Exhibit 99.2
VASTA Platform Limited
Unaudited Condensed Interim Consolidated Financial Statements
Nine-months period ended September 30, 2023
1
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
CONTENT
Unaudited Condensed Interim Consolidated Financial Statements as of nine- months period ended September 30, 2023 | Page | |
| Unaudited Condensed Interim Consolidated Statements of Financial Position as of September 30, 2023 and December 31, 2022 | 3 | |
| Unaudited Condensed Interim Consolidated Statements of Profit or Loss and Other Comprehensive Income for the nine-months periods ended September 30, 2023 and 2022 | 5 | |
| Unaudited Condensed Interim Consolidated Statements of Changes in Equity for the nine-months periods ended September 30, 2023 and 2022 | 6 | |
| Unaudited Condensed Interim Consolidated Statements of Cash Flows for the nine-months periods ended September 30, 2023 and 2022 | 7 | |
| Notes to the Unaudited Condensed Interim Consolidated Financial Statements | 8 |
2
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
Unaudited Condensed Interim Consolidated Statements of Financial Position as of September 30, 2023 and December 31, 2022
| Assets | Note | September 30, 2023 | December 31, 2022 | |||||||||
| Current assets | ||||||||||||
| Cash and cash equivalents | 7 | 106,757 | 45,765 | |||||||||
| Marketable securities | 8 | 261,264 | 380,514 | |||||||||
| Trade receivables | 9 | 472,582 | 649,135 | |||||||||
| Inventories | 10 | 313,452 | 266,450 | |||||||||
| Prepayments | 84,258 | 56,645 | ||||||||||
| Taxes recoverable | 20,808 | 19,120 | ||||||||||
| Income tax and social contribution recoverable | 18,904 | 17,746 | ||||||||||
| Other receivables | 2,093 | 972 | ||||||||||
| Related parties – other receivables | 20 | - | 1,759 | |||||||||
| Total current assets | 1,280,118 | 1,438,106 | ||||||||||
| Non-current assets | ||||||||||||
| Judicial deposits and escrow accounts | 21.b | 201,433 | 194,859 | |||||||||
| Deferred income tax and social contribution | 22 | 248,990 | 170,851 | |||||||||
| Equity accounted investees | 11 | 77,607 | 83,139 | |||||||||
| Other investments and interests in entities | 9,879 | 8,272 | ||||||||||
| Property, plant and equipment | 12 | 180,065 | 197,688 | |||||||||
| Intangible assets and goodwill | 13 | 5,344,283 | 5,427,676 | |||||||||
| Total non-current assets | 6,062,257 | 6,082,485 | ||||||||||
| Total Assets | 7,342,375 | 7,520,591 | ||||||||||
The accompanying notes are an integral part of this Unaudited Condensed Interim Consolidated Financial Statements.
3
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
Unaudited Condensed Interim Consolidated Statements of Financial Position as of September 30, 2023 and December 31, 2022
| Liabilities | Note | September 30, 2023 | December 31, 2022 | |||||||||
| Current liabilities | ||||||||||||
| Bonds | 14 | 515,350 | 93,779 | |||||||||
| Suppliers | 15 | 239,198 | 250,647 | |||||||||
| Reverse factoring | 15 | 272,609 | 155,469 | |||||||||
| Lease liabilities | 16 | 15,352 | 23,151 | |||||||||
| Income tax and social contribution payable | 5,830 | 5,564 | ||||||||||
| Salaries and social contributions | 19 | 109,090 | 100,057 | |||||||||
| Contractual obligations and deferred income | 17 | 8,302 | 57,852 | |||||||||
| Accounts payable for business combination and acquisition of associates | 18 | 29,932 | 73,007 | |||||||||
| Other liabilities | 24,802 | 29,630 | ||||||||||
| Other liabilities - related parties | 20 | - | 54 | |||||||||
| Total current liabilities | 1,220,465 | 789,210 | ||||||||||
| Non-current liabilities | ||||||||||||
| Bonds | 14 | 250,000 | 749,217 | |||||||||
| Lease liabilities | 16 | 107,924 | 117,412 | |||||||||
| Accounts payable for business combination and acquisition of associates | 18 | 571,239 | 552,270 | |||||||||
| Provision for tax, civil and labor losses | 21.a | 680,649 | 651,252 | |||||||||
| Other liabilities | 15,180 | 31,551 | ||||||||||
| Total non-current liabilities | 1,624,992 | 2,101,702 | ||||||||||
| Total current and non-current liabilities | 2,845,457 | 2,890,912 | ||||||||||
| Shareholder's Equity | ||||||||||||
| Share capital | 23.1 | 4,820,815 | 4,820,815 | |||||||||
| Capital reserve | 23.3 | 89,995 | 80,531 | |||||||||
| Treasury shares | 23.4 | (24,792 | ) | (23,880 | ) | |||||||
| Accumulated losses | (391,683 | ) | (247,787 | ) | ||||||||
| Total Shareholder's Equity | 4,494,335 | 4,629,679 | ||||||||||
| Interest of non-controlling shareholders | 2,583 | - | ||||||||||
| Total Shareholder's Equity | 4,496,918 | 4,629,679 | ||||||||||
| Total Liabilities and Shareholder's Equity | 7,342,375 | 7,520,591 | ||||||||||
The accompanying notes are an integral part of this Unaudited Condensed Interim Consolidated Financial Statements.
4
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
Unaudited Condensed Interim Consolidated Statements of Profit or Loss and Other Comprehensive Income for the nine-months periods ended September 30, 2023, and 2022
| Note | July 01 to September 30, 2023 | September 30, 2023 | July 01 to September 30, 2022 | September 30, 2022 | ||||||||||||||||
| Net revenue from sales and services | 24 | 257,933 | 932,164 | 188,724 | 759,261 | |||||||||||||||
| Sales | 242,242 | 896,135 | 180,422 | 732,647 | ||||||||||||||||
| Services | 15,691 | 36,029 | 8,302 | 26,614 | ||||||||||||||||
| Cost of goods sold and services | 25 | (101,161 | ) | (375,464 | ) | (91,855 | ) | (301,058 | ) | |||||||||||
| Gross profit | 156,772 | 556,700 | 96,869 | 458,203 | ||||||||||||||||
| Operating income (expenses) | ||||||||||||||||||||
| General and administrative expenses | 25 | (124,500 | ) | (369,872 | ) | (98,511 | ) | (351,738 | ) | |||||||||||
| Commercial expenses | 25 | (63,044 | ) | (178,968 | ) | (48,917 | ) | (143,838 | ) | |||||||||||
| Impairment losses on trade receivables | 25 | (15,369 | ) | (26,777 | ) | (4,692 | ) | (17,131 | ) | |||||||||||
| Other operating income | 25 | 7,534 | 18,015 | 1,301 | 2,941 | |||||||||||||||
| Other operating expenses | 25 | - | (32,968 | ) | - | - | ||||||||||||||
| Share of loss equity-accounted investees | 11 | (2,878 | ) | (5,532 | ) | (2,150 | ) | (2,150 | ) | |||||||||||
| Loss before finance result and taxes | (41,485 | ) | (39,402 | ) | (56,100 | ) | (53,713 | ) | ||||||||||||
| Finance result | ||||||||||||||||||||
| Finance income | 26 | 19,511 | 53,612 | 19,174 | 56,339 | |||||||||||||||
| Finance costs | 26 | (74,966 | ) | (233,536 | ) | (68,426 | ) | (196,291 | ) | |||||||||||
| (55,455 | ) | (179,924 | ) | (49,252 | ) | (139,952 | ) | |||||||||||||
| Loss before income tax and social contribution | (96,940 | ) | (219,326 | ) | (105,352 | ) | (193,665 | ) | ||||||||||||
| Income tax and social contribution | 34,829 | 76,380 | 29,358 | 63,200 | ||||||||||||||||
| Current | 22 | (4,762 | ) | (2,299 | ) | 1,946 | (11,697 | ) | ||||||||||||
| Deferred | 22 | 39,591 | 78,679 | 27,412 | 74,897 | |||||||||||||||
| Loss for the period | (62,111 | ) | (142,946 | ) | (75,994 | ) | (130,465 | ) | ||||||||||||
| Allocated to: | ||||||||||||||||||||
| Controlling shareholders | (62,389 | ) | (143,896 | ) | (75,994 | ) | (130,465 | ) | ||||||||||||
| Non-controlling shareholders | 278 | 950 | - | - | ||||||||||||||||
| Loss per share (in %) | ||||||||||||||||||||
| Basic | 23.2 | (0.74 | ) | (1.71 | ) | (0.91 | ) | (1.56 | ) | |||||||||||
| Diluted | 23.2 | (0.74 | ) | (1.71 | ) | (0.91 | ) | (1.56 | ) | |||||||||||
The accompanying notes are an integral part of this Unaudited Condensed Interim Consolidated Financial Statements.
5
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
Unaudited Condensed Interim Consolidated Statement of Changes in Equity for the nine-months periods ended September 30, 2023 and 2022
| Share capital | Capital reserves | |||||||||||||||||||||||||||||||||||
| Share Capital | Share Issuance costs | Share-based compensation (granted) | Share-based (vested) | Treasury shares (Note 23d) | Accumulated losses | Total Shareholders' Investment | Non- controlling shareholders | Total Non- controlling Shareholders' Equity/ Net Investment | ||||||||||||||||||||||||||||
| Balance as of December 31, 2021 | 4,961,988 | (141,173 | ) | 30,445 | 31,043 | (23,880 | ) | (193,214 | ) | 4,665,209 | - | 4,665,209 | ||||||||||||||||||||||||
| Loss for the period | - | - | - | - | - | (130,465 | ) | (130,465 | ) | - | (130,465 | ) | ||||||||||||||||||||||||
| Share based compensations granted and issued | - | - | 16,436 | - | - | - | 16,436 | - | 16,436 | |||||||||||||||||||||||||||
| Share based compensations vested | - | - | (2,636 | ) | 2,636 | - | - | - | - | - | ||||||||||||||||||||||||||
| Balance as of September 30, 2022(unaudited) | 4,961,988 | (141,173 | ) | 44,245 | 33,679 | (23,880 | ) | (323,679 | ) | 4,551,180 | - | 4,551,180 | ||||||||||||||||||||||||
| Balance as of December 31, 2022 | 4,961,988 | (141,173 | ) | 46,245 | 34,286 | (23,880 | ) | (247,787 | ) | 4,629,679 | - | 4,629,679 | ||||||||||||||||||||||||
| Loss for the period | - | - | - | - | - | (143,896 | ) | (143,896 | ) | 950 | (142,946 | ) | ||||||||||||||||||||||||
| Share based compensations granted and issued | - | - | 14,335 | - | - | - | 14,335 | - | 14,335 | |||||||||||||||||||||||||||
| Restricted shares transferred | - | - | (3,644 | ) | - | 3,644 | - | - | - | - | ||||||||||||||||||||||||||
| (Loss) gain on the sale of treasury shares | - | - | (1,227 | ) | - | 1,227 | - | - | - | - | ||||||||||||||||||||||||||
| Repurchase shares on treasury | - | - | - | - | (5,783 | ) | - | (5,783 | ) | - | (5,783 | ) | ||||||||||||||||||||||||
| Participation non-controlling shareholders (note 5) | - | - | - | - | - | - | - | 1,633 | 1,633 | |||||||||||||||||||||||||||
| Balance as of September 30,2023 (unaudited) | 4,961,988 | (141,173 | ) | 55,709 | 34,286 | (24,792 | ) | (391,683 | ) | 4,494,335 | 2,583 | 4,496,918 | ||||||||||||||||||||||||
The accompanying notes are an integral part of this Unaudited Condensed Interim Consolidated Financial Statements.
