Earnings Call Transcript - UGP Q4 2025

Operator, Operator

Good morning. Thank you for holding. Welcome to the earnings release call of Ultrapar to discuss the results referring to the fourth quarter 2025. The presentation will be conducted by Mr. Rodrigo Pizzinatto, CEO of Ultrapar; and by Mr. Alexandre Palhares, CFO of Ultrapar. Our question-and-answer session will follow, and we will have with us Mr. Leonardo Linden, CEO of Ipiranga; Mr. Tabajara Bertelli, CEO of Ultragaz; and Mr. Fulvius Tomelin, CEO of Ultracargo. This call is being recorded and will be accessed later through the website, ri.ultra.com.br. After the initial presentation, we are going to start the Q&A session where further instructions will be provided. Presentation will be provided in Portuguese, and you have the option in English to be downloaded later. Before moving on, we would like to clarify that forward-looking statements that may be made during this conference call with respect to business prospects, forecasts and operation and financial goals of the company are all based on beliefs and assumptions of the Executive Board of Ultra, as well as currently available information. These beliefs and assumptions involve risks and uncertainties since they relate to future events and therefore, depend on circumstances, which may or may not occur. Investors should understand that general economic conditions, market and other operational factors may affect the future performance of the company and lead to results, which may differ materially from those expressed in forward-looking statements. I would like now to hand it over to Mr. Rodrigo Pizzinatto, who will start the presentation. Mr. Pizzinatto, you have the floor.

Rodrigo de Almeida Pizzinatto, CEO

Good morning, everyone. It is a pleasure to be here once again to share Ultrapar's results. 2025 was another year marked by significant growth at Ultrapar. Clear strategy and disciplined execution are the base for the continuation of good operating results. We ended the year with the highest recurring adjusted EBITDA ever recorded in the fourth quarter. This improvement was directly reflected in cash. Ultrapar had a record operational cash flow generation of BRL 5.500 billion. This allowed us to end the year with a leverage of 1.7x, even after the anticipated payment of BRL 1.1 billion in dividends in December. Without this effect, leverage would have been of 1.5x, a very comfortable level. Considering the anticipated payment and the regular dividends, we paid BRL 1.4 billion in dividends in 2025, equivalent to BRL 1.30 per share and a dividend yield of 7%. I also highlight important progress on the institutional agenda, such as the approval of the persistent debtor and the single-phase taxation for naphtha, which strengthened fair competition and regulatory certainty and the Gás do Povo Provisional Act, which reinforced safety and regulatory framework of the LPG sector. We continue to advance our growth, productivity and value creation agenda with the completion of the expansion of the Rondonópolis base of Ultracargo and the acquisition of a 37.5% stake in Virtu GNL, both in January. In February, we completed the migration of Ultracargo's SAP system to the SAP 4HANA platform, a significant step towards increasing our operational efficiency. We also announced our investment plan for 2026, which can reach BRL 2.6 billion intended for the expansion, maintenance, safety and efficiency of our business. And we continue to strengthen our capital structure by raising about BRL 260 million in incentivized credit lines for expansion projects at a weighted average cost equivalent to 87% CDI. We entered 2026 with a global scenario marked by geopolitical tensions and economic volatility. We are prepared to face this context and seize opportunities with an engaged team, strengthened business and a constant focus on operational efficiency, financial discipline, innovation and sustainable growth. Thus, we continue our journey of value creation. Thank you for your attention. I will now hand over to Palhares, who will detail the results for the quarter and the year 2025.

