Unassociated Document


Form 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report Of Foreign Private Issuer
Pursuant To Rule 13a-16 Or 15d-16 Of
The Securities Exchange Act Of 1934

For the month of May, 2007

Commission File Number: 001-14950


ULTRAPAR HOLDINGS INC.
(Translation of Registrant’s Name into English)


Avenida Brigadeiro Luis Antonio, 1343, 9º Andar
São Paulo, SP, Brazil 01317-910
(Address of Principal Executive Offices)


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

 
Form 20-F 
X
 
Form 40-F 
   

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

 
Yes 
   
No
X
 

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

 
Yes 
   
No
X
 

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

 
Yes 
   
No
X
 
 
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
 





ULTRAPAR HOLDINGS INC.

TABLE OF CONTENTS

ITEM
1. Minutes of a meeting of the Board of Directors (05/2007)
 
2. Interim Financial Information for the period Ended March 31, 2007 and Independent Accountants’ Review Report
 



 
Item 1
 


 
ULTRAPAR PARTICIPAÇÕES S.A.
Publicly-Traded Company

CNPJ nº 33.256.439/0001- 39  NIRE 35.300.109.724

MINUTES OF A MEETING OF THE BOARD OF DIRECTORS (05/2007)

Date, Time and Location :
May 9, 2007, at 2.30 p.m., at Company Headquarters, located at Av. Brigadeiro Luiz Antônio, nº 1343 - 9th floor, in the City and State of São Paulo.

Presence:
Members of the Board of Directors, duly signed, and member of the Fiscal Council, Flávio César Maia Luz.

Matters discussed and deliberated upon:

 
1.
The performance of the Company in the first quarter of the current year was examined and discussed, and the respective financial statements approved.

 
2.
The nomination, as foreseen in § 1º, of Article 17 of the Company bylaws, as President of the Board of Directors, of the board member PAULO GUILHERME AGUIAR CUNHA, Brazilian, married, engineer, holder of identity card nº 4.554.607/ SSP-SP and inscribed under CPF nº 008.255.498-68 and as Vice-President, of board member LUCIO DE CASTRO ANDRADE FILHO, Brazilian, married, engineer, holder of identity card RG nº 3.045.977/SSP-SP and inscribed under CPF nº061.094.708-72, both with business address at Av. Brigadeiro Luiz Antonio, nº 1343 - 9th floor, in the City and State of São Paulo (CEP 01317-910).



(Minutes of a meeting of the Board of Directors of Ultrapar Participações S.A. of 09.05.2007)


 
3.
To elect the persons qualified below, as Officers of the company, with a mandate up to the Ordinary Shareholders’ Meeting of 2008, that examine the documents referred to in art. 133 of Law nº 6.404/76, related to the current financial year:

As Chief Executive Officer:
PEDRO WONGTSCHOWSKI, Brazilian, divorced, chemical engineer, holder of identity card RG nº 3.091.522/ SSP-SP and inscribed under CPF nº 385.585.058-53;

As Investor Relations Officer:
ANDRÉ COVRE, Brazilian, married, administrator, holder of identity card nº 17.841.059/SSP-SP and inscribed under CPF/MF nº 130.335.108-09;

As Officers:
PEDRO JORGE FILHO, Brazilian, married, engineer, holder of identity card RG nº 6.031.456/ SSP-SP and inscribed under CPF nº 822.913.308-53;

EDUARDO DE TOLEDO, Brazilian, married, engineer, holder of identity card nº 4.358.259/ SSP-SP and inscribed under CPF nº 103.264.958-51; e

JOÃO BENJAMIN PAROLIN, Brazilian, married, chemical engineer, holder of identity card nº 8.658.508-3, issued by SSP/SP, and inscribed under CPF/MF sob o nº 029.320.368-74.


 
(Minutes of a meeting of the Board of Directors of Ultrapar Participações S.A. of 09.05.2007)


Observation: (i) The deliberations were approved by all the Board Members present, except for Board Member Renato Ochman, who abstain from voting;(ii) the business address of all the officers elected is at Av. Brigadeiro Luiz Antonio, nº 1343 - 9º andar, in the City and State of São Paulo (CEP 01317-910); (iii) The elected Officers, hereby assumes their offices and, previously consulted, declare that, (a) there is no penalty or ongoing impediment which could prevent any of them from exercising the activities they have been designated to; (b) do not occupy any positions in companies which can be considered market competitors to the Company and (c) do not have conflicting interest with the Company, in accordance with Article 147 of Law Nº 6,404/76.

There being no further business to discuss, the meeting was closed and the minutes were transcript, read and approved by all the undersigned members present, as well as the representative of the Fiscal Council: Paulo Guilherme Aguiar Cunha - President; Lucio de Castro Andrade Filho - Vice President; Paulo Vieira Belotti; Renato Ochman; Nildemar Secches; Olavo Egydio Monteiro de Carvalho - Board Members; Flávio César Maia Luz - Representative of the Fiscal Council.


I hereby declare that this is a true and faithful copy of the minutes of the meeting, as entered in the Company Registry.


Paulo Guilherme Aguiar Cunha
Chairman of the Board
 
 

 
Item 2
 

 
Ultrapar Participações S.A.and Subsidiaries
 
 
 
 
 
 
 
 
 
Ultrapar Participações S.A.
Interim Financial Information for the period Ended March 31, 2007 and Independent Accountants’ Review Report
 
(A free translation of the original report in Portuguese as published in Brazil containing interim financial information prepared in accordance with accounting practices adopted in Brazil)
 
 

Ultrapar Participações S.A.and Subsidiaries
 
 
 
 
 
 
Independent accountant’s review report



To the Board of Directors and Shareholders
Ultrapar Participações S.A.
São Paulo - SP


1
We have reviewed the interim financial information (ITR) of Ultrapar Participações S.A. and the interim financial information of this Company and its subsidiaries (consolidated interim financial information) for the three-month period ended March 31, 2007, which comprises the balance sheet, the statement of income, management report and other relevant information, prepared in accordance with accounting practices adopted in Brazil and rules issued by the Brazilian Securities and Exchange Commission (CVM).

2
Our review was performed in accordance with review standards established by IBRACON - The Brazilian Institute of Independent Auditors and the Federal Council of Accounting, which comprised mainly: (a) inquiry and discussion with management responsible for the accounting, financial and operational areas of the Company and its subsidiaries, regarding the main criteria adopted in the preparation of the interim financial information; and (b) review of post-balance sheet information and events which may have a material effect on the financial position and the operations of the Company and its subsidiaries.

3
Based on our review, we are not aware of any material changes which should be made to the interim financial information described above, for them to be in accordance with the accounting practices adopted in Brazil and the regulations issued by the Brazilian Securities and Exchange Commission (CVM), specifically applicable to the preparation of interim financial information.

4
Our review was performed with the objective of issuing a review report on the interim financial information, as described in the first paragraph. The individual and consolidated statements of cash flows of Ultrapar Participações S.A. and its subsidiaries for the three-months period ended March 31, 2007 are supplementary information to the ITR, which are not required by the accounting practices adopted in Brazil, and have been included to facilitate additional analysis. These supplementary information were subject to the same review procedures applied to the aforementioned ITR and, in our opinion, is presented fairly, in all material respects, in relation to the ITR taken as a whole.
 

Ultrapar Participações S.A.and Subsidiaries
 
5
The interim financial information for the three-month period ended March 31, 2006 was reviewed by other independent accountant’s, who issued an unqualified report dated April 28, 2006. In addition, the financial statements for the year-ended December 31, 2006 were audited by those auditors, whose unqualified opinion was issued on January 31, 2007.


April 30, 2007


KPMG Auditores Independentes
CRC 2SP014428/O-6


 
Pedro Augusto de Melo
Accountant CRC 1SP113939/O-8
Alexandre Heinermann
Accountant CRC 1SP228175/O-0


Ultrapar Participações S.A.and Subsidiaries
 
ULTRAPAR PARTICIPAÇÕES S.A.

IDENTIFICATION
 

 
01.01- CAPITAL COMPOSITION
 
Number of shares
(Thousands)
Current quarter
03/31/2007
Prior quarter
12/31/2006
Same quarter in prior year
03/31/2006
Paid-up Capital
1 - Common
49,430
49,430
49,430
2 - Preferred
31,895
31,895
31,895
3 - Total
81,325
81,325
81,325
Treasury Stock
4 - Common
7
7
7
5 - Preferred
206
161
182
6 – Total
213
168
189
 

01.02 - DIVIDENDS APPROVED AND/OR PAID DURING AND AFTER THE QUARTER
 
 
1 – ITEM
2 - EVENT
3 - APPROVAL
4 - REVENUE
5 - BEGINNING OF PAYMENT
7 - TYPE OF SHARE
8 - AMOUNT PER SHARE
01
Board of Director’s Meeting
02/12/2007
Dividends
03/02/2007
Common
0.8896330000
02
Board of Director’s Meeting
02/12/2007
Dividends
03/02/2007
Preferred
0.8896330000


01.03 - SUBSCRIBED CAPITAL AND ALTERATIONS IN THE CURRENT YEAR
 
 
1 – ITEM
2 - DATE OF ALTERATION
3 - AMOUNT OF THE CAPITAL
(IN THOUSANDS OF REAIS)
4 - AMOUNT OF THE ALTERATION
(IN THOUSANDS OF REAIS)
5 - NATURE OF ALTERATION
7 - NUMBER OF SHARES ISSUED
(THOUSAND)
8 - SHARE PRICE ON ISSUE DATE
(IN REAIS)
             
             
 

Ultrapar Participações S.A.and Subsidiaries
 
(A free translation of the original report in Portuguese as published in Brazil)
 
ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES
 
BALANCE SHEETS AS OF MARCH 31, 2007 AND DECEMBER 31, 2006
(In thousands of Brazilian reais - R$)
 
 
         
Parent Company
   
Consolidated
           
Parent Company
   
Consolidated
 
ASSETS
 
Notes
   
03/31/2007
   
12/31/2006
   
03/31/2007
   
12/31/2006
 
LIABILITIES
 
Notes
   
03/31/2007
   
12/31/2006
   
03/31/2007
   
12/31/2006
 
                                                               
CURRENT ASSETS
                             
CURRENT LIABILITIES
                             
Cash and banks
 
-
     
67
     
122
     
30,938
     
31,992
 
Loans and financing
 
14
     
-
     
-
     
125,391
     
102,759
 
Temporary cash investments
 
4
     
103,880
     
279,264
     
838,142
     
1,038,084
 
Debentures
 
14
     
303,078
     
12,794
     
303,078
     
12,794
 
Trade accounts receivable
 
5
     
-
     
-
     
383,714
     
360,012
 
Suppliers
 
-
     
1,019
     
364
     
104,438
     
112,526
 
Inventories
 
6
     
-
     
-
     
228,013
     
217,165
 
Salaries and related charges
 
-
     
45
     
59
     
66,037
     
81,205
 
Recoverable taxes
 
7
     
2,770
     
7,959
     
110,671
     
117,802
 
Taxes payable
 
-
     
12
     
34
     
21,966
     
16,850
 
Deferred income and social contribution taxes
 
9a.
     
264
     
82
     
37,880
     
27,298
 
Dividends payable
 
-
     
34,681
     
96,657
     
39,288
     
101,376
 
Dividends receivable
 
-
     
43,211
     
53,845
     
-
     
-
 
Income and social contribution taxes
 
-
     
-
     
-
     
1,096
     
986
 
Other
 
-
     
309
     
341
     
7,442
     
6,098
 
Deferred income and social contribution taxes
 
9a
     
-
     
-
     
154
     
173
 
Prepaid expenses
 
-
     
560
     
560
     
11,113
     
8,620
 
Other
 
-
     
1
     
1
     
2,529
     
2,722
 
Total current assets
           
151,061
     
342,173
     
1,647,913
     
1,807,071
 
Total current liabilities
           
338,836
     
109,909
     
663,977
     
431,391
 
                                                                                   
NONCURRENT ASSETS
                                       
NONCURRENT
                                       
Long-term investments
 
4
     
-
     
-
     
551,311
     
547,978
 
Long-term liabilities
                                       
Trade accounts receivable
 
5
     
-
             
18,783
     
19,248
 
Loans and financing
 
14
     
-
     
-
     
1,040,252
     
1,081,847
 
Related companies
 
8
     
110,355
     
3,540
     
8,945
     
7,360
 
Debentures
 
14
     
-
     
300,000
     
-
     
300,000
 
Deferred income and social contribution taxes
 
9a.
     
1,191
     
3,087
     
55,432
     
58,201
 
Related companies
 
8
     
33,456
     
33,456
     
4,687
     
4,738
 
Recoverable taxes
 
7
     
25,171
     
18,739
     
73,244
     
65,300
 
Deferred income and social contribution taxes
 
9a.
     
-
     
-
     
26,163
     
26,029
 
Escrow deposits
 
-
     
193
     
193
     
17,164
     
14,332
 
Other taxes
 
20a.
     
-
     
9,389
     
31,337
     
36,473
 
Prepaid expenses
 
-
     
47
     
187
     
12,196
     
13,259
 
Other
 
-
     
-
     
-
     
2,724
     
2,724
 
Others
 
-
     
-
     
-
     
1,136
     
1,265
 
Total noncurrent liabilities
           
33,456
     
342,845
     
1,105,163
     
1,451,811
 
Total long-term assets
           
136,957
     
25,746
     
738,211
     
726,943
                                           
                                         
MINORITY INTEREST
 
-
     
-
     
-
     
33,795
     
33,131
 
Permanent assets
                                                                                 
Investments:
                                       
SHAREHOLDERS' EQUITY
                                       
Subsidiary
 
10a.
     
2,059,335
     
2,025,485
     
5,185
     
5,289
 
Capital
 
15a.
     
946,034
     
946,034
     
946,034
     
946,034
 
Affiliated companies
 
10b.
                                 
Capital reserve
 
15c.
     
3,026
     
3,026
     
626
     
550
 
Other
 
-
     
60
     
60
     
25,475
     
25,497
 
Revaluation reserve
 
15d.
     
12,644
     
13,009
     
12,644
     
13,009
 
Property, plant and equipment
 
11
     
-
     
-
     
1,178,536
     
1,111,775
 
Profit reserves
 
15e.,15f.
     
