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Published: 2022-11-30 09:46:30 ET
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6-K 1 sbsitr3q22_6k.htm FORM 6-K
 
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 

 
FORM 6-K
 
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
 
For November, 2022
(Commission File No. 1-31317)
 

 
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
(Exact name of registrant as specified in its charter)
 
Basic Sanitation Company of the State of Sao Paulo - SABESP
(Translation of Registrant's name into English)
 


Rua Costa Carvalho, 300
São Paulo, S.P., 05429-900
Federative Republic of Brazil
(Address of Registrant's principal executive offices)



Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.

Form 20-F ___X___ Form 40-F ______
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1)__.
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7)__.

Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.

Yes ______ No ___X___

If "Yes" is marked, indicated below the file number assigned to the
registrant in connection with Rule 12g3-2(b):
 

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

 

 

Table of Contents

 

   
Company Information  
Capital Breakdown 1
Parent Company’s Financial Statements  
Statement of Financial Position – Assets 2
Statement of Financial Position – Liabilities 3
Income Statement 5
Statement of Comprehensive Income 7
Statement of Cash Flows (Indirect Method) 8
Statement of Changes in Equity  
01/01/2022 to 09/30/2022 10
01/01/2021 to 09/30/2021 11
Statement of Value Added 12
Comments on the Company’s Performance 13
Notes to the Quarterly Information 23
Comments on the Company’s Projections 73
Other Information Deemed as Relevant by the Company 74
Reports and Statements  
Unqualified Reports on Special Review 76
Executive Officers’ Statement on the Financial Statements 77
Executive Accounting 78

 

 

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Company Information / Capital Breakdown

 

 

Number of Shares Current Quarter
(Unit) 09/30/2022
Paid-in Capital  
Common 683,509,689
Preferred 0
Total 683,509,689
Treasury Shares  
Common 0
Preferred 0
Total 0

 

 

 

 

PAGE 1 of 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

 

Parent Company’s Financial Statements / Statement of Financial Position – Assets

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2022 12/31/2021
1 Total Assets 55,994,109 53,165,485
1.01 Current Assets 7,138,423 6,502,998
1.01.01 Cash and Cash Equivalents 1,788,758 717,929
1.01.02 Financial Investments 1,631,894 2,433,385
1.01.02.03 Financial Investments Valued at Amortized Cost 1,631,894 2,433,385
1.01.03 Accounts Receivable 3,334,131 2,868,734
1.01.03.01 Trade Receivables 3,118,249 2,695,077
1.01.03.02 Other Receivables 215,882 173,657
1.01.03.02.01 Related-Party Balances 215,882 173,657
1.01.04 Inventories 120,059 113,506
1.01.06 Recoverable Taxes 151,712 276,104
1.01.06.01 Current Recoverable Taxes 151,712 276,104
1.01.08 Other Current Assets 111,869 93,340
1.01.08.03 Other 111,869 93,340
1.01.08.03.01 Restricted Cash 37,661 28,467
1.01.08.03.20 Other Assets 74,208 64,873
1.02 Noncurrent Assets 48,855,686 46,662,487
1.02.01 Long-Term Assets 10,333,735 9,741,933
1.02.01.04 Accounts Receivable 278,251 223,234
1.02.01.04.01 Trade Receivables 278,251 223,234
1.02.01.09 Receivables from Related Parties 947,432 644,895
1.02.01.09.03 Receivables from Controlling Shareholders 947,432 644,895
1.02.01.10 Other Noncurrent Assets 9,108,052 8,873,804
1.02.01.10.04 Escrow Deposits 139,648 141,667
1.02.01.10.05 Water and Basic Sanitation National Agency – ANA 15,443 20,666
1.02.01.10.06 Contract Asset 8,788,122 8,550,102
1.02.01.10.20 Other Assets 164,839 161,369
1.02.02 Investments 139,023 125,563
1.02.02.01 Equity Interest 92,933 79,437
1.02.02.01.03 Equity Interest in Jointly-Owned Subsidiaries 86,834 73,338
1.02.02.01.04 Other Investments 6,099 6,099
1.02.02.02 Investment Properties 46,090 46,126
1.02.03 Property, Plant and Equipment 302,246 291,157
1.02.04 Intangible Assets 38,080,682 36,503,834
1.02.04.01 Intangible Assets 38,080,682 36,503,834
1.02.04.01.01 Concession Agreements 1,119,878 1,172,498
1.02.04.01.02 Program Contracts 19,193,778 18,469,978
1.02.04.01.03 Service Contracts 17,068,992 16,158,771
1.02.04.01.04 Software License of Use 605,605 598,734
1.02.04.01.05 Right of Use 92,429 103,853

 

 

 

PAGE 2 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Parent Company’s Financial Statements / Statement of Financial Position – Liabilities

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2022 12/31/2021
2 Total Liabilities 55,994,109 53,165,485
2.01 Current Liabilities 4,836,659 5,092,927
2.01.01 Labor Liabilities and Pension Plan Obligations 526,851 426,616
2.01.01.01 Pension Plan Obligations 35,327 53,506
2.01.01.02 Labor Liabilities 491,524 373,110
2.01.02 Suppliers 289,126 236,763
2.01.02.01 Domestic Suppliers 289,126 236,763
2.01.03 Tax Liabilities 283,342 257,130
2.01.03.01 Federal Tax Liabilities 275,487 248,251
2.01.03.01.01 Income Tax and Social Contribution Payable 62,231 0
2.01.03.01.02 Pis-Pasep and Cofins Payable 126,447 111,963
2.01.03.01.03 INSS (Social Security Contribution) Payable 43,229 39,902
2.01.03.01.20 Other Federal Taxes 43,580 96,386
2.01.03.03 Municipal Tax Liabilities 7,855 8,879
2.01.04 Borrowings and Financing 1,787,602 1,830,617
2.01.04.01 Borrowings and Financing 1,231,413 1,128,253
2.01.04.01.01 In Local Currency 931,828 769,136
2.01.04.01.02 In Foreign Currency 299,585 359,117
2.01.04.02 Debentures 438,002 596,418
2.01.04.03 Financing through Lease 118,187 105,946
2.01.05 Other Liabilities 1,307,461 1,531,980
2.01.05.01 Payables to Related Parties 2,121 931
2.01.05.01.03 Payables to Controlling Shareholders 2,121 931
2.01.05.02 Other 1,305,340 1,531,049
2.01.05.02.01 Dividends and Interest on Capital Payable 424 548,006
2.01.05.02.04 Services Payable 587,189 469,027
2.01.05.02.05 Refundable Amounts 30,775 31,687
2.01.05.02.06 Program Contract Commitments 99,620 77,652
2.01.05.02.07 Public-Private Partnership - PPP 167,498 142,757
2.01.05.02.09 Indemnities 9,052 6,975
2.01.05.02.20 Other Liabilities 410,782 254,945
2.01.06 Provisions 642,277 809,821
2.01.06.01 Tax, Social Security, Labor, and Civil Provisions 251,343 218,137
2.01.06.01.01 Tax Provisions 34,095 29,525
2.01.06.01.02 Labor Liabilities and Pension Plan Obligations 119,839 105,806
2.01.06.01.04 Civil Provisions 97,409 82,806
2.01.06.02 Other Provisions 390,934 591,684
2.01.06.02.03 Provisions for Environmental Liabilities and Decommissioning 15,112 20,223
2.01.06.02.04 Provisions for Customers 144,164 154,984
2.01.06.02.05 Provisions for Suppliers 231,658 416,477
2.02 Noncurrent Liabilities 23,802,164 23,140,699
2.02.01 Borrowings and Financing 16,990,849 15,893,219
2.02.01.01 Borrowings and Financing 9,114,805 8,739,774
2.02.01.01.01 In Local Currency 6,796,785 5,802,738
2.02.01.01.02 In Foreign Currency 2,318,020 2,937,036
2.02.01.02 Debentures 7,508,782 6,736,111
PAGE 3 OF 78

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Version: 1

 

 

Parent Company’s Financial Statements / Statement of Financial Position – Liabilities

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2022 12/31/2021
2.02.01.03 Financing through Lease 367,262 417,334
2.02.02 Other Liabilities 5,809,368 6,325,069
2.02.02.02 Other 5,809,368 6,325,069
2.02.02.02.04 Pension Plan Obligations 2,293,271 2,321,662
2.02.02.02.05 Program Contract Commitments 12,003 44,995
2.02.02.02.06 Public-Private Partnership - PPP 2,783,480 2,917,428
2.02.02.02.07 Indemnities 19,359 14,642
2.02.02.02.08 Labor Liabilities 1,453 3,047
2.02.02.02.09 Deferred Cofins/Pasep 160,790 159,456
2.02.02.02.20 Other Liabilities 539,012 863,839
2.02.03 Deferred Taxes 335,952 283,739
2.02.03.01 Deferred Income Tax and Social Contribution 335,952 283,739
2.02.03.01.01 Deferred Income Tax and Social Contribution 335,952 283,739
2.02.04 Provisions 665,995 638,672
2.02.04.01 Tax, Social Security, Labor, and Civil Provisions 286,134 263,855
2.02.04.01.01 Tax Provisions 29,561 25,291
2.02.04.01.02 Labor Liabilities and Pension Plan Obligations 248,179 228,292
2.02.04.01.04 Civil Provisions 8,394 10,272
2.02.04.02 Other Provisions 379,861 374,817
2.02.04.02.03 Provisions for Environmental Liabilities and Decommissioning 376,358 311,069
2.02.04.02.04 Provisions for Customers 2,932 2,494
2.02.04.02.05 Provisions for Suppliers 571 61,254
2.03 Equity 27,355,286 24,931,859
2.03.01 Paid-Up Capital 15,000,000 15,000,000
2.03.04 Profit Reserves 9,829,855 9,885,485
2.03.04.01 Legal Reserve 1,532,365 1,532,365
2.03.04.08 Additional Dividend Proposed 0 55,631
2.03.04.10 Reserve for Investments 8,297,490 8,297,489
2.03.05 Retained Earnings/Accumulated Losses 2,479,057 0
2.03.06 Equity Valuation Adjustments 46,374 46,374

 

PAGE 4 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

 

Parent Company’s Financial Statements / Income Statement

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter YTD Previous
    07/01/2022 to 09/30/2022 Year Previous Year Year
      01/01/2022 to 09/30/2022 07/01/2021 to 09/30/2021 01/01/2021 to 09/30/2021
3.01 Revenue from Sales and/or Services 5,987,739 16,123,529 5,153,917 14,427,253
3.02 Cost of Sales and/or Services -3,767,593 -10,415,881 -3,324,800 -9,436,270
3.02.01 Cost of Sales and/or Services -2,447,695 -7,098,988 -2,165,337 -6,276,603
3.02.02 Construction Costs -1,319,898 -3,316,893 -1,159,463 -3,159,667
3.03 Gross Profit 2,220,146 5,707,648 1,829,117 4,990,983
3.04 Operating Income/Expenses -700,441 -2,139,751 -602,016 -1,759,679
3.04.01 Selling Expenses -369,876 -1,230,614 -315,841 -975,448
3.04.01.01 Selling Expenses -234,054 -664,166 -197,282 -591,737
3.04.01.02 Allowance for Doubtful Accounts -135,822 -566,448 -118,559 -383,711
3.04.02 General and Administrative Expenses -333,719 -928,714 -292,855 -812,904
3.04.04 Other Operating Income 22,115 45,985 19,717 39,467
3.04.04.01 Other Operating Income 24,362 50,704 26,422 54,357
3.04.04.02 Cofins and Pasep -2,247 -4,719 -6,705 -14,890
3.04.05 Other Operating Expenses -24,902 -43,856 -17,031 -27,003
3.04.06 Equity Accounting 5,941 17,448 3,994 16,209
3.05 Income before Financial Result and Taxes 1,519,705 3,567,897 1,227,101 3,231,304
3.06 Financial Result 118,508 134,257 -520,624 -626,181
3.06.01 Financial Income 496,042 925,214 138,217 343,226
3.06.01.01 Financial Income 526,935 976,419 144,572 360,006
3.06.01.02 Exchange Gains -147 443 697 290
3.06.01.03 Cofins and Pasep -30,746 -51,648 -7,052 -17,070
3.06.02 Financial  Expenses -377,534 -790,957 -658,841 -969,407
3.06.02.01 Financial  Expenses -404,793 -1,347,537 -406,155 -1,021,458
3.06.02.02 Exchange Losses 27,259 556,580 -252,686 52,051
3.07 Earnings before Income Tax 1,638,213 3,702,154 706,477 2,605,123
3.08 Income Tax and Social Contribution -557,153 -1,223,097 -237,946 -866,682
3.08.01 Current -501,204 -1,170,884 -262,037 -919,739
3.08.02 Deferred -55,949 -52,213 24,091 53,057
PAGE 5 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

 

Parent Company’s Financial Statements / Income Statement

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter YTD Previous
    07/01/2022 to 09/30/2022 Year Previous Year Year
      01/01/2022 to 09/30/2022 07/01/2021 to 09/30/2021 01/01/2021 to 09/30/2021
3.09 Net Result from Continued Operations 1,081,060 2,479,057 468,531 1,738,441
3.11 Profit/Loss for the Period 1,081,060 2,479,057 468,531 1,738,441
3.99 Earnings per Share - (Reais/Share)        
3.99.01 Basic Earnings per Share        
3.99.01.01 Common 1.58163 3.62695 0.68548 2.54341
3.99.02 Diluted Earnings per Share        
3.99.02.01 Common 1.58163 3.62695 0.68548 2.54341

 

 

 

PAGE 6 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

 

Parent Company’s Financial Statements / Statement of Comprehensive Income

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter YTD Previous
    07/01/2022 to 09/30/2022 Year Previous Year Year
      01/01/2022 to 09/30/2022 07/01/2021 to 09/30/2021 01/01/2021 to 09/30/2021
4.01 Net Income for the Period 1,081,060 2,479,057 468,531 1,738,441
4.03 Comprehensive Income for the Period 1,081,060 2,479,057 468,531 1,738,441

 

 

 

PAGE 7 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

 

Parent Company’s Financial Statements / Statement of Cash Flows – Indirect Method

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2022 to 09/30/2022 01/01/2021 to 09/30/2021
6.01 Net Cash from Operating Activities 2,569,167 3,247,848
6.01.01 Cash from Operations 6,712,386 5,669,046
6.01.01.01 Earnings before Income Tax and Social Contribution 3,702,154 2,605,123
6.01.01.02 Provision and Inflation Adjustments on Provisions 282,463 218,521
6.01.01.04 Finance Charges from Customers -247,355 -274,274
6.01.01.05 Residual Value of Property, Plant and Equipment, Intangible Assets, and Investment Properties Written-off 23,652 9,940
6.01.01.06 Depreciation and Amortization 1,801,622 1,660,020
6.01.01.07 Interest on Borrowings and Financing Payable 776,535 478,061
6.01.01.08 Monetary and Exchange Variations on Borrowings and Financing -409,109 95,341
6.01.01.09 Interest and Monetary Variation Losses 18,484 27,990
6.01.01.10 Interest and Monetary Variation Gains -394,968 -72,348
6.01.01.11 Allowance for Doubtful Accounts 566,448 383,711
6.01.01.12 Provision for Consent Decree (TAC) and Knowledge Retention Program (PRC) -1,238 3,134
6.01.01.13 Equity Accounting -17,448 -16,209
6.01.01.14 Interest and Inflation Adjustment (Public-Private Partnership) 366,890 344,282
6.01.01.15 Other Adjustments 11,397 -1,395
6.01.01.16 Transfer - São Paulo Municipal Government 167,655 143,725
6.01.01.17 Construction Margin over Intangible Assets Resulting from Concession Agreements -76,289 -72,672
6.01.01.18 Pension Plan Obligations 141,493 136,096
6.01.02 Changes in Assets and Liabilities -1,938,502 -918,886
6.01.02.01 Other Assets -483,163 -412,159
6.01.02.02 Related-Party Balances and Transactions -311,635 -1,944
6.01.02.03 Inventories -6,553 -1,126
6.01.02.04 Recoverable Taxes 124,392 -940,923
6.01.02.05 Other Receivables -3,630 16,436
6.01.02.06 Escrow Deposits 17,907 36,510
6.01.02.08 Trade Payables and Contractors -224,046 -242,335
6.01.02.09 Labor Liabilities and Pension Plan Obligations 101,473 63,173
6.01.02.10 Pension Plan Obligations -169,884 -153,899
6.01.02.11 Taxes and Contributions Payable -85,843 940,857
6.01.02.12 Services Payable -49,493 -68,265
6.01.02.13 Other Liabilities -426,677 -47,349
6.01.02.14 Provisions -422,684 -111,674
6.01.02.15 Deferred Cofins/Pasep 1,334 3,812
6.01.03 Other -2,204,717 -1,502,312
6.01.03.01 Interest Paid -1,145,888 -556,877
6.01.03.02 Income Tax and Social Contribution Paid -1,058,829 -945,435
6.02 Net Cash from Investing Activities -1,723,972 -811,539
6.02.01 Acquisition of Contract Assets and Intangible Assets -2,507,631 -2,477,227
6.02.02 Acquisition of Property, Plant and Equipment -40,472 -27,366
6.02.04 Restricted Cash -9,194 8,910
6.02.07 Financial Investments 833,325 1,684,144
PAGE 8 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

 

Parent Company’s Financial Statements / Statement of Cash Flows – Indirect Method

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2022 to 09/30/2022 01/01/2021 to 09/30/2021
6.03 Net Cash from Financing Activities 225,634 -430,682
6.03.01 Funding 2,690,603 1,606,484
6.03.02 Amortization -1,369,327 -1,285,529
6.03.03 Payment of Interest on Capital -603,541 -254,218
6.03.04 Public-Private Partnership - PPP -476,097 -433,969
6.03.05 Program Contract Commitments -16,004 -63,450
6.05 Increase (Decrease) in Cash and Cash Equivalents 1,070,829 2,005,627
6.05.01 Opening Balance of Cash and Cash Equivalents 717,929 396,401
6.05.02 Closing Balance of Cash and Cash Equivalents 1,788,758 2,402,028

 

 

PAGE 9 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Parent Company’s Financial Statements / Statement of Changes in Equity / 01/01/2022 to 09/30/2022

(R$ thousand)

 

Code Description Paid-up Capital Capital Reserves, Options Granted, and Treasury Shares Profit Reserves

Retained Earnings/ Accumulated

Losses

Other Comprehensive

Income

Equity
5.01 Opening Balances 15,000,000 0 9,885,485 0 46,374 24,931,859
5.03 Adjusted Opening Balances 15,000,000 0 9,885,485 0 46,374 24,931,859
5.04 Capital Transactions with Partners 0 0 -55,630 0 0 -55,630
5.04.08 Additional Dividends Approved 0 0 -55,630 0 0 -55,630
5.05 Total Comprehensive Income 0 0 0 2,479,057 0 2,479,057
5.05.01 Net Income for the Period 0 0 0 2,479,057 0 2,479,057
5.07 Closing Balances 15,000,000 0 9,829,855 2,479,057 46,374 27,355,286

 

 

 

 

PAGE 10 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Parent Company’s Financial Statements / Statement of Changes in Equity / 01/01/2021 to 09/30/2021

(R$ thousand)

 

Code Description Paid-up Capital Capital Reserves, Options Granted, and Treasury Shares Profit Reserves

Retained Earnings/ Accumulated

Losses

Other Comprehensive

Income

Equity
5.01 Opening Balances 15,000,000 0 8,194,706 0 -401,002 22,793,704
5.03 Adjusted Opening Balances 15,000,000 0 8,194,706 0 -401,002 22,793,704
5.04 Capital Transactions with Partners 0 0 -26,376 0 0 -26,376
5.04.08 Additional Dividends Approved 0 0 -26,376 0 0 -26,376
5.05 Total Comprehensive Income 0 0 0 1,738,441 0 1,738,441
5.05.01 Net Income for the Period 0 0 0 1,738,441 0 1,738,441
5.07 Closing Balances 15,000,000 0 8,168,330 1,738,441 -401,002 24,505,769

 

 

 

PAGE 11 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Parent Company’s Financial Statements / Statement of Value Added

(R$ thousand)

 

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2022 to 09/30/2022 01/01/2021 to 09/30/2021
7.01 Revenue 16,639,519 15,006,344
7.01.01 Goods, Products and Services Sold 13,762,081 12,103,359
7.01.02 Other Revenue 50,704 54,357
7.01.03 Revenue from Construction of Own Assets 3,393,182 3,232,339
7.01.04 Allowance for/Reversal of Doubtful Accounts -566,448 -383,711
7.02 Inputs Acquired from Third Parties -7,306,373 -6,760,496
7.02.01 Costs of Goods, Products and Services Sold -6,194,022 -5,836,974
7.02.02 Materials, Electricity, Outsourced Services, and Others -1,068,495 -896,519
7.02.04 Other -43,856 -27,003
7.03 Gross Value Added 9,333,146 8,245,848
7.04 Retentions -1,801,622 -1,660,020
7.04.01 Depreciation, Amortization, and Depletion -1,801,622 -1,660,020
7.05 Net Value Added Produced 7,531,524 6,585,828
7.06 Wealth Received in Transfer 994,310 376,505
7.06.01 Equity Accounting 17,448 16,209
7.06.02 Financial Income 976,862 360,296
7.07 Total Value Added to Distribute 8,525,834 6,962,333
7.08 Value Added Distribution 8,525,834 6,962,333
7.08.01 Personnel 1,958,612 1,781,105
7.08.01.01 Salaries and Wages 1,406,624 1,258,072
7.08.01.02 Benefits 441,724 427,149
7.08.01.03 Government Severance Indemnity Fund for Employees (FGTS) 110,264 95,884
7.08.02 Taxes and Contributions 2,820,420 2,273,545
7.08.02.01 Federal 2,649,229 2,107,248
7.08.02.02 State 123,247 116,849
7.08.02.03 Municipal 47,944 49,448
7.08.03 Value Distributed to Providers of Capital 1,267,745 1,169,242
7.08.03.01 Interest 1,249,743 1,152,647
7.08.03.02 Rentals 18,002 16,595
7.08.04 Value Distributed to Shareholders 2,479,057 1,738,441
7.08.04.03 Retained Earnings/Accumulated Losses for the Period 2,479,057 1,738,441

 

 

 

PAGE 12 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Comments on the Company’s Performance

 

Highlights

The Company recorded a net income of R$ 1,081.1 million in 3Q22, compared to the R$ 468.6 million reported in 3Q21, an increase of R$ 612.5 million (+130.7%).

