6-K 1 golitr2q23_6k.htm 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


 

 

FORM 6-K

 

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

SECURITIES EXCHANGE ACT OF 1934

 

For the month of July 2023

(Commission File No. 001-32221)


 

 

GOL LINHAS AÉREAS INTELIGENTES S.A.

(Exact name of registrant as specified in its charter)

 

GOL INTELLIGENT AIRLINES INC.

(Translation of registrant’s name into English)

 


 

 

Praça Comandante Linneu Gomes, Portaria 3, Prédio 24
Jd. Aeroporto 
04630-000 São Paulo, São Paulo
Federative Republic of Brazil

(Address of registrant’s principal executive offices)


 

 

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

Form 20-F ___X___ Form 40-F ______

Indicate by check mark whether the registrant by furnishing the 
information contained in this Form is also thereby furnishing the 
information to the Commission pursuant to Rule 12g3-2(b) under 
the Securities Exchange Act of 1934. 

Yes ______ No ___X___

 

 
 

 

 

 

 

 

 

 

Parent Company and Consolidated

Quarterly Information (ITR)

 

GOL Linhas Aéreas Inteligentes S.A.

June 30, 2023

with Review Report on the Quarterly Information

 

 

 

 

 

 
 

Gol Linhas Aéreas Inteligentes S.A.

 

Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

 

 

 

 

Contents

 

 

 

Comments on the Performance 2
Report of the Statutory Audit Committee (“SAC”) 8
Statement of the Executive Officers on the Parent Company and Consolidated Quarterly Information (ITR) 9
Statement of the Executive Officers on the Independent Auditors’ Review Report 10
Independent Auditor’s Review Report on the Quarterly Information (ITR) 11

 

 

Balance Sheets 13
Income Statement 15
Comprehensive Income Statements 17
Statements of Changes in Shareholders’ Equity 18
Cash Flows Statements 19
Value Added Statements 21
Notes to the Parent Company and Consolidated Quarterly Information (ITR) 22
 
 

Comments on the Performance

 

For the second quarter, GOL increased in its supply (ASK) by 14% year-over-year, equivalent to nearly 91% of 2Q19 capacity. Combined with increased productivity and higher ancillary revenues, the Company recorded EBITDA margin of 22.8%, which was achieved in a period which is seasonally the weakest quarter of the year.

“We remain committed to maintaining the lowest level of unit costs in the industry. Deployment of our operating fleet remained at a high level reaching approximately 11 hours per day, an increase of 5.9% compared to 2Q22. As capacity grows and the entire fleet resumes operations, we expect that with our low-cost discipline and the commitment of our Team of Eagles to deliver the best Customer satisfaction, we will even further strengthen GOL’s competitive advantage in the market,” added Celso Ferrer.

Confirmed New Level of Revenues and Sales

The Company’s 2Q23 net revenue increased 28% year-over-year to R$4.1 billion, the highest level of 2Q revenue in its history, with important advances in the Smiles and Gollog businesses. This record revenue was driven by continued broad-based strength in demand. The Company also achieved nearly R$5.1 billion in sales volume, primarily driven by leisure traveler demand.

Several initiatives contributed to a significant 12.2% increase in RASK (revenue per available seat kilometer) and a 9.5% increase in yield compared to 2Q22.

“Our discipline in yield management allowed us to reach a continuous quarter over quarter increase in unit revenue. These results were achieved through our capacity discipline and seat inventory management, besides our continuous investments in tools and technologies for fare and inventory management. Our digital channels delivered an enhanced experience for our Customers and helped enable the sale of additional services that added further value to the air travel experience,” said Eduardo Bernardes, Chief Revenue Officer.

Cost Performance and Capacity Management

In meeting the ongoing growth in demand, GOL continues its focus on sustainable growth and on diversification with the opening of new bases in the regional market. The Company’s load factor increased to 76.9%, 0.3 percentage point above 2Q22.

GOL expanded its supply (ASKs) by 14.0% over 2Q22, reaching around 91% of its 2Q19 capacity and surpassing 100% on select dates. Compared to 1Q23, a seasonally stronger quarter, ASKs reduced by approximately 8%. Aircraft utilization reached 10.8 hours per day, a testament to the Company’s focus on increasing productivity and further reducing unit cost. In the international market, the Company continued to grow its supply at a stronger pace (73.1% versus 2Q22), reaching around 63% of its 2Q19 capacity.

The number of departures increased by approximately 20% versus 2Q22, due mainly to a network redesign and the opening of regional markets. The cities of Ribeirão Preto and São José do Rio Preto, São Paulo, started to receive GOL’s Boeing 737s, which connected Customers to diverse national destinations such as Rio de Janeiro, Salvador, Curitiba and Brasília.

Unit cost (CASK) excluding the cargo fleet reached 34.89 cents (R$), around 3% lower than the previous quarter, even with ASKs lower by 8%. The reduction in the cost of jet fuel in the period helped reduce the quarter’s unit cost. The unit cost excluding fuel (CASK Ex-Fuel) and the cargo fleet reached 21.69 cents (R$), which was approximately 1.5% lower than 2Q22 and 7.2% higher than 1Q23, even with an 8% reduction in supply over the same period.

 
2 
 

Smiles and Gollog Continue to Leverage Value

Smiles Viagens, our new tour operator, was launched in the second quarter. Created to capture synergies between GOL and Smiles, it enables the offer of complete packages to the B2C market with a unique online sales experience for both national and international destinations. Later this year, Smiles Viagens will also begin serving the B2B market, thereby expanding its reach to travel agents and other distribution channels, as well as strengthening partnerships with agencies, hotels and OTAs.

In 2Q23, the Company maintained the high growth rate of its cargo and loyalty businesses, both in billings and revenue. Billings from these businesses was R$1.4 billion, while GOL’s ancillary revenue grew by 72.7% in the same period.

Smiles, the largest loyalty program in the country, achieved billing growth of 21.6% versus 2Q22, reaching levels in excess of R$1.2 billion. Smiles achieved a 10% growth in its clients membership base and has about eight million more members compared to its closest competitor.

Gollog, the cargo business, more than doubled its quarterly gross revenue to R$247 million y-o-y. During 2Q23, the Company added one Boeing 737 freighter aircraft to its fleet, reaching a total of four, as part of the exclusive agreement with Mercado Livre for cargo transportation. Total cargo aircraft is expected to reach six by the end of the year and further expand to 12 cargo aircraft in the future.

“We continue to capture synergies from the reincorporation of Smiles at an accelerated pace. In less than two years, Smiles has in effect doubled its revenue compared to the pre-pandemic period. Now, with Smiles Viagens in operation, we envision even greater potential to add to our ancillary revenues as GOL continues to strengthen” said Carla Fonseca, Director of Customer Experience and President of Smiles.

Customer Experience and Loyalty

Smiles expanded its customer base by more than 8% to 21.8 million compared to the 2Q22, demonstrating the high value that is being generated from the combination of the loyalty business with the operating airline in 2021.

The Company focused on several important initiatives and investments, including the expansion of its network and the entry into new regional markets, plus improvements in its digital channels, and the continuous evolution of its cargo (Gollog) and loyalty (Smiles) businesses.

GOL was recognized as the Best Airline in South America (APEX Passenger Choice Award 2023), which demonstrates the dedication and hard work of the Team of Eagles in exceeding passenger expectations. It also reflects the Company’s continued commitment to Being First for All by providing exceptional service, overall flight quality and a unique Customer experience. Through its dedication to providing safe, comfortable and efficient flights, GOL remains the leader in the sector, establishing a standard of excellence that elevates the aviation industry in the region.

Fleet Plan Update

During 2Q23, as part of the fleet transformation plan, the Company returned two Boeing 737-NG aircraft, which reduced the idleness of the fleet, and received one new Boeing 737-NG cargo aircraft into operations. As of June 30, 2023, GOL had a fleet of 143 Boeing 737 aircraft, of which 38 are MAX 8s, 101 are NGs and four are 800BCF freighters.

GOL continues to pioneer in liability management. In December 2022, the Company successfully placed a secured debt instrument to address liabilities with lessors, which was further expanded with two retaps in 2023. GOL also recently completed a major debt restructuring, led by the Abra Group, where US$1.1 billion face value of debt was repurchased. “The ongoing restructuring of our aircraft leases is expected to enable a long-term increase in free cash flow, while also continuing to honor our commitments and partnerships,” concluded Mario Liao, Chief Financial Officer.

 
3 
 

ESG Developments

#MyFlightOffsets is an important and innovative means for Customers to achieve voluntary carbon neutralization. GOL offers carbon offsetting when tickets are purchased on the Company’s website. Since the launch of the partnership with MOSS in 2Q21, over 14 thousand tons of CO2 have already been offset, equivalent to the preservation of more than 3,600 hectares of forests.

In May, the ANAC authorized GOL to use Digital Navigation on board the aircraft, which will further contribute to current initiatives that save on paper and fuel consumption. Since the beginning of the Paperless Project, in 2018, the Company estimates savings of 41.5 million sheets of paper and 48.9 million liters of aviation kerosene.

GOL created affinity groups to intensify and broaden the debate on diversity and inclusion, in addition to intensifying the training program for the entire Team of Eagles.

The Company also initiated a Demographic Census in order to increase the knowledge and understanding of its Employees with the goal of strengthening the values of the Team of Eagles and the GOL culture of being simple, human and intelligent.

 

 
4 
 

Operational and Financial Indicators

Traffic Data - GOL (in million) 2Q23 2Q22 % Var.
RPK GOL – Total 7,904 6,967 13.4%
  RPK GOL – Domestic 7,160 6,457 10.9%
  RPK GOL – Foreign Market 745 510 46.1%
ASK GOL – Total 10,284 9,021 14.0%
  ASK GOL – Domestic 9,265 8,432 9.9%
  ASK GOL – Foreign Market 1,018 589 72.8%
GOL Load Factor – Total 76.9% 77.2% (0.3 p.p.)
  GOL Load Factor – Domestic 77.3% 76.6% 0.7 p.p.
  GOL Load Factor – Foreign Market 73.1% 86.7% -13.6 p.p.
Operating Data 2Q23 2Q22 % Var.
Revenue Passengers - Pax on Board ('000) 7,008 5,847 19.9%
Aircraft Utilization (Block Hours/Day) 10.8 10.2 5.9%
Departures 54,570 45,538 19.8%
Total Seats (‘000) 9,513 8,024 18.6%
Average Stage Length (km) 1,067 1,124 (5.1%)
Fuel Consumption in the Period (mm liters) 289 245 18.0%
Full-Time Employees (at period end) 13,835 14,290 (3.2%)
Average Operating Fleet(4) 109 98 11.2%
On-Time Departures 92.3% 94.7% (2.4 p.p.)
Flight Completion 98.5% 99.4% (0.9 p.p.)
Passenger Complaints (per 1,000 pax) 0.93 2.42 (61.6%)
Lost Baggage (per 1,000 pax) 2.32 2.25 3.1%
Financial Data 2Q23 2Q22 % Var.
Net YIELD (R$ cents) 47.07 43.00 9.5%
Net PRASK (R$ cents) 36.18 33.21 8.9%
Net RASK (R$ cents) 40.32 35.94 12.2%
CASK (R$ cents) 35.09 38.07 (7.9%)
CASK Ex-Fuel (R$ cents) 21.89 22.01 (0.5%)
Adjusted CASK (R$ cents) (5) 34.89 38.07 (8.4%)
Adjusted ex-fuel CASK (R$ cents) (5) 21.69 22.01 (1.5%)
Breakeven Load Factor (Ex-Non Recurring Expenses) 66.9% 76.0% (9.1 p.p.)
Average Exchange Rate(1) 4.95 4.92 0.6%
End of Period Exchange Rate(1) 4.97 5.24 (5.1%)
WTI (Average per Barrel, US$)(2) 73.80 108.41 (31.9%)
Fuel Price per Liter (R$) (3) 4.69 6.03 (22.2%)
Gulf Coast Jet Fuel Cost (average per liter, US$)(2) 0.60 1.03 (41.7%)

 

(1) Source: Central Bank of Brazil; (2) Source: Bloomberg; (3) Fuel expenses excluding hedge results and PIS and COFINS/liters credits consumed; (4) Medium fleet excluding sub-leased aircraft and MRO aircraft. Some figures may differ from quarterly information - ITR due to rounding. (5) Excludes costs related to the freighter operations.

 

Domestic Market

Demand in the domestic market reached 7,160 million RPK, an increase of 10.9% compared to 2Q22.

Supply in the domestic market reached 9,265 million ASK, representing an increase of 9.9% compared to 2Q22.

Load factor was 77.3% and the Company transported approximately 6.7 million Customers in 2Q23, an increase of 15.1% compared to the same quarter of the previous year.

International Market

The supply in the international market, measured in ASK, was 1,018 million and the demand (in RPK) was 745 million.

During this period GOL transported approximately 281,000 passengers in this market.

Volume of Departures and Total Seats

In 2Q23 the Company’s total volume of takeoffs was 54,570, representing an increase of 19.8% compared to 2Q22. The total number of seats available in the market was 9.5 million, representing an increase of 18.6% compared to the same period in 2022.

 

 
5 
 

PRASK, RASK and Yield

Net PRASK in 2Q23 was 8.9% higher compared to 2Q22, reaching 36.18 cents (R$). The Company's net RASK was 40.32 cents (R$), representing an increase of 12.2% compared to the same period of the previous year. Net yield recorded in 2Q23 was 47.07 cents (R$), resulting in an increase of 9.5% compared to 2Q22.

All profitability indicators for the quarter, described above, also showed significant evolution compared to the same period in 2019, demonstrating the Company's advances efficient capacity management and pricing.

Fleet

At the end of 2Q23, GOL’s total fleet was 143 Boeing 737 aircraft, of which 101 were NGs, 38 were MAXs and 4 were Cargo NGs. The Company’s fleet is 100% composed of narrowbodies, with 97% financed via operating leases and 3% financed via finance leases.

Total Fleet at End of Period 2Q23 2Q22 Var. 1Q23 Var.
Boeing 737 143 144 2 144 -2
737-700 NG 19 21 -2 19 0
737-800 NG 82 89 -9 84 -4
737-800 NG Freighters 4 0 5 3 2
737-MAX 8 38 34 4 38 0
 
6 
 

Glossary of Industry Terms

·AIRCRAFT LEASING: An agreement through which a company (the lessor). acquires a resource chosen by its client (the lessee) for subsequent rental to the latter for a determined period.
·AVAILABLE SEAT KILOMETERS (ASK): The aircraft seating capacity is multiplied by the number of kilometers flown.
·BARREL OF WEST TEXAS INTERMEDIATE (WTI): Intermediate oil from Texas. a region that refers to the name for concentrating oil exploration in the USA. WTI is used as a reference point in oil for the US derivatives markets.
·BRENT: Refers to oil produced in the North Sea. traded on the London Stock Exchange. serving as a reference for the derivatives markets in Europe and Asia.
·TOTAL CASH: Total cash. financial investments and restricted cash in the short- and long-term.
·OPERATING COST PER AVAILABLE SEAT KILOMETER (CASK): Operating expenses divided by the total number of available seat kilometers.
·OPERATING COST PER AVAILABLE SEAT KILOMETER EX-FUEL (CASK EX-FUEL): Operating cost divided by total available seat kilometers excluding fuel expenses.
·AVERAGE STAGE LENGTH: It is the average number of kilometers flown per stage performed.
·EXCHANGEABLE SENIOR NOTES (ESN): Securities convertible into shares.
·AIRCRAFT CHARTER: Flight operated by a Company that is out of its normal or regular operation.
·BLOCK HOURS: Time in which the aircraft is in flight. plus taxi time.
·LESSOR: The party renting a property or other asset to another party. the lessee.
·LONG-HAUL FLIGHTS: Long-distance flights (in GOL’s case. flights of more than four hours).
·REVENUE PASSENGERS: Total number of passengers on board who have paid more than 25% of the full flight fare.
·REVENUE PASSENGER KILOMETERS PAID (RPK): Sum of the products of the number of paying passengers on a given flight and the length of the flight.
·PDP: Credit for financing advances for the acquisition of aircraft.
·Load Factor: Percentage of the aircraft’s capacity used in terms of seats (calculated by dividing the RPK/ASK).
·Break-Even Load Factor: Load factor required for operating revenues to correspond to operating expenses.
·Aircraft Utilization Rate: Average number of hours per day that the aircraft was in operation.
·Passenger Revenue per Available Seat Kilometer (PRASK): Total passenger revenue divided by the total available seat kilometers.
·Operating Revenue per Available Seat Kilometers (RASK): The operating revenue is divided by the total available seat kilometers.
·Sale-Leaseback: A financial transaction whereby a resource is sold and then leased back. enabling use of the resource without owning it.
·SLOT: The right of an aircraft to take off or land at a given airport for a determined period.
·Sub-Lease: An arrangement whereby a lessor in a rent agreement leases the item rented to a fourth party.
·Freight Load Factor (FLF): Measure of capacity utilization (% of AFTKs used). Calculated dividing FTK by AFTK.
·Freight Tonne Kilometers (FTK): The demand for cargo transportation is calculated as the cargo's weight in tons multiplied by the total distance traveled.
·Available Freight Tonne Kilometer (AFTK): Weight of the cargo in tons multiplied by the kilometers flown.
· Yield per Passenger Kilometer: The average value paid by a passenger to fly one kilometer.

 

 

 
7 
 

 

Report of the Statutory Audit Committee (“SAC”)

 

The Statutory Audit Committee of Gol Linhas Aéreas Inteligentes S.A., in compliance with its legal and statutory obligations, has reviewed the Parent Company and Consolidated Quarterly Information (ITR) for the three-month and six-month periods ended on June 30, 2023. Based on the procedures we have undertaken and considering the independent auditors’ review report issued by Ernst & Young Auditores Independentes S/S Ltda., and the information and explanations we have received during the quarter, we conclude that these documents can be submitted to the assessment of the Board of Directors.

