Wilson Sons Holdings Brasil S.A. FINANCIAL 30 September ...

CONDENSED CONSOLIDATED INTERIM FINANCIAL

Wilson Sons Holdings Brasil S.A.30 September 2021

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Interim Financial Information

Wilson Sons Holdings Brasil S.A.“(Free translation of the original issued in Portuguese)”

30 September 2021with Independent Auditor’s Review Report

Wilson Sons Holdings Brasil S.A.

Interim financial information

30 September 2021

Contents

Independent auditor’s review report on quarterly information ............................................................... 1

Interim financial information

Balance sheets .................................................................................................................................... 3Income statement ................................................................................................................................ 4Statements of comprehensive income ................................................................................................. 5Statements of changes in equity .......................................................................................................... 6Statements of cash flows ..................................................................................................................... 7Value added statements ...................................................................................................................... 8Notes to the parent company and consolidated interim financial information ........................................ 9

Centro Empresarial PB 370Praia de Botafogo, 370 6º ao 10º andar - Botafogo22250-040 - Rio de Janeiro - RJ - BrasilTel: +55 21 3263-7000ey.com.br

Uma empresa-membro da Ernst & Young Global Limited

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A free translation from Portuguese into English of Independent Auditor’s Review Report on interim financialinformation prepared in Brazilian currency in accordance with NBC TG 21 and IAS 34 applicable to the preparationof Quarterly Information (ITR) and the rules issued by the Brazilian Securities and Exchange Commission (CVM)

Independent auditor’s review report on quarterly information

To the Board of Directors and Shareholders’ ofWilson Sons Holdings Brasil S.A.Rio de Janeiro, Brazil

Introduction

We have reviewed the accompanying individual and consolidated interim financial information,contained in the Quarterly Information Form (ITR) of Wilson Sons Holdings Brasil S.A. (“theCompany”) for the quarter ended September 30, 2021, comprising the statement of financial positionas of September 30, 2021 and the related statements of profit or loss and of comprehensive incomefor the three and nine-month periods then ended, and of changes in equity and of cash flows for thenine-month period then ended, including the explanatory notes.

Management is responsible for preparation of the individual and consolidated interim financialinformation in accordance with Accounting Pronouncement NBC TG 21 - Interim Financial Reporting,and IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board(IASB), as well as for the fair presentation of this information in conformity with the rules issued by theBrazilian Securities and Exchange Commission (CVM) applicable to the preparation of the QuarterlyInformation Form (ITR). Our responsibility is to express a conclusion on this interim financialinformation based on our review.

Scope of review

We conducted our review in accordance with Brazilian and international standards on reviewengagements (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information performed bythe Independent Auditor of the Entity, respectively). A review of interim financial information consistsof making inquiries, primarily of persons responsible for financial and accounting matters, and applyinganalytical and other review procedures. A review is substantially less in scope than an audit conductedin accordance with auditing standards and consequently does not enable us to obtain assurance thatwe would become aware of all significant matters that might be identified in an audit. Accordingly, wedo not express an audit opinion.

2

Conclusion on the individual and consolidated interim financial information

Based on our review, nothing has come to our attention that causes us to believe that theaccompanying individual and consolidated interim financial information are not prepared, in all materialrespects, in accordance with NBC TG 21 and IAS 34 applicable to the preparation of QuarterlyInformation Form (ITR) and presented consistently with the rules issued by the Brazilian Securitiesand Exchange Commission (CVM).

Other matters

Statements of value added

The abovementioned quarterly information include the individual and consolidated statement of valueadded (SVA) for the nine-month period ended September 30, 2021, prepared under Company’sManagement responsibility and presented as supplementary information by IAS 34. These statementshave been subject to review procedures performed together with the review of the quarterlyinformation with the objective to conclude whether they are reconciled to the interim financialinformation and the accounting records, as applicable, and if its format and content are in accordancewith the criteria set forth by NBC TG 09 - Statement of Value Added. Based on our review, nothinghas come to our attention that causes us to believe that they were not prepared, in all materialrespects, consistently with the overall individual and consolidated interim financial information.

Rio de Janeiro, November 10, 2021.

ERNST & YOUNGAuditores Independentes S.S.CRC-2SP015199/O-6

Diogo Afonso da SilvaAccountant CRC-1RJ114783/O-8

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A free translation from Portuguese into English of Independent Auditor’s Review Report on interim financialinformation prepared in Brazilian currency in accordance with NBC TG 21 and IAS 34 applicable to the preparationof Quarterly Information (ITR) and the rules issued by the Brazilian Securities and Exchange Commission (CVM)

Wilson Sons Holdings Brasil S.A.Balance sheets30 September 2021 and 31 December 2020(All amounts in thousands of reais, unless otherwise stated)

Parent Company ConsolidatedNota 30/09/2021 31/12/2020 30/09/2021 31/12/2020

AssetsCash and cash equivalents 3 88,010 71,480 208,200 303,123Operational trade receivables 4 - - 263,573 201,461Inventories 5 - - 74,926 61,134Recoverable taxes 6 7,266 6,934 151,405 116,815Dividends receivable 7 180,671 335,672 - -Other current assets 6,508 363 60,512 34,895

Total current assets 282,455 414,449 758,616 717,428

Escrow deposits 56 54 24,509 25,489Trade receivables from related parties 25 138,763 54,645 136,594 53,939Recoverable taxes 6 2,171 1,265 33,657 57,195Deferred tax assets 15 - - 121,964 153,995Investments 8 1,689,688 1,432,095 127,621 113,031Property, plant, and equipment 10 413 274 3,056,360 3,009,606Right of use 11 59 121 886,963 775,753Intangible assets 12 60,638 58,349 156,375 157,958Other trade receivables - - 8,873 4,110

Total non-current assets 1,891,788 1,546,803 4,552,916 4,351,076

Total assets 2,174,243 1,961,252 5,311,532 5,068,504

LiabilitiesTrade payables 930 656 97,608 85,809Bank loans 14 - - 237,183 304,901Lease liabilities 11 16 58 110,497 94,538Salaries, provisions, and social contributions 6,848 9,904 98,244 85,829Taxes payable 13 385 433 37,721 32,980Dividends payable 7 - 31,673 - 31,673Other current liabilities 735 755 57,944 34,658

Total current liabilities 8,914 43,479 639,197 670,388

Accounts payable from related parties 25 44,765 43,774 252 1,486Bank loans 14 - - 1,393,189 1,475,806Lease liabilities 11 32 41 831,030 725,989Deferred tax liabilities 15 6,710 5,806 272,937 264,964Provision for tax, labor, civil and environmental risks 16 2,102 2,075 53,199 53,785Post-employment benefits 27 246 232 8,781 8,526

Total non-current liabilities 53,855 51,928 2,559,388 2,530,556

Total liabilities 62,769 95,407 3,198,585 3,200,944

Equity 17Share capital 129,606 126,232 129,606 126,232Legal reserve 47,447 47,447 47,447 47,447Capital reserves 24 24 24 24Stock Option 35,351 34,443 35,351 34,443Profit reserve 926,867 926,867 926,867 926,867Retained earnings 175,506 - 175,506 -Other comprehensive income 796,673 730,832 796,673 730,832

Equity attributable to the parent company 2,111,474 1,865,845 2,111,474 1,865,845Non-controlling interests - - 1,473 1,715

Total equity 2,111,474 1,865,845 2,112,947 1,867,560

Total liabilities and equity 2,174,243 1,961,252 5,311,532 5,068,504

The accompanying notes are an integral part of the condensed consolidated interim financial information.

4


Income statementThree and nine-month periods ended 30 September 2021 and 2020(All amounts in thousands of reais, unless otherwise stated)

Parent Company ConsolidatedThree-Month Period Nine-Month Period Three-Month Period Nine-Month Period

Nota 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Revenues 18 - - - - 543,926 474,101 1,561,010 1,327,825Service costs 19 - - - - (289,176) (257,877) (840,616) (726,542)

Gross profit - - - - 254,750 216,224 720,394 601,283

Selling expenses - - - - (2,470) (4,665) (6,541) (14,945)General and administrative expenses 20 (9,700) (6,618) (27,672) (21,478) (98,949) (85,187) (276,501) (256,807)Other operating revenue (expenses) 21 3,373 2,238 24,397 15,896 1,889 (1,886) 7,719 5,356Equity results 8 56,320 56,846 187,729 71,715 (15,702) (2,558) (23,759) (32,135)

Income before financial result 49,993 52,466 184,454 66,133 139,518 121,928 421,312 302,752

Financial result 22 (17,587) (4) (7,806) 3,776 (52,843) (31,935) (108,922) (119,530)

Income before tax 32,406 52,462 176,648 69,909 86,675 89,993 312,390 183,222

Income tax expense 15 (33) 439 (1,142) (5,249) (52,039) (35,412) (130,485) (114,517)

Net income for the period 32,373 52,901 175,506 64,660 34,636 54,581 181,905 68,705

Net income attributable to:Controlling shareholders 32,373 52,901 175,506 64,660 32,373 52,901 175,506 64,660Non-controlling interests - - - - 2,263 1,680 6,399 4,045

32,373 52,901 175,506 64,660 34,636 54,581 181,905 68,705


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Statements of Comprehensive IncomeThree and nine-month periods ended 30 September 2021 and 2020(All amounts in thousands of reais, unless otherwise stated)


30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Net Income 32,373 52,901 175,506 64,660 34,636 54,581 181,905 68,705

Items that will never affect profit or lossTranslation reserve 121,264 30,767 65,811 327,388 121,264 30,767 65,811 327,388

Items that are or may be reclassified to profitor loss, net of tax effects

Effective portion of changes in fair value ofcash flow hedges 35 35 30 (147) 35 35 30 (147)

Comprehensive income (loss) for the period 153,672 83,703 241,347 391,901 155,935 85,383 247,746 395,946

Comprehensive result for the period attributedto:

Owners of the Company 153,672 83,703 241,347 391,901 153,672 83,703 241,347 391,901Non-controlling interests - - - - 2,263 1,680 6,399 4,045

153,672 83,703 241,347 391,901 155,935 85,383 247,746 395,946


6


Statements of Changes in EquityNine-month period ended 30 September 2021 and 2020(All amounts in thousands of reais, unless otherwise stated)

NoteSharecapital

Reserve Other comprehensive incomeShare

optionsRetainedearnings

Attributableto owners ofthe Company

Non-controllingowners Totallegal capital of profits

Translationreserve Derivatives

Post-employmentbenefit

Balance at 31 December 2019 17 126,198 42,043 24 1,062,242 502,121 (23) (6,846) 33,040 - 1,758,799 2,479 1,761,278

Net income for the period - - - - - - - - 64,660 64,660 4,045 68,705Derivative financial instruments - - - - - (147) - - - (147) - (147)Translation reserve - - - - 327,388 - - - - 327,388 - 327,388Total comprehensive result - - - - 327,388 (147) - - 64,660 391,901 4,045 395,946Share option 27 - - - - - - - 375 - 375 - 375Profit allocation:Dividends 7 - - - (131,351) - - - - - (131,351) (2,900) (134,251)Balances at 30 September 2020 17 126,198 42,043 24 930,891 829,509 (170) (6,846) 33,415 64,660 2,019,724 3,624 2,023,348

Balance at 31 December 2020 17 126,232 47,447 24 926,867 736,008 (119) (5,057) 34,443 - 1,865,845 1,715 1,867,560

Net income for the period - - - - - - - - 175,506 175,506 6,399 181,905Derivative financial instruments - - - - - 30 - - - 30 - 30Translation reserve - - - - 65,811 - - - - 65,811 - 65,811Total comprehensive result - - - - 65,811 30 - - 175,506 241,347 6,399 247,746Capital increase 17 3,374 - - - - - - - - 3,374 154 3,528Share option 27 - - - - - - - 908 - 908 - 908Profit allocation:Dividends 7 - - - - - - - - - - (6,795) (6,795)Balances at 30 September 2021 17 129,606 47,447 24 926,867 801,819 (89) (5,057) 35,351 175,506 2,111,474 1,473 2,112,947


7


Statements of Cash FlowsNine-month period ended 30 September 2021 and 2020(All amounts in thousands of reais, unless otherwise stated)

Parent Company ConsolidatedNota 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Cash flow from operating activitiesProfit before income tax and social contribution 176,648 69,909 312,390 183,222

Adjustments by:Equity results 8 (187,729) (71,715) 23,759 32,135Depreciation and amortisation 10 e 12 135 117 199,440 192,918Amortisation of right-of-use 11 65 81 48,424 40,274Gain on sale of property, plant, and equipment - (628) (286) (507)Loss (gain) on sale of investment - SUAPE (2,843) - (312) -Expected credit losses - - 1,335 258Provision for tax, labor, civil and environmental risks (27) (20) (5,024) 1,613Financial result 22 7,806 (3,776) 108,922 119,530Employee benefits 14 14 255 514

Operational trade receivables - - (51,659) 46,622Inventories - - (10,733) 1,189Recoverable taxes (843) 711 (2,869) 78,220Escrow deposits - (51) 2,159 23,527Other operating assets (6,003) (41) (32,182) 12,104Trade payables 245 30 7,560 (4,084)Salaries, provisions, and social charges (3,450) (4,546) 8,264 (5,592)Recoverable taxes (64) (46) 3,135 (7,395)Income tax expense paid (409) (531) (114,835) (106,443)Interest paid on lease (5) (13) (59,648) (55,855)Interest paid on financing - - (38,339) (32,370)Other operating liabilities (53) (128) 22,151 (7,426)

Net cash generated by (used in) operating activities (16,513) (10,633) 421,907 512,454

Financial income and interest received 1,209 611 6,760 28,656Interest received from related companies 313 828 1,305 1,271Accounts payable and receivable with related companies (810) 49,513 357 4,221Dividends received 161,420 168,663 - -Capital increase 3,374 - 3,528 10,465Sale of property, plant and equipment, and Intangible assets - 272 670 (2,093)Additions to property, plant, and equipment and intangible assets (255) (381) (153,972) (238,630)Disposal of investments - - 267 -Advances for future capital increases - Joint ventures (78,021) - (78,021) -

Net cash generated by (used in) investing activities 87,230 219,506 (219,106) (196,110)

Funding - third parties - - 18,641 249,715Amortisation of financing - third parties - - (245,570) (104,339)Repayments of leases obligations (52) (69) (34,480) (23,857)Dividends paid 7 (31,673) (149,504) (38,468) (84,467)

Net cash used in financing activities (31,725) (149,573) (299,877) 37,052

Net increase (decrease) in cash and cash equivalents balance 38,992 59,300 (97,076) 353,396

Cash and cash equivalents at the start of the fiscal year 71,480 3,765 303,123 215,929Effect of foreign exchange rate changes (22,462) (6,870) 2,153 (156,397)Cash and cash equivalents at year-end 88,010 56,195 208,200 412,928

Net increase in cash and cash equivalents balance 38,992 59,300 (97,076) 353,396


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Value Added StatementsNine-month period ended 30 September 2021 and 2020(All amounts in thousands of reais, unless otherwise stated)

Parent Company Consolidated30/09/2021 30/09/2020 30/09/2021 30/09/2020

Generation of value added

Revenues (1,160) 2,100 1,570,437 1,334,241Revenue from products and services - - 1,563,564 1,329,297Other revenues (1,160) 2,100 6,075 5,362Expected credit losses - - 798 (418)Inputs from third parties 14,179 5,713 (330,117) (269,618)Costs of products and services (2,993) (3,404) (159,691) (131,297)Maintenance (263) (38) (51,854) (34,252)Energy, fuels, and outsourced services 19,000 10,296 (109,681) (84,553)Other costs (1,565) (1,141) (10,526) (23,674)Recovery of asset Values - - 1,635 4,158

Gross value added 13,019 7,813 1,240,320 1,064,623

Amortisation of right-of-use of the assets (65) (81) (48,424) (40,273)Depreciation and amortisation (135) (120) (199,440) (192,919)

Net added value 12,819 7,612 992,456 831,431

Received from third parties 191,271 73,773 (1,783) (17,903)Equity results 187,729 71,716 (23,759) (32,135)Finance income 3,542 2,057 18,085 10,397Others - - 3,891 3,835

Total value added value to be distributed 204,090 81,385 990,673 813,528

Distribution of added valuePersonnel 14,686 12,023 368,395 357,335Direct compensation 12,844 10,579 276,774 271,283Benefits 687 765 70,035 66,384FGTS 1,155 679 21,586 19,668Taxes Payable 2,863 6,713 194,468 178,556Federal 2,858 6,711 182,807 166,770State 4 - 9,500 9,404Municipal 1 2 2,161 2,382Compensation on third-party capital 11,035 (2,011) 245,905 208,933Rents 18 3 123,145 89,989Interest 11,017 (2,014) 122,760 118,944Compensation on equity 175,506 64,660 181,905 68,704Retained earnings 175,506 64,660 175,506 64,660Non-controlling interests - - 6,399 4,044

Distributed value added 204,090 81,385 990,673 813,528



Notes to the parent company and consolidated interim financial information30 September 2021(All amounts in thousands of reais, unless otherwise stated)

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1. Operational contextWilson Sons is a publicly-held corporation headquartered at Rua da Quitanda, 86, 5º andar, Centro, Riode Janeiro, Brazil, and its securities will have its titles traded on the São Paulo stock exchange – BR S.A.(PORT3) from 25 October 2021. The Company is one of the largest integrated operators of port andmaritime logistics and supply chain solutions in Brazil. With over 180 years of history, the Company offersa complete line of services, nationwide, to participants in the domestic and foreign trade sectors, as wellas to the oil and gas industry. The Company's main activities are divided into the following segments:tugboats and maritime agency, container terminals and offshore support bases, offshore support vessels,logistics and shipyards.

