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Loans, financing, debentures and derivative financial instruments | 12 Months Ended
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Dec. 31, 2022
Disclosure of detailed information about borrowings [abstract] |
Loans, financing, debentures and derivative financial instruments | 17 Loans, financing, debentures and derivative financial instruments a. Composition
| 12/31/2022 |  |  | 12/31/2021 |  |  | Index/Currency | Weighted average financial charges 2022 | Maturity
Foreign currency: |  |  |  |  |  |  |  |  |
Notes in the foreign market (d) | 3,973,816 |  |  | 7,821,441 |  |  | US$ | 5.3% | 2026 and 2029
Foreign loan (e) | 1,161,798 |  |  | 735,438 |  |  | US$ | 4.2% | 2023 and 2025
Foreign loan (e) | - |  |  | 275,936 |  |  | US$ + LIBOR (1) | - |
Foreign loan (e) | 54,542 |  |  | - |  |  | EU$ | 2.9% | 2023
Total in foreign currency | 5,190,156 |  |  | 8,832,815 |  |  |  |  |
Brazilian Reais: |  |  |  |  |  |  |  |  |
Debentures – CRA (g) | 660,485 |  |  | 2,063,788 |  |  | DI | 97.5% | 2023
Debentures - 6th issuance (g) | 1,800,213 |  |  | 1,764,199 |  |  | DI | 105.3% | 2023
Debentures – CRA (g) | 3,011,462 |  |  | 1,940,237 |  |  | IPCA | 5.1% | 2024 and 2032
Debentures – Ipiranga (g) | - |  |  | 771,538 |  |  | DI |  |
Debentures - Ultracargo Logística and Tequimar Vila do Conde (g) | 482,185 |  |  | 466,061 |  |  | IPCA | 4.1% | 2028
Banco do Brasil floating rate (f) | - |  |  | 204,813 |  |  | DI |  |
Debentures – Ultracargo Logística (g) | 81,548 |  |  | 80,946 |  |  | R$ | 6.5% | 2024
Bank Credit Bill | - |  |  | 51,179 |  |  | DI |  |
Financial institutions | - |  |  | 4,564 |  |  | R$ |  |
FINEP | - |  |  | 326 |  |  | TJLP (2) |  |
Total in Brazilian Reais | 6,035,893 |  |  | 7,347,651 |  |  |  |  |
Total in foreign currency and Brazilian Reais | 11,226,049 |  |  | 16,180,466 |  |  |  |  |
Currency and interest rate hedging instruments (*) | 524,312 |  |  | 197,177 |  |  |  |  |
Total | 11,750,361 |  |  | 16,377,643 |  |  |  |  |
Current | 3,360,677 |  |  | 2,866,051 |  |  |  |  |
Non-current | 8,389,684 |  |  | 13,511,592 |  |  |  |  |
(*) Accumulated losses (see Note 31.i).
1) | LIBOR = London Interbank Offered Rate.
2) | TJLP (Long-term Interest Rate) = set by the National Monetary Council, TJLP is the basic financing cost of Banco Nacional de Desenvolvimento Econômico e Social (“BNDES”), the Brazilian Development Bank. On December 31, 2022, TLP was fixed at 7.20% p.a.
The changes in loans, financing, debentures and derivative financial instruments are shown below:
Balance as of December 31, 2019 | 14,392,722 |
New loans and debentures with cash effect | 3,591,624 |
Interest accrued | 757,161 |
Principal payment | (2,795,002 | )
Interest payment | (740,853 | )
Monetary and exchange rate variation | 2,048,688 |
Change in fair value | 34,702 |
Hedge result | 87,174 |
Balance as of December 31, 2020 | 17,376,216 |
New loans and debentures with cash effect | 1,462,220 |
Interest accrued | 801,102 |
Principal payment | (2,922,214 | )
Interest payment | (749,043 | )
Monetary and exchange rate variation | 800,749 |
Change in fair value | (229,657 | )
Hedge result | 80,018 |
Reclassification to liabilities held for sale (i) | (241,748 | )
Balance as of December 31, 2021 | 16,377,643 |
New loans and debentures with cash effect | 1,519,580 |
Interest accrued | 945,023 |
Principal payment | (5,848,611 | )
Interest payment | (914,979 | )
Monetary and exchange rate variation | (587,064 | )
Change in fair value | (68,366 | )
Hedge result | 327,135 |
Balance as of December 31, 2022 | 11,750,361 |
(i) For further details, see Note 4.c.1. The long-term debt had the following principal maturity schedule:
| 12/31/2022 |  |  | 12/31/2021 |
From 1 to 2 years | 817,898 |  |  | 3,092,734 |
From 2 to 3 years | 782,965 |  |  | 774,904 |
From 3 to 4 years | 2,268,647 |  |  | 270,401 |
From 4 to 5 years | - |  |  | 3,056,499 |
More than 5 years | 4,520,174 |  |  | 6,317,054 |
| 8,389,684 |  |  | 13,511,592 |
The transaction costs and issuance premiums associated with debt issuance were added to their financial liabilities. The Company’s Management entered into hedging instruments against foreign exchange and interest rate variations for a portion of its debt obligations (see Note 31.h). b. Transaction costs Transaction costs incurred in issuing debt were deducted from the value of the related contracted financing and are recognized as an expense according to the effective interest rate method as follows:
