to the Company’s operating segments. When the cost of the acquisition is lower than the fair value of net assets acquired, a gain is recognized directly in the statement of profit or loss. Costs related to the acquisition are recorded in the statement of profit or loss when incurred.
w. | Statements of Value Added |
The statements of value added (“DVA”) are presented as an integral part of the interim financial information as applicable to publicly traded companies in Brazil and as supplemental information for the IFRS, which does not require the presentation of DVA.
x. | Statements of Cash Flows Indirect Method |
The Company and its subsidiaries present the interest paid on loans, financing, debentures, and leases payable in financing activities and present financial investments on a net basis of income and redemptions in the investing activities.
y. | Adoption of the Pronouncements Issued by CPC and IASB |
There are not standards, amendments and interpretations to IFRS issued by the IASB, which are effective and could have impact in these interim financial information to June 30, 2020.
z. | Authorization for Issuance of the Interim Financial Information |
This interim financial information was authorized for issue by the Board of Directors on August 12, 2020.
6. Inventories (Consolidated)
The composition of inventories is as follows:
| 06/30/2020 | | 12/31/2019 |
| Cost | | Provision for losses | | Net balance | | Cost | | Provision for losses | | Net balance |
Fuels, lubricants and greases | 1,077,586 | | (2,524) | | 1,075,062 | | 1,843,257 | | (2,073) | | 1,841,184 |
Finished goods | 582,661 | | (21,315) | | 561,346 | | 541,689 | | (22,048) | | 519,641 |
Work in process | 982 | | - | | 982 | | 1,971 | | - | | 1,971 |
Raw materials | 485,589 | | (3,381) | | 482,208 | | 365,960 | | (2,552) | | 363,408 |
Liquefied petroleum gas (LPG) | 93,290 | | (5,761) | | 87,529 | | 101,715 | | (5,761) | | 95,954 |
Consumable materials and other items for resale | 144,950 | | (2,564) | | 142,386 | | 140,058 | | (2,587) | | 137,471 |
Pharmaceutical, hygiene, and beauty products | 493,464 | | (2,809) | | 490,655 | | 549,191 | | (2,877) | | 546,314 |
Purchase for future delivery (1) | 101,714 | | (463) | | 101,251 | | 183,170 | | (2,719) | | 180,451 |
Properties for resale | 28,869 | | (107) | | 28,762 | | 29,273 | | (107) | | 29,166 |
| 3,009,105 | | (38,924) | | 2,970,181 | | 3,756,284 | | (40,724) | | 3,715,560 |
(1) Refers substantially to ethanol, biodiesel and advance of fuels.
Movements in the provision for losses are as follows:
Balance as of December 31, 2019 | 40,724 |
Reversals to net realizable value adjustment | (2,266) |
Additions of obsolescence and other losses | 466 |
Balance as of June 30, 2020 | 38,924 |
The breakdown of provisions for losses related to inventories is shown in the table below:
| 06/30/2020 | | 12/31/2019 |
Net realizable value adjustment | 12,976 | | 15,243 |
Obsolescence and other losses | 25,948 | | 25,481 |
Total | 38,924 | | 40,724 |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
7. Taxes to Recover
a. Recoverable Taxes (Consolidated)
Recoverable taxes are substantially represented by credits of Tax on Goods and Services (“ICMS”, the Brazilian VAT), Contribution for Social Security Financing (“COFINS”) and Social Integration Program (“PIS”).
| 06/30/2020 | | 12/31/2019 |
ICMS (a.1) | 1,049,598 | | 914,066 |
Provision for ICMS losses (a.1) | (45,960) | | (41,396) |
PIS and COFINS (a.2) | 981,013 | | 930,570 |
Value-Added Tax (IVA) of foreign subsidiaries | 34,702 | | 29,707 |
Other | 65,634 | | 56,748 |
Total | 2,084,987 | | 1,889,695 |
Current | 1,039,200 | | 1,122,335 |
Non-current | 1,045,787 | | 767,360 |
a.1 The recoverable ICMS is substantially related to the following subsidiaries and operations:
(i) The subsidiary Oxiteno S.A. accumulates credits once predominantly carries out export operations, interstate outflow or deferred ICMS of products purchased within the State of Bahia;
(ii) The subsidiaries Ipiranga Produtos de Petróleo S.A. (“IPP”) and Cia Ultragaz S.A. (“Cia Ultragaz”) have credits arising from interstate outflows of oil-related products, whose ICMS was prepaid by the supplier (Petróleo Brasileiro S.A. (“Petrobras”)), and credits arising from the difference between transactions of inflows and outflows of products subject to ICMS taxation (mainly ethanol);
(iii) The subsidiary Extrafarma has ICMS credits and ICMS-ST (tax substitution) advances on the inflow and outflow of operations carried out by its distribution centers, mostly in the North and Northeast.
The amounts of recoverable ICMS credits are classified as current assets and consumed by the operations itself, being a revolving credit, which means that the credits are monthly offset with the tax payable on sales and new credits are generated by the acquisition of inputs, as well as by the State's refund on tax substitution operations. Management estimates the realization of the credits classified in non-current assets within up to 10 years.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
The estimated recovery of ICMS credits assets is stated as follows:
Up to 1 Year | 384,666 |
From 1 to 2 Years | 333,168 |
From 2 to 3 Years | 180,487 |
From 3 to 5 Years | 88,099 |
From 5 to 7 Years | 36,370 |
From 7 to 10 Years | 26,808 |
Total of recoverable ICMS | 1,049,598 |
The provision for ICMS losses relates to tax credits of the subsidiaries whose amounts are not included within the term determined by its policy.
a.2 Refers, mainly, to the PIS and COFINS credits recorded under Laws 10,637/2002 and 10,833/2003, whose consumption will occur through the offset of debts administered by the Brazilian Federal Revenue Service (“RFB”) in an estimated term of 2 years by management. The subsidiaries Extrafarma, Tequimar and Oxiteno S.A. have credits resulting from a definitive favorable decision on the exclusion of ICMS from the calculation basis of PIS and COFINS. For these cases, management estimates the realization of these credits within up to 5 years. (see Note 22.d.1).
b. Recoverable Income Tax and Social Contribution Taxes
Represented by recoverable IRPJ and CSLL.
| Parent | | Consolidated |
| 06/30/2020 | | 12/31/2019 | | 06/30/2020 | | 12/31/2019 |
IRPJ and CSLL | 92,727 | | 89,197 | | 540,253 | | 430,290 |
Current | 53,280 | | 49,750 | | 436,907 | | 325,343 |
Non-current | 39,447 | | 39,447 | | 103,346 | | 104,947 |
Relates to IRPJ and CSLL to be recovered by the Company and its subsidiaries arising from the tax advances of previous periods, with management estimating the realization of these credits within up to 5 years.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
8. Related Parties
The balances and transactions between the Company and its related parties are disclosed below:
a.1 Parent
| Assets | | Liabilities | | Financial income (1) |
| Debentures (1) | | Account payable | | |
Ipiranga Produtos de Petróleo S.A. | 755,433 | | - | | 15,278 |
Imifarma Produtos Farmacêuticos e Cosméticos S.A. | - | | 5,001 | | - |
Total as of June 30, 2020 | 755,433 | | 5,001 | | 15,278 |
| Assets | | Liabilities | | Financial income (1) |
| Debentures (1) | | Account payable | | |
Ipiranga Produtos de Petróleo S.A. | 759,123 | | ‐ | | 26,575 |
Imifarma Produtos Farmacêuticos e Cosméticos S.A. | ‐ | | 4,220 | | ‐ |
Total as of December 30, 2019 | 759,123 | | 4,220 | | |
Total as of June 30, 2019 | | | | | 26,575 |
(1) In March 2016, the subsidiary IPP made its second private offering in one single series of 75 debentures at face value of R$ 10,000,000.00 (ten million Brazilian Reais) each, nonconvertible into shares and unsecured. The Company subscribed the total debentures with maturity on March 31, 2021 and semiannual interest linked to DI.
a.2 Consolidated
Balances and transactions between the Company and its subsidiaries and between subsidiaries have been eliminated in consolidation and are not disclosed in this note. The balances and transactions between the Company and its subsidiaries with other related parties are disclosed below:
| Loans |
| Assets | | Liabilities |
Química da Bahia Indústria e Comércio S.A. | - | | 2,875 |
Other | 490 | | 1,002 |
Total as of June 30, 2020 | 490 | | 3,877 |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
| Loans |
| Assets | | Liabilities |
Química da Bahia Indústria e Comércio S.A. | - | | 2,875 |
Other | 490 | | 1,050 |
Total as of December 31, 2019 | 490 | | 3,925 |
Loans agreements have indeterminate terms and do not contain interest clauses.
| Commercial transactions |
| Receivables (1) | | Payables (1) | | Other payables (1) | | Sales and services | | Purchases | | Expenses |
Oxicap Indústria de Gases Ltda. | - | | 1,578 | | - | | - | | 9,408 | | - |
Refinaria de Petróleo Riograndense S.A. | - | | 60,326 | | - | | - | | 148,630 | | - |
ConectCar Soluções de Mobilidade Eletrônica S.A. | 1,424 | | 113 | | 500 | | 1,537 | | 80 | | - |
LA’7 Participações e Empreend. Imob. Ltda. (a) | - | | - | | - | | - | | - | | 800 |
Chevron Latin America Marketing LLC | 58 | | - | | - | | - | | - | | - |
Total as of June 30, 2020 | 1,482 | | 62,017 | | 500 | | 1,537 | | 158,118 | | 800 |
| Commercial transactions |
| Receivables (1) | | Payables (1) | | Sales and services | | Purchases | | Expenses |
Oxicap Indústria de Gases Ltda. | - | | 1,545 | | 1 | | 9,547 | | ‐ |
Refinaria de Petróleo Riograndense S.A. | - | | 264,602 | | ‐ | | 509,073 | | ‐ |
ConectCar Soluções de Mobilidade Eletrônica S.A. | 739 | | 113 | | 1,174 | | 50 | | ‐ |
LA’7 Participações e Empreend. Imob. Ltda. (a) | - | | 124 | | ‐ | | ‐ | | 735 |
Total as of December 31, 2019 | 739 | | 266,384 | | | | | | |
Total as of June 30, 2019 | | | | | 1,175 | | 518,670 | | 735 |
(1) Included in “domestic trade receivables”, “domestic trade payables” and “domestic trade payables - reverse factoring”, respectively.
(a) Refers to rental contracts of 15 drugstores owned by LA’7 as of June 30, 2020 and December 31, 2019, a company of the former shareholders of Extrafarma that are current shareholders of Ultrapar.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
Purchase and sale transactions relate substantially to the purchase of raw materials, feedstock, transportation, and storage services based on similar market prices and terms with customers and suppliers with comparable operational performance. The above operations related to ConectCar Soluções de Mobilidade Eletrônica S.A. (“ConectCar”) refer to services provided. In the opinion of the Company and its subsidiaries’ management, transactions with related parties are not subject to credit risk, which is why no an estimated loss or collateral is provided. Collateral provided by the Company in loans of subsidiaries and affiliates are mentioned in Note 16.j.
b. | Key executives (Consolidated) |
The Company’s compensation strategy combines short and long-term elements, following the principles of alignment of interests and of maintaining a competitive compensation, and is aimed at retaining key officers and remunerating them adequately according to their attributed responsibilities and the value created to the Company and its shareholders.
