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Published: 2022-05-25 15:19:12 ET
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6-K 1 sbsitr1q22_6k.htm 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 May, 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 - 03/31/2022 - 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

6

Statement of Cash Flows (Indirect Method)

7

Statement of Changes in Equity

01/01/2022 to 03/31/2022

9

01/01/2021 to 03/31/2021

10

Statement of Value Added

11

Comments on the Company’s Performance

12

Notes to the Quarterly Information

23

Comments on the Company’s Projections

69

Other Information Deemed as Relevant by the Company

70

Reports and Statements

Unqualified Reports on Special Review

72

Executive Officers’ Statement on the Financial Statements

73

Executive Officers’ Statement on the Report of Independent Registered Public Accounting Firm

74

 

 

 
 

ITR - Quarterly Information Form - 03/31/2022 - CIA SANEAMENTO BASICO EST SAO PAULO  

Version: 1

Company Information / Capital Breakdown

 

 

Number of shares Current Quarter
(Unit) 03/31/2022
Paid-in Capital  
Common 683,509,869
Preferred 0
Total 683,509,869
Treasury Shares  
Common 0
Preferred 0
Total 0

 

 

 

PAGE: 1 of 74

ITR - Quarterly Information Form - 03/31/2022 - 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
    03/31/2022 12/31/2021
1 Total Assets 54,094,546 53,165,485
1.01 Current Assets 7,000,002 6,502,998
1.01.01 Cash and Cash Equivalents 491,492 717,929
1.01.02 Financial Investments 2,915,206 2,433,385
1.01.02.03 Financial Investments Valued at Amortized Cost 2,915,206 2,433,385
1.01.03 Accounts Receivable 3,081,186 2,868,734
1.01.03.01 Trade Receivables 2,890,105 2,695,077
1.01.03.02 Other Receivables 191,081 173,657
1.01.03.02.01 Related-Party Balances 191,081 173,657
1.01.04 Inventories 117,506 113,506
1.01.06 Recoverable Taxes 263,126 276,104
1.01.06.01 Current Recoverable Taxes 263,126 276,104
1.01.08 Other Current Assets 131,486 93,340
1.01.08.03 Other 131,486 93,340
1.01.08.03.01 Restricted Cash 27,206 28,467
1.01.08.03.20 Other Assets 104,280 64,873
1.02 Noncurrent Assets 47,094,544 46,662,487
1.02.01 Long-Term Assets 9,764,102 9,741,933
1.02.01.04 Accounts Receivable 237,257 223,234
1.02.01.04.01 Trade Receivables 237,257 223,234
1.02.01.09 Receivables from Related Parties 650,076 644,895
1.02.01.09.03 Receivables from Controlling Shareholders 650,076 644,895
1.02.01.10 Other Noncurrent Assets 8,876,769 8,873,804
1.02.01.10.04 Escrow Deposits 162,770 141,667
1.02.01.10.05 Water and Basic Sanitation National Agency – ANA 20,084 20,666
1.02.01.10.06 Contract Asset 8,534,381 8,550,102
1.02.01.10.20 Other Assets 159,534 161,369
1.02.02 Investments 131,134 125,563
1.02.02.01 Equity Interest 85,020 79,437
1.02.02.01.03 Equity Interest in Jointly-Owned Subsidiaries 78,921 73,338
1.02.02.01.04 Other Investments 6,099 6,099
1.02.02.02 Investment Properties 46,114 46,126
1.02.03 Property, Plant and Equipment 289,228 291,157
1.02.04 Intangible Assets 36,910,080 36,503,834
1.02.04.01 Intangible Assets 36,910,080 36,503,834
1.02.04.01.01 Concession Agreements 1,146,831 1,172,498
1.02.04.01.02 Program Contracts 18,998,182 18,469,978
1.02.04.01.03 Service Contracts 16,077,556 16,158,771
1.02.04.01.04 Software License of Use 592,625 598,734
1.02.04.01.05 Right of Use 94,886 103,853

 

 

 

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Version: 1

 

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

(R$ thousand)

Code Description Current Quarter Previous Year
    03/31/2022 12/31/2021
2 Total Liabilities 54,094,546 53,165,485
2.01 Current Liabilities 5,214,658 5,092,927
2.01.01 Labor Liabilities and Pension Plan Obligations 352,718 426,616
2.01.01.01 Pension Plan Obligations 29,564 53,506
2.01.01.02 Labor Liabilities 323,154 373,110
2.01.02 Suppliers 252,052 236,763
2.01.02.01 Domestic Suppliers 252,052 236,763
2.01.03 Tax Liabilities 383,064 257,130
2.01.03.01 Federal Tax Liabilities 378,989 248,251
2.01.03.01.01 Income Tax and Social Contribution Payable 181,621 0
2.01.03.01.02 Pis-Pasep and Cofins Payable 110,746 111,963
2.01.03.01.03 INSS (Social Security Contribution) Payable 39,691 39,902
2.01.03.01.20 Other Federal Taxes 46,931 96,386
2.01.03.03 Municipal Tax Liabilities 4,075 8,879
2.01.04 Borrowings and Financing 1,777,935 1,830,617
2.01.04.01 Borrowings and Financing 1,062,207 1,128,253
2.01.04.01.01 In Local Currency 774,662 769,136
2.01.04.01.02 In Foreign Currency 287,545 359,117
2.01.04.02 Debentures 609,320 596,418
2.01.04.03 Financing through Lease 106,408 105,946
2.01.05 Other Liabilities 1,613,242 1,531,980
2.01.05.01 Payables to Related Parties 1,262 931
2.01.05.01.03 Payables to Controlling Shareholders 1,262 931
2.01.05.02 Other 1,611,980 1,531,049
2.01.05.02.01 Dividends and Interest on Capital Payable 548,006 548,006
2.01.05.02.04 Services Payable 548,425 469,027
2.01.05.02.05 Refundable Amounts 30,586 31,687
2.01.05.02.06 Program Contract Commitments 104,980 77,652
2.01.05.02.07 Public-Private Partnership - PPP 172,781 142,757
2.01.05.02.09 Indemnities 5,783 6,975
2.01.05.02.20 Other Liabilities 201,419 254,945
2.01.06 Provisions 835,647 809,821
2.01.06.01 Tax, Social Security, Labor, and Civil Provisions 221,885 218,137
2.01.06.01.01 Tax Provisions 30,831 29,525
2.01.06.01.02 Labor Liabilities and Pension Plan Obligations 105,185 105,806
2.01.06.01.04 Civil Provisions 85,869 82,806
2.01.06.02 Other Provisions 613,762 591,684
2.01.06.02.03 Provisions for Environmental Liabilities and Decommissioning 20,646 20,223
2.01.06.02.04 Provisions for Customers 162,233 154,984
2.01.06.02.05 Provisions for Suppliers 430,883 416,477
2.02 Noncurrent Liabilities 22,972,490 23,140,699
2.02.01 Borrowings and Financing 15,850,155 15,893,219
2.02.01.01 Borrowings and Financing 7,971,559 8,739,774
2.02.01.01.01 In Local Currency 5,655,385 5,802,738
2.02.01.01.02 In Foreign Currency 2,316,174 2,937,036
2.02.01.02 Debentures 7,481,251 6,736,111

 

PAGE: 3 of 74

ITR - Quarterly Information Form - 03/31/2022 - 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
    03/31/2022 12/31/2021
2.02.01.03 Financing through Lease 397,345 417,334
2.02.02 Other Liabilities 6,224,487 6,325,069
2.02.02.02 Other 6,224,487 6,325,069
2.02.02.02.04 Pension Plan Obligations 2,315,359 2,321,662
2.02.02.02.05 Program Contract Commitments 12,302 44,995
2.02.02.02.06 Public-Private Partnership - PPP 2,853,190 2,917,428
2.02.02.02.07 Indemnities 15,235 14,642
2.02.02.02.08 Labor Liabilities 1,364 3,047
2.02.02.02.09 Deferred Cofins/Pasep 159,591 159,456
2.02.02.02.20 Other Liabilities 867,446 863,839
2.02.03 Deferred Taxes 292,897 283,739
2.02.03.01 Deferred Income Tax and Social Contribution 292,897 283,739
2.02.03.01.01 Deferred Income Tax and Social Contribution 292,897 283,739
2.02.04 Provisions 604,951 638,672
2.02.04.01 Tax, Social Security, Labor, and Civil Provisions 266,239 263,855
2.02.04.01.01 Tax Provisions 25,999 25,291
2.02.04.01.02 Labor Liabilities and Pension Plan Obligations 229,636 228,292
2.02.04.01.04 Civil Provisions 10,604 10,272
2.02.04.02 Other Provisions 338,712 374,817
2.02.04.02.03 Provisions for Environmental Liabilities and Decommissioning 335,397 311,069
2.02.04.02.04 Provisions for Customers 2,594 2,494
2.02.04.02.05 Provisions for Suppliers 721 61,254
2.03 Equity 25,907,398 24,931,859
2.03.01 Paid-Up Capital 15,000,000 15,000,000
2.03.04 Profit Reserves 9,885,485 9,885,485
2.03.04.01 Legal Reserve 1,532,365 1,532,365
2.03.04.08 Additional Dividend Proposed 55,631 55,631
2.03.04.10 Reserve for Investments 8,297,489 8,297,489
2.03.05 Retained Earnings/Accumulated Losses 975,539 0
2.03.06 Equity Valuation Adjustments 46,374 46,374

 

 

 

PAGE: 4 of 74

ITR - Quarterly Information Form - 03/31/2022 - CIA SANEAMENTO BASICO EST SAO PAULO  

Version: 1

 

 

Parent Company’s Financial Statements / Income Statement

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2022 to 03/31/2022 01/01/2021 to 03/31/2021
3.01 Revenue from Sales and/or Services 4,870,390 4,677,417
3.02 Cost of Sales and/or Services -3,116,386 -3,048,043
3.02.01 Cost of Sales and/or Services -2,248,865 -2,047,745
3.02.02 Construction Costs -867,521 -1,000,298
3.03 Gross Profit 1,754,004 1,629,374
3.04 Operating Income/Expenses -619,926 -524,389
3.04.01 Selling Expenses -374,281 -315,844
3.04.01.01 Selling Expenses -196,587 -194,793
3.04.01.02 Allowance for Doubtful Accounts -177,694 -121,051
3.04.02 General and Administrative Expenses -253,792 -227,275
3.04.04 Other Operating Income 10,308 7,796
3.04.04.01 Other Operating Income 11,405 12,201
3.04.04.02 Cofins and Pasep -1,097 -4,405
3.04.05 Other Operating Expenses -7,744 2,880
3.04.06 Equity Accounting 5,583 8,054
3.05 Income before Financial Result and Taxes 1,134,078 1,104,985
3.06 Financial Result 340,124 -354,370
3.06.01 Financial Income 199,013 111,458
3.06.01.01 Financial Income 210,043 116,425
3.06.01.02 Exchange Variation Gains -1,263 447
3.06.01.03 Cofins and Pasep -9,767 -5,414
3.06.02 Financial  Expenses 141,111 -465,828
3.06.02.01 Financial  Expenses -453,018 -328,249
3.06.02.02 Exchange Variation Losses 594,129 -137,579
3.07 Earnings before Income Tax 1,474,202 750,615
3.08 Income Tax and Social Contribution -498,663 -253,757
3.08.01 Current -489,505 -283,483
3.08.02 Deferred -9,158 29,726
3.09 Net Result from Continued Operations 975,539 496,858
3.11 Profit/Loss for the Period 975,539 496,858
3.99 Earnings per Share - (Reais/Share)    
3.99.01 Basic Earnings per Share    
3.99.01.01 Common 1.42725 0.72692
3.99.02 Diluted Earnings per Share    
3.99.02.01 Common 1.42725 0.72692

 

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ITR - Quarterly Information Form - 03/31/2022 - CIA SANEAMENTO BASICO EST SAO PAULO  

Version: 1

 

Parent Company’s Financial Statements / Statement of Comprehensive Income

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2022 to 03/31/2022 01/01/2021 to 03/31/2021

4.01

Net Income for the Period

975,539

496,858

4.03Comprehensive Income for the Period 975,539 496,858

 

 

 

