SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 

 
FORM 6-K
 
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
 
For November, 2023
(Commission File No. 1-31317)
 

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


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



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

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

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

Yes ______ No ___X___

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

ITR - Quarterly Information Form - 09/30/2023 - CIA SANEAMENTO BASICO EST SAO PAULO

Version : 1

   

Table of Contents

Company Information  
Capital Breakdown 1
Parent Company' Financial Statements  
Statement of Financial Position – Assets 2
Statement of Financial Position – Liabilities 3
Income Statement 5
Statement of Comprehensive Income 7
Statement of Cash Flows (Indirect Method) 8
Statement of Changes in Equity  
01/01/2023 to 09/30/2023 10
01/01/2022 to 09/30/2022 11
Statement of Value Added 12
Consolidated Financial Statements  
Statement of Financial Position – Assets 13
Statement of Financial Position – Liabilities 14
Income Statement 16
Statement of Comprehensive Income 18
Statement of Cash Flows (Indirect Method) 19
Statement of Changes in Equity  
01/01/2023 to 09/30/2023 21
Statement of Value Added 22
Comments on the Company' Performance  23
Notes to the Quarterly Information 34
Comments on the Company' Projections 104
Other Information Deemed as Relevant by the Company 105
Reports and Statements  
Unqualified Reports on Special Review 107
Executive Officers' Statement on the Financial Statements 109
Executive Officers' Statement on the Report of Independent Registered Public Accounting Firm 110

 

 
 

ITR - Quarterly Information Form - 09/30/2023 - CIA SANEAMENTO BASICO EST SAO PAULO

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Company Information / Capital Breakdown

 

Number of Shares Current Quarter
(Unit) 09/30/2023
Paid-up Capital  
Common 683,509,869
Preferred 0
Total 683,509,869
Treasury Shares  
Common 0
Preferred 0
Total 0

 

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

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2023 12/31/2022
1 Total Assets 58,981,894 57,207,765
1.01 Current Assets 7,119,916 7,284,664
1.01.01 Cash and Cash Equivalents 1,592,888 1,867,485
1.01.02 Financial Investments 1,381,568 1,677,873
1.01.02.03 Financial Investments Valued at Amortized Cost 1,381,568 1,677,873
1.01.03 Accounts Receivable 3,626,628 3,268,367
1.01.03.01 Customers 3,393,831 3,062,574
1.01.03.02 Other Receivables 232,797 205,793
1.01.03.02.01 Related-Party Balances 232,797 205,793
1.01.04 Inventories 120,608 124,247
1.01.06 Recoverable Taxes 262,742 242,906
1.01.06.01 Current Recoverable Taxes 262,742 242,906
1.01.08 Other Current Assets 135,482 103,786
1.01.08.03 Other 135,482 103,786
1.01.08.03.01 Restricted Cash 53,736 37,474
1.01.08.03.20 Other Assets 81,746 66,312
1.02 Noncurrent Assets 51,861,978 49,923,101
1.02.01 Long-Term Assets 9,415,049 10,105,800
1.02.01.04 Accounts Receivable 214,526 215,234
1.02.01.04.01 Trade Receivables 214,526 215,234
1.02.01.09 Receivables from Related Parties 941,047 950,950
1.02.01.09.03 Receivables from Controlling Shareholders 941,047 950,950
1.02.01.10 Other Noncurrent Assets 8,259,476 8,939,616
1.02.01.10.04 Escrow Deposits 130,795 170,093
1.02.01.10.05 Water and Basic Sanitation National Agency – ANA 3,463 9,193
1.02.01.10.06 Contract Asset 7,889,956 8,613,968
1.02.01.10.20 Other Assets 235,262 146,362
1.02.02 Investments 203,057 157,491
1.02.02.01 Equity Interest 156,367 110,765
1.02.02.01.03 Equity Interest in Jointly-Owned Subsidiaries 124,120 104,666
1.02.02.01.04 Other Investments 32,247 6,099
1.02.02.02 Investment Properties 46,690 46,726
1.02.03 Property, Plant and Equipment 418,424 338,939
1.02.04 Intangible Assets 41,825,448 39,320,871
1.02.04.01 Intangible Assets 41,825,448 39,320,871
1.02.04.01.01 Concession Agreements 1,123,288 1,151,365
1.02.04.01.02 Program Contracts 20,906,853 19,602,451
1.02.04.01.03 Service Contracts 19,126,055 17,870,451
1.02.04.01.04 Software License of Use 532,131 595,404
1.02.04.01.05 Right of Use 137,121 75,052
1.02.04.01.06 Right of Use – Investments 0 26,148

 

 

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

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2023 12/31/2022
2 Total Liabilities 58,981,894 57,207,765
2.01 Current Liabilities 7,059,252 6,657,342
2.01.01 Social and Labor Obligations 909,606 498,504
2.01.01.01 Social Obligations 37,023 64,801
2.01.01.02 Labor Obligations 872,583 433,703
2.01.02 Suppliers 518,199 430,946
2.01.02.01 Domestic Suppliers 518,199 430,946
2.01.03 Tax Obligations 310,157 293,461
2.01.03.01 Federal Tax Obligations 304,022 282,820
2.01.03.01.01 Income Tax and Social Contribution Payable 108,272 0
2.01.03.01.02 Pis-Pasep and Cofins Payable 115,377 134,624
2.01.03.01.03 INSS (Social Security Contribution) Payable 44,393 44,515
2.01.03.01.20 Other Federal Taxes 35,980 103,681
2.01.03.03 Municipal Tax Obligations 6,135 10,641
2.01.04 Borrowings and Financing 2,652,150 2,245,960
2.01.04.01 Borrowings and Financing 1,221,385 1,389,864
2.01.04.01.01 In Local Currency 976,719 1,077,277
2.01.04.01.02 In Foreign Currency 244,666 312,587
2.01.04.02 Debentures 1,309,459 739,534
2.01.04.03 Financing through Lease 121,306 116,562
2.01.05 Other Obligations 1,654,647 2,264,433
2.01.05.01 Payables to Related Parties 1,871 1,694
2.01.05.01.03 Payables to Controlling Shareholders 1,871 1,694
2.01.05.02 Other 1,652,776 2,262,739
2.01.05.02.01 Dividends and Interest on Capital Payable 553 741,725
2.01.05.02.04 Services Payable 756,547 723,242
2.01.05.02.05 Refundable Amounts 28,481 30,885
2.01.05.02.06 Program Contract Commitments 26,379 100,188
2.01.05.02.07 Public-Private Partnership - PPP 239,831 222,413
2.01.05.02.09 Indemnities 9,201 8,556
2.01.05.02.20 Other Obligations 591,784 435,730
2.01.06 Provisions 1,014,493 924,038
2.01.06.01 Tax, Social Security, Labor, and Civil Provisions 644,973 510,807
2.01.06.01.01 Tax Provisions 37,679 34,382
2.01.06.01.02 Pension Plan and Labor Obligations 503,324 385,580
2.01.06.01.04 Civil Provisions 103,970 90,845
2.01.06.02 Other Provisions 369,520 413,231
2.01.06.02.03 Provisions for Environmental Liabilities and Decommissioning 20,537 15,289
2.01.06.02.04 Provisions for Customers 157,677 141,491
2.01.06.02.05 Provisions for Suppliers 191,306 256,451
2.02 Noncurrent Liabilities 22,328,786 23,216,890
2.02.01 Borrowings and Financing 16,350,740 16,712,711
2.02.01.01 Borrowings and Financing 9,638,484 9,167,759
2.02.01.01.01 In Local Currency 7,399,232 6,704,588
2.02.01.01.02 In Foreign Currency 2,239,252 2,463,171
2.02.01.02 Debentures 6,351,631 7,202,296

 

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

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2023 12/31/2022
2.02.01.03 Financing through Lease 360,625 342,656
2.02.02 Other Obligations 5,202,780 5,628,155
2.02.02.02 Other 5,202,780 5,628,155
2.02.02.02.04 Pension Plan Obligations 2,126,918 2,150,191
2.02.02.02.05 Program Contract Commitments 11,851 12,197
2.02.02.02.06 Public-Private Partnership - PPP 2,583,118 2,736,768
2.02.02.02.07 Indemnities 14,438 17,508
2.02.02.02.08 Labor Obligations 100,542 1,620
2.02.02.02.09 Deferred Cofins/Pasep 159,937 159,723
2.02.02.02.20 Other Obligations 205,976 550,148
2.02.03 Deferred Taxes 72,125 189,278
2.02.03.01 Deferred Income Tax and Social Contribution 72,125 189,278
2.02.03.01.01 Deferred Income Tax and Social Contribution 72,125 189,278
2.02.04 Provisions 703,141 686,746
2.02.04.01 Tax, Social Security, Labor, and Civil Provisions 199,380 291,317
2.02.04.01.01 Tax Provisions 44,660 29,113
2.02.04.01.02 Pension Plan and Labor Obligations 148,253 254,718
2.02.04.01.04 Civil Provisions 6,467 7,486
2.02.04.02 Other Provisions 503,761 395,429
2.02.04.02.03 Provisions for Environmental Liabilities and Decommissioning 453,877 391,547
2.02.04.02.04 Provisions for Customers 5,092 3,306
2.02.04.02.05 Provisions for Suppliers 44,792 576
2.03 Equity 29,593,856 27,333,533
2.03.01 Paid-Up Capital 15,000,000 15,000,000
2.03.04 Profit Reserves 12,078,963 12,155,890
2.03.04.01 Legal Reserve 1,688,428 1,688,428
2.03.04.08 Additional Dividend Proposed 0 76,927
2.03.04.10 Reserve for Investments 10,390,535 10,390,535
2.03.05 Retained Earnings/Accumulated Losses 2,337,250 0
2.03.06 Equity Valuation Adjustments 177,643 177,643

 

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Parent Company’s Financial Statements / Income Statement

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter of the YTD Previous
    07/01/2023 to 09/30/2023 Year Previous Year Year
      01/01/2023 to 09/30/2023 07/01/2022 to 09/30/2022 01/01/2022 to 09/30/2022
3.01 Revenue from Sales and/or Services 6,453,246 18,306,152 5,987,739 16,123,529
3.02 Cost of Sales and/or Services -3,944,519 -11,808,917 -3,767,593 -10,415,881
3.02.01 Cost of Sales and/or Services -2,641,363 -8,117,914 -2,447,695 -7,098,988
3.02.02 Construction Costs -1,303,156 -3,691,003 -1,319,898 -3,316,893
3.03 Gross Profit 2,508,727 6,497,235 2,220,146 5,707,648
3.04 Operating Expenses/Income -802,158 -2,327,312 -700,441 -2,139,751
3.04.01 Selling Expenses -393,738 -1,284,863 -369,876 -1,230,614
3.04.01.01 Selling Expenses -237,074 -747,968 -234,054 -664,166
3.04.01.02 Allowance for Doubtful Accounts -156,664 -536,895 -135,822 -566,448
3.04.02 General and Administrative Expenses -419,083 -1,134,613 -333,719 -928,714
3.04.04 Other Operating Income 14,281 93,241 22,115 45,985
3.04.04.01 Other Operating Income 16,610 104,218 24,362 50,704
3.04.04.02 Cofins and Pasep -2,329 -10,977 -2,247 -4,719
3.04.05 Other Operating Expenses -8.253 -22,093 -24,902 -43,856
3.04.06 Equity Pickup 4,635 21,016 5,941 17,448
3.05 Income before Financial Result and Taxes 1,706,569 4,169,923 1,519,705 3,567,897
3.06 Financial Result -428,920 -702,496 118,508 134,257
3.06.01 Financial Revenue 182,100 606,392 496,042 925,214
3.06.01.01 Financial Revenue 190,756 635,193 526,935 976,419
3.06.01.02 Exchange Variation Gains 338 909 -147 443
3.06.01.03 Cofins and Pasep -8.994 -29,710 -30,746 -51,648
3.06.02 Financial Expenses -611,020 -1,308,888 -377,534 -790,957
3.06.02.01 Financial Expenses -561,101 -1,606,501 -404,793 -1,347,537
3.06.02.02 Exchange Variation Losses -49,919 297,613 27,259 556,580
3.07 Profit before Taxes on Income 1,277,649 3,467,427 1,638,213 3,702,154
3.08 Income Tax and Social Contribution -431,354 -1,130,177 -557,153 -1,223,097
3.08.01 Current -461,143 -1,247,330 -501,204 -1,170,884
3.08.02 Deferred 29,789 117,153 -55,949 -52,213

 

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Parent Company’s Financial Statements / Income Statement

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter of the YTD Previous
    07/01/2023 to 09/30/2023 Year Previous Year Year
      01/01/2023 to 09/30/2023 07/01/2022 to 09/30/2022 01/01/2022 to 09/30/2022
3.09 Net Income from Continuing Operations 846,295 2,337,250 1,081,060 2,479,057
3,11 Profit/Loss for the Period 846,295 2,337,250 1,081,060 2,479,057
3.99 Earnings per Share - (Reais/Share)        
3.99.01 Basic Earnings per Share        
3.99.01.01 Common 1.23816 3.41948 1.58163 3.62695
3.99.02 Diluted Earnings per Share        
3.99.02.01 Common 1.23816 3.41948 1.58163 3.62695

 

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Parent Company’s Financial Statements / Statement of Comprehensive Income

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter of the YTD Previous
    07/01/2023 to 09/30/2023 Year Previous Year Year
      01/01/2023 to 09/30/2023 07/01/2022 to 09/30/2022 01/01/2022 to 09/30/2022
4.01 Net Income for the Period 846,295 2,337,250 1,081,060 2,479,057
4.03 Comprehensive Income for the Period 846,295 2,337,250 1,081,060 2,479,057

 

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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

    01/01/2023 to 09/30/2023 01/01/2022 to 09/30/2022
6.01 Net Cash from Operating Activities 2,997,075 2,569,167
6.01.01 Cash from Operations 8,001,546 6,712,386
6.01.01.01 Profit before Income Tax and Social Contribution 3,467,427 3,702,154
6.01.01.02 Provision and Inflation Adjustments on Provisions 331,157 282,463
6.01.01.04 Finance Charges from Customers -285,514 -247,355
6.01.01.05 Residual Value of Property, Plant and Equipment, Intangible Assets, and Investment Properties Written-off 7,241 23,652
6.01.01.06 Depreciation and Amortization 2,041,377 1,801,622
6.01.01.07 Interest on Borrowings and Financing Payable 960,460 776,535
6.01.01.08 Inflation Adjustment and Exchange Gains (Losses) on Borrowings and Financing -174,497 -409,109
6.01.01.09 Interest and Inflation Adjustments on Liabilities 13,976 18,484
6.01.01.10 Interest and Inflation Adjustments on Assets -88,031 -394,968
6.01.01.11 Allowance for Doubtful Accounts 536,895 566,448
6.01.01.12 Provision for Consent Decree (TAC) and Knowledge Retention Program (KRP) 571,275 -1,238
6.01.01.13 Equity Pickup -21,016 -17,448
6.01.01.14 Interest and Inflation Adjustment - PPP 366,143 366,890
6.01.01.15 Other Adjustments 17,629 11,397
6.01.01.16 Transfer to the São Paulo Municipal Government 185,838 167,655
6.01.01.17 Construction Margin on Intangible Assets Arising from Concession Agreements -84,577 -76,289
6.01.01.18 Pension Plan Obligations 155,763 141,493
6.01.02 Changes in Assets and Liabilities -2,465,084 -1,938,502
6.01.02.01 Other Assets -563,914 -483,163
6.01.02.02 Related-Party Balances and Transactions 8,325 -311,635
6.01.02.03 Inventories 3,639 -6,553
6.01.02.04 Taxes Recoverable -19,836 124,392
6.01.02.05 Other Receivables -93,738 -3,630
6.01.02.06 Escrow Deposits 48,850 17,907
6.01.02.08 Trade Payables and Contractors -409,644 -224,046
6.01.02.09 Social and Labor Obligations -30,917 101,473
6.01.02.10 Pension Plan Obligations -179,036 -169,884
6.01.02.11 Taxes and Contributions Payable -168,118 -85,843
6.01.02.12 Services Payable -152,533 -49,493
6.01.02.13 Other Obligations -684,069 -426,677
6.01.02.14 Provisions -224,307 -422,684
6.01.02.15 Deferred Cofins/Pasep 214 1,334
6.01.03 Other -2,539,387 -2,204,717
6.01.03.01 Interest Paid -1,476,871 -1,145,888
6.01.03.02 Income Tax and Social Contribution Paid -1,062,516 -1,058,829
6.02 Net Cash from Investing Activities -1,984,331 -1,723,972
6.02.01 Acquisition of Contract Assets and Intangible Assets -2,209,493 -2,507,631
6.02.02 Acquisition of Property, Plant and Equipment -88,242 -40,472
6.02.03 Investments -1,676 0
6.02.04 Restricted Cash -16,262 -9,194

 

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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

    01/01/2023 to 09/30/2023 01/01/2022 to 09/30/2022
6.02.07 Financial Investments 331,342 833,325
6.03 Net Cash from Financing Activities -1,287,341 225,634
6.03.01 Funding 1,391,821 2,690,603
6.03.02 Amortization -1,276,199 -1,369,327
6.03.03 Payment of Interest on Capital -823,671 -603,541
6.03.04 Public-Private Partnership - PPP -502,375 -476,097
6.03.05 Program Contract Commitments -76,917 -16,004
6.05 Increase (Decrease) in Cash and Cash Equivalents -274,597 1,070,829
6.05.01 Opening Balance of Cash and Cash Equivalents 1,867,485 717,929
6.05.02 Closing Balance of Cash and Cash Equivalents 1,592,888 1,788,758

 

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Parent Company’s Financial Statements / Statement of Changes in Equity - 01/01/2023 to 09/30/2023

(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 12,155,890 0 177,643 27,333,533
5.03 Restated Opening Balances 15,000,000 0 12,155,890 0 177,643 27,333,533
5.04 Capital Transactions with Partners 0 0 -76,927 0 0 -76,927
5.04.08 Additional Minimum Dividends, approved 0 0 -76,927 0 0 -76,927
5.05 Total Comprehensive Income 0 0 0 2,337,250 0 2,337,250
5.05.01 Net Income for the Period 0 0 0 2,337,250 0 2,337,250
5.07 Closing Balances 15,000,000 0 12,078,963 2,337,250 177,643 29,593,856

 

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ITR - Quarterly Information Form - 09/30/2023 - CIA SANEAMENTO BASICO EST SAO PAULO

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

(R$ thousand)

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

Retained Earnings/Accumulated

Losses

Other Comprehensive

Income

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

 

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ITR - Quarterly Information Form - 09/30/2023 - CIA SANEAMENTO BASICO EST SAO PAULO

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Parent Company’s Financial Statements / Statement of Value Added

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2023 to 09/30/2023 01/01/2022 to 09/30/2022
7.01 Revenue 18,983,816 16,639,519
7.01.01 Goods, Products, and Services Sold 15,640,913 13,762,081
7.01.02 Other Revenue 104,218 50,704
7.01.03 Revenue from Construction of Own Assets 3,775,580 3,393,182
7.01.04 Allowance for/Reversal of Doubtful Accounts -536,895 -566,448
7.02 Inputs Acquired from Third Parties -7,987,027 -7,306,373
7.02.01 Costs of Goods, Products and Services Sold -6,759,123 -6,194,022
7.02.02 Materials, Electricity, Outsourced Services, and Others -1,205,811 -1,068,495
7.02.04 Other -22,093 -43,856
7.03 Gross Value Added 10,996,789 9,333,146
7.04 Retentions -2,041,377 -1,801,622
7.04.01 Depreciation, Amortization, and Depletion -2,041,377 -1,801,622
7.05 Net Value Added Produced 8,955,412 7,531,524
7.06 Value Added Received in Transfer 657,118 994,310
7.06.01 Equity Pickup 21,016 17,448
7.06.02 Financial Revenue 636,102 976,862
7.07 Total Value Added to Distribute 9,612,530 8,525,834
7.08 Value Added Distribution 9,612,530 8,525,834
7.08.01 Personnel 2,637,113 1,958,612
7.08.01.01 Direct Compensation 1,969,093 1,406,624
7.08.01.02 Benefits 531,253 441,724
7.08.01.03 Government Severance Indemnity Fund for Employees (FGTS) 136,767 110,264
7.08.02 Taxes, Fees, and Contributions 2,812,117 2,820,420
7.08.02.01 Federal 2,631,548 2,649,229
7.08.02.02 State 129,448 123,247
7.08.02.03 Municipal 51,121 47,944
7.08.03 Value Distributed to Providers of Capital 1,826,050 1,267,745
7.08.03.01 Interest 1,808,503 1,249,743
7.08.03.02 Rentals 17,547 18,002
7.08.04 Value Distributed to Shareholders 2,337,250 2,479,057
7.08.04.03 Retained Earnings/Accumulated Losses for the Period 2,337,250 2,479,057

