Edgar Filing: ULTRAPAR HOLDINGS INC

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report Of Foreign Private Issuer

Pursuant To Rule 13a-16 Or 15d-16 Of

The Securities Exchange Act Of 1934

For the month of November, 2012

Commission File Number: 001-14950

ULTRAPAR HOLDINGS INC.

(Translation of Registrant’s Name into English)

Avenida Brigadeiro Luis Antonio, 1343, 9º Andar

São Paulo, SP, Brazil 01317-910

(Address of Principal Executive Offices)

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

____

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

____

Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes

____

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

ULTRAPAR HOLDINGS INC.

TABLE OF CONTENTS

ITEM

1.	Individual and Consolidated Interim Financial Information for the Nine Months Ended September 30, 2012
2.	Earnings release 3Q12
3.	Minutes of Board of Directors
4.	Material Notice

Item 1

	(Convenience Translation into English from the Original Previously Issued in Portuguese)

	Ultrapar Participações S.A. and Subsidiaries Individual and Consolidated Interim Financial Information for the Nine Months Ended September 30, 2012

Ultrapar Participações S.A. and Subsidiaries

Individual and Consolidated Interim Financial Information for the Nine Months Ended

September 30, 2012

Table of contents

Report on Review of Interim Financial Information	3- 4

Balance sheets	5 - 6

Income statements	7 - 8

Statements of comprehensive income	9

Statements of changes in equity	10 - 11

Statements of cash flows - Indirect method	12 - 13

Value added statements	14

Notes to the interim financial information	15 - 97

(Convenience Translation into English from the Original Previously Issued in Portuguese)

REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION

To the Shareholders, Board of Directors and Management of

Ultrapar Participações S.A.

São Paulo - SP

Introduction

We have reviewed the accompanying individual and consolidated interim financial information of Ultrapar Participações S.A. (the “Company”), identified as Parent and consolidated, respectively, included in the Interim Financial Information Form (“ITR”), for the three-month period ended September 30, 2012, which comprises the balance sheet as of September 30, 2012 and the related statements of income and comprehensive income for the three- and nine-month periods then ended and of changes in equity and cash flows for the nine- month period then ended, including the explanatory notes.

The Company’s Management is responsible for the preparation of the individual interim financial information in accordance with technical pronouncement CPC 21(R1) - Interim Financial Information and the consolidated interim financial information in accordance with CPC 21(R1) and the international standard IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board - IASB, as well as for the presentation of such information in accordance with the standards established by the Brazilian Securities Commission (CVM), applicable to the preparation of the Interim Financial Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of review

We conducted our review in accordance with Brazilian and international standards on review of interim financial information (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with standards on auditing and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion on individual interim financial information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual interim financial information included in the ITR referred to above was not prepared, in all material respects, in accordance with CPC 21(R1), applicable to the preparation of the Interim Financial Information (ITR), and presented in accordance with the standards established by CVM.

Conclusion on consolidated interim financial information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim financial information included in the ITR referred to above was not prepared, in all material respects, in accordance with CPC 21(R1) and IAS 34, applicable to the preparation of Interim Financial Information (ITR), and presented in accordance with the standards established by CVM.

Other matters

Statements of value added

We have also reviewed the individual and consolidated statements of value added, for the nine-month period ended September 30, 2012, prepared under the responsibility of the Company’s Management, the presentation of which is required by the standards issued by the CVM applicable to the preparation of Interim Financial Information (ITR) and considered as supplemental information for International Financial Reporting Standards - IFRS, which do not require the presentation of these statements. These statements were subject to the same review procedures described above, and, based on our review, nothing has come to our attention that causes us to believe that they were not prepared, in all material respects, consistently with the individual and consolidated interim financial information taken as a whole.

Review of individual and consolidated interim financial information for the three-month period ended September 30, 2011 and audit of individual and consolidated financial statements for the year ended December 31, 2011

The information and amounts for the three- and nine-month periods ended September 30, 2011, presented for comparison purposes, were previously reviewed by other independent auditors, whose report, without qualification, was issued and dated on November 9, 2011. The information and amounts for the year ended December 31, 2011, presented for comparison purposes, were previously audited by other independent auditors, whose report, without qualification, was issued and dated on February 15, 2012.

The accompanying individual and consolidated interim financial information has been translated into English for the convenience of readers outside Brazil.

São Paulo, November 7, 2012

DELOITTE TOUCHE TOHMATSU	Edimar Facco
Auditores Independentes	Engagement Partner

Ultrapar Participações S.A. and Subsidiaries

Balance sheets

as of September 30, 2012 and December 31, 2011

(In thousands of Reais)

			Parent				Consolidated
Assets	Note		09/30/2012		12/31/2011		09/30/2012		12/31/2011

Current assets

Cash and cash equivalents		4		57,046		178,672		1,380,598		1,790,954
Financial investments		4		801		52,902		744,784		916,936
Trade receivables		5		-		-		2,388,618		2,026,417
Inventories		6		-		-		1,280,122		1,310,132
Recoverable taxes		7		42,384		48,706		398,397		470,511
Dividends receivable				27,284		73,526		-		-
Other receivables				1,077		1,971		19,761		20,323
Prepaid expenses		10		-		-		42,894		40,221
Total current assets				128,592		355,777		6,255,174		6,575,494

Non-current assets

Financial investments		4		-		-		136,534		74,437
Trade receivables		5		-		-		116,100		117,716
Related parties		8.a		789,061		779,531		10,859		10,144
Deferred income and social contribution taxes		9.a		71		690		495,574		510,135
Recoverable taxes		7		51,702		39,906		96,602		81,395
Escrow deposits				232		232		517,344		469,381
Other receivables				-		-		11,331		1,312
Prepaid expenses		10		-		-		72,081		69,198
				841,066		820,359		1,456,425		1,333,718

Investments
Subsidiaries		11.a		5,717,927		5,291,099		-		-
Associates		11.b		-		-		12,679		12,626
Other				-		-		2,843		2,793
Property, plant and equipment		12 ; 14.h		-		-		4,518,076		4,278,931
Intangible assets		13		246,163		246,163		1,787,010		1,539,177

	5,964,090	5,537,262	6,320,608	5,833,527

Total non-current assets	6,805,156	6,357,621	7,777,033	7,167,245

Total assets	6,933,748	6,713,398	14,032,207	13,742,739

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Balance sheets

as of September 30, 2012 and December 31, 2011

(In thousands of Reais)

			Parent						Consolidated

Liabilities	Note		09/30/2012			12/31/2011			09/30/2012			12/31/2011
Current liabilities
Loans		14		-			-			1,676,905			1,300,326
Debentures		14.g		250,975			1,002,451			261,210			1,002,451
Finance leases		14.h		-			-			2,144			2,222
Trade payables		15		48			54			1,013,276			1,075,103
Salaries and related charges		16		138			128			227,757			268,345
Taxes payable		17		3,007			2,361			112,482			109,653
Dividends payable		20.g		7,171			156,076			13,770			163,802
Income and social contribution taxes payable				-			-			60,807			38,620
Post-employment benefits		24.b		-			-			13,282			13,282
Provision for assets retirement obligation		18		-			-			3,654			7,251
Provision for tax, civil and labor litigation		23.a		-			-			47,111			41,347
Other payables				214			214			25,940			55,643
Deferred revenue		19		-			-			19,663			19,731
Total current liabilities				261,553			1,161,284			3,478,001			4,097,776

Non-current liabilities

Loans		14		-			-			2,878,546			3,196,102
Debentures		14.g		794,584			-			804,960			19,102
Finance leases		14.h		-			-			41,314			41,431
Related parties		8.a		-			-			3,871			3,971
Deferred income and social contribution taxes		9.a		-			-			77,860			37,980
Provision for tax, civil and labor litigation		23.a		1,074			1,047			550,647			512,788
Post-employment benefits		24.b		-			-			109,560			96,751
Provision for assets retirement obligation		18		-			-			65,855			60,253
Other payables				-			-			107,588			90,625
Deferred revenue		19		-			-			9,138			8,724
Total non-current liabilities				795,658			1,047			4,649,339			4,067,727

Shareholders’ equity

Share capital		20.a		3,696,773			3,696,773			3,696,773			3,696,773
Capital reserve		20.c		10,275			9,780			10,275			9,780
Revaluation reserve		20.d		6,783			7,075			6,783			7,075
Profit reserves		20.e		1,837,667			1,837,667			1,837,667			1,837,667
Treasury shares		20.b		(119,928	)		(118,234	)		(119,928	)		(118,234	)
Retained earnings				438,074			-			438,074			-
Additional dividends to the minimum mandatory dividends		20.g		-			122,239			-			122,239
Valuation adjustments		2.c ; 20.f		4			193			4			193
Cumulative translation adjustments		2.q ; 20.f		6,889			(4,426	)		6,889			(4,426	)
Shareholders’ equity attributable to:
Shareholders of the Company				5,876,537			5,551,067			5,876,537			5,551,067
Non-controlling interests in subsidiaries				-			-			28,330			26,169
Total shareholders’ equity				5,876,537			5,551,067			5,904,867			5,577,236
Total liabilities and shareholders’ equity				6,933,748			6,713,398			14,032,207			13,742,739

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Income statements

For the three and nine months ended September 30, 2012 and 2011

(In thousands of Reais, except earnings per share)

			Parent

			07/01/2012			01/01/2012			07/01/2011			01/01/2011
			to			to			to			to
	Note		09/30/2012			09/30/2012			09/30/2011			09/30/2011

Net revenue from sales and services		2.a ; 25		-			-			-			-
Cost of products and services sold		2.a ; 26		-			-			-			-

Gross profit				-			-			-			-

Operating income (expenses)
Selling and marketing		26		-			-			-			-
General and administrative		26		(2,563	)		(7,530	)		(4,977	)		(10,658	)
Income (loss) from disposal of assets		27		-			-			-			-
Other operating income, net				2,563			7,530			4,997			10,829

Operating income				-			-			20			171

Financial income		28		25,494			88,511			43,502			122,355
Financial expenses		28		(24,318	)		(73,502	)		(37,487	)		(106,744	)
Share of profit of subsidiaries and associates		11.a ; 11.b		298,802			712,228			229,298			628,452

Income before income and social contribution taxes				299,978			727,237			235,333			644,234

Income and social contribution taxes
Current		9.b		(11,311	)		(15,380	)		(12,292	)		(15,626	)
Deferred		9.b		3			(619	)		18			50
Tax incentives		9.b ; 9.c		-			-			-			-
				(11,308	)		(15,999	)		(12,274	)		(15,576	)

Net income				288,670			711,238			223,059			628,658

Net income attributable to:
Shareholders of the Company				288,670			711,238			223,059			628,658
Non-controlling interests in subsidiaries				-			-			-			-

Earnings per common share (based on weighted average of shares outstanding) – R$		29
Basic				0.54			1.33			0.42			1.18
Diluted				0.54			1.33			0.42			1.17

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Income statements

For the three and nine months ended September 30, 2012 and 2011

(In thousands of Reais, except earnings per share)

			Consolidated
			07/01/2012			01/01/2012			07/01/2011			01/01/2011
			to			to			to			to
	Note		09/30/2012			09/30/2012			09/30/2011			09/30/2011

Net revenue from sales and services		2.a ; 25		14,122,942			39,572,543			12,909,294			35,902,859
Cost of products and services sold		2.a ; 26		(13,036,993	)		(36,571,909	)		(11,982,735	)		(33,298,374	)

Gross profit				1,085,949			3,000,634			926,559			2,604,485

Operating income (expenses)
Selling and marketing		26		(406,113	)		(1,176,873	)		(356,047	)		(981,072	)
General and administrative		26		(232,956	)		(648,952	)		(187,765	)		(569,977	)
Income (loss) from disposal of assets		27		4,815			566			9,264			15,357
Other operating income, net				19,080			42,140			5,747			26,848

Operating income				470,775			1,217,515			397,758			1,095,641

Financial income		28		47,898			168,759			83,759			249,113
Financial expenses		28		(106,259	)		(374,890	)		(161,231	)		(463,090	)
Share of profit of subsidiaries and associates		11.a ; 11.b		26			200			164			115
Income before income and social contribution taxes				412,440			1,011,584			320,450			881,779

Income and social contribution taxes
Current		9b		(116,448	)		(263,661	)		(86,802	)		(217,390	)
Deferred		9.b		(18,061	)		(61,333	)		(12,910	)		(49,170	)
Tax incentives		9.b ; 9.c		12,828			29,604			3,964			18,368
				(121,681	)		(295,390	)		(95,748	)		(248,192	)

Net income				290,759			716,194			224,702			633,587

Net income attributable to:
Shareholders of the Company				288,670			711,238			223,059			628,658
Non-controlling interests in subsidiaries				2,089			4,956			1,643			4,929

Earnings per common share (based on weighted average of shares outstanding) – R$		29
Basic				0.54			1.33			0.42			1.18
Diluted				0.54			1.33			0.42			1.17

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Statements of comprehensive income

For the three and nine months ended September 30, 2012 and 2011

(In thousands of Reais)

			Parent
	Note		07/01/2012 to 09/30/2012			01/01/2012 to 09/30/2012			07/01/2011 to 09/30/2011		01/01/2011 to 09/30/2011

Net income attributable to shareholders of the Company				288,670			711,238			223,059		628,658
Net income attributable to non-controlling interests in subsidiaries				-			-			-		-
										223,059		628,658
Net income				288,670			711,238			223,059		628,658

Valuation adjustments		2.c ; 20.f		(27	)		(189	)		125		3,262
Cumulative translation adjustments		2.q ; 20.f		1,792			11,315			12,920		11,689

Total comprehensive income				290,435			722,364			236,104		643,609
Total comprehensive income attributable to shareholders of the Company				290,435			722,364			236,104		643,609
Total comprehensive income attributable to non-controlling interests in subsidiaries				-			-			-		-

			Consolidated
	Note		07/01/2012 to 09/30/2012			01/01/2012 to 09/30/2012			07/01/2011 to 09/30/2011		01/01/2011 to 09/30/2011

Net income attributable to shareholders of the Company				288,670			711,238			223,059		628,658
Net income attributable to non-controlling interests in subsidiaries				2,089			4,956			1,643		4,929
										224,702		633,587
Net income				290,759			716,194			224,702		633,587

Valuation adjustments		2.c ; 20.f		(27	)		(189	)		125		3,262
Cumulative translation adjustments		2.q ; 20.f		1,792			11,315			12,920		11,689

Total comprehensive income				292,524			727,320			237,747		648,538
Total comprehensive income attributable to shareholders of the Company				290,435			722,364			236,104		643,609
Total comprehensive income attributable to non-controlling interests in subsidiaries				2,089			4,956			1,643		4,929

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Statements of changes in equity - parent and consolidated

For the nine months ended September 30, 2012 and 2011

(In thousands of Reais)

											Profit reserves						Other comprehensive income
	Note			Share capital		Capital reserve		Revaluation reserve			Legal reserve		Investments reserve		Retention of profits		Valuation adjustments			Cumulative translation adjustments			Retained earnings			Treasury shares			Additional dividends to the minimum mandatory dividends			Shareholders’ equity attributable to owners of the parent			Non-controlling interests			Consolidated shareholders’ equity

Balance at December 31, 2010					3,696,773		7,688		7,590			180,854		-		1,333,066		(2,403	)		(18,597	)		-			(119,964	)		68,323			5,153,330			22,253			5,175,583
Realization of revaluation reserve		20.	d		-		-		(399	)		-		-		-		-			-			399			-			-			-			-			-
Income and social contribution taxes on realization of revaluation reserve of subsidiaries		20.	d		-		-		-			-		-		-		-			-			(104	)		-			-			(104	)		-			(104	)
Acquisition of non-controlling interest					-		-		-			-		-		-		-			-			-			-			-			-			(269	)		(269	)
Approval of additional dividends by the Shareholders’ Meeting					-		-		-			-		-		-		-			-			-			-			(68,323	)		(68,323	)		-			(68,323	)
Net income					-		-		-			-		-		-		-			-			628,658			-			-			628,658			4,929			633,587
Interim dividends					-		-		-			-		-		-		-			-			(251,949	)		-			-			(251,949	)		-			(251,949	)

Comprehensive income:
Valuation adjustments for financial instruments		2.c ; 20.f			-		-		-			-		-		-		3,262			-			-			-			-			3,262			-			3,262
Currency translation of foreign subsidiaries		2.q ; 20.f			-		-		-			-		-		-		-			11,689			-			-			-			11,689			-			11,689
Balance at September 30, 2011					3,696,773		7,688		7,191			180,854		-		1,333,066		859			(6,908	)		377,004			(119,964	)		-			5,476,563			26,913			5,503,476

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Statements of changes in equity - parent and consolidated

For the nine months ended September 30, 2012 and 2011

(In thousands of Reais)

										Profit reserves						Other comprehensive income
	Note		Share capital		Capital reserve		Revaluation reserve			Legal reserve		Investments reserve		Retention of profits		Valuation adjustments			Cumulative translation adjustments			Retained earnings			Treasury shares			Additional dividends to the minimum mandatory dividends			Shareholders’ equity attributable to owners of the parent			Non-controlling interests			Consolidated shareholders’ equity

Balance at December 31, 2011				3,696,773		9,780		7,075			223,292		281,309		1,333,066		193			(4,426	)		-			(118,234	)		122,239			5,551,067			26,169			5,577,236
Realization of revaluation reserve	20.	d		-		-		(292	)		-		-		-		-			-			292			-			-			-			-			-
Income and social contribution taxes on realization of revaluation reserve of subsidiaries	20.	d		-		-		-			-		-		-		-			-			(64	)		-			-			(64	)		-			(64	)
Deferred Stock Plan				-		495		-			-		-		-		-			-			-			(1,694	)		-			(1,199	)		-			(1,199	)
Approval of additional dividends by the Shareholders’ Meeting				-		-		-			-		-		-		-			-			-			-			(122,239	)		(122,239	)		(2,640	)		(124,879	)
Net income				-		-		-			-		-		-		-			-			711,238			-			-			711,238			4,956			716,194
Interim dividends				-		-		-			-		-		-		-			-			(273,392	)		-			-			(273,392	)		(155	)		(273,547	)

Comprehensive income:
Valuation adjustments for financial instruments	2.c ; 20.f			-		-		-			-		-		-		(189	)		-			-			-			-			(189	)		-			(189	)
Currency translation of foreign subsidiaries	2.q ; 20.f			-		-		-			-		-		-		-			11,315			-			-			-			11,315			-			11,315
Balance at September 30, 2012				3,696,773		10,275		6,783			223,292		281,309		1,333,066		4			6,889			438,074			(119,928	)		-			5,876,537			28,330			5,904,867

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Statements of cash flows - Indirect method

For the nine months ended September 30, 2012 and 2011

(In thousands of Reais)

			Parent						Consolidated
	Note		09/30/2012			09/30/2011			09/30/2012			09/30/2011
Cash flows from operating activities
Net income for the period				711,238			628,658			716,194			633,587
Adjustments to reconcile net income to cash provided by operating activities
Share of profit of subsidiaries and associates		11		(712,228	)		(628,452	)		(200	)		(115	)
Depreciation and amortization				-			-			510,613			425,424
PIS and COFINS credits on depreciation				-			-			8,651			7,313
Assets retirement expenses		18		-			-			(1,957	)		(2,041	)
Interest, monetary and exchange variations				11,051			23,834			413,220			592,215
Deferred income and social contribution taxes		9.b		619			(50	)		61,333			49,170
Income from disposal of assets		27		-			-			(566	)		(15,357	)
Others				(1,200	)		-			732			932

Dividends received from subsidiaries				342,704			331,626			-			-

(Increase) decrease in current assets
Trade receivables		5		-			-			(358,329	)		(276,307	)
Inventories		6		-			-			29,575			(73,242	)
Recoverable taxes		7		6,322			23,205			75,852			(96,687	)
Other receivables				894			8			808			4,004
Prepaid expenses		10		-			-			(2,611	)		(3,966	)

Increase (decrease) in current liabilities
Trade payables		15		(6	)		(96	)		(62,020	)		(106,210	)
Salaries and related charges		16		10			18			(40,889	)		17,102
Taxes payable		17		646			2,795			2,459			(30,888	)
Income and social contribution taxes				-			(3	)		122,194			74,672
Post-employment benefits		24.b		-			-			-			721
Provision for tax, civil and labor litigation		23.a		-			-			5,764			3,095
Other payables				-			-			(33,301	)		(4,571	)
Deferred revenue		19		-			-			(68	)		3,904

(Increase) decrease in non-current assets
Trade receivables		5		-			-			1,616			(16,367	)
Recoverable taxes		7		(11,796	)		(35,514	)		(15,207	)		(43,978	)
Escrow deposits				-			-			(47,963	)		(67,962	)
Other receivables				-			-			(10,019	)		202
Prepaid expenses		10		-			-			(791	)		(7,599	)

Increase (decrease) in non-current liabilities
Post-employment benefits		24.b		-			-			12,810			(721	)
Provision for tax, civil and labor litigation		23.a		27			148			37,725			29,531
Other payables				-			-			9,095			14,243
Deferred revenue		19		-			-			414			1,342

Income and social contribution taxes paid				-			-			(100,006	)		(76,993	)

Net cash provided by operating activities				348,281			346,177			1,335,128			1,034,453

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Statements of cash flows - Indirect method

For the nine months ended September 30, 2012 and 2011

(In thousands of Reais)

			Parent						Consolidated
	Note		09/30/2012			09/30/2011			09/30/2012			09/30/2011

Cash flows from investing activities
Financial investments, net of redemptions				52,101			(76,610	)		110,055			(329,255	)
Acquisition of subsidiaries, net				-			-			(59,108	)		(26,608	)
Cash and cash equivalents of acquired subsidiaries				-			-			1,768			-
Financial investments of acquired subsidiaries				-			-			3,426			-
Acquisition of property, plant and equipment		12		-			-			(499,019	)		(504,248	)
Increase in intangible assets		13		-			-			(392,149	)		(239,781	)
Capital reduction to subsidiaries				-			180,000			-			-
Proceeds from disposal of assets		27		-			-			43,604			64,326

Net cash provided by (used in) investing activities				52,101			103,390			(791,423	)		(1,035,566	)

Cash flows from financing activities
Loans and debentures
Borrowings		14		793,485			-			1,725,256			746,144
Repayments		14		(800,000	)		(200,000	)		(1,842,928	)		(989,555	)
Interest paid		14		(25,108	)		(8,038	)		(233,740	)		(157,112	)
Payment of financial lease		14.h		-			-			(3,445	)		(5,827	)
Dividends paid				(544,536	)		(501,767	)		(548,535	)		(501,795	)
Acquisition of non-controlling interests				-			-			-			(51	)
Payment of loan with Noble Brasil				-			-			(49,982	)		-
Related parties				54,151			115,175			(814	)		(50	)

Net cash used in financing activities				(522,008	)		(594,630	)		(954,188	)		(908,246	)

Effect of exchange rate changes on cash and cash equivalents in foreign currency				-			-			127			1,797

Decrease in cash and cash equivalents				(121,626	)		(145,063	)		(410,356	)		(907,562	)

Cash and cash equivalents at the beginning of the period		4		178,672			407,704			1,790,954			2,642,418

Cash and cash equivalents at the end of the period		4		57,046			262,641			1,380,598			1,734,856

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Value added statements

For the nine months ended September 30, 2012 and 2011

(In thousands of Reais, except percentages)

			Parent								Consolidated
	Note		09/30/2012			%	09/30/2011			%	09/30/2012			%	09/30/2011			%
Revenue
Gross revenue from sales and services, except rents and royalties		25		-				-				40,677,765				36,985,930
Rebates, discounts and returns		25		-				-				(185,558	)			(154,176	)
Allowance for doubtful accounts - Reversal (allowance)				-				-				(3,378	)			2,456
Income from disposal of assets		27		-				-				566				15,357
				-				-				40,489,395				36,849,567

Materials purchased from third parties
Raw materials used				-				-				(2,060,906	)			(1,691,722	)
Cost of goods, products and services sold				-				-				(34,368,187	)			(31,536,409	)
Third-party materials, energy, services and others				(4,016	)			(7,452	)			(1,112,346	)			(983,573	)
Reversal of impairment losses				7,552				10,828				2,266				7,525
				3,536				3,376				(37,539,173	)			(34,204,179	)

Gross value added				3,536				3,376				2,950,222				2,645,388

Deductions
Depreciation and amortization				-				-				(519,264	)			(432,737	)

Net value added by the Company				3,536				3,376				2,430,958				2,212,651

Value added received in transfer
Share of profit of subsidiaries and associates		11.a ; 11.b		712,228				628,452				200				115
Rents and royalties		25		-				-				48,210				44,094
Financial income		28		88,511				122,355				168,759				249,113
				800,739				750,807				217,169				293,322

Total value added available for distribution				804,275				754,183				2,648,127				2,505,973

Distribution of value added
Labor and benefits				2,960		1		2,714		1		788,900		30		712,631		28
Taxes, fees and contributions				15,038		2		13,747		2		718,877		27		655,539		27
Financial expenses and rents				75,039		9		109,064		14		424,156		16		504,216		20
Dividends paid				273,392		34		251,949		33		273,509		10		251,949		10
Retained earnings				437,846		54		376,709		50		442,685		17		381,638		15
Value added distributed				804,275		100		754,183		100		2,648,127		100		2,505,973		100

The accompanying notes are an integral part of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

1. Operations

Ultrapar Participações S.A. (“Ultrapar” or “Company”), is a publicly-held company headquartered at the Brigadeiro Luis Antônio Avenue, 1343 in the city of São Paulo – SP, Brazil.

The Company invests its own capital in services, commercial and industrial activities, by the subscription or acquisition of shares of other companies. Through its subsidiaries, it operates in the segments of liquefied petroleum gas - LPG distribution (“Ultragaz”), fuel distribution and related businesses (“Ipiranga”), production and marketing of chemicals (“Oxiteno”), and storage services for liquid bulk (“Ultracargo”). The Company also operates in oil refining through its investment in Refinaria de Petróleo Riograndense S.A. (“RPR”).

2. Summary of significant accounting policies

The accounting policies adopted by the Company and its subsidiaries are in accordance with the statements, interpretations and guidelines issued by the Accounting Pronouncements Committee (“CPC”) and approved by the Brazilian Securities and Exchange Commission (“CVM”) in the process of convergence with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”).

The Company’s consolidated interim financial information was prepared in accordance with technical pronouncement CPC 21 (R1) and International Accounting Standards (“IAS”) 34 - Interim Financial Reporting issued by the IASB, and presented in accordance with the standards issued by the CVM.

The Company’s individual interim financial information was prepared in accordance with CPC 21 (R1) and presented in accordance with the standards issued by the CVM.

The Company’s individual and consolidated interim financial information are presented in Brazilian Reais, which is the Company’s functional currency.

The accounting policies described below were applied by the Company and its subsidiaries in a consistent manner for all periods presented in these individual and consolidated interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

a.	Recognition of income

Revenue and cost of sales are recognized when all risks and benefits associated with the products are transferred to the purchaser. Revenue from services provided and their costs are recognized when the services are provided. Costs of products and services sold provided include goods (mainly fuels/lubricants and LPG), raw materials (chemicals and petrochemicals) and production, distribution, storage and filling costs.

b.	Cash and cash equivalents

Include cash and short-term highly-liquid investments that are readily convertible into a known amount of cash and are subject to an insignificant risk of change in value. See Note 4 for further details on cash and cash equivalents of the Company and its subsidiaries.

c.	Financial instruments and hedge accounting

In accordance with IAS 39 (CPC 38, 39 and 40 R1), the financial instruments of the Company and its subsidiaries are recorded in accordance with the following categories:

•

Measured at fair value through profit or loss: financial assets and liabilities held for trading, that is, purchased or created primarily for the purpose of sale or repurchase in the short term, and derivatives. Changes in fair value are recorded as profit or loss, and the balances are stated at fair value.

•	Held to maturity: non-derivative financial assets with fixed or determinable payments, with fixed maturities for which the entity has the positive intent and ability to hold to maturity. The interest earned is recorded in income, and balances are stated at acquisition cost plus the interest earned.

•

Available for sale: non-derivative financial assets that are designated as available for sale or that are not classified into other categories. The interest earned is recorded as income, and the balances are stated at fair value. Differences between fair value and acquisition cost plus the interest earned are recorded in a specific account of the shareholders’ equity. Gains and losses recorded in the shareholders’ equity are included in income in case of prepayment.

•

Loans and receivables: non-derivative financial assets with fixed or determinable payments or receipts, not quoted in active markets, except: (i) those which the entity intends to sell immediately or in the short term and which the entity classified as measured at fair value through profit or loss; (ii) those classified as available for sale; or (iii) those the holder of which cannot substantially recover its initial investment for reasons other than credit deterioration. The balances are stated at acquisition cost plus the interests which are recorded as income when earned. Loans and receivables include cash and banks, trade receivables, dividends receivable and oher trade receivables.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The Company and its subsidiaries use derivative financial instruments for hedging purposes, applying the concepts described below:

•	Fair value hedge: derivative financial instrument used to hedge exposure to changes in the fair value of an item, attributable to a particular risk, which can affect the entity’s income.

•

Hedge accounting: In the initial designation of the fair value hedge, the relationship between the hedging instruments and the hedged items is documented, including the objectives of risk management, the strategy in conducting the transaction and the methods to be used to evaluate its effectiveness. Once the fair value hedge has been qualified as effective, the hedge item is also measured at fair value. Gains and losses from hedge instruments and hedge items are recognized in income. The hedge accounting must be discontinued when the hedge becomes ineffective.

