UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2022

Commission File Number: 001-40451

 

 

DLocal Limited

(Exact name of registrant as specified in its charter)

 

 

Dr. Luis Bonavita 1294

Montevideo

Uruguay 11300

+1 (424) 392-7437

(Address of principal executive office)

 

 

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

Form 20-F ☒ 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):

Yes ☐ No ☒

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):

Yes ☐ No ☒

 

 

 


 

 

TABLE OF CONTENTS

EXHIBIT

 

 

 

 

99.1

 

Press release dated August 22, 2022 - DLocal Limited Reports 2022 Second Quarter Results

 

99.2

 

DLocal Limited Unaudited Consolidated Condensed Interim Financial Statements as of June 30, 2022 and for the six-month and three-month periods ended June 30, 2022 and 2021

 

99.3

 

Quaterly Report 2022 - dLocal Reports 2022 Second Quarter Financial results

 

99.4

 

dLocal Q2 2022 Earnings Presentation

 


 

 

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.

 

 

DLocal Limited

 

 

 

 

 

 

By:

/s/ Diego Cabrera Canay

 

 

Name:

Diego Cabrera Canay

 

 

Title:

Chief Financial Officer

 

 

Date: August 23, 2022

 


Exhibit 99.1

img175954462_0.jpg 

 

 

dLocal Limited Reports 2022 Second Quarter Financial Results

 

Second Quarter 2022

US$2.4 billion Total Payment Volume, up 67% year-over-year

Revenues of US$101.2 million, up 72% year-over-year

157% Net Revenue Retention Rate

38% Adjusted EBITDA Margin

 

 

dLocal reports in US dollars and in accordance with IFRS as issued by the IASB

 

Montevideo, Uruguay August 22, 2022 — DLocal Limited (“dLocal”, “we”, “us”, and “our”) (NASDAQ:DLO), a technology- first payments platform, announced its financial results today for the second quarter ended June 30, 2022.

 

“We had another quarter of strong results, reaching new records with U$2.4 billion in TPV and achieving the US$100 million quarterly revenue milestone, as we continue to bring new merchants to our platform and monetize our existing ones. We saw robust growth in TPV and revenue, increasing by 67% and 72% year-over-year, respectively, despite the high comparison base from last year, and both metrics accelerating by 16% quarter-over-quarter. We continue to deliver profitable growth and our strong performance over the past quarters has allowed us to build a strong cash position. Adjusted EBITDA was up by 47% year-over-year and 16% quarter-over-quarter to US$38 million, and for the fourth consecutive quarter we maintained our Adjusted EBITDA margin stable at 38% while increasing our headcount 48% year-over-year to 632 employees.

 

We remain focused on building the best financial infrastructure for our merchants across multiple emerging markets. Our expansion efforts outside Latin America continue to yield results, as revenues in Africa and Asia increased triple digit by 155% year-over-year, representing 13% of our total revenues in this quarter. We continue to cross sell to merchants that originally started their relationship with us in Latin America, having now 9 out of our Top 10 merchants (in terms of TPV) processing payments with us in Africa and Asia, with significant opportunities to continue scaling. In addition, we continue to see merchants initiating their relationship with us through markets in Asia and Africa and then expanding to Latin America.

 

Our business has shown resilience and sustained growth, supported by the diversity of our merchants across industry verticals, geographies, and products. This, combined with our strong cash generation, give us confidence that we are uniquely positioned to fulfill our long-term growth strategy while navigating a challenging and uncertain global macro environment. We will continue to execute with discipline into the big opportunities ahead of us,” said Sebastian Kanovich.

 

 

Second Quarter 2022 Financial Highlights

 

•
Total Payment Volume (“TPV”) reached US$2.4 billion in the quarter, representing 67% year-over-year growth compared to US$1.5 billion in the second quarter of 2021 and 16% growth compared to $2.1 billion in the first quarter of 2022.
•
Revenues in the second quarter of 2022 amounted to US$101.2 million, representing 72% year-over-year growth compared to US$59.0 million in the second quarter of 2021 and 16% growth compared to $87.5 million in the first quarter of 2022.
•
Gross profit was US$49.6 million in the second quarter of 2022, representing 47% year-over-year growth compared to US$33.8 million in the second quarter of 2021 and 14% growth compared to US$43.6 million in the first quarter of 2022.
•
Adjusted EBITDA was US$38.2 million in the second quarter of 2022, representing 47% year-over-year growth compared to US$25.9 million in the second quarter of 2021 and 16% growth compared to US$32.9 million in the first quarter of 2022.
•
Adjusted EBITDA Margin was 38% in the second quarter of 2022, in line with the 38% recorded in the first quarter of 2022 and compared to 44% in the second quarter of 2021.
•
Profit for the second quarter of 2022 was US$30.7 million, or US$0.10 per diluted share, increasing 73% compared to a profit of US$17.7 million, or US$0.06 per diluted share, for the second quarter of 2021 and increasing 17% compared to a profit of US$26.3 million, or US$0.08 per diluted share, for the first quarter of 2022.
•
As of June 30, 2022, dLocal had US$454.0 million in cash, cash equivalents and marketable securities, compared to US$410.1 million as of March 31, 2022 and US$266.0 million as of June 30, 2021. The quarter-over-quarter increase of US$43.9 million reflects an increase of US$18.4 million in our funds and an increase of US$25.5 million in funds due to our merchants with respect to the first quarter of 2022.

 

 


The following table summarizes our key performance metrics:

 

 

Three months ended

 

Six months ended

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

(in millions of US$ except for %)

Key Performance Metrics

 

 

 

 

 

 

 

TPV

2,433

 

1,456

 

4,537

 

2,382

TPV growth YoY

67%

 

319%

 

91%

 

224%

Revenue

101.2

 

59.0

 

188.6

 

99.2

Revenue growth YoY

72%

 

186%

 

90%

 

157%

Adj. EBITDA

38.2

 

25.9

 

71.0

 

43.8

Adj. EBITDA Margin

38%

 

44%

 

38%

 

44%

 

Second quarter 2022 Business Highlights

•
dLocal is well diversified across verticals, so its business does not depend on the performance of any single industry vertical. During the second quarter of 2022, dLocal saw strong year-over-year and quarter-over-quarter growth in TPV driven by the performance and continued growth of its merchants across most verticals, particularly in on-demand commerce, on-demand delivery, travel, SaaS (“software as a service”) and advertising.
•
dLocal is also well diversified across geographies, having a presence in 37 countries, out of which 22 are outside Latin America. During the second quarter of 2022, dLocal continued to focus on its expansion efforts, strengthening its presence in the countries in which it operates.
•
Revenue increased across all regions during the quarter, with LatAm growing 63% compared to the second quarter of 2021, accounting for 87% of total revenue. Asia & Africa revenue, which accounted for the remaining 13% (compared to 9% in the second quarter of 2021), increased by 155% year-over-year.
•
During the quarter, dLocal continued delivering strong revenue growth both from existing and from new customers. Revenue from Existing Merchants increased by US$33.5 million in the second quarter of 2022 to US$92.5 million. The net revenue retention rate, or NRR, in the second quarter of 2022 reached 157%. Revenue from New Merchants was US$8.7 million for the second quarter of 2022.
•
dLocal continued to enhance its product portfolio with improvements in our features for pay-ins and pay-outs while continuing to run pilot programs for new solutions such as dLocal Go and issuing-as-a-service.

 

 

Special Note Regarding Adjusted EBITDA and Adjusted EBITDA Margin

dLocal has only one operating segment. dLocal measures its operating segment’s performance by Revenues, Adjusted EBITDA and Adjusted EBITDA Margin, and uses these metrics to make decisions about allocating resources.

 

Adjusted EBITDA as used by dLocal is defined as the profit from operations before financing and taxation for the year or period, as applicable, before depreciation of property, plant and equipment, amortization of right-of-use assets and intangible assets, and further excluding the changes in fair value of financial assets and derivative instruments carried at fair value through profit or loss, impairment gains/(losses) on financial assets, transaction costs, share-based payment non-cash charges, secondary offering expenses, and inflation adjustment. dLocal defines Adjusted EBITDA Margin as the Adjusted EBITDA divided by consolidated revenues.

 

Although Adjusted EBITDA and Adjusted EBITDA Margin may be commonly viewed as non-IFRS measures in other contexts, pursuant to IFRS 8, (“Operating Segments”), Adjusted EBITDA and Adjusted EBITDA Margin are treated by dLocal as IFRS measures based on the manner in which dLocal utilizes these measures. Nevertheless, dLocal’s Adjusted EBITDA and Adjusted EBITDA Margin metrics should not be viewed in isolation or as a substitute for net income for the periods presented under IFRS. dLocal also believes that its Adjusted EBITDA and Adjusted EBITDA Margin metrics are useful metrics used by analysts and investors, although these measures are not explicitly defined under IFRS. Additionally, the way dLocal calculates operating segment’s performance measures may be different from the calculations used by other entities, including competitors, and therefore, dLocal’s performance measures may not be comparable to those of other entities

 

The table below presents a reconciliation of dLocal’s Adjusted EBITDA and Adjusted EBITDA Margin to net income:

 


In thousands of U.S. dollars

Three-months ended June 30

 

Six-months ended June 30

 

2022

 

2021

 

2022

 

2021

Profit for the period

30,722

 

17,708

 

56,995

 

34,635

Income tax expense

4,151

 

1,596

 

5,364

 

2,975

Depreciation and amortization

1,857

 

1,344

 

3,580

 

1,859

Secondary offering expenses1

—

 

3,042

 

89

 

3,747

Transaction costs

—

 

341

 

—

 

454

Share-based payment non-cash charges

1,241

 

2,116

 

3,275

 

2,681

Other operating loss/(gain)

688

 

—

 

688

 

(2,896)

Other charges, net

(476)

 

(222)

 

1,048

 

311

Adjusted EBITDA

38,183

 

25,925

 

71,039

 

43,766

 

 

 

 

 

 

 

 

Revenues

101,180

 

58,961

 

188,633

 

99,217

Adjusted EBITDA

38,183

 

25,925

 

71,039

 

43,766

Adjusted EBITDA Margin

37.7%

 

44.0%

 

37.7%

 

44.1%

 

1 Secondary expenses for the six-months ended June 30, 2022 corresponds to expenses assumed by dLocal in relation to the secondary offering of its shares occurred in 2021.

 


 

Earnings per share:

We calculate basic earnings per share by dividing the profit attributable to equity holders by the weighted average number of common shares issued and outstanding during the three-months and six-months periods ended June 30, 2022 and 2021.

 

Our diluted earnings per share is calculated by dividing the profit attributable to equity holders of dLocal by the weighted average number of common shares outstanding during the period plus the weighted average number of common shares that would be issued on conversion of all dilutive potential common shares into common shares.

 

The following table presents the information used as basis for the calculation of our earnings per share:

 

 

For the three-month period ended June 30

 

For the six-month period ended June 30

 

2022

 

2021

 

2022

 

2021

Profit attributable to common shareholders (U.S. Dollars)

30,572,332

 

 17,708,117

 

56,864,047

 

34,628,192

Weighted average number of common shares

295,393,168

 

288,524,686

 

295,219,928

 

279,830,237

Adjustments for calculation of diluted earnings per share

17,599,775

 

 20,061,500

 

17,619,241

 

   23,432,500

Weighted average number of common shares for calculating diluted earnings per share

 312,992,943

 

308,586,186

 

312,839,169

 

303,262,737

Basic earnings per share

0.10

 

0.06

 

0.19

 

0.12

Diluted earnings per share

0.10

 

0.06

 

0.18

 

0.11

 

This press release does not contain sufficient information to constitute an interim financial report as defined in International Accounting Standards 34, “Interim Financial Reporting” nor a financial statement as defined by International Accounting Standards 1 “Presentation of Financial Statements”. The financial information in this press release has not been audited.