 

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Consolidated Financial Statements / Statement of Financial Position - Assets

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2023 12/31/2022
1 Total Assets 59,054,629 0
1.01 Current Assets 7,120,730 0
1.01.01 Cash and Cash Equivalents 1,593,701 0
1.01.02 Financial Investments 1,381,568 0
1.01.02.03 Financial Investments Valued at Amortized Cost 1,381,568 0
1.01.03 Accounts Receivable 3,626,628 0
1.01.03.01 Trade Payables 3,393,831 0
1.01.03.02 Other Receivables 232,797 0
1.01.03.02.01 Related-Party Balances 232,797 0
1.01.04 Inventories 120,608 0
1.01.06 Recoverable Taxes 262,743 0
1.01.06.01 Current Recoverable Taxes 262,743 0
1.01.08 Other Current Assets 135,482 0
1.01.08.03 Other 135,482 0
1.01.08.03.01 Restricted Cash 53,736 0
1.01.08.03.20 Other Assets 81,746 0
1.02 Noncurrent Assets 51,933,899 0
1.02.01 Long-Term Assets 9,338,970 0
1.02.01.04 Accounts Receivable 214,526 0
1.02.01.04.01 Customers 214,526 0
1.02.01.09 Receivables from Related Parties 941,047 0
1.02.01.09.03 Receivables from Controlling Shareholders 941,047 0
1.02.01.10 Other Noncurrent Assets 8,183,397 0
1.02.01.10.04 Escrow Deposits 130,795 0
1.02.01.10.05 Water and Basic Sanitation National Agency – ANA 3,463 0
1.02.01.10.06 Contract Asset 7,889,956 0
1.02.01.10.20 Other Assets 159,183 0
1.02.02 Investments 203,057 0
1.02.02.01 Equity Interest 156,367 0
1.02.02.01.04 Equity Interest in Jointly-Owned Subsidiaries 124,120 0
1.02.02.01.05 Other Investments 32,247 0
1.02.02.02 Investment Properties 46,690 0
1.02.03 Property, Plant and Equipment 418,424 0
1.02.04 Intangible Assets 41,973,448 0
1.02.04.01 Intangible Assets 41,973,448 0
1.02.04.01.01 Concession Agreements 1,271,288 0
1.02.04.01.02 Program Contracts 20,906,853 0
1.02.04.01.03 Service Contracts 19,126,055 0
1.02.04.01.04 Software License of Use 532,131 0
1.02.04.01.05 Right of Use 137,121 0

 

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Consolidated Financial Statements / Statement of Financial Position - Liabilities

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2023 12/31/2022
2 Total Liabilities 59,054,629 0
2.01 Current Liabilities 7,133,252 0
2.01.01 Social and Labor Obligations 909,606 0
2.01.01.01 Social Obligations 37,023 0
2.01.01.02 Labor Obligations 872,583 0
2.01.02 Suppliers 518,199 0
2.01.02.01 Domestic Suppliers 518,199 0
2.01.03 Tax Obligations 310,157 0
2.01.03.01 Federal Tax Obligations 304,022 0
2.01.03.01.01 Income Tax and Social Contribution Payable 108,272 0
2.01.03.01.02 Pis-Pasep and Cofins Payable 115,377 0
2.01.03.01.03 INSS (Social Security Contribution) Payable 44,393 0
2.01.03.01.20 Other Federal Taxes 35,980 0
2.01.03.03 Municipal Tax Obligations 6,135 0
2.01.04 Borrowings and Financing 2,652,150 0
2.01.04.01 Borrowings and Financing 1,221,385 0
2.01.04.01.01 In Local Currency 976,719 0
2.01.04.01.02 In Foreign Currency 244,666 0
2.01.04.02 Debentures 1,309,459 0
2.01.04.03 Financing through Lease 121,306 0
2.01.05 Other Obligations 1,728,647 0
2.01.05.01 Payables to Related Parties 1,871 0
2.01.05.01.03 Payables to Controlling Shareholders 1,871 0
2.01.05.02 Other 1,726,776 0
2.01.05.02.01 Dividends and Interest on Capital Payable 553 0
2.01.05.02.04 Services Payable 756,547 0
2.01.05.02.05 Refundable Amounts 28,481 0
2.01.05.02.06 Program Contract Commitments 26,379 0
2.01.05.02.07 Public-Private Partnership - PPP 239,831 0
2.01.05.02.09 Indemnities 9,201 0
2.01.05.02.20 Other Obligations 665,784 0
2.01.06 Provisions 1,014,493 0
2.01.06.01 Tax, Social Security, Labor, and Civil Provisions 644,973 0
2.01.06.01.01 Tax Provisions 37,679 0
2.01.06.01.02 Pension Plan and Labor Obligations 503,324 0
2.01.06.01.04 Civil Provisions 103,970 0
2.01.06.02 Other Provisions 369,520 0
2.01.06.02.03 Provisions for Environmental Liabilities and Decommissioning 20,537 0
2.01.06.02.04 Provisions for Customers 157,677 0
2.01.06.02.05 Provisions for Suppliers 191,306 0
2.02 Noncurrent Liabilities 22,327,521 0
2.02.01 Borrowings and Financing 16,350,740 0
2.02.01.01 Borrowings and Financing 9,638,484 0
2.02.01.01.01 In Local Currency 7,399,232 0
2.02.01.01.02 In Foreign Currency 2,239,252 0
2.02.01.02 Debentures 6,351,631 0

 

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Consolidated Financial Statements / Statement of Financial Position - Liabilities

(R$ thousand)

Code Description Current Quarter Previous Year
    09/30/2023 12/31/2022
2.02.01.03 Financing through Lease 360,625 0
2.02.02 Other Obligations 5,201,515 0
2.02.02.02 Other 5,201,515 0
2.02.02.02.04 Pension Plan Obligations 2,126,918 0
2.02.02.02.05 Program Contract Commitments 11,851 0
2.02.02.02.06 Public-Private Partnership - PPP 2,583,118 0
2.02.02.02.07 Indemnities 14,438 0
2.02.02.02.08 Labor Obligations 100,542 0
2.02.02.02.09 Deferred Cofins/Pasep 159,937 0
2.02.02.02.20 Other Obligations 204,711 0
2.02.03 Deferred Taxes 72,125 0
2.02.03.01 Deferred Income Tax and Social Contribution 72,125 0
2.02.03.01.01 Deferred Income Tax and Social Contribution 72,125 0
2.02.04 Provisions 703,141 0
2.02.04.01 Tax, Social Security, Labor, and Civil Provisions 199,380 0
2.02.04.01.01 Tax Provisions 44,660 0
2.02.04.01.02 Pension Plan and Labor Obligations 148,253 0
2.02.04.01.04 Civil Provisions 6,467 0
2.02.04.02 Other Provisions 503,761 0
2.02.04.02.03 Provisions for Environmental Liabilities and Decommissioning 453,877 0
2.02.04.02.04 Provisions for Customers 5,092 0
2.02.04.02.05 Provisions for Suppliers 44,792 0
2.03 Consolidated Equity 29,593,856 0
2.03.01 Paid-Up Capital 15,000,000 0
2.03.04 Profit Reserves 12,078,963 0
2.03.04.01 Legal Reserve 1,688,428 0
2.03.04.10 Reserve for Investments 10,390,535 0
2.03.05 Retained Earnings/Accumulated Losses 2,337,250 0
2.03.06 Equity Valuation Adjustments 177,643 0

 

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Consolidated Financial Statements / Income Statement

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter of the YTD Previous
    07/01/2023 to 09/30/2023 Year Previous Year Year
      01/01/2023 to 09/30/2023 07/01/2022 to 09/30/2022 01/01/2022 to 09/30/2022
3.01 Revenue from Sales and/or Services 6,453,246 18,306,152 0 0
3.02 Cost of Sales and/or Services -3,944,519 -11,808,917 0 0
3.02.01 Cost of Sales and/or Services -2,641,363 -8,117,914 0 0
3.02.02 Construction Costs -1,303,156 -3,691,003 0 0
3.03 Gross Profit 2,508,727 6,497,235 0 0
3.04 Operating Expenses/Income -800,082 -2,325,236 0 0
3.04.01 Selling Expenses -393,738 -1,284,863 0 0
3.04.01.01 Selling Expenses -237,074 -747,968 0 0
3.04.01.02 Allowance for Doubtful Accounts -156,664 -536,895 0 0
3.04.02 General and Administrative Expenses -419,083 -1,134,613 0 0
3.04.04 Other Operating Income 14,281 93,241 0 0
3.04.04.01 Other Operating Income 16,610 104,218 0 0
3.04.04.02 Cofins and Pasep -2,329 -10,977 0 0
3.04.05 Other Operating Expenses -8.253 -22,093 0 0
3.04.06 Equity Pickup 6,711 23,092 0 0
3.05 Income before Financial Result and Taxes 1,708,645 4,171,999 0 0
3.06 Financial Result -430,996 -704,572 0 0
3.06.01 Financial Revenue 180,024 604,316 0 0
3.06.01.01 Financial Revenue 188,680 633,117 0 0
3.06.01.02 Exchange Variation Gains 338 909 0 0
3.06.01.03 Cofins and Pasep -8.994 -29,710 0 0
3.06.02 Financial Expenses -611,020 -1,308,888 0 0
3.06.02.01 Financial Expenses -561,101 -1,606,501 0 0
3.06.02.02 Exchange Variation Losses -49,919 297,613 0 0
3.07 Profit before Taxes on Income 1,277,649 3,467,427 0 0
3.08 Income Tax and Social Contribution -431,354 -1,130,177 0 0
3.08.01 Current -461,143 -1,247,330 0 0
3.08.02 Deferred 29,789 117,153 0 0

 

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Consolidated Financial Statements / Income Statement

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter of the YTD Previous
    07/01/2023 to 09/30/2023 Year Previous Year Year
      01/01/2023 to 09/30/2023 07/01/2022 to 09/30/2022 01/01/2022 to 09/30/2022
3.09 Net Income from Continuing Operations 846,295 2,337,250 0 0
3,11 Consolidated Profit/Loss for the Period 846,295 2,337,250 0 0
3.99 Earnings per Share - (Reais/Share)        
3.99.01 Basic Earnings per Share        
3.99.01.01 Common 1.23816 3.41948 0 0
3.99.02 Diluted Earnings per Share        
3.99.02.01 Common 1.23816 3.41948 0 0

 

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Consolidated Financial Statements / Statement of Comprehensive Income

(R$ thousand)

Code Description Current Quarter YTD Current Same Quarter of the YTD Previous
    07/01/2023 to 09/30/2023 Year Previous Year Year
      01/01/2023 to 09/30/2023 07/01/2022 to 09/30/2022 01/01/2022 to 09/30/2022
4.01 Consolidated Net Income for the Period 846,295 2,337,250 0 0
4.03 Consolidated Comprehensive Income for the Period 846,295 2,337,250 0 0

 

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Consolidated Financial Statements / Statement of Cash Flows – Indirect Method

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2023 to 09/30/2023 01/01/2022 to 09/30/2022
6.01 Net Cash from Operating Activities 3,145,077 0
6.01.01 Cash from Operations 7,999,470 0
6.01.01.01 Profit before Income Tax and Social Contribution 3,467,427 0
6.01.01.02 Provision and Inflation Adjustments on Provisions 331,157 0
6.01.01.04 Finance Charges from Customers -285,514 0
6.01.01.05 Residual Value of Property, Plant and Equipment, Intangible Assets, and Investment Properties Written-off 7,241 0
6.01.01.06 Depreciation and Amortization 2,041,377 0
6.01.01.07 Interest on Borrowings and Financing Payable 960,460 0
6.01.01.08 Inflation Adjustment and Exchange Gains (Losses) on Borrowings and Financing -174,497 0
6.01.01.09 Interest and Inflation Adjustments on Liabilities 13,976 0
6.01.01.10 Interest and Inflation Adjustments on Assets -88,031 0
6.01.01.11 Allowance for Doubtful Accounts 536,895 0
6.01.01.12 Provision for Consent Decree (TAC) and Knowledge Retention Program (KRP) 571,275 0
6.01.01.13 Equity Pickup -23,092 0
6.01.01.14 Interest and Inflation Adjustment PPP 366,143 0
6.01.01.15 Other Adjustments 17,629 0
6.01.01.16 Transfer to the São Paulo Municipal Government 185,838 0
6.01.01.17 Construction Margin on Intangible Assets Arising from Concession Agreements -84,577 0
6.01.01.18 Pension Plan Obligations 155,763 0
6.01.02 Changes in Assets and Liabilities -2,315,006 0
6.01.02.01 Other Assets -563,914 0
6.01.02.02 Related-Party Balances and Transactions 8,325 0
6.01.02.03 Inventories 3,639 0
6.01.02.04 Taxes Recoverable -19,836 0
6.01.02.05 Other Receivables -17,660 0
6.01.02.06 Escrow Deposits 48,850 0
6.01.02.08 Trade Payables and Contractors -409,644 0
6.01.02.09 Social and Labor Obligations -30,917 0
6.01.02.10 Pension Plan Obligations -179,036 0
6.01.02.11 Taxes and Contributions Payable -168,118 0
6.01.02.12 Services Payable -152,533 0
6.01.02.13 Other Obligations -610,069 0
6.01.02.14 Provisions -224,307 0
6.01.02.15 Deferred Cofins/Pasep 214 0
6.01.03 Other -2,539,387 0
6.01.03.01 Interest Paid -1,476,871 0
6.01.03.02 Income Tax and Social Contribution Paid -1,062,516 0
6.02 Net Cash from Investing Activities -2,132,331 0
6.02.01 Acquisition of Contract Assets and Intangible Assets -2,357,493 0
6.02.02 Acquisition of Property, Plant and Equipment -88,242 0
6.02.03 Investments -1,676 0
6.02.04 Restricted Cash -16,262 0

 

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Consolidated Financial Statements / Statement of Cash Flows – Indirect Method

(R$ thousand)

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2023 to 09/30/2023 01/01/2022 to 09/30/2022
6.02.07 Financial Investments 331,342 0
6.03 Net Cash from Financing Activities -1,286,530 0
6.03.01 Funding 1,391,821 0
6.03.02 Amortization -1,276,199 0
6.03.03 Payment of Interest on Capital -823,671 0
6.03.04 Public-Private Partnership - PPP -502,375 0
6.03.05 Program Contract Commitments -76,917 0
6.03.06 Capital Increase 811 0
6.05 Increase (Decrease) in Cash and Cash Equivalents -273,784 0
6.05.01 Opening Balance of Cash and Cash Equivalents 1,867,485 0
6.05.02 Closing Balance of Cash and Cash Equivalents 1,593,701 0

 

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Consolidated Financial Statements / Statement of Changes in Equity - 01/01/2023 to 09/30/2023

(R$ thousand)

 

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

Retained Earnings/Accumulated

Losses

Other Comprehensive

Income

Equity

Non-Controlling

Interests

Equity

Consolidated

5.01 Opening Balances 15,000,000 0 12,155,890 0 177,643 27,333,533 0 27,333,533
5.03 Restated Opening Balances 15,000,000 0 12,155,890 0 177,643 27,333,533 0 27,333,533
5.04 Capital Transactions with Partners 0 0 -76,927 0 0 -76,927 0 -76,927
5.04.08 Additional Minimum Dividends, approved 0 0 -76,927 0 0 -76,927 0 -76,927
5.05 Total Comprehensive Income 0 0 0 2,337,250 0 2,337,250 0 2,337,250
5.05.01 Net Income for the Period 0 0 0 2,337,250 0 2,337,250 0 2,337,250
5.07 Closing Balances 15,000,000 0 12,078,963 2,337,250 177,643 29,593,856 0 29,593,856

 

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Consolidated Financial Statements / Statement of Value Added

(R$ thousand) 

Code Description

YTD Current

Year

YTD Previous

Year

    01/01/2023 to 09/30/2023 01/01/2022 to 09/30/2022
7.01 Revenue 18,983,816 0
7.01.01 Goods, Products, and Services Sold 15,640,913 0
7.01.02 Other Revenue 104,218 0
7.01.03 Revenue from Construction of Own Assets 3,775,580 0
7.01.04 Allowance for/Reversal of Doubtful Accounts -536,895 0
7.02 Inputs Acquired from Third Parties -7,987,027 0
7.02.01 Costs of Goods, Products and Services Sold -6,759,123 0
7.02.02 Materials, Electricity, Outsourced Services, and Others -1,205,811 0
7.02.04 Other -22,093 0
7.03 Gross Value Added 10,996,789 0
7.04 Retentions -2,041,377 0
7.04.01 Depreciation, Amortization, and Depletion -2,041,377 0
7.05 Net Value Added Produced 8,955,412 0
7.06 Value Added Received in Transfer 657,118 0
7.06.01 Equity Pickup 23,092 0
7.06.02 Financial Revenue 634,026 0
7.07 Total Value Added to Distribute 9,612,530 0
7.08 Distribution of Value Added 9,612,530 0
7.08.01 Personnel 2,637,113 0
7.08.01.01 Direct Compensation 1,969,093 0
7.08.01.02 Benefits 531,253 0
7.08.01.03 Government Severance Indemnity Fund for Employees (FGTS) 136,767 0
7.08.02 Taxes, Fees, and Contributions 2,812,117 0
7.08.02.01 Federal 2,631,548 0
7.08.02.02 State 129,448 0
7.08.02.03 Municipal 51,121 0
7.08.03 Value Distributed to Providers of Capital 1,826,050 0
7.08.03.01 Interest 1,808,503 0
7.08.03.02 Rentals 17,547 0
7.08.04 Value Distributed to Shareholders 2,337,250 0
7.08.04.03 Retained Earnings/Accumulated Losses for the Period 2,337,250 0

 

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Version : 1

Comments on the Company’s Performance

 
  

Highlights

Adjusted EBITDA totaled R$ 2,414.0 million in 3Q23, up by R$ 277.8 million (+13.0%) over the R$ 2,136.2 million reported in 3Q22. Consequently, the adjusted EBITDA margin reached 37.4% compared to 35.7% in 3Q22, and the adjusted EBITDA margin (excluding the construction revenue) reached 47.1% compared to the 46.1% reported in 3Q22.

The consolidated net income came to R$ 846.3 million in 3Q23, down by R$ 234.8 million (-21.7%).

 

Water supply and sanitation services in the Municipality of Estância Turística de Olímpia

 

On October 11, 2023, the Concession Contract for the Provision of Public Water Supply and Sanitation Services in the Municipality of Olímpia was signed after the creation of SPE SABESP Olímpia S/A. As of this date, a 60-day period has commenced during which the operation is being carried out by the Water and Sewage Department of the Municipality of Olímpia (DAEMO), assisted by the SPE. After this period, the entire operation will be carried out by the SPE, marking the beginning of the Concession period.

There were no impacts on the results for 3Q23.

 

Revenue from sanitation services

 

Increase of R$ 527.0 million (+10.5%), impacted by (i) a 9.6% tariff adjustment implemented since May 2023; (ii) a 3.5% increase in total billed volume; and (iii) a higher average tariff due to the increase in ranges with higher consumption in the residential category.

