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InterCement Financial Operations B.V. — Interim / Quarterly Report 2025
Oct 24, 2025
67092_rns_2025-10-24_9f6c7425-d15d-40e1-a97f-a5f09b6a4290.pdf
Interim / Quarterly Report
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São Paulo Corporate Towers Av. Presidente Juscelino Kubitschek, 1.909 6º ao 10º andar - Vila Nova Conceição 04543-011 - São Paulo – SP - Brasil Tel: +55 11 2573-3000 ey.com.br
Independent auditor's review report on interim financial information
To Shareholders, Board of Directors and Management of InterCement Participações S.A. - In Judicial Reorganization and Subsidiaries
Introduction
We were engaged to review the accompanying interim condensed consolidated financial statements of InterCement Participações S.A. - In Judicial Reorganization and Subsidiaries (the "Company"), as at June 30, 2025 which comprise the interim consolidated statement of financial position as at June 30, 2025, and the related interim consolidated statements of profit or loss, of comprehensive income (loss), of changes in shareholders' equity and of cash flows for the sixmonth period then ended, including the explanatory notes.
Management is responsible for the preparation and fair presentation of this interim financial information in accordance with IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB) (currently referred by the IFRS Foundation as "IFRS Accounting Standards"). Our responsibility is to express a conclusion on this consolidated interim financial information based on our review. We do not express a conclusion on the accompanying consolidated interim financial information, due to the significance of the matters described in the "Basis for disclaimer of conclusion" section of our report, we were unable to perform sufficient review procedures to provide a basis for a conclusion on the consolidated interim financial information.
Basis for disclaimer of conclusion
As mentioned in explanatory notes 1 and 11 to the interim condensed consolidated financial statements, on December 3, 2024, the Company filed a petition for judicial reorganization jointly with its wholly owned subsidiary InterCement Brasil S.A. – In Judicial Reorganization, and its indirect Parent Company Mover Participações S.A. – In Judicial Reorganization, and some of Group subsidiaries, which was accepted on December 5, 2024 by the judge of the 1st Bankruptcy and Judicial Reorganization Court of the District of the Capital of the State of São Paulo, pursuant to article 52 of Law 11.101/2005. The judicial reorganization was deemed a necessary step to enable the Company to rebalance its capital structure and to renegotiate its existing debts, including the overdue financial loans. On February 10, 2025, the Company submitted the judicial reorganization plan, establishing the terms and conditions proposed to enable the overcoming of the current economic and financial situation; however, as at the date of the condensed consolidated interim financial information, the judicial reorganization plan has not been approved by the creditors, and it is possible that the terms and conditions presented therein will be revised until its final approval at a General Meeting of Creditors, to be scheduled during the year 2025. Considering the Company's financial situation, which depends on the successful execution of its judicial reorganization plan, its ability to continue as a going concern is still uncertain.
Uma empresa-membro da Ernst & Young Global Limited

Due the fact that the Company depends on the successful execution of the judicial reorganization plan to overcome the current economic and financial situation, as mentioned in the paragraph above, we were unable to conclude whether the condensed consolidated interim financial information should be prepared based on the going concern basis of accounting, or if they should be prepared on another basis. The basis for preparing the condensed consolidated interim financial information, the need to recognize additional allowances and provisions, the sufficiency of the recorded allowances and provisions, measurement of trade payables, borrowings, financing and debentures, and their corresponding fair values, as well as the realization of non-current assets, including deferred tax assets and social contribution, as the existence of future taxable income against which the deductible temporary differences and tax losses carryforwards can be utilized is uncertain, depend on the completion and successful execution of the judicial reorganization plan, and are essential factors to the determination of the Company´s ability to continue as a going concern, and whether or not the corresponding assets and liabilities are appropriately measured and presented as at June 30, 2025.
The debentures issued by both the Company and its wholly owned subsidiary InterCement Brasil S.A. - In Judicial Reorganization, and the senior notes issued by the wholly owned subsidiary InterCement Financial Operations BV - In Judicial Reorganization, as mentioned in explanatory note 11, have been reclassified as current liabilities since May 2024, when the senior notes turned redeemable, as an agreement with the bondholders to extend the payments terms was not obtained, and the due to cross default clauses the debentures were also considered to be in default. Accordingly, the compliance with the existing financial covenants of the debentures and senior notes, currently in default, also depends on the success of the judicial reorganization plan, to be approved at the General Meeting of Creditors to be scheduled during 2025.
It is also worthy to mention that as at June 30, 2025, the Company incurred in losses from continuing and discontinued operations in the amount of BRL842,331 thousand (profit of BRL191,142 thousand as at June 30, 2024) and, according to the balance sheet ended on that date, the consolidated current liabilities exceeded the total current assets in the amount of BRL9,437,708 thousand (BRL8,635,141 thousand as at December 31, 2024). This scenario raises significant doubt to the Company's ability to continue as a going concern, and given the uncertainties referred to above, it was not possible to conclude on the use of the going concern basis of accounting as at June 30, 2025, nor to determine potential effects or adjustments to the condensed consolidated interim financial information on that date.

Disclaimer of conclusion
Due to the significance of the matters described in the paragraphs included in "Basis for disclaimer of conclusion" section of our report, we were unable to perform sufficient review procedures to provide a basis for a conclusion on these interim condensed consolidated financial statements. Consequently, we do not express a conclusion on this consolidated interim financial information.
São Paulo, October 22, 2025.
ERNST & YOUNG Auditores Independentes S/S Ltda. CRC SP-034519/O
Bruno M. Moretti Accountant CRC SP-321238/O

Intercement Participações S.A. - in judicial reorganization and subsidiaries
Condensed Consolidated Interim Financial Information
June 30, 2025
Index
| Condensed Consolidated Statements of Financial Position 4 |
|
|---|---|
| Condensed Consolidated Statements of profit or loss | 5 |
| Condensed Consolidated Statements of Comprehensive Income (loss) 6 |
|
| Condensed Consolidated Statements of Changes in Shareholders' Equity 7 |
|
| Condensed Consolidated Statements of Cash Flows | 8 |
| Notes to the Condensed Consolidated Interim Financial Information 9 |

Condensed Consolidated Statements of Financial Position as of June 30, 2025 and December 31, 2024
(In thousands of Brazilian Reais - BRL)
| ASSETS | Notes | 06.30.2025 | 12.31.2024 | LIABILITIES AND EQUITY | Notes | 06.30.2025 | 12.31.2024 |
|---|---|---|---|---|---|---|---|
| CURRENT ASSETS | CURRENT LIABILITIES | ||||||
| Cash and cash equivalents | 4 | 1,892,139 | 1,843,784 | Trade payables | 1,099,495 | 1,107,218 | |
| Trade receivables | 6 | 497,789 | 460,885 | Debentures | 11 | 8,234,813 | 8,328,633 |
| Inventories | 7 | 1,472,522 | 1,487,029 | Borrowings and financing | 10 | 497,771 | 183,332 |
| Recoverable taxes | 88,520 | 70,200 | Interest payable | 10 and 11 | 3,128,831 | 2,109,608 | |
| Other receivables | 96,653 | 79,368 | Leases liabilities | 14 | 76,184 | 76,011 | |
| 4,047,623 | 3,941,266 | Taxes payable | 171,795 | 425,631 | |||
| Payroll and related taxes | 137,856 | 210,889 | |||||
| Advances from customers | 42,563 | 51,795 | |||||
| Other payables | 96,023 | 83,290 | |||||
| Total current assets | 4,047,623 | 3,941,266 | Total current liabilities | 13,485,331 | 12,576,407 | ||
| NONCURRENT ASSETS | NONCURRENT LIABILITIES | ||||||
| Securities | 5 | 6,883 | 6,834 | Debentures | 11 | - | 402,598 |
| Trade receivables | 6 | 456 | 2,091 | Borrowings and financing | 10 | 6,263 | 18,914 |
| Inventories | 7 | 429,735 | 437,649 | Leases liabilities | 14 | 164,613 | 201,314 |
| Recoverable taxes | 115,036 | 109,820 | Provision for tax, civil and labor risks | 12 | 103,485 | 103,653 | |
| Deferred income tax and social contribution | 16 | 426,759 | 407,256 | Provision for environmental recovery | 85,842 | 86,355 | |
| Judicial deposits | 77,098 | 76,761 | Taxes payable | 55,140 | 26,294 | ||
| Derivatives | 22.9 | 8,598 | 7,571 | Deferred income tax and social contribution | 16 | 1,526,858 | 1,675,588 |
| Other assets and receivables | 85,751 | 124,379 | Other payables | 127,138 | 127,870 | ||
| Right-of-use assets | 14 | 206,520 | 246,445 | Total noncurrent liabilities | 2,069,339 | 2,642,586 | |
| Property, plant and equipment Intangible assets: |
8 | 7,798,815 | 8,567,942 | TOTAL LIABILITIES | 15,554,670 | 15,218,993 | |
| Goodwill | 9 | 3,717,876 | 3,718,381 | ||||
| Other intangible assets | 9 | 452,628 | 457,076 | SHAREHOLDER'S EQUITY | |||
| Total noncurrent assets | 13,326,155 | 14,162,205 | Capital | 15 | 2,562,966 | 2,562,966 | |
| Accumulated loss | (1,930,437) | (980,782) | |||||
| Other comprehensive loss | 15 | (937,113) | (1,030,935) | ||||
| Equity attributable to the Company's owners | (304,584) | 551,249 | |||||
| Non-controlling interests | 15 | 2,123,692 | 2,333,229 | ||||
| Total equity | 1,819,108 | 2,884,478 | |||||
| TOTAL ASSETS | 17,373,778 | 18,103,471 | TOTAL LIABILITIES AND EQUITY | 17,373,778 | 18,103,471 |

Condensed Consolidated Statements of profit or loss for the six-month period ended June 30, 2025 and 2024
(In thousands of Brazilian Reais – BRL except per loss per share)
| Notes | 06.30.2025 | 06.30.2024 | |
|---|---|---|---|
| CONTINUING OPERATIONS | |||
| NET SALES | 17 | 3,125,540 | 3,198,338 |
| COST OF SALES AND SERVICES | 18 | (2,486,021) | (2,552,843) |
| GROSS PROFIT | 639,519 | 645,495 | |
| OPERATING INCOME (EXPENSES) Selling expenses Administrative expenses Other income |
18 18 18 |
(154,234) (249,548) 18,404 |
(154,971) (200,416) 75,606 |
| INCOME BEFORE FINANCIAL INCOME (EXPENSES), INCOME TAX AND SOCIAL CONTRIBUTION | 254,141 | 365,714 | |
| FINANCIAL INCOME (EXPENSES) Foreign exchange losses Financial income Financial expenses |
19 19 19 |
(135,551) 315,520 (1,194,095) |
(136,037) 1,072,661 (820,288) |
| PROFIT (LOSS) BEFORE INCOME TAX AND SOCIAL CONTRIBUTION |
(759,985) | 482,050 | |
| INCOME TAX AND SOCIAL CONTRIBUTION Current Deferred |
16 16 |
(60,684) (21,662) |
(223,394) (91,435) 167,221 |
| PROFIT (LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS DISCONTINUED OPERATIONS |
(842,331) | ||
| PROFIT FOR THE PERIOD FROM DISCONTINUED OPERATIONS | 2.4 | - | 23,921 |
| PROFIT (LOSS) FOR THE PERIOD FROM CONTINUING AND DISCONTINUED OPERATIONS | (842,331) | 191,142 | |
| PROFIT (LOSS) FOR THE PERIOD ATTRIBUTABLE TO Company's owners Non-controlling interests |
(949,655) 107,324 |
(123,779) 314,921 |
|
| LOSS PER SHARE FROM CONTINUING OPERATIONS Basic/diluted loss per share |
21 | (17.94) | (2.79) |
| PROFIT (LOSS) PER SHARE FROM CONTINUING AND DISCONTINUED OPERATIONS Basic/diluted loss per share |
21 | (17.94) | (2.34) |

Condensed Consolidated Statements of Comprehensive Income (loss) for the six-month period ended June 30, 2025 and 2024
(In thousands of Brazilian Reais - BRL)
| Notes | 06.30.2025 | 06.30.2024 | |
|---|---|---|---|
| CONTINUING OPERATIONS | |||
| PROFIT (LOSS) FOR THE PERIOD FOR CONTINUED OPERATION | (842,331) | 167,221 | |
| Other comprehensive income: Items that will not be reclassified subsequently to profit or loss: Employee benefits Items that might be reclassified subsequently to profit or loss: |
- | (1,837) | |
| Effects of hyperinflationary monetary adjustment and Exchange differences from translation of foreign operations |
2.2 | (182,545) | 1,218,174 |
| Derivative and hedging transactions | - | (36,795) | |
| TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD | |||
| FROM CONTINUING OPERATIONS | (1,024,876) | 1,346,763 | |
| DISCONTINUED OPERATIONS | |||
| PROFIT FOR THE PERIOD FROM DISCONTINUED OPERATIONS | 2.4 | - | 23,921 |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD | |||
| FROM DISCONTINUED OPERATIONS | - | 23,921 | |
| COMPREHENSIVE INCOME (LOSS) FROM CONTINUING OPERATIONS ATTRIBUTABLE TO: |
|||
| Company's owners Non-controlling interests |
(855,833) (169,043) |
330,598 1,016,165 |
|
| COMPREHENSIVE INCOME / (LOSS) FROM CONTINUING AND DISCONTINUED OPERATIONS ATTRIBUTABLE TO: |
|||
| Company's owners Non-controlling interests |
(855,833) (169,043) |
354,519 1,016,165 |