Short-term compensation is comprised of: (a) fixed monthly compensation paid with the objective of rewarding the executive’s experience, responsibility, and his/her position’s complexity, and includes salary and benefits such as medical coverage, check-up, life insurance, and others; (b) variable compensation paid annually with the objective of aligning the executive’s and the Company’s objectives, which is linked to: (i) the business performance measured through its economic value creation and (ii) the fulfillment of individual annual goals that are based on the strategic plan and are focused on expansion and operational excellence projects, people development and market positioning, among others. Further details about the Deferred Stock Plan are contained in Note 8.c and about post-employment benefits in Note 20.b.
The expenses for compensation of its key executives (Company’s directors and executive officers) as shown below:
| 06/30/2020 | | 06/30/2019 |
Short-term compensation | 21,956 | | 23,856 |
Stock compensation | 5,437 | | 3,879 |
Post-employment benefits | 1,359 | | 1,335 |
Total | 28,752 | | 29,070 |
c. | Deferred Stock Plan (Consolidated) |
Since 2003, Ultrapar has adopted a stock plan in which the executive has the usufruct of shares held in treasury until the transfer of the full ownership of the shares to those eligible members of management after five to seven years from the initial concession of the rights subject to uninterrupted employment of the participant during the period. The volume of shares and the executives eligible are determined by the Board of Directors, and there is no mandatory annual grant. The total number of shares to be used in the plan is subject to the number of shares in treasury. Ultrapar’s Board of Directors does not have a stock plan. The fair value of the awards was determined on the grant date based on the market value of the shares on the B3, the Brazilian Securities, Commodities and Futures Exchange and the amounts are amortized between five to seven years from the grant date.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent’s Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
The table below summarizes shares granted to the Company and its subsidiaries’ management:
Grant date | Balance of number of shares granted |
| Vesting period |
| Market price of shares on the grant date (in R$ per share) |
| Total grant costs, including taxes | | Accumulated recognized grant costs | | Accumulated unrecognized grant costs |
March 13, 2017 | 200,000 |
| 2022 to 2024 |
| 34.00 |
| 9,378 | | (5,309) | | 4,069 |
March 4, 2016 | 380,000 |
| 2021 to 2023 |
| 32.72 |
| 17,147 | | (12,620) | | 4,527 |
December 10, 2014 | 533,324 |
| 2020 to 2021 |
| 25.32 |
| 27,939 | | (25,408) | | 2,531 |
March 5, 2014 | 55,600 |
| 2021 |
| 26.08 |
| 5,999 | | (5,809) | | 190 |
| 1,168,924 |
| |
| |
| 60,463 | | (49,146) | | 11,317 |
For the six-month period ended June 30, 2020, the amortization in the amount of R$ 3,892 (R$ 5,325 for the six-month period ended June 30, 2019) was recognized as a general and administrative expense.
The table below summarizes the changes of number of shares granted:
Balance on December 31, 2019 | | 1,224,524 |
Shares vested and transferred | | (55,600) |
Balance on June 30, 2020 | | 1,168,924 |
In addition, on April 19, 2017, the Ordinary and Extraordinary General Shareholders’ Meeting (“OEGM”) of approved a new incentive plan based on shares (”Plan”), which establishes the general terms and conditions for the concession of common shares issued by the Company and held in treasury, that may or may not involve the granting of usufruct of part of these shares for later transfer of the ownership of the shares, in periods of three to six years, to directors or employees of the Company or its subsidiaries.
As a result of the Plan, common shares representing at most 1% of the Company's share capital may be delivered to the participants, which corresponds, at the date of approval of this Plan, to 11,128,102 common shares.
17. Trade Payables
|
| Parent |
| Consolidated |
|
| 06/30/2020 |
| 12/31/2019 | | 06/30/2020 | | 12/31/2019 |
Domestic suppliers |
| 5,928 |
| 2,173 | | 1,297,150 | | 1,823,952 |
Domestic suppliers – related parties (see Note 8.a.2) |
| - |
| -
| | 4,014 | | 73,304 |
Domestic suppliers – reverse factoring (i) |
| -
|
| - | | 472,403 | | 262,870 |
Domestic suppliers – reverse factoring (i) - Related parties (see Note 8.a.2) |
| -
|
| - | | 58,003 | | 193,080 |
Foreign suppliers |
| -
|
| - | | 457,452 | | 261,222 |
Foreign suppliers – reverse factoring (i) |
| -
|
| - | | 249,272 | | 85,643 |
|
| 5,928 |
| 2,173 | | 2,538,294 | | 2,700,071 |
(i) Suppliers – reverse factoring: some subsidiaries of the Company entered into an agreements with a financial institutions, which consists of the anticipation of receipt of the trade payables by the supplier, in which the financial institutions prepay a certain amount from the supplier, and receives on the maturity date the amount payable by the subsidiaries of the Company. The decision to join this transaction is solely and exclusively of the supplier. The agreement does not substantially change the main characteristics of the commercial conditions previously established between the subsidiaries of the Company and the suppliers. These transactions are presented in operating activities in the statements of cash flow.
Some Company’s subsidiaries acquire oil-based fuels and LPG from Petrobras and its subsidiaries and ethylene from Braskem S.A. These suppliers control almost all the markets for these products in Brazil.
18. Salaries and Related Charges
|
| Parent |
| Consolidated |
|
| 06/30/2020 |
| 12/31/2019 | | 06/30/2020 | | 12/31/2019 |
Provisions on salaries |
| 9,079 |
| - | | 216,165 | | 184,716 |
Profit sharing, bonus and premium |
| 9,074 |
| -
| | 88,232 | | 133,533 |
Social charges |
| 10,899 |
| 958 | | 113,937 | | 70,228 |
Other |
| 102 |
| -
| | 20,735 | | 17,159 |
|
| 29,154 |
| 958 | | 439,069 | | 405,636 |
19. Taxes Payable (Consolidated)
| | 06/30/2020 | | 12/31/2019 |
ICMS | | 136,717 | | 149,547 |
PIS and COFINS | | 28,018 | | 40,676 |
ISS | | 20,818 | | 26,986 |
Value-Added Tax (IVA) of foreign subsidiaries | | 22,609 | | 25,619 |
Other | | 22,719 | | 27,094 |
| | 230,881 | | 269,922 |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
20. Employee Benefits and Private Pension Plan (Consolidated)
a. | ULTRAPREV- Associaçăo de Previdência Complementar |
In February 2001, the Company’s Board of Directors approved the adoption of a defined contribution pension plan to be sponsored by the Company and each of its subsidiaries. Participating employees have been contributing to this plan, managed by Ultraprev - Associação de Previdência Complementar (“Ultraprev”), since August 2001. Under the terms of the plan, every year each participating employee chooses his or her basic contribution to the plan. Each sponsoring company provides a matching contribution in an amount equivalent to each basic contribution, up to a limit of 11% of the employee’s reference salary, according to the rules of the plan. As participating employees retire, they may choose to receive either (i) a monthly sum ranging between 0.3% and 1.0% of their respective accumulated fund in Ultraprev or (ii) a fixed monthly amount, which will exhaust their respective accumulated fund over a period of 5 to 35 years. The sponsoring company does not take responsibility for guaranteeing amounts or the duration of the benefits received by the retired employee. For the six-month period ended June 30, 2020, the subsidiaries contributed R$ 9,485 (R$ 10,842 for the six-month period ended June 30, 2019) to Ultraprev, which is recognized as expense in the income statement. The total number of participating employees as of June 30, 2020 was 7,656 active participants and 346 retired participants. In addition, Ultraprev had 25 former employees receiving benefits under the rules of a previous plan whose reserves are fully constituted.
In May 2020, the Deliberative Council of Ultraprev approved the use of the reversion fund in the amount of R$ 47,088 as of June 30, 2020, which R$ 1,567 was used in the quarter to deduct the sponsors’ normal contributions. The balance of R$ 45,521 on June 30, 2020 will be an average period between 10 and 70 months depending on the sponsor.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
b. | Post-employment Benefits |
The subsidiaries recognized a provision for post-employment benefits mainly related to seniority bonus, payment of Government Severance Indemnity Fund (“FGTS”), and health, dental care, and life insurance plan for eligible retirees.
The amounts related to such benefits were determined based on a valuation conducted by an independent actuary and reviewed by management as of June 30, 2020.
| Parent |
| Consolidated
|
| 06/30/2020 |
| 12/31/2019 |
| 06/30/2020 | | 12/31/2019 |
Health and dental care plan (1) | - |
| - |
| 155,604 | | 154,142 |
Indemnification of FGTS | 2,979 |
| -
|
| 67,414 | | 66,309 |
Seniority bonus | 3,536 |
| - |
| 35,284 | | 34,485 |
Life insurance (1) | - |
| -
|
| 18,490 | | 17,931 |
Total | 6,515 |
| -
|
| 276,792 | | 272,867 |
|
|
|
|
|
|
|
|
Current | - |
| - |
| 29,728 | | 28,951 |
Non-current | 6,515 |
| -
|
| 247,064 | | 243,916 |
(1) Only IPP and Iconic Lubrificantes S.A. (“Iconic”).
21. Provision for Asset Retirement Obligation – Fuel Tanks (Consolidated)
The provision corresponds to the legal obligation to remove the subsidiary IPP’s underground fuel tanks located at Ipiranga-branded service stations after a certain use period (see Note 2.n).
Changes in the provision for asset retirement obligation are as follows:
Balance as of December 31, 2019 | 51,242 |
Additions (new tanks) | 59 |
Expense with tanks removed | (1,519) |
Accretion expense | 509 |
Balance as of June 30, 2020 | 50,291 |
| |
Current | 4,283 |
Non-current | 46,008 |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
22. Provisions and Contingencies (Consolidated)
a. | Provisions for tax, civil, and labor risks |
The Company and its subsidiaries are parties in tax, civil, environmental, regulatory, and labor disputes at the administrative and judiciary levels, which, when applicable, are backed by escrow deposits. Provisions for losses are estimated and updated by management based on the opinion of the Company’s legal department and its external legal advisors.
The table below demonstrates the breakdown of provisions by nature and its movement:
Provisions | Balance on 12/31/2019 | | Additions | | Reversals | | Payments | | Interest | | Balance on 06/30/2020 |
IRPJ and CSLL (a.1.1) | 541,281 | | - | | (537) | | - | | 4,578 | | 545,322 |
PIS and COFINS | 10,155 | | - | | (10,264) | | - | | 109 | | - |
ICMS | 96,472 | | 4,067 | | (812) | | (4,085) | | 70 | | 95,712 |
Civil, environmental and regulatory claims (a.2.1) | 85,855 | | 4,388 | | (13,322) | | (19,824) | | 132 | | 57,229 |
Labor litigation (a.3.1) | 98,010 | | 4,269 | | (1,273) | | (5,442) | | 2,074 | | 97,638 |
Others | 92,822 | | - | | (130) | | - | | 231 | | 92,923 |
Total | 924,595 | | 12,724 | | (26,338) | | (29,351) | | 7,194 | | 888,824 |
| | | | | | | | | | | |
Current | 40,455 | | | | | | | | | | 42,096 |
Non-current | 884,140 | | | | | | | | | | 846,728 |
Some of the provisions above involve, in whole or in part, escrow deposits.