 

Conference Call and Webcast

 

dLocal’s management team will host a conference call and audio webcast on August 23, 2022 at 9:00 a.m. Eastern Time. Please click here to pre-register for the conference call and obtain your dial in number and passcode.

 

The live conference call can be accessed via audio webcast at the investor relations section of dLocal’s website, at https://investor.dlocal.com/. An archive of the webcast will be available for a year following the conclusion of the conference call. The investor presentation will also be filed on EDGAR at www.sec.gov.

 

About dLocal

 

dLocal powers local payments in emerging markets, connecting global enterprise merchants with billions of emerging market consumers in 37 countries across APAC, the Middle East, Latin America, and Africa. Through the “One dLocal” platform (one direct API, one platform, and one contract), global companies can accept payments, send pay-outs and settle funds globally without the need to manage separate pay-in and pay-out processors, set up numerous local entities, and integrate multiple acquirers and payment methods in each market.

 

 


Definition of Selected Operational Metrics

 

“API” means application programming interface, which is a general term for programming techniques that are available for software developers when they integrate with a particular service or application. In the payments industry, APIs are usually provided by any party participating in the money flow (such as payment gateways, processors, and service providers) to facilitate the money transfer process.

 

“Enterprise Global Merchants” means merchants with at least US$6 million of annual TPV processed through our platform.

 

“Local payment methods” refers to any payment method that is processed in the country where the end user of the merchant sending or receiving payments is located, which include credit and debit cards, cash payments, bank transfers, mobile money, and digital wallets.

 

“NRR” means net revenue retention rate, which is the U.S. dollar-based measure of retention and growth of our merchants. We calculate the NRR of a period by dividing the current period revenue by the prior period revenue. The prior period revenue is the revenue billed by us to all of our merchant customers in the corresponding period for the prior fiscal year. The current period revenue is the revenue billed by us in the corresponding period for the current fiscal year to the same merchant customers included in the calculation of the prior period revenue. Current period revenue includes any upsells and cross sells of products, geographies, and payment methods to such merchant customers, and is net of any contractions or attrition, but excludes revenue from new customers on-boarded during the last 12 months.

 

“Pay-in” means a payment transaction whereby dLocal’s merchant customers receive payment from their customers.

 

“Pay-out” means a payment transaction whereby dLocal disburses money in local currency to the business partners or customers of dLocal’s merchant customers.

 

“Revenue from New Merchants” means the revenue billed by us to merchant customers that we did not bill revenues in the same quarter (or period) of the prior year.

 

“Revenue from Existing Merchants” means the revenue billed by us in the last twelve months to the merchant customers that we billed revenue in the same quarter (or period) of the prior year.

 

Forward Looking Statements

This press release contains certain forward-looking statements. These forward-looking statements convey dLocal’s current expectations or forecasts of future events. Forward-looking statements regarding dLocal involve known and unknown risks, uncertainties and other factors that may cause dLocal’s actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. Certain of these risks and uncertainties are described in the “Risk Factors,” “Forward-Looking Statements” and “Cautionary Statement Regarding Forward-Looking Statements” sections of dLocal’s filings with the U.S. Securities and Exchange Commission. Unless required by law, dLocal undertakes no obligation to publicly update or revise any forward-looking statements to reflect circumstances or events after the date hereof.

 


DLocal Limited

 

Certain interim financial information

Consolidated Condensed Interim Statements of Comprehensive Income for the three-month and six-month periods ended June 30, 2022 and 2021

(In thousands of U.S. dollars, except per share amounts, unaudited)

 

 

Three months ended

 

 

Six months ended

 

 

June 30, 2022

 

 

June 30, 2021

 

 

June 30, 2022

 

 

June 30, 2021

 

Continuing operations

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

101,180

 

 

 

58,961

 

 

 

188,633

 

 

 

99,217

 

Cost of services

 

(51,541

)

 

 

(25,170

)

 

 

(95,440

)

 

 

(42,159

)

Gross profit

 

49,639

 

 

 

33,791

 

 

 

93,193

 

 

 

57,058

 

Technology and development expenses

 

(1,643

)

 

 

(596

)

 

 

(3,049

)

 

 

(1,116

)

Sales and marketing expenses

 

(3,128

)

 

 

(1,127

)

 

 

(5,972

)

 

 

(2,169

)

General and administrative expenses

 

(9,095

)

 

 

(13,431

)

 

 

(19,389

)

 

 

(19,193

)

Impairment gain/(loss) on financial assets

 

7

 

 

 

(113

)

 

 

82

 

 

 

(167

)

Other operating (loss)/gain

 

(688

)

 

 

394

 

 

 

(688

)

 

 

3,290

 

Operating profit

 

35,092

 

 

 

18,918

 

 

 

64,177

 

 

 

37,703

 

Finance income

 

5,530

 

 

 

166

 

 

 

5,536

 

 

 

184

 

Finance costs

 

(5,277

)

 

 

227

 

 

 

(6,576

)

 

 

(236

)

Inflation adjustment

 

(472

)

 

 

(7

)

 

 

(778

)

 

 

(41

)

Other results

 

(219

)

 

 

386

 

 

 

(1,818

)

 

 

(93

)

Profit before income tax

 

34,873

 

 

 

19,304

 

 

 

62,359

 

 

 

37,610

 

Income tax expense

 

(4,151

)

 

 

(1,596

)

 

 

(5,364

)

 

 

(2,975

)

Profit for the period

 

30,722

 

 

 

17,708

 

 

 

56,995

 

 

 

34,635

 

Profit attributable to:

 

 

 

 

 

 

 

 

 

 

 

Owners of the Group

 

30,572

 

 

 

17,708

 

 

 

56,864

 

 

 

34,628

 

Non-controlling interest

 

150

 

 

 

—

 

 

 

131

 

 

 

7

 

Profit for the period

 

30,722

 

 

 

17,708

 

 

 

56,995

 

 

 

34,635

 

Earnings per share

 

 

 

 

 

 

 

 

 

 

 

Basic Earnings per share

 

0.10

 

 

 

0.06

 

 

 

0.19

 

 

 

0.12

 

Diluted Earnings per share

 

0.10

 

 

 

0.06

 

 

 

0.18

 

 

 

0.11

 

Other comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

Items that may be reclassified to profit or loss:

 

 

 

 

 

 

 

 

 

 

 

Exchange difference on translation on foreign operations

 

(1,245

)

 

 

657

 

 

 

(83

)

 

 

869

 

Other comprehensive income for the period, net of tax

 

(1,245

)

 

 

657

 

 

 

(83

)

 

 

869

 

Total comprehensive income for the period

 

29,477

 

 

 

18,365

 

 

 

56,912

 

 

 

35,504

 

Total comprehensive income for the period is attributable to:

 

 

 

 

 

 

 

 

 

 

 

Owners of the Group

 

29,327

 

 

 

18,365

 

 

 

56,781

 

 

 

35,488

 

Non-controlling interest

 

150

 

 

 

0

 

 

 

131

 

 

 

16

 

Total comprehensive income for the period

 

29,477

 

 

 

18,365

 

 

 

56,912

 

 

 

35,504

 

 

 


DLocal Limited

 

Certain interim financial information

Consolidated Condensed Interim Statements of Financial Position as of June 30, 2022 and December 31, 2021

(In thousands of U.S. dollars, except per share amounts, unaudited)

 

 

June 30, 2022

 

December 31, 2021

ASSETS

 

 

 

 

Current Assets

 

 

 

 

Cash and cash equivalents

 

  453,985

 

  336,197

Financial assets at fair value through profit or loss

 

  1,065

 

  1,004

Trade and other receivables

 

  197,548

 

  190,966

Derivative financial instruments

 

  782

 

  —

Other assets

 

  1,688

 

  1,339

Total Current Assets

 

  655,068

 

  529,506

Non-Current Assets

 

 

 

 

Deferred tax assets

 

  441

 

  133

Property, plant and equipment

 

  2,718

 

  2,485

Right-of-use assets

 

  3,798

 

  3,915

Intangible assets

 

  48,679

 

  46,969

Total Non-Current Assets

 

  55,636

 

  53,502

TOTAL ASSETS

 

  710,704

 

  583,008

LIABILITIES

 

 

 

 

Current Liabilities

 

 

 

 

Trade and other payables

 

  335,576

 

  277,160

Borrowings

 

  14,656

 

  5,014

Lease liabilities

 

  548

 

  502

Tax liabilities

 

  10,587

 

  13,126

Derivative financial instruments

 

  76

 

  221

Provisions

 

  1,573

 

  1,710

Contingent consideration liability

 

  665

 

  665

Total Current Liabilities

 

  363,681

 

  298,398

Non-Current Liabilities

 

 

 

 

Deferred tax liabilities

 

  445

 

  883

Lease liabilities

 

  3,376

 

  3,426

Total Non-Current Liabilities

 

  3,821

 

  4,309

TOTAL LIABILITIES

 

  367,502

 

  302,707

EQUITY

 

 

 

 

Share Capital

 

  592

 

  590

Share Premium

 

  163,503

 

  157,151

Capital Reserve

 

  12,376

 

  12,741

Other Reserves

 

  (558)

 

  (30)

Retained earnings

 

  167,176

 

  109,867

Total Equity Attributable to owners of the Group

 

  343,089

 

  280,319

Non-controlling interest

 

  113

 

  (18)

TOTAL EQUITY

 

  343,202

 

  280,301

 

 


dLocal was incorporated on February 10, 2021, as a Cayman Islands exempted company with limited liability, duly registered with the Cayman Islands Registrar of Companies. The contribution of dLocal Group Limited (a limited liability company incorporated in Malta, the former holding entity or “dLocal Malta”) shares to dLocal has been finalized as of April 14, 2021. Until the contribution of dLocal Malta shares to it, dLocal had not commenced operations, consequently the historical information previous to that date presented in here corresponds to dLocal Malta, our predecessor. This reorganization was done, among other things, to facilitate the initial public offering of the Group. dLocal had no prior assets, holdings or operations.

 

 

 

 

 

 

Investor Relations Contact:

investor@dlocal.com

 

Media Contact:

marketing@dlocal.com


 

Exhibit 99.2

 

 

 

DLocal Limited

Unaudited Consolidated Condensed Interim Financial Statements as of June 30, 2022 and for the six-month and three-month periods ended June 30, 2022 and 2021

 

 

 


DLocal Limited

Consolidated Condensed Interim Statements of Comprehensive Income

For the six-month and three-month periods ended June 30, 2022 and 2021

(All amounts in thousands of U.S. Dollars except share data or as otherwise indicated)

 

 

 

 

 

Six months ended

 

 

Three months ended

 

 

 

Notes

 

June 30, 2022

 

 

June 30, 2021

 

 

June 30, 2022

 

 

June 30, 2021

 

Continuing operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

6

 

 

188,633

 

 

 

99,217

 

 

 

101,180

 

 

 

58,961

 

Cost of services

 

6

 

 

(95,440

)

 

 

(42,159

)

 

 

(51,541

)

 

 

(25,170

)

Gross profit

 

 

 

 

93,193

 

 

 

57,058

 

 

 

49,639

 

 

 

33,791

 

Technology and development expenses

 

7

 

 

(3,049

)

 

 

(1,116

)

 

 

(1,643

)

 

 

(596

)

Sales and marketing expenses

 

8

 

 

(5,972

)

 

 

(2,169

)

 

 

(3,128

)

 

 

(1,127

)

General and administrative expenses

 

8

 

 

(19,389

)

 

 

(19,193

)

 

 

(9,095

)

 

 

(13,431

)

Impairment gain/(loss) on financial assets

 

14

 

 

82

 

 

 

(167

)

 

 

7

 

 

 

(113

)

Other operating (loss)/gain

 

 

 

 

(688

)

 

 

3,290

 

 

 

(688

)

 

 

394

 

Operating profit

 

 

 

 

64,177

 

 

 

37,703

 

 

 

