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6-K 1 sbsitr1q20_6k.htm ITR - QUARTERLY INFORMATION FORM - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO sbsitr1q20_6k.htm - Generated by SEC Publisher for SEC Filing

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For May, 2020

(Commission File No. 1-31317)

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

(Exact name of registrant as specified in its charter)

Basic Sanitation Company of the State of Sao Paulo - SABESP

(Translation of Registrant's name into English)

Rua Costa Carvalho, 300 São Paulo, S.P., 05429-900 Federative Republic of Brazil

(Address of Registrant's principal executive offices)

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

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)__.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)__.

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes __ No _X___

If "Yes" is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b):

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Table of contents

Co mpan y I n forma t ion
C ap ital Br e ak d own 1
Cash Proceeds 2
Parent Company’s Financial Statements
S t a t eme n t o f F i n an c i a l Po s it i on - As se t s 3
Statement of Financial Position - Liabilities 4
Income Statement 6
S t a t eme n t o f Co mp r eh en s i v e I nc ome 7
Statement of Cash Flow 8
Statement of Changes in Equity
1 / 01 / 2 02 0 t o 3 / 31 / 2 02 0 10
1/01/2019 to 3/31/2019 11
Statement of Value Added 12
Comments on the Company’s Performance 13
No t e s t o t h e I n t e r i m F i na n c i a l In f o r ma t i o n 25
Co mmen t s o n t he Co mp an y ’ s Pr o j e c t i o ns 7 7
Other Information Deemed as Relevant by the Company 78
Reports and Statements
Unqualified Re po r t s o n Spe c i a l R ev i e w 80
E x ec u t i v e O f fi ce r s ’ S t a t eme n t on t he F i na n c i a l S t a te me nt s 81
Executive Officers’ Statement on the Report of Independent Public Accounting Firm 8 2

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

C ompany Information / Capital Breakdown

Number of Shares Current Quarter
(Units) 3/31/2020
Paid-in Capital
Common 683,509,869
Preferred 0
Total 683,509,869
Treasury Shares
Common 0
Preferred 0
Total 0

PAGE: 1 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Company Information / Cash Proceeds

Event Approval Proceeds Type of Share Proceed per Share
(Reais / Share)
Board of Directors’ Meeting 3/26/2020 Interest on Capital Payable Common 1.37670

PAGE: 2 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Financial Position - Assets

(R$ thousand)

Code Description Current Quarter Previous Year
3/31/2020 12/31/2019
1 Total Assets 46,967,744 46,457,800
1.01 Current Assets 5,158,498 4,896,138
1.01.01 Cash and Cash Equivalents 2,323,366 2,253,210
1.01.03 Accounts Receivable 2,247,095 2,330,658
1.01.03.01 Trade Receivables 2,071,837 2,137,752
1.01.03.02 Other Receivables 175,258 192,906
1.01.03.02.01 Related-Party Balances 175,258 192,906
1.01.04 Inventories 67,899 70,454
1.01.06 Recoverable Taxes 386,074 141,266
1.01.06.01 Current Recoverable Taxes 386,074 141,266
1.01.08 Other Current Assets 134,064 100,550
1.01.08.03 Other 134,064 100,550
1.01.08.03.01 Restricted Cash 26,363 26,018
1.01.08.03.20 Other Assets 107,701 74,532
1.02 Noncurrent Assets 41,809,246 41,561,662
1.02.01 Long-Term Assets 9,210,678 8,821,073
1.02.01.04 Accounts Receivable 229,775 215,275
1.02.01.04.01 Trade Receivables 229,775 215,275
1.02.01.09 Receivables from Related Parties 650,413 657,990
1.02.01.09.03 Receivables from Controlling Shareholders 650,413 657,990
1.02.01.10 Other Noncurrent Assets 8,330,490 7,947,808
1.02.01.10.04 Escrow Deposits 184,109 177,982
1.02.01.10.05 Water National Agency (ANA) 32,558 32,466
1.02.01.10.06 Contract Asset 7,989,875 7,617,714
1.02.01.10.20 Other Assets 123,948 119,646
1.02.02 Investments 103,877 100,749
1.02.02.01 Equity Investments 56,327 53,187
1.02.02.01.03 Equity Investments in Jointly-Owned Subsidiaries 56,327 53,187
1.02.02.02 Investment Properties 47,550 47,562
1.02.03 Property, Plant and Equipment 316,450 314,393
1.02.04 Intangible Assets 32,178,241 32,325,447
1.02.04.01 Intangible Assets 32,178,241 32,325,447
1.02.04.01.01 Concession Agreements 2,202,852 2,207,705
1.02.04.01.02 Program Contracts 15,137,137 15,184,575
1.02.04.01.03 Service Contracts 14,293,152 14,390,763
1.02.04.01.04 Software License of Use 465,779 471,706
1.02.04.01.05 Right of Use 79,321 70,698

PAGE: 3 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Financial Position - Liabilities

(R$ thousand)

Code Description Current Quarter Previous Year
3/31/2020 12/31/2019
2 Total Liabilities 46,967,744 46,457,800
2.01 Current Liabilities 6,950,358 6,453,424
2.01.01 Labor and Pension Plan Liabilities 602,098 594,279
2.01.01.01 Pension Plan Liabilities 28,135 51,716
2.01.01.02 Labor Liabilities 573,963 542,563
2.01.02 Trade Payables 242,106 369,631
2.01.02.01 Domestic Suppliers 242,106 369,631
2.01.03 Tax Liabilities 172,600 250,318
2.01.03.01 Federal Tax Liabilities 168,226 243,732
2.01.03.01.02 Pis-Pasep and Cofins Payable 85,906 94,027
2.01.03.01.03 INSS (Social Security Contribution) Payable 39,732 39,404
2.01.03.01.20 Other Federal Taxes 42,588 110,301
2.01.03.03 Municipal Tax Liabilities 4,374 6,586
2.01.04 Borrowings and Financing 3,284,540 2,859,843
2.01.04.01 Borrowings and Financing 2,702,040 2,179,580
2.01.04.01.01 In Local Currency 274,532 297,680
2.01.04.01.02 In Foreign Currency 2,427,508 1,881,900
2.01.04.02 Debentures 496,122 601,861
2.01.04.03 Financiang through Lease 86,378 78,402
2.01.05 Other Liabilities 1,999,050 1,829,106
2.01.05.01 Payables to Related Parties 358 293
2.01.05.01.03 Payables to Controlling Shareholders 358 293
2.01.05.02 Outher 1,998,692 1,828,813
2.01.05.02.01 Dividends and Interest on Capital Payable 800,352 800,352
2.01.05.02.04 Services Payable 632,181 474,078
2.01.05.02.05 Refundable Amounts 43,440 42,093
2.01.05.02.06 Program Contract Commitments 275,993 273,932
2.01.05.02.07 Public-Private Partnership (PPP) 111,100 110,291
2.01.05.02.09 Indemnities 9,693 9,693
2.01.05.02.20 Other Liabilities 125,933 118,374
2.01.06 Provisions 649,964 550,247
2.01.06.01 Tax, Social Security, Labor and Civil Provisions 236,062 200,391
2.01.06.01.01 Tax Provisions 27,178 26,375
2.01.06.01.02 Social Security and Labor Provisions 131,619 103,041
2.01.06.01.04 Civil Provisions 77,265 70,975
2.01.06.02 Other Provisions 413,902 349,856
2.01.06.02.03 Provisions for Environmental Liabilities and Decommissioning 15,410 15,086
2.01.06.02.04 Provisions for Customers 204,587 242,001
2.01.06.02.05 Provisions for Suppliers 193,905 92,769
2.02 Noncurrent Liabilities 19,039,549 18,368,593
2.02.01 Borrowings and Financing 11,265,828 10,384,866
2.02.01.01 Borrowings and Financing 7,990,162 6,889,591
2.02.01.01.01 In Local Currency 2,384,970 2,412,693
2.02.01.01.02 In Foreign Currency 5,605,192 4,476,898
2.02.01.02 Debentures 2,826,542 3,039,553
2.02.01.03 Financing through Lease 449,124 455,722

PAGE: 4 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Financial Position - Liabilities

(R$ thousand)

Code Description Current Quarter Previous Year
3/31/2020 12/31/2019
2.02.02 Other Liabilities 7,024,218 7,064,170
2.02.02.02 Other 7,024,218 7,064,170
2.02.02.02.04 Pension Plan Liabilities 3,366,686 3,360,932
2.02.02.02.05 Program Contract Commitments 76,613 103,321
2.02.02.02.06 Public-Private Partnership (PPP) 3,161,600 3,183,689
2.02.02.02.07 Indemnities 31,740 31,740
2.02.02.02.08 Labor Liabilities 2,172 2,230
2.02.02.02.09 Deferred Cofins / Pasep 145,533 143,693
2.02.02.02.20 Other Liabilities 239,874 238,565
2.02.03 Deferred Taxes 347,409 433,996
2.02.03.01 Deferred Income Tax and Social Contribution 347,409 433,996
2.02.03.01.01 Deferred Income Tax and Social Contribution 347,409 433,996
2.02.04 Provisions 402,094 485,561
2.02.04.01 Tax, Social Security, Labor and Civil Provisions 206,896 245,448
2.02.04.01.01 Tax Provisions 29,005 29,250
2.02.04.01.02 Social Security and Labor Provisions 173,482 209,759
2.02.04.01.04 Civil Provisions 4,409 6,439
2.02.04.02 Other Provisions 195,198 240,113
2.02.04.02.03 Provisions for Environmental Liabilities and Decommissioning 191,686 177,835
2.02.04.02.04 Provisions for Customers 2,740 1,691
2.02.04.02.05 Provisions for Suppliers 772 60,587
2.03 Equity 20,977,837 21,635,783
2.03.01 Paid-up Capital 15,000,000 15,000,000
2.03.04 Profit Reserve 7,547,954 7,547,954
2.03.04.01 Legal Reserve 1,368,406 1,368,406
2.03.04.08 Additional Dividend Proposed 80,973 80,973
2.03.04.10 Reserve for Investments 6,098,575 6,098,575
2.03.05 Retained Earnings/Accumulated Losses -657,946 0
2.03.06 Equity Valuation Adjustments -912,171 -912,171

PAGE: 5 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Income Statement

(R$ thousand)

Code Description YTD Current Year YTD Previous Year
1/01/2020 to 3/31/2020 1/01/2019 to 3/31/2019
3.01 Revenue from Sales and/or Services 4,042,350 3,878,504
3.02 Cost of Sales and/or Services -2,422,012 -2,337,103
3.02.01 Cost of Sales and/or Services -1,913,247 -1,747,145
3.02.02 Construction Cost -508,765 -589,958
3.03 Gross Profit 1,620,338 1,541,401
3.04 Operating Income/Expenses -617,310 -399,745
3.04.01 Selling Expenses -339,459 -198,955
3.04.01.01 Selling Expenses -181,970 -191,195
3.04.01.02 Allowance for Doubtful Accounts -157,489 -7,760
3.04.02 General and Administrative Expenses -284,179 -210,381
3.04.04 Other Operating Income 10,039 13,385
3.04.04.01 Other Operating Income 11,056 14,992
3.04.04.02 Cofins and Pasep -1,017 -1,607
3.04.05 Other Operating Expenses -7,286 -5,558
3.04.06 Equity Results 3,575 1,764
3.05 Income before Financial Result and Taxes 1,003,028 1,141,656
3.06 Financial Result -1,980,285 -150,456
3.06.01 Financial Income 100,156 102,200
3.06.01.01 Financial Income 103,809 107,950
3.06.01.02 Exchange Gains 1,224 -731
3.06.01.03 Cofins and Pasep -4,877 -5,019
3.06.02 Financial Expenses -2,080,441 -252,656
3.06.02.01 Financial Expenses -283,905 -252,477
3.06.02.02 Exchange Losses -1,796,536 -179
3.07 Earnings before Income Tax -977,257 991,200
3.08 Income Tax and Social Contribution 319,311 -343,909
3.08.01 Current 232,724 -310,485
3.08.02 Deferred 86,587 -33,424
3.09 Net Result from Continued Operations -657,946 647,291
3.11 Profit/Loss for the Period -657,946 647,291
3.99 Earnings per Share - (Reais / Share)
3.99.01 Basic Earnings per Share
3.99.01.01 Common -0.96260 0.94701
3.99.02 Diluted Earnings per Share
3.99.02.01 Common -0.96260 0.94701

PAGE: 6 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Comprehensive Income

(R$ thousand)

Code Description YTD Current YTD Previous
Year Year
1/01/2020 to 3/31/2020 1/01/2019 to 3/31/2019
4.01 Net Income for the Period -657,946 647,291
4.03 Comprehensive Income for the Period -657,946 647,291

PAGE: 7 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Cash Flows - Indirect Method

(R$ thousand)

Code Description YTD Current Year YTD Previous Year
1/01/2020 to 3/31/2020 1/01/2019 to 3/31/2019
6.01 Net Cash from Operating Activities 1,188,528 589,840
6.01.01 Cash from Operations 1,776,101 1,493,474
6.01.01.01 Profit before Income Tax and Social Contribution -977,257 991,200
6.01.01.02 Provision and Inflation Adjustments on Provisions 78,706 46,101
6.01.01.04 Finance Charges from Customers -197,496 -197,962
6.01.01.05 Residual Value of Property, Plant and Equipment, Intangible Assets and Investment Properties Written-off 5,407 3,143
6.01.01.06 Depreciation and Amortization 483,569 410,863
6.01.01.07 Interest on Borrowings and Financing Payable 138,770 138,978
6.01.01.08 Monetary and Exchange Variation on Borrowings and Financing 1,814,857 17,207
6.01.01.09 Interest and Monetary Variation on Liabilities 10,563 9,524
6.01.01.10 Interest and Monetary Variation on Assets -6,585 -75,621
6.01.01.11 Allowance for Doubtful Accounts 157,489 11,070
6.01.01.12 Provision for Consent Decree (TAC) and Knowledge Retention Program (PRC) -490 -19,313
6.01.01.13 Equity Results -3,575 -1,764
6.01.01.14 Interest and Inflation Adjustment (PPP) 112,685 0
6.01.01.15 Other Adjustments -6,112 -13,163
6.01.01.16 Transfer of Funds to the São Paulo Municipal Government 120,419 119,920
6.01.01.17 Construction Margin over Intangible Assets Resulting from Concession Contracts -12,655 -13,569
6.01.01.18 Pension Plan Liabilities 57,806 66,860
6.01.02 Changes in Assets and Liabilities -394,490 -412,002
6.01.02.01 Trade Receivables 85,760 98,414
6.01.02.02 Related-Party Balances and Transactions 34,075 11,513
6.01.02.03 Inventories 2,555 -4,976
6.01.02.04 Recoverable Taxes -12,084 44,624
6.01.02.05 Other Assets -37,128 -36,159
6.01.02.06 Escrow Deposits -2,730 -12,324
6.01.02.08 Trade Payables and Contractors -239,274 -328,719
6.01.02.09 Salaries, Payroll Charges and Social Contributions 8,309 -34,809
6.01.02.10 Pension Plan Liabilities -52,052 -50,056
6.01.02.11 Taxes and Contributions Payable -77,718 -92,543
6.01.02.12 Services Payable 37,684 6,435
6.01.02.13 Other Liabilities -81,271 56,069
6.01.02.14 Provisions -62,456 -68,648
6.01.02.15 Deferred Cofins/Pasep 1,840 -823
6.01.03 Other -193,083 -491,632
6.01.03.01 Interest Paid -193,083 -241,164
6.01.03.02 Income Tax and Social Contribution Paid 0 -250,468
6.02 Net Cash from Investing Activities -403,505 -233,143
6.02.01 Acquisition of Intangible Assets -393,573 -209,552
6.02.02 Acquisition of Property, Plant and Equipment -9,587 -18,796
6.02.03 Increase in Investments 0 -10,702
6.02.04 Restricted Cash -345 5,907

PAGE: 8 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Cash Flows – Indirect Method

(R$ thousand)

Code Description YTD Current Year YTD Previous Year
1/01/2020 to 3/31/2020 1/01/2019 to 3/31/2019
6.03 Net Cash from Financing Activities -714,867 -1,180,805
6.03.01 Funding 29,792 103,815
6.03.02 Amortization -580,229 -1,154,042
6.03.03 Payment of Interest on Capital 0 -21
6.03.04 Public-Private Partnership (PPP) -133,965 -129,157
6.03.05 Program Contract Commitments -30,465 -1,400
6.05 Increase (Decrease) in Cash and Cash Equivalents 70,156 -824,108
6.05.01 Opening Balance of Cash and Cash Equivalents 2,253,210 3,029,191
6.05.02 Closing Balance of Cash and Cash Equivalents 2,323,366 2,205,083

PAGE: 9 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Changes in Equity - 1/01/2020 to 3/31/2020

(R$ thousand)

Code Description Paid-up Capital Capital Reserves, Options Granted and Treasury Shares Profit Reserves Retained Earnings/ Accumulated Losses Other Comprehensive Income Equity
5.01 Opening Balances 15,000,000 0 7,547,954 0 -912,171 21,635,783
5.03 Restated Opening Balances 15,000,000 0 7,547,954 0 -912,171 21,635,783
5.05 Total Comprehensive Income 0 0 0 -657,946 0 -657,946
5.05.01 Net Income for the Period 0 0 0 -657,946 0 -657,946
5.07 Closing Balances 15,000,000 0 7,547,954 -657,946 -912,171 20,977,837

PAGE: 10 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Parent Company’s Financial Statements / Statement of Changes in Equity - 1/01/2019 to 3/31/2019

(R$ thousand)

Code Description Paid-up Capital Capital Reserves, Options Granted and Treasury Shares Profit Reserves Retained Earnings/ Accumulated Losses Other Comprehensive Income Equity
5.01 Opening Balances 15,000,000 0 5,100,783 0 -549,095 19,551,688
5.03 Restated Opening Balances 15,000,000 0 5,100,783 0 -549,095 19,551,688
5.05 Total Comprehensive Income 0 0 0 647,291 0 647,291
5.05.01 Net Income for the Period 0 0 0 647,291 0 647,291
5.07 Closing Balances 15,000,000 0 5,100,783 647,291 -549,095 20,198,979

PAGE: 11 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

P arent Company’s Financial Statements / Statement of Value Added

(R$ thousand)

Code Description YTD Current Year YTD Previous Year
1/01/2020 to 3/31/2020 1/01/2019 to 3/31/2019
7.01 Revenue 4,178,865 4,146,906
7.01.01 Goods, Products and Services Sold 3,803,878 3,536,147
7.01.02 Other Revenue 11,056 14,992
7.01.03 Revenue from Construction of Own Assets 521,420 603,527
7.01.04 Allowance for/Reversal of Doubtful Accounts -157,489 -7,760
7.02 Inputs Acquired from Third Parties -1,571,533 -1,476,216
7.02.01 Costs of Sales and Services -1,273,809 -1,252,380
7.02.02 Materials, Electricity, Outsourced Services and Others -290,438 -218,278
7.02.04 Other -7,286 -5,558
7.03 Gross Value Added 2,607,332 2,670,690
7.04 Retentions -483,569 -410,863
7.04.01 Depreciation, Amortization and Depletion -483,569 -410,863
7.05 Net Value Added Produced 2,123,763 2,259,827
7.06 Wealth Received in Transfer 108,608 108,983
7.06.01 Equity Results 3,575 1,764
7.06.02 Financial Income 105,033 107,219
7.07 Total Value Added to Distribute 2,232,371 2,368,810
7.08 Value Added Distribution 2,232,371 2,368,810
7.08.01 Personnel 613,926 622,298
7.08.01.01 Salaries and Wages 424,388 395,114
7.08.01.02 Benefits 153,515 206,362
7.08.01.03 Government Severance Indemnity Fund for Employees (FGTS) 36,023 20,822
7.08.02 Taxes and Contributions 120,651 753,670
7.08.02.01 Federal 68,333 705,250
7.08.02.02 State 38,819 34,489
7.08.02.03 Municipal 13,499 13,931
7.08.03 Value Distributed to Providers of Capital 2,155,740 345,551
7.08.03.01 Interest 2,151,496 332,670
7.08.03.02 Rental 4,244 12,881
7.08.04 Value Distributed to Shareholders -657,946 647,291
7.08.04.03 Retained Earnings / Accumulated Loss for the Period -657,946 647,291

PAGE: 12 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Comments on the Company’s Performance

1. Quarter Highlights

In 1Q20, the Company recorded net loss of R$ 657.9 million, versus net income of R$ 647.3 million in 1Q19, a decrease of R$ 1,305.2 million .