Adjusted EBITDA totaled R$ 2,136.2 million, up by R$ 346.9 million (+19.4%) over the R$ 1,789.3 million reported in 3Q21.

 

Revenue from sanitation services

 

Increase of R$ 727.5 million, impacted by (i) a tariff adjustment of 12.8% since May 2021 2022; (ii) a 1.6% increase in total billed volume; and (iii) a higher average tariff due to the increase in the billed volume in the non-residential category.

 

Costs, administrative & selling expenses (excluding construction costs)

 

Growth of R$ 377.3 million, mainly due to the (i) R$ 113.3 million increase in services; (ii) R$ 83.5 million increase with salaries, payroll charges, benefits, and pension plan obligations; and (iii) R$ 67.8 million increase with treatment supplies.

 

Impacts from the exchange variation

 

Exchange variation expenses on borrowings and financing fell by R$ 279.9 million, due to the lower appreciation of the U.S. dollar and the depreciation of the Japanese Yen against the Brazilian real in 3Q22, compared to the appreciation reported in 3Q21 for both currencies, as shown in the table below:

 

  3Q22 3Q21
Foreign currency debt - R$ million 2,617.6 3,242.5
Foreign currency debt as a percentage of total debt 14.0% 18.0%
U.S. variation in the quarter 3.2% 8.7%
Yen variation in the quarter (3.2%) 8.3%

 

 

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Comments on the Company’s Performance

 

 

1.Result for the period

 

                                                                                                    R$ million
      Var.     Var.
  3Q22 3Q21 R$ % 9M22 9M21 R$ %
     Revenue from sanitation services 5,012.4 4,284.9 727.5 17.0 13,762.1 12,103.4 1,658.7 13.7
     Construction revenue 1,350.2 1,186.1 164.1 13.8 3,393.2 3,232.3 160.9 5.0
     COFINS and PASEP/TRCF taxes (374.9) (317.1) (57.8) 18.2 (1,031.7) (908.4) (123.3) 13.6
(=) Net operating income 5,987.7 5,153.9 833.8 16.2 16,123.6 14,427.3 1,696.3 11.8
     Costs and expenses (3,151.3) (2,774.0) (377.3) 13.6 (9,258.3) (8,065.0) (1,193.3) 14.8
     Construction costs (1,319.9) (1,159.5) (160.4) 13.8 (3,316.9) (3,159.7) (157.2) 5.0
     Equity pickup 6.0 4.0 2.0 50.0 17.4 16.2 1.2 7.4
     Other operating income (expenses), net (2.7) 2.7 (5.4) (200.0) 2.1 12.5 (10.4) (83.2)
(=) Earnings before financial result, income tax, and social contribution 1,519.8 1,227.1 292.7 23.9 3,567.9 3,231.3 336.6 10.4
     Financial result 118.5 (520.6) 639.1 (122.8) 134.3 (626.2) 760.5 (121.4)
(=) Earnings before income tax and social contribution 1,638.3 706.5 931.8 131.9 3,702.2 2,605.1 1,097.1 42.1
     Income tax and social contribution (557.2) (237.9) (319.3) 134.2 (1,223.1) (866.7) (356.4) 41.1
(=) Net income 1,081.1 468.6 612.5 130.7 2,479.1 1,738.4 740.7 42.6
     Earnings per share (R$)*                1.58                0.69                    3.63                2.54    

 

(*) Number of shares = 683,509,869

 

Adjusted EBITDA Reconciliation (Non-accounting measures)

                                                                                                    R$ million
      Var.     Var.
  3Q22 3Q21 R$ % 9M22 9M21 R$ %
     Net income 1,081.1 468.6 612.5 130.7 2,479.1 1,738.4 740.7 42.6
     Income tax and social contribution 557.2 237.9 319.3 134.2 1,223.1 866.7 356.4 41.1
     Financial result (118.5) 520.6 (639.1) (122.8) (134.3) 626.2 (760.5) (121.4)
     Other operating income (expenses), net 2.7 (2.7) 5.4 (200.0) (2.1) (12.5) 10.4 (83.2)
(=) Adjusted EBIT* 1,522.5 1,224.4 298.1 24.3 3,565.8 3,218.8 347.0 10.8
     Depreciation and amortization 613.7 564.9 48.8 8.6 1,801.6 1,660.0 141.6 8.5
(=) Adjusted EBITDA** 2,136.2 1,789.3 346.9 19.4 5,367.4 4,878.8 488.6 10.0
     (%) Adjusted EBITDA margin 35.7 34.7     33.3 33.8    

 

* Adjusted EBIT corresponds to income before: (i) other operating income (expenses), net; (ii) financial result; and (iii) income tax and social contribution.

** Adjusted EBITDA corresponds to income before: (i) other operating income (expenses), net; (ii) financial result; (iii) income tax and social contribution; and (iv) depreciation and amortization expenses.

 

The net operating revenue, which considers construction revenue, totaled R$ 5,987.7 million in 3Q22, up by 16.2% over 3Q21.

Costs and expenses, which consider construction costs, totaled R$ 4,471.2 million, up by 13.7% over 3Q21.

Adjusted EBIT, of R$ 1,522.5 million, increased by 24.3% over the R$ 1,224.4 million recorded in 3Q21.

Adjusted EBITDA, of R$ 2,136.2 million, increased by 19.4% over the R$ 1,789.3 million recorded in 3Q21 (R$ 6,861.3 million in the last 12 months).

The Adjusted EBITDA margin was 35.7% in 3Q22, compared to 34.7% reported in 3Q21 (32.4% in the last 12 months).

Excluding the effects of revenue and construction costs, the adjusted EBITDA margin reached 45.4% in 3Q22, compared to 44.4% in 3Q21 (40.6% in the last 12 months).

The Company recorded a net income of R$ 1,081.1 million in 3Q22, compared to R$ 468.6 million in 3Q21.

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Comments on the Company’s Performance

 

 

2.Revenue from sanitation services

 

The gross operating revenue from sanitation services, which excludes construction revenue, totaled R$ 5,012.4 million in 3Q22, an increase of R$ 727.5 million (+17.0%) over the R$ 4,284.9 million recorded in 3Q21.

The main factors that led to the increase were:

·Average tariff adjustment of 12.8% since May 2022;
·Higher average tariff due to the increase in the billed volume in the non-residential category; and
·Increase of 1.6% in the total billed volume.

 

 

3.Construction revenue

 

Construction revenue increased by R$ 164.1 million (+13.8%), due to higher investments made.

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Comments on the Company’s Performance

 

 

4.Billed volume

 

The following tables show the water and sewage billed volume, on a quarter-over-quarter and year-over-year basis, per customer category and region.

 

WATER AND SEWAGE BILLED VOLUME(1) PER CUSTOMER CATEGORY – million m3
  Water Sewage Water + Sewage
Category 3Q22 3Q21 Var. % 3Q22 3Q21 Var. % 3Q22 3Q21 Var. %
Residential 462.3 462.2 - 405.5 400.7 1.2 867.8 862.9 0.6
Commercial 45.5 42.4 7.3 44.2 40.1 10.2 89.7 82.5 8.7
Industrial 8.8 8.5 3.5 9.6 9.5 1.1 18.4 18.0 2.2
Public 11.1 9.8 13.3 10.1 8.6 17.4 21.2 18.4 15.2
Total retail 527.7 522.9 0.9 469.4 458.9 2.3 997.1 981.8 1.6
Wholesale (3) 11.8 12.2 (3.3) 4.9 3.9 25.6 16.7 16.1 3.7
Overall Total 539.5 535.1 0.8 474.3 462.8 2.5 1,013.8 997.9 1.6
  Water Sewage Water + Sewage
Category 9M22 9M21 Var. % 9M22 9M21 Var. % 9M22 9M21 Var. %
Residential 1,397.6 1,409.0 (0.8) 1,218.8 1,218.3 - 2,616.4 2,627.3 (0.4)
Commercial 136.5 123.9 10.2 131.8 117.1 12.6 268.3 241.0 11.3
Industrial 25.8 25.6 0.8 28.4 27.3 4.0 54.2 52.9 2.5
Public 32.4 27.0 20.0 28.8 23.8 21.0 61.2 50.8 20.5
Total retail 1,592.3 1,585.5 0.4 1,407.8 1,386.5 1.5 3,000.1 2,972.0 0.9
Wholesale (3) 36.0 37.7 (4.5) 14.9 11.4 30.7 50.9 49.1 3.7
Overall Total 1,628.3 1,623.2 0.3 1,422.7 1,397.9 1.8 3,051.0 3,021.1 1.0
WATER AND SEWAGE BILLED VOLUME(1) PER REGION – million m3
  Water Sewage Water + Sewage
Region 3Q22 3Q21 Var. % 3Q22 3Q21 Var. % 3Q22 3Q21 Var. %
Metropolitan 354.9 354.1 0.2 315.7 309.6 2.0 670.6 663.7 1.0
Regional (2) 172.8 168.8 2.4 153.7 149.3 2.9 326.5 318.1 2.6
Total retail 527.7 522.9 0.9 469.4 458.9 2.3 997.1 981.8 1.6
Wholesale (3) 11.8 12.2 (3.3) 4.9 3.9 25.6 16.7 16.1 3.7
Overall Total 539.5 535.1 0.8 474.3 462.8 2.5 1,013.8 997.9 1.6
  Water Sewage Water + Sewage
Region 9M22 9M21 Var. % 9M22 9M21 Var. % 9M22 9M21 Var. %
Metropolitan 1,068.6 1,076.6 (0.7) 943.5 939.5 0.4 2,012.1 2,016.1 (0.2)
Regional (2) 523.7 508.9 2.9 464.3 447.0 3.9 988.0 955.9 3.4
Total retail 1,592.3 1,585.5 0.4 1,407.8 1,386.5 1.5 3,000.1 2,972.0 0.9
Wholesale (3) 36.0 37.7 (4.5) 14.9 11.4 30.7 50.9 49.1 3.7
Overall Total 1,628.3 1,623.2 0.3 1,422.7 1,397.9 1.8 3,051.0 3,021.1 1.0

 

(1) Unaudited by external auditors

(2) Including coastal and interior regions

(3) Wholesale includes volumes of reuse water and non-domestic sewage

 

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Comments on the Company’s Performance

 

 

 

5.Costs, administrative & selling expenses, and construction costs

 

Costs, administrative and selling expenses, and construction costs increased by R$ 537.7 million in 3Q22 (+13.7%). Excluding construction costs, the increase was R$ 377.3 million (+13.6%).

 

Costs, administrative and selling expenses, and construction costs as a percentage of net revenue were 74.7% in 3Q22, compared to 76.3% in 3Q21.

                                                                                                    R$ million
      Var.     Var.  
  3Q22 3Q21 R$ % 9M22 9M21 R$ %  
Salaries, payroll charges and benefits, and Pension plan obligations 764.7 681.2 83.5 12.3 2,208.7 1,981.0 227.7 11.5  
General supplies 107.8 79.3 28.5 35.9 289.2 225.6 63.6 28.2  
Treatment supplies 149.9 82.1 67.8 82.6 439.7 263.4 176.3 66.9  
Services 635.3 522.0 113.3 21.7 1,746.8 1,506.1 240.7 16.0  
Electricity 359.3 375.0 (15.7) (4.2) 1,147.4 1,074.5 72.9 6.8  
General expenses 361.5 327.4 34.1 10.4 997.3 912.1 85.2 9.3  
Tax expenses 23.3 23.5 (0.2) (0.9) 61.2 58.6 2.6 4.4  
Subtotal 2,401.8 2,090.5 311.3 14.9 6,890.3 6,021.3 869.0 14.4  
Depreciation and amortization 613.7 564.9 48.8 8.6 1,801.6 1,660.0 141.6 8.5  
Allowance for doubtful accounts 135.8 118.6 17.2 14.5 566.4 383.7 182.7 47.6  
Subtotal 749.5 683.5 66.0 9.7 2,368.0 2,043.7 324.3 15.9  
Costs, administrative & selling expenses 3,151.3 2,774.0 377.3 13.6 9,258.3 8,065.0 1,193.3 14.8  
Construction costs 1,319.9 1,159.5 160.4 13.8 3,316.9 3,159.7 157.2 5.0  
Costs, adm & selling expenses, and construction costs 4,471.2 3,933.5 537.7 13.7 12,575.2 11,224.7 1,350.5 12.0  
% of net revenue 74.7 76.3     78.0 77.8      

 

 

Salaries, payroll charges and benefits, and Pension plan obligations

 

The R$ 83.5 million increase (+12.3%) recorded in 3Q22 was mainly due to:

 

·The average salary adjustment of 12.9% (R$ 68.1 million) in May 2022 and the application of 1% referring to the Career and Salary Plan in February 2022, partially offset by the 2.2% decline in the average number of employees; and
·Increase in expenses with overtime, of R$ 9.1 million.

 

General supplies

 

Increase of R$ 28.5 million (+ 35.9%), mainly due to the:

 

·R$ 23.2 million for the maintenance of water and sewage systems, connections, and networks; and
·R$ 1.1 million with furniture conservation.

 

Treatment supplies

 

Increase of R$ 67.8 million (+82.6%), mainly due to higher product prices and higher use of algaecides, coagulants, and disinfectants in several Water Treatment Stations to maintain the quality of raw water.

The prices of several materials used in the treatment process of water and sewage, such as aluminum sulfate, ferric chloride, and aluminum polychloride, were impacted by the international market.

 

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Comments on the Company’s Performance

 

Services

 

Service expenses totaled R$ 635.3 million, an increase of R$ 113.3 million (+21.7%) over the R$ 522.0 million recorded in 3Q21. The main increases were:

·R$ 21.7 million paid to technical services, mainly IT consulting, maintenance, and support;
·R$ 21.1 million with paving and replacing of sidewalks;
·R$ 17.4 million with customer service channels;
·R$ 15.4 million for the maintenance of water and sewage systems;
·R$ 10.4 million with the transportation of waste generated in the Water Treatment Stations and Sewage Treatment Stations; and
·R$ 8.7 million with surveillance.

 

Electricity

 

Electricity expenses totaled R$ 359.3 million in 3Q22, an increase of R$ 15.7 million (+4.2%) over the R$ 375.0 million recorded in 3Q21. Of the total, the Free Market Tariffs (ACL) accounted for 54.1% of total expenses in 3Q22 (53.2% in 3Q21) while the Regulated Market Tariffs (ACR) accounted for 45.9% (46.8% in 3Q21).

The main factors that contributed to this variation were:

·An average decrease of 1.9% in ACL prices (includes Grid Market Tariffs - TUSD), with no significant variation in consumption; and
·An average decrease of 9.0% in ACR tariffs, with no significant variation in consumption.

Year-over-year, electricity tariffs were impacted, among others, by (i) the red tariff flag in 3Q21; and (ii) the lower tax burden on electricity bills in 3Q22, as a consequence of Supplementary Law 194/2022.

 

General expenses

 

Increase of R$ 34.1 million (+10.4%), totaling R$ 361.5 million in 3Q22, compared to the R$ 327.4 million recorded in 3Q21, mainly from the (i) higher provision for transfer to the Municipal Funds for Environmental Sanitation and Infrastructure, of R$ 27.1 million; and (ii) higher lawsuit expenses in 3Q22, of R$ 7.3 million.

 

Expenses with municipal transfers totaled R$ 193.0 million in 3Q22, compared to the R$ 165.9 million reported in 3Q21 (+16.3%), mainly due to higher operating revenue reported in 3Q22.

 

Depreciation and amortization

 

The R$ 48.8 million increase (+8.6%) was mainly due to the beginning of operations of intangible assets, totaling R$ 4.8 billion.

 

Allowance for doubtful accounts

 

Increase of R$ 17.2 million, from R$ 118.6 million in 3Q21 to R$ 135.8 million in 3Q22, due to higher provisioning arising from the increase in default in 3Q22.

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Comments on the Company’s Performance

 

 

 

6.Financial result

 

        R$ million
      Var.
  3Q22 3Q21 R$ %
Financial expenses, net of revenue (229.7) (207.5) (22.2) 10.7
Monetary and exchange variations, net 348.2 (313.1) 661.3 (211.2)
Financial Result 118.5 (520.6) 639.1 (122.8)

 

 

Financial expenses, net of revenue

        R$ million
      Var.
  3Q22 3Q21 R$ %
Financial expenses        
   Interest and charges on domestic borrowings and financing (271.3) (167.4) (103.9) 62.1
   Interest and charges on international borrowings and financing (14.6) (12.5) (2.1) 16.8
   Other financial expenses (89.9) (105.0) 15.1 (14.4)
Total financial expenses (375.8) (284.9) (90.9) 31.9
Financial revenue 146.1 77.4 68.7 88.8
Financial expenses, net of revenue (229.7) (207.5) (22.2) 10.7

 

 

The main impacts resulted from:

 

·Increase of R$ 103.9 million in interest and charges on domestic borrowings and financing, mainly due to (i) higher interest on debentures, of R$ 68.3 million, from the proceeds of the 29th and 30th issues; and (ii) a rise in the average DI rate (from 7.07% in 3Q21 to 13.47% in 3Q22), which impacted interest on domestic borrowings;
·Decrease of R$ 15.1 million in other financial expenses, mostly due to higher recognition of interest on lawsuits in 3Q21; and
·Increase of R$ 68.7 million in financial revenues, mainly on financial investments in 3Q22, as a result of the higher average DI rate.

