Localiza Rent a Car SA

BOVESPA:RENT3

Earnings Call Transcript 2022-Q2

[Operator]

Welcome to the Unidas and Localiza webinar referring to the results for the second quarter '22. We are proud to hold our first joint call. Considering that the closing of the business operation took place on July 1 this quarter, we'll still present the numbers for each company separately. Here we have with us representing Unidas, Luís Fernando Porto, Marco Tulio and [ Carlos Sarquis ]; who will be presenting Localiza numbers, Bruno Lasansky, Rodrigo Tavares and Nora Lanari. We will open the agenda with the presentation of Localiza's results, and then we'll move on to the Unidas results. We'll have the words of Bruno Lasansky and Luís Fernando Porto, then we'll conclude with the Q&A session.

Please be advised that the webinar is being recorded and will be made available on ri.localiza.com/en where the complete material of our earnings release is available. You can also download the presentation from the chat icon. We would also like to inform you that the RI site -- website for Unidas has already been incorporated into Localiza. Just access information to shareholders [indiscernible] filings and download the earnings document.

[Operator Instructions] We inform you that all values in this presentation are in millions of reals in IFRS. We emphasize that the information contained in the presentation and any statements herein regarding Localiza's business prospects, operating and financial projections and goals constitute beliefs and assumptions. Forward-looking considerations are not guarantees of performance. They involve risks [Audio Gap] to begin our presentation.

[Rodrigo Tavares Goncalves de Sousa, executive]

Good afternoon, everyone, and welcome to the Localiza and Unidas results webinar. We'll start with Localiza's results presentation on Page 3. The second quarter '22 was a quarter of increase in the number of rental days and rental rate in both Rental divisions year-over-year. In Car Rentals, we presented a growth of 42% in net revenue, resulting from 13.6% increase in volume and a 24.9% rise in the average daily rate. It's important to highlight that the rental rate remains at a high level even when compared quarter-over-quarter due to price adjustments and longer-duration segments after the peak season in Q1.

The utilization rate at a level close to 80% reinforces the consistency of demand and managerial abilities for pricing and fleet occupation in addition to the NPS levels, even with a higher mileage of the fleet. In Fleet Rental, net revenue grew by 27.8% due to the 11.1% higher volume and 13.5% increase in the average daily rate year-over-year. The orders backlog remains high and above 20,000 cars. And then post [indiscernible] all-time high in this quarter, reflecting our investments in commercial excellence.

On the next page, on Page #4, we present the volume of cars purchased and sold and fleet investments. In Q2 '22, as expected, we saw a car production resumption and higher volume in direct sales, resulting in increased purchases throughout the quarter. 41,162 cars were purchased and 18,862 were sold with a net addition of 22,300 cars to the fleet. The average purchase price was BRL [ 93,400 ] per car, a 59.4% increase year-over-year, explained by the increase in new car prices alongside with the purchase mix.

The average sales price reached 71.6, a 29.8% higher rate than the same period last year. This quarter, we increased the commissioning of cars with higher mileages especially at the end of the quarter. We are very excited about the timing for higher purchase levels and the business combination with Unidas, giving room for better mix management alongside growth acceleration and fleet renewal starting on Q3.

On Page 5, we can see the evolution of the fleet. We ended the quarter with 235,000 cars in RAC, a 12.7% increase year-over-year, and 80,137 cars in fleet rental, a 21.7% growth. As a result, the consolidated fleet advanced 14.9% year-over-year, surpassing for the first time the 315,000 cars threshold.

On Page 6, we highlight the EBITDA evolution in Q2 '22, reaching BRL 1.1 billion, a 45.1% increase year-over-year. The Car Rental division brought in strong progress with the EBITDA margin reaching 55.2%, a 16 percentage points growth compared to Q2 '21. The margin expansion is due to the higher rental rates, lower default rates and car theft and higher PIS and COFINS credit taking even with higher maintenance costs.

On the other hand, the margin is still impacted by the increasing car average integrating 0.5 percentage points and another 0.5% on margin. In Fleet Management, we have a 59.5% margin, down 6.5 percentage points year-over-year. In addition to the increase in maintenance costs, we had a one-off increase in car theft in the division. Beyond these costs, integration expenses alongside with initiatives in the mobility of the system brought an impact of around 2.7 percentage points in Fleet Rental EBITDA margin. We understand that the increased car purchases and the reduction in delivery times for customers will contribute to accelerate this division's growth starting next quarter.

Finally, in Seminovos, the 12% margin is down 2.6 percentage points compared to the same period last year. We already had started to increase the preparation for sales structure considering the need to renew the combined company's fleet. The relationship between old books and revenue increased around 3 percentage points. But the preparation costs due to higher mileage of the fleet and acceleration of the decommissioning at the end of the quarter have still not been reflected in revenue. We had a 2.5 percentage point increase in revenue, mainly explaining the post sales increase and reduction in the structure to use the combined fleet.

On Page 7, we see that in RAC, the average annualized depreciation per car continues to advance sequentially at BRL 2,675, in spite of the fleet renewal and expansion. In the Fleet Rental division, the average annualized depreciation advances compared to the last quarter, going up to BRL 1,482 per car. On Page 8, we can observe that consolidated EBIT reached BRL 892.5 million, representing a growth of 32.6% year-over-year. The EBIT margin for Car Rental was 49.6%, a slight increase compared to last year's -- to last year's despite the depreciation increase and the reduced volume of cars sold, offset by the increase in EBITDA.

In Fleet Rental, the EBIT margin was 62.8%, 10.4 percentage points lower than the same period of last year, explained by the reduction in the EBITDA margin, as mentioned before, and the lower Seminovos contribution. The net quarter income displayed on Page 9 grew 2% in the year-over-year comparison, adding up to BRL 456.7 million. The operational results offset the higher depreciation and financial expenses, resulting from the higher average balance of debt and interest.

