EX-99.2 3 a9923q24_earningspresent.htm EX-99.2
FY3Q24 Earnings Presentation June 3rd, 2024

2 Disclaimer The contents of any website mentioned or hyperlinked in this presentation are for informational purposes and the contents thereof are not part of or incorporated into this presentation. Certain statements made in this presentation are “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward- looking statements may be identified by the use of words such as “aims,” “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target” or other 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 expectations regarding the growth of Lavoro's business and its ability to realize expected results, grow revenue from existing customers, and consummate acquisitions; opportunities, trends, and developments in the agricultural input industry, including with respect to future financial performance in the industry. 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 Lavoro. These forward-looking statements are subject to a number of risks and uncertainties, including but not limited to, the outcome of any legal proceedings that may be instituted against Lavoro related to the business combination agreement or the transaction; the ability to maintain the listing of Lavoro's securities on Nasdaq; the price of Lavoro's securities may be volatile due to a variety of factors, including changes in the competitive and regulated industries in which Lavoro operates, variations in operating performance across competitors, changes in laws and regulations affecting Lavoro's business; Lavoro's inability to meet or exceed its financial projections and changes in the consolidated capital structure; changes in general economic condition; the ability to implement business plans, forecasts, and other expectations, changes in domestic and foreign business, market, financial, political and legal conditions; the outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries; costs related to the business combination and being a public company and other risks and uncertainties indicated from time to time in the proxy statement/prospectus filed by Lavoro relating to the business combination or in the future, including those under “Risk Factors” therein, and in Lavoro's other filings with the SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Lavoro currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Lavoro's expectations, plans, or forecasts of future events and views as of the date of this presentation. Lavoro anticipates that subsequent events and developments will cause Lavoro's assessments to change. However, while Lavoro may elect to update these forward-looking statements at some point in the future, Lavoro specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Lavoro's assessments as of any date subsequent to the date of this presentation. Accordingly, undue reliance should not be placed upon the forward-looking statements. We have prepared this presentation solely for informational purposes. The information in this presentation does not constitute or form part of, and should not be construed as, an offer or invitation to subscribe for, underwrite or otherwise acquire, any of our securities or securities of our subsidiaries or affiliates, not should it or any part of it form the basis of, or be relied on, in connection with any contract to purchase or subscribe for any of our securities or securities of any of our subsidiaries or affiliates, nor shall it or any part of it form the basis of, or be relied on, in connection with any contract or commitment whatsoever. This presentation also includes certain non-IFRS financial information. We believe that such information is meaningful and useful in understanding the activities and business metrics of our operations. We also believe that these non-IFRS financial measures reflect an additional way of viewing aspects of our business that, when viewed with our International Financial Reporting Standards (“IFRS”) results, as issued by the International Accounting Standards Board, provide a more complete understanding of factors and trends affecting our business. Further, investors regularly rely on non-IFRS financial measures to assess operating performance and such measures may highlight trends in our business that may not otherwise be apparent when relying on financial measures calculated in accordance with IFRS. We also believe that non-IFRS financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of public companies in our industry, many of which present these measures when reporting their results. The non-IFRS financial information is presented for informational purposes and to enhance understanding of the IFRS financial statements. The non-IFRS measures should be considered in addition to results prepared in accordance with IFRS, but not as a substitute for, or superior to, IFRS results. As other companies may determine or calculate this non-IFRS financial information differently, the usefulness of these measures for comparative purposes is limited. A reconciliation of such non-IFRS financial measures to the nearest IFRS measure is included in this presentation.