PAGE: 6 of 74

ITR - Quarterly Information Form - 03/31/2022 - 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 03/31/2022 01/01/2021 to 03/31/2021
6.01 Net Cash from Operating Activities 616,843 1,044,513
6.01.01 Cash from Operations 2,161,586 1,828,236
6.01.01.01 Earnings before Income Tax and Social Contribution 1,474,202 750,615
6.01.01.02 Provision and Inflation Adjustments on Provisions 78,415 55,284
6.01.01.04 Finance Charges from Customers -81,830 -99,148
6.01.01.05 Residual Value of Property, Plant and Equipment, Intangible Assets, and Investment Properties Written-off 2,406 2,938
6.01.01.06 Depreciation and Amortization 589,746 542,052
6.01.01.07 Interest on Borrowings and Financing Payable 219,454 148,608
6.01.01.08 Monetary and Exchange Variations on Borrowings and Financing -523,312 189,970
6.01.01.09 Interest and Monetary Variation Losses 7,604 10,361
6.01.01.10 Interest and Monetary Variation Gains -63,518 -33,753
6.01.01.11 Allowance for Doubtful Accounts 177,694 121,051
6.01.01.12 Provision for Consent Decree (TAC) and Knowledge Retention Program (PRC) -743 3,095
6.01.01.13 Equity Accounting -5,583 -8,054
6.01.01.14 Interest and Inflation Adjustment (Public-Private Partnership) 122,150 114,662
6.01.01.15 Other Adjustments 3,451 -32,956
6.01.01.16 Transfer - São Paulo Municipal Government 134,962 41,153
6.01.01.17 Construction Margin over Intangible Assets Resulting from Concession Agreements -20,685 -23,007
6.01.01.18 Pension Plan Obligations 47,173 45,365
6.01.02 Changes in Assets and Liabilities -897,725 -295,433
6.01.02.01 Trade Receivables -299,418 -103,667
6.01.02.02 Related-Party Balances and Transactions -10,415 13,678
6.01.02.03 Inventories -4,000 -1,086
6.01.02.04 Recoverable Taxes 12,978 -320,069
6.01.02.05 Other Assets -36,990 -9,332
6.01.02.06 Escrow Deposits -13,378 16,760
6.01.02.08 Trade Payables and Contractors -218,600 -142,979
6.01.02.09 Labor Liabilities and Pension Plan Obligations -73,155 -75,683
6.01.02.10 Pension Plan Obligations -53,476 -48,764
6.01.02.11 Taxes and Contributions Payable -64,184 281,307
6.01.02.12 Services Payable -55,564 122,810
6.01.02.13 Other Liabilities 4,652 747
6.01.02.14 Provisions -86,310 -32,064
6.01.02.15 Deferred Cofins/Pasep 135 2,909
6.01.03 Other -647,018 -488,290
6.01.03.01 Interest Paid -347,631 -195,181
6.01.03.02 Income Tax and Social Contribution Paid -299,387 -293,109
6.02 Net Cash from Investing Activities -1,102,680 121,939
6.02.01 Acquisition of Contract Asset and Intangible Assets -651,660 -650,920
6.02.02 Acquisition of Property, Plant and Equipment -8,566 -8,335
6.02.04 Restricted Cash 1,261 -349
6.02.07 Financial Investments -443,715 781,543

 

 

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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 03/31/2022 01/01/2021 to 03/31/2021
6.03 Net Cash from Financing Activities 259,400 -698,371
6.03.01 Funding 1,084,506 57,511
6.03.02 Amortization -661,268 -568,349
6.03.04 Public-Private Partnership - PPP -156,364 -143,610
6.03.05 Program Contract Commitments -7,474 -43,923
6.05 Increase (Decrease) in Cash and Cash Equivalents -226,437 468,081
6.05.01 Opening Balance of Cash and Cash Equivalents 717,929 396,401
6.05.02 Closing Balance of Cash and Cash Equivalents 491,492 864,482

 

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Parent Company’s Financial Statements / Statement of Changes in Equity / 01/01/2022 to 03/31/2022

(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 Restated Opening Balances 15,000,000 0 9,885,485 0 46,374 24,931,859
5.05 Total Comprehensive Income 0 0 0 975,539 0 975,539
5.05.01 Net Income for the Period 0 0 0 975,539 0 975,539
5.07 Closing Balances 15,000,000 0 9,885,485 975,539 46,374 25,907,398

 

 

 

 

 

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Parent Company’s Financial Statements / Statement of Changes in Equity / 01/01/2021 to 03/31/2021

(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 Restated Opening Balances 15,000,000 0 8,194,706 0 -401,002 22,793,704
5.05 Total Comprehensive Income 0 0 0 496,858 0 496,858
5.05.01 Net Income for the Period 0 0 0 496,858 0 496,858
5.07 Closing Balances 15,000,000 0 8,194,706 496,858 -401,002 23,290,562

 

 

 

 

 

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Parent Company’s Financial Statements / Statement of Value Added

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2022 to 03/31/2022 01/01/2021 to 03/31/2021
7.01 Revenue 5,020,137 4,851,677
7.01.01 Goods, Products and Services Sold 4,298,220 3,937,222
7.01.02 Other Revenue 11,405 12,201
7.01.03 Revenue from Construction of Own Assets 888,206 1,023,305
7.01.04 Allowance for/Reversal of Doubtful Accounts -177,694 -121,051
7.02 Inputs Acquired from Third Parties -2,109,805 -2,213,012
7.02.01 Costs of Goods, Products and Services Sold -1,815,325 -1,956,218
7.02.02 Materials, Electricity, Outsourced Services, and Others -286,735 -259,675
7.02.04 Other -7,745 2,881
7.03 Gross Value Added 2,910,332 2,638,665
7.04 Retentions -589,746 -542,052
7.04.01 Depreciation, Amortization, and Depletion -589,746 -542,052
7.05 Net Value Added Produced 2,320,586 2,096,613
7.06 Wealth Received in Transfer 214,363 124,926
7.06.01 Equity Accounting 5,583 8,054
7.06.02 Financial Income 208,780 116,872
7.07 Total Value Added to Distribute 2,534,949 2,221,539
7.08 Value Added Distribution 2,534,949 2,221,539
7.08.01 Personnel 592,898 560,180
7.08.01.01 Salaries and Wages 423,433 395,334
7.08.01.02 Benefits 134,812 135,489
7.08.01.03 Government Severance Indemnity Fund for Employees (FGTS) 34,653 29,357
7.08.02 Taxes and Contributions 980,831 692,278
7.08.02.01 Federal 922,600 633,647
7.08.02.02 State 42,331 43,166
7.08.02.03 Municipal 15,900 15,465
7.08.03 Value Distributed to Providers of Capital -14,319 472,223
7.08.03.01 Interest -20,789 465,829
7.08.03.02 Rentals 6,470 6,394
7.08.04 Value Distributed to Shareholders 975,539 496,858
7.08.04.03 Retained Earnings/Accumulated Losses for the Period 975,539 496,858

 

 

 

 

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Version: 1

Comments on the Company’s Performance

 

Highlights

The Company recorded a net income of R$ 975.6 million in 1Q22, compared to the R$ 496.8 million reported in 1Q21, an increase of R$ 478.8 million (+96.4%).

Adjusted EBITDA totaled R$ 1,721.3 million, up by R$ 84.9 million from the R$ 1,636.4 million reported in 1Q21 (+5.2%).

 

Revenue from sanitation services

 

Increase of R$ 361.0 million, impacted by (i) tariff adjustment; and (iii) higher average tariff, due to the increase in the billed volume in the Commercial and Public categories.

 

Costs, administrative & selling expenses (excluding construction costs)

 

Growth of R$ 286.0 million, mainly due to the (i) R$ 56.6 million increase in allowances for doubtful accounts; (ii) R$ 53.1 million increase in electricity expenses; (iii) R$ 48.4 million increase in treatment supplies; (iv) R$ 47.6 million increase in depreciation and amortization; and (v) R$ 46.7 million increase in expenses with salaries, payroll charges, benefits, and pension plan obligations.

 

Impacts from the exchange variation

 

Exchange variation expenses on borrowings and financing fell by R$ 731.8 million, due to the depreciation of the U.S. dollar and the Japanese Yen against the Brazilian real in 1Q22, compared to the appreciation reported in 1Q21, as shown in the table below:

 

  1Q22 1Q21
Foreign currency debt - R$ million 2,603.7 3,552.4
Foreign currency debt as a percentage of total debt 15% 21%
U.S. variation in the quarter -15.1% 9.6%
Yen variation in the quarter -19.5% 2.2%

 

 

 

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Version: 1

Comments on the Company’s Performance

 

 

1.          Result for the period

                                                                                                    R$ million
      Var.
  1Q22 1Q21 R$ %
     Revenue from sanitation services            4,298.2            3,937.2           361.0             9.2
     Construction revenue               888.2            1,023.3          (135.1)         (13.2)
     COFINS and PASEP/TRCF taxes              (316.0)              (283.1)            (32.9)           11.6
(=) Net operating income            4,870.4            4,677.4           193.0             4.1
     Costs and expenses          (2,876.9)          (2,590.9)          (286.0)           11.0
     Construction costs              (867.5)          (1,000.3)           132.8         (13.3)
     Equity accounting                    5.6                    8.1              (2.5)         (30.9)
     Other operating income (expenses), net                    2.6                 10.7              (8.1)         (75.7)
(=) Earnings before financial result, income tax, and social contribution            1,134.2            1,105.0              29.2             2.6
     Financial result               340.1              (354.4)           694.5       (196.0)
(=) Earnings before income tax and social contribution            1,474.3               750.6           723.7           96.4
     Income tax and social contribution              (498.7)              (253.8)          (244.9)           96.5
(=) Net income               975.6               496.8           478.8           96.4
     Earnings per share (R$)*                 1.43                 0.73    

 

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

 

Adjusted EBITDA Reconciliation (Non-accounting measures)

                                                                                                    R$ million
      Var.
  1Q22 1Q21 R$ %
     Net income               975.6               496.8           478.8           96.4
     Income tax and social contribution               498.7               253.8           244.9           96.5
     Financial result              (340.1)               354.4          (694.5)       (196.0)
     Other operating income (expenses), net                  (2.6)                (10.7)                8.1         (75.7)
(=) Adjusted EBIT*            1,131.6            1,094.3              37.3             3.4
     Depreciation and amortization               589.7               542.1              47.6             8.8
(=) Adjusted EBITDA**            1,721.3            1,636.4              84.9             5.2
     (%) Adjusted EBITDA margin                 35.3                 35.0    

 

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

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

 

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Comments on the Company’s Performance

 

 

The net operating revenue, which considers construction revenue, totaled R$ 4,870.4 million in 1Q22, up by 4.1% over 1Q21.

Costs and expenses, which consider construction costs, totaled R$ 3,744.4 million, up by 4.3% over 1Q21.

Adjusted EBIT, of R$ 1,131.6 million, increased by 3.4% over the R$ 1,094.3 million recorded in 1Q21.

Adjusted EBITDA, of R$ 1,721.3 million, increased by 5.2% over the R$ 1,636.4 million recorded in 1Q21 (R$ 6,457.6 million in the last 12 months).

The adjusted EBITDA margin was 35.3% in 1Q22, compared to 35.0% in 1Q21 (32.8% in the last 12 months).

Excluding the effects of revenue and construction costs, the adjusted EBITDA margin reached 42.7% in 1Q22, compared to 44.2% in 1Q21 (41.2% in the last 12 months).

The Company recorded a net income of R$ 975.6 million in 1Q22, compared to R$ 496.8 million in 1Q21.

 

2.          Revenue from sanitation services

 

The gross operating revenue from sanitation services, which excludes construction revenue, totaled R$ 4,298.2 million in 1Q22, an increase of R$ 361.0 million (+9.2%) over the R$ 3,937.2 million recorded in 1Q21.

Among others, the main factors that led to the increase were:

·             Average tariff adjustment of 7.0% since May 2021;

·             Higher average tariff due to the increase in the billed volume in the Commercial and Public categories; and

·             Decrease of 0.4% in the total billed volume.

 

3.          Construction revenue

 

Construction revenue fell by R$ 135.1 million (-13.2%) in 1Q22, due to lower investments made.