We see on Page 10 that the company presented a strong operational cash generation before growth. However, the required investment for the net addition of nearly 23,000 cars resulted in a cash consumption in the semester. Even so, we ended with a period of the net debt-to-EBITDA ratio for the last 12 months of 2x, leaving the company available to capture the opportunities to increase fleet in a scenario of better availability of cars.

Finally, on Page 11, we present the ROIC Q2 '22 of 18.1%, with a spread in relation to the cost of 11.6 percentage points after taxes. Following our presentation schedule, I would like to give the floor to Marco Tulio for the considerations regarding Unidas results.

[Marco Tulio, executive]

Thanks Rodrigo. Good afternoon, everyone. It's with great satisfaction that I would like to present Unidas second quarter results to all of you here. The combination of results is the result of work we started back in 2020 and the beginning of an even bigger one now. Now moving on to Page 13, we'll speak briefly about the RAC and fleet results. Starting with car rental, we delivered in Q2 '22, a record net revenue of BRL 469.5 million, a 54.8% increase year-over-year. We reached a higher volume of rental days in the quarter with BRL 4.9 million. It reflects of more than available cars of 41.9% above reaching [ BRL 139 ], given the increase in prices in all the subsegments of the operation.

Even in a quarter -- in fleet rental, we continued to accumulate excellent results. We increased 46.3% in net revenue year-over-year by delivering the record amount of BRL 637 million in the quarter. This result reflects the increase in volume of daily rentals with an average monthly rate of BRL 2,086.

Going on to Page 14. We've seen investments in fleet for this quarter. We need to surpass a purchase record by acquiring 30,700 vehicles, the largest gross purchase in the company's history for a single quarter with a net addition of 18,200 new cars. This movement was in line with Unidas expectations for the quarter and leads us to believe in an even more favorable supply scenario for the coming months.

Moving on to Page 15. We show you the evolution of the end-of-period fleet in both businesses. We reached [indiscernible] vehicles and fleet rental, an increase of 25.3%. And in RAC, we reached 87,000 vehicles, an increase of 23.1% compared to the previous year. In the sum of the 2 segments, we advanced 24% and reached a record total of [ 219.7 ] vehicles in the quarter.

On Page 16, we presented a record adjusted EBITDA of BRA 843 million in the second quarter. Excluding the extraordinary effects related to business integration in the period of approximately BRL 14.4 million, the EBITDA margin for RAC and fleet were respectively 55.5% and 67.2%. The Seminovos EBITDA margin was 18.4%.

On Slide 17, we presented the evolution of depreciation for both businesses, reaching BRL [ 4,300 ] and BRL [ 3.900 ] in RAC and fleets. Increases represent the adjustments needed for the mix and the purchases and stock of older vehicles in the fleet.

On Slide 18, we present Unidas adjusted EBIT, which reached BRL 622 million in the quarter, an increase of 48.4% compared to the same quarter of 2021. Moving on to the next slide, #19. We'll talk about Unidas adjusted net income. In this quarter, we had a nonrecurring impact of BRL 253.4 million in income tax. This impact is due to the provision for write-off of tax losses proportional to the spin-off of shareholders' equity of Unidas SA as a result of the creation of Unidas Locadora assay which will be sold as part of the merger. We believe that this impact, which did not affect cash flow, will be offset in the future through the detectability of the goodwill generated by the business combination.

Moving on to the next slide in the presentation, Page 20, I'll talk briefly about debt and covenants. We ended the second quarter with a net debt of BRL 9.3 billion and a fleet value of BRL 15.2 billion. The ratio net debt-to-adjusted LTM EBITDA ratio was 3.3x. And finally, on Page 21, I present the 2Q '22 LTM ROIC of 13.7% and a cost of debt of 7.3%, a ROIC spread of 6.4 percentage points retraction explained by the higher cost of debt in the period.

Now I'll turn the floor over to Bruno for his remarks.

[Bruno Sebastian Lasansky, executive]

Thank you very much, Marco. We are celebrating the completion of the business combination with Unidas. On July 1, 2022, we formalized the closing of the business combination and started to operate with a combined ticker. A new Localiza is now born, even more robust from bringing together talent, skills and business complementarity of 2 large companies with a solid track record.

From a strategic point of view, this union enables us to be one of the largest and most complete platforms for mobility solutions with a great potential for growth and value creation. From the operational and financial point of view, we have more than 15 million customers, 16,000 employees, 650 rental agencies and 190 used car stores, in addition to 1.3 million connected vehicles and the network of partners spread across Brazil and Latin America.

We are the leaders in car rental, fleet management and in addition to having the [indiscernible] brands in the category being the 15th most valuable brand in Brazil. Our fleet totals more than 530,000 cars with a book value of BRL 34.6 billion. In the last 12 months, the combined company has purchased more than 203,000 cars with a net addition of 89,000 vehicles. In the last quarter alone, 40,000 cars were added to our fleet.

Our combined revenue totals approximately BRL 18 billion, EBITDA of BRL 7.3 billion and net income of BRL 3 billion, excluding the operational one-offs from the merger. We ended the quarter with a strong balance sheet and a net debt over EBITDA ratio of 2.5x, in addition to more than BRL 10.6 billion in cash flow when we consider the debt issuance in July. That places us in a good position to capture opportunities of growth and fleet renewal in a scenario of greater and better availability of cars.

In addition to the strategic means, we believe that there are relevant financial and operational synergies from the implementation of best practices and scale gains. We also supported by an even more robust Board of Directors with Luís Fernando Porto as the Executive Vice Chair and Sergio Resende as a Board member, both recognized for their strong entrepreneurial spirit, bringing more than 30 years of experience in the industry.

In August, we started the spin-off process of assets to be divested, which should be completed during 4Q '22 as well as we have begun the business integration between Localiza and Unidas. At this stage, the culture and people business and technology fronts are acting more strategically for the success of the operation. We have a team of professionals exclusively dedicated to this mission, working on the planning and execution so that everything takes place in an agile manner, coordinated and aligned with our short, medium and long-term goals.