Condensed Consolidated Statements of Changes in Shareholders' Equity for the six-month period ended June 30, 2025 and 2024 (In thousands of Brazilian Reais - BRL)
| Notes | Share capital | Other comprehensive income (loss) |
Accumulated profit / (losses) |
Total attributable to Company's owners |
Non-controlling interests |
Total equity | |
|---|---|---|---|---|---|---|---|
| BALANCE AS OF DECEMBER 31, 2023 (Recasted) |
2,562,966 | (1,539,722) | (176,829) | 846,415 | 915,254 | 1,761,669 | |
| Profit for the period |
- | - | (123,779) | (123,779) | 314,921 | 191,142 | |
| Other comprehensive income |
15 | - | 478,298 | - | 478,298 | 701,244 | 1,179,542 |
| Dividends declared noncontrolling interests to |
15 | - | - | - | - | (27,048) | (27,048) |
| BALANCE AS OF JUNE 30, 2024 |
2,562,966 | (1,061,424) | (300,608) | 1,200,934 | 1,904,371 | 3,105,305 | |
| BALANCE AS OF DECEMBER 31, 2024 |
2,562,966 | (1,030,935) | (980,782) | 551,249 | 2,333,229 | 2,884,478 | |
| Profit (loss) for the period |
- | - | (949,655) | (949,655) | 107,324 | (842,331) | |
| Other comprehensive income (loss) |
15 | - | 93,822 | - | 93,822 | (276,367) | (182,545) |
| Dividends declared to noncontrolling interests |
15 | - | - | - | - | (40,494) | (40,494) |
| BALANCE AS OF JUNE 30, 2025 |
2,562,966 | (937,113) | (1,930,437) | (304,584) | 2,123,692 | 1,819,108 |
Condensed Consolidated Statements of Cash Flows for the six-month period ended June 30, 2025 and 2024
(In thousands of Brazilian Reais - BRL)
| Notes | 06.30.2025 | 06.30.2024 | |
|---|---|---|---|
| CASH FLOW FROM OPERATING ACTIVITIES | |||
| Profit (Loss) before income tax and social contribution | (759,985) | 505,971 | |
| Adjustments to reconcile income before income tax and social contribution | |||
| with net cash generated by (used in) operating activities: | |||
| Depreciation, amortization and impairment losses | 18 | 377,865 | 367,712 |
| Recognition of expected credit losses, net | 1,920 | 2,118 | |
| Recognition of allowance for inventories, net | 1,392 | 3,570 | |
| Interest, accrued charges, and exchange differences | 1,014,126 | (116,337) | |
| Loss on sale of long-lived assets | 18 | (538) | (21,874) |
| Adjusment on the sale amount of Africa discontinued operations in 2023 | 2.4 | - | (23,921) |
| Other noncash operating losses, net | (6,052) | 24,727 | |
| Decrease (increase) in operating assets: | |||
| Related parties | 183 | 95 | |
| Trade receivables | (107,123) | (256,085) | |
| Inventories | (357,452) | (727,161) | |
| Recoverable taxes | (8,954) | (19,661) | |
| Other receivables | (27,380) | (7,651) | |
| Increase (decrease) in operating liabilities: | |||
| Related parties | 424 | 1,831 | |
| Trade payables | 128,673 | (62,753) | |
| Obligations from confirming | - | (12,124) | |
| Payroll and vacation payable | (47,599) | 11,565 | |
| Other payables | 220,303 22,754 |
370,164 12,338 |
|
| Taxes payable Cash generated by operating activities before income tax and interest paid |
|||
| Income tax and social contribution paid | 452,557 (239,946) |
52,524 (41,251) |
|
| Interest paid | (86,369) | (292,571) | |
| Net cash generated / (used) by operating activities | 126,242 | (281,298) | |
| CASH FLOW FROM INVESTING ACTIVITIES | |||
| Investments (redemption) in securities | (49) | 36,521 | |
| Purchase of property, plant and equipment | (293,690) | (308,910) | |
| Purchase of intangible assets | (32,606) | (22,941) | |
| Sale of fixed and financial assets | 2,735 | 26,092 | |
| Cash received from sale of property, plant and equipment and discontinued operations (Africa) | 2.4 | - | 49,208 |
| Other | (3,018) | (2,457) | |
| Net cash used in investing activities | (326,628) | (222,487) | |
| CASH FLOW FROM FINANCING ACTIVITIES | |||
| Borrowings, financing and debentures | 10 and 11 | 536,877 | 1,007,398 |
| Repayment of borrowings, financing and debentures | 10 and 11 | (158,802) | (800,802) |
| Dividends paid by Argentinian and Brazilian subsidiaries to non-controlling interests | (28,984) | (53,445) | |
| Payment of principal portion of lease liabilities | 14 | (37,098) | (58,776) |
| Other instruments | 48 | (2,163) | |
| Net cash generated in financing activities | 312,041 | 92,212 | |
| INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS) | 111,655 | (411,573) | |
| EXCHANGE RATE CHANGES IN CASH AND CASH EQUIVALENTS | (63,300) | 181,537 | |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD | 4 | 1,843,784 | 1,749,677 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | 4 | 1,892,139 | 1,519,641 |
INTERCEMENT PARTICIPAÇÕES S.A. - IN JUDICIAL REORGANIZATION AND SUBSIDIARIES Notes to the Condensed Consolidated Interim Financial Information for the six-month period ended June 30, 2025
(Amounts in thousands of Brazilian Reais - BRL, unless otherwise stated)
1. General Information
InterCement Participações S.A. – In Judicial Reorganization ("Company" or "ICP") is a privately-held company headquartered in the City of São Paulo, State of São Paulo, Brazil, engaged in holding equity interests and investments abroad, leading a business group operating in 2 countries ("ICP Group" or "Group"). Its parent company is Mover Participações S.A. – In Judicial Reorganization ("Mover"). The Group is primarily engaged in the manufacture and sale of cement and cement by-products, in addition to the extraction of the minerals used to manufacture these products.
The Company owns 22 cement plants, 17 concrete plants, and 2 aggregates plants, located in Brazil and Argentina, with an aggregate installed capacity of approximately 28 million tons per year. Additionally, in Brazil it holds participation in hydroelectric power generation equity interests and assets.
For the six-month period ended June 30, 2025, the Company reported a loss from continuing operations of BRL842,331 (profit of BRL 167,221 as of June 30, 2024), and a negative working capital of BRL9,437,708 (negative in BRL7,111,377 as of December 31, 2024). These results were mainly impacted by i) the substantial increase of the interest rates since 2021, particularly the Selic rate in Brazil, which has raised the cost of servicing loans, financing and debentures; ii) the recognition, from the second half of 2024 onwards, of interest and penalties due to the defaults on Brazilian debentures, as provided in the respective debt agreements (representing a non-recurring item), amounting to BRL461,163 in the six-month ended June 30, 2025; iii) a monetary gain of BRL201,599 from the hyperinflationary adjustments in financial results in Argentina, which was BRL820,606 lower than the gain registered in the second quarter of 2024, and iv) the reclassification as current liabilities of the principal and interest installments of the Company's senior notes, which were due in July, 2024, and the debentures issued by Intercement Brasil – In Judicial Reorganization and Intercement Participações – In Judicial Reorganization (overdue as referred senior notes were not refinanced by July 15, 2024), while the Group continued to negotiate with creditors new terms for these debts - see Note 11 for further information.
Considering the results achieved in the six-month period ended on June 30, 2025, as well as the review of the most plausible assumptions utilized in the Company's business plan and budget for 2025 – which already include the conditions proposed in the judicial reorganization plan, as detailed below, management expects the recovery of the gross margin and a slight increase in cash generation throughout 2025 in Brazil. This involves certain already implemented cost containment measures, as well as maintaining our market share, particularly in the most strategic regions of operations. This assessment encompasses, apart from the actions undertaken by the management itself, considerations regarding certain macroeconomic assumptions that lie beyond the Company's purview, such as potential reductions in pet coke costs (already being reflected in the costs incurred in 2024 and in the first months of 2025), the continued expectation of an increase in cement sales volume as well as the resumption of sales price adjustment, the exchange rate (BRL/USD) and the Selic rate, also considering the competitive environment, as well as the Company's ability to conclude its restructuring process as indicated below.
In relation to Argentina, the most recent forecasts for the Argentine economy in 2025 anticipate a GDP expansion of 5%, in line with the positive trend observed in the fourth quarter of 2024, when a growth of 2.1% was recorded. These projections are conditional on the consolidation of the economic model and the overcoming of the macroeconomic and political challenges still in place. In this context, the cement industry continues its gradual recovery, showing a year-on-year improvement in the level of activity. A scenario of sustained economic growth and normalization of the main variables would allow for a stronger recovery of volumes in the coming quarters.

Judicial Reorganization
As previously informed to the market, the Company and certain other entities within its economic group have been actively working to restructure their financial obligations. These efforts included signing exclusivity agreements in 2024 for the potential sale of 100% of the Company's share capital, as well as initiating the Judicial Reorganization process in December. In this context, throughout 2024 and in the six-month period ended June 30, 2025, the following actions took place:
- (i) The protective injunction in support of the collective mediation procedure with the main financial creditors, as reported in the Material Fact disclosed on July 15, 2024, that provided for the suspension, for a period of 60 days, of the enforcement measures related to obligations to pay principal and interest instalments of that indebtedness subject to the mediation process that was initiated on that date, and included both outstanding debentures and Senior Notes, the latter of which matured and were due and payable on July 17, 2024.
- (ii) The out-of-court reorganization process, as reported in the Material Fact disclosed on September 16, 2024, submitting an out-of-court reorganization plan in Brazilian Courts, together with its subsidiaries, InterCement Brasil S.A. – In Judicial Reorganization ("ICB"), InterCement Financial Operations B.V. – In Judicial Reorganization ("IC BV"), InterCement Trading e Inversiones S.A. – In Judicial Reorganization ("ITI"), and InterCement Trading e Inversiones Argentina S.L. – In Judicial Reorganization ("ITI Arg"), to implement a restructuring of their outstanding indebtedness, which agreement was not entered into.
- (iii) On December 3, 2024, the Company filed a petition for judicial reorganization in the Bankruptcy and Judicial Reorganization Courts of the District of São Paulo, together with its Parent company, Mover, and certain of its subsidiaries, namely ICB, IC BV, ITI, and ITI Arg. This measure aimed to guarantee a stable environment for the filing companies to keep generating value for customers, employees, suppliers, partners and other stakeholders.
- (iv) On December 5, 2024, the judge of the 1st Bankruptcy and Judicial Reorganization Court of the District of the Capital of the State of São Paulo granted the processing, jointly, of the request for judicial reorganization filed by the Company and its Parent Company, Mover and other entities within its economic group, pursuant to Article 52 of Law 11.101/2005 ("LFR"). The court decision to grant the request, among other measures, determined the following:
- (a) the appointment of Deloitte Touche Tohmatsu Consultores Ltda. to act as judicial administrator;
- (b) the suspension of all actions and executions against the Intercement Group, as well as the prohibition of any form of retention, seizure, attachment, sequestration, search and seizure and judicial or extrajudicial constriction on its assets, arising from judicial or extrajudicial demands whose credits or obligations are subject to Judicial Reorganization, under the terms of art. 6 and 52, item IIII, of the LFR;
- (c) issuing a public notice, pursuant to Article 52, paragraph 1 of the LRF, for the presentation of claims and/or divergences of claims within the scope of the Judicial Reorganization process;
- (d) the presentation of the Company's proposed judicial reorganization plan within 60 (sixty) days of the publication of the court decision, pursuant to Article 53 of the LFR.
- (v) On February 10, 2025, the Company submitted its first Judicial Reorganization Plan ("Plan") as part of the ongoing Judicial Reorganization process involving the Company and certain other entities within its economic group, filed under No. 1192002-34.2024.8.26.0100, in accordance with Article 53 of LFR. The Plan established the proposed terms and conditions aimed at overcoming the Company's current economic and financial challenges, ensuring the business continuity and preserving value. The primary restructuring measures under consideration included adjusting the Company's payment capacity through modifications to payment terms, charges and methods.
Agreement in principle with creditors and the suspension of the General Meeting of Creditors
On July 24, 2025, during the Creditors' General Meeting, the Company entered into an agreement in principle with a group of bondholders, debenture holders of the InterCement Group, and holders of credits against Mover, representing a substantial majority of the InterCement Group's financial creditors, regarding a potential consensual restructuring of the Mover Group.
The Agreement in principle reached on that date was subject to a consensual agreement between the parties on definitive documentation, necessary corporate approvals, satisfactory tax analysis, an efficient structure for the implementation of the operation that protects the liquidity of the Mover Group and the expected returns of the creditors, completion of due diligence, and other usual terms and conditions. In order to allow an extended period for the parties to negotiate and agree on the definitive documentation, the creditors approved to suspend the ongoing General Meeting of Creditors until September, when it was closed, a new Meeting was called and the stay period extension for 30 days was approved.
Approval of the Judicial Reorganization Plan
On October 5, 2025, (i) the new version of the InterCement Group's judicial reorganization plan ("Plan") and (ii) the new version of the joint judicial reorganization plan for Mover, Sucea, and Sincro were presented, the content of which reflected the agreement in principle reached with a substantial portion of the Mover Group's financial creditors.
On October 6, 2025, the Plan was approved at a general creditors' meeting ("AGC"), pursuant to Article 45 of the LFR, with the support of more than 99% of the creditors and credits of each class. The judicial reorganization plan presented by Mover, Sucea, and Sincro was also approved by their respective creditors. Considering the cash flow scenario based on the approved Plan and the debt restructuring provided for in the Plan (yet to be confirmed by the Court), the current negative working capital situation may be overcome in the near future.
In this context, the Company deems it appropriate to apply the going concern assumption in the preparation of its consolidated financial statements for the six-month ended June 30, 2025. This position will be reassessed on a quarterly basis, as the ratification of the plan by the Court is still pending, and, subsequently, other conditions precedent to the Plan full effectiveness will need to be completed, including the election of options by the creditors.
The Company also reaffirms its confidence in the Group's operational strength, believing that, after the approval and ratification of the Plan (see note 24), it will be possible to implement a structured and definitive solution to restore economic and financial balance, aiming to sustain solid operational performance and resume the growth of its activities.
Disinvestment of Mozambique and South Africa business segments
Mozambique and South Africa segment
On June 27, 2023, the Company reached out an agreement with Huaxin Cement Co. Ltd., regarding the sale of the corresponding businesses, collectively, the "African Business", which was concluded definitively in December 2023, upon the receipt of the provisional selling price of BRL1,121,066 (US\$231,563). In April, 2024, the Company and the Buyer reached out to an agreement on the adjustment to be paid in the context of the divestment of the African assets, which amounted to BRL49,208 (US\$9,887) and included the reimbursement of investments made by the Company in the expansion of Nacala plant in Mozambique. Subsequently, on May 13, 2024, this amount was received by the Company. On June 28, 2024, in the context of an arbitration proceeding in Mozambique, we were notified of an indemnification charge in respect of an ongoing dispute, with a preliminary amount of BRL25,287 (US\$4,924 thousand) and reached a final deal with the buyer for a settlement in the amount of BRL21,499 (US\$ 4,000 thousand), paid in October, 2024.
IFRS 5 application
As required by International Financial Reporting Standards 5 ("IFRS 5") "Non-Current Assets Held for Sale and Discontinued Operation", the results for the six-month period ended June 30, 2024 arising from Mozambique and South Africa were presented as "discontinued operations" in the Condensed Consolidated Statements of profit and loss as of June 30, 2025 (for further information, see Note 2.4 below).
2. Basis of Preparation and Significant Accounting Policies
2.1. Basis of preparation
The condensed consolidated interim financial information as of and for the six-month period ended June 30, 2025 has been prepared based on the International Standard IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), which allows the entities to present selected notes to the financial statements, in cases of redundant information already disclosed in the Annual Financial Statements. Accordingly, this Interim Financial Information should be read together with Company´s consolidated financial statements for the year ended December 31, 2024.
All relevant information in the financial statements is being evidenced and corresponds to that used by management in the conduct of the Company.
2.2. Significant accounting policies
The accounting policies adopted are consistent with those considered in the consolidated financial statements for the year ended as of December 31, 2024 and disclosed in the corresponding notes.
Reference also to the application of hyperinflation accounting for our Argentinean subsidiaries. As described in the consolidated financial statements as of for the year ended December 31, 2024, Note 2.1 - Note on the accounting practice for the effects of inflation on the financial statements of Loma Negra CIASA, applying IAS 29 rules requires that the financial statements recorded in a hyperinflationary currency are adjusted by applying a general price index and expressed in the measuring unit (the hyperinflationary currency) current at the end of the reporting period prior to conversion to the Company´s functional currency.
As a result of the above, our condensed consolidated interim financial information for the six-month period ended June 30, 2025, reflects an equity increase of BRL548,396 (BRL1,431,721 for the sixmonth period ended June 30, 2024), with reference to the opening balance, reported in other comprehensive income (loss), and also the positive monetary adjustment for the six-month period ended June 30, 2025, presented in financial income, in the amount of BRL201,599 (BRL1,022,205 for the six-month period ended June 30, 2024), see Note 19.
2.3. Functional, reporting and presentation currencies
The Company's functional currency is the Brazilian Reais. As prescribed by IAS 21, paragraph 38 - The Effects of Changes in Foreign Exchange Rates, the Company may present its financial information in any currency. Considering the sale of the African operations in 2023, Group's current capital and operating structure, and the fact the main shareholder publishes its financial statements in Brazilian Reais, as from 1Q'24 the Company considers the presentation currency for the purposes of the filing in Singapore to be the same as the functional currency.
Accordingly, the annual financial statements for the year ended December 31, 2023, previously prepared in U.S. Dollars and released on April 10, 2024, were also being presented in Brazilian Reais following requirements of IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors, once the change in the presentation currency represents a change in accounting policies. The comparative financial information is identified as "Recasted" to indicate the changes from the previously presented financial information.
For the translation into the presentation currency, changes in equity were translated from functional currency considering the historical exchange rates of each transaction. The financial position was translated from functional currency considering the closing exchange rates of the reporting periods, while the statements of profit or loss, comprehensive income (loss) and cash flows were translated considering the average exchange rates of the reporting periods.