35,092

 

 

 

18,918

 

Finance income

 

 

 

 

5,536

 

 

 

184

 

 

 

5,530

 

 

 

166

 

Finance costs

 

 

 

 

(6,576

)

 

 

(236

)

 

 

(5,277

)

 

 

227

 

Inflation adjustment

 

 

 

 

(778

)

 

 

(41

)

 

 

(472

)

 

 

(7

)

Other results

 

 

 

 

(1,818

)

 

 

(93

)

 

 

(219

)

 

 

386

 

Profit before income tax

 

 

 

 

62,359

 

 

 

37,610

 

 

 

34,873

 

 

 

19,304

 

Income tax expense

 

11

 

 

(5,364

)

 

 

(2,975

)

 

 

(4,151

)

 

 

(1,596

)

Profit for the period

 

 

 

 

56,995

 

 

 

34,635

 

 

 

30,722

 

 

 

17,708

 

Profit attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Owners of the Group

 

 

 

 

56,864

 

 

 

34,628

 

 

 

30,572

 

 

 

17,708

 

Non-controlling interest

 

 

 

 

131

 

 

 

7

 

 

 

150

 

 

 

0

 

Profit for the period

 

 

 

 

56,995

 

 

 

34,635

 

 

 

30,722

 

 

 

17,708

 

Earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic Earnings per share

 

12

 

 

0.19

 

 

 

0.12

 

 

 

0.10

 

 

 

0.06

 

Diluted Earnings per share

 

12

 

 

0.18

 

 

 

0.11

 

 

 

0.10

 

 

 

0.06

 

Other comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Items that may be reclassified to profit or loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exchange difference on translation on foreign operations

 

 

 

 

(83

)

 

 

869

 

 

 

(1,245

)

 

 

657

 

Other comprehensive income for the period, net of tax

 

 

 

 

(83

)

 

 

869

 

 

 

(1,245

)

 

 

657

 

Total comprehensive income for the period

 

 

 

 

56,912

 

 

 

35,504

 

 

 

29,477

 

 

 

18,365

 

Total comprehensive income for the period is attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Owners of the Group

 

 

 

 

56,781

 

 

 

35,488

 

 

 

29,327

 

 

 

18,365

 

Non-controlling interest

 

 

 

 

131

 

 

 

16

 

 

 

150

 

 

 

0

 

Total comprehensive income for the period

 

 

 

 

56,912

 

 

 

35,504

 

 

 

29,477

 

 

 

18,365

 

 

The accompanying notes are an integral part of these Consolidated Condensed Interim Financial Statements.


DLocal Limited

Consolidated Condensed Interim Statements of Financial Position

As of June 30, 2022 and December 31, 2021

(All amounts in thousands of U.S. Dollars except share data or as otherwise indicated)

 

 

 

Notes

 

June 30, 2022

 

December 31, 2021

ASSETS

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

13

 

  453,985

 

  336,197

Financial assets at fair value through profit or loss

 

 

 

  1,065

 

  1,004

Trade and other receivables

 

14

 

  197,548

 

  190,966

Derivative financial instruments

 

19

 

  782

 

  —

Other assets

 

15

 

  1,688

 

  1,339

Total Current Assets

 

 

 

  655,068

 

  529,506

Non-Current Assets

 

 

 

 

 

 

Deferred tax assets

 

 

 

  441

 

  133

Property, plant and equipment

 

 

 

  2,718

 

  2,485

Right-of-use assets

 

 

 

  3,798

 

  3,915

Intangible assets

 

16

 

  48,679

 

  46,969

Total Non-Current Assets

 

 

 

  55,636

 

  53,502

TOTAL ASSETS

 

 

 

  710,704

 

  583,008

LIABILITIES

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

Trade and other payables

 

17

 

  335,576

 

  277,160

Borrowings

 

18

 

  14,656

 

  5,014

Lease liabilities

 

 

 

  548

 

  502

Tax liabilities

 

19

 

  10,587

 

  13,126

Derivative financial instruments

 

20

 

  76

 

  221

Provisions

 

21

 

  1,573

 

  1,710

Contingent consideration liability

 

 

 

  665

 

  665

Total Current Liabilities

 

 

 

  363,681

 

  298,398

Non-Current Liabilities

 

 

 

 

 

 

Deferred tax liabilities

 

 

 

  445

 

  883

Lease liabilities

 

 

 

  3,376

 

  3,426

Total Non-Current Liabilities

 

 

 

  3,821

 

  4,309

TOTAL LIABILITIES

 

 

 

  367,502

 

  302,707

EQUITY

 

 

 

 

 

 

Share Capital

 

12

 

  592

 

  590

Share Premium

 

12

 

  163,503

 

  157,151

Capital Reserve

 

12

 

  12,376

 

  12,741

Other Reserves

 

12

 

  (558)

 

  (30)

Retained earnings

 

12

 

  167,176

 

  109,867

Total Equity Attributable to owners of the Group

 

 

 

  343,089

 

  280,319

Non-controlling interest

 

 

 

  113

 

  (18)

TOTAL EQUITY

 

 

 

  343,202

 

  280,301

 

The accompanying notes are an integral part of these Consolidated Condensed Interim Financial Statement


DLocal Limited

Consolidated Condensed Interim Statements of Changes in Equity

For the six-month periods ended June 30, 2022 and 2021

(All amounts in thousands of U.S. Dollars except share data or as otherwise indicated)

 

 

 

Notes

 

Share
Capital

 

Share
Premium

 

Capital
Reserve

 

Other Reserves

 

Retained
Earnings

 

Total

 

Non-
controlling
interest

 

Total
equity

Balance as of January 1st, 2022

 

 

 

  590

 

  157,151

 

  12,741

 

  (30)

 

  109,867

 

  280,319

 

  (18)

 

  280,301

Comprehensive Income for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit of the period

 

 

 

  —

 

  —

 

  —

 

  —

 

  56,864

 

  56,864

 

  131

 

  56,995

Exchange difference on translation on foreign
operations

 

 

 

  —

 

  —

 

  —

 

  (528)

 

  445

 

  (83)

 

  —

 

  (83)

Total Comprehensive Income for the period

 

 

 

  —

 

  —

 

  —

 

  (528)

 

  57,309

 

  56,781

 

  131

 

  56,912

Transactions with Group owners in their
capacity as owners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-options exercise

 

12

 

  2

 

  6,352

 

  (3,640)

 

  —

 

  —

 

  2,714

 

  —

 

  2,714

Forfeitures

 

12

 

  —

 

  —

 

  (331)

 

  —

 

  —

 

  (331)

 

  —

 

  (331)

Share-based payments

 

9

 

  —

 

  —

 

  3,606

 

  —

 

  —

 

  3,606

 

  —

 

  3,606

Transactions with Group owners in their
capacity as owners

 

 

 

  2

 

  6,352

 

  (365)

 

  —

 

  —

 

  5,989

 

  —

 

  5,989

Balance as of June 30, 2022

 

 

 

  592

 

  163,503

 

  12,376

 

  (558)

 

  167,176

 

  343,089

 

  113

 

  343,202

Balance as of January 1st, 2021

 

 

 

  602

 

  —

 

  12,582

 

  119

 

  31,749

 

  45,052

 

  (4)

 

  45,048

Comprehensive Income for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit of the period

 

 

 

  —

 

  —

 

  —

 

  —

 

  34,628

 

  34,628

 

  7

 

  34,635

Exchange difference on translation on foreign
operations

 

 

 

  —

 

  —

 

  —

 

  747

 

  113

 

  860

 

  9

 

  869

Total Comprehensive Income for the period

 

 

 

  —

 

  —

 

  —

 

  747

 

  34,741

 

  35,488

 

  16

 

  35,504

Transactions with Group owners in their
capacity as owners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Initial public offering, net of underwriting discount and incremental and direct costs

 

 

 

  9

 

  86,441

 

  —

 

  —

 

  —

 

  86,450

 

  —

 

  86,450

Issue of ordinary shares

 

12

 

  45

 

  63,132

 

 

 

  —

 

  —

 

  63,177

 

  —

 

  63,177

Par value change from 1.1211 U.S. Dollars to 1 U.S. Dollars

 

 

 

  (70)

 

  70

 

 

 

 

 

 

 

 

 

 

 

 

Share-options exercise

 

12

 

  —

 

  6,980

 

  (6,898)

 

  —

 

  —

 

  82

 

  —

 

  82

Share-based payments

 

9

 

  —

 

  —

 

  2,681

 

  —

 

  —

 

  2,681

 

  —

 

  2,681

Transactions with Group owners in their
capacity as owners

 

 

 

  (16)

 

  156,623

 

  (4,217)

 

  —

 

  —

 

  152,390

 

  —

 

  152,390

Balance as of June 30, 2021

 

 

 

  586

 

  156,623

 

  8,365

 

  866

 

  66,490

 

  232,930

 

  12

 

  232,942

 

The accompanying notes are an integral part of these Consolidated Condensed Interim Financial Statements.


DLocal Limited

Consolidated Condensed Interim Statements of Cash Flows

For the six-month periods ended June 30, 2022 and 2021

(All amounts in thousands of U.S. Dollars except share data or as otherwise indicated)

 

 

 

 

 

Six months ended

 

 

Notes

 

June 30, 2022

 

June 30, 2021

Cash flows from operating activities

 

 

 

 

 

 

Profit before income tax

 

 

 

  62,359

 

  37,610

Adjustments:

 

 

 

 

 

 

Interest income from financial instruments

 

 

 

  (5,536)

 

  (194)

Interest charges for lease liabilities

 

 

 

  178

 

  51

Other finance expense

 

 

 

  5,710

 

  236

Amortization of Intangible assets

 

10

 

  3,016

 

  1,479

Depreciation of Property, plant and equipment

 

10

 

  341

 

  172

Amortization of Right-of-use asset

 

10

 

  223

 

  208

Revenue reduction related to prepaid assets

 

15

 

  211

 

                         100

Share-based payment expense, net of forfeitures

 

9

 

  3,275

 

  2,681

Net exchange differences

 

 

 

  (4,346)

 

  979

Fair value loss on financial assets at fair value through profit or loss

 

 

 

  —

 

  10

Fair value gain on derivative financial instruments

 

 

 

  (706)

 

  —

Other operating loss/(gain)

 

20

 

  688

 

  (2,896)

Net Impairment (gain)/loss on financial assets

 

14

 

  (82)

 

  167

 

 

 

 

  65,331

 

  40,603

Changes in working capital

 

 

 

 

 

 

Increase in Trade and other receivables

 

14

 

  (4,742)

 

  (98,349)

Increase in Other assets

 

15

 

  (693)

 

  (370)

Increase in Trade and other payables

 

17

 

  58,416

 

  104,191

(Decrease)/increase in Tax Liabilities

 

19

 

  (4,721)

 

  166

(Decrease)/increase in Provisions

 

21

 

  (137)

 

  881

Cash from operating activities

 

 

 

  113,454

 

  47,122

Income tax paid

 

12

 

  (3,928)

 

  (7,423)

Net cash from operating activities

 

 

 

  109,526

 

  39,699

Cash flows from investing activities

 

 

 

 

 

 

Acquisitions of Property, plant and equipment

 

 

 

  (574)

 

  (1,220)

Additions of Intangible assets

 

16

 

  (4,726)

 

  (41,282)

Net collections of financial assets at FVPL

 

 

 

  (282)

 

  7,049

Interest collected from financial instruments

 

 

 

  5,536

 

  194

Net cash used in investing activities

 

 

 

  (46)

 

  (35,259)

Cash flows from financing activities

 

 

 

 

 

 

Proceeds from issuance of shares

 

12

 

  —

 

  63,177

Proceeds from initial public offering

 

 

 

  —

 

  87,088

Proceeds from transaction between shareholders

 

 

 

  —

 

  149,411

Increase in Restricted cash

 

 

 

  —

 

  (149,411)

Share-options exercise

 

 

 

  906

 

  82

Borrowings proceeds

 

 

 

  14,656

 

  —

Borrowings repayments

 

 

 

  (5,364)

 

  —

Interest payments on lease liability

 

 

 

  (178)

 

  (51)

Principal payments on lease liability

 

 

 

  (147)

 

  (219)

Other finance expense paid

 

 

 

  (1,179)

 

  (236)

Net cash provided by financing activities

 

 

 

  8,694

 

  149,841

Net increase in cash flow

 

 

 

  118,174

 

  154,281

Cash and cash equivalents at the beginning of the period

 

 

 

  336,197

 

  111,733

Effects of exchange rate changes on cash and cash equivalents

 

 

 

  (386)

 

  (60)

Cash and cash equivalents at the end of the period

 

 

 

  453,985

 

  265,954

 


The accompanying notes are an integral part of these Consolidated Condensed Interim Financial Statements.