We've prepared a robust governance to drive the integration while we maintain our focus on our customers' growth and high performance. Localiza was established in 1973 with 6 VW Beetles and [indiscernible] which originated Unidas in 1993 with 16 cars. Today, we are celebrating together the milestone of 500,000 vehicles, and we believe this is just the beginning. We are very excited about the future, maintaining the same determination, boldness and modesty of the first day. I'll hand the floor over to our Executive Vice President of the Board, Luís Fernando. Luís?

[Luís Fernando Porto, executive]

Thank you, Bruno. Personally, I can say that I'm very proud of the history built so far and absolutely excited about what's to come. It has been a pleasure to hand over the Unidas CEO charge to you and at the same time, take on the position of Executive Vice President of Localiza's Board. I will continue to be fully dedicated to our company. I would also like to inform how much I admire you for everything that you've built so far and I'm absolutely sure that together, we will go even further. Thank you, and you can count on me.

[Operator]

[Operator Instructions] Our first live question is from Lucas Barbosa from Santander.

[Lucas Barbosa, analyst]

Can you hear me?

[Rodrigo Tavares Goncalves de Sousa, executive]

Yes, we can. Go ahead.

[Lucas Barbosa, analyst]

I'd like to talk about the Seminovos, the used cars. So when we look at Localiza, we -- a recurring drop of 280 basis points and the recurring margin EBIT, I believe that many aspects explain the drop in margins. Some were explained in the press release, higher number of fleets and sale and provisioning because of -- or higher dilution of SG&A and even preparing a higher volume of cars in the second quarter that affected the cost, but hasn't affected the revenue yet.

So my question is, can you give us some more flavor in order of magnitude for this quarter and then in the next quarter? If we don't see any changes in the used car prices, should we expect a recovery in the EBITDA margin of the used cars? That's my first question.

[Rodrigo Tavares Goncalves de Sousa, executive]

Thanks, Lucas. You mentioned most of the effects already when we look at it quarter-over-quarter. So in fact, we do have an impact -- sorry, when you look at this quarter-over-quarter, you can see an impact of 2.6 points to the margin. And actually, the preparation is valid in this case. And we had a high volume of preparation in that second quarter. So the cars have higher mileage. So we're spending more in getting these cars ready. And afterwards, they will be sold.

In addition, we had an effect of approximately 0.5 percentage point in maintenance, so in third-party services. For SG&A, you can see that there's an effect of 0.7 points in G&A. So how can we explain that? There's a part of that SG&A in after sales. But mainly, the reason is because we're getting ready for a new volume in the renewal of the combined company. So the volume sold in this quarter were relatively small based on what we expect for the quarter.

In the second half, in the third quarter, we'll see 2 effects taking place together. The first one is, in fact, we do have a used car market that's a bit more challenging, but at the same time, that higher volume will enable us to dilute the fixed costs even more that we have from the stores. So about the margin, the dynamic of those 2 effects will determine the margin going forward.

[Nora Lanari, executive]

Lucas, I'd like to add, we'd like to stress the fact that by receiving more cars, we prepare to decommission the older cars in the fleet with a higher mileage, and that will affect the cost, but that mismatch of what we've decommissioned now and what we'll sell in the quarter. So I'm very confident that we will speed up the fleet renewal, improve the backlog and speed up RAC and fleet.

[Lucas Barbosa, analyst]

Second question is the BRL 23 million, BRL 24 million in expenses in the mobility ecosystem, how relevant are those expenses in the previous quarters? And are there any expenses of those BRL 23 million or BRL 24 million that will be nonrecurring in that such a software? Or anything else that's one-off that you won't carry going forward? Or should we imagine that those expenses in the next quarters will be approximately BRL 23 million, BRL 24 million?

[Rodrigo Tavares Goncalves de Sousa, executive]

Lucas, Rodrigo speaking. Those expenses in the other quarters were much lower. But as we had mentioned before, there are many different initiatives that we have, and we believe that are very important, and they're focusing on being customer-centric. So at the end of the day, we're looking at investments in the order of 2% of our profit before taxes.

In our strategy, when we think of the growth avenues in the long term, when we think about the investments of the 2% will bring in the future. So that said, all the investment is rigorously allocated in terms of capital, also understanding the feasibility of [indiscernible] speeding up the initiatives that seem more promising and slowing down the initiatives that we believe that will not bring that result.

So for the upcoming quarters, we should continue with investments in the initiatives that we believe will truly add value to the future.

[Nora Lanari, executive]

Lucas, I'd like to add, obviously, that you have the setup effect of that initiative such as consulting. But we do have many initiatives that are in different stages of maturity. So as we gain scale and grow those initiatives, those costs will definitely be diluted given the effect of growth that should take place.

That said, these are mid- and long-term initiatives. And we can handle that according to our discipline of capital allocation.

[Operator]

Next question is from Lucas Marquiori, BTG.

[Lucas Marquiori, analyst]

Two questions from my side. First of all, I'm curious about the RAC rates dynamics. So quarter-over-quarter, Rodrigo mentioned in his presentation that there's still an effect of transferring the rate for the long-term products. So second half of the year, can you tell us about how people are receiving the rate increases for leisure we see the competition, focusing on prices and even given that your fleet is more expensive, would you think of increasing rates as well? Can you talk about RAC and all of that the mix? That's the first one.

And the second one is more about strategy since everyone here -- everyone is present here. Can you mention the priorities of the combined company? There's a lot on the table now, the integration and new initiatives, new segments, new product lines, maybe even internationalization. So could you help us understand how you would be allocating time, capital of the company, any strategic objectives in the very short-term integration? And then what comes next and then maybe expand it to new initiatives, so we can understand the prioritization of the human capital in the company. That's what I have.