2. Basis of preparation and presentation and main accounting policiesThe unaudited interim financial information was prepared following CPC 21 (R1)/IAS 34 - Interim FinancialStatements.

The relevant accounting policies adopted by the Group in this unaudited interim financial information areconsistent with those adopted in the accounting statements for the year ended 31 December 2020,disclosed on 21 September 2021.

Additionally, the Group considered the guidelines issued by Technical Guideline CPC 07, issued by theCPC in November 2014, in preparing its financial statements. Thus, the relevant information specific tothe financial statements is being highlighted and corresponds to that used by the administration in itsmanagement.

The result for the nine-month period ended 30 September 2021 is not necessarily indicative of the resultsthat can be expected for the entire fiscal year ending 31 December 2021. The interim financial informationand notes do not include all information and disclosures required for annual accounting statements.Therefore, these statements should be read with the annual audited financial statements for 31 December2020.

Critical accounting practices, policies, estimates, and judgments adopted by the Company in this interimfinancial information are consistent with those adopted in the accounting statements for the fiscal yearended 31 December 2020.

Authorization to finish preparing the Company's management granted this interim financial information on9 November 2021.

New or revised pronouncements applied for the first time in 2021Standards were revised and became applicable as of 1 January 2021 and, therefore, are being adoptedin this individual and consolidated interim financial information, however, the adoption of theseamendments did not result in a material impact on the disclosures or amounts disclosed.

New standards and interpretations not yet in forceA number of new standards and interpretations will come into effect as of 1 January 2022 and their earlierapplication is permitted. The Company has not early adopted any of these standards or futureinterpretations in preparing this interim financial information, and does not expect that they will have asignificant impact in future periods.

2.1. Functional and presentation currency of individual and consolidated interim financialinformationWe present below the concepts and practices related to the functional currency used due to its impact onthe individual and consolidated interim financial information.



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a) Functional currency of the Parent CompanyA company's functional currency is the currency of the main economic environment in which itoperates and should be the currency that best reflects its business and operations. Based on thisanalysis, Management concluded that the United States Dollar (“US$” or “Dollar”) is the ParentCompany's functional currency and this conclusion is based on the analysis of the followingindicators:

Currency that most influences the prices of goods and services. It is the currency in which theselling price of your goods and services is expressed and settled;

Currency of the country whose competitive forces and regulations most influence the businessof the parent company;

Currency that most influences costs for the supply of products or services, that is, the currencyin which the Parent Company's costs are normally expressed and settled;

Currency in which the Parent Company normally raises funds from financial activities, and inwhich it normally receives for its sales and accumulates cash.

b) Presentation currency of the Parent CompanyThe presentation currency is the currency in which the interim financial information is presentedand is normally defined based on the Company's legal obligations. In compliance with Brazilianlaw, this individual and consolidated financial information is presented in Reais, converting theindividual and consolidated interim financial information prepared in the Parent Company'sfunctional currency into Reais, using the following criteria:

Assets and liabilities at the exchange rate in effect on the balance sheet date;

Income and comprehensive income accounts, statement of cash flows and value added at theaverage monthly rate; and

Equity at the historical value of formation.

The corresponding adjustments resulting from the above translation are recognized in equity asaccumulated translation.

c) Conversion of Interim Financial Information of SubsidiariesFor subsidiaries whose functional currency is different from the US dollar, the asset and liabilityaccounts are translated into the Parent Company's functional currency, using the exchange ratesin effect on the balance sheet date, and the income and expense items are translated using theaverage rate monthly. The resulting translation adjustments are recognized in equity asaccumulated translation adjustments.

Goodwill and fair value adjustments arising from the acquisition of a foreign entity (entities with afunctional currency other than the Parent) are treated as assets and liabilities of the foreign entityand translated at the closing rate, and the adjustments resulting from the conversion are alsorecognized in equity as cumulative translation adjustments.

The consolidated balance sheets, consolidated statements of income and cash flows in thefunctional currency (Dollar), converted to the presentation currency (Real) are as follows:



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Balance sheets

30/09/2021 31/12/2020US$ R$ US$ R$

AssetsCash and cash equivalents 38,276 208,200 58,330 303,123Operational trade receivables 48,456 263,573 38,767 201,461Inventories 13,775 74,926 11,764 61,134Recoverable taxes 27,835 151,405 22,479 116,815Dividends receivable - - - -Other current assets 11,125 60,512 6,718 34,895

Total current assets 139,467 758,616 138,058 717,428

Escrow deposits 4,506 24,509 4,905 25,489Trade receivables from related parties 25,801 136,594 10,386 53,939recoverable taxes 6,188 33,657 11,006 57,195Deferred tax assets 22,422 121,964 29,633 153,995Investments 22,773 127,621 21,750 113,031Property, plant, and equipment 561,893 3,056,360 579,138 3,009,606Right of use 163,063 886,963 149,278 775,753Intangible assets 28,749 156,375 30,396 157,958Other trade receivables 1,631 8,873 791 4,110

Total non-current assets 837,026 4,552,916 837,283 4,351,076

Total assets 976,493 5,311,532 975,341 5,068,504

LiabilitiesTrade payables 17,945 97,608 16,516 85,809Bank loans 43,605 237,183 58,672 304,901Lease liabilities 20,314 110,497 18,192 94,538Salaries, provisions, and social contributions 18,062 98,244 16,516 85,829Taxes payable 6,935 37,721 6,346 32,980Dividends payable - - 6,095 31,673Other current liabilities 10,649 57,944 6,669 34,658

Total current liabilities 117,510 639,197 129,006 670,388

Accounts payable from related parties 46 252 286 1,486Bank loans 256,129 1,393,189 283,989 1,475,806Lease liabilities 152,780 831,030 139,702 725,989Deferred tax liabilities 50,178 272,937 50,987 264,964Provision for labor, tax, civil and environmental risks 9,780 53,199 10,350 53,785Post-employment benefits 1614 8,781 1641 8,526

Total non-current liabilities 470,527 2,559,388 486,955 2,530,556

Total liabilities 588,037 3,198,585 615,961 3,200,944

EquityShare capital 52,591 129,606 52,076 126,232Legal reserve 12,836 47,447 12,731 47,447Capital reserves 8 24 8 24Stock Option 14,209 35,351 14,000 34,443Profit reserve 446,863 926,867 446,930 926,867Retained earnings 32,961 175,506 - -Other comprehensive income (171,283) 796,673 (166,695) 730,832

Equity attributable to the parent company 388,185 2,111,474 359,050 1,865,845Non-controlling interests 271 1,473 330 1,715

Total equity 388,456 2,112,947 359,380 1,867,560

Total liabilities and equity 976,493 5,311,532 975,341 5,068,504



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Income statement

30/09/2021 30/09/2020US$ R$ US$ R$

Revenues 292,882 1,561,010 262,294 1,327,825Service costs (157,730) (840,616) (143,839) (726,542)

Gross profit 135,152 720,394 118,455 601,283

Selling expenses (1,228) (6,541) (2,857) (14,945)General and administrative expenses (51,977) (276,501) (51,077) (256,807)Other operating revenues 1,410 7,719 1,103 5,356Equity result (4,474) (23,759) (6,631) (32,135)

Income before financial result 78,883 421,312 58,993 302,752

Financial result (20,354) (108,922) (23,801) (119,530)

Income before tax 58,529 312,390 35,192 183,222

Income tax expense (24,368) (130,485) (23,139) (114,517)

Net income for the period 34,161 181,905 12,053 68,705

Net income attributable to:Controlling shareholders 32,961 175,506 11,267 64,660Non-controlling interests 1,200 6,399 786 4,045

34,161 181,905 12,053 68,705



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Statements of Cash Flows

30/09/2021 30/09/2020US$ R$ US$ R$

Cash flow from operating activitiesProfit before income tax and social contribution 58,529 312,390 35,192 183,222

Adjustments by:Equity result 4,474 23,759 6,631 32,135Depreciation and amortisation 37,371 199,440 38,175 192,918Amortisation of right-of-use 10,056 48,424 9,408 40,274Gain on sale of property, plant, and equipment (53) (286) (133) (507)Loss (gain) on sale of investment - SUAPE (59) (312) - -Expected credit losses 249 1,335 56 258Provision for tax, labor, civil and environmental risks (966) (5,024) 296 1,613Financial result 20,354 108,922 23,801 119,530Employee benefit 48 255 102 514Operational trade receivables (9,689) (51,659) 9,179 46,622Inventories (2,013) (10,733) 234 1,189Recoverable taxes (538) (2,869) 15,400 78,220Escrow deposits 405 2,159 4,632 23,527Other operating assets (6,036) (32,182) 2,383 12,104Trade payables 1,418 7,560 (804) (4,084)Salaries, provisions, and social charges 1,550 8,264 (1,101) (5,592)Recoverable taxes 588 3,135 (1,456) (7,395)Income tax expense paid (21,485) (114,835) (20,425) (106,443)Interest paid on lease (11,216) (59,648) (10,961) (55,855)Interest paid on financing (7,158) (38,339) (6,495) (32,370)Other operating liabilities 4,193 22,151 (1,461) (7,426)

Net cash generated by operating activities 80,022 421,907 102,653 512,454

Financial income and interest 1,272 6,760 6,023 28,656Interest received from related companies 245 1,305 251 1,271Accounts payable and receivable with related companies 67 357 831 4,221Dividends received - - - -Capital increase 646 3,528 2,498 10,465Sale of property, plant and equipment, and Intangible assets 121 670 (360) (2,093)Additions to property, plant, and equipment and intangible

assets (28,921) (153,972) (47,005) (238,630)Sale of investments 65 267 - -Advances for future capital increases - Joint ventures (15,033) (78,021) - -

Net cash used in investing activities (41,538) (219,106) (37,762) (196,110)

Funding - third parties 3,489 18,641 47,355 249,715Amortisation of financing - third parties (44,856) (245,570) (21,713) (104,339)Repayments of leases obligations (6,470) (34,480) (4,676) (23,857)Dividends paid (6,870) (38,468) (15,605) (84,467)

Net cash generated by (used in) financing activities (54,707) (299,877) 5,361 37,052

Net increase (decrease) in cash and cash equivalents balance (16,223) (97,076) 70,252 353,396

Cash and cash equivalents at the start of the fiscal year 58,330 303,123 53,571 215,929Effect of foreign exchange rate changes (3,831) 2,153 (50,618) (156,397)Cash and cash equivalents at year-end 38,276 208,200 73,205 412,928

Net increase (decrease) in cash and cash equivalents balance (16,223) (97,076) 70,252 353,396



14

3. Cash and cash equivalents


Denominated in US dollar:Exchange funds 53,998 - 53,998 -Cash and banks - - 21,952 23,651

Total 53,998 - 75,950 23,651

Denominated in Brazilian Real:Fixed income investments 34,012 61,945 129,326 244,542Cash and banks - 4 2,663 4,072Deposit certificates - 9,531 261 30,858

Total 34,012 71,480 132,250 279,472

Total cash and cash equivalents 88,010 71,480 208,200 303,123

The average income from cash and cash equivalents is shown below:


Denominated in US Dollar:Fixed income investments - - (3.06%) -

Denominated in Brazilian Real:Fixed income investments 3.46% 2.55% 3.46% 2.55%Deposit certificates - 2.25% 3,45% 2.16%

Cash and cash equivalents comprise cash on hand, bank accounts and short-term investments that arehighly liquid and readily convertible to known amounts of cash and subject to an immaterial risk of changesin value.

US dollar-denominated cash and cash equivalents refer principally to investments in time deposits placedwith major financial institutions. Real-denominated cash and cash equivalents refer principally toinvestments in deposit certificates and Brazilian treasury bonds.

Exclusive investment fundThe Group has investments in an exclusive investment fund managed by Itaú BBA S.A., which isconsolidated in this interim financial information. These highly liquid investments are readily convertibleinto known amounts of cash and are marked at fair value daily in profit or loss. The financial obligations ofthis fund are limited to Itaú BBA SA service fees, audit fees and other minor administrative expenses.

The exclusive investment fund has its portfolio breakdown as set out below:

30/09/2021 31/12/2020Fixed income investments:Treasury financial bill 53,144 143,773Finance bill 38,111 36,768CDB after early settlement - 16,010Eligible financial bill - Level II 5,349 4,745LTN Over 32,722 -LTF Over - 43,246

Total 129,326 244,542



15


Fund’s Interest % 26% 25% 100% 100%Amount invested in the Fund 34,012 61,945 129,326 244,542

4. Operational trade receivables

30/09/2021 31/12/2020

Receivable for services rendered 265,116 204,340Expected credit losses (1,543) (2,879)

Total 263,573 201,461

Trade receivables disclosed are classified as financial assets measured at amortized costs.

The aging list of receivables for services rendered is as follows:

30/09/2021 31/12/2020

Current 218,431 170,092

Overdue: 01 to 30 days 31,111 24,942 31 to 90 days 9,944 4,426 91 to 180 days 3,561 1,026 More than 180 days 2,069 3,854

Total 265,116 204,340

Generally, the interest of one percent per month plus a two percent penalty is charged on overduebalances. Allowances for expected credit losses are recognized as a reduction of receivables whenever aloss is expected. The Group has recognizes an allowance considering an expected credit loss model thatinvolves historical evaluation of effective loss over billing cycles. The period over review is 3.5 years, beingrenewed every 180 days. The measurement of default rate shall consider the recoverability of receivablesand apply according to the debtors' payment profile. The Group reviews, when appropriate, the matrix toadjust the historical credit loss experience with forward-looking information. The provision matrix isdisclosed in Note 24. Due to the COVID-19 pandemic, the Company has reviewed the variables that makeup the methodology of measuring estimated losses and has not observed an increase in customer defaultdue to the coronavirus outbreak.

