Jsl S.a.BMFBOVESPA: JSLG3

ITR 1Q25

· MarketScreener
FINANCIAL STATEMENTS 1Q25


Contents

Management report. 3

Statements of financial position - Assets. 15

Statements of financial position - Liabilities. 16

Statements of profit or loss. 17

Statements of comprehensive income. 18

Statements of changes in equity. 19

Statements of cash flows - indirect method. 20

Statements of value added. 21

Notes to the parent company and consolidated financial statements. 22

  1. Reporting entity …………………………………………………………………………………………………………………. 22

  2. Basis of preparation and presentation of the parent company and consolidated interim financial information and

    material accounting policies. 25

  3. Segment information. 26

  4. Financial instruments and risk management. 29

  5. Cash and cash equivalents 39

  6. Marketable securities and financial investments. 39

  7. Trade receivables. 39

  8. Fixed assets available for sale. 41

  9. Taxes recoverable. 41

  10. Investments. 42

  11. Property and equipment. 45

  12. Intangible assets. 49

  13. Trade payables. 51

  14. Loans, borrowings and debentures 52

  15. Debentures. 55

  16. Leases payable. 56

  17. Right-of-use leases. 57

  18. Social and labor liabilities 57

  19. Judicial deposits and provision for judicial and administrative litigation. 58

  20. Payables for the acquisition of companies. 60

  21. Income tax and social contribution. 61

  22. Related parties. 63

  23. Equity. 70

  24. Insurance coverage. 72

  25. Net revenue from sale, lease, rendering services and sale of decommissioned assets. 72

  26. Expenses by nature. 73

  27. Finance income (costs)............................................................................................................................................... 74

  28. Earnings per share...................................................................................................................................................... 74

  29. Supplemental information to the statement of cash flows........................................................................................... 75

Audit Committee's Report. 76

Officers' Representation on the parent company and consolidated financial statements. 77

Officers' Representation on the independent auditor's report. 78

São Paulo, May 06, 2025 - JSL S.A. (B3: JSLG3) ("JSL") announces its results for 1Q25.

1Q25 RESULTS REFLECT OPERATIONAL RESILIENCE AND MANAGEMENT MODEL DISCIPLINE
  • Gross revenue reached R$2.7 billion in the first quarter, a 12% increase vs. 1Q24, reinforcing the consistency of our growth trajectory

    • Consistent growth in both asset-light and asset-heavy operations - up 12% and 11% YoY, respectively - with lighter-asset projects gaining greater share

  • Adjusted EBITDA totaled R$458.2 million in 1Q25, up 14% YoY, with a margin of 20.6% - an expansion of 2.6

    p.p. over 4Q24

  • Adjusted net income was R$45.1 million in the quarter, with margin expansion potential supported by our deleveraging strategy

  • New contracts reached R$1.8 billion in 1Q25, with an average term of 81 months, adding R$22 million in average monthly revenue - supporting organic growth and expanding our presence across sectors

  • Free cash flow after growth investments reached R$241.2 million in 1Q25, reinforcing the Company's cash

    generation capacity

  • Important market recognitions; JSL is included in the B3 Corporate Sustainability Index ("ISE") for the second consecutive year, advancing 12 positions in the ranking, and maintains a B rating in the CDP, once again surpassing the global industry average

Financial Highlights Summary

(R$ million)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Gross Revenue

2,733.8

2,444.6

11.8%

2,937.5

-6.9%

Gross Revenue from Services

2,634.1

2,365.8

11.3%

2,856.3

-7.8%

Gross Revenue from Asset Sales

99.6

78.8

26.4%

81.3

22.6%

Net Revenue

2,319.9

2,070.3

12.1%

2,491.0

-6.9%

Net Revenue from Services

2,229.5

1,993.4

11.8%

2,411.3

-7.5%

Net Revenue from Asset Sales

90.5

76.9

17.7%

79.6

13.6%

EBIT

278.8

257.4

8.3%

266.4

4.7%

Margin (% NR from Services)

12.5%

12.9%

-0.4 p.p.

11.0%

+1.5 p.p.

Net Income

31.9

33.6

-5.1%

22.7

40.4%

Margin (% NR)

1.4%

1.6%

-0.2 p.p.

0.9%

+0.5 p.p.

EBITDA

454.2

396.0

14.7%

430.0

5.6%

Margin (% NR from Services)

20.4%

19.9%

+0.5 p.p.

17.8%

+2.5 p.p.

Net CAPEX

64.8

442.2

-85.4%

108.6

-40.4%

Adjusted EBIT¹

298.8

280.3

6.6%

286.1

4.5%

Margin (% NR from Services)

13.4%

14.1%

-0.7 p.p.

11.9%

+1.5 p.p.

Adjusted EBITDA¹

458.2

402.8

13.8%

434.0

5.6%

Margin (% NR)

20.6%

20.2%

+0.3 p.p.

18.0%

+2.6 p.p.

Adjusted¹ Net Income

45.1

48.7

-7.4%

35.7

26.3%

Margin (% NR from Services)

1.9%

2.4%

-0.4 p.p.

1.4%

+0.5 p.p.

¹Adjusted EBITDA, EBIT, and Net Income in 1Q24 and 4Q24, as reported at the time. In 1Q25, EBITDA and EBIT were adjusted by R$ 4.0 million to exclude the impact of the write-off of goodwill allocated to the cost of asset sales, reflecting an adjustment of R$ 2.7 million in Net Income. Additionally, EBIT was adjusted by R$ 16.0 million and Net Income by R$ 10.6 million to exclude the effects of amortization of goodwill/excess value from acquisitions.

Message from Management

We began 2025 pleased with the progress of our results. We remain committed to consolidating the Brazilian logistics market through consistent growth, sector and service diversification, and disciplined execution - even in a more challenging macroeconomic environment. We are confident in the Company's continued momentum, with operating margins returning to appropriate levels thanks to our focus on efficiency, cost reduction, and optimized capital allocation.

This quarter, we launched JSL Digital, our new business unit offering fully digitalized cargo transportation - from contracting to delivery. This solution integrates physical and digital processes, bringing greater speed, visibility, and security to shippers, drivers, and JSL alike. JSL Digital is built on a 100% asset-light model with a lean support structure, designed for clients whose cargo profiles are compatible with this approach. This setup enables us to offer more competitive pricing and expand into clients and logistics flows where we are not yet present - especially in "spot" A-to-B freight, which involves lower added value.

Net revenue for 1Q25 was R$2.3 billion, up 12% compared to the same period last year. This consistent organic growth was mainly driven by contracts signed throughout 2024 and the ramp-up already underway in most of them this quarter. The sequential decline compared to 4Q24 reflects the natural seasonality of the business. In 1Q25, we signed R$1.8 billion in new contracts that will sustain our growth trajectory in the coming quarters. Among them, a major new project brings us into the airport sector, further diversifying our service and sector exposure and opening new opportunities for expansion in this segment.

Performance was strong across all business lines in 1Q25, with 18% growth in urban distribution, 17% in warehousing, 14% in dedicated operations, and 8% in cargo transportation. These results were driven primarily by the pulp & paper, consumer goods, and e-commerce sectors, supported by new contracts signed last year and increased demand.

Adjusted EBITDA reached R$458.2 million in the quarter, up 14% compared to 1Q24, with a margin of 20.6% (an increase of 0.3 p.p. compared to 1Q24). This return to an adequate level reflects the successful contract renegotiation efforts initiated last quarter, which became necessary in response to rising input costs observed at the end of 2024 that temporarily impacted the profitability of certain contracts. It is important to note that the full positive impact has not yet been captured, as many of these renegotiations were concluded at the end of 1Q25. In addition to price adjustments, this scenario required even greater efforts to maximize productivity and operational efficiency, along with our continued focus on cost discipline. These actions drove the operational improvement reflected in the 2.6 p.p. margin expansion in 1Q25 compared to 4Q24.

Asset sales continued to grow as a result of our commercial initiatives to reduce idle asset inventory and further optimize capital allocation. However, margins remain under pressure in one specific class of light vehicles, which has experienced above-average depreciation in the used vehicle market. For other asset classes - especially heavy vehicles - sales are occurring at normalized margins.

Adjusted net income for 1Q25 was R$45.1 million. The bottom line continues to be impacted by high interest rates, with net financial expenses increasing by 14% compared to 4Q24. Additionally, deleveraging efforts aimed at a lighter balance sheet have not yet offset the sharp rise in interest rates in recent months.

ROIC Running Rate reached 14.3% in 1Q25. The large volume of new contracts signed this quarter - priced with higher IRRs to account for rising input costs driven by inflation - represents meaningful upside potential for ROIC as these contracts mature and ramp up, along with the projects launched in late 2024.

Net Capex in 1Q25 totaled R$64.8 million. The contracts signed in late 2024 and during the current quarter were less asset-intensive, reducing Capex needs. The decline in net Capex compared to 1Q24 and 4Q24 also reflects a strategic choice to lease part of the required assets, which contributes to a lighter balance sheet and supports JSL's deleveraging process. This strategy will also benefit from the cash generation capacity of investments made over the past twelve months, which have not yet fully converted into revenue.