[Nora Lanari, executive]

Lucas, Nora speaking. Thank you for your question. I think it's worth noting that in the first quarter, we have an important effect of seasonality, right? We have summer vacation. We go into the second quarter with some additional price transfers in the longer-duration segments, but our pricing considers 3 components: The willingness to pay from our customers; the return that we demand; and obviously, the competitive environment. And we believe that being in this position now that we're getting -- receiving cars again, we can price considering those levers. When we look at the utilization rate, it grows in the second quarter vis-a-vis the first. So we see a very robust, resilient demand in certain segments that we have awaiting line. That means that we expect growth in RAC. So normal seasonality was mitigated given the transfer in the longer segments end of the first quarter, beginning of the second. Second point is that the average rates aren't necessarily comparable because it depends on numerous criteria, but they are affected by the fleet mix, higher or lower concentration in premium cars and segment mix, such as individuals and longer duration segments.

Just to add, of course, we still have a price dynamics, but our needs to increase rates is much lower than our competitors. In addition, we also have all potential synergies to create value. So in a context with more availability of cars and better mix, we'll try to understand the best way to move forward with the increase in rates and take advantage of the market at the moment.

[Rodrigo Tavares Goncalves de Sousa, executive]

Thank you, Lucas, for your question. And now talking a little bit about priorities. I'd like to list 3 of them that we have in this context. First, certainly is to maintain external focus -- or in other words, keep high performance of the business, look at the clients, of course, taking care of our employees, our people in this scenario where we see this very competitive dynamics and fleet. So our first focus is certainly maintain our high performance.

Second is to lead planning and execution of our integration with 3 major elements. One is the actual the investments that we are looking at during this process and the actual integration between Unidas and Localiza in the next few quarters. So these are certainly our major goals to maintain high business performance as we have been doing and also integration. And there's a third point here, which is to effectively plan the -- create the plan for the combined companies to access full information, and we'll only have this information as of July 1.

So we are still deepening our view in the medium and long term to actually create the strategic plan and at the right time, communicate this to the market in terms of our priority. The positive side is that we now find a company with a double scale, even more solid scale with great potential to capture these financial and operational synergies and also from the strategic standpoint, a very robust products portfolio to delight customers even further and grow where there with a very robust capital structure in a scenario with better and more availability of the fleet. So this is a bit of our scenario.

And finally, I'd like to mention that we also have the double talent pool due to these high-performance teams from both companies. And I'd also like to mention the high level of engagement from both companies, we are among the top 10% in terms of engagement, which allows us to have a very well-connected team with everything that's going on to capture all these opportunities.

[Operator]

[Operator Instructions] Next question from Bruno Amorim from Goldman Sachs.

[Bruno Amorim, analyst]

I'd like to talk a little bit about the view in the next 3 to 5 years listening from -- to hear this from senior management from both companies. In the pre-pandemic scenario, we had very strong growth in the -- from the major players in the industry with consolidation, especially in the RAC market. We saw price incentives with a capital cost drop, we saw Uber coming in as a business line.

So I'd like to hear from you what you think your perspectives from now on, of course, in the very short term, you also have the lower supply issue. But for the medium and long term, 3 to 5 years, imagining that the car supply will not be an issue any longer, what do you think will be the main contributors for growth? Do you think we can -- you can gain share an Uber from the drivers that already rent vehicles?

Can we increase the spaces in RAC? Can we gain more market share or market share that is still not in the hands of the major players? Are you still -- are you looking at this segment, the fleet segment is less consolidated than RAC, do you see any reason for not having convergence and the market share -- greater market share that we see in RAC, of course, Localiza, and you need to have similar initiatives? This is a growth avenue. So I'd like to hear from you what you believe will -- this next cycle will look like? So I'd like to hear your view.

And just a last question. The last cycle between 2016 and '19, we saw a very strong drop in interest rates that allowed the industry to accommodate with lower returns. And now we see this sea of cars with a much higher level of prices after the pandemic and looking at [ CLIC ] low single digits again. So I'd like to hear from you what -- if you believe this might be a headwind moving forward?

[Nora Lanari, executive]

Thank you, Bruno, for your question. I'd like to start by saying that we do understand that there is a great potential for growth in 3 major blocks. We see our businesses consolidating in Fleet Management and Car Rental with a great potential for growth. I'd like to mention the example in third-party fleets and approximately 8 of every 10 cars of companies that have more than 10 cars are in their statements. So we still have a great market. And I would also like to say that production or the number of signed contracts in the last quarter and now with the combined company is at a record high.

So we see a market with more than 20 years of, at least, for Localiza was launched in '99, but with a great growth potential and for car rentals also when we think about penetration for car rental products for short term, for leisure, as well as everything that has to do with flexible monthly rentals for individuals. So this is the first vector. And we also need to unfold and to discover this market and at the same time, bring in more convenience, more ease and closeness to the client.

And I'd also like to mention that the there's a -- there are groups of segments with a very large addressable market. And our products are more recent. And I'd like to highlight two of them. On the one side, we have Zarp Localiza, which is the most complete solution in the market for app drivers. It's -- we have more than 600,000 drivers, and we believe that there's still a lot of room to grow in addition to the subscription vehicles with small and medium companies, these are 3.2 million cars with small and medium companies and only 0.5% are subscription.

So we see that, once again, we have a huge market to be explored. And we're very excited. Rodrigo mentioned this with the combined Localiza with very relevant values for new subscriptions with a very high NPS. And there's a third group connected to these new initiatives, we have a solutions platform that is very complete. And as I mentioned, the company management and Board are looking at the strategic plan, but we have telemetry solutions, solutions that Unidas is bringing into the new company that are also being assessed so that we can communicate this to the market.

And I'd also like to say that, of course, all of this makes us very optimistic in terms of continue to grow. But there's a particular in the scenario. As Rodrigo mentioned, there is a return of availability of fleets with better availability for us to actually grow and to renew our fleet. And there's a competitive position that is even more set apart for the company because we have greater scale, we have a leverage level, as I mentioned, that will allow us to take that course. And we have an opportunity to capture different synergies to continue managing ROIC and spread with 3 elements in mind.

First, the willingness -- the client willingness -- the client's willingness to pay for our solutions. Second, our needs or our goal to continue generating spread in [ EPS ] for our shareholders and the competitive dynamics. So we understand, we believe that there's -- we're coming in very well prepared leveraging an even greater scale and an even better competitive position to capture this new cycle with the medium term in mind, as you mentioned.