 

 

 

São Paulo, July 26, 2023.

 

 

 

Germán Pasquale Quiroga Vilardo

Member of the Statutory Audit Committee

  

Marcela de Paiva Bomfim Teixeira

Member of the Statutory Audit Committee

  

Philipp Schiemer

Member of the Statutory Audit Committee

 

 
8 
 

 

Statement of the Executive Officers on the Parent Company and Consolidated Quarterly Information (ITR)

 

Under CVM Instruction 80/2022, the executive officers state that they have discussed, reviewed and agreed with the parent company and consolidated quarterly information (ITR) for the three-month and six-month periods ended on June 30, 2023.

 

 

 

São Paulo, July 26, 2023.

  

 

Celso Guimarães Ferrer Junior

Chief Executive Officer

  

 

Mario Tsuwei Liao

Chief Financial Officer, and Investor Relations Officer

 

 

 
9 
 

 

Statement of the Executive Officers on the Independent Auditors’ Review Report

 

Under CVM Instruction 80/2022, the Executive Board states that it has discussed, reviewed and agreed with the conclusion of the review report from the independent auditor, Ernst & Young Auditores Independentes S/S Ltda., on the parent company and consolidated quarterly information (ITR) for the three-month and six-months periods ended on June 30, 2023.

 

 

 

São Paulo, July 26, 2023.

  

 

Celso Guimarães Ferrer Junior

Chief Executive Officer

  

 

Mario Tsuwei Liao

Chief Financial Officer, and Investor Relations Officer

 

 

 

 
10 
 

 

A free translation from Portuguese into English of independent auditor’s review report on quarterly information prepared in Brazilian currency in accordance with accounting practices adopted in Brazil and the International Financial Reporting Standards (IFRS)

 

Independent auditor’s review report on quarterly information

 

To the

Management and Shareholders of

Gol Linhas Aéreas Inteligentes S.A.

 

Introduction

 

We have reviewed the accompanying individual and consolidated interim financial information, contained in the Quarterly Information Form (ITR) of Gol Linhas Aéreas Inteligentes S.A. (the Company) for the quarter ended June 30, 2023, comprising the statement of financial position as of June 30, 2023 and the related statements of profit or loss and of comprehensive income (loss) for the three and six-month periods then ended, and of changes in equity and of cash flows for the six-month period then ended, including the explanatory notes.

 

Management is responsible for preparation of the individual and consolidated interim financial information in accordance with Accounting Pronouncement NBC TG 21 – Interim Financial Reporting, and IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), as well as for the fair presentation of this information in conformity with the rules issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of the Quarterly Information Form (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

 

Scope of review

 

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

 

Conclusion on the individual and consolidated interim financial information

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual and consolidated interim financial information included in the quarterly information referred to above are not prepared, in all material respects, in accordance with NBC TG 21 and IAS 34 applicable to the preparation of Quarterly Information Form (ITR), and presented consistently with the rules issued by the Brazilian Securities and Exchange Commission (CVM).

 

 

 
11 
 

 

 

Material uncertainty related to the Company`s ability to continue as a going concern

 

We draw attention to note 1.2 to the individual and consolidated interim financial information, which states that, according to the individual and consolidated statement of financial position as of June 30, 2023, the Company presented negative shareholders’ equity of R$20,415 million, as well as an excess of current liabilities over current assets, individual and consolidated, by R$581 million and R$10,819 million, respectively. As disclosed in note 1.2, these events or conditions, together with other matters described in note 1.2, indicate the existence of a material uncertainty about the Company’s ability to continue as a going concern. Our conclusion is not qualified in respect of this matter.

 

Other matters

 

Statements of value added

 

The abovementioned quarterly information include the individual and consolidated statement of value added (SVA) for the six-month period ended June 30, 2023, prepared under Company’s Management responsibility and presented as supplementary information by IAS 34. These statements have been subject to review procedures performed together with the review of the quarterly information with the objective to conclude whether they are reconciled to the interim financial information and the accounting records, as applicable, and if its format and content are in accordance with the criteria set forth by NBC TG 09 – Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that they were not prepared, in all material respects, consistently with the overall individual and consolidated interim financial information.

 

São Paulo, July 26, 2023.

ERNST & YOUNG

Auditores Independentes S/S Ltda.

CRC SP-034519/O

 

Original report in Portuguese signed by

Bruno Mattar Galvão
Accountant CRC SP-267770/O

 

 

 

 

 

 
12 
 
   

Balance Sheets

June 30, 2023 and December 31, 2022

(In thousands of Brazilian Reais)

 

    Parent Company Consolidated
Assets Note June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
           
Current          
Cash and Cash Equivalents 6 154,751 179 253,118 169,035
Financial Investments 7 4,444 4,814 419,292 404,113
Trade Receivables 8 - - 841,242 887,734
Inventories 9 - - 392,034 438,865
Deposits 10 - - 312,178 380,267
Advances to Suppliers and Third Parties 11 33,306 36,996 338,862 302,658
Taxes to Recover 12 4,277 3,975 131,272 195,175
Rights from Derivative Transactions 33.2 - - 4,069 16,250
Other Credits   66,547 63,858 248,716 199,446
Total Current   263,325 109,822 2,940,783 2,993,543
           
Non-current          
Financial Investments 7 - 1 41,184 19,305
Deposits 10 46,207 45,042 2,199,306 2,279,503
Advances to Suppliers and Third Parties 11 - - 89,192 49,698
Taxes to Recover 12 13,276 12,925 29,689 53,107
Rights from Derivative Transactions 33.2 16,769 7,002 16,789 13,006
Deferred Taxes 13 75,683 76,907 75,859 77,251
Other Credits   14 17 25,651 33,187
Credits with Related Companies 28.1 7,087,413 7,084,848 - -
Property, Plant & Equipment 14 416,348 416,348 9,137,197 9,588,696
Intangible Assets 15 - - 1,891,386 1,862,989
Total Non-Current   7,655,710 7,643,090 13,506,253 13,976,742
           
Total   7,919,035 7,752,912 16,447,036 16,970,285

 

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
13 
 
   

Balance Sheets

June 30, 2023 and December 31, 2022

(In thousands of Brazilian Reais)

 

    Parent Company Consolidated
Liabilities Note June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
           
Current          
Loans and Financing 16 485,623 274,733 1,449,338 1,126,629
Leases to Pay 17 - - 1,745,419 1,948,258
Suppliers 18 48,964 41,520 2,258,893 2,274,503
Suppliers - Forfaiting 19 - - 19,955 29,941
Salaries, Wages and Benefits   46 132 582,076 600,451
Taxes Payable 20 651 478 195,767 258,811
Landing Fees   - - 1,369,509 1,173,158
Advance Ticket Sales 21 - - 3,236,211 3,502,556
Mileage Program 22 - - 1,578,493 1,576,849
Advances from Customers   - - 463,575 354,904
Provisions 23 - - 516,563 634,820
Derivatives Liabilities 33.2 - - 2,572 519
Other Liabilities   308,964 337,612 341,061 379,848
Total Current   844,248 654,475 13,759,432 13,861,247
           
Non-Current          
Loans and Financing 16 10,546,853 10,149,073 10,803,389 10,858,262
Leases to Pay 17 - - 7,919,250 9,258,701
Suppliers 18 - - 123,461 45,451
Salaries, Wages and Benefits   - - 459,651 285,736
Taxes Payable 20 - - 271,548 265,112
Landing Fees   - - 183,301 218,459
Mileage Program 22 - - 197,730 292,455
Provisions 23 - - 2,784,910 2,894,983
Derivatives Liabilities 33.2 - - - 17
Deferred Taxes 13 - - 15,339 36,354
Obligations to Related Parties 28.1 137,716 145,434 - -
Provision for Investment Losses 24 16,532,244 17,910,984 - -
Other Liabilities   273,276 251,761 344,327 312,323
Total Non-Current   27,490,089 28,457,252 23,102,906 24,467,853
             
Shareholders’ Equity            
Share Capital 25.1 4,040,397 4,040,397 4,040,397 4,040,397  
Treasury Shares 25.2 (19,002) (38,910) (19,002) (38,910)  
Capital Reserve   765,142 1,178,568 765,142 1,178,568  
Equity Valuation Adjustments   (609,272) (770,489) (609,272) (770,489)  
Accumulated Losses   (24,592,567) (25,768,381) (24,592,567) (25,768,381)
Negative Shareholders’ Equity (Deficit)   (20,415,302) (21,358,815) (20,415,302) (21,358,815)
           
Total   7,919,035 7,752,912 16,447,036 16,970,285

 

 

 

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
14 
 
   

Income Statement

Three-month and six-month periods ending on June 30, 2023 and 2022

(In thousands of Brazilian reais - R$, except basic and diluted earnings (loss) per share)

 

    Parent Company
    Three-month period ended on   Six-month period ended on
  Note June 30, 2023 June 30, 2022   June 30, 2023 June 30, 2022
Operating Revenues (Expenses)            
Selling Expenses 30 (261) (286)   (261) (286)
Administrative Expenses 30 (34,341) (15,082)   (53,227) (31,187)
Other Revenues and Expenses, Net 30 280 (186)   1,610 64,079
Total Operating Expenses   (34,322) (15,554)   (51,878) 32,606
             
Equity Income 24 718,059 (2,342,793)   1,210,027 (237,493)
             
Operating Profit (Loss) before Financial Income (Expenses) and Income Taxes   683,737 (2,358,347)   1,158,149 (204,887)
             
Financial Income (Expenses)            
Financial Revenues 31 20,438 51,455   306,171 95,256
Financial Expenses 31 (402,112) (201,642)   (675,713) (416,273)
Derivative Financial Instruments 31 8,828 36,526   20,100 33,560
Financial Revenues (Expenses), Net   (372,846) (113,661)   (349,442) (287,457)
             
Income (Loss) before Monetary and Exchange Rate Variation   310,891 (2,472,008)   808,707 (492,344)
             
Monetary and Foreign Exchange Rate Variations, Net 31 245,855 (380,135)   368,331 252,914
             
Income (Loss) before Income Tax and Social Contribution   556,746 (2,852,143)   1,177,038 (239,430)
             
Income Tax and Social Contribution            
Deferred   (457) 1,044   (1,224) (4,084)
Total Income Tax and Social Contribution 13 (457) 1,044   (1,224) (4,084)
             
Net Income (Loss) for the Period   556,289 (2,851,099)   1,175,814 (243,514)
             
             
Basic Earnings (Loss) 26          
Per Common Share   0.038 (0.200)   0.080 (0.017)
Per Preferred Share   1.331 (7.041)   2.813 (0.609)
             
Diluted Earnings (Loss) 26          
Per Common Share   0.038 (0.200)   0.080 (0.017)
Per Preferred Share   1.328 (7.041)   2.807 (0.609)
             
             

  

 

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
15 
 
   

Income Statement

Three-month and six-month periods ending on June 30, 2023 and 2022

(In thousands of Brazilian reais - R$, except basic and diluted earnings (loss) per share)

 

    Consolidated
    Three-month period ended on   Six-month period ended on
  Note June 30, 2023 June 30, 2022   June 30, 2023 June 30, 2022
Net Revenue            
Passenger Transportation   3,720,289 2,995,692   8,256,901 6,007,494
Cargo and Others   425,637 246,363   809,219 455,013
Total Net Revenue 29 4,145,926 3,242,055   9,066,120 6,462,507
             
Cost of Services 30 (3,000,941) (2,718,158)   (6,514,853) (5,331,659)
Gross Profit (Loss)   1,144,985 523,897   2,551,267 1,130,848
             
Operating Revenues (Expenses)            
Selling Expenses 30 (267,411) (310,251)   (575,210) (537,375)
Administrative Expenses 30 (535,039) (303,328)   (932,781) (668,776)
Other Revenues and Expenses, Net 30 194,669 (102,232)   290,423 (39,470)
Total Operating Expenses   (607,781) (715,811)   (1,217,568) (1,245,621)
             
Income (Loss) before Financial Income (Expenses) and Income Taxes   537,204 (191,914)   1,333,699 (114,773)
             
Financial Income (Expenses)            
Financial Revenues 31 1,896 31,104   281,613 49,360
Financial Expenses 31 (964,760) (822,701)   (1,919,012) (1,579,309)
Derivative Financial Instruments 31 (2,865) 39,149   (4,456) 33,483
Financial Revenues (Expenses), Net   (965,729) (752,448)   (1,641,855) (1,496,466)
             
Loss before Monetary and Exchange Rate Variation   (428,525) (944,362)   (308,156) (1,611,239)
             
Monetary and Foreign Exchange Rate Variations, Net 31 963,124 (2,024,113)   1,479,938 1,380,769
             
Income (Loss) before Income Tax and Social Contribution   534,599 (2,968,475)   1,171,782 (230,470)
             
Income Tax and Social Contribution            
Current   (7,527) 121,889   (15,707) (3,087)
Deferred   29,217 (4,513)   19,739 (9,957)
Total Income Tax and Social Contribution 13 21,690 117,376   4,032 (13,044)
             
Net Income (Loss) for the Period   556,289 (2,851,099)   1,175,814 (243,514)
             
             
Basic Earnings (Loss) 26          
Per Common Share   0.038 (0.200)   0.080 (0.017)
Per Preferred Share   1.331 (7.041)   2.813 (0.609)
             
Diluted Earnings (Loss) 26          
Per Common Share   0.038 (0.200)   0.080 (0.017)
Per Preferred Share   1.328 (7.041)   2.807 (0.609)
             
             

  

 

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
16 
 
   

Comprehensive Income Statements

Three-month and six-month periods ended on June 30, 2023 and 2022

(In thousands of Brazilian Reais - R$)

 

  Parent Company and Consolidated
  Three-month period ended on   Six-month period ended on
  June 30, 2023 June 30, 2022   June 30, 2023 June 30, 2022
Net Income (Loss) for the Period 556,289 (2,851,099)   1,175,814 (243,514)
           
Other Comprehensive Income that will be Reversed to Income (Expenses)          
           
Cash Flow Hedge, Net of Income Tax and Social Contribution 82,468 (139,549)   165,281 174,620
Cumulative Translation Adjustment from Subsidiaries 3,075 (94)   (4,064) (871)
  85,543 (139,643)   161,217 173,749
           
Total Comprehensive Income (Expenses) for the Period 641,832 (2,990,742)   1,337,031 (69,765)
         

 

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
17 
 
   

Statements of Changes in Shareholders’ Equity

Periods ended on June 30, 2023 and 2022

(In thousands of Brazilian Reais - R$)

 

        Capital Reserves Equity Valuation Adjustments    
  Share Capital Shares to Issue Treasury Shares Premium when Granting Shares Special Premium Reserve of the Subsidiary Share-Based Compensation Unrealized Income (Expenses) on Hedge Post-Employment Benefit Other Comprehensive Income Effects from Changes in the Equity Interest Accumulated Losses Total
Balances on December 31, 2021 4,039,112 3 (41,514) 11,020 83,229 114,462 (918,801) 14,855 1,032 (150,168) (24,206,908) (21,053,678)
Other Comprehensive Income (Expenses), Net - - - - - - 174,620 - (871) - - 173,749
Loss for the Period - - - - - - - - - - (243,514) (243,514)
Total Comprehensive Income (Expenses) for the Period - - - - - - 174,620 - (871) - (243,514) (69,765)
Stock Option - - - - - 9,461 - - - - - 9,461
Capital Increase due to Stock Options Exercised 694 588 - - - - - - - - - 1,282
Capital Increase - - - 946,308 - - - - - - - 946,308
Transfer of Treasury Shares - - 2,000 (1,094) - (906) - - - - - -
Balances on June 30, 2022 4,039,806 591 (39,514) 956,234 83,229 123,017 (744,181) 14,855 161 (150,168) (24,450,422) (20,166,392)
                         
                         
Balances on December 31, 2022 4,040,397 - (38,910) 955,744 83,229 139,595 (613,353) (2,659) (4,309) (150,168) (25,768,381) (21,358,815)
Other Comprehensive Income (Expenses), Net - - - - - - 165,281 - (4,064) - - 161,217
Net Income for the Period - - - - - - - - - - 1,175,814 1,175,814
Total Comprehensive Income (Expenses) for the Period - - - - - - 165,281 - (4,064) - 1,175,814 1,337,031
Stock Option - - - - - 7,496 - - - - - 7,496
Fair Value Result in Transaction with Controlling Shareholder (Note 16.1.4) - - - (401,014) - - - - - - - (401,014)
Transfer of Treasury Shares - - 19,908 (16,228) - (3,680) - - - - - -
Balances on June 30, 2023 4,040,397 - (19,002) 538,502 83,229 143,411 (448,072) (2,659) (8,373) (150,168) (24,592,567) (20,415,302)

 

 

 

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
18 
 
   

Cash Flow Statements

Periods ended on June 30, 2023 and 2022

(In thousands of Brazilian Reais - R$)

 

  Parent Company Consolidated
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
         
Income (Loss) for the Period 1,175,814 (243,514) 1,175,814 (243,514)
Adjustments to Reconcile the Income (Loss) to Cash Generated from Operating Activities        
Depreciation - Aircraft Right of Use - - 448,948  527,393
Depreciation and Amortization – Others - - 357,869  297,405
Allowance for Expected Loss on Trade Receivables - - (2,481)  (735)
Provisions for Inventory Obsolescence - - 350 426
Provision for Impairment of Deposits - - - 6,284
Provision for Losses on Advance to Suppliers and Third Parties - - - (149)
Adjustment to Present Value of Provision - - 96,982 95,078
Deferred Taxes 1,224 4,084 (19,739) 9,957
Equity Pickup (1,210,027) 237,493 - -
Write-off of Property, Plant & Equipment and Intangible Assets - - 20,887 4,454
Sale-Leaseback - (49,156) (72,327) (55,491)
Leases Contractual Amendment - - (68,085) -
Recognition (Reversal) of Provisions - - 486,981 214,594
Exchange Rate and Cash Changes, Net (373,483) (252,297) (1,566,562) (1,373,761)

