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Nvni Group Limited received a notice from Nasdaq that it is not meeting the exchange’s requirement for a minimum market value of listed securities of $35 million. This test was failed over the 30 business days from December 12, 2025 through January 27, 2026.
The company has 180 calendar days, until July 27, 2026, to regain compliance by having its market value at or above $35 million for at least ten consecutive business days. If it does not regain compliance, its shares could be subject to delisting, although the company would be able to appeal.
During this compliance period, Nvni’s ordinary shares will continue to trade on Nasdaq under the symbol “NVNI”. The company plans to monitor its market value and evaluate options to regain compliance but cautions there is no assurance it will succeed.
Nvni Group Limited filed a 6-K describing an Omnibus Amendment to its existing senior notes with an institutional investor. The Company previously issued an unsecured note of $4,200,000 that was exchanged into a Senior Secured Convertible Note with principal of $5,662,000, and a separate senior secured note with principal of $2,865,000 due on April 15, 2027.
The Amendment, dated January 28, 2026, changes the “Monthly Redemption Date” for both the Note and the Exchange Note to February 9, 2026, and then the first business day of each calendar month until each note is fully redeemed. It also formally attaches three financial schedules covering gross revenue, EBITDA and free cash flow figures for fiscal quarters from the three months ended March 31, 2026 through the three months ended March 31, 2027.