983,230
     
983,230
     
983,230
     
983,230
 
Intangible
 
12
                     
59,917
     
61,013
 
Treasury shares
 
15b.
      (6,979 )     (4,589 )     (11,556 )     (9,312 )
Deferred charges
 
13
     
377
     
-
     
116,219
     
112,256
 
Retained earnings
           
37,543
     
-
     
37,543
     
-
 
Total permanent assets
           
2,059,772
     
2,025,545
     
1,385,332
     
1,315,830
 
Total shareholders' equity
           
1,975,498
     
1,940,710
     
1,968,521
     
1,933,511
 
                                                                                   
Total noncurrent assets
           
2,196,729
     
2,051,291
     
2,123,543
     
2,042,773
 
Total minority interest and stockholders' equity
           
1,975,498
     
1,940,710
     
2,002,316
     
1,966,642
 
                                                                                   
                                         
TOTAL LIABILITIES AND STOCKHOLDERS'
                                 
TOTAL ASSETS
           
2,347,790
     
2,393,464
     
3,771,456
     
3,849,844
 
  EQUITY
           
2,347,790
     
2,393,464
     
3,771,456
     
3,849,844
 
                                                                                   
The accompanying notes are integral part of these interim financial information                                 
 
 

Ultrapar Participações S.A.and Subsidiaries

(Convenience Translation into English from the Original Previously Issued in Portuguese)
 
ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES
 
STATEMENTS OF INCOME
FOR THE THREE-MONTHS PERIOD ENDED MARCH 31, 2007 AND 2006
(In thousands of Brazilian reais - R$, except for earnings per share)
 
         
Parent Company
   
Consolidated
 
   
Notes
   
03/31/07
   
03/31/06
   
03/31/07
   
03/31/06
 
                               
GROSS SALES AND SERVICES
 
2a.
     
-
     
-
     
1,293,037
     
1,198,980
 
Deductions
 
-
     
-
     
-
      (118,924 )     (101,239 )
                                         
NET SALES AND SERVICES
           
-
     
-
     
1,174,113
     
1,097,741
 
Cost of sales and services
 
2a.
     
-
     
-
      (950,882 )     (898,709 )
                                         
GROSS PROFIT
           
-
     
-
     
223,231
     
199,032
 
                                         
EQUITY IN SUBSIDIARIES AND AFFILIATED COMPANIES
 
10a.,10b.
     
33,907
     
62,095
      (103 )    
59
 
                                         
OPERATING (EXPENSES) INCOME
            (11 )     (1 )     (155,900 )     (139,835 )
Selling
 
-
     
-
     
-
      (53,185 )     (45,983 )
General and administrative
 
-
      (11 )     (1 )     (69,680 )     (62,559 )
Management compensation
 
-
     
-
     
-
      (1,153 )     (1,244 )
Depreciation and amortization
 
-
     
-
     
-
      (31,814 )     (30,578 )
Other operating income, net
 
-
             
-
      (68 )    
529
 
                                         
INCOME FROM OPERATIONS BEFORE FINANCIAL ITEMS
           
33,896
     
62,094
     
67,228
     
59,256
 
Financial income (expenses), net
           
5,053
     
1,510
      (7,846 )    
12,414
 
Financial income
 
18
     
6,598
     
14,674
     
31,767
     
33,674
 
Financial expenses
 
18
      (1,545 )     (13,164 )     (39,613 )     (21,260 )
     
 
                                 
INCOME FROM OPERATIONS
   
 
     
38,949
     
63,604
     
59,382
     
71,670
 
Nonoperating (expenses) income, net
 
16
     
-
     
-
      (818 )     (2,091 )
                                         
INCOME BEFORE TAXES ON INCOME AND
                                       
  MINORITY INTEREST
 
-
     
38,949
     
63,604
     
58,564
     
69,579
 
                                         
INCOME AND SOCIAL CONTRIBUTION TAXES
            (1,714 )     (507 )     (20,608 )     (11,653 )
Current
 
9b.
     
-
      (578 )     (29,658 )     (28,430 )
Benefit of tax holidays - ADENE
 
9b.
     
-
     
-
     
2,802
     
11,369
 
Deferred
 
 9b.,9c.
      (1,714 )    
71
     
6,248
     
5,408
 
                                         
INCOME BEFORE MINORITY INTEREST
           
37,235
     
63,097
     
37,956
     
57,926
 
Minority interest
 
-
     
-
     
-
      (721 )     (1,138 )
                                         
NET INCOME
           
37,235
     
63,097
     
37,235
     
56,788
 
                                         
EARNINGS PER SHARE - R$
           
0.45906
     
0.77767
     
0.45906
     
0.69991
 
                                         
                                         
The accompanying notes are integral part of these financial statements.
                                 
 

Ultrapar Participações S.A.and Subsidiaries
 
1.
OPERATIONS
 
Ultrapar Participações S.A. (the “Company”), with headquarters in the city of São Paulo, invests in commercial and industrial activities, including subscription or purchase of shares of other companies with similar activities.
 
Through its subsidiaries, the Company is engaged in the distribution of liquefied petroleum gas - LPG (Ultragaz), production and sale of chemicals (Oxiteno), and services in integrated logistics solution for special bulk (Ultracargo).
 
 
2.
PRESENTATION OF INTERIM FINANCIAL INFORMATION AND SIGNIFICANT ACCOUNTING PRACTICES
 
The accounting practices adopted to record transactions and for the preparation of the interim financial information – ITR are those established by accounting practices derived from the Brazilian Corporation Law  and the Brazilian Securities Commission (CVM).
 
a)
Results of operations
 
Determined on the accrual basis of accounting. Revenues from sales and respective costs are recognized when the products are delivered to the customers or services are performed, and the transfer of risks, rights and obligations associated with the ownership of products takes place.
 
b)
Current and noncurrent assets
 
Temporary cash and long-term investments are stated at cost, plus accrued income (on a “pro rata temporis” basis), which approximate their market value. Temporary cash investments include the results from hedges, as described in Notes 4 and 19, that management intends to hold to maturity.
 
The allowance for doubtful accounts is recorded based on estimated losses and is considered sufficient by management to cover potential losses on accounts receivable.
 
Inventories are stated at the lower of average cost of acquisition or production, that do not overcome the market value.
 
Other assets are stated at the lower of cost or realizable values, including, when applicable, accrued income and monetary and exchange variation incurred or net of allowances for losses.
 
c)
Investments
 
Significant investments in subsidiary and affiliated companies are recorded under the equity method, as shown in Note 10.
 
Other investments are stated at acquisition cost, net of allowances for losses, should the losses not be considered temporary.
 

Ultrapar Participações S.A.and Subsidiaries
 
d)
Property, plant and equipment
 
Stated at acquisition or construction cost, including financial charges incurred on constructions in progress and include revaluation write--ups based on appraisal reports issued by independent appraisers, in accordance with item 68, letter b), of CVM Resolution No. 183/95, as well as costs related to the maintenance of significant assets during scheduled factory maintenance operations.
 
Depreciation is calculated on a straight-line basis at the annual rates described in Note 11, and is based on the economic useful live of the assets.
 
e)
Intangible
 
Stated at acquisition cost, less allowance for losses, should the losses not be considered temporary, as shown in Note 12.
 
f)
Deferred charges
 
Deferred charges comprises costs incurred in the installation of Company equipment  at customers’ facilities amortized over the terms of the LPG supply contracts with these customers, project expenses and goodwill on acquisition of subsidiaries, as stated in Note 13.
 
g)
Current and noncurrent liabilities
 
Stated at known or estimated amounts including, when applicable, accrued charges, monetary and exchange rate variations incurred until the interim financial information date.
 
h)
Income and social contribution taxes on income
 
Income and social contribution taxes, current and deferred (according to CVM Resolution No. 273/98) are measured on the basis of effective rates and include the benefit of tax holidays as mentioned in Note 9 b).
 
i)
Basis for translation of the interim financial information of foreign subsidiaries
 
The interim financial information of foreign subsidiaries are translated into Brazilian reais at the current exchange rate in effect at the date of the interim financial information – ITR. The criteria for preparation of the interim financial information have been adapted to conform to accounting practices derived from the Brazilian Corporation Law.
 
j)
Cash flow statement
 
The Company is presenting the statement of cash flow as supplementary information, prepared in accordance with Accounting Standards and Procedures No. 20 (NPC) issued by IBRACON - Brazilian Institute of Independent Auditors.
 

Ultrapar Participações S.A.and Subsidiaries
 
k)
Use of estimates
 
The preparation of interim financial information in accordance with accounting practices derived from the Brazilian Corporation Law requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the balance sheet dates and the reported amounts of revenues, costs and expenses for the years presented. Although these estimates are based on management’s best available knowledge of current and expected future events, actual results could differ from those estimates.
 
 
3.
CONSOLIDATION PRINCIPLES
 
The consolidated interim financial information have been prepared in accordance with the basic consolidation principles established by accounting practices adopted in Brazil and by the Brazilian Securities Commission (CVM), and include the following direct and indirect subsidiaries:
 
   
Ownership interest - %
 
   
03/31/2007
   
12/31/2006
 
   
Direct
   
Indirect
   
Direct
   
Indirect
 
                         
Ultragaz Participações Ltda.
   
100
     
-
     
100
     
-
 
SPGás Distribuidora de Gás Ltda.
   
-
     
99
     
-
     
99
 
   Companhia Ultragaz S.A.
   
-
     
99
     
-
     
99
 
Bahiana Distribuidora de Gás Ltda.
   
-
     
100
     
-
     
100
 
Utingás Armazenadora S.A.
   
-
     
56
     
-
     
56
 
LPG International Inc.
   
-
     
100
     
-
     
100
 
Ultracargo - Operações Logísticas e Participações Ltda.
   
100
     
-
     
100
     
-
 
Transultra - Armazenamento e Transporte Especializado Ltda.
   
-
     
100
     
-
     
100
 
Terminal Químico de Aratu S.A. - Tequimar
   
-
     
99
     
-
     
99
 
Melamina Ultra S.A. Indústria Química
   
-
     
99
     
-
     
99
 
Oxiteno S.A. - Indústria e Comércio
   
100
     
-
     
100
     
-
 
Oxiteno Nordeste S.A. - Indústria e Comércio
   
-
     
99
     
-
     
99
 
   Oxiteno Argentina Sociedad de Responsabilidad Ltda.
   
-
     
99
     
-
     
-
 
Oleoquímica Indústria e Comércio de Produtos Químicos Ltda.
   
-
     
100
     
-
     
100
 
Barrington S.L.
   
-
     
100
     
-
     
100
 
Canamex Químicos S.A. de C.V.
   
-
     
100
     
-
     
100
 
   Canamex Servicios Corporativos S.A. de C.V.
   
-
     
100
     
-
     
100
 
   Canamex Servicios Industriales S.A. de C.V.
   
-
     
100
     
-
     
100
 
Oxiteno International Corp.
   
-
     
100
     
-
     
100
 
Oxiteno Overseas Corp.
   
-
     
100
     
-
     
100
 
Imaven Imóveis e Agropecuária Ltda.
   
100
     
-
     
100
     
-
 
 
Upon consolidation, intercompany investments, accounts, transactions and profits were eliminated. Minority interest in subsidiaries is presented separately in the interim financial information.
 

Ultrapar Participações S.A.and Subsidiaries
 
4.
TEMPORARY CASH AND LONG-TERM INVESTMENTS
 
These investments, contracted with leading banks, are substantially composed of: (i) private securities issued by leading banks and fixed-income funds, all linked to the interbank deposit rate (CDI); (ii) abroad, in cash investments, in notes issued by the Austrian Government in Brazilian reais and linked to the interbank deposit rate (CDI), and in Dual Currency Deposits; and (iii) currency hedge transaction. Such investments are stated at cost plus accrued income on a “pro rata temporis” basis.
 
   
Parent Company
   
Consolidated
 
   
03/31/2007
   
12/31/2006
   
03/31/2007
   
12/31/2006
 
                         
Austrian notes
   
-
     
-
     
430,326
     
419,818
 
Dual Currency Deposits (a)
   
-
     
-
     
540,247
     
553,100
 
Foreign investments (b) (d)
   
-
     
-
     
215,455
     
223,354
 
Securities and fixed-income funds in Brazil
   
103,880
     
279,264
     
265,404
     
442,060
 
Net expenses on hedge transaction (c)
   
-
     
-
      (61,979 )     (52,270 )
Total
   
103,880
     
279,264
     
1,389,453
     
1,586,062
 
 
                               
Current portion
   
103,880
     
279,264
     
838,142
     
1,038,084
 
Noncurrent portion
   
-
     
-
     
551,311
     
547,978
 
                                 
 
(a)
Dual Currency Deposits are investments of the subsidiary Oxiteno Overseas Corp., whose yield can be in US dollars or Brazilian reais, depending on the US dollar rate as of the maturity date. If the US dollar rate is lower than the strike rate on the maturity date, the yield of this operation will be in US dollars plus interest of 7.5% per year; otherwise, it will be in Brazilian reais plus average interest of 26% per year. The subsidiary records the investment at the lower of the two alternative yields, which until March 31, 2007 was represented by the US dollar. Up to March 31, 2007 the exchange rate has always remained below the strike rate.
 
(b)
Investments made by the subsidiaries Oxiteno Overseas Corp., Oxiteno International Corp., LPG International Inc. and Canamex Químicos S.A. de C.V. in fixed-income funds, certificates of deposit  and investment grade corporate securities.
 
(c)
Accumulated gain or loss (see Note 19).
 
(d)
In April 2006, subsidiary Oxiteno Overseas Corp., owner of notes in the amount of US$60 million issued by Companhia Ultragaz S.A. in the international market in 1997 (Original Notes), sold these Original Notes to a foreign financial institution. Concurrently, subsidiary Oxiteno Overseas Corp. acquired from this financial institution a credit linked note backed by the Original Notes. This transaction provides a financial gain for the Company corresponding to the difference between the interest rate paid for the credit linked note and the Original Notes, as mentioned in Note 14.b).