Leverage remained stable at 3.04x Net Debt/EBITDA and 2.59x Net Debt/Adjusted EBITDA, the latter being our covenant reference. The deleveraging initiatives are still in early stages and have not yet impacted this indicator. We ended the quarter with R$1.7 billion in cash and R$530 million in committed credit lines, totaling R$2.3 billion in available liquidity - enough to cover short-term debt by 1.6x. This demonstrates our discipline in managing capital structure and maintaining sufficient liquidity to meet short- and medium-term obligations.

We made meaningful progress in sustainability in 1Q25. We were included in the B3 Corporate Sustainability Index ("ISE") portfolio for the second consecutive year e we maintained a B rating in the CDP, once again outperforming the global sector average, and continued investing in technologies that enhance operational efficiency and reduce environmental impact. We also expanded our inclusion and professional development programs. We launched the Truck Driver Training School, a free program offering both technical and behavioral training for new drivers, with a focus on workplace safety, traffic regulations, professional conduct, and transport management. We also expanded our diversity and inclusion efforts through the second edition of Conectando Fronteiras, now launched in Guarulhos (SP) - a program that integrates immigrants and refugees into the job market through training and hiring.

We began the year confident that we are on the right path to continue executing our strategic plan. The cost-reduction and capital-allocation optimization initiatives launched at the end of last year are already showing results this quarter. Combined with consistent revenue growth and disciplined debt management, these measures reinforce our confidence that we will continue advancing our logistics market consolidation agenda.

We thank our People, customers, and shareholders for their continued trust. Ramon Alcaraz

JSL CEO

The following financial information presented below has been prepared in accordance with International Financial Reporting Standards (IFRS). The results are presented on a consolidated basis.

Consolidated Results

Consolidated

(R$ million)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Gross Revenue

2,733.8

2,444.6

11.8%

2,937.5

-6.9%

Gross Revenue from Services

2,634.1

2,365.8

11.3%

2,856.3

-7.8%

Gross Revenue from Asset Sales

99.6

78.8

26.4%

81.3

22.6%

Net Revenue

2,319.9

2,070.3

12.1%

2,491.0

-6.9%

Net Revenue from Services

2,229.5

1,993.4

11.8%

2,411.3

-7.5%

Dedicated Operations

764.4

670.5

14.0%

780.2

-2.0%

Cargo Transportation

1,005.4

930.6

8.0%

1,124.3

-10.6%

Urban Distribution

169.8

144.5

17.5%

203.0

-16.3%

Warehousing

289.8

247.9

16.9%

303.9

-4.6%

Net Revenue from Asset Sales

90.5

76.9

17.7%

79.6

13.6%

Total Costs

(1,945.9)

(1,696.6)

14.7%

(2,103.2)

-7.5%

Cost of Services

(1,846.9)

(1,630.2)

13.3%

(2,018.7)

-8.5%

Cost of Asset Sales

(99.0)

(66.3)

49.3%

(84.5)

17.1%

Gross Profit

374.1

373.8

0.1%

387.8

-3.5%

Operational Expenses

(95.3)

(116.4)

-18.1%

(121.4)

-21.5%

EBIT

278.8

257.4

8.3%

266.4

4.7%

Margin (% NR from Services)

12.5%

12.9%

-0.4 p.p.

11.0%

+1.5 p.p.

Financial Result

(275.8)

(220.3)

25.2%

(242.6)

13.7%

Financial Revenues

64.6

63.3

2.1%

44.8

44.1%

Financial Expenses

(340.4)

(283.6)

20.0%

(287.4)

18.4%

Taxes

28.9

(3.5)

-924.4%

(1.1)

-2788.0%

Net Income (Loss)

31.9

33.6

-5.1%

22.7

40.4%

Margin (% NR)

1.4%

1.6%

-0.2 p.p.

0.9% +0.5 p.p.

EBITDA

454.2

396.0

14.7%

430.0

5.6%

Margin (% NR from Services)

20.4%

19.9%

+0.5 p.p.

17.8%

+2.5 p.p.

EBITDA-A

553.2

462.4

19.6%

514.6

7.5%

Margin (% NR from Services)

24.8%

23.2%

+1.6 p.p.

21.3%

+3.5 p.p.

Net CAPEX

64.8

442.2

-85.4%

108.6

-40.4%

Adjusted¹ EBIT

298.8

280.3

6.6%

286.1

4.5%

Margin (% NR from Services)

13.4%

14.1%

-0.7 p.p.

11.9%

+1.5 p.p.

Adjusted¹ EBITDA

458.2

402.8

13.8%

434.0

5.6%

Margin (% NR from Services)

20.6%

20.2%

+0.3 p.p.

18.0%

+2.6 p.p.

Adjusted¹ Net Income

45.1

48.7

-7.4%

35.7

26.3%

Margin (% NR)

1.9%

2.4%

-0.4 p.p.

1.4% +0.5 p.p.

¹Adjusted EBITDA, EBIT, and Net Income in 1Q24 and 4Q24, as reported at the time. In 1Q25, EBITDA and EBIT were adjusted by R$ 4.0 million to exclude the impact of the write-off of goodwill allocated to the cost of asset sales, reflecting an adjustment of R$ 2.7 million in Net Income. Additionally, EBIT was adjusted by R$ 16.0 million and Net Income by R$ 10.6 million to exclude the effects of

amortization of goodwill/excess value from acquisitions.

Net service revenue grew 12% compared to 1Q24, reaching R$2,229.5 million, driven by new contracts signed throughout 2024 and their continued ramp-up. This continued to support service diversification and sustained a consistent pace of organic growth. We further expanded our presence across nearly every sector of the economy, providing multiple growth avenues and helping ensure resilient demand.

The food and beverage sector remained the largest contributor to revenue (26% of 1Q25 total), followed by pulp and paper (16%), which grew 22% compared to 1Q24 due to the ramp-up of projects implemented in the first half of 2024, and the automotive sector (13%). We also continued to expand our presence in the ecommerce (6%) and consumer goods (11%) sectors, which grew 32% and 22% respectively, driven by contracts implemented throughout 2024 and increased demand.

Growth remained consistent across services:

  • The Cargo Transportation segment (45% of Net Service Revenue in 1Q25) grew 8% compared to 1Q24, supported by organic growth from new contracts in the chemical and e-commerce sectors and increased demand for the transportation of chilled and frozen food. It is worth noting that our exposure to this segment is increasingly focused on specialized and dedicated services, which feature higher entry barriers and more predictable demand.

  • Dedicated Operations (34% of Net Service Revenue in 1Q25) grew 14% compared to 1Q24, driven by the ramp-up of new contracts in the pulp and paper sector (+23%) implemented in 2024 and stronger demand in intralogistics operations (+36%)

  • Warehousing Operations (13% of Net Service Revenue in 1Q25) grew 17% compared to the same period last year, mainly due to new contracts implemented throughout the year in the Consumer Goods sector.

  • The Urban Distribution segment (8% of Net Service Revenue in 1Q25) increased 18% year over year, with strong performance in th Food & Beverage sector due to higher demand, and in the E-commerce sector due to new contracts implemented during 2024.

BREAKDOWN OF NET SEVICE REVENUE (1Q25)



Adjusted EBITDA reached R$458.2 million, with a margin of 20.6%. This return to an appropriate level - along with a 2.6 p.p. expansion compared to 4Q24 - reflects the success of commercial efforts to renegotiate contracts, which became necessary due to inflation. Additionally, stronger focus on cost discipline and productivity gains enhanced operational efficiency. On the other hand, asset sales continue to exert pressure on consolidated margins due to a specific class of light vehicles that experienced above-average depreciation in the used vehicle market. For other asset classes - especially heavy vehicles - sales have taken place at normalized margins.

Adjusted net income for 1Q25 was R$45.1 million. The bottom line remains under pressure from higher interest rates, which drove a 14% increase in net financial expenses compared to 4Q24. This impact has not yet been offset by ongoing deleveraging efforts. Given the nature of its business, JSL may opt for the presumed ICMS tax credit regime. Initially, the Company chose not to exclude this benefit from the IRPJ and CSLL tax calculation bases. However, in light of a judicial consensus recognizing this right, JSL began recognizing the effects of excluding the presumed ICMS credit from its IRPJ and CSLL bases. As a result, the Company recognized a tax credit of R$18.2 million, retroactive to January 2024, under IRPJ and CSLL. This benefit will persist in the coming months.