The changes in the provision for expected credit losses are shown below:

Consolidated

At 31 December 2019 3,374Decrease in allowance (495)At 31 December 2020 2,879

Decrease in allowance (1,336)

At 30 September 2021 (1,543)



16

5. Inventories

Consolidated30/09/2021 31/12/2020

Operating materials 58,373 48,870Raw materials for construction contracts (external customers) 16,553 12,264

Total 74,926 61,134

Inventories are presented net of losses to adjust to their net realizable value, and these adjustments aremainly due to obsolescence and, when constituted, are recognized in income for the year. On 30September 2021, the provisioned balance was R$1.7 million (2020: R$1.8 million).

6. Recoverable taxes


PIS and COFINS recoverable 20 55 91,454 66,000

Income tax and social contribution recoverable 6,894

6,647 51,625

36,310ISS recoverable 1 1 5,176 4,853INSS recoverable - - 1,374 1,057FUNDAF recoverable - - 786 1,232Judiciary bond recoverable 228 228 609 6,929Other recoverable taxes 123 3 381 434

Total recoverable taxes current 7,266 6,934 151,405 116,815

PIS and COFINS recoverable - - 16,538 42,748FUNDAF recoverable - - 290 -Judiciary bond recoverable 2,171 1,265 13,776 11,394INSS recoverable - - 3,053 3,053

Total recoverable taxes non-current 2,171 1,265 33,657 57,195

Total 9,437 8,199 185,062 174,010

The Group reviews taxes and levies impacting its business to ensure that payments are accurately made.If tax credits arise, the Group intends to use them in future years within their legal term. If the Companydoes not utilize the tax credit within their legal term, reimbursement of such amounts will be requestedfrom the Brazilian Internal Revenue Service (“Receita Federal do Brasil”).

7. Dividends receivable and payable


Amounts to be received:Saveiros Camuyrano Serviços Marítimos S.A. - 226.672 - -Wilson Sons Serviços Marítimos Ltda. 158.671 - - -Wilport Operadores Portuários Ltda. - 100.000 - -Wilson Sons Terminais e Logística Ltda. 19.000 - - -Wilson, Sons Agência Marítima Ltda. - 9.000 - -Wilson, Sons Shipping Services Ltda. 3.000 - - -

Total 180,671 335,672 - -

Amounts to be paid:Wilson Sons Limited - 31,673 - 31,673

Total - 31,673 - 31,673



17

Movement of dividends in the period:

Parent Company Consolidated

At 31 December 2019 66,602 66,727Declarations 245,832 252,232Payments (278,650) (285,175)Others (2,111) (2,111)At 31 December 2020 31,673 31,673

Declarations - 6,795Payments (31,673) (38,468)

Balance at 30 September 2021 - -

8. Investments

8.1. InvestedDetails of the Company’s subsidiaries, and other entities and operations under its control, on the basedate of this financial information, are shown below:

Percentage of participationPlace of 30/09/2021 31/12/2020

constitution Direct Indirect Direct IndirectSubsidiariesTowageSaveiros, Camuyrano Serviços Marítimos S.A (1) Rio de Janeiro - - 100.00% -

ShipyardWilson Sons Shipping Services Ltda. Rio de Janeiro 100.00% - 100.00% -Wilson Sons Estaleiros Ltda. Rio de Janeiro 100.00% - 100.00% -

Ship agencyWilson Sons Agência Marítima Ltda. (2) Rio de Janeiro - - 100.00% -Dock Market Soluções Ltda. Rio de Janeiro 90.00% - 90.00% -

LogisticsWilson Sons Terminais e Logística Ltda.(3) (7) Rio de Janeiro 100% - - 100.00%EADI Santo André Terminais de Cargas Ltda. (4) São Paulo - - - 100.00%Allink Transportes Internacionais Ltda. (5) São Paulo 50.00% - 50.00% -

Container terminalWilport Operadores Portuários Ltda. (3)) Rio de Janeiro - - 100.00% -Tecon Rio Grande S.A. Rio Grande do Sul - 100.00% - 100.00%Tecon Salvador S.A. Bahia - 100.00% - 100.00%

Offshore support basesWilson Sons Serviços Marítimos Ltda. Rio de Janeiro 100.00% - 100.00% -

Joint venturesOffshoreWilson Sons Ultratug Participações Ltda. (6) Rio de Janeiro 50.00% - 49.13% -

LogisticsPorto Campinas, Logística e Intermodal Ltda. São Paulo 50.00% - 50.00% -

(1) In January 2021 the subsidiary Saveiros, Camuyrano Serviços Marítimos S.A. was merged into Wilson Sons Serviços Marítimos Ltda.(2) In January 2021 the subsidiary Wilson, Sons Agência Marítima Ltda was incorporated by Wilson Sons Shipping Services Ltda.(3) In January 2021 the subsidiary Wilport Operadores Portuários Ltda was merged into Wilson Sons Logística Ltda, and then the name of this subsidiarywas change to Wilson, Sons Terminais e Logística Ltda.(4) In January 2021 the subsidiary Eadi Santo André Terminais de Carga Ltda was merged into Wilson Sons Terminais e Logística Ltda.(5) In January 2021 the subsidiary Allink Services e Gerenciamento de Cargas Ltda was merged into Allink Transportes Internacionais Ltda.(6) In February 2021 Wilson Sons Limited paid in the Company's capital by transferring 891,482 shares, totalling R$3,243,644.00 corresponding to theentire equity interest held in Wilson, Sons Ultratug Participações S/A.(7) During the third quarter of 2021 Wilson Sons Holdings Brasil S.A carried out the spin-off and subsequent sale of the assets of Wilson Sons Terminaise Logísticas Ltda. linked to assets related to Suape Logistics Center.



18

The investments presented in the parent company’s financial information evaluated under the equity method are shown as follows:

30/09/2021

Number ofshares

Percentage ofparticipation(%)

Sharecapital

Investee’sadjusted

shareholders’equity

Investee’sadjusted profit

or loss Equity result

Equityresults on

constructioncontracts

Profit onconstruction

contractsBook value of

investment

Wilson Sons Shipping Services Ltda. 121,230,446 100% 37,436 83,974 5,449 7,128 6,075 (117,166) (33,192)Wilson Sons Estaleiros Ltda. 82,247,379 100% 82,247 132,592 (9,254) (9,254) (306) (40,799) 91,792Wilson Sons Serviços Marítimos Ltda. 256,556,250 100% 427,340 838,924 124,657 124,657 - - 838,924Wilson Sons Terminais e Logística Ltda. - 100% 608,752 593,652 87,507 84,869 - - 593,652Allink Transportes Internacionais Ltda. 225 50% 450 2,639 12,951 6,482 - - 1,320Wilson Sons Ultratug Participações Ltda. 50,346,250 50% 154,989 389,571 (62,564) (31,071) - - 194,786Porto Campinas, Logística e Intermodal Ltda. 3,142,931 50% 6,286 2,052 (205) (102) - - 1,026Dock Market Soluções Ltda. 900,000 90% 2,508 1,534 (832) (749) - - 1,380

181,960 5,769 (157,965) 1,689,688

31/12/2020

Number ofshares

Percentage ofparticipation(%)

Sharecapital


shareholders’equity


profit or loss Equity result

Equity resultson construction

contracts


contractsBook value of

investment

Saveiros, Camuyrano Serviços Marítimos S.A. 74,118,430 100.00% 58,533 441,113 116,840 116,840 - - 441,113Wilson Sons Agência Marítima Ltda. 234,725 100.00% 235 10,375 7,700 7,700 - - 10,375Wilson Sons Shipping Services Ltda. 121,230,446 100.00% 36,517 63,524 (17,460) (17,460) 7,766 (117,865) (54,341)Wilport Operadores Portuários Ltda. 480,279,861 100.00% 470,742 511,958 121,319 121,319 - - 511,958Wilson Sons Administração de Bens Ltda. - 0.00% - - (298) (298) - - -WS Participações Ltda. - 0.00% - - 46 46 - - -Transamérica Visas Serviços de Despachos

Ltda. - 0.00% - - 515 515 - - -Wilson Sons Estaleiros Ltda. 82,247,379 100.00% 82,247 135,588 (41,262) (41,262) 6,625 (37,895) 97,693Wilson Sons Serviços Marítimos Ltda. 256,556,250 100.00% 256,556 238,657 (15,556) (15,556) - - 238,657Allink Transportes Internacionais Ltda. 225 50.00% 450 3,266 11,038 5,519 - - 1,633Wilson Sons Ultratug Participações Ltda. 50,346,250 49.13% 102,469 373,353 (77,457) (38,055) - - 183,108Porto Campinas, Logística e Intermodal Ltda. 3,142,931 50.00% 6,286 2,257 (244) (122) - - 1,129Dock Market Soluções Ltda. 900,000 90.00% 1,000 857 (142) (128) - - 770

139,058 14,391 (155,760) 1,432,095



19

The movement of investments in subsidiaries in the parent company financial information is as follows:

30/09/2021

Openingbalance

Translationreserve

Derivativereserves Equity result

Equity resulton



contractsCapital

increase DividendsExtinction

/IncorporationStockoption

Post-employment

benefitsFinal

balance

Saveiros, Camuyrano Serviços Marítimos S.A. 441,107 - - - - - - - (441,107) - - -Wilson Sons Agência Marítima Ltda. 10,376 - - - - - - - (10,376) - - -Wilson Sons Shipping Service Ltda. (54,340) 3,877 - 7,128 6,075 (5,594) - (714) 10,376 - - (33,192)Wilport Operadores Portuários Ltda. 511,960 - - - - - - - (511,960) - - -Wilson Sons Estaleiros Ltda. (*) 97,693 6,210 - (9,254) (306) (2,599) - - - 48 - 91,792Wilson Sons Serviços Marítimos Ltda. 238,658 34,392 - 124,657 - - - - 441,107 110 - 838,924Wilson Sons Terminais e Logísticas Ltda. - (350) - 84,869 - - (2,843) - 511,960 16 - 593,652Allink Transportes Internacionais Ltda. 1,633 - - 6,482 - - - (6,795) - - - 1,320Wilson Sons Ultratug Participações Ltda. 183,108 13,083 32 (31,071) - - 26,260 - - - 3,374 194,786Porto Campinas, Logística e Intermodal Ltda 1,128 - - (102) - - - - - - - 1,026Dock Market Soluções Ltda. 772 - - (749) - - 1,357 - - - - 1,380

1,432,095 57,212 32 181,960 5,769 (8,193) 24,774 (7,509) - 174 3,374 1,689,688

31/12/2020

Openingbalance

Translationreserve

Derivativereserves Equity result

Equity resulton



contracts

Capitalincrease

(decrease) Dividends

Extinction/Incorporation/Constitution

Stockoption

Post-employment

benefitsFinal

balance

Saveiros, Camuyrano Serviços Marítimos S.A. 533,037 136,379 - 116,840 - - (12,049) (334,804) - 255 1,449 441,107Wilson Sons Agência Marítima Ltda. 12,435 2,450 - 7,700 - - - (12,500) - - 291 10,376Wilson Sons Shipping Services Ltda. (31,772) 17,161 - (17,460) 7,766 (28,140) - (2,000) - - 105 (54,340)Wilport Operadores Portuários Ltda. 613,051 - - 121,319 - - - (222,410) - - - 511,960Wilson Sons Administração de Bens Ltda. 5,202 - - (298) - - - - (4,904) - - -WS Participações Ltda. 5,067 - - 46 - - - - (5,113) - - -Transamérica Visas Serviços de DespachosLtda. 2,269 - - 515 - - - (1,000) (1,784) - - -Wilson Sons Estaleiros Ltda. (*) 82,942 34,512 - (41,262) 6,625 (10,029) 24,800 - - 96 9 97,693Wilson Sons Serviços Marítimos Ltda. 250,686 - - (15,556) - - 3,500 - - - 28 238,658Allink Transportes Internacionais Ltda. 2,479 - - 5,519 - - - (6,365) - - - 1,633Wilson Sons Ultratug Participações Ltda. 173,354 47,786 (96) (38,055) - - - - - - 119 183,108Porto Campinas, Logística e Intermodal Ltda 1,129 - - (122) - - 121 - - - - 1,128Dock Market Soluções Ltda. - - - (128) - - - - 900 - - 772

1,649,879 238,288 (96) 139,058 14,391 (38,169) 16,372 (579,079) (10,901) 351 2,001 1,432,095



20

The investments presented in the consolidated financial information evaluated under the equity methodare shown as follows:

30/09/2021Investee’s’ Eliminationadjusted of profit on Result Book value

Number of Percentage of Share shareholders’ construction of Equity ofshares participation capital equity contracts invested result investment

Wilson Sons UltratugParticipações Ltda. 50,346,250 50.00% 154,989 389,571 (136,369) (47,314) (23,657) 126,595

Porto Campinas, Logísticae Intermodal Ltda 3,142,931 50.00% 6,286 2,052 - (205) (102) 1,026

161,275 391,623 (136,369) (47,519) (23,759) 127,621

31/12/2020Investee’s’ Eliminationadjusted of profit on Result

Number of Percentage of Share shareholders’ construction of Equity Book value ofshares participation capital equity contracts invested result investment

Wilson Sons UltratugParticipações Ltda. 50,346,250 49.13% 102,469 373,353 (144,936) (58,331) (28,645) 111,903

Porto Campinas, Logísticae Intermodal Ltda 3,142,931 50.00% 6,286 2,257 - (244) (122) 1,128

108,755 375,610 (144,936) (58,575) (28,767) 113,031

The movement of investments in joint ventures, presented in the consolidated financial information, is asfollows:

30/09/2021Eliminationof profit on

Opening Translation construction Equity Capital Finalbalance reserve contracts result increase balance

Wilson Sons Ultratug Participações Ltda. 110,667 13,226 99 (23,657) 26,260 126,595Porto Campinas, Logística e Intermodal Ltda 1,128 - - (102) - 1,026

111,795 13,226 99 (23,759) 26,260 127,621

31/12/2020Eliminationof profit on

Opening Translation construction Equity Capital Finalbalance reserve contracts result increase balance

Wilson Sons Ultratug Participações Ltda. 110,667 29,651 230 (28,645) - 111,903Porto Campinas, Logística e Intermodal Ltda 1,129 - - (122) 121 1,128

111,796 29,651 230 (28,767) 121 113,031



21

8.2. Joint operations and joint ventures

Interest % - Parent CompanyPlace of 30/09/2021 31/12/2020

constitution Direct Indirect Direct Indirect

Joint venturesOffshoreWilson Sons Ultratug Participações Ltda. Rio de Janeiro 50.00% - 49.13% -

LogisticsPorto Campinas, Logística intermodal Ltda. Rio de Janeiro 50.00% - 50.00% -

Joint operationsTowageConsórcio de Rebocadores da Baia de São Marcos Maranhão - 50.00% - 50.00%

8.3. Joint operationsThe following amounts are included in the financial statements because of the proportionalconsolidation of joint ventures and consortia:

30/09/2021 31/12/2020

Intangible assets - 10Vehicles, plant, and equipment 13,857 9,571Inventories 629 967Trade and other trade receivables 3,713 5,145Cash and cash equivalents 968 7,319

Total assets 19,167 23,012

Trade and other trade payables (18,283) (22,020)Deferred tax liabilities (884) (992)

Total liabilities (19,167) (23,012)

Three-Month Period Nine-Month Period30/09/2021 30/09/2020 30/09/2021 30/09/2020

Revenues - 46 - 19,591Expenses (423) (953) (3,093) (10,499)

Net income (423) (907) (3,093) 9,092

8.4. Joint venturesThe following balances are not consolidated in the Company's financial statements, considered jointventures. The Company’s interests in joint ventures are equity accounted.