DLocal Limited

Notes to the Consolidated Condensed Interim Financial Statements

At June 30, 2022

(All amounts in thousands of U.S. Dollars except share data or as otherwise indicated)

 

 

1. General information and Significant Events during the period

 

1.1. General information

 

DLocal Limited (“dLocal” or the “Company”) is a holding company, referred to together with its subsidiaries as the “Group”. dLocal is a limited liability company. The Group was established on October 5, 2016, under the holding company dLocal Group Limited, domiciled and incorporated in Malta, and on April 14, 2021 it was reorganized under dLocal, domiciled and incorporated in the Cayman Islands. The Company is the ultimate controlling party of the Group.

 

The Group processes online payment transactions, enabling enterprise merchants located in developed economies (mainly United States, Europe and China) to get paid (“payins”) from customers in emerging markets and to make payments (“payouts”) to customers in emerging markets. As of the date of issuance of this Consolidated Condensed Interim Financial Statements, the Group continued to focus on its expansion efforts bringing the total number of countries in the geographic network to 37.

 

In order to conduct its business, the Group has direct connections with banks, acquirers and payments processors to process payments locally in emerging markets. It also operates with financial institutions to expatriate/ repatriate the funds to/from the developed economies where the merchant customers elect to settle their funds in the currency of their preference (mainly U.S. Dollar and Euro). These consolidated condensed interim financial statements include dLocal’s subsidiaries and details of the structure are included under Note 4: Consolidation of subsidiaries.

 

The Group is licensed and regulated in the EU as an Electronic Money Issuer, or EMI, and Payment Institution, or PI, and registered as a Money Service Business with the Financial Crimes Enforcement Network of the U.S. Department of the Treasury, or FinCEN, and we operate and are licensed, as applicable, in 37 in emerging markets, primarily in the Americas, Asia and Africa.

 

In addition, the Group is subject to laws aimed at preventing money laundering, corruption and the financing of terrorism. This regulatory landscape is constantly changing, including as a consequence of the implementation of the Fourth Anti-Money Laundering Directive (Directive 2015/849/EU, “MLD4”) and the proposed amendments to the MLD4, often referred to as the fourth Anti-Money Laundering Directive.

 

1.2. Significant events during the period

a)
Filing of Form 20-F

 

On May 2, 2022, the Group filed its annual report on Form 20-F as of December 31, 2021, and 2020 and for the years ended December 31, 2021, 2020, and 2019.

 


b)
Collateralized Credit Facility

 

On March 3, 2022, DLocal Group Limited (the “Borrower”) entered into a Credit Agreement (the “Agreement”) with Bank J. Safra Sarasin (Gibraltar) Ltd, acting through its London Branch (the “Bank”), pursuant to which the Bank grants a facility to the Borrower of a maximum amount of a total of U$S 4,000 (the “Credit Facility”). The Borrower may utilize the Credit Facility for options and futures transactions as well as structured products subject to margin requirements.


2. Presentation and preparation of the Consolidated Condensed Interim Financial Statements and significant accounting policies

 

2.1. Basis of preparation of consolidated condensed interim financial information

 

These Consolidated Condensed Interim Financial Statements for the six months ended June 30, 2022 have been prepared in accordance with International Accounting Standard 34, “Interim Financial Reporting” as issued by the International Accounting Standard Board.

 

These Consolidated Condensed Interim Financial Statements do not include all the notes of the type normally included in an annual consolidated financial statement. Accordingly, this report should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2021 (the “Annual Financial Statements”).

 

The accounting policies and critical accounting estimates and judgments adopted, except for those explicitly indicated on these Consolidated Condensed Interim Financial Statements, are consistent with those of the previous financial year and corresponding interim reporting period.

 

All amounts are presented in thousands of U.S. Dollars except share data or as otherwise indicated.

 

These Consolidated Condensed Interim Financial Statements for the six months ended June 30, 2022 were authorized for issuance by the dLocal’s Board of Directors on August 22, 2022.

 

2.2. Share-based payments

 

During the six months ended June 30, 2022 , the Group granted new share options and restricted share units under the Amended and Restated 2020 Global Share Incentive Plan to executives and employees in return for their services, which represented changes in the composition of share options outstanding at the end of the period.

 

2.2.1. Employee Share Purchase Plan (“ESPP”)

 

Set out below are summaries of restricted share units and share options granted under the plan:

 

 

 

June 30, 2022

 

December 31, 2021 *

 

 

Average

 

 

 

Average

 

 

 

 

exercise price

 

 

 

exercise price

 

 

 

 

per share

 

 

 

per share

 

 

 

 

option

 

Number of

 

option

 

Number of

 

 

(U.S. Dollars)

 

options and RSUs

 

(U.S. Dollars)

 

options and RSUs

At the beginning of the period

 

  1.16

 

  4,032,345

 

  1.22

 

  17,361,000

Granted during the period

 

  23.59

 

  746,499

 

  3.69

 

  2,371,345

Exercised during the period

 

  3.54

 

  (766,500)

 

  2.03

 

  (15,685,000)

Forfeited during the period

 

  22.47

 

  (261,341)

 

  4.15

 

  (15,000)

At the end of the period

 

  6.14

 

  3,751,003

 

  1.16

 

  4,032,345

Vested and exercisable at the end of the period

 

  5.85

 

  534,200

 

  3.54

 

  486,750

 

* Retroactively adjusted to reflect the effect of the stock split described in Note 1 to the Annual Financial Statements for the year ended December 31, 2021.

 

No options expired during the periods covered by the above table.

 

Share options and restricted share units outstanding at the end of the period have the following expiry dates and exercise prices:

 


Grant date

 

Vesting period

 

Last vesting date

 

Exercise price
(U.S. Dollars
per A Share)

 

Share options and
RSUs June 30,
2022

 

Share options and
RSUs December 31,
2021 *

 

August 1st, 2018

 

3 years

 

August 1st, 2021

 

  0.74

 

  —

 

  90,500

 

October 1st, 2019

 

3 years

 

October 1st, 2022

 

  2.18

 

  77,000

 

  90,000

 

August 24th, 2020

 

5 years

 

August 24th, 2025

 

  3.30

 

  735,000

 

  835,000

 

November 15th, 2020

 

4 years

 

November 15th, 2024

 

  4.15

 

  135,000

 

  135,000

 

November 23rd, 2020

 

5 years

 

November 23rd, 2025

 

  3.88

 

  420,400

 

  525,500

 

January 1st, 2021

 

5 years

 

January 1st, 2026

 

  3.88

 

  145,000

 

  210,000

 

March 1st, 2021

 

1 year

 

March 1st, 2022

 

  0.002

 

  5,500

**

  5,500

**

March 2nd, 2021

 

5 years

 

March 2nd, 2026

 

  7.44

 

  10,000

 

  10,000

 

March 11th, 2021

 

5 years

 

March 11th, 2026

 

  0.002

 

  832,000

**

  1,031,000

**

March 11th, 2021

 

5 years

 

March 11th, 2026

 

  7.44

 

  36,000

 

  36,000

 

March 12nd, 2021

 

5 years

 

March 12nd, 2026

 

  7.44

 

  —

 

  7,000

 

March 15th, 2021

 

5 years

 

March 15th, 2026

 

  7.44

 

  —

 

  7,500

 

March 29th, 2021

 

5 years

 

March 29th, 2026

 

  7.44

 

  —

 

  10,000

 

May 11th, 2021

 

5 years

 

May 11th, 2026

 

  7.44

 

  684,500

 

  927,500

 

May 11th, 2021

 

3 years

 

May 11th, 2024

 

  0.002

 

  22,500

**

  22,500

**

May 18th, 2021

 

5 years

 

May 18th, 2026

 

  16.17

 

  10,000

 

  10,000

 

December 9th, 2021

 

5 years

 

December 9th, 2026

 

  0.002

 

  73,366

**

  79,345

**

February 21st, 2022

 

5 years

 

February 21st, 2027

 

  0.002

 

  6,930

**

  —

 

March 16th, 2022

 

5 years

 

March 16th, 2027

 

  30.47

 

  20,000

 

  —

 

March 28th, 2022

 

5 years

 

March 28th, 2027

 

  30.27

 

  55,256

 

  —

 

April 1st, 2022

 

5 years

 

April 1st, 2027

 

  0.002

 

  4,886

**

  —

 

May 1st, 2022

 

5 years

 

May 1st, 2027

 

  0.002

 

  57,665

**

  —

 

May 1st, 2022

 

5 years

 

May 1st, 2027

 

  26.01

 

  240,000

 

  —

 

May 18th, 2022

 

5 years

 

May 18th, 2027

 

  19.72

 

  160,000

 

  —

 

May 26th, 2022

 

5 years

 

May 26th, 2027

 

  21.02

 

  20,000

 

  —

 

Total

 

 

 

 

 

 

 

  3,751,003

 

  4,032,345

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average remaining contractual life of restricted share units and share options outstanding at end of the year

 

 

 

3.61 years

 

4.24 years

 

 

* Retroactively adjusted to reflect the effect of the stock split described in Note 1 to the Annual Financial Statements for the year ended December 31, 2021.

** It corresponds to Restricted Share Units (RSUs) granted.

 

2.3. New accounting pronouncements

 

The Group has not early adopted the following standards, interpretations or amendments that have been issued but are not yet effective:

 

•
Amendments to IAS 1 - Classification of Liabilities as Current or Non-current
•
Amendments to IAS 1 and IFRS Practice Statement 2 - Disclosure of Accounting Policies
•
Amendments to IAS 8 - Definition of Accounting Estimates
•
Amendments to IAS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction

 

•
On January 23, 2020, the IASB issued narrow-scope amendments to IAS 1 Presentation of Financial Statements to clarify how to classify debt and other liabilities as current or non-current. The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or

non-current. The amendments include clarifying the classification requirements for debt a company might settle by converting it into equity. The amendments clarify, not change, existing requirements, and so are not expected to affect Group’s financial statements significantly. This amendment is effective for annual reporting periods beginning on or after January 1, 2023 and is to be applied retrospectively. Earlier application is permitted.
•
On February 12, 2021, the IASB issued 'Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)' to help preparers in deciding which accounting policies to disclose in their financial statements. The management of the Company does not anticipate that the application of this amendment will have a material impact on the Company's consolidated financial statements. This amendment is effective for annual periods beginning on or after January 1, 2023. Earlier application is permitted. The Company has not opted for early application.
•
On February 12, 2021, the IASB issued 'Definition of Accounting Estimates (Amendments to IAS 8)' providing a new definition of accounting estimates to help entities to distinguish between accounting policies and accounting estimates. The management of the Company does not anticipate that the application of this amendment will have a material impact on the Company's consolidated financial statements. This amendment is effective for annual periods beginning on or after January 1, 2023. Earlier application is permitted. The Company has not opted for early application.
•
On May 7, 2021, the IASB issued 'Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12)' clarifying that the initial recognition exemption does not apply to transactions in which equal amounts of deductible and taxable temporary differences arise on initial recognition. This amendment is effective for annual periods beginning on or after January 1, 2023. Earlier application is permitted. The Company has not opted for early application.

