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6-K 1 timbitr1q25_6k.htm 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 6-K


REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: May 5, 2025

Commission File Number: 001-39570


TIM S.A.
(Exact name of Registrant as specified in its Charter)


João Cabral de Melo Neto Avenue, 850 – North Tower – 12th floor
22775-057 Rio de Janeiro, RJ, Brazil
(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).

Yes ☐ No ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).

Yes ☐ No ☒

 

 

 

 

 

 

 

 

 

 

TIM S.A.

 

 

 

QUARTERLY INFORMATION

March 31, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TIM S.A.

 

QUARTERLY INFORMATION

 

March 31, 2025

 

 

 

Contents

 

Independent auditors’ report on quarterly information 1
Quarterly information  
Balance sheets 3
Statements of income 5
Statements of comprehensive income 6
Statements of changes in shareholders’ equity 7
Statements of cash flows 9
Statements of value added 11
Performance comment    12
Notes to the quarterly information 32
Tax Council Opinion 109
Statement of the Executive Officers on the quarterly information 110
Statement of the Executive Officers on the Independent auditors' report 111

 

 

 

 

 

 

 

 

 

 

 

Independent auditor’s report on the quarterly information

 

 

 

 

 

 

 

1 

Independent auditor’s report on the quarterly information

 

 

 

 

2 

 

TIM S.A.
BALANCE SHEETS
March 31, 2025 and December 31, 2024
(In thousands of reais)
         
     
  Note March 2025   December 2024
         
Assets   56,458,894   56,327,311
         
Current assets   12,963,011   12,662,929
Cash and cash equivalents 4 2,840,368   3,258,743
Marketable securities 5 2,486,705   2,434,441
Trade accounts receivable 6 5,048,066   4,677,935
Inventories 7 329,537   293,529
Recoverable income tax and social contribution 8.a 78,363   111,376
Recoverable taxes, fees and contributions 9 847,571   946,103
Prepaid expenses 10 659,148   280,851
Derivative financial instruments 36 397,432   379,888
Leases 18 32,546   33,717
Other amounts recoverable 17 37,229   38,033
Other assets 13 206,046   208,313
         
Non-current assets   43,495,883   43,664,382
Long-term receivables   4,276,764   4,625,808
Marketable securities 5 18,301   15,241
Trade accounts receivable 6 145,689   137,815
Recoverable income tax and social contribution 8.a 217,671   214,880
Recoverable taxes, fees and contributions 9 909,901   907,353
Deferred income tax and social contribution 8.c 1,337,755   1,081,633
Judicial deposits 11 689,138   677,530
Prepaid expenses 10 278,987   281,290
Derivative financial instruments 36 -   522,822
Leases 18 199,402   206,670
Other financial assets 12 450,139   550,669
Other assets 13 29,781   29,905
         
Investment 14 1,341,639   1,368,286
Property, plant and equipment 15 23,058,608   22,815,328
Intangible assets 16 14,818,872   14,854,960
         

 

Notes are an integral part of the quarterly information.

 

3 

 

         
TIM S.A.
BALANCE SHEETS
March 31, 2025 and December 31, 2024
(In thousands of reais)
         
     
  Note March 2025   December 2024
         
Total liabilities and shareholders' equity   56,458,894   56,327,311
         
Total liabilities   32,003,347   29,922,675
         
Current liabilities   14,733,859   12,827,248
Suppliers 19 4,532,861   4,986,912
Loans and financing 21 338,673   348,353
Lease liabilities 18 1,577,413   1,629,698
Derivative financial instruments 36 245,085   224,275
Labor obligations   410,966   353,256
Income tax and social contribution payable 8.b 116,031   46,610
Taxes, fees and contributions payable 22 4,080,419   3,888,568
Dividends and interest on shareholders' equity payable 25 2,764,069   671,525
Authorizations payable 20 302,700   299,354
Deferred revenues 23 276,521   280,422
Other liabilities and provision   89,121   98,275
         
Non-current liabilities   17,269,488   17,095,427
Loans and financing 21 2,669,328   2,687,148
Lease liabilities 18 11,209,648   10,946,148
Taxes, fees and contributions payable 22 38,015   38,286
Provision for legal and administrative proceedings 24 1,553,935   1,564,293
Pension plan and other post-employment benefits 37 3,461   3,461
Authorizations payable 20 1,163,647   1,180,428
Deferred revenues 23 544,092   559,445
Other liabilities and provision   87,362   116,218
         
Shareholders' equity 25 24,455,547   26,404,636
Share capital   13,477,891   13,477,891
Capital reserves   379,330   373,020
Profit reserves   10,019,460   12,559,460
Equity valuation adjustments   (2,284)   (2,284)
Treasury shares   (16,472)   (3,451)
Profit for the period   597,622   -
         

 

See the accompanying notes to the quarterly information.

 

4 

 

           
TIM S.A.
STATEMENTS OF INCOME
Periods ended March 31, 2025 and 2024
(In thousands of reais, unless otherwise indicated)
           
           
  Notes   March 2025   March 2024
           
Net revenue 27   6,393,641   6,095,529
           
           
Cost of services rendered and products sold 28   (3,084,002)   (2,952,881)
Gross income     3,309,639   3,142,648
           
Operating revenues (expenses):          
    Selling expenses 28   (1,489,229)   (1,465,720)
     General and administrative expenses 28   (435,666)   (448,639)
    Equity in earnings 14   (26,647)   (22,501)
     Other revenues (expenses), net 29   (65,959)   (92,860)
      (2,017,501)   (2,029,720)
           
Income before financial revenues and expenses     1,292,138   1,112,928
           
Financial revenues (expenses):          
   Financial revenues 30   305,305   221,180
   Financial expenses 31    (870,530)   (754,056)
   Net foreign exchange variations 32   (33,241)   7,883
      (598,466)   (524,993)
           
Profit before income tax and social contribution     693,672   587,935
           
Income tax and social contribution 8.d   103,950   (68,512)
           
Net profit for the period     797,622   519,423
           
Earnings per share attributable to the Company’s shareholders (expressed in R$ per share)          
           
Basic earnings per share 33   0.33   0.21
           
Diluted earnings per share 33   0.33   0.21
           

 

See the accompanying notes to the quarterly information.

 

5 

 

         
TIM S.A.
STATEMENTS OF COMPREHENSIVE INCOME
Periods ended March 31, 2025 and 2024
(In thousands of reais)
         
         
    March 2025   March 2024
         
Net profit for the period   797,622   519,423
         
Other components of the comprehensive income   -   -
Total comprehensive income for the period   797,622   519,423

 

 

 

 

See the accompanying notes to the quarterly information.

 

6 

 

 

TIM S.A.                                        
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY              
Period ended March 31, 2025
(In thousands of reais)
                      Profit reserves                 
    Share capital   Capital reserve   Legal      reserve   Expansion reserve   Additional dividends/interest on shareholders’ equity proposed   Tax incentive reserve   Equity valuation adjustments   Treasury shares   Retained earnings   Total
Balances on January 01, 2025   13,477,891   373,020   1,521,086   6,285,419   2,050,000   2,702,955   (2,284)   (3,451)   -   26,404,636
                                         
Total comprehensive income for the period                                        
      Net profit for the period   -   -   -   -   -   -   -   -   797,622   797,622
Total contribution from shareholders and distribution to shareholders   -   -   -   -   -   -   -   -   -   -
Total comprehensive income for the period   -   -   -   - - - - -   -   -   797,622   797,622
Total contribution from shareholders and distribution to shareholders                                        
       Long-term incentive plan (Note 25.b)   -   6,310   -   -   -   -   -   -   -   6,310
      Purchase of treasury shares, net of disposals   -   -   -   -   -   -   -   (13,021)   -   (13,021)
   Allocation of net profit for the period:                                        
        Interest on Shareholders’ Equity (note 25)   -   -   -   (490,000)   -               (200,000)   (690,000)
        Additional dividends/interest on shareholders’ equity distributed   -   -   -   (2,050,000)       -   -   -   -   (2,050,000)
        Distribution of reserve for expansion (Note 25)   -   -   -   2,050,000   (2,050,000)       -       -   -
Total contribution from shareholders and distribution to shareholders   -   6,310   -   (490,000)   (2,050,000)   -   -   (13,021)   (200,000)   (2,746,711)
Balances on March 31, 2025   13,477,891   379,330   1,521,086   5,795,419   -   2,702,955   (2,284)   (16,472)   597,622   24,455,547

 

 

 

See the accompanying notes to the quarterly information.

 

 

 

 

7 

 

TIM S.A.
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
Period ended March 31, 2024
(In thousands of reais)
                      Profit reserves                 
    Share capital   Capital reserve   Legal      reserve   Expansion reserve   Additional dividends/interest on shareholders’ equity proposed   Tax incentive reserve   Treasury shares   Equity valuation adjustments   Retained earnings   Total
Balances on January 1, 2024 13,477,891   384,311   1,380,427   7,107,369   1,310,000   2,362,239   (2,984)   (3,313)   -   26,015,940
                                         
Total comprehensive income for the period                                        
      Net profit for the period   -   -   -   -   -   -   -   -   519,423   519,423
Total contribution from shareholders and distribution to shareholders   -   -   -   -   -   -   -   -   -   -
Total comprehensive income for the period   -   -   -   - - -   -   -   -   519,423   519,423
Total contribution from shareholders and distribution to shareholders                                        
       Long-term incentive plan (Note 25.b)   -   6,196   -   -   -           -   -   6,196
      Purchase of treasury shares, net of disposals   -   -   -   -   -       (6,343)   -   -   (6,343)
   Allocation of net profit for the period:                                        
        Interest on Shareholders’ Equity (note 25)   -   -   -   -   -               (200,000)   (200,000)
        Additional dividends/interest on shareholders’ equity distributed               (1,310,000)                       (1,310,000)
        Distribution of reserve for expansion (Note 25)   -   -   -   1,310,000   (1,310,000)           -   -   -
Total contribution from shareholders and distribution to shareholders   -   6,196   -   -   (1,310,000)   -   (6,343)   -   (200,000)   (1,510,147)
Balances on March 31, 2024 13,477,891   390,507   1,380,427   7,107,369   -   2,362,239   (9,327)   (3,313)   319,423   25,025,216

 

 

 

See the accompanying notes to the quarterly information.

 

 

8 

 

           
TIM S.A. and TIM S.A. and SUBSIDIARY
STATEMENT OF CASH FLOWS          
Periods ended March 31, 2025 and 2024          
(In thousands of reais)
           
       
  Note   March 2025   March 2024
Operating activities          
Profit before income tax and social contribution     693,672   587,935
 Adjustments to reconcile income to net cash generated by operating activities:          
Depreciation and amortization 28   1,745,916   1,754,757
Equity in earnings 14   26,647   22,501
Residual value of written-off property, plant and equipment and intangible assets     3,006   1,212
Interest on asset retirement obligation     1,567   2,762
Provision for legal and administrative proceedings 24   63,968   89,608
Inflation adjustment on judicial deposits and legal and administrative proceedings     14,624   86,561
Interest, monetary and exchange rate variations on loans and other financial adjustments     203,492   213,852
Yield from marketable securities     (79,315)   (47,157)
Interest on lease liabilities 31   379,446   348,934
Lease interest 30   (7,083)   (7,032)
Provision for expected credit losses 28   182,045   165,697
Income (loss) from operations with other derivatives     165,780   -
Long-term incentive plans     6,310   4,544
      3,400,075   3,224,174
Decrease (increase) in operating assets          
Trade accounts receivable     (108,375)   (464,275)
Recoverable taxes, fees and contributions     134,938   186,717
Inventories     (36,008)   (72,905)
Prepaid expenses     (375,994)   (425,014)
Judicial deposits     4,820   9,624
Other assets     3,443   335
Increase (decrease) in operating liabilities          
Labor obligations     57,710   76,416
Suppliers     (438,778)   (707,760)
Taxes, fees and contributions payable     100,849   (22,422)
Authorizations payable     6,019   20,968
Payments for legal and administrative proceedings   24   (105,379)   (62,817)
Deferred revenues     (19,254)   (18,523)
Other liabilities     (78,871)   (98,831)
Cash generated by operations     2,545,195   1,645,687
Income tax and social contribution paid     (49,243)   -
Net cash generated by operating activities     2,495,952   1,645,687

 

 

9 

           
TIM S.A. and TIM S.A. and SUBSIDIARY
STATEMENT OF CASH FLOWS          
Periods ended March 31, 2025 and 2024          
(In thousands of reais)
           
       
  Note   March 2025   March 2024
Investment activities          
Redemptions of marketable securities     2,107,991   2,055,343
Investments on marketable securities     (2,084,000)   (1,435,875)
Capital contribution 5G Fund     (84,984)   -
Additions to property, plant and equipment and intangible assets     (1,339,122)   (1,354,545)
Receipt - Agreement with Banco C6     52,000   -
Other     15,521   3,134
Net cash used in investment activities     (1,332,594)   (731,943)
           
Financing activities          
Amortization of loans and financing 36   (98,956)   (588,841)
Interest paid - Loans and financing 36   (6,996)   (30,054)
Payment of lease liability 36   (401,805)   (408,789)
Interest paid on lease liabilities 36   (390,114)   (358,895)
Lease incentives received     3,842   33,904
Derivative financial instruments     (4,639)   (4,514)
Purchase of treasury shares, net of disposals     (13,021)   (4,692)
Dividends and interest on shareholders’ equity paid 25   (670,044)   (645,112)
Net cash used in financing activities     (1,581,733)   (2,006,993)
           
Increase (decrease) in cash and cash equivalents     (418,375)   (1,093,249)
Cash and cash equivalents at the beginning of the period     3,258,743   3,077,931
Cash and cash equivalents at the end of the period     2,840,368   1,984,682

 

 

 

See the accompanying notes to the quarterly information.

 

10 

 

TIM S.A.
STATEMENT OF VALUE ADDED
Periods ended March 31, 2025 and 2024
(In thousands of reais)
       
   
  March 2025   March 2024
Revenues      
Gross operating revenue 9,467,889   8,710,389
Losses on doubtful accounts (182,045)   (165,697)
Discounts granted, returns and others (2,066,863)   (1,655,956)
  7,218,981   6,888,736
Inputs acquired from third parties      
Cost of services rendered and goods sold (1,215,391)   (1,072,125)
Materials, energy, outsourced services and other (933,557)   (959,755)
  (2,148,948)   (2,031,880)
Retentions      
Depreciation and amortization (1,745,916)   (1,754,757)
Net added value produced 3,324,117   3,102,099
Value added received in transfer      
Equity in earnings (26,647)   (22,501)
Financial revenues 190,062   252,453
  163,415   229,952
Total added value payable 3,487,532   3,332,051
       
Distribution of added value      
Personnel and charges      
      Direct remuneration 196,435   201,494
      Benefits 75,238   65,571
      F.G.T.S 20,203   19,778
      Other 7,589   7,244
  299,465   294,087
Taxes, fees and contributions      
     Federal 500,578   680,723
     State 749,327   713,893
     Municipal 33,041   29,527
  1,282,946   1,424,143
Third-party capital remuneration      
   Interest 786,310   774,799
   Rents 320,035   319,599
  1,106,345   1,094,398
Other      
   Social investment 1,154   -
  1,154   -
Shareholders’ Equity Remuneration      
   Dividends and interest on shareholders’ equity 200,000   200,000
   Retained earnings 597,622   319,423
  797,622   519,423
       

Explanatory notes are an integral part of the quarterly information

 

11 

2025 First Quarter Results

 

 

 


 

12 

2025 First Quarter Results

 


 

13 

2025 First Quarter Results

 

RECENT AND SUBSEQUENT EVENTS

 

 

 

 

 

 

 

14 

2025 First Quarter Results

 

 

FINANCIAL HIGHLIGHTS

Operational Revenue

 

 

Consistent revenue growth supported by the mobile segment

 

 

Total Net Revenue grew 4.9% YoY in 1Q25, driven mainly by the positive performance of Mobile Service Revenue, supported by Postpaid strong performance. Service Revenue increased by 5.6% YoY.

 

Details of the Mobile Segment (net of taxes and deductions):

 

The Mobile Service Revenue ("MSR") saw a YoY increase of 6.2% in 1Q25, driven by another double-digit growth in Postpaid as TIM continues to consolidate the best value proposition for its customers supported by its strategic pillars. This led the Mobile ARPU (average monthly revenue per user) to reach R$ 31.9, the highest level ever recorded for a first quarter, with a YoY growth of 5.0%.

 

The Client Generated Revenue ("CGR"), which represents the MSR after excluding interconnection, customer platform, and other revenues, reached R$ 5,542 million in 1Q25, an increase of 6.8% YoY, driven by the strong performance of postpaid client generated revenue.

 

The Interconnection Revenue (ITX) fell by 11.5% YoY in 1Q25, following the reduction in incoming traffic.

 

Customer Platform Revenue reached R$ 22 million in 1Q25 compared to R$ 31 million in 1Q24. This variation was primarily due to the reduction in financial service revenue amid the termination of the partnership with C6 Bank.

 

15 

2025 First Quarter Results

 

 

The Other Revenue line grew 5.3% YoY in 1Q25, due to an increase in revenues from IoT projects.

 

Below is the breakdown of the performance of each mobile customer profile:

 

Postpaid Revenue expanded by 13.9% YoY in 1Q25, with Postpaid ARPU reaching R$ 43.8 (+4.0% YoY), and Postpaid ex-M2M ARPU reaching R$ 54.3, increasing by 6.5% YoY. This result reflects the Company's focus on monetizing its base through mechanisms of migration to higher-value plans (in 1Q25, the migration from Control to Pure Postpaid plans expanded by 20.3% YoY), by maintaining low churn rates (0.8% in postpaid customers ex-M2M), and by the impact of annual price adjustments for part of the customer base, which began in March.

 

Prepaid Revenue fell by 10.9% YoY in 1Q25, with Prepaid ARPU reaching R$ 13.8 (-5.5% YoY). This reduction is explained by the greater migration of prepaid customers to Control plans and a decrease in the frequency of recharges.

 

Details of the Fixed Segment (net of taxes and deductions):

 

Fixed Service Revenue recorded a decline of 4.1% YoY in 1Q25. TIM Ultrafibra, the main line of the segment, saw a decrease of 4.5% YoY in 1Q25, with ARPU reaching R$ 93.2 (-2.7% YoY), mainly impacted by: (i) a more competitive price environment; and (ii) a more selective approach focusing on operational optimization and efficiency.

 

Breakdown of Product Revenue (net of taxes and deductions):

 

The Product Revenue saw a decline of 17.6% YoY in 1Q25. The performance was mainly affected by: (i) a more comparable base effect in 1Q25, as sales of B2B IoT products and accessories began in the last quarter of 2023; and (ii) a seasonal effect in the sale of devices.

 

 

16 

2025 First Quarter Results

 

 

Operational Costs and Expenses

 

The continuous pursuit of efficiency translates into a deceleration of cost growth

* Operation Costs normalized for: costs with legal consultancy services related to the end of the dispute with C6 (+R$ 19.0 million in 1Q25) and expenses related to the price adjustment in the I-Systems sales contract (+R$ 10.0 million in 4Q24).

 

Normalized Operating Costs and Expenses totaled R$ 3,310 million in 1Q25, an annual increase of 3.3%. This yearly increase reflects the still significant impact of network and interconnection expenses, largely affected by the effects of international roaming and content providers. Nevertheless, this increase was lower than the inflation recorded in the period (IPCA accumulated over the 12 months ending in March 2025: 5.48%[1]).

 

Breakdown of Normalized Costs and Expenses:

 

Personnel costs saw a decline of 1.7% YoY in 1Q25, mainly due to lower level of provisions for variable compensation tied to employee participation in the Company's results.

 

The Selling and Marketing line saw a reduction of 1.8% YoY in 1Q25, mainly explained by lower expenses with Fistel fees.

 

Network and Interconnection expenses increased by 16.5% YoY in 1Q25, mostly impacted by higher expenses with international roaming services, reflecting an increase in traffic volume, and greater spending on content providers due to the ongoing development of offerings.

 


[1] Source: IBGE

 

17 

2025 First Quarter Results

 

Normalized General and Administrative (G&A) expenses decreased4F[2] by 4.2% YoY in 1Q25, due to lower spending on legal services.

 

The Cost of Goods Sold (COGS) fell by 15.7% YoY in 1Q25, in line with the reduction in product sales during the period.

 

The Bad Debt line increased by 9.9% YoY in 1Q25, as a result of greater exposure due to the growing postpaid base (almost 10% higher compared to the same period last year). Even so, the bad debt on gross revenue ratio remains at a healthy level of 1.9% (vs. 1.9% in 1Q24).

 

Other Normalized F[3] Operational Expenses (Revenues) fell by 29.0% YoY in 1Q25, mainly due to a lower level of provisions for fiscal contingencies.

 

 

 

 

 


[2] The General and Administrative Expenses line had a non-recurring impact of R$ 19.0 million in 1Q25, referring to the costs of legal consultancy services in the context of closing the dispute with C6.

[3] The Other Operating Expenses (Income) line had a non-recurring impact of R$ 10.0 million in 4Q24, referring to expenses linked to the price adjustment in the I-Systems sale contract.

 

18 

2025 First Quarter Results

 

 

From EBITDA to Net Income

 

Efficient operational execution fosters consistent EBITDA growth with margin expansion

* Normalized EBITDA according to items described in the Costs section (+R$ 19.0 million in 1Q25 and +R$ 10.0 million in 4Q24). Normalized Net Income according to items described in the Costs section and to non-recurring effects in Income Tax and Social Contribution (-R$ 6.5 million in 1Q25 and -R$ 3.4 million in 4Q24).

 

19 

2025 First Quarter Results

 

EBITDA6F[4] (Earnings Before Interest, Taxes, Depreciation, Amortization and Equity in Earnings)

 

Normalized EBITDA totaled R$ 3,084 million in 1Q25, representing a 6.7% YoY increase. This led the Normalized EBITDA Margin to reach 48.2%, the best result for a years’ first quarter, representing an expansion of 0.8 p.p. YoY. This result reflects the consistent growth in mobile service revenue and continuous cost control.

 

 

 

 

EBITDA After Leases (AL)

 

Returning with the effects of leases into EBITDA, Normalized EBITDA-AL (After Lease), excluding the impact of fines applied in sites decommissioning, showed a 6.5% YoY growth in 1Q25, with a Margin of 36.6%, +0.5 p.p. YoY. This result reflects the solid evolution of EBITDA, although impacted by the combination of: (i) annual adjustment on lease contracts; and (ii) a lower level of contractual incentives.

 

 


[4] Normalized EBITDA as per items described in the 'Costs' section.

 

20 

2025 First Quarter Results

 


Depreciation and Amortization (D&A)

 

 

The D&A line showed a 0.5% YoY decrease in 1Q25, as a result of the reduction in depreciation on lease rights under IFRS 16, partially offset by higher depreciation related to infrastructure equipment.

 

Net Financial Results

 

 

 

Net Financial Result was negative by R$ 598 million in 1Q25, a worsening of 14.0% YoY vs. 1Q24. This result is explained by the adjustment regarding the C6 value, due to the difference between the recognized value and the asset value established in the agreement, and by a higher level of interest on leases, due to the contracts adjustment and a lower level of cancellations. These effects were partially offset by: (i) higher cash profitability, due to a higher Selic rate and a higher average cash level; and (ii) lower interest related to debt, due to a reduction in the level of indebtedness.

 

 

 

21 

2025 First Quarter Results

 

 

Income Tax and Social Contribution

 

In the Normalized[5] view, Income Tax and Social Contribution ("IR/CS") totaled R$ 97 million in 1Q25 compared to -R$ 69 million in 1Q24, leading to an effective rate of 13.7% vs. -11.7% in the first quarter of 2024. The variation is mainly explained by the deliberation of Interest on Capital, which totaled R$ 690 million in 1Q25, compared to R$ 200 million in 1Q24. However, other effects also contributed, such as the increase in the SUDAM/SUDENE benefit and the effect of the agreement with C6.

 

Net Income

 

Normalized0F[6] Net Income totaled R$ 810 million in 1Q25, representing the 8th consecutive quarter of double-digit annual growth, +56.0% YoY. This robust result represents another record: the highest level of net income ever recorded by the Company in a first quarter. This led Normalized Earnings per Share (EPS) to R$ 0.33 vs. R$ 0.21 in 1Q24.

 

 

INVESTIMENTS AND CASH FLOW

 

Capex

 

The strategic allocation of investments contributes to healthy cash generation

 

Capex reached R$ 1,339 million in 1Q25, a 1.1% YoY reduction, maintaining the expected seasonality and, therefore, the Capex projection for the year remains unchanged. In 2025, investments were more concentrated in network with the modernization of São Paulo's infrastructure, while in 2024 they were more focused on IT, due to an accelerated expansion of digitalization initiatives, which had positive effects later, especially in improving customer service indicators. The Capex over Net Revenue ratio reached 20.9% in 1Q25 vs. 22.2% in 1Q24, a reduction of 1.3 p.p. YoY.

