Log-In Logística Intermodal S.A.
Individual and Consolidated
1
December 31, 2025
Centro Empresarial PB 370
Praia de Botafogo, 370
8º ao 10º andar - Botafogo
22250-040 - Rio de Janeiro - RJ - Brasil Tel: +55 21 3263-7000
ey.com.br
Independent auditor's report on individual and consolidated financial statementsTo the Shareholders, Board of Directors and Officers
Log-in Logística Intermodal S.A. and SubsidiariesRio de Janeiro - RJ
OpinionWe have audited the individual and consolidated financial statements of Log-in Logística Intermodal S.A. ("Company"), identified as individual and consolidated, respectively, which comprise the statement of financial position as at December 31, 2025 and the statements of profit or loss, of comprehensive income, of changes in equity, and of cash flows for the year then ended, and notes to the financial statements, including material accounting policies and other explanatory information.
In our opinion, the financial statements referred to above present fairly, in all material respects, the individual and consolidated financial position of Log-in Logística Intermodal S.A. as at December 31, 2025, and its individual and consolidated financial performance and its cash flows for the year then ended in accordance with the accounting practices adopted in Brazil and with the International Accounting Standards (IFRS Accounting Standards) issued by the International Accounting Standards Board (IASB).
Basis for opinionWe conducted our audit in accordance with Brazilian and International Standards on Auditing. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the audit of the individual and consolidated financial statements section of our report. We are independent of the Company in accordance with the relevant ethical principles set forth in the
Code of Professional Ethics for Accountants, the professional standards issued by Brazil's National Association of State Boards of Accountancy ("CFC") and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit mattersKey audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current year. These matters were addressed in the context of our audit of the individual and consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter, including any commentary on the findings or outcome of our procedures, is provided in the context of the financial statements as a whole.
We have fulfilled the responsibilities described in the Auditor's responsibilities for the audit of the individual and consolidated financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.
1
Recognition of coastal navigation revenue ("navigation revenue"), "container" revenue, general cargo and ancillary services ("terminal revenue"), and road freight transportation revenue
As disclosed in Note 21 to the individual and consolidated financial statements, the revenue of the Company and its subsidiaries primarily derives from coastal navigation revenue and road freight transportation. This includes freight revenue from both domestic and international markets, as well as terminal services. The Company and its subsidiaries recognize their navigation, terminal, and road freight transportation revenues in the amounts of R$ 1,916,138 thousand and R$3,081,024 thousand in the individual and consolidated financial statements, respectively, as at December 31, 2025, considering the contractual conditions signed between the Company and its customers and in accordance with the performance obligations of the services provided thereto, as stipulated by accounting pronouncement CPC 47 - Revenue from Contracts with Customers , equivalent to the IFRS 15.
The process of recognizing the revenue from navigation, terminals, and road freight transportation of the Company was considered a key audit matter due to, among other factors, the judgment involved in determining the timing of revenue recognition for the provision of services, considering assumptions such as the duration of service provision, contractual conditions between the parties, and the extent of consumption of the benefits of the services provided, as well as its significance in the context of the individual and consolidated financial statements.
How our audit has addressed this matterOur audit procedures included, among others: (i) obtaining an understanding of the procedures and controls implemented by the Company related to the revenue recognition process, to assist in the selection and application of audit procedures applicable to the circumstances, which included verifying the correlation between revenue, accounts receivable, and cash, considering the entire universe of accounting entries through the use of data analysis tools, focusing on identifying and investigating accounting records inconsistent with our expectations developed from our knowledge of the Company and its industry; (ii) inspecting on a sample basis the supporting documentation for revenues for the year ended December 31, 2025; (iii) inspecting on a sample basis the invoices, delivery receipts, and financial settlement, where applicable, of the recognized receivables resulting from the provision of services for the year ended December 31, 2025, with the objective of assessing the revenue recognition period; (iv) analyzing the supporting documentation for measuring the services provided for the respective revenue, recorded close to December 31, 2025 (base date), with the aim of assessing the revenue recognition period; and (v) reviewing the adequacy of the disclosures made in the individual and consolidated financial statements.
As a result of the audit procedures performed, we identified deficiencies in internal controls over the revenue recognition processes that led us to change our initial audit approach and expand the scope of our planned substantive procedures to obtain sufficient and appropriate audit evidence.
Based on the results of the audit procedures performed, which are consistent with the assessment of management, we consider the Company's revenue recognition policies derived from navigation revenue, terminal revenue, and road freight transportation to be acceptable in supporting the judgments, estimates, and information included in the context of the individual and consolidated financial statements taken as a whole.
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Other matters
Statement of value added
The individual and consolidated statement of value added for the year ended December 31, 2025 prepared under the responsibility of the Company's executive board and presented as supplementary information for IFRS purposes, was submitted to audit procedures performed in conjunction with the audit of the Company's financial statements. For the purpose of forming our opinion, we evaluate whether this statement is reconciled with the financial statements and accounting records, as applicable, and whether its form and content are in accordance with the criteria set forth in Accounting Pronouncement CPC 09 - Statement of Value Added. In our opinion, this statement of value added has been properly prepared, in all material respects, in accordance with the criteria set forth in this Accounting Pronouncement and is consistent with the individual and consolidated financial statements as a whole.
Other information accompanying the financial statements and the auditor's reportManagement is responsible for such other information, which comprises the Management Report.
Our opinion on the individual and consolidated financial statements does not cover the Management Report and we do not express any form of assurance conclusion thereon.
In connection with our audit of the individual and consolidated financial statements, our responsibility is to read the Management Report and, in doing so, consider whether this report is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of the Management Report, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and those charged with governance for the individual and consolidated financial statementsManagement is responsible for the preparation and fair presentation of the individual and consolidated financial statements in accordance with accounting practices adopted in Brazil and with the International Accounting Standards (IFRS Accounting Standards) issued by the International Accounting Standards Board (IASB), and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the individual and consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company and its subsidiary or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company's and its subsidiary's financial reporting process.
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Auditor's respons ibilities for the audit of the individual and consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the individual and consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Brazilian and International Standards on Auditing will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with the Brazilian and International Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Identified and assessed the risks of material misstatements of the individual and consolidated financial statements, whether due to fraud or error, designed and performed audit procedures responsive to those risks, and obtained audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtained an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
Evaluated the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the executive board.
Concluded on the appropriateness of executive board's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast substantial doubt as to the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the individual and consolidated financial statements or, if such disclosures are inadequate, to modify our opinion on the statement of financial position. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or future conditions may cause the Company to cease to continue as a going concern.
Evaluated the overall presentation, structure and content of the financial statements, including the disclosures, and whether the individual and consolidated financial statements represented the underlying transactions and events in a manner that achieves fair presentation.
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We communicated with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements, including applicable independence requirements, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determined those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Rio de Janeiro, March 11, 2026.
ERNST & YOUNG
Auditores Independentes S/S Ltda. CRC SP-015199/F
Fernando Alberto S. Magalhães Accountant CRC 1SP-133169/O-0
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In thousands of reais - R$
Consolidated Note 12.31.2025 12.31.2024 | Parent Company |
12.31.2025 12.31.2024 | |
ASSETS | |
CURRENT Cash and cash equivalents | 5 | 300,109 | 289,792 | 227,638 | 115,415 |
Total investments | 5 | 7,303 | 7,411 | - | - |
Trade accounts receivable | 6 | 449,409 | 337,236 | 264,527 | 179,318 |
Inventories | 72,800 | 71,112 | 57,940 | 59,981 | |
Related party receivables | 7 | 52,433 | 62,261 | 173,937 | 257,654 |
Recoverable taxes | 8 | 273,547 | 85,338 | 222,802 | 47,836 |
Merchant Marine Fund - AFRMM | 9 | 62,941 | 48,402 | 62,941 | 48,402 |
Recoverable claims | 4,218 | 2,426 | 24 | 613 | |
Other current assets | 104,229 | 86,451 | 16,388 | 12,538 | |
Total current assets | 1,326,989 | 990,429 | 1,026,197 | 721,757 | |
NON-CURRENT | |||||
Total investments | 5 | 32,041 | 31,657 | - | - |
Merchant Marine Fund - AFRMM | 9 | 30,939 | 95,125 | 30,939 | 95,125 |
Trade accounts receivable | 6 | 68,530 | 68,530 | - | - |
Deferred income tax and social contributions | 10 | 340,965 | 528,575 | 299,330 | 504,849 |
Escrow deposits | 21,737 | 29,241 | 11,463 | 18,468 | |
Related party receivables Indemnifiable Asset | 7 | - 210,389 | - 216,612 | 105,250 - | 107,118 - |
Other non-current assets | 148 | 2,996 | 147 | 105 | |
Investments in subsidiaries | 11 | - | - | 1,308,678 | 1,117,623 |
Right of Use Assets - Leasing | 14 | 347,104 | 244,185 | 109,183 | 96,751 |
Property, plant and equipment | 12 | 1,395,681 | 1,490,361 | 136,165 | 135,478 |
Intangible assets | 13 | 116,193 | 115,121 | 28,097 | 26,824 |
Total non-current assets | 2,563,727 | 2,822,403 | 2,029,252 | 2,102,341 |
TOTAL ASSETS | 3,890,716 | 3,812,832 | 3,055,449 | 2,824,098 |
LIABILITIES
CURREN | |||||
Payroll and social charges | 84,113 | 73,854 | 36,900 | 33,574 | |
Taxes and contributions payable | 87,733 | 95,046 | 41,843 | 48,926 | |
Trade Accounts Payable and operating provisions | 15 | 255,525 | 233,801 | 168,716 | 156,794 |
Loans, financing, debentures and commercial notes | 16 | 326,022 | 317,133 | 197,225 | 214,599 |
Liabilities with Leasing | 14 | 113,729 | 93,321 | 78,605 | 68,297 |
Related party payables | 7 | 19,172 | 12,069 | 176,159 | 81,089 |
Proposed dividends | 18 | 51 | - | - | |
Acquisition of shareholding | 37,325 | 41,887 | 21,656 | 7,090 | |
Other current liabilities | 13,849 | 18,300 | 712 | - | |
Total current liabilities | 937,486 | 885,462 | 721,816 | 610,369 | |
NON-CURRENT Acquisition of shareholding | 79,125 | 94,261 | 57,769 | 75,466 | |
Loans, financing, debentures and commercial notes | 16 | 1,373,705 | 1,372,012 | 1,066,737 | 1,106,339 |
Liabilities with Leasing | 14 | 226,969 | 181,009 | 46,611 | 59,678 |
Contingencies | 17 | 87,519 | 257,934 | 1,141 | 1,758 |
Deferred income tax and social contributions Loss on investment in subsidiary | 10 | 92,610 - | 49,699 - | - 70,100 | - - |
Other non-current liabilities | 3,627 | 3,601 | 1,847 | 1,819 | |
T
Total non-current liabilities | 1,863,555 | 1,958,516 | 1,244,205 | 1,245,060 | |
TOTAL LIABILITIES | 2,801,041 | 2,843,978 | 1,966,021 | 1,855,429 | |
EQUITY | 18 | ||||
Share capital | 1,324,210 | 1,324,210 | 1,324,210 | 1,324,210 |
Capital reserve | 38,370 | 38,370 | 38,370 | 38,370 |
Treasury shares | (50,922) | (50,922) | (50,922) | (50,922) |
Accumulated losses | (223,465) | (317,067) | (223,465) | (317,067) |
Cash flow hedge reserve | 10,785 | (17,443) | 10,785 | (17,443) |
Cumulative translation adjustments | (9,550) | (8,479) | (9,550) | (8,479) |
Equity attributable to controlling shareholders | 1,089,428 | 968,669 | 1,089,428 | 968,669 |
Non-controlling shareholder interest | 247 | 185 | - | - |
TOTAL EQUITY | 1,089,675 | 968,854 | 1,089,428 | 968,669 |
TOTAL LIABILITIES AND EQUITY | 3,890,716 | 3,812,832 | 3,055,449 | 2,824,098 |
The accompanying notes are an integral part of these financial statements.
6
INCOME STATEMENT FOR THE YEAR
In thousands of reais - R$
Consolidated Parent Company For the years ended December 31, | |||||
Note | 2025 | 2024 | 2025 | 2024 | |
Ongoing operations | |||||
Net Revenue | 21 | 3,081,024 | 2,795,756 | 1,916,138 | 1,614,264 |
Cost of services provided | 22 | (2,559,264) | (2,351,613) | (1,656,221) | (1,520,682) |
GROSS PROFIT | 521,760 | 444,143 | 259,917 | 93,582 | |
Funds from subsidy - AFRMM invested | 9 | 88,337 | 85,785 | 88,337 | 85,785 |
Administrative and selling expenses | 22 | (189,217) | (188,559) | (90,385) | (74,455) |
Other income (expenses), net | 8 | 118,485 | 10,083 | 109,645 | (27,253) |
Income from equity method | 53,235 | 116,698 | |||
PROFIT BEFORE NET FINANCE COSTS | 539,365 | 351,452 | 420,749 | 194,357 | |
FINANCIAL RESULT | 23 | ||||
Finance Income | 79,657 | 71,866 | 67,925 | 41,238 | |
Finance expenses | (248,604) | (267,218) | (149,179) | (208,376) | |
Monetary and exchange rate variances, net | 30,613 | (73,400) | 22,007 | (41,091) | |
(138,334) | (268,752) | (59,247) | (208,229) | ||
401,031 | 82,700 | 361,502 | (13,872) | ||
INCOME TAX AND SOCIAL CONTRIBUTIONS Current | 10 | (87,682) | (75,736) | (23,273) | (2,298) |
Deferred | (219,674) | 46,739 | (244,627) | 69,770 | |
(307,356) | (28,997) | (267,900) | 67,472 | ||
PROFIT FOR THE YEAR | 93,675 | 53,703 | 93,602 | 53,600 | |
PROFIT ATTRIBUTABLE TO | |||||
Controlling shareholders | 93,602 | 53,600 | - | - | |
Non-controlling shareholders | 73 | 103 | - | - | |
EARNINGS PER SHARE - IN REAIS | |||||
Basic (centavos per share) | 19 | 0.88 | 1.41 | 0.88 | 1.41 |
Diluted (centavos per share) | 19 | 0.88 | 1.41 | 0.88 | 1.41 |
The accompanying notes are an integral part of these financial statements. | |||||
7
STATEMENT OF COMPREHENSIVE INCOME
5
In thousands of reais - R$, except for earnings per share
Consolidated Parent Company For the years ended December 31, | |||||
Note | 2025 | 2024 | 2025 | 2024 | |
Profit for the year | 93,675 | 53,703 | 93,602 | 53,600 | |
Other comprehensive income: | |||||
Items that may subsequently be reclassified to the profit or loss Exchange gain (loss) on hedge instruments during the year | 18 | 17,301 | (29,728) | 27,562 | (26,939) |
SWAP - IPCA mark-to-market | 18 | 10,136 | 2,938 | - | - |
Recycling | 18 | 791 | (964) | 666 | (815) |
Translation adjustments of foreign operations/subsidiaries | 11 | (1,071) | 1,660 | (1,071) | 1,660 |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 120,832 | 27,609 | 120,759 | 27,506 | |
TOTAL COMPREHENSIVE INCOME ATTRIBUTED TO | |||||
Controlling shareholders | 120,759 | 27,506 | - | - | |
Non-controlling shareholders | 73 | 103 | - | - | |
The accompanying notes are an integral part of these financial statements. | |||||
8
STATEMENT OF CHANGES IN EQUITY
In thousands of reais - R$
BALANCES AS AT JANUARY 1, 2024 | 1,322,695 | 37,737 | (50,922) | (370,667) | 10,311 | (10,139) | 939,015 | 132 | 939,147 |
Capital increase by share subscription | 1,515 | - | - | - | - | - | 1,515 | - | 1,515 |
Options granted (Stock option plan) | - | 633 | - | - | - | - | 633 | - | 633 |
Profit for the year | - | - | - | 53,600 | - | - | 53,600 | 103 | 53,703 |
Proposed dividends | - | - | - | - | - | - | - | (50) | (50) |
Recognition of the hedge reserve | - | - | - | - | (27,754) | - | (27,754) | - | (27,754) |
Other comprehensive income | - | - | - | - | - | 1,660 | 1,660 | - | 1,660 |
Balances as at December 31, 2024 | 1,324,210 | 38,370 | (50,922) | (317,067) | (17,443) | (8,479) | 968,669 | 185 | 968,854 |
BALANCES AS AT JANUARY 1, 2025 | 1,324,210 | 38,370 | (50,922) | (317,067) | (17,443) | (8,479) | 968,669 | 185 | 968,854 |
Profit for the year | - | - | - | 93,675 | - | - | 93,675 | 62 | 93,737 |
Recognition of the hedge reserve/derivatives | - | - | - | - | 28,228 | - | 28,228 | - | 28,228 |
Other comprehensive income | - | - | - | (73) | - | (1,071) | (1,144) | - | (1,144) |
Balances as at December 31, 2025 | 1,324,210 | 38,370 | (50,922) | (223,465) | 10,785 | (9,550) | 1,089,428 | 247 | 1,089,675 |
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9
The accompanying notes are an integral part of these financial statements.
