Vasta Platform Limited announced on January 9 2026 that it will voluntarily delist its Class A Common Shares from the Nasdaq Global Select Market. The board approved the withdrawal on January 8, and the company will file a Form 25 with the SEC by January 19, 2026, with the last trading day on the Nasdaq scheduled for January 29. A Form 15 will be filed by January 31 to suspend reporting obligations under Sections 12(g) and 15(d).
The decision follows Cogna Educação’s 97.2 % acquisition of Vasta and reflects the company’s intent to reduce the costs and regulatory burdens associated with being a U.S. public company. The delisting will limit U.S. investors’ access to Vasta’s shares and shift the company’s focus to its Brazilian operations, where it remains a leading K‑12 EdTech provider. The move also addresses the illiquid market for the company’s securities and the small U.S. shareholder base that make U.S. listing less valuable.
Cogna paid $5.00 per share for the tendered shares, valuing the transaction at $77.7 million. The broader acquisition plan, announced in September 2025, was valued at $3.3 billion, giving Cogna a controlling stake that enables full integration of Vasta’s operations and the elimination of dual‑listing overhead.
Vasta’s financial profile underscores the strategic rationale for the delisting. In the 2025 sales cycle, net revenue reached R$1,488 million, a 14 % increase from the 2024 cycle. Net margin stood at 25.87 % and EBITDA margin at 47.25 %. However, an Altman Z‑Score of 1.15 signals potential financial distress, and a P/E ratio of 4.35 places the company in the high 3‑year percentile range. By delisting, Vasta can concentrate resources on its domestic growth while reducing the regulatory and compliance costs that have weighed on its U.S. operations.
The announcement was met with negative sentiment from investors, reflecting concerns over liquidity and access to financial information following the delisting.
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