 

Impacts from the exchange variation

 

In 3Q23, there was a negative exchange variation, with a YoY impact of R$ 77.2 million, due to the appreciation of the U.S. Dollar and the Yen in 3Q23, compared to the appreciation of the U.S. Dollar and the depreciation of the Yen in 3Q22, as shown below:

 

  3Q23 3Q22
Foreign currency debt - R$ million 2,483.9 2,617.6
Foreign currency debt as a percentage of total debt 13.1% 14.0%
U.S. dollar variation in the quarter 3.9% 3.2%
Yen variation in the quarter 0.5% -3.2%

 

 

 

 

 

 

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Version : 1

Comments on the Company’s Performance

 
  
1.Result for the period
                                                                                                    R$ million
      Var.     Var.
  3Q23 3Q22 R$ % 9M23 9M22 R$ %
     Revenue from sanitation services 5,539.4 5,012.4 527.0 10.5 15,640.9 13,762.1 1,878.8 13.7
     COFINS and PASEP/TRCF taxes (418.9) (374.9) (44.0) 11.7 (1,110.3) (1,031.7) (78.6) 7.6
(=) Revenue from sanitation services, net 5,120.5 4,637.5 483.0 10.4 14,530.6 12,730.4 1,800.2 14.1
     Construction revenue 1,332.8 1,350.2 (17.4) (1.3) 3,775.6 3,393.2 382.4 11.3
(=) Net operating income 6,453.3 5,987.7 465.6 7.8 18,306.2 16,123.6 2,182.6 13.5
     Construction costs (1,303.2) (1,319.9) 16.7 (1.3) (3,691.0) (3,316.9) (374.1) 11.3
     Costs and expenses (3,454.2) (3,151.3) (302.9) 9.6 (10,537.4) (9,258.3) (1,279.1) 13.8
     Other operating income (expenses), net 6.0 (2.7) 8.7 (322.2) 71.1 2.1 69.0 3,285.7
     Equity pickup 4.6 6.0 (1.4) (23.3) 21.0 17.4 3.6 20.7
(=) Earnings before financial result, income tax, and social contribution 1,706.5 1,519.8 186.7 12.3 4,169.9 3,567.9 602.0 16.9
     Financial result (428.9) 118.5 (547.4) (461.9) (702.5) 134.3 (836.8) (623.1)
(=) Earnings before income tax and social contribution 1,277.6 1,638.3 (360.7) (22.0) 3,467.4 3,702.2 (234.8) (6.3)
     Income tax and social contribution (431.3) (557.2) 125.9 (22.6) (1,130.2) (1,223.1) 92.9 (7.6)
(=) Net income 846.3 1,081.1 (234.8) (21.7) 2,337.2 2,479.1 (141.9) (5.7)
     Earnings per share (R$)* 1.24 1.58     3.42 3.63    

* Number of shares = 683,509,869

 

Adjusted EBITDA Reconciliation (Non-accounting measures)

                                                                                                    R$ million
      Var.     Var.
  3Q23 3Q22 R$ % 9M23 9M22 R$ %
     Net income 846.3 1,081.1 (234.8) (21.7) 2,337.2 2,479.1 (141.9) (5.7)
     IDP - - - - 529.6 - 529.6 -
(=) Adjusted Net Income (excluding the IDP) 846.3 1,081.1 (234.8) (21.7) 2,866.8 2,479.1 387.7 15.6
     Income tax and social contribution 431.3 557.2 (125.9) (22.6) 1,130.2 1,223.1 (92.9) (7.6)
     Financial result 428.9 (118.5) 547.4 (461.9) 702.5 (134.3) 836.8 (623.1)
     Other operating income (expenses), net (6.0) 2.7 (8.7) (322.2) (71.1) (2.1) (69.0) 3,285.7
     Depreciation and amortization 713.5 613.7 99.8 16.3 2,041.4 1,801.6 239.8 13.3
(=) Adjusted EBITDA (excluding the IDP)** 2,414.0 2,136.2 277.8 13.0 6,669.8 5,367.4 1,302.4 24.3
     (%) Adjusted EBITDA margin (excluding the IDP) 37.4 35.7     36.4 33.3    
     (%) Adjusted EBITDA margin (excluding the IDP) on Net Revenue, excluding Construction 47.1 46.1     45.9 42.2    

 

* Incentivized Dismissal Program

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

 

 

The net operating income, which includes construction revenue, totaled R$ 6,453.3 million in 3Q23, an increase of 7.8% over 3Q22.

Excluding construction costs, costs and expenses totaled R$ 3,454.2 million, an increase of R$ 302.9 million (+9.6%).

The adjusted EBITDA was R$ 2,414.0 million in 3Q23 compared to the R$ 2,136.2 reported in 3Q22
(R$ 7,860.4 million in the last 12 months).

The Adjusted EBITDA margin was 37.4% in 3Q23 compared to the 35.7% reported in 3Q22 (32.4% in the last 12 months).

Excluding the effects of revenue and construction costs, the adjusted EBITDA margin reached 46.6% in 3Q23, compared to 45.4% in 3Q22 (40.8% in the last 12 months).

The Company recorded a net income of R$ 846.3 million in 3Q23, compared to R$ 1,081.1 million in 3Q22.

 

 

 

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2.Revenue from sanitation services

 

The gross operating revenue from sanitation services, which excludes construction revenue, totaled R$ 5,539.4 million in 3Q23, an increase of R$ 527.0 million (+10.5%) over the R$ 5,012.4 million recorded in 3Q22.

The main factors that led to the increase were:

·Tariff adjustment of 9.6% since May 2023; and
·Increase of 3.5% in the total billed volume.

 

Revenue from sanitation services grew by R$ 1,878.8 million (+13.7%) in 9M23, moving up from R$ 13,762.1 million in 2022 to R$ 15,640.9 million in 9M23, mainly due to:

·Tariff adjustment of 12.8% since May 2022;
·Tariff adjustment of 9.6% since May 2023; and
·An increase of 2.4% in the total billed volume.

 

3.Construction revenue

 

Construction revenue fell by R$ 17.4 million (-1.3%), due to lower investments made.

 

Construction revenue grew by R$ 382.4 million in 9M23 (+11.3%), as a result of higher investments made in the period.

 

 

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4.Billed volume

 

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

 

WATER AND SEWAGE BILLED VOLUME(1) PER CUSTOMER CATEGORY – million m3
  Water Sewage Water + Sewage  
Category 3Q23 3Q22 Var. % 3Q23 3Q22 Var. % 3Q23 3Q22 Var. %  
Residential 477.6 462.3 3.3 420.0 405.5 3.6 897.6 867.8 3.4  
Commercial 47.1 45.5 3.5 45.4 44.2 2.7 92.5 89.7 3.1  
Industrial 9.0 8.8 2.3 9.7 9.6 1.0 18.7 18.4 1.6  
Public 12.3 11.1 10.8 11.1 10.1 9.9 23.4 21.2 10.4  
Total Retail 546.0 527.7 3.5 486.2 469.4 3.6 1,032.2 997.1 3.5  
Wholesale (2) 11.2 11.8 (5.1) 5.5 4.9 12.2 16.7 16.7 -  
Overall Total 557.2 539.5 3.3 491.7 474.3 3.7 1,048.9 1,013.8 3.5  
  Water Sewage Water + Sewage  
Category 9M23 9M22 Var. % 9M23 9M22 Var. % 9M23 9M22 Var. %  
Residential 1,426.2 1,397.6 2.0 1,251.1 1,218.8 2.7 2,677.3 2,616.4 2.3  
Commercial 141.2 136.5 3.4 134.6 131.8 2.1 275.8 268.3 2.8  
Industrial 26.4 25.8 2.3 28.7 28.4 1.1 55.1 54.2 1.7  
Public 34.6 32.4 6.8 31.1 28.8 8.0 65.7 61.2 7.4  
Total Retail 1,628.4 1,592.3 2.3 1,445.5 1,407.8 2.7 3,073.9 3,000.1 2.5  
Wholesale (2) 34.9 36.0 (3.1) 16.2 14.9 8.7 51.1 50.9 0.4  
Overall Total 1,663.3 1,628.3 2.1 1,461.7 1,422.7 2.7 3,125.0 3,051.0 2.4  

 

 

1 Unaudited by external auditors

2 Wholesale includes volumes of reuse water and non-domestic sewage

 

 

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5.Costs, administrative & selling expenses

 

Costs, administrative and selling expenses increased by R$ 302.9 million in 3Q23 (+9.6%).

Costs, administrative and selling expenses as a percentage of net revenue (excluding construction revenue) were 67.5% in 3Q23 compared to 68.0% in 3Q22.

                                                                                                                R$ million
      Var.     Var.
  3Q23 3Q22 R$ % 9M23 9M22 R$ %
Salaries, payroll charges and benefits, and Pension plan obligations 800.9 764.7 36.2 4.7 2,892.5 2,208.7 683.8 31.0
General supplies 96.6 107.8 (11.2) (10.4) 274.4 289.2 (14.8) (5.1)
Treatment supplies 113.2 149.9 (36.7) (24.5) 416.7 439.7 (23.0) (5.2)
Services 724.5 635.3 89.2 14.0 1,992.6 1,746.8 245.8 14.1
Electricity 368.0 359.3 8.7 2.4 1,150.5 1,147.4 3.1 0.3
General expenses 458.1 361.5 96.6 26.7 1,168.5 997.3 171.2 17.2
         Share of the municipal government in the collection 221.2 193.0 28.2 14.6 614.6 528.3 86.3 16.3
         Other general expenses 236.9 168.5 68.4 40.6 553.9 469.0 84.9 18.1
Tax expenses 22.8 23.3 (0.5) (2.1) 63.9 61.2 2.7 4.4
Depreciation and amortization 713.5 613.7 99.8 16.3 2,041.4 1,801.6 239.8 13.3
Allowance for doubtful accounts 156.6 135.8 20.8 15.3 536.9 566.4 (29.5) (5.2)
Costs, administrative & selling expenses 3,454.2 3,151.3 302.9 9.6 10,537.4 9,258.3 1,279.1 13.8
% of net revenue (excluding construction revenue) 67.5 68.0     72.5 72.7    
% of net revenue (excluding construction revenue and the IDP) 67.5 68.0     68.9 72.7    

 

Salaries, payroll charges and benefits, and Pension plan obligations

 

The R$ 36.2 million increase (+4.7%) recorded in 3Q23 was mainly due to:

·The salary adjustment of 4.9% (R$ 15.0 million) in May 2023 and the application of 1% referring to the Career and Salary Plan in February 2023, partially offset by the 3.7% decline in the average number of employees; and
·R$ 15.1 million in health care expenses, due to higher use of services and increased average hospital costs.

 

The R$ 683.9 million increase (+31.0%) in 9M23, was mainly due to:

·An increase of R$ 529.6 million, due to the provision created for employees who joined the IDP;
·R$ 31.5 million in health care expenses; and
·R$ 88.6 million due to the 12.9% and 4.9% salary adjustments in May 2022 and May 2023, respectively, and the application of 1% referring to the Career and Salary Plan in February 2023, partially offset by the 2.3% decline in the average number of employees.

 

General supplies

 

Decrease of R$ 11.2 million (-10.4%), spread across various items, the most significant of which was the R$ 3.0 million decrease with fuels and lubricants.

 

 

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Treatment supplies

 

Decrease of R$ 36.7 million (-24.5%), due to (i) the decrease in some product prices, some of which were impacted by the international market, such as aluminum polychloride; and (ii) the lower use of algaecides, coagulants, and disinfectants in several water treatment stations to maintain the quality of raw water.

 

Decrease of R$ 23.0 million (-5.2%) in 9M23, mainly impacted by the volatility in the international prices and the product utilization mix aligned with the strategy of achieving the best cost/benefit. Furthermore, due to the greater availability of water, it was possible to use more water from reservoirs that have lower treatment costs.

 

Services

 

Service expenses totaled R$ 724.5 million, an increase of R$ 89.2 million (+14.0%) over the R$ 635.3 million recorded in 3Q22. The main increases were:

·R$ 37.1 million with paving and replacing of sidewalks;
·R$ 26.7 million with technical services;
·R$ 11.1 million with credit recovery;
·R$ 8.2 million with surveillance; and
·R$ 7.3 million for the maintenance of water and sewage networks, connections, and systems.

 

Expenses increased by R$ 245.8 million (+14.1%) in 9M23, moving up from R$ 1,746.8 million in 2022 to R$ 1,992.6 million in 2023, due to:

·R$ 96.7 million paid to technical services, mainly IT consulting, maintenance, and support;
·R$ 51.6 million for the maintenance of water and sewage networks, connections, and systems;
·R$ 47.5 million with paving and replacing of sidewalks;
·R$ 18.5 million with meter reading and bill delivery;
·R$ 11.1 million with credit recovery;
·R$ 9.1 million with advertising; and
·R$ 8.6 million with surveillance.

 

Electricity

 

Electricity expenses totaled R$ 368.0 million in 3Q23, an increase of R$ 8.7 million (+2.4%) over the R$ 359.3 million recorded in 3Q22. Of the total, the Free Market Tariffs (ACL) accounted for 64.6% of total expenses in 3Q23 (65.4% in 3Q22) while the Regulated Market Tariffs (ACR) accounted for 35.4% (34.6% in 3Q22).

The main factors that contributed to this variation were:

·An average increase of 5.9% in ACL prices (including Grid Market Tariffs - TUSD), with an 11.3% decrease in consumption; and
·An average increase of 10.7% in ACR tariffs, with a decrease of 8.1% in consumption.

The volatility in average costs observed in 9M23, the variation in this line came to R$ 3.1 million (0.3%).

 

General expenses

 

Increase of R$ 96.6 million (+26.7%), totaling R$ 458.1 million in 3Q23, compared to the R$ 361.5 million reported in 3Q22, mainly due to:

·Increase of R$ 64.9 million in expenses with lawsuits in 3Q23; and
·Higher provision for transfer to the Municipal Funds for Environmental Sanitation and Infrastructure, of R$ 28.1 million.

 

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Expenses with municipal transfers totaled R$ 221.1 million in 3Q23, compared to the R$ 193.0 million reported in 3Q22.

Expenses with the use of water totaled R$ 27.6 million in 3Q23, compared to the R$ 26.8 million reported in 3Q22.

 

General expenses increased by R$ 171.2 million (+17.2%) in 9M23, mainly due to:

·Increase in the provision for transfer to the Municipal Funds for Environmental Sanitation and Infrastructure, of R$ 86.3 million; and
·Increase of R$ 79.5 million in expenses with lawsuits.

 

Depreciation and amortization

 

Increase of R$ 99.8 million (+16.3%) (R$ 239.8 million (+13.3%) in 9M23), due to the beginning of operations of intangible assets, totaling R$ 6.4 billion.

 

Allowance for doubtful accounts

 

Increase of R$ 20.8 million (+15.3%), moving up from R$ 135.8 million in 3Q22 to R$ 156.6 million in 3Q23, due to the higher delinquency in 3Q23. Reduction of R$ 60.8 million (-28.0%) year-over-year in 3Q23, primarily due to the impact of the fair held in August and September 2023.

 

 

 

 

 

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6.Financial result
        R$ million
      Var.
  3Q23 3Q22 R$ %
Financial expenses, net of revenue (330.8) (229.7) (101.1) 44.0
Monetary and exchange variations, net (98.1) 348.2 (446.3) (128.2)
Financial Result (428.9) 118.5 (547.4) (461.9)

 

 

Financial expenses, net of revenue

        R$ million
      Var.
  3Q23 3Q22 R$ %
Financial expenses        
   Interest and charges on domestic borrowings and financing (297.3) (271.3) (26.0) 9.6
   Interest and charges on international borrowings and financing (22.4) (14.6) (7.8) 53.4
   Other financial expenses (158.1) (89.9) (68.2) 75.9
Total financial expenses (477.8) (375.8) (102.0) 27.1
Financial revenue 147.0 146.1 0.9 0.6
Financial expenses, net of revenue (330.8) (229.7) (101.1) 44.0

 

 

The main impacts resulted from:

 

·An increase of R$ 26.0 million in interest and charges on domestic borrowings and financing, mainly due to funding from IDB Invest 2022 and IDB Invest 2023 (in July 2022 and May 2023, respectively), with an impact of R$ 21.4 million;
·An increase of R$ 7.8 million in interest and charges on international borrowings and financing, mainly due to an increase in the interest rate of some contracts with IDB and IBRD, due to the variation of the average SOFR rate (from 2.14% in 3Q22 to 5.27% in 3Q23); and
·Increase of R$ 68.2 million in other financial expenses, due to (i) the R$ 42.0 million increase in interest charged on performance agreements, as a result of the higher number of agreements that entered the payment phase; and (ii) increased provisioning of interest charged on lawsuit, of R$ 26.3 million.

 

Monetary and exchange variations, net

        R$ million
      Var.
  3Q23 3Q22 R$ %
Monetary and exchange variations on liabilities        
   Monetary variations on borrowings and financing (14.6) 14.7 (29.3) (199.3)
   Exchange variations on borrowings and financing (49.9) 27.3 (77.2) (282.8)
   Other monetary variations (68.7) (43.8) (24.9) 56.8
Total monetary and exchange variations on liabilities (133.2) (1.8) (131.4) 7,300.0
Monetary and exchange variations on assets 35.1 350.0 (314.9) (90.0)
Monetary and exchange variations, net (98.1) 348.2 (446.3) (128.2)

 

The negative effect of net monetary and exchange variations in 3Q23 was R$ 446.3 million, especially due to:

 

·R$ 29.3 million increase in monetary variations on borrowings and financing, due to the increase in the IPCA consumer price index (from -1.32% in 3Q22 to 0.61% in 3Q23);
·An exchange variation loss of R$ 77.2 million on borrowings and financing, the appreciation of the U.S. Dollar and the Yen in 3Q23 (3.9% and 0.5%, respectively), compared to the appreciation of the U.S. Dollar and the depreciation of the Yen in 3Q22 (3.2% and -3.2%, respectively);

 

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·Increase of R$ 24.9 million in other monetary variations, mainly on lawsuits, of R$ 20.9 million; and
·Impact of R$ 314.9 million in monetary and exchange variations on assets, due to the recognition of R$ 324.5 million referring to the non-recurring monetary adjustment on the GESP 2015 agreement in 3Q22, resulting from the judicial order prohibiting the transfer of the reservoirs of the Alto Tietê Production System.

 

7.Income tax and social contribution

 

The R$ 125.9 million decrease in 3Q23 was mainly due to:

 

·R$ 302.9 million increase in costs and expenses; and
·Negative variation of R$ 547.4 million in the financial result.

The aforementioned factors were mitigated mainly by the R$ 465.6 million increase in net operating income.

 

8.Indicators

 

a)Operational

 

Information* 3Q23 3Q22 %
Water connections1 9,402 9,325 0.8
Sewage connections1 8,090 7,990 1.3
Population directly served - water2 28.1 27.9 0.7
Population directly served - sewage2 24.9 24.7 0.8
Number of employees 11,606 12,372 (6.2)
Volume of water produced in the quarter 3 746 709 5.2
Volume of water produced no 9M23 3 2,213 2,134 3.7
IPM - Measured Water Loss (%) 3 29.5 28.6 3.1
IPDt (liters/connection x day) 3 257 248 3.6

 

1. Active connections in thousand units at the end of the period.

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

3. Millions of m3. Excludes volumes produced in the municipalities of Aguaí, Mauá, and Tapiratiba in 3Q22.

* Unaudited by external auditors

 

 

b)Economic

 

Economic variables at the close of the quarter * 3Q23 3Q22
Amplified Consumer Price Index (1) 0.61 -1.32
National Consumer Price Index (1) 0.22 -1.23
Consumer Price Index (1) -0.05 0.40
DI (2) 13.28 13.47
U.S. dollar (3) 5.0076 5.4066
Yen (3) 0.03351 0.03737

 

1. Accrued in the quarter (%)

2. Average quarterly rate (%)

.3. Ptax sale rate on the last day

* Unaudited by external auditors

 

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9.Borrowings and financing
                  R$ thousand
DEBT PROFILE                    
  2023   2024 2025 2026 2027 2028 2029 onwards TOTAL % of total
Local currency                    
Debentures 342,735   1,205,249 1,334,931 1,213,264 1,360,087 656,199 1,548,625 7,661,090 40
Brazilian Federal Savings Bank 25,810   107,238 113,931 121,043 128,588 136,471 989,491 1,622,572 9
BNDES 58,759   235,928 215,485 205,555 192,861 72,977 223,213 1,204,778 6
IDBs - National 14,100   249,099 260,899 330,209 315,069 420,959 2,356,865 3,947,200 21
IFC 7,600   22,800 39,200 51,800 70,800 103,600 934,658 1,230,458 6
Leases (Concession Agreements, Program Contracts, and Contract Asset) (1) -   49,299 51,852 30,229 34,632 38,007 119,669 323,688 2
Leases (others) (2) 26,637   59,141 50,856 20,889 720 - - 158,243 1
Other 2,711   3,000 2,765 142 - - - 8,618 0
Interest and other charges 254,428   107,897 0 - - - - 362,325 2
Total in local currency 732,780   2,039,651 2,069,919 1,973,131 2,102,757 1,428,213 6,172,521 16,518,972 87
                     
Foreign currency                    
IDB -   51,469 66,405 29,873 29,873 29,873 440,818 648,311 3
IBRD -   30,445 30,445 30,445 30,445 30,445 285,533 437,758 2
JICA 4,837   143,785 143,785 143,785 143,785 143,785 655,119 1,378,881 8
Interest and other charges 16,032   2,936 - - - - - 18,968 0
Total in foreign currency 20,869   228,635 240,635 204,103 204,103 204,103 1,381,470 2,483,918 13
                     
OVERALL TOTAL 753,649   2,268,286 2,310,554 2,177,234 2,306,860 1,632,316 7,553,991 19,002,890 100

1 Refers to work contracts signed as Assets Lease;

2 Obligations related to leasing agreements, mainly vehicle leases.

 

Covenants

 

The table below shows the most restrictive clauses in 3Q23:

  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 Debts” correspond to the sum of pension plan obligations and healthcare plan, installment payment of tax debts, and installment payment of debts with the electricity supplier.