Balances of escrow deposits are as follows:
| 06/30/2020 | | 12/31/2019 |
Tax matters | 766,101 | | 753,810 |
Labor litigation | 73,406 | | 71,605 |
Civil and other | 110,238 | | 96,028 |
Total – non-current assets | 949,745 | | 921,443 |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
a.1 | Provisions for Tax Matters and Social Security |
a.1.1 On October 7, 2005, the subsidiaries Cia. Ultragaz and Bahiana filed for and obtained a preliminary injunction to recognize and offset PIS and COFINS credits on LPG purchases, against other taxes levied by the RFB, notably IRPJ and CSLL. The decision was confirmed by a trial court on May 16, 2008. Under the preliminary injunction, the subsidiaries made escrow deposits for these debits which amounted to R$ 520,502 as of June 30, 2020 (R$ 515,825 as of December 31, 2019). On July 18, 2014, a second instance unfavorable decision was published, and the subsidiaries suspended the escrow deposits, and started to pay income taxes from that date. To revert the court decision, the subsidiaries presented a writ of prevention which was dismissed on December 30, 2014, and the subsidiaries appealed this decision on February 3, 2015. Appeals were also presented to the respective higher courts Superior Court of Justice (“STJ”) and Federal Supreme Court (“STF”) whose final trial are pending.
a.2 Provisions for Civil, Environmental and Regulatory Claims
a.2.1 The Company and its subsidiaries maintain provisions for lawsuits and administrative proceedings, mainly derived from contracts entered into with customers and former services providers, as well as proceedings related to environmental and regulatory issues in the amount of R$ 57,229 as of June 30, 2020 (R$ 85,855 as of December 31, 2019). The subsidiary IPP entered into an agreement in two civil lawsuits that were provisioned for the expected loss in the amount of R$ 27,995. Reason why, with the closing of the cases, this provision was written-off in the period.
a.3 | Provisions for Labor Matters |
a.3.1 The Company and its subsidiaries maintain provisions of R$ 97,638 as of June 30, 2020 (R$ 98,010 as of December 31, 2019) for labor litigation filed by former employees and by employees of our service providers, mainly, contesting the non-payment of labor rights.
b. Contingent Liabilities (Possible)
The Company and its subsidiaries are parties in tax, civil, environmental, regulatory, and labor claims whose loss prognosis is assessed as possible (proceedings whose chance of loss is more than 25% and less or equal than 50%) by the Company and its subsidiaries’ legal departments, based on the opinion of its external legal advisors and, based on this assessment, these claims were not recognized in the financial statements. The estimated amount of this contingency is R$ 3,239,192 as of June 30, 2020 (R$ 2,840,086 as of December 31, 2019).
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
b.1 Contingent Liabilities for Tax Matters and Social Security
The Company and its subsidiaries have contingent liabilities for tax matters and social security in the amount of R$ 2,334,465 as of June 30, 2020 (R$ 2,028,159 as of December 31, 2019), mainly represented by:
b.1.1 The subsidiary IPP and its subsidiaries have assessments invalidating the offset of excise tax (“IPI”) credits in connection with the purchase of raw materials used in the manufacturing of products which sales are not subject to IPI under the protection of tax immunity. The amount of this contingency is R$ 175,458 as of June 30, 2020 (R$ 173,738 as of December 31, 2019).
b.1.2 The subsidiary IPP and its subsidiaries have legal proceedings related to ICMS. The total amount involved in these proceedings, was R$ 952,455 as of June 30, 2020 (R$ 836,822 as of December 31, 2019), Such proceedings arise mostly of the disregard of ICMS credits amounting to R$ 295,255 as of June 30, 2020 (R$ 319,849 as of December 31, 2019), of which R$ 91,259 (R$ 126,772 as of December 31, 2019) refer to proportional reversal requirement of ICMS credits related to the acquisition of hydrated alcohol; of alleged non-payment in the amount of R$ 97,272 as of June 30, 2020 (R$ 92,567 as of December 31, 2019); of conditioned fruition of fiscal incentive in the amount of R$ 119,142 as of June 30, 2020 (R$ 117,753 as of December 31, 2019); and inventory differences in the amount of R$ 277,207 as of June 30, 2020 (R$ 172,736 as of December 31, 2019) related to the leftovers or faults due to temperature changes or product handling.
b.1.3 The Company and its subsidiaries are parties to administrative and judicial suits involving Income Tax, Social Security Contribution, PIS and COFINS, substantially about denials of offset claims and credits disallowance which total amount is R$ 738,727 as of June 30, 2020 (R$ 699,360 as of December 31, 2019), mainly represented by:
b.1.3.1 The subsidiary IPP received a tax assessment related to the IRPJ and CSLL resulting from the supposedly undue amortization of the goodwill paid on acquisition of a subsidiary, in the amount of R$ 210,945 as of June 30, 2020 (R$ 208,449 as of December 31, 2019), which includes the amount of the income taxes, interest and penalty. Management assessed the likelihood of the tax assessment, supported by the opinion of its legal advisors, as “possible”, and therefore did not recognize a provision for this contingent liability.
b.2 Contingent Liabilities for Civil, Environmental and Regulatory Claims
The Company and its subsidiaries have contingent liabilities for civil, environmental and regulatory claims in the amount of R$ 616,235, totaling 2,901 lawsuits as of June 30, 2020 (R$ 549,664, totaling 3,109 lawsuits as of December 31, 2019), mainly represented by:
b.2.1 The subsidiary Cia. Ultragaz is party to an administrative proceeding before CADE based on alleged anti-competitive practices in the State of Minas Gerais in 2001. The CADE entered a decision against Cia. Ultragaz and imposed a penalty of R$ 33,790 as of June 30, 2020 (R$ 33,603 as of December 31, 2019). The imposition of such administrative decision was suspended by a court order and its merit is being judicially reviewed.
b.2.2 In 2016, the subsidiary Cia. Ultragaz became party to two administrative proceedings filed by CADE, related to allegations of anti-competitive practices: i) one of the proceedings relate to practices in the State of Paraíba and other Northeast States, in which the subsidiary Bahiana is part along with Cia. Ultragaz. On this proceeding, Cia. Ultragaz and Bahiana signed a Cessation Commitment Agreement (“TCC”) with CADE, approved on November 22, 2017, in the amount of R$ 95,987, paid in 8 (eight) equal installments updated semiannually by SELIC, with maturity of the first one in 180 (one hundred and eighty) days from the date of publication of the approval. Three employees and one former employee signed TCC in the total amount of R$ 1,100. With the TCC, the administrative proceeding will be suspended in relation to the Cia. Ultragaz and Bahiana until final decision; ii) the second proceeding relate to practices in the Federal District and around, in which only Cia. Ultragaz is part. On this proceeding, Cia. Ultragaz signed a TCC with CADE, approved on September 6, 2017, in the amount of R$ 2,154, paid in a single installment in March 8, 2018. Two former employees signed TCC in the amount of R$ 50 each. With the TCC, the administrative proceeding will be suspended in relation to the Cia. Ultragaz until final decision.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
b.2.3 The subsidiary IPP became party to two administrative proceedings filed by CADE, related to allegations of anti-competitive practices in the city of Joinville, State of Santa Catarina and in the Distrito Federal. In April, 2019 an administrative award was imposed in the amount of R$ 40,693 which is judicially reviewed for allegedly influencing uniform commercial conduct among fuel resellers around the city of Belo Horizonte, state of Minas Gerais. The subsidiary IPP will continue to exercise its defense by appealing in all administrative and judicial instances. Supported by the opinion of external legal counsel that classified the probability of loss as “remote”, Management did not recognize a provision for this contingency as of June 30, 2020.
b.2.4 On November 29, 2016, a technical opinion was issued by the Operational Support Center for Execution (Centro de Apoio Operacional à Execução - CAEX), a technical body linked to the São Paulo State Public Prosecutor (“MPE”), presenting a proposal of compensation for the alleged environmental damages caused by the fire on April 2nd, 2015 at the Santos Terminal of the subsidiary Tequimar. This technical opinion is non-binding, with no condemnatory or sanctioning nature, and will still be evaluated by the authorities and parties. The subsidiary disagrees with the methodology and the assumptions adopted in the proposal and is negotiating an agreement with the MPE and the Brazilian Federal Public Prosecutor (“MPF”), since the beginning of the investigation and currently there is no civil lawsuit filed on the matter. The negotiations relate to in natura repair of the any damages. Thus, on May 15, 2019, the subsidiary Tequimar signed a Partial Conduct Adjustment Commitment Agreement (“TAC”) in the amount of R$ 67,539 with the MPE and MPF to compensate for diffuse and collective damages of any kind arising from the fish mortality and the damage caused to the ichthyofauna. The negotiations on compensation for other alleged damages are still ongoing and once concluded, the payments related to the project costs may affect the future Company’s Financial statements. In the criminal sphere, the MPF denounced the subsidiary Tequimar, which was summoned and replied to the complaint on June 19, 2018. On September 12, 2019, at a hearing in the federal court of Santos, the MPF and Tequimar agreed, and the judicial authority approved, the conditional suspension of the criminal proceedings for a period of 2 years, when Tequimar shall then prove compliance with the execution of the Partial TAC signed, with the obligation of a complementary allocation of R$ 13,000 to the Fisheries Management Project, to obtain the definitive filing of the process. In addition, as of June 30, 2020, there are contingent liabilities not recognized related to lawsuits in the amount of R$ 6,149 (R$ 11,403 as of December 31, 2019). On June 30, 2020 and December, 2019 there were not extrajudicial lawsuits.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
b.3 Contingent Liabilities for Labor Matters
The Company and its subsidiaries have contingent liabilities for labor matters in the amount of R$ 288,492, totaling 1,580 lawsuits as of June 30, 2020 (R$ 262,263, totaling 1,649 lawsuits as of December 31, 2019), mainly represented by:
b.3.1 In 1990, the Petrochemical Industry Labor Union (Sindiquímica), of which the employees of Oxiteno S.A and Empresa Carioca de Produtos Químicos S.A. (“EMCA”), companies located in the Camaçari Petrochemical Complex, are members, filed collective lawsuits against the subsidiaries demanding the compliance with the fourth section of the collective labor agreement, which provided for a salary adjustment in lieu of the salary policies practiced. In the same year, a collective labor dispute was also filed by the Union of Employers (SINPEQ) against Sindiquímica, requiring the recognition of the loss of effectiveness of such fourth section. The decisions rendered on the collective claims which were favorable to the subsidiaries Oxiteno S.A. and EMCA are final and unappealable. The collective labor from Sindiquímica against SINPEQ became final in STF in October 2019 and remained unfavorable to SINPEQ. In 2010, some companies in the Camaçari Petrochemical Complex signed an agreement with Sindiquímica. In October 2015, Sindiquímica filed enforcement lawsuits against Oxiteno S.A and, in 2017, EMCA, as these companies did not sign the 2010 agreement with Sindiquímica. A favorable decision was issued for Oxiteno S.A., awaiting judgment of the Sindiquimica appeal and Oxiteno S.A adhesive appeal. At the Regional Labor Court of the 5th Region. For EMCA, the decision of 1st instance favorable to the company was reversed at the Regional Labor Court of the 5th Region, it’s pending a final judgment in this instance. In addition to collective actions, individual claims containing the same object have been filed.
c. Lubricants operation between IPP and Chevron
In the process of transaction of the lubricants' operation in Brazil between Chevron and subsidiary IPP (see Note 3.c of Interim Financial Information of 2018 filed on CVM February 20, 2019), it was agreed that each shareholder is responsible for any claims arising out of acts, facts or omissions prior to the transaction. The liability provisions of the Chevron shareholder in the amount of R$ 5,371 (R$ 5,423 as of December 31, 2019) are reflected in the consolidation of these interim financial information. Additionally, in connection with the business combination, a provision in the amount of R$ 198,900 was recognized on December 1, 2017 due contingent liabilities, amounted to R$ 188,073 as of June 30, 2020 (R$ 188,073 as of December 31, 2019. The amounts of provisions of Chevron's liability recognized in the business combination will be reimbursed to subsidiary Iconic in the event of losses and an indemnity asset was hereby constituted in the same amount, without the need to establish a provision for uncollectible amounts.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
d. Contingent Assets
d.1 Exclusion of ICMS from the calculation basis of PIS and COFINS
In March 15, 2017, STF decided that ICMS is not included in the PIS and COFINS basis. All subsidiaries have actions aimed at obtaining this right, as long as applicable. For the subsidiaries Oxiteno S.A., Extrafarma and Tequimar, have final and unappealable decision, and the respective subsidies to prove the amounts to be refunded were duly confirmed by management and recorded in results, up to the present year of 2020, the amount of R$ 487,203 (up to R$ 338,110 in 2019). As a result of injunctions obtained, some subsidiaries have already excluded ICMS from the PIS and COFINS calculation base in the amount of R$ 166,966 until June 30, 2020 (R$ 141,618 as of December 31, 2019). The amounts to be recovered from the other subsidiaries will be recognized to the extent that concomitantly, there are the final and unappealable decision of the individual action and confirmation of the evidences.