Asset Light

Asset Light

(R$ million)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Gross Revenue

1,399.2

1,245.8

12.3%

1,567.1

-10.7%

Net Revenue

1,168.6

1,038.9

12.5%

1,311.2

-10.9%

Net Revenue from Services

1,155.8

1,026.0

12.6%

1,299.2

-11.0%

Dedicated Operations

218.1

185.0

17.9%

228.8

-4.7%

Cargo Transport

606.3

563.4

7.6%

706.4

-14.2%

Urban Distribution

41.5

29.7

39.6%

60.2

-31.0%

Warehousing

289.8

247.9

16.9%

303.9

-4.6%

Net Revenue from Asset Sales

12.9

12.9

-0.6%

12.0

7.3%

Total Costs

(981.5)

(878.3)

11.8%

(1,111.1)

-11.7%

Cost of Services

(971.4)

(868.3)

11.9%

(1,098.1)

-11.5%

Personnel

(341.1)

(268.5)

27.1%

(358.5)

-4.8%

Third parties truck drivers

(371.9)

(377.9)

-1.6%

(458.2)

-18.9%

Fuel and lubricants

(62.4)

(56.4)

10.5%

(67.6)

-7.7%

Parts / tires / maintenance

(50.3)

(51.3)

-2.0%

(56.9)

-11.7%

Depreciation / amortization

(77.3)

(56.5)

36.9%

(72.3)

6.9%

Others

(68.4)

(57.7)

18.6%

(84.6)

-19.2%

Cost of Asset Sales

(10.2)

(9.9)

2.4%

(13.0)

-21.6%

Gross Profit

187.1

160.7

16.4%

200.1

-6.5%

Operational Expenses

(55.2)

(58.8)

-6.1%

(77.3)

-28.6%

EBIT

131.9

101.9

29.4%

122.8

7.4%

Margin (% NR from Services)

11.4%

9.9%

+1.5 p.p.

9.5% +2.0 p.p.

EBITDA

223.7

170.5

31.2%

209.1

6.9%

Margin (% NR from Services)

19.4%

16.6%

+2.7 p.p.

16.1%

+3.3 p.p.

Net service revenue in the asset-light segment reached R$1,155.8 million in 1Q25, a 13% increase compared to the same period last year. Major projects implemented in the Food & Beverage and E-commerce sectors throughout 2024 drove a strong 40% increase in the Urban Distribution segment. Dedicated Operations grew 18%, supported by increased demand from the Automotive sector in intralogistics operations. New projects in the Consumer Goods sector led to 17% growth in Warehousing. Cargo Transportation grew 8% year over year, driven by project rollouts in the Food and Consumer Goods sectors, although still impacted by the intentional revenue reduction in Agribusiness - in line with our strategic plan to reposition and restore margins in that sector.

From an industry perspective, Automotive accounted for 23% of the segment's revenue (milk run, intralogistics, and vehicle transportation services); Consumer Goods accounted for 19% (with a focus on warehousing and transfers between DCs); and Food & Beverage for 14% (transportation and warehousing).

Segment EBITDA totaled R$223.7 million in the quarter, up 31% compared to 1Q24, with an EBITDA margin of 19.4%, an increase of 2.7 p.p. The price adjustments achieved through recent contract renegotiations, combined with cost reduction efforts, also contributed to a 3.3 p.p. margin increase compared to 4Q24. The concentration of projects with a lighter asset profile (88% of new contracts signed in the quarter are asset-light) underscores the segment's potential for continued revenue and margin expansion.

Asset Heavy

Asset Heavy

(R$ million)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Gross Revenue

1,334.6

1,198.8

11.3%

1,370.5

-2.6%

Net Revenue

1,151.3

1,031.4

11.6%

1,179.7

-2.4%

Net Revenue from Services

1,073.7

967.5

11.0%

1,112.1

-3.5%

Dedicated Operations

546.3

485.5

12.5%

551.5

-0.9%

Cargo Transport

399.1

367.2

8.7%

417.8

-4.5%

Urban Distribution

128.3

114.7

11.9%

142.8

-10.1%

Warehousing

-

-

n.a

- n.a

Net Revenue from Asset Sales

77.6

64.0

21.4%

67.6

14.8%

Total Costs

(964.3)

(818.3)

17.8%

(992.1)

-2.8%

Cost of Services

(875.5)

(761.9)

14.9%

(920.5)

-4.9%

Personnel

(371.9)

(314.7)

18.2%

(395.4)

-6.0%

Third parties truck drivers

(45.4)

(25.6)

77.5%

(36.0)

26.0%

Fuel and lubricants

(214.0)

(199.2)

7.4%

(219.6)

-2.5%

Parts / tires / maintenance

(125.2)

(120.1)

4.2%

(134.7)

-7.1%

Depreciation / amortization

(77.6)

(56.2)

38.0%

(70.7)

9.7%

Others

(41.5)

(46.0)

-9.9%

(64.0)

-35.2%

Cost of Asset Sales

(88.8)

(56.4)

57.5%

(71.5)

24.2%

Gross Profit

187.0

213.1

-12.3%

187.7

-0.4%

Operational Expenses

(40.1)

(57.7)

-30.4%

(44.1)

-9.0%

EBIT

146.9

155.5

-5.5%

143.6

2.3%

Margin (% NR from Services)

13.7%

16.1%

-2.4 p.p.

12.9% +0.8 p.p.

EBITDA

230.5

225.6

2.2%

220.9

4.4%

Margin (% NR from Services)

21.5%

23.3%

-1.8 p.p.

19.9%

+1.6 p.p.

Net Service Revenue reached R$1,073.7 million in 1Q25, up 11% compared to 1Q24. The Urban Distribution segment grew 12%, driven by contracts implemented primarily in the E-commerce sector. In Dedicated Operations, the 13% increase compared to 1Q24 was supported by the ramp-up of projects in the Pulp & Paper sector. The Cargo Transportation segment grew 9%, fueled by project rollouts in the Food & Beverage and Fuel sectors, which include specialized and dedicated services. The essential role and high quality of our services within our customers' supply chains continue to support a consistent growth trajectory.

From an industry perspective, Food & Beverage accounted for 39% of the segment's revenue (with refrigerated and frozen food transportation and urban distribution), Pulp & Paper for 28% (with services spanning the customer's entire production chain), and Chemicals for 12% (with specialized and dedicated transportation of liquids and gases).

Asset-Heavy EBITDA totaled R$230.5 million in 1Q25, with an EBITDA margin of 21.5%. The margin declined compared to the same period last year due to higher input costs, as previously mentioned, which affected the profitability of certain capital-intensive contracts. However, the price recovery achieved through contract renegotiations - necessary to offset inflation - has already contributed to this quarter's results, driving a 1.6

p.p. increase in EBITDA margin compared to 4Q24. This contribution is expected to grow in the coming months. It is worth noting that the gross margin was impacted by the asset sale margin which, as previously mentioned, was pressured by a specific type of light vehicle that experienced a depreciation above the market average.

Financial Results

Finacial Result

(R$ mm)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Financial Revenues

64.6

63.3

2.1%

44.8

44%

Financial Expenses

(340.4)

(283.6)

20.0%

(287.4)

18.4%

Financial Result

(275.8)

(220.3)

25.2%

(242.6)

13.7%

Interest expense related to debt service (1Q25 vs. 1Q24) increased by R$56.3 million, reflecting a R$67.9 million negative impact from a higher CDI rate, offset by R$11.6 million from a lower average gross debt of the compared period. Analyzing the total Financial Result in relation to 4Q24, the increase of 13.7% is mainly the result of the increase in the CDI rate in 1Q25 compared to the previous quarter.

Capital Structure

Debt

(R$ million)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Gross Debt

7,465.5

8,679.6

-14.0%

7,427.0

0.5%

Cash and Cash Equivalents

1,748.5

3,720.4

-53.0%

1,894.9

-7.7%

Net Debt

5,717.0

4,959.2

15.3%

5,532.2

3.3%

Average cost of Net Debt (p.y.)

15.2%

13.7%

+1.5 p.p.

14.6%

+0.5 p.p.

Net Debt cost after taxes (p.y.)

10.0%

9.0%

+1.0 p.p.

9.7%

+0.4 p.p.

Average term of net debt (years)

5.0

6.0

-16.7%

5.1

-2.9%

Custo médio da dívida líquida (a.a.)

15.2%

13.7%

11.1%

14.6%

3.7%

Average cost of Gross Debt (p.y.)

14.7%

11.6%

+3.1 p.p.

13.4%

+1.3 p.p.

Average term of gross debt (years)

3.9

4.0

-2.5%

3.8

1.8%

We closed 1Q25 with R$1.7 billion in cash and marketable securities, and R$530 million in undrawn committed credit lines - totaling R$2.3 billion in available liquidity, equivalent to 1.6x our short-term debt. This amount is sufficient to cover debt maturities through the fourth quarter of 2026. It is worth noting that the average cost of gross debt is calculated based on the weighted average of interest expenses related to debt service and the average gross debt balance for the period. With the upcoming amortization of a CRA bond priced at 147% of the CDI in May 2025, we expect an additional 0.2 percentage point reduction in our average debt cost spread.

Leverage 1Q25 4Q24 1Q24 (R$ million)

Dívida líquida / EBITDA

3.04x

3.04x

2.68x

Dívida líquida / EBITDA-A

2.59x

2.63x

2.40x

EBITDA-A / Resultado Financeiro Líquido

2.75x

2.82x

2.98x

EBITDA UDM

1,877.6

1,819.5

1,848.7

EBITDA-A¹ UDM

2,203.5

2,106.8

2,066.6

¹EBITDA-A calculated according to the covenants methodology

Our leverage ratio stood at 3.04x Net Debt/EBITDA and 2.59x Net Debt/Adjusted EBITDA, the latter being our covenant reference. The coverage ratio, measured as Adjusted EBITDA divided by Net Financial Result, was

2.75x. We have maintained controlled leverage levels despite investments made over the past 12 months that have not yet fully translated into revenue - and therefore, results - as well as a higher cost of capital. This reflects our strong cash generation and pricing discipline in contract structuring. Deleveraging strategies remain in their early stages and have not yet impacted the indicator.

