6-K
Vinci Compass Investments Ltd. (VINP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGNPRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2023
Commission FileNumber: 001-39938
Vinci Partners Investments Ltd.
(Exact name of registrant as specified in itscharter)
Av. Bartolomeu Mitre, 336Leblon – Rio de JaneiroBrazil 22431-002+55 (21) 2159-6240
(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 | X | Form 40-F |
|---|
TABLE OF CONTENTS
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.
| Vinci Partners Investments Ltd. | ||
|---|---|---|
| By: | /s/ Sergio Passos Ribeiro | |
| Name: | Sergio Passos Ribeiro | |
| Title: | Chief Financial Officer |
Date: November 8, 2023
Exhibit 99.1
Third Quarter 2023 Earnings Presentation November 08, 2023
Disclaimer This presentation contains forward - looking statements that can be identified by the use of words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” among others . By their nature, forward - looking statements are necessarily subject to a high degree of uncertainty and involve known and unknown risks, uncertainties, assumptions and other factors because they relate to events and depend on circumstances that will occur in the future whether or not outside of our control . Such factors may cause actual results, performance or developments to differ materially from those expressed or implied by such forward - looking statements and there can be no assurance that such forward - looking statements will prove to be correct . Accordingly, you should not place undue reliance on forward - looking statements . The forward - looking statements included herein speak only as at the date of this presentation and we do not undertake any obligation to update these forward - looking statements . Past performance does not guarantee or predict future performance . Moreover, neither we nor our affiliates, officers, employees and agents undertake any obligation to review, update or confirm expectations or estimates or to release any revisions to any forward - looking statements to reflect events that occur or circumstances that arise in relation to the content of the presentation . Further information on these and other factors that could affect our financial results is included in filings we have made and will make with the U . S . Securities and Exchange Commission (the “SEC”) from time to time, including in the section titled “Risk Factors” in our latest fillings with the SEC . These documents are available on the SEC Filings section of the investor relations section of our website at : https : //ir . vincipartners . com/financials/sec - filings . We have prepared this presentation solely for informational purposes . The information in this presentation does not constitute or form part of, and should not be construed as, an offer or invitation to subscribe for, underwrite or otherwise acquire, any of our securities or securities of our subsidiaries or affiliates, not should it or any part of it form the basis of, or be relied on, in connection with any contract to purchase or subscribe for any of our securities or securities of any of our subsidiaries or affiliates, nor shall it or any part of it form the basis of, or be relied on, in connection with any contract or commitment whatsoever . This presentation also includes certain non - GAAP financial information . We believe that such information is meaningful and useful in understanding the activities and business metrics of our operations . We also believe that these non - GAAP financial measures reflect an additional way of viewing aspects of our business that, when viewed with our International Financial Reporting Standards (“IFRS”) results, as issued by the International Accounting Standards Board, provide a more complete understanding of factors and trends affecting our business . Further, investors regularly rely on non - GAAP financial measures to assess operating performance and such measures may highlight trends in our business that may not otherwise be apparent when relying on financial measures calculated in accordance with IFRS . We also believe that certain non - GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of public companies in our industry, many of which present these measures when reporting their results . The non - GAAP financial information is presented for informational purposes and to enhance understanding of the IFRS financial statements . The non - GAAP measures should be considered in addition to results prepared in accordance with IFRS, but not as a substitute for, or superior to, IFRS results . As other companies may determine or calculate this non - GAAP financial information differently, the usefulness of these measures for comparative purposes is limited . A reconciliation of such non - GAAP financial measures to the nearest GAAP measure is included in this presentation . 2
3 Presenters Alessandro Horta Chief Executive Officer Sergio Passos Chief Operating Officer & Chief Financial Officer Bruno Zaremba Private Equity Chairman & Head of Investor Relations
Opening Remarks
5 Vinci Partners Third Quarter 2023 Highlights See notes and definitions at end of document R$ 65 bn AUM¹ 3Q23 Vinci Partners ended the third quarter of 2023 with R$65 bn in AUM¹ , a 3% growth year - over - year. R$ 1.3 bn 3Q23 Capital Subscriptions Distributable Earnings per share totaled R$0.96, translating into an attractive quarterly dividend distribution of US$0.17 per common share. US$ 0.17 Quarterly Dividend (Per share) 7.0 % Dividend Yield ³ (3Q23 LTM) Throughout this quarter, our efforts to raise funds for Private Markets strategies have shown significant progress , confirming that we are advancing toward our goal of R$15 billion in new capital subscriptions until year - end 2024. VCP IV held its second close this quarter, with a capital raise round of over R$600 million . VCP IV stands as the vintage with the greatest traction of local investors since the inception of VCP strategy. VISC, our Shopping Mall Listed REIT, concluded its R$353 million follow - on offering 4 , attracting substantial demand from investors. Re - opening for primarily issuances is expected to serve as a key driver for future growth. VICC Infrastructure VCP IV Private Equity VISC Real Estate VICC successfully raised over R$330 million this quarter from international institutional investors. With both signed and approved commitments, the fund has reached 75% of its R$2 billion target . R$ 0.96 DEPS² (3Q’23)
6 ▪ Forming strategic partnership to accelerate growth of Vinci’s platform in Latin America and collaborate on distribution, new pro ducts and other strategic areas. ▪ More than 10 year relationship among senior partners and strong investment, commercial and cultural fit between organizations . ▪ Representative of Ares was appointed to Vinci’s board to share best practices (including related to M&A) as Vinci enters a ne w g rowth cycle. ▪ US$100mm preferred investment by Ares to be used for strategic initiatives to accelerate value creation. Vinci and Ares announced a Strategic Partnership and Investment Strategic Partnership with Ares 6 Best practices to accelerate growth Connectivity across senior and functional leadership supporting Vinci’s goal to be leading, best - in - class alternative investment manager in the Latin American region 6 Strategic Distribution Ares and Vinci will collaborate on fundraising to seek to broaden each of the respective company's limited partner relationship networks within Brazil and globally 6 New Product Development and Investment Collaboration Explore launching co - branded products and investment strategies, and collaborate on new investment opportunities in Latin America 6 Accelerate M&A in Latin America Put additional liquidity to use by further scaling existing investment platforms in Brazil and expanding into new strategies and geographies across Latin America
Financial Highlights
8 (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 ∆ YoY(%) 3Q'22 YTD 3Q'23 YTD ∆ YoY(%) Net revenue from management fees 95,361 92,769 104,745 10% 271,861 293,391 8% Net revenue from advisory fees 7,267 14,050 2,283 (69)% 17,600 20,801 18% Total Fee Related Revenues 102,628 106,819 107,028 4% 289,461 314,192 9% Segment personnel expenses (6,509) (7,577) (7,483) 15% (19,291) (22,224) 15% Other G&A expenses (4,725) (5,036) (5,356) 13% (13,406) (13,850) 3% Corporate center expenses (22,067) (22,410) (24,110) 9% (62,178) (69,126) 11% Bonus compensation related to management and advisory (19,798) (21,049) (18,746) (5)% (54,337) (57,857) 6% Total Fee Related Expenses (53,099) (56,071) (55,695) 5% (149,211) (163,056) 9% FEE RELATED EARNINGS (FRE) 49,529 50,748 51,333 4% 140,250 151,136 8% FRE Margin (%) 48.3% 47.5% 48.0% 48.5% 48.1% FRE per share¹ (R$/share) 0.89 0.94 0.95 7% 2.52 2.79 10% Net revenue from performance fees 31 10,765 2,058 6,539% 7,042 14,786 110% Performance based compensation (537) (5,368) (925) 72% (2,996) (7,026) 135% PERFORMANCE RELATED EARNINGS (PRE) (506) 5,397 1,133 N/A 4,046 7,760 92% PRE Margin (%) N/A 50.1% 55.1% 57.5% 52.5% ( - ) Unrealized performance fees 2,571 – – N/A 1,935 – N/A (+) Unrealized performance compensation (910) – – N/A (685) – N/A (+) Realized GP investment income 5,738 4,179 4,699 (18)% 12,709 14,759 16% SEGMENT DISTRIBUTABLE EARNINGS 56,422 60,324 57,165 1% 158,255 173,655 10% Segment DE Margin (%) 50.8% 49.5% 50.2% 50.9% 50.5% (+) Depreciation and amortization 1,223 2,028 1,646 35% 3,183 5,452 71% (+) Realized financial income 31,726 30,183 12,027 (62)% 76,723 62,299 (19)% ( - ) Leasing expenses (2,297) (2,517) (2,394) 4% (7,169) (7,542) 5% ( - ) Other financial expenses² (1,689) (5,540) (2,933) 74% (2,181) (12,373) 467% ( - ) Non - operational expenses³ (523) – – N/A (6,594) – N/A ( - ) Income taxes (excluding related to unrealized fees and income) (12,020) (14,109) (13,691) 14% (35,685) (39,296) 10% DISTRIBUTABLE EARNINGS (DE) 72,842 70,369 51,820 (29)% 186,532 182,195 (2)% DE Margin (%) 51.0% 46.3% 41.2% 48.1% 44.9% DE per share (R$/share) 4 1.32 1.30 0.96 (27)% 3.36 3.36 (0)% (+) Non - operational expenses³ (including Income Tax effect) 353 – – N/A 5,425 – N/A ADJUSTED DISTRIBUTABLE EARNINGS 73,195 70,369 51,820 (29)% 191,957 182,195 (5)% Adjusted DE Margin (%) 51.3% 46.3% 41.2% 49.5% 44.9% Adjusted DE per share (R$/share) 1.32 1.30 0.96 (27)% 3.45 3.36 (3)% Third Quarter 2023 Segment Earnings (Unaudited) See notes and definitions at end of document
9 ▪ Fee - related revenues of R$107.0 million in the third quarter, up 4% year - over - year. x Management fees were R$104.7 million in the third quarter, up 10% year - over - year driven by catch - up fees booked for VCP IV and VICC in the quarter and fundraising across Private Markets’ funds over the last twelve months. ▪ FRE was R$ 51 .3 (R$0.95/share) million in the 3Q’23, up 4% year - over - year on an absolute basis and 7% year - over - year on an FRE per share basis. ▪ Adjusted Distributable Earnings (“Adjusted DE”) of R$51.8 million (R$0.96/share) in the quarter, down 29% year - over - year on an absolute basis and 27% year - over - year on an Adjusted DE per share basis. x The decrease in Adjusted DE is attributed to a lower contribution from financial income this quarter. ▪ Total assets under management (“AUM”) of R$65.2 billion, up 3% year - over - year. x Fee - Earning AUM (“FEAUM”) of R$61.6 billion, up 3% year - over - year. ▪ Capital Subscription of R$1.3 billion in the quarter and R$3.6 billion over the 3Q’23 LTM. ▪ Capital Return of R$ 441 million in the quarter and R$1.4 billion over the 3Q’23 LTM. ▪ Appreciation of R$216 million in the quarter and R$2.0 billion over the 3Q’23 LTM. ▪ Performance fee - eligible AUM (“PEAUM”) of R$37.8 billion at the end of the quarter. ▪ Net cash and investments of R$1.2 billion (R$22.36/share) at the end of the quarter. Third Quarter 2023 Highlights Financial Measures Capital Metrics Capital Returned to Shareholders ▪ Quarterly dividend of US$0.17 per common share payable on December 07, 2023. ▪ Total capital used for share repurchases of R$34.9 million in the 3Q’23.
10 21 23 3 3 8 8 32 34 3Q'22 3Q'23 5-10 Years 10+ Years Perpetual or quasi-perpetual 24 27 25 23 11 11 60 62 3Q'22 3Q'23 Private Markets IP&S Liquid Strategies 28 30 25 24 11 11 63 65 3Q'22 3Q'23 Private Markets IP&S Liquid Strategies We continue to see AUM expansion across the platform, with highlight to long - term products ▪ Total assets under management (AUM) of R$65.2 billion, up 3% year - over - year. AUM growth continues to be pushed by fundraising ac ross Private Markets funds, and partially offset by performance from our IP&S segment, which experienced outflows in its pension plan strategy, especially during 4Q’22 and 1Q’23 . ▪ Total Fee - Earning AUM (FEAUM) of R$61.6 billion, up 3% year - over - year. ▪ Total Long - Term AUM of R$33.8 billion in the 3Q’23, up 7% year - over - year. Long - Term AUM currently represents 52% of Vinci Partne rs’ total AUM. Fee - Earning AUM 3Q’23 vs 3Q’22 ( R$bn ) Long - Term AUM¹ 3Q’23 vs 3Q’22 ( R$bn ) + 3% + 3% + 7% See notes and definitions at end of document AUM 3Q’23 vs 3Q’22 ( R$bn )
11 58% 18% 20% 5% 36% 22% 19% 12% 10% Local Institutional HNWI Institutional Offshore Allocators & Distributors Public market vehicles 47% 36% 17% Our AUM base favors alpha - driven strategies, while our revenue profile is management fee - centric Our platform is highly diversified across different strategies and clients 58 % of net revenues come from private market strategies ² 52 % of AUM is in long term products ¹ AUM diversified across five different distribution channels AUM 3Q’23 Net Revenues 3Q’23 LTM See notes and definitions at end of document AUM 3Q’23
12 92% 8% Private Equity Infrastructure Vinci holds a strong long - term upside from realization of performance fees in private market funds Gross Accrued Performance Fees – Private Market Funds ▪ Accrued performance fees receivable of R$201.0 million in the 3Q’23, up 11% quarter - over - quarter. ▪ The VCP strategy¹ in Private Equity accounted for R$184.8 million in accrued performance fees, or 92% of total performance fe es. ▪ Vinci Partners had, as of 3Q’23, R$8 billion in performance eligible AUM coming from Private Markets’ funds still within inve stm ent period. ▪ Accrued performance fees coming from the Infrastructure strategy are the only fees booked as unrealized in the company's bala nce sheet as of the third quarter of 2023, following IFRS 15 rules. The outstanding accrued performance fees balance reflects the funds' most recent mark and are not booked in the company's bal anc e sheet yet. R$201.0 mm Accrued Performance Fees (R$ mm) Accrued Performance Fees by Strategy (%) Vinci Partners recognizes the performance revenue according to IFRS 15 . Unrealized performance fees are recognized only when is highly probable that the revenue will not be reversed in the Income Statement . The fund FIP Infra Transmissão in Infrastructure had R $ 15 . 5 million as of the end of the third quarter of 2023 booked as unrealized performance fees in the company ´ s balance sheet . Accrued performance fees shown for Private Equity funds of R $ 184 . 8 million and for the Infrastructure fund VIAS, of R $ 0 . 6 million, as of the end of the third quarter of 2023 have not been booked as unrealized performance fees in the company ´ s balance sheet . See notes and definitions at end of document
13 95 105 7 2 103 107 3Q'22 3Q'23 Management fees Advisory fees 272 293 18 21 289 314 3Q'22 YTD 3Q'23 YTD Management fees Advisory fees Fee Related Revenues Management fees remain the main contributor to revenues, accounting for 89% of total revenues over the 3Q’23 YTD ▪ Fee related revenues totaled R$107.0 million in the quarter, up 4% year - over - year, while management fees alone accounted for a 1 0% growth year - over - year. In the third quarter, as private market funds, such as VCP IV and VICC, closed additional commitments, the platform benefitted from additional catch - up fees, cha rged retroactively since each fund ´ s start date. ▪ Fee related revenues accounted for R$314.2 million over the 3Q’23 YTD, up 9% when compared to the 3Q’22 YTD. Fee Related Revenues 3Q’23 vs. 3Q’22 ( R$mm ) Fee Related Revenues 3Q’23 YTD vs. 3Q’22 YTD ( R$mm ) + 9% + 4%
14 20 20 22 24 7 7 5 5 54 57 3Q'22 3Q'23 Bonus compensation Corporate center Segment Personnel expenses Other G&A 57 65 62 69 19 22 13 14 152 170 3Q'22 YTD 3Q'23 YTD Bonus compensation Corporate center Segment Personnel expenses Other G&A Operating Expenses ▪ Total operating expenses of R$56.6 million in the quarter, up 6% year - over - year. Disregarding bonus compensation, total operatin g expenses totaled R$36.9 million, up 11% year - over - year, with the incorporation of Vinci SPS contributing significantly to the overall increase. ▪ Total operating expenses of R$170.1 million during the 3Q’23 YTD, an increase of 12% when compared to the 3Q’22 YTD. Total Expenses 3Q’23 YTD vs. 3Q’23 YTD ( R$mm ) + 12% + 6% Total Expenses 3Q’23 vs. 3Q’22 ( R$mm )
15 140 151 3Q'22 YTD 3Q'23 YTD 50 51 3Q'22 3Q'23 Fee Related Earnings (FRE) ▪ Fee Related Earnings (FRE) of R$51.3 million (R$0.95/share) in the quarter, up 4% year - over - year on an absolute basis and 7% yea r - over - year on an FRE per share¹ basis. This growth was primarily driven by catch - up fees in VCP IV and VICC in the quarter. ▪ FRE of R$151.1 million (R$2.79/share) in the 3Q’23 YTD, up 8% when compared to the 3Q’22 YTD. ▪ FRE Margin was 48% for the 3Q’23, remaining flat when compared to the 3Q’22. See notes and definitions at end of document FRE per share ¹ R$0.95 R$0.89 R$2.79 R$2.52 48 % 48% Fee Related Earnings 3Q’23 vs. 3Q’22 ( R$mm ) Fee Related Earnings 3Q’23 YTD vs. 3Q’22 YTD ( R$mm ) % FRE margin + 4% 48 % 48% + 8% + 7% Per share + 10% Per share
16 (1) 1 3Q'22 3Q'23 4 8 3Q'22 YTD 3Q'23 YTD Performance Related Earnings (PRE) ▪ Performance related earnings (PRE) of R$1.1 million in the quarter. Most of our open - end funds charge performance fees semiannua lly, recognizing revenues in June and December, thus first and third quarters usually are expected to show lower levels of performance from domestic open - ended funds. ▪ PRE¹ was R$7.8 million (R$0.14/share) over the 3Q’23 YTD, up 92% when compared to the 3Q’22 YTD. Performance Related Earnings 3Q’23 vs. 3Q’22 ( R$mm ) Performance Related Earnings 3Q’23 YTD vs. 3Q’22 YTD ( R$mm ) % PRE margin 52 % 57% R$(0.01) R$0.02 R$0.07 R$0.14 See notes and definitions at end of document 55% N/A + 92% N/A Per share + 97% Per share PRE per share¹
17 32 12 6 5 37 17 3Q'22 3Q'23 Realized Financial Income Realized GP Investment Income 77 62 13 15 89 77 3Q'22 YTD 3Q'23 YTD Realized Financial Income Realized GP Investment Income Realized GP Investment and Financial income ▪ Realized GP Investment¹ and Financial income² of R$16.7 million in the 3Q’23, down 55% year - over - year. This quarter, global mark ets experienced a short - term adjustment in long - duration interest rates due to a prolonged rate hike in the US and also an excess supply of bonds by the US Treasury. Despite a positive 2Q’23, marked by the start of an interest rates easing cycle, Brazil suffered from this short - term adjustment in interest rates in the 3Q’23, adversely affecting mark - to - market values and, consequently, our liquid portfolio. ▪ Realized GP Investment income of R$4.7 million in the quarter, coming primarily from dividend distributions of the company’s pro prietary stake in listed REITs. ▪ Realized GP Investment¹ and Financial income² accounted for R$77.1 million over the 3Q’23 YTD, down 14% when compared to the 3Q’ 22 YTD. See notes and definitions at end of document Realized GP Investment¹ and Financial income² 3Q’23 vs 3Q’22 ( R$mm ) (14)% Realized GP Investment¹ and Financial income² 3Q’23 YTD vs 3Q’22 YTD ( R$mm ) (55)%
18 73 52 3Q'22 3Q'23 192 182 3Q'22 YTD 3Q'23 YTD Adjusted Distributable Earnings (DE) ▪ Adjusted Distributable Earnings (DE)¹ of R$51.8 million (R$0.96/share) in the quarter, down 29% year - over - year on an absolute ba sis and 27% year - over - year on an Adjusted DE per share² basis. This downturn was attributed to weaker performance from our liquid portfolio this quarter, resulting in reduced contri but ions from financial income. ▪ Adjusted DE was R$182.2 million (R$3.36/share) in the 3Q’23 YTD, down 5% when compared to the 3Q’22 YTD and down 3% on an Adj ust ed DE per share² basis. Adjusted Distributable Earnings (DE) 3Q’23 vs. 3Q’22 ( R$mm ) Adjusted Distributable Earnings (DE) 3Q’23 YTD vs. 3Q’22 YTD ( R$mm ) (29)% % Adjusted DE margin R$1.32 R$0.96 (5)% 45 % 49% R$3.45 R$3.36 See notes and definitions at end of document 41 % 51% (27)% Per share (3)% Per share Adjusted DE per share²
19 22.41 22.36 2Q'23 3Q'23 Net Cash and Investments per share 4 (R$/share) Share Repurchase Activity (in R$ million, unless mentioned) 2Q'23 3Q'23 Total Shares Repurchased (number of shares) 558,349 705,518 Total Capital Used for Share Repurchases 24.1 34.9 Remaining Share Repurchase Plan Authorization 47.8 12.5 Average Price Paid Per Share (US$) 8.7 10.1 (in R$ million, unless mentioned) 2Q'23 3Q'23 Cash and cash equivalents¹ 154.0 184.2 Investments 1,189.2 1,138.2 Liquid funds² 827.1 740.2 GP Fund Investments³ 362.2 398.0 Debt Obligations 4 (128.7) (117.7) Net Cash and Investments 1,214.5 1,204.7 Net Cash and Investments per share 5 (R$/share) 22.41 22.36 Balance Sheet Highlights ▪ As of September 29, 2023, Vinci Partners had R$1.2 billion (R$22.36/share) in total net cash and investments, that comprise c ash , cash equivalents and investments (liquid funds and GP fund investments at fair value) net of debt obligations. ▪ Vinci Partners repurchased 705,518 shares in the quarter with an average share price of US$10.1. As of September 29, 2023, th e c ompany had R$12.5 million remaining in its current authorized share repurchase plan. See notes and definitions at end of document
Segment Highlights
21 63% 16% 16% 5% Financials by segment ▪ Fee Related Earnings (FRE), disregarding Vinci Retirement Services segment, were R$157.1 million over the 3Q’23 YTD, with 63% of FRE coming from Private Markets, followed by IP&S and Liquid Strategies both accounting for 16% and Corporate Advisory for 5%. ▪ Segment Distributable Earnings, disregarding Vinci Retirement Services segment, were R$179.6 million over the 3Q’23 YTD, with 64 % coming from Private Markets’ strategies, followed by Liquid Strategies accounting for 17%, IP&S for 14% and Corporate Advisory for 5%. Segment Distributable Earnings 3Q’23 YTD by Segment Fee Related Earnings (FRE) 3Q’23 YTD by Segment R$157 mm R$180 mm 64% 14% 17% 5% Private Markets IP&S Liquid Strategies Corporate Advisory
22 Private Equity 46% Real Estate 20% Credit 18% Infrastructure 9% Vinci SPS 7% Private Markets' AUM (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 ∆ YoY (%) 3Q'22 YTD 3Q'23 YTD ∆ YoY (%) Net revenue from management fees 52,949 57,842 68,323 29% 147,362 184,596 25% Net revenue from advisory fees 560 275 275 (51)% 1,301 824 (37)% Total Fee Related Revenues 53,509 58,117 68,597 28% 148,663 185,420 25% Segment personnel expenses (3,148) (3,719) (3,685) 17% (8,807) (10,913) 24% Other G&A expenses (2,549) (2,540) (2,835) 11% (7,715) (6,813) (12)% Corporate center expenses (11,287) (13,205) (14,867) 32% (31,668) (41,090) 30% Bonus compensation related to management and advisory (9,662) (8,817) (10,109) 5% (24,395) (28,038) 15% Total Fee Related Expenses (26,646) (28,281) (31,496) 18% (72,585) (86,853) 20% FEE RELATED EARNINGS (FRE) 26,863 29,836 37,102 38% 76,078 98,567 30% FRE Margin (%) 50.2% 51.3% 54.1% 51.2% 53.2% Net revenue from performance fees (2,559) 2,528 464 N/A (201) 2,999 N/A Realized performance fees 11 2,528 464 3,965% 1,734 2,999 73% Unrealized performance fees (2,571) – – N/A (1,935) – N/A Performance based compensation 905 (1,118) (205) N/A 70 (1,326) N/A PERFORMANCE RELATED EARNINGS (PRE) (1,654) 1,410 259 N/A (131) 1,673 N/A PRE Margin (%) 64.6% 55.8% 55.8% 65.1% 55.8% ( - ) Unrealized performance fees 2,571 – – N/A 1,935 – N/A (+) Unrealized performance compensation (910) – – N/A (685) – N/A (+) Realized GP investment income 5,738 4,179 4,699 (18)% 12,709 14,759 16% SEGMENT DISTRIBUTABLE EARNINGS 32,607 35,425 42,059 29% 89,906 114,999 28% Segment DE Margin (%) 55.0% 56.9% 57.4% 55.7% 57.4% ASSETS UNDER MANAGEMENT (AUM R$million) 27,603 29,367 30,347 10% 27,603 30,347 10% FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ million) 24,183 26,076 27,060 12% 24,183 27,060 12% AVERAGE MANAGEMENT FEE RATE (%) 0.87% 0.85% 0.98% 0.89% 0.90% Private Markets R$30 bn AUM ▪ Fee related earnings (FRE) of R$37.1 million in the quarter, up 38% year - over - year. This growth was driven by a combination of c atch - up fees for VCP IV and VICC, and the positive impact of our strong fundraising efforts over the last twelve months. ▪ FRE was R$98.6 million over the 3Q’23 YTD, an increase of 30% when compared to the 3Q’22 YTD. ▪ Segment Distributable Earnings of R$42.1 million in the quarter, up 29% year - over - year. Segment DE was R$115.0 million over the 3Q’23 YTD, an increase of 28% when compared to the 3Q’22 YTD, driven by growth in FRE. ▪ Total AUM of R$30.3 billion in the quarter, a 10% year - over - year increase moved by strong fundraising, with highlights to Privat e Equity and Infrastructure.
23 Separate Mandates 70% Pension Plans 13% International 8% Commingled Funds 9% IP&S AUM (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 ∆ YoY (%) 3Q'22 YTD 3Q'23 YTD ∆ YoY (%) Net revenue from management fees 21,692 17,426 17,435 (20)% 62,995 54,014 (14)% Net revenue from advisory fees 7 8 8 11% 21 23 10% Total Fee Related Revenues 21,699 17,434 17,443 (20)% 63,016 54,037 (14)% Segment personnel expenses (1,075) (1,575) (1,397) 30% (3,980) (4,126) 4% Other G&A expenses (622) (580) (611) (2)% (1,672) (2,053) 23% Corporate center expenses (4,923) (3,978) (3,794) (23)% (13,852) (12,039) (13)% Bonus compensation related to management and advisory (4,125) (3,551) (3,645) (12)% (11,837) (11,055) (7)% Total Fee Related Expenses (10,745) (9,684) (9,447) (12)% (31,341) (29,273) (7)% FEE RELATED EARNINGS (FRE) 10,954 7,750 7,996 (27)% 31,675 24,764 (22)% FRE Margin (%) 50.5% 44.4% 45.8% 50.3% 45.8% Net revenue from performance fees 1,167 1,490 13 (99)% 2,194 2,292 4% Realized performance fees 1,167 1,490 13 (99)% 2,194 2,292 4% Unrealized performance fees – – – N/A – – N/A Performance based compensation (698) (745) (6) (99)% (1,142) (1,067) (7)% PERFORMANCE RELATED EARNINGS (PRE) 469 745 6 (99)% 1,052 1,225 16% PRE Margin (%) 40.2% 50.0% 50.0% 48.0% 53.4% ( - ) Unrealized performance fees – – – N/A – – N/A (+) Unrealized performance compensation – – – N/A – – N/A SEGMENT DISTRIBUTABLE EARNINGS 11,422 8,495 8,003 (30)% 32,727 25,989 (21)% Segment DE Margin (%) 50.0% 44.9% 45.8% 50.2% 46.1% ASSETS UNDER MANAGEMENT (AUM R$million) 25,029 24,041 23,560 (6)% 25,029 23,560 (6)% FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ million) 24,911 23,940 23,458 (6)% 24,911 23,458 (6)% AVERAGE MANAGEMENT FEE RATE (%) 0.38% 0.32% 0.33% 0.38% 0.33% Investment Products & Solutions ▪ Fee related earnings (FRE) of R$8.0 million in the quarter, down 27% year - over - year. This decline resulted from a shift in the f undraising mix within the IP&S segment and redemptions in a specific pension fund, which carries higher fees. The segment has significantly increased fundraising in the Separate Mandate s s trategy, that carries lower fees, contributing to the decrease in the average management fee rate. FRE was R$24.8 million over the 3Q’23 YTD, a decrease of 22% when compared to the 3Q’22 YTD. ▪ Performance related earnings (PRE) over the 3Q’23 YTD was R$1.2 million, an increase of 16% when compared to the 3Q’22 YTD. ▪ Segment Distributable Earnings of R$8.0 million in the quarter, down 30% year - over - year. Segment DE was R$26.0 million over the 3Q’23 YTD, a decrease of 21% when compared to the 3Q’22 YTD, that posted higher contributions from FRE. ▪ Total AUM of R$23.6 billion, down 6% year - over - year. R$24 bn AUM
24 Public Equities 75% Hedge Funds 25% Liquid Strategies' AUM (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 ∆ YoY (%) 3Q'22 YTD 3Q'23 YTD ∆ YoY (%) Net revenue from management fees 20,720 17,492 18,950 (9)% 61,502 54,735 (11)% Net revenue from advisory fees – – – N/A – – N/A Total Fee Related Revenues 20,720 17,492 18,950 (9)% 61,502 54,735 (11)% Segment personnel expenses (1,398) (1,328) (1,328) (5)% (4,176) (4,264) 2% Other G&A expenses (1,009) (861) (867) (14)% (2,465) (2,438) (1)% Corporate center expenses (4,643) (3,993) (4,123) (11)% (13,438) (12,192) (9)% Bonus compensation related to management and advisory (4,134) (3,244) (3,431) (17)% (12,005) (10,145) (15)% Total Fee Related Expenses (11,185) (9,426) (9,749) (13)% (32,084) (29,039) (9)% FEE RELATED EARNINGS (FRE) 9,535 8,066 9,202 (3)% 29,418 25,696 (13)% FRE Margin (%) 46.0% 46.1% 48.6% 47.8% 46.9% Net revenue from performance fees 1,424 6,747 1,582 11% 5,049 9,495 88% Realized performance fees 1,424 6,747 1,582 11% 5,049 9,495 88% Unrealized performance fees – – – N/A – – N/A Performance based compensation (743) (3,505) (713) (4)% (1,924) (4,633) 141% PERFORMANCE RELATED EARNINGS (PRE) 681 3,242 869 28% 3,125 4,862 56% PRE Margin (%) 47.8% 48.0% 54.9% 61.9% 51.2% ( - ) Unrealized performance fees – – – N/A – – N/A (+) Unrealized performance compensation – – – N/A – – N/A SEGMENT DISTRIBUTABLE EARNINGS 10,216 11,308 10,070 (1)% 32,543 30,558 (6)% Segment DE Margin (%) 46.1% 46.7% 49.0% 48.9% 47.6% ASSETS UNDER MANAGEMENT (AUM R$million) 10,760 11,472 11,288 5% 10,760 11,288 5% FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ million) 10,606 11,278 11,089 5% 10,606 11,089 5% AVERAGE MANAGEMENT FEE RATE (%) 0.86% 0.70% 0.71% 0.79% 0.73% Liquid Strategies ▪ Fee related earnings (FRE) of R$9.2 million in the quarter, down 3% year - over - year. This decrease can be attributed to a shift i n the fee mix, as the macroeconomic landscape has been conductive to the expansion of Exclusive Mandates, that carry lower fees. FRE was R$25.7 million over the 3Q’23 YTD, a decrea se of 13% compared to the 3Q’22 YTD. ▪ Performance related earnings (PRE) of R$0.9 million in the quarter, up 28% year - over - year. PRE was R$4.9 million over the 3Q’23 YTD, an increase of 56% when compared to the 3Q’22 YTD. ▪ Segment Distributable Earnings of R$10.1 million in the quarter, down 1% year - over - year. Segment Distributable Earnings was R$30 .6 million over the 3Q’23 YTD, a decrease of 6% when compared to the 3Q’22 YTD, driven by a reduction in contributions from FRE. ▪ AUM was R$11.3 billion in the quarter, up 5% year - over - year. R$11 bn AUM
25 Corporate Advisory ▪ Fee related earnings (FRE) of negative R$0.5 million in the quarter. ▪ FRE was R$8.1 million over the 3Q’23 YTD, an increase of 7% when compared to the 3Q’22 YTD. ▪ Segment Distributable Earnings over the 3Q’23 YTD were R$8.1 million, an increase of 7% year - over - year when compared to the 3Q’2 2 YTD. (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 ∆ YoY (%) 3Q'22 YTD 3Q'23 YTD ∆ YoY (%) Net revenue from management fees – – – N/A – – N/A Net revenue from advisory fees 6,700 13,768 2,000 (70)% 16,279 19,954 23% Total Fee Related Revenues 6,700 13,768 2,000 (70)% 16,279 19,954 23% Segment personnel expenses (502) (525) (491) (2)% (1,537) (1,487) (3)% Other G&A expenses (82) (241) (229) 179% (456) (544) 19% Corporate center expenses (1,121) (1,120) (1,206) 8% (3,127) (3,456) 11% Bonus compensation related to management and advisory (1,379) (4,735) (623) (55)% (3,587) (6,381) 78% Total Fee Related Expenses (3,084) (6,622) (2,548) (17)% (8,707) (11,868) 36% FEE RELATED EARNINGS (FRE) 3,616 7,146 (548) N/A 7,572 8,086 7% FRE Margin (%) 54.0% 51.9% N/A 46.5% 40.5% SEGMENT DISTRIBUTABLE EARNINGS 3,616 7,146 (548) N/A 7,572 8,086 7% Segment DE Margin (%) 54.0% 51.9% N/A 46.5% 40.5%
26 (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 ∆ YoY (%) 3Q'22 YTD 3Q'23 YTD ∆ YoY (%) Net revenue from management fees – 9 38 N/A – 47 N/A Net revenue from advisory fees – – – N/A – – N/A Total Fee Related Revenues – 9 38 N/A – 47 N/A Segment personnel expenses (386) (429) (582) 51% (791) (1,433) 81% Other G&A expenses (463) (814) (815) 76% (1,098) (2,003) 82% Corporate center expenses (92) (112) (121) 31% (92) (348) 276% Bonus compensation related to management and advisory (500) (703) (939) 88% (2,514) (2,239) (11)% Total Fee Related Expenses (1,441) (2,058) (2,456) 70% (4,496) (6,023) 34% FEE RELATED EARNINGS (FRE) (1,441) (2,049) (2,418) 68% (4,496) (5,976) 33% FRE Margin (%) N/A N/A N/A N/A N/A Net revenue from performance fees – – – N/A – – N/A Realized performance fees – – – N/A – – N/A Unrealized performance fees – – – N/A – – N/A Performance based compensation – – – N/A – – N/A PERFORMANCE RELATED EARNINGS (PRE) – – – N/A – – N/A PRE Margin (%) N/A N/A N/A N/A N/A ( - ) Unrealized performance fees – – – N/A – – N/A (+) Unrealized performance compensation – – – N/A – – N/A SEGMENT DISTRIBUTABLE EARNINGS (1,441) (2,049) (2,418) 68% (4,496) (5,976) 33% Segment DE Margin (%) N/A N/A N/A N/A N/A ASSETS UNDER MANAGEMENT (AUM R$million) – 15 37 N/A – – N/A AVERAGE MANAGEMENT FEE RATE (%) – 0.42% 0.60% – 0.56% Retirement Services ▪ Fee Related Earnings (FRE) of negative R$2.4 million in the quarter. FRE was negative R$6.0 million in the 3Q’23 YTD. ▪ VRS started to contribute to AUM numbers and management fee revenues in the 2Q’23.