 

Monetary and exchange variations, net

 

        R$ million
      Var.
  3Q22 3Q21 R$ %
Monetary and exchange variations on liabilities        
   Monetary variations on borrowings and financing 14.7 (52.0) 66.7 (128.3)
   Exchange variations on borrowings and financing 27.3 (252.6) 279.9 (110.8)
   Other monetary variations (43.8) (69.3) 25.5 (36.8)
Total monetary and exchange variations on liabilities (1.8) (373.9) 372.1 (99.5)
Monetary and exchange variations on assets 350.0 60.8 289.2 475.7
Monetary and exchange variations, net 348.2 (313.1) 661.3 (211.2)

 

The effect of net monetary and exchange variations in 3Q22 was R$ 661.3 million, lower than the figure reported in 3Q21, especially due to:

PAGE 19 OF 78

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Comments on the Company’s Performance

 
·R$ 66.7 million decrease in monetary variations on borrowings and financing, due to the decrease in the IPCA consumer price index (from 3.02% in 3Q21 to -1.32% in 3Q22);
·R$ 279.9 million decrease in exchange variations on borrowings and financing, due to the lower appreciation of the U.S. dollar and the depreciation of the Yen against the Real in 3Q22 (3.2% and -3.2%, respectively), when compared to the depreciation recorded in both currencies in 3Q21 (8.7% and 8.3%, respectively);
·Decrease of R$ 25.5 million in other monetary variations, mainly on lawsuits, of R$ 21.4 million; and
·Increase of R$ 289.2 million in monetary and exchange variations on assets, mostly due to the recognition of R$ 324.5 million referring to the monetary adjustment on the GESP 2015 agreement in 3Q22, primarily resulting from the judicial order prohibiting the transfer of the reservoirs of the Alto Tietê Production System.

 

7.Income tax and social contribution

 

The R$ 319.3 million increase in 3Q22 was mainly due to:

 

·Higher net operating revenue, of R$ 833.8 million;
·Higher costs and expenses, of R$ 537.7 million;
·Positive exchange variation, of R$ 279.9 million, from an expense of R$ 252.6 million in 3Q21 to a revenue of R$ 27.3 million in 3Q22; and
·Monetary adjustment on the GESP Agreement 2015, of R$ 324.5 million.

 

8.Indicators

 

a)Operating

 

Information (*) 3Q22 3Q21 %
Water connections (1) 10,118 10,152 (0.3)
Sewage connections (1)   8,592 8,627 (0.4)
Population directly served - water (2) 27.9 27.7 0.7
Population directly served - sewage (2) 24.7 24.6 0.4
Number of employees 12,372 12,598 (1.8)

 

(1) Total connections, active and inactive, in thousand units at the end of the period. Excludes Mauá in 3Q21.

(2) In million inhabitants, at the end of the period. Does not include wholesale.

(*) Unaudited by external auditors

 

 

b)Economic

 

Economic variables at the close of the quarter (*) 3Q22 3Q21
Amplified Consumer Price Index (1) -1.32 3.02
National Consumer Price Index (1) -1.23 3.13
Consumer Price Index (1) 0.40 3.63
Interbank Deposit Certificate (2) 13.47 7.07
U.S. dollar (3) 5.4066 5.4394
Yen (3) 0.03737 0.04878

 

(1) Accrued in the quarter (%)

(2) Average quarterly rate (%)

(3) Ptax sale rate on the last day

(*) Unaudited by external auditors

 

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9.Borrowings and financing

 

                  R$ thousand
DEBT PROFILE
INSTITUTION 2022 2023 2024 2025 2026 2027 2028 onwards TOTAL % of total
Local currency                  
Debentures 41,619 737,339 1,070,665 1,201,533 1,080,529 1,690,560 2,124,539 7,946,784 42
Brazilian Federal Savings Bank 25,974 98,128 97,639 103,743 110,230 117,111 959,317 1,512,142 8
BNDES 61,662 239,906 233,195 212,964 203,127 190,613 292,531 1,433,998 8
IDB 2202 - 181,349 181,349 181,349 181,349 181,349 1,438,374 2,345,119 12
IDB INVEST - 37,340 39,550 44,300 106,390 108,728 554,590 890,898 5
IDB INVEST 2022 - 14,100 14,100 38,275 38,431 38,431 322,784 466,121 2
IFC - 80,000 80,000 80,000 80,000 80,000 350,767 750,767 4
Lease (Concession Agreements, Program Contracts, and Contract Asset) (1) 43,534 46,102 48,454 32,141 32,991 33,717 131,783 368,722 2
Leases (others) (2) 20,295 65,380 17,062 9,223 4,107 660 - 116,727 1
Other 1,531 6,234 2,972 2,739 142 - - 13,618 0
Interest and other charges 195,350 120,600 - - - - - 315,950 2
Total in local currency 389,965 1,626,478 1,784,986 1,906,267 1,837,296 2,441,169 6,174,685 16,160,846 86
                   
Foreign currency                  
IDB - 55,570 55,570 64,186 17,233 17,233 267,189 476,981 3
IBRD - 32,870 32,870 32,870 32,870 32,870 227,332 391,682 2
JICA 5,394 160,347 160,347 160,347 160,347 160,347 891,015 1,698,144 9
IDB 1983AB - 41,311 - - - - - 41,311 0
Interest and other charges 6,779 2708 - - - - - 9,487 0
Total in foreign currency 12,173 292,806 248,787 257,403 210,450 210,450 1,385,536 2,617,605 14
                   
TOTAL 402,138 1,919,284 2,033,773 2,163,670 2,047,746 2,651,619 7,560,221 18,778,451 100

 

(1)Refers to work contracts signed as Assets Lease;
(2)Obligations related to leasing agreements, mainly vehicle leases.

 

 

Covenants

 

The table below shows the most restrictive clauses in 3Q22:

  Covenants
Adjusted EBITDA / Adjusted Financial Expenses Equal to or higher than 2.80
EBITDA / Financial Expenses Paid Equal to or higher than 2.35
Adjusted Net Debt / Adjusted EBITDA Equal to or lower than 3.80
Net Debt / Adjusted EBITDA Equal to or lower than 3.50
Total Adjusted Debt / Adjusted EBITDA Lower than 3.65
Other Onerous Debt (1) / Adjusted EBITDA Equal to or lower than 1.30
Adjusted Current Ratio Higher than 1.00

 

(1)“Other Onerous Debt” corresponds to the sum of pension plan obligations, healthcare plan, installment payment of tax debts, and installment payment of debts with the electricity supplier.

As of September 30, 2022, the Company had met the requirements of its borrowings and financing agreements.

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Comments on the Company’s Performance

 

 

10.Investments

 

Investments totaled R$ 1,430.3 million in 3Q22, presented as additions in the notes to the quarterly information under Contract Asset, Intangible Assets, and Property, Plant and Equipment, of R$ 1,388.4 million, R$ 24.2 million, and R$ 17.7 million, respectively. Cash disbursed in 3Q22 referring to investments, including from previous periods, totaled R$ 1,030.7 million.

The table below shows investments in 3Q22, broken down by water, sewage, and region:

R$ million
Investments Water Sewage Total
Metropolitan Region 398.4 648.7 1,047.1
Regional Systems 158.0 225.2 383.2
Total 556.4 873.9 1,430.3

 

 

 

 

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Notes to the Interim Financial Information

 

 

1Operations

 

Companhia de Saneamento Básico do Estado de São Paulo (SABESP or Company) is a mixed-capital company headquartered in the municipality São Paulo, at Rua Costa Carvalho, 300, CEP 05429-900, controlled by the São Paulo State. The Company is engaged in the provision of basic and environmental sanitation services in the São Paulo State, as well as supplies treated water and sewage services on a wholesale basis.

 

In addition to providing basic sanitation services in the São Paulo State, SABESP may perform activities in other states and countries and can operate in drainage, urban cleaning, solid waste handling and energy markets. SABESP aims to be a world reference in the provision of sanitation services, in a sustainable, competitive, and innovative manner, with a focus on customers.

 

As of September 30, 2022, the Company operated water and sewage services in 375 municipalities of the São Paulo State, 351 of which have already signed contracts, according to Law 11,445/2007. Most of these municipalities’ operations are based on 30-year concession, program, and service contracts, except for the municipalities of Guarulhos, Mauá, Santo André, São Bernardo do Campo, São João da Boa Vista, and Tejupá, which have 40-year term contracts.

 

The table below shows a summary of the contractual situation of the municipalities served:

 

 

September 30,

2022

December 31,

2021

September 30,

2021

       
Total municipalities that have already signed contracts 351 342 342
   Balance – intangible and contract asset 44,260,083 42,260,091 41,630,815
   Percentage of intangible and contract asset 94.43% 93.80% 93.90%
Revenue from sanitation services (excluding construction revenue) 13,128,723 15,490,808 11,512,329
Percentage of revenue from sanitation services (excluding construction revenue) 95.40% 95.01% 95.12%
       
Municipalities with expired contracts: 1 8 8
   Balance – intangible and contract asset 11,592 214,329 215,833
   Percentage of intangible and contract asset 0.02% 0.48% 0.49%
Revenue from sanitation services (excluding construction revenue) 10,981 41,194 29,635
Percentage of revenue from sanitation services (excluding construction revenue) 0.08% 0.25% 0.24%
       
Municipalities with concession agreements due by 2030: 23 25 25
   Balance – intangible and contract asset 1,040,458 1,127,920 1,148,688
   Percentage of intangible and contract asset 2.22% 2.50% 2.59%
Revenue from sanitation services (excluding construction revenue) 523,277 653,408 471,834
Percentage of revenue from sanitation services (excluding construction revenue) 3.80% 4.01% 3.90%
       
Municipality of São Paulo:      
Percentage of intangible and contract asset 43.02% 43.11% 42.87%
Percentage of revenue from sanitation services (excluding construction revenue) 45.36% 44.45% 45.13%

 

 

The Company's shares have been listed on the Novo Mercado segment of B3 under ticker SBSP3 since April 2002 and on the New York Stock Exchange (NYSE) as Level III American Depositary Receipts (“ADRs”), under ticker SBS, since May 2002.

 

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Notes to the Interim Financial Information

 

Since 2008, the Company has been setting up partnerships with other companies, which resulted in the following companies: Sesamm, Águas de Andradina, Saneaqua Mairinque, Aquapolo Ambiental, Águas de Castilho, Attend Ambiental, and Paulista Geradora de Energia. Although SABESP has no majority interest in the capital stock of these companies, the shareholders’ agreements provide for the power of veto and casting votes on certain issues jointly with associates, indicating the shared control in the management of these investees, except for Saneaqua Mairinque, which, as of August 2020, no longer has a shared control.

 

Economic instability worsened by COVID-19

 

Regarding the effects of COVID-19, we emphasize the migration, in 2020, of the billed volume of the public, commercial, and industrial categories that have average tariffs higher than the tariff charged from the residential category. However, since 2021, the billed volume has been resuming for these categories with consequent recovery in the average tariff price.

 

Expenses with allowance for doubtful accounts are still rising over the same period in 2021, due to the higher delinquency in 2022.

 

New Legal Sanitation Framework

 

On July 15, 2020, Federal Law 14,026/2020, known as New Legal Framework for Basic Sanitation, was sanctioned. The new law expands competition in the sector by extinguishing program contracts, encourages the region-wise provision of services to promote economies of scale, and provides for strengthening the service regulation.

 

Additionally, the New Legal Framework imposes performance goals to reach 99% of the population served with drinking water and 90% with sewage collection and treatment by December 31, 2033, encouraging operators to increase efficiency. The new Law also granted the National Water Agency (ANA) with power to edit reference rules to regulate sanitation services, aiming to standardize the operation of the regulatory agencies and minimize regulatory uncertainties, thus creating a more stable and attractive environment for investments in the sector.

 

On May 31, 2021, Federal Decree 10,710 was published, regulating article 10-B of Law 11,445/2007, establishing the methodology for proving the economic and financial capacity of public providers of drinking water supply and sewage services, to make it possible the compliance with the universalization goals by 2033. Said Decree determined economic and financial evaluation metrics on service providers to prove their ability to make investments within the intended deadlines and several conditions for current contracts to be considered regular. Any adjustments to them should be made by March 31, 2022, in line with paragraph 1 of article 11-B of the New Legal Framework.

 

According to the aforementioned Decree, as of December 30, 2021, the Company presented a requirement to the São Paulo State Utility Services Regulatory Agency (ARESESP) containing documents that prove its capacity to maintain the provision of services in the operated area by meeting the goals of universal water and sewage collection and treatment by 2033, defined by the New Legal Framework, attested and certified by the independent auditors. As of March 28, 2022, ARSESP recognized the Company’s economic-financial capacity, under the applicable legislation.

 

In this new context, the Company understands that it is important to highlight that: i) it has 366 regular contracts that have already been adapted to the provisions of the New Legal Framework, which ensure 99.5% of revenue; ii) it has access to public capital and the private capital market, due to its sound reputation, favoring the maintenance and/or expansion of its operating base and compliance with the universalization of services within the deadline established by the new law; and iii) it has high governance level.

 

Management expects that the financial funds raised with the gradual recovery of the economic activities, improved water security from the works carried out, generation of operational cash, and credit lines available for investments, will be sufficient to meet the Company’s commitments and not compromise the necessary investments.

 

Approvals

 

The quarterly information was approved by the Board of Directors on November 10, 2022.

 

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Notes to the Interim Financial Information

 

 

 

2Basis of preparation and presentation of the quarterly information

 

Presentation of the Quarterly Information

 

The quarterly information as of September 30, 2022, was prepared based on the provisions of CPC 21 (R1) – Interim Financial Information and the international standard IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), applicable to the preparation of the Quarterly Information Form – ITR, and is fairly presented consistent with the rules issued by the Brazilian Securities and Exchange Commission (CVM). Accordingly, this Quarterly Information takes into consideration the Official Letter CVM/SNC/SEP 003 of April 28, 2011, which allows the entities to present selected notes to the financial statements, in cases of redundant information already disclosed in the Annual Financial Statements. Therefore, the quarterly information as of September 30, 2022, therefore, does not include all the notes and reporting required by the annual financial statements, and accordingly, shall be read jointly with the Annual Financial Statements as of December 31, 2021, prepared under the International Financial Reporting Standards – IFRS, issued by the International Accounting Standards Board – IASB, and the accounting practices adopted in Brazil, which observe the pronouncements issued by the Brazilian Accounting Pronouncements Committee - CPC. Therefore, in this quarterly information, the notes below were either not presented or are not as detailed as and/or have the same references as those in the annual financial statements (according to numerical references):

 

  1. Summary of significant accounting policies (Note 3);
  2. Changes in accounting practices and disclosures (Note 4);
  3. Risk management – Financial instruments (Note 5.4);
  4. Key accounting estimates and judgments (Note 6);
  5. Related-party balances and transactions (Note 11);
  6. Investments (Note 12);
  7. Intangible assets (Note 15);
  8. Borrowings and financing (Note 17);
  9. Deferred taxes and contributions (Note 19);
  10. Provisions (Note 20);
  11. Pension plan obligations (Note 22);
  12. Equity (Note 24);
  13. Insurance (Note 27);

 

All material information related to the quarterly information, and this information alone, is being disclosed and corresponds to the information used by the Company’s Management in its administration.

 

The amounts disclosed in the Notes to the quarterly information are in thousands of Brazilian reais, unless otherwise stated.

 

 

3Summary of significant accounting policies

 

The accounting policies used in the preparation of the quarterly information as of September 30, 2022, are consistent with those used to prepare the Annual Financial Statements for the year ended December 31, 2021, disclosed in Note 3 of such financial statements.

 

 

4Risk management

 

4.1Financial Risk Management

 

Financial risk factors

 

The Company's activities are affected by the Brazilian economic scenario, making it exposed to market risk (exchange rate and interest rate), credit risk, and liquidity risk. Financial risk management is focused on the unpredictability of financial markets and seeks to minimize potential adverse effects on financial performance.

 

The Company has not used derivative instruments in any of the reported periods.

 

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Notes to the Interim Financial Information

 
(a)Market risk

 

Exchange risk

 

Currency exposure implies market risks associated with currency fluctuations, since the Company has foreign currency-denominated liabilities, arising from long-term funding, in development institutions, at more attractive interest rates in the U.S. dollar and Yen.

 

The management of currency exposure considers several current and projected economic factors, besides market conditions.

 

This risk arises from the possibility that the Company may incur losses due to exchange rate fluctuations that would impact liability balances of foreign currency-denominated borrowings and financing and related financial expenses. The Company does not maintain hedge or swap contracts or any derivative financial instrument to hedge against this risk.

 

Part of the financial debt, totaling R$ 2,648,470 as of September 30, 2022 (R$ 3,321,489 as of December 31, 2021), is indexed to the U.S. dollar and Yen. The exposure to exchange risk is as follows:

 

 

September 30, 2022

December 31, 2021

 

Foreign currency

(in thousands)

R$

Foreign currency

(in thousands)

R$

         
Borrowings and financing – US$ 173,518 938,142 163,538 912,624
Borrowings and financing – Yen 45,513,537 1,700,841 49,324,813 2,390,774
Interest and charges from borrowings and financing – US$   5,882   4,121
Interest and charges from borrowings and financing – Yen  

3,605

 

13,970

Total exposure   2,648,470   3,321,489
Borrowing cost – US$   (28,168)   (22,486)
Borrowing cost – Yen  

(2,697)

 

(2,850)

Total foreign currency-denominated borrowings (Note 16)  

2,617,605

 

3,296,153

 

The 20.6% decrease in the balance of the foreign currency-denominated debt from September 30, 2022 compared to December 31, 2021 was mainly impacted by the depreciations of the US dollar and Yen against the Brazilian real. The table below shows the prices and exchange variations in the period:

 

 

September 30,

2022

December 31,

2021

Net

US$ R$ 5.4066 R$ 5.5805 -3.1%
Yen R$ 0.03737 R$ 0.04847 -22.9%

 

The exchange variation in borrowings and financing fell by R$ 554,575 from January to September 2022 (R$ 305,357 from January to September 2021), which accounted for 8.6% of the reduction in borrowings and financing. See Note 16 (ii). As of September 30, 2022, if the Brazilian real had depreciated or appreciated by 10 percentage points, in addition to the impacts already mentioned above, against the US dollar and Yen with all other variables held constant, the effects on results before taxes on the nine-month period ended September 30, 2022 would have been R$ 264,847 (R$ 326,427 for the nine-month period ended September 30, 2021), lower or higher.

 

The probable scenario below presents the effect in the income statements for the next 12 months, considering the projected rates of the U.S. dollar and Yen.

 

The Company understands that the scenario presented is reasonable, given the instability of the Brazilian real against the U.S. dollar and the Yen.

 

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Notes to the Interim Financial Information

 

 

 

Probable scenario

  (*)
Net currency exposure as of September 30, 2022 in US$ - Liabilities 173,518
   
US$ rate as of September 30, 2022 5.4066
Exchange rate estimated according to the scenario

5.2000

Difference between the rates 0.2066
   
Effect on net financial result R$ - (gain) 35,849
   
Net currency exposure as of September 30, 2022, in ¥ - Liabilities 45,513,537
   
Yen rate as of September 30, 2022 0.03737
Exchange rate estimated according to the scenario

0.03925

Difference between the rates (0.00188)
   
Effect on the net financial result R$ - (loss)

(85,565)

   
Total effect on the net financial result in R$ - (loss)

(49,716)

   
(*) For the probable scenario in U.S. dollars and Yen, the exchange rates estimated for September 30, 2023 were used, according to the Focus-BACEN and B3’s Benchmark Rate report, of September 30, 2022, respectively.

