CI&T Inc 6-K, filed Dec 1, 2021

CI&T Inc (CINT)

6-K 2021-12-01 For: 2021-12-01

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Added on April 10, 2026

About this 6-K

CI&T Inc filed this 6-K on December 1, 2021.

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	1.	3Q21 Earnings Release
	2.	Unaudited condensed consolidated interim financial information for the three and nine-month periods ended September 30, 2021 and 2020
	3.	Unaudited Pro Forma Condensed Financial Information for the nine months ended September 30, 2021

	Three months ended September				Nine months ended September
	2021		2020		2021		2020
	(in thousands of Brazilian reais)				(in thousands of Brazilian reais)
Net Revenue	375,970		242,897		987,586		691,152
Gross Profit	129,124		92,582		346,600		256,580
Reconciliation of Adjusted Gross Profit
Depreciation and amortization (cost of services provided)	10,345		6,092		23,121		18,091
Stock Options	116		43		348		62
Adjusted Gross Profit	139,584		98,717		370,069		274,733
Adjusted Gross Profit Margin	37.1	%	40.6	%	37.5	%	39.7	%
Reconciliation of EBITDA
Net profit (loss) for the period	(2,208	)	39,538		82,129		98,253
Adjustments
Net finance costs	22,416		1,891		26,102		14,036
Income tax expense	18,857		16,386		57,515		46,287
Depreciation and amortization	14,083		7,559		30,102		22,452
EBITDA	53,147		65,374		195,848		181,028
EBITDA Margin	14.1	%	26.9	%	19.8	%	26.2	%
Reconciliation of Adjusted EBITDA
Net profit for the period	(2,208	)	39,538		82,129		98,253
Adjustments
Net finance costs	22,416		1,891		26,102		14,036
Income tax expense	18,857		16,386		57,515		46,287
Depreciation and amortization	14,083		7,559		30,102		22,452
Stock Options	193		213		693		733
Consulting Expenses	4,895		320		5,357		320
Government grants	(4	)	(673	)	(1,418	)	(1,318	)
Impairment	21,818		-		21,818		-
Adjusted EBITDA	80,048		65,234		222,298		180,763
Adjusted EBITDA Margin	21.3	%	26.9	%	22.5	%	26.2	%
Reconciliation of Adjusted Net Profit (loss)
Net profit (loss) for the period	(2,208	)	39,538		82,129		98,253
Adjustments
Impairment	21,818		-		21,818		-
Consulting Expenses	4,895		320		5,357		320
Adjusted Net profit (loss) for the period	24,504		39,858		109,304		98,573
Adjusted Net profit (loss) Margin for the period	6.5	%	16.4	%	11.1	%	14.3	%
Net Revenue in Constant Currency	380,707		242,832		-		-

	Three months ended September 2021		Nine months ended September 2021
Pro forma Net Revenue	411,106		1,160,545
Pro forma Cost	(267,184	)	(744,193	)
*Pro forma* Gross Profit	143,922		416,352
Pro forma Selling, general, and administrative	(70,078	)	(193,364	)
Pro forma Impairment loss on trade receivables and contract assets	(1,662	)	(1,938	)
Pro forma Other income (expenses) net	(25,228	)	(24,745	)
*Pro forma* Operating profit before financial income	46,954		196,305
Pro forma Net finance costs	(28,491	)	(48,691	)
*Pro forma* Profit before Income tax	18,463		147,614
Pro forma Income Tax	(16,748	)	(58,840	)
*Pro forma* Net profit (loss) for the period	1,715		88,774
*Reconciliation of Pro forma* EBITDA**
*Pro forma* Net profit (loss) for the period	1,715		88,774
Adjustments
Net finance costs	28,491		48,691
Income tax expense	16,748		58,840
Depreciation and amortization	18,967		53,527
Pro forma EBITDA	65,921		249,832
Pro forma EBITDA Margin	16.0	%	21.5	%
*Reconciliation of Adjusted Pro forma* EBITDA**
Pro forma Net profit (loss) for the period	1,715		88,774
Adjustments
Net finance costs	28,491		48,691
Income tax expense	16,748		58,840
Depreciation and amortization	18,967		53,527
Stock Options	193		693
Consulting Expenses	3,825		6,617
Government grants	(4	)	(1,418	)
Impairment	21,818		21,818
*Adjusted Pro forma* EBITDA**	91,753		277,542
Adjusted Pro forma EBITDA Margin	22.3	%	23.9	%
*Reconciliation of Adjusted Pro forma* Net Income**
Pro forma Net profit (loss) for the period	1,715		88,774
Adjustments
Consulting Expenses	3,825		6,617
Impairment	21,818		21,818
*Adjusted Pro forma* Net profit (loss) for the period**	27,358		117,209
Adjusted Pro forma Net profit (loss) Margin for the period	6.7	%	10.1	%

