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Risks and Financial Instruments
12 Months Ended
Dec. 31, 2022
Disclosure of detailed information about financial instruments [abstract]  
Risks and Financial Instruments

 

a. Risk management and financial instruments - governance

 

The main risks to which the Company and its subsidiaries are exposed reflect strategic/operational and economic/financial aspects. Operational/strategic risks (including, but not limited to, demand behavior, competition, technological innovation, and material changes in the industry structure) are addressed by the Company’s management model. Economic/financial risks primarily reflect default of customers, behavior of macroeconomic variables, such as exchange and interest rates, as well as the characteristics of the financial instruments used by the Company and its subsidiaries and their counterparties. These risks are managed through control policies, specific strategies, and the establishment of limits.  

 

The Company has a policy for the management of resources, financial instruments, and risks approved by its Board of Directors (“Policy”). In accordance with the Policy, the main objectives of financial management are to preserve the value and liquidity of financial assets and ensure financial resources for the development of the business, including expansions. The main financial risks considered in the Policy are market risks (currencies, interest rates and commodities), liquidity and credit. The governance of the management of financial risks follows the segregation of duties below.

 

The execution of the Policy is made by corporate financial board, through its treasury department, with the assistance of the controllership, accounting, legal and tax departments.

 

The monitoring of compliance of the Policy and possible issues is the responsibility of the Financial Risk Committee (“Committee”), which is composed of the CFO, Treasury Director, Controllership Director and other directors to be designated by the CFO, who meet quarterly. The monthly monitoring of Policy standards is responsibility of the CFO.


Approval of the Policy and the periodic assessment of Company exposure to financial risks are subject to the approval of the Company’s Board of Directors.

 

The Audit and Risk Committee (“CAR”) advises the Board of Directors in the assessment of controls, management and exposure of financial risks and revision of the Policy. The Risk, Compliance and Audit board monitors standards compliance of the Policy and reports to the Audit and Risk Committee the risks exposure and compliance or noncompliance of the Policy to the Board of Directors.

 

b. Currency risk

 

Most transactions of the Company, through its subsidiaries, are located in Brazil and therefore, the reference currency for risk management is the Brazilian Real (Company’s functional currency). Currency risk management is guided by neutrality of currency exposures and considers the risks of the Company and its subsidiaries and their exposure to changes in exchange rates. The Company considers as its main currency exposures the changes in assets and liabilities in foreign currency.

 

The Company and its subsidiaries use exchange rate hedging instruments (especially between the Brazilian Real and the U.S. dollar) available in the financial market to protect their assets, liabilities, receipts, and disbursements in foreign currency and net investments in foreign operations. Hedge is used in order to reduce the effects of exchange rates on the Company´s income and cash flows in Brazilian Reais within the exposure limits under its Policy. Such foreign exchange hedging instruments have amounts, periods, and rates substantially equivalent to those of assets, liabilities, receipts, and disbursements in foreign currencies to which they are related.

 

Assets and liabilities in foreign currencies are stated below, translated into Brazilian Reais:

 

b.1 Assets and liabilities in foreign currencies

 

12/31/2022


 

12/31/2021


Assets in foreign currency

 


 

 


Cash, cash equivalents and financial investments in foreign currency (except hedging instruments)

311,017


 

122,242


Foreign trade receivables, net of allowance for expected credit losses 

6,131


 

1,324


Other receivables

727,057


 

-


Other assets of foreign subsidiaries

280,738


 

186,548


Asset exposure from subsidiaries held for sale

-


 

3,839,194


 

1,324,943


 

4,149,308


Liabilities in foreign currency

 


 

 


Financing in foreign currency, gross of transaction costs and discount

(5,213,100

)

 

(8,860,833

)

Payables arising from imports

(1,939,984

)

 

(649,107

)

Liabilities exposure of subsidiaries held for sale

-


 

(884,402

)

 

(7,153,084

)

 

(10,394,342

)

Foreign currency hedging instruments

5,274,302


 

2,933,572


Foreign currency hedging instruments from subsidiaries held for sale 

-


 

1,786,471


Net liability position - total

(553,839

)

 

(1,524,991

)

Net (liability) asset position - effect on statement of income

(553,839

)

 

(498,604

)

Net liability position - effect on equity in subsidiaries held for sale

-


 

(1,026,387

)

 

b.2 Sensitivity analysis of assets and liabilities in foreign currency

 

For the base scenario, the future market curves as of December 31, 2022 were used on the net position of the Company exposed to the currency risk, simulating the effects of appreciation and devaluation of the Real in the statement of income, impacted by the average U.S. dollar of R$ 5.4679 (*) on December 31, 2022 the closing tax considered was R$ 5.2177.