For further detail on financial instruments of the Company and its subsidiaries, see Notes 4, 14, and 22.

d.	Trade receivables

Trade receivables are recorded at the amount invoiced, adjusted to present value if applicable, including all direct taxes attributable to the Company and its subsidiaries. Allowance for doubtful accounts is calculated based on estimated losses and is set at an amount deemed by management to be sufficient to cover any loss on realization of trade receivables (see Note 22 - Customer credit risk).

e.	Inventories

Inventories are stated at the lower of acquisition cost or net realizable value. The cost value of inventory is calculated using the weighted average cost and includes the cost of acquisition and processing directly related to the units produced based on the normal capacity of production. Estimates of net realizable value are based on the average selling prices of the last month of the reporting period, net of applicable direct selling expenses. Subsequent events related to the fluctuation of prices and costs are also considered, if relevant. If net realizable values are below inventory costs, a provision corresponding to this difference is made. Provisions are also made for obsolescence of products, materials or supplies that (i) do not meet the Company’s specifications, (ii) have exceeded their expiration date or (iii) are considered slow-moving inventory. This classification is made by management with the support of its industrial team.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

f.	Investments

Investments in subsidiaries are accounted for under the equity method of accounting in the interim financial information of the parent company. Investments in associates in which management has a significant influence or in which it holds 20% or more of the voting stock, or that are part of a group under shared control are also accounted for the equity method of accounting (see Note 11).

In the consolidated interim financial information the investments in joint control entities are consolidated proportionally by the Company (see Note 3). The other investments are stated at acquisition cost less provision for losses, unless the loss is considered temporary.

g.	Property, plant and equipment

Recorded at acquisition or construction cost, including financial charges incurred on property, plant and equipment under construction, as well as maintenance costs resulting from scheduled plant outages and estimated costs to remove, to decommission or to restore assets (see Note 18).

Depreciation is calculated using the straight-line method, for the periods mentioned in Note 12, taking into account the economic life of the assets, which is annually revised.

Leasehold improvements are depreciated over the shorter of the contract term and useful/economic life of the property.

Leases

• Finance leases

Certain lease contracts transfer substantially all the risks and benefits associated with the ownership of an asset to the Company and its subsidiaries. These contracts are characterized as finance leases, and assets are stated at fair value or, if lower, present value of the minimum lease payments under the contracts. The items recognized as assets are depreciated and amortized using the straight-line method based on the useful lives applicable to each group of assets as mentioned in Note 12 and 13. Financial charges under the finance lease contracts are allocated to income over the contract term, based on the amortized cost and the effective interest rate method (see Note 14.h).

• Operating leases

There are lease transactions where the risks and benefits associated with the ownership of the asset are not transferred and where the purchase option at the end of the contract is equivalent to the market value of the leased asset. Payments made under an operating lease contract are recognized as cost or expenses in the income statement on a straight-line basis over the term of the lease contract (see Note 23.g).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

i.	Intangible assets

Intangible assets include assets acquired by the Company and its subsidiaries from third parties, according to the criteria below (see Note 13):

• Goodwill is carried net of accumulated amortization as of December 31, 2008, when it ceased to be amortized. Goodwill generated as of January 1, 2009 is shown as intangible asset corresponding to the positive difference between the amount paid or payable to the seller and the fair value of the identified assets and liabilities assumed of the acquired entity, and is tested annually to verify the existence of probable losses (impairment). Goodwill is allocated to the respective cash generating units (“CGU”) for impairment testing purposes.

• Bonus disbursements as provided in Ipiranga’s agreements with reseller service stations and major consumers are recorded when incurred and amortized using the straight-line method according to the term of the agreement.

• Other intangible assets acquired from third parties, such as software, technology and commercial property rights, are measured at the total acquisition cost and amortized using straight-line method, for the periods mentioned in Note 13, taking into account their economic life, which is annually revised.

The Company and its subsidiaries have not recorded intangible assets that were created internally or that have an indefinite useful life, except for goodwill.

j.	Other assets

Other assets are stated at the lower of cost and realizable value, including, if applicable, interest earned, monetary changes and changes in exchange rates incurred or less a provision for loss and, if applicable, adjustment to present value (see Note 2.t).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

k.	Current and non-current liabilities

The Company and its subsidiaries’ financial liabilities include trade payables and other payables, loans, debentures and hedging instruments. Financial liabilities are classified as “financial liabilities at fair value through profit or loss” or “financial liabilities at amortised cost”. The financial liabilities at fair value through profit or loss refer to derivative financial instrument and financial liabilities designated as hedged items of fair value hedge in the initial recognition (see Note 2.c). The financial liabilities at amortised cost are stated at the initial transaction amount plus related charges and transaction costs, net of amortization. The charges and transaction costs are recognized in income using the effective interest rate method.

Current and non-current liabilities are stated at known or measurable amounts plus, if applicable, related charges, monetary changes and changes in exchange rates incurred until the date of the interim financial information. When applicable, the current and non-current liabilities are recorded at present value based on interest rates that reflect the term, currency and risk of each transaction.

Transaction costs incurred and directly attributable to the activities necessary for contracting loans or for issuing bonds, as well as premiums in the issuance of debentures and other debt or equity instruments, are allocated to the instrument and amortized to income over its term, using the effective interest rate method.

l.	Income and social contribution taxes

Current and deferred income tax (“IRPJ”) and social contribution on net income tax (“CSLL”) are calculated based on the current rates of income and social contribution taxes, including the value of tax incentives. Taxes are recognized based on the rates of income tax and social contribution on net income provided for by the laws enacted on the last day of the interim financial information. For further details about recognition and realization of income and social contribution on net income taxes, see Note 9.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

m.	Provision for assets retirement obligation – fuel tanks

Corresponds to the legal obligation to remove Ipiranga’s underground fuel tanks located at Ipiranga-branded service stations after a certain period. The estimated cost of the obligation to remove these fuel tanks is recorded as a liability when tanks are installed. The estimated cost is also recorded in property, plant and equipment and depreciated over the respective useful life of the tanks. The amounts recognized as a liability are monetarily restated until the respective tank is removed (see Note 18). A rise in estimated cost of the obligation to remove the tanks could result in negative impact in future results. The estimated removal cost is revised periodically.

n.	Tax, civil and labor provisions

A provision for tax, civil and labor is created for quantifiable risks, when chance of loss is more-likely-than-not in the opinion of management and internal and external legal counsel, and the amounts are recorded based on evaluation of the outcomes of the legal proceedings (see Note 23 items a,b,c,d).

o.	Actuarial obligation for post-employment benefits

Actuarial liabilities for post-employment benefits granted and to be granted to employees, retirees, and pensioners are based on an actuarial calculation prepared by an independent actuary, using the projected unit credit method (see Note 24.b). The actuarial gains and losses are recognized in income.

p.	Foreign currency transactions

Foreign currency transactions carried out by the Company or its subsidiaries are remeasured into their functional currency at the exchange rate prevailing on the date of each transaction. Outstanding monetary assets and liabilities of the Company and its subsidiaries are converted at the exchange rate prevailing on the balance sheet date. The effect of the difference between those exchange rates is recognized in income until the conclusion of each transaction.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

q.	Basis for translation of accounting information of foreign subsidiaries

Assets and liabilities of the subsidiaries Oxiteno Mexico S.A. de C.V. (“Oxiteno Mexico”) and its subsidiaries, located in Mexico (functional currency: Mexican Peso), and Oxiteno Andina, C.A. (“Oxiteno Andina”), located in Venezuela (functional currency: Bolivares Fortes), denominated in currencies other than that of the Company (functional currency: Real), are translated at the exchange rate valid on the date of the interim financial information. Gains and losses resulting from changes in these foreign investments are directly recognized in the shareholders’ equity as cumulative translation adjustments and will be recognized as income if these investments are disposed of. The recorded balance in comprehensive income and presented in the shareholders’ equity as cumulative translation adjustments as of September 30, 2012 was R$ 6,889 of exchange rate gain (R$ 4,426 loss as of December 31, 2011).

According to IAS 29, since 2010, Venezuela is regarded as a hyperinflationary economy. As a result, the interim financial information of Oxiteno Andina was adjusted by the Venezuelan Consumer Price Index (CPI).

Assets and liabilities of the other foreign subsidiaries, which do not have administrative autonomy, are considered extended activities of the parent company and are translated at the exchange rate in effect by the end of the respective period. Gains and losses resulting from changes in these foreign investments are directly recognized as financial income or loss. The gain recognized as income as of September 30, 2012 amounted to R$ 2,436 (R$ 1,516 gain as of September 30, 2011).

r.	Use of estimates, assumptions and judgments

The preparation of interim financial information requires the use of estimates, assumptions and judgments for the accounting of certain assets, liabilities and income. Thereunto, Company and subsidiaries’ management use the best information available at the time of preparation of the interim financial information, as well as the experience of past and current events, also considering assumptions regarding future events. The interim financial information therefore include estimates, assumptions and judgments related mainly to determining the fair value of financial instruments (Notes 4, 14 and 22), the determination of allowance for doubtful accounts (Note 5), the determination of provisions for income taxes (Note 9), the useful life of property, plants and equipment (Note 12), the economic life of intangible assets and impairment of goodwill (Note 13), provisions for assets retirement obligations (Note 18), tax, civil and labor provisions (Note 23 items a,b,c,d) and estimates for the preparation of actuarial reports (Note 24). The actual result of the transactions and information may differ from their estimates.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

s.	Impairment of assets

The Company reviews, at least annually, the existence of indication that an asset may be impaired. If there is an indication, the Company estimates the recoverable amount of the asset. Assets that cannot be evaluated individually are grouped in the smallest group of assets that generate cash flow from continuous use and that are largely independent of cash flows of other assets (CGU). The recoverable amount of assets or CGUs corresponds to the greater of their fair value net of applicable direct selling costs and their value in use.

To assess the value in use, the Company considers the projections of future cash flows, trends and outlooks, as well as the effects of obsolescence, demand, competition and other economic factors. Such cash flows are discounted to their present values using the discount rate before tax that reflects market conditions for the period of impairment testing and the specific risks of the asset or CGU being evaluated. In cases where the expected future cash flows are less than their carrying amount, the impairment loss is recognized for the amount by which the carrying value exceeds the fair value of these assets.

Losses for impairment of assets are recognized in income. In case goodwill has been allocated to a CGU, the recognized losses are first allocated to reduce the corresponding goodwill. If the goodwill is not enough to absorb such losses, the surplus is allocated to the assets on a pro-rata basis. An impairment of goodwill cannot be reversed. For assets, impairment losses may be reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if the loss of value had not been recognized.

No impairment was recorded in the periods presented.

t.	Adjustment to present value

The Company’s subsidiaries booked an adjustment to present value of Tax on Goods and Services (“ICMS”) credit balances related to property, plant and equipment (CIAP – see Note 7). Because recovery of these credits occurs over a 48 months period, the present value adjustment reflects, in the interim financial information, the time value of the recovery of ICMS credits.

The Company and its subsidiaries reviewed all items classified as non-current and, where relevant, current assets and liabilities and did not identify a need to adjust other balances to present value.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

u.	Value added statements

The Company and its subsidiaries prepare the individual and consolidated value added statements according to CPC 09 - Value Added Statement, as an integral part of interim financial information as applicable to public companies, and as supplemental information for IFRS, that do not require their presentation.

v.	New pronouncements not yet adopted

Certain standards, amendments and interpretations to IFRS issued by IASB have not yet taken effect for the period ended September 30, 2012, which are:

• IFRS 9 – Financial Instruments’ classification and measurement

• Amendments to IAS 32 – Financial Instruments: Presentation

• Amendments to IAS 19 – Employee Benefits

• Consolidated Financial Statements – IFRS 10 and transition guidance

• Joint Arrangements – IFRS 11 and transition guidance

• Disclosure of Interests in Other Entities– IFRS 12 and transition guidance

• Fair Value Measurement – IFRS 13

• Amendments to IAS 1 – Presentation of Financial Statements

• Amendments to IFRS 7 – Financial instruments: Disclosures

• Amendments to IAS 27 – Separate Financial Statements

• Amendments to IAS 28 – Investments in Associates and Joint Ventures

CPC has not yet issued pronouncements equivalent to the above IFRS, but is expected to do so before the date they become effective. The early adoption of IFRS pronouncements is subject to prior approval by the CVM.

For 2013 the Company and its subsidiaries estimate that the IFRS 11 – Joint Arrangements, will impact the interim financial information.The investments in RPR, Maxfácil Participações S.A. (“Maxfácil) and União Vopak Armazéns Gerais Ltda. (“União Vopak”) will no longer be consolidated and will be accounted for using the equity method.

w.	Authorization for issuance of the interim financial information

On November 7, 2012, the Company’s Board of Directors authorized the issuance of this interim financial information.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

3. Principles of consolidation and investments in subsidiaries

The consolidated interim financial information was prepared following the basic principles of consolidation established by the CPC 36 (R2) and IAS 27. Investments of one company in another, balances of asset and liability accounts and revenues and expenses were eliminated, as well as the effects of transactions conducted between the companies. Non-controlling interests in subsidiaries are presented as part of consolidated shareholders’ equity and net income.

The consolidated interim financial information include the following direct and indirect subsidiaries:

		% interest in the share
		09/30/2012		12/31/2011
		Control		Control
	Location	Direct control	Indirect control	Direct control	Indirect control

Ultracargo - Operações Logísticas e Participações Ltda.	Brazil	100	-	100	-
Terminal Químico de Aratu S.A. – Tequimar	Brazil	-	99	-	99
União Vopak Armazéns Gerais Ltda. (*)	Brazil	-	50	-	50
TEMMAR - Terminal Marítimo do Maranhão S.A.	Brazil	-	100	-	-
Melamina Ultra S.A. Indústria Química	Brazil	-	99	-	99
Oxiteno S.A. Indústria e Comércio	Brazil	100	-	100	-
Oxiteno Nordeste S.A. Indústria e Comércio	Brazil	-	99	-	99
Oxiteno Argentina Sociedad de Responsabilidad Ltda.	Argentina	-	100	-	100
Oleoquímica Indústria e Comércio de Produtos Químicos Ltda.	Brazil	-	100	-	100
Barrington S.L.	Spain	-	100	-	100
Oxiteno México S.A. de C.V.	Mexico	-	100	-	100
Oxiteno Servicios Corporativos S.A. de C.V.	Mexico	-	100	-	100
Oxiteno Servicios Industriales S.A. de C.V.	Mexico	-	100	-	100
Oxiteno USA LLC	United States	-	100	-	100
Global Petroleum Products Trading Corp.	Virgin Islands	-	100	-	100
Oxiteno Overseas Corp.	Virgin Islands	-	100	-	100
Oxiteno Andina, C.A.	Venezuela	-	100	-	100
Oxiteno Europe SPRL	Belgium	-	100	-	100
Oxiteno Colombia S.A.S	Colombia	-	100	-	100
Oxiteno Shanghai Trading LTD.	China	-	100	-	-
Empresa Carioca de Produtos Químicos S.A.	Brazil	-	100	-	100
Ipiranga Produtos de Petróleo S.A.	Brazil	100	-	100	-
am/pm Comestíveis Ltda.	Brazil	-	100	-	100
Centro de Conveniências Millennium Ltda.	Brazil	-	100	-	100
Conveniência Ipiranga Norte Ltda.	Brazil	-	100	-	100
Ipiranga Trading Limited	Virgin Islands	-	100	-	100
Tropical Transportes Ipiranga Ltda.	Brazil	-	100	-	100
Ipiranga Imobiliária Ltda.	Brazil	-	100	-	100
Ipiranga Logística Ltda.	Brazil	-	100	-	100
Maxfácil Participações S.A. (*)	Brazil	-	50	-	50
Isa-Sul Administração e Participações Ltda.	Brazil	-	100	-	100
Companhia Ultragaz S.A.	Brazil	-	99	-	99
Distribuidora de Gás LP Azul S.A.	Brazil	-	100	-	100
Bahiana Distribuidora de Gás Ltda.	Brazil	-	100	-	100
Utingás Armazenadora S.A.	Brazil	-	57	-	57
LPG International Inc.	Cayman Islands	-	100	-	100
Imaven Imóveis Ltda.	Brazil	-	100	-	100
Oil Trading Importadora e Exportadora Ltda.	Brazil	-	100	-	100
SERMA - Ass. dos usuários equip. proc. de dados	Brazil	-	100	-	100
Refinaria de Petróleo Riograndense S.A. (*)	Brazil	33	-	33	-

(*)

The Company maintains a shared equity interest in these companies, whose bylaws establish a joint control. These joint ventures are recognized by the Company using proportionate consolidation, as allowed by CPC 19 (R1) and IAS 31. RPR is primarily engaged in oil refining, Maxfácil is primarily engaged in the management of Ipiranga-branded credit cards, and União Vopak is primarily engaged in liquid bulk storage in the port of Paranaguá.

The subsidiary Oxiteno Shanghai Trading LTD. was formed in May 2012 and is engaged in commercial representation.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

a) Business combination – acquisition of Temmar - Terminal Marítimo do Maranhão S.A.

On July 31, 2012, the Company, through its subsidiary Terminal Químico de Aratu S.A. (“Tequimar’) concluded the acquisition of Temmar - Terminal Marítimo do Maranhão S.A. (“Temmar”). Temmar is located in the port area of Itaqui, in the state of Maranhão, in the Northeast region of Brazil, with a capacity of 55 thousand cubic meters and used mainly for the handling of fuels and biofuels. Temmar has contracts with clients for the entire capacity of the terminal and a long-term lease contract, which includes a large area for future expansions.

The amount paid in the settlement of acquisition was R$ 66,070, subject to the customary working capital adjustments. Tequimar will disburse a minimum extra value of R$ 12,000, which may reach approximately R$ 30,000 as a result of possible future expansions in the storage capacity of the terminal, provided that such expansions are implemented within the next 7 years, restated by General Market Price Index (“IGP-M”). The total purchase price of the acquisition, in the amount of R$ 78,070 was allocated among the identified assets acquired and liabilities assumed, measured at fair value. During the process of identification of assets and liabilities, intangible assets and provision for tax, civil and labor litigation which were not recognized in the acquired entity’s books were also taken into account. The provisional goodwill is R$ 41,655 and is based on expected future profitability. The value added for assets acquired, which was determined by an independent appraiser and has a value of R$ 30,857 based on its report, reflects the difference between the market value and the book value of such assets.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The table below summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed as of the acquisition date:

Current assets		Current liabilities
Cash and cash equivalents	1,768	Loans	755
Trade receivables	1,099	Trade payables	193
Recoverable taxes	3,738	Salaries and related charges	301
Other	307	Taxes payable	371
	6,912		1,620

Non-current assets		Non-current liabilities
Financial investments	3,426	Loans	45,676
Deferred income and social contribution taxes	11,862	Provision for tax, civil and labor litigation	203
Property, plant and equipment	88,361	Related parties	49,982
Intangible assets	21,243	Contingent consideration	12,000
Other	2,092		107,861
Goodwill	41,655
	168,639	Total liabilities assumed	109,481

Total assets acquired and goodwill	175,551	Consideration on the acquisition date	66,070

The amount of R$ 49,982 of “Related parties” refers to the loan of Temmar with Noble Brasil and was settled at the acquisition date.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

b) Business combination – acquisition of Repsol Gás Brasil S.A. (“Repsol”)

On October 20, 2011, the Company, through its subsidiary Companhia Ultragaz S.A. (“Cia. Ultragaz”), acquired a 100% equity interest in Repsol. The total acquisition amount was R$ 49,822. This acquisition strengthens Ultragaz’s bulk LPG business, providing economies of scale in logistics and management, and a better position for growth in the bulk segment in the Southeast. After the acquisition, its name was changed to Distribuidora de Gás LP Azul S.A.

The purchase price paid for the shares was allocated among the identified assets acquired and liabilities assumed, valued at fair value. During the process of identification of assets and liabilities, intangible assets which were not recognized in the acquired entity’s books were also taken into account. The goodwill is R$ 13,403. The value added for assets acquired, which was determined by an independent appraiser and has a value of R$ 16,555 based on its report, reflects the difference between the market value and the book value of such assets. The table below summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date:

Current assets		Current liabilities
Cash and cash equivalents	2,151	Trade payables	3,838
Trade receivables	2,875	Salaries and related charges	1,521
Inventories	995	Other	67
Prepaid expenses	1,596		5,426
Recoverable taxes	1,092
Other	360
	9,069

Non-current assets
Property, plant and equipment	22,026	Non-current liabilities
Intangible assets	11,625	Provision for tax, civil and labor litigation	1,140
Other	265
Goodwill	13,403
	47,319	Total liabilities assumed	6,566

Total assets acquired and goodwill	56,388	Consideration	49,822

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

4.	Financial assets

Financial assets, excluding cash and bank deposits, are substantially represented by money invested: (i) in Brazil, in certificates of deposit of first-rate financial institutions linked to the Interbank Certificate of Deposit (“CDI”), in debentures and in short term investments funds , whose portfolio comprised exclusively of Brazilian Federal Government bonds; (ii) outside Brazil, in certificates of deposit of first-rate financial institutions and in short-term investment funds with a portfolio composed exclusively of bonds issued by the U.S. Government; and (iii) in currency and interest rate hedging instruments.

·	Cash and cash equivalents

Cash and cash equivalents are considered: (i) cash and bank deposits, and (ii) highly-liquid short-term investments that are readily convertible into a known amount of cash and are subject to an insignificant risk of change in value.

	Parent				Consolidated
	09/30/2012		12/31/2011		09/30/2012		12/31/2011

Cash and bank deposits
In local currency		171		71		27,677		78,077
In foreign currency		-		-		37,673		29,523

Financial investments
In local currency
Fixed-income securities and funds		56,875		178,601		1,315,248		1,668,178
In foreign currency
Fixed-income securities and funds		-		-		-		15,176


Total cash and cash equivalents		57,046		178,672		1,380,598		1,790,954

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

·	Financial investments

Financial assets that are not cash or cash equivalents are considered financial investments.

	Parent				Consolidated
	09/30/2012		12/31/2011		09/30/2012		12/31/2011

Financial investments
In local currency
Fixed-income securities and funds		801		52,902		392,305		638,879

In foreign currency
Fixed-income securities and funds		-		-		325,099		259,091

Currency and interest rate hedging instruments (a)		-		-		163,914		93,403

Total financial investments		801		52,902		881,318		991,373

Current		801		52,902		744,784		916,936

Non-current		-		-		136,534		74,437

(a) Accumulated gains, net of income tax (see Note 22).

The financial assets of the Company and its subsidiaries were classified in Note 22, according to their characteristics and intention of the Company.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

5.	Trade receivables (Consolidated)

	09/30/2012			12/31/2011

Domestic customers		2,217,676			1,885,901
Reseller financing - Ipiranga		236,832			239,588
Foreign customers		176,564			135,098
(-) Allowance for doubtful accounts		(126,354	)		(116,454	)

Total cash and cash equivalents		2,504,718			2,144,133

Current		2,388,618			2,026,417

Non-current		116,100			117,716

Reseller financing is provided for renovation and upgrading of service stations, purchase of products, and development of the automotive fuels and lubricants distribution market.

The breakdown of trade receivables, gross, is as follows:

	Total		Current		Past due less than 30 days		Past due 31-60 days		Past due 61-90 days		Past due 91-180 days		Past due more than 180 days

September 30, 2012		2,631,072		2,343,200		79,944		18,573		9,022		15,101		165,232

December 31, 2011		2,260,587		1,994,399		80,635		18,088		5,788		14,944		146,733

Movements in the allowance for doubtful accounts are as follows:

Balance as of December 31, 2011	116,454
Additions	14,998
Write-offs	(5,098	)
Balance as of September 30, 2012	126,354

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

6.	Inventories (Consolidated)

	09/30/2012							12/31/2011
	Cost		Provision for losses			Net balance		Cost		Provision for losses			Net balance

Finished goods		256,302		(9,285	)		247,017		272,377		(14,605	)		257,772
Work in process		2,799		-			2,799		2,841		-			2,841
Raw materials		194,773		(385	)		194,388		197,982		(114	)		197,868
Liquefied petroleum gas (LPG)		37,711		-			37,711		41,147		-			41,147
Fuels, lubricants and greases		645,210		(629	)		644,581		633,035		(710	)		632,325
Consumable materials and bottles for resale		59,934		(1,400	)		58,534		58,126		(1,696	)		56,430
Advances to suppliers		68,326		-			68,326		89,103		-			89,103
Properties for resale		26,766		-			26,766		32,646		-			32,646

		1,291,821		(11,699	)		1,280,122		1,327,257		(17,125	)		1,310,132

Movements in the provision for losses are as follows:

Balance as of December 31, 2011	17,125
Recoveries of net realizable value adjustment	(4,916	)
Recoveries of obsolescence and other losses	(510	)
Balance as of September 30, 2012	11,699

The breakdown of provisions for losses related to inventories is shown in the table below:

	09/30/2012		12/31/2011
Net realizable value adjustment		8,635		13,551
Obsolescence and other losses		3,064		3,574
Total		11,699		17,125

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

7.	Recoverable taxes

Recoverable taxes are substantially represented by credits of ICMS, Taxes for Social Security Financing (COFINS), Employee’s Profit Participation Program (PIS), IRPJ and CSLL.

	Parent				Consolidated
	09/30/2012		12/31/2011		09/30/2012			12/31/2011

IRPJ and CSLL		94,086		88,591		167,329			177,244
ICMS		-		-		187,055			178,202
Provision for ICMS losses (*)		-		-		(62,284	)		(41,146	)
Adjustment to present value of ICMS on property, plant and equipment - CIAP (see Note 2.t)		-		-		(931	)		(3,007	)
PIS and COFINS		-		21		161,073			211,332
Value-Added Tax (IVA) of subsidiaries Oxiteno Mexico and Oxiteno Andina		-		-		29,981			19,513
IPI		-		-		3,987			3,552
Other		-		-		8,789			6,216

Total		94,086		88,612		494,999			551,906

Current		42,384		48,706		398,397			470,511

Non-current		51,702		39,906		96,602			81,395

(*)	The provision for ICMS losses relates to credit balances that the subsidiaries believe to be unable to offset in the future.

Movements in the provision for ICMS losses are as follows:

Balance as of December 31, 2011	41,146
Additions	22,563
Write-offs	(1,425	)
Balance as of September 30, 2012	62,284

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

8.	Related parties

a. Related parties

	Parent
	Assets						Financial income
	Loans		Debentures		Total

Ipiranga Produtos de Petróleo S.A.		-		789,061		789,061		74,918
Total as of September 30, 2012		-		789,061		789,061		74,918
Total as of December 31, 2011		3,822		775,709		779,531
Total as of September 30, 2011								98,331

In March 2009, Ipiranga made its second debentures offering (the first private offering) in a single series of 108 debentures at each face value of R$ 10,000,000.00, nonconvertible into shares, unsecured debentures. The Company subscribed 75 debentures with maturity on March 31, 2016 and semiannual remuneration linked to CDI.

	Consolidated
	Loans				Commercial transactions
	Assets		Liabilities		Receivables1		Payables1

Braskem S.A. (*)		-		-		-		9,823
Copagaz Distribuidora de Gas Ltda.		-		-		517		-
Liquigás Distribuidora S.A.		-		-		568		-
Oxicap Indústria de Gases Ltda.		10,368		-		-		963
Petróleo Brasileiro S.A. – Petrobras (*)		-		-		-		451,592
Química da Bahia Indústria e Comércio S.A.		-		3,045		-		-
Braskem Qpar S.A. (*)		-		-		-		5,073
Refinaria de Petróleo Riograndense S.A. (**)		-		-		-		154
Other		491		826		337		-
Total as of September 30, 2012		10,859		3,871		1,422		467,605
Total as of December 31, 2011		10,144		3,971		937		409,985

1 Included in “trade receivables” and “trade payables”, respectively.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

	Consolidated
	Commercial transactions
	Sales		Purchases

Braskem S.A. (*)		20,562		684,731
Copagaz Distribuidora de Gas Ltda.		3,463		-
Liquigás Distribuidora S.A.		4,273		-
Oxicap Indústria de Gases Ltda.		5		9,581
Petróleo Brasileiro S.A. – Petrobras (*)		14,902		28,048,323
Braskem Qpar S.A. (*)		4,006		171,643
Refinaria de Petróleo Riograndense S.A. (**)		-		14,126
Others		2,168		-
Total as of September 30, 2012		49,379		28,928,404
Total as of September 30, 2011		42,627		23,544,387

(*)	See Note 15 for further information on the relationship of these suppliers with the Company and its subsidiaries.

(**)	Relates to the non-eliminated portion of the transactions between RPR and Ipiranga Produtos de Petróleo S.A. (“IPP”), since RPR is proportionally consolidated and IPP is fully consolidated.

Purchase and sale transactions relate substantially to the purchase of raw materials, feedstock, transportation and storage services based on an arm’s-length market prices and terms with customers and suppliers with comparable operational performance. Borrowing agreements are for an indeterminate period and do not contain interest clauses. In the opinion of the Company’s management, transactions with related parties are not subject to settlement risk, which is why no allowance for doubtful accounts or collaterals are provided. Collaterals provided by the Company in loans of subsidiaries and affiliates are mentioned in Note 14.j). Intercompany loans are contracted in light of temporary cash surpluses or deficits of the Company and its subsidiaries.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

b. Key executives - Compensation (Consolidated)

The Company’s compensation strategy combines short and long-term elements, following the principles of alignment of interests and of maintenance of a competitive compensation, and is aimed at retaining key officers and remunerating them adequately according to their attributed responsibilities and the value created to the Company and its shareholders.