	Three months ended September 30,				Nine months ended September 30,
	2021		2020		2021		2020
Net Revenue	375,970		242,897		987,586		691,152
Costs of services provided	(246,846	)	(150,315	)	(640,986	)	(434,572	)
Gross Profit (loss)	129,124		92,582		346,600		256,580
Selling expenses	(24,122	)	(14,769	)	(61,902	)	(39,278	)
General and administrative expenses	(38,966	)	(20,268	)	(93,056	)	(58,300	)
Research and technological innovation expenses	-		(690	)	(4	)	(2,652	)
Impairment loss on trade receivables and contract assets	(1,662	)	361		(2,030	)	(5	)
Other income (expenses) net	(25,309	)	599		(23,862	)	2,231
	(90,059	)	(34,767	)	(180,854	)	(98,004	)
Operating profit before financial income	39,065		57,815		165,746		158,576
Finance income	17,591		14,045		43,421		32,851
Finance cost	(40,007	)	(15,936	)	(69,523	)	(46,887	)
Net finance costs	(22,416	)	(1,891	)	(26,102	)	(14,036	)
Profit before Income tax	16,649		55,924		139,644		144,540
Income tax expense
Current	(28,809	)	(14,178	)	(63,367	)	(42,478	)
Deferred	9,952		(2,208	)	5,852		(3,809	)
Net profit (loss) for the year	(2,208	)	39,538		82,129		98,253
Income attributable to:
Controlling shareholders	(2,208	)	39,538		82,129		98,253
Non-controlling interests	-		-		-		-
Net profit (loss) for the year	(2,208	)	39,538		82,129		98,253
Earnings per share
Earnings per share - basic (in R$)	(1.25	)	22.46		46.65		55.81
Earnings per share - diluted (in R$)	(1.25	)	22.46		46.65		55.14

Assets	September 30, 2021	December 31, 2020
Cash and cash equivalents	113,417	162,827
Trade receivables	318,400	196,256
Contract assets	147,603	50,625
Recoverable taxes	7,933	1,016
Tax assets	2,651	2,117
Derivatives	2,842	8,837
Other assets	27,696	12,874
Total current assets	620,542	434,552
Recoverables taxes	3,086	3,099
Deferred tax	25,985	15,152
Judicial deposits	3,075	3,083
Other assets	2,303	2,494
	34,449	23,828
Property, plant and equipment	55,720	38,771
Intangible assets	745,766	18,166
Right-of-use assets	75,138	69,765
	876,624	126,702
Total non-current assets	911,073	150,530
Total assets	1,531,615	585,082

CI&T Inc 6-K, filed Dec 1, 2021

About this 6-K

Unaudited Pro forma Condensed Financial Information

CI&T Brazil Unaudited pro forma condensed statements of profit or loss for the nine months ended September 30, 2021 (In thousands of Brazilian Reais - R$, except earnings per share)

CI&T Brazil Unaudited pro forma condensed statements of profit or loss for the year ended December 31, 2020 (In thousands of Brazilian Reais - R$, except earnings per share)

1 Basis of Presentation of the Unaudited Pro Forma Condensed Financial Information

2. Pro Forma Assumptions

2.1 Consideration Transferred/Expected to be Transferred

2.2 Fair value of assets and liabilities

2.3 Pro Forma Adjustments

Liabilities and equity	September 30, 2021	December 31, 2020
Suppliers	25,053	15,312
Loans and borrowings	138,694	75,377
Lease liabilities	20,952	14,569
Salaries and welfare charges	214,063	141,794
Accounts payable for business combination	97,701	-
Derivatives	3,295	5,392
Tax liabilities	13,671	6,078
Other taxes payable	5,874	3,279
Dividends and interest on equity payable	4,044	30,677
Contract liability	3,014	9,987
Indemnity	-	628
Other liabilities	14,855	7,899
Total current liabilities	541,216	310,992
Loans and borrowings	643,453	13,853
Lease liabilities	62,012	60,659
Provisions	507	161
Accounts payable for business combination	35,872	-
Other liabilities	694	957
Total non-current liabilities	742,538	75,630
Equity
Share capital	59,542	68,968
Capital reserves	9,007	6,764
Profit reserves	146,170	109,308
Other comprehensive Income	33,142	13,420
Total equity	247,861	198,460
Total equity and liabilities	1,531,615	585,082