 


[5] The Income Tax and Social Contribution line had non-recurring effects amounting to -R$ 6.5 million in 1Q25 and -R$ 3.4 million in 4Q24.

[6] Net Income Normalized by items described in the 'From EBITDA to Net Income' section.

 

22 

2025 First Quarter Results

 


Cash Flow

 

* The variation in Working Capital and Income Tax excludes the impacts related to EXA in 4Q24.

** Incentives over payment of leases were recognized in line with the agreed contractual conditions, reducing the amount disbursed during the period (+R$ 3.8 million in 1Q25, +R$ 9.9 million in 4Q24, +R$ 14.1 million in 3Q24, +R$ 31.6 million in 2Q24, and +R$ 33.9 million in 1Q24).

 

Normalized EBITDA (-) Capex reached R$ 1,745 million in 1Q25, an increase of 13.6% YoY. Excluding the effects of leases, Normalized EBITDA-AL[7] (-) Capex totaled R$ 1,001 million in the period, showing a double-digit growth (+18.7% YoY) with a margin of 15.7%.

 

The Operating Free Cash Flow (“OpFCF”) totaled R$ 294 million in 1Q25, an improvement of R$ 729 million YoY. The expansion reflects the evolution of the operating cash flow, driven by the increase in EBITDA and a less negative variation in working capital, due to improvements in inventory and supplier lines, mainly due to the reduction of international roaming line. Additionally, there was an improvement in the lines of taxes, fees, and contributions, as well as in accounts receivable from customers, which showed a less impactful seasonal effect compared to 1Q24.

 

 

 


[7] EBITDA-AL normalized according to the items described in the section “From EBITDA to Net Income” and excluding the impact of sites decommissioning fines. For more details, see Exhibit 4 - EBITDA After Lease.

 

 

23 

2025 First Quarter Results

 

 

 

 

Cash Position

 

Cash and Securities positions totaled R$ 5,327 million at the end of March 2025, representing an increase of 58.0% YoY, reflecting the Company's operational improvement.

 

It is also worth noting that the full payment of the TFF (Operating Inspection Fee), which is part of the Fistel fee, has been suspended since 2020. The total amount recorded until March 31, 2025, was R$ 3.6 billion, with R$ 2.8 billion as principal and R$ 806 million as accrued interest.

 

 

24 

2025 First Quarter Results

 

 

DEBT

 

Debt Profile

 

 

Total Debt (post-hedge), including net derivatives amounting R$ 152 million, totaled R$ 16,377 million at the end of March 2025, representing an increase of R$ 63 million compared to 1Q24. The increase mainly reflects the rise in the total lease position, although partially offset by a reduction in financial debt.

 

25 

2025 First Quarter Results

 

 

 

 

 

26 

2025 First Quarter Results

 

 

 


 

 

27 

2025 First Quarter Results

 

OPERATIONAL INDICATORS

 

* Data published by Anatel as of February 2025.

 

 

 

 

28 

2025 First Quarter Results

 

 

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

 

ESG Highlights for 1Q25

 

Environmental

 

o For the second consecutive year, TIM has achieved the highest score of A in the CDP Climate Change questionnaire, remaining on the select “A List” of companies considered global leaders in climate change management. The recognition reinforces the Company’s commitment to mitigating greenhouse gas (GHG) emissions from its operations and adapting its operations to the effects of climate change.

 

o As part of the evolution of the Distributed Generation project, TIM ended the 1st quarter with 133 plants in operation. The project is responsible for supplying more than 17 thousand sites with the use of renewable energy plants, with a predominance of solar plants. In addition, 100% of the electricity consumed by TIM comes from renewable sources (with the acquisition of I-RECs).

 

o TIM ended the 1st quarter with 1,871 active biosites on its network. These structures, like a common pole, are a solution for densifying the mobile access network (antennas/towers) with a very low visual and urban impact, lower cost and quick installation.

 

Social

 

o In partnership with Mulheres Positivas, CMI Business Transformation and other leading companies in the sector, TIM has launched a mentoring program to empower and accelerate the careers of women in technology. The initiative reinforces the operator's commitment to gender equality in the job market.

 

o Another initiative by the Company in the search for greater gender equality in technology areas and in celebration of the International Day of Women and Girls in Science, celebrated on February 11, was the creation of a talent pool focused exclusively on women. Currently, women represent 26% and 35% of TIM's Tech and IT teams, respectively, and 51% of internship positions in these areas were filled by women.

 

o The Bateria do Instituto TIM (Drum Group) was once again present at Rio’s Carnival, taking part in the traditional Mini Bloco, held at Praça Xavier de Brito, in Tijuca, Rio de Janeiro. Composed of more than 50 children, young people and adults, with and without disabilities, the initiative reaffirms its commitment to promoting social inclusion through music. Led by master Mangueirinha, the group rocked the festivities with enthusiasm and mastery, enchanting the young revelers and reaffirming the value of diversity.

 

29 

2025 First Quarter Results

 

 

o The implementation cycle of the Edital Fortalecendo Redes (Strengthening Networks Call for Proposals), launched in 2023 by Instituto TIM in partnership with Gerando Falcões, was completed in January 2025. The initiative allocated R$1 million to support 10 civil society organizations in the Gerando Falcões network in institutional strengthening and community impact projects. With more than a thousand direct beneficiaries, including children, adolescents, young people and teams from the organizations, and around 9 thousand indirect beneficiaries, the call for proposals drove significant advances in team structuring, fundraising, institutional communication and expansion of local services.

Governance

 

o At the end of the first quarter, TIM Group published its 2024 Sustainability Report. The document was prepared in accordance with the new guidelines of the Corporate Sustainability Reporting Directive (CSRD). As a member of the Group, TIM Brasil contributed information on environmental, social and governance dimensions.

 

o For the fourth consecutive year, TIM was considered one of the most sustainable companies in the world by S&P Global ESG, the organization responsible for the Dow Jones Sustainability Index (DJSI). The Company was once again included in the Sustainability Yearbook 2025 for the improvement of its performance in the DJSI submission process.

 

To access the quarterly ESG report, please visit: Quarterly ESG Report

 

 

 

 

30 

2025 First Quarter Results

 

Disclaimer

 

The consolidated financial and operating information disclosed in this document, except where otherwise indicated, is presented in accordance with the International Financial Reporting Standards (IFRS) and in Brazilian Reais (R$), in compliance with the Brazilian Corporate Law (Law 6,404/76). Comparisons refer to the first quarter of 2025 (“1Q25”), except when otherwise indicated.

 

This document may contain forward-looking statements. Such statements are not statements of historical fact and reflect the beliefs and expectations of the Company's management. The words “anticipates”, “believes”, “estimates”, “expects”, “forecasts”, “plans”, “predicts”, “projects”, “targets” and similar words are intended to identify these statements, which necessarily involve known and unknown risks and uncertainties foreseen, or not, by the Company. Therefore, the Company’s future operating results may differ from current expectations and readers of this report should not base their assumptions exclusively on the information given herein. Forward-looking statements only reflect opinions on the date on which they are made and the Company is not obliged to update them in light of new information or future developments.

 

 

 

31 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

1. Operations

 

 

1.1. Corporate Structure

 

TIM S.A. (“TIM” or “Company”) is a public limited company with Registered office in the city of Rio de Janeiro, RJ, and a subsidiary of TIM Brasil Serviços e Participações S.A. (“TIM Brasil”). TIM Brasil is a subsidiary of the Telecom Italia Group that holds 66.59% of the share capital of TIM S.A on March 31, 2025 (66.59% on December 31, 2024).

 

The TIM group (“Group”) comprises TIM and its associated company I-Systems.

 

The Company holds an authorization for Landline Switched Telephone Service (“STFC”) in Local, National Long-Distance and International Long-Distance modes, as well as Personal Mobile Service (“SMP”) and Multimedia Communication Service (“SCM”), in all Brazilian states and in the Federal District.

 

The Company’s shares are traded on B3 – Brasil, Bolsa, Balcão (“B3”). Additionally, TIM has American Depositary Receipts (ADRs), Level II, traded on the New York Stock Exchange (NYSE) – USA. As a result, the company is subject to the rules of the Brazilian Securities and Exchange Commission (“CVM”) and the Brazilian Securities and Exchange Commission (“SEC”). In order to comply with good market practices, the company adopts as a principle the simultaneous disclosure of its financial information in both markets, in reais, in Portuguese and English.

 

On March 31, 2025, TIM holds a 49% equity interest (49% on December 31, 2024) in the company I-Systems (associated company).

 

2. Preparation basis and presentation of quarterly information

 

The quarterly information were prepared and are being presented according to the accounting practices adopted in Brazil, which comprise the CVM standards and pronouncements, guidance and interpretations issued by the Accounting Pronouncement Committee (“CPC”) and in compliance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), currently named “IFRS Accounting Standards” by the IFRS Foundation.

 

Additionally, the Company considered the guidelines provided for in Technical Guideline OCPC 07 - Evidencing upon Disclosure of General Purpose Financial-Accounting Reports in the preparation of its quarterly information. Accordingly, relevant information of the quarterly information is being evidenced and corresponds to the information used by management when administrating.

 

The material accounting policies applied in the preparation of this quarterly information are below and/or presented in its respective notes. These policies were applied consistently over the periods presented.

 

 

 

 

 

 

 

 

32 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

a. General criteria for preparation and disclosure

 

The quarterly information was prepared considering the historical cost as value basis, except regarding the derivative financial instruments that were measured at fair value.

Assets and liabilities are classified according to their degree of liquidity and collectability. They are reported as current when they are likely to be realized or settled over the next 12 months. Otherwise, they are stated as non-current. The exception to this procedure involves deferred income tax and social contribution balances (assets and liabilities) and provision for lawsuits and administrative proceedings that are fully classified as non-current.

On March 31, 2025, the Company reported a net profit of R$ 797,622. The Company’s current liabilities exceeded total current assets by R$ 1,770,848. The Company believes that there is a seasonal decrease in operating cash flow at the beginning of the year due to the payment of obligations and regulatory fees. On March 31, 2025, the Company’s shareholders’ equity is positive by R$ 24,455,547.

 

In connection with the preparation of this quarterly information, Company’s Management made analyses which confirms that the cash generated by operations up to March 31, 2025 is positive by R$ 2.5 billion; therefore, there is no evidence of uncertainties about the going concern.

 

The presentation of the Statement of Value Added is required by Brazilian corporate law and the accounting practices adopted in Brazil applicable to publicly-held companies. The DVA was prepared according to the criteria set forth in CPC Technical Pronouncement No. 09 - “Statement of Value Added”. The IFRS do not require the presentation of this statement. Consequently, according to IFRS, this statement is presented as supplementary information, without prejudice to the set of quarterly information.

 

Interests paid from loans and financing are classified as financing cash flow in the statement of cash flow as it represents costs of obtaining financial resources.

 

 

b. Functional and presentation currency

 

The currency of presentation of the quarterly information is the Real (R$), which is also the functional currency of the Company and its associated company.

 

Transactions in foreign currency are recognized by the exchange rate on the date of transaction. Monetary items in foreign currency are translated into Brazilian reais at the foreign exchange rate prevailing on the balance sheet date, informed by the Central Bank of Brazil. Foreign exchange gains and losses linked to these items are recorded in the statement of income.

 

 

c. Segment information

 

Operating segments are components of the entity that carry out business activities from which revenues can be obtained and expenses incurred. Its operating results are regularly reviewed by the entity's main operations manager, who makes decisions on resource allocation and evaluates segment performance. For the segment to exist, individualized financial information is required.

 

 

33 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

The main operational decision maker in the Company, responsible for the allocation of resources and periodically evaluating performance, is the Executive Board, which, along with the Board of Directors, are responsible for making the strategic decisions of the company and its management.

 

The Group’s strategy is focused on optimizing results, and all the operating activities of the group are concentrated in TIM S.A. Although there are diverse activities, decision makers understand that the company represents only one business segment and do not contemplate specific strategies focused only on one service line. All decisions regarding strategic, financial planning, purchases, investments and investment of resources are made on a consolidated basis. The aim is to maximize the result obtained by operating the SMP, STFC and SCM licenses.

 

 

 

 

d. Business combination and goodwill

 

Business combinations are accounted for under the acquisition method. The cost of an acquisition is measured for the consideration amount transferred, which is valuated on fair value basis on the acquisition date, including the value of any non-controlling interest in the acquiree, regardless of their proportion. For each business combination the Acquirer must measure the non-controlling interest in the acquiree at the fair value or based on its interest in the net assets identified in the acquiree. Costs directly attributable to the acquisition are accounted for as expense when incurred.

 

The purchase accounting method is used to record the acquisition of subsidiaries by the Group. The acquisition cost is measured as the fair value of the assets acquired, equity instruments (i.e.: shares) and liabilities incurred or assumed by the acquirer on the date of the change of control. Identifiable assets acquired, contingencies and liabilities assumed in a business combination are initially measured at their fair value on the acquisition date, regardless of the proportion of any non-controlling interest. The portion exceeding the transferred consideration of the Company's interest in the acquired identifiable net assets, is recorded as goodwill. Should the consideration transferred be less than the fair value of the net assets of the acquired subsidiary, the difference is recognized directly in the statement of income as a gain from bargain purchase once concepts and calculations applied are reviewed.

 

On acquiring a business, the Group assesses the financial assets and liabilities assumed in order to rate and to allocate them in accordance with contractual terms, economic circumstances and pertinent conditions on the acquisition date, which includes segregation by the acquired entity of built-in derivatives existing in the acquired entity’s host contracts.

 

Any contingent payments to be transferred by the acquiree will be recognized at fair value on the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or liability should be recognized in accordance with CPC 48 in the statement of income.

 

Initially, goodwill is initially measured as being the excess of consideration transferred in relation to net assets acquired (acquired identifiable assets and assumed liabilities) measured at fair value on acquisition date. If consideration is lower than fair value of net assets acquired, the difference must be recognized as gain in bargain purchase in the statement of income on the acquisition date.

 

After initial recognition, the goodwill is carried at cost less any accumulated impairment losses. For impairment testing purposes, goodwill acquired in a business combination is, from the acquisition date, allocated to each cash-generating units of the Group that are expected to benefit by the synergies of combination, regardless of other assets or liabilities of the acquiree being allocated to those units.

 

34 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

When the goodwill is part of a cash generating unit and a portion of this unit is disposed of, the premium associated with the disposed portion should be included in the cost of the operation when calculating gains or losses in the disposal. The goodwill disposed under these circumstances of this operation is determined based on the proportional values of the portion disposed of, in relation to the cash generating unit maintained.

 

 

f. Approval of quarterly information

 

This quarterly information was approved by the Company's Board of Directors on May 05, 2025.

 

 

g. New standards, amendments and interpretations of standards

 

g.1 The following new standards/amendments were issued by the Accounting Pronouncement Committee (“CPC”) and International Accounting Standards Board (IASB), are effective for the period ended March 31, 2025.

 

IAS 21 – Effects of changes in exchange rates and translation of financial statements

 

In March 2024, the IASB issued an amendment regarding Lack of Exchangeability, seeking to define the concept of convertible currency and provide guidance on procedures for non-convertible currencies, determining that convertibility should be assessed at the measurement date based on the purpose of the transaction. If the currency is not convertible, the entity must estimate the exchange rate that reflects market conditions. In situations with multiple rates, the one that best represents the settlement of the cash flows should be used.

 

The pronouncement also highlights the importance of disclosures about non-convertible currencies, so that users of the financial statements understand the financial impacts, risks involved and criteria used in estimating the exchange rate.

 

The amendments are effective for financial statement periods starting on or after January 1, 2025.

 

The Company assessed and did not identify any material impact on the Company’s quarterly information.

 

 

CPC 18 (R3) - Investment in associated company, subsidiary and joint venture

 

In September 2024, the Accounting Pronouncements Committee (CPC) amended Technical Pronouncement CPC 18 (R3) to align Brazilian accounting standards with the IASB’s international standards.

 

CPC 18 currently allows the equity method (MEP) in the measurement of investments in subsidiaries in the Separate Financial Statements, following changes in international standards. This convergence harmonizes the accounting practices adopted in Brazil with the international ones, without generating material impacts, only editorial and normative adjustments.

 

The amendments are effective for financial statement periods starting on or after January 1, 2025.

 

The Company assessed and did not identify any material impact on the Company’s quarterly information.

 

35 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

g.2 the following new standards were issued by Comitê de Pronunciamentos Contábeis [Accounting pronouncements committee] (CPC) and the International Accounting Standards Board (IASB), but are not in effect for the period ended on March 31, 2025. The Company intends to adopt these new and amended standards and interpretations, if applicable, when they come into force.

 

 

IFRS 18: Presentation and disclosure of financial statements

 

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 (equivalent to CPC 26 (R1) - Presentation of Financial Statements. IFRS 18 introduces new requirements for presentation within the statement of income, including specified totals and subtotals. Moreover+, entities are required to classify all income and expenses within the statement of income in one of five categories: operating, investment, financing, income taxes and discontinued operations, of which the first three are new.

 

The standard also requires the disclosure of performance measures defined by management, subtotals of income and expenses, and includes new requirements for the aggregation and disaggregation of financial information based on the identified “functions” of the primary financial statements (PFS) and notes.

 

Furthermore, restricted scope amendments were made to IAS 7 (equivalent to CPC 03 (R2) - Statement of Cash Flows), which include changing the starting point for determining cash flows from operations using the indirect method, from “income or loss for the period” to “operating income +r loss” and removing the option to classify cash flows from dividends and interest. In addition, there are consequent amendments in several other standards.

 

 

 

 

IFRS 18 and the amendments to the other standards will come into force for reporting periods beginning on or after January 01, 2027, with early adoption permitted, and must be disclosed, although in Brazil early adoption is not allowed. IFRS 18 will be applied retrospectively.

 

The Company is currently working to identify all the impacts that the changes will have on the primary financial statements and notes to the financial statements.

 

 

IFRS 19: Subsidiaries without Public Liability: Disclosures

 

In May 2024, the IASB issued IFRS 19, which allows eligible entities to opt to apply its reduced disclosure requirements while still applying the recognition, measurement and presentation requirements in other IFRS accounting standards. To be eligible, at the end of the reporting period, an entity must be a subsidiary, as defined in IFRS 10 (CPC 36 (R3) – Consolidated Statements), must not have public accountability and must have a parent company (ultimate or intermediate) that prepares consolidated financial statements, available for public use, that comply with IFRS accounting standards.

 

IFRS 19 will come into force for reporting periods beginning on or after January 01, 2027, with early adoption permitted.

 

 

36 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

As the Company’s equity instruments are publicly traded, it is not eligible to apply IFRS 19.

 

 

Amendment to IFRS 9 – Disclosure of quantitative information for contractual terms

 

In May 2024, the IASB issued amendments to IFRS 9 related to financial assets, establishing that entities must disclose quantitative information, such as a range of possible changes in contractual cash flows. This means that entities need to provide both qualitative and quantitative information about the contractual terms that may impact the value of said cash flows. For example, possible changes in contractual interest rates arising from contingent events associated with ESG (environmental, social and governance) targets must be disclosed.

 

The amendments are effective for financial statement periods starting on or after January 1, 2026.

 

The Company is assessing the impacts to ensure that all information complies with the standard.

 

 

IFRS Accounting Standard for SMEs (Small and Medium-Sized Enterprises)

 

In February 2025, the IASB issued a significant update to the IFRS Accounting Standard for Small and Medium-Sized Enterprises (SMEs).

 

The update is the result of a comprehensive periodic review of the standard and includes improvements to the revenue recognition model, the consolidation of fair value measurement requirements in a single location, as well as updating the requirements for business combinations, consolidations and financial instruments.

This update will help improve the quality of the information provided to users of SME financial statements, while maintaining the simplicity of the Standard.

 

The amendments are effective for financial statement periods starting on or after January 1, 2027.

 

The Company has assessed that this update is not applicable, since it is a large public traded company and is therefore subject to the full adoption of the international accounting standards (IFRS) issued by the IASB.

 

 

 

 

3. Estimates and areas where judgment is significant in the application of the Company's accounting policies

 

Accounting estimates and judgments are continuously assessed based on the Company's historical experience and on other factors, such as expectations of future events, considering the circumstances present on the base date of quarterly information.

 

By definition, resulting accounting estimates are seldom equal to the respective taxable income. The estimates and assumptions that present a significant risk, with the probability of causing a material adjustment to the book values of assets and liabilities for the fiscal period, are covered below.

 

 

 

 

37 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

(a)       Provision for legal and tax administrative proceedings

 

The legal and tax administrative proceedings are analyzed by the Management along with its legal advisors (internal and external). The Company considers factors in its analysis such as hierarchy of laws, precedents available, recent court judgments, their relevance in the legal system and payment history. These assessments involve Management’s judgment (note 24).

 

(b)       Fair value of derivatives and other financial instruments

 

The financial instruments presented in the balance sheet at fair value are measured using valuation techniques that consider observable data or observable data derived from market (Note 36).

 

(c)       Unbilled revenues

 

Since some cut dates for billing occur at intermediate dates within the months of the year, as the end of each month there are revenues earned by the Company, but not actually invoiced to its customers. These unbilled revenues are recorded based on estimate that takes into consideration historical consumption data, number of days elapsed since the last billing date, among others (note 27).

 

(d)       Leases

 

The Company has a significant number of the lease contracts in which it acts a lessee (Note 18), and with the adoption of the accounting standard IFRS 16 / CPC 06 (R2) – Leases, on January 1, 2019, certain judgments were exercised by Company’s management in measuring lease liabilities and right-of-use assets, such as: (i) estimate of the lease term, considering non-cancellable period and the period covered by options to extend the contract term, when the exercise depends only from the Company, and this exercise is reasonably certain; and (ii) using certain assumptions to calculate the discount rate.

The company is not able to readily determine the interest rate implicit on the lease and, therefore, considers its incremental rate on loans to measure lease liabilities. Incremental rate on the lessee’s loan is the interest rate that the lessee would have to pay when borrowing, for a similar term and with a similar guarantee, the resources necessary to obtain the asset with a value similar to the right of use asset in a similar economic environment. The Company estimates the incremental rate using observable data (such as market interest rates) when available and considers aspects that are specific to the Company (such as the cost of debt) in this estimate.

 

 

 

 

4. Cash and cash equivalents

 

 

Cash and cash equivalents are financial assets measured at amortized cost or at fair value through profit or loss, respectively.

 

Company’s Management classifies its financial assets upon initial recognition.

 

   

 

March 2025

            December 2024
         
  Cash and banks   31,576   81,177
  Free availability financial investments:        
     CDB’s / Repurchases   2,808,792   3,177,566
    2,840,368   3,258,743

 

 

38 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

Bank certificates of deposit (“CDBs”) and committed transactions are nominative securities issued by banks and sold to the public as a form of fund raising. These securities can be traded during the contracted term, at any time, which gives them high liquidity, their adjustment is linked to the percentage of the Bank Deposit Certificate (CDI), there is no risk of significant impairment in their value and they are used to fulfill the Company’s short-term obligations.

 

The average remuneration of CDB investments in 2025 is 100.25% p.a. (101.09% on December 31, 2024) of the variation of the interbank deposit certificate—CDI.

 

 

 

 

5. Marketable securities

 

Comprise financial assets measured at fair value through profit or loss.

 

    March 2025   December 2024
         
FUNCINE (i)   18,301   15,241
Fundo Soberano (ii)   4,371   2,404
FIC: (iii)        
   Government bonds (a)   1,694,680   1,716,706
   CDB (b)   28,716   18,897
   Financial bills (c)   441,352   394,343
   Other (d)   317,586   302,091
    2,505,006   2,449,682
         
Current portion   (2,486,705)   (2,434,441)
Non-current portion   18,301   15,241

 

 

(i) Since 2017, the Company, with the aim of using tax deductibility benefit for income tax purposes, started investing in the National Film Industry Financing Fund (FUNCINE). The average remuneration in 2025 was 0.13% p.a. (1.47% p.a. on December 31, 2024).

 

(ii) Fundo Soberano is composed only of federal government bonds. The average remuneration in the 1Q2025 was 99.68% p.a. of the variation of the Interbank Deposit Certificate - CDI (99.20% on December 31, 2024).

 

(iii) The Company invests in open FIC's (Quota Investment Fund). Funds are mostly made up of federal government bonds and papers from financial institutions, mostly AAA (highest quality). The average remuneration of FICs in the 1Q2025 was 103.71% p.a. of the variation of the Interbank Deposit Certificate - CDI (105.14% p.a. on December 31, 2024).