Note Share
capital
Capital
reserve
Treasury
shares
Accumulated Cash flow Cumulative Losses (Profits) hedge reserve translation
adjustments
Equity attributable to
controlling shareholders
Non-controlling
shareholder interest
Total Equity
CASH FLOW STATEMENT
In thousands of reais - R$
Consolidated Note 12.31.2025 12.31.2024 | Parent Company |
12.31.2025 12.31.2024 | |
Cash flow from operating activities | |
Profit for the year | 93,675 | 53,703 | 93,602 | 53,600 | |
Adjustments by: | |||||
Income from equity method | 11 | - | - | (53,235) | (116,700) |
Depreciation and amortization | 22 | 285,580 | 278,562 | 103,697 | 99,297 |
Income tax and social contributions | 10 | 307.356 | 28,997 | 267,900 | (67,472) |
Provision for risks and monetary restatement | 17 | (166.050) | (14,733) | 2,660 | 2,079 |
Operating provisions | 15 | 1,453 | (5,192) | 3,034 | (7,319) |
Expense with stock option plan | - | 633 | - | 633 | |
Constitution for expected credit loss - ECL | 6 | 167 | (4,038) | 167 | (4,037) |
Provision for profit sharing | 34,003 | 26,058 | 17,520 | 19,942 | |
Interest, charges and exchange rate fluctuations on loans and financing. | 294,901 | 449,608 | 185,003 | 165,831 | |
Funds from subsidy - AFRMM invested | 9 | (88.337) | (85,785) | (88,337) | (85,785) |
Income from financial investments | 23 | (36,936) | (49,332) | (14,115) | (24,187) |
Recoverable claim | (1,792) | (229) | 589 | (562) | |
Realization of gains and losses to acquire new businesses | 11 | 6.223 | 9,503 | (140,949) | 14,977 |
Other | 2,864 | (15,117) | 99,329 | (8,940) | |
Changes in assets and liabilities: | |||||
Related Party and trade accounts receivable | (102,512) | (102,510) | (15,720) | 135,242 | |
Inventories | (1,688) | (9,144) | 2,041 | (10,326) | |
Recoverable taxes | (188,209) | (33,451) | (174,966) | (34,137) | |
Merchant Marine Fund - AFRMM | 137,984 | 55,486 | 137,984 | 55,486 | |
Other assets | (14,930) | (39,855) | (3,892) | 4,221 | |
Escrow deposits | 7,504 | (4,200) | 7,005 | (4,217) | |
Payroll and social charges | (23,744) | (22,501) | (14,194) | (19,692) | |
Taxes and contributions payable | (39,143) | 25,675 | (30,356) | 35,329 | |
Trade Accounts Payable and amounts payable to related parties | 13,996 | 563,254 | 92,308 | 436,961 | |
Risk provision payments | 17 | (4.365) | (6,564) | (3,277) | (2,042) |
Other liabilities | 5,060 | 10,476 | 4,788 | (4,038) | |
Cash Flow from operations | 523,060 | 1,109,304 | 478,586 | 634,144 | |
Income tax and social contributions paid | (55,852) | (51,861) | - | (278) |
Net cash provided by operating activities | 467,208 | 1,057,443 | 478,586 | 633,866 |
Cash flows from investing activities | ||||
Payment of capital and Advance for Future Capital (AFAC) in subsidiaries | - | - | (23,374) | (191,974) |
Additions property, plant and equipment and intangible assets | (69.316) | (309,514) | (21,236) | (154,019) |
Acquisition of shareholding | (29,216) | (13,411) | (7,179) | (4,641) |
Financial investments and redemptions, net | 36,660 | 136,441 | 14,115 | 147,931 |
Net cash used in investing activities | (61,872) | (186,484) | (37,674) | (202,703) | |
Cash flows from financing activities | 25 | ||||
Capital increase by share subscription | - | 1,515 | - | 1,515 |
Loans granted | - | - | - | (60,608) |
Receipt of loans granted | - | 145 | 15,929 | 145 |
Issuance of debentures and commercial papers and funding | 1,136,703 | 415,009 | 575,439 | 415,009 |
Repayment of loans and financing | (1,202,079) | (1,183,111) | (697,959) | (704,546) |
Interest paid on loans, financing, debentures and commercial notes | (163,300) | (144,306) | (128,298) | (113,554) |
Amortization of liabilities with Leasing | (166,343) | (106,825) | (93,800) | (71,734) |
Net cash used in financing activities | (395,019) | (1,017,573) | (328,689) | (533,773) |
Net increase (decrease) (a) in cash and cash equivalents | 10,317 | (146,614) | 112,223 | (102,610) |
Cash and cash equivalents at the beginning of the year | 289,792 | 436,406 | 115,415 | 218,025 |
Cash and cash equivalents at the end of the year 300,109 289,792 227,638 115,415
The accompanying notes are an integral part of these financial statements.
10
STATEMENT OF VALUE ADDED
9
In thousands of reais - R$
Consolidated Parent Company For the years ended December 31, | ||||
2025 | 2024 | 2025 | 2024 | |
Generating added value | ||||
Revenue generated: | 3,572,775 | 3,509,882 | 2,229,012 | 2,102,352 |
Gross Revenue | 3,484,605 | 3,219,837 | 2,140,842 | 1,852,887 |
Other revenue | 88,337 | 85,785 | 88,337 | 85,785 |
Revenues related to the construction of own assets | - | 200,222 | - | 159,643 |
Constitution for expected credit loss - ECL | (167) | 4,038 | (167) | 4,037 |
Raw materials used to generate revenues from services: | (1,984,412) | (1,889,075) | (1,375,382) | (1,290,305) |
Contracted services | (1,629,616) | (1,568,548) | (1,192,732) | (1,074,382) |
Material | (111,259) | (96,439) | (30,335) | (33,185) |
Fuel oil and gases | (306,831) | (299,949) | (214,939) | (207,725) |
Reversal (contribution) of provision for risks | 166,050 | 14,733 | 2,660 | (2,079) |
Other | (102,756) | 61,128 | 59,964 | 27,066 |
Gross value added | 1,588,363 | 1,620,807 | 853,630 | 812,047 |
Depreciation and amortization | (285,580) | (278,562) | (103,697) | (99,297) |
Net value added | 1,302,783 | 1,342,245 | 749,933 | 712,750 |
Value added received for transfer: | 212,072 | 170,789 | 225,767 | 248,283 |
Income from equity method | - | - | 53,235 | 116,698 |
Finance income and monetary variances and asset exchange rates | 212,072 | 170,789 | 172,532 | 131,585 |
Total value added for distribution | 1,514,855 | 1,513,034 | 975,700 | 961,033 |
Distribution of value added | ||||
Personnel: | 469,328 | 495,375 | 174,976 | 232,916 |
Remuneration | 356,833 | 395,293 | 135,039 | 194,369 |
Benefits | 88,018 | 78,260 | 32,134 | 31,354 |
FGTS (Severance Fund) | 24,477 | 21,822 | 7,803 | 7,193 |
Taxes, charges and contributions: | 468,009 | 403,359 | 285,388 | 135,059 |
Federal | 252,903 | 193,575 | 153,478 | 13,726 |
State | 185,488 | 177,373 | 130,400 | 120,023 |
Municipal | 29,618 | 32,411 | 1,510 | 1,310 |
Remuneration of third-party capital: | 483,843 | 560,597 | 421,734 | 539,458 |
Finance expense and monetary and exchange liabilities | 350,407 | 439,541 | 231,779 | 339,814 |
Freight, rental and leasing | 133,436 | 121,056 | 189,955 | 199,644 |
Remuneration of own capital: | 93,675 | 53,703 | 93,602 | 53,600 |
Retained earnings | 93,602 | 53,600 | 93,602 | 53,600 |
Non-controlling shareholder interest | 73 | 103 | - | - |
Total added value distributed | 1,514,855 | 1,513,034 | 975,700 | 961,033 |
The accompanying notes are an integral part of these financial statements. | ||||
11
ACCOMPANYING NOTES
In thousands of Brazilian reais - R$, except when otherwise stated.
OPERATIONS
Log-In Logística Intermodal S.A. and its subsidiaries ("Log-In" or "Company") provide maritime cabotage and long-haul services (Mercosur), as well as road haulage and land and port terminals in Brazil.
The Company offers integrated solutions for container handling for door-to-door and part-load transport, that is, by sea, supplemented by road haulage. As at December 31, 2025, the Company has 9 (nine) own ships in operation, 1,401 (one thousand, four hundred and one) vehicles in its own fleet, including trucks, operates 1 (one) port terminal and 1 (one) intermodal terminal.
Log-In ("Parent Company") is a publicly-held corporation headquartered in the city of Rio de Janeiro and its securities are traded on B3 S.A.
- Brasil, Bolsa, Balcão under the code LOGN3.
The Company is controlled by SAS Shipping Agencies Services Sàrl ("SAS"), a company in the MSC Group and majority holder of the ordinary shares issued by Log-In, excluding treasury shares, as per Note 18.
HIGHLIGHTS
The following are some key matters that occurred in 2025:
Tecmar and BNDES sign contract to finance the Tecmar and Tecmar Norte Fleet Expansion Project
On March 7, 2025, the subsidiary Tecmar Transportes Ltda. ("Tecmar") signed a financing agreement with Banco Nacional do Desenvolvimento Econômico e Social ("BNDES") in the total amount of R$ 76.6 million (seventy-six million, six hundred thousand reais), under the FINAME program, with a term of up to 16 years, with the objective of strengthening Tecmar's working capital, acquiring trucks and trailers for container transport, as well as replenishing Log-In's cash flow, to be used throughout 2024 to anticipate investments aimed at expanding the Tecmar and Tecmar Norte fleets.
The start of container transport services for Log-In represented an expansion of Tecmar's logistics capacity, optimizing synergy within the Log-In group. The fleet, equipped with Euro 6 technology, reduces CO2 emissions and offers greater fuel efficiency, reflecting the Company's commitment to sustainable practices and ESG criteria. This strengthens Tecmar's competitive position, providing customers with better services and alignment with a more responsible and sustainable future.
5th Debenture Issue
On June 25, 2025, the fifth issue of simple, non-convertible unsecured debentures was carried out, in a single series, with a nominal value of R$ 1,000.00 (one thousand reais) each, totaling R$ 280,000,000.00 (two hundred and eighty million reais) ('Debentures'), which mature seven
(7) years from the date that the Debentures were issued. The Debentures will be publicly distributed exclusively to professional investors, as defined in articles 11 and 13 of CVM Resolution 30 of May 11, 2021, as amended ("Professional Investors"), under the automatic distribution registration procedure, pursuant to article 25, paragraph 1, article 26, item V, and article 27, item I, of CVM Resolution 160 ("Issue" and "Offer", respectively).
The net funds raised through the Issue will be used for the Company's working capital and for the purposes of managing liabilities, extending terms, optimizing financial conditions and/or repaying existing debts, including the book-entry commercial notes, in a single series, for public distribution, under the automatic procedure, of the Company's 2nd (second) issue.
Real Estate Acquisition
On October 20, 2025, Tecmar Transportes Ltda., a wholly-owned subsidiary of Log-In, entered into a Private Instrument of Commitment to Purchase and Sell Real Estate to acquire a commercial property located in Manaus owned by Gradiente S.A. ("Transaction"). The amount of the Transaction is up to R$ 40,000,000.00 (forty million reais), less charges, taxes, and other applicable costs, which will be paid after all conditions precedent needed to complete the Transaction have been met.
The Company believes that the Transaction will capture strategic synergies necessary for the expansion of Tecmar's business in the region, allowing it to expand its logistics services offering, including transport, storage, and container pre-stacking, further consolidating itself as a relevant and efficient logistics solution for industry and retail in the Manaus Free Trade Zone.
BASIS OF PREPARATION AND PRESENTATION OF THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS
STATEMENT OF COMPLIANCE
The financial statements have been prepared and are being presented in accordance with the accounting practices adopted in Brazil, which comprise the CVM rules and the pronouncements, guidelines and interpretations issued by the Comitê de Pronunciamentos Contábeis (CPC) and in conformity with the International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB), currently referred to by the IFRS Foundation as the "IFRS accounting standards".
12
12
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
In addition, Management considered the guidelines issued in OCPC Guideline 07 (R1) in preparing its financial statements so that all relevant information specific to the financial statements is disclosed and corresponds to what is used by the Company's management.
The Management hereby declares that all relevant information specific to the financial statements, and only this, is being proven and corresponds to that used by Management in its management.
BASIS OF PREPARATION
The financial statements were prepared based on historical cost, except for certain financial instruments measured at fair value at the end of each reporting period, as described in the accounting practices below. Historical cost is usually based on the fair value of the consideration paid in exchange for goods and services.
Management and directors have, on the date that the financial statements were approved, full expectation that the Group has adequate funds to continue operating in the near future. Therefore, they continue to adopt the going concern basis of accounting in preparing the individual and consolidated financial statements.
FUNCTIONAL AND REPORTING CURRENCY
These financial statements are reported in Reais (R$), the Company's functional currency, with rounding when applicable, except when otherwise stated.
For subsidiaries abroad that operate in a stable economic environment and have a functional currency different from that of the Parent Company, the income statements are converted into reais at the average monthly exchange rate, assets and liabilities at the final rate and equity items at the historic rate.
For the subsidiary Log-In Mercosur, which operates in a hyperinflationary economy (Argentina), the financial statements were prepared by the Management in the functional currency of that country and subsequently converted into the reporting currency of the parent company, based on the precepts provided for in CPC42 - Financial Reporting in Hyperinflationary Economies (IAS 29).
Exchange variations on investments in subsidiaries, with a functional currency different from that of the Parent Company, are recorded in equity as a cumulative conversion adjustment that is transferred through the profit or loss when the investments are disposed of.
BASIS OF CONSOLIDATION
The consolidated financial statements include the financial statements of the Company and its subsidiaries, up to December 31, 2025. Further information on the Company's subsidiaries is given in Note 11.
Control is obtained when the Company: (i) has power over the investee; (ii) is exposed, or has rights, to variable returns arising from its involvement with the investee; and (iii) has the ability to use that power to affect its returns.
The consolidation of a subsidiary begins when the Company obtains its control and ends when it loses it. Specifically, the income and expenses of a subsidiary acquired or disposed of during the period are included in the income statement from the date on which the Company obtains control until the date on which the Company ceases to control the subsidiary.
When necessary, the subsidiaries' financial statements are adjusted to bring their accounting policies into line with the Company's accounting policies. All transactions, balances, income, unrealized income and expenses and cash flows between group companies are eliminated in the consolidated financial statements.