Interest on Loans and Leases and Amortization of

Costs, Premiums and Goodwill

650,007 331,528 1,390,571 1,115,439
Discount on Bond Repurchase (183,082) - (183,082) -
Derivatives Financial Instruments Recognized in Income (Loss) (20,100) (33,560) 92,094 13,876
Share-Based Compensation - - 7,496 9,461
Other Provisions - - (12,363) (2,737)
Adjusted Net Income (Expenses) 40,353 (5,422) 2,153,353 617,980
         
Changes in Operating Assets and Liabilities:        
Financial Investments 371  12,229 (113,368)  (18,863)
Trade Receivables -  -    45,259  (245,010)
Inventories -  -    46,481  (99,559)
Deposits (1,165)  (2,486) 50,840  (208,759)
Advance to Suppliers and Third Parties 3,690  (1,173) (56,308)  (75,239)
Taxes to Recover (653)  (2,181) 87,321  7,747
Variable Leases -  -    4,713  (533)
Suppliers (87,734)  (42,264) 7,334  24,594
Suppliers – Forfaiting -  -    (9,986)  7,267
Salaries, Wages and Benefits (86)  111 155,540  255,687
Taxes Payable 173  474 (56,608)  180,841
Landing Fees -  -    161,193 111,681
Advance Ticket Sales -  -    (266,345)  980,823
Mileage program -  -    (93,081)  44,114
Advances from Customers -  -    60,902  (194,525)
Provisions -  -    (619,311)  (139,540)
Derivatives -  -    (1,462)  (54,189)
Other Credits (Liabilities), Net (9,818)  2,937 (48,517) 2,575
Interest Paid (358,377) (327,891) (520,690) (475,755)
Income Tax and Social Contribution Paid - - - (444)
Net Cash (Used in) from Operating Activities (413,246) (365,666) 987,260 720,893
         

 

 

 
19 
 
   

Cash Flow Statements

Periods ended on June 30, 2023 and 2022

(In thousands of Brazilian Reais - R$)

 

  Parent Company Consolidated
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
         
Loans to Related Parties (336,745) 236,657 - -
Prepayment for Future Capital Increase in a Subsidiary - (896,566) - -
Advance for Property, Plant & Equipment Acquisition, Net - (53,676) - (106,958)
Acquisition of Property, Plant & Equipment - - (339,980) (345,445)
Sale-Leaseback Transactions Received - 69,819 232 69,819
Acquisition of Intangible Assets - - (70,881) (69,645)
Net Cash Flows (Used in) from Investment Activities (336,745) (643,766) (410,629) (452,229)
         
Funding of Borrowings 959,495 - 959,495 -
Loan Payments (53,472) - (249,385) (166,443)
Lease Payments - Aircraft - - (1,141,763)  (1,116,697)
Lease Payments - Others - - (22,097) (25,235)
Loans from Related Parties 5,389 99,729 - -
Capital Increase - 946,308 - 946,308
Shares to Issue - 1,282 - 1,282
Net Cash Flows (Used in) from Financing Activities 911,412 1,047,319 (453,750) (360,785)
         

Foreign Exchange Variation on Cash Held in Foreign

Currencies

(6,849) 12,826 (38,798) (71)
         
Net Increase (Decrease) in Cash and Cash Equivalents 154,572 50,713 84,083 (92,192)
         
Cash and Cash Equivalents at the Beginning of the Fiscal Year 179  210,941 169,035  486,258
Cash and Cash Equivalents at the End of the Period 154,751  261,654 253,118  394,066
         

Transactions that do not affect cash are presented in Note 34 of this Quarterly Information.

 

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
20 
 
   

Statement of Value Added

Periods ended on June 30, 2023 and 2022

(In thousands of Brazilian Reais - R$)

 

  Parent Company Consolidated
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Revenues        
Passenger, Cargo, and Other Transportation - - 9,137,318 6,715,813
Other Operating Revenues 1,800 50,133 419,283 111,509
Allowance for Expected Loss on Trade Receivables - - 2,481 735
  1,800 50,133 9,559,082 6,828,057
Inputs Acquired from Third Parties (includes ICMS and IPI)        
Fuel and Lubricant Suppliers - - (3,129,429) (2,731,761)
Materials, Energy, Third-Party Services, and Others (51,226) (15,191) (2,520,287) (1,660,867)
Aircraft Insurance - - (23,247) (22,344)
Sales and Marketing (261) (285) (422,909) (412,260)
Gross Added Value (49,687) 34,657 3,463,210 2,000,825
         
Depreciation - Aircraft Right of Use - - (448,948) (527,393)
Depreciation and Amortization - Others - - (357,869) (297,405)
Net Added Value Produced by the Company (49,687) 34,657 2,656,393 1,176,027
         
Added Value Received on Transfers        
Equity Income 1,210,027 (237,493) - -
Derivative Financial Instruments 20,100 33,560 (4,456) 33,483
Financial Revenue 323,571 104,260 303,615 67,929
Total Value Added (Distributed) to Distribute 1,504,011 (65,016) 2,955,552 1,277,439
         
Distribution of Value Added:        
Direct Compensation 1,906 1,623 808,924 737,647
Benefits - - 107,846 110,182
FGTS - - 67,366 61,902
Personnel 1,906 1,623 984,136 909,731
         
Federal 2,441 7,668 257,087 361,097
State - - 18,821 9,839
Municipal - - 1,207 464
Taxes, Fees, and Contributions 2,441 7,668 277,115 371,400
         
Interest and Exchange Rate Change - Aircraft Leases - - (150,185) (99,228)
Interest and Exchange Rate Change - Others 323,843 169,166 516,200 181,082
Rents - - 77,676 43,018
Others 7 41 74,796 114,950
Third-Party Capital Compensation 323,850 169,207 518,487 239,822
         
Net Income (Loss) for the Period 1,175,814 (243,514) 1,175,814 (243,514)
Shareholders’ Equity Compensation 1,175,814 (243,514) 1,175,814 (243,514)
         
Total Value Added Distributed (to Distribute) 1,504,011 (65,016) 2,955,552 1,277,439

  

The explanatory notes are an integral part of the Parent Company and Consolidated Quarterly Information (ITR).

 
21 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

1.Operating Context

 

Gol Linhas Aéreas Inteligentes S.A. (“Company” or “GOL”) is a limited liability company incorporated on March 12, 2004 under Brazilian laws. The Company’s bylaws states that the corporate purpose is exercising the equity control of GOL Linhas Aéreas S.A. (“GLA”), which provides scheduled and non-scheduled air transportation services for passengers and cargo, maintenance services for aircraft and components, develops frequent-flyer programs, among others.

 

The Company’s shares are traded on B3 S.A. - Brasil, Bolsa, Balcão (“B3”) and on the New York Stock Exchange (“NYSE”) under the ticker GOLL4 and GOL, respectively. The Company adopts B3’s Special Corporate Governance Practices Level 2 and is part of the Special Corporate Governance (“IGC”) and Special Tag Along (“ITAG”) indexes, created to distinguish companies that commit to special corporate governance practices.

 

The Company’s official headquarters are located at Praça Comandante Linneu Gomes, s/n, portaria 3, prédio 24, Jardim Aeroporto, São Paulo, Brazil.

 

1.1.Corporate Structure

 

The corporate structure of the Company and its subsidiaries, on June 30, 2023, is shown below:

 

 

 

 
22 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

The Company's equity interest in the capital stock of its subsidiaries, on June 30, 2023, is presented below:

 

Entity Incorporation Date Location

Principal

Activity

Type of Control % of Interest
in the share capital
 
Jun 30, 23 Dec 31, 22  
GAC March 23, 2006 Cayman Islands Aircraft acquisition Direct 100.00 100.00  
Gol Finance Inc. March 16, 2006 Cayman Islands Fundraising Direct 100.00 100.00  
Gol Finance  June 21, 2013 Luxembourg Fundraising Direct 100.00 100.00  
GLA April 9, 2007 Brazil Flight transportation Direct 100.00 100.00  
GTX February 8, 2021 Brazil Equity investments Direct 100.00 100.00  
Smiles Fidelidade February 6, 2023 Brazil Loyalty program Indirect 100.00 -  
Smiles Viagens August 10, 2017 Brazil Tourism agency Indirect 100.00 100.00  
Smiles Fidelidade Argentina (a) November 7, 2018 Argentina Loyalty program Indirect 100.00 100.00  
Smiles Viajes y Turismo (a) November 20, 2018 Argentina Tourism agency Indirect 100.00 100.00  
AirFim November 7, 2003 Brazil Investment fund Indirect 100.00 100.00  
Fundo Sorriso July 14, 2014 Brazil Investment fund Indirect 100.00 100.00  
 
(a)Companies with functional currency in Argentine pesos (ARS).

 

The subsidiaries GAC Inc., GOL Finance, and GOL Finance Inc. are entities created for the specific purpose of continuing financial operations and related to the Company's fleet. They do not have their own governing body and decision-making autonomy. Therefore, their assets and liabilities are presented in the Parent Company.

 

GTX S.A., direct subsidiary by the Company, is pre-operational and its corporate purpose is to manage its own assets and have an interest in the capital of other companies.

 

Smiles Fidelidade, incorporated in February 2023 and pre-operational as of June 30, 2023, has as purpose the development and management of a customer loyalty program, whether own or third-party; the sale of rights to redeem prizes within the scope of the customer loyalty program; and provide general tourism services, among others.

 

Smiles Viagens e Turismo S.A. (“Smiles Viagens”), has as main purpose intermediate travel organization services by booking or selling airline tickets, accommodation, tours, among others. The subsidiaries Smiles Fidelidade Argentina S.A. and Smiles Viajes Y Turismo S.A., both headquartered in Buenos Aires, Argentina, have the purpose to promote Smiles Program’s operations and the sale of airline tickets in that country.

 

The investment funds Airfim and Fundo Sorriso, controlled by GLA, have the characteristic of an exclusive fund and act as an extension to carry out operations with derivatives and financial investments, so that the Company consolidates the assets and liabilities of these funds.

 

1.2.Capital Structure and Net Current Capital

 

On June 30, 2023, the Company’s negative individual and consolidated net working capital reached R$580,923 and R$10,818,649, respectively (R$544,653 and R$10,867,704 negative on December 31, 2022) and negative shareholders’ equity of R$20,415,302 (negative by R$21,358,815 on December 31, 2022).

 

 
23 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

The observed variation is mainly due to the following factors:

·the Company's operating result for the period, with a 12.3% increase in the supply measured by ASK (available seat kilometers) and a 0.9 percentage point increase in the occupancy rate compared to the same period of the previous year;
·the Company's profit for the period, mainly impacted by the appreciation of the Brazilian real against the US dollar; and
·an increase in the Company's total liquidity and gain obtained as a result of a refinancing transaction with Abra Group Limited, described in explanatory note 1.4.

 

The Company is highly sensitive to the macroeconomic scenario and Brazilian Real’s volatility, as approximately 94.1% of the indebtedness (loans, financing and leases) is linked to US dollars (“US$”) and 47.1% of costs are also linked to US dollars, while the capacity to adjust ticket prices charged to its customers in order to offset the U.S. dollar appreciation is dependent on capacity (offer) and ticket prices practiced by the competitors.

 

Over the past five years, Management has taken a series of measures to adjust its capital structure and preserve liquidity and efficiency in its cost indicators. During the pandemic, the focus was on adjusting the fleet size to match seat capacity with demand levels, thereby maintaining high occupancy rates while improving productivity and efficiency in fixed costs. By the end of 2022, having almost returned to the same level of capacity and operational fleet size to its pre-pandemic levels, the Company achieved dollar unit costs similar to those prior to the pandemic, mitigating the effects of inflationary cost pressures, currency devaluation, and higher aviation fuel prices. Consumer demand for leisure air travel remains robust, even amidst a slower recovery in corporate demand, which has resulted in a 40% increase in fare levels compared to pre-pandemic levels and occupancy rates above 80%.

 

During the first 6 months of 2023, the Company completed a capital market transaction with Abra Group, raising up to US$1.4 billion, which provided new capital resources and refinanced approximately 58% of its debts maturing in 2024, 2025, and 2026, extending the average maturity to 2028 by over 3 years. The closest maturity related to ESN 2024 was refinanced by 84% in this transaction. The Company continues to work on improving operational efficiency, increasing profitability, and, together with its fleet transformation process, deleveraging and strengthening its balance sheet.

 

Although there is still significant uncertainty about how long it will take for the airline industry to recover, and this leads to a material uncertainty about our ability to remain in operation, the Company’s individual and consolidated quarterly information for the period ended on June 30, 2023, has been prepared on the assumption of a going concern, which assumes the realization of assets and satisfaction of liabilities and commitments in the normal course of business, in accordance with the business plan prepared by the Management, reviewed and approved at least annually by the Board of Directors. Therefore, these individual and consolidated quarterly information do not include any adjustments that may result from the inability to continue operating.

 

1.3.Cargo and Logistics Services Agreement

 

In April 2022, the Company signed a 10-year cargo service agreement with Mercado Livre. This agreement provides for a dedicated cargo fleet with 6 Boeing 737-800 BCFs, allowing including another 6 cargo aircraft by 2025. During the period ended on June 30, 2023, the Company received 2 cargo aircraft, totaling 4 cargo aircraft in operation on this date.

 

GOL's agreement with Mercado Livre is part of the Company's investment to meet the needs of the growing Brazilian e-commerce market. As a result, the Company plans to expand its services and significantly increase the available cargo carrying capacity in tons in 2023 to generate additional revenue.

 

 
24 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

1.4.Agreement between the Controlling Shareholder and Main Investors of Avianca

 

In May, 2022, the Company announced that its controlling shareholder, MOBI Fundo de Investimento em Ações Investimento no Exterior (“MOBI FIA”), had entered into a Master Contribution Agreement with the main shareholders of Investment Vehicle 1 Limited (“Avianca Holding”).

 

Under the terms of the Master Contribution Agreement, MOBI FIA was required to contribute its shares in GOL, and the main investors of Avianca Holding were required to contribute their shares in Avianca Holding to Abra Group Limited (“Abra”), a privately held company, incorporated under the laws of England and Wales. Additionally, the parties agreed to enter into a Shareholders' Agreement to govern their rights and obligations as shareholders of Abra.

 

GOL and Avianca will continue to operate independently and maintain their respective brands and cultures.

 

1.5.Acquisition of MAP Transportes Aéreos

 

In June, 2021, GOL signed an agreement to acquire MAP Transportes Aéreos Ltda., a domestic Brazilian airline with routes to regional destinations from Congonhas Airport in São Paulo, considering the Company's commitment to expand the air transportation demand and rationally consolidate in the domestic market as the country's economy recovers from Covid-19.

 

In December, 2021, through SG Order 1929/2021, the Administrative Council for Economic Defense (CADE) approved the operation without restrictions. The conclusion of the transaction is subject to other precedent conditions, which have not yet been fulfilled, therefore, on June 30, 2023, there are no impacts on the individual and consolidated Company's Quarterly Information.

 

MAP may be acquired for R$28 million to be paid only after meeting all precedent conditions, through 100,000 preferred shares (GOLL4) at R$28.00 per share and R$25 million in cash in 24 monthly installments, with the assumption of up to R$100 million in MAP's financial commitments. On June 30, 2023, these conditions have not yet been finalized.

 

2.Message from the Management, base to Prepare and Present the Parent Company and Consolidated Quarterly Information (ITR)

 

The Company’s Parent Company Quarterly Information were prepared in accordance with accounting practices adopted in Brazil and the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”). The accounting practices adopted in Brazil include those in the Brazilian Corporation Law and in the technical pronouncements, guidelines and interpretations issued by the Accounting Pronouncements Committee (“CPC”), approved by the Federal Accounting Council (“CFC”) and the Brazilian Securities and Exchange Commission (“CVM”).

 

The Company’s Parent Company and Consolidated Quarterly Information (ITR) was prepared using the Brazilian real (“R$”) as the functional and presentation currency. Figures are expressed in thousands of Brazilian reais, except when stated otherwise. The items disclosed in foreign currencies are duly identified when applicable.

 

The Parent Company and Consolidated Quarterly Information (ITR) preparation requires the Management to make judgments, use estimates, and adopt assumptions affecting the amounts presented of revenues, expenses, assets, and liabilities. However, the uncertainty inherent in

 
25 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

these judgments, assumptions and estimates could give rise to results that require a significant adjustment to the book value of certain assets and liabilities in future reporting periods.

 

When preparing this Parent Company and Consolidated Quarterly Information (ITR), the Management used disclosure criteria, considering regulatory aspects and the relevance of the transactions to understand the changes in the Company’s economic and financial position and its performance since the end of the fiscal year ended December 31, 2022, as well as the update of relevant information included in the annual financial statements disclosed on March 21, 2023.

 

The Management confirms that all material information in this Parent Company and Consolidated Quarterly Information (ITR) is being demonstrated and corresponds to the information used by the Management in the development of its business management activities.

 

The Parent Company and Consolidated Quarterly Information (ITR) has been prepared based on historical cost, except for the following material items recognized in the statements of financial position:

·cash, cash equivalents and financial investments measured at fair value;
·derivative financial instruments measured at fair value; and
·investments accounted for using the equity method.

 

The Company’s Parent Company and Consolidated Quarterly Information (ITR) for the period ended June 30, 2023, has been prepared considering that the Company will continue as a going concern, as per Note 1.2.