Short-term compensation is comprised of: (a) fixed monthly compensation paid with the objective of rewarding the executive’s experience, responsibility and his/her position’s complexity, and includes salary and benefits such as medical coverage, check-up, life insurance and other similar benefits; (b) variable compensation paid annually with the objective of aligning the executive’s and the Company’s objectives, which is linked to: (i) the business performance measured through its economic value creation and (ii) the fulfillment of individual annual goals that are based on the strategic plan and are focused on expansion and operational excellence projects, people development and market positioning, among others. Further details about the Deferred Stock Plan are contained in Note 8.c) and about post employment benefits in Note 24.b). In addition, in 2011 the Company had a long-term variable compensation plan with the purpose of aligning the long-term interests of executive officers and shareholders, as well as the retention of these executives, which provided the payment in 2012 to Ultrapar’executive officers relating to the Company’s shares’ performance between 2006 and 2011, reflecting the goal of at least doubling the value of the Company’s share within 5 years.

As of September 30, 2012, the Company and its subsidiaries recorded expenses for compensation of its key executives (Company’s directors and executive officers) in the amount of R$ 21,823 (R$ 20,186 as of September 30, 2011). Out of this total, R$ 18,494 relates to short-term compensation (R$ 16,876 as of September 30, 2011), R$ 2,424 to stock compensation (R$ 2,424 as of September 30, 2011) and R$ 905 (R$ 886 as of September 30, 2011) to post-employment benefits. In addition to the above amounts, the Company accrued, as of September 30, 2011, R$ 25,078 related to the variable long-term remuneration plan.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

c. Deferred Stock Plan

On April 27, 2001, the General Shareholders’ Meeting approved a plan for granting stock options to members of management and employees in executive positions in the Company and its subsidiaries. On November 26, 2003, the Extraordinary General Shareholders’ Meeting approved certain amendments to the original plan of 2001 (the “Deferred Stock Plan”). In the Deferred Stock Plan, certain members of management of the Company and its subsidiaries have the voting and economic rights of shares held as treasury stock and the ownership of these shares is retained by Company. The Deferred Stock Plan provides for the transfer of the ownership of the shares to those eligible members of management after five to ten years from the initial concession of the rights subject to uninterrupted employment of the Deferred Stock Plan participant by the company during the period. The total number of shares to be used for the Deferred Stock Plan is subject to the availability in treasury of such shares. It is incumbent on Ultrapar’s executive officers to select the members of management eligible for the plan and propose the number of shares in each case for approval by the Board of Directors. As of September 30, 2012, the amount granted to the company’s executives, including tax charges, totaled R$ 42,933 (R$ 44,436 as of December 31, 2011). This amount is amortized over the vesting period of Deferred Stock Plan. The amortization for the period ended on September 30, 2012 in the amount of R$ 4,204 (R$ 4,506 as of September 30, 2011) was recorded as a general and administrative expense. The values of the awards were determined on the granting date based on the market value of these shares on the BM&FBOVESPA S.A. – Bolsa de Valores, Mercadorias e Futuros (“BM&FBOVESPA”), the Brazilian Securities, Commodities and Futures Exchange.

The chart below summarizes shares provided to Ultrapar’s and its subsidiaries management:

Granting date	Number of shares granted	Vesting period	Market price of shares on the granting date (in R$ per share)	Total compensation costs, including taxes	Accumulated recognized compensation costs	Accumulated unrecognized compensation costs

December 14, 2011	120,000	5 to 7 years	31.85	5,272	(746)	4,526
November 10, 2010	260,000	5 to 7 years	26.78	9,602	(3,127)	6,475
December 16, 2009	250,000	5 to 7 years	20.75	7,155	(3,443)	3,712
October 8, 2008	576,000	5 to 7 years	9.99	8,090	(5,545)	2,545
December 12, 2007	160,000	5 to 7 years	16.17	3,570	(2,930)	640
November 9, 2006	207,200	10 years	11.62	3,322	(1,966)	1,356
December 14, 2005	93,600	10 years	8.21	1,060	(724)	336
October 4, 2004	167,900	10 years	10.20	2,361	(1,889)	472
December 18, 2003	239,200	10 years	7.58	2,501	(2,209)	292
	2,073,900			42,933	(22,579)	20,354

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

9.	Income and social contribution taxes

a. Deferred income and social contribution taxes

The Company and its subsidiaries recognize tax credits and debits, which are not subject to statute of limitations, resulting from tax losses, temporary additions, negative tax bases and revaluation of property, plant and equipment, among others. Credits are sustained by the continued profitability of their operations. Deferred income and social contribution taxes are recorded under the following main categories:

	Parent				Consolidated
	09/30/2012		12/31/2011		09/30/2012		12/31/2011


Assets - Deferred income and social contribution taxes on:
Provision for loss of assets		-		-		28,027		22,645
Provisions for tax, civil and labor litigation		71		690		109,715		105,160
Provision for post-employment benefit (see Note 24.b)		-		-		35,517		31,594
Provision for differences between cash and accrual basis		-		-		25,653		2,500
Provision for goodwill paid on investments (see Note 13)		-		-		156,229		220,668
Provision for assets retirement obligation		-		-		13,524		13,067
Other provisions		-		-		69,125		61,494
Tax losses and negative basis for social contribution to offset (d)		-		-		57,784		53,007

Total		71		690		495,574		510,135

Liabilities - Deferred income and social contribution taxes on:
Revaluation of property, plant and equipment		-		-		3,223		3,379
Lease		-		-		6,387		6,644
Provision for adjustments between cash and accrual basis		-		-		59,577		22,071
Provision for negative goodwill		-		-		810		810
Temporary differences of foreign subsidiaries		-		-		2,875		871
Other provisions		-		-		4,988		4,205
Total		-		-		77,860		37,980

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The estimated recovery of deferred tax assets relating to income and social contribution taxes is stated as follows:

	Parent		Consolidated

Up to 1 year		-		177,324
From 1 to 2 years		34		111,149
From 2 to 3 years		-		55,136
From 3 to 5 years		37		57,798
From 5 to 7 years		-		62,932
From 7 to 10 years		-		31,235

		71		495,574

b. Reconciliation of income and social contribution taxes

Income and social contribution taxes are reconciled to the full tax rates as follows:

	Parent						Consolidated
	09/30/2012			09/30/2011			09/30/2012			09/30/2011

Income before taxes and share of profit of subsidiaries and associates		15,009			15,782			1,011,384			881,664
Official tax rates - %		34			34			34			34
Income and social contribution taxes at the official tax rates		(5,103	)		(5,366	)		(343,871	)		(299,766	)
Adjustments to the effective rate:
Operating provisions and nondeductible expenses/nontaxable revenues		-			-			184			16,443
Adjustment to estimated income		-			-			21,431			16,828
Interest on equity		(10,914	)		(10,227	)		-			-
Other adjustments		18			17			(2,738	)		(65	)
Income and social contribution taxes before tax incentives		(15,999	)		(15,576	)		(324,994	)		(266,560	)

Tax incentives - SUDENE		-			-			29,604			18,368
Income and social contribution taxes in the income statement		(15,999	)		(15,576	)		(295,390	)		(248,192	)

Current		(15,380	)		(15,626	)		(263,661	)		(217,390	)
Deferred		(619	)		50			(61,333	)		(49,170	)
Tax incentives - SUDENE		-			-			29,604			18,368

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Tax incentives - SUDENE

The following subsidiaries are entitled to federal tax benefits providing for income tax reduction under the program for development of northeastern Brazil operated by the Superintendency for the Development of the Northeast (“SUDENE”):

Subsidiary	Units	Incentive - %	Expiration

Oxiteno Nordeste S.A. Indústria e Comércio	Camaçari plant	75	2016

Bahiana Distribuidora de Gás Ltda.	Caucaia base	75	2012
	Mataripe base	75	2013
	Aracaju base	75	2017
	Suape base	75	2018

Terminal Químico de Aratu S.A. – Tequimar	Aratu terminal	75	2012
	Suape terminal	75	2020

The subsidiary Oleoquímica Indústria e Comércio de Produtos Químicos Ltda. (“Oleoquímica”) filed a request of income tax reduction relating to its Camaçari plant, which was approved on July 18, 2012. On August 14, 2012 the appraisal was filed with the Federal Revenue Service (SRF), which has the period of 120 days to ratify this request. If accepted, Oleoquímica would record a reduction of its income tax retroactively to January 1, 2012.

Income and social contribution taxes carryforwards

The Company and its subsidiaries have net operating loss carryforwards (income tax) amounting to R$ 171,897 (R$ 158,437 as of December 31, 2011) and negative basis of CSLL of R$ 164,557 (R$ 148,861 as of December 31, 2011), whose compensations are limited to 30% of taxable income, whithout expiration dates. Based on these values the Company and its subsidiaries recorded deferred income and social contribution taxes in the amount of R$ 57,784 (R$ 53,007 as of December 31, 2011).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

10.	Prepaid expenses (Consolidated)

	09/30/2012		12/31/2011

Rents		61,341		49,937
Deferred Stock Plan, net (see Note 8.c)		16,369		21,066
Software maintenance		11,917		16,233
Insurance premiums		4,771		10,149
Advertising and publicity		11,204		3,589
Purchases of meal and transportation tickets		4,320		4,670
Taxes and other prepaid expenses		5,053		3,775

		114,975		109,419

Current		42,894		40,221

Non-current		72,081		69,198

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

11.	Investments

a. Subsidiaries (Parent company)

	September 30, 2012

	Ultracargo – Operações Logísticas e Participações Ltda.		Oxiteno S.A. Indústria e Comércio		Ipiranga Produtos de Petróleo S.A.		Refinaria de Petróleo Riograndense S.A.




Number of shares or units held		9,323,829		35,102,127		224,467,228,244		5,078,888
Assets		843,830		3,095,990		8,775,830		218,970
Liabilities		3,762		737,211		6,277,118		157,806
Shareholders’ equity adjusted for intercompany unrealized profits - R$		840,068		2,358,837		2,498,712		61,164
Net revenue from sales and services		-		687,671		34,219,887		100,274
Net income after adjustment for unrealized profits - R$		59,185		140,766		508,551		11,556

	December 31, 2011

	Ultracargo – Operações Logísticas e Participações Ltda.		Oxiteno S.A. Indústria e Comércio		Ipiranga Produtos de Petróleo S.A.		Refinaria de Petróleo Riograndense S.A.




Number of shares or units held		9,323,829		35,102,127		224,467,228,244		5,078,888
Assets		810,547		2,927,945		7,773,605		198,991
Liabilities		29,664		721,148		5,489,165		142,058
Shareholders’ equity adjusted for intercompany unrealized profits - R$		780,883		2,206,872		2,284,440		56,933

	September 30, 2011

	Ultracargo – Operações Logísticas e Participações Ltda.		Oxiteno S.A. Indústria e Comércio		Ipiranga Produtos de Petróleo S.A.		Refinaria de Petróleo Riograndense S.A.




Net revenue from sales and services		-		577,888		31,071,966		183,686
Net income after adjustment for unrealized profits - R$		52,943		71,745		501,926		6,374

Operating financial information of the subsidiaries is detailed in Note 21.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

	Investments				Share of profit of subsidiaries
	09/30/2012		12/31/2011		09/30/2012		09/30/2011

Ipiranga Produtos de Petróleo S.A.		2,498,712		2,284,440		508,551		501,926
Oxiteno S.A. Indústria e Comércio		2,358,837		2,206,872		140,766		71,745
Ultracargo – Operações Logísticas e Participações Ltda.		840,068		780,883		59,185		52,943
Refinaria de Petróleo Riograndense S.A.		20,310		18,904		3,726		1,838

		5,717,927		5,291,099		712,228		628,452

The table below summarizes the 33% interest in RPR attributed to the Company:

	09/30/2012			12/31/2011

Current assets		40,975			37,385
Non-current assets		31,732			28,688

Current liabilities		23,747			11,850
Non-current liabilities		28,650			35,319
Shareholders’ equity		20,310			18,904


	09/30/2012			09/30/2011

Net revenue from sales and services		33,295			60,991
Costs and operating expenses		(27,355	)		(57,698	)
Operating income		5,940			3,293
Net financial income and income and social contribution taxes		(2,103	)		(1,176	)
Net income		3,837			2,117

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

b. Associates (Consolidated)

	Movements in investments
	Transportadora Sulbrasileira de Gás S.A.			Oxicap Indústria de Gases Ltda.		Química da Bahia Indústria e Comércio S.A.

									Total

Movements in investments:

Balance as of December 31, 2011		6,828			2,105		3,693			12,626
Share of profit (loss) of associates		238			19		(57	)		200
Dividends received		(147	)		-		-			(147	)

Balance as of September 30, 2012		6,919			2,124		3,636			12,679

Subsidiary IPP holds an interest in Transportadora Sulbrasileira de Gás S.A., which is primarily engaged in natural gas transportation services.

Subsidiary Oxiteno S.A. holds an interest in Oxicap Indústria de Gases Ltda. (“Oxicap”), which is primarily engaged in the supply of nitrogen and oxygen for its shareholders in the Mauá petrochemical complex.

Subsidiary Oxiteno Nordeste S.A. Indústria e Comércio (“Oxiteno Nordeste”) holds an interest in Química da Bahia Indústria e Comércio S.A., which is primarily engaged in manufacturing, marketing and processing of chemicals. The operations of this associate are currently suspended.

Subsidiary Cia. Ultragaz holds an interest in Metalúrgica Plus S.A. which is primarily engaged in the manufacture and marketing of LPG containers. The operations of this associate is currently suspended.

Subsidiary IPP holds an interest in Plenogás Distribuidora de Gás S.A., which is primarily engaged in the marketing of LPG. The operations of this associate is currently suspended.

In the consolidated interim financial information, the investment of subsidiary Oxiteno S.A. in the associate Oxicap is valued by the equity method of accounting based on its information as of August 31, 2012, while the other associates are valued based on the interim financial information as of September 30, 2012.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

		09/30/2012
				Química da Bahia Indústria e Comércio S.A.	Metalúrgica Plus S.A.	Plenogás Distribuidora de Gás S.A.
	Transportadora Sulbrasileira de Gás S.A.		Oxicap Indústria de Gases Ltda.

Current assets	7,436		14,490	109	376	23
Non-current assets	21,172		92,436	9,386	701	3,174
Current liabilities	596		10,042	-	15	99
Non-current liabilities	332		88,388	2,226	1,708	4,022
Shareholders’ equity	27,680		8,496	7,269	(646)	(924)
Net revenue from sales and services	3,797		24,344	-	-	-
Costs, operating expenses and income	(2,953)		(23,981)	(76)	(101)	306
Net financial income and income and social contribution taxes	108		(287)	(38)	3	(21)
Net income	952		76	(114)	(98)	285

Number of shares or units held	20,124,996		156	1,493,120	3,000	1,384,308
% of capital held	25		25	50	33	33

		12/31/2011
				Química da Bahia Indústria e Comércio S.A.	Metalúrgica Plus S.A.	Plenogás Distribuidora de Gás S.A.
	Transportadora Sulbrasileira de Gás S.A.		Oxicap Indústria de Gases Ltda.

Current assets	6,282		11,049	774	332	25
Non-current assets	22,032		93,310	8,836	842	3,132
Current liabilities	668		6,638	-	13	61
Non-current liabilities	332		89,301	2,226	1,708	4,304
Shareholders’equity	27,314		8,420	7,384	(547)	(1,208)

Number of shares or units held	20,124,996		156	1,493,120	3,000	1,384,308
% of capital held	25		25	50	33	33

		09/30/2011
				Química da Bahia Indústria e Comércio S.A.	Metalúrgica Plus S.A.	Plenogás Distribuidora de Gás S.A.
	Transportadora Sulbrasileira de Gás S.A.		Oxicap Indústria de Gases Ltda.
Net revenue from sales and services	2,892		19,885	-	-	-
Costs, operating expenses and income	(2,679)		(20,019)	(68)	(85)	(275)
Net financial income and income and social contribution taxes	238		56	38	35	(2)
Net income	451		(78)	(30)	(50)	(277)

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

12.	Property, plant and equipment (Consolidated)

Balances and changes in property, plant and equipment are as follows:

	Weighted average term of depreciation (years)	Balance as of December 31, 2011	Additions	Deprecia-tion	Transfer	Write-offs		Temmar acquisiton	Exchange rate variation	Balance as of September 30, 2012

Cost:
Land	-	356,012	12,074	-	15,216	(9,497)		-	675	374,480
Buildings	28	1,098,278	3,413	-	37,526	(19,658)		-	4,286	1,123,845
Leasehold improvements	13	405,054	5,490	-	56,130	(725)		31,749	(2)	497,696
Machinery and equipment	13	3,178,694	61,017	-	108,624	(10,370)		60,257	31,840	3,430,062
Automotive fuel/lubricant distribution equipment and facilities	14	1,639,532	97,166	-	44,620	(11,281)		-	-	1,770,037
LPG tanks and bottles	12	415,905	59,212	-	-	(29,304)		-	-	445,813
Vehicles	9	192,163	10,736	-	7,643	(13,593)		77	352	197,378
Furniture and utensils	8	110,806	2,103	-	255	(129)		238	1,144	114,417
Construction in progress	-	232,054	245,035	-	(261,555)	(546)		-	2,932	217,920
Advances to suppliers	-	11,482	6,677	-	(9,351)	-		-	-	8,808
Imports in progress	-	166	34	-	(105)	-		-	-	95
IT equipment	5	187,070	5,043	-	3,107	(2,688)		306	262	193,100
		7,827,216	508,000	-	2,110	(97,791)		92,627	41,489	8,373,651

Accumulated depreciation:
Buildings		(465,608)	-	(26,635)	(1,123)	8,328	-		(3,364)	(488,402)
Leasehold improvements		(212,492)	-	(19,918)	20	656	(1,051)		-	(232,785)
Machinery and equipment		(1,443,487)	-	(154,203)	(1,347)	6,169	(3,060)		(31,509)	(1,627,437)
Automotive fuel/lubricant distribution equipment and facilities		(892,860)	-	(70,199)	22	8,396	-		-	(954,641)
LPG tanks and bottles		(205,213)	-	(19,318)	-	10,534	-		-	(213,997)
Vehicles		(96,127)	-	(5,936)	366	10,547	(29)		(243)	(91,422)
Furniture and utensils		(74,338)	-	(6,412)	371	107	(29)		(1,045)	(81,346)
IT equipment		(156,488)	-	(9,134)	(16)	2,049	(97)		(187)	(163,873)
		(3,546,613)	-	(311,755)	(1,707)	46,786	(4,266)		(36,348)	(3,853,903)

Provision for loss:
Land		(197)	-	-	-	-	-		-	(197)
Machinery and equipment		(1,475)	-	-	-	-	-		-	(1,475)
		(1,672)	-	-	-	-	-		-	(1,672)

Net amount		4,278,931	508,000	(311,755)	403	(51,005)	88,361		5,141	4,518,076

Construction in progress relates substantially to expansions and renovations in industrial facilities and terminals and construction and upgrade of service stations and fuel distribution bases.

Advances to suppliers of property, plant and equipment relate basically to manufacturing of equipment for expansion of plants, terminals and bases, modernization of service stations and acquisition of real estate.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

13.	Intangible assets (Consolidated)

Balances and changes in intangible assets are as follows:

	Goodwill		Software			Technology			Commercial property rights			Market rights			Others			Total

Balance as of December 31, 2011		705,989		84,790			15,600			11,917			717,068			3,813			1,539,177
Additions		-		21,519			-			-			370,532			98			392,149
Write-offs		-		-			-			-			-			(3	)		(3	)
Transfer		-		234			-			-			(1,214	)		(19	)		(999	)
Amortization		-		(22,603	)		(4,572	)		(412	)		(179,988	)		(59	)		(207,634	)
Exchange rate		-		1,191			-			-			-			231			1,422
Temmar acquisition		41,655		-			-			-			21,243			-			62,898

Balance as of September 30, 2012		747,644		85,131			11,028			11,505			927,641			4,061			1,787,010

Weighted average term of amortization (years)		-		5			5			30			5			7

Goodwill from acquisition of companies was amortized until December 31, 2008, when its amortization ceased. The net remaining balance is tested annually for impairment analysis purposes.

The Company has the following balances of goodwill:

	09/30/2012		12/31/2011
Goodwill on the acquisition of:
Ipiranga		276,724		276,724
União Terminais		211,089		211,089
Texaco		177,759		177,759
Temmar		41,655		-
DNP		24,736		24,736
Repsol		13,403		13,403
Other		2,278		2,278
		747,644		705,989

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

On December 31, 2011 the Company tested the balances of goodwill shown in the table above for impairment. The determination of value in use involves assumptions, judgments and estimates of cash flows, such as growth rates of revenues, costs and expenses, estimates of investments and working capital and discount rates. The assumptions about growth projections and future cash flows are based on the Company's business plan, as well as comparable market data, and represent management’s best estimate of the economic conditions that will exist over the economic life of the various CGUs.

The evaluation of the value in use is calculated for a period of five years, after which we calculate the perpetuity, considering the possibility of carrying the business on indefinitely.

The growth and discount rates used to extrapolate the projections as of December 31, 2011, over the five year period ranged from 0% to 8% and 10.5% to 28.2%, respectively, depending on the CGU analyzed.

The Company’s goodwill impairment tests did not result in the recognition of losses for the year ended December 31, 2011.

Software includes user licenses and costs for the implementation of the various systems used by the Company and its subsidiaries, such as: integrated management and control, financial management, foreign trade, industrial automation, operational and storage management, accounting information and other systems.

The Company records as technology certain rights held by the subsidiaries Oxiteno S.A., Oxiteno Nordeste and Oleoquímica. Such licenses include the production of ethylene oxide, ethylene glycols, ethanolamines, glycol ethers, ethoxylates, solvents, fatty acids from vegetable oils, fatty alcohols, and specialty chemicals, which are products that are supplied to various industries.

Commercial property rights include those described below:

•

On July 11, 2002, subsidiary Tequimar executed an agreement with CODEBA – Companhia das Docas do Estado da Bahia, which allows it to explore the area in which the Aratu Terminal is located for 20 years, renewable for a similar period. The price paid by Tequimar was R$ 12,000, which is being amortized over the period from August 2002 to July 2042.

•

In addition, subsidiary Tequimar has a lease contract for an area adjacent to the Port of Santos for 20 years from December 2002, renewable for another 20 years, which allows the construction, operation, and use of a terminal for liquid bulk unloading, tank storage, handling, and distribution. The price paid by Tequimar was R$ 4,334, which is being amortized over the period from August 2005 to December 2022.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Market rights refer mainly to bonus disbursements as provided in Ipiranga’s agreements with resellers and large customers. Bonus disbursements are recorded when incurred and recognized as an expense in the income statement over the term of the agreement (typically 5 years) which is reviewed as per the changes occurred in the agreements.

The amortization expenses were recognized in the income statements as shown below:

	09/30/2012		09/30/2011

Cost of products and services sold		10,436		8,341
Selling and marketing		176,760		130,717
General and administrative		20,438		17,076
		207,634		156,134

Research and development expenses are recorded in the income statements and amounted to R$ 17,510 as of September 30, 2012 (R$ 15,694 as of September 30, 2011).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

14.	Loans, debentures and finance leases (Consolidated)

a.	Composition

				Weighted average financial charges 09/30/2012 - % p.a.


Description	09/30/2012	12/31/2011	Index/Currency		Maturity

Foreign currency – denominated loans:
Notes in the foreign market (b)	514,621	466,197	US$	+7.2	2015
Foreign loan (c)	121,850	111,868	US$ + LIBOR (i)	+1.0	2014
Advances on foreign exchange contracts	98,931	125,813	US$	+2.2	< 319 days
Foreign currency advances delivered	74,951	45,692	US$	+1.4	< 116 days
BNDES (d)	63,393	72,869	US$	+5.5	2012 to 2018
Financial institutions (e)	41,024	-	US$	+2.4	2017
Financial institutions (e)	39,472	21,784	Bs (ii)	+12.1	2012 to 2014
Financial institutions (e)	38,222	28,454	MX$ + TIIE (iii)	+1.3	2014 to 2016
FINIMP	1,002	878	US$	+7.0	2012
BNDES (d)	298	-	UMBNDES (iv)	+6.9	2016
Subtotal	993,764	873,555

Reais– denominated loans:
Banco do Brasil – fixed rate (f)	1,901,259	2,208,109	R$	+11.9	2013 to 2015
Debentures - 4th issuance (g)	829,696	-	CDI	+108.2	2015
BNDES (d)	686,890	890,865	TJLP (v)	+2.6	2012 to 2019
Banco do Brasil – floating rate (f)	656,794	213,055	CDI	+101.4	2014
Debentures - 3th issuance (g)	215,863	1,002,451	CDI	+108.5	2012
Banco do Nordeste do Brasil	122,034	86,108	R$	+8.5 (vii)	2018 to 2021
Loan – MaxFácil	92,068	86,364	CDI	+100.0	2012
BNDES (d)	49,439	57,626	R$	+5.8	2015 to 2021
Finance leases (h)	42,753	42,356	IGP-M (vi)	+5.6	2031
FINEP	29,266	45,647	TJLP (v)	+0.3	2013 to 2014
Debentures – RPR (g)	20,611	19,102	CDI	+118.0	2014
FINEP	16,559	10,904	R$	+4.0	2019 to 2021
FINAME	837	2,106	TJLP (v)	+2.8	2012 to 2013
Fixed finance leases (h)	705	1,297	R$	+14.7	2013 to 2014
Subtotal	4,664,774	4,665,990

Currency and interest rate hedging instruments	6,541	22,089

Total	5,665,079	5,561,634

Current	1,940,259	2,304,999

Non-current	3,724,820	3,256,635

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

(i) LIBOR = London Interbank Offered Rate.

(ii) Bs = Venezuelan Bolivares Fortes.

(iii) MX$ = Mexican Peso; TIIE = the Mexican interbank balance interest rate.

(iv) UMBNDES = monetary unit of Banco Nacional de Desenvolvimento Econômico e Social (“BNDES”) is a “basket of currencies” representing the composition of foreign currency debt obligations of BNDES. As of September 2012, 97% of this composition reflected the U.S. dollar.

(v) TJLP (Long-term Interest Rate) = set by the National Monetary Council, TJLP is the basic financing cost of BNDES. On September 30, 2012, TJLP was fixed at 5.5% p.a.

(vi) IGP-M = General Market Price Index is a measure of Brazilian inflation, calculated by the Getúlio Vargas Foundation.

(vii) Contract linked to the rate of FNE (Northeast Constitutional Financing Fund) fund whose purpose is to foster the development of the industrial sector, administered by Banco do Nordeste do Brasil. On September 30, 2012, the FNE interest rate was 10% p.a. FNE grants a discount of 15% over the interest rate for timely payments.

The long-term consolidated debt had the following maturity schedule:

	09/30/2012		12/31/2011

From 1 to 2 years		1,429,084		1,214,029
From 2 to 3 years		1,413,698		879,137
From 3 to 4 years		659,581		976,172
From 4 to 5 years		125,353		93,970
More than 5 years		97,104		93,327
		3,724,820		3,256,635

As provided in CPC 8 (R1) and IAS 39, the transaction costs and issuance premiums associated with fund raisings by the Company and its subsidiaries were added to their financial liabilities, as shown in Note 14.i).

The Company’s management contracted hedging instruments against foreign exchange and interest rate variations for a portion of its debt obligations (see Note 22).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

b.	Notes in the foreign market

In December 2005, the subsidiary LPG International Inc. (“LPG Inc.”) issued US$ 250 million in notes in the foreign market, maturing in December 2015, with annual interest rate of 7.2% p.a., paid semiannually, with the first payment due in June 2006. The issuance price was 98.7% of the note’s face value, which represented a total yield for investors of 7.4% p.a. upon issuance. The notes were secured by the Company and Oxiteno S.A.

As a result of the issuance of these notes, the Company and the subsidiaries above are required to undertake certain obligations, including:

•	Limitation on transactions with shareholders that hold 5% or more of any class of stock of the Company, except upon fair and reasonable terms no less favorable to the Company than could be obtained in a comparable arm’s-length transaction with a third party.

•	Required board approval for transactions with related parties totaling more than US$ 15 million (except transactions of the Company with its subsidiaries and between its subsidiaries).

•	Restriction on transfer of all or substantially all assets of the Company and its subsidiaries.

•	Restriction on encumbrance of assets exceeding US$ 150 million or 15% of the value of the consolidated tangible assets.

The Company is in compliance with the levels of covenants required by these loans. The restrictions imposed on the Company and its subsidiaries are customary in transactions of this kind and have not limited their ability to conduct their business to date.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

c.	Foreign loan

The subsidiary Oxiteno Overseas Corp. has a foreign loan in the amount of US$ 60 million with maturity in June 2014 and interest of LIBOR + 1.0% p.a. The Company, through its subsidiary Cia. Ultragaz, contracted hedging instruments with floating interest rate in dollar and exchange rate variation, changing the foreign loan charge to 86.9% of CDI (see Note 22). The foreign loan is secured by the Company and subsidiary Oxiteno S.A.

As a result of the issuance of the foreign loan, some obligations other than those in Note 14.b) must be maintained by the Company and its subsidiaries. Additionally the following restrictions are imposed on the Company:

•	Maintenance of a financial index, determined by the ratio between consolidated net debt and consolidated Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA), at less than or equal to 3.5.

•	Maintenance of a financial index determined by the ratio between consolidated EBITDA and consolidated net financial expenses, higher than or equal to 1.5.

The Company is in compliance with the levels of covenants required by this loan. The restrictions imposed on the Company and its subsidiaries are usual for this type of transactions and have not limited their ability to conduct their business to date.

BNDES

The Company and its subsidiaries have financing from BNDES for some of their investments and for working capital.

