Santos Brasil Participações S A : Dados Econômico-Financeiros

Santos Brasil Participações S.A.

Financial Statements

December 31, 2023 and 2022

2023 | MANAGEMENT REPORT

Management Report

Dear shareholders,

We submit for your consideration the Management Report and the Financial Statements of Santos Brasil Participações S.A. ("Santos Brasil") (B3 Code: STBP3) for the fiscal year ended on December 31, 2023. The financial statements, both individual and consolidated, are presented in accordance with accounting practices adopted in Brazil, following the provisions of the Corporations Law, IFRS standards, and the Brazilian Accounting Pronouncements Committee's standards.

Message from Management

In 2023, Santos Brasil successfully progressed in its strategy of capital allocation - based on high-return investments allocated in its portfolio of assets and shareholders' capital remuneration, mainly via earnings distribution - and price recomposing of port and logistics services provided, better balancing them with the efficiency, productivity and operational excellence levels offered to customers.

Throughout the year, Santos Brasil invested R$ 631.3 million in its assets, of which (i) R$ 302.3 million in Tecon Santos, (ii) R$ 236 million in the Liquid Bulk Terminals located at the Port of Itaqui - MA, (iii) R$ 65.7 million at Tecon Vila do Conde, and (iv) R$ 24.2 million in Santos Brasil Logística. The investments are intended to expand capacity, acquire technology and equipment, update and modernize the current infrastructure. Such investments will increase the service level and provide a better experience for the company's clients, also guaranteeing that potential demand is met as market grows. The investments in Liquid Bulk Terminals will allow the Company to add 59,000 m3 to its existing capacity (50,000 m3) in 2024, which will be complemented with further 81,000 m3 throughout 2025, totaling 190,000 m3 (≅25% of the aggregate capacity of the Port of Itaqui - MA). Tecon Santos' capacity is expected to reach 2.6 million TEU in 2025 and 3.0 million TEU by 2031.

Moreover, the Company distributed R$ 479,1 million to its shareholders, of which R$ 337.0 million as dividends and R$ 142.1 million as Interest on Own Capital, equivalent to R$ 0.55 per share and a payout of 95%, based on 2023 Net Income.

On the other hand, the year of 2023 proved to be challenging regarding volumes handled, with total container throughput down 6.2% year-on-year, totaling 1,218,580 containers handled in the three terminals, while Tecon Santos recorded a drop of 6.9% compared to 2022. The volume path proved to be erratic throughout 2023, with a sharp drop in the first half of the year, both in imports and exports. Indeed, in the Port of Santos, there was a decrease in exports of products such as coffee, pulp and paper, cotton and beef, as well as a decline in imports of industrial inputs, durable consumer goods and capital goods, owing to still high inventories, in addition to uncertainties regarding the domestic economy performance, in an environment of high interest rates, persistent inflation and difficult credit access.

The first indications of improvement came only at the beginning of 3Q23, mainly in exports, at the Port of Santos, but was more solid in 4Q23, the first milestone of year-on-year volume growth, also in imports. In 4Q23, Santos Brasil handled 335,133 containers, an increase of 13.2% compared to 4Q22, with growths of (i) 11% YoY at Tecon Santos, which recorded a significant improvement in all flows, including a larger share of full-imported containers in the mix; (ii) 21% YoY at Tecon Imbituba, which operated Long Haul ships due to inoperability of container terminals located at Itajaí/Navegantes complex, affected by adverse weather conditions; and (iii) 34% at Tecon Vila do Conde, which captured traffic from the Port of Manaus, whose operation was hampered by the drought in the Amazon Basin. Moreover, container warehousing followed the improvement observed in quay operations, increasing 23% year-on-year in 4Q23, driven by Tecon Santos (+2% YoY) and Tecon Imbituba (+11.222% YoY).

Despite the drop in container throughput, Santos Brasil presented a robust economic and financial performance in 2023, with annual growth across the board. Consolidated Net Revenue reached R$ 2.1 billion, up 10.5% YoY, while EBITDA surpassed the symbolic and historic mark of R$ 1.0 billion, with an EBITDA margin of 47%, representing an increase of c.7 percentage points year-on-year. Net Income reached R$ 504 million (+17.4% YoY), while net margin reached 24%.