 

The Group did not change its accounting policies or make retrospective adjustments as a result of new accounting standards made applicable on January 1, 2022.


 

3. Accounting estimates and judgments

 

Accounting estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

 

The critical accounting estimates and judgments adopted on these Consolidated Condensed Interim Financial Statements are consistent with those of the previous financial year and corresponding interim reporting period.


4. Consolidation of subsidiaries

 

DLocal Limited, located in Cayman Islands, is the parent company of the Group and acts as a holding company for subsidiaries whose main activity is cross-border and local payments, enabling international merchants to access end customers in emerging markets. Its revenue comes from dividends receivable from subsidiaries and share of profit from subsidiary partnership.

 

The consolidated financial statements of the Group include the following subsidiaries:

 

 

 

 

 

 

 

% of equity interest held by Dlocal

Entity name

 

Country of incorporation

 

Principal activities

 

June 30, 2022

 

December 31, 2021

Dlocal Group Limited

 

Malta

 

Holding Company

 

100%

 

100%

Dlocal Limited

 

Malta

 

Payments provider

 

99.999%

 

99.999%

Dlocal Markets Limited

 

Malta

 

Holding Company

 

100%

 

100%

Dlocal Hold Ops Limited

 

Cayman Islands

 

Holding Company

 

100%

(3)

-

Dlocal LLP

 

United Kingdom

 

Payments provider

 

99.999%

 

99.999%

Dlocal Corp LLP

 

United Kingdom

 

Payments provider

 

99.99%

 

99.99%

Dlocal OpCo UK LTD

 

United Kingdom

 

Payments provider

 

100%

(3)

-

Dlocal Inc.

 

United States of America

 

Holding Company

 

100%

 

100%

Dlocal Technologies S.A.

 

Uruguay

 

Service provider

 

100%

 

100%

Dlocal Uruguay S.A.

 

Uruguay

 

Collection agent

 

100%

 

100%

Dlocal PTE Limited

 

Singapore

 

Holding Company

 

100%

 

100%

Dlocal Argentina S.A.

 

Argentina

 

Collection agent

 

100%

 

100%

Demerge Argentina S.A.

 

Argentina

 

Service provider

 

100%

 

100%

Dlocal Services Arg S.A.

 

Argentina

 

Service provider

 

100%

 

100%

DLocal Bangladesh Limited

 

Bangladesh

 

Collection agent

 

100%

 

100%

Dlocal Brasil Holding Financeira

 

Brazil

 

Holding Company

 

100%

 

100%

Dlocal Brasil Instituição de Pagamento S.A.

 

Brazil

 

Collection agent

 

100%

 

100%

Demerge Brasil Facilitadora de Pagamentos Ltda.

 

Brazil

 

Collection agent

 

100%

 

100%

Webpay Brasil Pagamentos Ltda.

 

Brazil

 

Collection agent

 

100%

(3)

-

Dlocal Chile SPA

 

Chile

 

Collection agent

 

100%

 

100%

Demerge Chile SPA

 

Chile

 

Collection agent

 

100%

 

100%

Pagos y Servicios Limitada

 

Chile

 

Collection agent

 

99%

 

100%

FCA Chile 2 Spa

 

Chile

 

Collection agent

 

100%

(3)

-

Dlocal Colombia S.A.S.

 

Colombia

 

Collection agent

 

100%

 

100%

Demerge Colombia S.A.S.

 

Colombia

 

Collection agent

 

100%

 

100%

W-Collect S.A.S.

 

Colombia

 

Collection agent

 

100%

 

100%

BH Collect S.A.S.

 

Colombia

 

Collection agent

 

100%

 

100%

Kupa Colombia S.A.S.

 

Colombia

 

Collection agent

 

100%

(3)

-

Dlocal Costa Rica SRL

 

Costa Rica

 

Collection agent

 

100%

(3)

-

Demerege Ecuador S.A. (1)

 

Ecuador

 

Collection agent

 

0.15%

 

0.15%

Dlocal Egypt LLC

 

Egypt

 

Collection agent

 

100%

 

100%

Dlocal El Salvador S.A de C.V.

 

El Salvador

 

Collection agent

 

100%

(3)

-

Dlocal Honduras S.A.

 

Honduras

 

Collection agent

 

100%

(3)

-

Depansum Solutions Private Limited

 

India

 

Collection agent

 

99%

 

99%

Dlocal India Pvt Limited

 

India

 

Collection agent

 

99.99%

 

99.99%

Guisol Solutions Private Limited

 

India

 

Collection agent

 

100%

(3)

-

PT Dlocal Solutions Indonesia

 

Indonesia

 

Collection agent

 

100%

 

100%

Dlocal Israel Limited

 

Israel

 

Service provider

 

100%

 

100%

Dlocal SARL

 

Ivory Coast

 

Collection agent

 

100%

(3)

-

 


Demerge Japan Ltd

 

Japan

 

Collection agent

 

66.6%

(3)

-

Dlocal Payments Kenya Limited

 

Kenya

 

Collection agent

 

100%

(3)

-

Depansum Malaysia SDN. BHD.

 

Malaysia

 

Collection agent

 

100%

(3)

-

Demerge Mexico S.A. de C.V.

 

Mexico

 

Collection agent

 

99.999%

 

99.999%

Dlocal Mexico S.A. DE C.V.

 

Mexico

 

Collection agent

 

99.999%

 

99.999%

Dlocal Technologies Mexico S.A. DE C.V.

 

Mexico

 

Service provider

 

100%

 

100%

DLocal Morocco SARL AU

 

Morocco

 

Collection agent

 

100%

 

100%

Demerge Nigeria Limited

 

Nigeria

 

Collection agent

 

100%

 

100%

Dlocal Panama S.A.

 

Panama

 

Collection agent

 

100%

 

100%

Dlocal Paraguay S.A.

 

Paraguay

 

Collection agent

 

100%

 

100%

Demerge Peru S.A.C.

 

Peru

 

Collection agent

 

99%

 

99%

Demerge República Dominicana SAS

 

República Dominicana

 

Collection agent

 

99.99%

 

99.99%

Depansum PTY Limited

 

South Africa

 

Collection agent

 

100%

 

100%

Dlocal Tanzania LTD

 

Tanzania

 

Collection agent

 

100%

(3)

-

Demerge (Thailand) Co. LTD (2)

 

Thailand

 

Collection agent

 

49%

(3)

-

Dlocal Payment Services L.L.C.

 

United Arab Emirates

 

Collection agent

 

100%

(3)

-

Dlocal Vietnam Company Limited

 

Vietnam

 

Collection agent

 

100%

(3)

-

 

(1)

Although Dlocal is the owner of 0.15% of Demerege Ecuador S.A., the Group controls its operations according to the guidelines in IFRS 10. On July 1, 2022, Dlocal acquired the remaining 99.85%.

(2)

Although Dlocal is the owner of 49% of Demerge (Thailand) Co. LTD, the Group controls its operations according to the guidelines in IFRS 10.

(3)

The Group has determined that the acquisition or incorporation of these subsidiaries during 2022 does not constitute a business according to IFRS 3.

 

 


 


5. Segment reporting

 

The Group operates in a single operating segment, which is “payment processing”. Operating segments are defined as components of an enterprise for which separate financial information is regularly evaluated by the chief operating decision maker, who in the Group’s case is the Executive Team, in deciding how to allocate resources and assess performance. The Executive Team is composed of the Chief Executive Officer (“CEO”), the Chief Operating Officer (“COO”), the Chief Financial Officer (“CFO”) and the President of Dlocal Limited.

 

The Executive Team evaluates the Group’s financial information and resources and assesses the financial performance of these resources on a consolidated basis on the basis of Revenues, Adjusted EBITDA and Adjusted EBITDA margin as further described below.

 

The Group’s revenue, results and assets for this one reportable segment can be determined by reference to the Consolidated Condensed Statement of Comprehensive Income and Consolidated Condensed Statement of Financial Position.

 

As required by IFRS 8 Operating Segments, below are presented applicable entity-wide disclosures related to dLocal’s revenues.

 

Revenue breakdown by region

 

The Group’s revenues arise from operations in more than 30 countries, where the merchants´ customers are based.

 

Based on the region where payments from/to such customers are processed this is the revenue breakdown:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

YoY%

 

June 30, 2022

 

June 30, 2021

 

YoY%

LatAm

 

  165,178

 

  89,555

 

84.4%

 

  87,570

 

  53,632

 

63.3%

Asia and Africa

 

  23,455

 

  9,662

 

142.8%

 

  13,610

 

  5,329

 

155.4%

Revenues

 

  188,633

 

  99,217

 

90.1%

 

  101,180

 

  58,961

 

71.6%

 

Revenue with large customers

 

During the six months ended June 30, 2022 the Group operated with more than 590 merchants (more than 340 merchants in the six months ended June 30, 2021).

 

For the six months ended June 30, 2022, the Group’s revenue from its top 10 merchants represented 51% of revenue (62% of revenue for the six months ended June 30, 2021). For the six months ended June 30, 2022 there are no customers (one for the six months ended June 30, 2021) that on an individual level accounted for more than 10% of the total revenue.

 


Adjusted EBITDA and Adjusted EBITDA Margin

 

The Executive Team assesses the financial performance of the Group’s sole segment by Revenues, Adjusted EBITDA and Adjusted EBITDA Margin. The Adjusted EBITDA is defined as the consolidated profit from operations before financing and taxation for the year or period, as applicable, before depreciation of property, plant and equipment, amortization of right-of-use assets and intangible assets, and further excluding the changes in fair value of financial assets and derivative financial instruments carried at fair value through profit or loss, impairment gain/loss on financial assets, transaction costs, share-based payment non-cash charges, secondary offering expenses and inflation adjustment. The Group defines Adjusted EBITDA Margin as the Adjusted EBITDA divided by consolidated revenues.

The Group reconciles the segment’s performance measure to profit for the period as presented in the Consolidated Condensed Interim Statements of Comprehensive Income as follows:

 

 

 

 

Six months ended

 

Three months ended

 

 

Note

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Profit for the period

 

 

  56,995

 

  34,635

 

  30,722

 

  17,708

Income tax expense

 

11

  5,364

 

  2,975

 

  4,151

 

  1,596

Inflation adjustment

 

 

  778

 

  41

 

  472

 

  7

Interest charges on leases

 

 

  178

 

  51

 

  15

 

  48

Interest income from financial assets at FVPL

 

 

  (5,536)

 

  (194)

 

  (5,530)

 

  (168)

Fair value losses / (gains) on financial assets at FVPL

 

 

  —

 

  10

 

  —

 

  2

Other operating (gain) / loss

 

19

  688

 

  (2,896)

 

  688

 

  —

Other finance expense

 

 

  5,710

 

  236

 

  4,574

 

  (224)

Impairment loss / (gain) on financial assets

 

14

  (82)

 

  167

 

  (7)

 

  113

Depreciation and amortization

 

10

  3,580

 

  1,859

 

  1,857

 

  1,344

Secondary offering expenses (i)

 

8

  89

 

  3,747

 

  —

 

  3,042

Transaction costs (ii)

 

8

  —

 

  454

 

  —

 

  341

Share-based payment non-cash charges, net of forfeitures

 

9

  3,275

 

  2,681

 

  1,241

 

  2,116

Adjusted EBITDA

 

 

  71,039

 

  43,766

 

  38,183

 

  25,925

 

 

 

 

 

 

 

 

 

 

Revenues

 

6

  188,633

 

  99,217

 

  101,180

 

  58,961

Adjusted EBITDA

 

 

  71,039

 

  43,766

 

  38,183

 

  25,925

Adjusted EBITDA Margin

 

 

37.7%

 

44.1%

 

37.7%

 

44.0%

 

(i)
Corresponds to expenses assumed by dLocal in relation to the secondary offering of its shares occurred in 2021.
(ii)
Corresponds to costs related to the acquisition of assets of Primeiropay as more fully explained in Note 20 to the Annual Financial Statements for the year ended December 31, 2021.