 

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Comments on the Company’s Performance

 

4.          Billed volume

 

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

 

WATER AND SEWAGE BILLED VOLUME(1) PER CUSTOMER CATEGORY – million m3
  Water Sewage Water + Sewage
Category 1Q22 1Q21 Var. % 1Q22 1Q21 Var. % 1Q22 1Q21 Var. %
Residential          472.6          478.0          (1.1)          409.5          410.8          (0.3)          882.1         888.8           (0.8)
Commercial            41.4            41.5          (0.2)            40.3            39.2           2.8            81.7           80.7             1.2
Industrial              8.1              8.5          (4.7)              9.1              9.5          (4.2)            17.2           18.0           (4.4)
Public              9.5              8.0         18.8              8.5              7.9           7.6            18.0           15.9           13.2
Total retail          531.6          536.0          (0.8)          467.4          467.4             -             999.0      1,003.4           (0.4)
Wholesale (3)            11.9            13.1          (9.2)              5.8              4.0         45.0            17.7           17.1             3.5
Overall Total          543.5          549.1          (1.0)          473.2          471.4           0.4       1,016.7      1,020.5           (0.4)
WATER AND SEWAGE BILLED VOLUME(1) PER REGION – million m3
  Water Sewage Water + Sewage
Region 1Q22 1Q21 Var. % 1Q22 1Q21 Var. % 1Q22 1Q21 Var. %
Metropolitan          354.3          358.5          (1.2)          311.0          312.0          (0.3)          665.3 670.5           (0.8)
Regional (2)          177.3          177.5          (0.1)          156.4          155.4           0.6          333.7         332.9             0.2
Total retail          531.6          536.0          (0.8)          467.4          467.4             -             999.0      1,003.4           (0.4)
Wholesale (3)            11.9            13.1          (9.2)              5.8              4.0         45.0            17.7           17.1             3.5
Overall Total          543.5          549.1          (1.0)          473.2          471.4           0.4       1,016.7      1,020.5           (0.4)

 

(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$ 153.2 million in 1Q22 (+4.3%). Excluding construction costs, the increase was R$ 286.0 million (+11.0%).

 

Costs, administrative and selling expenses, and construction costs as a percentage of net revenue were 76.9% in 1Q22, compared to 76.8% in 1Q21.

                                                                                                    R$ million
      Var.
  1Q22 1Q21 R$ %
Salaries, payroll charges and benefits, and Pension plan obligations 668.1 621.4 46.7 7.5
General supplies 71.9 68.3 3.6 5.3
Treatment supplies 147.3 98.9 48.4 48.9
Services 512.1 503.9 8.2 1.6
Electricity 412.0 358.9 53.1 14.8
General expenses 279.1 258.9 20.2 7.8
Tax expenses 19.0 17.4 1.6 9.2
Subtotal 2,109.5 1,927.7 181.8 9.4
Depreciation and amortization 589.7 542.1 47.6 8.8
Allowance for doubtful accounts 177.7 121.1 56.6 46.7
Subtotal 767.4 663.2 104.2 15.7
Costs, administrative & selling expenses 2,876.9 2,590.9 286.0 11.0
Construction costs 867.5 1,000.3 (132.8) (13.3)
Costs, adm & selling expenses, and construction costs 3,744.4 3,591.2 153.2 4.3
% of net revenue 76.9 76.8    

 

Salaries, payroll charges and benefits, and Pension plan obligations

 

Increase of R$ 46.7 million (+7.5%) in 1Q22, mainly due to the 7.8% salary adjustment in May 2021 and the application of 1% referring to the Career and Salary Plan in February 2022, partially offset by the 2.3% decline in the average number of employees; with a net effect of R$ 51.6 million.

 

Treatment supplies

 

Increase of R$ 48.4 million (+48.9%), mainly due to the higher use of algaecides, coagulants, and disinfectants in several Water Treatment Stations to maintain the quality of raw water, as well as to the increase in product prices.

 

Services

 

Service expenses totaled R$ 512.1 million, an increase of R$ 8.2 million (+1.6%) over the R$ 503.9 million recorded in 1Q21. The main increases were:

·             R$ 15.5 million paid to technical services, especially computer technical support;

·             R$ 14.1 million with surveillance;

·             R$ 11.0 million with customer service channels; and

 

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Comments on the Company’s Performance

·             R$ 9.6 million with advertising.

 

The increases above were offset by the main decreases:

·             R$ 25.0 million with the maintenance of water and sewage connections and networks; and

·             R$ 20.9 million with paving and replacing of sidewalks.

Electricity

 

Electricity expenses totaled R$ 412.0 million in 1Q22, up by R$ 53.1 million (+14.8%) over the R$ 358.9 million recorded in 1Q21. In 1Q22, the Free Market Tariffs (ACL) accounted for 52.0% of total expenses (51.5% in 1Q21) while the Regulated Market Tariffs (ACR) accounted for 48.0% (48.5% in 1Q21).

The main factors that contributed to this variation were:

·             Average increase of 1.7% in ACL prices (includes Grid Market Tariffs - TUSD), with a 0.8% rise in consumption; and

·             Average increase of 37.9% in ACR tariffs, with a 6.9% decrease in consumption.

 

General expenses

 

Increase of R$ 20.2 million (+7.8%), totaling R$ 279.1 million in 1Q22, compared to the R$ 258.9 million recorded in 1Q21, mainly from the higher provision for transfer to the Municipal Funds for Environmental Sanitation and Infrastructure, of R$ 14.2 million, resulting from an increase in revenue and the number of municipalities with expected transfers.

Expenses with municipal transfers totaled R$ 163.0 million in 1Q22, compared to the R$ 148.8 million reported in 1Q21.

 

Depreciation and amortization

 

The R$ 47.6 million increase (+8.8%) was due to the beginning of operations of intangible assets, totaling R$ 4.4 billion.

 

Allowance for doubtful accounts

 

Increase of R$ 56.6 million (+46.7%), due to the higher delinquency recorded in 1Q22.

 

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Comments on the Company’s Performance

 

 

6.          Financial result

 

        R$ million
      Var.
  1Q22 1Q21 R$ %
Financial expenses, net of income (171.9) (158.6) (13.3) 8.4
Monetary and exchange variations, net 512.0 (195.8) 707.8 (361.5)
Financial Result 340.1 (354.4) 694.5 (196.0)

 

Financial expenses, net of revenue

        R$ million
      Var.
  1Q22 1Q21 R$ %
Financial expenses        
   Interest and charges on domestic borrowings and financing (189.6) (104.6) (85.0) 81.3
   Interest and charges on international borrowings and financing (8.6) (12.5) 3.9 (31.2)
   Other financial expenses (114.3) (101.3) (13.0) 12.8
Total financial expenses (312.5) (218.4) (94.1) 43.1
Financial revenue 140.6 59.8 80.8 135.1
Financial expenses, net of revenue (171.9) (158.6) (13.3) 8.4

 

 

The main impacts in the “financial expenses, net of income” line resulted from:

 

·             Increase of R$ 85.0 million in interest and charges on domestic borrowings and financing, mainly due to (i) higher interest on debentures, of R$ 52.0 million, mainly from the proceeds of the 28th, 29th, and 30th issues; and (ii) rise in the average DI rate (from 2.02% in 1Q21 to 10.27% in 1Q22), which impacted interest on several domestic borrowings;

·             Increase of R$ 13.0 million in other financial expenses, mainly due to the adjusted present value of receivables and performance agreements; and

·             Increase of R$ 80.8 million in financial revenues, mainly on financial investments in 1Q22, as a result of the higher average balance adopted and the average DI rate.

 

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Comments on the Company’s Performance

 

 

Monetary and exchange variations, net

        R$ million
      Var.
  1Q22 1Q21 R$ %
Monetary and exchange variations on liabilities        
   Monetary variations on borrowings and financing (70.7) (52.4) (18.3) 34.9
   Exchange variations on borrowings and financing 594.2 (137.6) 731.8 (531.8)
   Other monetary variations (69.9) (57.4) (12.5) 21.8
Total monetary and exchange variations on liabilities 453.6 (247.4) 701.0 (283.3)
Monetary and exchange variations on assets 58.4 51.6 6.8 13.2
Monetary and exchange variations, net 512.0 (195.8) 707.8 (361.5)

 

The effect of net monetary and exchange variations in 1Q22 was R$ 707.8 million, lower than the amounts reported in 1Q21, especially due to:

·             R$ 18.3 million increase in monetary variations on borrowings and financing, due to the rise in the IPCA consumer price index (from 2.05% in 1Q21 to 3.20% in 1Q22), and the 29th issue debenture;

·             R$ 731.8 million decrease in exchange variations on borrowings and financing, due to the (i) depreciation of the U.S. dollar and Yen against the Real in 1Q22 (-15.1% and -19.5%, respectively), when compared to the appreciations recorded in 1Q21 (9.6% and 2.2%, respectively);

·             R$ 12.5 million increase in other monetary variations, due to (i) higher monetary variation on asset leases (leases), of R$ 6.1 million, due to the rise in the quarter IPC; and (ii) higher monetary variation on lawsuits, of R$ 6.3 million; and

·             R$ 6.8 million increase in monetary and exchange variation gains, mainly due to higher adjustments on the agreement with the São Paulo State Government - GESP, of R$ 6.1 million, given the rise in the IPCA consumer price index.

 

7.          Income tax and social contribution

 

The R$ 244.9 million increase in 1Q22 was mainly due to:

 

·             Higher net operating revenue, of R$ 193.0 million;

·             Positive exchange variation, of R$ 731.8 million, from an expense of R$ 137.6 million in 1Q21 to a revenue of R$ 594.2 million in 1Q22; and

·             Higher costs and expenses, of R$ 286.0 million.

 

 

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Comments on the Company’s Performance

 

 

8.          Indicators

 

a)           Operating

 

Information (*) 1Q22 1Q21 %
Water connections (1) 9,872 10,133 (2.6)
Sewage connections (1)   8,451 8,566 (1.3)
Population directly served - water (2) 27.8 27.6 0.7
Population directly served - sewage (2) 24.6 24.4 0.8
Number of employees 12,435 12,742 (2.4)
Volume of water produced in the quarter (3) 714.5 728 (1.9)

 

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

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

(3) In millions of cubic meters. Excludes Aguaí, Tapiratiba, and Tejupá

 

(*) Unaudited by external auditors

 

 

b)          Economic

 

Economic variables at the end of the quarter (*) 1Q22 1Q21
Amplified Consumer Price Index (1) 3.20 2.05
National Consumer Price Index (1) 3.42 1.96
Consumer Price Index (1) 2.95 1.81
Interbank Deposit Certificate (2) 10.27 2.02
U.S. dollar (3) 4.7378 5.6973
Yen (3) 0.03902 0.05152

 

(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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Comments on the Company’s Performance

 

 

 

9.          Borrowings and financing

 

                  R$ thousand
DEBT PROFILE  
INSTITUTION 2022 2023 2024 2025 2026 2027 2028 onwards TOTAL % of total
Local currency                  
Debentures 251,570 734,429 1,068,081 1,198,750 1,088,854 1,685,967 2,062,920 8,090,571 46
Brazilian Federal Savings Bank 75,242 95,594 94,949 100,886 107,197 113,891 908,431 1,496,190 8
BNDES 157,401 203,143 196,472 176,313 166,507 154,061 282,262 1,336,159 8
IDB 2202 90,674 181,349 181,349 181,349 181,349 181,349 1,437,897 2,435,316 14
IDB INVEST 18,670 37,340 39,550 44,300 106,390 108,728 554,258 909,236 5
Lease (Concession Agreements, Program Contracts, and Contract Asset) (1) 40,175 42,915 45,143 40,409 30,632 33,616 153,587 386,477 2
Leases (others) (2) 52,597 44,333 11,470 6,585 2,093 198 - 117,276 1
Other 4,301 5,656 2,393 2,162 - - - 14,512 0
Interest and other charges 238,634 - - - - - - 238,634 1
Total in local currency 929,264 1,344,759 1,639,407 1,750,754 1,683,022 2,277,810 5,399,355 15,024,371 85
                   
Foreign currency                  
IDB 24,348 48,696 48,696 53,225 9,059 9,059 135,468 328,551 2
IBRD 14,402 28,804 28,804 28,804 28,804 28,804 181,313 339,735 2
JICA 89,346 167,427 167,427 167,427 167,427 167,427 930,375 1,856,856 11
IDB 1983AB 36,445 35,958 - - - - - 72,403 0
Interest and other charges 6,174 - - - - - - 6,174 0
Total in foreign currency 170,715 280,885 244,927 249,456 205,290 205,290 1,247,156 2,603,719 15
                   
TOTAL 1,099,979 1,625,644 1,884,334 2,000,210 1,888,312 2,483,100 6,646,511 17,628,090 100

 

(1)           Refers to work contracts signed as Assets Lease;

(2)           Obligations related to leasing agreements, mainly vehicle leases.