The Company's financial liquidity remains high, with net debt of R$ 56.4 million in 12/31/2023. Total debt reached R$ 423.9 million at the end of 2023, with a cash position of R$ 367.5 million (i.e. Net Debt/Proforma EBITDA of 0.07x). Santos Brasil, which had maintained a net-cash position since mid-2020, is diligently optimizing its capital structure, in line with its capital allocation strategy and the potential future cash generation arising from its businesses.

The outcome of 2023 gives Santos Brasil the confidence that 2024 brings positive prospects for its businesses, especially considering the improvement in volume dynamics, including at the Port of Santos, efficiency gains arising from high operational leverage of its assets, as well as the delivery of additional capacity to meet growing demand. This favorable scenario couples with Company's values and management pillars, focused on clients and employees experience, financial diligence, and discipline in capital allocation, aiming to maximize return for shareholders, investors, and other stakeholders.

2023 | MANAGEMENT REPORT

Santos Brasil

In 2023, Santos Brasil celebrated 26 years of history and continues to be a reference in port and logistics operations. The Company was founded in 1997, with the auction for exploring Tecon Santos, and became the national leader in container handling, accounting for 16% of containers operated in Brazilian ports in 2023. Currently, the Company operates three container terminals (Tecon Santos in the Port of Santos (SP), Tecon Imbituba in the Port of Imbituba (SC), and Tecon Vila do Conde in the Port of Vila do Conde (PA)), providing services related to (i) quay operations, highlighting container loading and unloading from ships, where customers are shipowners, which own the vessels and containers, and (ii) container storage in the yard (backyard) and in closed warehouses, where customers are importers and exporters, i.e., cargo owners. Santos Brasil also operates three general cargo terminals, one of them in the Port of Imbituba (SC), TCG Imbituba, and two in the Saboó region, in the Port of Santos (SP), through transitory contracts.

In addition, at the Port of Santos, the Company owns the Vehicle Terminal (TEV), located adjacent to Tecon Santos, which storages small, medium, and large vehicles, as well as machinery, equipment, and other general cargo in its backyard. Unlike container operations, vehicle loading and unloading operations from ships are carried out by a third-party company. In 2023, TEV accounted for 33% of vehicle transportation through maritime shipping in Brazil, considering exports and imports, being the absolute leader in handling this cargo at the Port of Santos, with little representative volume handled by a competing terminal.

In 2023, Santos Brasil celebrated the first year of operation of the Liquid Bulk Terminals, located at the Port of Itaqui (MA). The brownfield areas began operations in November 2022, with a capacity of 50 thousand m³, and stand out for the high level of service offered to customers. In 2024, expansion of the terminals is expected, with the addition of 59 thousand m³ of capacity. Construction works for the greenfield terminal, on the other hand, began in the second half of 2023, and it is expected to be completed by the end of 2025, adding 81 thousand m³ of capacity, totaling 190 thousand m³ of tank capacity.

Santos Brasil Logística operates in the fronts of (i) Port Logistics, which includes two Bonded Warehouses (CLIAs), located in Santos (SP) and Guarujá (SP), responsible for bonded warehousing services, and (ii) 3PL Logistics, which holds two Distribution Centers, located in São Bernardo do Campo (SP), where integrated logistics services are provided, especially pallet storage and handling and road transportation, as well as inventory management, picking, labeling, dispatch, distribution, and customized solutions for clients from various segments.

Through its wide range of port assets along the Brazilian coast and the offering of integrated logistics operations, both described above, Santos Brasil has (i) a prominent position in all stages of the logistics chain, from the loading and unloading of containers, vehicles, and general cargo from ships to the handling, storage, transportation, and distribution of these cargoes, (ii) exposure to various Brazilian markets (South, Southeast, North, and Northeast) and, consequently, segments of various containerized cargoes, mainly automotive, chemical, petrochemical, pharmaceutical, food, agricultural, and general consumer goods segments, including electronics, and (iii) exposure to the agricultural sector with Liquid Bulk operations at the Port of Itaqui, an important distribution hub for fuel to the major commodity producers in the Midwest and Northeast of Brazil.

