Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of August 2024

 

Commission File Number: 001-39938

 

Vinci Partners Investments Ltd.

(Exact name of registrant as specified in its charter)

 

Av. Bartolomeu Mitre, 336
Leblon – Rio de Janeiro
Brazil 22431-002
[phone]

(Address of principal executive office)

 

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

 

Form 20-F

X

Form 40-F

 

 

 

TABLE OF CONTENTS

 

EXHIBIT
99.1	Vinci Partners Investments Ltd. Second Quarter 2024 Earnings Presentation
99.2	Press release dated August 7, 2024 – Vinci Partners Reports Second Quarter 2024 Results
99.3	Vinci Partners Investments Ltd. Interim Consolidated Financial Statements as of June 30, 2024 and For the Six Month and Three Month Periods Ended June 30, 2024 and 2023

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

			Vinci Partners Investments Ltd.
			By:	/s/ Sergio Passos Ribeiro
				Name:	Sergio Passos Ribeiro
				Title:	Chief Financial Officer

 

Date: August 7, 2024

 

Exhibit 99.1

 

Second Quarter 2024 Earnings Presentation August 07, 2024 Exhibit 99.1

Disclaimer This presentation contains forward - looking statements that can be identified by the use of words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” among others . By their nature, forward - looking statements are necessarily subject to a high degree of uncertainty and involve known and unknown risks, uncertainties, assumptions and other factors because they relate to events and depend on circumstances that will occur in the future whether or not outside of our control . Such factors may cause actual results, performance or developments to differ materially from those expressed or implied by such forward - looking statements and there can be no assurance that such forward - looking statements will prove to be correct . Accordingly, you should not place undue reliance on forward - looking statements . The forward - looking statements included herein speak only as at the date of this presentation and we do not undertake any obligation to update these forward - looking statements . Past performance does not guarantee or predict future performance . Moreover, neither we nor our affiliates, officers, employees and agents undertake any obligation to review, update or confirm expectations or estimates or to release any revisions to any forward - looking statements to reflect events that occur or circumstances that arise in relation to the content of the presentation . Further information on these and other factors that could affect our financial results is included in filings we have made and will make with the U . S . Securities and Exchange Commission (the “SEC”) from time to time, including in the section titled “Risk Factors” in our latest fillings with the SEC . These documents are available on the SEC Filings section of the investor relations section of our website at : https : //ir . vincipartners . com/financials/sec - filings . We have prepared this presentation solely for informational purposes . The information in this presentation does not constitute or form part of, and should not be construed as, an offer or invitation to subscribe for, underwrite or otherwise acquire, any of our securities or securities of our subsidiaries or affiliates, not should it or any part of it form the basis of, or be relied on, in connection with any contract to purchase or subscribe for any of our securities or securities of any of our subsidiaries or affiliates, nor shall it or any part of it form the basis of, or be relied on, in connection with any contract or commitment whatsoever . This presentation also includes certain non - GAAP financial information . We believe that such information is meaningful and useful in understanding the activities and business metrics of our operations . We also believe that these non - GAAP financial measures reflect an additional way of viewing aspects of our business that, when viewed with our International Financial Reporting Standards (“IFRS”) results, as issued by the International Accounting Standards Board, provide a more complete understanding of factors and trends affecting our business . Further, investors regularly rely on non - GAAP financial measures to assess operating performance and such measures may highlight trends in our business that may not otherwise be apparent when relying on financial measures calculated in accordance with IFRS . We also believe that certain non - GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of public companies in our industry, many of which present these measures when reporting their results . The non - GAAP financial information is presented for informational purposes and to enhance understanding of the IFRS financial statements . The non - GAAP measures should be considered in addition to results prepared in accordance with IFRS, but not as a substitute for, or superior to, IFRS results . As other companies may determine or calculate this non - GAAP financial information differently, the usefulness of these measures for comparative purposes is limited . A reconciliation of such non - GAAP financial measures to the nearest GAAP measure is included in this presentation . 2

3 Presenters Alessandro Horta Chief Executive Officer Sergio Passos Chief Operating Officer & Chief Financial Officer Bruno Zaremba Private Equity Chairman & Head of Investor Relations

Opening Remarks

5 Vinci Partners Second Quarter 2024 Highlights See notes and definitions at end of document Vinci Partners ended the second quarter with R$69 bn in AUM², a 7% growth year - over - year, led by R$5.1 billion in capital subscriptions over the last twelve months mostly across Private Markets funds. Vinci Partners achieved a few milestones during the quarter: + 7 % YoY Fee Related Earnings (FRE) totaled R$62 million in the quarter, or R$1.16 per share¹ , up 24% year - over - year on a per share basis . Vinci announced a quarterly distribution of US$0.17 per common share. US$ 0.17 Quarterly Dividend + 24 % YoY Vinci completed the acquisition of MAV Capital on June 28th, an alternative asset manager focused on the agribusiness sector in Brazil. The transaction added R$540 million in AUM , distributed mainly across two vintages. MAV Capital Closing of Acquisition VCP IV, the fourth vintage in our Private Equity flagship strategy, successfully raised over R$486 million from institutional investors both locally and internationally. VCP IV Local and Offshore Commitments Vinci Credit Infra secured additional commitments from local institutional investors, surpassing R$1.5 billion in AUM. Credit Infra Additional Commitments R$ 5 .1 bn Capital Subscriptions 2Q’24 LTM R$ 69 bn AUM 2Q’24 R$ 62 mm (R$1.16/share) FRE 2Q’24

Financial Highlights

7 Second Quarter 2024 Segment Earnings (Unaudited) See notes and definitions at end of document ∆ YoY (%) 2Q'24 YTD 2Q'23 YTD ∆ YoY(%) 2Q'24 1Q'24 2Q'23 (R$ thousands, unless mentioned) 12% 210,589 188,646 23% 114,134 96,455 92,769 Net revenue from management fees 18% 21,840 18,518 (18)% 11,481 10,359 14,050 Net revenue from advisory fees 12% 232,429 207,164 18% 125,615 106,814 106,819 Total Fee Related Revenues 1% (14,893) (14,741) (0)% (7,556) (7,337) (7,577) Segment personnel expenses 53% (13,022) (8,494) 40% (7,025) (5,996) (5,036) Other G&A expenses 4% (46,837) (45,016) 15% (25,750) (21,087) (22,410) Corporate center expenses 8% (42,128) (39,111) 11% (23,380) (18,748) (21,049) Bonus compensation related to management and advisory 9% (116,879) (107,361) 14% (63,711) (53,168) (56,071) Total Fee Related Expenses 16% 115,550 99,803 22% 61,904 53,646 50,748 FEE RELATED EARNINGS (FRE) 49.7% 48.2% 49.3% 50.2% 47.5% FRE Margin (%) 18% 2.17 1.83 24% 1.16 1.01 0.94 FRE per share¹ (R$/share) (38)% 7,886 12,728 (48)% 5,613 2,273 10,765 Net revenue from performance fees (42)% (3,512) (6,101) (53)% (2,503) (1,009) (5,368) Performance based compensation (34)% 4,374 6,627 (42)% 3,110 1,264 5,397 PERFORMANCE RELATED EARNINGS (PRE) 55.5% 52.1% 55.4% 55.6% 50.1% PRE Margin (%) N/A 3,483 – N/A 3,483 – – ( - ) Unrealized performance fees N/A (1,233) – N/A (1,233) – – (+) Unrealized performance compensation 67% 16,785 10,060 196% 12,379 4,406 4,179 (+) Realized GP investment income 19% 138,959 116,490 32% 79,643 59,316 60,324 SEGMENT DISTRIBUTABLE EARNINGS 53.3% 50.7% 54.1% 52.3% 49.5% Segment DE Margin (%) (1)% 3,764 3,806 (8)% 1,873 1,891 2,028 (+) Depreciation and amortization (53)% 23,783 50,272 (62)% 11,421 12,362 30,183 (+) Realized financial income (17)% (4,292) (5,148) (18)% (2,076) (2,216) (2,517) ( - ) Leasing expenses 183% (26,753) (9,440) 216% (17,517) (9,236) (5,540) ( - ) Other items² N/A (13,007) – N/A (11,674) (1,333) – ( - ) Non - operational expenses³ 7% (27,359) (25,605) 5% (14,872) (12,487) (14,109) ( - ) Income taxes (excluding related to unrealized fees and income) (27)% 95,094 130,375 (33)% 46,797 48,297 70,369 DISTRIBUTABLE EARNINGS (DE) 33.4% 46.5% 29.5% 38.4% 46.3% DE Margin (%) (25)% 1.79 2.40 (32)% 0.88 0.91 1.30 DE per share (R$/share)⁴ N/A 12,912 – N/A 11,604 1,308 – (+) Non - operational expenses (including Income Tax effect) (17)% 108,006 130,375 (17)% 58,401 49,605 70,369 ADJUSTED DISTRIBUTABLE EARNINGS 38.0% 46.5% 36.8% 39.4% 46.3% Adjusted DE Margin (%) (15)% 2.03 2.40 (16)% 1.10 0.93 1.30 Adjusted DE per share (R$/share)

8 ▪ Fee - related revenues of R$ 125 .6 million in the second quarter, up 18% year - over - year, driven by stronger management fees in the quarter. x Fee - related revenues of R$ 232 .4 million in the 2Q’24 YTD , up 12% year - over - year. Management fees were R$210.6 million in the 2Q’24 YTD , up 12% year - over - year, with Private Markets segment substantially increasing its relevance in the revenues’ mix. ▪ FRE was R$61.9 million (R$1.16/share) in the 2Q'24, up 22% year - over - year on an absolute basis and 24% year - over - year on an FRE per share basis. ▪ Adjusted Distributable Earnings (“Adjusted DE”) of R$ 58 .4 million (R$1.10/share) in the quarter, down 17% year - over - year on an absolute basis and 16% year - over - year on an Adjusted DE per share basis due to a combination of lower financial income and FX rate depreciation. Capital Metrics ▪ Total assets under management (“AUM”) of R$69.2 billion, up 7% year - over - year. x Fee - Earning AUM (“FEAUM”) of R$65.6 billion, up 7 % year - over - year. ▪ Capital Subscriptions of R$791.7 million in the quarter and R$5.1 billion in the 2 Q'24 LTM . ▪ Capital Return of R$421.9 million in the quarter and R$1.6 billion in the 2 Q'24 LTM . ▪ Appreciation of R$ 523.9 million in the quarter and R$4.3 billion in the 2 Q'24 LTM . ▪ The acquisition of MAV Capital, closed in the second quarter, positively impacted AUM with additional R$539.8 million in comm itm ents within the Private Credit segment. ▪ Net cash and investments of R$1.1 billion (R$20.85/share) at the end of the quarter. Second Quarter 2024 Highlights Financial Measures Capital Returned to Shareholders ▪ Quarterly dividend of US$0.17 per common share payable on September 05, 2024. ▪ Repurchase of 220.1 thousand common shares in the quarter and 4.3 million common shares in total since the first share repurc has e plan announcement.

9 AUM 2Q’24 vs 2Q’23 ( R$bn ) Long - Term AUM¹ 2Q’24 vs 2Q’23 ( R$bn ) Fee - Earning AUM 2Q’24 vs 2Q’23 ( R$bn ) We continue to expand AUM across the platform, with highlight to long - term products ▪ Total assets under management (AUM) of R$69 billion, up 7% year - over - year, driven by a combination of R$5.1 billion of new capit al subscriptions mostly in Private Markets funds over the last twelve months, AUM appreciation across strategies and the acquisition MAV Capital. This growth was partially offset by o utf lows from our IP&S segment, coming mainly from open - ended products in the Pension Plan strategy. ▪ Total Fee - Earning AUM (FEAUM) of R$65.6 billion, up 7% year - over - year. ▪ Total Long - Term AUM of R$38.4 billion in the 2Q’24, up 16% year - over - year. Long - term AUM currently represents 55% of Vinci’s tot al AUM and has been growing at a faster pace, driven by fundraisings across private market funds that carry longer lockups. See notes and definitions at end of document 26 31 26 25 9 9 61 66 2Q'23 2Q'24 Private Markets IP&S Public Equities 29 35 26 25 9 9 65 69 2Q'23 2Q'24 Private Markets IP&S Public Equities + 7% + 7% + 16% 22 26 3 4 8 8 33 38 2Q'23 2Q'24 5-10 Years 10+ Years Perpetual or quasi-perpetual

10 38% 21% 20% 11% 10% Local Institutional³ Institutional Offshore⁴ HNWI⁵ Allocators & Distributors⁶ Public market vehicles⁷ 61% 17% 14% 8% 50% 36% 14% AUM 2Q’24 Our AUM base favors alpha - driven strategies, while our revenue profile is management fee - centric Our platform is highly diversified across different strategies and clients 61% of net revenues come from private market strategies ² 55 % of AUM is in long term products¹ AUM diversified across five different distribution channels AUM 2Q’24 Net Revenues 2Q'24 LTM See notes and definitions at end of document

11 88% 7% 5% Private Equity Vinci SPS Infrastructure Vinci holds a strong long - term upside from realization of performance fees in private market funds Gross Accrued Performance Fees – Private Market Funds ▪ Accrued performance fees receivable of R$348.5 million in the 2Q’24, up 18% quarter - over - quarter. ▪ The VCP strategy¹ in Private Equity accounted for R$303.9 million in accrued performance fees, or 87% of total accrued perfor man ce fees. ▪ Vinci Partners had, as of 2Q’24, R$9 billion in performance eligible AUM coming from Private Markets’ funds still within inve stm ent period. ▪ Accrued performance fees coming from the Infrastructure strategy are the only fees booked as unrealized in the company's bala nce sheet as of the second quarter of 2024, following IFRS 15 rules. The outstanding accrued performance fees balance reflects the funds' most recent mark and are not booked in the company's bal anc e sheet yet. R$348 mm Accrued Performance Fees (R$ mm) Accrued Performance Fees by Strategy (%) Vinci Partners recognizes the performance revenue according to IFRS 15 . Unrealized performance fees are recognized only when is highly probable that the revenue will not be reversed in the Income Statement . The fund FIP Infra Transmissão in Infrastructure had R $ 10 . 7 million as of the end of the second quarter of 2024 booked as unrealized performance fees in the company ´ s balance sheet . Accrued performance fees shown for Private Equity funds of R $ 303 . 9 million and for the Infrastructure fund VIAS, of R $ 4 . 8 million, as of the end of the second quarter of 2024 have not been booked as unrealized performance fees in the company ´ s balance sheet . See notes and definitions at end of document

12 Our GP Commitments are a long - term strong value creator ▪ As of 2Q’24, Vinci Partners had R$1,149.2 million in capital commitments signed to proprietary funds mostly across Private Eq uit y, Infrastructure, Credit and Real Estate. ▪ Realized investment gains are recognized quarterly as GP Investment Income in our Segment Earnings and we believe will be a r ele vant contributor to our Distributable Earnings as the funds enter their divestment periods. ▪ Vinci Partners had R$12.4 million in Realized GP Investment Income in the quarter, or R$0.23 per share, coming mostly from di vid end distributions across our GP Commitments in REITs and capital return from FIP Infra Transmissão . Fair Value of Investment (R$ mm) GP Commitments Overview See notes and definitions at end of document Per share R$10.56 R$9.30 Total Capital Committed R$1,149.2 million Total Capital Called R$582.9 million Accum. Capital Returned R$114.5 million ~R$8 million, or R$0.16 per share, after - tax Distributable Earnings Impact if Realized at Fair Value. Fair Value of Investments R$562.1 million Principal and Capital Gain

13 Fee Related Revenues ▪ Fee related revenues totaled R$125.6 million in the quarter, up 18% year - over - year. This increase was pushed by organic growth a cross Private Market strategies over the quarter and retroactive fees for VCP IV, following new closings with institutional investors both locally and internationally. ▪ Fee related revenues totaled R$232.4 million in the 2Q’24 YTD, up 12% when compared to the 2Q’23 YTD, driven by strong fundra isi ng across Private Markets' products. ▪ Management fees accounted for R$114.1 million in the quarter, an increase of 23% year - over - year. Over the 2Q’24 YTD, management fees totaled R$210.6 million, an increase of 12% when compared to the 2Q’23 YTD. Fee Related Revenues 2Q’24 vs. 2Q’23 ( R$mm ) Fee Related Revenues 2Q’24 YTD vs. 2 Q’23 YTD ( R$mm ) 93 114 14 11 107 126 2Q'23 2Q'24 Management fees Advisory fees 189 211 19 22 207 232 2Q'23 YTD 2Q'24 YTD Management fees Advisory fees + 12% + 18%

14 Operating Expenses ▪ Total operating expenses of R$120.4 million during the 2Q’24 YTD, an increase of 6% when compared to the 2Q’23 YTD. Disregard ing Vinci Retirement Services, total operating expenses summed R$113.7 million, up 3% when compared to the 2Q’23 YTD, following our cost efficiency orientation to contain expenses g row th. ▪ Total operating expenses of R$66.2 million in the quarter, up 8% year - over - year. Total Expenses 2Q’24 YTD vs. 2Q’23 YTD ( R$mm ) Total Expenses 2 Q’24 vs. 2Q’23 ( R$mm ) 26 26 22 26 8 8 5 7 61 66 2Q'23 2Q'24 Bonus compensation Corporate center Segment Personnel expenses Other G&A 45 46 45 47 15 15 8 13 113 120 2Q'23 YTD 2Q'24 YTD Bonus compensation Corporate center Segment Personnel expenses Other G&A + 6% + 8%

15 51 62 2Q'23 2Q'24 100 116 2Q'23 YTD 2Q'24 YTD Fee Related Earnings (FRE) ▪ Fee Related Earnings (FRE) of R$61.9 million (R$1.16/share) in the quarter, up 22% year - over - year on an absolute basis and 24% y ear - over - year on an FRE per share¹ basis. This growth was primarily driven by a higher contribution from management fees in the quarter, following strong fundraising across Private Ma rke ts. ▪ FRE of R$115.6 million (R$2.17/share) in the 2Q’24 YTD, up 16% when compared to the 2Q’23 YTD, driven by stronger management and advisory fees. ▪ FRE Margin was 50% for the 2Q’24 YTD, an increase of 1.5 percentage point when compared to the 2Q’23 YTD. Disregarding the VR S s egment, FRE Margin was 52% for the 2Q’24 YTD. See notes and definitions at end of document FRE per share ¹ R$1.16 R$0.94 R$2.17 R$1.83 50 % 48% Fee Related Earnings 2Q’24 vs. 2Q’23 ( R$mm ) Fee Related Earnings 2Q’24 YTD vs. 2Q’23 YTD ( R$mm ) % FRE margin + 22% 49 % 48% + 16% + 24% Per share + 18% Per share

16 5 3 2Q'23 2Q'24 7 4 2Q'23 YTD 2Q'24 YTD Performance Related Earnings (PRE) ▪ Performance related earnings (PRE) of R$3.1 million in the quarter, down 42% year - over - year. Performance fees remain modest, lar gely because of the recent volatility in both global and local markets. Unlike 2Q’23, which benefited from strong capital markets in Brazil and resulted in robust performance for our Pu blic Equities and IP&S funds, this quarter didn’t experience similar positive trends. ▪ PRE¹ was R$4.4 million (R$0.08/share) over the 2Q’24 YTD, down 34% when compared to the 2Q’23 YTD. ▪ In the 2Q’24, a portion of the performance from the FIP Infra Transmissão fund, initially booked as unrealized, was recognized as realized due to a capital return. Since it had already been reflected in the financial statements, it had no impact on PRE. Performance Related Earnings 2Q’24 vs. 2Q’23 ( R$mm ) Performance Related Earnings 2Q’24 YTD vs. 2Q’23 YTD ( R$mm ) % PRE margin 55 % 52 % R$ 0.10 R$0.06 R$ 0.12 R$0.08 See notes and definitions at end of document 55% 50% (34)% (42)% (41)% Per share (33)% Per share PRE per share¹

17 Realized GP Investment and Financial income ▪ Realized GP Investment¹ income reached R$12.4 million in the quarter, reflecting a 196% year - over - year increase. This growth was mostly driven by capital returned from the FIP Infra Transmissão fund and dividend distributions of the company’s proprietary stake in listed REITs. ▪ Realized Financial income² of R$11.4 million in the 2Q'24, a 62% decrease compared to the previous year. This decline is attr ibu ted to an exceptionally strong result in financial income during 2Q’23, which was driven by better market environment, higher nominal interest rates level and a higher cash balance. ▪ Realized GP Investment¹ and Financial income² accounted for R$40.6 million over the 2Q’24 YTD, down 33% when compared to the 2Q’ 23 YTD. See notes and definitions at end of document Realized GP Investment¹ and Financial income² 2Q'24 vs. 2Q'23 ( R$mm ) Realized GP Investment¹ and Financial income² 2Q’24 YTD vs. 2Q’23 YTD ( R$mm ) 50 24 10 17 60 41 2Q'23 YTD 2Q'24 YTD Realized Financial Income Realized GP Investment Income 30 11 4 12 34 24 2Q'23 2Q'24 Realized Financial Income Realized GP Investment Income (33)% (31)%

18 130 108 2Q'23 YTD 2Q'24 YTD 70 58 2Q'23 2Q'24 Adjusted Distributable Earnings (DE) ▪ Adjusted Distributable Earnings (DE)¹ of R$58.4 million (R$1.10/share) in the quarter, down 17% year - over - year on an absolute ba sis and 16% year - over - year on an Adjusted DE per share² basis. ▪ The decline in YoY Distributable Earnings is attributed to a combination of (i) a decrease in financial income following a st ell ar 2Q’23 for the liquid portfolio, with more favorable market conditions compared to those experienced this year, and (ii) the impact of FX rate depreciation on Vinci’s net debt position in US dollars, which affected the 'Other Items' line. ▪ The net exchange variation caused by FX rate depreciation negatively impacted the Adjusted DE by R$6.5 million in the quarter , o r R$0.12 per share. ▪ Adjusted DE was R$108.0 million (R$2.03/share) in the 2Q’24 YTD, down 17% when compared to the 2Q’23 YTD. Adjusted Distributable Earnings (DE) 2Q’24 vs. 2Q’23 ( R$mm ) Adjusted Distributable Earnings (DE) 2Q’24 YTD vs. 2Q’23 YTD ( R$mm ) (17)% % Adjusted DE margin R$1.30 R$1.10 (17)% 38% 47% R$2.40 R$2.03 See notes and definitions at end of document 37% 46% (16)% Per share (15)% Per share Adjusted DE per share²

19 2Q'24 1Q'24 Share Repurchase Activity (in R$ million, unless mentioned) 220,135 533,981 Total Shares Repurchased (number of shares) 12.7 28.0 Total Capital Used for Share Repurchases 19.0 32.0 Remaining Share Repurchase Plan Authorization 10.8 10.6 Average Price Paid Per Share (US$) 2Q'24 1Q'24 (in R$ millions, unless mentioned) 592.3 532.0 Cash and cash equivalents¹ 1,152.7 1,134.8 Net Investments 590.5 639.8 Liquid funds² 562.1 495.0 GP Fund Investments³ (634.8) (562.5) Debt obligations 4 1,110.1 1,104.4 Net Cash and Investments 20.85 20.74 Net Cash and Net Investments per share⁵ (R$/share) Balance Sheet Highlights ▪ As of June 28, 2024, Vinci Partners had R$1.1 billion (R$20.85/share) in total net cash and investments, that comprise cash, cas h equivalents and investments (liquid funds and GP fund investments at fair value) net of debt obligations. ▪ The fourth buyback program was approved in February, limited to R$60 million. Vinci Partners repurchased 220,135 shares in th e q uarter with an average share price of US$10.8. ▪ Since the announcement of the first share repurchase plan, Vinci Partners has repurchased a total of 4,311,120 common shares. See notes and definitions at end of document 20.74 20.85 1Q'24 2Q'24 Net Cash and Investments per share (R$/share)

Segment Highlights

21 67% 12% 14% 7% R$122 mm 71% 14% 15% 8% Private Markets IP&S Public Equities Corporate Advisory Financials by segment ▪ Fee Related Earnings (FRE), disregarding Vinci Retirement Services segment, were R$121.9 million in the 2Q’24 YTD, with 67% o f F RE coming from Private Markets, followed by IP&S with 14%, Public Equities accounting for 12% and Corporate Advisory for 7%. ▪ Segment Distributable Earnings, disregarding Vinci Retirement Services segment, were R$145.3 million in the 2Q’24 YTD, with 7 1% coming from Private Markets’ strategies, followed by Public Equities accounting for 12%, IP&S for 11% and Corporate Advisory for 6%. R$145 mm Fee Related Earnings (FRE) 2Q’24 YTD by Segment Segment Distributable Earnings 2Q’24 YTD by Segment 71% 11% 12% 6%

22 Private Equity 45% Real Estate 19% Credit 18% Infrastructure 11% Vinci SPS 7% Private Markets' AUM Private Markets R$35 bn AUM ▪ Fee related earnings (FRE) of R$47.5 million in the quarter, up 59% year - over - year. This growth was fueled by catch - up fees from strong Private Equity fundraising that secured R$486.1 million in new commitments for VCP IV this quarter and rise in management fees across the majority of strategies. ▪ FRE was R$82.1 million in the 2Q’24 YTD, a 33% increase comparing to the 2Q’23 YTD. FRE Margin has been positively impacted b y t he fundraising environment, demonstrating a consistent increase over the quarters. ▪ Segment Distributable Earnings of R$64.2 million in the quarter, up 81% year - over - year. Segment DE was R$103.2 million in the 2Q ’24 YTD, an increase of 41% comparing to the 2Q’23 YTD. ▪ Total AUM of R$34.7 billion in the quarter, a 18% year - over - year increase propelled by robust fundraising over the last twelve m onths across all Private Markets strategies, with highlights for VCP IV in Private Equity, VICC in Infrastructure, Vinci Credit Infra in Credit and VISC in Real Estate. ∆ YoY (%) 2Q'24 YTD 2Q'23 YTD ∆ YoY (%) 2Q'24 1Q'24 2Q'23 (R$ thousands, unless mentioned) 24% 143,756 116,274 40% 81,238 62,519 57,842 Net revenue from management fees 401% 2,751 549 700% 2,197 554 275 Net revenue from advisory fees 25% 146,507 116,823 44% 83,434 63,073 58,117 Total Fee Related Revenues 6% (7,632) (7,228) 6% (3,925) (3,707) (3,719) Segment personnel expenses 57% (6,240) (3,978) 33% (3,384) (2,856) (2,540) Other G&A expenses 11% (29,229) (26,223) 23% (16,292) (12,937) (13,205) Corporate center expenses 19% (21,351) (17,928) 40% (12,373) (8,978) (8,817) Bonus compensation related to management and advisory 16% (64,452) (55,357) 27% (35,974) (28,478) (28,281) Total Fee Related Expenses 33% 82,056 61,466 59% 47,461 34,595 29,836 FEE RELATED EARNINGS (FRE) 56.0% 52.6% 56.9% 54.8% 51.3% FRE Margin (%) 47% 3,728 2,535 47% 3,720 8 2,528 Net revenue from performance fees 185% 7,213 2,535 185% 7,205 8 2,528 Realized performance fees N/A (3,483) – N/A (3,483) – – Unrealized performance fees 47% (1,649) (1,121) 47% (1,646) (3) (1,118) Performance based compensation 47% 2,079 1,414 47% 2,074 4 1,410 PERFORMANCE RELATED EARNINGS (PRE) 55.8% 55.8% 55.8% 55.8% 55.8% PRE Margin (%) N/A 3,483 – N/A 3,483 – – ( - ) Unrealized performance fees N/A (1,233) – N/A (1,233) – – (+) Unrealized performance compensation 67% 16,785 10,060 196% 12,379 4,406 4,179 (+) Realized GP investment income 41% 103,170 72,940 81% 64,164 39,005 35,425 SEGMENT DISTRIBUTABLE EARNINGS 60.5% 56.4% 62.3% 57.8% 54.6% Segment DE Margin (%) 18% 34,692 29,367 18% 34,692 33,018 29,367 ASSETS UNDER MANAGEMENT (AUM R$millions) 20% 31,321 26,076 20% 31,321 29,763 26,076 FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$millions) 1.02% 0.85% 1.02% 0.80% 0.85% AVERAGE MANAGEMENT FEE RATE (%)

23 See notes and definitions at end of document Separate Mandates 74% Pension Plans 9% International 7% Commingled Funds 10% IP&S' AUM Investment Products & Solutions ▪ Fee related earnings (FRE) of R$7.4 million in the quarter, down 9% year - over - year. FRE was R$16.5 million in the 2Q’24 YTD, a 5 % decrease comparing to the 2Q’23 YTD Pro Forma¹, due to outflows especially within our pension funds strategy, which carries higher fees. ▪ Segment Distributable Earnings of R$7.5 million in the quarter, down 16% year - over - year. Segment DE was R$16.6 million in the 2Q ’24 YTD, a decrease of 12% when compared to the 2Q’23 YTD Pro Forma¹, that posted higher contributions from FRE. ▪ Total AUM of R$24.8 billion, down 6% year - over - year. R$25 bn AUM ∆ YoY (%) 2Q'24 YTD 2Q'23 YTD PF¹ ∆ YoY (%) 2Q'24 1Q'24 2Q'23 PF¹ (R$ thousands, unless mentioned) (10)% 38,773 43,302 (7)% 18,959 19,814 20,485 Net revenue from management fees 3,449% 532 15 6,456% 524 8 8 Net revenue from advisory fees (9)% 39,306 43,318 (5)% 19,484 19,822 20,493 Total Fee Related Revenues (18)% (3,154) (3,829) (24)% (1,527) (1,627) (1,997) Segment personnel expenses (11)% (2,090) (2,345) 3% (1,082) (1,008) (1,053) Other G&A expenses (10)% (8,759) (9,761) (0)% (4,659) (4,100) (4,677) Corporate center expenses (11)% (8,803) (9,945) 3% (4,851) (3,952) (4,690) Bonus compensation related to management and advisory (12)% (22,806) (25,879) (2)% (12,118) (10,687) (12,417) Total Fee Related Expenses (5)% 16,500 17,438 (9)% 7,365 9,135 8,076 FEE RELATED EARNINGS (FRE) 42.0% 40.3% 37.8% 46.1% 39.4% FRE Margin (%) (91)% 223 2,519 (88)% 214 9 1,729 Net revenue from performance fees (91)% 223 2,519 (88)% 214 9 1,729 Realized performance fees N/A – – N/A – – – Unrealized performance fees (90)% (112) (1,176) (88)% (107) (4) (860) Performance based compensation (92)% 111 1,344 (88)% 107 4 870 PERFORMANCE RELATED EARNINGS (PRE) 49.9% 53.4% 49.9% 50.0% 50.3% PRE Margin (%) N/A – – N/A – – – ( - ) Unrealized performance fees N/A – – N/A – – – (+) Unrealized performance compensation (12)% 16,611 18,783 (16)% 7,472 9,139 8,946 SEGMENT DISTRIBUTABLE EARNINGS 42.0% 41.0% 37.9% 46.1% 40.3% Segment DE Margin (%) (6)% 24,815 26,398 (6)% 24,815 25,756 26,398 ASSETS UNDER MANAGEMENT (AUM R$millions) (6)% 24,604 26,153 (6)% 24,604 25,507 26,153 FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$millions) 0.33% 0.34% 0.33% 0.34% 0.34% AVERAGE MANAGEMENT FEE RATE (%)