Investments

Investments 1Q25 1Q24 ▲ Y / Y 4Q24 ▲ Q / Q (R$ million)

Gross capex by nature

164.4

521.1

-68.4%

189.9

-13.4%

Expansion

91.9

365.6

-74.9%

145.8

-37.0%

Maintenance

50.9

148.6

-65.7%

38.3

33.0%

Others

21.6

6.9

212.9%

5.8

273.4%

Gross capex by type

164.4

521.1

-68.4%

189.9

-13.4%

Trucks

69.4

463.1

-85.0%

84.3

-17.7%

Machinery and Equipment

67.5

39.8

69.5%

53.9

25.1%

Light Vehicles

4.6

7.6

-38.7%

27.9

-83.3%

Bus

1.3

2.1

-39.0%

2.4

-48.1%

Others

21.6

8.5

154.3%

21.3

1.3%

Sale of assets

99.6

78.8

26.4%

81.3

22.6%

Total net capex

64.8

442.2

-85.4%

108.6

-40.4%

Net CAPEX for 1Q25 was R$64.8 million. Gross CAPEX totaled R$164.4 million, of which 56% was allocated to expansion efforts to support the implementation of new contracts and secure future revenue. In line with our strategic plan, part of the contracts signed in 4Q24 and 1Q25 included assets that were partially or fully leased, when our assessments indicated this to be the most advantageous model. As a result, CAPEX requirements for the quarter were already significantly lower than in previous periods - down 85% compared to 1Q24.

It is important to note that JSL does not operate with an inventory of assets. We only invest directly in assets for each operation once commercial contracts have been signed. The cash impact of these investments is reflected in the Cash Flow section of this report.

Profitability

ROIC (Return on Invested Capital) 1Q25 1Q24 4Q24 Running

LTM LTM LTM Rate LTM

EBIT

1,231.9

1,329.3

1,210.5

1,178.1

Effective Rate

12.3%

10.0%

22.7%

22%

NOPLAT

1,080.9

1,196.9

935.1

918.9

Current Period Net Debt

5,717.0

4,959.2

5,532.2

5,061.3

Previous Period Net Debt

4,959.2

3,784.1

4,852.4

4,335.0

Average Net Debt

5,338.1

4,371.6

5,192.3

4,698.1

Current Period Equity

1,791.2

1,698.3

1,770.4

1,791.2

Previous Period Equity

1,698.3

1,436.1

1,663.4

1,698.3

PL médio 1,744.8 1,567.2 1,716.9 1,744.8

Invested Capital Current Period

7,508.1

6,657.5

7,302.5

6,852.5

Invested Capital Previous Period

6,657.5

5,220.2

6,515.8

6,033.3

Average Invested Capital 7,082.8 5,938.9 6,909.2 6,442.9

ROIC

15.3%

20.2%

13.5%

14.3%

In 1Q25, our LTM ROIC was 15.3%, while our ROIC Running Rate stood at 14.3%. The operational improvements observed in the first quarter - as previously discussed - have not yet been fully reflected in the results and are expected to materialize over the coming months. Additionally, the high concentration of asset-light profiles in new contracts signed during 1Q25 - which reduce capital requirements - should also support further ROIC expansion. It is important to emphasize that our invested capital is always tied to contracted projects, with defined revenue and return expectations.

Cash flow

Cash Flow (R$ million)

1Q25

4Q24

1Q24

EBITDA

454.2

430.0

396.0

Working Capital

(124.8)

(158.1)

79.0

Cost of asset sales for rent and services provided

99.0

84.5

66.3

Maintenance Capex

(50.9)

(42.7)

(148.6)

Non Cash and Others

(14.0)

(21.3)

54.4

Cash generated by operational activities

363.5

292.5

447.2

(-) Income tax and social contribution paid

(0.5)

4.0

(5.6)

(-) Capex others

(21.6)

(5.8)

(6.9)

Free Cash Flow

341.4

290.7

434.7

(-) Expansion Capex

(100.2)

(184.5)

(263.1)

(-) Companies acquisition

-

(84.3)

-

Cash flow after growth

241.2

21.8

171.6

Our focus on pricing new contracts with appropriate profitability and ensuring efficient capital allocation enables us to maintain strong operating cash flow generation (R$ 241.2 million after growth in 1Q25) - reinforcing the resilience of our business model and supporting growth without compromising our capital structure. Expansion CAPEX with cash impact is presented net of financing benefits (such as FINAME) and supplier payment terms. The reduction in CAPEX requirements to sustain organic growth - observed throughout 2024 and in 1Q25 - along with working capital improvement initiatives, will continue to support cash generation and the Company's deleveraging strategy.

Exhibit I - Reconciliation of EBITDA and Net Profit

EBITDA Reconciliation

(R$ million)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Total Net Income

31.9

33.6

-5.0%

22.7

40.4%

Financial Result

275.8

220.3

25.2%

242.6

13.7%

Taxes

(28.9)

3.5

-930.9%

1.1

-2788.0%

Depreciation and Amortization

175.4

138.7

26.5%

163.7

7.1%

Fixed asset depreciation

63.4

101.2

-37.4%

124.0

-48.9%

IFRS 16 depreciation

112.0

37.5

198.7%

39.7

182.4%

EBITDA

454.2

396.0

14.7%

430.0

5.6%

Cost of Asset Sales

99.0

66.3

49.2%

84.5

17.1%

EBITDA-A

553.2

462.4

19.6%

514.6

7.5%

Additional value from acquisitions

4.0

6.8

n.a

3.9

n.a

Adjusted EBITDA

458.2

402.8

13.7%

434.0

5.6%

Adjusted EBITDA ex IFRS 16

346.2

365.3

-5.2%

394.3

-12.2%

Net Income Reconciliation(R$ million)

1Q25

1Q24

▲ Y / Y

4Q24

▲ Q / Q

Net income

31.9

33.6

-5.0%

22.7

40.4%

Additional value from acquisitions

2.7

4.5

n.a

2.6

n.a

PPA amortization

10.6

10.7

-1.0%

10.4

n.a

Adjusted Net Income

45.1

48.7

-7.4%

35.7

26.3%

Margin (% NR )

1.9%

2.4%

-0.4 p.p.

1.4%

+0.5 p.p.

Exhibit II - Balance Sheet

Assets (R$ million)

Current assets

1Q25

4Q24

1Q24

Liabilities (R$ million)

Current liabilities

1Q25

4Q24

1Q24

Cash and cash equivalents 327.0 442.8 624.8 Providers 291.5 309.3 557.3

Securities 1,420.6 1,451.3 3,095.6 Accounts payable 2.3 2.5 -

Derivative financial instruments 148.7 131.3 31.8 Derivative Financial Instruments 125.0 112.7 85.1

Accounts receivable 1,899.8 1,814.9 1,472.9 Loans and financing 1,414.2 1,474.8 785.3

Inventory / Warehouse 97.9 97.2 70.8 Debentures 56.0 37.3 52.2

Taxes recoverable 83.0 78.3 103.5 Financial lease payable 22.7 22.4 31.8

Income tax and social contribution 105.9 85.5 45.7 Lease for right use 165.0 132.3 125.2

Other credits 27.9 23.1 26.1 Labor obligations 388.4 364.7 366.6

Prepaid expenses 69.5 37.8 71.6 Tax liabilities 2.3 1.6 5.4

Assets available for sale (fleet renewal) 445.2 389.3 206.0 Income and social contribution taxes payable 181.4 184.5 150.1

Third-party payments 53.9 67.0 51.8 Dividends and Interest on Equity Payable - 106.5 -Other Accounts payable 78.8 75.8 86.4