3 FY3Q24 Financial Summary (1) ▪ Revenue of $514.2M (+6% y/y; +1% in BRL terms), with growth driven by strong Grains revenue, market share gains and inputs volume growth, which counteracted continued input price deflationary pressures across Brazil and Colombia ▪ Gross Profit of $60.2M (-16% y/y). Gross Margin contracted -310 bps to 11.7%, adverse effects from revenue mix, the impact of inputs price declines across all segments, and increased freight expenses ratio. ▪ Distribution margins in Brazil continuing to gradually stabilize. Brazil Gross Margins (Inputs) contracted by -190 bps y/y, an improvement relative to 2Q24 (-510 bps) and -1,060bps in 1Q24 ▪ Crop Care segment revenue increasing 30% to $22.1 million, and gross profit expanding 14% to $9.1M million driven by strong demand for biologicals. ▪ Adjusted EBITDA: $3.7M, vs. $24.9M last year. Adj. EBITDA Margin contracted by -440 bps to 0.7% Executive Summary Market and Guidance Update ▪ Lavoro’s financial outlook for FY2024 revised due to more challenging market conditions than anticipated ▪ Revised outlook largely impacted by lower-than-expected 4Q24 revenue for Brazil Ag Retail ▪ Farmer continuing to push purchasing decision closer to need, pushing inputs demand to FY25 ▪ Prudent credit policy with farmer clients that had outstanding payment balances with Lavoro (1) USD/BRL average period exchange rate used to translate results to USD: 4.952 for 3Q24 | 4.955 for 2Q24 | 5.265 for 2Q23 | 1Q24 period converted using monthly exchange rates (4.801 for Jul-23, 4.904 for Aug-23, 4.937 for Sep-23) | 1Q23 period converted using monthly exchange rates (5.368 for Jul-22, 5.143 for Aug-22, 5.237 for Sep-22)

4 3Q24 Financial Performance (USD) 432.2 426.7 54.2 87.5 486.4 514.2 +6% Inputs Grains 51.6 43.5 7.6 7.3 8.0 9.1 4.7 0.3 71.9 60.2 -16% 426.5 450.0 48.2 50.5 22.1 486.4 514.2 17.1 (5.4) (8.4) +6% Corporate / Eliminations Crop Care Latam Ag Retail Brazil Ag Retail Revenue Gross Profit Adjusted EBITDA As % of Revenue 14.8% 11.7% As % of Inputs Revenue 16.6% 14.1% 17.2 4.3 2.7 0.9 (0.5) 24.8 3.7 0.5 1.4 1.9 -85% In millions of US dollars(1) 5.1% 0.7% 5.7% 0.9% 3Q23 3Q24 3Q23 3Q24 3Q23 3Q24 3Q23 3Q24 Note: Intercompany results represent sales between Crop Care and Brazil Ag Retail segments: (1) USD/BRL average period exchange rate used to translate results to USD: 4.952 for 3Q24 | 4.955 for 2Q24 | 5.265 for 2Q23 | 1Q24 period converted using monthly exchange rates (4.801 for Jul-23, 4.904 for Aug-23, 4.937 for Sep-23) | 1Q23 period converted using monthly exchange rates (5.368 for Jul-22, 5.143 for Aug-22, 5.237 for Sep-22)

5 3Q24 Financial Performance (BRL) 281.7 433.1 2,244.5 2,112.8 2,526.2 2,545.8 +1% Inputs Grains 268.1 215.4 39.5 36.1 41.4 45.2 24.4 1.3 373.4 297.9 -20% 250.6 250.1 109.5 2,215.0 88.6 (28.0) 2,227.8 (41.6) 2,526.2 2,545.8 +1% Corporate / Eliminations Crop Care Latam Ag Retail Brazil Ag Retail Revenue Gross Profit Adjusted EBITDA 89.4 22.5 14.2 2.7 6.7 4.6 9.3 (2.4) 128.7 18.3 -86% In millions of Brazilian reais 3Q23 3Q24 3Q23 3Q24 3Q23 3Q24 3Q23 3Q24 As % of Revenue 14.8% 11.7% As % of Inputs Revenue 16.6% 14.1% 5.1% 0.7% 5.7% 0.9%

6 FY2024 Guidance Revised due to Market Conditions FY2024 Guidance Prior (USD) Revised (USD) Revised (BRL) Consolidated Financials Outlook Low High Low High Low High Revenue 2,000 2,300 1,800 1,950 8,900 9,700 Inputs revenue 1,700 2,000 1,600 1,750 7,900 8,700 Adjusted EBITDA 80 110 46 55 230 280 (1) USD/BRL average period exchange rate used to translate results to USD: 5.15 assumed for 4Q24 | 4.952 for 3Q24 | 4.955 for 2Q24 | 5.265 for 2Q23 | 1Q24 period converted using monthly exchange rates (4.801 for Jul-23, 4.904 for Aug-23, 4.937 for Sep-23) | 1Q23 period converted using monthly exchange rates (5.368 for Jul-22, 5.143 for Aug-22, 5.237 for Sep-22)