Supplement Details
28 AUM and Fee - Earning AUM Rollforward Assets Under Management (AUM) – R$ million Fee - Earning Assets Under Management (FEAUM) – R$ million For the Three Months Ended September 29, 2023 For the Three Months Ended September 29, 2023 For the Twelve Months Ended September 29 , 2023 For the Twelve Months Ended September 29 , 2023 Private Public IP&S Infrastructure Real Estate Private Credit Hedge VRS Vinci SPS Total Equity Equities Funds Beginning balance 13,511 8,672 24,041 2,431 6,008 5,308 2,800 15 2,108 64,895 (+/ - ) Capital Subscription / (capital return) 551 – – 273 187 (59) – – (116) 836 (+) Capital Subscription 638 – – 331 305 – – – 3 1,277 ( - ) Capital Return (86) – – (58) (118) (59) – – (119) (441) (+) Acquisitions – – – – – – – – – – (+/ - ) Net Inflow / (outflow) – (103) (697) – 8 8 48 21 – (715) (+/ - ) Appreciation / (depreciation) (91) (124) 216 27 17 77 (5) 0 99 216 Ending Balance 13,971 8,445 23,560 2,731 6,220 5,335 2,843 37 2,091 65,231 Private Public IP&S Infrastructure Real Estate Private Credit Hedge VRS Vinci SPS Total Equity Equities Funds Beginning balance 13,650 7,868 25,029 1,505 5,888 4,465 2,892 – 2,096 63,392 (+/ - ) Capital Subscription / (capital return) 1,025 – 55 1,139 (31) 238 – – (300) 2,127 (+) Capital Subscription 1,286 – 55 1,275 409 500 – – 50 3,575 ( - ) Capital Return (261) – (0) (136) (439) (262) – – (350) (1,448) (+) Acquisitions – – – – – – – – – – (+/ - ) Net Inflow / (outflow) – 123 (2,273) – (100) 278 (318) 36 – (2,254) (+/ - ) Appreciation / (depreciation) (705) 454 749 87 464 354 269 1 296 1,967 Ending Balance 13,971 8,445 23,560 2,731 6,220 5,335 2,843 37 2,091 65,231 Private Public IP&S Infrastructure Real Estate Private Credit Hedge VRS Vinci SPS Total Equity Equities Funds Beginning balance 10,268 8,623 23,940 2,383 6,008 5,308 2,655 15 2,108 61,310 (+/ - ) Capital Subscription / (capital return) 526 – – 273 187 (59) – – (116) 811 (+) Capital Subscription 638 – – 331 305 – – – 3 1,277 ( - ) Capital Return (111) – – (58) (118) (59) – – (119) (466) (+) Acquisitions – – – – – – – – – (+/ - ) Net Inflow / (outflow) – (103) (697) – 8 8 48 21 – (715) (+/ - ) Appreciation / (depreciation) (62) (125) 216 27 17 77 (9) 0 99 239 Ending Balance 10,733 8,395 23,458 2,682 6,220 5,335 2,694 37 2,091 61,644 Private Public IP&S Infrastructure Real Estate Private Credit Hedge VRS Vinci SPS Total Equity Equities Funds Beginning balance 10,288 7,805 24,911 1,447 5,888 4,465 2,801 – 2,096 59,700 (+/ - ) Capital Subscription / (capital return) 1,001 – 55 1,145 (31) 238 – – (300) 2,108 (+) Capital Subscription 1,274 – 55 1,275 409 500 – – 50 3,562 ( - ) Capital Return (273) – (0) (130) (439) (262) – – (350) (1,454) (+) Acquisitions – – – – – – – – – – (+/ - ) Net Inflow / (outflow) – 131 (2,217) – (100) 278 (359) 36 – (2,232) (+/ - ) Appreciation / (depreciation) (556) 460 710 90 464 354 252 1 296 2,069 Ending Balance 10,733 8,395 23,458 2,682 6,220 5,335 2,694 37 2,091 61,644
29 Fund Segment NAV¹ (R$ million) 3Q’23 YTD 12 M 24 M Market Comparison Index Rate Vinci Multiestratégia FIM Hedge Funds 357.5 2.0% 9.5% 12.3% 24.3% CDI 4 CDI 4 Atlas Strategy² Hedge Funds 290.0 0.4% 5.6% 4.0% 14.2% CDI 4 CDI 4 Vinci Total Return Hedge Funds 227.2 (1.8)% 13.9% 7.9% 18.9% IPCA 6 + Yield IMA - B 7 IPCA 6 + Yield IMA - B 7 Mosaico Strategy Public Equities 809.3 (0.8)% 10.5% 3.7% (0.0)% IBOV 5 IBOV 5 Vinci Gas Dividendos FIA Public Equities 493.9 (1.2)% 5.9% 4.5% 11.0% IBOV 5 IBOV 5 Vinci Valorem FIM IP&S 1,591.5 1.0% 9.0% 10.7% 20.1% IMA - B 5 7 IMA - B 5 7 Equilibrio Strategy³ IP&S 2,604.3 1.3% 8.8% 10.4% 18.8% IPCA 6 - Vinci Retorno Real FIM IP&S 191.8 (1.8)% 8.5% 9.5% 22.0% IMA - B 7 IMA - B 7 Vinci Crédito Imobiliário I Private Credit 112.6 2.7% 8.7% 12.9% 22.7% IPCA 6 IPCA 6 +7.785% Vinci Crédito Imobiliário II Private Credit 821.6 (0.9)% 10.1% 11.0% 22.8% IPCA 6 IPCA 6 + 6% Vinci Crédito Estruturado Mult . Plus FIC FIM Private Credit 125.7 3.6% 9.1% 12.9% 27.4% CDI 4 CDI 4 Vinci Energia Sustentável Private Credit 586.6 1.5% 10.0% 9.9% 19.7% IPCA 6 IPCA 6 + 6% Vinci Crédito Multiestratégia Private Credit 352.2 2.3% 6.8% 8.7% 23.3% CDI 4 IPCA 6 + 5% VISC11 Real Estate (listed REIT) 2,190.6 1.7% 20.0% 16.7% 37.5% IFIX 8 IPCA 6 + 6% VILG11 Real Estate (listed REIT) 1,595.4 (1.6)% 13.9% 5.2% 19.5% IFIX 8 IPCA 6 + 6% VINO11 Real Estate (listed REIT) 139.5 (7.9)% (5.1)% (7.7)% (15.8)% IFIX 8 IPCA 6 + 6% VIFI11 Real Estate / Private Credit (listed REIT) 67.2 6.4% 30.1% 21.5% 36.9% IFIX 8 IFIX 8 VIUR11 Real Estate (listed REIT) 215.5 (1.2)% 11.2% 11.1% 20.2% IFIX 8 IPCA 6 + 6% VCRI11 Real Estate / Private Credit (listed REIT) 146.9 (1.1)% 3.0% 8.1% 3.9% IFIX 8 IPCA 6 + X 9 % VICA11 Real Estate / Private Credit (REIT) 375.3 0.2% (0.0)% 0.5% 1.5% IFIX 8 CDI 4 + 1% VINCI FOF IMOBILIARIO FIM CP Real Estate (REIT) 59.3 3.1% 16.1% 12.6% 30.2% IFIX 8 IFIX 8 VIGT11 Infrastructure (listed) 654.2 (0.3)% 8.1% 0.9% (2.7)% - - Investment records – IP&S, Liquid Strategies, Private Credit and Listed Funds Benchmark 3Q’23 YTD 12 M 24 M IBOV 5 (1.3)% 6.2% 5.9% 5.0% CDI 4 3.2% 9.9% 13.4% 25.8% IMA - B 5 7 1.7% 8.9% 11.6% 22.0% IPCA 6 + Yield IMA - B 7 1.8% 8.2% 11.1% 27.0% IPCA 6 0.6% 3.5% 5.2% 12.7% IFIX 8 2.0% 12.3% 7.6% 18.5% See notes and definitions at end of document
30 Fund Segment Vintage year Committed Capital Invested Capital Realized or Unrealized Total Value Gross MOIC Gross MOIC Gross IRR Gross IRR Partially Realized (R$mm) (R$mm) (R$mm) (R$mm) (R$mm) (BRL) (USD) (BRL) (USD) Fund 1 Private Equity 2004 1,415 1,206 5,065 136 5,200 4.3x 4.0x 71.5% 77.2% VCP II Private Equity 2011 2,200 2,063 1,892 2,274 4,167 2.0x 1.1x 10.5% 1.4% VCP III Private Equity 2018 4,000 2,236 49 4,191 4,240 1.8x 1.8x 36.2% 31.8% VCP IV Private Equity 2022 1,916 – – – – – – – – VCP Strategy² Private Equity 9,531 5,505 7,006 6,601 13,607 2.5x 2.2x 64.7% 70.2% NE Empreendedor Private Equity 2003 36 13 26 – 26 2.1x 2.6x 22.0% 30.5% Nordeste III Private Equity 2017 240 135 93 144 237 1.8x 1.5x 19.4% 13.1% VIR IV Private Equity 2020 1,000 375 151 348 499 1.3x 1.4x 28.5% 36.5% VIR Strategy³ Private Equity 1,276 522 270 492 762 1.5x 1.5x 22.4% 28.5% SPS I Vinci SPS 2018 128 188 180 144 324 1.7x 1.5x 26.2% 19.6% SPS II Vinci SPS 2020 671 1,004 700 767 1,467 1.5x 1.5x 26.7% 29.4% SPS III Vinci SPS 2021 1,070 549 92 589 681 1.2x 1.3x 30.0% 35.4% Vinci SPS Strategy 4 Vinci SPS 1,869 1,741 971 1,501 2,472 1.4x 1.5x 27.0% 27.5% FIP Transmissão 5 Infrastructure 2017 211 104 256 120 375 3.6x 2.8x 59.8% 44.9% VIAS 6 Infrastructure 2021 386 350 – 409 409 1.2x 1.2x 22.0% 28.1% VICC 7 Infrastructure 2023 1,291 – – – – – – – – VFDL 8 Real Estate 2021 422 189 6 209 215 1.1x 1.2x 14.8% 17.4% Vinci Credit Infra 9 Private Credit 2022 1,400 438 – 448 448 1.1x 1.1x NM NM Pro Forma Historical Portfolio Performance - Excluding PIPE Investments¹ Investment records – Closed End Private Markets funds See notes and definitions at end of document
31 Shareholder Dividends ($ in thousands) 1H21 3Q ' 21 4Q'21 1Q'22 2Q'22 3Q’22 4Q’22 1Q’23 2Q’23 3Q'23 Distributable Earnings (R$) 101,976 61,743 68,515 53,255 60,435 72,842 55,792 60,006 70,369 51,820 Distributable Earnings (US$)¹ 19,397 11,377 13,637 10,615 11,795 14,281 10,618 11,994 14,290 10,647 DE per Common Share (US$)² 0.34 0.20 0.24 0.19 0.21 0.26 0.19 0.22 0.26 0.20 Actual Dividend per Common Share³ 0.30 0.16 0.20 0.17 0.17 0.20 0.17 0.16 0.20 0.17 Record Date Sep 01, 2021 Dec 01, 2021 Mar 10, 2022 May 24, 2022 Aug 25, 2022 Nov 23, 2022 Mar 01, 2023 May 25, 2023 Aug 24, 2023 Nov 22, 2023 Payable Date Sep 16, 2021 Dec 16, 2021 Mar 24, 2022 Jun 08, 2022 Sep 09, 2022 Dec 08, 2022 Mar 15, 2023 Jun 09, 2023 Sep 08, 2023 Dec 07, 2023 ▪ Vinci Partners generated R$0.96 or US$0.20¹ of Distributable Earnings per common share for the third quarter of 2023. ▪ The company declared a quarterly dividend of US$0.17² per common share to record holders as of November 22, 2023; payable on Dec ember 07 , 2023. See notes and definitions at end of document
32 Share Summary ▪ Common Shares Outstanding as of quarter end of 53,872,066 shares. x Repurchased 705,518 common shares in the quarter, with an average share price of US$10.1. x Repurchased 3,463,755 common shares since the announcement of the first share repurchase plan, with an average share price of US $10.7. x The second share repurchase plan was replaced by a new share repurchase plan initiated on February 14 th , 2023, limited to R$60 million. x Available authorization remaining was R$12.5 million on September 29, 2023. VINP Shares 1Q ' 21 2Q ' 21 3Q ' 21 4Q'21 1Q'22 2Q'22 3Q'22 4Q'22 1Q23 2Q’23 3Q'23 Class B 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 Class A¹ 42,447,349 42,270,694 42,097,179 41,689,338 41,363,077 41,112,717 40,892,619 40,614,497 40,247,461 39,730,720 39,405,827 Common Shares 56,913,588 56,736,933 56,563,418 56,155,577 55,829,316 55,578,956 55,358,858 55,080,736 54,713,700 54,196,959 53,872,066 See notes and definitions at end of document
33 (R$ million, unless mentioned) Segment 3Q’23 Commitments Total Capital Committed 3Q’23 Capital Called Total Capital Called Capital Returned/Dividends Paid (3Q’23) Accumulated Capital Returned/Dividends Paid Fair value of investments Nordeste III Private Equity – 5.0 – 3.1 – 1.6 2.8 VCP III Private Equity – 3.1 0.0 2.8 – – 3.9 VIR IV Private Equity – 11.1 0.7 5.4 0.0 1.7 4.2 VCP IV Private Equity – 350.0 – – – – – FIP Infra Transmissão ( co - investment)¹ Infrastructure – 29.5 – 8.9 – 20.9 10.2 FIP Infra Transmissão¹ Infrastructure – 10.5 – 3.4 – 6.6 10.5 VIAS Infrastructure – 50.0 9.7 37.5 – – 43.6 Vinci Transporte e Logística II Infrastructure – 15.0 – – – – – Vinci Transporte e Logística I Infrastructure – 11.4 – 11.3 – – 2.9 VICC Infrastructure – 100.0 – – – – – VFDL Real Estate – 70.0 5.6 39.0 – – 42.6 VIUR Real Estate – 67.3 – 67.3 1.5 13.3 54.4 VINO Real Estate – 50.0 – 50.0 0.8 5.9 38.4 Vinci FOF Imobiliário Real Estate – 16.9 – 16.9 – 0.5 20.7 VCRI Real Estate/Private Credit – 80.0 – 80.0 2.2 16.5 69.5 VICA Real Estate/Private Credit – 23.0 – 23.0 0.8 3.4 22.8 Vinci Crédito Infra Institucional Private Credit – 100.0 28.5 36.2 – – 36.4 VSP FIM IP&S – 50.0 – 8.8 – – 10.5 VINCI PIPE Public Equities – 25.0 – 25.0 – – 24.3 Total – 1,067.8 44.6 418.7 5.3 70.6 398.0 GP Commitment in Vinci Partners funds ▪ As of September 29, 2023, the company had R$1.1 billion in capital commitments signed to proprietary funds. ▪ Total GP Investments marked at fair value of R$398.0 million as of September 29, 2023. See notes and definitions at end of document
34 56% 20% 24% Private Markets IP&S Liquid Strategies PERFORMANCE FEE ELIGIBLE AUM (PEAUM) Segment/Fund AUM R$mm Index type Index Rate Status VCP III - Onshore 1,274 Preferred Return w/ Catch - Up² IPCA 5 + 8% Currently generating performance VCP III - Offshore 3,456 Preferred Return w/ Catch - Up² USD + 8% Currently generating performance Other PE Onshore Vehicles 1,931 Preferred Return w/ Catch - Up² IPCA 5 + 8% Within investment period Other PE Offshore Vehicles 905 Preferred Return w/ Catch - Up² USD + 8% Within investment period Nordeste III 228 Preferred Return w/ Catch - Up² IPCA 5 + 8.5% Currently generating performance Teman Pier 140 Preferred Return w/ Catch - Up² IPCA 5 + 5% Within investment period VIAS 424 Preferred Return 4 IPCA 5 + 6% Within investment period Transportation and Logistics strategy 151 Preferred Return 4 IPCA 5 + 6% Within investment period FIP Infra Transmissão 58 Preferred Return 4 IPCA 5 + 8% Currently generating performance VICC 1,267 Preferred Return 4 IPCA 5 Within investment period Listed REITs 2,526 Hurdle³ IPCA 5 + 6% Currently generating performance VFDL 438 Preferred Return 4 IPCA 5 + 6% Within investment period FOF Strategy 294 Hurdle³ IFIX 9 Currently generating performance VCI II 822 Preferred Return 4 IPCA 5 + 6% Within investment period VES 587 Preferred Return 4 IPCA 5 + 6% Within investment period VCM FIM 375 Preferred Return 4 IPCA 5 + 5% Within investment period Energia FIM 139 Hurdle³ CDI 10 Currently generating performance VCS 104 Hurdle³ IPCA 5 + 5% Within investment period VCI I 113 Not expected to pay performance VCE 386 Hurdle³ CDI 10 Currently generating performance SPS III 1,193 Preferred Return 4 CDI 10 Within investment period Others 1,297 Currently generating performance Others 3,070 Not expected to pay performance Total Private Markets 21,175 Vinci Valorem 1,777 Hurdle³ IMAB 5 6 Currently generating performance Separate Mandates 1,596 Hurdle³ IBOV 7 + alpha Currently generating performance International¹ 1,127 Currently generating performance Commingled Funds 604 Hurdle³ IBOV 7 + alpha Currently generating performance VSP 212 Preferred Return w/ Catch - Up² IPCA 5 + 8% Currently generating performance Others 2,314 Currently generating performance Total IP&S 7,629 SWF 4,432 Hurdle³ FTSE 8 Currently generating performance Mosaico Strategy 810 Hurdle³ IBOV 7 Currently generating performance Vinci Gas Dividendos 494 Hurdle³ IBOV 7 Currently generating performance Atlas Strategy 392 Hurdle³ CDI 10 Currently generating performance Vinci Multiestratégia 357 Hurdle³ CDI 10 Currently generating performance Vinci Total Return 459 Hurdle³ IPCA 5 + Yield IMAB 11 Currently generating performance Others 2,075 Currently generating performance Total Liquid Strategies 9,019 PEAUM TOTAL 37,823 Significant exposure to performance fee - eligible AUM ▪ Total Performance fee eligible AUM (PEAUM) of R$37.8 billion. ▪ Hurdle rate funds charge performance based on the fund’s return over its benchmark, generally with a high - watermark clause, except for the SWF mandate in Public Equities. ▪ Within our Private Market strategies, R$8 billion in AUM comes from “preferred return” funds with carried interest, that are still in investment period. PEAUM R$38 bn See notes and definitions at end of document
Reconciliations and Disclosures
36 (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 ∆ YoY (%) 3Q'22 YTD 3Q'23 YTD ∆ YoY (%) REVENUES Net revenue from management fees 95,361 92,769 104,745 10% 271,861 293,391 8% Net revenue from performance fees 31 10,765 2,058 6,539% 7,042 14,786 110% Realized performance fees 2,602 10,765 2,058 (21)% 8,977 14,786 65% Unrealized performance fees (2,571) – – N/A (1,935) – N/A Net revenue from advisory 7,267 14,050 2,283 (69)% 17,600 20,801 18% Total net revenues from services rendered 102,659 117,584 109,086 6% 296,503 328,978 11% EXPENSES Bonus related to management and advisory (19,798) (21,049) (18,746) (5)% (54,337) (57,857) 6% Performance based compensation (537) (5,368) (925) 72% (2,996) (7,026) 135% Realized (1,448) (5,368) (925) (36)% (3,682) (7,026) 91% Unrealized 910 – – N/A 685 – N/A Total compensation and benefits (20,335) (26,417) (19,671) (3)% (57,332) (64,883) 13% Segment personnel expenses (6,509) (7,577) (7,483) 15% (19,291) (22,224) 15% Other general and administrative expenses (4,725) (5,036) (5,356) 13% (13,406) (13,850) 3% Corporate center expenses (22,067) (22,410) (24,110) 9% (62,178) (69,126) 11% Total expenses (53,636) (61,439) (56,620) 6% (152,207) (170,082) 12% Operating profit 49,023 56,145 52,466 7% 144,296 158,896 10% OTHER ITEMS GP Investment income 9,673 34,651 (3,347) N/A (1,707) 11,104 N/A Realized gain from GP investment income 5,738 4,179 4,699 (18)% 12,709 14,759 16% Unrealized gain from GP investment income 3,935 30,472 (8,046) N/A (14,416) (3,655) (75)% Financial income 31,701 30,183 12,027 (62)% 77,602 62,299 (20)% Realized gain from financial income 31,726 30,183 12,027 (62)% 76,723 62,299 (19)% Unrealized gain from financial income (25) – – N/A 879 – N/A Leasing expenses (2,297) (2,517) (2,394) 4% (7,169) (7,542) 5% Other items¹ (1,689) (11,573) (11,442) 577% (2,181) (22,864) 948% Share Based Plan (5,609) (3,493) (5,118) (9)% (8,813) (10,718) 22% Non - operational expenses² (523) – – N/A (6,594) – N/A Total Other Items 31,256 47,251 (10,274) N/A 51,138 32,279 (37)% Profit before income taxes 80,279 103,396 42,192 (47)% 195,433 191,175 (2)% ( - ) Income taxes ³ (11,072) (11,844) (10,375) (6)% (34,522) (35,100) 2% NET INCOME 69,207 91,552 31,817 (54)% 160,911 156,075 (3)% (+) Non - operational expenses² including income tax related to realized expense 353 – – N/A 5,425 – N/A ( - ) Contingent consideration adjustment related to acquisitions 4 – 4,804 5,655 – 7,785 ADJUSTED NET INCOME 69,560 96,356 37,472 (46)% 166,335 163,860 (1)% Financials - Income Statement (Unaudited) See notes and definitions at end of document
37 (R$ thousands, unless mentioned) 3Q'22 2Q'23 3Q'23 3Q'22 YTD 3Q'23 YTD OPERATING PROFIT 49,023 56,145 52,466 144,296 158,896 ( - ) Net revenue from realized performance fees (2,602) (10,765) (2,058) (8,977) (14,786) ( - ) Net revenue from unrealized performance fees 2,571 – – 1,935 – (+) Compensation allocated in relation to performance fees 537 5,368 925 2,996 7,026 FEE RELATED EARNINGS (FRE) 49,529 50,748 51,333 140,250 151,136 OPERATING PROFIT 49,023 56,145 52,466 144,296 158,896 ( - ) Net revenue from management fees (95,361) (92,769) (104,745) (271,861) (293,391) ( - ) Net revenue from advisory (7,267) (14,050) (2,283) (17,600) (20,801) (+) Bonus related to management and advisory 19,798 21,049 18,746 54,337 57,857 (+) Personnel expenses 6,509 7,577 7,483 19,291 22,224 (+) Other general and administrative expenses 4,725 5,036 5,356 13,406 13,850 (+) Corporate center expenses 22,067 22,410 24,110 62,178 69,126 PERFORMANCE RELATED EARNINGS (PRE) (506) 5,397 1,133 4,046 7,760 OPERATING PROFIT 49,023 56,145 52,466 144,296 158,896 ( - ) Net revenue from unrealized performance fees 2,571 – – 1,935 – (+) Compensation allocated in relation to unrealized performance fees (910) – – (685) – (+) Realized gain from GP investment income 5,738 4,179 4,699 12,709 14,759 SEGMENT DISTRIBUTABLE EARNINGS 56,422 60,324 57,165 158,255 173,655 NET INCOME 69,207 91,552 31,817 160,911 156,075 ( - ) Net revenue from unrealized performance fees 2,571 – – 1,935 – (+) Income tax from unrealized performance fees (296) – – (223) – (+) Compensation allocated in relation to unrealized performance fees (910) – – (685) – ( - ) Unrealized gain from GP investment income (3,935) (30,472) 8,046 14,416 3,655 (+) Income tax on unrealized gain from GP investment income 7 10 46 (48) 56 ( - ) Unrealized gain from financial income 25 – – (879) – ( - ) Income tax on unrealized gain from financial income – – – – – ( - ) Contingent consideration (earn - out) gain (loss), after - tax – 4,804 5,655 – 7,785 (+) Depreciation and amortization 1,223 2,028 1,646 3,183 5,452 (+) Share Based Plan 5,609 2,248 5,058 8,813 9,413 ( - ) Income Taxes on Share Based Plan (659) 199 (448) (892) (241) (+) Non - operational expenses including income tax related to realized expense 353 – – 5,425 – ADJUSTED DISTRIBUTABLE EARNINGS 73,195 70,369 51,820 191,957 182,195 TOTAL NET REVENUE FROM SERVICES RENDERED 102,659 117,584 109,086 296,503 328,978 ( - ) Net revenue from realized performance fees (2,602) (10,765) (2,058) (8,977) (14,786) ( - ) Net revenue from unrealized performance fees 2,571 – – 1,935 – NET REVENUE FROM MANAGEMENT FEES AND ADVISORY 102,628 106,819 107,028 289,461 314,192 Financials - Non - GAAP Reconciliation
38 Effective tax rate reconciliation See notes and definitions at end of document (R$ thousands, unless mentioned) 3Q'22 3Q'23 3Q'22 YTD 3Q'23 YTD Profit (loss) before income taxes 80,279 42,192 195,433 191,175 Combined statutory income taxes rate - % 34% 34% 34% 34% Income tax benefit (Expense) at statutory rates (27,295) (14,346) (66,447) (65,000) Reconciliation adjustments: Expenses not deductible (28) (542) (55) (606) Tax benefits 32 131 97 173 Share based payments (71) (76) (227) (329) Effect of presumed profit of subsidiaries¹ and offshore subsidiaries 16,458 4,498 32,123 30,570 Other additions (exclusions), net (168) (40) (13) 92 Income taxes expenses (11,072) (10,375) (34,522) (35,100) Current (12,501) (14,370) (38,058) (41,492) Deferred 1,429 3,995 3,536 6,392 Effective tax rate 14% 25% 18% 18%
39 17.7 18.7 0.9 8.0 3.5 2.9 4.9 16.4 19.8 0.5 8.3 1.2 3.7 3.7 General and Administrative Expenses 3Q 2022 (R$mm) 3 Q 2023 (R$mm) Lease and condominium Other Personnel Bonus related to Mgmt. and Adv. fees Performance based compensation Third party expenses D&A R$53.6 mm Personnel Bonus related to Mgmt. and Adv. fees Performance based compensation Third party expenses D&A Lease and condominium Other R$56.6 mm + 6%
40 Liabilities and equity 6/30/2023 9/29/2023 Current liabilities Trade payables 438 563 Deferred Revenue – 12,498 Leases 24,381 24,381 Accounts payable 7,338 7,601 Labor and social security obligations 52,689 73,763 Loans and Obligations 22,207 66,081 Taxes and contributions payable 19,292 18,880 Total current liabilities 126,345 203,767 Non - current liabilities Accounts payable – – Leases 54,085 50,035 Labor and social security obligations 2,906 4,439 Loans and Obligations 158,206 111,878 Deferred taxes 7,423 4,630 Retirement plans liabilities 13,401 34,701 236,021 205,683 Total liabilities 362,366 409,450 Equity Share capital 15 15 Additional paid - in capital 1,379,255 1,376,255 Treasury shares (154,247) (167,872) Retained Earnings 113,122 91,815 Other reserves 25,556 30,001 1,363,701 1,330,214 Non - controlling interests in the equity of subsidiaries 2,793 2,605 Total equity 1,366,494 1,332,819 Total liabilities and equity 1,728,860 1,742,269 Balance Sheet Assets 6/30/2023 9/29/2023 Current assets Cash and cash equivalents 153,992 184,215 Cash and bank deposits 31,403 38,042 Financial instruments at fair value through profit or loss 122,589 146,173 Financial instruments at fair value through profit or loss 1,182,812 1,131,389 Trade receivables 66,312 66,456 Sub - leases receivable 3,909 4,071 Taxes recoverable 1,921 2,631 Other assets 14,505 19,163 Total current assets 1,423,451 1,407,925 Non - current assets Financial instruments at fair value through profit or loss 6,423 6,776 Trade receivables 16,904 35,227 Sub - leases receivable 3,149 2,352 Taxes recoverable 294 433 Deferred taxes 10,721 11,923 Other receivables 928 633 38,419 57,344 Property and equipment 12,980 13,116 Right of use - Leases 60,054 57,849 Intangible assets 193,956 206,035 Total non - current assets 305,409 334,344 Total Assets 1,728,860 1,742,269
41 Notes and Definitions ▪ Notes to page 5 (1) AUM is calculated as consolidated with double counting, due to funds from one segment investing in other segments and it ´ s eliminated on consolidation and excluding double counting from co - managed funds between our segments. (2) Adjusted Distributable Earnings per share is calculated as Distributable Earnings excluding non - operational expenses, consid ering the number of outstanding shares at the end of each quarter. Year - to - date values are calculated as the sum of the last three quarters. (3) LTM Dividend Yield is calculated considering 0.70 dividend/share for LTM and US$10.03/share as of November 07 th ,2023. (4) VISC held a follow - on offering comprising both primary and secondary shares, adding R$305 million in perpetual capital to Vi nci’s AUM. ▪ Notes to page 8 (1) FRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year - to - date val ues are calculated as the sum of the last three quarters. (2) Other financial expenses include the interest related to Vinci SPS’ acquisition. (3) Non - operational expenses are comprised of expenses related to professional services rendered in connection with acquisitions and our international corporate organization. (4) DE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year - to - date valu es are calculated as the sum of the last three quarters. ▪ Notes to page 10 (1) Long - term AUM includes funds with lockups for at least five years to quasi - perpetual capital commitments. ▪ Notes to page 11 (1) Long term products include funds with former lockups superior to five years. (2) Private markets strategies include Private Equity, Real Estate, Private Credit, Infrastructure and Vinci SPS. ▪ Notes to page 12 (1) Accrued performance fees for the VCP offshore are as of 2Q’23. This occurs due to the 60 days timeline of the quarterly m ark up to be disclosed by the fund’s administrator. ▪ Notes to page 15 (1) FRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year - to - date val ues are calculated as the sum of the last three quarters. ▪ Notes to page 16 (1) PRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year - to - date val ues are calculated as the sum of the last three quarters.