Ultrapar Participações S.A.and Subsidiaries
 
5.
TRADE ACCOUNTS RECEIVABLE (CONSOLIDATED)

   
03/31/2007
   
12/31/2006
 
             
Domestic customers
   
398,137
     
375,464
 
Foreign customers
   
65,964
     
76,465
 
(-) Advances on foreign exchange contracts
    (39,126 )     (50,918 )
(-) Allowance for doubtful accounts
    (22,479 )     (21,751 )
 
   
402,496
     
379,260
 
 
               
Current portion
   
383,713
     
360,012
 
Noncurrent portion
   
18,783
     
19,248
 
                 
The changes in the allowance for doubtful accounts are shown below:
 
Balance at December 31, 2006
   
21,751
 
Addition recorded as selling expenses
   
1,719
 
Utilization
    (991 )
Balance at March 31, 2007
   
22,479
 
         
 
6.
INVENTORIES (CONSOLIDATED)
 
   
03/31/2007
   
12/31/2006
 
   
Cost
   
Provision
 for losses
   
Net
   
Cost
   
Provision
 for losses
   
Net
 
                                     
Finished products
   
114,302
      (2,132 )    
112,170
     
98,761
      (1,528 )    
97,233
 
Work in process
   
783
     
-
     
783
     
594
     
-
     
594
 
Raw materials
   
50,262
      (40 )    
50,222
     
65,502
      (114 )    
65,388
 
Liquefied petroleum gas (LPG)
   
24,093
     
-
     
24,093
     
23,410
     
-
     
23,410
 
Supplies and cylinders for resale
   
28,294
      (587 )    
27,707
     
20,913
      (492 )    
20,421
 
Advances to suppliers - mainly LPG
   
13,038
     
-
     
13,038
     
10,119
     
-
     
10,119
 
     
230,772
      (2,759 )    
228,013
     
219,299
      (2,134 )    
217,165
 
                                                 
The changes in the provision for losses on inventories are shown below:
 
Balance at December 31, 2006
   
2,134
 
Additions
   
633
 
Reversal
    (8 )
Balance at March 31, 2007
   
2,759
 
         
 

Ultrapar Participações S.A.and Subsidiaries
 
7.
RECOVERABLE TAXES
 
Represented substantially by credit balances of ICMS (state Value Added Tax - VAT), PIS and COFINS (taxes on revenue), and income and social contribution taxes.
 
   
Parent Company
   
Consolidated
 
   
03/31/2007
   
12/31/2006
   
03/31/2007
   
12/31/2006
 
                         
Income and social contribution taxes
   
27,879
     
26,636
     
73,706
     
75,299
 
ICMS
   
-
     
-
     
112,983
     
101,034
 
Provision for losses - ICMS (*)
   
-
     
-
      (34,433 )     (31,438 )
PIS and COFINS
   
21
     
21
     
18,131
     
28,396
 
VAT of subsidiary Canamex Químicos S.A. de C.V.
   
-
     
-
     
11,855
     
8,474
 
Other
   
41
     
41
     
1,673
     
1,337
 
Total
   
27,941
     
26,698
     
183,915
     
183,102
 
                                 
Current portion
   
2,770
     
7,959
     
110,671
     
117,802
 
Noncurrent portion
   
25,171
     
18,739
     
73,244
     
65,300
 
                                 
 
(*)
The provision refers to credit balances that the subsidiaries estimate they will not be able to offset in the future.
 
The changes in the provision for losses on ICMS are shown below:
 
Balance at December 31, 2006
   
31,438
 
Addition
   
4,050
 
Reversal
    (1,055 )
Balance at March 31, 2007
   
34,433
 
         

The increase in the balance of ICMS is mainly due to the increase in ICMS credits of the Camaçari (Bahia State) plant of the subsidiary Oxiteno Nordeste S.A - Indústria e Comércio,  due to measures taken by the Bahia State, which made it difficult to utilize credits for import payment or to transfer them to third parties. The total balance of credits from this plant corresponds to R$ 60,419 as of March 31, 2007 (R$ 50,241 as of December 31, 2006), of which R$ 28,606 have already been reviewed by the tax authorities and are awaiting release by the state finance department of Bahia for commercialization. In addition to these credits, the subsidiary’s management is working on a series of additional measures for consumption of the plant’s ICMS balance. The allowance for loss of the plant’s credits was recognized on the basis of the maximum discount expected on their commercialization. The PIS and COFINS credits of the subsidiary Oxiteno Nordeste S.A. - Indústria e Comércio, arose from the favorable outcome of a lawsuit in 2006 and are being utilized to offset other federal taxes, mainly income and social contribution taxes on income.
 
 
8.
RELATED COMPANIES
 
   
Parent Company
 
   
Loan
 
   
Asset
   
Liability
 
Oxiteno S.A. - Indústria e Comércio
   
85,440
     
-
 
Oxiteno Nordeste S.A. - Indústria e Comércio
   
13,615
     
33,000
 
Bahiana Distribuidora de Gás Ltda
   
1,500
     
-
 
Ultragaz Participações Ltda.
   
9,800
     
-
 
Melamina Ultra S.A. Indústria Química
   
-
     
456
 
Total at March 31, 2007
   
110,355
     
33,456
 
                 
Total at December 31, 2006
   
3,540
     
33,456
 


   
Consolidated
 
   
Loans
   
Trade accounts
 
   
Asset
   
Liability
   
Receivable
   
Payable
 
                         
Química da Bahia Indústria e Comércio S.A.
   
-
     
3,585
     
-
     
-
 
Serma Associação dos Usuários de Equipamentos de Processamentos de Dados e Serviços Correlatos
   
8,783
     
-
     
-
     
-
 
Petroquímica União S.A.
   
-
     
-
     
-
     
12
 
Oxicap Indústria de Gases Ltda.
   
-
     
-
     
-
     
857
 
Liquigás Distribuidora S.A
   
-
     
-
     
160
     
-
 
Petróleo Brasileiro S.A.  Petrobras
   
-
     
-
     
8,615
     
-
 
Copagaz Distribuidora de Gás S.A.
   
-
     
-
     
76
     
-
 
Braskem S.A.
   
-
     
-
     
-
     
7,330
 
SHV Gás Brasil Ltda.
   
-
     
-
     
87
     
-
 
Plenogás - Distribuidora de Gás S.A.
   
-
     
871
     
-
     
-
 
Other
   
162
     
231
     
36
     
-
 
Total at March 31, 2007
   
8,945
     
4,687
     
8,974
     
8,199
 
                                 
Total at December 31, 2006
   
7,360
     
4,738
     
399
     
13,768
 
 
 
   
Consolidated
 
   
Operations
   
Financial
 
   
Sales
   
Purchases
   
expenses
 
                   
Petroquímica União S.A.
   
-
     
28,158
     
-
 
Oxicap Indústria de Gases Ltda.
   
-
     
2,396
     
-
 
Liquigás Distribuidora S.A
   
845
     
-
     
-
 
Química da Bahia Indústria e Comércio S.A.
   
-
     
-
      (55 )
Petróleo Brasileiro S.A. Petrobras
   
12
     
496,680
     
-
 
Copagaz Distribuidora de Gás S.A.
   
223
     
-
     
-
 
Braskem S.A.
   
15,126
     
181,106
     
-
 
SHV Gás Brasil Ltda.
   
306
     
-
         
Other
   
217
     
-
     
-
 
Total at March 31, 2007
   
16,729
     
708,340
      (55 )
 
                       
Total at March 31, 2006
   
11,836
     
643,637
      (85 )
                         
 

Ultrapar Participações S.A.and Subsidiaries
 
The loan balance with Química da Bahia Indústria e Comércio S.A. is adjusted based on the Brazilian long-term interest rate (TJLP). Other loans are not subject to financial charges. Purchase and sale transactions refer substantially to purchases of raw materials, other materials and transportation and storage services, carried out at market prices and conditions.
 
9.
INCOME AND SOCIAL CONTRIBUTION TAXES
 
a)
Deferred income and social contribution taxes
 
The Company and its subsidiaries recognize tax assets and liabilities, which do not expire, arising from tax loss carryforwards, temporary add-backs, revaluation of property, plant and equipment, and other procedures. The tax credits are based on continuing profitability from operations. Deferred income and social contribution taxes are presented in the following principal categories:
 
   
Parent Company
   
Consolidated
 
   
03/31/2007
   
12/31/2006
   
03/31/2007
   
12/31/2006
 
                         
Assets:
                       
Deferred income and social contribution taxes on:
                       
Provision for loss of assets
   
-
     
-
     
22,124
     
20,401
 
Provision for contingencies
   
-
     
3,087
     
12,269
     
13,334
 
Other provisions
   
264
     
82
     
27,250
     
25,825
 
Income and social contribution tax loss
carryforwards
   
1,191
     
-
     
31,669
     
25,939
 
Total
   
1,455
     
3,169
     
93,312
     
85,499
 
                                 
Current portion
   
264
     
82
     
37,880
     
27,298
 
Noncurrent portion
   
1,191
     
3,087
     
55,432
     
58,201
 
                                 
Liabilities:
                               
Deferred income and social contribution taxes on:
                               
Revaluation of property, plant and equipment
   
-
     
-
     
773
     
865
 
Income earned abroad
   
-
     
-
     
25,544
     
25,337
 
Total
   
-
     
-
     
26,317
     
26,202
 
                                 
Current portion
   
-
     
-
     
154
     
173
 
Noncurrent portion
   
-
     
-
     
26,163
     
26,029
 
                                 
 

Ultrapar Participações S.A.and Subsidiaries
 
The estimated recovery of deferred income and social contribution tax assets is shown below:
 
   
Parent Company
   
Consolidated
 
             
     
264
     
37,880
 
From 1 to 2 years
   
994
     
21,393
 
From 2 to 3 years
   
197
     
12,695
 
From 3 to 4 years
   
-
     
21,344
 
     
1,455
     
93,312
 
                 

b)
Conciliation of income and social contribution taxes in the statements of income
 
Income and social contribution taxes are reconciled to official tax rates as follows:
 
   
Parent Company
   
Consolidated
 
   
03/31/2007
   
03/31/2006
   
03/31/2007
   
03/31/2006
 
                         
Income before taxes, equity in subsidiary and affiliated companies and minority interest
   
5,042
     
1,509
     
58,667
     
69,520
 
Official tax rates - %
   
34
     
34
     
34
     
34
 
Income and social contribution taxes at official rates
    (1,714 )     (513 )     (19,947 )     (23,637 )
Adjustments to the effective tax rate:
                               
Operating provisions and nondeductible expenses/nontaxable income
   
-
     
6
      (3,421 )    
48
 
Adjustments to estimated income
   
-
     
-
     
190
     
443
 
Workers’ meal program (PAT)
   
-
     
-
     
114
     
250
 
Other
   
-
     
-
      (346 )     (126 )
Income and social contribution taxes before benefit of tax holidays
    (1,714 )     (507 )     (23,410 )     (23,022 )
Benefit of tax holidays - ADENE
   
-
     
-
     
2,802
     
11,369
 
Income and social contribution taxes in the statements of income
    (1,714 )     (507 )     (20,608 )     (11,653 )
                                 
Current
   
-
      (578 )     (29,658 )     (28,430 )
Deferred
    (1,714 )    
71
     
6,248
     
5,408
 
Benefit of tax holidays - ADENE
   
-
     
-
     
2,802
     
11,369
 
                                 
 

Ultrapar Participações S.A.and Subsidiaries
 
c)
Tax exemption
 
The following subsidiaries have partial or total exemption from income tax in connection with a government program for the development of the Northeast Region of Brazil:
 
       
Incentive
 
Expiration
Subsidiary
 
Plants
 
-%
 
    date    
               
Oxiteno Nordeste S.A. - Indústria e Comércio (*)
 
Camaçari plant
   
100
 
2006
               
Bahiana Distribuidora de Gás Ltda.
 
Mataripe plant
   
75
 
2013
   
Suape plant
   
100
 
2007
   
Ilhéus plant
   
25
 
2008
   
Aracaju plant
   
25
 
2008
   
Caucaia plant
   
75
 
2012
               
Terminal Químico de Aratu S.A. - Tequimar
 
Aratu Terminal
   
75
 
2012
   
Suape Terminal
   
75
 
2015
               
 
 
(*)
In December 2006, this plant’s exemption expired and a request was filed with ADENE (Northeast Development Agency), the agency in charge of managing this incentive program, seeking a 75% income tax reduction until 2016. The subsidiary expects to have a response to this request by May 2007, having been successful in previous similar requests. Should this 75% reduction not be approved, the Subsidiary will file a new request with ADENE, for 25% income tax reduction until 2008 and 12.5% from 2009 to 2013, to which it is entitled for being located in a development region and exercising an economic activity that is considered as priority for the area. Should the income tax reduction be approved, the subsidiary will have to wait the manifestation of the Federal Revenue Service, which has a period of 120 days to endorse it. After this period the subsidiary will recorded the value of this reduction in its statements, with retroactive effect to January  01, 2007.
 

Ultrapar Participações S.A.and Subsidiaries
 
10.
INVESTMENTS
 
a)
Subsidiaries of the Company
 
   
Investiments
   
Equity method
 
   
03/31/2007
   
12/31/2006
   
03/31/2007
   
03/31/2006
 
                         
Ultragaz Participações Ltda.
   
382,864
     
374,032
     
8,888
     
21,235
 
Ultracargo – Operações Logísticas e Participações Ltda.
   
207,091
     
206,292
     
799
      (106 )
Imaven Imóveis e Agropecuária Ltda.
   
47,242
     
46,072
     
1,171
     
1,180
 
Oxiteno S.A.- Indústria e Comércio
   
1,422,138
     
1,399,089
     
23,049
     
39,786
 
     
2,059,335
     
2,025,485
     
33,907
     
62,095
 
                                 
                                 
 
b)
Affiliated Companies (consolidated)
 
   
Investiments
   
Equity method
 
   
03/31/2007
   
12/31/2006
   
03/31/2007
   
03/31/2006
 
                         
Química da Bahia Indústria e Comércio S.A.
   
3,503
     
3,475
     
28
     
43
 
Oxicap Indústria de Gases Ltda.
   
1,682
     
1,814
      (131 )    
16
 
     
5,185
     
5,289
      (103 )    
59
 
                                 

In the consolidated of the interim financial information, the investment of subsidiary Oxiteno S.A. - Indústria e Comércio in the affiliated company Oxicap Indústria de Gases Ltda. is carried under the equity method based on the affiliate’s interim financial information as of February 28, 2007 and the investment of subsidiary Oxiteno Nordeste S.A. - Indústria e Comércio in the affiliated company Química da Bahia Indústria e Comércio S.A. is carried under equity method based on the affiliate’s interim financial information as of March 31, 2007.
 