7 Summary of Financial Results for 3Q24 in USD In millions of US dollars(1) (1) USD/BRL average period exchange rate used to translate results to USD: 4.952 for 3Q24 | 4.955 for 2Q24 | 5.265 for 2Q23 | 1Q24 period converted using monthly exchange rates (4.801 for Jul-23, 4.904 for Aug-23, 4.937 for Sep-23) | 1Q23 period converted using monthly exchange rates (5.368 for Jul-22, 5.143 for Aug-22, 5.237 for Sep-22) Consolidated Results (USD) 3Q23 3Q24 Chg. % 9M23 9M24 Chg. % Revenue by Segment 486.4 514.2 6% 1,534.9 1,615.9 5% Brazil Ag Retail 426.5 450.0 5% 1,309.6 1,390.5 6% Latam Ag Retail 48.2 50.5 5% 172.0 172.6 0% Crop Care 17.1 22.1 30% 110.7 130.6 18% Intercompany eliminations (5.4) (8.4) (57.4) (77.8) Revenue by Category 486.4 514.2 6% 1,534.9 1,615.9 5% Inputs revenue 432.2 426.7 (1%) 1,453.1 1,474.1 1% Grains revenue 54.2 87.5 61% 81.9 141.8 73% Gross Profit 71.9 60.2 (16%) 286.3 222.7 (22%) Brazil Ag Retail 51.6 43.5 (16%) 220.7 152.4 (31%) Latam Ag Retail 7.6 7.3 (4%) 28.6 26.4 (8%) Crop Care 8.0 9.1 14% 46.1 50.3 9% Intercompany elim. 4.7 0.3 (9.0) (6.4) Gross Margin 14.8% 11.7% -310 bps 18.7% 13.8% -490 bps Brazil Ag Retail 12.1% 9.7% -240 bps 16.9% 11.0% -590 bps Latam Ag Retail 15.8% 14.4% -130 bps 16.7% 15.3% -140 bps Crop Care 46.8% 41.2% -550 bps 41.6% 38.5% -310 bps Gross Margin (% of Inputs revenue) 16.6% 14.1% -250 bps 19.7% 15.1% -460 bps Brazil Ag Retail 13.9% 12.0% -190 bps 17.9% 12.1% -570 bps Latam Ag Retail 15.8% 14.6% -120 bps 17.3% 16.0% -130 bps Crop Care 46.8% 41.2% -550 bps 41.6% 38.5% -310 bps SG&A (excl. D&A) (50.1) (60.8) 21% (150.2) (185.8) 24% Other operating income (expense) (64.0) 0.4 (57.9) 4.8 EBITDA (42.2) (0.2) 78.1 41.8 (+) Adjustment items 66.9 3.9 70.7 13.3 Adjusted EBITDA 24.8 3.7 (85%) 148.8 55.1 (63%) Brazil Ag Retail 17.2 1.4 (92%) 116.6 32.2 (72%) Latam Ag Retail 2.7 0.9 (66%) 14.3 8.7 (39%) Crop Care 0.5 1.9 268% 27.3 23.6 (13%) Corporate & Intercompany elim. 4.3 (0.5) (9.4) (9.7) Adjusted EBITDA Margin % 5.1% 0.7% -440 bps 9.7% 3.4% -630 bps Adjusted EBITDA Margin (% of Inputs) 5.7% 0.9% -490 bps 10.2% 3.7% -650 bps Share of profit of an associate - 0.5 - 0.2 D&A (incl. PPA amortization) (8.4) (9.8) 16% (24.1) (27.0) 12% Finance income (costs) (29.4) (49.7) 69% (91.4) (113.0) 24% Income taxes, current and deferred 5.6 (5.6) 13.4 20.6 Net profit (loss) (74.3) (64.8) n.m. (23.9) (77.5) n.m. (+) Adjustment items 68.9 3.3 75.3 13.3 (+) Income tax impact of adjustments (2.5) (1.1) (4.7) (4.5) Adjusted net profit (loss) (7.9) (62.7) 691% 46.7 (68.7) n.m.

