Intangible Assets, Net

12 Months Ended

Dec. 31, 2025

Note 11. Intangible assets, net

The changes in the carrying amount of goodwill and intangible assets for the years ended December 31, 2025, 2024, and 2023 were as follows:

	December 31, 2025
	Technology software			Brands			Customer relationships			Non- competition agreements			Goodwill			Total
Cost:
Balance as of January 1, 2025		74,625			80,256			35,574			5,957			185,758			382,170
Additions by acquisition		989			1,037			-			-			1,188			3,214
Additions by internal development		6,052			-			-			-			-			6,052
Write-off due to discontinued subsidiary operation		(9,274	)		(2,027	)		(2,226	)		-			(15,960	)		(29,487	)
Impairment of goodwill		-			-			-			-			(14,540	)		(14,540	)
Balance as of December 31, 2025		72,392			79,266			33,348			5,957			156,446			347,409
Accumulated Amortization:
Balance as of January 1, 2025		(32,019	)		(12,435	)		(13,640	)		(4,701	)		-			(62,795	)
Amortization for the period		(9,313	)		(3,285	)		(3,480	)		(1,209	)		-			(17,286	)
Impairment of CGU		(6	)		(7	)		-			-			-			(13	)
Disposals due to discontinued subsidiary operation		693			245			1,312			-			-			2,250
Balance as of December 31, 2025		(40,645	)		(15,482	)		(15,808	)		(5,910	)		-			(77,845	)
Intangible assets, net as of December 31, 2025		31,747			63,784			17,540			47			156,446			269,564

	December 31, 2024
	Technology software			Brands			Customer relationships			Non- competition agreements			Goodwill			Total
Cost:
Balance as of January 1, 2024		60,394			80,256			35,574			5,957			204,099			386,280
Additions by internal development		14,231			-			-			-			-			14,231
Impairment of goodwill		-			-			-			-			(18,341	)		(18,341	)
Balance as of December 31, 2024		74,625			80,256			35,574			5,957			185,758			382,170
Accumulated Amortization:
Balance as of January 1, 2024		(22,643	)		(9,141	)		(9,844	)		(3,492	)		-			(45,120	)
Amortization for the period		(9,376	)		(3,294	)		(3,796	)		(1,209	)		-			(17,675	)
Balance as of December 31, 2024		(32,019	)		(12,435	)		(13,640	)		(4,701	)		-			(62,795	)
Intangible assets, net as of December 31, 2024		42,606			67,821			21,934			1,256			185,758			319,375

Amortization of intangible assets with definite useful lives is based on estimates of their useful lives. Intangible assets were recognized as a result of the business combinations detailed in note 5. The recognized values and useful lives of the identifiable intangible assets generated as a result of the business combinations were based on the purchase price accounting valuations completed by independent external specialists. Each subsidiary was evaluated separately upon their acquisition date. In the years ended December 31, 2025, 2024, and 2023, there were no changes in the expected useful lives of these assets.

Impairment testing of intangible assets with definite useful lives

Intangible assets with definite useful lives were allocated to CGUs, which were subject to annual impairment testing, and no provision for impairment was required.

Impairment testing of goodwill

Goodwill acquired as a result of a business combination is allocated to each of the CGUs for impairment testing purposes. Each subsidiary acquired represents a separate CGU. The recoverable amount of each CGU is determined based on the value-in-use approach. The recoverable amount under the value-in-use approach was greater than the fair value less selling expenses approach at the time of the impairment test. The assumptions with the most relevant impact used in the calculation of the value in use are:

●

Cash flow projections, with information related to sales growth, costs, expenses, fixed investments and working capital investments are based on annual projections prepared by each CGU and approved by Management.

●

Discount rate: The discount rate represents the risk assessment in the current market. The calculation of the discount rate is based on specific circumstances of the CGU tested and is derived from the weighted average capital costs of the CGU tested.

●

Growth in perpetuity: The estimate is based mainly on the: (i) historical performance of the CGU, (ii) expectation of organic growth by sector of operation; and (iii) expectation of inflation and economic growth based on projections released by the Central Bank of Brazil, which is the principal monetary authority of the country.

Projection periods of five years were considered for the Group´s CGU, with a 3% growth in perpetuity, which corresponds to the projected long-term inflation rate.

Cash flows were discounted to present value through the application of the rate determined by the Weighted Average Capital Cost (“WACC”), which was calculated using the Capital Asset Pricing Model (“CAPM”) method, also considering several components of financing, debt and equity used by the Group to finance its activities. The discount rates utilized for each CGU ranged from 12.54% to 20.91%.

As of December 31, 2023, the Company recorded impairment totaling R$11.4 million related to the goodwill recorded on Datahub. The carrying value for Datahub was valued at R$42.7 million and the recoverable amount at R$31.3 million as of December 31, 2023, indicating an impairment.

The Company evaluated each CGU for impairment as of December 31, 2024, and identified two CGUs with indicators of impairment due to their carrying values being greater than their recovery values; Datahub and Onclick. The carrying values of Datahub and OnClick as of December 31, 2024, were R$34.7 million and R$43.1 million, respectively, compared to their recoverable values as of December 31, 2024, of R$17.8 million and R$41.7 million, respectively. The Company recorded impairment totaling R$18.3 million, writing down the carrying value of Datahub by R$16.9 million and OnClick by R$1.4 million.

The Company evaluated each CGU for impairment as of December 31, 2025, and identified three CGUs with indicators of impairment due to their carrying values being greater than their recovery values; Leadlovers, Munddi and Onclick. The carrying values of Leadlovers, Munddi and OnClick as of December 31, 2025, were R$29.7 million, R$2.3 million and R$40.0 million, respectively, compared to their recoverable values as of December 31, 2025, of R$22.7 million, $ R1.1 million and R$33.7 million, respectively. The Company recorded impairment totaling R$14.5 million, writing down the carrying value of Leadlovers, Munddi and OnClick by R$7.0 million, R$1.2 million and R$6.3 million, respectively.

Management believes any reasonably possible change in the key assumptions on which recoverable amounts are based would not cause its CGUs’ carrying amounts to exceed its recoverable amounts. Though Management believes its judgments, assumptions and estimates are appropriate, actual results may differ from such estimates under different assumptions, macroeconomic and market conditions.