 

 

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Comments on the Company’s Performance

 

 

Covenants

 

The table below shows the most restrictive clauses in 1Q22:

  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 March 31, 2022, the Company had met the requirements of its borrowings and financing agreements.

 

10.     Investments

 

Investments totaled R$ 980.8 million in 1Q22, presented as additions in the notes to the quarterly information under Contract Asset, Intangible Assets, and Property, Plant and Equipment, of R$ 958.1 million, R$ 14.1 million, and R$ 8.6 million, respectively. Cash disbursed in 1Q22 referring to the Company’s investments, including from previous periods, totaled R$ 660.2 million.

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

R$ million
Investment - January to March/22 Water Sewage Total
Metropolitan Region 149.1 529.3 678.4
Regional Systems 138.4 164.0 302.4
Total 287.5 693.3 980.8

 

 

 

 

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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 and 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 March 31, 2022, the Company operated water and sewage services in 375 municipalities of the São Paulo State, 342 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:

 

 

March 31,

2022

December 31,

2021

March 31,

2021

       
Total municipalities that have already signed contracts 342 342 342
   Balance – intangible and contract asset 42,639,277 42,260,091 40,324,692
   Percentage of intangible and contract asset 93.83% 93.80% 93.79%
Revenue from sanitation services (excluding construction revenue) 4,084,343 15,490,808 3,741,662
Percentage of revenue from sanitation services (excluding construction revenue) 95.02% 95.01% 95.03%
       
Municipalities with expired contracts: 8 8 8
   Balance – intangible and contract asset 211,225 214,329 216,603
   Percentage of intangible and contract asset 0.46% 0.48% 0.50%
Revenue from sanitation services (excluding construction revenue) 11,316 41,194 9,957
Percentage of revenue from sanitation services (excluding construction revenue) 0.26% 0.25% 0.25%
       
Municipalities with concession agreements due by 2030: 25 25 25
   Balance – intangible and contract assets 1,110,000 1,127,920 1,165,690
   Percentage of intangible and contract assets 2.44% 2.50% 2.71%
Revenue from sanitation services (excluding construction revenue) 170,205 653,408 155,216
Percentage of revenue from sanitation services (excluding construction revenue) 3.96% 4.01% 3.94%
       
Municipality of São Paulo:      
Percentage of intangible and contract asset 43.15% 43.11% 42.65%
Percentage of revenue from sanitation services (excluding construction revenue) 44.12% 44.45% 44.30%

 

 

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

 

The global economic instability worsened with the outbreak of a new coronavirus in early 2020, which was considered a pandemic by the World Health Organization (WHO). Accordingly, SABESP adopted several measures to ensure the continuity and quality of the services provided to the population, which have become even more essential. It is worth noting that any interruption in water supply by a basic sanitation company may compromise compliance with WHO’s recommendations for everyone to keep good hygiene habits, such as washing hands correctly and more frequently.

 

In 2020 and 2021, the Company implemented several preventive measures so that its employees were not exposed to situations of risk, such as (i) remote working, especially in the administrative and commercial areas, and those more than 60 years of age; (ii) restriction of domestic and international trips; (iii) anticipation of influenza and pneumonia vaccination campaigns; (iv) closing of all branches that assist the public, concentrating services in the digital channels to protect customers and employees; among others. These measures were relaxed at the end of 2021 after the professionals’ vaccination cycle was complete.

 

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, which slightly recovered in 2021 compared to 2020. Moreover, in the first quarter of 2022 compared to the same period of 2021, there has been a recovery in the volume of the commercial and public categories to the detriment of the residential and industrial categories.

 

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.

 

As of 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 enable the compliance with the universalization goals by 2033. Said Decree determines economic and financial evaluation metrics on service providers to prove their ability to make investments within the intended deadlines, as well as 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.

 

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Notes to the Interim Financial Information

 

 

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 May 6, 2022.

 

 

2Basis of preparation and presentation of the quarterly information

 

Presentation of the Quarterly Information

 

The quarterly information as of March 31, 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 March 31, 2022, 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 those in the annual financial statements (according to numerical references):

 

i.Summary of significant accounting policies (Note 3);
ii.Changes in accounting practices and disclosures (Note 4);
iii.Risk management – Financial instruments (Note 5.4);
iv.Key accounting estimates and judgments (Note 6);
v.Related-party balances and transactions (Note 11);
vi.Investments (Note 12);
vii.Intangible assets (Note 15);
viii.Borrowings and financing (Note 17);
ix.Deferred taxes and contributions (Note 19);
x.Provisions (Note 20);
xi.Pension plan obligations (Note 22);
xii.Equity (Note 24);
xiii.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.

 

 

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Notes to the Interim Financial Information

 

 

3Summary of significant accounting policies

 

The accounting policies used in the preparation of the quarterly information as of March 31, 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.

 

(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$ 2,630,316 as of March 31, 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:

 

 

March 31, 2022

December 31, 2021

 

Foreign currency

(in thousands)

R$

Foreign currency

(in thousands)

R$

         
Borrowings and financing – US$ 161,359 764,487 163,538 912,624
Borrowings and financing – Yen 47,659,012 1,859,655 49,324,813 2,390,774
Interest and charges from borrowings and financing – US$   2,462   4,121
Interest and charges from borrowings and financing – Yen  

3,712

 

13,970

Total exposure   2,630,316   3,321,489
Borrowing cost – US$   (23,798)   (22,486)
Borrowing cost – Yen  

(2,799)

 

(2,850)

Total foreign currency-denominated borrowings (Note 16)  

2,603,719

 

3,296,153

 

 

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Notes to the Interim Financial Information

 

 

The 21.0% decrease in the balance of the foreign currency-denominated debt from March 31, 2022 to December 31, 2021 was mainly impacted by the depreciation of the U.S. dollar and Yen against the Brazilian real. The table below shows the exchange variation in the period:

 

 

March 31,

2022

December 31,

2021

Var.

US$ R$ 4.7378 R$ 5.5805 -15.1%
Yen R$ 0.03902 R$ 0.04847 -19.5%

 

Borrowings and financing fell by R$ 692,434 from January to March 2022 (an increase of R$ 4,504 from January to March 2021), due to exchange variation. As of March 31, 2022, if the Brazilian real had depreciated or appreciated by 10 percentage points, in addition to the impacts already mentioned above, against the U.S. dollar and Yen with all other variables held constant, the effects on the result before taxes for the three-month period ended March 31, 2022, would have been R$ 263,032 (R$ 356,317 for the three-month period ended March 31, 2021), lower or higher, mainly as a result of exchange losses or gains on the translation of foreign currency-denominated borrowings and financing.

 

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 Yen.

 

 

Probable scenario

  (*)
Net currency exposure as of March 31, 2022 in US$ - Losses 161,359
   
US$ rate as of March 31, 2022 4.7378
Exchange rate estimated according to the scenario

5.2300

Difference between the rates (0.4922)
   
Effect on the net financial result R$ - (loss) (79,421)
   
Net currency exposure as of March 31, 2022 in Yen - Losses 47,659,012
   
Yen rate as of March 31, 2022 0.03902
Exchange rate estimated according to the scenario

0.04128

Difference between the rates (0.00226)
   
Effect on the net financial result R$ - (loss)

(107,709)

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

(187,130)

   
(*) For the probable scenario in the U.S. dollar, the exchange rate estimated for March 31, 2023 was used, according to the projections of LCA Consultores of March 31, 2022. For the Yen, the exchange rate estimated for March 31, 2023 was used, according to B3’s Reference Rates report of March 31, 2022.

 

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.

 

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Notes to the Interim Financial Information

 

 

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 borrowings and financing subject to variable interest rates:

 

 

March 31, 2022

December 31, 2021

CDI (i) 8,305,495 7,612,299
TR (ii) 1,643,952 1,638,079
IPCA (iii) 3,001,128 3,019,459
TJLP (iv) 1,413,687 1,478,740
LIBOR (v) 764,489 912,626
Interest and charges

241,089

243,696

Total

15,369,840

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)        LIBOR - London Interbank Offered Rate

 

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 March 31, 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 three-month period ended March 31, 2022, would have been R$ 153,698 (R$ 139,415 for the three-month period ended March 31, 2021), lower or higher, mainly as a result of lower or higher interest expense on floating rate borrowings.

 

(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 March 31, 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:

 

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Notes to the Interim Financial Information

 

 

Banks

Fitch

Moody's

Standard Poor's

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

 

The rating assessment disclosed by Fitch for deposit transactions and financial investments in local currency (R$ - domestic rating) is as follows:

 

 

March 31, 2022

December 31, 2021

Cash and cash equivalents and financial investments    
AA(bra) 2,169,831 1,905,810
AAA(bra) 958,433 970,474
Others (*)

278,434

275,030

 

3,406,698

3,151,314

 

(*) As of March 31, 2022, this category includes R$ 267,811 (R$ 262,465 as of December 31, 2021) referring to Banco BV, checking accounts, and financial investments, which are not rated by Fitch.

 

(c)Liquidityrisk

 

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.

 

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 March 31, 2022.

 

 

April to December 2022

2023

2024

2025

2026

2027 onwards

Total

March 31, 2022              
               
Liabilities              
Borrowings and financing 1,959,319 3,037,044 3,188,029 3,212,502 2,967,538 14,478,653 28,843,085
Trade payables and contractors 252,052 - - - - - 252,052
Services payable 548,425 - - - - - 548,425
Public-Private Partnership - PPP 337,079 458,939 427,749 390,572 390,572 3,989,246 5,994,157
Program Contract Commitments 70,270 37,144 1,145 1,145 1,145 13,194 124,043

 

 

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Notes to the Interim Financial Information

 

 

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 March 31, 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.

 

March 31, 2022

Indicators

Exposure

Probable scenario

     
Assets    
CDI 1,564,235 12.71%(**)
Financial income   198,814
     
Liabilities    
CDI (8,305,495) 12.71%(**)
Interest to be incurred   (1,055,628)
 
 
 
CDI net exposure (6,741,260) (856,814)
     
Liabilities    
TR (1,643,952) 0.0305%(**)
Expenses to be incurred   (501)
     
IPCA (3,001,128) 5.7400%(*)
Expenses to be incurred   (172,265)
     
TJLP (1,413,687) 6.2200%(***)
Interest to be incurred   (87,931)
     
LIBOR (764,489) 1.9290%(**)
Interest to be incurred   (14,747)
   
 
Total expenses to be incurred, net  

(1,132,258)

     
(*)       Source: LCA Consultores of March 31, 2022
(**)     Source: B3 of March 31, 2022
(***)   Source: LCA Consultores of March 31, 2022

 

 

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Notes to the Interim Financial Information

 

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 cost.

 

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.

 

 

March 31, 2022

December 31, 2021

     
Total borrowings and financing (Note 16) 17,628,090 17,723,836
(-) Cash and cash equivalents (Note 6) (491,492) (717,929)
(-) Financial investments (Note 7)

(2,915,206)

(2,433,385)

     
Net debt 14,221,392 14,572,522
Total equity

25,907,398

24,931,859

     
Total (shareholders plus creditor’s equity)

40,128,790

39,504,381

     
Leverage ratio

35%

37%

 

 

As of March 31, 2022, the leverage ratio fell to 35%, compared to 37% as of December 31, 2021, mainly due to the profit recorded in the first quarter of 2022, of R$ 975,539.

 

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:

 

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Notes to the Interim Financial Information

 

 

Financial Assets

 

 

March 31, 2022

December 31, 2021

 

Carrying amount

Fair value

Carrying amount

Fair value

Cash and cash equivalents 491,492 491,492 717,929 717,929
Financial investments 2,915,206 2,915,206 2,433,385 2,433,385
Restricted cash 27,206 27,206 28,467 28,467
Trade receivables 3,127,362 3,127,362 2,918,311 2,918,311
ANA 20,084 20,084 20,666 20,666
Other assets 263,814 263,814 226,242 226,242

 

Additionally, SABESP has financial assets receivable from related parties, totaling R$ 841,157 as of March 31, 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$ 757,353 (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

 

 

March 31, 2022

December 31, 2021

 

Carrying amount

Fair value

Carrying amount

Fair value

Borrowings and financing 17,628,090 17,769,190 17,723,836 17,947,954
Trade payables and contractors 252,052 252,052 236,763 236,763
Services payable 548,425 548,425 469,027 469,027
Program Contract Commitment 117,282 117,282 122,647 122,647
Public-Private Partnership - PPP 3,025,971 3,025,971 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 March 31, 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 make 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.