 

3.Approval of the Parent Company and Consolidated Quarterly Information

 

The Board of Directors authorized this Parent Company and Consolidated Quarterly Information (ITR) at a Meeting held on July 26, 2023.

 

4.Summary of Significant Accounting Practices

 

The Parent Company and Consolidated Quarterly Information (ITR) presented herein was prepared based on policies, accounting practices and estimate calculation methods adopted and presented in detail in the annual financial statements for the year ended December 31, 2022, released on March 21, 2023.

 

4.1.New Accounting Standards and Pronouncements Adopted in the Current Year

 

The following amendments to accounting standards became effective for periods beginning after January 1, 2023:

·Definition of accounting estimates (Amendments to IAS 8);
·Disclosure of accounting policies (Amendments to IAS 1 and IFRS Practice Statement 2);
·Deferred Taxes related to Assets and Liabilities arising from a Simple Transaction (Amendments to IAS 12);

 

These changes did not impact the Company's quarterly information. Additionally, in the period ended June 30, 2023, no new standards or pronouncements were published which are expected to impact the Company's quarterly information. Finally, the Company did not opt ​​for the early adoption of standards or pronouncements.

 

 
26 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

4.2.Foreign Currency Transactions

 

Foreign currency transactions are recorded at the exchange rate change prevailing on the transactions' date. Monetary assets and liabilities designated in foreign currency are calculated based on the exchange rate change on the balance sheet date. Any difference resulting from the translation of currencies is recorded under the item “Monetary and Foreign Exchange Rate Variation, Net” in the income statement for the period.

 

The main exchange rates in reais in effect on the base date of this Parent Company and Consolidated Quarterly Information (ITR) are as follows:

 

  Final Rate Average Rate
  June 30, 2023 December 31, 2022 June 30, 2023 June 30, 2022
U.S. Dollar 4.8192 5.2177 4.8569 5.0766
Argentinian Peso 0.0188 0.0295 0.0196 0.0455

 

5.Seasonality

 

Under normal economic and social conditions, the Company expects revenues and operating income (expense) from its flights to be at their highest levels in the summer and winter vacation periods, in January and July, respectively, and during the last weeks of December and in the year-end holiday period. Given the high proportion of fixed costs, this seasonality tends to drive changes in operating income (expense) across the fiscal-year quarters.

 

6.Cash and Cash Equivalents

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Cash and Bank Deposits 154,219 47 234,119 121,660
Cash Equivalents 532 132 18,999 47,375
Total 154,751 179 253,118 169,035

 

The breakdown of cash equivalents is as follows:

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
         
Domestic Currency        
Private Bonds - - 28 10
Automatic Investments 532 132 18,947 47,334
Total Domestic Currency 532 132 18,975 47,344
         
Foreign Currency        
Private Bonds - - 24 31
Total Foreign Currency - - 24 31
         
Total 532 132 18,999 47,375

 

 
27 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

7.Financial Investments

 

    Parent Company Consolidated
  Weighted Average Profitability (p.a.) June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
           
Domestic Currency          
Government Bonds 98.7% do CDI - - 1,759 3,880
Private Bonds 78.4% do CDI 626 753 277,007 253,386
Investment Funds 78.7% do CDI 3,818 4,062 10,085 10,576
Total Domestic Currency   4,444 4,815 288,851 267,842
           
Foreign Currency          
Investment Funds         6.4% - - 171,625 155,576
Total Foreign Currency   - - 171,625 155,576
           
Total   4,444 4,815 460,476 423,418
           
Current   4,444 4,814 419,292 404,113
Non-current   - 1 41,184 19,305

 

Of the total amount recorded in the parent company and in the consolidated on June 30, 2023, R$4,339 and R$287,307 (R$4,701 and R$266,553 on December 31, 2022), respectively, refer to financial investments used as guarantees linked to deposits for lease operations, derivative financial instruments, lawsuits and loans and financing.

 

8.Trade Receivables

 

  Consolidated
  June 30, 2023 December 31, 2022
Domestic Currency    
Credit Card Administrators 246,215 287,754
Travel Agencies 349,548 317,487
Cargo Agencies 92,695 45,986
Partner Airlines 12,658 12,465
Others 20,710 31,477
Total Domestic Currency 721,826 695,169
     
Foreign Currency    
Credit Card Administrators 78,030 80,812
Travel Agencies 37,173 83,517
Cargo Agencies 1,358 968
Partner Airlines 17,530 33,075
Others 5,392 16,741
Total Foreign Currency 139,483 215,113
     
Total Receivables 861,309 910,282
     
Estimated Losses from Doubtful Accounts (20,067) (22,548)
     
Total 841,242 887,734

 

 
28 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

The aging list of trade receivables, net of allowance for estimated losses from doubtful accounts, is as follows:

 

  Consolidated
  June 30, 2023 December 31, 2022
To be Due    
Until 30 days 623,668 722,923
From 31 to 60 days 58,357 48,923
From 61 to 90 days 63,509 16,681
From 91 to 180 days 39,297 381
From 181 to 360 days 17,012 23,590
Over 360 days 1,559 7
Total to be Due 803,402 812,505
     
Overdue    
Until 30 days 17,227 46,856
From 31 to 60 days 1,545 9,321
From 61 to 90 days 6,978 3,383
From 91 to 180 days 7,384 9,845
From 181 to 360 days 4,668 2,598
Over 360 days 38 3,226
Total Overdue 37,840 75,229
     
Total 841,242 887,734

  

The changes in the expected loss on trade receivables are as follows:

  Consolidated
  June 30, 2023
Balance at the Beginning of the Fiscal Year (22,548)
(Additions) reversals 2,481
Balance at the End of the Period (20,067)

 

9.Inventories

 

  Consolidated
  June 30, 2023 December 31, 2022
Consumables 32,269                26,494
Parts and Maintenance Materials 325,980              365,659
Advances to Suppliers 33,785                46,712
Total 392,034            438,865

 

The changes in the provision for obsolescence are as follows:

 

  Consolidated
  June 30, 2023
Balances at the Beginning of the Fiscal Year (9,611)
Additions (350)
Write-Offs 530
Balances at the End of the Period (9,431)

 

 
29 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

10.Deposits

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Maintenance Deposits - - 1,071,007 1,134,389
Court Deposits 46,207 45,042 546,374 591,177
Deposit in Guarantee for Lease Agreements - - 894,103 934,204
 Total 46,207 45,042 2,511,484 2,659,770
         
Current - - 312,178 380,267
Non-current 46,207 45,042 2,199,306 2,279,503

 

10.1.Maintenance deposits

 

The Company makes deposits in US dollars for aircraft and engine overhauling, which will be used in future events as established in certain lease agreements. The Company has the right to choose to carry out the maintenance internally or through its suppliers.

 

Maintenance deposits do not exempt the Company, as a lessee, from contractual obligations related to the maintenance or the risk associated with operating activities. The Company has the right to choose to perform maintenance internally or through its suppliers. These deposits can be replaced by bank guarantees or letters of credit (SBLC - stand by letter of credit) as established in the aircraft lease. These letters can be executed by the lessors if the maintenance of the aircraft and engines does not occur according to the review schedule. On June 30, 2023, no letters of credit had been executed against the Company.

 

The Company has two categories of maintenance deposits:

 

·Maintenance Guarantee: Refers to one-time deposits that are refunded at the end of the lease and can also be used in maintenance events, depending on negotiations with lessors. The balance of these deposits on June 30, 2023, was R$189,177 (R$231,222 on December 31, 2022).

 

·Maintenance Reserve: Refers to amounts paid monthly based on the use of components and can be used in maintenance events as set by an agreement. On June 30, 2023, the balance of these reserves was R$881,830 (R$903,167 on December 31, 2022).

 

10.2.Court Deposits

 

Court deposits and blocks represent guarantees of tax, civil and labor lawsuits, kept in court until resolving the disputes to which they are related. Part of the court deposits refers to civil and labor lawsuits arising from succession requests in lawsuits filed against Varig S.A. or also labor lawsuits filed by employees who do not belong to GLA or any related party. Bearing in mind that the Company is not a legitimate party to appear on the liability side of the said lawsuits, their exclusion and respective release of the retained funds are demanded whenever blocks occur.

 

 
30 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

10.3.Deposits in guarantee for lease agreements

 

As required by the lease agreements, the Company makes guarantee deposits (in US dollars) to the leasing companies, which may be redeemed if replaced by other bank guarantees or fully redeemed at maturity.

 

11.Advances to Suppliers and Third-Parties

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Advance to Domestic Suppliers - - 236,346 227,036
Advances to Foreign Suppliers 252 1,208 134,227 65,141
Advance for Materials and Repairs 33,054 35,788 57,481 60,179
Total 33,306 36,996 428,054 352,356
         
Current 33,306 36,996 338,862 302,658
Non-current - - 89,192 49,698

 

 

12.Taxes to Recover

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Income Tax and Social Contribution to Recover 17,553 16,900 54,091 36,249
PIS and COFINS to Recover - - 79,440 187,322
Value Added Tax (VAT), Abroad - - 7,589 6,037
Others - - 19,841 18,674
Total 17,553 16,900 160,961 248,282
         
Current 4,277 3,975 131,272 195,175
Non-current 13,276 12,925 29,689 53,107

 

 
31 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

13.Deferred Taxes

 

13.1.Deferred Tax Assets (Liabilities)

 

The positions of deferred assets and liabilities are presented below and comply with the enforceable offset legal rights that consider taxes levied by the same tax authority under the same tax entity.

  Parent Company Consolidated
  December 31, 2022 Result June 30, 2023 December 31, 2022 Result Shareholders’ Equity (*) June 30, 2023
Deferred Assets (Liabilities) – GOL and Smiles Argentina              
Tax Losses 54,919 - 54,919 54,919 - - 54,919
Negative Basis of Social Contribution 19,770 - 19,770 19,770 - - 19,770
Temporary Differences:              
Provision for Losses on Other Credits 2,174 5 2,179 2,174 5 - 2,179
Provision for Legal Proceedings and Tax Liabilities 44 (44) - 45 (45) - -
Others - (1,185) (1,185) 343 (1,236) (116) (1,009)
Total Deferred Tax Assets 76,907 (1,224) 75,683 77,251 (1,276) (116) 75,859
Deferred Assets (Liabilities) - GLA              
Temporary Differences:              
Flight Rights - - - (353,226) - - (353,226)
Depreciation of Engines and Parts for Aircraft Maintenance - - - (227,878) (45,636) - (273,514)
Breakage Provision - - - (300,029) (49,523) - (349,552)
Goodwill Amortization for Tax Purposes - - - (190,211) (23,456) - (213,667)
Derivative Transactions - - - 22,185 9,043 - 31,228
Estimated Losses on Doubtful Accounts – Trade Receivables and Other Receivables - - - 200,790 10,723 - 211,513
Provision for Aircraft and Engine Return - - - 306,149 35,475 - 341,624
Provision for Legal Proceedings and Tax Liabilities - - - 274,883 42,699 - 317,582
Aircraft Leases and Others - - - 187,255 30,690 - 217,945
Others - - - 43,728 11,000 - 54,728
Total Deferred Tax Liabilities - - - (36,354) 21,015 - (15,339)
Total Effect of Deferred Taxes in the Income (Expenses)   (1,224)     (19,739)    

(*) Exchange rate change recognized in other comprehensive income.

 

The Company’s Management considers that the deferred assets and liabilities recognized on June 30, 2023, arising from temporary differences, will be realized in proportion to the realization of their bases and the expectation of future results.

 

The Management estimates that active deferred tax credits, recorded on tax losses and a negative social contribution base, may be realized as follows:

 

Year Amount
2023 7,571
2024 13,104
2025 10,326
2026 8,690
2027 9,799
2027 onwards 25,199
Total 74,689

 

The direct subsidiary GLA has tax losses and negative bases of social contribution in the determination of taxable profit, to be offset against 30% of future annual tax profits, with no prescription period, not recorded in the balance sheet, in the following amounts:

 

 
32 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

   GLA
  June 30, 2023 December 31, 2022
Accumulated Income Tax Losses and Negative Bases of Social Contribution 15,548,474 14,989,912
Potential Tax Credit (34%) 5,286,481 5,096,570

  

13.2.Reconciliation of income tax and social contribution expense

 

The reconciliation between tax expense and multiplying the accounting profit by the nominal tax rate for the periods ended June 30, 2023, and 2022 is shown below:

 

  Parent Company
  Three-month period ended on Six-month period ended on
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Income (Loss) before Income Tax and Social Contribution 556,746 (2,852,143) 1,177,038 (239,430)
Combined Nominal Tax Rate 34% 34% 34% 34%
Income Tax and Social Contribution by the Combined Tax Rate (189,294) 969,729 (400,193) 81,406
         
Adjustments to Calculate the Actual Tax Rate:        
Equity Pickup 244,139 (796,550) 411,409 (80,748)
Tax Rate Difference of the Income (Expenses) of Subsidiaries (133,493) (43,135) (127,312) (87,920)
Nondeductible Expenses, Net (1,738) (1,331) (4,180) (4,142)
Exchange Rate Change on Foreign Investments 84,461 (133,712) 126,591 88,175
Benefit Not Constituted on Tax Losses and Negative Basis (4,532) 6,043 (7,539) (855)
Total Income Tax and Social Contribution (457) 1,044 (1,224) (4,084)
         
Income Tax and Social Contribution        
Deferred (457) 1,044 (1,224) (4,084)
Total Income Tax and Social Contribution (457) 1,044 (1,224) (4,084)

 

  Consolidated
  Three-month period ended on Six-month period ended on
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Income (Loss) before Income Tax and Social Contribution 534,599 (2,968,475) 1,171,782 (230,470)
Combined Nominal Tax Rate 34% 34% 34% 34%
Income Tax and Social Contribution by the Combined Tax Rate (181,764) 1,009,282 (398,406) 78,360
         
Adjustments to Calculate the Actual Tax Rate:        
Tax Rate Difference of the Income (Expenses) of Subsidiaries (99,131) (26,404) 9,052 (20,699)
Nondeductible Expenses, Net (39,652) (19,434) (61,374) (35,143)
Exchange Rate Change on Foreign Investments 27,688 (117,928) 38,013 73,736
Tax Benefit 31,217 - 73,290 -
Benefit Not Constituted on Tax Losses, Negative Basis and Temporary Differences 283,332 (728,140) 343,457 (109,298)
Total Income Tax and Social Contribution    21,690 117,376 4,032 (13,044)
         
Income Tax and Social Contribution        
Current (7,527) 121,889 (15,707) (3,087)
Deferred 29,217 (4,513) 19,739 (9,957)
Total Income Tax and Social Contribution         21,690 117,376 4,032 (13,044)

 

 
33 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

14.Property, Plant & Equipment

 

14.1.Parent Company

 

On June 30, 2023 and December 31, 2022, the balance of property, plant and equipment was R$416,348 in subsidiary GAC, mainly due to advances in aircraft acquisition.

 

14.2.Consolidated

 

    December 31, 2022         June 30, 2023
  Weighted Average Rate (p.a.) Historical Cost Year-to-date Depreciation Net Opening Balance Additions Contractual Amendment Depreciation Write-Offs and Transfers Net Closing Balance Historical Cost Year-to-date Depreciation  
Flight Equipment                        
Aircraft - RoU(1) with Purchase Option 10.68% 1,406,085 (69,869) 1,336,216          14,939               -    (60,157)    (39,573) 1,251,425 1,380,225    (128,800)  
Aircraft - RoU(1) with no Purchase Option 17.28% 8,148,917 (2,827,551) 5,321,366          59,355   (49,423)    (375,863)    (3,489)  4,951,946   8,025,901  (3,073,955)  
Spare Parts and Engines - Own (3) (4) 7.16% 2,188,299 (1,061,674) 1,126,625    139,934           -         (73,196)   (38,335)  1,155,028  2,168,637  (1,013,609)  
Spare Parts and Engines - RoU(1) 42.09% 146,188 (91,077) 55,111       35,571               -        (12,928)              -          77,754      178,598     (100,844)  
Aircraft and Engine Overhauling 46.37% 3,447,804 (2,453,250) 994,554      238,786    -        (221,047)   (18,141)     994,152  3,442,835  (2,448,683)  
Tools 10.00% 63,183 (36,326) 26,857            1,631               -         (2,195)       (114)     26,179      64,403       (38,224)  
    15,400,476 (6,539,747) 8,860,729 490,216 (49,423) (745,386) (99,652) 8,456,484 15,260,599 (6,804,115)  
                         
Non-Aeronautical Property, Plant & Equipment                        
Vehicles 20.00% 11,996 (10,349) 1,647 843 - (358) 3 2,135 12,393 (10,258)  
Machinery and Equipment 10.00% 62,926 (51,514) 11,412 393 - (940) (1) 10,864 62,796 (51,932)  
Furniture and Fixtures 10.00% 33,870 (23,549) 10,321 544 - (1,021) (28) 9,816 34,324 (24,508)  
Computers, Peripherals and Equipment 19.72% 52,220 (42,317) 9,903 1,461 - (2,345) (10) 9,009 52,185 (43,176)  
Computers, Peripherals and Equipment – RoU(1) 50.00% 33,518 (25,579) 7,939 - - (2,821) - 5,118 33,518 (28,400)  
Third-Party Property Improvements 20.61% 185,621 (176,432) 9,189 - - (3,009) (64) 6,116 185,504 (179,388)  
Third-Party Properties - RoU(1) 8.03% 254,130 (43,603) 210,527 423 640 (8,507) - 203,083 255,193 (52,110)  
Construction in Progress - 14,456 - 14,456 462 - - - 14,918 14,918 -  
    648,737 (373,343) 275,394 4,126 640 (19,001) (100) 261,059 650,831 (389,772)  
                         
Impairment Losses (2) - (20,488) - (20,488) 3,858 - - - (16,630) (16,630) -  
Total Property, Plant & Equipment in Use   16,028,725 (6,913,090) 9,115,635 498,200 (48,783) (764,387) (99,752) 8,700,913 15,894,800 (7,193,887)  
                         
Advance to Suppliers - 473,061 - 473,061 (36,777) - - - 436,284 436,284 -  
Total   16,501,786 (6,913,090) 9,588,696 461,423 (48,783) (764,387) (99,752) 9,137,197 16,331,084 (7,193,887)  
                               
(1)Right of Use (“RoU”).
(2)Refers to provisions for impairment losses for rotable items (spare parts), classified under “Parts and spare engines", recorded by the Company in order to present its assets according to the actual capacity for the generation of expected future benefits.
(3)On June 30, 2023 and December 31,2022, the balance of spare parts is granted as a guarantee to the Senior Secured Notes 2026 and Senior Secured Notes 2028, as per Note 16.
(4)On June 30, 2023, 3 engines (17 engines on December 31, 2022) are granted as a guarantee to the Spare Engine Facility and the Loan Facility, according to Note 16.
 