The Company's management emphasizes that it is possible for the STF to modulate the effects of the judgment, either by restricting its effectiveness or determining when the decision will become effective, or by reinterpreting the value of ICMS to be excluded. After the decision of the STF has become final and unappealable, the Company's management will assess the impact on the shares of its subsidiaries, which may result in a reduction in the claimed tax credits.
23. Deferred Revenue (Consolidated)
The subsidiaries of the Company have recognized the following deferred revenue:
| 06/30/2020 | | 12/31/2019 |
‘am/pm’ and Jet Oil franchising upfront fee (a) | 429 | | 956 |
Loyalty program “Km de Vantagens” (b) | 24,134 | | 25,096 |
Loyalty program “Clube Extrafarma” (b) | 1,820 | | 1,574 |
Total current | 26,383 | | 27,626 |
a. Franchising Upfront Fee
am/pm is the convenience stores chain of the Ipiranga service stations. Ipiranga ended June 30, 2020 with 2,345 stores (2,377 as of December 31, 2019). Jet Oil is Ipiranga’s lubricant-changing and automotive service specialized network. Ipiranga ended June 30, 2020 with 1,473 stores (1,492 stores as of December 31, 2019).
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
b. Loyalty Programs
Subsidiary Ipiranga has a loyalty program called Km de Vantagens (www.kmdevantagens.com.br) under which registered customers are rewarded with points when they buy products at Ipiranga service stations or at its partners. The customers may exchange these points, during the period of one year, for discounts on products and services offered by Ipiranga and its partners. Points received by Ipiranga’s customers that may be used with the partner Multiplus Fidelidade and for discounts of fuel in Ipiranga’s website (www.postoipiranganaweb.com.br) and recognized as a reduction of revenue from sales and services.
Subsidiary Extrafarma has a loyalty program called Clube Extrafarma (www.clubeextrafarma.com.br) under which registered customers are rewarded with points when they buy products at its drugstore chain. The customers may exchange these points, during the period of six months, for discounts in products at its drugstore chain, recharge credit on a mobile phone, and prizes offered by partners Multiplus Fidelidade and Ipiranga, through Km de Vantagens. Points received by Extrafarma’s customers are recognized as a reduction of revenue from sales and services.
Deferred revenue is estimated based on the fair value of the points granted, considering the value of the prizes and the expected redemption of these points.
24. Subscription Warrants – Indemnification
Because of the association between the Company and Extrafarma on January 31, 2014, 7 subscription warrants – indemnification could be issued, corresponding to up to 6,411,244 shares of the Company. The subscription warrants – indemnification may be exercised beginning 2020 by the former shareholders of Extrafarma and are adjusted according to the changes in the amounts of provisions for tax, civil, and labor risks and contingent liabilities related to the period prior to January 31, 2014. The subscription warrants – indemnification’s fair value is measured based on the share price of Ultrapar (UGPA3) and is reduced by the dividend yield until 2020, since the exercise is possible only from 2020, and they are not entitled to dividends until that date.
On February 19, 2020, the Company’s Board of Directors confirmed the issuance of 2,108,542 common shares within the authorized capital limit provided by the art. 6 of the Bylaws, due to the partial exercise of the rights conferred by the subscription warrants issued by the Company when the merger of all Extrafarma shares by the Company, approved by the extraordinary general meeting of the Company held in January 31, 2014.
In the association agreement between the Company and Extrafarma on January 31, 2014 and due to the unfavorable decisions of some processes prior on January 31, 2014, 528,344 shares linked to the subscription warrants - indemnification were canceled and didn’t issue on 19 February 2020. Also, 3,774,388 shares were retained, linked to subscription warrants - indemnification, which will be issued as the processes will be favorable in a final decision to the Extrafarma. Thus, the maximum number of shares, which may be issued in the future, linked to the subscription warrants - indemnification, is up to 3,431,057 shares, totaling R$ 63,063 on June 30, 2020.
In August 12, 2020, the Company’s Board of Directors confirmed the issuance of 86,798 common shares due to the partial exercise of the rights conferred by the subscription warrants. For more information on the partial issue, see note 35.d.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
25. Equity
On June 30, 2020, the subscribed and paid-in capital stock consists of 1,114,918,734 (1,112.810,192 as of December 31, 2019) common shares with no par value and the issuance of preferred shares and participation certificates is prohibited. Each common share entitles its holder to one vote at Shareholders’ Meetings.
The price of the shares issued by the Company as of June 30, 2020, on B3 was R$ 18.38 (R$ 25.48 as of December 31, 2019).
As of June 30, 2020, the Company is authorized to increase capital up to the limit of 1,600,000,000 common shares, without amendment to the Bylaws, by resolution of the Board of Directors. On February 19, 2020, the Company’s Board of Directors confirmed the issuance of 2,108,542 common shares due to the partial exercise of the rights conferred by the subscription warrants – idemnification. For more information on the partial issue, see note 24.
As of June 30, 2020, there were 47,479,723 common shares outstanding abroad in the form of ADRs (46,518,315 shares as of December 31, 2019).
On April 10, 2019, the Company’s extraordinary and annual general meeting approved the stock split of common shares issued by Ultrapar, at a ratio of one currently existing share to two shares of the same class and type as well as the changing of the number of shares in which the capital stock of the Company is divided. The stock split approved herein shall not imply in any change in the Ultrapar’s capital stock. The new shares and ADRs resulting from the stock split approved herein are of the same class and type and granted to its holders the same rights of the current shares and ADRs.
b. | Equity instrument granted |
The Company has a share-based incentive plan, which establishes the general terms and conditions for the concession of common shares issued by the Company held in treasury (see Note 8.c).
The Company acquired its own shares at market prices, without capital reduction, to be held in treasury and to be subsequently disposed of or cancelled, in accordance with CVM Instructions 10, issued on February 14, 1980 and 268, issued on November 13, 1997.
As of June 30, 2020, and December 31, 2019, 26,780,298 common shares were held in the Company's treasury, acquired at an average cost of R$ 18.12.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
The capital reserve reflects the gain on the transfer of shares at market price used in the Deferred Stock Plan granted to executives of the subsidiaries of the Company, as mentioned in Note 8.c.
Because of Extrafarma’s association in 2014, the Company recognized an increase in the capital reserves in the amount of R$ 498,812, due to the difference between the value attributable to share capital and the market value of the Ultrapar shares on the date of issue, deducted by R$ 2,260 related to the incurred costs directly attributable to issuing new shares. Additionally, on February 19, 2020, there was an increase in the reserve totaled amount of R$ 53,072, due to the partial exercise of the subscription warrants – indemnification (see note 24).
The revaluation reserve, recognized prior to the adoption of the international accounting standards (CPC / IFRS) instituted by Law 11,638/07, reflects the revaluation of assets of subsidiaries and is based on depreciation, write-off, or disposal of the revalued assets of the subsidiaries, as well as the tax effects recognized by these subsidiaries.
f.1 Legal Reserve
Under Brazilian Corporate Law, the Company is required to allocate 5% of net annual earnings to a legal reserve, until the balance reaches 20% of capital stock. This reserve may be used to increase capital or to absorb losses but may not be distributed as dividends.
f.2 Investments Reserve
In compliance with Article 194 of the Brazilian Corporate Law and Article 55.c) of the Bylaws this reserve is aimed to protect the integrity of the Company’s assets and to supplement its capital stock, in order to allow new investments to be made. As provided in its Bylaws, the Company may allocate up to 45% of the annual net income to the investments reserve, up to the limit of 100% of the share capital.
The investments reserve is free of distribution restrictions and totaled R$ 3,290,073 as of June 30, 2020 (R$ 3,290,073 as of December 31, 2019).
g. | Valuation Adjustments and Cumulative Translation Adjustments |
g.1 Valuation Adjustments
(i) Actuarial gains and losses relating to post-employment benefits, calculated based on a valuation conducted by an independent actuary, are recognized in equity under the title “valuation adjustments”. Actuarial gains and losses recorded in equity are not reclassified to profit or loss in subsequent periods.
(ii) Gains and losses on the hedging instruments of exchange rate related to firm commitment and highly probable transactions designated as cash flows hedges are recognized in equity as “valuation adjustments”. Gains and losses are reclassified to initial cost of non-financial assets.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
(iii) The differences between the fair value of financial investments measured at fair value through other comprehensive income and the initial amount of financial investments plus the interest earned and the foreign currency exchange variation are recognized in equity as valuation adjustments. Gains and losses are reclassified to statements of profit or loss when the financial investment is settled.
(iv) The Company also recognizes in this item the effect of changes in the non-controlling interest in subsidiaries that do not result in loss of control. This amount corresponds to the difference between the amount by which the non-controlling interest was adjusted and the fair value of the consideration received or paid and represents a transaction with shareholders.