During the effectiveness of these agreements, the Company must keep the following capitalization and current liquidity levels, as determined in the annual consolidated audited balance sheet:

- capitalization level: shareholders’ equity / total assets equal to or above 0.3; and

- current liquidity level: current assets / current liabilities equal to or above 1.3.

The Company is in compliance with the levels of covenants required by these loans. The restrictions imposed on the Company and its subsidiaries are usual for this type of transactions and have not limited their ability to conduct their business to date.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

e.	Financial institutions

The subsidiaries Oxiteno Mexico and Oxiteno Andina have loans to finance investments and working capital.

f.	Banco do Brasil

The subsidiary IPP has fixed and floating interest rate loans with Banco do Brasil to finance the marketing, processing or manufacturing of agricultural goods (ethanol). IPP contracted interest hedging instruments, thus converting the fixed rates for these loans into an average 98.8% of CDI (see Note 22). IPP designates these hedging instruments as a fair value hedge; therefore, loans and hedging instruments are both stated at fair value from inception. Changes in fair value are recorded as profit or loss.

During the first and second quarters of 2012 IPP renegotiated loans with original maturities in those periods, in the amounts of R$ 353.0 million and R$ 56.5 million respectively, changing the maturity to January 2014 and April 2014 with floating charges of 103% of CDI.

These loans mature between 2013 and 2015, as follows:

Maturity	09/30/2012
Mar/13		669,605
May/13		398,693
Jan/14		370,479
Mar/14		228,134
Apr/14		58,181
May/14		411,405
May/15		421,556
		2,558,053

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

g.	Debentures

·	In March 2012, the Company made its fourth issuance of debentures, in a single series of 800 simple, nonconvertible into shares, unsecured debentures, and the following characteristics:

Face value unit:	R$ 1,000,000.00
Final maturity:	March 16, 2015
Payment of the face value:	Lump sum at final maturity
Interest:	108.2% of CDI
Payment of interest:	Annually
Reprice:	Not applicable

The proceeds of the issuance were used for the partial redemption of the third issuance of the debentures of the Company, with maturity in December 2012 and remuneration of 108.5% of CDI.

In December 2009, the Company concluded the review of certain terms and conditions of its third issuance of debentures, in a single series of 1,200 simple, nonconvertible into shares, unsecured debentures, after which the interest of the debentures was reduced to 108.5% of CDI and its maturity date was extended to December 4, 2012. In April 2011 and March 2012, the Company made early partial redemptions of 200 debentures and 800 debentures, respectively. The debentures have annual interest payments and amortization in one single tranche at the maturity date, according to the following characteristics:

Face value unit:	R$ 1,000,000.00
Final maturity:	December 4, 2012
Payment of the face value:	Lump sum at final maturity
Interest:	108.5% of CDI
Payment of interest:	Annually
Reprice:	Not applicable

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

·	In November 2010, RPR made its first issuance of debentures, in a single series of 50 simple debentures, nonconvertible into shares, with floating guarantees, and the following characteristics:

Face value unit:

R$ 1,000,000.00

Final maturity:

November 30, 2014

Payment of the face value:

Eight equal quarterly installments, starting on March 1, 2013 and ending on November 30, 2014

Interest:

118.0% of CDI

Payment of interest:

Eight equal quarterly installments, starting on March 1, 2013 and ending on November 30, 2014

Reprice:

Not applicable

The proceeds were received in January 2011. The RPR debentures were consolidated proportionally to the Company’s investment in RPR.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

h.	Finance leases

The subsidiary Cia. Ultragaz has a finance lease contract related to LPG bottling facilities, maturing in April 2031.

The subsidiaries Serma – Associação dos Usuários de Equipamentos de Processamento de Dados e Serviços Correlatos (“Serma”) and Tropical Transportes Ipiranga Ltda. (“Tropical”) have finance lease contracts primarily related to IT equipment and vehicles for fuel transportation. These contracts have terms between 36 and 60 months.

The subsidiaries Serma and Tropical have the option to purchase the assets at a price substantially lower than the fair market price on the date of option, and management intends to exercise such option.

The amounts of equipments and intangible assets, net of depreciation and amortization, and of the liabilities corresponding to such equipments, recorded as of September 30, 2012 and December 31, 2011 are shown below:

	09/30/2012
	LPG bottling facilities		IT equipment		Vehicles for fuel transportation

Equipment and intangible assets, net of depreciation and amortization		35,898		899		853

Financing (present value)		42,753		545		160

Current		1,516		468		160
Non-current		41,237		77		-

	12/31/2011
	LPG bottling facilities		IT equipment		Vehicles for fuel transportation

Equipment and intangible assets, net of depreciation and amortization		39,645		1,541		865

Financing (present value)		42,356		952		345

Current		1,419		542		261
Non-current		40,937		410		84

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The future disbursements (installments) assumed under these contracts are presented below:

	09/30/2012
	LPG bottling facilities		IT equipment		Vehicles for fuel transportation

Up to 1 year		3,655		510		215
From 1 to 2 years		3,655		81		-
From 2 to 3 years		3,655		-		-
From 3 to 4 years		3,655		-		-
From 4 to 5 years		3,655		-		-
More than 5 years		49,644		-		-

		67,919		591		215

	12/31/2011
	LPG bottling facilities		IT equipment		Vehicles for fuel transportation

Up to 1 year		3,540		622		365
From 1 to 2 years		3,540		385		113
From 2 to 3 years		3,540		55		-
From 3 to 4 years		3,540		-		-
From 4 to 5 years		3,540		-		-
More than 5 years		50,740		-		-

		68,440		1,062		478

The above amounts include Services Tax (“ISS”) payable on the monthly installments, except for disbursements for the LPG bottling facilities.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

i.	Transaction costs

Transaction costs incurred in issuing debt were deducted from the value of the related financial instrument and are recorded as expense according to the effective rate, as follows:

	Effective rate of transaction costs (% p.a.)		Balance as of December 31, 2011		Incurred cost		Amortization			Balance as of September 30, 2012

Banco do Brasil (f)		0.6%		21,512		2,927		(8,027	)		16,412
Debentures (g)		0.4%		6,023		6,514		(3,570	)		8,967
Notes in the foreign market (b)		0.2%		3,697		-		(445	)		3,252
Other		0.3%		810		-		(200	)		610

Total				32,042		9,441		(12,242	)		29,241

The amount to be appropriated to income in the future is as follows:

	Up to 1 year		1 to 2 years		2 to 3 years		3 to 4 years		4 to 5 years		Total

Banco do Brasil (f)		10,089		4,924		1,399		-		-		16,412
Debentures (g)		3,552		3,615		1,800		-		-		8,967
Notes in the foreign market (b)		1,000		1,001		1,001		250		-		3,252
Other		310		238		62		-		-		610

Total		14,951		9,778		4,262		250		-		29,241

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

j.	Guarantees

The financings are guaranteed by collateral in the amount of R$ 126,685 as of September 30, 2012 (R$ 89,231 as of December 31, 2011) and by guarantees and promissory notes in the amount of R$ 1,696,592 as of September 30, 2012 (R$ 1,841,760 as of December 31, 2011).

In addition, the Company and its subsidiaries offer collateral in the form of letters of credit for commercial and legal proceedings in the amount of R$ 178,471 as of September 30, 2012 (R$ 135,051 as of December 31, 2011).

Some subsidiaries issued collateral to financial institutions in connection with the amounts owed by some of their customers to such institutions (vendor financing). If a subsidiary is required to make any payment under these collaterals, this subsidiary may recover the amount paid directly from its customers through commercial collection. The maximum amount of future payments related to these collaterals is R$ 8,079 as of September 30, 2012 (R$ 11,843 as of December 31, 2011), with maturities of less than 210 days. As of September 30, 2012, the Company and its subsidiaries did not have losses in connection with these collaterals. The fair value of collaterals recognized in current liabilities is R$ 198 as of September 30, 2012 (R$ 286 as of December 31, 2011), which is recognized as income as customers settle their obligations with the financial institutions.

Some financing agreements of the Company and its subsidiaries have cross default clauses that require them to pay the debt assumed in case of default of other debts equal to or greater than US$ 15 million. As of September 30, 2012, there was no event of default of the debts of the Company and its subsidiaries.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

15.	Trade payables (Consolidated)


	09/30/2012		12/31/2011

Domestic suppliers		961,197		1,024,697
Foreign suppliers		52,079		50,406
		1,013,276		1,075,103

The Company and its subsidiaries acquire oil based fuels and LPG from Petrobras and ethylene from Braskem and Braskem Qpar S.A. (see Note 8.a). These suppliers control almost all the markets for these products in Brazil. The Company and its subsidiaries depend on the ability of those suppliers to deliver products in a timely manner and at acceptable prices and terms. The loss of any major supplier or a significant reduction in product availability from these suppliers could have a significant adverse effect on the Company. The Company believes that its relationship with suppliers is satisfactory.

16.	Salaries and related charges (Consolidated)


	09/30/2012		12/31/2011

Salaries and related payments		7,544		5,207
Social charges		21,089		27,748
Provisions on payroll		121,068		89,167
Profit sharing, bonus and premium		76,058		144,144
Benefits		1,387		1,121
Others		611		958
		227,757		268,345

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

17.	Taxes payable (Consolidated)

	09/30/2012		12/31/2011

ICMS		73,141		55,055
PIS and COFINS		10,624		16,818
IPI		5,720		14,604
Income Tax Withholding (IRRF)		6,019		5,180
National Institute of Social Security (INSS)		2,226		3,863
ISS		4,875		4,763
Value-Added Tax (IVA) of subsidiaries Oxiteno Mexico and Oxiteno Andina		8,718		8,340
Others		1,159		1,030
		112,482		109,653

18.	Provision for assets retirement obligation (Consolidated)

This provision corresponds to the legal obligation to remove Ipiranga’s underground fuel tanks located at Ipiranga-branded service stations after a certain use period (see Note 2.m).

Movements in the provision for assets retirement obligations are as follows:

Balance as of December 31, 2011	67,504
Additions (new tanks)	1,469
Expense with tanks removed	(1,957	)
Accretion expense	2,493
Balance as of September 30, 2012	69,509
Current	3,654
Non-current	65,855

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

19.	Deferred revenue (Consolidated)

The Company and its subsidiaries have recognized the following deferred revenue:

	09/30/2012		12/31/2011

Loyalty program “Km de Vantagens”		15,453		15,983
‘am/pm’ franchising upfront fee		13,348		12,472
		28,801		28,455
Current		19,663		19,731
Non-current		9,138		8,724

Ipiranga has a loyalty program called Km de Vantagens under which registered customers are rewarded with points when they buy products at Ipiranga service stations. The customers may exchange these points for discounts on products and services offered by Ipiranga’s partners. Points received by Ipiranga’s customers that may be used with the partner Multiplus Fidelidade and for discounts of fuel in Ipiranga’s website (www.postoipiranganaweb.com.br) are considered part of the sales revenue based on the fair value of the points granted. Revenue is deferred based on the expected redemption of points, and is recognized in income when the points are redeemed, on which occasion the costs incurred are also recognized. Deferred revenue of unredeemed points is also recognized in income when the points expire.

The franchising upfront fee related to the ‘am/pm’ convenience store chain received by Ipiranga is deferred and recognized in income on an accrual basis, based on the substance of the agreements with the franchisees.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

20.	Shareholders’ equity

a.	Share capital

The Company is a publicly traded company listed on BM&FBOVESPA in the Novo Mercado listing segment and on the New York Stock Exchange (NYSE) in the form of level III American Depositary Receipts (“ADRs”). The subscribed and paid-in capital stock consists of 544,383,996 common shares with no par value, and the issuance of preferred shares and participation certificates is prohibited. Each common share entitles its holder to one vote at Shareholders’ Meetings.

The Company is authorized to increase capital up to the limit of 800,000,000 common shares, without amendment to the Bylaws, by resolution of the Board of Directors.

As of September 30, 2012, there were 42,869,399 common shares outstanding abroad in the form of ADRs.

b.	Treasury shares

The Company acquired its own shares at market prices without capital reduction, to be held in treasury and to be subsequently disposed of or cancelled, in accordance with CVM Instructions 10 of February 14, 1980 and 268 of November 13, 1997. In the nine months of 2012, there were no stock repurchases.

As of September 30, 2012, 8,321,556 common shares were held in the Company’s treasury, acquired at an average cost of R$ 14.42 per share.

The price of shares issued by the Company as of September 30, 2012 on BM&FBOVESPA was R$ 45.61.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

c.	Capital reserve

The capital reserve reflects the gain on the transfer of shares at market price to be held in treasury by the Company’s subsidiaries, at an average price of R$ 13.14 per share. The usufruct of such shares was granted to executives of these subsidiaries, as mentioned in Note 8.c).

d.	Revaluation reserve

The revaluation reserve reflects the revaluation of assets of subsidiaries and is based on depreciation, write-off, or disposal of the revalued assets of the subsidiaries, as well as the tax effects of the provisions created by these subsidiaries.

e.	Profit reserve

Legal reserve

Under Brazilian Corporate Law, the Company is required to appropriate 5% of net annual earnings to a legal reserve, until the balance reaches 20% of capital stock. This reserve may be used to increase capital or absorb losses, but may not be distributed as dividends.

Retention of profits

Reserve recorded in previous fiscal years and used for investments contemplated in a capital budget, mainly for expansion, productivity, and quality, acquisitions and new investments, in accordance with Article 196 of Brazilian Corporate Law.

Investments reserve

In compliance with Article 194 of the Brazilian Corporate Law and Article 55.c) of the Bylaws this reserve is aimed to protect the integrity of the Company’s assets and to supplement its capital stock, in order to allow new investments to be made.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

f.	Comprehensive income

Valuation adjustments

Valuation adjustments record the differences between the fair value and amortized cost of financial investments classified as available for sale and interest rate derivatives designated as cash flow hedge. In all cases, the gains and losses recorded in the shareholders’ equity are included in income in case the financial instruments are prepaid.

Cumulative translation adjustments

The change in exchange rates on foreign subsidiaries (i) denominated in a currency other than the currency of the Company and (ii) that have an independent administration, is directly recognized in the shareholders’ equity. This accumulated effect is reflected in income for the year as a gain or loss only in case of disposal or write-off of the investment.

g.	Dividends payable in excess of the statutory minimum mandatory dividends and dividends of 2012 paid in advance

The shareholders are entitled, under the Bylaws, to a minimum annual dividend of 50% of adjusted net income calculated in accordance with Brazilian Corporate Law. The dividends and interest on equity in excess of the obligation established in the Bylaws are recognized in shareholders’ equity until they are approved by the Shareholders’ Meeting. The proposed dividends payable as of December 31, 2011 in the amount of R$ 273,453 (R$ 0.51 – fifty one cents of Reais per share), were approved by Board of Directors on February 15, 2012, having been ratified in the Annual General Shareholders’ Meeting on April 11, 2012 and paid on March 2, 2012. From August 17, 2012, the Company has anticipated dividends of 2012, in the amount of R$ 273,392 (R$ 0.51– fifty one cents of Reais per share).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

21.	Segment information

The Company operates four main business segments: gas distribution, fuel distribution, chemicals, and storage. The gas distribution segment (Ultragaz) distributes LPG to residential, commercial, and industrial consumers, especially in the South, Southeast, and Northeast regions of Brazil. The fuel distribution segment (Ipiranga) operates the distribution and marketing of gasoline, ethanol, diesel, fuel oil, kerosene, natural gas for vehicles and lubricants and related activities throughout all the Brazilian territory. The chemicals segment (Oxiteno) produces ethylene oxide and its main derivatives and fatty alcohols, which are the raw materials for the home and personal care, agrochemical, paints, varnishes, and other industries. The storage segment (Ultracargo) operates liquid bulk terminals, especially in the Southeast, and Northeast regions of Brazil. The segments shown in the interim financial information are strategic business units supplying different products and services. Inter-segment sales are at prices similar to those that would be charged to third parties.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The main financial information of each of the Company’s segments can be stated as follows:

	09/30/2012	09/30/2011
Net revenue:
Ultragaz	2,890,231	2,810,358
Ipiranga	34,288,166	31,153,476
Oxiteno	2,167,008	1,746,698
Ultracargo	222,043	198,072
Others (1)	68,933	97,293
Intersegment sales	(63,838)	(103,038)
Total	39,572,543	35,902,859


Intersegment sales:
Ultragaz	771	1,266
Ipiranga	952	5,726
Oxiteno	-	-
Ultracargo	20,483	20,091
Others (1)	41,632	75,955
Total	63,838	103,038

Net revenue, excluding intersegment sales:
Ultragaz	2,889,460	2,809,092
Ipiranga	34,287,214	31,147,750
Oxiteno	2,167,008	1,746,698
Ultracargo	201,560	177,981
Others (1)	27,301	21,338
Total	39,572,543	35,902,859

Operating income:
Ultragaz	92,574	144,710
Ipiranga	846,295	772,512
Oxiteno	186,827	102,886
Ultracargo	82,167	67,452
Others (1)	9,652	8,081
Total	1,217,515	1,095,641

Financial income	168,759	249,113
Financial expenses	(374,890)	(463,090)
Share in profit of associates	200	115
Income before taxes	1,011,584	881,779

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

	09/30/2012	09/30/2011
Additions to property, plant and equipment and intangible assets:
Ultragaz	143,113	210,315
Ipiranga	571,207	402,404
Oxiteno	90,497	84,256
Ultracargo	82,439	78,852
Others (1)	12,893	16,309
Total additions to property, plant and equipment and intangible assets (see Notes 12 and 13)	900,149	792,136
Finance leases	-	(43,009)
Assets retirement obligation (see Note 18)	(1,469)	(1,786)
Capitalized borrowing costs	(7,512)	(3,312)
Total investments in property, plant and equipment and intangible assets (cash flow)	891,168	744,029

	09/30/2012	09/30/2011
Depreciation and amortization charges:
Ultragaz	98,607	85,732
Ipiranga	284,473	231,540
Oxiteno	91,661	78,735
Ultracargo	27,005	21,566
Others (1)	8,867	7,851
Total	510,613	425,424

	09/30/2012	12/31/2011
Total assets:
Ultragaz	2,619,746	1,868,270
Ipiranga	6,259,860	6,633,132
Oxiteno	3,452,009	3,454,518
Ultracargo	1,170,814	1,068,780
Others (1)	529,778	718,039
Total	14,032,207	13,742,739

(1) Composed primarily of the parent company Ultrapar and the investment in RPR.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Geographic area information

Fixed and intangible assets are located in Brazil, except those located in Mexico, in the amount of R$ 43,847 as of September 30, 2012 (R$ 30,853 as of December 31, 2011), and in Venezuela, in the amount of R$ 20,090 as of September 30, 2012 (R$ 17,021 as of December 31, 2011). From April 2012 with the acquisition of a specialty chemicals plant, the Company also started to have fixed assets in the United States of America, in the amount of R$ 36,870 as of September 30, 2012, with operational start-up expected in 2013.

The Company generates revenue from operations in Brazil, Mexico and Venezuela, as well as from exports of products to foreign customers, as disclosed below:

	09/30/2012	09/30/2011
Net revenue:
Brazil	38,928,255	35,381,637
Mexico	93,748	77,667
Venezuela	100,317	93,525
Other Latin American countries	261,156	190,828
United States of America and Canada	83,091	74,085
Far East	29,145	31,900
Europe	41,042	38,136
Other	35,789	15,081

Total	39,572,543	35,902,859

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

22.	Risks and financial instruments (Consolidated)

Risk management and financial instruments - Governance

The main risks to which the Company and its subsidiaries are exposed reflect strategic/operational and economic/financial aspects. Operational/strategic risks (including, but not limited to, demand behavior, competition, technological innovation, and material changes in the industry structure) are addressed by the Company’s management model. Economic/financial risks primarily reflect default of customers, behavior of macroeconomic variables, such as exchange and interest rates, as well as the characteristics of the financial instruments used by the Company and its subsidiaries and by their counterparties. These risks are managed through control policies, specific strategies, and the establishment of limits.

The Company has a conservative policy for the management of financial assets, instruments and risks approved by its Board of Directors (“Policy”). In accordance with the Policy, the main objectives of financial management are to preserve the value and liquidity of financial assets and ensure financial resources for the development of business, including expansions. The main financial risks considered in the Policy are risks associated with currencies, interest rates, credit and selection of financial instruments. Governance of the management of financial risks and financial instruments follows the segregation of duties below:

•	Implementation of the management of financial assets, instruments and risks is the responsibility of the financial area, through its treasury department, with the assistance of the tax and accounting departments.

•

Supervision and monitoring of compliance with the principles, guidelines and standards of the Policy is the responsibility of the Risk and Investment Committee composed of members of the Company’s Executive Board (“Committee”). The Committee holds regular meetings and is in charge, among other responsibilities, of discussing and monitoring the financial strategies, existing exposures, and significant transactions involving investment, fund raising, or risk mitigation. The Committee monitors the risk standards established by the Policy through a monitoring map on a monthly basis.

•	Changes in the Policy or revisions of its standards are subject to the approval of the Board of Directors of Ultrapar.

•	Continuous improvement of the Policy is the joint responsibility of the Board of Directors, the Committee, and the financial area.

•	The internal audit department audits the compliance with the requirements of the Policy.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Currency risk

Most transactions of the Company and its subsidiaries are located in Brazil and, therefore, the reference currency for risk management is the Real. Currency risk management is guided by neutrality of currency exposures and considers the transactional, accounting, and operational risks of the Company and its subsidiaries and their exposure to changes in exchange rates. The Company considers as its main currency exposures the assets and liabilities in foreign currency and the short-term flow of net sales in foreign currency of Oxiteno.

The Company and its subsidiaries use exchange rate hedging instruments (especially between the Real and the U.S. dollar) available in the financial market to protect their assets, liabilities, receipts and disbursements in foreign currency, in order to reduce the effects of changes in exchange rates on its results and cash flows in Reais within the exposure limits under its Policy. Such foreign exchange hedging instruments have amounts, periods, and rates substantially equivalent to those of assets, liabilities, receipts and disbursements in foreign currency to which they are related. Assets and liabilities in foreign currencies are stated below, translated into Reais as of September 30, 2012 and December 31, 2011:

Assets and liabilities in foreign currencies

Amounts in millions of Reais	09/30/2012			12/31/2011

Assets in foreign currency
Financial assets in foreign currency (except hedging instruments)		362.8			303.8
Foreign trade receivables, net of allowance for doubtful accounts		175.4			134.9
Investments in foreign subsidiaries		205.2			115.3
		734.4			554.0

Liabilities in foreign currency
Financing in foreign currency		(993.5	)		(873.6	)
Payables arising from imports, net of advances to foreign suppliers		(36.0	)		(2.8	)
		(1,029.5	)		(876.4	)

Foreign currency hedging instruments		310.5			348.5

Net asset position		24.4			26.1

Net liability position – RPR1		(0.3	)		(8.3	)

Net asset position – Total		24.1			17.8

(1)	Amount disclosed due to its magnitude and to RPR having independent financial management. The net liability position as of September 30, 2012 of RPR reflects the amount of R$ 0.3 million of loans in foreign currencies from BNDES.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Sensitivity analysis of assets and liabilities in foreign currency

The table below shows the effect of exchange rate changes in different scenarios, based on the net asset position of R$ 24.4 million in foreign currency:

Amounts in millions of Reais		Scenario I			Scenario II			Scenario III
	Risk		10	%		25	%		50	%

(1) Income effect	Real devaluation		(8.0	)		(19.9	)		(39.8	)
(2) Equity effect	Real devaluation		10.4			26.0			52.0
(1) + (2)	Net effect		2.4			6.1			12.2


(3) Income effect	Real appreciation		8.0			19.9			39.8
(4) Equity effect	Real appreciation		(10.4	)		(26.0	)		(52.0	)
(3) + (4)	Net effect		(2.4	)		(6.1	)		(12.2	)

Gains and losses directly recognized in equity in cumulative translation adjustments are due to changes in the exchange rate on equity of foreign subsidiaries (see Note 2.q).

Interest rate risk

The Company and its subsidiaries adopt conservative policies for borrowing and investing financial resources and for capital cost minimization. The financial investments of the Company and its subsidiaries are primarily held in transactions linked to the CDI, as set forth in Note 4. Borrowings primarily relate to financing from Banco do Brasil, BNDES and other development agencies, debentures and borrowings in foreign currency, as shown in Note 14.

The Company does not actively manage risks associated with changes in the level of interest rates and attempts to maintain its financial interest assets and liabilities at floating rates. As of September 30, 2012, the Company and its subsidiaries had interest rate derivative financial instruments linked to domestic loans, swapping the pre-fixed interest of certain debts to floating rate (CDI).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Credit risks

The financial instruments that would expose the Company and its subsidiaries to credit risks of the counterparty are basically represented by cash and banks, financial investments, hedging instruments and trade receivables.

Credit risk of financial institutions - Such risk results from the inability of financial institutions to comply with their financial obligations to the Company and its subsidiaries due to insolvency. The Company and its subsidiaries regularly conduct a credit review of the institutions with which they hold cash and cash equivalents, financial investments, and hedging instruments through various methodologies that assess liquidity, solvency, leverage, portfolio quality, etc. Cash and cash equivalents, financial investments, and hedging instruments are held only with institutions with a solid credit history, chosen for safety and soundness. The volumes of cash and cash equivalents, financial investments and hedging instruments are subject to maximum limits by institution and, therefore, require diversification of counterparty.

Government credit risk - The Company's policy allows investments in government securities from countries classified as investment grade AAA or Aaa by specialized credit rating agencies and in Brazilian government bonds. The volume of such financial investments is subject to maximum limits by each country and, therefore, requires diversification of counterparties.

Customer credit risk - Such risks are managed by each business unit through specific criteria for acceptance of customers and credit rating and are additionally mitigated by diversification of sales. No single customer or group accounts for more than 10% of total revenue.

The Company maintained the following allowances for doubtful accounts on trade receivables:

	09/30/2012		12/31/2011

Ipiranga		107,953		101,318
Ultragaz		15,721		13,107
Oxiteno		2,066		1,415
Ultracargo		614		614
Total		126,354		116,454

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Liquidity risk

The Company and its subsidiaries’ main sources of liquidity derive from (i) cash, cash equivalents and financial investments, (ii) cash generated from operations and (iii) financings. The Company and its subsidiaries believe that these sources are sufficient to satisfy their current funding requirements, which include, but are not limited to, working capital, capital expenditures, amortization of debt and payment of dividends.

The Company and its subsidiaries periodically examine opportunities for acquisitions and investments. They consider different types of investments, either directly or through joint ventures, or associated companies, and finance such investments using cash generated from operations, debt financing (including by accessing capital markets), through capital increases or through a combination of these methods.

The Company and its subsidiaries believe to have enough working capital to satisfy their current needs. The gross indebtedness due over the next twelve months totals R$ 1,940 million. Furthermore, the investment plan for 2012 totals R$ 1,277 million. On September 30, 2012, the Company and its subsidiaries had R$ 2,125 million in cash, cash equivalents and short-term financial investments (for quantitative information, see Notes 4 and 14).

Selection and use of financial instruments

In selecting financial investments and hedging instruments, an analysis is conducted to estimate rates of return, risks involved, liquidity, calculation methodology for the carrying value and fair value, and documentation applicable to the financial instruments. The financial instruments used to manage the financial resources of the Company and its subsidiaries are intended to preserve value and liquidity.

The Policy contemplates the use of derivative financial instruments only to cover identified risks and in amounts consistent with the risk (limited to 100% of the identified risk). The risks identified in the Policy are described in the above sections, and are subject to risk management. In accordance with the Policy, the Company and its subsidiaries can use forward contracts, swaps, options, and futures contracts to manage identified risks. Leveraged derivative instruments are not permitted. Because the use of derivative financial instruments is limited to the coverage of identified risks, the Company and its subsidiaries use the term “hedging instruments” to refer to derivative financial instruments.

As mentioned in the section “Risk management and financial instruments – Governance”, the Committee monitors compliance with the risk standards established by the Policy through a risk monitoring map, including the use of hedging instruments, on a monthly basis. In addition, the internal audit department verifies the compliance with the requirements of the Policy.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The table below summarizes the position of hedging instruments adopted by the Company and its subsidiaries:

Hedging instruments	Counterparty	Maturity	Notional amount1		Fair value		Amounts payable or receivable (09/30/2012)
			09/30/2012	12/31/2011	09/30/2012	12/31/2011	Amount receivable	Amount payable
					R$ million	R$ million	R$ million	R$ million
a –Exchange rate swaps receivable in U.S. dollars	Bradesco, Citibank,	Oct 2012
Receivables in U.S. dollars	Itaú, JP Morgan,	to Apr 2017	US$ 160.5	US$ 198.9	332.8	373.3	332.8	-
Payables in CDI interest rate	Santander		US$ (160.5)	US$ (198.9)	(308.1)	(367.9)	-	308.1
Total result			-	-	24.7	5.4	332.8	308.1

b – Exchange rate swaps payable in U.S. dollars
Receivables in CDI interest rates	Bradesco, Citibank,	Oct 2012	US$ 11,0	US$ 13.3	22.5	24.5	22.5	-
Payables in U.S. dollars	Itaú	to Nov 2012	US$ (11,0)	US$ (13.3)	(22.3)	(24.8)	-	22.3
Total result			-	-	0.2	(0.3)	22.5	22.3

c – Interest rate swaps in R$
Receivables in fixed interest rate	Banco do Brasil	Mar 2013 to	R$ 1,400.0	R$ 1,809.5	1,914.4	2,229.4	1,914.4	-
Payables in CDI interest rate		May 2015	R$ (1,400.0)	R$ (1,809.5)	(1,767.1)	(2,152.5)	-	1,767.1
Total result			-	-	147.3	76.9	1,914.4	1,767.1


Total gross result					172.2	82.0	2,269.7	2,097.5
Income tax					(14.8)	(10.7)	(14.8)	-
Total net result					157.4	71.3	2,254.9	2,097.5

Positive result (see Note 4)					163.9	93.4
Negative result (see Note 14)					(6.5)	(22.1)

1 In million. Currency as indicated.

All transactions mentioned above were properly registered with CETIP S.A.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Hedging instruments existing as of September 30, 2012 are described below, according to their category, risk, and protection strategy:

Hedging against foreign exchange exposure of liabilities in foreign currency - The purpose of these contracts is (i) to offset the effect of the change in exchange rates of debts or firm commitments in U.S. dollars by converting them into debts or firm commitments in Reais linked to CDI and (ii) change a financial investment of R$ 36.4 million, linked to the CDI and given as guarantee to loan in U.S. dollar, into a financial investment linked to U.S. dollar. As of September 30, 2012, the Company and its subsidiaries had outstanding swap contracts totaling US$ 160.5 million in notional amount, of which (i) US$ 100.5 million, on average, had asset position at US$ + 5.3 p.a. and liability position at 123.3 % of CDI and (ii) US$ 60 million had asset position at US$ + LIBOR + 1.0% a.a. and liability position at 86.9% of CDI.

