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3Q25 RESULTS
MOTV IGCB3
3Q25 RESULTS
3Q25 ResultsWaldo Perez - VP of Finance
and Investor Relations
waldo.perez@motiva.com.br
55 11 3048.5900
Investor Relations
Department
invest@motiva.com.br
Flávia Godoy
flavia.godoy@motiva.com.br
55 11 3048.5900
Douglas Ribeiro
douglas.ribeiro@motiva.com.br
55 11 3048.5900
Cauê Cunha
caue.cunha@motiva.com.br
55 11 3048.5900
Caique Moraes
caique.moraes@motiva.com.br
55 11 3048.5900
Ana Beatriz Bovo
ana.bovo@motiva.com.br
55 11 3048.5900
São Paulo, October 29, 2025
The Parent Company and Consolidated Quarterly Information were prepared and are being presented under the accounting practices adopted in Brazil and International Financial Reporting Standards ("IFRS"), issued by the International Accounting Standards Board ("IASB"), all of which applied in a manner consistent with the main accounting practices described in Note 3 to the Quarterly Information.
Unless otherwise stated, financial and operational information is presented on a consolidated basis, in thousands of Brazilian reais, and comparisons refer to 3Q24.
The consolidated information for jointly-owned subsidiaries includes the proportional data of the jointly-owned subsidiaries. Said information, as well as non-financial information and other operating information, was not audited by independent auditors. The results, by business platform, are already presented net of eliminations related to transactions between related parties.
Due to rounding, the total amounts reported in the tables of this earnings release may vary slightly.
3Q25 RESULTS
Executive SummaryMESSAGE FROM THE CEO 3
CONSOLIDATED OPERATING AND FINANCIAL HIGHLIGHTS 5
MOTIVA CONSOLIDATED 6
FINANCIAL AND OPERATIONAL PERFORMANCE. 7
TOLL ROADS 7
RAILWAYS 11
AIRPORTS 14
CONSOLIDATED FINANCIAL RESULT. 18
INDEBTEDNESS 19
CAPEX AND MAINTENANCE 22
REGULATORY AND ESG THEMES 23
EXHIBIT I - IFRS 26
GROSS REVENUES (EXCLUDING CONSTRUCTION REVENUE) BY ASSET 26
NON-RECURRING EFFECTS 27
REVENUE FROM RAIL ASSETS 28
INCOME STATEMENT 30
BALANCE SHEET 31
CASH FLOW 32
EXHIBIT II - CONSOLIDATED WITH JOINTLY-OWNED SUBSIDIARIES 35
3Q25 RESULTS
Message from the CEO of Motiva - Miguel SetasIt is with great satisfaction that we present the results for the third quarter, which highlight the effectiveness of the pillars of our strategy. We recorded the highest Net Revenue and Adjusted EBITDA in Motiva's history, as well as the best third quarter in terms of statutory net income. Notably, Adjusted EBITDA grew by double digits, reaching R$ 2.5 billion (+16.2%), accompanied by a significant margin expansion of 6.5 percentage points. Adjusted Net Income also showed a strong performance, increasing by 22.0% to R$ 683 million.
Operational management discipline positively impacted our efficiency indicator. In the third quarter of 2025, Cash Opex over Net Revenue reached 38.3%, a result that reinforces the effectiveness of our portfolio optimization and cost control initiatives. These improvements are key levers that enable us to anticipate the efficiency target originally set for 2026, with expectations of achieving it already this year.
We maintained a consistent and accelerated pace of investments, totaling R$ 2.3 billion in the quarter, an 11% increase compared to the same period of the previous year. Highlights include progress in the RioSP concession, with road expansion works in the metropolitan regions of São Paulo and in Serra das Araras (RJ), as well as duplications along ViaSul (RS), which directly contribute to enhancing safety, quality, and comfort levels. On Lines 8 and 9, we continued to invest in the implementation of power networks and substations, modernization of systems, and station renovations, reinforcing our commitment to the continuous improvement of our customers' experience.
On the regulatory front, we celebrated the signing of an Addendum Agreement for ViaQuatro, which provides for additional investments of approximately R$ 4 billion to extend Line 4-Yellow to the municipality of Taboão da Serra (SP). This initiative enables a 20-year extension of the concession term and directly contributes to the advancement of urban mobility, benefiting thousands of people who will gain access to the metro system.
In September, we held Motiva's Capital Markets Day, during which we presented the update of our 2035 Ambition. We raised our target to reach, at a minimum, 28% in the Cash Opex over Net Revenue indicator, driven by investments in innovation and technology aimed at operational excellence and the application of Industry 5.0 concepts in smart infrastructure. We also revisited our commitments related to complementary revenues, setting a double-digit growth target, and increased our social investment to a cumulative R$ 1 billion under our 2035 Ambition. As part of our zero-accident culture, we committed to achieving LTIFR < 1. All these new ambitions have been incorporated into the strategic pillars that guide our operations: Profitable and Selective Growth, Value Creation, Robust Balance Sheet, and Leadership in Sustainability.
3Q25 RESULTS
Lastly, I would like to highlight an important recognition that reinforces our organizational culture
and makes us extremely proud: we ranked among the Top 15 best companies to work for in Brazil,
in the Giant Companies category of the Great Place to Work (GPTW) ranking, underscoring our ongoing commitment to a healthy, collaborative, and high-performance work environment.
I would like to thank all Motiva employees, business partners, and investors, whose trust has been essential to this successful journey. We remain enthusiastic and committed to delivering our strategic plan, aiming to consolidate the Company's leadership in generating sustainable value for all our stakeholders.
Considers consolidated information with jointly-owned subsidiaries. For details of non-recurring effects, please refer to Exhibit I of the earnings release.
3Q25 RESULTS
Highlights1. On July 04, 2025, the Amendment at SPVias was signed, resulting in the extension of
the concession term by 73 days;
On August 01, 2025, the Company signed an amendment to modernize the Motiva Pantanal contract;
On September 26, 2025, the Amendment at ViaQuatro was signed, resulting in the extension of the concession term by 20 years;
Cash OPEX/Adjusted Net Revenue LTM was 38.3% in 3Q25.
OPERATING AND FINANCIAL HIGHLIGHTS (R$ M) | 3Q24 | 3Q25 | Var. % | 9M24 | 9M25 | Var. % |
Consolidated Adjusted Net Revenue¹ | 3,782 | 3,957 | 4.6% | 10,748 | 11,249 | 4.7% |
Consolidated Adjusted EBITDA¹ | 2,190 | 2,547 | 16.3% | 6,265 | 6,997 | 11.7% |
Adjusted EBITDA - Toll Roads | 1,621 | 1,979 | 22.1% | 4,653 | 5,222 | 12.2% |
Adjusted EBITDA - Railways | 571 | 588 | 3.0% | 1,561 | 1,751 | 12.2% |
Adjusted EBITDA - Airports | 274 | 314 | 14.6% | 793 | 912 | 15.0% |
Adjusted EBITDA - Others | (276) | (334) | 21.0% | (742) | (888) | 19.7% |
Consolidated Adjusted EBITDA Margin² | 57.9% | 64.4% | 6.5 p.p. | 58.3% | 62.2% | 3.9 p.p. |
Adjusted Net Income¹ | 560 | 683 | 22.0% | 1,420 | 1,620 | 14.1% |
ROE3 | 11.4% | 18.0% | 6.6 p.p. | 11.4% | 18.0% | 6.6 p.p. |
ROIC3 | 6.6% | 11.0% | 4.3 p.p. | 6.6% | 11.0% | 4.3 p.p. |
Net Debt/LTM Adjusted EBITDA (x) | 3.1 | 3.6 | 0.5 | 3.1 | 3.6 | 0.5 |
Toll Roads - Vehicle Equivalents (million) | 314.0 | 283.6 | -9.7% | 909.6 | 840.5 | -7.6% |
Railways - Passengers Transported (million) | 193.6 | 194.7 | 0.5% | 560.6 | 564.9 | 0.8% |
Airports - Boarded Passengers (million) 4 | 10.4 | 11.0 | 5.8% | 29.4 | 31.6 | 7.6% |
CAPEX5 | 2,101 | 2,334 | 11.1% | 4,982 | 5,471 | 9.8% |
Excludes construction revenue and costs. Adjustments are described in the "non-recurring effects" section in Exhibit I (page 26).
The Adjusted EBITDA Margin was calculated by dividing Adjusted EBITDA by Adjusted Net Revenue.
ROE = Net Income/Equity | ROIC = NOPAT (EBIT*1-effective rate) /Invested Capital (Equity + Gross Debt).
As of 1Q25, all operational data for the airport business contained in this Release will be presented as total passengers versus boarded passengers (which only considers passengers that generate revenue).
Includes improvement works that do not generate future economic benefits for ViaOeste.
3Q25 RESULTS
Motiva - ConsolidatedThe main changes in 3Q25 vs. 3Q24 Consolidated Results are as follows:
Adjusted Net Revenue R$3,957M (+ 4.6%)Adjusted Net Revenue increased by 4.6% in 3Q25, mainly due to tariff adjustments on São Paulo state highways and Motiva Pantanal, as well as positive operational performance. Regarding comparable traffic, Airports, Toll Roads, and Railways recorded growth of 5.8%, 1.1%, and 2.3%, respectively. The improvement was also driven by the growth in ancillary revenues, which increased by 17.2% (+R$44 million) on a consolidated basis.