Balance and changes in valuation adjustments of the Company are as follows:
| Fair value of cash flow hedging instruments | | Fair value of financial instruments | | Actuarial gains (losses) of post-employment benefits | | Non-controlling shareholders interest change | | Total |
Balance as of December 31, 2019 | (296,132) | | 205 | | (47,759) | | 197,369 | | (146,317) |
Changes in fair value of financial instruments | (721,246) | | 909 | | - | | - | | (720,337) |
IRPJ and CSLL on fair value | 245,857 | | - | | - | | - | | 245,857 |
Balance as of June 30, 2020 | (771,521) | | 1,114 | | (47,759) | | 197,369 | | (620,797) |
| Fair value of cash flow hedging instruments | | Fair value of financial instruments | | Actuarial gains (losses) of post-employment benefits | | Non-controlling shareholders interest change | | Total |
Balance as of December 31, 2018 | (243,336) | | (273) | | (17,749) | | 197,369 | | (63,989) |
Changes in fair value of financial instruments | 20,048 | | 911 | | - | | - | | 20,959 |
IRPJ and CSLL on fair value | (7,641) | | - | | - | | - | | (7,641) |
Actuarial gain of post-employment benefits | - | | - | | 238 | | - | | 238 |
Balance as of June 30, 2019 | (230,929) | | 638 | | (17,511) | | 197,369 | | (50,433) |
g.2 Cumulative Translation Adjustments
The change in exchange rates on assets, liabilities, and income of foreign subsidiaries that have functional currency other than the presentation currency of the Company and an independent administration (see Note 2.s.1) and the exchange rate variation on notes in the foreign market (see Note 33.h.3) is directly recognized in the equity. This accumulated effect is reflected in profit or loss as a gain or loss only in case of disposal or write-off of the investment.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
Balance and changes in cumulative translation adjustments of the Company are as follows:
| | 06/30/2020 |
Balance as of December 31, 2019 | | 102,427 |
Currency translation of foreign subsidiaries | | 226,742 |
Effect of foreign currency exchange rate variation on financial instruments | | (137,304) |
IRPJ and CSLL on exchange variation | | 46,684 |
Balance as of June 30, 2020 | | 238,549 |
| | 06/30/2019 |
Balance as of December 31, 2018 | | 65,857 |
Currency translation of foreign subsidiaries | | (8,572) |
Effect of foreign currency exchange rate variation on financial instruments | | 4,069 |
IRPJ and CSLL on exchange variation | | (1,383) |
Balance as of June 30, 2019 | | 59,971 |
h. | Dividends and Allocation of Net Income |
The shareholders are entitled, under the Bylaws, to a minimum annual dividend of 50% of adjusted net income calculated in accordance with Brazilian Corporate Law. The dividends and interest on equity in excess of the obligation established in the Bylaws are recognized in equity until the Shareholders approve them. The proposed dividends payable as of December 31, 2019 in the amount of R $ 261,470 (R $ 0.24 – twenty-four cents of Brazilian Real per share), were approved by the Board of Directors on February 19, 2020, and will be paid as of March 6, 2020.
Balances and changes in dividends payable are as follows:
| Parent | | Consolidated |
Balance as of December 31, 2019 | 14,689 | | 16,694 |
Provisions | 261,470 | | 264,260 |
Payments | (260,004) | | (263,059) |
Balance as of June 30, 2020 | 16,155 | | 17,895 |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
26. Net Revenue from Sale and Services (Consolidated)
| 06/30/2020 | | 06/30/2019 |
Gross revenue from sale | 39,663,687 | | 44,872,564 |
Gross revenue from services | 436,021 | | 381,294 |
Sales taxes | (1,934,506) | | (1,881,493) |
Discounts and sales returns | (753,010) | | (756,582) |
Amortization of contractual assets with customers (see Note 11) | (150,854) | | (177,818) |
Deferred revenue (see Note 23) | 2,034 | | (6,067) |
Net revenue from sales and services | 37,263,372 | | 42,431,898 |
27. Expenses by Nature (Consolidated)
The Company presents its expenses by function in the consolidated statement of profit or loss and presents below its expenses by nature:
| Parent
|
| Consolidated |
| 06/30/2020 |
| 06/30/2019 |
| 06/30/2020 | | 06/30/2019 |
Raw materials and materials for use and consumption | - |
| - |
| 34,026,153 | | 38,858,521 |
Personnel expenses | 71,298 |
| 4,236 |
| 1,073,013 | | 1,225,145 |
Freight and storage | - |
| - |
| 634,549 | | 568,780 |
Depreciation and amortization | 971 |
| - |
| 458,512 | | 416,867 |
Amortization of right to use assets | 1,854 |
| -
|
| 158,628 | | 153,257 |
Advertising and marketing | 278 |
| - |
| 73,705 | | 99,322 |
Services provided by third parties | 10,033 |
| 6,840 |
| 150,809 | | 153,713 |
Other expenses | 7,272 |
| 1,974 |
| 126,683 | | 214,854 |
Allocation of corporate expenses | (91,706) |
| (13,050)
|
|
|
|
|
Total | - |
| - |
| 36,702,052 | | 41,690,459 |
Classified as: |
|
|
|
| | | |
Cost of products and services sold | - |
| - |
| 34,802,194 | | 39,581,566 |
Selling and marketing | -
|
| -
|
| 1,196,737 | | 1,309,419 |
General and administrative | - |
| -
|
| 703,121 | | 799,474 |
Total | - |
| -
|
| 36,702,052 | | 41,690,459 |
28. Gain (loss) on Disposal of PP&E and Intangibles (Consolidated)
The gain or loss is determined as the difference between the selling price and residual book value of the investment, PP&E, and intangible asset disposed of. For the six-month period ended June 30, 2020, the gain was R$ 20,910 (loss of R$ 1,055 as of June 30, 2019), represented primarily from sale of PP&E.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
29. Other Operating Income, Net (Consolidated)
| 06/30/2020 | | 06/30/2019 |
Commercial partnerships (1) | 12,636 | | 24,374 |
Merchandising (2) | 13,837 | | 10,412 |
Loyalty program (3) | 104 | | 4,798 |
Extraordinary tax credits (4) | 132,021 | | 50,048 |
Conduct adjustment commitment – Tequimar (5) | - | | (52,539) |
Other | 1,556 | | 9,727 |
Other operating income, net | 160,154 | | 46,820 |
(1) Refers to contracts with service providers and suppliers, which establish trade agreements for convenience stores and gas stations.
(2) Refers to contracts with suppliers of convenience stores, which establish, among other agreements, promotional campaigns.
(3) Refers to sales of “Km de Vantagens” to partners of the loyalty program. Revenue is recognized at the time that the partners transfer the points to their customers.
(4) Refers substantially to Oxiteno S.A., Ipiranga, Oleoquimica, EMCA, Tequimar and Ultracargo PIS and COFINS credits (see Note 7.a.2), and 2019 substantially to Extrafarma and Iconic credits.
(5) For more information, see Note 22.b.2.4.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
30. Financial Income (Expense)
| Parent | | Consolidated |
| 06/30/2020 | | 06/30/2019 | | 06/30/2020 | | 06/30/2019 |
Financial income: | | | | | | | |
Interest on financial investments | 23,723 | | 44,660 | | 84,692 | | 165,057 |
Interest from customers | - | | - | | 60,616 | | 71,315 |
Changes in subscription warranty – indemnification (see Note 24) | 8,010 | | 31,679 | | 8,010 | | 31,679 |
Selic interest on extraordinary PIS/COFINS credits (see Note 7.a.2) | - | | - | | 77,915 | | 4,896 |
Other financial income | 36 | | - | | 3,931 | | 3,341 |
| 31,769 | | 76,339 | | 235,164 | | 276,288 |
Financial expenses: | | | | | | | |
Interest on loans | (15,001) | | - | | (200,059) | | (167,192) |
Interest on debentures | (33,108) | | (57,640) | | (142,625) | | (277,086) |
Interest on leases payable | (2,584) | | - | | (69,649) | | (49,520) |
Bank charges, financial transactions tax, and other charges | (940) | | (1,823) | | (39,197) | | (33,314) |
Exchange variation, net of gains and losses with derivative financial instruments | - | | - | | (30,628) | | 147,405 |
Interest of provisions, net, and other financial | - | | - | | (964) | | 12,071 |
| (51,633) | | (59,463) | | (483,122) | | (367,636) |
Financial income (expense) | (19,864) | | 16,876 | | (247,958) | | (91,348) |
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
31. Earnings per Share (Parent and Consolidated)
The table below presents a reconciliation of numerators and denominators used in computing earnings per share. The Company has a deferred stock plan and subscription warrants - indemnification, as mentioned in Notes 8.c and 24, respectively.
| 06/30/2020 | | 06/30/2019 |
Basic Earnings per Share | | | |
Net income for the period of the Company | 201,925 | | 342,262 |
Weighted average shares outstanding (in thousands) | 1,088,217 | | 1,084,367 |
Basic earnings per share – R$ | 0.1856 | | 0.3156 |
Diluted Earnings per Share | | | |
Net income for the period of the Company | 201,925 | | 342,262 |
Weighted average shares outstanding (in thousands), including dilution effects | 1,094,700 | | 1,090,553 |
Diluted earnings per share – R$ | 0.1845 | | 0.3138 |
Weighted Average Shares Outstanding (in thousands) | | | |
Weighted average shares outstanding for basic per share | 1,088,217 | | 1,084,367 |
Dilution effect | | | |
Subscription warrants - indemnification | 3,774 | | 3,774 |
Deferred Stock Plan | 2,709 | | 2,412 |
Weighted average shares outstanding for diluted per share | 1,094,700 | | 1,090,553 |
Earnings per share were adjusted retrospectively by the issue of 2,108,542 common shares due to the partial exercise of the rights conferred by the subscription warrants disclosed in note 24.
34. Commitments (Consolidated)
a.1 Subsidiary Tequimar has agreements with CODEBA, with the Complexo Industrial Portuário Governador Eraldo Gueiros and with the company Empresa Maranhense de Administração Portuária, in connection with its port facilities in Aratu, Suape and Itaqui, respectively. Such agreements establish a minimum cargo movement of products, as shown below:
Port | Minimum movement per year | Maturity |
Aratu | 900,000 ton. | 2022 |
Suape | 250,000 ton. | 2027 |
Suape | 400,000 ton. | 2029 |
Aratu | 397,000 ton. | 2031 |
Itaqui | 1,222,377 m³ | 2049 |
If the annual movement is less than the minimum contractual movement, the subsidiary is liable to pay the difference between the effective movement and the minimum contractual movement, based on the port tariff rates in effect on the date established for payment. As of June 30, 2020, these rates were R$ 8.37 and R$ 2.54 per ton for Aratu and Suape, respectively and R$ 0.71 per m³ for Itaqui. According to contractual conditions and tolerances, there are not material pending issues regarding the minimum purchase limitsof the contract.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
a.2 Subsidiary Oxiteno S.A. has a supply agreement with Braskem S.A. which establishes and regulates the conditions for the supply of ethylene to Oxiteno based on the international market for this product. These contracts establish a minimum commitment to according to the table below:
Plant | Minimum purchase (tons) per year | Maturity |
Camaçari | 205,000 | 2021 |
Mauá | 44,100 | 2023 |
Should the minimum purchase commitment not be met, the subsidiary would be liable for a fine based on the current ethylene price for the quantity not purchased. According to contractual conditions and tolerances, there are no material issues regarding the minimum purchase commitment.
The Company is supported by insurance policies with the objective of covering several risks to which it is exposed, including loss of profits, losses and damage from fire, lightning, explosion of any kind, gale, aircraft crash, electric damage, and other risks, covering the industrial plants and distribution bases and branches of all subsidiaries. The maximum compensation values based on the risk analysis of certain locations are shown below:
| Maximum compensation value (*) | |
Oxiteno | US$ 1,142 | (equivalent to R$ 6,254 milion as of 06/30/2020) |
Ipiranga | R$ 1,530 | |
Ultracargo | R$ 1,000 | |
Ultragaz | R$ 272 | |
Extrafarma | R$ 160 | |
(*) In millions. In accordance with policy conditions.
The General Liability Insurance program covers the Company and its subsidiaries with a maximum aggregate coverage of US$ 400 million (equivalent to R$ 2,190 million as of June 30, 2020), against losses caused to third parties as a result of accidents related to commercial and industrial operations and/or distribution and sale of products and services.