6
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
Unaudited Condensed Interim Consolidated Statements of Cash Flows for the nine-months period ended September 30, 2023, and 2022
| For the period ended September 30, | ||||||||||||
| Notes | 2023 | 2022 | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||||
| Loss before income tax and social contribution | (219,326 | ) | (193,665 | ) | ||||||||
| Adjustments for: | ||||||||||||
| Depreciation and amortization | 12 and 13 | 205,948 | 198,841 | |||||||||
| Share of loss profit of equity-accounted investees | 11 | 5,532 | 2,150 | |||||||||
| Impairment losses on trade receivables | 9 | 26,777 | 17,131 | |||||||||
| Reversal for tax, civil and labor losses, net | 25 | (10,190 | ) | (9,151 | ) | |||||||
| Provision on accounts payable for business combination | 25 | 23,562 | - | |||||||||
| Interest on provision for tax, civil and labor losses | 26 | 41,313 | 39,639 | |||||||||
| Provision for obsolete inventories | 10 | 19,504 | 27,896 | |||||||||
| Interest on bonds | 14 | 91,361 | 77,636 | |||||||||
| Contractual obligations and right to returned goods | (38,080 | ) | (12,875 | ) | ||||||||
| Interest on accounts payable for business combination | 26 | 52,100 | 47,511 | |||||||||
| Imputed interest on suppliers | 26 | 26,196 | 13,730 | |||||||||
| Bank and collection expense | - | 6,056 | ||||||||||
| Other financial expenses and net interest | - | (15,710 | ) | |||||||||
| Share-based payment expense | 14,335 | 16,436 | ||||||||||
| Interest on lease liabilities | 16 | 10,144 | 10,799 | |||||||||
| Interest on marketable securities | 26 | (31,065 | ) | (39,709 | ) | |||||||
| Cancellations of right-of-use contracts | (2,480 | ) | 3,393 | |||||||||
| Write-off disposals of property and equipment and intangible assets | 12 and 13 | 639 | 3,718 | |||||||||
| 216,270 | 193,826 | |||||||||||
| Changes in | ||||||||||||
| Trade receivables | 150,983 | 159,242 | ||||||||||
| Inventories | (78,690 | ) | (31,994 | ) | ||||||||
| Prepayments | (27,551 | ) | (14,174 | ) | ||||||||
| Taxes recoverable | (4,505 | ) | (20,329 | ) | ||||||||
| Judicial deposits and escrow accounts | (7,025 | ) | (9,275 | ) | ||||||||
| Other receivables | (1,072 | ) | 1,381 | |||||||||
| Related parties – other receivables | 1,759 | (509 | ) | |||||||||
| Suppliers | 78,271 | (14,090 | ) | |||||||||
| Salaries and social charges | 8,556 | 43,563 | ||||||||||
| Tax payable | 969 | 6,502 | ||||||||||
| Contractual obligations and deferred income | (14,236 | ) | 7,387 | |||||||||
| Other liabilities | (20,452 | ) | (22,494 | ) | ||||||||
| Other liabilities - related parties | (54 | ) | (13,901 | ) | ||||||||
| Cash from operating activities | 303,223 | 285,135 | ||||||||||
| Payment of interest on leases | 16 | (10,136 | ) | (10,813 | ) | |||||||
| Payment of interest on bonds | 14 | (118,901 | ) | (92,722 | ) | |||||||
| Payment of interest on business combinations | 18 | (8,096 | ) | - | ||||||||
| Income tax and social contribution paid | (944 | ) | (2,736 | ) | ||||||||
| Payment of provision for tax, civil and labor losses | 21 | (1,247 | ) | (1,308 | ) | |||||||
| Net cash from operating activities | 163,899 | 177,556 | ||||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||||||
| Acquisition of property and equipment | 12 | (18,247 | ) | (50,602 | ) | |||||||
| Additions of intangible assets | 13 | (61,425 | ) | (66,819 | ) | |||||||
| Acquisition of subsidiaries net of cash acquired | - | (3,212 | ) | (53,686 | ) | |||||||
| Purchase of investment in marketable securities | (937,409 | ) | (1,087,910 | ) | ||||||||
| Proceeds from investment in marketable securities | 1,087,724 | 860,165 | ||||||||||
| Net cash from (applied in) investing activities | 67,431 | (398,852 | ) | |||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||||||
| Repurchase shares on treasury | (5,783 | ) | - | |||||||||
| Payments of loans from related parties | 14 | (50,885 | ) | (254,885 | ) | |||||||
| Lease liabilities paid | 16 | (22,541 | ) | (20,409 | ) | |||||||
| Payments of bonds and financing | - | (759 | ) | |||||||||
| Issuance of bonds net off issuance costs | - | 250,000 | ||||||||||
| Payments of accounts payable for business combination | 18 | (91,129 | ) | (18,201 | ) | |||||||
| Net cash applied in financing activities | (170,338 | ) | (44,254 | ) | ||||||||
| Net increase (decrease) in cash and cash equivalents | 60,992 | (265,550 | ) | |||||||||
| Cash and cash equivalents at beginning of period | 45,765 | 309,893 | ||||||||||
| Cash and cash equivalents at end of period | 106,757 | 44,343 | ||||||||||
| Net increase (decrease) in cash and cash equivalents | 60,992 | (265,550 | ) | |||||||||
The accompanying notes are an integral part of this Unaudited Condensed Interim Consolidated Financial Statements.
7
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
Notes to the Unaudited Condensed Interim Consolidated Financial Statements
| 1. | The Company and Basis of Presentation |
| 1.1. | The Company |
Vasta Platform Ltd., together with its subsidiaries (the Company) is a publicly held company incorporated in the Cayman Islands on October 16, 2019, with headquarters in the city of São Paulo, Brazil. The Company is a technology-powered education content providing end-to-end educational and digital solutions that cater to all needs of private schools operating in the K-12 educational segment. Vasta’s fiscal year begins on January 1 of each year and ends on December 31, of the same year.
The Company has built a “Platform as a Service”, solution or PaaS, with two main modules: Content & EdTech Platform and Digital Services. The Company’s Content & EdTech Platform combines a multi-brand and tech-enabled array with digital and printed content through long-term contracts with partner schools.
Since July 31, 2020, VASTA Platform Ltd. has been a publicly-held company registered with SEC (“The US Securities and Exchange Commission) and its shares are traded on Nasdaq Global Select Market under ticker symbol “VSTA”.
| 1.2. | Significant events during the period |
| a. | Business Combination |
On March 03, 2023 the Company, through its subsidiary Somos Sistemas de Ensino S.A. (“Somos”), acquired 51% interest in the capital of “Escola Start Ltda.” (“Start”), when the control over the entity was transferred upon all conditions established on the share purchase agreement and the liquidation was completed.
Start is a company dedicated to providing bilingual education services for kindergarten, primary and secondary education, and preparatory courses for entrance exams, including the sale of books, teaching materials, school uniforms and stationery. See note 5.
The Unaudited Condensed Interim Consolidated Financial Statements comprise the following entities, and the following shareholding ownership:
| Company | Interest | |||||||
September 30, 2023 | December 31, 2022 | |||||||
| Somos Sistemas de Ensino S.A. (“Somos Sistemas”) | 100 | % | 100 | % | ||||
| Livraria Livro Fácil Ltda. (“Livro Fácil”) | 100 | % | 100 | % | ||||
| A & R Comércio e Serviços de Informática Ltda. (“Pluri”) | 100 | % | 100 | % | ||||
| Colégio Anglo São Paulo (“Anglo”) | 100 | % | 100 | % | ||||
| Sociedade Educacional da Lagoa Ltda. (“SEL”) | 100 | % | 100 | % | ||||
| EMME – Produções de Materiais em Multimídia Ltda. (“EMME”) | 100 | % | 100 | % | ||||
| Phidelis Tecnologia Desenvolvimento de Sistemas Ltda. (“Phidelis”) | 100 | % | 100 | % | ||||
| MVP Consultoria e Sistemas Ltda. (“MVP”) | 100 | % | 100 | % | ||||
| Escola Start Ltda. (“Start”) | 51 | % | - | |||||
8
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 2. | Basis of accounting |
These interim financial statements for the nine-months period ended September 3o, 2023, have been prepared in accordance with IAS 34 Interim Financial Reporting and should be read in conjunction with the Group’s last annual consolidated financial statements as at and for the year ended December 31, 2022 (‘last annual financial statements’). They do not include all of the information required for a complete set of financial statements prepared in accordance with IFRS Standards. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Company´s financial position and performance since the last annual financial statements.
The accounting practices adopted in preparing these interim financial statements are consistent with the disclosures made in the financial statements for the year ended December 31, 2022, except for:
| (i) | Change in the presentation of Operating Segment, previously presented in two segments (“Content&Edtech” and “Digital Services”), for a Single Segment. More information is presented in note 2.1. |
These Unaudited Condensed Interim Consolidated Financial Statements are presented in thousands of Brazilian Reais (“R$”), which is the Company functional currency. All financial information presented in R$ has been rounded to the nearest thousands, except as otherwise indicated.
| (a) | Basis of consolidation and investments in other companies |
| Company | Interest | |||||||||||
| Investment type | September 30, 2023 | December 31, 2022 | ||||||||||
| Somos Sistemas de Ensino S.A. (“Somos Sistemas”) | Subsidiary | 100 | % | 100 | % | |||||||
| Livraria Livro Fácil Ltda. (“Livro Fácil”) | Subsidiary | 100 | % | 100 | % | |||||||
| A & R Comércio e Serviços de Informática Ltda. (“Pluri”) | Subsidiary | 100 | % | 100 | % | |||||||
| Colégio Anglo São Paulo (“Anglo”) | Subsidiary | 100 | % | 100 | % | |||||||
| Sociedade Educacional da Lagoa Ltda. (“SEL”) | Subsidiary | 100 | % | 100 | % | |||||||
| EMME – Produções de Materiais em Multimídia Ltda. (“EMME”) | Subsidiary | 100 | % | 100 | % | |||||||
| Phidelis Tecnologia Desenvolvimento de Sistemas Ltda. (“Phidelis”) | Subsidiary | 100 | % | 100 | % | |||||||
| MVP Consultoria e Sistemas Ltda. (“MVP”) | Subsidiary | 100 | % | 100 | % | |||||||
| Escola Start Ltda. (“Start”) | Subsidiary | 51 | % | - | ||||||||
| Educbank Gestão de Pagamentos Educacionais S.A. | Associate | 45 | % | 45 | % | |||||||
| Flex Flix Limited. | Investment | 10 | % | 10 | % | |||||||
These Unaudited Condensed Interim Consolidated Financial Statements were authorized for issue by the Company’s board of directors on November 07, 2023.
| 2.1. | Operating Segment |
The presentation of information by operating segment is consistent with the internal reporting provided to the Executive Board, which serves as the primary operational decision maker, responsible for resource allocation, performance evaluation, and strategic decision-making within the Company.