 

The table below shows the effects of the exchange rate changes on the net liability position of R$ 553,839 in foreign currency as of December 31, 2022:

 

 

Risk

Base Scenario


Effect on statement of income

Real devaluation

(26,555

)

 

Net effect

(26,555

)

Effect on statement of income

Real appreciation

26,555


 

Net effect

26,555


 

(*) Average US dollar on December 31, 2022, according to benchmark rates as published by B3.


c. Interest rate risk

 

The Company and its subsidiaries adopt policies for borrowing and investing financial resources and for capital cost minimization. The financial investments of the Company and its subsidiaries are primarily held in transactions linked to the DI, as set forth in Note 5. Borrowings primarily relate to financing from Banco do Brasil, as well as debentures and borrowings in foreign currency, as shown in Note 17.

 

The Company seeks to maintain most of its financial assets and liabilities at floating rates.

 

c.1 Assets and liabilities exposed to floating interest rates

 

The financial assets and liabilities exposed to floating interest rates are demonstrated below:

 

 

Note

12/31/2022


 

12/31/2021


DI

 

 


 

 


Cash equivalents

5.a

5,204,766


 

1,943,164


Financial investments

5.b

406,683


 

1,607,608


Loans and debentures

17

(2,460,698

)

 

(4,855,517

)

Liability position of foreign exchange hedging instruments - DI

32.g

(2,651,609

)

 

(2,283,625

)

Liability position of fixed interest instruments + IPCA - DI

32.g

(3,416,868

)

 

(2,364,583

)

Net liability position in DI

 

(2,917,726

)

 

(5,952,953

)







TJLP

 

 


 

 


Loans – TJLP

17

-


 

(326

)

Net liability position in TJLP

 

-


 

(326

)







LIBOR

 

 


 

 


Asset position of foreign exchange hedging instruments - LIBOR

32.g

-


 

279,047


Loans - LIBOR

17

-


 

(275,936

)

Net liability position in LIBOR

 

-


 

3,111


Total net liability position exposed to floating interest

 

(2,917,726

)

 

(5,950,168

)

 

c.2 Sensitivity analysis of floating interest rate risk

 

For the sensitivity analysis of floating interest risks on December 31, 2022, the Company used the market curves of the benchmark indexes (DI, TJLP, LIBOR and SELIC) as a base scenario.

 

The tables below show the incremental expenses and income that would be recognized in finance income, if the market curves of floating interest at the base date were applied to the average balances of the current year, due to the effect of floating interest rate.

 

 

 

12/31/2022


Exposure to interest rate risk

Risk

Probable Scenario


Interest effect on cash equivalents and financial investments

Increase in DI (i)

26,382


Interest effect on debt in DI

Increase in DI (i)

(34,907

)

Effect on income of short positions in DI of debt hedging instruments

Increase in DI (i)

(102,175

)

Incremental expenses

 

(110,700

)

Interest effect on debt in TJLP

Increase in TJLP (ii)

-


Incremental expenses

 

-



(i) Base rates used was 12.37% and sensivity rate was 13.41%.

(ii) Base rates used was 6.08% and sensivity rate was 7.20%.


d. Credit risks

 

The financial instruments that would expose the Company and its subsidiaries to credit risks of the counterparty are basically represented by cash and bank deposits, financial investments, hedging instruments (see Note 5), and trade receivables (see Note 6).


d.1 Credit risk from financial institutions

 

Such risk results from the inability of financial institutions to comply with their financial obligations to the Company and its subsidiaries due to insolvency. The Company and its subsidiaries regularly conduct a credit analysis of the institutions with which they hold cash and cash equivalents, financial investments, and hedging instruments through various methodologies that assess liquidity, solvency, leverage, portfolio quality, etc. Cash and cash equivalents, financial investments, and hedging instruments are held only with institutions with a solid credit history, chosen for safety and soundness. The volume of cash and cash equivalents, financial investments, and hedging instruments are subject to maximum limits by each institution and, therefore, require diversification of counterparties.


d.2 Government credit risk

 

The Company's policy allows investments in government securities from countries classified as investment grade AAA or aaa by specialized credit rating agencies (S&P, Moody’s and Fitch) and in Brazilian government bonds. The volume of such financial investments is subject to maximum limits by each country and, therefore, requires diversification of counterparties.

