Fair value measurements using significant unobservable inputs (level 3)
The following table presents the changes in level 3 items for the period/year ended September 30, 2025 and December 31, 2024:
| Fair Value |
|---|
| Closing balance January 1, 2024 | 7,146 |
|---|
| Capital deployment | 102,611 |
|---|
| Sales and distributions | (163) |
|---|
| Gain recognized in finance income | 22,859 |
|---|
| Closing balance December 31, 2024 | 132,453 |
|---|
| Capital deployment | 1,907 |
|---|
| Sales and distributions | (2,782) |
|---|
| Loss recognized in finance income | (11,736) |
|---|
| Closing balance September 30, 2025 | 119,842 |
|---|
| 6 | Financial instruments at amortized cost |
| 09/30/2025 | 12/31/2024 |
|---|
| Certificate of deposit | 2,930 | 3,232 |
|---|
| Guarantee deposits | 2,936 | 3,759 |
|---|
| 5,866 | 6,991 |
| 09/30/2025 | 12/31/2024 |
|---|
| Receivables from employees (i) | 28,005 | 29,242 |
|---|
| Related parties’ receivables (ii) | 16,646 | 23,297 |
|---|
| Employees loans (iii) | 15,154 | 15,100 |
|---|
| Advances to projects in progress (iv) | 13,505 | 14,314 |
|---|
| Finix Transaction Receivable (v) | 5,186 | 12,075 |
|---|
| Restricted deposit (vi) | 8,297 | — |
|---|
| Prepaid expenses | 6,907 | 5,392 |
|---|
| Guarantee deposits | 420 | 1,096 |
|---|
| Sundry advances | 83 | 333 |
|---|
| Sublease receivables | — | 232 |
|---|
| Others | 3,634 | 3,660 |
|---|
| 97,837 | 104,741 |
| Current | 53,576 | 55,273 |
|---|
| Non-current | 44,261 | 49,468 |
|---|
| 97,837 | 104,741 |
| (i) | Refers to a related party transaction. See Note 22 (d) for more details. |
| (ii) | Refers to an intercompany transaction. See Note 22 (b) for more details. |
| (iii) | Refers to amounts receivable from employees. |
| (iv) | Refers to costs incurred by projects related to funds administered by Vinci Compass, that are initially paid by the Group and subsequently reimbursed. |
| (v) | The amount is related to the sale of Fingroup shares, which occurred on October 14, 2024. Before the business combination, Compass held 50% ownership interest in Fingroup, sold before the closing date of the business combination. The outstanding will be received in a last installment, on April 30, 2026. |
| (vi) | Refers to a restricted deposit maintained by CG Compass (USA) LLC to meet legal and contractual obligations. |
Details of the estimated purchase consideration, the net assets acquired, goodwill and other intangible assets are as follows:
| Compass | MAV | Lacan |
|---|
| Cash paid | 201,372 | 5,000 | 70,000 |
|---|
| Shares issued (Class A Shares) | 692,156 | — | — |
|---|
| Consideration payable | — | 10,000 | — |
|---|
| Contingent consideration | 74,903 | 18,010 | 33,468 |
|---|
| Total purchase consideration | 968,431 | 33,010 | 103,468 |
|---|
The assets and liabilities recognized as a result of the acquisition are as follows:
| Compass | MAV | Lacan |
|---|
| Cash and cash equivalents | 51,032 | 285 | 1,987 |
|---|
| Other assets and liabilities | 301,948 | (221) | (1,497) |
|---|
| Management contracts and customers relationship | 324,361 | 5,760 | 27,660 |
|---|
| Brands | 77,763 | — | — |
|---|
| 755,104 | 5,824 | 28,150 |
| Goodwill (a) | 213,327 | 27,186 | 75,318 |
|---|
| Net assets acquired | 968,431 | 33,010 | 103,468 |
|---|
| (a) | The goodwill includes all business combinations made by the entity, not just those described. |
Compass and Lacan business combinations are still under their measurement period. During this period, additional assets or liabilities can be recognized if new information is obtained about facts and circumstances that existed as of the acquisition date. The measurement period ends as soon as Vinci Compass receives the information it was seeking about facts and circumstances that existed as of the acquisition date or learns that more information is not obtainable. However, the measurement period shall not exceed one year from the acquisition date.
During the second quarter of 2025, the Group evaluated the management contracts and customers relationship of MAV’s business combination. The amount of $ 2,515 was classified as Goodwill to Management contracts and customers relationship.
All the information and disclosures required in the annual financial statements and should be read in conjunction with the Group’s annual consolidated financial statements as of December 31, 2024.
| (b) | Investments accounted for using the equity method |
As of September 30, 2025, the details of investments in associates and joint ventures are as follows:
| Affiliate | Country | Ownership | Nature of relationship | Equity | Share of profit (loss) (***) |
|---|
| CCLA Holdings Development and Property Management SL (“CCLA Holdings”) (*) | Spain | 50% | Joint venture | 47,536 | (8,460) |
|---|
| CCLA SMA I Operator, Ltd (*) | Cayman | 50% | Joint venture | 2,542 | 5,011 |
|---|
| Mexican associates’ entities (**) | Mexico | (**) | Associate | 9,558 | 861 |
|---|
| 59,636 | (2,588) |
(*) Joint Venture relationships with CIM Group. There is no control in these investments.
(**) Investments in Mexican associates comprise regulatory investment required to Compass Investment de México S.A. de C.V. Mexican associates does not have control over these investments. The ownership on theses associates may vary from 0.04% to 1.89%.
(***) Comprise group’s share of the post-acquisition profits or losses of the investees.
As of September 30, 2025, movements in investment in joint ventures and associates are as follows:
| CCLA Holdings | Mexican associates | CCLA Operator | Total |
|---|
| Investments recognized as a result of business combination | 32,604 | 7,943 | — | 40,547 |
|---|
| Capital increase | 13,140 | — | — | 13,140 |
|---|
| Equity gain (loss) | (1,652) | 152 | — | (1,500) |
|---|
| Foreign exchange variation | 2,356 | 538 | — | 2,894 |
|---|
| Closing balance of investment on December 30, 2024 | 46,448 | 8,633 | — | 55,081 |
|---|
| Capital increase | 13,972 | — | — | 13,972 |
|---|
| Dividends Distributed | — | — | (2,457) | (2,457) |
|---|
| Equity gain (loss) | (8,460) | 861 | 5,011 | (2,588) |
|---|
| Foreign exchange variation | (4,422) | 64 | (12) | (4,370) |
|---|
| Closing balance of investment on September 30, 2025 | 47,538 | 9,558 | 2,542 | 59,638 |
|---|