22

30/09/2021 31/12/2020

Cash and cash equivalents 53,920 71,302Long-term investment 11,738 11,085Trade and other trade receivables 200,790 149,509Other assets 58,442 53,757Vehicles, plant, and equipment 2,658,746 2,627,031Right of use 161,904 50,845

Total assets 3,145,540 2,963,529

Trade and other trade payables 414,616 280,174Bank loans 1,948,817 2,090,902Lease liabilities 163,639 52,388Other non-current liabilities 226,845 164,455Equity 391,623 375,610

Total liabilities and equity 3,145,540 2,963,529


Net operating revenue 143,395 150,610 414,343 417,961Service costs (142,833) (122,431) (395,245) (346,971)

Gross profit 562 28,179 19,098 70,990

Selling expenses (32) (106) (121) (331)General and administrative expenses (11,424) (15,149) (46,533) (45,969)Other operating expenses, net (318) (189) (625) (446)

Income before financial result (11,212) 12,735 (28,181) 24,244

Financial result (52,106) (34,685) (70,807) (177,049)Loss before tax (63,318) (21,950) (98,988) (152,805)

Income tax expense 31,914 16,770 51,469 87,397

Loss for the period (31,404) (5,180) (47,519) (65,408)

We have not separately disclosed all material Joint Ventures because they belong to the same economicgroup and are managed unified.

GuaranteesLoan agreements of Wilson, Sons Ultratug Participações S.A., and subsidiaries with the BNDES areguaranteed by a lien on the financed vessels and in most of the contracts a corporate guarantee from bothWilson Sons Holdings Brasil e da Remolcadores Ultratug Ltda., each guaranteeing 50% of its subsidiary’sdebt balance with the BNDES. Financing, equivalent to 50%, totals R$900.8 million (2020: R$887.2million).

Wilson, Sons Ultratug Participações S.A. subsidiary’s loan agreement with Banco do Brasil is guaranteedby a pledge on the financed offshore support vessels. The security package also includes a standby letterof credit issued by Banco de Crédito e Inversiones - Chile for part of the debt balance, assignment ofPetrobras' long-term contracts and a corporate guarantee issued by Inversiones Magallanes Ltda. - Chile.A cash reserve account of R$11.7 million, classified as a long-term investment, must be maintained untilfull repayment of the loan agreement. Financing, equivalent to 50%, totals R$133.7 million (2020: R$133.7million).



23

Restrictive clausesAs of 30 September 2021, Wilson, Sons Ultratug Participações S.A.’s subsidiary was not complying withone of the covenant ratios. In the event of non-compliance, the subsidiary of the jointly-owned subsidiarymust be capitalized, within a period of one year, in the amount necessary to reach the index (R$30.0million). In September 2021, there was a capital increase in the subsidiary in the amount of R$30.0 million.

Provision for tax, labor, civil and environmental risksIn its ordinary course of business in Brazil, Wilson, Sons Ultratug Offshore S.A. (WSUT) remains exposedto numerous local legal claims. The WSUT policy is to vigorously contest such claims, many of whichappear to have little substance in merit and to manage such claims through its legal counsel.

WSUT booked provisions related to labor claims amounting to R$0.8 million (2020: R$0.4 million), whoseprobability of loss was estimated as probable.

In addition to the cases for which WSUT booked the provision, there are other tax, civil, labor andenvironmental disputes amounting to R$31.9 million (2020: R$31.8 million) whose probability of loss wasestimated by the legal counsel as possible.

The breakdown of possible claims is described as follows:

30/09/2021 31/12/2020

Labor claims 28,493 29,158Tax cases 3,397 2,624Civil claims 20 20

Total 31,910 31,802

9. Impairment Test of the Cash Generate Units

ImpairmentThe Company annually tests its assets for impairment or when there is an indication that the book valuemay not be recoverable.

The recoverable amount of a Cash Generating Unit (CGU) is determined based on value-in-usecalculations. These calculations use cash flow projections, based on financial budgets approved bymanagement for a period of ten years, for the offshore support bases and until the end of the leaseagreements for the container terminals.

Discount rates represent the assessment of risks in the current market, specific to each cash-generatingunit, taking into account the time value of money and the individual risks of the underlying assets that werenot incorporated in the cash flow estimates. The calculation of the discount rate is based on specificcircumstances of the Company, and is derived from the weighted average cost of capital (WACC). TheWACC considers both the cost of debt and equity. The cost of equity is derived from the expected returnon investment by investors. The cost of debt is based on interest-bearing financing that the Company isrequired to honor. The specific risk of the logistics and port segments (in the case of the UGCs of TeconRio Grande and Tecon Salvador), as well as of the oil and gas segment, are incorporated by applyingindividual beta factors. Beta factors are evaluated annually based on publicly available market data.

No apparent impairment of tangible and intangible assets was identified for the nine-month period ended30 September 2021 and the fiscal year ended 31 December 2020.



24

10. Property, plant, and equipmentChanges in the parent company's property, plant, and equipment in the period:

Lands andVehicles,

machines andTotalbuildings equipment

Cost or valuationAt 31 December 2019 428 864 1,292Additions 51 35 86Disposals (337) - (337)Foreign currency loss in respect of translation into Brazilian Reais 38 248 286At 31 December 2020 180 1,147 1,327

Additions - 255 255Foreign currency loss in respect of translation into Brazilian Reais 9 62 71At 30 September 2021 189 1,464 1,653

Accumulated depreciationAt 31 December 2019 145 589 734Charge for the year - 162 162Disposals (45) - (45)Foreign currency loss in respect of translation into Brazilian Reais 30 172 202At 31 December 2020 130 923 1,053

Charge for the year - 135 135Foreign currency loss in respect of translation into Brazilian Reais 6 46 52At 30 September 2021 136 1,104 1,240

Carrying amountAt 30 September 2021 53 360 413

At 31 December 2020 50 224 274



25

Changes in consolidated property, plant, and equipment in the period:

Land andbuildings Vessels

Vehicles,machines and

equipmentAssets underconstruction Total

Cost or valuation

At 31 December 2019 1,263,353 2,081,297 931,999 1,177 4,277,826Additions 128,547 52,762 134,249 - 315,558Transfers 794 (614) (180) - -Transfer to right-of-use - - (2,434) - (2,434)Transfers from intangible assets - - (604) - (604)Disposals (21,269) (5,151) (25,004) - (51,424)

Foreign currency loss in respect oftranslation into Brazilian Reais 80,081 602,490 48,253 341 731,165

At 31 December 2020 1,451,506 2,730,784 1,086,279 1,518 5,270,087

Additions 32,251 76,289 22,999 18,194 149,733Transfers (128) - 128 - -Transfer between Vehicles, plant, andequipment and intangible assets (2) - - - (2)Investment´s writte-off - Suape (8,386) - (7,042) - (15,428)Disposals (1,922) (887) (6,898) - (9,707)Foreign currency loss in respect of

translation into Brazilian Reais 27,517 128,818 10,525 591 167,451At 30 September 2021 1,500,836 2,935,004 1,105,991 20,303 5,562,134

Accumulated depreciationAt 31 December 2019 370,607 876,143 503,630 - 1,750,380Additions 34,659 149,451 61,342 - 245,452Elimination on construction contracts - 67 - - 67Transfer to right-of-use - - (2,328) - (2,328)Disposals (13,968) (4,386) (24,407) - (42,761)Foreign currency loss in respect of

translation into Brazilian Reais 22,506 254,933 32,232 - 309,671

At 31 December 2020 413,804 1,276,208 570,469 - 2,260,481

Additions 32,017 104,662 51,750 - 188,429Elimination on construction contracts - 134 - - 134Investment´s write-off - Suape (3,985) - (5,146) - (9,131)Disposals (2,147) (828) (6,349) - (9,324)Foreign currency loss in respect of

translation into Brazilian Reais 6,656 61,582 6,947 - 75,185At 30 September 2021 446,345 1,441,758 617,671 - 2,505,774

Carrying amountAt 30 September 2021 1,054,491 1,493,246 488,320 20,303 3,056,360At 31 December 2020 1,037,702 1,454,576 515,810 1,518 3,009,606

Land and buildings with a net carrying amount of R$1.2 million (2020: R$1.1 million) and plant andequipment with a net carrying amount of R$0.6 million (2020: R$0.5 million) have been pledged ascollateral for various tax lawsuits.

The Group has pledged assets with a carrying amount of approximately R$1,369 million (2020: R$1,318million) to secure loans granted to the Group.

Borrowing costs capitalized in 2020 totalled R$15.6 million at an average interest rate of 2.49%. In 2021,there are no capitalized borrowing costs.



26

On 30 September 2021, the Group had contractual commitments to suppliers for the acquisition andconstruction of Vehicles, plants, and equipment amounting to R$88.9 million (2020: R$8.3 million). Theamount mainly refers to investments in the Salvador container terminal with smaller amounts related tothe Rio Grande container terminal and Offshore support bases.

On 31 December 2020 and 30 September 2021, the Company did not identify any impairment on theseassets.

11. Lease operations

11.1 Right-of-use

Parent Company

Right-of-use by class of asset BuildingsVehicles, plant,and equipment Total

Cost or valuationAt 31 December 2019 82 180 262Contractual amendments 1 6 7Foreign currency loss in respect of translation into Brazilian Reais 24 52 76At 31 December 2020 107 238 345

Foreign currency loss in respect of translation into Brazilian Reais 5 11 16At 30 September 2021 112 249 361

Accumulated amortisationsAt 31 December 2019 14 66 80Charge for the year 19 101 120Foreign currency loss in respect of translation into Brazilian Reais 4 20 24At 31 December 2020 37 187 224

Additions 13 52 65Foreign currency loss in respect of translation into Brazilian Reais 3 10 13At 30 September 2021 53 249 302

Carrying amountAt 30 September 2021 59 - 59At 31 December 2020 70 51 121



27

Consolidated

Right-of-use by class of assetOperational

assets Vessels BuildingsVehicles, plant,and equipment Finance Leases Total

Cost or valuationAt 31 December 2019 749,815 18,063 25,893 14,674 36,526 844,971Contractual amendments 41,612 280 1,039 454 - 43,385Additions 8,280 18,949 106 654 - 27,989Transfer from property, plant,

and equipment - - - - 2,434 2,434Finished contracts - - (820) (336) (5,307) (6,463)Foreign currency loss in respect

of translation into BrazilianReais 4,277 529 2,551 1,550 2 8,909

At 31 December 2020 803,984 37,821 28,769 16,996 33,655 921,225

Contractual amendments 188,796 (6,562) 714 1,103 - 184,051Additions - 40,266 89 800 - 41,155Transfer - - - - 2 2Finished contracts - - (421) (33) (2,095) (2,549)Finished contracts - SUAPE (62,294) - - (362) (1,693) (64,349)Foreign currency loss in respect (6,950) (1,553) (431) 516 512 (7,906)At 30 September 2021 923,536 69,972 28,720 19,020 30,381 1,071,629

Accumulated amortisationsAt 31 December 2019 33,330 9,173 5,821 3,691 31,109 83,124Charge for the year 37,579 15,689 5,697 4,068 1,407 64,440Transfer from property, plant,and equipment - - - - 2,328 2,328Finished contracts - - (272) (165) (5,318) (5,755)Foreign currency loss in respect

of translation into BrazilianReais 486 (178) 500 462 65 1,335

At 31 December 2020 71,395 24,684 11,746 8,056 29,591 145,472

Additions 29,886 16,539 3,942 2,287 878 53,532Finished contracts - - (237) (74) (1,088) (1,399)Finished contracts - SUAPE (8,948) - - (133) (1,270) (10,351)Foreign currency loss in respect (328) (1,951) (986) 250 427 (2,588)At 30 September 2021 92,005 39,272 14,465 10,386 28,538 184,666

Carrying amountAt 30 September 2021 831,531 30,700 14,255 8,634 1,843 886,963At 31 December 2020 732,589 13,137 17,023 8,940 4,064 775,753

On 31 December 2020 and 30 September 2021, the Company did not identify any impairment on theseassets.

Operational assetsThe main lease commitments for operational assets are described below:

Rio Grande container terminalThe Rio Grande container terminal lease was signed on 3 February 1997 for 25 years renewable for afurther 25. Given the compliance with the contractual requirements and advanced investments in theexpansion works of the terminal, construction of the third berth of docking and the annual volume handledtogether with other considerations. The Rio Grande container terminal was granted the right to renew thelease as outlined in the first amendment signed on 7 March 2006.

Among the commitments outlined in the Lease Agreement and its Addendum, the following arehighlighted:



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Monthly payment for facilities and leased areas; Payment by container moved, with a commitment for minimum contractual movement (MMC); Pay per tone in general cargo handling and unloading.

Salvador container terminalTecon Salvador S.A. has the right to lease and operate the Container and Heavy and Unitized CargoTerminal (Liaison Quay) in the Port of Salvador for 25 years early renewed in 2016 for a further 25 years,to March 2050.

The total lease term of 50 years, until March 2050, is provided in the Second Addendum to the RentalAgreement. This addendum provides for the expansion of the lease area through completing minimuminvestments.

As a result of the lease agreement with CODEBA, the Company has the following commitments:

Payment of monthly instalments readjusted for the minimum periodicity established in the contract; Payment for the lease of the existing area and the area added under the terms of the second contractual

addendum; Payment of minimum contractual movement - MMC.

Tecon Salvador is pleading in court for the change in the index that updates the lease agreement, fromthe IGP-M to the IPCA, for the year 2020, and obtained an injunction in favor of the deposit/guarantee incourt of the difference in values. In relation to 2021, the procedure for formalising a contractual amendmentis in progress to definitively change the readjustment index of the contractual amendment.

Wilson Sons shipyardsWilson Sons shipyards lease commitments mainly refer to a 60-year lease right of its operational assetfrom June 2008 (30 years, renewable for a further period of 30 years, under Group’s sole option).Management intends to exercise its renewal option.

Offshore support basesOffshore support base lease commitments mainly refer to a 30-year lease right to operate in a shelteredarea at Guanabara Bay, Rio de Janeiro, Brazil, with a privileged position to service the Campos and Santosoil-producing basins.

LogisticsLogistics lease commitments mainly refer to the bonded terminals and distribution centers located in SantoAndré and Suape with terms between eighteen and twenty-four years.

VesselsChartering of vessels for maritime transport between container terminals and towage operations.

The payments related to the quantity of vessel trips were not included in the measurement of leaseliabilities because they relate to variable payments.

BuildingsThe Group has lease commitments for its headquarters, branches, and commercial offices in severalBrazilian cities.



29

Vehicles, plant, and equipmentRental contracts mainly refer to forklifts, other operating equipment, and vehicles for operational,commercial, and administrative activities.

Finance LeasesLease contracts previously classified under CPC 06 (R1) and substantially represented by Machines andEquipment.

11.2. Lease liabilities

Parent CompanyLease liabilities by class of asset Discount Rate 30/09/2021 31/12/2020

Buildings 8.75% 48 57Vehicles, plant, and equipment - - 42

Total 48 99

Total current 16 58Total noncurrent 32 41

ConsolidatedLease liabilities by class of asset Discount Rate 30/09/2021 31/12/2020

Operational assets 5.17% - 9.33% 888,625 782,175Vessels 7.75% - 10.52% 32,086 14,337Buildings 4.41% - 10.77% 12,495 15,235Vehicles, plant, and equipment 4.87% - 12.90% 8,321 8,780

Total 941,527 820,527

Total current 110,497 94,538Total noncurrent 831,030 725,989

The breakdown of lease liabilities by maturity is as follows:

Maturity analysis – contractual undiscounted cash flows Parent Company Consolidated30/09/2021 31/12/2020 30/09/2021 31/12/2020

In the one year 17 61 115,574 99,533In the second year 17 17 107,886 90,239In the third to fifth years (including) 21 34 287,329 256,471After five years - - 1,762,420 1,521,418

Total undiscounted lease liabilities 55 112 2,273,209 1,967,661

Adjustment to present value (7) (13) (1,331,682) (1,147,134)

Total lease liabilities 48 99 941,527 820,527



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Inflation adjustment of the lease liabilitiesThe table below presents the lease liabilities balance considering the projected future inflation in thediscounted payment flows. For this calculation, all other assumptions were maintained.