In 2023, the Company did not engage in mergers, acquisitions, or spin-offs and currently has investments in controlled companies, as per the organizational chart below:

Corporate Structure

2023 | MANAGEMENT REPORT

The table below shows the variation of investments in the direct and indirect subsidiaries of Santos Brasil Participações S.A. As shown above, Pará Empreendimentos Financeiros S.A. has direct control of Convicon Contêineres de Vila do Conde S.A

Market context

In 2023, Brazil's Trade Balance recorded a surplus of US$ 98.2 billion, a 61% growth compared to 2022, according to data from the Ministry of Economy. Exports totaled US$ 339.7 billion, a 1.7% increase year-on-year, while imports amounted to US$ 240.8 billion, a 11.7% decrease compared to 2022, which led to a drop in the handling of imported containers in Brazilian ports and consequently in Santos Brasil's terminals.

According to data from the Santos Port Authority (APS), the Port of Santos recorded a 2.5% YoY decrease in container throughput in 2023, with decreases of 1.8% YoY in Long-Haul volumes and 5.8% YoY in Cabotage. Regarding Long-Haul, imports decreased by 1.1% YoY in 2023, with reductions in imports from almost all origin countries, according to Datamar information, specially (i) United States,

1. European countries, e.g., Belgium and Spain, and (iii) Asia, with emphasis on South Korea and Japan. During the year, only imports of full containers from China grew, driven by electronics, machinery, and equipment. Regarding cargo mix, the biggest declines were recorded in imports of chemicals, automotive, and rubber products, despite the improvement in imported segments from China mentioned earlier.

In turn, exports of containers from the Port of Santos decreased by 2.6% YoY in 2023, according to APS data, mainly due to lower shipments to the United States, as Datamar points out, despite the progressive recovery of shipments to China and other Asian countries. The products that experienced the largest decreases were coffee, paper and pulp, cotton, chemicals, and beef. In 2023, only sugar grew in export shipments.

Regarding the Company's terminals located at the Ports of Imbituba and Vila do Conde, both were positively impacted by meteorological events in 4Q23. Tecon Imbituba operated extra calls of shipping services originally from the Port of Navegantes due to heavy rains in Santa Catarina, which partially or completely interrupted operations at the Itajaí/Navegantes port complex between October and December. In 4Q23, Tecon Imbituba recorded a 21.0% YoY increase in container throughput, with the volume of 2023 remaining stable (-0.4% YoY). Tecon Vila do Conde, on the other hand, captured volumes with origin and destination to terminals located at the Port of Manaus, affected by the drought in the North region, which limited ship navigation in the rivers of the Amazon Basin. In light of this, Tecon Vila do Conde organized operations with its customers through barges, which require shallower draft for navigation, allowing subsequent boarding on Long Course and Cabotage ships. In 4Q23, container movement at Tecon Vila Conde grew by 34.0% YoY, minimizing the decline observed during 9M23, ending the year with a slight decrease of 0.7% YoY.

2023 | MANAGEMENT REPORT

Regarding liquid bulk, the Port of Itaqui is the 4th largest in the country in the handling of fuels and petroleum derivatives, according to ANTAQ data, behind only of the ports of Aratu, Santos, and Suape. In the year, there was a 3.2% decrease in the handling of this type of cargo at the Port of Itaqui, concentrated on the transshipment of derivatives. However, there was a 6% YoY increase in storage, which has greater relevance for Santos Brasil's terminals.

Finally, regarding the automotive market, ANFAVEA data indicates that light vehicle production grew by 1.3% YoY in 2023, while heavy vehicle production decreased by 37.5% compared to 2022. In the year, the consolidated performance resulted in a 1.9% YoY decrease in production, which is a relevant indicator for the operation of imported containers, given the importance of the automotive sector in the import agenda of the Port of Santos and Tecon Santos, which supply the country's installed automakers. Regarding vehicle exports in 2023, according to ANFAVEA data, there were declines of (i) 15.2% YoY in light vehicle shipments and (ii) 28.3% in heavy vehicle exports, resulting in a 16.0% YoY drop in total vehicle exports, reflecting the economic slowdown in the main consumer countries, essentially in South America, with a focus on Argentina, Colombia, and Chile.