Advances from customers 32.2 36.6 35.5

Related parties - - -

Acquisition of companies payable 136.5 147.4 113.2

Total current assets

4,679.4

4,618.6

5,800.7

Total current liabilities

2,896.1

3,008.4

2,394.1

Non-current assets Non-current

Non-current liabilities

Loans and financing 4,371.0 4,256.0 5,637.7

Securities

0.9

0.8

-

Debentures

1,566.2

1,565.3

2,300.4

Derivative financial instruments

115.4

86.9

273.3

Financial lease payable

66.7

70.6

87.0

Accounts receivable

32.2

25.3

37.2

Lease for right use

550.1

441.7

427.2

Taxes recoverable

98.8

87.0

162.4

Tax liabilities

10.6

11.9

28.3

Deferred income and social contribution taxes

16.4

12.8

7.0

Provision for judicial and administrative claims

471.3

493.7

592.0

Judicial deposits

70.5

70.5

63.5

Deferred income and social contribution taxes

240.8

259.9

185.1

Income tax and social contribution

174.9

164.3

143.1

Related parties

-

0.0

2.1

Related parts

-

-

-

Other Accounts payable

32.6

33.5

24.0

Compensation asset by business combination

379.6

406.8

484.4

Company acquisitions payable

463.3

448.8

556.2

Other credits

40.7

41.0

34.5

Labor obligations

15.9

13.9

142.2

Derivative financial instruments

107.9

106.2

5.3

Total do realizável a longo prazo

929.5

895.4

1,205.4

Total non-current liabilities

7,896.4

7,701.4

9,987.5

Investments

-

-

-

Property, plant and equipment

6,077.8

6,058.1

6,137.8

Intangible

897.0

908.1

936.0

Total

6,974.8

6,966.2

7,073.8

Total non-current assets

7,904.3

7,861.6

8,279.2

Total Equity

1,791.2

1,770.4

1,698.3

Total Assets

12,583.7

12,480.2

14,079.9

Total Liabilities and Equity

12,583.7

12,480.2

14,079.9

Glossary

EBITDA-A or EBITDA Added - Corresponds to EBITDA plus the residual accounting cost from the sale of fixed assets, which does not represent operational cash disbursements, as it is merely an accounting representation of the write-off of assets at the time of sale. Thus, the Company's Management believes that EBITDA-A is a most adequate measure of operating cash flow than traditional EBITDA as a proxy for cash generation to gauge the Company's capacity to meet its financial obligations. We also emphasize that based on public issuance deeds of debentures, to calculate leverage and coverage of net financial expenses, EBITDA-A corresponds to the earnings before financial results, taxes, depreciation, amortization, impairment of assets and equity equivalence, plus the sale of assets used in the provision of services, calculated over the last 12 (twelve) months, including the EBITDA Added of the last 12 (twelve) months of the merged and/or acquired companies.

IFRS16 - The International Accounting Standards Board (IASB) has issued CPC 06 (R2) /IFRS 16, which requires lessees to recognize most leases on the balance sheet, with a liability for future payments and an asset for the right-of-use being recorded. The standard entered into effect as of January 1, 2019.

Additional Information

The purpose of this Earnings Release is to detail the financial and operating results of JSL S.A. The financial information is presented in millions of Reais, unless otherwise indicated. The Company's interim financial information is prepared under the Brazilian Corporation Law and is presented on a consolidated basis under CPC-21 (R1) Interim Financial Reporting and IAS 34 - Interim Financial Reporting, issued by the IASB.

As of January 1, 2019, JSL adopted CPC 06 (R2)/IFRS 16 in its accounting financial statements corresponding to 1Q19. None of the changes leads to the restatement of the financial statements already published.

Due to the rounded figures, the financial information presented in the tables in this document may not be reconciled exactly with the figures presented in the audited consolidated financial statements.

Disclaimer

We make forward-looking statements that are subject to risks and uncertainties. Such statements are based on the beliefs and assumptions of our Management and are based on information currently available to the Company. Forward-looking statements include information about our intentions, beliefs, or current expectations and those of the Company's Board of Directors and Management.

Disclaimers for forward-looking information and statements also include information about possible or supposed operating results, as well as statements that are preceded by, followed by, or that include the words "believes," "may," "will," "continues," "expects," "predicts," "intends," "plans," "estimates," or similar expressions.

Forward-looking statements and information are not guarantees of performance. They involve risks, uncertainties, and assumptions as they relate to future events and depend, therefore, on circumstances that may or may not occur. Future results and shareholder value creation may differ materially from those expressed or implied by the forward-looking statements. Many of the factors that will determine these results and values are beyond our ability to control or predict.

Conference Call and Webcast Date: Wednesday, May 05th, 2025

Time: 10:00 a.m. (Brasília)

9:00 a.m. (New York) - with simultaneous interpretation into English

Connection phones: Brazil: +55 11 4632-2236

Other countries: +1 646 558-8656

Access code: JSL Webcast: ri.jsl.com.br

Webcast access: The presentation slides will be available for viewing and downloading in the Investor Relations section of our website ri.jsl.com.br. The audio for the conference call will be streamed live on the platform and will be available after the event.



For further information, please contact the Investor Relations Department: Phone: +55 (11) 3154-4013 | ri@jsl.com.br | ri.jsl.com.br

Assets Parent company Consolidated

Current assets

Note

03/31/2025

12/31/2024

03/31/2025

12/31/2024

Cash and cash equivalents

5

38,764

48,218

326,988

442,823

Marketable securities and financial investments

6

1,263,565

1,313,746

1,420,584

1,451,284

Derivative financial instruments

4.3 (b)

148,705

131,284

148,705

131,284

Trade receivables

7

1,204,056

1,172,563

1,899,823

1,814,896

Inventories

77,396

74,040

97,852

97,192

Fixed assets available for sale

8

320,624

320,777

445,182

389,254

Taxes recoverable

9

12,765

27,244

82,975

78,344

Income tax and social contribution recoverable

21.3

77,248

63,532

105,906

85,522

Prepaid expenses

38,260

24,338

69,524

37,794

Dividends and interest on capital receivable

21,981

14,964

-

-

Advances to third parties

27,985

36,083

53,872

67,044

Other credits

15,552

8,935

27,941

23,137

Non-current assets

3,246,901

3,235,724

4,679,352

4,618,574

Long-term assets

Marketable securities and financial investments 6

16,426

19,183

916

759

Derivative financial instruments 4.3 (b)

115,429

78,183

115,429

86,915

Trade receivables 7

18,138

18,950

32,220

25,304

Taxes recoverable 9

55,166

29,287

98,835

86,987

Income tax and social contribution recoverable 21.3

15,263

11,690

16,412

12,839

Judicial deposits 19

45,987

45,819

70,515

70,461

Deferred income tax and social contribution 21.1

-

-

174,920

164,275

Related parties 22.1

61,108

76,638

-

-

Indemnification assets due to business combination 19.4

31,498

29,499

379,557

406,819

Other credits

40,651

41,818

40,694

41,039

399,666

351,067

929,498

895,398

Investments

10.1 2,375,406

2,402,930

-

-

Property and equipment

11 3,696,210

3,628,121

6,077,766

6,058,085

Intangible assets

12 278,490

279,352

897,039

908,125

6,749,772

6,661,470

7,904,303

7,861,608

Total assets

9,996,673

9,897,194

12,583,655

12,480,182

Current Parent company Consolidated

Liabilities

Note

03/31/2025

12/31/2024

03/31/2025

12/31/2024

Trade payables

13

170,967

174,701

291,466

309,272

Supplier financing - confirming

-

-

2,255

2,521

Loans and borrowings

14

1,188,930

1,255,906

1,414,237

1,474,762

Debentures

15

56,010

37,289

56,010

37,289

Leases payable

16

21,830

21,641

22,669

22,435

Right-of-use leases

17

71,007

56,623

164,984

132,317

Social and labor liabilities

18

230,334

215,578

388,366

364,653

Derivative financial instruments

4.3 (b)

124,964

112,666

124,964

112,666

Income tax and social contribution payable

21.3

-

-

2,253

1,643

Tax liabilities

101,282

111,077

181,433

184,546

Dividends and interest on capital payable

-

106,546

-

106,546

Advances from customers

19,586

21,444

32,171

36,557

Payables for the acquisition of companies

20

136,461

147,414

136,461

147,414

Other payables

42,901

46,298

78,805

75,784

Non-current liabilities

2,164,272

2,307,183

2,896,074

3,008,405

Loans and borrowings 14

3,503,647

3,331,918

4,370,981

4,255,952

Debentures 15

1,566,155

1,565,315

1,566,155

1,565,315

Leases payable 16

65,753

69,387

66,713

70,596

Right-of-use leases 17

277,943

217,344

550,088

441,724

Social and labor liabilities 18

14,273

12,338

15,939

13,852

Derivative financial instruments 4.3 (b)

103,331

106,213

107,856

106,213

Tax liabilities

-

-

10,636

11,928

Provision for judicial and administrative litigation 19.2

54,538

53,859

471,272

493,666

Deferred income tax and social contribution 21.1

23,147

45,989

240,822

259,899

Payables for the acquisition of companies 20

423,143

408,620

463,335

448,797

Related parties 22.1

-

20

-

20

Other payables

9,297

8,648

32,610

33,455

6,041,227

5,819,651

7,896,407

7,701,417

Total liabilities

8,205,499

8,126,834

10,792,481

10,709,822

Equity

Share capital 23.1

806,688

806,688

806,688

806,688

Capital reserves 23.2

23,497

23,497

23,497

23,497

Treasury shares 23.3

(43,087)

(42,579)

(43,087)

(42,579)

Earnings reserves 23.4

975,303

975,303

975,303

975,303

Retained earnings for the period

31,892

-

31,892

-

Other equity adjustments related to subsidiaries

(4,064)

6,506

(4,064)

6,506

Equity adjustments 23.5

945

945

945

945

Total equity

1,791,174

1,770,360

1,791,174

1,770,360

Total liabilities and equity

9,996,673

9,897,194

12,583,655

12,480,182

JSL S.A.