Hedging against foreign exchange exposure of operations - The purpose of these contracts is to make the exchange rate of the revenues of subsidiaries Oleoquímica, Oxiteno S.A. and Oxiteno Nordeste equal to the exchange rate of the cost of their main raw materials. As of September 30, 2012, these swap contracts totaled US$ 11.0 million and, on average, had an asset position at 75.6% of CDI and liability position at US$ + 0.0% p.a.

Hedging against the interest rate fixed in local financing - The purpose of these contracts is to convert the interest rate on financing contracted in Reais from fixed into floating. On September 30, 2012 these swap contracts totaled R$ 1,400 million of notional amount, and on average had an asset position at 11.9% p.a. and liability position at 98.8% of CDI.

Hedge accounting

The Company and its subsidiaries test, throughout the duration of the hedge, the effectiveness of their derivatives, as well as the changes in their fair value. The Company and its subsidiaries designate derivative financial instruments used to offset the variations due to changes in interest rates in the market value of financing contracted in Reais as fair value hedge. As mentioned on item (c) of the table above, as of September 30, 2012 the notional amount of such hedging instruments totaled R$ 1,400 million. The Company and its subsidiaries recognized a gain of R$ 40.7 million as of September 30, 2012, of which R$ 76.3 million refer to the result of hedging instruments and R$ (35.6) million refer to the fair value adjustment of the debt.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Gains (losses) on hedging instruments

The following tables summarize the values of gains (losses) recorded as of September 30, 2012 and 2011 which affected the income statement and shareholders’ equity of the Company and its subsidiaries:

	September 30, 2012
	R$ million
	Income			Equity

a – Exchange rate swaps receivable in U.S. dollars (i)		(5.4	)		-
b – Exchange rate swaps payable in U.S. dollars		(0.4	)		-
c – Interest rate swaps in R$ (ii)		40.7			-

Total		34.9			-

	September 30, 2011
	R$ million
	Income			Equity

a – Exchange rate swaps receivable in U.S. dollars (i)		(11.4	)		-
b – Exchange rate swaps payable in U.S. dollars		(16.8	)		-
c – Interest rate swaps in R$ (ii)		2.9			-
d – Interest rate swaps in U.S. dollars		(1.6	)		1.5
e – NDFs (non-deliverable forwards) - RPR		(0.9	)		0.9

Total		(27.8	)		2.4

The table above; (i) does not consider the effect of exchange rate variation of exchange swaps receivable in U.S. dollars, when this effect is offset in the gain or loss of the hedged item (debt), and (ii) considers the designation effect of interest rate hedging in Reais.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Fair value of financial instruments

The fair values and the carrying values of the financial instruments, including currency and interest rate hedging instruments, as of September 30, 2012 and December 31, 2011, are stated below:

		09/30/2012		12/31/2011
	Category	Carrying	Fair	Carrying	Fair
		value	value	value	value
Financial assets:
Cash and cash equivalents
Cash and bank deposits	Loans and receivables	65,350	65,350	107,600	107,600
Financial investments in local currency	Measured at fair value through income	1,315,248	1,315,248	1,668,178	1,668,178
Financial investments in foreign currency	Measured at fair value through income	-	-	15,176	15,176
Financial investments
Fixed-income securities and funds in local currency	Available for sale	381,686	381,686	631,686	631,686
Fixed-income securities and funds in local currency	Held to maturity	10,619	10,619	7,193	7,193
Fixed-income securities and funds in foreign currency	Available for sale	325,099	325,099	259,091	259,091
Currency and interest rate hedging instruments	Measured at fair value through income	163,914	163,914	93,403	93,403

Total		2,261,916	2,261,916	2,782,327	2,782,327

Financial liabilities:
Financing – Banco do Brasil fixed	Measured at fair value through income	1,901,259	1,901,259	2,208,109	2,208,109
Financing	Measured at amortized cost	2,647,651	2,692,597	2,266,230	2,305,088
Debentures	Measured at amortized cost	1,066,170	1,055,264	1,021,553	1,019,727
Finance leases	Measured at amortized cost	43,458	43,458	43,653	43,653
Currency and interest rate hedging instruments	Measured at fair value through income	6,541	6,541	22,089	22,089
Total		5,665,079	5,699,119	5,561,634	5,598,666

The fair value of financial instruments, including currency and interest hedging instruments, was determined as follows:

•	The fair values of cash and bank deposits balances are identical to their carrying values.

•	Financial investments in investment funds are valued at the value of the fund unit as of the date of the interim financial information, which corresponds to their fair value.

•	Financial investments in CDBs (Bank Certificates of Deposit) and similar investments offer daily liquidity through repurchase at the yield curve and, therefore, the Company believes their fair value corresponds to their carrying value.

•	The fair value calculation of LPG Inc.’s notes in the foreign market (see Note 14.b), is based on the quoted prices in an active market.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The fair value of other financial investments and financings was determined using calculation methodologies commonly used for marking-to-market, which consist of calculating future cash flows associated with each instrument adopted and adjusting them to present value at the market rates as of September 30, 2012 and December 31, 2011. For some cases where there is no active market for the financial instrument, the Company and its subsidiaries can use quotes provided by the transaction counterparties.

The interpretation of market information on the choice of calculation methodologies for the fair value requires considerable judgment and estimates to obtain a value deemed appropriate to each situation. Consequently, the estimates presented do not necessary indicate the amounts that may be realized in the current market.

Financial instruments were classified as loans and receivables or financial liabilities measured at amortized cost, except (i) all exchange rate and interest rate hedging instruments, which are measured at fair value through profit or loss, (ii) financial investments (see Note 4), (iii) funding from Banco do Brasil that is measured at fair value through profit or loss (see Note 14.f) and (iv) guarantees to customers that have vendor arrangements (see Note 14.j), which are measured at fair value through profit or loss. Thus, cash, banks and trade receivables are classified as loans and receivables. Trade payables and other payables are classified as financial liabilities measured at amortized cost.

Fair value hierarchy of financial instruments on the balance sheet

The financial instruments recognized at fair value on the balance sheet are classified in the following categories:

(a)

Level 1 - prices negotiated (without adjustment) in active markets for identical assets or liabilities;

(b)

Level 2 - inputs other than prices negotiated in active markets included in Level 1 and observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and

(c)

Level 3 - inputs for the asset or liability which are not based on observable market variables (unobservable inputs).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The table below shows a summary of the financial assets and financial liabilities measured at fair value in the Company’s and its subsidiaries’ balance sheet as of September 30, 2012 and December 31, 2011:

	Category	09/30/2012	Level 1	Level 2	Level 3
Financial assets:
Cash equivalents
Financial investments in local currency	Measured at fair value through income	1,315,248	1,315,248	-	-
Financial investments
Fixed-income securities and funds in local currency	Available for sale	381,686	381,686	-	-
Fixed-income securities and funds in foreign currency	Available for sale	325,099	94,160	230,939	-
Currency and interest rate hedging instruments	Measured at fair value through income	163,914	-	163,914	-

Total		2,185,947	1,791,094	394,853	-

Financial liabilities:
Financing – Banco do Brasil fixed	Measured at fair value through income	1,901,259	-	1,901,259	-
Currency and interest rate hedging instruments	Measured at fair value through income	6,541	-	6,541	-
Total		1,907,800	-	1,907,800	-

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

	Category	12/31/2011	Level 1	Level 2	Level 3
Financial assets:
Cash equivalents
Financial investments in local currency	Measured at fair value through income	1,668,178	1,668,178	-	-
Financial investments in foreign currency	Measured at fair value through income	15,176	15,176	-	-
Financial investments
Fixed-income securities and funds in local currency	Available for sale	631,686	631,686	-	-
Fixed-income securities and funds in foreign currency	Available for sale	259,091	-	259,091	-
Currency and interest rate hedging instruments	Measured at fair value through income	93,403	-	93,403	-

Total		2,667,534	2,315,040	352,494	-

Financial liabilities:
Financing – Banco do Brasil fixed	Measured at fair value through income	2,208,109	-	2,208,109	-
Currency and interest rate hedging instruments	Measured at fair value through income	22,089	-	22,089	-
Total		2,230,198	-	2,230,198	-

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Sensitivity analysis

The Company and its subsidiaries use derivative financial instruments only to hedge against identified risks and in amounts consistent with the risk (limited to 100% of the identified risk). Thus, for purposes of sensitivity analysis of market risks associated with financial instruments, the Company analyzes the hedging instrument and the hedged item together, as shown on the charts below.

For the sensitivity analysis of foreign exchange hedging instruments, management adopted as a likely scenario the Real/U.S. dollar exchange rates at maturity of each swap, projected by U.S dollar futures contracts quoted on BM&FBOVESPA as of September 28, 2012. As a reference, the exchange rate for the last maturity of foreign exchange hedging instruments is R$ 2.65 in the likely scenario. Scenarios II and III were estimated with a 25% and 50% additional appreciation or depreciation of the Real against the likely scenario, according to the risk to which the hedged item is exposed.

Based on the balances of the hedging instruments and hedged items as of September 30, 2012, the exchange rates were replaced, and the changes between the new balance in Reais and the balance in Reais as of September 30, 2012 were calculated in each of the three scenarios. The table below shows the change in the values of the main derivative instruments and their hedged items, considering the changes in the exchange rate in the different scenarios:


In thousands of Reais		Scenario I (likely)
	Risk	Scenario I (likely)	Scenario II	Scenario III
Currency swaps receivable in U.S. dollars
(1) U.S. Dollar / Real swaps	Dollar	48,620	142,648	236,676
(2) Debts in dollars	appreciation	(48,600)	(142,608)	(236,616)
(1)+(2)	Net effect	20	40	60

Currency swaps payable in U.S. dollars
(3) Real / U.S. Dollar swaps	Dollar	(73)	5,542	11,157
(4) Gross margin of Oxiteno	devaluation	73	(5,542)	(11,157)
(3)+(4)	Net effect	-	-	-

For sensitivity analysis of hedging instruments for interest rates in Reais, the Company used the futures curve of DI x Pre contract on BM&FBOVESPA as of September 28, 2012 for each of the swap and debt (hedged item) maturities, to determine the likely scenarios. Scenarios II and III were estimated based on a 25% and 50% deterioration, respectively, of the likely scenario pre-fixed interest rate.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Based on the three scenarios of interest rates in Reais, the Company estimated the values of its debt and hedging instruments according to the risk which is being hedged (variations in the pre-fixed interest rates in Reais), by projecting them to future value at the contracted rates and bringing them to present value at the interest rates of the estimated scenarios. The result is shown in the table below:

In thousands of Reais	Risk	Scenario I (likely)	Scenario II	Scenario III

Interest rate swap
(1) Fixed rate swap - CDI	Decrease in	-	44,893	92,389
(2) Fixed rate financing	prefixed rate	-	(44,905)	(92,405)
(1)+(2)	Net effect	-	(12)	(16)

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

23.	Provisions, contingencies and commitments (Consolidated)

a. Provisions for tax, civil and labor litigation

The Company and its subsidiaries are involved in tax, civil and labor disputes and are discussing these issues both at the administrative and judiciary levels, which, when applicable, are backed by escrow deposits. Provisions for losses are estimated and updated by management, supported by the opinion of the legal departments of the Company and its outside legal counsel.

The table below demonstrates the breakdown of provisions by nature and its movement:

Provisions	Balance as of 12/31/2011	Temmar acquisition	Additions	Write-offs	Monetary adjustments	Balance as of 09/30/2012

IRPJ and CSLL	256,165	-	28,721	-	12,591	297,477
PIS and COFINS	82,612	-	1,176	(1,516)	4,042	86,314
ICMS	73,389	-	744	(9,227)	4,017	68,923
INSS	14,305	-	189	(110)	709	15,093
Civil litigation	81,541	203	6,263	(4,294)	121	83,834
Labor litigation	45,145	-	6,214	(6,898)	562	45,023
Other	978	-	90	(22)	48	1,094

Total	554,135	203	43,397	(22,067)	22,090	597,758

Current	41,347					47,111
Non current	512,788					550,647

Some of the provisions above involve escrow deposits in the amount of R$ 370,108 as of September 30, 2012 (R$ 328,865 as of December 31, 2011).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

b. Tax matters

More-likely-than-not contingencies – assets and liabilities

The Company and some of its subsidiaries filed a request for preliminary injunction seeking not to be subject to the legislation that restricts the offset of tax losses (IRPJ) and negative tax bases (CSLL) derived from tax loss carryforwards assessed until 1994 to 30% of the income for the year. As a result of the Federal Supreme Court (STF)’s view and based on the opinion of legal counsel, the Company and its subsidiaries maintained a total provision of R$ 6,840 as of September 30, 2012 (R$ 6,707 as of December 31, 2011) in connection with this contingency.

Subsidiary IPP filed a declaratory action questioning the constitutionality of Law No. 9,316/1996, that denied the deduction of IRPJ from the CSLL tax basis. This action was denied at lower court levels and the extraordinary appeal filed has been postponed until the trial of the leading case by the STF is completed. The subsidiary made escrow deposits of the amounts disputed and maintained a provision of R$ 18,972 as of September 30, 2012 (R$ 18,413 as of December 31, 2011) in connection with this contingency.

The subsidiaries Oxiteno S.A., Oxiteno Nordeste, Cia Ultragaz, Tequimar, RPR, Tropical, Empresa Carioca de Produtos Químicos S.A. (“EMCA”) and IPP filed for a preliminary injunction seeking the deduction of ICMS from their PIS and COFINS tax bases. Oxiteno Nordeste and IPP obtained the right to pay the amounts into escrow deposits through an injunction, and recorded a corresponding provision in the amount of R$ 80,610 as of September 30, 2012 (R$ 75,636 as of December 31, 2011). The subsidiaries EMCA, Tropical, Oxiteno S.A., Cia. Ultragaz and Tequimar did not obtain an injunction. The trial of these and all claims involving this issue are suspended pending the outcome of a leading case. On May 2, 2007, a court decision granted the injunction to the subsidiary Oxiteno Nordeste; a mandatory appeal of this decision is currently pending trial. The lawsuits involving subsidiaries IPP and RPR are still pending a court decision.

The Company and its subsidiaries obtained preliminary injunctions to pay contributions to PIS and COFINS without the changes introduced by Law 9,718/1998 in its original version. The ongoing questioning refers to the levy of these contributions on sources of income other than gross revenue. In 2005, the STF decided the question in favor of the taxpayers. Although this has set a favorable precedent, the effect of this decision does not automatically apply to all companies, since they must await the formal decision in their own lawsuits. Certain lawsuits of the Company’s other subsidiaries are currently pending trial and, in the event all such lawsuits are decided in favor of the subsidiaries, the Company estimates that the total positive effect on income before income and social contribution taxes, may reach R$ 35,881, net of attorney’s fees.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

The Company and its subsidiaries maintain provision for PIS and COFINS, calculated on the basis of interest on equity. The total amount accrued as of September 30, 2012 was R$ 4,399 (R$ 4,236 as of December 31, 2011).

On October 7, 2005, the subsidiaries Cia. Ultragaz and Bahiana Distribuidora de Gás Ltda. (“Bahiana”) filed for and obtained a preliminary injunction to recognize and offset PIS and COFINS credits on LPG purchases, against other taxes levied by the Brazilian Federal Revenue Service, notably IRPJ and CSLL. The decision was confirmed by a trial court on May 16, 2008. Under the preliminary injunction, the subsidiaries were required to make escrow deposits for these debits in the accumulated amount of R$ 276,047 as of September 30, 2012 (R$ 242,058 as of December 31, 2011) and have recorded a corresponding liability.

The subsidiary Oxiteno S.A. maintained a provision of R$ 15,101 as of September 30, 2012 (R$ 14,285 as of December 31, 2011) related to a tax assessment based on alleged undue ICMS credits taken on invoices issued for the symbolic return of raw materials that had previously been delivered to the subsidiary Oxiteno Nordeste for industrialization.

IPP has provisions for contingencies related to ICMS, mainly with respect to: (a) tax notices filed in connection with interstate sales of fuel to industrial customers without the payment of ICMS in accordance with the interpretation of Article 2 of Supplementary Law No. 87/1996: R$ 12,008, (b) requirement of ICMS-ST (State VAT Substitution) on interstate sales from distributors to final consumers due to the exemption under ICMS Conventions No. 105/1992 and No. 112/1993: R$ 5,470, and (c) payment of ICMS for several reasons that resulted in tax assessments for which the proof of payment is not so evident: R$ 17,301.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

Possible contingencies

The main tax claims of subsidiary IPP classified as having a possible risk of loss, and that have not been recorded in the interim financial information due to this assessment, are related to: (a) the required proportional reversal of ICMS credits recorded on the purchase of ethanol that was later resold at lower prices as a result of PROÁLCOOL, a Federal Government program to encourage alcohol production, determining the anticipation of financial subsidy by the distributors to the mill owners and their subsequent reimbursement by the DNC (current National Oil Agency), R$ 101,542, (b) alleged undue ICMS credits for which the tax authorities understand that there was no proof of origin, R$ 21,496, (c) assessments for alleged non-payment of ICMS, R$ 24,641, (d) assessment issued in Ourinhos/SP in connection with the return of ethanol loans made with deferred tax, R$ 35,141, (e) assessments in the State of Rio de Janeiro demanding the reversal of ICMS credits on interstate sales made under Article 33 of ICMS Convention 66/88, which allowed the use of the ICMS credit but was suspended by an injunction granted by STF, R$ 15,915, (f) ICMS credits taken in relation to bills considered invalid, though the understanding of the STJ is that it is possible to take credit, even if there is defect in the document of the seller, as long as it is confirmed that the transaction occurred, R$ 27,984; (g) assessments arising from surplus or shortage of inventory, generated by differences in temperature or handling of the product, without the corresponding issuance of invoices, R$ 30,663, (h) infraction relating to ICMS credits due to alleged non-compliance with legal formalities, R$ 33,688 and; (i) assessments arising from ICMS credits related to inputs of ethanol from certain States that had granted tax benefits to producers of alcohol in alleged disagreement with the law, R$ 21,907.

Subsidiary IPP has assessments invalidating the set-off of IPI credits in connection with the purchase of raw materials used in the manufacturing of products which sales are not subject to IPI under the protection of tax immunity. The non-provisioned amount of this contingency, updated as of September 30, 2012, is R$ 79,715 (R$ 78,508 as of December 31, 2011).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

c. Civil claims

More-likely-than-not contingencies

Certain subsidiaries are defendants in lawsuits and administrative proceedings, mainly derived from contracts entered into with customers and former services providers, as well as proceedings related to environmental issues. The Company and its subsidiaries maintained total provisions of R$ 83,834 as of September 30, 2012 (R$ 81,541 as of December 31, 2011) for such contingencies.

Possible and remote contingencies

Subsidiary Cia. Ultragaz is party to an administrative proceeding before CADE (Brazilian antitrust authority) based on alleged anti-competitive practices in the State of Minas Gerais in 2001. The CADE entered a decision against Cia. Ultragaz imposing a penalty of R$ 23,104. The imposition of such administrative decision was suspended by a court order and its merit is being judicially reviewed. Based on the above elements and on the opinion of legal counsel, the subsidiary did not record a provision for this contingency.

Subsidiary Cia. Ultragaz is the defendant in lawsuits relating to damages caused by an explosion in 1996 in a shopping mall in the city of Osasco, State of São Paulo. These lawsuits involve: (i) individual claims filed by victims of the explosion claiming damages for the loss of economic benefit and for pain and suffering, (ii) indemnification of management of the shopping mall and its insurance company, and (iii) a lawsuit seeking indemnification for material damages and pain and suffering for all the victims injured and deceased. The subsidiary believes that it has presented evidence that the defective gas pipes in the shopping mall caused the accident and that Ultragaz’s on-site LPG storage facilities did not contribute to the explosion. From the 65 lawsuits currently adjudicated, 64 judgments were rendered in the subsidiary favor, of which 47 have already been dismissed. The one unfavorable decision, which the subsidiary may appeal, was for damages in the amount of R$ 17. The subsidiary has not recorded a provision for these lawsuits as it believes that the probability of loss is remote and its insurance policy covers the full amount in dispute.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

d. Labor matters

More-likely-than-not contingencies

The Company and its subsidiaries maintained provisions of R$ 45,023 as of September 30, 2012 (R$ 45,145 as of December 31, 2011) for labor litigation filed by former employees and by employees of our service providers mainly contesting the alleged non-payment of labor rights (dismissal cost, overtime, hazardous activities additional remuneration and additional payment for insalubrity).

Possible contingencies

In 1990, the Petrochemical Industry Labor Union (Sindiquímica), of which the employees of Oxiteno Nordeste and EMCA, companies located in the Camaçari Petrochemical Complex, are members, filed separate lawsuits against the subsidiaries demanding the compliance with the fourth section of the collective labor agreement, which provided for a salary adjustment in lieu of the salary policies practiced. In the same year, a collective labor dispute was also filed by the Union of Employers (SINPEQ) against Sindiquímica, requiring the recognition of the loss of effectiveness of such fourth section. Individual claims were rejected. The collective bargain agreement is currently pending trial by STF. In the second half of 2010, some companies in the Camaçari Petrochemical Complex signed an agreement with Sindiquímica and reported the fact in the collective bargain agreement dispute. Based on the opinion of their legal advisors, that reviewed the latest STF decision in the collective bargain agreement dispute as well as the status of the individual claims involving the subsidiaries Oxiteno Nordeste and EMCA, the management of such subsidiaries believed that it was not necessary to record a provision as of September 30, 2012.

The Company and its subsidiaries have other pending administrative and legal proceedings of tax, civil and labor nature, which were estimated by their legal counsel as possible and/or remote risk (less-likely-than-50%), and the related potential losses were not provided for by the Company and its subsidiaries based on these opinions. The Company and its subsidiaries also have litigations for recovery of taxes and contributions, which were not recorded in the interim financial information due to their contingent nature.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

e. Contracts

Subsidiary Tequimar has agreements with CODEBA and Complexo Industrial Portuário Governador Eraldo Gueiros in connection with its port facilities in Aratu and Suape, respectively. Such agreements establish a minimum cargo movement of products, as shown below:

Port	Minimum movement in tons per year	Maturity

Aratu	100,000	2016
Aratu	900,000	2022
Suape	250,000	2027
Suape	400,000	2029

If the annual movement is less than the minimum contractual movement, the subsidiary is liable to pay the difference between the effective movement and the minimum contractual movement, based on the port tariff rates in effect on the date established for payment. As of September 30, 2012, these rates were R$ 5.79 per ton for Aratu and R$ 1.38 per ton for Suape. The subsidiary has met the minimum cargo movement required since the beginning of the agreements.

Subsidiary Oxiteno Nordeste has a supply agreement with Braskem S.A. which establishes a minimum quarterly consumption level of ethylene and conditions for the supply of ethylene until 2021. The minimum purchase commitment and the actual demand accumulated to September 30, 2012 and September 30, 2011, expressed in tons of ethylene, are shown below. Should the minimum purchase commitment not be met, the subsidiary would be liable for a fine of 40% of the current ethylene price for the quantity not purchased. The minimum purchase commitment clause is in renegotiation with Braskem.

Minimum purchase commitment

Accumulated demand (actual)

09/30/2012

09/30/2011

09/30/2012

09/30/2011

In tons of ethylene

160,158

119,547

(*)

162,801

120,202

(*) Adjusted for schedule shutdowns in Braskem during the period.

Subsidiary Oxiteno S.A has a supply agreement with Braskem Qpar S.A., valid until 2023, which establishes and regulates the conditions for supply of ethylene to Oxiteno based on the international market for this product. The minimum purchase is 22,050 tons of ethylene semiannually. Should the minimum purchase commitment not be met, the subsidiary would be liable for a fine of 30% of the current ethylene price for the quantity not purchased. The subsidiary has met the minimum purchase required since the beginning of the agreement.

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

f. Insurance coverage in subsidiaries

The Company maintains appropriate insurance policies with the objective of covering several risks to which it is exposed, including property insurance against losses caused by fire, lightning, explosion of any kind, gale, aircraft crash, electric damage, and other risks, covering the facilities and other branches of all subsidiaries, except RPR, which maintains its own insurance. The maximum compensation value, including loss of profits, based on the risk analysis of maximum loss possible at a certain site is US$ 1,509 million.

The General Liability Insurance program covers the Company and its subsidiaries with a maximum aggregate coverage of US$ 400 million against losses caused to third parties as a result of accidents related to commercial and industrial operations and/or distribution and sale of products and services.

In addition, group life and personal accident, health and national and international transportation and other insurance policies are also maintained.

The coverages and limits of the insurance policies maintained are based on a careful study of risks and losses conducted by independent insurance advisors, and the type of insurance is considered by management to be sufficient to cover potential losses based on the nature of the business conducted by the companies.

g. Operating lease contracts

Subsidiaries Cia. Ultragaz, Tequimar, Serma and Oxiteno S.A. have operating lease contracts for the use of IT equipment.

These contracts have terms of 36 and 45 months. The subsidiaries have the option to purchase the assets at a price equal to the fair market price on the date of option, and management does not intend to exercise such option.

The future disbursements (installments), assumed under these contracts, total approximately:

	09/30/2012		12/31/2011

Up to 1 year		3,550		989
More than 1 year		5,845		1,005
		9,395		1,994

The total operating lease recognized as expense as of September 30, 2012 was R$ 2,096 (R$ 834 as of September 30, 2011).

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

24.	Employee benefits and private pension plan (Consolidated)

a. ULTRAPREV- Associação de Previdência Complementar

In February 2001, the Company’s Board of Directors approved the adoption of a defined contribution pension plan to be sponsored by Company and each of its subsidiaries. Participating employees have been contributing to this plan, managed by Ultraprev — Associação de Previdência Complementar (“Ultraprev”), since August 2001. Under the terms of the plan, every year each participating employee chooses his or her basic contribution to the plan. Each sponsoring company provides a matching contribution in an amount equivalent to each basic contribution, up to a limit of 11% of the employee’s reference salary, according to the rules of the plan. As participating employees retire, they may choose to receive either (i) a monthly sum ranging between 0.5% and 1.0% of their respective accumulated fund in Ultraprev or (ii) a fixed monthly amount which will exhaust their respective accumulated fund over a period of 5 to 25 years. The sponsoring company does not guarantee the amounts or the duration of the benefits received by each employee that retires. As of September 30, 2012, the Company and its subsidiaries contributed R$ 11,548 (R$ 10,560 as of September 30, 2011) to Ultraprev, which amount is recorded as expense in the income statement. The total number of participating employees as of September 30, 2012 was 6,992 active participants and 74 retired participants. In addition, Ultraprev had 29 former employees receiving benefits under the rules of a previous plan whose reserves are fully constituted.

b. Post-employment benefits

The Company and its subsidiaries recognized a provision for post-employment benefits mainly related to seniority bonus, payment of Government Severance Indemnity Fund (“FGTS”), and health, dental care and life insurance plan for eligible retirees.

The amounts related to such benefits were determined based on a valuation conducted by an independent actuary and are recorded in the interim financial information in accordance with Resolution CVM 600/2009.

	09/30/2012		12/31/2011

Health and dental care plan		45,914		43,069
FGTS Penalty		38,915		33,346
Bonus		15,911		12,966
Life insurance		22,102		20,652

Total		122,842		110,033

Current		13,282		13,282
Non-current		109,560		96,751

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

25.	Revenue from sale and services (Consolidated)

	09/30/2012			09/30/2011

Gross revenue from sale		40,355,031			36,707,587
Gross revenue from services		371,545			328,335
Sales tax		(967,874	)		(972,989	)
Discounts and sales return		(185,558	)		(154,176	)
Deferred revenue (see Note 19)		(601	)		(5,898	)

Net revenue from sales and services		39,572,543			35,902,859

26.	Expenses by nature (Consolidated)

The Company discloses its consolidated income statement by function and is presenting below its breakdown by nature:

	09/30/2012		09/30/2011

Raw materials and materials for use and consumption		35,926,894		32,665,920
Freight and storage		628,196		547,152
Depreciation and amortization		510,613		425,424
Personnel expenses		904,218		815,777
Advertising and marketing		120,956		106,398
Services provided by third parties		97,798		107,732
Lease of real estate and equipment		53,829		46,442
Other expenses		155,230		134,578

Total		38,397,734		34,849,423

Classified as:
Cost of products and services sold		36,571,909		33,298,374
Selling and marketing		1,176,873		981,072
General and administrative		648,952		569,977

Total		38,397,734		34,849,423

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

27.	Income (loss) from disposal of assets (Consolidated)

Income (loss) from disposal of assets is determined as the difference between the selling price and residual book value of the investment, property, plant and equipment or intangible asset disposed of. As of September 30, 2012, the gain was of R$ 566 (gain of R$ 15,357 as of September 30, 2011), primarily from disposal of property, plant and equipment.