Non-controlling interests in subsidiaries are identified separately from the Company's interest in these subsidiaries. The book value of non-controlling interests corresponds to the value of these interests in the initial recognition plus the portion of subsequent changes in the equity of the subsidiaries.
SEGMENT REPORTING
The Company's line of business consists of integrated solutions for handling and transporting containers door-to-door. In order to provide intermodality for its customers, the company offers maritime transport, short-haul road services, land terminals, port terminals and warehousing services. The Company's assets operate in an integrated manner, with interconnected and interdependent results.
The Port Terminal ("Terminal de Vila Velha - TVV"), in addition to being part of the Company's integrated solutions, started to operate more general cargo, mainly related to new businesses, positioning itself increasingly as a multipurpose terminal. Tecmar and Oliva Pinto were classified as the Company's road freight transportation. The information was prepared and analyzed by the Company's CEO (the main
13
13
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
operational decision maker) to allocate resources and evaluate the company's performance for the year ended December 31, 2025. The three operational segments are considered inter-modalities of the services provided:
Integrated Solutions;
Port Terminal; and
Road Cargo Transport.
The Company's main decision maker does not analyze certain balance sheet accounts segregated by operating segment, with the exception of loans, financing and debentures. Therefore, this segment information is not being presented.
Information on results by segment
INCOME STATEMENT
Integrated Solutions
Port Terminal
December 31, 2025
Road Cargo Elimination Consolidated Transport
December 31, 2024
Integrated
Solutions
Port
Terminal
Road Cargo Elimination Consolidated Transport
Ongoing operations
Net Revenue 2,345,199 396,141 581,713 (242,029) 3,081,024 2,034,005 437,008 578,153 (253,410) 2,795,756
Cost of services provided (1,950,362) (245,857) (605,074) 242,029 (2,559,264) (1,793,218) (227,167) (584,638) 253,410 (2,351,613)
GROSS PROFIT 394,837 150,284 (23,361) - 521,760 240,787 209,841 (6,485) - 444,143
Funds from subsidy - AFRMM invested
Administrative and selling expenses
Other income (expenses), net
PROFIT BEFORE NET FINANCE COSTS
88,337 - - - 88,337 85,785 - - - 85,785
(115,309) (35,048) (38,860) - (189,217) (97,617) (33,321) (57,621) - (188,559)
109,978 1,430 7,077 - 118,485 154 1,552 8,377 - 10,083
477,843 116,666 (55,144) - 539,365 229,109 178,072 (55,729) - 351,452
FINANCIAL RESULT
73,454
17,330
4,532
(15,659)
79,657
80,809
15,553
5,113
(29,609)
71,866
(157,300)
(52,565)
(54,398)
15,659
(248,604)
(219,450)
(39,439)
(37,938)
29,609
(267,218)
30,354
266
(7)
-
30,613
(73,975)
575
-
-
(73,400)
Finance Income Finance expenses
Monetary and exchange rate variances, net
(53,492)
(34,969)
(49,873)
-
(138,334)
(212,616)
(23,311)
(32,825)
-
(268,752)
PROFIT BEFORE TAXES
424,351
81,697
(105,017)
-
401,031
16,493
154,761
(88,554)
-
82,700
INCOME TAX AND SOCIAL
CONTRIBUTIONS
Current
(60,425)
(20,887)
(6,370)
-
(87,682)
(45,509)
(27,700)
(2,527)
-
(75,736)
Deferred
(234,995)
14,211
1,110
-
(219,674)
65,835
(21,278)
2,182
-
46,739
(295,420)
(6,676)
(5,260)
-
(307,356)
20,326
(48,978)
(345)
-
(28,997)
NET INCOME / (LOSS)
128,931
75,021
(110,277)
-
93,675
36,819
105,783
(88,899)
-
53,703
REVENUE FROM FREIGHT AND SERVICES
Integrated Solutions
Port Terminal
December 31, 2025
Road Cargo Elimination Transport
Consolidated
December 31, 2024
Integrated
Solutions
Port
Terminal
Road Cargo
Transport
Elimination
Consolidate
d
2,395,087
21,184
701,436
(225,074)
2,892,633
2,134,562
15,276
699,744
(241,564)
2,608,018
191,727
417,200
-
(16,955)
591,972
152,830
470,835
-
(11,846)
611,819
Revenue from freight
Revenue from services
Gross Revenue
2,586,814
438,384
701,436
(242,029)
3,484,605
2,287,392
486,111
699,744
(253,410)
3,219,837
Taxes on revenue
(241,614)
(42,244)
(119,723)
-
(403,581)
(253,387)
(49,103)
(121,591)
-
(424,081)
Net Revenue
2,345,200
396,140
581,713
(242,029)
3,081,024
2,034,005
437,008
578,153
(253,410)
2,795,756
14
14
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
NATURE OF THE OPERATING EXPENSES AND COSTS RECOGNIZED IN THE INCOME STATEMENT
December 31, 2025
December 31, 2024
Integrated
Port
Road Cargo Elimination
Consolidated
Integrated
Port
Road Cargo
Eliminati
Consolidated
Solutions
Terminal
Transport
Solutions
Terminal
Transport
on
Payroll, charges and benefits
(304,255)
(82,646)
(143,973)
-
(530,874)
(270,472)
(71,631)
(131,899)
-
(474,002)
Material
(54,232)
(10,814)
(39,832)
-
(104,878)
(53,125)
(11,147)
(28,841)
-
(93,113)
Fuel oil and gases
(234,170)
(7,167)
(52,493)
-
(293,830)
(236,833)
(7,871)
(55,087)
-
(299,791)
Freight, rental and leasing
(208,244)
(22,642)
(7,588)
125,999
(112,475)
(215,818)
(22,345)
(6,718)
133,770
(111,111)
Contracted services
(1,152,705)
(117,055)
(356,743)
116,030
(1,510,473)
(916,701)
(114,238)
(369,318)
119,640
(1,280,617)
Depreciation and amortization
(181,895)
(33,859)
(38,704)
(31,186)
(285,644)
(180,853)
(28,045)
(42,776)
(26,888)
(278,562)
Other
69,830
(6,722)
(4,601)
31,186
89,693
(17,034)
(5,211)
(7,620)
26,888
(2,976)
(2,065,671)
(280.905)
(643.934)
242.029
(2,748,481)
(1,890,836)
(260.488)
(642.259)
253,410
(2,540,172)
Information about geographic area
NON-CURRENT ASSETS
December 31, 2025
Integrated Logistics Port Terminal Road Cargo Elimination Consolidated Solutions Transport
Brazil
2,331,682
540,548
278,216
(1,185,160)
1,965,286
Austria
597,835
-
-
-
597,835
Other countries*
606
-
-
-
606
Total non-current assets
2,930,123
540,548
278,216
(1,185,160)
2,563,727
*Since they are not individually representative, the financial statements of operations in foreign countries are being disclosed together.
December 31, 2024
Integrated Logistics
Solutions
Port Terminal
Road Cargo Transport
Elimination
Consolidated
Brazil
2,399,757
446,191
285,738
(952,739)
2,178,947
Austria
643,369
-
-
-
643,369
Other countries
87
-
-
-
87
Total non-current assets
3,043,213
446,191
285,738
(952,739)
2,822,403
LIABILITIES
December 31, 2025
Loans, financing, debentures and commercial notes Integrated Logistics Port Terminal Road Cargo Transport Consolidated
Solutions
Brazil
1,336,239
190,756
172,732
1,699,727
Total
1,336,239
190,756
172,732
1,699,727
Current Liabilities
212,713
25,299
88,010
326,022
Non-current liabilities
1,123,526
165,457
84,722
1,373,705
December 31, 2024
Loans, financing, debentures and commercial notes Integrated Logistics Port Terminal Road Cargo Transport Consolidated
Solutions
Brazil
1,414,189
205,150
69,806
1,689,145
Total
1,414,189
205,150
69,806
1,689,145
Current Liabilities
231,067
24,219
61,847
317,133
Non-current liabilities
1,183,122
180,931
7,959
1,372,012
15
15
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Brazil 1,798,414
228,451
701,435
(188,789)
2,539,511
1,829,431
333,018
699,743
(162,271)
2,699,921
Argentina 103,698
-
(2,556)
101,142
76,552
-
(9,423)
67,129
Switzerland 451,044
86,891
537,935
162,966
67,321
230,287
Austria 50,682
-
(50,682)
-
89,096
-
(81,716)
7,380
Denmark 49,413
35,326
84,739
24,796
25,764
50,560
Germany 4,684
64
4,748
18,632
369
19,001
France 93,104
26,276
119,380
53,081
13,345
66,426
Israel 4,793
1,976
6,769
6,525
1,305
7,830
China 6,933
49,322
56,255
14,577
37,384
51,961
Italy 275
7,663
7,938
-
4,016
4,016
Other (*) 23,773
2,415
26,188
11,737
3,589
15,326
Gross 2,586,813
438,384
701,435
(242,027)
3,484,605
2,287,393
486,111
699,743
(253,410)
3,219,837
Taxes on
income (241,614)
(42,244)
(119,723)
(403,581)
(253,387)
(49,103)
(121,590)
-
(424,081)
Net 2,345,199
396,140
581,712
(242,027)
3,081,024
2,034,006
437,008
578,153
(253,410)
2,795,756
GROSS AND NET REVENUE
Integrated Solutions
Port Terminal
December 31, 2025 Road
Cargo Elimination Consolidated
Transport
December 31, 2024
Integrated Solutions
Port Terminal
Road
Cargo Transport
Elimination Consolidated
Revenue
Revenue
(*) Since they are not individually representative, the financial statements of operations in foreign countries are being disclosed together.
CASH FLOW STATEMENT ("CFS")
The Company and its subsidiaries classify interest paid and loans obtained as financing activities, loans granted as investment activities and dividends received as operating activities in the cash flow statements. Therefore, the Company understands that the interest paid represents costs to obtain its financial resources, the dividends received represent an extension of its operating activities, the loans obtained are useful to forecast the requirements on future cash flows, as well as to manage its financial capacity, using external funds for the purpose of financing operating and financing activities and the loans granted represent an increase and/or decrease in the long-term (non-current) assets that the Company uses to produce goods and services.
STATEMENT OF VALUE ADDED ("DVA")
The purpose of this statement is to disclose the wealth created by the Company and its subsidiaries and its distribution during a certain reporting period. It is submitted by the Company and its subsidiaries, as required under Brazilian Corporate Law, as part of its individual financial statements and as supplementary information to the consolidated financial statements, since this statement is not provided for, nor mandatory, under IFRS.
The DVA was prepared based on information obtained from the accounting records that serve as the basis for preparing the financial statements and following the provisions contained in CPC 09 - Statement of Value Added.
MATERIAL INFORMATION ON ACCOUNTING POLICIES
Material information on the accounting policies for a better understanding of the basis of recognition and measurement applied in the preparation of these financial statements is described below in the respective accompanying notes. These accounting practices are consistent with those adopted and disclosed in the financial statements for previous years shown for comparative purposes.
New and amended IFRS/CPC standards in force in the current year
As of January 1, 2025, the following new standards and amendments are in force: :
Amendments to IFRS 7 (CPC 40) - Financial instruments: Disclosures;
Amendments to IAS 7 (CPC 03 (R2)) - Statement of Cash Flows.
The adoption of these new standards and amendments did not have any significant impact on the financial statements as of December 31, 2025 and comparative periods.
16
16
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
New and revised IFRSs/CPCs issued and not yet applicable
Issuance of IFRS 18, which replaces IAS 1 (equivalent to CPC 26 (R1) - Presentation of Financial Statements;
Issue of IFRS 19 - Subsidiaries without Public Accountability: Disclosures;
Amendments to CPC 18 (R3) - Investments in Associates, Subsidiaries and Joint Ventures and ICPC 09 - Individual Accounting Statements, Separate Statements, Consolidated Statements and Application of the Equity Method;
Amendments to CPC 02 (R2) - Effects of Changes in Foreign Exchange Rates and Translation of Financial Statements;
Amendments to CPC 37 (R1) - First-time Adoption of International Financial Reporting Standards.
Information regarding new accounting pronouncements issued by the CPC - Comitê de Pronunciamentos Contábeis and the IASB -International Accounting Standards Board has not had a material impact on the Company's financial statements to date. In addition, Management does not expect the adoption of these standards to have a significant impact on the financial statements for the 2026 financial year.
MAIN ACCOUNTING JUDGMENTS AND SOURCES OF UNCERTAINTIES IN ESTIMATES
The preparation of these financial statements requires the use of estimates and the exercise of judgment by Management in the application of the Company's accounting policies. These estimates are based on management's experience and knowledge, information available on the reporting date and other factors, including expectations of future events that are believed to be reasonable under normal circumstances. Changes in facts and circumstances may lead to a revision of these estimates. Actual future results may differ from those estimated.
The significant estimates and judgments used by the Company in the preparation of these financial statements are shown in the accompanying notes and take into account that the comparative financial statements do not change:
Critical accounting estimates and judgments
Accompanying Notes
Measurement of expected credit losses ("ECL") in accounts receivable.
6
Payment of deferred income tax and social contributions
10
Uncertainty over Income Tax Treatments
10
Determination of the useful life of property, plant and equipment
12
Assumptions for identifying indications of loss and impairment tests of fixed assets and intangible assets
12 and 13
Incremental discount rate used to measure leasing transactions
14
Estimates relating to lawsuits and contingencies
17
Highly probable income subject to Hedge Accounting
18
17
17
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
CASH AND CASH EQUIVALENTS, AND FINANCIAL INVESTMENTS
Accounting policy
Cash and cash equivalents, measured at fair value through the profit or loss, comprise cash amounts, net deposits and immediately redeemable, financial investments in investments with an insignificant risk of change in value, to meet short-term cash commitments.
Financial investments are initially measured at fair value and subsequently measured according to their respective classifications:
Amortized cost: cash flows that constitute the receipt, on specified dates, of principal and interest on the principal amount outstanding and the business model aims to maintain the asset in order to receive its contractual cash flows. Interest income is calculated using the effective interest method;
Fair value through other comprehensive income: securities in which the Company has irrevocably elected due to subsequent changes in the fair value of the investment in other comprehensive income; and
Fair value through the profit or loss: all other securities.
Composition of cash and cash equivalents
Consolidated
Parent Company
12.31.2025 12.31.2024
12.31.2025 12.31.2024
Cash and banks
31,523
36,928
17,778
23,162
Total investments
268,586
252,864
209,860
92,253
300,109
289,792
227,638
115,415
The consolidated financial investments refer mainly to investments in Certificates of Deposit ("CD"), with an average rate of return of approximately 100.95% of the CDI (100.12% on December 31, 2024).
The parent company's financial investments refer mainly to investments in Certificates of Deposit ("CD"), with an average rate of return of approximately 100.74% of the CDI (102.19% on December 31, 2024).
Consolidated
12.31.2025
12.31.2024
Amortized cost
7,303
8,037
Fair value through profit or loss
32,041
31,031
39,344
39,068
Current
7,303
7,411
Non-current
32,041
31,657
Composition of financial investments
Financial investments refer mainly to investments in funds, with an average rate of return of approximately 100.67% of the CDI (89.21% on December 31, 2024).
TRADE ACCOUNTS RECEIVABLE
Accounting policy
Trade accounts receivable represent the amounts receivable for services rendered by the Company and its subsidiaries. It is recognized at fair value and subsequently measured at amortized cost using the effective interest method. The Company and its subsidiaries apply the simplified approach of IFRS 9/CPC 48 to measure expected credit losses, using a provision matrix based on expected losses for the entire balance of accounts receivable.
18
18
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Critical accounting estimates and judgments
The default loss is an estimate of the loss resulting from the failure of the customers to make actual payments. It is based on the difference between the contractual cash flows due and those that the creditor would expect to receive, taking into account cash flows from guarantees and improvements in total credit. When measuring Expected Credit Losses ("ECL"), the Company and its subsidiaries use information about the future that are reasonable and supportable, which are based on economic assumptions and how these will affect potential risk of loss due to default in its operations.