 

The credit risk of financial institution and government related to cash, cash equivalents and financial investments is summarized below:

 

 

 

Fair value


Counterparty credit rating

 

12/31/2022


 

12/31/2021


AAA

 

5,720,996


 

3,606,000


AA

 

809,583


 

740,879


A

 

3,457


 

116,594


Others (*)

 

50,926


 

-


Total

 

6,584,962


 

4,463,473


 

(*) Refers substantially to investiments with minoritary participation of UVC, which are classificated in long term financial investments.

 

d.3 Customer credit risk

 

The credit policy establishes the analysis of the profile of each new customer, individually, regarding their financial condition. The review carried out by the subsidiaries of the Company includes the evaluation of external ratings, when available, financial statements, credit bureau information, industry information and, when necessary, bank references. Credit limits are established for each customer and reviewed periodically, in a shorter period the greater the risk, depending on the approval of the responsible area in cases of sales that exceed these limits.

 

In monitoring credit risk, customers are grouped according to their credit characteristics and depending on the business the grouping takes into account, for example, whether they are individual or corporate customers, whether they are wholesalers, resellers or final customers, considering also the geographic area.

 

The expected credit losses are calculated by the expected loss approach based on the probability of default rates. Loss rates are calculated on the basis of the average probability of a receivable amount to advance through successive stages of default until full write-off. The probability of default calculation takes into account a credit risk score for each exposure, based on data considered to be capable of foreseeing the risk of loss (external classifications, audited financial statements, cash flow projections, customer information available in the press, for example), with addition of the credit assessment based on experience.

 

Such credit risks are managed by each business unit through specific criteria for acceptance of customers and their credit rating and are additionally mitigated by the diversification of sales. No single customer or group accounts for more than 10% of total revenue.


The Company’s subsidiaries request guarantees related to trade receivables and other receivables in specific situations to customers. The Company’s subsidiaries maintained the following allowances for expected credit losses:

 

 

12/31/2022

 


12/31/2021


Ipiranga

373,514

 


422,542


Ultragaz

120,076

 


135,565


Ultracargo

2,450

 


1,526


Total

496,040

 


559,633


 

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

 

 

12/31/2022

 


12/31/2021


 

Weighted average rate of losses

 


Accounting balance

 


Allowance for expected credit losses

 


Weighted average rate of losses

 


Accounting balance

 


Allowance for expected credit losses


Current

0.5%

 


4,756,388

 


22,752

 


0.6%

 


3,901,536

 


23,476


Less than 30 days

7.5%

 


29,817

 


2,230

 


7.3%

 


109,284

 


8,005


31-60 days

11.1%

 


22,633

 


2,516

 


20.4%

 


57,545

 


11,746


61-90 days

26.5%

 


32,522

 


8,617

 


23.0%

 


39,177

 


9,016


91-180 days

34.4%

 


58,529

 


20,159

 


49.1%

 


50,588

 


24,818


More than 180 days

50.7%

 


868,072

 


439,766

 


57.5%

 


838,532

 


482,572


 

 

 


5,767,961

 


496,040

 


 

 


4,996,662

 


559,633


 

The information on allowance for expected credit losses balances by geographic area is as follows:

 

 

12/31/2022

 


12/31/2021


Brazil

495,929

 


559,532


United States of America and Canada

61

 


3


Other Latin American countries

31

 


15


Europe

5

 


66


Others

14

 


17


 

496,040

 


559,633


 

For further information on the allowance for expected credit losses, see Notes 6.a and 6.b.


d.4 Price risk

 

The Company and its subsidiaries are exposed to commodity price risk, due to the fluctuation in prices for diesel and gasoline, among others. These products are traded on the stock exchange and are subjected to the impacts of macroeconomic and geopolitical factors outside the control of the Company and its subsidiaries.

 

To mitigate the risk of the fluctuation of diesel and gasoline prices, the Company and its subsidiaries permanently monitor the market, seeking the protection of price movements through hedge transactions for imports, using contracts of derivative for heating oil (diesel) and RBOB (gasoline) traded on the stock exchange.