Ultrapar Participações S.A.and Subsidiaries
 
11.
PROPERTY, PLANT AND EQUIPMENT (CONSOLIDATED)
 
 
   
Annual
   
03/31/2007
   
12/31/2006
 
   
depreciation average
   
Revalued
   
Accumulated
   
Allowance
   
Net book
   
Net book
 
   
rates - %
   
cost
   
(b) depreciation
   
for realization
   
value
   
value
 
                                     
Land
 
-
     
47,448
     
-
      (374 )    
47,074
     
46,676
 
Buildings
 
4
     
346,755
      (144,621 )    
-
     
202,134
     
204,237
 
Leasehold improvements
 
4
     
97,996
      (22,731 )     (604 )    
74,661
     
68,456
 
Machinery and equipment
 
8
     
930,793
      (482,549 )     (655 )    
447,589
     
458,265
 
Gas tanks and cylinders
 
10
     
278,332
      (165,917 )    
-
     
112,415
     
114,447
 
Vehicles
 
21
     
152,529
      (120,282 )    
-
     
32,247
     
35,622
 
Furniture and fixtures
 
10
     
25,316
      (10,253 )    
-
     
15,063
     
14,912
 
Construction in progress
 
-
     
160,234
     
-
     
-
     
160,234
     
107,034
 
Advances to suppliers
 
-
     
74,532
     
-
     
-
     
74,532
     
49,231
 
Imports in transit
 
-
     
1,150
     
-
     
-
     
1,150
     
523
 
IT equipment
 
20
     
46,566
      (35,129 )    
-
     
11,437
     
12,372
 
             
2,161,651
      (981,482 )     (1,633 )    
1,178,536
     
1,111,775
 
                                                 
 
The changes in the provision for losses on property, plant and equipment are shown below:
 
Balance at December 31, 2006
   
1,259
 
Addition
   
374
 
Balance at March 31, 2007
   
1,633
 
         
The subsidiaries recorded, in previous years, revaluation of property, plant and equipment items. The revaluation balances are shown below:
 
   
03/31/2007
   
12/31/2006
 
         
Accumulated
   
Net book
   
Net book
 
   
Revaluation
   
depreciation
   
value
   
value
 
                         
Land
   
15,469
           
15,469
     
15,503
 
Buildings
   
43,866
      (34,545 )    
9,321
     
9,771
 
Machinery and equipment
   
31,738
      (30,712 )    
1,026
     
1,086
 
Gas tanks and cylinders
   
48,910
      (48,910 )    
-
     
-
 
Vehicles
   
784
      (784 )    
-
     
-
 
     
140,767
      (114,951 )    
25,816
     
26,360
 
                                 
The depreciation of theses revaluations in the amount of R$ 438 as of March 31, 2007 (R$ 484 as of March 31, 2006) was recorded in the statements of income. The amount of deferred taxes on revaluations totals R$ 7,275 as of March 31, 2007 (R$ 7,491 as of December 31, 2006), of which R$ 773 as of March 31, 2007 (R$ 865 as of December 31, 2006) is recorded as noncurrent liabilities, as shown in Note 9.a), and R$ 6,502 as of March 31, 2007 (R$ 6,626 as of December 31, 2006) is accrued in the same period in which certain subsidiaries realize the revaluation reserve, since these revaluations occurred prior to the issuance of CVM Resolution No. 183/95.
 

Ultrapar Participações S.A.and Subsidiaries
 
Construction in progress refers substantially to construction of the fatty alcohols plant of  subsidiary Oleoquímica Indústria e Comércio de Produtos Químicos Ltda. in the amount of  R$ 74,909, and the new alkoxylation plant of subsidiary Oxiteno S.A. - Indústria e Comércio in the amount of R$ 35,573, as well as expansions and renovations of the subsidiaries’ plants.
 
Advances to suppliers refer basically to purchase of equipment for the fatty alcohols plant of subsidiary Oleoquímica Indústria e Comércio de Produtos Químicos Ltda.
 
 
12.
INTANGIBLE (CONSOLIDATED)
 
   
Annual
   
03/31/2007
   
12/31/2006
 
   
amortization  average
         
Accumulated
   
Provision
   
Net book
   
Net book
 
   
rate - %
   
Cost
   
amortization
   
for losses
   
value
   
value
 
                                     
Software
 
20
     
66,127
      (42,263 )    
-
     
23,864
     
24,575
 
Commercial property rights
 
3
     
16,334
      (1,809 )    
-
     
14,525
     
14,663
 
Goodwill
 
20
     
15,466
      (9,820 )    
-
     
5,646
     
6,138
 
Technology
 
20
     
20,662
      (5,214 )    
-
     
15,448
     
15,197
 
Other
 
 10
     
1,372
      (102 )     (836 )    
434
     
440
 
             
119,961
      (59,208 )     (836 )    
59,917
     
61,013
 
                                                 
The changes in the provision for losses on intangibles are shown below:
 
Balance at December 31, 2006
   
836
 
Addition
   
-
 
Balance at March 31, 2007
   
836
 
         
Commercial property rights, mainly those described below:
 
·
On July 11, 2002, subsidiary Terminal Químico de Aratu S.A. - Tequimar  signed a contract with CODEBA - Companhia Docas do Estado da Bahia for use of the site where the Aratu Terminal is located for another 20 years, renewable for the same period. The price paid by Tequimar amounted to R$ 12,000 and is being amortized from August 2002 to July 2042.
 
·
Further, subsidiary Terminal Químico de Aratu S.A. - Tequimar has a lease agreement for an area adjacent to the Port of Santos for 20 years, effective December 2002 and renewable for another 20 years, for building and operating a terminal for receiving, tanking, handling and distribution of bulk liquids. The price paid by Tequimar was R$ 4,334 and is being amortized from August 2005 until December 2022.
 

Ultrapar Participações S.A.and Subsidiaries
 
13.
DEFERRED CHARGES (CONSOLIDATED)
 
   
Annual
   
03/31/2007
   
12/31/2006
 
   
amortization   average
         
Accumulated
   
Net book
   
Net book
 
   
rates - %
   
Cost
   
amortization
   
value
   
value
 
                               
Expenses with studies and projects
 
20
     
57,781
      (12,790 )    
44,991
     
39,744
 
Pre-operating expenses
 
12
     
6,683
      (2,733 )    
3,950
     
4,596
 
Installation of Ultrasystem equipment at customers’ facilities
 
33
     
164,862
      (103,187 )    
61,675
     
61,005
 
Goodwill
 
37
     
7,670
      (2,945 )    
4,725
     
5,950
 
Other
 
20
     
2,152
      (1,274 )    
878
     
961
 
             
239,148
      (122,929 )    
116,219
     
112,256
 
                                         
Expenses on studies and projects include, mainly, the LPG distribution structure review project and expenses for the Rio de Janeiro Petrochemical Complex (COMPERJ) project.
 
 
14.
LOANS, FINANCING AND DEBENTURES (CONSOLIDATED)
 
a)
Composition
 
               
Annual
   
           
Index/
 
Interest
   
Description
 
03/31/2007
 
12/31/2006
 
currency
 
rate 2007 - %
 
Maturity
                     
Foreign currency:
                   
Syndicated loan
 
124,750
 
128,460 
 
US$
 
5.05
 
2008
Notes in the foreign market (b)
 
522,923
 
535,576 
 
US$
 
7.25
 
2015
Notes in the foreign market (c)
 
126,161
 
128,665 
 
US$
 
9.0
 
2020
Working capital loan
 
4,077
 
1,375 
 
MX$ + TIIE (i)
 
1.0
 
2008
Foreign financing
 
24,625
 
26,155 
 
US$ + LIBOR
 
2.0
 
2009
Inventories and property, plant and equipment financing
 
13,891
 
14,445 
 
MX$ + TIIE (i)
 
From 1.25 to 2.0
 
From 2009 to 2011
Advances on foreign exchange contracts
 
4,043
 
1,295 
 
US$
 
From 5.20 to 5.63
 
Maximum of 59 days
National Bank for Economic and Social Development (BNDES)
 
10,693
 
12,890 
 
UMBNDES (ii)
 
From 8.63 to 10.38
 
From 2007 to 2011
National Bank for Economic and Social Development (BNDES)
 
 
10,154
 
 
10,120 
 
US$
 
 
From 7.68 to 10.83
 
From 2010 to 2013
Export prepayments, net of linked operations
 
  10,383
 
     11,100 
 
US$
 
6.2
 
2008
Subtotal
 
851,700
 
   870,081 
           
                     
Local currency:
                   
National Bank for Economic and Social Development (BNDES)
 
196,726
 
199,890 
 
TJLP (iii)
 
From 1.50 to 4.85
 
From 2007 to 2013
National Bank for Economic and Social Development (BNDES)
 
4,645
 
7,005 
 
IGP-M (iv)
 
6.5
 
2008
Government Agency for Machinery and Equipment Financing (FINAME)
 
36,901
 
40,742 
 
TJLP (iii)
 
From 2.5 to 4.85
 
From 2007 to 2011
Research and projects financing (FINEP)
 
55,398
 
46,881 
 
TJLP (iii)
 
From (2.0) to 5.0
 
From 2009 to 2014
Debentures (d)
 
303,078
 
312,794 
 
CDI
 
102.5
 
2008
Banco do Nordeste do Brasil
 
19,790
 
19,790 
     
From 9.78 to 11.5
 
2018
Other
 
          483
 
          217 
           
Subtotal
 
   617,021
 
   627,319 
           
Total financing and debentures
 
1,468,721
 
1,497,400 
           
Current liabilities
                   
Long-term liabilities
 
(428,469)
 
(115,553)
           
   
1,040,252
 
1,381,847
           

 
 
(i)
MX$ = Mexican peso; TIIE = Mexican break-even interbank interest rate.
 
 
(ii)
UMBNDES = BNDES monetary unit. This is a “basket” of currencies representing the composition of the BNDES debt in foreign currency, 93%, of which is linked to the U.S. dollar.
 
 
(iii)
TJLP = fixed by the CMN (National Monetary Council); TJLP is the basic cost of BNDES financing.
 
 
(iv)
IGP-M = General Market Price Index, is a measure of Brazilian inflation calculated by the Getúlio Vargas Foundation.
 
The long-term portion matures as follows:
 
   
03/31/2007
   
12/31/2006
 
             
From 1 to 2 years
   
220,163
     
529,331
 
From 2 to 3 years
   
92,872
     
101,468
 
From 3 to 4 years
   
36,996
     
37,404
 
From 4 to 5 years
   
24,288
     
21,686
 
Over 5 years
   
665,933
     
691,958
 
     
1,040,252
     
1,381,847
 
 

Ultrapar Participações S.A.and Subsidiaries
 
b)
Notes in the foreign market
 
In June 1997, the subsidiary Companhia Ultragaz S.A. issued US$60 million in notes, (Original Notes), maturing in 2005. In June 2005, maturity was extended to June 2020, with put/call options in June 2008.
 
In June 2005, the subsidiary Oxiteno Overseas Corp. acquired the full amount of Original Notes issued by Companhia Ultragaz S.A., with funds from a syndicated loan in the amount of US$60 million with maturity in June 2008 and interest rate of 5.05% per year. The syndicated loan was guaranteed by the Company and the subsidiary Oxiteno S.A. - Indústria e Comércio.
 
In April 2006, the subsidiary Oxiteno Overseas Corp. sold the Original Notes to a financial institution. Concurrently, the subsidiary acquired from this financial institution a credit linked note backed by the Original Notes, as mentioned in Note 4, thus obtaining an additional return on this investment. The transaction matures in 2020, and the subsidiary as well as the financial institution may redeem it early, although the subsidiary has only an annual option of redemption (purchase) in or after June 2008. In the event of insolvency of the financial institution, Companhia Ultragaz S.A. would be required to settle the Original Notes, although Oxiteno Overseas Corp. would continue to be the creditor of the credit linked note. Thus, the Company stopped eliminating the Original Notes in its interim financial information.
 
c)
Notes in the foreign market
 
In December 2005, the subsidiary LPG International Inc. issued notes in the amount of US$250 million, maturing in December 2015, with annual interest rate of 7.25% paid semiannually, with the first payment scheduled for June 2006. The issue price was 98.75% of the notes’ face value, which represented a total yield for investors of 7.429% per year upon issuance. The notes were guaranteed by the Company and by Oxiteno S.A. - Indústria e Comércio.
 
As a result of the issuance of notes and the syndicated loan, the Company and its subsidiaries mentioned above are subject to covenants that limit, among other things:
 
 
·
Limitation of transactions with shareholders that hold  amounts of 5% or more of any class of Capital Stock of the Company, except upon fair and reasonable terms no less favorable to the Company than could be obtained in a comparable arm’s-length transaction with a third party;
 
 
·
Obligation of having Board of Directors resolution for transactions with related parties higher than US$15 million (excepting transactions by the Company with subsidiaries and between subsidiaries);
 
 
·
Restriction of disposal of the totality or near totality of the assets of Company and subsidiaries;
 
 
·
Restriction of encumbrances on assets in excess of US$150 million or 15% of the value of consolidated tangible assets;
 

Ultrapar Participações S.A.and Subsidiaries
 
 
·
Maintenance of financial ratio, between consolidated net debt and consolidated EBITDA (Earning Before Interest, Taxes, Depreciation and Amortization), less than or equal to 3.5; and
 
 
·
Maintenance of financial ratio, between consolidated EBITDA and consolidated net financial expenses higher than or equal to 1.5.
 
The restrictions imposed on the Company and its subsidiaries are usual in transactions of this nature and have not limited their ability to conduct their businesses to date.
 
d)
Debentures
 
On March 1, 2005, the Company issued a single series of 30,000 nonconvertible debentures, whose main features are:
 
Nominal unit value:
 
R$ 10,000.00
     
Final maturity:
 
March 1, 2008
     
Nominal value payment:
 
Lump sum at final maturity
     
Yield:
 
102.5% of CDI
     
Yield payment:
 
Semiannually, beginning March 1, 2005
     
Repricing:
 
None
 
The debentures are subject to commitments that restrict, among other things, certain operations of merger or spin-off, as well as the disposal of operating assets that would result in a reduction of more than 25% of consolidated net sales, and also included the obligation to maintain a consolidated net debt to consolidated EBITDA ratio less than or equal to 3.5. Thus far, none of these commitments have restricted the ability of the Company and its subsidiaries to conduct business.
 

Ultrapar Participações S.A.and Subsidiaries
 
e)
Collateral
 
A portion of the financing is collateralized by liens on property, plant and equipment, shares, promissory notes and guarantees provided by the Company and its subsidiaries, as shown below:
 
   
03/31/2007
   
12/31/2006
 
             
Amount of financing secured by:
           
Property, plant and equipment
   
38,134
     
42,667
 
Shares of affiliated companies and minority stockholders’ guarantees
   
4,645
     
7,005
 
     
42,779
     
49,672
 
                 
Other loans are collateralized by guarantees issued by the Company and by the future flow of exports. The Company is responsible for sureties and guarantees offered on behalf of its subsidiaries, amounting to R$ 1,041,278 as of March 31, 2007  (R$ 1,073,134 as of December 31, 2006).
 