24 Mosaico Strategy 62% Dividends Strategy 32% Total Return 5% Others 1% Public Equities' AUM Public Equities ▪ Fee related earnings (FRE) of R$6.8 million in the quarter, down 12% year - over - year. FRE was R$14.6 million in the 2Q’24 YTD, a decrease of 7% compared to the 2Q’23 YTD Pro Forma¹. ▪ Segment Distributable Earnings of R$7.7 million in the quarter, down 29% year - over - year. Segment Distributable Earnings was R$16 .8 million in the 2Q’24 YTD, a decrease of 15% when compared to the 2Q’23 YTD Pro Forma¹. ▪ Total AUM of R$9.4 billion in the quarter, up 4% year - over - year. See notes and definitions at end of document R$9 bn AUM ∆ YoY (%) 2Q'24 YTD 2Q'23 YTD PF¹ ∆ YoY (%) 2Q'24 1Q'24 2Q'23 PF¹ (R$ thousands, unless mentioned) (5)% 27,726 29,061 (5)% 13,762 13,964 14,433 Net revenue from management fees N/A – – N/A – – – Net revenue from advisory fees (5)% 27,726 29,061 (5)% 13,762 13,964 14,433 Total Fee Related Revenues (6)% (1,723) (1,837) (8)% (834) (889) (906) Segment personnel expenses 23% (819) (668) 23% (475) (344) (388) Other G&A expenses (4)% (6,272) (6,554) 3% (3,382) (2,890) (3,295) Corporate center expenses 2% (4,270) (4,178) 8% (2,267) (2,004) (2,104) Bonus compensation related to management and advisory (1)% (13,084) (13,237) 4% (6,958) (6,126) (6,693) Total Fee Related Expenses (7)% 14,642 15,824 (12)% 6,804 7,838 7,740 FEE RELATED EARNINGS (FRE) 52.8% 54.5% 49.4% 56.1% 53.6% FRE Margin (%) (49)% 3,935 7,673 (74)% 1,679 2,257 6,507 Net revenue from performance fees (49)% 3,935 7,673 (74)% 1,679 2,257 6,507 Realized performance fees N/A – – N/A – – – Unrealized performance fees (54)% (1,751) (3,805) (78)% (749) (1,001) (3,390) Performance based compensation (44)% 2,184 3,868 (70)% 929 1,255 3,117 PERFORMANCE RELATED EARNINGS (PRE) 55.5% 50.4% 55.3% 55.6% 47.9% PRE Margin (%) N/A – – N/A – – – ( - ) Unrealized performance fees N/A – – N/A – – – (+) Unrealized performance compensation (15)% 16,826 19,691 (29)% 7,733 9,093 10,856 SEGMENT DISTRIBUTABLE EARNINGS 53.1% 53.6% 50.1% 56.1% 51.8% Segment DE Margin (%) 4% 9,463 9,115 4% 9,463 9,910 9,115 ASSETS UNDER MANAGEMENT (AUM R$millions) 4% 9,426 9,066 4% 9,426 9,859 9,066 FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$millions) 0.61% 0.75% 0.61% 0.60% 0.75% AVERAGE MANAGEMENT FEE RATE (%)

25 ∆ YoY (%) 2Q'24 YTD 2Q'23 YTD ∆ YoY (%) 2Q'24 1Q'24 2Q'23 (R$ thousands, unless mentioned) N/A – – N/A – – – Net revenue from management fees 3% 18,557 17,954 (36)% 8,760 9,797 13,768 Net revenue from advisory fees 3% 18,557 17,954 (36)% 8,760 9,797 13,768 Total Fee Related Revenues 17% (1,162) (996) 16% (609) (553) (525) Segment personnel expenses 44% (455) (315) 18% (285) (170) (241) Other G&A expenses 4% (2,342) (2,251) 15% (1,287) (1,054) (1,120) Corporate center expenses 2% (5,861) (5,758) (42)% (2,768) (3,093) (4,735) Bonus compensation related to management and advisory 5% (9,820) (9,320) (25)% (4,949) (4,870) (6,622) Total Fee Related Expenses 1% 8,737 8,634 (47)% 3,810 4,926 7,146 FEE RELATED EARNINGS (FRE) 47.1% 48.1% 43.5% 50.3% 51.9% FRE Margin (%) 1% 8,737 8,634 (47)% 3,810 4,926 7,146 SEGMENT DISTRIBUTABLE EARNINGS 47.1% 48.1% 43.5% 50.3% 51.9% Segment DE Margin (%) Corporate Advisory ▪ Fee related earnings (FRE) of R$3.8 million in the quarter. ▪ FRE was R$8.7 million in the 2Q’24 YTD, posting a 1% increase comparing to the 2Q’23 YTD.

26 ∆ YoY (%) 2Q'24 YTD 2Q'23 YTD ∆ YoY (%) 2Q'24 1Q'24 2Q'23 (R$ thousands, unless mentioned) 3,679% 334 9 1,901% 175 158 9 Net revenue from management fees N/A – – N/A – – – Net revenue from advisory fees 3,679% 334 9 1,901% 175 158 9 Total Fee Related Revenues 44% (1,222) (851) 54% (661) (561) (429) Segment personnel expenses 188% (3,418) (1,188) 121% (1,799) (1,618) (814) Other G&A expenses 3% (234) (227) 15% (129) (105) (112) Corporate center expenses 42% (1,843) (1,300) 60% (1,122) (721) (703) Bonus compensation related to management and advisory 88% (6,717) (3,566) 80% (3,712) (3,006) (2,058) Total Fee Related Expenses 79% (6,384) (3,558) 73% (3,537) (2,847) (2,049) FEE RELATED EARNINGS (FRE) N/A N/A N/A N/A N/A FRE Margin (%) N/A – – N/A – – – Net revenue from performance fees N/A – – N/A – – – Realized performance fees N/A – – N/A – – – Unrealized performance fees N/A – – N/A – – – Performance based compensation N/A – – N/A – – – PERFORMANCE RELATED EARNINGS (PRE) N/A N/A N/A N/A N/A PRE Margin (%) N/A – – N/A – – – ( - ) Unrealized performance fees N/A – – N/A – – – (+) Unrealized performance compensation 79% (6,384) (3,558) 73% (3,537) (2,847) (2,049) SEGMENT DISTRIBUTABLE EARNINGS N/A N/A N/A N/A N/A Segment DE Margin (%) 1,460% 241 15 1,460% 241 147 15 ASSETS UNDER MANAGEMENT (AUM R$millions) 0.39% 0.42% 0.39% 0.58% 0.42% AVERAGE MANAGEMENT FEE RATE (%) ▪ VRS reached R$ 241.4 million in AUM by the end of the second quarter. We are experiencing a pickup in flows for VRS following th e launch of the MIO platform. ▪ Fee Related Earnings (FRE) of negative R$3.5 million in the quarter. FRE was negative R$6.4 million in the 2Q’24 YTD. Retirement Services

Supplement Details

28 AUM and Fee - Earning AUM Rollforward Assets Under Management (AUM) – R$ millions Fee - Earning Assets Under Management (FEAUM) – R$ millions For the Three Months Ended June 28, 2024 For the Three Months Ended June 28, 2024 For the Twelve Months Ended June 28 , 2024 For the Twelve Months Ended June 28 , 2024 Total Vinci SPS Retirement Credit Real Estate Infrastructure IP&S Public Private Services Equities Equity 68,831 2,133 147 5,459 7,061 3,947 25,756 9,910 14,417 Beginning balance 370 81 – 79 (145) (48) – – 403 (+/ - ) Capital Subscription / (capital return) 792 174 – 132 – – – – 486 (+) Capital Subscription (422) (93) – (53) (145) (48) – – (83) ( - ) Capital Return 540 – – 540 – – – – – (+) Acquisitions (1,052) – 93 119 82 – (1,294) (51) – (+/ - ) Net Inflow / (outflow) 524 25 2 64 (272) 45 353 (396) 704 (+/ - ) Appreciation / (depreciation) 69,212 2,239 241 6,260 6,726 3,943 24,815 9,463 15,524 Ending Balance Total Vinci SPS Retirement Credit Real Estate Infrastructure IP&S Public Private Services Equities Equity 64,895 2,108 15 5,308 6,008 2,431 26,398 9,115 13,511 Beginning balance 3,428 (196) – (23) 723 1,349 544 – 1,031 (+/ - ) Capital Subscription / (capital return) 5,062 179 – 198 1,251 1,497 548 – 1,389 (+) Capital Subscription (1,634) (375) – (221) (528) (147) (4) – (359) ( - ) Capital Return 540 – – 540 – – – – – (+) Acquisitions (3,950) – 220 111 144 – (4,234) (190) – (+/ - ) Net Inflow / (outflow) 4,299 328 6 324 (150) 163 2,107 539 983 (+/ - ) Appreciation / (depreciation) 69,212 2,239 241 6,260 6,726 3,943 24,815 9,463 15,524 Ending Balance Total Vinci SPS Retirement Credit Real Estate Infrastructure IP&S Public Private Services Equities Equity 65,277 2,133 147 5,459 7,061 3,870 25,507 9,859 11,240 Beginning balance 223 (87) – 79 (145) (34) – – 411 (+/ - ) Capital Subscription / (capital return) 624 6 – 132 – – – – 486 (+) Capital Subscription (401) (93) – (53) (145) (34) – – (75) ( - ) Capital Return 519 – – 519 – – – – – (+) Acquisitions (1,014) – 93 119 82 – (1,256) (51) – (+/ - ) Net Inflow / (outflow) 587 25 2 64 (272) 63 352 (382) 735 (+/ - ) Appreciation / (depreciation) 65,592 2,072 241 6,240 6,726 3,899 24,604 9,426 12,385 Ending Balance Total Vinci SPS Retirement Credit Real Estate Infrastructure IP&S Public Private Services Equities Equity 61,310 2,108 15 5,308 6,008 2,383 26,153 9,066 10,268 Beginning balance 3,276 (364) – (23) 723 1,363 544 – 1,033 (+/ - ) Capital Subscription / (capital return) 4,844 11 – 198 1,251 1,497 548 – 1,339 (+) Capital Subscription (1,568) (375) – (221) (528) (133) (4) – (306) ( - ) Capital Return 519 – – 519 – – – – – (+) Acquisitions (3,905) – 220 111 144 – (4,190) (190) – (+/ - ) Net Inflow / (outflow) 4,392 328 6 324 (150) 153 2,097 551 1,084 (+/ - ) Appreciation / (depreciation) 65,592 2,072 241 6,240 6,726 3,899 24,604 9,426 12,385 Ending Balance

29 Investment records – IP&S, Public Equities, Private Credit and Listed Funds See notes and definitions at end of document Index Rate Market Comparison 24 M 12 M YTD 2Q'24 NAV¹ (R$ millions) Segment Fund CDI 7 CDI 7 23.9% 8.7% 3.6% 1.6% 195.5 IP&S Vinci Multiestratégia FIM CDI 7 CDI 7 14.6% 5.4% 1.5% 0.5% 321.1 IP&S Atlas Strategy² IPCA 5 + Yield IMA - B¹⁰ IPCA⁹ + Yield IMA - B¹⁰ 28.6% 2.7% (6.0)% (2.9)% 366.4 Public Equities Vinci Total Return³ IBOV 8 IBOV 8 20.6% 3.4% (7.2)% (5.6)% 936.4 Public Equities Mosaico Strategy⁴ IBOV 8 IBOV 8 22.7% 4.0% (7.6)% (4.1)% 429.0 Public Equities Vinci Gas Dividendos FIA IMA - B 5¹² IMA - B 5¹² 18.2% 7.1% 3.3% 1.8% 1,245.3 IP&S Vinci Valorem FIM⁵ - IPCA⁹ 17.8% 7.2% 3.3% 1.7% 1,752.5 IP&S Equilibrio Strategy⁶ IMA - B¹⁰ IMA - B¹⁰ 19.0% 5.6% 4.0% 3.6% 162.5 IP&S Vinci Retorno Real FIM IPCA⁹+ 6% IPCA⁹ 19.8% 5.1% 0.6% (0.5)% 786.4 Credit Vinci Crédito Imobiliário II CDI 7 CDI 7 28.8% 13.9% 6.3% 3.0% 73.4 Credit Vinci Crédito Estruturado Multiestrategia Plus FIC FIM IPCA⁹+ 6% IPCA⁹ 17.2% 7.6% 2.2% (0.3)% 581.6 Credit Vinci Energia Sustentável IPCA⁹ + 5% CDI 7 19.8% 10.8% 4.4% 1.6% 369.4 Credit Vinci Crédito Multiestratégia IPCA⁹ + 6% IFIX¹¹ 39.7% 8.0% (5.2)% (2.7)% 3,354.2 Real Estate (listed REIT) VISC11 IPCA⁹ + 6% IFIX¹¹ 2.9% (18.6)% (12.5)% (8.5)% 1,252.9 Real Estate (listed REIT) VILG11 IPCA⁹ + 6% IFIX¹¹ (5.5)% (18.6)% (4.1)% (7.7)% 574.8 Real Estate (listed REIT) VINO11 IFIX¹¹ IFIX¹¹ 44.4% 11.4% (1.6)% (0.2)% 64.9 Real Estate (listed REIT) VIFI11 IPCA⁹ + 6% IFIX¹¹ 16.1% (11.7)% (16.3)% (10.6)% 178.9 Real Estate (listed REIT) VIUR11 IPCA⁹ + X% IFIX¹¹ - 13.8% 4.8% 5.1% 153.3 Real Estate (listed REIT) VCRI11 CDI 7 + 1% IFIX¹¹ - 0.4% 0.3% 0.1% 376.1 Real Estate (REIT) VICA11 IFIX¹¹ IFIX¹¹ 23.4% 7.4% 1.2% (1.0)% 58.9 Real Estate (REIT) VINCI FOF IMOBILIARIO FIM CP - - 24.2% (0.8)% (8.7)% (3.3)% 572.5 Infrastructure (listed) VIGT11 24 M 12 M YTD 2Q'24 Benchmark 25.7% 4.9% (7.7)% (3.3)% IBOV 5 26.8% 11.7% 5.2% 2.5% CDI 4 19.3% 8.2% 3.3% 1.2% IMA - B 5 7 21.3% 10.2% 5.7% 2.6% IPCA 6 + Yield IMA - B 7 7.5% 4.2% 2.5% 1.1% IPCA 6 19.7% 6.1% 1.1% (1.8)% IFIX 8

30 Gross IRR Gross IRR Gross MOIC Gross MOIC Total Value Unrealized Realized or Invested Capital Committed Capital Vintage year Segment Fund Partially Realized (USD) (BRL) (USD) (BRL) ( R$mm ) ( R$mm ) ( R$mm ) ( R$mm ) (R$mm) 77.2% 71.5% 4.0x 4.3x 5,202 137 5,065 1,206 1,415 2004 Private Equity Fund 1 1.4% 10.0% 1.1x 2.0x 4,197 2,274 1,923 2,063 2,200 2011 Private Equity VCP II 29.8% 33.0% 2.0x 2.1x 5,029 4,975 54 2,342 4,000 2018 Private Equity VCP III – – 1.6x 1.6x 455 455 – 329 2,691 2022 Private Equity VCP IV 70.2% 64.6% 2.2x 2.5x 14,882 7,841 7,041 5,940 10,306 Private Equity VCP Strategy² 30.5% 22.0% 2.6x 2.1x 26 – 26 13 36 2003 Private Equity NE Empreendedor³ 14.2% 20.2% 1.6x 1.9x 257 163 95 135 240 2017 Private Equity Nordeste III 31.5% 25.4% 1.4x 1.4x 576 422 154 424 1,000 2020 Private Equity VIR IV 28.2% 22.2% 1.5x 1.5x 859 585 275 571 1,276 Private Equity VIR Strategy⁴ 19.1% 26.1% 1.6x 1.8x 346 84 261 191 128 2018 Special Situations SPS I 23.9% 24.2% 1.5x 1.5x 1,532 651 881 1,006 671 2020 Special Situations SPS II 23.8% 31.1% 1.2x 1.3x 1,218 1,100 118 917 1,071 2021 Special Situations SPS III 22.8% 26.0% 1.4x 1.5x 3,096 1,836 1,261 2,115 1,870 Special Situations SPS Strategy⁵ 42.7% 57.5% 2.7x 3.6x 377 116 261 104 211 2017 Infrastructure FIP Transmissão⁶ 25.3% 24.0% 1.4x 1.3x 409 409 – 350 386 2021 Infrastructure VIAS⁷ – – – – – – – – 1,566 2022 Infrastructure VICC⁸ 6.1% 13.2% 1.1x 1.2x 320 305 14 272 422 2021 Real Estate VFDL⁹ NM NM 1.2x 1.2x 740 740 – 688 1,583 2022 Credit Vinci Credit Infra¹⁰ Pro Forma Historical Portfolio Performance - Excluding PIPE Investments¹ Investment records – Closed End Private Markets funds See notes and definitions at end of document

31 Shareholder Dividends 2Q'24 1Q'24 4Q'23 3Q'23 2Q'23 1Q'23 4Q'22 3Q'22 ($ in thousands) 58,401 49,605 63,641 51,820 70,369 60,006 55,792 73,195 Adjusted Distributable Earnings (R$) 10,331 9,801 12,829 10,647 14,290 11,994 10,618 14,350 Adjusted Distributable Earnings (US$)¹ 0.19 0.18 0.24 0.20 0.26 0.22 0.19 0.26 Adjusted DE per Common Share (US$)² 0.17 0.17 0.20 0.17 0.20 0.16 0.17 0.20 Actual Dividend per Common Share³ August 21, 2024 May 23, 2024 February 22, 2024 November 22, 2023 August 24, 2023 May 25, 2023 March 01, 2023 November 23, 2022 Record Date September 05, 2024 June 07, 2024 March 07, 2024 December 07, 2023 September 08, 2023 June 09, 2023 March 15, 2023 December 08, 2022 Payable Date ▪ Vinci Partners generated R$1.10 or US$0.19¹ of Adjusted Distributable Earnings per common share for the second quarter of 202 4. ▪ The company declared a quarterly dividend of US$0.17² per common share to record holders as of August 21, 2024; payable on Se pte mber 05 , 2024. See notes and definitions at end of document

32 Share Summary ▪ Common Shares Outstanding as of quarter end of 53,245,448 shares. x Repurchased 220,135 common shares in the quarter, with an average share price of US$10.8. x Repurchased 4,311,120 common shares since the announcement of the first share repurchase plan, with an average share price of US $10.7. x As of June 28, 2024, the remaining authorization for the share repurchase plan was R$19.0 million. 2Q'24 1Q'24 4Q'23 3Q'23 2Q'23 1Q'23 4Q'22 3Q'22 2Q'22 VINP Shares 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 14,466,239 Class B 38,779,209 38,778,597 39,312,578 39,405,827 39,730,720 40,247,461 40,614,497 40,892,619 41,112,717 Class A¹ 53,245,448 53,244,836 53,778,817 53,872,066 54,196,959 54,713,700 55,080,736 55,358,858 55,578,956 Common Shares See notes and definitions at end of document

33 GP Commitment in Vinci Partners funds ▪ As of June 28, 2024, the company had R$1,149.2 million in capital commitments signed to proprietary funds. ▪ Total GP Investments marked at fair value of R$562.1 million as of June 28, 2024. See notes and definitions at end of document Fair value of investments Accumulated Capital Returned/Dividends Paid Capital Returned/Dividends Paid (2Q'24) Total Capital Called 2Q'24 Capital Called Total Capital Committed 2Q'24 Commitments Segment (R$ millions, unless mentioned) 3.4 1.6 – 3.2 0.0 5.0 – Private Equity Nordeste III 4.1 – – 2.8 – 3.1 – Private Equity VCP III 6.4 1.7 – 6.5 0.9 11.1 – Private Equity VIR IV 41.8 – – 33.2 33.2 350.0 – Private Equity VCP IV 7.4 23.9 3.0 8.9 – 29.5 – Infrastructure FIP Infra Transmissão ( co - investment )¹ 2.1 7.3 0.7 3.4 – 10.5 – Infrastructure FIP Infra Transmissão¹ 50.7 – – 37.5 – 50.0 – Infrastructure VIAS – – – – – 15.0 – Infrastructure Vinci Transporte e Logística II 19.1 – – 11.3 – 11.4 – Infrastructure Vinci Transporte e Logística I 0.0 – – 2.3 0.7 100.0 – Infrastructure VICC 62.6 – – 55.6 3.5 70.0 – Real Estate VFDL 44.7 18.0 1.4 67.3 – 67.3 – Real Estate VIUR 31.7 8.6 0.9 50.0 – 50.0 – Real Estate VINO 20.0 22.5 22.0 36.9 20.0 36.9 20.0 Real Estate Vinci FOF Imobiliário 72.8 24.1 2.7 80.0 – 80.0 – Real Estate/Credit VCRI 22.9 5.4 0.7 23.0 – 23.0 – Real Estate/Credit VICA 62.6 – – 56.9 12.7 100.0 – Credit Vinci Crédito Infra Institucional 21.4 1.4 0.3 17.7 5.2 50.0 – IP&S VSP FIM 21.1 – – 25.0 – 25.0 – Public Equities VINCI PIPE 51.5 – – 46.4 11.6 46.4 11.6 Real Estate Vinci US Real Estate 15.7 – – 15.0 – 15.0 – Infrastructure FDIRS 562.1 114.5 31.6 582.9 87.9 1,149.2 31.6 Total

34 59% 22% 19% Private Markets IP&S Public Equities Significant exposure to performance fee - eligible AUM ▪ Total Performance fee eligible AUM (PEAUM) of R$38.4 billion. ▪ Hurdle rate funds charge performance based on the fund’s return over its benchmark, generally with a high - watermark clause, except for the SWF mandate in Public Equities. ▪ Within our Private Market strategies, R$9 billion in AUM comes from “preferred return” funds with carried interest, that are still in investment period. See notes and definitions at end of document PERFORMANCE FEE ELIGIBLE AUM (PEAUM) Status Index Rate Index type AUM R$mm Strategy/Fund Currently generating performance IPCA 5 + 8% Preferred Return w/ Catch - Up² 1,338 VCP III - Onshore Currently generating performance USD + 8% Preferred Return w/ Catch - Up² 4,098 VCP III - Offshore Within investment period IPCA 5 + 8% Preferred Return w/ Catch - Up² 2,637 Other PE Onshore Vehicles Within investment period USD + 8% Preferred Return w/ Catch - Up² 468 Other PE Offshore Vehicles Currently generating performance IPCA 5 + 8.5% Preferred Return w/ Catch - Up² 253 Nordeste III Within investment period IPCA 5 + 5% Preferred Return w/ Catch - Up² 151 Teman Pier Within investment period IPCA 5 + 6% Preferred Return 4 478 VIAS Within investment period IPCA 5 + 6% Preferred Return 4 151 Transportation and Logistics strategy Currently generating performance IPCA 5 + 8% Preferred Return 4 43 FIP Infra Transmissão Within investment period IPCA 5 Preferred Return 4 1,230 VICC Within investment period Hurdle³ 1,024 FDIRS Currently generating performance IPCA 5 + 6% Hurdle³ 2,012 Listed REITs Within investment period IPCA 5 + 6% Preferred Return 4 456 VFDL Currently generating performance IFIX 9 Hurdle³ 528 FOF Strategy Within investment period IPCA 5 + 6% Preferred Return 4 786 VCI II Within investment period IPCA 5 + 6% Preferred Return 4 582 VES Within investment period IPCA 5 + 5% Preferred Return 4 392 VCM FIM Currently generating performance CDI 10 Hurdle³ 5 Energia FIM Within investment period IPCA 5 + 5% Hurdle³ 109 VCS Currently generating performance CDI 10 Hurdle³ 335 VCE Within investment period CDI 10 Preferred Return 4 1,307 SPS III Within investment period IPCA 5 + 6% Preferred Return 4 87 VORE FII Currently generating performance 1,344 Others Not expected to pay performance 3,001 Others 22,816 Total Private Markets Currently generating performance IMAB 5 6 Hurdle³ 1,245 Vinci Valorem Currently generating performance IBOV 7 + alpha Hurdle³ 1,165 Separate Mandates Currently generating performance 1,063 International¹ Currently generating performance IBOV 7 + alpha Hurdle³ 522 Commingled Funds Currently generating performance IPCA 5 + 8% Preferred Return w/ Catch - Up² 219 VSP Currently generating performance CDI 10 Hurdle³ 321 Atlas Strategy Currently generating performance CDI 10 Hurdle³ 195 Vinci Multiestratégia Currently generating performance 3,531 Others 8,262 Total IP&S Currently generating performance FTSE 8 Hurdle³ 4,854 SWF Currently generating performance IBOV 7 Hurdle³ 937 Mosaico Strategy Currently generating performance IBOV 7 Hurdle³ 429 Vinci Gas Dividendos Currently generating performance IPCA 5 + Yield IMAB 11 Hurdle³ 520 Vinci Total Return Currently generating performance 612 Others 7,352 Total Public Equities 38,430 PEAUM TOTAL PEAUM R$38 bn

Reconciliations and Disclosures

36 Financials - Income Statement See notes and definitions at end of document ∆ YoY (%) 2Q'24 YTD 2Q'23 YTD ∆ YoY (%) 2Q'24 1Q'24 2Q'23 (R$ thousands, unless mentioned) REVENUES 12% 210,589 188,646 23% 114,134 96,455 92,769 Net revenue from management fees (38)% 7,886 12,728 (48)% 5,613 2,273 10,765 Net revenue from performance fees (11)% 11,369 12,728 (16)% 9,096 2,273 10,765 Realized performance fees N/A (3,483) – N/A (3,483) – – Unrealized performance fees 18% 21,840 18,518 (18)% 11,481 10,359 14,050 Net revenue from advisory 9% 240,315 219,892 12% 131,228 109,087 117,584 Total net revenues from services rendered EXPENSES 8% (42,128) (39,111) 11% (23,380) (18,748) (21,049) Bonus related to management and advisory (42)% (3,512) (6,101) (53)% (2,503) (1,009) (5,368) Performance based compensation (22)% (4,745) (6,101) (30)% (3,736) (1,009) (5,368) Realized N/A 1,233 – N/A 1,233 – – Unrealized 1% (45,640) (45,212) (2)% (25,883) (19,757) (26,417) Total compensation and benefits 1% (14,893) (14,741) (0)% (7,556) (7,337) (7,577) Segment personnel expenses 53% (13,021) (8,494) 39% (7,025) (5,996) (5,036) Other general and administrative expenses 4% (46,837) (45,016) 15% (25,750) (21,087) (22,410) Corporate center expenses 6% (120,391) (113,462) 8% (66,214) (54,177) (61,439) Total expenses 13% 119,924 106,430 16% 65,014 54,910 56,145 Operating profit OTHER ITEMS 23% 17,759 14,451 (88)% 4,250 13,509 34,651 GP Investment income 67% 16,785 10,060 196% 12,379 4,406 4,179 Realized gain from GP investment income (78)% 975 4,391 N/A (8,128) 9,103 30,472 Unrealized gain from GP investment income (53)% 23,783 50,272 (62)% 11,421 12,362 30,183 Financial income (53)% 23,783 50,272 (62)% 11,421 12,362 30,183 Realized gain from financial income N/A – 0 N/A – – 0 Unrealized gain from financial income (17)% (4,292) (5,148) (18)% (2,076) (2,216) (2,517) Leasing expenses 217% (36,241) (11,422) 84% (21,249) (14,992) (11,573) Other items¹ 111% (11,808) (5,600) 62% (5,660) (6,148) (3,493) Share Based Plan N/A (13,007) – N/A (11,674) (1,333) – Non - operational expenses² N/A (23,806) 42,553 N/A (24,988) 1,182 47,251 Total Other Items (35)% 96,118 148,983 (61)% 40,026 56,092 103,396 Profit before income taxes (11)% (22,063) (24,725) (1)% (11,679) (10,384) (11,844) ( - ) Income taxes ³ (40)% 74,055 124,258 (69)% 28,347 45,708 91,552 NET INCOME N/A 12,912 – N/A 11,604 1,308 – (+) Non - operational expenses (including Income Tax effect) 260% 7,669 2,130 (19)% 3,870 3,799 4,804 ( - ) Contingent consideration adjustment related to acquisitions 4 (25)% 94,636 126,388 (55)% 43,821 50,815 96,356 ADJUSTE NET INCOME

37 2Q'24 YTD 2Q'23 YTD 2Q'24 1Q'24 2Q'23 (R$ thousands, unless mentioned) 119,924 106,430 65,014 54,910 56,145 OPERATING PROFIT (11,369) (12,728) (9,096) (2,273) (10,765) ( - ) Net revenue from realized performance fees 3,483 – 3,483 – – ( - ) Net revenue from unrealized performance fees 3,512 6,101 2,503 1,009 5,368 (+) Compensation allocated in relation to performance fees 115,550 99,803 61,904 53,646 50,748 FEE RELATED EARNINGS (FRE) 119,924 106,430 65,014 54,910 56,145 OPERATING PROFIT (210,589) (188,646) (114,134) (96,455) (92,769) ( - ) Net revenue from management fees (21,840) (18,518) (11,481) (10,359) (14,050) ( - ) Net revenue from advisory 42,128 39,111 23,380 18,748 21,049 (+) Bonus related to management and advisory 14,893 14,741 7,556 7,337 7,577 (+) Personnel expenses 13,021 8,494 7,025 5,996 5,036 (+) Other general and administrative expenses 46,837 45,016 25,750 21,087 22,410 (+) Corporate center expenses 4,374 6,627 3,110 1,264 5,397 PERFORMANCE RELATED EARNINGS (PRE) 119,924 106,430 65,014 54,910 56,145 OPERATING PROFIT 3,483 – 3,483 – – ( - ) Net revenue from unrealized performance fees (1,233) – (1,233) – – (+) Compensation allocated in relation to unrealized performance fees 16,785 10,060 12,379 4,406 4,179 (+) Realized gain from GP investment income 138,959 116,490 79,643 59,316 60,324 SEGMENT DISTRIBUTABLE EARNINGS 74,055 124,258 28,347 45,708 91,552 NET INCOME 3,483 – 3,483 – – ( - ) Net revenue from unrealized performance fees (401) – (401) – – (+) Income tax from unrealized performance fees (1,233) – (1,233) – – (+) Compensation allocated in relation to unrealized performance fees (975) (4,391) 8,128 (9,103) (30,472) ( - ) Unrealized gain from GP investment income (704) 10 (987) 283 10 (+) Income tax on unrealized gain from GP investment income 0 (0) 0 – (0) ( - ) Unrealized gain from financial income – – – – – ( - ) Income tax on unrealized gain from financial income 7,669 2,130 3,870 3,799 4,804 ( - ) Contingent consideration (earn - out) gain (loss), after - tax¹ 3,764 3,806 1,873 1,891 2,028 (+) Depreciation and amortization 9,677 4,355 3,529 6,148 2,248 (+) Share Based Plan (241) 207 188 (429) 199 ( - ) Income Taxes on Share Based Plan 12,912 – 11,604 1,308 – (+) Non - operational expenses including income tax related to realized expense² 108,006 130,375 58,401 49,605 70,369 ADJUSTED DISTRIBUTABLE EARNINGS 240,315 219,892 131,228 109,087 117,584 TOTAL NET REVENUE FROM SERVICES RENDERED (11,369) (12,728) (9,096) (2,273) (10,765) ( - ) Net revenue from realized performance fees 3,483 – 3,483 – – ( - ) Net revenue from unrealized performance fees 232,429 207,164 125,615 106,814 106,819 NET REVENUE FROM MANAGEMENT FEES AND ADVISORY Financials - Non - GAAP Reconciliation See notes and definitions at end of document