The probability of default is an important piece of data for measuring ECL. It is an estimate of default during a specific period, the calculation of which includes historical data, assumptions and expectations of future conditions.
The Company and its subsidiaries have recognized a loss (ECL) for all accounts receivable in which historical experience has indicated that these receivables are generally not recoverable.
Consolidated
Parent Company
12.31.2025
12.31.2024
12.31.2025
12.31.2024
Trade accounts receivable
528,467
407,350
275,055
180,902
Expected credit loss
(10,528)
(1,584)
(10,528)
(1,584)
517,939
405,766
264,527
179,318
Current
449,409
337,236
264,527
179,318
Non-current (a)
68,530
68,530
-
-
Composition
(a) This recognition is related to the court case at the Vila Velha Terminal in which the Federal Government was ordered to pay the storage fees for goods seized by the Federal Revenue Service, with interest and monetary correction, in accordance with a final judgment. The amount to be paid to the Company will be settled in approximately three years, with payment expected by 2027. The sale of the credit through precatorios is not economically viable for the company in the year ending December 31, 2025, since the amount will remain subject to monetary restatement until the actual payment, and the company's cash flow does not include this receipt, making it as an extraordinary amount, with no direct impact on the company's regular operations and liquidity needs.
Consolidated
Parent Compan
y
"Aging list" of short-term trade accounts receivables
12.31.2025
12.31.2024
12.31.2025
12.31.2024
Amounts due Past due:
From 0 to 30 days
274,425
58,216
191,457
55,432
181,479
30,002
119,040
23,469
From 31 to 90 days
46,661
34,434
28,940
15,311
From 91 to 180 days
28,634
20,184
14,652
9,548
181 to 360 days
26,781
23,575
10,187
11,166
Over 360 days
25,220
13,738
9,795
2,368
459,937
338,820
275.055
180,902
Consolidated
Parent Company
Changes in expected credit losses
12.31.2025
12.31.2024
12.31.2025
12.31.2024
Opening balances
(1,584)
(5,636)
(1,584)
(5,621)
Additions and Reversals
(167)
(4,038)
(167)
(4,037)
Write-offs in accounts receivable
(8,777)
8,090
(8,777)
8,074
Closing balances
(10,528)
(1,584)
(10,528)
(1,584)
RELATED-PARTY TRANSACTIONS
Composition
The Company's main transactions with related parties consist of the provision of services, carried out under normal market conditions. The prices charged are determined on the basis of market criteria, as shown in detail in Note 11, which provides information on the subsidiaries involved.
19
19
ACCOMPANYING NOTESConsolidated
12.31.2025 12.31.2024
Parent Company
12.31.2025
12.31.2024
Assets
Liabilities
Assets
Liabilities
Assets
Liabilities
Assets
Liabilities
-
-
-
-
44,902
30,851
62,558
13,274
In thousands of Brazilian reais - R$, except when otherwise stated.
Terminal de Vila Velha S.A. - TVV (a)
Log-In Mercosur S.R.L. (b)
-
-
-
-
2,351
1,752
9,807
2,163
Log-In International GmbH (c)
-
-
-
-
1
31,030
-
16,592
Log-In Uruguay (d)
-
-
-
-
462
1,318
471
1,804
Log-In Navegação Ltda (e)
-
-
-
-
45,667
12,618
18,731
2,010
Log-In Marítima Cabotagem Ltda (f)
-
-
-
-
1,743
73,398
75,778
31,782
Tecmar Transportes (g)
-
-
-
-
140,796
3,625
145,773
2,501
Oliva Pinto (h)
-
-
-
-
1,035
3,022
111
2,518
MSC Mediterranean Shipping Company S.A (i)
46,146
7,994
60,525
4,125
35,418
8,067
50,493
2,760
MSC Mediterranean Logística Ltda (i)
1,587
997
554
1,472
944
913
554
1,298
MSC Multi-Rio Operações Portuárias S.A (i)
778
5
427
48
21
5
119
48
Portonave (Grupo MSC) (i)
-
3,832
-
2,738
-
3,832
-
2,738
MSC Mediterranean Shipping do Brasil LTDA (i)
3,284
456
-
3,430
5,209
339
-
1,345
Uniter Administração de Bens Ltda (i)
-
28
-
23
-
-
-
23
MSC Global Supplies Srl (i)
-
-
755
-
-
-
377
-
Brasil Terminal Portuário S.A. (i)
-
2
-
36
-
2
-
36
Medlog Paraguay Sociedad Anonima (i)
-
46
-
197
-
46
-
197
Medlog Argentina S.A(i)
-
91
-
-
-
91
-
-
Tecon - Rio Grande S/A(i)
5
907
-
-
5
907
-
-
Tecon - Salvador S/A(i)
594
2,653
-
-
594
2,653
-
-
Wilson Sons Serviços Marítimos Ltda.(i)
-
2,159
-
-
-
1,688
-
-
Wilson Sons Terminais e Logistica Ltda.(i)
11
2
-
-
11
2
-
-
Allink Transportes Internacionais LTDA.(i)
28
-
-
-
28
-
-
-
52,433
19,172
62,261
12,069
279,187
176,159
364,772
81,089
Current
52,433
19,172
62,261
12,069
173,937
176,159
257,654
81,089
Non-current
-
-
-
-
105,250
-
107,118
-
Asset balances with related parties mainly refer to the following transactions:
Dividends receivable in the amount of R$18,734, sharing of administrative expenses in the amount of R$22,326 and reimbursement of expenses in the amount of R$3,842.
Reimbursement of expenses in the amount of R$414, freight and container cleaning services in the amount of R$1,937.
There is no significant value.
Reimbursement of administrative expenses.
Sharing of administrative expenses in the amount of R$10,354, reimbursement of bunker purchase in the amount of R$18,881 and reimbursement of operating expenses in the amount of R$16,432.
Sharing of administrative expenses in the amount of R$795 reimbursement of expenses in the amount of R$948.
Loans receivable from Tecmar Transportes in the amount of R$105,250 arising from the provision of services, and forward services in the amount of R$35,546, these transactions bearing interest/monetary and/or exchange rate updating and maturity.
Reimbursement of administrative expenses.
Amounts receivable from the MSC Group arising from the provision of services.
Amounts receivable from the Wilson Sons Group arising from the provision of services.
Liability balances with related parties basically refer to the following transactions:
Amounts payable totaling R$30,851 relate to port services and container loading and unloading.
Port operations services for R$1,752.
Amounts payable relating to the charter of a vessel with the subsidiary in the amount of R$31,030.
Dividends payable of R$1,318 corresponding to US$240 with Log-In Uruguay.
Amounts payable relating to the charter of a vessel with the subsidiary in the amount of R$12,618.
Amounts payable relating to the charter of a vessel with the subsidiary in the amount of R$73,398.
Amounts payable relating to road transportation services with the subsidiary, amounting to R$3,625.
Amounts payable relating to road transportation services with the subsidiary, amounting to R$3,022.
Amounts payable to MSC group companies for contracted services supporting port and road transport.
Amounts payable to Wilson Sons group companies for contracted services to support port and road transport.
The Company's transactions with related parties recorded in the income statement for the years ended December 31, 2025 and 2024, amount to the following:
20
20
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Consoli
dated
Parent C
ompany
2025
2024
2025
2024
Income
Expense
Income
Expense
Income
Expense
Income
Expense
Terminal de Vila Velha S.A. - TVV
-
-
-
-
317
(16,955)
26
(11,197)
Log-In Mercosur S.R.L
-
-
-
-
679
(2,556)
952
(9,423)
Log-In International GmbH
-
-
-
-
-
(19,960)
3,888
(76,019)
Log-In Navegação Ltda
-
-
-
-
-
(37,275)
-
(16,723)
Log-In Marítima Cabotagem Ltda
-
-
-
-
-
(37,793)
-
(30,507)
MSC Mediterranean Logística Ltda
57
(18,006)
489
(14,358)
55
(14,206)
489
(11,957)
MSC Mediterranean Shipping Company S.A.
533,781
(4,404)
308,382
(8,346)
375,481
(4,404)
163,860
(8,345)
MSC Mediterranean Shipping do Brasil LTDA
1,262
(15,590)
14,678
(12,012)
-
(14,753)
17
(10,942)
MSC Multi-Rio Operações Portuárias S.A
3,554
(492)
7,098
-
-
(492)
347
-
Tecmar Transportes
-
-
-
-
36,798
(43,808)
24,913
(49,303)
Brasil Terminal Portuário S.A.
-
(475)
-
(70)
-
(475)
-
(70)
Portonave (Grupo MSC)
-
(43,371)
-
(36,474)
-
(43,371)
-
(36,474)
Medlog Paraguay Sociedad Anonima
-
(72)
-
-
-
(72)
-
-
Medlog Argentina S.A
-
(1,568)
-
(383)
-
(1,568)
-
(383)
Uniter Administração de Bens Ltda
-
(247)
-
(277)
-
(247)
-
(277)
MSC Global Supplies Srl
-
(703)
-
-
-
(351)
-
-
Mediterranean Shipping Company España S.L.U.
-
-
-
(166)
-
-
-
(166)
Oliva Pinto
-
-
-
-
940
(28,580)
99
(25,846)
Wilson Sons Serviços Marítimos Ltda.
-
(14,563)
-
-
-
(11,357)
-
-
Wilson Sons Terminais e Logistica Ltda.
4
(1,244)
-
-
4
(1,244)
-
-
Tecon - Rio Grande S/A
-
(10,216)
-
-
-
(10,172)
-
-
Tecon - Salvador S/A
482
(23,473)
-
-
482
(23,473)
-
-
Allink Transportes Internacionais LTDA.
140
-
-
-
140
-
-
-
539,280
(134,424)
330,647
(72,086)
414,896
(313,112)
194,591
(287,632)
2025
Consolidated
2024
Parent Company
2025
2024
Income
Expense
Income
Expense
Income
Expense
Income
Expense
Freight and services
539,280
(134,424)
330,647
(72,086)
399,835
(313,112)
182,827
(270,876)
Finance Income
-
-
-
-
15,061
-
11,764
Finance Expenses
-
-
-
-
-
-
(16,756)
539,280
(134,242)
330,647
(72,086)
414,896
(313,112)
194,591
(287,632)
In the year ended December 31, 2025, the balance of the receivable loan with the subsidiary Tecmar Transportes Ltda. changed as follows:
Balances at
12.31.2024
Loans granted
Financial charges
Loan collections
Balances at
12.31.2025
Loans with subsidiaries
107,118
-
14,061
(15,929)
105,250
The remuneration of key Management personnel, including short and long-term benefits, is shown in the table below:
Consolid
ated
Parent Company
12.31.2025
12.31.2024
12.31.2025
12.31.2024
Remuneration and bonuses
23,452
20,840
23,452
20,840
Stock option plan
-
633
-
633
23,452
21,473
23,452
21,473
The company signed a container and real estate lease agreement with the MSC Group. The amounts are shown in Note 14, under "Composition of Liabilities with Leasing", in the "Container equipment" and "Office real estate" groups, totaling R$99.517 and R$26.143 respectively, with the following amount referring to related parties:
Consolidated
Parent Company
12.31.2025 12.31.2024
12.31.2025 12.31.2024
MSC Mediterranean Shipping Company S.A
57,415
36,530
57,415
36,530
Uniter Administração de Bens Ltda.
553
659
553
659
57,968
37,189
57,968
37,189
21
21
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
RECOVERABLE TAXES
Composition
Consolidated
Parent Company
12.31.2025 12.31.2024
12.31.2025 12.31.2024
Income tax and social contributions
28,947
27,154
7,067
7,112
PIS AND COFINS (a)
240,518
55,665
214,368
38,898
Other
4,082
2,519
1,367
1,826
273,547
85,338
222,802
47,836
Current
273,547
85,338
222,802
47,836
(a) Of the total amount of R$ 240,518, R$ 159,297 were recognized in 2025, with R$ 122,888 recorded in the "Other net income (expenses)" group and R$ 36,404 in the "Finance income" group. This amount refers to a tax credit arising from a lawsuit related to the Manaus Free Trade Zone, which has already become final, for which the Company expects to offset tax payables of the same nature to be generated in 2026.
PIS/COFINS exemption on transport revenue to the Manaus Free Trade Zone (ZFM)
On November 23, 2023, the Company filed Writ of Mandamus No. 5133914-03.2023.4.02.5101, before the 26th Federal Court of Rio de Janeiro, with the objective of ensuring the right to exemption from PIS and COFINS contributions levied on revenues arising from the provision of transportation services to the Manaus Free Trade Zone (ZFM), pursuant to art. 4 of Law No. 10.996/2004.
On February 5, 2024, a judgement was handed down in favor of the company, recognizing its right to exemption in operations carried out to the ZFM, as well as to compensation for the amounts unduly paid in the five years prior to the filing of the lawsuit, duly updated by the SELIC rate. The Federal Government filed an appeal, but the Federal Regional Court of the 2nd Region (TRF2), in a decision dated May 21, 2024, fully upheld the decision in favor of the Company.
On August 21, 2025, the decision recognizing the non-levy of PIS and COFINS on revenues from the provision of freight transportation services to the Manaus Free Trade Zone (ZFM) became final, ensuring the Company the right to a refund or compensation for amounts unduly paid in this regard. The amounts corresponding to the credit recognized, due to the success of the case, are being calculated based on the payments made during the period covered by the court decision.
FREIGHT SURCHARGE FOR THE RENEWAL OF THE MERCHANT MARINE - "AFRMM"
Accounting policy
A Freight Surcharge for the Renewal of the Merchant Marine (AFRMM) was established by Decree-Law No. 2,404/1987 and is regulated by Law No. 10,893/2004. With the changes brought by Laws 12,599/2012 and 12,788/2013, the management of the activities relating to the payment receipt, inspection, funding, refund and reimbursement of AFRMM became the responsibility of the Federal Revenue of Brazil (RFB).
The AFRMM was established to meet the responsibilities of Federal Government to support the development of the merchant navy and the Brazilian naval industry and is a basic source of the Merchant Marine Fund (FMM).
The Company earns 8% of the value of its customers' cabotage freight, the amounts of which can only be used in construction, docking, repairs, maintenance of vessels and amortization of financing granted for the acquisition of vessels.
Government grants are not recognized until there is reasonable assurance that the Company will meet the related conditions and that the grants will be received. If the requirements for recognition of the subsidized revenue in the income statement are not satisfied, the consideration for the benefit in the asset is recorded in a specific Company liabilities account.
The benefit of AFRMM is recognized in current assets and liabilities when the funds receivable from the Merchant Marine Fund - FMM are released to the linked account; this also applies to receivables from FMM related to amortizations of financing provided from the Company's own funds. AFRMM amounts recorded under liabilities are recognized in the income statement when the financing is amortized when the obligations are complied with, according to specific legislation.
Investment grants are not subject to taxation and must be recorded as profit reserves up to the limit of profit for the year, as per Note 18. The amount allocated to profit reserves will be taxed under the actual taxable income method if this investment grant is used for any other purpose other than that provided for in the current legislation.
22
22
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Composition
Consolidated and Parent Company
12.31.2025 12.31.2024
Balance sheet - Assets:
AFRMM to be invested (estimated release in 12 months)
62,941
48,402
AFRMM to apply(a)
30,939
95,125
93,880
143,527
Current
62,941
48,402
Non-current
30,939
95,125
The AFRMM to be applied is recognized in non-current assets due to the predictability of receipt of funds, from the grant management body, being greater than the operational cycle practiced by the Company.