Certain subsidiaries have issued guarantees to financial institutions related to amounts owed to those institutions by some of their customers (vendor financing). In the event any subsidiary is required to make a payment under the guarantees, the subsidiary may recover such amounts paid directly from its customers through commercial collection. Maximum future payments related to these guarantees amount to R$ 29,936 as of March 31, 2007 (R$ 34,879 as of December 31, 2006), with terms of up to 210 days. As of March 31, 2007, the Company and its subsidiaries have not incurred any loss nor recorded any liability related to these guarantees.
 
 
15.
SHAREHOLDERS’ EQUITY
 
a)
Capital
 
The Company is a listed corporation with shares traded on the São Paulo and New York Stock Exchanges. Subscribed and paid-up capital is represented by 81,325,409 shares without par value, comprised of 49,429,897 common and 31,895,512 preferred shares.
 
As of March 31, 2007, 12,600,661 preferred shares were outstanding abroad, in the form of American Depositary Receipts - ADRs.
 
Preferred shares are not convertible into common shares, do not entail voting rights, and have priority in capital redemption, without premium, in the event of liquidation of the Company.
 
At the beginning of 2000, the Company granted, through a shareholders agreement, tag-along rights, which assure to minority stockholders identical conditions to those negotiated by the controlling shareholders in case of disposal of shareholding control of the Company.
 

Ultrapar Participações S.A.and Subsidiaries
 
The Company is authorized to increase its capital, regardless of amendment to the bylaws, through a resolution of the Board of Directors, until it reaches R$ 1,500,000, by means of issuance of common or preferred shares, without keeping the existing ratio, observed the limit of 2/3 of preferred shares to the total shares issued.
 
b)
Treasury shares
 
The Company acquired its own shares at market prices, without capital reduction, for holding in treasury and subsequent disposal or cancellation, in accordance with the provisions of Brazilian Securities Commission (CVM) Instructions No. 10, of February 14, 1980, and No. 268, of November 13, 1997.
 
During the first quarter of 2007, 45,000 preferred shares were acquired at the average cost of R$ 53.12 per share regarding to the share repurchase program approved in the Board of Director’s Meeting of August 02, 2006.
 
As of March 31, 2007, the Company’s interim financial information  record 206,697 preferred shares and 6,617 common shares in treasury, which were acquired at the average cost of R$ 33.15 and R$ 19.30 per share, respectively. The consolidated financial information record 453,647 preferred shares and 6,617 common shares in treasury, which were acquired at the average cost of R$ 28.03 and R$ 19.30 per share, respectively.
 
The market price of preferred shares issued by the Company as of March 31, 2007 on the São Paulo Stock Exchange (BOVESPA) was R$ 60.90.
 
c)
Capital reserve
 
The capital reserve in the amount of R$ 3,026 reflects the goodwill on the disposal of shares at market price to be held in treasury in the Company’s subsidiaries, at the average price of R$ 36.00 per share. Executives of these subsidiaries were given the usufruct opportunity to have such shares, as described in Note 21.
 
d)
Revaluation reserve
 
This reserve reflects the revaluation write-up of assets of subsidiaries and is realized based upon depreciation, write-off or disposal of revalued assets, including the related tax effects.
 
In some cases, taxes on the revaluation reserve of certain subsidiaries are recognized only upon the realization of this reserve, since the revaluations occurred prior to the publication of CVM Resolution No. 183/95,as mentioned in Note 11.
 
e)
Retention of profits reserve
 
This reserve is supported by the investment program, in conformity with article 196 of Brazilian corporate law, and includes both a portion of net income and the realization of the revaluation reserve.
 

Ultrapar Participações S.A.and Subsidiaries
 
f)
Realizable profits reserve
 
This reserve is established in conformity with article 197 of Brazilian corporate law, based on the equity in subsidiaries and affiliated companies. Realization of the reserve usually occurs upon receipt of dividends, disposal and write-off of investments.
 
g)
Conciliation of shareholders’ equity - Company and consolidated
 
   
03/31/2007
   
12/31/2006
 
             
Shareholders’ equity – Company
   
1,975,498
     
1,940,710
 
Treasury shares held by subsidiaries, net of realization
    (4,577 )     (4,723 )
Capital reserve arising from sale of treasury shares to subsidiaries, net of realization
    (2,400 )     (2,476 )
Shareholders’ equity - consolidated
   
1,968,521
     
1,933,511
 
                 
 
h)
Reconciliation of net income – Parent Company and consolidated
 
The reconciliation of net income, Parent Company and consolidated, shows the effect of the reversal of the allowance for scheduled factory maintenance of some subsidiaries, net of income and social contribution taxes, recorded in retained earnings, in accordance with CVM Resolution No. 489/05 and Technical Interpretation No. 01/06 by IBRACON, as follows:
 
   
03/31/2006
 
       
Net income – Parent Company
   
63,097
 
Reversal of allowance for factory maintenance by the subsidiary Oxiteno S.A. Indústria e Comércio
    (796 )
Reversal of allowance for factory maintenance by the subsidiary Oxiteno Nordeste S.A. Indústria e Comércio
    (5,513 )
Net income – consolidated
   
56,788
 
         
 

Ultrapar Participações S.A.and Subsidiaries
 
16.
NONOPERATING EXPENSES, NET (CONSOLIDATED)
 
Composed mainly of R$ 1,175 as of March 31, 2007 (R$ 41 as of March 31, 2006) in write-off of deferred assets related to studies and projects, and R$ 357 as of March 31, 2007 (R$ 2,050 as of March 31, 2006) of result on the sale of property, plant and equipment, mainly gas cylinders and vehicles.
 
 
17.
SEGMENT INFORMATION
 
The Company has three reportable segments: gas, chemicals and logistics. The gas segment distributes LPG to retail, commercial and industrial consumers mainly in the South, Southeast and Northeast Regions of Brazil. The chemicals segment primarily produces ethylene oxide and by products, which are raw materials for the textiles, foods, cosmetics, detergents, agricultural chemicals, paints and varnishes industries, among other. Operations in the logistics segment include storage and transportation, mainly in the Southeast and Northeast Regions of Brazil. Reportable segments are strategic business units that offer different products and services. Intersegment sales are transacted at prices approximating those that could be obtained with third parties.
 
The main financial information about each of the Company’s reportable segments is presented as follows:
 
   
03/31/2007
   
03/31/2006
 
   
Ultragaz
   
Oxiteno
   
Ultracargo
   
Other
   
Consolidated
   
Consolidated
 
                                     
Net sales, net of related-party transactions
   
735,061
     
396,225
     
42,803
     
24
     
1,174,113
     
1,097,741
 
Income from operations before financial income (expenses) and equity in subsidiary and affiliated companies
   
31,027
     
30,031
     
4,880
     
1,393
     
67,331
     
59,197
 
Total assets, net of related parties
   
881,813
     
2,404,488
     
338,044
     
147,111
     
3,771,456
     
3,481,445
 
                                                 
                                                 


Ultrapar Participações S.A.and Subsidiaries
 
18.
FINANCIAL INCOME AND EXPENSES, NET (CONSOLIDATED)
 
   
03/31/2007
   
03/31/2006
 
             
Financial income:
           
Interest on temporary cash investments and noncurrent investments
   
35.959
     
43,371
 
Interest on trade accounts receivable
   
1.534
     
1,605
 
Monetary and exchange variation income
    (5.899 )     (11,882 )
Other income
   
173
     
580
 
     
31.767
     
33,674
 
Financial expenses:
               
Interest on loans and financing
    (20.718 )     (20,324 )
Interest on debentures
    (9.516 )     (12,807 )
Bank charges
    (2.745 )     (2,806 )
Monetary and exchange variations expenses
   
6.843
     
14,350
 
Financial results from currency hedge transactions
    (5.951 )     (9,039 )
CPMF/IOF/other financial expenses (see Note 20 a))
    (4.953 )    
11,000
 
Other expenses
    (2.573 )     (1,634 )
      (39.613 )     (21,260 )
                 
Financial (expenses) income, net
    (7,846 )    
12,414
 
                 
 

Ultrapar Participações S.A.and Subsidiaries
 
19.
RISKS AND FINANCIAL INSTRUMENTS (CONSOLIDATED)
 
The main risk factors to which the Company and its subsidiaries are exposed reflect strategic/operating and economic/financial aspects. Strategic/operating risks (such as behavior of demand, competition, technological innovation, and significant structural changes in industry, among others) are addressed by the Company’s management model. Economic/financial risks mainly reflect customer default, macroeconomic variables, such as exchange and interest rates, as well as the characteristics of the financial instruments used by the Company. These risks are managed through control policies, specific strategies and the determination of limits, as follows:
 
·
Customer default - These risks are managed by specific policies for accepting customers and analyzing credit, and are mitigated by diversification of sales. As of March 31, 2007, Oxiteno S.A. - Indústria e Comércio and its subsidiaries maintained R$ 1,547 (R$ 1,558 as of December 31, 2006) and the subsidiaries of Ultragaz Participações Ltda. maintained R$ 20,739 (R$ 20,020 as of December 31, 2006) as an allowance for doubtful accounts.
 
·
Interest rates - The Company and its subsidiaries adopt conservative policies to obtain and invest funds and to minimize the cost of capital. Temporary cash investments of the Company and its subsidiaries are comprised mainly  of transactions linked to the CDI, as described in Note 4. A portion of the financial assets is intended for foreign currency hedges, as mentioned below. Borrowings are mainly originated from the BNDES, debentures and foreign currency financing, as mentioned in Note 14.
 
·
Exchange rate - The Company’s subsidiaries use hedge instruments (mainly CDI and US$) available in the financial market to cover assets and liabilities in foreign currency, so as to reduce the exchange variation effects on their results. Such hedges have amounts, periods and indexes substantially equivalent to the assets and liabilities in foreign currency to which they are linked. Shown below are the assets and liabilities in foreign currency, translated into Brazilian reais at March 31, 2007 and December 31, 2006:
 
   
03/31/2007
   
12/31/2006
 
             
Assets:
           
Investments abroad and hedges
   
80,395
     
94,417
 
Foreign cash and cash equivalents
   
830
     
861
 
Temporary cash and long-term investments in foreign currency
   
755,702
     
776,454
 
Receivables from foreign customers, net of advances on exchange contracts and allowance for loss
   
26,655
     
25,352
 
     
863,582
     
897,084
 
Liabilities:
               
Foreign currency financing
   
851,700
     
870,081
 
Import payables
   
19,322
     
30,872
 
     
871,022
     
900,953
 
                 
Net asset position
    (7,440 )     (3,869 )
                 
 

Ultrapar Participações S.A.and Subsidiaries
 
The exchange rate variation related to cash and banks, investments, temporary cash investments, and long-term cash investments of foreign subsidiaries was recorded as financial expense in the consolidated financial information of income for March 31, 2007, in the amount of R$ 5,993 (financial expense of R$ 11,545 as of March 31, 2006).
 
·
Market value of financial instruments
 
Market value of financial instruments as of March 31, 2007 and December 31, 2006  are as follows:
 
 
 
03/31/2007
   
12/31/2006
 
 
 
Book
   
Market
   
Book
   
Market
 
 
 
value
   
value
   
value
   
value
 
                         
Financial assets:
                       
Cash and banks
   
30,938
     
30,938
     
31,992
     
31,992
 
Temporary cash investments
   
838,142
     
839,217
     
1,038,084
     
1,034,144
 
Noncurrent investments
   
551,311
     
566,791
     
547,978
     
564,379
 
     
1,420,391
     
1,436,946
     
1,618,054
     
1,630,515
 
 
                               
Financial liabilities:
                               
Current and long-term loans
   
1,165,643
     
1,201,088
     
1,184,606
     
1,211,849
 
Current and long-term debentures
   
303,078
     
303,063
     
312,794
     
312,748
 
  
   
1,468,721
     
1,504,151
     
1,497,400
     
1,524,597
 
 
                               
Investment-
                               
Investments in affiliated companies
   
25,475
     
28,002
     
25,497
     
28,978
 
 
                               
 
The market value of financial instruments was obtained through the commonly used marking to market methodology, which consists of carrying the balances of the instruments until the maturity at the respective contracted rates, discounting them to present value at market rates as of March 31, 2007 and December 31, 2006. The market value of investment in affiliated company is based on the share price trading on the São Paulo Stock Exchange (BOVESPA).
 
 
20.
CONTINGENCIES AND COMMITMENTS (CONSOLIDATED)
 
a)
Labor, civil and tax lawsuits
 
The Petrochemical Industry Labor Union, of which the employees of Oxiteno Nordeste S.A. - Indústria e Comércio are members, filed an action against the subsidiary in 1990, demanding compliance with the adjustments established in a collective labor agreement, in lieu of the salary policies effectively followed. At the same time, the employers’ association proposed a collective bargaining for the interpretation and clarification of the fourth clause of the agreement. Based on the opinion of its legal counsel, who analyzed the last decision of the Federal Supreme Court (STF) on the collective bargaining, as well as the status of the individual lawsuit of the subsidiary, management believes that a reserve is not necessary as of March 31, 2007.
 

Ultrapar Participações S.A.and Subsidiaries
 
The subsidiaries Companhia Ultragaz S.A. and SPGás Distribuidora de Gás Ltda. are parties to an administrative proceeding at the SDE (Economic Law Department), linked to CADE (Administrative Council for Economic Defense), under the allegation of anticompetitive practice in municipalities of a region of the State of Minas Gerais in 2001. In September 2005, the SDE issued a technical notice recommending to CADE a ruling against the companies involved in this proceeding. In their defense, the subsidiaries’ arguments, among others, are that: (i) under the terms of the notice issued by the Company’s chief executive officer on July 4, 2000, the subsidiaries’ employees were forbidden to discuss with third parties matters related to prices; and (ii) no consistent evidence was attached to the proceeding’s records. In view of the arguments presented, the fact that the technical notice has no binding effect on CADE’s decision, and their legal counsel’s opinion, the subsidiaries did not record a provision for this issue. Should CADE’s decision be unfavorable, the subsidiaries can still discuss the issue at the judicial level.
 