Adjusted EBITDA R$2,547M (+ 16.3%)Adjusted EBITDA increased by 16.3%, in the quarter, driven by portfolio optimization and the performance of new assets, such as PRVias and Rota Sorocabana. Adjusted cash cost decreased by 11.4%, with a R$ 31 million reduction in personnel costs, mainly due to the termination of ViaOeste and Barcas, and a R$ 130 million reduction in third-party services, primarily in paving works at Motiva Pantanal, SPVias, and ViaOeste. These factors contributed to a
6.5 p.p. expansion in the adjusted EBITDA margin.
Adjusted Net Income R$683M (+ 22.0%)Adjusted Net Income increased by 22.0%, reflecting improved operational performance, tariff adjustments, and portfolio optimization, which resulted in cost reductions.
Net Debt/Adjusted EBITDA3.6x (+ 0.5x)
The Company's leverage increased by 0.5x in 3Q25, reflecting a higher level of debt following the acquisition of new assets (Rota Sorocabana +R$2.1 billion and PRVias +R$1 billion), which have not yet completed one year of cash generation.
Additionally, compared to 2Q25, there was a decrease of 0.1x.
CAPEXR$2,334 (+ 11.1%)
Investments totaled R$2.3 billion, up 11.1% in 3Q25. This increase follows the construction schedule of our contracts, with the largest investments made in AutoBAn, RioSP, ViaSul, and ViaMobilidade - Lines 8 and 9.
3Q25 RESULTS
Financial and Operational PerformanceTraffic | Average Tariff¹ | ||||
3Q24 3Q25 | Var. % | 3Q24 | 3Q25 | Var. % | |
Toll Roads | Vehicle Equivalents2 | Average Tariff¹ | |||
AutoBAn | 82,939,476 84,285,700 | 1.6% | 11.9 | 12.6 | 6.1% |
Motiva Pantanal3 | 14,584,255 | 14,822,793 | 1.6% | 3.9 | 8.2 | 109.1% |
RioSP | 44,999,079 | 45,703,149 | 1.6% | 7.8 | 8.0 | 2.7% |
RodoAnel Oeste | 36,867,307 | 37,650,356 | 2.1% | 3.2 | 3.5 | 9.5% |
SPVias | 18,787,085 | 19,543,354 | 4.0% | 14.9 | 15.9 | 6.2% |
CCR ViaCosteira | 22,133,911 | 21,294,925 | -3.8% | 2.4 | 2.4 | 0.2% |
ViaLagos | 2,185,911 | 2,158,188 | -1.3% | 23.4 | 24.3 | 3.8% |
ViaOeste | 33,374,296 | - | n.m. | 9.6 | - | n.m. |
ViaSul | 24,757,682 | 24,515,916 | -1.0% | 5.5 | 5.5 | 0.1% |
Rota Sorocabana | - | 15,456,994 | n.m. | - | 8.4 | n.m. |
PRVias | - | 18,153,922 | n.m. | - | 11.7 | n.m. |
Consolidated IFRS4 | 314,003,297 | 283,585,297 | -9.7% | 7.5 | 9.1 | 20.9% |
Total Comparable5 | 247,254,706 | 249,974,380 | 1.1% | 8.2 | 8.9 | 8.5% |
Traffic | Average Tariff2 | ||||||
9M24 | 9M25 | Var. % | 9M24 | 9M25 | Var. % | ||
Toll Roads | Equivalent Vehicles1 | Average Tariff2 | |||||
AutoBAn | 238,211,391 | 241,610,940 | 1.4% | 11.5 | 12.2 | 6.1% | |
Motiva Pantanal3 | 41,583,081 | 41,092,532 | -1.2% | 4.1 | 8.1 | 97.6% |
RioSP | 129,638,612 | 132,226,997 | 2.0% | 7.6 | 7.9 | 3.9% |
RodoAnel Oeste | 108,071,005 | 108,590,934 | 0.5% | 3.1 | 3.3 | 6.5% |
SPVias | 54,635,159 | 56,114,380 | 2.7% | 14.5 | 15.3 | 5.5% |
CCR ViaCosteira | 64,406,731 | 65,643,330 | 1.9% | 2.5 | 2.4 | -4.0% |
ViaLagos | 6,977,433 | 7,124,327 | 2.1% | 22.9 | 24.1 | 5.2% |
ViaOeste | 97,188,452 | 30,869,313 | n.m. | 9.4 | 9.7 | 3.2% |
ViaSul | 71,737,320 | 77,097,880 | 7.5% | 5.4 | 5.5 | 1.9% |
Rota Sorocabana | - | 30,613,023 | n.m. | - | 8.4 | n.m. |
PRVias | - | 18,627,076 | n.m. | - | 11.7 | n.m. |
Consolidated IFRS4 | 909,637,636 | 840,480,041 | -7.6% | 7.3 | 8.4 | 15.1% |
Total Comparable5 | 715,260,732 | 729,501,320 | 2.0% | 8.0 | 8.6 | 7.5% |
Equivalent vehicles is a measure calculated by adding heavy vehicles (commercial vehicles such as trucks and buses) to light vehicles, multiplied by the number of axles charged. One light vehicle is equivalent to one axle of a heavy vehicle.
The average tariff for the toll road business is calculated by dividing toll revenue by the number of equivalent vehicles of each concessionaire.
Due to the signing of the amendment to hold a new bidding process for Motiva Pantanal in June 2021, revenue now accounts for 47.3% of the collected amount, impacting both revenue and the calculation of the average tariff. After the signing of the Self-Composition Agreement on December 18, 2024, the revenue considered became 100% of the collected amount.
3Q25 RESULTS
In the consolidated figures, traffic volume for ViaOeste, which only collects one-way tolls, is doubled to adjust it according to the concessionaires that have bidirectional toll collections. This procedure is based on the fact that one-way tolls already include round-trip costs.
For comparability purposes, the following concessions were excluded: (i) ViaOeste, whose contract ended on March 29, 2025; (ii) Rota Sorocabana, which began toll collection on March 30, 2025; and (iii) PRVias, which began toll collection on June 28, 2025.
3Q24 | 3Q25 | Var. % | 9M24 | 9M25 | Var. % | |
Gross Revenue | 3,077,532 | 3,793,099 | 23.3% | 8,585,634 | 9,741,578 | 13.5% |
Toll Revenue | 2,355,068 | 2,572,153 | 9.2% | 6,649,303 | 7,067,908 | 6.3% |
Other Revenues | 42,662 | 110,023 | 157.9% | 167,933 | 163,737 | -2.5% |
(-) Construction Revenue | 679,802 | 1,110,923 | 63.4% | 1,768,398 | 2,509,933 | 41.9% |
Deductions from Revenue | (216,147) | (226,444) | 4.8% | (618,218) | (626,561) | 1.3% |
Net Revenue excluding Construction (a) Total Costs and Expenses (b+c+d) | 2,181,583 (1,791,065) | 2,455,732 (1,913,806) | 12.6% 6.9% | 6,199,018 (4,929,821) | 6,605,084 (4,996,063) | 6.6% 1.3% |
Cash Costs (b) | (748,463) | (413,042) | -44.8% | (2,113,411) | (1,407,149) | -33.4% |
Personnel | (124,091) | (80,864) | -34.8% | (368,141) | (272,764) | -25.9% |
Third-Party Services | (264,835) | (153,924) | -41.9% | (650,848) | (557,933) | -14.3% |
Concession Fees | (35,576) | (31,722) | -10.8% | (99,858) | (93,957) | -5.9% |
Other Costs and Expenses | (323,961) | (146,532) | -54.8% | (994,564) | (482,495) | -51.5% |
Non-Cash Costs (c) | (362,800) | (389,841) | 7.5% | (1,048,012) | (1,078,981) | 3.0% |
Depreciation and Amortization | (225,164) | (258,335) | 14.7% | (653,637) | (700,292) | 7.1% |
Provision for Maintenance | (104,360) | (100,142) | -4.0% | (294,546) | (282,684) | -4.0% |
Prepaid Concession Fees | (33,276) | (31,364) | -5.7% | (99,829) | (96,005) | -3.8% |
Construction Costs (d) | (679,802) | (1,110,923) | 63.4% | (1,768,398) | (2,509,933) | 41.9% |
Non-Recurring (e) | 187,918 | (63,296) | n.m. | 567,672 | 23,691 | -95.8% |
Adjusted EBITDA (a+b+e) | 1,621,038 | 1,979,394 | 22.1% | 4,653,279 | 5,221,626 | 12.2% |
Adjusted EBITDA Margin¹ | 74.3% | 80.6% | 6.3 p.p. | 75.1% | 79.1% | 4.0 p.p. |
1. The Adjusted EBITDA Margin was calculated over the Adjusted Net Revenue of R$2,181,583 thousand in 3Q24, R$2,392,436 thousand in 3Q25, R$6,199,018 thousand in 9M24, and R$6,541,788 thousand in 9M25, reflecting the non-recurring effects described at the end of this section.
