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Nuvini Retires R$61 Million Debenture Facility in Full

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Nuvini (Nasdaq: NVNI) fully repaid the R$61.0 million non-convertible debenture facility issued in 2021 at scheduled maturity. Outstanding principal fell from R$61.0 million in 2022 to R$8.0 million in 2025 before final repayment. As of December 31, 2025, the debt service coverage ratio was 5.1x versus a 4.0x covenant threshold. Repayment removes related covenants and liens, supporting Nuvini’s focus on strengthening its capital structure and pursuing acquisitions of profitable, recurring-revenue software businesses across Latin America.

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Positive

  • Full repayment of R$61.0 million non-convertible debenture facility at maturity
  • Outstanding principal reduced from R$61.0m (2022) to R$8.0m (2025) before payoff
  • Debt service coverage ratio at 5.1x, above 4.0x covenant threshold at 2025 year-end
  • Repayment releases facility-related covenants and asset liens, increasing financial flexibility
  • Capital structure aligned with serial-acquirer model targeting profitable, recurring-revenue software businesses

Negative

  • Covenant waivers required for certain leverage, EBITDA margin and coverage measurements during 2022–2024

News Market Reaction – NVNI

-1.87%
8 alerts
-1.87% Session close to close
+5.3% Peak Tracked
-15.0% Trough Tracked
$12.51M Market Cap
0.1x Rel. Volume

In the Jul 7 session, NVNI declined 1.87%, reflecting a mild negative market reaction. Argus tracked a peak move of +5.3% during that session. Argus tracked a trough of -15.0% from its starting point during tracking. Our momentum scanner triggered 8 alerts that day, indicating moderate trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

Nuvini’s full repayment of R$61.0 million in non-convertible debentures and a 5.1x debt service cove...
Analysis

Nuvini’s full repayment of R$61.0 million in non-convertible debentures and a 5.1x debt service coverage ratio remove covenants and liens, simplifying the balance sheet while a resale shelf and moderate short interest remain key overhangs to monitor.

Key Figures

Debenture principal repaid: R$61.0 million Outstanding principal 2023: R$51.1 million Outstanding principal 2024: R$40.7 million +3 more
6 metrics
Debenture principal repaid R$61.0 million Non-convertible debentures repaid in full at scheduled maturity
Outstanding principal 2023 R$51.1 million Year-end 2023 balance on debenture facility
Outstanding principal 2024 R$40.7 million Year-end 2024 balance on debenture facility
Outstanding principal 2025 R$8.0 million Year-end 2025 balance before final repayment
Debt service coverage ratio 5.1x As of Dec 31, 2025 vs 4.0x covenant threshold
Covenant threshold 4.0x Debt service coverage covenant level on the facility

Historical Context

5 past events · Latest: Jun 18 (Neutral)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Jun 18 AI adoption contest Neutral -0.0% Launch of internal AI Prize targeting full employee AI adoption.
Jun 10 Acquisition near close Positive -8.7% Nearing close of Beyondsoft Americas buyout with accretive expectations.
Apr 09 Strategic overview Positive +14.4% Investor presentation outlining combined SaaS and IT services platform.
Apr 06 Major acquisition deal Positive -29.9% Agreement to acquire 51% of Beyondsoft’s American business at set valuation.
Mar 17 Earnout extension Neutral -4.3% Extension of discounted earnout payment deadline as part of balance-sheet steps.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent history shows mixed reactions, with several sizable selloffs following major strategic or financing announcements and fewer instances of strong positive alignment.

Key Terms

non-convertible debentures, debt service coverage ratio, ebitda margin, liens
4 terms
non-convertible debentures financial
"has repaid in full the principal amount of its R$61.0 million non-convertible debentures"
Non-convertible debentures are formal, long-term IOUs issued by a company that promise to pay regular interest and return the principal at a set future date, and that cannot be turned into the company’s shares. They matter to investors because they offer a predictable income stream and a claim on the company’s assets ahead of shareholders, so their value depends on the issuer’s creditworthiness and prevailing interest rates—think of lending money under a fixed loan agreement with no equity option.
debt service coverage ratio financial
"reported a debt service coverage ratio of 5.1x against the facility’s 4.0x covenant"
Debt service coverage ratio measures how many times a company's available cash flow can pay its scheduled debt payments (interest plus principal). Think of it like checking how many months of take-home pay it would take to cover your mortgage and loan bills; a higher number means a bigger cushion against missed payments. Investors use it to gauge credit risk, the likelihood of default, and whether a company can afford dividends or new borrowing.
ebitda margin financial
"financial covenants tied to leverage, EBITDA margin, and debt service coverage"
EBITDA margin is the share of each dollar of sales that a company keeps as operating cash profit before interest, taxes, and accounting for equipment wear and long-term investments. Think of it like the cash a store has left from every sale after paying day-to-day running costs but before paying rent, loan interest or replacing old machinery. Investors use it to compare core profitability and operational efficiency across companies by removing financing and accounting differences.
liens regulatory
"repayment of the principal at maturity releases the covenant obligations and liens over assets"
Liens are legal claims or rights that a creditor has over a person's property, such as a home or car, as a way to secure repayment of a debt. If the debt remains unpaid, the creditor may have the authority to take or sell the property to recover what is owed. For investors, liens can affect the value or sale of property and represent a potential risk or priority in getting paid during financial disputes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SÃO PAULO, Brazil, July 07, 2026 (GLOBE NEWSWIRE) -- Nuvini Group Limited (Nasdaq: NVNI) (“Nuvini” or the “Company”) today announced that its operating subsidiary, Nuvini S.A., has repaid in full the principal amount of its R$61.0 million non-convertible debentures issued in 2021, at the facility’s scheduled maturity.