The subsidiary Companhia Ultragaz S.A. is a defendant in lawsuits relating to damages caused by an explosion in 1996 in a shopping mall in the city of Osasco, State of São Paulo. Such lawsuits involve: (i) individual suits filed by victims of the explosion claiming damages from Ultragaz for the loss of economic benefit and for pain and suffering; (ii) lawsuit for reimbursement of expenses by the administration company of the shopping mall and its insurance company; and (iii) class action suit seeking indemnification for property damage and pain and suffering for all the victims injured and deceased. The subsidiary believes that it has presented evidence that defective gas pipes in the shopping mall caused the accident and that Ultragaz’s on-site LPG storage facilities did not contribute to the explosion. Of the 58 lawsuits judged thus far, a favorable judgment was obtained for 57, and of these 18 have already been dismissed;  only 1 had an unfavorable decision, which is still subject to appeal, and whose amount, should the decision be upheld, is R$ 17. Three lawsuits have not yet been judged. The subsidiary has insurance coverage for these lawsuits, and the uninsured contingent amount is R$ 23,595. The Company has not recorded any provision for this amount, since it believes the probability of loss is remote.
 
The Company and its subsidiaries obtained injunctions to pay PIS and COFINS (taxes on revenues) without the changes introduced by Law No. 9718/98 in its original version. The ongoing questioning refers to the levy of these taxes on sources other than revenues. Recently the STF has decided the matter favorable to the taxpayer. Although it is a precedent, the effect of this decision does not automatically apply to all companies, since they must await judgment of their own lawsuits. As of March 31, 2007, final decisions were rendered for the Company and its subsidiaries which reversed the accrual previously recorded, in the amount of R$ 12,759 (R$ 15,886 as of March 31, 2006), net of attorney’s fees. The Company has other subsidiaries whose lawsuits have not yet been judged. Thus, should there be final favorable outcomes for the subsidiaries in all lawsuits still not judged, the Company estimates that the total positive effect in income before income and social contribution taxes should reach R$ 2,141, net of attorney’s fees.
 
Subsidiary Oxiteno S.A. - Indústria e Comércio accrued R$ 9,045 as of March 31, 2007 (R$ 8,897 as of December 31, 2006) for ICMS tax assessments being judged at lower-level and appeal-level administrative courts. The subsidiary is currently awaiting decision on the appeal.
 

Ultrapar Participações S.A.and Subsidiaries
 
Subsidiary Utingás Armazenadora S.A. has challenged in court ISS (Service Tax) tax assessments issued by the municipal government of Santo André. Legal counsel of the subsidiary classifies the risk as low, since a significant portion of the lower-court decisions was favorable to the subsidiary. The thesis defended by the subsidiary is supported by the opinion of a renowned tax specialist. The unprovisioned updated amount of the contingency as of March 31, 2007 is R$ 38,263 (R$ 33,351 as of December 31, 2006).
 
On October 7, 2005, the subsidiaries of Ultragaz Participações Ltda. filed for and obtained an injunction to support the offset of PIS and COFINS credits against other federal taxes administered by the Federal Revenue Service (SRF), notably corporate income tax and social contribution taxes. According to the injunction obtained, the subsidiaries have been making judicial deposits for these debits in the amount of R$ 41,814 as of March 31, 2007 (R$ 32,346 as of December 31, 2006) and recognizing the corresponding liability for this purpose.
 
Subsidiaries Ultragaz Participações Ltda, Cia. Ultragaz S.A., Utingás Armazenadora S.A., Terminal Químico de Aratu S.A. – Tequimar,  Transultra - Armazenamento e Transporte Especializado Ltda. and Ultracargo Operações Logísticas e Participações Ltda., hold judicial measures petitioning the full and immediate utilization of supplementary monetary adjustment based on the Consumer Price Index (IPC) / National Treasury Bonds (BTN) for 1990 (Law No. 8.200/91), and accrued R$ 12,530 as of March 31, 2007 as a possible contingency, in case of unfavorable outcome of such lawsuits.
 
On December 29, 2006, the subsidiaries Oxiteno S.A Indústria e Comércio, Oxiteno Nordeste S.A Indústria e Comércio, Companhia Ultragaz S.A. and Transultra Armazenamento e Transporte Especializado Ltda filed for an injunction seeking the deduction of ICMS from the PIS and COFINS tax basis. Oxiteno Nordeste S.A Indústria e Comércio received an injunction and is paying the amounts into judicial deposits, as well as recording the respective accrual as of March 31, 2007 in the amount of R$ 930; the others subsidiaries did not receive similar injunction and are waiting the judgment of an appeal to Regional Federal Court – TRF.
 
The Company and its subsidiaries filed a request for an injunction seeking not to be subject to the legislation that restricted the offset of corporate income tax (IRPJ) and social contribution  (CSLL) tax loss carryforwards computed through December 31, 1994 to 30% of income for the year. There are good precedents for these discussions when it is proven that there was only a postponement of payment of IRPJ and CSLL to the following years, as is the case of the Company’s subsidiaries, and legal counsel understands that the chances of success of the challenge in the judicial sphere is possible. The contingency is estimated at R$ 6,419.
 
The Company and its subsidiaries have other ongoing administrative and judicial proceedings; legal counsel classified the risks on these proceedings as possible and/or remote and, therefore, no reserves for potential losses on these proceedings have been recorded.
 

Ultrapar Participações S.A.and Subsidiaries
 
Judicial deposits and provisions are summarized below:
 
Provisions
 
Balance in
 12/31/2006
   
(e) Additions
   
Write-off
   
Interest
   
Balance in
03/31/2007
 
                               
Income and social contribution taxes
   
36,030
     
22,518
     
-
     
952
     
59,500
 
PIS and COFINS on other revenues
   
14,469
     
-
      (12,759 )    
156
     
1,866
 
ICMS
   
15,864
     
930
      (6,768 )    
231
     
10,257
 
INSS
   
2,172
     
-
             
-
     
2,172
 
PIS on rendering of services
   
284
                     
2
     
286
 
(-) Judicial deposits
    (32,346 )     (9,478 )    
-
      (920 )     (42,744 )
Total of other taxes and contributions
   
36,473
     
13,970
      (19,527 )    
421
     
31,337
 

 
b)
Contracts
 
Subsidiary Terminal Químico de Aratu S.A. - Tequimar has contracts with CODEBA  and Complexo Industrial Portuário Governador Eraldo Gueiros, in connection with their port facilities in Aratu and Suape, respectively. Such contracts establish minimum cargo movement of 1,000,000 tons per year for Aratu, effective through 2022, and 250,000 tons per year for Suape, effective through 2027. If annual movement is less than the minimum required, the subsidiary is required to pay the difference between the actual movement and the minimum contractual movement, using the port rates in effect at the date established for payment. As of March 31, 2007, such rates were R$ 4.59 and R$ 3.97 per ton for Aratu and Suape, respectively. The subsidiary has met the minimum cargo movement limits since inception of the contracts.
 
Subsidiary Oxiteno Nordeste S.A. - Indústria e Comércio has a supply contract with Braskem S.A, that establishes a minimum consumption level of ethylene per year. The minimum purchase commitment and the actual demand for the period ended March 31, 2007 and 2006, expressed in tons of ethylene, are summarized below. Should the minimum purchase commitment not be met, the subsidiary would be liable for a fine of 40% of the current ethylene price for the quantity not purchased.
 
   
Minimum purchase
commitment
   
Actual demand
 
   
2007
   
2006
   
2007
   
2006
 
                   
In tons
   
180.000
     
137.900
     
51.221
     
44.995
 
                       
 
On August 16, 2006, the subsidiary signed a memorandum of understanding, altering the ethylene supply contract with Braskem S.A. described above. The memorandum of understanding regulates new conditions of ethylene supply through 2021, and in 2007 and 2008 the subsidiary is having access to an additional volume of ethylene, with the minimum quantity in tons increasing to 180 thousand and 190 thousand, respectively.
 

Ultrapar Participações S.A.and Subsidiaries
 
c)
Insurance coverage for subsidiaries
 
The Company has insurance policies to cover various risks, including loss and damage from fire, lightning, explosion of any nature, windstorm, plane crash and electrical damage, among others, protecting the plants and other branches of all subsidiaries, with coverage amounting to US$404 million.
 
For the plants of Oxiteno S.A. - Indústria e Comércio, Oxiteno Nordeste S.A. - Indústria e Comércio and Canamex Químicos S.A. de C.V., there is also loss of income insurance against losses from potential accidents related to their assets, with coverage amounting to US$242 million.
 
A civil liability insurance program covers the Company and its subsidiaries, with global coverage of US$200 million, for losses and damage from accidents caused to third parties, related to the commercial and industrial operations and/or distribution and sale of products and services.
 
Group life insurance, personal accident insurance, health insurance, and domestic and international transportation insurance are also contracted.
 
 
21.
SHARE COMPENSATION PLAN (CONSOLIDATED)
 
The Extraordinary Shareholders’ Meeting held on November 26, 2003 approved a compensation plan for management of the Company and its subsidiaries, which provides for: (i) the initial grant of usufruct of shares issued by the Company and held in treasury by the subsidiaries in which the beneficiaries are employed; and (ii) the transfer of the beneficial ownership of the shares after ten years from the initial grant, provided that the professional relationship between the beneficiary and the Company and its subsidiaries is not interrupted. The total amount granted to executives until March 31, 2007, including taxes, was R$ 12.263 (R$ 12,263 as of December 31, 2006). This amount is being amortized over a period of ten years and the amortization related as of March 31, 2007  in the amount of R$ 307 (R$ 223 as of March 31,  2006), was recorded as an operating expense for the period.
 

Ultrapar Participações S.A.and Subsidiaries
 
22.
EMPLOYEE BENEFITS AND PRIVATE PENSION PLAN (CONSOLIDATED)
 
The Company and its subsidiaries offer benefits to their employees, such as life insurance, health care and pension plan. In addition, loans for the acquisition of vehicles and personal computers are available to employees of certain subsidiaries. These benefits are recorded on the accrual basis and terminate at the end of the employment relationship.
 
In August 2001, the Company and its subsidiaries began to provide a defined contribution pension plan to their employees. This plan is managed by Ultraprev - Associação de Previdência Complementar. Under the terms of the plan, the basic contribution of each participating employee is defined annually by the participant between 0% and 11%, of his/her salary. The sponsoring companies provide a matching contribution in an identical amount as the basic contribution. As participants retire, they have the option to receive monthly: (i) a percentage varying between 0.5% and 1.0% of the fund accumulated in their name in Ultraprev; or (ii) a fixed-monthly amount that will deplete the fund accumulated in the participant’s name in a period of 5 to 25 years. Accordingly, neither the Company nor its subsidiaries assume responsibility for guaranteeing the levels of amounts or periods of receipt of the retirement benefit. As of March 31, 2007, the Company and its subsidiaries contributed R$ 873 (R$ 800 as of March 31, 2006) to Ultraprev, which was charged to income for the period. The total number of participating employees as of March  31, 2007 was 5,654, with 6 participants retired to date. Additionally, Ultraprev has 1 active participant and 31 former employees receiving defined benefits according to the policies of a previous plan.
 

Ultrapar Participações S.A.and Subsidiaries
 
23.
SUBSEQUENT EVENT
 
On April 18, 2007 Ultrapar (for itself), and acting as a commission agent of Braskem S.A. and Petróleo Brasileiro S.A. - Petrobras, acquired for R$ 2,113,107 from the controlling shareholders of Grupo Ipiranga, 66.2% of common shares and 13.9% of preferred shares issued by Refinaria de Petróleo Ipiranga S.A. (“RPI”), 69.2% of common shares and 13.5% of preferred shares issued by Distribuidora de Produtos de Petróleo Ipiranga S.A. (“DPPI”), and 3.8% of common shares and 0.4% of preferred shares issued by Companhia Brasileira de Petróleo Ipiranga (“CBPI”). Of the total amount, Braskem and Petrobras paid R$ 1,394,675 to Ultrapar, under the terms of the commission established between the parties.
 
Under the terms of the agreement entered into among Ultrapar, Braskem and Petrobras, Ultrapar holds the control of the fuel distribution and lubricant businesses located in the South and Southeastern regions (“Assets of South Distribution”), Petrobras holds the control of fuel distribution and lubricant business located in the North, Northeast and Center-West regions (“Assets of North Distribution”), and Braskem holds control of the petrochemical assets, represented by Ipiranga Química S.A., Ipiranga Petroquímica S.A. (IPQ) and the ownership in Copesul – Companhia Petroquímica do Sul (Copesul). The assets related to the oil refining operations withheld by RPI are equally shared among Petrobras, Ultrapar and Braskem.
 
In the same agreement, the parties established that Ultrapar is responsible for executing a corporate restructuring of the acquired companies, with the objective of separating the assets attributed to each one of the acquirors, whose stages are:
 
a) Tag Along Share Offering for the purchase of common shares issued by RPI, DPPI, CBPI and IPQ;
 
b) Merger of shares issued by RPI, DPPI and CBPI into Ultrapar;
 
c) Segregation of the assets through: (i) capital reduction of RPI and CBPI, in order to directly transfer the Petrochemical Assets to Ultrapar, and subsequent transfer to Braskem and Petrobras, and (ii) split of CBPI to transfer the North Distribution Assets to a Petrobras subsidiary.
 
For this acquisition, Ultrapar issued, on April 11, 2007, debentures in the amount of R$ 889,000, of which the first series was received on April 18, 2007, in the total amount of R$ 675,000 with maturity on April 11, 2008 and semiannual interest payment of 102.5% of CDI, and the second series in the amount of R$ 214,000 remains to be issued.
 

Ultrapar Participações S.A.and Subsidiaries
 
On April 17, 2007, the CADE (Administrative Council for Economic Defense) issued a writ of prevention aiming to keep the reversibility of the asset acquisition by Braskem and Petrobras, as described in the press release of April 18, 2007. The determination with regard to the Petrochemical Assets effectively were reviewed on April 25, 2007, in a decision homologated by CADE’s Plenary assembly, with celebration, for Braskem, of a protection agreement for the operation reversibility (APRO). CADE recognized maintenance of the minority participation maintenance by Petrobrás in Copesul after the acquisition. With regard to the fuel distribution, Petrobrás and Ultrapar were requested to present to CADE an alternative model of corporate governance, which preserves the competition in the sector. Such measures do not affect the Offers conclusion.

 
The results of this transaction will be accounted by the buyers from April, 2007 on.
 