Below are the changes in the AFRMM funds recorded by the Company in the financial statements as of December 31, 2025:
Consolidated and Parent Company
12.31.2025
12.31.2024
Opening balance
143,527
113,228
Additions/Income
88,337
85,785
Transfer to current account
(138,488)
(55,996)
Other
504
510
Closing balance
93,880
143,527
INCOME TAX AND SOCIAL CONTRIBUTIONS
Accounting policy
Income tax and social contribution expenses for the year are recognized in the income statement unless they are related to items directly recognized in equity, including current and deferred taxes. Income tax and social contributions are disclosed net, by taxpayer entity, when there is a legally enforceable right to offset recognized amounts and when there is an intention to net them off, or realize the asset and settle the liability simultaneously.
Current tax is based on the actual taxable income for the year, in accordance with the relevant legislation and rates in effect at the end of the period being reported.
Deferred taxes are generally recognized on temporary differences between the tax bases of assets and liabilities and their carrying amounts and measured at the rates estimated for the period when the asset is realized or the liability settled, based on the rates (and tax legislation) that have been enacted or substantively enacted at the end of the period being reported. Offsetting tax losses and negative social contribution base is limited to 30% of the taxable income (taxable income) for the year.
Deferred tax assets are recognized for all deductible temporary differences, including unused tax losses and credits, insofar as it is probable that there will be taxable income against which the deductible temporary difference can be used and tax losses and credits are recognized and can be used, unless the deferred tax asset arises from the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction does not affect either the profit or the taxable profit (tax loss).
The existence of future taxable income based on the accounting records of deferred tax assets on December 31, 2025, is based on a technical study, approved by the Company's Board of Directors at the end of the year that ended on December 31, 2025. This technical analysis and approval process is carried out annually by the Company.
Critical accounting estimates and judgments
Significant judgments, estimates and assumptions are required to determine the amount of deferred tax assets that are recognized based on future taxable income and time. Deferred tax assets arising from tax losses and temporary differences are recognized considering projected assumptions and cash flows, as prepared by Management. Deferred tax assets may be affected by factors including, but not limited to: (i) internal assumptions about projected taxable income, based on planning for handling containers and cargo, operating costs and planning for cost of capital; (ii) macroeconomic scenarios; and (iii) commercial and tax aspects, when changed.
In addition, the Company applies critical accounting judgment in identifying uncertainties about tax positions on profit, which may impact the consolidated financial statements. Log-In and its subsidiaries are subject to review of income tax and other tax returns and, therefore, disputes may arise with the tax authorities due to the differences in interpretation of applicable laws and tax regulations.
23
23
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Reconciliation of Income Tax (IRPJ) and Social Contributions on Profit (CSLL)
Consolidated
12.31.2025 12.31.2024
Parent Company
12.31.2025
12.31.2024
Profit (loss) before tax
401,031
82,700
361,502
(13,872)
Credit (expenses) IRPJ and CSLL at the effective rate (34%)
Adjustments:
(136,351)
(28,118)
(122,911)
4,716
Tax subsidy revenue (AFRMM applied)
30,035
29,167
30,035
29,167
Effects of Leases - CPC 06 (R2)
-
13,320
14,991
Credits on unrecognized tax losses and temporary differences
(199,109)
(44,660)
(193,124)
(21,814)
Profit from equity method
-
-
18,100
39,677
Other
(1,931)
1,294
-
735
Income tax and social contributions in the profit or loss
(307,356)
(28,997)
(267,900)
67,472
Current
(87,682)
(75,736)
(23,273)
(2,298)
Deferred
(219,674)
46,739
(244,627)
69,770
Composition of deferred taxes
Consolidated
Parent Company
Deferred taxes
12.31.2025 12.31.2024
12.31.2025 12.31.2024
Balance sheet - assets (net):
Tax losses and negative bases
194,968
348,108
167,093
345,121
Temporary differences (a)
145,997
180,467
132,237
159,728
340,965
528,575
299,330
504,849
Balance sheet - liabilities (net):
Temporary differences (b)
92,610
49,699
-
-
92,610
49,699
-
-
Temporary differences related mainly to operating and administrative provisions, leasing, provisions for risks and exchange rate variations taxed under the cash basis method.
Temporary liability differences related to, basically the accelerated depreciation of vessels in the shipping companies and the gains and losses of assets acquired and liabilities assumed in the Tecmar business combination.
These deferred tax assets are expected to be realized, adjusted for timing differences up to December 31, 2025, according to a study approved by the Company's Board of Directors, is shown in the table below:
Year
Consolidated
12.31.2025
Parent Company
12.31.2025
2026
19,405
-
2027
7,151
-
2028
13,389
-
2029
5,731
4,041
2030
13,483
13,483
2031-2033
102,880
102,880
2034-2035
118,112
118,112
280,151
238,516
The main assumptions of the Technical Study (Business Plan) prepared by Management and approved by the governance bodies consider an operation with a fleet of nine owned vessels, brought in under tonnage rights, combined with medium-term capacity growth strategies.
The bases and taxes shown below represent the tax credits not recorded on December 31, 2025, since the amounts are not expected to be realized according to the approved technical study.
Consolidated
Parent Company
Description
Base
Unrecognized deferred tax asset
Base
Unrecognized deferred tax asset
IRPJ
1,770,216
440,694
1,317,274
329,319
CSLL
1,680,689
151,262
1,413,773
127,240
Total
591,956
456,559
The changes to CPC 32 (IAS 12) were made to comply with the OECD Pillar Two rules, which impose a global minimum tax rate on large companies. The rule requires economic groups with revenue above €750 million to assess their effective tax rate in each country where they operate. If this rate is less than 15%, it will be necessary to pay a supplementary tax.
In Brazil, the rule was implemented by Law No. 15,079/2024, effective from 2025. After evaluation, it was concluded that there were no significant impacts on the Company, which is why there are no effects to be reflected in the financial statements.
24
24
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
INVESTMENTS IN SUBSIDIARIES
Accounting policy
In the individual financial statements, investments in subsidiaries are valued using the equity method (EM) from the date they become their subsidiary. For the purpose of measuring equity income in affiliates, Log-In and its subsidiaries use the same base date.
Composition
Entities
Core business
Number of shares (in units)
% equity interest
Log-In International GmbH (a)
Logistics
1
100.00
Log-In Mercosur S.R.L. (b)
Port Assistance
567,819
94.00¹
Log-In Intermodal Del Uruguay S.A. (c)
Port Assistance
100,000
100.00
Log-In Navegação Ltda. (d)
Feeder
101,394,963
99.99²
Log-In Marítima Cabotagem Ltda. (e)
Coastal shipping
166,511,443
99.99²
Terminal de Vila Velha S.A. (f)
Port and storage
9,766,706
99.90
Tecmar Transportes Ltda. (g)
Road transport
142,349,584
100.00
Oliva Pinto Logística Ltda. (h)
Road transport
12,648,737
100,00³
6% is held by Log-In Intermodal Del Uruguay S.A.
0.001% held by TVV.
100% acquired by the subsidiary Tecmar Transportes Ltda.
Log-In International GmbH ("GmbH")
Company based in Austria, operating in Austria and internationally, for the purpose of managing, acquiring, selling or renting real estate and hiring personnel worldwide in the field of logistics and specifically in relation to Log-In group companies.
Log-In Mercosur S.R.L. ("Log-In Mercosur")
Company based in Argentina, providing management and logistics services, with specialized advice in the transportation and distribution of materials and equipment, by air, land, sea and waterways in Argentina and internationally, in addition to warehousing and customs clearance.
Log-In Intermodal Del Uruguay S.A. ("Log-In Uruguay")
Company based in Uruguay, operating domestically and internationally, whose purpose is to invest in other companies, as well as to administer and manage all types of securities investment activities, and purchase, sell, rent, administer, build and conduct operations involving real estate, except for rural properties.
Log-In Navegação Ltda. ("Log-NAV")
Company headquartered in Brazil, operating its own and third-party vessels for maritime trade in general cargo transportation, coastal shipping, long-haul and waterway navigation, procurement and fitting of vessels, commercial representation, customs clearance, cargo import, export and warehousing, multimodal transportation, port operations and complementary, related or advisory activities.
Log-In Marítima Cabotagem Ltda. ("Log-MAR")
Company headquartered in Brazil, operating its own and third-party vessels, for maritime trade in general cargo transportation, coastal shipping, long-haul and waterway navigation, procurement and fitting of vessels, commercial representation, customs clearance, cargo import, export and warehousing, multimodal transport operations, port operations and complementary, related or advisory activities.
Terminal de Vila Velha S.A. ("TVV")
Company headquartered in Brazil, handling port operations and commercial operations for berths 203 and 204 along the Capuaba quay in the Public Port of Vitória, Espírito Santo and supplementary port facilities and equipment for handling containers and general cargo, and multimodal transport operations.
In addition, on February 24, 2025, the subsidiary TVV signed a contract to operate a port facility located in the back area of the Public Port of Vitória/ES, for a period of 6 (six) years, with the port authority Vports Autoridade Portuária S.A. This strategic investment aims to meet the growing demand from the import and export cargo market, including containers, granite, steel
25
25
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
products and fertilizers. In addition, the new facility will enable significant improvements in service levels and operational efficiency.
Tecmar Transportes Ltda. ("Tecmar")
A company based in Brazil that operates in the national and municipal road transport of cargo and parcels, general warehousing, storage, loading, unloading, storage and safekeeping of goods of any kind. It also organizes distribution logistics on its own behalf, on behalf of third parties, consignees or shippers, as well as acting as a logistics operator, managing and controlling stock.
Oliva Pinto Logística Ltda. ("OP Logística")
Company headquartered in Brazil, which operates mainly in the road transport of inter-municipal and inter-state cargo, except for dangerous products and removals.
Main balances of subsidy companies
12.31.2025 12.31.2024
Assets
Liabilities
Equity
Profit (loss)
Assets
Liabilities
Equity
Profit (loss)
for the year
for the year
Log-In Internacional GmbH
670,643
4,300
666,343
4,252
670,728
8,640
662,088
46,927
Log-In Mercosur S.R.L.
15,484
7,635
7,849
7,433
15,123
14,616
507
10,386
Log-In Intermodal Del Uruguay S.A.
2,291
701
1,590
878
2,396
695
1,701
1,452
Log-In Navegação Ltda.
184,849
157,859
26,990
2,933
153,184
133,074
20,110
(29,189)
Log-In Marítima Cabotagem Ltda.
284,921
79,082
205,839
73,515
298,251
125,928
172,323
70,964
Terminal de Vila Velha S.A.
736,959
483,189
253,770
75,020
638,952
448,645
190,307
105,783
Tecmar Transportes Ltda.
386,356
456,450
(70,094)
(110,278)
379,739
362,933
16,806
(88,899)
Oliva Pinto Logística Ltda.(a)
85,159
46,516
38,643
11,864
73,144
46,365
26,779
4,500
Company accounted for under the equity method in the subsidiary Tecmar and the indirect subsidiary Log-In.
Log-In GmbH Log-In Log-In Log-Mar TVV Log-Nav Tecmar Total Mercosul Uruguay
Balances at 12.31.2023 218,292
(6,556)
892
170,749
135,455
54,592
111,120
684,544
Equity Method 46,932
9,761
1,451
70,964
105,678
(29,189)
(88,897)
116,700
Inflationary effect -
(5,346)
-
-
-
-
-
(5,346)
Proposed dividends and interest on own -
-
-
(69,389)
(53,814)
-
-
(123,203)
Increase in share capital 396,861
-
-
-
-
-
58,334
455,195
Accounting hedging reserve -
-
-
-
-
(5,293)
-
(5,293)
Goodwill on fixed assets -
-
-
-
-
-
(21,218)
(21,218)
Non-competition added value -
-
-
-
-
-
(232)
(232)
Amortization of goodwill on Property, plant -
-
-
-
-
-
(5,503)
(5,503)
Contingency losses -
-
-
-
-
-
11,976
11,976
Deferred taxes on capital gains / losses -
-
-
-
-
-
5,092
5,092
Derivatives -
-
-
-
2,938
-
-
2,938
Translation adjustments -
2,616
(643)
-
-
-
-
1,973
Balances at 12.31.2024 662,085
475
1,700
172,324
190,257
20,110
70,672
1,117,623
Equity Method 4,251
6,987
880
73,515
74,947
2,933
(110,278)
53,235
Proposed Dividends -
-
-
(40,000)
(18,737)
-
-
(58,737)
Accounting hedging reserve -
-
-
-
-
3,931
-
3,931
Advance for Future Capital (AFAC) -
-
-
-
-
-
23,374
23,374
Derivatives -
-
-
-
7,197
-
-
7,197
Goodwill on fixed assets -
-
-
-
-
-
(21,218)
(21,218)
Non-competition added value -
-
-
-
-
-
(232)
(232)
Amortization of goodwill on Property, plant -
-
-
-
-
-
(2,223)
(2,223)
Contingency losses -
-
-
-
-
-
164,622
164,622
Deferred taxes on capital gains / losses -
-
-
-
-
-
(47,923)
(47,923)
Translation adjustments -
(84)
(987)
-
-
-
-
(1,071)
Balances at 12.31.2025
666,336
7,378
1,593
205,839
253,664
26,974
76,794
1,238,578
Investments
666,336
7,378
1,593
205,839
253,664
26,974
146,894
1,308,678
Investment loss (liability) -
-
-
-
-
-
(70,100)
(70,100)
Changes in investments in parent companies
capital
and equipment
and equipment
26
26
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
PROPERTY, PLANT AND EQUIPMENT
Accounting policy
Property, plant and equipment are stated at acquisition costs or construction costs, which also include directly attributable costs incurred so that the asset is operational, less accumulated depreciation and impairment losses.
Expenses with major maintenance (docking) planned to restore or maintain the original performance standards of the vessels are recognized in property, plant and equipment. These expenses are depreciated over the forecast period until the next major maintenance. Maintenance expenses that do not meet these requirements are recognized as costs in the income statement for the period.
Spare parts with a useful life of more than one year and which can only be used in connection with items of property, plant and equipment are recognized and depreciated along with the main asset. These items are depreciated over the useful life of the corresponding fixed asset.
Property, plant and equipment are depreciated using the straight-line method, based on the estimated useful life, from the date on which the assets are available for use in their intended use and are capitalized. The exception is land which is not depreciated.
An item of property, plant and equipment is written off after disposal or when there are no future economic benefits resulting from the continued use of the asset. The gain or loss on the sale or write-off of an asset is determined by the difference between the amounts received on the sale and the carrying amount of the asset and is recognized in the profit or loss.
Critical accounting estimates and judgments
The estimated useful life, residual values and depreciation method are reviewed at the end of the reporting period and the effect of any changes in estimates is accounted for prospectively. Management reviewed accounting estimates related to the economic useful life of its own vessels. Based on an assessment of operating conditions, prospects for future use and the maintenance policies adopted, it was decided that, as of January 1, 2025, the useful life will be 25 (twenty-five) years, and this change will be applied prospectively.
Non-financial assets are assessed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized when the carrying amount of the asset exceeds its recoverable value, which is the higher of the fair value of an asset less costs to sell and its value in use.
As of December 31, 2025 and December 31, 2024, the Company's management had not identified any indicators of impairment.