[Operator]

Our next question is from Pedro Bruno from XP.

[Pedro Bruno, analyst]

I'd like to ask if you could please talk a little bit more in detail about the new initiatives in the mobility ecosystem you mentioned. This impacts the 3 business divisions according to your disclosures in the release. If we made -- if the math is correct, around BRL 24 million in this quarter. So we want to understand that if the stages of these investments are already mature? Or if we could look at this type of investment impacting more or less the results in the next quarters, considering the whole strategic contracts you have already mentioned?

And lastly, how -- are there any different ways? How are these investments, specifically in the mobility segment you mentioned, will impact each of the 3 divisions, given to this what you mentioned about the impact for each of the 3 divisions?

[Rodrigo Tavares Goncalves de Sousa, executive]

Thanks, Pedro. Conceptually speaking, most of these initiatives are on the fleet side. So most of the impacts or almost all of the impacts of these newest initiatives will affect the operational results in the Fleet Management's division. But in Seminovos, there's still an even lower share at Rent a Car. And so these initiatives are mostly concentrated within Fleet Management.

Most of these initiatives are also still in their early stages, and feel a little bit more mature than others, but we are constantly looking at the possibility of accelerating or discontinue or halt these initiatives thinking about value creation in the long-term and the customer centricity.

We're also going to continue investing. As I mentioned, our view is the long-term view with these initiatives, but with discipline to generate to create value, which is inherent to Localiza's management. So this will be our guiding light.

[Nora Lanari, executive]

Pedro, if I could add just taking a step back, I think it's worth talking about the criteria for these initiatives. We need to think that larger markets with a very specific client pain, we need to be competent. We have the competency to be leaders in this market, and we need to present competitive advantage for that.

And lastly, we need to reinforce our core. So we believe that there will be a combined effect on the platform with these new initiatives. We are at the early stages. There might be some negative impact on the results. But this has been happening for a while and core needs to be -- and the core needs to be able to fund these new initiatives. So we are certain that we have done -- we have had some acquirings back in March 2020. So we've been gaining capabilities to grow thinking on the Localiza side.

When we talk about Unidas, we also see telemetry that really strengthens the platform. So at the end of the day, we want our customer at the center of all of our decisions and an end-to-end view to have a sustainable ecosystem. But these will still impact results in the next quarters and will calibrate the amount of resources that will be required according to each deliveries -- to each delivery and results they will bring us.

Of course, targets and goals are different. We have a core business and the new fronts with different levels of profitability. And of course, volumes, conversion, et cetera, will be more demanded at first in the short term.

[Operator]

Next question is from Filipe Nielsen from Citi.

[Filipe Nielsen, analyst]

Actually, I have a couple on my side, one more specific and the other more are more conceptual. First one is very specific. I'd like to know how much of the margin impact was given from the PIS and COFINS tax credit?

And the second question is more generic. I'd like to know to what extent do you believe that the discounts from rental companies, given now that you're a bigger company, a company that has higher scale? But on the other hand, we may see the car makers a little more resistant in giving the same discounts that they gave in the past. I'd like to know to what extent would we see discounts of new cars being lower compared to historical levels? I'll start off with the two, and I might ask a third one.

[Rodrigo Tavares Goncalves de Sousa, executive]

Thank you, Filipe. First of all, about the PIS and COFINS tax credits, when you see them in the balance sheet in the first quarter and second quarter, you'll see that the credit lowered. So we didn't have any additional opinions in the first or second quarter. We actually had a higher debit of PIS and COFINS than the credit. That means that we have a lower amount in the balance sheet in the taxes recoverable when you compare it to the other balance sheet. So I can say that in the first quarter or the second quarter, we didn't have any recurring impact of additional reports. Obviously, the expedited depreciation increase the recurring PIS and COFINS taxes there.

About the car dynamic in a more comprehensive manner, the improvements began in May. In June, we saw very strong volume of car deliveries, but with a more premium mix. In July and August, we see -- in addition to a stronger volume, we see a car mix that's more suitable for the demand with more mainstream cars, economic cars and less premiums, so more appealing even. So up to the first half year, we see a gradual recovery of volume. And as of the third quarter, the volume not only goes up but we also have a positive impact in terms of mix.

In terms of our relationship with the carmakers, I think -- I believe we're very good. Relating to the combined company, we have long-term partnerships. We don't have an expectation of having worser terms because the scale that we provide could, in fact, contribute for us to maintain the competitive advantages that we've built in the past.

[Nora Lanari, executive]

To add to that, Rodrigo, about the PIS and COFINS credit, you -- Rodrigo, you mentioned something interesting for Localiza and Unidas. It's pretty much the same thing. We had reported in the fourth quarter, and we didn't benefit from any additional credits in the first and second quarter, quite on the contrary. You have a backlog where you could have an additional credit, but we do not have that.

[Filipe Nielsen, analyst]

Perfect. I have a third question, more encompassing as well. You mentioned that you have a huge appetite for growth in many different fronts, considering what you mentioned about future expectations. I'd like to understand because we see a Localiza fleet that has to be renewed that you already said that you will begin renewing stronger now in the upcoming quarters, lower leverage.

But now together with Unidas, leverage will go up a little, the fleet age might drop. So I'd like to understand how you see these 2 companies together going forward, how you see that balance between fleet renewal, fleet growth to service these new markets and leverage going forward, 1, 2 years from now, how do you see that?

[Rodrigo Tavares Goncalves de Sousa, executive]

Thank you for your question. When you look at renewal, well, first of all, let me take a step back. The first immediate benefit that we see is streamlining the purchase plan. What does that mean? When you take the backlog for the both -- for both companies in fleet and their purchase plan for both companies, you have a better match because I had cars in my backlog where Unidas has more availability and vice versa. So going forward, in terms of the purchase plan, we can expect speeding up revenues and a gradual reduction of the backlog. So you'll probably see stronger growth here given this backlog being streamlined with the plan.