42 Notes and Definitions (cont’d.) ▪ Notes to page 17 (1) GP investment income comes from proprietary investments made by Vinci Partners in its own Private Markets’ funds and othe r c losed - end funds across Liquid Strategies and IP&S segments with long - term lockups. (2) Financial income is income generated through investments made with our cash and cash equivalents in cash and bank deposit s, certificate of deposits and proprietary investments in Vinci Partners’ Liquid Funds, including funds from Public Equities, Hedge Funds, Real Estate and Private Credit. ▪ Notes to page 18 (1) Adjusted Distributable Earnings is calculated as Distributable Earnings excluding non - operational expenses. (2) Adjusted DE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year - to - date values are calculated as the sum of the last three quarters. ▪ Notes to page 19 (1) Cash and cash equivalents include certificate of deposits and federal bonds. Certificate of deposits are issued by Banco Bra desco (credit rating AAA evaluated by Fitch Ratings) with interest rates variable from 99.5% to 101% of CDI (interbank deposit rate). The certificates are readily convertible to known amounts of cas h a nd which are subject to an insignificant risk of changes in value. (2) Liquid funds’ value are calculated as investment at fair value as of September 29, 2023, in liquid funds from Vinci Partn ers ’ public equities, hedge funds, private credit segments and listed REITs. It also comprises the cash and certificate of deposits and federal bonds from Vinci Monalisa FIM. For more detail, see 3Q’23 Fin ancial Statements filed within the SEC on November 08, 2023. (3) GP Fund Investments include Vinci Partners’ GP investments in private market funds and other closed - end funds across Liquid Strategies and IP&S segments with long - term lockups, calculated at fair value as of September 29, 2023. For more detail, please see slide 33 and the Financial Statements filed within the SE C o n November 08, 2023. (4) Debt obligations include commercial notes and consideration payable. For more detail, see 3Q’23 Financial Statements file d w ithin the SEC on November 08, 2023. (5) Net Cash and Investments per share were calculated considering the number of outstanding shares at the end of each quarte r. ▪ Notes to page 29 (1) NAV is the net asset value of each fund. For listed vehicles, the NAV represents the Market valuation of the fund. (2) Atlas strategy includes the funds Atlas FIC FIM and Atlas Institucional FIC FIM. (3) Equilibrio Strategy incudes the IP&S Family of pension plans. (4) CDI is an average of interbank overnight rates in Brazil (daily average for the period). (5) Brazil stock market most relevant index. (6) IPCA is a broad consumer price index measured by the IBGE. (7) IMAB is composed by government bonds indexed to IPCA. IMAB 5 also includes government bonds indexed to IPCA with up to 5 Yea rs in duration. (8) IFIX is an index composed by listed REITs in the Brazilian stock Market.
43 Notes and Definitions (cont’d.) (9) If IMAB 5 Average is: i . less or equal to 2%, X=3% per year; ii. between 2% - 4%, X= Average IMAB 5+1% per year; iii. Between 4% - 5%, X=5% per year; IV. g reater or equal to 5%, X= IMAB 5 Average ▪ Notes to page 30 (1) Track record information is presented throughout this presentation on a pro forma basis and in local currency, excluding PIP E investments, a strategy that will be discontinued in VCP III. (2) Total commitments for VCP III include R$1.3 billion in co - investments. Track record presented for the VCP strategy as of 2Q’ 23, due to fund’s administrator timeline to disclose the quarterly markup of the fund. (3) Track record for VIR strategy is presented as of 2Q’23, due to fund’s administrator timeline to disclose the quarterly ma rku p of the fund. (4) Track record for Vinci SPS strategy is presented as of 3Q’23. (5) Track record for FIP Infra is presented as of 2Q’23. (6) Track record for VIAS is presented as of 2Q’23. (7) Track record for VICC is presented as of 3Q’23. (8) Track record for VFDL is presented as of 3Q’23. (9) Track record for Vinci Credit Infra is presented as of 3Q’23. ▪ Notes to page 31 (1) US$ Distributable Earnings was calculated considering the exchange rate from USD to BRL of 4.8673, as of November 07, 202 3, when dividends were approved by our Board of Directors. (2) Per Share calculations are based on end of period Participating Common Shares. (3) Actual dividends per common share are calculated considering the share count as of the applicable record date. ▪ Notes to page 32 (1) As of September 29, 2023, Public Float was comprised of 12,487,696 Class A common shares. ▪ Notes to page 33 (1) The remaining capital committed in FIP Infra Transmissão and FIP Infra Transmissão co - investment will not be called by the f und, which is already in divestment period. ▪ Notes to page 34 (1) International mandates have several different benchmarks across its vehicles. (2) The preferred return w/ catch - up rule applies to funds for which the vehicle must pay back its limited partners 100% of the invested capital corrected by the preferred return rate so it can charge performance fees. Once the preferred return rate is achieved, due to the catch - up clause, performance fees are charged over the absolute return of the fund instead of the excess return over the preferred rate.
44 Notes and Definitions (cont’d.) (3) Hurdle Rate is the minimum return the fund must achieve before it can charge performance fees. In most cases, funds with hur dle rate also are under a high - water mark clause . (4) Funds with preferred return must return 100% of invested capital corrected by the preferred return rate to its limited pa rtn ers in order to charge performance fees. (5) IPCA is a broad consumer price index measured by the IBGE. (6) IMAB 5 is composed by government bonds indexed to IPCA with up to 5 years in duration. (7) IBOV is the Brazilian stock market's most relevant index; (8) FTSE is London's stock market most relevant index. (9) IFIX is an index composed by listed REITs in the Brazilian stock exchange. (10) The CDI rate is a result of the average interbank overnight rates in Brazil (daily average for the period). (11) IMAB is composed by government bonds indexed to IPCA (inflation rate) plus a fixed interest rate. ▪ Notes to page 36 (1) Other items comprise the income/(loss) generated by contingent consideration adjustment and financial expenses related to ac quisitions. (2) Non - operational expenses are comprised of expenses related to professional services rendered in connection with acquisitions and our international corporate organization. (3) Income taxes are comprised of taxes calculated over our corporate income tax and social contribution taxes. We are taxed on an actual taxable profit regime, while part of our subsidiaries are taxed based on deemed profit. (4) Contingent consideration adjustment (after - tax) related to Vinci SPS’ acquisition, reflects the change in the earn out’s fai r value to be paid in 2027. On September 29, 2023, Vinci revaluated the fair value of the obligation based on the economic conditions at the date, resulting in an increase of the contingent consideratio n f air value. The variation was recognized as a loss in the financial result. ▪ Notes to page 38 (1) Brazilian tax law establishes that companies that generate gross revenues of up to R$ 78,000.00 in the prior fiscal year may calculate income taxes as a percentage of gross revenue, using the presumed profit income tax regime. The Entity's subsidiaries adopted this tax regime and the effect of the presumed profit of su bsidiaries represents the difference between the taxation based on this method and the amount that would be due based on the statutory rate applied to the taxable profit of the subsidiaries.
45 Notes and Definitions (cont’d.) ▪ “Fee related earnings”, or “FRE”, is a metric to monitor the baseline performance of, and trends in, our business, in a manne r t hat does not include performance fees or investment income. We calculate FRE as operating profit less (a) net revenue from realized performance fees, less (b) net revenue from unrealized p erf ormance fees, plus (c) compensation allocated in relation to performance fees. ▪ “FRE Margin” is calculated as FRE over total net management and advisory fees. ▪ “Distributable Earnings”, or “DE”, is used as a reference point by our board of directors for determining the amount of earni ngs available to distribute to shareholders as dividends. Distributable Earnings is calculated as profit for the year, less (a) net revenue from unrealized performance fees, plus (b) inc ome taxes from unrealized performance fees, plus (c) compensation allocated in relation to unrealized performance fees, less (d) unrealized gain from GP investment income, less (e) unrealized ga in from financial income, plus (f) income taxes on unrealized gain from GP investment income, plus (g) income taxes on unrealized gain from financial income. ▪ “DE Margin” is calculated as DE over the sum of management and advisory fee related revenues, realized performance revenue, r eal ized GP investment income and realized financial income, net of revenue tax. ▪ “Performance Related Earnings”, or “PRE”, is a performance measure that we use to assess our ability to generate profits from re venue that relies on outcome from funds above their respective benchmarks. We calculate PRE as operating profit, less (a) net revenue from fund management and advisory, less (b) operating exp enses, such as segment personnel, G&A, corporate center and bonus related to management and advisory. ▪ “Segment Distributable Earnings” is Vinci Partners’ segment profitability measure used to make operating decisions and assess pe rformance across the company’s five segments (Private Markets, Liquid Strategies, Investment Products and Solutions, Retirement Services and Corporate Advisory). Segment Distribut abl e Earnings is calculated as operating profit less (a) net revenue from unrealized performance fees, plus (b) compensation allocated in relation to unrealized performance fees, plus (c ) r ealized gain from GP investment income. ▪ “AUM” refers to assets under management. Our assets under management equal the sum of: (1) the fair market value of the inves tme nts held by funds plus the capital that we are entitled to call from investors in those funds pursuant to the terms of their capital commitments to those funds (plus the fair market va lue of co - investments arranged by us that were made or could be made by limited partners of our corporate private equity funds and portfolio companies of such funds); (2) the net asset valu e o f our public equity funds, hedge funds and closed - end mutual funds; and (3) the amount of capital raised for our credit funds. AUM includes double counting related to funds from one segm ent that invest in funds from another segment. Those cases occur mainly due to (a) fund of funds of investment products and solutions segment, and (b) investment funds in general that inv est part of their cash in credit segment and hedge fund segment funds in order to maintain liquidity and provide for returns on cash. Such amounts are eliminated on consolidation. T he bylaws of the relevant funds prohibit double - charging fees on AUM across segments. Therefore, while our AUM by segment may double - count funds from one segment that invest in funds from anoth er segment, the revenues for any given segment do not include revenue in respect of assets managed by another segment, which means there are no intercompany eliminations on re ven ues in our results of operations. ▪ Net Cash and Investments include cash and cash equivalents and the fair value of investments in liquid funds and GP Fund Inve stm ents. Cash and cash equivalents include cash, certificate of deposits, which are issued by Banco Bradesco (credit rating AAA evaluated by Fitch Ratings) with interest rates from 99.5% to 10 1% of CDI.
46 Notes and Definitions (cont’d.) ▪ “Net revenue from Fund Management and Advisory” is a performance measure that we use to assess our ability to generate profit s f rom our fund management and advisory business without measuring for the outcomes from funds above their respective benchmarks. We calculate Net Revenue from Fund Management and Ad vis ory as net revenue from services rendered less (a) net revenue from realized performance fees and less (b) net revenue from unrealized performance fees. ▪ “Total compensation and benefits” is the result of the profit sharing paid to our employees as (a) bonus compensation related to management advisory and (b) performance - based compensation. ▪ “Segment personnel expenses” are composed of the salary - part compensation paid to employees and partners of our funds’ managemen t teams. ▪ “Corporate center expenses” are composed by the salary - compensation paid to employees and other general and administrative expen ses related to our support teams, such as research, risk, legal & compliance, investor relations, operations and ESG. ▪ “Other general and administrative expenses” is made up of third - party expenses, depreciation and amortization, travel and repres entation, marketing expenses, administrative fees, non - operating taxes, third - party consultants’ fees, such as legal and accounting, and office consumables. ▪ “GP investment income” is income from proprietary investments made by us in our own Private Markets’ funds, used as GP Commit men ts. ▪ “Financial income” is income generated through the investments made with our cash and cash equivalents in cash and bank depos its , certificate of deposits and proprietary investments in our Liquid Funds from our public equities and hedge funds’ segments and listed REITs from our real estate segment. ▪ “Leasing expenses” include costs from the company’s sub - leasing activities. ▪ “Income taxes” is comprised of taxes on our corporate income tax and social contribution taxes. We are taxed on an actual tax abl e profit regime, while our subsidiaries are taxed based on deemed profit. ▪ “Capital Subscription / (capital return)” represents the net capital commitments and capital returns from our Private Markets ’ c losed end and listed funds. ▪ “Net Inflows / (outflows)” represent the net inflows and outflows from our liquid funds from our liquid strategies, IP&S and pri vate credit segments. ▪ “Appreciation / (depreciation)” represents the net capital appreciation/depreciation from our funds, which refers to the incr eas e or decrease of the funds’ investment’s value. ▪ “MOIC” means multiple on invested capital, a ratio intended to represent how much value an investment has returned, and is ca lcu lated as realized value plus unrealized value, divided by the total amount invested, gross of expenses and fees. ▪ “IRR” means the internal rate of return, which is a discount rate that makes the net present value of all cash flows equal to ze ro in a discounted cash flow analysis.
47 Funds/strategies’ descriptions ▪ Vinci Multiestratégia : The fund seeks to achieve long - term returns by investing in fixed income assets, through strategies that imply interest rates and currency risks. ▪ Vinci Atlas: The fund seeks to achieve long - term returns by investing across all strategies within fixed income, equities, curre ncy, derivatives, commodities and other investment funds with no obligation of any class concentration. ▪ Vinci Mosaico FIA: Public Equities’ long only flagship strategy. The strategy seeks to achieve long - term returns above Brazilian equities mar ket ( Ibovespa ) based on a fundamental analysis. ▪ Vinci Gas Dividendos : Public Equities’ dividends flagship strategy. The strategy seeks to achieve long - term returns by investing in companies with a consistent history of paying dividends in the Brazilian stock market. ▪ Vinci Total Return: The fund seeks to achieve medium and long - term returns by investing most of its capital in the Brazilian sto ck market, through bottom up and top - down strategies. ▪ Vinci Valorem: IP&S flagship commingled fund with exposure to fixed income assets, foreign exchange currency and derivatives. ▪ Equilibrio Strategy: IP&S family of pension plan funds. The strategy seeks to achieve long - term returns by investing across all strategies within fixed income, equities, currency, derivatives, commodities and other investment funds, respecting limitations in regulation. ▪ Vinci Selection Equities: The fund seeks to beat the Brazilian stock market index by investing in other funds that invest in Bra zilian public equities. ▪ Vinci Crédito Imobiliário I: The fund seeks to achieve long - term returns by investing in real estate mortgage - backed credit security bonds. ▪ Vinci Crédito Estruturado Multiestratégia PLUS FIC FIM: The fund seeks to achieve consistent returns by investing in private structured credit bonds. ▪ VISC11: Shopping malls listed REIT, focused on acquiring income - generating shopping malls in Brazil. ▪ VILG11: Industrial listed REIT focused on acquiring mature income - generating industrial properties in Brazil. ▪ VINO11: Listed REIT focused on acquiring mature income - generating boutique office real estate assets in Brazil. ▪ VIFI11: Listed REIT that invests in other listed REITs and real estate mortgage - backed credit security bonds. ▪ VIUR11: perpetual capital listed REIT, focused on income generation to its quota holders through the acquisition of urban com mer cial properties in Brazil, such as street retail, grocery, healthcare, and educational focused real estate properties. ▪ VCRI11: Listed REIT that aims to invest in MBS, while also being able to invest in listed REITs with similar investment strat egi es. ▪ VICA11: VICA is a perpetual capital fund that shall invest in a diversified credit portfolio within the Agri sector in Brazil . ▪ Vinci FOF Imobiliário : Fund of Funds that invests in other listed REITs, combining income with capital gain.
Rio de Janeiro 55 21 2159 6000 Av. Bartolomeu Mitre, 336 Leblon - 22431 - 002 São Paulo 55 11 3572 3700 Av. Brigadeiro Faria Lima, 2.277 14 o andar Jardim Paulistano - 01452 - 000 Recife 55 81 3204 6811 Av. República do Líbano, 251 - Sala 301 Torre A - Pina - 51110 - 160 Nova York 1 646 559 8000 780 Third Avenue, 25 th Floor - 10017 New York
Exhibit99.2
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Vinci Partners Reports Third Quarter 2023 Results
Alessandro Horta, Chief Executive Officer, stated, “We achieved our highest level of management fee revenues since our IPO this quarter, translating into R$0.95 of FRE per share. The fundraising in Private Markets is advancing well and continues to push growth, raising R$1.3 billion across Private Equity, Infrastructure and Real Estate strategies in the third quarter. Furthermore, we recently announced a strategic partnership with Ares, one of the leading alternative asset managers globally, which holds the potential to significantly bolster our fundraising and M&A efforts going forward.”
Dividend
Vinci Partners has declared a quarterly dividend of US$0.17 per share to record holders of common stock at the close of business on November 22, 2023. This dividend will be paid on December 07, 2023.
Third Quarter 2023 Highlights
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About Vinci Partners
Vinci Partners is a leading alternative investment platform in Brazil, established in 2009.
Vinci Partners’ business segments include Private Markets (Private Equity, Real Estate, Infrastructure, Special Situations and Private Credit), Liquid Strategies (Public Equities and Hedge Funds), Investment products and Solutions, Corporate Advisory and Retirement Services. As of September 29, 2023, the firm had R$65 billion of assets under management.
Webcast and Earnings Conference Call
Vinci Partners will host a conference call at 5:00pm ET on Wednesday, November 08, 2023, to announce its third quarter 2023 results.
To access the webcast please visit the Events & Presentations’ section of the Company's website at:
https://ir.vincipartners.com/news-and-events/events-and-presentations.
For those unable to listen to the live broadcast, there will be a webcast replay on the same section of the website.
To access the conference call through dial in, please register at 3Q23 VINP Earnings Dial In to obtain the conference number and access code.
Investor Contact
ShareholderRelations@vincipartners.com
NY: +1 (646) 559-8040
RJ: +55 (21) 2159-6240
USA Media Contact
Joele Frank, Wilkinson Brimmer Katcher
Kate Thompson
+1 (212) 355-4449
Brazil Media Contact
Danthi Comunicações
Carla Azevedo (carla@danthicomunicacoes.com.br)+55 (21) 3114-0779
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Segment Earnings
| (R$ thousands, unless mentioned) | 3Q'22 | 2Q'23 | 3Q'23 | ∆ YoY(%) | 3Q'22 YTD | 3Q'23 YTD | ∆ YoY(%) |
|---|---|---|---|---|---|---|---|
| Net revenue from management fees | 95,361 | 92,769 | 104,745 | 10% | 271,861 | 293,391 | 8% |
| Net revenue from advisory fees | 7,267 | 14,050 | 2,283 | (69)% | 17,600 | 20,801 | 18% |
| Total Fee Related Revenues | 102,628 | 106,819 | 107,028 | 4% | 289,461 | 314,192 | 9% |
| Segment personnel expenses | (6,509) | (7,577) | (7,483) | 15% | (19,291) | (22,224) | 15% |
| Other G&A expenses | (4,725) | (5,036) | (5,356) | 13% | (13,406) | (13,850) | 3% |
| Corporate center expenses | (22,067) | (22,410) | (24,110) | 9% | (62,178) | (69,126) | 11% |
| Bonus compensation related to management and advisory | (19,798) | (21,049) | (18,746) | (5)% | (54,337) | (57,857) | 6% |
| Total Fee Related Expenses | (53,099) | (56,071) | (55,695) | 5% | (149,211) | (163,056) | 9% |
| FEE RELATED EARNINGS (FRE)^i^ | 49,529 | 50,748 | 51,333 | 4% | 140,250 | 151,136 | 8% |
| FRE Margin (%) | 48.3% | 47.5% | 48.0% | 48.5% | 48.1% | ||
| FRE per share^ii^(R$/share) | 0.89 | 0.94 | 0.95 | 7% | 2.52 | 2.79 | 10% |
| Net revenue from performance fees | 31 | 10,765 | 2,058 | 6,539% | 7,042 | 14,786 | 110% |
| Performance based compensation | (537) | (5,368) | (925) | 72% | (2,996) | (7,026) | 135% |
| PERFORMANCE RELATED EARNINGS (PRE) | (506) | 5,397 | 1,133 | N/A | 4,046 | 7,760 | 92% |
| PRE Margin (%) | N/A | 50.1% | 55.1% | 57.5% | 52.5% | ||
| (-) Unrealized performance fees | 2,571 | – | – | N/A | 1,935 | – | N/A |
| (+) Unrealized performance compensation | (910) | – | – | N/A | (685) | – | N/A |
| (+) Realized GP investment income | 5,738 | 4,179 | 4,699 | (18)% | 12,709 | 14,759 | 16% |
| SEGMENT DISTRIBUTABLE EARNINGS | 56,422 | 60,324 | 57,165 | 1% | 158,255 | 173,655 | 10% |
| Segment DE Margin (%) | 50.8% | 49.5% | 50.2% | 50.9% | 50.5% | ||
| (+) Depreciation and amortization | 1,223 | 2,028 | 1,646 | 35% | 3,183 | 5,452 | 71% |
| (+) Realized financial income | 31,726 | 30,183 | 12,027 | (62)% | 76,723 | 62,299 | (19)% |
| (-) Leasing expenses | (2,297) | (2,517) | (2,394) | 4% | (7,169) | (7,542) | 5% |
| (-) Other financial expenses^iii^ | (1,689) | (5,540) | (2,933) | 74% | (2,181) | (12,373) | 467% |
| (-) Non-operational expenses | (523) | – | – | N/A | (6,594) | – | N/A |
| (-) Income taxes (excluding related to unrealized fees and income) | (12,020) | (14,109) | (13,691) | 14% | (35,685) | (39,296) | 10% |
| DISTRIBUTABLE EARNINGS (DE)^iv^ | 72,842 | 70,369 | 51,820 | (29)% | 186,532 | 182,195 | (2)% |
| DE Margin (%) | 51.0% | 46.3% | 41.2% | 48.1% | 44.9% | ||
| DE per share (R$/share) | 1.32 | 1.30 | 0.96 | (27)% | 3.36 | 3.36 | (0)% |
| (+) Non-operational expenses^v^ (including Income Tax effect) | 353 | – | – | N/A | 5,425 | – | N/A |
| ADJUSTED DISTRIBUTABLE EARNINGS | 73,195 | 70,369 | 51,820 | (29)% | 191,957 | 182,195 | (5)% |
| Adjusted DE Margin (%) | 51.3% | 46.3% | 41.2% | 49.5% | 44.9% | ||
| Adjusted DE per share (R$/share) ^vi^ | 1.32 | 1.30 | 0.96 | (27)% | 3.45 | 3.36 | (3)% |
Total Fee-Related Revenues^vii^of R$107.0 million for the quarter ended September 29, 2023, compared to R$102.6 million for the quarter ended September 30, 2022, an increase of 4% year-over year. This increase was attributed management fees 10% growth year-over-year. In the third quarter, as private market funds, such as VCP IV and VICC, closed additional commitments, the platform benefitted from additional catch-up fees, charged retroactively since each fund´s start date. Fee-related revenues were R$314.2 million for the nine months ended September 29, 2023, up 9% when compared to the nine months ended September 30, 2022. This growth was driven by higher levels of both management and advisory fees.
Fee Related Earnings (“FRE”) of R$51.3 million (R$0.95/share) for the quarter ended September 29, 2023, up 4% year-over-year on an absolute basis and 7%-year-over-year on an FRE per share basis when compared the quarter ended September 30, 2022. This growth was primarily driven by catch-up fees in VCP IV and VICC in the quarter. FRE of R$151.1 million (R$2.79/share) for the nine months ended September 29, 2023, up 8% when compared to the nine months ended September 30, 2022, on an absolute basis and 10% on an FRE per share basis.
FRE Margin^viii^was 48.0% for the quarter ended September 29, 2023, remaining flat when compared to the quarter ended September 30, 2022.
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Performance Related Earnings (“PRE”)^ix^of R$1.1 million for the quarter ended September 29, 2023. Most of our open end funds charge performance fees semiannually, recognizing revenues in June and December, thus first and third quarters usually are expected to show lower levels of performance from domestic open-ended funds. PRE was R$7.8 million for the nine months ended September 29, 2023, an increase of 92% when compared to the nine months ended September 30, 2022.
Segment Distributable Earnings^x^of R$57.2 million for the quarter ended September 29, 2023, compared to R$56.4 million for the quarter ended September 30, 2022, up 1% year-over-year. Segment Distributable Earnings were R$173.7 million for the nine months ended September 29, 2023, up 10% year-over-year, when compared to the nine months ended September 30, 2022.
Adjusted Distributable Earnings (“DE”) of R$51.8 million (R$0.96/share) for the quarter ended September 29, 2023, compared to R$73.2 million for the quarter ended September 30, 2022, down 29% year-over-year on an absolute basis and 27% year-over-year on an Adjusted DE per share basis. This downturn was attributed to weaker performance from our liquid portfolio this quarter, resulting in reduced contributions from financial income. Adjusted DE was R$182.2 million (R$3.36/share) for the nine months ended September 29, 2023, down 5% when compared to the nine months ended September 30, 2022, on an absolute basis and 3% on an Adjusted DE per share basis.
Adjusted DE Margin^xi^was 41.2% for the quarter ended September 29, 2023, a 10.1 percentage point decrease compared to 51.3% for the quarter ended September 30, 2022. For the nine months ended September 29, 2023, Adjusted DE Margin reached 44.9%, a decrease of 4.6 percentage points.
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Segment Highlights
Private Market Strategies
| (R$ thousands, unless mentioned) | 3Q'22 | 2Q'23 | 3Q'23 | ∆ YoY (%) | 3Q'22 YTD | 3Q'23 YTD | ∆ YoY (%) |
|---|---|---|---|---|---|---|---|
| Net revenue from management fees | 52,949 | 57,842 | 68,323 | 29% | 147,362 | 184,596 | 25% |
| Net revenue from advisory fees | 560 | 275 | 275 | (51)% | 1,301 | 824 | (37)% |
| Total Fee Related Revenues | 53,509 | 58,117 | 68,597 | 28% | 148,663 | 185,420 | 25% |
| Segment personnel expenses | (3,148) | (3,719) | (3,685) | 17% | (8,807) | (10,913) | 24% |
| Other G&A expenses | (2,549) | (2,540) | (2,835) | 11% | (7,715) | (6,813) | (12)% |
| Corporate center expenses | (11,287) | (13,205) | (14,867) | 32% | (31,668) | (41,090) | 30% |
| Bonus compensation related to management and advisory | (9,662) | (8,817) | (10,109) | 5% | (24,395) | (28,038) | 15% |
| Total Fee Related Expenses | (26,646) | (28,281) | (31,496) | 18% | (72,585) | (86,853) | 20% |
| FEE RELATED EARNINGS (FRE) | 26,863 | 29,836 | 37,102 | 38% | 76,078 | 98,567 | 30% |
| FRE Margin (%) | 50.2% | 51.3% | 54.1% | 51.2% | 53.2% | ||
| Net revenue from performance fees | (2,559) | 2,528 | 464 | N/A | (201) | 2,999 | N/A |
| Realized performance fees | 11 | 2,528 | 464 | 3,965% | 1,734 | 2,999 | 73% |
| Unrealized performance fees | (2,571) | – | – | N/A | (1,935) | – | N/A |
| Performance based compensation | 905 | (1,118) | (205) | N/A | 70 | (1,326) | N/A |
| PERFORMANCE RELATED EARNINGS (PRE) | (1,654) | 1,410 | 259 | N/A | (131) | 1,673 | N/A |
| PRE Margin (%) | 64.6% | 55.8% | 55.8% | 65.1% | 55.8% | ||
| (-) Unrealized performance fees | 2,571 | – | – | N/A | 1,935 | – | N/A |
| (+) Unrealized performance compensation | (910) | – | – | N/A | (685) | – | N/A |
| (+) Realized GP investment income | 5,738 | 4,179 | 4,699 | (18)% | 12,709 | 14,759 | 16% |
| SEGMENT DISTRIBUTABLE EARNINGS | 32,607 | 35,425 | 42,059 | 29% | 89,906 | 114,999 | 28% |
| Segment DE Margin (%) | 55.0% | 56.9% | 57.4% | 55.7% | 57.4% | ||
| ASSETS UNDER MANAGEMENT (AUM R$ millions) | 27,603 | 29,367 | 30,347 | 10% | 27,603 | 30,347 | 10% |
| FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ millions) | 24,183 | 26,076 | 27,060 | 12% | 24,183 | 27,060 | 12% |
| AVERAGE MANAGEMENT FEE RATE (%) | 0.87% | 0.85% | 0.98% | 0.89% | 0.90% |
Fee related earnings (FRE) of R$37.1 million for the quarter ended September 29, 2023, up 38% year-over-year. This growth was driven by a combination of catch-up fees for VCP IV and VICC, and the positive impact of our strong fundraising efforts over the last twelve months. FRE was R$98.6 million for the nine months ended September 29, 2023, an increase of 30% when compared to the nine months ended September 30, 2022.
Segment Distributable Earnings of R$42.1 million for the quarter ended September 29, 2023, up 29% when compared to the quarter ended September 30, 2022. Segment DE was R$115.0 million over the nine months ended September 29, 2023, up 28% when compared to the nine months ended September 30, 2022, boosted by growth in FRE.
AUM of R$30.3 billion at the end of the third quarter, an increase of 10% year-over-year, driven by strong fundraising, with highlights to Private Equity and Infrastructure.