Composition
Consolidated
Parent Company
12.31.2025
12.31.2024
12.31.2025
12.31.2024
Assets in operation:
Vessels
4%
1,206,353
1,206,353
164,571
164,571
Buildings and Facilities
6%
203,525
198,508
18,949
18,722
Machinery and Equipment
7%
271,947
227,337
28,213
16,110
Improvement on chartered vessels
20%
300,005
300,005
155,265
155,265
Furniture and fixtures
10%
19,168
14,187
9,995
5,455
Data processing equipment
20%
55,920
52,417
25,903
24,581
Improvements in properties leased from third parties
10%
38,950
38,719
7,592
7,592
Vehicles
20%
425,364
425,434
96
96
Other assets
20%
4,696
3,908
2,988
2,762
2,525,928
2,466,868
413,572
395,152
Fixed assets under construction
63,751
59,599
8,878
2,663
Fixed assets cost
2,589,679
2,526,467
422,450
397,816
Accumulated depreciation
(1,193,998)
(1,036,106)
(286,285)
(262,338)
Net Property, plant and equipment
1,395,681
1,490,361
136,165
135,478
Average annual rates
27
27
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Changes
Consolidated Parent
Company
Cost
Vessels
Buildings and facilities
Machinery and Equipment
Improvement on chartered vessels
Other assets
Fixed assets under construction
Total Total
Balances at 749,354
164,990
161,059
240,148
452,359
437,860
2,205,769
484,428
Additions -
-
-
-
-
201,498
201,498
151,887
Transfers 456,999
33,517
66,278
59,857
82,306
(698,957)
-
(238,499)
Balances at 1,206,353
198,508
227,337
300,005
534,665
59,599
2,526,467
397,816
Additions -
-
-
-
-
68,057
68,057
24,634
Transfers -
5,017
49,455
-
9,433
(63,905)
-
-
Reversal -
-
(4,845)
-
-
-
(4,845)
-
Balances at 1,206,353
203,525
271,947
300,005
544,098
63,751
2,589,679
422,450
Accumulated
depreciation
Balances at 12/31/2023
Additions
(319,584)
(69,578)
(51,881)
(7,601)
(83,577)
(12,479)
(123,584)
(33,770)
(283,087)
(50,964)
-
-
(861,712)
(174,393)
(233,334)
(29,004)
Balances at
12/31/2024
(389,162)
(59,482)
(96,056)
(157,354)
(334,051)
-
(1,036,106)
(262,338)
Additions
Reclassifications Reversal
(35,142)
-
-
(11,917)
-
-
(12,603)
-4,548
(53,210)
-
-
(49,569)
-
-
-
-
-
(162,440)
-4,548
(23,947)
-
-
12/31/2023
12/31/2024
12/31/2025
Balances at
12/31/2025
(424,304)
(71,399)
(104,111)
(210,564)
(383,620)
-
(1,193,998)
(286,285)
Total
782,049
132,126
167,836
89,441
160,478
63,751
1,395,681
136,165
The main fixed assets under construction as of December 31, 2025 are:
R$26,861 resulting from the pre-docking of vessels
R$7,965 resulting from the refurbishment of the docking dolphin at subsidiary TVV;
R$5,948 resulting from the partial refurbishment of the yard at subsidiary TVV;
R$5,641 resulting from the acquisition of a fire protection system.
Allowance for estimated losses on the realization of assets under construction: Hulls EI 506, EI 507 and EI 508
On July 12, 2017, the Company rescinded the contract for the construction of three (3) vessels at the EISA shipyard; consequently, a provision for estimated losses was recorded with the realization of those assets, net of the receivable indemnification amount, in the total amount of R$502,928, as below:
Consolidated and Parent Company
Description | Hulls EI-506, EI-507 and EI-508 | Indemnity for breach of contract, receivable | Materials and equipment at the shipyard (a) | Reversal of estimated loss (b) | Provision for estimated losses |
Advances made to "EISA" | 420,461 | (59,632) | (22,236) | (281,165) | 57,428 |
Capitalized charges | 164,335 | - | - | (164,335) | - |
584,796 | (59,632) | (22,236) | (445,500) | 57,428 |
On November 30, 2007, Log-In entered into a Contract for the Construction of Vessels to Order ("Construction Contract") with EISA, through which EISA undertook to "build, launch, equip, assemble, test and deliver to the CONTRACTING PARTY [Log-In], 05 (five) 2,700 (two thousand seven hundred) TEU container ships, made of steel (...)", where the hulls would be identified by the numbers EI-504, EI -505, EI-506, EI-507 and EI-508.
In 2016, the shipyard filed for bankruptcy protection and halted its operations without delivering 3 ships, referring to hulls 506, 507 and 508, in addition to their respective parts. Log-In terminated the construction contract and, in 2017, after carrying out an impairment test on the assets, entered the residual balance in fixed assets referring to the amounts that, at the time, the Company believed it would be able to recover from the shipyard. The aforementioned contract provided that in the event of default by the shipyard, Log-In would have the right to assume ownership of the parts acquired by the shipyard with the funds advanced by the Company under the construction contract or reverse the corresponding amount in indemnity.
An EISA Creditors' Meeting should have taken place in the first half of 2021, in which the shipyard's controller would present a credible recovery plan that would address the issue of parts, but this did not happen. So far, EISA has not presented a court-supervised reorganization plan with feasible conditions to pay creditors, including Log-In. As a result, the negotiations that had been held with EISA to remove parts from the shipyard proved to be unfeasible.
In this context, and after analysis by the Company's Management, was resolved at a board meeting held on September 27, 2021, to waive the parts and convert the corresponding amounts into indemnity. At the same time, the EISA RJ process will be monitored to collect Log-In's credits, already authorized in the judicial process and the amounts above are 100% provisioned in the financial statements.
In 2023, the Creditors' Meeting was called for the second time, at which it was decided to approve the reorganization plan for Classes I (labor), III (unsecured) and IV (unsecured EPP/ME). For Class II (in-rem guarantees), there was a voting deadlock between the parties represented by EISA's creditors and Log-In, resulting in the Reorganization Plan not being approved. EISA then submitted a request for "cram down" for the approval of the Reorganization Plan, which was approved on August 8, 2023.
At the close of the financial year on December 31, 2025, Log-In classified as a definitive loss the deduction from the credits of the effective portion that exceeds the commitment assumed by EISA under the recovery agreement.
28
28
ACCOMPANYING NOTES
In thousands of Brazilian reais - R$, except when otherwise stated.
Intangible assets
Accounting policy
Intangible assets with defined useful lives acquired separately are recorded at cost, less amortization and accumulated impairment losses. Amortization is recognized on a straight-line basis according to the estimated useful lives of the assets. The estimated useful life and the amortization method are reviewed at the end of each year and the effect of any changes on the estimates is accounted for prospectively.
Intangible assets under development (systems) are the application of the results of research or other knowledge in a plan or project aimed at the production of systems or substantial improvement, before the start of their use, characterized as referred to in CPC 04 (R1). Upon completion of the project and its availability to obtain the benefits generated by the Company, the full amount is recognized as an intangible asset (systems) and amortized from that date.
An intangible asset is written off on disposal or when there are no future economic benefits resulting from the use or disposal. Gains or losses resulting from the write-off of an intangible asset, measured as the difference between the net proceeds from the sale and the book value of the asset, are recognized in the income statement when the asset is written off.
Upon the acquisition of an investment in a subsidiary, associate or joint venture, any excess found in the investment cost on the interest held by the Company in the net fair value of the investee's identifiable assets and liabilities is recognized as goodwill, which is included in the carrying amount in the consolidated financial statements as an intangible asset. If there is objective evidence that the investment in a subsidiary, associate or joint venture is impaired, the requirements of IAS 36 (CPC 01 (R1)) are applied to determine the need to recognize any impairment loss related to the investment in the Company. Annually, the total carrying amount of the investment (including goodwill classified as an intangible asset in the consolidated financial statements) is tested for impairment in accordance with IAS 36 as a single asset, comparing its recoverable amount with its carrying amount. Recognized impairment losses are not allocated to any asset, including goodwill that forms part of the carrying amount calculated on the acquisition. Any reversal of this impairment loss is recognized in accordance with IAS 36 to the extent that the recoverable amount of the investment subsequently increases.
Composition
Consolidated Parent
Company
Systems Goodwill on Client Non- Intangible assets Total Total Investments portfolio competition under development
Cost
Balances at 12/31/2023
149,274
60,082
22,479
5,401
8,484
245,720
138,581
Additions
-
-
-
-
10,479
10,479
7,059
Transfers
10,441
-
1
-
(10,442)
-
-
Balances at 12/31/2024
159,715
60,082
22,480
5,401
8,521
256,200
145,640
Additions
-
-
-
-
14,935
14,935
8,252
Transfers
13,789
-
-
-
(13,789)
-
-
Balances at 12/31/2025
173,504
60,082
22,480
5,401
9,667
271,135
153,892
Accumulated amortization
Balances at 12/31/2023
(123,792)
-
(3,594)
(1,144)
-
(128,530)
(112,583)
Additions
(8,042)
-
(3,600)
(908)
-
(12,550)
(6,233)
Balances at 12/31/2024
(131,834)
-
(7,194)
(2,052)
-
(141,080)
(118,816)
Additions
(9,336)
-
(3,597)
(929)
-
(13,862)
(6,979)
Balances at 12/31/2025
(141,170)
-
(10,791)
(2,981)
-
(154,942)
(125,795)
Total
32,334
60,082
11,689
2,420
9,667
116,193
28,097
Average amortization rate
20%
20%
20%
20%
The main intangible assets under development on December 31, 2025 are:
R$3,894 resulting from improvements in billing and administrative systems;
R$1,561 resulting from the upgrade of Architecture and Safety in the load management system.
29
29
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
LEASES
Accounting policy
When a contract starts, the Company assesses whether an instrument is, or contains a lease. A contract is or contains a lease when the Company obtains the right to control the use of an identified asset, for a period, in exchange for a consideration.
The Company recognizes the asset relating to the right-of-use and a liability corresponding to the lease on the date of the start of the contract, except for short-term leases (defined as leases with a lease term of a maximum of 12 months) and leases of low value assets (such as tablets and personal computers, small items of office furniture and telephones). Right-of-use assets are initially measured at cost, which includes the initial amount of the lease liability adjusted by any lease payment made on or before the commencement date. The asset is subsequently depreciated on a straight-line basis during the contractual period or until the end of the asset's useful life.
A lease liability is initially measured at the present value of the lease payments, discounted using the implied interest rate of the lease or, if that rate cannot be immediately determined, based on the Company's incremental funding rate. These are classified as current or non-current according to the due dates of the considerations.
Lease payments included in the measurement of the lease liability comprise: (i) fixed payments, including fixed payments in substance; (ii) variable lease payments that depend on an index or rate; and (iii) the exercise price of a purchase or renewal option, when it is probable that the contractual option will be exercised and it under the control of the Company.
The lease liability is measured at amortized cost using the effective interest method and remeasured when there is a change in future lease payments resulting from a change in an index or rate. When the lease liability is recalculated, a corresponding adjustment is made to the carrying amount of the lease agreement asset or is recognized directly in the income statement for the period if the carrying amount of the asset has already been reduced to zero.
Critical accounting estimates and judgments
Incremental rates are estimated based on the risk-free nominal interest rate, plus the Company's credit risk premium, adjusted to further reflect the specific conditions and characteristics of the lease, such as the risk within the country's economic environment, the impact of guarantees, currency, term and start date of each contract.
Composition and changes in right-of-use assets
Consolidated Parent
Company
Container Office real Port Real estate Port Equip.
equipment estate Vehicles terminals at port equipment IT/Systems Vessel Total Total
terminals
Cost
Balances at 12.31.2023
240,597
56,268
18,233
92,767
20,463
25,772
8,389
33,910
496,399
296,293
Additions
51,314
20,598
601
3,783
1,458
4,839
1,349
-
83,942
55,074
Write-downs
-
(1,598)
-
-
-
-
-
-
(1,598)
-
Reclassification
-
904
-
-
-
-
-
-
904
904
Balances at 12.31.2024
291,911
76,172
18,834
96,550
21,921
30,611
9,738
33,910
579,647
352,271
Additions
77,387
16,306
523
103,753
-
12,603
1,625
-
212,197
85,203
Balances at 12.31.2025
369,298
92,478
19,357
200,303
21,921
43,214
11,363
33,910
791,844
437,474
Accumulated amortization
Balances at 12.31.2023
(149,346)
(31,187)
(3,035)
(9,569)
(19,974)
(16,888)
(2,973)
(10,871)
(243,843)
(191,506)
Additions
(55,293)
(16,960)
(4,413)
(3,409)
(1,947)
(6,527)
(2,316)
(1,695)
(92,560)
(64,014)
Write-downs
-
941
-
-
-
-
-
-
941
-
Balances at 12.31.2024
(204,639)
(47,206)
(7,448)
(12,978)
(21,921)
(23,415)
(5,289)
(12,566)
(335,462)
(255,520)
Additions
(65,142)
(19,129)
(4,302)
(3,578)
-
(11,124)
(2,502)
(3,501)
(109,278)
(72,771)
Balances at 12.31.2025
(269,781)
(66,335)
(11,750)
(16,556)
(21,921)
(34,539)
(7,791)
(16,067)
(444,740)
(328,291)
99,517
26,143
7,607
183,747
-
8,675
3,572
17,843
347,104
109,183
Average rates of amortization
18.88%
35.58%
30.00%
7.94%
20.00%
47.37%
13.33%
5.00%
Composition of liabilities with leases
30
30
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Consolidated Parent Company
12.31.2025
12.31.2024
12.31.2025
12.31.2024
Container equipment
115,187
116,053
115,186
116,053
Vehicles
9,639
13,434
-
-
Office real estate
28,576
33,052
5,743
6,387
Port terminal (b)
169,084
91,178
-
-
Port equipment
9,515
7,900
700
1,096
Systems
4,631
5,743
3,587
4,439
Vessels (a)
4,066
6,970
-
-
340,698
274,330
125,216
127,975
On March 19, 2018, the subsidiary Log-In International GmbH obtained financing from the London financial institution (Bailrigg Leasing No.3 Limited), in the amount of US$5,100 thousand (equivalent to Euro 4,156 thousand and R$16,260), with the guarantee of transferring the ownership of the vessel NV Resiliente with OCM Log-In Resiliente LLC. The term of the financing is 5 (five) years, with monthly amortization of US$60 thousand, plus annual interest "pro rata" by Libor, pursuant to an agreement between the parties and the Parent Company.
Log-In International GmbH holds the right-of-use/operation of the vessel NV Resilient, Sale lease back, entering into a bareboat charter agreement with Bailrigg Leasing No. 3 Limited. Log-In International GmbH's financial obligations are: (i) debt repayment over 5 (five) years, in 60 monthly fixed installments, of US$60 thousand each; and (ii) final payment of US$1,500 thousand (repurchase value). With the total repayment of the debt, within the term or in advance, there will be a mandatory transfer of ownership of the vessel back to Log-In International GmbH, where rules for early repurchase (optional) or at the end of the contractual term (mandatory) are defined in that contract.
In March 2023, an amendment to the sale leaseback agreement with Bailrigg Leasing was signed, refinancing the transaction for another 5 years. The total remaining amount negotiated was USD 1,630 thousand with monthly amortizations of USD 27 thousand, with monthly interest, calculated using SOFR + 4.5% p.a.
On February 24, 2025, the subsidiary TVV signed a contract to operate a port facility located in the retro area of the Public Port of Vitória/ES, for a period of 6 (six) years, with the port authority Vports.
Changes in liabilities with leases
Consolidated
Parent Company
Transactions
Balance at 12.31.2024
274,330
127,975
Addition
212,197
85,203
Interest and exchange variation in the year
20,514
5,838
Payments in the year
(166,343)
(93,800)
Balances at 12.31.2025
340,698
125,216
Current
113,729
78,605
Non-current
226,969
46,611
Consolidated
Parent Company
2026
113,522
78,699
2027
39,108
10,343
2028
26,161
5,353
2029
25,070
5,493
2030 to 2048
136,837
25,328
Balances at 12.31.2025
340,698
125,216
Schedule of the maturities of lease liabilities
Short-term lease payments and low-value underlying assets
Consolidated
Parent Company
12.31.2025 12.31.2024
12.31.2025 12.31.2024
Short-term lease costs and low-value underlying assets.
112,475 111,112 176,652 192,633
Contract terms
Rate % p.a.