Comparable consolidated traffic for the quarter increased by 1.1% year-over-year. No significant calendar effects were identified, as the number of business days in the national calendar remained consistent between periods. The positive performance was mainly driven by RioSP, Motiva Pantanal, and São Paulo state concessions, which together recorded a 1.9% increase in the quarter.
3Q25 RESULTS
Comparable commercial vehicle traffic grew by 1.1% in the period. Overall, performance was
positive, with notable contributions from Motiva Pantanal and São Paulo state units, supported by
strong soybean and corn flows through the Port of Santos. RioSP's strong performance resulted from the completion of works in the São Paulo Metropolitan Region. In contrast, ViaSul and ViaCosteira experienced declines, influenced by a high comparative base in the previous year when traffic was boosted by recovery following climatic events in the region.
Comparable passenger vehicle traffic grew by 1.0% in the period. The results were primarily sustained by the São Paulo state concessions, which maintained the positive trend observed throughout the year. On the other hand, ViaLagos, ViaCosteira, and ViaSul saw reductions due to weather conditions that negatively affected seasonal traffic. For ViaSul and ViaCosteira, performance also reflects a high comparative base following increased traffic after climatic events in May 2024.
Toll Revenue grew by 9.2%, due to improved operational performance, tariff adjustments applied during the period, and a R$0.10 increase resulting from the COVID precautionary rebalancing applied at AutoBAn, RodoAnel Oeste, and SPVias. Other Revenues grew by 157.9%, mainly reflecting the recognition of rebalancing: R$63 million at SPVias, related to TAM 22/2025, and R$20 million at RioSP, related to the annual reimbursement for exempt vehicles. In this cycle, revenue was received in cash, replacing the previous tariff-based recovery model. Accordingly, Net Revenue excluding Construction increased by 12.6% during the period.
The main variations in Cash Costs are described below:
Personnel: The reduction was mainly due to the personnel demobilization at ViaOeste (R$28 million), following the expiration of the concession agreement in March 2025. Labor costs were also capitalized at RioSP (R$8 million) and ViaSul (R$4 million). These effects were partially offset by the average annual collective bargaining agreement of 5.19% (R$6 million) applied in 2Q25.
Third-Party Services: The reduction was mainly due to pavement maintenance costs of approximately R$44 million in 3Q24, which are now accounted for as investments, following the contractual solution at Motiva Pantanal. ViaOeste, in turn, no longer contributed approximately R$67 million, mainly in pavement maintenance and signage services, due to the expiration of the concession agreement.
Concession Fees: The R$4 million reduction was largely due to the expiration of the ViaOeste agreement (R$12 million), partially offset by the start of the Rota Sorocabana concession (R$7 million).
3Q25 RESULTS
o
Other Costs and Expenses: The decrease was mainly related to construction costs at
ViaOeste, which totaled R$188 million in 3Q24 and did not recur in 3Q25, as those works
are now being capitalized due to the expected future economic benefits in the highway stretches formerly operated by ViaOeste and currently under Rota Sorocabana.
The main variations in Non-Cash Costs are described below:
Depreciation and Amortization: The increase was due to the addition to PP&E and intangible assets at SPVias, AutoBAn, and RioSP, as a result of the works delivered during the period.
Provision for Maintenance: The reduction was mainly explained by a lower provision volume at AutoBAn, in the amount of R$43 million in 3Q25, versus R$62 million in 3Q24, partially offset by the increase at SPVias, in the amount of R$38 million, versus R$27 million in 3Q24.
Construction Costs: The increase resulted from the investment schedule, featuring the increase of approximately (i) R$107 million at Rota Sorocabana, (ii) R$94 million at ViaSul, (iii) R$87 million at RioSP, and (iv) R$78 million at PRVias.
Additionally, we provide a breakdown of the Non-Recurring line: under Other Revenues, R$63 million was recognized in 3Q25, due to the extension of SPVias' concession term. In Other Costs and Expenses, ViaOeste contributed R$188 million in 3Q24, allocated to improvement works that did not generate future economic benefits.
The breakdown, per concession, is provided in Exhibit I of the earnings release.
Traffic / Passengers | Average Tariff¹ | |||||
3Q24 | 3Q25 | Var. % | 3Q24 | 3Q25 | Var. % | |
Railways | Passengers Transported | Average Tariff | ||||
Barcas | 3,351,646 | - | n.m. | 7.7 - | n.m. | |
Metrô Bahia | 30,877,849 | 30,448,509 | -1.4% | 3.5 | 3.6 | 4.6% |
ViaMobilidade - Lines 5 and 17 | 42,786,734 | 43,620,770 | 1.9% | 2.5 | 2.6 | 3.1% |
ViaMobilidade - Lines 8 and 9 | 59,402,000 | 61,821,237 | 4.1% | 3.7 | 3.9 | 4.7% |
ViaQuatro | 50,875,338 | 52,200,804 | 2.6% | 3.6 | 3.8 | 6.4% |
Integrated | 43,308,367 | 44,102,884 | 1.8% | - | - | n.m. |
Exclusive | 7,566,971 | 8,097,920 | 7.0% | - | - | n.m. |
VLT Carioca | 6,310,883 | 6,561,382 | 4.0% | 4.1 | 4.3 | 4.1% |
Consolidated IFRS | 193,604,450 | 194,652,702 | 0.5% | |||
Total Comparable² | 190,252,804 | 194,652,702 | 2.3% | |||
Traffic / Passengers | Average Tariff¹ | |||||
9M24 | 9M25 | Var. % | 9M24 | 9M25 | Var. % | |
Railways | Passengers Transported | Average Tariff | ||||
Barcas | 9,964,276 | 1,473,655 | -85.2% | 7.8 | 8.9 | 14.7% |
Metrô Bahia | 87,765,926 | 87,891,753 | 0.1% | 3.4 | 3.6 | 5.0% |
ViaMobilidade - Lines 5 and 17 | 124,663,294 | 126,632,738 | 1.6% | 2.5 | 2.6 | 3.0% |
ViaMobilidade - Lines 8 and 9 | 173,439,896 | 178,054,729 | 2.7% | 3.7 | 3.9 | 4.6% |
ViaQuatro | 148,132,378 | 151,884,714 | 2.5% | 3.6 | 3.8 | 5.8% |
Integrated | 126,021,779 | 127,989,159 | 1.6% | - | - | n.m. |
Exclusive | 22,110,599 | 23,895,555 | 8.1% | - | - | n.m. |
VLT Carioca | 16,676,352 | 18,996,328 | 13.9% | 4.0 | 4.2 | 3.2% |
Consolidated IFRS | 560,642,122 | 564,933,917 | 0.8% | |||
3Q25 RESULTS
Railways
Total Comparable²
550,677,846 563,460,262 2.3%
The average tariff for the railway business considers only tariff revenues and the number of passengers transported.
For comparability purposes, the effect of Barcas was excluded, as the contract ended on February 11, 2025.
3Q24 | 3Q25 | Var. % | 9M24 | 9M25 | Var. % | |
Gross Revenue | 1,683,937 | 2,137,350 | 26.9% | 4,987,509 | 4,538,218 | -9.0% |
Tariff Revenue | 668,273 | 688,895 | 3.1% | 1,919,780 | 1,985,696 | 3.4% |
Mitigation Revenue | 133,252 | 34,496 | -74.1% | 357,436 | 290,976 | -18.6% |
Financial Asset Revenue | 218,903 | 1,107,618 | 406.0% | 625,921 | 1,489,462 | 138.0% |
Real Estate Revenue¹ | 17,023 | 25,256 | 48.4% | 47,988 | 68,013 | 41.7% |
Other² | 24,683 | 25,001 | 1.3% | 71,218 | 68,678 | -3.6% |
(-) Construction Revenue | 621,803 | 256,084 | -58.8% | 1,965,166 | 635,393 | -67.7% |
Deductions from Revenue Net Revenue excluding Construction | (8,820) 1,053,314 | (12,009) 1,869,257 | 36.2% 77.5% | (25,808) 2,996,535 | (35,836) 3,866,989 | 38.9% 29.0% |
(a) Total Costs and Expenses (b+c+d) | (1,206,731) | (650,719) | -46.1% | (3,679,602) | (2,036,070) | -44.7% |
Cash Costs (b) | (482,666) | (265,200) | -45.1% | (1,435,673) | (1,030,962) | -28.2% |
Personnel | (218,766) | (169,120) | -22.7% | (621,051) | (533,593) | -14.1% |
Third-Party Services | (108,195) | (97,203) | -10.2% | (316,547) | (301,363) | -4.8% |
Concession Fees | (203) | (2,597) | n.m. | (4,334) | (5,685) | 31.2% |
Other Costs and Expenses | (155,502) | 3,720 | n.m. | (493,741) | (190,321) | -61.5% |
Non-Cash Costs (c) | (102,262) | (129,435) | 26.6% | (278,763) | (369,715) | 32.6% |
Depreciation and Amortization | (102,262) | (129,435) | 26.6% | (278,763) | (369,715) | 32.6% |
Construction Costs (d) | (621,803) | (256,084) | -58.8% | (1,965,166) | (635,393) | -67.7% |
Non-Recurring (e) | - | (1,015,906) | n.m. | - | (1,084,696) | n.m. |
Adjusted EBITDA (a+b+e) | 570,648 | 588,151 | 3.1% | 1,560,862 | 1,751,331 | 12.2% |
Adjusted EBITDA Margin³ | 54.2% | 60.3% | 6.1 p.p. | 52.1% | 58.9% | 6.8 p.p. |
3Q25 RESULTS
Considers revenue from real estate development of the remaining areas and retrofitting in the stations.