34 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

15.Intangible Assets

 

The breakdown of and changes in intangible assets are as follows:

 

 

 

Weighted average rate (p.a.)

December 31, 2022       June 30, 2023
Historical cost Accumulated amortization

Net opening

balance

Additions Write-off Amortization Net ending balance Historical cost Accumulated amortization
Goodwill -        542,302                -       542,302  -     -     -     542,302  542,302  -   
Slots - 1,038,900 - 1,038,900  -     -     -     1,038,900  1,038,900  -   
Softwares 29.06% 554,939 (273,152) 281,787  70,881  (54)  (42,430)  310,184  569,572  (259,388)
Others 20.00%          10,000 (10,000)                 -     -     -     -     -     10,000  (10,000)
Total     2,146,141      (283,152)   1,862,989  70,881  (54)  (42,430)  1,891,386  2,160,774  (269,388)

 

 

The balances of goodwill and airport operating rights (slots) were tested for impairment on December 31, 2022, through the discounted cash flow for each cash-generating unit, giving rise to the value in use. The Company operates a single cash generating unit, considering that the revenue depends on different assets that cannot be evaluated in isolation for measuring the value in use. On June 30, 2023, no indications of impairment on the cash-generating unit were identified.

 

To establish the book value of each CGU, the Company considers not only the recorded intangible assets but also all tangible assets necessary for conducting business, as it is only through the use of this set that the Company will generate economic benefits.

 
35 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

16.Loans and Financing

 

The breakdown of and changes in short and long-term debt are as follows:

 

          Parent Company
      December 31, 2022           June 30, 2023  
  Maturity Interest Rate p.a. Current Non-current Total Funding Unrealized Income (Expenses) on ESN Payments Interest Incurred Interest Paid Exchange Rate Change Amortization of Costs and Goodwill Total Current Non-current  
Foreign Currency Contracts                                
ESN 2024 (a) 07/2024 3.75% 38,114 1,819,315 1,857,429 - (9,888) (1,531,554) 51,190 (49,896) (26,547) 12 290,746 5,630 285,116  
Senior Notes 2025 (b) 01/2025 7.00% 98,919 3,372,353 3,471,272 - - (1,583,328) 79,100 (125,913) (145,077) 3,146 1,699,200 47,229 1,651,971  
Senior Secured Notes 2026 (c) 06/2026 8.00% - 3,272,229 3,272,229 - - (2,007,389) 69,205 (66,795) (106,370) 10,077 1,170,957 - 1,170,957  
Senior Secured Amortizing Notes (e) 06/2026 5.00% 121,111 882,168 1,003,279 174,893 - (53,472) 22,842 (21,750) (85,967) 3,495 1,043,320 332,290 711,030  
Senior Secured Notes 2028 (f) 03/2028 18.00% - - - 6,286,328 - - 378,905 (59,194) (459,593) - 6,146,446 86,673 6,059,773  
Perpetual Notes (d) - 8.75% 16,589 803,008 819,597 - - (79,615) 32,035 (34,829) (55,381) - 681,807 13,801 668,006  
 Total     274,733 10,149,073 10,423,806 6,461,221 (9,888) (5,255,358) 633,277 (358,377) (878,935) 16,730 11,032,476 485,623 10,546,853  
                                       
(1)Exchangeable Senior Notes see Note 33.2.

 

(a)   The subsidiary Gol Finance issued Exchangeable Senior Notes (“ESN”) in March, April and July 2019 with maturity in 2024, with holders entitled to exchange them for the Company’s American Depositary Shares ("ADSs"), see Note 33.
(b)   The subsidiary Gol Finance issued Senior Notes 2025 in December 2017 and February 2018 to buyback Senior Notes and for overall purposes of the Company, with maturity in 2025.
(c)   The subsidiary Gol Finance issued Senior Secured Notes 2026 in December 2020, May and September 2021 with maturity in 2026.
(d)   The subsidiary Gol Finance issued Perpetual Notes in April 2006 to finance the aircraft’s acquisition.
(e)Issuance of Senior Secured Amortizing Notes by the subsidiary Gol Finance in December, 2022, January, April and June 2023, with maturity in 2025 (Series B) and 2026 (Series A), in exchange for full compliance with certain aircraft lease payment obligations, which are under agreement of deferment.
(f)   Issuance of Senior Secured Notes 2028 by the subsidiary Gol Finance with Abra, in March, April, May and June 2023, with maturity in 2028. See note 16.1.4.

 

 
36 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

 

        Consolidated
      December 31, 2022               June 30, 2023
  Maturity Interest rate p.a. Current Non-current Total Funding Unrealized gain (loss) from ESN Payments Interest incurred Interest paid Exchange rate change Amortization of costs and premium  Total Current Non-current
Domestic Currency Contracts                              
Debentures (a) 10/2024 18.76% 640,046 431,973 1,072,019 - - (109,255) 86,714 (86,841) - 5,760 968,397 822,775 145,622
Working Capital – Lines of credit (b) 10/2025 18.81% 76,710 39,071 115,781 - - (38,054) 8,573 (8,205) - - 78,095 68,098 9,997
                               
Foreign Currency Contracts                              
Import Financing (c) 05/2024 14.30% 77,193 - 77,193 - - (9,694) 4,968 (5,968) (5,731) - 60,768 60,768 -
ESN 2024 (1) (d) 07/2024 3.75% 38,114 1,819,315 1,857,429 - (9,888) (1,531,554) 51,190 (49,896) (26,547) 12 290,746 5,630 285,116
Spare Engine Facility (e) 09/2024 6.00% 30,265 93,963 124,228 - - (115,171) 3,193 (4,686) (8,057) 493 - - -
Senior Notes 2025 (f) 01/2025 7.00% 98,919 3,372,353 3,471,272 - - (1,583,328) 79,100 (125,913) (145,077) 3,146 1,699,200 47,229 1,651,971
Senior secured notes 2026 (g) 06/2026 8.00% - 3,272,229 3,272,229 - - (2,007,389) 69,205 (66,795) (106,370) 10,077 1,170,957 - 1,170,957
Senior Secured Amortizing Notes 2026 (h) 06/2026 4.16% 121,111 882,168 1,003,279 174,893 - (53,472) 22,842 (21,750) (85,967) 3,495 1,043,320 332,290 711,030
Loan Facility (i) 03/2028 6.53% 27,682 144,182 171,864 - - (43,054) 4,658 (6,734) (13,869) 126 112,991 12,074 100,917
Senior Notes 2028 (k) 03/2028 18.00% - - - 6,286,328 - - 378,905 (59,194) (459,593) - 6,146,446 86,673 6,059,773
Perpetual Bonds (j) - 8.75% 16,589 803,008 819,597 - - (79,615) 32,035 (34,829) (55,381) - 681,807 13,801 668,006
Total     1,126,629 10,858,262  11,984,891 6,461,221 (9,888) (5,570,586) 741,383 (470,811) (906,592) 23,109 12,252,727 1,449,338 10,803,389
                                     

(1)        Exchangeable Senior Notes, see note 33.2.

 

(a)The debentures considering the following issues: (i) 7th issue: 88,750 bonds by the subsidiary GLA in October 2018, for the early full settlement of the 6th issue; and (ii) 8th issue: 610,217 bonds by the subsidiary GLA in October 2021 to refinance short-term debt. The debentures have personal guarantees from the Company and a real guarantee provided by GLA as a fiduciary assignment of certain credit card receivables, preserving the rights to prepay the receivables of these guarantees.
(b)Issuance of transactions with the purpose maintaining and managing the Company's working capital.
(c)Credit lines with private banks used to finance the import of spare parts and aeronautical equipment.
(d)Issuance of Exchangeable Senior Notes (“ESN”), by the subsidiary Gol Finance, in March, April and July 2019, with maturity in 2024, with holders entitled to exchange them for the Company’s American Depositary Shares ("ADSs").
(e)Loan backed by the Company's own engines, with maturity in 2024.
(f)Issuance of Senior Notes 2025 by the subsidiary Gol Finance in December 2017 and February 2018 to buyback Senior Notes and for overall purposes of the Company.
(g)Issuance of Secured Senior Notes 2026 by the subsidiary Gol Finance in December 2020, May and September 2021, with maturity in 2026.
(h)Issuance of Senior Secured Amortizing Notes by the subsidiary Gol Finance in December 2022, January, April and June 2023, with maturity in 2025 and 2026 in exchange for full compliance with certain aircraft lease payment obligations, which are under agreement of deferment.
(i)Loans with a guarantee of 5 engines in total, carried out between 2017 and 2020.
(j)Issuance of Perpetual Notes by the subsidiary Gol Finance in April 2006 to finance the aircraft’s acquisition.
(k)Issuance of Senior Secured Notes 2028 by the subsidiary Gol Finance with Abra, in March, April, May and June 2023, with maturity in 2028. See note 16.1.4.
 
37 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

The total parent company and consolidated loans and financing on June 30, 2023, includes funding costs and premiums totaling R$67,684 and R$84,040, respectively (R$155,969 and R$178,706 on December 31, 2022) that will be amortized over the term of their loans and financing. The total also includes the fair value of the derivative financial instrument, referring to the convertibility of the ESN 2024, totaling R$5,701 on June 30, 2023 (R$17,753 on December 31, 2022).

 

16.1.New funding and renegotiations during the period ended on June 30, 2023

 

The renegotiations detailed below were evaluated under CPC 48 - “Financial Instruments”, corresponding to IFRS 9, and did not meet the definitions to derecognize the liabilities (with the original financial liability extinguished and a new financial liability recognized).

 

16.1.1 Debentures

 

During the period ended on June 30, 2023, General Meetings of Bondholders were held, which deliberated:

 

·the postponement of the payment of the extraordinary mandatory amortization installment due on April 27, 2023 to July 27, 2023;
·the postponement of the payment of current amortization installments due on April 27, 2023, May 27, 2023 and June 27, 2023 to July 27, 2023; and
·the postponement of the mandatory collateral composition due on April 27, 2023 to July 27, 2023.

 

16.1.2.Import Financing

 

During the period ended June 30, 2023, the Company, through its subsidiary GLA, renegotiated the due dates of this type of agreement, impacting the interest rate, disclosed in table above, and keeping promissory notes as collateral for the transactions, which are part of a credit line for engine maintenance, import financing in order to purchase spare parts and aircraft equipment.

 

16.1.3.Senior Secured Amortizing Notes

 

On June 30, 2023, the Company issued additional Senior Secured Amortizing Notes to those issued on December 30, 2022, as shown in the table below:

 

Operation Amount Costs, premiums e goodwill Exchange rate Maturity
Date (US$ mil) (R$ mil) (US$ mil) (R$ mil) Change p.a. Date
01/27/2023          6,993          35,499  365 1,826 5.0% 06/30/2026
04/20/2023 19,976 100,873 578 2,700 3.0% 06/30/2025
06/07/2023 9,000 44,207 214 1,160 3.0% 06/30/2025
Total   35,969   180,579  1,157 5,686    

 

 
38 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

16.1.4.Senior Secured Notes 2028

 

Under the terms of the controlling shareholder transaction disclosed in note 1.4, in February 2023, the Company and Abra signed the Support Agreement with Abra's commitment to invest in the Company from the issuance of Senior Secured Notes due in 2028. Part of the funds from the commitment assumed for financing came from the members of an Ad-Hoc Group of holders of Senior Notes of GOL (“Ad-Hoc Group”) and another part of the investment came from holders of Senior Notes outside the Group Ad-Hoc (“Non-AHC Group”), who have adhered to the terms of the Support Agreement.

 

To this end, Abra has agreed to issue the Senior Secured Notes (“SSNs”) due 2028, which will be convertible into Exchangeable Senior Secured Notes (“ESSNs”) due 2028, and the Ad-Hoc Group has agreed to exchange certain Company's existing Senior Notes (ESN 2024, Senior Notes 2025, Senior Secured Notes 2026 and the Perpetual Notes) for the new SSNs.

 

In this financing commitment, Abra has agreed to (i) invest cash in the Company; (ii) contribute GOL Bonds acquired from the Ad-Hoc Group and other holders to GOL; and (iii) in return, receive new Bonds through the issuance of SSNs.

 

In March 2023, Abra issued the SSNs and entered into the Senior Secured Note Purchase Agreement with GOL as guarantor and paying agent, GOL Finance as issuer and guarantee of Smiles Fidelidade S.A.. On the same date, GOL issued SSN 2028 to Abra, with interest of 18.0% p.a., payable semi-annually, of which the Company may choose to capitalize up to 13.5% p.a., and a discount of 15 points. The SSN 2028 are guaranteed by the intellectual property, systems infrastructure, data and manuals of the Smiles loyalty program, in addition to the parts guarantee shared with the Senior Secured Notes 2026.

 

During the period ended June 30, 2023 the Company issued to Abra R$5,885,314, equivalent to US$1,168,620, in the form of Senior Secured Notes 2028, whose fair value upon initial recognition totaled R$6,286,328 (US$1,211,016). Given that the transaction was carried out with the Company's controlling shareholder, the difference between the nominal value of the debt and the fair value was recognized directly in shareholders' equity.

 

Part of the issue carried out in March 2023 was used to repurchase 84.0% of the 2024 ESN, 47.0% of the 2025 Senior Notes, 61.4% of the 2026 Senior Secured Notes and 9.9% of the Perpetual Bonds, totalizing the carrying amount of R$5,192,880. Considering the change of creditor, such amortizations were considered as partial extinguishment, under the perspective of CPC 48, equivalent to IFRS 9. In this context, the costs related to the issuance, as well as the difference between the carrying amount attributed to the part unrecognized by the partial extinguishment of the securities repurchased and the face value of the new liability assumed, were recognized directly in the result, see explanatory note 31. In addition to the amounts mentioned above, part of the issuance did not pass through the Company's cash, being directly transferred by Abra for payment of the Company's obligation with to supplier, see explanatory note 34.

 

SSN 2028 may, at Abra's request, be converted into Exchangeable Senior Secured Notes 2028 (ESSN 2028), provided that the Company has obtained the respective corporate approvals and issuance of warrants that may be exchanged for preferred shares issued by the Company, which should ensure preemptive rights for GOL's shareholders.

 

 
39 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

16.2.Loans and Financing – Non-Current

 

On June 30, 2023, the maturities of loans and financing recorded in non-current liabilities were as follows:

 

  2024 2025 2026 2027 2027 onwards Without Maturity Date Total
Parent Company              
Foreign currency contracts              
ESN 2024 285,116 - - - - - 285,116
Senior Notes 2025 - 1,651,971 - - - - 1,651,971
Senior Secured Notes 2026 - - 1,170,957 - - - 1,170,957
Senior Secured Amortizing Notes 229,882 355,540 125,608 - - - 711,030
Senior Secured Notes 2028 - - - - 6,059,773 - 6,059,773
Perpetual Bonds - - - - - 668,006 668,006
Total 514,998 2,007,511 1,296,565 - 6,059,773 668,006 10,546,853
               
Consolidated              
Domestic currency contracts              
Debentures 145,622 - - - - - 145,622
Working capital 7,917 2,080 - - - - 9,997
Foreign currency contracts              
ESN 2024 285,116 - - - - - 285,116
Senior Notes 2025 - 1,651,971 - - - - 1,651,971
Senior Secured Notes 2026 - - 1,170,957 - - - 1,170,957
Senior Secured Amortizing Notes 229,882 355,540 125,608 - - - 711,030
Loan Facility 6,369 12,738 54,211 4,366 23,233 - 100,917
Senior Secured Notes 2028 - - - - 6,059,773 - 6,059,773
Perpetual Bonds - - - - - 668,006 668,006
Total 674,906 2,022,329 1,350,776 4,366 6,083,006 668,006 10,803,389

 

16.3.Fair Value

 

The fair value of debt on June 30, 2023, is as follows:

 

  Parent Company Consolidated
  Accounting (*) Fair Value Accounting (*) Fair Value
Debentures - - 968,397 968,397
ESN 2024 290,746 221,326 290,746 221,326
Senior Notes 2025 1,699,200 861,196 1,699,200 861,196
Senior Secured Notes 2026 1,170,957 679,225 1,170,957 679,225
Senior Secured AMortizing Notes 1,043,320 1,063,793 1,043,320 1,063,793
Senior Secured Notes 2028 6,146,446 5,665,410 6,146,446 5,665,410
Perpetual Notes 681,807 321,132 681,807 321,132
Other Existing Loans - - 251,854 251,854
Total 11,032,476 8,812,082 12,252,727 10,032,333

(*) Net Total of Funding Costs.

 

16.4.Covenants

 

The Company has covenants in the Debentures, Senior secured notes 2026 and Senior Secured Amortizing Notes.

 

The mandatory measurement of the indicators provided for in the deeds of the 7th and 8th issuance will be as of June 30, 2023. The next measurement will be in December 2023.