 

In 3Q23, the Company met the requirements of its borrowings and financing agreements.

 

 

 

 

 

 

 

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10.Investments

 

Investments totaled R$ 1,404.4 million in 3Q23, presented as additions in the notes to the quarterly information under Contract Asset, Intangible Assets, and Property, Plant and Equipment, of R$ 1,251.1 million, R$ 105.3 million, and R$ 48.0 million, respectively. Disbursements in 2Q23 referring to investments, including from previous periods, totaled R$ 751.8 million.

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

R$ million
  Water Sewage Total
Investments made 610.1 794.3 1,404.4

 

In 3Q23, the main investments were in loss reduction works, sewage expansion, and sewage expansion of the New Pinheiros River.

 

11.Public-Private Partnership - PPP

 

The chart below shows expenses with Public-Private Partnerships in 3Q23, compared to the figures reported in 3Q22:

      R$ thousand
  3Q23 3Q22 Var. %
         
SÃO LOURENÇO PRODUCTION SYSTEM        
General supplies 4,855.5 4,617.8 237.7 5.1
Services 10,245.3 9,743.8 501.5 5.1
General expenses 1,341.7 1,276.0 65.7 5.1
Amortization 42,474.5 42,474.5 - -
Financial expenses 81,204.8 81,019.3 185.5 0.2
Total 140,121.8 139,131.4 990.4 0.7
ALTO TIETÊ PRODUCTION SYSTEM        
General supplies - - - -
Services 18,539.6 18,639.5 (99.9) (0.5)
General expenses - - - -
Amortization 4,078.3 4,333.5 (255.2) (5.9)
Financial expenses 4,529.4 6,517.5 (1,988.1) (30.5)
Total 27,147.3 29,490.5 (2,343.2) (7.9)
         
Total expenses with PPPs 167,269.1 168,621.9 (1,352.8) (0.8)

 

 

 

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Notes to the Quarterly Information

 
  
1Operations

 

Companhia de Saneamento Básico do Estado de São Paulo (SABESP or Company) is a mixed-capital company headquartered in the municipality of 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 September 30, 2023, the Company operated water and sewage services in 375 municipalities of the São Paulo State, 351 of which have already signed contracts, according to Law 11,445/2007. Most of these municipalities’ operations are based on 30-year concession, program, and service contracts, except for the municipalities of Guarulhos, Mauá, Santo André, São Bernardo do Campo, São João da Boa Vista, and Tejupá, which have a 40-year term.

 

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

 

 

September 30,

2023

December 31,

2022

September 30,

2022

       
Total municipalities that have already signed contracts 351 351 351
   Balance – intangible and contract assets 47,247,836 45,292,307 44,260,083
   Percentage of intangible and contract assets 95.04% 94.49% 94.43%
Revenue from sanitation services (excluding construction revenue) 14,916,218 17,767,561 13,128,723
Percentage of revenue from sanitation services (excluding construction revenue) 95.37% 95.37% 95.40%
       
Municipalities with expired contracts: 1 1 1
   Balance – intangible and contract assets 11,350 11,519 11,592
   Percentage of intangible and contract assets 0.02% 0.02% 0.02%
Revenue from sanitation services (excluding construction revenue) 12,548 15,236 10,981
Percentage of revenue from sanitation services (excluding construction revenue) 0.08% 0.08% 0.08%
       
Municipalities with concession agreements due by 2030: 23 23 23
   Balance – intangible and contract assets 1,051,713 1,072,138 1,040,458
   Percentage of intangible and contract assets 2.12% 2.24% 2.22%
Revenue from sanitation services (excluding construction revenue) 602,143 711,452 523,277
Percentage of revenue from sanitation services (excluding construction revenue) 3.85% 3.82% 3.80%
Municipality of São Paulo:      
Percentage of intangible and contract assets 42.95% 43.33% 43.02%
Percentage of revenue from sanitation services (excluding construction revenue) 45.16% 45.14% 45.36%

 

 

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Notes to the Quarterly Information

 
  

 

 

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.

 

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, Paulista Geradora de Energia, Cantareira SP Energia, FOXX URE-BA Ambiental, and Infranext Soluções em Pavimentação. 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.

 

• Municipality of Estância Turística de Olímpia

 

In July 2023, the Municipal Government of Olímpia – SP (“Olímpia”) approved the bidding process referring to Tender 02/2023, whose subject was the granting of a concession for providing public water supply and sewage services for 30 years, and awarded the contract to SABESP, with a fixed concession fee of R$ 148 million.

 

The municipality of Olímpia is located 430 km from the capital city of São Paulo, has an estimated population of 56 thousand inhabitants, and universalized water and sewage coverage. The municipality will require operational, commercial, efficiency, and water loss reduction efforts from the Company.

 

As established by the Bid Notice (Bid Notice), the winning bidder should create, before the signing of the agreement, a special purpose entity (SPE) to execute the terms of the Concession Agreement. The contract value estimated in the Bid Notice is R$ 1,182,495 (base date of August 2022), corresponding to the Granting Authority’s estimate of the cumulative concession revenues, while estimated investments amount to R$ 81,112 (base date of August 2022) for the entire duration of the concession.

 

The Notice also defines that the subscribed share capital of the Concessionaire, at the time of its creation, must be, at least, R$ 8,111. Therefore, on August 11, 2023, SABESP Olímpia S/A was created with the corporate objective of providing public water supply and sewage services in the Municipality of Olímpia. The subscribed share capital of the SPE was partially paid-up by SABESP, totaling R$ 811 or 811,121 common shares, totaling 10% of the share capital. The remaining 7,300,087 subscribed common shares, totaling R$ 7,300, will be paid up within 60 months from the Commencement Order, which is issued by the Granting Authority that authorizes the start of the Concessionaire’s provision of services, under the provisions of the Notice and Agreement.

 

The Concession Agreement for the provision of public water supply and sewage services in the Municipality of Olímpia was executed on October 11, 2023. Since the signing of the agreement, the transaction has been carried out by DAEMO (Departamento de Água e Esgoto do Município de Olímpia) and assisted by the SPE for 60 days. After this period, the entire operation will be carried out by the SPE and the Concession term will begin.

 

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Of the total, the amount corresponding to the fixed concession totaling R$ 148 million, 50% has already been paid by SABESP on August 30, 2023, i.e., R$ 74 million as a condition for the contract signing, and 50%, duly authorized by IPCA, will be paid by SABESP Olímpia S/A by 365 days after the payment of the first installment.

 

A monthly variable concession fee will be paid by the 10th day of the subsequent month, corresponding to 1% of the net tariff revenue.

 

To ensure faithful compliance with the obligations to be assumed by the Concessionaire, upon the signing of the agreement, proof of guarantee of the contractual obligations must be presented to the granting authority, in an amount corresponding to 5% of the estimated investment value.

 

Given that SABESP owns 100% of the SPE and meets control requirements, the Company consolidated SABESP Olímpia S/A in the quarterly information as of September 30, 2023, following the Accounting Policy described in Note 3.1.

 

·Privatization and Proposal of New Concession Agreements

On September 18, 2023, the Board of the State Privatization Program (CDPED) resolved to recommend that:

 

(i)   the Investment Partnerships Secretariat and the Environment, Infrastructure, and Logistics Secretariat take the necessary steps to submit the draft of the Company’s privatization law to the Governor’s office; and

 

(ii)   SABESP, under article 5, II combined with article 7, paragraph 2 and paragraph 4 of Law 9,361/96, starts the procedure for the selection and hiring of coordinating banks and other services required for the future public offering.

 

As of September 30, 2023, as provided for in paragraph 2 of article 14 of Federal Law 14,026/2020 (“New Legal Sanitation Framework”), the State of São Paulo send Official Letters to the municipalities operated by the Company with proposals to change the conditions of the concession agreements in effect (“Communication”).

 

The Communication highlights general aspects of the proposal for a new concession agreement (“New Agreement”) aiming at replacing the existing agreements, under article 14 of the New Legal Sanitation Framework, indicating that the following guidelines will be observed under the New Agreement to be executed with these municipalities:

 

(a) the anticipation of achieving the universalization goals established in the New Sanitation Framework for 2029, subject to any shorter deadlines contractually outlined;

(b) the extension of the concession agreement for 2060;

(c) the obligation of SABESP to serve the population residing in consolidated informal urban settlements and rural areas, covering the entire municipal territory; and

(d) the detailing of investments to be made in each municipality.

 

 

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

 

Approvals

 

The quarterly information was approved by the Board of Directors on November 9, 2023.

 

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2Basis of preparation and presentation of the quarterly information

 

Presentation of the Quarterly Information

 

The quarterly information as of September 30, 2023, was prepared based on the provisions of CPC 21 (R1) – Interim Financial Information and the international standard IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), applicable to the preparation of the Quarterly Information Form – ITR, and is fairly presented consistent with the rules issued by the Brazilian Securities and Exchange Commission (CVM). Accordingly, this Quarterly Information takes into consideration the Official Letter CVM/SNC/SEP 003 of April 28, 2011, which allows the entities to present selected notes to the financial statements in cases of redundant information already disclosed in the Annual Financial Statements. Therefore, the quarterly information as of September 30, 2023, does not include all the notes and reporting required by the standards for the annual financial statements, and accordingly, shall be read jointly with the Annual Financial Statements as of December 31, 2022, prepared under the International Financial Reporting Standards – IFRS, issued by the International Accounting Standards Board – IASB, and the accounting practices adopted in Brazil, which observe the pronouncements issued by the Brazilian Accounting Pronouncements Committee - CPC. Therefore, in this quarterly information, the notes below were either not presented or are not as detailed as and/or have the same references as those in the annual financial statements (according to numerical references):

 

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.

 

 

3Summary of significant accounting policies

 

The significant accounting policies used in the preparation of the quarterly information as of September 30, 2023, are consistent with those used to prepare the Annual Financial Statements for the year ended December 31, 2022, disclosed in Note 3 of such financial statements, except for item 3.1 below.

 

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3.1 Consolidation

 

The Company controls an entity when (i) it has power over the investee; (ii) it is exposed to, or has rights to, variable returns from its involvement with the investee; and (iii) it has the ability to use its power to affect its returns.

 

When the Company does not hold the majority of voting rights in an investee, it will have power over the investee when the voting rights are sufficient to give it the practical ability to unilaterally conduct the relevant activities of the investee. When assessing whether SABESP's voting rights in an investee are sufficient to give it power, the Company considers all relevant facts and circumstances, including (i) the Company's proportionate interest in voting rights regarding the interests of other voting right holders; (ii) potential voting rights held by the Company, other voting right holders, or other parties; (iii) rights arising from other contractual agreements; and (iv) any additional facts and circumstances that indicate whether the Company has the ability to conduct the relevant activities of the investee.

 

The financial statements of the subsidiary are included in the consolidated financial statements from the date the Company obtains control until the date when such control ceases to exist. Revenues and expenses of a subsidiary acquired or disposed of during the fiscal year are included in the results from the date the Company obtains control until the date when the Company ceases to control the subsidiary.

 

The subsidiary's financial statements have been prepared for the same reporting date of the parent company.

 

All intragroup balances, revenues, expenses, and unrealized gains and losses from intragroup transactions have been eliminated. Other comprehensive results of the parent company, where applicable, will be directly recorded in the Company’s equity, under “other comprehensive results”.

 

As of September 30, 2023, SABESP held 100% of direct interest in Sabesp Olímpia S/A.

 

 

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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 utilized derivative instruments in any of the reported periods.

 

(a)Market risk

 

Foreign currency risk

 

Foreign 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 U.S. dollars 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.

 

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Part of the financial debt, totaling R$ 2,521,939 as of September 30, 2023 (R$ 2,809,441 as of December 31, 2022), is indexed to the U.S. dollar and Yen. The exposure to exchange risk is as follows:

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

 

Foreign currency

(in thousands)

R$

Foreign currency

(in thousands)

R$

         
Borrowings and financing – US$ 223,979 1,121,597 191,022 996,695
Borrowings and financing – Yen 41,222,733 1,381,374 45,369,189 1,795,259
Interest and charges from borrowings and financing – US$   16,048   6,985
Interest and charges from borrowings and financing – Yen  

2,920

 

10,502

Total exposure   2,521,939   2,809,441
Borrowing cost – US$   (35,529)   (31,037)
Borrowing cost – Yen  

(2,492)

 

(2,646)

Total foreign currency-denominated borrowings (Note 16)  

2,483,918

 

2,775,758

 

The 10.5% decrease in the balance of the foreign currency-denominated debt as of September 30, 2023 compared to December 31, 2022 was mainly impacted by the depreciations of the US dollar and the Yen against the Brazilian real. The table below shows the prices and exchange variations in the period:

 

 

September 30, 2023

December 31, 2022

Var.

US$ R$ 5.0076 R$ 5.2177 -4.0%
Yen R$ 0.03351 R$ 0.03957 -15.3%

 

Borrowings and financing fell by R$ 297,518 from January to September 2023 (a decrease of R$ 554,575 from January to September 2022), due to exchange rate changes. See Note 16 (ii). As of September 30, 2023, if the Brazilian real had depreciated or appreciated by 10 percentage points, in addition to the impacts already mentioned above, against the US dollar and Yen with all other variables held constant, the effects on results before taxes on the nine-month period ended September 30, 2023 would have been R$ 252,194 (R$ 264,847 for the nine-month period ended September 30, 2022), lower or higher.

 

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

 

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

 

 

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Parent Company and Consolidated

 

Probable scenario

  (*)
Net currency exposure as of September 30, 2023 in US$ - Liabilities 223,979
   
US$ rate as of September 30, 2023 5.0076
Exchange rate estimated according to the scenario

5.0400

Difference between the rates (0.0324)
   
Effect on the net financial result R$ - (loss) (7,257)
   
Net currency exposure as of September 30, 2023 in Yen - Liabilities 41,222,733
   
Yen rate as of September 30, 2023 0.03351
Exchange rate estimated according to the scenario

0.03531

Difference between the rates (0.00180)
   
Effect on the net financial result R$ - (loss)

(74,201)

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

(81,458)

   
(*) For the probable scenario in U.S. dollars and Yen, the exchange rates estimated for September 30, 2024 were used, according to the BACEN-Focus report and B3’s Benchmark Rate report, of September 30, 2023, respectively.

 

Interest rate risk

 

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

 

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

 

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The table below provides the borrowings and financing subject to different monetary restatement indices:

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

CDI (i) 9,787,811 9,251,150
TR (ii) 1,702,160 1,635,587
IPCA (iii) 3,039,157 3,073,435
TJLP (iv) 1,240,330 1,433,029
SOFR (v) 1,121,600 996,697
Interest and charges

378,369

424,856

Total

17,269,427

16,814,754

 

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

(ii)        TR – Interest Benchmark Rate

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

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

(v)        SOFR - Secured Overnight Financing Rate

 

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

 

As of September 30, 2023, if interest rates on borrowings and financing had been 1 percentage point higher or lower with all other variables held constant, the effects on profit before taxes for the nine-month period ended September 30, 2023 would have been R$ 172,694 (R$ 167,090 for the nine-month period ended September 30, 2022), lower or higher, mainly as a result of lower or higher interest expense on floating rate borrowings and financing.

 

(b)Credit risk

 

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

 

The maximum exposure to credit risk as of September 30, 2023, 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 Quarterly Information

 
  

 

 

Banks

Fitch

Moody's

Standard Poor's

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

 

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

 

 

Parent Company

 

September 30, 2023

December 31, 2022

Cash and cash equivalents and financial investments    
AA(bra) - 2,237,629
AAA(bra) 2,646,612 1,011,685
Others (*)

327,844

296,044

 

2,974,456

3,545,358

 

 

 

Consolidated

 

September 30, 2023

Cash and cash equivalents and financial investments  
AAA(bra) 2,647,425
Others (*)

327,844

 

2,975,269

 

(*) As of September 30, 2023, this category includes R$ 314,469 (R$ 289,908 as of December 31, 2022) referring to Banco BV, current accounts, and financial investments, which are not rated by Fitch.

 

(c)Liquidity risk

 

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

 

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.

 

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The table below shows the financial liabilities, by maturity, including the installments of principal and future interest. For agreements with floating interest rates, the interest rates used correspond to the base date of September 30, 2023.

 

 

Parent Company and Consolidated

 

October to December 2023

2024

2025

2026

2027

2028 onwards

Total

As of September 30, 2023              
               
Liabilities              
Borrowings and financing 867,003 3,766,363 3,630,034 3,263,039 3,161,490 11,841,766 26,529,695
Trade payables and contractors 518,199 - - - - - 518,199
Services payable 756,547 - - - - - 756,547
Public-Private Partnership - PPP 174,758 459,931 419,446 419,446 419,446 3,636,001 5,529,028
Program Contract Commitments

24,838

1,208

1,208

1,208

1,208

12,692

42,362

Total

2,341,345

4,227,502

4,050,688

3,683,693

3,582,144

15,490,459

33,375,831

 

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 ones are shown in Note 16 (c).

 

(d)Sensitivity analysis on interest rate risk

 

The table below shows the sensitivity analysis of the financial instruments, prepared under CPC 40 (R1). To evidence the balances of main financial assets and liabilities, calculated at a rate projected for the twelve-month period after September 30, 2023, or until the final settlement of each contract, whichever occurs first, 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 variables. At the time of settlement, the amounts may be different from those presented, due to the estimates used in the measurement.

 

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Parent Company and Consolidated

September 30, 2023

Indicators

Exposure

Probable scenario

     
Assets    
CDI 1,393,499 11.0600%(**)
Financial income   154,121
     
Liabilities    
CDI (9,787,811) 11.0600%(**)
Interest to be incurred   (1,082,532)
 
 
 
CDI net exposure (8,394,312) (928,411)
     
Liabilities    
TR (1,702,160) 0.0056%(**)
Expenses to be incurred   (95)
     
IPCA (3,039,157) 3.9500%(*)
Expenses to be incurred   (120,047)
     
TJLP (1,240,330) 6.5800%(*)
Interest to be incurred   (81,614)
     
SOFR (***) (1,121,600) 5.4481%(**)
Interest to be incurred   (61,106)
   
 
Total expenses to be incurred, net  

(1,191,273)

     
(*)       Source: BACEN as of September 30, 2023
(**)     Source: B3 as of September 30, 2023
(***)   Source: Bloomberg

 

 

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4.2Capital management

 

The Company’s objectives when managing capital are to ensure the Company’s ability to continue increasing investments in infrastructure, provide returns for shareholders and benefits for other stakeholders, and maintain an optimal capital structure to reduce the cost of capital.

 

Capital is monitored based on the leverage ratio, which corresponds to net debt divided by total capital (shareholders and providers of capital). 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.

 

 

Parent Company

 

September 30, 2023

December 31, 2022

     
Total borrowings and financing (Note 16) 19,002,890 18,958,671
(-) Cash and cash equivalents (Note 6) (1,592,888) (1,867,485)
(-) Financial investments (Note 7)

(1,381,568)

(1,677,873)

     
Net debt 16,028,434 15,413,313
Total equity

29,593,856

27,333,533

     
Total (shareholders plus providers of capital)

45,622,290

42,746,846

     
Leverage ratio

35%

36%

 

 

Consolidated

 

September 30, 2023

   
Total borrowings and financing (Note 16) 19,002,890
(-) Cash and cash equivalents (Note 6) (1,593,701)
(-) Financial investments (Note 7)

(1,381,568)

   
Net debt 16,027,621
Total equity

29,593,856

   
Total (shareholders plus providers of capital)

45,621,477

   
Leverage ratio

35%

 

 

 

 

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Notes to the Quarterly Information

 
  
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 are 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, balances with related parties, other assets and balances receivable from the Water National Agency (ANA), accounts payable to suppliers, borrowings and financing, services payable, balances payable deriving from the Public-Private Partnership (PPP) and program contract commitments, which are non-derivative financial assets and liabilities with fixed or determinable payments, not quoted in an active market, except for cash equivalents and financial investments.