Cash flows from operating activities	September 30, 2021		September 30, 2020
Net profit for the year	82,129		98,253
*Adjustments for:*
Depreciation and amortization	30,102		22,452
Gain/loss on the sale of property, plant and equipment and intangible assets	338		275
Interest, adjusted for inflation and exchange rate changes	25,998		9,161
Interest on lease	4,409		3,497
Unrealized gains on financial instruments	3,898		6,006
Income tax expense	57,515		46,287
Provision for (reversal of) impairment losses on trade receivables and contract assets	2,030		5
Wite-off (impairment) of intangible assets	21,818		-
Provision for labor risks	346		13
Exchange rate changes on indemnity	-		(4,413	)
Provision for indemnity	-		-
Share-based plan	694		733
Remeasurement of Right-of-Use assets	247		-
Others	(195	)	(119	)
Reduction (Increase) in operating assets and liabilities
Trade receivables	(87,669	)	(30,283	)
Contract assets	(67,530	)	(16,272	)
Other taxes recoverable	(13,260	)	(4,548	)
Current tax assets	(2	)	505
Judicial deposits	7		-
Suppliers	4,075		2,821
Salaries and welfare charges	43,788		38,889
Tax liabilities	(3,797	)	(7,940	)
Other taxes payable	1,448		2,295
Contract liability	(9,036	)	(15,479	)
Payment of share-based indemnity	(628	)	(38,386	)
Other receivables and payables, net	(6,538	)	(11,047	)
Cash generated from operating activities	90,187		102,705
Income tax paid	(44,468	)	(30,128	)
Interest paid on loans and borrowings	(2,296	)	(2,243	)
Interest paid on lease	(3,972	)	(3,496	)
Net cash from operating activities	39,451		66,838
Cash flows from investment activities
Acquisition of property and equipment and intangible assets	(22,112	)	(16,422	)
Business combinations	(650,000	)	-
Net cash (used in) investment activities	(672,112	)	(16,422	)
Cash flows from financing activities
Share-based plan contributions	989		1,751
Dividends paid	(71,039	)	(30,977	)
Interest on equity, paid	(713	)	(2,679	)
Payment of lease liabilities	(12,407	)	(12,070	)
Proceeds from loans and borrowings	740,596		144,270
Payment of loans and borrowings	(71,702	)	(69,242	)
Net cash from (used in) financing activities	585,724		31,053
Net increase in cash and cash equivalents	(46,937	)	81,469
Cash and cash equivalents as of January 1st	162,827		79,500
Exchange variation effect on cash and cash equivalents	(2,937	)	(7,565	)
Cash reduction due to spin-off effect	(7,752	)	-
Cash increase due to business combination	8,216		-
Cash and cash equivalents at the end of the period	113,417		153,404

	CI&T		Dextra		Transaction Accounting Adjustments		Total Pro Forma
Net revenue	987,586		172,959				1,160,545
Costs of services provided	(640,986	)	(103,207	)			(744,193	)
Gross profit	346,600		69,752		-		416,352
Selling expenses	(61,902	)	(1,021	)	-		(62,923	)
General and administrative expenses	(93,056	)	(20,010	)	(17,370	)	(130,437	)
Research and technological innovation expenses	(4	)	-		-		(4	)
Impairment loss on trade receivables and	(2,030	)	92		-		(1,938	)
Other income (expenses) net	(23,862	)	(884	)	-		(24,746	)
Operating profit before financial income	165,746		47,929		(17,370	)	196,305
Finance income	43,421		224		-		43,645
Finance cost	(69,523	)	(1,852	)	(20,961	)	(92,336	)
Net finance costs	(26,102	)	(1,628	)	(20,961	)	(48,691	)
Profit before Income tax	139,644		46,301		(38,331	)	147,614
Income tax	(57,515	)	(14,358	)	13,033		(58,840	)
Net profit (loss) for the period	82,129		31,943		(25,298	)	88,774
Income attributable to:
Controlling shareholders	82,129		31,943		(25,298	)	88,774
Net profit for the period	82,129		31,943		(25,298	)	88,774
Earnings per share
Earnings per share - basic (in R$)	0.047						0.050
Earnings per share - diluted (in R$)	0.047						0.050


