Lavoro Limited (Nasdaq: LVRO) received a Nasdaq non‑compliance notice on November 19, 2025 for failing to file its Form 20‑F for the year ended June 30, 2025 by the required deadline. The notice was disclosed to the market on November 24, 2025, the day after the event occurred.
The notice cites a breach of Nasdaq Listing Rule 5250(c)(1) and requires Lavoro to submit a compliance plan by November 28, 2025. The company has already been granted an exception to file interim financials (Form 6‑K) through December 29, 2025, and any further extension will be limited to 180 days from that date.
The delay is linked to the company’s EJ Plan, a restructuring effort filed in June 2025 that aims to restructure approximately $430 million in trade payables and secure multi‑year supply commitments. The plan was prompted by inventory shortages in the Brazil Ag Retail segment, which contributed to a 34 % decline in revenue to about $6.2 billion for the fiscal year ended June 30, 2025.
Lavoro’s most recent quarterly results, released February 3, 2025, showed an earnings per share of –$0.39, missing the consensus estimate of –$0.01 by $0.38. The company’s revenue for the fiscal year ended June 30, 2025 fell 34 % from the prior year, reflecting the inventory challenges and the broader impact of the EJ Plan on operating efficiency.
Segmentally, Lavoro generates revenue from Brazil Ag Retail, LATAM Ag Retail, and Crop Care. The Brazil Ag Retail segment, which accounts for the largest share of sales, was most affected by the inventory shortfall, while LATAM Ag Retail and Crop Care have shown more modest declines, indicating that the restructuring’s impact is concentrated in the core Brazilian market.
The Nasdaq notice signals heightened regulatory scrutiny and could lead to further action if Lavoro fails to submit a compliant plan by the November 28 deadline. While the company’s listing status remains intact for now, the event may erode investor confidence until a clear path to compliance is demonstrated.
The company’s management has not issued a public statement regarding the notice, but the timing of the notice underscores the urgency of completing the EJ Plan and restoring timely filing practices to avoid potential delisting or other sanctions.
Lavoro must now focus on finalizing its compliance plan, addressing the regulatory requirements, and communicating the steps it will take to resume regular SEC filings. Failure to do so could result in additional penalties or a forced delisting, which would have significant implications for the company’s capital structure and market presence.
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