The repayment caps a multi-year deleveraging of the facility. The outstanding principal declined from R$61.0 million at year-end 2022 to R$51.1 million in 2023, R$40.7 million in 2024, and R$8.0 million in 2025, ahead of the final scheduled repayment. As of December 31, 2025, Nuvini reported a debt service coverage ratio of 5.1x against the facility’s 4.0x covenant threshold, as disclosed in its Annual Report on Form 20-F for the fiscal year ended December 31, 2025.

The facility carried financial covenants tied to leverage, EBITDA margin, and debt service coverage. During 2022 to 2024, the Company obtained waivers in connection with certain covenant measurements before returning to compliance; it remained in compliance through year-end 2025. Repayment of the principal at maturity releases the covenant obligations and liens over assets specific to this instrument.

“Repaying the principal of this facility in full at maturity releases its covenants and liens over our assets and gives us greater flexibility to allocate capital toward our acquisition strategy across Latin America,” said Pierre Schurmann, Chief Executive Officer of Nuvini. “This was one of the earliest instruments we used to build the platform we operate today.”

Debt Reduction and Balance Sheet

The full repayment of the principal is part of Nuvini’s focus on strengthening its capital structure as it scales its serial-acquirer model. The Company remains focused on acquiring profitable software businesses with strong recurring revenue and cash-flow generation across Latin America.

About Nuvini

Headquartered in São Paulo, Brazil, Nuvini is Latin America’s leading serial acquirer of software companies. The Company focuses on acquiring profitable software businesses with strong recurring revenue and cash-flow generation. Nuvini’s portfolio includes seven companies — Datahub, Effecti, Leadlovers, Ipê Digital, ONCLICK, Mercos, and Munddi — collectively serving over 22,400 customers. By fostering an entrepreneurial environment, Nuvini enables its portfolio companies to scale and maintain leadership within their respective industries.

For more information, visit https://ir.nuvini.ai.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target,” “strengthens,” “gives,” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding the effect of the debenture repayment on Nuvini’s balance sheet, covenants, and financial flexibility, and Nuvini’s acquisition strategy and business outlook.

These statements are based on various assumptions and on the current expectations of Nuvini’s management. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Nuvini. These forward-looking statements are subject to a number of risks and uncertainties, including Nuvini’s ability to realize the anticipated benefits of the debenture repayment; changes in applicable laws or regulations; the ability of Nuvini to comply with the financial covenants in its remaining financing arrangements; the possibility that Nuvini may be adversely affected by other economic, business, and/or competitive factors; foreign exchange rate fluctuations affecting Nuvini’s Brazilian-reais-denominated obligations; and other risks and uncertainties set forth in the section entitled “Risk Factors” in Nuvini’s most recent Annual Report on Form 20-F and other documents filed by Nuvini from time to time with the U.S. Securities and Exchange Commission (the “SEC”).

If any of these risks materialize or any of Nuvini’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Nuvini presently does not know or that Nuvini currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Forward-looking statements reflect Nuvini’s expectations, plans, or forecasts of future events and views as of the date of this press release. Nuvini anticipates that subsequent events and developments will cause its assessments to change. However, while Nuvini may elect to update these forward-looking statements at some point in the future, Nuvini specifically disclaims any obligation to do so, except as required by law. These forward-looking statements should not be relied upon as representing Nuvini’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Investor Contact

Nuvini Group Limited
Investor Relations
ir@nuvini.ai
https://ir.nuvini.ai


FAQ

What did Nuvini (NASDAQ: NVNI) announce about its R$61 million debenture facility?

Nuvini announced it has fully repaid the R$61.0 million non-convertible debenture facility at its scheduled maturity. According to Nuvini, this completes a multi-year reduction of the facility’s principal and removes related financial covenants and asset liens tied to the instrument.

How did Nuvini’s debenture principal balance change from 2022 to 2025?

Nuvini’s outstanding principal declined from R$61.0 million in 2022 to R$51.1 million in 2023, R$40.7 million in 2024, and R$8.0 million in 2025. According to Nuvini, this progressive deleveraging culminated in full repayment of the facility at maturity in 2026.

What was Nuvini’s debt service coverage ratio versus covenants before the debenture repayment?

As of December 31, 2025, Nuvini reported a 5.1x debt service coverage ratio versus a 4.0x covenant threshold. According to Nuvini, the company was back in compliance and remained compliant through year-end 2025 before repaying the debenture principal.

How does repaying the debenture affect Nuvini’s covenants and asset liens?

Repaying the debenture principal at maturity removes the associated financial covenants and liens over specific assets. According to Nuvini, eliminating these obligations provides greater flexibility to allocate capital and supports its acquisition strategy across software businesses in Latin America.

Did Nuvini (NVNI) face covenant issues on the R$61 million facility before repayment?

Nuvini obtained waivers for certain covenant measurements on the facility between 2022 and 2024. According to Nuvini, the company later returned to compliance and remained compliant through year-end 2025, after which it repaid the principal in full at maturity.

How does the debenture repayment relate to Nuvini’s acquisition strategy in Latin America?

The repayment is part of Nuvini’s focus on strengthening its capital structure as it scales its serial-acquirer model. According to Nuvini, freeing covenant and lien constraints supports continued acquisitions of profitable, recurring-revenue software companies across Latin America.