28.	Financial income (loss)

	Parent						Consolidated
	09/30/2012			09/30/2011			09/30/2012			09/30/2011
Financial income:
Interest on financial investments		88,511			122,355			123,646			212,525
Interest from customers		-			-			42,916			34,396
Other revenues		-			-			2,197			2,192
		88,511			122,355			168,759			249,113
Financial expenses:
Interest on loans		-			-			(259,966	)		(303,827	)
Interest on debentures		(74,932	)		(108,352	)		(76,441	)		(110,023	)
Interest on finance leases		-			-			(3,250	)		(1,511	)
Bank charges, IOF, and other charges		1,458			1,757			(14,200	)		(14,718	)
Exchange variation, net of gains and losses with derivative instruments		-			-			(9,503	)		(22,693	)
Provisions’ monetary adjustments and other expenses		(28	)		(149	)		(11,530	)		(10,318	)
		(73,502	)		(106,744	)		(374,890	)		(463,090	)

Financial income (loss)		15,009			15,611			(206,131	)		(213,977	)

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

29.	Earnings per share (Parent and Consolidated)

The table below presents a conciliation of numerators and denominators used in computing earnings per share. As disclosed in Note 8.c), the Company sponsors a Deferred Stock Plan.

Basic earnings per share	09/30/2012		09/30/2011

Net income of the Company		711,238		628,658
Weighted average shares outstanding (in thousands)		533,989		533,989
Basic earnings per share –R$		1,33		1.18

Diluted earnings per share	09/30/2012		09/30/2011

Net income of the Company		711,238		628,658
Weighted average shares outstanding (in thousands), including Deferred Stock Plan		536,129		536,063
Diluted earnings per share –R$		1.33		1.17

Weighted average shares outstanding (in thousands)	09/30/2012		09/30/2011

Weighted average shares outstanding for basic per share calculation:		533,989		533,989
Dilution effect
Deferred Stock Plan		2,140		2,074
Weighted average shares outstanding for diluted per share calculation:		536,129		536,063

Ultrapar Participações S.A. and Subsidiaries

Notes to the interim financial information

(In thousands of Reais, unless otherwise stated)

30.	Subsequent events

a) purchase of American Chemical I.C.S.A.

On November 1st, 2012, Oxiteno S.A. purchased 100% of the shares of American Chemical I.C.S.A., a Uruguayan specialty chemicals company. American Chemical owns a plant in Montevideo, with production capacity of 81 thousand tons of specialty chemicals, particularly sulfonates and sulfates surfactants for the home and personal care industries, as well as products for the leather industry. The total acquisition value was US$ 74 million, including the assumption of net debt in the amount of US$ 18 million, subject to the customary working capital and net debt final adjustments on the closing date. The fair values of assets acquired and liabilities assumed are being determined.

b) issuance of debentures

On November 7, 2012, the Board of Directors of Ultrapar approved the issuance, by IPP, of R$ 600 million in simple debentures, non-convertible into shares, single tranche, unsecured, guaranteed by third party, all nominative, in the book-entry form, with a 5-year term. The debentures will have semi-annual interest payments, amortization in one single tranche at the final maturity date and will bear interest corresponding to 107.90% of the accumulated variation of the average daily DI rates (Inter-bank deposits of one-day). The debentures will be placed pursuant to CVM Instruction nr. 476, of January 16th, 2009.

ULTRAPAR PARTICIPAÇÕES S.A.

MD&A - ANALYSIS OF CONSOLIDATED EARNINGS

Third Quarter of 2012

(1) Selected operational and financial information:

(R$ million)	3Q12	3Q11	2Q12	Variation 3Q12 X 3Q11	Variation 3Q12 X 2Q12	9M12	9M11	Variation 9M12 X 9M11
Net sales and services	14,122.9	12,909.3	13,048.2	9%	8%	39,572.5	35,902.9	10%
Cost of goods sold	(13,037.0)	(11,982.7)	(12,038.0)	9%	8%	(36,571.9)	(33,298.4)	10%
Gross profit	1,085.9	926.6	1,010.3	17%	7%	3,000.6	2,604.5	15%
Sales, general and administrative expenses	(639.1)	(543.8)	(612.3)	18%	4%	(1,825.8)	(1,551.0)	18%
Other operating income, net	19.1	5.7	13.5	232%	41%	42.1	26.8	57%
Income (loss) from sale of assets	4.8	9.3	(2.7)	-48%	275%	0.6	15.4	-96%
Operating income	470.8	397.8	408.8	18%	15%	1,217.5	1,095.6	11%
Financial income (expense), net	(58.4)	(77.5)	(84.9)	-25%	-31%	(206.1)	(214.0)	-4%
Shares of profit of associates	0.0	0.2	0.2	-84%	-87%	0.2	0.1	73%
Income before current and deferred income tax and social contribution	412.4	320.5	324.1	29%	27%	1,011.6	881.8	15%
Income tax and social contribution	(134.5)	(99.7)	(98.1)	35%	37%	(325.0)	(266.6)	22%
Tax incentives	12.8	4.0	8.1	224%	59%	29.6	18.4	61%
Net income	290.8	224.7	234.0	29%	24%	716.2	633.6	13%
Net income attributable to Ultrapar	288.7	223.1	232.5	29%	24%	711.2	628.7	13%
Net income attributable to non-controlling interests in subsidiaries	2.1	1.6	1.5	27%	42%	5.0	4.9	1%
EBITDA (*)	646.9	535.7	579.0	21%	12%	1,727.6	1,505.7	15%

Volume – LPG sales – thousand tons	436.2	438.3	425.8	0%	2%	1,265.6	1,236.4	2%
Volume – Fuels sales – thousand of cubic meters	6,066.1	5,777.4	5,708.7	5%	6%	17,221.9	16,071.7	7%
Volume – Chemicals sales – thousand tons	204.5	172.0	185.3	19%	10%	576.2	481.0	20%

(*) For further information on EBITDA, see note (1) on page 105.

Considerations on the financial and operational information

Standards and criteria adopted in preparing the interim financial information

The selected financial information included in this analysis were extracted from Ultrapar’s interim financial information.

The accounting policies adopted by the Company and its subsidiaries are in accordance with the statements, interpretations and guidelines issued by the CPC and approved by the CVM in the process of convergence with the International Financial Reporting Standarts (IFRS) issued by the IASB.

The Company’s consolidated interim financial information was prepared in accordance with technical pronouncement CPC 21 and IAS 34 - Interim Financial Reporting issued by the IASB, and presented in a consistent manner with the standards issued by the CVM.

The financial information of Ultragaz, Ipiranga, Oxiteno, and Ultracargo included in this analysis is reported without elimination of intercompany transactions. Therefore, the sum of such information may not correspond to the consolidated financial information of Ultrapar. In addition, except when otherwise indicated, the amounts presented in this document are expressed in millions of Reais and, therefore, are subject to rounding off. Consequently, the total amounts presented in the tables may differ from the direct sum of the amounts that precede them.

(2) Performance Analysis:

Net sales and services: Ultrapar’s consolidated net sales and services reached R$ 14,123 million in 3Q12, up 9% over 3Q11, as a result of the revenue growth in Ipiranga, Oxiteno and Ultracargo. Compared with 2Q12, Ultrapar’s net sales and services increased by 8%, mainly due to the seasonality between periods. In 9M12, Ultrapar’s net sales and services totaled R$ 39,573 million, up 10% over 9M11.

Ultragaz: In 3Q12, Ultragaz’s sales volume reached 436 thousand tons, in line with the sales volume of 3Q11, driven by a 4% growth in the bulk segment, resulting from the acquisition of Repsol, which exclusively operated in this segment, and the process of capturing new clients. This growth was offset by a 2% lower volume in the bottled segment, influenced by the lower number of working days in 3Q12 compared with 3Q11. Compared with 2Q12, sales volume grew by 2%, mainly due to seasonality between periods. In 9M12, Ultragaz’s sales volume totaled 1,266 thousand tons, up 2% over 9M11. Ultragaz's net sales and services totaled R$ 997 million in 3Q12, stable in relation to 3Q11. Compared with 2Q12, Ultragaz’s net sales and services increased by 3%, mainly due to higher seasonal volume. In 9M12, Ultragaz’s net sales and services totaled R$ 2,890 million, up 3% over 9M11.

Ipiranga: Ipiranga's sales volume totaled 6,066 thousand cubic meters in 3Q12, up 5% over 3Q11. In 3Q12, the sales volume of fuels for light vehicles grew by 9% compared to the same quarter in 2011, as a result of the growth of the vehicle fleet and strong investments made in network expansion. The volume of diesel increased by 2% compared to 3Q11, in line with the economic performance. Compared with 2Q12, total sales volume increased by 6%, due to the seasonality between periods. In 9M12, Ipiranga accumulated a sales volume of 17,222 million cubic meters, a growth of 7% over the volume of 9M11. Ipiranga's net sales and services totaled R$ 12,249 million in 3Q12, up 9% over 3Q11, as a result of increased sales volume, the rise in diesel costs by Petrobras in July 2012, and the increased share of gasoline in the sales mix. Compared with 2Q12, Ipiranga’s net sales and services increased by 9%, due to higher seasonal volume and increased diesel costs. In 9M12, Ipiranga’s net sales and services totaled R$ 34,288 million, up 10% over 9M11.

Oxiteno: Oxiteno’s sales volume in 3Q12 totaled 205 thousand tons, up 19% compared to 3Q11, made possible by investments to expand the production capacity, completed in September 2011. Sales of specialties in the domestic market increased by 8% (8 thousand tons), a larger growth than that between the second quarters, with positive progression in almost all the segments served by the company. Compared with 2Q12, the sales volume was 10% higher (19 thousand tons), mainly due to the seasonal growth in sales volume of specialties. The volume sold by Oxiteno in 9M12 totaled 576 thousand tons, 20% above the volume sold in 9M11. Oxiteno’s net sales and services totaled R$ 796 million in 3Q12, up 27% over 3Q11, mainly due to the 19% growth in sales volume and a 24% weaker Real, partially offset by 13% lower average dollar prices, mainly as a result of lower glycol prices in the international market. Compared with 2Q12, Oxiteno’s net sales and services increased by 10%, mainly derived from the growth in sales volume. In 9M12, Oxiteno’s net sales and services totaled R$ 2,167 million, up 24% over 9M11.

Ultracargo: In 3Q12, Ultracargo’s average storage increased by 10% compared to 3Q11, mainly due to the acquisition of Temmar, a terminal in the port of Itaqui, from August onwards and higher exports of ethanol in the Santos terminal. Compared with 2Q12, the average storage increased by 7%, mainly resulting from the acquisition of Temmar. In 9M12, Ultracargo’s terminals’ average storage increased by 5% compared with 9M11. Ultracargo’s net sales and services totaled R$ 79 million in 3Q12, up 15% over 3Q11, mainly due to the acquisition of Temmar and the mix of handled products and contracts. Compared with 2Q12, Ultracargo’s net sales and services increased by 6%, mainly due to the acquisition of Temmar. In 9M12, Ultracargo’s net sales and services totaled R$ 222 million, up 12% over 9M11.

Cost of goods sold: Ultrapar’s cost of goods sold totaled R$ 13,037 million in 3Q12, up 9% over 3Q11, due to the higher cost of goods sold in all businesses. Compared with 2Q12, Ultrapar’s cost of goods sold increased by 8%, mainly as a consequence of seasonality between periods. In 9M12, Ultrapar’s cost of goods sold totaled R$ 36,572 million, up 10% over 9M11.

Ultragaz: Ultragaz’s cost of goods sold totaled R$ 854 million in 3Q12, practically stable compared to 3Q11. Compared with 2Q12, Ultragaz’s cost of goods sold presented a growth slightly lower than the 2% seasonal increase in volume as a result of initiatives to reduce costs in bottling and storage facilities. In 9M12, Ultragaz’s cost of goods sold was R$ 2,482 million, up 4% over 9M11.

Ipiranga: Ipiranga’s cost of goods sold totaled R$ 11,539 million in 3Q12, a 9% increase over 3Q11, mainly due to (i) increased sales volume, (ii) the 6% rise in diesel cost by Petrobras in July 2012, (iii) the higher share of gasoline in the sales mix and (iv) non-recurring PIS/COFINS credits in 3Q11. Compared with 2Q12, Ipiranga’s cost of goods sold increased by 9%, mainly due to higher seasonal volumes and higher diesel costs. In 9M12, Ipiranga’s cost of goods sold totaled R$ 32,305 million, up 10% over 9M11.

Oxiteno: Oxiteno’s cost of goods sold in 3Q12 totaled R$ 614 million, up 11% over 3Q11, mainly due to 19% higher sales volume and a 24% weaker Real, partially offset by a 24% reduction in unit variable costs in dollar, influenced by historical costs of goods sold higher than replacement costs in 3Q11, and non-recurring costs related to the stoppage at Camaçari in the amount of R$ 11 million in 3Q11. Compared to 2Q12, the cost of goods sold increased by 10%, mainly due to a higher sales volume. In 9M12, Oxiteno’s cost of goods sold totaled R$ 1,701 million, up 20% over 9M11.

Ultracargo: Ultracargo’s cost of services provided in 3Q12 amounted to R$ 32 million, a 10% increase over 3Q11, mainly due to higher depreciation resulting from recent capacity expansions and the acquisition of Temmar. Compared with 2Q12, the cost of services provided increased by 6%, mainly due to the acquisition of Temmar. In 9M12, Ultracargo’s cost of services provided totaled R$ 90 million, up 7% over 9M11.

Gross profit: The gross profit of Ultrapar amounted to R$ 1,086 million in 3Q12, up 17% over 3Q11, as a consequence of the growth in the gross profit of Ipiranga, Oxiteno and Ultracargo. Compared with 2Q12, Ultrapar’s gross profit increased by 7%, mainly as a result of seasonality between periods. In 9M12, the gross profit of Ultrapar totaled R$ 3,001 million, up 15% over 9M11.

Sales, general and administrative expenses: Ultrapar’s sales, general and administrative expenses reached R$ 639 million in 3Q12, up 18% over 3Q11. Compared with 2Q12, Ultrapar's sales, general and administrative expenses increased by 4%. In 9M12, Ultrapar's sales, general and administrative expenses totaled R$ 1,826 million, up 18% over 9M11.

Ultragaz: Ultragaz's sales, general and administrative expenses totaled R$ 105 million in 3Q12, up 6% over 3Q11, mainly due to the effects of inflation on personnel expenses and higher expenses with marketing and sales campaigns. Compared with 2Q12, Ultragaz’s sales, general and administrative expenses were 1% lower, mainly resulting from initiatives to lower freight expenses. In 9M12, Ultragaz's sales, general and administrative expenses totaled R$ 308 million, up 12% over 9M11.

Ipiranga: Ipiranga's sales, general and administrative expenses totaled R$ 413 million in 3Q12, up 16% over 3Q11, mainly due to (i) increased sales volume, (ii) the effects of inflation on expenses, (iii) the expansion of the distribution network and (iv) expenses related to expansion projects. Compared with 2Q12, Ipiranga's sales, general and administrative expenses increased by 4%, mainly as a result of higher seasonal volume, expenses related to expansion projects and higher personnel expenses, partially offset by costs related to the return of the Ipiranga brand to the Midwest, Northeast and North regions of Brazil in 2Q12. In 9M12, Ipiranga's sales, general and administrative expenses totaled R$ 1,189 million, up 19% over 9M11.

Oxiteno: Oxiteno's sales, general and administrative expenses totaled R$ 102 million in 3Q12, up 40% over 3Q11, mainly due to (i) higher logistics expenses, resulting from increased sales volumes and the effect of exchange rate on international freight, (ii) the effects of inflation on expenses, (iii) higher variable compensation, in line with the earnings progression, and (iv) expenses with expansion projects, notably in the United States. Compared with 2Q12, Oxiteno's sales, general and administrative expenses increased by 5%, mainly due to higher sales volume. In 9M12, Oxiteno's sales, general and administrative expenses totaled R$ 283 million, up 23% over 9M11.

Ultracargo: Ultracargo's sales, general and administrative expenses totaled R$ 19 million in 3Q12, up 16% over 3Q11, mainly as a consequence of the acquisition of Temmar and higher expenses related to expansion projects of the company. Compared with 2Q12, Ultracargo's sales, general and administrative expenses increased by 10%, mainly resulting from higher expenses related to expansion projects and the acquisition of Temmar. In 9M12, Ultracargo's sales, general and administrative expenses totaled R$ 53 million, up 9% over 9M11.

Depreciation and amortization: Total depreciation and amortization costs and expenses in 3Q12 amounted to R$ 181 million, up 23% over 3Q11, as a result of higher investments made, mainly in Ipiranga, and acquisitions. Compared with 2Q12, Ultrapar’s depreciation and amortization costs and expenses increased by 8%. In 9M12, Ultrapar’s depreciation and amortization costs and expenses totaled R$ 511 million, up 20% over 9M11.

Operating income: Ultrapar’s operating income amounted to R$ 471 million in 3Q12, up 18% over 3Q11, as a consequence of the increase seen in the operating income of Ipiranga, Oxiteno and Ultracargo. Compared with

2Q12, Ultrapar’s operating income increased by 15%, mainly as a result of seasonality between periods. In 9M12, Ultrapar’s operating income totaled R$ 1,218 million, up 11% over 9M11.

Financial income (expense): Ultrapar reported R$ 58 million of net financial expense in 3Q12, R$ 19 million and R$ 27 million lower than the net financial expense of 3Q11 and 2Q12, respectively, mainly due to the effects of exchange rate fluctuations and the reduction of interest rates in the periods. At the end of 3Q12, net debt totaled R$ 3,403 million, corresponding to 1.5 times EBITDA for the last 12 months, in line with a ratio of 1.5 times in 3Q11 and 2Q12. In 9M12, Ultrapar’s reported net financial expense totaled R$ 206 million, down R$ 8 million from 9M11.

Income tax and social contribution / Tax incentives: Ultrapar reported income tax and social contribution expenses, net of benefit of tax holidays of R$ 122 million, compared with expenses of R$ 96 million in 3Q11 and R$ 90 million in 2Q12, an increase of 27% and 35%, respectively, mainly as a result of a higher pre-tax profit. In 9M12, Ultrapar reported income tax and social contribution expenses, net of benefit of tax holidays of R$ 295 million, up 19% over 9M11.

Net income: Ultrapar’s consolidated net income in 3Q12 amounted to R$ 291 million, equivalent to a net margin of 2.1%, up 29% and 24% over 3Q11 and 2Q12, respectively, mainly due to the EBITDA growth between the periods. In 9M12, Ultrapar reported net income of R$ 716 million, up 13% over 9M11.

EBITDA: Ultrapar’s consolidated EBITDA totaled R$ 647 million in 3Q12, up 21% over 3Q11, as a result of the EBITDA growth in Ipiranga, Oxiteno and Ultracargo. Compared with 2Q12, Ultrapar’s EBITDA increased by 12%, due to the EBITDA growth in all businesses. In 9M12, Ultrapar’s EBITDA totaled R$ 1,728 million, a growth of 15% over 9M11.

Ultragaz: In 3Q12, Ultragaz’s EBITDA was R$ 72 million, down 10% from 3Q11, mainly due to the effects of inflation on personnel expenses and higher expenses on marketing and sales campaigns. Compared with 2Q12, Ultragaz’s EBITDA increased by 11%, mainly derived from higher seasonal volume, lower freight expenses and cost reduction initiatives in bottling and storage facilities. In 9M12, Ultragaz’s EBITDA totaled R$ 198 million, down 14% from 9M11.

Ipiranga: Ipiranga’s EBITDA amounted to R$ 418 million in 3Q12, up 6% over 3Q11, equivalent to an EBITDA margin of R$ 69/m³ or 3%, mainly due to higher sales volume, the evolution of costs of diesel and higher share of gasoline in the sales mix, partially offset by the non-recurring credit of R$ 60 million of PIS/COFINS in 3Q11. Excluding the non-recurring credit of PIS/COFINS occurred in 3Q11, Ipiranga’s EBITDA grew by 25% compared to 3Q11. Compared with 2Q12, Ipiranga’s EBITDA increased by 12%, mainly due to higher seasonal volume and the evolution of costs of diesel. In 9M12, the Ipiranga’s EBITDA totaled R$ 1,129 million, up 14% over 9M11.

Oxiteno: Oxiteno’s EBITDA amounted to R$ 110 million in 3Q12, or US$ 266/ton, up 312% over 3Q11, mainly due to a 19% growth in the sales volume and a 24% weaker Real. In addition to these factors, the 3Q11 was negatively affected by historical costs of goods sold higher than replacement costs, with an effect estimated at R$ 21 million, and non-recurring costs of R$ 11 million resulting from the plant stoppage in Camaçari in 3Q11. Compared with 2Q12, Oxiteno’s EBITDA grew by 12%, mainly as a consequence of the growth in sales volume. In 9M12, Oxiteno’s EBITDA reached R$ 273 million, up 50% over 9M11.

Ultracargo: Ultracargo’s EBITDA amounted to R$ 40 million in 3Q12, up 33% over 3Q11, mainly due to the acquisition of Temmar and the mix of handled products and contracts. Compared with 2Q12, Ultracargo’s EBITDA increased by 10%, mainly due to the acquisition of Temmar. In 9M12, Ultracargo’s EBITDA totaled R$ 109 million, up 22% over 9M11.

EBITDA

R$ million	3Q12	3Q11	2Q12	Variation	Variation	9M12	9M11	Variation
R$ million	3Q12	3Q11	2Q12	3Q12 X 3Q11	3Q12 X 2Q12	9M12	9M11	9M12 X 9M11
Ultrapar	646.9	535.7	579.0	21%	12%	1,727.6	1,505.7	15%
Ultragaz	71.7	79.2	64.6	-10%	11%	198.0	230.8	-14%
Ipiranga	417.7	393.7	374.5	6%	12%	1,129.0	988.4	14%
Oxiteno	110.5	26.8	98.2	312%	12%	272.9	181.5	50%
Ultracargo	40.1	30.1	36.5	33%	10%	109.2	89.1	22%

(1)

The purpose of including EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) information is to provide a measure used by the management for internal assessment of our operating results. It is also a financial indicator widely used by investors and analysts to measure our ability to generate cash from operations and our operating performance. The table presented below shows the reconciliation between Ultrapar’s operating income and EBITDA.

R$ million	3Q12	3Q11	2Q12	9M12	9M11
Operating income	470.8	397.8	408.8	1,217.5	1,095.6
Depreciation and amortization	181.0	147.2	167.5	510.6	425.4
Income (loss) from sales of assets	(4.8)	(9.3)	2.7	(0.6)	(15.4)
EBITDA	646.9	535.7	579.0	1,727.6	1,505.7

Our definition of EBITDA may differ from, and, therefore, may not be comparable with similarly titled measures used by other companies, thereby limiting its usefulness as a comparative measure. In managing our business we rely on EBITDA as a means for assessing our operating performance and a portion of our employee profit sharing plan is linked to EBITDA performance. Because EBITDA excludes income from sale of assets, net financial expense (income), equity in earnings of affiliates, income tax and social contribution, depreciation and amortization, it provides an indicator of general economic performance that is not affected by debt restructurings, fluctuations in interest rates or changes in income tax and social contribution, or levels of income from sale of assets, depreciation and amortization. Accordingly, we believe that this type of measurement is useful for comparing general operating performance from period to period and making certain related management decisions. We also calculate EBITDA in connection with covenants related to some of our financing. We believe that EBITDA enhances the understanding of our financial performance and our ability to satisfy principal and interest obligations with respect to our indebtedness as well as to fund capital expenditures and working capital requirements. EBITDA is not a measure of financial performance under accounting practices adopted in Brazil or IFRS. EBITDA should not be considered in isolation, or as a substitute for net income, as a measure of operating performance, as a substitute for cash flows from operations or as a measure of liquidity. EBITDA has material limitations that impair its value as a measure of a company’s overall profitability since it does not address certain ongoing costs of our business that could significantly affect profitability such as financial expenses and income taxes, depreciation or capital expenditures and associated charges.

We hereby inform that in accordance with the requirements of CVM Resolution 381/03, our independent auditors Deloitte Touche Tohmatsu Auditores Independentes have not performed during these nine months of 2012 any service other than the audit of the financial statements and the review of interim financial information of Ultrapar and subsidiaries.

Item 2

São Paulo, November 7th, 2012 – Ultrapar Participações S.A. (BM&FBOVESPA: UGPA3 / NYSE: UGP), a company engaged in fuel distribution (Ultragaz/Ipiranga), chemicals (Oxiteno) and storage for liquid bulk (Ultracargo), hereby reports its results for the third quarter of 2012.

Results conference call

Brazilian conference call / APIMEC

November 9th, 2012

9:30 a.m. (US EST)

Hotel Unique

(Tavarua room)

São Paulo – SP

Telephone for connection: +55 11 2188 0155

Code: Ultrapar

International conference call

November 9th, 2012

12:00 p.m. (US EST)

Participants in Brazil: 0800 891 0015

Participants in the USA: 1 877 317 6776

Participants International: +1 412 317 6776

Code: Ultrapar

IR Contact

E-mail: invest@ultra.com.br

Telephone: + 55 11 3177 7014

Website: www.ultra.com.br

Ultrapar Participações S.A.

UGPA3 = R$ 45.61/share (09/30/12)

UGP = US$ 22.31/ADR (09/30/12)

In 3Q12, we completed one more quarter of positive earnings progression, with 21% and 29% growth in EBITDA and net income.

Ø ULTRAPAR’S NET REVENUES TOTAL R$ 14 BILLION IN 3Q12, 9% GROWTH OVER 3Q11

Ø ULTRAPAR’S EBITDA REACHES R$ 647 MILLION IN 3Q12, 21% GROWTH OVER 3Q11

Ø NET EARNINGS REACH R$ 291 MILLION IN 3Q12, UP 29% OVER 3Q11, WITH A NET MARGIN OF 2.1%

Ø ULTRAPAR IS NAMED AMONG WORLD’S 100 MOST INNOVATIVE COMPANIES BY FORBES MAGAZINE, IS AWARDED AS THE 2ND BEST COMPANY FOR SHAREHOLDERS IN 2012 BY CAPITAL ABERTO MAGAZINE AND RECEIVES IMPORTANT RECOGNITIONS FROM INSTITUTIONAL INVESTOR MAGAZINE FOR INVESTOR RELATIONS

"We are pleased to report the twenty-fifth consecutive quarter of EBITDA growth of Ultrapar, reaping the benefits of investments made to increase operating scale and of the focus on value creation, continuing a trajectory of success and sustained growth over its history of 75 years. We also received important recognitions from the market this quarter. Ultrapar was elected one of the world’s most innovative companies by Forbes and the second best company for shareholders in 2012 by Capital Aberto magazine, in addition to the recognition from Institutional Investor magazine for its corporate governance and professionals. As announced in May, I will close my term as CEO of Ultrapar in late December 2012, confident that we have solid foundations to continue our success story.”

Pedro Wongtschowski – CEO

Considerations on the financial and operational information

The financial information presented in this document has been prepared according to International Financial Reporting Standards (IFRS). The financial information of Ultragaz, Ipiranga, Oxiteno and Ultracargo is reported without elimination of intercompany transactions. Therefore, the sum of such information may not correspond to the consolidated financial information of Ultrapar. In addition, except when otherwise indicated, the amounts presented in this document are expressed in millions of Reais and, therefore, are subject to rounding off. Consequently, the total amounts presented in the tables may differ from the direct sum of the amounts that precede them.

Summary of the 3rd quarter of 2012

Ultrapar – Consolidated data	3Q12	3Q11	2Q12	D (%) 3Q12v3Q11	D (%) 3Q12v2Q12	9M12	9M11	D (%) 9M12v9M11
Net sales and services	14,123	12,909	13,048	9%	8%	39,573	35,903	10%
Gross profit	1,086	927	1,010	17%	7%	3,001	2,604	15%
Operating profit	471	398	409	18%	15%	1,218	1,096	11%
EBITDA	647	536	579	21%	12%	1,728	1,506	15%
Net earnings¹	291	225	234	29%	24%	716	634	13%
Earnings attributable to Ultrapar per share²	0.54	0.42	0.43	29%	24%	1.33	1.18	13%
Amounts in R$ million (except for EPS)

¹ Under IFRS, net earnings include net earnings attributable to non-controlling shareholders.

2 Calculated based on the weighted average number of shares over the period, excluding shares held in treasury. Retroactively adjusted to reflect the 1:4 stock split approved in the Special Shareholders’ Meeting held on February 10th, 2011.