Actual flow 55 112 2,273,209 1,967,661Embedded interest (7) (13) (1,331,682) (1,147,134)

Lease liability 48 99 941,527 820,527


Inflated flow 55 112 2,400,779 2,078,767Embedded interest (7) (12) (1,427,898) (1,231,027)

Lease liability 48 100 972,881 847,740

11.3. Amounts recognized in profit or loss

Parent CompanyThree-Month Period Nine-Month Period

30/09/2021 30/09/2020 30/09/2021 30/09/2020

Amortisation of right-of-use (8) (38) (66) (91)Amortisation of PIS and COFINS 1 10 1 10Interest on lease liabilities (1) (3) (5) (13)Expenses relating to short-term leases (16) (1) (16) (1)Expenses relating to low-value assets (1) (1) (1) (1)

Total (25) (33) (87) (96)

ConsolidatedThree-Month Period Nine-Month Period

30/09/2021 30/09/2020 30/09/2021 30/09/2020

Amortisation of right-of-use (18,031) (15,712) (53,532) (48,133)Amortisation of PIS and COFINS 1,740 1,453 5,108 7,859Interest on lease liabilities (20,806) (16,978) (59,648) (55,791)Interest on PIS and COFINS 1,201 816 3,601 5,964Variable lease payments not included in the measurement

of lease liabilities (1) (3,250) (3,439) (9,262) (8,234)Expenses relating to short-term leases (42,236) (36,540) (113,858) (80,954)Expenses relating to low-value assets (1,416) (1,322) (3,112) (4,069)

Total (82,798) (71,722) (230,703) (183,358) (1) The amount refers to payments that exceeded the minimum forecast volumes of the Rio Grande container terminal, and Salvador containerterminals and payments related to the quantity of vessel trips were not included in the measurement of lease liabilities.

The Group cannot estimate the future cash outflows to variable lease payments due to operational,economics and exchange rate variabilities.



31

11.4. Amounts recognized in the statement of cash flows

Parent CompanyThree-Month Period Nine-Month Period

30/09/2021 30/09/2020 30/09/2021 30/09/2020

Amortisation - lease payments (7) (21) (52) (69)Interest paid – lease liability (1) (3) (5) (13)Short-term leases paid (15) - (16) (3)Low value - - (1) (1)

Total (23) (24) (74) (86)

ConsolidatedThree-Month Period Nine-Month Period

30/09/2021 30/09/2020 30/09/2021 30/09/2020

Amortisation – lease payments (10,949) (7,743) (34,480) (23,857)Interest paid – lease liability (20,806) (16,978) (59,648) (55,855)Short-term leases paid (42,236) (36,540) (113,858) (80,954)Variable lease payments paid (3,250) (3,439) (9,262) (8,234)Low value (1,416) (1,322) (3,112) (4,069)

Total (78,657) (66,022) (220,360) (172,969)

12. Intangible assets

Parent CompanySystems

applicationssoftware

Explorationright

Goodwill oninvestments

Brands andpatents Total

Cost or valuationBalance at 31 December 2019 122 654 44,931 3 45,710Additions 429 - - - 429Exchange effect 22 189 12,998 1 13,210Balance at 31 December 2020 573 843 57,929 4 59,349

Transfer (439) - - - (439)Exchange effect 30 39 2,705 - 2,774At 30 September 2021 164 882 60,634 4 61,684

Accumulated amortisationsBalance at 31 December 2019 122 654 - - 776Exchange effect 35 189 - - 224Balance at 31 December 2020 157 843 - - 1,000

Exchange effect 7 39 - - 46At 30 September 2021 164 882 - - 1,046

Carrying amountAt 30 September 2021 - - 60,634 4 60,638At 31 December 2020 416 - 57,929 4 58,349



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ConsolidatedSystems

apps Right of Goodwill on Brands andsoftware Exploration investments patents Total

Cost or valuationBalance at 31 December 2019 170,984 82,476 56,792 244 310,496Additions 5,509 - - - 5,509Disposals (107) - - - (107)Transfer to property, plant, andequipment 604 - - - 604Exchange effect 36,629 189 12,994 2 49,814Balance at 31 December 2020 213,619 82,665 69,786 246 366,316

Additions 4,239 - - - 4,239Transfer to property, plant, andequipment 2 - - - 2Investment´s writte-off - Suape (330) - - - (330)Disposals (1,526) - - - (1,526)Exchange effect 7,868 2,426 2,708 3 13,005Balance at 30 September 2021 223,872 85,091 72,494 249 381,706

Accumulated amortisationsBalance at 31 December 2019 134,329 29,440 - - 163,769Additions 12,331 2,200 - - 14,531Disposals (104) - - - (104)Reversal of impairment - (1,969) - - (1,969)Exchange effect 31,942 189 - - 32,131Balance at 31 December 2020 178,498 29,860 - - 208,358

Additions 9,347 1,664 - - 11,011Investment´s write-off - Suape (322) - - - (322)Disposals (1,525) - - - (1,525)Exchange effect 7,128 681 - - 7,809Balance at 30 September 2021 193,126 32,205 - - 225,331

At 30 September 2021 30,746 52,886 72,494 249 156,375At 31 December 2020 35,121 52,805 69,786 246 157,958

The Company annually tests its assets for impairment or when there is an indication that the book valuemay not be recoverable. There is no indication of impairment of intangible assets to date.

13. Taxes payable


INSS payable 121 127 9,918 9,796PIS and COFINS payable 116 21 8,690 8,709ISS payable 3 6 9,649 2,812Income tax payable 113 203 5,337 6,425FGTS payable 27 51 1,799 2,508Other taxes payable 5 25 2,328 2,730

Total 385 433 37,721 32,980



33

14. Bank and loans

Secured borrowings Interest rate% p.a. Business 30/09/2021 31/12/2020

BNDES - FMM linked to US Dollar¹ 2.30% - 3.71% Tugs 618,790 612,070BNDES - FMM linked to US Dollar¹ 2.07% - 4.08% Shipyards 141,862 140,625BNDES - FMM linked to US Dollar¹ 5.00% Tugs 3,006 8,339BNDES – Real 14.85% Container Terminals 249,401 247,528BNDES – Real 13.59% Offshore support bases 35,909 39,211BNDES - FMM Real¹ 5.50% Tugs 3,716 4,181

Total BNDES 1,052,684 1,051,954

Banco do Brasil - FMM linked to US Dollar¹ 2.00% - 4.00% Tugs 398,822 393,885Bradesco - NCE – Real 7.08% - 7.45% Container Terminals 178,866 200,907China Construction Bank – Real 5.65% Container Terminals - 71,020Santander – Real 6.44% Container Terminals - 31,977Itaú - NCE – Real 3.38% Container Terminals - 21,076Santander – Real 6.44% Tugs - 9,888

Total others 577,688 728,753

Total 1,630,372 1,780,707

(1) As agents of the Merchant Marine Fund (Fundo da Marinha Mercante - FMM), Banco Nacional de Desenvolvimento Econômico e Social(“BNDES”) and Banco do Brasil (“BB”) finance the construction of tugboats and shipyard facilities.

The breakdown of bank overdrafts and loans by maturity is as follows:

30/09/2021 31/12/2020

In the one year 237,183 304,901In the second year 198,341 232,329In the third to fifth years (including) 497,708 500,182After five years 697,140 743,295

Total 1,630,372 1,780,707

Total current 237,183 304,901Total noncurrent 1,393,189 1,475,806



34

Changes in bank loans are as follows:

R$

On 1 January 2020 1,350,196Additions 271,022Principal amortisation (125,350)Interest amortisation (43,554)Accrued interest (¹) 71,261Foreign currency loss in respect of translation into Brazilian Reais 257,132On 31 December 2020 1,780,707

Additions 18,641Principal amortisation (245,570)Interest amortisation (38,339)Other provisions 145Foreign currency loss in respect of translation into Brazilian Reais 114,788

On 30 September 2021 1,630,372 (¹) It includes capitalised interest.

The analysis of borrowings by currency is as follows:

30/09/2021 31/12/2020R$ R$

Bank loansReal 79,817 175,023Real linked to US Dollars 157,366 129,878

Total current 237,183 304,901

Bank loansReal 388,075 450,764Real linked to US Dollars 1,005,114 1,025,042

Total non-current 1,393,189 1,475,806

Total 1,630,372 1,780,707

GuaranteesLoans from BNDES and Banco do Brasil have a corporate guarantee from the Company or Wilson SonsTerminais e Logística Ltda. For some contracts, the corporate guarantee is additional to the pledge of therespective tugboat or lien on the logistics equipment.

The loan agreement for the Salvador and Rio Grande container terminals from Bradesco for equipmentacquisition relies on a corporate guarantee from Wilson Sons Terminais e Logística Ltda.

The loan agreement with Itaú for the acquisition of equipment was settled in January 2021.

Undrawn credit facilitiesOn 30 September 2021, the Group had R$64.8 million available (2020: R$99.3 million) of undrawnborrowing facilities available concerning (i) the Salvador Terminal expansion; and (ii) the docking,maintenance, and repair of tugs. Additionally, the Group has R$36.9 million in contracted financing for thefuture construction of tugboats which is pending amendment to the contract related to vessel specificationchanges.



35

Fair valueManagement estimates the fair value of the Group’s borrowings as follows:

30/09/2021 31/12/2020Bank loansBNDES 1,052,684 1,051,954Banco do Brasil 398,822 393,885Bradesco - NCE 178,408 210,867China Construction Bank - 70,970Santander - 41,806Itaú - 21,100

Total 1,629,914 1,790,582

CovenantsSome of the Company's long-term financial instruments including obligations related to financial indicators,including Net Debt / EBITDA; PL / Total Debt; Current Liquidity Ratio; Debt Service Coverage Ratio.

Wilson Sons Holdings Brasil S.A. and Wilson Sons Terminais e Logística Ltda., as corporate guarantor,must comply with the covenants the financing agreements of Wilson Sons Estaleiros, da Wilson SonsServiços Maritimos Ltda. and Tecon Salvador S.A., signed with BNDES and Bradesco.

Wilson Sons Holdings Brasil S.A. must comply with the following financial covenants with BNDES: EBITDA / Net operating revenue >= 0.165 EBITDA / Debt service >= 1.7 Equity / Total assets >= 0.3 Net Debt / EBITDA =< 3.0

Wilson Sons Terminais e Logística Ltda. must comply with the following financial covenants with BNDESand Bradesco: Debt service coverage ratio >= 1.3 Net Debt / EBITDA =< 3.0 Equity / Total assets >= 0.3

Wilson Sons Terminais e Logística Ltda. as corporate guarantor, it must comply with the covenants thefinancing agreements of Tecon Salvador S.A. and Tecon Rio Grande S.A., signed with Bradesco.

The subsidiary Tecon Salvador S.A. must comply with covenants in financing contracts, such as a DebtCoverage Ratio greater than or equal to 1.3 in contracts with BNDES to fund the terminal's expansion.

In the normal course of its operations, the Company has complied with all applicable covenants and claimscompliance with all obligations in financial contracts.

On 30 September 2021, the Company followed all covenants for the above-mentioned loan contracts.



36

15. Income tax expense

15.1. Income tax recognized in profit or loss:


30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Current taxes 921 (37) 637 (205) (31,722) (42,935) (110,542) (118,378)Deferred tax (954) 476 (1,779) (5,044) (20,317) 7,523 (19,943) 3,861

Total income tax expense (33) 439 (1,142) (5,249) (52,039) (35,412) (130,485) (114,517)

Brazilian income tax is calculated at 25% of the taxable profit for the period. Brazilian socialcontribution taxes are calculated at 9% of the taxable profit for the period.

The income tax expense for the period can be reconciled with the accounting profit as follows:


30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Income before tax 32,406 52,462 176,648 69,909 86,675 89,993 312,390 183,222Tax at the standard Brazilian tax rate(34%) (11,018) (17,837) (60,060) (23,769) (29,470) (30,598) (106,213) (62,296)

Exchange variation on loans - - - - 23,600 8,628 5,167 102,271Tax effect of share of results of jointventures 19,149 19,328 63,828 24,383 (5,339) (870) (8,078) (10,926)

Tax effect of foreign exchange gainor loss on monetary items (6,437) (113) (3,519) 853 (6,200) (1,351) (1,391) (21,131)

Effect of exchange differences on thetranslation process of non-currentassets (5) 2 12 (20) (31,809) (1,869) 2,338 (100,205)

Stock Option (746) (17) (860) (50) (764) (42) (919) (127)Non-deductible expenses (285) (97) (696) (708) (281) (2,351) (6,200) (7,755)Unrecognized tax loss for the period - - - - (1,543) (1,982) (2,324) (8,304)Leasing - - - - 234 110 764 419Termination of tax litigation - - - - - 1,130 - 1,130Impact of the result converted by thehistorical rate versus the averagerate (translation from dollar to real) (1,577) (582) (842) (5,691) (7,819) (8,556) (25,019) (22,201)

Government Grant – Adene - - - 86 2,137 251 8,089Others 886 (245) 995 (247) 7,266 202 11,139 6,519

Income tax expense (33) 439 (1,142) (5,249) (52,039) (35,412) (130,485) (114,517)



37

15.2. Deferred taxesThe table below corresponds to the analysis of deferred tax assets (liabilities) presented in thebalance sheets:

Parent CompanyUnrealized Other Non-

foreign timing monetaryexchange differences items Total

At 31 December 2019 (9,216) 6,260 (27) (2,983)Charge (credit) to income (3,944) 1,229 10 (2,705)Other adjustments - (104) - (104)Translation adjustment to Brazilian real - - (14) (14)At 31 December 2020 (13,160) 7,385 (31) (5,806)

Charge (credit) to income (858) (933) 12 (1,779)Other adjustments - 876 - 876Translation adjustment to Brazilian real - - (1) (1)

At 30 September 2021 (14,018) 7,328 (20) (6,710)

ConsolidatedUnrealised Profit Other Non-

Tax foreign Tax under timing monetarydepreciation exchange losses construction differences items Total

At 31 December 2019 (150,249) 118,420 60,189 67,989 28,835 (206,831) (81,647)Charge (credit) to income (2,970) 71,038 16,549 (7,414) 2,212 (60,747) 18,668Other adjustments - - (326) - 629 - 303Translation adjustment to Brazilian

real - - - 19,663 467 (68,423) (48,293)At 31 December 2020 (153,219) 189,458 76,412 80,238 32,143 (336,001) (110,969)

Charge (credit) to income (10,100) 5,606 (18,019) (2,973) 3,205 2,338 (19,943)Other adjustments - - - - (9,603) - (9,603)Translation adjustment to Brazilian

real - - - 3,667 532 (14,657) (10,458)

At 30 September 2021 (163,319) 195,064 58,393 80,932 26,277 (348,320) (150,973)


Deferred tax assets - - 121,964 153,995Deferred tax liabilities (6,710) (5,806) (272,937) (264,964)

Total (6,710) (5,806) (150,973) (110,969)



38

15.3. Tax losses

Deferred taxes over net operating lossesAt the end of the reporting period, the Group has a balance of R$219.0 million (2020: R$334.8million) balance of tax losses carry forward available to be utilized against future taxable profits.