Alexandre Palhares, CFO

Thank you. Good morning, everyone. I would like to remind you of the reporting criteria and standards used in this presentation, which can be seen on this Slide 3. Now let's move on to the results for the fourth quarter and the year 2025, starting with Ultrapar's consolidated results on Slide 4. Adjusted EBITDA amounted to BRL 1.6 billion in the quarter, a 34% decrease compared to the same period of last year due to the nonrecurring effects highlighted on Page 2 of the release that we disclosed yesterday. For the year, adjusted EBITDA reached BRL 6.8 billion, a 2% increase compared to 2024. Recurring EBITDA was BRL 1.7 billion in the quarter, a 36% increase compared to the fourth quarter of 2024, mainly reflecting the better performance of Ipiranga and Ultragaz in addition to the effect of the consolidation of Hidrovias. For the year, recurring EBITDA totaled BRL 6.2 billion, 15% above 2024, reflecting the results of Ipiranga, Ultragaz and Hidrovias, whose consolidation began in May. Net income for the fourth quarter was BRL 256 million, a 71% decrease compared to the same period of 2024, also impacted by the nonrecurring effects that I mentioned. Without these effects, net income would have been BRL 439 million, a 49% increase in the quarter. In 2025, net income was stable at BRL 2.5 billion, reflecting the record operating result, partially offset by the increase in depreciation and amortization and higher financial expenses resulting from the consolidation of Hidrovias. This result level allowed the distribution of BRL 1.4 billion in dividends in the year, considering the anticipated payment of BRL 1.1 billion made in December. Moving on to the next slide. Let's talk about the cash generation for the year. On the left, operating cash generation reached BRL 5.5 billion, Ultrapar's historical record. This result was mainly due to three factors: higher operating results; consolidation of Hidrovias, which contributed BRL 855 million; and lower working capital needs, especially at Ipiranga, partially offset by the effect of settlement of draft discount for suppliers in the amount of BRL 1 billion. Regarding CapEx, we reached BRL 2.5 billion, a 15% increase compared to 2024. This is explained by higher investments of Ipiranga in addition to the effects of the consolidation of Hidrovias of BRL 235 million, which was not included in the initial plan. And at the same time, we had lower investments at Ultracargo. Looking more closely at the capital allocation, we completed some transactions, mainly the capital increase and the increase of our stake in Hidrovias, which totaled BRL 693 million, acquisition of TRRs in the total amount of BRL 103 million, and Virtu's transaction in the amount of BRL 36 million in the year. Throughout the year, the sale of the coastal navigation operation by Hidrovias in the total amount of BRL 715 million was also completed. In addition, we completed Ultrapar's buyback share program and made a relevant distribution of dividends. Moving to the next slide, and talking about debt and leverage. We ended 2025 with net debt of BRL 12.1 billion, an increase compared to September, but still keeping leverage steady at 1.7x, exactly the same level as the previous quarter. This possible stability is explained by the record operating cash generation, which offset the anticipated payment of dividends in December. Excluding the effect of the anticipated payment of dividends, leverage would have ended the year at 1.5x. The increase in net debt when comparing year-end 2025 to year-end 2024 mainly reflects the consolidation of Hidrovias, with an impact of BRL 2.2 billion. It is also worth highlighting the additional effect resulting from the reduction of BRL 1 billion in draft discount over the period. Now let's move to the results of Ipiranga on Slide 7. In the quarter, Ipiranga's volume grew 7% compared to 2024 with an increase of 8% in the Otto cycle and of 6% in diesel with a higher share in the spot market. This is due to the beginning of the market recovery after an intensification of measures to combat irregularities in the sector. For the year, sales volume grew 1% with an increase of 2% in the Otto cycle and of 1% in diesel. We ended 2025 with a network of 5,805 service stations, resulting from 271 stations opened and 326 closed. Ipiranga's adjusted EBITDA totaled BRL 1.2 billion in the fourth quarter, 37% lower compared to last year due to the recognition of nearly BRL 1 billion in extraordinary credits in the fourth quarter of 2024. Recurring adjusted EBITDA reached BRL 1.1 billion in the quarter, a 26% increase compared to 2024. This performance mainly reflects higher sales volume and better margins, partially offset by higher expenses. For the year, adjusted EBITDA totaled BRL 4.3 billion and recurring EBITDA totaled BRL 3.5 billion, a 4% increase compared to 2024. Operating cash generation was once again a highlight and reached BRL 4.3 billion, an increase of 41% in the annual comparison. This result reflects efficient working capital management and operational discipline. The first quarter began with the import arbitrage window open, which led to greater product availability. That window closes at the end of February and with the Middle East conflict, import parity turned much less favorable. In this context, we expect continued growth in volumes and margins.

Leonardo Linden, CEO of Ipiranga

Linden speaking. Monique, thank you for the question. You are right. The fourth quarter showed this journey of progression. December was stronger, similar to November; October was somewhat weaker. I think this is very much aligned with the improved landscape. We've all been seeing what's going on in Brazil in terms of regulatory affairs, fighting the legal market. So throughout the quarter, we've noticed a positive trend. When you talked about market share, January indeed showed an inverted position of the share. It's probably due to the fact that inventory levels went up in the last quarter when inventories go up with open arbitration, there is a lot of speculation, and it applies some additional pressure to the system. In my opinion, it was a one-off effect with a better commercial scenario, Ipiranga might recover the share that it had lost throughout the years. And finally, about what's going on in the Middle East, you are right. It's still too early to talk about that or draw conclusions. But we know that arbitration will be more limited. And if it's significantly closed, it means less speculative supplies, which favors companies which have a substantial supply in Brazil, such as Ipiranga. The whole infrastructure and our capacity would generate positive aspects to our own businesses.