 

Interest rate risk

 

This risk arises from the possibility that the Company could incur losses due to fluctuations in interest rates, increasing the financial expenses related to borrowings and financing.

 

The Company has not entered into any derivative contract to hedge against this risk; however, it continually monitors market interest rates, to evaluate the possible need to replace its debt.

 

The table below provides the borrowings and financing subject to variable interest rates:

 

 

September 30, 2022

December 31, 2021

CDI (i) 9,251,150 7,612,299
TR (ii) 1,637,178 1,638,079
IPCA (iii) 3,063,043 3,019,459
TJLP (iv) 1,497,622 1,478,740
SOFR (v) 938,145 912,626
Interest and charges

321,815

243,696

Total

16,708,953

14,904,899

 

(i)        CDI - (Certificado de Depósito Interbancário), an interbank deposit certificate

(ii)        TR – Interest Benchmark Rate

(iii)        IPCA - (Índice Nacional de Preços ao Consumidor Amplo), a consumer price index

(iv)        TJLP - (Taxa de Juros a Longo Prazo), a long-term interest rate index

(v)        SOFR - Secured Overnight Financing Rate

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Notes to the Interim Financial Information

 

 

Another risk to which the Company is exposed is the mismatch of inflation adjustment indices of its debts with those of its service revenues. Tariff adjustments of services provided do not necessarily follow the increases in the inflation indexes to adjust borrowings, financing and interest rates affecting indebtedness.

 

As of September 30, 2022, if interest rates on borrowings and financing had been 1 percentage point higher or lower with all other variables held constant, the effects on profit before taxes for the nine-month period ended September 30, 2022 would have been R$ 167,090 (R$ 150,786 for the nine-month period ended September 30, 2021), lower or higher, mainly as a result of lower or higher interest expense on floating rate borrowings and financing.

 

(b)Credit risk

 

Credit risk is related to cash and cash equivalents, financial investments, as well as credit exposures of customers, including accounts receivable, restricted cash, and accounts receivable from related parties. Credit risk exposure to customers is mitigated by sales to a dispersed base.

 

The maximum exposure to credit risk as of September 30, 2022, is the carrying amount of instruments classified as cash and cash equivalents, financial investments, restricted cash, trade receivables, and accounts receivable from related parties on the reporting date of this quarterly information. See Notes 6, 7, 8, 9, and 10.

 

Regarding the financial assets held with financial institutions, the credit quality was assessed by reference to external credit ratings (if available) or historical information about the bank’s default rates. For the credit quality of the banks, such as deposits and financial investments, the Company assesses the rating published by three main international agencies (Fitch, Moody's and S&P), as follows:

 

Banks

Fitch

Moody's

Standard Poor's

Banco do Brasil AA(bra) AAA.br -
Banco Santander Brasil - AAA.br brAAA
Brazilian Federal Savings Bank AA(bra) AAA.br brAAA
Banco Bradesco AAA(bra) AAA.br brAAA
Banco Itaú Unibanco AAA(bra) AAA.br brAAA
Banco BV - AA.br brAAA
Banco BTG Pactual AA(bra) AAA.br brAAA

 

The rating assessment disclosed by Fitch for deposit transactions and financial investments in local currency is as follows:

 

 

September 30, 2022

December 31, 2021

Cash and cash equivalents and financial investments    
AA(bra) 2,117,469 1,905,810
AAA(bra) 1,004,817 970,474
Others (*)

298,366

275,030

 

3,420,652

3,151,314

 

(*) As of September 30, 2022, this category includes R$ 281,952 (R$ 262,465 as of December 31, 2021) referring to Banco BV, checking accounts, and financial investments, which are not rated by Fitch.

 

(c)Liquidity risk

 

Liquidity is primarily reliant upon cash provided by operating activities and borrowings and financing obtained in the local and international capital markets, as well as the payment of debts. The management of this risk considers the assessment of its liquidity requirements to ensure it has sufficient cash to meet its operating and capital expenditure requirements.

 

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Notes to the Interim Financial Information

 

The funds held are invested in interest-bearing current accounts, time deposits, and securities, with instruments with appropriate maturity or liquidity sufficient to provide margin as determined by the projections mentioned above.

 

The table below shows the financial liabilities, by maturity, including the installments of principal and future interest. For agreements with floating interest rates, the interest rates used correspond to the base date of September 30, 2022.

 

 

October to December 2022

2023

2024

2025

2026

2027 onwards

Total

September 30, 2022              
               
Liabilities              
Borrowings and financing 660,887 3,588,414 3,705,134 3,741,450 3,479,959 17,425,860 32,601,704
Trade payables and contractors 289,126 - - - - - 289,126
Services payable 587,189 - - - - - 587,189
Public-Private Partnership - PPP 115,519 462,309 433,822 388,120 388,120 4,072,182 5,860,072
Program Contract Commitments 62,043 38,001 1,168 1,168 1,168 13,456 117,004

 

Cross default

 

The Company has borrowings and financing agreements including cross-default clauses, i.e., the early maturity of any debt may imply the early maturity of these agreements. The indicators are continuously monitored to avoid the execution of these clauses, and the most restrictive are shown in Note 16 (c).

 

(d)Sensitivity analysis on interest rate risk

 

The table below shows the sensitivity analysis of the financial instruments, prepared under CPC 40 (R1) To evidence the balances of main financial assets and liabilities, calculated at a rate projected for the twelve-month period after September 30, 2022, or until the final settlement of each contract, whichever is shorter, considering a probable scenario.

 

The purpose of the sensitivity analysis is to measure the impact of changes in the market on the financial instruments, considering constant all other market indicators. At the time of settlement, the amounts may be different from those presented, due to the estimates used in the measurement.

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Notes to the Interim Financial Information

 

 

 

 

September 30, 2022

Indicators

Exposure

Probable scenario

     
Assets    
CDI 1,643,163 13.21%(**)
Financial income   217,062
     
Liabilities    
CDI (9,251,150) 13.21%(**)
Interest to be incurred   (1,222,077)
 
 
 
CDI net exposure (7,607,987) (1,005,015)
     
Liabilities    
TR (1,637,178) 0.0194%(**)
Expenses to be incurred   (318)
     
IPCA (3,063,043) 5.0%(*)
Expenses to be incurred   (153,152)
     
TJLP (1,497,622) 7.01%(*)
Interest to be incurred   (104,983)
     
SOFR (***) (938,145) 4.504%(**)
Interest to be incurred   (42,254)
   
 
Total expenses to be incurred, net  

(1,305,722)

     
(*)       Source: BACEN as of September 30, 2022
(**)     Source: B3 as of September 30, 2022
(***)   SOFR – the LIBOR curve was used as an equivalent measure in the secondary market

 

 

4.2Capital management

 

The Company’s objectives when managing capital are to ensure its ability to increase investments in infrastructure, provide returns for shareholders and benefits for other stakeholders, and maintain an optimal capital structure to reduce such costs.

 

Capital is monitored based on the leverage ratio, which corresponds to net debt divided by total capital (shareholders and creditor’s equity). Net debt corresponds to total borrowings and financing less cash and cash equivalents and financial investments. Total capital is calculated as total equity plus net debt, as shown in the statement of financial position.

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Notes to the Interim Financial Information

 

 

 

 

September 30, 2022

December 31, 2021

     
Total borrowings and financing (Note 16) 18,778,451 17,723,836
(-) Cash and cash equivalents (Note 6) (1,788,758) (717,929)
(-) Financial investments (Note 7)

(1,631,894)

(2,433,385)

     
Net debt 15,357,799 14,572,522
Total equity

27,355,286

24,931,859

     
Total (shareholders plus creditor’s equity)

42,713,085

39,504,381

     
Leverage ratio

36%

37%

 

4.3Fair value estimates

 

The Company considers that balances from trade receivables (current) and trade payables by carrying amount less impairment approximate their fair values, considering the short maturity. Long-term trade receivables also approximate their fair values, as they will be adjusted by inflation and/or will bear contractual interest rates over time.

 

4.4Financial instruments

 

The Company did not have financial assets classified as fair value through other comprehensive income and fair value through profit or loss. The financial instruments included in the amortized cost category comprise cash and cash equivalents, financial investments, restricted cash, trade receivables balance, balances with related parties, other assets and balances receivable from the Water National Agency (ANA), accounts payable to suppliers, borrowings and financing, services payable, balances payable deriving from the Public-Private Partnership (PPP), and program contract commitments, which are non-derivative financial assets and liabilities with fixed or determinable payments, not quoted in an active market, except for cash equivalents and financial investments.

 

The estimated fair values of the financial instruments are as follows:

 

Financial Assets

 

 

September 30, 2022

December 31, 2021

 

Carrying amount

Fair value

Carrying amount

Fair value

Cash and cash equivalents 1,788,758 1,788,758 717,929 717,929
Financial investments 1,631,894 1,631,894 2,433,385 2,433,385
Restricted cash 37,661 37,661 28,467 28,467
Trade receivables 3,396,500 3,396,500 2,918,311 2,918,311
ANA 15,443 15,443 20,666 20,666
Other assets 239,047 239,047 226,242 226,242

 

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Notes to the Interim Financial Information

 

 

 

Additionally, SABESP has financial assets receivable from related parties, totaling R$ 1,163,314 as of September 30, 2022 (R$ 818,552 as of December 31, 2021), which were calculated under the conditions negotiated between the related parties. The conditions and additional information related to these financial instruments are disclosed in Note 10. Part of this balance, totaling R$ 1,067,672 (R$ 741,910 as of December 31, 2021), refers to reimbursement of additional retirement and pension plan - G0, indexed by IPCA plus simple interest of 0.5% p.m. On the transaction date, this interest rate approximated that of National Treasury Notes (NTN-b), with a term similar to the terms of related-party transactions.

 

Financial Liabilities

 

 

September 30, 2022

December 31, 2021

 

Carrying amount

Fair value

Carrying amount

Fair value

Borrowings and financing 18,778,451 19,096,829 17,723,836 17,947,954
Trade payables and contractors 289,126 289,126 236,763 236,763
Services payable 587,189 587,189 469,027 469,027
Program Contract Commitment 111,623 111,623 122,647 122,647
Public-Private Partnership - PPP 2,950,978 2,950,978 3,060,185 3,060,185

 

The criteria adopted to obtain the fair values of borrowings and financing, in preparing the quarterly information as of September 30, 2022, are consistent with those adopted in the Annual Financial Statements for the fiscal year ended December 31, 2021.

 

Financial instruments referring to financial investments and borrowings and financing are classified as Level 2 in the fair value hierarchy.

 

Considering the nature of other financial instruments, assets and liabilities, the balances recognized in the statement of financial position approximate the fair values, except for borrowings and financing, considering the maturities close to the end of the reporting date of this quarterly information, comparison of contractual interest rates with market rates in similar operations at the end of the reporting period, their nature, and maturity terms.

 

 

5Key accounting estimates and judgments

 

The preparation of the quarterly information requires Management to disclose judgments (except for those that involve estimates) that have a significant impact on the amounts recognized based on experience and other factors deemed as relevant, which affect the values of assets and liabilities and present results that may differ from the actual ones.

 

The Company makes estimates and assumptions concerning the future, which are reviewed on a timely basis. Such accounting estimates, by definition, may differ from the actual results. The effects of the reviews of the accounting estimates are recognized in the period in which the estimates are reviewed.

 

The Company evaluated the main accounting policies that involve judgments, except for those that involve estimates, and concluded that none of them have a significant effect.

 

The areas that require a higher level of judgment and greater complexity, as well as assumptions and estimates that are significant for the quarterly information, are: (i) allowance for doubtful accounts; (ii) intangible assets arising from concession agreements and program contracts; (iii) pension plan obligations; (iv) deferred income tax and social contribution; (v) provisions; and (vi) unbilled revenue.

 

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Notes to the Interim Financial Information

 

 

 

6Cash and cash equivalents

 

 

September 30, 2022

December 31, 2021

     
Cash and banks 62,327 146,853
Cash equivalents

1,726,431

571,076

Total

1,788,758

717,929

 

Cash and cash equivalents include cash, bank deposits, and high-liquidity short-term financial investments, mainly represented by repurchase agreements, fund shares (accruing CDI interest rates), and CDBs, whose original maturities or intention of realization are lower than three months, which are convertible into a cash amount and subject to an insignificant risk of change in value.

 

As of September 30, 2022, the average yield of cash equivalents corresponded to 95.59% of CDI (96.00% as of December 31, 2021).

 

 

7Financial investments

 

The Company has financial investments in CDB, with daily liquidity, which it does not intend to use in the next three months, as shown below:

 

 

September 30, 2022

December 31, 2021

Banco BV 281,952 262,465
Banco Itaú Unibanco 392,982 366,906
Banco Bradesco 562,807 524,791
Banco BTG Pactual 393,064 367,361
Banco do Brasil

1,089

911,862

 

1,631,894

2,433,385

 

As of September 30, 2022, the average yield of the financial investments corresponded to 102.90% of CDI (101.57% as of December 31, 2021).

 

 

8Restricted cash

 

 

September 30, 2022

December 31, 2021

     
Agreement with the São Paulo Municipal Government (i) 28,270 21,464
Brazilian Federal Savings Bank – escrow deposits 2,733 740
Other

6,658

6,263

 

37,661

28,467

 

(i)Refers to the amount deducted from the transfer of 7.5% of the revenue earned in the municipality to the Municipal Fund for Environmental Sanitation and Infrastructure, corresponding to eventual amounts unpaid by direct management bodies, foundations and government agencies, as established in the agreement entered into with São Paulo Municipal Government.

 

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Notes to the Interim Financial Information

 

 

 

9Trade receivables

 

(a)Statement of financial position details

 

 

September 30, 2022

December 31, 2021

Private sector:    
General (i) and special (ii) customers 2,256,912 2,042,023
Agreements (iii)

483,944

514,616

     
 

2,740,856

2,556,639

Government entities:    
Municipal 574,231 586,810
Federal 10,290 7,869
Agreements (iii)

362,894

278,844

     
 

947,415

873,523

Wholesale customers – Municipal Governments: (iv)    
Mogi das Cruzes 4,023 3,580
São Caetano do Sul

41,251

24,464

     
Total wholesale customers – Municipal Governments

45,274

28,044

     
Unbilled supply

884,363

740,193

     
Subtotal (b) 4,617,908 4,198,399
Allowance for doubtful accounts (c)

(1,221,408)

(1,280,088)

     
Total

3,396,500

2,918,311

     
Current 3,118,249 2,695,077
Noncurrent

278,251

223,234

     
Total

3,396,500

2,918,311

 

(i)General customers - residential and small and mid-sized companies;
(ii)Special customers – large consumers, commercial industries, condominiums and special billing customers (fixed demand agreements, industrial waste, wells, among others);
(iii)Agreements - installment payments of past-due receivables, plus inflation adjustment and interest, according to the agreements; and
(iv)Wholesale basis customers - municipal governments. This balance refers to the sale of treated water to municipalities, which are responsible for distributing to, billing, and charging final customers.
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(b)The aging of trade receivables is as follows:

 

 

September 30, 2022

December 31, 2021

     
Current 2,379,524 1,896,535
Past-due:    
Up to 30 days 521,071 502,164
From 31 to 60 days 227,736 267,723
From 61 to 90 days 158,389 182,977
From 91 to 120 days 144,833 155,018
From 121 to 180 days 224,343 258,718
From 181 to 360 days 139,206 95,751
Over 360 days

822,806

839,513

     
Total past-due

2,238,384

2,301,864

     
Total

4,617,908

4,198,399

 

 

(c)Allowance for doubtful accounts

 

Changes in assets

January to September 2022

January to September 2021

     
Balance at the beginning of the period 1,280,088 1,157,619
Losses/(reversals) (18,774) 131,918
Recoveries

(39,906)

(41,757)

     
Balance at the end of the period

1,221,408

1,247,780

 

 

Reconciliation of estimated/historical losses at the result

July to September 2022

January to September 2022

July to September 2021

January to September 2021

         
Write-offs (193,831) (628,271) (135,100) (291,601)
(Losses) with state entities – related parties 4,772 3,143 (1,356) (1,949)
(Losses)/reversal with the private sector/government entities 42,171 18,774 (1,844) (131,918)
Recoveries

11,066

39,906

19,741

41,757

         
Amount recorded as expense (Note 27)

(135,822)

(566,448)

(118,559)

(383,711)

 

The Company does not have customers individually representing 10% or more of its total revenues.

 

(d)Collection Lawsuit – SABESP and São Paulo Municipal Government

 

On November 5, 2001, the Company filed a collection lawsuit referring to water supply and sewage services against the São Paulo Municipal Government (PMSP), totaling R$ 22,042. On June 24, 2022, after several developments, SABESP presented the calculation memory, of R$ 1,703,342 (base date of May 2022). On July 1, 2022, the Municipal Attorney General Office was serviced with a notice to contest the calculations presented by SABESP and, as it did not file any answer, the calculations were approved by the Court on September 2, 2022.

 

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Accordingly, on October 6, 2022, SABESP requested the issuance of the requisition letter, totaling R$ 1,703,342, which was granted by the Court on November 9, 2022, giving notice to the Municipal Attorney General Office. On October 19, 2022, the deadline for the Municipal Attorney General Office to read the notice passed and the issuance of the requisition letter is pending.

 

Given the uncertainties regarding the beginning and end of the realization of this asset, SABESP is awaiting the issuance of the request to be able to reasonably measure the financial impacts resulting from this lawsuit, mainly regarding the present value calculation for subsequent accounting record.

 

 

10Related-party balances and transactions

 

(a)São Paulo State

 

(i)Accounts receivable, interest on capital, revenue, and expenses

 

 

September 30, 2022

December 31, 2021

Accounts receivable    
Current:    
Sanitation services 143,471 127,614
Estimated losses (49,190) (52,333)
Reimbursement of additional retirement and pension benefits paid (G0):    
- Monthly flow 27,061 11,930
- GESP Agreement – 2015 (iv)

94,540

86,446

     
Total current

215,882

173,657

     
Noncurrent:    
Agreement for the installment payment of sanitation services 1,361 1,361
Reimbursement of additional retirement and pension benefits paid (G0):    
- GESP Agreement – 2015 (iv)

946,071

643,534

     
Total noncurrent

947,432

644,895

     
Total receivables

1,163,314

818,552

     
Assets:    
Sanitation services 95,642 76,642
Reimbursement of additional retirement and pension benefits paid (G0)

1,067,672

741,910

     
Total

1,163,314

818,552

     
Liabilities:    
Interest on capital payable - 275,240

 

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July to

September 2022

January to

September 2022

July to

September 2021

January to

September 2021

         
Revenue from sanitation services 175,324 483,127 145,941 389,322
Payments from related parties (175,477) (457,488) (96,351) (316,687)
         
Payment received from reimbursement referring to Law 4,819/1958 (38,473) (119,885) (33,792) (121,850)

 

(ii)Disputed amounts

 

As of September 30, 2022 and December 31, 2021, the disputed amounts between SABESP and the São Paulo State, referring to additional retirement and pension benefits paid (Law 4,819/1958), totaled R$ 1,447,219 and R$ 1,375,137, respectively, for which allowances for doubtful accounts were created for the total amount.

 

(iii)Actuarial Liability

 

The Company recognized an actuarial liability corresponding to additional retirement and pension benefits paid to employees, retired employees, and pensioners of the G0 Plan. As of September 30, 2022, and December 31, 2021, the amounts corresponding to the actuarial liability totaled R$ 2,184,279 and R$ 2,192,062, respectively. For detailed information on additional retirement and pension benefits, see Note 21.