Brazil has no tax consolidation rules, and it applies ring-fencing on a legal entity basis in determiningthe utilization of net operating losses (NOL) to carry forward.

Out of R$73.4 million (2020: R$112.5 million) total deferred tax assets from net operating losses,only R$58.4 million (2020: R$76.4 million) was recognized for accounting purposes at the end ofthe reporting period and is expected to be utilized against the cash-generating entities future taxableprofits. The Company expects to recover the deferred tax assets between three and five years.

Deferred taxes over non-monetary itemsAs disclosed in Note 2 (“Basis of Preparation”), under CPC 02, the US dollar is the functionalcurrency for the Company, and non-monetary items are re-measured using historical exchangerates. Changes in exchange rates and indexing for tax purposes will create differences between theBrazilian Reais cost of those items (tax basis) and the equivalent US dollar amount.

The deferred tax liability or asset for those differences is recognized to neutralize the effect ofchanges in exchange rates on non-monetary items measured at historical BRL/USD versus theexchange rates at the period close.

16. Provision for tax, labor, civil and environmental risks

Parent CompanyTax cases

At 31 December 2019 2,049Increase in provision in the year 26At 31 December 2020 2,075

Increase in provision in the year 27

At 30 September 2021 2,102

Consolidated

Labor claims Tax cases

Civil andenvironmental

cases Total

At 31 December 2019 43,145 8,506 11,133 62,784Increase in provision in the year 4,532 428 384 5,344Unused amounts reversed (3,448) (2,538) (5,259) (11,245)Utilization of provisions (2,735) (152) (211) (3,098)At 31 December 2020 41,494 6,244 6,047 53,785

Increase in provision in the period 1,282 1,362 1,656 4,300Unused amounts reversed (3,049) (273) - (3,322)Utilization of provisions (1,511) - (53) (1,564)

At 30 September 2021 38,216 7,333 7,650 53,199



39

In the ordinary course of business in Brazil, the Company is exposed to numerous local legal claims. TheCompany’s policy is to vigorously contest such claims, many of which appear to have little substance ormerit, and manage such claims through its lawyers.

In addition to the cases for which the Company booked provisions, there are other tax, civil, labor andenvironmental disputes amounting to R$539.9 million (2020: R$402.2 million).

The breakdown of possible claims is described as follows:


Tax cases 2,276 133 296,645 305,611Civil and environmental claims - - 75,646 69,208Labor claims - - 29,913 27,354

Total 2,276 133 402,204 402,173

The main probable and possible claims against the Group are described below:

Tax cases - The Company defends against government tax assessments considered inappropriate, orthe Company considers it has a chance of successfully defending its position.

Labor claims - Most claims involve payment of health risks, additional overtime, and other allowances.

Civil and environmental cases - Indemnification claims involving material damages, environmental andshipping claims, and other contractual disputes.

Procedure for classification of legal liabilities identifies claims as probable, possible, or remote, asassessed with the assistance of external lawyers:

• Upon receiving notices of new judicial lawsuits, external lawyers generally classify the claim aspossible, disclosing the total amount involved. The Company uses the criteria of the estimated valueat risk and not the total order value involved in each process.

• Exceptionally, if there is sufficient knowledge from the beginning that there is a very high or very lowrisk of loss, the lawyer may classify the claim as a probable loss or remote loss.

• During the lawsuit and considering, for instance, its first judicial decision, legal precedents, argumentsof the claimant, thesis under discussion, applicable laws, documentation for the defense and othervariables, the lawyer may re-classify the claim as a probable loss or remote loss.

• When classifying the claim as a probable and possible loss, the lawyer estimates the amount at riskfor such a claim.

Management cannot indicate when the provisions are likely to be utilized as most provisions involvelitigations, the resolution of which is highly uncertain as to timing.



40

17. Equity

Share capitalIn February 2021, there was a capital increase totaling R$3,374.

On 5 March 2021, the partners approved the conversion of the Company's quotas into shares. The129,441,321 quotas were herein converted into common shares at a ratio of 1 quota for 1 share, thusconverted into 129,441,321 shares, transforming the Limited Liability Company into a Publicly HeldCorporation changing the name to Wilson Sons Holdings Brasil S.A. The Company's transformation,regardless of dissolution and liquidation, into a privately held corporation was approved, and it is nowgoverned by the provisions of Law 6404/76 and other applicable legal provisions. Throughout 2021, theCompany will comply with requirements outlined in Law 6404/76 regarding the allocation of reserves.

On 30 September 2021, the fully paid-in capital is R$129.6 million (2020: R$126.2 million):

Number of shares30/09/2021 31/12/2020

Wilson Sons Limited 129,606,513 126,197,677

Total 129,606,513 126,197,677

The share capital is fully subscribed and paid up. The capital stock may be increased regardless ofamendment to the bylaws, by resolution of the Board of Directors, up to the global limit of 150,000,000.00(one hundred and fifty million) common shares. The conditions for issuing the new common shares will bedeliberated and approved at a meeting of the Board of Directors.

Legal reserveThe legal reserve is calculated based on amounts in US dollars, the Company's functional currency, andtranslated into Brazilian Real at the closing rate. The amount equivalent to 5% of annual net profit in USdollars is allocated and classified in a specific account called “legal reserve”, limited to 20% of the sharecapital in US dollars.

Mandatory dividendsAccording to the Company's Bylaws, after recognizing the legal reserve, the net income will be allocatedas proposed by the Company. Of the balance, if any, 25% will be allocated to the payment of the minimummandatory dividend.

The Company may also draw up interim balance sheets and declare dividends, as resolved by theShareholders’ Meeting. Interim dividends will be considered as an advanced mandatory dividend.

Translation reserveExchange rate differences related to the translation of assets, liabilities, results and equity of subsidiariesthat have the same functional currency as the Company (US dollar) and the translation of this financialinformation to the Company's presentation currency (Brazilian Real) are recognized directly in othercomprehensive income and accumulated in a specific account in equity.

Earnings per shareThe basic and diluted net earnings (loss) per share is calculated by dividing the Company's net income(loss) attributable to the controlling shareholders by the average amount in the period, as shown below:



41


Net income attributed to controlling shareholders 32,373 52,901 175,506 64,660Weighted average number of shares in the period 129,038,374 126,197,677 129,038,374 126,197,677

Earnings per share - basic and diluted (expressed in reais) 0.2509 0.4192 1.3601 0.5124

In February 2021, 3,243,644 shares were issued. The weighted average calculation of the number ofshares during the period is prepared considering the number of total common shares held by shareholdersat the beginning of the period, adjusted by the number of common shares issued during the periodmultiplied by a time weighting factor.

The Company did not have diluting income instruments for the periods ended 30 September 2020 and2021.

18. Net operating revenueThe table below shows the analysis of the Company's income from continuing operations for the period(excluding financial income - Note 23):

18.1. Disaggregated revenue informationSet out below is the disaggregation of the Group’s revenue from contracts with customers:


Towage and agency servicesHarbour Manoeuvres 248,816 228,564 699,871 592,849Special Operations 29,396 8,799 78,551 50,243Ship Agency 11,854 10,665 34,732 30,305Total 290,066 248,028 813,154 673,397

Container terminalsContainer Handling 96,883 98,106 293,124 271,767Warehousing 49,836 35,562 138,347 110,606Ancillary services 29,081 24,503 86,265 68,463Other services 15,455 16,380 46,825 52,196Total 191,255 174,551 564,561 503,032

Offshore support basesO&G support base 9,684 10,690 26,785 32,900Total 9,684 10,690 26,785 32,900

LogisticsLogistics 48,409 38,736 134,503 110,550Total 48,409 38,736 134,503 110,550

ShipyardTechnical assistance / dry-docking 4,512 2,096 22,007 7,946Total 4,512 2,096 22,007 7,946

Total 543,926 474,101 1,561,010 1,327,825



42


Timing of revenue recognitionAt a point in time 539,414 472,005 1,539,003 1,319,879Over time 4,512 2,096 22,007 7,946

Total 543,926 474,101 1,561,010 1,327,825

18.2. Contract balanceTrade receivables are generally received within 30 days. At the end of the reporting period, thecarrying amount of operational trade receivables was R$263.6 million (2020: R$201.5 million).These amounts include R$58.3 million (2020: R$54.0 million) of contract assets (unbilled accountsreceivables). Details are disclosed in Note 4.

There are no other contract assets and liabilities recognized for the period presented.

18.3. Performance obligationsInformation about the Group’s performance obligation is summarized below:

When the performance obligationPerformance obligation is typically met

Towage and shipping agency servicesHarbour Manoeuvres At a point in timeSpecial Operations At a point in timeShip Agency At a point in time

Container terminals offshore support basesContainer handling At a point in timeWarehousing At a point in timeAncillary services At a point in timeOffshore support base At a point in timeOther services At a point in time

LogisticsLogistics At a point in time

ShipyardShip construction contracts OvertimeTechnical assistance / dry-docking Overtime

Most of the Group’s performance obligations are satisfied at a point in time upon delivery of theservice, and payment is generally due within 30 days upon completion of services.

The performance obligation of ship construction contracts is satisfied over time, and the revenuerelated to services and construction contracts is recognized when the work in proportion to the stageof completion of transactions contracted has been performed. On 30 September 2021, there are nowarranties or refunds obligations applied to ship construction contracts.

There are no significant judgements on both scenarios of performance obligations.



43

19. Service costs


Salaries and charges (77,065) (77,949) (230,519) (231,280)Material and operating costs (68,198) (47,983) (186,251) (134,453)Depreciation and amortisation (59,779) (59,795) (188,487) (174,285)Property rents (44,384) (38,386) (122,154) (88,310)Labor and third-party services (17,436) (15,939) (49,689) (49,656)Amortisation of right-of-use (13,587) (11,203) (39,476) (31,053)Service maintenance (8,216) (5,699) (21,714) (15,030)Other costs (511) (923) (2,326) (2,475)

Total (289,176) (257,877) (840,616) (726,542)

20. General and administrative expenses


30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Salaries and charges (4,510) (4,446) (15,941) (13,126) (65,802) (59,962) (192,486) (180,178)Outsourced services (3,026) (733) (5,914) (3,102) (12,220) (4,618) (24,989) (15,287)Maintenance (205) (5) (211) (22) (3,761) (3,244) (13,064) (9,098)Depreciation and amortisation (49) (43) (135) (120) (3,507) (6,552) (10,953) (18,633)Amortisation of right-of-use (7) (28) (65) (81) (2,704) (3,056) (8,948) (9,221)Rent (17) - (18) (3) (2,579) (947) (3,863) (2,835)Communication (970) (867) (2,828) (3,165) (2,316) (532) (5,181) (3,507)Office and cleaning supplies - (4) (7) (7) (1,685) (175) (1,966) (426)Energy - - - - (890) (692) (2,662) (2,486)Travels (60) - (71) (109) (458) (207) (964) (1,979)Insurance (71) (45) (168) (109) (416) (148) (1,046) (376)Other general and administrative

expenses (785) (447) (2,314) (1,634) (2,611) (5,054) (10,379) (12,781)

Total (9,700) (6,618) (27,672) (21,478) (98,949) (85,187) (276,501) (256,807)



44

21. Other operating revenue (expenses)


30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020RevenuesExpense Recovery 6,036 2,208 26,097 14,282 638 504 3,976 5,124Result on sale of property, plant,

and equipment - - - 628 266 - 286 508Property rent - - - - 1,313 1,259 3,974 3,978Service agreement - related

companies 534 557 1,669 1,569 1,275 1,156 3,759 3,413Other operating income 2 - 1 - 192 105 313 28

Total income 6,572 2,765 27,767 16,479 3,684 3,024 12,308 13,051

ExpensesResult on sale of investment (3,218) (400) (3,218) (400) (75) (2,188) (75) (2,188)Result on sale of property, plant,

and equipment - - - - - (881) - -Taxes payable 33 (10) (125) (48) (1,695) (1,527) (3,730) (4,255)Procedural provisions and

contingencies (14) (7) (27) (25) (39) (314) (783) (1,246)Other operating expenses - (110) - (110) 14 - (1) (6)

Total expenses (3,199) (527) (3,370) (583) (1,795) (4,910) (4,589) (7,695)

Total 3,373 2,238 24,397 15,896 1,889 (1,886) 7,719 5,356

22. Financial result


30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Income from Financial Investments 489 220 1,209 611 2,807 1,386 6,399 4,551Discounts obtained - - - - 1,875 1,494 4,696 4,094Judicial deposits update income 908 1 908 49 2,606 - 3,960 -Interest income from loans - related

parties 431 448 1,305 1,271 431 448 1,305 1,271Tax update income 58 28 120 126 500 204 829 1,654Exchange gain on investments - - - - 101 - 250 23,227Other interest income - - - - 455 131 888 838

Total finance income 1,886 697 3,542 2,057 8,775 3,663 18,327 35,635

Interest on bank loans - - - - (21,034) (11,969) (62,808) (34,313)Other interest (337) - (992) - - - - -Interests on lease liabilities (1) (3) (5) (13) (19,605) (16,162) (56,047) (49,827)Exchange losses on investments - - - - - (141) - -Update of judicial deposits - - - - - (1,419) - (2,122)Other financial expenses (203) (364) (1) (776) (2,743) (1,933) (4,301) (6,753)

Total financial expenses (541) (367) (998) (789) (43,382) (31,624) (123,156) (93,015)

Exchange gain (loss) on translation (18,932) (334) (10,350) 2,508 (18,236) (3,974) (4,093) (62,150)

Total (17,587) (4) (7,806) 3,776 (52,843) (31,935) (108,922) (119,530)



45

23. Compensation of key management personnelThe compensation of the Group's key management personnel is presented below, aggregated bycategories:

Parent Company ConsolidatedThree-month period Nine-month period Three-month period Nine-month period

30/09/202130/09/202

030/09/202

1 30/09/2020 30/09/2021 30/09/2020 30/09/2021 30/09/2020

Short-term salarybenefits

(4,270)(2,899)

(11,628)(9,273)

(4,270)(4,128)

(14,118)(12,992)

Post-employmentbenefits

(42) (89)

(95) (269)

(42) (127)

(137) (391)

Stock Option (399) (63) (734) (191) (399) (63) (734) (191)

Total (4,711) (3,051) (12,457) (9,733) (4,711) (4,318) (14,989) (13,574)

24. Financial instruments and risk assessment

a) Capital risk managementThe Group manages its capital to ensure that its entities will continue as a going concern whilemaximizing the return to stakeholders through the optimization of the debt and equity balance. TheGroup’s capital structure consists of debt (which includes the borrowings disclosed in Note 14, cashand cash equivalents and short-term investments disclosed in Note 3, and equity attributable to ownersof the parent company comprising issued capital, reserves and retained earnings as disclosed in Note17.

b) Categories of financial instruments

Parent CompanyFair value Carrying amount

30/09/2021 31/12/2020 30/09/2021 31/12/2020Financial assets classified as amortized costCash and cash equivalents - 4 - 4Deposit certificates - 9,531 - 9,531Trade receivables from related parties 138,763 54,645 138,763 54,645Total financial assets - amortized cost 138,763 64,180 138,763 64,180

Financial assets classified as FVPLFixed income investments 34,012 61,945 34,012 61,945Exchange funds 53,998 - 53,998 -Total financial assets - FVPL 88,010 61,945 88,010 61,945

Total 226,773 126,125 226,773 126,125

Financial liabilities classified as amortized costTrade payables 930 656 930 656Lease liabilities 48 99 48 99Accounts payable from related parties 44,765 43,774 44,765 43,774Total financial liabilities - amortized cost 45,743 44,529 45,743 44,529

Total 45,743 44,529 45,743 44,529



46

ConsolidatedFair value Carrying amount

30/09/2021 31/12/2020 30/09/2021 31/12/2020Financial assets classified as amortized costCash and cash equivalents 24,615 27,723 24,615 27,723Deposit certificates 261 30,858 261 30,858Operational trade receivables 263,573 201,461 263,573 201,461Trade receivables from related parties 136,594 53,939 136,594 53,939Total financial assets - amortized cost 425,043 313,981 425,043 313,981

Financial assets classified as FVPLFixed income investments 129,326 244,542 129,326 244,542

53,998 - 53,998 -Total financial assets - FVPL 183,324 244,542 183,324 244,542

Total 608,367 558,523 608,367 558,523

Financial liabilities classified as amortized costBank loans 1,629,914 1,790,582 1,630,372 1,780,707Trade payables 97,608 85,809 97,608 85,809Lease liabilities 941,527 820,527 941,527 820,527Accounts payable from related parties 252 1,486 252 1,486Total financial liabilities - amortized cost 2,669,301 2,698,404 2,669,759 2,688,529

Total 2,669,301 2,698,404 2,669,759 2,688,529

c) Financial risk management objectivesThe Group monitors and manages financial risks related to the operations. A financial risk committeemeets regularly to assess financial risks and decide mitigation based on the Group’s financial risk policyguidelines.