38 2Q'24 YTD 2Q'23 YTD 2Q'24 2Q'23 (R$ thousands, unless mentioned) 96,118 148,983 40,026 103,396 Profit (loss) before income taxes 34% 34% 34% 34% Combined statutory income taxes rate - % (32,680) (50,654) (13,609) (35,154) Income tax benefit (Expense) at statutory rates Reconciliation adjustments: (99) (64) - (2) Expenses not deductible 146 42 109 7 Tax benefits (685) (253) (347) (224) Share based payments (2,206) - (1,288) - Tax loss 13,401 26,072 3,420 23,410 Effect of presumed profit of subsidiaries¹ and offshore subsidiaries 60 132 36 119 Other additions (exclusions), net (22,063) (24,725) (11,679) (11,844) Income taxes expenses (27,059) (27,122) (14,188) (14,605) Current 4,996 2,397 2,509 2,761 Deferred 23% 17% 29% 11% Effective tax rate Effective tax rate reconciliation See notes and definitions at end of document

39 17.8 21.1 5.4 8.7 2.0 3.2 3.2 18.1 23.4 2.5 11.1 3.3 3.0 4.8 General and Administrative Expenses 2Q’24 (R$mm) 2Q’23 (R$mm) Lease and condominium Other Personnel Bonus related to Mgmt. and Adv. fees Performance based compensation Third party expenses D&A R$66.2 mm Personnel Bonus related to Mgmt. and Adv. fees Performance based compensation Third party expenses D&A Lease and condominium Other R$61.4 mm + 7.8%

40 06/28/2024 03/31/2024 Assets Current assets 592,308 531,988 Cash and cash equivalents 45,831 45,738 Cash and bank deposits 120,084 85,649 Financial instruments at fair value through profit or loss 426,393 400,601 Financial instruments at amortized cost 1,307,884 1,221,642 Financial instruments at fair value through profit or loss 71,496 89,701 Trade receivables 3,368 3,601 Sub - leases receivable 3,775 1,630 Taxes recoverable 24,249 25,169 Other assets 2,003,080 1,873,731 Total current assets Non - current assets 74,679 57,965 Financial instruments at fair value through profit or loss 14,108 16,412 Trade receivables 456 1,079 Sub - leases receivable 1,930 1,139 Taxes recoverable 18,732 16,395 Deferred taxes 27,353 19,556 Other receivables 137,258 112,546 11,638 11,924 Property and equipment 53,515 55,917 Right of use - Leases 249,850 215,527 Intangible assets 452,261 395,914 Total non - current assets 2,455,341 2,269,645 Total Assets 06/28/2024 03/31/2024 Liabilities and equity Current liabilities 1,495 348 Trade payables – 10,419 Deferred Revenue 24,919 25,104 Leases 6,276 6,052 Accounts payable 55,721 27,325 Labor and social security obligations 76,346 78,138 Loans and Financing 22,780 18,618 Taxes and contributions payable 187,537 166,004 Total current liabilities Non - current liabilities 38,738 43,188 Leases 6,457 6,784 Labor and social security obligations 652,493 554,452 Loans and Financing 3,926 4,303 Deferred taxes 229,896 144,782 Retirement plans liabilities 931,510 753,509 1,119,047 919,513 Total liabilities Equity 15 15 Share capital 1,405,559 1,408,438 Additional paid - in capital (201,748) (201,165) Treasury shares 87,185 104,244 Retained Earnings 44,440 37,185 Other reserves 1,335,451 1,348,717 843 1,415 Non - controlling interests in the equity of subsidiaries 1,336,294 1,350,132 Total equity 2,455,341 2,269,645 Total liabilities and equity Balance Sheet

41 Notes and Definitions ▪ Notes to page 5 (1) FRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year to date val ues are calculated as the sum of the last two quarters. (2) AUM is calculated as consolidated with double counting, due to funds from one segment investing in other segments and it ´ s eliminated on consolidation and excluding double counting from co - managed funds between our segments. ▪ Notes to page 7 (1) FRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year to date val ues are calculated as the sum of the last two quarters. (2) Other items comprise the income/(loss) generated by financial income/(expenses) related to SPS acquisition, Ares Converti ble Preferred Shares and other financial expenses. (3) Non - operational expenses are comprised of expenses related to professional services rendered in connection with acquisitions . (4) DE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year to date v alu es are calculated as the sum of the last two quarters. ▪ Notes to page 9 (1) Long - term AUM includes funds with lockups for at least five years to quasi - perpetual capital commitments. ▪ Notes to page 10 (1) Long term products include funds with former lockups superior to five years. (2) Private markets strategies include Private Equity, Real Estate, Private Credit, Infrastructure and Vinci SPS. (3) Local Institutional covers Brazilian pension funds (public and private), insurance companies, large and mid - size corporation s and the government. (4) Institutional Offshore covers offshore pension funds, endowments, sovereign funds, fund of funds, asset managers, family off ices, and others. (5) HNWI is comprised of clients which we consider to have potential to invest at least R$30 million. (6) Allocators & Distributors include banks (private, mass affluent and retail sectors), multi - family offices, or MFOs, and dist ribution platforms. (7) Public Market Vehicles of our listed funds. ▪ Notes to page 11 (1) Accrued performance fees for the VCP offshore are as of 1Q’24. This occurs due to the 60 days timeline of the quarterly m ark up to be disclosed by the fund’s administrator. ▪ Notes to page 15 (1) FRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year to date val ues are calculated as the sum of the last two quarters.

42 Notes and Definitions (cont’d.) ▪ Notes to page 16 (1) PRE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year to date val ues are calculated as the sum of the last two quarters. ▪ Notes to page 17 (1) GP investment income comes from proprietary investments made by Vinci Partners in its own Private Markets’ funds and othe r c losed - end funds across Public Equities and IP&S segments with long - term lockups. (2) Financial income is income generated through investments made with our cash and cash equivalents in cash and bank deposit s, certificate of deposits and proprietary investments in Vinci Partners’ Liquid Funds, including funds from Public Equities, IP&S, Real Estate and Private Credit. ▪ Notes to page 18 (1) Adjusted Distributable Earnings is calculated as Distributable Earnings excluding non - operational expenses. (2) Adjusted DE per share is calculated considering the number of outstanding shares at the end of the current quarter. Year to date values are calculated as the sum of the last two quarters. ▪ Notes to page 19 (1) Cash and cash equivalents include cash on hand, bank deposits held with financial institutions, other short - term, highly liq uid investments with original maturities of three months or less, that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. (2) Liquid funds’ value are calculated as investment at fair value as of June 28, 2024, in liquid funds from Vinci Partners’ Pub lic Equities, IP&S, Private Credit and Real Estate. It also comprises the cash and certificate of deposits and federal bonds from Vinci Monalisa FIM. For 1Q’24 onwards we are not considering the fund s t hat refer to financial products as part of the Company’s retirement plans services. For more detail, see 2Q’24 Financial Statements filed within the SEC on August 07, 2024. (3) GP Fund Investments include Vinci Partners’ GP investments in private market funds and other closed - end funds across Public Equities and IP&S segments with long - term lockups and Public REITs, calculated at fair value as of June 28, 2024. For more detail, please see slide 35 and the Financial Statements filed wit hin the SEC on August 07, 2024. (4) Debt obligations include commercial notes, consideration payable and convertible preferred shares. For more detail, see 2 Q’2 4 Financial Statements filed within the SEC on August 07, 2024. (5) Net Cash and Investments per share were calculated considering the number of outstanding shares at the end of each quarte r. ▪ Notes to page 23 (1) In the First Quarter of 2024, Vinci Partners executed a strategic realignment across our segments, reassigning R$2.3 bill ion in AUM from our Hedge Funds business to IP&S, while allocating the remainder R$534 million in AUM to our Public Equities division. Pro Forma numbers for past quarters and year to date reflect the retroactive adjustment for this managerial reassignment. ▪ Notes to page 24 (1) In the First Quarter of 2024, Vinci Partners executed a strategic realignment across our segments, reassigning R$2.3 bill ion in AUM from our Hedge Funds business to IP&S, while allocating the remainder R$534 million in AUM to our Public Equities division. Pro Forma numbers for past quarters and year to date reflect the retroactive adjustment for this managerial reassignment. ▪ Notes to page 29 (1) NAV is the net asset value of each fund. For listed vehicles, the NAV represents the Market valuation of the fund.

43 Notes and Definitions (cont’d.) (2) Atlas strategy includes the funds Atlas FIC FIM, Atlas Institucional FIC FIM and Vinci Potenza. (3) Total Return Strategy includes the funds Total Return FIC FIM and Total Return Institucional FIA. (4) Mosaico Strategy includes the funds Mosaico, Mosaico Institucional and Mosaico Advisory FIA. (5) Valorem Strategy includes the funds Valorem FIM and Valorem Advisory. (6) Equilíbrio Strategy incudes the IP&S Family of pension plans. (7) CDI is an average of interbank overnight rates in Brazil (daily average for the period). (8) Brazil stock market most relevant index. (9) IPCA is a broad consumer price index measured by the IBGE. (10) IMAB is composed by government bonds indexed to IPCA. IMAB 5 also includes government bonds indexed to IPCA with up to 5 Ye ars in duration. (11) IFIX is an index composed by listed REITs in the Brazilian stock Market. (12) If IMAB 5 Average is: i. less or equal to 2%, X=3% per year; ii. between 2% - 4%, X= Average IMAB 5+1% per year; iii. Between 4% - 5%, X=5% per year; IV. greater or equal to 5%, X= IMAB 5 Average ▪ Notes to page 30 (1) Track record information is presented throughout this presentation on a pro forma basis and in local currency, excluding PIP E investments, a strategy that will be discontinued in VCP III. (2) Total commitments for VCP III include R$1.3 billion in co - investments. Track record presented for the VCP strategy as of 1Q’ 24, due to fund’s administrator timeline to disclose the quarterly markup of the fund, with the exception of total commitments for VCP IV, which are presented as of 2Q’24. (3) Performance information for Nordeste Empreendedor (“NE I”) comprises only the four (out of seven) investments invested, managed and divested by a team led by Jose Pano (collec ti vely, the ‘”Participating Investments”) while they were employed by NE I’s manager (the “NE I Manager”), an entity not affiliated with the manager or Vinci Partners. Information herein pertaining to any investments made by NE I manager has not been prepared by NE I manager and NE I manager assumes no responsibility for the acc ura cy or completeness of any such information. (4) Track record for VIR strategy is presented as of 1Q’24, due to fund’s administrator timeline to disclose the quarterly ma rku p of the fund. (5) Track record for Vinci SPS strategy is presented as of 2Q’24. (6) Track record for FIP Infra is presented as of 1Q’24. (7) Track record for VIAS is presented as of 1Q’24. (8) Total commitments for VICC are presented as of 2Q’24. (9) Track record for VFDL is presented as of 2Q’24. (10) Track record for Vinci Credit Infra is presented as of 2Q’24.

44 Notes and Definitions (cont’d.) ▪ Notes to page 31 (1) US$ Distributable Earnings was calculated considering the exchange rate from USD to BRL of 5.6528, as of August 06, 2024, wh en dividends were approved by our Board of Directors. (2) Per Share calculations are based on end of period Participating Common Shares. (3) Actual dividends per common share are calculated considering the share count as of the applicable record date. ▪ Notes to page 32 (1) As of June 28, 2024, Public Float was comprised of 12,248,340 Class A common shares. ▪ Notes to page 33 (1) The remaining capital committed in FIP Infra Transmissão and FIP Infra Transmissão co - investment will not be called by the fund, which is already in divestment period. ▪ Notes to page 34 (1) International mandates have several different benchmarks across its vehicles. (2) The preferred return w/ catch - up rule applies to funds for which the vehicle must pay back its limited partners 100% of the invested capital corrected by the preferred return rate so it can charge performance fees. Once the preferred return rate is achieved, due to the catch - up clause, performance fees are charged over the absolute return of the fund instead of the excess return over the preferred rate. (3) Hurdle Rate is the minimum return the fund must achieve before it can charge performance fees. In most cases, funds with hur dle rate also are under a high - water mark clause . (4) Funds with preferred return must return 100% of invested capital corrected by the preferred return rate to its limited pa rtn ers in order to charge performance fees. (5) IPCA is a broad consumer price index measured by the IBGE. (6) IMAB 5 is composed by government bonds indexed to IPCA with up to 5 years in duration. (7) IBOV is the Brazilian stock market's most relevant index; (8) FTSE is London's stock market most relevant index; (9) IFIX is an index composed by listed REITs in the Brazilian stock exchange. (10) The CDI rate is a result of the average interbank overnight rates in Brazil (daily average for the period). (11) IMAB is composed by government bonds indexed to IPCA (inflation rate) plus a fixed interest rate. ▪ Notes to page 36 (1) Other items comprise the income/(loss) generated by contingent consideration adjustment and financial income/(expenses) r ela ted to SPS acquisition and Ares Convertible Preferred Shares. (2) Non - operational expenses are comprised of expenses related to professional services rendered in connection with acquisitions .

45 Notes and Definitions (cont’d.) ( 3) Income taxes are comprised of taxes calculated over our corporate income tax and social contribution taxes. We are taxed o n a n actual taxable profit regime, while part of our subsidiaries are taxed based on deemed profit. (4) Contingent consideration adjustment (after - tax) related to Vinci SPS’ acquisition, reflects the change in the earn out’s fai r value to be paid in 2027. On June 28, 2024, Vinci revaluated the fair value of the obligation based on the economic conditions at the date, resulting in an increase of the contingent consideration fair va lue. The variation was recognized as a loss in the financial result. ▪ Notes to page 37 (1) Contingent consideration adjustment (after - tax) related to Vinci SPS’ acquisition, reflects the change in the earn out’s fai r value to be paid in 2027. On June 28, 2024, Vinci revaluated the fair value of the obligation based on the economic conditions at the date, resulting in an increase of the contingent consideration fair va lue. The variation was recognized as a loss in the financial result. (2) Non - operational expenses are comprised of expenses related to professional services rendered in connection with acquisitions . ▪ Notes to page 38 (1) Brazilian tax law establishes that companies that generate gross revenues of up to R$ 78,000.00 in the prior fiscal year may calculate income taxes as a percentage of gross revenue, using the presumed profit income tax regime. The Entity's subsidiaries adopted this tax regime and the effect of the presumed profit of su bsidiaries represents the difference between the taxation based on this method and the amount that would be due based on the statutory rate applied to the taxable profit of the subsidiaries.

46 Notes and Definitions (cont’d.) ▪ “Fee related earnings”, or “FRE”, is a metric to monitor the baseline performance of, and trends in, our business, in a manne r t hat does not include performance fees, investment income and expenses that do not arise from our normal course of operations. FRE is calculated as operating profit, less (a) net revenue fro m realized performance fees, less (b) net revenue from unrealized performance fees, plus (c) share - based payments, plus (d) compensation allocated in relation to performance fees, plus (e) non - o perational expenses, which are comprised of expenses relating to professional services rendered in connection with acquisitions and our international corporate organization. ▪ “FRE Margin” is calculated as FRE divided by the sum of net revenue from fund management and net revenue from advisory servic es. ▪ “Distributable Earnings”, or “DE”, is used as a reference point by our board of directors to assess our performance and capab ili ties to distribute dividends to our shareholders. Distributable Earnings is calculated as profit for the year, less (a) net revenue from unrealized performance fees, plus (b) income taxes f rom unrealized performance fees, plus (c) compensation allocated in relation to unrealized performance fees, less (d) unrealized gain from investment income, plus (e) income taxes on unrealized ga in from investment income, plus (f) share - based payments, plus (g) income taxes on share - based payments, plus (h) depreciation and amortization, except for depreciation and amortization relat ing to each segment’s investments, less (i) contingent consideration (earn - out) gain (loss) (after tax). ▪ “DE Margin” is calculated as Distributable Earnings divided by sum of net revenue from fund management, net revenue from perf orm ance fees, net revenue from advisory services and realized gain from investment income. ▪ “Performance Related Earnings”, or “PRE”, is a performance measure that we use to assess our ability to generate profits from re venue that relies on outcome from funds above their respective benchmarks. We calculate PRE as operating profit less (a) net revenue from fund management, less (b) net revenue from advisor y s ervices, plus (c) personnel and profit - sharing expenses, plus (d) other general and administrative expenses, less (e) compensation in relation to performance fees. ▪ “Segment Distributable Earnings” is Vinci Partners’ segment profitability measure used to make operating decisions and assess pe rformance across the company’s five segments (Private Markets, Public Equities, Investment Products and Solutions, Retirement Services and Corporate Advisory). Segment Distributab le Earnings is calculated as operating profit less (a) net revenue from unrealized performance fees, plus (b) compensation allocated in relation to unrealized performance fees, plus (c) realiz ed gain from GP investment income. ▪ “AUM” refers to assets under management. Our AUM equals the sum of: (1) the fair market value of all funds and management acc oun ts managed by Vinci Partners, across Private Equity, Real Estate, Infrastructure, Vinci SPS, Credit, IP&S, Public Equities and Retirement Services; (2) the capital that we are en tit led to call from investors in funds pursuant to the terms of their capital commitments to those funds; and (3) the fair market value of co - investments arranged by us that were made or could be ma de by limited partners of our corporate private equity funds and portfolio companies of such funds. AUM includes double counting related to funds from one segment that invest in funds fr om another segment. Those cases occur mainly due to (a) fund, of funds of investment products and solutions segment, and (b) investment funds in general that invest part of their cash in cre dit segment and hedge fund segment funds in order to maintain liquidity and provide for returns on cash. Such amounts are eliminated on consolidation. The bylaws of the relevant funds pro hib it double - charging fees on AUM across segments. Therefore, while our AUM by segment may double - count funds from one segment that invest in funds from another segment, the revenues for any given segment do not include revenue in respect of assets managed by another segment, which means there are no intercompany eliminations on revenues in our results of operation s. ▪ Net Cash and Investments include cash and cash equivalents and the fair value of investments in liquid funds and GP Fund Inve stm ents. Cash and cash equivalents include cash, certificate of deposits, which are issued by Banco Bradesco (credit rating AAA evaluated by Fitch Ratings) with interest rates from 99.5% to 10 1% of CDI.

47 Notes and Definitions (cont’d.) ▪ “Net revenue from Fund Management and Advisory” is a measure that we use to assess our ability to generate profits from our f und management and advisory business without measuring for the outcomes from funds above their respective benchmarks. We calculate Net Revenue from Fund Management and Advisory as net revenue from services rendered less (a) net revenue from realized performance fees and less (b) net revenue from unrealized performance fees. ▪ “Total compensation and benefits” is the result of the profit sharing paid to our employees as (a) bonus compensation related to management and advisory and (b) performance - based compensation. ▪ “Segment personnel expenses” are composed of the salary - part compensation paid to employees and partners of our funds’ managemen t teams. ▪ “Corporate center expenses” are composed by the salary - compensation paid to employees and other general and administrative expen ses related to our support teams, such as research, risk, legal & compliance, investor relations, operations and ESG. ▪ “Other general and administrative expenses” is made up of third - party expenses, depreciation and amortization, travel and repres entation, marketing expenses, administrative fees, non - operating taxes, third - party consultants’ fees, such as legal and accounting, and office consumables. ▪ “GP investment income” is income from proprietary investments made by us in our own Private Markets’ funds, used as GP Commit men ts. ▪ “Financial income” is income generated through the investments made with our cash and cash equivalents in cash and bank depos its , certificate of deposits and proprietary investments in our liquid funds from our Public Equities and IP&S segments. ▪ “Leasing expenses” include costs from the company’s sub - leasing activities. ▪ “Income taxes” is comprised of taxes on our corporate income tax and social contribution taxes. We are taxed on an actual tax abl e profit regime, while our subsidiaries are taxed based on deemed profit. ▪ “Capital Subscription / (capital return)” represents the net capital commitments and capital returns from our Private Markets ’ c losed end and listed funds. ▪ “Net Inflows / (outflows)” represent the net inflows and outflows from our liquid funds from our Public Equities, IP&S and Pr iva te Credit segments. ▪ “Appreciation / (depreciation)” represents the net capital appreciation/depreciation from our funds, which refers to the incr eas e or decrease of the funds’ investment’s value. ▪ “MOIC” means multiple on invested capital, a ratio intended to represent how much value an investment has returned, and is ca lcu lated as realized value plus unrealized value, divided by the total amount invested, gross of expenses and fees. ▪ “IRR” means the internal rate of return, which is a discount rate that makes the net present value of all cash flows equal to ze ro in a discounted cash flow analysis.

48 Funds/strategies’ descriptions ▪ Vinci Multiestratégia : The fund seeks to achieve long - term returns by investing in fixed income assets, through strategies that imply interest rates and currency risks. ▪ Vinci Atlas: The fund seeks to achieve long - term returns by investing across all strategies within fixed income, equities, curre ncy, derivatives, commodities and other investment funds with no obligation of any class concentration. ▪ Vinci Mosaico FIA: Public Equities’ long only flagship strategy. The strategy seeks to achieve long - term returns above Brazilian equities market (Ibovespa) based on a fundamental analysis. ▪ Vinci Gas Dividendos : Public Equities’ dividends flagship strategy. The strategy seeks to achieve long - term returns by investing in companies with a consistent history of paying dividends in the Brazilian stock market. ▪ Vinci Total Return: The fund seeks to achieve medium and long - term returns by investing most of its capital in the Brazilian sto ck market, through bottom up and top - down strategies. ▪ Vinci Valorem: IP&S flagship commingled fund with exposure to fixed income assets, foreign exchange currency and derivatives. ▪ Equilibrio Strategy: IP&S family of pension plan funds. The strategy seeks to achieve long - term returns by investing across all strategies within fixed income, equities, currency, derivatives, commodities and other investment funds, respecting limitations in regulation. ▪ Vinci Selection Equities: The fund seeks to beat the Brazilian stock market index by investing in other funds that invest in Bra zilian public equities. ▪ Vinci Crédito Imobiliário I: The fund seeks to achieve long - term returns by investing in real estate mortgage - backed credit secu rity bonds. ▪ Vinci Crédito Estruturado Multiestratégia PLUS FIC FIM: The fund seeks to achieve consistent returns by investing in private structured credit bonds. ▪ VISC11: Shopping malls listed REIT, focused on acquiring income - generating shopping malls in Brazil. ▪ VILG11: Industrial listed REIT focused on acquiring mature income - generating industrial properties in Brazil. ▪ VINO11: Listed REIT focused on acquiring mature income - generating boutique office real estate assets in Brazil. ▪ VIFI11: Listed REIT that invests in other listed REITs and real estate mortgage - backed credit security bonds. ▪ VIUR11: perpetual capital listed REIT, focused on income generation to its quota holders through the acquisition of urban com mer cial properties in Brazil, such as street retail, grocery, healthcare, and educational focused real estate properties. ▪ VCRI11: Listed REIT that aims to invest in MBS, while also being able to invest in listed REITs with similar investment strat egi es. ▪ VICA11: VICA is a perpetual capital fund that shall invest in a diversified credit portfolio within the Agri sector in Brazil . ▪ Vinci FOF Imobiliário: Fund of Funds that invests in other listed REITs, combining income with capital gain.

Rio de Janeiro 55 21 2159 6000 Av. Bartolomeu Mitre, 336 Leblon - 22431 - 002 São Paulo 55 11 3572 3700 Av. Brigadeiro Faria Lima, 2.277 14 o andar Jardim Paulistano - 01452 - 000 Recife 55 81 3204 6811 Av. República do Líbano, 251 - Sala 301 Torre A - Pina - 51110 - 160 Nova York 1 646 559 8000 780 Third Avenue, 25 th Floor - 10017 New York

Exhibit 99.2

 

 

 

Vinci Partners Reports Second Quarter 2024 Results

 

Alessandro Horta, Chief Executive Officer, stated, “Vinci posted another quarter with double digit growth in Fee Related Earnings, up 24% year-over-year on a per share basis. This remarkable growth was attributed to our exceptional fundraising performance across Private Market strategies over the last twelve months, with highlight to fundraising in our Private Equity division in the second quarter, as VCP IV reached the same size of VCP III in Brazilian reais, an outstanding outcome during one of the most challenging fundraising conditions for the asset class worldwide. Despite the challenges posed by a turbulent global market, marked by uncertainties in interest rates impacting asset performance and fundraising opportunities across various strategies, we have demonstrated resilience and patience, performing well across the board. Momentum is great across the platform with several opportunities for further growth, with the expansion of our alternative asset management capabilities across Latin America, as we aim with this regional effort to strengthen our position as the gateway to alternative assets in Latam."

 

Dividend

 

Vinci Partners has declared a quarterly dividend of US$0.17 per share to record holders of common stock at the close of business on August 21, 2024. This dividend will be paid on September 05, 2024.

 

Second Quarter 2024 Highlights

 

 

About Vinci Partners

Vinci Partners is a leading alternative investment platform in Brazil, established in 2009.

 

Vinci Partners’ business segments include Private Markets (Private Equity, Real Estate, Infrastructure, Special Situations and Private Credit), Public Equities, Investment Products and Solutions, Corporate Advisory and Retirement Services. As of June 28, 2024, the firm had R$69 billion of assets under management.

 

Webcast and Earnings Conference Call

Vinci Partners will host a conference call at 5:00pm ET on Wednesday, August 07, 2024, to announce its second quarter 2024 results.

 

To access the webcast please visit the Events & Presentations' section of the Company's website at: https://ir.vincipartners.com/news-and-events/events.

 

For those unable to listen to the live broadcast, there will be a webcast replay on the same section of the website.

 

To access the conference call through dial in, please register at 2Q24 VINP Earnings Dial In to obtain the conference number and access code.

 

Investor Contact

[e-mail]

NY: [phone]

RJ: [phone]

 

USA Media Contact

Joele Frank, Wilkinson Brimmer Katcher

Kate Thompson

[phone]

 

Brazil Media Contact

Danthi Comunicações

Carla Azevedo ([e-mail])[phone]

 

Segment Earnings

 

(R$ thousands, unless mentioned)	2Q'23	1Q'24	2Q'24	∆ YoY(%)	2Q'23 YTD	2Q'24 YTD	∆ YoY (%)
Net revenue from management fees	92,769	96,455	114,134	23%	188,646	210,589	12%
Net revenue from advisory fees	14,050	10,359	11,481	(18)%	18,518	21,840	18%
Total Fee Related Revenuesi	106,819	106,814	125,615	18%	207,164	232,429	12%
Segment personnel expenses	(7,577)	(7,337)	(7,556)	(0)%	(14,741)	(14,893)	1%
Other G&A expenses	(5,036)	(5,996)	(7,025)	40%	(8,494)	(13,022)	53%
Corporate center expenses	(22,410)	(21,087)	(25,750)	15%	(45,016)	(46,837)	4%
Bonus compensation related to management and advisory	(21,049)	(18,748)	(23,380)	11%	(39,111)	(42,128)	8%
Total Fee Related Expenses	(56,071)	(53,168)	(63,711)	14%	(107,361)	(116,879)	9%
FEE RELATED EARNINGS (FRE)ii	50,748	53,646	61,904	22%	99,803	115,550	16%
FRE Margin (%)iii	47.5%	50.2%	49.3%		48.2%	49.7%
FRE per shareiv (R$/share)	0.94	1.01	1.16	24%	1.83	2.17	18%
Net revenue from performance fees	10,765	2,273	5,613	(48)%	12,728	7,886	(38)%
Performance based compensation	(5,368)	(1,009)	(2,503)	(53)%	(6,101)	(3,512)	(42)%
PERFORMANCE RELATED EARNINGS (PRE)v	5,397	1,264	3,110	(42)%	6,627	4,374	(34)%
PRE Margin (%)vi	50.1%	55.6%	55.4%		52.1%	55.5%
(-) Unrealized performance fees	–	–	3,483	N/A	–	3,483	N/A
(+) Unrealized performance compensation	–	–	(1,233)	N/A	–	(1,233)	N/A
(+) Realized GP investment income	4,179	4,406	12,379	196%	10,060	16,785	67%
SEGMENT DISTRIBUTABLE EARNINGSvii	60,324	59,316	79,643	32%	116,490	138,959	19%
Segment DE Margin (%)	49.5%	52.3%	54.1%		50.7%	53.3%
(+) Depreciation and amortization	2,028	1,891	1,873	(8)%	3,806	3,764	(1)%
(+) Realized financial income	30,183	12,362	11,421	(62)%	50,272	23,783	(53)%
(-) Leasing expenses	(2,517)	(2,216)	(2,076)	(18)%	(5,148)	(4,292)	(17)%
(-) Other itemsviii	(5,540)	(9,236)	(17,517)	216%	(9,440)	(26,753)	183%
(-) Non-operational expensesix	–	(1,333)	(11,674)	N/A	–	(13,007)	N/A
(-) Income taxes (excluding related to unrealized fees and income)	(14,109)	(12,487)	(14,872)	5%	(25,605)	(27,359)	7%
DISTRIBUTABLE EARNINGS (DE)x	70,369	48,297	46,797	(33)%	130,375	95,094	(27)%
DE Margin (%)xi	46.3%	38.4%	29.5%		46.5%	33.4%
DE per share (R$/share)	1.30	0.91	0.88	(32)%	2.40	1.79	(25)%
(+) Non-operational expenses (including Income Tax effect)	–	1,308	11,604	N/A	–	12,912	N/A
ADJUSTED DISTRIBUTABLE EARNINGSxii	70,369	49,605	58,401	(17)%	130,375	108,006	(17)%
Adjusted DE Margin (%)xiii	46.3%	39.4%	36.8%		46.5%	38.0%
Adjusted DE per share (R$/share) xiv	1.30	0.93	1.10	(16)%	2.40	2.03	(15)%

 

Total Fee Related Revenues of R$125.6 million for the quarter ended June 28, 2024, compared to R$106.8 million for the quarter ended June 30, 2023, an increase of 18% year-over year. This increase was pushed by organic growth across Private Market strategies over the quarter and retroactive fees for VCP IV, following new closings with institutional investors both locally and internationally. Fee related revenues were R$232.4 million for the six months ended June 28, 2024, up 12% when compared to the six months ended June 30, 2023, driven by strong fundraising across Private Markets' products.