Adjusted EBITDA totaled R$ 1,483.8 million, R$ 60.9 million less than the R$ 1,544.7 million recorded in 1Q19 .

The main highlights of 1Q20 results were :

(a) Economic instability worsened by COVID-19

The world economic instability worsened by the COVID-19 pandemic led to an appreciation in the Dollar and Yen against the Real, significantly affecting financial expenses on loans and financing denominated in foreign currency. In 1Q20, expenses with exchange variations on loans and financing increased by R$ 1,796.3 million .

In addition to the effect on financial expenses, there was an impact on the allowance for doubtful accounts, in the amount of R$ 149.7 million .

(b) Operation in the municipality of Santo André

The operation in the municipality of Santo André, started in August 2019, increased gross operating revenue by R$ 80.1 million and expenses by R$ 65.0 million quarter over quarter in 1Q20, as shown below :

Impacts of Santo André (R$ million) 1Q20 1Q19 Var. — R$
Gross Revenue - Wholesale (1) - 13.0 (13.0)
Revenue - Retail (2) 93.1 - 93.1
(=) Total Gross Revenue 93.1 13.0 80.1
COFINS and PASEP taxes (6.9) (1.0) (5.9)
Net Revenue 86.2 12.0 74.2
Costs and expenses (3) (44.5) - (44.5)
Allowance for doubtful accounts (0.7) 19.8 (20.5)
(=) Total Expenses (45.2) 19.8 (65.0)
(=) Net effect 41.0 31.8 9.2

(1) Revenue in 1Q19, referring to wholesale billing .

(2) Revenue in 1Q20, referring to retail billing, due to the operation .

(3) Costs and expenses in 1Q20, related to the operation (excluding indirect costs and expenses ).

(c) Signing of a new health plan with Fundação CESP - FUNCESP

With the start of the health plan administered by Fundação CESP, in August 2019, healthcare expenses fell by R$ 44.9 million in 1Q20, as shown below :

R$ million 1Q20 1Q19 Var.
Healthcare expenses (54.0) (98.9) 44.9

PAGE: 13 of 82

ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Comments on the Company’s Performance

2. Financial Highlights

R$ million

1Q20 1Q19 Var. — R$ %
Gross operating revenue 3,803.9 3,536.1 267.8 7.6
Construction revenue 521.4 603.5 (82.1) (13.6)
COFINS and PASEP and TRCF taxes (282.9) (261.1) (21.8) 8.3
(=) Net operating revenue 4,042.4 3,878.5 163.9 4.2
Costs and expenses (2,536.9) (2,156.4) (380.5) 17.6
Construction costs (508.8) (590.0) 81.2 (13.8)
Equity result 3.6 1.8 1.8 100.0
Other operating revenues (expenses), net 2.8 7.8 (5.0) (64.1)
(=) Earnings before financial result, income tax and social contribution 1,003.1 1,141.7 (138.6) (12.1)
Financial result (1,980.3) (150.5) (1,829.8) -
(=) Earnings before income tax and social contribution (977.2) 991.2 (1,968.4) (198.6)
Income tax and social contribution 319.3 (343.9) 663.2 (192.8)
(=) Net income/(loss) (657.9) 647.3 (1,305.2) (201.6)
Earnings /(loss) per share (R$)* (0.96) 0.95

(*) Total shares = 683,509,869

Adjusted EBITDA Reconciliation (non-accounting measures)

R$ million

1Q20 1Q19 Var. — R$ %
Net income/(loss) (657.9) 647.3 (1,305.2) (201.6)
Income tax and social contribution (319.3) 343.9 (663.2) (192.8)
Financial result 1,980.3 150.5 1,829.8 -
Other operating revenues (expenses), net (2.8) (7.8) 5.0 (64.1)
(=) Adjusted EBIT* 1,000.3 1,133.9 (133.6) (11.8)
Depreciation and amortization 483.5 410.8 72.7 17.7
(=) Adjusted EBITDA** 1,483.8 1,544.7 (60.9) (3.9)
(%) Adjusted EBITDA margin 36.7 39.8
  • Adjusted EBIT corresponds to net income/(loss) before: (i) other operating revenues (expenses), net; (ii) financial result; and (iii) income tax and social contribution.

** Adjusted EBITDA corresponds to net income/(loss) before: (i) other operating revenues (expenses), net; (ii) financial result; (iii) income tax and social contribution and; (iv) depreciation and amortization expenses.

In 1Q20, net operating revenue, which considers construction revenue, totaled R$ 4,042.4 million, up 4.2% from 1Q19 .

Costs and expenses, which consider construction costs, totaled R$ 3,045.7 million, up 10.9% from 1Q19 .

Adjusted EBIT totaled R$ 1,000.3 million, down 11.8% from the R$ 1,133.9 million recorded in 1Q19 .

Adjusted EBITDA totaled R$ 1,483.8 million, down 3.9% from the R$ 1,544.7 million recorded in 1Q19 (R$ 7,449.6 million in the last twelve months ).

The adjusted EBITDA margin was 36.7% in 1Q20, compared to 39.8% in 1Q19 (41.1% in the last twelve months ).

Excluding the effects of revenues and construction costs, adjusted EBITDA margin reached 41.8% in 1Q20, compared to 46.8% in 1Q19 (48.3% in the last 12 months).

In 1Q20, the Company recorded net loss of R$ 657.9 million, compared to net income of R$ 647.3 million in 1Q19 .

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Comments on the Company’s Performance

3. Gross operating revenue

Gross operating revenue related to sanitation services, in the amount of R$ 3,803.0 million, which does not consider construction revenue, increased by R$ 267.8 million, or 7.6%, from the R$ 3,536.1 million recorded in 1Q19 .

The main factors that led to this variation were :

· 4.7% tariff adjustment since May 2019 ;

· 2.2% increase in total billed volume, of which 2.0% from water services and 2.5% from sewage services, excluding the volumes of Santo André ;

· R$ 80.1 million increase in operating revenue, due to the operation in the municipality of Santo André, which started in August 2019 .

4. Construction revenue

In 1Q20, construction revenue decreased by R$ 81.2 million, or 13.8%, when compared to 1Q19, mainly due to higher investments in the construction of assets in 1Q19 .

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Comments on the Company’s Performance

5. Billed volume

The tables below show water and sewage billed volumes quarter over quarter, according to customer category and region. The volumes from the municipality of Santo André are presented separately .

WATER AND SEWAGE BILLED VOLUME (1) PER CUSTOMER CATEGORY – million m 3
Water Sewage Water + Sewage
Category 1Q20 1Q19 Var. % 1Q20 1Q19 Var. % 1Q20 1Q19 Var. %
Residential 442.1 432.1 2.3 381.1 369.8 3.1 823.2 801.9 2.7
Commercial 43.7 43.6 0.2 42.4 42.3 0.2 86.1 85.9 0.2
Industrial 8.0 8.2 (2.4) 9.7 9.9 (2.0) 17.7 18.1 (2.2)
Public 10.3 10.4 (1.0) 9.2 9.3 (1.1) 19.5 19.7 (1.0)
Total retail 504.1 494.3 2.0 442.4 431.3 2.6 946.5 925.6 2.3
Wholesale (3) 21.2 20.5 3.4 4.0 4.3 (7.0) 25.2 24.8 1.6
Subtotal 525.3 514.8 2.0 446.4 435.6 2.5 971.7 950.4 2.2
Santo André (4) 13.1 17.7 (26.0) 13.1 4.3 204.7 26.2 22.0 19.1
Total 538.4 532.5 1.1 459.5 439.9 4.5 997.9 972.4 2.6
Water Sewage Water + Sewage
WATER AND SEWAGE BILLED VOLUME (1) PER REGION – million m 3
Water Sewage Water + Sewage
Region 1Q20 1Q19 Var. % 1Q20 1Q19 Var. % 1Q20 1Q19 Var. %
Metropolitan 331.9 322.2 3.0 291.3 281.4 3.5 623.2 603.6 3.2
Regional (2) 172.2 172.1 0.1 151.1 149.9 0.8 323.3 322.0 0.4
Total retail 504.1 494.3 2.0 442.4 431.3 2.6 946.5 925.6 2.3
Wholesale (3) 21.2 20.5 3.4 4.0 4.3 (7.0) 25.2 24.8 1.6
Subtotal 525.3 514.8 2.0 446.4 435.6 2.5 971.7 950.4 2.2
Santo André (4) 13.1 17.7 (26.0) 13.1 4.3 204.7 26.2 22.0 19.1
Total 538.4 532.5 1.1 459.5 439.9 4.5 997.9 972.4 2.6

(1) Unaudited

(2) Including coastal and interior regions

(3) Wholesale includes volumes of reuse water and non-domestic sewage

(4) Billed volume in the retail segment in 1Q20 and in the wholesale segment in 1Q19

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Comments on the Company’s Performance

6. Costs, administrative & selling expenses and construction costs

Costs, administrative & selling expenses and construction costs increased by R$ 299.3 million in 1Q20 (10.9%). Excluding construction costs, the increase was R$ 380.5 million (17.6 %).

Costs, administrative & selling expenses and construction costs as a percentage of net revenues was 75.3% in 1Q20, compared to 70.8% in 1Q19 .

R$ million

1Q20 1Q19 Var. — R$ %
Salaries and payroll charges and Pension plan obligations 677.8 681.0 (3.2) (0.5)
General supplies 65.7 57.4 8.3 14.5
Treatment materials 93.8 86.7 7.1 8.2
Services 424.1 422.2 1.9 0.5
Electricity 326.5 283.0 43.5 15.4
General expenses 292.4 191.7 100.7 52.5
Tax expenses 15.6 15.8 (0.2) (1.3)
Sub-total 1,895.9 1,737.8 158.1 9.1
Depreciation and amortization 483.5 410.8 72.7 17.7
Allowance for doubtful accounts 157.5 7.8 149.7 1,919.2
Subtotal 641.0 418.6 222.4 53.1
Costs, administrative and selling expenses 2,536.9 2,156.4 380.5 17.6
Construction costs 508.8 590.0 (81.2) (13.8)
Costs, adm & selling expenses and construction costs 3,045.7 2,746.4 299.3 10.9
% of net revenue 75.3 70.8

Salaries and payroll charges and Pension plan liabilities

In 1Q20, the R$ 3.2 million decrease was due to: (i) the R$ 44.9 million decrease in healthcare expenses; and (ii) the R$ 8.9 million decrease with pension plans, as a result of changes in the actuarial assumptions .

The decreases were partially offset by the R$ 47.1 million increase, mainly the 4.99% salary adjustment in May 2019 and the application of 2.0% referring to the Career and Salaries Plan ( Plano de Cargos e Salários ) in February 2020.

Services

Expenses with services totaled R$ 424.1 million, an increase of R$ 1.9 million, or 0.5%, from the R$ 422.2 million recorded in 1Q19. The main changes were :

· R$ 21.5 million increase in labor expenses with employees assigned by the municipality of Santo André;

· R$ 15.2 million increase in customer services ;

· R$ 15.8 million decrease with meter reading and bill delivery ;

· R$ 15.2 million decrease in labor expenses with employees assigned by the municipality of Guarulhos; and

· R$ 9.1 million decrease in technical services for reduction of losses .

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Comments on the Company’s Performance

Electricity

Electricity expenses totaled R$ 326.5 million in 1Q20, up R$ 43.5 million, or 15.4%, from the R$ 283.0 million recorded in 1Q19. Of total electricity expenses, the Free Market Tariffs ( Ambiente de Contratação Livre - ACL) accounted for 44.9% (including the Grid Market Tariffs ( Tarifas de Uso do Sistema de Distribuição - TUSD)), while the Regulated Market Tariffs ( Ambiente de Contratação Regulada - ACR) accounted for 55.1 %.

The variations were mainly due to :

· Average increase of 24.3% in ALC prices, with a 52.3% increase in consumption; and

· Average increase of 0.3% in ACR tariffs, with a 10.2% decrease in consumption .

General expenses

Increase of R$ 100.7 million, or 52.5%, totaling R$ 292.4 million in 1Q20, compared to the R$ 191.7 million recorded in 1Q19, mainly due to :

· Higher provisioning for lawsuits in 1Q20, in the amount of R$ 63.4 million, mainly because of reversals of lawsuits in 1Q19, in the amount of R$ 45.9 million, arising from changes in the expectation of loss; and

· Higher provision for transfer to Municipal Sanitation Funds, in the amount of R$ 8.5 million, with the main increase referring to the municipality of São Paulo, totaling R$ 2.1 million .

Depreciation and amortization

Increase of R$ 72.7 million, or 17.7%, from the startup of intangible assets, in the amount of R$ 3.4 billion .

Allowance for doubtful accounts

Increase of R$ 149.7 million, as a result of higher default recorded in 1Q20 and the expectation of an increase in future losses, due to the economic instability worsened by COVID-19.

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Comments on the Company’s Performance

7. Financial result

R$ million

1Q20 1Q19 Var. — R$ %
Financial expenses, net of income (159.0) (150.7) (8.3) 5.5
Monetary and exchange variations, net (1,821.3) 0.2 (1,821.5) -
Financial Result (1,980.3) (150.5) (1,829.8) -

Financial expenses, net of income

R$ million

1Q20 1Q19 Var. — R$ %
Financial expenses
Interest and charges on domestic loans and financing (73.6) (81.2) 7.6 (9.4)
Interest and charges on international loans and financing (49.1) (42.4) (6.7) 15.8
Other financial expenses (99.1) (104.2) 5.1 (4.9)
Total financial expenses (221.8) (227.8) 6.0 (2.6)
Financial income 62.8 77.1 (14.3) (18.5)
Financial expenses, net of income (159.0) (150.7) (8.3) 5.5

Increase of R$ 8.3 million, due to :

· R$ 7.6 million decrease in interest and charges on domestic loans and financing, mainly due to the reduction of the DI rate and the long-term interest rate in 1Q20 (3.65% and 5.09%, respectively), compared to 1Q19 (6.40% and 7.03%, respectively );

· R$ 6.7 million increase in interest and charges on international loans and financing, as a result of: (i) higher appreciation of the Dollar against the Real in 1Q20, compared to the appreciation recorded in 1Q19 (29.0% and 0.6%, respectively); and (ii) appreciation of the Yen against the Real in 1Q20, compared to the depreciation recorded in 1Q19 (30.1% and -0.2%, respectively );

· R$ 5.1 million decrease in other financial expenses, as a result of lower recognition of interest on lawsuits, in the amount of R$ 5.0 million; and

· R$ 14.3 million decrease in financial income, mostly from the lower yield on financial investments in 1Q20, due to the reduction in the remuneration of the DI rate .

Monetary and exchange variations, net

R$ million

1Q20 1Q19 Var. — R$ %
Monetary and exchange variations on liabilities
Monetary variation on loans and financing (18.6) (16.7) (1.9) 11.4
Exchange variation on loans and financing (1,796.5) (0.2) (1,796.3) -
Other monetary variations (43.6) (8.0) (35.6) 445.0
Total monetary and exchange variations on liabilities (1,858.7) (24.9) (1,833.8) -
Monetary/exchange variation on assets 37.4 25.1 12.3 49.0
Monetary/exchange variations, net (1,821.3) 0.2 (1,821.5) -

The effect of net monetary and exchange variation in 1Q20 was R$ 1,821.5 million higher than in 1Q19, highlighting :

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Comments on the Company’s Performance

· R$ 1,796.3 million increase in exchange variations on loans and financing, due to: (i) higher appreciation of the Dollar against the Real in 1Q20, compared to the appreciation recorded in 1Q19 (29.0% and 0.6%, respectively); and (ii) appreciation of the Yen against the Real in 1Q20, compared to the depreciation recorded in 1Q19 (30.1% and -0.2%, respectively); and

· R$ 35.6 million increase in other monetary variations, due to: (i) monetary variation on the liabilities of the São Lourenço Production System, in the amount of R$ 18.8 million; and (ii) increase in monetary variation on lawsuits, in the amount of R$ 14.6 million .

8. Income tax and social contribution

The loss recorded in 1Q20, mainly caused by the increase in expenses with exchange variation and allowance for doubtful accounts, reduced income tax and social contribution by R$ 663.2 million .

9. Indicators

Operating

Operating indicators (*) 1Q20 1Q19 %
Water connections (1) 9,980 9,484 5.2
Sewage connections (1) 8,375 7,893 6.1
Population directly served - water (2) 27.1 26.2 3.4
Population directly served - sewage (2) 23.9 22.8 4.8
Number of employees 13,923 14,213 (2.0)
Water volume produced (3) 731 719 1.6
IPM - Measured water loss (%) (4) 28.9 29.9 (3.3)
IPDt (liters/connection x day) (4) 284 291 (2.4)

(1) Total connections, active and inactive, in thousand units at the end of the period

(2) In million inhabitants, at the end of the period. Does not include wholesale

(3) In millions of cubic meters

(4) Does not include Guarulhos and Santo André

(*) Unaudited

Managerial

The Managerial performance indicators below show gross revenue, operating expense and EBITDA, all of them per billed cubic meter .

The historical series is presented since 2014, based on quarterly accounting data released by the Company, excluding some non-recurring and significant events that would distort the result .

In order to check the behavior of the period on a same price basis, all indicators were calculated on average values for 1Q20, adjusted by the variation of the Amplified Consumer Price Index (IPCA) .

Gross revenue per billed cubic meter shows average growth, especially after 3Q15 . In 1Q20, the result was higher than in 1Q19.

Operating expenses per billed cubic meter increased in a controlled manner, compatible with the expansion of the operations, quarter over quarter, showing flat average behavior and disciplined management of costs .