These dynamics directly impacted TEV, which operated 210,591 vehicles in 2023, with reductions of 24.2% YoY in exports, due to the factors mentioned above, and 32.6% YoY in imports, reflecting subdued domestic consumption. However, the decline in volumes was restricted to light vehicles (-28.5% YoY). The operation of heavy vehicles, a mix with higher margins, increased by 13.5% YoY in 2023, with growth in imports and exports. TEV presented an occupancy rate of 70.2% of its capacity in 2023 (vs. 93.7% in 2022).

Strategy and Business Model

Since 1997, Santos Brasil has been a pioneer in providing integrated port and logistics services to customers' supply chain and operations, offering complete solutions from the port to e-commerce, impacting the daily lives of millions of people around the world. Responsible for 16% of all container throughput in the country, Santos Brasil operates Tecon Santos, one of the largest and most efficient container terminals in Latin America. Among the activities offered to its customers, the following stand out: (i) commercial exploration of port and hinterland facilities for the handling and storage of containers, vehicles, general cargo, and liquid bulk, and (ii) provision of services and logistical solutions in various kinds, including bonded warehousing, third-party logistics operations (3PL), and road transportation. The Company's competitive advantages differentiate themselves through the leasing of low-replicability assets, operational excellence, high-level service, including one-stop-shop solutions, which generate value and competitiveness for its customers, listing on B3's Novo Mercado, reinforcing the commitment to a high standard of Corporate Governance and broad access to the capital market, and a high-performance professional team.

Santos Brasil's strategy focuses on three pillars: (i) Containers and General Cargo, (ii) Integrated Port Logistics, and (iii) Liquid Bulk. For

the successful execution of the strategy, six main enablers have been defined to guide the Company's management: (i) Employee Experience, (ii) Customer Experience, (iii) ESG, (iv) Technology and Innovation, (v) Financial Discipline, and (vi) Regulatory Expertise.

Regarding Container and General Cargo Terminals, the Company has a leading position in container operations through the assets it has along the Brazilian coast, with a presence in the South, Southeast, and North regions, benefiting from the particularities and development of each market and the diversification of the segments served. Santos Brasil relies on the positive long-term trend for the sector, mainly due to (i) the increase in cargo containerization, (ii) greater container penetration per capita, (iii) modernization of Brazilian port infrastructure, including for the operation of larger ships in South America, (iii) the potential for greater economic openness in the country, boosting foreign trade and exchanges of products and goods in containers, and (iv) the potential growth of domestic cargo transportation by Cabotage, which is expected to progress with advances in the "BR do Mar" Program (Law No. 14,301/2022).

To strengthen its competitive advantages, the Company remains firm in the current investment cycle, especially in the allocation of resources for the expansion and modernization of its main asset, Tecon Santos, increasing the terminal's annual capacity from the current 2.4 million to 2.6 million TEUs by 2025 and, thereafter, to 3.0 million TEUs by 2031. In 2021, the first phase of the terminal expansion was completed, with the delivery of an additional 220 meters of quay. Starting in 2022, investments in the current phase will expand storage capacity in the yard, with a focus on the reconfiguration of the layout, automation, and acquisition of new equipment. In November 2023, two new quay cranes (STS) and eight new electric RTGs were delivered, equipment that will increase terminal efficiency, in addition to contributing to a low-carbon operation. The purchase is one of the initiatives for Santos Brasil to be carbon neutral by 2040.

Regarding integrated logistics to the Port, the Company sees opportunities to increase its presence in its customers' logistics chain, focusing on connection with the Port of Santos, envisioning the one-stop-shop operating model and customized solutions for its customers. Thus, the focus will be on expanding operations in the 3PL and Less than Container Load (LCL) segments, with the expansion of customized solutions to customers, but without losing market share in the warehousing of imported cargo, including the possibility of expanding area for this purpose. It is worth noting that one of the drivers of the strategy is the long-term relationship with large Brazilian and multinational companies, built, nurtured, and renewed by Santos Brasil over the years.