 

Fee Related Earnings (“FRE”) of R$61.9 million (R$1.16/share) for the quarter ended June 28, 2024, up 22% year-over-year on an absolute basis and 24% year-over-year on an FRE per share basis when compared the quarter ended June 30, 2023, driven by a higher contribution from management fees in the quarter, following strong fundraising across Private Markets. FRE of R$115.6 million (R$2.17/share) for the six months ended June 28, 2024, up 16% when compared to the six months ended June 30, 2023 on an absolute basis and 18% on an FRE per share basis, driven by stronger management and advisory fees.

 

FRE Margin was 49.7% for the six months ended June 28, 2024, an increase of 1.5 percentage point year-over-year, following our cost efficiency orientation to contain expenses growth.

 

Performance Related Earnings (“PRE”) of R$3.1 million for the quarter ended June 28, 2024, down 42% year-over-year. Performance fees remain modest, largely because of the recent volatility in both global and local markets. PRE was R$4.4 million for the six months ended June 28, 2024, a decrease of 34% when compared to the six months ended June 30, 2023.

 

Segment Distributable Earnings of R$79.6 million for the quarter ended June 28, 2024, compared to R$60.3 million for the quarter ended June 30, 2023, up 32% year-over-year. Segment Distributable Earnings were R$139.0 million for the six months ended June 28, 2024, up 19% year-over-year, when compared to the six months ended June 30, 2023.

 

Adjusted Distributable Earnings (“DE”) of R$58.4 million (R$1.10/share) for the quarter ended June 28, 2024, compared to R$70.4 million (R$1.30/share) for the quarter ended June 30, 2023, down 17% year-over-year on an absolute basis and 16% year-over-year on an Adjusted DE per share basis. The decline in YoY Distributable Earnings is attributed to a combination of (i) a decrease in financial income following a stellar 2Q’23 for the liquid portfolio, with more favorable market conditions compared to those experienced this year, and (ii) the impact of FX rate depreciation on Vinci’s net debt position in US dollars, which affected the 'Other Items' line. The net exchange variation caused by FX rate depreciation negatively impacted the Adjusted DE by R$6.5 million in the quarter, or R$0.12 per share. Adjusted DE was R$108.0 million (R$2.03/share) for the six months ended June 28, 2024, down 17% when compared to the six months ended June 30, 2023, on an absolute basis and down 15% on an Adjusted DE per share basis.

 

Adjusted DE Margin was 36.8% for the quarter ended June 28, 2024, a 9.5 percentage point decrease compared to 46.3% for the quarter ended June 30, 2023. For the six months ended June 28, 2024, Adjusted DE Margin reached 38.0%, a decrease of 8.5 percentage points compared to the six months ended June 30, 2023.

 

Segment Highlights

 

Private Market Strategies

 

(R$ thousands, unless mentioned)	2Q'23	1Q'24	2Q'24	∆ YoY (%)	2Q'23 YTD	2Q'24 YTD	∆ YoY (%)
Net revenue from management fees	57,842	62,519	81,238	40%	116,274	143,756	24%
Net revenue from advisory fees	275	554	2,197	700%	549	2,751	401%
Total Fee Related Revenues	58,117	63,073	83,434	44%	116,823	146,507	25%
Segment personnel expenses	(3,719)	(3,707)	(3,925)	6%	(7,228)	(7,632)	6%
Other G&A expenses	(2,540)	(2,856)	(3,384)	33%	(3,978)	(6,240)	57%
Corporate center expenses	(13,205)	(12,937)	(16,292)	23%	(26,223)	(29,229)	11%
Bonus compensation related to management and advisory	(8,817)	(8,978)	(12,373)	40%	(17,928)	(21,351)	19%
Total Fee Related Expenses	(28,281)	(28,478)	(35,974)	27%	(55,357)	(64,452)	16%
FEE RELATED EARNINGS (FRE)	29,836	34,595	47,461	59%	61,466	82,056	33%
FRE Margin (%)	51.3%	54.8%	56.9%		52.6%	56.0%
Net revenue from performance fees	2,528	8	3,720	47%	2,535	3,728	47%
Realized performance fees	2,528	8	7,205	185%	2,535	7,213	185%
Unrealized performance fees	–	–	(3,483)	N/A	–	(3,483)	N/A
Performance based compensation	(1,118)	(3)	(1,646)	47%	(1,121)	(1,649)	47%
PERFORMANCE RELATED EARNINGS (PRE)	1,410	4	2,074	47%	1,414	2,079	47%
PRE Margin (%)	55.8%	55.8%	55.8%		55.8%	55.8%
(-) Unrealized performance fees	–	–	3,483	N/A	–	3,483	N/A
(+) Unrealized performance compensation	–	–	(1,233)	N/A	–	(1,233)	N/A
(+) Realized GP investment income	4,179	4,406	12,379	196%	10,060	16,785	67%
SEGMENT DISTRIBUTABLE EARNINGS	35,425	39,005	64,164	81%	72,940	103,170	41%
Segment DE Margin (%)	54.6%	57.8%	62.3%		56.4%	60.5%
ASSETS UNDER MANAGEMENT (AUMxv R$ millions)	29,367	33,018	34,692	18%	29,367	34,692	18%
FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ millions)	26,076	29,763	31,321	20%	26,076	31,321	20%
AVERAGE MANAGEMENT FEE RATE (%)	0.85%	0.80%	1.02%		0.85%	1.02%

 

Fee Related Earnings (FRE) of R$47.5 million for the quarter ended June 28, 2024, up 59% year-over-year. This growth was fueled by catch-up fees from strong Private Equity fundraising that secured R$486.1 million in new commitments for VCP IV this quarter and rise in management fees across the majority of strategies. FRE was R$82.1 million for the six months ended June 28, 2024, an increase of 33% when compared to the six months ended June 30, 2023. FRE Margin has been positively impacted by the fundraising environment, demonstrating a consistent increase over the quarters.

 

Performance Related Earnings (PRE) was R$2.1 million for the six months ended June 28, 2024, an increase of 47% when compared to the six months ended June 30, 2023. Realized performance fees were recognized in Infrastructure and Private Credit funds.

 

Segment Distributable Earnings of R$64.2 million for the quarter ended June 28, 2024, up 81% when compared to the quarter ended June 30, 2023, driven by a higher Fee Related Earnings and Performance Related Earnings in the quarter. Segment DE was R$103.2 million for the six months ended June 28, 2024, up 41% when compared to the six months ended June 30, 2023, boosted by growth in FRE and PRE.

 

AUM of R$34.7 billion at the end of the second quarter, a 18% year-over-year increase propelled by robust fundraising over the last twelve months across all Private Markets strategies, with highlights for VCP IV in Private Equity, VICC in Infrastructure, Vinci Credit Infra in Credit and VISC in Real Estate.

 

Investment Products and Solutions

 

(R$ thousands, unless mentioned)	2Q'23 PFxvi	1Q'24	2Q'24	∆ YoY (%)	2Q'23 YTD PF	2Q'24 YTD	∆ YoY (%)
Net revenue from management fees	20,485	19,814	18,959	(7)%	43,302	38,773	(10)%
Net revenue from advisory fees	8	8	524	6,456%	15	532	3,449%
Total Fee Related Revenues	20,493	19,822	19,484	(5)%	43,318	39,306	(9)%
Segment personnel expenses	(1,997)	(1,627)	(1,527)	(24)%	(3,829)	(3,154)	(18)%
Other G&A expenses	(1,053)	(1,008)	(1,082)	3%	(2,345)	(2,090)	(11)%
Corporate center expenses	(4,677)	(4,100)	(4,659)	(0)%	(9,761)	(8,759)	(10)%
Bonus compensation related to management and advisory	(4,690)	(3,952)	(4,851)	3%	(9,945)	(8,803)	(11)%
Total Fee Related Expenses	(12,417)	(10,687)	(12,118)	(2)%	(25,879)	(22,806)	(12)%
FEE RELATED EARNINGS (FRE)	8,076	9,135	7,365	(9)%	17,438	16,500	(5)%
FRE Margin (%)	39.4%	46.1%	37.8%		40.3%	42.0%
Net revenue from performance fees	1,729	9	214	(88)%	2,519	223	(91)%
Realized performance fees	1,729	9	214	(88)%	2,519	223	(91)%
Unrealized performance fees	–	–	–	N/A	–	–	N/A
Performance based compensation	(860)	(4)	(107)	(88)%	(1,176)	(112)	(90)%
PERFORMANCE RELATED EARNINGS (PRE)	870	4	107	(88)%	1,344	111	(92)%
PRE Margin (%)	50.3%	50.0%	49.9%		53.4%	49.9%
(-) Unrealized performance fees	–	–	–	N/A	–	–	N/A
(+) Unrealized performance compensation	–	–	–	N/A	–	–	N/A
SEGMENT DISTRIBUTABLE EARNINGS	8,946	9,139	7,472	(16)%	18,783	16,611	(12)%
Segment DE Margin (%)	40.3%	46.1%	37.9%		41.0%	42.0%
ASSETS UNDER MANAGEMENT (AUM R$ millions)	26,398	25,756	24,815	(6)%	26,398	24,815	(6)%
FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ millions)	26,153	25,507	24,604	(6)%	26,153	24,604	(6)%
AVERAGE MANAGEMENT FEE RATE (%)	0.34%	0.34%	0.33%		0.34%	0.33%

 

Fee Related Earnings (FRE) of R$7.4 million for the quarter ended June 28, 2024, down 9% year-over-year. FRE was R$16.5 million for the six months ended June 28, 2024, a decrease of 5% when compared to the six months ended June 30, 2023 Pro Forma. This decrease is attributed to outflows, especially within our pension funds strategy, which carries higher fees.

 

Performance Related Earnings (PRE) was R$107.0 thousand for the quarter ended June 28, 2024, down 88% year-over-year.

 

Segment Distributable Earnings of R$7.5 million for the quarter ended June 28, 2024, down 16% year-over-year. Segment DE was R$16.6 million for the six months ended June 28, 2024, a decrease of 12% when compared to the six months ended June 30, 2023 Pro Forma, that posted higher contribution from FRE and PRE.

 

AUM of R$24.8 billion, down 6% year-over-year.

 

Public Equities

 

(R$ thousands, unless mentioned)	2Q'23 PF	1Q'24	2Q'24	∆ YoY (%)	2Q'23 YTD PF	2Q'24 YTD	∆ YoY (%)
Net revenue from management fees	14,433	13,964	13,762	(5)%	29,061	27,726	(5)%
Net revenue from advisory fees	–	–	–	N/A	–	–	N/A
Total Fee Related Revenues	14,433	13,964	13,762	(5)%	29,061	27,726	(5)%
Segment personnel expenses	(906)	(889)	(834)	(8)%	(1,837)	(1,723)	(6)%
Other G&A expenses	(388)	(344)	(475)	23%	(668)	(819)	23%
Corporate center expenses	(3,295)	(2,890)	(3,382)	3%	(6,554)	(6,272)	(4)%
Bonus compensation related to management and advisory	(2,104)	(2,004)	(2,267)	8%	(4,178)	(4,270)	2%
Total Fee Related Expenses	(6,693)	(6,126)	(6,958)	4%	(13,237)	(13,084)	(1)%
FEE RELATED EARNINGS (FRE)	7,740	7,838	6,804	(12)%	15,824	14,642	(7)%
FRE Margin (%)	53.6%	56.1%	49.4%		54.5%	52.8%
Net revenue from performance fees	6,507	2,257	1,679	(74)%	7,673	3,935	(49)%
Realized performance fees	6,507	2,257	1,679	(74)%	7,673	3,935	(49)%
Unrealized performance fees	–	–	–	N/A	–	–	N/A
Performance based compensation	(3,390)	(1,001)	(749)	(78)%	(3,805)	(1,751)	(54)%
PERFORMANCE RELATED EARNINGS (PRE)	3,117	1,255	929	(70)%	3,868	2,184	(44)%
PRE Margin (%)	47.9%	55.6%	55.3%		50.4%	55.5%
(-) Unrealized performance fees	–	–	–	N/A	–	–	N/A
(+) Unrealized performance compensation	–	–	–	N/A	–	–	N/A
SEGMENT DISTRIBUTABLE EARNINGS	10,856	9,093	7,733	(29)%	19,691	16,826	(15)%
Segment DE Margin (%)	51.8%	56.1%	50.1%		53.6%	53.1%
ASSETS UNDER MANAGEMENT (AUM R$ millions)	9,115	9,910	9,463	4%	9,115	9,463	4%
FEE EARNING ASSETS UNDER MANAGEMENT (FEAUM R$ millions)	9,066	9,859	9,426	4%	9,066	9,426	4%
AVERAGE MANAGEMENT FEE RATE (%)	0.75%	0.60%	0.61%		0.75%	0.61%

 

Fee Related Earnings (FRE) of R$6.8 million for the quarter ended June 28, 2024, down 12% year-over-year. FRE was R$14.6 million for the six months ended June 28, 2024, a decrease of 7% when compared to the six months ended June 30, 2023 Pro Forma.

 

Performance Related Earnings (PRE) of R$929.1 thousand for the quarter ended June 28, 2024, down 70% year-over-year. PRE was R$2.2 million for the six months ended June 28, 2024, a decrease of 44% when compared to the six months ended June 30, 2023 Pro Forma.

 

Segment Distributable Earnings of R$7.7 million for the quarter ended June 28, 2024, down 29% year-over-year. Segment DE was R$16.8 million for the six months ended June 28, 2024, a decrease of 15% when compared to the six months ended June 30, 2023 Pro Forma.

 

AUM was R$9.4 billion at the end of the second quarter, up 4% year-over-year.

 

Corporate Advisory

 

(R$ thousands, unless mentioned)	2Q'23	1Q'24	2Q'24	∆ YoY (%)	2Q'23 YTD	2Q'24 YTD	∆ YoY (%)
Net revenue from management fees	–	–	–	N/A	–	–	N/A
Net revenue from advisory fees	13,768	9,797	8,760	(36)%	17,954	18,557	3%
Total Fee Related Revenues	13,768	9,797	8,760	(36)%	17,954	18,557	3%
Segment personnel expenses	(525)	(553)	(609)	16%	(996)	(1,162)	17%
Other G&A expenses	(241)	(170)	(285)	18%	(315)	(455)	44%
Corporate center expenses	(1,120)	(1,054)	(1,287)	15%	(2,251)	(2,342)	4%
Bonus compensation related to management and advisory	(4,735)	(3,093)	(2,768)	(42)%	(5,758)	(5,861)	2%
Total Fee Related Expenses	(6,622)	(4,870)	(4,949)	(25)%	(9,320)	(9,820)	5%
FEE RELATED EARNINGS (FRE)	7,146	4,926	3,810	(47)%	8,634	8,737	1%
FRE Margin (%)	51.9%	50.3%	43.5%		48.1%	47.1%
SEGMENT DISTRIBUTABLE EARNINGS	7,146	4,926	3,810	(47)%	8,634	8,737	1%
Segment DE Margin (%)	51.9%	50.3%	43.5%		48.1%	47.1%

 

Fee Related Earnings (FRE) of R$3.8 million for the quarter ended June 28, 2024. FRE was R$8.7 million for the six months ended June 28, 2024, an increase of 1% when compared to the six months ended June 30, 2023.

 

Segment Distributable Earnings for the six months ended June 28, 2024 were R$8.7 million, an increase of 1% year-over-year when compared to the six months ended June 30, 2023.

 

Retirement Services

 

(R$ thousands, unless mentioned)/	2Q'23	1Q'24	2Q'24	∆ YoY (%)	2Q'23 YTD	2Q'24 YTD	∆ YoY (%)
Net revenue from management fees	9	158	175	1,901%	9	334	3,679%
Net revenue from advisory fees	–	–	–	N/A	–	–	N/A
Total Fee Related Revenues	9	158	175	1,901%	9	334	3,679%
Segment personnel expenses	(429)	(561)	(661)	54%	(851)	(1,222)	44%
Other G&A expenses	(814)	(1,618)	(1,799)	121%	(1,188)	(3,418)	188%
Corporate center expenses	(112)	(105)	(129)	15%	(227)	(234)	3%
Bonus compensation related to management and advisory	(703)	(721)	(1,122)	60%	(1,300)	(1,843)	42%
Total Fee Related Expenses	(2,058)	(3,006)	(3,712)	80%	(3,566)	(6,717)	88%
FEE RELATED EARNINGS (FRE)	(2,049)	(2,847)	(3,537)	73%	(3,558)	(6,384)	79%
FRE Margin (%)	N/A	N/A	N/A		N/A	N/A
Net revenue from performance fees	–	–	–	N/A	–	–	N/A
Realized performance fees	–	–	–	N/A	–	–	N/A
Unrealized performance fees	–	–	–	N/A	–	–	N/A
Performance based compensation	–	–	–	N/A	–	–	N/A
PERFORMANCE RELATED EARNINGS (PRE)	–	–	–	N/A	–	–	N/A
PRE Margin (%)	N/A	N/A	N/A		N/A	N/A
(-) Unrealized performance fees	–	–	–	N/A	–	–	N/A
(+) Unrealized performance compensation	–	–	–	N/A	–	–	N/A
SEGMENT DISTRIBUTABLE EARNINGS	(2,049)	(2,847)	(3,537)	73%	(3,558)	(6,384)	79%
Segment DE Margin (%)	N/A	N/A	N/A		N/A	N/A
ASSETS UNDER MANAGEMENT (AUM R$millions)	15	147	241	1,460%	15	241	1,460%
AVERAGE MANAGEMENT FEE RATE (%)	0.42%	0.58%	0.39%		0.42%	0.39%

 

Fee Related Earnings (FRE) of negative R$3.5 million for the quarter ended June 28, 2024. FRE was negative R$6.4 million for the six months ended June 28, 2024.

 

VRS reached R$ 241.4 million in AUM by the end of the second quarter. We are experiencing a pickup in flows for VRS following the launch of the MIO platform.

 

Income Statement

 

(R$ thousands, unless mentioned)	2Q'23	1Q'24	2Q'24	∆ YoY (%)	2Q'23 YTD	2Q'24 YTD	∆ YoY (%)
REVENUES
Net revenue from management fees	92,769	96,455	114,134	23%	188,646	210,589	12%
Net revenue from performance fees	10,765	2,273	5,613	(48)%	12,728	7,886	(38)%
Realized performance fees	10,765	2,273	9,096	(16)%	12,728	11,369	(11)%
Unrealized performance fees	–	–	(3,483)	N/A	–	(3,483)	N/A
Net revenue from advisory	14,050	10,359	11,481	(18)%	18,518	21,840	18%
Total net revenues from services rendered	117,584	109,087	131,228	12%	219,892	240,315	9%
EXPENSES
Bonus related to management and advisory	(21,049)	(18,748)	(23,380)	11%	(39,111)	(42,128)	8%
Performance based compensation	(5,368)	(1,009)	(2,503)	(53)%	(6,101)	(3,512)	(42)%
Realized	(5,368)	(1,009)	(3,736)	(30)%	(6,101)	(4,745)	(22)%
Unrealized	–	–	1,233	N/A	–	1,233	N/A
Total compensation and benefitsxvii	(26,417)	(19,757)	(25,883)	(2)%	(45,212)	(45,640)	1%
Segment personnel expenses	(7,577)	(7,337)	(7,556)	(0)%	(14,741)	(14,893)	1%
Other general and administrative expenses	(5,036)	(5,996)	(7,025)	39%	(8,494)	(13,021)	53%
Corporate center expenses	(22,410)	(21,087)	(25,750)	15%	(45,016)	(46,837)	4%
Total expenses	(61,439)	(54,177)	(66,214)	8%	(113,462)	(120,391)	6%
Operating profit	56,145	54,910	65,014	16%	106,430	119,924	13%
OTHER ITEMS
GP Investment income	34,651	13,509	4,250	(88)%	14,451	17,759	23%
Realized gain from GP investment income	4,179	4,406	12,379	196%	10,060	16,785	67%
Unrealized gain from GP investment income	30,472	9,103	(8,128)	N/A	4,391	975	(78)%
Financial income	30,183	12,362	11,421	(62)%	50,272	23,783	(53)%
Realized gain from financial income	30,183	12,362	11,421	(62)%	50,272	23,783	(53)%
Unrealized gain from financial income	0	–	–	N/A	0	–	N/A
Leasing expenses	(2,517)	(2,216)	(2,076)	(18)%	(5,148)	(4,292)	(17)%
Other items	(11,573)	(14,992)	(21,249)	84%	(11,422)	(36,241)	217%
Share Based Plan	(3,493)	(6,148)	(5,660)	62%	(5,600)	(11,808)	111%
Non-operational expenses	–	(1,333)	(11,674)	N/A	–	(13,007)	N/A
Total Other Items	47,251	1,182	(24,988)	N/A	42,553	(23,806)	N/A
Profit before income taxes	103,396	56,092	40,026	(61)%	148,983	96,118	(35)%
(-) Income taxes	(11,844)	(10,384)	(11,679)	(1)%	(24,725)	(22,063)	(11)%
NET INCOME	91,552	45,708	28,347	(69)%	124,258	74,055	(40)%
(+) Non-operational expenses (including Income Tax effect)	–	1,308	11,604	N/A	–	12,912	N/A
(-) Contingent consideration adjustment related to acquisitions	4,804	3,799	3,870	(19)%	2,130	7,669	260%
ADJUSTED NET INCOME	96,356	50,815	43,821	(55)%	126,388	94,636	(25)%

 

Total net revenues from services rendered of R$131.2 million for the quarter ended June 28, 2024, up 12% year-over-year. This growth was driven by stronger management fees in the period. Net revenues for the six months ended June 28, 2024, were R$240.3 million, representing a 9% increase when compared to the six months ended June 30, 2023, a result from higher advisory and management fees in the period.

 

·

Management fee revenues of R$114.1 million for the quarter ended June 28, 2024, up 23% year-over-year. Although Private Markets revenues continue to grow and push FRE for the platform, IP&S have been suffering headwinds in the pension plans strategy propelled by tougher macro conditions. Management fees of R$210.6 million for the six months ended June 28, 2024, up 12% when compared to the six months ended June 30, 2023, due to a strong fundraising across Private Markets products.

 

·

Performance fee revenues of R$5.6 million for the quarter ended June 28, 2024, down 48% year-over-year. Performance fee revenues of R$7.9 for the six months ended June 28, 2024, a decrease of 38% when compared to the six months ended June 30, 2023.

 

·

Advisory fee revenues of R$11.5 million for the quarter ended June 28, 2024, compared to R$14.1 million for the quarter ended June 30, 2023, a decrease of 18% year-over-year. Advisory revenues for the six months ended June 28, 2024, were R$21.8 million, up 18% when compared to the six months ended June 30, 2023.

 

Total expenses for the quarter ended June 28, 2024, of R$66.2 million, compared to R$61.4 million for the quarter ended June 30, 2023, an increase of 8% year-over-year. Total expenses for the six months ended June 28, 2024, were R$120.4 million, up 6% when compared to the six months ended June 30, 2023. Disregarding Vinci Retirement Services, total operating expenses summed R$113.7 million, up 3% when compared to the six months ended June 30, 2023, following our cost efficiency orientation to contain expenses growth.

 

·

Bonus related to management and advisory fees of R$23.4 million for the quarter ended June 28, 2024, compared to R$21.0 million for the quarter ended June 30, 2023, a 11% increase year-over-year. Bonus related to management and advisory was R$42.1 million for the six months ended June 28, 2024, up 8% year-over-year, when compared to the six months ended June 30, 2023.

 

·

Performance based compensation of R$2.5 million for the quarter ended June 28, 2024, compared to R$5.4 million for the quarter ended June 30, 2023, a decrease of 53% year-over-year. Performance based compensation for the six months ended June 28, 2024, was R$3.5 million, a decrease of 42% when compared to the six months ended June 30, 2023.

 

·

Segment personnel expensesxviii of R$7.6 million for the quarter ended June 28, 2024, flat year-over-year. Segment personnel expenses for the six months ended June 28, 2024, was R$14.9 million, up 1% when compared to the six months ended June 30, 2023.

 

·

Corporate center expensesxix of R$25.8 million for the quarter ended June 28, 2024, compared to R$22.4 million for the quarter ended June 30, 2023, an increase of 15% year-over-year. Corporate center expenses for the six months ended June 28, 2024, were R$46.8 million, up 4% year-over-year, when compared to the six months ended June 30, 2023.

 

·

Other general and administrative expensesxx of R$7.0 million for the quarter ended June 28, 2024, compared to R$5.0 million for the quarter ended June 30, 2023, an increase of 39% year-over-year. Other G&A expenses for the six months ended June 28, 2024, were R$13.0 million, up 53% when compared to the six months ended June 30, 2023.

 

Operating Profit of R$65.0 million for the quarter ended June 28, 2024, compared to R$56.1 million for the quarter ended June 30, 2023, an increase of 16% year-over-year. Operating profit for the six months ended June 28, 2024, was R$119.9 million, up 13% when compared to the six months ended June 30, 2023.

 

GP Investment income^xxi, a result of the company’s GP investments in its proprietary private market funds, was R$4.2 million for the quarter ended June 28, 2024, compared to R$34.7 million for the quarter ended June 30, 2023. This decline was primarily due to changes in market conditions. In the second quarter of 2023, REITs experienced significant appreciation due to a more favorable market environment compared to the present, which led to substantial mark-to-market adjustments. GP Investment income for the six months ended June 28, 2024, was R$17.8 million compared to R$14.5 million for the six months ended June 30, 2023.

 

Financial Income^xxii of R$11.4 million for the quarter ended June 28, 2024, compared to R$30.2 million for the quarter ended June 30, 2023. Financial income for the six months ended June 28, 2024, was R$23.8 million, down 53% when compared to the six months ended June 30, 2023.

 

Leasing Expenses^xxiii of R$2.1 million for the quarter ended June 28, 2024, compared to R$2.5 million for the quarter ended June 30, 2023, down 18% year-over-year.

 

Other Items of negative R$21.2 million for the quarter ended June 28, 2024. Other items comprise the income/(loss) generated by contingent consideration adjustment and financial income/(expenses) related to SPS acquisition, Ares Convertible Preferred Shares and other financial expenses. This quarter, the net exchange variation caused by FX rate depreciation negatively impacted the “Other Items” line by R$6.5 million.

 

Share Based Plan expenses^xxiv of R$5.7 million for the quarter ended June 28, 2024. For the six months ended June 28, 2024, share based plan expenses accounted for R$11.8 million.

 

Profit before income taxes of R$40.0 million for the quarter ended June 28, 2024. For the six months ended June 28, 2024, profit before income taxes was R$96.1 million.

 

Income Taxes^xxv of R$22.1 million for the six months ended June 28, which represented an effective tax rate of 23%, compared to R$24.7 million for the six months ended June 30, 2023, which represented an effective tax rate of 17%, marking an increase of 6.4 percentage points year-over-year.

 

Non-operational expenses of R$11.6 million for the quarter ended June 28, 2024. Non-operational expenses are comprised of expenses related to professional services rendered in connection with acquisitions.

 

Contingent consideration adjustment related to acquisitions, after tax, of R$3.9 million for the quarter ended June 28, 2024. Contingent consideration adjustment related to Vinci SPS’ acquisition reflects the change in earn out’s fair value to be paid in 2027.

 

Adjusted Net Income of R$43.8 million for the quarter ended June 28, 2024, compared to R$96.4 million for the quarter ended June 30, 2023. Adjusted Net Income was R$94.6 million for the six months ended June 28, 2024.

 

Supplement Details

 

Assets Under Management (AUM) Rollforward – R$ millions

 

For the Three Months Ended June 28, 2024

	Private	Public	IP&S	Infrastructure	Real Estate	Credit	Retirement Services	Vinci SPS	Total
	Equity	Equities
Beginning balance	14,417	9,910	25,756	3,947	7,061	5,459	147	2,133	68,831
(+/-) Capital Subscription / (capital return)	403	–	–	(48)	(145)	79	–	81	370
(+) Capital Subscription	486	–	–	–	–	132	–	174	792
(-) Capital Return	(83)	–	–	(48)	(145)	(53)	–	(93)	(422)
(+) Acquisitions	–	–	–	–	–	540	–	–	540
(+/-) Net Inflow / (outflow)	–	(51)	(1,294)	–	82	119	93	–	(1,052)
(+/-) Appreciation / (depreciation)	704	(396)	353	45	(272)	64	2	25	524
Ending Balance	15,524	9,463	24,815	3,943	6,726	6,260	241	2,239	69,212

 

For the Twelve months Ended June 28, 2024

	Private	Public	IP&S	Infrastructure	Real Estate	Credit	Retirement Services	Vinci SPS	Total
	Equity	Equities
Beginning balance	13,511	9,115	26,398	2,431	6,008	5,308	15	2,108	64,895
(+/-) Capital Subscription / (capital return)	1,031	–	544	1,349	723	(23)	–	(196)	3,428
(+) Capital Subscription	1,389	–	548	1,497	1,251	198	–	179	5,062
(-) Capital Return	(359)	–	(4)	(147)	(528)	(221)	–	(375)	(1,634)
(+) Acquisitions	–	–	–	–	–	540	–	–	540
(+/-) Net Inflow / (outflow)	–	(190)	(4,234)	–	144	111	220	–	(3,950)
(+/-) Appreciation / (depreciation)	983	539	2,107	163	(150)	324	6	328	4,299
Ending Balance	15,524	9,463	24,815	3,943	6,726	6,260	241	2,239	69,212

 

Fee Earning Assets Under Management (FEAUM) Rollforward – R$ millions

 

For the Three Months Ended June 28, 2024

	Private	Public	IP&S	Infrastructure	Real Estate	Credit	Retirement Services	Vinci SPS	Total
	Equity	Equities
Beginning balance	11,240	9,859	25,507	3,870	7,061	5,459	147	2,133	65,277
(+/-) Capital Subscription / (capital return)	411	–	–	(34)	(145)	79	–	(87)	223
(+) Capital Subscription	486	–	–	–	–	132	–	6	624
(-) Capital Return	(75)	–	–	(34)	(145)	(53)	–	(93)	(401)
(+) Acquisitions	–	–	–	–	–	519	–	–	519
(+/-) Net Inflow / (outflow)	–	(51)	(1,256)	–	82	119	93	–	(1,014)
(+/-) Appreciation / (depreciation)	735	(382)	352	63	(272)	64	2	25	587
Ending Balance	12,385	9,426	24,604	3,899	6,726	6,240	241	2,072	65,592

 

For the Twelve months Ended June 28, 2024

	Private	Public	IP&S	Infrastructure	Real Estate	Credit	Retirement Services	Vinci SPS	Total
	Equity	Equities
Beginning balance	10,268	9,066	26,153	2,383	6,008	5,308	15	2,108	61,310
(+/-) Capital Subscription / (capital return)	1,033	–	544	1,363	723	(23)	–	(364)	3,276
(+) Capital Subscription	1,339	–	548	1,497	1,251	198	–	11	4,844
(-) Capital Return	(306)	–	(4)	(133)	(528)	(221)	–	(375)	(1,568)
(+) Acquisitions	–	–	–	–	–	519	–	–	519
(+/-) Net Inflow / (outflow)	–	(190)	(4,190)	–	144	111	220	–	(3,905)
(+/-) Appreciation / (depreciation)	1,084	551	2,097	153	(150)	324	6	328	4,392
Ending Balance	12,385	9,426	24,604	3,899	6,726	6,240	241	2,072	65,592

 

Accrued Performance Fees – Private Market Funds

 

(R$ mm)	1Q'24	Unrealized Performance Fees	Realized Distributions	2Q'24
Private Equity	245.7	62.1	-	307.7
Infrastructure	21.0	(9.2)	3.7	15.6
Credit	0.2	(0.1)	-	0.1
Vinci SPS	27.5	(2.4)	-	25.0
Total	294.4	50.4	3.7	348.5

 

Vinci Partners recognizes the performance revenue according to IFRS 15. Unrealized performance fees are recognized only when is highly probable that the revenue will not be reversed in the Income Statement.