These risks include market risk, credit risk and liquidity risk. The primary objective is to minimizeexposure to those risks by using financial instruments and assessing and controlling the credit andliquidity risks. The Group may use derivatives and other financial instruments for hedging purposesonly.

d) Foreign currency risk managementThe operating cash flows are exposed to currency fluctuations because they are denominated partiallyin Brazilian Real. These proportions vary according to the characteristics of each business.

Cash flows from investments in fixed assets are denominated partly in Brazilian Real. Theseinvestments are subject to currency fluctuations when those goods or services are acquired and theactual payment date. The resources and their application are monitored to match the currency cashflows and payment dates.

The Group seeks to neutralize the currency risk of operating cash flows by matching revenues andexpenses in general terms. Furthermore, the Group seeks to generate an operating cash surplus in thesame currency in which the debt service of each business is denominated.

The Group has part of its debt and part of its cash and cash equivalents denominated in Brazilian Real.

The carrying amounts of the Group’s foreign currency denominated monetary assets and monetaryliabilities at the reporting dates are as follows:



47

Assets Liabilities30/09/2021 31/12/2020 30/09/2021 31/12/2020Transactions in Brazilian Real

Parent Company 370,004 417,908 61,868 94,278Consolidated 764,811 811,218 1,945,400 1,977,375

Foreign currency sensitivity analysisThe sensitivity analysis presented in the following sections estimates the impacts of the Brazilian Realdevaluation against the US Dollar based on the position on 30 September 2021. Three exchange ratescenarios are contemplated: the likely scenario (Probable) and two scenarios of deterioration of 25%(Possible) and 50% (Remote) in the exchange rate. The Group uses the Brazilian Central Bank’s“Focus” report to determine the probable scenario.

30/09/2021Exchange rates (1)

Probable scenario Possible scenario (25%) Remote scenario (50%)R$5.2500 / US$1.00 R$6.5625 / US$1.00 R$7.8750 / US$1.00

Parent Company

Operation RiskAmountin US$ Result

Probablescenario

Possiblescenario

(25%)

Remotescenario

(50%)

Total assets R$ 370,004 Exchange effects 13,348 (63,322) (114,436)Total liabilities R$ 61,868 Exchange effects (2,232) 10,588 19,135

11,116 (52,734) (95,301)

Consolidated


Probablescenario

Possiblescenario

(25%)

Remotescenario

(50%)

Total assets R$ 764,811 Exchange effects 27,591 (130,889) (236,543)Total liabilities R$ 1,945,400 Exchange effects (70,183) 332,934 601,678

(42,592) 202,045 365,135

(1) Information source: BACEN Focus Report of 15 October 2021.



48

31/12/2020Exchange rates (1)

Probable scenario Possible scenario (25%) Remote scenario (50%)R$5.2000 / US$1.00 R$6.5000 / US$1.00 R$7.8000 / US$1.00

Parent Company


Probablescenario

Possiblescenario

(25%)

Remotescenario

(50%)

Total assets R$ 417,908 Exchange effects (265) (83,794) (139,479)Total liabilities R$ 94,278 Exchange effects 60 18,904 31,466

(205) (64,890) (108,013)

Consolidated


Probablescenario

Possiblescenario

(25%)

Remotescenario

(50%)

Total assets R$ 811,218 Exchange effects (515) (162,655) (270,749)Total liabilities R$ 1,977,375 Exchange effects 1,255 396,479 659,962

740 233,824 389,213

(1) Information source: Focus BACEN, a report from 8 January 2021.

Derivative financial instrumentsThe Group may enter derivative contracts to manage risks arising from exchange rate fluctuations. Allsuch transactions are carried out within the guidelines set by the Financial Risk Committee.

The Group may use exchange rate hedges to limit its exposure that may result from the variation of theU.S. Dollar against the Brazilian Real or other exchange rates, and there are no current outstandingcontracts.

e) Interest rate risk managementThe Company holds most of its debts linked to fixed rates, most of which are with the FMM (MerchantMarine Fund).

Other loans exposed to floating rates are as follows:

TJLP (Brazilian Long Term Interest Rate) for Brazilian Real-denominated funding through Finamecredit line to port operations and Logistics operations;

DI (Brazilian Interbank Interest Rate) for Brazilian Real-denominated funding in logistics operations;

IPCA (Brazilian National Consumer Prices) for Brazilian Real-denominated funding in portoperations and offshore support bases.

The Company’s Brazilian Real-denominated investments yield interest rates corresponding to the DIdaily fluctuation for privately issued securities and/or “Selic-Over” government-issued bonds. The USDollar-denominated investments are short-term time deposits.



49

Interest rate sensitivity analysisThe Company does not currently fair value account for financial assets or liabilities through profit orloss. Therefore, a change in interest rates at the reporting date would not change the profit or lossresult. The Company uses the Brazilian Central Bank’s “Focus” BM&F (Bolsa de Mercadorias eFuturos), Bloomberg and Brazilian Economic and Social Development Bank (BNDES) data to estimatethe probable scenarios.

The following analysis concerns a possible fluctuation of revenue or expenses linked to the transactionsand scenarios shown without considering their fair value.

30/09/2021CDI(1), TJLP(2), IPCA(3) and DI - BM&F(4)

OperationScenarioprobable

Scenariopossible (25%)

Scenarioremote (50%)

Loans – CDI 9.02% 11.28% 13.53%Loans – TJLP 5.32% 6.65% 7.98%Loans – IPCA 9.68% 12.10% 14.52%Investments – CDI 9.02% 11.28% 13.53%

Parent Company

Operation RiskAmountin Reais Result

Scenarioprobable



Investments CDI 88,160 Result 4,357 5,986 7,615

Consolidated

Operation Risk Amount in Reais ResultScenarioprobable



Loans - CDI CDI 178,866 Interest (3,720) (6,581) (9,388)Loans – TJLP TJLP 3,716 Interest - (32) (63)Loans – IPCA IPCA 285,310 Interest - (5,598) (11,082)Loans – Fixed None 1,162,480 - - - -Total loans 1,630,372 (3,720) (12,211) (20,533)


Net income 12,977 10,731 8,653

(1) Information source: B3 (Brasília Bolsa Balcão), report of 5 October 2021.(2) Information source: BNDES (Banco Nacional de Desenvolvimento Econômico e Social), report from 6 October 2021.(3) Information source: IPCA (Índice de Preços ao Consumidor Amplo), report from 6 October 2021.(4) Information source: BM&F (Bolsa de Mercadorias e Futuros), report from 6 October 2021.



50

31/12/2020CDI(1), TJLP(2), IPCA(3) and DI - BM&F(4)

OperationScenarioprobable



Loans – CDI 2.95% 3.69% 4.43%Loans – TJLP 4.39% 5.49% 6.59%Loans – IPCA 4.31% 5.39% 6.47%Investments – CDI 2.95% 3.69% 4.43%

Parent Company

Operation Risk Amount in Reais ResultScenarioprobable



Investments CDI 71,476 Result 330 937 1,545

Consolidated

Operation Risk Amount in Reais ResultScenarioProbable



Loans - CDI CDI 334,868 Interest (2,284) (3,875) (5,457)Loans – TJLP TJLP 4,369 Interest - (31) (62)Loans – IPCA IPCA 286,552 Interest - (2,155) (4,288)Loans – Fixed None 1,154,918 None - - -Total loans 1,780,707 (2,284) (6,061) (9,807)


Net income (1,154) (2,846) (4,508)

(1) Information source: B3 (Brasilia Bolsa Balcão), report from 8 January 2021.(2) Information source: BNDES (Banco Nacional de Desenvolvimento Econômico e Social), report from 8 January 2021.(3) Information source: IPCA (Índice de Preços ao Consumidor Amplo), report from 8 January 2021.(4) Information source: BM&F (Bolsa de Mercadorias e Futuros), report from 8 January 2021.

The net effect was obtained by assuming a 12-month period starting 30 September 2021 in whichinterest rates vary, and all other variables are held constant. The scenarios express the differencebetween the weighted scenario rate and the actual rate.

Derivative financial instrumentsThe Company may enter derivative contracts to manage risks arising from interest rate fluctuations. Allsuch transactions must be carried out within the guidelines set by the Financial Risk Committee.Generally, the Company seeks to apply hedge accounting to manage volatility in profit or loss.

f) Liquidity risk managementThe Company manages liquidity risk by maintaining adequate cash reserves, banking facilities andreserve borrowing facilities, continuously monitoring the forecast and actual cash flows and matchingthe maturity profiles of financial assets and liabilities.

Liquidity risk is the risk that the Company will encounter difficulty fulfilling obligations associated withits financial liabilities that are settled with cash payments or other financial assets. The Company’sapproach in managing liquidity is to ensure that the Group always has sufficient liquidity to fulfil theobligations that expire, under normal and stress conditions, without causing unacceptable losses orrisk damage to the reputation of the Group.

The Company ensures sufficient cash reserves to meet the expected operational expenses, includingfinancial obligations. This practice excludes the potential impact of extreme circumstances that cannotbe reasonably foreseen, such as natural disasters.



51

For these cases, the Company’s practice is to create a multidisciplinary crisis committee to addressthe most appropriate actions. The tables have been drawn up based on the undiscounted cash flowsof financial liabilities based on the earliest date on which the Company can be required to pay. Thetable includes both interest and principal cash flows.

Averageweighted Less than Less than

interest rates 12 months 1-5 years 5 years Total30 September 2021 %

Variable interest rate instruments 3.21% 107,539 282,171 202,221 591,930Fixed interest rate instruments 2.74% 187,540 563,636 567,761 1,318,936Lease liability (under CPC 06 R2 – IFRS 16) 9.31% 115,574 395,215 1,762,420 2,273,209

410,653 1,241,022 2,532,402 4,184,075

Averageweighted Less than Less than

interest rates 12 months 1-5 years 5 years Total31 December 2020 %

Variable interest rate instruments 2.78% 186,681 317,456 223,313 727,450Fixed interest rate instruments 2.75% 161,804 520,122 685,226 1,367,152Lease liability (under CPC 06 R2 – IFRS 16) 8.77% 99,533 346,710 1,521,418 1,967,661

448,018 1,184,288 2,429,957 4,062,263

g) Credit riskThe Group’s credit risk can be attributed mainly to balances such as cash and cash equivalents, short-term investments, debt securities, loans, trade receivables and other trade receivables. The disclosurein the balance sheet is shown net of the allowance for bad debts.

According to regulations approved by Management, the Group invests temporary cash surpluses ingovernment and private bonds, which follow the Group policy on credit risk concentration. Credit riskon investments in non-government-backed bonds is mitigated by investing only in assets issued byleading financial institutions. The Group stipulates a cash allocation limit per bank and investment rulesaccording to rating classification. The Company invests in banks with rating classification BBB (limitedto a maximum of 15%), from A to AA (limited to a maximum of 40%) or AAA (limited to a minimum of40% and a maximum of 100%).

The Group’s sales policy follows the criteria for credit sales set by management, which seeks to mitigateany loss due to customer default.

Parent Company ConsolidatedNote 30/09/2021 31/12/2020 30/09/2021 31/12/2020

Cash and cash equivalents 3 88,010 71,480 208,200 303,123Operational trade receivables 4 - - 263,573 201,461Trade receivables from related parties 25 138,763 54,645 136,594 53,939

Exposed to credit risk 226,773 126,125 608,367 558,523



52

Operational trade receivablesAn impairment analysis is performed at each reporting date using a provision matrix to measureexpected credit losses. The provision matrix is initially based on the Company’s historical observeddefault rates. The Company evaluates the concentration of risk concerning trade receivables andcontract assets as low, as historically trade receivables are generally received in 30 days.

30 September 2021 To be due01 to 30

days31 to 90

days91 to 180

daysHigher than

180 days Total

Expected credit loss rate 0.03% 0.03% 1.50% 4.47% 52.30%Receivables for services rendered 218,431 31,111 9,944 3,561 2,069 265,116Accumulated credit loss (143) (10) (149) (159) (1,082) (1,543)

31 December 2020 To be due01 to 30

days31 to 90

days91 to 180

daysHigher than

180 days Total

Expected credit loss rate 0.09% 0.09% 3.30% 12.77% 62.48%Receivables for services rendered 170,092 24,942 4,426 1,026 3,854 204,340Accumulated credit loss (171) (23) (146) (131) (2,408) (2,879)

h) Fair value of financial instrumentsThe Group’s financial instruments are managed through operating strategies to obtain liquidity,profitability, and security. The control policy consists of ongoing monitoring of rates agreed versus thosein force in the market and whether its short-term financial investments are being properly marked tomarket by the institutions dealing with its funds.

Determining estimated realizable values of the Group’s financial assets and liabilities relies oninformation available in the market and relevant assessment methodologies. Nevertheless,considerable judgment is required when interpreting market data to derive the most adequate estimatedrealizable value.

All the Group’s financial instruments (as disclosed in note 24 b) are considered as level 2 under theCPC 40 (IFRS 7) hierarchy as fair values are observable for the asset or liability, either directly (i.e., asprices) or indirectly (i.e., derived from prices).

i) Criteria, assumptions, and limitations used when computing fair values

Cash and cash equivalentsThe market values of the bank's current account balances are consistent with book balances.

InvestmentsThe fair values of the short-term investments are consistent with book balances.

Trade and other trade receivables/payablesAccording to management estimates, the fair values of the trade receivables and trade payables areconsistent with book balances.

Bank loansThe fair value of loan arrangements was calculated at their present value determined by future cashflows and at interest rates applicable to instruments of similar nature, terms, and risks or marketquotations of these securities. Fair value measurements recognized in the consolidated financialstatements are grouped into levels based on the degree to which the fair value is observable.



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The fair values of BNDES, BB and Bradesco financing arrangements are considered their carryingamounts as the Group has not identified comparable instruments to date.