 

(a) Government bonds are fixed income financial instruments issued by the National Treasury to finance the activities of the Federal Government.

 

(b) The CDB operations are emitted by the banks with the commitment of stock buyback by the bank itself and with predetermined taxes.

 

(c) The Financial bills is a fix income tittle emitted by financial institutions with the objective of a long-term fund raising.

 

(d) Is represented by: Debentures, FIDC, commercial notes, promissory notes, bank credit note.

 

 

39 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

6. Trade accounts receivable

 

These are financial assets measured at amortized cost, and refer to accounts receivable from users of telecommunications services, from network use (interconnection) and from sales of handsets and accessories. Accounts receivable are recorded at the price charged at the time of the transaction. The balances of accounts receivable also include services provided and not billed (“unbilled”) up to the balance sheet date. Trade accounts receivable are initially recognized at fair value and, subsequently, measured at amortized cost using the effective interest rate method less provision for expected credit losses (“impairment”).

 

The provision for expected credit losses was recognized as a decrease in accounts receivable based on the profile of the subscriber portfolio, the aging of overdue accounts receivable, the economic situation, the risks involved in each case and the collection curve, at an amount deemed sufficient by Management, as adjusted to reflect current and prospective information on macroeconomic factors that affect the customers’ ability to settle the receivables.

 

The fair value of trade accounts receivable is close to the book value recorded on March 31, 2025 and December 31, 2024.

 

Amounts expected to be received in more than 12 months are classified as long-term.

 

The average rate considered in calculating the present value of accounts receivable recorded in the long term is 0.58% p.m. (0.58% p.m. on December 31, 2024).

 

   
  March 2025   December 2024
Trade accounts receivable 5,193,755   4,815,750
       
Gross accounts receivable 5,861,076   5,486,319
       
Billed services 2,423,107   2,481,786
Unbilled services 1,352,187   1,302,906
Network use (interconnexion) 972,180   992,414
Sale of goods 622,686   684,858
Contractual assets (Note 23) 22,586   24,027

Other accounts receivable (i)

 

468,000   -
Other accounts receivable 330   328
Provision for expected credit losses (667,321)   (670,569)
       
Current portion (5,048,066)   (4,677,935)
Non-current portion 145,689   137,815

 

(i) Accounts receivable arising from the Agreement between TIM and C6 Bank on February 11, 2025, approved by CIMA (Cayman Islands Monetary Authority) in March 2025, for the sale of all outstanding shares (note 12) and subscription bonuses held by TIM (note 36) of the Company in C6 Bank, for a total amount of R$520 million. As of March 31, 2025, approximately 10% of the amount had been received. The remaining balance, in the amount of R$468 million, will be received during the period.

 

40 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

 

The movement of the provision for expected credit losses, accounted for as an asset reduction account, was as follows:

   
  March 2025   December 2024
  (3 months)   (12 months)
       
Opening balance 670,569   629,739
Supplement to expected losses 182,045   693,122
Write-offs of provision (185,293)   (652,292)
          Closing balance  667,321    670,569

 

 

The aging of accounts receivable is as follows:

 

  March 2025   December 2024
       
Total 5,861,076   5,486,319
       
Falling due 4,297,202   3,917,182
Overdue (in days)      
   ≤30 444,294   372,836
   ≤60 220,235   123,183
   ≤90 136,984   149,653
   ≤120 86,512   105,426
   >120 675,849   818,039

 

7. Inventories

 

Inventories are presented at the average acquisition cost. A loss is recognized to adjust the cost of Handsets and accessories to the net realizable value (selling price), when this value is less than the average acquisition cost.

 

 

 

41 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

   
  March 2025   December 2024
       
Total inventory 329,537   293,529
       
Inventories 347,838   310,054
Cell phones and tablets 248,390   187,866
Accessories and prepaid cards 76,387   98,868
TIM chips 23,061   23,320
       
Losses on adjustment to realizable value (18,301)   (16,525)

 

8. Income tax and social contribution

 

8.a Recoverable income tax and social contribution

 

   
  March 2025   December 2024
       
Recoverable income tax and social contribution 296,034   326,256
       
Income tax   188,289   200,802
Social contribution 107,745   125,454
       
Current portion (78,363)   (111,376)
Non-current portion 217,671   214,880

 

 

In September 2021, the Federal Supreme Court (“STF”), with general repercussions, established an understanding for the non-levy of Corporate Income Tax (IRPJ) and Social Contribution (CSLL) on the monetary restatement using the SELIC rate in cases of undue payment. At that time, TIM recorded its best estimate, in the amount of R$ 535 million (principal). Up to March 31, 2025, the total monetary restatement recognized was R$ 130 million. In the third quarter of 2023, TIM’s lawsuit received a favorable final and unappealable decision and in September 2023, the Company obtained credit approval from the Brazilian Federal Revenue Service.

 

In September 2023, the company carried out the reclassification between asset accounts (Recoverable income tax and social contribution x Deferred income tax and social contribution) amounting R$ 156 million. Recognizing deferred taxes on tax losses and negative CSLL bases in the amounts of R$ 114 million and R$ 42 million, respectively. Moreover, in the same period, TIM reclassified R$ 470 million of credits to current assets. In the years 2023 and 2024, the company used R$ 151 million and R$ 231 million, respectively, in credits to offset federal taxes. In the first quarter of 2025, R$ 35 million of these credits was offset.

 

 

42 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

8.b Income tax and social contribution payable

 

Current income tax and social contribution charges are calculated on the basis of the tax laws enacted, or substantially enacted, up to the balance sheet date.

 

The legislation allows companies to opt for quarterly or monthly payment of income tax and social contribution. In 2025, the Company has chosen to make the quarterly payment of income tax and social contribution.

 

 

  March 2025   December 2024
       
Income tax and social contribution payable 116,031   46,610
       
Income tax 41,602   -
Social contribution 74,429   46,610
       
Current portion (116,031)   (46,610)

 

8.c Deferred income tax and social contribution

 

Deferred income tax and social contribution are recognized on (1) tax losses and accumulated tax loss carryforwards; and (2) temporary differences arising from differences between the tax basis of assets and liabilities and their book values in the quarterly information. Deferred income tax is determined using the tax rates (and tax laws) enacted, or substantially enacted, up to the balance sheet date. Subsequent changes in tax rates or tax legislation may modify the deferred tax credit and debit balances.

 

Deferred tax assets on income tax and social contribution are recognized only according to the profitable track record and/or when based on the annual forecasts prepared by the Company.

 

The balances of deferred income tax assets and liabilities are presented at net value in balance sheet when there is the legal right and the intention of offsetting them upon calculation of current taxes, in general related to the same legal entity and the same tax authority. Accordingly, deferred tax assets and liabilities in different entities are in general presented separately, and not at net balance.

 

On March 31, 2025 and December 31, 2024, the prevailing tax rates were 25% for income tax and 9% for social contribution. In addition, there is no statute of limitation in regard to the income tax and social contribution carried forward losses, which it can be offset by up to 30% of the taxable profit reached at each fiscal year, according to the current tax legislation.

 

 

 

 

 

43 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

The amounts recorded are as follows:

 

  March 2025   December 2024
       
Tax loss carryforwards and negative basis of social contribution -   12,132
Temporary differences:      
Provision for legal and administrative proceedings 536,098   536,550
Provision for expected credit losses 257,372   257,645
Taxes with enforceability suspended(i) 1,303,540   1,230,521
Derivative financial instruments (44,893)   (274,140)
Capitalized interest - 4G and 5G (237,846)   (246,621)
Adjustments to standard IFRS 16 (ii) 744,295   730,015
Accelerated depreciation (iii) (1,002,031)   (990,374)
Fair value adjustment I–Systems (former FiberCo) (iv) (249,477)   (249,477)
Impairment loss (v) 248,349   269,172
Amortized goodwill – Cozani (vi) (427,333)   (388,245)
Other assets 304,088   287,234
Other liabilities (94,407)   (92,779)
  1,337,755   1,081,633
       
       
Deferred active tax portion 3,393,742   3,323,269
Portion of deferred tax liability (2,055,987)   (2,241,636)

 

 

(i) Mainly represented by the Fistel fee (TFF) for the financial years 2020-2024 of TIM S.A. and the TFF referring to Cozani's 2022 financial year. The Operating Inspection Fee (TFF) for the years 2020 and 2024 of TIM S.A. and TFF for 2022 of Cozani had its payments suspended by virtue of an injunction and, therefore, still do not have a specific date for payment. See Note 22 for details.

 

(ii) Represents the addition of new lease contracts. The temporary difference of the IFRS 16 contracts is due to the difference in the timing of recognition of the accounting (interest and depreciation) and tax expense (provision of service), under the terms of the current legislation.

 

(iii) As of the 1Q20, TIM S.A. excludes the portion of acceleration of depreciation of movable assets belonging to property, plant and equipment from the calculation basis of the IRPJ and CSLL, due to their uninterrupted use in three operating shifts, supported by technical expert report, as provided for in Article 323 of the RIR/2018, or by the adequacy to the tax depreciation provided for in IN 1700/2017. Such tax adjustment generated a deferred liability of R$ 1,002 million until March 31, 2025 (R$ 990 million up to December 31, 2024).

 

(iv) Refers to deferred charges on the adjustment at fair value of the non-controlling interest calculated in the sale of Fiber Co (currently I-Systems), which took place in November 2021, from TIM S.A. to IHS Fiber Brasil - Cessão de Infraestruturas Ltda (see Note 14).

 

(v) Represents the deferred charges recorded, referring to the impairment of tangible assets recognized by Cozani before its acquisition in April 2022.

 

 

 

 

 

44 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

(vi) In the acquisition of Company Cozani, a goodwill of R$ 2,636,426 was recorded, which comprises the value of future economic benefits arising from synergies expected from the acquisition. The recognized goodwill has already been deducted for tax purposes since the date of the corporate acquisition of the company Cozani by TIM S.A., which took place on April 1, 2023. This merger took place after due approval by Anatel in February 2023 by Act 3535/2023 and acknowledgment by the Board of Directors of TIM S.A. on March 31, 2023 that said merger and consequent extinction of Cozani are effective on April 1, 2023.

 

The Company, based on historical profitability and projections of future taxable income, constitutes deferred income tax and social contribution credits on the totality of its temporary differences.

 

The Company used deferred credits arising from tax losses and negative social contribution bases in the amount of R$ 12 million as of March 31, 2025 (R$ 189 million as of December 31, 2024).

8.d Expense with current and deferred income tax and social contribution

 

  March 2025   March 2024
Current income tax and social contribution taxes      
Income tax for the period (186,621)   (109,663)
Social contribution for the period (74,451)   (40,635)
Tax incentive – SUDENE/SUDAM(i) 108,900   69,740
  (152,172)   (80,558)
Deferred income tax and social contribution      
Deferred income tax 185,114   8,857
Deferred social contribution 71,008   3,189
  256,122   12,046
  103,950   (68,512)

 

The reconciliation between income tax and social contribution expense as calculated by applying combined tax rates and amounts reflected in income (loss) is as follows:

 

  March 2025   March 2024
       
Profit before income tax and social contribution 693,672   587,935
Combined tax rate 34%   34%
Income tax and social contribution at the combined statutory rates (235,848)   (199,898)
(Additions) / exclusions:      
Equity in earnings (9,060)   (7,650)
Permanent additions, exclusions:      
Non-taxable revenues 2,033   2,649
Non-deductible expenses (4,730)   (4,565)
Tax incentive – SUDENE/SUDAM(i) 108,900   69,740
Tax benefit related to interest on shareholders’ equity allocated 234,600   68,000
Other amounts 8,055   3,212
  339,798   131,386
       
Income tax and social contribution recorded in the income (loss) for the period 103,950   (68,512)
Effective rate (14.99) %   11.65%

 

(i) As mentioned in Note 25 c.3, in order for investment grants not to be computed in taxable income, they must be recorded as a tax incentive reserve, which can only be used to absorb losses or be incorporated into the share capital. The Company has tax benefits that fall under these rules.

 

45 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

9. Taxes, fees and contributions to be recovered

 

   
  March 2025   December 2024
       
Taxes, fees and contributions to be recovered 1,757,472   1,853,456
       
ICMS(i) 1,188,253   1,235,119
PIS/COFINS(ii) 272,308   330,019
IRRF (Withholding income tax) on interest earning bank deposits 93,013   93,008
Recoverable ISS 109,314   109,314
Other 94,584   85,996
       
Current portion (847,571)   (946,103)
Non-current portion 909,901   907,353

 

 

(i) The amounts of recoverable ICMS (state VAT) are mainly comprised by:

 

(a) credits on the acquisition of property, plant and equipment directly related to the provision of telecommunication services (credits divided over 48 months).

 

(b) ICMS amounts paid under the tax substitution regime from goods acquired for resale, mainly mobile handsets, chips, tablets and modems sold by TIM.

 

 

(ii) The current balance is mostly composed of credits arising from the non-cumulative taxation regime.

 

 

 

 

 

46 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

10. Prepaid expenses
   
  March 2025   December 2024
       
Prepaid expenses 938,135   562,141
Fistel(i) 256,908   -
Advertisements not released(ii) 132,870   20,331
Rentals and reinsurance 72,106   83,603
Incremental costs for obtaining customer contracts(iii) 190,723   188,269
Prepaid contractual expenses (iv) 258,126   251,181
Other 18,822   7,974
       
Current portion (659,148)   (280,851)
Non-current portion 278,987   281,290

 

(i) The Fistel rate is appropriated monthly to the income (loss).

 

(ii) Represent prepaid payments of advertising expenses for products and services of the TIM brand that are recognized in the result according to the period of serving the advertisement.

 

(iii) It is substantially represented by incremental costs related to sales commissions paid to partners for obtaining customer contracts arising from the adoption of IFRS 15/ CPC 47, which are deferred to the result in accordance with the term of the contract and/or economic benefit, usually from 1 to 2 years.

 

(iv) Represent the costs of installing a neutral network deferred over the term of the contract.

 

 

 

11. Judicial deposits

 

 

They are recorded at historical cost and updated according to current legislation.

   
  March 2025   December 2024
       
Judicial deposits 689,138   677,530
       
Civil 296,299   290,580
Labor 55,894   54,954
Tax 244,644   239,093
Regulatory 116   116
Online attachment(i) 92,185   92,787

 

(i) Refer to legal blockages directly in the company's current accounts and interest earning bank deposits linked to certain legal proceedings. This amount is periodically analyzed and when identified, reclassification is made to one of the other specific accounts of the legal deposit item.

 

47 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

Civil

 

These are court deposits to guarantee the execution of civil proceedings where the Company is challenging the amounts involved. Most of these proceedings refer to lawsuits filed by customers, involving issues of consumer rights, among others.

 

There are some processes with differentiated matters, for instance, in which the value set by ANATEL for vacating certain transmission sub-bands is discussed, enabling the implementation of 4G technology. In this case, the amount under discussion updated deposited in court is R$ 89,490 (R$ 88,147 on December 31, 2024).

 

 

Labor

These are amounts deposited in court as guarantees for the execution and the filing of appropriate appeals, where the relevant matters or amounts involved are still being discussed. The total amount has been allocated between the various claims filed by registered employees and third-party service providers.

 

 

Tax

 

The Company has legal deposits in the total, restated and estimated amount of R$ 244,644 (R$ 239,093 on December 31, 2024), relating to tax matters, made to support several ongoing legal discussions. Such deposits mainly relate to the following discussions:

 

 

(a) Use of credit in the acquisition of electricity directly employed in the production process of companies, matter with positive bias in the judiciary. The restated amount of deposits regarding this discussion is R$ 41,070 (R$ 40,533 on December 31, 2024).

 

(b) CPMF levy on loan conversion operations into the Company’s equity; recognition of the right not to collect the contribution allegedly levied on the simple change of ownership of current accounts due to merger. The restated amount of deposits regarding this discussion is R$ 6,071 (R$ 5,982 on December 31, 2024).

 

(c) Constitutionality of the collection of the functioning supervision fee (TFF -Taxa de Fiscalização do Funcionamento) by municipal authorities of different localities. The restated amount of deposits regarding this discussion is R$ 26,845 (R$ 26,339 on December 31, 2024).

 

 

(d) Non-homologation of compensation of federal debts withholding income tax credits (IRRF) for the alleged insufficiency of credits, as well as the deposit made for the purposes of release of negative Certificate of debts. The restated amount of deposits regarding this discussion is R$ 12,848 (R$ 12,699 on December 31, 2024).

 

(e) Levy of ISS on import and outsourced services; alleged lack of collection in relation to ground cleaning and maintenance service of BRS (Base Radio Station), the ISS itself, the ISS incident on co-billing services and software licensing (blackberry). Guarantee of the right to take advantage of the benefit of spontaneous denunciation and search for the removal of confiscatory fines in the case of late payment. The restated amount of deposits regarding this discussion is R$ 13,197 (R$ 12,974 on December 31, 2024).

 

48 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

(f) Accessory services provided for in the agreement 69/98 ICMS incident on the provision of communication services of the amounts charged for ACCESS, Membership, Activation, qualification, availability, subscription and use of the services, among others. The restated amount of deposits regarding this discussion is R$ 3,940 (R$ 3,903 on December 31, 2024).

 

(g) Requirement by ANATEL of the public price for the administration of numbering resources. The restated amount of deposits regarding this discussion is R$ 4,169 (R$ 4,123 on December 31, 2024).

 

(h) Unconstitutionality and illegality of the collection of FUST (Fund for Universalisation of Telecommunications Services). The right not to collect FUST, failing to include in its calculation base the revenues transferred by way of interconnection and EILD (Industrial Exploitation of Dedicated Line), as well as the right not to suffer the retroactive collection of the differences determined in function of not observing sum 7/2005 of ANATEL. The restated amount of deposits regarding this discussion is R$ 72,186 (R$ 71,237 on December 31, 2024).

 

(i) ICMS – Miscellaneous. Deposits made in several processes that discuss ICMS charges, mainly related to discussions on loan, DIFAL, exempt and non-taxed services, ICAP and Covenant 39. The restated amount of deposits regarding this discussion is R$ 37,742 (R$ 30,039 on December 31, 2024).

 

(j) Charges related to cases of Jornal do Brasil that were directed to the company. The restated amount of deposits regarding this discussion is R$ 15,794 (R$ 15,461 on December 31, 2024).

 

 

 

 

 

12. Other financial assets

 

 

   
  March 2025   December 2024
       
Other financial assets 450,139   550,669
       
C6 Bank bonus warrant (i) -   162,958
5G Fund (ii) 274,822   212,394
Subscription warrant (iii) 175,317   175,317
       
   Non-current portion 450,139   550,669

 

 

They are recognized at fair value on the date of acquisition or issue. Such financial assets and liabilities are subsequently measured at fair value through profit or loss. Changes arising from the fair value measurement, where applicable, shall be recognized in the result when incurred, under the line of financial income.

 

 

49 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

(i) On February 1, 2021, TIM announced that, within the scope of this partnership with BANCO C6 S.A., the right to exercise Subscription Warrant equivalent to the indirect interest of approximately 1.44% of Banco C6’s share capital Banco C6 as a result of meeting, in December 2020, the 1st level of the agreed targets. Subsequently, the Company exercised its option to acquire and convert C6 shares, which represented approximately 1.44% of the Bank and totaled R$ 162,958. It is worth highlighting that once the option is exercised, TIM started holding a minority position and does not have a position of control or significant influence in the management of C6.

 

In March 2025, after obtaining the approval of the Cayman Islands Monetary Authority (CIMA), the Agreement signed on February 11, 2025, between the Company and Banco C6 was signed. Its purpose was to terminate the partnership between the parties and extinguish all ongoing disputes, including four arbitration proceedings. The Agreement includes the full transfer of the Company’s interest, including such subscription warrant. With the formalization of the Agreement, the subscription warrant was fully written off.

 

(ii) The Company has invested approximately R$ 275 million on March 31, 2025 (R$ 212 million in 2024) in the Investment fund focused on 5G solutions “Upload Ventures Growth” (“5G Fund”). Reinforcing its commitment to boosting the development of solutions based on 5G technology.

 

Out of this total amount, on January 16, 2025, the Company made a contribution of approximately R$ 85 million (R$ 270 million until 2024) to the 5G Fund, reinforcing its commitment to boosting the development of solutions based on 5G technology.

 

According to the requirements of IFRS 9 / CPC 48, the financial instrument must be valued at its fair value and the Company must disclose the level classification of each financial instrument. See Note 36 in the section on Financial instruments measured at fair value for details of this information.

 

(iii) In April 2022, the Company entered into a partnership with EXA Serviços de Tecnologia (“EXA”) to provide digital services and entertainment to TIM’s customer base. Said partnership also provided for commission payments by EXA to TIM as a result of TIM’s customers acquiring services from this partnership, as well as TIM’s right to subscribe to shares upon payment of a consideration.

 

At the end of 2024, the contract with the new partnership terms was completed and TIM acquired the right to subscribe for 27% of EXA’s shares for a consideration of R$ 174 million. The value of the financial asset was recorded at fair value for R$ 175 million and accounts for 27% of the fair value of TIM’s right to participate in EXA. This right must be exercised within the next 24 months, after the exercise conditions and corporate approval have been met.

 

 

 

50 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

13. Other assets

 

   
  March 2025   December 2024
       
Other assets 235,827   238,218
       
Advances to employees 38,331   3,819
Advances to suppliers 1,697   48,008
Amounts receivable from TIM Brasil (Note 34) 23,249   23,260
Amounts receivable from incentivized projects 27,252   27,391
Taxes and labor contributions to offset 93,418    80,610
Other (i) 51,880   55,130
       
Current portion (206,046)   (208,313)
     Non-current portion 29,781   29,905

 

(i) A major portion related to: (a) other advances of R$ 8,552 (R$ 8,267 on December 31, 2024); (b) employee benefits reimbursement amounts to R$ 17,908 (R$ 19,255 as of December 31, 2024).
14. Investment

 

 

The ownership interest in associated company is valued using the equity accounting method.

 

I-Systems

 

In November 2021, as a result of the spin-off of net assets from the broadband business and creation of I-Systems, TIM S.A. disposed of 51% of its equity interest on behalf of IHS. As a result of this transaction, a loss of control took place and TIM S.A. no longer consolidates the Company, recording the investment in the associated company in the amount of R$ 1,612,957, at fair value, for the remaining minority interest (non-controlling) of 49%.

 

TIM S.A. has 49% (49% on December 31, 2024) in the share capital of I-Systems. The following table represents summarized financial information about the investments of I-Systems:

 

 

 

 

51 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

  March 2025   December 2024
 Assets 2,096,586   2,134,912
    Current and non-current assets   376,033   388,082
     Tangible and intangible assets 1,720,553   1,746,830
       
Liabilities and shareholders’ equity 2,096,586   2,134,912
   Current and non-current liabilities 771,938   755,882
   Shareholders’ equity 1,324,648   1,379,030
       
Company’s proportional interest 49%   49%
       
Adjustment to fair value 733,757   733,757
Investment cost 607,882   634,529
Investment value (Note 14.b) 1,341,639   1,368,286

 

 

 

  March 2025   December 2024
       
Net loss for the year/period  (54,381)    (167,145)
Company’s proportional interest 49%   49%
Company’s interest in the associated company’s income (loss)  (26,647)    (82,526)

 

 

a) Interest in associated company

 

  Associated company
  March 2025   December 2024
  I-Systems   I-Systems
       
       
Total number of shares  1,794,287,995    1,794,287,995
       
Interest in total capital 49%   49%
       
Shareholders’ equity  1,324,648    1,379,030
       
Income (loss) for the period/year  (54,381)    (167,145)
       
Equity in earnings  (26,647)    (82,526)
       
Investment value  1,341,639    1,368,286

 

 

 

 

52 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

b) Change of investment in associated company:

 

 

 

I-Systems

(associated company)

   
Balance of investment on December 31, 2024 1,368,286
Equity in earnings (26,647)
Balance of investment on March 31, 2025 1,341,639

 

 

15. Property, plant and equipment

 

Property, plant and equipment are measured at acquisition and/or construction cost, less accumulated depreciation and impairment losses (the latter only if applicable). Depreciation is calculated based on the straight-line method over terms that consider the expected useful lives of the assets and their residual values. On March 31, 2025 and December 31, 2024, the Company has no indication of impairment in its property, plant and equipment.

 

The estimated costs of dismantling towers and equipment on rented properties are capitalized and depreciated over the estimated useful lives of these assets. The Company recognizes the present value of these costs in property, plant and equipment with a counter-entry to the liability “provision for future asset retirement”. The interest incurred in updating the provision is classified as financial expenses.