Rodrigo de Almeida Pizzinatto, CEO

Let me pick back on that and talk about this topic a bit more. Rodrigo speaking here. That window of import affects the whole market, up to February, there was an open window of imports. So levels of inventory of industry have reached very high levels. But as of mid-February, the windows closed. And now they are even more closed because of the Gulf tension. This is going to affect negatively the market and positively depending on being closer or open and favoring companies, which can really supply the market in Brazil.

Rodrigo Reis de Almeida, Analyst

My question is more focused on Ultragaz to start. You've talked about the perspective for the first quarter, but I would like to hear about the trend for the year. 2025, there was an increase in volume. But how do you anticipate that, especially for bulk, which had worse performance than we expected last year? Can you see any possibility of gains of volume, new clients or new initiatives? Can you also see an effect of the program of the Brazilian government impacting the bottled market? And my second question concerns your strategy and the possibilities of growth. What are the main characteristics that you consider when you are trying to lever your businesses or drive further your business? Do you just intend to operate your own assets or maybe go into additional investments? It would be great if you could tell us and share with us the investment strategy you currently have.

Tabajara Bertelli, CEO of Ultragaz

Tabajara speaking, Rodrigo, thank you for the question. I'm going to start with the point concerning Ultragaz. You've asked about volume trends. We don't expect any major changes to our plan. We are still focusing on operational excellence, operation-based initiatives. We have performed quite well last year, and this is what we anticipate for 2026. There were some variations, especially in the industrial segment because of the characteristics of the segments themselves. And these are fluctuations that we've seen happening before. Our perspective is that everything will go into normal operations as months go by. We focused on segments that we believe are the best and strongest, and we have been delivering all results in them.

Rodrigo de Almeida Pizzinatto, CEO

Pizzinatto speaking. Asking about strategy, we have three main pillars that we consider when we are considering any transaction: first of all, the industry where the company works, perspective of growth and consolidation; second pillar, is how close it is to what we already do and our management model, really getting synergy and generating value; and thirdly, someone who is willing to sell at an interesting price range that would really prove to be good on return on investment. This is what we came across in Hidrovias. And this is the kind of analysis that we take into consideration whenever considering new investments.

Gabriel Coelho Barra, Analyst

I have two points to make. The first concerns Ipiranga's capital expenditures, which were lower than expected for 2025. I would like to understand the reasoning behind this decision. The market has been favorable due to ongoing efforts to combat illegal practices, benefiting official brands. However, the reduced capital expenditures at Ipiranga have caught our attention. I want to know why you chose to invest less upfront in branding new stations. Are you responding to a more competitive market by taking a step back to let more aggressive competitors take the lead? It would be helpful to have some insight into this situation. Why have you invested less than originally planned? Secondly, regarding Ipiranga and capital allocation, building on previous questions, I am aware that we cannot discuss market rumors, but I heard recent speculation about a possible sale of Ipiranga. I would like to hear your thoughts not only about potential acquisitions but also about internal adjustments. You have mentioned a more active approach to understanding the company and reassessing its strategy while also looking outward, as you have generated significant cash flow. From our perspective, you are likely to achieve even better cash levels this year while maintaining a comfortable leverage position. What is your current strategy? Are you considering selling now or at a later time? Please share more details on this. These are my two points.

Rodrigo de Almeida Pizzinatto, CEO

Let me address your questions about CapEx and other related matters. I want to remind you that Ipiranga has previously gone through a significant CapEx cycle, and there are two key areas where we see fluctuations: investments in infrastructure and technology. For 2026 and 2027, we plan to upgrade our technology platform at Ipiranga, which represents important investments we previously discussed during Ultra Day. We are also focusing on closing some terminals and executing expansions we've initiated, which explains the variations in spending from year to year. Some investments have been postponed, particularly concerning the technology platform. Once our projects are completed, we intend to return Ipiranga's CapEx to maintenance levels unless new branding station opportunities arise, in which case we will reassess our plans for 2026. Regarding the market rumors, we don’t have any updates to share at the moment. Any relevant information will be communicated to the market as required by law. Our cash generation serves two main purposes: funding good projects to continue growing our company or distributing dividends, which is a neutral economic decision.

Bruno Montanari, Analyst

Well, let me go back to the topic of the import window, especially for diesel, a closed window benefits the well-established players. We know that. I know it's too early. But with the price of diesel in the international market, do you think you can have an average price and really execute it in the Brazilian market? We'd also like to hear from you what are the next steps in the regulatory agenda to fight further against the regular market? What is the timeline that you expect it to progress further? And could you please tell us more about the strategy of funding debt versus working capital and also your draft discount? That would be very helpful.