| Effective rate of transaction costs (% p.a.) |  |  | Balance as of 12/31/2021 |  |  | Incurred costs |  |  | Payments |  |  | Balance as of 12/31/2022 |
Debentures | 0.2 |  |  | 54,490 |  |  | 30,420 |  |  | (16,742 | ) |  | 68,168 |
Notes in the foreign market | 0.1 |  |  | 28,018 |  |  | - |  |  | (15,613 | ) |  | 12,405 |
Banco do Brasil | 0.1 |  |  | 76 |  |  | - |  |  | (76 | ) |  | - |
Total |  |  |  | 82,584 |  |  | 30,420 |  |  | (32,431 | ) |  | 80,573 |
| Effective rate of transaction costs (% p.a.) |  |  | Balance as of 12/31/2020 |  |  | Incurred costs |  |  | Payments |  |  | Reclassification to liabilities held for sale (i) |  |  | Balance as of 12/31/2021 |
Debentures | 0.2 |  |  | 28,348 |  |  | 40,953 |  |  | (14,811 | ) |  | - |  |  | 54,490 |
Notes in the foreign market | 0.1 |  |  | 37,112 |  |  | - |  |  | (4,890 | ) |  | (4,204 | ) |  | 28,018 |
Promissory notes | ‐ |  |  | 1,318 |  |  | - |  |  | (1,318 | ) |  | - |  |  | - |
Banco do Brasil | 0.1 |  |  | 332 |  |  | - |  |  | (256 | ) |  | - |  |  | 76 |
Total |  |  |  | 67,110 |  |  | 40,953 |  |  | (21,275 | ) |  | (4,204 | ) |  | 82,584 |
| Effective rate of transaction costs (% p.a.) |  |  | Balance as of 12/31/2019 |  |  | Incurred cost |  |  | Amortization |  |  | Balance as of 12/31/2020 |
Debentures | 0.2 |  |  | 41,406 |  |  | - |  |  | (13,058 | ) |  | 28,348 |
Notes in the foreign market | 0.1 |  |  | 28,114 |  |  | 13,263 |  |  | (4,265 | ) |  | 37,112 |
Notes | 0.5 |  |  | - |  |  | 6,802 |  |  | (5,484 | ) |  | 1,318 |
Banco do Brasil | 0.1 |  |  | 770 |  |  | - |  |  | (438 | ) |  | 332 |
Foreign loans |  |  |  | 94 |  |  | - |  |  | (94 | ) |  | - |
Others |  |  |  | 1,382 |  |  | - |  |  | (1,382 | ) |  | - |
Total |  |  |  | 71,766 |  |  | 20,065 |  |  | (24,721 | ) |  | 67,110 |
The amount to be appropriated to profit or loss in the future is as follows:
| Up to 1 year |  |  | 1 to 2 years |  |  | 2 to 3 years |  |  | 3 to 4 years |  |  | 4 to 5 years |  |  | More than 5 years |  |  | Total |
Debentures | 14,511 |  |  | 10,363 |  |  | 9,450 |  |  | 9,272 |  |  | 9,309 |  |  | 15,263 |  |  | 68,168 |
Notes in the foreign market | 2,289 |  |  | 2,298 |  |  | 2,294 |  |  | 2,087 |  |  | 1,412 |  |  | 2,025 |  |  | 12,405 |
Total | 16,800 |  |  | 12,661 |  |  | 11,744 |  |  | 11,359 |  |  | 10,721 |  |  | 17,288 |  |  | 80,573 |
c. Guarantees The financing does not have collateral as of December 31, 2022 and December 31, 2021 and has guarantees and promissory notes in the amount of R$ 9,371,295 as of December 31, 2022 (R$ 14,151,506 as of December 31, 2021). The Company and its subsidiaries offer collateral in the form of letters of guarantee for commercial and legal proceedings in the amount of R$ 115,451 as of December 31, 2022 (R$ 118,231 as of December 31, 2021). The subsidiary IPP issued collateral to financial institutions in connection with the amounts payable by some of its customers to such institutions as follows:
| IPP |
| 12/31/2022 |  |  | 12/31/2021 |
Maximum amount of future payments related to such collateral: | 550,908 |  |  | 690,347 |
Maturity up to | 51 months |  |  | 49 months |
Fair value of collateral | 9,914 |  |  | 9,923 |
If the subsidiary IPP is required to make any payment under these collateral arrangements, this subsidiary may recover the amount paid directly from its customers through commercial collection. Until December 31, 2022, the subsidiary IPP did not have losses in connection with these collateral arrangements. The fair value of collateral is recognized in current liabilities as “Other payables”, which is recognized in the statement of income as customers settle their obligations with the financial institutions. d. Notes in the foreign market On April 7, 2022, the subsidiary Ultrapar International commenced cash tender offers to repurchase notes in the international market (“Repurchase Offers”) of up to US$ 550,003,000.00 (“Initial Aggregate Repurchase Amount”), involving (i) up to the totality of the 5.250% Senior Notes due in 2026 (“Notes 2026”); and (ii) up to the repurchase limit of Notes 2029 of the 5.250% Senior Notes