 

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

 

Financial Assets

 

 

Parent Company

 

September 30, 2023

December 31, 2022

 

Carrying amount

Fair value

Carrying amount

Fair value

Cash and cash equivalents 1,592,888 1,592,888 1,867,485 1,867,485
Financial investments 1,381,568 1,381,568 1,677,873 1,677,873
Restricted cash 53,736 53,736 37,474 37,474
Trade receivables 3,608,357 3,608,357 3,277,808 3,277,808
ANA 3,463 3,463 9,193 9,193
Other assets 317,008 317,008 212,674 212,674

 

 

Consolidated

 

September 30, 2023

 

Carrying amount

Fair value

Cash and cash equivalents 1,593,701 1,593,701
Financial investments 1,381,568 1,381,568
Restricted cash 53,736 53,736
Trade receivables 3,608,357 3,608,357
ANA 3,463 3,463
Other assets 240,929 240,929

 

 

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Notes to the Quarterly Information

 
  

 

 

Additionally, SABESP has financial assets receivable from related parties, totaling R$ 1,173,844 as of September 30, 2023 (R$ 1,156,743 as of December 31, 2022), which were calculated under the conditions negotiated between the related parties. The conditions and additional information related to these financial instruments are disclosed in Note 10. Part of this balance, totaling R$ 1,061,590 (R$ 1,060,040 as of December 31, 2022), 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

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

 

Carrying amount

Fair value

Carrying amount

Fair value

Borrowings and financing 19,002,890 19,417,893 18,958,671 19,260,133
Trade payables and contractors 518,199 518,199 430,946 430,946
Services payable 756,547 756,547 723,242 723,242
Program Contract Commitment 38,230 38,230 112,385 112,385
Public-Private Partnership - PPP 2,822,949 2,822,949 2,959,181 2,959,181

 

The criteria adopted to obtain the fair values of borrowings and financing, in preparing the quarterly information as of September 30, 2023, are consistent with those used in the preparation of the Annual Financial Statements for the fiscal year ended December 31, 2022.

 

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

 

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

 

 

5Key accounting estimates and judgments

 

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

 

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

 

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

 

 

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Notes to the Quarterly Information

 
  

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

 

 

6Cash and cash equivalents

 

 

Parent Company

 

September 30, 2023

December 31, 2022

     
Cash and banks 60,444 139,844
Cash equivalents

1,532,444

1,727,641

Total

1,592,888

1,867,485

 

 

Consolidated

 

September 30, 2023

   
Cash and banks 60,445
Cash equivalents

1,533,256

Total

1,593,701

 

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

 

As of September 30, 2023, the average yield of cash equivalents corresponded to 99.60% of CDI (95.69% as of December 31, 2022).

 

 

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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:

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Banco BV 314,468 289,909
Banco Itaú Unibanco S/A - 403,732
Banco Bradesco S/A 627,680 578,752
Banco BTG Pactual S/A 438,207 404,363
Banco do Brasil S/A

1,213

1,117

 

1,381,568

1,677,873

 

As of September 30, 2023, the average yield of the financial investments corresponded to 103.30% of CDI (102.90% as of December 31, 2022).

 

 

8Restricted cash

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

     
Agreement with the São Paulo Municipal Government (i) 46,115 30,231
Brazilian Federal Savings Bank – escrow deposits 932 433
Other

6,689

6,810

 

53,736

37,474

 

(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 (PMSP).

 

 

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9Trade receivables

 

(a)Statement of financial position details

 

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Private sector:    
General (i) and special customers (ii) 2,228,510 2,287,782
Agreements (iii)

804,224

416,550

     
 

3,032,734

2,704,332

Government entities:    
Municipal 660,149 609,731
Federal 7,372 10,644
Agreements (iii)

325,284

372,943

     
 

992,805

993,318

Wholesale customers – Municipal governments: (iv)    
Mogi das Cruzes 4,548 4,048
São Caetano do Sul

49,958

45,367

     
Total wholesale customers – Municipal governments

54,506

49,415

     
Unbilled supply

1,017,680

959,260

     
Subtotal 5,097,725 4,706,325
Allowance for doubtful accounts

(1,489,368)

(1,428,517)

     
Total

3,608,357

3,277,808

     
Current 3,393,831 3,062,574
Noncurrent

214,526

215,234

     
Total

3,608,357

3,277,808

 

 

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(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:

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

     
Current 2,536,687 2,244,754
Past-due:    
Up to 30 days 552,255 489,709
From 31 to 60 days 260,822 248,128
From 61 to 90 days 176,230 165,306
From 91 to 120 days 162,640 150,941
From 121 to 180 days 313,157 281,530
From 181 to 360 days 71,787 58,702
Over 360 days

1,024,147

1,067,255

     
Total past-due

2,561,038

2,461,571

     
Total

5,097,725

4,706,325

 

 

(c)Allowance for doubtful accounts

 

 

Parent Company and Consolidated

Parent Company

Changes in assets

January to September 2023

January to September 2022

     
Balance at the beginning of the period 1,428,517 1,280,088
Creation/(reversal) of losses 108,351 (18,774)
Recoveries

(47,500)

(39,906)

     
Balance at the end of the period

1,489,368

1,221,408

 

 

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Parent Company and Consolidated

Parent Company

Reconciliation of estimated/historical losses at the result

July to September 2023

January to September 2023

July to September 2022

January to September 2022

         
Write-offs (142,675) (474,108) (193,831) (628,271)
(Losses)/reversal with state entities – related parties (1,368) (1,936) 4,772 3,143
(Losses)/reversal with the private sector/government entities (30,680) (108,351) 42,171 18,774
Recoveries

18,059

47,500

11,066

39,906

         
Amount recorded as expense (Note 27)

(156,664)

(536,895)

(135,822)

(566,448)

 

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

 

As of September 30, 2023, the Company has registered warrants issued in its favor, currently totaling R$ 2,875,393 (R$ 2,807,318 as of December 31, 2022), which are not recognized in the Financial Statements because of the difficulty in obtaining a reasonable estimate to measure such assets, due to uncertainties related to the beginning and end of their realization. Register warrants are recognized upon the beginning of their receipt or when they are traded.

 

 

Parent Company and Consolidated

Parent Company

Debtor

September 30, 2023

December 31, 2022

Municipality of São Paulo 2,720,922 2,656,113
Municipality of Cotia 105,845 103,729
Municipality of Cachoeira Paulista 15,018 13,672
Other

33,608

33,804

Total

2,875,393

2,807,318

 

 

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10Related-party balances and transactions

 

(a)São Paulo State

 

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

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Accounts receivable    
Current:    
Sanitation services 162,424 144,937
Allowance for losses (51,531) (49,595)
Reimbursement of additional retirement and pension benefits paid (G0):    
- Monthly flow 18,414 13,376
- GESP Agreement – 2015

103,490

97,075

     
Total current

232,797

205,793

     
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

939,686

949,589

     
Total noncurrent

941,047

950,950

     
Total receivables

1,173,844

1,156,743

     
Assets:    
Sanitation services 112,254 96,703
Reimbursement of additional retirement and pension benefits paid (G0)

1,061,590

1,060,040

     
Total

1,173,844

1,156,743

     
Liabilities:    
Interest on capital payable - 372,550

 

 

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Parent Company and Consolidated

Parent Company

 

July to

September 2023

January to

September 2023

July to

September 2022

January to

September 2022

         
Revenue from sanitation services 203,859 565,640 175,324 483,127
Payments from related parties (197,895) (541,084) (175,477) (457,488)
         
Payment received from reimbursement referring to Law 4,819/1958 (42,713) (146,665) (38,473) (119,885)

 

(ii)Disputed amounts

 

As of September 30, 2023 and December 31, 2022, the disputed amounts between SABESP and the São Paulo State, referring to additional retirement and pension benefits paid (Law 4,819/1958), totaled R$ 1,552,968 and R$ 1,482,140, respectively, for which allowances for doubtful accounts were created for the total amount.

 

(iii)Actuarial Liability

 

The Company recognized an actuarial liability corresponding to additional retirement and pension benefits paid to employees, retired employees, and pensioners of the G0 Plan. As of September 30, 2023, and December 31, 2022, the amounts corresponding to the actuarial liability totaled R$ 2,022,750 and R$ 2,002,075, 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 September 30, 2023, the balance of the agreement totaled R$ 9,265 and R$ 105,439 (R$ 8,456 and R$ 95,033 as of December 31, 2022), recorded in Other liabilities, under current and noncurrent liabilities, respectively.

 

(c)Agreements with reduced tariffs for State 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.

 

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(d)Guarantees

 

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

 

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

 

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

 

From July to September and from January to September 2023, expenses with employees assigned to other state entities totaled R$ 2,404 and R$ 5,001 (R$ 240 and R$ 581 from July to September and from January to September 2022), respectively.

 

No expenses with employees from other entities assigned to the Company were recorded from July to September and from January to September 2023 and in the same periods in 2022.

 

(f)Non-operating assets

 

As of September 30, 2023 and December 31, 2022, the Company’s land and lent structures totaled R$ 3,613.

 

(g)SABESPREV

 

The Company sponsors a defined benefit plan (G1 Plan), which is operated and administered by SABESPREV. The net actuarial liability recognized until September 30, 2023, totaled R$ 104,168 (R$ 148,116 as of December 31, 2022). See Note 21.

 

(h)Compensation of the Fiscal Council and Management

 

From July to September and from January to September 2023, expenses related to the compensation of the Fiscal Council members appointed by the Controlling Shareholder and Management members totaled R$ 2,320 and R$ 6,110 (R$ 1,468 and R$ 4,675 from July to September and from January to September 2022), respectively.

 

From July to September and from January to September 2023, additional amounts of R$ 430 and R$ 1,299 were recorded (from July to September and from January to September 2022, the amounts totaled R$ 265 and R$ 1,005), respectively, referring to the executive officers’ bonus program.

 

(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.

 

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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.

 

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 matured on December 30, 2021, and the last will mature on December 30, 2023.

 

This agreement was settled on July 21, 2023, upon the receipt of R$ 1,533.

 

Águas de Andradina

 

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

 

As of September 30, 2023, the balance of principal and interest of this agreement totaled R$ 573 and R$ 2,814, which was recorded in “Other assets” under current and noncurrent assets (R$ 242 and R$ 2,814, respectively, as of December 31, 2022), 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 August 31, 2025.

 

Sabesp Olímpia

 

The Company formalized a loan agreement through a credit facility with Sabesp Olímpia S/A, making available the necessary funds for the payment of the first installment of the Fixed Concession Fee to the Municipality of Estância Turística de Olímpia, which is a prerequisite for the signing of the water and sewage concession agreement.

 

As of September 30, 2023, the balance of principal and interest of this agreement totaled R$ 76,079, which was recorded in “Other assets” under noncurrent assets, at CDI + 2% p.a.

 

This agreement was executed on September 26, 2023. The principal and the accumulated interest on the principal must be fully repaid by September 2040.

 

(j)FEHIDRO

 

The Company has financing agreements under the State Fund for Water Resources (FEHIDRO). These funds will be aimed at the execution of works and sewage services. As of September 30, 2023, the balance of these financings totaled R$ 3,380 (R$ 5,108 as of December 31, 2022).

 

 

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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)).

 

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

 

 

Equity

Contribution

Dividends distributed

Profit (loss) for the period

 

September

30,

2023

December

31,

2022

January to September

2023

January to September

2023

January to September

2023

(*)

January to September

2022

               
Sesamm 61,963 59,371 - (13,516) 16,108 - 9,519
Águas de Andradina 33,023 30,777 - - 2,246 - 882
Águas de Castilho 12,336 10,787 - - 1,549 - 998
Attend Ambiental 43,624 29,729 - - 13,895 - 6,278
Aquapolo Ambiental 100,736 73,926 - - 26,810 - 21,991
Paulista Geradora de Energia - PGE (**) 32,975 10,486 23,633 - (1,144) - (575)
Cantareira SP Energia (***) 504 1,000 - - (496) - -
FOXX URE-BA Ambiental 64,116 69,258 4,325 - (879) (8,588) -
Infranext Soluções em Pavimentação (****) 5,244 7,050 - - (1,806) - -
Sabesp Olímpia (1,265) - 811 - (2,076) - -

 

(*) The amount presented refers to changes in the equity of the investee, as its financial statements for the year ended December 31, 2022 were issued after the disclosure of SABESP’s financial statements.

(**)       In October 2022, it was agreed at the Extraordinary Meeting a capital contribution of R$ 20,310 thousand, and SABESP paid R$ 5,077 in December 2022, corresponding to 25%. Servtec and Tecniplan paid R$ 15,233 in June 2023, corresponding to 75%. In 2023, a contribution of R$ 20,600 was defined, which will be paid-up by December 2023, according to the interest held by each company. Servtec and Tecniplan have already paid R$ 8,400 of this amount.

(***)       Sabesp’s contribution of R$ 5,439 in January 2023, was reclassified into noncurrent assets, under other receivables.

(****)       Infranext’s share capital will be R$ 12,000. As of September 30, 2023, SABESP had an outstanding payable amount of R$ 4,950.

 

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Parent Company

 

Investments

Contribution

Dividends distributed

Reclassification (***)

Equity accounting

Interest percentage

 

September

30,

2023

December 31,

2022

January to September

2023

January to September

2023

January to September

2023

January to September

2023

(*)

January to September

2022

September

30,

2023

December

31,

2022

                     
Sesamm 22,307 21,374 - (4,866) - 5,799 - 3,427 36% 36%
Águas de Andradina 9,906 9,233 - - - 673 - 265 30% 30%
Águas de Castilho 3,701 3,236 - - - 465 - 299 30% 30%
Attend Ambiental 19,632 13,379 - - - 6,253 - 2,825 45% 45%
Aquapolo Ambiental 49,360 36,223 - - - 13,137 - 10,776 49% 49%
Paulista Geradora de Energia 6,143 6,429 - - - (286) - (144) 25% 25%
Cantareira SP Energia 247 490 - - - (243) - - 49% 49%
FOXX URE-BA Ambiental 12,824 13,852 865 - - (176) (1,717) - 20% 20%
Infranext Soluções em Pavimentação - 450 - - 363 (813) - - 45% 45%
Sabesp Olímpia

-

-

811

-

1,265

(2,076)

-

-

100% -
Total 124,120 104,666 1,676 (4,866) 1,628 22,733 (1,717) 17,448    

 

FOXX URE-BA Ambiental – Fair value (**)

26,148 -                
Other investments

6,099

6,099

               

 

Overall total

156,367

110,765

               

 

(*) Refers to changes in the equity of investees, as their financial statements for the year ended December 31, 2022 were issued after the disclosure of SABESP’s financial statements.

(**)       The amount presented refers to the fair value adjustment in the acquisition of FOXX URE-BA in 2022.

(***)       The amount of the investee’s loss exceeding the investment was reclassified to Noncurrent Liabilities.

 

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Consolidated

 

Investments

Contribution

Dividends distributed

Reclassification (***)

Equity accounting

Interest percentage

 

September

30,

2023

December 31,

2022

January to September

2023

January to September

2023

January to September

2023

January to September

2023

(*)

January to September

2022

September

30,

2023

December

31,

2022

                     
Sesamm 22,307 21,374 - (4,866) - 5,799 - 3,427 36% 36%
Águas de Andradina 9,906 9,233 - - - 673 - 265 30% 30%
Águas de Castilho 3,701 3,236 - - - 465 - 299 30% 30%
Attend Ambiental 19,632 13,379 - - - 6,253 - 2,825 45% 45%
Aquapolo Ambiental 49,360 36,223 - - - 13,137 - 10,776 49% 49%
Paulista Geradora de Energia 6,143 6,429 - - - 286 - (144) 25% 25%
Cantareira SP Energia 247 490 - - - (243) - - 49% 49%
FOXX URE-BA Ambiental 12,824 13,852 865 - - (176) (1,717) - 20% 20%
Infranext Soluções em Pavimentação - 450 - - 363 (813) - - 45% 45%
Total 124,120 104,666 865 (4,866) 363 24,809 (1,717) 17,448    

 

FOXX URE-BA Ambiental – Fair value (**)

26,148 -                
Other investments

6,099

6,099

               

 

Overall total

156,367

110,765

               

 

(*) Refers to changes in the equity of investees, as their financial statements for the year ended December 31, 2022 were issued after the disclosure of SABESP’s financial statements.

(**)       The amount presented refers to the fair value adjustment in the acquisition of FOXX URE-BA in 2022.

(***)       The amount of the investee’s loss exceeding the investment was reclassified to Noncurrent Liabilities.

 

 

12Investment Properties

 

 

Parent Company and Consolidated

 

December 31, 2022

Depreciation

September 30, 2023

       
Investment properties

46,726

(36)

46,690

 

 

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Parent Company

 

December 31, 2021

Depreciation

September 30, 2022

       
Investment properties 46,126 (36) 46,090

 

 

As of September 30, 2023, the market value of these properties was approximately R$ 393,600 (R$ 386,000 as of December 31, 2022).

 

 

13Contract asset

 

 

Parent Company and Consolidated

 

December 31, 2022

Additions (i)

Transfers

Transfers of works to intangible assets (ii)

September 30, 2023 (iii)

           
Total contract asset

8,613,968

3,734,020

384

(4,458,416)

7,889,956

 

 

 

Parent Company

 

December 31, 2021

Additions

Transfers

Transfers of works to intangible assets

September 30, 2022

           
Total contract asset

8,550,102

3,559,587

1,001

(3,322,568)

8,788,122

 

(i)The largest additions in the period are located in the municipalities of São Paulo, Guarulhos, and Itanhaém, totaling R$ 1,468 million, R$ 230 million, and R$ 113 million, respectively.
(ii)The largest transfers of the period are located in the municipalities of São Paulo, Franca, and São Bernardo do Campo, totaling R$ 2,069 million, R$ 311 million, and R$ 199 million, respectively.

(iii)               The largest works are located in the municipalities of São Paulo, Francisco Morato, and Itanhaém, totaling R$ 2,228 million, R$ 245 million, and R$ 211 million, respectively.

 

As of September 30, 2023, the contract asset did not include any amounts recorded as a lease (R$ 276,893 as of December 31, 2022).

 

(a)Capitalization of interest and other finance charges

 

The Company capitalizes interest, inflation adjustments, and exchange rate changes in the contract asset during the construction period. From January to September 2023, the Company capitalized R$ 499,614 (R$ 458,786 from January to September 2022).

 

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(b)Construction margin

 

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

 

Constructions related to the concessions are usually performed by third parties. In such a case, the margin is lower to cover administration costs and the assumption of responsibility for primary risks. As of September 30, 2023 and 2022, the margin was 2.3%.

 

From July to September and from January to September 2023, the construction margins were R$ 29,657 and R$ 84,577 (R$ 30,357 and R$ 76,289 from July to September and from January to September 2022), respectively.

 

(c)Expropriations

 

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

 

The costs of such expropriations are recorded in the contract asset during the execution of the works. From July to September and from January to September 2023, expropriations totaled R$ 3,336 and R$ 48,059 (R$ 1,995 and R$ 49,017 from July to September and from January to September 2022), respectively.