Ancillary revenue (R$24,650 thousand in 3Q24 and R$24,998 thousand in 3Q25).
The Adjusted EBITDA Margin was calculated over the Adjusted Net Revenue of R$1,053,314 thousand in 3Q24, R$975,439 thousand in 3Q25, R$2,996,535 thousand in 9M24, and R$2,973,171 thousand in 9M25, reflecting the non-recurring effects described at the end of this section.
As presented in the demand chart above, comparable demand for rail assets increased by 2.3% over the same quarter of the previous year, excluding Barcas, following the expiration of the agreement on February 11, 2025.
The main demand variations for the period were: (i) increase of 3.0% in the units located in São Paulo, mainly reflecting higher office occupancy rates in areas served by ViaQuatro and Line 9;
(ii) increase of 4.0% in VLT Carioca, reflecting the ongoing consolidation of demand following the inauguration of the Gentileza Intermodal Terminal (TIG) on February 24, 2024; and (iii) reduction of 1.4% in Metrô Bahia, due to the extended holiday at the beginning of July (Bahia Independency) and to changes in UFBA's academic calendar resulted from the 2024 strike, which led to fewer school days in 3Q25 compared to the previous year.
As a result of the increase in passenger flow and the tariff adjustments implemented, Tariff Revenue grew by 3.1%. Mitigation Revenue fell by 74.1%, mainly due to the reclassification of R$47 million at ViaQuatro referring to 2Q25, a period covered by TAM no. 10, in addition to R$29 million at VLT in 3Q24, which did not recur in 3Q25.
3Q25 RESULTS
Financial Asset Revenue grew by 406%, mainly due to the non-recurring effect of the signing of
TAM no. 10 at ViaQuatro, with an impact of approximately R$894 million. In addition, in 3Q25,
R$483 million related to the COVID rebalancing at ViaQuatro was received in advance, reducing the financial asset balance.
The Real Estate Revenue line grew by 48.4%, due to higher occupancy rates with the opening of the malls at the Vila Sônia station (ViaQuatro), TIG (VLT Carioca), the Acesso Norte station and Acesso Norte Terminal (Metrô Bahia), as well as new commercial spaces at ViaMobilidade Lines - 8 and 9 (for more details, see the ancillary revenues section in Exhibit II). Therefore, the Net Revenue excluding Construction line increased by 77.5% in the period.
The main variations in Cash Costs are described below:
Personnel: The reduction was mainly due to the decrease in headcount following the expiration of the Barcas operations contract on February 11, 2025 (R$32 million). There was also a higher capitalization of labor at ViaMobilidade - Lines 8 and 9 (R$11 million), MetrôBahia (R$4 million), and ViaQuatro (R$3 million). These effects were partially offset by the average annual collective bargaining agreement of 4.26% (R$9 million) applied in 2Q25.
Third-Party Services: The reduction was mainly due to the expiration of the Barcas operations contract (R$16 million).
Other Costs and Expenses: The reduction resulted from lower payments to suppliers due to the indemnification in favor of ViaMobilidade - Lines 8 and 9 for the delay in the delivery of rolling stock, totaling approximately R$122 million. At Barcas, the reduction was R$26 million due to the expiration of the operations contract.
The main variations in Non-Cash Costs are described below:
Depreciation and Amortization: The increase is a result of the balance added to intangible assets, mostly related to the new rolling stock (new trains) and systems at ViaMobilidade - Lines 8 and 9.
Construction Costs: The reduction was mainly due to lower investments (R$354 million) at ViaMobilidade - Lines 8 and 9.
As additional information, we provide a breakdown of the Non-Recurring line: In Financial Asset Revenue, the impact of recognizing the signing of Amendment no. 10 at ViaQuatro resulted in the recording of R$894 million and its respective monetary adjustments. In Other Costs and Expenses, the highlight was ViaMobilidade - Lines 8 and 9 in 3Q25, due to the recognition of
3Q25 RESULTS
compensation to the concessionaire for delays in rolling stock delivery led to the reversal of
supplier-related expenses to profit or loss, totaling approximately R$122 million.
The breakdown, per concession, is provided in Exhibit I of the earnings release.
Traffic / Passengers | Average Tariff¹ | |||||
3Q24 | 3Q25 | Var. % | 3Q24 | 3Q25 | Var. % | |
Passengers² - Domestic | Passengers Boarded | Average Tariff¹ | ||||
Central Block (R$) | 2,133,959 | 2,297,357 | 7.7% | 44.4 | 46.8 | 5.5% |
South Block (R$) | 2,837,084 | 2,991,182 | 5.4% | 43.9 | 46.5 | 5.8% |
BH Airport (R$) | 3,181,421 | 3,292,302 | 3.5% | 31.7 | 33.3 | 5.2% |
Curaçao (USD) Total Domestic | 72,634 8,225,098 | 88,284 8,669,125 | 21.5% 5.4% | 26.3 | 15.0 | -42.8% |
Passengers² - International | Passengers Boarded | Average Tariff¹ | ||||
Aeris (USD) | 1,438,088 | 1,504,808 | 4.6% | 29.7 | 24.8 | -16.4% |
Central Block (R$) | - | - | n.m. | - | - | n.m. |
South Block (R$) | 88,585 | 64,537 | -27.1% | 79.3 | 82.8 | 4.4% |
BH Airport (R$) | 155,358 | 148,932 | -4.1% | 56,1 | 59,4 | 5,9% |
Curaçao (USD) | 454,222 | 571,165 | 25.7% | 60.2 | 47.4 | -21.2% |
Total International | 2,136,253 | 2,289,442 | 7.2% | |||
Consolidated | 10,361,351 | 10,958,567 | 5.8% | |||
Traffic / Passengers | Average Tariff¹ | |||||
9M24 | 9M25 | Var. % | 9M24 | 9M25 | Var. % | |
Passengers² - Domestic | Passengers Boarded | Average Tariff¹ | ||||
Central Block (R$) | 5,819,605 | 6,230,566 | 7.1% | 45.1 | 46.1 | 2.3% |
South Block (R$) | 8,184,250 | 8,648,822 | 5.7% | 44.1 | 45.6 | 3.5% |
BH Airport (R$) | 8,557,604 | 9,488,556 | 10.9% | 30.9 | 32.3 | 4.7% |
Curaçao (USD) Total Domestic | 198,281 22,759,740 | 223,334 24,591,278 | 12.6% 8.0% | 26.4 | 24.1 | -8.6% |
Passengers² - International | Passengers Boarded | Average Tariff¹ | ||||
Aeris (USD) | 4,728,272 | 4,809,940 | 1.7% | 29.5 | 26.0 | -12.2% |
Central Block (R$) | 164 | 40 | -75.6% | - | - | n.m. |
South Block (R$) | 193,633 | 167,380 | -13.6% | 74.3 | 81.7 | 10.1% |
BH Airport (R$) | 397,595 | 386,724 | -2.7% | 54.7 | 58.5 | 6.9% |
Curaçao (USD) | 1,318,012 | 1,673,545 | 27.0% | 60.4 | 48.2 | -20.3% |
Total International | 6,637,676 | 7,037,629 | 6.0% | |||
Consolidated | 29,397,416 | 31,628,907 | 7.6% | |||
The average tariff for the airport business considers only tariff revenues and the number of passengers boarded. The average tariffs for BH airports and the Central and South Blocks are stated in Brazilian reais, while tariffs for the other airports are reported in U.S. dollars.
The number of passengers may vary due to the official availability of passenger data provided by the airlines to ANAC.
3Q24 | 3Q25 | Var. % | 9M24 | 9M25 | Var. % | |
Gross Revenue | 1,100,969 | 719,236 | -34.7% | 2,776,001 | 2,145,699 | -22.7% |
Operating Revenue | 594,697 | 653,635 | 9.9% | 1,686,517 | 1,891,707 | 12.2% |
(-) Construction Revenue | 506,272 | 65,601 | -87.0% | 1,089,484 | 253,992 | -76.7% |
Deductions from Revenue | (47,228) | (54,656) | 15.7% | (129,788) | (152,311) | 17.4% |
Net Revenue excluding Construction (a) Total Costs and Expenses (b+c+d) | 547,469 (877,539) | 598,979 (435,772) | 9.4% -50.3% | 1,556,729 (2,127,304) | 1,739,396 (1,231,419) | 11.7% -42.1% |
Cash Costs (b) | (273,305) | (284,741) | 4.2% | (763,891) | (827,667) | 8.3% |
Personnel | (89,495) | (94,250) | 5.3% | (258,564) | (274,250) | 6.1% |
Third-Party Services | (107,078) | (117,517) | 9.7% | (295,411) | (323,146) | 9.4% |
Concession Fees/Obligations with the Granting Authority | (25,747) | (26,914) | 4.5% | (74,935) | (82,865) | 10.6% |
Other Costs and Expenses | (50,985) | (46,060) | -9.7% | (134,981) | (147,406) | 9.2% |
Non-Cash Costs (c) | (97,962) | (85,430) | -12.8% | (273,929) | (149,760) | -45.3% |
Depreciation and Amortization¹ | (97,962) | (85,430) | -12.8% | (273,929) | (149,760) | -45.3% |
Construction Costs (d) | (506,272) | (65,601) | -87.0% | (1,089,484) | (253,992) | -76.7% |
Non-Recurring (e) | - | - | n.m. | - | - | n.m. |
Adjusted EBITDA (a+b+e) | 274,164 | 314,238 | 14.6% | 792,838 | 911,729 | 15.0% |
Adjusted EBITDA Margin | 50.1% | 52.5% | 2.4 p.p. | 50.9% | 52.4% | 1.5 p.p. |
3Q25 RESULTS
1. In 9M25, there was the non-recurring effect from the extension of the amortization period for Aeris' intangible assets to 2036, creating
an impact of R$106 million.