In terms of renewal, we'll start to renew our fleet when it's more favorable. So I'm talking about a moment where production is getting back to normal, I have higher availability of cars with a better mix or more favorable mix, there's still signs of challenge and competitive dynamic in direct sales where some players are even decreasing growth at this time.

So we're going to start to renew our fleet the best time possible when it's available, when we can streamline the mix of both. When you look at the leverage at 5.2x combined to Unidas -- or 2.5x, excuse me, of the combined is good. In addition, we have a significant trends of funds that will come from the 49,000 cars that we're selling. So that will strengthen our cash flow and enable us to renew the fleet under favorable conditions with a strong balance sheet.

By speeding up the used cars and renewal, which didn't happen in the first, second quarters last year, also increases the dividend mass that comes from the Seminovos division, given those cars that will be sold at that time. So you'll see a growing EBITDA coming from the Seminovos division, and that will enable us to grow without increasing our leverage too much.

[Nora Lanari, executive]

Filipe, I would like to add a mismatch of what is being bought and sold. As Rodrigo mentioned, up to June, we're buying a car mix that's still more premium, we'll see the entry level as of July, but we're selling cars with higher mileage. So it's worth noting that the CapEx of renewal is excessively high. And we believe that as we buy again, the entry-level cars and manage that fleet, the CapEx should go down, and that will enable the company to go back to growing the fleet with relevant cash flow generation.

And actually, I didn't add to the previous answer from Bruno. When you look at the purchase plan for the combined companies, we no longer see at least in the short term and based on the information that we have any fleet restriction for growth in renewal.

[Filipe Nielsen, analyst]

Perfect. What's the target for leverage in all of that dynamics?

[Rodrigo Tavares Goncalves de Sousa, executive]

We don't determine that, we monitor it constantly, the benefit of leverage versus the return that we have in associated risk. Obviously, within higher interest rates, that level would be lower. But we're still far from that. So we constantly monitor that.

[Operator]

Next question from Regis Cardoso from Credit Suisse.

[Regis Cardoso, analyst]

Can everybody hear me?

[Rodrigo Tavares Goncalves de Sousa, executive]

Yes, we can.

[Regis Cardoso, analyst]

There are two topics that I want to touch on. One is that you completed the merger. Are you planning on formally announcing the strategic plan of the combined company to the market, a vision about synergies? And if you're not planning on doing that, what can you mention? What can you talk about now about what investors should expect of any changes or any news with the combined company? You mentioned in the beginning in the call that you had excess to complete information that both companies were able to unite pursuing synergies. So that's the first one.

The second one is mainly about rates, prices. Rodrigo mentioned earlier that Localiza does not have the same needs to transfer prices. I'd like to get a deeper understanding in that. Because as you renew the fleet, obviously, you'll have more capital invested per vehicle because new vehicles have higher prices than the book value of the current ones. So if you want to maintain your ROIC, increasing your rates is practically inevitable, right? It's just math.

On the other hand, it's also true that Localiza currently has a spread ROIC [indiscernible] that's much higher than you used to in the past. So it seems to me that the ROIC [indiscernible] will drop anyways, given the effect of not only invested capital, but also the increase of the average cost of debt and the decrease of the margin of the Seminovos division. So my doubt is, as you renew the fleet, you would also have to transfer the prices to maintain the same levels of return. Those 2 questions. That's what I have.

[Rodrigo Tavares Goncalves de Sousa, executive]

Thank you, Regis. I'll start off with the second question. In fact, the way we think about pricing, and I mentioned the 3 levers, so customer's willingness to pay our objective in ROIC spread in generating value for shareholders and the competitive dynamic that in the short, medium and long term. We could, as we have done in the past, have bigger or less appetite depending on the competitive dynamic.

In terms of capital allocation, which is very disciplined in the company, is thinking of the replenishment ROIC. And in that sense, you definitely have a price lever. But I'd like to talk about 5 levers that we use when we consider that dynamic because, definitely, we have the interest rate and depreciation for that new fleet that's coming in that has a higher invested capital and higher potential for depreciation than what we see in the balance sheet today.

So what are we thinking? First of all, we're talking about price increase like-for-like, we monitor that all the time. And we still have room to work on that. And the other lever, we can also increase additional revenues where you have in each of the rentals offering more value to customers based on some products that could increase the average ticket, and we can't forget that we can combine the best practices in both companies in that sense.

The second lever is allocating capital in the different areas. And then based on -- for strategic methods -- reasons, we can allocate and place in segments with higher profitability or that we're pursuing and still pay attention to the mid- and long-term risks when you decide to leave certain segments. So capital allocation at a time where you have a higher cost of capital, we're even more disciplined in that case, and we're able to work on what we mentioned. The third is definitely efficiency and productivity. So based on the initiatives that are more mature now, such as delinquency and theft and robberies, we see that in some cities like Sao Paulo, there's still levels of attention or high, but there's occupancy and attempts to prevent accidents because the entire fleet is connected and so on. And then we also have to remember that we have an opportunity to capture synergies as a result of the business combination, and that will contribute as well.

So when we -- so we balance out all those elements to pursue the replenishment ROIC with the expectation of return that is strategic to the company. And once again, I'd like to remind you that based on this -- the union of the 2 companies, we will have a competitive position in all levers that's more advanced, be it fleet depreciation or other aspects.

About your first question, yes, we are organizing ourselves to inform the market in the fourth quarter, during the Investor Day. And like I mentioned, we just opened up the screen for both companies, and we're going through that process. Obviously, for reasons of competitive regulation, we didn't have the break down the details of each company's figures, but what we see is very good.

We're very excited with what we're seeing in terms of opportunities for operating and financial synergies for the company in the main areas that we have already mentioned to the market and the depreciation in both sides, the purchase and the sale, variable costs, operating costs, G&A, cost of debt and also the tax aspects. That's our perspective at this time, and we'll offer more robust information. We're not planning on giving an estimate of synergies. We do not give guidance, but we like what we're seeing. We like what we see now that we see the breakdown. Thank you for your question, Regis.

[Operator]

Next question is from Guilherme Mendes from JPMorgan.