due in 2029 (“Notes 2029”), both issued by Ultrapar International S.A. (“Ultrapar International”) and outstanding in the international market. The Repurchase Offers together were limited to the Initial Repurchase Value Added, and Ultrapar International had the option to increase the Initial Repurchase Value Added to up to US$ 600,000,000.00 in aggregate principal amount, as described in the Repurchase Offer documents. On April 14, 2022, the subsidiary Ultrapar International repurchased US$ 114,129 thousand (equivalent to R$ 595,490 as of December 31, 2022) of notes in the foreign market maturing in October 2026. On April 18, 2022, the subsidiary Ultrapar International repurchased US$ 200 thousand (equivalent to R$ 1,043 as of December 31, 2022) of notes in the foreign market maturing in October 2026. On April 27, 2022, the subsidiary Ultrapar International repurchased US$ 485,667 thousand (equivalent to R$ 2,534,064 as of December 31, 2022) of notes in the foreign market maturing in June 2029. As a result of the issuance of the notes in the foreign market, the Company and its subsidiaries are required to perform certain obligations, including: Restriction on sale of all or substantially all assets of the Company and subsidiaries Ultrapar International and IPP; Restriction of encumbrances on assets exceeding US$ 150,000 thousand (equivalent to R$ 782,655 as of December 31, 2022) or 15% of the amount of the consolidated tangible assets. The Company and its subsidiaries are in compliance with the commitments required by this debt. The restrictions imposed on the Company and its subsidiaries are customary in transactions of this nature and have not limited their ability to conduct their business to date. e. Foreign loans The subsidiary IPP has foreign loans in the amount of US$ 125,000 thousands (equivalent to R$ 652,213 as of December 31, 2022). IPP also contracted hedging instruments with floating interest rate in U.S. dollar and exchange rate variation, changing the foreign loans charges, on average, to 104.9% of DI. On September 30, 2022 the subsidiary Iconic Lubrificantes S.A. raised financing 4131 in the amount of EU$ 9,708 thousands (equivalent to R$ 54,072 as of December 31, 2022), with financial charges of 2.907% and due date on March 29, 2023. The subsidiary Iconic Lubrificantes S.A. contracted instruments to hedge against the interest rate in Euro and currency risk, changing financial charges to 111.6% of DI. On December 19, 2022 the subsidiary Companhia Ultragaz S.A. raised financing 4131 in the amount of U$ 96,339 thousands (equivalent to R$ 502,669 as of December 31, 2022), with financial charges of 4.539% and due date on September 19, 2025. The subsidiary Companhia Ultragaz S.A. contracted instruments to hedge against the interest rate in Dólarand currency risk, changing financial charges to 108.5% of DI. IPP designated these hedging instruments as a fair value hedge (see Note 31.h.1). Therefore, loans and hedging instruments are both measured at fair value from inception, with changes in fair value recognized in profit or loss. The foreign loans are secured by the Company. The foreign loans have the maturity distributed as follows:
Maturity | EU$ (thousands) |  |  | USD (thousands) |  |  | R$ |  |  | Cost in % of DI |
Charges(1) | 84 |  |  | 1,326 |  |  | 7,386 |  |  | - |
Mar/2023 | 9,709 |  |  | - |  |  | 54,072 |  |  | 111.6% |
Sept/2023 | - |  |  | 60,000 |  |  | 313,062 |  |  | 105.0% |
Sept/2023 | - |  |  | 65,000 |  |  | 339,151 |  |  | 104.8% |
Sept/2025 | - |  |  | 96,339 |  |  | 502,669 |  |  | 108.5% |
Total / average cost | 9,793 |  |  | 222,665 |  |  | 1,216,340 |  |  | 106.7% |
(1) Includes interest, transaction costs and mark to market. f. Banco do Brasil The subsidiary IPP has floating interest rate loans with Banco do Brasil intended for marketing, processing, or manufacturing of agricultural products (ethanol) with maturity in May 2022. The loans were settled on the maturity date. g. Debentures g.1 In March 2021, the subsidiary Tequimar Vila do Conde made its first issuance of debentures, in one single series of 360,000 simple debentures, nonconvertible into shares and unsecured, which main characteristics are as follows:
Unit face value: | R$ 1,000.00
Final maturity: | March 15, 2028
Payment of the face value: | Lump sum at final maturity