 

The table below shows the positions of hedging financial instruments to hedge commodity price risk as of December 31, 2022 and December 31, 2021:

 

Derivative

 

Contract

 

Notional amount (m 3)

 


Notional amount (USD thousand)

 


Fair value (R$ thousand)

 


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


 

 

Position

 

Product

 

Maturity

 

12/31/2022

 


12/31/2021

 


12/31/2022

 


12/31/2021

 


12/31/2022

 


12/31/2021

 


12/31/2022

 


12/31/2021


Term

 

Sold

 

Heating Oil

 

Jul-23

 

158,828

 


167,255

 


150,498

 


103,148

 


(52,214

)

2,269

 


(124,293

)

(55,066

)

Term

 

Sold

 

RBOB

 

Jan-23

 

52,466

 


29,413

 


31,382

 


17,112

 


(15,481

)

(967

)

(33,404

)

(10,613

)

 

 

 

 

 

 

 

 

 

 


 

 


 

 


 

 


(67,695

)

1,302

 


(157,697

)

(65,679

)


e. Liquidity risk

 

The Company and its subsidiaries’ main sources of liquidity derive from (i) cash, cash equivalents, and financial investments, (ii) cash generated from operations and (iii) financing. The Company and its subsidiaries believe that these sources are sufficient to satisfy their current funding requirements, which include, but are not limited to, working capital, capital expenditures, amortization of debt, and payment of dividends.

 

The Company and its subsidiaries have sufficient working capital and sources of financing to meet their current needs. The gross indebtedness due over the next twelve months, including estimated interest on loans, totaled R$ 3,744,329 (for quantitative information, see Note 17). As of December 31, 2022, the Company and its subsidiaries had R$ 6,142,121 in cash, cash equivalents, and short-term financial investments (for quantitative information, see Note 5).

 

The table below presents a summary of financial liabilities and leases payable as of December 31, 2022 by the Company and its subsidiaries, listed by maturity. The amounts disclosed in this table are the contractual undiscounted cash flows, and, therefore, these amounts may be different from the amounts disclosed in the statement of financial position.

 

 

Total



Less than 1 year



Between 1 and 3 years



Between 3 and 5 years



More than 5 years


Loans including future contractual interest (1) (2)

13,960,937



3,744,329



2,524,250



2,993,156



4,699,202


Derivative instruments (3)

2,292,609



584,748



725,668



648,202



333,991


Trade payables

7,377,846



7,377,846



-



-



-


Leases payable

2,404,105



343,792



596,602



374,456



1,089,255


Financial liabilities of customers

551,587



184,159



354,389



13,039



-


Contingent consideration 89,640

-

-

89,640

-

 

(1) The interest on loans, it was estimated based on the US dollar futures contracts and on the future yield curves of the DI x fixed rate and DI x IPCA contracts, quoted on B3 on December 31, 2022.
(2)

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

(3) The hedging instruments were estimated based on the US dollar futures contracts and the future curves of the DI x fixed rate and DI x IPCA contracts, quoted on B3 on December 31, 2022. In the table above, only the hedging instruments with negative results at the time of settlement were considered.


f. Capital management

 

The Company manages its capital structure based on indicators and benchmarks to ensure business continuity while maximizing return to shareholders by optimizing its debt and capital structure.

 

Capital structure is comprised of net debt (loans and financing, including debentures, according to Note 17, after deduction of cash and cash equivalents, financial investments and derivative financial instruments, according to Note 5) and equity. The Company can change its capital structure depending on the economic and financial conditions, in order to optimize its financial leverage and capital management. The Company seeks to improve its return on invested capital by implementing efficient working capital management and a selective investment program.

 

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

 

The leverage ratio at the end of the year is the following:

 

 

12/31/2022

 


12/31/2021


Loans and financing

13,274,130

 


17,725,954


Cash and cash equivalents, financial investments and derivative financial instruments

6,584,962

 


4,463,473


Net debt

6,689,168

 


13,262,481


Equity

12,174,968

 


10,469,240


Leverage ratio

54.94%

 


126.68%



g. Selection and use of financial instruments

 

In selecting financial investments and hedging instruments, an analysis is conducted to estimate rates of return, risks involved, liquidity, calculation methodology for the carrying value and fair value, and a review is conducted of any documentation applicable to the financial instruments. The financial instruments used to manage the financial resources of the Company and its subsidiaries are intended to preserve value and liquidity.

 

The Policy contemplates the use of derivative financial instruments only to cover identified risks and in amounts consistent with the risk (limited to 100% of the identified risk). The risks identified in the Policy are described in the above sections and are subject to risk management. In accordance with the Policy, the Company and its subsidiaries can use forward contracts, swaps, options, and futures contracts to manage identified risks. Leveraged derivative instruments are not permitted. Because the use of derivative financial instruments is limited to the coverage of identified risks, the Company and its subsidiaries use the term “hedging instruments” to refer to derivative financial instruments.