The main exchange rates used to translate the financial information were as follows:
| Closing exchange rate (R\$) | Average exchange rate (R\$) | |||||
|---|---|---|---|---|---|---|
| Currency | 06.30.2025 | 06.30.2025 | 06.30.2024 | |||
| USD | US Dollar | 5.45654 | 6.19232 | 5.84811 | 5.08501 | |
| EUR | Euro | 6.42180 | 6.43630 | 6.28737 | 5.49755 | |
| ARS | Argentinian Peso (*) | 0.00458 | 0.00600 | 0.00458 | 0.00610 |
(*) As a result of the application of IAS 29, non-monetary assets and liabilities, shareholders' equity and statement of profit or loss of subsidiaries operating in highly inflationary economies shall be expressed in terms of the unit of measurement current at the balance sheet date and translated at the period-end exchange rate (rather than the average rate), thus resulting in year-to-date effects on the statement of profit or loss of both inflation and currency conversion.
2.4. IFRS 5 - Non-current Assets Held for Sale and Discontinued Operations
As a result of the classification in 2023 of our segments in South Africa and Mozambique as discontinued operations (See Note 1), the price adjustment of the sale of these African assets, agreed upon between the company and the buyer amounted to BRL23,921 (US\$4,963 thousand), of which BRL49,208 (US\$9,887 thousand) received on May 13, 2024. Thus, in the six-month ended June 30, 2024, this preliminary impact of 2024 was presented in a single line in the condensed consolidated statements of profit or loss under the caption "Profit / (Loss) for the period from Discontinued Operations.
3. Critical Accounting Judgments and Key Sources of Estimation Uncertainties
Estimates and judgments are continually evaluated and are based on historical experience and on other factors, including expectations of future events that are believed to be reasonable under the current circumstances. There were no changes in relation to what was presented in Note 2.3 to the Company's Consolidated Financial Statements as of December 31, 2024.
4. Cash and Cash Equivalents
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Cash and bank accounts | 152,929 | 107,792 |
| Short-term investments | 1,739,210 | 1,735,992 |
| Total cash and cash equivalents | 1,892,139 | 1,843,784 |
Short-term investments were as follows:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Short Term Investment in Brazilian Reais (a) Short-term investments in foreign subsidiaries: |
1,590,986 | 1,585,915 |
| Investment fund in Argentinean Pesos (b) | 12,003 | 3,087 |
| Short-term investments in U.S. Dollars (c) | 14,718 | 384 |
| Short-term investments in U.S Dollars (d) | 121,503 | 146,606 |
| 1,739,210 | 1,735,992 |

- a) Short-term investments in Brazilian Reais have a yield between 98% and 101.1% of interbank interest rate "CDI" per year (93% and 101.5% per year as of December 31, 2024).
- b) Represents short-term investments in Argentinean pesos with interest of 29.52% per year (30.99% per year as of December 31, 2024).
- c) Short-term investments in U.S. Dollars with interest of 1.73% per year held by Argentinian segment (0.19% per year as of December 31, 2024).
- d) Short-term investments in U.S. Dollars with interest of 3.36% per year held by our subsidiary in Spain (3.36% per year as of December 31, 2024).
Short-term investments are available for immediate withdraws, without significant risks of changes in value.
5. Securities
Securities are classified as financial assets, as follows:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Market investments | 6,883 | 6,834 |
| Total | 6,883 | 6,834 |
"Market investments" are held by the Brazilian subsidiaries, which are composed by (i) investments in Brazilian Reais amounting BRL962 (BRL 913 as of December 31, 2024) yielding 101% of interbank interest rate "CDI" per annum; and (ii) remaining amount of BRL5,921 composed by escrow accounts that do not bear interests (BRL5,921 as of December 31, 2024).
6. Trade Receivables
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Current | ||
| Domestic and foreign customers | 544,156 | 507,114 |
| (-) Expected Credit Losses | (46,367) | (46,229) |
| Trade receivables | 497,789 | 460,885 |
| Noncurrent | ||
| Domestic and foreign customers | 456 | 2,091 |
| Trade receivables | 456 | 2,091 |
7. Inventories
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Current: | ||
| Finished products | 81,734 | 82,155 |
| Work in process | 421,823 | 389,744 |
| Supplies, raw material and consumable | 868,978 | 924,383 |
| materials Fuel |
185,973 | 178,602 |
| Advances to suppliers | 14,110 | 20,715 |
| Packaging and other | 13,656 | 7,933 |
| Allowance for impairment losses | (113,752) | (116,503) |
| Total | 1,472,522 | 1,487,029 |
| Noncurrent: | ||
| Supplies and consumable materials | 457,033 | 464,189 |
| Allowance for impairment losses | (27,298) | (26,540) |
| Total | 429,735 | 437,649 |
8. Property, Plant and Equipment
| 12.31.2024 | ||||
|---|---|---|---|---|
| Cost | Depreciation & Impairment |
Net book value Net book value | ||
| Land | 245,325 | (66,887) | 178,438 | 188,414 |
| Buildings | 4,256,173 | (2,966,715) | 1,289,458 | 1,427,995 |
| Machinery and equipment | 11,051,826 | (6,258,375) | 4,793,451 | 5,349,066 |
| Vehicles | 924,847 | (844,503) | 80,344 | 97,320 |
| Furniture and fixtures | 266,875 | (260,535) | 6,340 | 7,599 |
| Mines and ore reserves | 1,838,616 | (1,426,572) | 412,044 | 472,301 |
| Reservoirs, dams and feeders | 269,229 | (142,546) | 126,683 | 136,260 |
| Spare parts | 118,726 | (33,732) | 84,994 | 94,543 |
| Other | 78,622 | (63,866) | 14,756 | 12,334 |
| Advances to suppliers | 80,366 | (17,373) | 62,993 | 62,853 |
| Construction in progress | 1,290,400 | (541,086) | 749,314 | 719,257 |
| Total | 20,421,005 | (12,622,190) | 7,798,815 | 8,567,942 |

Construction in progress
As of June 30, 2025, construction in progress mainly relates to: (i) BRL370,478 (BRL328,964 as of December 31, 2024) in Argentinian business segment mainly explained by an adaptation of the bagging process for cement bags from 50kg to 25kg (according to legal requirements), and in quarry roads and railways; and (ii) BRL378,836, net of impairment losses of BRL541,086 (BRL390,293 as of December 31, 2024, net of impairment losses of BRL531,612), in Brazilian business segment mainly due to projects for expansion of units and improvements in the production process, which are temporarily suspended and adjusted to recoverable value. Impairment losses are revised on an annual basis and might be reversed once the expansion projects are finalized and the expected future cash flows are sufficient to cover their respective costs.
In addition, in Brazil business segment, two cement plants were given as guarantee in the context of "CADE" litigation, as referred in Note 12.
Changes in property, plant and equipment were as follows:

| Land | Buildings | Machinery and equipment |
Vehicles | Furniture and fixtures |
Mines and ore reserves |
Reservoirs, dams and feeders |
Spare parts | Other | Construction in progress |
Advances to suppliers |
Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of December 31, 2023 | 144,606 | 907,124 | 3,088,223 | 41,544 | 4,778 | 202,205 | 144,357 | 31,039 | 15,076 | 480,027 | 62,990 | 5,121,969 |
| Effects of hyperinflationary monetary | ||||||||||||
| adjustment (Note 2.1) | 29,964 | 384,385 | 1,621,413 | 33,294 | 2,593 | 164,354 | - | 29,469 | 3,039 | 77,675 | - | 2,346,186 |
| Variação de perímetro | - | - | - | - | - | - | - | - | - | - | - | - |
| Additions | 302 | 1,455 | 10,807 | - | - | - | - | 14,487 | 101 | 289,033 | - | 316,185 |
| Disposals | (235) | - | (1) | (39) | (1) | - | - | (645) | - | - | (143) | (1,064) |
| Depreciation | (229) | (45,969) | (201,066) | (12,208) | (1,299) | (23,920) | (4,048) | (3,029) | (1,564) | - | - | (293,332) |
| Impairment reversal (provision) | - | - | - | - | - | - | - | (242) | - | (8,506) | - | (8,748) |
| Effect of changes in exchange rates | 1,164 | 8,717 | 3,264 | 754 | 59 | 3,627 | - | 34,047 | 47 | 1,715 | - | 53,394 |
| Assets classified as held for sale | 10 | 13 | 442 | - | - | - | - | - | - | - | - | 465 |
| Transfers | - | 30,656 | 185,475 | 16,457 | 376 | 41,088 | - | 14,230 | 2,216 | (297,114) | - | (6,616) |
| Discontinued operations (Note 2.4) | - | - | - | - | - | - | - | - | - | - | - | - |
| Balance as of June 30, 2024 | 175,582 | 1,286,381 | 4,708,557 | 79,802 | 6,506 | 387,354 | 140,309 | 119,356 | 18,915 | 542,830 | 62,847 | 7,528,439 |
| Balance as of December 31, 2024 | 188,414 | 1,427,995 | 5,349,066 | 97,320 | 7,599 | 472,301 | 136,260 | 94,543 | 12,334 | 719,257 | 62,853 | 8,567,942 |
| Effects of hyperinflationary monetary | 686 | 872 | ||||||||||
| adjustment (Note 2.1) | 9,272 | 115,917 | 486,294 | 11,204 | 54,455 | - | 9,327 | 37,910 | - | 725,937 | ||
| Additions | - | 19 | 10,903 | - | - | - | - | 8,129 | 61 | 299,479 | 139 | 318,730 |
| Disposals | - | (8) | (163) | (225) | (7) | - | - | (1,774) | - | - | - | (2,177) |
| Depreciation | (199) | (42,512) | (211,786) | (9,247) | (1,039) | (33,704) | (2,594) | (4,429) | (1,773) | - | - | (307,283) |
| Impairment reversal (provision) | - | - | - | - | - | - | - | (12) | - | (9,474) | - | (9,486) |
| Effect of changes in exchange rates | (19,049) | (238,056) | (979,966) | (23,008) | (1,410) | (111,806) | - | (19,152) | 1,865 | (103,404) | - | (1,493,986) |
| Transfers | - | 26,103 | 139,103 | 4,300 | 511 | 30,798 | (6,983) | (1,638) | 1,397 | (194,454) | 1 | (862) |
| Balance as of June 30, 2025 | 178,438 | 1,289,458 | 4,793,451 | 80,344 | 6,340 | 412,044 | 126,683 | 84,994 | 14,756 | 749,314 | 62,993 | 7,798,815 |

Additions
Argentina business segment:
Investments in the total amount of BRL138,585 for the six-month period ended June 30, 2025 (BRL146,386 for the six-month period ended June 30, 2024), primarily due to the increase of the quarry recovery amounting to BRL30,808 (BRL41,056 for the six-month period ended June 30, 2024), the packaging adaptation project for 25 kg bags reaching BRL70,153 (BRL43,496 for the six-month period ended June 30, 2024), improvements in railways and locomotives of BRL11,807 (BRL5,638 for the sixmonth period ended June 30, 2024), improvements in cement plants of BRL5.975 (including L'amali, Olavarria and Zapala) (BRL17,784 for the six-month period ended June 30, 2024 including L'amali, San Juan and Zapala), spare parts replacements of BRL14,278 (BRL19,989 for the six-month period ended June 30, 2024 and an upgrade in the control system of BRL8,003 for the six-month period ended June 30, 2024.
Brazil business segment:
Investments totalling BRL180,145 for the six-month period ended June 30, 2025 (BRL169,799 for the sixmonth period ended June 30, 2024), mainly refer to the acquisition of machinery and equipment for the plants ordinary maintenance, such as flour addition system, kiln parts, clinker coolers, cyclone towers and mill parts.
Impairment
The Group performs its property, plant and equipment impairment test annually or when the circumstances indicate that the carrying amount may be impaired.
The Group's impairment test for property, plant and equipment is based on estimates of the recoverable amount per cash-generating unit, as the higher of fair value less cost to sell and value in use. To estimate the value in use, the estimated future cash flows are discounted using a discount rate that reflects market appreciations at the end of the period regarding the time value of money considering the risks specific to the assets involved.
The Group has considered various factors when reviewing the impairment indicators, such as market capitalization, participation in each of the operating segments, unused installed capacity, trends in industry, among other factors.
As of June 30, 2025, for the determination of the value in use, the Company considered as part of the projections, the terms included in the judicial reorganization plan, which was approved at the creditors' general meeting on October 6, 2025, (further commented in Note 1 above). Considering these cash generation projections, no additional impairment loss provision was deemed necessary (on top of already recognized provisions for specific assets, due their market value depreciation, and mothballed plants, mainly in Brazil).
Transfers
As of June 30, 2025, there are transfers from property, plant and equipment to other intangible assets in the amount of BRL862 (BRL 6,616 for the six-month period ended June 30, 2024).