Unaudited condensed consolidated statements of financial position	16
Unaudited condensed consolidated statements of profit or loss	17
Unaudited condensed consolidated statement of other comprehensive income	18
Unaudited condensed consolidated statements of changes in equity	19
Unaudited condensed consolidated statements of cash flows	20
Notes to the unaudited condensed consolidated interim financial information	21

Assets	Note	September 30, 2021	December 31, 2020	Liabilities and equity	Note	September 30, 2021	December 31, 2020
Cash and cash equivalents	6	113,417	162,827	Suppliers		25,053	15,312
Trade receivables	7	318,400	196,256	Loans and borrowings	12	138,694	75,377
Contract assets	18.a	147,603	50,625	Lease liabilities	11	20,952	14,569
Recoverable taxes		7,933	1,016	Salaries and welfare charges	13	214,063	141,794
Tax assets		2,651	2,117	Accounts payable for business combination	16	97,701	-
Derivatives	3	2,842	8,837	Derivatives	23.3	3,295	5,392
Other assets	8	27,696	12,874	Tax liabilities		13,671	6,078
				Other taxes payable		5,874	3,279
Total current assets		620,542	434,552	Dividends and interest on equity payable	17.c	4,044	30,677
				Contract liabilities		3,014	9,987
				Indemnity		-	628
				Other liabilities		14,855	7,899
Recoverable taxes		3,086	3,099	Total current liabilities		541,216	310,992
Deferred taxes	21	25,985	15,152
Judicial deposits	4	3,075	3,083
Other assets	8	2,303	2,494	Loans and borrowings	12	643,453	13,853
				Lease liabilities	11	62,012	60,659
		34,449	23,828	Provisions	14	507	161
				Accounts payable for business combination	16	35,872	-
				Other liabilities		694	957
Property, plant and equipment	9	55,720	38,771
Intangible assets	10	745,766	18,166	Total non-current liabilities		742,538	75,630
Right-of-use assets	11	75,138	69,765
				Equity	17
		876,624	126,702	Share capital		59,542	68,968
				Capital reserves		9,007	6,764
Total non-current assets		911,073	150,530	Profit reserves		146,170	109,308
				Other comprehensive income		33,142	13,420

				Total equity		247,861	198,460

Total assets		1,531,615	585,082	Total equity and liabilities		1,531,615	585,082


	Note	Period ended September 30, 2021		Quarter ended September 30, 2021		Period ended September 30, 2020		Quarter ended September 30, 2020
Net revenue	18	987,586		375,970		691,152		242,897
Costs of services provided	19	(640,986	)	(246,846	)	(434,572	)	(150,315	)
Gross profit		346,600		129,124		256,580		92,582
Selling expenses	19	(61,902	)	(24,122	)	(39,278	)	(14,769	)
General and administrative expenses	19	(93,056	)	(38,966	)	(58,300	)	(20,268	)
Research and technological innovation expenses	19	(4	)	-		(2,652	)	(690	)
Impairment loss on trade receivables and contract assets	19	(2,030	)	(1,662	)	(5	)	361
Other income (expenses), net	19	(23,862	)	(25,309	)	2,231		599
		(180,854	)	(90,059	)	(98,004	)	(34,767	)
Operating profit before financial income		165,746		39,065		158,576		57,815
Finance income	20	43,421		17,591		32,851		14,045
Finance costs	20	(69,523	)	(40,007	)	(46,887	)	(15,936	)
Net finance costs	20	(26,102	)	(22,416	)	(14,036	)	(1,891	)
Profit before Income tax		139,644		16,649		144,540		55,924
Income tax expenses	21
Current		(63,367	)	(28,809	)	(42,478	)	(14,178	)
Deferred		5,852		9,952		(3,809	)	(2,208	)
Net profit (loss) for the period		82,129		(2,208	)	98,253		39,538
Income attributable to:
Controlling shareholders		82,129		(2,208	)	98,253		39,538
Non-controlling interests		-		-		-		-
Net profit (loss) for the period		82,129		(2,208	)	98,253		39,538
Earnings per share
Earnings per share – basic (in R$)	22	46.65		(1.25	)	55.81		22.46
Earnings per share – diluted (in R$)	22	46.65		(1,25	)	55.14		22.46