 

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

 

Derivatives designated as hedge accounting

 

 

 

 

 

 

 

 


 

 


 

 


 


Product

 

Hedged object

 

Contracted rates

 

Maturity

 

Note

 

Notional amount1

 


Fair value 12/31/2022

 


Gains (losses) 12/31/2022


 

 

 

 

Assets

Liabilities

 

 

 

 

 

12/31/2022

 


Assets

 


Liabilities

 


Income statement


Foreign exchange swap

 

Financing

 

USD + 4.95 %

106.67% DI

 

Sept-25

 

32.h.1

 

221,339

 


106,550

 


(9,243

)

(121,296

)

Foreign exchange swap

 

Financing

 

USD +LIBOR-3M +1.14% 

105.00% DI

 

Jun-22

 

32.h.1

 

-

 


-

 


-

 


(21,566

)

Foreign exchange swap

 

Financing

 

EUR + 3.42%

111.60% DI 

 

Mar-23

 

32.h.1

 

9,709

 


1,954

 


-

 


2,573


Interest rate swap

 

Financing

 

 IPCA +5.03%

102.87% DI

 

Jun-32

 

32.h.1

 

3,226,054

 


173,741

 


(59,789

)

(143,762

)

Term

 

Financing

 

6.47%

99.94% DI

 

Nov-24

 

32.h.1

 

90,000

 


-

 


(9,513

)

(5,069

)

NDF

 

Firm commitments

 

BRL

Heating Oil/ RBOB

 

Jul-23

 

32.h.1

 

181,880

 


2,936

 


(70,630

)

(944,896

)

NDF

 

Firm commitments

 

BRL

USD

 

Jan-23

 

32.h.1

 

127,233

 


4,712

 


(3,074

)

53,762


 

 

 

 

 

 

 

 

 

 

 

 

 


289,893

 


(152,249

)

(1,180,344

)

 

Product

 

Hedged object

 

Contracted rates

 

Maturity

 

Note

 

Notional amount1

 


Fair value2 12/31/2021

 


Gains (losses) on 12/31/2021


 

 

 

 

Assets

Liabilities

 

 

 

 

 

12/31/2021

 


Assets

 


Liabilities

 


Income statement


Foreign exchange swap

 

Financing

 

USD +4.65%

104.87% DI

 

Sept-23

 

32.h.1

 

125,000

 


212,509

 


-

 


11,712


Foreign exchange swap

 

Financing

 

USD +LIBOR-3M

105.00% DI

 

Jun-22

 

32.h.1

 

50,000

 


109,332

 


-

 


10,779


Interest rate swap

 

Financing

 

4.59% + IPCA

102.00% DI

 

Sept-28

 

32.h.1

 

2,226,054

 


201,638

 


(35,170

)

(17,922

)

Interest rate swap

 

Financing

 

6.47%

99.94% DI

 

Nov-24

 

32.h.1

 

90,000

 


-

 


(9,044

)

(10,088

)

Term

 

Firm commitments

 

BRL

Heating Oil/ RBOB

 

Jan-22

 

32.h.1

 

120,260

 


3,115

 


(1,813

)

(130,773

)

NDF

 

Firm commitments

 

BRL

USD

 

Jan-22

 

32.h.1

 

68,361

 


7,048

 


(1,346

)

813


 

 

 

 

 

 

 

 

 

 

 

 

 


533,642

 


(47,373

)

(135,479

)

 

Derivatives not designated as hedge accounting

 

 

 

 

 

 


 

 


 

 


 


















Product

 

Hedged object

 

Contracted rates

 

Maturity

 

Notional amount1

 


Fair value2 12/31/2022

 


Gains (losses) 12/31/2022


 

 

 

 

Assets

Liabilities

 

 

 

12/31/2022

 


Assets

 


Liabilities

 


Income statement


NDF

 

Firm commitments

 

USD

BRL

 

Jul-23

 

1,116,702

 


36,472

 


(54,067

)

(440,359

)

Interest rate swap

 

Financing

 

5.25%

1.36%

 

Jun-29

 

300,000

 


-

 


(308,821

)

(266,445

)

Foreign exchange swap

 

Financing

 

0.00%

52.99%

 

Jun-29

 

375,000

 


230,145

 


(9,174

)

(85,474

)

 

 

 

 

 

 

 

 

 

 

 