Finally, EBITDA per cubic meter showed average growth in 1Q20, mainly because of the behavior of gross revenues and operating expenses .

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Comments on the Company’s Performance

Total Gross Revenue per m³ Billed - R$/m³

Figures at 1Q20 average prices, updated by IPCA

The following were not considered:

Revenue:

  • Construction revenue

  • R$ 928 million referring to the agreement with Guarulhos in 4Q18

  • R$ 1,254 million referring to the agreement with Santo André in 3Q19

Operating Expenses per m³ Billed - R$/m³

Figures at 1Q20 average prices, updated by IPCA

Expenses considered : personnel, treatment materials, general supplies, third-party services, electricity, general expenses and tax expenses

Reversals excluded:

  • R$ 696 million referring to the agreement with the State Government in 1Q15

  • R$ 307 million referring to the migration of the additional pension plan in 3Q16

  • R$ 173 million referring to the end of TAC Retirees in 3Q19

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Comments on the Company’s Performance

EBITDA per m³ Billed - R$/m³

Figures at 1Q20 average prices, updated by IPCA

The following were not considered:

Revenue:

  • R$ 928 million referring to the agreement with Guarulhos in 4Q18

  • R$ 1.254 million referring to the agreement with Santo André in 3Q19

Reversal of Expenses:

  • R$ 696 million referring to the agreement with the State Government in 1Q15

  • R$ 307 million referring to the migration of the additional pension plan in 3Q16

  • R$ 173 million referring to the end of TAC Retirees in 3Q19

Economic

Economic variables at the close of the quarter (*) 1Q20 1Q19
Amplified Consumer Price Index (1) 0.53 1.51
National Consumer Price Index (1) 0.54 1.68
Consumer Price Index (1) 0.50 1.64
Referential Rate (1) 0.0000 0.0000
Interbank Deposit Certificate (2) 3.65 6.40
DOLLAR (3) 5.1987 3.8967
YEN (3) 0.04835 0.03521

(1) Accrued in the year (%)

(2) Annual average

(3) Ptax sale rate on the last day

(*) Unaudited

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Comments on the Company’s Performance

10. Loans and financing

On April 27, 2020, the Company held its 25th debenture issue, in a single series, in the amount of R$ 1.45 billion. The proceeds will be allocated to refinance financial commitments maturing in 2020 and to recompose cash. The maturity will be October 2021 at an interest rate of CDI + 3.30% p .a.

It is also worth noting that the Company translated into Reais the debit balance of loan 2202/OC-BR contracted with the Inter-American Development Bank (BID) related to Phase III of the Tietê River Depollution Program, amounting to US$ 494,616,801.20, as detailed below :

· Date: Execution: April 27, 2020 / effective: May 5, 2020

· Expiration: September 3, 2035

· Amortization: semi-annual installments

· Total amount:

Ø From: US$ 494,616,801.20

Ø To: R$ 2,810,907,281.22

· Interest rate:

Ø From: Dollar - Libor 3 months + 0.39% per year (*)

Ø To: Reais - DI + 0.06% per year (*)

() On this rate, the variable margin for borrowings from BID Ordinary Capital is added. This rate is periodically determined by the bank and today is at 80 bps*

R$ mil
DEBT PROFILE
INSTITUTION 2020 2021 2022 2023 2024 2025 2026 TOTAL % Total
Local
Debentures 267,386 486,141 565,208 367,886 702,802 282,068 651,173 3,322,664 23
Brazilian Federal Savings Bank 63,998 89,190 94,042 86,950 85,771 91,143 919,259 1,430,353 10
BNDES 100,938 134,584 134,584 128,892 123,400 105,467 435,966 1,163,831 8
Lease 79,224 50,758 35,024 34,039 37,080 40,401 258,976 535,502 4
Others 1,396 2,918 3,101 3,050 1,384 1,269 - 13,118 0
Interest and charges 52,200 - - - - - - 52,200 0
Total Local 565,142 763,591 831,959 620,817 950,437 520,348 2,265,374 6,517,668 45
Foreign
BID 109,664 219,327 219,327 219,327 219,327 219,327 1,644,141 2,850,440 20
BIRD 15,803 31,606 31,606 31,606 31,606 31,606 269,251 443,084 3
Eurobonds 1,818,927 - - - - - - 1,818,927 13
JICA 106,795 203,546 203,546 203,546 203,546 203,546 1,529,089 2,653,614 18
BID 1983AB 91,977 39,990 39,990 38,734 - - - 210,691 1
Interest and other charges 55,944 - - - - - - 55,944 0
Total Foreign 2,199,110 494,469 494,469 493,213 454,479 454,479 3,442,481 8,032,700 55
Total 2,764,252 1,258,060 1,326,428 1,114,030 1,404,916 974,827 5,707,855 14,550,368 100

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Comments on the Company’s Performance

Covenants

The table below shows the most restrictive covenants in 1Q20:

Covenants
Adjusted EBITDA/Adjusted Financial Expenses Equal to or higher than 2.80
Adjusted Net Debt/Adjusted EBITDA Equal to or lower than 3.80
Adjusted Total Debt /Adjusted EBITDA Lower than 3.65
Other Onerous Debt (1) /Adjusted EBITDA Equal to or lower than 1.30
Adjusted Current Ratio Higher than 1.00
EBITDA/Financial Expenses Paid Equal to or higher than 2.35
Net Debt/Adjusted EBITDA Equal to or lower than 3.50

( 1 ) Other Onerous Debts” correspond to the sum of pension plan liabilities and healthcare plan, installment payment of tax debts and installment payment of debts with the electricity supplier .

11. Capex

The Company invested R$ 715.9 million in 1Q20, R$ 283.7 million of which correspond to investments that did not affect cash .

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Notes to the Interim Financial Information

1 Operations

Companhia de Saneamento Básico do Estado de São Paulo ("SABESP" or the "Company") is a mixed-capital company headquartered in São Paulo, at Rua Costa Carvalho, 300, CEP 05429-900, controlled by the São Paulo State Government (GESP). The Company is engaged in the provision of basic and environmental sanitation services in the São Paulo State, as well as it supplies treated water and sewage services on a wholesale basis.

In addition to providing basic sanitation services in the São Paulo State, SABESP may perform activities in other states and countries, and can operate in drainage, urban cleaning, solid waste handling and energy markets. SABESP aims to be a world reference in the provision of sanitation services, in a sustainable, competitive and innovative manner, with a focus on customers.

As of March 31, 2020, the Company operated water and sewage services in 372 municipalities of the São Paulo State. Most of these municipalities’ operations are based on 30-year concession, program and services contracts; of the 372 municipalities served, 326 have already signed contracts, pursuant to Law 11,445/2007 .

Management believes that concession agreements expired and not yet renewed will result in new contracts, disregarding the risk of discontinuity in the provision of municipal water supply and sewage services. The table below shows a summary of the contractual situation of the municipalities served:

March 31, 2020 December 31, 2019 March 31, 2019
Total municipalities that have already signed contracts* 328 325 307
Balance – intangible and contract assets 36,171,535 35,990,087 29,399,362
Percentage of intangible and contract assets 90.05% 90.10% 79.94%
Revenue from sanitation services (excluding construction revenue) 3,498,608 13,700,777 2,991,621
Percentage of revenue from sanitation services (excluding construction revenue) 91.97% 84.92% 84.60%
Municipalities with contracts under negotiation (expired): 20 21 35
Balance – intangible and contract assets 1,627,183 1,637,878 4,448,997
Percentage of intangible and contract assets 4.05% 4.10% 12.10%
Revenue from sanitation services (excluding construction revenue) 127,216 451,603 247,981
Percentage of revenue from sanitation services (excluding construction revenue) 3.34% 2.80% 7.01%
Municipalities with concession agreements due by 2030: 26 27 31
Balance – intangible and contract assets 1,183,899 1,181,172 1,990,562
Percentage of intangible and contract assets 2.95% 2.96% 5.41%
Revenue of revenue from sanitation services (excluding construction revenue) 149,229 588,628 255,663
Percentage of revenue from sanitation services (excluding construction revenue) 3.92% 3.65% 7.23%
Municipality of São Paulo:
Percentage of intangible and contract assets 43.00% 43.37% 46.76%
Percentage of revenue from sanitation services (excluding construction revenue) 45.65% 44.48% 47.39%
* Includes the municipalities of Tapiratiba and Tejupá, which signed contracts in October 2019 and March 2020, and will be provided with services as from April and September 2020, respectively.

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Notes to the Interim Financial Information

The Company operates under an authorization by public deeds, which are valid and governed by the Brazilian Civil Code, in the municipalities of Ilhabela, Juquitiba and Ubatuba. The revenue from sanitation services (excluding construction revenue) of these municipalities in the three-month period ended March 31, 2020, totaled R$ 25,351 (R$ 23,710 in the three-month period ended March 31, 2019) and the total amount of intangible and contract assets for these municipalities was R$ 351,455 as of March 31, 2020 (R$ 351,441 as of March 31, 2019 ).

The Company's shares have been listed in the Novo Mercado segment of B3 under ticker SBSP3 since April 2002 and on the New York Stock Exchange (NYSE) as American Depositary Receipts (“ADRs”) Level III, under ticker SBS, since May 2002 .

Since 2008, the Company has been setting up partnerships with other companies, which resulted in the following companies: Sesamm, Águas de Andradina, Saneaqua Mairinque, Aquapolo Ambiental, Águas de Castilho, Attend Ambiental and Paulista Geradora de Energia. Although SABESP has no majority interest in the capital stock of these companies, the shareholders’ agreements provide for the power of veto and casting vote in certain issues jointly with associates, indicating the shared control in the management of investees .

Economic instability worsened by COVID-19

The global economic instability worsened in early 20 2 0 with the outbreak of a new c o r ona vir us , which was considered pandemic by the World Health Organization. Accordingly, S A BES P has adopted and has taken all preventive measures to ensure the c o nt i n uity and quality of the services provided to the population, given that the services rendered by the Company have become even more essential to the society in the context of the COVI D - 1 9 pandemic and any interruption in water supply by a basic sanitation company may compromise the guidance given by the World Health Organization (WH O ) for everyone to keep good hygiene habits, such as washing hands correctly and more frequently .

The Company implemented a number of preventive measures so that its employees are not exposed situations of risks, such as: (i) employees from the administrative sectors (especially) and those with more than 60 years of age are working from their houses; (ii) restriction of domestic and international trips; (iii) use of remote means of communication; and (iv) anticipation of the vaccination campaign; among others. The Company also took all necessary preventive measures so that employees with strategic functions can work without increasing the risk of contamination, thus ensuring the continuity in the provision of essential services.

Some materials used to treat water and sewage are imported and may undergo some type of restriction, but they can be replaced by alternative products in Brazil. Accordingly, Management does not expect any negative effects on the Company’s operations.

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ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Notes to the Interim Financial Information

As of March 19, 2020, the Company’s Board of Directors approved the proposal to exempt customers in the R esidenci a l S o cia l and R esidencia l Fav e la categories from paying water and sewage bills. The exemption comprises all municipalities operated by the Company, for a period of 9 0 days for bills issued as of April 1, 2 0 2 0 .

The economic instability, worsened by the COVI D - 19 pandemic, brought adverse effects to the Company, such as a reduction in revenues from commercial and industrial customers, postponement of the tariff adjustment, increase in default, high exchange volatility and increase in the cost of new fundraisings . Opposed to the adverse effects, there was a positive effect, such as the increase in revenues from residential customers , exc ep t f or the social and favela categories, as well as the postponement of the payment of 50 % of the Regulation, Control and Inspection Fee ( TRC F) to January 2021.

Because of the adverse effects, the Company reduced expenses and budget adjustments to preserve economic and financial sustainability and, on April 2 7, 202 0 , it held the 2 5 th debenture issue in the amount of R $ 1.4 5 b i llion . In addition to these initiatives, on April 28, 2020, the Company concluded the translation of a debt c ontracted with the Inter-American Development Bank ( BID), from U S $ 49 4 . 6 million to R $ 2, 8 1 0. 9 million, reducing its exposure to the variation of the US dollar .

Management expects that the initiatives implemented because of the impacts above-mentioned, in addition to the signature of contracts with the municipalities of Guarulhos and Santo André, improved water security, due to the works carried out, and the credit lines contracted for purposes of investments, will be sufficient to meet its commitments and not compromise the Company’s continuity.

The financial statements were approved by the Board of Directors on May 14, 2020 .

2 Basis of preparation and presentation of the interim financial information

Presentation of the interim financial information

The interim financial information as of March 31, 2020, was prepared based on the provisions of CPC 21 (R1) – Interim Financial Information and the international standard IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), applicable to the preparation of Quarterly Information Form – ITR and they are fairly presented consistent with the rules issued by the Brazilian Securities and Exchange Commission (CVM). Accordingly, this interim information takes into consideration the Official Letter CVM/SNC/SEP 003 of April 28, 2011, which allows the entities to present selected notes to the financial statements, in cases of redundant information already disclosed in the Annual Financial Statements. The interim financial information for March 31, 2020, therefore, does not include all the notes and reporting required by the annual financial statements, and accordingly, shall be read jointly with the Annual Financial Statements as of December 31, 2019, prepared pursuant to the International Financial Reporting Standards – IFRS, issued by the International Accounting Standards Board – IASB and pursuant to the accounting practices adopted in Brazil, which observe the pronouncements issued by the Brazilian Accounting Pronouncements Committee - CPC. Therefore, in this interim financial information, the notes below were either not presented or are not as detailed as those in the annual financial statements (according to numerical references ):

i. Summary of significant accounting policies (Note 3);

ii. Changes in accounting practices and disclosures (Note 4);

iii. Risk management – financial instruments (Note 5.4);

iv. Key accounting estimates and judgments (Note 6);

v. Related-party balances and transactions (Note 10 );

vi. Investments (Note 11 );

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Notes to the Interim Financial Information

vii. Contract asset (Note 1 3)

viii. Intangible assets (Note 14);

ix. Borrowings and financing (Note 1 6);

x. Deferred taxes and contributions (Note 18);

xi. Provisions (Note 19);

xii. Employees benefits (Note 20);

xiii. Equity (Note 2 3);

xiv. Insurance (Note 26);

xv. Financial income (expenses) (Note 29) .

All material information related to the interim financial information, and this information alone, is being disclosed and corresponds to the information used by the Company’s Management in its administration.

The amounts disclosed in the Notes to the interim financial information are in thousands of reais, unless otherwise stated.

3 Summary of significant accounting policies

The accounting policies used in the preparation of the interim financial information for the quarter ended March 31, 2020 are consistent with those used to prepare the Annual Financial Statements for the year ended December 31, 2019, disclosed on Note 3.

4 Risk Management

4.1 Financial Risk Management Financial risk factors

The Company's activities are affected by the Brazilian economic scenario, making it exposed to market risk (exchange rate and interest rate), credit risk and liquidity risk. The Company’s financial risk management is focused on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company’s financial performance.

The Company has not utilized derivative instruments in any of the reported periods.

(a) Market risk

Foreign currency risk

SABESP’s foreign exchange exposure implies market risks associated with currency fluctuations, since the Company has foreign currency-denominated liabilities, mainly US dollar and yen-denominated short and long-term borrowings.

The management of SABESP’s foreign currency exposure considers several current and projected economic factors, besides market conditions.

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ITR - Quarterly Information Form - 3/31/2020 - CIA SANEAMENTO BASICO EST SAO PAULO Version : 1

Notes to the Interim Financial Information

This risk arises from the possibility that the Company may incur in losses due to exchange rate fluctuations that would impact liability balances of foreign currency-denominated borrowings and financing raised in the market and related financial expenses. The Company does not maintain hedge or swap contracts or any derivative financial instrument to hedge against this risk.

A significant amount of the Company’s financial debt is indexed to the US dollar and Yen, in the total amount of R$ 8,055,497 as of March 31, 2020 (R$ 6,382,009 as of December 31, 2019). The Company’s exposure to exchange risk is as follows:

March 31, 2020 — Foreign currency R$ December 31, 2019 — Foreign currency R$
Borrowings and financing – US$ 1,027,747 5,342,948 1,051,881 4,239,817
Borrowings and financing – Yen 54,945,303 2,656,605 56,452,885 2,097,225
Interest and charges from borrowings and financing – US$ 50,638 32,242
Interest and charges from borrowings and financing – Yen 5,306 12,725
Total exposure 8,055,497 6,382,009
Borrowing cost – US$ (19,806) (20,173)
Borrowing cost – Yen (2,991) (3,038)
Total foreign currency-denominated borrowings (Note 15) 8,032,700 6,358,798

The 26.3% increase in foreign currency-denominated debt from March 31, 2019 to March 31, 2020 was mainly due to the appreciation of the US dollar and Yen against the Real, as shown below :

March 31, — 2020 December 31, — 2019 Var.
US$ R$ 5 . 19 8 7 R$ 4.0307 2 9 . 0 %
Yen R$ 0.04835 R $ 0 . 03 7 1 5 3 0 . 1 %

From January to March 2020, the Company recorded R$ 1,796,539 from the exchange variation of the borrowing and financing agreements. As of March 31, 2020, if the Brazilian real had depreciated or appreciated by 10 percentage points, in addition to the impacts mentioned above, against the US dollar and Yen with all other variables held constant, effects on results before taxes on the three-month period ended March 31, 2020 would have been R$ 805,550 (R$ 663,328 for the three-month period ended March 31, 2019), lower or higher, mainly as a result of exchange losses or gains on the translation of foreign currency-denominated loans .

Scenario I below presents the effect in income statements for the next 12 months, considering the projected rates of the US dollar and the Yen. Considering the other variables as remaining constant, the impacts for the next 12 months are shown in scenarios II and III with possible depreciations of 25% and 50%, respectively, in the Brazilian real .

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Notes to the Interim Financial Information

Scenario I Scenario II Scenario III
(Probable) ( + 2 5 %) (+50%)
(*)
Net currency exposure as of March 31, 202 0 ( Liabilities ) in
US$ 1, 02 7,7 4 7 1, 0 2 7 ,747 1. 0 2 7.747
U S $ rate as of March 31, 2 0 20 5 . 19 8 7 5 . 1 9 87 5 , 1 9 87
Exchange rate estimated according to the scenario 5.0000 6 . 25 0 0 7,50000
Difference between the rates 0 . 19 8 7 (1 . 0 5 1 3 ) (2 , 3 0 1 3)
Effect on net financial result in R$ - gain/(loss) 2 0 4, 2 1 3 ( 1 , 080 ,47 0) ( 2 . 36 5 . 1 5 4 )
Net currency exposure as of March 31, 2 0 2 0 ( Liabilities) in
Yen 54,945,303 54,945,303 54.945.303
Yen rate as of March 31, 2 0 2 0 0.04835 0.04835 0,04835
Exchange rate estimated according to the scenario 0.04888 0 .0 6 110 0 , 0 7 3 3 2
Difference between the rates (0.00053) (0.0127 5 ) ( 0 ,024 9 7 )
Effect on net financial result in R$ - (loss) (29,1 2 1 ) (700,553) ( 1 .371. 9 84)
Total effect on net financial result in R$ -
gain/(loss) 175,092 ( 1 ,78 1 , 0 23) ( 3 ,73 7 ,13 8 )

(*) For the probable scenario in US dollar, the exchange rate estimated for March 31, 2021 was used, pursuant to the BACEN Focus Report of May 8, 2020, while for the Yen, the average exchange rate was considered for the 12-month period after March 31, 2020, according to B3’s Reference Rates report of March 31, 2020 .