 

 

Gains and losses on disposal are determined by comparing the amounts of these disposals with the book value at the time of the transaction and are recognized in “other operating expenses (revenue), net” in the statement of income.

 

 

 

 

 

53 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

· Changes in property, plant and equipment

 

   
  Balance in Dec 2024 Additions Write-offs Transfers Balance in Mar 2025
Total cost of property, plant and equipment, gross 75,732,043 1,556,611 (70,283) - 77,218,371
Commutation/transmission equipment 41,197,166 - (19,213) 830,183 42,008,136
Fiber optic cables 791,983 - - 294 792,277
Leased handsets 4,256,120 102 (474) 43,249 4,298,997
Infrastructure 7,925,713 - (4,113) 135,941 8,057,541
Informatics assets 1,806,939 - (1,807) 1,725 1,806,857
General use assets 1,047,340 - (517) 14,831 1,061,654
Right-of-use in leases 18,028,112 559,680 (43,899) - 18,543,893
Land 38,084 - - - 38,084
Construction in progress 640,586 996,829 (260) (1,026,223) 610,932
           
Total accumulated depreciation (52,916,715) (1,266,429) 23,381 - (54,159,763)
Commutation/transmission equipment (30,962,551) (678,471) 17,604 - (31,623,418)
Fiber optic cables (705,143) (6,989) - - (712,132)
Leased handsets (3,956,664) (56,394) 86 - (4,012,972)
Infrastructure (5,660,027) (89,372) 3,533 - (5,745,866)
Informatics assets (1,748,687) (7,894) 1,806 - (1,754,775)
General use assets (803,591) (12,489) 352 - (815,728)
Right-of-use in leases (9,080,052) (414,820) - - (9,494,872)
Total property, plant and equipment, net 22,815,328 290,182 (46,902) - 23,058,608
Commutation/transmission equipment 10,234,615 (678,471) (1,609) 830,183 10,384,718
Fiber optic cables 86,840 (6,989) - 294 80,145
Leased handsets 299,456 (56,292) (388) 43,249 286,025
Infrastructure 2,265,686 (89,372) (580) 135,941 2,311,675
Informatics assets 58,252 (7,894) (1) 1,725 52,082
General use assets 243,749 (12,489) (165) 14,831 245,926
Right-of-use in leases 8,948,060 144,860 (43,899) - 9,049,021
Land 38,084 - - - 38,084
Construction in progress 640,586 996,829 (260) (1,026,223) 610,932

 

 

 

54 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

   
  Balance in Dec 2023 Additions Write-offs Transfers Balance in Mar 2024
Total cost of property, plant and equipment, gross 70,343,331 1,761,159 (221,756) - 71,882,734
Commutation/transmission equipment 38,274,244 (4,031) (9,376) 1,065,251 39,326,088
Fiber optic cables 786,762 - - 3,159 789,921
Leased handsets 4,082,742 122 (750) 45,171 4,127,285
Infrastructure 7,737,385 - (4,420) 44,475 7,777,440
Informatics assets 1,803,782 - (350) 989 1,804,421
General use assets 1,004,301 - (256) 10,310 1,014,355
Right-of-use in leases 15,973,178 716,687 (206,554) - 16,483,311
Land 38,588 - - - 38,588
Construction in progress 642,349 1,048,381 (50) (1,169,355) 521,325
           
Total accumulated depreciation (47,931,516) (1,275,875) 14,106 - (49,193,285)
Commutation/transmission equipment (28,413,977) (632,439) 9,095 - (29,037,321)
Fiber optic cables (644,978) (15,089) - - (660,067)
Leased handsets (3,761,002) (49,148) 269 - (3,809,881)
Infrastructure (5,325,647) (85,847) 4,213 - (5,407,281)
Informatics assets (1,715,818) (9,925) 349 - (1,725,394)
General use assets (755,528) (12,366) 180 - (767,714)
Right-of-use in leases (7,314,566) (471,061) - - (7,785,627)
Total property, plant and equipment, net 22,411,815 485,284 (207,650) - 22,689,448
Commutation/transmission equipment 9,860,267 (636,470) (281) 1,065,251 10,288,767
Fiber optic cables 141,784 (15,089) - 3,159 129,854
Leased handsets 321,740 (49,026) (481) 45,171 317,404
Infrastructure 2,411,738 (85,847) (207) 44,475 2,370,159
Informatics assets 87,964 (9,925) (1) 989 79,027
General use assets 248,773 (12,366) (76) 10,310 246,641
Right-of-use in leases 8,658,612 245,626 (206,554) - 8,697,684
Land 38,588 - - - 38,588
Construction in progress 642,349 1,048,381 (50) (1,169,355) 521,324

 

 

 

 

55 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

The construction in progress represents the cost of projects in progress related to the construction of networks and/or other tangible assets in the period of their construction and installation, until the moment they come into operation, when they will be transferred to the corresponding accounts of these assets.

 

The lease rights of use are represented by leased agreements of identifiable assets within the scope of IFRS 16/CPC 6 (R2) standard. These rights refer to leases of network infrastructure, stores and kiosks, real estate, land (Network) and fiber, as below:

 

 

 

Right-of-use in lease Network infrastructure Shops & kiosks and real estate Land (Network) Fiber Total
Balances at December 31, 2024 4,587,122 1,166,143 2,002,527 1,192,268 8,948,060
   Additions (i) 284,353 202,600 48,613 24,114 559,680
  Remeasurement (29,513) - (9,210) (5,176) (43,899)
   Depreciation (180,300) (43,581) (72,761) (118,178) (414,820)
Balances on March 31, 2025 4,661,662 1,325,162 1,969,169 1,093,028 9,049,021
Annual depreciation rates 9.22% 9.66% 8.70% 14.25%  

 

 

 

 
Right-of-use in lease Network infrastructure Shops & kiosks and real estate Land (Network) Fiber Total
Balances at December 31, 2023 4,677,149 833,391 2,351,707 796,365 8,658,612
   Additions (i) 287,017 123,456 45,867 260,347 716,687
  Remeasurement (93,980) (1,782) (110,792) - (206,554)
   Depreciation (197,326) (36,151) (112,158) (125,426) (471,061)
Balances on March 31, 2024

4,672,860

 

918,914 2,174,624 931,286 8,697,684
Annual depreciation rates 12.20% 11.65% 12.45% 9.13%  

 

 

(i) The change in the right of use in leases includes net additions of lease incentives received, totaling R$ 4 million in the first quarter of 2025 (R$ 34 million in the first quarter of 2024).

 

 

· Depreciation rates

 

    Annual fee %
Commutation/transmission equipment   6.67−20
Fiber optic cables   10
Leased handsets   14.28−50
Infrastructure   4–20
Informatics assets   10–20
General use assets                           10–20
Leasehold improvements                                   10–20
Right-of-use in leases                           10−12

 

 

56 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

In 2024, pursuant to IAS 16 / CPC 27, approved by a CVM Deliberation 73, the Company assessed the useful life estimates for their property, plant and equipment, concluding that there were no significant changes or alterations to the circumstances on which the estimates were based that would justify changes to the useful lives currently in use.

 

16. Intangible assets

 

Intangible assets are measured at historical cost less accumulated amortization and impairment losses (if applicable) and reflect: (i) the purchase of authorizations and rights to use radio frequency bands, and (ii) software in use and/or development. Intangible assets also include: (i) infrastructure right-of-use of other companies, and (ii) goodwill on expectation of future profits in purchases of companies.

 

Amortization charges are calculated using the straight-line method over the estimated useful life of the assets contracted and over the terms of the authorizations. The useful life estimates of intangible assets are reviewed regularly.

 

Financial charges on funds raised generically (with no specific allocation), used to obtain a qualifying asset, which is an asset that necessarily demands a substantial period of time to become ready for intended use is capitalized as part of this asset’s cost when it is probable that will result in future economic benefits to the Entity and such costs can be reliably measured. Within this concept, we had the capitalization of charges for the 700MHz 4G license between 2014 and 2019 and we had the capitalization of charges on the acquisition of the 5G license for the radio frequency not readily available and other obligations related to such radio frequency between 2021 and 2023. As of the second quarter of 2023, the capitalization of interest and charges on this asset ended. These costs are amortized over the estimated useful lives of assets.

 

The values of permits for the operation of SMP and rights to use radio frequencies, as well as software, goodwill and others are demonstrated as follows:

 

Intangible assets with undefined useful lives are not amortized (e.g., goodwill in the acquisition of companies) but tested for impairment on an annual basis, individually or at cash generating unit level.

 

 

 

 

 

57 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

(a) Changes in intangible assets

 

   
  Balance in Dec 2024 Additions/ Amortization Write-offs Transfers Balance in Mar 2025
 
Total cost of intangible assets, gross 47,460,121 443,399 (1) - 47,903,519
Software licenses 24,058,388 - (1) 422,339 24,480,726
Authorizations 18,903,457 6,020 - 9,693 18,919,170
Goodwill 3,112,169 - - - 3,112,169
Infrastructure right-of-use - LT Amazonas 212,703 - - - 212,703
List of customers 253,629 - - - 253,629
Other assets 583,355 - - 770 584,125
Intangible assets under development 336,420 437,379 - (432,802) 340,997
           
Total accumulated amortization (32,605,161) (479,487) 1 - (33,084,647)
Software licenses (21,722,385) (233,963) 1 - (21,956,347)
Authorizations (10,272,479) (224,043) - - (10,496,522)
Infrastructure right-of-use - LT Amazonas (108,270) (2,828) - - (111,098)
List of customers (88,219) (8,270) - - (96,489)
Other assets (413,808) (10,383) - - (424,191)
           
Total intangible assets, net 14,854,960 (36,088) - - 14,818,872
Software licenses(c) 2,336,003 (233,963) - 422,339 2,524,379
Authorizations(f) 8,630,978 (218,023) - 9,693 8,422,648
Goodwill(d) 3,112,169 - - - 3,112,169
Infrastructure right-of-use - LT Amazonas(e) 104,433 (2,828) - - 101,605
List of customers 165,410 (8,270) -   157,140
Other assets 169,547 (10,383) - 770 159,934
Intangible assets under development 336,420 437,379 - (432,802) 340,997

 

 

 

58 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

     
  Balance in Dec 2023 Additions/ Amortization Write-offs Transfers Balance in Mar 2024
 
Total cost of intangible assets, gross 46,313,583 306,205 (159) - 46,619,629
Software licenses 23,167,846 - - 253,283 23,421,129
Authorizations 18,794,239 16,960 - 3,223 18,814,422
Goodwill 3,112,169 - - - 3,112,169
Infrastructure right-of-use - LT Amazonas 207,589 - - - 207,589
List of customers 253,629 - - - 253,629
Other assets 574,245 - - 250 574,495
Intangible assets under development 203,866 289,245 (159) (256,756) 236,196
           
Total accumulated amortization (30,688,542) (478,878) - - (31,167,420)
Software licenses  (20,785,708)  (235,578) - -  (21,021,286)
Authorizations  (9,377,907)  (221,977) - -  (9,599,884)
Infrastructure right-of-use - LT Amazonas  (97,174)  (2,700) - -  (99,874)
List of customers  (55,137)  (8,271) - -  (63,408)
Other assets  (372,616)  (10,352) - -  (382,968)
           
Total intangible assets, net  15,625,041  (172,673)  (159) -  15,452,209
Software licenses(c) 2,382,138  (235,578) -  253,283  2,399,843
Authorizations(f) 9,416,332  (205,017) -  3,223  9,214,538
Goodwill(d) 3,112,169 - - -  3,112,169
Infrastructure right-of-use - LT Amazonas(e) 110,415  (2,700) - -  107,715
List of customers  198,492  (8,271) -    190,221
Other assets 201,629  (10,352) -  250  191,527
Intangible assets under development 203,866  289,245  (159)  (256,756)  236,196
             

 

 

The intangible assets in development represent the cost of projects in progress related to the intangible assets in the period of their construction and installation, until the moment they come into operation, when they will be transferred to the corresponding accounts of these assets.

 

(b) Amortization rates

 

  Annual fee %
   
Software licenses 20
Authorizations 5–25
Infrastructure right-of-use ≤5
Other assets ≤10
List of Cozani’s customer 13.04
Surplus from Cozani authorizations 5.66

 

 

 

59 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

(c) Software licenses

 

Software maintenance costs are recognized as an expense, as incurred. Development costs that are directly attributable to software product design and testing, and are identifiable and exclusive, controlled by the Company, are recognized as intangible assets when the capitalization criteria are met.

 

Directly attributable costs that are capitalized as part of the software product are related to employee costs directly allocated in its development.

 

 

(d) Goodwill registered

The Company has the following goodwill, based on the expected future profitability on March 31, 2025 and December 31, 2024.

  March 2025   December 2024
       
Goodwill registered 3,112,169   3,112,169
       
Acquisition of Cozani 2,636,426   2,636,426
Acquisitions of TIM Fiber SP and TIM Fiber RJ 108,172   108,172
Acquisition of “Intelig” by TIM Participações 210,015   210,015
Acquisition of minority interests in TIM Sul and TIM Nordeste 157,556   157,556

 

 

Goodwill on the acquisition of Cozani

In April 2022, the Company acquired 100% of Cozani, with a total consideration paid of R$ 7,211,585 and identifiable assets, net of liabilities assumed, at a fair value of R$ 4,575,159. Therefore, having a remaining amount of goodwill totaling R$ 2,636,426, which is recorded on March 31, 2025 and December 31, 2024. Among the assets identified in the business combination process of Cozani, the Company identified a surplus value of the acquired radio frequencies amounting to R$ 3,038,951 and a customer list of R$ 253,629.

On October 4, 2023, the Arbitration Chamber Court approved an agreement related to the Post-Closing Adjustment, celebrated, on the one hand, between TIM S.A., Telefônica Brasil S.A. and Claro S.A. and, on the other hand, Oi S.A. – Under Court-Ordered Reorganization, as a way of putting an end to the controversy and the arbitration procedure related to the Post-Closing Adjustment. The final price of the portion of UPI Ativos Móveis assigned to the Company, considering the Post-Closing Adjustment negotiated in the Agreement (except for the contract targets), was R$ 6.6 billion.

 

Mainly due to the fact that it is still a contractual debt at the date of completion of the allocation of the purchase price of the Cozani acquisition, the decrease in the consideration, corresponding to the half of the amount in court, was recorded in the income (loss) for the year on the date of approval of the agreement (October 2023), under “other operating revenues (expenses)”, the recorded goodwill was not adjusted as provided for in accounting practice of IFRS3/CPC 15 (R1).

The Company describes the accounting practice adopted in business combinations in the Note 2d that initially, goodwill is initially measured as being the excess of consideration transferred in relation to net assets acquired (acquired identifiable assets and assumed liabilities).

 

60 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

After initial recognition, the goodwill is carried at cost less impairment losses (if any). For purposes of impairment testing, goodwill acquired in a business combination is, as of the acquisition date, allocated in the cash generating unit that is expected to benefit from the business combination.

Goodwill from TIM Fiber SP and TIM Fiber RJ – TIM Celular S.A. (merged by Intelig, current TIM S.A.) acquired, at the end of 2011, the companies Eletropaulo Telecomunicações Ltda. (subsequently TIM Fiber SP) and AES Communications Rio de Janeiro S.A. (subsequently TIM Fiber RJ). TIM Fiber SP and TIM Fiber RJ were merged into TIM Celular S.A. on August 29, 2012. TIM Celular S.A. definitively recorded goodwill arising from these companies of R$ 1,159,649.

As described in Note 14, in November 2021, the Company sold 51% of the equity interest in Fiber Co (now I-Systems), a company that received the liquid assets related to the secondary network infrastructure of residential broadband. Due to the transaction closing, TIM S.A. wrote off R$ 1,051,477 of the goodwill recorded in the acquisition of TIM Fiber SP Ltda. and TIM Fiber RJ S.A, leaving R$ 108,172 of goodwill on March 31, 2025, and December 31, 2024.

On August 31, 2020, with the merger of TIM Participações S.A. by TIM S.A., the Company recorded the goodwill arising from the merger of the net assets of TIM Participações, which were originated in acquisition transactions as described below:

Goodwill acquisition of "Intelig" by TIM Participações – the goodwill arising from the acquisition of TIM S.A. (formerly ”Intelig") in December 2009 in the amount of R$ 210,015 is represented/based on the expectation of future profitability of the Company.

Goodwill from the acquisition of minority interests in TIM Sul and TIM Nordeste – TIM Participações S.A. (merged by TIM S.A. in August 2020) acquired in 2005, all the shares of the minority shareholders of TIM Sul and TIM Nordeste, in exchange for shares issued by TIM Participações, converting these companies into full subsidiaries. The goodwill resulting from this transaction amounted to R$ 157,556.

 

 

Impairment test

 

As required by the accounting standard, the Company tests goodwill on business combinations.

The methodology and assumptions used by Management for the aforementioned impairment test is summarized below:

The Management of the Company understands that the smallest unit generating cash for impairment testing of goodwill in the acquisition of the companies previously described covers TIM S.A., Tim Group’s operating company in Brazil.

 

On December 31, 2024, the impairment test was performed by comparing the book value with the fair value minus the potential sale costs of the asset, as foreseen in IAS 36 / CPC 01 / IFRS 13 / CPC 46.

 

For the calculation of fair value, the level of hierarchy within which the measurement of the fair value of the asset (cash generating unit) is classified was considered. For the company, as there is only one CGU this was classified in its entirety as Level 1, for the disposal costs we consider that it is irrelevant considering the variation between the fair value level 1 and the book value of the cash generating unit.

 

 

61 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

The fair value of Level 1 financial instruments comprises the instruments traded in active markets and based on quoted market prices on the balance sheet date. Company’s shares are traded on B3 – Brasil, Bolsa, Balcão (“B3”) with code (TIMS3) and have a regular trading volume that allows the measurement (Level 1) as the product between the quoted price for the individual asset or liability and the amount held by the entity.

 

On March 31, 2025, and December 31, 2024, the measurement was made based on the value of the Company’s share at the balance sheet closing date, with the fair value determined higher than the book value, which includes all tangible assets, intangible assets, and investments. Therefore, the Company has not identified any indications of impairment.

 

(e) Infrastructure right-of-use - LT Amazonas

 

The company has signed infrastructure rights agreements with companies that operate electricity transmission lines in the Northern Region of Brazil. These contracts fall within the scope of IFRIC 4 / ICPC 3 as financial commercial leases.

 

Additionally, the Company has signed network infrastructure sharing agreements with Telefónica Brasil S.A., also in the North Region. In these, the two operators optimize resources and reduce their respective operating costs.

(f) Authorizations

4G License

In this item are recorded the values related to the acquisition of Lot 2 in the auction of the 700 MHz band in the amount of R$ 1,739 million, in addition to the costs related to the cleaning of the frequency of the 700 MHZ band acquired, which totaled R$ 1,199 million, in nominal values. As it is a long-term obligation, the amount payable of R$ 1,199 million was reduced by R$ 47 million by applying the concept of adjustment to present value (“AVP”). The aforementioned license fell under the concept of qualifying asset. Consequently, the financial charges on resources raised without a specific destination, used for the purpose of obtaining a qualifying asset, were capitalized between the years 2014 and 2019.

5G License

In the fourth quarter of 2021, there was a registration related to the acquisition of 5th generation mobile telephony radio frequencies (“5G”), since TIM participated in the 5G Auction and won several lots of the 2.3GHz, 3.5Ghz and 26Ghz radio frequency bands. These licenses will be paid over a period of 10 to 20 years, subject to restatement at the Selic rate. In December 2021, the Company signed the Terms of Authorization for these radio frequencies, generating the accounting of an intangible asset related to the licenses in the amount of R$ 884 million and the obligations related to said licenses (among them, disbursements with costs of the public notice and disbursement obligations with the management entities described below) in the amount of R$ 2,680 million.

Aiming to fulfill the additional obligations, managing entities were set up, which fulfilled the commitments provided for in the Auction. The companies that won the auction paid the amounts provided for in the public notice so that these entities could fulfill the obligations defined. Said obligations were set out for the 3.5GHz radio frequency (obligation to clean the band, solve interferences, among others), fulfilled by the Band Administration Entity (“EAF”), and for the 26GHz radio frequency (public school connectivity project), fulfilled by the School Connectivity Administration Entity (“EACE”).

 

62 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

On the signature date of the terms, in December 2021, the 2.3GHz and 26GHz radio frequencies were readily available for use by the Company (operating assets), generating the registration in 2021 in “Authorizations” of the amounts related to the licenses (R$ 614 million) and the obligations related to the 26GHz license, fulfilled through EACE (R$ 550 million). The disbursements with EACE (R$ 633 million) occurred in 5 semi-annual installments between 2022 and 2024, and were monetarily restated by the IGP-DI. The Company evaluated the application of the concept of adjustment to present value (“AVP”) upon initial recognition (R$ 83 million).

The 3.5GHz radio frequency was not readily available, requiring spectrum cleaning activities to be available for use, and, thus, it was registered in assets in progress (R$ 270 million). Therefore, the obligations carried out by EAF (R$ 2,104 million) were also recorded under assets in progress. The disbursements with the EAF were restated by the IGP-DI until the disbursement dates. Such disbursements took place in 2 installments in 2022 (R$ 1,090 million in February and R$ 1,133 million in May) to EAF.

Furthermore, as described above, the Company capitalizes loan costs for qualifying assets that require a substantial period of time to be in a condition for use as intended by Management. This concept includes the 3.5GHz radio frequency. In the second quarter of 2023, the asset was considered available for use by the Company, ceasing such capitalization. Thus, the transfer of goods in progress to the line of authorizations was carried out. The Company recorded R$ 95 million in intangible assets referring to interest calculated based on the Selic rate in 2023, incurred on the 3.5GHz radio frequency and did not capitalize the inflation adjustments of amounts due to EAF in 2023 since there is no further balance to disburse with this entity.

The total effect on the Company’s intangible assets on March 31, 2025 referring to 5G radio frequencies and related obligations was R$ 4,053 million (R$ 4,053 million on December 31, 2024) and there are no more balances of assets in progress relating to 5G licenses since 2023.

 

17. Other amounts recoverable

 

These refer to Fistel credit amounts arising from the decrease of the customer base, which may be offset by future changes in the base, or used to reduce future obligations, and are expected to be used in the decrease of the TFF contribution (operating supervision fee) due to Anatel.

 

On March 31, 2025, this credit is R$ 37,229 (R$ 38,033 on December 31, 2024).

 

18. Leases

 

 

When entering into a contract, the Company assesses whether the contracts signed are (or contain) a lease. An agreement is (or contains) a lease if it transmits the right to control the use of an identified asset for a period of time in exchange for consideration.

 

Leases whose the Company is a lessee are capitalized at the lease's commencement at the lower of the fair value of the leased asset (right-of-use) and the present value of payments provided for in contract, and lease liability as a counterparty. Interest related to the leases is taken to income as financial costs over the term of the contract.

 

Leases in which the Company, as a lessor, transfers substantially all the risks and rewards of ownership to the other party (lessee) are classified as finance leases. These lease values are transferred from the intangible assets of the Company and are recognized as a lease receivable at the lower of the fair value of the leased item and/or the present value of the receipts provided for in the agreement. Interest related to the lease is taken to income as financial revenue over the contractual term.

 

63 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

Asset leases are financial assets or liabilities classified and/or measured at amortized cost.

 

 

Assets

 

 

    March 2025   December 2024
LT Amazonas(i)   171,373   174,014
Sublease “resale stores” – IFRS 16 (ii)   60,575   66,373
    231,948   240,387
         
Current portion   (32,546)   (33,717)
Non-current portion   199,402   206,670

 

 

The table below presents the schedule of cash receipts for the agreement currently in force, representing the estimated receipts (nominal values) in the signed agreements. These balances differ from those shown in the books since, in the case of the latter, the amounts are shown at present value.

 

 

 

 

 

LT Amazonas   Sublease “resale stores” – IFRS 16

 

 

 

 

Total

Nominal values 271,332   74,821   346,153
2025 24,805   20,051   44,856
2026 32,249   21,461   53,710
2027 32,249   15,625   47,874
2028 32,249   11,594   43,843
2029 32,249   5,808   38,057
>2030 117,531   282   117,813
           
Present value 171,373   60,575   231,948

 

(i) LT Amazonas

 

As a result of the contract signed with LT Amazonas in 2013, the Company signed network infrastructure sharing agreements with Telefónica Brasil S.A. In these agreements, the company and Telefónica Brasil S.A. share investments made in the Northern Region of Brazil. The company has monthly amounts receivable from Telefónica Brasil S.A. for a period of 20 years, adjusted annually by the IPC-A. The discount rate used to calculate the present value of the installments due is 12.56% per annum, considering the date of signing the agreement.

