DOTZ3

Dotz S.A. is a Brazilian publicly held company, with common shares traded on B3 under the ticker DOTZ3, which operates as the parent company of an ecosystem of loyalty, marketplace, and digital financial solutions. The company is the controlling shareholder of CBSM - Companhia Brasileira de Soluções de Marketing S.A., Companhia Global de Soluções e Instituição de Pagamentos S.A. (Dotz Pay), and Noverde S.A., all privately held corporations. Its origins date back to the early 2000s, when it structured a coalition-model loyalty program, in a context in which the Brazilian loyalty market was heavily concentrated in airline and card-issuer programs aimed at high-income consumers. The proposal was to create a single “currency” of points, Dotz, targeted at a broader audience and connected to both physical and online retail.

Over the course of its history, the company consolidated the Dotz Program as the core of its business model and broadened its scope of operations. In February 2019, through its subsidiary CBSM, it acquired Netpoints, then the only relevant competitor in the Brazilian retail coalition loyalty market, which expanded its customer base by around 15 million users and strengthened its presence in new regions, especially the countryside of the state of São Paulo. In 2020, it launched Conta Dotz, a digital account that made it possible to integrate payment functionalities and financial services into the loyalty ecosystem. In 2021, it obtained “Category A” publicly held company registration with the CVM and entered into agreements with Antfin Singapore Holding Pte. Ltd., an affiliate of Ant Group, involving the acquisition of a minority stake in the company and cooperation for business development.

Dotz’s business model is structured around three highly integrated fronts: Loyalty (coalition loyalty program), Marketplace/Super App (digital engagement and e-commerce platform), and TechFin (financial and credit solutions). Through CBSM, the company issues and sells loyalty points to commercial partners such as credit card issuers, supermarkets, drugstores, gas stations, and other retailers. These partners award Dotz points to their customers, who can redeem them in the form of products, services, discounts, or conversion into cash, depending on the features available on the platform. Loyalty revenue essentially stems from the sale of points and the provision of marketing services, and is recognized as the points are redeemed by users.

Starting from the loyalty program, Dotz developed a digital ecosystem with omnichannel presence, combining offline transactions in partner retail chains and online operations on its own marketplace and digital channels. The Dotz SuperApp integrates functionalities for earning and redeeming points, browsing a catalog of products and services, personalized promotions, cash back, and access to the Dotz Digital Account. The company operates an affiliate marketing and marketplace platform, still of limited relevance in terms of revenue compared to the other fronts, but which benefits from a base of tens of millions of registered users and detailed knowledge of their consumption habits. The entire purchase and delivery flow of the products sold is carried out by commercial partners, while Dotz is responsible for intermediation, transaction processing, and the transfer of funds.

On the TechFin front, Dotz expanded its scope with the acquisition of Noverde, a fintech specialized in credit solutions for individuals under a B2B2C model. With this transaction, completed in 2022, the company came to hold 100% of Noverde’s capital and incorporated into the ecosystem a digital credit infrastructure covering technology integration, underwriting, fraud prevention, regulatory compliance, and collections. From that point on, Dotz began offering, directly through its own channel (web and app) and through third-party channels, unsecured personal loans and credit intermediation services, in partnership with financial institutions responsible for disbursing the funds. In TechFin, the company also operates in co-branded cards, a digital account with payment services (PIX, TED, QR Code), and, more recently, “Buy Now, Pay Later” (BNPL) solutions, such as the Dotz Parcela product, being implemented at partner retailers’ points of sale.

The main operating segments are Loyalty and Marketplace, on the one hand, and TechFin, on the other. In the fiscal year ended December 31, 2024, net revenue from Loyalty and Marketplace accounted for approximately 57.1% of total net revenue, while TechFin accounted for around 42.9%. As of the same date, the loyalty unit had a base of 54 million registered members, making the Dotz Program one of the key coalition programs in the country. The company monetizes this ecosystem through the sale of points, marketing and data intelligence services to partners, as well as compensation for offering and collecting on credit products. Among the partners with the highest share of 2024 revenue, four together account for a significant portion of billings, with a single partner accounting for more than 30% of net revenue, which highlights significant dependence on large commercial contracts.

Dotz operates mainly in the Brazilian market, with no revenue generated abroad in recent fiscal years, and runs a B2B2C platform that connects retailers, financial institutions, and end consumers. The company positions itself in three markets: coalition loyalty, digital marketplace, and data-driven financial services, with a more established presence in the loyalty program segment. In the financial services market, its activity is focused on offering co-branded cards, personal loans, and BNPL solutions, in partnership with banks and other regulated institutions, in a competitive environment dominated by large financial groups and fintechs. The transaction database – including profile information, location, shopping baskets at SKU level, payment method, and history – is used to generate individualized insights and digital CRM solutions, helping partner companies with customer acquisition and retention.

From a regulatory standpoint, Dotz is subject to a set of rules applicable to digital businesses, especially Brazil’s personal data protection legislation. The General Data Protection Law (LGPD) and the guidelines of the National Data Protection Authority (ANPD) directly affect how the company collects, stores, and processes data on millions of users in its data lake. In addition, operations related to payments and to Conta Digital Dotz subject the company and its subsidiaries to rules applicable to payment institutions. In 2022, Dotz Pay filed a request for authorization with the Central Bank of Brazil to operate as a payment institution in the electronic money issuer category, an authorization that was still under review as of the reference date of the form. The company does not report being subject to specific foreign regulations in its activities.

In the environmental, social, and governance (ESG) field, Dotz states that its activities do not generate significant negative environmental impacts and, for this reason, it does not adopt a formal socio-environmental responsibility policy or publish a sustainability report. As of the reference date, the company did not prepare a greenhouse gas emissions inventory, did not use ESG materiality matrices, and did not follow specific international standards such as the TCFD or the UN SDGs in public reports. Corporate governance is linked to its status as a publicly held company listed on B3, subject to CVM rules, to the transparency obligations of the Brazilian capital markets, and, additionally, to regulatory requirements related to data protection and payment and credit intermediation activities, which shape risk and compliance management in its digital business model.