As of September 30, 2023, the Company implemented a change to its business segmentation structure. Previously, the business was divided into two primary segments: Content & Edtech and Digital Services. The decision to transition to a single reportable segment was driven by several key factors:
| (i) | Internal Management Structure: The change considered the Company's internal management structure, which does not have specific leaders assigned to oversee individual business units. Instead, |
9
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| operational and strategic decisions are made collectively and comprehensively, without distinct leaders for separate segments. |
| (ii) | Internal Reporting: The Company conducts rigorous result monitoring through regular meetings with senior management. This includes internal executive meetings, involving the Executive Board ("Direx"), as well as governance forums like the Financial Committee, presentations to the Audit Committee, and the Board of Directors. In a gradual process of improving its reports, the Company has been adopting, in these forums, financial results presented in a consolidated manner, without detailed disclosure of individual operations or specific business units. |
| (iii) | Nature of Activities: Recent changes in the Company's service provision structure have been significant, driven by the accelerated transition to digital operations in response to the impacts of the Covid-19 pandemic. This shift happened more quickly and extensively than initially anticipated. As the challenges of the pandemic were addressed, the Company evolved its business models to adopt 'hybrid' approaches, combining physical and digital interactions. Given this integrated nature of the business, segregating results into distinct segments is no longer viable. |
| (iv) | Structural Changes in the Company: Livro Fácil currently represents 90% of total revenue in the Digital Services segment. However, as of October 1, 2023, it is planned to incorporate Livro Fácil into the subsidiary Somos Sistemas de Ensino, which was previously part of the Content & Edtech segment. Given this structural change, it became impractical to allocate costs and expenses specifically related to Livro Fácil. Consequently, in addition to the items previously indicated the remaining companies in the Digital Services segment will represent less than 10% of total revenue and will no longer qualify as reportable segments under IFRS 8. |
Based on the considerations outlined above, the Company's management has made the decision to report its results under a single operating segment ("Single Segment"). This change has already been reflected in this financial information. In accordance with IFRS 8, below we present the results by operating segment considering the new structure for nine-months period ended September 30, 2023 and 2022:
| Note | July 01 to September 30, 2023 | September 30, 2023 | July 01 to September 30, 2022 | September 30, 2022 | ||||||||||||||||
| Net revenue from sales and services | 24 | 257,933 | 932,164 | 188,724 | 759,261 | |||||||||||||||
| Sales | 242,242 | 896,135 | 180,422 | 732,647 | ||||||||||||||||
| Services | 15,691 | 36,029 | 8,302 | 26,614 | ||||||||||||||||
| Cost of goods sold and services | 25 | (101,161 | ) | (375,464 | ) | (91,855 | ) | (301,058 | ) | |||||||||||
| Gross profit | 156,772 | 556,700 | 96,869 | 458,203 | ||||||||||||||||
| Operating income (expenses) | ||||||||||||||||||||
| General and administrative expenses | 25 | (124,500 | ) | (369,872 | ) | (98,511 | ) | (351,738 | ) | |||||||||||
| Commercial expenses | 25 | (63,044 | ) | (178,968 | ) | (48,917 | ) | (143,838 | ) | |||||||||||
| Impairment losses on trade receivables | 25 | (15,369 | ) | (26,777 | ) | (4,692 | ) | (17,131 | ) | |||||||||||
| Other operating income | 25 | 7,534 | 18,015 | 1,301 | 2,941 | |||||||||||||||
| Other operating expenses | 25 | - | (32,968 | ) | - | - | ||||||||||||||
| Share of loss equity-accounted investees | 11 | (2,878 | ) | (5,532 | ) | (2,150 | ) | (2,150 | ) | |||||||||||
| Loss before finance result and taxes | (41,485 | ) | (39,402 | ) | (56,100 | ) | (53,713 | ) | ||||||||||||
10
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 3. | Use of estimates and judgements |
In preparing these interim Financial Statements, Management has made judgements and estimates that affect the application of Company´ accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual financial statements.
A number of the Group’s accounting policies require the measurement of fair values, for both financial and non-financial assets and liabilities.
In estimating the fair value of an asset or a liability, the Company uses market-observable data to the extent it is available. All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Measurement of fair values
• Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.
• Level 2 - valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
• Level 3 - valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
Where Level 1 inputs are not available, if needed, the Company engages third party qualified appraisers to perform the valuation using Level 2 and / or Level 3 inputs. If the inputs used to measure the fair value of an asset or a liability are categorized in different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
The Company’s management establishes the appropriate valuation techniques and inputs to the model, working closely with the qualified external advisors when they are engaged in such activities.
The valuations of identifiable assets and contingent liabilities in business combinations could be particularly sensitive to changes in one or more unobservable inputs considered in the valuation process. Further information on the assumptions used in the valuation process of such items is provided in Note 5.
Fair value measurement assumptions are used for determination of expenses with Share-based Compensation, which are disclosed in Note 23.
| 4. | Significant accounting policies and new and not yet effective accounting standards |
The accounting policies applied in these interim financial statements are the same as those applied in the Group’s consolidated financial statements as at and for the year ended December 31, 2022. The accounting policies have been consistently applied to all consolidated companies. There are no new accounting policies that could be applicable since January 1, 2023, or early adopted in the Unaudited Condensed Interim Consolidated Financial Statements.
11
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 5. | Business Combinations and investments in other companies, without majority control |
| 5.1. | Business Combinations |
Acquisitions in 2023
As mentioned in Note 1.2, on March 03, 2023, the Company acquired a 51% interest in the capital of the Escola Start Ltda. (“Start”), when the control over the entity was transferred upon all conditions established on the share purchase agreement and the liquidation was completed.
The total acquisition price was R$4,482, of which: (i) R$2,874 relates to the price for acquiring 51% of the equity interest, and (ii) R$1,608 for acquiring the option to purchase the remaining percentage of the interest in 2028, recognized in “Other investments and interests in entities”, on Financial Position. This amount was paid in two installments, being a fixed installment of R$4,100 in cash on the acquisition date and a variable installment of R$382, subject to price adjustment depending on the calculation of financial indicators defined in contract and corrected by 100% of the CDI. The variable portion was paid on August 18, 2023.
As mentioned above, on the same date the Company acquired a purchase option for the acquisition of the remaining shares issued by Anglo Start held by the minority shareholder, representing 49% of the share capital, as of January 2028, through which the amount of R$11,700 (“exercise price”).
The acquisitions were accounted for using the acquisition method of accounting, i.e., the consideration transferred, and the net identifiable assets acquired, and liabilities assumed were measured at fair value, while goodwill is measured as the excess of consideration paid over those items. The following table presents the net identifiable assets acquired and liabilities assumed for business combination in 2023:
| Start Anglo | ||||
| Current assets | ||||
| Cash and cash equivalents | 888 | |||
| Trade receivables | 1,207 | |||
| Inventories | 349 | |||
| Other receivables | 238 | |||
| Total current assets | 2,682 | |||
| Non-current assets | ||||
| Property and equipment | 796 | |||
| Intangible assets | 3,667 | |||
| Intangible assets - Customer Portfolio | 1,844 | |||
| Intangible assets – Trademarks | 1,823 | |||
| Total non-current assets | 4,463 | |||
| Total Assets | 7,145 | |||
| Current liabilities | ||||
| Contractual obligations and deferred income | 2,766 | |||
| Other liabilities | 940 | |||
| Total current liabilities | 3,706 | |||
| Non-current liabilities | ||||
| Other liabilities | 16 | |||
| Tax Installments | 93 | |||
| Total non-current liabilities | 109 | |||
| Total liabilities | 3,815 | |||
| Net identifiable assets at fair value | 3,330 | |||
| Percentage acquired (51%) (A) | 1,698 | |||
| Total of Consideration transferred (B) | 2,874 | |||
| Goodwill (A-B) (note 13) | 1,176 | |||
12
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
From the date of acquisition to September 30, 2023, Start contributed to a net revenue from sales and services in the amount of R$ 6,445, and net profit for the period in the amount of R$ 1,941.
Acquisitions in 2022
On January 14, 2022, the Company acquired the companies Phidelis Tecnologia Desenvolvimento de Sistemas Ltda. and MVP Consultoria e Sistemas Ltda. (“Phidelis”), when the control over the entity was transferred upon all conditions established on the share purchase agreement and the liquidation was completed. The Company will pay a total purchase price in the amount of R$21,966, comprised of (i) R$8,854 in cash, paid on the acquisition date, (ii) R$7,638 to be paid in annual installments over the course of two years, and (iii) a variable R$5,474, with the achievement of performance linked to net revenue of the years 2023 and 2024 to be paid in three annual installments between 2023 and 2026. The net identifiable assets acquired, and liabilities assumed for each business combination in 2022 are presented in last annual financial statements.
| 5.2. | Investments in other companies, without majority control |
Investments in 2022
On July 19, 2022, the Company completed through its wholly owned subsidiary, Somos Sistemas de Ensino S.A. (“Somos”), the acquisition of a minority investment in Educbank Gestão de Pagamentos Educacionais S.A. (“Educbank”). Vasta invested a total of R$87,651, for a 45% stake in Educbank, of which R$63,814 was paid in cash, and the remaining amount of R$23,837 to be paid in four cash installments according to the growth of students served by Educbank. Vasta does not have control, but it has significant influence over Educbank.
On July 19, 2022, the Company completed through its wholly owned subsidiary, Somos Sistemas de Ensino S.A. (“Somos”), the acquisition of a minority investment in Flex Flix Limited (“Flex Flix”). Vasta invested a total of R$8,271, for a 10% stake in Flex Flix, which was fully paid in cash as of the closing date. Vasta has no control and no significant influence.
| 6. | Financial Risk Management |
The Company has a risk management policy for regular monitoring and managing the nature and overall position of financial risks and to assess its financial results and impacts on its cash flows. Counterparty credit limits are also reviewed periodically or whenever the Company identifies significant changes in financial risk.
The economic and financial risks reflect the behavior of macroeconomic variables such as interest rates as well as other characteristics of the financial instruments maintained by the Company. These risks are managed through control and monitoring policies, specific strategies, and limits.
| 6.1. | Financial Instruments by Category |
The Company holds the following financial instruments:
13
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| Hierarchy | September 30, 2023 | December 31, 2022 | ||||||||||
| Assets - Amortized cost | ||||||||||||
| Cash and cash equivalents | 1 | 106,757 | 45,765 | |||||||||
| Trade receivables | 472,582 | 649,135 | ||||||||||
| Other receivables | 2,093 | 972 | ||||||||||
| Related parties – other receivables | - | 1,759 | ||||||||||
| 581,432 | 697,631 | |||||||||||
| Assets - Fair value through profit or loss | ||||||||||||
| Marketable securities | 1 | 261,264 | 380,514 | |||||||||
| Other investments and interests in entities | 3 | 9,879 | 8,272 | |||||||||
| 271,143 | 388,786 | |||||||||||
| Liabilities - Amortized cost | ||||||||||||
| Bonds | 765,350 | 842,996 | ||||||||||
| Lease liabilities | 123,276 | 140,563 | ||||||||||
| Reverse factoring | 272,609 | 155,469 | ||||||||||
| Suppliers | 239,198 | 250,647 | ||||||||||
| Accounts payable for business combination and acquisition of associates | 571,761 | 569,360 | ||||||||||
| Accounts payable for business combination and acquisition of associates (i) | 3 | 29,410 | 55,917 | |||||||||
| Other liabilities - related parties | - | 54 | ||||||||||
| 2,001,604 | 2,015,006 | |||||||||||
| (i) | Refers to a portion of the liability remeasured based on economic activity of the acquired entity (post-closing price adjustments and call option acquired). Valuation techniques and significant unobservable inputs related to this measured are consistent with the disclosures made in the financial statements for the year ended December 31, 2022, except for the acquisition of a call option mentioned in note 5.1, presented below. |
Valuation techniques and significant unobservable inputs
The following table shows the valuation techniques used in measuring level 3 fair values, as well as the significant unobservable inputs used:
| Entities | Valuation technique | Significant unobservable inputs | Inter-relationship between key unobservable inputs and fair value measurement | |||
| Start Anglo | Monte Carlo Method | Revenue: 1.3x the revenue of the last twelve months prior to exercising the option will be considered. | The estimated fair value would increase (decrease) if: - The revenue is higher than expected (higher) |
The Company has not disclosed the fair values of your financial instruments, because their carrying amounts approximates fair value.
| 6.2. | Financial risk factors |
The Company’s activities expose it to certain financial risks mainly related to market risk, credit risk and liquidity risk. Management and the Group’s Board of Directors monitor such risks in line with their capital management policy objectives.
This note presents information on the Company’s exposure to each of the risks above, the objectives of the Company, measurement policies, and the Company’s risk and capital management process. The Company has no derivative transactions.