1 year
15.16%
2 years
16.28%
3 years
16.18%
4 years
16.30%
5 years
15.28%
7 years
15.73%
8 years
18.00%
9 years
15.32%
23 years
10.00%
The table below shows the rates used for the terms of the contracts:
31
31
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Indicative of the potential right to recover PIS/COFINS as part of the lease consideration
Cash Flow
12.31.2025
Adjusted to present value
Lease consideration
405,148
340,698
Potential PIS/COFINS (9.25%)
37,476
31,515
TRADE ACCOUNTS PAYABLE AND OPERATING PROVISIONS
Accounting policy
The balances of Trade Accounts Payable and operating provisions refer to liabilities to pay for goods or services that have been acquired or used in the normal course of business, being classified as current liabilities if payment is due within a period of up to 12 months; otherwise, they are presented as non-current liabilities. They are measured at amortized cost, using the effective interest rate method, when applicable.
Operational provisions arise from port (navigation), road and other operating expenses, where services have already been provided and/or the products have been delivered by suppliers, generating a present liability for the Company at the end of each reporting period, estimated based on the contractual terms with the suppliers or according to the accumulated historical experience.
Composition
Consolidated
Parent Company
12.31.2025 12.31.2024
12.31.2025 12.31.2024
Trade Accounts Payable
Operating provisions
141,214
120,943
76,527
61,571
Maritime expenses for container transportation
92,591
99,772
76,031
82,406
Road expenses
19,275
6,140
14,022
8,906
Administrative expenses
1,972
3,764
1,824
3,040
Other operating expenses
473
3,182
312
871
Total
114,311
112,858
92,189
95,223
255,525
233,801
168,716
156,794
Current
255,525
233,801
168,716
156,794
LOANS, FINANCING, DEBENTURES AND COMMERCIAL NOTES
Accounting policy
Loans, financing and debentures are financial liabilities initially recognized at fair value, net of directly attributable transaction costs, and are subsequently measured at amortized cost and updated using the effective interest method, charges, monetary and exchange rate variations. Any difference between the amount raised (net of transaction costs) and the settlement value is recognized through the profit or loss during the period in which the loans, financing and debentures are outstanding, using the effective interest rate method. Fees paid on borrowings, financing and debentures are recognized as transaction costs and appropriated over the payment terms of transactions.
Currency Indexed Fees and Maturity to charges
Consolidated Parent Company
12.31.2025 12.31.2024 12.31.2025 12.31.2024
BNDES/FMM (a)
R$
TJLP
2.5% and 4.3%
Apr 34
257,901
297,615
224,431
257,132
BNDES/FMM (a)
US$
USD
2.5% and 4.3%
Apr 34
252,931
329,686
214,197
276,918
Debentures - TVV (b)
R$
IPCA
6.86%
Nov 33
197,095
212,400
-
-
Cost with issuance - TVV (b)
R$
IPCA
6.86%
Nov 33
(6,429)
(7,250)
-
-
2nd issue of commercial papers (c)
R$
CDI
2.11%
Nov 30
-
278,314
-
278,314
Cost of issuing 2nd issue (c)
R$
CDI
2.11%
Nov 30
-
(2,756)
-
(2,756)
R$
CDI
1.49%
May 31
407,348
397,657
407,348
397,657
R$
CDI
1.49%
May 31
(3,402)
(4,030)
(3,402)
(4,030)
R$
CDI
1.54%
Jul 31
53,908
52,908
53,908
52,908
R$
CDI
1.54%
Jul 31
(463)
(546)
(463)
(546)
Commercial Notes 3rd issue 1st series (d)
Cost of issuing 3rd issue 1 series (d)
Commercial Notes 3rd issue 2nd series (d)
Cost of issuing 3rd issue 2 series
(d)
Debentures 5th Issue (e)
R$
CDI
1.30%
Jul 32
300,991
-
300,991
-
Cost of issuing 5th issue (e)
R$
CDI
1.30%
Jul 32
(2,554)
-
(2,554)
-
Debtor risk (f)
R$
-
-
Mar 26
23,634
11,008
15,695
6,495
Bunker financing (g)
R$
R$
2.31%
Apr 26
53,812
58,846
53,811
58,846
Pamcard (h)
R$
-
20.98%
Mar 26
52,410
32,000
-
-
32
32
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Bradesco (i)
R$
-
13.11%
Feb 26
25
1,129
-
-
Bradesco Financiamentos (i)
R$
-
11.95%
Feb 26
-
497
-
-
Banco CNH (i)
R$
-
10.16%
Jan 26
85
2,772
-
-
Banco da Amazonia (i)
R$
TJPL
5.46%
Jan 29
-
80
-
-
Banco do Brasil (i)
R$
-
20.55%
Oct 25
-
668
-
-
Sicoob (i)
R$
CDI
8.21%
Dec 30
7,521
9,038
-
-
Ademicon (i)
R$
-
14.00%
Jan 28
99
-
-
-
Oliva Pinto Secured Account (j)
R$
CDI
3.04%
Mar 26
5,851
8,859
-
-
Tecmar Secured Account (j)
R$
CDI
3.04%
Mar 26
9,548
-
-
-
Consortia (k)
R$
-
13.50%
Jan 29
167
726
-
-
Fuel Financing (l)
R$
CDI
1.18%
Mar 26
9,093
9,524
-
-
Finame BNDES (m)
R$
IPCA
9.18%
Apr 34
80,156
-
-
-
1,699,727
1,689,145
1,263,962
1,320,938
Current
326,022
317,133
197,225
214,599
Non-current
1,373,705
1,372,012
1,066,737
1,106,339
They mainly refer to funds obtained from the Merchant Marine Fund ("FMM"), through the transfer of its financial agent the Brazilian Development Bank ("BNDES"), mainly for the construction of vessels -BNDES/FMM.
In December 2021, TVV settled its 1st issue of Debentures, signed in November 2021 in the amount of R$240 million, fully subscribed in April 2022. The purpose of the issue was to modernize equipment essential to port activities. Simple debentures, not convertible into shares, of the type with an in-rem guarantee, in a single series, consisting of 240 thousand (two hundred and forty thousand) debentures, with a unit par value of R$1,000 (one thousand reais). Debentures are amortized in annual installments, with the first installment due on November 15, 2022 and the last installment due on November 15, 2033, that is, for 12 (twelve) years contracted from the issue date on November 15, 2021. A financial instrument (SWAP) was contracted to mitigate fluctuations in the IPCA of this debt.
In November 2023, Log-In carried out its 2nd issue of commercial papers, in the total amount of R$275 million. The purpose of the issue was to supplement working capital and develop the company's general activities. Book-entry commercial notes, in a single series, with a nominal unit value of R$1,000,000 (one million reais), maturing in 7 (seven) years from the date of issue of the Commercial Notes. The 2nd issue of commercial notes were settled in advance in July 2025, with the 5th issue of debentures.
In May 2024, Log-In issued its 3rd Commercial Papers, in two series, totaling R$ 420 million. The value is R$370 million in the first series, and R$50 million in the second series. The purpose of the 1st series issue was to supplement working capital, carry out the early settlement of the 1st issue Commercial Notes and the early settlement of the 4th issue Debentures. The purpose of the 2nd series issue was the early settlement of the 3rd issue debentures.
In June 2025, Log-In carried out its 5th issue of simple debentures, non-convertible into shares, unsecured, in a single series, with a nominal value of R$ 1,000.00 (one thousand reais) each, totaling R$ 280,000,000.00 (two hundred and eighty million reais) ('Debentures'), which mature seven (7) years from the date that the Debentures were issued. The net funds raised through the Issue will be used for the Company's working capital and for the purposes of managing liabilities, extending terms, optimizing financial conditions and/or repaying existing debts, including the book-entry commercial notes, in a single series, for public distribution, under the automatic procedure, of the Company's 2nd issue.
These refer to amounts contracted in reverse factoring transactions with financial institutions Banco Itaú, Banco Sofisa, Banco do Brasil, BV (Votorantim), Banco Safra, Banco Bradesco, Direta Securitizadora, and Banco ABC., in which certain carriers can prepay their receivables without co-obligation on the part of the ceding party, without incurring a correction or interest and with an approximate 60-day payment term as its initial due date for the Company, and with that, it now has to pay for the service contracted directly to the banks mentioned above and no longer to the suppliers, as directed by the Brazilian Securities and Exchange Commission through the Circular Letter/CVM/SNC/SEP No. 01/2021 item 8 - Debtor Risk. These transactions are aimed at strengthening the commercial relationship with those suppliers and invoices are brought forward only at the discretion of suppliers. In the event of non-compliance with the monetary obligations arising from these contracts, the amounts due will be subject, from the date of noncompliance until the date of actual payment, compensatory interest capitalized daily, default interest at the effective rate of 1% per month, capitalized daily "pro rata temporis" and a non-compensatory fine of 2% calculated on the total amount owed to Banco Itaú.
Refers to financing to acquire a bunker fuel for the company's own fleet from the financial institution Alelo Instituição de Pagamento S.A. ("Alelo"). In consideration for the services provided by Alelo, the company will pay an administration fee, applicable to the total value of transactions made with the Alelo card, at a progressive rate in line with SELIC fluctuations.
These relate to financing for the payment of freight with the financial institution Banco Bradesco S.A. In consideration for the services provided by Bradesco, the company will pay a management commission applicable to the sum, at a rate of 20.98% p.a.
These refer to funds obtained from the financial institutions Bradesco, Banco CNH, Banco da Amazonia, Itaú, Banco do Brasil, Santander and Sicoob through direct consumer credit to acquire a fleet of vehicles and working capital, relating to the company Oliva Pinto Logística Ltda. indirectly controlled through Tecmar Transportes Ltda., acquired on December 23, 2022.
This refers to funds obtained from financial institutions Bradesco, Santander and Itaú to strengthen working capital, optimize cash flow and ensure the continuity and efficiency of road freight transport.
These refer to funds obtained through consortia by the subsidiary Tecmar and Oliva Pinto for the acquisition of a fleet of vehicles from the financial institutions Randon, Volvo and Ademicon.
This refers to financing to purchase fuel for the company's own fleet of vehicles from the financial institutions Alelo Instituição de Pagamento S.A. ("Alelo") and Ticket Soluções HDFGT S/A.
This refers financing contracted from Banco Nacional de Desenvolvimento Econômico e Social ("BNDES"), through the FINAME line. The funds have a term of up to 16 years and are earmarked for the acquisition of trucks and trailers for container transport, as well as for strengthening the company's working capital.
Installments due in
Consolidated
12.31.2025
Parent Company
12.31.2025
2027
103,720
63,375
2028
182,328
63,375
2029
313,640
273,375
2030
309,513
273,034
2031 to 2034
464,504
393,578
1,373,705
1,066,737
Amortization schedule of non-current liabilities
33
33
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Changes
Consolidated
Parent Company
12.31.2025 12.31.2024
12.31.2025 12.31.2024
Opening balance
1,689,145
1,626,489
1,320,938
1,271,720
Issuance of debentures, commercial papers and financing
280,000
420,000
280,000
420,000
Fundraising for working capital
288,801
206,717
-
-
Costs for issuing debentures and commercial papers
(2,751)
(4,991)
(2,751)
(4,991)
Debtor risk transactions
137,997
8,600
104,494
6,495
Bunker, Pamcard and truck freight financing
432,656
(189,608)
193,696
8,632
Exchange variance
31,405
244,595
36,637
13,692
Exchange variance - establishment of a hedge reserve
2,864
58,587
2,726
47,517
Interest and charges Loans, financing, debentures and commercial notes
204,989
179,548
154,479
136,354
Interest and charges paid Loans, financing, debentures and commercial notes
(163,300)
(144,306)
(128,298)
(113,554)
Principal repayment Loans, financing, debentures and commercial notes
(1,202,079)
(716,486)
(697,959)
(464,927)
Closing balance
1,699,727
1,689,145
1,263,962
1,320,938
Guarantees BNDES/FMM
50.05% of TVV shares (hulls 506, 507 and 508);
99.99% of Log-Mar shares (hulls 506, 507 and 508);
Vessels Log-In Jacarandá and Log-In Jatobá (hulls 504 and 505);
Bank guarantee in the amount of R$6,318 (hulls 506, 507 and 508).
Debentures - 1st Issue (TVV)
Fiduciary assignment of TVV equipment; and
Fiduciary assignment of credit rights arising from the provision of services to certain clients.
Banco do Brasil
Guarantee on trade receivables with the financial institution.
Sicoob
Fiduciary assignment of commercial property in Manaus (Oliva Pinto).
Banco CNH
Fiduciary assignment of vehicles and solar panels.
BNDES/FINAME
Bank guarantee on the value of R$76,597.
Covenant clauses
Some of the Company's debt contracts contain covenants that may lead to early repayment of debt. The Company's main covenants oblige it to maintain certain indices or disclosures, as detailed below. The Company has not identified any non-compliance as at December 31, 2025, and December 31, 2024, for all the items below:
BNDES/FMM
Debt Service Coverage Ratio (DSCR) not less than 1.0 from 2021 until the settlement of the loan, calculated at the end of each year, as per the formula DSCR = EBITDA - (IR + CSLL + Working Capital Variation) / Debt Service for the Year).
Net Debt/EBITDA ratio less than or equal to 5.0 from 2021 until settlement of the contract, calculated at the end of each financial year.
Debentures - 5th Issue
Net Debt/EBITDA not exceeding 3.5 (consolidated balance sheet). EBITDA refers to the result for the twelve (12) months prior to the calculation date, including revenue from the Freight Surcharge for the Renewal of the Merchant Marine (AFRMM), and before income
34
34
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
tax and social contributions, Cash Financial Income, Non-Operating Income, equity method, minority shareholders' interest, depreciation and amortization, and discounted amounts related to 'Leasing Obligations'; And 'Debt' means the sum of short- and long-term loans and financing, as well as new financing contracted, including discounted securities with recourse, guarantees and sureties provided for the benefit of third parties, except when provided as collateral for loan and financing operations already accounted for, for debt calculation purposes, and non-convertible fixed income securities resulting from public or private issuance in local or international markets. It also includes liabilities arising from financial instruments - derivatives.
Net debt (1,363,579) / EBITDA (824,945) = 1.65x. Loans and financing (1,699,727), bank guarantees (13,441), derivatives (10,136) and cash, investments and cash equivalents (339,453).
Commercial Papers - 3rd Issue
Net Debt/EBITDA not exceeding 3.5 (consolidated balance sheet) means the result for the 12 (twelve) months prior to the calculation date, including revenue from the Freight Surcharge for the Renewal of the Merchant Marine - AFRMM, and before income tax and social contributions, Cash Financial Income, Non-Operating Income, equity method, minority shareholder participation, depreciation and amortization, and discounting the amounts relating to "Lease obligations"; And "Debt" means the sum of short- and long-term loans and financing, as well as new financing contracted, including securities discounted with a return, guarantees and sureties provided for the benefit of third parties, and non-convertible fixed-income securities issued by the public or private sector on the local or international markets. It also includes liabilities arising from financial instruments - derivatives.
Net debt (1,446,494) / EBITDA (824,945) = 1.75x. Loans and financing (1,699,727), bank guarantees (96,356), derivatives (10,136) and cash, investments and cash equivalents (339,453).
Debentures - 1st Issue (TVV)
Net Debt/EBITDA does not exceed 3.5. The EBITDA is the result for the 12 (twelve) months prior to the calculation date, before income tax and social contributions, Cash Financial Result, Non-Operating Result, the equity method, minority shareholder earnings, depreciation and amortization, and discounting the amounts relating to "Lease Liabilities;
DSCR not less than 1.3. Debt-Service Coverage Ratio, calculated using the following equation, calculated based on the Issuer's financial statements for the last year and audited by an independent auditor: DSCR = Cash Generation from Activity / Debt Service. Cash Generation from Activity means the result of the difference between EBITDA (defined above) and the amount of Income Tax and Social Contribution on Profit paid for the year.
Financing (Vehicle Consortia)
Approval from the financial institutions on the change or transfer, for whatever reason, of shareholder control or ownership of the Company's shares, as well as in the event of its incorporation, spin-off, merger or corporate reorganization;
In the event of any judicial, extrajudicial or administrative measure that may affect the Creditor's guarantees or credit rights;
Default on any of its obligations by the Company or its Guarantor, as well as if it files for judicial reorganization or bankruptcy.