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Investment Products and Solutions
| (R$ thousands, unless mentioned) | 3Q'22 | 2Q'23 | 3Q'23 | ∆ YoY (%) | 3Q'22 YTD | 3Q'23 YTD | ∆ YoY (%) |
|---|---|---|---|---|---|---|---|
| Net revenue from management fees | 21,692 | 17,426 | 17,435 | (20)% | 62,995 | 54,014 | (14)% |
| Net revenue from advisory fees | 7 | 8 | 8 | 11% | 21 | 23 | 10% |
| Total Fee Related Revenues | 21,699 | 17,434 | 17,443 | (20)% | 63,016 | 54,037 | (14)% |
| Segment personnel expenses | (1,075) | (1,575) | (1,397) | 30% | (3,980) | (4,126) | 4% |
| Other G&A expenses | (622) | (580) | (611) | (2)% | (1,672) | (2,053) | 23% |
| Corporate center expenses | (4,923) | (3,978) | (3,794) | (23)% | (13,852) | (12,039) | (13)% |
| Bonus compensation related to management and advisory | (4,125) | (3,551) | (3,645) | (12)% | (11,837) | (11,055) | (7)% |
| Total Fee Related Expenses | (10,745) | (9,684) | (9,447) | (12)% | (31,341) | (29,273) | (7)% |
| FEE RELATED EARNINGS (FRE) | 10,954 | 7,750 | 7,996 | (27)% | 31,675 | 24,764 | (22)% |
| FRE Margin (%) | 50.5% | 44.4% | 45.8% | 50.3% | 45.8% | ||
| Net revenue from performance fees | 1,167 | 1,490 | 13 | (99)% | 2,194 | 2,292 | 4% |
| Realized performance fees | 1,167 | 1,490 | 13 | (99)% | 2,194 | 2,292 | 4% |
| Unrealized performance fees | – | – | – | N/A | – | – | N/A |
| Performance based compensation | (698) | (745) | (6) | (99)% | (1,142) | (1,067) | (7)% |
| PERFORMANCE RELATED EARNINGS (PRE) | 469 | 745 | 6 | (99)% | 1,052 | 1,225 | 16% |
| PRE Margin (%) | 40.2% | 50.0% | 50.0% | 48.0% | 53.4% | ||
| (-) Unrealized performance fees | – | – | – | N/A | – | – | N/A |
| (+) Unrealized performance compensation | – | – | – | N/A | – | – | N/A |
| SEGMENT DISTRIBUTABLE EARNINGS | 11,422 | 8,495 | 8,003 | (30)% | 32,727 | 25,989 | (21)% |
| Segment DE Margin (%) | 50.0% | 44.9% | 45.8% | 50.2% | 46.1% | ||
| ASSETS UNDER MANAGEMENT (AUM R$ millions) | 25,029 | 24,041 | 23,560 | (6)% | 25,029 | 23,560 | (6)% |
| FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ millions) | 24,911 | 23,940 | 23,458 | (6)% | 24,911 | 23,458 | (6)% |
| AVERAGE MANAGEMENT FEE RATE (%) | 0.38% | 0.32% | 0.33% | 0.38% | 0.33% |
Fee related earnings (FRE) of R$8.0 million for the quarter ended September 29, 2023, down 27% year-over-year. This decline resulted from a shift in the fundraising mix within the IP&S segment and redemptions in a specific pension fund, which carries higher fees. The segment has significantly increased fundraising in the Separate Mandates strategy, that carries lower fees, contributing to the decrease in the average management fee rate. FRE was R$24.8 million over the nine months ended September 29, 2023, a decrease of 22% when compared to the nine months ended September 30, 2022.
Segment Distributable Earnings of R$8.0 million for the quarter ended September 29, 2023, down 30% year-over-year. Segment DE was R$26.0 million over the nine months ended September 29, 2023, a decrease of 21% when compared to the nine months ended September 30, 2022, that posted higher contribution from FRE.
AUM of R$23.6 billion, down 6% year-over-year.
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Liquid Strategies
| (R$ thousands, unless mentioned) | 3Q'22 | 2Q'23 | 3Q'23 | ∆ YoY (%) | 3Q'22 YTD | 3Q'23 YTD | ∆ YoY (%) |
|---|---|---|---|---|---|---|---|
| Net revenue from management fees | 20,720 | 17,492 | 18,950 | (9)% | 61,502 | 54,735 | (11)% |
| Net revenue from advisory fees | – | – | – | N/A | – | – | N/A |
| Total Fee Related Revenues | 20,720 | 17,492 | 18,950 | (9)% | 61,502 | 54,735 | (11)% |
| Segment personnel expenses | (1,398) | (1,328) | (1,328) | (5)% | (4,176) | (4,264) | 2% |
| Other G&A expenses | (1,009) | (861) | (867) | (14)% | (2,465) | (2,438) | (1)% |
| Corporate center expenses | (4,643) | (3,993) | (4,123) | (11)% | (13,438) | (12,192) | (9)% |
| Bonus compensation related to management and advisory | (4,134) | (3,244) | (3,431) | (17)% | (12,005) | (10,145) | (15)% |
| Total Fee Related Expenses | (11,185) | (9,426) | (9,749) | (13)% | (32,084) | (29,039) | (9)% |
| FEE RELATED EARNINGS (FRE) | 9,535 | 8,066 | 9,202 | (3)% | 29,418 | 25,696 | (13)% |
| FRE Margin (%) | 46.0% | 46.1% | 48.6% | 47.8% | 46.9% | ||
| Net revenue from performance fees | 1,424 | 6,747 | 1,582 | 11% | 5,049 | 9,495 | 88% |
| Realized performance fees | 1,424 | 6,747 | 1,582 | 11% | 5,049 | 9,495 | 88% |
| Unrealized performance fees | – | – | – | N/A | – | – | N/A |
| Performance based compensation | (743) | (3,505) | (713) | (4)% | (1,924) | (4,633) | 141% |
| PERFORMANCE RELATED EARNINGS (PRE) | 681 | 3,242 | 869 | 28% | 3,125 | 4,862 | 56% |
| PRE Margin (%) | 47.8% | 48.0% | 54.9% | 61.9% | 51.2% | ||
| (-) Unrealized performance fees | – | – | – | N/A | – | – | N/A |
| (+) Unrealized performance compensation | – | – | – | N/A | – | – | N/A |
| SEGMENT DISTRIBUTABLE EARNINGS | 10,216 | 11,308 | 10,070 | (1)% | 32,543 | 30,558 | (6)% |
| Segment DE Margin (%) | 46.1% | 46.7% | 49.0% | 48.9% | 47.6% | ||
| ASSETS UNDER MANAGEMENT (AUM R$ millions) | 10,760 | 11,472 | 11,288 | 5% | 10,760 | 11,288 | 5% |
| FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ millions) | 10,606 | 11,278 | 11,089 | 5% | 10,606 | 11,089 | 5% |
| AVERAGE MANAGEMENT FEE RATE (%) | 0.86% | 0.70% | 0.71% | 0.79% | 0.73% |
Fee related earnings (FRE) of R$9.2 million for the quarter ended September 29, 2023, down 3% year-over-year. This decrease can be attributed to a shift in the fee mix, as the macroeconomic landscape has been conductive to the expansion of Exclusive Mandates strategy, which carries lower fees. FRE was R$25.7 million over the nine months ended September 29, 2023, a decrease of 13% when compared to the nine months ended September 30, 2022.
Performance related earnings (PRE) of R$869 thousands for the quarter ended September 29, 2023, up 28% year-over-year. PRE was R$4.9 million over the nine months ended September 29, 2023, an increase of 56% when compared to the nine months ended September 30, 2022.
Segment Distributable Earnings of R$10.1 million for the quarter ended September 29, 2023, down 1% year-over-year. Segment DE was R$30.6 million over the nine months ended September 29, 2023, a decrease of 6% when compared to the nine months ended September 30, 2022, as consequence of reduction in contributions from FRE.
AUM was R$11.3 billion at the end of the second quarter, up 5% year-over-year.
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Corporate Advisory
| (R$ thousands, unless mentioned) | 3Q'22 | 2Q'23 | 3Q'23 | ∆ YoY (%) | 3Q'22 YTD | 3Q'23 YTD | ∆ YoY (%) |
|---|---|---|---|---|---|---|---|
| Net revenue from management fees | – | – | – | N/A | – | – | N/A |
| Net revenue from advisory fees | 6,700 | 13,768 | 2,000 | (70)% | 16,279 | 19,954 | 23% |
| Total Fee Related Revenues | 6,700 | 13,768 | 2,000 | (70)% | 16,279 | 19,954 | 23% |
| Segment personnel expenses | (502) | (525) | (491) | (2)% | (1,537) | (1,487) | (3)% |
| Other G&A expenses | (82) | (241) | (229) | 179% | (456) | (544) | 19% |
| Corporate center expenses | (1,121) | (1,120) | (1,206) | 8% | (3,127) | (3,456) | 11% |
| Bonus compensation related to management and advisory | (1,379) | (4,735) | (623) | (55)% | (3,587) | (6,381) | 78% |
| Total Fee Related Expenses | (3,084) | (6,622) | (2,548) | (17)% | (8,707) | (11,868) | 36% |
| FEE RELATED EARNINGS (FRE) | 3,616 | 7,146 | (548) | N/A | 7,572 | 8,086 | 7% |
| FRE Margin (%) | 54.0% | 51.9% | N/A | 46.5% | 40.5% | ||
| SEGMENT DISTRIBUTABLE EARNINGS | 3,616 | 7,146 | (548) | N/A | 7,572 | 8,086 | 7% |
| Segment DE Margin (%) | 54.0% | 51.9% | N/A | 46.5% | 40.5% |
Fee related earnings (FRE) of negative R$548 thousands for the quarter ended September 29, 2023. FRE was R$8.1 million over the nine months ended September 29, 2023, an increase of 7% when compared to the nine months ended September 30, 2022.
Segment Distributable Earnings over the nine months ended September 29, 2023, were R$8.1 million, an increase of 7% year-over-year when compared to the nine months ended September 30, 2022.
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Retirement Services
| (R$ thousands, unless mentioned)/ | 3Q'22 | 2Q'23 | 3Q'23 | ∆ YoY (%) | 3Q'22 YTD | 3Q'23 YTD | ∆ YoY (%) |
|---|---|---|---|---|---|---|---|
| Net revenue from management fees | – | 9 | 38 | N/A | – | 47 | N/A |
| Net revenue from advisory fees | – | – | – | N/A | – | – | N/A |
| Total Fee Related Revenues | – | 9 | 38 | N/A | – | 47 | N/A |
| Segment personnel expenses | (386) | (429) | (582) | 51% | (791) | (1,433) | 81% |
| Other G&A expenses | (463) | (814) | (815) | 76% | (1,098) | (2,003) | 82% |
| Corporate center expenses | (92) | (112) | (121) | 31% | (92) | (348) | 276% |
| Bonus compensation related to management and advisory | (500) | (703) | (939) | 88% | (2,514) | (2,239) | (11)% |
| Total Fee Related Expenses | (1,441) | (2,058) | (2,456) | 70% | (4,496) | (6,023) | 34% |
| FEE RELATED EARNINGS (FRE) | (1,441) | (2,049) | (2,418) | 68% | (4,496) | (5,976) | 33% |
| FRE Margin (%) | N/A | N/A | N/A | N/A | N/A | ||
| Net revenue from performance fees | – | – | – | N/A | – | – | N/A |
| Realized performance fees | – | – | – | N/A | – | – | N/A |
| Unrealized performance fees | – | – | – | N/A | – | – | N/A |
| Performance based compensation | – | – | – | N/A | – | – | N/A |
| PERFORMANCE RELATED EARNINGS (PRE) | – | – | – | N/A | – | – | N/A |
| PRE Margin (%) | N/A | N/A | N/A | N/A | N/A | ||
| (-) Unrealized performance fees | – | – | – | N/A | – | – | N/A |
| (+) Unrealized performance compensation | – | – | – | N/A | – | – | N/A |
| SEGMENT DISTRIBUTABLE EARNINGS | (1,441) | (2,049) | (2,418) | 68% | (4,496) | (5,976) | 33% |
| Segment DE Margin (%) | N/A | N/A | N/A | N/A | N/A | ||
| ASSETS UNDER MANAGEMENT (AUM R$millions) | – | 15 | 37 | N/A | – | – | N/A |
| AVERAGE MANAGEMENT FEE RATE (%) | – | 0.42% | 0.60% | **** | – | 0.56% | **** |
Fee Related Earnings (FRE) of negative R$2.4 million for the quarter ended September 29, 2023. FRE was negative R$6.0 million to the nine months ended September 29, 2023.
VRS started to contribute to AUM numbers and management fee revenues in the 2Q’23.
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Income Statement
| (R$ thousands, unless mentioned) | 3Q'22 | 2Q'23 | 3Q'23 | ∆ YoY (%) | 3Q'22 YTD | 3Q'23 YTD | ∆ YoY (%) |
|---|---|---|---|---|---|---|---|
| REVENUES | |||||||
| Net revenue from management fees | 95,361 | 92,769 | 104,745 | 10% | 271,861 | 293,391 | 8% |
| Net revenue from performance fees | 31 | 10,765 | 2,058 | 6,539% | 7,042 | 14,786 | 110% |
| Realized performance fees | 2,602 | 10,765 | 2,058 | (21)% | 8,977 | 14,786 | 65% |
| Unrealized performance fees | (2,571) | – | – | N/A | (1,935) | – | N/A |
| Net revenue from advisory | 7,267 | 14,050 | 2,283 | (69)% | 17,600 | 20,801 | 18% |
| Total net revenues from services rendered | 102,659 | 117,584 | 109,086 | 6% | 296,503 | 328,978 | 11% |
| EXPENSES | |||||||
| Bonus related to management and advisory | (19,798) | (21,049) | (18,746) | (5)% | (54,337) | (57,857) | 6% |
| Performance based compensation | (537) | (5,368) | (925) | 72% | (2,996) | (7,026) | 135% |
| Realized | (1,448) | (5,368) | (925) | (36)% | (3,682) | (7,026) | 91% |
| Unrealized | 910 | – | – | N/A | 685 | – | N/A |
| Total compensation and benefits^xii^ | (20,335) | (26,417) | (19,671) | (3)% | (57,332) | (64,883) | 13% |
| Segment personnel expenses | (6,509) | (7,577) | (7,483) | 15% | (19,291) | (22,224) | 15% |
| Other general and administrative expenses | (4,725) | (5,036) | (5,356) | 13% | (13,406) | (13,850) | 3% |
| Corporate center expenses | (22,067) | (22,410) | (24,110) | 9% | (62,178) | (69,126) | 11% |
| Total expenses | (53,636) | (61,439) | (56,620) | 6% | (152,207) | (170,082) | 12% |
| Operating profit | 49,023 | 56,145 | 52,466 | 7% | 144,296 | 158,896 | 10% |
| OTHER ITEMS | |||||||
| GP Investment income | 9,673 | 34,651 | (3,347) | N/A | (1,707) | 11,104 | N/A |
| Realized gain from GP investment income | 5,738 | 4,179 | 4,699 | (18)% | 12,709 | 14,759 | 16% |
| Unrealized gain from GP investment income | 3,935 | 30,472 | (8,046) | N/A | (14,416) | (3,655) | (75)% |
| Financial income | 31,701 | 30,183 | 12,027 | (62)% | 77,602 | 62,299 | (20)% |
| Realized gain from financial income | 31,726 | 30,183 | 12,027 | (62)% | 76,723 | 62,299 | (19)% |
| Unrealized gain from financial income | (25) | – | – | N/A | 879 | – | N/A |
| Leasing expenses | (2,297) | (2,517) | (2,394) | 4% | (7,169) | (7,542) | 5% |
| Other items^xiii^ | (1,689) | (11,573) | (11,442) | 577% | (2,181) | (22,864) | 948% |
| Share Based Plan | (5,609) | (3,493) | (5,118) | (9)% | (8,813) | (10,718) | 22% |
| Non-operational expenses | (523) | – | – | N/A | (6,594) | – | N/A |
| Total Other Items | 31,256 | 47,251 | (10,274) | N/A | 51,138 | 32,279 | (37)% |
| Profit before income taxes | 80,279 | 103,396 | 42,192 | (47)% | 195,433 | 191,175 | (2)% |
| (-) Income taxes | (11,072) | (11,844) | (10,375) | (6)% | (34,522) | (35,100) | 2% |
| NET INCOME | 69,207 | 91,552 | 31,817 | (54)% | 160,911 | 156,075 | (3)% |
| (+) Non-operational expenses including income tax related to realized expense | 353 | – | – | N/A | 5,425 | – | N/A |
| (-) Contingent consideration adjustment related to acquisitions^xiv^ | – | 4,804 | 5,655 | – | 7,785 | ||
| ADJUSTED NET INCOME | 69,560 | 96,356 | 37,472 | (46)% | 166,335 | 163,860 | (1)% |
Total net revenues from services rendered of R$109.1 million for the quarter ended September 29, 2023, up 6% year-over-year. This growth was primarily driven by additional commitments closed in the 3Q’23 for VCP IV and VICC, which charged retroactive fees since the inception of each fund. Net revenues for the nine months ended September 29, 2023, were R$329.0 million, representing a 11% increase when compared to the nine months ended September 30, 2022.
| · | Management fee revenues of R$104.7 million for<br>the quarter ended September 29, 2023, up 10% year-over-year, as the platform benefited from additional catch-up fees in Private Markets<br>funds this quarter. |
|---|---|
| · | Performance fee revenues of R$2.1 million for<br>the quarter ended September 29, 2023. Performance fee revenues of R$14.8 for the nine months ended September 29, 2023, an increase of<br>110% when compared to the six months ended September 30, 2022. |
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| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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| · | Advisory fee revenues of R$2.3 million for the<br>quarter ended September 29, 2023, compared to R$7.3 million for the quarter ended September 30, 2022, a decrease of 69% year-over-year.<br>Advisory revenues for the nine months ended September 29, 2023, were R$20.8 million, up 18% when compared to the nine months ended September<br>30, 2022. |
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Total expenses for the quarter ended September 29, 2023, of R$56.6 million, compared to R$53.6 million for the quarter ended September 30, 2022, an increase of 6% year-over-year. Disregarding bonus compensation, total expenses totaled R$36.9 million, up 11% year-over-year, with the incorporation of Vinci SPS contributing significantly to the overall increase. Total expenses for the nine months ended September 29, 2023, were R$170.1 million, up 12% when compared to the nine months ended September 30, 2022.
| · | Bonus related to management and advisory fees<br>of R$18.7 million for the quarter ended September 29, 2023, compared to R$19.8 million for the quarter ended September 30, 2022, a decrease<br>of 5% year-over-year. Bonus related to management and advisory was R$57.9 million for the nine months ended September 29, 2023, up 6%<br>year-over-year, when compared to the nine months ended September 30, 2022. |
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| · | Performance based compensation of R$925 thousands<br>for the quarter ended September 29, 2023, compared to R$537 thousands for the quarter ended September 30, 2022, an increase of 72% year-over-year.<br>Performance based compensation for the nine months ended September 29, 2023, was R$7.0 million, an increase of 135% when compared to the<br>nine months ended September 30, 2022. |
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| · | Segment personnel expenses^xv^<br>of R$7.5 million for the quarter ended September 29, 2023, compared to R$6.5 million for the quarter ended September 30, 2022, an increase<br>of 15% year-over-year. Segment personnel expenses for the nine months ended September 29, 2023, was R$22.2 million, up 15% when compared<br>to the nine months ended September 30, 2022. |
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| · | Corporate center expenses^xvi^<br>of R$24.1 million for the quarter ended September 29, 2023, compared to R$22.1 million for the quarter ended September 30, 2022, an increase<br>of 9% year-over-year. Corporate center expenses for the nine months ended September 29, 2023, were R$69.1 million, up 11% year-over-year,<br>when compared to the nine months ended September 30, 2022. |
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| · | Other general and administrative expenses^xvii^<br>of R$5.4 million for the quarter ended September 29, 2023, compared to R$4.7 million for the quarter ended September 30, 2022, an increase<br>of 13% year-over-year. Other G&A expenses for the nine months ended September 29, 2023, were R$13.9 million, up 3% when compared to<br>the nine months ended September 30, 2022. |
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Operating Profit of R$52.5 million for the quarter ended September 29, 2023, compared to R$49.0 million for the quarter ended September 30, 2022, an increase of 7% year-over-year. Operating profit for the nine months ended September 29, 2023, was R$158.9 million, up 10% when compared to the nine months ended September 30, 2022.
GP Investment income^xviii^**,**a result of the company’s GP investments in its proprietary private market funds, was negative R$3.3 million for the quarter ended September 29, 2023, compared to R$9.7 million for the quarter ended September 30, 2022, following the mark-to-market depreciation of proprietary REIT position in the current quarter. GP
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Investment income for the nine months ended September 29, 2023, was R$11.1 million compared to negative R$1.7 million for the nine months ended September 30, 2022.
Financial Income^xix^of R$12.0 million for the quarter ended September 29, 2023, down 62% when compared to R$31.7 million for the quarter ended September 30, 2022. This quarter, global markets experienced a short-term adjustment in long-duration interest rates due to a prolonged rate hike in the US and also an excess supply of bonds by the US Treasury. Despite a positive 2Q’23, marked by the start of an interest rates easing cycle, Brazil suffered from this short-term adjustment in interest rates in the 3Q’23, adversely affecting mark-to-market values and, consequently, our liquid portfolio. Financial income for the nine months ended September 29, 2023, was R$62.3 million, down 20% when compared to the nine months ended September 30, 2022.
Leasing Expenses^xx^of R$2.4 million for the quarter ended September 29, 2023, compared to R$2.3 million for the quarter ended September 30, 2022, up 4% year-over-year.
Other Items of negative R$11.4 million for the quarter ended September 29, 2023. Other items comprise the income/(loss) generated by contingent consideration adjustment and financial expenses related to acquisitions.
Share Based Plan expenses^xxi^of R$5.1 million for the quarter ended September 29, 2023. In the nine months ended September 29, 2023, share based plan expenses accounted for R$10.7 million.
Profit before income taxes of R$42.2 million for the quarter ended September 29, 2023, compared to R$80.3 million for the quarter ended September 30, 2022, a decrease of 47% year-over-year. Profit before income taxes for the nine months ended September 29, 2023, was R$191.2 million, a decrease of 2% when compared to the nine months ended September 30, 2022.
Income Taxes^xxii^of R$10.4 million for the quarter ended September 29, 2023, which represented an effective tax rate for the quarter of 25%, compared to R$11.1 million for the quarter ended September 30, 2022, which represented an effective tax rate of 14%, representing an increase of 10.8 percentage points year-over-year, a consequence of our weaker financial result this quarter, backed by the mark-to-market depreciation effect across our balance sheet’s position in Listed REITs and lower financial gains from our liquid’s portfolio.
Contingent consideration adjustment relatedto acquisitions, after tax, of R$5.7 million for the quarter ended September 29, 2023. Contingent consideration adjustment related to Vinci SPS’ acquisition reflects the change in earn out’s fair value to be paid in 2027.
Adjusted Net Income of R$37.5 million for the quarter ended September 29, 2023, compared to R$69.6 million for the quarter ended September 30, 2022, a decrease of 46% year-over-year. Adjusted Net Income was R$163.9 million for the nine months ended September 29, 2023, down 1% when compared to the nine months ended September 30, 2022.
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Supplement Details
Assets Under Management (AUM)^xxiii^ Rollforward – R$ millions
For the Three Months EndedSeptember 29, 2023
| Private<br><br> <br><br><br> <br>Equity | Public<br><br> <br><br><br> <br>Equities | IP&S | Infrastructure | Real Estate | Private Credit | Hedge<br><br> <br><br><br> <br>Funds | VRS | Vinci SPS | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Beginning balance | 13,511 | 8,672 | 24,041 | 2,431 | 6,008 | 5,308 | 2,800 | 15 | 2,108 | 64,895 |
| (+/-) Capital Subscription / (capital return) | 551 | – | – | 273 | 187 | (59) | – | – | (116) | 836 |
| (+) Capital Subscription | 638 | – | – | 331 | 305 | – | – | – | 3 | 1,277 |
| (-) Capital Return | (86) | – | – | (58) | (118) | (59) | – | – | (119) | (441) |
| (+) Acquisitions | – | – | – | – | – | – | – | – | – | – |
| (+/-) Net Inflow / (outflow) | – | (103) | (697) | – | 8 | 8 | 48 | 21 | – | (715) |
| (+/-) Appreciation / (depreciation) | (91) | (124) | 216 | 27 | 17 | 77 | (5) | 0 | 99 | 216 |
| Ending Balance | 13,971 | 8,445 | 23,560 | 2,731 | 6,220 | 5,335 | 2,843 | 37 | 2,091 | 65,231 |
For the Twelve months EndedSeptember 29, 2023
| Private<br><br> <br><br><br> <br>Equity | Public<br><br> <br><br><br> <br>Equities | IP&S | Infrastructure | Real<br><br> <br><br><br> <br>Estate | Private Credit | Hedge<br><br> <br><br><br> <br>Funds | VRS | Vinci SPS | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Beginning balance | 13,650 | 7,868 | 25,029 | 1,505 | 5,888 | 4,465 | 2,892 | – | 2,096 | 63,392 |
| (+/-) Capital Subscription / (capital return) | 1,025 | – | 55 | 1,139 | (31) | 238 | – | – | (300) | 2,127 |
| (+) Capital Subscription | 1,286 | – | 55 | 1,275 | 409 | 500 | – | – | 50 | 3,575 |
| (-) Capital Return | (261) | – | (0) | (136) | (439) | (262) | – | – | (350) | (1,448) |
| (+) Acquisitions | – | – | – | – | – | – | – | – | – | – |
| (+/-) Net Inflow / (outflow) | – | 123 | (2,273) | – | (100) | 278 | (318) | 36 | – | (2,254) |
| (+/-) Appreciation / (depreciation) | (705) | 454 | 749 | 87 | 464 | 354 | 269 | 1 | 296 | 1,967 |
| Ending Balance | 13,971 | 8,445 | 23,560 | 2,731 | 6,220 | 5,335 | 2,843 | 37 | 2,091 | 65,231 |
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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| --- |
Fee Earning Assets Under Management (FEAUM) Rollforward – R$ millions
For the Three Months EndedSeptember 29, 2023
| Private<br><br> <br><br><br> <br>Equity | Public<br><br> <br><br><br> <br>Equities | IP&S | Infrastructure | Real Estate | Private Credit | Hedge<br><br> <br><br><br> <br>Funds | VRS | Vinci SPS | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Beginning balance | 10,268 | 8,623 | 23,940 | 2,383 | 6,008 | 5,308 | 2,655 | 15 | 2,108 | 61,310 |
| (+/-) Capital Subscription / (capital return) | 526 | – | – | 273 | 187 | (59) | – | – | (116) | 811 |
| (+) Capital Subscription | 638 | – | – | 331 | 305 | – | – | – | 3 | 1,277 |
| (-) Capital Return | (111) | – | – | (58) | (118) | (59) | – | – | (119) | (466) |
| (+) Acquisitions | – | – | – | – | – | – | – | – | – | |
| (+/-) Net Inflow / (outflow) | – | (103) | (697) | – | 8 | 8 | 48 | 21 | – | (715) |
| (+/-) Appreciation / (depreciation) | (62) | (125) | 216 | 27 | 17 | 77 | (9) | 0 | 99 | 239 |
| Ending Balance | 10,733 | 8,395 | 23,458 | 2,682 | 6,220 | 5,335 | 2,694 | 37 | 2,091 | 61,644 |
For the Twelve months EndedSeptember 29, 2023
| Private<br><br> <br><br><br> <br>Equity | Public<br><br> <br><br><br> <br>Equities | IP&S | Infrastructure | Real<br><br> <br><br><br> <br>Estate | Private Credit | Hedge<br><br> <br><br><br> <br>Funds | VRS | Vinci SPS | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Beginning balance | 10,288 | 7,805 | 24,911 | 1,447 | 5,888 | 4,465 | 2,801 | – | 2,096 | 59,700 |
| (+/-) Capital Subscription / (capital return) | 1,001 | – | 55 | 1,145 | (31) | 238 | – | – | (300) | 2,108 |
| (+) Capital Subscription | 1,274 | – | 55 | 1,275 | 409 | 500 | – | – | 50 | 3,562 |
| (-) Capital Return | (273) | – | (0) | (130) | (439) | (262) | – | – | (350) | (1,454) |
| (+) Acquisitions | – | – | – | – | – | – | – | – | – | – |
| (+/-) Net Inflow / (outflow) | – | 131 | (2,217) | – | (100) | 278 | (359) | 36 | – | (2,232) |
| (+/-) Appreciation / (depreciation) | (556) | 460 | 710 | 90 | 464 | 354 | 252 | 1 | 296 | 2,069 |
| Ending Balance | 10,733 | 8,395 | 23,458 | 2,682 | 6,220 | 5,335 | 2,694 | 37 | 2,091 | 61,644 |
Accrued Performance Fees – Private Market Funds
| (R$ mm) | 2Q’23 | Unrealized Performance Fees | Realized Distributions | 3Q’23 |
|---|---|---|---|---|
| Private Equity | 163.7 | 21.1 | - | 184.8 |
| Infrastructure | 16.9 | (0.8) | - | 16.1 |
| Total | 180.6 | 25.4 | - | 201.0 |
Vinci Partners recognizes the performance revenue according to IFRS 15. Unrealized performance fees are recognized only when is highly probable that the revenue will not be reversed in the Income Statement.
The fund FIP Infra Transmissão in Infrastructure had R$15.5 million as of the end of the second quarter of 2023 booked as unrealized performance fees in the company´s balance sheet.
Accrued performance fees shown for Private Equity funds of R$184.8 million and for others Infrastructure funds of R$0.6 million as of the end of the third quarter of 2023 have not been booked as unrealized performance fees in the company´s balance sheet.