The Company maintains liability insurance policies for directors and executive officers to indemnify the members of the Board of Directors, fiscal council, directors and executive officers of Ultrapar and its subsidiaries (“Insured”) in the total amount of US$ 80 million (equivalent to R$ 438 million as of June 30, 2020), which cover any of the Insured liabilities resulting from wrongful acts, including any act or omission committed or attempted, except if the act, omission or the claim is consequence of gross negligence or willful misconduct.
In addition, group life and personal accident, health and national and international transportation, cyber risks and other insurance policies are also maintained.
The coverage and limit of the insurance policies are based on a careful study of risks and losses conducted by independent insurance advisors. The type of insurance is considered by management to be sufficient to cover potential losses based on the nature of the business conducted by the companies.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
c. Area port lease
On March 22, 2019, Ultrapar, through its subsidiary IPP, won the port concessions of three areas with minimum storage capacity of 64 thousand m³ located at the port of Cabedelo, in the state of Paraíba, and one area with minimum storage capacity of 66 thousand m³ at the port of Vitória, in the state of Espírito Santo, which will be designated for handling, storage and distribution of fuels. These concessions were carried out by two consortiums of which IPP holds one third of the total participation. For the port of Cabedelo, the companies Nordeste Logística I, Nordeste Logística II and Nordeste Logística III were incorporated, in partnership with Raízen Combustível S.A. and Petrobrás Distribuidora S.A. For the port of Vitória, the company Navegantes was incorporated, in partnership with Raízen Combustível S.A. and Petrobrás Distribuidora S.A. The total investments regarding IPP’s stake sums up to R$160 million for a concession term of 25 years.
On April 5, 2019, Company, through its subsidiary IPP and Tequimar, also won three concessions. IPP won two concessions in the port of Miramar, in Belém, state of Pará: (i) area BEL02A, through a consortium 50% owned by IPP,that shall have minimum storage capacity of 41 thousand m³, and (ii) area BEL04A, which is currently operated by IPP with minimum storage capacity of 23 thousand m³. Such areas will be operated for at least 15 years, according to the auction notice. For the area BEL02, Latitude was incorporated, together with Petróleo Sabbá S.A.. Tequimar won the concession of area VDC12 in the port of Vila do Conde, in Barcarena, state of Pará. The minimum storage capacity will be 59 thousand m³. The area will be operated by Tequimar for at least 25 years, according to the auction notice. For the area VDC12, Tequimar Vila do Conde Logística Portuária S.A. was incorporated (see Note 3.b). The estimated investments regarding the participation of IPP and Tequimar sums up to R$ 450 million, approximately, to be disbursed throughout the next five years including the auction grants and the minimum investment required for these areas.
35. Subsequent Event (Consolidated)
a. Emission of US$ 350 milion in notes – notes 2029 reopening
On July 13, the subsidiary Ultrapar Internacional made an offer of notes representing debt denominated Notes in the foreign market (“Notes”), in the amount of US $ 350 million, maturing in 2029, to the coupon (interest) and yield of 5.25% per year, paid semiannually until the due date. The transaction was a reopening of the notes issued in 2019. The notes were guaranteed by the Company and the subsidiary IPP.
b. Paid off partial in advance of foreign loan
The subsidiary Ipiranga made the paid off partial in advance of foreign loans in the amount of US $ 50 million on July 13, 2020. For more information on foreign loans, see note 16.c.1.
Ultrapar Participações S.A. and Subsidiaries
Notes to the Parent's Separate and Consolidated Interim Financial Information
(In thousands of Brazilian Reais, unless otherwise stated)
c. Creation of company for digital payments
On July 23, Eaí Clube Automobilista S.A. was launched on the market, a company created to operate in the digital payments segment. Created on the solid bases of the programs Abastece Aí and Km de Vantagens, which are no longer part of the subsidiary Ipiranga, will operate under the brand Abastece Aí.
The Abastece Aí will have new features and act as a complete service platform, including digital payment accounts for each customer. The application will also offer discounts and cashback on a growing network of retail partners. Credits in reais resulting from cashback will be deposited for users in their digital wallets and can be used at any time, at partner companies or for transfer to other participants of the Abastece Aí. Customers will continue to accumulate and rescue points in the loyalty program Km de Vantagens.
d. Issuance of shares of subscription warrants Extrafarma
In August 12, 2020, the Company’s Board of Directors confirmed the issuance of 86,798 common shares within the authorized capital limit provided by the art. 6 of the Bylaws, due to the partial exercise of the rights conferred by the subscription warrants (see note 24) issued by the Company when the merger of all Extrafarma shares by the Company, approved by the extraordinary general meeting of the Company held in January 31, 2014. The share capital of the Company will therefore be represented by 1,115,005,712 common shares, all of which are registered and with no par value.

São Paulo, August 12, 2020 – Ultrapar Participações S.A. (“Company” or “Ultrapar”, B3: UGPA3 / NYSE: UGP), a company engaged in the Oil & Gas sector through Ipiranga, Ultragaz and Ultracargo, specialty chemicals through Oxiteno and retail pharmacy with Extrafarma, today announces its results for the second quarter of 2020.
Net revenues | Adjusted EBITDA | Net Income |
R$ 16 billion | R$ 611 million | R$ 50 million |
| | |
Investments | Cash flow from operations – 1H20 | Market Cap |
R$ 361 million | R$ 1.8 billion | R$ 20 billion |
Highlights
The new coronavirus pandemic has had major impacts on and created challenges for companies, governments and the society, accelerating trends and generating structural changes. Despite the uncertainties, the outlook is for gradual recovery in the businesses and the economy, driven by the actions of the private sector, government stimulus as well as the flexibilization of restrictions on personal mobility.
We promptly took measures on various fronts for guaranteeing the health and safety of our employees and clients, supporting our partners and resellers, ensuring financial liquidity and ascertaining that our essential services were maintained at the disposal of the population. We also strengthened our social initiatives for the benefit of society as part of our contribution for tackling the pandemic.
Despite the significant impact on Ipiranga’s results, the performance in the quarter was marked by the resilience of Ultrapar’s portfolio, with the Company’s other businesses reporting growing and robust results. Measures for cash preservation, such as contingency in CAPEX and OPEX, combined with an improvement in working capital, all led to a strong cash generation and a slight reduction in our financial leverage. In July, we reopened the 2029 notes in the international market and raised US$ 350 million, strengthening our liquidity and improving our debt profile. In addition, we announced the launch of our digital payments business, leveraging the existing “abastece aí” (“Fill up here”)payment app and “Km de Vantagens” (“Km of Advantages”) loyalty platform structures and opening a new path for growth.
And all of this has only been possible thanks to the dedication, responsiveness and flexibility of our teams in adapting to this new reality, maintaining efficiency and productivity as usual. This is a source of motivation and an incentive for us to advance towards achieving our corporate purpose.

2nd QUARTER 2020 |  |
Considerations on the financial and operational information |
The financial information presented in this document has been prepared according to International Financial Reporting Standards (IFRS) norms. The financial information of Ultrapar corresponds to the Company’s consolidated information. The information on Ultragaz, Ultracargo, Oxiteno, Ipiranga and Extrafarma is reported without the elimination of intersegment transactions. Therefore, the sum of such information may not correspond to Ultrapar’s consolidated information. Additionally, the financial and operational information presented in this document is subject to rounding and consequently, the total amounts presented in the tables and charts may differ from the direct sum of the amounts that precede them.
We emphasize that all the financial information shown in this document includes the adoption of the IFRS 16 norm and the segregation of certain expenses pertaining to the Holding.
Information denominated EBITDA – Earnings Before Interest, Taxes on Income and Social Contribution on Net Income, Depreciation and Amortization; Adjusted EBITDA – adjusted for amortization of contractual assets with customers – exclusive rights and cash flow hedge of the bonds; and EBIT – Earnings Before Interest and Taxes on Income and Social Contribution on Net Income is presented in accordance with Instruction 527, issued by the Brazilian Securities and Exchange Commission - CVM on October 4, 2012. The calculation of EBITDA based on net earnings is shown below:
| | Quarter | | Semester |
|
R$ million | | 2Q20 | | 2Q19 | | 1Q20 | | 1H20 | | 1H19 |
|
Net income | | 50.0 | | 120.7 | | 168.9 | | 218.9 | | 363.3 |
|
(+) Income and social contribution taxes | | 56.2 | | 88.7 | | 137.1 | | 193.3 | | 256.9 |
|
(+) Financial (income) expenses, net | | 80.3 | | 92.2 | | 167.6 | | 248.0 | | 91.3 |
|
(+) Depreciation and amortization | | 313.4 | | 281.3 | | 303.7 | | 617.1 | | 570.1 |
|
EBITDA | | 500.0 | | 583.0 | | 777.3 | | 1,277.3 | | 1,281.6 |
|
Adjustments | | | | | | | | | | |
|
(+) Amortization of contractual assets with customers - exclusive rights (Ipiranga and Ultragaz) | | 68.0 | | 94.2 | | 82.9 | | 150.9 | | 177.8 |
|
(+) Cash flow hedge from bonds | | 43.1 | | - | | 19.6 | | 62.7 | | - |
|
Adjusted EBITDA | | 611.0 | | 677.2 | | 879.8 | | 1490.9 | | 1,459.50 |
|
Non-recurring items | | | | | | | | | | |
|
(+) TAC in Ultracargo | | - | | 52.5 | | - | | - | | 52.5 |
|
(+) Tax credits in Oxiteno | | - | | - | | (70.9) | | (70.9) | | - |
|
(+) Tax credits in Ultracargo | | (11.7) | | - | | - | | (11.7) | | - |
|
Adjusted EBITDA ex-non-recurring items | | 599.3 | | 729.7 | | 808.9 | | 1408.2 | | 1,512.0 |
|
2nd QUARTER 2020 |  |
Initiatives for tackling the crisis
Since the beginning of the crisis, Ultrapar and its subsidiaries have been operating on multiple fronts to ensure the safety of the employees, the stability and continuity of the businesses and the financial soundness of the Company. All the activities of Ultrapar’s subsidiaries are classified as essential in the context of the measures taken by the Brazilian government to combat the pandemic pursuant to Decree 10,282/20, which regulates Law 13,979/20.
We adopted the home working regime for employees in administrative functions and offered all necessary support for the conducting of office-related activities. In addition to the basic concerns as to the safety of our employees, we adopted various initiatives focused on wellbeing with live broadcasts on the issues, psychological support and matters involving ergonomics, in line with our principle of valuing people.
Through a multi-disciplinary committee, we have put in place a plan for the gradual return of our administrative employees to the offices, adjusting our work place through the introduction of numerous preventive measures and the intensification of cleaning and safety initiatives, all in line with state and municipal government guidelines.
With the aim of preserving our commitment to maintain our workforce and mitigate the impact of the crisis, whenever necessary, we adjusted ourselves to the more flexible labor regulation announced by the government, such as reductions in working hours and/or salary, the temporary suspension of labor contracts and reorganization of the employees vacation program.