	September 30, 2021	September 30, 2020

Net profit for the period	82,129	98,253
Other comprehensive income (OCI):
Items that are or may be reclassified subsequently to profit or loss
Exchange variation in foreign investments	19,722	13,984
Total comprehensive income for the period	101,851	112,237
Total comprehensive income attributed to
Owners of the Company	101,851	112,237
Non-controlling interest	-	-
Total comprehensive income for the period	101,851	112,237

					Profit reserves
	Note	Share capital		Capital reserve	Legal reserve	Retained earnings reserve		Other comprehensive income	Total equity
Balance as of December 31, 2020		68,968		6,764	13,793	95,515		13,420	198,460
Net profit for the period		-		-	-	82,129		-	82,129
Spin-off of the CI&T IOT	1.a.ii	(9,426	)	597	-	-		-	(8,829	)
Merger of Hoshin	1.a.i	-		108	-	-		-	108
2020 additional dividends approved at the Extraordinary Shareholders’ Meeting (EGM) held on April 30, 2021	17.c	-		-	-	(40,363	)	-	(40,363	)
Other comprehensive income for the period		-		-	-	-		19,722	19,722
Tax effect on the compensation of the share-based plan		-		-	-	(147	)	-	(147	)
Share-based compensation	15.1.e	-		1,538	-	-		-	1,538
Interest on shareholders´ equity	17.c	-		-	-	(4,757	)	-	(4,757	)
Balances as of September 30, 2021		59,542		9,007	13,793	132,377		33,142	247,861
Balance as of December 31, 2019		68,968		4,112	8,846	23,979		3,800	109,705
Net profit for the period		-		-	-	98,253		-	98,253
2019 additional dividends	17.c	-		-	-	(15,927	)	-	(15,927	)
Other comprehensive income for the period		-		-	-	-		13,984	13,984
Share-based compensation	15.1.e	-		2,491	-	-		-	2,491
Tax effect on the cancellation of the share-based plan		-		-	-	(288	)	-	(288	)
Interest on shareholders´ equity	17.c	-		-	-	(3,258	)	-	(3,258	)
Balances as of September 30, 2020		68,968		6,603	8,846	102,759		17,784	204,960

CI&T Software S.A.
Unaudited condensed consolidated statements of cash flows
For the nine-month periods ended September 30, 2021 and 2020
(In thousands of Brazilian reais – R$)

	Note	September 30, 2021		September 30, 2020
Cash flow from operating activities
Net profit for the period		82,129		98,253
Adjustments for:
Depreciation and amortization	9, 10, 11	30,102		22,452
Gain/loss on the sale of property, plant and equipment and intangible assets	9, 10	338		275
Interest, adjustment for inflation and exchange rate changes	12	25,998		9,161
Interest on lease	12	4,409		3,497
Unrealized gains on financial instruments		3,898		6,006
Income tax expenses		57,515		46,287
Provision for (reversal of) impairment losses on trade receivables and contract assets	7	2,030		5
Write-off (impairment) of intangible assets	10	21,818		-
Provision for labor risks	14	346		13
Share-based plan	16	694		733
Exchange rate changes on indemnity		-		(4,413	)
Remeasurement of right-of-use assets	11	247		-
Others		(195	)	(119	)
Variation in operating assets and liabilities
Trade receivables		(87,669	)	(30,283	)
Contract assets		(67,530	)	(16,272	)
Other taxes recoverable		(13,260	)	(4,548	)
Tax assets		(2	)	505
Judicial deposits		7		-
Suppliers		4,075		2,821
Salaries and welfare charges		43,788		38,889
Tax liabilities		(3,797	)	(7,940	)
Other taxes payable		1,448		2,295
Contract liabilities		(9,036	)	(15,479	)
Payment of share-based indemnity	16	(628	)	(38,386	)
Other receivables and payables, net		(6,538	)	(11,047	)
Cash generated from operating activities		90,187		102,705
Income tax paid		(44,468	)	(30,128	)
Interest paid on loans and borrowings	12	(2,296	)	(2,243	)
Interest paid on lease	12	(3,972	)	(3,496	)
Net cash from operating activities		39,451		66,838
Cash flows from investment activities
Acquisition of property, plant and equipment and intangible assets	9, 10	(22,112	)	(16,422	)
Business combinations	2	(650,000	)	-
Net cash used in investment activities		(672,112	)	(16,422	)
Cash flow from financing activities
Share-based plan contributions	13	989		1,751
Dividends paid	17.c	(71,039	)	(30,977	)
Interest on equity, paid	17.c	(713	)	(2,679	)
Payment of lease liabilities	11	(12,407	)	(12,070	)
Proceeds from loans and borrowings	12	740,596		144,270
Payment of loans and borrowings	12	(71,702	)	(69,242	)
Net cash from financing activities		585,724		31,053
Net increase in cash and cash equivalents		(46,937	)	81,469
Cash and cash equivalents as of January 1^st		162,827		79,500
Exchange variation effect on cash and cash equivalents		(2,937	)	(7,565	)
Cash reduction due to spin-off effect		(7,752	)	-
Cash increase due to business combination		8,216
Cash and cash equivalents as of September 30, 2021		113,417		153,404

