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Lavoro Limited submitted a Form 15 certifying termination of its registration under Section 12(g) of the Exchange Act and suspension of the duty to file reports under Sections 13 and 15(d). The filing, dated March 6, 2026, is signed by Julian Garrido Del Val Neto, Chief Financial Officer. The classes listed are Class A ordinary shares and warrants; no other classes remain subject to the reporting duty in this notice.
Lavoro Limited notified the SEC of a removal of its Class A ordinary shares and warrants from listing and registration on The Nasdaq Stock Market LLC. The filing states, verbatim, "Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with the rules of the Exchange and the requirements of 17 CFR 240.12d2-2(c) governing the voluntary withdrawal."
The notice also records that the Exchange has followed its procedures under 17 CFR 240.12d2-2(b). The filing supplies the issuer's principal office address in São Paulo and describes the securities as Class A ordinary shares and warrants exercisable at an $11.50 exercise price.
Lavoro Limited plans to voluntarily delist its ordinary shares and warrants from the Nasdaq Global Market. The company intends to file a Form 25 on or about February 24, 2026, so it expects the last Nasdaq trading day to be on or about February 23, 2026. Around March 6, 2026, it also plans to file Form 15 to suspend U.S. SEC reporting obligations. Lavoro cites challenging market conditions in Brazil, low trading volume, limited U.S. investor interest and capital markets access, and the significant costs and management burden of remaining U.S.-listed as key reasons for this move. After delisting, any trading would be limited to private transactions and possibly over-the-counter markets, with no guarantee that an active market will develop.
Lavoro Limited reports that its subsidiary Lavoro Agro Holding S.A. (Lavoro Brazil) has obtained the statutory majority support of supplier creditors for its out-of-court restructuring agreement, known as the EJ Plan. This means creditors representing more than 50% in value of eligible supplier claims have agreed, a key requirement for court approval in Brazil.
The EJ Plan covers approximately R$2.5 billion of trade payables to agricultural input suppliers and, once approved by the São Paulo reorganization court, will reschedule these obligations over a two- to five-year period. It applies only to Lavoro Brazil and its agricultural input suppliers and does not affect financial lenders, employees, contractors, or other third parties. The plan also sets a standardized multi-year supply and financing framework intended to support product availability, improve financial flexibility, and reduce the risk of future supply chain disruptions.
Lavoro Limited has submitted a Form 6-K to the U.S. SEC for the month of June 2025. The filing serves as a current report from this foreign private issuer and confirms that the company files its annual reports on Form 20-F.
The submission primarily notifies investors that Exhibit 99.1—titled “Lavoro Limited Announces Results of Annual General Meeting Held on June 27, 2025”—is attached to the report. Specific voting outcomes or resolutions are not included in the supplied text; investors must review Exhibit 99.1 for full details. The document is signed by Chief Executive Officer Ruy Cunha and dated June 27, 2025.