14
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| a. | Market risk – cash flow interest rate risk |
This risk arises from the possibility that the Company incurs losses because of interest rate fluctuations that increase finance costs related to financing and bonds raised in the market and obligations for acquisitions from third parties payable in installments. The Company continuously monitors market interest rates in order to assess the need to contract financial instruments to hedge against volatility of these rates. Additionally, financial assets also indexed to CDI and IPCA (broad consumer price index) partially mitigate any interest rate exposures. Interest rates contracted are as follows:
| September 30, 2023 | December 31, 2022 | Interest rate | ||||||||
| Bonds | ||||||||||
| Private bonds – 6th Issuance – series 2 | - | 53,688 | CDI + 1.00% p.a. | |||||||
| Private bonds – 9th Issuance – series 2 | 255,167 | 259,843 | CDI + 2.40% p.a. | |||||||
| Bonds – 1st Issuance – single | 510,183 | 529,465 | CDI + 2.30% p.a. | |||||||
| Lease liabilities | 123,276 | 140,563 | IPCA | |||||||
| Accounts payable for business combination and acquisition of associates | 601,171 | 625,277 | CDI | |||||||
| 1,489,797 | 1,608,836 | |||||||||
| b. | Credit risk |
Credit risk arises from the potential default of a counterparty on an agreement or financial instrument, resulting in financial loss. The Company is exposed to credit risk in its operating activities (mainly in connection with trade receivables), see note 9 and financial activities that include reverse factoring deposits with banks and other financial institutions and other financial instruments contracted.
The Company mitigates its exposure to credit risks associated with financial instruments, deposits in banks and short-term investments by investing in prime financial institutions and in accordance with limits previously set in the Company’s policy. See notes 7 and 8.
To mitigate risks associated with trade receivables, the Company adopts a sales policy and an analysis of the financial and equity condition of its counterparties. The sales policy is directly associated with the level of credit risk the Company is willing to accept in the normal course of its business.
The diversification of its receivable’s portfolio, the selectivity of its customers, as well as the monitoring of sales financing terms and individual position limits are procedures adopted to minimize defaults or losses in the realization of trade receivables. Thus, the Company does not have significant credit risk exposure to any single counterparty or any group of counterparties having similar characteristics.
Furthermore, the Company reviews the recoverable amount of its trade receivables at the end of each reporting period to ensure that adequate credit losses are recorded. See note 9.
| c. | Liquidity risk |
To cover possible liquidity deficiencies or mismatches between cash and cash equivalents and short-term debt and financial obligations, the Company continues to operate with reverse factoring if this credit line is offered by banks and accepted by Company suppliers. This is the risk of the Company not having enough funds and or bank credit limits to meet its short-term financial commitments, due to mismatching terms in expected receipts and payments.
The Company continuously monitors its cash balance and indebtedness level and implemented measures to allow access to the capital markets, when necessary. It also endeavors to assure they remain within existing credit limits. Management also continuously monitors projected and actual cash flows and the combination of the maturity profiles of the financial assets, liabilities and takes into consideration its debt financing plans, covenant compliance, internal liquidity targets and, if applicable, regulatory requirements.
15
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
Cash surplus generated by the Company is handled in short-term deposits being those investments composed by enough liquidity thus providing to the Company the appropriate commitment with the going concern presumption.
The table below presents the maturity of the Company’s financial liabilities.
Financial liabilities by maturity ranges
| September 30, 2023 | Less than one year | Between one and two years | Over two years | Total | ||||||||||||
| Bonds (note 14) | 515,350 | 250,000 | - | 765,350 | ||||||||||||
| Lease liabilities (note 16) | 15,352 | 17,680 | 90,244 | 123,276 | ||||||||||||
| Accounts payable for business combination and acquisition of associates (note 18) | 29,932 | 383,524 | 187,715 | 601,171 | ||||||||||||
| Suppliers (note 15) | 239,198 | - | - | 239,198 | ||||||||||||
| Reverse factoring (note 15) | 272,609 | - | - | 272,609 | ||||||||||||
| 1,072,441 | 651,204 | 277,959 | 2,001,604 | |||||||||||||
The table below reflects the estimated interest rate based on CDI for 12 months (13.50% p.a.) and IPCA for 12 months (5.19% p.a.) extracted from BACEN (Brazilian Central Bank) on base period September 30, 2023. Amounts payable refer to principal and interest based on undiscounted contractual amounts and, therefore, do not reflect the financial position presented as of September 30, 2023:
| September 30, 2023 | Less than one year | Between one and two years | Over two years | Total | ||||||||||||
| Bonds | 584,906 | 283,742 | - | 868,648 | ||||||||||||
| Lease liabilities | 16,148 | 18,597 | 94,923 | 129,668 | ||||||||||||
| Accounts payable for business combination and acquisition of associates | 33,972 | 435,287 | 213,051 | 682,310 | ||||||||||||
| Suppliers | 271,481 | - | - | 271,481 | ||||||||||||
| Reverse factoring | 309,403 | - | - | 309,403 | ||||||||||||
| 1,215,910 | 737,626 | 307,974 | 2,261,510 | |||||||||||||
| d. | Capital management. |
The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure of the Company, management can make, or may propose to the shareholders when their approval is required, adjustments to the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce, for example, debt.
The Company monitors capital based on the gearing ratio. This ratio corresponds to the net debt expressed as a percentage of total capitalization. Net debt comprises financial liabilities less cash and cash equivalents. Total capitalization is calculated as shareholders’ equity as shown in the consolidated balance sheet plus net debt. The Company’s main capital management objectives are to safeguard its ability to continue as a going concern, optimize returns, allow consistency of operations to other stakeholders, and maintain an optimal capital structure reducing financial costs and maximizing the returns. In addition, the Company monitors financial leverage adequacy, and mitigates risks that may affect the availability of capital for Company development.
16
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| September 30, 2023 | December 31, 2022 | |||||||
| Net debt (i) | 1,894,847 | 1,969,241 | ||||||
| Total shareholders' equity | 4,496,918 | 4,629,679 | ||||||
| Total capitalization (ii) | 2,602,071 | 2,660,438 | ||||||
| Gearing ratio - % - (iii) | 73 | % | 74 | % | ||||
| (i) | Net debt comprises financial liabilities (note 6.1) net of cash and cash equivalents. |
| (ii) | Refers to the difference between Shareholders’ Equity and Net debt. |
| (iii) | The Gearing Ratio is calculated based on Net Debt/Total Capitalization. |
| e. | Sensitivity analysis |
The following table presents the sensitivity analysis of potential losses from financial instruments, according to Management’s assessment of relevant market risks presented above.
A probable scenario (Base scenario) over a 12-months horizon was used, with a projected rate of 13.50% p.a. as per DI Interest Deposit rate (“CDI”), and IPCA 5.19% p.a., reference rates disclosed by B3 S.A. (Brazilian stock exchange). Two further scenarios are presented, stressing, respectively, a 25% deterioration in scenario I and 50% deterioration in scenario II, of the projected rates.
| Index - % per year | September 30, 2023 | Base scenario | Scenario I | Scenario II | ||||||||||||||||
| Financial investments | CDI | 88,823 | 11,988 | 14,986 | 17,982 | |||||||||||||||
| Marketable securities | CDI | 261,264 | 35,263 | 44,078 | 52,894 | |||||||||||||||
| 350,087 | 47,251 | 59,064 | 70,876 | |||||||||||||||||
| Accounts payable for business combination and acquisition of associates | CDI | (601,171 | ) | (81,139 | ) | (101,425 | ) | (121,709 | ) | |||||||||||
| Lease liabilities | IPCA | (123,276 | ) | (6,392 | ) | (7,990 | ) | (9,588 | ) | |||||||||||
| Bonds | CDI | (765,350 | ) | (103,299 | ) | (129,123 | ) | (154,948 | ) | |||||||||||
| (1,489,797 | ) | (190,830 | ) | (238,538 | ) | (286,245 | ) | |||||||||||||
| Net exposure | (1,139,710 | ) | (143,579 | ) | (179,474 | ) | (215,369 | ) | ||||||||||||
| Interest rate CDI -% p.a. | - | - | 13.50 | % | 16.87 | % | 20.25 | % | ||||||||||||
| Interest rate IPCA -% p.a. | - | - | 5.19 | % | 6.48 | % | 7.78 | % | ||||||||||||
| Stressing scenarios | 25 | % | 50 | % | ||||||||||||||||
| 7. | Cash and cash equivalents |
| a. | Composition |
The balance of this account comprises the following amounts:
| September 30, 2023 | December 31, 2022 | |||||||
| Cash | 3 | 7 | ||||||
| Bank account | 17,931 | 6,546 | ||||||
| Financial investments (i) | 88,823 | 39,212 | ||||||
| 106,757 | 45,765 | |||||||
| (i) | The Company invests in short-term fixed income investment funds with daily liquidity and no material risk of change in value. Financial investments presented an average gross yield of 103% of the annual CDI rate on September 30, 2023 (103% on December |
17
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 31, 2022). All investments are highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value and correspond to the cash obligations for the period. |
| 8. | Marketable securities |
| a. | Composition |
| Credit Risk | September 30, 2023 | December 31,2022 | |||||||||
| Private investment fund | AAA | 261,264 | 31,842 | ||||||||
| Private investment fund | AA | - | 348,672 | ||||||||
| 261,264 | 380,514 | ||||||||||
The average gross yield of securities is based on 104% CDI on September 30, 2023 (104% CDI on December 31, 2022).
| 9. | Trade receivables |
The balance of this account comprises the following amounts:
| a. | Composition |
| September 30, 2023 | December 31, 2022 | |||||||
| Trade receivables | 525,703 | 711,439 | ||||||
| Related parties (note 20) | 20,269 | 7,177 | ||||||
| (-) Impairment losses on trade receivables | (73,390 | ) | (69,481 | ) | ||||
| 472,582 | 649,135 | |||||||
| b. | Maturities of trade receivables |
| September 30, 2023 | December 31, 2022 | |||||||
| Not yet due | 288,923 | 563,005 | ||||||
| Past due | ||||||||
| Up to 30 days | 39,660 | 19,435 | ||||||
| From 31 to 60 days | 33,359 | 22,637 | ||||||
| From 61 to 90 days | 20,931 | 12,193 | ||||||
| From 91 to 180 days | 71,993 | 42,169 | ||||||
| From 181 to 360 days | 40,429 | 31,357 | ||||||
| Over 360 days | 30,408 | 20,643 | ||||||
| Total past due | 236,780 | 148,434 | ||||||
| Related parties (note 20) | 20,269 | 7,177 | ||||||
| Impairment losses on trade receivables | (73,390 | ) | (69,481 | ) | ||||
| 472,582 | 649,135 | |||||||
The gross carrying amount of trade receivables is written off when the Company has no reasonable expectations of recovering the financial asset in its entirety or a portion thereof. Collection efforts continue to be made, even for the receivables that have been written off, and amounts recoverable are recognized directly in Consolidated Statement of Profit or Loss and Other Comprehensive Income upon collection.