9. Other intangible assets and goodwill
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Other intangible assets: | ||
| Software licenses | 47,824 | 37,919 |
| Mining rights and concession related assets | 371,029 | 365,529 |
| Project development costs | 623 | 742 |
| Trademarks, patents, other intangibles and intangible in progress | 33,152 | 52,886 |
| Total | 452,628 | 457,076 |
| 06.30.2025 | 12.31.2024 | |
| Goodwill per operating segments: | Goodwill | Goodwill |
| Brazil | 2,748,644 | 2,748,644 |
| Argentina | 969,232 | 969,737 |
| 3,717,876 | 3,718,381 |
Goodwill is subject to impairment tests annually in the last quarter of the year, or whenever there are indications of impairment. The impairment tests are prepared based on the recoverable amounts of each of the corresponding business segments (cash generating units as indicated in Note 23). As of June 30, 2025, there are no relevant indicators that goodwill could be impaired, even considering Company's going concern assessment in line with the judicial reorganization plan, further commented in Note 1 above.
Changes in intangible assets for the six-month period ended June 30, 2025 and 2024 were as follows:
| Software licenses |
Mining rights and concession related assets |
Project development costs |
Trademarks, patents, other intangibles and intangible in progress |
Goodwill | Total | |
|---|---|---|---|---|---|---|
| Balance as of December 31, 2023 | 26,366 | 372,503 | 574 | 45,697 | 3,716,131 | 4,161,271 |
| Effects of hyperinflationary monetary adjustment (Note 2.1) | 7,715 | - | - | - | 1,547 | 9,262 |
| Additions | 983 | 1,728 | - | 20,230 | - | 22,941 |
| Disposals | (37) | - | - | (50) | - | (87) |
| Amortization | (8,184) | (19,247) | (167) | (2,133) | - | (29,731) |
| Effect of changes in exchange rates | 174 | - | - | - | 35 | 209 |
| Transfers | 14,817 | 19,564 | 287 | (28,052) | - | 6,616 |
| Balance as of June 30, 2024 | 41,834 | 374,548 | 694 | 35,692 | 3,717,713 | 4,170,481 |
| Balance as of December 31, 2024 | 37,919 | 365,529 | 742 | 52,886 | 3,718,381 | 4,175,457 |
| Effects of hyperinflationary monetary adjustment (Note 2.1) | 2,003 | - | - | - | 479 | 2,482 |
| Additions | 12,571 | 2,251 | - | 17,784 | - | 32,606 |
| Amortization | (10,005) | (23,963) | (119) | (1,718) | - | (35,805) |
| Effect of changes in exchange rates | (4,114) | - | - | - | (984) | (5,098) |
| Transfers | 9,450 | 27,212 | - | (35,800) | - | 862 |
| Balance as of June 30, 2025 | 47,824 | 371,029 | 623 | 33,152 | 3,717,876 | 4,170,504 |
As of June 30, 2025, transfers in Trademarks, patents and others in the amount of BRL35,800 (BRL28,052 as of June 30, 2024) refers to intangible in progress items.
For the six-month period ended June 30, 2025, additions mainly refer to software acquisitions amounting to BRL6,918 and overburden removal of BRL11,486 (BRL4,663 and BRL12,311 for the six-month period ended June 30, 2024, respectively).

10. Borrowings and Financing
| 06.30.2025 | 12.31.2024 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Functional Currency |
Business unit |
of financing Type |
Currency | Annual Interest rates |
Maturity | Current | Noncurrent | Current | Noncurrent |
| ARS | U.N. Argentina |
Working capital |
ARS | 30,55%-42.30% | Aug-25 | 437,372 | - | 83,607 | - |
| ARS | U.N. Argentina |
Working capital |
USD | 6.25%-7.50% | Ago-25/Ago-26 | 38,741 | 6,263 | 68,072 | 18,914 |
| BRL | U.N. Brazil |
Bilateral | BRL | IPCA - 5,49% |
Jul-26 | 21,658 | - | 31,653 | - |
| 497,771 | 6,263 | 183,332 | 18,914 |

As of June 30, 2025, the incurred interest expenses classified as current liabilities and presented as 'Interest payable' amount to BRL861 and as of December 31, 2024, there are no incurred interest expenses related to those financing agreements.
Changes in Borrowings and Financing (principal amounts) for the six-month period ended June 30, 2025 and 2024 were as follows:
| Borrowings and financing | |
|---|---|
| Balance as of December 31, 2023 | 135,689 |
| New borrowings and financing | 1,007,398 |
| Payments | (800,802) |
| Effect of changes in exchange rates | (863) |
| Balance as of June 30, 2024 | 341,422 |
| Balance as of December 31, 2024 | 202,246 |
| New borrowings and financing | 536,877 |
| Payments | (158,802) |
| Effect of changes in exchange rates | (76,287) |
| Balance as of June 30, 2025 | 504,034 |
Maturity schedule
As of June 30, 2025, the non-current portion of the borrowings and financing related to the continuing operations mature as follows:
| Period | 06.30.2025 |
|---|---|
| 2026 | 6,263 |

11. Debentures
| 06.30.2025 | 12.31.2024 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Business unit | Instrument | Currency | Annual interest rate | Final maturity | Current | Noncurrent | Current | Noncurrent | |
| Holdings and Financial Vehicles (*) | Senior Notes |
USD | 5.75% | July-24 | a) | 3,002,122 | - | 3,406,930 | - |
| Holdings and Financial Vehicles (*) | Debenture | BRL | CDI + 3.75% |
June-27 | b) | 1,778,999 | - | 1,778,999 | - |
| U.N. Brazil | Debenture | BRL | CDI + 3.75% |
June-27 | b) | 1,698,762 | - | 1,698,055 | - |
| U.N. Brazil | Debenture | BRL | CDI + 3.75% |
June-27 | c) | 1,000,000 | - | 1,000,000 | - |
| U.N. Argentina | Senior Notes |
USD | 6.5% | December-25 | d) | 400,255 | - | 444,649 | - |
| U.N. Argentina | Senior Notes |
USD | 7.49% | March-26 | e) | 300,110 | - | - | 340,675 |
| U.N. Argentina | Senior Notes |
USD | 6% | May-26 | f ) |
54,565 | - | - | 61,923 |
| 8,234,813 | - | 8,328,633 | 402,598 |
(*) Takes into consideration the set of companies included in the holding companies segment and business support, corporate, and trading entities.
- (a) In July 2014, the Senior Notes ("Notes") were issued by IC BV, with a payment maturity of 10 years. The notes in the amount of US\$750.000 thousand were launched with coupon of 5.75% per annum and are listed at the Singapore Stock Exchange. As of June 30, 2025 and December 31,2024, the Group hold bonds at the face value of BRL1,090,282 and BRL1,237,295, respectively, (US\$199,812 thousand).
- (b) On June 8, 2020, the Company issued two Debentures, one by ICP in the amount of BRL2,976,666 and another by ICB in the amount of BRL1,700,161. The interest expenses are presented separately in the statements of financial position as 'Interest payable'. These instruments are guaranteed by Loma Negra shares held by the Company and were scheduled to be mandatorily redeemed in May 2024 if the Company was unable to refinance its existing Senior Notes maturing on July 17, 2024.
In accordance with the financial contractual clauses, the maturity of the instalments was accelerated, resulting in the entire debt being classified as short-term as presented above. Overdue debts are subject to a non-compensatory late penalty of 2% on the past due amount. The late payment interest will accrue from the date of default until the date of actual payment, at a rate of 1% per month on the outstanding amount. Based on the accrual accounting principle, as of June 30, 2025 the company recognized late penalty and interest in current liabilities the accumulated amount of BRL359,978 for ICB and BRL349,796 for ICP. In the six-month period ended June 30, 2025 the company recognized in financial expenses the amount of BRL180,119 for ICB and BRL175,102 for ICP (see Note 19).
(c) On September 30, 2021, ICB issued new Debentures in the amount of BRL1,000,000. The commission fees were BRL 9,223 and are being amortized during the lifetime of the loan using the effective interest method and the interest expenses are presented separately in the statements of financial position as 'Interest payable'. These instruments are guaranteed by Loma Negra shares held by the Company and were scheduled to be mandatorily redeemed in May 2024 if the Company was unable to refinance its existing Senior Notes maturing on July 17, 2024.
In accordance with the financial contractual clauses, the maturity of the instalments was accelerated, resulting in the entire debt being classified as short-term as presented above. Overdue debts are subject to a non-compensatory late penalty of 2% on the past due amount. The late payment interest will accrue from the date of default until the date of actual payment, at a rate of 1% per month on the outstanding amount. Based on the accrual accounting principle, as of June 30, 2025 the company recognized late penalty and interest in current liabilities the accumulated amount of BRL211,730 for ICB. In the six-month period ended June 30, 2025 the company recognized in financial expenses the amount of BRL105,942 for ICB (see Note 19).
- (d) On June 21, 2023, Loma Negra tendered its Class 2 Negotiable Obligations, obtaining as a result a face value of BRL400,255 (US\$71,723 thousand) with interest rate of 6.5%, and a 30-month maturity.
- (e) On September 1, 2023, Loma Negra tendered its Class 3 Negotiable Obligations, obtaining as a result a face value of BRL300,110 (US\$55,000 thousand) with interest rate of 7.49%, and a 30-month maturity.
- (f) On November 1, 2023, Loma Negra tendered its Class 4 Negotiable Obligations, obtaining as a result a face value of BRL54,565 (US\$10,000 thousand) with interest rate of 6.5%, and a 30-month maturity.

As of June 30, 2025 and December 31, 2024, the incurred interest expenses classified as current liabilities and presented as 'Interest payable' amount to BRL3,127,970 and BRL2,109,608, respectively.
Changes in debentures and senior notes (principal amounts) in the six-month period ended June 30, 2025 and 2024 were as follows:
| Debentures | |
|---|---|
| Balance as of December 31, 2023 | 7,948,444 |
| Effect of changes in Exchange rates, comissions and other | 501,814 |
| Balance as of June 30, 2024 | 8,450,258 |
| Balance as of December 31, 2024 | 8,731,231 |
| Effect of changes in exchange rates | (496,418) |
| Balance as of June 30, 2025 | 8,234,813 |
Covenants
Debentures and Senior Notes contain certain restrictive covenants that require compliance with financial ratios calculated based on the Company's consolidated financial statements.
Debentures
The financial covenants are measured by the Net Debt over Adjusted EBITDA. The leverage indicator limits for the closing periods are 3.85x in 2024 and 3.35x from 2025 until 2027.
Also, for the new debentures issued on September 30, 2021, the Company agreed with the debenture holders' compliance with net leverage, measured by the Net Debt over Adjusted EBITDA based on consolidated financial information of ICB (Company's subsidiary in Brazil). The leverage ratio limits for closing periods are 2.50x in 2024 and 2.00x from 2025 until 2027.
As of December 31, 2023, management obtained a waiver for the obligation to comply with these financial covenants as formally approved by the Debenture holders General Meeting on December 7, 2023. As of June 30, 2025 and December 31, 2024, the compliance with covenants clauses was subject to the stay determined by the Court in the context of the judicial reorganization process. Given that the Judicial Reorganization Plan, as mentioned in Note 1, is expected to be implemented in the coming months, resulting in the exchange of the existing debentures, new covenants will be defined in accordance to the terms of the new debt instruments..
Senior notes
The non-compliance with financial covenant (ratio Net Debt / EBITDA of 4.5) foresees that the Company operates with certain restrictions, being the principal ones:
- (i) Limitation in US\$500,000 for new debts, provided it is not used to refinance the existing debt;
- (ii) Restrictions on certain payments, such as dividends to shareholders above the statutory minimum legal required amount;
- (iii) Dividends limitation of US\$25,000 per year, on a cumulative basis, for preferred shareholders after the Senior Notes issuance (July/2014).
As of June 30, 2025 and December 31, 2024, the compliance with covenants clauses was subject to the stay determined by the Court in the context of the judicial reorganization process. Given that the Judicial Reorganization Plan, as mentioned in Note 1, is expected to be implemented in the coming months, resulting in the exchange of the existing notes, new covenants will be defined in accordance to the terms of the new debt instruments.
12. Provisions for tax, civil and labor risks and judicial deposits
Provisions
The Group is subject to labor and social security, tax, civil and other risks. Management periodically reviews known contingencies and group tax positions, assesses the likelihood of losses and recognizes corresponding provisions based on its legal counsel's opinion and other available data at the date of the reporting period.
The provision for risks is demonstrated as follows:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Labor and social security | 67,440 | 68,537 |
| Tax (a) | 45,319 | 42,353 |
| Civil and other | 10,218 | 11,011 |
| 122,977 | 121,901 | |
| Judicial deposit (b) | (19,492) | (18,248) |
| Total | 103,485 | 103,653 |
(a) Tax
Brazil: Refer to tax assessment notices and lawsuits amounting to BRL14,633 (BRL12,146 as of December 31, 2024) mainly related to discussions of: (i) AFRMM: unconstitutionality; (ii) Social Security Contribution: Accident Prevention Factor (FAP) and (iii) ICMS – noncompliance with ancillary obligation.
ICP: Refers to legal dispute regarding the charging of financial transaction services over purchasing and reselling InterCement Portugal´s shares occurred in 2014 in the amount of BRL21,096 (BRL20,338 as of December 31, 2024).
InterCement Portugal: Refers basically to the provisions for tax risks related to income tax, amounting to BRL5,664 as of June 30, 2025 (BRL5,567 as of December 31, 2024), which are being challenged in courts.
(b) Judicial deposits
The Group has escrow deposits related to the labor and social security, tax, civil and other risks as follows:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Labor and social security | 5,214 | 5,736 |
| Tax | 13,251 | 11,508 |
| Civil and other | 452 | 442 |
| Environmental | 575 | 562 |
| Total | 19,492 | 18,248 |