Ultrapar Participações S.A.and Subsidiaries
 
24.
SUPPLEMENTARY STATEMENT OF CASH FLOW - INDIRECT METHOD
 
Prepared in accordance with Accounting Standard and Procedure (NPC) No. 20 issued by IBRACON (Brazilian Institute of Independent Auditors).
 
   
PARENT COMPANY
 
   
03/31/2007
   
03/31/2006
 
CASH FLOWS FROM OPERATING ACTIVITIES
           
Net income
   
37,235
     
63,097
 
Adjustments to reconcile net income to cash provided by
   operating activities:
               
    Equity in subsidiaries and affiliated companies
    (33,907 )     (62,095 )
    Foreign exchange and indexation gains
   
9,516
     
12,807
 
    Deferred income and social contribution taxes
   
1,714
      (71 )
    Minority interest
   
10,634
     
73,302
 
                 
(Increase) decrease in current assets:
               
    Recoverable taxes
   
5,189
      (2,944 )
    Other
   
32
      (521 )
Increase (decrease) in current liabilities:
               
    Suppliers
   
655
      (7 )
    Salaries and related charges
    (14 )    
-
 
    Taxes
    (22 )    
3
 
    Other
   
-
      (2 )
(Increase) decrease in long-term assets:
               
   Recoverable taxes
    (6,432 )     (98 )
   Judicial deposits
   
-
      (192 )
   Prepaid expenses
   
140
     
128
 
Increase (decrease) in long-term liabilities:
               
   Other taxes
    (9,389 )    
192
 
                 
NET CASH PROVIDED BY OPERATING ACTIVITIES
   
15,351
     
83,599
 


Ultrapar Participações S.A.and Subsidiaries

   
PARENT COMPANY
 
   
03/31/2007
   
03/31/2006
 
CASH FLOWS FROM INVESTING ACTIVITIES
           
    Additions to deferred charges
    (377 )    
-
 
    Acquisition of  treasury shares
    (2,390 )    
-
 
                 
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
    (2,767 )    
-
 
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
    Loans, financing and debentures:
               
       Issuances
    (19,232 )     (26,487 )
    Dividends paid
    (61,976 )     (86,393 )
    Related companies
    (106,815 )    
43,022
 
                 
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
    (188,023 )     (69,858 )
                 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    (175,439 )    
13,741
 
                 
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
      PERIOD
   
279,386
     
359,716
 
CASH AND CASH EQUIVALENTS AT THE END OF THE
      PERIOD
   
103,947
     
373,457
 
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
               
       Interest paid from financing activities
   
19,232
     
26,487
 
                 
 

Ultrapar Participações S.A.and Subsidiaries
 
   
CONSOLIDATED
 
   
03/31/2007
   
03/31/2006
 
CASH FLOWS FROM OPERATING ACTIVITIES
           
Net income
   
37,235
     
56,788
 
Adjustments to reconcile net income to cash provided by
   operating activities:
               
    Equity in subsidiaries and affiliated companies
   
103
      (59 )
    Depreciation and amortization
   
47,823
     
47,432
 
    PIS and COFINS credits on depreciation
   
620
     
557
 
    Foreign exchange and indexation gains (losses)
    (5,380 )     (33,081 )
    Deferred income and social contribution taxes
    (7,907 )     (580 )
    Minority interest
   
721
     
1,138
 
    Proceeds from disposals of permanent assets
   
818
     
2,091
 
    Reversal of allowance for factory shutdown, net of taxes
   
-
     
6,309
 
    Other
    (161 )    
101
 
                 
                 
 (Increase) decrease in current assets:
               
    Trade accounts receivable
    (23,702 )    
8,326
 
    Inventories
    (10,848 )     (16,654 )
    Recoverable taxes
   
7,131
     
3,814
 
    Other
    (1,344 )     (398 )
    Prepaid expenses
    (2,493 )     (1,080 )
Increase (decrease) in current liabilities:
               
    Suppliers
    (8,088 )    
3,502
 
    Salaries and related charges
    (15,168 )     (9,780 )
    Taxes
   
5,116
     
2,394
 
    Income and social contribution taxes
   
110
     
199
 
    Other
    (193 )     (9,611 )
(Increase) decrease in long-term assets:
               
    Recoverable taxes
    (7,944 )     (105 )
    Judicial deposits
    (2,832 )     (418 )
    Trade accounts receivable
   
465
      (1,742 )
    Other
   
129
     
184
 
    Prepaid expenses
   
1,063
      (655 )
Increase (decrease) in long-term liabilities:
               
   Other taxes
    (5,136 )     (15,619 )
   Other
   
-
      (306 )
NET CASH PROVIDED BY OPERATING ACTIVITIES
   
10,138
     
42,747
 
                 
 

Ultrapar Participações S.A.and Subsidiaries
 
   
CONSOLIDATED
 
   
03/31/2007
   
03/31/2006
 
CASH FLOWS FROM INVESTING ACTIVITIES
           
   Additions to property, plant and equipment
    (104,434 )     (35,507 )
   Additions to deferred charges
    (18,364 )     (15,677 )
   Additions to intangible
    (1,895 )     (5,386 )
   Proceeds from sales of permanent assets
   
4,398
     
2,166
 
   Acquisition of minority interest
    (26 )     (4 )
   Acquisition of treasury shares
    (2,390 )    
-
 
                 
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
    (122,711 )     (54,408 )
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
   Loans, financing and debentures:
               
       Issuances
   
99,955
     
83,331
 
       Amortization
    (124,601 )     (149,631 )
   Dividends paid
    (62,088 )     (86,518 )
   Related companies
    (1,689 )     (1,315 )
                 
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
    (88,423 )     (154,133 )
                 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    (200,996 )     (165,794 )
                 
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
      PERIOD
   
1,070,076
     
1,250,924
 
CASH AND CASH EQUIVALENTS AT THE END OF THE
      PERIOD
   
869,080
     
1,085,130
 
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
               
Interest paid on loans and financing
   
28,307
     
33,784
 
Income and social contribution taxes paid in the period
   
3,751
     
1,662
 
                 
 

Ultrapar Participações S.A.and Subsidiaries

OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY

Shares directly or indirectly owned by the controlling shareholders, members of the Board of Directors, Executive Officers and members of the Fiscal Council as of March 31, 2007
 
 
Mar-31-07
 
 
 
 
Common
   
Preferred
   
Total
 
                         
Controlling Shareholders
   
33,748,059
     
293,732
     
34,041,791
 
                         
Board of Directors¹
   
46
     
6
     
52
 
                         
Officers²
   
-
     
173,350
     
173,350
 
                         
Fiscal Council
   
-
     
1,071
     
1,071
 
Note: 
¹Shares owned by members of the Board of Directors which were not included in Controlling Shareholders' position.
 
 Should the member not be part of the controlling group, only its direct ownership is included.
 
²Shares owned by Officers which were not included in Controlling Shareholders' and Board of Directors' positions
 
 
Shares directly or indirectly owned by the controlling shareholders, members of the Board of Directors, Executive Officers and members of the Fiscal Council - Last 12 Months
 
 
Mar-31-07
   
Mar-31-06
 
 
Common
   
Preferred
   
Total
   
Common
   
Preferred
   
Total
 
                                                 
Controlling Shareholders
   
33,748,059
     
293,732
     
34,041,791
     
33,748,059
     
885,979
     
34,634,038
 
                                                 
Board of Directors¹
   
46
     
6
     
52
     
46
     
6
     
52
 
                                                 
Officers²
   
-
     
173,350
     
173,350
     
-
     
139,950
     
139,950
 
                                                 
Fiscal Council
   
-
     
1,071
     
1,071
     
-
     
1,071
     
1,071
 
Note:
¹Shares which were not included in Controlling Shareholders' position
 
²Shares which were not included in Controlling Shareholders' and Board of Directors' positions
 
 
Total free float and its percentage of total shares as of March 31, 2007
 
 
 
Common
   
Preferred
   
Total
 
Total Shares
   
49,429,897
     
31,895,512
     
81,325,409
 
                         
( - ) Shares held in treasury
   
6,617
     
206,697
     
213,314
 
( - ) Shares owned by Controlling Shareholders
   
33,748,059
     
293,732
     
34,041,791
 
( - ) Shares owned by Management
   
46
     
173,356
     
173,402
 
( - ) Shares owned by affiliates*
   
-
     
73,600
     
73,600
 
                         
                         
Free-float  
   
15,675,175
     
31,148,127
     
46,823,302
 
                         
% Free-float / Total Shares
    31.71 %     97.66 %     57.58 %


Ultrapar Participações S.A.and Subsidiaries
 
The Company’s shareholders that holds more than 5% of voting or non-voting capital, up to the individual level, and breakdown of their shareholdings as of March 31, 2007
                                     
ULTRAPAR PARTICIPAÇÕES S.A
 
Common
   
%
   
Preferred
   
%
   
Total
   
%
 
Ultra S.A. Participações
   
32,646,696
      66.05 %    
12
      0.00 %    
32,646,708
      40.14 %
Parth Investments Company¹
   
9,311,730
      18.84 %    
1,396,759
      4.38 %    
10,708,489
      13.17 %
Monteiro Aranha S.A.²
   
5,212,637
      10.55 %    
232,788
      0.73 %    
5,917,350
      7.28 %
Shares held in treasury
   
6,617
      0.01 %    
206,697
      0.65 %    
168,314
      0.21 %
Dodge & Cox, Inc.³
   
-
     
-
     
6,819,785
      21.38 %    
6,819,785
      8.39 %
Lazard Asset Management LLC³
   
-
     
-
     
2,780,717
      8.72 %    
2,780,717
      3.42 %
Others
   
2,252,217.00
     
0.05
     
20,458,754
      64.14 %    
22,710,971
      27.93 %
TOTAL
   
49,429,897
      100.00 %    
31,895,512
      100.00 %    
81,325,409
      100.00 %
1Company headquartered outside of Brazil
2Brazilian public listed company
3Institutions headquartered outside of Brazil
                                     
ULTRA S.A. PARTICIPAÇÕES
 
Common
   
%
   
Preferred
   
%
   
Total
   
%
 
Paulo Guilherme Aguiar Cunha
   
12,065,160
      19.09 %    
4,954,685.00
     
0.20
     
17,019,845
      19.22 %
Ana Maria Villela Igel
   
11,974,109
      18.95 %    
0
      0.00 %    
11,974,109
      13.52 %
Christy Participações Ltda.
   
2,570,136
      4.07 %    
9,208,690
     
0.36
     
11,778,826
      13.30 %
Rogério Igel
   
6,425,199
      10.17 %    
4,990,444
      19.69 %    
11,415,643
      12.89 %
Joyce Igel de Castro Andrade
   
7,758,967
      12.28 %    
2,062,989
      8.14 %    
9,821,956
      11.09 %
rcia Igel Joppert
   
7,758,967
      12.28 %    
2,062,988
      8.14 %    
9,821,955
      11.09 %
bio Igel
   
7,311,004
      11.57 %    
1,615,027
      6.37 %    
8,926,031
      10.08 %
Lucio de Castro Andrade Filho
   
3,775,470
      5.97 %    
-
      0.00 %    
3,775,470
      4.26 %
Others
   
3,563,036
      5.64 %    
448,063
      1.77 %    
4,011,099
      4.53 %
TOTAL
   
63,202,048
      100.00 %    
25,342,886
      100.00 %    
88,544,934
      100.00 %
               
CHRISTY PARTICIPAÇÕES LTDA.
 
Capital Stock
   
%
   
Maria da Conceição Coutinho Beltrão
   
3,066
      34.90 %  
lio Marcos Coutinho Beltrão
   
1,906
      21.70 %  
Cristiana Coutinho Beltrão
   
1,906
      21.70 %  
Maria Coutinho Beltrão
   
1,906
      21.70 %  
TOTAL
   
8,784
      100.00 %  
                   


Ultrapar Participações S.A.and Subsidiaries
 
ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES
 
INVESTMENTS IN SUBSIDIARIES AND/OR AFFILIATES
 
 
1 - Item
 
2 - Company name  
 
3 - Corporate
taxpayer number
 (CNPJ)
 
4 - Classification
 
5 - % of ownership
interest in
 investee
 
6 - % of
investor’s
stockholders’
 equity
 
             7 - Type of company       
 
8 - Number of
shares held in
the current quarter
 (in thousands)
 
9 - Number of
shares held in
the prior quarter
  (in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
01
 
Ultracargo - Operações Logísticas e Participações Ltda.
 
34.266.973/0001-99
 
Closely-held subsidiary
 
100.00
 
10.48
 
Commercial, industrial and other
 
2,461
 
2,461
02
 
Ultragaz Participações Ltda.
 
57.651.960/0001-39
 
Closely-held subsidiary
 
100.00
 
19.38
 
Commercial, industrial and other
 
4,336
 
4,336
03
 
Imaven Imóveis e Agropecuária Ltda.
 
61.604.112/0001-46
 
Closely-held subsidiary
 
100.00
 
2.39
 
Commercial, industrial and other
 
27,734
 
27,734
04
 
Oxiteno S.A. - Indústria e Comércio
 
62.545.686/0001-53
 
Closely-held subsidiary
 
100.00
 
71.99
 
Commercial, industrial and other
 
35,102
 
35,102
05
 
Oxiteno Nordeste S.A. - Indústria e Comércio
 
14.109.664/0001-06
 
Investee of subsidiary/affiliated company
 
99.36
 
51.73
 
Commercial, industrial and other
 
6,232
 
6,232
06
 
Terminal Químico de Aratu S.A. - Tequimar
 
14.688.220/0001-64
 
Investee of subsidiary/affiliated company
 
99.43
 
5.56
 
Commercial, industrial and other
 
12,539
 
12,539
07
 
Transultra - Armazenamento e Transporte Especializado Ltda.
 
60.959.889/0001-60
 
Investee of subsidiary/affiliated company
 
100.00
 
3.68
 
Commercial, industrial and other
 
34,999
 
34,999
08
 
Companhia Ultragaz S.A.
 
61.602.199/0001-12
 
Investee of subsidiary/affiliated company
 
98.55
 
6.01
 
Commercial, industrial and other
 
799,890
 
799,885
09
 
SPGás Distribuidora de Gás Ltda.
 
65.828.550/0001-49
 
Investee of subsidiary/affiliated company
 
100.00
 
27.10
 
Commercial, industrial and other
 
1,314
 
1,314
10
 
Bahiana Distribuidora de Gás Ltda.
 