 

 

 

 

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TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

(ii) Subleases - Stores - IFRS 16

 

The Company, due to sublease agreements for third parties in some of its stores, recognized the present value of short and long term receivables, which are equal in value and term to the liability cash flows of the contracts called “resale stores”. The impact on lease liabilities is reflected in the group “Leases - Shops & Kiosks and Real Estate”.

The amount of the Company’s subleasing revenue in the period ended March 31, 2025, is R$ 16,273 (R$ 16,264 in the same period of 2024).

Liabilities

 

    March 2025   December 2024
         
LT Amazonas(i)   319,828   324,152
Sale of towers (leaseback)(ii)   1,688,472   1,606,644
Other (iii)   126,093   124,451
Subtotal   2,134,393   2,055,247
         
Other leases: (iv)        
   Leases – Network Infrastructure   5,573,726   5,491,602
   Leases - Shops & kiosks & real estate   1,502,633   1,332,983
   Leases - Land (Network)   2,392,884   2,417,834
   Leases – Fiber     1,183,425   1,278,180
Subtotal leases IFRS 16 / CPC 06 (R2)   10,652,668   10,520,599
Total   12,787,061   12,575,846
         
Current portion   (1,577,413)   (1,629,698)
Non-current portion   11,209,648   10,946,148

 

The amount of interest paid in the period ended March 31, 2025 related to IFRS 16/CPC 6 (R2) was R$ 317,533 (R$ 293,789 in the same period of 2024).

 

In the period ended March 31, 2025, the amount of R$ 31 million (R$ 27 million in the same period of 2024) was paid, referring to fines applied related to the decommissioning process of sites.

 

Changes to the lease liabilities are shown in note 36.

 

The table below presents the future payment schedule for the agreements in force, representing the estimated disbursements (nominal values) in the signed agreements. These nominal balances differ from those shown in the books since, in the case of the latter, the amounts are shown at present value:

   

 

LT Amazonas

Sale of towers and leaseback Other Leases – Network infrastructure Leases - Shops & kiosks & real estate Leases - Land (Network)

Leases Total

Fiber

Nominal values   528,125 3,193,714 153,386 9,387,415 2,701,500 3,986,136 1,459,252 21,409,528
2025   59,698 239,958 34,462 1,270,584 322,826 519,657 462,606 2,909,791
2026   61,254 307,465 37,156 1,192,143 307,213 471,470 345,879 2,722,580
2027   61,254 307,188 32,067 1,125,094 282,853 446,691 317,942 2,573,089
2028   61,254 307,188 24,395 1,055,731 250,117 423,711 266,124 2,388,520
2029   61,254 307,188 14,590 901,235 210,646 369,328 66,701 1,930,942
                   
>2030   223,411 1,724,727 10,716 3,842,628 1,327,845 1,755,279 - 8,884,606
Present value   319,828 1,688,472 126,093 5,573,726 1,502,633 2,392,884 1,183,425 12,787,061

 

 

65 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

i) LT Amazonas

 

In 2013, the Company executed agreements for the right to use the infrastructure of companies that operate electric power transmission lines in Northern Brazil (“LT Amazonas”). The terms of these agreements are for 20 years, counted from the date on which the assets are ready to operate. The contracts provide for monthly payments to the electric power transmission companies, restated annually at the IPCA.

 

The discount rate used to calculate the present value of the installments due is 14.44% per annum, considering the signing date of agreements with transmission companies.

 

 

ii) Sale and leaseback of Towers

 

The Company entered into two Sales Agreements with American Tower do Brasil Cessão de Infraestruturas Ltda. (“ATC”) in November 2014 and January 2015 for up to 6,481 telecommunications towers then owned by TIM Celular, for an amount of approximately R$ 3 billion, and a Master Lease Agreement (“MLA”) for part of the space on these towers for a period of 20 years from the date of transfer of each tower, under a sale and leaseback transaction, with a provision for monthly rental amounts depending on the type of tower (greenfield or rooftop). The sales agreements provided for the towers to be transferred in tranches to ATC, due to the need to meet certain conditions precedent.

 

In total, 5,873 towers were transferred, being 54,336 and 5,483 in the years 2017, 2016 and 2015, respectively. This transaction resulted in a sales amount of R$ 2,651,247, of which R$ 1,088,390 was booked as deferred revenue and will be amortized over the period of the contract (Note 23).

 

The discount rates used at the date of the transactions, ranging from 11.01% to 17.08% per annum, were determined based on observable market transactions that the company (the lessee) would have to pay on a similar lease and/or loan.

 

(iii) Other

 

Besides the aforementioned lease agreements, the Company also has tower lease agreements that are part of the lease obligations under the agreement with tower companies.

 

The present value, principal and interest value on March 31, 2025 for the above contracts was estimated month-to-month, based on the average incremental rate of the Company’s loans, namely 12.21% (11.88% in 2024).

 

(iv) Other leases

 

It is substantially represented by lease transactions in transmission towers, land, stores, kiosks, and fiber in the scope of IFRS 16.

 

 

Low-value or short-term leases

 

The lease amounts considered low-value or short-term (less than 12 months) were recognized as rental expenses and totaled R$ 7,236 on March 31, 2025 (R$ 7,383 in the same period of 2024).

 

66 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

19. Suppliers

 

Accounts payable to suppliers are obligations payable for goods or services that were acquired in the usual course of business. They are initially recognized at fair value and, subsequently, measured at amortized cost using the effective interest rate method. Given the short maturity of these obligations, in practical terms, they are usually recognized at the value of the corresponding invoice.

 

   
  March 2025   December 2024
       
Suppliers 4,532,861   4,986,912
       
Domestic currency 3,719,997   4,233,754
Suppliers of materials and services (i) 3,641,715   4,157,887
Interconnection(ii) 47,429   44,759
Roaming(iii) 6,297   4,667
Co-billing(iv) 24,556   26,441
       
Foreign currency 812,864   753,158
Suppliers of materials and services (i) 218,579   267,723
Roaming(iii) 594,285   485,435
       
Current portion 4,532,861   4,986,912

 

(i) Represents the amount to be paid to suppliers in the acquisition of materials and in the provision of services applied to the tangible and intangible asset or for consumption in the operation, maintenance and administration, in accordance with the terms of the contract between the parties.

 

(ii) Refers to as the use of the network of other fixed and mobile operators such cases where calls are initiated on the TIM network and terminated on the other operators.

 

(iii) Refers to calls made when the customer is outside their registration area and is considered a visitor on the other network.

 

(iv) Refers to calls made by the customer when choosing another long-distance operator.

 

 

The company signed contracts with financial institutions as an alternative to support its suppliers so that they can anticipate their receivables on an ad hoc basis, at their sole discretion. In these operations, the suppliers transfer the right to receive the securities to a financial institution with no right of recourse, while maintaining the contractual terms. The securities assigned are advanced to suppliers at a discount rate. Once the operations have been carried out, the company will have these financial institutions as creditors of the securities assigned for the original contractual amount and term with suppliers, without any associated financial charge or benefit. The balance of accounts payable related to said operations remains classified under suppliers of material and service provers and has already been fully paid by the financial institutions to the suppliers.

 

67 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

On March 31, 2025, the Company has approximately R$ 89 million (R$ 429 million as of December 31, 2024) related to the drawee risk operation.

There were no significant non-cash changes in the book values of suppliers included in these operations.

20. Authorizations payable

 

On March 31, 2025 and December 31, 2024, the Company has the following commitments with ANATEL:

   
  March 2025   December 2024
       
Renewal of authorizations(i) 285,568   279,548
Updated ANATEL liability(ii) 214,499   209,538
Authorizations payable(iii)  966,280    990,696
  1,466,347   1,479,782
       
Current portion  (302,700)    (299,354)
Non-current portion 1,163,647   1,180,428
(i) To provide the SMP, the Company obtained authorizations of the right to use radio frequency for a fixed term, renewable.[8] In the option for the extension of the right of this use, it is due the payment of the amount of 2% on the net revenue from the application of Service Plans, Basic and Alternative of the region covered by the authorization that ends each biennium. As of March 31, 2025, the outstanding balances relating to the renewal of Permits were R$ 285,568 (R$ 279,548 as of December 31, 2024).
(ii) On December 5, 2014, the company signed the authorization term of the 700 MHz band related to authorizations of 4G permits, and paid the equivalent of R$ 1,678 million, recording the remaining balance in the amount of R$ 61 million as commercial liability, according to the payment method provided for in the notice.

On June 30, 2015, the company filed a lawsuit questioning the collection of the excess nominal value of R$ 61 million, restated at IGP-DI totaling R$ 215 million on March 31, 2025 (R$ 210 million on December 31, 2024), which is still pending trial.

 

(iii) It refers to the costs in the acquisition of the 2.3 GHz, 3.5 GHz, and 26 GHz radio frequency bands for the deployment of the 5th Generation mobile telephony (“5G Auction”), where in December 2021, the Authorization Terms were signed. The total initial amount specifically for radio frequencies of R$ 884 million is subject to interest linked to the Selic rate, and the Company chose to make annual payments for a period of 20 years (having paid the first 4 installments of R$ 46, R$ 52, R$ 58, and R$ 62 million).

 

The authorizations payable on March 31, 2025 due in long-term is in accordance with the following schedule:

     
                       March 2025
     
2026   325,211
2027   63,930
2028   63,930
2029   63,930
2030   63,930
2031   58,213
>2032   524,503
    1,163,647

 


[8] The renewal time varies according to the bid notice and extension conditions approved by the Agency.

 

68 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

The primary authorizations held by TIM S.A. on March 31, 2025, as well as their expiration dates, are shown in the table below:

 

      Expiry date
Terms of authorization

800 MHz,

900 MHz and

1,800 MHz

Additional frequencies

1800 MHz

1900 MHz and

2100 MHz

(3G)

2500 MHz

V1 and V2 bands

(4G)

2500 MHz

(P band)

(4G)

700 MHz

(4G)

2.3 GHz

(5G)

3.5 GHz

(5G)

26 GHz

(5G)

Amapá, Roraima, Pará, Amazonas, Maranhão Mar 2031 Dec 2032 Apr 2038 Oct 2027   Dec 2029 - Dec 2041 Dec 2031
Rio de Janeiro and Espírito Santo Mar 2031 ES - Dec 2032 Apr 2038 Oct 2027   Dec 2029 Dec 2041 Dec 2041 Dec 2031 (lots I&J) & Dec 2041 (lot H)
Acre, Rondônia, Mato Grosso, Mato Grosso do Sul, Tocantins, Distrito Federal, Goiás, Rio Grande do Sul (except county of Pelotas and region) and municipalities of Londrina and Tamarana in Paraná Mar 2031 December 2032 Apr 2038 Oct 2027   Dec 2029 South - Dec 2041 Dec 2041 Dec 2031 (lots I&J) & Dec 2041 (lot H)
São Paulo Mar 2031 Previous balance - Dec 2032 Apr 2038 Oct 2027 - Dec 2029 - Dec 2041 Dec 2031 (lots I&J) & Dec 2041 (lot H)
Paraná (except counties of Londrina and Tamarana) Nov 2028 (800 MHz); Dec 2032 (900 & 1800 MHz) Dec 2032 Apr 2038 Oct 2027 AR41, Curitiba and Metropolitan Region, July 2031 Dec 2029 Dec 2041 Dec 2041 Dec 2031 (lots I&J) & Dec 2041 (lot H)
Santa Catarina 800 MHz - Nov 2028 1800 MHz - Dec 2032 Dec 2032 Apr 2038 Oct 2027 - Dec 2029 Dec 2041 Dec 2041 Dec 2031 (lots I&J) & Dec 2041 (lot H)
Municipality and region of Pelotas, in the state of Rio Grande do Sul 800 MHz - Nov 2028 1800 MHz - Dec 2032 - Apr 2038 Oct 2027 - Dec 2029 Dec 2041 Dec 2041 Dec 2031 (lots I&J) & Dec 2041 (lot H)
Pernambuco 800 MHz - Nov 2028 1800 MHz - Dec 2032 - Apr 2038 Oct 2027 Part of AR81, July 2031 Dec 2029 - Dec 2041 Dec 2031
Ceará 800 MHz - Nov 2028 1800 MHz - Dec 2032 - Apr 2038 Oct 2027 - Dec 2029 - Dec 2041 Dec 2031
Paraíba 800 MHz - Nov 2028 1800 MHz - Dec 2032 - Apr 2038 Oct 2027 - Dec 2029 - Dec 2041 Dec 2031
Rio Grande do Norte 800 MHz - Nov 2028 1800 MHz - Dec 2032 - Apr 2038 Oct 2027 - Dec 2029 - Dec 2041 Dec 2031
Alagoas November 2028 - Apr 2038 Oct 2027 - Dec 2029 - Dec 2041 Dec 2031
Piauí 800 MHz - Nov 2028 1800 MHz - Dec 2032 - Apr 2038 Oct 2027 - Dec 2029 - Dec 2041 Dec 2031
Minas Gerais (except the counties of Sector 3 of the PGO for 3G radio frequencies, leftovers and 5G) 800 MHz - Nov 2028 1800 MHz - Dec 2032 Dec 2032 Apr 2038 Oct 2027 Part of AR31, Feb 2030 Dec 2029 Dec 2041 Dec 2041 Dec 2031 (lots I&J) & Dec 2041 (lot H)
Bahia and Sergipe 800 MHz - Nov 2028 1800 MHz - Dec 2032 - Apr 2038 Oct 2027 - Dec 2029 - Dec 2041 Dec 2031

 

 

69 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

21. Loans and financing

 

They are classified as financial liabilities measured at the amortized cost, and represented by non-derivative financial liabilities that are usually traded before maturity.

 

In the initial recognition, they are recorded at the fair value and after the initial recognition they are measured based on the effective interest rate method. Appropriations of financial expenses according to the effective interest rate method are recognized in income (loss), under financial expenses.

 

Description Currency Charges Maturity March 2025 December 2024
KFW Finnvera³ (ii) USD SOFR + 1.17826% p.a. Dec 2021 30,899 32,820
Debentures¹ (ii) BRL IPCA + 4.0432% p.a. June 2028 2,015,141 1,956,307
BNDES(i) BRL IPCA + 4.2283% p.a. Nov 2031 373,238 385,592
BNB² (i) BRL IPCA + 1.2228%–1.4945% p.a. Feb 2028 541,231 585,129
BNDES(i) BRL TJLP + 1.95% p.a. Aug 2025 47,492 75,653
Total       3,008,001 3,035,501
           
Current       (338,673) (348,353)
Non-current       2,669,328 2,687,148

 

¹ The automatic decrease of up to 0.25 bps is estimated in remunerative interest and will comply with sustainable targets established in the indenture.

² BNB interest rates already include a 15% discount for payment.

³ The debt with KFW Finnvera had its index amended, changing from Libor to SOFR, with the first fixing valid from January/2024.

 

Guarantees

 

(i) Receivables from TIM S.A., limited to the amount of the debt;

 

(ii) Do not have a guarantee.

Pursuant to the schedule established for the maturities of the Company’s debts, they were settled at their original maturities in the year ended December 31, 2024. Conversely, R$ 387 million (May 2024) and R$ 116 million (July 2024) were brought in under a contract previously signed with BNB, with financial charges below 57% of the CDI rate, reducing the weighted cost of the company’s financing.

 

70 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

The Company's financing, contracted with BNDES, was obtained for the expansion of the mobile telephone network and has restrictive contractual clauses that provide for the fulfilment of certain financial and non-financial rates calculated every quarter. Financial indices are: (1) Shareholders' equity over total assets; (2) EBITDA on net financial expenses; (3) Total financial debt on EBITDA and (4) Short-term net financial debt to EBITDA. The Debentures issued by TIM S.A. (2nd issue in a Single Series) have a financial ratio covenant calculated semiannually in June and December. The index is the Net Financial Debt on EBITDA. The company complied with all the ratios established.

 

Company’s loans and financing on March 31, 2025 due in long-term is in accordance with the following schedule:

 

 

    Nominal value
     
2026   849,042
2027   904,776
2028   753,493
2029   55,548
2030   55,548
2031   50,921
    2,669,328

 

The nominal value of the loans and financing is consistent with their respective payment schedule.

 

    Nominal value
     
2025   282,938
2026   904,776
2027   904,776
2028   753,493
2029   55,548
2030   55,548
2031   50,922
    3,008,001

 

Fair value of loans

 

In Brazil, there is no consolidated long-term debt market with the characteristics verified in the financing obtained from KFW Finnvera, which has the Finnish development agency Finnvera as guarantor. They are financing for the purchase of equipment and, therefore, have a character of subsidy and promotion of commercial activity between the company and certain suppliers.

 

With regard to contracted funding: Debentures, BNDES and BNB, the fair value of these loans is considered to be the present value of the long position of the swap contracts that protect the Company from changes in exchange rates and interest. The fair value of operations on March 31, 2025 and December 31, 2024 is detailed in the table below:

 

 

71 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

  March 2025   December 2024
      Debentures 2,043,706   1,976,088
      BNDES 374,352   386,743
      BNB 542,521   586,525
       
       
22. Taxes, fees and contributions payable
   
  March 2025   December 2024
       
Taxes, fees and contributions payable 4,118,434   3,926,854
       
Value-added tax on sales and services - ICMS 275,501   279,776
ANATEL’s taxes and fees(i) 3,605,623   3,389,167
Imposto sobre Serviço [Service tax] - ISS 66,477   72,274
PIS / COFINS 51,708   51,294
Other (ii) 119,125   134,343
       
Current portion (4,080,419)   (3,888,568)
Non-current portion 38,015   38,286

 

(i) In 2020, to minimize the impacts of the pandemic, Provisional Act 952, dated April 15, 2020, was enacted, authorizing the postponement of payment of taxes to August 31, 2020, such as TFF, Condecine and CFRP. In the 2020 amounts, the Company made a partial payment to CFRP and Condecine, but due to a preliminary injunction in court, there was no need to pay the Fistel (TFF), which remains outstanding until the final and unappealable decision.

In 2021 to 2025, there was partial payment relating to CRFP and Condecine annually, with TFF payments suspended based on an injunction issued by the Regional Court of the 1st Region.

As of March 31, 2025, the total value of the obligation relating to TFF is R$ 3,594 million, of which R$ 2,788 million in principal and R$ 806 million in interest on arrears (as of December 31, 2024, the total was R$ 3,377 million, of which R$ 2,650 million in principal and R$ 727 million in interest on arrears).

 

(ii) The breakdown of this account refers mainly to the withholding income tax (IRRF) on interest on equity (IOE) approved on March 24, 2025, of R$ 73,500 (R$ 96,088 in December 2024).

 

 

 

72 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

23. Deferred revenues

 

  March 2025   December 2024
       
Deferred revenues 820,613   839,867
       
Prepaid services(i) 168,476   172,824
Anticipated revenues 33,987   35,510
Deferred revenues on sale of towers(ii) 559,016   572,540
Contract liabilities(iii) 59,134   58,993
       
Current portion (276,521)   (280,422)
Non-current portion 544,092   559,445

 

 

(i) Referring to the recharge of voice credits and data not yet used by customers relating to prepaid system services that are appropriate to the result when the actual use of these services by customers.

 

(ii) Referring to the amount of revenue to be appropriated by the sale of the towers (note 18).

 

(iii) Contracts with customers. The table below includes information on the portion of trade accounts receivable, from which contractual assets and liabilities originate.

 

 

 

 

 

Balances at March 31, 2025 and December 31, 2024 are as follows:

 

  March 2025   December 2024
       
Accounts receivable included in trade accounts receivable 2,906,969   2,752,504
Contractual assets (Note 6) 22,586   24,027
Contractual liability (59,134)   (58,993)

 

The contracts with customers gave rise to the allocation of discounts under combined loyalty offers, where the discount may be given on equipment and / or service, generating a contractual asset or liability, respectively, depending on the nature of the offer in question.

 

 

 

 

 

 

 

 

 

73 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

Summary of the main variations in the period:

 

 

  Contractual assets (liabilities)
   
Balance on January 01, 2025 (34,966)
Additions           (4,088)
Write-offs         2,506
Balance on March 31, 2025 (36,548)

 

 

The balances of contractual assets and liabilities are expected to be realized according to the table below:

 

 

  2025 2026 2027
Contractual assets (liabilities)     (21,106)       (14,960)   (482)
       
       

 

The Company in line with paragraph 121 of IFRS 15, is not presenting the effects of information on contracts with customers with terms of duration of less than 1 year.

 

 

74 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

24. Provision for legal and administrative proceedings

 

The Company is an integral part in judicial and administrative proceedings in the civil, labor, social security, tax and regulatory spheres, which arise in the normal course of its business.

 

The provision is constituted based on the opinions of the company's legal advisors and management, for amounts considered sufficient and adequate to cover losses and risks considered probable.

Situations where losses are considered probable and possible are recorded and disclosure, respectively, by their updated values, and those in which losses are considered remote are not disclosed.

 

The provision for judicial and administrative proceedings constituted, updated, is composed as follows:

 

   
  March 2025   December 2024
       
Provision for legal and administrative proceedings 1,553,935   1,564,293
       
Civil(a) 562,109   561,199
Labor(b) 202,355   209,098
Tax(c) 754,716   759,584
Regulatory(d) 34,755   34,412

 

 

The changes in the provision for judicial and administrative proceedings are summarized below:

 

  December 2024   Additions, net of reversals   Payments   Inflation adjustment   March 2025
                   
  1,564,293   63,968   (105,379)   31,053   1,553,935
                   
Civil(a) 561,199   23,870   (40,240)   17,280   562,109
Labor(b) 209,098   13,858   (33,387)   12,786   202,355
Tax(c) 759,584   26,247   (31,708)   593   754,716
Regulatory(d) 34,412   (7)   (44)   394   34,755

 

 

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

  December 2023   Additions, net of reversals     Payments   Inflation adjustment   March 2024
                     
  1,410,299   89,609     (62,817)   92,163   1,529,254
                     
Civil(a) 498,180   17,232     (22,416)   19,715   512,711
Labor(b) 212,929   14,000     (22,609)   10,929   215,249
Tax(c) 666,209   58,229     (17,704)   61,141   767,875
Regulatory(d) 32,981   148     (88)   378   33,419

 

 

The Company is subject to several legal actions and administrative procedures proposed by consumers, suppliers, service providers and consumer protection agencies and treasury agencies, which deal with various matters that arise in the normal course of the entities’ business. The main processes are summarized below:

 

 

a. Civil proceedings

 

a.1 Consumer lawsuits

 

The Company is a party in lawsuits related to various claims filed by consumers, in the judicial and administrative spheres. The aforementioned actions totaling R$ 148,056 (R$ 148,429 on December 31, 2024) refer mainly to lawsuits related to alleged improper collection, cancellation of contract, quality of services, unilateral contract amendment and undue negative entry.

 

a.2 Consumer Protection Agencies

 

TIM is a party to legal and administrative lawsuits filed by the Public Prosecutor's Office, Procon and other consumer protection agencies, arising from consumer complaints, in which, and among other topics, discusses: (i) alleged failures in the provision of network services; (ii) questions of quality in service; (iii) alleged violations of the SAC [customer service hotline] decree; (iv) alleged contractual violations; (v) alleged misleading advertising; and (vi) discussion of the collection of loyalty fines, in cases of robbery and theft of the device. The amount provisioned is equivalent to R$ 336,932 (R$ 321,156 on December 31, 2024).

TIM is a defendant in a Public Civil Action filed by the Public Ministry of the Federal District and Territories, in which alleged defects in the quality of service provision for users of the Infinity plan are discussed. The main amount of the conviction subject to the provision is R$ 50 million, of which R$ 169 million is monetarily restated as of March 31, 2025. TIM appealed against the decision to the Court, but the appeals were denied. Afterwards, filed Extraordinary Appeals with the STF, which are still awaiting judgment. 

 

 

a.3 Former trading partners

 

TIM is a defendant in lawsuits proposed by former trade partners claiming, among others, amounts on the basis of alleged non-compliance with agreements. The provisioned amount is R$ 36,123 (R$ 51,519 on December 31, 2024).

 

 

 

 

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

a.4 Other

 

TIM is a defendant in other actions of essentially non-consumer objects proposed by the most diverse agents from those described above, in which, among others, it is discussed: (i) share subscription; (ii) claims for civil liability indemnification; (iii) upon the alleged breach of the contract, the provisioned amounts are equivalent to R$ 21,407 (R$ 21,019 on December 31, 2024).

 

 

a.5 Social and environmental and infrastructure

 

The Company is a party to lawsuits involving various agents who discuss aspects related to licensing, among which environmental licensing and infrastructure licensing (installation/operation). The amounts involved and provisioned are equivalent to R$ 1,848 (R$ 1,574 on December 31, 2024).