Changes in the provision for risks for the six-month period ended June 30, 2025 and 2024 are as follows:
| Labor and social security |
Tax | Civil and other |
Escrow deposit |
Total | |
|---|---|---|---|---|---|
| Balance as of December 31, 2023 | 46,277 | 40,070 | 9,720 | (7,878) | 88,189 |
| Effects of hyperinflationary monetary adjustment (Note 2.1) | 6,142 | 392 | 493 | - | 7,027 |
| Recognition/deposit | 13,479 | 15,508 | 2,170 | (11,303) | 19,854 |
| Payment | (4,783) | (4,668) | (1,439) | 741 | (10,149) |
| Exchange differences | 246 | 1,771 | 297 | - | 2,314 |
| Balance as of June 30, 2024 | 61,361 | 53,073 | 11,241 | (18,440) | 107,235 |
| Balance as of December 31, 2024 | 68,537 | 42,353 | 11,011 | (18,248) | 103,653 |
| Effects of hyperinflationary monetary adjustment (Note 2.1) | 2,492 | 453 | 207 | - | 3,152 |
| Recognition/deposit | 5,219 | 3,764 | 937 | (2,054) | 7,866 |
| Payment | (5,072) | (412) | (682) | 810 | (5,356) |
| Effect of changes in exchange rates | (3,736) | (839) | (1,255) | - | (5,830) |
| Balance as of June 30, 2025 | 67,440 | 45,319 | 10,218 | (19,492) | 103,485 |
Contingent liabilities
In the normal course of its business the Group is involved in several legal cases and complaints relating to its labor and social security, tax, civil and other risks, which the likelihood of loss is assessed as possible or less likely than not of loss for uncertain income tax positions as per IFRIC 23.
As of June 30, 2025 and December 31, 2024, the Group has the following exposure:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Labor and social security | 54,220 | 52,883 |
| Tax and uncertain income tax position (a) Civil, administrative and other (b) |
7,370,674 1,408,019 |
7,184,502 1,331,939 |
| 8,832,913 | 8,569,324 |
The most significant contingent liabilities are:
a) Tax and uncertain income tax position
Brazil - ICB
Risk exposure amounts to BRL5,680,347 as of June 30, 2025 (BRL5,518,837 as of December 31, 2024) and refers mainly to administrative and judicial proceedings related to: administrative and judicial proceedings related to a) PIS/COFINS - credit disallowance, alleged non-collection, incidence of tax on the value of freight carried out between the industry and the distributor, alleged improper use of credit, interest on equity; b) ISS - alleged non-collection and non-retention; c) IPI reimbursement; d) II, IPI, PIS/COFINS - import; e) ICMS - transportation/freight, tax substitution, alleged non-collection, electricity, rate differential, failure to comply with accessory obligation, improper use of credit; f) Social security contribution - alleged non-collection; g) CFEM - alleged difference and lack of collection; and h) Fine for non-approved tax offsets.
Brazil – ICP
Risk exposure amounts to BRL964,071 as of June 30, 2025 (BRL936,194 as of December 31, 2024) and refers mainly to ongoing challenges of taxable income earned abroad by subsidiaries and affiliated entities.

Other holdings
Risk exposure is BRL114,558 as of June 30, 2025 (BRL134,630 as of December 31, 2024) and it refers to a potential different tax interpretation that could entail a future claim by tax authorities.
Management and Company´s legal counsel believe the risk of an unfavourable outcome of this dispute is "less likely than not" and no provision was recorded.
Portugal
Under the Consolidated Income Tax Regime (RETGS), applicable to the Company and other Portuguese entities of the Group until the year 2000, intra-group results ("eliminated results"), amounting to BRL1,701,777 as of June 30, 2025 and BRL1,705,620 as of December 31, 2024 (equivalent to €265,000 thousand in both periods), were generated due to property, plant and equipment sales between group companies.
During the Corporate Income tax (CIT) inspection of the fiscal year 2016, the Tax Authority requested the provision of information relating to such property, plant and equipment sales, with the purpose of assessing the need for possible adjustments to the Group's taxable profit in that fiscal year and in the fiscal years ending in 2017 and 2018, due to the transitional rules successively inserted in the State Budget Laws of the years 2016, 2017 and 2018, which required partial or total incorporation (in the event of termination of the Group) in those years of any taxable income that were still pending from taxation.
The final Income tax inspection Report for the year 2016 incorporated a correction of €98,926 thousand to the Group's Taxable base, corresponding to 25% (cf. Law No. 7-A / 2016, of December 31) of the eliminated results calculated by the Tax Authority by reference to December 31, 2015 and for that year an additional tax assessment of €4,201 thousand was received and is being contested. Even so, the amount of €4,100 thousand was already compensated with a Company tax credit. Therefore, there is no provision as of 2025 and 2024 related to 2016 inspection report.
The final Income tax inspection Reports for the years 2017 and 2018 incorporated corrections to the Group available tax losses, and also for the above referred "eliminated results" partial incorporation, and accordingly additional tax assessments of BRL131,673 (equivalent to €20,504 thousand) and BRL365,933 (equivalent to €56,983 thousand), respectively for those years, were received and both are being contested, resulting in an exposure risk (including interest) of BRL610,071 as of June 30, 2025, and BRL592,140 as of December 31, 2024 (equivalent to approximately €95,000 thousand and €92,000 thousand, respectively).
For the purposes of suspending the tax enforcement proceedings for those years of 2017 and 2018, the tax authority accepted totally for the year 2017, and up to the amount of €67,804 thousand for the year 2018, with a guarantee waiver for the remaining amount, the guarantees provided in the form of a corporate guarantee ("Fiança") from the subsidiary ITI (a company included in the process of the Judicial Reorganization, as described in Note 1). This suspension decision is reassessed annually.
Based on the opinion of the Company´s legal advisors, the risk of an unfavourable outcome on these disputes is "less likely than not", therefore, no contingency provision was recorded.

b) Civil
Brazil
The main lawsuit relates to infraction against the economic order ("CADE"), as described below:
Administrative Council for Economic Defence ("CADE")
The Company, along with other companies in the industry, is part of administrative proceedings related to antitrust regulation in progress at the Administrative Council for Economic Defense ("CADE"). In July 2015, CADE's tribunal judged the administrative appeal presented by the Group under the process initiated in 2007 regarding competition in Brazil (as well as by other involved companies), maintaining the condemnation decision about cartel formation and the imposition of a pecuniary fine and other accessory penalties. As of June 30, 2025, the fines imposed to the Group correspond to BRL1,257,634 and as of December 31, 2024, fines correspond to BRL1,183,969, besides the obligation to sell 20% of its installed capacity of the concrete assets in the relevant Brazilian markets in which the Company operates, among other accessory penalties.
After the referred administrative CADE's decision became final, the Group appealed judicially, having obtained, on October 22, 2015, the grant of the preliminary injunction to suspend all penalties imposed by CADE, by the presentation of real guarantees (two plants), until the final judgment decision. Such preliminary injunction decision was judicially appealed by CADE and this appeal was rejected. The proceeding did not have any significant change until June 30, 2025. Based on the opinion of the legal advisors, the risk of loss in court has been considered as possible, therefore, no provision was recorded for this contingent liability.
13. Related Parties
Transactions and balances between Group companies consolidated upon the full consolidation method were eliminated in the consolidation process and therefore are not disclosed herein. The balances and transactions between the Group and associated companies and with other related parties fall within normal operational activities, and include advances, loan agreements, sales and purchases of products and services.

14. Right-of-use assets and lease liabilities
The changes of rights-of-use assets in the six-month period ended June 30, 2025 and 2024 are demonstrated as follows:
Changes in right-of-use assets:
| Buildings | Machinery and equipment |
Vehicles | Other | Total | |
|---|---|---|---|---|---|
| Cost | |||||
| As of December 31, 2023 | 54,867 | 696,027 | 20,661 | 7,624 | 779,179 |
| Additions | 95 | 22,026 | 42 | 1,999 | 24,162 |
| Write-offs | (10,589) | (4,333) | - | - | (14,922) |
| Impairment | - | 3,808 | - | - | 3,808 |
| Exchange difference / Effects of | 28,059 | - | - | - | 28,059 |
| hyperinflationary monetary adjustment | |||||
| As of June 30, 2024 | 72,432 | 717,528 | 20,703 | 9,623 | 820,286 |
| As of December 31, 2024 | 84,052 | 736,363 | 23,942 | 7,624 | 851,981 |
| Additions | 1,626 | - | - | - | 1,626 |
| Transfers | (3,845) | (14,594) | - | (3,373) | (21,812) |
| Exchange difference / Effects of | (7,609) | - | - | - | (7,609) |
| hyperinflationary monetary adjustment | |||||
| As of June 30, 2025 | 74,224 | 721,769 | 23,942 | 4,251 | 824,186 |
| (-) Accummulated depreciation | |||||
| As of December 31, 2023 | (30,524) | (461,945) | (10,912) | (4,674) | (508,055) |
| Additions | (4,910) | (32,477) | (2,162) | (1,020) | (40,569) |
| Write-offs | 4,279 | - | - | - | 4,279 |
| Exchange difference / Effects of | |||||
| hyperinflationary monetary adjustment | (15,343) | - | - | - | (15,343) |
| As of June 30, 2024 | (46,498) | (494,422) | (13,074) | (5,694) | (559,688) |
| As of December 31, 2024 | (57,883) | (525,886) | (15,484) | (6,283) | (605,536) |
| Additions | (4,821) | (31,438) | (2,408) | (571) | (39,238) |
| Transfers | 3,826 | 14,613 | - | 3,372 | 21,811 |
| Exchange difference / Effects of | 5,297 | - | - | - | 5,297 |
| hyperinflationary monetary adjustment | |||||
| As of June 30, 2025 | (53,581) | (542,711) | (17,892) | (3,482) | (617,666) |
| Balance as of June 30, 2025 | 20,643 | 179,058 | 6,050 | 769 | 206,520 |
| Balance as of December 31, 2024 | 26,169 | 210,477 | 8,458 | 1,341 | 246,445 |
The changes in obligations under finance leases in the six-month period ended June 30, 2025 and 2024 are demonstrated below:

Changes in lease liabilities:
| Lease Liabilities | |
|---|---|
| As of December 31, 2023 | 303,592 |
| Additions, net of write-offs | 13,518 |
| Payments (a) | (58,776) |
| Present value adjust | 24,176 |
| Exchange difference / Effects of hyperinflationary monetary adjustment |
7,997 |
| As of June 30, 2024 | 290,507 |
| As of December 31, 2024 Additions, net of write-offs Payments (a) Present value adjust |
277,325 1,626 (56,876) 21,017 |
| Exchange difference / Effects of hyperinflationary monetary adjustment |
(2,295) |
| As of June 30, 2025 | 240,797 |
(a) In the six-month period ended June 30, 2025 and 2024, payments include the amortization of interests in the amounts of R\$19,778 and R\$22,545, respectively.
The obligations under finance leases are broken-down as current and non-current and are aged as demonstrated below:
Lease liabilities included in the statement of financial position:
| 06.30.2025 | 12.31.2024 |
|---|---|
| 76,184 | 76,011 |
| 164,613 | 201,314 |
| 240,797 | 277,325 |
Lease liabilities - Maturity analysis:
| Lease Liabilities | |
|---|---|
| Less than one year | 76,184 |
| One to five years | 161,903 |
| More than five years | 2,710 |
| Lease liabilities | 240,797 |
15. Shareholder's Equity
Share Capital
As of June 30, 2025 and December 31, 2024 share capital is BRL2,562,966, represented by 55,279,765 registered shares without par value, of which 52,920,764 are common shares and 2,359,001 are preferred shares Class A.

Preferred Shares – InterCement Participações – In Judicial Reorganization
Class A
The preferred shares (Class A) grant their holders the right to receive minimum dividends, not accumulating losses, do not grant voting rights in the Company's shareholders' meetings, and can be redeemed by decision of the Board of Directors. Any contractual obligations are guaranteed and recorded at Company's Parent Company; consequently, the Company does not have any contractual obligation assumed with such holders of the preferred shares.
Earning Reserves – Transaction with non-controlling interests
Argentinian subsidiary – acquisition of non-controlling interests of Loma Negra own shares
During the year ended December 31, 2024, Loma Negra acquired 65,624 own shares for a total cash disbursement of BRL8,778, of which a loss of BRL4,577 were attributed to Company´s owners. During the six-month period ended June 30, 2025, there was no purchase of own shares.
In cumulative terms, as of June 30, 2025 and December 31, 2024, Loma Negra had acquired 12,417,953 of its own shares for a total value of BRL179,234, which is equivalent to 2.13% of total shares.
Dividends
The shareholders are entitled to annual minimum mandatory dividends equivalent to 25% of adjusted profit for the year as provided by the bylaws and the Brazilian Corporate Law. In 2024, due to losses for the year attributable to Company´s owners, the Company did not constitute any minimum mandatory dividends.
Other comprehensive income (loss) attributable to the Company´s owners
Other comprehensive income (loss) attributable to Company´s owners of BRL93,822 (BRL478,298 for the six-month period ended June 30, 2024) corresponds to: i) negative equity recognition of exchange differences from translation of foreign operations in the amount of BRL191,317 (negative BRL237,257 for the six-month period ended June 30, 2024); ii) positive effect of hyperinflationary monetary adjustment in Argentinian business segment of BRL285,139 (BRL744,261 for the six-month period ended June 30, 2024) and iii) for the six-month period ended June 30, 2024, negative equity recognition of actuarial losses on the employee benefits plan in the amount of BRL958 and negative equity recognition of derivative and hedging transactions amounting to BRL27,748, net of taxes.
Non-controlling interests
Changes in non-controlling interests
a) Other comprehensive income (loss):
The amount of BRL276,367 (BRL701,244 for the six-month period ended June 30, 2024) corresponds to:
(i) negative exchange differences from translation of foreign operations in the amount of BRL539,624 (positive of BRL23,710 for the six-month period ended June 30, 2024); ii) positive effect of hyperinflationary monetary adjustment in Argentinian business segment of BRL263,257 (positive of BRL687,460 for the six-month period ended June 30, 2024); and iii) for the six-month period ended June 30, 2024, negative equity recognition of actuarial loss on the liability to employees in the amount of BRL879 and negative equity recognition of derivative, hedging and actuarial transactions amounting to BRL9,047.