Ultragaz – Operational data	3Q12	3Q11	2Q12	D (%) 3Q12v3Q11	D (%) 3Q12v2Q12	9M12	9M11	D (%) 9M12v9M11
Total volume (000 tons)	436	438	426	0%	2%	1,266	1,236	2%
Bottled	294	301	289	(2%)	2%	849	850	0%
Bulk	142	137	137	4%	4%	417	387	8%

Ipiranga – Operational data	3Q12	3Q11	2Q12	D (%) 3Q12v3Q11	D (%) 3Q12v2Q12	9M12	9M11	D (%) 9M12v9M11
Total volume (000 m³)	6,066	5,777	5,709	5%	6%	17,222	16,072	7%
Diesel	3,419	3,339	3,188	2%	7%	9,583	8,967	7%
Gasoline, ethanol and NGV	2,539	2,324	2,417	9%	5%	7,327	6,777	8%
Other3	109	115	104	(5%)	4%	312	328	(5%)

3 Fuel oils, kerosene, lubricants and greases.

Oxiteno – Operational data	3Q12	3Q11	2Q12	D (%) 3Q12v3Q11	D (%) 3Q12v2Q12	9M12	9M11	D (%) 9M12v9M11
Total volume (000 tons)	205	172	185	19%	10%	576	481	20%
Product mix
Specialty chemicals	173	152	155	14%	12%	478	448	7%
Glycols	32	20	30	58%	4%	98	33	193%
Geographical mix
Sales in Brazil	150	131	136	14%	11%	420	345	22%
Sales outside Brazil	54	41	50	34%	9%	156	136	15%

Ultracargo – Operational data	3Q12	3Q11	2Q12	D (%) 3Q12v3Q11	D (%) 3Q12v2Q12	9M12	9M11	D (%) 9M12v9M11
Effective storage4 (000 m3)	651	590	609	10%	7%	607	577	5%

4 Monthly average

Macroeconomic indicators	3Q12	3Q11	2Q12	D (%) 3Q12v3Q11	D (%) 3Q12v2Q12	9M12	9M11	D (%) 9M12v9M11
Average exchange rate (R$/US$)	2.03	1.64	1.96	24%	3%	1.92	1.63	18%
Brazilian interbank interest rate (CDI)	1.9%	3.0%	2.1%			6.6%	8.7%
Inflation in the period (IPCA)	1.4%	1.1%	1.1%			3.8%	5.0%

Highlights

Closing of the acquisition of American Chemical – On May 28th, Ultrapar signed, through Oxiteno, a sale and purchase agreement for the acquisition of 100% of the shares of American Chemical I.C.S.A., a Uruguayan specialty chemicals company. On November 1st, 2012, after completion of the due diligence process and the compliance with the conditions precedent of the sale and purchase agreement, Ultrapar closed the acquisition, whose total value was US$ 74 million, including the assumption of US$ 18 million in net debt. The total acquisition amount is yet subject to the final working capital and net debt adjustments of the closing date. With the acquisition of American Chemical, Oxiteno continues the expansion of its international activities, initiated in 2003 and based on its deep knowledge of the technology for the production and application of surfactants and specialty chemicals and on a strong relationship with its customers.

Ultrapar approves investment for the expansion of Ipiranga and Oxiteno – The Board of Directors of Ultrapar approved, on September 19th, 2012, an additional investment budget of R$ 115 million for Ipiranga in 2012, mostly directed to the opening of new service stations and the conversion of unbranded service stations, due to the recent acceleration of the network expansion process. On the same date, the Board of Directors also approved investments totaling US$ 92 million, of which US$ 5 million are estimated to be spent in 2012, for the expansion of 100 thousand tons/year in production capacity of Oxiteno in the United States and Mexico, reinforcing Oxiteno’s expansion plans in the region.

Acquisition of am/pm brand in Brazil – On November 1st, Ipiranga ceased the licensing contract and acquired the am/pm brand in Brazil. The total value of the acquisition was US$ 12 million. Additionally, Ipiranga disbursed US$ 7 million to cease the current licensing contract. am/pm is the largest convenience store network in Brazil, and an important part in Ipiranga’s differentiation model in services and convenience. At the end of 3Q12, am/pm had 1.3 thousand franchises integrated to Ipiranga’s service stations, an 18% growth over the number of stores at the end of September 2011.

Ultrapar receives important awards – Ultrapar was elected one of the World’s Most Innovative Companies by Forbes, in a ranking based on investors’ opinions and their growth forecasts for the company. Ultrapar was also ranked number 2 in "The Best Companies for Shareholders" award of Capital Aberto magazine in the category of companies with over R$ 15 billion market value, a ranking that assesses aspects of liquidity and stock performance, value creation, corporate governance and sustainability, and was the winner of the As Melhores da Dinheiro 2012 Award in the category of Fuels, Oil and Gas. Additionally, Ultrapar was ranked in a survey conducted by Institutional Investor magazine for investor relations, including best CEO, CFO, IR Manager and IR team in the segment of Oil, Gas and Petrochemicals by sell-side analysts.

Ultrapar approves the issuance of R$ 600 million in debentures – The Board of Directors of Ultrapar approved on this date the issuance, by its subsidiary Ipiranga Produtos de Petróleo S.A., of R$ 600 million in simple debentures, non-convertible into shares, single tranche, unsecured, guaranteed by third party, all nominative, in the book-entry form, with a 5-year term. The debentures will have semi-annual interest payments, amortization in one single tranche at the final maturity date and will bear interest corresponding to 107.90% of the accumulated variation of the average daily DI rates (Inter-bank deposits of one-day). The debentures will be placed pursuant to CVM Instruction nr. 476, of January 16th, 2009. The proceeds of this issuance will enhance the company’s cash and extend its debt profile, providing higher financial flexibility and improved soundness and liquidity.

Executive summary of the results

After the gradual deceleration of Brazil’s economic growth this year, the effects of counter-cyclical measures adopted by the Brazilian government, with an emphasis on the reduction of interest rates and federal taxes on the automotive sector, started to affect economic indicators. In the automotive industry, the licensing of light vehicles grew by 16% in the third quarter compared to the same period last year. Until September, approximately 2.7 million light vehicles had been licensed in 2012, corresponding to 8% of the light vehicle fleet at the end of 2011. The recovery trend of the pace of economic activity in Brazil and the possibility of rising inflation rates in the country contributed to the indication by the Central Bank that the cycle of cuts in the basic interest rate (Selic), which was reduced to 7.25% in October 2012, is nearing an end. The exchange rate was relatively stable during 3Q12, ending the period at R$ 2.03/US$.

Ultragaz’s sales volume in 3Q12 remained stable in relation to 3Q11, with a growth of 4% in the bulk segment, resulting from the acquisition of Repsol and the process of capturing new clients, offset by the 2% lower volume in the bottled segment, influenced by the fewer number of working days in 3Q12. In 3Q12, Ultragaz’s EBITDA decreased by 10% compared to 3Q11, mainly due to higher expenses with marketing and sales campaigns and the effects of inflation on personnel expenses. Third quarter results show progress in the company's earnings recovery plan, given the 11% growth on EBITDA compared with 2Q12 and the 10% reduction in EBITDA compared with 3Q11, which is lower than the 18% year-over-year decline shown in 2Q12.

At Ipiranga, the continued growth of the light vehicle fleet and investments in network expansion resulted in a 9% increase in sales volume of fuels for light vehicles compared to 3Q11. The volume of diesel increased by 2% compared to 3Q11, in line with the evolution of economic activity, leading to a 5% growth in Ipiranga’s total volume. The EBITDA reached R$ 418 million in 3Q12, an increase of 6% compared to the EBITDA in 3Q11 (or 25% excluding non-recurring PIS/COFINS tax credits in 3Q11), equivalent to an EBITDA margin of R$ 69/m³ or 3%.

At Oxiteno, sales volume in 3Q12 totaled 205 thousand tons, up 19% compared to 3Q11, made possible by investments to expand capacity over the past few years. In the domestic market, sales volume increased by 14% (19 thousand tons), with an 8% increase in the volume of specialties. Oxiteno reported EBITDA of R$ 110 million in 3Q12, or US$ 266/ton, an increase of 312% compared to 3Q11, mainly due to higher sales volume and a 24% weaker Real. In addition to these factors, 3Q11 was negatively affected by historical costs of goods sold higher than replacement costs, with an effect estimated at R$ 21 million, and non-recurring costs related to the stoppage in Camaçari in the amount of R$ 11 million.

In 3Q12, Ultracargo’s average storage increased by 10% compared to 3Q11, mainly due to the acquisition of Temmar from August onwards and higher exports of ethanol at the Santos terminal. Ultracargo’s EBITDA totaled R$ 40 million in 3Q12, 33% higher than 3Q11, mainly resulting from the acquisition of Temmar at the port of Itaqui and the mix of handled products and contracts.

Ultrapar’s consolidated EBITDA totaled R$ 647 million in 3Q12, 21% higher than 3Q11, due to the growth in EBITDA of Ipiranga, Oxiteno and Ultracargo. Net income for 3Q12 totaled R$ 291 million, equivalent to a net margin of 2.1%, presenting an increase of 29% compared to 3Q11, mainly due to the growth in EBITDA between periods.

Executive summary of the results

Ultragaz – In 3Q12, Ultragaz’s sales volume reached 436 thousand tons, in line with the sales volume of 3Q11, driven by a 4% growth in the bulk segment, resulting from the acquisition of Repsol, which exclusively operated in this segment, and the process of capturing new clients. This growth was offset by a 2% lower volume in the bottled segment, influenced by the lower number of working days in 3Q12 compared with 3Q11. Compared with 2Q12, sales volume grew by 2%, mainly due to seasonality between periods. In 9M12, Ultragaz’s sales volume totaled 1,266 thousand tons, up 2% over 9M11.

Ultragaz – Sales volume (000 tons)

Ipiranga – Ipiranga's sales volume totaled 6,066 thousand cubic meters in 3Q12, up 5% over 3Q11. In 3Q12, the sales volume of fuels for light vehicles grew by 9% compared to the same quarter in 2011, as a result of the growth of the vehicle fleet and strong investments made in network expansion. The volume of diesel increased by 2% compared to 3Q11, in line with the economic performance. Compared with 2Q12, total sales volume increased by 6%, due to the seasonality between periods. In 9M12, Ipiranga accumulated a sales volume of 17,222 million cubic meters, a growth of 7% over the volume of 9M11.

Ipiranga – Sales volume (000 m³)

Oxiteno – Oxiteno’s sales volume in 3Q12 totaled 205 thousand tons, up 19% compared to 3Q11, made possible by investments to expand the production capacity, completed in September 2011. Sales of specialties in the domestic market increased by 8% (8 thousand tons), a larger growth than that between the second quarters, with positive progression in almost all the segments served by the company. Compared with 2Q12, the sales volume was 10% higher (19 thousand tons), mainly due to the seasonal growth in sales volume of specialties. The volume sold by Oxiteno in 9M12 totaled 576 thousand tons, 20% above the volume sold in 9M11.

Oxiteno – Sales volume (000 tons)

Ultracargo – In 3Q12, Ultracargo’s average storage increased by 10% compared to 3Q11, mainly due to the acquisition of Temmar, a terminal in the port of Itaqui, from August onwards and higher exports of ethanol in the Santos terminal. Compared with 2Q12, the average storage increased by 7%, mainly resulting from the acquisition of Temmar. In 9M12, Ultracargo’s terminals’ average storage increased by 5% compared with 9M11.

Ultracargo – Average storage (000 m³)

Executive summary of the results

Net sales and services – Ultrapar’s consolidated net sales and services reached R$ 14,123 million in 3Q12, up 9% over 3Q11, as a result of the revenue growth in Ipiranga, Oxiteno and Ultracargo. Compared with 2Q12, Ultrapar’s net sales and services increased by 8%, mainly due to the seasonality between periods. In 9M12, Ultrapar’s net sales and services totaled R$ 39,573 million, up 10% over 9M11.

Net sales and services (R$ million)

Ultragaz - Ultragaz's net sales and services totaled R$ 997 million in 3Q12, stable in relation to 3Q11. Compared with 2Q12, Ultragaz’s net sales and services increased by 3%, mainly due to higher seasonal volume. In 9M12, Ultragaz’s net sales and services totaled R$ 2,890 million, up 3% over 9M11.

Ipiranga – Ipiranga's net sales and services totaled R$ 12,249 million in 3Q12, up 9% over 3Q11, as a result of increased sales volume, the rise in diesel costs by Petrobras in July 2012, and the increased share of gasoline in the sales mix. Compared with 2Q12, Ipiranga’s net sales and services increased by 9%, due to higher seasonal volume and increased diesel costs. In 9M12, Ipiranga’s net sales and services totaled R$ 34,288 million, up 10% over 9M11.

Oxiteno – Oxiteno’s net sales and services totaled R$ 796 million in 3Q12, up 27% over 3Q11, mainly due to the 19% growth in sales volume and a 24% weaker Real, partially offset by 13% lower average dollar prices, mainly as a result of lower glycol prices in the international market. Compared with 2Q12, Oxiteno’s net sales and services increased by 10%, mainly derived from the growth in sales volume. In 9M12, Oxiteno’s net sales and services totaled R$ 2,167 million, up 24% over 9M11.

Ultracargo – Ultracargo’s net sales and services totaled R$ 79 million in 3Q12, up 15% over 3Q11, mainly due to the acquisition of Temmar and the mix of handled products and contracts. Compared with 2Q12, Ultracargo’s net sales and services increased by 6%, mainly due to the acquisition of Temmar. In 9M12, Ultracargo’s net sales and services totaled R$ 222 million, up 12% over 9M11.

Cost of goods sold – Ultrapar’s cost of goods sold totaled R$ 13,037 million in 3Q12, up 9% over 3Q11, due to the higher cost of goods sold in all businesses. Compared with 2Q12, Ultrapar’s cost of goods sold increased by 8%, mainly as a consequence of seasonality between periods. In 9M12, Ultrapar’s cost of goods sold totaled R$ 36,572 million, up 10% over 9M11.

Ultragaz – Ultragaz’s cost of goods sold totaled R$ 854 million in 3Q12, practically stable compared to 3Q11. Compared with 2Q12, Ultragaz’s cost of goods sold presented a growth slightly lower than the 2% seasonal increase in volume as a result of initiatives to reduce costs in bottling and storage facilities. In 9M12, Ultragaz’s cost of goods sold was R$ 2,482 million, up 4% over 9M11.

Ipiranga – Ipiranga’s cost of goods sold totaled R$ 11,539 million in 3Q12, a 9% increase over 3Q11, mainly due to (i) increased sales volume, (ii) the 6% rise in diesel cost by Petrobras in July 2012, (iii) the higher share of gasoline in the sales mix and (iv) non-recurring PIS/COFINS credits in 3Q11. Compared with 2Q12, Ipiranga’s cost of goods sold increased by 9%, mainly due to higher seasonal volumes and higher diesel costs. In 9M12, Ipiranga’s cost of goods sold totaled R$ 32,305 million, up 10% over 9M11.

Oxiteno – Oxiteno’s cost of goods sold in 3Q12 totaled R$ 614 million, up 11% over 3Q11, mainly due to 19% higher sales volume and a 24% weaker Real, partially offset by a 24% reduction in unit variable costs in dollar, influenced by historical costs of goods sold higher than replacement costs in 3Q11, and non-recurring costs related to the stoppage at Camaçari in the amount of R$ 11 million in 3Q11. Compared to 2Q12, the cost of goods sold increased by 10%, mainly due to a higher sales volume. In 9M12, Oxiteno’s cost of goods sold totaled R$ 1,701 million, up 20% over 9M11.

Ultracargo – Ultracargo’s cost of services provided in 3Q12 amounted to R$ 32 million, a 10% increase over 3Q11, mainly due to higher depreciation resulting from recent capacity expansions and the acquisition of Temmar. Compared with 2Q12, the cost of services provided increased by 6%, mainly due to the acquisition of Temmar. In 9M12, Ultracargo’s cost of services provided totaled R$ 90 million, up 7% over 9M11.

Sales, General and Administrative Expenses – Ultrapar’s sales, general and administrative expenses reached R$ 639 million in 3Q12, up 18% over 3Q11. Compared with 2Q12, Ultrapar's sales, general and administrative expenses increased by 4%. In 9M12, Ultrapar's sales, general and administrative expenses totaled R$ 1,826 million, up 18% over 9M11.

Ultragaz – Ultragaz's sales, general and administrative expenses totaled R$ 105 million in 3Q12, up 6% over 3Q11, mainly due to the effects of inflation on personnel expenses and higher expenses with marketing and sales campaigns. Compared with 2Q12, Ultragaz’s sales, general and administrative expenses were 1% lower, mainly resulting from initiatives to lower

freight expenses. In 9M12, Ultragaz's sales, general and administrative expenses totaled R$ 308 million, up 12% over 9M11.

Ipiranga – Ipiranga's sales, general and administrative expenses totaled R$ 413 million in 3Q12, up 16% over 3Q11, mainly due to (i) increased sales volume, (ii) the effects of inflation on expenses, (iii) the expansion of the distribution network and (iv) expenses related to expansion projects. Compared with 2Q12, Ipiranga's sales, general and administrative expenses increased by 4%, mainly as a result of higher seasonal volume, expenses related to expansion projects and higher personnel expenses, partially offset by costs related to the return of the Ipiranga brand to the Midwest, Northeast and North regions of Brazil in 2Q12. In 9M12, Ipiranga's sales, general and administrative expenses totaled R$ 1,189 million, up 19% over 9M11.

Oxiteno – Oxiteno's sales, general and administrative expenses totaled R$ 102 million in 3Q12, up 40% over 3Q11, mainly due to (i) higher logistics expenses, resulting from increased sales volumes and the effect of exchange rate on international freight, (ii) the effects of inflation on expenses, (iii) higher variable compensation, in line with the earnings progression, and (iv) expenses with expansion projects, notably in the United States. Compared with 2Q12, Oxiteno's sales, general and administrative expenses increased by 5%, mainly due to higher sales volume. In 9M12, Oxiteno's sales, general and administrative expenses totaled R$ 283 million, up 23% over 9M11.

Ultracargo – Ultracargo's sales, general and administrative expenses totaled R$ 19 million in 3Q12, up 16% over 3Q11, mainly as a consequence of the acquisition of Temmar and higher expenses related to expansion projects of the company. Compared with 2Q12, Ultracargo's sales, general and administrative expenses increased by 10%, mainly resulting from higher expenses related to expansion projects and the acquisition of Temmar. In 9M12, Ultracargo's sales, general and administrative expenses totaled R$ 53 million, up 9% over 9M11.

EBITDA – Ultrapar’s consolidated EBITDA totaled R$ 647 million in 3Q12, up 21% over 3Q11, as a result of the EBITDA growth in Ipiranga, Oxiteno and Ultracargo. Compared with 2Q12, Ultrapar’s EBITDA increased by 12%, due to the EBITDA growth in all businesses. In 9M12, Ultrapar’s EBITDA totaled R$ 1,728 million, a growth of 15% over 9M11.

EBITDA (R$ million)

Ultragaz – In 3Q12, Ultragaz’s EBITDA was R$ 72 million, down 10% from 3Q11, mainly due to the effects of inflation on personnel expenses and higher expenses on marketing and sales campaigns. Compared with 2Q12, Ultragaz’s EBITDA increased by 11%, mainly derived from higher seasonal volume, lower freight expenses and cost reduction initiatives in bottling and storage facilities. In 9M12, Ultragaz’s EBITDA totaled R$ 198 million, down 14% from 9M11.

Ipiranga – Ipiranga’s EBITDA amounted to R$ 418 million in 3Q12, up 6% over 3Q11, equivalent to an EBITDA margin of R$ 69/m³ or 3%, mainly due to higher sales volume, the evolution of costs of diesel and higher share of gasoline in the sales mix, partially offset by the non-recurring credit of R$ 60 million of PIS/COFINS in 3Q11. Excluding the non-recurring

credit of PIS/COFINS occurred in 3Q11, Ipiranga’s EBITDA grew by 25% compared to 3Q11. Compared with 2Q12, Ipiranga’s EBITDA increased by 12%, mainly due to higher seasonal volume and the evolution of costs of diesel. In 9M12, the Ipiranga’s EBITDA totaled R$ 1,129 million, up 14% over 9M11.

Oxiteno – Oxiteno’s EBITDA amounted to R$ 110 million in 3Q12, or US$ 266/ton, up 312% over 3Q11, mainly due to a 19% growth in the sales volume and a 24% weaker Real. In addition to these factors, the 3Q11 was negatively affected by historical costs of goods sold higher than replacement costs, with an effect estimated at R$ 21 million, and non-recurring costs of R$ 11 million resulting from the plant stoppage in Camaçari in 3Q11. Compared with 2Q12, Oxiteno’s EBITDA grew by 12%, mainly as a consequence of the growth in sales volume. In 9M12, Oxiteno’s EBITDA reached R$ 273 million, up 50% over 9M11.

Ultracargo – Ultracargo’s EBITDA amounted to R$ 40 million in 3Q12, up 33% over 3Q11, mainly due to the acquisition of Temmar and the mix of handled products and contracts. Compared with 2Q12, Ultracargo’s EBITDA increased by 10%, mainly due to the acquisition of Temmar. In 9M12, Ultracargo’s EBITDA totaled R$ 109 million, up 22% over 9M11.

Depreciation and amortization – Total depreciation and amortization costs and expenses in 3Q12 amounted to R$ 181 million, up 23% over 3Q11, as a result of higher investments made, mainly in Ipiranga, and acquisitions. Compared with 2Q12, Ultrapar’s depreciation and amortization costs and expenses increased by 8%. In 9M12, Ultrapar’s depreciation and amortization costs and expenses totaled R$ 511 million, up 20% over 9M11.

Financial results – Ultrapar reported R$ 58 million of net financial expense in 3Q12, R$ 19 million and R$ 27 million lower than the net financial expense of 3Q11 and 2Q12, respectively, mainly due to the effects of exchange rate fluctuations and the reduction of interest rates in the periods. At the end of 3Q12, net debt totaled R$ 3,403 million, corresponding to 1.5 times EBITDA for the last 12 months, in line with a ratio of 1.5 times in 3Q11 and 2Q12. In 9M12, Ultrapar’s reported net financial expense totaled R$ 206 million, down R$ 8 million from 9M11.

Net earnings – Ultrapar’s consolidated net earnings in 3Q12 amounted to R$ 291 million, equivalent to a net margin of 2.1%, up 29% and 24% over 3Q11 and 2Q12, respectively, mainly due to the EBITDA growth between the periods. In 9M12, Ultrapar reported net earnings of R$ 716 million, up 13% over 9M11.

Investments – Total investments, net of disposals and repayments, amounted to R$ 343 million in 3Q12, allocated as follows:

·	At Ultragaz, R$ 38 million were invested, directed mainly to new clients in the bulk segment and renewal of LPG bottles.

At Ipiranga, R$ 213 million were invested, directed mainly to the expansion and maintenance of the service stations network and logistics infrastructure. Of the total amount invested, R$ 199 million were invested in fixed and intangible assets and R$ 14 million relate to loans granted, net of repayments of loans to clients. On September 19th, 2012, the Board of Directors of Ultrapar approved an additional investment budget of R$ 115 million for Ipiranga in 2012, mainly due to the revision of projects for expansion and maintenance of the service station network. With this additional investment, the total investment budget for Ipiranga in 2012 amounts to R$ 890 million.

At Oxiteno, R$ 16 million were invested, directed mainly to the specialty chemicals plant in the United States and the maintenance of its production units. On September 19th, 2012, the Board of Directors of Ultrapar approved the Oxiteno’s proposed investment to expand the production capacity by 100 thousand tons/year in the United States and Mexico, totaling US$ 92 million, of which US$ 5 million are estimated to be spent in 2012. With this addition, the total investment budget for Oxiteno in 2012 reaches R$ 126 million.

Ultracargo invested R$ 11 million, directed mainly to the expansion of 72 thousand m³ in the Aratu and Santos terminals, of which 46 thousand cubic meters have been completed. We estimate that the remaining 26 thousand m³ will become operational by the end of 4Q12. Ultracargo concluded, on July 31st, the financial settlement of the acquisition of Temmar, in the amount of R$ 66 million, in addition to the assumption of R$ 41 million net debt and payment of loan in the amount of R$ 50 million.

R$ million	3Q12	9M12	Total investments, net of disposals and repayments (R$ million)
Additions to fixed and intangible assets
Ultragaz	38	130
Ipiranga	199	541
Oxiteno	16	86
Ultracargo	11	78
Total – additions to fixed and intangible assets¹	269	848
Financing and bonuses to clients² – Ipiranga	14	(5)
Acquisition (disposal) of equity interest³	59	59
Total investments, net of disposals and repayments	343	902

¹ Includes the consolidation of Serma.

² Financing to clients is included as working capital in the Cash Flow Statement.

³ Includes the acquisition of Temmar and the sale of the catalyst production unit by Oxiteno.

Ultrapar in the capital markets

Ultrapar’s average daily trading volume in 3Q12 was R$ 60 million/day, 68% higher than the daily average of R$ 36 million in 3Q11, considering the combined trading on the BM&FBOVESPA and the NYSE. Ultrapar's share price closed 3Q12 quoted at R$ 45.61/share on the BM&FBOVESPA, with an accumulated appreciation of 1% in the quarter and 55% over the last 12 months. During the same periods, the Ibovespa index appreciated by 9% and 13%, respectively. At the NYSE, Ultrapar’s shares depreciated by 2% in 3Q12 and appreciated by 41% over the last 12 months, while the Dow Jones index appreciated by 4% in 3Q12 and 23% over the last 12 months. Ultrapar closed 3Q12 with a market value of R$ 25 billion, up 55% over 3Q11.

Performance of UGPA3 vs. Ibovespa – 3Q12 (Base 100)

Average daily trading volume

(R$ million)

Outlook

Based on consistent planning and execution of our strategy, combined with the characteristics of our businesses - partly resilient and partly leveraged on the economic growth - we expect to continue the growth trajectory of our results, benefiting from investments made and from the growth of our markets. Ipiranga will continue to reap benefits from the growth of the vehicle fleet in Brazil and investments in expansion, with a focus on the North, Northeast and Midwest regions of the country. Oxiteno will keep capturing benefits from the completion and maturing process of investments in Brazil in a more favorable exchange rate environment, in addition to focusing on its international expansion plan, with expansions already announced in the United States and Mexico and the recent closing of the acquisition of the specialty chemicals plant in Uruguay. Ultracargo concludes in 2012 a cycle of expansions that increase its capacity by 15%, in order to meet the growing demand for liquid bulk storage in Brazil, as well as reaps the benefits of the acquisition of Temmar at the port of Itaqui, which strengthened its operating scale and marked its entry into this important port. In Ultragaz, economic growth and investments will continue to contribute to the growth in sales volume in the bulk LPG segment, coupled with the company's focus on managing costs and expenses. We will continue attentive to acquisition and investment opportunities in all of our businesses, aiming to continued growth and value creation of Ultrapar.

Forthcoming events

Conference call / Webcast: November 9th, 2012

Ultrapar will be holding a conference call for analysts on November 9th, 2012 to comment on the company's performance in the third quarter of 2012 and outlook. The presentation will be available for download on the company's website 30 minutes prior to the conference call.

Brazilian: 9:30 a.m. (US EST)

Hotel Unique (public meeting with investors)

São Paulo – SP

Telephone for connection: +55 11 2188 0155

Code: Ultrapar

International: 12:00 p.m. (US EST)

Participants in the US: 1 877 317 6776

Participants in Brazil: 0800 891 0015

Participants in other countries: +1 412 317 6776

Code: Ultrapar

WEBCAST live via Internet at www.ultra.com.br. Please connect 15 minutes in advance.

This document may contain forecasts of future events. Such predictions merely reflect the expectations of the Company's management. Words such as: "believe", "expect", "plan", "strategy", "prospects", "envisage", "estimate", "forecast", "anticipate", "may" and other words with similar meaning are intended as preliminary declarations regarding expectations and future forecasts. Such declarations are subject to risks and uncertainties, anticipated by the Company or otherwise, which

could mean that the reported results turn out to be significantly different from those forecasts. Therefore, the reader should not base investment decisions solely on these estimates.

Operational and market information

Financial focus	3Q12	3Q11	2Q12	9M12	9M11
EBITDA margin Ultrapar	4.6%	4.1%	4.4%	4.4%	4.2%
Net margin Ultrapar	2.1%	1.7%	1.8%	1.8%	1.8%
Focus on human resources	3Q12	3Q11	2Q12	9M12	9M11
Number of employees – Ultrapar	9,135	9,025	9,071	9,135	9,025
Number of employees – Ultragaz	3,977	4,101	4,022	3,977	4,101
Number of employees – Ipiranga	2,553	2,400	2,526	2,553	2,400
Number of employees – Oxiteno	1,608	1,621	1,582	1,608	1,621
Number of employees – Ultracargo	590	565	542	590	565
Focus on capital markets1	3Q12	3Q11	2Q12	9M12	9M11
Number of shares (000)	544,384	544,384	544,384	544,384	544,384
Market capitalization2 – R$ million	24,976	15,062	22,860	22,791	14,847
BM&FBOVESPA1	3Q12	3Q11	2Q12	9M12	9M11
Average daily volume (shares)	810,900	911,854	778,758	778,092	923,981
Average daily volume (R$ 000)	37,252	25,060	32,703	32,576	25,104
Average share price (R$/share)	45.9	27.5	42.0	41.9	27.2
NYSE1	3Q12	3Q11	2Q12	9M12	9M11
Quantity of ADRs3 (000 ADRs)	42,869	56,375	46,076	42,869	56,375
Average daily volume (ADRs)	504,718	388,914	542,525	504,282	334,614
Average daily volume (US$ 000)	11,390	6,588	11,669	10,958	5,616
Average share price (US$/ADR)	22.6	16.9	21.5	21.7	16.8
Total1	3Q12	3Q11	2Q12	9M12	9M11
Average daily volume (shares)	1,315,618	1,300,768	1,321,283	1,282,374	1,258,596
Average daily volume (R$ 000)	60,360	35,989	55,490	53,688	34,327

All financial information is presented according to the accounting principles laid down in the Brazilian Corporate Law. All figures are expressed in Brazilian Reais, except for the amounts on page 21, which are expressed in US dollars and were obtained using the average exchange rate (commercial dollar rate) for the corresponding periods.

For additional information, please contact:

Investor Relations - Ultrapar Participações S.A.