| c. | Changes on provision |
The following table shows the changes in impairment losses on trade receivables for the periods ended September 30, 2023, and 2022:
18
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| September 30, 2023 | September 30, 2022 | |||||||
| Opening balance | 69,481 | 46,500 | ||||||
| Additions | 33,396 | 17,131 | ||||||
| Reversals | (6,619 | ) | - | |||||
| Write offs | (22,868 | ) | (14,381 | ) | ||||
| Closing balance | 73,390 | 49,250 | ||||||
| 10. | Inventories |
The balance of this account comprises the following amounts:
| a. | Composition |
| September 30, 2023 | December 31, 2022 | |||||||
| Finished products (i) | 213,472 | 151,534 | ||||||
| Work in process | 75,874 | 73,993 | ||||||
| Raw materials | 23,230 | 30,773 | ||||||
| Imports in progress | - | 347 | ||||||
| Right to returned goods (ii) | 876 | 9,803 | ||||||
| 313,452 | 266,450 | |||||||
| (i) | These amounts are net of slow-moving items and net realizable value. |
| (ii) | Represents the Company’s right to recover products from customers when customers exercise their right of return under the Company’s returns policies, where the Company estimates the volume of goods returned based on experience and foreseen expectations. |
Changes in provision for losses with slow-moving inventories and net realizable value are broken down as follows:
| b. | Changes in provision |
| September 30, 2023 | September 30, 2022 | |||||||
| Opening balance | 84,049 | 58,723 | ||||||
| Additions | 26,041 | 27,896 | ||||||
| Reversals | (6,537 | ) | - | |||||
| Write-off inventories (i) | (22,529 | ) | (15,490 | ) | ||||
| Closing balance | 81,024 | 71,129 | ||||||
| (i) | Refers substantially to physical books destroyed, previously provisioned, due to indication of damage or obsolescence caused by changes in the educational content during the school year. |
| 11. | Equity accounted investees |
| a. | Composition of investments |
| Investment type | Interest | Investment | Fair value | Goodwill | September 30, 2023 | ||||||||||||||||||
| Educbank | Associate | 45% | 36,850 | 6,971 | 33,786 | 77,607 | |||||||||||||||||
19
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| Investment type | Interest | Investment | Fair value | Goodwill | December 31, 2022 | ||||||||||||||||||
| Educbank | Associate | 45% | 41,485 | 7,868 | 33,786 | 83,139 | |||||||||||||||||
| b. | Investments without control and significant influence |
| Educbank | ||||
| As of December 31, 2021 | - | |||
| Acquisition | 87,651 | |||
| Equity method | (2,150 | ) | ||
| As of September 30,2022 | 85,501 | |||
| As of December 31, 2022 | 83,139 | |||
| Equity method | (5,532 | ) | ||
| As of September 30,2023 | 77,607 | |||
| 12. | Property, plant and equipment |
The cost, weighted average depreciation rates and accumulated depreciation are as follows:
| September 30, 2023 | December 31, 2022 | ||||||||||||
| Weighted average depreciation rate | Cost | Accumulated depreciation | Net book value | Cost | Accumulated depreciation | Net book value | |||||||
| IT equipment | 10% - 33% | 83,285 | (57,700) | 25,585 | 80,262 | (43,294) | 36,968 | ||||||
| Furniture, equipment and fittings | 10% - 33% | 60,538 | (37,026) | 23,512 | 60,920 | (36,818) | 24,102 | ||||||
| Property, buildings and improvements | 5%-20% | 57,461 | (44,987) | 12,474 | 53,027 | (40,381) | 12,646 | ||||||
| In progress | - | 15,305 | - | 15,305 | 4,495 | - | 4,495 | ||||||
| Right of use assets | 12% | 204,239 | (101,441) | 102,798 | 257,034 | (137,948) | 119,086 | ||||||
| Land | - | 391 | - | 391 | 391 | - | 391 | ||||||
| Total | 421,219 | (241,154) | 180,065 | 456,129 | (258,441) | 197,688 | |||||||
Changes in property, plant and equipment are as follows:
| IT equipment | Furniture, equipment and fittings | Property, buildings and improvements | In progress | Right of use assets | Land | Total | ||||||||||||||||||||||
| As of December 31, 2022 | 36,968 | 24,102 | 12,646 | 4,495 | 119,086 | 391 | 197,688 | |||||||||||||||||||||
| Additions | 2,076 | 1,066 | - | 15,105 | 21,408 | - | 39,655 | |||||||||||||||||||||
| Business combinations (Note 5.1) | - | 613 | 183 | - | - | - | 796 | |||||||||||||||||||||
| Disposals / Cancelled contracts | - | (93 | ) | (373 | ) | - | (13,683 | ) | - | (14,149 | ) | |||||||||||||||||
| Depreciation | (13,459 | ) | (2,176 | ) | (4,277 | ) | - | (24,013 | ) | - | (43,925 | ) | ||||||||||||||||
| Transfers | - | - | 4,295 | (4,295 | ) | - | - | - | ||||||||||||||||||||
| As of September 30, 2023 | 25,585 | 23,512 | 12,474 | 15,305 | 102,798 | 391 | 180,065 | |||||||||||||||||||||
20
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| IT equipment | Furniture, equipment and fittings | Property, buildings and improvements | In progress | Right of use assets | Land | Total | ||||||||||||||||||||||
| As of December 31, 2021 | 16,615 | 8,390 | 17,872 | 677 | 141,737 | 391 | 185,682 | |||||||||||||||||||||
| Additions | 34,190 | 13,301 | 657 | 2,454 | 9,618 | - | 60,220 | |||||||||||||||||||||
| Business combinations | 54 | 12 | - | 7 | - | - | 73 | |||||||||||||||||||||
| Disposals / Cancelled contracts | - | (6 | ) | - | (18 | ) | (3,472 | ) | - | (3,496 | ) | |||||||||||||||||
| Depreciation | (11,245 | ) | (3,798 | ) | (4,031 | ) | - | (22,223 | ) | - | (41,297 | ) | ||||||||||||||||
| Transfers | 833 | (378 | ) | (455 | ) | - | - | - | - | |||||||||||||||||||
| As of September 30, 2022 | 40,447 | 17,521 | 14,043 | 3,120 | 125,660 | 391 | 201,182 | |||||||||||||||||||||
The Company assesses annually, whether there is an indication that a property, plant and equipment asset may be impaired. If any indication exists, the Company estimates the asset’s recoverable amount. There were no indications of impairment of property, plant and equipment as and for the nine-months periods ended September 30, 2023 and 2022.
| 13. | Intangible Assets and Goodwill |
The cost, weighted average amortization rates and accumulated amortization of intangible assets and goodwill comprise the following amounts:
| September 30, 2023 | December 31, 2022 | |||||||||||||||||||||||||||
| Weighted average amortization rate | Cost | Accumulated amortization | Net book value | Cost | Accumulated amortization | Net book value | ||||||||||||||||||||||
| Software | 20 | % | 324,837 | (212,655 | ) | 112,182 | 263,433 | (182,711 | ) | 80,722 | ||||||||||||||||||
| Customer Portfolio | 8 | % | 1,202,000 | (453,626 | ) | 748,374 | 1,201,074 | (377,891 | ) | 823,183 | ||||||||||||||||||
| Trademarks | 5 | % | 633,154 | (133,198 | ) | 499,956 | 631,582 | (112,967 | ) | 518,615 | ||||||||||||||||||
| Trade Agreement | 8 | % | 243,113 | (42,858 | ) | 200,255 | 247,622 | (28,795 | ) | 218,827 | ||||||||||||||||||
| Platform content production | 33 | % | 169,999 | (111,643 | ) | 58,356 | 123,251 | (74,881 | ) | 48,370 | ||||||||||||||||||
| Other Intangible assets | 33 | % | 12,307 | (5,029 | ) | 7,278 | 39,422 | (32,142 | ) | 7,280 | ||||||||||||||||||
| In progress | - | 4,985 | - | 4,985 | 18,958 | - | 18,958 | |||||||||||||||||||||
| Goodwill | - | 3,712,897 | - | 3,712,897 | 3,711,721 | - | 3,711,721 | |||||||||||||||||||||
| 6,303,292 | (959,009 | ) | 5,344,283 | 6,237,063 | (809,387 | ) | 5,427,676 | |||||||||||||||||||||
Changes in intangible assets and goodwill were as follows:
| Software | Customer Portfolio | Trade-marks | Trade Agreement | Platform content production | Other Intangible assets | In progress | Goodwill | Total | ||||||||||||||||||||||||||||
| As of December 31, 2022 | 80,722 | 823,183 | 518,615 | 218,827 | 48,370 | 7,280 | 18,958 | 3,711,721 | 5,427,676 | |||||||||||||||||||||||||||
| Additions | 14,693 | - | - | - | 40,565 | - | 27,669 | - | 82,927 | |||||||||||||||||||||||||||
| Business combination (note 5.1) | - | 1,844 | 1,823 | - | - | - | - | 1,176 | 4,843 | |||||||||||||||||||||||||||
| Disposals | (172 | ) | - | - | - | - | - | - | - | (172 | ) | |||||||||||||||||||||||||
| Amortization | (24,703 | ) | (76,653 | ) | (20,482 | ) | (18,572 | ) | (30,579 | ) | (2 | ) | - | - | (170,991 | ) | ||||||||||||||||||||
| Transfers (i) | 41,642 | - | - | - | - | - | (41,642 | ) | - | - | ||||||||||||||||||||||||||
| As of September 30, 2023 | 112,182 | 748,374 | 499,956 | 200,255 | 58,356 | 7,278 | 4,985 | 3,712,897 | 5,344,283 | |||||||||||||||||||||||||||
21
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| (i) | Refers to the transfer of software implementation projects completed throughout the period, especially those related to our Plurall platform. |
| Software | Customer Portfolio | Trade-marks | Trade Agreement | Platform content production | Other Intangible assets | In progress | Goodwill | Total | ||||||||||||||||||||||||||||
| As of December 31, 2021 | 96,044 | 922,105 | 546,277 | 243,495 | 24,294 | 7,282 | 3,991 | 3,694,879 | 5,538,367 | |||||||||||||||||||||||||||
| Additions | 11,725 | - | - | - | 41,803 | 19 | 9,672 | 3,600 | 66,819 | |||||||||||||||||||||||||||
| Business combination | 3,145 | - | - | - | - | - | - | 34,176 | 37,321 | |||||||||||||||||||||||||||
| Disposals | - | - | - | - | - | (17 | ) | - | (3,677 | ) | (3,694 | ) | ||||||||||||||||||||||||
| Amortization | (23,623 | ) | (76,190 | ) | (20,482 | ) | (18,572 | ) | (18,627 | ) | (50 | ) | - | - | (157,544 | ) | ||||||||||||||||||||
| Transfers | (2,085 | ) | 1,281 | - | 1,353 | - | (1,100 | ) | - | 551 | - | |||||||||||||||||||||||||
| As of September 30, 2022 | 85,206 | 847,196 | 525,795 | 226,276 | 47,470 | 6,134 | 13,663 | 3,729,529 | 5,481,269 | |||||||||||||||||||||||||||
Impairment test for goodwill
The Company performs its impairment test annually or when circumstances indicate that the carrying value may be impaired. The Company’s impairment test for goodwill is assessed by comparing it carrying amount with its recoverable amount. The key assumptions used to determine the recoverable amount for the different cash generating units were disclosed in the annual consolidated financial statements for the year ended December 31, 2022.