During the second quarter, the Company continued to implement actions to contribute to the national effort for tackling the crisis, among which are:
- Participation in partnership with the National Development Bank - BNDES in the Saving Lives match funding initiative for supporting the largest network of Philanthropic Hospitals in Brazil, responsible for more than 50% of attendances by the SUS public health system;
- Installation and delivery of LPG by Ultragaz to 5 field hospitals in the states of São Paulo and Bahia;
- Donation of 650 thousand biodegradable soaps made from reusable cooking oil by Ultragaz, for needy communities in 42 cities in 4 Brazilian states;
- Donation of about 6,500 basic baskets of goods to poor communities in Salvador and Aracaju by Ultragaz;
- Donation of LPG, by Ultragaz, to 8,000 families in poor communities in São Paulo;
- Donation by Oxiteno of 180 basic basket of goods to the Solidarity Social Fund of the city of Suzano (SP), associated to the Suzano City Hall, and the donation of hygiene and cleansing materials and food to the city of Tremembé (SP);
- Donation of masks and gloves by Extrafarma and Ultracargo in the states of Maranhão, Pará and Ceará;
- Donation of equipment and hospital beds to the field hospital of the state of Maranhão, public hospitals in the state of Pará and to the Alfa hospital in Recife (Associação Porto Social), by Ultracargo;
- Donation of 3,000 basic baskets of goods around the terminals in the states of Maranhão, Bahia, Pernambuco, Rio de Janeiro and São Paulo, by Ultracargo;
- Financial contribution for the purchase of basic baskets of goods by Oxiteno through the intermediary of a food card for low income families in communities surrounding the Company’s plants. In addition to the financial contribution, the initiative facilitated the voluntary donation by some employees through a partnership with the Gerando Falcões NGO;
- Distribution of vaccination kits through the Ipiranga’s Health on the Highway program; and
- Institutional support for the Estáter Institute (IE) and the Brazilian Society of Infectious Diseases (SBI) in the awareness campaign for assisting vulnerable groups to confront COVID-19.
In addition to the continuation of actions begun in the first quarter, such as:
2nd QUARTER 2020 |  |
- A package for Ipiranga resellers, including the anticipation of credits from sales through the abastece aí app, postponement of rental and financing payments and temporary suspension of volume-related sales performance clauses;
- Donation by Ipiranga for the construction in the city of Porto Alegre of a hospital - jointly with Gerdau, Hospital Moinhos de Vento, Grupo Zaffari and other companies;
- Donation via the Brazilian Petroleum Institute for the construction of a field hospital in Rio de Janeiro and the donation of 70 percent alcohol to public hospitals throughout Brazil in addition to the purchase of masks and alcohol gel for distribution by Ipiranga;
- Distribution of 100 thousand liters of alcohol gel at cost price to franchisees, as well as an increased product assortment and partnerships with iFood and Uber Eats, all implemented by am/pm convenience stores; and
- Participation in the collective donation of ventilators from companies in the Camaçari Petrochemical Complex including Oxiteno, Ultragaz and Ultracargo.
Operational impacts 2Q20
- Ultragaz reported a decline in sales volume in the bulk segment due to weaker demand from industries and small and medium size companies, both categories suffering a direct impact from social distancing measures. However, this effect was compensated by the increase of sales in the bottled segment due to greater demand for LPG for residential use. In the OPEX side, Ultragaz incurred additional expenditures from higher freight costs - given the need to source LPG from more distant supply bases, protective materials and the hiring of temporary labor as well as several donations made to field hospitals and needy communities. There was no increase in client defaults during the period.
- Ultracargo recorded reduced fuel handling compared with 1Q20, due to weaker demand, offset by spot operations. Additionally, Ultracargo registered approximately R$ 2 million in additional expenses with protective materials and donations. The measures to increase productivity and recover tax credits contributed to the improvement of results in the quarter.
- At Oxiteno, the coatings, automotive and oil & gas segments experienced weaker demand, which was partially attenuated by increased sales volume in the Home & Personal Care and Crop Solutions segments. Oxiteno’s management took rapid action to minimize the effects of the pandemic with contingency measures for controlling costs and expenses, thus contributing to an improvement in results.
- Ipiranga was the most impacted among our businesses due to social distancing measures. In April, Otto cycle and diesel sales volume recorded a decrease of 37% and 17%, respectively, compared to the same period in 2019. In May and June, sales volume recorded an important and gradual recovery compared with April. In addition, strong volatility in the prices of oil and derivatives from the end of March, combined with a sharp drop in ethanol prices in April, caused significant inventory losses in the quarter. To mitigate these impacts, Ipiranga took various initiatives for preserving cash and reducing expenses in several areas, which permitted a reduction in sales, general and administrative expenses of 32% YoY. Client default levels presented a slight increase but remained at reasonable levels for the period.
- Extrafarma posted a drop in sales around R$ 45 million, mainly due to the temporary closure of drugstores located in shopping centers and the lower costumer’s flow at the drugstores that remained opened. On the other hand, the sales drop was partially offset by the rapid strengthening or expansion of sales operations through delivery channels and partnerships with delivery apps. In addition, the approval of Provisional Measure 936 by the government involving the suspension of labor contracts and the temporary reduction of salaries as well as other internal initiatives for productivity gains, contributed to a reduction in expenses in the amount of R$ 8 million, minimizing the impact in the results of the quarter.
2nd QUARTER 2020 |  |
Liquidity
In light of the uncertainty arising from the pandemic, at the end of March and in early April, Ultrapar and its subsidiaries contracted R$ 1.5 billion in new financing with a 12-month term to strengthen their liquidity and cash position. Of this total, R$ 1.3 billion was raised through the issue of promissory notes in April. In order to preserve cash, the Company announced in the same month a reduction up to 30% in its investment plan for 2020. In August, Ultrapar’s Management decided to not distribute the interim dividend for the current year. As stated in the Company Bylaws, the minimum mandatory dividends shall be paid after the disclosure of the annual results.
In July 2020, Ultrapar reopened its 2029 notes issued in the international market, raising US$ 350 million with a coupon of 5.25% per year. Proceeds will be used for the payment of debt with short term maturities, allowing the extension of the Company’s debt maturity profile and reinforcing its cash position.
2nd QUARTER 2020 |  |
| 2Q20 | 2Q19 | 1Q20 | Δ | Δ | 1H20 | 1H19 | Δ |
2Q20 v 2Q19 | 2Q20 v 1Q20 | 1H20 v 1H19 |
Total volume (000 tons) | 432 | 421 | 421 | 3% | 3% | 854 | 816 | 5% |
Bottled | 313 | 289 | 288 | 8% | 9% | 600 | 559 | 7% |
Bulk | 120 | 132 | 134 | (9%) | (10%) | 253 | 257 | (1%) |
EBITDA (R$ million) | 206 | 122 | 147 | 69% | 40% | 353 | 231 | 53% |
Operational performance – Sales volume at Ultragaz in 2Q20 recorded a growth of 3% compared with 2Q19, in line with the market growth for the period. In the bottled segment, volumes were up by 8% YoY, driven by the increase in residential consumption, which was driven by the restrictions imposed by the pandemic. In the bulk segment, volumes were 9% down, with a decline in sales to commercial and service establishments and industries, sectors most affected by social distancing measures while other segments recorded growth in the quarter.
Net revenues – Total of R$ 1,723 million (-3%), due to the LPG price adjustments by Petrobras and sales mix.
Cost of goods sold – Total of R$ 1,442 million (-7%), mainly as a result of LPG price readjustments by Petrobras, despite higher sales volume and an increase in expenditures with freight due to the need to source LPG from more distant supply bases.
Sales, general and administrative expenses – Total of R$ 136 million (-11%), due to lower expenses with payroll, lower provisions for doubtful accounts and initiatives for controlling expenses in general. These effects were partially compensated by the increase in expenses with freight, due to a larger volume of sales, and higher expenses with protective materials and donations in order to combat the pandemic.
EBITDA – Total of R$ 206 million (+69%), due to the increase in sales volume, greater operational efficiency and lower expenses.
Investments – Ultragaz invested R$ 66 million in the replacement and acquisition of gas bottles, in the setting up of new Ultrasystem clients and operational safety.
2nd QUARTER 2020 |  |
| 2Q20 | 2Q19 | 1Q20 | Δ | Δ | 1H20 | 1H19 | Δ |
2Q20 v 2Q19 | 2Q20 v 1Q20 | 1H20 v 1H19 |
Static capacity¹ (000 m³) | 832 | 700 | 822 | 19% | 1% | 827 | 700 | 18% |
m³ sold (000 m³) | 2,963 | 2,549 | 3,149 | 16% | (6%) | 6,112 | 5,144 | 19% |
EBITDA ex-non-recurring items² (R$ million) | 80 | 59 | 91 | 35% | (12%) | 170 | 119 | 44% |
EBITDA (R$ million) | 92 | 7 | 91 | n/a | 1% | 182 | 66 | 175% |
1 Monthly average
² Excluding the effect of the TAC in 2Q19 and tax credits in 2Q20
Operational performance – Ultracargo’s average static capacity increased 19% compared to 2T19, due largely to the expanded operations at Santos and Itaqui terminals over the last 12 months, while m³ sold grew 16% mainly due to the greater operation of fuels and the greater installed capacity, in addition to a higher number of spot operations at Aratu.
Net revenues – Total of R$ 155 million in 2Q20 (+23%), driven by the increase in fuel handling, new agreements and spot operations.
Cost of services provided – Total of R$ 66 million (+9%), due to an increase in capacity on a YoY comparison basis. The cost of services provided per m³ sold decreased 6%, reflecting a gain in productivity.
Sales, general and administrative expenses – Total of R$ 28 million (-6%), mainly due to lower payroll and depreciation expenses, attenuated by higher expenditures with protective materials and donations for tackling the pandemic.
Other operating results – An increase of R$ 59 million compared to 2Q19, mainly due to PIS/COFINS non-recurring tax credits worth R$ 12 million in 2Q20 and the Conduct Adjustment Agreement (“TAC”) in the amount of R$ 53 million in 2Q19. In relation to 1Q20, the increase was R$ 7 million, due to the booking of non-recurring tax credits, which were partially compensated by the Eletrobrás credit of R$ 4 million registered in the preceding quarter.
EBITDA – Total of R$ 92 million, a record for Ultracargo. Excluding the effect of extraordinary tax credits in 2Q20 and payment of the TAC in 2Q19, there was an increase of 35% due to the expansion in capacity at Santos and Itaqui terminals, an increase in spot operations and a reduction in expenses. In relation to 1Q20, despite reduced handling activity, EBITDA remained practically unchanged, due to the decrease in expenses and non-recurring tax credits, already mentioned.
Investments – Ultracargo recorded investments in the quarter of R$ 26 million, mainly related to the expansion at Itaqui, operational safety and maintenance at the terminals. In July, Ultracargo obtained the building permit at the new terminal in Vila do Conde (PA), enabling the early start of constructions.
2nd QUARTER 2020 |  |
| 2Q20 | 2Q19 | 1Q20 | Δ | Δ | 1H20 | 1H19 | Δ |
2Q20 v 2Q19 | 2Q20 v 1Q20 | 1H20 v 1H19 |
Average exchange rate (R$/US$) | 5.39 | 3.92 | 4.46 | 38% | 21% | 4.92 | 3.84 | 28% |
Total volume (000 tons) | 166 | 183 | 181 | (9%) | (8%) | 347 | 364 | (5%) |
Specialty chemicals | 139 | 146 | 148 | (5%) | (6%) | 287 | 294 | (2%) |
Commodities | 28 | 38 | 32 | (27%) | (15%) | 60 | 70 | (14%) |
Sales in Brazil | 111 | 132 | 128 | (16%) | (13%) | 238 | 256 | (7%) |
International sales | 56 | 51 | 53 | 9% | 5% | 109 | 107 | 1% |
EBITDA ex-non-recurring¹ (R$ million) | 162 | 45 | 122 | 261% | 33% | 283 | 84 | 236% |
EBITDA (R$ million) | 162 | 45 | 193 | 261% | (16%) | 354 | 84 | 320% |
¹Excluding tax credits in 1Q20
Operational performance – Specialty chemical volume reduced by 5% compared with 2Q19 due to lower sales in some segments of the domestic market, more impacted by the coronavirus pandemic, attenuated by an increase in sales to the Home & Personal Care and Crop Solutions segments, higher exports from Brazil and an increase in sales in the United States.