25. Related-party transactionsThe balances and transactions, as well as the details regarding the transactions between the Companyand its subsidiaries and other related parties, are presented below:

Receivables forservices rendered Trade Payables Revenues (Expenses)

Parent Company 30/09/2021 31/12/2020 30/09/2021 31/12/2020 30/09/2021 30/09/2020

1. Wilson Sons Ultratug Participações Ltda. 135,335 53,486 - - 1,305 1,2712. Wilson Sons Estaleiro Ltda. 1,227 - - - 1,226 -3. Tecon Rio Grande S.A. 1,754 800 - - 15,822 9,0934. Tecon Salvador S.A. 83 - - - 2,908 2,0085. Wilson. Sons Shipping Services Ltda. 19 - 44,765 43,774 (372) -6. Wilson Sons Limited 8 18 - - 1,669 1,5697. Wilson Sons Terminais & Logística Ltda. 12 - - - 1,732 (444)8. Wilson Sons Serviços Marítimos Ltda. 223 - - - - 69. Porto Campinas Ltda. 102 - - - - -10. Others - 341 - - - -

Total 138,763 54,645 44,765 43,774 24,290 13,503

1 - Loan with Wilson, Sons Ultratug (interest rate - 0.3% p.m. without maturity) and AFAC of Wilson Sons Holdings Brasil S.A. at Wilson, Sons Ultratug.;2, 3, 4, 7, 8 and 10 - Current account receivable referring to expenses paid by the Company or by the subsidiary/corporate apportionment;5 – Loan payable (interest of 3% per year, with a term of 60 months, renewable for an equal period);6 - Transfer of corporate expenses; and9 – AFAC receivable.

Receivables forservices rendered Trade Payables Revenues (Expenses)

Consolidated 30/09/2021 31/12/2020 30/09/2021 31/12/2020 30/09/2021 30/09/2020

1. Wilson Sons Ultratug Participações Ltda. 136,484 53,921 12 - 2,112 5402. Consórcio de Rebocadores Baía de São Marcos - - 240 1,486 - (64)3. Wilson Sons Limited 8 18 - 1,669 1,5694. Porto Campinas Ltda. 102 - - - - -

Other:5. Gouvêa Vieira Advogados - - - - (97) (75)Total 136,594 53,939 252 1,486 3,684 1,970

1. Loan with Wilson, Sons Ultratug (interest rate - 0.3% p.m. without maturity) (R$57.3 million) and AFAC of Wilson Sons Holdings Brasil S.A. at Wilson,Sons Ultratug (R$78.0 million);

2. The transactions with the joint operations are disclosed because of proportionate amounts not eliminated on consolidation; Transfer of corporateexpenses;

3. Transfer of corporate expenses;4. AFAC receivable; and5. Mr. Mr. J.F. Gouvêa Vieira is a partner with the law firm Gouvêa Vieira. Fees were paid to Gouvêa Vieira Advogados for legal services.

Allink Transportes Internacionais Ltda. it is 50% controlled by the Group and rents a warehouse from theGroup's terminal. Mr Augusto Cezar Baião is a minority shareholder of Allink Transportes InternacionaisLtda. The Company also presented outstanding amounts payable with Allink on 30 September 2021 ofR$87 and as of 31 December 2020 there was no outstanding amount. The Company had a negative neteffect on the result of transactions with Allink on 30 September 2021 in the amount of (R$976) (30September 2020: (R$843)).



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26. Non-cash transactionsDuring the current period, the Company entered the following non-cash investing and financing activitieswhich are not reflected in the consolidated statement of cash flows:

30/09/2021 30/09/2020

Additions to fixed assetsCapitalized interest - 13,273Disposal of investments - SUAPE (2,843) -

27. Stock options plan and post-employment benefits

27.1. Stock option planThe shareholders in a special general meeting of Wilson Sons Limited approved granting optionsto eligible participants to be selected by the board of Wilson Sons Limited on 8 January 2014,including an increase in the authorized capital of Wilson Sons Limited through the creation of up to4,410,927 new shares. The options provide participants with the right to acquire shares via BrazilianDepositary Receipts (“BDR”) in Wilson Sons Limited at a predetermined fixed price not less thanthe three-day average mid-price for the days preceding the date of option issuance. The optionsplan is detailed below:

Options series Grant dateOriginal

vesting date Expiry dateExercise

price Number Expired Exercised VestedOutstandingnot vested

Totalsubsisting

(R$)

07 ESO - 3 Years 10/01/2014 10/01/2017 10/01/2024 31.23 961,653 (178,695) (517,521) 265,437 - 265,43707 ESO - 4 Years 10/01/2014 10/01/2018 10/01/2024 31.23 961,653 (178,695) (517,521) 265,437 - 265,43707 ESO - 5 Years 10/01/2014 10/01/2019 10/01/2024 31.23 990,794 (184,110) (514,658) 292,026 - 292,02607 ESO - 3 Years 13/11/2014 13/11/2017 13/11/2024 33.98 45,870 (17,490) (28,380) - - -07 ESO - 4 Years 13/11/2014 13/11/2018 13/11/2024 33.98 45,870 (17,490) (28,380) - - -07 ESO - 5 Years 13/11/2014 13/11/2019 13/11/2024 33.98 47,260 (18,020) (29,240) - - -07 ESO - 3 Years 11/08/2016 11/08/2019 11/08/2026 34.03 82,500 - (34,380) 48,120 - 48,12007 ESO - 4 Years 11/08/2016 11/08/2020 11/08/2026 34.03 82,500 - (34,380) 48,120 - 48,12007 ESO - 5 Years 11/08/2016 11/08/2021 11/08/2026 34.03 85,000 - - - 85,000 85,00007 ESO - 3 Years 15/05/2017 15/05/2020 15/05/2027 38.00 20,130 (4,620) - 15,510 - 15,51007 ESO - 4 Years 15/05/2017 15/05/2021 15/05/2027 38.00 20,130 (4,620) - 15,510 - 15,51007 ESO - 5 Years 15/05/2017 15/05/2022 15/05/2027 38.00 20,740 (4,760) - - 15,980 15,98007 ESO - 3 Years 09/11/2017 09/11/2020 09/11/2027 40.33 23,760 (11,880) (11,500) 380 - 38007 ESO - 4 Years 09/11/2017 09/11/2021 09/11/2027 40.33 23,760 (11,880) - - 11,880 11,88007 ESO - 5 Years 09/11/2017 09/11/2022 09/11/2027 40.33 24,480 (12,240) - - 12,240 12,24007 ESO - 3 Year 10/05/2021 10/05/2024 10/05/2031 51.95 148,500 - - - 148,500 148,50007 ESO - 4 Year 10/05/2021 10/05/2025 10/05/2031 51.95 148,500 - - - 148,500 148,50007 ESO - 5 Year 10/05/2021 10/05/2026 10/05/2031 51.95 153,000 - - - 153,000 153,000

Total 3,886,100 (644,500) (1,715,960) 950,540 575,100 1,525,640

The options terminate on their expiry date or immediately on the resignation of the director or senioremployee, whichever is earlier. Options lapse if not exercised within six months of the date that theparticipant ceases to be employed or hold office because of, amongst others, injury, disability,retirement, or dismissal without cause.



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Movements during the yearThe following table illustrates the number and weighted average exercise prices (WAEP) of, andmovements in, share options during the year:

Number WAEP (R$)

At 1 January 2020 2,702,540 31.85Exercised during the year (475,050) 31.23Expired during the year (14,000) 33.98At 31 December 2020 2,213,490 31.96

Options 450,000 51.95Exercised during the year (1,123,850) 31.65Expired during the year (14,000) 38.00

At 30 September 2021 1,525,640 38.03

(¹) At the date of exercise, the weighted average share price of these options was R$33.50 (2020: R$45.76).

The fair value expense of the grant to be recorded as a liability in the respective accounting periodswas determined using a binomial model based on the assumptions detailed below:

Period commencing Projected IFRS2 fair value expense R$

2014 7,4532015 7,8932016 8,1152017 5,7762018 2,9222019 8812020 1,4032021 1,3452022 1,6842023 1,5992024 1,1772025 6052026 151

Total 41,004

10 January2014

13 November2014

11 August2016

16 May 2017

9 November2017

10 May2021

Closing share price (in Real) R$30.05 R$33.50 R$32.15 R$38.00 R$38.01 R$50.85Expected volatility 28.00% 29.75% 31.56% 31.82% 31.82% 38.18%-40.30%Expected life 10 years 10 years 10 years 10 years 10 years 10 yearsRisk free rate 10.80% 12.74% 12.03% 10.17% 10.17% 7.68%-8.44%Expected dividend yield 1.70% 4.80% 4.80% 4.80% 4.80% 5.66%

Expected volatility was determined by calculating the historical volatility of the Company’s shareprice. The expected life used in the model has been adjusted based on management’s best estimatefor exercise restrictions and behavioral considerations.



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27.2. Post-employment benefitsThe Group operates a private medical insurance scheme for its employees, requiring eligibleemployees to pay fixed monthly contributions. Under the regulation of the Brazilian law, eligibleemployees with greater than ten years’ service acquire the right to remain in the plan followingretirement or termination of employment, generating a post-employment commitment for the Group.Ex-employees remaining in the plan will be liable for paying the full cost of their continued schememembership. The present value of actuarial obligations on 30 September 2021 is R$8.8 million(2020: R$8.5 million). The future actuarial liability for the Group relates to the potential increase inplan costs resulting from additional claims because of the expanded membership of the scheme.

Actuarial assumptionsThe calculation of the liability generated by the post-employment commitment involves actuarialassumptions. The following are the principal actuarial assumptions at the reporting date:

Economic and financial assumptions31/12/2020

Annual interest rate 7.90%Estimated inflation rate in the long-term 3.50%Aging factor Based on the experience of Wilson Sons (1)

Health care cost trend rate 6.09% p.a.(¹) The amount of current contributions of both retirees and medical costs used in the actuarial valuation, in monthly amounts per health careprovider, may vary between R$117,06 and R$12,036,51 (absolute value).

Biometric and demographic assumptions31/12/2020

Employee turnover 21.27%Mortality table AT-2000Disability table Álvaro VindasRetirement age 100% at 62Employees who opt to keep the health plan after retirement and termination 23%Family composition before retirement:

Probability of marriage 80% of the participantsAge difference for active participants Man 3 years older than the woman

Family composition before retirement Composition of the family group

Sensitivity analysisThe present value of future liabilities may change depending on market conditions and actuarialassumptions. Changes on a relevant actuarial assumption, keeping the other assumptions constant,would have affected the defined benefit obligation as shown below:

31/12/2020

CiPBO(*) - discount rate + 0.5% (1,167)CiPBO(*) - discount rate - 0.5% 1,353CiPBO(*) - Health Care Cost Trend Rate + 0.5% 1,371CiPBO(*) - Health Care Cost Trend Rate - 0.5% (1,191)CiPBO(*) - Aging factor + 0.5% 786CiPBO(*) - Aging factor - 0.5% (786) (*) CiPBO means Change in Projected Benefit Obligation.

There were no significant changes in the biometric and demographic assumptions between 31December 2020 and 30 September 2021. The plan's actuarial obligations will be updated on thebase date 31 December 2021 and disclosed in the annual financial statements referring to this basedate .



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28. Information by Segment

Reportable segmentsFor management purposes, the Group is currently organized into five reportable segments: towage andagency services, port terminals, offshore vessels, logistics and shipyards. These divisions are reported forresource allocation and assessment of segment performance.

Finance costs relating to liabilities were allocated to reporting segments based on the loans taken tofinance the acquisition or the construction of fixed assets in that segment. Finance income arising frombank balances held by Brazilian operating segments, including foreign exchange differences on suchbalances, were also allocated to the reporting segments.

Administrative and financial expenses are presented as non-segmented activities.

Segment information relating to these businesses is presented below:

2021Towage and

shipping agencyservices

Containerterminals

Offshoresupportbases

Offshoresupportvessels Logistics Shipyard

Nonsegmentedactivities Elimination Consolidated

30 September 2021(Three-Month Period)

Revenues 290,066 191,255 9,684 - 48,409 24,982 - (20,470) 543,926

Results from operating activities 103,322 79,169 (3,604) - 5,616 (5,324) (27,081) 3,122 155,220Financial result (adjusted) (5,246) (26,176) (1,842) - (3,007) (1,033) 2,567 130 (34,607)

Operating profit (loss) adjusted byfinance income and cost 98,076 52,993 (5,446) - 2,609 (6,357) (24,514) 3,252 120,613

Share of result of joint ventures - - - (15,666) (36) - - - (15,702)

Exchange gain (loss) on translation - - - - - - - - (18,236)Income before tax - - - - - - - - 86,675

Other information:Expenditure for acquisition of property,

plant, and equipment (42,360) (12,478) (5,734) - (608) (628) (1,176) - (62,984)Amortisation of right-of-use (3,264) (8,567) (552) - (2,955) (60) (893) - (16,291)Depreciation and amortisation (35,520) (20,696) (2,745) - (765) (5,209) (1,515) 3,165 (63,285)



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2020Towage and


Containerterminals




30 September 2020(Three-Month Period)

Revenues 248,028 174,551 10,690 - 38,736 9,953 - (7,857) 474,101

Results from operating activities 79,266 67,485 (5,086) - 3,798 (8,772) (17,673) 5,468 124,486Financial result (adjusted) (6,609) (13,770) (1,315) - (2,368) (981) (3,008) 90 (27,961)





plant, and equipment (10,755) (20,991) (235) - (80) (1,244) (680) - (33,985)Amortisation of right-of-use (2,419) (7,142) (651) - (3,125) (58) (864) - (14,259)Depreciation and amortisation (41,730) (16,866) (2,616) - (971) (5,451) (1,740) 3,026 (66,348)

2021Towage and


Containerterminals




30 September 2021(Nine-Month Period)

Revenues 813,154 564,561 26,785 - 134,503 78,053 - (56,046) 1,561,010





Other information:Expenditure for the acquisition of

property, plant, and equipment (103,919) (36,402) (9,379) - (848) (1,950) (1,474) - (153,972)Amortisation of right-of-use (10,405) (23,975) (1,674) - (9,415) (184) (2,771) - (48,424)Depreciation and amortisation (113,389) (63,713) (8,355) - (2,498) (15,874) (4,850) 9,240 (199,439)



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2020Towage and


Containerterminals




30 September 2020(Nine-Month Period)

Revenues 673,397 503,032 32,900 - 110,550 23,099 - (15,153) 1,327,825


Operating profit (loss) adjusted byfinance income and cost 193,742 144,734 (17,145) - 608 (27,014) (34,485) 17,067 277,507




plant, and equipment (33,876) (210,659) (872) - (316) (1,706) (4,474) - (251,903)Amortisation of right-of-use (4,956) (21,064) (1,913) - (9,421) (178) (2,742) - (40,274)Depreciation and amortisation (119,302) (50,318) (8,178) - (3,051) (15,231) (4,784) 7,945 (192,919)

29. Directors’ declaration on the interim financial informationAs Directors of Wilson Sons Holdings Brasil S.A., we state, under Article 25, Paragraph 1, Item VI, of CVMInstruction 480, of 7 December 2009, as amended, that we have reviewed, discussed, and agreed withthe Company's Interim Financial Information for the period ended 30 September 2021.

30. Directors’ declaration on the Independent Auditors' Review ReportAs Directors of Wilson Sons Holdings Brasil S.A., we state, under Article 25, Paragraph 1, Item V, of CVMInstruction 480, of 7 December 2009, as amended, that we have reviewed, discussed and agreed with theconclusion in the independent auditor’s review report on the Company's Interim Financial Information forthe period ended 30 September 2021.

31. Subsequent EventsMerger of Wilson Sons LimitedOn 22 October 2021, the Companies' shareholders approved, at the respective Extraordinary GeneralMeetings of the Companies, the merger of Wilson Sons Limited by WS SA, pursuant to Law No. 6.404, of15 December 1976, as amended, and other applicable legal and regulatory provisions ("Incorporation").

Company joins the “Novo Mercado” and starts trading shares on B3On 25 October 2021, the Company began trading its shares on B3, starting to trade its shares directly onthe Brazilian stock exchange under the ticker PORT3.

Wilson Sons Holdings Brasil S.A. FINANCIAL 30 September ...

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