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Acquisition of Interest and Control (Tables) | 12 Months Ended
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Dec. 31, 2023
Stella GD Intermediação de Geração Distribuída de Energia Ltda [member] |
Acquisition of Interest and Control |
Schedule of the provisional balances of assets acquired and liabilities assumed on the acquisition date | The table below summarizes the balances of assets acquired and liabilities assumed on the acquisition date, including goodwill determination:
Assets |  |
Cash and cash equivalents | 1,586 |
Receivables | 17 |
Other receivables | 119 |
Property, plant and equipment | 515 |
Intangible assets | 1,024 |
Liabilities |  |
Trade payables | 14 |
Salaries and related charges | 217 |
Taxes payable | 9 |
Other payables | 5,378 |
Goodwill based on expected future profitability | 103,051 |
Acquisition value | 100,694 |
Comprised by |  |
Cash | 7,560 |
Contingent consideration to be settled in cash | 93,134 |
Total consideration | 100,694 |
Net cash outflow resulting from acquisition |  |
Consideration in cash | 7,560 |
Cash and cash equivalents acquired | (1,586 | )
Net cash consumed on investments acquisition | 5,974 |
Schedule of earnout sensitivity analysis | The following table shows information on how the fair value of the contingent consideration was determined considering the basic assumptions used to define earnout. The sensitivity analyses as of December 31, 2023, as shown below, were determined based on possible changes of assumptions, keeping all other assumptions constant.
Goals |  | Changes in goals |  | Increase in liabilities in R$ |  | Changes in goals |  | Decrease in liabilities in R$ |
Accounting net cash flow and net revenue |  | increase by 25.0 p.p. |  | 29,545 |  | decrease by 25.0 p.p |  | 27,353 |
NEOgás do Brasil Gás Natural Comprimido S.A. ("NEOgás") [member] |
Acquisition of Interest and Control |
Schedule of the provisional balances of assets acquired and liabilities assumed on the acquisition date | The following table summarizes the balances of assets acquired and liabilities assumed on the acquisition date, including goodwill determination:
Assets |  |
Cash and cash equivalents | 16,807 |
Receivables | 14,999 |
Inventories | 6,626 |
Recoverable taxes | 5,384 |
Judicial deposits | 131 |
Other receivables | 707 |
Right-of-use assets, net | 5,117 |
Property, plant and equipment, net | 104,700 |
Intangible assets, net | 52,604 |
Liabilities |  |
Loans and financing | 93,991 |
Trade payables | 17,600 |
Salaries and related charges | 2,341 |
Taxes payable | 860 |
Provisions for tax, civil and labor risks | 1,247 |
Leases payable | 5,191 |
Other payables | 3,884 |
Goodwill based on expected future profitability | 7,761 |
Acquisition value | 89,722 |
Comprised by |  |
Cash | 68,935 |
Contingent consideration to be settled | 20,787 |
Total consideration | 89,722 |
Net cash outflow resulting from acquisition |  |
Initial consideration in cash | 64,263 |
Subsequent consideration in cash | 4,672 |
Cash and cash equivalents acquired | (16,807 | )
Total | 52,128 |
Schedule of breakdown of the acquisition value, considering the working capital and net debt adjustments and primary contribution | The breakdown of the acquisition value, considering the working capital and net debt adjustments and primary contribution is shown below:
Amount of NEOgás’ purchase and sale agreement | 165,000 |
Working capital and net debt estimated adjustments | 10,012 |
Primary contribution | (85,290 | )
Net cash consumed on investments acquisition | 89,722 |
Schedule of acquired intangible assets that were not recognized in the books of the acquired entity | In the process of identifying assets and liabilities, intangible assets that were not recognized in the books of the acquired entity were also considered, as shown below:
| R$ |  |  | Useful life |  | Amortization method
Trademark rights | 5,069 |  |  | 5 years |  | Straight line
Licenses | 14,952 |  |  | 3 years |  | Straight line
Software | 2,418 |  |  | 5 years |  | Straight line
Customer list and relationship | 26,453 |  |  | 16 years |  | Straight line
Total | 48,892 |  |  |  |  |
Terminal de Combustíveis Paulínia S.A. (“Opla”) [member] |
Acquisition of Interest and Control |
Schedule of breakdown of the acquisition value, considering the working capital and net debt adjustments and primary contribution | The breakdown of the acquisition value, considering the working capital and net debt adjustments and the goodwill on the transaction is shown below:
Equity of the acquired investee | 51,462 |
Goodwill on the transaction | 158,634 |
Acquisition value | 210,096 |
Serra Diesel Transportador Revendedor Retalhista Ltda. [member] |
Acquisition of Interest and Control |
Schedule of the provisional balances of assets acquired and liabilities assumed on the acquisition date | The table below summarizes the provisional balances of assets acquired and liabilities assumed on the acquisition date recognized at fair value, subject to adjustment for purchase price allocation and goodwill determination:
Assets |  |
Cash and cash equivalents | 1,719 |
Receivables | 28,475 |
Inventories | 9,128 |
Recoverable taxes | 2,551 |
Other receivables | 55 |
Other investments | 298 |
Right-of-use assets, net | 25,500 |
Property, plant and equipment, net | 21,235 |
Intangible assets, net | 11,619 |
Liabilities |  |
Loans and financing | 17,337 |
Trade payables | 26,965 |
Salaries and related charges | 1,933 |
Taxes payable, income and social contribution taxes payable | 376 |
Leases payable | 25,500 |
Other payables | 8,194 |
Goodwill based on expected future profitability | 14,217 |
Non-controlling interests | 8,110 |
Assets and liabilities consolidated in the opening balance | 26,382 |
Assets acquired | 60,348 |
Liabilities assumed | (48,183 | )
Goodwill based on expected future profitability | 14,217 |
Acquisition value | 26,382 |
Comprised by |  |
Cash | 5,000 |
Acquisition of ownership interest via capital contribution (as non-controlling interests) | 16,193 |
Contingent consideration to be settled | 5,189 |
Total consideration | 26,382 |
Net cash outflow resulting from acquisition |  |
Initial consideration in cash | 5,000 |
Cash and cash equivalents acquired | (1,719 | )
Net cash consumed on investments acquisition | 3,281 |

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