According to the demand table above, the airport modality increased by 5.3%.
At the international airports, the highlight was Curaçao, which recorded a 25,2% increase in total demand (domestic + international), driven by higher flight frequency and connecting passenger flow, reflecting restrictions on direct flights between the USA and Venezuela. Additionally, Aeris showed strong growth momentum, supported by the holiday season and appreciation of the local currency, which contributed to increased passenger traffic and airline capacity.
At the domestic airports, the quarter showed growth, with BH Airport standing out due to a 3.5% increase in domestic traffic driven by flight load factors, in addition to incentives from the state of Minas Gerais for Aviation Fuel (QAV). In the South and Central Blocks, growth reflected higher flight occupancy and increased seat availability, resulting from strategic initiatives led by Motiva, in partnership with airlines, focused on route and destination development.
The strong operational performance contributed positively to the 9.4% increase in Net Revenue excluding Construction.
3Q25 RESULTS
The main variations in Cash Costs are described below:
Personnel: The line's growth was mainly driven by salary adjustments, together with the appreciation of the local currency at Aeris, contributing R$4 million, combined with the internationalization of the IT team and salary adjustments at BH Airport, of approximately R$2 million.
Third-Party Services: The increase was mainly in BH Airport and Curaçao, with impacts of R$3 million and R$7 million, respectively. This growth was driven by higher demand volumes, leading to an increase in the number of operational and security agents at both airports. At BH Airport, this scenario also resulted in higher maintenance levels, including preventive actions.
Concession Fees/Obligations with the Granting Authority: The increase was mainly due to higher airport revenue in BH Airport, with an impact of R$1 million.
Other Costs and Expenses: The decrease was due to the write-off of the provision balance for losses of the international airline in Curaçao, contributing R$2 million in 3Q24, which did not recur in 3Q25, in addition to a reduction of approximately R$1 million related to expenses for Phase 1B works in the South and Central Blocks.
The main variations in Non-Cash Costs are described below:
Depreciation and Amortization: The reduction reflects the extension of the amortization period for Aeris's intangible assets to 2036, with a R$20 million impact, offset by the capitalization of investments related to Phase 1B in the South and Central Blocks, of R$7 million and R$3 million, respectively.
Construction Costs: The reduction was mainly due to a lower volume of works at the airports in the South and Central Blocks, in the amounts of R$320 million and R$120 million, respectively.
The breakdown, per concession, is provided in Exhibit I of the earnings release.
3Q25 RESULTS
Other - Holding Companies and CSCAt the Holding Companies, the main variations were: (i) in the Personnel line, with an increase
due to the adjustment of the engineering team in response to newly acquired assets (R$27 million), in addition to an average annual collective bargaining agreement of 5.19% (+R$10 million). There was also a higher provision for profit sharing (R$8 million), and (ii) in the Third-Party Services line, with a reduction of approximately R$21 million due to a lower volume of consulting services related to the Value Acceleration Plan (PAV).
Consolidated Adjusted EBITDAAdjusted EBITDA¹ (R$ M) | 3Q24 | 3Q25 | Var. % | 9M24 | 9M25 | Var. % |
Toll Roads | 1,621 | 1,979 | 22.1% | 4,653 | 5,222 | 12.2% |
Adjusted EBITDA Margin - Toll Roads | 74.3% | 80.6% | 6.3 p.p. | 75.1% | 79.1% | 4.0 p.p. |
Railways | 571 | 588 | 3.0% | 1,561 | 1,751 | 12.2% |
Adjusted EBITDA Margin - Railways | 54.2% | 60.3% | 6.1 p.p. | 52.1% | 58.9% | 6.8 p.p. |
Airports | 274 | 314 | 14.6% | 793 | 912 | 15.0% |
Adjusted EBITDA Margin - Airports | 50.1% | 52.5% | 2.4 p.p. | 50.9% | 52.4% | 1.5 p.p. |
Other | (276) | (334) | 21.0% | (742) | (888) | 19.7% |
Consolidated Adjusted EBITDA | 2,190 | 2,547 | 16.3% | 6,265 | 6,997 | 11.7% |
Consolidated Adjusted EBITDA Margin | 57.9% | 64.4% | 6.5 p.p. | 58.3% | 62.2% | 3.9 p.p. |
1. Excludes non-recurring effects.
Share in Adjusted EBITDA¹ by PlatformRodovias
Railways
Airports
69%
20%
11%
1. Does not consider the Others - Holding Companies, CSC line.
Financial Result (R$ M) | 3Q24 | 3Q25 | Var. % | 9M24 | 9M25 | Var. % |
Net Financial Result | (746) | (955) | 27.7% | (2,284) | (2,959) | 29.5% |
Income on Financial Investments and Other Revenues | 214 | 257 | 20.1% | 562 | 687 | 22.5% |
Capitalization of Costs on Loans | 111 | 173 | 55.9% | 339 | 536 | 58.1% |
Interest on Loans, Financing, Debentures, and Commercial Notes | (785) | (991) | 26.2% | (2,202) | (2,691) | 22.2% |
Result from Hedge Operation and Fair Value | (24) | (95) | 295.8% | (10) | (127) | 1,170.0% |
Monetary Variation | (110) | (156) | 41.8% | (563) | (987) | 75.3% |
Other Financial Income and Expenses¹ | (152) | (143) | -5.9% | (410) | (377) | -8.0% |
3Q25 RESULTS
Consolidated Net Financial Result1. Other includes: commissions, fees, taxes, fines, interest on taxes, exchange rate variations, and others.
The main reasons for the variations reported in 3Q25 are:
Income on Financial Investments and Other Income increased 4.47 p.p. during the period due to a higher average annual CDI rate, partially offset by a 25.2% lower average cash balance compared to 3Q24.
The Capitalization of Costs on Loans line increased mainly due to higher capitalization at Rota Sorocabana (R$43 million), RioSP (R$25 million), ViaSul (R$15 million), PRVias (R$9 million), and ViaCosteira (R$9 million), partially offset by lower capitalization at ViaMobilidade - Lines 8 and 9 (R$22 million) and the South Block (R$18 million), following investments in the assets.
Interest on Loans, Financing, Debentures, and Commercial Notes increased mainly due to the Company's gross debt level, which was 17.1% higher than in 3Q24, in addition to the rise in the average annual CDI rate, of 4.47 p.p. compared to 3Q24.
The variation in the Income from Hedge Operation and Fair Value line reflects the fair value of financing obtained by (i) ViaMobilidade - Lines 5 and 17 in April 2020; (ii) the Holding company in December 2020, June 2021, and February 2022; (iii) Rota Sorocabana in March 2025; (iv) PRVias in February 2025, and (v) AutoBAn in July 2025, as well as by the fair value calculation of the related swaps.
The increase in the Monetary Variation line was mainly due to: (i) monetary variations in loans, financing, and debentures, causing an impact of R$51 million and reflecting the 36,8% increase in debt instruments indexed to the IPCA, partially offset by the 0.17 p.p. decrease in the IPCA index in the comparison periods; and (ii) the monetary variation with the Granting Authority at BH
3Q25 RESULTS
Airport, with a reduction of R$6 million in the comparison periods, given the lower IPCA index
applied to the concession fee, of 0,39% versus 0,57% between June and August of each period.
The decrease in Other Financial Income and Expenses is mainly explained by the elimination of the monetary restatement of the tariff surplus at Motiva Pantanal, in the approximate amount of R$24 million in 3Q24, which did not recur in 3Q25 due to the signing of the self-composition agreement in December 2024. This effect was partially offset by the payment of the premium (R$31 million) on the 16th issue at AutoBAn, related to liability management of approximately R$2.5 billion, which enabled refinancing and a reduction of the debt cost spread of approximately
2.02 p.p.
IndebtednessDisbursements in the Quarter
In 3Q25, disbursements occurred as shown in the table below:
Company | Issue | Amount (R$ M) | Debt | Cost | Maturity |
ViaSul | Sep/25 | 88 | FINEM (BNDES) | IPCA + 7.78% | Dec/43 |
ViaSul | Sep/25 | 134 | FINEM (BNDES) | IPCA + 4.60% | Dec/44 |
ViaCosteira | Sep/25 | 370 | 2ndIssue | CDI + 0.38% | Sep/28 |
AutoBAn Jul/25 1,100 16thIssue - 2ndSeries IPCA + 7.0457% Jul/37 CDI - 0.8064%¹ | |||||
AutoBAn Jul/25 1,400 16thIssue - 1stSeries CDI + 0.50% Jul/32
Total 3,092
Post-swap cost.