 

 

a.6 ANATEL

 

The Company is a party to lawsuits in front of ANATEL, in which it is discussed, among other topics: (i) debit related to the collection of 2% of revenues from Value - Added Services–VAS and interconnection; (ii) pro-rata inflation adjustment applied to the price proposal defined in the notice for the use of 4G frequencies; (iii) alleged non-compliance with service quality targets; and (iv) wholesale product reference offering models (ORPAs). The involved amounts are equivalent to R$ 17,743 (R$ 17,502 as of December 31, 2024).

 

 

b. Labor and social security lawsuits

 

b.1 Labor

 

These are processes involving several labor claims filed by both former employees, in relation to matters such as overtime, differences in variable remuneration and legal overcome in other contract funds, as well as by former employees of service providers, all of whom, taking advantage of the labor laws in force require it to keep the Company in compliance with labor obligations does not abide by contractors hired for that purpose. From the total of 1,655 Labor claims on March 31, 2025 (1,545 on December 31, 2024) filed against the company, the majority relate to claims involving former employees of service providers followed by lawsuits from employees of their own. The provisioning of these claims totals R$ 172,977 updated monetarily (R$ 184,343 on December 31, 2024).

 

b.2 Social security

 

The Company is a defendant in 29 proceedings on March 31, 2025 (24 on December 31, 2024) referring to the legal difference regarding the levy of social security contributions discussed in the court, related to 2005-2011, as well as claims that discuss the joint responsibility in the restated total amount of R$ 29,378 (R$ 24,755 on December 31, 2024).

 

 

 

 

 

 

 

 

 

 

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NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

c. Tax proceedings

 

                  March 2025   December 2024
Federal taxes 326,486   321,404
State taxes 345,821   357,011
Municipal taxes 11,456   10,216
TIM S.A. proceedings (Purchase price allocation) 70,953   70,953
  754,716   759,584
         

 

The total recorded provision is substantially composed of the following processes whose indicated values are estimated by the indices established by the federal government for late taxes, being linked to the variation in the SELIC rate.

 

 

Federal taxes

 

The provision for TIM S.A. supports 84 proceedings and is mainly composed of the following lawsuits:

 

(i) The provision supports 60 lawsuits related to challenges involving the levy on CIDE, CPMF, CSLL, IRRF operations. Of this total, the amounts involved in the legal proceedings that seek recognition of the right not to collect the CPMF allegedly incident on simultaneous transactions of purchase and sale of foreign currency and exchange of account ownership arising from corporate incorporation, whose provisioned values, updated, equal to R$ 4,740 (R$ 4,690 on December 31, 2024).

 

(ii) The Company constituted a provision for a process aimed to collecting the pension contribution withheld at the rate of 11% to which, allegedly, payments made by the company to other legal entities should have been submitted as remuneration for various activities, whose provisioned and updated value is R$ 47,893 (R$ 47,232 on December 31, 2024).

 

 

(iii) There is a provision for three lawsuits related to FUST/FUNTTEL and its resulting ancillary obligations. Of these, two cases stand out in which the dispute mainly revolves around the spontaneous reporting of the fine for the payment of the FUST. The amount relating to the fine and interest on the contribution to the FUST for the year 2009, where the voluntary reporting benefit is not being recognized, provisioned and adjusted for inflation, is R$ 18,399 (R$ 18,142 on December 31, 2024).

 

Additionally, in the second quarter of 2019, the Company supplemented the provision for the FUST process, which seeks the unconstitutionality and illegality of the collection of FUST. Lawsuit for the recognition of the right not to collect Fust, failing to include in its calculation base the revenues transferred by way of interconnection and EILD (Dedicated Line Industrial Exploitation), as well as the right not to suffer the retroactive collection of the differences determined due to not observing sum 7/2005 of ANATEL, in the amount of R$ 72,400 (R$ 71,450 on December 31, 2024).

 

(iv) The company made a provision for federal compensation processes arising from a repurchase carried out in 2006, for which the documentary support was not robust enough after appraisals carried out. The provisioned and updated value is R$ 67,125 (R$ 65,772 on December 31, 2024).

 

(v) Collection of IRPJ, PIS/COFINS, and CSLL debts resulting from non-approval or partial approval of offsets carried out by the Company. The provisioned and updated value is R$ 21,412 (R$ 21,137 on December 31, 2024).

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

State taxes

 

The provision for TIM S.A. supports 150 lawsuits and is mainly composed of the following types:

 

(i) amounts involved in the assessments claiming the reversal of ICMS debts, as well as documentary support for the verification of appropriated credits by the Company, whose restated provisioned amounts are equivalent to R$ 28,057 (R$ 27,865 on December 31, 2024).

 

(ii) amounts allegedly not offered for taxation for the provision of telecommunications services, whose updated amount was R$ 101,719 (R$ 100,133 on December 31, 2024);

 

(iii) collections due to alleged differences in both goods receipts and shipments, in a quantitative inventory count, whose restated amounts are equivalent to R$ 7,769 (R$ 50,192 on December 31, 2024). The reduction in values ​​compared to the previous period is mainly due to adherence to the tax amnesty program;

 

(iv) amounts allegedly improperly credited relating to CIAP credits, whose updated amounts are equivalent to R$ 35,473 (R$ 48,751 on December 31, 2024). The reduction in values ​​compared to the previous period is mainly due to adherence to the tax amnesty program;

 

(v) credits related to tax replacement operations, whose restated amounts total R$ 68,117 (R$ 10,461 on December 31, 2024).

 

(vi) alleged non-collection or allegedly undue appropriation of credits related to the ICMS rate differential (DIFAL), whose updated amounts total R$ 15,302 (R$ 15,005 on December 31, 2024).

 

(vii) charge on subscription fees without deductible, whose updated amounts is R$ 8,596 (R$ 24,316 on December 31, 2024). The reduction in values ​​compared to the previous period is mainly due to adherence to the tax amnesty program.

 

(viii) charge of special credit amounts was recognized, whose updated amounts is R$ 5,385 (R$ 5,288 on December 31, 2024).

 

Municipal taxes

 

It is also worth noting the amounts involved in the assessments that questions the withholding and collection of the ISS-source of third-party services without employment relationship, as well as the collection of its own ISS corresponding to services provided in co-billing.

 

PPA TIM S.A.

 

There are tax lawsuits arising from the acquisition of former Intelig (current TIM S.A.) due to the former parent company of the TIM Participações group, which comprise the process of allocating the acquisition price of the former Intelig and amount to R$ 70,953 (R$ 70,953 as of December 31, 2024).

 

 

 

 

 

 

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

 

 

d. Regulatory processes

 

 

ANATEL filed administrative proceedings against the Company for: (i) non-compliance with certain quality indicators; (ii) non-compliance with other obligations derived from the terms of authorization and; (iii) non-compliance with the SMP, SCM and STFC regulations, among others.

 

On March 31, 2025, the amount indicated for the procedures for the determination of non-compliance with obligations (“PADOs”), considering the inflation adjustment, classified with risk of probable loss is R$ 34,755 (R$ 34,412 on December 31, 2024).

 

e. Judicial and administrative proceedings whose losses are assessed as possible

 

 

The Company has actions of a civil, labor, tax and regulatory nature involving risks of loss classified by its legal advisers and the administration as possible, for which there is no provision for legal and administrative proceedings constituted, as the amounts below:

 

   
  March 2025   December 2024
       
  25,086,583   24,528,974
       
Civil (e.1) 1,613,339   1,598,166
Labor and Social Security (e.2) 446,474   378,286
Tax (e.3)                22,685,583   22,239,407
Regulatory (e.4) 341,187   313,115

 

 

Legal and administrative proceedings whose losses are assessed as possible and monitored by Management are disclosed at their updated values.

 

The main lawsuits with risk of loss classified as possible, are described below:

 

 

e.1. Civil

 

           March 2025             December 2024
Consumer lawsuits (e.1.1) 166,672   165,408
ANATEL (e.1.2) 372,697   364,264
Consumer protection bodies (e.1.3) 541,494   537,630
Former trading partners (e.1.4) 294,280   298,216
Social and environmental and infrastructure (e.1.5) 88,502   84,926
Other (e.1.6) 149,694   147,722
       
  1,613,339     1,598,166

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

  

e.1.1 Consumer lawsuits

 

They mainly refer to actions for alleged improper collection, cancellation of contract, quality of services, defects and failures in the delivery of devices and undue negative entry.

 

 

e.1.2 ANATEL

 

The Company is a party to lawsuits in front of ANATEL, in which it is discussed, among other matters: (i) debit related to the collection of 2% of revenues from Value - Added Services–VAS and interconnection; (ii) pro-rata inflation adjustment applied to the price proposal defined in the notice for the use of 4G frequencies; (iii) alleged non-compliance with service quality targets and (iv) wholesale product reference offering models (ORPAs).

 

 

e.1.3 Consumer protection agencies

 

TIM is a party to legal and administrative lawsuits filed by the Public Prosecutor's Office, Procon and other consumer protection agencies, arising from consumer complaints, in which, and among other topics, discusses: (i) alleged failures in the provision of network services; (ii) alleged failure in the delivery of handsets; (iii) alleged non-compliance with state laws; (iv) hiring model and alleged improper charges of Value-Added Services-VAS; (v) alleged violations of the SAC decree; (vi) alleged contractual violations; and (vii) blocking of data.

 

 

e.1.4 Former trading partners

 

TIM is a defendant in actions proposed by several former trading partners in which are claimed, among others, values based on alleged contractual defaults.

 

 

e.1.5 Social and environmental and infrastructure

 

The Company is a party to lawsuits involving various agents that discuss aspects related to (1) environmental licensing and structure licensing (installation/operation) and (2) (i) electromagnetic radiation emitted by Telecom structures; (ii) renewal of land leases for site installation; (iii) dumping on leased land for site installation; (iv) presentation of registering data, among others.

 

 

e.1.6 Other

 

TIM is a defendant in other actions of essentially non-consumer objects proposed by the most diverse agents from those described above, in which, among others, it is discussed: (i) amounts supposedly due as a result of share subscription; (ii) claims for civil liability indemnification; (iii) alleged breach of contract.

 

 

 

 

 

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

e.2. Labor and Social Security

 

 

e.2.1. Social Security

 

The Company is a defendant in proceedings referring to the legal difference regarding the levy of social security contributions discussed in the court, related to 2005-2011, as well as claims that discuss the joint responsibility in the restated total amount of R$ 68,888 (R$ 110,426 on December 31, 2024).

 

e.2.2. Labor

 

There are 2,142 Labor claims as of March 31, 2025 (2,018 as of December 31, 2024) filed against the company and with possible risk, concerning claims involving former employees and employees of service providers in the amount of updated R$ 377,586 (R$ 267,860 as of December 31, 2024). We highlight the existence of labor claims filed by former employees of the Docas economic group (Gazeta Mercantil, JB do Brasil, etc.). These plaintiffs filed lawsuits requesting the inclusion of Holdco (former controlling shareholder of Intelig – currently TIM S.A.) or TIM Participações (merged by TIM S.A.) as joint and several defendants, requesting payment of the court decision by TIM, due to the alleged formation of economic group.

 

 

 

e.3. Tax

 

  March 2025   December 2024
       
  22,685,583   22,239,407
       
Federal taxes (e.3.1) 4,936,678   5,084,626
State taxes (e.3.2) 11,599,082  

11,106,211

 

Municipal taxes (e.3.3) 1,918,533   1,876,629
FUST, FUNTTEL and EBC (e.3.4) 4,231,290   4,171,941

 

 

The values presented are corrected, in an estimated way, based on the SELIC index. The historical amount involved corresponds to R$ 15,583,302 (R$ 15,041,050 on December 31, 2024).

 

 

e.3.1. Federal taxes

 

The total amount assessed against the Company in relation to federal taxes is R$  4,936,678 on March 31, 2025 (R$ 5,084,626 on December 31, 2024). Of this value, the following discussions stand out mainly:

 

 

 

 

 

 

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

(i) Allegation of alleged incorrect use of tax credits for carrying out a reverse merger, amortization of goodwill paid on the acquisition of cell phone companies, deduction of goodwill amortization expenses, exclusion of goodwill reversal, other reflections and disallowances of compensations and deductions paid by estimate, allegedly improper use of the SUDENE benefit due to lack of formalization of the benefit at the Internal Revenue Service (RFB), and failure to pay IRPJ and CSLL due by estimate. The Company was notified of the decision on April 28, 2021 and, as a result, the partial payment of R$ 1.4 billion was confirmed. Currently, the amount classified as possible risk is R$1,663,782 (R$1,836,078 on December 31, 2024).

 

(ii) In the third and fourth quarters of 2024, there was a lawsuit filed related to the use of PIS and COFINS credits arising from the exclusion of ICMS from the respective calculation bases, converting it into any amount due given the offsetting made. The amount involved with possible risk is R$ 1,645,242 (R$ 1,599,761 on December 31, 2024).

 

(iii) Methodology for offsetting tax losses, negative bases and other federal credits. The amount involved is R$ 264,575 (R$ 259,073 on December 31, 2024)

 

(iv) Collection of CSLL on currency changes arising from swap transactions accounted for by the cash regime. The amount involved is R$ 82,454 (R$ 81,398 on December 31, 2024).

 

(v) Collection of taxes on income of residents abroad, including those remitted by way of international roaming and payment to unidentified beneficiaries, as well as the collection of CIDE on payment of royalties on remittances abroad, including remittances by way of international roaming. The amount involved is R$ 294,520 (R$ 289,098 on December 31, 2024).

 

(vi) Collection of IRPJ, PIS/COFINS and CSLL debits arising from non-homologation or partial homologation of compensations made by the company from credits of withholding taxes on interest earning bank deposits and negative balance of IRPJ. The amount involved is R$ 336,322 (R$ 331,962 on December 31, 2024).

 

(vii) Disallowance of PIS/COFINS credits on inputs - expenses and costs that, according to the Company’s assessment, were intrinsically related to its operational activity. The amount involved is R$ 319,262 (R$ 310,737 on December 31, 2024).

 

The amounts not highlighted refer to several discussions on related federal taxes, but not limited to, charges unduly linked to Jornal do Brasil Group, difference of interpretation regarding the rules contained in Law 9718/98, goodwill breakdowns and calculation of estimates, taxation on onerous transfer of network media, difference in withholding income tax (IRRF) rate, in addition to other less representative topics.

 

 

e.3.2. State taxes

 

The total amount charged against TIM S.A. in respect of state taxes on March 31, 2025 is R$ 11,599,082 (R$ 11,106,211 on December 31, 2024). Of this value, the following discussions stand out mainly:

 

(i) Non-inclusion in the ICMS calculation basis of unconditional discounts offered to customers, as well as a fine for the alleged failure to comply with a related accessory obligation. The amount involved is R$ 1,447,727 (R$ 1,422,103 on December 31, 2024).

 

 

 

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

(ii) Use of tax benefit (program for the promotion of integrated and sustainable economic development of the Federal District - PRÓ-DF) granted by the taxing entity itself, but later declared unconstitutional, as well as alleged improper credit of ICMS arising from the interstate purchase of goods with tax benefit granted in the state of origin. The amount involved is R$ 500,446 (R$ 490,283 on December 31, 2024).

 

(iii) Credit reversal, disallowance of extemporaneous credits, and entries related to acquisitions of permanent assets. The amount involved is R$ 846,870 (R$ 830,234 on December 31, 2024).

 

(iv) Charge on ICMS debit chargebacks resulting from the identification and documentary support of values and information released in customer accounts, as well as on credits granted as prepayment of future surcharges (special credit), exempt and untaxed operations, and other non-taxable credits, as well as collections and disallowance of ICMS credits related to operations subject to the tax substitution regime. On March 31, 2025, the involved amount is R$ 4,514,709 (R$ 4,511,091 on December 31, 2024).

 

(v) Use of credit in the acquisition of electricity directly employed in the production process of companies. The amount involved is R$ 79,129 (R$ 77,999 on December 31, 2024).
(vi) Alleged conflict between the information contained in ancillary obligations and the collection of the tax, as well as specific questioning of fine for non-compliance with ancillary obligations. The amount involved is R$ 1,174,142 (R$ 1,122,373 on December 31, 2024).

 

(vii) Alleged lack of collection of ICMS due to the gloss of chargebacks and moment of taxation related to the prepaid service, improper credit of ICMS in the outputs of goods allegedly benefited with decrease of the calculation basis, as well as an allegation of improper non-inclusion of Value-Added Services (VAS) of the ICMS calculation basis. The amount involved is R$ 1,367,519 (R$ 1,041,955 on December 31, 2024).

 

(viii) Launch of credits related to the return of mobile devices lent on loan. The amount involved is R$ 216,880 (R$ 165,459 on December 31, 2024).

 

(ix) Collection of ICMS related to subscription services and their alleged improper non-inclusion in the ICMS calculation base due to their nature. The amount involved is R$ 246,088 (R$ 241,433 on December 31, 2024).

 

The values ​​not highlighted refer to several discussions on state taxes involving, but not limited to, to the crediting coefficient applied to acquisitions of permanent assets, credits arising from financial and non-telecom items unduly taxed in the “Other OCCs” (Other Credits and Charges) field, other exempt and non-taxed interstate operations, the rate differential (DIFAL), the special regime provided for in Agreement 128/10 and 17/13, the rules for issuing invoices regulated in Agreement 55/05, in addition to other less important topics.

 

 

e.3.3. Municipal taxes

 

The total assessed amount against TIM S.A. regarding municipal taxes with possible risk is R$ 1,918,533 on March 31, 2025 (R$ 1,876,629 on December 31, 2024). Of this value, the following discussions stand out mainly:

 

(i) Collection of ISS, as well as the punitive fine for the absence of the supposed tax due, on several revenue accounts of the company. The amount involved is R$ 1,592,505 (R$ 1,558,393 on December 31, 2024).

 

(ii) Collection of ISS on importation of services or services performed in other municipalities. The amount involved is R$ 100,725 (R$ 98,781 on December 31, 2024).

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

(iii) Constitutionality of the collection of the functioning supervision fee (TFF -Taxa de Fiscalização do Funcionamento) by municipal authorities of different localities. The amount involved is R$ 176,059 (R$ 170,074 on December 31, 2024).

 

e.3.4. Regulatory taxes

 

The total amount charged against the TIM Group in relation to the contributions to FUST, FUNTTEL, TFI, FISTEL and EBC with a possible risk rating is R$ 4,231,290 (R$ 4,171,941 on December 31, 2024). The main discussion involves the collection of the contribution to FUST and FUNTTEL (Fund for the technological development of Telecommunications) from the issuance by ANATEL of Sum no. 07/2005, aiming, among others, and mainly, the collection of the contribution to FUST and FUNTTEL on interconnection revenues earned by mobile telecommunications service providers, from the validity of Law 9998/2000.

 

 

e.4. Regulatory

 

ANATEL filed administrative proceedings against the Company for: (i) non-compliance with certain quality indicators; (ii) non-compliance with other obligations derived from the terms of authorization and; (iii) non-compliance with the SMP, SCM and STFC regulations, among others.

 

On March 31, 2025, the value indicated for the PADOs (procedure for determining non-compliance with obligations), considering the inflation adjustment, classified with possible risk was R$ 341,187 (R$ 313,115 on December 31, 2024).

 

On June 18, 2020, ANATEL's Board of Directors unanimously approved TIM's conduct adjustment term (TAC) 001/2020, which had been negotiated since 2014 with the regulator.

 

On June 19, 2020, the Board of Directors of the company approved the said TAC after final deliberation of the regulator and the signing of the term took place on June 25 of the same year. The agreement covered sanctions totaling approximately R$ 639 million (updated at the time), filed as a result of commitments represented in improvement actions related to the macro-topics “Quality”, “Access Expansion”, “Rights and Guarantees of Users” and “Inspection”.

 

The Term included actions to improve three pillars of action-customer experience, quality and infrastructure - through initiatives associated with improvements in the licensing process of stations, efficient use of numbering resources, evolution of digital service channels, decrease of Complaint Rates, repair of users and strengthening of transport and access networks, among others. It also included the additional commitment to bring mobile broadband, through the 4G network, to 350 municipalities with less than 30,000 inhabitants thus reaching more than 3.4 million people. The new infrastructure was implemented in less than three years – more than 99% of the municipalities were served in the first two years and with the Company guaranteeing the sharing regime with the other operators. The service for 350 municipalities was certified by Anatel in June 2023.

 

 

 

In June 2024, TIM’s Conduct Adjustment Term (TAC) ended. However, due to the adverse climate event that affected the state of Rio Grande do Sul in the months of April and May 2024, for 19 municipalities located in that state, the service deadline was extended in this particular case until September 30, 2024, whose new Amendment to the TAX was formalized between the parties, and the Company has adopted all the measures aimed at complying with this last deadline agreed with the Agency.

 

The Company has reported its understanding to Anatel in cases where the Agency indicates signs of non-compliance in the Procedures for Assessing the Non-Compliance with a Schedule Item (PADIC) that may be implemented.

 

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March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

Regarding the extension of the term of the authorizations to use the radio frequencies associated with the SMP, the Company becomes liable for the contractual burden on the net revenue arising from the service plans marketed under each authorization. However, since 2011 ANATEL began to include in the basis of calculation of said burden also the revenues obtained with interconnection, and from 2012, and subsequent years, the revenues obtained with Value-Added Services, among others. In the company's opinion, the inclusion of such revenues is improper because it is not expressly provided for in the terms of original authorizations, so the collections received are discussed in the administrative and/or judicial sphere.

 

25. Shareholders' equity

 

 

a. Share capital

 

The share capital is recorded by the amount effectively raised from the shareholders, net of the costs directly linked to the funding process.

 

The subscribed and paid-up share capital on March 31, 2025, is represented by 2,420,804,398 common shares (2,420,804,398 common shares on December 31, 2024). The shares have no par value.

 

The Company is authorized to increase its share capital, by resolution of the Board of Directors, regardless of statutory reform, up to the limit of 4,450,000,000 common shares.

 

b. Capital reserves

 

The use of the capital reserve complies with the precepts of Law 6404/76, article 200, which provides for Joint-Stock Companies. This reserve is composed as follows:

 

  March 2025   December 2024
       
  379,330   373,020
       
Special Reserve of goodwill 353,604   353,604
Long-term incentive plan 25,726   19,416

 

 

b.1 Special Reserve of goodwill

 

The special reserve of goodwill was constituted from the incorporation of the net assets of the former parent company TIM Participações S.A. (note 16.d).

 

 

b.2 Long-term incentive plan

 

The balances recorded under these items represent the Company's expenses related to the long-term incentive program granted to employees (note 26).

 

 

 

 

 

 

86 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

c. Profit reserves

 

c.1 Legal Reserve

 

It refers to the allocation of 5% of the net profit for the year ended December 31 of each year, except for the balance allocated to the tax incentive reserve, until the reserve equals 20% of the share capital. In addition, the company may cease to constitute the legal reserve when this, added to the capital reserves, exceeds 30% of the share capital.

 

This Reserve may only be used to increase capital or offset accumulated losses.

 

c.2 Statutory reserve for expansion

 

The formation of this reserve is foreseen in Paragraph 2 of art. 46 of the bylaws of the company and is aimed at the expansion of social business.

 

The balance of profit that is not compulsorily allocated to other reserves and is not intended for the payment of dividends is allocated to this reserve, which may not exceed 80% of the share capital. Reaching this limit, it will be up to the General Meeting to decide on the balance, distributing it to shareholders or increasing capital.

 

 

c.3 Tax incentive reserve

 

The Company enjoys tax benefits that provide for restrictions on the distribution of profits. According to the legislation that establishes these tax benefits, the amount of tax that is no longer paid due to exemptions and reductions in the tax burden may not be distributed to members and will constitute a reserve of tax incentive of the legal entity. This reserve can only be used to offset losses or increase share capital. On March 31, 2025, the accumulated amount of benefits enjoyed by the Company amounts to R$ 2,702,955 (R$ 2,702,955 on December 31, 2024).

 

The said tax benefit basically corresponds to the decrease of the Corporate Income Tax (IRPJ) incident on the profit of the exploitation calculated in the units encouraged. The Company operates in the area of the defunct Superintendence of development of the Amazon (SUDENE / SUDAM), being the tax incentive awards granted by state of the Federation, for a period of 10 years, subject to renewal.

 

d. Dividends

 

Dividends are calculated in accordance with the bylaws and the Joint Stock Company Act.

 

According to its latest bylaws, approved on August 31, 2020, the company must distribute as a mandatory dividend each year ending December 31, provided that there are amounts available for distribution, an amount equivalent to 25% of Adjusted Net Profit.

 

As provided in the company's bylaws, unclaimed dividends within 3 years will revert to the company.