 

In the 2Q’24, a portion of the performance from the FIP Infra Transmissão fund, initially booked as unrealized, was recognized as realized due to a capital return. By the end of the second quarter of 2024, the Infrastructure fund still had R$10.7 million booked as unrealized performance fees in the company´s balance sheet.

 

Accrued performance fees shown for Private Equity funds of R$307.7 million, for the Credit fund VCM of R$ 0.1 million, for the Vinci SPS fund SPS III of R$ 25.0 million and for the Infrastructure fund VIAS of R$4.8 million as of the end of the second quarter of 2024 have not been booked as unrealized performance fees in the company´s balance sheet.

 

Investment Records – IP&S, Public Equities, Private Credit and Listed Funds

 

Fund	Segment	NAVxxvi (R$ millions)	2Q’24	YTD	12 M	24 M	Market Comparison	Index Rate
Vinci Multiestratégia FIM	IP&S	195.5	1.6%	3.6%	8.7%	23.9%	CDI4	CDI4
Atlas Strategyxxvii	IP&S	321.1	0.5%	1.5%	5.4%	14.6%	CDI4	CDI4
Total Return Strategyxxviii	Public Equities	366.4	(2.9)%	(6.0)%	2.7%	28.6%	IPCA5 + Yield IMA-B7	IPCA5 + Yield IMA-B7
Mosaico Strategyxxix	Public Equities	936.4	(5.6)%	(7.2)%	3.4%	20.6%	IBOV5	IBOV5
Vinci Gas Dividendos FIA	Public Equities	429.0	(4.1)%	(7.6)%	4.0%	22.7%	IBOV5	IBOV5
Valorem Strategyxxx	IP&S	1,245.3	1.8%	3.3%	7.1%	18.2%	IMA-B 57	IMA-B 57
Equilibrio Strategyxxxi	IP&S	1,752.5	1.7%	3.3%	7.2%	17.8%	IPCA6	-
Vinci Retorno Real FIM	IP&S	162.5	3.6%	4.0%	5.6%	19.0%	IMA-B7	IMA-B7
Vinci Crédito Imobiliário II	Private Credit	786.4	(0.5)%	0.6%	5.1%	19.8%	IPCA6	IPCA6+ 6%
Vinci Crédito Estruturado Multiestrategia Plus FIC FIM	Private Credit	73.4	3.0%	6.3%	13.9%	28.8%	CDI4	CDI4
Vinci Energia Sustentável	Private Credit	581.6	(0.3)%	2.2%	7.6%	17.2%	IPCA6	IPCA6 + 6%
Vinci Crédito Multiestratégia	Private Credit	369.4	1.6%	4.4%	10.8%	19.8%	CDI4	IPCA6 + 5%
VISC11	Real Estate (listed REIT)	3,354.2	(2.7)%	(5.2)%	8.0%	39.7%	IFIX8	IPCA6 + 6%
VILG11	Real Estate (listed REIT)	1,252.9	(8.5)%	(12.5)%	(18.6)%	2.9%	IFIX8	IPCA6 + 6%
VINO11	Real Estate (listed REIT)	574.8	(7.7)%	(4.1)%	(18.6)%	(5.5)%	IFIX8	IPCA6 + 6%
VIFI11	Real Estate / Private Credit (listed REIT)	64.9	(0.2)%	(1.6)%	11.4%	44.4%	IFIX8	IFIX8
VIUR11	Real Estate (listed REIT)	178.9	(10.6)%	(16.3)%	(11.7)%	16.1%	IFIX8	IPCA6 + 6%
VCRI11	Real Estate / Private Credit (listed REIT)	153.3	5.1%	4.8%	13.8%	-	IFIX8	IPCA6 + X9%
VICA11	Real Estate / Private Credit (REIT)	376.1	0.1%	0.3%	0.4%	-	IFIX8	CDI4 + 1%
VINCI FOF IMOBILIARIO FIM CP	Real Estate (REIT)	58.9	(1.0)%	1.2%	7.4%	23.4%	IFIX8	IFIX8
VIGT11	Infrastructure (listed)	572.5	(3.3)%	(8.7)%	(0.8)%	24.2%	-	-

 

Benchmark	2Q'24	YTD	12 M	24 M
IBOV	(3.3)%	(7.7)%	4.9%	25.7%
CDI	2.5%	5.2%	11.7%	26.8%
IMA-B 5	1.2%	3.3%	8.2%	19.3%
IPCA + Yield IMA-B	2.6%	5.7%	10.2%	21.3%
IPCA	1.1%	2.5%	4.2%	7.5%
IFIX	(1.8)%	1.1%	6.1%	19.7%

 

Investment Records – Closed End Private Markets funds^xxxii

 

Fund	Segment	Vintage year	Committed Capital (R$mm)	Invested Capital (R$mm	Realized or Partially Realized (R$mm)	Unrealized (R$mm)	Total Value   (R$mm)	Gross MOICxxxiii (BRL)	Gross MOIC   (USD)	Gross IRRxxxiv  (BRL)	Gross IRR  (USD)
Fund 1	Private Equity	2004	1,415	1,206	5,065	137	5,202	4.3x	4.0x	71.5%	77.2%
VCP II	Private Equity	2011	2,200	2,063	1,923	2,274	4,197	2.0x	1.1x	10.0%	1.4%
VCP III	Private Equity	2018	4,000	2,342	54	4,975	5,029	2.1x	2.0x	33.0%	29.8%
VCP IV	Private Equity	2022	2,691	329	–	455	455	1.6x	1.6x	–	–
VCP Strategyxxxv	Private Equity		10,306	5,940	7,041	7,841	14,882	2.5x	2.2x	64.6%	70.2%
NE Empreendedorxxxvi	Private Equity	2003	36	13	26	–	26	2.1x	2.6x	22.0%	30.5%
Nordeste III	Private Equity	2017	240	135	95	163	257	1.9x	1.6x	20.2%	14.2%
VIR IV	Private Equity	2020	1,000	424	154	422	576	1.4x	1.4x	25.4%	31.5%
VIR Strategyxxxvii	Private Equity		1,276	571	275	585	859	1.5x	1.5x	22.2%	28.2%
SPS I	Vinci SPS	2018	128	191	261	84	346	1.8x	1.6x	26.1%	19.1%
SPS II	Vinci SPS	2020	671	1,006	881	651	1,532	1.5x	1.5x	24.2%	23.9%
SPS III	Vinci SPS	2021	1,071	917	118	1,100	1,218	1.3x	1.2x	31.1%	23.8%
SPS Strategyxxxviii	Vinci SPS		1,870	2,115	1,261	1,836	3,096	1.5x	1.4x	26.0%	22.8%
FIP Transmissãoxxxix	Infrastructure	2017	211	104	261	116	377	3.6x	2.7x	57.5%	42.7%
VIASxl	Infrastructure	2021	386	350	–	409	409	1.3x	1.4x	24.0%	25.3%
VICCxli	Infrastructure	2022	1,566	–	–	–	–	–	–	–	–
VFDLxlii	Real Estate	2021	422	272	14	305	320	1.2x	1.1x	13.2%	6.1%
Vinci Credit Infraxliii	Private Credit	2022	1,583	688	–	740	740	1.2x	1.2x	NM	NM

 

Shareholder Dividends

 

($ in thousands)	3Q'22		4Q'22		1Q'23		2Q'23		3Q'23		4Q'23		1Q'24		2Q'24
Adjusted Distributable Earnings (R$)	73,195		55,792		60,006		70,369		51,820		63,641		49,605		58,401
Adjusted Distributable Earnings (US$)xliv	14,350		10,618		11,994		14,290		10,647		12,829		9,801		10,331
Adjusted DE per Common Share (US$)xlv	0.26		0.19		0.22		0.26		0.20		0.24		0.18		0.19
Actual Dividend per Common Sharexlvi	0.20		0.17		0.16		0.20		0.17		0.20		0.17		0.17
Record Date	Nov 23, 2022		Mar 01, 2023		May 25, 2023		Aug 24, 2023		Nov 22, 2023		Feb 22, 2024		May 23, 2024		Aug 21, 2024
Payable Date	Dec 08, 2022		Mar 15, 2023		Jun 09, 2023		Sep 08, 2023		Dec 07, 2023		Mar 07, 2024		Jun 07, 2024		Sep 05, 2024

Vinci Partners generated R$1.10 or US$0.19 of Adjusted Distributable Earnings per common share for the second quarter of 2024. The company declared a quarterly dividend of US$0.17 per common share to record holders as of August 21, 2024; payable on September 05, 2024.

 

Share Summary

 

VINP Shares	2Q'22	3Q'22	4Q'22	1Q23	2Q’23	3Q'23	4Q’23	1Q'24	2Q'24
Class B	14,466,239	14,466,239	14,466,239	14,466,239	14,466,239	14,466,239	14,466,239	14,466,239	14,466,239
Class Axlvii	41,112,717	40,892,619	40,614,497	40,247,461	39,730,720	39,405,827	39,312,578	38,778,597	38,779,209
Common Shares Outstanding	55,578,956	55,358,858	55,080,736	54,713,700	54,196,959	53,872,066	53,778,817	53,244,836	53,245,448

 

Common Shares Outstanding as of quarter end of 53,245,448 shares.

 

·

Repurchased 220,135 common shares in the quarter, with an average share price of US$10.8.

 

·

Repurchased 4,311,120 common shares since the announcement of the first share repurchase plan, with an average share price of US$10.7.

 

·

A new share repurchase plan was approved on February 07, 2024, to buy back up to R$60.0 million of the company’s outstanding shares. As of June 28, 2024, the remaining authorization for the share repurchase plan was R$19.0 million.

 

GP Commitment in Vinci Partners funds 

 

(R$ millions, unless mentioned) Fund	Segment	2Q’24 Commitments	Total Capital Committed	2Q’24 Capital Called	Total Capital Called	Capital Returned/ Dividends Paid (2Q’24)	Accumulated Capital Returned/ Dividends Paid	Fair value of investments
Nordeste III	Private Equity	–	5.0	0.0	3.2	–	1.6	3.4
VCP III	Private Equity	–	3.1	–	2.8	–	–	4.1
VIR IV	Private Equity	–	11.1	0.9	6.5	–	1.7	6.4
VCP IV	Private Equity	–	350.0	33.2	33.2	–	–	41.8
FIP Infra Transmissão (co- investmentxlviii	Infrastructure	–	29.5	–	8.9	3.0	23.9	7.4
FIP Infra Transmissãoxlix	Infrastructure	–	10.5	–	3.4	0.7	7.3	2.1
VIAS	Infrastructure	–	50.0	–	37.5	–	–	50.7
Vinci Transporte e Logística II	Infrastructure	–	15.0	–	–	–	–	–
Vinci Transporte e Logística I	Infrastructure	–	11.4	–	11.3	–	–	19.1
VICC	Infrastructure	–	100.0	0.7	2.3	–	–	0.0
VFDL	Real Estate	–	70.0	3.5	55.6	–	–	62.6
VIUR	Real Estate	–	67.3	–	67.3	1.4	18.0	44.7
VINO	Real Estate	–	50.0	–	50.0	0.9	8.6	31.7
Vinci FOF Imobiliário	Real Estate	20.0	36.9	20.0	36.9	22.0	22.5	20.0
VCRI	Real Estate / Private Credit	–	80.0	–	80.0	2.7	24.1	72.8
Vinci Crédito Agro Fiagro-Imobiliário	Real Estate / Private Credit	–	23.0	–	23.0	0.7	5.4	22.9
Vinci Crédito Infra Institucional	Private Credit	–	100.0	12.7	56.9	–	–	62.6
VSP FIM	IP&S	–	50.0	5.2	17.7	0.3	1.4	21.4
Vinci PIPE FIA	Public Equities	–	25.0	–	25.0	–	–	21.1
Vinci US Real Estate	Real Estate	11.6	46.4	11.6	46.4	–	–	51.5
FDIRS	Infrastructure	–	15.0	–	15.0	–	–	15.7
Total		31.6	1,149.2	87.9	582.9	31.6	114.5	562.1

 

Reconciliation and Disclosures

 

Non-GAAP Reconciliation

 

(R$ thousands, unless mentioned)	2Q'23	1Q'24	2Q'24	2Q'23 YTD	2Q'24 YTD
OPERATING PROFIT	56,145	54,910	65,014	106,430	119,924
(-) Net revenue from realized performance fees	(10,765)	(2,273)	(9,096)	(12,728)	(11,369)
(-) Net revenue from unrealized performance fees	–	–	3,483	–	3,483
(+) Compensation allocated in relation to performance fees	5,368	1,009	2,503	6,101	3,512
FEE RELATED EARNINGS (FRE)	50,748	53,646	61,904	99,803	115,550
OPERATING PROFIT	56,145	54,910	65,014	106,430	119,924
(-) Net revenue from management fees	(92,769)	(96,455)	(114,134)	(188,646)	(210,589)
(-) Net revenue from advisory	(14,050)	(10,359)	(11,481)	(18,518)	(21,840)
(+) Bonus related to management and advisory	21,049	18,748	23,380	39,111	42,128
(+) Personnel expenses	7,577	7,337	7,556	14,741	14,893
(+) Other general and administrative expenses	5,036	5,996	7,025	8,494	13,021
(+) Corporate center expenses	22,410	21,087	25,750	45,016	46,837
PERFORMANCE RELATED EARNINGS (PRE)	5,397	1,264	3,110	6,627	4,374
OPERATING PROFIT	56,145	54,910	65,014	106,430	119,924
(-) Net revenue from unrealized performance fees	–	–	3,483	–	3,483
(+) Compensation allocated in relation to unrealized performance fees	–	–	(1,233)	–	(1,233)
(+) Realized gain from GP investment income	4,179	4,406	12,379	10,060	16,785
SEGMENT DISTRIBUTABLE EARNINGS	60,324	59,316	79,643	116,490	138,959
NET INCOME	91,552	45,708	28,347	124,258	74,055
(-) Net revenue from unrealized performance fees	–	–	3,483	–	3,483
(+) Income tax from unrealized performance fees	–	–	(401)	–	(401)
(+) Compensation allocated in relation to unrealized performance fees	–	–	(1,233)	–	(1,233)
(-) Unrealized gain from GP investment income	(30,472)	(9,103)	8,128	(4,391)	(975)
(+) Income tax on unrealized gain from GP investment income	10	283	(987)	10	(704)
(-) Unrealized gain from financial income	(0)	–	0	(0)	0
(+) Income tax on unrealized gain from financial income	–	–	–	–	–
(-) Contingent consideration (earn-out) gain (loss), after-tax	4,804	3,799	3,870	2,130	7,669
(+) Depreciation and amortization³	2,028	1,891	1,873	3,806	3,764
(+) Share Based Plan	2,248	6,148	3,529	4,355	9,677
(-) Income Taxes on Share Based Plan	199	(429)	188	207	(241)
(+) Non-operational expenses including income tax related to realized expense	–	1,308	11,604	–	12,912
ADJUSTED DISTRIBUTABLE EARNINGS	70,369	49,605	58,401	130,375	108,006
TOTAL NET REVENUE FROM SERVICES RENDERED	117,584	109,087	131,228	219,892	240,315
(-) Net revenue from realized performance fees	(10,765)	(2,273)	(9,096)	(12,728)	(11,369)
(-) Net revenue from unrealized performance fees	–	–	3,483	–	3,483
NET REVENUE FROM MANAGEMENT FEES AND ADVISORY	106,819	106,814	125,615	207,164	232,429

 

Effective Tax Rate Reconciliation

 

(R$ thousands, unless mentioned)	2Q'23	2Q'24	2Q'23 YTD	2Q'24 YTD
Profit (loss) before income taxes	103,396	40,026	148,983	96,118
Combined statutory income taxes rate - %	34%	34%	34%	34%
Income tax benefit (Expense) at statutory rates	(35,154)	(13,609)	(50,654)	(32,680)
Reconciliation adjustments:
Expenses not deductible	(2)	-	(64)	(99)
Tax benefits	7	109	42	146
Share based payments	(224)	(347)	(253)	(685)
Tax loss	-	(1,288)	-	(2,206)
Effect of presumed profit of subsidiariesland offshore subsidiaries	23,410	3,420	26,072	13,401
Other additions (exclusions), net	119	36	132	60
Income taxes expenses	(11,844)	(11,679)	(24,725)	(22,063)
Current	(14,605)	(14,188)	(27,122)	(27,059)
Deferred	2,761	2,509	2,397	4,996
Effective tax rate	11%	29%	17%	23%

Balance Sheet Results

 

Assets	03/31/2024	06/28/2024
Current assets
Cash and cash equivalents	531,988	592,308
Cash and bank deposits	45,738	45,831
Financial instruments at fair value through profit or loss	85,649	120,084
Financial instruments at amortized cost	400,601	426,393
Financial instruments at fair value through profit or loss	1,221,642	1,307,884
Accounts receivable	89,701	71,496
Sub-leases receivable	3,601	3,368
Taxes recoverable	1,630	3,775
Other assets	25,169	24,249
Total current assets	1,873,731	2,003,080
Non-current assets
Financial instruments at fair value through profit or loss	57,965	74,679
Accounts receivable	16,412	14,108
Sub-leases receivable	1,079	456
Taxes recoverable	1,139	1,930
Deferred taxes	16,395	18,732
Other assets	19,556	27,353
	112,546	137,258
Property and equipment	11,924	11,638
Right of use - Leases	55,917	53,515
Intangible assets	215,527	249,850
Total non-current assets	395,914	452,261
Total Assets	2,269,645	2,455,341

 

Liabilities and equity	03/31/2024	06/28/2024
Current liabilities
Trade payables	348	1,495
Deferred Revenue	10,419	–
Leases	25,104	24,919
Accounts payable	6,052	6,276
Labor and social security obligations	27,325	55,721
Loans and obligations	78,138	76,346
Taxes and contributions payable	18,618	22,780
Total current liabilities	166,004	187,537
Non-current liabilities
Leases	43,188	38,738
Labor and social security obligations	6,784	6,457
Loans and Obligations	554,452	652,493
Deferred taxes	4,303	3,926
Retirement plans liabilities	144,782	229,896
	753,509	931,510
Total liabilities	919,513	1,119,047
Equity
Share capital	15	15
Additional paid-in capital	1,408,438	1,405,559
Treasury shares	(201,165)	(201,748)
Retained Earnings	104,244	87,185
Other reserves	37,185	44,440
	1,348,717	1,335,451
Non-controlling interests in the equity of subsidiaries	1,415	843
Total equity	1,350,132	1,336,294
Total liabilities and equity	2,269,645	2,455,341

 

Forward-Looking Statements

 

This earnings release contains forward-looking statements that can be identified by the use of words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” among others. By their nature, forward-looking statements are necessarily subject to a high degree of uncertainty and involve known and unknown risks, uncertainties, assumptions and other factors because they relate to events and depend on circumstances that will occur in the future whether or not outside of our control. Such factors may cause actual results, performance or developments to differ materially from those expressed or implied by such forward-looking statements and there can be no assurance that such forward-looking statements will prove to be correct. The forward-looking statements included herein speak only as at the date of this press release and we do not undertake any obligation to update these forward-looking statements. Past performance does not guarantee or predict future performance. Moreover, neither we nor our affiliates, officers, employees and agents undertake any obligation to review, update or confirm expectations or estimates or to release any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release. Further information on these and other factors that could affect our financial results is included in filings we have made and will make with the U.S. Securities and Exchange Commission from time to time.

 

 

ⁱ “Net revenue from Fund Management and Advisory” is a measure that we use to assess our ability to generate profits from our fund management and advisory business without measuring for the outcomes from funds above their respective benchmarks. We calculate Net Revenue from Fund Management and Advisory as net revenue from services rendered less (a) net revenue from realized performance fees and less (b) net revenue from unrealized performance fees.

 

ⁱⁱ “Fee related earnings”, or “FRE”, is a metric to monitor the baseline performance of, and trends in, our business, in a manner that does not include performance fees, investment income and expenses that do not arise from our normal course of operations. FRE is calculated as operating profit, less (a) net revenue from realized performance fees, less (b) net revenue from unrealized performance fees, plus (c) share-based payments plus (d) compensation allocated in relation to performance fees plus (e) non-operational expenses, which are comprised of expenses relating to professional services rendered in connection with acquisitions and our international corporate organization.

 

ⁱⁱⁱ “FRE Margin” is calculated as FRE divided by the sum of net revenue from fund management and net revenue from advisory services.

 

^iv “FRE per share” is calculated considering the number of outstanding shares at the end of the current quarter. Year to date values are calculated as the sum of the last two quarters.

 

FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">^[v] “Performance Related Earnings”, or “PRE”, is a performance measure that we use to assess our ability to generate profits from revenue that relies on outcomes from funds above their respective benchmarks. We calculate PRE as operating profit less (a) net revenue from fund management, less (b) net revenue from advisory services, plus (c) personnel and profit-sharing expenses, plus (d) other general and administrative expenses, less (e) compensation in relation to performance fees.

 

^vi “PRE Margin” is calculated as PRE divided by net revenue from performance fees.

 

^vii “Segment Distributable Earnings” is Vinci Partners’ segment profitability measure used to make operating decisions and assess performance across the company’s five segments (Private Markets, Public Equities, Investment Products and Solutions, Retirement Services and Corporate Advisory). Segment Distributable Earnings is calculated as operating profit less (a) net revenue from unrealized performance fees, plus (b) compensation allocated in relation to unrealized performance fees, plus (c) realized gain from GP investment income.

 

^viii “Other items” comprise the income/(loss) generated by financial income/(expenses) related to SPS acquisition, Ares Convertible Preferred Shares and other financial expenses.

 

^ix “Non-operational expenses” are composed by expenses related to professional services to matters related to acquisitions.

 

^x “Distributable Earnings”, or “DE”, is used as a reference point by our board of directors to assess our performance and capabilities to distribute dividends to our shareholders. Distributable Earnings is calculated as profit for the year, less (a) net revenue from unrealized performance fees, plus (b) income taxes from unrealized performance fees, plus (c) compensation allocated in relation to unrealized performance fees, less (d) unrealized gain from investment income, plus (e) income taxes on unrealized gain from investment income, plus (f) share-based payments, plus (g) income taxes on share-based payments, plus (h) depreciation and amortization, except for depreciation and amortization relating to each segment’s investments, less (i) contingent consideration (earn-out) gain (loss) (after tax).

 

^xi “DE Margin” is calculated as Distributable Earnings divided by sum of net revenue from fund management, net revenue from performance fees, net revenue from advisory services and realized gain from investment income.

 

^xii “Adjusted Distributable Earnings”, or “Adjusted DE”, is used as a reference point by our board of directors for determining the amount of earnings available to distribute to shareholders as dividends. Adjusted Distributable Earnings is calculated as Distributable Earnings, less non-operational expenses, which are comprised of expenses relating to professional services rendered in connection with acquisitions and our international corporate organization.

 

^xiii “Adjusted DE Margin” is calculated as Adjusted Distributable Earnings divided by the sum of net revenue from fund management, net revenue from performance fees, and net revenue from advisory services and realized gain from investment income.

 

^xiv “Adjusted DE per share” is calculated considering the number of outstanding shares at the end of the current quarter. Year to date values are calculated as the sum of the last two quarters.

 

^xv “AUM” refers to assets under management. Our AUM equals the sum of: (1) the fair market value of all funds and management accounts managed by Vinci Partners, across Private Equity, Real Estate, Infrastructure, Vinci SPS, Credit, IP&S, Public Equities and Retirement Services; (2) the capital that we are entitled to call from investors in funds pursuant to the terms of their capital commitments to those funds; and (3) the fair market value of co-investments arranged by us that were made or could be made by limited partners of our corporate private equity funds and portfolio companies of such funds. AUM includes double counting related to funds from one segment that invest in funds from another segment. Those cases occur mainly due to (a) fund, of funds of investment products and solutions segment, and (b) investment funds in general that invest part of their cash in credit segment and hedge fund segment funds in order to maintain liquidity and provide for returns on cash. Such amounts are eliminated on consolidation. The bylaws of the relevant funds prohibit double-charging fees on AUM across segments. Therefore, while our AUM by segment may double-count funds from one segment that invest in funds from another segment, the revenues for any given segment do not include revenue in respect of assets managed by another segment, which means there are no intercompany eliminations on revenues in our results of operations.

 

^xvi In the First Quarter of 2024, Vinci Partners executed a strategic realignment across our segments, reassigning R$2.3 billion in AUM from our Hedge Funds business to IP&S, while allocating the remainder R$534 million in AUM to our Public Equities division. Pro Forma numbers for past quarters and last twelve months reflect the retroactive adjustment for this managerial reassignment.

 

^xvii “Total compensation and benefits” are the result of the profit sharing paid to our employees as (a) bonus compensation related to management advisory and (b) performance-based compensation.

 

^xviii “Segment personnel expenses” are composed of the salary-part compensation paid to employees and partners of our funds’ management teams.

 

^xix “Corporate center expenses” are composed by the salary-compensation paid to employees and partners of our support teams and other expenses, such as research, risk, legal & compliance, investor relations, operations and ESG.

 

^xx “Other general and administrative expenses” is made up of third-party expenses, depreciation and amortization, travel and representation, marketing expenses, administrative fees, non-operating taxes, third-party consultants’ fees, such as legal and accounting, and office consumables.

 

^xxi “GP investment income” is income from proprietary investments made by us in our own Private Markets’ funds, used as GP Commitments.

 

^xxii “Financial income” is income generated through the investments made with our cash and cash equivalents in cash and bank deposits, certificate of deposits and proprietary investments in our Liquid Funds from our public equities and hedge funds’ segments.

 

^xxiii “Leasing expenses” include costs from the company’s sub-leasing activities.

 

^xxiv “Share Based Plan” is the composition of two benefit programs: SOP (Stock Option Plan) and RSU (Restricted Stock Units). In Stock Option Plan the company concedes to an employee the option to buy stock in the company with stated fixed price. The Restricted Stock Units concedes company shares to an employee through a vesting plan in which RSUs are assigned a fair market value.

 

^xxv Income taxes is comprised of taxes on our corporate income tax and social contribution taxes. We are taxed on an actual taxable profit regime, while part of our subsidiaries is taxed based on deemed profit.

 

^xxvi NAV is the net asset value of each fund. For listed vehicles, the NAV represents the Market valuation of the fund ex-dividends.

 

^xxvii Atlas strategy includes the funds Atlas FIC FIM, Atlas Institucional FIC FIM and Vinci Potenza.

 

^xxviii Total Return Strategy includes the funds Total Return FIC FIM and Total Return Institucional FIA.

 

^xxix Mosaico Strategy includes the funds Mosaico, Mosaico Institucional and Mosaico Advisory FIA.

 

^xxx Valorem Strategy includes the funds Valorem FIM and Valorem Advisory.

 

^xxxi Equilibrio Strategy comprises IP&S Family of pension plans.

 

^xxxii Track record information is presented throughout this release on a pro forma basis and in local currency, excluding PIPE investments, a strategy that will be discontinued in VCP III.

 

^xxxiii “MOIC” means multiple on invested capital, a ratio intended to represent how much value an investment has returned, and is calculated as realized value plus unrealized value, divided by the total amount invested, gross of expenses and fees.

 

^xxxiv “IRR” means the internal rate of return, which is a discount rate that makes the net present value of all cash flows equal to zero in a discounted cash flow analysis.

 

^xxxv Total commitments for VCP III include R$1.3 billion in co-investments. Track record presented for the VCP strategy as of 1Q’24, due to fund’s administrator timeline to disclose the quarterly markup of the fund, which are presented as of 2Q’24.

 

^xxxvi Performance information for Nordeste Empreendedor (“NE I”) comprises only the four (out of seven) investments invested, managed and divested by a team led by Jose Pano (collectively, the ”Participating Investments”) while they were employed by NE I’s manager (the “NE I Manager”), an entity not affiliated with the manager or Vinci Partners. Information herein pertaining to any investments made by NE I manager has not been prepared by NE I manager and NE I manager assumes no responsibility for the accuracy or completeness of any such information.

 

^xxxvii Track record for VIR strategy is presented as of 1Q’24, due to fund’s administrator timeline to disclose the quarterly markup of the fund.

 

^xxxviii Track record for Vinci SPS strategy is presented as of 2Q’24.

 

^xxxix Track record for FIP Infra is presented as of 1Q’24.

 

^xl Track record for VIAS is presented as of 1Q’24.

 

^xli Total Commitments for VICC are presented as of 2Q’24.

 

^xlii Track record for VFDL is presented as of 2Q’24.

 

^xliii Track record for Vinci Credit Infra is presented as of 2Q’24.

 

^xliv US$ Distributable Earnings was calculated considering the exchange rate from USD to BRL of 5.6528 as of August 06, 2024, when dividends were approved by our Board of Directors.

 

^xlv Per Share calculations are based on end of period Participating Common Shares.

 

^xlvi Actual dividends per common share are calculated considering the share count as of the applicable record date.

 

^xlvii As of June 28, 2024, Public Float was comprised of 12,248,340 Class A common shares.

 

^xlviii The remaining capital committed in FIP Infra Transmissão co-investment will not be called by the fund, which is already in divestment period.

 

^xlix The remaining capital committed in FIP Infra Transmissão will not be called by the fund, which is already in divestment period.

 

^l Brazilian tax law establishes that companies that generate gross revenues of up to R$ 78,000.00 in the prior fiscal year may calculate income taxes as a percentage of gross revenue, using the presumed profit income tax regime. The Entity's subsidiaries adopted this tax regime and the effect of the presumed profit of subsidiaries represents the difference between the taxation based on this method and the amount that would be due based on the statutory rate applied to the taxable profit of the subsidiaries.

 

 

 

 

Exhibit 99.3

 

 

 

 

 

 

 

 

 

 

 

Vinci Partners Investments Ltd.