 


6. Revenues and Cost of Services

 

(a) Revenue and Gross profit description

 

dLocal derives revenue from processing payments for international merchants to enable them to operate in selected emerging markets.

 

The breakdown of revenue from contracts with customers per type of service is as follows:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Transaction revenues (i)

 

  181,435

 

  95,648

 

  96,699

 

  57,129

Other revenues (ii)

 

  7,198

 

  3,569

 

  4,481

 

  1,832

Revenues from payment processing (iii)

 

  188,633

 

  99,217

 

  101,180

 

  58,961

Cost of services

 

  (95,440)

 

  (42,159)

 

  (51,541)

 

  (25,170)

Gross profit

 

  93,193

 

  57,058

 

  49,639

 

  33,791

 

(i)
Transaction revenues are comprised of transaction fees, defined either as percentage of the transaction value or a fixed amount per transaction, as well as foreign exchange service fee, usually established as a percentage of the transaction value. These fees are recognized as revenue at a point in time when a payment transaction has been processed.
(ii)
Other revenues are mainly comprised of minor fees, such as initial setup fees, installment fee, minimum monthly fees, chargebacks fees, refunds fees and small transfer fees.
(iii)
For the six months ended June 30, 2022 revenues include an amortization charge of USD 211 (USD 100 for the six months ended June 30, 2021) related to prepaid assets, as detailed in Note 15: Other assets. For the three months ended June 30, 2022 revenues include an amortization charge of USD 53 (USD 161 for the three months ended June 30, 2021) related to prepaid assets, as detailed in Note 15: Other assets.

 

(b) Revenue recognized at a point in time and over time

 

Transaction revenues are recognized at a point in time when the payment transaction is processed. Other revenues are recognized as revenue at a point in time when the respective performance obligation is satisfied. The Group did not recognize revenues over time for the six months ended June 30, 2022 and 2021.

 

(c) Cost of services

 

Cost of services are composed of the following:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Processing costs (i) (1)

 

  90,910

 

  39,738

 

  49,117

 

  23,772

Hosting expenses (ii)

 

  1,955

 

  1,207

 

  1,028

 

  733

Salaries and wages (iii)

 

  608

 

  259

 

  327

 

  137

Amortization of intangible assets (iv)

 

  1,967

 

  955

 

  1,069

 

  528

Cost of services

 

  95,440

 

  42,159

 

  51,541

 

  25,170

 


 


(i)
Mainly corresponds to fees that financial institutions (banks, local acquirers or payment methods) charge the Group, which are typically a percentage of the transaction value but in some instances, they also could be a fixed fee and are related to payment processing, cash advances, and installment payments. Costs vary from one institution to another and usually depends on the settlement period contracted with each such institution and the payment method used.
(ii)
Expenses related to hosting services for the Group’s payment platform.
(iii)
Consist of salaries and wages of the operations department directly involved in the day-to-day operations. For further detail refer to Note 9: Employee Benefits.
(iv)
Amortization of intangible assets corresponds to the amortization of the internally generated software (i.e., dLocal’s payment platform) by the Group. For further detail refer to Note 16: Intangible Assets.

 

(1)
For the six months ended June 30, 2022, the amount includes USD 11,155 of broker’s costs, currency conversion costs and foreign exchange losses (net of hedges) on the processed volume between the processing date and the expatriation or repatriation of funds date (USD 1,039 for the six months ended June 30, 2021). For the three months ended June 30, 2022, the amount includes USD 8,052 of broker’s costs, currency conversion costs and foreign exchange losses (net of hedges) on the processed volume between the processing date and the expatriation or repatriation of funds date (a net gain of USD 190 for the three months ended June 30, 2021).

 


7. Technology and development expenses

 

Technology and development expenses are composed of the following:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Salaries and wages (i)

 

  1,669

 

  385

 

  845

 

  194

Software licenses (ii)

 

  447

 

  160

 

  289

 

  73

Infrastructure expenses (iii)

 

  722

 

  301

 

  414

 

  160

Information and technology security expenses (iv)

 

  76

 

  73

 

  39

 

  41

Other technology expenses

 

  135

 

  197

 

  56

 

  128

Total Technology and development expenses

 

  3,049

 

  1,116

 

  1,643

 

  596

 

 

(i)
Consist primarily of FTEs compensation related to technology related roles. For further detail on total salaries and wages refer to Note 9: Employee Benefits
(ii)
Consist of software licenses used by the technology development department for the development and maintenance of the platform.
(iii)
Corresponds to information technology costs to support our infrastructure and back-office operations.
(iv)
Comprises expenses of overall monitoring and security of our network and platform.

8. Sales and marketing expenses and General and administrative expenses

 

Sales and marketing expenses and General and administrative expenses are composed of the following:

 

 

 

Six months ended

 

Three months ended

Sales and marketing expenses

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Salaries and wages (i)

 

  4,592

 

  1,925

 

  2,330

 

  993

Marketing expenses (ii)

 

  1,380

 

  244

 

  798

 

  134

Total Sales and marketing expenses

 

  5,972

 

  2,169

 

  3,128

 

  1,127

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Salaries and wages (iii)

 

  10,245

 

  9,921

 

  4,665

 

  6,365

Third-party services (iv)

 

  4,158

 

  6,130

 

  1,978

 

  4,739

Office expenses (v)

 

  1,335

 

  1,290

 

  669

 

  1,002

Travel and other operating expenses

 

  2,038

 

  948

 

  995

 

  509

Amortization and depreciation (vi)

 

  1,613

 

  904

 

  788

 

  816

Total General and administrative expenses

 

  19,389

 

  19,193

 

  9,095

 

  13,431

 

(i)
Salaries and wages related to Full Time Equivalents (“FTE”) engaged in the Sales and marketing department of the Group. For further detail on total salaries and wages refer to Note 9: Employee Benefits.
(ii)
Expenses related to the distribution and production of marketing and advertising, public relations expenses, commissions to third-party sales force and partners and expenses incurred in relation to trade marketing at events.
(iii)
Salaries and wages related to administrative FTEs. For further detail on total salaries and wages refer to Note 9: Employee Benefits.
(iv)
This includes Advisors’ fees, Legal fees, Auditors’ fees and Human resources’ fees. Third-party services, for the six months ended June 30, 2021, also include USD 3,747 of Secondary offering expenses and USD 454 of Transaction costs (USD 3,042 and USD 341, respectively, for the three months ended June 30, 2021).
(v)
Consist of office rent and related expenses.
(vi)
Corresponds to amortization of right-of-use assets as well as depreciation of property, plant and equipment. For further detail on total amortization and depreciation charges refer to Note 10: Amortization and Depreciation.

 


9. Employee Benefits

 

As of June 30, 2022, the Group’s FTEs were 632 (427 as of June 30, 2021) where 35% corresponded to information technology and product engineers and related roles (37% as of June 30, 2021).

 

Employee benefits is composed of the following:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Salaries, wages and contractor fees (i)

 

  18,755

 

  12,354

 

  9,409

 

  6,970

Share-based payments (ii)

 

  3,275

 

  2,681

 

  1,241

 

  2,116

Total employee benefits

 

  22,030

 

  15,035

 

  10,650

 

  9,086

 

(i)
Salaries, wages and contractor fees include social security costs as well as annual bonuses compensations. This line also includes USD 4,916 for the six months ended June 30, 2022 (USD 2,545 for the six months ended June 30, 2021) and USD 2,483 for the three months ended June 30, 2022 (USD 1,397 for the three months ended June 30, 2021) related to capitalized salaries and wages.
(ii)
The share-based payments relate to equity-settled compensation expenses, net of forfeitures if any. For further information refer to Note 2.2: Share-based payments.

10. Amortization and Depreciation

 

Amortization and depreciation expenses are composed of the following:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Amortization of intangible assets

 

  3,016

 

  1,479

 

  1,594

 

  1,052

Right-of-use asset amortization

 

  223

 

  208

 

  110

 

  171

Depreciation of Property, plant & equipment

 

  341

 

  172

 

  153

 

  121

Total Amortization and Depreciation

 

  3,580

 

  1,859

 

  1,857

 

  1,344

 

For further information related to amortization of intangible assets refer to Note 16: Intangible Assets.


11. Income Tax

 

Income tax expense is recognized based on management’s estimate of the weighted average effective annual income tax rate expected for the full financial year. The estimated average income tax rate used for the six months ended June 30, 2022 is 8.6%, compared to 7.9% for the six months ended June 30, 2021.

 

The income tax charge recognized in profit and losses is the following:

 

 

 

Six months ended

 

Three months ended

Current Income Tax

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Current Income Tax on profits for the period

 

  (6,110)

 

  (2,450)

 

  (4,145)

 

  (1,313)

Total Current Income Tax expense

 

  (6,110)

 

  (2,450)

 

  (4,145)

 

  (1,313)

 

 

 

 

 

 

 

 

 

Deferred income tax

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Increase/(decrease) in deferred income tax assets

 

  308

 

  (140)

 

  (137)

 

  (61)

Decrease/(increase) in deferred income tax liabilities

 

  438

 

  (385)

 

  131

 

  (222)

Total Deferred income tax benefit/(expense)

 

  746

 

  (525)

 

  (6)

 

  (283)

Income Tax expense

 

  (5,364)

 

  (2,975)

 

  (4,151)

 

  (1,596)

 


12. Capital management

 

(a) Share capital

 

Authorized shares, as well as issued and fully paid-up shares, are presented below:

 

 

 

June 30, 2022

 

June 30, 2021

 

 

Amount

 

USD

 

Amount

 

USD

Authorized Shares of USD 0.002 USD each

 

 

 

 

 

 

 

 

Class A common shares

 

          1,000,000,000

 

                        2,000

 

          1,000,000,000

 

                        2,000

Class B common shares

 

             250,000,000

 

                           500

 

             250,000,000

 

                           500

Undesignated shares

 

             250,000,000

 

                           500

 

             250,000,000

 

                           500

 

 

          1,500,000,000

 

  3,000

 

          1,500,000,000

 

  3,000

Issued and Fully Paid Up Shares of USD 0.002 each

 

 

 

 

 

 

 

 

Class A Common Shares *

 

  161,740,749

 

  324

 

  146,952,814

 

  294

Class B Common Shares

 

  134,054,192

 

  268

 

  145,962,951

 

  292

 

 

  295,794,941

 

  592

 

  292,915,765

 

  586

Share Capital evolution

 

 

 

 

 

 

 

 

Share Capital as at January 1

 

  295,028,441

 

  590

 

  268,598,000

 

  602

i) Issue of common shares at USD 0.002

 

  766,500

 

  2

 

19,906,000

 

  45

ii) Par value change

 

  —

 

  —

 

  —

 

  (70)

iii) Issue of ordinary shares at the IPO

 

  —

 

  —

 

4,411,765

 

  9

Share capital as of June 30

 

  295,794,941

 

  592

 

  292,915,765

 

  586

 

* Includes 243,000 shares from share-options exercises that were paid in July 2022.

 

The rights of the holders of Class A Common Shares and Class B Common Shares are identical, except with respect to voting, conversion and transfer restrictions applicable to the Class B Common Shares. Each Class A Common Share is entitled to one vote while Class B Common Shares are entitled to five votes each. Each Class B Common Share is convertible into one Class A Common Share automatically upon transfer, subject to certain exceptions. Holders of Class A Common Shares and Class B Common Shares vote together as a single class on all matters unless otherwise required by law.