Cash	650,000
Accounts payable for business combination (note 15)	133,573
Accounts payable	96,664
Retained amount	30,000
Other	6,909
Total consideration transferred	783,573


Assets	Fair value
Current
Cash and cash equivalents	8,216
Trade receivables	56,313
Recoverable taxes	1,668
Other assets	2,386
Current assets	68,583
Non-current
Recoverable taxes	3,932
Property, plant and equipment (note 9)	9,149
Intangible assets (i) (note 10)	148,523
Right-of-use assets (note 11)	5,414
Non-current assets	167,018
Total assets	235,601


Liabilities	Fair value
Current
Suppliers	5,627
Lease liabilities (note 12)	3,105
Salaries and welfare charges	23,436
Tax liabilities	10,569
Contract liabilities	1,933
Other liabilities	26
Current liabilities	44,696
Non-current
Other liabilities	18
Lease liabilities (note 12)	3,035
Non-current liabilities	3,053
Total liabilities	47,749
Total identifiable net assets acquired	187,852

(i) According to the purchase price on August 10, 2021:
	Fair value
Network software (note 10)	191
Internally developed software (note 10)	22,613
Customer relationship (note 10)	88,961
Non-compete agreement (note 10)	16,257
Brands (note 10)	20,501
Total intangible assets at fair value (note 10)	148,523


	Note	Goodwill
Consideration transferred	2.a	783,573
Fair value of identifiable net assets	2.c	(187,852	)
Goodwill (note 10)		595,721

	September 30, 2021		December 31, 2020
Trade receivables - Domestic market	68,955		32,275
Trade receivables - Foreign market	251,810		164,673
(-) Expected credit losses	(2,365	)	(692	)
Trade receivables, net	318,400		196,256

	September 30, 2021	December 31, 2020
Not due	302,586	167,939
Overdue:
From 1 to 60 days ⁽¹⁾	14,405	28,012
61 to 360 days	3,068	939
Over 360 days	706	58
	320,765	196,948

Balance as of December 31, 2020	(692	)
Provision	(1,865	)
Reversal	753
Addition due to business combination	(541	)
Exchange rate changes	(20	)
Balance as of September 30, 2021	(2,365	)
Balance as of January 1, 2020	(246	)
Provision	(1,453	)
Reversal	835
Exchange rate changes	(22	)
Balance as of September 30, 2020	(886	)

	September 30, 2021	December 31, 2020
Prepaid expenses (a)	26,601	13,221
Security deposit	1,907	1,402
Advances to suppliers	543	673
Other	948	72
Total	29,999	15,368

Current	27,696	12,874
Non-current	2,303	2,494
Total	29,999	15,368

.	September 30, 2021	December 31, 2020
IT equipment	33,773	15,407
Furniture and fixtures	6,419	6,364
Vehicles	-	27
Hardware devices	-	291
Leasehold improvements (*)	14,850	16,460
Property, plant and equipment in progress	678	222
Total	55,720	38,771