Interest: | IPCA + 4.04%
Payment of interest: | Semiannually
Reprice: | Not applicable
Tequimar Vila do Conde contracted hedging instruments against interest rate variations, changing the fixed rate financial charges of the debentures to 111.4% of the DI. Tequimar Vila do Conde designated these hedging instruments as fair value hedges therefore debentures and hedging instruments are both measured at fair value from inception with changes in fair value recognized in profit or loss. g.2 In March 2021, the subsidiary Ultracargo Logística made its second issuance of debentures, in one single series of 100,000 simple debentures, nonconvertible into shares and unsecured, which main characteristics are as follows:
Unit face value: | R$ 1,000.00
Final maturity: | March 15, 2028
Payment of the face value: | Lump sum at final maturity
Interest: | IPCA + 4.37%
Payment of interest: | Semiannually
Reprice: | Not applicable
Ultracargo Logística contracted hedging instruments against interest rate variations, changing the debentures fixed rate for 111.4% of the DI. Ultracargo Logística designated these hedging instruments as fair value hedges; therefore debentures and hedging instruments are both measured at fair value from inception with changes in fair value recognized in profit or loss. g.3 In September 2021, the subsidiary IPP made its tenth issuance of debentures in the total amount of R$ 960,000, in one single series of 960,000 simple debentures, nonconvertible into shares, nominative, book-entry and unsecured, privately placed by Vert Companhia Securitizadora. The proceeds from this issuance were used exclusively for the purchase of ethanol by subsidiary IPP. The debentures were subscribed with the purpose to bind the issuance of CRA. The financial settlement occurred on September 16, 2021. The debentures have an additional guarantee from Ultrapar and the main characteristics are as follows:
Amount | 960,000
Unit face value: | R$ 1,000.00
Final maturity: | September 15, 2028
Payment of the face value: | Lump sum at final maturity
Interest: | IPCA + 4.8287%
Payment of interest: | Semiannually
Reprice: | Not applicable
IPP contracted hedging instruments subjected to IPCA variation, changing the financial debenture charges linked to IPCA to 102.75% of DI. IPP designated these hedging instruments as fair value hedges. Therefore, debentures and hedging instruments are both measured at fair value from inception, with changes in fair value recognized through profit or loss. g.4 In June 2022, the subsidiary IPP carried out its tenth issuance of debentures in the total amount of R$ 1,000,000, in one single series of 1,000,000 simple debentures, nonconvertible into shares, registered, book-entry and unsecured, privately placed by Vert Companhia Securitizadora. The proceeds from this issuance were used exclusively for the purchase of ethanol by subsidiary IPP. The debentures were subscribed with the purpose to bind the issuance of Agribusiness Receivables Certificates (CRA). The financial settlement occurred on June 27, 2022. The debentures have an additional guarantee from Ultrapar and the main characteristics are as follows:
Amount: | 1,000,000
Unit face value: | R$ 1,000.00
Final maturity: | June 11, 2032
Payment of the face value: | Annual from the 8th year
Interest: | IPCA + 6.0053%
Payment of interest: | Semiannually
Reprice: | Not applicable
IPP contracted hedging instruments subjected to IPCA variation, changing the debentures charges linked to IPCA to 104.8% of DI. IPP designated these hedging instruments as fair value hedges; therefore, debentures and hedging instruments are both measured at fair value from inception, with changes in fair value recognized through profit or loss. The debentures have maturity dates distributed as shown below (includes accrued interest through December 31, 2022):
Maturity |  | 12/31/2022 |
Charges(1) |  | (77,949 | )
Mar/2023 |  | 1,725,000 |
Dec/2023 |  | 660,000 |
Apr/2024 |  | 469,937 |
Oct/2024 |  | 282,790 |
Nov/2024 |  | 90,000 |
Dec/2025 |  | 303,845 |
Mar/2028 |  | 526,365 |
Sept/2028 |  | 1,052,762 |
Jun/2030 |  | 334,381 |
Jun/2031 |  | 334,381 |
Jun/2032 |  | 334,381 |
Total |  | 6,035,893 |
(1) Includes interest, transaction cost and mark to market.

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