 

As of December 31, 2024, dividends and Interest on Shareholders’ Equity were calculated as follows:

 

 

 

 

 

 

 

87 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

  2024
   
Net profit for the year  3,153,881
(-) Non-distributable tax incentives  (340,716)
(-) Constitution of legal reserve  (140,659)
Adjusted net profit  2,672,506
   
Minimum dividends calculated on the basis of 25% of adjusted profit  668,127
   
Breakdown of dividends payable and interest on shareholders’ equity:  
 Interest on shareholders’ equity (i)  1,450,000
Total dividends and interest on shareholders’ equity distributed and proposed 1,450,000
   
Withholding income tax (IRRF) on interest on shareholders’ equity  (213,574)
Total dividends and net interest on shareholders’ equity  1,236,426
   
Additional dividends (i) 2,050,000
   
Total dividends (including additional dividends) and net JSCP 3,286,426

Interest on shareholders' equity paid and/or payable is accounted for against financial expenses which, for the purposes of presenting the quarterly information, are reclassified and disclosed as allocation of net profit for the year, in changes in shareholders' equity.

 

During the year 2024, the amount of R$ 1,450,000 of interest on shareholders’ equity were distributed and additional amount of R$ 2,050,000 of dividends were proposed, which were approved at the General Meeting on March 27, 2025, totaling R$ 3,500,000.

 

During the three-month period ended March 31, 2025, amounts of R$ 690,000 of Interest on Shareholders’ Equity were distributed.

 

The amounts allocated until March 31, 2025 and December 31, 2024 are as follows:

     Approval Payment        Dividend
       
      03/19/2024 04/22/2024   200,000
      06/14/2024 07/23/2024   300,000
      09/17/2024 10/23/2024   300,000
      12/17/2024 01/23/2025   650,000
      02/10/2025 (i) 04/22/2025, 23/07/2025, 23/10/2025   2,050,000
Total 2024      3,500,000
       
      02/10/2025 04/22/2025    200,000
      03/24/2025 up to 04/30/2026    490,000
       
Total 2025      690,000

  

(i) The 2024 base dividends were approved at the General Meeting on March 27, 2025.

 

88 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

Up to March 31, 2025, the Company disbursed, through dividends and/or interest on equity, R$ 452,837 (R$ 436,190 in the same period of 2024) to controlling shareholders and R$ 217,207 (R$ 208,922 in the same period of 2024) to non-controlling shareholders. The total dividends paid per share, expressed in reais, on March 31, 2025, is R$ 0.28 (R$ 0.27 in the same period of 2024).

 

The balance on March 31, 2025, of the item “dividends and interest on shareholders’ equity payable” totaling R$ 2,764,069 (R$ 671,525 on December 31, 2024) is composed of the outstanding amounts of previous years totaling R$ 127,381 (R$ 117,613 on December 31, 2024) in addition to the amount of R$ 2,050,000 in additional dividends, related to the fiscal year 2024, approved in 2025, and R$ 690,000 (R$ 586,688, net) of interest on equity related to 2025.

 

As set forth in the Law 6404/76 and the Bylaws of the Company, unclaimed dividends - as established in the Joint Stock Company Law, dividends and Interest on Shareholders' Equity declared and unclaimed by shareholders within 3 years, are reverted to shareholders' equity at the time of its prescription and allocated to a supplementary reserve to expand businesses.

 

For the statement of cash flows, Interest on Shareholders' Equity and dividends paid to its shareholders are being allocated in the group of “financing activities”.

 

26. Long-term incentive plan

 

 

2021-2023 Plan and 2024-2026 Plan

 

On March 30, 2021 and March 28, 2024, they were approved by the General Meeting of shareholders of TIM S.A. (TIM Participações S.A. before the merger by TIM S.A. on August 31, 2020), long-term incentive plans: “2021-2023 Plan” and “2024-2026 Plan” respectively, granted to senior directors and to those who occupy the position of key positions in the Company.

 

 

The 2021−2023 and 2024−2026 Plans provide for the granting of shares (performance shares and/or restricted shares). They propose to grant participants shares issued by the Company, subject to the participant’s permanence in the Company (achievement of specific goals). The number of shares may vary, for more or for less, as a result of the performance and possibly of the dividend award, considering the criteria provided for in each Grant.

 

For the 2021-2023 and 2024-2026 plan, the term of validity has the same periodicity of 3 years related to its vesting. These Plans, in addition to considering the transfer of shares, also provides for the possibility of making payment to participants of the equivalent amount in cash.

 

The total amount of the expense was calculated considering the value of the shares and is recognized in the results over the vesting period.

 

 

 

89 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

Stock Program Table (Performance Shares and Restricted Shares)

 

Identification of grant Shares granted (principal) Maturity date Grant Price Stock balance (principal) at the beginning of the period (Dec 2024) Shares (principal) granted during the period Shares transferred during the period Paid in cash during the period Shares canceled (principal) during the period Balance of shares (principal) at the end of the period (March 2025)
Billed volume (principal) Performance change Additional
dividends
Subtotal of shares transferred Billed volume
(principal)
Performance change Additional
dividends
Subtotal of shares paid in cash
                               
2024−2026 Plan
2024 Grant(s)
1,226,859 July 2027 R$ 18.34 1,142,341 - - - - - - - - - - 1,142,341
2021-2023 Plan
2023 Grant(s)
1,560,993 July 2026 R$ 12.60 1,097,732 - - - - - - - - - - 1,097,732
2021-2023 Plan
2022 Grant(s)
1,227,712 Apr 2025 R$ 13.23 426,595 - - - - - - - - - - 426,595
Total 4,015,564     2,666,668 - - - - - - - - - - 2,666,668
Weighted average price of the balance of grants R$ 15.16                        

 

 

 

Stock Program Table (Performance Shares and Restricted Shares)

                           
Identification of grant Shares granted (principal) Maturity date Grant Price Stock balance (principal) at the beginning of the period (Dec 2023) Shares (principal) granted during the period Shares transferred during the period Paid in cash

 

 

Canceled shares (principal)

 

 

Share balance (principal)

Billed volume (principal) Performance change Additional
dividends
Subtotal of shares transferred Billed volume
(principal)
Performance change Additional
dividends
Subtotal of shares paid in cash during the period at the end of the period (Mar 2024)
2021-2023 Plan
2023 Grant(s)
1,560,993 July 2026 R$ 12.60 1,535,604 - - - - - - - - - (14,282) 1,521,322
2021-2023 Plan
2022 Grant(s)
1,227,712 Apr 2025 R$ 13.23 771,302 - - - - - - - - - (10,432) 760,870
2021-2023 Plan
2021 Grant(s)
3,431,610 May 2024 R$ 12.95 821,942 - - - - - - - - - - 821,942
Total 6,220,315     3,128,848 - - - - - - - - - (24,714) 3,104,134
Weighted average price of the balance of grants R$ 12.85                        
                                                                   

 

The base price of the share of each share was calculated using the weighted averages of TIM S.A.’s share price. (TIM Participações S.A. before the merger by TIM S.A. on August 31, 2020), considering the following periods:

 

· 2021-2023 Plan - 1st Grant-traded volume and trading price of TIM S.A. shares for the period 03/01/2021–03/31/2021.

 

· 2021–2023 Plan – 2nd Grant - traded volume and trading price of TIM S.A. shares in the period 03/01/2022–03/31/2022.

 

 

90 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

· 2021-2023 Plan - 1st Grant-traded volume and trading price of TIM S.A. shares for the period 03/01/2023–03/31/2023.

 

· 2024-2026 Plan - 1st Grant-traded volume and trading price of TIM S.A. shares for the period 03/01/2024–03/31/2024.

 

 

On March 31, 2025, expenses related to said long-term benefit plans totaled R$ 6,310 (R$ 4,544 on March 31, 2024). In the first quarter of 2025, the Company did not make cash payments to participants related to the Long-Term Incentive Plan.

 

 

Termination of the share buyback program and approval of a new program

 

On February 12, 2025, the Company’s Board of Directors approved the buyback program for up to 67,210,173 common shares of the Company, corresponding to approximately 2.78% of the total common shares of the Company. The common shares acquired under the share repurchase program will be held in treasury and subsequently canceled, without share capital decrease. In addition, approximately five million shares acquired under the buyback program will be earmarked for share-based compensation under the Long-Term Incentive Plan.

27. Net revenue

 

 

Revenues from services rendered

 

The principal service revenue derives from monthly subscription, the provision of separate voice, SMS and data services, and user packages combining these services, roaming charges and interconnection revenue. The revenue is recognized as the services are used, net of sales taxes and discounts granted on services. This revenue is recognized only when the amount of services rendered can be estimated reliably.

 

Revenues are recognized monthly, through billing, and revenues to be billed between the billing date and the end of the month (unbilled) are identified, processed, and recognized in the month in which the service was provided. These non-billed revenues are recorded on an estimated basis, which takes into account consumption data and number of days elapsed since the last billing date.

 

Interconnection traffic and roaming revenue are recorded separately, without offsetting the amounts owed to other telecom operators (the latter are accounted for as operating costs).

 

The minutes not used by customers and/or reload credits in the possession of trading partners regarding the prepaid service system are recorded as deferred revenue and allocated to income (loss) when these services are actually used by customers.

 

The net service revenue item also includes revenue from new partnership agreements (financial, education and advertising), and the amount of revenue recognized in the period ended March 31, 2025 is R$ 21,680 (R$ 31,186 in the same period of 2024).

 

Regarding the financial partnership, the Arbitration Procedure No. 28/2021/SEC8 was filed in July 2021 before the Arbitration and Mediation Center of the Brazil-Canada Chamber of Commerce (“CCBC” and “Arbitration Procedure”, respectively), by TIM against Banco C6 S.A., Carbon Holding Financeira S.A. and Carbon Holding S.A (together, “Defendants”), through which the interpretation of certain clauses in the contracts that rule the partnership between the parties were discussed.

 

 

91 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

On February 11, 2025, TIM and Banco C6 entered into an agreement to end all disputes related to the partnership between the Companies. This Agreement provided for the Partnership to be terminated.

In March 2025, the Cayman Islands Monetary Authority (CIMA) approved the aforementioned agreement confirming the termination of the partnership, as well as the related disputes and arbitration proceedings that were underway.

 

Revenues from sales of goods

 

Revenues from sales of goods (telephones, mini-modems, tablets and other equipment) are recognized when the performance obligations associated with the contract are transferred to the buyer. Revenues from sales of devices to trading partners are accounted for at the time of their physical delivery to the partner, net of discounts, and not at the time of sale to the end customer, since the Company has no control over the good sold.

 

 

 Contract identification 

 

The Company monitors commercial contracts in order to identify the main contractual clauses and other elements present in the contracts that could be relevant in the application of the accounting rule IFRS 15 / CPC47 – Revenue from Contracts with Customers.

 

 

Identification of the performance obligation 

 

 Based on the review of its contracts, the Company mainly verified the existence of the following performance obligations:

 

 (i) sale of equipment; and

(ii) provision of mobile, fixed and internet telephony services.

 

Thus, the Company started to recognize revenues when (or as) the Company meets the performance obligation by transferring the asset or service promised to the customer; and the asset is considered transferred when or as the customer obtains control of that asset. 

 

 

 Determining and Allocating the Transaction Price to the Performance Obligation 

 

The Company understands that its commercial packages that combine services and sale of cellular handsets with discounts. In accordance with IFRS 15 / CPC 47, the Company is required to perform the discount allocation and recognize revenues related to each performance obligation based on their standalone selling prices. 

  

Cost to obtain contract 

 

All incremental costs related to obtaining a contract (sales commissions and other costs of acquisition from third parties) are recorded as prepaid expenses and (as described in Note 10) amortized over the same period as the revenue associated with this asset. Similarly, certain contract compliance costs are also deferred to the extent that they relate to performance obligations under the customer agreement, i.e., when the customer obtains control over the asset.

 

 

 

 

 

92 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

  March 2025   March 2024
       
Net operating revenue 6,393,641   6,095,529
       
Gross operating revenue 9,467,889   8,710,389
       
Revenue from services 9,169,010   8,323,831
Revenue from services - Mobile 8,678,415   7,838,541
Service revenue - Landline 490,595   485,290
       
Sale of goods 298,879   386,558
       
Deductions from gross revenue (3,074,248)   (2,614,860)
Taxes levied (1,007,386)   (958,904)
Discounts granted (2,064,473)   (1,652,630)
Returns and other (2,389)   (3,326)

 

 

28. Operating costs and expenses

 

   
  March 2025   March 2024
  Cost of services rendered and goods sold Marketing expenses General and administrative expenses Total   Cost of services rendered and goods sold Marketing expenses   General and administrative expenses Total
                   
  (3,084,002) (1,489,229) (435,666) (5,008,897)   (2,952,881) (1,465,720) (448,639) (4,867,240)
                   
Personnel (10,749) (241,726) (105,538) (358,013)   (11,434) (225,118) (127,675) (364,227)
Outsourced services (176,435) (521,318) (205,424) (903,177)   (175,539) (533,554) (194,570) (903,663)
Interconnection and connection means (973,817) - - (973,817)   (791,707) - - (791,707)
Depreciation and amortization (1,542,858) (102,910) (100,148) (1,745,916)   (1,558,989) (94,918) (100,850) (1,754,757)
Taxes, fees and contributions (39,481) (219,538) (11,013) (270,032)   (35,427) (234,476) (9,956) (279,859)
Rentals and reinsurance (130,789) (39,948) (8,732) (179,469)   (130,965) (40,230) (7,690) (178,885)
Cost of goods sold (208,748) - - (208,748)   (247,693) - - (247,693)
Advertising - (168,844) - (168,844)   - (160,288) - (160,288)
Losses on doubtful accounts - (182,045) - (182,045)   - (165,697) - (165,697)
Other (1,125) (12,900) (4,811) (18,836)   (1,127) (11,439) (7,898) (20,464)

 

 

93 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

The Company makes contributions to public or private pension insurance plans on a mandatory, contractual or voluntary basis while the employee is on the staff of the Company in the amount of R$ 8,452 (R$ 5,544 in the same period of 2024). Such plans do not bring any additional obligations to the Company. If the employee ceases to be part of the company's staff in the period necessary to have the right to withdraw contributions made by sponsors, the amounts to which the employee is no longer entitled and which may represent a reduction in the company's future contributions to active employees, or a cash refund of these amounts, are released as assets.

 

 

29. Other net revenues (expense), net

 

   
  March 2025   March 2024
Revenues      
   Fines on telecommunication services 26,961   22,980
   Revenue on disposal of assets 1,438   822
   Other revenues (i) 17,546   18,012
  45,945   41,814
Expenses      
FUST/FUNTTEL (ii) (40,548)   (39,107)
Taxes, fees and contributions (6,857)   (4,022)
Provision for legal and administrative proceedings, net of reversal (58,011)   (83,625)
Expenses on disposal of assets (2,524)   (862)
Other expenses (3,964)   (7,058)
  (111,904)   (134,674)
       
Other revenues (expenses), net (65,959)   (92,860)

 

(i) It mainly represents deferred revenue in the towers sold (as per Note 18), of which R$ 13,524 on March 31, 2025, (R$ 13,524 in the same period of 2024).

 

(ii) Representing the expenses incurred with contributions on the various telecommunications revenues due to ANATEL, according to current legislation.

 

 

30. Financial revenues
   
  March 2025   March 2024
       
Financial revenues 305,305   221,180
Interest on interest earning bank deposits 167,114   105,943
Interest received from customers 9,081   10,958
Swap interest (iii) 87,766   78,620
Interest on lease 7,083   7,032
Inflation adjustment(i) 29,384   18,227
Other revenue 4,877   400

 

 

(i) A substantial part is related to monetary restatement on tax credits and judicial deposits.

 

(ii) Represents gains obtained from swap instruments obtained to hedge the Company from changes in interest rates on debts.

 

94 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

31. Financial expenses

 

   
  March 2025   March 2024
       
Financial expenses (870,530)   (754,056)
Interest and inflation adjustment on loans and financing  (80,402)    (77,293)
Interest on taxes and rates  (79,812)    (59,946)
Swap interest  (93,270)    (101,802)
Interest on lease liabilities, net of cancellations  (379,446)    (348,934)
Inflation adjustment(i)  (41,432)    (93,666)
Discounts granted  (11,638)    (9,081)
Other derivatives(ii)   (165,780)   -
Other expenses  (18,750)    (63,334)

 

 

(i) A substantial part is related to inflation adjustment of judicial and administrative proceedings, of R$ 38,298, see Note 24 (R$ 92,163 in the same period of 2024); and

 

(ii) As a result of the agreement signed between TIM and Banco C6 and approved by CIMA in the 1st quarter of 2025, the financial assets held by TIM were adjusted in accordance with the contractual terms.

32. Foreign exchange variations, net
   
  March 2025   March 2024
Revenues      
Loans and financing(i) 2,401   -
Suppliers 32,074   1,250
Swap(ii) -   18,073
Other 16,062   11,949
  50,537   31,272
Expenses      
Loans and financing(i) -   (18,073)
Suppliers (16,703)   (4,255)
Swap(ii) (2,401)   -
Other (64,674)   (1,061)
  (83,778)   (23,389)
       
Net foreign exchange variations (33,241)   7,883

 

 

(i) It mainly refers to foreign exchange variation on loans and financing in foreign currency.

 

(ii) Referring to derivative financial instruments to mitigate risks of foreign exchange variations related to foreign currency debts (Note 36).

 

95 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

33. Earnings per share

 

(a)       Basic

 

Basic earnings per share are calculated by dividing profit attributable to Company’s shareholders by the weighted average number of shares issued during the period, excluding treasury shares.

 

 

    March 2025   March 2024
         
Income attributable to the shareholders of the company   797,622   519,423
         
Weighted average number of shares issued (thousands)   2,420,740   2,420,762
         
Basic earnings per share (in R$)   0.33   0.21

 

 

 

(b)       Diluted

 

Diluted earnings per share are calculated by adjusting the weighted average amount of shares outstanding, excluding treasury shares, to assume the conversion of all potential dilutive shares.

 

    March 2025   March 2024
         
Income attributable to Company's shareholders   797,622   519,423
         
Weighted average number of shares issued (thousands)   2,420,843   2,421,012
         
Diluted earnings per share (in R$)   0.33   0.21

 

The calculation of diluted earnings per share considered 103 (250 thousands on March 31, 2024) shares related to the long-term, as mentioned in Note 26.

 

96 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

Reverse stock split and stock split operation

 

On February 24, 2025, the Company’s Board of Directors approved the reverse stock split and subsequent stock split of its common shares, in the ratio of 100:1, followed by 1:100, without affecting the share capital, the number of shares, or the Company’s ADRs.

The proposal approved on March 27, 2024, at the Annual General Meeting, considers that the Operation: (i) will apply to all shareholders of the Company, (ii) will not result in a change in the value of the share capital of the Company or in the total number of shares, (iii) will not modify the rights conferred by the shares issued by the Company to their holders, and (iv) will not imply a change in the number of shares that make up each ADR, with the total number of outstanding ADRs remaining unchanged.

 

34. Balances and transactions with related parties

 

The balances of transactions with Telecom Italia Group companies, subsidiaries and associated companies are as follows:

 

   
           Assets
  March 2025   December 2024
       
Telecom Italia Sparkle(i) 5,658   10,188
Gruppo Havas(vi) 121,951   12,831
TI Sparkle(iii) 30   28
TIM Brasil(vii) 23,249   23,260
Telecom Italia S.p.A. (ii) 33,454   24,962
I-Systems (ix) 45,816   45,907
Other 96   97
Total 230,254   117,273

 

 

 

 

 

 

 

 

97 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

 

 
         Liabilities
  March 2025   December 2024
       
Telecom Italia S.p.A. (ii) 118,037   154,729
Telecom Italia Sparkle(i) 4,447   11,599
TI Sparkle(iii) 14,198   11,290
TIM Brasil(iv) 10,866   10,858
Vivendi Group(v) 1,151   1,152
Gruppo Havas(vi) 77,904   104,757
I-Systems(viii) 59,728   58,613
TIM Brasil (x) 1,756,299   367,943
Other 4,495   3,865
Total 2,047,125   724,806

 

   
  Revenue
  March 2025   March 2024
       
Telecom Italia S.p.A. (ii) 9,981   59
Telecom Italia Sparkle(i)  1,361    1,689
TI Sparkle(iii)  82    84
I Systems(ix)  423    276
Total 11,847   2,108

 

   
  Cost / Expense
  March 2025   March 2024
       
Telecom Italia S.p.A. (ii) 47,081   31,336
Telecom Italia Sparkle(i) 1,183   2,653
TI Sparkle(iii)  3,093   5,071
Vivendi Group(v)  1,149   1,107
Gruppo Havas(vi) 126,923   141,549
I-Systems(viii)  102,835   106,425
Other  8,599   4,760
Total 290,863   292,901

 

 

 

98 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

(i) amounts refer to roaming, Value-Added Services – VAS, transfer of means and international voice-wholesale.

 

(ii) The amounts refer to international roaming, technical assistance and value added services – VAS and licensing for the use of a registered trademark, granting TIM. S.A. the right to use the “TIM” brand upon payment of royalties in the amount of 0.5% of the Company’s net revenue, with payment made on a quarterly basis.

 

(iii) Values refer to link rental, EILD rental, media rental (submarine cable) and signaling service.

 

(iv) Mainly refer to judicial deposits made on account of labor claims and transfers of employees.

 

(v) the values refer to Value Added Services-VAS.

 

(vi) From the values described above, in the result, they refer to advertising services, of which, R$ 99,433 (R$ 130,194 on March 31, 2024), are related to media transfers.

 

(vii) Refer to judicial deposits made on account of labor claims.

 

(viii) The amounts refer to fiber infrastructure capacity services.

 

(ix) Refers mainly to prepaid expenses, which represent the costs of installing the neutral network deferred for the effectiveness of the contract.

 

(x) The amounts refer to the balance of interest on shareholders’ equity and dividends payable to the parent company.

 

 

The Company has social investment actions that include donations, projects developed by the Tim Institute and sponsorships. As of March 31, 2025, there are no amounts invested R$ 1,154 (no amounts invested on March 31, 2024).

 

Sales and purchases involving related parties are carried out at prices equivalent to those practiced in the market. Outstanding balances at the end of the period are not linked to guarantees and are settled in cash. There were no guarantees provided or received in connection with any accounts receivable or payable involving related parties.

 

Balances on equity accounts are recorded in the groups: trade accounts receivable, prepaid expenses, suppliers and other current assets and liabilities.

35. Management remuneration

 

 

The key management personnel includes: statutory directors and the Board of Directors. The payment of key management personnel for the provision of their services is presented below:

 

 

  March 2025   March 2024
       
Short-term benefits 6,625              6,248
Share-based remuneration 3,289   2,806
  9,914              9,054

 

99 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

36. Financial instruments and risk management

 

Among the financial instruments registered in the Company, there are derivatives that are financial assets or liabilities measured at fair value through profit or loss. At each balance sheet date such assets/liabilities are measured at their fair value. Interest, monetary correction, foreign exchange variation and variations arising from the fair value measurement, where applicable, shall be recognized in the result when incurred, under the line of financial revenues or expenses.

 

Derivatives are initially recognized at fair value on the date the derivative agreement is entered into, and are subsequently remeasured at fair value. The Company does not apply “hedge accounting”.

 

The company carries out transactions with derivative financial instruments, without speculative purposes, only with the aim of i) reducing risks related to foreign exchange variation and ii) managing interest rate exposure. The Company's derivative financial instruments are specifically represented by swap and options contracts.

 

The company's financial instruments are being presented in compliance with IFRS 9 / CPC 48.

 

The main risk factors to which the Company is exposed are:

 

 

(i) Exchange rate risks

 

The exchange rate risks relate to the possibility of the Company computing i) losses derived from fluctuations in exchange rates by increasing the balances of debt with loans and financing obtained in the market and the corresponding financial expenses or ii) increase in cost in commercial contracts that have some type of link to foreign exchange variation. In order for these types of risks to be mitigated, the company performs: swap contracts with financial institutions with the aim of canceling the impacts arising from the fluctuation of exchange rates on the balance sheet and financial result and commercial contracts with foreign exchange band clauses with the aim of partially mitigating foreign exchange risks or derivative financial instruments to reduce the remaining risks of foreign exchange exposure in commercial contracts.

 

On March 31, 2025 and December 31, 2024, the company’s loans and financings indexed to the variation of foreign currencies are fully protected, both in terms and in value, by swap contracts. Gains or losses on these swap contracts are recorded in the company's earnings.