Statements of profit or loss

For the three-month periods ended March 31, 2025 and 2024 In thousands of Brazilian Reais



Parent company Consolidated

Note

03/31/2025

03/31/2024

03/31/2025

03/31/2024

Net revenue from rendering logistics services, lease of vehicles,

machinery and equipment and sale of decommissioned assets used in

25

rendering services

1,321,937

1,110,506

2,319,934

2,070,341

Cost of sales, leases, rendering services and sale of decommissioned assets

26

(1,088,712)

(911,082)

(1,945,877)

(1,696,555)

Gross profit

233,225

199,424

374,057

373,786

Selling expenses

26

(6,117)

(5,690)

(9,946)

(11,458)

Administrative expenses

26

(42,360)

(45,202)

(111,841)

(112,176)

Reversal of (provision for) expected credit losses ("impairment") of trade receivables

26

(5,388)

1,012

(8,356)

(2,348)

Other operating income, net

26

26,377

(17,722)

34,875

9,576

Equity results from subsidiaries

10.1

16,987

44,424

-

-

Profit before finance income, costs and taxes

222,724

176,246

278,789

257,380

Finance income

27

57,401

61,234

64,599

63,292

Finance costs

27

(271,075)

(218,441)

(340,350)

(283,628)

Profit before income tax and social contribution

9,050

19,039

3,038

37,044

Income tax and social contribution - current

21.2

-

-

(1,159)

(7,603)

Income tax and social contribution - deferred

21.2

22,842

14,532

30,013

4,130

Total income tax and social contribution

22,842

14,532

28,854

(3,473)

Profit for the period

31,892

33,571

31,892

33,571

(=) Basic earnings per share (in R$)

(=) Basic earnings per share (in R$)

28.1

-

-

0.11213

0.11799

(=) Diluted earnings per share (in R$)

28.2

-

-

0.11214

0.11799

JSL S.A.

Statements of comprehensive income

For the three-month periods ended March 31, 2025 and 2024 In thousands of Brazilian Reais



Parent company Consolidated

03/31/2025

03/31/2024

03/31/2025

03/31/2024

Profit for the period

31,892

33,571

31,892

33,571

Changes in cash flow hedge in subsidiaries

Income tax and social contribution on changes in cash flow hedge in subsidiaries

3,075

(1,045)

-

-

3,075

(1,045)

-

-

Translation adjustments in the statement of financial position of foreign subsidiaries

(12,600)

1,331

(12,600)

1,331

Total other comprehensive income

(10,570)

1,331

(10,570)

1,331

Comprehensive income for the period

21,322

34,902

21,322

34,902

JSL S.A.

Statements of changes in equity

For the three-month periods ended March 31, 2025 and 2024 In thousands of Brazilian Reais



Capital reserves Earnings reserves

Share capital

Share-based payment transactions

Special reserve

Treasury shares

Retention of earnings

Tax incentive reserve

Investment reserve

Legal reserve

Retained earnings

Other equity adjustments related to

subsidiaries

Equity adjustments

Total equity

At December 31, 2023

806,688

777

22,720

(42,257)

15,192

345,377

463,280

63,810

-

(12,144)

-

1,663,443

Profit for the period

Translation adjustments in the statement of financial position of foreign subsidiaries

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

33,571

-

-

1,331

-

-

33,571

1,331

Total comprehensive income for the period, net of taxes

-

-

-

-

-

-

-

-

33,571

1,331

-

34,902

At March 31, 2024

806,688

777

22,720

(42,257)

15,192

345,377

463,280

63,810

33,571

(10,813)

-

1,698,345

At December 31, 2024

806,688

777

22,720

(42,579)

15,192

345,377

540,558

74,176

-

6,506

945

1,770,360

Profit for the period

Translation adjustments in the statement of financial position of foreign subsidiaries

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

31,892

-

-

(12,600)

-

-

31,892

(12,600)

Other comprehensive income for the period, net of taxes

-

-

-

-

-

-

-

-

-

2,030

-

2,030

Total comprehensive income for the period, net of taxes

-

-

-

-

-

-

-

-

31,892

(10,570)

-

21,322

Repurchase of shares

-

-

-

(508)

-

-

-

-

-

-

(508)

At March 31, 2025

806,688

777

22,720

(43,087)

15,192

345,377

540,558

74,176

31,892

(4,064)

945

1,791,174

19



The accompanying notes are an integral part of the parent company and consolidated financial statements.

JSL S.A.

Statements of cash flows - indirect method

For the three-month periods ended March 31, 2025 and 2024 In thousands of Brazilian Reais



Parent company Consolidated

03/31/2025

03/31/2024

03/31/2025

03/31/2024

Cash flows from operating activities

Profit before income tax and social contribution

9,050

19,039

3,038

37,044

Adjustments to:

Equity results from subsidiaries (note 10.1)

(16,987)

(44,424)

-

-

Depreciation and amortization (note 26)

106,243

73,658

175,385

138,661

Cost of sales of decommissioned assets (note 8)

43,140

35,742

98,995

66,341

Provision for losses and write-off of assets

(4,015)

19,379

6,488

39,677

Extemporaneous tax credits

(24,921)

(5,455)

(31,292)

(20,588)

Fair value of derivative financial instruments

1,244

(8,189)

17,575

(8,189)

Exchange rate changes

3,293

1,059

(6,850)

3,036

Interest and monetary variations on loans and borrowings, debentures, leases payable, right of use, funding expenses and interest on acquisition of companies

252,362

194,634

293,407

251,270

369,409

285,443

556,746

507,252

Changes in net working capital

Trade receivables

(36,046)

8,893

(100,126)

102,562

Inventories

(4,388)

(4,395)

(1,858)

(6,020)

Trade payables

3,298

(39,985)

(9,550)

(51,052)

Labor and tax liabilities, and taxes recoverable

3,128

54,526

12,184

66,687

Other current and non-current assets and liabilities

16,293

14,199

(25,421)

(33,195)

(17,715)

33,238

(124,771)

78,982

Income tax and social contribution paid

-

-

(482)

(5,559)

Interest paid on loans and borrowings, debentures, acquisition of companies, leases and right of use

(183,865)

(136,378)

(209,878)

(184,992)

Acquisition of operational property and equipment

(108,125)

(193,853)

(153,931)

(398,033)

Investments in marketable securities and financial investments

52,938

(1,828,047)

30,543

(1,852,333)

Net cash generated by (used in) operating activities

112,642

(1,839,597)

98,227

(1,854,683)

Cash flows from investing activities

Increase of capital in subsidiaries (note 10.1)

(17,709)

(4,700)

-

-

Debentures and commercial notes convertible into shares

-

(50,000)

-

-

Acquisition of property and equipment and intangible assets

(14,279)

(9,161)

(18,742)

(20,590)

Dividends and interest on capital received

31,146

727

-

-

Net cash used in investing activities

(842)

(63,134)

(18,742)

(20,590)

Cash flows from financing activities

Repurchase of treasury shares

(508)

-

(508)

-

New loans, borrowings and debentures

140,425

2,083,318

212,116

2,084,043

Payment of loans and borrowings, debentures, leases payable, right of use and

confirming

(108,827)

(100,963)

(254,318)

(196,182)

Payment of hedge derivative instruments

(35,228)

-

(35,228)

-

Supplier financing arrangement - confirming

-

-

(266)

-

Dividends and interest on capital paid

(106,546)

-

(106,546)

-

Net cash generated by (used in) financing activities

(110,684)

1,982,355

(184,750)

1,887,861

Effects of exchange rate variations on cash and cash equivalents

(10,570)

1,331

(10,570)

1,331

Increase (decrease) in cash and cash equivalents

(9,454)

80,955

(115,835)

13,919

Cash and cash equivalents

At the beginning of the period

48,218

64,008

442,823

610,869

At the end of the period

38,764

144,963

326,988

624,788

Increase (decrease) in cash and cash equivalents

(9,454)

80,955

(115,835)

13,919

Balance variation, without affecting cash

Offset of taxes recoverable against taxes payable

39,569

49,097

59,589

62,275

Balance variation of trade payables and supplier financing - car makers

7,032

(125,669)

8,256

(102,438)

Additions of right-of-use leases

(94,291)

(40,428)

(203,420)

(92,195)

20



The accompanying notes are an integral part of the parent company and consolidated financial

JSL S.A.