 

 
40 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

Within the scope of the Senior secured notes 2026, the Company complies with guarantee conditions linked to inventory parts and intellectual property. On June 30, 2023, the Company had GLA’s parts and equipment guaranteed linked to this agreement meeting the contractual conditions. The next measurement will be in December 2023.

 

In the operation of Senior Secured Amortizing Notes, the Company complies with guarantee conditions related to receivables on a quarterly basis. On June 30, 2023, the Company had GLA’s receivables as collateral for this contract that met the contractual conditions. The next measurement will be in December 2023.

 

 
41 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

17.Leases

 

On June 30, 2023, the balance of leases payable includes: (i) R$12,565 relating to variable payments, not included in the measurement of liabilities, and short-term leases (R$15,670 on December 31, 2022), which fall under the exemption provided for in IFRS 16; and (ii) R$9,652,104 referring to the present value on this date of future lease payments (R$11,191,289 on December 31, 2022).

 

The breakdown and changes in the present value of future lease payments are shown below:

 

    Consolidated
  Weighted average rate (p.a.) December 31, 2022                 June 30, 2023
  Current Non-current Total Additions Write-offs Contractual Amendment Payments Clearing with Deposits and Other(1) Interest Incurred Interest Paid Exchange Rate Change Total Current Non-current
Domestic Currency Contracts                              
With Purchase Option 17.58% 5,036 3,313 8,349 - - - (2,429) - 497 (509) - 5,908 4,681 1.227
Without Purchase Option 10.52% 37,219 221,342 258,561 423 - 640 (19,668) - 11,598 - - 251,554 33,336 218.218
Foreign Currency Contracts                              
With Purchase Option 7.19% 133,884 1,257,198 1,391,082 15,643 (46,860) - (67,465) (4,850) 40,401 (50,992) (99,940) 1,177,019 106,298 1.070.721
Without Purchase Option 12.50% 1,756,449 7,776,848 9,533,297 119,630 (7,681) (117,508) (1,074,298) (145,171) 573,583 - (664,229) 8,217,623 1,588,539 6.629.084
Total   1,932,588 9,258,701 11,191,289 135,696 (54,541) (116,868) (1,163,860) (150,021) 626,079 (51,501) (764,169) 9,652,104 1,732,854 7,919,250

 

 

 

 
42 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

During the three and six-month periods ended June 30, 2023, the Company directly recognized in the cost from services, totaling R$14,637 e R$23,307 (R$4,856 and R$5,135 on June 30, 2022, related to short-term leases and variable payments).

 

In the context of dedicated cargo aircraft operations, the Company earned in the three and six-month periods ended June 30, 2023 subleasing revenue in the amount of R$6,814 and R$20,120.

 

The future payments of lease agreements are detailed as follows:

 

  June 30, 2023 December 31, 2022
2023 1,603,626 3,059,448
2024 2,205,968 2,325,227
2025 1,925,859 2,055,173
2026 1,665,322 1,798,293
2027 1,502,263 1,624,277
2027 Onwards 5,664,488 5,974,709
Total Minimum Lease Payments 14,567,526 16,837,127
Less Total Interest (4,902,857) (5,630,167)
Present Value of Minimum Lease Payments 9,664,669 11,206,960
Less Current Portion (1,745,419) (1,948,259)
Non-current Portion 7,919,250 9,258,701

 

17.1.Sale-Leaseback Transactions

 

During the period ended June 30, 2023, the Company carried out sale-leaseback operations of 9 engines, from which it recorded a net gain of R$72,327 (R$49,156 and R$55,491 in the parent company and in the consolidated, referred to 8 aircraft sale-leaseback transactions during the period ended June 30, 2022), recognized as income under “Sale-Leaseback Transactions” in the group of Other Operating Revenues and Expenses, see Note 30.

 

18.Suppliers

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Domestic Currency 22,887 16,951  1,674,562 1,858,820
Foreign Currency 26,077 24,569  707,792 461,134
Total 48,964 41,520 2,382,354 2,319,954
         
Current 48,964 41,520 2,258,893 2,274,503
Non-current - - 123,461 45,451

 

 

19.Suppliers - Forfaiting

 

The Company has contracts that allow suppliers to receive their rights in advance from a financial institution. The risk-drawn operations do not imply any changes to the securities issued by their suppliers, and the original trading conditions, including maturity and value, are maintained. On June 30, 2023, the amount recorded under current liabilities from forfaiting operations totaled R$19,955 (R$29,941 on December 31, 2022).

 

 
43 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

20.Taxes Payable

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
PIS and COFINS 514 421 157 91,316
Installments (a) - - 361,637 341,756
Income Tax on Salaries 33 20 55,687 54,364
Income Tax and Social Contribution to Collect - - 36,763 22,125
Others 104 37 13,071 14,362
Total 651 478 467,315 523,923
         
Current 651 478 195,767 258,811
Non-current - - 271,548 265,112
(a)In the period ended on June 30, 2023, the Company carried out two accessions to the simplified federal tax installment plan of PIS and COFINS, both with a maturity period of 5 years.

 

21.Advance Ticket Sales

 

On June 30, 2023, the balance of advance ticket sales classified in current liabilities was R$3,236,211 (R$3,502,556 on December 31, 2022) and is represented by 9,749,467 tickets sold and not yet used (8,828,006 on December 31, 2022) with an average use of 67 days (56 days on December 31, 2022).

 

Balances of advance ticket sales are shown net of breakage corresponding to R$259,107 on June 30, 2023 (R$ 232,752 on December 31, 2022).

 

On June 30, 2023, the Company has reimbursements to pay related to non-performed transports in the amount of R$19,478 (R$48,566 on December 31, 2022), recorded as Other liabilities in current liabilities.

 

22.Mileage Program

 

  Consolidated
  June 30, 2023 December 31, 2022
Frequent-Flyer Program 2,572,671 2,533,410
Breakage (796,448) (664,106)
Total 1,776,223 1,869,304
     
Current 1,578,493 1,576,849
Noncurrent 197,730 292,455

 

Breakage consists of the estimate of miles with a high potential to expire without being used. CPC 47 - “Revenue from Agreement with Client”, corresponding to IFRS 15, provides for the recognition of revenue by the estimate (breakage) over the contractual period, therefore, before the miles are redeemed, given that this is not expected before expiration.

 

 
44 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

23.Provisions

 

  Consolidated
  Post-Employment Benefit Aircraft and Engine Return

Legal

Proceedings (a)

Total
Balances on December 31, 2022 113,397 2,601,195 815,211 3,529,803
Recognition (Reversal) of Provision 4,653 207,679 281,946 494,278
Provisions Used - (464,188) (155,123) (619,311)
Present Value Adjustment 6,689 90,293 - 96,982
Exchange Rate Change - (197,044) (3,235) (200,279)
Balances on June 30, 2023 124,739 2,237,935 938,799 3,301,473
         
         
On June 30, 2023        
Current - 516,563 - 516,563
Noncurrent 124,739 1,721,372 938,799 2,784,910
Total 124,739 2,237,935 938,799 3,301,473
         
On December 31, 2022        
Current - 634,820 - 634,820
Noncurrent 113,397 1,966,375 815,211 2,894,983
Total 113,397 2,601,195 815,211 3,529,803
(a)The provisions used consider write-offs due to the revaluation of estimates and settled processes.

 

23.1.Post-Employment Benefit

 

The Company offers to its employees health care plans that, due to complying with current laws, generate obligations with post-employment benefits. The actuarial assumptions applied when measuring the post-employment benefit remain the same as those disclosed in the annual financial statements.

 

23.2.Aircraft and Engine Return

 

Such provision considers the costs that meet the contractual conditions to return aircraft and engines leased with no purchase rights, as well as the costs to reconfigure aircraft when returned as described in the return conditions of the lease agreements. The initial recognition is under property, plant & equipment, as “Aircraft and Engine Overhauling”.

 

The Company also has a provision for the return of aircraft and engines recorded against the Maintenance, materials and repairs, considering the current conditions of the aircraft and engines and the forecast of use until the actual return. These provisions are measured at present value and will be disbursed until the aircraft and engines redelivery.

 

23.3.Provision for Legal Proceedings

 

On June 30, 2023, the Company and its subsidiaries are involved in certain legal matters arising from the regular course of their business, which include civil, administrative, tax, social security, and labor lawsuits.

 

The Company's Management believes that the provision for tax, civil and labor risks, recorded in accordance with CPC 25 – “Provisions, Contingent Liabilities and Contingent Assets”, equivalent to IAS 37, is sufficient to cover possible losses on administrative and judicial proceedings, as shown below:

 

 
45 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

  Consolidated
  Probable Loss Possible Loss
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Civil 179,757 165,475 73,275 74,212
Labor 418,859 425,711 130,684 137,245
Tax 340,183 224,025 1,310,396 1,247,288
Total 938,799 815,211 1,514,355 1,458,745

 

 

The National Union of Airline Companies (SNEA) is discussing the maintenance, by its members, of the tax regime for the Social Security Contribution on Gross Revenue (CPRB) throughout the calendar year 2018, disregarding the effects of Law No. 13670/18, which came into effect in September 2018. In June 2023, considering the position of the Superior Courts on the matter, especially the STJ (1st panel) through theme 1184, the Company reassessed the loss prognosis, resulting in the reclassification of the related debts as probable risk.

 

Details regarding other relevant legal proceedings were disclosed in the financial statements for the year ended December 31, 2022. There were no other relevant movements concerning new proceedings or reclassification of risk loss in the period ending on June 30,

2023.

 

23.3.1.Active Lawsuits

 

In 2007, the Company filed an arbitration at the International Court of Arbitration (“ICC”) against the sellers of VRG and its controlling shareholders due to the purchase price adjustment. In January 2011, ICC ruled in GOL’s favor. The procedure to enforce the arbitration decision started at the Cayman Court, jurisdiction of one of the defendants, which ruled in May 2022 in GOL’s favor, confirming that the court decision can be fully enforced. In May 2022, an agreement was signed between the parties, settled in June 2023, through which GOL received US$42,000, equivalent to R$204,330 on the date of receipt, for the final resolution of the arbitration.

 

24.Provision for investment losses

 

24.1.Breakdown of Investments

 

The investment information is shown below:

 

  Parent Company
  June 30, 2023 December 31, 2022
GOL Linhas Aéreas (GLA)  
Total Number of Shares 4,198,483,614 4,198,483,614
Share Capital 6,947,111 6,947,111
Interest % 100% 100%
Shareholders’ Equity (Deficit) (16,532,244) (17,910,984)
     
  June 30, 2023 June 30, 2022
Net Income (Loss) for the Period 1,210,027 (237,493)

 

 

 
46 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

24.2.Changes in Investments

 

  GLA
Balances on December 31, 2022 (17,910,984)
Equity Income 1,210,027
Unrealized Income (Expenses) on Hedge 165,281
Foreign Exchange Rate Change on Investment Conversion Abroad (4,064)
Share-Based Compensation 7,496
Balances on June 30, 2023 (16,532,244)

 

 

25.Shareholders’ Equity

 

25.1.Share Capital

 

On February 15, 2023, the Company's Board of Directors approved the voluntary conversion of 210 common shares into 6 preferred shares, all registered and without par value and without changing the value of the Company's capital stock.

 

On June 30, 2023 and December 31, 2022, the Company's share capital was R$4,040,397 represented by 3,200,516,077 shares, with 2,863,682,500 common shares and 336,833,577 preferred shares (3,200,516,281 shares, comprise by 2,863,682,710 common shares and 336,833,571 preferred shares on December 31, 2022). The share capital above is reduced by the costs to issue shares totaling R$157,495 on June 30, 2023 and December 31, 2022.

 

  June 30, 2023 December 31, 2022
  Common shares Preferred shares Total Common shares Preferred shares Total
Abra MOBI LLP (1) (2) (3) 50.00% 23.62% 28.78% - - -
Abra Kingsland LLP(3) 50.00% 15.31% 22.09% - - -
MOBI FIA (1) (2) (3) - - - 100.00% 38.93% 50.87%
American Airlines Inc. - 6.60% 5.31% - 6.60% 5.31%
Abra Group Limited - 3.76% 3.03% - - -
Path Brazil (2) - - - - 3.22% 2.59%
Others - 1,77% 1.42% - 1.41% 1.14%
Market - 48.94% 39.37% - 49.84% 40.09%
Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
(1)In the context of the exchangeable senior notes 2024, issued in 2019, MOBI lent up to 14,000,000 ADSs to Bank of America Corporation, which operates the ADS lending facility, in order to facilitate privately negotiated derivatives transactions or other hedging activities related to the exchangeable senior notes. The ADSs will be returned to MOBI upon maturity of the exchangeable senior notes or upon termination of the ADS lending agreement that it entered into.
(2)It refers to legal entities controlled by the controlling shareholders (Constantino family).
(3)In the context of the agreement between the controlling shareholder and the main shareholders of Avianca, in the period ended June 30, 2023 MOBI FIA transferred 100% of the common shares of the Company to Abra. In the same period, Abra transferred 50% of the Company’s common shares to Abra Kingsland LLP and 50% of the Company’s common shares to Abra MOBI LLP. Abra holds 99.99% of the economic rights in Abra MOBI LLP and in Abra Kingsland LLP.

 

The authorized share capital on June 30, 2023 and December 31, 2022 is R$17 billion. Within the authorized limit, the Company can, once approved by the Board of Directors, increase its capital regardless of any amendment to its by-laws, by issuing shares, without necessarily maintaining the proportion between the different types of shares. Under the law terms, in case of capital increase within the authorized limit, the Board of Directors will define the issuance conditions, including pricing and payment terms.

 

 
47 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

25.2.Treasury Shares

 

On June 30, 2023, the Company had 557,194 treasury shares, totaling R$19,002 (1,140,940 shares totaling R$38,910 on December 31, 2022). On June 30, 2023, the closing market price for treasury shares was R$13.17 (R$7.34 on December 31, 2022).

 

 
48 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

26.Earnings (Loss) per Share

 

The Company's earnings (loss) per share was determined as follows:

 

  Parent Company and Consolidated
  Three-month period ended on
  June 30, 2023 June 30, 2022
  Common Shares Preferred Shares Total Common Shares Preferred Shares Total
Numerator            
Net Income (Loss) for the Period Attributed to Controlling Shareholders 108,718 447,571 556,289 (574,030) (2,277,069) (2,851,099)
             
Denominator            
Weighted average number of outstanding shares (in thousands) 2,863,683 336,276   2,863,683 323,404  
Effect of Dilutive Securities (a) - 799   - -  
Adjusted weighted average number of outstanding shares and diluted presumed conversions (in thousands) 2,863,683 337,075   2,863,683 323,404  
             
In Brazilian Real (R$)            
Basic Loss (Earnings) per Share 0.038 1.331   (0.200) (7.041)  
Diluted Loss (Earnings) per Share 0.038 1.328   (0.200) (7.041)  

 

  Parent Company and Consolidated
  Six-month period ended on
  June 30, 2023 June 30, 2022
  Common Shares Preferred Shares Total Common Shares Preferred Shares Total
Numerator            
Net Income (Loss) for the Period Attributed to Controlling Shareholders 229,795 946,019 1,175,814 (49,651) (193,863) (243,514)
             
Denominator            
Weighted average number of outstanding shares (in thousands) 2,863,683 336,276   2,863,683 318,307  
Effect of Dilutive Securities (a) - 765   - -  
Adjusted weighted average number of outstanding shares and diluted presumed conversions (in thousands) 2,863,683 337,041   2,863,683 318,307  
             
In Brazilian Real (R$)            
Basic Loss (Earnings) per Share 0.080 2.813   (0.017) (0.609)  
Diluted Loss (Earnings) per Share 0.080 2.807   (0.017) (0.609)  

  

(a) Due to the loss recorded in the three and six-month periods ending on June 30, 2022, the potentially convertible instruments were not considered in the total number of shares in circulation for determining the diluted loss per share.

 

 
49 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

27.Share-Based Compensation

 

The conditions of the stock option and restricted share plans granted to the Company’s Executive Officers were disclosed in detail in the annual financial statements related to the year ended December 31, 2022, and did not change during the period ended on June 30, 2023.

 

The movement of the stock options outstanding in the period ended on June 30, 2023, is as follows:

 

27.1.Stock Option Plan – GOL

 

 

Number of Stock

Shares

Average Price

Weighted - Period

Outstanding Shares on December 31, 2022 8,072,765 13.00
Options exercised (84,327) 4.52
Options canceled and adjustments in estimated prescribed rights (536,003) 13.07
Outstanding Options on June 30, 2023 7,452,435 13.04
     
Number of Options Exercisable on:    
December 31, 2022 5,166,147 14.64
June 30, 2023 5,446,134 13.95

 

The expense recognized in the statement of operations for period corresponding to the stock option plans in the period ended June 30, 2023, was R$4,508 (R$4,096 in the period ended June 30, 2022).

 

27.2.Restricted Share Plan – GOL

 

On June 30, 2023, the company transferred 455,584 treasury shares to settle the restricted stock plan. As of June 30, 2023, the Company has 1,675,412 restricted shares (1,487,620 as of December 31, 2022).

 

The expense recognized in the statement of operations for the period corresponding to the restricted share plans in the period ended June 30, 2023, was R$2,988 (R$5,365 in the period ended June 30, 2022).

 

28.Transactions with Related Parties

 

28.1.Loan Agreements - Noncurrent Assets and Liabilities

 

The parent company maintains assets and liabilities from loan agreements with its subsidiary GLA without interest, as shown in the table below:

 

        Assets Liabilities
 Creditor Debtor Type of Transaction

Interest

Rate (p.a.)