There were no indications of impairment for nine-months period ended September 30, 2023 and December 31, 2022.
| 14. | Bonds |
The balance of bonds comprises the following amounts:
| December 31, 2022 | Payment of interest (i) | Payment (ii) | Interest accrued | Transaction cost of bonds | Transfers | September 30, 2023 | ||||||||||||||||||||||
| Bonds with related parties | 63,325 | (40,984 | ) | (50,885 | ) | 33,505 | - | 206 | 5,167 | |||||||||||||||||||
| Bonds | 30,454 | (77,917 | ) | - | 57,856 | 779 | 499,011 | 510,183 | ||||||||||||||||||||
| Current liabilities | 93,779 | (118,901 | ) | (50,885 | ) | 91,361 | 779 | 499,217 | 515,350 | |||||||||||||||||||
| Bonds with related parties | 250,206 | - | - | - | - | (206 | ) | 250,000 | ||||||||||||||||||||
| Bonds | 499,011 | - | - | - | - | (499,011 | ) | - | ||||||||||||||||||||
| Non-current liabilities | 749,217 | - | - | - | - | (499,217 | ) | 250,000 | ||||||||||||||||||||
| Total | 842,996 | (118,901 | ) | (50,885 | ) | 91,361 | 779 | - | 765,350 | |||||||||||||||||||
| Emission | Payments | Interest | Principal | |||||||||
| Private Bonds – 6th Issuance - serie 2 | 02/15/2023 and 08/14/2023 | 7,258 | 50,885 | |||||||||
| SEDU21 – 7th. SOMOS 2nd. Série | 02/15/2023 and 08/11/2023 | 14,711 | - | |||||||||
| Private Bonds – 9th Issuance | 08/07/2023 | 19,016 | - | |||||||||
| GAGL11 - Somos Sistemas | 02/06/2023 and 08/07/2023 | 77,916 | - | |||||||||
| 118,901 | 50,885 | |||||||||||
22
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| a. | Bonds’ description |
See below the bonds outstanding on September 30, 2023:
| Subscriber | Related parties | Third parties | ||
| Issuance | 9th | 1st | ||
| Series | 2nd Series | Single Series | ||
| Date of issuance | 09/28/2022 | 08/06/2021 | ||
| Maturity date | 09/28/2025 | 07/06/2024 | ||
| First payment after | 36 months | 35 months | ||
| Remuneration payment | Semi-annual interest | Semi-annual interest | ||
| Financials charges | CDI + 2.40% p.a. | CDI + 2.30% p.a. | ||
| Principal amount (in millions of R$) | 250 | 500 |
| b. | Bond’s maturities |
The maturities range of these accounts, considering related and third parties are as follow:
| Maturity of installments | September 30, 2023 | % | December 31, 2022 | % | ||||||||||||
| In up to one year | 515,350 | 67.3 | 93,779 | 11.1 | ||||||||||||
| One to two years | 250,000 | 32.7 | 499,217 | 59.2 | ||||||||||||
| Two years on | - | 0.0 | 250,000 | 29.7 | ||||||||||||
| Total non-current liabilities | 250,000 | 32.7 | 749,217 | 88.9 | ||||||||||||
| 765,350 | 100.0 | 842,996 | 100.0 | |||||||||||||
| c. | Debit commitments |
The maintenance of the contractual maturity of debentures at their original maturities is subject to covenants, which are calculated annually. The main assumptions adopted in this calculation are described in the Financial Statements as of December 31, 2022. Additionally, the Company complied with all debt commitments in the period applicable on December 31, 2022.
| 15. | Suppliers |
The balance of this account comprises the following amounts:
| a. | Composition |
| September 30, 2023 | December 31, 2022 | |||||||
| Local suppliers | 180,419 | 215,593 | ||||||
| Related parties (note 20) | 49,290 | 13,781 | ||||||
| Copyright | 9,489 | 21,273 | ||||||
| 239,198 | 250,647 | |||||||
| Reverse Factoring (i) | 272,609 | 155,469 | ||||||
| (i) | As of September 30, 2023, the balance of reverse factoring was R$ 272,609 (R$ 155,469 as of December 31, 2022), and the discount rates of assignment operations carried out by our suppliers with financial institutions had a weighted average of 1.09% per month (as of December 31, 2022, the weighted average was 1.27% per month) and a maximum payment term of 360 days. The balance is initially recognized net of the present value adjustment, which is subsequently recognized as a financial expense. |
23
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 16. | Lease liabilities |
| September 30, 2023 | September 30, 2022 | |||||||
| Opening balance | 140,563 | 160,542 | ||||||
| Additions for new lease agreements | 21,408 | 1,268 | ||||||
| Renegotiation | - | 8,350 | ||||||
| Cancelled contracts | (16,162 | ) | (2,592 | ) | ||||
| Interest | 10,144 | 10,799 | ||||||
| Payment of interest | (10,136 | ) | (10,813 | ) | ||||
| Payment of principal | (22,541 | ) | (20,409 | ) | ||||
| Closing balance | 123,276 | 147,145 | ||||||
| Current liabilities | 15,352 | 28,426 | ||||||
| Non-current liabilities | 107,924 | 118,719 | ||||||
| 123,276 | 147,145 | |||||||
Short-term leases (lease period of 12 months or less) and leases of low-value assets (such as personal computers and office furniture) are recognized on a straight-line basis in rent expenses for the period and are not included in lease liabilities.
The Company recognized rent expense from short-term leases and low-value assets of R$ 18,613 for the nine-months period ended September 30, 2023 (R$ 16,413 as of September 30, 2022).
| 17. | Contractual obligations and deferred income |
| September 30, 2023 | December 31, 2022 | |||||||
| Refund liability (i) | 4,809 | 51,533 | ||||||
| Contract of exclusivity for processing payroll | - | 587 | ||||||
| Deferred income in leaseback agreement | 3,493 | 4,075 | ||||||
| Other contractual obligations | - | 1,657 | ||||||
| Current | 8,302 | 57,852 | ||||||
| (i) | Refers to the customer’s right to return products, as mentioned in Note 10, the Company business cycle is from October to September for each year, being the provision reduced in the end of business cycle and estimated in the fourth quarter. |
| 18. | Accounts payable for business combination and acquisition of associates |
| September 30, 2023 | December 31, 2022 | |||||||
| Pluri | - | 3,653 | ||||||
| Mind Makers | - | 7,915 | ||||||
| Livro Fácil | - | 10,516 | ||||||
| Meritt | 300 | 300 | ||||||
| SEL | 17,425 | 30,267 | ||||||
| Redação Nota 1000 | 4,574 | 6,030 | ||||||
| EMME | 8,435 | 10,827 | ||||||
| Editora De Gouges | 555,728 | 514,299 | ||||||
| Phidelis | 12,664 | 16,976 | ||||||
| Educbank | 2,045 | 24,494 | ||||||
| 601,171 | 625,277 | |||||||
| Current | 29,932 | 73,007 | ||||||
| Non-current | 571,239 | 552,270 | ||||||
| 601,171 | 625,277 | |||||||
24
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
The changes in the balance are as follows:
| September 30, 2023 | December 31, 2022 | |||||||
| Opening balance | 625,277 | 532,313 | ||||||
| Additions (i) | 28,043 | 120,344 | ||||||
| Cash payment | (4,100 | ) | (80,939 | ) | ||||
| Payments in installments | (91,129 | ) | (11,379 | ) | ||||
| Interest payment | (8,096 | ) | (603 | ) | ||||
| Interest adjustment | 52,100 | 65,725 | ||||||
| Remeasurement | (924 | ) | (184 | ) | ||||
| Closing balance | 601,171 | 625,277 | ||||||
| (i) | Composed of the purchase price of the company Start Anglo, in the amount of R$ 4,481 (as per note 5), and the price adjustment in the acquisition of companies, in the amount of R$ 23,562 (as per note 25), as follows: (i) increase of R$33,190 in the purchase price of Mind Makers, due to the performance of the business, considering the number of students who used the products made available by the entity in April 2023, in accordance with the 4th contractual amendment, which defined the targets for the payment of earnout, and (ii) reduction of R$9,628 in the acquisition of the company Editora de Gouges (“Eleva”), as a result of the review of the net debt provided for in the shareholder’s agreement. |
The maturity years of such balances as of September 30, 2023 and December 31, 2022, are shown in the table below:
| September 30, 2023 | December 31, 2022 | |||||||||||||||
| Maturity of installments | Total | % | Total | % | ||||||||||||
| In up to one year | 29,932 | 5.0 | 73,007 | 11.7 | ||||||||||||
| One to two years | 189,386 | 31.5 | 235,923 | 37.7 | ||||||||||||
| Two to three years | 194,138 | 32.3 | 153,264 | 24.5 | ||||||||||||
| Three years on | 187,715 | 31.2 | 163,083 | 26.1 | ||||||||||||
| 601,171 | 100.0 | 625,277 | 100.0 | |||||||||||||
| 19. | Salaries and Social Contribution |
| September 30, 2023 | December 31 2022 | |||||||
| Salaries payable | 26,199 | 28,351 | ||||||
| Social contribution payable (i) | 24,794 | 25,205 | ||||||
| Provision for vacation pay and 13th salary | 37,935 | 21,454 | ||||||
| Provision for profit sharing (ii) | 20,162 | 25,047 | ||||||
| 109,090 | 100,057 | |||||||
| (i) | Refers to the effect of social contribution over restricted share units' compensation plans issued on July 31 and November 10, 2020. The Company records the taxes over the shares on a monthly basis according to the Company’s share price. |
| (ii) | The provision for profit sharing is based on qualitative and quantitative metrics determined by Management. |
| 20. | Related parties |
The Company is part of Cogna Group and some of the Company’s transactions and arrangements involve entities that belong to the Cogna Group. The effect of these transactions is reflected in the Consolidated Financial Statements, with these related parties segregated by nature of transaction measured on an arm’s length basis and determined by intercompany agreements and approved by the Company’s Management.
25
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
The balances and transactions between the Company and its associates have been eliminated in the Company’s Unaudited Condensed Interim Consolidated Financial Statements. Additionally, the main contracts with related parties are presented in greater detail in the Consolidated Financial Statements for the year ended December 31, 2022, which did not change until the end of this quarter. The balances and transactions between related parties are shown below:
| September 30, 2023 | |||||||||||||||||||||||
| Other receivables | Trade receivables (Note 9) | Indemnification asset (note 21b) | Other liabilities | Suppliers (note 15) | Bonds (note 14) | ||||||||||||||||||
| Cogna Educação S.A. | - | - | 198,321 | - | 3,869 | 255,167 | |||||||||||||||||
| Editora Atica S.A. | - | 15,004 | - | - | 43,209 | - | |||||||||||||||||
| Editora E Distribuidora Educacional S.A. | - | 1,350 | - | - | 2,193 | - | |||||||||||||||||
| Editora Scipione S.A. | - | 87 | - | - | - | - | |||||||||||||||||
| Anhanguera Educacional | - | 21 | - | - | - | - | |||||||||||||||||
| Pitagoras Sistema De Educacao Superior Ltda. | - | 1 | - | - | - | - | |||||||||||||||||
| Maxiprint Editora Ltda. | - | 139 | - | - | - | - | |||||||||||||||||
| Saraiva Educação S.A. | - | 3,197 | - | - | 19 | - | |||||||||||||||||
| Somos Idiomas S.A. | - | 470 | - | - | - | - | |||||||||||||||||
| - | 20,269 | 198,321 | - | 49,290 | 255,167 | ||||||||||||||||||
| December 31, 2022 | ||||||||||||||||||||||||
| Other receivables (i) | Trade receivables (Note 9) | Indemnification asset (note 21b) | Other liabilities | Suppliers (note 15) | Bonds (note 14) | |||||||||||||||||||
| Cogna Educação S.A. | - | - | 180,417 | - | 3,828 | 313,531 | ||||||||||||||||||
| Editora Atica S.A. | - | 5,754 | - | - | 9,778 | - | ||||||||||||||||||
| Editora E Distribuidora Educacional S.A. | 1,722 | 19 | - | - | - | - | ||||||||||||||||||
| Educação Inovação e Tecnologia S.A. | - | 389 | - | - | 175 | - | ||||||||||||||||||
| Nice Participações Ltda. | - | 37 | - | - | - | - | ||||||||||||||||||
| Saraiva Educação S.A. | - | 749 | - | - | - | - | ||||||||||||||||||
| Somos Idiomas S.A. | - | 229 | - | - | - | - | ||||||||||||||||||
| Others | 37 | - | - | 54 | - | - | ||||||||||||||||||
| 1,759 | 7,177 | 180,417 | 54 | 13,781 | 313,531 | |||||||||||||||||||
| (i) | Refers substantially to accounts receivable generated from sharing costs e.g IT services shared by the Company to Cogna Group. |
| September 30, 2023 | September 30, 2022 | |||||||||||||||||||||||||||||||
| Transactions held: | Revenues | Finance costs (note 14) | Cost Sharing | Sublease | Revenues | Finance costs (note 14) | Cost Sharing | Sublease | ||||||||||||||||||||||||
| Cogna Educação S.A. | - | 33,505 | - | - | - | 25,315 | - | - | ||||||||||||||||||||||||
| Editora Ática S.A. | 8,127 | - | 1,302 | 6,926 | 9,919 | - | 4,327 | 6,165 | ||||||||||||||||||||||||
| Editora E Distribuidora Educacional S.A. | 665 | - | - | - | - | - | 22,155 | - | ||||||||||||||||||||||||
| Editora Scipione S.A. | 2,605 | - | - | - | 1,908 | - | - | - | ||||||||||||||||||||||||
| Maxiprint Editora Ltda. | 6,213 | - | - | - | 3,882 | - | - | - | ||||||||||||||||||||||||
| Saber Serviços Educacionais S.A. | - | - | - | - | 41 | - | - | - | ||||||||||||||||||||||||
| Saraiva Educacão S.A. | 2,028 | - | - | 2,000 | 3,226 | - | - | 1,484 | ||||||||||||||||||||||||
| Somos Idiomas Ltda. | - | - | - | 429 | - | - | - | 1,158 | ||||||||||||||||||||||||
| SSE Serviços Educacionais Ltda. | 938 | - | - | - | 437 | - | - | - | ||||||||||||||||||||||||
| 20,576 | 33,505 | 1,302 | 9,355 | 19,413 | 25,315 | 26,482 | 8,807 | |||||||||||||||||||||||||
26
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| a) | Compensation of key management personnel |
Key management personnel include the members of the Board of Directors, Audit Committee, the CEO and the vice-presidents, for which the nature of the tasks performed were related to the activities of the Company.