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
|---|
Investment Records – IP&S, Liquid Strategies, Private Credit and Listed REIT
| Fund | Segment | NAV^xxiv^<br><br> <br><br><br> <br>(R$ millions) | 3Q23 | YTD | 12 M | 24 M | Market Comparison | Index Rate |
|---|---|---|---|---|---|---|---|---|
| Vinci Multiestratégia FIM | Hedge Funds | 357.5 | 2.0% | 9.5% | 12.3% | 24.3% | CDI^xxv^ | CDI |
| Atlas Strategy^xxvi^ | Hedge Funds | 290.0 | 0.4% | 5.6% | 4.0% | 14.2% | CDI | CDI |
| Vinci Total Return | Hedge Funds | 227.2 | (1.8)% | 13.9% | 7.9% | 18.9% | IPCA^xxvii^+<br>Yield IMA-B^xxviii^ | IPCA + Yield IMA-B |
| Mosaico Strategy^xxix^ | Public Equities | 809.3 | (0.8)% | 10.5% | 3.7% | (0.0)% | IBOV^xxx^ | IBOV |
| Vinci Gas Dividendos FIA | Public Equities | 493.9 | (1.2)% | 5.9% | 4.5% | 11.0% | IBOV | IBOV |
| Vinci Valorem FIM | IP&S | 1,591.5 | 1.0% | 9.0% | 10.7% | 20.1% | IMA-B 5 | IMA-B 5 |
| Equilibrio Strategy^xxxi^ | IP&S | 2,604.3 | 1.3% | 8.8% | 10.4% | 18.8% | IPCA^^ | - |
| Vinci Retorno Real FIM | IP&S | 191.8 | (1.8)% | 8.5% | 9.5% | 22.0% | IMA-B | IMA-B |
| Vinci Crédito Imobiliário I | Private Credit | 112.6 | 2.7% | 8.7% | 12.9% | 22.7% | IPCA^^ | IPCA + 7.785% |
| Vinci Crédito Imobiliário II | Private Credit | 821.6 | (0.9)% | 10.1% | 11.0% | 22.8% | IPCA^^ | IPCA + 6% |
| Vinci Crédito Estruturado Multiestrategia Plus FIC FIM | Private Credit | 125.7 | 3.6% | 9.1% | 12.9% | 27.4% | CDI | CDI |
| Vinci Energia Sustentável | Private Credit | 586.6 | 1.5% | 10.0% | 9.9% | 19.7% | IPCA^^ | IPCA + 6% |
| Vinci Crédito Multiestratégia | Private Credit | 352.2 | 2.3% | 6.8% | 8.7% | 23.3% | CDI | IPCA + 5% |
| VISC11 | Real Estate (listed REIT) | 2,190.6 | 1.7% | 20.0% | 16.7% | 37.5% | IFIX^xxxii^ | IPCA + 6% |
| VILG11 | Real Estate (listed REIT) | 1,595.4 | (1.6)% | 13.9% | 5.2% | 19.5% | IFIX | IPCA + 6% |
| VINO11 | Real Estate (listed REIT) | 139.5 | (7.9)% | (5.1)% | (7.7)% | (15.8)% | IFIX | IPCA + 6% |
| VIFI11 | Real Estate / Private Credit (listed REIT) | 67.2 | 6.4% | 30.1% | 21.5% | 36.9% | IFIX | IFIX |
| VIUR11 | Real Estate (listed REIT) | 215.5 | (1.2)% | 11.2% | 11.1% | 20.2% | IFIX | IPCA + 6% |
| VCRI11 | Real Estate / Private Credit (listed REIT) | 146.9 | (1.1)% | 3.0% | 8.1% | 3.9% | IFIX | IPCA + X^xxxiii^% |
| VICA11 | Real Estate / Private Credit (REIT) | 375.3 | 0.2% | (0.0)% | 0.5% | 1.5% | IFIX | CDI + 1% |
| VINCI FOF IMOBILIARIO FIM CP | Real Estate (REIT) | 59.3 | 3.1% | 16.1% | 12.6% | 30.2% | IFIX | IFIX |
| VIGT11 | Infrastructure (listed) | 654.2 | (0.3)% | 8.1% | 0.9% | (2.7)% | - | - |
| Benchmark | 3Q23 | YTD | 12 M | 24 M | ||||
| --- | --- | --- | --- | --- | ||||
| IBOV | (1.3)% | 6.2% | 5.9% | 5.0% | ||||
| CDI | 3.2% | 9.9% | 13.4% | 25.8% | ||||
| IMA-B 5 | 1.7% | 8.9% | 11.6% | 22.0% | ||||
| IPCA + Yield IMA-B | 1.8% | 8.2% | 11.1% | 27.0% | ||||
| IPCA | 0.6% | 3.5% | 5.2% | 12.7% | ||||
| IFIX | 2.0% | 12.3% | 7.6% | 18.5% | ||||
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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Investment Records – Closed End Private Markets funds^xxxiv^
| Fund | Segment | Vintage year | Committed Capital<br><br> <br><br><br> <br>(R$mm) | Invested Capital<br><br> <br><br><br> <br>(R$mm) | Realized or Partially<br><br> <br><br><br> <br>Realized<br><br> <br><br><br> <br>(R$mm) | Unrealized<br><br> <br><br><br> <br>(R$mm) | Total<br><br> <br><br><br> <br>Value<br><br> <br><br><br> <br>(R$mm) | GrossMOIC^xxxv]^<br><br> <br><br><br> <br>(BRL) | Gross<br><br> <br><br><br> <br>MOIC<br><br> <br><br><br> <br>(USD) | Gross<br><br> <br><br><br> <br>IRR^xxxvi^<br><br> <br><br><br> <br>(BRL) | Gross IRR<br><br> <br><br><br> <br>(USD) |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Fund 1 | Private Equity | 2004 | 1,415 | 1,206 | 5,065 | 136 | 5,200 | 4.3x | 4.0x | 71.5% | 77.2% |
| VCP II | Private Equity | 2011 | 2,200 | 2,063 | 1,892 | 2,274 | 4,167 | 2.0x | 1.1x | 10.5% | 1.4% |
| VCP III | Private Equity | 2018 | 4,000 | 2,236 | 49 | 4,191 | 4,240 | 1.8x | 1.8x | 36.2% | 31.8% |
| VCP IV | Private Equity | 2022 | 1,916 | – | – | – | – | – | – | – | – |
| VCP Strategy^xxxvii^ | Private Equity | 9,531 | 5,505 | 7,006 | 6,601 | 13,607 | 2.5x | 2.2x | 64.7% | 70.2% | |
| NE Empreendedor | Private Equity | 2003 | 36 | 13 | 26 | – | 26 | 2.1x | 2.6x | 22.0% | 30.5% |
| Nordeste III | Private Equity | 2017 | 240 | 135 | 93 | 144 | 237 | 1.8x | 1.5x | 19.4% | 13.1% |
| VIR IV | Private Equity | 2020 | 1,000 | 375 | 151 | 348 | 499 | 1.3x | 1.4x | 28.5% | 36.5% |
| VIR Strategy^xxxviii^ | Private Equity | 1,276 | 522 | 270 | 492 | 762 | 1.5x | 1.5x | 22.4% | 28.5% | |
| SPS I | Vinci SPS | 2018 | 128 | 188 | 180 | 144 | 324 | 1.7x | 1.5x | 26.2% | 19.6% |
| SPS II | Vinci SPS | 2020 | 671 | 1,004 | 700 | 767 | 1,467 | 1.5x | 1.5x | 26.7% | 29.4% |
| SPS III | Vinci SPS | 2021 | 1,070 | 549 | 92 | 589 | 681 | 1.2x | 1.3x | 30.0% | 35.4% |
| SPS Strategy^[xxxix]^ | Vinci SPS | 1,869 | 1,741 | 971 | 1,501 | 2,472 | 1.4x | 1.5x | 27.0% | 27.5% | |
| FIP Transmissão^xl^ | Infrastructure | 2017 | 211 | 104 | 256 | 120 | 375 | 3.6x | 2.8x | 59.8% | 44.9% |
| VIAS^xli^ | Infrastructure | 2021 | 386 | 350 | – | 409 | 409 | 1.2x | 1.2x | 22.0% | 28.1% |
| VICC^xlii^ | Infrastructure | 2023 | 1,291 | – | – | – | – | – | – | – | – |
| VFDL^xliii^ | Real Estate | 2021 | 422 | 189 | 6 | 209 | 215 | 1.1x | 1.2x | 14.8% | 17.4% |
| Vinci Credit<br>Infra^xliv^ | Private<br> Credit | 2022 | 1,400 | 438 | – | 448 | 448 | 1.1x | 1.1x | NM | NM |
Shareholder Dividends
| ($ in thousands) | 1H21 | 3Q**'** 21 | 4Q'21 | 1Q’22 | 2Q’22 | 3Q'22 | 4Q’22 | 1Q’23 | 2Q'23 | 3Q’23 |
|---|---|---|---|---|---|---|---|---|---|---|
| Distributable Earnings (R$) | 101,976 | 61,743 | 68,515 | 53,255 | 60,435 | 72,842 | 55,792 | 60,006 | 70,369 | 51,820 |
| Distributable Earnings (US$)^xlv^ | 19,397 | 11,377 | 13,637 | 10,615 | 11,795 | 14,281 | 10,618 | 11,994 | 14,290 | 10,647 |
| DE per Common Share (US$)^xlvi^ | 0.34 | 0.20 | 0.24 | 0.19 | 0.21 | 0.26 | 0.19 | 0.22 | 0.26 | 0.20 |
| Actual Dividend per Common Share^xlvii^ | 0.30 | 0.16 | 0.20 | 0.17 | 0.17 | 0.20 | 0.17 | 0.16 | 0.20 | 0.17 |
| Record Date | Sep 01, 2021 | Dec 01, 2021 | Mar 10, 2022 | May 24, 2022 | Aug 25, 2022 | Nov 23, 2022 | Mar 01, 2023 | May 25, 2023 | Aug 24, 2023 | Nov 22, 2023 |
| Payable Date | Sep 16, 2021 | Dec 16, 2021 | Mar 24, 2022 | Jun 08, 2022 | Sep 09,2022 | Dec 08, 2022 | Mar 15, 2023 | Jun 09, 2023 | Sep 08, 2023 | Dec 07, 2023 |
Vinci Partners generated R$0.96 or US$0.20 of Distributable Earnings per common share for the third quarter of 2023. The company declared a quarterly dividend of US$0.17 per common share to record holders as of November 22, 2023; payable on December 07, 2023.
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
|---|
Share Summary
| VINP Shares | 1Q**'** 21 | 2Q**'** 21 | 3Q**'** 21 | 4Q'21 | 1Q’22 | 2Q'22 | 3Q'22 | 4Q'22 | 1Q'23 | 2Q'23 | 3Q`23 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 | 14,466,239 |
| Class A^xlviii^ | 42,447,349 | 42,270,694 | 42,097,179 | 41,689,338 | 41,363,077 | 41,112,717 | 40,892,619 | 40,614,497 | 40,247,461 | 39,730,720 | 39,405,827 |
| Common Shares Outstanding | 56,913,588 | 56,736,933 | 56,563,418 | 56,155,577 | 55,829,316 | 55,578,956 | 55,358,858 | 55,080,736 | 54,713,700 | 54,196,959 | 53,872,066 |
Common Shares Outstanding as of quarter end of 53,872,066 shares.
| · | Repurchased 705,518 common shares in the quarter,<br>with an average share price of US$10.1. |
|---|---|
| · | Repurchased 3,463,755 common shares since the<br>announcement of the first share repurchase plan, with an average share price of US$10.7. |
| --- | --- |
| · | The second share repurchase plan was replaced<br>by a new share repurchase plan initiated on February 14th, 2023, limited to R$60 million. |
| --- | --- |
| · | Available authorization remaining was R$12.5 million<br>on September 29, 2023. |
| --- | --- |
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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GP Commitment in Vinci Partners funds
| (R$ millions, unless mentioned) Fund | Segment | 3Q23 Commitments | Total Capital Committed | 3Q23 Capital Called | Total Capital Called | Capital Returned/Dividends Paid (3Q23) | Accumulated Capital Returned/Dividends Paid | Fair value of<br><br> <br><br><br> <br>investments |
|---|---|---|---|---|---|---|---|---|
| Nordeste III | Private Equity | – | 5.0 | – | 3.1 | – | 1.6 | 2.8 |
| VCP III | Private Equity | – | 3.1 | 0.0 | 2.8 | – | – | 3.9 |
| VIR IV | Private Equity | – | 11.1 | 0.7 | 5.4 | 0.0 | 1.7 | 4.2 |
| VCP IV | Private Equity | – | 350.0 | – | – | – | – | – |
| FIP Infra Transmissão (co- investment)^xlix^ | Infrastructure | – | 29.5 | – | 8.9 | – | 20.9 | 10.2 |
| FIP<br>Infra Transmissão^l^ | Infrastructure | – | 10.5 | – | 3.4 | – | 6.6 | 10.5 |
| VIAS | Infrastructure | – | 50.0 | 9.7 | 37.5 | – | – | 43.6 |
| Vinci Transporte e Logística II | Infrastructure | – | 15.0 | – | – | – | – | – |
| Vinci Transporte e Logística I | Infrastructure | – | 11.4 | – | 11.3 | – | – | 2.9 |
| VICC | Infrastructure | – | 100.0 | – | – | – | – | – |
| VFDL | Real Estate | – | 70.0 | 5.6 | 39.0 | – | – | 42.6 |
| VIUR | Real Estate | – | 67.3 | – | 67.3 | 1.5 | 13.3 | 54.4 |
| VINO | Real Estate | – | 50.0 | – | 50.0 | 0.8 | 5.9 | 38.4 |
| Vinci FOF Imobiliário | Real Estate | – | 16.9 | – | 16.9 | – | 0.5 | 20.7 |
| VCS (VCRI) | Real Estate / Private Credit | – | 80.0 | – | 80.0 | 2.2 | 16.5 | 69.5 |
| Vinci Crédito Agro Fiagro-Imobiliário | Real Estate / Private Credit | – | 23.0 | – | 23.0 | 0.8 | 3.4 | 22.8 |
| Vinci Crédito Infra Institucional | Private Credit | – | 100.0 | 28.5 | 36.2 | – | – | 36.4 |
| VSP FIM | IP&S | – | 50.0 | – | 8.8 | – | – | 10.5 |
| Vinci PIPE FIA | Public Equities | – | 25.0 | – | 25.0 | – | – | 24.3 |
| Total | – | 1,067.8 | 44.6 | 418.7 | 5.3 | 70.6 | 398.0 | |
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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Reconciliation and Disclosures
Non-GAAP Reconciliation
| (R$ thousands, unless mentioned) | 3Q'22 | 2Q'23 | 3Q'23 | 3Q'22 YTD | 3Q'23 YTD |
|---|---|---|---|---|---|
| OPERATING PROFIT | 49,023 | 56,145 | 52,466 | 144,296 | 158,896 |
| (-) Net revenue from realized performance fees | (2,602) | (10,765) | (2,058) | (8,977) | (14,786) |
| (-) Net revenue from unrealized performance fees | 2,571 | – | – | 1,935 | – |
| (+) Compensation allocated in relation to performance fees | 537 | 5,368 | 925 | 2,996 | 7,026 |
| FEE RELATED EARNINGS (FRE) | 49,529 | 50,748 | 51,333 | 140,250 | 151,136 |
| OPERATING PROFIT | 49,023 | 56,145 | 52,466 | 144,296 | 158,896 |
| (-) Net revenue from management fees | (95,361) | (92,769) | (104,745) | (271,861) | (293,391) |
| (-) Net revenue from advisory | (7,267) | (14,050) | (2,283) | (17,600) | (20,801) |
| (+) Bonus related to management and advisory | 19,798 | 21,049 | 18,746 | 54,337 | 57,857 |
| (+) Personnel expenses | 6,509 | 7,577 | 7,483 | 19,291 | 22,224 |
| (+) Other general and administrative expenses | 4,725 | 5,036 | 5,356 | 13,406 | 13,850 |
| (+) Corporate center expenses | 22,067 | 22,410 | 24,110 | 62,178 | 69,126 |
| PERFORMANCE RELATED EARNINGS (PRE) | (506) | 5,397 | 1,133 | 4,046 | 7,760 |
| OPERATING PROFIT | 49,023 | 56,145 | 52,466 | 144,296 | 158,896 |
| (-) Net revenue from unrealized performance fees | 2,571 | – | – | 1,935 | – |
| (+) Compensation allocated in relation to unrealized performance fees | (910) | – | – | (685) | – |
| (+) Realized gain from GP investment income | 5,738 | 4,179 | 4,699 | 12,709 | 14,759 |
| SEGMENT DISTRIBUTABLE EARNINGS | 56,422 | 60,324 | 57,165 | 158,255 | 173,655 |
| NET INCOME | 69,207 | 91,552 | 31,817 | 160,911 | 156,075 |
| (-) Net revenue from unrealized performance fees | 2,571 | – | – | 1,935 | – |
| (+) Income tax from unrealized performance fees | (296) | – | – | (223) | – |
| (+) Compensation allocated in relation to unrealized performance fees | (910) | – | – | (685) | – |
| (-) Unrealized gain from GP investment income | (3,935) | (30,472) | 8,046 | 14,416 | 3,655 |
| (+) Income tax on unrealized gain from GP investment income | 7 | 10 | 46 | (48) | 56 |
| (-) Unrealized gain from financial income | 25 | – | – | (879) | – |
| (+) Income tax on unrealized gain from financial income | – | – | – | – | – |
| (-) Contingent consideration (earn-out) gain (loss), after-tax | – | 4,804 | 5,655 | – | 7,785 |
| (+) Depreciation and amortization³ | 1,223 | 2,028 | 1,646 | 3,183 | 5,452 |
| (+) Share Based Plan | 5,609 | 2,248 | 5,058 | 8,813 | 9,413 |
| (-) Income Taxes on Share Based Plan | (659) | 199 | (448) | (892) | (241) |
| (+) Non-operational expenses including income tax related to realized expense | 353 | – | – | 5,425 | – |
| ADJUSTED DISTRIBUTABLE EARNINGS | 73,195 | 70,369 | 51,820 | 191,957 | 182,195 |
| TOTAL NET REVENUE FROM SERVICES RENDERED | 102,659 | 117,584 | 109,086 | 296,503 | 328,978 |
| (-) Net revenue from realized performance fees | (2,602) | (10,765) | (2,058) | (8,977) | (14,786) |
| (-) Net revenue from unrealized performance fees | 2,571 | – | – | 1,935 | – |
| NET REVENUE FROM MANAGEMENT FEES AND ADVISORY | 102,628 | 106,819 | 107,028 | 289,461 | 314,192 |
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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Effective Tax Rate Reconciliation
| (R$ thousands, unless mentioned) | 3Q'22 | 3Q'23 | 3Q'22 YTD | 3Q'23 YTD |
|---|---|---|---|---|
| Profit (loss) before income taxes | 80,279 | 42,192 | 195,433 | 191,175 |
| Combined statutory income taxes rate - % | 34% | 34% | 34% | 34% |
| Income tax benefit (Expense) at statutory rates | (27,295) | (14,346) | (66,447) | (65,000) |
| Reconciliation adjustments: | ||||
| Expenses not deductible | (28) | (542) | (55) | (606) |
| Tax benefits | 32 | 131 | 97 | 173 |
| Share based payments | (71) | (76) | (227) | (329) |
| Effect of presumed profit of subsidiaries¹ and offshore subsidiaries*^[li]^*** | 16,458 | 4,498 | 32,123 | 30,570 |
| Other additions (exclusions), net | (168) | (40) | (13) | 92 |
| Income taxes expenses | (11,072) | (10,375) | (34,522) | (35,100) |
| Current | (12,501) | (14,370) | (38,058) | (41,492) |
| Deferred | 1,429 | 3,995 | 3,536 | 6,392 |
| Effective tax rate | 14% | 25% | 18% | 18% |
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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Balance Sheet Results
| Assets | 6/30/2023 | 9/29/2023 |
|---|---|---|
| Current assets | ||
| Cash and cash equivalents | 153,992 | 184,215 |
| Cash and bank deposits | 31,403 | 38,042 |
| Financial instruments at fair value through profit or loss | 122,589 | 146,173 |
| Financial instruments at fair value through profit or loss | 1,182,812 | 1,131,389 |
| Trade receivables | 66,312 | 66,456 |
| Sub-leases receivable | 3,909 | 4,071 |
| Taxes recoverable | 1,921 | 2,631 |
| Other assets | 14,505 | 19,163 |
| Total current assets | 1,423,451 | 1,407,925 |
| Non-current assets | ||
| Financial instruments at fair value through profit or loss | 6,423 | 6,776 |
| Trade receivables | 16,904 | 35,227 |
| Sub-leases receivable | 3,149 | 2,352 |
| Taxes recoverable | 294 | 433 |
| Deferred taxes | 10,721 | 11,923 |
| Other receivables | 928 | 633 |
| 38,419 | 57,344 | |
| Property and equipment | 12,980 | 13,116 |
| Right of use - Leases | 60,054 | 57,849 |
| Intangible assets | 193,956 | 206,035 |
| Total non-current assets | 305,409 | 334,344 |
| TOTAL | 1,728,860 | 1,742,269 |
| IR.VINCIPARTNERS.COM SHAREHOLDERRELATIONS@VINCIPARTNERS.COM |
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| Liabilities and equity | 6/30/2023 | 9/29/2023 |
|---|---|---|
| Current liabilities | ||
| Trade payables | 438 | 563 |
| Deferred Revenue | – | 12,498 |
| Leases | 24,381 | 24,381 |
| Accounts payable | 7,338 | 7,601 |
| Labor and social security obligations | 52,689 | 73,763 |
| Loans and Obligations | 22,207 | 66,081 |
| Taxes and contributions payable | 19,292 | 18,880 |
| Total current liabilities | 126,345 | 203,767 |
| Non-current liabilities | ||
| Accounts payable | – | – |
| Leases | 54,085 | 50,035 |
| Labor and social security obligations | 2,906 | 4,439 |
| Loans and Obligations | 158,206 | 111,878 |
| Deferred taxes | 7,423 | 4,630 |
| Retirement plans liabilities | 13,401 | 34,701 |
| 236,021 | 205,683 | |
| Total liabilities | 362,366 | 409,450 |
| Equity | ||
| Share capital | 15 | 15 |
| Additional paid-in capital | 1,379,255 | 1,376,255 |
| Treasury shares | (154,247) | (167,872) |
| Retained Earnings | 113,122 | 91,815 |
| Other reserves | 25,556 | 30,001 |
| 1,363,701 | 1,330,214 | |
| Non-controlling interests in the equity of subsidiaries | 2,793 | 2,605 |
| Total equity | 1,366,494 | 1,332,819 |
| Total liabilities and equity | 1,728,860 | 1,742,269 |
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| --- |
Forward-Looking Statements
This earnings release contains forward-looking statements that can be identified by the use of words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” among others. By their nature, forward-looking statements are necessarily subject to a high degree of uncertainty and involve known and unknown risks, uncertainties, assumptions and other factors because they relate to events and depend on circumstances that will occur in the future whether or not outside of our control. Such factors may cause actual results, performance or developments to differ materially from those expressed or implied by such forward-looking statements and there can be no assurance that such forward-looking statements will prove to be correct. The forward-looking statements included herein speak only as at the date of this press release and we do not undertake any obligation to update these forward-looking statements. Past performance does not guarantee or predict future performance. Moreover, neither we nor our affiliates, officers, employees and agents undertake any obligation to review, update or confirm expectations or estimates or to release any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release. Further information on these and other factors that could affect our financial results is included in filings we have made and will make with the U.S. Securities and Exchange Commission from time to time.
^i^Fee related earnings, or FRE, is a metric to monitor the baseline performance of, and trends in, our business, in a manner that does not include performance fees or investment income. We calculate FRE as operating profit less (a) net revenue from realized performance fees, less (b) net revenue from unrealized performance fees, plus (c) compensation allocated in relation to performance fees.
^ii^FRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year-to-date values are calculated as the sum of the last three quarters.
^iii^Other financial expenses include the interest related to Vinci SPS’ acquisition.
^iv^Distributable Earnings is used as a reference point by our board of directors for determining the amount of earnings available to distribute to shareholders as dividends. Distributable Earnings is calculated as profit for the year, less (a) net revenue from unrealized performance fees, plus (b) income taxes from unrealized performance fees, plus (c) compensation allocated in relation to unrealized performance fees, less (d) unrealized gain from GP investment income, less (e) unrealized gain from financial income, plus (f) income taxes on unrealized gain from GP investment income, plus (g) income taxes on unrealized gain from financial income.
^v^ Non-operational expenses are composed by expenses related to professional services to matters related to acquisitions and our international corporate organization.
^vi^Adjusted DE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year-to-date values are calculated as the sum of the last three quarters.
^vii^ Net revenue from Fund Management and Advisory is a performance measure that we use to assess our ability to generate profits from our fund management and advisory business without measuring for the outcomes from funds above their respective benchmarks. We calculate Net Revenue from Fund Management and Advisory as net revenue from services rendered less (a) net revenue from realized performance fees and less (b) net revenue from unrealized performance fees.
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^viii^FRE Margin is calculated as FRE over total net management and advisory fees.
^ix^ “Performance Related Earnings”, or “PRE”, is a performance measure that we use to assess our ability to generate profits from revenue that relies on outcome from funds above their respective benchmarks. We calculate PRE as operating profit, less (a) net revenue from fund management and advisory, less (b) operating expenses, such as segment personnel, G&A, corporate center and bonus related to management and advisory.
^x^ Segment Distributable Earnings is Vinci Partners’ segment profitability measure used to make operating decisions and assess performance across the company’s five segments (Private Markets, Liquid Strategies, Investment Products and Solutions, Retirement Services and Corporate Advisory). Segment Distributable Earnings is calculated as operating profit less (a) net revenue from unrealized performance fees, plus (b) compensation allocated in relation to unrealized performance fees, plus (c) realized gain from GP investment income.
^xi^Adjusted DE Margin is calculated as adjusted DE over the sum of management and advisory fee related revenues, realized performance revenue, realized GP investment income and realized financial income, net of revenue tax.
^xii^ “Total compensation and benefits” are the result of the profit sharing paid to our employees as (a) bonus compensation related to management advisory and (b) performance-based compensation.
^xiii^ “Other Items” comprise the income/(loss) generated by contingent consideration adjustment and financial expenses related to acquisitions.
^xiv^ “Contingent consideration adjustment related to acquisitions”, after-tax, reflects the change in the earn out’s fair value to be paid in 2027. On September 29, 2023, Vinci revaluated the fair value of the obligation based on the economic conditions at the date, resulting in an increase of the contingent consideration fair value. The variation was recognized as a loss in the financial result.
^xv^“Segment personnel expenses” are composed of the salary-part compensation paid to employees and partners of our funds’ management teams.
^xvi^ “Corporate center expenses” are composed by the salary-compensation paid to employees and partners of our support teams and other expenses, such as research, risk, legal & compliance, investor relations, operations and ESG.
^xvii^ “Other general and administrative expenses” is made up of third-party expenses, depreciation and amortization, travel and representation, marketing expenses, administrative fees, non-operating taxes, third-party consultants’ fees, such as legal and accounting, and office consumables.
^xviii^ “GP investment income” is income from proprietary investments made by us in our own Private Markets’ funds, used as GP Commitments.
^xix^ “Financial income” is income generated through the investments made with our cash and cash equivalents in cash and bank deposits, certificate of deposits and proprietary investments in our Liquid Funds from our public equities and hedge funds’ segments and listed REITs from our real estate segment.
^xx^“Leasing expenses” include costs from the company’s sub-leasing activities.
^xxi^“Share Based Plan” is the composition of two benefit programs: SOP (Stok Option Plan) and RSU (Restricted Stock Units). In Stock Option Plan the company concedes to an employee the option to buy stock in the company with stated
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fixed price. The Restricted Stock Units concedes company shares to an employee through a vesting plan in which RSUs are assigned a fair market value.
^xxii^Income taxes is comprised of taxes on our corporate income tax and social contribution taxes. We are taxed on an actual taxable profit regime, while part of our subsidiaries is taxed based on deemed profit.
^xxiii^AUM” refers to assets under management. Our assets under management equal the sum of: (1) the fair market value of the investments held by funds plus the capital that we are entitled to call from investors in those funds pursuant to the terms of their capital commitments to those funds (plus the fair market value of co-investments arranged by us that were made or could be made by limited partners of our corporate private equity funds and portfolio companies of such funds); (2) the net asset value of our public equity funds, hedge funds and closed-end mutual funds; and (3) the amount of capital raised for our credit funds. AUM includes double counting related to funds from one segment that invest in funds from another segment. Those cases occur mainly due to (a) fund of funds of investment products and solutions segment, and (b) investment funds in general that invest part of their cash in credit segment and hedge fund segment funds to maintain liquidity and provide for returns on cash. Such amounts are eliminated on consolidation. The bylaws of the relevant funds prohibit double-charging fees on AUM across segments. Therefore, while our AUM by segment may double-count funds from one segment that invest in funds from another segment, the revenues for any given segment do not include revenue in respect of assets managed by another segment, which means there are no intercompany eliminations on revenues in our results of operations.
^xxiv^NAV is the net asset value of each fund. For listed vehicles, the NAV represents the Market valuation of the fund.
^xxv^CDI is an average of interbank overnight rates in Brazil (daily average for the period).
^xxvi^Atlas strategy comprises Atlas FIC FIM and Atlas Institucional FIC FIM.
^xxvii^IPCA is a broad consumer price index measured by the IBGE.
^xxviii^IMAB is composed by government bonds indexed to IPCA. IMAB 5 also comprises government bonds indexed to
IPCA but only the one´s with up to 5 Years duration.
^xxix^Mosaico strategy comprises Vinci Mosaico FIA, Vinci Mosaico Institucional FIA and Vinci Mosaico Advisory FIA.
^xxx^IBOV is the Brazilian stock market most relevant index.
^xxxi^Equilibrio Strategy comprises IP&S Family of pension plans.
^xxxii^IFIX is an index composed by listed REITs in the brazilian stock exchange.
^xxxiii^If IMAB 5 Average is: a) less or equal to 2%, X=3% per year; b) between 2%-4%, X= Average IMAB 5+1% per year; c) Between 4%-5%, X=5% per year; d) greater or equal to 5%, X= IMAB 5 Average.
^xxxiv^Track record information is presented throughout this release on a pro forma basis and in local currency, excluding PIPE investments, a strategy that will be discontinued in VCP III.
^xxxv^“MOIC” means multiple on invested capital, a ratio intended to represent how much value an investment has returned, and is calculated as realized value plus unrealized value, divided by the total amount invested, gross of expenses and fees.
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^xxxvi^“IRR” means the internal rate of return, which is a discount rate that makes the net present value of all cash flows equal to zero in a discounted cash flow analysis.
^xxxvii^Total commitments for VCP III include R$1.3 billion in co-investments. Track record presented for the VCP strategy as of 2Q’23, due to fund’s administrator timeline to disclose the quarterly markup of the fund.
^xxxviii^Track record for VIR strategy is presented as of 2Q’23, due to fund’s administrator timeline to disclose the quarterly markup of the fund.
^xxxix^Track record for Vinci SPS strategy is presented as of 3Q’23.
^xl^Track record for FIP Infra is presented as of 2Q’23.
^xli^Track record for VIAS is presented as of 2Q’23.
^xlii^Track record for VICC is presented as of 3Q’23.
^xliii^Track record for VFDL is presented as of 3Q’23.
^xliv^Track record for Vinci Credit Infra is presented as of 3Q’23.
^xlv^US$ Distributable Earnings was calculated considering the exchange rate from USD to BRL of 4.8673 as of November 07, 2023, when dividends were approved by our Board of Directors.
^xlvi^Per Share calculations are based on end of period Participating Common Shares.
^xlvii^Actual dividends per common share are calculated considering the share count as of the applicable record date.
^xlviii^As of September 29, 2023, Public Float was comprised of 12,487,696 Class A common shares.
^xlix^The remaining capital committed in FIP Infra Transmissão co-investment will not be called by the fund, which is already in divestment period.
^l^The remaining capital committed in FIP Infra Transmissão will not be called by the fund, which is already in divestment period.
^li^Brazilian tax law establishes that companies that generate gross revenues of up to R$ 78,000.00 in the prior fiscal year may calculate income taxes as a percentage of gross revenue, using the presumed profit income tax regime. The Entity's subsidiaries adopted this tax regime and the effect of the presumed profit of subsidiaries represents the difference between the taxation based on this method and the amount that would be due based on the statutory rate applied to the taxable profit of the subsidiaries.
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Exhibit 99.3
Vinci Partners Investments Ltd.
Interim Consolidated Financial Statements as of September 30, 2023
Vinci Partners Investments Ltd.
Consolidated balance sheets
All amounts in thousands of reais
| Assets | Note | 09/30/2023 | 12/31/2022 |
|---|---|---|---|
| Current assets | |||
| Cash and cash equivalents | 5(d) | 184,215 | 136,581 |
| Cash and bank deposits | 5(d) | 38,042 | 30,108 |
| Financial instruments at fair value through profit or loss | 5(d) | 146,173 | 106,473 |
| Financial instruments at fair value through profit or loss | 5(c) | 1,131,389 | 1,243,764 |
| Accounts receivable | 5(a) | 66,456 | 57,675 |
| Sub-leases receivable | 10 | 4,071 | 1,500 |
| Taxes recoverable | 2,631 | 1,555 | |
| Other assets | 6 | 19,163 | 16,481 |
| Total current assets | 1,407,925 | 1,457,556 | |
| Non-current assets | |||
| Financial instruments at fair value through profit or loss | 5(c) | 6,776 | 5,985 |
| Accounts receivable | 5(a) | 35,227 | 17,298 |
| Sub-leases receivable | 10 | 2,352 | 1,343 |
| Taxes recoverable | 433 | 3,141 | |
| Deferred taxes | 20 | 11,923 | 9,241 |
| Other assets | 6 | 633 | 1,065 |
| 57,344 | 38,073 | ||
| Property and equipment | 8 | 13,116 | 11,951 |
| Right of use - Leases | 10 | 57,849 | 70,136 |
| Intangible assets | 9 | 206,035 | 189,238 |
| Total non-current assets | 334,344 | 309,398 | |
| Total assets | 1,742,269 | 1,766,954 |
The accompanying notes are an integral part of these interim consolidated financial statements.
F-2
Vinci Partners Investments Ltd.
Consolidated balance sheet
All amounts in thousands of reais
| Liabilities and equity | Note | 09/30/2023 | 12/31/2022 |
|---|---|---|---|
| Current liabilities | |||
| Trade payables | 563 | 1,247 | |
| Deferred revenue | 12,498 | - | |
| Leases | 10 and 5(e) | 24,381 | 24,147 |
| Accounts payable | 11 | 7,601 | 7,328 |
| Labor and social security obligations | 12 | 73,763 | 87,732 |
| Loans and obligations | 14 | 66,081 | 13,168 |
| Taxes and contributions payable | 13 | 18,880 | 22,291 |
| Total current liabilities | 203,767 | 155,913 | |
| Non-current liabilities | |||
| Leases | 10 and 5(e) | 50,035 | 62,064 |
| Labor and social security obligations | 12 | 4,439 | 2,968 |
| Loans and obligations | 14 | 111,878 | 162,122 |
| Deferred taxes | 19 | 4,630 | 8,340 |
| Retirement plans liabilities | 15 | 34,701 | - |
| Total non-current liabilities | 205,683 | 235,494 | |
| Total liabilities | 409,450 | 391,407 | |
| Equity | 16 | ||
| Share capital | 15 | 15 | |
| Additional paid-in capital | 1,376,255 | 1,382,038 | |
| Treasury shares | 16(f) | (167,872) | (114,978) |
| Retained earnings | 91,815 | 81,310 | |
| Other reserves | 30,001 | 24,149 | |
| 1,330,214 | 1,372,534 | ||
| Non-controlling interests in the equity of subsidiaries | 7(b) | 2,605 | 3,013 |
| Total equity | 1,332,819 | 1,375,547 | |
| Total liabilities and equity | 1,742,269 | 1,766,954 |
The accompanying notes are an integral part of these interim consolidated financial statements.