 

Interim Financial Statements as of June 30, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets		Note				06/30/2024				12/31/2023
Current assets
Cash and cash equivalents			5(c)				592,308				660,305
Cash and bank deposits			5(c)				45,831				15,896
Financial instruments at fair value through profit or loss			5(c)				120,084				173,300
Financial instruments at amortized cost			5(c)				426,393				471,109
Financial instruments at fair value through profit or loss			5(d)				1,307,884				1,168,355
Accounts receivable			5(a)				71,496				101,523
Sub-leases receivable			10				3,368				4,071
Taxes recoverable							3,775				2,219
Other assets			6				24,249				19,109
Total current assets							2,003,080				1,955,582
Non-current assets
Financial instruments at fair value through profit or loss			5(c)				74,679				7,146
Accounts receivable			5(a)				14,108				16,638
Sub-leases receivable			10				456				1,467
Taxes recoverable							1,930				325
Deferred taxes			20				18,732				13,487
Other assets			6				27,353				19,427
							137,258				58,490
Property and equipment			8				11,638				12,591
Right of use – Leases			10				53,515				58,308
Intangible assets			9				249,850				214,748
Total non-current assets							452,261				344,137
Total assets							2,455,341				2,299,719

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 F-2

  

Liabilities and equity			Note				06/30/2024				12/31/2023
Current liabilities
Trade payables							1,495				1,869
Leases			10 and 5(e)				24,919				24,381
Accounts payable			11				6,276				6,020
Labor and social security obligations			12				55,721				101,506
Loans and obligations			14				76,346				76,722
Taxes and contributions payable			13				22,780				24,853
Total current liabilities							187,537				235,351
Non-current liabilities
Leases			10 and 5(e)				38,738				48,431
Labor and social security obligations			12				6,457				5,357
Loans and obligations			14				652,493				540,369
Deferred taxes			20				3,926				3,883
Retirement plans liabilities			15				229,896				85,554
Total non-current liabilities							931,510				683,594
Total liabilities							1,119,047				918,946
Equity			16
Share capital							15				15
Additional paid-in capital							1,405,559				1,408,438
Treasury shares			16(f)				(201,748	)			(172,863	)
Retained earnings							87,185				111,444
Other reserves							44,440				31,876
							1,335,451				1,378,910
Non-controlling interests in the equity of subsidiaries			7(b)				843				1,864
Total equity							1,336,294				1,380,774
Total liabilities and equity							2,455,341				2,299,719

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 F-3

  

						Six months ended June 30								Three months ended June 30
Statements of Income		Note				2024				2023				2024				2023
Net revenue from services rendered			17				240,315				219,892				131,228				117,584
General and administrative expenses			18				(145,206	)			(119,062	)			(83,548	)			(64,932	)
Operating profit							95,109				100,830				47,680				52,652
Finance income			19				54,842				69,354				22,231				65,101
Finance expenses			19				(53,833	)			(21,201	)			(29,885	)			(14,357	)
Finance profit/(loss), net							1,009				48,153				(7,654	)			50,744
Profit before income taxes							96,118				148,983				40,026				103,396
Income taxes			20				(22,063	)			(24,725	)			(11,679	)			(11,844	)
Profit for the period							74,055				124,258				28,347				91,552
Attributable to the shareholders of the parent company							75,076				124,478				28,919				91,741
Attributable to non-controlling interests							(1,021	)			(220	)			(572	)			(189	)
Basic earnings per share in Brazilian Reais							1.40				2.20				0.54				1.62
Diluted earnings per share in Brazilian Reais							1.33				2.17				0.51				1.60

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 F-4

  

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Profit for the period			74,055				124,258				28,347				91,552
Other comprehensive income
Items that may be reclassified to profit or loss:
Foreign exchange variance of investees
Vinci Capital Partners GP Limited			3				(9	)			(1	)			(6	)
Vinci USA LLC			4,617				(2,502	)			3,670				(1,633	)
Vinci Capital Partners III GP Limited			95				(65	)			73				(43	)
GGN GP LLC			7				(8	)			5				(5	)
VICC Infra GP LLC			42				(12	)			31				(8	)
Vinci Capital Partners IV GP LLC			256				(160	)			198				(112	)
VICC Infra GP (Lux), S.A.R.L.			126				—				140				—
Total comprehensive income for the period			79,201				121,502				32,463				89,745
Attributable to:
Shareholders of the parent company			80,222				121,722				33,035				89,934
Non-controlling interests			(1,021	)			(220	)			(572	)			(189	)
			79,201				121,502				32,463				89,745

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 F-5

  

		Share				Additional				Retained				Other				Treasury								Non-controlling				Total
		capital				Paid-in capital				earnings				reserves				shares				Total				interests				equity
At January 01, 2023			15				1,382,038				81,310				24,149				(114,978	)			1,372,534				3,013				1,375,547
Profit for the year			—				—				124,478				—				—				124,478				(220	)			124,258
Other comprehensive income:
Foreign exchange variation of investee located abroad			—				—				—				(2,756	)			—				(2,756	)			—				(2,756	)
Share based payments			—				(2,783	)			—				4,163				2,783				4,163				—				4,163
Treasury quotas bought			—				—				—				—				(42,052	)			(42,052	)			—				(42,052	)
Allocation of profit:
Dividends			—				—				(92,666	)			—				—				(92,666	)			—				(92,666	)
At June 30, 2023			15				1,379,255				113,122				25,556				(154,247	)			1,363,701				2,793				1,366,494
At January 01, 2024			15				1,408,438				111,444				31,876				(172,863	)			1,378,910				1,864				1,380,774
Profit for the year			—				—				75,076				—				—				75,076				(1,021	)			74,055
Other comprehensive income:
Foreign exchange variation of investee located abroad			—				—				—				5,146				—				5,146				—				5,146
Share based payments			—				(2,735	)			—				7,418				2,735				7,418				—				7,418
Treasury shares bought, net of shares sold			—				(144	)			—				—				(31,620	)			(31,764	)			—				(31,764	)
Allocation of profit:
Dividends			—				—				(99,335	)			—				—				(99,335	)			—				(99,335	)
At June 30, 2024			15				1,405,559				87,185				44,440				(201,748	)			1,335,451				843				1,336,294

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 F-6

  

		Notes				06/30/2024				06/30/2023
Cash flows from operating activities
Profit before taxation							96,118				148,983
Adjustments to reconcile net income to cash flows from operations:
Depreciation and amortization			18				11,054				8,997
Investment income of financial instruments at fair value through profit or loss							(41,192	)			(49,079	)
Net foreign exchange on liabilities at amortized cost			14(i)				72,530				—
Interest expense on loans and obligations			19				30,425				7,838
Loss/(gain) on remeasurement of contingent consideration			19				11,619				3,227
Share based payments			18				11,808				5,600
Financial result on lease agreements			19				3,962				4,888
							196,324				130,454
Changes in assets and liabilities
Accounts receivables							32,568				(8,243	)
Taxes recoverable							(3,161	)			2,481
Other assets							(13,023	)			2,117
Trade payables							(496	)			(810	)
Accounts payable							214				1,137
Labor and social security obligations							(49,275	)			(36,541	)
Taxes and contributions payable							649				(575	)
Contribution for retirements plans							141,646				13,226
							109,122				(27,208	)
Cash generated from operations							305,446				103,246
Income tax paid							(29,854	)			(29,426	)
Net cash inflow from operating activities							275,592				73,820
Cash flows from investing activities
Purchases of property and equipment and additions to intangible assets							(7,368	)			(9,829	)
Purchase of financial instruments at fair value through profit or loss							(374,000	)			(56,061	)
Sales of financial instruments at fair value through profit or loss							210,826				165,829
Payment for acquisition of subsidiary							(5,000	)			—
Cash and cash equivalent increased from business combination			7				285				—
Net cash (outflow) from investing activities							(175,257	)			99,939
Cash flows from financing activities
Interest payments of loans and obligations			14(ii)				(21,947	)			(5,943	)
Principal payments of loans and obligations			14(ii)				(8,889	)			—
Treasury shares acquisition paid, net of treasury shares sold			16(f)				(31,718	)			(42,540	)
Lease payments, net of sublease received							(11,301	)			(11,938	)
Dividends paid			16(e)				(101,234	)			(91,502	)
Net cash (outflow) from financing activities							(175,089	)			(151,923	)
Net increase in cash and cash equivalents							(74,754	)			21,836
Cash and cash equivalents at the beginning of the year			5(c)				660,305				136,581
Foreign exchange variation of cash and cash equivalents in subsidiary							6,757				(4,425	)
Cash and cash equivalents at the end of the year			5(c)				592,308				153,992

 

Non-cash financing activities

 

Dividends declared and not yet paid until June 30, 2024 and 2023 were R$ 3,791 (Note 11), respectively.

 

Consideration payable and contingent consideration (earn-out) as of June 30, 2024 and 2023 were 152,905 and 82,123 (Note 14), respectively. Vinci expects to pay the contingent consideration through its equity instruments. However, accordingly to IAS 32, the earn-out obligation was classified as a financial liability.

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 F-7

  

1

Operations

 

Vinci Partners Investments Ltd. is an exempted company incorporated in the Cayman Islands (referred to herein as "Entity", "Group" or "Vinci"). The Group started its activities in September 2009. Its objective is to hold investments in the capital of other companies as partner (shareholder). The investees are specialized in rendering alternative investment management, asset allocation, corporate advisory services and retirement services.

 

The registered office of the Entity is at Harneys Fiduciary (Cayman) Limited, 4th Floor, Harbour Place, 103 South Church Street, P.O. Box 10240, Grand Cayman KY1-1002, Cayman Islands.

 

2

Summary of significant accounting policies

 

2.1

Basis of preparation and presentation

 

The unaudited interim condensed consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”).

 

The unaudited interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group’s annual consolidated financial statements as of December 31, 2023.

 

The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period.

 

The unaudited interim condensed consolidated financial statements are presented in Brazilian reais (“R$”), and all amounts disclosed in the financial statements and notes have been rounded off to the nearest thousand currency units unless otherwise stated.

 

The issuance of these financial statements was authorized by the Entity's management on August 7, 2024.

 

(a)

Interim consolidated financial statements

 

Vinci operates as an asset management firm. The Group focuses on private markets, public equities, corporate advisory, investment products and solutions, and retirement services, which comprise the main activity of the Group.

 

The Group controls an entity where the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity.

 

Also, the Entity holds interest in subsidiaries whose main purpose and activities are providing services that relate to the Entity’s activities. Therefore, the Entity consolidates these subsidiaries.

 

Ownership interest in subsidiaries on June 30, 2024 and December 31, 2023 are as follows:

 

 F-8

  

		Interest - %
			06/30/2024				12/31/2023
Subsidiaries
Vinci Partners Investimentos Ltda.			100				100
Vinci Assessoria financeira Ltda. (1)			100				100
Vinci Equities Gestora de Recursos Ltda. (1)			100				100
Vinci Gestora de Recursos Ltda. (1)			100				100
Vinci Capital Gestora de Recursos Ltda. (1)			100				100
Vinci Soluções de Investimentos Ltda.			100				100
Vinci Real Estate Gestora de Recursos Ltda. (1)			100				100
Vinci Capital Partners GP Limited.			100				100
Vinci Partners USA LLC			100				100
Vinci GGN Gestão de Recursos Ltda. (1)			100				100
Vinci Infraestrutura Gestora de Recursos Ltda.			100				100
Vinci Capital Partners GP III Limited.			100				100
GGN GP LLC			100				100
Vinci APM Ltda. (1)			100				100
Vinci Monalisa FIM Crédito Privado IE (2)			100				100
Vinci Asset Allocation Ltda.			75				75
VICC Infra GP LLC			100				100
Vinci Capital Partners IV GP LLC			100				100
Vinci Holding Securitária Ltda.			85				85
Vinci Vida e Previdência S.A. (3)			85				85
Vinci SPS Capital Gestão de Recursos Ltda. (4)			100				100
VICC Infra GP (Lux), S.A.R.L.			100				100
VINCI US RE Corporation (5)			98				—
MAV Capital Gestora de Recursos SS Ltda. (6)			100				—
ICML Gestão de Negócios e Participações SS Ltda. (6)			100				—

 

(1)

Minority interest represents less than 0.001%.

(2)

Under the terms of IFRS 10, the Entity does not consolidate its investment in Vinci Monalisa FIM Crédito Privado IE and measures at fair value through profit or loss in accordance with IFRS 9.

(3)

Vinci has an indirect interest at Vinci Vida e Previdência of 85% through its subsidiary Vinci Holding Securitária Ltda., which holds 100% of ownership interest at Vinci Vida e Previdência. Vinci Vida e Previdência commenced its operations in April 2023.

(4)

On 16 August 2022, Vinci Soluções de Investimentos Ltda. acquired 90% of the issued share capital of SPS Capital Gestão de Recursos Ltda. The acquisition gives to Vinci Soluções de Investimentos the right of 100% on the economic interest of SPS Gestão de Recursos Ltda.

(5)

Under the terms of IFRS 10, the Entity does not consolidate its investment in Vinci US RE Corporation and measures at fair value through profit or loss in accordance with IFRS 9.

(6)

On 29 June 2024, Vinci Gestora Recursos Ltda. acquired 70% of the issued share capital of MAV Capital Gestora de Recursos Ltda. and of the issued share capital of 30% ICML Gestão de Negócios e Participações SS Ltda. Vinci has direct and indirect interest on MAV Capital Gestora de Recursos SS Ltda. Vinci has indirect interest through its ownership interest on ICML Gestão de Negócios e Participações SS Ltda., which holds 70% of ownership interest at MAV.

 

Subsidiaries are all entities (including structured entities) over which the Group has control. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

 

Inter-company transactions, balances and unrealized gains on transactions between Group companies are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

 

 F-9

  

Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of profit or loss, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated balance sheet respectively.

 

The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognized in another reserve within equity attributable to owners of Entity.

 

When the Group ceases to consolidate an investment or account for it under equity method because of a loss of control, joint control or significant influence, any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognized in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognized in other comprehensive income in respect of that entity are accounted for as if the group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are reclassified to profit or loss.

 

2.2

Segment reporting

 

Under the supervision of the Board of Directors, the CEO is responsible for the decision-making process related to executive themes, resources allocation and strategic decisions of Vinci.

 

The strategic decisions of the Group comprise five distinct business segments: (i) Private market strategies, (ii) Public equities, (iii) Investment products and solutions; (iv) Corporate advisory and (v) Vinci retirement services (Note 20).

 

Strategies were sorted out within business segments following technical and strategic similarities among funds’ attributes, such as management and performance fee structures, liquidity constraints, targeted returns and investor profile.

 

3

Accounting estimates and judgments

 

The Entity makes estimates and assumptions concerning the future, based on historical experience and other factors, including expectations of future events. The resulting accounting estimates will, by definition, seldom equal the related actual results. The main estimations and assumptions made by the Entity is included as follow:

 

•

Allowance of expected credit losses of accounts receivable.

•

Provision for profit sharing.

•

Consolidation of subsidiaries.

•

Fair value measurement of financial assets.

•

Provision for contingent liabilities.

•

Impairment for goodwill and other intangible assets.

•

Fair value measurement of contingent consideration.

•

Fair value of share-based payments.

•

Financial evaluation of compound instruments.

 

 F-10

  

4

Financial risk management

 

The main risks related to the financial instruments are credit risk, market risk, and liquidity risk, as defined below. The management of such risks involves various levels in the Entity and comprehends a number of policies and strategies. The Group's risk management focuses on the unpredictability of financial markets and seeks to mitigate potential adverse impacts on the Group's financial performance.

 

4.1

Financial risk factors

 

This note explains the Group's exposure to financial risks and how these risks could affect the Group's future financial performance. Current year profit and loss information has been included where relevant to add further context.

 

The Group's risk management is predominantly controlled by a risk assessment department under process and controls approved by the management. The management provides written process and controls for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.

 

(a)

Credit risk

 

Credit risk arises from cash and cash equivalents, contractual cash flows of debt investments carried at amortized cost, at fair value through profit or loss (FVTPL), and deposits with banks and financial institutions, as well as credit exposures to wholesale and retail customers, including outstanding receivables.

 

(i) Risk management

 

As of June 30, 2024, and 2023 the expected credit losses are considered immaterial due to the short maturities of the deposits and the credit quality of the main counterparty, which have a credit rating equal or higher than AA- evaluated by Fitch Ratings. The Entity has not suffered any losses from cash and cash equivalents since inception. Vinci's treasury review expected credit losses on a regular basis.

 

(ii) Impairment of financial assets

 

The Group has the following types of financial assets that are subject to the expected credit loss model:

 

•

Accounts receivable.

•

Loans and receivables from employees, evaluated at amortized cost

 

While cash and cash equivalents are also subject to the impairment requirements of IFRS 9, the expected impairment loss was immaterial.

 

 F-11

  

(b)

Market risk

 

(i) Foreign exchange risk

 

At the reporting date, the carrying amount value of the Group’s financial assets and liabilities exposed to US Dollars and Euros were as follows:

 

Balance sheet		06/30/2024				12/31/2023
Cash and cash equivalents			471,994				486,977
Financial instruments at fair value through profit or loss			10,701				606
Accounts receivable			17,514				5,927
Other receivables			3,602				2,381
Current assets			503,811				495,891
Financial instruments at fair value through profit or loss			51,490				—
Other receivables			—				(29	)
Leases, property and equipment			2,576				2,684
Non-current assets			54,066				2,655
Trade payables			1,640				589
Loans and obligations			—				6,993
Labor and social security obligations			2.060				5,485
Current liabilities			3,700				13,067
Other payables			278				242
Loans and obligations			510,273				424,340
Lease			547				940
Non-current liabilities			511,098				425,522
Net Equity exposed to US Dollars			41,426				59,957
Net Equity exposed to Euros			1,653				—

 

The aggregate net foreign exchange gains/losses recognized in profit or loss were:

 

		Six months ended June 30								Three months ended June 30
Net foreign exchange result		2024				2023				2024				2023
Financial expense			(12,143	)			(775	)			(11,529	)			(620	)
Net foreign exchange result, net			(12,143	)			(775	)			(11,529	)			(620	)

 

The Group operates internationally and is exposed to foreign exchange risk, exclusively the US dollar.

 

Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities denominated in a currency that is not the functional currency of the Group.

 

(ii) Interest rate risk

 

The Group's profit or loss is sensitive to higher/lower interest income from cash equivalents and fixed income funds as a result of changes in interest rates.

 

 F-12

  

(iii) Price risk

 

The Group's exposure to investment securities price risk arises from investments held by the group and classified in the balance sheet at fair value through profit or loss (note 5).

 

To manage its price risk arising from investments in investment securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.

 

The majority of the Group's financial investments that are exposed to significant price risk are the private equity investments and investments held by Monalisa FIM. Note 5(d) demonstrates the sensitivity analyses of impact for the assets held by the Group.

 

(c)

Liquidity risk

 

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. At the end of the reporting period the Group held bank deposits, certificates of deposits and US treasury bills of R$ 592,308 (12/31/2023 – R$ 660,305) that are expected to readily generate cash inflows for managing liquidity risk.

 

Net debt reconciliation

 

This section sets out an analysis of net debt and the movements in net debt for each of the years presented.

 

		06/30/2024				12/31/2023
Cash and cash equivalents			592,308				660,305
Financial instruments at fair value through profit or loss (i)			1,307,884				1,168,355
Trade payables			(1,495	)			(1,869	)
Labor and social security obligations			(62,178	)			(106,863	)
Accounts payable			(6,276	)			(6,020	)
Lease liabilities			(63,657	)			(72,812	)
Convertible preferred shares			(510,274	)			(431,334	)
Commercial notes			(63,884	)			(73,189	)
Consideration payable			(60,683	)			(48,199	)
Contingent consideration			(93,999	)			(64,370	)
Retirement plans liabilities			(229,896	)			(85,554	)
Net debt			807,850				938,450

 

(i)

Comprised of liquid and illiquid investments. Liquid investments are current assets that are traded in an active market. Illiquid investments are comprised of assets that trade infrequently.

 

 F-13

  

			Financial liabilities																Other assets
			Payables				Loans and obligations				Retirement plans				Lease liabilities				Cash and cash equivalents				Financial instruments at fair value through profit or loss
Net debt as at
December 31, 2022			(99,275	)			(175,290	)			—				(86,211	)			136,581				1,243,764
Cash flow and dividends provision			(15,477	)			20,864				(82,734	)			25,830				522,328				(172,629	)
Fair value adjustment			—				(28,686	)			(2,820	)			(2,737	)			1,396				97,220
Addition and finance expenses accrual			—				(450,493	)							—				—				—
Foreign exchange adjustments			—				16,513								—				—				—
Other changes (i)			—				—								(9,694	)			—				—
December 31, 2023			(114,752	)			(617,092	)			(85,554	)			(72,812	)			660,305				1,168,355
Cash flow and dividends provision			44,803				30,837				(141,648	)			13,541				(132,467	)			101,765
Fair value adjustment			—				(14,103	)			(2,694	)			—				17,046				37,764
Addition and finance expenses accrual			—				(55,952	)			—				(4,292	)			—				—
Foreign exchange adjustments			—				(72,530	)			—				—				47,424				—
Other changes (i)			—				—				—				(94	)			—				—
June 30, 2024			(69,949	)			(728,840	)			(229,896	)			(63,657	)			592,308				1,307,884

 

(i) Other changes include non-cash movements, including Cumulative Translation Adjustments (“CTA”) which are being presented as in other comprehensive income statements.

 

Maturities of financial liabilities

 

Except for the retirement plans liabilities, the tables below analyze the Group's financial liabilities into relevant maturity groupings based on their contractual maturities for significant financial liabilities.

 

Contractual maturities of financial liabilities at June 30, 2024		Less than 1 year				Between 1 and 3 years				Over 3 years				Total				Carrying amount
Trade payables			(1,495	)			—				—				(1,495	)			(1,495	)
Labor and social security obligations			(55,721	)			(4,492	)			(1,965	)			(62,178	)			(62,178	)
Lease liabilities			(24,919	)			(24,779	)			(30,991	)			(80,689	)			(63,657	)
Accounts payable			(6,276	)			—				—				(6,276	)			(6,276	)
Loans and financing			(132,495	)			(165,535	)			(929,203	)			(1,227,233	)			(728,840	)
Total			(220,906	)			(194,806	)			(962,159	)			(1,377,871	)			(862,446	)

 

Contractual maturities of financial liabilities at December 31, 2023		Less than 1 year				Between 1 and 3 years				Over 3 years				Total				Carrying amount
Trade payables			(1,869	)			—				—				(1,869	)			(1,869	)
Labor and social security obligations			(101,505	)			(2,458	)			(2,900	)			(106,863	)			(106,863	)
Lease liabilities			(24,381	)			(32,786	)			(36,017	)			(93,184	)			(72,812	)
Accounts payable			(6,020	)			—				—				(6,020	)			(6,020	)
Loans and financing			(114,390	)			(182,178	)			(783,572	)			(1,080,140	)			(617,092	)
Total			(248,165	)			(217,422	)			(822,489	)			(1,288,076	)			(804,656	)

 

 F-14

  

(d)

Sensitivity analysis

 

The Group monitors and evaluates the market risk related to its financial investments portfolio periodically to assess its volatility, through changes that can significantly impact its financial results. Considering a period of one day and the historical results over the past year, the following Value at Risk (VAR) parameters were used:

 

●

0.21% (or R$ 3.5 million) of the financial investment portfolio for a confidence interval of 95% on June 30, 2024 (0.26% or R$ 3.2 million on December 31, 2023).

●

0.38% (or R$ 6.3 million) of the financial investment portfolio for a confidence interval of 99% on June 30, 2024 (0.53% or R$ 6.8 million on December 31, 2023).

 

Additionally, the Group evaluated the financial investment portfolio on June 30, 2024 and December 31, 2023, through stress scenarios according to the main risk factors related to its investments, as presented in the table below:

 

									Financial Impact (**)
Risk Factor		Variation in			Stress Scenario (*)				06/30/2024				12/31/2023
Current inflation		Inflation index			-100bps				3.9				12.3
Exchange traded real estate funds		Share prices			-10%				(17.3	)			(14.4	)
Brazilian stock prices		Share prices			-10%				(4.9	)			(9.3	)
Fixed-rate offshore rates		US yield curve			-100bps				(50.2	)			(34.9	)
Foreign exchange rate		Foreign exchange rates			10%(***)				(0.5	)			(0.4	)
Domestic base overnight rate		Domestic base overnight rate			-100bps				(6.2	)			(6.0	)

 

(*) bps - basis point (1bps = 0,01%)

(**) In millions of Brazilian reais

(***) Brazilian reais devaluation against US Dollars

 

An equal change in the opposite direction of the stress scenario would have affected the financial investment portfolio by a similar amount, on the basis that all other variables remain constant.

 

5

Financial instruments

 

This note provides information about the group's financial instruments, including:

 

- an overview of all financial instruments held by the Group

- specific information about each type of financial instrument

- accounting policies

- information about determining the fair value of the instruments, including judgements and estimation uncertainty involved.

 

The Group classifies its financial assets in the following measurement categories:

 

●

those measured at fair value or through profit or loss, and

●

those measured at amortized cost.

 

The classification depends on the entity's business model for managing the financial assets and the contractual terms of the cash flows.

 

 F-15

  

For assets measured at fair value, gains and losses will be recorded in profit or loss.

 

Recognition and derecognition

 

Regular way purchases and sales of financial assets are recognized on trade date, being the date on which the group commits to purchase or sell the asset. Financial assets are derecognized when the rights to receive cash flows from the financial assets have expired or have been transferred and the group has transferred substantially all the risks and rewards of ownership.

 

Measurement

 

At initial recognition, the group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.

 

The Group holds the following financial instruments:

 

Financial assets		Section				06/30/2024				12/31/2023 (Restated)
Accounts receivable			(a)				85,604				118,161
Other financial assets at amortized cost			(b)				34,438				24,339
Cash and cash equivalents			(c)				592,308				660,305
Financial assets at fair value through profit or loss (FVPL)			(d)				1,382,563				1,175,501
							2,094,913				1,978,306
Financial liabilities
Liabilities at amortized cost			(e)				69,949				114,752
Lease liabilities			(e)				63,657				72,812
Loans and financing			(e)				728,839				617,091
							862,445				804,655

 

The Group's exposure to risks associated with the financial instruments is discussed in Note 4. The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of financial assets mentioned above.

 

a)

Accounts receivable

 

Current assets			06/30/2024				12/31/2023
Accounts receivable from contracts with customers			71,646				101,673
Loss allowance			(150	)			(150	)
Non-current assets
Accounts receivable from contracts with customers			14,108				16,638
			85,604				118,161

 

Accounts receivables are recognized initially at the amount of consideration that is unconditional and are not submitted to any financial components. They are subsequently measured at amortized cost, less loss allowance.

 

 F-16

  

Current accounts receivable are amounts due from customers for services performed in the ordinary course of business. They are generally due for settlement within 30 days and are therefore classified as current in its entirety. Due to the short-term nature of the current receivables, their carrying amount is considered to be the same as their fair value.

 

Non-current accounts receivable comprised by unrealized performance fees and other receivables. Unrealized performance fees are recognized when the management, with accumulated experience, estimate that it is highly probable that a significant reversal will not occur. Vinci expects the unrealized performance fees will be received during 2024. However, as the period for its realization is subject to uncertainty, the balance is presented as a non-current receivable.

 

Monthly, the Entity evaluates the revenues and receipts for each customer (Funds). Additionally, on quarterly basis Vinci analyzes the outstanding balances to calculate expected credit losses and the exposure to credit risk from receivables are reviewed. Accounts receivable allowance for expected credit losses are presented in general and administrative expense.

 

The loss allowances for accounts receivable as of June 30, 2024 and December 31, 2023 reconcile to the opening loss allowances as follows:

 

			06/30/2024				12/31/2023
Opening loss allowance on January 1			(150	)			(166	)
Decrease in accounts receivable allowance recognized in profit or loss			—				16
Closing loss allowance on December 31			(150	)			(150	)

 

Accounts receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, among others, the failure of a debtor to engage in a repayment plan with the group, and a failure to make contractual payments. The Entity has not written any amount of accounts receivable during 2024 and 2023. Subsequent recoveries of amounts previously written off are credited against the same line item.

 

b)

Other financial assets at amortized cost

 

Financial assets at amortized cost refer to the following debt instruments:

 

			06/30/2024				12/31/2023
Employees loans (Note 6 (i))			5,858				5,519
Receivable from employees (Note 6 (v))			28,580				18,820

 

These amounts generally arise from transactions outside the usual operating activities of the group. Interest may be charged at commercial rates and collateral is not normally obtained.

 

All the financial assets at amortized cost are denominated in Brazilian currency units. As a result, there is no exposure to foreign currency risk. There is also no exposure to price risk as the investments will be held to maturity.

 

See note 6 for more details.

 

c)

Cash and cash equivalents

 

			06/30/2024				12/31/2023
Cash and bank deposits			45,831				15,896
Financial instruments at fair value through profit or loss (i)			120,084				173,300
Financial instruments at amortized cost (ii)			426,393				471,109
			592,308				660,305

 

 F-17

  

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, bank deposits held at financial institutions, and highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

 

(i) Comprises certificates of deposits issued by Banco Bradesco (credit rating AAA evaluated by Fitch Ratings) with an interest rate of 100.5% of CDI (interbank deposit rate). The certificates are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

 

(ii)

Comprised of US Treasury Bills.

 

d)

Financial assets at fair value through profit or loss

 

The group classifies the following financial assets at fair value through profit or loss (FVPL):

 

-

Mutual funds;

-

Private markets funds;

-

Real Estate Investments

 

Financial assets measured at FVPL include the following categories:

 

			06/30/2024				12/31/2023
Current assets			1,307,884				1,168,355
Mutual funds (i)			1,307,884				1,168,355
Non-current assets			74,679				7,146
Private markets funds (ii)			23,189				7,146
Real Estate Investments (iii)			51,490				—

 

The following table demonstrate the funds invested included in each category mentioned above.

 

(i) Mutual funds

 

			06/30/2024				12/31/2023
Vinci Monalisa FIM Crédito Privado IE (2)			1,023,087				991,470
Vinci Multiestratégia FIM			1,454				11,642
Vinci International Master Portfolio SPC - Reflation SP			—				606
Vinci Institucional FI RF Referenciado DI			27,591				62,687
Vinci Argentina Opportunity Fund II			10,701				—
Vinci Reservas Técnicas FI RF DI			7,374				2,199
Retirement services investment funds (1)			229,894				85,554
FI Vinci Renda Fixa CP			7,783				14,197
			1,307,884				1,168,355

 

(1)

These funds refer to the financial products as part of the Company's retirement plans services. See Note 15 for further information.