Interest rate risk

This risk arises from the possibility that the Company could incur losses due to fluctuations in interest rates, increasing the financial expenses related to borrowings and financing.

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Notes to the Interim Financial Information

The Company has not entered into any derivative contract to hedge against this risk; however it continually monitors market interest rates, in order to evaluate the possible need to replace its debt.

The table below provides the Company's borrowings and financing subject to variable interest rate:

March 31, 2020 December 31, 2019
CDI (i) 1 , 8 66 ,7 5 5 1 , 8 6 6 ,7 55
TR (ii) 1 , 6 69 ,0 1 5 1 , 6 7 5 , 2 0 3
IPCA (iii) 1,075,768 1,3 6 6,134
TJLP (iv) 1 , 32 9 ,4 60 1 , 3 8 1 , 3 4 2
LIBOR (v) 3, 523 , 4 0 4 2 , 8 2 9, 0 7 3
Interest and charges 6 4, 1 8 7 105,6 6 7
Total 9,5 2 8, 5 89 9 , 2 2 4,1 7 4

(i) CDI – ( Certificado de Depósito Interbancário), an interbank deposit certificate

(ii) TR – Interest Benchmark Rate

(iii) IPCA – ( Índice Nacional de Preços ao Consumidor Amplo ), a consumer price index

(iv) TJLP – ( Taxa de Juros a Longo Prazo ), a long-term interest rate index

(v) LIBOR - London Interbank Offered Rate

Another risk to which the Company is exposed is the mismatch of inflation adjustment indices of its debts with those of its service revenues. Tariff adjustments of services provided by the Company do not necessarily follow the increases in the inflation indexes to adjust loans, financing and interest rates affecting indebtedness.

As of March 31, 2020, if interest rates on borrowings and financing had been 1 percentage point higher or lower with all other variables held constant, the effects on profit before taxes for the three-month period ended March 31, 2020 would have been R$ 95,286 (R$ 81,193 for the three-month period ended March 31, 2019), lower or higher, mainly as a result of lower or higher interest expense on floating rate borrowings and financing.

(b) Credit risk

Credit risk arises from cash and cash equivalents, deposits in banks and financial institutions, as well as credit exposures to wholesale basis and retail customers, including outstanding accounts receivable, restricted cash and accounts receivable from related parties. Credit risk exposure to customers is mitigated by sales to a dispersed base.

The maximum exposures to credit risk as of March 31, 2020 are the carrying amounts of instruments classified cash and cash equivalents, restricted cash, trade receivables and accounts receivable from related parties in the reporting period. See additional information in Notes 6, 7, 8 and 9 .

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Notes to the Interim Financial Information

Regarding the financial assets held with financial institutions, the credit quality that is not past due or subject to impairment loss can be assessed by reference to external credit ratings (if available) or to historical information about the bank’s default rates. For the credit quality of the banks, such as deposits and financial investments, the Company considers the lower rating published by three main international rating agencies (Fitch, Moody's and S&P), according to internal policy of market risk management:

March 31, 2020 December 31, 2019
Cash and cash equivalents
AA(bra) 2 ,2 66 , 0 9 0 2 , 1 9 3 ,7 2 5
AAA(bra) 38, 5 1 4 41,992
Other (*) 18,762 17,4 9 3
2 , 32 3 , 366 2 ,2 5 3 , 210

(*) This category includes current accounts and investment funds in banks whose balances were not significant.

The available credit rating information of the banks, as of March 31, 2020, in which the Company made deposit transactions and financial investments in local currency (R$ - local rating) during the period is as follows :

Banks Fitch Moody's Standard Poor's
Banco do Brasil S/A AA(bra) Aa1.br -
Banco Santander Brasil S/A - Aaa.br brAAA
Brazilian Federal Savings Bank AA(bra) Aa1.br brAAA
Banco Bradesco S/A AAA(bra) Aa1.br brAAA
Itaú Unibanco Holding S/A AAA(bra) A1.br brAAA

(c) Liquidity risk

The Company's liquidity is primarily reliant upon cash provided by operating activities and borrowings and financing obtained in the local and international capital markets. The liquidity risk management considers the assessment of its liquidity requirements to ensure it has sufficient cash to meet its operating and capital expenditures needs, as well as the payment of debts.

The funds held by the Company are invested in interest-bearing current accounts, time deposits and securities, selecting instruments with appropriate maturity or liquidity sufficient to provide margin as determined by projections mentioned above.

The table below shows the Company’s financial liabilities, into relevant maturities, including the installments of principal and future interest to be paid according to the agreement. Future interest was calculated based on the contractual clauses for all agreements. For agreements with floating interest rate, the interest rates used correspond to the base date of March 31, 2020 .

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Notes to the Interim Financial Information

April to December — 2020 2021 2 0 22 2023 2024 2 0 2 5 — onwards Total
March 31, 2020
Liabilities Borrowings and financing 3,15 0 ,6 9 7 1 ,700,750 1,726, 4 9 4 1 ,447,6 7 1 1,695,025 7,721,5 9 8 1 7,442 , 2 35
Trade payables and contractors 2 4 2 , 1 0 6 - - - - - 2 4 2 , 1 06
Services payable 632 , 1 8 1 - - - - - 6 32 , 1 81
Public-Private Partnership – PPP 368,536 3 83,4 21 3 8 3,421 3 8 3 ,421 338,765 4,615 , 324 6 ,4 7 2 , 8 8 8
Program contract commitments 246 , 8 5 4 4 7,2 2 8 3 2,4 7 8 3 2,4 7 8 1 , 0 2 6 1 3, 9 23 373,987
Cross default

The Company has borrowings and financing agreements including cross default clauses, i.e., the early maturity of any debt may imply the early maturity of these agreements. The indicators are continuously monitored in order to avoid the execution of these clauses and the most restrictive ones are shown in Note 15 ( b ).

(d) Sensitivity analysis on interest rate risk

The table below shows the sensitivity analysis of the financial instruments, prepared in accordance with CVM Rule 475/2008 in order to evidence the balances of main financial assets and liabilities, calculated at a rate projected for the twelve-month period after March 31, 2020, or until the final settlement of each contract, whichever is shorter, considering a probable scenario (Scenario I), appreciation of 25% (Scenario II) and 50% (Scenario III).

The purpose of the sensitivity analysis is to measure the impact of changes in the market over the financial instruments of the Company, considering constant all other variables. In the time of settlement the amounts can be different from those presented, due to the estimates used in the measurement.

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Notes to the Interim Financial Information

March 31, 2020 — Indicators Exposure Scenario I (Probable) (i) Scenario II 25% Scenario III 50%
Assets CDI 2 , 2 2 1,779 5.00%(*) 3.75% 2.5 0 %
Financial income 1 1 1, 0 8 9 8 3 ,317 55,544
Liabilities CDI ( 1 , 8 66,7 5 5) 5.00%(*) 3.75% 2.5 0 %
Interest to be incurred (93,338) (70,003) (46,669)
CDI net exposure 355 , 0 2 4 17,751 1 3, 3 14 8,875
Liabilities TR ( 1 ,669 , 01 5 ) 0.00%(***) 0.00% 0.00%
Expenses to be incurred - - -
IPCA ( 1 , 0 75,7 6 8 ) 3.57%(*) 4.46% 5.36%
Expenses to be incurred (38,405) (47,979) ( 5 7, 661)
TJLP ( 1 , 329 , 4 6 0 ) 5.09%(*) 6.36% 7.64%
Interest to be incurred (67,670) (84,554) ( 1 01,571)
LIBOR ( 3,5 23 , 4 0 4 ) 0.64%(**) 0.80% 0.96%
Interest to be incurred (22 , 550) ( 2 8 , 18 7 ) (33 , 8 2 5)
Total net expenses to be i n c urred ( 11 0 ,874 ) (147, 4 0 6 ) (18 4 , 1 8 2 )

(*) Source: CDI and I P C A ( BACEN Focus Report, March 31, 2020 ) and long-term interest rate as of March 31, 2020 ( B A C E N ) .

(**) Source: Bloomberg.

(***) Source: B3.

( i ) Refers to the scenario of interest to be incurred for the 12 months as of March 31, 2020 or until the maturity of the agreements, whichever is shorter .

4.2 Capital management

The Company’s objectives when managing capital are ensure its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders, and to maintain an optimal capital structure to reduce the cost of capital.

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Notes to the Interim Financial Information

The Company monitors capital based on the leverage ratio. This ratio corresponds to net debt divided by total capital (shareholders and creditor’s equity). Net debt corresponds to total borrowings and financing less cash and cash equivalents. Total capital is calculated as total equity as shown in the statement of financial position plus net debt.

March 31, 2020 December 31, 2019
To t al borrowings and financing (Note 1 5) 14,55 0 , 3 68 1 3 ,244 , 7 09
(-) Cash and cash equivalents (Note 6) ( 2 , 32 3 , 36 6 ) ( 2 ,25 3 , 2 10)
Net debt 1 2 , 2 27, 0 0 2 1 0 , 9 91, 4 99
Total equity 2 0 , 9 77,8 37 21, 6 3 5, 7 83
Total (shareholders plus creditor’s equity) 3 3 , 2 0 4,839 32 , 6 2 7, 2 8 2
Leverage ratio 37% 34%

As of March 31, 2020, the leverage rate increased to 37% compared to the 34% as of December 31, 2019, mainly because of the increase in net debt, due to the appreciation of the US dollar and Yen, as well as by the reduction in equity arising from the loss reported in the period .

4.3 Fair value estimates

The Company considers that balances from trade receivables (current) and trade payables by carrying amount less impairment approximate their fair values, considering the short maturity. Long-term trade receivables also approximate their fair values, as they will be adjusted by inflation and/or will bear contractual interest rates over time.

4.4 Financial instruments

The Company did not have financial assets classified as fair value through other comprehensive income and fair value through profit or loss. The Company’s financial instruments included in the amortized cost category comprise cash and cash equivalents, restricted cash, trade receivables, balances with related parties, other assets and balances receivable from the Water National Agency (ANA), accounts payable to contractors and suppliers, borrowings and financing, services payable, balances payable deriving from the Public Private Partnership (PPP) and program contract commitments, which are non-derivative financial assets and liabilities with fixed or determinable payments, not quoted in an active market.

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Notes to the Interim Financial Information

The estimated fair values of financial instruments are as follows:

Financial assets

March 31, 2020 — Carrying amount Fair value December 31, 2019 — Carrying amount Fair value
Cash and cash equivalents 2,323,366 2,323,366 2,253,210 2,253,210
Restricted cash 26,363 26,363 26,018 26,018
Trade receivables 2,301,612 2,301,612 2,353,027 2,353,027
ANA 32,558 32,558 32,466 32,466
Other assets 231,649 231,649 194,178 194,178

Additionally, SABESP has financial assets receivable from related parties, totaling R$ 825,671 as of March 31, 2020 (R$ 850,896 as of December 31, 2019), which were calculated in accordance with the conditions negotiated between the related parties. The conditions and additional information related to these financial instruments are disclosed in Note 9 to the financial statements. Part of this balance, totaling R$ 728,022 (R$ 747,579 as of December 31, 2019), refers to reimbursement of additional retirement and pension plan - G0 and is indexed by IPCA plus simple interest of 0.5% p.m. On the transaction date, this interest rate approximated that of National Treasury Notes (NTN-b), with a term similar to the terms of related-party transactions .

Financial liabilities

March 31, 2020 — Carrying amount Fair value December 31, 2019 — Carrying amount Fair value
Borrowings and financing 14,550,368 15,454,455 13,244,709 13,937,611
Trade payables and contractors 242,106 242,106 369,631 369,631
Services payable 632,181 632,181 474,078 474,078
Program contract commitments 352,606 352,606 377,253 377,253
Public-Private Partnership - PPP 3,272,700 3,272,700 3,293,980 3,293,980

The criteria adopted to obtain the fair values of borrowings and financing, in preparing the interim financial information as of March 31, 2020, are consistent with those adopted in the Annual Financial Statements for the fiscal year ended December 31, 2019 .

Considering the nature of other financial instruments, assets and liabilities of the Company, the balances recognized in the statement of financial position approximate the fair values, except for borrowings and financing, taking into account the maturities close to the end of the reporting date, comparison of contractual interest rates with market rates in similar operations at the end of the reporting period, their nature and maturity terms.

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Notes to the Interim Financial Information

5 Key accounting estimates and judgments

The preparation of the financial statements requires Management to make judgements and use assumptions based on experience and other factors deemed as relevant, which affect the values of assets and liabilities and present results that may differ from the actual ones.

The areas that require a higher level of judgment and greater complexity, as well as the areas in which assumptions and estimates are significant for the financial statements are: (i) allowance for doubtful accounts, (ii) intangible assets arising from concession agreements and program contracts, (iii) pension plan liabilities, (iv) deferred income tax and social contribution, and (v) provisions.

6 Cash and cash equivalents

March 31, 2020 December 31, 2019
Cash and banks 101,5 8 7 1 76 , 4 97
Cash equivalents 2 , 221 , 77 9 2 , 0 7 6 ,7 1 3
Total 2 , 32 3 , 366 2, 2 5 3, 21 0

Cash and cash equivalents include cash, bank deposits and high-liquidity short-term financial investments, mainly represented by repurchase agreements and fund shares (accruing CDI interest rates), whose original maturities or intention of realization by the Company are lower than three months, which are convertible into a cash amount and subject to an insignificant risk of change in value, deposited in a fund, in which SABESP is exclusive quotaholder, at Banco do Brasil.

The fund is intended, exclusively, to receive funds from SABESP and, as of March 31, 2020, it was essentially composed of investments in governments bonds, repurchase agreements backed by national treasury notes and fixed income financial assets .

Due to SABESP is the exclusive quotaholder and has control over the fund, it should be consolidated in the Company's financial statements; however, due to the fact that 99% of the balance has already been presented in SABESP's financial statements under the items cash and cash equivalents and the magnitude of the remaining balance , referring to the fund's management and maintenance expenses, is irrelevant, the Company decided not to present the balances between Parent Company and Consolidated due to the fact that there is no significant difference between such balances and for not generating relevant disclosure to users of the financial statements.

As of March 31, 2020, the average yield of financial investments corresponds to 95.44% of CDI (98.02% as of December 31, 2019 ).

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Notes to the Interim Financial Information

7 March 31, 2020 December 31, 2019
Agreement with the São Paulo government (i) 1 7, 2 00 1 7 , 068
Brazilian Federal Savings Bank – escrow deposits (ii) 3,388 2, 2 45
Other 5,775 6,705
2 6 , 3 63 2 6 , 0 18

(i) Refers to the amount deducted from the 7.5% of municipal revenue transferred to the Municipal Fund, corresponding to eventual amounts unpaid by direct management bodies, foundations and government agencies, as established in the agreement entered into with São Paulo municipal government; and

(ii) Refers to savings account for receiving escrow deposits regarding lawsuits with final and unappealable decisions in favor of the Company, which are blocked as per contractual clause.

8 March 31, 2020 December 31, 2019
Private sector:
General (i) and special (ii) customers 1,617,3 2 7 1,505,150
Agreements (iii) 390 , 6 2 5 3 7 8 , 3 4 1
2 , 00 7, 9 5 2 1 , 883,491
Government entities:
Municipal 467,397 4 7 2 ,6 66
Federal 4,1 6 0 2 ,8 0 5
Agreements (iii) 302 , 7 96 2 77, 0 4 7
774,353 752,518
Wholesale customers – Municipal governments: (iv)
Mogi das Cruzes 3, 266 3 , 2 7 8
São Caetano do Sul 6 ,9 12 9 , 8 7 1
Total wholesale customers – Municipal governments 1 0 , 1 78 1 3 , 1 4 9
Unbilled supply 67 0 , 1 3 4 745,884
Subtotal 3 , 4 6 2 , 617 3 ,3 95 , 0 4 2
Allowance for doubtful accounts ( 1 , 1 6 1 , 0 0 5 ) ( 1 , 0 4 2 , 0 1 5 )
Total 2, 3 0 1 , 6 12 2 , 353 , 027

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Notes to the Interim Financial Information

March 31, 2020 December 31, 2019
Current 2 , 0 7 1,837 2 , 1 3 7,752
Noncurrent 2 2 9 , 7 7 5 2 1 5, 2 7 5
2, 3 0 1 , 6 12 2 , 353 , 027

(i) General customers - residential and small and mid-sized companies;

(ii) Special customers – large consumers, commercial industries, condominiums and special billing customers (fixed demand agreements, industrial waste, wells, etc.);

(iii) Agreements - installment payments of past-due receivables, plus monetary adjustment and interest, according to the agreements; and

(iv) Wholesale basis customers - municipal governments. This balance refers to the sale of treated water to municipalities, which are responsible for distributing to, billing and charging final customers. The balance presented does not include the municipality of Mauá, as it is questioning in court the tariffs charged. Therefore, SABESP did not record revenues and receivables from such Municipality due to low expectation of realization, in accordance with IFRS 15 and IFRS 9, as the Company does not believe that it is likely that it will receive the consideration it is entitled to in exchange for the services transferred to the municipalities.

The historical value of unrecognized receivables of the municipality of Mauá totaled R$ 697,396 and R$ 677,298 as of March 31, 2020 and December 31, 2019, respectively .

(b) The aging of trade receivables is as follows

March 31, 2020 December 31, 2019
Current 1 , 7 2 6 ,6 69 1 , 7 6 2 , 606
Past-due:
Up to 30 days 356,573 330,488
From 31 to 60 days 1 7 4 , 4 2 7 16 4 , 913
From 61 to 90 days 10 2 ,47 6 86,765
From 91 to 1 2 0 days 69 , 2 66 5 8 , 9 7 1
From 1 2 1 to 1 8 0 days 1 1 0 , 2 66 8 1 , 003
From 1 8 1 to 3 6 0 days 3 4, 0 32 3 3 , 2 06
Over 360 days 888,908 877,090
Total past-due 1,735, 9 48 1 , 6 3 2 , 43 6
Total 3 ,46 2 , 617 3 , 3 9 5 , 0 4 2

The increase in the past-due balance was mainly due to higher default of private sector.

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Notes to the Interim Financial Information

(c) Allowance for doubtful accounts

J a nuary to March 2 02 0 J a nuary to March 2 019
Balance at the beginning of the period 1,042, 0 15 1 , 09 9, 442
Private sector/government entities 1 2 6 ,4 8 7 (9,857)
Recoveries (7,497) (8,505)
Net additions/(recoveries) in the period 1 1 8 , 990 ( 1 8,3 6 2)
Balance at the end of the period 1, 1 6 1 , 005 1,081 , 080
Reconciliation of estimated/historical losses at the result J a nuary to March 2 02 0 J a nuary to March 2 019
Write-offs (37,768) ( 2 2,812)
(Losses)/reversal with state entities – related parties ( 73 1 ) ( 3, 3 1 0)
(Losses) with private sector/government entities ( 1 26 , 4 8 7 ) 9,857
Recoveries 7,497 8,505
Amount recorded as expense (157,4 8 9) (7,760)

The Company does not have customers representing 10% or more of its total revenues .