Rodrigo de Almeida Pizzinatto, CEO

Well, Bruno, concerning the import window, Brazil has a structure dependence on diesel imports. We have a commitment with our clients, and we are going to import and guarantee supply. And the cost in our profile of supply will be just built to customers. Concerning the next steps of the market regulation, we really have to make sure that everything that we've seen in the new legislation is really enforced. For example, persistent debtor and other initiatives have to be enforced, and we have to see the practical result of these changes that were really an important achievement for all of us. Yes, there are a number of things to be done. For example, single-phase taxation for ethanol. Part of the regular market lies in the hands of ethanol. Biodiesel also poses a challenge. Not now, of course, because there was a change in the cost of byproducts, but biodiesel tends to cost more, and there are problems of non-mixture. There is still a lot to be done in our agenda. It's not something fully resolved, and we really need to focus on improving competitiveness scenario as a whole. The government is very much willing to support these changes. The government of São Paulo increased the taxes because they've been fighting legal practice, and now they have more legal players. So especially now when we deal with critical budgeting, all the governments are more than interested in having that in place.

Tasso Vasconcellos, Analyst

I have two questions. First, Ipiranga. Linden, I recall at the end of last year in the Investors Day, you said that you were going to discuss the micro perspective and not the macro perspective. I would like to go back to Ipiranga's expansion plan and try to understand, based on the changes that you started implementing your business in 2022, what is still pending? What do you still see at the operational level, really putting aside all the improvement of the legal framework, but where can you still see value extraction this year and upcoming years in-house? Second question to Palhares or Pizzinatto. Going back to what Rodrigo has talked about in terms of capital allocation. You've had a very strong cash generation in the quarter. But looking at your balance sheet, despite this cash generation, there was still an increase in gross indebtedness, which was compensated by your financial assets, about BRL 2 million, BRL 2.5 million. I would like to hear a bit more about the reconciliation of resources and how all these initiatives are part of your capital allocation strategy at the level of the holding.

Leonardo Linden, CEO of Ipiranga

Well, Tasso, what I said Ultra Day is that I would rather discuss ways of improving Ipiranga and make us sell more rather than discussing the irregular market, of course. The agenda of the regular market is always with us. But by having that, we can look closely into our sales, improving our own operations, focusing on things that we really have to fine-tune. We have an expansion plan for 2026. You've seen the CapEx for expansion. We are talking about 300 branding stations, working on our infrastructure plan, technology, which is extremely important. The plan has been maintained. In addition to qualitative issues that we've been working throughout the years, and I'm sure you're all familiarized with them. Considering what's still pending and all the different drivers that I'll be able to list, there are two of them. Logistics, something that we've talked about a lot, the logistic plan. We still need two years to complete the journey, and it will mean a lot in terms of value capture. And the migration of ERP, the benefit is not a new operating system, but something that really changes the way we've been operating all our processes and internal elements, which will generate more efficiency. In terms of the main effort lines for 2026, these are the two.

Rodrigo de Almeida Pizzinatto, CEO

Pizzinatto speaking. Concerning financial investments, let me make three points here: first, we always follow the principle of discipline and prudence; our average cost of debt, excluding bonus, is below 100% CDI. We have no cost of carryover of debt; and thirdly, one day of operation in Ipiranga is BRL 300 million, BRL 400 million. We are dealing in a moment of great volatility, and we have BRL 4.5 billion of debt to be paid this year. So what did we do last year? We anticipated somewhat the funding of debt that would mature, so that we wouldn't have to go to the market considering the conditions that we have. And this is why we have an increase in our investment line.

Vicente Falanga, Analyst

I also have two questions. First, in addition to that open window, Petrobras auctions for fuel, which impacts some of the competitive landscape and the share, do you still see an opportunity to improve profitability in the fourth quarter? And what is the feedback that you get from resellers in relation to your competitors? Secondly, Palhares said that it's going to be an increase in volume and margins as is. Is it year-over-year, quarter-over-quarter? What is your expectation there?

Rodrigo de Almeida Pizzinatto, CEO

Vicente, having a better commercial landscape is not something just for Ipiranga, it's for our whole industry, of course. So we can see healthier margins in resellers, healthier margins in distribution and the government collecting more taxes. When the whole industry is benefiting, we can see opportunities to improve our own profitability, of course. It's not about trying to be more profitable. It's being part of an industry which has been evolving positively. And the margin is still not paying back the invested capital. There is still room for improvement. In terms of volume and margin, we are comparing against the fourth quarter last year. This is our reference when we say we're going to increase it.

Alexandre Palhares, CFO

Well, thank you all very much for your time, for your interest and participation. Our team is here at your disposal for any follow-up or additional questions. Thank you all very much.

Operator, Operator

The earnings release call of Ultrapar is closed now. Thank you all for your participation. Have a great day.