 

 

(ii) Interest rate risks

 

Interest rate risks refer to:

 

The possibility of variations in the fair value of the loans obtained by the company indexed to TJLP, IPCA, fixed rate and/or TLP, when such rates pose a risk to the company’s perspective of not corresponding proportionally to the rates relating to Interbank Certificates of Deposit (CDI). The Company opted to hedge the exposure linked to the IPCA arising from the issuance of debentures, financing to BNDES (FINAME) and BNB, all of them until maturity.

 

The possibility of an unfavorable movement in interest rates would cause an increase in the financial expenses of the Company, as a result of the share of the debt and the passive positions that the Company has in swap contracts linked to floating interest rates (percentage of the CDI). However, on March 31, 2025 and December 31, 2024, the Company maintains its financial resources applied to Interbank Certificates of Deposit (CDI), which substantially reduces this risk.

 

100 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

(iii) Credit risk inherent in the provision of services

 

The risk is related to the possibility of the Company computing losses derived from the inability of the subscribers to honor the payments of the invoiced amounts. To minimize this risk, the company preventively performs credit analysis of all orders imputed by the sales areas and monitors the accounts receivable of subscribers, blocking the ability to use services, among other actions, if customers do not pay their debts. There are no customers who have contributed more than 10% of net accounts receivable on March 31, 2025 and December 31, 2024 or revenues from services rendered during the periods ended March 31, 2025 and March 31, 2024.

 

(iv) Credit risk inherent in the sale of telephone sets and prepaid telephone cards

 

The group's policy for the sale of telephone devices and the distribution of prepaid telephone cards is directly related to the credit risk levels accepted during the normal course of business. The selection of partners, the diversification of the portfolio of accounts receivable, the monitoring of loan conditions, the positions and limits of orders established for traders, the formation of collateral are procedures adopted by the company to minimize possible collection problems with its trading partners. There are no customers who contributed more than 10% of merchandise sales revenue during the periods ended March 31, 2025 and March 31, 2024. There are no customers who contributed more than 10% of the net receivables from the sale of goods as of March 31, 2025 and December 31, 2024.

 

(v)       Liquidity risk

 

Liquidity risk arises from the need for cash before the obligations assumed. The Company structures the maturities of its non-derivative financial instruments and their respective derivative financial instruments so as not to affect liquidity. See Notes 18 and 21.

 

The liquidity and cash flow management of the Company are carried out daily to ensure that the operational cash generation and prior fund raising, when necessary, are sufficient to maintain its schedule of operational and financial commitments.

 

All interest earning bank deposits of the Company have daily liquidity and the Management may, even in specific cases: i) revise the dividend payment policy; ii) issue new shares; and/or iii) sell assets to increase liquidity.

 

 

(vi) Financial credit risk

 

The cash flow forecast is performed by the Finance Executive Board, which monitors the continuous forecasts of the liquidity requirements to ensure that the Company has enough cash to satisfy its operating needs. This forecast takes into consideration the investment, debt financing plans, compliance with covenants, attainment of the internal goals and if applicable, external or legal regulatory requirements.

The risk is related to the possibility of the Company posting losses resulting from difficulties in the redemption of short-term interest earning bank deposits and swap contracts, due to possible insolvency of counterparties. The Company minimizes the risk associated with these financial instruments by maintaining operations only with financial institutions of recognized market strength, in addition to following a policy that establishes maximum levels of risk concentration per financial institution.

 

Fair value of derivative financial instruments:

 

The derivative financial instruments are presented below:

 

 

 

101 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

    March 2025   December 2024
    Assets Liabilities   Assets Liabilities
             
Operations with derivatives   397,432 245,085   379,888 224,275
Other derivatives(i)   - -   522,822 -
    397,432 245,085   902,710 224,275
             
Current portion   (397,432) (245,085)   (379,888) (224,275)
Non-current portion   - -   522,822 -

 

(i) Other derivatives are instruments of share subscription options represented the option of the Company to subscribe 4.62% of the shares of C6 capital, where the Group/Company paid share subscription premiums totaling R$ 26.3 million. As required by IFRS 9/CPC 48, the financial instrument must be valued at its fair value, which corresponds to R$ 523 million.

 

In March 2025, after obtaining CIMA’s approval, the Agreement signed on February 11, 2025, between the Company and Banco C6 was approved. Its purpose was to terminate the partnership between the parties and extinguish all ongoing disputes, including four arbitration proceedings. The Agreement contemplates the full disposal, including the subscription options (note 12) and subscription warrants (note 36). With the formalization of the Agreement, the ownership interests and the subscription warrants were fully written off, with the recording of amounts receivable (see Note 6).

 

Non-derivative financial liabilities are substantially composed of accounts payable with suppliers, dividends payable and other obligations, the maturity of which will occur in the next 12 months, except for loans and financing and leases, the nominal flows of payments of which are disclosed in Notes 21 and 18.

 

Financial instruments measured at fair value:

 

  March 2025
  Level 1   Level 2   TOTAL
           
Total assets 2,779,828   572,749   3,352,577
           
Financial assets at fair value through profit or loss 2,779,828   572,749   3,352,577
           
Derivative financial instruments -   397,432   397,432
Marketable securities 2,505,006   -   2,505,006
Other financial assets 274,822   175,317   450,139
           
Total liabilities -   245,085   245,085
           
Financial liabilities at fair value through profit or loss -   245,085   245,085
           
Derivative financial instruments -   245,085   245,085
           
           
  December 2024
  Level 1   Level 2   TOTAL
           
Total assets 2,662,076   1,240,985   3,903,061
           
Financial assets at fair value through profit or loss 2,662,076   1,240,985   3,903,061
           
Derivative financial instruments -   379,888   379,888
Other derivatives -   522,822   522,822
Marketable securities 2,449,682   -   2,449,682
Other financial assets 212,394   338,275   550,669
           
Total liabilities -   224,275   224,275
           
Financial liabilities at fair value through profit or loss -   224,275   224,275
           
Derivative financial instruments -   224,275   224,275

 

 

102 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

  

The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is seen as active if quoted prices are ready and regularly available from a stock exchange, distributor, broker, industry group, pricing service, or regulatory agency, and those prices represent real market transactions and that occur regularly on purely commercial basis. These instruments are included in the Level 1. The instruments included in Level 1 mainly comprise the equity investments of bank certificates of deposit (CDB) and committed classified as securities for trading.

 

The fair value of financial instruments that are not traded on active markets (for example, over-the-counter derivatives) is determined based on valuation techniques. These valuation techniques maximize the use of the data adopted by the market where it is available and rely as little as possible on entity-specific estimates. If all relevant information required for the fair value of an instrument is adopted by the market, the instrument is included in Level 2.

 

If relevant information is not based on data adopted by the market, the instrument is included in Level 3.

 

Specific evaluation techniques used to measure the financial instruments include:

 

· Quoted market prices or quotes from financial institutions or brokerage firms for similar instruments.
· The fair value of swaps of interest rate is calculated at the present value of future cash flows estimated based on yield curves adopted by the market.
· Other techniques, such as analysis of discounted cash flows, available data of the last relevant transaction and analysis of results based on multiples of similar companies, are used to determine the fair value of the remaining financial instruments.

 

 

The fair values of currency derivative financial instruments and interest rates of the Company were determined by means of future cash flows (active and passive position) using the contracted conditions and bringing these flows to present value through discounts for the use of future interest rate disclosed by market sources. Fair values were estimated at a specific time, based on available information and own evaluation methodologies.

 

 

Financial risk hedge policy adopted by the Company

 

The Company's policy establishes that mechanisms must be adopted to protect against financial risks arising from the contracting of financing in foreign currency or indexed to the interest rate, in order to manage said exposure.

 

The contracting of derivative financial instruments against foreign exchange exposure shall occur simultaneously with the contracting of the debt that gave rise to such exposure. The level of coverage to be contracted for such foreign exchange exposures shall be 100% of the risk, both in terms and in value. To cover interest rates, it is up to the Company to elect or not to contract a hedging mechanism, as provided for in the internal policies.

 

 

103 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

On March 31, 2025, there are no margins or guarantees applied to transactions with derivative financial instruments of the Company.

Based on mandatory market developments, we changed the index of our debt with KFW/Finnvera from Libor to SOFR.

 

Likewise, for maintaining the hedge, we migrated the swap transaction with Bank of America, which until then was indexed to Libor and became indexed to SOFR as of January 2024. Transition without any cash effect and with the same cost as a percentage of the original CDI.

 

The selection criteria of financial institutions follow parameters that take into account the rating provided by renowned risk analysis agencies, shareholders’ equity and levels of concentration of operations and resources.

 

The operations with derivative financial instruments contracted by the Company and in force on March 31, 2025 and December 31, 2024 are shown in the following table:

 

March 31, 2025

 

       COUNTERPARTY        % Coverage    AVERAGE SWAP RATES   
Currency Type of SWAP

 

Debt

SWAP Total debt Total swap
(Long position)¹
  Long position Short position
USD SOFR x DI

KFW/

Finnvera

Bank of America 31,110 31,110 100% SOFR + 1.17826% p.a. 92.59% CDI
BRL IPCA x DI BNB XP & ITAU 541,231 542,521 100% IPCA + 1.22−1.49% p.a. 55.19−69.50% CDI
BRL IPCA x DI DEBENTURE ITAU 2,031,079 2,043,706 100% IPCA + 4.0432% p.a. CDI + 0.95%
BRL IPCA x DI BNDES XP 373,238 374,352 100% IPCA + 4.23% p.a. 96.95% CDI
                 
                 

 

¹ In certain swap contracts, long position includes the cost of income tax (15%) and few debt contracts linked to IPCA were remeasured due to the deflation. After related taxes, coverage remains at 100%.

 

 

December 31, 2024

 

       COUNTERPARTY        % Coverage    AVERAGE SWAP RATES  
Currency Type of SWAP

 

Debt

SWAP Total debt Total swap
(Long position)¹
  Long position Short position
USD SOFR x DI

KFW/

Finnvera

Bank of America 33,031 33,031 100% SOFR + 1.17826% p.a. 92.59% CDI
BRL IPCA x DI BNB XP & ITAU 585,129 586,525 100% IPCA + 1.22−1.49% p.a. 55.19−69.50% CDI
BRL IPCA x DI DEBENTURE ITAU 1,972,245 1,976,088 100% IPCA + 4.0432% p.a. CDI + 0.95%
BRL IPCA x DI BNDES XP 385,592 386,743 100% IPCA + 4.23% p.a. 96.95% CDI
                 
                 

 

¹ In certain swap contracts, long position includes the cost of income tax (15%). After related taxes, coverage remains at 100%.

 

 

 

 

 

 

104 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

Position showing the sensitivity analysis – effect of variations in the fair value of the swaps

 

For the purpose of identifying possible distortions arising from operations with derivative financial instruments currently in force, a sensitivity analysis was performed considering the variables CDI, US dollar (USD), SOFR and IPCA, individually, in three distinct scenarios (probable, possible and remote), and their respective impacts on the results obtained.

 

Our assumptions basically observed the individual effect of the CDI, USD, SOFR and IPCA variation used in the transactions as the case may be, and for each scenario the following percentages and quotes were used:

 

Sensitivity scenario (i) Fair value in USD, EUR, BRL and IPCA (ii) A) ∆ Accumulated variation in debt Fair value of the long position of the swap (+) Fair value of the short position of the swap (-) Swap result B) ∆ Accumulated variation in swap C) Final result (B-A)
                 
  Mar 2025    2,742,994                -       2,742,994  (2,590,346)      152,648                -                   -   
                 
CDI probable    2,742,994                -       2,742,994  (2,590,346)      152,648                -                   -   
possible    2,742,994                -       2,742,994  (2,597,063)      145,931       (6,717)       (6,717)
remote    2,742,994                -       2,742,994  (2,604,213)      138,781     (13,867)     (13,867)
USD probable    2,742,994                -       2,742,994  (2,590,346)      152,648                -                   -   
possible    2,750,781          7,787    2,750,781  (2,590,346)      160,435          7,787                -   
remote    2,758,568        15,573    2,758,568  (2,590,346)      168,222        15,573                -   
SOFR probable    2,742,994                -       2,742,994  (2,590,346)      152,648                -                   -   
possible    2,743,287             293    2,743,287  (2,590,346)      152,941             293                -   
remote    2,743,581             586    2,743,581  (2,590,346)      153,235             586                -   
IPCA probable    2,742,994                -       2,742,994  (2,590,346)      152,648                -                   -   
possible    2,642,933   (100,061)    2,642,933  (2,590,346)        52,587   (100,061)                -   
remote    2,549,137   (193,857)    2,549,137  (2,590,346)     (41,209)   (193,857)                -   

 

(i) Scenarios sensitized with the following increases in rates: probable scenario without increase; possible scenario with 25% increase; and remote scenario with 50% increase.

 

(ii) KFW Finnvera, BNB, Debenture and BNDES.

Risk variable Sensitivity scenario (i) CDI USD SOFR IPCA
           
           
CDI Probable 14.15% 5.7422 5.09% 5.48%
Possible 17.69% 5.7422 5.09% 5.48%
Remote 21.23% 5.7422 5.09% 5.48%
USD Probable 14.15% 5.7422 5.09% 5.48%
Possible 14.15% 7.1778 5.09% 5.48%
Remote 14.15% 8.6133 5.09% 5.48%
SOFR Probable 14.15% 5.7422 5.09% 5.48%
Possible 14.15% 5.7422 6.36% 5.48%
Remote 14.15% 5.7422 7.63% 5.48%
IPCA Probable 14.15% 5.7422 5.09% 5.48%
Possible 14.15% 5.7422 5.09% 6.85%
Remote 14.15% 5.7422 5.09% 8.22%

 

(i) Scenarios sensitized with the following increases in rates: probable scenario without increase; possible scenario with 25% increase; and remote scenario with 50% increase.

 

105 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

As the Company has derivative financial instruments for the purposes of protection of its respective financial liabilities, the changes in the scenarios are accompanied by the respective object of protection, thus showing that the effects related to the exposure generated in the swaps will have their counterpart reflected in the debt. For these transactions, the Company discloses the fair value of the object (debt) and the protective derivative financial instrument on separate lines, as demonstrated above in the sensitivity analysis demonstration table, in order to report the company's net exposure in each of the scenarios mentioned.

 

It is noteworthy that the operations with derivative financial instruments contracted by the company have as sole objective the patrimonial protection. In this way, an improvement or worsening in their respective market values will be equivalent to an inverse movement in the corresponding portions of the value of the financial debt contracted, object of the derivative financial instruments of the company.

 

The sensitivity analyses for derivative financial instruments in force on March 31, 2025 were carried out considering, basically, the assumptions related to changes in market interest rates and the change in the US dollar used in swap contracts. The use of these assumptions in the analysis is due exclusively to the characteristics of derivative financial instruments, which have exposure only to changes in interest and exchange rates.

 

 

Table with gains and losses on derivatives in the period

 

    March 2025   March 2024
Net income (loss) from derivative operations   (7,904)   (5,109)
Income (loss) from operations with other derivatives   (165,780)   -

 

 

Capital management

 

The Group's objectives in managing its capital are to safeguard its business continuity capacity to offer return to shareholders and benefits to the other stakeholders besides maintaining a capital structure to reduce this cost. To maintain or adjust the group's capital structure, management may review the dividend payment policy, return capital to shareholders, or issue new shares or sell assets to reduce, for example, the level of debt.

 

Changes in financial liabilities

 

Changes in liabilities arising from financing activities such as loans and financing, lease liabilities lease and financial instruments are presented below:

 

  Loans and financing   Lease liability (i)   Derivative financial instruments (assets) liabilities
           
December 31, 2024 3,035,501   12,575,846   (678,434)
   Additions -   671,953   -
  Cancellations/Terminated (i) -   (57,466)   522,822
  Financial charges 80,853   388,647   5,503
   Net foreign exchange variations (2,401)   -   2,401
   Payments of principal   (98,956)   (401,805)   -
   Payment of interest   (6,996)   (390,114)   (4,639)
           
March 31, 2025 3,008,001   12,787,061   (152,347)

 

(i) Refers to the impact of the Agreement with C6 where derivatives were fully written off in the period, see note 12.

 

106 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

 

  Loans and financing   Lease liabilities   Derivative financial instruments (assets) liabilities
           
December 31, 2023 3,770,946   12,256,775   (567,698)
   Additions -   763,281   -
  Cancellations -   (225,079)   -
  Financial charges 77,758   366,190   23,182
   Net foreign exchange variations 18,073       (18,073)
   Payments of principal (588,841)   (408,789)   10,571
   Payment of interest (30,054)   (358,895)   (15,085)
           
March 31, 2024 3,247,882   12,393,483   (567,103)

 

 

(i) Lease liability payments include payments of fines of R$ 31 million (R$ 27 million in the same period of 2024).

 

 

 

 

37. Pension plan and other post-employment benefits

 

    March 2025   December 2024
         
PAMEC/asset policy and medical plan   3,461   3,461

 

 

ICATU, SISTEL and VIVEST

 

The Company sponsors defined benefit private pension and contribution plans for a group of employees from the former TELEBRÁS system, which are currently under the administration of ICATU FUNDO MULTIPATROCINADO and Fundação Sistel de Seguridade Social. In addition to the plans coming from the TELEBRÁS system, there is also the plan administered by the VIVEST foundation resulting from the incorporation of AES Atimus.

 

Such supplementary pension plans, as well as medical plans, are briefly explained below:

 

 

PBS assisted (PBS-Tele Celular Sul and PBS-Tele Nordeste Celular): SISTEL benefit plan with a defined benefit feature. It includes retired employees who were part of the plans sponsored by the companies of the old TELEBRÁS system;

 

PBS (PBS Tele Celular Sul and PBS Tele Nordeste Celular): pension plan for active and assisted employees with defined benefit characteristics. These benefit plans are managed by the ICATU Fundo MULTIPATROCINADO;

 

TIMPREV Plan (South and Northeast): pension plan for active and assisted employees with defined contribution characteristics. These benefit plans are managed by the ICATU Fundo MULTIPATROCINADO;

 

Administration agreement: administration agreement for retirement payment to retirees and pensioners of the company's predecessors. Said plan is managed by ICATU Fundo MULTIPATROCINADO;

 

107 

TIM S.A.

 

NOTES TO THE QUARTERLY INFORMATION - continued

March 31, 2025

(In thousands of reais, unless otherwise indicated)

 

 

PAMEC/Asset Policy: complementary health care plan for retirees of the Company's predecessors;

 

 

AES Telecom: Complementary pension plan managed by Vivest, which is the responsibility of TIM, due to the acquisition of AES Atimus, a company that belonged to the former Eletropaulo. Currently, the plan is in the process of Withdrawal of Sponsorship with the National Superintendence of Complementary Pensions (PREVIC).

 

Fiber medical plan: Provision for maintenance of health plan as post-employment benefit to former employees of AES Atimus (as established in Law 9656/98, articles 30 and 31), which was acquired and incorporated by TIM.

 

38. Insurances

 

The Company maintains a policy of monitoring the risks inherent in its operations. As a result, as of March 31, 2025, the Company had insurance contracts in force to cover operational risks, civil liability, cyber risks, health, among others. The management of the company understands that the policies represent sufficient amounts to cover any losses. The main assets, liabilities or interests covered by insurance and their maximum indemnity limits are as follows:

 

 

Modalities   Maximum indemnity limits
Operational risks   R$ 629,071
General Civil Liability - RCG   R$ 80,000
Cyber risks   R$ 90,000
Automobile (executives and operational fleet)   R$ 1,000 for optional civil liability (Single guarantee of property damage and bodily harm) and R$ 100 for pain and suffering.

 

 

39. Supplementary information to the cash flow

 

   
  March 2025   March 2024

Transactions not involving cash 

     
Additions to property, plant and equipment and intangible assets - with no cash effect (664,702)   (716,687)
Increase in lease liabilities - no cash effect    671,953        763,281
Allowances approved but not yet paid (2,740,000)   (1,510,000)
Receivables - C6 Agreement 468,000   -
       

 

 

40. Subsequent events

 

Distribution of interest on shareholders’ equity

The Company’s Board of Directors approved the distribution of R$ 300,000 of interest on shareholders’ equity as of May 05, 2025. The payment took place on July 23rd, 2025, and the date for identification of shareholders entitled to receive such amounts took place on May 21st, 2025.

 

 

 

 

108 



FISCAL COUNCIL’S OPINION

 

The Members of the Fiscal Council of TIM S.A. ("Company"), in the exercise of their attributions and legal duties, as provided in Article 163 of the Brazilian Corporate Law, conducted a review and analysis of the quarterly information, along with the limited review report of Ernst & Young Auditores Independentes S/S (“EY”), for the period that ended on March 31st , 2025, and taking into account the information provided by the Company's management and the Independent Auditors, consider the information appropriate for presentation to the Board of Directors of the Company, in accordance to the Brazilian Corporate Law..

 

In addition, the Members of the Fiscal Council of TIM S.A. ("Company"), in the exercise of their attributions and legal duties, as provided in Article 163 of the Brazilian Corporate Law, based on the information provided and the clarifications received by the Company's management, also expressed their favorable opinion on the presentation, to the Board of Directors of the Company, of the proposal for the distribution as Interest on Shareholders’ Equity in the amount of R$300,000,000.00 (three hundred million reais) at R$ 0,124084855 (zero point one, two, four, zero, eight, four, eight, five, five cents) of gross value per share, for payment to be made until July 23rd, 2025, without the application of any monetary restatement index, considering the date of May 21st, 2025, to identify the shareholders entitled to receive such amounts.

 

Rio de Janeiro, May 5th, 2025.

 

 

 

WALMIR URBANO KESSELI

Chairman of the Fiscal Council

HELOISA BELOTTI BEDICKS

Member of the Fiscal Council

 

 

ELIAS DE MATOS BRITO

Member of the Fiscal Council

 

 

109 



 

STATUTORY OFFICERS’ STATEMENT

 

Alberto Mario Griselli (Chief Executive Officer and Investor Relations Officer), Andrea Palma Viegas Marques (Chief Financial Officer), Bruno Mutzenbecher Gentil (Business Support Officer), Maria Antonietta Russo (People, Culture & Organization Officer), Mario Girasole (Regulatory and Institutional Affairs Officer) and Fabiane Reschke (Legal Officer), as Statutory Officers of TIM S.A., declare, in accordance with article 27, paragraph 1, item VI of CVM Resolution Nr. 80 of March 29th, 2022, that they have reviewed, discussed and agreed with the Company’s Financial Statements for the period ended March 31st, 2025.

 

Rio de Janeiro, May 05, 2025.

 

 

ALBERTO MARIO GRISELLI

Diretor Presidente e Diretor de Relações com Investidores (Chief Executive Officer and Investor Relations Officer)

ANDREA PALMA VIEGAS MARQUES

Diretora Financeira (Chief Financial Officer)

 

 

MARIO GIRASOLE

Regulatory and Institutional Affairs Officer

 

 

BRUNO MUTZENBECHER GENTIL

Business Support Officer

 

 

FABIANE RESCHKE

Diretora Jurídica (Legal Officer)

 

 

 

 

 

MARIA ANTONIETTA RUSSO

People, Culture & Organization Officer

 

 

 

 

110 



 

 

STATUTORY OFFICERS’ STATEMENT

 

 

Alberto Mario Griselli (Chief Executive Officer and Investor Relations Officer), Andrea Palma Viegas Marques (Chief Financial Officer), Bruno Mutzenbecher Gentil (Business Support Officer), Maria Antonietta Russo (People, Culture & Organization Officer), Mario Girasole (Regulatory and Institutional Affairs Officer) and Fabiane Reschke (Legal Officer), as Statutory Officers of TIM S.A., declare, in accordance with Section 27, paragraph 1, item V of CVM Resolution Nr. 80 of March 29th, 2022, that they have reviewed, discussed and agreed with the opinion expressed on the Company’s Independent Auditors’ Report regarding the Company’s Financial Statements for the period ended March 31st, 2025.

 

Rio de Janeiro, May 05, 2025.

 

 

ALBERTO MARIO GRISELLI

Diretor Presidente e Diretor de Relações com Investidores (Chief Executive Officer and Investor Relations Officer)

ANDREA PALMA VIEGAS MARQUES

Diretora Financeira (Chief Financial Officer)

 

 

MARIO GIRASOLE

Regulatory and Institutional Affairs Officer

 

 

BRUNO MUTZENBECHER GENTIL

Business Support Officer

 

 

FABIANE RESCHKE

Diretora Jurídica (Legal Officer)

 

 

MARIA ANTONIETTA RUSSO

People, Culture & Organization Officer

 

 

 

 

 
     

 

 

 

111 



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

    TIM S.A.
Date: May 5, 2025   By: /s/ Alberto Mario Griselli
      Alberto Mario Griselli
      Chief Executive Officer, Chief Financial Officer and Investor Relations Officer