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Notes to the Interim Financial Information

9 Related-party balances and transactions

(a) Accounts receivable, interest on capital payable, revenue and expenses with the São Paulo State Government

March 31, 2020 December 31, 2019
Accounts receivable
Current:
Sanitation services 12 8 , 493 131, 8 5 1
Allowance for losses ( 4 0 , 1 4 8) ( 3 9,417)
Reimbursement of additional retirement and pension benefits paid (G0):
- Monthly flow (payments) 1 5 , 6 7 8 31 , 5 84
- GE S P Agreement – 2 0 1 5 7 1 , 235 68,888
Total current 175 , 258 192 , 9 0 6
Noncurrent:
Agreement for the installment payment of sanitation services 9,304 1 0 ,8 83
Reimbursement of additional retirement and pension benefit paid (G0):
- GE S P Agreement – 2 0 1 5 ( i v) 64 1,1 0 9 647, 1 07
To t al noncurrent 650 ,4 1 3 65 7,9 90
Total receivables from shareholders 8 2 5, 671 850,896
Assets:
Sanitation services 97,649 103 , 317
Reimbursement of additional retirement and pension benefits paid (G0) 728, 022 747,579
Total 8 2 5, 671 850,896
Liabilities:
Interest on capital payable to related parties 4 0 1 , 963 4 0 1,963
January to March 2020 January to March 2 019
Revenue from sanitation services 141,8 8 5 123 , 0 0 0
Payments from related parties (149, 4 95) ( 1 25,098)
Receipt of GE SP reimbursement referring to Law 4, 81 9 / 1 9 58 (54, 2 0 2 ) (44,786)

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Notes to the Interim Financial Information

(b) São Paulo State Government – GESP

(i) Disputed amounts

As of March 31, 2020 and December 31, 2019, the disputed amounts between SABESP and GESP, corresponding to additional retirement and pension benefits paid (Law 4,819/1958), totaled R$ 1,216,018 and R$ 1,195,217, respectively. The Company created allowances for doubtful accounts for such amounts.

(ii) Actuarial liability

The Company recognized an actuarial liability corresponding to additional retirement and pension benefits paid to employees, retired employees and pensioners of the G0 Plan. As of March 31, 2020 and December 31, 2019, the amounts corresponding to the actuarial liability totaled R$ 3,055,143 and R$ 3,046,255, respectively. For detailed information on additional retirement and pension benefits, see Note 19 ( b).

(c) Use of reservoirs – EMAE

Empresa Metropolitana de Águas e Energia S.A. (EMAE) planned to receive for the credit and obtain financial compensation for alleged past and future losses in electricity generation, due to water collection, and compensation for costs already incurred and to be incurred with the operation, maintenance and inspection of the Guarapiranga and Billings reservoirs used by SABESP in its operations.

On October 28, 2016, the Company entered into an agreement based on a Private Transaction Agreement and Other Adjustments aimed to fully and completely settle the disputes involving the two companies and SABESP will continue using the reservoirs .

As of March 31, 2020, the balances of the agreement totaled R$ 17,233 and R$ 91,396 (R$ 16,653 and R$ 87,231 as of December 31, 2019), recorded in Other liabilities, under current and noncurrent liabilities, respectively .

(d) Agreements with reduced tariff for State and Municipal Entities that joined the Rational Water Use Program (PURA)

The Company has signed agreements with government entities related to the State Government and municipalities where it operates that benefit from a reduction of 25% in the tariff of water supply and sewage services when they are not in default. These agreements provide for the implementation of the rational water use program, which takes into consideration the reduction in water consumption .

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Notes to the Interim Financial Information

(e) Guarantees

The State Government provides guarantees for some of the Company’s borrowings and financing and does not charge any fee for such guarantees.

(f) Personnel assignment agreement among entities related to the State Government

The Company has personnel assignment agreements with entities related to the State Government, whose expenses are fully charged. From January to March 2020 and 2019, the expenses related to employees assigned by SABESP to other state government entities amounted to R$ 688 and R$ 1,454.

From January to March 2020, expenses related to personnel assigned by other entities to the Company totaled R$ 80, and correspond to a member of the Board of Executive Officers. There were no expenses in the same period in 2019 .

(g) Non-operating assets

As of March 31, 2020 and December 31, 2019, the Company had an amount of R$ 3,613 related to land and lent structures.

(h) SABESPREV

The Company sponsors a private defined benefit pension plan (G1 Plan), which is operated and administered by SABESPREV. The net actuarial liability recognized as of March 31, 2020 amounted to R$ 311,543 (R$ 314,677 as of December 31, 2019), according to Note 19 ( b).

(i) Compensation of Management Key Personnel

Expenses related to the compensation to the members of its Board of Directors, Fiscal Council and Board of Executive Officers totaled R$ 1,583 from January to March 2020 and R$ 1,013 from January to March 2019, respectively. Additional amounts of R$ 360 and R$ 170, related to the bonus program, was recorded from January to March 2020 and 2019, respectively .

(j) Loan agreement through credit facility

The Company holds interest in certain Special Purpose Entities (SPEs), not holding the majority interest but with cast vote and power of veto in some issues, with no ability to use such power of veto in a way to affect returns over investments. Therefore, these SPEs are considered for accounting purposes as jointly arrangements.

The Company entered into a loan agreement through credit facility with the SPE Aquapolo Ambiental S/A to finance the operations of this company, until the borrowings and financing requested with financial institutions is granted.

As of March 31, 2020, the balance of principal and interest of this agreement totaled R$ 32,425, which was recorded in Noncurrent assets, under Other assets (R$ 34,992 as of December 31, 2019), at CDI + 1.2% p.a. As of January 27, 2020, the Company received R$ 3,000, of which R$ 1,231 for amortization of principal and R$ 1,769 for amortization of interest.

The loan originally matured on April 30, 2015 but was extended to October 30, 2015. On November 25, 2015, a new amendment changed the payment schedule for three annual installments, the first of which maturing on December 30, 2021 and the last on December 30, 2023 .

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Notes to the Interim Financial Information

(k) Se Liga na Rede ” (Connect to the Network Program)

The State Government enacted the State Law 14,687/2012, creating the pro-connection program, destined to financially subsidize the execution of household branches necessary to connect to the sewage collecting networks, in low-income households, which agreed to adhere to the program. The program expenditures, except for indirect costs, construction margin and borrowing costs are financed with 80% of funds deriving from the State Government and the remaining 20% invested by SABESP, which is also liable for the execution of works. Until March 31, 2020, the program total amount was R$ 119,763 (R$ 117,272 as of December 31, 2019); as of March 31, 2020 and December 31, 2019, there was no balance receivable from related parties. As of March 31, 2020, R$ 67,589 (R$ 65,099 as of December 31, 2019) was recorded under intangible assets. R$ 52,174 was reimbursed by GESP (R$ 52,174 as of December 31, 2019) from the beginning of the program until March 31, 2020 .

10 Investments

The Company holds interest in certain Special Purpose Entities (SPE). Although SABESP has no majority shares of its investees, the shareholders’ agreement provides for the power of veto in certain management issues, however, with no ability to use such power of veto in a way to affect returns over investments, indicating participating shared control (joint venture – CP C 1 9 (R 2 ) ) .

The Company holds interest valued by the equity accounting in the following investees:

Below is a summary of the investees’ financial statements and SABESP’s equity interest:

Equity — March 31, 2020 December 31, 2019 Dividends distributed — January to March 2020 Profit (loss) for the period — January to March 2020 (*) January to March 2019
Sesamm 47,667 45,923 - 1,744 - (648)
Águas de Andradina 27,292 30,065 (1,056) 908 (2,625) 434
Águas de Castilho 7,285 7,242 (394) 424 13 184
Saneaqua Mairinque 4,167 4,783 - (616) - (313)
Attend Ambiental 10,020 7,486 - 2,569 (35) (545)
Aquapolo Ambiental 42,623 37,772 - 4,851 - 4,448
Paulista Geradora de Energia 7,136 7,144 - (8) - (113)

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Notes to the Interim Financial Information

Investments — March 31, 2020 December 31, 2019 Dividends distributed — January to March 2020 Equity result — January to March 2020 (*) January to March 2019 Interest percentage — March 31, 2020 December 31, 2019
Sesamm 17,161 16,533 - 628 - (233) 36% 36%
Águas de Andradina 8,188 9,020 (317) 272 (787) 130 30% 30%
Águas de Castilho 2,186 2,172 (118) 128 4 54 30% 30%
Saneaqua Mairinque 1,249 1,434 - (185) - (94) 30% 30%
Attend Ambiental 4,509 3,369 - 1,156 (16) (246) 45% 45%
Aquapolo Ambiental 20,885 18,508 - 2,377 - 2,180 49% 49%
Paulista Geradora de Energia 1,784 1,786 - (2) - (27) 25% 25%
Total 55,962 52,822 (435) 4,374 (799) 1,764
Other investments 365 365
Total 56,327 53,187

( * ) Refer to changes in the equity of investees, as their financial statements for the year ended December 31, 2019 were issued after disclosure of SABESP’s financial statements .

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Notes to the Interim Financial Information

11 Investment properties

December 31, 2019 Depreciation March 31, 2020
Investment properties 47,562 (12) 47,550
December 31, 2018 Depreciation March 31, 2019
Investment properties 47,620 (12) 47,608

As of March 31, 2020 and December 31, 2019, the market value of these properties was approximately R$ 392,000 and R$ 386,000, respectively.

1 2 Co nt r ac t asset

Contract Asset (works in progress) is the right to consideration in exchange for goods or services transferred to customers. As established by CPC 47 – Revenue from Contracts with Customers, assets conditioned to the concession under construction, recorded under the scope of ICPC 01 (R1) – Concession Agreements, must be classified as Contract Asset during the construction period and transferred to Intangible Assets only after the conclusion of the works.

A contract asset is initially designated at fair value and includes borrowing costs capitalized during the period when the asset is under construction, based on the weighted average rate of borrowings in effect on the capitalization date. For further information on the capitalization of interest and construction margin, recorded during the construction period, see Note 13.

December 31, 2019 Additions (ii) Transfers Transfer of works to intangible assets March 31, 2020 (i)
Total contract asset 7,617,714 681,120 35 (308,994) 7,989,875
December 31, 2018 Additions Transfer of works to intangible assets March 31, 2019
Total contract asset 7,407,948 667,391 (237,756) 7,837,583

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Notes to the Interim Financial Information

(i) The largest works are located in the municipalities of São Paulo, Praia Grande and São Bernardo do Campo, in the amounts of R$ 3,622 million, R$ 396 million and R$ 375 million, respectively.

(ii) The largest additions of the period are located in the municipalities of São Paulo, Praia Grande and São Bernardo do Campo, in the amounts of R$ 230 million, R$ 52 million and R$ 42 million, respectively.

As of March 31, 2020, the contract asset included R$ 276,893, recorded as lease (R$ 276,893 as of December 31, 2019 ).

13 Intangible assets

(a) Statement of financial position details

March 31, 2020 December 31, 2019
Accumulated Accumulated
Cost amortization Net Cost amortization Net
Intangible right arising from:
Concession agreements – equity value 2,076,890 (581,673) 1,495,217 2,066,459 (571,606) 1,494,853
Concession agreements – economic value 1,351,089 (643,454) 707,635 1,334,531 (621,679) 712,852
Program contracts 19,554,671 (5,769,649) 13,785,022 19,413,768 (5,594,068) 13,819,700
Program contracts – commitments 1,651,434 (299,319) 1,352,115 1,651,434 (286,559) 1,364,875
Service contracts – São Paulo 19,334,654 (5,041,502) 14,293,152 19,217,091 (4,826,328) 14,390,763
Software license of use 839,733 (373,954) 465,779 829,739 (358,033) 471,706
Right of use 136,230 (56,909) 79,321 113,233 (42,535) 70,698
Total 44,944,701 (12,766,460) 32,178,241 44,626,255 (12,300,808) 32,325,447

(b) Changes

December 31, 2019 Additions Contract renewal Transfer of contract asset Transfers Write-offs and disposals Amortization March 31, 2020
Intangible right arising from:
Concession agreements – equity value (*) 1,494,853 - (12,383) 28,026 73 (192) (15,160) 1,495,217
Concession agreements – economic value 712,852 - - 16,634 (3) (2) (21,846) 707,635
Program contracts (*) 13,819,700 1,572 12,383 131,891 1,310 (2,219) (179,615) 13,785,022
Program contracts – commitments 1,364,875 - - - - - (12,760) 1,352,115
Service contracts – São Paulo 14,390,763 700 - 123,026 (2,203) (2,940) (216,194) 14,293,152
Software license of use 471,706 - - 9,417 455 - (15,799) 465,779
Right of use 70,698 22,997 - - - - (14,374) 79,321
Total 32,325,447 25,269 - 308,994 (368) (5,353) (475,748) 32,178,241

(* ) As of March 3 1, 2 0 20 , C o ncession agreements – equity value, and Program contracts included leases in the amounts of R$ 8 4, 5 6 3 and R$ 202,445 (R $ 8 7 , 2 66 and R $ 2 0 5,558 as of December 31, 2019), respecti vely .

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Notes to the Interim Financial Information

December 31, 2018 Firs-time adoption of IFRS 16 Additions Transfer to indemnities receivable Transfer of contract asset Transfers Write-offs and disposals Amortization March 31, 2019
Intangible right arising from:
Concession agreements – equity value (*) 4,073,344 - 5 (4,345) 19,487 (875) (23) (20,097) 4,067,496
Concession agreements – economic value 1,232,009 - - - 31,050 14,284 (438) (26,641) 1,250,264
Program contracts (*) 8,777,929 - 209 - 117,040 (737) (663) (137,223) 8,756,555
Program contracts – commitments 1,079,551 - - - - - - (10,632) 1,068,919
Service contracts – São Paulo 13,391,452 - 1,045 - 65,260 (14,721) (1,986) (182,607) 13,258,443
Software license of use 458,175 - - - 4,919 - - (15,837) 447,257
Right of use - 64,955 35,099 - - - - (8,510) 91,544
Total 29,012,460 64,955 36,358 (4,345) 237,756 (2,049) (3,110) (401,547) 28,940,478

( * ) As of March 31, 2019, Concession agreements – equity value and Program contracts included leases in the amounts of R$ 95,374 and R$ 214,654, respectively .

In the first quarter of 2020, the Company renewed program contracts with the municipalities of Meridiano and Pinhalzinho for 30 years.

The Company also entered into an agreement with the municipality of Tejupá in March 2020 for 40 years; however, operations will start in September 2020 only .

(c) Intangible rights arising from concession agreements

The Company had obligations recorded in Program Contract– Commitments under current liabilities in the amounts of R$ 275,993 and R$ 273,932 as of March 31, 2020 and December 31, 2019, respectively, and under noncurrent liabilities in the amounts of R$ 76,613 and R$ 103,321 as of March 31, 2020 and December 31, 2019, respectively.

(d) Capitalization of interest and other finance charges

From January to March 2020, the Company capitalized interest and inflation adjustment, including exchange variation, in concession intangible assets, totaling R$ 71,057 (R$ 80,014 from January to March 2019) during the construction period .

(e) Construction margin

The Company is primarily responsible for the construction and installation of the concession infrastructure, either by using its own employees or contracting third parties, and is significantly exposed to its risks and benefits.

Accordingly, the Company recognizes revenue from construction services corresponding to construction costs increased by gross margin. Generally, constructions related to the concessions are performed by third parties. In such case, the Company’s margin is lower, normally, to cover administration costs and assume the responsibility for primary risks. As of March 31, 2020 and 2019, the margin was 2.3%.

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Notes to the Interim Financial Information

The construction margin from January to March 2020 and 2019 was R$ 12,655 and R$ 13,569, respectively.

(f) Expropriations

As a result of the construction of priority projects related to water and sewage systems, the Company was required to expropriate third-parties' properties, whose owners will be compensated either amicably or through courts.

Expropriation costs are recorded as concession intangible assets after the transaction is concluded. From January to March 2020, expropriations totaled R$ 7,316 (R$ 7,819 from January to March 2019 ).

(g) Public-Private Partnership - PPP

SABESP carries out operations related to the PPPs mentioned below. These operations and their respective obligations and guarantees are supported by agreements executed according to Law 11,079/2004 .

Alto Tietê Production System

As of March 31, 2020 and December 31, 2019, the carrying amounts related to this PPP recorded in intangible assets were R$ 345,793 and R$ 348,586, respectively.

São Lourenço Production System

As of March 31, 2020 and December 31, 2019, the carrying amounts recorded in the Company’s intangible assets, related to this PPP, totaled R$ 3,115,362 and R$ 3,235,008, respectively.

The main works of the São Lourenço Production System were concluded in the first quarter of 2019, with completion of the work phase (phase 1) on November 1, 2019, after contractual clauses were met and no documents were pending.

The obligations assumed by the Company as of March 31, 2020 and December 31, 2019 are shown in the table below :

March 31, 2020 — Current liabilities Noncurrent liabilities Total liabilities December 31, 2019 — Current liabilities Noncurrent liabilities Total liabilities
Alto Tietê 44,878 204,439 249,317 44,003 208,217 252,220
São Lourenço 66,222 2,957,161 3,023,383 66,288 2,975,472 3,041,760
Total 111,100 3,161,600 3,272,700 110,291 3,183,689 3,293,980

(h) Amortization of intangible assets

The amortization average rate totaled 4.6% and 4.4% as of March 31, 2020 and 2019, respectively .

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Notes to the Interim Financial Information

(i) Software license of use

The software license of use is capitalized based on the costs incurred to acquire software and prepare them for use. As of April 10, 2017, the Company implemented the Integrated Business Management System (Enterprise Resource Planning – SAP ERP), which includes the administrative/financial module. The implementation of the commercial module is in progress .

(j) Right of use

The statement of financial position account Right of Use, created by the Company on January 1, 2019, reflects the amendment introduced by IFRS 16 / CPC 06 (R2), which requires lessees to record the right-of-use asset and the lease liability, which may not be applied to short-term leases and assets of low-value. For these cases, from January to March 2020, SABESP maintained the amounts of R$ 1,326, R$ 2,290 and R$ 492 in its results, allocated to operating costs, selling expenses and administrative expenses, respectively .

Nature March 31, 2020 December 31, 2019
Leases - Contract asset 276,893 276,893
Leases – Concession and Program Contract 287,008 292,824
- Cost 405,426 405,426
- Accumulated amortization (118,418) (112,602)
Other assets 79,321 70,698
- Vehicles 113,645 91,709
- Properties 13,309 13,309
- Equipment 4,329 3,801
- Other 4,947 4,414
- Accumulated amortization (56,909) (42,535)
Right of use 643,222 640,415

Lease liability corresponds to total future fixed lease payments, adjusted to present value, considering an incremental rate on borrowings. For further information, see Note 15.