PROVISIONS FOR CONTINGENT RISKS AND LIABILITIES
Accounting policy
A provision is recognized when a present obligation (legal or assumed) resulting from a past event, is considered probable by Management and its legal advisors that funds will be required to settle the obligation and it is possible to estimate its value in a reliable manner. The counter entry to the liability is an expense in the period. This obligation is updated in accordance with the progress of the lawsuit or financial charges incurred and can be reversed if the estimated loss is no longer considered probable due to changes in circumstances, or written off when the liability has been settled.
The amount recognized as a provision is the best estimate of the compensation necessary to settle the liability on the reporting date, taking into account the risks and uncertainties relating to the liability. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognized as an asset if, and only if, the reimbursement is virtually certain and the amount can be measured reliably.
Contingent liabilities are not recognized, but are disclosed in the notes when the probability of an outflow of funds is possible, including those where the values cannot be estimated.
Contingent assets are not recognized, but are disclosed in the notes when the inflow of economic benefits is considered probable. If the inflow of economic benefits is practically certain, the related asset is not a contingent asset and its recognition is adequate.
35
35
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Critical accounting estimates and judgments
The Company and its subsidiaries are parties to lawsuits and tax, labor and civil administrative lawsuits in progress, arising from the normal course of business and, with the support of their legal advisors, Management has recognized a provision considered sufficient to cover expected losses.
Legal proceedings are contingent in nature, that is, they will be resolved when one or more future events occur or no longer occur. Normally, the occurrence or not of such events does not depend on the performance of the Company and uncertainties in the legal environment involve the exercise of significant estimates and judgments by Management regarding the potential outcome of future events.
Composition of contingencies
Labor claims
Consolidated
Tax claims
Civil Claims
Total
Parent Company
Total
Balances at 12.31.2023
234,663
43,306
1,262
279,231
1,721
Additions
6,624
-
936
7,560
562
Reversals (a)
(7,361)
(23,448)
-
(30,809)
-
Monetary correction
8,050
453
13
8,516
1,517
Payments
(6,439)
-
(125)
(6,564)
(2,042)
Balances at 12.31.2024
235,537
20,311
2,086
257,934
1,758
Additions
4,417
11
182
4,610
1,031
Reversals (a)
(9,227)
(113,950)
(1,406)
(124,583)
-
Monetary correction
2,322
(48,465)
66
(46,077)
1,629
Reclassification
(195,821)
196,453
(632)
-
-
Payments
(4,251)
-
(114)
(4,365)
(3,277)
Balances at 12.31.2025
32,977
54,360
182
87,519
1,141
This mainly refers to the reversal of impairment losses due to contingencies on business acquisitions.
Labor: claims by employees for non-payment of overtime, payment of port risk surcharges and other matters, often linked to disputes over the amount of compensation paid for dismissals;
Tax: legal and administrative claims arising from assessments or rulings issued by the Brazilian Federal Revenue Service for the payment of federal taxes and tax assessments involving the payment of ICMS levied by some states in which the company has operations; and
Civil: indemnity claims and lawsuits related to accidents and cargo claims.
For labor lawsuit RT-189-1996-055-01-00-4, a bank guarantee was provided in the updated amount of R$ 13,441.
Contingent assets
ICMS not levied on cabotage navigation in international transport (Feeder)
The Company, through the companies Log-In Logística Intermodal SA and Log-In Marítima Cabotagem Ltda., filed on April 11, 2023, Writ of Mandamus No. 1019838-44.2023.8.26.0053, with the objective of preventing the inclusion of ICMS in the calculation basis of the additional State Fund to Combat Poverty (FECP), established by the State of São Paulo, levied on revenues from intermodal transport originating or destined for the aforementioned State.
The judgment handed down on December 11, 2023 recognized the company's right to the exclusion of ICMS from the basis for calculating the FECP/SP surcharge, as well as the refund/compensation of the amounts unduly paid in the five years prior to the filing of the lawsuit, plus monetary correction at the SELIC rate.
The São Paulo Court of Appeals (TJSP) upheld the lower court's decision.
On September 12, 2025, the final judgment recognizing the non-levy of ICMS on feeder import transactions originating in the State of São Paulo was certified. The amounts corresponding to the credit recognized as a result of a successful decision are being calculated based on the payments made during the period covered by the court decision in order to identify the amounts that can be recovered.
Contingent liabilities
The contingent liabilities, plus interest and monetary restatement, estimated for the lawsuits on December 31, 2025 and December 31, 2024, where the likelihood of a loss is considered possible, are shown in the following table:
36
36
ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
Consolidated
Parent Company
Nature 12.31.2025 12.31.2024
12.31.2025 12.31.2024
Labor claims
77,096
79,764
8,666
20,188
Tax claims
195,286
162,119
122,744
99,953
Civil claims
52,914
49,929
44,632
41,308
325,296
291,812
176,041
161,449
Labor and social security: The Company is a party to claims brought by former employees who allege that they are entitled to overtime, additional health and port risk, wage differences, compensation for pain and suffering and severance pay. Claims of this nature are generally classified as having a possible chance of loss. The social security claims involve the collection of social security contributions by the Brazilian Federal Revenue Service on items considered to be of a salary nature, employer contributions and differences in the RAT rate.
Tax: legal and administrative claims arising from assessments or rulings handed down by the Brazilian Federal Revenue Service for the payment of certain federal taxes and tax assessments involving the payment of ICMS levied by some states in which the company has operations.
Among the tax claims classified as possible, the following stand out:
ICMS: On 03/23/2012, the Company became aware of a tax-deficiency notice issued by the State of Pernambuco regarding the payment of ICMS for the periods from 06/2011 to 12/2011. On 05/20/2012, the company submitted its challenge, proving that the tax had been paid, despite the fact that there had been an error in completing the ancillary obligation. In a lower court judgment published on 06/12/2014, the notice of violation was partially upheld by the judges.
On 06/27/2014, the Company filed an appeal requesting the cancellation of the notice of violation. On 11/11/2015, a decision was handed down annulling the lower court judgment and the case was sent back for due diligence, with the company submitting its statement on the final opinion on 12/23/2015, supplemented by a new statement filed on 05/18/2016. A new judgment on the Appeal is awaited. The risk of the lawsuit is assessed by the Company's external advisors as possible, in the updated amount of R$17,301 as of December 31, 2025 (R$16,030 as of December 31, 2024).
On 01/11/2024, the Company became aware of the tax-deficiency notice issued by the State of São Paulo for the disallowance of credits arising from amounts paid to service providers contracted to Onward carriage (period of the tax-deficiency notice 01/2019 to 12/2020), which supposedly conflicts with §1 of art. 11 of Annex III of the RICMS/SP (Decree 45.490/00). The company filed an objection because the inspection did not observe that the use of the credit granted in §1 of art. 11 of Annex III of the RICMS/SP does not prevent the use of the tax credit resulting from the Onward Carriage, as authorized by art. 38 of CAT Ordinance no. 28/02. The objection is pending analysis. The risk of the lawsuit is assessed by the Company's external advisors as possible, in the updated amount of R$46,638 on December 31, 2025.
Importing Parts and Components with REB benefits: On 09/23/2013, the Company became aware of the Notice of Violation, which alleges that the Company did not meet the requirements for exemption from federal taxes and zero rate of contributions on imports of parts. As the most recent legal movement related to this infraction notice, we have CARF ordering the return of the case to the DRJ/SPO so that a new lower court judgment can be handed down (03/21/2019). The risk of the lawsuit is assessed by our external lawyers as possible, in the amount of R$14,480 as of December 31, 2025 (R$13,727 as of December 31, 2024).
Civil: indemnity claims and lawsuits related to accidents and cargo claims. Among these civil claims, the following stand out:
LOG STAR: In June 2018, the trustee of Log Star's bankruptcy estate filed a lawsuit against the Company and TBS Comercial Group with the aim of declaring the joint and several liability of the Company and TBS Comercial Group Ltda. in relation to Log Star's debts, contained in its self-bankruptcy, and, secondary, the extension of the effects of the bankruptcy. The company filed its defense on 09/28/2018 and the case is awaiting service on the other defendant company. A reply is expected from foreign authorities regarding the fulfillment of the letter rogatory. The prognosis of the case is possible, and the updated amount is R$41,277 as of December 31, 2025 (R$37,031 as of December 31, 2024).
On March 23, 2007, the Company entered into an agreement with Vale S.A. ("Vale"), under which it undertook to indemnify Log-In, for any and all losses, damages, costs, expenses and other pecuniary liabilities, that the Company may incur as a result of the final and unappealable decision of the judicial, administrative or arbitration proceedings to which the Company is or will be a party, the cause of which occurred before the publication of the Termination Notice for the public offering of shares on July 25, 2007. As actual losses occur, as a result of these proceedings, the Company will inform Vale for reimbursement purposes. As of October 31, 2025, and December 31, 2025, Log-In has not recorded any amounts receivable from Vale given that these lawsuits do not present actual losses to the Company.
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ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
TECMAR:
Labor and social security: The Company is a party to claims brought by employees for non-payment of overtime, additional payments for allegations of unhealthy working conditions and other matters, often connected to disputes over the amount of compensation paid for dismissals. The main claims made in these claims classified as having a possible chance of loss are the following: overtime, work break, differences in travel allowances, pain and suffering, severance pay, salary differences and additional salary.
Tax: legal and administrative claims arising from assessments to collect PIS/COFINS, ICMS and fines for non-compliance with ancillary obligations.
Civil claims: Tecmar is a party to number of indemnity claims for cargo claims filed by customers or third parties involved in accidents in cargo transportation. Among the civil claims classified as possible, the following stands out:
Public civil action filed in 2017 by the Federal Public Prosecutor's Office, seeking a judgment against the company and ordering it to pay indemnification for collective damages due to the transport of overweight cargo. In this same lawsuit, the Federal Public Prosecutor's Office, in addition to seeking damages for collective material damage, is also seeking an injunction, namely, the obligation not to transport cargo in excess of weight limits, whether total weight or axle weight, under penalty of a fine of R$ 10,000.00 (ten thousand reais) per transport carried out in excess of weight limits.
OLIVA PINTO:
Labor and social security: Oliva Pinto is a party to claims brought by employees for non-payment of overtime, additional payments for allegations of unhealthy working conditions and other matters, often connected to disputes over the amount of compensation paid for dismissals. The main claims sought in these lawsuits classified as having a possible chance of loss are as follows: overtime and hazard pay.
EQUITY
Accounting policy
An equity instrument is any contract that shows a residual interest in an entity's assets after deducting all of its liabilities. Equity instruments issued by the Company are recognized when funds are received, net of direct issue costs. These costs are recognized net of the applicable tax effects.
The repurchase of the Company's own equity instruments is recognized and deducted directly from equity (Treasury shares). No gain or loss is recognized through the profit or loss from the purchase, sale, issue or cancellation of the Company's own equity instruments.
According to article 30 of Law 12.973/2014, investment subsidies, including tax exemptions or reductions, granted as a stimulus to implement or expand economic development and donations made by the government will not be counted in determining actual profit, that is recorded in the profit reserve referred to in art. 195-A of Law No. 6,404/1976, and subsequent amendments, which can only be used for: (i) Absorbing losses, provided that the other Profit Reserves have already been fully absorbed, with the exception of the Legal Reserve; or (ii) an increase in share capital. In the event of item I of the head provision, the legal entity must recompose the reserve as profits are calculated in the subsequent periods.
Share capital
12.31.2025 12.31.2024
Number of shares and their % holding (in units)
CO
%
CO
%
SAS Shipping Agencies Services Sàrl
78,876,946
73.51
78,876,946
73.51
Alaska Investimentos Ltda.
16,067,321
14.97
16,067,321
14.97
Other Investors
11,143,447
10,38
11,143,447
10,38
Outstanding shares
106,087,714
106,087,714
Treasury shares
1,218,772
1.14
1,218,772
1.14
107,306,486
100.00
107,306,486
100.00
According to the Company's Bylaws, the share capital will be represented exclusively by common shares ("CO"), and each common share confers the right to one vote in the resolutions of the Annual Shareholders' Meeting. The Company's share capital may be increased by resolution of the Board of Directors and regardless of statutory reform up to the limit of one hundred and thirty-five million (135,000,000)
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ACCOMPANYING NOTESIn thousands of Brazilian reais - R$, except when otherwise stated.
common shares, with no par value. The Board of Directors will set the issue price and the other conditions for subscription and payment of shares within the authorized capital limit.
The fully subscribed and paid-up capital as of December 31, 2025, corresponds to R$1,348,103 (R$1,348,103 as of December 31, 2024); R$1,324,210 (R$1,324,210 as of December 31, 2024), capital net of direct costs to issue shares.
Treasury shares
Log-In has 1,218,772 common shares in its treasury. These shares were acquired in the year ending December 31, 2008, at the weighted average cost of R$8.35 (value in reais) per share. The market value of the treasury shares, calculated based on the B3 share price on December 31, 2025, was R$41,182 (R$25,253 on December 31, 2024).
Cash Flow Hedge and Derivative Reserve
Log-in and its subsidiary Log-Nav has adopted the strategy of cash flow hedge accounting to protect its profits from the exposure to variability in cash flows arising from the exchange rate effects of highly probable US dollar revenues projected over a five-year period, through non-derivative hedging instruments - debts and leases in US dollars already contracted - where the effective part of this relationship is recognized in Equity (Other Comprehensive Income) and any ineffectiveness recorded in the income statement for the period in the group of Revenue.
The nature of the hedged risk consists of the foreign exchange risk (SPOT) of highly probable revenues pegged to the US dollar, since the Company's functional currency is the Brazilian Real. The hedge instruments designated by the Companies correspond to the loan principals and liability principal with leases, both pegged to foreign currency (USD), that is, non-derivative financial liabilities where cash flows are expected to offset changes in cash flows of the object of the designated hedge.
When these revenues from services rendered exposed to foreign exchange effects in US dollars are realized, the amount accumulated in Other Comprehensive Income is recycled with effects through the profit and loss and shown on the same line item where the object of the hedge was recognized.
In addition, the subsidiary TVV has contracted financial instruments to mitigate the interest rate risk of its long-term commitments pegged to the IPCA, as disclosed in Note 16.
The accounting effects from adopting this as of December 31, 2025, are listed below:
Consolidated
Recognition Recycling to Deferred Exchange gain (loss) on Indexing Type of hedge Principal* of the Hedge profit or loss taxes hedge instruments during
Reserve the year
Balances at 12.31.2023 192,197 27,867 (12,244) (5,312) 10,311
Log-In
Income
USD
Cash Flow
218,675
(37,249)
(1,235)
13,085
(25,399)
TVV
Swap IPCA Cash Flow 207,324 2,938 - - 2,938
Log-Nav
Income
USD
Cash Flow
46,539
(7,794)
(225)
2,726
(5,293)
Balances at 12.31.2024
472,538
(14,238)
(13,704)
10,499
(17,443)
Log-In
Income USD Cash Flow 179,485 25,246 668 (8,833) 17,081
TVV
Cash Flow 184,288 7,198 - - 7,198
Swap IPCA
Log-Nav
Income | USD | Cash Flow | 39,313 | 5,864 | 117 | (2,031) | 3,950 |
Balances at 12.31.2025 | 403,085 | 24,070 | (12,919) | (365) | 10,786 |
(*) Amounts converted at the closing rate on December 31, 2025, at R$5.5024
EARNINGS PER SHARE
2025 | 2024 | |
Net Income for the year attributable to controlling shareholders | 93,602 | 53,600 |
Number of shares - in thousands Weighted average of common shares for purposes of calculating basic earnings per share. | 106,088 | 38,042 |
Basic earnings per share - R$ | 0.88 | 1.41 |
Diluted earnings per share - R$ | 0.88 | 1.41 |
Basic earnings per share are calculated by dividing profit for the year attributed to the Company's shareholders by the weighted average number of common shares outstanding in the period.
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