 

(iv)GESP Agreement – 2015

 

On March 18, 2015, the Company, the São Paulo State and DAEE, through the Department of Sanitation and Water Resources, entered into an Agreement totaling R$ 1,012,310, R$ 696,283 of which referring to the principal of the Undisputed Amount mentioned in item (iii) and R$ 316,027 to the inflation adjustment of the principal until February 2015.

 

The principal will be paid in 180 installments, as follows:

 

·The first 24 installments were settled upon the transfer of 2,221,000 preferred shares issued by Companhia de Transmissão de Energia Elétrica Paulista (CTEEP), totaling R$ 87,174, based on the share closing price of March 17, 2015, which were sold on April 20, 2016; and

 

·The amount of R$ 609, is being paid in 156 monthly installments, adjusted by the IPCA until the initial payment date, i.e. April 5, 2017. As of this date, the installments are being adjusted by IPCA plus a simple interest of 0.5% per month.

 

On July 22, 2022, the decision regarding the lawsuit that challenged the possibility of transferring the reservoirs was published in the State Official Gazette, preventing the transfer of the reservoirs to SABESP. Accordingly, as provided for in the agreement, the São Paulo State will pay to SABESP, in addition to the principal, the inflation adjustment credit of R$ 316,027 (restated until February 2015) in 60 installments, beginning after the principal installments are finished. The amount will be adjusted by IPCA until the initial date of the payments and, as of that date, IPCA plus simple interest of 0.5% per month will be levied on the amount of each installment.

 

In July 2022, R$ 325,561 referring to the adjustment for inflation until July 2022 was recorded at present value.

 

As of September 30, 2022, the balance receivable was R$ 94,540 in current assets (R$ 86,446 as of December 31, 2021) and R$ 946,071 in noncurrent assets (R$ 643,534 as of December 31, 2021).

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(b)Use of Reservoirs – EMAE

 

Empresa Metropolitana de Águas e Energia S.A. (EMAE) planned to receive the credit and obtain financial compensation for alleged past and future losses in electricity generation arising from water collection, and compensation for costs already incurred and to be incurred with the operation, maintenance, and inspection of the Guarapiranga and Billings reservoirs used by SABESP in its operations.

 

As of October 28, 2016, the Company entered into an agreement based on a Private Transaction Agreement and Other Covenants to fully and completely settle the disputes and SABESP will continue using the reservoirs.

 

As of September 30, 2022, the balance of the agreement totaled R$ 8,855 and R$ 100,870 (R$ 7,956 and R$ 88,264 as of December 31, 2021), recorded in Other liabilities, under current and noncurrent liabilities, respectively.

 

(c)Agreements with reduced tariffs for government entities that join the Rational Water Use Program (PURA)

 

The Company has agreements with government entities related to the São Paulo State Government that benefit them with a 25% discount on water supply and sewage services tariffs when they are not in default. These agreements provide for the implementation of the rational water use program, which provides for water consumption reduction.

 

(d)Guarantees

 

The São Paulo State provides guarantees for some of the Company’s borrowings and financing and does not charge any related fees. See Note 16.

 

(e)Personnel assignment agreement among entities related to the São Paulo State Government

 

The Company has personnel assignment agreements with entities related to the State Government, whose expenses are fully charged.

 

From July to September and from January to September 2022, expenses with employees assigned to other state entities totaled R$ 240 and R$ 581 (R$ 165 and R$ 540 from July to September and from January to September 2021), respectively.

 

No expenses with employees from other entities assigned to the Company were recorded from July to September 2022 and from January to September 2022 and in the same periods in 2021.

 

(f)Non-operating assets

 

As of September 30, 2022 and December 31, 2021, the Company had an amount of R$ 3,613 related to land and lent structures.

 

(g)SABESPREV

 

The Company sponsors a private defined benefit pension plan (G1 Plan), which is operated and administered by SABESPREV. The net actuarial liability recognized until September 30, 2022, totaled R$ 108,992 (R$ 129,600 as of December 31, 2021). See Note 21.

 

(h)Compensation of the Fiscal Council and Management Key Personnel

 

From July to September and from January to September 2022, expenses related to the compensation of the members of the Management and Fiscal Council totaled R$ 1,468 and R$ 4,675 (R$ 1,586 and R$ 4,777 from July to September and from January to September 2021), respectively.

 

From July to September and from January to September 2022, additional amounts of R$ 265 and R$ 1.005 (R$ 360 and R$ 1.080 from July to September and from January to September 2021), respectively, from the management bonus program were recorded.

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(i)Loan agreement through credit facility

 

The Company holds interest in certain Special Purpose Entities (SPEs), in which it does not hold the majority interest but has cast vote and power of veto in some matters but cannot use such power of veto in a way to affect the returns of its investments. Therefore, these SPEs are considered for accounting purposes as joint arrangements.

 

Aquapolo Ambiental

 

The Company entered into a loan agreement through a credit facility with SPE Aquapolo Ambiental S/A to finance the operations of that company, until the borrowings and financing requested with financial institutions are granted.

 

As of September 30, 2022, the balance of principal and interest of this agreement totaled R$ 402 and R$ 12,113, recorded in “Other assets” under current and noncurrent assets, respectively (R$ 11,884 and R$ 11,021, respectively, as of December 31, 2021), at CDI + 1.2% p.a.

 

The loan originally matured on April 30, 2015, but was extended to October 30, 2015. On November 25, 2015, a new amendment changed the payment schedule for three annual installments, the first of which mature on December 30, 2021, and the last on December 30, 2023.

 

Águas de Andradina

 

The Company entered into a loan agreement through a credit facility with SPE Águas de Andradina S/A to finance the operations of that company.

 

As of September 30, 2022, the balance of principal and interest of this agreement totaled R$ 152 and R$ 1,009, which was recorded in “Other assets” under current and noncurrent assets (R$ 34 and R$ 1,009, as of December 31, 2021), respectively, at CDI + 3% p.a.

 

This agreement was executed on August 17, 2021. The amount of principal, adjustment, accrued interest, and any other taxes must be paid in full until August 31, 2025.

 

(j)FEHIDRO

 

The Company has financing agreements under the State Fund for Water Resources (FEHIDRO). These funds will be aimed at the execution of works and sewage services. As of September 30, 2022, the balance of these financings totaled R$ 6.0 million (R$ 4.7 million as of December 31, 2021).

 

 

11Investments

 

The Company holds interest in certain Special Purpose Entities (SPE). Although SABESP has no majority shares of its investees, the shareholders’ agreement provides for the power of veto in certain management matters, however, it cannot use such power of veto in a way to affect the returns over the investments, implying a mutually shared control (joint venture – CPC 19 (R2)).

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The Company holds equity interest valued by the equity accounting in the following investees:

 

 

Equity

Dividends

Profit (loss) for the period

 

September 30, 2022

December 31, 2021

January to September 2022

January to September 2022

January to September 2021

           
Sesamm 57,586 58,421 (10,354) 9,519 5,005
Águas de Andradina 30,473 29,591 - 882 1,819
Águas de Castilho 10,382 9,384 - 998 1,142
Attend Ambiental 29,271 23,493 (500) 6,278 10,419
Aquapolo Ambiental 80,163 58,172 - 21,991 18,234
Paulista Geradora de Energia 5,578 6,153 - (575) (413)

 

 

 

Investments

Dividends

Equity pickup

Interest percentage

 

September

30,

2022

December

31,

2021

January to

September

2022

January to

September

2022

January to

September

2021

September

30,

2022

December

31,

2021

               
Sesamm 20,732 21,032 (3,727) 3,427 1,802 36% 36%
Águas de Andradina 9,142 8,877 - 265 545 30% 30%
Águas de Castilho 3,114 2,815 - 299 342 30% 30%
Attend Ambiental 13,172 10,572 (225) 2,825 4,688 45% 45%
Aquapolo Ambiental 39,280 28,504 - 10,776 8,935 49% 49%
Paulista Geradora de Energia

1,394

1,538

-

(144)

(103)

25% 25%
Total 86,834 73,338 (3,952) 17,448 16,209    

 

Other investments

6,099

6,099

         

 

Overall total

92,933

79,437

         

 

 

12Investment Properties

 

 

December 31, 2021

Depreciation

September 30, 2022

       
Investment properties 46,126 (36) 46,090

 

 

 

December 31, 2020

Write-offs and disposals

Depreciation

September 30, 2021

         
Investment properties 46,274 (100) (36) 46,138

 

As of September 30, 2022 and December 31, 2021, the market value of these properties was approximately R$ 386,000.

 

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13Contract asset

 

 

December 31, 2021

Additions (i)

Transfers

Transfers of works to intangible assets (ii)

September 30, 2022 (iii)

           
Total contract asset

8,550,102

3,559,587

1,001

(3,322,568)

8,788,122

 

 

 

December 31, 2020

Additions

Transfers

Transfers of works to intangible assets

September 30, 2021

           
Total contract asset

7,969,164

3,466,866

1,166

(2,690,263)

8,746,933

 

(i)The largest additions of the period are located in the municipalities of São Paulo, São Bernardo do Campo, and Praia Grande, totaling R$ 1,559 million, R$ 120 million, and R$ 107 million, respectively.
(ii)The largest transfers of the period are located in the municipalities of São Paulo, Praia Grande, and Taboão da Serra, in the amounts of R$ 1,743 million, R$ 606 million, and R$ 84 million, respectively.
(iii)The largest works are located in the municipalities of São Paulo, São Bernardo do Campo, and Franca, in the amounts of R$ 3,019 million, R$ 446 million, and R$ 319 million, respectively.

 

As of September 30, 2022, the contract asset included R$ 276,893, recorded as a lease (R$ 276,893 as of December 31, 2021). Leases are part of construction costs and, since June 2020, additional works are being executed by the Company.

 

(a)Capitalization of interest and other finance charges

 

The Company capitalizes interest, and monetary and exchange variation in the contract asset during the construction period. From January to September 2022, the Company capitalized R$ 458,786 (R$ 183,241 from January to September 2021).

 

(b)Construction margin

 

The Company is primarily responsible for the construction and installation of the concession infrastructure, either by using its employees or contracting third parties, and is significantly exposed to its risks and benefits. Accordingly, the Company recognizes revenue from construction services corresponding to construction costs increased by gross margin.

 

Constructions related to the concessions are usually performed by third parties. In such a case, the margin is lower to cover administration costs and the assumption of responsibility for primary risks. As of September 30, 2022 and 2021, the margin was 2.3%.

 

From July to September and from January to September 2022, the construction margins were R$ 30,357 and R$ 76,289 (R$ 26,668 and R$ 72,672 from July to September and from January to September 2021), respectively.

 

(c)Expropriations

 

As a result of the construction of priority projects related to water and sewage systems, the Company was required to expropriate third-party properties, whose owners will be compensated either amicably or through court.

 

The costs of such expropriations are recorded in the contract asset during the execution of the works. From July to September and from January to September 2022, expropriations totaled R$ 1,995 and R$ 49,017 (R$ 8,145 and R$ 58,437 from July to September and from January to September 2021), respectively.

 

 

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14Intangible assets

 

(a)Statement of financial position details

 

 

September 30, 2022

December 31, 2021

 

Cost

Accumulated amortization

Net

Cost

Accumulated amortization

Net

Intangible assets arising from:            
Concession agreements – equity value 703,749 (219,390) 484,359 696,728 (205,671) 491,057
Concession agreements – economic value 1,534,435 (898,916) 635,519 1,497,968 (816,527) 681,441
Program contracts 26,247,264 (8,331,719) 17,915,545 24,804,170 (7,652,149) 17,152,021
Program contracts – commitments 1,709,757 (431,524) 1,278,233 1,709,757 (391,800) 1,317,957
Service contracts – São Paulo 24,517,691 (7,448,699) 17,068,992 22,834,803 (6,676,032) 16,158,771
Software license of use 1,228,128 (622,523) 605,605 1,133,833 (535,099) 598,734
Right of use – Other assets

188,782

(96,353)

92,429

173,715

(69,862)

103,853

Total

56,129,806

(18,049,124)

38,080,682

52,850,974

(16,347,140)

36,503,834

 

 

 

(b)Changes

 

 

December 31, 2021

Additions

Transfer of contract asset

Transfers

Write-offs and disposals

Amortization

September 30,

2022

Intangible assets arising from:              
Concession agreements - equity value (*) 491,057 - 7,569 (173) (113) (13,981) 484,359
Concession agreements – economic value   681,441 13 35,978 254 (8) (82,159) 635,519
Program contracts (*) 17,152,021 8,754 1,462,550 3,601 (2,285) (709,096) 17,915,545
Program contracts – commitments   1,317,957 - - - - (39,724) 1,278,233
Service contracts – São Paulo 16,158,771 208 1,722,413 4,223 (20,575) (796,048) 17,068,992
Software license of use 598,734 214 94,058 6 - (87,407) 605,605
Right of use – Other assets

103,853

41,947

-

-

(54)

(53,317)

92,429

Total

36,503,834

51,136

3,322,568

7,911

(23,035)

(1,781,732)

38,080,682

 

(*) As of September 30, 2022, Concession agreements – equity value, and Program contracts included leases in the amounts of R$ 57,020 and R$ 171,331 (R$ 65,012 and R$ 180,669 as of December 31, 2021), respectively.

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December 31, 2020

Additions

Transfer of contract asset

Transfers

Write-offs and disposals

Amortization

September 30,

2021

Intangible assets arising from:              
Concession agreements - equity value (*) 483,775 - 16,260 76 (140) (13,120) 486,851
Concession agreements – economic value   734,665 - 32,812 14 (242) (77,058) 690,191
Program contracts (*) 16,360,307 10,579 932,362 602 (2,281) (645,710) 16,655,859
Program contracts – commitments   1,370,923 - - - - (39,724) 1,331,199
Service contracts – São Paulo 14,872,604 11,272 1,641,261 (1,218) (2,859) (736,451) 15,784,609
Software license of use 540,625 - 67,568 - - (72,180) 536,013
Right of use – Other assets

42,676

123,701

-

-

(3,976)

(58,079)

104,322

Total

34,405,575

145,552

2,690,263

(526)

(9,498)

(1,642,322)

35,589,044

 

(*) As of September 30, 2021, Concession agreements – equity value, and Program contracts included leases in the amounts of R$ 68,353 and R$ 183,782 (R$ 76,454 and R$ 193,107 as of December 31, 2020), respectively.

 

(c)Intangible assets arising from concession agreements

 

As of September 30, 2022, the amounts not yet disbursed were recorded in “Program contract commitments” under current and noncurrent liabilities, totaling R$ 99,620 and R$ 12,003 (R$ 77,652 and R$ 44,995 as of December 31, 2021), respectively.

 

(d)Public-Private Partnership - PPP

 

SABESP carries out operations related to the PPPs mentioned below. These operations and their respective guarantees are supported by agreements executed according to Law 11,079/2004.

 

The amounts recorded in intangible assets, net of amortization, are as follows:

 

 

September 30, 2022

December 31, 2021

     
Alto Tietê 255,797 269,062
São Lourenço

2,768,374

2,895,798

Total

3,024,171

3,164,860

 

The obligations assumed by the Company are as follows:

 

 

September 30, 2022

December 31, 2021

 

Current liabilities

Noncurrent liabilities

Total liabilities

Current liabilities

Noncurrent liabilities

Total liabilities

             
Alto Tietê 68,570 63,616 132,186 69,442 102,873 172,315
São Lourenço

98,928

2,719,864

2,818,792

73,315

2,814,555

2,887,870

Total

167,498

2,783,480

2,950,978

142,757

2,917,428

3,060,185

 

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(e)Amortization of Intangible Assets

 

The average amortization rate totaled 4.9% and 4.7% as of September 30, 2022 and 2021, respectively.

 

(f)Right of use

 

Nature

September 30,

2022

December 31,

2021

     
Leases - Contract asset 276,893 276,893
     
Leases - Concession and Program Contract    
        Cost 405,435 405,446
        Accumulated amortization

(177,084)

(159,765)

  (=) Net 228,351 245,681
     
Other assets    
       Vehicles 153,384 142,003
       Properties 12,756 6,570
       Equipment 7,914 9,841
       Other assets 14,728 15,301
       Accumulated amortization

(96,353)

(69,862)

  (=) Net

92,429

103,853

 
 
 
Right of use

597,673

626,427

 

The lease liability corresponds to total future fixed lease payments, adjusted to present value, considering an incremental rate on borrowings. For further information, see Note 16.

 

The table below shows the impact on the Company’s results:

 

Impact on the result

 

September 30,

2022

September 30,

2021

     
Right of use amortization (70,636) (74,032)
Financial result – interest expense and inflation adjustment (53,962) (51,818)
Expenses of short-term leases with low value

(17,675)

(16,175)

Reduction of profit for the period

(142,273)

(142,025)

 

(g)Performance Agreements

 

As of September 30, 2022, the accounting balances of these agreements recorded in contract asset and intangible assets were R$ 132,849 and R$ 1,852,307 (R$ 737,657 and R$ 871,488 as of December 31, 2021), respectively.