The table below shows the impact in the Company’s income statements:

Impact in the income statement March 31, 2020 March 31, 2019
Right of use amortization (20,189) (14,197)
Financial result – interest expense and inflation adjustment (15,693) (10,745)
Short-term and low-value lease expenses (4,108) (12,723)
Decrease of the income of the period (39,990) (37,665)

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Notes to the Interim Financial Information

14 Property, plant and equipment

(a) Statement of financial position details

March 31, 2020 — Cost Accumulated depreciation Net Average depreciation rate December 31, 2019 — Cost Accumulated depreciation Net Average depreciation rate
Land 92,962 - 92,962 - 92,962 - 92,962 -
Buildings 82,512 (40,723) 41,789 2.1% 82,143 (40,438) 41,705 2.1%
Equipment 407,929 (254,551) 153,378 15.8% 402,850 (250,577) 152,273 16.3%
Transportation equipment 9,439 (6,937) 2,502 9.9% 8,946 (6,962) 1,984 9.9%
Furniture and fixtures 31,526 (13,355) 18,171 6.7% 31,365 (13,146) 18,219 6.7%
Other 7,973 (325) 7,648 5.0% 7,559 (309) 7,250 5.0%
Total 632,341 (315,891) 316,450 12.1% 625,825 (311,432) 314,393 12.5%

(b) Changes

December 31, 2019 Additions Transfers Write-offs and disposals Depreciation March 31, 2020
Land 92,962 - - - - 92,962
Buildings 41,705 284 85 - (285) 41,789
Equipment 152,273 8,277 (56) (46) (7,070) 153,378
Transportation equipment 1,984 298 361 - (141) 2,502
Furniture and fixtures 18,219 405 (147) (8) (298) 18,171
Other 7,250 323 90 - (15) 7,648
Total 314,393 9,587 333 (54) (7,809) 316,450
December 31, 2018 Additions Transfers Write-offs and disposals Depreciation March 31, 2019
Land 92,979 - (17) - - 92,962
Buildings 40,125 16 (323) - (577) 39,241
Equipment 116,086 17,473 882 (27) (8,224) 126,190
Transportation equipment 3,473 296 (188) - (185) 3,396
Furniture and fixtures 13,578 657 1,424 (6) (303) 15,350
Other 1,371 354 271 - (15) 1,981
Total 267,612 18,796 2,049 (33) (9,304) 279,120

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Notes to the Interim Financial Information

15 Borrowings and financing

Borrowings and financing outstanding balance — Financial institution March 31, 2020 — Current Noncurrent Total December 31, 2019 — Current Noncurrent Total
Local currency
10 th issue debentures 35,063 - 35,063 41,021 - 41,021
12 th issue debentures 45,450 192,470 237,920 45,450 203,829 249,279
14 th issue debentures 42,170 40,128 82,298 41,940 63,012 104,952
17 th issue debentures 89,179 177,969 267,148 289,211 263,226 552,437
18 th issue debentures 34,457 129,628 164,085 34,239 133,679 167,918
21 st issue debentures 149,917 349,776 499,693 150,000 349,660 499,660
22 nd issue debentures 99,886 669,855 769,741 - 765,689 765,689
23 rd issue debentures - 864,622 864,622 - 864,603 864,603
24 th issue debentures - 402,094 402,094 - 395,855 395,855
Brazilian Federal Savings Bank 85,761 1,344,592 1,430,353 83,519 1,341,660 1,425,179
Brazilian Development Bank - BNDES PAC 11,185 25,066 36,251 11,184 27,854 39,038
Brazilian Development Bank - BNDES PAC II 9751 6,537 39,056 45,593 6,990 40,685 47,675
Brazilian Development Bank - BNDES PAC II 9752 3,913 23,479 27,392 3,913 24,457 28,370
Brazilian Development Bank - BNDES ONDA LIMPA 23,704 94,664 118,368 23,704 100,582 124,286
Brazilian Development Bank - BNDES TIETÊ III 52,874 369,976 422,850 52,874 383,191 436,065
Brazilian Development Bank - BNDES 2015 31,712 452,747 484,459 31,712 460,646 492,358
Brazilian Development Bank - BNDES 2014 4,659 24,259 28,918 4,659 25,411 30,070
Leases 86,378 449,124 535,502 78,402 455,722 534,124
Other 1,987 11,131 13,118 1,665 8,207 9,872
Interest and charges 52,200 - 52,200 77,460 - 77,460
Total in local currency 857,032 5,660,636 6,517,668 977,943 5,907,968 6,885,911

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Notes to the Interim Financial Information

Borrowings and financing outstanding balance — Financial institution March 31, 2020 — Current Noncurrent Total December 31, 2019 — Current Noncurrent Total
Foreign currency
Inter-American Development Bank - BID 1212 – US$ 56,530 thousand (US$ 61,668 thousand in December 2019) 53,433 240,447 293,880 41,428 207,140 248,568
Inter-American Development Bank - BID 2202 – US$ 494,617 thousand (US$ 510,573 thousand in December 2019) 165,894 2,390,666 2,556,560 128,623 1,914,298 2,042,921
International Bank of Reconstruction and Development - BIRD – US$ 85,831 thousand (US$ 88,871 thousand in December 2019) 31,606 411,478 443,084 24,505 330,898 355,403
Eurobonds – US$ 350,000 thousand (US$ 350,000 thousand in December 2019) 1,818,927 - 1,818,927 1,409,921 - 1,409,921
JICA 15 – ¥ 10,948,085 thousand (¥ 11,524,300 thousand in December 2019) 55,720 473,620 529,340 42,813 385,315 428,128
JICA 18 – ¥ 9,843,520 thousand (¥ 10,361,600 thousand in December 2019) 50,098 425,638 475,736 38,493 346,237 384,730
JICA 17 – ¥ 3,323,892 thousand (¥ 2,830,420 thousand in December 2019) 16,225 143,660 159,885 12,466 91,845 104,311
JICA 19 – ¥ 30,829,806 thousand (¥ 31,736,565 thousand in December 2019) 87,684 1,400,969 1,488,653 67,372 1,109,644 1,177,016
BID 1983AB – US$ 40,769 thousand (US$ 40,769 thousand in December 2019) 91,977 118,714 210,691 71,312 91,521 162,833
Interest and charges 55,944 - 55,944 44,967 - 44,967
Total in foreign currency 2,427,508 5,605,192 8,032,700 1,881,900 4,476,898 6,358,798
Total borrowings and financing 3,284,540 11,265,828 14,550,368 2,859,843 10,384,866 13,244,709
Exchange rate as of March 31, 2020: US$ 5.1987; ¥ 0.04835 (as of December 31, 2019: US$ 4.0307; ¥ 0.03715). As of March 31, 2020, the Company did not have balances of borrowings and financing raised during the year, maturing within 12 months.

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Notes to the Interim Financial Information

Local currency Guarantees Maturity Annual interest rates Inflation adjustment
10 th issue debentures Own funds 2020 TJLP + 1.92% (series 1 and 3) and 9.53% (series 2) IPCA (series 2)
12 th issue debentures Own funds 2025 TR + 9.5%
14 th issue debentures Own funds 2022 TJLP + 1.92% (series 1 and 3) and 9.19% (series 2) IPCA (series 2)
17 th issue debentures Own funds 2023 CDI +0.75% (series 1) and 4.5% (series 2) and 4.75% (series 3) IPCA (series 2 and 3)
18 th issue debentures Own funds 2024 TJLP + 1.92% (series 1 and 3) and 8.25% (series 2) IPCA (series 2)
21 st issue debentures Own funds 2022 CDI + 0.60% (series 1) and CDI + 0.90% (series 2)
22 nd issue debentures Own funds 2025 CDI + 0.58% (series 1) and CDI + 0.90% (series 2) and 6.0% (series 3) IPCA (series 3)
23 rd issue debentures Own funds 2027 CDI + 0.63% (series 1) and CDI + 0.49% (series 2)
24 th issue debentures Own funds 2029 3.20% (series 1) and 3.37% (series 2) IPCA (series 1 and 2)
Brazilian Federal Savings Bank Own funds 2020/2039 5% to 9.5% TR
Brazilian Development Bank - BNDES PAC Own funds 2023 TJLP + 2.15%
Brazilian Development Bank - BNDES PAC II 9751 Own funds 2027 TJLP + 1.72%
Brazilian Development Bank - BNDES PAC II 9752 Own funds 2027 TJLP + 1.72%
Brazilian Development Bank - BNDES ONDA LIMPA Own funds 2025 TJLP + 1.92%
Brazilian Development Bank - BNDES TIETÊ III Own funds 2028 TJLP + 1.66%
Brazilian Development Bank - BNDES 2015 Own funds 2035 TJLP + 2.5%
Brazilian Development Bank - BNDES 2014 Own funds 2026 TJLP + 1.76%
Leases - 2035 4.25% to 10.47% IPC
Other Own funds 2025 3% (FEHIDRO) TJLP + 1.5% (FINEP)

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Notes to the Interim Financial Information

Foreign currency Guarantees Maturity Annual interest rates Exchange variation
Inter-American Development Bank - BID 1212 – US$ 56,530 thousand Government 2025 3.73% (*) US$
Inter-American Development Bank - BID 2202 – US$ 494,617 thousand Government 2035 2.75% (*) US$
International Bank for Reconstruction and Development - BIRD 7662 – US$ 85,206 thousand Government 2034 1.02% (*) US$
International Bank for Reconstruction and Development - BIRD 8916 – US$ 625 thousand Government 2048 2.12% (*) US$
Eurobonds – US$ 350,000 thousand - 2020 6.25% US$
JICA 15 – ¥ 10,948,085 thousand Government 2029 1.8% and 2.5% Yen
JICA 18 – ¥ 9,843,520 thousand Government 2029 1.8% and 2.5% Yen
JICA 17 – ¥ 3,323,892 thousand Government 2035 1.2% and 0.01% Yen
JICA 19 – ¥ 30,829,806 thousand Government 2037 1.7% and 0.01% Yen
BID 1983AB – US$ 40,769 thousand - 2023 2.08% to 2.38% (*) US$

(*) Rates comprising LIBOR + contractually defined spread.

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Notes to the Interim Financial Information

(i) Payment schedule – accounting balances as of March 31, 2020

2020 2021 2022 2023 2024 2025 2026 to 2039 TOTAL
LOCAL CURRENCY
Debentures 267,386 486,141 565,208 367,886 702,802 282,068 651,173 3,322,664
Brazilian Federal Savings Bank 63,998 89,190 94,042 86,950 85,771 91,143 919,259 1,430,353
BNDES 100,938 134,584 134,584 128,892 123,400 105,467 435,966 1,163,831
Leases 79,224 50,758 35,024 34,039 37,080 40,401 258,976 535,502
Other 1,396 2,918 3,101 3,050 1,384 1,269 - 13,118
Interest and charges 52,200 - - - - - - 52,200
TOTAL IN LOCAL CURRENCY 565,142 763,591 831,959 620,817 950,437 520,348 2,265,374 6,517,668
FOREIGN CURRENCY
BID 109,664 219,327 219,327 219,327 219,327 219,327 1,644,141 2,850,440
BIRD 15,803 31,606 31,606 31,606 31,606 31,606 269,251 443,084
Eurobonds 1,818,927 - - - - - - 1,818,927
JICA 106,795 203,546 203,546 203,546 203,546 203,546 1,529,089 2,653,614
BID 1983AB 91,977 39,990 39,990 38,734 - - - 210,691
Interest and charges 55,944 - - - - - - 55,944
TOTAL IN FOREIGN CURRENCY 2,199,110 494,469 494,469 493,213 454,479 454,479 3,442,481 8,032,700
Total 2,764,252 1,258,060 1,326,428 1,114,030 1,404,916 974,827 5,707,855 14,550,368

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Notes to the Interim Financial Information

(ii) Changes

December 31, 2019 Addition (lease) Funding Borrowing costs Monetary and exchange variation Inflation adjustment / exchange variation and incorporated interest - Capitalized Interest paid Amortization Accrued interest Accrued interest and rates - Capitalized Expenses with borrowing costs March 31, 2020
LOCAL CURRENCY
Debentures 3,711,228 - - (250) 18,607 - (70,111) (337,775) 41,162 3,931 667 3,367,459
Brazilian Federal Savings Bank 1,429,250 - 25,634 - - - (28,112) (20,460) 18,659 9,463 - 1,434,434
BNDES 1,201,411 - - - - - (20,587) (34,096) 13,441 6,892 65 1,167,126
Leases 534,124 22,997 - - (289) - (11,052) (21,352) 11,074 - - 535,502
Other 9,898 - 3,593 - - - (145) (346) 143 4 - 13,147
TOTAL IN LOCAL CURRENCY 6,885,911 22,997 29,227 (250) 18,318 - (130,007) (414,029) 84,479 20,290 732 6,517,668
FOREIGN CURRENCY
BID 2,316,190 - - - 627,229 24,907 (39,415) (93,424) 7,685 14,595 239 2,858,006
BIRD 357,880 - - (352) 102,072 878 (5,159) (14,950) 2,672 476 35 443,552
Eurobonds 1,413,956 - - - 408,800 - - - 31,622 2,994 205 1,857,577
JICA 2,106,908 - 1,167 - 610,820 5,220 (18,502) (57,826) 9,637 1,445 47 2,658,916
BID 1983AB 163,864 - - - 47,618 - - - 2,675 252 240 214,649
TOTAL IN FOREIGN CURRENCY 6,358,798 - 1,167 (352) 1,796,539 31,005 (63,076) (166,200) 54,291 19,762 766 8,032,700
Total 13,244,709 22,997 30,394 (602) 1,814,857 31,005 (193,083) (580,229) 138,770 40,052 1,498 14,550,368

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Notes to the Interim Financial Information

December 31, 2018 Additions (lease) Funding Borrowing costs Monetary and exchange variation Inflation adjustment / exchange variation and incorporated interest - Capitalized Interest paid Amortization Accrued interest Provision for interest and rates - Capitalized Expenses with borrowing costs March 31, 2019
LOCAL CURRENCY
Debentures 3,486,861 - - (188) 15,090 - (116,081) (936,628) 46,805 4,556 2,186 2,502,601
Brazilian Federal Savings Bank 1,345,684 - 25,900 - - - (26,833) (20,007) 18,625 8,223 - 1,351,592
BNDES 1,072,605 - - - 1,918 638 (20,038) (30,752) 15,506 4,889 52 1,044,818
Leases (*) 568,666 100,054 - - - 1,729 (9,703) (12,304) 10,744 3,944 - 663,130
FINEP 9,571 - - - 23 - (171) (345) 170 - - 9,248
TOTAL IN LOCAL CURRENCY 6,483,387 100,054 25,900 (188) 17,031 2,367 (172,826) (1,000,036) 91,850 21,612 2,238 5,571,389
FOREIGN CURRENCY
BID 2,399,985 - - - (7,608) 17,464 (40,579) (86,249) 6,772 14,151 239 2,304,175
BIRD 356,420 - - - 1,389 611 (5,014) - 2,102 387 5 355,900
Deutsche Bank 292,872 - - - 1,643 - (6,119) - 5,563 548 911 295,418
Eurobonds 1,358,412 - - - 7,665 - - - 22,829 2,264 206 1,391,376
JICA 2,036,128 - 78,143 (40) (4,193) (903) (16,626) (67,757) 7,373 503 46 2,032,674
BID 1983AB 225,592 - - - 1,280 - - - 2,489 244 223 229,828
TOTAL IN FOREIGN CURRENCY 6,669,409 - 78,143 (40) 176 17,172 (68,338) (154,006) 47,128 18,097 1,630 6,609,371
Total 13,152,796 100,054 104,043 (228) 17,207 19,539 (241,164) (1,154,042) 138,978 39,709 3,868 12,180,760

( * ) Additions of leases include R $ 6 4,955 in 2019, corresponding to the first-time adoption of standard CP C 0 6 ( R 2 ) as of January 1, 20 1 9.

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Notes to the Interim Financial Information

(a) Main events in the three-month period ended March 31, 201 9

(i) Debentures

As of January 2020, the Company amortized the last installment of series 2 of the 17 th issue debentures, totaling R$ 291.8 million .

(b) Lease

The Company has lease agreements signed as Asset Lease. During the construction period, works are capitalized to intangible assets in progress and the lease amount is recorded at the same proportion.

After startup, the lease payment period starts (240 monthly installments), whose amount is periodically restated by the contracted price index.

The amounts payable for the right of use of assets are also recorded in this line ( N o te 1 3 ( j ))

(c) Financial commitments – Covenants

The table below shows the most restrictive covenants as of March 31, 2020 .

Covenants
Adjusted EBITDA/Adjusted Financial Expenses Equal to or higher than 2.80
Adjusted Net Debt/Adjusted EBITDA Equal to or lower than 3.80
Adjusted Total Debt/Adjusted EBITDA Lower than 3.65
Other Onerous Debt (1) /Adjusted EBITDA Equal to or lower than 1.30
Adjusted Current Ratio Higher than 1.00
EBITDA/Financial Expenses Paid Equal to or higher than 2.35
Net Debt/Adjusted EBITDA Equal to or lower than 3.50
(1) “Other Onerous Debts” correspond to the sum of pension obligations and health care plan, installment payment of tax debts and installment payment of debts with the electricity supplier.

As of March 31, 2020 and December 31, 2019, the Company met the requirements set forth by its borrowing and financing agreements .

(c) Borrowings and financing – Credit limited

Agent March 31, 2020
(in millions of reais (*))
Brazilian Federal Savings Bank 1,704
Brazilian Development Bank (BNDES) 1,203
Japan International Cooperation Agency (JICA) 99
Inter-American Development Bank (BID) 1,560
International Bank for Reconstruction and Development (BIRD) 1,296
Other 49
TOTAL 5,911

(*) Brazilian Central Bank’ exchange rate as of March 31, 2020 (US$1.00 = R$5.1987; ¥1.00 = R$0.04835).

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Notes to the Interim Financial Information

Financing resources contracted have specific purposes, which have been released for the execution of their respective investments, according to the progress of the works.