For the nine-months period ended September 30, 2023, key management compensation, including charges and variable compensation amounted to R$ 4,967 (R$ 7,134 in September 30, 2022). The Audit Committee and Board of Directors were established in July 2020 as a result of the IPO.
The Key management personnel compensation expenses comprised the following:
| July 01, to September 30, 2023 | July 01, to September 30, 2022 | |||||||
| Short-term employee benefits | 1,508 | 2,728 | ||||||
| Share-based compensation plan | 3,459 | 4,406 | ||||||
| 4,967 | 7,134 | |||||||
| 21. | Provision for tax, civil and labor losses and Judicial deposits and escrow accounts |
The Company classifies the likelihood of loss in judicial/administrative proceedings in which it is a defendant. Provisions are recorded for contingencies classified as probable loss in an amount that Management, in conjunction with its legal advisors, believes is enough to cover probable losses or when related to contingences resulting from business combinations.
In connection with the acquisition of Somos Group by Cogna Group, provisions for contingent liabilities assumed by Cogna were recognized when potential non-compliance with labor and civil legislation arising from past practices of subsidiaries acquired were identified. Thus, at the acquisition date, Cogna reviewed all proceedings for which liabilities were transferred to assess whether there was a present obligation and if the fair value could be measured reliably. The contingent liabilities are composed as follows:
| a. | Composition |
| September 30, 2023 | December 31, 2022 | |||||||
| Proceedings whose likelihood of loss is probable | ||||||||
| Tax proceedings (i) | 659,706 | 623,189 | ||||||
| Labor proceedings (ii) | 20,792 | 27,567 | ||||||
| Civil proceedings | 151 | 496 | ||||||
| Total of provision for tax, civil and labor losses | 680,649 | 651,252 | ||||||
| (i) | Primarily refers to income tax positions taken by Somos and the Company in connection with a corporate restructuring held by the predecessor in 2010, In 2018, given a tax assessment via an Infraction Notice received by the predecessor for certain periods opened for tax audit coupled with unfavorable case law on a similar tax case also reached in 2018, the Company reassessed this income tax position and recorded a liability, including interest and penalties. |
| (ii) | The Company is a party to labor demands, which mostly refer to proportional vacation, salary difference, night shift premium, overtime and social charges, among others. There are no individual labor demands with material amounts that require specific disclosure. |
The changes in provision for the nine-months periods ended September 30, 2023 and 2022 were as follows:
27
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| December 31, 2022 | Additions | Reversals | Interest | Payments | September 30, 2023 | |||||||||||||||||||
| Tax proceedings | 623,189 | - | (1,199 | ) | 37,716 | - | 659,706 | |||||||||||||||||
| Labor proceedings | 27,567 | 4,195 | (13,369 | ) | 3,643 | (1,244 | ) | 20,792 | ||||||||||||||||
| Civil proceedings | 496 | 106 | (472 | ) | 24 | (3 | ) | 151 | ||||||||||||||||
| Total | 651,252 | 4,301 | (15,040 | ) | 41,383 | (1,247 | ) | 680,649 | ||||||||||||||||
| Finance expense | - | - | (41,313 | ) | ||||||||||||||||||||
| General and administrative expenses | (4,299 | ) | 14,489 | - | ||||||||||||||||||||
| Income tax and social contribution | - | 28 | - | |||||||||||||||||||||
| Indemnification asset – Former owner | (2 | ) | 523 | (70 | ) | |||||||||||||||||||
| Total | (4,301 | ) | 15,040 | (41,383 | ) | |||||||||||||||||||
| December 31, 2021 | Additions | Reversals | Interest | Payments | September 30, 2022 | |||||||||||||||||||
| Tax proceedings | 607,084 | 1,019 | (2,461 | ) | 38,028 | (1,019 | ) | 642,651 | ||||||||||||||||
| Labor proceedings | 38,159 | 1,773 | (9,670 | ) | 1,595 | (109 | ) | 31,748 | ||||||||||||||||
| Civil proceedings | 1,607 | 212 | (24 | ) | 16 | (180 | ) | 1,631 | ||||||||||||||||
| Total | 646,850 | 3,004 | (12,155 | ) | 39,639 | (1,308 | ) | 676,030 | ||||||||||||||||
| Finance expense | - | - | (39,639 | ) | ||||||||||||||||||||
| General and administrative expenses | (3,004 | ) | 12,155 | - | ||||||||||||||||||||
| Total | (3,004 | ) | 12,155 | (39,639 | ) | |||||||||||||||||||
| b. | Judicial Deposits and Escrow Accounts |
Judicial deposits and escrow accounts recorded as non-current assets are as follows:
| September 30, 2023 | December 31, 2022 | |||||||
| Tax proceedings | 1,641 | 2,126 | ||||||
| Indemnification asset – Former owner | 1,471 | 1,801 | ||||||
| Indemnification asset – Related parties (i) | 198,321 | 180,417 | ||||||
| Escrow-account | - | 10,515 | ||||||
| 201,433 | 194,859 | |||||||
| (i) | Refers to an indemnification asset of the seller in connection with the acquisition of Somos by Cogna Group and recognized at the date of the business combination, in order to indemnify the Company for all losses that may be incurred in connection with all contingencies or lawsuits, substantially tax proceedings related to business combinations up to the maximum amount of R$198,321 (R$ 180,417 on December 31, 2022). This asset is indexed to CDI (Certificates of Interbank Deposits). |
| 22. | Current and Deferred Income Tax and Social Contribution |
Income tax expense is recognized at an amount determined by multiplying profit (loss) before tax for the interim reporting period by the Company’s best estimate of the weighted-average annual income tax rate expected for the full financial year, adjusted for the tax effect of certain items recognized in full in the interim period. As such, the effective rate in the Unaudited Condensed Interim Consolidated Financial statements may differ from the Consolidated estimate of the effective tax rate for the annual financial statements. The Company’s effective tax rates for the period ended September 30, 2023 and 2022 were 35% and 33% respectively (Combined nominal statutory rate of income tax and social contribution is 34%).
28
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 23. | Shareholder’s Equity |
23.1. Share Capital
The Company holds Class A shares (issued and sold in the IPO), in addition to Class B shares (owned by Cogna).
On September 30, 2023, the Company’s capital stock totals 83,649,887 shares (83,649,887 on December 31, 2022), of which 64,436,093 are Class B shares owned by the Cogna Group and 18,134,094 are Class A shares owned by third-parties and 1,079,700 shares Class A are held in treasury.
The Company’s Shareholders Agreement authorizes the Board of Directors to grant restricted share units to certain executives and employees and other service providers with respect to up to 3% (three per cent) of the issued and outstanding shares of the Company. Below we present the movements that occurred in the nine-months period ended September 30, 2023:
| Class A Shares (units) | Class B Shares (units) | Total | ||||||||||||||
| Free float | Treasury shares (23.4) | |||||||||||||||
| December 31, 2022 | 18,213,794 | 1,000,000 | 64,436,093 | 83,649,887 | ||||||||||||
| ILP exercised | 203,973 | - | - | 203,973 | ||||||||||||
| Treasury shares | - | (203,973 | ) | - | (203,973 | ) | ||||||||||
| Repurchase shares | (283,673 | ) | 283,673 | - | - | |||||||||||
| September 30, 2023 | 18,134,094 | 1,079,700 | 64,436,093 | 83,649,887 | ||||||||||||
The Company’s shareholders on September 30, 2023, are as follows:
| In units | ||||||||||||
| Company Shareholders | Class A | Class B | Total | |||||||||
| Cogna Group | - | 64,436,093 | 64,436,093 | |||||||||
| Free Float | 18,134,094 | - | 18,134,094 | |||||||||
| Treasury shares (Note 23.4) | 1,079,700 | - | 1,079,700 | |||||||||
| Total (%) | 23 | % | 77 | % | 83,649,887 | |||||||
| 23.2. | Loss per share |
The basic loss per share is measured by dividing the profit attributable to the Company’s shareholders by the weighted average common shares outstanding during the year. The Company considers as diluted loss per share, the number of common shares calculated added by the weighted average number of common shares that should be issued upon conversion of all potentially dilutive shares into common shares; potentially dilutive shares were deemed to have been converted into common shares at the beginning of the period.
| July 01, to September 30, 2023 | September 30, 2023 | July 01, to September 30, 2022 | September 30, 2022 | |||||||||||||
| Loss attributable to parent company | (62,111 | ) | (142,946 | ) | (75,994 | ) | (130,465 | ) | ||||||||
| Weighted average number of ordinary shares outstanding (thousands) | 83,650 | 83,650 | 83,605 | 83,605 | ||||||||||||
| Basic and diluted loss per share – R$ | (0.74 | ) | (1.71 | ) | (0.91 | ) | (1.56 | ) | ||||||||
29
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 23.3. | Capital reserve – Share-based compensation (granted) |
The Company as of September 30, 2023, had two share-based compensation plans and one bonus plan paid in restricted share units, being:
| a) | Long Term Investment – (“ILP”) – Refers to two tranches granted being the first issued on July 23, 2020 and November 10, 2020. The Company compensates part of its employees and management. This plan will grant up to 3% of the Company’s class A share units. The Company will grant the limit of five tranches approved by the Company’s Board of Directors. The fair value of share units is measured at fair value quoted on the grant date. The plan has a vesting period corresponding to 5 years added by expected volatility of 30% and will be settled with Company’s shares. All taxes and contributions are paid by the Company without additional costs to employees and management. This program should be wholly settled with the delivery of the shares. The effect of events on share-based compensation in the Statement of Profit or Loss for the nine-months period ended September 30, 2023 was R$ 12,403, being R$ 11,555 in Shareholder’s the Equity and a credit of R$ 848 as labor charges in liabilities. |
| b) | Bonus paid in restricted share units – “Premium recognized” – The Company granted and vested 101,798 shares on April, 2023 to certain members of management based on performance recognized. This program was wholly settled with the delivery of the shares. The amount provisioned and paid was R$ 3,303 (net of withholding taxes), being R$ 2,772 in Shareholder’s the Equity and a credit of R$ 531 as labor charges in liabilities. |
| 23.4. | Vasta’s share Repurchase Program |
In 2021 the Company announced that its Board of Directors has approved its first share repurchase program, or the Repurchase Program. Under the Repurchase Program, the Company may repurchase up to 1,000,000 in Class A common shares in the open market, based on prevailing market prices, or in privately negotiated transactions, over a period beginning on August 17, 2021, continuing until the earlier of the completion of the repurchase or February 17, 2022, depending upon market conditions. The Company concluded the Repurchase Program on December 10, 2021, using its existing funds to finance the repurchase.