[Guilherme Mendes, analyst]

Can you all hear me?

[Rodrigo Tavares Goncalves de Sousa, executive]

Yes, we can hear you, Guilherme.

[Guilherme Mendes, analyst]

So I have two questions about two specific segments. First is on the heavies -- the heavy-duty. It's a segment that Unidas was very robust until some time ago and then started reporting separately. So I'd like to understand the strategy in this segment. Now thinking about the consolidated, the combined company, when you thinking about rentals of trucks and machinery if this is going to be a relevant segment and with Localiza Meoo thinking about a potential deadline for this segment. Could you mention the ramp-up for the product?

We know we have had a lot of information on this, but can you tell us if you've been able to assess the evolution of the implementation of this product that started a few years ago? And what you see today and the potential for this business in this short term? So these are my 2 questions.

[Bruno Sebastian Lasansky, executive]

Thank you very much for your question. As far as the heavy-duty vehicles, one of the benefits we see now is that we have access to all of the different aspects of the different businesses, be them more consolidated or new initiatives. Unidas has already a great track record for this, and we're looking at all aspects of the business, be it the competitive advantages that we have and could expand or the ROIC and spread we could leverage or the NPS of the business.

So we are really looking at the full portfolio of the combined company to continue with our great disciplined focus to allocate capital and decide which initiatives will be accelerated, which will be -- just be looked at more carefully and will -- which ones will be discontinued to release capital to those we believe have more capital generation potential. So in that sense, we are not still ready to provide a definition on this. But of course, everything is being very deeply and thoroughly assessed.

As for Localiza Meoo, the thesis -- the theory we have is that -- our theory has been confirmed. We see an acceleration for the product with value creation and an engagement level from the clients measured through NPS. It is very high, which motivates us, which drives us to have the leading platform. And now with the combination of the 2 companies, we'll have a product with an addressable market that is very great with an attractive ROIC in spread and with clear competitive advantages that will be expanded in the merger scenario.

So when we look at the second quarter in contracts, we see an acceleration. And as Rodrigo said, as we accelerate revenue and fleet acquisition, we expect that this will also be translated into rented fleet as of Q3.

[Rodrigo Tavares Goncalves de Sousa, executive]

Just an additional point here is that we see the competitivity of the product of Meoo compared to other substitutes. Something that happened when we look at the market from scratch, we see retraction of funding of financing. It used to be 2/3 of financed cars. Now it's only 35%. So most of this flow came in and tried -- to try the subscription cars because once the car belongs to Localiza, we are able to attract, to monitor and control default very efficiently, and this is what we've seen in practice.

So even if we see in the market that is retracting, this might be an opportunity for solutions that can be very competitive for the customer in terms of a product, in terms of experience and in terms of convenience.

[Nora Lanari, executive]

Now we still have some other questions in the chat. Let me start with [ core ]. So the challenges in the supply chain are less relevant for premium cars. As you mentioned, the mix in this quarter will be even stronger for these more premium cars due to the stronger CapEx.

So yes, I'd like to reinforce that since the beginning of the pandemic with the restrictions, the OEMs prioritize the cars, the higher value-added cars. But what we see is the beginning of production acceleration for this mix going back to normal levels, and we expect to see this in the second semester.

The other question is about the one-offs, the one-off costs that impacted the margins on fleet for this quarter.

So I would mention the following. We have a one-off cost, definitely. And these are costs related to the combination of business -- the business combination costs. This -- we have had BRL 12 million as costs for the merger and acquisitions. The other costs mentioned are cost for new initiatives. These are not one-off costs. We have been investing in new initiatives because we believe this will reinforce, this will strengthen the core business of the company with the growth potential and increase engagement and frequency with our customers.

Now moving on to the last question. In the medium term, how do you see the greater exposure to Fleet Management segment might impact margins and returns on invested capital?

[Rodrigo Tavares Goncalves de Sousa, executive]

Well, as Nora said, in the first semester, but especially in the second quarter, we had more premium cars purchased. We've always been very strict in terms of acquisition of these cars because there's less flexibility than a popular car. Popular cars can be used in the ridesharing segment, in the monthly segment or the daily rental replacements with insurance companies, while premium cars are not as flexible.

With that, when we look at the second semester, and the purchase plan from the combined company, it's a much heavier mix in terms of the more economic -- economy cars. So looking at the overall mix for Localiza, what we can say is that accelerating renewal of the premium car fleet, we will almost reach the pre-pandemic levels in terms of the average age of the premium cars, not the 1.0 cars. But now with a better mix in the second semester, we will accelerate renewal of the 1.0 cars, the economy cars that will provide benefits for the customers, increase the capital base, and this will be offset by the initiatives Bruno mentioned, either to improve efficiency or synergies or extra products that we might sell and eventually rate increases.

[Nora Lanari, executive]

Now we also have a question from Alejandro Demichelis. Could you tell us a -- could you inform a range of synergies you see for the enlarged company and the timeline for capturing these synergies?

[Rodrigo Tavares Goncalves de Sousa, executive]

Thank you, Alejandro. As for the synergy levels, we have this in the disclosure of our main categories, but not guidance in terms of values. But I'd like to talk a little bit about the timing. I mentioned that, in August, we have a specific -- a very important landmark, which is the beginning of the separate operations of the assets that will be decommissioned, and we expect to close this operation with the new buyer throughout Q4.

In parallel, we are also planning and executing execution to accelerate after we actually deliver the assets to the new buyer. And that's why we expect a more specific deadline starting 2023. And all the quick wins will have quicker captures. But as I mentioned, our focus is high performance of the business. This implies growth with value creation and client focus with this very robust integration process.

[Nora Lanari, executive]

We have two more questions. Two from Thiago and one from [ Luisa ]. Thiago says, well congratulations for the business combination. And my question is about this. In the transaction with auto where only cars were sold is the Unidas brand going to continue with Localiza. If possible, could you give us more detail with the CADE agreement? Is there any way, a new player that will retain the Unidas brand in case it's sold?

