Nuvini Group Limited announced that it has successfully renegotiated earnout contingent liabilities with the founders of its portfolio companies, cutting the obligation by 36% and saving more than $18 million in potential future payments. The restructuring takes effect as of December 23 2025 and is the largest single reduction in earnout exposure the company has undertaken to date.
The 36% reduction lowers Nuvini’s pro‑forma debt‑to‑EBITDA ratio, easing leverage pressure and positioning the company to secure private‑credit financing on more favorable terms. By reducing the contingent liability load, the company improves its balance‑sheet resilience, a key metric for lenders and investors when evaluating creditworthiness.
The freed cash will be deployed to pay down existing obligations and to fund new strategic acquisitions over the next 90 days, supporting the firm’s roll‑up strategy in Latin America. The company is on track to close the acquisition of MK Solutions, an ERP provider for ISPs, which is expected to add significant recurring revenue and EBITDA to the portfolio.
CEO Pierre Schurmann said the restructuring “reflects our commitment to maintaining a disciplined and optimized capital structure as we continue executing our acquisition strategy.” He added that the move is a prudent step before pursuing additional transactions, underscoring confidence in the company’s execution capabilities.
Nuvini has generated $7.18 million in EBITDA over the last twelve months, but the first half of 2025 saw an operating loss of R$31.9 million and a decline in adjusted EBITDA to R$21.1 million from R$26.5 million year‑over‑year. The earnout reduction is therefore a critical measure to strengthen financial footing amid ongoing profitability challenges.
The restructuring signals that Nuvini is actively managing its capital structure to support growth, while also demonstrating the company’s ability to negotiate favorable terms with portfolio founders and to secure financing that will underpin future acquisitions.
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