 

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Notes to the Interim Financial Information

 

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 - pension plans; (iv) deferred income tax and social contribution; (v) provisions; and (vi) unbilled revenue.

 

 

6Cash and cash equivalents

 

 

March 31, 2022

December 31, 2021

     
Cash and banks 80,257 146,853
Cash equivalents

411,235

571,076

Total

491,492

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 March 31, 2022, the average yield of cash equivalents corresponded to 95.00% 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:

 

 

March 31, 2022

December 31, 2021

Banco BV 267,811 262,465
Banco Itaú S/A 374,001 366,906
Banco Bradesco S/A 535,382 524,791
Banco BTG Pactual S/A 374,771 367,361
Banco do Brasil S/A

1,363,241

911,862

 

2,915,206

2,433,385

 

As of March 31, 2022, the average yield of the financial investments corresponded to 102.44% of CDI (101.57% as of December 31, 2021).

 

 

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Notes to the Interim Financial Information

 

 

8Restricted cash

 

 

March 31, 2022

December 31, 2021

     
Agreement with the São Paulo Municipal Government (i) 19,962 21,464
Brazilian Federal Savings Bank – escrow deposits (ii) 871 740
Other

6,373

6,263

 

27,206

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; and
(ii)Refers to the savings account intended to receive escrow deposits from lawsuits with final and unappealable decisions in favor of the Company, which are blocked under a contractual clause.

 

 

9Trade receivables

 

(a)       Statement of financial position details

 

 

March 31, 2022

December 31, 2021

Private sector:    
General (i) and special (ii) customers 2,159,365 2,042,023
Agreements (iii)

470,416

514,616

     
 

2,629,781

2,556,639

Government entities:    
Municipal 583,255 586,810
Federal 9,555 7,869
Agreements (iii)

348,468

278,844

     
 

941,278

873,523

Wholesale customers – Municipal Governments: (iv)    
Mogi das Cruzes 3,579 3,580
São Caetano do Sul

28,264

24,464

     
Total wholesale customers – Municipal Governments

31,843

28,044

     
Unbilled supply

775,767

740,193

     
Subtotal 4,378,669 4,198,399
Allowance for doubtful accounts

(1,251,307)

(1,280,088)

     
Total

3,127,362

2,918,311

     
Current 2,890,105 2,695,077
Noncurrent

237,257

223,234

     
 

3,127,362

2,918,311

 

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Notes to the Interim Financial Information

 

(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.

 

(b)       The aging of trade receivables is as follows:

 

 

March 31, 2022

December 31, 2021

     
Current 2,126,985 1,896,535
Past-due:    
Up to 30 days 426,549 502,164
From 31 to 60 days 233,017 267,723
From 61 to 90 days 137,798 182,977
From 91 to 120 days 172,408 155,018
From 121 to 180 days 244,574 258,718
From 181 to 360 days 88,123 95,751
Over 360 days

949,215

839,513

     
Total past-due

2,251,684

2,301,864

     
Total

4,378,669

4,198,399

 

(c)       Allowance for doubtful accounts

 

 

January to March 2022

January to March 2021

     
Balance at the beginning of the period 1,280,088 1,157,619
Provisions/(reversals) (10,516) 68,026
Recoveries

(18,265)

(9,808)

     
Balance at the end of the period

1,251,307

1,215,837

 

 

Reconciliation of estimated/historical losses at the result

January to March 2022

January to March 2021

     
Write-offs (205,069) (62,386)
(Losses) with state entities – related parties (1,406) (447)
(Losses)/reversal with the private sector/government entities 10,516 (68,026)
Recoveries

18,265

9,808

     
Amount recorded as expense (Note 27)

(177,694)

(121,051)

 

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

 

 

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10Related-party balances and transactions

 

(a)           São Paulo State

 

Accountsreceivable, interest on capital, revenue, and expenses

 

 

March 31, 2022

December 31, 2021

Accounts receivable    
Current:    
Sanitation services 136,182 127,614
Estimated losses (53,739) (52,333)
Reimbursement of additional retirement and pension benefits paid (G0):    
- Monthly flow (payments) 15,964 11,930
- GESP Agreement – 2015

92,674

86,446

     
Total current

191,081

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

648,715

643,534

     
Total noncurrent

650,076

644,895

     
Total receivables from shareholders

841,157

818,552

     
Assets:    
Sanitation services 83,804 76,642
Reimbursement of additional retirement and pension benefits paid (G0)

757,353

741,910

     
Total

841,157

818,552

     
Liabilities:    
Interest on capital payable to related parties 275,240 275,240

 

 

 

January to March 2022

January to March 2021

     
Revenue from sanitation services 143,699 124,405
Payments from related parties (131,301) (112,223)
     
Payment received from reimbursement referring to Law 4,819/1958 (36,632) (54,180)

 

Disputedamounts

 

As of March 31, 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$ 1,398,321 and R$ 1,375,137, respectively, for which allowances for doubtful accounts were created for the total amount.

 

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ActuarialLiability

 

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 March 31, 2022 and December 31, 2021, the amounts corresponding to the actuarial liability totaled R$ 2,192,325 and R$ 2,192,062, respectively. For detailed information on additional retirement and pension benefits, see Note 21.

 

(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 March 31, 2022, the balance of the agreement totaled R$ 8,301 and R$ 93,415 (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 January to March 2022, expenses with employees assigned to other state entities totaled R$ 164 (R$ 157 from January to March 2021).

 

No expenses with employees from other entities assigned to the Company were recorded from January to March 2022 and 2021.

 

(f)            Non-operating assets

 

As of March 31, 2022 and December 31, 2021, the Company’s land and lent structures totaled R$ 3,613.

 

(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 March 31, 2022, totaled R$ 123,034 (R$ 129,600 as of December 31, 2021). See Note 21.

 

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

 

From January to March 2022, expenses related to the compensation of Management and members of the Fiscal Council appointed by the controlling shareholder totaled R$ 1,597 (R$ 1,594 from January to March 2021).

 

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Notes to the Interim Financial Information

 

From January to March 2022 and 2021, additional amounts of R$ 360, referring to the executive officers’ bonus, were recorded.

 

(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 March 31, 2022, the balance of principal and interest of this agreement totaled R$ 8,183 and R$ 11,323, 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 maturing 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 March 31, 2022, the balance of principal and interest of this agreement totaled R$ 67 and R$ 1,009, which was recorded in “Other assets” under current and noncurrent assets (R$ 34 and R$ 1,009, respectively, as of December 31, 2021), 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 by the borrower to SABESP 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 March 31, 2022, the balance of these financings totaled R$ 5.8 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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Notes to the Interim Financial Information

 

 

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

 

 

Equity

Profit (loss) for the period

 

March 31,

2022

December 31,

2021

January to March

2022

January to March

2021

         
Sesamm 59,710 58,421 1,289 1,629
Águas de Andradina 29,589 29,591 (2) 504
Águas de Castilho 9,651 9,384 267 363
Attend Ambiental 26,415 23,493 2,922 9,395
Aquapolo Ambiental 65,849 58,172 7,677 6,149
Paulista Geradora de Energia 6,005 6,153 (148) (131)

 

 

 

Investments

Equity accounting

Interest percentage

 

March

31,

2022

December

31,

2021

January to March

2022

January to March

2021

March

31,

2022

December

31,

2021

             
Sesamm 21,496 21,032 464 587 36% 36%
Águas de Andradina 8,876 8,877 (1) 151 30% 30%
Águas de Castilho 2,895 2,815 80 108 30% 30%
Attend Ambiental 11,887 10,572 1,315 4,228 45% 45%
Aquapolo Ambiental 32,266 28,504 3,762 3,013 49% 49%
Paulista Geradora de Energia

1,501

1,538

(37)

(33)

25% 25%
Total 78,921 73,338 5,583 8,054    

 

Other investments

6,099

6,099

       

 

Overall total

85,020

79,437

       

 

 

 

12Investment Properties

 

 

December 31, 2021

Depreciation

March 31,

2022

       
Investment properties 46,126 (12) 46,114

 

 

 

December 31, 2020

Depreciation

March 31,

2021

       
Investment properties 46,274 (12) 46,262

 

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

 

 

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Notes to the Interim Financial Information

 

 

13Contract asset

 

 

December 31, 2021

Additions (i)

Transfers

Transfers of works to intangible

assets (ii)

March 31,

2022 (iii)

           
Total contract asset

8,550,102

958,070

193

(973,984)

8,534,381

 

 

 

December 31, 2020

Additions

Transfers

Transfers of works to intangible assets

March 31,

2021

           
Total contract asset

7,969,164

1,084,501

292

(755,954)

8,298,003

 

(i)The largest additions of the period are located in the municipalities of São Paulo, Guarujá, and Praia Grande, totaling R$ 476 million, R$ 39 million, and R$ 29 million, respectively.
(ii)The largest transfers of the period are located in the municipalities of Praia Grande, São Paulo, and São Sebastião, in the amounts of R$ 541 million, R$ 194 million, and R$ 50 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$ 3,485 million, R$ 412 million, and R$ 312 million, respectively.

 

As of March 31, 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 March 2022, the Company capitalized R$ 120,324 (R$ 54,018 from January to March 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 March 31, 2022 and 2021, the margin was 2.3%.

 

From January to March 2022, the construction margin was R$ 20,685 (R$ 23,007 from January to March 2021).

 

(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 January to March 2022, expropriations totaled R$ 29,863 (R$ 9,674 from January to March 2021).

 

 

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14Intangible assets

 

(a)Statement of financial position details

 

 

March 31, 2022

December 31, 2021

 

Cost

Accumulated amortization

Net

Cost

Accumulated amortization

Net

Intangible right arising from:            
Concession agreements – equity value 696,727 (210,327) 486,400 696,728 (205,671) 491,057
Concession agreements – economic value 1,503,815 (843,384) 660,431 1,497,968 (816,527) 681,441
Program contracts 25,557,951 (7,864,485) 17,693,466 24,804,170 (7,652,149) 17,152,021
Program contracts – commitments 1,709,757 (405,041) 1,304,716 1,709,757 (391,800) 1,317,957
Service contracts – São Paulo 23,013,930 (6,936,374) 16,077,556 22,834,803 (6,676,032) 16,158,771
Software license of use 1,155,624 (562,999) 592,625 1,133,833 (535,099) 598,734
Right of use – Other assets

180,571

(85,685)

94,886

173,715

(69,862)

103,853

Total

53,818,375

(16,908,295)

36,910,080

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

March 31,

2022

Intangible right arising from:              
Concession agreements - equity value (*) 491,057 - - - - (4,657) 486,400
Concession agreements – economic value   681,441 - 5,948 46 - (27,004) 660,431
Program contracts (*) 17,152,021 5,189 769,541 (107) (1,255) (231,923) 17,693,466
Program contracts – commitments   1,317,957 - - - - (13,241) 1,304,716
Service contracts – São Paulo 16,158,771 181 176,705 3,640 (976) (260,765) 16,077,556
Software license of use 598,734 - 21,790 - - (27,899) 592,625
Right of use – Other assets

103,853

8,730

-

-

(1)

(17,696)

94,886

Total

36,503,834

14,100

973,984

3,579

(2,232)

(583,185)

36,910,080

 

(*) As of March 31, 2022, Concession agreements – equity value, and Program contracts included leases totaling R$ 62,359 and R$ 177,557 (R$ 65,012 and R$ 180,669 as of December 31, 2021), respectively.

 

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Notes to the Interim Financial Information

 

 

 

December 31, 2020

Additions

Transfer of contract asset

Transfers

Write-offs and disposals

Amortization

March

31,

2021

Intangible right arising from:              
Concession agreements - equity value (*) 483,775 - 2,781 23 (136) (4,306) 482,137
Concession agreements – economic value   734,665 - 8,989 - (174) (25,406) 718,074
Program contracts (*) 16,360,307 3,315 216,100 407 (1,122) (212,300) 16,366,707
Program contracts – commitments   1,370,923 - - - - (13,241) 1,357,682
Service contracts – São Paulo 14,872,604 2,745 501,794 427 (1,213) (237,371) 15,138,986
Software license of use 540,625 - 26,290 - - (23,618) 543,297
Right of use – Other assets

42,676

69,462

-

-

(261)

(19,860)

92,017

Total

34,405,575

75,522

755,954

857

(2,906)

(536,102)

34,698,900

 

(*) As of March 31, 2021, Concession agreements – equity value, and Program contracts included leases totaling R$ 73,759 and R$ 190,006 (R$ 76,454 and R$ 193,107 as of December 31, 2020), respectively.