b) Dividends declared to non-controlling interests:
For the six-month period ended June 30, 2025, special purposes entities (SPEs) controlled by Brazilian subsidiaries declared and paid dividends to non-controlling interests in the amount of BRL28,984 related to 2024 results and the same entities proposed interim dividends of about BRL30,125 related to the first quarter of 2025 results which will be paid throughout 2025 (for the sixmonth period ended June 30, 2024, declared BRL27,048 and paid BRL53,445, both related to 2023 results).
16. Income Tax and Social Contribution
| 06.30.2025 | 06.30.2024 | |
|---|---|---|
| Profit (Loss) before income tax and social contribution Group Tax rate |
(759,985) 34% |
482,050 34% |
| Income tax and social contribution at statutory rates | 258,395 | (163,897) |
| Adjustments to calculate income tax and social contribution at effective rate: Non-deductible losses due to liquidation of certain financial instruments in |
||
| Argentina | - | 483 |
| Non-deductible financial expenses in Spanish subsidiary (a) | (87,417) | (51,427) |
| Effect of differences in foreigner tax rates to Group tax rate (34%) | (11,741) | (30,035) |
| Deferred income tax and social contribution not recognized (b) | (263,440) | (94,331) |
| Other (c) | 21,857 | 24,378 |
| Income tax and social contribution expense | (82,346) | (314,829) |
| Current Income tax and social contribution expense | (60,684) | (223,394) |
| Deferred Income tax and social contribution expense | (21,662) | (91,435) |
For the six-month period ended June 30, 2025 and 2024, the reconciliation between the nominal and the effective income tax was as follows:
- (a) For the period ended June 30, 2025, it mainly refers to financial expenses of BRL87,417 (BRL51,427 for the period ended June 30, 2024) related to the effect of financial transactions recorded in the Spanish subsidiary that were excluded for tax purposes.
- (b) For the period ended June 30, 2025, it includes the effect from tax losses and/or tax temporary differences mainly in Brazil business segment, where deferred tax assets were not recognized, as a consequence of the deterioration of the projected taxable results mainly explained by the increase of financial expenses due to rising interest rates. Considering the going concern basis, additional deferred tax assets in such subsidiary will only be recognized when utilization of existing deferred taxes are observed and future projections demonstrate the full utilization of such additional, not exceeding the ten years period established at the initial recognition, ending in December 31, 2031. As of June 30, 2025 and December 31, 2024, in Brazil business segment, a deferred tax asset of BRL706,815 is recognized.
- (c) For the six-month period ended June 30, 2025, it mainly refers to (i) tax loss amount of BRL5,792 related to the impact of monetary adjustment in Argentina due to hyperinflationary economy (positive amount of BRL19,616 for the six-month period ended June 30, 2024); and (ii) tax loss amount of BRL19,624 mainly generated by entities in Brazilian segment taxed under the presumed profit tax rules and other permanent differences in Brazil (tax loss amount of BRL20,769 for the six-month period ended June 30, 2024).

Deferred income tax and social contribution
As indicated above, deferred income tax and social contribution were recognized on tax losses carryforwards and temporary differences in the recognition of revenues and expenses between tax books and corporate records, to the extent considered realizable by the subsidiaries.
Deferred income tax and social contribution are demonstrated as follows:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Assets: | ||
| Tax loss carryforwards (a) | 351,190 | 338,881 |
| Tax, labor and civil contingencies | 45,062 | 47,993 |
| Valuation of the useful lives of property, plant and equipment | 227,493 | 224,545 |
| Expected credit losses (accounts receivable) | 4,240 | 4,240 |
| Allowance for impairment losses (inventories) | 43,802 | 44,426 |
| International double taxation | 31 | 44,761 |
| Other temporary provisions | 80,749 | 89,165 |
| Total assets | 752,567 | 794,011 |
| Liabilities: | ||
| Goodwill amortization (future earnings) | (199,342) | (199,561) |
| Exchange rate changes taxed on a cash basis | (85,243) | (75,280) |
| Useful life estimate of property, plant and equipment | (1,123,381) | (1,308,923) |
| Measurement of assets acquired at fair value (b) | (138,240) | (142,797) |
| Inventories | (292,682) | (318,356) |
| Other temporary provisions | (13,778) | (17,426) |
| Total liabilities | (1,852,666) | (2,062,343) |
| Noncurrent assets | 426,759 | 407,256 |
| Noncurrent liabilities | (1,526,858) | (1,675,588) |
(a) Recognition of deferred income tax assets over tax losses and temporary differences in Brazil
Deferred income taxes assets over tax losses and temporary differences are recognized when it is probable that future taxable profits will be available to compensate such credits.
The future taxable profits projections are derived from the business plan properly approved by the Board of Directors, carried out at nominal basis, observing the period of 10 years (which coincides with the business cycle), using as assumptions historical information, market sources and Management´s best estimate to realize the temporary differences at current tax rates. The projections are not discounted to present value.
Based on the respective assessment, on December 31, 2021, the Brazilian subsidiary InterCement Brasil S.A. - In Judicial Reorganization ("ICB") concluded that it was probable to generate sufficient future taxable income to record unrecognized deferred tax assets from prior periods, including temporary differences (whose realization was considered in the projections), having recognized in that year BRL878,990 of deferred taxes not yet recognized.
The subsidiary ICB assesses the realization of deferred tax assets at the end of each reporting period. The review carried out on June 30, 2025, indicated that part of the deferred tax assets recognized would be realized until the previously estimated date (a 10-year-period from the initial recognition, up to 2031). Additionally, ICB did not recognize new deferred tax assets in 2025 and 2024 due to the recurring losses from continuing operations observed in Brazil. The projections for the realization of the remaining deferred tax assets recorded, in the amount of BRL706,815, depends on the success of the reorganization plan agreed with Company's respective creditors, as mentioned in Note 1, which will have a direct impact on future taxable income projections.

Furthermore, as of June 30, 2025, the Brazil segment (ICB) has an accumulated base of tax losses carryforwards in the amount of BRL2,818,171 (BRL2,327,156 for the year ended December 31, 2024). Therefore, there remains an amount of tax losses carryforwards base of BRL1,858,106 (BRL1,353,732 for the year ended December 31,2024) for which no deferred tax asset has yet been recognized, and in the event of an improvement in financial expectations, it could enable the recognition of an additional deferred tax asset in the amount of BRL631,756 (BRL460,269 for the year ended December 31, 2024). Moreover, the Company (ICP) also presents an accumulated base of tax losses carryforwards in the amount of BRL858,806 (BRL478,285 for the year ended December 31, 2024), which could enable the future recognition of an additional deferred tax asset in the amount of BRL283,415 - net of deferred tax asset over tax losses carryforwards recognized in the first semester 2025 in the amount of BRL8,580 – base amount of BRL25,234 (in the year ended December 31, 2024 the value of BRL4,920 - base amount of BRL14.471). In addition, the Spanish subsidiary ITI has also an accumulated base of tax losses carryforwards in the amount of BRL5,104,786 (BRL5,302,689 for the year ended December 31, 2024), for which no deferred tax asset has yet been recognized, and in the event of an improvement in financial expectations, it could enable the recognition of an additional deferred tax asset in the amount of BRL1,225,149 (BRL1,546,045 for the year ended December 31, 2024).
17. Net Sales
The breakdown of the Company's net sales for the six-month period ended June 30, 2025 and 2024 are as follows:
| 06.30.2025 | 06.30.2024 | |
|---|---|---|
| Products sold | 4,867,587 | 4,659,031 |
| Services provided | 82,365 | 69,607 |
| (-) Taxes on sales | (537,409) | (530,128) |
| (-) Discounts | (1,287,003) | (1,000,172) |
| Total | 3,125,540 | 3,198,338 |

18. Information on the Nature of the Costs and Expenses Recognized in the statement of profit or loss
The consolidated statements of profit or loss are presented based on a classification of expenses according to their function. Information on the nature of such expenses is as follows:
| 06.30.2025 | 06.30.2024 | |
|---|---|---|
| Depreciation and amortization | (377,859) | (367,712) |
| Impairment losses, net (a) | (6) | 68,336 |
| Salaries and employee benefits | (493,660) | (480,063) |
| Raw materials and consumables | (382,400) | (379,267) |
| Tax expenses | (72,447) | (60,583) |
| Outside services | (256,023) | (215,006) |
| Rental | (7,257) | (6,006) |
| Freight expenses | (311,311) | (318,463) |
| Maintenance costs | (219,363) | (262,012) |
| Fuel | (416,074) | (465,202) |
| Electricity | (159,438) | (171,058) |
| Specialized work | (89,360) | (74,670) |
| Recognition of inventories and trade receivable impairments |
(3,312) | (5,688) |
| Gain (Loss) on sale of property, plant and equipment | 538 | (46,462) |
| Other | (83,427) | (48,768) |
| Total | (2,871,399) | (2,832,624) |
| Cost of sales and services | (2,486,021) | (2,552,843) |
| Selling expenses | (154,234) | (154,971) |
| Administrative expenses | (249,548) | (200,416) |
| Other income/(expenses) (b) | 18,404 | 75,606 |
| Total | (2,871,399) | (2,832,624) |
(a) In the six-month period ended June 30, 2024, it substantially refers to the reversal of the provision related to the sale of non-operational equipment from the João Pessoa unit, which had been classified by management as available for sale in 2023, and which sale was concluded during 2024.
(b) The six-month period ended June 30, 2024, substantially refers to the recovery of ICMS on cement transfers for concrete in the amount of BRL14,624 and the recovery of PIS/Cofins credits in the amount of BRL1,719 related to overdue credits referring to various expenses, including medical assistance, tolls, and logistics.

19. Financial Income (Expenses) and Foreign Exchanges Gain (Losses), net
| 06.30.2025 | 06.30.2024 | |
|---|---|---|
| Foreign exchange gain (losses), net (a): | ||
| Exchange gain | 495,507 | 517,131 |
| Exchange loss | (631,058) | (653,168) |
| Total | (135,551) | (136,037) |
| Financial income: | ||
| Inflation adjustment | 4,851 | 4,905 |
| Effects of Hyperinflationary monetary adjustments (b) | 201,599 | 1,022,205 |
| Financial earnings | 97,544 | 17,276 |
| Interest income | 1,994 | 3,424 |
| Derivative financial instruments | 1,622 | 18,251 |
| Other income | 7,910 | 6,600 |
| Total | 315,520 | 1,072,661 |
| Financial expenses: | ||
| Inflation adjustment | (27,904) | (28,206) |
| Expenses on interest and charges (c) | (1,110,274) | (666,580) |
| Expenses on banking commissions | (5,993) | (10,120) |
| Fines | (556) | (986) |
| Derivative financial instruments | (595) | (3,286) |
| Lease liabilities present value | (21,017) | (24,176) |
| Other expenses (d) | (27,756) | (86,934) |
| Total | (1,194,095) | (820,288) |
- (a) For the six-month period ended June 30, 2025 and 2024, the exchange differences are mainly influenced by the depreciation of Argentinian peso against USD and by the appreciation and depreciation of other functional currencies against USD and Euro; which are ultimately translated to Brazilian Reais (Group presentation currency).
- (b) It relates to the application of hyperinflationary monetary adjustments in Argentinean business due to the application of IAS29 – Hyperinflationary economy (see Note 2.2). The variation is mainly explained by the increase in the monetary adjustments rates, which was 15,1% for the six-month period ended June 30, 2025 versus 79,8% in the comparable period.
- (c) For the six-month period ended June 30, 2025, it includes interests on debentures in the amount of BRL493,828 (BRL368,616 for the six-month period ended June 30, 2024) and interest on senior notes (holdings and Argentine segment) in the amount of BRL148,301 (BRL216,895 for the six-month period ended June 30, 2024). Additionally, it includes the amount of BRL461,163 related to default interest arising from the postponement of principal and interest payments on Brazilian debentures originally due in June and December of 2023 and 2024, and June 2025, which remain unpaid.
- (d) For the six-month period ended June 30, 2025 it includes: i) BRL2,444 related to PIS and COFINS on financial income in Brazilian business segment (BRL2,919 for the six-month period ended June 30, 2024), ii) BRL1,580 related to PIS and COFINS on financial income in ICP (BRL7,032 for the six-month period ended June 30, 2024), iii) BRL1,165 related to financial transaction expenses (IOF) at ICB (BRL24 for the six-month period ended June 30, 2024), iv) BRL84 related to financial transaction expenses (IOF) at ICP (BRL189 for the six-month period ended June 30, 2024), (v) BRL3,064 related to a guarantee insurance in Brazilian business segment (BRL1,631 for the six-month period ended June 30, 2024), (vi) BRL33,049 related to discounts allowed in Argentinean business segment (vii) BRL6,204 related to monetary adjustments of liabilities in Argentinean business segment (BRL32,372 for the six-month period ended June 30, 2024).

20. Commitments
Purchase agreements
The subsidiary ICB has a contractual agreement for the acquisition of hydroelectric power until 2025 and contracts "take or pay" for rail transport services, logistics services for storage, transport and handling until 2029, sale of clinker in accordance with the minimum stipulated in the contract until 2027, purchase of limestone in accordance with the minimum stipulated in the contract until 2033, purchase of plaster and ashes in accordance with the minimum stipulated in the contract until 2030, whose estimated cash disbursements, in nominal amounts are as follows:
| 06.30.2025 | |
|---|---|
| 2025 | 180,186 |
| 2026 | 307,332 |
| 2027 | 278,515 |
| 2028 | 207,848 |
| After 2028 | 997,356 |
| Total | 1,971,237 |
Other subsidiaries are parties to contractual agreements for the purchase of inventories and property, plant and equipment, and the operation of facilities located in third-party properties, as follows:
| 06.30.2025 | |
|---|---|
| 2025 | |
| 2026 | 150,020 241,041 |
| 2027 | 164,429 |
| 2028 | 137,155 |
| After 2028 | 264,127 |
| Total | 956,772 |
The above balances refer mainly to the contracts signed by Loma Negra as detailed below:
The Argentina segment contains certain contractual commitments for the purchase of slag with effect until 2028, with estimated future cash flows of approximately BRL19,681 (ARS4,295,290 thousand) during 2025, and BRL118,086 (ARS25,771,738 thousand) between 2026 and 2028.
The Argentina segment also signed contracts (i) for the supply of gas, assuming payment commitments in the total amount of approximately BRL91,196 (ARS19,903,134 thousand) to be paid during 2025 and BRL141,209 (ARS30,818,116 thousand) to be paid between 2026 and 2027; and (ii) for the supply of electrical energy in the amount of BRL39,143 (8,542,822 thousand) to be paid during 2025 and BRL547,457 (ARS119,479,832 thousand) to be paid between 2026 and 2037.