2023 | MANAGEMENT REPORT

Finally, regarding liquid bulk operations, the Company's goal is to gain scale at the Port of Itaqui, expand the addressable market, including bonded warehousing, and increase the level of service to its customers, strengthening the Santos Brasil brand as a liquid bulk operator in the domestic market. To achieve this, it continues to invest in the construction, modernization, and/or addition of capacity to its assets, with the first phase of expansion expected to be completed in 2024 and the second in 2025, when it reaches the total projected capacity for its three liquid bulk terminals. Although the current focus is on the development and expansion of current assets, the Company will continue to monitor opportunities and port projects that allow it to expand its presence in the segment.

Perspectives and Opportunities

The Brazilian port sector has evolved over the past years due to a more modern and flexible regulatory framework, such as Decree 9,048/2017 and Ministry of Infrastructure Ordinance 513/2019, which have brought greater legal certainty to market participants and fostered private sector investments. In 2023, two auctions were held in the port sector, leasing eight areas in the states of Alagoas, Ceará, and Rio Grande do Sul, with approximately R$ 1 billion in investments projected for the sector. These areas are intended for the operation of fuels, grains, minerals, and for a passenger terminal. According to statements from ANTAQ, leases are planned for various port areas across the country in 2024, as well as concessions for access channels and the release of bids for waterways.

The current strategy of the Company is to maximize value generation through the expansion and modernization of its current assets, whose returns on allocated capital, relative to the incurred risk, are generally higher than the strategy of inorganic growth. Nevertheless, Santos Brasil will remain attentive to merger and acquisition opportunities and even port auctions to expand its business base, as it did in 2021 when three areas at the Port of Itaqui were leased for the storage of liquid bulk.

In 2023, the Company invested R$ 631.3 million in its assets, with highlights on expansion and modernization projects of Container and General Cargo Terminals, especially Tecon Santos and Tecon Vila do Conde, and on the expansion and development of the Liquid Bulk Terminals.

In Container and General Cargo Terminals, R$ 370.2 million were invested, with a focus on Tecon Santos, where R$ 302.3 million were allocated as part of the counterpart of the early renewal of the lease contract, valid until 2047. In November 2021, the first phase of the terminal's expansion and modernization was completed, with the construction of an additional 220 meters of quay, making Tecon Santos the only container terminal in South America capable of simultaneously receiving three New Panamax ships, with lengths of 366 meters. The first phase increased the terminal's capacity from 2.0 million TEUs to 2.2 million TEUs. Currently, the second phase of the project is underway, focused on expanding quay and storage capacity through new equipment, layout changes in the yard, including an expansion of rail access, and investments in technology and automation systems. In November 2023, two STS (ship-to-shore) quay cranes and eight electric RTGs were received, which, in addition to ensuring greater productivity at the terminal, accelerate the Company's decarbonization process, aiming to become carbon neutral by 2040. Investments were also made in the electrical and data network for the operation of new electric equipment, which also have automation modules, and in the expansion of the reefer platform. Finally, technology and innovation projects continued, with the implementation of the new Terminal Operating System (TOS) in September 2023, which started using the modern OPUS solution from CyberLogitec, a South Korean company specialized in technological solutions for port terminals. Santos Brasil systematically evaluates the capacity vs. demand scenario in the Port of Santos, aware of its role as a protagonist in providing capacity at the port, contributing to the advancement of port infrastructure and, consequently, to the growth of Brazilian foreign trade.

At Tecon Vila do Conde, R$ 65.7 million were invested in 2023, related to the early renewal of the lease contract, with the aim of expanding the current capacity from 217,000 TEUs to 300,000 TEUs. The project includes the purchase of equipment and the expansion of the container storage area, including reefers, essential for the terminal to capture the export potential of extractive industry products, such as ores, wood, and fruits, and refrigerated cargo, such as beef. In the year, there was the purchase of a Mobile Harbour Crane (MHC), reach stackers, empty container handlers, trucks, and tugs, which accounted for most of the investments. Additionally, investments are also being made in new areas of the terminal, for general cargo storage, which have great growth potential in the region, especially related to projects in the mining, steel, agricultural, and renewable energy sectors.