16 Taxes and contributions

(a) Current assets

March 31, 2020 December 31, 2019
Recoverable taxes
Income tax and social contribution 376,050 136,436
Withholding income tax (IRRF) on financial investments 2,440 1,359
Other federal taxes 7,584 3,471
Total 386,074 141,266

(b) Current liabilities

March 31, 2020 December 31, 2019
Tax obligations
Cofins and Pasep 85,906 94,027
INSS (social security contribution) 39,732 39,404
IRRF (withholding income tax) 7,902 69,932
Other 39,060 46,955
Total 172,600 250,318

17 Deferred taxes and contributions

(a) Statement of financial position details

March 31, 2020 December 31, 2019
Deferred tax assets
Provisions 365,866 366,673
Pension plan liabilities - G1 156,982 157,998
Donations of underlying assets on concession agreements 51,199 51,818
Credit losses 183,456 145,622
Other 188,080 183,147
Total deferred tax assets 945,583 905,258
Deferred tax liabilities
Temporary difference on concession of intangible asset (403,607) (408,732)
Capitalization of borrowing costs (404,322) (409,236)
Profit on supply to government entities (368,973) (372,289)
Actuarial (gain)/loss – G1 Plan (54,222) (54,222)
Construction margin (50,916) (83,399)
Borrowing costs (10,952) (11,376)
Total deferred tax liabilities (1,292,992) (1,339,254)
Deferred tax assets/(liabilities), net (347,409) (433,996)

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Notes to the Interim Financial Information

(b) Changes

Deferred tax assets December 31, 2019 Net change March 31, 2020
Provisions 366,673 (807) 365,866
Pension plan liabilities - G1 157,998 (1,016) 156,982
Donations of underlying assets on concession agreements 51,818 (619) 51,199
Credit losses 145,622 37,834 183,456
Other 183,147 4,933 188,080
Total 905,258 40,325 945,583
Deferred tax liabilities
Temporary difference on concession of intangible asset (408,732) 5,125 (403,607)
Capitalization of borrowing costs (409,236) 4,914 (404,322)
Profit on supply to government entities (372,289) 3,316 (368,973)
Actuarial (gain)/loss – G1 (54,222) - (54,222)
Construction margin (83,399) 32,483 (50,916)
Borrowing costs (11,376) 424 (10,952)
Total (1,339,254) 46,262 (1,292,992)
Deferred tax assets/(liabilities), net (433,996) 86,587 (347,409)
Deferred tax assets December 31, 2018 Net change March 31, 2019
Provisions 337,833 (32,257) 305,576
Pension plan liabilities - G1 157,044 211 157,255
Donations of underlying assets on concession agreements 54,131 (658) 53,473
Credit losses 197,920 (4,815) 193,105
Other 186,887 (4,197) 182,690
Total 933,815 (41,716) 892,099
Deferred tax liabilities
Temporary difference on concession of intangible asset (433,842) 6,346 (427,496)
Capitalization of borrowing costs (420,978) 977 (420,001)
Profit on supply to government entities (206,978) (973) (207,951)
Actuarial (gain)/loss – G1 (36,430) - (36,430)
Construction margin (86,164) 691 (85,473)
Borrowing costs (10,665) 1,251 (9,414)
Total (1,195,057) 8,292 (1,186,765)
Deferred tax assets/(liabilities), net (261,242) (33,424) (294,666)

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Notes to the Interim Financial Information

(c) Reconciliation of the effective tax rate

The amounts recorded as income tax and social contribution expenses in the financial statements are reconciled to the statutory rates, as shown below:

January to March 2020 January to March 2019
Profit/(loss) before income taxes (977,257) 991,200
Statutory rate 34% 34%
Estimated expense at statutory rate 332,267 (337,008)
Permanent differences
Provision - Law 4,819/1958 – G0 (i) (10,095) (11,926)
Donations (3,774) (986)
Other differences 913 6,011
Income tax and social contribution 319,311 (343,909)
Current income tax and social contribution 232,724 (310,485)
Deferred income tax and social contribution 86,587 (33,424)
Effective rate (33%) 35%

(i) Permanent difference related to the provision for actuarial liability (Note 19 (b) (ii)).

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Notes to the Interim Financial Information

18 Provisions

(a) Lawsuits and proceedings that resulted in provisions

(I) Statement of financial position details

The Company is a party to a number of legal claims and administrative proceedings arising from the normal course of business, including civil, tax, labor and environmental matters. Management recognizes provisions consistently with the recognition and measurement criteria established in Note 3.14 to the Annual Financial Statements as of December 31, 2019. The terms and payment amounts depend on the outcome of the lawsuits .

March 31, 2020 — Provisions Escrow deposits Provisions net of deposits December 31, 2019 — Provisions Escrow deposits Provisions net of deposits
Customer claims (i) 217,459 (10,132) 207,327 253,665 (9,973) 243,692
Supplier claims (ii) 194,980 (303) 194,677 153,654 (298) 153,356
Other civil claims (iii) 83,820 (2,146) 81,674 93,910 (16,496) 77,414
Tax claims (iv) 59,757 (3,574) 56,183 59,143 (3,518) 55,625
Labor claims (v) 312,935 (7,834) 305,101 325,129 (12,329) 312,800
Environmental claims (vi) 207,125 (29) 207,096 192,950 (29) 192,921
Total 1,076,076 (24,018) 1,052,058 1,078,451 (42,643) 1,035,808
Current 649,964 - 649,964 550,247 - 550,247
Noncurrent 426,112 (24,018) 402,094 528,204 (42,643) 485,561

(II) Changes

December 31, 2019 Additional provisions Interest and inflation adjustment Use of the accrual Amounts not used (reversal) March 31, 2020
Customer claims (i) 253,665 5,613 7,256 (38,355) (10,720) 217,459
Supplier claims (ii) 153,654 35,941 5,426 (5) (36) 194,980
Other civil claims (iii) 93,910 4,683 3,770 (15,312) (3,231) 83,820
Tax claims (iv) 59,143 149 908 (8) (435) 59,757
Labor claims (v) 325,129 13,600 9,655 (22,385) (13,064) 312,935
Environmental claims (vi) 192,950 8,986 6,726 - (1,537) 207,125
Subtotal 1,078,451 68,972 33,741 (76,065) (29,023) 1,076,076
Escrow deposits (42,643) (822) (360) 14,431 5,376 (24,018)
Total 1,035,808 68,150 33,381 (61,634) (23,647) 1,052,058

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Notes to the Interim Financial Information

December 31, 2018 Additional provisions Interest and inflation adjustment Use of the accrual Amounts not used (reversal) March 31, 2019
Customer claims (i) 290,649 4,061 6,356 (39,259) (26,588) 235,219
Supplier claims (ii) 67,985 4,710 7,159 (25,970) (27,129) 26,755
Other civil claims (iii) 98,302 1,372 1,738 (936) (13,296) 87,180
Tax claims (iv) 63,335 110 622 (4,490) (1,578) 57,999
Labor claims (v) 302,935 17,173 8,720 (12,582) (12,498) 303,748
Environmental claims (vi) 170,419 12,293 5,348 - (208) 187,852
Subtotal 993,625 39,719 29,943 (83,237) (81,297) 898,753
Escrow deposits (100,763) (1,173) (288) 15,762 58,024 (28,438)
Total 892,862 38,546 29,655 (67,475) (23,273) 870,315

(b) Lawsuits deemed as contingent liabilities

The Company is party to lawsuits and administrative proceedings relating to environmental, tax, civil and labor claims, which are assessed as contingent liabilities in the financial statements, since it either does not expect outflows to be required or the amount of the obligation cannot be reliably measured. Contingent liabilities, net of deposits, are represented as follows:

March 31, 2020 December 31, 2019
Customer claims (i) 95,167 86,061
Supplier claims (ii) 2,015,727 1,986,736
Other civil claims (iii) 692,438 679,623
Tax claims (iv) 1,188,618 1,184,811
Labor claims (v) 651,247 631,364
Environmental claims (vi) 5,044,071 4,864,894
Total 9,687,268 9,433,489

(c) Explanation on the nature of the main classes of lawsuits

(i) Customer claims

Approximately 680 lawsuits (680 as of December 31, 2019) were filed by commercial customers, who claim that their tariffs should correspond to other customer categories, and 320 lawsuits (320 as of December 31, 2019) in which customers claimed a reduction in the sewage tariff due to losses in the system, consequently requesting the refund of amounts charged by the Company, and 30 lawsuits (30 as of December 31, 2019) in which customers plead the reduction in tariff under the category “Social Welfare Entity”.

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Notes to the Interim Financial Information

(ii) Supplier claims

These lawsuits include lawsuits filed by some suppliers alleging underpayment of monetary adjustments and the economic and financial imbalance of the agreements, and are in progress at different courts.

(iii) Other civil claims

These mainly refer to indemnities for property damage, pain and suffering, and loss of profits allegedly caused to third parties, such as vehicle accidents, claims, challenges on the methodology to collect tariffs, among others, filed at different court levels.

(iv) Tax claims

Tax claims refer mainly to tax collections and fines in general challenged due to disagreements regarding notification or differences in the interpretation of legislation by the Company's Management, which were accrued while others were deemed as contingent liabilities.

(v) Labor claims

The Company is a party to several labor lawsuits, involving issues such as overtime, shift schedule, health hazard premium and hazardous duty premium, prior notice, change of function, salary equalization, service outsourcing and other, which are at various court levels.

(vi) Environmental claims

These refer to several administrative proceedings and lawsuits filed by government entities, including Companhia Ambiental do Estado de São Paulo (CETESB) and the Public Prosecution Office of the São Paulo State, that aim affirmative and negative covenants and penalty is estimated due to failure to comply in addition to the imposition of indemnity due to environmental damages allegedly caused by the Company.

(d) Guarantee insurance for escrow deposit

On May 25, 2019, the Company contracted guarantee insurance for escrow deposit, in the amount of R$ 500 million, for one year. Such insurance will be used to settle legal claims instead of having immediate cash disbursement by the Company, such insurance is used until the conclusion of these proceedings limited to up to five years.

From January to March 2020, the Company used R$ 0.7 million of the contracted amount (R$ 21.8 million from January to March 2019). A total of R$ 423.8 million from the current contract is outstanding.

19 Employee benefits

(a) Healthcare plan

Since August 1, 2019, the new health plans managed by Fundação CESP (FUNCESP), which replaced the previous health plans managed by SABESPREV, have been in effect .

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Notes to the Interim Financial Information

Benefits are now paid after the event, free of choice, sponsored by contributions of SABESP and the employees. In the first quarter of 2020, the Company contributed 8.4%, on average, of gross payroll, totaling R$ 54,021 (7.9% in the first quarter of 2019, totaling R$ 98,890, of which R$ 46,086 corresponding to regular expenses and R$ 52,804 to extraordinary contributions to meet the solvency margin ) .

(b) Pension plan liabilities

The Company has Post-Employment Benefit Plans in the following modalities: Defined Benefit (BD) – G1 (i) and G0 (ii); and Defined Contribution (CD) – Sabesprev Mais and FUNCESP (ii i ) .

Defined benefit plans

Summary of pension plan liabilities – Liabilities

G1 Plan G0 Plan Total
Pension plan liabilities as of December 31, 2019 (314,677) (3,046,255) (3,360,932)
Expenses recognized in 2020 (6,241) (51,565) (57,806)
Payments made in 2020 9,375 42,677 52,052
Pension plan liabilities as of March 31, 2020 (311,543) (3,055,143) (3,366,686)
G1 Plan G0 Plan Total
Pension plan liabilities as of December 31, 2018 (363,902) (2,606,107) (2,970,009)
Expenses recognized in 2019 (10,019) (56,841) (66,860)
Payments made in 2019 9,151 40,905 50,056
Pension plan liabilities as of March 31, 2019 (364,770) (2,622,043) (2,986,813)

(i) G1 Plan

Managed by SABESPREV, the defined benefit plan (“G1 Plan”) receives similar contributions established in a plan of subsidy of actuarial study of SABESPREV, as follows:

· 0.99% of the portion of the salary of participation up to 20 salaries; and

· 8.39% of the surplus, if any, of the portion of the salary of participation over 20 salaries.

In the first quarter of 2020, expenses related to the obligation of defined benefit totaled R$ 4,530, R$ 637 and R$ 397 (R$ 6,193, R$ 1,524 and R$ 1,241 in the first quarter of 2019), allocated to operating costs, selling expenses and administrative expenses, respectively. The amount of R$ 677 was capitalized in assets (R$ 1,061 in 2019 ).

(ii) G0 Plan

Pursuant to State Law 4,819/1958, employees who started providing services prior to May 1974 and retired as an employee of the Company acquired a legal right to receive supplemental pension payments, which rights are referred as "G0 Plan". The Company pays these supplemental benefits on behalf of GESP and makes claims for reimbursements from the State Government, which are recorded as accounts receivable from related parties, limited to the amounts considered virtually certain that will be reimbursed by GESP.

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Notes to the Interim Financial Information

In the first quarter of 2020, expenses related to the obligation of the benefit defined in the G0 Plan, recorded under administrative expenses, totaled R$ 51,565, (R$ 56,841 in the first quarter of 2019 ).

(iii) Sabesprev Mais and FUNCESP Plan

Since December 31, 2019, the “Sabesprev Mais” Defined Contribution Plan, managed by SABESPREV, has not been accepting any new adhesions and, since January 1, 2020, new employees have the option to enroll in the Defined Contribution Plan managed by FUNCESP, as well as those who did not enroll in the Sabesprev Mais Plan .

The sponsor's contributions correspond to the result obtained by applying a percentage of 100% on the basic contribution made by the participant .

In the first quarter of 2020, expenses related to defined contribution totaled R$ 3,770, R$ 480 and R$ 1,056 (R$ 3,560, R$ 471 and R$ 939 in the first quarter of 2019), allocated to operating costs, selling expenses and administrative expenses, respectively. The amount of R$ 663 was capitalized in assets (R$ 492 in the first quarter of 2019 ) .

(c) Profit sharing

The Company has a profit-sharing program in accordance with an agreement with the labor union. Payment corresponds to up to one-month salary for each employee, depending on performance of goals reached from January to December. From January to March 2020 and 2019, the Company accrued R$ 24,017 and R$ 22,802, respectively, under Labor liabilities.

20 Services payable

The services account records the balances payable, mainly from services received from third parties, such as supply of electric power, reading of hydrometers and delivery of water and sewage bills, cleaning, surveillance and security services, collection, legal counsel services, audit, marketing and advertising and consulting services, among others. This account also includes the amounts payable related to the transfer of 7.5% of revenue from the São Paulo municipal government to the Municipal Fund. The balances as of March 31, 2020 and December 31, 2019 were R$ 632,181 and R$ 474,078, respectively .

21 Knowledge Retention Program and Consent Decree

a) Knowledge Retention Program (PRC)

In June 2018, SABESP implemented the Knowledge Retention Program (PRC), aiming to provide personnel planning conditions and mitigate the impact of the exit of employees who possess strategic knowledge acquired throughout their career.

For those enrolled in the Program, the compliance with the agreements of the Collective Bargaining Agreement effective on the date of termination is thereby guaranteed. They will also receive a severance incentive proportional to the length of service at SABESP, corresponding to a percentage of the balance of the Guarantee Fund for Length of Service (FGTS), for termination purposes, on the date of termination.

As of March 31, 2020, the total balance was R$ 155,491 (R$ 153,377 as of December 31, 2019), recoded in Labor liabilities, under current liabilities .

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Notes to the Interim Financial Information

b) Consent Decree (TAC)

As of March 31, 2020, the amount accrued under Labor obligations, related to the Consent Decree, totaled R$ 9,982 (R$ 10.472 as of December 31, 2019), of which R$ 7,810 (R$ 8,242 as of December 31, 2019) under current liabilities and R$ 2,172 (R$ 2,230 as of December 31, 2019) under noncurrent liabilities .

22 Equity

(a) Subscribed and paid-in capital

As of March 31, 2020 and December 31, 2019, subscribed and paid-in capital was represented by 683,509,869 registered, book-entry common shares with no par value, as follows:

March 31, 2020 — Number of shares % December 31, 2019 — Number of shares %
São P aulo State Government ( 1 ) ( 2 ) 343,507,756 50 . 2 6 3 4 3 , 524 ,2 85 5 0 . 2 6
Companhia Brasileira de Liquidação e Custódia 2 4 3 ,6 22 , 1 9 4 35.64 23 5 , 6 43,7 6 5 34.47
The Bank Of New York ADR Department (equivalent in shares) (3) 95,846,470 1 4 . 0 2 103 , 82 3 , 655 15.19
Other 533,449 0.08 5 1 8 , 1 64 0.08
683,509,869 1 0 0 . 00 683,509,869 100 . 0 0

(1) includes 343,507,750 shares from the Treasury Department of the São Paulo State and six shares held by Companhia Paulista de Parcerias (CPP), which is controlled by the São Paulo State Government.

(2) There is a lawsuit with a mandatory injunction filed under number 10 5 1 534-40 .2 0 1 9.8. 26.0 053 pending at the 7 th Tax Court of the City of São Paulo, pleading the unlawfulness of the disposal of shares owned by the Treasury Department of the São Paulo State to third parties, filed by Banco Bradesco S.A., the custodian and bookkeeping agent of the Company’s shares.

(3) each ADR corresponds to 1 share.

(b) Interest on capital payable

The Annual Shareholders’ Meeting of April 2 8, 2 0 20 approved the distribution of dividend s as interest on capital in the amount of R $ 79 9 , 7 8 5 , c o rr e spon ding to minimum mandatory dividend of R $ 1 4 1,20 3 as additional dividends , tota ling R$ 9 4 0,988 , to be paid on May 2 9, 20 2 0 .

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Notes to the Interim Financial Information

23 Earnings/(loss) per share Basic and diluted

Basic earnings/(loss) per share is calculated by dividing the equity attributable to the Company’s owners by the weighted average number of outstanding common shares during the year. The Company does not have potentially dilutive common shares outstanding or debts convertible into common shares. Accordingly, basic and diluted earnings per share are equal.

January to March 2020 January to March 2019
Profit/(loss) attributable to Company’s owners (657,946) 647,291
Weighted average number of common shares issued 683,509,869 683,509,869
Basic and diluted earnings/(loss) per share (reais per share) (0.96260) 0.94701

24 Operating segment information

Management, comprised of the Board of Directors and Board of Executive Officers, has determined the operating segment used to make strategic decisions, as sanitation services.

Result

January to March 2020 — Sanitation (i) Reconciliation to the income statement (ii) Balance as per financial statements
Gross operating revenue 3,803,878 521,420 4,325,298
Gross sales deductions (282,948) - (282,948)
Net operating revenue 3,520,930 521,420 4,042,350
Costs, selling, general and administrative expenses (2,536,885) (508,765) (3,045,650)
Income from operations before other operating expenses, net and equity accounting 984,045 12,655 996,700
Other operating income/(expenses), net 2,753
Equity accounting 3,575
Financial result, net (1,980,285)
Income before income tax and social contribution (977,257)
Depreciation and amortization (483,569) - (483,569)

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Notes to the Interim Financial Information

January to March 2019 — Sanitation (i) Reconciliation to the income statement (ii) Balance as per financial statements
Gross operating revenue 3,536,147 603,527 4,139,674
Gross sales deductions (261,170) - (261,170)
Net operating revenue 3,274,977 603,527 3,878,504
Costs, selling, general and administrative expenses (2,156,481) (589,958) (2,746,439)
Income from operations before other operating expenses, net and equity accounting 1,118,496 13,569 1,132,065
Other operating income/(expenses), net 7,827
Equity accounting 1,764
Financial result, net (150,456)
Income before income tax and social contribution 991,200
Depreciation and amortization (410,863) - (410,863)

(i) See Note 30 for further information about non-cash items, other than depreciation and amortization that impact segment results, and for additional information to long-lived asset.

(ii) Construction revenue and related costs are not reported to the CODM. Revenue from construction is recognized in accordance with ICPC 01 (R1)/IFRIC 12 (Concession Agreements) and CPC 47/IFRS 15 (Revenue from Contracts with Customers), as all performance obligations are satisfied over time. See Note 13 (e) for further information.