(2)

Vinci Monalisa FIM Crédito Privado IE (“Vinci Monalisa”) is a mutual fund incorporated in Brazil and wholly owned by the Company. Vinci Monalisa’s balances are the following:

 

 F-18

  

			06/30/2024				12/31/2023
Net Asset Value			1,023,087				991,470
Real estate funds			234,734				234,245
Mutual funds			473,898				535,430
Private equity funds			208,866				136,810
Other assets/liabilities			105,589				84,985

 

The Vinci Monalisa’s portfolio is comprised of liquid and illiquid investee funds with different redemption criteria. Over 68% of its investments are liquid and may be redeemed and 32% are non-redeemable investments. The following tables demonstrate the funds invested by Vinci Monalisa:

 

Mutual funds

 

Vinci Monalisa holds investments in several mutual funds to seek profitability through investments in various classes of financial assets such as fixed income assets, Brazilian government bonds, public equities, derivatives financial instruments, investment funds and other short-term liquid securities. As of June 30, 2024 and December 31, 2023, Vinci Monalisa holds R$ 473,898 and R$ 535,430 of investments in mutual funds, respectively, which are distributed in the following classification:

 

			06/30/2024				12/31/2023
Mutual Funds’ classification
Interest and foreign exchange (a)			83.52	%			84.93	%
Foreign investments (b)			6.19	%			4.56	%
Macro (c)			4.65	%			3.96	%
Specific strategy (d)			5.65	%			6.55	%
			100.00	%			100.00	%

 

(a)

Funds that seek long-term returns via investments in fixed-income assets, admitting strategies that imply interest risk, price index risk and foreign currency risk.

(b)

Funds that invest in financial assets abroad in a portion greater than 40% of their net asset values.

(c)

Funds that operate in various asset classes (fixed income, variable income, foreign exchange, etc.), with investment strategies based on medium and long-term macroeconomic scenarios.

(d)

Funds that adopt an investment strategy that involves specific risks, such as commodities, futures of index, etc.

 

Real Estate funds

			06/30/2024				12/31/2023
Vinci Credit Securities FII (a)			72,801				70,049
Vinci Imóveis Urbanos FII (b)			44,724				53,884
Vinci Offices FII (c)			31,737				34,639
Vinci Fulwood DL FII (d)			62,575				52,849
Other real estate funds (e)			22,897				22,824
			234,734				234,245

 

(a)

The fund invests in real estate receivable certificates, bonds and other real estate assets;

(b)

The fund’s investment strategy is to acquire properties in the retail, general markets, health and education sectors located in large urban centers that, in the Manager's view, generate long-term value;

(c)

The fund invests in controlling corporate buildings, mostly leased, which, in the Manager's view, generate value for the properties.

(d)

The fund’s strategy is to provide its shareholders with profitability resulting from the sale of properties, as well as the eventual commercial exploitation of properties. The Fund may carry out renovations or improvements to properties with the aim of enhancing the returns arising from their commercial exploitation or eventual commercialization.

(e)

Comprised of funds that allocate their capital in diversified portfolios of shares of real estate funds, real estate receivable certificates, bonds, securities and other real estate assets.

 

 F-19

  

Private markets funds

			06/30/2024				12/31/2023
Vinci Crédito Infra Institucional Fundo Incentivado – Infraestrutura (a)			62,632				46,844
Vinci Infra Água e Saneamento Strategy FIP – Infraestrutura (b)			50,746				50,698
VCP IV Master FIP B (c)			41,841				—
Vinci Infraestrutura Transporte e Logística FIP			19,057				10,486
Vinci Infra Coinvestimento I FIP - Infraestrutura			7,393				10,290
Vinci Impacto Ret IV FIP Multiestratégia			6,436				4,687
Other funds			20,761				13,805
Total private markets funds			208,866				136,810

 

(a) The Fund aims to increase the value of its shares through the subscription or acquisition, on the primary or secondary market, predominantly of debentures issued by privately held companies, for the purpose of raising funds to implement projects relating to the implementation, expansion, maintenance, recovery, adaptation, or modernization of infrastructure projects.

 

(b) The Fund's investment policy is the acquisition of shares, subscription bonuses, debentures convertible or not into shares, or other securities, convertible or exchangeable into shares issued by companies, publicly or privately held in the water sector and basic sanitation.

 

(c) The Fund's investment policy is to invest in securities issued by the National treasure, fixed income securities issued of financial institutions, repo operations, investment fund shares that invest in assets who invest, directly and/or indirectly, in private credit.

 

(ii) Private markets

 

			06/30/2024				12/31/2023
Vinci Capital Partners III Feeder FIP Multiestratégia			4,129				4,262
Nordeste III FIP Multiestratégia			3,404				2,884
Fundo Garantidor de Infraestrutura – FGIE – Class A			3,118				—
Fundo Garantidor de Infraestrutura – FGIE – Class B			12,538				—
Total Private markets			23,189				7,146

 

(iii) Real Estate Investments

 

			06/30/2024				12/31/2023
Vinci US RE Corporation (a)			51,490				—
Total Real Estate Investments			51,490				—

 

(a)

During the first semester of 2024, Vinci invested in several properties through its subsidiary Vinci US RE Corporation. The investments are intended to develop real estate properties for capital appreciation through income or sale of the respective properties.

 

During the year, the following gains were recognized in profit or loss:

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Fair value gains on investments at FVPL recognized in finance income			46,612				64,723				20,741				64,834

 

e)

Financial liabilities

 

 F-20

  

			06/30/2024				12/31/2023
Current			164,757				210,498
Trade payables			1,495				1,869
Labor and social security obligations (Note 12)			55,721				101,506
Loans and obligations (Note 14)			76,346				76,722
Lease liabilities (Note 10)			24,919				24,381
Accounts payable (Note 11)			6,276				6,020
Non-current			697,688				594,157
Lease liabilities (Note 10)			38,738				48,431
Labor and social security obligations (Note 12)			6,457				5,357
Loans and obligations (Note 14)			652,493				540,369
			862,445				804,655

 

Fair value hierarchy

 

This section explains the judgments and estimates made in determining the fair values of the financial instruments that are recognized and measured at fair value through profit or loss in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the group has classified its financial instruments into the three levels prescribed under the accounting standards. An explanation of each level follows underneath the table.

 

		On June 30, 2024
Recurring fair value measurements		Level 1				Level 2				Level 3				Total
Financial Assets
Certificate of deposits			—				120,084				—				120,084
Mutual funds			—				1,307,884				—				1,307,884
Private equity funds			—				—				23,189				23,189
Real Estate Investments			—				—				51,490				51,490
Total Financial Assets			—				1,427,968				74,679				1,502,647

 

		On December 31, 2023
Recurring fair value measurements		Level 1				Level 2				Level 3				Total
Financial Assets
Certificate of deposits			—				173,300				—				173,300
Mutual funds			—				1,168,355				—				1,168,355
Private equity funds			—				—				7,146				7,146
Total Financial Assets			—				1,341,655				7,146				1,348,801

 

Level 1: The fair value of financial instruments traded in active markets (such as publicly traded real estate funds) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in level 1.

 

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

 

Vinci Monalisa is a financial instrument classified as level 2. Its portfolio is comprised of items that could be classified as level 1, level 2 and level 3, in the amount of R$ 208,627, R$ 520,121 and R$ 294,339, respectively (2023: R$ 151,200, R$ 627,788 and R$ 212,482, respectively).

 

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities.

 

 F-21

  

Valuation techniques used to determine fair values

 

Specific valuation techniques used to value financial instruments include:

 

- the use of quoted market prices

 

- for level 3 financial instruments – discounted cash flow analysis.

 

All non-listed assets fair value estimates are included in level 2, except for private equity funds, where the fair values have been determined based on fair value appraisals for fund's investments, performed by the fund's management (Vinci Capital and Vinci Infra) or a third party hired by the Fund’s Administrator. The most part of the level 3 financial instruments evaluation uses discount cash flows techniques to evaluate the fair value of the Fund's investments. The appraisals performed by a third party are reviewed by Vinci or its subsidiaries (fund's management).

 

Fair value measurements using significant unobservable inputs (level 3)

 

The following table presents the changes in level 3 items for the period/year ended June 30, 2024 and December 31, 2023:

 

		Fair Value
Opening balance January 1, 2023			5,985
Capital deployment			947
Sales and distributions			(247	)
Gain recognized in finance income			461
Closing balance December 31, 2023			7,146
Capital deployment			61,441
Sales and distributions			(31	)
Gain recognized in finance income			6,123
Closing balance June 30, 2024			74,679

 

 F-22

  

6

Other assets

 

		06/30/2024				12/31/2023
Employees loans (i)			5,858				5,519
Sundry advances			100				152
Advances to projects in progress (ii)			14,343				12,771
Other prepayments			1,484				319
Related parties’ receivables (iii)			4				4
Guarantee deposits (iv)			573				494
Receivables from employees (v)			28,580				18,820
Sublease receivables			441				224
Others			219				233
			51,602				38,536
Current			24,249				19,109
Non-current			27,353				19,427
			51,602				38,536

 

(i)

Refers to amounts receivable from employees.

 

(ii)

Refers to costs incurred by projects related to funds administered by Vinci, that are initially paid by the Group and subsequently reimbursed.

 

(iii)

Refers to an intercompany transaction. See Note 21 (b) for more details.

 

(iv)

Refers to the security deposit of a lease.

 

(v)

Refers to an intercompany transaction. See Note 21 (d) for more details.

 

 F-23

  

7

Investments

 

(a)

Business Combination

 

Compass Business Combination

 

On March 07, 2024, Vinci announced an agreement for a combination with Compass. Once closed, the transaction will create a full-service Latin American alternative asset manager with more than US$50 billion in assets under management, across private markets, investment products and solutions, public equities, and corporate advisory segments. Founded in 1995, Compass is a leading independent asset manager and investment advisory firm in Latin America, currently present in seven countries in Latin America, the United States and United Kingdom.

 

The transaction will have a total upfront consideration of 11,783,384 shares of VINP Class A common stock, and a cash consideration of US$31.3 million, in the form of VINP Class C redeemable common stock. Under the agreement, Compass partners are entitled to an earn-out of up to an additional 7.5% stake in the combined entity, subject to the achievement of pre-determined metrics, to be paid in VINP Class A common stock until 2028.

 

The transaction is expected to close in the fourth quarter of 2024, subject to regulatory approvals and other customary closing conditions.

 

(b)

MAV Business Combination

 

On April 25, 2024, Vinci announced an agreement for a combination with MAV Capital Gestora de Recursos SS Ltda. (“MAV” or “MAV Capital”). The transaction was closed on June 28, 2024, and had a total cash consideration of R$5,000 and an obligation of R$10,000 segregated in two payments in each deal anniversary until 2026, respectively. The transaction increased Vinci participation in the agribusiness, improving a segment that is raising in a short period of time. At the closing date, MAV had R$ 540 million assets under management in private markets sector.

 

Details of the purchase consideration, the net assets acquired, and goodwill are as follows:

 

Cash paid			5,000
Consideration payable			10,000
Contingent consideration (Earn-out)			18,010
Total purchase consideration			33,010

 

The assets and liabilities recognized as a result of the acquisition are as follows:

 

Cash and cash equivalents			285
Other assets and liabilities			(222	)
Management contracts			14,743
Net identifiable assets acquired			14,806
Goodwill			18,204
Net assets acquired			33,010

 

MAV Business Combination is still under its measurement period. During this period, additional assets or liabilities can be recognized if new information is obtained about facts and circumstances that existed as of the acquisition date. The measurement period ends as soon as Vinci receives the information it was seeking about facts and circumstances that existed as of the acquisition date or learns that more information is not obtainable. However, the measurement period shall not exceed one year from the acquisition date.

 

 F-24

  

(b)

Non-controlling interests (NCI)

 

Set out below is summarized financial information for each subsidiary that has non-controlling interests. The amounts disclosed for each subsidiary are before inter-company eliminations.

 

		Vinci Asset Allocation								Vinci Holding Securitária								Total
			06/30/2024				12/31/2023				06/30/2024				12/31/2023				06/30/2024				12/31/2023
Summarized Balance Sheet
Current assets			58				232				245,240				100,873				245,298				101,105
Current liabilities			(359	)			(707	)			(1,822	)			(2,816	)			(2,181	)			(3,523	)
Current net assets			(301	)			(475	)			243,418				98,057				243,117				97,582
Non-current assets			601				601				17,446				13,549				18,047				14,150
Non-current liabilities			(2,250	)			(1,550	)			(251,992	)			(96,805	)			(254,242	)			(98,355	)
Non-current net assets			(1,649	)			(949	)			(234,546	)			(83,256	)			(236,195	)			(84,205	)
Net assets			(1,950	)			(1,424	)			8,872				14,801				6,922				13,377
Accumulated NCI			(488	)			(356	)			1,331				2,220				843				1,864

 

 F-25

  

Summarized statement		Vinci Asset Allocation								Vinci Holding Securitária								Total
of comprehensive income		06/30/2024				06/30/2023				06/30/2024				06/30/2023				06/30/2024				06/30/2023
Revenue			169				7				165				1				334				8
Profit for the period			(526	)			(645	)			(5,929	)			(391	)			(6,455	)			(1,036	)
Total comprehensive income			(526	)			(645	)			(5,929	)			(391	)			(6,455	)			(1,036	)
Profit/(loss) allocated to NCI			(132	)			(161	)			(889	)			(59	)			(1,021	)			(220	)

 

 F-26

  

8

Property and equipment

 

																						06/30/2024
		Furniture and fittings stuffs				Improvements in properties of third parties				Computers and peripherals - improvements				Equipment and tools				Work of arts and others				Total
Cost
At January 1, 2024			12,858				48,963				7,634				10,325				791				80,571
Assets recognized as a result of  MAV acquisition			46				—				—				47				—				93
Acquisitions, net of disposals			134				370				545				125				(83	)			1,092
Foreign Exchange variations of property and equipment abroad			—				2,735				—				787				—				3,522
At June 30, 2024			13,038				52,068				8,179				11,284				708				85,278
Accumulated depreciation     At January 1, 2024			(9,303	)			(43,205	)			(6,128	)			(9,344	)			—				(67,980	)
Depreciation			(429	)			(1,365	)			(233	)			(128	)			—				(2,155	)
Foreign Exchange variations of property and equipment abroad			—				(2,739	)			—				(766	)			—				(3,505	)
At June 30, 2024			(9,732	)			(47,309	)			(6,361	)			(10,238	)			—				(73,640	)
Net book value
At January 1, 2024			3,555				5,758				1,506				981				791				12,591
At June 30, 2024			3,306				4,759				1,818				999				708				11,638
Annual depreciation rate - %			10				From 10 to 20				20				10				—				—

 

 F-27

  

																						12/31/2023
		Furniture and fittings stuffs				Improvements in properties of third parties				Computers and peripherals - improvements				Equipment and tools				Work of arts and others				Total
Cost
At January 1, 2023			11,782				47,824				7,113				10,241				873				77,833
Acquisitions			1,076				2,574				521				496				(82	)			4,585
Foreign Exchange variations of property and equipment abroad			—				(1,435	)			—				(412	)			—				(1,847	)
At December 31, 2023			12,858				48,963				7,634				10,325				791				80,571
Accumulated depreciation     At January 1, 2023			(8,473	)			(42,188	)			(5,707	)			(9,514	)			—				(65,882	)
Depreciation			(830	)			(2,447	)			(421	)			(229	)			—				(3,927	)
Foreign Exchange variations of    property and equipment abroad							1,430				—				399				—				1,829
At December 31, 2023			(9,303	)			(43,205	)			(6,128	)			(9,344	)			—				(67,980	)
Net book value
At January 1, 2023			3,309				5,636				1,406				727				873				11,951
At December 31, 2023			3,555				5,758				1,506				981				791				12,591
Annual depreciation rate - %			10				From 10 to 20				20				10

 

 F-28

  

9

Intangible assets

 

Intangible assets include expenditures with the development of the software, placement agent, management contracts and the goodwill generated by the acquisition of SPS and MAV Capital.

 

The software development comprises mainly the following assets:

-

Products for Risk System and Portfolio Allocation, whose purpose is to evaluate the risk of the funds and to allocate the clients' portfolio; and

-

Systems and applications which are being developed to support retirement services applications.

 

The Entity assesses at each reporting date whether there is an indication that an intangible asset may be impaired, If any indication exists, the Entity estimates the asset's recoverable amount. There were no indications of impairment of intangible assets for the period ended June 30, 2024 and for the year ended December 31, 2023.

 

																			06/30/2024
			Software development				Placement Agent (a)				Goodwill (b)				Management Contracts (c)				Total
Cost
At January 1, 2024			40,333				20,722				162,290				22,049				245,394
Additions			6,193				83				18,204				14,743				39,222
Foreign exchange variation of intangible assets abroad			1,139				259				—				—				1,398
At June 30, 2024			47,665				21,064				180,494				36,792				286,014
Accumulated amortization
At January 1, 2024			(24,686	)			(1,896	)			—				(4,064	)			(30,646	)
Amortization			(1,790	)			(1,044	)			—				(1,524	)			(4,358	)
Foreign exchange variation of intangible assets abroad			(1,096	)			(63	)			—				—				(1,159	)
At June 30, 2024			(27,572	)			(3,003	)			—				(5,588	)			(36,164	)
At January 1, 2024			15,647				18,826				162,290				17,985				214,748
At June 30, 2024			20,093				18,060				180,494				31,203				249,850
Amortization rate (per year) - %			20	%			(a)				(b)				(c)				—

 

 F-29

  

(a) Refers to amounts capitalized relating to agreements with investments placement agents relating to funds raised from investors in funds managed by the Group. These amounts are amortized based on the estimated duration of the related funds. When a Fund has an undefined useful life (Perpetual funds), placement agent costs are amortized within 10 years. In case of an early liquidation of the funds, the amortization period is adjusted, or if there is an indication of impairment, an impairment evaluation is performed and recognized, if necessary.

 

(b) Goodwill has an indefinite useful life and are not subject to amortization. Goodwill is tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. At December 31, 2023, goodwill was tested and no provision for impairment losses was identified by Vinci.

 

Key assumptions to determine the fair value of goodwill include discounted cash flow calculations based on current performance and considering current market indicators listed below. There were no significant changes to assumptions between acquisition and reporting date.

 

Inputs to determine fair value of SPS Goodwill:

 

Annual inflation rate – Brazil	4%
Discount Rate	12,5%

 

(c) Refers to the purchase price allocated to Fund’s Management Contracts as a result of SPS and MAV acquisition.

 

SPS: These amounts are amortized based on the duration of the related funds, from September 2022 to December 2030.

MAV: These amounts are amortized based on the duration of the related funds, from July 2024 to December 2029.

 

Other assets than Goodwill are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units).

 

 F-30

  

																			12/31/2023
			Software development				Placement Agent (a)				Goodwill (b)				Management Contracts (c)				Total
Cost
At January 1, 2023			28,250				1,359				162,290				22,049				213,948
Additions			12,684				19,469				—				—				32,153
Foreign exchange variation of intangible assets abroad			(601	)			(106	)			—				—				(707	)
At December 31, 2023			40,333				20,722				162,290				22,049				245,394
Accumulated amortization
At January 1, 2023			(23,629	)			(65	)			—				(1,016	)			(24,710	)
Annual amortization			(1,636	)			(1,863	)			—				(3,048	)			(6,547	)
Foreign exchange variation of intangible assets abroad			579				32				—								611
At December 31, 2023			(24,686	)			(1,896	)			—				(4,064	)			(30,646	)
At January 1, 2023			4,621				1,294				162,290				21,033				189,238
At December 31, 2023			15,647				18,826				162,290				17,985				214,748
Amortization rate (per year) - %			20	%			(a)				(b)				(c)				—

 

 F-31

  

10

Leases

 

This note provides information for leases where the Group is a lessee. The notes also provide the information of subleases agreements where the Group is a lessor, once part of the assets leased by the Group is subleased to third parties.

 

(i)

Amount recognized in the balance sheet

 

The balance sheet shows the following amounts relating to leases:

 

		06/30/2024				12/31/2023
Sub-lease receivable
Rio de Janeiro Office - BM 336			3,824				5,538
Total			3,824				5,538
Current			3,368				4,071
Non-current			456				1,467
Total			3,824				5,538
Right of use assets
Rio de Janeiro Office - BM 336			46,234				48,741
São Paulo Office – JRA			6,829				8,780
NY Office - Third Avenue			452				787
Total			53,515				58,308
Lease liabilities
Rio de Janeiro Office - BM 336			(54,085	)			(61,051	)
São Paulo Office – JRA			(9,025	)			(10,821	)
NY Office - Third Avenue			(547	)			(940	)
Total			(63,657	)			(72,812	)
Current			(24,919	)			(24,381	)
Non-current			(38,738	)			(48,431	)
Total			(63,657	)			(72,812	)

 

Additions to the right-of-use assets until June 30, 2024 were R$ 121 (reductions of R$ 2,045 during 2023 financial year).

 

 F-32

  

(ii)

Amount recorded in the statement of profit or loss

 

The statement of profit or loss shows the following amounts relating to leases:

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Right of use assets depreciation			(4,674	)			(5,191	)			(2,335	)			(2,414	)
Financial expense			(4,292	)			(5,148	)			(2,076	)			(2,517	)
			(8,966	)			(10,339	)			(4,411	)			(4,931	)

 

The total cash outflow for leases until June 30, 2024 was R$ 13,541 (R$ 12,765 until June 30, 2023).

 

The Group’s leasing activities and how these are accounted for are disclosed in the Group’s annual consolidated financial statements as of December 31, 2023.

 

11

Accounts payable

 

			06/30/2024				12/31/2023
Dividends payable			3,791				3,791
Lease payable – prior month expense			1,754				2,161
Treasury shares acquisition			551				—
Other payables			180				68
			6,276				6,020

 

12

Labor and social security obligations

 

			06/30/2024				12/31/2023
Profit sharing			42,577				93,611
Labor provisions			19,601				13,252
			62,178				106,863
Current			55,721				101,506
Non-current			6,457				5,357

 

Except for the profit sharing related to the unrealized performance fees, the accrual for profits sharing payable on December 31, 2023 was paid in January 2024. Profit sharing is calculated based on the performance review of each employee plus the area performance, in accordance with the Entity policy. Vinci Management estimated the profit sharing as of June 30, 2024 based on the management and advisory net revenue recognized and the realized performance fee up to June 30, 2024.

 

 F-33

  

Since the second quarter of 2022 labor provisions are being impacted by provisions and social charges related to Restricted Share Units Plan (RSUs). The non-current amount comprises the provisions and social charges for the RSUs which the vesting dates are over than 1 year. Please see note 24 for more details.

 

13

Taxes and contributions payable

 

			06/30/2024				12/31/2023
Income tax			13,000				14,467
Social contribution			4,640				5,061
Social Contribution on      revenues (COFINS)			3,022				2,780
Social Integration Program (PIS)			659				606
Service tax (ISS) on billing			1,274				1,742
Withholding Income Tax (IRRF)      deducted from third parties			97				103
Others			88				94
			22,780				24,853

 

 F-34

  

14

Loans and obligations

 

			06/30/2024				12/31/2023
Convertible Preferred Shares (i)			510,274				431,333
Commercial Notes (ii)			63,884				73,189
Consideration payable (iii)			60,683				48,199
Contingent consideration (iv)			93,999				64,370
			728,840				617,091
Current			76,346				76,722
Non-current			652,493				540,369

 

(i)

Convertible Preferred Shares

 

On October 10, 2023, Vinci and Ares Management Corporation (“Ares”) announced an agreement to form a strategic partnership to accelerate the growth of Vinci's platform in Latin America and to collaborate on distribution, product development and other business opportunities. In connection with the formation of the strategic partnership, an affiliate of Ares invested US$100 million (R$ 500,550) in new Series A Convertible Preferred Shares issued by Vinci.

 

The Series A Convertible Preferred Shares will be entitled to cumulative dividends payable quarterly in cash at a rate of 8.00% per annum. The dividend rate is subject to increase to 10.00% per annum in the case of certain breaches by the Company of its obligations under the Certificate of Designations.

 

The Series A Convertible Preferred Shares will be convertible at the option of the holders at any time after the closing of the issuance into Class A Common Shares at an initial conversion rate of 73.5402 Class A Common Shares for each Series A Convertible Preferred Share, which represents an initial conversion price of approximately $13.60 per Class A Common Share.

 

Under certain conditions, Vinci may redeem, following the dissolution or termination of the strategic partnership with Ares, and prior to the one-year anniversary of such dissolution or termination, for cash all, or, if Ares no longer holds all Series A Convertible Preferred Shares, all of the Series A Convertible Preferred Shares held by Ares and any whole number of Series A Convertible Preferred Shares held by such other holders. On or around October 1, 2033, if not earlier repurchased, redeemed or converted, the Company will redeem, in whole but not in part, all of the outstanding Series A Convertible Preferred Shares for an amount in cash equal to the stated value of the Series A Convertible Preferred Shares.

 

Under the terms of IAS 32, this agreement was evaluated by the Management and classified as a compound instrument, having both a liability and an equity component from the issuer's perspective. Based on it, the component parts were accounted for and presented separately according to their substance. The split was made at issuance and not revised for subsequent changes in market interest rates, share prices, or other event that changes the likelihood that the conversion option will be exercised.

 

 F-35

  

The following table presents the changes in the Convertible Preferred Shares up the period ended June 30, 2024:

 

Fair value of the convertible preferred shares, net of transaction costs			439,651
Net foreign exchange loss/(gain)			(16,513	)
Interest expense			8,195
Closing balance December 31, 2023			431,333
Net foreign exchange loss/(gain)			72,530
Interest expense			23,396
Interest paid			(16,985	)
Closing balance June 30, 2024			510,274
Current			21,110
Non-current			489,164

 

 

On January 1, 2024, the Entity paid the total amount of R$ 6,993 related to the dividends of the series A convertible preferred shares.

 

On April 1, 2024, the Entity paid the total amount of R$ 9,992 related to the dividends of the series A convertible preferred shares.

 

(ii)

Commercial notes

 

On August 15, 2022, Vinci Soluções de Investimentos Ltda., a subsidiary of Vinci, issued 80,000 commercial notes in the total amount of R$ 80,000 (R$ 1,000,00 reais for each commercial note). The commercial notes were subject to public distribution 90 days after the issuing date. The main characteristics of the financial instrument are indicated below:

 

Term and expiration date: 5 (five) years, ending on August 15, 2027.

 

Interest rate: 100% of the daily rates of interbank deposits (“DI”) plus a spread of 2.15% on an annual basis.

 

Amortization: On semi-annually basis, beginning on February 15, 2023.

 

Commercial Notes comprises a financial liability evaluated at amortized cost. Interest expense is calculated using the effective interest method and is recognized in profit or loss as part of financial expense.

 

Accordingly, to the terms of the agreement, the Group is committed to be compliant with financial covenants, on an annual basis and beginning on December 31, 2022. The entity was in compliance with the covenants as of June 30, 2024 and December 31, 2023.

 

The following table presents the changes in the Commercial Notes up the period ended June 30, 2024 and December 31, 2023:

 

Closing balance December 31, 2022			83,212
Interest expense			10,841
Interest paid			(11,975	)
Principal paid			(8,889	)
Closing balance December 31, 2023			73,189
Interest expense			4.546
Interest paid			(4,962	)
Principal paid			(8,889	)
Closing balance June 30, 2024			63,884
Current			20,664
Non-current			43,220

 

 F-36

  

(iii)

Consideration payable

 

SPS Capital Gestão de Recursos Ltda.

 

According to Note 7(a), Vinci acquired SPS Capital Gestão de Recursos Ltda, on August 16, 2022. As part of the deal, Vinci assumed a financial obligation to be paid on the second anniversary of the closing date. The amount as of June 30, 2024 and December 31, 2023 is R$ 50,683 and R$ 48,199, respectively.

 

Consideration payable is financial liability evaluated at amortized cost. Interest expense is calculated using the effective interest method and is recognized in profit or loss as part of financial expense.

 

MAV Capital Gestora de Recursos SS Ltda.

 

According to Note 7(a), Vinci acquired MAV Capital Gestora de Recursos SS Ltda, on June 28, 2024. As part of the deal, Vinci assumed a financial obligation to be paid on the second anniversary and third anniversary of the closing date. The amount as of June 30, 2024 is R$ 10,000.

 

Consideration payable is financial liability evaluated at amortized cost. Interest expense is calculated using the effective interest method and is recognized in profit or loss as part of financial expense.

 

(iv)

Contingent consideration

 

SPS Capital Gestão de Recursos Ltda.

 

Vinci shall pay an additional consideration in VINP’s Class A shares through an earnout structure to be paid in 2027, up to a maximum number of 1.7 million shares, subject to the achievement of certain fundraising and incremental management fee revenue targets. The amount reflects the fair value of the obligation, based on the terms of the purchase agreement and how the current economic environment is likely to impact it, accordingly to Vinci’s best estimate.

 

On June 30, 2024, Vinci reevaluated the fair value of the obligation based on the economic conditions at that date, resulting in an increase of the contingent consideration fair value. The variation was recognized as an expense in the financial result in the amount of R$ 14,103 for the six months period ended June 30, 2024 (expense of R$ 3,227 for the six months period ended June 30, 2023).

 

MAV Capital Gestora de Recursos SS Ltda.

 

Vinci shall pay an additional consideration through an earnout structure to be paid in 2027 subject to the achievement of certain fundraising and incremental management fee revenue targets. The amount reflects the fair value of the obligation, based on the terms of the purchase agreement and how the current economic environment is likely to impact it, accordingly to Vinci’s best estimate. See below the calculation of the contingent consideration:

 

On June 30, 2024, Vinci the fair value of the obligation based on the economic conditions at that date is R$ 18,010.

 

 F-37

  

15

Retirement plans liabilities

 

During the year of 2023, the subsidiary Vinci Vida e Previdência S.A. started its retirement services operations. As of June 2024 and December 2023, active plans are principally accumulation of financial resources through products PGBL (Free Benefit Generator Plan) and VGBL (Free Benefit Generator Life) structured in the form of variable contribution, for the purpose of granting participants with returns based on the accumulated capital in the form of monthly withdraws for a certain term or temporary monthly withdraws.

 

In this respect, such financial products represent investment contracts that have the legal form of retirement plans, but which do not transfer insurance risk to the Group. Therefore, contributions received from participants are accounted for as liabilities and balance consists of the balance of the participant in the linked Specially Constituted Investment Fund (“FIE”) at the reporting date (Note 5). On June 30, 2024 the Retirement plan liabilities are R$ 229,896 (R$ 85,554 as of December 31, 2023).

 

16

Equity

 

(a)

Capital

 

The capital comprises 42,447,349 Class A shares and 14,466,239 Class B shares with a par value of US$ 0.00005 each and 100,000 Series A convertible preferred shares.

 

The Class A common shares have been approved for listing on the Nasdaq Global Select Market, or Nasdaq, under the symbol "VINP," Vinci has two classes of common shares: Class A common shares and our Class B common shares.

 

Class B common shares carry rights that are identical to the Class A common shares, except that (1) holders of Class B common shares are entitled to 10 votes per share, whereas holders of our Class A common shares are entitled to one vote per share; (2) holders of Class B common shares have certain conversion rights; (3) holders of Class B common shares are entitled to preemptive rights in the event that additional Class A common shares are issued in order to maintain their proportional ownership interest; and (4) Class B common shares shall not be listed on any stock exchange and will not be publicly traded.

 

Series A Convertible Preferred Shares will be convertible at the option of the holders at any time after the closing of the issuance into Class A Common Shares at an initial conversion rate of 73,5402 Class A Common Shares for each Series A Convertible Preferred Share, which represents an initial conversion price of approximately $13.60 per Class A Common Share.