F-3
Vinci Partners Investments Ltd.
Interim consolidated statement of income
For the nine and three-month period ended September 30
All amounts in thousands of reaisunless otherwise stated
| Nine months ended September 30 | Three months ended September 30 | ||||
|---|---|---|---|---|---|
| Statements of Income | Note | 2023 | 2022 | 2023 | 2022 |
| Net revenue from services rendered | 17 | 328,978 | 296,503 | 109,086 | 102,659 |
| General and administrative expenses | 18 | (180,800) | (167,615) | (61,738) | (59,768) |
| Operating profit | 148,178 | 128,888 | 47,348 | 42,891 | |
| Finance income | 19 | 79,172 | 98,896 | 9,818 | 44,704 |
| Finance expenses | 19 | (36,175) | (32,351) | (14,974) | (7,316) |
| Finance profit/(loss), net | 42,997 | 66,545 | (5,156) | 37,388 | |
| Profit before income taxes | 191,175 | 195,433 | 42,192 | 80,279 | |
| Income taxes | 20 | (35,100) | (34,522) | (10,375) | (11,072) |
| Profit for the period | 156,075 | 160,911 | 31,817 | 69,207 | |
| Attributable to the shareholders of the parent company | 156,483 | 160,908 | 32,005 | 69,197 | |
| Attributable to non-controlling interests | (408) | 3 | (188) | 10 | |
| Basic earnings per share in Brazilian Reais | 2.80 | 2.85 | 0.57 | 1.22 | |
| Diluted earnings per share in Brazilian Reais | 2.71 | 2.81 | 0.55 | 1.20 |
The accompanying notes are an integral part of these interim consolidated financial statements.
F-4
Vinci Partners Investments Ltd.
Interim consolidated statement of comprehensive income
For the nine and three-month period ended September 30
All amounts in thousands of reais
| Nine months ended September 30 | Three months ended September 30 | |||
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| Profit for the period | 156,075 | 160,911 | 31,817 | 69,207 |
| Other comprehensive income | ||||
| Items that may be reclassified to profit or loss: | ||||
| Foreign exchange variance of investees | ||||
| Vinci Capital Partners GP Limited | (4) | 16 | 5 | 27 |
| Vinci USA LLC | (1,289) | (290) | 1,213 | 554 |
| Vinci Capital Partners III GP Limited | (36) | 13 | 29 | 9 |
| GGN GP LLC | (5) | (5) | 3 | 3 |
| VICC Infra GP LLC | (7) | 20 | 5 | 4 |
| Vinci Capital Partners IV GP LLC | (82) | 3 | 78 | 3 |
| Total comprehensive income for the period | 154,652 | 160,668 | 33,150 | 69,807 |
| Attributable to: | ||||
| Shareholders of the parent company | 155,060 | 160,665 | 33,338 | 69,797 |
| Non-controlling interests | (408) | 3 | (188) | 10 |
| 154,652 | 160,668 | 33,150 | 69,807 |
The accompanying notes are an integral part of these interim consolidated financial statements.
F-5
Vinci Partners Investments Ltd.
Interim consolidated statement of changes in equity
For the nine months ended September 30
All amounts in thousands of reais
| Share | Additional | Retained | Other | Treasury | Non-controlling | Total | ||
|---|---|---|---|---|---|---|---|---|
| capital | paid-in capital | earnings | reserves | shares | Total | interests | equity | |
| At January 01, 2022 | 15 | 1,382,038 | 70,183 | 15,182 | (52,585) | 1,414,833 | 43 | 1,414,876 |
| Profit for the period | - | - | 160,908 | - | - | 160,908 | 3 | 160,911 |
| Other comprehensive income: | ||||||||
| Foreign exchange variation of investee located<br> abroad | - | - | - | (243) | - | (243) | (1) | (244) |
| Capital increase | - | - | - | - | - | - | 1,530 | 1,530 |
| Share based payments | - | - | - | 6,766 | - | 6,766 | - | 6,766 |
| Treasury shares bought | - | - | - | - | (47,738) | (47,738) | - | (47,738) |
| Allocation of profit: | ||||||||
| Dividends | - | - | (151,956) | - | - | (151,956) | - | (151,956) |
| At September 30, 2022 | 15 | 1,382,038 | 79,135 | 21,705 | (100,323) | 1,382,570 | 1,575 | 1,384,145 |
| At January 01, 2023 | 15 | 1,382,038 | 81,310 | 24,149 | (114,978) | 1,372,534 | 3,013 | 1,375,547 |
| Profit for the period | - | - | 156,483 | - | - | 156,483 | (408) | 156,075 |
| Other comprehensive income: | ||||||||
| Foreign exchange variation of investee located<br> abroad | - | - | - | (1,423) | - | (1,423) | - | (1,423) |
| Share based payments | - | (2,783) | - | 7,275 | 2,783 | 7,275 | - | 7,275 |
| Treasury shares bought, net of shares sold | - | (3,000) | - | - | (55,677) | (58,677) | - | (58,677) |
| Allocation of profit: | ||||||||
| Dividends | - | - | (145,978) | - | - | (145,978) | - | (145,978) |
| At September 30, 2023 | 15 | 1,376,255 | 91,815 | 30,001 | (167,872) | 1,330,214 | 2,605 | 1,332,819 |
The accompanying notes are an integral part of these interim consolidated financial statements.
F-6
Vinci Partners Investments Ltd.
Interim consolidated statements of cash flows
Nine-month period ended September 30
All amounts in thousands of reaisunless otherwise stated
| Notes | Nine months ended September 30 | ||
|---|---|---|---|
| 2023 | 2022 | ||
| Cash flows from operating activities | |||
| Profit before taxation | 17 | 191,175 | 195,433 |
| Adjustments to reconcile net income to cash flows from operations: | |||
| Depreciation and amortization | 14,779 | 11,232 | |
| Investment income of financial instruments at fair value through profit or loss | (62,336) | (70,875) | |
| Interest expense on loans and obligations | 18 | 11,736 | 1,952 |
| Interest on contingent consideration | 18 | 11,796 | - |
| Share based payments | 17 | 10,718 | 6,765 |
| Financial result on lease agreements | 18 | 7,049 | 6,864 |
| 184,917 | 151,371 | ||
| Changes in assets and liabilities | |||
| Accounts receivables | (26,709) | (2,879) | |
| Taxes recoverable | 1,631 | (1,663) | |
| Other assets | (2,251) | (8,635) | |
| Trade payables | (685) | (87) | |
| Deferred revenue | 12,498 | 16,713 | |
| Accounts payable | 1,123 | 56 | |
| Labor and social security obligations | (15,940) | (39,310) | |
| Taxes and contributions payable | (2,057) | (1,349) | |
| Contributions for retirements plans | 34,282 | - | |
| 1,892 | (37,154) | ||
| Cash generated from operations | 186,809 | 114,217 | |
| Income tax paid | (42,545) | (41,488) | |
| Net cash inflow (outflow) from operating activities | 144,264 | 72,729 | |
| Cash flows from investing activities | |||
| Payment for acquisition of subsidiary | - | (80,000) | |
| Purchases of property and equipment and additions to intangible assets | (25,701) | (2,450) | |
| Purchase of financial instruments at fair value through profit or loss | (208,989) | (326,741) | |
| Sales of financial instruments at fair value through profit or loss | 383,329 | 471,321 | |
| Net cash inflow from investing activities | 148,639 | 62,130 | |
| Cash flows from financing activities | |||
| Capital increase of non-controlling interests in the equity of subsidiaries | - | 1,530 | |
| Proceeds from loans and obligations, net of transaction costs | - | 79,026 | |
| Interest payments of loans and obligations | (11,975) | - | |
| Principal payments of loans and obligations | (8,889) | - | |
| Treasury shares acquisition paid, net of treasury shares sold | (58,861) | (49,156) | |
| Lease payments, net of sublease received | (17,562) | (17,042) | |
| Dividends paid | (145,312) | (153,376) | |
| Net cash (outflow) from financing activities | (242,599) | (139,018) | |
| Cash and cash equivalent increased from Business Combination | - | 497 | |
| Net increase (decrease) in cash and cash equivalents | 50,304 | (3,662) | |
| Cash and cash equivalents at the beginning of the period | 5(d) | 136,581 | 102,569 |
| Foreign exchange variation of cash and cash equivalents in subsidiaries abroad | (2,670) | (1,524) | |
| Cash and cash equivalents at the end of the period (Note 5d) | 5(d) | 184,215 | 97,383 |
Non-cash financing activities
Dividends declared and not yet paid until September 30, 2023 and 2022 were R$ 3,791 and R$ 4,363 (Note 11), respectively.
The accompanying notes are an integral part of these interim consolidated financial statements.
F-7
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 1 | Operations |
|---|
Vinci Partners Investments Ltd. Is an exempted company incorporated in the Cayman Islands (referred to herein as “Entity”, “Group” or “Vinci”). The Group started its activities in September 2009. Its objective is to hold investments in the capital of other companies as partner (shareholder). The investees are specialized in rendering alternative investment management, asset allocation and financial advisory services.
The registered office of the Entity is at Harneys Fiduciary (Cayman) Limited, 4^th^ Floor, Harbour Place, 103 South Church Street, P.O. Box 10240, Grand Cayman KY1-1002, Cayman Islands.
| 2 | Summary of significant accounting policies |
|---|---|
| 2.1 | Basis of preparation and presentation |
| --- | --- |
The unaudited interim condensed consolidated financial statements (herein referred to “interim consolidated financial statements”) have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”).
The unaudited interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group’s annual consolidated financial statements as of December 31, 2022.
The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period.
The unaudited interim condensed consolidated financial statements are presented in Brazilian reais (“R$”), and all amounts disclosed in the financial statements and notes have been rounded off to the nearest thousand currency units unless otherwise stated.
The issuance of these financial statements was authorized by the Entity's management on November 8, 2023.
| (a) | Interim consolidated financial statements |
|---|
Vinci operates as an asset management firm. The Group focuses on private markets, liquid strategies, financial advisory, investment products and solutions, and retirement services, which comprise the main activity of the Group.
The Group controls an entity where the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity.
Also, the Entity holds interest in subsidiaries whose main purpose and activities are providing services that relate to the Entity’s activities. Therefore, the Entity consolidates these subsidiaries.
Ownership interest in subsidiaries on September 30, 2023 and December 31, 2022 are as follows:
F-8
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Interest - % | ||
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| Subsidiaries | ||
| Vinci Partners Investimentos Ltda. | 100 | 100 |
| Vinci Assessoria financeira Ltda. (1) | 100 | 100 |
| Vinci Equities Gestora de Recursos Ltda. (1) | 100 | 100 |
| Vinci Gestora de Recursos Ltda. (1) | 100 | 100 |
| Vinci Capital Gestora de Recursos Ltda. (1) | 100 | 100 |
| Vinci Soluções de Investimentos Ltda. | 100 | 100 |
| Vinci Real Estate Gestora de Recursos Ltda. (1) | 100 | 100 |
| Vinci Capital Partners GP Limited. | 100 | 100 |
| Vinci Partners USA LLC | 100 | 100 |
| Vinci GGN Gestão de Recursos Ltda. (1) | 100 | 100 |
| Vinci Infraestrutura Gestora de Recursos Ltda. | 100 | 100 |
| Vinci Capital Partners GP III Limited. | 100 | 100 |
| GGN GP LLC | 100 | 100 |
| Amalfi Empreendimentos e Participações S.A. | - | 100 |
| Vinci APM Ltda. (1) | 100 | 100 |
| Vinci Monalisa FIM Crédito Privado IE (2) | 100 | 100 |
| Vinci Asset Allocation Ltda. | 75 | 75 |
| VICC Infra GP LLC | 100 | 100 |
| Vinci Capital Partners IV GP LLC | 100 | 100 |
| Vinci Holding Securitária Ltda. | 85 | 85 |
| Vinci Vida e Previdência S.A. (3) | 85 | 85 |
| SPS Capital Gestão de Recursos Ltda. (4) | 100 | 100 |
| VICC Infra GP (Lux), S.A.R.L. | 100 | - |
| (1) | Minority interest represents less than 0.001%. | |
| --- | --- | |
| (2) | Under the terms of IFRS 10, the Entity does not consolidate<br>its investment in Vinci Monalisa FIM Crédito Privado IE and measures at fair value through profit or loss in accordance with IFRS<br>9. | |
| --- | --- | |
| (3) | Vinci has an indirect interest at Vinci Vida e Previdência<br>of 85% through its subsidiary Vinci Holding Securitária Ltda., which holds 100% of ownership interest at Vinci Vida e Previdência. | |
| --- | --- | |
| (4) | On 16 August 2022, Vinci Soluções de Investimentos Ltda. acquired 90% of the issued share capital of SPS Capital Gestão<br>de Recursos Ltda. The acquisition gives to Vinci Soluções de Investimentos the right of 100% on the economic interest of<br>SPS Gestão de Recursos Ltda. | |
| --- | --- |
Subsidiaries are all entities (including structured entities) over which the Group has control. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
Inter-company transactions, balances and unrealized gains on transactions between Group companies are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of profit or loss, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated balance sheet respectively.
F-9
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognized in another reserve within equity attributable to owners of Entity.
When the Group ceases to consolidate an investment or account for it under equity method because of a loss of control, joint control or significant influence, any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognized in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognized in other comprehensive income in respect of that entity are accounted for as if the group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are reclassified to profit or loss.
| 2.2 | Segment reporting |
|---|
During January 2021, the members of the Board of Directors of Vinci Partners Investments Ltd were appointed. Under the supervision of the Board of Directors, the CEO is responsible for the decision-making process related to executive themes, resources allocation and strategic decisions of Vinci.
The strategic decisions of the Group comprise five distinct business segments: (i) Private market strategies, (ii) Liquid strategies, (iii) Investment products and solutions; (iv) Financial advisory and (v) Vinci retirement services (Note 20).
Strategies were sorted out within business segments following technical and strategic similarities among funds’ attributes, such as management and performance fee structures, liquidity constraints, targeted returns and investor profile.
| 3 | Accounting estimates and judgments |
|---|
The Entity makes estimates and assumptions concerning the future, based on historical experience and other factors, including expectations of future events. The resulting accounting estimates will, by definition, seldom equal the related actual results. The main estimations and assumptions made by the Entity is included as follow:
| • | Allowance of expected credit losses of accounts receivable. |
|---|---|
| • | Provision for profit sharing. |
| --- | --- |
| • | Consolidation of subsidiaries. |
| --- | --- |
| • | Fair value measurement of financial assets. |
| --- | --- |
| • | Provision for contingent liabilities. |
| --- | --- |
| • | Impairment for goodwill and other intangible assets. |
| --- | --- |
| • | Fair value measurement of contingent consideration. |
| --- | --- |
| • | Fair value of share-based payments. |
| --- | --- |
| 4 | Financial risk management |
| --- | --- |
The main risks related to the financial instruments are credit risk, market risk, and liquidity risk, as defined below. The management of such risks involves various levels in the Entity and comprehends a number of policies and strategies. The Group's risk management focuses on the unpredictability of financial markets and seeks to mitigate potential adverse impacts on the Group's financial performance.
| 4.1 | Financial risk factors |
|---|
This note explains the Group's exposure to financial risks and how these risks could affect the Group's future financial performance. Current year profit and loss information has been included where relevant to add further context.
F-10
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
The Group's risk management is predominantly controlled by a risk assessment department under process and controls approved by the management. The management provides written process and controls for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.
| (a) | Credit risk |
|---|
Credit risk arises from cash and cash equivalents, contractual cash flows of debt investments carried at amortized cost, at fair value through profit or loss (FVTPL), and deposits with banks and financial institutions, as well as credit exposures to wholesale and retail customers, including outstanding receivables.
(i) Risk management
Vinci's treasury manages credit risk on a group basis. As of September 30, 2023, and 2022 the expected credit losses are considered immaterial due to the short maturities of the deposits and the credit quality of the main counterparty, which have a credit rating AAA evaluated by Fitch Ratings. The Entity has not suffered any losses from cash and cash equivalent since inception. Vinci's treasury review expected credit losses on a regular basis.
(ii) Impairment of financial assets
The Group has the following types of financial assets that are subject to the expected credit loss model:
• Accounts receivable.
• Debt investments carried at amortized cost.
While cash and cash equivalents are also subject to the impairment requirements of IFRS 9, the expected impairment loss was immaterial.
| (b) | Market risk |
|---|
(i) Foreign exchange risk
At the reporting date, the carrying amount value of the Group’s financial assets and liabilities exposed to US Dollars were as follows:
| Balance sheet | 09/30/2023 | 12/31/2022 |
|---|---|---|
| Cash and cash equivalents | 25,565 | 30,087 |
| Accounts receivable | 6,335 | 13,823 |
| Other receivables | 2,393 | 1,618 |
| Current assets | 34,293 | 45,528 |
| Leases, property and equipment | 3,054 | 3,596 |
| Non-current assets | 3,054 | 3,596 |
| Trade payables | 1,204 | 1,657 |
| Labor and social security obligations | 3,226 | 7,295 |
| Current liabilities | 4,430 | 8,952 |
| Payables to related parties | - | 608 |
| Other payables | 250 | - |
| Lease | 1,207 | 1,973 |
| Non-current liabilities | 1,458 | 2,581 |
| Net Equity | 31,460 | 37,591 |
F-11
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
The aggregate net foreign exchange gains/losses recognized in profit or loss were:
| Nine months ended September 30 | Three months ended September 30 | |||
|---|---|---|---|---|
| Net foreign exchange result for the period | 2023 | 2022 | 2023 | 2022 |
| Financial revenue | 501 | 2,297 | 501 | 211 |
| Financial expense | (774) | (2,986) | - | - |
| Net foreign exchange result, net | (274) | (689) | 501 | 211 |
The Group operates internationally and is exposed to foreign exchange risk, exclusively the US dollar.
Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities denominated in a currency that is not the functional currency of the Group.
(ii) Interest rate risk
The Group's profit or loss is sensitive to higher/lower interest income from cash equivalents and fixed income funds as a result of changes in interest rates.
(iii) Price risk
The Group's exposure to investment securities price risk arises from investments held by the group and classified in the balance sheet at fair value through profit or loss (note 5).
To manage its price risk arising from investments in investment securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.
The majority of the Group's financial investments that are exposed to significant price risk are the private equity investments and investments held by Monalisa FIM. Note 5(d) demonstrates the sensitivity analyses of impact for the assets held by the Group.
| (c) | Liquidity risk |
|---|
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. At the end of the reporting period the Group held bank deposits and certificates of deposits of R$ 184,215 (12/31/2022 – R$ 136,581) that are expected to readily generate cash inflows for managing liquidity risk.
Net debt reconciliation
This section sets out an analysis of net debt and the movements in net debt for each of the years presented.
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Cash and cash equivalents | 184,215 | 136,581 |
| Financial instruments at fair value through profit or loss (i) | 1,131,389 | 1,243,764 |
| Trade payables | (563) | (1,247) |
| Labor and social security obligations | (78,202) | (90,700) |
| Accounts payable | (7,601) | (7,328) |
| Lease liabilities | (74,416) | (86,211) |
| Commercial Notes | (70,673) | (83,212) |
| Consideration payable | (46,991) | (43,579) |
| Contingent consideration | (60,295) | (48,499) |
| Retirement plans liabilities | (34,701) | - |
| Net debt | 942,162 | 1,019,569 |
F-12
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| (i) | Comprised of liquid and illiquid investments. Liquid investments are current assets that are traded in<br>an active market. Illiquid investments are comprised of assets that trade infrequently. | |||||
|---|---|---|---|---|---|---|
| Financial liabilities | Other assets | |||||
| --- | --- | --- | --- | --- | --- | --- |
| Payables | Loans and obligations | Retirement plans | Lease liabilities | Cash and cash equivalents | Financial instruments at fair value through profit or loss | |
| Net debt as at | ||||||
| December 31, 2021 | (117,807) | - | - | (85,544) | 102,569 | 1,372,926 |
| Cash flow and dividends provision | 18,532 | - | - | 24,440 | 26,599 | (215,046) |
| Fair value adjustment | - | - | - | - | 7,413 | 85,884 |
| Addition and finance expenses accrual | - | (175,290) | - | (25,197) | - | - |
| Foreign exchange adjustments | - | - | - | - | - | - |
| Other changes (i) | - | - | - | 90 | - | - |
| December 31, 2022 | (99,275) | (175,290) | - | (86,211) | 136,581 | 1,243,764 |
| Cash flow and dividends provision | 12,909 | - | (35,120) | 19,257 | 38,225 | (174,582) |
| Fair value adjustment | - | - | 419 | - | 9,409 | 62,207 |
| Addition and finance expenses accrual | - | (2,669) | (7,542) | - | - | |
| Foreign exchange adjustments | - | - | - | - | - | |
| Other changes (i) | - | - | 80 | - | - | |
| September 30, 2023 | (86,366) | (177,959) | (34,701) | (74,416) | 184,215 | 1,131,389 |
(i) Other changes include non-cash movements, including Cumulative Translation Adjustments (“CTA”) which will be presented as in other comprehensive income statements.
Maturities of financial liabilities
Except for the retirement plans liabilities, the tables below analyze the Group's financial liabilities into relevant maturity groupings based on their contractual maturities for significant financial liabilities.
| Contractual maturities offinancial liabilities at September 30, 2023 | Less than 1 year | Between 1 and 3 years | Over 3 years | Total | Carrying amount |
|---|---|---|---|---|---|
| Trade payables | (563) | - | - | (563) | (563) |
| Labor and social security obligations | (73,763) | (4,439) | - | (78,202) | (78,202) |
| Lease liabilities | (24,381) | (35,508) | (36,897) | (96,786) | (74,416) |
| Accounts payable | (7,601) | - | - | (7,601) | (7,601) |
| Loans and financing | (48,324) | (98,574) | (79,932) | (226,830) | (177,959) |
| Total | (154,632) | (138,521) | (116,829) | (409,982) | (338,741) |
F-13
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Contractual maturities offinancial liabilities at December 31, 2022 | Less than 1 year | Between 1 and 3 years | Over 3 years | Total | Carrying amount |
|---|---|---|---|---|---|
| Trade payables | (1,247) | - | - | (1,247) | (1,247) |
| Labor and social security obligations | (87,732) | (2,968) | - | (90,700) | (90,700) |
| Lease liabilities | (24,147) | (45,878) | (43,356) | (113,381) | (86,211) |
| Accounts payable | (7,328) | - | - | (7,328) | (7,328) |
| Loans and financing | (20,876) | (104,761) | (90,890) | (216,527) | (175,290) |
| Total | (141,330) | (153,607) | (134,246) | (429,183) | (360,776) |
| (d) | Sensitivity analysis | ||||
| --- | --- |
The Group monitors and evaluates the market risk related to its financial investments portfolio periodically to assess its volatility, through changes that can significantly impact its financial results. Considering a period of one day and the historical results over the past year, the following Value at Risk (VAR) parameters were used:
| ● | 0.25% (or R$ 2.9 million) of the financial investment portfolio for a confidence interval of 95% on September<br>30, 2023 (0.18% or R$ 2.4 million on December 31, 2022). |
|---|---|
| ● | 0.35% (or R$ 4.0 million) of the financial investment portfolio for a confidence interval of 99% on September<br>30, 2023 (0.30% or R$ 3.95 million on December 31, 2022). |
| --- | --- |
Additionally, the Group evaluated the financial investment portfolio on September 30, 2023 and December 31, 2022, through stress scenarios according to the main risk factors related to its investments, as presented in the table below:
| Financial Impact (**) | ||||
|---|---|---|---|---|
| Risk Factor | Variation in | Stress Scenario (*) | 09/30/2023 | 12/31/2022 |
| Current inflation | Inflation index | -100bps | 5.1 | 1.6 |
| Exchange traded real estate funds | Share prices | -10% | (19.2) | (17.9) |
| Brazilian stock prices | Share prices | -10% | (5.7) | (5.8) |
| Fixed-rate offshore rates | US yield curve | -100bps | (1.2) | (1.8) |
| Foreign exchange rate | Foreign exchange rates | 10% (***) | (0.0) | 4.1 |
| Domestic base overnight rate | Domestic base overnight rate | -100bps | (5.8) | (6.9) |
(*) bps - basis point (1bps = 0,01%)
(**) In millions of Brazilian reais
(***) Brazilian reais devaluation against US Dollars
An equal change in the opposite direction of the stress scenario would have affected the financial investment portfolio by a similar amount, on the basis that all other variables remain constant.
F-14
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 5 | Financial instruments |
|---|
This note provides information about the group's financial instruments, including:
an overview of all financial instruments held by the Group
specific information about each type of financial instrument
accounting policies
information about determining the fair value of the instruments, including judgements and estimation uncertainty involved.
The Group classifies its financial assets in the following measurement categories:
| ● | those measured at fair value or through profit or loss, and |
|---|---|
| ● | those measured at amortized cost. |
| --- | --- |
The classification depends on the entity's business model for managing the financial assets and the contractual terms of the cash flows.
For assets measured at fair value, gains and losses will be recorded in profit or loss.
Recognition and derecognition
Regular way purchases and sales of financial assets are recognized on trade date, being the date on which the group commits to purchase or sell the asset. Financial assets are derecognized when the rights to receive cash flows from the financial assets have expired or have been transferred and the group has transferred substantially all the risks and rewards of ownership.
Measurement
At initial recognition, the group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.
The Group holds the following financial instruments:
| Financial assets | Section | 09/30/2023 | 12/31/2022 |
|---|---|---|---|
| Accounts receivable | (a) | 101,683 | 74,973 |
| Other financial assets at amortized cost | (b) | 4,933 | 6,356 |
| Cash and cash equivalents | (d) | 184,215 | 136,581 |
| Financial assets at fair value through profit or loss (FVPL) | (c) | 1,138,165 | 1,249,749 |
| 1,428,996 | 1,467,659 | ||
| Financial liabilities | |||
| Liabilities at amortized cost | (e) | 86,366 | 99,275 |
| Lease liabilities | (e) | 74,416 | 86,211 |
| Loans and financing | (e) | 177,959 | 175,290 |
| 338,741 | 360,776 |
F-15
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
The Group's exposure to risks associated with the financial instruments is discussed in Note 4. The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of financial assets mentioned above.
| a) | Accounts receivable | |
|---|---|---|
| Current assets | 09/30/2023 | 12/31/2022 |
| --- | --- | --- |
| Accounts receivable from contracts with customers | 66,622 | 57,841 |
| Loss allowance | (166) | (166) |
| Non-current assets | ||
| Accounts receivable from contracts with customers | 35,227 | 17,298 |
| 101,683 | 74,973 |
Accounts receivables are recognized initially at the amount of consideration that is unconditional and are not submitted to any financial components. They are subsequently measured at amortized cost, less loss allowance.
Current accounts receivable are amounts due from customers for services performed in the ordinary course of business. They are generally due for settlement within 30 days and are therefore classified as current in its entirety. Due to the short-term nature of the current receivables, their carrying amount is considered to be the same as their fair value.
Non-current accounts receivable comprised by unrealized performance fees and other receivables. Unrealized performance fees are recognized when the management, with accumulated experience, estimate that it is highly probable that a significant reversal will not occur.
The Entity use a provision matrix to calculate expected credit losses and the exposure to credit risk from receivables are reviewed on a regular basis. Accounts receivable allowance for expected credit losses are presented in general and administrative expense.
The loss allowances for accounts receivable as of September 30, 2023 and December 31, 2022 reconcile to the opening loss allowances as follows:
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Opening loss allowance on January 1 | (166) | (170) |
| Increase in accounts receivable allowance recognized in profit or loss | - | 4 |
| Closing loss allowance on September 30 / December 31 | (166) | (166) |
Accounts receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, among others, the failure of a debtor to engage in a repayment plan with the group, and a failure to make contractual payments. The Entity has not written any amount of accounts receivable during 2023 and 2022. Subsequent recoveries of amounts previously written off are credited against the same line item.
| b) | Other financial assets at amortized cost |
|---|
Financial assets at amortized cost refer to the following debt instruments:
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Employees loans (Note 6 (i)) | 4,933 | 6,356 |
F-16
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
These amounts generally arise from transactions outside the usual operating activities of the group. Interest may be charged at commercial rates and collateral is not normally obtained.
All the financial assets at amortized cost are denominated in Brazilian currency units. As a result, there is no exposure to foreign currency risk. There is also no exposure to price risk as the investments will be held to maturity.
See note 6 for more details.
| c) | Financial assets at fair value through profit or loss |
|---|
The group classifies the following financial assets at fair value through profit or loss (FVPL):
| - | Mutual funds; |
|---|---|
| - | Private markets funds. |
| --- | --- |
Financial assets measured at FVPL include the following categories:
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Current assets | 1,131,389 | 1,243,764 |
| Mutual funds | 1,131,389 | 1,243,764 |
| Non-current assets | 6,776 | 5,985 |
| Private markets funds | 6,776 | 5,985 |
The following tables demonstrate the funds invested included in each category mentioned above.
| Mutual funds | ||
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| Vinci Monalisa FIM Crédito Privado IE (2) | 961,503 | 1,057,547 |
| Vinci Multiestratégia FIM | 61,292 | 165,339 |
| Vinci International Master Portfolio SPC - Reflation SP | 627 | 12,824 |
| VINCI INST FI RF REF DI | 61,333 | - |
| Vinci Reservas Técnicas FI RF DI | 2,139 | - |
| Retirement services investment funds (1) | 34,701 | - |
| FI Vinci Renda Fixa CP | 9,794 | 8,054 |
| 1,131,389 | 1,243,764 | |
| Private markets | ||
| --- | --- | --- |
| 09/30/2023 | 12/31/2022 | |
| Vinci Capital Partners III Feeder FIP Multiestratégia | 3,928 | 3,351 |
| Nordeste III FIP Multiestratégia | 2,848 | 2,634 |
| Total Private markets funds | 6,776 | 5,985 |
(1) These funds refer to the financial products as part of the Company's retirement plans services. See Note 15 for further information.
(2) Vinci Monalisa FIM Crédito Privado IE (“Vinci Monalisa”) is a mutual fund incorporated in Brazil and wholly owned by the Company. Vinci Monalisa’s balances are the following:
F-17
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Net Asset Value | 961,503 | 1,057,547 |
| Real estate funds | 227,845 | 220,617 |
| Mutual funds | 600,050 | 743,479 |
| Private equity funds | 116,706 | 70,367 |
| Other assets/liabilities | 16,902 | 23,084 |
The Vinci Monalisa’s portfolio is comprised of liquid and illiquid investee funds with different redemption criteria. Over 80% of its investments are liquid and may be redeemed and 20% are non-redeemable investments. The following tables demonstrate the funds invested by Vinci Monalisa:
Mutual funds
Vinci Monalisa holds investments in several mutual funds to seek profitability through investments in various classes of financial assets such as fixed income assets, Brazilian government bonds, public equities, derivatives financial instruments, investment funds and other short-term liquid securities. As of September 30, 2023, and December 31, 2022, Vinci Monalisa holds R$ 600,050 and R$ 743,479 of investments in mutual funds, respectively, which are distributed in the following classification:
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Mutual Funds’ classification | ||
| Interest and foreign exchange (a) | 81.70% | 72.79% |
| Unrestricted investments (b) | - | 11.83% |
| Foreign investments (c) | 5.94% | 6.20% |
| Macro (d) | 4.23% | 3.16% |
| Specific strategy (e) | 8.13% | 6.02% |
| 100.00% | 100.00% | |
| (a) | Funds that seek long-term returns via investments in fixed-income assets, admitting strategies that imply interest risk, price index<br>risk and foreign currency risk. | |
| --- | --- | |
| (b) | Funds without commitment to concentration in any specific strategy. | |
| --- | --- | |
| (c) | Funds that invest in financial assets abroad in a portion greater than 40% of their net asset values. | |
| --- | --- | |
| (d) | Funds that operate in various asset classes (fixed income, variable income, foreign exchange, etc.), with investment strategies based<br>on medium and long-term macroeconomic scenarios. | |
| --- | --- | |
| (e) | Funds that adopt an investment strategy that involves specific<br>risks, such as commodities, futures of index, etc. | |
| --- | --- | |
| Real Estate funds | ||
| --- | --- | --- |
| 09/30/2023 | 12/31/2022 | |
| Vinci Credit Securities FII (i) | 69,549 | 75,720 |
| Vinci Imóveis Urbanos FII (ii) | 54,356 | 53,346 |
| Vinci Offices FII (iii) | 38,448 | 43,163 |
| Other real estate funds (iv) | 65,492 | 48,388 |
| 227,845 | 220,617 |
(i) The fund invests in real estate receivable certificates, bonds and other real estate assets;
(ii) The fund’s investment strategy is to acquire properties in the retail, general markets, health and education sectors located in large urban centers that, in the Manager's view, generate long-term value;
(iii) The fund invests in controlling corporate buildings, mostly leased, which, in the Manager's view, generate value for the properties.