Below is a description of the use of proceeds:
ViaSul and ViaCosteira: cash reinforcement;
AutoBAn (1st Series): prepayment of the 14th debenture issue;
AutoBAn (2nd Series): reimbursement of investments made and future project investments.
Indebtedness Performance | |||
(R$ M) | Sep/24 | Jun/25 | Sep/25 |
Gross Debt¹ - Consolidated | 34,392 | 38,966 | 40,263 |
Toll Roads | 11,707 | 14,639 | 15,815 |
Railways | 11,750 | 11,778 | 11,772 |
Airports | 5,569 | 5,946 | 6,119 |
Other² | 5,366 | 6,603 | 6,557 |
Cash, Cash Equivalents, and Financial Investments³ - Consolidated | 8,642 | 6,680 | 7,709 |
Toll Roads | 3,985 | 3,206 | 3,873 |
Railways | 1,491 | 934 | 1,449 |
Airports | 1,494 | 1,035 | 1,396 |
Other² | 1,672 | 1,505 | 991 |
Net Balance of Derivatives Receivable (Payable) - Consolidated | (10) | (18) | (156) |
Net Debt - Consolidated | 25,759 | 32,305 | 32,710 |
Net Debt - Holding Company | 3,659 | 5,101 | 5,609 |
3Q25 RESULTS
Gross debt excludes transaction costs incurred during the structuring of the respective financial instruments, when measured at amortized cost.
Unallocated (Holding Companies).
Considers current asset values only.
Consolidated Debt Breakdown¹
TJLP + 0.0% - 4.0% p.a., IPCA + 2.28% - 8.25%
BNDES
Average Cost (% per annum)
Debt Breakdown (R$ M)
BNB IPCA + 2.28% - 2.79%
Debentures, CCB, and Others CDI - 0.32% - + 3.75% p.a.
Debentures IPCA + 4.25% - 7.25% p.a.
USD 4.2% p.a. - 12% p.a., SOFR + 3.03% p.a.
Other 6.14% p.a. - 9.76% p.a.
Total Equivalent
CDI - 0.28%
The amounts are not deducted from transaction costs and are measured at amortized cost.
3Q25 RESULTS
Debt Breakdown by Index¹
617
1%
663
2%
617
2%
TJLP, TLP (IPCA) - BNDES
7,376 5,199
18% 13%
CDI - Debentures, CCB, and Others
16,434
40%
20,885
51%
IPCA - Debentures
11,373
28%
18,505
45%
USD
Fixed
Unhedged Hedged
Amounts in R$M and as a % of the Company's total debt.
Amortization Schedule¹
2,773
2,656
3,678
3,280
2,523
923
1,202
1,989
1,561
15,533
2% 3% 7% 10% 9% 12% 8% 6% 5% 4%
38%
4,794
2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 A partir
de 2035
The amounts are not deducted from transaction costs and are measured at amortized cost.
The consolidated amortization schedule shows the Company's long-term debt profile. Nearly 53% of amortization will begin to mature in 2032, approximately 4 p.p. higher than in the same period of the previous year. As a result of the debt extension, duration reached 5.7 years in 3Q25, with an average cost equivalent to CDI - 0.28%.
3Q25 RESULTS
CAPEX and MaintenanceInvestments (including those to be received as financial assets) plus maintenance reached R$2,334 million in 3Q25 (+11.1%) and R$5,471 million in 9M25 (+9.8%).
PP&E and Intangible Assets | Performed Maintenance | Total | ||||
R$ M (100%) | Improvements, Equipment, Financial Assets¹, and Others | Maintenance Costs | ||||
3Q25 | 9M25 | 3Q25 | 9M25 | 3Q25 | 9M25 | |
AutoBAn | 42 | 83 | 275 | 596 | 317 | 679 |
ViaLagos | 2 | 4 | - | - | 2 | 4 |
RodoAnel Oeste | 33 | 58 | - | - | 33 | 58 |
SPVias | 9 | 34 | 22 | 58 | 31 | 92 |
Motiva Pantanal | 119 | 147 | - | - | 119 | 147 |
ViaSul | 258 | 741 | - | - | 258 | 741 |
ViaCosteira | 122 | 292 | - | - | 122 | 292 |
RioSP | 489 | 1,212 | - | - | 489 | 1,212 |
ViaOeste2 | 284 | 446 | - | - | 284 | 446 |
Rota Sorocabana | 148 | 297 | - | - | 148 | 297 |
PRVias | 99 | 238 | - | - | 99 | 238 |
Toll Roads | 1,606 | 3,552 | 297 | 654 | 1,903 | 4,206 |
ViaQuatro | 34 | 52 | - | - | 34 | 52 |
ViaMobilidade - Lines 5 and 17 | 22 | 59 | - | - | 22 | 59 |
MetrôBahia | 20 | 54 | - | - | 20 | 54 |
VLT Carioca | 9 | 28 | - | - | 9 | 28 |
ViaMobilidade - Lines 8 and 9 | 207 | 510 | - | - | 207 | 510 |
Railways | 292 | 703 | - | - | 292 | 703 |
BH Airport3 | 17 | 76 | - | - | 17 | 76 |
Aeris | 45 | 96 | - | - | 45 | 96 |
Curaçao | 8 | 32 | - | - | 8 | 32 |
Central Block | 14 | 81 | - | - | 14 | 81 |
South Block | 29 | 122 | - | - | 29 | 122 |
Pampulha | 8 | 19 | - | - | 8 | 19 |
Airports | 120 | 426 | - | - | 120 | 426 |
Other4 | 18 | 49 | - | - | 18 | 49 |
Consolidated | 2,037 | 4,730 | 297 | 654 | 2,334 | 5,384 |
ViaOeste5 | - | 87 | - | - | - | 87 |
Consolidated + ViaOeste | 2,037 | 4,817 | 297 | 654 | 2,334 | 5,471 |
3Q25 RESULTS
The investments made by the concessionaires, which will be received by the Granting Authorities as monetary consideration or contribution, are part of the financial assets.
Improvement works classified as CAPEX, due to the future economic benefits in the highway segments previously managed by ViaOeste and currently by Rota Sorocabana.
In the accumulated amount, it includes the reclassification of R$47 million from accounts receivable to intangible assets, which occurred in 2Q25
Includes Holding Company, CPC, and Eliminations.
Considers improvement works (R$87 million) that do not generate future economic benefit and, therefore, were recorded as costs when incurred.
The concessionaires which most invested in the quarter were RioSP, AutoBAn, and ViaSul.
At RioSP, investments focused on expansion works in the São Paulo and São José dos Campos Metropolitan Regions, as well as progress on works in Serra das Araras. At AutoBAn, we highlight pavement interventions along the Anhanguera-Bandeirantes system roadway network. At ViaSul, disbursements were mainly related to lane and service road interventions, as well as duplications on various stretches of BR-101, BR-290, and BR-386.
At ViaMobilidade - Lines 8 and 9, key projects included the expansion of Imperatriz Leopoldina station and renovations of Domingos de Moraes and Júlio Prestes stations. Energy networks, cabins, and substations were also installed. Additionally, throughout 2025, Ambuitá Station and Varginha Terminal were inaugurated.
Regulatory Matters and Other Material FactsSPVias - Amendment no. 22
On July 4, 2025, Amendment No. 22 to the SPVias concession agreement was executed, formalizing the incorporation of investments already made into the contractual scope and restoring the economic-financial balance through a 73-day extension of the concession term, allowing the recognition of Rebalancing Revenue in the amount of R$63,296, with a corresponding entry in Intangible Assets.
ViaQuatro - Amendment no. 10
On September 26, 2025, Amendment no. 10 to the ViaQuatro concession agreement was executed, formalizing the assumption of the necessary investments for the extension of Line 4 to Taboão da Serra, totaling R$3,897,964 (base date Feb/2025), which will be carried out through:
(i) a 20-year extension of the concession term; (ii) an increase of R$0.4230 in the tariff; (iii) tariff revenue from additional passenger demand generated by the commercial operation of the extension; and (iv) a capital contribution from the State, totaling R$2,982,399 (base date Feb/2025).
3Q25 RESULTS
Additionally, the Amendment also recognized the economic-financial rebalancing arising from the
shortfall in tariff revenue related to the delay in completing Phase II, totaling R$893,818, plus
taxes (base date Sep/2025), recognized as Rebalancing Revenue, with a corresponding entry in accounts receivable from the Granting Authority. This amount will be realized through a R$0.4230 tariff increase applicable for the period from 00:00:00 on September 01, 2025, to 13:59:19 on August 07, 2036, and through the receipt of demand mitigation.
For more details, see Note 1.1 of the Quarterly Information.
3Q25 was marked by significant advances in Motiva's sustainability agenda. A key highlight was the "Motiva 2035" week, dedicated to stakeholder engagement, during which the Company presented its sustainability progress, as well as its Climate Transition Plan, emphasizing the achievements already made in its implementation and in estimated emissions reductions.