Statements of value added

For the three-month periods ended March 31, 2025 and 2024 In thousands of Brazilian Reais



Parent company Consolidated

03/31/2024 03/31/2024

Revenues

Note

03/31/2025

Restated

(note 1.4)

03/31/2025

Restated

(note 1.4)

Sales, lease, rendering services and sale of decommissioned assets

25

1,555,998

1,314,664

2,733,773

2,444,576

Reversal of (provision for) expected credit losses

("impairment") of trade receivables

26

(5,388)

1,012

(8,356)

(2,348)

Other operating income

26

31,607

3,645

50,236

32,989

1,582,217

1,319,321

2,775,653

2,475,217

Inputs acquired from third parties

Cost of sales and rendering services

(627,901)

(564,701)

(1,165,312)

(1,082,179)

Materials, electric power, services provided by third parties and others

(37,365)

(52,709)

(58,702)

(64,750)

(665,266)

(617,410)

(1,224,014)

(1,146,929)

Gross value added

916,951

701,911

1,551,639

1,328,288

Retentions

Depreciation, amortization and impairment

26

(106,243)

(73,658)

(175,385)

(138,661)

Net value added produced by JSL

810,708

628,253

1,376,254

1,189,627

Value added received through transfer

Equity results from subsidiaries

10.1

16,987

44,424

-

-

Finance income

27

57,401

61,234

64,599

63,292

74,388

105,658

64,599

63,292

Total value added to distribute

885,096

733,911

1,440,853

1,252,919

Value added distributed

Personnel and payroll charges

385,325

319,094

700,141

596,520

Direct remuneration

257,512

209,787

490,777

415,333

Benefits

104,465

89,874

170,721

147,276

Severance pay fund (FGTS)

23,348

19,433

38,643

33,911

Taxes, charges and contributions

177,828

149,292

342,064

317,110

Federal taxes

99,070

78,256

184,334

177,633

State taxes

53,428

48,287

123,073

107,740

Municipal taxes

25,330

22,749

34,657

31,737

Third-party capital remuneration

290,051

231,954

366,756

305,718

Interest and bank fees

27

271,075

218,441

340,350

283,628

Leases

26

18,976

13,513

26,406

22,090

Remuneration of own capital

31,892

33,571

31,892

33,571

Retained earnings for the period

31,892

33,571

31,892

33,571

Value added distributed

885,096

733,911

1,440,853

1,252,919

21



The accompanying notes are an integral part of the parent company and consolidated financial

  1. General information i. General information

    JSL S.A. ("Company" or "Parent company") is a publicly-traded corporation with its headquarters at Doutor Renato Paes de Barros Street 1.017, 9th floor - Itaim Bibi - São Paulo, with shares traded on B3 S.A. - Brasil, Bolsa, Balcão ("B3") under the ticker JSLG3, and controlled by Simpar S.A. ("Holding"). The Company also trades share deposit certificates on the over-the-counter market of the United States of America (USA) in order to facilitate the purchase, maintenance and sale of shares by North American investors.

    JSL S.A. and its subsidiaries (collectively referred to as "JSL") are focused on logistics services, referred to as 'JSL Logística', mainly providing services of intercity, interstate and international road freight transport; chartered passenger transport; logistical organization of freight transport; storage, handling in manufacturing plants and related activities.

    1. Main events
      1. Tax Reform on consumption

        On December 17, 2024, the Brazilian National Congress approved Complementary Bill 68/2024 and on January 16, 2025 Complementary Law 214 was published, resulting from the conversion of Complementary Bill 68/2024, as part of the regulation of the Constitutional Amendment 132, which establishes the Tax Reform on Consumption. The Law introduces the Tax on Goods and Services (IBS), the Contribution on Goods and Services (CBS) and the Selective Tax (IS), marking an important step in the Tax Reform on Consumption. The Company is monitoring this matter and assessing the effects that that may be caused by this and future regulations still in progress at the National Congress.

    2. List of interests in subsidiaries

      The Company's equity interests in its subsidiaries at the end of the reporting period are as follows:

      03/31/2025 12/31/2024

      Corporate name

      Headquarter

      country

      Direct

      %

      Indirect

      %

      Direct

      %

      Indirect

      %

      Transmoreno Transporte e Serviços Ltda ("Quick").

      Brazil

      99.99

      0.01

      99.99

      0.01

      Sinal Serviços de Integração Industrial Ltda.

      Brazil

      99.99

      0.01

      99.99

      0.01

      Yolanda Logística Armazém Transportes e Serviços Gerais Ltda.

      Brazil

      99.99

      0.01

      99.99

      0.01

      Fadel Transportes e Logística Ltda.

      Brazil

      100.00

      -

      100.00

      -

      Fadel Logistics South Africa ("Fadel África do Sul").

      South Africa

      -

      100.00

      -

      100.00

      Hub Services Solutions (PTY) Ltd

      South Africa

      -

      100.00

      -

      100.00

      Mercosur Factory Sociedad Anónima ("Fadel Paraguai").

      Paraguay

      100.00

      -

      100.00

      -

      Fadel Logistics Ghana Ltd ("Fadel Gana").

      Ghana

      100.00

      -

      100.00

      -

      Pronto Express Logística S.A.

      Brazil

      100.00

      -

      100.00

      -

      Fazenda São Judas Logística Ltda.

      Brazil

      -

      100.00

      -

      100.00

      TPC Logística Sudeste S.A.

      Brazil

      -

      100.00

      -

      100.00

      TPC Logística Nordeste S.A.

      Brazil

      -

      100.00

      -

      100.00

      Transportadora Rodomeu Ltda.

      Brazil

      100.00

      -

      100.00

      -

      Agrolog Transportadora de Cargas em Geral Ltda.

      Brazil

      100.00

      -

      100.00

      -

      Transportes Marvel S.A.

      Brazil

      100.00

      -

      100.00

      -

      Truckpad Tecnologia e Logística S.A.

      Brazil

      100.00

      -

      100.00

      -

      IC Transportes Ltda.

      Brazil

      100.00

      -

      100.00

      -

      Artus Administradora Ltda.

      Brazil

      100.00

      -

      100.00

      -

    3. Sustainability and environment

      The logistics and transport sector is very relevant with regard to Greenhouse Gas (GHG) emissions and, consequently, climate change. JSL assesses this aspect as a risk in its business, as these changes can directly affect its revenues, costs and resource availability. JSL seeks to operate in a sustainable manner, developing solutions that address or neutralize the negative impacts of operations. In this sense, since 2022 a Climate Change Policy has been maintained which, together with the Sustainability Policy, directs mitigation, offset and adaptation actions due to the climate change scenario.

      JSL also follows what is determined in the Greenhouse Gas Emissions Management Program in order to contribute to the public target of reducing the intensity of GHG emissions by 15% by 2030.

      The measurement and monitoring of emissions is presented bimonthly to the Group's Sustainability Committee, and the following factors are considered as part of the plan:

      • maintenance of low average fleet age and use of more recent technologies;

      • evaluation of the acquisition of electric and gas-powered vehicles and equipment;

      • use of telemetry to improve driver performance, reducing fuel consumption and optimizing the fleet;

      • increase in the participation of renewable energy sources in the energy matrix, to minimize Scope 2 emissions.

      The emissions inventory is compiled and audited by independent auditors and published annually. Furthermore, the program and controls are constantly improved in pursuit of the set objective, and for the fourth consecutive year JSL won the Gold Seal of the Brazilian GHG Protocol Program, from the Center for Sustainability Studies (FGVces), of Fundação Getúlio Vargas (FGV SP). The certification is recognition for companies that achieve the highest level of qualification and transparency in verifying their 2022 greenhouse gas (GHG) emissions inventory. The Company also maintains a B grade in the Carbon Disclosure Project, above the global average for the transport and logistics sector, which is a C grade.

    4. Restatement of comparative figures

      In the period ended March 31, 2025, an adjustment from previous years was identified, related to the reclassification between lines in the Statement of Value Added - DVA. Social charges on payroll, specifically the social security contribution to the National Institute of Social Security (INSS), were improperly classified under the heading 'Benefits' (Personnel and Charges), in the group 'Distributed value added'. Considering that it is a federal contribution, the Company reclassified it to the heading 'Federal' (Taxes, Charges and Contributions), in the same group of 'Distributed Value Added'.

      The parent company and consolidated interim financial information as of March 31, 2024, presented for comparison purposes, has been adjusted and is being restated. The effects of the restatement are shown below:

      JSL S.A.

      Notes to the parent company and consolidated financial statements For the three-month periods ended March 31, 2025 and 2024

      In thousands of Brazilian Reais, unless otherwise stated



      24



      Parent company Consolidated

      Disclosed

      Restated

      Disclosed

      Restated

      Revenues

      03/31/2024

      Reclassification

      03/31/2024

      12/31/2024

      Reclassification

      12/31/2024

      Sales, lease, rendering services and sale of decommissioned assets

      1,314,664

      -

      1,314,664

      2,444,576

      -

      2,444,576

      Reversal of (provision for) expected credit losses ("impairment") of trade receivables

      1,012

      -

      1,012

      (2,348)

      -

      (2,348)

      Other operating income

      3,645

      -

      3,645

      32,989

      -

      32,989

      1,319,320

      -

      1,319,320

      2,475,217

      -

      2,475,217

      Inputs acquired from third parties

      Cost of sales and rendering services

      (564,701)

      -

      (564,701)

      (1,082,179)

      -

      (1,082,179)

      Materials, electric power, services provided by third parties and others

      (52,709)

      -

      (52,709)

      (64,750)

      -

      (64,750)

      (617,410)

      -

      (617,410)

      (1,146,929)

      -

      (1,146,929)

      Gross value added

      701,910

      -

      701,910

      1,328,288

      -

      1,328,288

      Retentions

      Depreciation, amortization and impairment

      (73,658)

      -

      (73,658)

      (138,661)

      -

      (138,661)

      Net value added produced by JSL

      628,253

      -

      628,253

      1,189,627

      -

      1,189,627

      Value added received through transfer

      Equity results from subsidiaries

      44,424

      -

      44,424

      -

      -

      Finance income

      61,234

      -

      61,234

      63,292

      -

      63,292

      105,658

      -

      105,658

      63,292

      -

      63,292

      Total value added to distribute

      733,911

      -

      733,911

      1,252,919

      -

      1,252,919

      Value added distributed

      Personnel and payroll charges

      332,312

      (13,218)