 

i)
For the six months ended June 30, 2022 dLocal issued 766,500 new Class A Common Shares receiving total proceeds of USD 906, related to the exercise of share-options. For the six months ended June 30, 2021 and prior to the IPO date (June 3, 2021) dLocal issued 19,906,000 new Class A Common Shares receiving total proceeds of USD 63,177, according to the following details: i) 15,640,000 shares related to the exercise of share-options where dLocal received payments for USD 31,678; ii) 45,000 shares related to the exercise of share-options where dLocal received payments for USD 98; and iii) 4,221,000 shares, issued on March 3rd, 2021, where dLocal received payments for USD 31,401.
ii)
On April 14, 2021 existing shareholders of dLocal Group Limited contributed the outstanding shares, with par value of 1.1211 U.S. Dollars, to dLocal, and received the same number of shares with par value of 1 U.S. Dollars.
iii)
On June 3, 2021 the following transactions took place related to the Group’s IPO: i) the Group made a 500-for-1 share split where the shareholders of

dLocal exchanged 577,008 shares with par value of 1 U.S. Dollars for 288,504,000 shares of par value 0.002 U.S. Dollars of the same entity; ii) 4,411,765 shares were issued as part of the initial public offering where dLocal received a payment, net of issuance costs, of USD 86,450 based on a market price of 21.0 U.S. Dollars per share.

 

(b) Capital reserve

 

The Capital reserve corresponds to reserves related to the share-based plans, as described in Note 2.11: Share-based payments and warrants to the Annual Financial Statements for the year ended December 31, 2021. Accordingly, this reserve is related to share-based payment compensation plans of the Group.

 

The following table shows a breakdown of the consolidated condensed interim statement of financial position line item ‘Capital Reserves’ and the movements in these reserves during the periods.

 

 

 

2022

 

2021

Balances as of January 1

 

  12,741

 

  12,582

Share-options exercise (i)

 

  (3,640)

 

  (6,898)

Share-based payments charges

 

  3,606

 

  2,681

Forfeitures

 

  (331)

 

  —

Balance as at June 30

 

  12,376

 

  8,365

 

 

(i)
During the six months ended June 30, 2022 and 2021, a total of 766,500 and 15,685,000 share-options under the share-based payments plan were exercised, respectively. Consequently, the correspondent charge to Capital reserve was recycled into the Share premium line item within equity.

 

(c) Other Reserves

 

The reserves for the Group relate to cumulative translation adjustment representing differences on conversion of assets and liabilities at the reporting date.

 

The following table shows a breakdown of the consolidated statement of financial position line item ‘Other Reserves’ and the movements in these reserves during the periods.

 

 

 

2022

 

2021

 

 

Cumulative Translation Adjustment

 

Cumulative Translation Adjustment

Balances as of January 1

 

  (30)

 

  119

Movement of other reserves

 

  (528)

 

  747

Balance as at June 30

 

  (558)

 

  866

 


(d) Retained Earnings

 

Movements in retained earnings were as follows:

 

 

 

2022

 

2021

Balance as at January 1

 

  109,867

 

  31,749

Comprehensive income for the period

 

  57,309

 

  34,741

Balance as at June 30

 

  167,176

 

  66,490

 

(e) Earnings per share

 

dLocal calculates basic earnings per share by dividing the profit attributable to equity holders by the weighted average number of common shares issued and outstanding during the six months ended June 30, 2022 and 2021.

 

For diluted earnings per share is calculated by dividing the profit attributable to equity holders of dLocal by the weighted average number of common shares outstanding during the period plus the weighted average number of common shares that would be issued on conversion of all dilutive potential common shares into common shares.

 

The next table presents the information used as base for such calculation:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Profit attributable to common shareholders (U.S. Dollars)

 

  56,864,047

 

  34,628,192

 

  30,572,332

 

  17,708,117

Weighted average number of common shares

 

  295,219,928

 

  279,830,237

 

  295,393,168

 

  288,524,686

Adjustments for calculation of diluted earnings per share(1)

 

  17,619,241

 

  23,432,500

 

  17,599,775

 

  20,061,500

Weighted average number of common shares for calculating diluted earnings per share

 

  312,839,169

 

  303,262,737

 

  312,992,943

 

  308,586,186

Basic earnings per share

 

  0.19

 

  0.12

 

  0.10

 

  0.06

Diluted earnings per share

 

  0.18

 

  0.11

 

  0.10

 

  0.06

 

 

1 For the six months ended June 30, 2022, the adjustment corresponds to the dilutive effect of i) 14,901,568 average shares related to share-based payment warrants described in Note 2.11: Share-based payments and warrants to the Annual Financial Statements for the year ended December 31, 2021; and ii) 2,717,673 average shares related to share-based payment plans with employees (16,683,500 and 6,749,000 respectively for the six months ended June 30, 2021). For the three months ended June 30, 2022, the adjustment corresponds to the dilutive effect of i) 14,874,498 average shares related to share-based payment warrants; and ii) 2,725,277 average shares related to share-based payment plans with employees (16,930,500 and 3,131,000 respectively for the three months ended June 30, 2021).

 


13. Cash and cash equivalents

 

Cash and cash equivalents breakdown is presented below:

 

 

 

June 30, 2022

 

December 31, 2021

Own Balances

 

  270,219

 

  227,913

Merchant Clients Funds

 

  183,766

 

  108,284

 

 

  453,985

 

  336,197

 

As of June 30, 2022, USD 453,985 (USD 336,197 on December 31, 2021) represents cash on hand, demand deposits with financial institutions and other short-term liquid financial instruments.

 

Own Balances correspond to cash and cash equivalents of the Group while Merchant Clients Funds correspond to freely available funds collected from the merchants’ customers, that can be invested in secure, liquid low-risk assets until they are transferred to the merchants in accordance with the agreed conditions with them or transferred to Own Funds accounts for the portion that corresponds to the Group fees. As of June 30, 2022 , Merchant Clients Funds includes USD 24,649 pending to be transferred to Own Funds accounts (USD 7,827 as of December 31, 2021).


14. Trade and other receivables

 

Trade and Other Receivables of the Group are composed of the following:

 

 

 

June 30, 2022

 

December 31, 2021

Trade receivables

 

  177,009

 

  179,199

Loss allowance

 

  (240)

 

  (322)

Trade receivables net

 

  176,769

 

  178,877

Advances and other receivables

 

  20,779

 

  12,089

 

 

  197,548

 

  190,966

 

Trade Receivables correspond to uncollateralized gross amounts due from acquirers, processors, merchants and preferred suppliers for services performed that will be collected in less than one year, so they are classified as current. No financial assets are past-due and all Trade and other receivables are categorized as within “normal” credit risk rating.

 

Loss allowance and impairment losses

 

The following table presents the evolution of the loss allowance:

 

 

 

2022

 

2021

Opening book value as at January 1

 

  (322)

 

  (341)

Decrease/(increase) in loss allowance for trade receivables

 

  82

 

  (167)

Total as at June 30

 

  (240)

 

  (508)

Net impairment gain/(loss) on financial assets

 

  82

 

  (167)

 

Initial recognition and subsequent measurement the Group applies the simplified approach to determine expected credit losses on trade receivables.

 

To measure the expected credit losses, trade and other receivables have been grouped based on shared credit risk characteristics and the days past due (only 0-30 past due bucket as of June 30, 2022 and December 31, 2021 because there are no other material buckets of the outstanding receivables).

 

The expected loss rates are based on the payment profiles of debtors over a period of 36 months before year end and the corresponding historical credit losses experienced within this period. The historical loss rate is adjusted to reflect current and forward-looking information on credit risk ratings of the countries in which the Group sells its services which affects the ability of the debtors to settle the receivables. On that basis, the average expected credit loss rate of the 0-30 past due bucket was determined at 0.2% for the six months ended June 30, 2022 (0.3% in the six months ended June 30, 2021).

 


15. Other Assets

 

Other assets are composed of the following:

 

Current

 

June 30, 2022

 

December 31, 2021

Money held in escrow for: (i)

 

  770

 

  211

-Requirements for other processors

 

  639

 

  80

-Credit card requirements

 

  131

 

  131

Rental guarantees

 

  619

 

  561

Prepaid assets (ii)

 

  249

 

  567

Others

 

  50

 

  —

Total current Other Assets

 

  1,688

 

  1,339

 

(i)
Comprises money held in escrow in order to constitute a fund required by processors.
(ii)
In 2020 the Group signed with a Merchant a letter of agreement (the “Agreement”) where the Group agreed to pay USD 400 to the Merchant in exchange of a minimum amount of revenue in the period between August 24th, 2020 and September 30th, 2022. During the six months ended June 30, 2022 and 2021, this asset was reduced in USD 211 and USD 100, respectively, and accounted for as a reduction of revenues. Additionally, the Group signed an agreement with another Merchant where the Group agreed to pay USD 360 to the Merchant in exchange of a minimum amount of revenue during 2021 and for being retained as the provider of at least the 90% of the transacted volume in all markets where dLocal offers a complete payment solution in the same. Such agreement was already paid in 2021 and included within “Prepaid Assets”.

16. Intangible Assets

 

Intangible assets of the Group correspond to acquired software as well as to capitalized expenses related to internally generated software and are stated at cost less accumulated amortization.

 

 

 

2022

 

2021

 

 

Internally generated software

 

Acquired intangible assets

 

Total

 

Internally generated software

 

Acquired intangible assets (ii)

 

Total

Cost

 

  12,387

 

  39,335

 

  51,722

 

  4,987

 

  —

 

  4,987

Accumulated amortization

 

  (3,179)

 

  (1,574)

 

  (4,753)

 

  (834)

 

  —

 

  (834)

Opening book value as at January 1

 

  9,208

 

  37,761

 

  46,969

 

  4,153

 

  —

 

  4,153

Additions (i)

 

  4,726

 

  —

 

  4,726

 

  2,612

 

  39,335

 

  41,947

Amortization of the period

 

  (1,967)

 

  (1,049)

 

  (3,016)

 

  (955)

 

  (524)

 

  (1,479)

Total as at June 30

 

  11,967

 

  36,712

 

  48,679

 

  5,810

 

  38,811

 

  44,621

Cost

 

  17,113

 

  39,335

 

  56,448

 

  7,599

 

  39,335

 

  46,934

Accumulated amortization

 

  (5,146)

 

  (2,623)

 

  (7,769)

 

  (1,789)

 

  (524)

 

  (2,313)

 

 

(i) The additions of the six months ended June 30, 2022 include USD 4,916 related to capitalized salaries and wages (USD 2,545 as of June 30, 2021).

 

 

 

As of June 30, 2022

 

As of December 31, 2021

Cost

 

  56,448

 

  51,722

Accumulated amortization

 

  (7,769)

 

  (4,753)

Net book amount

 

  48,679

 

  46,969

 

As of June 30, 2022 , and December 31, 2021 no indicator of impairment related to intangible assets existed, so the Group did not perform an impairment test.

 


17. Trade and other payables

 

Trade and Other Payables are composed of the following:

 

 

 

June 30, 2022

 

December 31, 2021

Trade Payables

 

  318,973

 

  269,227

Accrued Liabilities

 

  8,142

 

  3,173

Other Payables

 

  8,461

 

  4,760

Total Trade and other payables

 

  335,576

 

  277,160

 

These payables are classified as current liabilities as the payment is due within one year or less. Moreover, the carrying amounts are considered to be the same as fair values, due to their short – term nature.

 

Trade Payables correspond to liabilities with Merchants, either related to payin transactions processed or payout transactions to be processed at their request. Accrued Liabilities mainly correspond to obligations with legal and tax advisors, and auditors. Other Payables mainly correspond to obligations related to processors´ costs and the acquisitions of office goods and services necessary for the ordinary course of the business.

 


18. Borrowings

 

During the year 2021, dLocal has received borrowings from a financial institution in Brazilian Reais (BRZ) amounting to USD 5,000 (BRZ 27 million) for working capital, with expiration date on April 19, 2022 and accruing interest at an annual fixed interest rate of 1.85%. The total outstanding as of December 31, 2021 amounts to USD 5,014 and is disclosed in the line "Borrowings". Such borrowings were repaid during April 2022.