Net revenues – Total of R$ 1,201 million (+13%) due to the devaluation of 38% of the Real against the US Dollar (R$ 1.47/US$), offset by a reduction of 6% in average US Dollar prices, following a drop in petrochemical prices on the international market and due to a decrease in volumes.
Cost of goods sold – Total of R$ 973 million (+8%) due to the 38% devaluation of the Real against the US Dollar (R$ 1.47/US$), attenuated by lower sales volume and the lower provisioning for inventory reevaluation. The cost of goods sold in US$ per ton fell 13% in the quarter compared with 2Q19, notably due to the fall in ethylene costs.
Sales, general and administrative expenses – Total of R$ 179 million (+3%), due to higher expenditures with international freight related to the increase in exports as well as the devaluation of the Real against the US Dollar, attenuated by a reduction in expenses. In relation to 1Q20, sales, general and administrative expenses were down 8% due to the reduction in payroll and freight expenditures, given reduced sales volume.
EBITDA – Total of R$ 162 million (+261%) due to an improved contribution margin in US Dollars, resulting from richer sales mix and the ramp-up of the United States plant, and the 38% devaluation of the Real against the US Dollar (R$ 1.47/US$), offset by the exchange rate impact on expenses. Comparing with 1Q20, excluding the effect of the non-recurring tax credits of R$ 71 million in the previous quarter, EBITDA increased by 33%, due to the devaluation in the Real and to lower expenses, attenuated by lower sales volume.
Investments – Investments in the period were R$ 42 million, mainly for plant maintenance and safety.
2nd QUARTER 2020 |  |
| 2Q20 | 2Q19 | 1Q20 | Δ | Δ | 1H20 | 1H19 | Δ |
2Q20 v 2Q19 | 2Q20 v 1Q20 | 1H20 v 1H19 |
Total volume (000 m³) | 4,626 | 5,610 | 5,490 | (18%) | (16%) | 10,116 | 11,197 | (10%) |
Diesel | 2,582 | 2,787 | 2,722 | (7%) | (5%) | 5,304 | 5,461 | (3%) |
Otto cycle | 1,958 | 2,721 | 2,669 | (28%) | (27%) | 4,626 | 5,532 | (16%) |
Others¹ | 86 | 102 | 99 | (16%) | (14%) | 185 | 204 | (9%) |
EBITDA (R$ million) | 179 | 511 | 480 | (65%) | (63%) | 659 | 1,108 | (41%) |
¹ Fuel oils, arla 32, kerosene, lubricants and greases
Operational performance – Ipiranga reported a reduction of 18% in sales volume in relation to 2Q19, a reflection of the pandemic which had a major impact on fuel consumption in Brazil, especially in April, with a gradual recovery in May and June. The Otto cycle segment was the most affected and posted a reduction in sales volume of 28% in the quarter, while diesel volumes were down by 7%. Quarter-on-quarter, volume was 16% lower, with declines of 27% in the Otto cycle and 5% in diesel.
Net revenues – Total of R$ 12,350 million (-32%), due to lower sales volume and a decline in average unit costs of oil derivatives and ethanol, particularly in March and April 2020. In relation to 1Q20, net revenues registered a reduction of 31%.
Cost of goods sold – Total of R$ 12,035 million (-31%), mainly due to lower sales volume and a decline in Ipiranga’s average unit cost, derived from consecutive reductions in prices at Petrobras at the end of March and during April.
Sales, general and administrative expenses – Total of R$ 362 million (-32%), largely due to the reduction in freight costs (lower sales volume), marketing and payroll, as well as lower provisions for doubtful debts (judicial recovery of a client in 2Q19) and containment of expenses on various fronts.
Other operating results – Total of R$ 22 million (-47%), due to the constitution of PIS/COFINS non-recurring tax credits in 2Q19.
Disposal of property – Total of R$ 14 million, due to the sale of lands in the period.
EBITDA – Total of R$ 179 million (-65%,) due to a significant inventory loss in the period and by a sharp drop in sales volume, which were partially offset by initiatives for containing expenses.
Investments – Ipiranga invested R$ 201 million in the expansion and maintenance of the service station and franchise networks and in the company’s logistical infrastructure. Out of total investments, R$ 34 million was expended on plant, property and equipment and additions to intangible assets, R$ 90 million on contractual assets with clients (exclusive rights) and R$ 77 million in the form of drawdowns of financing to clients and advance payments of rentals, net of receipts. Ipiranga closed 2Q20 with 7,105 service stations and in line with 1Q20.
2nd QUARTER 2020 |  |
| 2Q20 | 2Q19 | 1Q20 | Δ | Δ | 1H20 | 1H19 | Δ |
2Q20 v 2Q19 | 2Q20 v 1Q20 | 1H20 v 1H19 |
Drugstores (end of period) | 410 | 433 | 411 | (5%) | 0% | 410 | 433 | (5%) |
% mature stores (+3 years) | 62% | 47% | 60% | 15.1 p.p. | 2.6 p.p. | 62% | 47% | 15.1 p.p. |
Gross revenues (R$ million) | 515 | 559 | 521 | (8%) | (1%) | 1,036 | 1,105 | (6%) |
EBITDA (R$ million) | 14 | 18 | 9 | (24%) | 54% | 23 | 19 | 17% |
Operational performance – Extrafarma ended 2Q20 with 410 stores, 15 store openings and 38 closures in the past 12 months, a reduction of 5% in its network and the result of greater selectivity in expansion and a more rigorous approach to underperforming stores. During 2Q20, around 7% of the stores were temporally closed, for being in shopping centers, and about 80% of the stores operated with reduced opening hours. At the end of 2Q20, stores still at the maturing stage (with up to three years of operations) represented 38% of the network.
Gross revenues – Total of R$ 515 million (-8%), a reflection of the (i) number of stores 5% lower, (ii) the temporary closure of 7% of stores in shopping centers and (iii) the decrease in customers’ flow at the stores, effects that were partially offset by higher sales from the same stores in operation (+4.6%), as a result of the maintenance of a good service level, greater average ticket and strengthening and expanding of sales initiatives through delivery channels and partnerships with delivery apps.
Cost of goods sold and gross profit – The cost of goods sold totaled R$ 343 million (-9%), due to lower sales. Gross profit was R$ 141 million (-7%), corresponding to a gross margin of 27.5%, 0.5 p.p. higher than 2Q19, mainly due to improvement in retail margins and lower share of sales in the wholesale segment, which has a lower margin, despite the postponement of the regulatory price increase (CMED) from April to June.
Sales, general and administrative expenses – Total of R$ 163 million (-15%) mainly due to the lower number of stores and the initiatives for ramping up productivity and logistical optimization, with emphasis on the reduction of payroll expenses and the opening of the Guarulhos (SP) DC.
Other operating results – Reduction of R$ 17 million in relation to 2Q19, mainly due to the booking of non-recurring tax and social security credits reported in 2Q19.
EBITDA – Total of R$ 14 million (-24%), a reduction of R$ 4 million compared to 2Q19, due to tax and social security credits of R$ 16 million in 2Q19. Excluding this effect, and despite the 8% drop in sales impacted by the pandemic and fewer number of stores, Extrafarma recorded a growth in EBITDA, mainly from the (i) process of closure of stores implemented and higher profitability of the existing chain, (ii) initiatives to increase productivity and reduce expenses and (iii) improve margins. In relation to 1Q20, there was an increase of 54% principally due to the reduction in expenses and productivity gains, despite the impacts of the pandemic and lower revenues.
Investments – In 2Q20, Extrafarma invested R$ 6 million, allocated mainly to IT, maintenance and revitalization of stores.
2nd QUARTER 2020 |  |
Amounts in R$ million | 2Q20 | 2Q19 | 1Q20 | Δ | Δ | 1H20 | 1H19 | Δ |
2Q20 v 2Q19 | 2Q20 v 1Q20 | 1H20 v 1H19 |
Net revenues | 15,876 | 21,693 | 21,387 | (27%) | (26%) | 37,263 | 42,432 | (12%) |
Net Income | 50 | 121 | 169 | (59%) | (70%) | 219 | 363 | (40%) |
Earnings per share attributable to shareholders² | 0.04 | 0.10 | 0.15 | (62%) | (75%) | 0.19 | 0.32 | (41%) |
EBITDA ex-non-recurring¹ | 599 | 730 | 809 | (18%) | (26%) | 1,408 | 1,512 | (7%) |
Adjusted EBITDA | 611 | 677 | 880 | (10%) | (31%) | 1,491 | 1,459 | 2% |
Investments | 361 | 336 | 350 | 7% | 3% | 711 | 604 | 18% |
Operating cash flow | 871 | 1,065 | 932 | (18%) | (7%) | 1,803 | 1,527 | 18% |
¹ Excludes the effect of the TAC at Ultracargo in 2Q19, tax credits at Oxiteno in 1Q20 and tax credits at Ultracargo in 2Q20
² Calculated in Reais based on the weighted average number of shares over the period, net of shares held in treasury
Net revenues – Total of R$ 15,876 million (-27%) due to the decrease in net revenues at Ipiranga, Ultragaz and Extrafarma, mainly the result of volatility in the prices of fuels and LPG and the downturn in sales volume, in most of the businesses, due to the pandemic.
Adjusted EBITDA – Total of R$ 611 million (-10%), due to the lower EBITDA of Ipiranga and Extrafarma. Excluding the effects of the tax credits in 2Q20 and the TAC in 2Q19, both at Ultracargo, EBITDA totaled R$ 599 million (-18%).
Depreciation and amortization3 – Total of R$ 381 million (+2%), mainly the result of greater amortization of software, vehicles and properties.
Financial result – Ultrapar reported net financial expense of R$ 80 million in 2Q20 (-13%), reflecting the decrease in interest expenses, partially offset by the appreciation of Ultrapar’s shares in relation to the subscription warrant (issued at the incorporation of Extrafarma), which had a negative effect in 2Q20. In relation to 1Q20, the financial result was 52% lower, mainly due to the negative result from marking to market the zero cost collar in 1Q20.
Net Income – Total of R$ 50 million (-59%), largely due to the impacts of the pandemic on Ipiranga’s business, attenuated by a lower financial expense.
Cash flow from operational activities – Cash generation of R$ 1,803 million in 1H20, compared to R$ 1,527 million in 1H19, was due to greater divestment in working capital in the period.
Results from Holding, affiliates and abastece aí – In addition to the five principal businesses, Ultrapar recorded a negative impact on its EBITDA of R$ 40 million, comprised of (i) R$ 22 million of the Holding’s expenses, (ii) R$ 12 million of negative EBITDA from abastece aí (new digital payments company) due to expenses with payroll and technology for the structuring and growth of the business, and (iii) R$ 7 million of negative EBITDA from affiliates, related principally to lower sales volume and inventory losses at the Riograndense refinery due to the sudden decline in oil and oil derivative prices at the beginning of the quarter and accentuated exchange rate volatility with a negative impact on the cost of raw materials.
³ Includes amortization of contractual assets with clients – exclusive rights