+55 11 3177 7014

invest@ultra.com.br

www.ultra.com.br

1	Information retroactively adjusted to reflect the 1:4 stock split approved in the Special Shareholders’ Meeting held on February 10th, 2011.

2 Calculated based on the weighted average price in the period.

3 1 ADR = 1 preferred share



ULTRAPAR CONSOLIDATED BALANCE SHEET In millions of Reais - IFRS

	QUARTERS ENDED IN
	SEP			SEP			JUN
	2012			2011			2012

ASSETS

Cash and financial investments		2,125.4			2,575.4			2,344.8
Trade accounts receivable		2,388.6			1,992.0			2,184.3
Inventories		1,280.1			1,214.0			1,314.4
Taxes		398.4			451.0			406.5
Other		62.7			53.3			80.1
Total Current Assets		6,255.2			6,285.7			6,330.1

Investments		15.5			15.5			15.5
Property, plant and equipment and intangibles		6,305.1			5,627.6			6,066.6
Financial investments		136.5			66.7			125.2
Trade accounts receivable		116.1			113.0			112.0
Deferred income tax		495.6			549.1			501.8
Escrow deposits		517.3			448.7			507.5
Other		190.9			157.6			197.8
Total Non-Current Assets		7,777.0			6,978.3			7,526.4

TOTAL ASSETS		14,032.2			13,264.0			13,856.4

LIABILITIES

Loans, financing and debenturers		1,940.3			1,472.4			1,954.4
Suppliers		1,013.3			809.5			974.0
Payroll and related charges		227.8			245.3			191.1
Taxes		173.3			201.5			160.4
Other		123.4			116.6			126.3
Total Current Liabilities		3,478.0			2,845.3			3,406.2

Loans, financing and debenturers		3,724.8			4,142.1			3,673.7
Provision for contingencies		550.6			500.0			534.6
Post-retirement benefits		109.6			92.4			106.2
Other		264.3			180.7			249.8
Total Non-Current Liabilities		4,649.3			4,915.2			4,564.3

TOTAL LIABILITIES		8,127.3			7,760.5			7,970.5

STOCKHOLDERS' EQUITY

Capital		3,696.8			3,696.8			3,696.8
Reserves		1,854.7			1,528.8			1,854.8
Treasury shares		(119.9	)		(120.0	)		(119.9	)
Others		445.0			371.0			427.9
Non-controlling interest		28.3			26.9			26.4
Total shareholders’ equity		5,904.9			5,503.5			5,885.9

TOTAL LIAB. AND STOCKHOLDERS' EQUITY		14,032.2			13,264.0			13,856.4


Cash and financial investments		2,261.9			2,642.1			2,470.0
Debt		(5,665.1	)		(5,614.4	)		(5,628.1	)
Net cash (debt)		(3,403.2	)		(2,972.4	)		(3,158.1	)

ULTRAPAR CONSOLIDATED INCOME STATEMENT In millions of Reais (except per share data) - IFRS

	QUARTERS ENDED IN									ACCUMULATED
	SEP			SEP			JUN			SEP			SEP
	2012			2011			2012			2012			2011


Net sales and services		14,122.9			12,909.3			13,048.2			39,572.5			35,902.9

Cost of sales and services		(13,037.0	)		(11,982.7	)		(12,038.0	)		(36,571.9	)		(33,298.4	)

Gross profit		1,085.9			926.6			1,010.3			3,000.6			2,604.5

Operating expenses
Selling		(406.1	)		(356.0	)		(393.4	)		(1,176.9	)		(981.1	)
General and administrative		(233.0	)		(187.8	)		(218.9	)		(649.0	)		(570.0	)

Other operating income (expenses), net		19.1			5.7			13.5			42.1			26.8
Income from sale of assets		4.8			9.3			(2.7	)		0.6			15.4

Operating income		470.8			397.8			408.8			1,217.5			1,095.6

Financial results
Financial income		47.9			83.8			54.6			168.8			249.1
Financial expenses		(106.3	)		(161.2	)		(139.5	)		(374.9	)		(463.1	)
Equity in earnings (losses) of affiliates		0.0			0.2			0.2			0.2			0.1

Income before income and social contribution taxes		412.4			320.5			324.1			1,011.6			881.8

Provision for income and social contribution taxes
Current		(116.4	)		(86.8	)		(68.4	)		(263.7	)		(217.4	)
Deferred		(18.1	)		(12.9	)		(29.7	)		(61.3	)		(49.2	)
Benefit of tax holidays		12.8			4.0			8.1			29.6			18.4

Net Income		290.8			224.7			234.0			716.2			633.6

Net income attributable to:
Shareholders of Ultrapar		288.7			223.1			232.5			711.2			628.7
Non-controlling shareholders of the subsidiaries		2.1			1.6			1.5			5.0			4.9

EBITDA		646.9			535.7			579.0			1,727.6			1,505.7
Depreciation and amortization		181.0			147.2			167.5			510.6			425.4
Total investments, net of disposals and repayments		342.5			232.7			355.4			901.8			703.3

RATIOS

Earnings per share - R$		0.54			0.42			0.43			1.33			1.18
Net debt / Stockholders' equity		0.58			0.54			0.54			0.58			0.54
Net debt / LTM EBITDA		1.52			1.51			1.49			1.52			1.51
Net interest expense / EBITDA		0.09			0.14			0.15			0.12			0.14
Gross margin		7.7	%		7.2	%		7.7	%		7.6	%		7.3	%
Operating margin		3.3	%		3.1	%		3.1	%		3.1	%		3.1	%
EBITDA margin		4.6	%		4.1	%		4.4	%		4.4	%		4.2	%

ULTRAPAR CONSOLIDATED CASH FLOW STATEMENT In millions of Reais - IFRS


	JAN - SEP
	2012			2011


Cash Flows from operating activities		1,335.3			1,036.3
Net income		716.2			633.6
Depreciation and amortization		510.6			425.4
Working capital		(260.6	)		(488.4	)
Financial expenses (A)		413.3			594.0
Deferred income and social contribution taxes		61.3			49.2
Income from sale of assets		(0.6	)		(15.4	)
Cash paid for income and social contribution taxes (B)		(100.0	)		(77.0	)
Other (B)		(5.1	)		(85.2	)

Cash Flows from investing activities		(906.7	)		(706.3	)
Additions to fixed and intangible assets, net of disposals		(847.6	)		(679.7	)
Acquisition and sale of equity investments		(59.1	)		(26.6	)

Cash Flows from (used in) financing activities		(954.2	)		(908.2	)
Debt raising		1,725.3			746.1
Amortization of debt		(1,842.9	)		(989.6	)
Interest paid		(233.7	)		(157.1	)
Payment of financial lease		(3.4	)		(5.8	)
Payment of loan with Noble Brasil		(50.0	)		-
Related parties		(0.8	)		(0.1	)
Dividends paid (C)		(548.5	)		(501.8	)


Net increase (decrease) in cash and cash equivalents		(525.6	)		(578.3	)

Cash from subsidiaries acquired		5.2			-

Cash and cash equivalents at the beginning of the period (D)		2,782.3			3,220.4

Cash and cash equivalents at the end of the period (D)		2,261.9			2,642.1

(A)	Comprised of interest and exchange rate and inflationary variation expenses on loans and financing. Does not include revenues from
	interest and exchange rate and inflationary variation on cash equivalents.
(B)	Comprised mainly of noncurrent assets and liabilities variations net.
(C)	Includes dividends paid by Ultrapar and its subsidiaries to third parties.
(D)	Includes long term financial investments.

ULTRAGAZ CONSOLIDATED INVESTED CAPITAL In millions of Reais - IFRS

	QUARTERS ENDED IN
	SEP		SEP		JUN
	2012		2011		2012


OPERATING ASSETS
Trade accounts receivable		202.5		185.2		204.3
Trade accounts receivable - noncurrent portion		24.4		26.7		26.3
Inventories		51.0		53.0		44.9
Taxes		27.0		19.5		26.2
Escrow deposits		126.6		109.6		121.4
Other		28.3		23.8		32.9
Property, plant and equipment and intangibles		733.8		664.7		731.7

TOTAL OPERATING ASSETS		1,193.6		1,082.6		1,187.8

OPERATING LIABILITIES
Suppliers		44.7		39.7		51.4
Payroll and related charges		74.9		77.1		66.7
Taxes		4.6		6.5		5.0
Provision for contingencies		70.9		51.1		67.9
Other accounts payable		12.4		8.2		11.7

TOTAL OPERATING LIABILITIES		207.6		182.6		202.7

ULTRAGAZ CONSOLIDATED INCOME STATEMENT In millions of Reais - IFRS

	QUARTERS ENDED IN									ACCUMULATED
	SEP			SEP			JUN			SEP			SEP
	2012			2011			2012			2012			2011


Net sales		997.1			998.5			972.7			2,890.2			2,810.4

Cost of sales and services		(853.5	)		(850.2	)		(835.3	)		(2,482.5	)		(2,388.1	)

Gross profit		143.6			148.3			137.4			407.8			422.3

Operating expenses
Selling		(75.2	)		(70.0	)		(77.4	)		(220.3	)		(192.8	)
General and administrative		(29.6	)		(28.4	)		(28.6	)		(88.1	)		(83.7	)

Other operating income (expenses), net		(0.3	)		(0.3	)		0.2			(0.0	)		(0.7	)

Operating income1		38.5			49.5			31.6			99.4			145.0

EBITDA		71.7			79.2			64.6			198.0			230.8
Depreciation and amortization		33.2			29.7			33.0			98.6			85.7


RATIOS

Gross margin (R$/ton)		329			338			323			322			342
Operating margin1 (R$/ton)		88			113			74			79			117
EBITDA margin (R$/ton)		164			181			152			156			187

1 Before income from sale of assets

IPIRANGA CONSOLIDATED INVESTED CAPITAL In millions of Reais - IFRS

	QUARTERS ENDED IN
	SEP		SEP		JUN
	2012		2011		2012

OPERATING ASSETS
Trade accounts receivable		1,703.0		1,403.6		1,535.6
Trade accounts receivable - noncurrent portion		91.4		85.9		85.4
Inventories		800.0		709.5		811.4
Taxes		142.8		212.2		158.5
Other		174.3		132.8		186.9
Property, plant and equipment and intangibles		2,734.7		2,352.7		2,634.1

TOTAL OPERATING ASSETS		5,646.1		4,896.7		5,412.0

OPERATING LIABILITIES
Suppliers		831.9		648.6		776.2
Payroll and related charges		77.0		90.9		59.8
Post-retirement benefits		95.5		86.0		92.5
Taxes		68.2		86.1		68.5
Provision for contingencies		171.9		173.2		168.6
Other accounts payable		157.6		130.1		169.5

TOTAL OPERATING LIABILITIES		1,402.1		1,214.8		1,335.0

IPIRANGA CONSOLIDATED INCOME STATEMENT In millions of Reais - IFRS

	QUARTERS ENDED IN									ACCUMULATED
	SEP			SEP			JUN			SEP			SEP
	2012			2011			2012			2012			2011


Net sales		12,248.7			11,218.1			11,275.7			34,288.2			31,153.5

Cost of sales and services		(11,539.4	)		(10,555.5	)		(10,614.1	)		(32,304.7	)		(29,429.4	)

Gross profit		709.3			662.7			661.6			1,983.5			1,724.1

Operating expenses
Selling		(276.1	)		(248.5	)		(268.3	)		(808.0	)		(674.2	)
General and administrative		(137.2	)		(107.7	)		(127.7	)		(381.2	)		(321.0	)

Other operating income (expenses), net		19.3			7.2			15.8			50.1			27.9

Operating income1		315.4			313.7			281.4			844.5			756.9

EBITDA		417.7			393.7			374.5			1,129.0			988.4
Depreciation and amortization		102.3			80.1			93.1			284.5			231.5

RATIOS

Gross margin (R$/m3)		117			115			116			115			107
Operating margin1 (R$/m3)		52			54			49			49			47
EBITDA margin (R$/m3)		69			68			66			66			61
EBITDA margin (%)		3.4	%		3.5	%		3.3	%		3.3	%		3.2	%

1Before income from sale of assets

OXITENO CONSOLIDATED INVESTED CAPITAL In millions of Reais - IFRS

	QUARTERS ENDED IN
	SEP		SEP		JUN
	2012		2011		2012

OPERATING ASSETS
Trade accounts receivable		460.7		380.6		423.0
Inventories		420.7		445.1		450.5
Taxes		143.3		124.6		145.8
Other		92.4		82.0		93.9
Property, plant and equipment and intangibles		1,550.3		1,564.0		1,568.7

TOTAL OPERATING ASSETS		2,667.4		2,596.2		2,682.0

OPERATING LIABILITIES
Suppliers		120.0		109.7		132.1
Payroll and related charges		61.3		56.6		50.6
Taxes		26.0		27.4		28.9
Provision for contingencies		89.8		78.1		88.7
Other accounts payable		14.0		6.8		12.6

TOTAL OPERATING LIABILITIES		311.1		278.7		312.9

OXITENO CONSOLIDATED INCOME STATEMENT In millions of Reais - IFRS

	QUARTERS ENDED IN									ACCUMULATED
	SEP			SEP			JUN			SEP			SEP
	2012			2011			2012			2012			2011


Net sales		795.9			624.4			724.4			2,167.0			1,746.7

Cost of goods sold
Variable		(522.8	)		(466.8	)		(472.9	)		(1,440.4	)		(1,174.1	)
Fixed		(62.4	)		(59.7	)		(59.2	)		(176.3	)		(166.0	)
Depreciation and amortization		(29.2	)		(25.0	)		(28.1	)		(84.5	)		(71.8	)

Gross profit		181.6			72.9			164.2			465.8			334.8

Operating expenses
Selling		(51.2	)		(36.2	)		(45.5	)		(140.6	)		(109.3	)
General and administrative		(50.8	)		(36.6	)		(51.3	)		(142.6	)		(120.7	)

Other operating income (expenses), net		(0.9	)		(0.7	)		0.2			(1.3	)		(2.1	)

Operating income1		78.7			(0.6	)		67.7			181.3			102.8

EBITDA		110.5			26.8			98.2			272.9			181.5
Depreciation and amortization		31.8			27.4			30.5			91.7			78.7

RATIOS

Gross margin (R$/ton)		888			424			887			808			696
Operating margin1 (R$/ton)		385			(3	)		365			315			214
EBITDA margin (R$/ton)		540			156			530			474			377

1 Before income from sale of assets

ULTRACARGO CONSOLIDATED INVESTED CAPITAL In millions of Reais - IFRS

	QUARTERS ENDED IN
	SEP		SEP		JUN
	2012		2011		2012

OPERATING ASSETS
Trade accounts receivable		20.7		22.4		20.9
Inventories		2.2		1.5		2.0
Taxes		10.9		6.6		7.3
Other		13.1		10.1		11.2
Property, plant and equipment and intangibles		963.4		733.7		810.6

TOTAL OPERATING ASSETS		1,010.3		774.3		852.0

OPERATING LIABILITIES
Suppliers		10.5		16.2		11.6
Payroll and related charges		13.3		16.8		12.9
Taxes		4.8		3.8		4.5
Provision for contingencies		10.7		13.3		10.0
Other accounts payable¹		51.6		42.8		42.2

TOTAL OPERATING LIABILITIES		91.0		92.9		81.3

¹ Includes the long term obligations with clients account and the R$ 12 million minimum extra amount related to the acquisition of Temmar, in the port of Itaqui

ULTRACARGO CONSOLIDATED INCOME STATEMENT In millions of Reais - IFRS

	QUARTERS ENDED IN									ACCUMULATED
	SEP			SEP			JUN			SEP			SEP
	2012			2011			2012			2012			2011


Net sales		78.8			68.2			74.0			222.0			198.1

Cost of sales and services		(31.5	)		(28.8	)		(29.7	)		(89.5	)		(83.8	)

Gross profit		47.2			39.4			44.3			132.5			114.2

Operating expenses
Selling		(3.4	)		(1.1	)		(2.0	)		(7.2	)		(4.0	)
General and administrative		(15.4	)		(15.2	)		(15.1	)		(45.7	)		(44.5	)

Other operating income (expenses), net		0.9			(0.5	)		1.1			2.5			1.8

Operating income1		29.3			22.8			28.2			82.2			67.6

EBITDA		40.1			30.1			36.5			109.2			89.1
Depreciation and amortization		10.7			7.4			8.3			27.0			21.6

RATIOS

Gross margin		60	%		58	%		60	%		60	%		58	%
Operating margin1		37	%		33	%		38	%		37	%		34	%
EBITDA margin		51	%		44	%		49	%		49	%		45	%

1 Before income from sale of assets

ULTRAPAR CONSOLIDATED INCOME STATEMENT In millions of US dollars except where otherwise mentioned - IFRS

	QUARTERS ENDED IN									ACCUMULATED
	SEP			SEP			JUN			SEP			SEP
	2012			2011			2012			2012			2011


Net sales
Ultrapar		6,961.4			7,886.4			6,645.9			20,611.1			21,981.8
Ultragaz		491.5			610.0			495.4			1,505.4			1,720.7
Ipiranga		6,037.5			6,853.3			5,743.1			17,858.8			19,073.9
Oxiteno		392.3			381.4			368.9			1,128.7			1,069.4
Ultracargo		38.8			41.7			37.7			115.6			121.3

EBITDA
Ultrapar		318.9			327.3			294.9			899.8			921.9
Ultragaz		35.3			48.4			32.9			103.1			141.3
Ipiranga		205.9			240.5			190.8			588.0			605.2
Oxiteno		54.4			16.4			50.0			142.2			111.1
Ultracargo		19.7			18.4			18.6			56.9			54.6

Operating income
Ultrapar		232.1			243.0			208.2			634.1			670.8
Ultragaz1		19.0			30.3			16.1			51.8			88.8
Ipiranga1		155.5			191.6			143.3			439.9			463.4
Oxiteno1		38.8			(0.3	)		34.5			94.4			62.9
Ultracargo1		14.5			13.9			14.4			42.8			41.4

EBITDA margin
Ultrapar		5	%		4	%		4	%		4	%		4	%
Ultragaz		7	%		8	%		7	%		7	%		8	%
Ipiranga		3	%		4	%		3	%		3	%		3	%
Oxiteno		14	%		4	%		14	%		13	%		10	%
Ultracargo		51	%		44	%		49	%		49	%		45	%

EBITDA margin / volume
Ultragaz (US$/ton)		81			110			77			81			114
Ipiranga (US$/m3)		34			42			33			34			38
Oxiteno (US$/ton)		266			95			270			247			231

Net income
Ultrapar		143.3			137.3			119.2			373.0			387.9

Net income / share (US$)		0.27			0.26			0.22			0.69			0.72

1 Before income from sale of assets

ULTRAPAR PARTICIPAÇÕES S/A
LOANS
In millions of Reais - Accounting practices adopted in Brazil

LOANS	Balance in September/2012
	Ultragaz	Oxiteno	Ultracargo	Ipiranga	Ultrapar Parent Company / Other	Ultrapar Consolidated	Index/	Weighted average interest
							Currency	rate (% p.y.) ¹	Maturity
Foreign Currency

Notes	514.6	-	-	-	-	514.6	US$	7.2	2015
Foreign loan	-	121.9	-	-	-	121.9	US$ + LIBOR	1.0	2014
Advances on foreign exchange contracts	-	98.9	-	-	-	98.9	US$	2.2	< 319 days
Foreign currency advances delivered	-	75.0	-	-	-	75.0	US$	1.4	< 116 days
BNDES	21.4	32.7	0.0	9.3	-	63.4	US$	5.5	2012 to 2018
Financial institutions	-	41.0	-	-	-	41.0	US$	2.4	2017
Financial institutions	-	39.5	-	-	-	39.5	Bs	12.1	2012 to 2014
Financial institutions	-	38.2	-	-	-	38.2	MX$ + TIIE	1.3	2014 to 2016
Import Financing (FINIMP)	-	-	1.0	-	-	1.0	US$	7.0	2012
BNDES	-	-	-	-	0.3	0.3	UMBNDES	6.9	2016


Subtotal	536.0	447.2	1.0	9.3	0.3	993.8
Check
Local Currency

Banco do Brasil fixed rate ²	-	-	-	1,901.3	-	1,901.3	R$	11.9	2013 to 2015
Debentures - 4th issuance	-	-	-	-	829.7	829.7	CDI	108.2	2015
BNDES	184.4	239.6	144.7	116.9	1.2	686.9	TJLP	2.6	2012 to 2019
Banco do Brasil floating rate	-	-	-	656.8	-	656.8	CDI	101.4	2014
Debentures - 3rd issuance	-	-	-	-	215.9	215.9	CDI	108.5	2012
Banco do Nordeste do Brasil	-	76.2	45.9	-	-	122.0	R$	8.5	2018 to 2021
Loan - MaxFácil	-	-	-	92.1	-	92.1	CDI	100.0	2012
BNDES	7.6	13.3	2.2	25.9	0.4	49.4	R$	5.8	2015 to 2021
Financial leasing	42.8	-	-	-	-	42.8	IGPM	5.6	2031
Research and projects financing (FINEP)	1.0	28.3	-	-	-	29.3	TJLP	0.3	2013 to 2014
Debentures - RPR	-	-	-	-	20.6	20.6	CDI	118.0	2014
Research and projects financing (FINEP)	-	11.3	-	5.2	-	16.6	R$	4.0	2019 to 2021
Agency for Financing Machinery and Equipment (FINAME)	-	-	-	0.8	-	0.8	TJLP	2.8	2012 to 2013
Financial leasing fixed rate	-	-	-	0.2	0.5	0.7	R$	14.7	2013 to 2014

Subtotal	235.8	368.7	192.7	2,799.2	1,068.3	4,664.8
Check
Unrealized losses on swaps transactions	-	6.5	-	0.0	-	6.5

Total	771.8	822.4	193.8	2,808.5	1,068.6	5,665.1
Check
Composition per annum

Up to 1 year	89.5	365.7	35.9	1,187.2	262.1	1,940.3
From 1 to 2 years	47.9	229.9	39.4	1,106.8	5.2	1,429.1
From 2 to 3 years	41.8	75.8	35.1	460.3	800.7	1,413.7
From 3 to 4 years	540.4	57.3	30.3	31.2	0.4	659.6
From 4 to 5 years	16.9	65.5	24.0	18.8	0.1	125.4
Thereafter	35.3	28.3	29.1	4.3	0.1	97.1

Total	771.8	822.4	193.8	2,808.5	1,068.6	5,665.1

Libor = London Interbank Offered Rate / MX$ = Mexican Peso / TIIE = Mexican Interbank Interest Rate Even / Bs = Bolivar Forte from Venezuela / UMBNDES = monetary unit of Banco Nacional de Desenvolvimento Econômico e Social (“BNDES”) is a “basket of currencies” representing the composition of foreign currency debt obligations of BNDES. As of September 2012, 97% of this composition reflected the U.S. dollar / CDI = interbank certificate of deposit rate / TJLP = basic financing cost of BNDES (set by National Monetary Council. On September 30, 2012, TJLP was fixed at 6% p.a. / IGPM = General Index of Market Prices

Balance in September/2012

Ultragaz

Oxiteno

Ultracargo

Ipiranga

Ultrapar Parent Company / Other

Ultrapar

Consolidated

CASH AND LONG TERM INVESTMENTS

794.5

603.2

78.7

695.9

89.6

2,261.9

¹ Some loans have hedging against foreign currency exposure and interest rate (see note 22 to financial statements).

² For this loan, a hedging instrument was hired with the objective of swapping the fixed to floating rate, equivalent to 99% of CDI on average.

Item 3

ULTRAPAR PARTICIPAÇÕES S.A.

Publicly Traded Company

CNPJ nº 33.256.439/0001- 39

NIRE 35.300.109.724

MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS (10/2012)

Date, Time e Location:

November 7th, 2012, at 2:30 p.m., at the Company’s headquarters, located at Av. Brigadeiro Luis Antônio, nr 1,343 – 9th floor, in the City and State of São Paulo.

Attendance:

(i) Members of the Board of Directors; and (ii) president of the Fiscal Council.

Decisions:

After having analyzed and discussed the performance of the Company in the third quarter of the current fiscal year, the respective financial statements were approved.

The members of the Board of Directors were updated on strategic and expansion projects of the Company’s subsidiaries.

The members of the Board of Directors authorized the Company to guarantee the main and ancillary obligations under an unsecured, single tranche, simple debentures, non convertible into shares, guaranteed by third party, to be issued by Ipiranga

(Minutes of the Meeting of the Board of Directors of Ultrapar Participações S.A., held on November 7th, 2012)

Produtos de Petróleo S.A. (“Ipiranga”), a wholly-owned subsidiary of the Company (“Issuance” and “Debentures”, respectively). The Debentures will be issued for public distribution with restricted efforts, pursuant to CVM instruction nr 476, of January 16th, 2009, as amended.

3.1 The total amount to be issued is up to R$600,000,000.00 (six hundred million reais) as of the offering date, when up to 60,000 (sixty thousand) Debentures will be issued, with par value unit of R$10,000.00 (ten thousand reais) (“Unit Nominal Value”), in a single tranche. The Debentures will have semi-annual interest payments, amortization in a single installment at the final maturity date and will bear interest corresponding to 107.90% of the accumulated variation of the average daily DI rates (Inter-bank deposits of one-day), calculated and published by CETIP.

3.2 The Debentures will have a 5-year term, starting from the offering date.

3.3 The guarantee will be provided without exception or reserve, and the Company will be the guarantor and principal payer, on a joint and several liability basis, of the main and ancillary obligations of Ipiranga in connection the Debentures.

The members of the Board of Directors approved the hiring, by Ipiranga, of a loan and a related swap contract, from dollar into real, with Banco de Tokyo-Mitsubishi UFJ, in the amount of US$80,000,000.00 (eighty million dollars), with a 3-year term.

(Minutes of the Meeting of the Board of Directors of Ultrapar Participações S.A., held on November 7th, 2012)

The members of the Board of Directors authorized the Officers to take any measures necessary to implement the resolutions in items 3 and 4, including the signing of the documents related to these items and the definition of other terms and conditions.

The members of the Board of Directors decided to distribute, pursuant to the terms of the plan approved at the extraordinary general meeting of the Company held on November 26th, 2003, shares to certain executives of the Company, according to the proposal filed in the Company’s headquarters, presented by the Chief Executive Officer and endorsed by the Compensation Committee.

Observations: The deliberations were approved, with no amendments or qualifications, by all the Board Members present.

As there were no further matters to be discussed, the meeting was closed, and the minutes of this meeting were written, read, approved and executed by all the undersigned members present, as well as by the member of the fiscal council aa) Paulo Guilherme Aguiar Cunha – Chairman; Lucio de Castro Andrade Filho - Vice-Chairman; Ana Maria Levy Villela Igel; Paulo Vieira Belotti; Renato Ochman; Nildemar Secches; Luiz Carlos Teixeira; Thilo Mannhardt – Board members; Flavio Cesar Maia Luz – President of the Fiscal Council.

(Minutes of the Meeting of the Board of Directors of Ultrapar Participações S.A., held on November 7th, 2012)

I hereby declare that this is a true and faithful copy of the minutes of the meeting, which has been entered in the appropriate registration book.

Paulo Guilherme Aguiar Cunha

Chairman

Item 4


ULTRAPAR PARTICIPAÇÕES S.A. Publicly Traded Company CNPJ nº 33.256.439/0001- 39 NIRE 35.300.109.724	IPIRANGA PRODUTOS DE PETRÓLEO S.A. Closely Held Company CNPJ nº 33.337.122/0001-27 NIRE 31.300.290.401

MATERIAL NOTICE

São Paulo, Brazil – November 7th, 2012 – IPIRANGA PRODUTOS DE PETRÓLEO S.A. (“IPP” or “Issuer”) hereby informs that IPP’s extraordinary general shareholders’ meeting held today approved the issuance of R$600,000,000.00 (six hundred million Reais) unsecured, single tranche, simple debentures, non convertible into shares, all nominative and in the book-entry form, guaranteed by third party, with par value unit of R$10,000.00 (ten thousand reais) and a 5-year term, starting from the issuance date (“Issuance”).

ULTRAPAR PARTICIPAÇÕES S.A. (“Ultrapar” or “Company”) – (BM&FBOVESPA: UGPA3 / NYSE: UGP), as approved on this date at the meeting of the Board of Directors, will provide guarantee in respect of the main and ancillary obligations to be assumed by IPP in connection with the Issuance.

The debentures will have semi-annual interest payments, amortization in a single installment at the final maturity date and will bear interest corresponding to 107.90% of the accumulated variation of the average daily DI rates (Inter-bank deposits of one-day), calculated and published by CETIP.

The Issuance constitutes the 1st public distribution of debentures of the Issuer. It will be placed pursuant to the terms of CVM Instruction nr 476, of January 16th, 2009, on a firm commitment basis for the total amount issued, provided by the lead manager.

Banco Bradesco BBI S.A. was hired as lead manager and Banco Bradesco S.A. was hired as co-manager of this Issuance.

The proceeds of this Issuance will be used for the ordinary course of business of the Issuer, enhancing the company’s cash and extending its debt profile, providing higher financial flexibility.

André Covre

Chief Financial and Investor Relations Officer

ULTRAPAR PARTICIPAÇÕES S.A.

Leocadio de Almeida Antunes Filho

Chief Executive Officer

IPIRANGA PRODUTOS DE PETRÓLEO S.A.

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.

Date: November 7, 2012

ULTRAPAR HOLDINGS INC.

By:	/s/ André Covre
	Name:	André Covre
	Title:	Chief Financial and Investor Relations Officer

(Interim Financial Information, Earnings Release 3Q12, Minutes of Board of Directors, Material Notice)