      319,094

      631,838

      (35,318)

      596,520

      Direct remuneration

      209,787

      -

      209,787

      415,333

      -

      415,333

      Benefits

      103,092

      (13,218)

      89,874

      182,594

      (35,318)

      147,276

      Severance pay fund (FGTS)

      19,433

      -

      19,433

      33,911

      -

      33,911

      Taxes, charges and contributions

      136,074

      13,218

      149,292

      281,792

      35,318

      317,110

      Federal taxes

      65,038

      13,218

      78,256

      142,315

      35,318

      177,633

      State taxes

      48,287

      -

      48,287

      107,740

      -

      107,740

      Municipal taxes

      22,749

      -

      22,749

      31,737

      -

      31,737

      Third-party capital remuneration

      231,954

      -

      231,954

      305,718

      -

      305,718

      Interest and bank fees

      218,441

      -

      218,441

      283,628

      -

      283,628

      Leases

      Remuneration of own capital

      13,513

      -

      33,571

      -

      -

      13,513

      33,571

      22,090

      33,571

      -

      -

      22,090

      33,571

      Retained earnings for the period

      33,571

      -

      33,571

      33,571

      -

      33,571

      Value added distributed

      733,911

      -

      733,911

      1,252,919

      -

      1,252,919

  2. Basis of preparation and presentation of the parent company and consolidated financial statements and significant accounting policies
    1. Statement of compliance (with regard to the Brazilian Accounting Pronouncements Committee - CPC and International Financial Reporting Standards - IFRS)

      The interim financial information has been prepared in accordance with Technical Pronouncement CPC 21 (R1)

      - "Interim Financial Reporting" and IAS 34 - "Interim Financial Reporting", issued by the International Accounting Standards Board ("IASB"), and presented according to the standards issued and approved by the Securities and Exchange Commission of Brazil ("CVM"), applicable to the preparation of Quarterly Information - ITR.

      The interim financial information contains selected explanatory notes that explain significant events and transactions, which allow the understanding of the changes occurred in JSL's financial position and performance since its last parent company and consolidated annual financial statements. Therefore, this interim financial information should be read in conjunction with the Company's financial statements for the year ended December 31, 2024, published on March 24, 2025.

      All significant information in the interim financial information, and only this information, is being disclosed and corresponds to that used by Management in its activities.

      The issue of this interim financial information was authorized by the Board of Directors on May 6, 2025.

    2. Statement of value added ("DVA")

      The preparation of the parent company and consolidated statements of value added (DVA) is required by the Brazilian corporate legislation and the accounting practices adopted in Brazil applicable to listed companies.

      The international financial reporting standards ("IFRS") do not require the presentation of such statement. Accordingly, under the IFRS this statement is presented as supplementary information, and not as part of the set of parent company and consolidated quarterly information.

    3. Functional currency and translation of foreign currency
      1. Functional and presentation currency

        These parent company and consolidated financial statements are presented in Brazilian reais (R$), which is the functional currency of the Company and its subsidiaries except for subsidiaries Fadel Mercosur, Fadel South Africa and Fadel Ghana, whose functional currencies are, respectively, Guarani, Rand and Ghanaian Cedi, as detailed in item c). All amounts have been rounded off to the nearest thousand, unless otherwise indicated.

      2. Transactions and balances

        Foreign currency transactions are translated into Brazilian Reais using the exchange rates prevailing at the dates of the transactions or the dates of valuation when items are remeasured.

        Foreign exchange gains and losses that relate to financial assets and liabilities, such as loans and borrowings, cash and cash equivalents and marketable securities indexed in a currency other than the Brazilian Real, are presented in the statement of profit or loss as finance income or costs.

      3. Group companies with a different functional currency

        The financial statements of the subsidiaries Fadel Mercosur, Fadel South Africa and Fadel Ghana, included in the consolidation, were prepared in Guarani, Rand and Ghanaian Cedi, respectively, which are their functional currencies. The results and financial position of Fadel Paraguay, Fadel South Africa and Fadel Ghana, whose functional currencies differ from the presentation currency, are translated into the Company's presentation currency as follows:

        1. Assets and liabilities for each statement of financial position are translated at the closing rate at the reporting date;

        2. Income and expenses for each statement of profit or loss are translated at the average monthly exchange rates;

        3. All differences arising from translation of exchange rates are recognized as a separate component in equity, in the line item "Other equity adjustments related to subsidiaries".

          The exchange rates in Reais in effect on the base date of these financial statements are as follows:

          Currency

          Rate

          03/31/2025

          Guarani

          Average

          0.0007398

          Guarani

          Closing

          0.0007204

          Rande

          Average

          0.3166

          Rande

          Closing

          0.3125

          Cedi Ganes

          Average

          0.3840

          Cedi Ganes

          Closing

          0.3717

          The amounts presented in the cash flows are extracted from the translated movements of assets, liabilities and profit or loss, as detailed above.

    4. Use of estimates and judgments

      In preparing this interim financial information, Management has made judgments and estimates that affect the application of JSL's accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

      Estimates and assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized prospectively.

      The significant judgments made by Management during the application of JSL's accounting policies and the information about uncertainties related to assumptions and estimates that have a significant risk of resulting in a material adjustment are the same as those disclosed in the latest parent company and consolidated interim financial information.

  3. Segment information

The service lines of the logistics operations segment are presented in relation to the JSL businesses, which were identified based on the management structure and internal managerial information utilized by the JSL chief decision-makers.

The results per segment consider the items directly attributable to the segment, as well as those that may be allocated on reasonable bases.

The Company and its subsidiaries operate in a sole business segment:

  • Logistics operations: Refers to the equity and profit or loss positions of all effects arising from the operating and financial impacts of the logistics business.

Segment information is presented in a manner consistent with the internal reporting provided to the chief operating decision-maker, who is responsible for allocating resources, assessing performance, and making strategic decisions. Performance is assessed based on indicators such as net revenue, EBIT, EBITDA and profit.

The logistics operations segment information for the quarters ended March 31, 2025 and 2024 is as follows:

Consolidated

03/31/2025

03/31/2024

Net revenue from rendering services, lease of vehicles, machinery and equipment and sale of decommissioned assets

2,319,934

2,070,341

Cost of rendering services and lease of vehicles, machinery and equipment and decommissioned assets

(1,945,877)

(1,696,555)

Gross profit

374,057

373,786

Selling expenses

(9,946)

(11,458)

Administrative expenses

(111,841)

(112,176)

Provision for expected credit losses ("impairment") of trade receivables

(8,356)

(2,348)

Other operating income, net

34,875

9,576

Profit before finance income, costs and taxes

278,789

257,380

Finance income (costs), net

(275,751)

(220,336)

Profit before income tax and social contribution

3,038

37,044

Total income tax and social contribution

28,854

(3,473)

Profit for the period

31,892

33,571

In this structural segment, we have the various service lines of the logistics business, such as:

  • Urban distribution: It operates with dry, refrigerated or frozen cargo with online temperature control and performs exits and returns to/from warehouses operated or not by JSL or direct from industry to retail. Urban distribution is directly connected with the performance of consumption in Brazil by serving the B2B segment and what can be considered as B2C, which is delivery at points that will be the basis for distribution to the final consumer. The Company has urban distribution operations mainly in the Food, Beverage, Consumer Goods, E-Commerce, Pharmaceutical, Cosmetic and General Cargo Shippers sectors.

  • Logistics operations: characterized by closed-loop operations as part of the customer's production process, with a high level of specialization and customization and a high degree of technological integration and monitoring. Contracts in this segment have terms of 3 to 5 years and involve its own assets and real-time monitoring software, commodity logistics and studies and dimensioning of activities to identify the best options for customers, loading of raw material and product, raw material supply, finished product flow, internal and port handling, road maintenance, waste management and waste discharge. The segment also includes freight and leasing with labor to transport customers' employees and internal logistics at the customer's assets, which comprises a vast niche of customized services for each operation and consist of the handling of raw materials, products and assembly lines supply. The volumes of dedicated operations services are related to the performance of commodities and industrial activity in the country, and their main business sectors are pulp and paper and mining.

  • Storage services: Management of dedicated and multi-customer warehouses performing receipt, dry, refrigerated and frozen storage, production line sequencing and supply and packaging and packers supply with customer sales systems connected to JSL for delivery within 24 hours, when necessary, connecting to the urban distribution service. Storage services are also connected with industrial activity,

    consumption and macro-economic factors, as they signal the need to expand the supply of warehouses in strategic locations for distribution. The main sectors served by the segment are Consumer Goods and Food and Beverage.

  • Cargo transport: It comprises the movement by road modal of inputs or finished products, including new vehicles, from the supply point to their final destination, that is, the flow of products in the point-to-point system through the full load mode. Cargo transport is linked to the performance of consumption and movement of goods in the country for internal consumption or export. The main sectors served by cargo transport are Food and Beverage, Automotive and Consumer Goods.

In the three-month periods ended March 31, 2025 and 2024, there is no customer with revenue individually greater than 10% of the net revenue from services.

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