266,617

 


(372,062

)

(792,278

)


Product

 

Hedged object

 

Contracted rates

 

Maturity

 

Notional amount1

 


Fair value 12/31/2021

 


Gains (losses)  12/31/2021


 

 

 

 

Assets

Liabilities

 

 

 

12/31/2021

 


Assets

 


Liabilities

 


Income statement


NDF

 

Firm commitments

 

USD

BRL

 

Jun-22

 

625,762

 


26,516

 


(23,052

)

54,743


Interest rate swap

 

Financing

 

5.25%

DI - 1.36%

 

Jun-29

 

300,000

 


-

 


(126,752

)

(109,081

)

Foreign exchange swap

 

Financing

 

2.67%

100.00%

 

May-21

 

-

 


-

 


-

 


17


 

 

 

 

 

 

 

 

 

 

 


26,516

 


(149,804

)

(54,321

)

 

1 Currency as indicated.

2 Amounts, net of income tax.

 

h. Hedge accounting

 

The Company and its subsidiaries use derivative and non-derivative financial instruments for hedging purposes and test, throughout the duration of the hedge, their effectiveness, as well as the changes in their fair value.

 

The Company and its subsidiaries will not discontinue hedge accounting if the retrospective assessment of hedge effectiveness is not within the range of 80%-125% and the hedge relationship is subject to interest rate benchmark reforms. For hedge relationships that are not subject to interest rate benchmark reforms, the Company discontinues the hedge accounting if the retrospective effectiveness is not within the range of 80%-125%.

 

h.1 Fair value hedge

 

The Company and its subsidiaries designate as fair value hedges certain financial instruments used to offset the variations in interest and exchange rates, which are based on the market value of financing contracted in Brazilian Reais and U.S. dollars.

 

The foreign exchange hedging instruments designated as fair value hedge are:

 

In thousands, except the DI %

12/31/2022

 


12/31/2021


Notional amount – US$

221,339

 


175,000


Result of hedging instruments - gain/(loss) - R$

(142,863

)

21,812


Fair value adjustment of debt - R$

28,000

 


47,064


Financial result of the debt - R$

28,291

 


(105,059

)

Average effective cost - DI %

107

 


104.90








Notional amount – EUR

9,709

 


-


Result of hedging instruments - gain/(loss) - R$

2,573

 


-


Fair value adjustment of debt - R$

(8

)

-


Average effective cost - DI %

112

 


-


For further information, see Note 17.b.1

 

 


 


 

The interest rate hedging instruments designated as fair value hedge are:

 

In thousands, except the DI %

12/31/2022

 


12/31/2021


Notional amount – R$

3,226,054



2,226,054


Result of hedging instruments - gain/(loss) - R$

(143,762

)

(17,922

)

Fair value adjustment of debt - R$

(44,312

)

166,374


Financial result of the debt - R$

(293,955

)

(245,710

)

Average effective cost - DI %

102.9

 


102.0


 

In thousands, except the DI %

12/31/2022

 


12/31/2021


Notional amount – R$

90,000

 


90,000


Result of hedging instruments - gain/(loss) - R$

(5,069

)

(10,088

)

Fair value adjustment of debt - R$

(486

)

11,756


Financial result of the debt - R$

(6,330

)

(5,914

)

Average effective cost - DI %

99.9

 


99.9


 

The foreign exchange hedging instruments and commodities designated as fair value hedge are as described below and are concentrated in subsidiary IPP. The purpose of this relationship is to transform the cost of the imported product from fixed to variable until fuel blending, as occurs with the price adopted in its sales. IPP carries out these operations with over-the-counter derivatives that are designated in a hedge accounting relationship, as a fair value hedge in an amount equivalent to the inventories of imported product.

 

In thousands

12/31/2022

 


12/31/2021


Notional amount – US$

309,113



188,621


Result of hedging instruments - gain/(loss) - R$

(891,223

)

(129,670

)

Adjustment of inventory fair value – US$

34,126

 


(4,352

)

 

For further information, see Note 17.


h.2 Cash flow hedge

 

Until March 31, 2022, the Company and its subsidiaries had designated, as cash flow hedge for protection against variations arising from exchange rate changes, derivative financial instruments to hedge firm commitments and non-derivative financial instruments to hedge highly probable future transactions.

