MNPR3

Minupar Participações S.A. is a publicly traded holding company with common shares listed on B3 under the ticker MNPR3. The company was originally incorporated on August 1, 1984, in Lajeado (RS), as Minuano – Exportação, Participação e Administração Ltda., focusing on export trade, equity interests in other companies and the provision of management services to its controlled companies. On September 14, 1990, it was resolved to convert it into a corporation, adopting the name Minupar Participações S.A. and issuing debentures convertible into shares to enable the entry of new shareholders and finance its growth. In this reorganization, shareholders of Companhia Minuano de Alimentos, founded in 1946, were able to exchange their shares for Minupar-issued shares, which consolidated the holding’s role as the control vehicle and corporate structure for the group.

Since then, Minupar Participações has consolidated its role as an investment holding company, concentrating its economic activities in its indirectly controlled subsidiary Companhia Minuano de Alimentos. The direct subsidiaries Valepar S.A. and Sulaves S.A. also have equity participation as their main corporate purpose, so operating revenue generation is essentially in Minuano de Alimentos. This company concentrates the industrial and service operations, organized into slaughterhouse activities, production of processed products based on poultry meat and provision of slaughtering, deboning and meat processing services for third parties. The group’s structure is strongly anchored in an agro-industrial complex located in the Lajeado region, in the state of Rio Grande do Sul, which integrates farms, hatchery, feed mill and poultry slaughterhouse, with around 2,300 direct jobs across the entire production cycle.

Minupar’s consolidated business model, through Companhia Minuano de Alimentos, combines two main fronts: the production and sale of processed products based on chicken meat and the provision of slaughter and processing services for third parties. In the 2024 consolidated financial statements, the company reports two operating segments: Processed Products and Services and Processing. The Processed Products segment covers the manufacture of chicken-based processed meats such as sausages, mortadellas, hams, smoked chicken breast, smoked sausages, chicken “quitute” and fried chicken skin, produced at the Arroio do Meio (RS) plant and sold in the domestic market under the “Minu” brand and in the foreign market under the “Minu”, “Royal”, “Minal” and “Saran” brands. The Services and Processing segment encompasses slaughterhouse activities and outsourced slaughtering, deboning and processing of poultry, in addition to the production of animal feed, hatching eggs and breeder rearing.

In 2024, Minupar’s consolidated net revenue totaled R$ 354.9 million, of which 45.0% was generated by the Processed Products segment and 55.0% by the Services and Processing segment. The poultry slaughtering and processing service agreement with a single counterparty is a central element of the services segment, involving the integrated use of breeder and grow-out farms, hatchery, feed mill and an export-approved poultry slaughterhouse. In this context, BRF S.A. stands out as the company’s main client in the services segment, accounting for approximately R$ 195.2 million in 2024, which equals 55% of Minupar’s consolidated net revenue. This relationship highlights a significant dependence on a single client in outsourced slaughter and processing operations, while revenue from processed products is more diversified and does not have any customers accounting for more than 10% of revenue in this segment.

Minupar’s commercial operations, via Minuano de Alimentos, combine domestic and foreign markets. In the domestic market, sales of own products in 2024 were mostly concentrated in Rio Grande do Sul, which accounted for about 96% of revenue from this front, with the remainder distributed across other Brazilian states. Distribution is carried out through direct channels, with commercial representatives and an in-house sales team, and indirect channels, via distributors, in proportions close to 50% for each channel. In the foreign market, around 30.5% of 2024 consolidated net revenue came from foreign customers, through exports of chicken sausages and mortadellas to countries in Africa, Europe, North America, South America, the Caribbean and the Middle East. Key destinations include Nigeria, the Netherlands, Guyana, Denmark, the United States, the United Arab Emirates, Spain, Italy, Turkey, France, the United Kingdom, Ireland and other markets, including Islamic markets that require Halal slaughter certification.

Minupar’s operations are subject to a complex regulatory environment, especially with regard to the production of food of animal origin, exports and environmental and labor issues. The subsidiary Companhia Minuano de Alimentos is registered with the Federal Inspection Service (SIF), linked to the Department of Inspection of Products of Animal Origin (DIPOA) of the Ministry of Agriculture, Livestock and Supply (MAPA), a prerequisite for slaughtering and processing products of animal origin and for export approval. The company maintains specific approvals required by countries and economic blocs such as the European Union, China and Japan, which demand international certifications (such as BRC and WQS) and frequent external audits. In addition, the industrial units operate with environmental licenses issued by state and municipal bodies such as the State Secretariat for the Environment (SEMA) and the State Foundation for Environmental Protection (FEPAM), as well as permits for the use of water resources, licenses for water abstraction and the use of wood in boilers, and permits for the use of chemicals controlled by the Federal Police and the Army.

On environmental and social aspects, Minupar and its main subsidiary use groundwater, surface water and public water supply, with a Water Treatment Plant (ETA) and a Wastewater Treatment Plant (ETE) dedicated to treating liquid waste generated by the industrial plants. Solid waste and effluents are subjected to treatment or proper disposal processes, in accordance with current environmental requirements. The company is subject to recurring inspections on labor and occupational safety issues by the Ministry of Labor and Employment and the Labor Prosecution Office, in compliance with sector-specific regulations for slaughterhouses. In line with governance and corporate responsibility practices, the company registers and protects its main brands with the National Institute of Industrial Property (INPI) and in other relevant countries, adopts a policy that prohibits political donations of any kind and restricts financial contributions to charitable, social and educational organizations.

Regarding environmental, social and governance (ESG) practices, Minupar did not publish a specific sustainability report in 2024, prioritizing the management of internal challenges such as the impacts of severe flooding in the Taquari Valley in 2020, 2023 and 2024, which affected its industrial operations and required recovery investments. Even so, ESG is part of the strategic planning and, in February 2025, the company hired a firm specialized in ESG data measurement, reporting and monitoring, focusing on implementing systems for automated collection and management of indicators. In December 2024, the company received the Great Place to Work (GPTW) seal, reflecting labor and organizational climate indicators considered favorable, with a workforce composed of professionals from more than 40 municipalities and around 20% foreign employees from 16 nationalities. The company also developed an Environmental Policy and is preparing for future requirements to disclose sustainability-related financial information established by IFRS S1 and IFRS S2, expected to be effective as from 2026, in line with its pursuit of greater transparency and structuring of its ESG governance.

Minupar Participações’ recent trajectory has been marked by the management of historical tax contingencies of Companhia Minuano de Alimentos and by extreme weather events that affected its industrial facilities in the Vale do Taquari region. The execution, in April 2025, of a tax settlement agreement with the Office of the Attorney General of the National Treasury, based on a specific settlement program for Rio Grande do Sul, was a relevant milestone for regularizing debts registered as federal overdue tax liabilities and for restoring the group’s tax compliance. With this step, the company is beginning a strategic restructuring cycle focused on financial stabilization, maintenance and modernization of its industrial assets and improvement of management practices, while maintaining its focus on the poultry protein chain, both in the production of processed products and in the provision of slaughterhouse services to third parties, with efforts concentrated on its main operating subsidiary and with MNPR3 shares representing this holding structure on B3.