Explanation on the reconciliation items for the financial statements. The impacts on gross operating income and costs are as follows:

January to March 2020 January to March 2019
Gross revenue from construction recognized under ICPC 1 (R1) 521,420 603,527
Construction costs recognized under ICPC 1 (R1) (508,765) (589,958)
Construction margin 12,655 13,569

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Notes to the Interim Financial Information

25 Operating revenue

(a) Revenue from sanitation services:

January to March 2020 January to March 2019
Metropolitan Region of São Paulo 2,670,166 2,468,134
Regional systems 1,133,712 1,068,013
Total 3,803,878 3,536,147

(b) Reconciliation between gross operating income and net operating income:

January to March 2020 January to March 2019
Revenue from sanitation services (i) 3,803,878 3,536,147
Construction revenue 521,420 603,527
Sales tax (266,051) (246,521)
Regulation, Control and Oversight Fee (TRCF) (16,897) (14,649)
Net revenue 4,042,350 3,878,504

(i ) Includes the amounts of R$ 18,738 and R$ 16,718 from January to March 2020 and 2019, respectively, from the TRCF charged from customers from the municipalities regulated by ARSESP .

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Notes to the Interim Financial Information

26 Operating costs and expenses

January to March 2020 January to March 2019
Operating costs
Salaries, payroll charges and benefits (503,677) (499,548)
Pension plan liabilities (9,702) (12,231)
Construction costs (Note 24) (508,765) (589,958)
General supplies (56,649) (55,100)
Treatment supplies (93,764) (86,693)
Outsourced services (308,964) (273,954)
Electricity (325,838) (282,434)
General expenses (165,796) (152,504)
Depreciation and amortization (448,857) (384,681)
(2,422,012) (2,337,103)
Selling expenses
Salaries, payroll charges and benefits (67,994) (70,022)
Pension plan liabilities (1,314) (1,678)
General supplies (1,415) (1,720)
Outsourced services (62,060) (85,977)
Electricity (363) (367)
General expenses (34,386) (27,236)
Depreciation and amortization (14,438) (4,195)
(181,970) (191,195)
Bad debt expenses (Note 8 (c)) (157,489) (7,760)
Administrative expenses
Salaries, payroll charges and benefits (63,919) (60,476)
Pension plan liabilities (31,205) (37,059)
General supplies (7,624) (588)
Outsourced services (53,097) (62,244)
Electricity (333) (193)
General expenses (92,231) (12,010)
Depreciation and amortization (20,274) (21,987)
Tax expenses (15,496) (15,824)
(284,179) (210,381)
Operating costs and expenses
Salaries, payroll charges and benefits (635,590) (630,046)
Pension plan liabilities (42,221) (50,968)
Construction costs (Note 24) (508,765) (589,958)
General supplies (65,688) (57,408)
Treatment supplies (93,764) (86,693)
Outsourced services (424,121) (422,175)
Electricity (326,534) (282,994)
General expenses (292,413) (191,750)
Depreciation and amortization (483,569) (410,863)
Tax expenses (15,496) (15,824)
Bad debt expenses (Note 8 (c)) (157,489) (7,760)
(3,045,650) (2,746,439)

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Notes to the Interim Financial Information

27 Financial income (expenses)

| | January to March
2020 | January to March
2019 |
| --- | --- | --- |
| Financial expenses | | |
| Interest and charges on borrowings and financing – local
currency | (73,581) | (81,168) |
| Interest and charges on borrowings and financing – foreign
currency | (49,098) | (42,461) |
| Other
financial expenses | (78,951) | (79,635) |
| Income
tax over international remittance | (5,193) | (4,668) |
| Inflation adjustment on borrowings and financing | (18,607) | (16,692) |
| Other inflation
adjustments | (32,214) | (11,180) |
| Interest and inflation adjustments on provisions | (26,261) | (16,673) |
| Total
financial expenses | (283,905) | (252,477) |
| Financial income | | |
| Inflation adjustment gains | 36,148 | 25,810 |
| Income
on short-term investments | 22,102 | 38,975 |
| Interest income | 45,556 | 43,162 |
| Cofins
and Pasep | (4,877) | (5,019) |
| Other | 3 | 3 |
| Total
financial income | 98,932 | 102,931 |
| Financial income (expenses), net before exchange
variation | (184,973) | (149,546) |
| Net
exchange gains (losses) | | |
| Exchange variation on borrowings and financing
(i) | (1,796,539) | (175) |
| Exchange gains on assets | 1,224 | (731) |
| Other
exchange variations | 3 | (4) |
| Exchange variations, net | (1,795,312) | (910) |
| Financial income (expenses), net | (1,980,285) | (150,456) |

(i) Increase of R$ 1,796.4 million in exchange variation on borrowings and financing, mainly due to higher appreciation of the US dollar and Yen against the Real in the first quarter of 2020, of 29.0% and 30.1%, respectively, compared to the variation in the first quarter of 2019, of 0.6% (dollar) and -0.2% (Yen).

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Notes to the Interim Financial Information

28 Other operating income (expenses), net

January to March 2020 January to March 2019
Other operating income, net 10,039 13,385
Other operating expenses (7,286) (5,558)
Other operating income (expenses),
net 2,753 7,827

Other operating income is comprised of sale of property, plant and equipment, sale of contracts awarded in public bids, right to sell electricity, indemnities and reimbursement of expenses, fines and collaterals, property leases, reuse water, PURA projects and services, net of Cofins and Pasep.

Other operating expenses consist mainly of derecognition of concessions assets due to obsolescence, discontinued construction works, unproductive wells, projects considered economically unfeasible, losses on property, plant and equipment and exceeding cost of electricity sold.

29 Commitments

The Company has agreements to manage and maintain its activities, as well as agreements to build new projects aiming at achieving the objectives proposed in its target plan. The main unrecognized committed amounts as of March 31, 2020 are as follows:

1 year 1-3 years 3-5 years More than 5 years Total
Contractual obligations -
Expenses 2 , 194,425 1, 5 3 7,1 0 4 6 9 6 , 3 3 1 2 , 9 0 2 , 7 0 3 7,330,563
Contractual
obligations - Investments 2 , 95 3, 0 7 3 1 , 9 6 6 , 0 7 1 885,878 542,120 6 , 3 4 7 , 1 4 2
Total 5,14 7 , 4 9 8 3 , 5 0 3 , 1 7 5 1,5 8 2, 2 0 9 3 ,44 4 , 8 23 1 3 , 6 77, 7 0 5

The main commitment refers to the São Lourenço PPP. See Note 1 3 ( g ) .

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Notes to the Interim Financial Information

30 Supplemental cash flow information

| | January to March
2020 | January to March
2019 |
| --- | --- | --- |
| Total additions
to contract assets (Note 12) | 681,120 | 667,391 |
| Total additions
to intangible assets (Note 13 (b)) | 25,269 | 101,313 |
| Items not
affecting cash (see breakdown below) | (312,816) | (559,152) |
| Total additions
to intangible and contract assets as per statement of cash
flows | 393,573 | 209,552 |
| Investments and
financing operations affecting intangible assets but not
cash: | | |
| Interest
capitalized in the period (Note 13 (d)) | 71,057 | 80,014 |
| Contractors
payable | 111,749 | 290,109 |
| Public-Private
Partnership - São Lourenço PPP (Note 13 (g)) | - | 75,406 |
| Performance
agreements | 94,358 | - |
| Right of use
(Note 13 (b)) | 22,997 | 100,054 |
| Construction
margin (Note 24) | 12,655 | 13,569 |
| Total | 312,816 | 559,152 |

31 Events after the reporting period

· Tariff Adjustment Index

On April 9, 2020, the Regulatory Agency for Sanitation and Energy of the State of São Paulo (ARSESP) published Resolutions 980 and 979.

Resolution 980 disclosed the Company’s tariff adjustment index, of 2.4924%, as follows :

• IPCA variation of 3.3032% in the period;

• Efficiency factor (X Factor) of 0.6920%; and

• Quality factor (Q Factor) of -0.1188%;

However, in accordance with Official Letter SIMA/GAB/370/2020 of the State Secretariat for Infrastructure and Environment that requests ARSESP to evaluate the possibility of postponing the tariff adjustment for 90 days, as an additional measure to Decree 64,879/2020, which recognizes the state of pubic calamity arising from the COVID-19 pandemic, ARSESP resolved to:

• Postpone the publication of new tariff tables, resulting from the annual tariff adjustment to June 10, 2020 ;

• The adjusted tariff tables, including those of the municipalities of Iperó, Pereiras, Santa Branca and Santa Isabel, will be published by June 10, 2020 and will be applied as of thirty (30) days from their publication, as per Law 11,445/2007;

• The compensatory adjustments for the postponement of the application of the annual tariff adjustment will be calculated until June 10, 2020; and

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Notes to the Interim Financial Information

• The amount to be compensated will be distributed in the tariffs to be used in the period between July 10, 2020 and May 10, 2021, when the results of the Third Ordinary Tariff Revision will be applied.

Resolution 979 states that ARSESP will assess the economic and financial balance of the provision of services in order to re-establish it in due course, if necessary, because of the impact caused when the company exempted customers in the “Residencial Social” and “Residencial Favela (Shantytown)” categories from paying water/sewage bills. This measure will be valid for 90 days for customers registered on March 19, 2020 for bills issued as of April 1, 2020 in all municipalities operated by the Company .

· 25 th Issue Debentures

On April 27, 2020, SABESP held the twenty-fifth issue of debentures in the amount of R$ 1.45 billion, maturing in October 2021, at the CDI + 3.30% per year.

· Conversion from Dollars to Reais of the debt contracted with the Inter American Development Bank (IDB)

On April 28, 2020, the Company carried out the conversion from Dollars to Reais of the debt contracted with the Inter American Development Bank (IDB) in the amount of US$ 494,616,801.20, corresponding to the debt balance of the 2202 / OC-BR loan related to the Rio Tietê Stage III Depollution Program. The details are :

  • Date: Executed, April 27, 2020 / effective: May 5, 2020

  • Expiration: September 3, 2035

  • Amortization: Semi-annual installments

  • Total amount:

From : US$ 4 9 4, 6 1 6,8 0 1. 2 0

To: R $ 2.8 1 0 ,9 07 , 2 8 1 . 22

  • Interest rate:

From: Dollar - Libor 3 months + 0.39% per year () To: Reais - DI + 0.06% per year ()

() On this rate, the variable margin for loans from IDB Ordinary Capital is added. This rate is periodically determined by the bank and today is at 80 bps.*

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Comments on the Company’s Projections

Comments on the Company’s projections

The projections presented in the Reference Form are annual and not on a quarterly basis. Therefore, the quarterly comparison between information disclosed in the Reference Form with quarterly results shall not apply.

The projections monitoring occurs on annual basis and are disclosed in the Reference Form.

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Other Information Deemed as Relevant by the Company

1. CHANGES IN INTEREST HELD BY THE CONTROLLING SHAREHOLDER, BOARD MEMBERS AND EXECUTIVE OFFICERS

| CONSOLIDATED SHAREHOLDEING POSITION OF CONTROLLING
SHAREHOLDERS, MANAGEMENT AND OUTSTANDING SHARES Position as of 3/ 31/2020 — Shareholder | Number of Common
Shares (units) | % | Total Number of Shares (units) | % |
| --- | --- | --- | --- | --- |
| Controlling
Shareholder | | | | |
| Treasury Department ( 1 ) | 343,507,750 | 50.3% | 343,507,750 | 50.3% |
| Companhia
Paulista de Parcerias -
CPP | 6 | 0% | 6 | 0% |
| Management | | | | |
| Board of
Directors | 3,000 | 0.0% | 3,000 | 0.0% |
| Board of
Executive Officers | - | - | - | - |
| Fiscal
Council | 2 | 0% | 2 | 0% |
| Treasury
Shares | - | - | - | - |
| Other
Shareholders | | | | |
| Total | 343,510,758 | 50.3% | 343,510,758 | 50.3% |
| Outstanding
Shares | 339, 9 99,111 | 49.7% | 339,999 , 111 | 49.7% |

(1) There is a lawsuit with a mandatory injunction filed under number 1051534-40.2019.8.26.0053 pending at the 7 th Tax Court of the City of São Paulo, pleading the unlawfulness of the disposal of shares owned by the Treasury Department of the São Paulo State to third parties, filed by Banco Bradesc o S. A ., the custodian and bookkeeping agent of Sabesp’s shares.

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Other Information Deemed as Relevant by the Company

| CONSOLIDATED SHAREHOLDING POSITION OF CONTROLLING
SHAREHOLDERS, MANAGEMENT AND OUTSTANDING SHARES Position as of 3/ 31/2019 — Shareholder | Number of Common
Shares (units) | % | Total Number of Shares (units) | % |
| --- | --- | --- | --- | --- |
| Controlling
Shareholder | | | | |
| Treasury
Department | 343,524 , 2 85 | 50.3% | 343,524 , 2 85 | 50.3% |
| Companhia
Paulista de Parcerias -
CPP | 6 | 0% | 6 | 0% |
| Management | | | | |
| Board of
Directors | 3,000 | 0.0% | 3,000 | 0.0% |
| Board of
Executive Officers | - | - | - | - |
| Fiscal
Council | 114 | 0.0% | 114 | 0.0% |
| Treasury
Shares | - | - | - | - |
| Other
Shareholders | | | | |
| Total | 343,527,405 | 50.3% | 343,527,405 | 50.3% |
| Outstanding
Shares | 339,98 2 ,464 | 49.7% | 339,982,464 | 49.7% |

2. SHAREHOLDING POSITION

| SHAREHOLDING
POSITION OF HOLDERS OF MORE THAN 5% OF EACH TYPE AND CLASS OF COMPANY
SHARES, UP TO THE INDIVIDUAL LEVEL — Company: CIA SANEAMENTO
BÁSICO ESTADO SÃO PAULO | | | Position as of 3/ 31/2020 (Number of
shares) | |
| --- | --- | --- | --- | --- |
| | Common
shares | | Total | |
| Shareholder | Number of
shares | % | Number of
shares | % |
| Treasury
Department | 343,507,750 | 50.3 | 343,507,750 | 50.3 |

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Reports and Statements / Unqualified Report on Special Review

Report on Review of Quarterly Financial Information - ITR

To the Shareholders, Board of Directors and Management of

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

São Paulo - SP

Introduction

We have reviewed the interim financial information of Companhia de Saneamento Básico do Estado de São Paulo – SABESP (“The Company”), contained in the Quarterly Financial Information Form (ITR) for the quarter ended March 31, 2020 , comprising the balance sheet as of March 31, 2020 and the respective statements of income, comprehensive income, changes in shareholders' equity and cash flows for the three-month period then ended, including the explanatory notes.

Management is responsible for the preparation of the interim financial information in accordance with Accounting Pronouncement CPC 21(R1) and International Standard IAS 34 - Interim Financial Reporting, issued by International Accounting Standards Board - IASB, and for the presentation of this information in accordance with the standards issued by the Brazilian Securities and Exchange Commission, applicable to the preparation of the Quarterly Financial Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of review

We conducted our review in accordance with the Brazilian and International Standard on Review Engagements (NBC TR 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively) . A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with standards on auditing and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion on the interim financial information

Based on our review, nothing has come to our attention that causes us to believe that the interim financial information included in the quarterly information referred to above has not been prepared, in all material respects, in accordance with CPC 21 (R1) and IAS 34, applicable to the preparation of Quarterly Financial Information - ITR and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission.

Other matters

Statement of added value

The interim financial information referred above comprise the statement of added value (DVA) for the three-month period ended March 31, 2020, prepared under the responsibility of the Company's management, presented as supplementary information for the purposes of IAS 34. This statement was submitted to the review procedures performed together with the review of the Quarterly Financial Information, with the purpose to evaluate whether this is reconciled to the financial information and to accounting records, as applicable, and whether their form and presentation and content are in accordance with the criteria set on Technical Pronouncement CPC 09 - Statement of Added Value. Based on our review, nothing has come to our attention that causes us to believe that the statement of added value referred to above has not been prepared, in all material respects, according to the criteria defined in this Standard and consistently in relation to the interim financial information taken as a whole.

São Paulo, May 14, 2020

KPMG Auditores Independentes

CRC SP-014428/O-6

(Original report in Portuguese signed by)

Bernardo Moreira Peixoto Neto

Accountant CRC RJ-064887/O-8

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Reports and Statements / Executive Officers’ Statement on the Financial Statements

Executive Officers’ Statement on the Interim Financial Information STATEMENT

The Executive Officers of Companhia de Saneamento Básico do Estado de São Paulo - SABESP, with Corporate Taxpayers’ ID (CNPJ/MF) no. 43.776.517/0001-80, headquartered at Rua Costa Carvalho, nº 300, Pinheiros, São Paulo, declare that, pursuant to paragraph 1, article 25, item VI of CVM Instruction 480, of December 7, 2009, that:

They revised, discussed and agreed with the interim financial information for the period ended March 31, 2020. São Paulo, May 14, 2020.

Companhia de Saneamento Básico do Estado de São Paulo – SABESP

Benedito Pinto Ferreira Braga Junior

Chief Executive Officer

Rui de Britto Álvares Affonso

Chief Financial and Investor Relations Officer

Adriano Candido Stringhini

Corporate Management Officer

Alceu Segamarchi Junior

Technology, Project and Environment Officer

Paulo Massato Yoshimoto

Metropolitan Officer

Ricardo Daruiz Borsari

Regional Systems Officer

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Reports and Statements / Executive Officers’ Statement on the Report of Independent Registered Public Accounting Firm

Executive Officers’ Statement on the Report of Independent Registered Public Accounting Firm STATEMENT

The Executive Officers of Companhia de Saneamento Básico do Estado de São Paulo - SABESP, with Corporate Taxpayer’s ID (CNPJ/MF) no. 43.776.517/0001-80, headquartered at Rua Costa Carvalho, nº 300, Pinheiros, São Paulo, declare that, pursuant to paragraph 1, article 25, item V, of CVM Instruction 480, of December 7, 2009, that:

They revised, discussed and agreed with the Report of Independent Registered Public Accounting Firm on the interim financial information for the period ended March 31, 2020.

São Paulo, May 14, 2020.

Companhia de Saneamento Básico do Estado de São Paulo – SABESP

B enedito Pinto Ferreira Braga Junior

Chief Executive Officer

Rui de Britto Álvares Affonso

Chief Financial and Investor Relations Officer

Adriano Candido Stringhini

Corporate Management Officer

Alceu Segamarchi Junior

Technology, Project and Environment Officer

Paulo Massato Yoshimoto

Metropolitan Officer

Ricardo Daruiz Borsari

Regional Systems Officer

PAGE: 82 of 82

*SIGNATURE*

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

Date: May 29, 2020

Companhia de Saneamento Básico do Estado de São Paulo - SABESP
By: /s/ Rui de Britto Álvares Affonso
Name: Rui de Britto Álvares Affonso Title: Chief Financial Officer and Investor Relations Officer

FORWARD-LOOKING STATEMENTS

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.

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