 

Since April 1, 2022, the exchange rate hedging instruments for highly probable future transactions designated as cash flow hedges, referring to notes in the foreign market, no longer impact the Company and its subsidiaries due to the sale of Oxiteno (totaling US$ 386,787 as of December 31, 2021), and a realized loss was recognized in the statement of income in the amount of R$ 506,375 as of December 31, 2022 (unrealized gain in the amount of R$ 7,880 as of December 31, 2021), net of deferred IRPJ and CSLL. The impacts and balances of cash flow hedge were recognized at Oxiteno, and presented as “Held for sale” and “Discontinued operations”.

 

h.3 Net investment hedge in foreign entities

 

Until March 31, 2022, the Company and its subsidiaries had designated, as net investment hedge in foreign entities, notes in the foreign market, for hedging net investment in foreign entities, to offset changes in exchange rates.

 

As of April 1, 2022, the balance of notes in the foreign market designated as net investment hedge in foreign entities, referring to part of the investments made in entities that have a functional currency other than the Brazilian Real, no longer impact the Company and its subsidiaries due to the sale of Oxiteno (totaling US$ 95,000 as of December 31, 2021), and a gain was recognized in “Other comprehensive income” in the amount of R$ 52,837 as of December 31, 2022 (loss of R$ 24,064 as of December 31, 2021), net of deferred IRPJ and CSLL. The effects of exchange rate variation on investments and notes in the foreign market were offset in equity. The impacts and balances of net investments hedge in foreign entities were recognized at Oxiteno, and presented as “Held for sale” and “Discontinued operations”.


i. Classes and categories of financial instruments and their fair values

 

The fair values and the carrying amounts of the financial instruments, including foreign exchange and interest rate hedging instruments, are stated below:

 

 

 

Carrying value

 

Fair value


December 31, 2022

Note

Measured at fair value through profit or loss

 


Measured at fair value through other comprehensive income

 


Measured at amortized cost

 


Level 1

 


Level 2



Level 3


Financial assets:

 

 

 


 

 


 

 


 

 


 



 


Cash and cash equivalents

 

 

 


 

 


 

 


 

 


 



 


Cash and banks

5.a

-

 


-

 


111,797

 


111,797

 


-



-


Fixed-income securities in local currency

5.a

-

 


-

 


5,204,766

 


5,204,766

 


-



-


Fixed-income securities in foreign currency

5.a

-

 


-

 


305,206

 


305,206

 


-



-


Financial investments

 

 

 


 

 


 

 


 

 


 



-


Fixed-income securities and funds in local currency

5.b

406,683

 


-

 


-

 


-

 


406,683



-


Fixed-income securities and funds in foreign currency

5.b

-

 


-

 


-

 


-

 


-



-


Foreign exchange, interest rate and commodity hedging instruments

5.b

556,510

 


-

 


-

 


-

 


556,510



-


Trade receivables

6.a

-

 


-

 


4,533,327

 


4,504,245

 


-



-


Reseller financing

6.b

-

 


-

 


1,234,634

 


1,234,613

 


-



-


Financial liabilities of customers

6.c

-

 


-

 


1,096,565

 


1,096,565

 


-



-


Total

 

963,193

 


-

 


12,486,295

 


12,457,192

 


963,193



-


Financial liabilities:

 

 

 


 

 


 

 


 

 


 



 


Financing

17.a

1,216,341

 


-

 


3,973,816

 


3,971,551

 


1,216,341



-


Debentures

17.a

3,575,195

 


-

 


2,460,698

 


-

 


5,949,028



-


Foreign exchange, interest rate and commodity hedging instruments

17.a

524,312

 


-

 


-

 


-

 


524,312



-


Trade payables

18.a

-

 


-

 


4,710,952

 


4,710,952

 


-



-


Trade payables – reverse factoring

18.b

-

 


-

 


2,666,894

 


2,666,894

 


-



-


Stock warrant – indemnification (1)

24

42,776

 


-

 


-

 


-

 


42,776



-


Financial liabilities of customers

 

450,586

 


-

 


-

 


450,586

 


-



-


Contingent consideration

34.a

89,640

 


-

 


-

 


-

 


-



89,640


Total

 

5,898,850

 


-

 


13,812,360

 


11,799,983

 


7,732,457



89,640


 

 

 

Carrying value

 


Fair value


December 31, 2021

Note

Measured at fair value through profit or loss

 


Measured at fair value through other comprehensive income

 


Measured at amortized cost

 


Level 1

 


Level 2


Financial assets:

 

 

 


 

 


 

 


 

 


 


Cash and cash equivalents

 

 

 


 

 


 

 


 

 


 