Motiva partnered with Fundação SOS Mata Atlântica to create an ecological corridor, which will restore 16 hectares and has the potential to capture up to 9,000 tons of carbon, reinforcing its commitment to biodiversity conservation. Also in 3Q25, Motiva became the first mobility infrastructure company in South America to join the Taskforce on Nature-related Financial Disclosures (TNFD), consolidating its leadership in environmental management and transparency practices.
As part of its climate strategy, Motiva acquired 27,000 carbon credits from Reservas Votorantim, supporting the preservation of the Atlantic Forest and the target of carbon neutrality in scopes 1 and 2 by 2035. Participation in Rio Climate Action Week reinforced its commitment to a low-carbon economy. For the second consecutive year, the Company received the Gold Seal from the GHG Protocol, recognizing transparency in emissions management.
In 3Q25, Motiva advanced initiatives reaffirming its commitment to a more representative, safe, and inclusive organizational culture. Highlights included the celebration of the Latin American and Caribbean Black Women's Day, recognizing the achievements of Black female employees, and the "Agosto Lilás" campaign, which featured a live session addressing various forms of violence against women.
In September, focus shifted to Disability Awareness Month, including a discussion on ableism, inclusion, and the experiences of people with disabilities. Motiva also continued LGBTQIAPN+ literacy initiatives at Metrô Bahia and on highways, promoting information, empathy, and respect for diverse identities.
3Q25 RESULTS
During the period, two major projects were launched: the Diversity Census, a key tool to
understand employee profiles and guide more effective, strategically aligned initiatives; and the
Impulsione Mentoring Program, which, in its first edition, aims to develop the careers of Black employees, promoting equal opportunities and greater representation in leadership roles.
In 3Q25, Instituto Motiva began territorial diagnostics in 19 priority regions to understand local needs, identify key stakeholders, and develop tailored territorial plans.
In August, the Company renewed its participation in the Programa Na Mão Certa by Childhood Brasil, reaffirming its commitment since 2006 to preventing and combating sexual exploitation of children and adolescents, particularly in logistics and transport contexts.
In September, Instituto Motiva launched its new social strategy, structured around three main pillars: Sustainable Solutions, Reducing Inequalities, and Quality of Life, aligned with the UN Sustainable Development Goals. During the event, the commitment to invest R$1 billion by 2025 in private social investment initiatives was announced.
About Motiva: the largest mobility infrastructure company in Brazil, operates in the Toll Road, Railways, and Airport segments. It operates 37 assets in 13 Brazilian states and has more than 16,000 employees. The Company is responsible for the management and maintenance of 4,475 kilometers of toll roads, providing 3,600 services a day. Its railway platform, which manages subways, trains, and VLT, transports 750 million passengers per year. In airports, with 17 units in Brazil and three abroad, it serves roughly 45 million customers every year. The Company has been listed on B3's sustainability index for 14 years.
In 2025, the Company will mark 26 years of operation and is recognized in domestic and international markets mainly for its strict governance and compliance standards. It was the first company to go public in the Novo Mercado listing segment of B3, with 49.43% of its shares floating in the market. In addition to IBOV, the Company's shares are also listed in ISE (Corporate Sustainability Index), ICO2 (Carbon Efficient Index), IGC (Special Corporate Governance Stock Index), IDIVERSA (Diversity Index), IGPTW (Great Place to Work Index), IBrX-50 (Brazil Index 50), IBrX-100 (Brazil Index 100), and MSCI Latin America.
3Q25 RESULTS
Exhibit 1 - IFRSGross Revenues (excluding Construction Revenue) by Asset
Gross Revenue - Tolls (R$ M) | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
AutoBAn | 986,395 | 1,063,229 | 7.8% | 2,747,096 | 2,938,760 | 7.0% |
ViaOeste | 322,012 | - | n.m. | 909,268 | 298,051 | -67.2% |
RioSP | 349,289 | 364,197 | 4.3% | 989,535 | 1,050,040 | 6.1% |
SPVias | 280,641 | 310,131 | 10.5% | 792,840 | 856,233 | 8.0% |
ViaSul | 136,585 | 135,415 | -0.9% | 390,113 | 425,367 | 9.0% |
RodoAnel Oeste | 118,470 | 132,498 | 11.8% | 333,121 | 361,071 | 8.4% |
ViaCosteira | 53,267 | 51,339 | -3.6% | 158,644 | 158,168 | -0.3% |
ViaLagos | 51,230 | 52,505 | 2.5% | 159,632 | 171,942 | 7.7% |
Motiva Pantanal | 57,179 | 121,492 | 112.5% | 169,054 | 334,898 | 98.1% |
Rota Sorocabana | - | 129,523 | n.m. | - | 256,044 | n.m. |
PRVias | - | 211,824 | n.m. | - | 217,334 | n.m. |
Total Gross Revenue - Tolls | 2,355,068 | 2,572,153 | 9.2% | 6,649,303 | 7,067,908 | 6.3% |
% Total Revenue | 40.2% | 38.7% | - 1.5 p.p. | 40.7% | 43.0% | 2.4 p.p. |
% AVI | 79.6% | 85.7% | 6.1 p.p. | 78.6% | 84.4% | 5.8 p.p. |
Gross Revenue - Railway/Waterway (R$ M) | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
ViaQuatro | 214,542 | 153,232 | -28.6% | 625,535 | 623,982 | -0.2% |
Metrô Bahia | 141,646 | 157,009 | 10.8% | 421,553 | 453,360 | 7.5% |
ViaMobilidade - Lines 8 and 9 | 226,559 | 241,775 | 6.7% | 650,436 | 691,495 | 6.3% |
ViaMobilidade - Lines 5 and 17 | 138,272 | 143,358 | 3.7% | 406,485 | 417,576 | 2.7% |
VLT Carioca | 54,666 | 28,017 | -48.7% | 95,928 | 78,950 | -17.7% |
Barcas | 25,840 | - | n.m. | 77,279 | 11,309 | -85.4% |
Total Gross Revenue - Railways | 801,525 | 723,391 | -9.7% | 2,277,216 | 2,276,672 | 0.0% |
% Total Revenue | 13.7% | 10.9% | - 2.8 p.p. | 13.9% | 13.9% | - 0.1 p.p. |
Gross Revenue - Airports (R$ M) | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
Curaçao | 84,091 | 70,492 | -16.2% | 234,096 | 225,665 | -3.6% |
BH Airport | 126,464 | 145,225 | 14.8% | 344,782 | 414,113 | 20.1% |
Aeris | 99,762 | 134,518 | 34.8% | 312,122 | 352,793 | 13.0% |
South Block | 153,109 | 172,419 | 12.6% | 443,784 | 515,595 | 16.2% |
Central Block | 89,353 | 98,605 | 10.4% | 239,967 | 271,096 | 13.0% |
Pampulha | 9,122 | 10,141 | 11.2% | 26,907 | 28,556 | 6.1% |
Total Gross Revenue - Airports | 561,901 | 631,400 | 12.4% | 1,601,658 | 1,807,818 | 12.9% |
% Total Revenue | 9.6% | 9.5% | - 0.1 p.p. | 9.8% | 11.0% | 1.2 p.p. |
Gross Revenue - Construction | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
Total | 1,807,877 | 1,432,608 | -20.8% | 4,823,048 | 3,399,318 | -29.5% |
% Total Revenue | 30.8% | 21.6% | - 9.3 p.p. | 29.5% | 20.7% | - 8.8 p.p. |
Other Gross Revenue | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
Total Gross Revenue - Other | 337,235 | 1,284,862 | 281.0% | 1,001,369 | 1,877,343 | 87.5% |
% Total Revenue | 5.8% | 19.3% | 13.6 p.p. | 6.1% | 11.4% | 5.3 p.p. |
Total Gross Revenue | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
Total (with Construction Revenue) | 5,863,606 | 6,644,414 | 13.3% | 16,352,594 | 16,429,059 | 0.5% |
3Q25 RESULTS
Airport Revenue Mix in the Quarter
Quito
San Jose
Curaçao
BH Airport
Bloco Sul
Bloco Central
Pampulha
26%
74%
30%
70%
27%
73%
51%
49%
27%
73%
32%
68%
39%
61%
Non-Recurring Effects
Net Revenue | ||||||
R$ M | 3Q24 | 3Q25 | 9M24 | 9M25 | Comments | Cash Effect |
Consolidated Net Revenue | 3,782 | 4,915 | 10,748 | 12,206 | ||
(-) Non-Recurring | - | (957) | - | (957) | ||
SPVias | - | (63) | - | (63) | SPVias - Extension | No |
ViaQuatro | - | (894) | - | (894) | ViaQuatro - Amendment and Monetary Adjustments | No |
Adjusted Net Revenue | 3,782 | 3,957 | 10,748 | 11,249 | ||
Adjusted EBITDA | ||||||
R$ M | 3Q24 | 3Q25 | 9M24 | 9M25 | Comments | Cash Effect |
EBITDA | 1,889 | 3,384 | 5,430 | 7,722 | ||
(+) Provision for Maintenance | 104 | 100 | 295 | 283 | ||
(+) Recognition of Prepaid Expenses | 33 | 31 | 100 | 96 | ||
(-) Equity Pick-up | (61) | (77) | (178) | (221) | ||
(-) Share of Non-controlling Shareholders | 36 | 188 | 51 | 179 | ||
(-) Non-Recurring | 188 | (1,079) | 568 | (1,061) | ||
ViaQuatro | - | 894 | - | 894 | ViaQuatro - Amendment and Monetary Adjustments | No |
SPVias | - | 63 | - | 63 | SPVias - Extension | No |
ViaMobilidade - Lines 8 and 9 | - | 122 | - | 122 | Compensation for delays in the delivery of rolling stock | No |
ViaMobilidade - Lines 8 and 9 | - | - | - | 69 | Reversal - provision for fines contingencies | No |
ViaOeste | (188) | - | (568) | (87) | Improvement works that do not generate future economic benefit | Yes |
Adjusted EBITDA | 2,190 | 2,547 | 6,265 | 6,997 | ||
Net Income | ||||||
R$ M | 3Q24 | 3Q25 | 9M24 | 9M25 | Comments | Cash Effect |
Consolidated Net Income (Loss) | 422 | 1,232 | 1,031 | 2,674 | ||
(-) Non-Recurring¹ 138 (549) 389 (1,054) | ||||||
ViaQuatro - (442) - (442) ViaQuatro - Amendment and No Monetary Adjustments | ||||||
ViaMobilidade - Lines 8 and 9 - (64) - (64) Compensation for delays in the No delivery of rolling stock | ||||||
SPVias - (42) - (42) SPVias - Extension No | ||||||
BH Airport - - - 17 Concession fee reprofiling No | ||||||
Motiva Pantanal - - - (480) Creation of Deferred No | ||||||
ViaMobilidade - Lines 8 and 9 - - - (36) Reversal - contingency for fines No | ||||||
ViaOeste 138 - 389 57 Improvement works that do not Yes generate future economic benefit | ||||||