 

As of June 30, 2020, a contract was signed for the provision of treatment services and final disposal of solid waste, and collection of garbage tax in the Municipality of Diadema for 40 years. To reach the best operationalization format, treatment services and final disposal of solid waste are in the study phase and, based on the contractual provision, are subject to a partnership between SABESP and a private party, which will occur through a public call.

 

(c)Intangible arising from concession agreements

 

As of March 31, 2022, the amounts not yet disbursed were recorded in “Program contract commitments” under current and noncurrent liabilities, totaling R$ 104,980 and R$ 12,302 (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:

 

 

March 31, 2022

December 31, 2021

     
Alto Tietê 264,574 269,062
São Lourenço

2,853,324

2,895,798

Total

3,117,898

3,164,860

 

The obligations assumed by the Company are as follows:

 

 

March 31, 2022

December 31, 2021

 

Current liabilities

Noncurrent liabilities

Total liabilities

Current liabilities

Noncurrent liabilities

Total liabilities

             
Alto Tietê 68,167 92,149 160,316 69,442 102,873 172,315
São Lourenço

104,614

2,761,041

2,865,655

73,315

2,814,555

2,887,870

Total

172,781

2,853,190

3,025,971

142,757

2,917,428

3,060,185

 

 

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Notes to the Interim Financial Information

 

(e)Amortization of Intangible Assets

 

The average amortization rate totaled 4.8% as of March 31, 2022 and 2021.

 

(f)Right of use

 

Nature

March 31,

2022

December 31,

2021

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

(165,530)

(159,765)

  (=) Net 239,916 245,681
     
Other assets    
       Vehicles 145,926 142,003
       Properties 11,225 6,570
       Equipment 8,297 9,841
       Other assets 15,123 15,301
       Accumulated amortization

(85,685)

(69,862)

  (=) Net

94,886

103,853

 
 
 
Right of use

611,695

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 result:

 

Impact on the result

 

March 31,

2022

March 31,

2021

     
Right of use amortization (23,461) (25,676)
Financial result – interest expense and inflation adjustment (17,398) (16,728)
Expenses of short-term leases with low value

(6,322)

(6,261)

Reduction of profit for the period

(47,181)

(48,665)

 

 

(g)Performance Agreements

 

As of March 31, 2022, the accounting balances of these agreements recorded in contract asset and intangible assets were R$ 621,118 and R$ 1,120,377 (R$ 737,657 and R$ 871,488 as of December 31, 2021), respectively.

 

 

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15Property, plant and equipment

 

(a)Statement of financial position details

 

 

March 31, 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 86,434 (41,475) 44,959 2.1% 86,703 (41,205) 45,498 2.1%
Equipment 399,689 (285,773) 113,916 15.1% 397,782 (282,628) 115,154 15.1%
Transportation equipment 10,352 (8,111) 2,241 9.9% 10,434 (7,962) 2,472 9.9%
Furniture and fixtures 36,731 (14,706) 22,025 6.7% 36,561 (14,482) 22,079 6.7%
Other

12,137

(263)

11,874

5.0%

11,982

(241)

11,741

5.0%

Total

639,556

(350,328)

289,228

11.0%

637,675

(346,518)

291,157

11.1%

 

 

 

(b)Changes

 

 

December 31, 2021

Additions

Transfers

Write-offs and disposals

Depreciation

March 31,

2022

Land 94,213 - - - - 94,213
Buildings 45,498 35 (272) (12) (290) 44,959
Equipment 115,154 7,579 (2,946) (143) (5,728) 113,916
Transportation equipment 2,472 - (80) - (151) 2,241
Furniture and fixtures 22,079 899 (576) (19) (358) 22,025
Other

11,741

53

102

-

(22)

11,874

Total

291,157

8,566

(3,772)

(174)

(6,549)

289,228

 

 

 

 

December 31, 2020

Additions

Transfers

Write-offs and disposals

Depreciation

March 31,

2021

Land 94,213 - - - - 94,213
Buildings 45,347 564 25 - (255) 45,681
Equipment 101,016 7,346 (1,927) (28) (5,179) 101,228
Transportation equipment 2,969 - - - (168) 2,801
Furniture and fixtures 17,419 355 102 (4) (318) 17,554
Other

7,287

70

651

-

(18)

7,990

Total

268,251

8,335

(1,149)

(32)

(5,938)

269,467

 

 

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Notes to the Interim Financial Information

16Borrowings and financing

 

 Borrowings and financing outstanding balance

March 31, 2022

December 31, 2021

Financial institution

 

Current

Noncurrent

 

Total

 

Current

Noncurrent

 

Total

Local currency            
 12th issue debentures 45,450 101,712 147,162 45,450 113,049 158,499
 14th issue debentures - - - 25,388 - 25,388
 17th issue debentures 139,966 - 139,966 102,252 101,982 204,234
 18th issue debentures 49,013 87,326 136,339 48,479 92,677 141,156
 21st issue debentures 174,891 - 174,891 174,849 - 174,849
 22nd issue debentures 200,000 315,818 515,818 200,000 508,530 708,530
 23rd issue debentures - 864,808 864,808 - 864,776 864,776
 24th issue debentures - 472,460 472,460 - 461,350 461,350
 26th issue debentures - 1,197,216 1,197,216 - 1,168,317 1,168,317
 27th issue debentures - 997,560 997,560 - 997,433 997,433
 28th issue debentures - 1,197,483 1,197,483 - 1,197,395 1,197,395
 29th issue debentures - 1,248,868 1,248,868 - 1,230,602 1,230,602
 30th issue debentures - 998,000 998,000 - - -
 Brazilian Federal Savings Bank 101,738 1,394,452 1,496,190 98,784 1,380,170 1,478,954
 Brazilian Development Bank - BNDES PAC 13,396 3,323 16,719 13,394 6,665 20,059
 Brazilian Development Bank - BNDES PAC II 9751 7,162 28,529 35,691 7,161 30,308 37,469
 Brazilian Development Bank - BNDES PAC II 9752 4,852 19,409 24,261 4,851 20,619 25,470
 Brazilian Development Bank - BNDES ONDA LIMPA 26,755 53,418 80,173 26,751 60,089 86,840
 Brazilian Development Bank – BNDES TIETÊ III 117,613 587,958 705,571 117,593 617,251 734,844
 Brazilian Development Bank - BNDES 2015 33,564 412,396 445,960 33,558 420,685 454,243
 Brazilian Development Bank - BNDES 2014 6,525 21,259 27,784 6,524 22,874 29,398
 Inter-American Development Bank – IDB 2202 181,349 2,253,967 2,435,316 181,349 2,344,403 2,525,752
 Inter-American Development Bank – IDB INVEST 37,340 871,896 909,236 34,800 890,400 925,200
 Leases (Concession Agreements, Program Contracts, and Contract Asset) 40,175 346,302 386,477 36,640 360,671 397,311
 Leases (others) 66,233 51,043 117,276 69,306 56,663 125,969
 Other 5,734 8,778 14,512 4,790 9,274 14,064
 Interest and other charges

238,634

-

238,634

239,581

-

239,581

Total in local currency

1,490,390

13,533,981

15,024,371

1,471,500

12,956,183

14,427,683

 

 

PAGE: 45 of 74

ITR - Quarterly Information Form - 03/31/2022 - CIA SANEAMENTO BASICO EST SAO PAULO  

Version: 1

Notes to the Interim Financial Information

 

 

 Borrowings and financing outstanding balance

March 31, 2022

December 31, 2021

Financial institution

 

Current

Noncurrent

 

Total

 

Current

Noncurrent

 

Total

Foreign currency            
 Inter-American Development Bank - IDB 1212 – US$ 35,973 thousand (US$ 41,112 thousand in December 2021) 48,696 121,739 170,435 57,357 172,071 229,428
 Inter-American Development Bank - IDB 4623 – US$ 36,329 thousand (US$ 30,329 thousand in December 2021) - 158,116 158,116 - 155,192 155,192
 International Bank for Reconstruction and Development (IBRD) – IBRDs 7662 and 8916 -
US$ 73,672 thousand (US$ 76,712 thousand in December 2021)
28,803 310,932 339,735 33,927 386,328 420,255
 JICA 15 – ¥ 8,643,225 thousand (¥ 9,219,440 thousand in December 2021) 44,968 292,291 337,259 55,858 391,008 446,866
 JICA 18 – ¥ 7,771,200 thousand (¥ 8,289,280 thousand in December 2021) 40,431 262,646 303,077 50,223 351,398 401,621
 JICA 17 – ¥ 4,041,817 thousand (¥ 3,706,564 thousand in December 2021) 11,265 145,539 156,804 12,833 165,900 178,733
 JICA 19 – ¥ 27,202,770 thousand (¥ 28,109,529 thousand in December 2021) 70,763 988,953 1,059,716 87,901 1,272,803 1,360,704
 IDB 1983AB – US$ 15,385 thousand (US$ 15,385 thousand in December 2021) 36,445 35,958 72,403 42,927 42,336 85,263
 Interest and other charges

6,174

-

6,174

18,091

-

18,091

Total in foreign currency

287,545

2,316,174

2,603,719

359,117

2,937,036

3,296,153

             
Total borrowings and financing

1,777,935

15,850,155

17,628,090

1,830,617

15,893,219

17,723,836

 

Exchange rate as of March 31, 2022: US$ 4.7378; ¥ 0.03902 (as of December 31, 2021: US$ 5.5805; ¥ 0.04847).

As of March 31, 2022, the Company did not have balances of borrowings and financing raised during the year, maturing within 12 months.

 

 

 

PAGE: 46 of 74

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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), CDI+ 1.44% (series 2), and 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%  
Leases (Concession Agreements, Program Contracts, and Contract Asset)   2035 7.73% to 10.12% IPC
Leases (others)   2027 4.25% to 13.79%  
Other Own funds 2025 3% (FEHIDRO) TJLP + 1.5% (FINEP)  

 

 

PAGE: 47 of 74

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Version: 1

Notes to the Interim Financial Information

 

 

Foreign currency

Guarantees

Maturity

Annual interest rate

Exchange variation

         
Inter-American Development Bank - IDB 1212 – US$ 35,973 thousand Government 2025 3.31% (*) US$
Inter-American Development Bank - IDB 4623 – US$ 36,329 thousand Government 2044 1.12% (*) US$
International Bank for Reconstruction and Development (IBRD) – IBRDs 7662 and 8916 -
US$ 73,672 thousand
Government 2034 2.85% (*) US$
JICA 15 – ¥ 8,643,225 thousand Government 2029 1.8% and 2.5% Yen
JICA 18 – ¥ 7,771,200 thousand Government 2029 1.8% and 2.5% Yen
JICA 17 – ¥ 4,041,817 thousand Government 2035 1.2% and 0.01% Yen
JICA 19 – ¥ 27,202,770 thousand Government 2037 1.7% and 0.01% Yen
IDB 1983AB – US$ 15,385 thousand - 2023 2.08% to 2.38% (*) US$

 

 

(*) Rates comprising LIBOR + contractually defined spread.