Regarding Tecon Imbituba, Santos Brasil intends to continue prospecting new services for container throughput, maintaining Cabotage operations, which have broad growth potential due to the BR do Mar. It is worth noting that, in 4Q23, Tecon Imbituba served extra Long -Haul calls, mainly for import, diverted from the Itajaí/Navegantes complex due to heavy rains in Santa Catarina, which made operations at the original destination terminal unfeasible. Tecon Imbituba is able to receive New Panamax class ships, with 366 meters in length and prospects of operation on the Brazilian coast, which would further boost Long-Haul operations at the terminal.

2023 | MANAGEMENT REPORT

In 2023, Liquid Bulk Terminals completed the first full year of operation and received investments of R$ 236.0 million. The brownfield terminals (TGL 01 and TGL 03) started operations in November 2022, with a capacity of 50,000 m³, and expansions currently underway are expected to add 59,000 m³ by the end of 2024. Construction of the greenfield terminal (TGL 02) began in the second half of 2023 and will add 90,000 m³ of capacity by the end of 2025, when the liquid bulk system of Santos Brasil at the Port of Itaqui will reach 190,000 m³ of capacity. The commercial strategy for closing new contracts is ongoing and has been successful.

As for Santos Brasil Logística, R$ 24 million were invested in 2023, with a focus on the verticalization of one of the bonded warehouses of CLIA Santos, a project initiated in 2022 that increased its capacity by 24%, and on technology projects and new information systems, such as the implementation of the new Warehouse Management System (WMS) and Transportation Management System (TMS) at Distribution Centers and CLIAs. Santos Brasil Logística is prepared to capture opportunities in providing integrated logistics services to the Port with the growth of Long-Haul volumes, especially with the resumption of imports.

TEV faced a challenging scenario in 2023, with a 25.1% YoY decrease in vehicle operation, with exports affected by lower shipments to South American countries, such as Argentina, Chile, and Colombia, and imports by the subdued domestic scenario. The global and domestic scenario in 2024 is expected to continue impacting TEV dynamics. However, the Company will continue its commercial strategy to increase business margins, including through capturing new volumes.

Finally, in a consolidated view, Santos Brasil ended 2023 with R$ 367.5 million in cash and financial investments and total debt of R$

423.9 million, resulting in Net Debt of R$ 56.4 million, with leverage, calculated by the ratio between Net Debt and Proforma EBITDA of the last twelve months, of 0.07x. In addition to investments in the expansion and modernization of the assets presented above, Santos Brasil continued to remunerate shareholders' capital with high distribution of dividends and Interest on Own Capital (IOC), totaling R$ 479.1 million distributed over the 2023 fiscal year results, which corresponded to R$ 0.55 per share and a payout ratio of 95%.

2023 | MANAGEMENT REPORT

In 2023, Santos Brasil's Net Revenue totaled R$ 2.1 billion (+10.5% YoY), with emphasis on the 14.1% YoY increase in Net Revenue from Container and General Cargo Terminals, driven by (i) higher average ticket, particularly in quay operations, as a result of successful commercial strategies throughout the year and better operational mix of full containers, and (ii) positive performance in 4Q23, with a 58.6% YoY increase in Net Revenue, driven by higher volumes at Tecon Santos, Tecon Imbituba, and Tecon Vila do Conde, further enhanced by contractual renegotiations in 2023. It's worth noting that in 4Q23, Tecon Imbituba served Long -Haul vessels diverted from the Itajaí/Navegantes complex, which were partially or totally halted due to heavy rains in Santa Catarina, while Tecon Vila do Conde became a key outlet for cargo originating from and destined for Manaus through barge operations, as terminals there were affected by the drought in the Amazon Basin. The Company's Net Revenue also benefited from a contribution of R$ 32.3 million from Liquid Bulk Terminals, completing the first year of operations in the brownfield areas (TGL 01 and TGL 03) in November 2023. During the year, Santos Brasil Logística and TEV experienced drops of 3.3% YoY and 12.3% YoY in Net Revenue, respectively, due to lower volume handled during the period.