Aeris - - - (63) D&A adjustment due to extension No | ||||||
Adjusted Net Income 560 683 1,420 1,620 | ||||||
3Q25 RESULTS
1. Non-recurring effects are net of income tax and social contribution (IRPJ and CSLL).
Breakdown of Other Gross Revenue from the Railways Business (excluding Construction Revenue)¹ViaQuatro | Metrô Bahia | |||||||||||||
Gross Revenue | 3Q24 | 3Q25 Var.% | 9M24 | 9M25 | Var.% | 3Q24 | 3Q25 Var.% 9M24 | 9M25 | Var.% | |||||
Railway Revenue | 214,542 | 153,232 | -28.6% | 625,535 | 623,982 | -0.2% | 141,646 | 157,009 | 10.8% | 421,553 | 453,360 | 7.5% | ||
Mitigation Revenue | 30,975 | (47,043) | n.m. | 90,468 | 43,319 | -52.1% | 34,299 | 46,238 | 34.8% | 121,539 | 138,202 | 13.7% | ||
Tariff Revenue | 183,567 | 200,275 | 9.1% | 535,067 | 580,663 | 8.5% | 107,347 | 110,771 | 3.2% | 300,014 | 315,158 | 5.0% | ||
Ancillary Revenue | 21,095 | 24,138 | 14.4% | 56,065 | 63,448 | 13.2% | 5,166 | 6,472 | 25.3% | 14,490 | 17,611 | 21.5% | ||
Financial Asset | 53,208 | 961,841 | 1707.7% | 145,066 | 1,009,572 | 595.9% | 112,116 | 102,157 | -8.9% | 311,175 | 310,062 | -0.4% | ||
Other | 354 | 374 | 5.6% | 846 | 1,101 | 30.1% | 3 | 3 | 0.0% | 3 | 3 | 0.0% | ||
Total Gross Revenue | 289,199 | 1,139,585 | 294.0% | 827,512 | 1,698,103 | 105.2% | 258,931 | 265,641 | 2.6% | 747,221 | 781,036 | 4.5% | ||
VLT Carioca | ViaMobilidade - Lines 5 and 17 | |||||||||||||
Gross Revenue | 3Q24 | 3Q25 Var.% | 9M24 | 9M25 | Var.% | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% | |||
Railway Revenue | 54,666 | 28,017 -48.7% | 95,928 | 78,950 | -17.7% | 138,272 | 143,358 | 3.7% | 406,485 | 417,576 | 2.7% | |||
Mitigation Revenue | 28,918 | - n.m. | 28,918 | - | n.m. | 31,708 | 31,305 | -1.3% | 96,404 | 93,315 | -3.2% | |||
Tariff Revenue | 25,748 | 28,017 8.8% | 67,010 | 78,950 | 17.8% | 106,564 | 112,053 | 5.2% | 310,081 | 324,261 | 4.6% | |||
Ancillary Revenue | 3,225 | 4,413 36.8% | 10,260 | 13,371 | 30.3% | 8,478 | 9,883 | 16.6% | 25,814 | 28,525 | 10.5% | |||
Financial Asset | 51,844 | 49,458 -4.6% | 151,654 | 172,364 | 13.7% | 1,851 | (5,838) | n.m. | 12,418 | -2,536 | n.m. | |||
Other | - | - n.m. | - | - | n.m. | 636 | 717 | 12.7% | 1,104 | 1,902 | 72.3% | |||
Total Gross Revenue | 109,735 | 81,888 -25.4% | 257,842 | 264,685 | 2.7% | 149,237 | 148,120 | -0.7% | 445,821 | 445,467 | -0.1% | |||
ViaMobilidade - Lines 8 and 9 | Barcas | |||||||||||||
IGCB3 | 28 | |||||||||||||
MOTV
Gross Revenue | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
Railway Revenue | 226,559 | 241,775 | 6.7% | 650,436 | 691,495 | 6.3% | 25,840 | - | n.m. | 77,279 | 11,309 | -85.4% |
Mitigation Revenue | 7,352 | 3,996 | -45.6% | 20,107 | 16,140 | -19.7% | - | - | n.m. | - | 0 | n.m. |
Tariff Revenue | 219,207 | 237,779 | 8.5% | 630,329 | 675,355 | 7.1% | 25,840 | - | n.m. | 77,279 | 11,309 | -85.4% |
Ancillary Revenue | 2,615 | 5,348 | 104.5% | 7,188 | 12,957 | 80.3% | 1,094 | - n.m. | 5,306 | 559 | -89.5% |
Financial Asset | - | - | n.m. | - | - | n.m. | (116) | - n.m. | 5,608 | 0 | n.m. |
Other | 105 | 92 | -12.4% | 105 | 288 | 174.3% | 457 | - n.m. | 1,424 | 217 | -84.8% |
Total Gross Revenue | 229,279 | 247,215 | 7.8% | 657,729 | 704,740 | 7.1% | 27,275 | - n.m. | 89,617 | 12,085 | -86.5% |
3Q25 RESULTS
1. Does not consider effects from eliminations.
EBITDA ReconciliationEBITDA Reconciliation (R$ M) | 3Q24 | 3Q25 | Var.% | 9M24 | 9M25 | Var.% |
Net Income | 422 | 1,232 | 191.8% | 1,031 | 2,674 | 159.4% |
(+) Income Tax and Social Contribution | 281 | 709 | 152.5% | 862 | 820 | -4.8% |
(+) Net Financial Result 746 953 27.7% 2,284 2,957 29.5%
(+) Depreciation and Amortization | 440 | 491 | 11.5% | 1,254 | 1,270 | 1.3% |
EBITDA (1) | 1,889 | 3,384 | 79.1% | 5,430 | 7,722 | 42.2% |
EBITDA Margin (1) | 33.8% | 53.3% | 19.5 p.p. | 34.9% | 49.5% | 14.6 p.p. |
(+) Prepaid Expenses (2) | 33 | 31 | -5.7% | 100 | 96 | -3.8% |
(+) Provision for Maintenance (3) | 104 | 100 | -4.1% | 295 | 283 | -4.0% |
Equity Pick-up | (61) | (77) | 25.6% | (178) | (221) | 24.1% |
(+) Share of Non-controlling Shareholders | 36 | 188 | 415.4% | 51 | 179 | 252.4% |
(-) Non-Recurring | 188 | (1,079) | n.m. | 568 | (1,061) | n.m. |
Adjusted EBITDA (4) | 2,190 | 2,547 | 16.3% | 6,265 | 6,997 | 11.7% |
Adjusted EBITDA Margin (5) | 57.9% | 64.4% | 6.5 p.p. | 58.3% | 62.2% | 3.9 p.p. |
Calculation according to CVM Resolution 156/2022, which consists of net income adjusted for the net financial result, income tax and social contribution expenses over net income, and depreciation and amortization costs and expenses.
Refers to the recognition of prepayments related to the concession, which are adjusted for being a non-cash item in the Quarterly Information (ITR).
The provision for maintenance is adjusted, as it refers to estimated future expenditures from periodic maintenance in Motiva's investees
and constitutes a non-cash item in the Quarterly Information (ITR).
Calculated by excluding provision for maintenance, recognition of prepaid concession fees, and non-recurring effects detailed in the
"Non-recurring effects" section.
The adjusted EBITDA margin was calculated excluding non-recurring effects and construction revenue, given that this revenue is an IFRS requirement, with the corresponding entry impacting total costs.
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MOTV