June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
GOL GLA Loan 4.10% 731,897 765,933 3,389 -
GAC GLA Loan 2.43% 990,266 1,099,740 134,327 145,434
Gol Finance GLA Loan 3.07% 5,365,250 5,219,175 - -
Total       7,087,413 7,084,848 137,716 145,434

 

 
50 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

In addition to the values above, the following table shows the other balances between the Companies eliminated in the Consolidated: 

 

          Balances
Creditor Debtor Type of Transaction Maturity

Interest

Rate (p.a.)

June 30, 2023 December 31, 2022
Gol Finance GOL Subscription Bonus (*) 07/2024 - 602,350 602,350
Gol Finance Inc. GAC Loan 01/2023 8.64% 1,083,048 1,179,279
Gol Finance GAC Loan 02/2025 3.83% 934,294 999,717
Gol Finance Gol Finance Inc. Loan 01/2024 1.15% 561,920 523,746
Gol Finance Inc. Gol Finance Loan 03/2020 11.70% 1,674 1,812
Smiles Viagens GLA Onlendings - - 932 3,501
Smiles Argentina GLA Onlendings - - 5,894 5,013
Total       - 3,190,112 3,315,418

(*) Through Gol Equity Finance, the subsidiary Gol Finance acquired warrants issued by the Company in the context of the issue of ESN 2024.

 

28.2.Transportation Services

 

In the course of its operations, the Company, by itself and through its subsidiaries, entered into agreements with the companies listed below, which are owned by the Company's main shareholders:

 

·Expresso Caxiense S.A.: Provision of passenger transportation services in case of an interrupted flight, effective until November 2025; and

 

·Viação Piracicabana Ltda.: Provision of passenger, baggage, crew, and employee transportation services between airports, effective until September 2026.

 

In the period ended June 30, 2023, GLA recognized total expenses related to these services of R$1,852 (R$1,825 in the period ended June 30, 2022). On the same date, the balance payable to related companies, under “Suppliers”, was of R$1,233 (R$737 on December 31, 2022).

 

28.3.Contracts Account Opening UATP (“Universal Air Transportation Plan”) to Grant Credit Limit

 

The subsidiary GLA entered into UATP account opening agreements with the related parties indicated below: Aller Participações S.A.; BR Mobilidade Baixada Santista S.A. SPE; Breda Transportes e Serviços S.A.; Comporte Participações S.A.; Empresa Cruz de Transportes Ltda.; Empresa de Ônibus Pássaro Marrom S.A.; Empresa Princesa do Norte S.A.; Expresso Itamarati S.A.; Expresso Maringá do Vale S.A.; Expresso União Ltda.; Glarus Serviços Tecnologia e Participações S.A.; Limmat Participações S.A.; Quality Bus Comércio de Veículos S.A.; Super Quadra Empreendimentos Imobiliários S.A.; Thurgau Participações S.A.; Transporte Coletivo Cidade Canção Ltda.; Turb Transporte Urbano S.A.; Vaud Participações S.A.; and Viação Piracicabana Ltda.; all with no expiration date, whose purpose is to issue credits to purchase airline tickets issued by the Company. The UATP account (virtual card) is accepted as a payment means on the purchase of airfare and related services, seeking to simplify billing and make feasible payment between the participating companies.

 

These contracts were entered into under market conditions, in line with those prevailing in transactions that the Company would enter into with third parties. The companies indicated above are owned by the Company's main shareholders.

 

 
51 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

28.4.Multimodal transport commercial partnership agreement

 

Company´s subsidiary GLA entered into a commercial partnership agreement with the companies União Transporte, Itamarati Express and Cruz Encomedas (together denominated, “Grupo Comporte”), Tex Transportes and Expresso Luxo, effective until January 2024, the purpose of which is to provide multimodal transport, including road freight transport by the Partners and air transport services provided by GLA. In order to achieve the Agreement, GLA signed a Contract for the provision of multimodal transport services with each of these companies. The parties will be remunerated for the value of the service related to the section operated by each party, through the issuance of the respective CTe, in accordance with the values established in the price tables practiced by each Party.

 

These contracts were entered into under market conditions, in line with those prevailing in transactions that the Company would enter into with third parties. The companies indicated above are owned by the Company's main shareholders.

 

28.5.Commercial partnership agreement - Pagol

 

During the year ended December 31, 2022, the Company entered into two agreements with the related party Pagol Participações Societárias Ltda (“Pagol”).

 

The Company and Pagol entered into a commercial agreement to disclose the financial products offered by Pagol to the Company's customers, suppliers and employees. This Agreement is valid for 10 years and its implementation depends on precedent conditions established in the contract, with the possibility of the Company receiving a commission income, to be negotiated between the parties, according to the products offered. Subsequently, on April 4, 2023, the Parties included Pagol Sociedade de Crédito Direto S.A. as part of the Agreement.

 

Under the commercial agreement, during the year ended December 31, 2022, the Company entered into an agreement for the Intermediation of Credit Assignment Operations, which allows the Company's suppliers to prepay their receivables with Pagol. On June 30, 2023, the subsidiary GLA performed transactions related to these services in the amount of R$ 3,735 and there were no outstanding balances on June 30, 2023 and December 31, 2022.

 

In November, 2022, the Company entered into an agreement to associate Pagol with the Smiles Program, for the acquisition and granting of redemption rights embodied in Smiles miles to its customers, as an incentive to acquire the products/services offered by Pagol. The amount will be paid by Pagol, monthly, corresponding to the miles acquired in the period. This Agreement is valid for 12 (twelve) months from its signature, and the period may be extended by mutual agreement between the Parties. On June 30, 2023, the Company has trade receivables in the amount of R$26,018 related to transactions of this nature during the period.

 

Under the commercial agreement, in May 2023, the Company signed the Term of Agreement for the Granting of Private Payroll Credit with Pagol Sociedade de Crédito Direto S.A., in order to grant loan(s) and financing(s) to its employees.

 

These contracts were entered into under market conditions, in line with those prevailing in transactions that the Company would enter into with third parties. The company indicated above is owned by Company's main shareholders.

 

 
52 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

28.6.Commercial partnership agreement - Comporte

 

In December, 2022, the Company entered into an agreement with the related party Comporte Participações S.A. (“Comporte”), the purpose of which is the advance sale of Smiles miles for Comporte to offer to its customers directly or indirectly.

 

The contract established the advance sale of Smiles miles in the amount of R$70,000 (seventy million reais), which were paid in December, 2022. This Agreement is valid for 12 (twelve) months from its signature or when the batch of Smiles Miles acquired runs out, whichever occurs first, the term may be extended by mutual agreement between the Parties. The balance received was recognized as advances from customers in current liabilities. During the period ending in June 30, 2023, the subsidiary GLA did not carry out transactions related to these services.

 

These contracts were entered into under market conditions, in line with those prevailing in transactions that the Company would enter into with third parties. The companies indicated above are owned by the Company's main shareholders.

 

28.7.Support Agreement - Abra

 

In accordance with the controlling shareholder transaction disclosed in explanatory notes 1.4 and 16.1.4, in March 2023, the Company and Abra signed the Support Agreement with Abra's commitment to invest in the Company through the issuance of Senior Secured Notes due in 2028. The amounts related to this transaction are recognized under “Loans and Financing”.

 

28.8.Compensation of the Key Management Personnel

 

  Consolidated
  Three-month period Ended Six-month period
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Salaries, Bonus and Benefits (*) 8,756 8,700 17,615 18,863
Payroll Charges 3,041 2,282 4,815 6,353
Share-Based Compensation 5,688 4,234 11,376 9,391
Total 17,485 15,216 33,806 34,607

(*) Includes compensation for members of the Management, Audit committee and Fiscal Council.

 

29.Revenue
  Consolidated
  Three-month period ended on Six-month period ended on
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Passenger Transportation (a) 3,720,715 3,096,924 8,257,823 6,212,416
Cargo 246,606 113,520 427,051 217,749
Mileage Revenue 190,069 146,587 400,917 264,183
Other Revenues 25,638 10,906 51,526 21,465
Gross Revenue 4,183,028 3,367,937 9,137,317 6,715,813
         
Incurring Taxes (b) (37,102) (125,882) (71,197) (253,306)
Net Revenue 4,145,926 3,242,055 9,066,120 6,462,507
(a)Of the total amount, the total of R$83,820 and R$163,271 for the three-month and six-month periods ended on June 30, 2023, is made up of the revenue from non-attendance of passengers, rescheduling, ticket cancellation (R$41,980 and R$98,294 for the three-month and six-month periods ended on June 30, 2022).
(b)The PIS and COFINS rates on revenues arising from regular passenger air transportation earned in the period ended June 30, 2023 were reduced to 0 (zero) with the enactment of Provisional Measure 1147/2022, which was converted into Law 14592/2023.

 

  Three-month period ended on Six-month period ended on
  June 30, 2023 % June 30, 2022 % June 30, 2023 % June 30, 2022 %
Domestic 3,638,537 87.8 2,893,126 89.2 7,880,976 86.9 5,838,633 90.3
International 507,389 12.2 348,929 10.8 1,185,145 13.1 623,874 9.7
Net revenue 4,145,926 100.0 3,242,055 100.00 9,066,121 100.0 6,462,507 100.0

 

 
53 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

30.Costs of Services and Operational Expenses
  Parent Company
  Three-month period ended Six-month period ended
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Selling Expenses        
Sales and Marketing (261) (285) (261) (285)
Other Selling Expenses - (1) - (1)
Total Selling Expenses (261) (286) (261) (286)
         
Administrative Expenses        
Personnel (818) (880) (2,020) (1,931)
Services (28,404) (8,347) (38,125) (14,498)
Other Administrative Expenses (5,119) (5,855) (13,082) (14,758)
Total Administrative Expenses (34,341) (15,082) (53,227) (31,187)
         
Other Operational Revenues (Expenses)        
Sale-Leaseback Transactions (a) - - - 49,156
Other Operating Revenues (Expenses) 280 (186) 1,610 14,923
Total Other Operating Revenues and (Expenses), Net 280 (186) 1,610 64,079
         
Total (34,322) (15,554) (51,878) 32,606

 

(a)See Note 17.1

 

 
54 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

  Consolidated
  Three-month period ended Six-month period ended
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Cost of Services        
Personnel (396,489) (357,582) (840,756) (754,731)
Fuels and Lubricants (1,357,175) (1,448,857) (3,123,985) (2,654,532)
Maintenance, Material and Repairs (289,369) (89,647) (562,437) (279,645)
Passenger Costs (207,296) (171,320) (484,353) (361,589)
Services (50,425) (45,934) (107,541) (97,101)
Landing Fees (218,633) (172,110) (453,951) (337,687)
Depreciation and Amortization (378,661) (360,038) (745,682) (694,881)
Other Operating Costs (102,893) (72,670) (196,148) (151,493)
Total Cost of Services (3,000,941) (2,718,158) (6,514,853) (5,331,659)
         
Selling Expenses        
Personnel (10,427) (8,926) (20,768) (17,746)
Services (50,216) (38,610) (104,526) (82,178)
Sales and Marketing (190,334) (242,899) (416,154) (407,592)
Other Selling Expenses (16,434) (19,816) (33,762) (29,859)
Total Selling Expenses (267,411) (310,251) (575,210) (537,375)
         
Administrative Expenses        
Personnel (a) (185,656) (127,407) (314,580) (302,754)
Services (208,406) (131,193) (336,901) (222,828)
Depreciation and Amortization (31,408) (28,137) (61,135) (54,071)
Other Administrative Expenses (109,569) (16,591) (220,165) (89,123)
Total Administrative Expenses (535,039) (303,328) (932,781) (668,776)
         
Other Operating Revenues (Expenses)        
Sale-Leaseback Transactions (b) 72,327 - 72,327 55,491
Idleness - Depreciation and Amortization - (39,074) - (75,846)
Third party indemnity (c) 204,330 - 204,330 -
Other Operating Revenues (Expenses) (d) (81,988) (63,158) 13,766 (19,115)
Total Other Operating (Expenses) Revenues, Net 194,669 (102,232) 290,423 (39,470)
         
Total (3,608,722) (3,433,969) (7,732,421) (6,577,280)

 

(a)The Company recognizes compensation paid to members of the Audit Committee, the Board of Directors and the Fiscal Board in the "Salaries" line item.
(b)See Note 17.1
(c)See Note 23.3.1
(d)In the six-month period ended June 30, 2023 includes R$68,084 referring to gains arising from changes in lease agreements.
 
55 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

31.Financial Income (Expenses)

 

  Parent Company Consolidated
  Three-month period ended on Six-month period ended on Three-month period ended on Six-month period ended on
  June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022
Financial Revenues                
Gains from Financial Investments 1,152 11,157 1,289 12,322 35,561 26,392 76,976 39,026
Gain from Bonds Repurchase (d) (47,193) - 183,082 - (47,193) - 183,082 -
Others (a) (b) 66,479 40,298 121,800 82,934 13,528 4,712 21,555 10,334
Total Financial Revenues 20,438 51,455 306,171 95,256 1,896 31,104 281,613 49,360
                 
Financial Expenses                
Interest and Costs on Loans and Financing (381,396) (201,209) (650,007) (415,797) (435,960) (259,174) (764,492) (527,671)
Interest on Leases - - - - (272,677) (331,144) (626,079) (587,768)
Interests on the Provision for Aircraft Return - - - - (43,768) (7,256) (90,293) (91,089)
Commissions, Bank Charges and Interest on Other Operations (20,695) (27) (25,629) (30) (169,860) (127,408) (307,667) (228,353)
Others (21) (406) (77) (446) (42,495) (97,719) (130,481) (144,428)
Total Financial Expenses (402,112) (201,642) (675,713) (416,273) (964,760) (822,701) (1,919,012) (1,579,309)
                 
Derivative Financial Instruments                
Conversion Right and Derivatives - ESN, Net (c) 8,828 36,526 20,100 33,560 8,828 36,526 20,100 33,560
Other Derivative Financial Instruments, Net - - - - (11,693) 2,623 (24,556) (77)
Total Derivative Financial Instruments 8,828 36,526 20,100 33,560 (2,865) 39,149 (4,456) 33,483
                 
Monetary and Foreign Exchange Rate Variations, Net 245,855 (380,135) 368,331 252,914 963,124 (2,024,113) 1,479,938 1,380,769
                 
Total (126,991) (493,796) 18,889 (34,543) (2,605) (2,776,561) (161,917) (115,697)

 

(a)In the period ended June 30, 2023 of the total parent company and consolidated balance, R$862 and R$5.464, respectively, refer to PIS and COFINS levied on financial revenues earned, as per Decree 8426 of April 1, 2015 (R$2,143 and R$11,230 in the period ended June 30, 2022).
(b)The balance recorded in Others in the Parent Company includes interest on loan totaling R$66,780 and R$122,287 in the three and six-month periods ended June 30, 2023 (R$42,055 and R$85,078 in the three and six-month periods ended June 30, 2022).
(c)See Note 33.2 (ESN and Capped call).
(d)Gain arising from the transaction disclosed in note 16.1.4.
 
56 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

32.Commitments

 

On June 30, 2023, the Company had 107 firm orders (91 on December 31, 2022) for aircraft acquisitions with Boeing. These aircraft acquisition commitments include estimates for contractual price increases during the construction phase. On June 30, 2023, the approximate amount of firm orders in the current period considers estimated contractual discounts and corresponds to around R$19,479,203 (R$20,574,804 on December 31, 2022) corresponding to US$4,041,999 (US$3,943,271 on December 31, 2022) and are segregated as follows:

 

  Parenty Company and Consolidated
  June 30, 2023 December 31, 2022
2023 3,217,539 4,234,480
2024  2,525,044 5,847,873
2025 2,594,090 6,970,535
2026 3,317,335 3,521,916
2026 onwards 7,825,195 -
Total 19,479,203 20,574,804

 

Of the total commitments presented above, the Company should disburse the amount of R$6,538,769 (corresponding to US$1,356,816 on June 30, 2023) as advances for aircraft acquisition, according to the financial flow below:

 

  Parenty Company and Consolidated
  June 30, 2023 December 31, 2022
2023 1,126,584 1,642,175
2024 901,052 1,990,773
2025 871,999 2,355,513
2026 1,088,053 1,182,264
2026 onwards 2,551,081 -
Total 6,538,769 7,170,725

 

32.1. Fuel purchase commitment

 

The Company has a commitment to purchase aircraft fuel at a fixed price in the future for use in its operations. As of June 30, 2023, the purchase commitments until 2023 total R$364,239.

 

33.Financial Instruments and Risk Management

 

Operational activities expose the Company and its subsidiaries to market risk, credit risk and liquidity risk. These risks can be mitigated by using exchange swap derivatives, futures and options contracts based on oil, U.S. dollar and interest markets.

 

Financial instruments are managed by the Financial Policy Committee (“CPF”) in line with the Risk Management Policy approved by the Risk Policy Committee (“CPR”) and submitted to the Board of Directors. The CPR establishes the guidelines, limits and monitors the controls, including the mathematical models adopted for the continuous monitoring of exposures and possible financial impacts, in addition to curbing the exploration of speculative operations with financial instruments.

 

The details regarding how the Company manages risks have been widely presented in the annual financial statements related to the year ended December 31, 2022, since then, there have been no changes.