The Company's Operating Costs amounted to R$ 1.0 billion in 2023 (-0.5% YoY), driven by decreases of (i) 12.1% YoY in Santos Brasil Logística, (ii) 3.9% YoY in TEV, both reflecting lower activity during the period, and (iii) 14.4% YoY in Liquid Bulk Terminals, explained by a change in the depreciation methodology of the grant, previously with a 5-year term and now until the end of the lease. Note that the effect for 2023 was fully recognized in December, hence the accounting adjustment made in 4Q23. During the year, Operating Costs for Container and General Cargo Terminals grew by 3.3% YoY, reflecting higher expenses related to (i) personnel (+4.1% YoY), due to the hiring of employees to support areas, and (ii) depreciation and amortization (+16.0% YoY).

Operating Expenses totaled R$ 306.4 million (+11.8% YoY), with the comparison affected by the non-recurring positive impact of R$

31.1 million recorded in Corporate expenses in 4Q22, due to the sale of a Company land in Imbituba (SC). Excluding this effect, Operating Expenses would remain stable (+0.4% YoY).

In 2023, Santos Brasil achieved the significant milestone of R$ 1.0 billion in EBITDA, with a margin of 46.8% (+4.9 p.p. YoY), highlighting the 30.2% YoY growth in EBITDA from Container and General Cargo Terminals, 14.9% YoY growth in Santos Brasil Logística EBITDA, and EBITDA of R$ 12.9 million from Liquid Terminals. In 2023, only TEV experienced a reduction (-12.0% YoY).

Net Income

In 2023, Santos Brasil's Net Income totaled R$ 504.3 million (+17.4% YoY), with a net margin of 23.6% (+1.4 p.p. YoY).

According to the Company's Bylaws, the Net Income will be subject to deductions or additions, in descending order, as follows:

1. 5% (five percent) for Legal Reserve, which shall not exceed 20% (twenty percent) of the Share Capital. The formation of the Legal Reserve may be waived in the fiscal year in which its balance, plus the amount of capital reserves, exceeds 30% (thirty percent) of the Share Capital.
2. Amount intended for the Contingency Reserve and reversal of those formed in previous fiscal years.
3. Unrealized Profits and Reversal of Profits previously recorded in this reserve that have been realized in the fiscal year.
4. 25% (twenty-five percent) for payment of the minimum mandatory dividend, and

2023 | MANAGEMENT REPORT

5. The remaining of the adjusted net income after payment of the minimum mandatory dividend shall be allocated to the Investment and Expansion Reserve, which aims to: (i) ensure resources for investments in fixed assets, without prejudice to profit retention under Article 196 of Law No. 6,404/76, (ii) working capital reinforcement, and may also (iii) be used in operations for redemption, reimbursement, or acquisition of Company shares, with the General Meeting being able to resolve its waiver in the event of payment of additional dividends in addition to the minimum mandatory dividend.

Debt and Cash Equivalents

Santos Brasil ended the year 2023 with R$ 367.5 million in cash and financial investments and R$ 423.9 million in total indebtedness. During the year, the Company secured R$ 535.8 million in financing from Northeast Bank (BNB), which will finance 80% of the Capex for the Liquid Bulk Terminals. At the end of 4Q23, the Company recorded Net Debt of R$ 56.4 million, resulting in a leverage ratio, calculated by dividing Net Debt and Pro Forma EBITDA for the last twelve months, of 0.07x, marking a turning point in Santos Brasil's capital structure, which has maintained a net cash position since mid-2020. In line with the capital allocation strategy adopted, focusing investments on the expansion and modernization of current port and logistics assets, the Company continued to remunerate its shareholders by paying dividends and Interest on Own Capital (IOC). Regarding the fiscal year 2023, the total amount of dividends and IOC was R$ 479.1 million, representing a payment of R$ 0.55 per share and a payout of 95%.

Capex

In 2023, Santos Brasil remained focused on its strategy of investing in its port and logistics assets, aiming to maximize the generation of value from each business unit and position the Company to capture growth in demand in its markets, ensuring its leadership position. During the year, investments totaled R$ 631.3 million, particularly in (i) expansion and modernization projects of Container and General Cargo Terminals, with emphasis on Tecon Santos and Tecon Vila do Conde, and (ii) expansion and development of Liquid Bulk Terminals.

• Last-twelve-monthEBITDA, excluding effects of IFRS 16.