 

 

14Intangible assets

 

(a)Statement of financial position details

 

 

Parent Company

 

September 30, 2023

December 31, 2022

 

Cost

Accumulated amortization

Net

Cost

Accumulated amortization

Net

Intangible right arising from:            
Concession agreements – equity value 739,325 (236,723) 502,602 722,730 (223,404) 499,326
Concession agreements – economic value 1,633,689 (1,013,003) 620,686 1,585,271 (933,232) 652,039
Program contracts 28,981,405 (9,299,819) 19,681,586 26,875,408 (8,537,949) 18,337,459
Program contracts – commitments 1,709,757 (484,490) 1,225,267 1,709,757 (444,765) 1,264,992
Service contracts – São Paulo 27,744,119 (8,618,064) 19,126,055 25,584,703 (7,714,252) 17,870,451
Software license of use 1,287,520 (755,389) 532,131 1,249,881 (654,477) 595,404
Right of use – Other assets 217,258 (80,137) 137,121 170,921 (95,869) 75,052
Right of use – Investments

-

-

-

26,148

-

26,148

Total

62,313,073

(20,487,625)

41,825,448

57,924,819

(18,603,948)

39,320,871

 

 

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Notes to the Quarterly Information

 
  

 

 

 

 

Consolidated

 

September 30, 2023

 

Cost

Accumulated amortization

Net

Intangible right arising from:      
Concession agreements – equity value 739,325 (236,723) 502,602
Concession agreements – economic value 1,633,689 (1,013,003) 620,686
Concession agreements – new contracts 148,000 - 148,000
Program contracts 28,981,405 (9,299,819) 19,681,586
Program contracts – commitments 1,709,757 (484,490) 1,225,267
Service contracts – São Paulo 27,744,119 (8,618,064) 19,126,055
Software license of use 1,287,520 (755,389) 532,131
Right of use – Other assets

217,258

(80,137)

137,121

Total

62,461,073

(20,487,625)

41,973,448

 

 

(b)Changes

 

 

Parent Company

 

December

31,

2022

Additions

Transfer of contract asset

Transfers

Write-offs and disposals

Amortization

September

30,

2023

Intangible right arising from:              
Concession agreements – equity value (*) 499,326 4 19,161 (925) (299) (14,665) 502,602
Concession agreements – economic value   652,039 3 63,182 62 (120) (94,480) 620,686
Program contracts (*) 18,337,459 473 2,060,625 78,782 (4,131) (791,622) 19,681,586
Program contracts – commitments   1,264,992 - - - - (39,725) 1,225,267
Service contracts – São Paulo 17,870,451 4,205 2,277,462 (93,088) (2,092) (930,883) 19,126,055
Software license of use 595,404 - 37,986 (127) - (101,132) 532,131
Right of use – Other assets 75,052 107,833 - - (30) (45,734) 137,121
Right of use – Investments

26,148

-

-

(26,148)

-

-

-

Total

39,320,871

112,518

4,458,416

(41,444)

(6,672)

(2,018,241)

41,825,448

 

(*) As of September 30, 2023, Concession agreements – equity value, and Program contracts included leases totaling R$ 46,363 and R$ 337,474 (R$ 54,356 and R$ 168,216 as of December 31, 2022), respectively.

 

 

PAGE: 63 of 110

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Notes to the Quarterly Information

 
  

 

 

 

Consolidated

 

December

31,

2022

Additions

Transfer of contract asset

Transfers

Write-offs and disposals

Amortization

September

30,

2023

Intangible right arising from:              
Concession agreements – equity value (*) 499,326 4 19,161 (925) (299) (14,665) 502,602
Concession agreements – economic value   652,039 3 63,182 62 (120) (94,480) 620,686
Concession agreements – new contracts   - 148,000 - - - - 148,000
Program contracts (*) 18,337,459 473 2,060,625 78,782 (4,131) (791,622) 19,681,586
Program contracts – commitments   1,264,992 - - - - (39,725) 1,225,267
Service contracts – São Paulo 17,870,451 4,205 2,277,462 (93,088) (2,092) (930,883) 19,126,055
Software license of use 595,404 - 37,986 (127) - (101,132) 532,131
Right of use – Other assets 75,052 107,833 - - (30) (45,734) 137,121
Right of use – Investments

26,148

-

-

(26,148)

-

-

-

Total

39,320,871

260,518

4,458,416

(41,444)

(6,672)

(2,018,241)

41,973,448

 

 

 

Parent Company

 

December

31,

2021

Additions

Transfer of contract asset

Transfers

Write-offs and disposals

Amortization

September

30, 2023

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

103,853

41,947

-

-

(54)

(53,317)

92,429

Total

36,503,834

51,136

3,322,568

7,911

(23,035)

(1,781,732)

38,080,682

 

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

 

PAGE: 64 of 110

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Notes to the Quarterly Information

 
  

 

 

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 right arising from concession agreements

 

As of September 30, 2023, the amounts not yet disbursed were recorded in “Program contract commitments” under current and noncurrent liabilities, totaling R$ 26,379 and R$ 11,851 (R$ 100,188 and R$ 12,197 as of December 31, 2022), 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 are as follows:

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Alto Tietê 239,310 251,545
São Lourenço

2,598,476

2,725,900

Total

2,837,786

2,977,445

 

The obligations assumed by the Company are as follows:

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

 

Current liabilities

Noncurrent liabilities

Total liabilities

Current liabilities

Noncurrent liabilities

Total liabilities

             
Alto Tietê 72,095 - 72,095 91,782 36,645 128,427
São Lourenço

167,736

2,583,118

2,750,854

130,631

2,700,123

2,830,754

Total

239,831

2,583,118

2,822,949

222,413

2,736,768

2,959,181

 

 

(e)Amortization of Intangible Assets

 

The average amortization rate totaled 5.1% and 4.9% as of September 30, 2023 and 2022, respectively.

 

PAGE: 65 of 110

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Notes to the Quarterly Information

 
  

 

 

(f)Right of use

 

 

Parent Company and Consolidated

Parent Company

Nature

September 30,

2023

December 31,

2022

     
Leases - Contract asset - 276,893
     
Leases - Concession and Program Contract    
        Cost 588,591 405,431
        Accumulated amortization

(204,754)

(182,859)

  (=) Net 383,837 222,572
     
Other assets    
       Vehicles 205,593 153,384
       Properties 11,501 11,711
       Equipment 164 5,826
       Accumulated amortization

(80,137)

(95,869)

  (=) Net

137,121

75,052

 
 
 
Right of use

520,958

574,517

 

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

 

Parent Company and Consolidated

Parent Company

 

September 30,

2023

September 30,

2022

     
Right of use amortization (67,629) (70,636)
Financial result – interest expense and inflation adjustment (55,130) (53,962)
Expenses of short-term leases with low value

(17,082)

(17,675)

Reduction of profit for the period

(139,841)

(142,273)

 

 

PAGE: 66 of 110

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Notes to the Quarterly Information

 
  

 

 

(g)Performance Agreements

 

As of September 30, 2023, the accounting balances of the agreements in force recorded in contract asset and intangible assets were R$ 64,874 and R$ 2,113,499 (R$ 138,550 and R$ 2,126,106 as of December 31, 2022), respectively.

 

 

15Property, plant and equipment

 

(a)Statement of financial position details

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

 

Cost

Accumulated depreciation

Net

Annual average depreciation rate

Cost

Accumulated depreciation

Net

Annual average depreciation rate

Land 94,228 - 94,228 - 94,228 - 94,228 -
Buildings 102,529 (44,357) 58,172 2.1% 90,311 (42,343) 47,968 2.1%
Equipment 444,482 (308,065) 136,417 14.8% 412,828 (291,963) 120,865 15.3%
Transportation equipment 14,685 (10,352) 4,333 9.9% 12,578 (10,083) 2,495 9.9%
Furniture and fixtures 36,281 (15,567) 20,714 6.7% 38,528 (15,032) 23,496 6.7%
Other

105,027

(467)

104,560

5.0%

50,189

(302)

49,887

5.0%

Total

797,232

(378,808)

418,424

10.8%

698,662

(359,723)

338,939

11.2%

 

 

(b)Changes

 

 

Parent Company and Consolidated

 

December 31, 2022

Additions

Transfers

Write-offs and disposals

Depreciation

September 30,

2023

Land 94,228 - - - - 94,228
Buildings 47,968 3,039 8,073 - (908) 58,172
Equipment 120,865 28,264 8,171 (504) (20,379) 136,417
Transportation equipment 2,495 - 2,354 - (516) 4,333
Furniture and fixtures 23,496 5,401 (6,896) (65) (1,222) 20,714
Other

49,887

51,538

3,210

-

(75)

104,560

Total

338,939

88,242

14,912

(569)

(23,100)

418,424

 

 

PAGE: 67 of 110

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Notes to the Quarterly Information

 
  

 

 

 

Parent Company

 

December 31, 2021

Additions

Transfers

Write-offs and disposals

Depreciation

September 30, 2022

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

11,741

14,886

(29)

(78)

(66)

26,454

Total

291,157

40,472

(8,912)

(617)

(19,854)

302,246

 

 

 

 

PAGE: 68 of 110

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Notes to the Quarterly Information

 
  
16Borrowings and financing

 

 

Parent Company and Consolidated

Parent Company

 Borrowings and financing outstanding balance

September 30, 2023

December 31, 2022

Financial institution

 

Current

Noncurrent

 

Total

 

Current

Non
current

 

Total

Local currency            
 12th issue debentures 45,450 33,710 79,160 45,450 67,681 113,131
 17th issue debentures - - - 144,632 - 144,632
 18th issue debentures 51,079 27,162 78,241 49,937 45,649 95,586
 22nd issue debentures 169,590 169,228 338,818 199,901 326,433 526,334
 23rd issue debentures 490,779 374,255 865,034 - 864,910 864,910
 24th issue debentures - 507,770 507,770 - 488,478 488,478
 26th issue debentures - 1,290,449 1,290,449 - 1,239,645 1,239,645
 27th issue debentures 299,874 698,554 998,428 299,614 698,339 997,953
 28th issue debentures 127,687 1,070,366 1,198,053 - 1,197,756 1,197,756
 29th issue debentures - 1,306,942 1,306,942 - 1,275,295 1,275,295
 30th issue debentures 125,000 873,195 998,195 - 998,110 998,110
 Brazilian Federal Savings Bank 105,629 1,516,943 1,622,572 99,767 1,422,145 1,521,912
 Brazilian Development Bank - BNDES PAC - - - 6,736 - 6,736
 Brazilian Development Bank - BNDES PAC II 9751 7,268 18,116 25,384 7,214 23,344 30,558
 Brazilian Development Bank - BNDES PAC II 9752 4,924 12,330 17,254 4,887 15,884 20,771
 Brazilian Development Bank - BNDES ONDA LIMPA 27,177 13,551 40,728 26,949 33,617 60,566
 Brazilian Development Bank – BNDES TIETÊ III 155,776 545,134 700,910 154,437 656,264 810,701
 Brazilian Development Bank - BNDES 2015 33,931 368,204 402,135 33,807 390,127 423,934
 Brazilian Development Bank - BNDES 2014 6,629 11,738 18,367 6,572 16,525 23,097
 Inter-American Development Bank – IDB 2202 181,349 1,983,377 2,164,726 181,349 2,164,009 2,345,358
 Inter-American Development Bank – IDB INVEST 39,550 814,674 854,224 37,340 853,725 891,065
 Inter-American Development Bank – IDB INVEST 2022 14,100 445,227 459,327 14,100 452,085 466,185
 Inter-American Development Bank – IDB INVEST 2023 14,100 454,823 468,923 - - -
 International Finance Corporation - IFC 2022 19,000 725,082 744,082 80,000 670,996 750,996
 International Finance Corporation - IFC 2023 - 486,376 486,376 - - -
 Leases (Concession Agreements, Program Contracts, and Contract Asset) 49,299 274,389 323,688 44,453 313,391 357,844
 Leases (others) 72,007 86,236 158,243 72,109 29,265 101,374
 Other 4,961 3,657 8,618 6,241 5,867 12,108
 Interest and other charges

362,325

-

362,325

417,878

-

417,878

Total in local currency

2,407,484

14,111,488

16,518,972

1,933,373

14,249,540

16,182,913

 

 

 

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Notes to the Quarterly Information

 
  

 

 

Parent Company and Consolidated

Parent Company

 Borrowings and financing outstanding balance

September 30, 2023

December 31, 2022

Financial institution

 

Current

Non
current

 

Total

 

Current

Non
current

 

Total

Foreign currency            
 Inter-American Development Bank - IDB 1212 – US$ 20,556 thousand (US$ 30,834 thousand in December 2022) 51,468 51,469 102,937 53,628 107,256 160,884
 Inter-American Development Bank - IDB 4623 – US$ 113,344 thousand (US$ 74,299 thousand in December 2022) - 545,374 545,374 - 367,441 367,441
 International Bank for Reconstruction and Development (IBRD) – IBRDs 7662 and 8916 - US$ 90,079 thousand (US$ 78,197 thousand in December 2022) 30,445 407,313 437,758 31,722 365,648 397,370
 JICA 15 – ¥ 6,914,580 thousand (¥ 8,067,010 thousand in December 2022) 38,618 193,090 231,708 45,602 273,610 319,212
 JICA 18 – ¥ 6,216,960 thousand (¥ 7,253,120 thousand in December 2022) 34,722 173,484 208,206 41,001 245,865 286,866
 JICA 17 – ¥ 3,608,700 thousand (¥ 3,753,048 thousand in December 2022) 9,674 110,446 120,120 11,424 136,227 147,651
 JICA 19 – ¥ 24,482,493 thousand (¥ 26,296,011 thousand in December 2022) 60,771 758,076 818,847 71,761 967,124 1,038,885
 IDB 1983AB – (US$ 7,692 thousand in December 2022) - - - 39,962 - 39,962
 Interest and other charges

18,968

-

18,968

17,487

-

17,487

Total in foreign currency

244,666

2,239,252

2,483,918

312,587

2,463,171

2,775,758

             
Total borrowings and financing

2,652,150

16,350,740

19,002,890

2,245,960

16,712,711

18,958,671

 

Exchange rates as of September 30, 2023: US$ 5.0076; ¥ 0.03351 (as of December 31, 2022: US$ 5.2177; ¥ 0.03957).

As of September 30, 2023, the Company did not have balances of borrowings and financing raised during the year, maturing within 12 months.

 

 

PAGE: 70 of 110

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Notes to the Quarterly Information

 
  

 

 

Local currency

Guarantees

Maturity

Annual interest rate

Inflation adjustment

         
12th issue debentures Own funds 2025 TR + 9.5%  
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)
22nd issue debentures Own funds 2025 CDI + 0.58% (series 1) and 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) and CDI+ 1.80% (series 2) and 2.25% (series 3)  
28th issue debentures Own funds 2028

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

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 2023/2042 5% to 9.5% TR
Brazilian Development Bank - BNDES PAC Own funds 2023 TJLP + 1.82%  
Brazilian Development Bank - BNDES PAC II 9751 Own funds 2027 TJLP + 1.72%  
Brazilian Development Bank - BNDES PAC II 9752 Own funds 2027 TJLP + 1.72%  
Brazilian Development Bank - BNDES ONDA LIMPA Own funds 2025 TJLP + 1.92%  
Brazilian Development Bank – BNDES TIETÊ III Own funds 2028 TJLP + 1.66%  
Brazilian Development Bank - BNDES 2015 Own funds 2035 TJLP + 2.18%  
Brazilian Development Bank - BNDES 2014 Own funds 2026 TJLP + 1.76%  
Inter-American Development Bank – IDB 2202 Government 2035 CDI + 0.86%  
Inter-American Development Bank – IDB INVEST Own funds 2034 CDI+ 1.90% and CDI 2.70%  
Inter-American Development Bank – IDB INVEST 2022 Own funds 2036 CDI + 2.50%  
Inter-American Development Bank – IDB INVEST 2023 Own funds 2036 CDI + 0.50%  
International Finance Corporation - IFC Own funds 2032 CDI + 2.00%  
Leases (Concession Agreements, Program Contracts, and Contract Asset)   2035 7.73% to 10.12% IPC
Leases (others)   2027 7.76% to 15.39%  
Other Own funds 2025 3% (FEHIDRO); TJLP + 1.5% (FINEP)  

 

 

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Notes to the Quarterly Information

 
  

 

 

 

Foreign currency

Guarantees

Maturity

Annual interest rate

Exchange variation

         
Inter-American Development Bank - IDB 1212 – US$ 20,556 thousand Government 2025 SOFR + 4.72% US$
Inter-American Development Bank - IDB 4623 – US$ 113,344 thousand Government 2044 SOFR + 6.53395% US$
International Bank for Reconstruction and Development (IBRD) – IBRDs 7662 and 8916 - US$ 90,079 thousand Government 2034 SOFR + 5.96% and 7.06% US$
JICA 15 – ¥ 6,914,580 thousand Government 2029 1.8% and 2.5% Yen
JICA 18 – ¥ 6,216,960 thousand Government 2029 1.8% and 2.5% Yen
JICA 17 – ¥ 3,608,700 thousand Government 2035 1.2% and 0.01% Yen
JICA 19 – ¥ 24,482,493 thousand Government 2037 1.7% and 0.01% Yen
         

 

 

 

 

 

 

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Notes to the Quarterly Information

 
  

 

(i)       Payment schedule – accounting balances as of September 30, 2023

 

 

Parent Company and Consolidated

 

2023

2024

2025

2026

2027

2028

2029 to 2044

TOTAL

LOCAL CURRENCY                
Debentures 342,735 1,205,249 1,334,931 1,213,264 1,360,087 656,199 1,548,625 7,661,090
Brazilian Federal Savings Bank 25,810 107,238 113,931 121,043 128,588 136,471 989,491 1,622,572
BNDES 58,759 235,928 215,485 205,555 192,861 72,977 223,213 1,204,778
IDBs - National 14,100 249,099 260,899 330,209 315,069 420,959 2,356,865 3,947,200
IFCs 7,600 22,800 39,200 51,800 70,800 103,600 934,658 1,230,458
Leases (Concession Agreements, Program Contracts, and Contract Asset) - 49,299 51,852 30,229 34,632 38,007 119,669 323,688
Leases (others) 26,637 59,141 50,856 20,889 720 - - 158,243
Other 2,711 3,000 2,765 142 - - - 8,618
Interest and other charges

254,428

107,897

-

-

-

-

-

362,325

TOTAL IN LOCAL CURRENCY

732,780

2,039,651

2,069,919

1,973,131

2,102,757

1,428,213

6,172,521

16,518,972

FOREIGN CURRENCY                
IDB - 51,469 66,405 29,873 29,873 29,873 440,818 648,311
IBRD - 30,445 30,445 30,445 30,445 30,445 285,533 437,758
JICA 4,837 143,785 143,785 143,785 143,785 143,785 655,119 1,378,881
Interest and other charges

16,032

2,936

-

-

-

-

-

18,968

TOTAL IN FOREIGN CURRENCY

20,869

228,635

240,635

204,103

204,103

204,103

1,381,470

2,483,918

Total

753,649

2,268,286

2,310,554

2,177,234

2,306,860

1,632,316

7,553,991

19,002,890

 

 

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Notes to the Quarterly Information

 
  

 

 

(II)       Changes

 

 

Parent Company and Consolidated

 

December

31,

2022

Addition (lease)

Funding

Borrowing costs

Inflation adjustment and exchange rate changes

Inflation adjustment / exchange rate change and incorporated interest- Capitalized

Interest paid

Amortization

Accrued interest

Provision for interest and fees - Capitalized

Expenses with borrowing costs

September

30, 2023

                         
LOCAL CURRENCY                        
Debentures 8,166,366 - - (1,556) 95,247 16,096 (621,835) (398,865) 484,283 135,735 8,341 7,883,812
Brazilian Federal Savings Bank 1,526,185 - 158,280 - 18,726 4,690 (91,347) (81,035) 73,143 18,475 - 1,627,117
BNDES 1,380,993 - - - 9,099 2,104 (75,062) (182,979) 60,832 13,404 189 1,208,580
IDB 2202 2,450,550 - - - - - (328,627) (181,349) 97,143 146,846 716 2,185,279
IDB INVEST 2020 943,619 - - - - - (138,676) (37,340) 27,360 74,830 499 870,292
IFC 2022 774,525 - - - - - (57,794) (7,600) - 86,100 686 795,917
IFC 2023 - - 500,000 (13,624) - - - - - 270 - 486,646
IDB INVEST 2022 469,327 - - - - - (36,662) (7,050) 54,647 - 192 480,454
IDB INVEST 2023 - - 470,000 (1,083) - - (5,141) - 26,532 - 6 490,314
Leases (Concession Agreements, Program Contracts, and Contract Asset) 357,844 - - - - - (40,850) (34,157) 40,850 - - 323,687
Leases (others) 101,374 107,833 - - - - (14,280) (65,244) 28,560 - - 158,243
Other

12,130

-

3,629

-

54

-

(473)

(7,173)

456

8

-

8,631

TOTAL IN LOCAL CURRENCY

16,182,913

107,833

1,131,909

(16,263)

123,126

22,890

(1,410,747)

(1,002,792)

893,806

475,668

10,629

16,518,972

                         
FOREIGN CURRENCY                        
IDBs 532,693 - 192,973 (2,735) (19,824) - (16,387) (51,181) 26,963 - 752 663,254
IBRD 399,762 - 88,969 (3,032) (14,890) - (22,089) (31,009) 20,746 56 354 438,867
JICA 1,803,109 - - - (261,096) 105 (26,201) (152,894) 18,036 584 154 1,381,797
IDB 1983AB

40,194

-

-

-

(1,813)

-

(1,447)

(38,323)

909

311

169

-

TOTAL IN FOREIGN CURRENCY

2,775,758

-

281,942

(5,767)

(297,623)

105

(66,124)

(273,407)

66,654

951

1,429

2,483,918

Total

18,958,671

107,833

1,413,851

(22,030)

(174,497)

22,995

(1,476,871)

(1,276,199)

960,460

476,619

12,058

19,002,890

 

 

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Notes to the Quarterly Information

 
  

 

 

 

 

Parent Company

 

December

31,

2021

Addition (lease)

Funding

Borrowing costs

Inflation adjustment and exchange rate changes

Inflation adjustment / exchange rate change and incorporated interest- Capitalized

Interest paid

Amortization

Accrued interest

Provision for interest and fees - Capitalized

Expenses with borrowing costs

September 30

, 2022

                         
LOCAL CURRENCY                        
Debentures 7,467,968 - 1,000,000 (3,786) 131,416 - (490,679) (521,761) 387,729 196,825 8,383 8,176,095
Brazilian Federal Savings Bank 1,483,113 - 91,299 - 11,913 4,663 (87,562) (74,686) 59,322 28,331 - 1,516,393
BNDES 1,392,844 - 200,000 - 4,001 2,083 (77,467) (160,601) 46,377 31,086 194 1,438,517
IDB 2202 2,589,442 - - - - - (281,971) (181,349) 71,988 169,562 716 2,368,388
IDB INVEST 2020 956,942 - - - - - (108,921) (34,800) 95,097 - 499 908,817
IDB INVEST 2022 - - 470,000 (3,922) - - - - 15,509 - 43 481,630
IFC 2022 - - 760,000 (9,385) - - - - - 21,139 152 771,906
Leases (Concession Agreements, Program Contracts, and Contract Asset) 397,311 - - - - - (40,939) (28,589) 40,939 - - 368,722
Leases (others) 125,969 41,947 - - - - (13,022) (64,211) 26,044 - - 116,727
Other

14,094

-

3,654

-

35

2

(599)

(4,138)

571

32

-

13,651

TOTAL IN LOCAL CURRENCY

14,427,683

41,947

2,524,953

(17,093)

147,365

6,748

(1,101,160)

(1,070,135)

743,576

446,975

9,987

16,160,846

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

85,548

-

-

-

(4,149)

-

(1,051)

(40,115)

971

491

312

42,007

TOTAL IN FOREIGN CURRENCY

3,296,153

-

189,353

(6,610)

(556,474)

1,898

(44,728)

(299,192)

32,959

3,165

1,081

2,617,605

Total

17,723,836

41,947

2,714,306

(23,703)

(409,109)

8,646

(1,145,888)

(1,369,327)

776,535

450,140

11,068

18,778,451

 

 

 

 

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Notes to the Quarterly Information

 
  
(a)Main events in the nine-month period ended September 30, 2023

 

Debentures

 

In the first quarter of 2023, the Company paid the final amortization of the 17th issue debentures, totaling R$ 152,157 million, of which R$ 145,284 million in principal and R$ 6,873 million in interest.