 

On April 19, 2022, dLocal has received two borrowings from a financial institution in Brazilian Reais (BRZ 37.5 million each) amounting to a total of USD 15.8 million, with expiration date on January 16, 2023 and accruing interest at an annual variable interest rate equivalent to the Brazilian Interbank Deposit (Certificado de Depósito Interbancário, or “CDI”) rate plus 1.70% and 118.14% of the CDI, respectively. The total outstanding as of June 30, 2022 amounts to USD 14,656 and is disclosed in the line "Borrowings".

 


19. Tax Liabilities

 

The tax liabilities breakdown is as follows:

 

 

 

June 30, 2022

 

December 31, 2021

Income tax payable

 

  4,122

 

  1,940

Other tax liabilities

 

  6,465

 

  11,186

Income tax perception (RG 4815)

 

  5,384

 

  7,490

Digital services withholding VAT

 

  990

 

  2,796

Other Taxes

 

  91

 

  900

Total Tax Liabilities

 

  10,587

 

  13,126

 

 


20. Derivative financial instruments

 

Other derivative financial instruments

 

During the six months ended June 30, 2022 and the year-ended December 31, 2021, dLocal entered into short-term derivative contracts (delivery and non-delivery forwards) with different counterparties in different countries in which the Group operates, according to the following detail:

 

Transaction

 

Type of Forward Transaction

 

Local currency

 

Outstanding notional amount in USD as of June 30, 2022

 

Outstanding balance as of June 30, 2022 - Derivative financial assets / (liabilities)

 

Outstanding notional amount in USD as of December 31, 2021

 

Outstanding balance as of December 31, 2021 - Derivative financial liabilities

Non-delivery forwards (1)

 

Buy USD

 

Brazilian Reais

 

  6,900,000

 

  189

 

  5,500,000

 

  (152)

Non-delivery forwards (1)

 

Buy USD

 

Argentine Peso

 

  —

 

  —

 

  2,500,000

 

  —

Delivery forwards (1)(2)

 

Buy USD

 

Chilean Peso

 

  12,192,803

 

  404

 

  12,391,928

 

  (8)

Delivery forwards (1)

 

Buy USD

 

Uruguayan Peso

 

  3,817,527

 

  (15)

 

  —

 

  —

Non-delivery forwards (1)

 

Buy USD

 

Egyptian Pound

 

  6,800,000

 

  (17)

 

  —

 

  —

Non-delivery forwards

 

Buy EUR

 

Moroccan Dirham

 

  3,738,667

 

  (26)

 

  —

 

  —

Non-delivery forwards (1)

 

Buy USD

 

Nigerian naira

 

  10,500,000

 

  (18)

 

  —

 

  —

Non-delivery forwards (1)

 

Buy USD

 

Indian Rupee

 

  14,000,000

 

  131

 

  1,000,000

 

  (14)

Non-delivery forwards (1)

 

Buy USD

 

South African Rand

 

  2,903,821

 

  51

 

  4,000,000

 

  (47)

Non-delivery forwards

 

Buy USD

 

Costa Rican Colon

 

  185,000

 

  7

 

  —

 

  —

Total

 

 

 

 

 

 

 

  706

 

 

 

  (221)

 

(1) During the six months ended June 30, 2022, dLocal entered into hedge operations of trade and other receivables in Brazilian Reais, Argentine Peso, Chilean Peso, Uruguayan Peso, Egyptian Pound, Nigerian Naira, Indian Rupee, and South African Rand subject to foreign exchange exposure using delivery and non-delivery forward contracts. The transactions have been elected for hedge accounting and classified as fair value hedge in accordance with IFRS 9. The Group has elected to designate only the spot element of these forward contracts as the hedging instrument, except in hedges of Uruguayan Peso and Chilean Peso. During the six months ended June 30, 2022, dLocal recognized a net gain of USD 4,213 included in the line item "Costs of services" related to the effective portion of the change in fair value of the hedging instruments and a net loss of USD 4,221 included in the line item "Finance costs" related to the change in fair value of the forward element of the forward contracts (a net gain of USD 6,780 and a net loss of USD 3,055, respectively, for the three months ended June 30, 2022).

 

(2) During the last quarter of the year-ended December 31, 2021, dLocal entered into hedge operations of trade and other receivables in Chilean Peso subject to foreign exchange exposure using the delivery forward contracts. The transactions have been elected for hedge accounting and classified as fair value hedge in accordance with IFRS 9.

 

Option to purchase common shares

 

As of the beginning of the six months ended June 30, 2021, DLocal Limited had an option agreement in place with one shareholder (“Investor”), pursuant to which the Investor had outstanding options to purchase up to 18,068,000 common shares from certain existing shareholders, or by direct issuance of Company shares, which could be exercised by the Investor on or before December 16, 2021.


 

On March 3, 2021, the investor exercised the right to purchase 18,068,000 Class A Ordinary shares in DLocal Group Limited, by acquiring them from other existing shareholders, without being required the issuance of new shares by dLocal. In this sense, as of March 3, 2021 the obligations of dLocal under this agreement have ceased.

 

Considering that as of December 31, 2020 the derivative financial instrument represented a liability for dLocal of USD 2,896, a gain for the same amount was recognized within Operating profit in the line item “Other operating gain/(loss)” in the Consolidated Condensed Interim Statements of Comprehensive Income for the six months ended June 30, 2021.

 


21. Provisions

 

(a) Current or potential proceedings

 

Provisions for the period are related to current or potential proceedings where the management understands, based on the Group’s legal advisors’ assessment, that it is more likely than not that an outflow of resources will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

 

(b) Movements in current or potential proceedings

 

Movements in current or potential proceedings are set out below:

 

 

 

2022

 

2021

Carrying amount as at January 1

 

  1,710

 

  1,393

Reversal to labor provision

 

  (200)

 

  —

Interest charges for labor provision

 

  63

 

  881

Carrying amount as at June 30

 

  1,573

 

  2,274

 


22. Related parties

 

(a) Related Party Transactions

 

Related party transactions are linked to the options agreement that is reflected in Note 20 of these financial statements.

 

(b) Key Management compensation

 

The compensation of the Executive Team during the period can be analyzed as follows:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Short-term employee benefits – Salaries and wages

 

  2,526

 

  1,121

 

  2,090

 

  599

Long-term employee benefits – Share-based payment

 

  3,275

 

  2,116

 

  1,241

 

  1,551

 

 

  5,801

 

  3,237

 

  3,331

 

  2,150

 

(c) Transactions with other related parties

 

The following transactions occurred with related parties:

 

 

 

Six months ended

 

Three months ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

 

June 30, 2021

Transactions with merchants – Revenues

 

  8

 

  517

 

  (303)

 

  135

Transactions with preferred suppliers (Collection agents) – Costs

 

  (173)

 

  (204)

 

  78

 

  (88)

 

(d) Outstanding balances arising from transactions with other related parties

 

The following balances are outstanding at the end of the reporting period in relation to transactions with related parties:

 

 

 

June 30, 2022

 

December 31, 2021

Transactions with merchants – accounts payable

 

  —

 

  (622)

Transactions with preferred suppliers (Collection agents) – accounts payable

 

  (127)

 

  (125)

Transactions with preferred suppliers (Collection agents) – accounts receivable

 

  4,551

 

  6,058

Transactions with key management personnel - other receivables

 

  1,808

 

  —

 

All transactions with related parties were made on normal commercial terms and conditions and at market rates. Outstanding balances are unsecured and are repayable in cash.

 


23. Cash flow disclosures

 

The most significant non-cash transactions are detailed below:

 

 

 

Six months ended

 

 

June 30, 2022

 

June 30, 2021

Right-of-use asset recognition with an increase in Lease liabilities

 

  (110)

 

  (3,915)

Other receivables for exercise of share based awards

 

  1,808

 

  —

 


24. Fair value hierarchy

 

The following tables show financial instruments recognized at fair value for the period ended June 30, 2022 and December 31, 2021, analyzed between those whose fair value is based on:

 

• Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.

 

• Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.

 

• Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based upon observable market data.

 

The table also includes financial instruments measured at amortized cost. The Group understands that the book value of such instruments approximates their fair value.

 

June 30, 2022

 

FVPL

 

Amortized
cost

 

Total

 

Level 1

 

Level 2

 

Level 3

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Financial Assets at Fair Value through Profit or Loss

 

  1,065

 

  —

 

  1,065

 

  1,065

 

  —

 

  —

Other Assets

 

  —

 

  1,688

 

  1,688

 

  —

 

  —

 

  —

Trade and Other Receivables

 

  —

 

  197,548

 

  197,548

 

  —

 

  —

 

  —

Derivative financial instruments

 

  782

 

  —

 

  782

 

  —

 

  782

 

  —

Cash and Cash Equivalents

 

  —

 

  453,985

 

  453,985

 

  —

 

  —

 

  —

 

 

  1,847

 

  653,221

 

  655,068

 

  1,065

 

  782

 

  —

 

December 31, 2021

 

FVPL

 

Amortized
cost

 

Total

 

Level 1

 

Level 2

 

Level 3

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Financial Assets at Fair Value through Profit or Loss

 

1,004

 

  —

 

1,004

 

1,004

 

  —

 

  —

Other Assets

 

  —

 

  1,339

 

1,339

 

  —

 

  —

 

  —

Trade and Other Receivables

 

  —

 

  190,966

 

190,966

 

  —

 

  —

 

  —

Cash and Cash Equivalents

 

  —

 

  336,197

 

336,197

 

  —

 

  —

 

  —

 

 

  1,004

 

  528,502

 

  529,506

 

  1,004

 

  —

 

  —

 

June 30, 2022

 

FVPL

 

Amortized
cost

 

Total

 

Level 1

 

Level 2

 

Level 3

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Trade and Other Payables

 

  —

 

  (335,576)

 

  (335,576)

 

  —

 

  —

 

  —

Financial liabilities

 

  —

 

  (14,656)

 

  (14,656)

 

  —

 

  —

 

  —

Derivative financial instruments

 

  (76)

 

  —

 

  (76)

 

  —

 

  (76)

 

  —

Contingent consideration liability

 

  (665)

 

  —

 

  (665)

 

  —

 

  —

 

  (665)

 

 

  (741)

 

  (350,232)

 

  (350,973)

 

  —

 

  (76)

 

  (665)

 


December 31, 2021

 

FVPL

 

Amortized
cost

 

Total

 

Level 1

 

Level 2

 

Level 3

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Trade and Other Payables

 

  —

 

  (277,160)

 

  (277,160)

 

  —

 

  —

 

  —

Financial liabilities

 

  —

 

  (5,014)

 

  (5,014)

 

  —

 

  —

 

  —

Derivative financial instruments

 

  (221)

 

  —

 

  (221)

 

  —

 

  (221)

 

  —

Contingent consideration liability

 

  (665)

 

  —

 

  (665)

 

  —

 

  —

 

  (665)

 

 

  (886)

 

  (282,174)

 

  (283,060)

 

  —

 

  (221)

 

  (665)

 

Level 3 Financial Instruments

 

As of June 30, 2022 and December 31, 2021., the Group has recognized a contingent consideration liability amounting to USD 665, classified in Level 3. The amount of the Level 3 contingent consideration was calculated by the finance team of the Group, using a discounted cash flow analysis, considering the expected cash flows based on terms of the contract, the entity’s knowledge of the business and how the current conditions are likely to impact it. As described in note 1.3.e to the Annual Consolidated Financial Statements, such contingent liability is capped in USD 665 thousands, and was paid on July 29, 2022.

 

There were no changes in level 3 items for the periods ended June 30, 2022 and December 31, 2021. Also, there were no transfer of items between level 2 and level 3, acquisitions, disposals nor gains or losses recognized in profit for the period related to level 3 instruments.

 


Exhibit 99.3

 


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Exhibit 99.4


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