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ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

15Property, plant and equipment

 

(a)Statement of financial position details

 

 

September 30, 2022

December 31, 2021

 

Cost

Accumulated depreciation

Net

Annual average depreciation rate

Cost

Accumulated depreciation

Net

Annual average depreciation rate

Land 94,213 - 94,213 - 94,213 - 94,213 -
Buildings 88,727 (42,047) 46,680 2.1% 86,703 (41,205) 45,498 2.1%
Equipment 398,571 (288,924) 109,647 16.7% 397,782 (282,628) 115,154 15.1%
Transportation equipment 12,048 (9,792) 2,256 9.9% 10,434 (7,962) 2,472 9.9%
Furniture and fixtures 37,948 (14,952) 22,996 6.9% 36,561 (14,482) 22,079 6.7%
Other

26,735

(281)

26,454

5.0%

11,982

(241)

11,741

5.0%

Total

658,242

(355,996)

302,246

12.2%

637,675

(346,518)

291,157

11.1%

 

 

(b)Changes

 

 

December 31, 2021

Additions

Transfers

Write-offs and disposals

Depreciation

September 30,

2022

Land 94,213 - - - - 94,213
Buildings 45,498 3,278 (1,180) (45) (871) 46,680
Equipment 115,154 20,244 (8,162) (403) (17,186) 109,647
Transportation equipment 2,472 - 430 (3) (643) 2,256
Furniture and fixtures 22,079 2,064 29 (88) (1,088) 22,996
Other

11,741

14,886

(29)

(78)

(66)

26,454

Total

291,157

40,472

(8,912)

(617)

(19,854)

302,246

 

 

 

December 31, 2020

Additions

Transfers

Write-offs and disposals

Depreciation

September 30,

2021

Land 94,213 - - - - 94,213
Buildings 45,347 1,998 (1,373) (5) (779) 45,188
Equipment 101,016 22,902 (1,755) (238) (15,371) 106,554
Transportation equipment 2,969 - - - (499) 2,470
Furniture and fixtures 17,419 1,962 1,657 (99) (905) 20,034
Other

7,287

504

831

-

(108)

8,514

Total

268,251

27,366

(640)

(342)

(17,662)

276,973

 

 

PAGE 45 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

16Borrowings and financing

 

 Borrowings and financing outstanding balance

September 30, 2022

December 31, 2021

Financial institution

 

Current

Non
Current

 

Total

 

Current

Non
Current

 

Total

Local currency            
 12th issue debentures 45,450 79,015 124,465 45,450 113,049 158,499
 14th issue debentures - - - 25,388 - 25,388
 17th issue debentures 142,955 - 142,955 102,252 101,982 204,234
 18th issue debentures 49,597 75576 125,173 48,479 92,677 141,156
 21st issue debentures - - - 174,849 - 174,849
 22nd issue debentures 200,000 322,567 522,567 200,000 508,530 708,530
 23rd issue debentures - 864,877 864,877 - 864,776 864,776
 24th issue debentures - 482,763 482,763 - 461,350 461,350
 26th issue debentures - 1,224,539 1,224,539 - 1,168,317 1,168,317
 27th issue debentures - 997,814 997,814 - 997,433 997,433
 28th issue debentures - 1,197,669 1,197,669 - 1,197,395 1,197,395
 29th issue debentures - 1,265,884 1,265,884 - 1,230,602 1,230,602
 30th issue debentures - 998,078 998,078 - - -
 Brazilian Federal Savings Bank 100,605 1,411,537 1,512,142 98,784 1,380,170 1,478,954
 Brazilian Development Bank - BNDES PAC 10,075 - 10,075 13,394 6,665 20,059
 Brazilian Development Bank - BNDES PAC II 9751 7,193 25,069 32,262 7,161 30,308 37,469
 Brazilian Development Bank - BNDES PAC II 9752 4,873 17,057 21,930 4,851 20,619 25,470
 Brazilian Development Bank - BNDES ONDA LIMPA 26,872 40,230 67,102 26,751 60,089 86,840
 Brazilian Development Bank – BNDES TIETÊ III 153,993 692,871 846,864 117,593 617,251 734,844
 Brazilian Development Bank - BNDES 2015 33,710 397,400 431,110 33,558 420,685 454,243
 Brazilian Development Bank - BNDES 2014 6,553 18,102 24,655 6,524 22,874 29,398
 Inter-American Development Bank – IDB 2202 181,349 2,163,770 2,345,119 181,349 2,344,403 2,525,752
 Inter-American Development Bank – IDB INVEST 37,340 853,558 890,898 34,800 890,400 925,200
 Inter-American Development Bank – IDB Invest 2022 7,050 459,071 466,121 - - -
 International Finance Corporation - IFC 40,000 710,767 750767 - - -
 Leases (Concession Agreements, Program Contracts, and Contract Asset) 43,534 325,188 368,722 36,640 360,671 397,311
 Leases (others) 74,653 42,074 116,727 69,306 56,663 125,969
 Other 6,265 7,353 13,618 4,790 9,274 14,064
 Interest and other charges

315,950

-

315,950

239,581

-

239,581

Total in local currency

1,488,017

14,672,829

16,160,846

1,471,500

12,956,183

14,427,683

PAGE 46 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

 Borrowings and financing outstanding balance

September 30, 2022

December 31, 2021

Financial institution

 

Current

Non
Current

 

Total

 

Current

Non
Current

 

Total

Foreign currency            
 Inter-American Development Bank - IDB 1212 – US$ 30,834 thousand (US$ 41,112 thousand in December 2021) 55,570 111,139 166,709 57,357 172,071 229,428
 Inter-American Development Bank - IDB 4623 – US$ 60,559 thousand (US$ 30,329 thousand in December 2021) - 310,272 310,272 - 155,192 155,192
 International Bank for Reconstruction and Development (IBRD) – IBRDs 7662 and 8916 - US$ 74,433 thousand (US$ 76,712 thousand in December 2021) 32,870 358,812 391,682 33,927 386,328 420,255
 JICA 15 – ¥ 8,067,010 thousand (¥ 9,219,440 thousand in December 2021) 43,066 258,398 301,464 55,858 391,008 446,866
 JICA 18 – ¥ 7,253,120 thousand (¥ 8,289,280 thousand in December 2021) 38,721 232,183 270,904 50,223 351,398 401,621
 JICA 17 – ¥ 3,897,396 thousand (¥ 3,706,564 thousand in December 2021) 10,789 133,983 144,772 12,833 165,900 178,733
 JICA 19 – ¥ 26,296,011 thousand (¥ 28,109,529 thousand in December 2021) 67,771 913,233 981,004 87,901 1,272,803 1,360,704
 IDB 1983AB – US$ 7,692 thousand (US$ 15,385 thousand in December 2021) 41,311 - 41,311 42,927 42,336 85,263
 Interest and other charges

9,487

-

9,487

18,091

-

18,091

Total in foreign currency

299,585

2,318,020

2,617,605

359,117

2,937,036

3,296,153

             
Total borrowings and financing

1,787,602

16,990,849

18,778,451

1,830,617

15,893,219

17,723,836

 

Exchange rates as of September 30, 2022: US$ 5.4066; ¥ 0.03737 (as of December 31, 2021: US$ 5.5805; ¥ 0.04847).

As of September 30, 2022, the Company did not have balances of borrowings and financing raised during the year, maturing within 12 months.

 

 

PAGE 47 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

Local currency

Guarantees

Maturity

Annual interest rate

Inflation adjustment

         
12th issue debentures Own funds 2025 TR + 9.5%  
14th issue debentures Own funds 2022 TJLP + 1.92 % (series 1 and 3) and 9.19% (series 2) IPCA (series 2)
17th issue debentures Own funds 2023 CDI + 0.75% (series 1), 4.5% (series 2), and 4.75% (series 3) IPCA (series 2 and 3)
18th issue debentures Own funds 2024 TJLP + 1.92 % (series 1 and 3) and 8.25% (series 2) IPCA (series 2)
21st issue debentures Own funds 2022 CDI + 0.60% (series 1) and CDI+ 0.90% (series 2)  
22nd issue debentures Own funds 2025 CDI + 0.58% (series 1), CDI+ 0.90% (series 2), and 6.0% (series 3) IPCA (series 3)
23rd issue debentures Own funds 2027 CDI + 0.49% (series 1) and CDI+ 0.63% (series 2)  
24th issue debentures Own funds 2029 3.20% (series 1) and 3.37% (series 2) IPCA (series 1 and 2)
26th issue debentures Own funds 2030 4.65% (series 1) and 4.95% (series 2) IPCA (series 1 and 2)
27th issue debentures Own funds 2027 CDI + 1.60% (series 1), CDI+ 1.80% (series 2), and 2.25% (series 3)  
28th issue debentures Own funds 2028

CDI + 1.20% (series 1) and CDI + 1.44% (series 2)

and CDI + 1.60% (series 3)

 
29th issue debentures Own funds 2036

CDI + 1.29% (series 1), 5.3058% (series 2), and

5.4478% (series 3)

IPCA (series 2 and 3)
30th issue debentures Own funds 2029 CDI + 1.30% (series 1) and CDI+ 1.58% (series 2)  
Brazilian Federal Savings Bank Own funds 2022/2042 5% to 9.5% TR
Brazilian Development Bank - BNDES PAC Own funds 2023 TJLP + 1.82%  
Brazilian Development Bank - BNDES PAC II 9751 Own funds 2027 TJLP + 1.72%  
Brazilian Development Bank - BNDES PAC II 9752 Own funds 2027 TJLP + 1.72%  
Brazilian Development Bank - BNDES ONDA LIMPA Own funds 2025 TJLP + 1.92%  
Brazilian Development Bank – BNDES TIETÊ III Own funds 2028 TJLP + 1.66%  
Brazilian Development Bank - BNDES 2015 Own funds 2035 TJLP + 2.18%  
Brazilian Development Bank - BNDES 2014 Own funds 2026 TJLP + 1.76%  
Inter-American Development Bank – IDB 2202 Government 2035 CDI + 0.86%  
Inter-American Development Bank – IDB INVEST Own funds 2034 CDI+ 1.90% and CDI 2.70%  
Inter-American Development Bank – IDB Invest 2022 Own funds 2036 CDI + 2.50%  
International Finance Corporation - IFC Own funds 2032 CDI + 2.00%  
Leases (Concession Agreements, Program Contracts, and Contract Asset)   2035 7.73% to 10.12% IPC
Leases (others)   2027 5.20% to 15.39%  
Other Own funds 2025 3% (FEHIDRO) TJLP + 1.5% (FINEP)  
PAGE 48 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

Foreign currency

Guarantees

Maturity

Annual interest rate

Exchange variation

         
Inter-American Development Bank - IDB 1212 – US$ 30,834 thousand Government 2025 3.10% (*) US$
Inter-American Development Bank - IDB 4623 – US$ 60,559 thousand Government 2044 3.62% (*) US$
International Bank for Reconstruction and Development (IBRD) – IBRD 7662 - US$ 70,008 thousand Government 2034 4.38% (*) US$
International Bank for Reconstruction and Development (IBRD) – IBRD 8916 - US$ 4,425 thousand Government 2048 3.83% (*) US$
JICA 15 – ¥ 8,067,010 thousand Government 2029 1.8% and 2.5% Yen
JICA 18 – ¥ 7,253,120 thousand Government 2029 1.8% and 2.5% Yen
JICA 17 – ¥ 3,897,396 thousand Government 2035 1.2% and 0.01% Yen
JICA 19 – ¥ 26,296,011 thousand Government 2037 1.7% and 0.01% Yen
IDB 1983AB – US$ 7,692 thousand - 2023 2.08% to 2.38% (*) US$

 

 

(*) Rates comprising SOFR + contractually defined spread.

 

PAGE 49 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

(i)       Payment schedule – accounting balances as of September 30, 2022

 

 

2022

2023

2024

2025

2026

2027

2028 to 2048

TOTAL

LOCAL CURRENCY                
Debentures 41,619 737,339 1,070,665 1,201,533 1,080,529 1,690,560 2,124,539 7,946,784
Brazilian Federal Savings Bank 25,974 98,128 97,639 103,743 110,230 117,111 959,317 1,512,142
BNDES 61,662 239,906 233,195 212,964 203,127 190,613 292,531 1,433,998
IDB 2202 - 181,349 181,349 181,349 181,349 181,349 1,438,374 2,345,119
IDB INVEST - 37,340 39,550 44,300 106,390 108,728 554,590 890,898
IDB INVEST 2022 - 14,100 14,100 38,275 38,431 38,431 322,784 466,121
IFC - 80,000 80,000 80,000 80,000 80,000 350,767 750,767
Leases (Concession Agreements, Program Contracts, and Contract Asset) 43,534 46,102 48,454 32,141 32,991 33,717 131,783 368,722
Leases (others) 20,295 65,380 17,062 9,223 4,107 660 - 116,727
Other 1,531 6,234 2,972 2,739 142 - - 13,618
Interest and other charges

195,350

120,600

-

-

-

-

-

315,950

TOTAL IN LOCAL CURRENCY

389,965

1,626,478

1,784,986

1,906,267

1,837,296

2,441,169

6,174,685

16,160,846

FOREIGN CURRENCY                
IDB - 55,570 55,570 64,186 17,233 17,233 267,189 476,981
IBRD - 32,870 32,870 32,870 32,870 32,870 227,332 391,682
JICA 5,394 160,347 160,347 160,347 160,347 160,347 891,015 1,698,144
IDB 1983AB - 41,311 - - - - - 41,311
Interest and other charges

6,779

2,708

-

-

-

-

-

9,487

TOTAL IN FOREIGN CURRENCY

12,173

292,806

248,787

257,403

210,450

210,450

1,385,536

2,617,605

Total

402,138

1,919,284

2,033,773

2,163,670

2,047,746

2,651,619

7,560,221

18,778,451

 

PAGE 50 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

(ii)       Changes

 

 

December

31,

2021

Addition (lease)

Funding

Borrowing costs

Monetary and exchange variation

Inflation adjustment / exchange variation and incorporated interest- Capitalized

Interest paid

Amortization

Accrued interest

Provision for interest and fees - Capitalized

Expenses with borrowing costs

September

30,

2022

                         
LOCAL CURRENCY                        
Debentures 7,467,968 - 1,000,000 (3,786) 131,416 - (490,679) (521,761) 387,729 196,825 8,383 8,176,095
Brazilian Federal Savings Bank 1,483,113 - 91,299 - 11,913 4,663 (87,562) (74,686) 59,322 28,331 - 1,516,393
BNDES 1,392,844 - 200,000 - 4,001 2,083 (77,467) (160,601) 46,377 31,086 194 1,438,517
IDB 2202 2,589,442 - - - - - (281,971) (181,349) 71,988 169,562 716 2,368,388
IDB INVEST 956,942 - - - - - (108,921) (34,800) 95,097 - 499 908,817
IDB INVEST 2022 - - 470,000 (3,922) - - - - 15,509 - 43 481,630
IFC - - 760,000 (9,385) - - - - - 21,139 152 771,906
Leases (Concession Agreements, Program Contracts, and Contract Asset) 397,311 - - - - - (40,939) (28,589) 40,939 - - 368,722
Leases (others) 125,969 41,947 - - - - (13,022) (64,211) 26,044 - - 116,727
Other

14,094

-

3,654

-

35

2

(599)

(4,138)

571

32

-

13,651

TOTAL IN LOCAL CURRENCY

14,427,683

41,947

2,524,953

(17,093)

147,365

6,748

(1,101,160)

(1,070,135)

743,576

446,975

9,987

16,160,846

                         
FOREIGN CURRENCY                        
IDB 387,837 - 154,692 (3,444) (2,971) - (7,400) (56,273) 8,994 - 358 481,793
IBRD 420,881 - 19,115 (3,166) (13,946) 61 (3,779) (30,895) 3,515 20 258 392,064
JICA 2,401,887 - 15,546 - (535,408) 1,837 (32,498) (171,909) 19,479 2,654 153 1,701,741
IDB 1983AB

85,548

-

-

-

(4,149)

-

(1,051)

(40,115)

971

491

312

42,007

TOTAL IN FOREIGN CURRENCY

3,296,153

-

189,353

(6,610)

(556,474)

1,898

(44,728)

(299,192)

32,959

3,165

1,081

2,617,605

Total

17,723,836

41,947

2,714,306

(23,703)

(409,109)

8,646

(1,145,888)

(1,369,327)

776,535

450,140

11,068

18,778,451

 

 

PAGE 51 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

 

December

31,

2020

Addition (lease)

Funding

Borrowing costs

Monetary and exchange variation

Inflation adjustment / exchange variation and incorporated interest- Capitalized

Interest paid

Amortization

Accrued interest

Provision for interest and fees - Capitalized

Expenses with borrowing costs

September

30,

2021

                         
LOCAL CURRENCY                        
Debentures 6,756,504 - 1,200,000 (4,074) 147,412 - (171,784) (464,295) 203,760 72,646 12,442 7,752,611
Brazilian Federal Savings Bank 1,418,832 - 112,968 - - - (84,408) (69,217) 58,164 26,358 - 1,462,697
BNDES 1,370,902 - 207,136 - - - (62,990) (133,721) 38,184 24,931 194 1,444,636
IDB 2202 2,730,195 - - - - - (97,829) (181,349) 37,833 47,108 716 2,536,674
IDB INVEST 944,513 - - - - - (33,276) (18,340) 40,522 - 498 933,917
Leases (Concession Agreements, Program Contracts, and Contract Asset) 428,743 - - - - - (39,861) (24,364) 39,861 - - 404,379
Leases (others) 45,876 123,705 - - - - (11,957) (56,586) 23,914 - - 124,952
Other

15,197

-

2,921

(32)

-

-

(515)

(2,789)

489

18

-

15,289

TOTAL IN LOCAL CURRENCY

13,710,762

123,705

1,523,025

(4,106)

147,412

-

(502,620)

(950,661)

442,727

171,061

13,850

14,675,155

                         
FOREIGN CURRENCY                        
IDB 317,302 - 78,537 (3,796) 13,785 - (7,783) (53,197) 5,792 - 140 350,780
IBRD 426,860 - - (3,377) 19,989 - (2,481) (32,965) 1,255 - 165 409,446
JICA 2,684,321 - 16,242 (41) (90,210) 7,137 (42,376) (208,100) 26,774 4,565 143 2,398,455
IDB 1983AB

119,379

-

-

-

4,365

-

(1,617)

(40,606)

1,513

478

312

83,824

TOTAL IN FOREIGN CURRENCY

3,547,862

-

94,779

(7,214)

(52,071)

7,137

(54,257)

(334,868)

35,334

5,043

760

3,242,505

Total

17,258,624

123,705

1,617,804

(11,320)

95,341

7,137

(556,877)

(1,285,529)

478,061

176,104

14,610

17,917,660

 

 

 

PAGE 52 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 
(a)Main events in the nine-month period ended September 30, 2022

 

Debentures

 

As of March 18, 2022, the Company raised R$ 1.0 billion from the 30th issue of simple, unsecured debentures, not convertible into shares, in two series, under CVM Instruction 476/2009. The proceeds from the issue were used to refinance financial commitments maturing in 2022 and to recompose and reinforce the Company’s cash position.

 

The 30th issue debentures was as follows:

 

 

Value

Maturity

Remuneration

Series 1 R$ 500,000 03/2027 CDI + 1.30% p.a.
Series 2 R$ 500,000 03/2029 CDI + 1.58% p.a.

 

·The covenants agreed for the 30th issue are:

Calculated every quarter, when disclosing the quarterly information or annual financial statements:

- Net debt/adjusted EBITDA lower than or equal to 3.50;

- Adjusted EBITDA/paid financial expenses equal to or higher than 1.5;

- Disposal of operating assets, termination of licenses, loss of concession or loss of the Issuer’s ability to execute and operate public sanitation services in areas of the São Paulo State which, individually or jointly during the term of the agreement, lead to a reduction of the Issuer’s net sales and/or service revenue of more than twenty- five percent (25%). The above limit will be calculated every quarter, taking into consideration the Issuer’s net operating income during the twelve (12) months before the end of each quarter and using the financial information disclosed by the Issuer.

The failure to comply with the covenants for at least two consecutive quarters, or for two non-consecutive quarters within twelve months, will cause the early termination of the agreement (in which case the 30-day cure period does not apply).

The contract has a cross acceleration clause, i.e. the early maturity of any of the Company’s debts, in an individual or aggregate amount equal to or higher than R$ 182 million, adjusted by the IPCA inflation index as of the issue date, constitutes a default event and may result in the early maturity of the obligations arising from the Debentures.

In the first quarter of 2022, the Company made the final amortization payment of the 14th issue debentures, totaling R$ 27.6 million, of which R$ 25.7 million in principal and R$ 1.9 million in interest.

 

On June 15, 2022, the Company made the final amortization payment of the 21st issue debentures, totaling R$ 185.1 million, of which R$ 175.0 million in principal and R$ 10.1 million in interest.

 

IDB INVEST 2022

 

On July 15, 2022, the Company raised R$ 470.0 million with the Inter-American Investment Corporation (IDB INVEST).

 

The proceeds raised from this contract will be exclusively used to cover the costs of the Tietê River Cleaning-Up Project.

 

The principal will be amortized in semi-annual payments in June and December, starting in June 2023 and ending in June 2036. Interests mature semi-annually in December and June, starting in December 2022 and ending in June 2036, at CDI + 2.5% p.a.

 

·The covenants agreed upon for IDB INVEST 2022 are:

Calculated every quarter, when disclosing the quarterly information or annual financial statements:

- Net debt/adjusted EBITDA equal to or lower than 3.50;

- Adjusted EBITDA/paid financial expenses equal to or higher than 2.35;

They should be maintained for two (2) consecutive quarters or not, for any four (4) consecutive quarters.

PAGE 53 OF 78

ITR - Quarterly Information Form – 09/30/2022 - CIA SANEAMENTO BASICO EST SAO PAULO

Version: 1

Notes to the Interim Financial Information

 

 

 

International Finance Corporation (IFC)

 

On July 27, 2022, the Company raised R$ 760.0 million with the International Finance Corporation (IFC).

 

The funds raised will be used to finance:

 

·the capital expenses related to the New Pinheiros River program;
·the capital expenses to improve sanitation in the São Paulo coastal regions; and
·the capital expenses to improve water supply in the coastal regions and suburbs of the São Paulo municipality.