 

In the first quarter of 2023, the Company paid the final amortization of the 2nd series of the 22nd issue debentures, totaling R$ 214,404 million, of which R$ 200,000 million in principal and R$ 14,404 million in interest.

 

IDB INVEST 2023

 

In the second quarter of 2023, the Company raised R$ 470.0 million with the Inter-American Investment Corporation (IDB INVEST).

 

The proceeds from this contract will be used to partially finance the Company’s investments related to the 4th Stage of the Tietê River Cleaning Project.

 

The principal will be amortized in semi-annual payments in December and June, starting in December 2023 and ending in December 2036. Interests mature semi-annually in June and December, starting in June 2023 and ending in December 2036, at CDI + 0.5% p.a.

 

The loan is collateralized by Société de Promotion et de Participation pour la Coopération Economique (PROPARCO). Interests mature semi-annually in June and December, starting in June 2023 and ending in December 2036, at CDI + 2.0% p.a.

 

·The covenants agreed upon for IDB INVEST 2023 are:

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

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

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

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

 

IDB 1983AB

 

In the second quarter of 2023, the Company paid the final amortization of IDB 1983AB, totaling R$ 39.7 million, of which R$ 38.3 million in principal and R$ 1.4 million in interest.

 

BNDES PAC 2008

 

In the second quarter of 2023, the Company paid the final amortization of BNDES PAC 2008, totaling R$ 1.1 million.

 

PAGE: 76 of 110

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Notes to the Quarterly Information

 
  

 

IFC 2023

 

In the second quarter of 2023, the Company contracted financing of R$ 1.0 billion with the International Finance Corporation (IFC), which is expected to be received by September 2023. The proceeds raised from this contract will be exclusively used to cover the costs of the New Pinheiros Project.

 

In the third quarter of 2023, R$ 0.5 billion was raised.

 

The principal will be amortized in semi-annual payments in October and April, starting in October 2025 and ending in April 2033. Interests mature semi-annually in October and April, starting in October 2023 and ending in April 2033, at CDI + 1.7% p.a. SABESP must also pay to IFC a commitment fee of 1% p.a. on the portion that has not been disbursed or canceled.

 

·The covenants agreed upon for IFC 2023 are:

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

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

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

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

 

(b)Lease

 

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

 

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

 

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

 

(c)Covenants

 

The table below shows the most restrictive covenants as of September 30, 2023.

 

 

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
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 installment payments of debts with the electricity supplier.

 

As of September 30, 2023, and December 31, 2022, the Company met the requirements set forth by its borrowings and financing agreements.

 

PAGE: 77 of 110

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Notes to the Quarterly Information

 
  

 

 

(d)Borrowings and financing – Credit limited

 

 
 

Parent Company and Consolidated

Agent

 

September 30, 2023

    (in millions of reais (*))
Brazilian Federal Savings Bank   949
Brazilian Development Bank (BNDES)   220
Inter-American Development Bank (IDB)   935
International Bank for Reconstruction and Development (IBRD)   1,121
International Finance Corporation - IFC   500
Other  

19

TOTAL  

3,744

 

(*) Brazilian Central Bank’s exchange rate as of September 30, 2023 (US$ 1.00 = R$ 5.0076; ¥ 1.00 = R$ 0.03351).

 

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

 

 

Parent Company

 

September 30, 2023

December 31, 2022

Recoverable taxes    
Income tax and social contribution 228,443 206,517
Withheld income tax (IRRF) on financial investments 20,770 33,283
Other federal taxes

13,529

3,106

Total

262,742

242,906

 

 

 

Consolidated

 

September 30, 2023

Recoverable taxes  
Income tax and social contribution 228,443
Withheld income tax (IRRF) on financial investments 20,771
Other federal taxes

13,529

Total

262,743

 

 

 

PAGE: 78 of 110

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Notes to the Quarterly Information

 
  

 

 

(b)Current liabilities

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Taxes and contributions payable    
Income tax and social contribution 108,272 -
Cofins and Pasep 115,377 134,624
INSS (social security contribution) 44,393 44,515
IRRF (withholding income tax) 6,592 63,361
Other

35,523

50,961

Total

310,157

293,461

 

On February 08, 2023, the Federal Supreme Court (STF) unanimously decided that a final decision favorable to companies on taxes paid on a continuous base would lose its effects if the STF later rules against it.

 

The Company analyzed the matter judged in this decision, which covers Social Contribution on Net Profit, as well as other taxes that fit into the decision granted, and did not identify any impact on the Financial Statements.

 

 

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Notes to the Quarterly Information

 
  

 

 

18Deferred taxes and contributions

 

(a)Statement of financial position details

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Deferred income tax assets    
Provisions 628,572 560,404
Pension plan obligations - G1 127,287 141,606
Donations of underlying assets on concession agreements 45,516 46,088
Allowance for doubtful accounts 222,462 199,363
Other

209,546

171,798

Total deferred tax asset

1,233,383

1,119,259

     
Deferred income tax liabilities    
Temporary difference on concession of intangible asset (343,356) (353,817)
Capitalization of borrowing costs (474,811) (457,669)
Profit on supply to government entities (342,570) (346,650)
Actuarial gain – G1 Plan (93,561) (93,561)
Construction margin (41,265) (43,323)
Borrowing costs

(9,945)

(13,517)

Total deferred tax liabilities

(1,305,508)

(1,308,537)

     
Deferred tax liability, net

(72,125)

(189,278)

 

 

 

PAGE: 80 of 110

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Notes to the Quarterly Information

 
  

 

 

(b)Changes

 

 

Parent Company and Consolidated

Deferred income tax assets

December 31,

2022

Net

change

September 30,

2023

Provisions 560,404 68,168 628,572
Pension plan obligations - G1 141,606 (14,319) 127,287
Donations of underlying assets on concession agreements 46,088 (572) 45,516
Allowance for doubtful accounts 199,363 23,099 222,462
Other

171,798

37,748

209,546

Total

1,119,259

114,124

1,233,383

       
Deferred income tax liabilities      
Temporary difference on concession of intangible asset (353,817) 10,461 (343,356)
Capitalization of borrowing costs (457,669) (17,142) (474,811)
Profit on supply to government entities (346,650) 4,080 (342,570)
Actuarial gain – G1 (93,561) - (93,561)
Construction margin (43,323) 2,058 (41,265)
Borrowing costs

(13,517)

3,572

(9,945)

Total

(1,308,537)

3,029

(1,305,508)

       
Deferred tax liability, net

(189,278)

117,153

(72,125)

 

 

PAGE: 81 of 110

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Notes to the Quarterly Information

 
  

 

 

 

Parent Company

Deferred income tax assets

December 31,

2021

Net

change

September 30,

2022

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

127,092

34,046

161,138

Total

1,012,595

(27,922)

984,673

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

(14,556)

(172)

(14,728)

Total

(1,296,334)

(24,291)

(1,320,625)

       
Deferred tax liability, net

(283,739)

(52,213)

(335,952)

 

 

PAGE: 82 of 110

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Notes to the Quarterly 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:

 

 

 

Parent Company and Consolidated

Parent Company

 

July to

September 2023

January to

September 2023

July to

September 2022

January to

September 2022

         
Profit before income taxes 1,277,649 3,467,427 1,638,213 3,702,154
Statutory rate

34%

34%

34%

34%

         
Estimated expense at statutory rate (434,401) (1,178,925) (556,992) (1,258,732)
Tax benefit of interest on capital - 44,492 - 32,878
Permanent differences:        
Provision Law 4,819/1958 – G0 (i) (10,181) (31,111) (6,876) (21,861)
Donations (1,889) (6,361) (2,434) (7,316)
Other differences

15,117

41,728

9,149

31,934

         
Income tax and social contribution

(431,354)

(1,130,177)

(557,153)

(1,223,097)

         
Current income tax and social contribution (461,143) (1,247,330) (501,204) (1,170,884)
Deferred income tax and social contribution 29,789 117,153 (55,949) (52,213)
Effective rate 34% 33% 34% 33%

 

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

 

 

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19Provisions

 

(a)Lawsuits and proceedings that resulted in provisions

 

(I)Statement of financial position details

 

The Company is a party to several legal claims and administrative proceedings arising from the normal course of business, including civil, tax, labor, and environmental matters. Management recognizes provisions consistently with the recognition and measurement criteria established in Note 3.15 to the Annual Financial Statements as of December 31, 2022. The terms and payment amounts are defined based on the outcome of these lawsuits.

 

 

Parent Company and Consolidated

 

Parent Company

 

September 30, 2023

 

December 31, 2022

 

 

Provisions

Escrow deposits

Provisions net of deposits

 

Provisions

Escrow deposits

Provisions net of deposits

Customer claims (i) 169,416 (6,647) 162,769   151,023 (6,226) 144,797
Supplier claims (ii) 326,771 (90,673) 236,098   257,080 (53) 257,027
Other civil claims (iii) 111,689 (1,252) 110,437   99,462 (1,131) 98,331
Tax claims (iv) 98,907 (16,568) 82,339   79,532 (16,037) 63,495
Labor claims (v) 667,495 (15,918) 651,577   654,277 (13,979) 640,298
Environmental claims (vi)

474,462

(48)

474,414

 

406,872

(36)

406,836

Total

1,848,740

(131,106)

1,717,634

 

1,648,246

(37,462)

1,610,784

               
Current 1,014,493 - 1,014,493   924,038 - 924,038
Noncurrent 834,247 (131,106) 703,141   724,208 (37,462) 686,746

 

 

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Notes to the Quarterly Information

 
  

 

 

(II)Changes

 

 

Parent Company and Consolidated

 

December

31,

2022

Additional provisions

Interest and inflation adjustment

Use of the accrual

Amounts not used

(reversal)

September

30,

2023

Customer claims (i) 151,023 29,098 23,673 (24,871) (9,507) 169,416
Supplier claims (ii) 257,080 110,734 14,104 (54,905) (242) 326,771
Other civil claims (iii) 99,462 68,527 19,266 (14,431) (61,135) 111,689
Tax claims (iv) 79,532 16,513 4,794 (496) (1,436) 98,907
Labor claims (v) 654,277 52,265 45,004 (37,144) (46,907) 667,495
Environmental claims (vi)

406,872

41,343

40,454

-

(14,207)

474,462

Subtotal 1,648,246 318,480 147,295 (131,847) (133,434) 1,848,740
Escrow deposits

(37,462)

(149,389)

(3,225)

56,929

2,041

(131,106)

Total

1,610,784

169,091

144,070

(74,918)

(131,393)

1,717,634

 

 

 

 

Parent Company

 

December 31,

2021

Additional provisions

Interest and inflation adjustment

Use of the accrual

Amounts not used

(reversal)

September 30,

2022

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

331,326

29,249

39,498

(300)

(8,267)

391,506

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

(32,017)

(53,100)

(4,499)

9,797

3,239

(76,580)

Total

1,448,493

161,977

140,748

(369,584)

(73,362)

1,308,272

 

 

(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:

 

 

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Notes to the Quarterly Information

 
  

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Customer claims (i) 161,477 200,966
Supplier claims (ii) 998,155 1,147,606
Other civil claims (iii) 1,016,704 1,146,048
Tax claims (iv) 2,070,805 1,869,583
Labor claims (v) 2,830,301 1,471,423
Environmental claims (vi)

4,073,787

3,302,843

Total

11,151,229

9,138,469

 

 

(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 inflation 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.

 

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Notes to the Quarterly Information

 
  

 

 

(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.

 

The main objects in which the Company is involved are: a) blame SABESP for discharging or releasing sewage without proper treatment; b) invest in the water and sewage treatment system of the municipality, under penalty of paying a fine; c) pay compensation for environmental damages; amongst others.

 

(d)Guarantee insurance

 

As of May 25, 2023, the Company executed an agreement effective for one year for the issue of policies under several types of guarantee insurance. The limit that can be used is R$ 600 million. The guarantee insurance for escrow deposit is used in legal claims, where instead of immediately disbursing cash, the Company uses the guarantee provided by the insurance until the end of these proceedings, limited to up to five years. As of September 30, 2023, R$ 512.3 million was available for use.

 

 

20Labor liabilities and pension plan obligations

 

 

Parent Company and Consolidated

Parent Company

 

September 30, 2023

December 31, 2022

Salaries and payroll charges 42,225 70,089
Provision for vacation 271,269 254,469
Provision for Christmas bonus 88,117 -
Healthcare plan (i) 83,329 70,136
Provision for profit sharing (ii) 74,337 96,227
Incentivized Dismissal Program - IDP (iii) 342,222 -
Consent Decree (TAC) 6,869 6,114
Knowledge Retention Program (KRP)

1,238

1,469

Total

909,606

498,504

 

(i)Healthcare plan

 

Benefits granted are paid after the event, free of choice, and are sponsored by the contributions of SABESP and the employees. In the third quarter of 2023, the Company contributed 9.3%, on average, of gross payroll, totaling R$ 85,971 (8.8% in the third quarter of 2022, totaling R$ 68,982).

 

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(ii)Profit sharing

 

Based on an agreement with the labor union, the Profit Sharing Program corresponds to up to one month’s salary for each employee, depending on the achievement of the goals established, from January to December, and should be paid in the subsequent year.

 

(iii)Incentivized Dismissal Program - IDP

 

In June 2023, the Company implemented the Incentivized Dismissal Program (IDP or Program) to pacifically reduce the workforce and provide gains in efficiency, increase of competitiveness, and optimization of costs.

 

The deadline for registrations in the Program was from June 1 to 30, 2023, and the employment terminations will occur from July 1, 2023 to June 30, 2024. The IDP received registrations from 1,862 employees.

 

For all Program participants, compliance with the clauses contained in the Collective Bargaining Agreement effective on the date of termination is guaranteed, and the following indemnity incentives will be granted:

 

a.half of the indemnified advance notice, proportional to the service time at SABESP, equivalent to the percentage of the FGTS balance for termination purposes on the date of termination (according to the table below);

 

b.indemnity incentive proportional to the service time at SABESP based on the base salary + function bonus, for each complete year of work (according to the table below); and

 

c.health plan: starting from the subsequent month of termination, the health plan will be the responsibility of the policyholder and SABESP will reimburse the monthly fee up to an individual amount of R$ 1,878.30/month for the policyholder and his/her spouse, for 24 consecutive and uninterrupted months. If the policyholder chooses a health plan with a monthly fee lower than the reimbursable amount, he/she will not be entitled to any difference, thus not generating any credit or balance to be offset against future installments over the course of the 24 consecutive and uninterrupted months.

 

Service time at SABESP (years)

% of the FGTS balance

% of the compensation for each complete year of work

> 15 20% 20%
11 - 15 12.5% 12.5%
6 - 10 5% 5%
0 - 5 2.5% 2.5%

 

As of September 30, 2023, R$ 442,119 was recorded due to the provision for employee indemnity incentives, of which R$ 342,222 in current liabilities and R$ 99,897 in noncurrent liabilities under “Labor Obligations”.

 

 

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).

 

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Defined benefit plans

 

Summary of pension plan obligations- Liabilities

 

 

Parent Company and Consolidated

 

G1 Plan

G0 Plan

Total

Pension plan obligations as of December 31, 2022 (148,116) (2,002,075) (2,150,191)
(Expenses) / revenues recognized in 2023 13,152 (168,915) (155,763)
Payments made in 2023

30,796

148,240

179,036

Pension plan obligations as of September 30, 2023

(104,168)

(2,022,750)

(2,126,918)

 

 

 

Parent Company

 

G1 Plan

G0 Plan

Total

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

29,387

140,497

169,884

Pension plan obligations as of September 30, 2022

(108,992)

(2,184,279)

(2,293,271)

 

(i)G1 Plan

 

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

 

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

 

(ii)G0 Plan

 

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

 

(iii)Sabesprev Mais Plan

 

Managed 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.

 

(ii)VIVEST Plan

 

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

 

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(v)Reconciliation of expenditures with pension plan obligations

 

 

Parent Company and Consolidated

Parent Company

 

July to September

2023

January to September

2023

July to September

2022

January to September

2022

         
G1 Plan (i) (4,384) (13,152) 2,922 8,779
G0 Plan (ii) 56,305 168,915 44,238 132,714
Sabesprev Mais Plan (iii) 7,032 20,514 6,686 18,993
VIVEST Plan (iv)

142

340

85

216

Subtotal 59,095 176,617 53,931 160,702
Capitalized (576) (1,954) (878) (2,472)
Reimbursement of additional retirement and pension benefits paid (G0) (26,361) (77,412) (24,014) (68,416)
Other

1,492

4,655

1,333

3,916

Pension plan obligations (Note 27)

33,650

101,906

30,372

93,730

 

 

22Services payable

 

This line records the balances payable, mainly from services received from third parties, such as the supply of electric power, reading of hydrometers and delivery of water and sewage bills, cleaning, surveillance and security services, collection, legal counsel services, audit, marketing, and advertising and consulting services, among others. The amounts payable to the municipal governments related to transfers provided for in the concession agreements are also recorded. The balances as of September 30, 2023, and December 31, 2022, were R$ 756,547 and R$ 723,242, respectively.

 

 

23Equity

 

(a)Share capital

 

As of September 30, 2023, and December 31, 2022, 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:

 

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September 30, 2023

December 31, 2022

 

Number of shares

%

Number of shares

%

 São Paulo State 343,506,664 50.3 343,506,664 50.3
 Other shareholders    
   In Brazil (1) 253,006,352 37.0 257,339,417 37.6
   Abroad (2)

86,996,853

12.7

82,663,788

12.1

     
 Total

683,509,869

100.0

683,509,869

100.0

 

(1)As of September 30, 2023, the common shares traded in Brazil were held by 44,906 shareholders. It includes six shares held by Cia Paulista de Parcerias – CPP, a company controlled by the São Paulo State Government.
(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.