.	September 30, 2021	December 31, 2020
Network software	2,465	1,096
Internally developed software (i)	3,892	2,385
Software in progress	678	115
Customer relationship	87,215	-
Non-compete agreement	14,655	-
Brands	18,392	-
Subtotal	127,297	3,596
Goodwill (ii)	618,469	14,570
Total	745,766	18,166

	Network software		Internally developed software		Software in progress		Customer relationship	Non-compete agreement		Brands	Goodwill	Total
Cost:
Balance as of January 1, 2020	9,108		11,444		445		-	-		-	14,570	35,567
Exchange rate changes	124		-		-		-	-		-	-	124
Additions	172		337		658		-	-		-	-	1,167
Disposals	(16	)	-		-		-	-		-	-	(16	)
Transfers	-		527		(527	)	-	-		-	-	-
Balance as of September 30, 2020	9,388		12,308		576		-	-		-	14,570	36,842
Balance as of December 31, 2020	9,732		13,351		115		-	-		-	14,570	37,768
Additions due to business combination (notes 2.c and 2.d)	191		22,614		-		88,961	16,257		20,501	595,721	744,245
Exchange rate changes	18		-		-		-	-		-	8,178	8,196
Additions	1,790		866		476		-	-		-	-	3,132
Write-off (a)	-		(20,647	)	-		-	(2,795	)	-	-	(23,442	)
Transfers	-		(87	)	87		-	-		-	-	-
Balance as of September 30, 2021	11,731		16,097		678		88,961	13,462		20,501	618,469	769,899

Amortization:
Balance as of January 1, 2020	(7,535	)	(9,486	)	-	-		-		-		-	(17,021	)
Exchange rate changes	(85	)	-		-	-		-		-		-	(85	)
Additions	(544	)	(1,109	)	-	-		-		-		-	(1,653	)
Write-off	16		-		-	-		-		-		-	16
Balance as of September 30, 2020	(8,148	)	(10,595	)	-	-		-		-		-	(18,743	)
Balance as of December 31, 2020	(8,636	)	(10,966	)	-	-		-		-		-	(19,602	)
Exchange rate changes	(14	)	-		-	-		-		-		-	(14	)
Additions	(616	)	(1,242	)	-	(1,746	)	(431	)	(2,109	)	-	(6,144	)
Write-off (a)	-		3		-	-		1,624		-		-	1,627
Balance as of September 30, 2021	(9,266	)	(12,205	)	-	(1,746	)	1,193		(2,109	)	-	(24,133	)
Balance at:
December 31, 2020	1,240		1,713		576	-		-		-		14,570	18,099
September 30, 2021	2,465		3,892		678	87,215		14,655		18,392		618,469	745,766

.	September 30, 2021	December 31, 2020
Properties	72,706	66,459
Vehicles	2,148	2,809
IT equipment	284	497
Total	75,138	69,765

. Cost:	Properties		Vehicles		IT equipment		Total
Balance as of December 31, 2020	88,549		5,008		851		94,408
Addition due to business combination (note 2.c)	5,414		-		-		5,414
Foreign currency difference	1,584		3		-		1,587
Additions	10,656		1,109		-		11,765
Derecognition of right-of-use assets	(1,364	)	(1,359	)	-		(2,723	)
Remeasurement of right-of-use assets	1,377		-		-		1,377
Balance as of September 30, 2021	106,216		4,761		851		111,828

Balance as of January 1, 2020	84,324		3,213		851		88,388
Foreign currency difference	11,557		27		-		11,584
Additions	11,626		1,366		-		12,992
Derecognition of right-of-use assets	(16,387	)	(158	)	-		(16,545	)
Balance as of September 30, 2020	91,120		4,448		851		96,419

Depreciation:

Balance as of December 31, 2020	(22,090	)	(2,199	)	(354	)	(24,643	)
Foreign currency difference	(555	)	(1	)	-		(556	)
Depreciation	(11,747	)	(1,467	)	(213	)	(13,427	)
Derecognition of right-of-use assets	1,155		1,054		-		2,209
Remeasurement of right-of-use assets	(273	)	-		-		(273	)
Balance as of September 30, 2021	(33,510	)	(2,613	)	(567	)	(36,690	)