The principal will be amortized in semi-annual payments in April and October, starting in April 2023 and ending in April 2032. Interests mature semi-annually in October and April, starting in October 2022 and ending in April 2032, at CDI + 2.0% p.a.

 

·The covenants agreed upon for IFC are:

Calculated every quarter, when disclosing the quarterly information or annual financial statements:

- Net debt/adjusted EBITDA equal to or lower than 3.50;

- Adjusted EBITDA/paid financial expenses equal to or higher than 2.35;

They should be maintained for two (2) consecutive quarters or not, for any four (4) consecutive quarters.

 

(b)Lease

 

The Company has lease agreements signed as Assets Lease. During the construction period, work costs are capitalized to contract assets and the lease amount is recorded at the same proportion.

 

After startup, the lease payment period starts (240 monthly installments), and the amount is periodically restated by the contracted price index.

 

The amounts payable for the right of use of assets are also recorded in this line. See Note 14 (f).

 

(c)Covenants

 

The table below shows the most restrictive covenants as of September 30, 2022.

 

 

Covenants

Adjusted EBITDA / Adjusted Financial Expenses Equal to or higher than 2.80
EBITDA / Financial Expenses Paid Equal to or higher than 2.35
Adjusted Net Debt / Adjusted EBITDA Equal to or lower than 3.80
Net Debt / Adjusted EBITDA Equal to or lower than 3.50
Total Adjusted Debt / Adjusted EBITDA Lower than 3.65
Other Onerous Debt (1) / Adjusted EBITDA Equal to or lower than 1.30
Adjusted Current Ratio Higher than 1.00
(1) The contractual definition of “Other Onerous Debts” corresponds to the sum of pension plan obligations and healthcare plan, installment payments of tax debts, and installments payments of debts with the electricity supplier.

 

As of September 30, 2022, and December 31, 2021, the Company met the requirements set forth by its borrowings and financing agreements.

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(d)Borrowings and financing – Credit limited

 

Agent

 

September 30, 2022

    (in millions of reais (*))
Brazilian Federal Savings Bank   1,261
Brazilian Development Bank (BNDES)   255
Inter-American Development Bank (IDB)   1,295
International Bank for Reconstruction and Development (IBRD)   1,325
Other  

18

TOTAL  

4,154

 

(*) Brazilian Central Bank’s exchange rate as of September 30, 2022 (US$ 1.00 = R$ 5.4066; ¥ 1.00 = R$ 0.03737).

 

Financing resources contracted have specific purposes and are released for the execution of their respective investments, according to the progress of the works.

 

 

17Taxes and contributions

 

(a)Current assets

 

 

September 30, 2022

December 31, 2021

Recoverable taxes    
Income tax and social contribution 120,989 259,902
Withheld income tax (IRRF) on financial investments 27,466 13,041
Other federal taxes

3,257

3,161

Total

151,712

276,104

 

 

(b)Current liabilities

 

 

September 30, 2022

December 31, 2021

Taxes and contributions payable    
Income tax and social contribution 62,231 -
Cofins and Pasep 126,447 111,963
INSS (social security contribution) 43,229 39,902
IRRF (withholding income tax) 6,079 49,468
Other

45,356

55,797

Total

283,342

257,130

 

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18Deferred taxes and contributions

 

(a)            Statement of financial position details

 

 

 

September 30, 2022

December 31, 2021

Deferred income tax assets    
Provisions 470,850 503,374
Pension plan obligations - G1 143,898 150,577
Donations of underlying assets on concession agreements 46,396 47,589
Allowance for doubtful accounts 162,391 183,963
Other

161,138

127,092

Total deferred tax asset

984,673

1,012,595

     
Deferred income tax liabilities    
Temporary difference on concession of intangible asset (357,218) (368,235)
Capitalization of borrowing costs (447,320) (404,931)
Profit on supply to government entities (348,079) (353,262)
Actuarial gain – G1 Plan (109,271) (109,271)
Construction margin (44,009) (46,079)
Borrowing costs

(14,728)

(14,556)

Total deferred tax liabilities

(1,320,625)

(1,296,334)

     
Deferred tax liability, net

(335,952)

(283,739)

 

 

(b)           Changes

 

Deferred income tax assets

December 31,

2021

Net

change

September 30,

2022

Provisions 503,374 (32,524) 470,850
Pension plan obligations - G1 150,577 (6,679) 143,898
Donations of underlying assets on concession agreements 47,589 (1,193) 46,396
Allowance for doubtful accounts 183,963 (21,572) 162,391
Other

127,092

34,046

161,138

Total

1,012,595

(27,922)

984,673

       
Deferred income tax liabilities      
Temporary difference on concession of intangible asset (368,235) 11,017 (357,218)
Capitalization of borrowing costs (404,931) (42,389) (447,320)
Profit on supply to government entities (353,262) 5,183 (348,079)
Actuarial gain – G1 (109,271) - (109,271)
Construction margin (46,079) 2,070 (44,009)
Borrowing costs

(14,556)

(172)

(14,728)

Total

(1,296,334)

(24,291)

(1,320,625)

       
Deferred tax liability, net

(283,739)

(52,213)

(335,952)

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Deferred income tax assets

December 31,

2020

Net

change

September 30,

2021

Provisions 436,445 40,874 477,319
Pension plan obligations - G1 154,498 (2,979) 151,519
Donations of underlying assets on concession agreements 50,142 (2,012) 48,130
Allowance for doubtful accounts 155,719 11,240 166,959
Other

134,932

(13,195)

121,737

Total

931,736

33,928

965,664

       
Deferred income tax liabilities      
Temporary difference on concession of intangible asset (388,675) 12,500 (376,175)
Capitalization of borrowing costs (390,211) (656) (390,867)
Profit on supply to government entities (356,513) 2,566 (353,947)
Actuarial gain – G1 (48,979) - (48,979)
Construction margin (48,843) 2,073 (46,770)
Borrowing costs

(19,231)

2,646

(16,585)

Total

(1,252,452)

19,129

(1,233,323)

       
Deferred tax liability, net

(320,716)

53,057

(267,659)

 

 

(c)            Reconciliation of the effective tax rate

 

The amounts recorded as income tax and social contribution expenses in the financial statements are reconciled to the statutory rates, as shown below:

 

 

July to

September 2022

January to

September 2022

July to

September 2021

January to

September 2021

         
Profit before income taxes 1,638,213 3,702,154 706,477 2,605,123
Statutory rate

34%

34%

34%

34%

         
Estimated expense at statutory rate (556,992) (1,258,732) (240,202) (885,742)
Benefit of interest on capital - 32,878 - 13,874
Permanent differences:        
Provision Law 4,819/1958 – G0 (i) (6,876) (21,861) (5,968) (17,895)
Donations (2,434) (7,316) (3,708) (7,383)
Other differences

9,149

31,934

11,932

30,464

         
Income tax and social contribution

(557,153)

(1,223,097)

(237,946)

(866,682)

         
Current income tax and social contribution (501,204) (1,170,884) (262,037) (919,739)
Deferred income tax and social contribution (55,949) (52,213) 24,091 53,057
Effective rate 34% 33% 34% 33%

 

(i)       Permanent difference related to the provision for the actuarial liability. See Note 21 (ii) and (v).

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19Provisions

 

(a)Lawsuits and proceedings that resulted in provisions

 

(I)Statement of financial position details

 

The Company is a party to several legal claims and administrative proceedings arising from the normal course of business, including civil, tax, labor, and environmental matters. Management recognizes provisions consistently with the recognition and measurement criteria established in Note 3.15 to the Annual Financial Statements as of December 31, 2021. The terms and payment amounts are defined based on the outcome of these lawsuits.

 

 

September 30, 2022

 

December 31, 2021

 

 

Provisions

Escrow deposits

Provisions net of deposits

 

Provisions

Escrow deposits

Provisions net of deposits

Customer claims (i) 153,877 (6,781) 147,096   168,258 (10,780) 157,478
Supplier claims (ii) 269,229 (37,000) 232,229   477,854 (123) 477,731
Other civil claims (iii) 107,600 (1,797) 105,803   95,601 (2,523) 93,078
Tax claims (iv) 79,412 (15,756) 63,656   57,509 (2,693) 54,816
Labor claims (v) 383,228 (15,210) 368,018   349,962 (15,864) 334,098
Environmental claims (vi)

391,506

(36)

391,470

 

331,326

(34)

331,292

Total

1,384,852

(76,580)

1,308,272

 

1,480,510

(32,017)

1,448,493

               
Current 642,277 - 642,277   809,821 - 809,821
Noncurrent 742,575 (76,580) 665,995   670,689 (32,017) 638,672

 

 

(II)Changes

 

 

December 31,

2021

Additional provisions

Interest and inflation adjustment

Use of the accrual

Amounts not used

(reversal)

September 30,

2022

Customer claims (i) 168,258 10,957 18,274 (29,025) (14,587) 153,877
Supplier claims (ii) 477,854 61,295 42,070 (303,892) (8,098) 269,229
Other civil claims (iii) 95,601 15,986 10,874 (7,151) (7,710) 107,600
Tax claims (iv) 57,509 17,890 6,833 (1,500) (1,320) 79,412
Labor claims (v) 349,962 79,700 27,698 (37,513) (36,619) 383,228
Environmental claims (vi)

331,326

29,249

39,498

(300)

(8,267)

391,506

Subtotal 1,480,510 215,077 145,247 (379,381) (76,601) 1,384,852
Escrow deposits

(32,017)

(53,100)

(4,499)

9,797

3,239

(76,580)

Total

1,448,493

161,977

140,748

(369,584)

(73,362)

1,308,272

 

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December 31,

2020

Additional provisions

Interest and inflation adjustment

Use of the accrual

Amounts not used

(reversal)

September 30,

2021

Customer claims (i) 160,705 25,425 19,113 (20,608) (20,214) 164,421
Supplier claims (ii) 410,734 44,885 46,658 (39,572) (42,773) 419,932
Other civil claims (iii) 86,083 6,946 8,440 (2,987) (7,370) 91,112
Tax claims (iv) 59,678 6,329 5,777 (8) (1,071) 70,705
Labor claims (v) 316,880 75,624 26,525 (36,664) (26,977) 355,388
Environmental claims (vi)

249,582

28,189

33,987

-

(9,436)

302,322

Subtotal 1,283,662 187,398 140,500 (99,839) (107,841) 1,403,880
Escrow deposits

(31,360)

(15,908)

(3,512)

4,073

1,976

(44,731)

Total

1,252,302

171,490

136,988

(95,766)

(105,865)

1,359,149

 

 

(b)Lawsuits deemed as contingent liabilities

 

The Company is a party to lawsuits and administrative proceedings relating to environmental, tax, civil, and labor claims, which are assessed as contingent liabilities in the financial statements, since it either does not expect outflows to be required or the amount of the obligations cannot be reliably measured. Contingent liabilities, net of deposits, are represented as follows:

 

 

September 30, 2022

December 31, 2021

Customer claims (i) 197,579 173,875
Supplier claims (ii) 1,146,509 1,521,935
Other civil claims (iii) 907,559 852,735
Tax claims (iv) 1,818,566 1,548,781
Labor claims (v) 2,179,834 1,095,841
Environmental claims (vi)

3,547,141

3,201,716

Total

9,797,188

8,394,883

 

 

(c)Explanation of the nature of main classes of lawsuits

 

(i)Customer claims

 

Refer mainly to lawsuits from customers claiming that their tariffs should be equal to those of other consumer categories, lawsuits for reduction of sewage tariff due to system losses, consequently requiring the refund of amounts charged by the Company, and lawsuits for reduction of tariff for being eligible to the Social Welfare Entity category.

 

(ii)Supplier claims

 

Include lawsuits filed by some suppliers alleging underpayment of monetary adjustments and economic and financial imbalance of the agreements, and are in progress at different courts.

 

(iii)Other civil claims

 

Refer mainly to indemnities for property damage, pain and suffering, and loss of profits allegedly caused to third parties, such as vehicle accidents, claims, and challenges on the methodology to collect tariffs, among others, filed at different court levels.

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(iv)Tax claims

 

Tax claims refer mainly to tax collections and fines in general challenged due to disagreements regarding notification or differences in the interpretation of legislation by the Company's Management.

 

(v)Labor claims

 

The Company is a party to several labor lawsuits, involving issues such as overtime, shift schedule, health hazard premium and hazardous duty premium, prior notice, change of function, salary equalization, service outsourcing, and others, which are at various court levels.

 

(vi)Environmental claims

 

These refer to several administrative proceedings and lawsuits filed by government entities, including Companhia Ambiental do Estado de São Paulo (CETESB) and the Public Prosecution Office of the São Paulo State, which aim at certain obligations to do and not to do, with the provision of fines for non-compliance and imposition of compensation for environmental damages allegedly caused by the Company.

 

(d)Guarantee insurance

 

As of May 24, 2022, the Company executed an agreement effective for one year for the issue of policies under several types of guarantee insurance. The limit that can be used is R$ 600 million. The guarantee insurance for escrow deposit is used in legal claims, where instead of immediately disbursing cash, the Company uses the guarantee provided by the insurance until the end of these proceedings, limited to up to five years. As of September 30, 2022, R$ 487.9 million was available for use.

 

 

20Labor liabilities and pension plan obligations

 

 

September 30, 2022

December 31, 2021

Salaries and payroll charges 40,013 58,591
Provision for vacation 267,218 226,127
Provision for Christmas bonus 89,510 -
Healthcare plan (i) 49,673 45,915
Provision for profit sharing (ii) 72,473 88,376
Consent Decree (TAC) 6,467 5,723
Knowledge Retention Program (PRC)

1,497

1,884

Total

526,851

426,616

 

Healthcareplan

 

Benefits are paid after the event, free of choice, and are sponsored by the contributions of SABESP and the employees. In the third quarter of 2022, the Company contributed 8.8%, on average, of gross payroll, totaling R$ 68,982 (10.2% in the third quarter of 2021, totaling R$ 71,601).

 

Provisionfor profit sharing

 

The profit-sharing program was implemented according to an agreement with the labor union. Payment corresponds to up to one month’s salary for each employee, depending on the performance of goals reached from January to December, and should be paid in the subsequent year.

 

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21Pension plan obligations

 

The Company has Post-Employment Benefit Plans in the following modalities: Defined Benefit (BD) – G1 (i) and G0 (ii); and Defined Contribution (CD) – Sabesprev Mais (iii) and VIVEST (iv), whereby only the latter is open for new adhesions. See the reconciliation of expenses with such plans in item (v).

 

Defined benefit plans

 

Summary of pension plan - Liabilities

 

 

G1 Plan

G0 Plan

Total

Pension plan liabilities as of December 31, 2021 (129,600) (2,192,062) (2,321,662)
Expenses recognized in 2022 (8,779) (132,714) (141,493)
Payments made in 2022

29,387

140,497

169,884

Pension plan liabilities as of September 30, 2022

(108,992)

(2,184,279)

(2,293,271)

 

 

 

G1 Plan

G0 Plan

Total

Pension plan liabilities as of December 31, 2020 (319,053) (2,549,541) (2,868,594)
Expenses recognized in 2021 (17,435) (118,661) (136,096)
Payments made in 2021

26,623

127,276

153,899

Pension plan liabilities as of September 30, 2021

(309,865)

(2,540,926)

(2,850,791)

 

(i)G1 Plan

 

Managed by SABESPREV, the financed defined benefit plan (“G1 Plan”) receives similar contributions established in a plan of subsidy of actuarial study of SABESPREV, as follows:

 

·0.99% of the portion of the salary of participation up to 20 salaries; and
·8.39% of the surplus, if any, of the portion of the salary of participation over 20 salaries.

 

(ii)G0 Plan

 

According to State Law 4,819/1958, employees who started providing services before May 1974 acquired a legal right to receive supplemental pension payments, which rights are referred to as "G0 Plan". The Company pays supplemental retirement and pension amounts on behalf of the São Paulo State and seeks reimbursements of such amounts, which are recorded in the “Balances with related parties” line, limited to the amounts considered virtually certain to be reimbursed by the São Paulo State.

 

(iii)Sabesprev Mais Plan

 

Administered by SABESPREV, the sponsor's contributions correspond to the result obtained by applying a percentage of 100% to the basic contribution made by the participant.

 

(iv)VIVEST

 

Administered by VIVEST, the sponsor's contributions correspond to the result obtained by applying a percentage of 100% to the basic contribution made by the participant.

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(v)Reconciliation of expenditures with pension plan obligations

 

 

July to September

2022

January to September

2022

July to September

2021

January to September

2021

         
G1 Plan (i) 2,922 8,779 5,812 17,435
G0 Plan (ii) 44,238 132,714 39,554 118,661
Sabesprev Mais Plan (iii) 6,686 18,993 5,722 16,612
VIVEST Plan (iv)

85

216

44

102

Subtotal 53,931 160,702 51,132 152,810
Capitalized (878) (2,472) (1,092) (3,150)
Reimbursement of additional retirement and pension benefits paid (G0) (24,014) (68,416) (22,001) (66,028)
Other

1,333

3,916

1,256

3,728

Pension plan obligations (Note 27)

30,372

93,730

29,295

87,360

 

 

22Services payable

 

This line records the balances payable, mainly from services received from third parties, such as the supply of electric power, reading of hydrometers and delivery of water and sewage bills, cleaning, surveillance and security services, collection, legal counsel services, audit, marketing, and advertising and consulting services, among others. The amounts payable to the municipal governments related to transfers provided for in the concession agreements are also recorded. The balances as of September 30, 2022, and December 31, 2021, were R$ 587,189 and R$ 469,027, respectively.

 

 

23Equity

 

(a)Share capital

 

As of September 30, 2022, and December 31, 2021, the authorized, subscribed, and paid-in capital, totaling R$ 15,000,000, was composed of 683,509,869 registered, book-entry common shares with no par value, as follows:

 

 

September 30, 2022

December 31, 2021

 

Number of shares

%

Number of shares

%

 São Paulo State 343,506,664 50.3 343,506,664 50.3
 Other shareholders        
   In Brazil (1) 250,217,972 36.6 234,965,971 34.4
   Abroad(2)

89,785,233

13.1

105,037,234

15.3

         
 Total

683,509,869

100.0

683,509,869

100.0

 

(1)As of September 30, 2022, the common shares traded in Brazil were held by 38,223 shareholders. It includes six shares held by Cia Paulista de Parcerias – CPP, a company controlled by the São Paulo State.
(2)Shares traded as American Depositary Receipts (ADR) on the New York Stock Exchange, through The Bank New York Mellon, the depositary bank of the Company’s ADRs. Each ADR corresponds to 1 share.

 

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(b)Interest on capital

 

The Annual Shareholders’ Meeting of April 28, 2022, approved the distribution of dividends as interest on capital totaling R$ 547,645, corresponding to a minimum mandatory dividend of R$ 96,700 as additional dividends, totaling R$ 644,345, paid on June 27, 2022.

 

 

24Earnings per share

 

Basic and diluted

 

Basic earnings per share are calculated by dividing the equity attributable to owners by the weighted average number of outstanding common shares during the year. The Company does not have potentially dilutive common shares outstanding or debts convertible into common shares. Accordingly, basic and diluted earnings per share are equal.

 

 

July to

September

2022

January to

September

2022

July to

September

2021

January to

September

2021

         
Profit attributable to the Company’s owners 1,081,060 2,479,057 468,531 1,738,441
Weighted average number of common shares issued

683,509,869

683,509,869

683,509,869

683,509,869

         
Basic and diluted earnings per share (reais per share)

1.58163

3.62695

0.68548

2.54341

 

 

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25Business segment information

 

The Company’s Management, composed of the Board of Directors and the Executive Board, has determined the operating segment used to make strategic decisions, such as sanitation services.