 

 

 

PAGE: 48 of 74

ITR - Quarterly Information Form - 03/31/2022 - CIA SANEAMENTO BASICO EST SAO PAULO  

Version: 1

Notes to the Interim Financial Information

 

(i)       Payment schedule – accounting balances as of March 31, 2022

 

 

2022

2023

2024

2025

2026

2027

2028 to 2044

TOTAL

LOCAL CURRENCY                
Debentures 251,570 734,429 1,068,081 1,198,750 1,088,854 1,685,967 2,062,920 8,090,571
Brazilian Federal Savings Bank 75,242 95,594 94,949 100,886 107,197 113,891 908,431 1,496,190
BNDES 157,401 203,143 196,472 176,313 166,507 154,061 282,262 1,336,159
IDB 2202 90,674 181,349 181,349 181,349 181,349 181,349 1,437,897 2,435,316
IDB INVEST 18,670 37,340 39,550 44,300 106,390 108,728 554,258 909,236
Leases (Concession Agreements, Program Contracts, and Contract Asset) 40,175 42,915 45,143 40,409 30,632 33,616 153,587 386,477
Leases (others) 52,597 44,333 11,470 6,585 2,093 198 - 117,276
Other 4,301 5,656 2,393 2,162 - - - 14,512
Interest and other charges

238,634

-

-

-

-

-

-

238,634

TOTAL IN LOCAL CURRENCY

929,264

1,344,759

1,639,407

1,750,754

1,683,022

2,277,810

5,399,355

15,024,371

FOREIGN CURRENCY                
IDB 24,348 48,696 48,696 53,225 9,059 9,059 135,468 328,551
IBRD 14,402 28,804 28,804 28,804 28,804 28,804 181,313 339,735
JICA 89,346 167,427 167,427 167,427 167,427 167,427 930,375 1,856,856
IDB 1983AB 36,445 35,958 - - - - - 72,403
Interest and other charges

6,174

-

-

-

-

-

-

6,174

TOTAL IN FOREIGN CURRENCY

170,715

280,885

244,927

249,456

205,290

205,290

1,247,156

2,603,719

Total

1,099,979

1,625,644

1,884,334

2,000,210

1,888,312

2,483,100

6,646,511

17,628,090

 

 

PAGE: 49 of 74

ITR - Quarterly Information Form - 03/31/2022 - 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

March

31,

2022

                         
LOCAL CURRENCY                        
Debentures 7,467,968 - 1,000,000 (2,733) 69,242 - (100,409) (311,166) 112,677 45,709 2,696 8,283,984
Brazilian Federal Savings Bank 1,483,113 - 39,320 - 1,360 941 (28,947) (24,385) 17,152 11,845 - 1,500,399
BNDES 1,392,844 - - - 114 123 (25,644) (52,463) 12,737 12,890 64 1,340,665
IDB 2202 2,589,442 - - - - - (108,419) (90,674) 19,752 47,473 239 2,457,813
IDB INVEST 956,942 - - - - - (44,803) (16,130) 27,039 - 166 923,214
Leases (Concession Agreements, Program Contracts, and Contract Asset) 397,311 - - - - - (13,451) (10,834) 13,451 - - 386,477
Leases (others) 125,969 8,730 - - - - (3,947) (21,370) 7,894 - - 117,276
Other

14,094

-

1,715

-

2

-

(202)

(1,269)

196

7

-

14,543

TOTAL IN LOCAL CURRENCY

14,427,683

8,730

1,041,035

(2,733)

70,718

1,064

(325,822)

(528,291)

210,898

117,924

3,165

15,024,371

                         
FOREIGN CURRENCY                        
IDB 387,837 - 32,205 - (60,014) - (3,277) (28,316) 1,739 - 55 330,229
IBRD 420,881 - - (1,547) (63,833) - (944) (15,214) 398 - 76 339,817
JICA 2,401,887 - 15,546 - (457,218) - (17,588) (89,447) 6,116 1,214 51 1,860,561
IDB 1983AB

85,548

-

-

-

(12,965)

-

-

-

303

122

104

73,112

TOTAL IN FOREIGN CURRENCY

3,296,153

-

47,751

(1,547)

(594,030)

-

(21,809)

(132,977)

8,556

1,336

286

2,603,719

Total

17,723,836

8,730

1,088,786

(4,280)

(523,312)

1,064

(347,631)

(661,268)

219,454

119,260

3,451

17,628,090

 

 

PAGE: 50 of 74

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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

March

31,

2021

                         
LOCAL CURRENCY                        
Debentures 6,756,504 - - (482) 52,397 - (46,438) (236,265) 60,763 11,483 4,050 6,602,012
Brazilian Federal Savings Bank 1,418,832 - 32,913 - - - (27,718) (22,075) 18,197 9,573 - 1,429,722
BNDES 1,370,902 - - - - - (20,754) (44,420) 3,968 16,575 65 1,326,336
IDB 2202 2,730,195 - - - - - (40,708) (90,674) 10,461 12,608 239 2,622,121
IDB INVEST 944,513 - - - - - (7,758) - 11,112 - 166 948,033
Leases (Concession Agreements, Program Contracts, and Contract Asset) 428,743 - - - - - (20,484) (7,289) 20,484 - - 421,454
Leases (others) 45,876 69,462 - - - - (3,532) (19,860) 10,998 - - 102,944
Other

15,197

-

-

-

-

-

(181)

(751)

163

6

-

14,434

TOTAL IN LOCAL CURRENCY

13,710,762

69,462

32,913

(482)

52,397

-

(167,573)

(421,334)

136,146

50,245

4,520

13,467,056

                         
FOREIGN CURRENCY                        
IDB 317,302 - 17,841 - 29,288 - (4,149) (27,111) 2,080 - 41 335,292
IBRD 426,860 - - (1,733) 41,197 - (1,375) (17,070) 179 - 45 448,103
JICA 2,684,321 - 8,972 - 55,536 1,870 (22,084) (102,834) 9,502 1,766 49 2,637,098
IDB 1983AB

119,379

-

-

-

11,552

-

-

-

701

137

104

131,873

TOTAL IN FOREIGN CURRENCY

3,547,862

-

26,813

(1,733)

137,573

1,870

(27,608)

(147,015)

12,462

1,903

239

3,552,366

Total

17,258,624

69,462

59,726

(2,215)

189,970

1,870

(195,181)

(568,349)

148,608

52,148

4,759

17,019,422

 

 

 

PAGE: 51 of 74

ITR - Quarterly Information Form - 03/31/2022 - CIA SANEAMENTO BASICO EST SAO PAULO  

Version: 1

Notes to the Interim Financial Information

 

(a)Main events in the three-month period ended March 31, 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. The proceeds from the Issue will be 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 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.

 

(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).

 

PAGE: 52 of 74

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Notes to the Interim Financial Information

 

 

(c)Covenants

 

The table below shows the most restrictive covenants as of March 31, 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 March 31, 2022, and December 31, 2021, the Company met the requirements set forth by its borrowings and financing agreements.

 

(d)Borrowings and financing – Credit limited

 

Agent

 

March 31, 2022

    (in millions of reais (*))
Brazilian Federal Savings Bank   1,313
Brazilian Development Bank (BNDES)   455
Inter-American Development Bank (IDB)   1,249
International Bank for Reconstruction and Development (IBRD)   1,181
Other  

20

TOTAL  

4,218

 

(*) Brazilian Central Bank’s exchange rate as of March 31, 2022 (US$ 1.00 = R$ 4.7378; ¥ 1.00 = R$ 0.03902).

 

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

 

 

March 31, 2022

December 31, 2021

Recoverable taxes    
Income tax and social contribution 236,242 259,902
Withheld income tax (IRRF) on financial investments 16,488 13,041
Other federal taxes

10,396

3,161

Total

263,126

276,104

 

 

PAGE: 53 of 74

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Notes to the Interim Financial Information

 

 

(b)Current liabilities

 

 

March 31, 2022

December 31, 2021

Taxes and contributions payable    
Income tax and social contribution 181,621 -
Cofins and Pasep 110,746 111,963
INSS (social security contribution) 39,691 39,902
IRRF (withholding income tax) 7,567 49,468
Other

43,439

55,797

Total

383,064

257,130

 

 

18Deferred taxes and contributions

 

(a)Statement of financial position details

 

 

March 31, 2022

December 31, 2021

Deferred income tax assets    
Provisions 502,837 503,374
Pension plan obligations - G1 148,446 150,577
Donations of underlying assets on concession agreements 47,707 47,589
Allowance for doubtful accounts 176,756 183,963
Other

126,424

127,092

Total deferred tax asset

1,002,170

1,012,595

     
Deferred income tax liabilities    
Temporary difference on concession of intangible asset (364,305) (368,235)
Capitalization of borrowing costs (411,521) (404,931)
Profit on supply to government entities (350,951) (353,262)
Actuarial gain – G1 Plan (109,271) (109,271)
Construction margin (45,389) (46,079)
Borrowing costs

(13,630)

(14,556)

Total deferred tax liabilities

(1,295,067)

(1,296,334)

     
Deferred tax liability, net

(292,897)

(283,739)

 

 

PAGE: 54 of 74

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Notes to the Interim Financial Information

 

 

(b)Changes

 

Deferred income tax assets

December 31,

2021

Net

change

March 31,

2022

Provisions 503,374 (537) 502,837
Pension plan obligations - G1 150,577 (2,131) 148,446
Donations of underlying assets on concession agreements 47,589 118 47,707
Allowance for doubtful accounts 183,963 (7,207) 176,756
Other

127,092

(668)

126,424

Total

1,012,595

(10,425)

1,002,170

       
Deferred income tax liabilities      
Temporary difference on concession of intangible asset (368,235) 3,930 (364,305)
Capitalization of borrowing costs (404,931) (6,590) (411,521)
Profit on supply to government entities (353,262) 2,311 (350,951)
Actuarial gain – G1 (109,271) - (109,271)
Construction margin (46,079) 690 (45,389)
Borrowing costs

(14,556)

926

(13,630)

Total

(1,296,334)

1,267

(1,295,067)

       
Deferred tax liability, net

(283,739)

(9,158)

(292,897)

 

 

Deferred income tax assets

December 31,

2020

Net

change

March 31,

2021

Provisions 436,445 8,098 444,543
Pension plan obligations - G1 154,498 (948) 153,550
Donations of underlying assets on concession agreements 50,142 (671) 49,471
Allowance for doubtful accounts 155,719 18,291 174,010
Other

134,932

(5,021)

129,911

Total

931,736

19,749

951,485

       
Deferred income tax liabilities      
Temporary difference on concession of intangible asset (388,675) 4,642 (384,033)
Capitalization of borrowing costs (390,211) 3,842 (386,369)
Profit on supply to government entities (356,513) (651) (357,164)
Actuarial gain – G1 (48,979) - (48,979)
Construction margin (48,843) 691 (48,152)
Borrowing costs

(19,231)

1,453

(17,778)

Total

(1,252,452)

9,977

(1,242,475)

       
Deferred tax liability, net

(320,716)

29,726

(290,990)

 

 

PAGE: 55 of 74

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Notes to the Interim Financial Information

 

 

(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:

 

 

January to March 2022

January to March 2021

     
Profit before income taxes 1,474,202 750,615
Statutory rate

34%

34%

     
Estimated expense at statutory rate (501,229) (255,209)
Permanent differences    
Provision Law 4,819/1958 – G0 (i) (7,972) (6,277)
Donations (2,377) (1,367)
Other differences

12,915

9,096

     
Income tax and social contribution

(498,663)

(253,757)

     
Current income tax and social contribution (489,505) (283,483)
Deferred income tax and social contribution (9,158) 29,726
Effective rate 34% 34%

 

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

 

 

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.

 

PAGE: 56 of 74

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Notes to the Interim Financial Information

 

 

 

March 31, 2022

 

December 31, 2021

 

 

Provisions

Escrow deposits

Provisions net of deposits

 

Provisions

Escrow deposits

Provisions net of deposits

Customer claims (i) 171,725 (6,898) 164,827   168,258 (10,780) 157,478
Supplier claims (ii) 431,731 (127) 431,604   477,854 (123) 477,731
Other civil claims (iii) 98,065 (1,592) 96,473   95,601 (2,523) 93,078
Tax claims (iv) 72,112 (15,282) 56,830   57,509 (2,693) 54,816
Labor claims (v) 349,220 (14,399) 334,821   349,962 (15,864) 334,098
Environmental claims (vi)

356,078

(35)

356,043

 

331,326

(34)

331,292

Total

1,478,931

(38,333)

1,440,598

 

1,480,510

(32,017)

1,448,493

               
Current 835,647 - 835,647   809,821 - 809,821
Noncurrent 643,284 (38,333) 604,951   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)

March 31,

2022

Customer claims (i) 168,258 7,053 8,247 (8,595) (3,238) 171,725
Supplier claims (ii) 477,854 1,459 13,032 (60,604) (10) 431,731
Other civil claims (iii) 95,601 3,048 3,540 (2,973) (1,151) 98,065
Tax claims (iv) 57,509 11,928 3,582 (703) (204) 72,112
Labor claims (v) 349,962 10,077 8,889 (7,467) (12,241) 349,220
Environmental claims (vi)

331,326

10,440

14,651

(300)

(39)

356,078

Subtotal 1,480,510 44,005 51,941 (80,642) (16,883) 1,478,931
Escrow deposits

(32,017)

(13,349)

(3,041)

7,325

2,749

(38,333)

Total

1,448,493

30,656

48,900

(73,317)

(14,134)

1,440,598

 

 

 

December 31,

2020

Additional provisions

Interest and inflation adjustment

Use of the accrual

Amounts not used

(reversal)

March 31,

2021

Customer claims (i) 160,705 6,013 7,563 (1,901) (7,771) 164,609
Supplier claims (ii) 410,734 1,603 11,702 (23,613) (142) 400,284
Other civil claims (iii) 86,083 900 2,995 (1,676) (1,219) 87,083
Tax claims (iv) 59,678 4,426 1,622 - (1,039) 64,687
Labor claims (v) 316,880 15,362 8,071 (6,634) (5,404) 328,275
Environmental claims (vi)

249,582

8,849

10,990

-

(9,023)

260,398

Subtotal 1,283,662 37,153 42,943 (33,824) (24,598) 1,305,336
Escrow deposits

(31,360)

(549)

(728)

2,309

514

(29,814)

Total

1,252,302

36,604

42,215

(31,515)

(24,084)

1,275,522

 

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(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:

 

 

March 31, 2022

December 31, 2021

Customer claims (i) 182,221 173,875
Supplier claims (ii) 1,536,468 1,521,935
Other civil claims (iii) 893,776 852,735
Tax claims (iv) 1,626,891 1,548,781
Labor claims (v) 1,108,021 1,095,841
Environmental claims (vi)

3,347,408

3,201,716

Total

8,694,785

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.