 

(b)Interest on capital

 

The Annual Shareholders' Meeting held on April 28, 2023, approved the distribution of dividends as interest on capital totaling R$ 741,301, corresponding to minimum mandatory dividends and R$ 130,857 as supplementary minimum dividends, totaling R$ 872,158, which was paid on June 26, 2023.

 

 

24Earnings per share

 

Basic and diluted

 

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

 

 

July to

September

2023

January to

September

2023

July to

September

2022

January to

September

2022

         
Profit attributable to the Company’s owners 846,295 2,337,250 1,081,060 2,479,057
Weighted average number of common shares issued

683,509,869

683,509,869

683,509,869

683,509,869

         
Basic and diluted earnings per share (reais per share)

1.23816

3.41948

1.58163

3.62695

 

 

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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

 

 

Parent Company

 

July to September 2023

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue   5,539,361 1,332,813 6,872,174
Gross sales deductions

(418,928)

-

(418,928)

Net operating revenue

5,120,433

1,332,813

6,453,246

Costs, selling, general, and administrative expenses

(3,454,184)

(1,303,156)

(4,757,340)

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

1,666,249

29,657

1,695,906

Other operating income (expenses), net     6,028
Equity accounting     4,635
Financial result, net    

(428,920)

Income from operations before taxes    

1,277,649

Depreciation and amortization (713,461) -    (713,461)

 

 

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Parent Company

 

January to September 2023

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue   15,640,913 3,775,580 19,416,493
Gross sales deductions

(1,110,341)

-

(1,110,341)

Net operating revenue

14,530,572

3,775,580

18,306,152

Costs, selling, general, and administrative expenses

(10,537,390)

(3,691,003)

(14,228,393)

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

3,993,182

84,577

4,077,759

Other operating income (expenses), net     71,148
Equity accounting     21,016
Financial result, net    

(702,496)

Income from operations before taxes    

3,467,427

Depreciation and amortization (2,041,377) -    (2,041,377)

 

 

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Consolidated

 

July to September 2023

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue   5,539,361 1,332,813 6,872,174
Gross sales deductions

(418,928)

-

(418,928)

Net operating revenue

5,120,433

1,332,813

6,453,246

Costs, selling, general, and administrative expenses

(3,454,184)

(1,303,156)

(4,757,340)

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

1,666,249

29,657

1,695,906

Other operating income (expenses), net     6,028
Equity accounting     6,711
Financial result, net    

(430,996)

Income from operations before taxes    

1,277,649

Depreciation and amortization (713,461) -    (713,461)

 

 

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Consolidated

 

January to September 2023

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

Gross operating revenue   15,640,913 3,775,580 19,416,493
Gross sales deductions

(1,110,341)

-

(1,110,341)

Net operating revenue

14,530,572

3,775,580

18,306,152

Costs, selling, general, and administrative expenses

(10,537,390)

(3,691,003)

(14,228,393)

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

3,993,182

84,577

4,077,759

Other operating income (expenses), net     71,148
Equity accounting     23,092
Financial result, net    

(704,572)

Income from operations before taxes    

3,467,427

Depreciation and amortization (2,041,377) - (2,041,377)

 

 

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Parent Company

 

July to September 2022

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

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

(374,905)

-

(374,905)

Net operating revenue

4,637,484

1,350,255

5,987,739

Costs, selling, general, and administrative expenses

(3,151,290)

(1,319,898)

(4,471,188)

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

1,486,194

30,357

1,516,551

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

118,508

Income from operations before taxes    

1,638,213

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

 

 

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Parent Company

 

January to September 2022

 

Sanitation (i)

Reconciliation to the income statement (ii)

Balance according to the financial statements

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

(1,031,734)

-

(1,031,734)

Net operating revenue

12,730,347

3,393,182

16,123,529

Costs, selling, general, and administrative expenses

(9,258,316)

(3,316,893)

(12,575,209)

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

3,472,031

76,289

3,548,320

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

134,257

Income from operations before taxes    

3,702,154

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

 

(i)See Note 31 for further information about non-cash items, other than depreciation and amortization that impact segment results, and for additional information on long-lived assets.
(ii)Construction revenue and related costs are not reported to the CODM. Revenue from construction is recognized under ICPC 01 (R1) / IFRIC 12 (Concession Agreements) and CPC 47/IFRS 15 (Revenue from Contracts with Customers), as all performance obligations are met over time. See Note 13 (b) for further information.

 

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26Operating income

 

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

 

 

Parent Company and Consolidated

Parent Company

 

July to

September 2023

January to

September 2023

July to

September 2022

January to

September 2022

         
Revenue from sanitation services (i) 5,539,361 15,640,913 5,012,389 13,762,081
Construction revenue 1,332,813 3,775,580 1,350,255 3,393,182
Sales tax (397,781) (1,046,901) (356,454) (976,380)
Regulation, Control and Oversight Fee (TRCF)

(21,147)

(63,440)

(18,451)

(55,354)

Net revenue

6,453,246

18,306,152

5,987,739

16,123,529

 

(i) Includes R$ 27,514 and R$ 77,268 referring to the TRCF charged from customers from July to September and from January to September 2023 (R$ 24,042 and R$ 67,576 from April to June and from January to June 2022), respectively, referring to the municipalities regulated by ARSESP.

 

 

27Operating costs and expenses

 

 

Parent Company and Consolidated

Parent Company

 

July to

September 2023

January to

September 2023

July to

September 2022

January to

September 2022

Operating costs        
Salaries, payroll charges, and benefits (606,845) (2,214,111) (583,682) (1,684,376)
Pension plan obligations (2,099) (5,940) (7,598) (22,144)
Construction costs (Note 25) (1,303,156) (3,691,003) (1,319,898) (3,316,893)
General supplies (95,075) (266,688) (93,015) (255,430)
Treatment supplies (113,231) (416,668) (149,871) (439,670)
Outsourced services (543,457) (1,459,593) (460,105) (1,257,805)
Electricity (367,400) (1,148,416) (358,734) (1,145,179)
General expenses (251,771) (718,766) (230,122) (634,781)
Depreciation and amortization

(661,485)

(1,887,732)

(564,568)

(1,659,603)

  (3,944,519) (11,808,917) (3,767,593) (10,415,881)
         
         
         
         
         
         

 

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Parent Company and Consolidated

Parent Company

 

July to

September 2023

January to

September 2023

July to

September 2022

January to

September 2022

Selling expenses        
Salaries, payroll charges, and benefits (72,391) (278,754) (78,757) (227,130)
Pension plan obligations (216) (653) (1,023) (2,992)
General supplies (1,563) (4,657) (1,989) (5,268)
Outsourced services (115,874) (327,667) (110,593) (301,309)
Electricity (147) (524) (155) (840)
General expenses (29,953) (85,003) (24,768) (76,456)
Depreciation and amortization

(16,930)

(50,710)

(16,769)

(50,171)

  (237,074) (747,968) (234,054) (664,166)
         
Bad debt expense, net of recoveries (Note 9 (c)) (156,664) (536,895) (135,822) (566,448)
         
Administrative expenses        
Salaries, payroll charges, and benefits (87,994) (297,722) (71,747) (203,486)
Pension plan obligations (31,335) (95,313) (21,751) (68,594)
General supplies 69 (3,089) (12,807) (28,508)
Outsourced services (65,147) (205,291) (64,645) (187,674)
Electricity (417) (1,598) (460) (1,365)
General expenses (176,364) (364,712) (106,611) (286,064)
Depreciation and amortization (35,046) (102,935) (32,374) (91,848)
Tax expenses

(22,849)

(63,953)

(23,324)

(61,175)

  (419,083) (1,134,613) (333,719) (928,714)
         
Operating costs and expenses        
Salaries, payroll charges, and benefits (767,230) (2,790,587) (734,186) (2,114,992)
Pension plan obligations (Note 21 (v)) (33,650) (101,906) (30,372) (93,730)
Construction costs (Note 25) (1,303,156) (3,691,003) (1,319,898) (3,316,893)
General supplies (96,569) (274,434) (107,811) (289,206)
Treatment supplies (113,231) (416,668) (149,871) (439,670)
Outsourced services (724,478) (1,992,551) (635,343) (1,746,788)
Electricity (367,964) (1,150,538) (359,349) (1,147,384)
General expenses (458,088) (1,168,481) (361,501) (997,301)
Depreciation and amortization (713,461) (2,041,377) (613,711) (1,801,622)
Tax expenses (22,849) (63,953) (23,324) (61,175)
Bad debt expense, net of recoveries (Note 9 (c))

(156,664)

(536,895)

(135,822)

(566,448)

 

(4,757,340)

(14,228,393)

(4,471,188)

(12,575,209)

 

 

 

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28Financial income (expenses)

 

 

Parent Company

 

July to

September 2023

January to

September 2023

July to

September 2022

January to

September 2022

Financial expenses        
Interest and charges on borrowings and financing – local currency (297,330) (824,396) (271,251) (676,593)
Interest and charges on borrowings and financing – foreign currency (22,370) (66,654) (14,625) (32,959)
Other financial expenses (131,018) (310,674) (89,156) (253,105)
Inflation adjustment on borrowings and financing (14,563) (123,126) 14,689 (147,365)
Other inflation adjustments (44,732) (140,599) (40,596) (139,751)
Interest and inflation adjustment on provisions

(51,088)

(141,052)

(3,854)

(97,764)

Total financial expenses

(561,101)

(1,606,501)

(404,793)

(1,347,537)

         
Financial revenue        
Inflation adjustment gains 34,761 145,269 350,124 476,989
Income on financial investments 83,370 281,935 115,359 296,360
Interest income 72,563 207,910 61,452 203,056
Cofins and Pasep (8,994) (29,710) (30,746) (51,648)
Other

62

79

-

14

Total financial income

181,762

605,483

496,189

924,771

         
Financial income (expenses), net of exchange rate changes

(379,339)

(1,001,018)

91,396

(422,766)

         
Exchange gain (losses)        
Exchange rate changes on borrowings and financing (49,911) 297,623 27,258 556,474
Exchange rate changes on assets 338 909 (147) 443
Other exchange rate changes

(8)

(10)

1

106

Exchange rate changes, net

(49,581)

298,522

27,112

557,023

         
Financial income (expenses)

(428,920)

(702,496)

118,508

134,257

 

 

 

 

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Consolidated

 

July to

September 2023

January to

September 2023

Financial expenses    
Interest and charges on borrowings and financing – local currency (297,330) (824,396)
Interest and charges on borrowings and financing – foreign currency (22,370) (66,654)
Other financial expenses (131,018) (310,674)
Inflation adjustment on borrowings and financing (14,563) (123,126)
Other monetary variations (44,732) (140,599)
Interest and inflation adjustment on provisions

(51,088)

(141,052)

Total financial expenses

(561,101)

(1,606,501)

     
Financial revenue    
Inflation adjustment gains 34,761 145,269
Income on financial investments 81,294 279,859
Interest income 72,563 207,910
Cofins and Pasep (8,994) (29,710)
Other

62

79

Total financial income

179,686

603,407

     
Financial income (expenses), net of exchange rate changes

(381,415)

(1,003,094)

     
Exchange gain (losses)    
Exchange rate changes on borrowings and financing (49,911) 297,623
Exchange rate changes on assets 338 909
Other exchange rate changes

(8)

(10)

Exchange rate changes, net

(49,581)

298,522

     
Financial income (expenses)

(430,996)

(704,572)

 

 

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Notes to the Quarterly Information

 
  

 

 

29Other operating income (expenses), net

 

 

Parent Company and Consolidated

Parent Company

 

July to

September 2023

January to

September 2023

July to

September 2022

January to

September 2022

         
Other operating income, net 14,281 93,241 22,115 45,985
Other operating expenses

(8,253)

(22,093)

(24,902)

(43,856)

         
Other operating income (expenses), net

6,028

71,148

(2,787)

2,129

 

Other operating income includes revenue from the sale of property, plant and equipment, 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 the derecognition of concession 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 to build new projects aiming at achieving the objectives proposed in its target plan. The main unrecognized committed amounts as of September 30, 2023 are as follows:

 

 

1 year

1-3 years

3-5 years

More than

5 years

Total

Contractual obligations – Expenses 1,215,485 1,431,822 262,859 604,943 3,515,109
Contractual obligations - Investments

3,305,298

4,239,732

1,824,677

105,800

9,475,507

Total

4,520,783

5,671,554

2,087,536

710,743

12,990,616

 

 

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Notes to the Quarterly Information

 
  

 

 

31Supplemental cash flow information

 

 

Parent Company

 

January to September 2023

January to September 2022

     
Total additions to contract assets (Note 13) 3,734,020 3,559,587
Total additions to intangible assets (Note 14 (b)) 112,518 51,136
     
Items not affecting cash (see breakdown below)

(1,637,045)

(1,103,092)

     
Total additions to intangible and contract assets according to the statement of cash flows 2,209,493 2,507,631
     
Investments and financing operations affecting intangible assets but not cash:    
Interest capitalized in the period (Note 13 (a)) 499,614 458,786
Contractors payable 496,897 276,409
Performance agreements 448,124 249,661
Right of use 107,833 41,947
Construction margin (Note 25)

84,577

76,289

Total

1,637,045

1,103,092

 

 

Consolidated

 

January to September 2023

   
Total additions to contract assets (Note 13) 3,734,020
Total additions to intangible assets (Note 14 (b)) 260,518
   
Items not affecting cash (see breakdown below)

(1,637,045)

   
Total additions to intangible and contract assets according to the statement of cash flows 2,357,493
   
Investments and financing operations affecting intangible assets but not cash:  
Interest capitalized in the period (Note 13 (a)) 499,614
Contractors payable 496,897
Performance agreements 448,124
Right of use 107,833
Construction margin (Note 25)

84,577

Total

1,637,045

 

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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 and quarterly results shall not apply.

 

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

 

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Other Information Deemed as Relevant by the Company

 

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

 

 

CONSOLIDATED SHAREHOLDING POSITION OF CONTROLLING SHAREHOLDERS AND MANAGEMENT, AND OUTSTANDING SHARES

Position as of 09/30/2023

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 1,100 0% 1,100 0%
Executive Board 1.300 0% 1.300 0%
         
Fiscal Council 110 0% 110 0%
         
Treasury Shares - - - -
         
Other Shareholders        
         
Total 343,509,180 50.3% 343,509,180 50.3%
         
         
Outstanding Shares 340,000,689 49.7% 340,000,689 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 09/30/2022

Shareholder

Number of

Common Shares (Units)

%

Total Number of Shares

(Units)

%
Controlling Shareholder        
Treasury Department 343,506,664 50.3% 343,506,664 50.3%

Companhia Paulista de Parcerias

- CPP

6 0% 6 0%
Management        
Board of Directors 100 0% 100 0%
Executive Board - - - -
         
Fiscal Council - - - -
         
Treasury Shares - - - -
         
Other Shareholders - - - -
         
Total 343,506,770 50.3% 343,506,770 50.3%
         
         
Outstanding Shares 340,003,099 49.7% 340,003,099 49.7%

 

 

2.SHAREHOLDING POSITION

 

 

 

SHAREHOLDING POSITION OF HOLDERS OF MORE THAN 5% OF EACH TYPE AND CLASS OF COMPANY SHARES, UP TO THE INDIVIDUAL LEVEL

Company:

CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO

Position as of 09/30/2023 (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 Report on Special Review

 

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

 

INDEPENDENT AUDITOR’S REVIEW REPORT ON THE INDIVIDUAL AND CONSOLIDATED INTERIM FINANCIAL INFORMATION

 

 

To the

Shareholders and Management of

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

São Paulo - SP

 

 

Introduction

 

We have reviewed the interim financial information of Companhia de Saneamento Básico do Estado de São Paulo (“Company”), included in the Quarterly Information, for the quarter ended September 30, 2023, which comprise the interim statements of financial position as at September 30, 2023, and the respective interim statements of income and comprehensive income for the three- and nine-month periods then ended, and the interim statements of changes in equity and cash flows for the nine-month period then ended, as well as the corresponding notes.

 

The Company’s Management is responsible for the preparation of this interim financial information, in accordance with NBC TG 21 (R4) and International Accounting Standard (IAS) 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), and for its presentation in accordance with standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to Quarterly Information. Our responsibility is to express a conclusion on this interim financial information based on our review.

 

 

Scope of the review

 

We conducted our review in accordance with Brazilian and international standards on review engagements (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 principally of applying analytical and other review procedures and making enquiries of and having discussions with persons responsible for financial and accounting matters. An interim review is substantially less in scope than an audit conducted in accordance with auditing standards, and has not provided us assurance that we would become aware of any or all significant matters that might be identified in an audit. Accordingly, we do not express such an audit opinion.

 

 

Conclusion on the interim financial information

 

Based on our review, we are not aware of any fact that would lead us to believe that the individual and consolidated interim financial information included in the quarterly information referred to above has not been prepared, in all material respects, in accordance with NBC TG 21 (R4) and IAS 34, applicable to Quarterly Information (ITR), and presented in accordance with the standards issued by CVM.

 

 

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Reports and Statements / Unqualified Report on Special Review

 

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

 

Other matters

 

Interim statements of value added (DVA)

 

The interim financial information referred to above includes the statements of value added for the nine-month period ended September 30, 2023, 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 review procedures executed with the review of the interim financial information, with the purpose of concluding whether they are reconciled with the interim financial information and accounting records, as applicable, and if their form and contents meet the criteria defined in NBC TG 09 – Statement of Value Added. Based on our review, we are not aware of any fact that would lead us to believe that these statements of value added were not prepared, in all material respects, in accordance with the criteria established in this standard and consistently with the interim financial information taken as a whole.

 

Audit and review of financial statements and comparative quarterly information

 

The quarterly information mentioned in the first paragraph includes financial information corresponding to income (loss), changes in equity, cash flows and added value for the quarter ended September 30, 2022, obtained from its quarterly information, and to the statements of financial position as at December 31, 2022, obtained from the financial statements as at December 31, 2022, presented for comparison purposes. The review of the financial information for the period ended September 30, 2022, and the audit of the financial statements for the year ended December 31, 2022, were conducted under the responsibility of other independent auditors, whose review and audit reports thereon, dated August 10, 2023 and March 23, 2023.

 

The accompanying financial information has been translated into English for the convenience of readers outside Brazil.

 

 

São Paulo, November 09, 2023.

 

 

BDO RCS Auditores Independentes SS Ltda.

CRC 2 SP 013846/O-1

 

 

Dário Vieira de Lima

Accountant CRC 1 SP 238754/O-6

 

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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 27, item VI of CVM Resolution 80, of March 29, 2022, that:

They reviewed, discussed, and agreed with the quarterly information for the period ended September 30, 2023.

São Paulo, November 9, 2023.

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

André Gustavo Salcedo Teixeira Mendes
CEO

Catia Cristina Teixeira Pereira

Chief Economic, Financial, and Investor Relations Officer

Sabrina de Menezes Correa Furstenau Sabino
People and Corporate Management Officer

Paula Alessandra Bonin Costa Violante
Engineering and Innovation Officer

Roberval Tavares de Souza

Operation and Maintenance Officer

Bruno Magalhães D'Abadia

Regulation and New Businesses Officer

Caio Marcelo de Medeiros Melo
Customers Officer

 

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

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 27, item V of CVM Resolution 80, of March 29, 2022, that:

They reviewed, discussed, and agreed with the Report of Independent Registered Public Accounting Firm on the quarterly information for the period ended September 30, 2023.

São Paulo, November 9, 2023.

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

André Gustavo Salcedo Teixeira Mendes

CEO

Catia Cristina Teixeira Pereira

Chief Economic, Financial, and Investor Relations Officer

Sabrina de Menezes Correa Furstenau Sabino
People and Corporate Management Officer

Paula Alessandra Bonin Costa Violante
Engineering and Innovation Officer

Roberval Tavares de Souza

Operation and Maintenance Officer

Bruno Magalhães D'Abadia

Regulation and New Businesses Officer

Caio Marcelo de Medeiros Melo
Customers Officer

 

 

 

PAGE: 110 of 110

 
 

SIGNATURE  
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city São Paulo, Brazil.
Date: November 24, 2023
 
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
By: /s/  Catia Cristina Teixeira Pereira    
 
Name: Catia Cristina Teixeira Pereira
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.



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