 

Fair value option of convertible preferred shares

 

As informed on note 14 (i), when the initial carrying amount of a compound financial instrument is allocated to its equity and liability components, the equity component is assigned the residual amount after deducting from the fair value of the instrument determined for the liability component. At the transaction date, the fair value of the stock option and the amount of transaction cost were allocated to the equity in the amounts of R$ 34,141 and 1,958, respectively.

 

(b)

Transactions costs

 

Transactions costs comprises the expenses incurred by the Entity in connection with the IPO and the issuance of the convertible preferred shares.

 

 F-38

  

(c)

Retained earnings

 

Retained earnings comprises the net profit generated by the Entity which were not distributed to their shareholders or approved to be distributed by the Entity management.

 

(d)

Other reserves

 

Other reserves are comprised by the following operations:

 

(i)

Exchange variation on investees

 

Comprises the exchange variation in investments made on investees which have a functional currency other than Brazilian Reais, the Entity functional currency. When a foreign operation is sold, the associated exchange differences are reclassified to profit or loss, as part of the gain or loss on sale.

 

(ii)

Share-based payments

 

Benefits to its employees through a share-based incentive.

 

(e)

Dividends

 

On February 7, 2024, Vinci declared a quarterly dividend distribution of US$ 0.20 per common share to shareholders as of February 22, 2024, totalizing US$ 10,756 (R$ 53,357), paid on March 5, 2024.

 

On May 7, 2024, Vinci declared a quarterly dividend distribution of US$ 0.17 per common share to shareholders as of May 23, 2024, totalizing US$ 9,085 (R$ 45,978), paid on June 5, 2024.

 

Once dividends are declared and approved by the board of directors, they will be paid on proportional basis to the owners of the common shares.

 

(f)

Treasury shares

 

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares and are presented in the treasury share reserve. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity and the resulting surplus or deficit on the transaction is presented within the additional paid-in capital.

 

On February 14, 2023, the Company announced a new share buyback plan and a share repurchase plan to buy back up to R$60.0 million of the Company's outstanding Class A common shares across both plans. The new buyback and repurchase plans will commence on the expiration date of the legacy plans and will not have specified expiration dates (other than when the R$60.0 million buyback limit is reached).

 

In October 2023, the Company suspended for undetermined time the Repurchase Program, in compliance with SEC Rule 10b5-1.

 

On February 7, 2024, the Company announced a new share buyback plan and a share repurchase plan to buy back up to R$60.0 million of the Company's outstanding Class A common shares which shall be executed through open market transactions or privately negotiated purchases. The plan is approved to replace the share buyback and repurchase plans approved on February 14, 2023, which expired on the date that the R$60.0 million buyback limit set thereunder was reached.

 

 F-39

  

During the first semester of 2024, the Company bought back 533,981 shares from its shareholders, in the amount of R$ 28,302.

 

In June 2024 the Company holds 3,668,140 Class A common shares in treasury.

 

(g)

Basic and diluted earnings per share

 

		Six months ended June 30								Three months ended June 30
a) Basic earning per share		2024				2023				2024				2023
From continuing operations attributable to the ordinary equity holders of the Entity			1.40				2.20				0.54				1.62
Total basic earning per share attributable to the ordinary equity holders of the Entity			1.40				2.20				0.54				1.62

 

 

		Six months ended June 30								Three months ended June 30
b) Diluted earning per share		2024				2023				2024				2023
From continuing operations attributable to the ordinary equity holders of the Entity			1.33				2.17				0.51				1.60
Total basic earning per share attributable to the ordinary equity holders of the Entity			1.33				2.17				0.51				1.60

 

 

c) Reconciliations of earnings used in calculating earnings per share
		Six months ended June 30								Three months ended June 30
Basic earnings per share:		2024				2023				2024				2023
Profit attributable to the ordinary equity holders of the Entity used in calculating basic earnings per share:
From continuing operations			75,076				124,478				28,919				91,741
			75,076				124,478				28,919				91,741
			Six months ended June 30								Three months ended June 30
Diluted earnings per share:			2024				2023				2024				2023
Profit from continuing operations attributable to the ordinary equity holders of the Entity
Used in calculating basic earnings per share			75,076				124,478				28,919				91,741
Used in calculating diluted earnings per share			75,076				124,478				28,919				91,741

 

d) Weighted average number of shares used as the denominator
		Six months ended June 30								Three months ended June 30
		Number 06/30/2024				Number 06/30/2023				Number 06/30/2024				Number 06/30/2023
Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share:			53,507,726				56,547,310				53,824,477				56,720,981
Adjustments for calculation of diluted earnings per share:			3,008,664				683,476				3,008,664				683,476
Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted earnings per share			56,516,390				57,230,786				56,833,141				57,404,407

 

 F-40

  

17

Revenue from services rendered

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Gross revenue from fund management			224,913				201,509				121,728				99,018
Gross revenue from performance fees			8,240				13,529				5,888				11,454
Gross revenue from advisory			23,532				20,187				12,598				15,296
Gross revenue from services rendered			256,685				235,225				140,214				125,768
In Brazil			198,432				188,312				110,530				101,278
Abroad			58,253				46,913				29,684				24,490
Taxes and contributions
COFINS			(8,870	)			(8,404	)			(4,923	)			(4,360	)
PIS			(1,924	)			(1,823	)			(1,068	)			(946	)
ISS			(5,576	)			(5,106	)			(2,995	)			(2,878	)
Net revenue from services rendered			240,315				219,892				131,228				117,584
Net revenue from fund management			210,589				188,646				114,134				92,769
Net revenue from performance fees			7,886				12,728				5,613				10,765
Net revenue from advisory			21,840				18,518				11,481				14,050

 

18

General and administrative expenses

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Personnel (a)			(35,439	)			(35,526	)			(18,125	)			(17,849	)
Share-based payments (b)			(11,808	)			(5,600	)			(5,660	)			(3,493	)
Profit-sharing (a)			(45,640	)			(45,212	)			(25,883	)			(26,417	)
			(92,887	)			(86,338	)			(49,668	)			(47,759	)
Third party expenses (c)			(30,967	)			(15,303	)			(22,554	)			(8,719	)
Right of use depreciation (d)			(4,674	)			(5,191	)			(2,335	)			(2,414	)
Depreciation and amortization (e)			(6,380	)			(3,806	)			(3,255	)			(2,028	)
Travel and representations			(3,173	)			(1,784	)			(2,033	)			(919	)
Condominium expenses			(1,310	)			(1,770	)			(650	)			(785	)
Other operating expenses (f)			(5,815	)			(4,870	)			(3,053	)			(2,308	)
			(145,206	)			(119,062	)			(83,548	)			(64,932	)

 

(a)

Personnel and profit-sharing

 

According to the profit-sharing program and based on Law 10,101 of December 19, 2000 and on objectives established at the beginning of each year, management estimated the payment of profit sharing in the amount of R$ 45,640 (R$ 45,212 on June 30, 2023) for the six-months period ended June 30, 2024.

 

(b)

Share-based payments

 

See Note 24 for more details.

 

 F-41

  

(c)

Third party expense

 

Third party expenses are composed for accounting, advisory, information technology, marketing, and other contracted services. Third party expenses also include expenses related to business combinations.

(d) Right of use depreciation

 

See Note 10 for more details.

 

(e)

Depreciation and amortization

 

The amount is mainly comprised by property and equipment depreciation and intangible amortization.

 

(f)

Other operating expenses

 

The amount is mainly comprised of office expenses, including energy, cleaning, maintenance and conservation, among others several expenses.

 

 F-42

  

19

Finance profit/(loss)

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Investment income (i)			41,542				64,834				15,671				64,834
Financial revenue through amortized cost			11,683				—				5,618				—
Financial revenue on sublease agreements			330				260				151				184
Contingent consideration variation (iii)			—				4,051				—				—
Other finance income			1,287				209				791				83
Finance income			54,842				69,354				22,231				65,101
Financial expense on lease agreements			(4,292	)			(5,148	)			(2,076	)			(2,517	)
Interest expense on loans and financing (ii)			(30,425	)			(7,838	)			(15,415	)			(3,904	)
Bank fees			(33	)			(51	)			3				(38	)
Investment losses (i)			—				(111	)			—				—
Fines on taxes			(2	)			—				(1	)			—
Interest on taxes			(84	)							(6	)
Foreign currency variation expense			(7,073	)			(775	)			(6,459	)			(620	)
Contingent consideration variation (iii)			(11,619	)			(7,278	)			(5,863	)			(7,278	)
Other financial expenses			(305	)			—				(68	)			—
Finance costs			(53,833	)			(21,201	)			(29,885	)			(14,357	)
Finance profit/(loss), net			1,009				48,153				(7,654	)			50,744

 

(i)

Investment income and losses comprises the fair value changes on the financial instruments at fair value through profit or loss, Segregated investment income result is demonstrated below.

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Mutual funds and fixed income investments (a)			45,555				64,803				20,517				64,803
Private equity funds			1,057				31				224				31
			46,612				64,834				20,741				64,834
Mutual funds			—				(108	)			—				—
Private equity funds			—				(3	)			—				—
			—				(111	)			—				—

 

(a)

Vinci Monalisa corresponds to the most part of the Group’s investment income.

 

(ii)

Interest expense on loans and financing comprises the financial result on the Commercial notes, the consideration payable related to SPS acquisition and interest expense on the convertible preferred shares. Please see note 14 for more detail.

 

(iii)

Variation on contingent consideration comprises the financial result of the fair value evaluation. Please see note 14 (iv) for more detail.

 

 F-43

  

20

Income tax and social contribution

 

As an exempted company incorporated in the Cayman Islands, Vinci Partners Ltd is subject to Cayman Islands laws, which currently levy no taxes on individuals or corporations based upon profits, income, gains or appreciation and there is no taxation in the nature of inheritance tax or estate duty or withholding tax applicable to us.

 

Vinci Partners Ltd subsidiaries, except for certain subsidiaries, are taxed based on the deemed profit.

 

Vinci has tax losses and negative basis resulting from previous years and deferred income tax and social contribution credits are recognized since there is expectation of future tax results for these companies, The tax credit arising from the tax loss and negative basis under the taxable profit regime on June 30, 2024 is R$ 6,066 (R$ 6,066 on December 31, 2023).

 

The income tax and social contribution charge on the results for the year can be summarized as follows:

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Current income tax			(19,846	)			(19,926	)			(10,406	)			(10,716	)
Current social contribution			(7,213	)			(7,196	)			(3,782	)			(3,889	)
			(27,059	)			(27,122	)			(14,188	)			(14,605	)
Deferred income tax			3,673				1,902				1,844				2,129
Deferred social contribution			1,323				495				665				632
			4,996				2,397				2,509				2,761
			(22,063	)			(24,725	)			(11,679	)			(11,844	)

Deferred tax balances

 

		06/30/2024				12/31/2023
Deferred tax assets
Tax losses			6,066				6,066
Leases			774				1,084
RSU			2,430				2,188
Interest expense on obligation for acquisition			2,965				2,121
Amortization on management Contracts			1,900				1,382
Contingent consideration			4,597				646
Total			18,732				13,487

Deferred tax liabilities
Financial revenue			(1,510	)			(1,147	)
Estimated revenue			(1,168	)			(1,570	)
Leases			(639	)			(351	)
Total Income Tax			(3,316	)			(3,068	)
Estimated revenue			(609	)			(815	)
Total (Taxes and contribution)			(609	)			(815	)
Total deferred tax liabilities			(3,926	)			(3,883	)

 

 F-44

  

Movements

 

Deferred tax assets		Tax losses				Leases				RSU				AVP				Managemnt Contract				Contingent Consideration				Total
As at December 31, 2022			4,912				1,805				1,628				550				346				—				9,241
to profit and loss			1,154				(721	)			560				1,571				1.036				646				4,246
As at December 31, 2023			6,066				1,084				2,188				2,121				1,382				646				13,487
to profit and loss			—				(310	)			242				844				518				3,951				5,245
As at June 30, 2024			6,066				774				2,430				2,965				1,900				4,597				18,732

 

(*) Comprises deferred taxes related to interest expense on obligation for ownership acquisition, amortization on management contracts and contingent consideration.

 

Movements

Deferred tax liabilities		Financial Revenue				Estimated Revenue				Leases				Contingent consideration				Total
As at December 31, 2022			(973	)			(2,568	)			(49	)			(4,750	)			(8,340	)
to profit and loss			(174	)			183				(302	)			4,750				4,457
As at December 31, 2023			(1,147	)			(2,385	)			(351	)			—				(3,883	)
to profit and loss			(363	)			608				(288	)			—				(43	)
As at June 30, 2024			(1,510	)			(1,777	)			(639	)			—				(3,926	)

 

 F-45

  

(a)

Tax effective rate

 

		Six months ended June 30								Three months ended June 30
		2024				2023				2024				2023
Profit (loss) before income taxes			96,118				148,983				40,026				103,396
Combined statutory income taxes rate - %			34	%			34	%			34	%			34	%
Income tax benefit (expense) at statutory rates			(32,680	)			(50,654	)			(13,609	)			(35,154	)
Reconciliation adjustments:
Expenses not deductible			(99	)			(64	)			—				(2	)
Tax benefits			146				42				109				7
Share based payments Unrecognized tax loss credits			(685) (2,206)				(253	)-			(347) (1,288)				(224	)-
Effect of presumed profit of subsidiaries (i) and offshore subsidiaries			13,401				26,072				3,420				23,410
Other additions (exclusions), net			60				132				36				119
Income taxes expenses
Current			(27,059	)			(27,122	)			(14,188	)			(14,605	)
Deferred			4,996				2,397				2,509				2,761
			(22,063	)			(24,725	)			(11,679	)			(11,844	)
Effective rate			23	%			17	%			29	%			11	%

 

(i)

Brazilian tax law establishes that companies that generate gross revenues of up to R$ 78,000 in the prior fiscal year may calculate income taxes as a percentage of gross revenue, using the presumed profit income tax regime. The Entity's subsidiaries adopted this tax regime and the effect of the presumed profit of subsidiaries represents the difference between the taxation based on this method and the amount that would be due based on the statutory rate applied to the taxable profit of the subsidiaries.

 

 F-46

  

21

Related parties

 

(a)

Key management remuneration

 

The total remuneration (salaries and benefits) of key management personnel, including the Executive Committee, amounted to R$ 3,582 for the six-month period ended June 30, 2024 (R$ 3,603 for the six-month period ended June 30, 2023).

 

According to Vinci internal policy, the key management is entitled to receive a profit-sharing compensation for the current year. As informed in Note 12, Vinci accrued a provision for profit sharing for the Group as of June 30, 2024.

 

(b)

Receivables from related parties

 

The Entity receivables from related parties as of June 30, 2024 and December 31, 2023, as shown in the table below:

 

			06/30/2024				12/31/2023
Cagliari Participações S,A,			4				4
			4				4

 

(c)

Employees loans

 

As presented in Note 6(i), Vinci may advance payments to its employees.

 

(d)

Receivables from employees

 

During 2023, Vinci sold part of its treasury shares to employees. The amount will be received from January 31, 2025, in annual installments until January 31, 2029, and a monetary variation will be charged by inflation index.

 

During the second quarter of 2024 Vinci sold additional treasury shares to its employees. The amount will be received from January 31, 2026, in annual installments until January 31, 2030, and a monetary variation will be charged by inflation index.

 

22

Segment reporting

 

The Entity's reportable segments are those business units which provide different services and are separately managed since each business demands different market strategies.

 

The main information used by management for assessment of the performance of each segment is the profit by segment for the analysis of the return of these investments.

 

The information on assets and liabilities by segment is not disclosed in these financial statements because it is not used by management when managing segments. Management does not make an analysis by geographical areas for the management of the Entity's business.

 

In 2024, the Entity reassessed the allocation of certain revenues and expenses across its segments and restated the segment reporting as of June 30, 2023, for comparative purposes.

 

Segments are independently managed, with professionals specifically skilled allocated in each segment.

 

The Entity's operations are segmented according to the organization and management model approved by management,

 

 F-47

  

and they are divided as follows:

 

Private Market Strategies

 

Comprises the investments in illiquid funds, as described below:

 

(i)

Private Equity

 

The private equity segment has a generalist and control-oriented approach, focusing on growth and turnaround. The primary strategy is value creation pursuing transformation of invested companies, with changes in the growth of revenue, productivity, profitability and management profile, using a proprietary methodology ("Value from the Core").

 

Another strategy of the segment is focused on sectors resilient to different investment cycles and minority holdings in small and medium enterprises with business models that exhibit high growth potential and clear, mensurable ESG (Environmental, Social and Governance) goals.

 

(ii)

Real Estate

 

The Real Estate Investment Funds segment are focused on shopping centers, logistics, offices, urban real estate and funds of funds, and seek to achieve differentiated returns through an active management of a diversified and quality portfolio. The segment’s objective is also the development of real estate properties, following up to five key steps: origination of opportunities, analysis, execution, monitoring and asset sale.

 

(iii)

Infrastructure

 

The infrastructure segment has exposure to real assets through equity and debt instruments, active in the following sub-segments: power, oil & gas, transportation & logistic and water & sewage. The strategy invests across two sub-strategies: sector-focused funds and structured credit. The fund’s investments are periodically monitored, including the evolution of ESG metrics, financial and operational metrics.

 

(iv)

Credit

 

This credit segment is focused on fundamental credit analysis, consistency, and long-term value creation to investors. The area dynamic approach is to tactically allocate capital between asset classes and adapt to different cycles. It is also sourcing of credit instruments with resilient structures and sound collateral packages. The credit strategy investments include for core sub-strategies: infrastructure debt, real estate debt, structured credit and exclusive mandates, following four key steps: origination, analysis, structuring and monitoring.

 

(v)

Special situations (SPS)

 

This Special situation segment is focused in complex situations in which financial and human capital are employed to generate superior returns, maintaining adequate risk levels and preserving the interests of all parties involved.

 

Public Equities

 

This segment seeks return through investments in liquid funds and manages long-term positions based on fundamental analysis of Brazilian publicly traded companies, trading bonds, public stocks and derivatives, among other assets.

 

 F-48

  

Investment products and solutions

 

Investment products and solutions segments offer financial products on an open platform basis providing portfolio and management services considering medium/long term risk allocation. The strategy aims to provide an advanced investment strategy with alpha generation according to the clients’ targets. The strategy is divided in five sub-strategies: separate exclusive mandates, commingled funds, international allocation, pension plans and hedge funds. Monitoring and risk control are based on different techniques such as: use of options for high conviction trades, monitoring liquidity conditions for each position, VaR monitoring, scenarios simulations (including stress test), stop loss rules on individual positions and on the portfolio level.

 

Corporate advisory

 

The corporate advisory services objective is including high value-added to financial and strategic advisory services to entrepreneurs, corporate senior management teams and boards of directors, focusing primarily on IPO advisory and M&A transactions for Brazilian middle-market companies. The corporate advisory services team serves as trusted advisors to clients targeting local and/or product expertise in the Brazilian marketplace.

 

Vinci retirement services

 

The retirement services focus on planning and building long-term investment portfolios that assist investors to achieve their retirement goals. The retirement services segment started its operations during the first semester of 2023.

 

 F-49

  

						Six-month period ended 06/30/2024
		Private Market Strategies				Public Equities				Investment Products and solutions				Corporate Advisory				Vinci Retirement Services				Corporate Center				Total
In Brazil			118,837				30,530				38,933				9,777				355				—				198,432
Abroad			40,442				3,138				4,541				10,132				—				—				58,253
Gross revenue from services rendered			159,279				33,668				43,474				19,909				355				—				256,685
Fund Advisory fee			3,006				—				617				19,909				—				—				23,532
Fund Management fee			152,325				29,619				42,614				—				355				—				224,913
Fund Performance fee			3,948				4,049				243				—				—				—				8,240
Taxes and contributions			(9,042	)			(2,007	)			(3,947	)			(1,352	)			(22	)			—				(16,370	)
Net revenue from services rendered			150,237				31,661				39,527				18,557				333				—				240,315
(-) General and administrative expenses			(27,099	)			(7,062	)			(11,633	)			(6,748	)			(6,410	)			(74,446	)			(133,398	)
Share-based payments			(61	)			(13	)			(10	)			—				—				(11,724	)			(11,808	)
Operating profit			123,077				24,586				27,884				11,809				(6,077	)			(86,170	)			95,109
Finance income																											54,842
Finance cost																											(53,833	)
Finance result, net																											1,009
Profit before income taxes																											96,118
Income taxes																											(22,063	)
Profit for the period																											74,055

 

 F-50

  

						Six-month period ended 06/30/2023 (Restated)
		Private Market Strategies				Public Equities				Investment Products and solutions				Corporate Advisory				Vinci Retirement Services				Corporate Center				Total
In Brazil			90,981				36,769				43,088				17,465				9				—				188,312
Abroad			35,291				2,448				7,069				2,105				—				—				46,913
Gross revenue from services rendered			126,272				39,217				50,157				19,570				9				—				235,225
Fund Advisory fee			600				—				17				19,570				—				—				20,187
Fund Management fee			122,987				31,181				47,332				—				9				—				201,509
Fund Performance fee			2,685				8,036				2,808				—				—				—				13,529
Taxes and contributions			(6,915	)			(2,483	)			(4,319	)			(1,616	)			—				—				(15,333	)
Net revenue from services rendered			119,357				36,734				45,838				17,954				9				—				219,892
(-) General and administrative expenses			(22,037	)			(8,940	)			(14,810	)			(6,480	)			(3,308	)			(57,887	)			(113,462	)
Share-based payments			(438	)			(108	)			155				—				—				(5,209	)			(5,600	)
Operating profit			96,882				27,686				31,183				11,474				(3,299	)			(63,096	)			100,830
Finance income																											69,354
Finance cost																											(21,201	)
Finance result, net																											48,153
Profit before income taxes																											148,983
Income taxes																											(24,725	)
Profit for the period																											124,258

 

 F-51

  

						Three-month period ended 06/30/2024
		Private Market Strategies				Public Equities				Investment Products and solutions				Corporate Advisory				Vinci Retirement Services				Corporate Center				Total
In Brazil			53,371				28,320				19,064				9,589				186				—				110,530
Abroad			38,957				(11,850	)			2,577				—				—				—				29,684
Gross revenue from services rendered			92,328				16,470				21,641				9,589				186				—				140,214
Fund Advisory fee			2,401				—				608				9,589				—				—				12,598
Fund Management fee			85,987				14,755				20,800				—				186				—				121,728
Fund Performance fee			3,940				1,715				233				—				—				—				5,888
Taxes and contributions			(5,171	)			(1,030	)			(1,944	)			(829	)			(11	)			—				(8,985	)
Net revenue from services rendered			87,157				15,440				19,697				8,760				175				—				131,229
(-) General and administrative expenses			(15,655	)			(3,362	)			(6,243	)			(3,241	)			(3,541	)			(45,846	)			(77,888	)
Share-based payments			—				—				—				—				—				(5,660	)			(5,660	)
Operating profit			71,502				12,078				13,454				5,519				(3,366	)			(51,506	)			47,681
Finance income																											22,231
Finance cost																											(29,885	)
Finance result, net																											(7,654	)
Profit before income taxes																											40,027
Income taxes																											(11,679	)
Profit for the period																											28,348

 

 F-52

  

						Three-month period ended 06/30/2023 (Restated)
		Private Market Strategies				Public Equities				Investment Products and solutions				Corporate Advisory				Vinci Retirement Services				Corporate Center				Total
In Brazil			46,175				21,068				21,144				12,883				9				—				87,034
Abroad			17,907				1,258				3,220				2,105				—				—				22,423
Gross revenue from services rendered			64,082				22,326				24,364				14,988				9				—				109,457
Fund Advisory fee			300				—				8				14,988				—				—				4,891
Fund Management fee			61,104				15,480				22,425				—				9				—				102,491
Fund Performance fee			2,678				6,846				1,931				—				—				—				2,075
Taxes and contributions			(3,438	)			(1,386	)			(2,140	)			(1,220	)			—				—				(7,149	)
Net revenue from services rendered			60,644				20,940				22,224				13,768				9				—				102,308
(-) General and administrative expenses			(12,430	)			(5,933	)			(7,294	)			(5,187	)			(1,914	)			(28,683	)			(52,023	)
Share-based payments			(174	)			(36	)			(29	)			—				—				(3,254	)			(2,107	)
Operating profit			48,040				14,971				14,901				8,581				(1,905	)			(31,937	)			48,178
Finance income																											4,253
Finance cost																											(6,844	)
Finance result, net																											(2,591	)
Profit before income taxes																											45,587
Income taxes																											(12,881	)
Profit for the period																											32,706

 

 F-53

  

23

Legal Claims

 

As of June 30, 2024 and December 31, 2023, the Entity is not aware of disputes classified as probable chance of loss.

 

Find below the disputes classified as possible chance of loss segregated into labor, tax and civil,

 

		06/30/2024				12/31/2023
Tax			22,374				22,095
Labor			38				780
Total			22,412				22,875

 

Tax Claims

 

Vinci Gestora de Recursos Ltda, is a party to a tax administrative proceeding in course arising from the payment of social security contributions (employer's portion and Work Accident Insurance (SAT)) in 2011, charged on amounts paid by virtue of quota of profits and results, totaling R$ 3,717 (December 31, 2023: R$ 3,652).

 

In the second quarter of 2024, Vinci Equities Gestora de Recursos Ltda, resolved its one proceeding related to the requirement of ISS (excise tax) under rendered services to investment funds located abroad (December 31, 2023: R$ 266).

 

On December 21, 2018, the Brazilian federal revenue opened a tax assessment against Vinci Equities for the collection of open debts of IRPJ, CSLL, PIS and COFINS in the amount of R$ 18,631 (December 31, 2023: R$ 18,154) for the calendar year of 2013.

 

24

Share-based payments

 

The Entity provides benefits to its employees through a share-based incentive. The following item refers to the outstanding plan on June 30, 2024.

 

Stock Options

 

May 2021

 

On May 6, 2021, the Entity launched a Stock Option Plan (“SOP” or “Plan”) in order to grant stock options to certain key employees (“Participants”) to incentivize and reward such individuals. These awards are scheduled to vest over a three-year period and the holders of vested options are entitled to purchase shares at the market price of the shares at grant date. This right may be subject to certain conditions to be imposed by the Entity and aims at aligning the interests of the Entity's shareholders with those of the Participants. Each option will entitle the Participant to acquire 1 Class A common shares issued by the Company.

 

The issue or purchase price of the shares to be subscribed or purchased by the Participants (“Exercise Price”) will be US$18.00. The Exercise Price will be reduced by the amount in dollars per share distributed to its shareholders from the date of execution of this Plan, whether as dividends, interest on equity, redemption, capital reduction or other events defined by the Board of Directors.

 

As of June 30, 2024, there are stock options outstanding with respect to 1,482,753 Class A common shares. All the stock options were vested on February 1^st, 2024, and the Participants have a period of 12 months to exercise their vested options from February 1, 2024 (“Exercise Deadline”).

 

The total expense recognized for the programs for the six- month period ended June 2024 was R$ 119 (June 30, 2023, was R$ 463).

 

February 2023

 

In February 2023, the Board of Directors approved a second Stock Option Plan, which aims to grant up to 1,150,000 options, each entitling the beneficiary to purchase one Class A common share, Such options have an exercise price per share equal to US$9.96; provided that, unless otherwise provided for in an option agreement, this exercise price will be reduced by the amount per share distributed to our shareholders from the date of the grant of the option, whether as dividends, interest on capital, redemption, capital reduction or others. Options will become eligible to be exercised in May 2026. During the second quarter of 2023 the Entity and its subsidiaries issued stock option in connection to the related Plan.

 

As of June 30, 2024, there are stock options outstanding with respect to 1,106,094 Class A common shares (1,116,884 as of June 30, 2023).

 

 F-54

  

The total expense recognized for the programs for the six-month period ended June 2024 was R$ 1,912 (June 30, 2023, was R$ 494).

 

January 2024

 

In January 2024, the Board of Directors approved a third Stock Option Plan, which aims to grant up to 1,274,000 options, each entitling the beneficiary to purchase one Class A common share. Such options have an exercise price per share equal to US$11.04; provided that, unless otherwise provided for in an option agreement, this exercise price will be reduced by the amount per share distributed to our shareholders from the date of the grant of the option, whether as dividends, interest on capital, redemption, capital reduction or others. Options will become eligible to be exercised in January 2027. During the first semester of 2024 the Entity and its subsidiaries issued stock option in connection to the related Plan.

 

As of June 2024, there are stock options outstanding with respect to 1,273,492 Class A common shares.

 

The total expense recognized for the programs for the three-month period ended June 2024 was R$ 3,165.

 

Restricted Share Unit (RSU)

 

a)

Restricted Shares Units Plan

 

On April 04, 2022, the Entity announced its Restricted Share Unit Award Plan (“Plan”). The purpose of this Plan is to provide the opportunity for officers and employees of Vinci and its Subsidiaries, as elected by the Executive Compensation Committee, to receive restricted Shares (“RSU”). Shares representing up to 1.65% of the total amount of the capital stock of the Company, which equals, on this date, approximately 950,000 shares.

 

Under the Plan, stocks are awarded to the recipient upon their grant date. Subject to the terms of the Plan, each RSU shall grant the beneficiary the right to receive one (1) share, subject to the satisfaction of the conditions for acquisition of the shares. The RSUs awarded to the beneficiary shall be vested in different tranches, as long as the service condition is fulfilled and verified. The vesting dates may vary from 1 to 6 years after the granted date, accordingly to the dates defined in each Restricted Share Unit Award Agreement.

 

If an eligible participant ceases its relationship with the Group, within the vesting period, the rights will be forfeited, except

 

in limited circumstances.

 

b)

Fair value of shares granted.

 

Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model and underlying assumptions, which depends on the terms and conditions of the grant and the information available at the grant date.

 

The Company uses certain assumptions to determine the RSUs fair value at the granted date, including the following:

 

• Market value of the shares at the granted date.

• Estimative of dividend yield and the US interest rate for the years comprised from the granted date until the vesting dates.

 

These estimates also require determination of the most appropriate inputs to the valuation models including assumptions,

 

regarding the expected life of a share-based payment.

 

 F-55

  

c)

Outstanding shares granted and valuation inputs.

 

The total RSUs awarded for this Plan was 781,881. The table below summarize the activity for the year ended December 31, 2023, and for the six-month period ended June 30, 2024.

 

		06/30/2024				12/31/2023
RSU outstanding on January 1st			688,779				781,881
Forfeited			(2,180	)			(35,689	)
Vested			(68,311	)			(57,413	)
RSU outstanding on June 30/December 31			618,288				688,779

 

 

d)       As of June 30, 2024, total compensation expense of the plans was R$ 6,612 (R$ 4,645 as of June 30, 2023), including R$ 3,319 (R$ 806 as of June 30, 2023) of social charges provisions.

 

25

Subsequent Events

 

According to the Repurchase Program (Note 16(f)), from July 01, 2024 to July 25, 2024, 57,083 Class A common shares were repurchased by the Entity, in the amount of R$3,417.

 

 F-56

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