On September 30, 2023, the Company announced that its Board of Directors has approved a share repurchase program or Repurchase Program. Under the Repurchase Program, Vasta may repurchase up to US$12.500 of shares of Class A common stock in the open market, based on prevailing market prices, or in privately negotiated transactions, during a period beginning 18 September 2023, continuing until the earlier of the repurchase completion or September 30, 2024, depending on market conditions.
Considering the above information, on September 30, 2023 the Company had in balance of R$24,792 or 800,027 shares in its possession.
| 24. | Net Revenue from sales and Services |
The breakdown of net sales of the Company for the nine-months periods ended September 30, 2023, and 2022 is shown below, revenue is broken down into the categories that, according to the Company the nature, amount, timing and uncertainty of revenue through provisions as follows:
30
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| July 01 to September 30, 2023 | September 30, 2023 | July 01 to September 30, 2022 | September 30,2022 | |||||||||||||
| Learning Systems | ||||||||||||||||
| Gross revenue | 238,062 | 790,827 | 143,843 | 583,748 | ||||||||||||
| Discounts | (1,060 | ) | (1,804 | ) | (906 | ) | (7,599 | ) | ||||||||
| Returns | (41,552 | ) | (128,365 | ) | (7,860 | ) | (72,153 | ) | ||||||||
| Taxes | (1,459 | ) | (1,621 | ) | (43 | ) | (256 | ) | ||||||||
| Net revenue | 193,991 | 659,037 | 135,034 | 503,740 | ||||||||||||
| Textbooks | ||||||||||||||||
| Gross revenue | 30,831 | 110,681 | 31,934 | 109,358 | ||||||||||||
| Discounts | - | (188 | ) | - | (441 | ) | ||||||||||
| Returns | (13,499 | ) | (36,447 | ) | (8,695 | ) | (21,541 | ) | ||||||||
| Taxes | (156 | ) | (158 | ) | - | (267 | ) | |||||||||
| Net revenue | 17,176 | 73,888 | 23,239 | 87,109 | ||||||||||||
| Complementary Education Services | ||||||||||||||||
| Gross revenue | 7,817 | 93,389 | 4,894 | 63,454 | ||||||||||||
| Discounts | - | (226 | ) | (1 | ) | (1 | ) | |||||||||
| Returns | (4,290 | ) | (32,150 | ) | (1,642 | ) | (14,957 | ) | ||||||||
| Taxes | (676 | ) | (830 | ) | (8 | ) | (195 | ) | ||||||||
| Net revenue | 2,851 | 60,183 | 3,243 | 48,301 | ||||||||||||
| Other services | ||||||||||||||||
| Gross revenue | 15,711 | 39,418 | 9,307 | 32,138 | ||||||||||||
| Taxes | (20 | ) | (3,389 | ) | (1,025 | ) | (4,933 | ) | ||||||||
| Net revenue | 15,691 | 36,029 | 8,282 | 27,205 | ||||||||||||
| E-commerce | ||||||||||||||||
| Gross revenue | 31,555 | 107,549 | 19,572 | 99,750 | ||||||||||||
| Returns | (2,702 | ) | (3,430 | ) | (737 | ) | (5,418 | ) | ||||||||
| Taxes | (629 | ) | (1,092 | ) | 91 | (1,426 | ) | |||||||||
| Net revenue | 28,224 | 103,027 | 18,926 | 92,906 | ||||||||||||
| Total | ||||||||||||||||
| Gross revenue | 323,976 | 1,141,864 | 209,550 | 888,448 | ||||||||||||
| Discounts | (1,060 | ) | (2,218 | ) | (907 | ) | (8,041 | ) | ||||||||
| Returns | (62,043 | ) | (200,392 | ) | (18,934 | ) | (114,069 | ) | ||||||||
| Taxes | (2,940 | ) | (7,090 | ) | (985 | ) | (7,077 | ) | ||||||||
| Net revenue | 257,933 | 932,164 | 188,724 | 759,261 | ||||||||||||
| Sales | 242,242 | 896,135 | 180,422 | 732,647 | ||||||||||||
| Service | 15,691 | 36,029 | 8,302 | 26,614 | ||||||||||||
| Net revenue | 257,933 | 932,164 | 188,724 | 759,261 | ||||||||||||
| a. | Seasonality |
The Company’s revenue is subject to seasonality since the main deliveries of printed materials and digital materials to customers occur in the last quarter of each year (typically in November and December), and in the first quarter of each subsequent year (typically in February and March), and revenue is recognized when the customers obtain control over the materials. In addition, the printed and digital materials delivered in the fourth quarter are used by customers in the following school year and, therefore, fourth quarter results reflect the growth in the number of students from one school year to the next, leading to higher revenue in general in the fourth quarter compared with the preceding quarters in each year. Consequently, on aggregate, the seasonality of revenue generally produces higher revenue in the first and fourth quarters of our fiscal year.
31
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
In addition, the Company generally bills its customers during the first half of each school year (which starts in January), which generally results in a higher cash position in the first half of each year compared to the second half. A significant part of the Company’s expenses is also seasonal. Due to the nature of the business cycle, the Company needs significant working capital, typically in September or October of each year, in order to cover costs related to production and inventory accumulation, selling and marketing expenses, and delivery of the teaching materials at the end of each year in preparation for the beginning of each school year. As a result, these operating expenses are generally incurred between September and December of each year. Purchases through the Livro Fácil e-commerce platform are also very intense during the back-to-school period, between November, when school enrollment takes place and families plan to anticipate the purchase of products and services, and February of the following year, when classes are about to start. Thus, e-commerce revenue is mainly concentrated in the first and fourth quarters of the year.
| 25. | Costs and Expenses by Nature |
| July 01, to September 30, 2023 | September 30, 2023 | July 01, to September 30, 2022 | September 30, 2022 | |||||||||||||
| Salaries and payroll charges | (78,118 | ) | (224,043 | ) | (69,519 | ) | (216,692 | ) | ||||||||
| Depreciation and amortization | (74,308 | ) | (214,916 | ) | (66,949 | ) | (198,841 | ) | ||||||||
| Raw materials and productions costs | (43,501 | ) | (196,116 | ) | (16,667 | ) | (113,876 | ) | ||||||||
| Advertising and publicity | (21,211 | ) | (65,633 | ) | (11,715 | ) | (51,950 | ) | ||||||||
| Copyright | (10,803 | ) | (51,025 | ) | (8,311 | ) | (41,877 | ) | ||||||||
| Editorial cost | (7,852 | ) | (37,474 | ) | (8,369 | ) | (28,743 | ) | ||||||||
| Other general, administrative, and commercial expenses, net | (7,282 | ) | (27,713 | ) | (12,263 | ) | (28,399 | ) | ||||||||
| Impairment losses on trade receivables | (15,369 | ) | (26,777 | ) | (4,692 | ) | (17,131 | ) | ||||||||
| Net adjustment of price in accounts payable for business combination (note 18) | - | (23,562 | ) | - | - | |||||||||||
| Third-party services | (7,280 | ) | (21,694 | ) | (1,626 | ) | (20,419 | ) | ||||||||
| Travel | (8,569 | ) | (21,425 | ) | (5,934 | ) | (18,078 | ) | ||||||||
| Consulting and advisory services | (7,171 | ) | (21,302 | ) | (10,302 | ) | (26,255 | ) | ||||||||
| Provision for obsolete inventories | (12,264 | ) | (19,504 | ) | (21,786 | ) | (27,896 | ) | ||||||||
| Rent and condominium fees | (908 | ) | (18,613 | ) | (2,756 | ) | (16,413 | ) | ||||||||
| Utilities, cleaning, and security | (4,555 | ) | (12,751 | ) | (5,267 | ) | (16,972 | ) | ||||||||
| Material | (1,019 | ) | (2,159 | ) | (1,407 | ) | (4,164 | ) | ||||||||
| Taxes and contributions | (485 | ) | (872 | ) | (546 | ) | (1,076 | ) | ||||||||
| Income from lease and sublease agreements with related parties | 3,130 | 9,355 | 3,145 | 8,807 | ||||||||||||
| Reversal for tax, civil and labor losses, net | 1,025 | 10,190 | 2,290 | 9,151 | ||||||||||||
| (296,540 | ) | (966,034 | ) | (242,674 | ) | (810,824 | ) | |||||||||
| Cost of sales and services | (101,161 | ) | (375,464 | ) | (91,855 | ) | (301,058 | ) | ||||||||
| Commercial expenses | (63,044 | ) | (178,968 | ) | (48,917 | ) | (143,838 | ) | ||||||||
| General and administrative expenses | (124,500 | ) | (369,872 | ) | (98,511 | ) | (351,738 | ) | ||||||||
| Impairment loss on accounts receivable | (15,369 | ) | (26,777 | ) | (4,692 | ) | (17,131 | ) | ||||||||
| Other operating income | 7,534 | 18,015 | 1,301 | 2,941 | ||||||||||||
| Other operating expenses | - | (32,968 | ) | - | - | |||||||||||
| (296,540 | ) | (966,034 | ) | (242,674 | ) | (810,824 | ) | |||||||||
32
Vasta Platform Limited
Unaudited Condensed Interim Consolidated
Financial Statements as of nine-months period ended September 30, 2023
In thousands of R$, unless otherwise stated
| 26. | Finance result |
| July 01, to September 30, 2023 | September 30, 2023 | July 01, to September 30, 2022 | September 30, 2022 | |||||||||||||
| Finance income | ||||||||||||||||
| Income from financial investments and marketable securities | 11,432 | 31,065 | 12,905 | 39,709 | ||||||||||||
| Income finance from contingencies | 6,323 | 18,067 | 5,641 | 14,399 | ||||||||||||
| Other finance income | 1,756 | 4,480 | 628 | 2,231 | ||||||||||||
| 19,511 | 53,612 | 19,174 | 56,339 | |||||||||||||
| Finance costs | ||||||||||||||||
| Interest on bonds | (30,507 | ) | (91,361 | ) | (25,997 | ) | (77,636 | ) | ||||||||
| Interest acquisition | (17,113 | ) | (52,100 | ) | (17,720 | ) | (47,511 | ) | ||||||||
| Imputed interest on suppliers | (11,016 | ) | (26,196 | ) | (5,327 | ) | (13,730 | ) | ||||||||
| Bank and collection fees | (855 | ) | (6,053 | ) | (446 | ) | (6,056 | ) | ||||||||
| Interest on provision for tax, civil and labor losses (note 21.a) | (10,199 | ) | (41,313 | ) | (14,052 | ) | (39,639 | ) | ||||||||
| Interest on lease liabilities | (3,884 | ) | (10,144 | ) | (3,535 | ) | (10,799 | ) | ||||||||
| Other finance costs | (1,392 | ) | (6,369 | ) | (1,349 | ) | (920 | ) | ||||||||
| (74,966 | ) | (233,536 | ) | (68,426 | ) | (196,291 | ) | |||||||||
| Financial result (net) | (55,455 | ) | (179,924 | ) | (49,252 | ) | (139,952 | ) | ||||||||
| 27. | Non-cash transactions |
Non-cash transactions for the nine-months period ended September 30, 2023 are: (i) Additions of right of use assets and lease liabilities in the amount of R$ 21,408 (note 16), (ii) Disposals of contracts of right of use assets and lease liabilities in the amount of R$ 16,162 (note 16), and (iii) Accounts payable assumed in the acquisition of Escola Start, during year 2023, in the amount of R$ 1,698, net of the percentage acquired (note 5.1).
* * * * * * * * * * * * * * * * * * *
Guilherme Melega
Chief Executive Officer
Cesar Augusto Silva
Chief Financial Officer
Marcelo Vieira Werneck
Accountant - CRC: RJ – 091570/0-1
33