Cash and banks

5.a

-

 


-

 


334,547

 


334,547

 


-


Fixed-income securities in local currency

5.a

-

 


1,943,164

 


-

 


-

 


1,943,164


Fixed-income securities in foreign currency

5.a

2,363

 


-

 


-

 


2,363

 


-


Fixed-income securities and funds in local currency

5.b

1,607,608

 


-

 


-

 


1,607,608

 


-


Fixed-income securities and funds in foreign currency

5.b

-

 


103,239

 


-

 


-

 


103,239


Foreign exchange, interest rate and commodity hedging instruments

5.b

472,552

 


-

 


-

 


-

 


472,552


Trade receivables

6.a

-

 


-

 


3,438,995

 


3,367,012

 


-


Reseller financing

6.b

-

 


-

 


998,034

 


992,359

 


-


Total

 

2,082,523

 


2,046,403

 


4,771,576

 


6,303,889

 


2,518,955


Financial liabilities:

 

 

 


 

 


 

 


 

 


 


Financing

17.a

1,011,374

 


-

 


8,082,323

 


8,380,088

 


1,011,374


Debentures

17.a

2,487,244

 


-

 


4,599,525

 


4,529,439

 


2,487,244


Leases payable

14

-

 


-

 


1,348,311

 


1,348,311

 


-


Foreign exchange, interest rate and commodity hedging instruments

17.a

197,177

 


-

 


-

 


-

 


197,177


Trade payables

18

-

 


-

 


5,727,724

 


5,727,724

 


-


Stock warrant – indemnification (1)

24

51,296

 


-

 


-

 


-

 


51,296


Total

 

3,747,091

 


-

 


19,757,883

 


19,985,562

 


3,747,091



 

The fair value of financial instruments, including foreign exchange and interest hedging instruments, was determined as described below:

 


The fair value of cash and banks are identical to their carrying values.

Financial investments in investment funds are valued at the fund unit value as of the date of the financial statements, which corresponds to their fair value.

Financial investments in CDBs (Bank Certificates of Deposit) and similar instruments offer daily liquidity through repurchase at the “yield curve” and the Company calculates their fair value through methodologies commonly used for mark to market.

The fair values of trade receivables and trade payables approximate their carrying amounts and the Company calculates their fair value through methodologies commonly used in the market.

The subscription warrants – indemnification were measured based on the share price of Ultrapar (UGPA3) as of the financial statements date and are adjusted to the Company’s dividend yield, since the exercise is only possible from 2020 onwards and they are not entitled to dividends until then. The number of shares of subscription warrants – indemnification was also adjusted according to the changes in the amounts of provision for tax, civil, and labor risks and contingent liabilities related to the period prior to January 31, 2014 (see Note 24).

The fair value calculation of notes in the foreign market of Ultrapar International is based on the quoted price in an active market (see Note 17).


The fair value of other financial investments, hedging instruments, financing and leases payable was determined using calculation methodologies commonly used for mark-to-market reporting, which consist of calculating future cash flows associated with each instrument adopted and adjusting them to present value at the market rates as of the date of the financial statements. For some cases where there is no active market for the financial instrument, the Company and its subsidiaries can use quotes provided by the transaction counterparties.

 

The interpretation of market information on the choice of calculation methodologies for the fair value requires considerable judgment and estimates to obtain a value deemed appropriate to each situation. Consequently, the estimates presented do not necessary indicate the amounts that may be realizable.

 

Financial instruments were classified as financial assets or liabilities measured at amortized cost, except for (i) all exchange rate and interest rate hedging instruments, which are measured at fair value through profit or loss, financial investments classified as measured at fair value through profit or loss and financial investments that are classified as measured at fair value through other comprehensive income (see Note 5.b), (ii) loans and financing measured at fair value through profit or loss (see Note 17), (iii) guarantees to customers that have vendor arrangements (see Note 17), which are measured at fair value through profit or loss, and (iv) subscription warrants – indemnification, which are measured at fair value through profit or loss (see Note 24). Cash, banks, trade receivables and reseller financing are classified as financial assets measured at amortized cost. Trade payables and other payables are classified as financial liabilities measured at amortized cost.

 

The financial instruments are classified in the following categories:

 

(a) Level 1 – prices negotiated (without adjustment) in active markets for identical assets or liabilities;

 

(b) Level 2 – inputs other than prices negotiated in active markets included in Level 1 and observable for the asset or liability, either directly (as prices) or indirectly (derived from prices).

 

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