21. Profit (loss) per share
The table below shows the reconciliation of loss for each period with the amounts used to calculate basic and diluted loss per share:
| 06.30.2025 | 06.30.2024 | |
|---|---|---|
| Loss for the period from continuing and discontinuing operations attributable to Company's owners |
(949,655) | (123,779) |
| Loss for the period attributable to common shares | (949,655) | (123,779) |
| Weighted average number of common shares | 52,920,764 | 52,920,764 |
| Basic/diluted loss per common share | (17.94) | (2.34) |
| Loss for the period from continuing operations attributable to Company's owners |
(949,655) | (147,700) |
| Loss for the period attributable to common shares | (949,655) | (147,700) |
| Weighted average number of common shares | 52,920,764 | 52,920,764 |
| Basic/diluted loss per common share | (17.94) | (2.79) |
22. Financial Instruments
The Group conducts transactions involving financial instruments, including derivatives, all of which are recorded in balance sheet. These transactions are intended to meet the Group's operating and financial needs. The Company engages in short-term investments, borrowings and financing, debentures and derivatives contracts.
22.1. Capital risk management
The Group capital structure consists on net debt and equity. The net debt comprises borrowings and financing and debentures less the cash and cash equivalents, current securities and derivatives. Interest payable and obligations under finance leases are not included within the net debt.
As mentioned in Note 10 and 11, the Company is subject to certain covenants metrics, as the ratio Net Debt / Adjusted EBITDA. As of June 30, 2025, the compliance with covenants clauses was subject to the stay determined by the Court in the context of the judicial reorganization process. Given that the Judicial Reorganization Plan, as mentioned in Note 1, is expected to be implemented in the coming months, resulting in the exchange of the existing notes, new covenants will be defined in accordance to the terms of the new debt instruments.
For the purpose to determine the metrics aforementioned, the Adjusted EBITDA is calculated as profit or loss from continuing and discontinuing operations adjusted by (i) financial income (expenses), (ii) income taxes and depreciation and amortization costs and expenses; (iii) plus or minus impairment loss and reversal, plus taxes on financial transactions in Argentinian businesses segment, plus or minus non-recurring items.
Gross Debt is calculated as the sum of current and non-current borrowings and financings and debentures (excluding interest payable, current and non-current obligations under finance leases and other financing liabilities, such as confirming).

22.2. Financial risk management
General principles
During its normal business activities, ICP Group is exposed to a variety of financial risks likely to change its net worth, which can be grouped, according to their nature, in the following categories:
- Interest rate risk;
- Exchange rate risk;
- Liquidity risk;
- Credit risk;
- Counterparty risk.
Financial risk means the probability of obtaining a positive or negative outcome different from that expected, and which materially and unexpectedly alters the Group's net worth.
All risk management, focused on this objective, is conducted according to two core principles:
- Minimizing, whenever possible, fluctuations in profit/loss and cash flows arising from exposure to risk;
- Curbing deviations from projected financials through strict financial planning based on multiyear budgets.
Furthermore, another concern of the Group is that the processes for managing these risks meet internal information requirements and external requirements (regulators, auditors, financial markets and all other stakeholders).
As a rule, the Group does not take speculative positions. Accordingly, all operations carried out for financial risk management purposes are intended to control existing risks to which the Group is inherently exposed.
Hedging the interest-rate risk and exchange-rate risk is typically carried out through the use of financial derivatives on the over-the-counter market (chosen for their flexibility), involving a limited number of highly rated counterparties. These operations are undertaken with financial entities with which International Swaps and Derivatives Association (ISDA) agreements have been executed in advance, in accordance with international standards.
The treasury department is responsible for managing financial risks, including identifying, assessing and hedging such risks. This risk management is conducted under the guidance of the Executive Committee, in particular of the director responsible for the financial risk area (whose approval is required prior to any operation).
22.3. Interest rate risk
The Group's exposure to interest-rate risk arises from the fact that its balance sheet includes financial assets and liabilities that may have been contracted at fixed interest rates or at variable interest rates. In the former case, the Group runs the risk of variation in the fair value of those assets and liabilities, whereby any change in market rates involves a (positive or negative) opportunity cost. In the latter case, such change has a direct impact on the amount of interest paid/received, resulting in cash account changes.
Interest-rate swaps can be contracted to hedge this type of risk, in accordance with the Group's expectations concerning the development of market rates.
As of June 30, 2025, there were no hedge instruments contracted to protect from such risks.
Exposure to interest rate risks and to floating and fixed rates
The Group is exposed to floating interest rates and inflation rates mainly related to changes in the IGP-M, CDI, IPCA and Badlar on borrowings and debentures. Interest rates on short-term investments are mostly linked to the CDI fluctuation. These positions are as follows:
| Borrowings and financing |
Debentures | Cash and cash equivalents |
Securities | Other payables | 06.30.2025 | 12.31.2024 | |
|---|---|---|---|---|---|---|---|
| Assets: | |||||||
| CDI | - | - | 1,590,986 | 962 | - | 1,591,948 | 1,586,828 |
| Total | - | - | 1,590,986 | 962 | - | 1,591,948 | 1,586,828 |
| Liabilities: | |||||||
| IGP-M | - | - | - | - | 54,169 | 54,169 | 53,011 |
| CDI | - | 4,477,761 | - | - | - | 4,477,761 | 4,477,054 |
| IPCA | 21,658 | - | - | - | - | 21,658 | 31,653 |
| Total | 21,658 | 4,477,761 | - | - | 54,169 | 4,553,588 | 4,561,718 |
As of June 30, 2025, the Group's liability by type of interest rate, considering derivative financial instruments, between floating and fixed rate, are as follows:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Floating rates | 51% | 50% |
| Fixed rates | 49% | 50% |
22.4. Exchange rate risk
The Group is exposed to the exchange-rate risk for the currencies of different countries due to the amounts of capital invested in those countries where functional currency is different from Group functional currency. Additionally, the Group is also exposed due to financial assets and liabilities in currencies different from the functional currencies of the related companies.
The exchange effects of the translation of local financial statements in the Group's consolidated financial statements can be mitigated by hedging the net investments in such countries, when applicable.
When hedging the exchange-rate risk, swaps and forward contracts (with maturities equivalent to the instrument that serves as a hedging basis) are contracted.
The Group does not carry out exchange-rate operations that do not adequately cover existing or contracted positions.
The fact that the Group operates in countries with significant interest rate differentials in relation to the consolidation currency, results in the search for natural hedge strategies. In this respect there was a seeking to increase the debt of the Business Units in order to obtain better correspondence between assets and liabilities in the same currency, thus decreasing the Group's overall exposure.
Additionally, considering the current exchange regulations in Argentina, the official exchange rates, which are considered by the Argentinian subsidiary to record unrealized gains or losses arising from changes in exchange rates as per IAS 21 — The Effects of Changes in Foreign Exchange Rates, may differ significantly from the exchange rates actually applied when collecting financial assets or settling financial liabilities denominated in a foreign currency (mainly U.S. dollars). This is primarily due to restrictions on access to U.S. dollars and other foreign currencies in the Argentine market, which have led to the so-called "dollar blue" effect where the U.S. dollar can trade at nearly twice the official rate in peso terms.

Therefore, the Group is constantly monitoring the alternatives to collect financial assets and liquidate financial liabilities in foreign currency (other currencies than Argentinian Pesos) and their corresponding impacts. The realized profit or loss derived from the use of alternative financial instruments to liquidate operations in foreign currency is recognized at the time the Argentinian subsidiaries unconditionally commits or executes such financial asset or liability in kind ("cash"). As of June 30, 2025, in case such instruments were used for the liquidation of the aforementioned operations, it would result in a negative impact of approximately 25% over the net position in dollars.
For the six-month period ended June 30, 2025, there were no collections or settlements of financial assets or liabilities denominated in foreign currency in Argentina. Therefore, there was no impact in the Statement of profit or loss for the period.
Exposure to foreign exchange risk
The Group companies have assets and liabilities in currencies other than their own functional currencies, mainly the US Dollars and Brazilian Reais, and their individual financial results may be materially impacted by exchange rate fluctuations.
The main account groups exposed to foreign exchange risk are as follows:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Assets: | ||
| Cash, cash equivalents and securities | 128,554 | 173,300 |
| Related parties (a) | 5,132,273 | 5,443,844 |
| Other assets | 38,349 | 50,773 |
| Exposed assets | 5,299,176 | 5,667,917 |
| Liabilities: | ||
| Borrowings, financing and debentures (Note 10 and 11) | 3,802,056 | 4,341,163 |
| Interest payable | 255,886 | 182,840 |
| Foreign trade payables | 100,818 | 115,886 |
| Related parties (a) | 1,440,047 | 1,497,927 |
| Other liabilities | 10,672 | 16,407 |
| Exposed liabilities | 5,609,479 | 6,154,223 |
| Exposed net position liabitity | (310,303) | (486,306) |
(a) Include balances between related parties with currency exposure for creditor, debtor or both. Risk arises when the currency determined in the transaction is different from entities functional currencies and even though balances (assets and liabilities) are eliminated during the consolidation process; exchange variation results are not eliminated and are recognized directly into profit or loss, except when the monetary asset or liability is accounted as net investment in a foreign operation in light with IAS 21 – The Effect of changes in Foreign Exchange Rates.
Starting in July 01, 2022, certain Related Parties loans that are payable to or receivable from a foreign operation within the Group were accounted as part of entity´s net investment in light with IAS 21 – The Effect of changes in Foreign Exchange Rates. Accordingly, exchange differences arising from such related parties loans were recognized as "Exchange differences from translation of foreign operations" within "other comprehensive income (loss)". Such results will be reclassified from equity to profit or loss on disposal of the corresponding net investment. As of June 30, 2025, the Related Parties payables and receivables of BRL5,833,867 and BRL1,090,282, respectively, were determined to be part of entity´s net investment and the exchange difference since inception of BRL666,159 were recorded within "other comprehensive income (loss)" (an increase of BRL389,217 for the six-month period ended June 30, 2025).
The presentation of cash and cash equivalents and related foreign exchange exposures are as follows:
| 06.30.2025 | 12.31.2024 | ||||
|---|---|---|---|---|---|
| Functional currency |
Currency | Currency | BRL | Currency | BRL |
| ARS | USD | 3,242 | 17,689 | 1,148 | 7,106 |
| BRL | USD | 13,947 | 76,109 | 8 | 52 |
| EUR | USD | 6,301 | 34,387 | 26,577 | 165,771 |
| ARS | EUR | 10 | 62 | 10 | 64 |
| EUR | EGP | 2,721 | 307 | 2,721 | 307 |
| Amount exposed to foreign exchange risks | 128,554 | 173,300 | |||
| BRL | BRL | 1,691,809 | 1,691,809 | 1,603,377 | 1,603,377 |
| EUR | EUR | 2,650 | 17,022 | 3,565 | 22,942 |
| ARS | ARS | 11,980,889 | 54,754 | 7,360,403 | 44,165 |
| Amount by functional currency | 1,763,585 | 1,670,484 | |||
| 1,892,139 | 1,843,784 |
The main debt instruments (essentially related with loans and debentures) as of June 30, 2025 and December 31, 2024, were denominated in the following currencies:
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| USD | 44% | 49% |
| BRL | 51% | 50% |
| ARS | 5% | 1% |
22.5. Liquidity risk
Liquidity risk management means maintaining an appropriate level of cash resources and contracting credit limits that not only ensure the normal course of the Group's activities but also meet the needs of any extraordinary operations.
As detailed in Note 1, Management has been working on several initiatives aimed at improving cash flows, negotiating with creditors and pursuing other strategic alternatives to strengthen the Group's capital structure. Accordingly, Management believes these measures are adequate to support the continuity of the Group's operations, especially taking into account the approval of the judicial reorganization plan on October 6, 2025.
The table below summarizes the maturity profile of the Company's financial liabilities undiscounted payments:
| 06.30.2025 | ||||||
|---|---|---|---|---|---|---|
| Up to 1 year | 1-2 years | 3-5 years | More than 5 years |
Total | 12.31.2024 | |
| Borrowings and financing and debentures | 11,721,622 | 64,933 | - | - | 11,786,555 | 10,487,138 |
| Trade payables | 1,099,495 | - | - | - | 1,099,495 | 1,107,218 |
| Obligations under finance leases | 105,867 | 98,724 | 99,439 | 2,813 | 306,843 | 363,247 |
| 12,926,984 | 163,657 | 99,439 | 2,813 | 13,192,893 | 11,957,603 |
22.6. Credit risk
The market's perception of the Group's credit risk in relation to its financing operations is naturally reflected in the financial costs associated with such transactions. The Group's influence over these matters limited, focusing instead on the prudent and balanced business management aimed at reducing the likelihood of default on its obligations.