(iv) Comprised of funds that allocate their capital in diversified portfolios of shares of real estate funds, real estate receivable certificates, bonds, securities and other real estate assets.
F-18
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Private markets funds | ||
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| Vinci Impacto Ret IV FIP Multiestratégia | 4,189 | 2,925 |
| Vinci Infra Coinvestimento I FIP - Infraestrutura (i) | 10,233 | 10,924 |
| Vinci Infra Água e Saneamento Strategy FIP - Infraestrutura | 43,618 | 33,946 |
| Vinci Crédito Infra Institucional Fundo Incentivado - Infraestrutura | 36,389 | 7,584 |
| Other funds | 22,277 | 14,988 |
| Total private markets funds | 116,706 | 70,367 |
(i) Fund focused on the acquisition of shares, share bonuses subscriptions, debentures convertible or not into shares, or other securities issued by publicly-held, publicly-traded or private corporations that develop new projects of infrastructure in the development sector and operations of electric power transmission lines, participating in the decision-making process of the investee, with effective influence. As of September 30, 2023 and December 31, 2022, the fund held investment in Água Vermelha Transmissora de Energia S.A.
During the period, the following gains/(losses) were recognized in profit or loss:’
| Nine months ended September 30 | Three months ended September 30 | |||
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| Fair value gains on investments at FVPL recognized in finance income | 73,403 | 75,895 | 8,680 | 41,374 |
| d) | Cash and cash equivalents | |||
| --- | --- | |||
| Current assets | 09/30/2023 | 12/31/2022 | ||
| --- | --- | --- | ||
| Cash and bank deposits | 38,042 | 30,108 | ||
| Certificate of deposit (i) | 146,173 | 106,473 | ||
| 184,215 | 136,581 |
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, bank deposits held at financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
(i) Comprises certificates of deposits issued by Banco Bradesco (credit rating AAA evaluated by Fitch Ratings) with an interest rate of 101% of CDI (interbank deposit rate). The certificates are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
| e) | Financial liabilities | |
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| --- | --- | --- |
| Current | 172,389 | 133,622 |
| Trade payables | 563 | 1,247 |
| Labor and social security obligations (Note 12) | 73,763 | 87,732 |
| Loans and obligations (Note 14) | 66,081 | 13,168 |
| Lease liabilities | 24,381 | 24,147 |
| Accounts payable (Note 11) | 7,601 | 7,328 |
| Non-current | 166,352 | 227,154 |
| Lease liabilities | 50,035 | 62,064 |
| Labor and social security obligations (Note 12) | 4,439 | 2,968 |
| Loans and obligations (Note 14) | 111,878 | 162,122 |
| 338,741 | 360,776 |
F-19
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| (a) | Fair value hierarchy |
|---|
This section explains the judgments and estimates made in determining the fair values of the financial instruments that are recognized and measured at fair value through profit or loss in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the group has classified its financial instruments into the three levels prescribed under the accounting standards. An explanation of each level follows underneath the table.
| On September 30, 2023 | ||||
|---|---|---|---|---|
| Recurring fair value measurements | Level 1 | Level 2 | Level 3 | Total |
| Financial Assets | ||||
| Certificate of deposits | - | 146,173 | - | 146,173 |
| Mutual funds | - | 1,131,389 | - | 1,131,389 |
| Private equity funds | - | - | 6,776 | 6,776 |
| Total Financial Assets | - | 1,277,562 | 6,776 | 1,284,338 |
| On December 31, 2022 | ||||
| --- | --- | --- | --- | --- |
| Recurring fair value measurements | Level 1 | Level 2 | Level 3 | Total |
| Financial Assets | ||||
| Certificate of deposits | - | 106,473 | - | 106,473 |
| Mutual funds | - | 1,243,764 | - | 1,243,764 |
| Private equity funds | - | - | 5,985 | 5,985 |
| Total Financial Assets | - | 1,350,237 | 5,985 | 1,356,222 |
Level 1: The fair value of financial instruments traded in active markets (such as publicly traded real estate funds) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Vinci Monalisa is a financial instrument classified as level 2. Its portfolio is comprised of items that could be classified as level 1, level 2 and level 3, in the amount of R$ 154,663, R$ 607,739 and R$ 182,199, respectively (2022: R$ 172,228, R$ 743,479 and R$ 111,623, respectively).
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities.
| (b) | Valuation techniques used to determine fair values |
|---|
Specific valuation techniques used to value financial instruments include:
the use of quoted market prices
for level 3 financial instruments – discounted cash flow analysis.
F-20
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
All non-listed assets fair value estimates are included in level 2, except for private equity funds, where the fair values have been determined based on fair value appraisals for fund's investments, performed by the fund's management (Vinci Capital and Vinci Infra) or a third party hired by the Fund’s Administrator. The most part of the level 3 financial instruments evaluation uses discount cash flows techniques to evaluate the fair value of the Fund's investments. The appraisals performed by a third party are reviewed by Vinci or its subsidiaries (fund's management).
| (c) | Fair value measurements using significant unobservable inputs(level 3) |
|---|
The following table presents the changes in level 3 items for the period/year ended September 30, 2023 and December 31, 2022:
| Fair Value | |
|---|---|
| Opening balance January 1, 2022 | 8,593 |
| Capital deployment | 1,229 |
| Sales and distributions (a) | (4,008) |
| Gain recognized in finance income | 171 |
| Closing balance December 31, 2022 | 5,985 |
| Capital deployment | 930 |
| Sales and distributions | (247) |
| Gain recognized in finance income | 108 |
| Closing balance September 30, 2023 | 6,776 |
(a) In 2022, Vinci Infra Transmissão FIP – Infraestrutura was transferred to Vinci Monalisa.
F-21
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 6 | Other assets | |
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| --- | --- | --- |
| Employees loans (i) | 4,933 | 6,356 |
| Sundry advances | 155 | 192 |
| Advances to projects in progress (ii) | 12,178 | 9,774 |
| Other prepayments | 1,405 | 155 |
| Related parties’ receivables (iii) | 77 | 253 |
| Guarantee deposits (iv) | 508 | 523 |
| Sublease receivables | 227 | - |
| Others | 313 | 293 |
| 19,796 | 17,546 | |
| Current | 19,163 | 16,481 |
| Non-current | 633 | 1,065 |
| 19,796 | 17,546 | |
| (i) | Refers to amounts receivable from employees. | |
| --- | --- | |
| (ii) | Refers to costs incurred by projects related to funds administered by Vinci, that are initially paid by<br>the Group and subsequently reimbursed. | |
| --- | --- | |
| (iii) | Refers to an intercompany transaction. See Note 19 for more details. | |
| --- | --- | |
| (iv) | Refers to the security deposit of a lease. | |
| --- | --- |
F-22
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 7 | Investments |
|---|---|
| (a) | Business Combination |
| --- | --- |
| (i) | Summary of acquisition |
| --- | --- |
On 16 August 2022, Vinci Soluções de Investimentos Ltda., a wholly owned subsidiary of Vinci, acquired 90% of the issued share capital of SPS Capital Gestão de Recursos Ltda (“SPS”), a leading independent alternative asset manager focused on the Special Situations segment in Brazil. The total purchase consideration was 184,432, including a contingent consideration (earn-out).
Contingent Consideration (Earn-out)
In the event that certain pre-determined fundraising and incremental management fee is achieved for the years ended until December 31, 2026, an additional consideration in VINP’s Class A common shares through an earnout structure will be paid in 2027, up to a maximum number of 1.7 million shares.
| (b) | Non-controlling interests (NCI) |
|---|
Set out below is summarized financial information for each subsidiary that has non-controlling interests that are material to the group. The amounts disclosed for each subsidiary are before inter-company eliminations.
| Vinci Asset Allocation | Vinci Holding Securitária | Total | ||||
|---|---|---|---|---|---|---|
| 09/30/2023 | 12/31/2022 | 09/30/2023 | 12/31/2022 | 09/30/2023 | 12/31/2022 | |
| Summarized Balance Sheet | ||||||
| Current assets | 341 | - | 54,077 | 18,322 | 54,418 | 18,322 |
| Current liabilities | (301) | (1) | (930) | (601) | (1,230) | (602) |
| Current net assets | 40 | (1) | 53,147 | 17,721 | 53,187 | 17,720 |
| Non-current assets | 601 | 601 | 11,467 | 3,345 | 12,068 | 3,946 |
| Non-current liabilities | (1,550) | (732) | (45,734) | (759) | (47,284) | (1,491) |
| Non-current net assets | (949) | (131) | (34,267) | 2,586 | (35,214) | 2,455 |
| Net assets | (909) | (132) | 18,880 | 20,307 | 17,971 | 20,175 |
| Accumulated NCI | (227) | (33) | 2,832 | 3,046 | 2,605 | 3,013 |
F-23
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Summarized statement | Vinci Asset Allocation | Vinci Holding Securitária | Vinci Int'l Real Estate | Total | |||
|---|---|---|---|---|---|---|---|
| of comprehensive income | 09/30/2023 | 09/30/2022 | 09/30/2023 | 09/30/2022 | 09/30/2022 | 09/30/2023 | 09/30/2022 |
| Revenue | 26 | - | 20 | - | 90 | 46 | 90 |
| Profit for the period | (778) | (50) | (1,423) | 102 | 1 | (2,201) | 53 |
| Total comprehensive income | (778) | (50) | (1,423) | 102 | 1 | (2,201) | 53 |
| Profit/(loss) allocated to NCI | (195) | (13) | (213) | 16 | - | (408) | 3 |
F-24
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 8 | Property and equipment | |||||
|---|---|---|---|---|---|---|
| 09/30/2023 | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Furniture | Improvements in properties | Computers | Work of arts and others | |||
| and fittings | of third | and peripherals - | Equipaments | |||
| stuffs | parties | improvements | and tools | Total | ||
| Cost | ||||||
| At January 1, 2023 | 11,782 | 47,824 | 7,113 | 10,241 | 873 | 77,833 |
| Acquisitions | 1,070 | 1,344 | 429 | 380 | 796 | 4,019 |
| Foreign Exchange variations of property and equipment<br> abroad | - | (801) | - | (230) | - | (1,031) |
| At September 30, 2023 | 12,852 | 48,367 | 7,542 | 10,391 | 1,669 | 80,821 |
| Accumulated depreciation<br><br> <br><br><br> <br>At January 1, 2023 | (8,473) | (42,188) | (5,707) | (9,514) | - | (65,882) |
| Depreciation | (609) | (1,768) | (301) | (164) | - | (2,842) |
| Foreign Exchange variations of property<br> and equipment abroad | - | 797 | - | 222 | - | 1,019 |
| At September 30, 2023 | (9,082) | (43,159) | (6,008) | (9,456) | - | (67,705) |
| Net book value | ||||||
| At January 1, 2023 | 3,309 | 5,636 | 1,406 | 727 | 873 | 11,951 |
| At September 30, 2023 | 3,770 | 5,208 | 1,534 | 935 | 1,669 | 13,116 |
| Annual depreciation rate - % | 10 | From 10 to 20 | 20 | 10 |
Extension options in office leases have not been included in the lease liability, because the Group could replace the assets without significant cost or business disruption.
F-25
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 09/30/2022 | ||||||
|---|---|---|---|---|---|---|
| Furniture | Improvements in properties | Computers | Work of arts and others | |||
| and fittings | of third | and peripherals - | Equipments | |||
| stuffs | parties | improvements | and tools | Total | ||
| Cost | ||||||
| At January 1, 2022 | 11,620 | 49,024 | 6,379 | 10,532 | 789 | 78,344 |
| Aquisitions | 104 | 142 | 468 | 76 | 48 | 839 |
| Assets recognized as a result of SPS acquisition | 19 | - | 148 | 3 | - | 170 |
| Foreign Exchange variations<br> of property and equipment abroad | - | (663) | - | (190) | - | (853) |
| At September 30, 2022 | 11,743 | 48,503 | 6,995 | 10,421 | 837 | 78,500 |
| Accumulated depreciation<br><br> <br><br><br> <br>At January 1, 2022 | (7,644) | (41,389) | (5,323) | (9,694) | - | (64,050) |
| Depreciation | (632) | (1,639) | (283) | (150) | - | (2,704) |
| Foreign Exchange variations of property and<br> equipment abroad | - | 652 | - | 180 | - | 832 |
| At September 30, 2022 | (8,276) | (42,376) | (5,606) | (9,664) | - | (65,922) |
| Net book value | ||||||
| At January 1, 2022 | 3,976 | 7,635 | 1,056 | 838 | 789 | 14,294 |
| At September 30, 2022 | 3,467 | 6,127 | 1,389 | 757 | 837 | 12,578 |
| Annual depreciation rate - % | 10 | From 10 to 20 | 20 | 10 |
F-26
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 9 | Intangible assets |
|---|
Intangible assets include expenditures with the development of the software, placement agent and the goodwill generated by the acquisition of SPS.
The software development comprises mainly products for Risk System and Portfolio Allocation, whose purpose is to evaluate the risk of the funds and to allocate the clients' portfolio and systems and applications which are being developed to support retirement services applications.
The Entity assesses at each reporting date whether there is an indication that an intangible asset may be impaired. If any indication exists, the Entity estimates the asset's recoverable amount. There were no indications of impairment of intangible assets for the period ended September 30, 2023 and December 31, 2022.
| 09/30/2023 | |||||
|---|---|---|---|---|---|
| Software development | Placement Agent (a) | Goodwill (b) | Management Contracts (c) | Total | |
| Cost | |||||
| At January 1, 2023 | 28,250 | 1,359 | 162,290 | 22,049 | 213,948 |
| Additions | 9,863 | 11,770 | - | - | 21,633 |
| Foreign exchange variation<br>of intangible assets abroad | (337) | (52) | - | - | (389) |
| At September 30, 2023 | 37,776 | 13,077 | 162,290 | 22,049 | 235,192 |
| Accumulated amortization | |||||
| At January 1, 2023 | (23,629) | (65) | - | (1,016) | (24,710) |
| Amortization | (947) | (1,537) | - | (2,286) | (4,770) |
| Foreign exchange variation<br>of intangible assets abroad | 325 | (2) | - | - | 323 |
| At September 30, 2023 | (24,251) | (1,604) | - | (3,302) | (29,157) |
| At January 1, 2023 | 4,621 | 1,294 | 162,290 | 21,033 | 189,238 |
| At September 30, 2023 | 13,525 | 11,473 | 162,290 | 18,747 | 206,035 |
| Amortization rate (per year) - % | 20% | (a) | (b) | (c) |
F-27
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
(a) Refers to amounts capitalized relating to agreements with investments placement agents relating to funds raised from investors in funds managed by the Group. These amounts are amortized based on the estimated duration of the related funds. In case of an early liquidation of the funds, the amortization period is adjusted, or if there is an indication of impairment, an impairment evaluation is performed and recognized, if necessary.
(b) Goodwill has an indefinite useful life and are not subject to amortization. Goodwill is tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. At December 31, 2022, goodwill was tested and any provision for impairment losses was identified by Vinci.
(c) Refers to the purchase price allocated to Fund’s Management Contracts as a result of SPS acquisition. These amounts are amortized based on the duration of the related funds.
Other assets than Goodwill are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units).
| 09/30/2022 | |||||
|---|---|---|---|---|---|
| Software development | Placement Agent (a) | Goodwill (b) | Management Contracts (c) | Total | |
| Cost | |||||
| At January 1, 2022 | 24,790 | - | - | - | 24,790 |
| Additions | 1,150 | 461 | - | - | 1,611 |
| Assets recognized as a result of SPS acquisition | 162,290 | 22,049 | 184,339 | ||
| Foreign exchange variation<br>of intangible assets abroad | (54) | 22 | - | - | (32) |
| At September 30, 2022 | 25,886 | 483 | 162,290 | 22,049 | 210,708 |
| Accumulated amortization | |||||
| At January 1, 2022 | (23,633) | - | - | - | (23,633) |
| Annual amortization | (438) | - | - | (254) | (692) |
| Foreign<br>exchange variation of intangible assets abroad | 275 | - | - | - | 275 |
| At September 30, 2022 | (23,796) | - | - | (254) | (24,050) |
| At January 1, 2022 | 1,157 | - | - | - | 1,157 |
| At September 30, 2022 | 2,090 | 483 | 162,290 | 21,795 | 186,658 |
| Amortization rate (per year) - % | 20% | (a) | (b) | (c) |
F-28
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 10 | Leases |
|---|
This note provides information for leases where the Group is a lessee. The notes also provide the information of subleases agreements where the Group is a lessor, once part of the assets leased by the Group is subleased to third parties.
| (i) | Amount recognized in the balance sheet |
|---|
The balance sheet shows the following amounts relating to leases:
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Sub-lease receivable | ||
| Rio de Janeiro Office - BM 336 | 6,423 | 2,843 |
| Total | 6,423 | 2,843 |
| Current | 4,071 | 1,500 |
| Non-current | 2,352 | 1,343 |
| Total | 6,423 | 2,843 |
| Right of use assets | ||
| Rio de Janeiro Office - BM 336 | 47,077 | 55,758 |
| São Paulo Office – JRA | 9,755 | 12,682 |
| NY Office - third Avenue | 1,017 | 1,696 |
| Total | 57,849 | 70,136 |
| Lease liabilities | ||
| Rio de Janeiro Office - BM 336 | (61,569) | (70,538) |
| São Paulo Office – JRA | (11,640) | (13,701) |
| NY Office - third Avenue | (1,207) | (1,972) |
| Total | (74,416) | (86,211) |
| Current | (24,381) | (24,147) |
| Non-current | (50,035) | (62,064) |
| Total | (74,416) | (86,211) |
Reductions to the right-of-use assets until September 30, 2023 were R$ 4,782 (additions of R$ 15,838 during 2022 financial year).
F-29
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| (ii) | Amount recorded in the statement of profit or loss |
|---|
The statement of profit or loss shows the following amounts relating to leases:
| Nine months ended September 30 | Three months ended September 30 | |||
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| Right of use assets depreciation | (7,437) | (8,049) | (2,246) | (2,571) |
| Financial expense | (7,542) | (7,169) | (2,394) | (2,297) |
| (14,979) | (15,218) | (4,640) | (5,048) |
The total cash outflow for leases until September 30, 2023 was R$ 19,257 (R$ 18,236 until September 30, 2022).
The Group’s leasing activities and how these are accounted for are disclosed in the Group’s annual consolidated financial statements as of December 31, 2022.
| 11 | Accounts payable | |
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| --- | --- | --- |
| Dividends payable (i) | 3,791 | 4,363 |
| Treasury shares acquisition (ii) | 1,117 | 839 |
| Rent payable – prior month expense | 2,083 | 2,056 |
| Other payables | 610 | 70 |
| 7,601 | 7,328 | |
| Current | 7,601 | 7,328 |
| Non-current | - | - |
| (i) | On December 31, 2022, the partners approved a distribution of dividends for the results of the current<br>month. On January 25, 2023, the amount of R$ 572 was paid, remaining outstanding the amount of R$ 3,791. | |
| --- | --- | |
| (ii) | As informed in Note 14(f), on May 6, 2021, Vinci started its share repurchase program. The shares repurchased<br>were totally settled up to the second working day after the acquisition. | |
| --- | --- |
F-30
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 12 | Labor and social security obligations | |
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| --- | --- | --- |
| Profit sharing | 63,989 | 80,840 |
| Labor provisions | 14,213 | 9,860 |
| 78,202 | 90,700 | |
| Current | 73,763 | 87,732 |
| Non-current | 4,439 | 2,968 |
Except for the profit sharing related to the unrealized performance fees, the accrual for profits sharing payable on December 31, 2022 was paid in January 2023. Profit sharing is calculated based on the performance review of each employee plus the area performance, in accordance with an Entity policy. Vinci Management estimated the profit sharing as of September 30, 2022 based on the management and advisory net revenue recognized and the realized performance fee up to September 30, 2023.
Since the second quarter of 2022 labor provisions are being impacted by provisions and social charges related to Restricted Share Units Plan (RSUs). The non-current amount comprises the provisions and social charges for the RSUs which the vesting dates are over than 1 year. Please see note 23 for more details.
| 13 | Taxes and contributions payable | |
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| --- | --- | --- |
| Income tax | 11,663 | 13,746 |
| Social contribution | 3,997 | 4,847 |
| Social Contribution on<br><br> revenues (COFINS) | 1,878 | 2,128 |
| Social Integration Program (PIS) | 411 | 460 |
| Service tax (ISS) on billing | 677 | 856 |
| Withholding Income Tax (IRRF)<br><br> deducted from third parties | 95 | 143 |
| Others | 159 | 111 |
| 18,880 | 22,291 |
F-31
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 14 | Loans and obligations | |
|---|---|---|
| 09/30/2023 | 12/31/2022 | |
| --- | --- | --- |
| Commercial Notes (i) | 70,673 | 83,212 |
| Consideration payable (ii) | 46,991 | 43,579 |
| Contingent consideration (iii) | 60,295 | 48,499 |
| 177,959 | 175,290 | |
| Current | 66,081 | 13,168 |
| Non-current | 111,878 | 162,122 |
| (i) | Commercial Notes | |
| --- | --- |
On August 15, 2022, Vinci Soluções de Investimentos Ltda,. a subsidiary of Vinci, issued 80,000 commercial notes in the total amount of R$ 80,000 (R$ 1,000.00 reais for each commercial note). The commercial notes was subject to public distribution 90 days after the issuing date. The main characteristics of the financial instrument are indicated below:
Term and expiration date: 5 (five) years, ending on August 15, 2027.
Interest rate: 100% of the daily rates of interbank deposits (“DI”) plus a spread of 2.15% on annually basis.
Amortization: On semi-annually basis, beginning on February 15, 2023.
Commercial Notes comprises a financial liability evaluated at amortized cost. Interest expense is calculated using the effective interest method and is recognized in profit or loss as part of financial expense.
Accordingly, to the terms of the agreement, the Group is committed to be compliant with financial covenants, on an annual basis and beginning on December 31, 2022. The entity was in compliance with the covenants as of December 31, 2022.
The following table presents the changes in the Commercial Notes up the period ended September 30, 2023 and December 31, 2022:
| Face value of the notes issued | 80,000 |
|---|---|
| (-) Transaction costs | (974) |
| Interest expense | 4,186 |
| Closing balance December 31, 2022 | 83,212 |
| Interest expense | 8,325 |
| Interest paid | (11,975) |
| Principal paid | (8,889) |
| Closing balance September 30, 2023 | 70,673 |
| Current | 10,201 |
| Non-current | 60,472 |
F-32
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| (ii) | Consideration payable |
|---|
Accordingly, to Note 7(a), Vinci acquired SPS Capital Gestão de Recursos Ltda on August 16, 2022. As part of the deal, Vinci assumed a financial obligation to be paid in the second anniversary of the closing date. The amount as of September 30, 2023 and December 31, 2022 is R$ 46,991 and R$ 43,579, respectively.
Consideration payable is financial liability evaluated at amortized cost. Interest expense is calculated using the effective interest method and is recognized in profit or loss as part of financial expense.
| (iii) | Contingent consideration |
|---|
Vinci shall pay an additional consideration in VINP’s Class A shares through an earnout structure to be paid in 2027, up to a maximum number of 1.7 million shares, subject to the achievement of certain fundraising and incremental management fee revenue targets. The amount reflects the fair value of the obligation, based on the terms of the purchase agreement and how the current economic environment is likely to impact it, accordingly to Vinci’s best estimative.
On September 30, 2023, Vinci revaluated the fair value of the obligation based on the economic conditions at the date, resulting in an increase of the contingent consideration fair value. The variation was recognized as an expense in the financial result in the amount of R$ 11,796 for the nine-month period ended September 30, 2023.
| 15 | Retirement plans liabilities |
|---|
During the second quarter of 2023 Vinci starts its retirement services operations. As of September 30, 2023, active plans are principally accumulation of financial resources through products PGBL (Free Benefit Generator Plan) and VGBL (Free Benefit Generator Life) structured in the form of variable contribution, for the purpose of granting participants with returns based on the accumulated capital in the form of monthly withdraws for a certain term or temporary monthly withdraws.
In this respect, such financial products represent investment contracts that have the legal form of retirement plans, but which do not transfer insurance risk to the Group. Therefore, contributions received from participants are accounted for as liabilities and balance consists of the balance of the participant in the linked Specially Constituted Investment Fund (“FIE”) at the reporting date (Note 5). On September 30, 2023 the Retirement plan liabilities are 34,701.
F-33
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 16 | Equity |
|---|---|
| (a) | Capital |
| --- | --- |
The capital comprises 42,447,349 Class A shares and 14,466,239 Class B shares with a par value of US$ 0.00005 each.
The Class A common shares have been approved for listing on the Nasdaq Global Select Market, or Nasdaq, under the symbol "VINP." Vinci has two classes of common shares: Class A common shares and our Class B common shares.
Class B common shares carry rights that are identical to the Class A common shares, except that (1) holders of Class B common shares are entitled to 10 votes per share, whereas holders of our Class A common shares are entitled to one vote per share; (2) holders of Class B common shares have certain conversion rights; (3) holders of Class B common shares are entitled to preemptive rights in the event that additional Class A common shares are issued in order to maintain their proportional ownership interest; and (4) Class B common shares shall not be listed on any stock exchange and will not be publicly traded.
| (b) | Transactions costs |
|---|
Transactions costs comprises the expenses incurred by the Entity in connection with the IPO.
| (c) | Retained earnings |
|---|
Retained earnings comprises the net profit generated by the Entity which were not distributed to their shareholders or approved to be distributed by the Entity management.
| (d) | Other reserves |
|---|
Comprises the exchange variation in investments made on investees which have a functional currency other than Brazilian Reais, the Entity functional currency. When a foreign operation is sold, the associated exchange differences are reclassified to profit or loss, as part of the gain or loss on sale.
| (e) | Dividends |
|---|
On February 10, 2023, Vinci declared a quarterly dividend distribution of US$ 0.17 per common share to shareholders as of February 28, 2023, totalizing US$ 9,328 (R$ 49,015), paid on March 9, 2023.
On May 11, 2023, Vinci declared a quarterly dividend distribution of US$ 0.16 per common share to shareholders as of May 25, 2023, totalizing US$ 8,729 (R$ 43,651), paid on June 9, 2023.
On August 10, 2023, Vinci declared a quarterly dividend distribution of US$ 0.20 per common share to shareholders as of August 24, 2023, totalizing US$ 10,826 (R$ 53,312), paid on September 5, 2023.
Once dividends are declared and approved by the board of directors, they will be paid on proportional basis to the owners of the common shares.
| (f) | Treasury shares |
|---|
When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as
F-34
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
treasury shares and are presented in the treasury share reserve. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity and the resulting surplus or deficit on the transaction is presented within the additional paid-in capital.
On May 6, 2021, the Company announced the adoption of its share repurchase program in an aggregate amount of up to R$ 85 million (the “Repurchase Program”). The Repurchase Program may be executed in compliance with Rule 10b-18 under the Exchange Act. The program shall be permitted to commence after the date it is publicly disclosed and does not have a specified expiration date. Buybacks shall be made from time-to-time in the open market and negotiated purchases. The specific prices, numbers of shares and timing of purchase transactions shall be determined by the Company from time to time in its sole discretion.
On September 14, 2021, the Company intended to benefit from the affirmative defense provided by Rule 10b5-1 promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934. The Repurchase Program previously approved comply with the requirements of Rule 10b5-1 and will be carried out exclusively by J.P. Morgan Securities LLC (“JPMS”). JPMS acts as agent on behalf of Vinci and in accordance with the following terms:
| ● | The program is permitted to commence on October 1, 2021<br>and does not have a specified expiration date. |
|---|---|
| ● | Buybacks shall be made in compliance with Rule 10b5-1(c)(1)<br>under the Exchange Act; |
| --- | --- |
| ● | The Repurchase Program respects the total amount of up<br>to R$85 million, as previously approved. |
| --- | --- |
On June 16, 2022, the Company announced a share buyback plan and a share repurchase plan to buy back up to R$60.0 million of the Company's outstanding Class A common shares across both plans. These plans are approved to replace the share repurchase plans approved by our board of directors on May 6, 2021 and September 15, 2021, which expired on May 31st, 2022. The plans commenced immediately and will not have specified expiration date (other than when the R$60.0 million buyback limit is reached).
Under the share buyback plan, buybacks may be made from time-to-time in open market and negotiated purchases, effective immediately, in compliance with SEC Rule 10b-18. The specific prices, numbers of shares and timing of purchase transactions will be determined by the Company from time to time in its sole discretion. Additionally, repurchases will be carried out by the agent of the Company from time-to-time in open market and negotiated purchases, in compliance with SEC Rule 10b5-1.
On February 14, 2023, the Company announced a new share buyback plan and a share repurchase plan to buy back up to R$60.0 million of the Company's outstanding Class A common shares across both plans. The new buyback and repurchase plans will commence on the expiration date of the legacy plans and will not have specified expiration dates (other than when the R$60.0 million buyback limit is reached).
From January 1, 2023, to September 30, 2023, 1,630,903 Class A common shares were repurchased, in the amount of R$ 76,960. As detailed in Note 24, 57,413 shares were vested as part of the Restricted Shares Unit Plan. In September 2023 the Company holds 3,041,522 Class A common shares in treasury.