Balance as of January 1, 2020	(13,434	)	(985	)	(71	)	(14,490	)
Foreign currency difference	(1,699	)	(7	)	-		(1,706	)
Depreciation	(11,785	)	(1,161	)	(212	)	(13,158	)
Derecognition of right-of-use assets	6,268		85		-		6,353
Balance as of September 30, 2020	(20,650	)	(2,068	)	(283	)	(23,001	)

Net balance as of:
September 21, 2021	72,706		2,148		284		75,138
December 31, 2020	66,459		2,809		497		69,765

	Average discount rate (per year)	September 30, 2021	December 31, 2020
Properties	7.56% (2020, 7.56%)	80,404	71,765
Vehicles	12.69% (2020, 12.69%)	2,250	2,940
IT equipment	7.70% (2020, 7.70%)	310	523
Total		82,964	75,228
Current		20,952	14,569
Non-current		62,012	60,659
Total		82,964	75,228

.	Currency	Average interest rate per year (%)	Maturity	September 30, 2021	December 31, 2020
Itaú ⁽ⁱ⁾	USD	4.82% p.a.	2022	3,271	5,936
Santander Bank S/A	BRL	12.87% p.a.	2021	-	33
Bradesco ⁽ⁱ⁾	BRL	CDI + 3.57% / CDI + 1.10%	2021/2023	14,681	52,081
Banco do Brasil	USD	0.0305	2021	-	20,748
HSBC - CI&T Inc.	USD	Prime rate + 1%	2021	-	10,432
Citibank - CI&T Inc.	USD	Libor 3 months rate + 1.90%	2022	10,936	-
Banco do Brasil ⁽ⁱⁱ⁾	USD	2.37% p.a.	2022	54,791	-
Citibank ⁽ⁱⁱ⁾	USD	2.28% p.a. / 2.30% p.a.	2022	27,452	-
Santander Bank S/A	BRL	CDI + 1.60%	2026	202,910	-
Bradesco ⁽ⁱ⁾	BRL	CDI + 1.75%	2026	304,167	-
Citibank	USD	Libor 3 months rate + 2.07%	2026	163,939	-
Total				782,147	89,230

2022	22,957
2023	111,376
2024	142,356
2025	195,873
2026	170,891
Non-current liabilities	643,453

	Liabilities		Leases		Net equity		Total
	Loans and borrowings		Leases (note 11.b)		Reserves
Balance as of December 31, 2020	89,230		75,228		116,072		280,530
Changes in cash flow from financing activities
Proceeds from loans and borrowings	740,596		-		-		740,596
Loans, borrowings and lease liabilities payments	(71,702	)	(12,407	)	-		(84,109	)
Share-based plan contributions	-		-		989		989
Interest on equity paid	-		-		(713	)	(713	)
Dividends paid (note 17.c)	-		-		(71,039	)	(71,039	)
Total changes in cash flow from financing activities	668,894		(12,407	)	(70,763	)	585,724
Exchange rate changes	321		1,130		-		1,451
Other changes - liabilities
Additions due to business combination (note 2.c)	-		6,139		-		6,139
New leases	-		11,765		-		11,765
Remeasurement	-		1,351				1,351
Interest expenses	10,184		4,409		-		14,593
Interest paid	(2,296	)	(3,972	)	-		(6,268	)
Other borrowing/lease costs	15,814		(192	)	-		15,622
Lease write-offs	-		(487	)	-		(487	)
Total other changes - liabilities	23,702		19,013		-		42,715
Total other changes - equity	-		-		109,868		109,868
Balance as of September 30, 2021	782,147		82,964		155,177		1,020,288

—	Disposal, merger, incorporation, spin-off, or any other corporate reorganization process that implies a change in the shareholding control, except for the prior consent from the creditor, and if it does not affect the liquidity capacity of this instrument;
—	Failure to send the annual financial statements within 180 days of the fiscal year-end;
—	Public notice of default before a relevant notary office, in the amount of R$500,000, unless it has been proved to the creditor that the public note was issued due to a third-party mistake or bad faith, the public note of default was canceled, or the payment of the relevant debt was deposited in court within 30 days from such public notice default.

0	September 30, 2021	December 31, 2020
Accrued vacation and charges	77,670	50,064
Accrued (13th) salary	14,752	-
Bonus	54,002	52,312
Salaries	25,296	15,258
Withholding income tax	12,030	10,604
Social security tax	10,162	5,929
Others	20,151	7,627
	214,063	141,794