The Group's level of solvency is also reflected in its Leverage ratio (Net Debt / EBITDA). As described in Notes 10 and 11, as of June 30, 2025, the compliance with covenant clauses was subject to the stay determined by the Court in the context of the judicial reorganization process. Given that the Judicial Reorganization Plan, as mentioned in Note 1, is expected to be confirmed by the Court and then implemented in the coming months, resulting in the exchange of the existing debentures, new covenants will be defined in accordance to the terms of the new debt instruments.
Financial instruments that potentially expose the Company and its subsidiaries to concentrations of credit risk consist primarily of short-term investments. The Company and its subsidiaries maintain bank accounts and short-term investments with financial institutions approved by Management, and conduct sales transactions only in accordance with credit approval criteria designed to minimize the risk of default.
22.7. Counterparty risk
When the Group establishes different contractual relations with third parties, it takes on the risk of non-fulfilment or even, in an extreme scenario, default by a counterparty.
The Group endeavours to limit its exposure to this risk, when making bank deposits and other cash investments and also, when contracting derivative instruments, by carefully selecting the counterparties, based on their rating and taking into account the nature, maturity and scope of the operations.
Sensitivity analysis of financial instruments
Exposure to interest-rate risk results in the variability of the Group's net financial expenses. The results of a sensitivity analysis of exposure as of June 30, 2025 were as follow:
a) Sensitivity analysis - Interest rates with CDI index and IPCA.
A parallel change of +/- in the interest rate curves applied on principal amounts as of June 30, 2025, with all the other assumptions remaining constant would result in an increase in annual financial costs (before taxes) as shown in table below:
| Indexing | Currency | Asset (Liability) | 1% | 2% | 3% |
|---|---|---|---|---|---|
| CDI | BRL | (2,885,813) | (28,858) | (57,716) | (86,574) |
| IPCA | BRL | (21,658) | (217) | (433) | (650) |
b) Exchange rates
In the debt balances, considering the currency distribution aforementioned, the exchange rate risks from exchange rate volatility may result in significant impacts on consolidated financial results.
Considering the Group's companies financial asset and liability profile (including intercompany balances, with the exception of balances considered as net investment in a foreign operation) as of June 30, 2025, the significant impacts on net financial results would be as follows:
| Transaction | Amount in BRL | Local | FX rate | USD depreciation | USD appreciation | |||
|---|---|---|---|---|---|---|---|---|
| Amount in USD | Currency | Asset (liability) | Currency | Local / Transaction | -10% | -5% | 5% | 10% |
| (27,842) | US\$ | (151,948) | EUR | 0.85 | 15,192 | 7,596 | (7,596) | (15,192) |
| (144,817) | US\$ | (790,200) | ARS | 1191.00 | 79,020 | 39,510 | (39,510) | (79,020) |
| (18,756) | US\$ | (102,343) | BRL | 5.46 | 10,234 | 5,117 | (5,117) | (10,234) |
| (1,044,491) Total exposure US\$ dollars x local currency | ||||||||
| Transaction | Amount in BRL | Local | FX rate | EUR depreciation | EUR appreciation | |||
| Amount in EUR | Currency | Asset (liability) | Currency | Local / Transaction | -10% | -5.0% | 5.0% | 10.0% |
| (16,267) | EUR | (104,463) | BRL | 6.42 | 7,542 | 3,771 | (3,771) | (7,542) |
| (3,437) | EUR | (22,072) | ARS | 1401.69 | 1,594 | 797 | (797) | (1,594) |
| (126,535) Total exposure EURO x local currency | ||||||||
| Transaction | Amount in BRL | Local | FX rate | EGP depreciation | EGP appreciation | |||
| Amount in EGP | Currency | Asset (liability) | Currency | Local / Transaction | -10% | -5.0% | 5.0% | 10.0% |
| 3,306 | EGP | 806 | EUR | 26.41 | (65) | (34) | 34 | 28.88 |
| 806 Total exposure EGP x local currency | ||||||||
| Transaction | Amount in BRL | Local | FX rate | BRL depreciation | BRL appreciation | |||
| Amount in BRL | Currency | Asset (liability) | Currency | Local / Transaction | -10% | -5.0% | 5.0% | 10.0% |
| 859,917 | BRL | 859,917 | EUR | 6.42 | (78,174) | (40,948) | 40,948 | 78,174 |
| 859,917 Total exposure BRL x local currency |

22.8. Categories of financial instruments
| 06.30.2025 | 12.31.2024 | |
|---|---|---|
| Current assets: | ||
| Cash and bank accounts (Note 4) | 152,929 | 107,792 |
| Financial assets at amortized cost: | ||
| Trade receivables (Note 6) | 497,789 | 460,885 |
| Other receivables | 88,520 | 79,368 |
| Financial assets at fair-value through profit & Loss: | ||
| Short-term investments - financial asset (Note 4) | 1,739,210 | 1,735,992 |
| Non-current assets: | ||
| Financial assets at amortized cost: | ||
| Trade receivables (Note 6) | 456 | 2,091 |
| Other receivables | 85,751 | 124,379 |
| Long-term investments - financial asset (Note 5) | 6,883 | 6,834 |
| Financial assets at fair-value through profit & loss: | ||
| Derivatives (Note 22.9) | 8,598 | 7,571 |
| Current liabilites: | ||
| Financial liabilities at amortized cost: | ||
| Debentures (Note 11) | 8,234,813 | 8,328,633 |
| Borrowings and financing (Note 10) | 497,771 | 183,332 |
| Trade payables | 1,099,495 | 1,107,218 |
| Interest payable (Notes 10 and 11) | 3,128,831 | 2,109,608 |
| Lease liabilities (Note 14) | 76,184 | 76,011 |
| Other payables | 96,023 | 83,290 |
| Non-current liabilites: | ||
| Financial liabilities at amortized cost: | ||
| Debentures (Note 11) | - | 402,598 |
| Borrowings and financing (Note 10) | 6,263 | 18,914 |
| Lease liabilities (Note 14) | 164,613 | 201,314 |
| Other payables | 127,138 | 127,870 |
22.9. Derivative transactions
It is represented by trading derivatives options in connection with "Baesa", "Machadinho" and "Estreito" operations, whose assets and liabilities fair value as of June 30, 2025 and December 31, 2024 are demonstrated below:
| Assets | ||||
|---|---|---|---|---|
| Non-current | ||||
| 06.30.2025 | 12.31.2024 | |||
| 8,598 | 7,571 |
Written-put options ("Baesa", "Machadinho" and "Estreito" operations) 8,598 7,571

22.10. Market values
Estimated fair value - assets measured at fair value
The following table presents the Group's assets and liabilities measured at fair value as of June 30, 2025 in accordance with the following fair value seniority levels:
- − Level 1: the fair value of financial instruments is based on listings on net active markets as of the date of the financial information;
- − Level 2: the fair value of financial instruments is not based on listings on net active markets but rather based on valuation models;
- − Level 3: the fair value of financial instruments is not based on listings on net active markets but rather on valuation models, the principal inputs of which are not observable in the market.
| Category | Item | Level 2 | Level 3 |
|---|---|---|---|
| Assets: | |||
| Financial assets at fair value | Short-term investments | 1,739,210 | - |
Financial assets at fair value Financial derivative instruments - 8,598
The valuation technique to determine the fair value measurement of the financial instruments categorized within Level 3 of the fair value hierarchy, which comprises the derivative options of "Baesa", "Machadinho" and "Estreito" operations, was Black-Scholes. The significant unobservable inputs to the measurement include: expected future dividends payments based upon on discounted cash flows projections; benchmarking information of comparative listed entities volatility, among others. We have also used the Monte Carlo valuation technique to create a probability distribution (or risk assessment) in the determination of the exercise of the put options, which assumption was also used in the determination of the fair value.
Estimated fair value – assets and liabilities not measured at fair value
The fair value of derivative financial instruments is determined using criteria obtained from external data providers, and is compared with the corresponding valuations provided by counterparties.
Except for lease liabilities, borrowings, financing and debentures, other financial assets and liabilities typically mature in the short term and their fair value is therefore considered to be the same as their book values.
The fair value measurements in relation to their carrying amounts (amortized cost) are as follows:
| 06.30.2025 | 12.31.2024 | |||||
|---|---|---|---|---|---|---|
| Amortized cost (*) |
Fair value | Amortized cost (*) |
Fair value | |||
| Borrowing and financing (Note 10) | 504,895 | 606,503 | 202,199 | 166,111 | ||
| Debentures (Note 11) | (a) | 11,362,783 | 9,695,134 | 10,840,886 | 9,130,014 | |
| Leases liabilities (Note 14) | 240,797 | 240,046 | 277,325 | 268,510 |
(*) includes the accrued interests
(a) Includes the fair value of the Senior Notes which was based on the price quoted on the Singapore stock exchange as of June 30, 2025.

23. Operating Segment
The operating segments are identified based on the internal reports on the Company's components, periodically reviewed by the Chief Executive Officer (CEO), the chief operating decision-maker, so that funds can be allocated to the segments and their performances assessed.
In order to manage its business taking into consideration its financial and operating activities, the Company classified its businesses into each geographical area where the Company operates.
The Statement of profit or loss information (continuing operations) is structured and presented as follows:
| 06.30.2025 | 06.30.2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| Net Revenue | Net Revenue | |||||||
| Foreign sales Intersegment sales |
Total | Results | Foreign sales Intersegment | sales | Total | Results | ||
| Operating segments: | ||||||||
| Brazil | 1,534,625 | - | 1,534,625 | 147,176 | 1,528,084 | - | 1,528,084 | 113,143 |
| Argentina | 1,591,424 | - | 1,591,424 | 185,880 | 1,660,883 | - | 1,660,883 | 246,333 |
| Total | 3,126,049 | - | 3,126,049 | 333,056 | 3,188,967 | - | 3,188,967 | 359,476 |
| Unallocated (a) | (509) | - | (509) | (78,915) | 9,371 | (14,661) | (5,290) | 6,238 |
| Eliminations | - | - | - | - | - | 14,661 | 14,661 | - |
| Sub-total | 3,125,540 | - | 3,125,540 | 254,141 | 3,198,338 | - | 3,198,338 | 365,714 |
| Income before financial income (expenses) | 254,141 | 365,714 | ||||||
| Foreign exchange, net | (135,551) | (136,037) | ||||||
| Financial income | 315,520 | 1,072,661 | ||||||
| Financial expenses | (1,194,095) | (820,288) | ||||||
| Profit / (Loss) before income tax and social contribution | (759,985) | 482,050 | ||||||
| Income tax and social contribution | (82,346) | (314,829) | ||||||
| Loss for the period from continuing operations | (842,331) | 167,221 | ||||||
| Profit / (Loss) for the period from discontinued operations (Note 2.24) | - | 23,921 | ||||||
| Profit / (Loss) for the period | (842,331) | 191,142 |
(a) This caption includes holding and subholding companies not attributable to specific segments.
The profit or loss for each six-month period above includes the full amount of the Company's segments disregarding the following amounts attributable to non-controlling interests:
| Noncontrolling interests | |||
|---|---|---|---|
| 06.30.2025 | 06.30.2024 | ||
| Operating segments: | |||
| Brazil | 58,043 | 53,137 | |
| Argentina | 49,797 | 262,421 | |
| 107,840 | 315,558 | ||
| Unallocated | (516) | (637) | |
| 107,324 | 314,921 | ||
| Profit for the period attributable to non-controlling interests | 107,324 | 314,921 |
Other information:
| 06.30.2025 | 06.30.2024 | ||||
|---|---|---|---|---|---|
| Capital expenditure |
Depreciation, amortisation and impairment losses |
Capital expenditure |
Depreciation, amortisation and impairment losses |
||
| Operating segments: | |||||
| Brazil | 203,207 | 206,968 | 191,751 | 200,816 | |
| Argentina | 148,129 | 170,897 | 147,369 | 167,266 | |
| 351,336 | 377,865 | 339,120 | 368,082 | ||
| Unallocated | - | - | 6 | (370) | |
| Total | 351,336 | 377,865 | 339,126 | 367,712 |
The impairment losses, when recorded, typically refer to impairment losses on goodwill, tangible and intangible assets.
In addition, segment assets and liabilities reconciled with the consolidated balances as of June 30, 2025 and December 31, 2024 are as follows:
| 06.30.2025 | 12.31.2024 | ||||||
|---|---|---|---|---|---|---|---|
| Assets | Liabilities | Net assets | Assets | Liabilities | Net assets | ||
| Operating segments: | |||||||
| Brazil | 8,590,772 | 6,488,543 | 2,102,229 | 8,354,163 | 5,789,866 | 2,564,297 | |
| Argentina | 8,510,890 | 3,259,473 | 5,251,417 | 9,415,536 | 3,691,221 | 5,724,315 | |
| Total | 17,101,662 | 9,748,016 | 7,353,646 | 17,769,699 | 9,481,087 | 8,288,612 | |
| Unallocated | 1,309,368 | 6,843,906 | (5,534,538) | 1,365,804 | 6,769,938 | (5,404,134) | |
| Eliminations | (1,037,252) | (1,037,252) | - | (1,032,032) | (1,032,032) | - | |
| Total | 17,373,778 | 15,554,670 | 1,819,108 | 18,103,471 | 15,218,993 | 2,884,478 |
The unallocated assets and liabilities include assets and liabilities not attributable to specific segments, thus basically allocated to holding, subholding and trading companies.
24. Events After the Reporting Period
Agreement in principle with creditors and the suspension of the General Meeting of Creditors
On July 24, 2025, as published in the Material Fact, the Company entered into an agreement in principle with a group of bondholders, debenture holders of the InterCement Group, and holders of credits against Mover, representing a substantial majority of the InterCement Group's financial creditors, regarding a potential consensual restructuring of the Mover Group. The Agreement was subject to the satisfactory completion of the negotiation of the definitive documentation between the parties, obtaining the necessary corporate approvals, satisfactory tax analysis, an efficient structure for the implementation of the operation that protects the liquidity of the Mover Group and the expected returns of the creditors, completion of due diligence, and other usual terms and conditions.
In that context, the parties agreed to suspend all Mover Group creditor meetings currently underway under the Judicial Reorganization process, in order to proceed with the negotiation of the instruments based on this agreement in principle.
Approval of the Judicial Reorganization Plan
On October 6, 2025, the revised Judicial Reorganization Plan proposed by the Company was approved at the creditors' general meeting ("AGC"), pursuant to Article 45 of the LFR. The Plan reflects the financial and capital restructuring of the InterCement Group, agreed with a substantial group of financial creditors, in addition to preserving the payment terms offered to the Company's suppliers, aiming at the continuity and strengthening of its commercial relationships. The approval of the Plan by more than 99% of the creditors and credits of each class represents an important step in the Company's financial restructuring efforts, consolidating the intense constructive dialogue with its financial creditors, suppliers, and employees.
The Plan must also be ratified by the Judicial Reorganization Court, pursuant to Article 58 of the LFR. Once ratified, the creditors will vote on the payment options forest forth in the Plan, and, accordingly, the other measures described therein will be implemented.

Loma Negra - Issuance of Class 5 Negotiable Obligations
Pursuant to the resolution approved at the board of directors meeting held on June 24, 2025, on July 24, 2025, Loma Negra issued Class 5 Negotiable Obligations in dollars for a total amount of US\$ 112,878,134, with a nominal fixed annual interest rate of 8% payable semi-annually, maturing on July 27, 2027. The negotiable obligations were subscribed and paid for (i) in kind through the delivery of Class 2 and Class 3 negotiable obligations in the amount of US\$ 16,265,844 and US\$ 11,866,417, respectively, and (ii) in cash in US dollars for a total amount of US\$ 84,230,001.
25. Authorization for issuance of the Condensed consolidated financial information
At the meeting held on October 22, 2025, the Audit Committee recommended the issuance of this condensed consolidated interim financial information.