 

Result

 

  July to September 2022
 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue 5,012,389 1,350,255 6,362,644
Gross sales deductions

(374,905)

-

(374,905)

Net operating revenue

4,637,484

1,350,255

5,987,739

Costs, selling, general, and administrative expenses

(3,151,290)

(1,319,898)

(4,471,188)

Income from operations before other operating expenses, net and equity accounting

1,486,194

30,357

1,516,551

Other operating income (expenses), net     (2,787)
Equity accounting     5,941
Financial result, net    

118,508

Earnings before income tax and social contribution    

1,638,213

Depreciation and amortization (613,711) - (613,711)

 

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January to September 2022

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue 13,762,081 3,393,182 17,155,263
Gross sales deductions

(1,031,734)

-

(1,031,734)

Net operating revenue

12,730,347

3,393,182

16,123,529

Costs, selling, general, and administrative expenses

(9,258,316)

(3,316,893)

(12,575,209)

Income from operations before other operating expenses, net and equity accounting

3,472,031

76,289

3,548,320

Other operating income (expenses), net     2,129
Equity accounting     17,448
Financial result, net    

134,257

Earnings before income tax and social contribution    

3,702,154

Depreciation and amortization (1,801,622) - (1,801,622)

 

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July to September 2021

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue 4,284,925 1,186,131 5,471,056
Gross sales deductions

(317,139)

-

(317,139)

Net operating revenue

3,967,786

1,186,131

5,153,917

Costs, selling, general, and administrative expenses

(2,774,033)

(1,159,463)

(3,933,496)

Income from operations before other operating expenses, net and equity accounting

1,193,753

26,668

1,220,421

Other operating income (expenses), net     2,686
Equity accounting     3,994
Financial result, net    

(520,624)

Earnings before income tax and social contribution    

706,477

Depreciation and amortization (564,914) - (564,914)

 

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January to September 2021

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue 12,103,359 3,232,339 15,335,698
Gross sales deductions

(908,445)

-

(908,445)

Net operating revenue

11,194,914

3,232,339

14,427,253

Costs, selling, general, and administrative expenses

(8,064,955)

(3,159,667)

(11,224,622)

Income from operations before other operating expenses, net and equity accounting

3,129,959

72,672

3,202,631

Other operating income (expenses), net     12,464
Equity accounting     16,209
Financial result, net    

(626,181)

Earnings before income tax and social contribution    

2,605,123

Depreciation and amortization (1,660,020) - (1,660,020)

 

(i)See Note 31 for further information about non-cash items, other than depreciation and amortization that impact segment results, and for additional information on long-lived assets.
(ii)Construction revenue and related costs are not reported to the CODM. Revenue from construction is recognized under ICPC 01 (R1) / IFRIC 12 (Concession Agreements) and CPC 47/IFRS 15 (Revenue from Contracts with Customers), as all performance obligations are met over time. See Note 14 (e) for further information.

 

 

26Operating revenue

 

(a)Revenue from sanitation services:

 

 

July to

September 2022

January to

September 2022

July to

September 2021

January to

September 2021

         
Metropolitan Region of São Paulo 3,601,598 9,876,342 3,050,344 8,619,977
Regional Systems

1,410,791

3,885,739

1,234,581

3,483,382

Total

5,012,389

13,762,081

4,284,925

12,103,359

 

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(b)Reconciliation from gross operating revenue to net operating revenue:

 

 

July to

September 2022

January to

September 2022

July to

September 2021

January to

September 2021

         
Revenue from sanitation services (i) 5,012,389 13,762,081 4,284,925 12,103,359
Construction revenue 1,350,255 3,393,182 1,186,131 3,232,339
Sales tax (356,454) (976,380) (302,812) (857,600)
Regulation, Control and Oversight Fee (TRCF)

(18,451)

(55,354)

(14,327)

(50,845)

Net revenue

5,987,739

16,123,529

5,153,917

14,427,253

 

(i) Includes R$ 24,042 and R$ 67,576 referring to the TRCF charged from customers from July to September and from January to September 2022 (R$ 21,825 and R$ 60,682 from July to September and from January to September 2021), respectively, referring to the municipalities regulated by ARSESP.

 

 

27Operating costs and expenses

 

 

July to

September 2022

January to

September 2022

July to

September 2021

January to

September 2021

Operating costs        
Salaries, payroll charges, and benefits (583,682) (1,684,376) (519,099) (1,510,459)
Pension plan obligations (7,598) (22,144) (9,162) (27,094)
Construction costs (Note 25) (1,319,898) (3,316,893) (1,159,463) (3,159,667)
General supplies (93,015) (255,430) (75,650) (207,362)
Treatment supplies (149,871) (439,670) (82,110) (263,366)
Outsourced services (460,105) (1,257,805) (380,598) (1,089,245)
Electricity (358,734) (1,145,179) (374,363) (1,072,350)
General expenses (230,122) (634,781) (201,828) (573,382)
Depreciation and amortization

(564,568)

(1,659,603)

(522,527)

(1,533,345)

  (3,767,593) (10,415,881) (3,324,800) (9,436,270)
         
Selling expenses        
Salaries, payroll charges, and benefits (78,757) (227,130) (68,032) (197,107)
Pension plan obligations (1,023) (2,992) (1,187) (3,548)
General supplies (1,989) (5,268) (1,813) (5,231)
Outsourced services (110,593) (301,309) (83,972) (251,495)
Electricity (155) (840) (294) (970)
General expenses (24,768) (76,456) (25,368) (83,692)
Depreciation and amortization

(16,769)

(50,171)

(16,616)

(49,694)

  (234,054) (664,166) (197,282) (591,737)
         
Bad debt expense, net of recoveries (Note 9 (c)) (135,822) (566,448) (118,559) (383,711)
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Administrative expenses        
Salaries, payroll charges, and benefits (71,747) (203,486) (64,765) (186,076)
Pension plan obligations (21,751) (68,594) (18,946) (56,718)
General supplies (12,807) (28,508) (1,831) (12,997)
Outsourced services (64,645) (187,674) (57,428) (165,351)
Electricity (460) (1,365) (327) (1,229)
General expenses (106,611) (286,064) (100,249) (254,999)
Depreciation and amortization (32,374) (91,848) (25,771) (76,981)
Tax expenses

(23,324)

(61,175)

(23,538)

(58,553)

  (333,719) (928,714) (292,855) (812,904)
         
Operating costs and expenses        
Salaries, payroll charges, and benefits (734,186) (2,114,992) (651,896) (1,893,642)
Pension plan obligations (Note 21 (v)) (30,372) (93,730) (29,295) (87,360)
Construction costs (Note 25) (1,319,898) (3,316,893) (1,159,463) (3,159,667)
General supplies (107,811) (289,206) (79,294) (225,590)
Treatment supplies (149,871) (439,670) (82,110) (263,366)
Outsourced services (635,343) (1,746,788) (521,998) (1,506,091)
Electricity (359,349) (1,147,384) (374,984) (1,074,549)
General expenses (361,501) (997,301) (327,445) (912,073)
Depreciation and amortization (613,711) (1,801,622) (564,914) (1,660,020)
Tax expenses (23,324) (61,175) (23,538) (58,553)
Bad debt expense, net of recoveries (Note 9 (c))

(135,822)

(566,448)

(118,559)

(383,711)

 

(4,471,188)

(12,575,209)

(3,933,496)

(11,224,622)

 

 

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28Financial income (expenses)

 

 

July to

September 2022

January to

September 2022

July to

September 2021

January to

September 2021

Financial expenses        
Interest and charges on borrowings and financing – local currency (271,251) (676,593) (167,368) (378,707)
Interest and charges on borrowings and financing – foreign currency (14,625) (32,959) (12,518) (35,334)
Other financial expenses (89,156) (253,105) (81,801) (235,345)
Monetary variation on borrowings and financing 14,689 (147,365) (52,030) (147,412)
Other monetary variations (40,596) (139,751) (44,829) (127,615)
Interest and monetary variations on provisions

(3,854)

(97,764)

(47,609)

(97,045)

Total financial expenses

(404,793)

(1,347,537)

(406,155)

(1,021,458)

         
Financial income        
Inflation adjustment gains 350,124 476,989 60,078 148,731
Income on financial investments 115,359 296,360 50,061 97,919
Interest income 61,452 203,056 34,433 113,315
Cofins and Pasep (30,746) (51,648) (7,052) (17,070)
Other

-

14

-

41

Total financial income

496,189

924,771

137,520

342,936

         
Financial income (expenses), net of exchange variation

91,396

(422,766)

(268,635)

(678,522)

         
Exchange variation        
Exchange variation on borrowings and financing 27,258 556,474 (252,672) 52,071
Exchange variation on assets (147) 443 697 290
Other

1

106

(14)

(20)

Exchange variations, net

27,112

557,023

(251,989)

52,341

         
Financial income (expenses), net

118,508

134,257

(520,624)

(626,181)

 

 

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29Other operating income (expenses), net

 

 

July to

September 2022

January to

September 2022

July to

September 2021

January to

September 2021

         
Other operating income, net 22,115 45,985 19,717 39,467
Other operating expenses

(24,902)

(43,856)

(17,031)

(27,003)

         
Other operating income (expenses), net

(2,787)

2,129

2,686

12,464

 

Other operating income usually records the sale of property, plant and equipment, sale of contracts awarded in public bids, right to sell electricity, indemnities and reimbursement of expenses, fines and guarantees, property leases, reuse water, PURA projects and services, net of Cofins and Pasep.

 

Other operating expenses usually record derecognition of concessions assets due to obsolescence, discontinued construction works, unproductive wells, projects considered economically unfeasible, losses on property, plant and equipment, estimated losses and operational assets indemnification.

 

 

30Commitments

 

The Company has agreements to manage and maintain its activities, as well as agreements to build new projects aiming at achieving the objectives proposed in its target plan. The main unrecognized committed amounts as of September 30, 2022 are as follows:

 

 

1 year

1-3 years

3-5 years

More than

5 years

Total

Contractual obligations – Expenses 1,027,976 1,840,417 258,860 732,921 3,860,174
Contractual obligations - Investments

2,454,828

3,651,844

1,489,865

172,782

7,769,319

Total

3,482,804

5,492,261

1,748,725

905,703

11,629,493

 

 

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31Supplemental cash flow information

 

 

January to September 2022

January to September 2021

     
Total additions to contract assets (Note 13) 3,559,587 3,466,866
Total additions to intangible assets (Note 14 (b)) 51,136 145,552
     
Items not affecting cash (see breakdown below)

(1,103,092)

(1,135,191)

     
Total additions to intangible and contract assets according to the statement of cash flows 2,507,631 2,477,227
     
Investments and financing operations affecting intangible assets but not cash:    
Interest capitalized in the period (Note 13 (a)) 458,786 183,241
Contractors payable 276,409 235,789
Performance agreements 249,661 519,784
Right of use 41,947 123,705
Construction margin (Note 13 (b))

76,289

72,672

Total

1,103,092

1,135,191

 

 

32Events after the reporting period

 

·Acquisition of 20% of Foxx URE-BA Ambiental S/A

 

As of November 8, 2022, the Company executed a contract to acquire a stake of 20% in Foxx URE-BA Ambiental S/A, a Special Purpose Entity (“SPE”), which is a subsidiary of Orizon Valorização de Resíduos S.A., for R$ 40 million, to transform urban solid waste into electricity. This transaction is subject to approval by the Administrative Council of Economic Defense (Cade).

 

·Creation of the Special Purpose Entity Infranext Soluções em Pavimentação S.A.

 

Creation of the Special Purpose Entity (“SPE”) Infranext Soluções em Pavimentação S.A. on October 28, 2022, in which it will held an interest of 45%. The purpose of this SPE is to implement a plant for the production and sale of cold asphalt, with a total expected investment of R$ 40 million in 2023, which will allow SABESP to use the material in its asphalt recovery services.

 

·Creation of the Special Purpose Entity Cantareira SP Energia S.A.

 

Creation of the Special Purpose Entity (“SPE”) Cantareira SP Energia S.A. on October 31, 2022, in which it holds an interest of 49%. The SPE will produce and sell electricity and will implement four floating photovoltaic energy generating plants in SABESP’s reservoirs, the first of which in the Jaguari reservoir, which is part of the Cantareira System, with a capacity of 5MW and expected start-up in 2023.

 

 

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Comments on the Company’s Projections

 

 

The projections presented in the Reference Form are annual and not on a quarterly basis. Therefore, the quarterly comparison between information disclosed in the Reference Form with quarterly results shall not apply.

 

Projections are monitored every year and disclosed in the Reference Form.

 

 

 

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Other Information Deemed as Relevant by the Company

 

 

1.       CHANGES IN INTEREST HELD BY THE CONTROLLING SHAREHOLDER, BOARD MEMBERS, AND EXECUTIVE OFFICERS

 

 

CONSOLIDATED SHAREHOLDING POSITION OF CONTROLLING SHAREHOLDERS
AND MANAGEMENT, AND OUTSTANDING SHARES
Position as of 09/30/2022
Shareholder Number of Common Shares
(units)
% Total Number
 of Shares
(units)
%
Controlling Shareholder        
Treasury Department        343,506,664 50.3%        343,506,664 50.3%
Companhia Paulista de Parcerias - CPP 6 0% 6 0%
Management        
Board of Directors 100 0% 100 0%
Executive Board -    -   -
         
Fiscal Council - - - -
         
Treasury Shares                              -              -                                   -                   -   
         
Other Shareholders - - - -
         
Total 343,506,770 50.3% 343,506,770 50.3%
         
         
Outstanding Shares 340,003,099 49.7% 340,003,099 49.7%

 

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Other Information Deemed as Relevant by the Company

 

 

 

CONSOLIDATED SHAREHOLDING POSITION OF CONTROLLING SHAREHOLDERS
AND MANAGEMENT, AND OUTSTANDING SHARES
Position as of September 30, 2021
Shareholder Number of Common Shares
(units)
% Total Number
 of Shares
(units)
%
Controlling Shareholder        
Treasury Department       343,506,664 50.3% 343,506,664 50.3%
Companhia Paulista de Parcerias - CPP 6 0% 6 0%
Management        
Board of Directors - - - -
Executive Board 200 0.0% 200 0.0%
         
Fiscal Council - -    - -   
         
Treasury Shares                              -              -                                   -                   -   
         
Other Shareholders
         
Total 343,506,870 50.3% 343,506,870 50.3%
         
         
Outstanding Shares 340,002,999 49.7% 340,002,999 49.7%

 

 

2.       SHAREHOLDING POSITION

 

 

SHAREHOLDING POSITION OF HOLDERS OF MORE THAN 5% OF EACH TYPE AND CLASS OF COMPANY SHARES, UP TO THE INDIVIDUAL LEVEL
Company:
CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO
Position as of 09/30/2022
(Number of shares)
  Common Shares Total
Shareholder Number of Shares % Number of Shares %
Treasury Department

 

343,506,664

50.3 343,506,664 50.3

 

 

 

 

 

 

 

 

 

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Reports and Statements / Unqualified Reports on Special Review

 

(Free translation from the original issued in Portuguese. In the event of any discrepancies, the Portuguese language version shall prevail.)

 

Report on Review of Interim Financial Information

 

To the Shareholders, Directors and Management of

Companhia de Saneamento Básico do Estado de São Paulo – SABESP

São Paulo – SP

 

Introduction

We have reviewed the accompanying interim financial information of Companhia de Saneamento Básico do Estado de São Paulo (“Company”), included in the Interim Financial Information Form (ITR) for the quarter ended September 30, 2022, which comprises the Statement of financial position as of September 30, 2022 and the related income statement and statement of comprehensive income for the three and nine months then ended and the statements of changes in equity and cash flows for the nine months then ended, including a summary of significant accounting policies and other explanatory notes.

Management is responsible for the preparation of the interim financial information in accordance with Technical Pronouncement NBC TG - 21- Interim Financial Reporting and IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), as well as for the presentation of such information in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of Interim Financial Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of Review

We conducted our review in accordance with Brazilian and international standards on review of interim financial information (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the standards on auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion on the interim financial information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim financial information included in the Interim Financial Information Form (ITR) referred to above is not prepared, in all material respects, in accordance with NBC TG – 21 and IAS 34 applicable to the preparation of interim financial information and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM).

Other matters

Statement of value added

The quarterly information referred to above includes statements of value added for the period of nine months ended September 30, 2022, prepared under the responsibility of the Company's management and presented as supplementary information for the purposes of IAS 34. These statements were submitted to the same review procedures in conjunction with the review of the Company's interim financial information in the order to conclude they are reconciliated to the interim financial information and to the accounting records, as applicable, and whether the structure and content are in accordance with the criteria established in the NBC TG 09 - Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that the accompanying statements of value added were not prepared, in all material respects, in accordance with the interim financial information taken as a whole.

São Paulo, November 10, 2022

 

Élica Daniela da Silva Martins

Accountant CRC 1SP-223.766/O-0

Grant Thornton Auditores Independentes Ltda.

CRC 2SP-025.583/O-1

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Reports and Statements / Executive Officers’ Statement on the Financial Statements

 

Executive Officers’ Statement on the Quarterly Information

 

STATEMENT

 

The Executive Officers of Companhia de Saneamento Básico do Estado de São Paulo - SABESP, with Corporate Taxpayers’ ID (CNPJ/MF) number 43.776.517/0001-80, headquartered at Rua Costa Carvalho, nº 300, Pinheiros, São Paulo, declare that, according to paragraph 1 of article 25, item VI of CVM Instruction 480, of December 7, 2009, that:

 

 

They reviewed, discussed, and agreed with the quarterly information for the period ended September 30, 2022.

 

 

São Paulo, November 10, 2022.

 

 

Companhia de Saneamento Básico do Estado de São Paulo – SABESP

 

 

 

Benedito Pinto Ferreira Braga Junior

CEO

 

 

Osvaldo Garcia

Chief Economic, Finance, and Investor Relations Officer, cumulatively responding for the Corporate Management Board

 

 

Alceu Segamarchi Junior

Technology, Project, and Environment Officer

 

 

Ricardo Daruiz Borsari

Metropolitan Officer

 

 

Antonio Carlos Teixeira

Regional Systems Officer

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Reports and Statements / Executive Officers’ Statement on the Report of Independent Registered Public Accounting Firm

 

Executive Officers’ Statement on the Quarterly Information

 

STATEMENT

 

The Executive Officers of Companhia de Saneamento Básico do Estado de São Paulo - SABESP, with Corporate Taxpayers’ ID (CNPJ/MF) number 43.776.517/0001-80, headquartered at Rua Costa Carvalho, nº 300, Pinheiros, São Paulo, declare that, according to paragraph 1 of article 25, item VI of CVM Instruction 480, of December 7, 2009, that:

 

They reviewed, discussed, and agreed with the Report of Independent Registered Public Accounting Firm on the quarterly information for the period ended September 30, 2022.

 

 

São Paulo, November 10, 2022.

 

 

Companhia de Saneamento Básico do Estado de São Paulo – SABESP

 

 

 

Benedito Pinto Ferreira Braga Junior

CEO

 

 

Osvaldo Garcia

Chief Economic, Finance, and Investor Relations Officer, cumulatively responding for the Corporate Management Board

 

 

Alceu Segamarchi Junior

Technology, Project, and Environment Officer

 

 

Ricardo Daruiz Borsari

Metropolitan Officer

 

 

Antonio Carlos Teixeira

Regional Systems Officer

 

 

 

 

 

 

 

 

 

PAGE 78 OF 78

 

SIGNATURE  
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city São Paulo, Brazil.
Date: November 28, 2022
 
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
By: /s/  Osvaldo Garcia    
 
Name: Osvaldo Garcia
Title: Chief Financial Officer and Investor Relations Officer
 

 

 
FORWARD-LOOKING STATEMENTS

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.