Well, thank you, Thiago. This is a divestment package includes an operational company with the Unidas brand on all its divisions. So we're talking about 49 alienated package for [ auto ] 49 vehicles with a large set of agencies, Seminovos stores and the right to use of all of the brands that made up Unidas before.

[Operator]

Our next question is from Rodrigo [indiscernible].

[Unknown Analyst]

Can you all hear me?

[Rodrigo Tavares Goncalves de Sousa, executive]

Yes, we can, Rodrigo.

[Unknown Analyst]

I'd like to congratulate you for this deal. I wish you great success. And I have some very quick questions on the operational side. I'd like to know if you have any updates on the possibility of recognizing the use of PIS/COFINS to acquire fleet and about the credit lines from you needed that you have the funds who were able to use this benefit, but several others due to regulatory issues could not. And I believe that not all individuals were able to access this benefit. So could you tell us or let us know if there's any update on this and how much this amount actually shrunk for the net debt settlement?

[Rodrigo Tavares Goncalves de Sousa, executive]

Well, thank you. Your first question, we are assessing. We're looking into the reports from the PIS/COFINS credits -- credit lines and to believe what is the useful -- the most appropriate useful life for a specific segment. So this is our ongoing. This is being assessed, and we'll only be applying this once the reports are officially issued, and we are sure that we can use the credits to acquire fleet.

As you mentioned, Rodrigo -- I'm sorry, could you please repeat the second question?

[Unknown Analyst]

About the credit lines from the Unidas ones who would might take -- who would ask for loans or capital loans because a lot of -- due to regulatory issues, many individuals were not able to access this credit line. And I believe that not everyone actually used this benefit. So I'd like to know from you how much this will represent in terms of debt for the company? And how much this might have shrunk and how many people actually took advantage of this right?

[Rodrigo Tavares Goncalves de Sousa, executive]

So it was a matter there that was clear. It had to -- it was approved twice by the shareholders' meeting because of the payment and when you incorporate shares, you have capital gain. And then we have to balance out a proposal that would make sense. As you well said, not all individuals accepted that.

And about the funds, we're always going to comply with the decisions, and that was authorized, not all funds took the loan, and we're talking about BRL 1.6 billion. And once again, that does not affect our debt. We're talking about the short term. And you have a credit, it's a loan that we're giving. But the total that we're making available is BRL 1.6 billion.

[Bruno Sebastian Lasansky, executive]

Rodrigo means it doesn't affect the debt. It will cost -- affect the cost of carryover at the rate of 3.5%.

[Operator]

Moving on to the next question from Victor Mizusaki from Bradesco.

[Victor Mizusaki, analyst]

I have a couple of questions. The first one, you mentioned about the fleet renewal and that you practically concluded the renewal of the more premium fleet. Looking forward, when we see the car production going back to normal and carmakers delivering more in direct sales, do you think that for the other models you can consider the average age 7, 8 months is a historical one in 1, 2 years that Localiza had, is that the -- what you're going to consider?

And the second one about RAC depreciation in the release and its 30% quarter-over-quarter. But when we look at the average fleet value, the average fleet value grew less than RAC. My doubt is, in terms of depreciation, if you went back to depreciating the cars within a higher average age, because in the Seminovos division, you had a higher cost for preparation. And so it's probably explained by that scenario.

[Rodrigo Tavares Goncalves de Sousa, executive]

Thank you, Victor. The first answer, well, the first period that you mentioned from 1 to 2 years, let's think of throughout 2023 and renewing. We have the option of optionality. So we learned how to operate the fleet with an extended life. So we can consider opportunities of mix and conditions. So it's up to us to decide. We see a good opportunity with a higher availability and a more favorable mix. But in 2023, that renewal should speed up.

The other point is that it also depends a lot on the Seminovos division. We need to see the balance of supply and demand so we don't put more pressure on the system and that eventually you would have to give more discounts in the used cars. So we balance out all those variables in our decision for renewal.

About depreciation, now the older cars did not depreciate again. So the cost of preparation at this time up to April, May, where you still had a strong demand and a strong distance from the retail price to wholesale price, it would make sense to spend more in preparing a car that would be for wholesale would be for retail instead. So that was a decision that we made based on the market conditions.

And the situation of demand has been more challenging, and we have to assess that. But in depreciation, it usually comes from depreciation of new cars and the old ones continue with a very low book value without a need for additional depreciation. And as we were saying, do the change in the result? The company doesn't really depend on the Seminovos division result that ROIC spread of 11 percentage points is something you're looking in the rearview mirror with the thinking of the replenishment cost of the cars that are going to coming in and see few dependence of Seminovos in that cycle. And we need operating results that would cover higher depreciation, higher financial result even without growing. So the company will start to grow, dilute the fixed cost and has dilution of synergies. So we trust these results based on that fleet.

[Operator]

The last question here moving towards the [indiscernible].

[Unknown Analyst]

Could you please discuss car acquisition, how much has already been confirmed with automakers? In the third quarter, we already see the lower average ages, is there an expectation to going back to under 12 months? And how long?

[Rodrigo Tavares Goncalves de Sousa, executive]

We just answered that something very similar to that, but I wanted to make sure we answered the Luisa's question. So we do see a stronger movement in purchases in the second half, better management on the mix side and conditions. So we're starting to talk about growth. Obviously, we started to see that in the second quarter, but mobilization costs impacted the results of the quarter. Revenue didn't come in, and we'll see that in the third quarter. There is an expectation of lowering the average age. It will be done gradually. But as new cars come into these, average age will start to drop and then we'll have the maintenance aspects.

[Nora Lanari, executive]

With that, we close our earnings call. I'd like to hand over to Bruno for his final remarks.

[Bruno Sebastian Lasansky, executive]

Once again, I would like to thank everyone for your presence and special thank you to Luís Fernando, Carlos Sarquis, and Marco and everyone from Unidas. We're really excited to start this journey together. I'd also like to thank everyone for your presence, and our Investor Relations team is at your disposal for any further clarification. Have a great afternoon.