 

 
57 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

33.1.Accounting Classifications of Financial Instruments

 

The accounting classifications of the Company's consolidated financial instruments on June 30, 2023, and December 31, 2022, are shown below:

 

   Parent Company  Consolidated
  Measured at Fair Value through Income (Expenses)

Cost

amortized

Measured at Fair Value through Income (Expenses)

Cost

amortized

  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Assets                
Cash and Bank Deposits 154,219 47 - - 253,066 168,994 - -
Cash Equivalents 532 132 - - 52 41 - -
Financial Investments 4,444 4,815 - - 460,476 423,418 - -
Trade Receivables - - - - - - 841,242 887,734
Deposits (a) - - - - - - 1,965,110 2,068,593
Rights from Derivative Transactions 16,769 7,002 - - 20,858 29,256 - -
Credits with Related Companies - - 7,087,413 7,084,848 - - - -
Other Credits - - 66,561 63,875 - - 274,367 232,633
                 
Liabilities                
Loans and Financing (b) 5,701 17,753 11,026,775 10,406,053 5,701 17,753 12,247,026 11,967,138
Leases to Pay - - - - - - 9,664,669 11,206,959
Suppliers - - 48,964 41,520 - - 2,382,354 2,319,954
Suppliers - Forfaiting - - - - - - 19,955 29,941
Derivative Liabilities - - - - 2,572 536 - -
Obligations to Related Parties - - 137,716 145,434 - - - -
Other Liabilities - - 582,240 589,373 - - 685,388 692,171
(a)Excludes judicial deposits, as described in Note 10.
(b)The amounts on June 30, 2023, and December 31, 2022, classified as measured at fair value through income (expense), refer to the embedded derivative linked to the Exchangeable Senior Notes 2024.

 

In the period ended June 30, 2023, financial instruments were not reclassified.

 
58 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

33.2.Derivative and Non-Derivative Financial Instruments

 

The Company's derivative financial instruments were recognized as follows in the Balance sheet:

  Derivatives

Non-derivative

 
  Fuel Interest rate Exchange Capped call ESN 2024 Revenue hedge Total
Fair value changes              
Derivatives assets (liabilities) on December 31, 2022 22,255 (536) - 7,002 (17,753) - 10,968
Gains (losses) recognized in income (expenses) (19,950) 111 (1,825) 9,767 10,109 - (1,788)
Payments during the period (1,522) 309 2,675 - 1,943 - 3,405
Derivatives assets (liabilities) on June 30, 2023 783 (116) 850 16,769 (5,701) - 12,585
Derivative assets – Current 3,219 - 850 - - - 4,069
Derivative assets – Non-current - 20 - 16,769 - - 16,789
Derivative liabilities - Current (2,436) (136) - - - - (2,572)
Loans and financing - - - - (5,701) - (5,701)
               
Changes in the adjustment of equity valuation              
Balance on December 31, 2022 - (290,549)   - - (322,804) (613,353)
Adjustments of hedge accounting of revenue - - - - - 76,222 76,222
Net reversal to income (expenses) - 2,892 - - - 86,167 89,059
Balances on June 30, 2023 - (287,657) - - - (160,415) (448,072)
               
Effects on income (expenses) (19,950) (2,781) (1,825) 9,767 10,109 (162,389) (167,069)
Revenue - - - - - (90,530) (90,530)
Financial results (19,950) (2,781) (1,825) 10,212 9,888 - (4,456)
Monetary and foreign exchange rate variation, net - - - (445) 221 (71,859) (72,083)
                 

 

The Company may adopt hedge accounting for derivatives contracted to hedge cash flow and that qualify for this classification as per CPC 48 – Financial Instruments, equivalent to IFRS 9.

 

On June 30, 2023, the Company adopts cash flow hedge for the interest rate, aeronautical fuel protection and future revenue in U.S. Dollars.

 

The schedule to realize the balance of Equity Valuation Adjustments on June 30, 2023, referring to cash flow hedges, is as follows:

 

  2023 2024 2025 2026 2027 2027 onwards Total
Interest rate (13,720) (34,691) (36,490) (36,317) (35,661) (130,778) (287,657)
Revenue hedge (72,818) (87,597) - - - - (160,415)
Total (86,538) (122,288) (36,490) (36,317) (35,661) (130,778) (448,072)

 

33.3.Market Risks

 

33.3.1.Fuel

 

The aircraft fuel prices fluctuate due to the volatility of the price of crude oil by product price fluctuations. The Company uses different instruments to hedge its exposure to the fuel price.

 

The table below shows the sensitivity analysis of the derivative financial instruments contracted on this date considering the fluctuation of prices of air fuel priced in U.S. dollars, based on the barrel price on June 30, 2023 at US$70.64:

 

 
59 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

  Fuel
 

Barrel price

(in USD)

Impact

(in thousand of Reais)

Decline in prices/barrel (-25%) 53.09 (6,337)
Decline in prices/barrel (-10%) 63.70 (4,459)
Increase in prices/barrel (+10%) 77.86 9,291
Increase in prices/barrel (+25%) 88.48 28,835

 

33.3.2.Interest Rate

 

The Company is mainly exposed to lease transactions indexed to changes in the interest rate until the aircraft is received. To mitigate such risks, the Company can use derivative financial instruments.

 

On June 30, 2023, the Company held financial investments and loans and financing with different types of fees. Its sensitivity analysis of non-derivative financial instruments examined the impact on annual interest rates only for positions with material amounts on June 30, 2023 that were exposed to fluctuations in interest rates, as the scenarios below show.

 

The amounts show the impacts on Income (Expenses) according to the scenarios adopted below:

 

  Financial investments net of financial debt (a)
Risk CDI rate increase SOFR rate increase
Reference rates 13.65% 5.09%
Exposure amount (probable scenario) (b) (738,141) (404,301)
Remote favorable scenario (-25%) 27,880 5,145
Possible favorable scenario (-10%) 11,152 2,058
Possible adverse scenario (+10%) (11,152) (2,058)
Remote adverse scenario (+25%) (27,880) (5,145)
(a)Refers to the sum of the amounts invested and raised in the financial market and indexed to the CDI and SOFR rates,
(b)Book balances recorded as of June 30, 2023,

 

33.3.3.Exchange Rate

 

Foreign currency risk derives from the possibility of unfavorable fluctuation of foreign currency to which the Company’s liabilities or cash flows are exposed. The Company is mainly exposed to the exchange rate change of the U.S. dollar.

 

 
60 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

The Company’s foreign currency exposure is summarized below:

 

  Parent Company Consolidated
  June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022
Assets        
Cash, Cash Equivalents and Financial Investments 157,718 696 423,530 274,186
Trade Receivables - - 139,483 215,113
Deposits - - 1,965,110 2,068,593
Derivative Assets 16,769 7,002 20,858 29,256
Total Assets 174,487 7,698 2,548,981 2,587,148
         
Liabilities        
Loans and Financing (11,032,476) (10,423,806) (11,206,235) (10,797,091)
Leases to Pay - - (9,407,207) (10,940,049)
Suppliers (26,077) (24,569) (707,792) (461,134)
Provision for Aircraft and Engine Return - - (2,237,935) (2,601,195)
Total Liabilities (11,058,553) (10,448,375) (23,559,169) (24,799,469)
         
Exchange Rate Exposure Liabilities (10,884,066) (10,440,677) (21,010,188) (22,212,321)
         
Commitments Not Recorded in the Statements of Financial Position
Future Obligations Resulting from Firm Aircraft Orders (19,479,203)

 

(20,574,804)

(19,479,203)

 

(20,574,804)

Total (19,479,203) (20,574,804) (19,479,203) (20,574,804)
         
Total Exchange Rate Exposure - R$ (30,363,269) (31,015,481) (40,489,391) (42,787,125)
Total Exchange Rate Exposure - US$ (6,300,479) (5,944,282) (8,401,683) (8,200,380)
Exchange Rate (R$/US$) 4.8192 5.2177 4.8192 5.2177

 

As of June 30, 2023, the Company adopted the closing exchange rate of R$4.8192/US$1,00 as a likely scenario. The table below shows the sensitivity analysis and the effect on income (expenses) of exchange rate fluctuations in the exposure amount of the period as of June 30, 2023:

 

    Effect on income (expenses)
  Exchange rate Parenty Company Consolidated
Net liabilities exposed to the risk of appreciation of the U.S. dollar 4.8192 10,884,066 21,010,188
Dollar depreciation (-25%) 3.6144 2,721,017 5,252,547
Dollar depreciation (-10%) 4.3373 1,088,407 2,101,019
Dollar appreciation (+10%) 5.3011 (1,088,407) (2,101,019)
Dollar appreciation (+25%) 6.0240 (2,721,017) (5,252,547)

 

33.3.4.Capped Call

 

The Company, through Gol Equity Finance, in the context of the pricing of the ESN issued on March 26, April 17 and July 17, 2019, contracted private derivative transactions (Capped call) with part of the note subscribers with the purpose of minimizing the potential dilution of the Company’s preferred shares and ADSs.

 

 
61 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

33.4.Credit Risk

 

The credit risk is inherent in the Company’s operating and financing activities, mainly in cash and cash equivalents, financial investments and trade receivables. Financial assets classified as cash, cash equivalents and financial investments are deposited with counterparties rated investment grade or higher by S&P or Moody's (between AAA and AA-), pursuant to risk management policies.

 

Credit limits are set for all customers based on internal credit rating criteria and carrying amounts represent the maximum credit risk exposure. Customer creditworthiness is assessed based on an internal system of extensive credit rating. Outstanding trade receivables are frequently monitored by the Company.

 

Derivative financial instruments are contracted in the over-the-counter market (OTC) with counterparties rated investment grade or higher, or in a commodities and futures exchange (B3 and NYMEX), thus substantially mitigating credit risk. The Company's obligation is to evaluate counterparty risk involved in financial instruments and periodically diversify its exposure.

 

33.5.Liquidity risk

 

The Company is exposed to liquidity risk in two distinct ways: (i) market prices, which vary in accordance with the types of assets and markets where they are traded, and (ii) cash flow liquidity risk related to difficulties in meeting the contracted operating liabilities at the maturity dates. To meet the liquidity risk management, the Company invests its resources in liquid assets (federal government bonds, CDBs, and investment funds with daily liquidity) and the Cash Management Policy establishes that the weighted average term of the debt must be greater than the weighted average term of the investment portfolio term.

 

The schedules of financial liabilities held by the Company's consolidated financial liabilities on June 30, 2023 and December 31, 2022 are as follows:

 

  Parent Company
  Less than
6 months
6 - 12 months 1 - 5 years More than
5 years
Total
Loans and Financing 177,528 308,095 9,878,847 668,006 11,032,476
Suppliers 48,964 - - - 48,964
Obligations to Related Parties - - 137,716 - 137,716
Other Liabilities 171,604 137,359 273,276 - 582,239
On June 30, 2023 398,096 445,454 10,289,839 668,006 11,801,395
           
Loans and Financing 193,864 80,869 9,346,064 803,009 10,423,806
Suppliers 41,520 - - - 41,520
Obligations to Related Parties - - 145,434 - 145,434
Other Liabilities 188,272 149,340 251,761 - 589,373
On December 31, 2022 423,656 230,209 9,743,259 803,009 11,200,133

 

 
62 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

 

  Consolidated
  Less than
6 months
6 - 12 months 1 - 5 years More than
5 years
Total
Loans and Financing 837,901 611,437 10,135,383 668,006 12,252,727
Leases to Pay 1,603,626 141,793 2,254,762 5,664,488 9,664,669
Suppliers 2,258,893 - 123,461 - 2,382,354
Suppliers - Forfaiting 19,955 - - - 19,955
Derivative Liabilities 2,572 - - - 2,572
Other Liabilities 203,701 137,359 344,327 - 685,387
On June 30, 2023 4,926,648 890,589 12,857,933 6,332,494 25,007,664
           
Loans and Financing 723,756 402,873 10,055,253 803,009 11,984,891
Leases to Pay 1,210,715 737,543 4,886,666 4,372,035 11,206,959
Suppliers 2,274,503 - 45,451 - 2,319,954
Suppliers – Forfaiting 29,941 - - - 29,941
Derivative Liabilities 260 259 17 - 536
Other Liabilities 225,752 154,096 312,323 - 692,171
On December 31, 2022 4,464,927 1,294,771 15,299,710 5,175,044 26,234,452

 

33.6.Capital Management

 

The Company seeks alternatives to capital in order to meet its operational needs, aiming a capital structure that considers suitable parameters for the financial costs, the maturities of funding and its guarantees. The Company monitors its financial leverage ratio, which corresponds to net debt, including short and long-term debt. The following table shows the financial leverage:

 

  June 30, 2023 December 31, 2022
Total Loans and Financing 12,252,727 11,984,891
Total Leases to Pay 9,664,669 11,206,959
 (-) Cash and Cash Equivalents (253,118) (169,035)
 (-) Financial Investments (460,476) (423,418)
Net Indebtedness 21,203,802 22,599,397

 

 
63 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

34.Non-Cash Transactions

 

  Parent Company
  June 30, 2023 June 30, 2022
Share-Based Compensation (Investments / Capital Reserves) 7,496 9,461
Unrealized Income (Expenses) of Derivatives (Investments/Equity Valuation Adjustments) 165,281 174,620
Loan Settlement through the Issuance of New Debts (Loans) 5,201,886 -
Fair Value Result in Transaction with Parent Company (Loans / Capital Reserve) 401,014 -
Transfer of Treasury Shares 19,472 2,000

  

  Consolidated
  June 30, 2023 June 30, 2022
Write-Off of Lease Agreements (Other Revenues / Leases Payable) (7,681) 242
Right of Use of flight equipment (Property, Plant & Equipment / Leases to Pay) (81,672) -
Right of Use Non-Aeronautical Assets (Property, Plant & Equipment / Leases to Pay) 15,643 172,900
Leaseback and Additions of Aircraft Leases (Property, Plant & Equipment/Leases) - 1,852,842
Contractual Leases Renegotiation (Property, Plant & Equipment / Leases to Pay) - 25,167
Provision for Aircraft Return (Property, Plant & Equipment / Provisions) (7,298) 25,437
Unrealized Income (Expenses) of Derivatives (Derivative Rights/Equity Valuation Adjustments) - 174,620
Deposit in guarantee 54,347 -
Loan Settlement through the Issuance of New Debts (Loans) 5,201,886 -
Fair Value Result in Transaction with Parent Company (Loans / Capital Reserve) 401,014 -
Transfer of Treasury Shares (Treasury shares / Capital reserves) 19,472 2,000
 
64 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

35.Liabilities from Financing Activities

 

The changes in and equity instruments issued liabilities from the Company’s financing activities in the periods ended June 30, 2023 are as follows:

 

35.1.Parent Company

 

      June 30, 2023
        Adjustment to Profit Non-Cash Transactions  
  Opening Balance Net Cash from Financing Activities Net Cash Used in Operating Activities Exchange Rate Changes, Net Interest loans and amortization of costs and goodwill Unrealized Hedge Results

 

Share-Based Compensation

Fair issue value and transaction costs Closing Balance
Loans and financing 10,423,806 906,023 (358,377) (878,935) 650,007 (9,888) 180,579 119,261 11,032,476
Obligations to Related Parties 145,434 5,389 - (13,107) - - - - 137,716
                       

 

      June 30, 2022
        Adjustment to Profit Non-Cash Transactions  
  Opening Balance Net Cash from Financing Activities Net Cash Used in Operating Activities Exchange Rate Changes, Net Provision for Interest and Cost Amortization Unrealized Hedge Results

 

Share-Based Compensation

Income (Expenses) on the Sale and Transfer of Treasury Shares Closing Balance
Obligations to Related Parties 6,692 99,729 - 3,652 - - - - 110,073
Share Capital 4,039,112 694 - - - - - - 4,039,806
Shares to Issue 3 588 - - - - - - 591
Capital Reserve 208,711 946,308 - - - - 9,461 (2,000) 1,162,480
                       

 

 
65 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

35.2.Consolidated

 

 

  June 30, 2023
        Non-Cash Transactions     Adjustment to Profit  
  Opening Balance Net Cash (Used in) from Financing Activities Net Cash Used in Operating Activities Transfer of Treasury Shares Acquisition of Property, Plant & Equipment under New Agreements and Contractual Amendment Write-Off of Lease Agreement Exchange Rate Changes, Net   Interest loans and amortization of costs and goodwill Unrealized Hedge Results Fair issue value and transaction costs Closing Balance
Loans and Financing 11,984,891 710,110 (469,189) - - - (906,592)   764,492 (9,888) 178,903 12,252,727
Leases to Pay 11,191,289 (1,163,860) (51,501) (47,511) (7,681) (116,868) (777,842)   626,079 - - 9,652,105
                               

 

 

  June 30, 2022
        Non-Cash Transactions     Adjustment to Profit  
  Opening Balance Net Cash (Used in) from Financing Activities Net Cash Used in Operating Activities Transfer of Treasury Shares Acquisition of Property, Plant & Equipment under New Agreements and Contractual Amendment Write-Off of Lease Agreement Exchange Rate Changes, Net   Provision for Interest and Cost Amortization Unrealized Hedge Results

 

Share-Based Compensation

Closing Balance
Loans and Financing 11,900,030 (166,443) (456,927) - - - (667,566)   527,671 (119,585) - 11,017,180
Leases to Pay 10,762,984 (1,141,932) (19,361) - 2,106,782 2,316 (686,941)   587,768 - - 11,611,616
Share Capital 4,039,112 694 - - - - -   - - - 4,039,806
Shares to Issue 3 588 - - - - -   - - - 591
Capital Reserve 208,711 946,308 - (2,000) - - -       9,461 1,162,480
                               

 

 
66 
  

Notes on the Parent Company and Consolidated Quarterly Information (ITR)

June 30, 2023

(In thousands of Brazilian Reais - R$, except when otherwise indicated)

36.Subsequent Events

 

36.1.ESN 2024 Repurchase and Cancellation

 

In July, 2023, US$25,829 face value of Exchangeable Senior Notes 2024 were repurchased and cancelled by the Company, and the remaining outstanding amount of ESN 2024 is US$42,137.

 

 

 
67 

 
 

SIGNATURE

 

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

 

Date: July 26, 2023

 

 

GOL LINHAS AÉREAS INTELIGENTES S.A.
   
   
By: /s/ Mario Tsuwei Liao  
 

Name: Mario Tsuwei Liao

Title:   Chief Financial and IR Officer