46.395.687/0001-02
 
Investee of subsidiary/affiliated company
 
100.00
 
1.51
 
Commercial, industrial and other
 
24
 
24
11
 
Utingás Armazenadora S.A.
 
61.916.920/0001-49
 
Investee of subsidiary/affiliated company
 
55.99
 
27.10
 
Commercial, industrial and other
 
2,800
 
2,800
12
 
Canamex Químicos S.A. de C.V.
 
-
 
Investee of subsidiary/affiliated company
 
100.00
 
1.42
 
Commercial, industrial and other
 
122,048
 
122,048
 
Note: This information is an integral part of the interim financial information as required by the CVM.
 

Ultrapar Participações S.A.and Subsidiaries
 
ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES
 
CHARACTERISTICS OF DEBENTURES
 
  1 - ITEM
 
01
  2 - ORDER NUMBER
 
SINGLE
  3 - REGISTRATION NUMBER IN THE CVM
 
CVM/SRE/DEB/2005/015
  4 - REGISTRATION DATE
 
04/06/2005
  5 - SERIES ISSUED
 
 UN
  6 - ISSUE TYPE
 
SINGLE
  7 - ISSUE NATURE
 
PUBLIC
  8 - ISSUE DATE
 
03/01/2005
  9 - MATURITY DATE
 
03/01/2008
10 - DEBENTURE TYPE
 
NO PREFERENCE
11 - YIELD
 
102.5% of the CDI
12 - PREMIUM/DISCOUNT
   
13 - PAR VALUE (REAIS)
 
10,000.00
14 - ISSUED AMOUNT (IN THOUSANDS OF REAIS)
 
303,078
15 - ISSUED SECURITIES (UNIT)
 
30,000
16 - OUTSTANDING SECURITIES (UNIT)
 
30,000
17 - SECURITIES HELD IN TREASURY (UNIT)
 
0
18 - REDEEMED SECURITIES (UNIT)
 
0
19 - CONVERTED SECURITIES (UNIT)
 
0
20 - UNPLACED SECURITIES (UNIT)
 
0
21 - LAST RESET DATE
   
22 - NEXT EVENT DATE
 
09/01/2007
 

Ultrapar Participações S.A.and Subsidiaries
 
 
ULTRAPAR PARTICIPAÇÕES S.A.
 
MD&A – ANALYSIS OF CONSOLIDATED EARNINGS
First Quarter 2007


(1) Key Indicators - Consolidated:

(R$ million)
1Q07
1Q06
4Q06
Change
1Q07 vs. 1Q06
Change
1Q07 vs. 4Q06
Net sales and services
1,174.1
1,097.7
1,203.8
7%
(2%)
Cost of sales and services
(950.9)
(898.7)
(970.6)
6%
(2%)
Gross Profit
223.2
199.0
233.2
12%
(4%)
Selling, general and administrative expenses
(155.8)
(140.4)
(163.3)
11%
(5%)
Other operating income (expense), net
(0.1)
0.6
(0.5)
(117%)
(80%)
Income from operations before financial items
67.3
59.2
69.4
14%
(3%)
Financial (expense) income, net
(7.9)
12.4
(1.3)
(164%)
508%
Equity in subsidiaries and affiliated companies
(0.1)
-
0.3
0%
133%
Nonoperating income (expense), net
(0.8)
(2.1)
2.4
(62%)
(133%)
Income before taxes and social contribution
58.5
69.5
70.8
(16%)
(17%)
Income and social contribution taxes
(23.4)
(23.0)
(24.9)
2%
(6%)
Benefit of tax holidays
2.8
11.4
4.2
(75%)
(33%)
Minority interest
(0.7)
(1.1)
(1.7)
(36%)
(59%)
Net income
37.2
56.8
48.4
(35%)
(23%)
           
EBITDA
115.1
106.6
115.4
8%
0%
           
Volume – LPG sales
368
355
388
3%
(5%)
Volume – Chemicals sales
144
129
131
12%
10%


Ultrapar Participações S.A.and Subsidiaries
 
(2) Performance Analysis:

Net Sales and Services– Ultrapar's net consolidated sales and services in 1Q07 amounted to R$ 1,174.1 million, 7% up on the net sales in 1Q06 and 2% lower than in 4Q06.

Ultragaz - The Brazilian LPG market expanded by 3% in 1Q07, compared to 1Q06, basically reflecting the improvement in income among the Brazilian population. In the same period, the volume sold by Ultragaz amounted to 368,000 tons, 3.5% higher than the volume sold in 1Q06 and exceeding the market's expansion rate, basically due to an increase of 4% in the bulk segment, result of the higher consumption by certain clients. In the bottled segment, sales volume was up by 3%, in line with the expansion in the market as a whole. Compared to 4Q06, Ultragaz's sales volume was down 5%, basically due to the seasonal drop in volume between the two periods. Net sales and services at Ultragaz amounted to R$ 735.4 million in 1Q07, 6% higher than the figure in 1Q06, basically due to an increase of 3.5% in volume sold and the benefits generated by the company's distribution structure review. Compared to 4Q06, there was a reduction of 5%, in line with the seasonal drop in sales volume.

Oxiteno - Total sales volume at Oxiteno in 1Q07 amounted to 144,000 tons, up 12% on 1Q06, as a result of better economy and the higher availability of ethylene, the highest growth being seen in the domestic market, where sales volume was up by 29% resulting in a better geographical sales mix. Growth in the domestic market took place in a widely spread manner in the various segments served by Oxiteno – sales of specialty chemicals saw an increase of 11,000 tons, the result of commercial initiatives and gains in market share, while commodities sales rose by 14,000 tons, due to the increase in local demand. In the export market, sales dropped back by 25% compared to 1Q06, consequence of higher sales in the domestic market. Canamex's sales volume was up 49% in the quarter, amounting to 8,500 tons. Compared to 4Q06, Oxiteno's total sales volume was up 10%, expanding by 16% in the domestic market. Oxiteno reported net sales and services of R$ 396.2 million in 1Q07, up 11% compared to 1Q06, basically due to an increase in sales volume of 12% – the 4% appreciation in the Brazilian Real against the US Dollar offset the better geographical sales mix and higher prices in the international market. Compared to 4Q06 there was an increase of 2% as a result of growth in sales on, offset by (i) a higher proportion of commodities in the volume sold, and (ii) the appreciation of the Brazilian Real against the US Dollar.

Ultracargo - Average storage volume at Ultracargo, measured in cubic metres, in 1Q07 was 17% higher than in 1Q06, basically due to the expansion in operations at the Santos Intermodal Terminal and the Suape Terminal, whose expansion was completed in 4Q06. Compared to 4Q06 the average storage volume increased by 5% as a result of the expansion at the Suape Terminal. In the transport segment, the total kilometres travelled was down 29% compared to 1Q06, as a result of the decision to focus its operations in rendering services with higher aggregate value. In comparison to 4Q06, kilometrage travelled remained stable. Net revenues from services at Ultracargo amounted to R$ 54.3 million in 1Q07, down 7% compared to 1Q06 as a result of the reduction in transport operations, partly offset by an increase in average storage. Compared to 4Q06, net revenues were practically stable.

Cost of Sales and Services:  Ultrapar's cost of sales and services amounted to R$ 950.9 million in 1Q07, 6% higher than in 1Q06, and down 2% on 4Q06.

Ultragaz – The cost of sales and services at Ultragaz amounted to R$ 618.3 million in 1Q07, up 4% on 1Q06, due to an increase of 3.5% in volume sold and higher personnel expenses as a result of collective wage agreements implemented. Compared with 4Q06, there was a reduction of 5%, due to a seasonal drop in sales volume and non-recurring costs booked in 4Q06.
 

Ultrapar Participações S.A.and Subsidiaries
 
Oxiteno – Oxiteno's cost of sales and services in 1Q07 amounted to R$ 311.4 million, up 12% on 1Q06, compatible with the volume sold. The increase in the cost of ethylene in dollar terms was compensated for by the appreciation of 4% in the Brazilian Real against the US dollar. Compared to 4Q06, there was an increase of 5% in the cost of sales and services, less than the increase of 10% in sales volume, as a result of the appreciation in the Real and the change in product mix, with a lower proportion of specialty chemicals.

Ultracargo – The cost of services provided by Ultracargo amounted to R$ 33.1 million in 1Q07, down 13% and 1% compared to 1Q06 and 4Q06, respectively, principally related to the drop in costs in the transport division.

Gross Profit: Ultrapar reported gross profit of R$ 223.2 million, a 12% increase over 1Q06. Compared to 4Q06, the company’s gross profit was 4% lower.

Selling, General and Administrative Expenses: Ultrapar's sales, general and administrative expenses amounted to R$ 155.8 million, up 11% on 1Q06 and down 5% on 4Q06, respectively.

Ultragaz – Sales, general and administrative expenses at Ultragaz totalled R$ 86.1 million in 1Q07, up 16% compared to 1Q06, basically due to: (i) an increase in personnel expenses as a result of annual collective wage agreements and expansion in the size of the workforce – compatible with the company's new commercial structure; and (ii) higher expenses on advertising and marketing, the result of sales campaigns. Compared to 4Q06, there was a drop of 5%, basically due to a reduction in sales volume and extraordinary expenses booked in 4Q06.

Oxiteno – Sales, general and administrative expenses at Oxiteno amounted to R$ 54.7 million in 1Q07, 11% higher than in 1Q06, due to (i) an increase in sales volume, (ii) higher sales expenses at Canamex, as a result of increased sales volume, including exports and (iii) higher personnel expenses as a result of annual collective wage agreements. Compared to 4Q06, there was a reduction of 4%, basically as a result of a reduction in international freight expenses and lower personnel expenses.

Ultracargo – Ultracargo's sales, general and administrative expenses totalled R$ 16.3 million in 1Q07, down 11% on 1Q06, due to downsizing in the workforce as a result of the reduction in transport operations, partially offset by higher expenses from the expansion into storage operations. Compared to 4Q06, there was a drop of 6% as a result of adjustments in the size of the workforce.

Income from Operations before Financial Items: Ultrapar reported income from operations before financial items of R$ 67.3 million in 1Q07, 14% higher than the operating income reported in 1Q06. Compared to 4Q06, Ultrapar’s income from operations before financial items decreased by 3%.

Financial Income (Expenses), Net: Ultrapar reported net financial expenses of R$ 7.9 million in 1Q07, compared to net financial revenues of R$ 12.4 million in 1Q06. The financial result in 1Q06 benefited from the extraordinary gain of R$ 16 million as a result of the winning of lawsuits related to the levy of PIS and COFINS on financial revenues. Additionally, this result reflects a drop in the company's net cash position, which was R$ 127.4 million at the end of 1Q06, compared to a net debt of R$ 48.3 million in 1Q07.

Nonoperating Income (Expenses), Net: In 1Q07 Ultrapar reported nonoperating expenses, net, of R$ 0.8 million, basically composed by R$ 1.2 million of project analyses, partially offset by R$ 0.4 million from the sale of permanent assets, mainly gas cylinders and vehicles.
 

Ultrapar Participações S.A.and Subsidiaries
 
Income and Social Contribution / Benefit of Tax Holidays: Ultrapar’s 1Q07 income and social contribution taxes expenses amounted to R$ 23.4 million, a 2% increase compared to 1Q06. Compared to 4Q06, Ultrapar’s income and social contribution taxes expenses were 6% lower, as a result of the reduction in income before taxes and social contribution. In December 2006, the income tax exemption enjoyed by Oxiteno's unit at Camaçari expired, and a request was filed with ADENE (Northeast Development Agency), responsible to manage this incentive program, asking for a 75% reduction in income tax until 2016. Ultrapar expects to have a response to this request in the next few weeks. If the income tax reduction is approved, Oxiteno should wait for the Federal Tax Authorities to issue its opinion, which has a time limit of 120 days to occur. Only after this period will Oxiteno book the amount of the tax benefit in its results, retrospectively to January 1, 2007. Should the fiscal benefit had already been obtained since January 1, 2007, the total expense with income tax and social contribution would have been reduced in R$ 6.2 million.

Net Income: Ultrapar's consolidated net earnings in 1Q07 amounted to R$ 37.2 million, 35% and 23% lower than the net earnings in 1Q06 and 4Q06, respectively, basically due to basically due to the effects mentioned in the financial result and benefit of tax holidays .

EBITDA:Ultrapar reported consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) of R$ 115.1 million in 1Q07, up 8% compared to 1Q06, and stable compared to 4Q06.

Ultragaz – EBITDA at Ultragaz amounted to R$ 60.4 million in 1Q07, up 9% on 1Q06, due to growth in sales volume as well as the benefits generated by the company’s distribution structure review. Compared to 4Q06, there was an improvement of 3%.

Oxiteno – EBITDA at Oxiteno totalled R$ 42.1 million in 1Q07, 4% up on 1Q06, basically due to an increase in sales volume, partially offset by appreciation of 4% in the Brazilian Real and an increase in the dollar-denominated cost of ethylene. Compared to 4Q06, there was a reduction of 9% due basically to the higher portion of commodities as a percentage of overall sales volume and the appreciation of the Brazilian Real against the US dollar.

Ultracargo – Ultracargo presented EBITDA of R$ 11.1 million in 1Q07, up 19% and 22%, respectively on 1Q06 and 4Q06, as a result of expansion in storage operations and the restructuring of operations in the transport segment, prioritizing operations with a higher aggregate value.

EBITDA

R$ million
1Q07
1Q06
4Q06
Change
1Q07 X 1Q06
Change
1Q07 X  4Q06
Ultrapar
115.1
106.6
115.4
8%
0%
Ultragaz
60.4
55.3
58.4
9%
3%
Oxiteno
42.1
40.5
46.1
4%
(9%)
Ultracargo
11.1
9.3
9.1
19%
22%


We hereby inform that, in accordance with the requirements of CVM Resolution 381/03, our independent auditors KPMG Auditores Independentes have not performed during this first three months of 2007 any service other than the external audit of the financial statements of Ultrapar and affiliated companies and subsidiaries. We also inform that there is no expectation, for the current year, for KPMG to perform any other service amounting to more than 5% of the auditing cost.
 

 
 
 
SIGNATURES
 
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.
     
 
ULTRAPAR HOLDINGS INC.
 
 
 
 
 
 
Date: May 14, 2007 By:   /s/ André Covre
 
Name: André Covre
  Title: Chief Financial and Investor Relations Officer

 



( Minutes of a meeting of the Board of Directors (05/2007) / Interim Financial Information for the period Ended March 31, 2007 and Independent Accountants’ Review Report)