 

(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.

 

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(d)Guarantee insurance

 

As of May 25, 2021, 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 March 31, 2022, R$ 480 million was available for use.

 

 

20Labor liabilities and pension plan obligations

 

 

March 31, 2022

December 31, 2021

Salaries and payroll charges 33,906 58,591
Provision for vacation 221,399 226,127
Provision for Christmas bonus 18,222 -
Healthcare plan (i) 43,905 45,915
Provision for profit sharing (ii) 26,740 88,376
Consent Decree (TAC) 6,652 5,723
Knowledge Retention Program (PRC)

1,894

1,884

Total

352,718

426,616

 

(i)Healthcare plan

 

Benefits are paid after the event, free of choice, and are sponsored by the contributions of SABESP and the employees. In the first quarter of 2022, the Company contributed 8.3%, on average, of gross payroll, totaling R$ 57,102 (8.7% in the first quarter of 2021, totaling R$ 54,970).

 

(ii)Provision for 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.

 

 

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 (2,935) (44,238) (47,173)
Payments made in 2022

9,501

43,975

53,476

Pension plan liabilities as of March 31, 2022

(123,034)

(2,192,325)

(2,315,359)

 

 

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G1 Plan

G0 Plan

Total

Pension plan liabilities as of December 31, 2021 (319,053) (2,549,541) (2,868,594)
Expenses recognized in 2021 (5,811) (39,554) (45,365)
Payments made in 2021

8,732

40,032

48,764

Pension plan liabilities as of March 31, 2021

(316,132)

(2,549,063)

(2,865,195)

 

(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 as accounts receivable from shareholders, 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.

 

(v)Reconciliation of expenditures with pension plan obligations

 

 

January to March

2022

January to March

2021

     
G1 Plan (i) 2,935 5,811
G0 Plan (ii) 44,238 39,554
Sabesprev Mais Plan (iii) 5,878 5,286
VIVEST Plan (iv)

58

26

Subtotal 53,109 50,677
Capitalized (771) (994)
Reimbursement of additional retirement and pension benefits paid (G0) (20,791) (21,093)
Other

1,245

1,215

Pension plan obligations (Note 27)

32,792

29,805

 

 

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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. This line also includes the amounts payable related to the transfer of 7.5% of revenue from the São Paulo municipal government to the Municipal Fund for Environmental Sanitation and Infrastructure. The balances as of March 31, 2022, and December 31, 2021, were R$ 548,425 and R$ 469,027, respectively.

 

 

23Equity

 

(a)Share capital

 

As of March 31, 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:

 

 

March 31, 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) 234,989,371 34.4 234,965,971 34.4
   Abroad (2) (3)

105,013,834

15.3

105,037,234

15.3

         
 Total

683,509,869

100.0

683,509,869

100.0

 

(1)As of March 31, 2022, the common shares traded in Brazil were held by 34,639 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.
(3)Each ADR corresponds to 1 share.

 

(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, to be paid on June 27, 2022.

 

 

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24Earnings per share

 

Basic and diluted

 

Basic earnings per share are calculated by dividing the profit 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.

 

 

January to March 2022

January to March 2021

     
Profit attributable to the Company’s owners 975,539 496,858
Weighted average number of common shares issued

683,509,869

683,509,869

     
Basic and diluted earnings per share (reais per share)

1.42725

0.72692

 

 

25Operating 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

 

 

January to March 2022

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue 4,298,220 888,206 5,186,426
Gross sales deductions

(316,036)

-

(316,036)

Net operating revenue

3,982,184

888,206

4,870,390

Costs, selling, general, and administrative expenses

(2,876,938)

(867,521)

(3,744,459)

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

1,105,246

20,685

1,125,931

Other operating income (expenses), net     2,564
Equity accounting     5,583
Financial result, net    

340,124

Income from operations before taxes    

1,474,202

Depreciation and amortization (589,746) - (589,746)

 

 

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January to March 2021

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue 3,937,222 1,023,305 4,960,527
Gross sales deductions

(283,110)

-

(283,110)

Net operating revenue

3,654,112

1,023,305

4,677,417

Costs, selling, general, and administrative expenses

(2,590,864)

(1,000,298)

(3,591,162)

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

1,063,248

23,007

1,086,255

Other operating income (expenses), net     10,676
Equity accounting     8,054
Financial result, net    

(354,370)

Income from operations before taxes    

750,615

Depreciation and amortization (542,052) - (542,052)

 

(i)See Note 31 for further information about non-cash items, other than depreciation and amortization that impact segment results, and 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:

 

 

January to March

2022

January to March

2021

     
Metropolitan Region of São Paulo 3,048,853 2,781,778
Regional Systems

1,249,367

1,155,444

Total

4,298,220

3,937,222

 

 

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

 

 

January to March

2022

January to March

2021

     
Revenue from sanitation services (i) 4,298,220 3,937,222
Construction revenue 888,206 1,023,305
Sales tax (297,585) (264,885)
Regulation, Control and Oversight Fee (TRCF)

(18,451)

(18,225)

Net revenue

4,870,390

4,677,417

 

(i) Includes R$ 20,961 from the TRCF charged from customers from January to March 2022 (R$ 19,288 from January to March 2021), referring to the municipalities regulated by ARSESP.

 

 

27Operating costs and expenses

 

 

 

January to March

2022

January to March

2021

Operating costs    
Salaries, payroll charges, and benefits (508,873) (473,094)
Pension plan obligations (7,057) (8,851)
Construction costs (Note 25) (867,521) (1,000,298)
General supplies (66,490) (60,930)
Treatment supplies (147,308) (98,925)
Outsourced services (365,892) (367,595)
Electricity (411,084) (357,975)
General expenses (198,626) (180,476)
Depreciation and amortization

(543,535)

(499,899)

  (3,116,386) (3,048,043)
     
Selling expenses    
Salaries, payroll charges, and benefits (67,909) (61,262)
Pension plan obligations (959) (1,177)
General supplies (1,130) (1,529)
Outsourced services (84,363) (86,935)
Electricity (414) (347)
General expenses (25,127) (27,046)
Depreciation and amortization

(16,685)

(16,497)

  (196,587) (194,793)
     
Bad debt expense, net of recoveries (Note 9 (c)) (177,694) (121,051)
     

 

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Administrative expenses    
Salaries, payroll charges, and benefits (58,521) (57,372)
Pension plan obligations (24,776) (19,777)
General supplies (4,299) (5,809)
Outsourced services (61,833) (49,382)
Electricity (445) (590)
General expenses (55,387) (51,336)
Depreciation and amortization (29,526) (25,656)
Tax expenses

(19,005)

(17,353)

  (253,792) (227,275)
     
Operating costs and expenses    
Salaries, payroll charges, and benefits (635,303) (591,728)
Pension plan obligations (Note 21 (v)) (32,792) (29,805)
Construction costs (Note 25) (867,521) (1,000,298)
General supplies (71,919) (68,268)
Treatment supplies (147,308) (98,925)
Outsourced services (512,088) (503,912)
Electricity (411,943) (358,912)
General expenses (279,140) (258,858)
Depreciation and amortization (589,746) (542,052)
Tax expenses (19,005) (17,353)
Bad debt expense, net of recoveries (Note 9 (c))

(177,694)

(121,051)

 

(3,744,459)

(3,591,162)

 

 

 

 

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28Financial income (expenses)

 

 

 

January to

March

2022

January to

March

2021

Financial expenses    
Interest and charges on borrowings and financing – local currency (189,553) (104,680)
Interest and charges on borrowings and financing – foreign currency (8,556) (12,462)
Other financial expenses (91,244) (74,643)
Monetary variation on borrowings and financing (70,718) (52,397)
Other monetary variations (48,365) (42,113)
Interest and monetary variations on provisions

(44,582)

(41,954)

Total financial expenses

(453,018)

(328,249)

     
Financial income    
Inflation adjustment gains 59,684 51,183
Income on financial investments 79,662 18,221
Interest income 70,684 46,980
Cofins and Pasep (9,767) (5,414)
Other

13

41

Total financial income

200,276

111,011

     
Financial income (expenses), net of exchange variation

(252,742)

(217,238)

     
Exchange variation    
Exchange variation on borrowings and financing 594,030 (137,573)
Exchange variation on assets (1,263) 447
Other exchange variations

99

(6)

Exchange variations, net

592,866

(137,132)

     
Financial income (expenses), net

340,124

(354,370)

 

 

 

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29Other operating income (expenses), net

 

 

January to March 2022

January to March 2021

     
Other operating income, net 10,308 7,796
Other operating expenses

(7,744)

2,880

     
Other operating income (expenses), net

2,564

10,676

 

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 March 31, 2022 are as follows:

 

 

1 year

1-3 years

3-5 years

More than

5 years

Total

Contractual obligations – Expenses 1,264,543 1,264,680 306,370 817,980 3,653,573
Contractual obligations - Investments

2,872,057

2,356,932

1,465,988

250,710

6,945,687

Total

4,136,600

3,621,612

1,772,358

1,068,690

10,599,260

 

 

 

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31Supplemental cash flow information

 

 

January to March 2022

January to March 2021

     
Total additions to contract assets (Note 13) 958,070 1,084,501
Total additions to intangible assets (Note 14 (b)) 14,100 75,522
     
Items not affecting cash (see breakdown below)

(320,510)

(509,103)

     
Total additions to intangible and contract assets according to the statement of cash flows 651,660 650,920
     
Investments and financing operations affecting intangible assets but not cash:    
Interest capitalized in the period (Note 13 (a)) 120,324 54,018
Contractors payable 233,889 129,257
Performance agreements (63,118) 233,359
Right of use 8,730 69,462
Construction margin (Note 13 (b))

20,685

23,007

Total

320,510

509,103

 

 

 

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Comments on the Company’s Projections

 

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 03/31/2022
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 - - - -
Executive Board 200         0%                             200               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%

 

 

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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 03/31/2021
Shareholder Number of Common Shares
(units)
% Total Number
 of Shares
(units)
%
Controlling Shareholder        
Treasury Department       343,507,729 50.3% 343,507,729 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 343,507,935 50.3% 343,507,935 50.3%
         
         
Outstanding Shares 340,001,934 49.7% 340,001,934 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 03/31/2022
(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 March 31, 2022, which comprises the Statement of financial position as of March 31, 2022 and the related income statement and statement of comprehensive income for the three months then ended and the statements of changes in equity and cash flows for the three 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 three months ended March 31, 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, May 06, 2022

 

Nelson Fernandes Barreto Filho

CT CRC 1SP-151.079/O-0

Grant Thornton Auditores Independentes

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 March 31, 2022.

 

São Paulo, May 6, 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

 

Adriano Candido Stringhini

Corporate Management Officer

 

Alceu Segamarchi Junior

Technology, Project, and Environment Officer

 

Ricardo Daruiz Borsari

Metropolitan Officer

 

Monica Ferreira do Amaral Porto

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 Report of Independent Registered Public Accounting Firm

 

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 V of CVM Instruction 480, of December 7, 2009:

 

They reviewed, discussed, and agreed with the Report of Independent Registered Public Accounting Firm on the quarterly

information for the period ended March 31, 2022.

 

São Paulo, May 6, 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

 

Adriano Candido Stringhini

Corporate Management Officer

 

Alceu Segamarchi Junior

Technology, Project, and Environment Officer

 

Ricardo Daruiz Borsari

Metropolitan Officer

 

Monica Ferreira do Amaral Porto

Regional Systems Officer

 

 

 

 

 

 

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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: May 20, 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.