F-35
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| (g) | Basic and diluted earnings per share | ||||
|---|---|---|---|---|---|
| Nine months ended September 30 | Three months ended September 30 | ||||
| --- | --- | --- | --- | --- | |
| a) Basic earning per share | 2023 | 2022 | 2023 | 2022 | |
| From continuing operations attributable to the ordinary equity holders of the Entity | 2.80 | 2.85 | 0.57 | 1.22 | |
| Total basic earning per share attributable to the ordinary equity holders of the Entity | 2.80 | 2.85 | 0.57 | 1.22 | |
| Nine months ended September 30 | Three months ended September 30 | ||||
| --- | --- | --- | --- | --- | |
| b) Diluted earning per share | 2023 | 2022 | 2023 | 2022 | |
| From continuing operations attributable to the ordinary equity holders of the Entity | 2.71 | 2.81 | 0.55 | 1.20 | |
| Total basic earning per share attributable to the ordinary equity holders of the Entity | 2.71 | 2.81 | 0.55 | 1.20 | |
| c) | Reconciliations of earningsused in calculating earnings per share/quota | ||||
| --- | --- | ||||
| Nine months ended September 30 | Three months ended September 30 | ||||
| --- | --- | --- | --- | --- | |
| Basic earnings per share: | 2023 | 2022 | 2023 | 2022 | |
| Profit attributable to the ordinary equity holders of the Entity used in calculating basic earnings per share: | |||||
| From continuing operations | 156,483 | 160,911 | 32,005 | 69,207 | |
| 156,483 | 160,911 | 32,005 | 69,207 | ||
| Nine months ended September 30 | Three months ended September 30 | ||||
| Diluted earnings per share: | 2023 | 2022 | 2023 | 2022 | |
| Profit from continuing operations attributable to the ordinary equity holders of the Entity | |||||
| Used in calculating basic earnings per share | 156,483 | 160,911 | 32,005 | 69,207 | |
| Used in calculating diluted earnings per share | 156,483 | 160,911 | 32,005 | 69,207 | |
| d) | Weighted average number ofshares used as the denominator | ||||
| --- | --- | ||||
| Nine months ended September 30 | Three months ended September 30 | ||||
| --- | --- | --- | --- | --- | --- |
| Number 09/30/2023 | Number 09/30/2022 | Number 09/30/2023 | Number 09/30/2022 | ||
| Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share: | 55,864,239 | 56,476,571 | 56,172,891 | 56,799,859 | |
| Adjustments for calculation of diluted earnings per share: | 302,851 | - | 302,851 | - | |
| Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted earnings per share | 56,167,090 | 56,476,571 | 56,475,742 | 56,799,859 |
F-36
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 17 | Revenue from services rendered | |||
|---|---|---|---|---|
| Nine months ended September 30 | Three months ended September 30 | |||
| --- | --- | --- | --- | --- |
| 2023 | 2022 | 2023 | 2022 | |
| Gross revenue from fund management | 314,052 | 290,319 | 112,543 | 101,971 |
| Gross revenue from performance fees | 15,648 | 7,467 | 2,119 | 56 |
| Gross revenue from advisory | 22,686 | 19,265 | 2,499 | 7,954 |
| Gross revenue from services rendered | 352,386 | 317,051 | 117,161 | 109,981 |
| In Brazil | 285,915 | 247,876 | 97,603 | 88,143 |
| Abroad | 66,471 | 69,175 | 19,558 | 21,838 |
| Taxes and contributions | ||||
| COFINS | (13,109) | (11,274) | (4,705) | (4,099) |
| PIS | (2,844) | (2,446) | (1,021) | (889) |
| ISS | (7,455) | (6,828) | (2,349) | (2,334) |
| Net revenue from services rendered | 328,978 | 296,503 | 109,086 | 102,659 |
| Net revenue from fund management | 293,391 | 271,861 | 104,745 | 95,361 |
| Net revenue from performance fees | 14,786 | 7,042 | 2,058 | 31 |
| Net revenue from advisory | 20,801 | 17,600 | 2,283 | 7,267 |
F-37
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 18 | General and administrative expenses | |||
|---|---|---|---|---|
| Nine months ended September 30 | Three months ended September 30 | |||
| --- | --- | --- | --- | --- |
| 2023 | 2022 | 2023 | 2022 | |
| Personnel (a) | (53,176) | (47,620) | (17,650) | (16,407) |
| Share-based payments (b) | (10,718) | (8,813) | (5,118) | (5,609) |
| Profit-sharing (a) | (64,883) | (57,333) | (19,671) | (20,335) |
| (128,777) | (113,766) | (42,439) | (42,351) | |
| Third party expenses (c) | (23,267) | (30,709) | (7,964) | (8,274) |
| Right of use depreciation (d) | (7,437) | (8,049) | (2,246) | (2,751) |
| Depreciation and amortization (e) | (7,342) | (3,183) | (3,536) | (1,223) |
| Travel and representations | (2,743) | (3,281) | (959) | (1,469) |
| Condominium expenses | (2,377) | (2,219) | (607) | (971) |
| Other operating expenses (f) | (8,857) | (6,408) | (3,987) | (2,729) |
| (180,800) | (167,615) | (61,738) | (59,768) | |
| (a) | Personnel and profit-sharing | |||
| --- | --- |
According to the profit-sharing program and based on Law 10,101 of December 19, 2000 and on objectives established at the beginning of each year, management estimated the payment of profit sharing in the amount of R$ 64,883 (R$ 57,333 on September 30, 2022) for the period ended September 30, 2023.
| (b) | Share-based payments |
|---|
See Note 22 for more details.
| (c) | Third party expense |
|---|
Third party expenses are composed for accounting, advisory, information technology, marketing, and other contracted services.
| (d) | Right of use depreciation |
|---|
See Note 10 for more details.
| (e) | Depreciation and amortization |
|---|
The amount is mainly comprised by property and equipment depreciation and intangible amortization.
| (f) | Other operating expenses |
|---|
The amount is mainly comprised by office expenses, including energy, cleaning, maintenance and conservation, among others several expenses.
F-38
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 19 | Finance profit/(loss) | |||
|---|---|---|---|---|
| Nine months ended September 30 | Three months ended September 30 | |||
| --- | --- | --- | --- | --- |
| 2023 | 2022 | 2023 | 2022 | |
| Investment income (i) | 73,514 | 76,449 | 8,680 | 41,374 |
| Foreign currency variation income | 501 | 2,297 | 501 | 211 |
| Financial revenue on sublease agreements | 493 | 305 | 233 | 94 |
| Contingent consideration variation | 4,051 | - | - | - |
| Other finance income | 613 | 420 | 404 | 113 |
| Finance income | 79,172 | 79,471 | 9,818 | 41,792 |
| Financial expense on lease agreements | (7,542) | (7,169) | (2,394) | (2,297) |
| Interest expense on loans and financing (ii) | (11,736) | (1,952) | (3,898) | (1,952) |
| Bank fees | (84) | (257) | (33) | (155) |
| Interest and arrears | - | (4) | - | - |
| Investment losses (i) | (111) | (554) | - | - |
| Fines on taxes | - | (4) | - | - |
| Foreign currency variation expense | (775) | (2,986) | - | - |
| Contingent consideration variation | (15,847) | - | (8,569) | - |
| Other financial expenses | (80) | - | (80) | - |
| Finance costs | (36,175) | (12,926) | (14,974) | (4,404) |
| Finance profit/(loss), net | 42,997 | 66,545 | (5,156) | 37,388 |
| (i) | Investment income and losses comprises the fair value changes on the financial instruments at fair value through profit or loss. Segregated<br>investment income result is demonstrated below. | |||
| --- | --- | |||
| Nine months ended September 30 | Three months ended September 30 | |||
| --- | --- | --- | --- | --- |
| 2023 | 2022 | 2023 | 2022 | |
| Mutual funds and fixed income investments (a) | 73,153 | 76,587 | 8,350 | 41,355 |
| Private equity funds | 361 | (138) | 330 | 19 |
| 73,514 | 76,449 | 8,680 | 41,374 | |
| Mutual funds | 82 | (550) | 190 | - |
| Private equity funds | (193) | (4) | (190) | - |
| (111) | (554) | - | - | |
| (a) | Vinci Monalisa corresponds to most part of the Group’s investment income. | |||
| --- | --- | |||
| (ii) | Interest expense on loans and financing comprises the financial result on the Commercial notes and consideration payable related to<br>SPS acquisition. Please see note 14 for more detail. | |||
| --- | --- |
F-39
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 20 | Income tax and social contribution |
|---|
As an exempted company incorporated in the Cayman Islands, Vinci Partners Ltd is subject to Cayman Islands laws, which currently levy no taxes on individuals or corporations based upon profits, income, gains or appreciation and there is no taxation in the nature of inheritance tax or estate duty or withholding tax applicable to us.
Vinci Partners Ltd subsidiaries, except for Vinci Partners Ltda, Vinci Capital Gestora Ltda, Vinci Soluções de Investimentos Ltda and Vinci Vida e Previdência S.A., are taxed based on the deemed profit.
Vinci has tax losses and negative basis resulting from previous years and deferred income tax and social contribution credits are recognized since there is expectation of future tax results for these companies. The tax credit arising from the tax loss and negative basis under the taxable profit regime on September 30, 2023 is R$ 5,927(R$ 4,912 on December 31, 2022).
No foreign subsidiaries presented net income for taxation of income and social contribution taxes until September 30, 2023 and 2022.
The income tax and social contribution charge on the results for the year can be summarized as follows:
| Nine months ended September 30 | Three m7onths ended September 30 | |||
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| Current income tax | (30,527) | (27,820) | (10,601) | (8,927) |
| Current social contribution | (10,965) | (10,238) | (3,769) | (3,462) |
| (41,492) | (38,058) | (14,370) | (12,389) | |
| Deferred income tax | 4,899 | 2,679 | 2,997 | 1,068 |
| Deferred social contribution | 1,493 | 857 | 998 | 361 |
| 6,392 | 3,536 | 3,995 | 1,429 | |
| (35,100) | (34,522) | (10,375) | (10,960) |
F-40
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
Deferred tax balances
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Deferred tax assets | ||
| Tax losses | 5,927 | 4,912 |
| Leases | 1,295 | 1,805 |
| RSU | 1,868 | 1,628 |
| Interest expense on obligation for acquisition | 1,710 | 550 |
| Amortization on management Contracts | 1,123 | 346 |
| Total | 11,923 | 9,241 |
| Deferred tax liabilities | ||
| --- | --- | --- |
| Financial revenue | (1,028) | (973) |
| Estimated revenue | (1,690) | (1,690) |
| Leases | (295) | (49) |
| Contingent consideration | (739) | (4,750) |
| Total Income Tax | (3,752) | (7,462) |
| Estimated revenue | (878) | (878) |
| Total (Taxes and contribution) | (878) | (878) |
| Total deferred tax liabilities | (4,630) | (8,340) |
F-41
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Movements | Tax losses | Leases | RSU | Other (*) | Total |
|---|---|---|---|---|---|
| Deferred tax assets | |||||
| As at December 31, 2021 | 2,494 | 2,476 | - | - | 4,970 |
| to profit and loss | 2,418 | (671) | 1,628 | 896 | 4,271 |
| As at December 31, 2022 | 4,912 | 1,805 | 1,628 | 896 | 9,241 |
| to profit and loss | 1,015 | (510) | 240 | 1,937 | 2,682 |
| As at September 30, 2023 | 5,927 | 1,295 | 1,868 | 2,833 | 11,923 |
(*) Comprises deferred taxes related to interest expense on obligation for ownership acquisition and amortization on management contracts.
| Movements | Financial Revenue | Estimated Revenue | Leases | Contingent consideration | Total |
|---|---|---|---|---|---|
| Deferred tax liabilities | |||||
| As at December 31, 2021 | (1,815) | (3,201) | - | - | (5,016) |
| to profit and loss | 842 | 633 | (49) | (4,750) | (3,324) |
| As at December 31, 2022 | (973) | (2,568) | (49) | (4,750) | (8,340) |
| to profit and loss | (55) | - | (246) | 4,011 | 3,710 |
| As at September 30, 2023 | (1,028) | (2,568) | (295) | (739) | (4,630) |
F-42
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| (a) | Tax effective rate | |||
|---|---|---|---|---|
| Nine months ended September 30 | Three months ended September 30 | |||
| --- | --- | --- | --- | --- |
| 2023 | 2022 | 2023 | 2022 | |
| Profit (loss) before income taxes | 191,175 | 195,433 | 42,192 | 80,279 |
| Combined statutory income taxes rate - % | 34% | 34% | 34% | 34% |
| Income tax benefit (expense) at statutory rates | (65,000) | (66,447) | (14,346) | (27,295) |
| Reconciliation adjustments: | ||||
| Expenses not deductible | (606) | (55) | (542) | (28) |
| Tax benefits | 173 | 97 | 131 | 32 |
| Share based payments | (329) | (227) | (76) | (71) |
| Effect of presumed profit of subsidiaries (i) and offshore subsidiaries | 30,570 | 32,123 | 4,498 | 16,458 |
| Other additions (exclusions), net | 92 | (13) | (40) | (168) |
| Income taxes expenses | ||||
| Current | (41,492) | (38,058) | (14,370) | (12,501) |
| Deferred | 6,392 | 3,536 | 3,995 | 1,429 |
| (35,100) | (34,522) | (10,375) | (11,072) | |
| Effective rate | 18% | 18% | 25% | 14% |
| (i) | Brazilian tax law establishes<br>that companies that generate gross revenues of up to R$ 78,000 in the prior fiscal year may calculate income taxes as a percentage of<br>gross revenue, using the presumed profit income tax regime. The Entity's subsidiaries adopted this tax regime and the effect of the presumed<br>profit of subsidiaries represents the difference between the taxation based on this method and the amount that would be due based on<br>the statutory rate applied to the taxable profit of the subsidiaries. | |||
| --- | --- | |||
| 21 | Related parties | |||
| --- | --- | |||
| (a) | Key management remuneration | |||
| --- | --- |
The total remuneration (salaries and benefits) of key management personnel, including the Executive Committee, amounted to R$ 5,313 (September 30, 2022 - R$ 5,609).
In accordance with Vinci internal policy, the key management is entitled to receive a profit-sharing compensation for the current year, which was paid in January 2023, after the Management approval. As informed in Note 12, Vinci accrued a provision for profit sharing for the Group as of December 31, 2022.
F-43
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| (b) | Receivables from related parties |
|---|
The Entity receivables from related parties as of September 30, 2023 and December 31, 2022, as shown in the table below:
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Vinci Infra Investimentos V2I S.A. | - | 79 |
| Cagliari Participações S.A. | 4 | 4 |
| Accadia Participações AS | - | 91 |
| Norcia Participações SA | 73 | 56 |
| Laguna Participações S.A. | - | 11 |
| VFDL 4 Empreendimentos Imobiliários LTDA | - | 3 |
| Vias Participações I S.A. | - | 1 |
| Verona Participações Societarias S.A. | - | 8 |
| 77 | 253 | |
| (c) | Employees loans and other receivables | |
| --- | --- |
As presented in Note 6(i), Vinci may advance payments to its employees. Additionally, Vinci has long-term receivables. The amount will be received from January 31, 2025, in annually instalments until January 31, 2029, and an interest will be charged at commercial rates.
| 22 | Segment reporting |
|---|
The Entity's reportable segments are those business units which provide different services and are separately managed since each business demands different market strategies.
The main information used by management for assessment of the performance of each segment is the profit by segment for the analysis of the return of these investments.
The information on assets and liabilities by segment is not disclosed in these financial statements because it is not used by management when managing segments. Management does not make an analysis by geographical areas for the management of the Entity's business.
Segments are independently managed, with professionals specifically skilled allocated in each segment.
The Entity's operations are segmented according to the organization and management model approved by management, and they are divided as follows:
Private Market Strategies
Comprises the investments in illiquid funds, as described below:
| (i) | Private Equity |
|---|
The private equity segment has a generalist and control-oriented approach, focusing on growth and turnaround. The primary strategy is value creation pursuing transformation of invested companies, with changes in the growth of revenue, productivity, profitability and management profile, using a proprietary methodology ("Value from the Core").
Another strategy of the segment is focused on sectors resilient to different investment cycles and minority holdings in small and medium enterprises with business models that exhibit high growth
F-44
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
potential and clear, mensurable ESG (Environmental, Social and Governance) goals.
| (ii) | Real Estate |
|---|
The Real Estate Investment Funds segment are focused on shopping centers, logistics, offices, urban real estate and funds of funds, and seek to achieve differentiated returns through an active management of a diversified and quality portfolio. The segment’s objective is also the development of real estate properties, following up to five key steps: origination of opportunities, analysis, execution, monitoring and asset sale.
| (iii) | Infrastructure |
|---|
The infrastructure segment has exposure to real assets through equity and debt instruments, with active in the following sub-segments: power, oil & gas, transportation & logistic and water & sewage. The strategy invests across two sub-strategies: sector-focused funds and structured credit. The fund’s investments are periodically monitored, including the evolution of ESG metrics, financial and operational metrics.
| (iv) | Credit |
|---|
This credit segment is focused on fundamental credit analysis, consistency, and long-term value creation to investors. The area dynamic approach is to tactically allocate capital between assets classes and adapt to different cycles. It is also sourcing of credit instruments with resilient structures and sound collateral packages. The credit strategy invests include for core sub-strategies: infrastructure debt, real estate debt, structured credit and exclusive mandates, following four key steps: origination, analysis, structuring and monitoring.
| (v) | Special situations (SPS) |
|---|
This Special situation segment is focused in complex situations in which financial and human capital are employed to generate superior returns, maintaining adequate risk levels and preserving the interests of all parties involved.
Liquid Strategies
This segment seeks return through operations in public markets, as trading bonds, public stocks and derivatives, among other assets. It is comprised by the investments in liquid funds, as described below:
| (i) | Hedge Funds |
|---|
The hedge fund segment manages funds through Brazilian and international financial instruments such as stock, credit, interest, foreign exchange and commodities. Monitoring and risk control are based on different techniques such as: use of options for high conviction trades, monitoring liquidity conditions for each position, VaR monitoring, scenarios simulations (including stress test), stop loss rules on individual positions and on the portfolio level.
| (ii) | Public equities |
|---|
The public equities segment manages long-term positions based on fundamental analysis of Brazilian publicly traded companies. The mains strategy is through absolute return, dividends, and small caps.
F-45
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
Investment products and solutions
Investment products and solutions segments offer financial products on an open platform basis providing portfolio and management services considering medium/long term risk allocation. The strategy aims to provide an advanced investment strategy with alpha generation according to the clients’ targets. The strategy is divided in four sub-strategies: separate exclusive mandates, commingled funds, international allocation and pension plans.
Financial advisory services
The financial advisory services objective is including high value-added to financial and strategic advisory services to entrepreneurs, corporate senior management teams and boards of directors, focusing primarily on IPO advisory and M&A transactions for Brazilian middle-market companies. The financial advisory services team serves as trusted advisors to clients targeting local and/or product expertise in the Brazilian marketplace.
Vinci retirement services
The retirement services focus on planning and building long-term investment portfolios that assist investors to achieve their retirement goals. The retirement services segment started its operations during the first semester of 2023.
F-46
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Nine-month period ended 09/30/2023 | |||||||
|---|---|---|---|---|---|---|---|
| Private Market Strategies | Liquid Strategies | Investment Products and solutions | Financial Advisory | Vinci Retirement Services | Corporate Center | Total | |
| In Brazil | 148,874 | 62,931 | 54,408 | 19,654 | 48 | - | 285,915 |
| Abroad | 51,133 | 5,436 | 7,797 | 2,105 | - | - | 66,471 |
| Gross revenue from services rendered | 200,007 | 68,367 | 62,205 | 21,759 | 48 | - | 352,386 |
| Fund Advisory fee | 900 | - | 27 | 21,759 | - | - | 22,686 |
| Fund Management fee | 195,931 | 58,472 | 59,601 | - | 48 | - | 314,052 |
| Fund Performance fee | 3,176 | 9,895 | 2,577 | - | - | - | 15,648 |
| Taxes and contributions | (11,589) | (4,138) | (5,875) | (1,805) | (1) | - | (23,408) |
| Net revenue from services rendered | 188,418 | 64,229 | 56,330 | 19,954 | 47 | - | 328,978 |
| (-) General and administrative expenses | (34,180) | (17,816) | (15,766) | (7,460) | (5,607) | (89,254) | (170,082) |
| Share-based payments | (614) | (144) | 125 | - | - | (10,085) | (10,718) |
| Operating profit | 153,625 | 46,270 | 40,689 | 12,494 | (5,560) | (99,339) | 148,178 |
| Finance income | 79,172 | ||||||
| Finance cost | (36,175) | ||||||
| Finance result, net | 42,997 | ||||||
| Profit before income taxes | 191,175 | ||||||
| Income taxes | (35,100) | ||||||
| Profit for the period | 156,075 |
F-47
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Three-month period ended 09/30/2023 | |||||||
|---|---|---|---|---|---|---|---|
| Private Market Strategies | Liquid Strategies | Investment Products and solutions | Financial Advisory | Vinci Retirement Services | Corporate Center | Total | |
| In Brazil | 57,893 | 19,934 | 17,548 | 2,189 | 39 | - | 97,603 |
| Abroad | 15,842 | 1,906 | 1,810 | - | - | - | 19,558 |
| Gross revenue from services rendered | 73,735 | 21,840 | 19,358 | 2,189 | 39 | - | 117,161 |
| Fund Advisory fee | 300 | - | 10 | 2,189 | - | - | 2,499 |
| Fund Management fee | 72,944 | 20,226 | 19,334 | - | 39 | - | 112,543 |
| Fund Performance fee | 491 | 1,614 | 14 | - | - | - | 2,119 |
| Taxes and contributions | (4,674) | (1,308) | (1,903) | (189) | (1) | - | (8,075) |
| Net revenue from services rendered | 69,061 | 20,532 | 17,455 | 2,000 | 38 | - | 109,086 |
| (-) General and administrative expenses | (12,143) | (5,099) | (4,735) | (980) | (2,299) | (31,365) | (56,620) |
| Share-based payments | (177) | (36) | (30) | - | - | (4,875) | (5,118) |
| Operating profit | 56,742 | 15,398 | 12,690 | 1,020 | (2,261) | (36,240) | 47,348 |
| Finance income | 9,818 | ||||||
| Finance cost | (14,974) | ||||||
| Finance result, net | (5,156) | ||||||
| Profit before income taxes | 42,192 | ||||||
| Income taxes | (10,375) | ||||||
| Profit for the period | 31,817 |
F-48
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Nine-month period ended 09/30/2022 | |||||||
|---|---|---|---|---|---|---|---|
| Private Market Strategies | Liquid Strategies | Investment Products and solutions | Financial Advisory | Vinci Retirement Services | Corporate Center | Total | |
| In Brazil | 103,560 | 65,856 | 60,641 | 17,819 | - | - | 247,876 |
| Abroad | 53,080 | 5,022 | 11,073 | - | - | - | 69,175 |
| Gross revenue from services rendered | 156,640 | 70,878 | 71,714 | 17,819 | - | - | 317,051 |
| Fund Advisory fee | 1,422 | - | 24 | 17,819 | - | - | 19,265 |
| Fund Management fee | 155,433 | 65,682 | 69,204 | - | - | - | 290,319 |
| Fund Performance fee | (215) | 5,196 | 2,486 | - | - | - | 7,467 |
| Taxes and contributions | (8,176) | (4,326) | (6,505) | (1,541) | - | - | (20,548) |
| Net revenue from services rendered | 148,464 | 66,552 | 65,209 | 16,278 | - | - | 296,503 |
| (-) General and administrative expenses | (31,462) | (14,867) | (12,447) | (4,460) | (4,403) | (91,163) | (158,802) |
| Share-based payments | (877) | (175) | (315) | - | - | (7,446) | (8,813) |
| Operating profit | 116,125 | 51,510 | 52,447 | 11,818 | (4,403) | (98,609) | 128,888 |
| Finance income | 98,896 | ||||||
| Finance cost | (32,351) | ||||||
| Finance result, net | 66,545 | ||||||
| Profit before income taxes | 195,433 | ||||||
| Income taxes | (34,522) | ||||||
| Profit for the period | 160,911 |
F-49
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| Three-month period ended 09/30/2022 | |||||||
|---|---|---|---|---|---|---|---|
| Private Market Strategies | Liquid Strategies | Investment Products and solutions | Financial Advisory | Vinci Retirement Services | Corporate Center | Total | |
| In Brazil | 36,833 | 22,046 | 21,930 | 7,334 | - | - | 88,143 |
| Abroad | 16,948 | 1,599 | 3,291 | - | - | - | 21,838 |
| Gross revenue from services rendered | 53,781 | 23,645 | 25,221 | 7,334 | - | - | 109,981 |
| Fund Advisory fee | 612 | - | 8 | 7,334 | - | - | 7,954 |
| Fund Management fee | 55,882 | 22,187 | 23,902 | - | - | - | 101,971 |
| Fund Performance fee | (2,713) | 1,458 | 1,311 | - | - | - | 56 |
| Taxes and contributions | (2,831) | (1,501) | (2,356) | (634) | - | - | (7,322) |
| Net revenue from services rendered | 50,950 | 22,144 | 22,865 | 6,700 | - | - | 102,659 |
| (-) General and administrative expenses | (11,065) | (4,171) | (2,962) | (1,433) | (1,349) | (33,179) | (54,159) |
| Share-based payments | (275) | (54) | (98) | - | - | (5,182) | (5,609) |
| Operating profit | 39,610 | 17,919 | 19,805 | 5,267 | (1,349) | (38,361) | 42,891 |
| Finance income | 44,704 | ||||||
| Finance cost | (7,316) | ||||||
| Finance result, net | 37,388 | ||||||
| Profit before income taxes | 80,279 | ||||||
| Income taxes | (11,072) | ||||||
| Profit for the period | 69,207 |
F-50
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
| 23 | Legal Claims |
|---|
As of September 30, 2023, and December 31, 2022, the Entity is not aware of disputes classified as probable chance of loss.
Find below the disputes classified as possible chance of loss segregated into labor, tax and civil.
| 09/30/2023 | 12/31/2022 | |
|---|---|---|
| Tax | 21,821 | 20,452 |
| Labor | 780 | 1,967 |
| Total | 22,601 | 22,419 |
Tax Claims
Vinci Gestora de Recursos Ltda. is a party to a tax administrative proceeding in course arising from the payment of social security contributions (employer's portion and Work Accident Insurance (SAT)) in 2011, charged on amounts paid by virtue of quota of profits and results, totaling R$ 3,617.
Vinci Equities Gestora de Recursos Ltda. has one proceeding related to the requirement of ISS (excise tax) under rendered services to investment funds located abroad in the amount of R$ 240. Supported by the opinion of its legal advisors, management classified these proceedings as having a possible risk of loss and did not record a provision for contingencies related to these proceedings.
On March 21, 2018, the Brazilian federal revenue opened a tax assessment against Vinci Equities for the collection of open debts of IRPJ, CSLL, PIS and COFINS in the amount of R$ 17,942 for the calendar year of 2013.
| 24 | Share-based payments |
|---|
The Entity provides benefits to its employees through a share-based incentive. The following item refers to the outstanding plan on September 30, 2023.
Stock Options
May 2021
On May 6, 2021, the Entity launched a Stock Option Plan (“SOP” or “Plan”) in order to grant stock options to certain key employees (“Participants”) to incentivize and reward such individuals. These awards are scheduled to vest over a three-year period and the holders of vested options are entitled to purchase shares at the market price of the shares at grant date. This right may be subject to certain conditions to be imposed by the Entity and aims at aligning the interests of the Entity's shareholders with those of the Participants. Each option will entitle the Participant to acquire 1 Class A common shares issued by the Company. The key terms and conditions related to the grants under the SOP are as follows:
| # Tranche | Period in months when options will become potentially suitable for exercise (“Grace Period”) | Limit per tranche | |
|---|---|---|---|
| (percentage of the number of options granted) | (quantity of the number of options granted) | ||
| 1st tranche | 12 | 20% | 332,498 |
| 2nd tranche | 24 | 20% | 332,498 |
| 3rd tranche | 36 | 60% | 997,485 |
F-51
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
The fair value of each stock option granted was estimated at the grant date based on the Black-Scholes-Merton pricing model.
| Dividend yield (%) | 5 |
|---|---|
| Expected volatility (%) | 35 |
| Risk-free rate of return (%) | 0.40 |
| Vesting period of options (years) | 3 |
| Strike price | US$ 18.00 |
| Spot price | US$ 11.22 |
| Pricing model | Black-Scholes-Merton |
The initial date of Grace Period for the options granted will be February 1st, 2021, the Company’s Initial Public Offer settlement day. The Participant will have the right to exercise their vested options from the third anniversary of the date of execution of the program up to 1 year, after which the referred options will be automatically forfeited, in full, regardless of prior notice or notification, and without the right to any indemnity. No Participant will have any of the rights and privileges of the Company's shareholders until the options are duly exercised and the shares under the options are acquired by the Participant.
The issue or purchase price of the shares to be subscribed or purchased by the Participants (“Exercise Price”) will be US$18.00. The Exercise Price will be reduced by the amount in dollars per share distributed to its shareholders from the date of execution of this Plan, whether as dividends, interest on equity, redemption, capital reduction or other events defined by the Board of Directors.
The maximum number of shares available for the exercise of options under this plan is limited to 5% of the total share capital of the Company at any time, on a fully diluted basis, taking into account also the options granted under this Plan.
As of September 30, 2023, there are stock options outstanding with respect to 1,482,753 Class A common shares.
The total expense recognized for the programs for the nine-month period ended September 30, 2023 was R$ 804 (September 30, 2022 was R$ 1,338).
February 2023
In February 2023, the Board of Directors approved a second Stock Option Plan, which aims to grant up to 1,150,000 options, each entitling the beneficiary to purchase one Class A common share. Such options have an exercise price per share equal to US$9.96; provided that, unless otherwise provided for in an option agreement, this exercise price will be reduced by the amount per share distributed to our shareholders from the date of the grant of the option, whether as dividends, interest on capital, redemption, capital reduction or others. Options will become eligible to be exercised in May 2026. During the second quarter of 2023 the Entity and its subsidiaries issued stock option in connection to the related Plan.
As of September 30, 2023, there are stock options outstanding with respect to 1,116,884 Class A common shares.
The total expense recognized for the programs for the period ended September 30, 2023 was R$ 1,482.
Restricted Share Unit (RSU)
| a) | Restricted Shares Units Plan |
|---|
On April 04, 2022, the Entity announced its Restricted Share Unit Award Plan (“Plan”). The purpose of this Plan is to provide the opportunity for officers and employees of Vinci and its Subsidiaries, as elected by the Executive Compensation Committee, to receive restricted Shares (“RSU”). Shares representing up to 1.65% of the total amount of the capital stock of the Company, which equals, on this date, approximately 950.000 shares.
Under the Plan, stocks are awarded to the recipient upon their grant date. Subject to the terms of the Plan, each RSU shall grant the beneficiary the right to receive one (1) share, subject to the satisfaction of the conditions for acquisition of the shares. The RSUs
F-52
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
awarded to the beneficiary shall be vested in different tranches, as long as the service condition is fulfilled and verified. The vesting dates may vary from 1 to 6 years after the granted date, accordingly to the dates defined in each Restricted Share Unit Award Agreement.
If an eligible participant ceases its relationship with the Group, within the vesting period, the rights will be forfeited, except in limited circumstances.
| b) | Fair value of shares granted |
|---|
Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model and underlying assumptions, which depends on the terms and conditions of the grant and the information available at the grant date.
The Company uses certain assumptions to determine the RSUs fair value at the granted date, including the following:
• Market value of the shares at the granted date.
• Estimative of dividend yield and the US interest rate for the years comprised from the granted date until the vesting dates.
These estimates also require determination of the most appropriate inputs to the valuation models including assumptions regarding the expected life of a share-based payment.
| c) | Outstanding shares granted and valuation inputs |
|---|
During the second quarter of 2023 57,413 RSUs were vested, remaining outstanding 690,557 RSUs as of September 30, 2023. Total compensation expense of the plans for the nine-month period ended September 30,2023 was R$ 8,432, including R$ 2,812 of social charges provisions (R$ 1,865 for the nine-month period ended September 30, 2022, including R$ 476 of social charges).
| 25 | Deferred Revenue |
|---|
In accordance with the Partnership Agreement of Vinci Private Equity and Vinci Impact and Return Offshore Funds, management fees are payable in advance semiannually on January 1 and July 1. The revenue fees are recognized monthly on a linear basis during the semester. The deferred revenue balance in September is R$12,498.
| 26 | Subsequent Events |
|---|
Ares Strategic Partnership Agreement
October 10, 2023, Vinci and Ares Management Corporation (“Ares”) announced an agreement to form a strategic partnership to accelerate the growth of Vinci's platform in Latin America and to collaborate on distribution, product development and other business opportunities. In connection with the formation of the strategic partnership, an affiliate of Ares will concurrently make a US$100 million investment in new Series A Convertible Preferred Shares to be issued by Vinci, subject to customary closing conditions, pursuant to a securities purchase agreement
The Series A Convertible Preferred Shares will be entitled to cumulative dividends payable quarterly in cash at a rate of 8.00% per annum. The dividend rate is subject to increase to 10.00% per annum in the case of certain breaches by the Company of its obligations under the Certificate of Designations.
The Series A Convertible Preferred Shares will be convertible at the option of the holders at any time after the closing of the issuance into Class A Common Shares at an initial conversion rate of 73.5402 Class A Common Shares for each Series A Convertible Preferred Share, which represents an initial conversion price of approximately $13.60 per Class A Common Share.
Under certain conditions, Vinci may redeem, following the dissolution or termination of the strategic partnership with Ares, and prior to the one-year anniversary of such dissolution or termination, for cash all, or, if Ares no longer holds all Series A Convertible Preferred Shares, all of the Series A Convertible Preferred Shares held by Ares and any whole number of Series A Convertible Preferred Shares held by such other holders
F-53
Vinci Partners Investments Ltd.
Notes to the interim consolidated financial statements
All amounts in thousands of reais, unless otherwise stated
Treasury shares acquisition
According to the Repurchase Program (Note 16(f)), from October 01, 2023 to October 23, 2023, 93,249 Class A common shares were repurchased by the Entity, in the amount of R$ 4,991.
F-54