8 Summary of Financial Results for 3Q24 in BRL Consolidated Results (USD) 3Q23 3Q24 Chg. % 9M23 9M24 Chg. % Revenue by Segment 2,526.2 2,545.8 1% 8,032.3 7,977.7 (1%) Brazil Ag Retail 2,215.0 2,227.8 1% 6,852.9 6,865.6 0% Latam Ag Retail 250.6 250.1 (0%) 900.2 850.6 (6%) Crop Care 88.6 109.5 24% 580.1 645.3 11% Intercompany eliminations (28.0) (41.6) (300.8) (383.8) Revenue by Category 2,526.2 2,545.8 1% 8,032.4 7,977.7 (1%) Inputs revenue 2,244.5 2,112.8 (6%) 7,605.9 7,279.4 (4%) Grains revenue 281.7 433.1 54% 426.4 698.3 64% Gross Profit 373.4 297.9 (20%) 1,498.7 1,101.8 (26%) Brazil Ag Retail 268.1 215.4 (20%) 1,155.7 754.9 (35%) Latam Ag Retail 39.5 36.1 (9%) 150.0 130.0 (13%) Crop Care 41.4 45.2 9% 240.9 248.4 3% Intercompany elim. 24.4 1.3 (47.8) (31.6) Gross Margin 14.8% 11.7% -310 bps 18.7% 13.8% -480 bps Brazil Ag Retail 12.1% 9.7% -240 bps 16.9% 11.0% -590 bps Latam Ag Retail 15.8% 14.4% -130 bps 16.7% 15.3% -140 bps Crop Care 46.8% 41.2% -550 bps 41.5% 38.5% -300 bps Gross Margin (% of Inputs revenue) 16.6% 14.1% -250 bps 19.7% 15.1% -460 bps Brazil Ag Retail 13.9% 12.0% -190 bps 17.9% 12.2% -570 bps Latam Ag Retail 15.8% 14.6% -120 bps 17.3% 16.0% -130 bps Crop Care 46.8% 41.2% -550 bps 41.5% 38.5% -300 bps SG&A (excl. D&A) (260.1) (300.8) 16% (786.0) (916.2) 17% Other operating income (expense) (332.2) 2.0 (300.5) 23.9 EBITDA (219.0) (0.9) 412.2 209.5 (+) Adjustment items 347.6 19.2 367.4 65.4 Adjusted EBITDA 128.7 18.3 (86%) 779.5 274.9 (65%) Brazil Ag Retail 89.4 6.7 (92%) 611.3 162.0 (74%) Latam Ag Retail 14.2 4.6 (67%) 75.1 43.0 (43%) Crop Care 2.7 9.3 251% 142.9 117.7 (18%) Corporate & Intercompany elim. 22.5 (2.4) (49.8) (47.8) Adjusted EBITDA Margin % 5.1% 0.7% -440 bps 9.7% 3.4% -630 bps Adjusted EBITDA Margin (% of Inputs) 5.7% 0.9% -490 bps 10.2% 3.8% -650 bps Share of profit of an associate - 2.5 - 0.8 D&A (incl. PPA amortization) (43.8) (48.4) 11% (126.2) (133.4) 6% Finance income (costs) (152.5) (246.2) 61% (478.3) (559.8) 17% Income taxes, current and deferred 29.2 (27.9) 70.2 100.3 Net profit (loss) (386.0) (320.9) n.m. (122.1) (382.8) n.m. (+) Adjustment items 357.9 16.3 391.4 65.4 (+) Income tax impact of adjustments (13.0) (5.5) (24.4) (22.2) Adjusted net profit (loss) (41.1) (310.2) 654% 244.9 (339.6) n.m. In millions of Brazilian reais

9 Reconciliation of Adjusted EBITDA and Adjusted Net Profit (Loss) Note: Results in USD are displayed using the following average period USD/BRL exchange rate translate results to USD: 4.952 for 3Q24 | 4.955 for 2Q24 | 5.265 for 2Q23 | 1Q24 period converted using monthly exchange rates (4.801 for Jul-23, 4.904 for Aug-23, 4.937 for Sep-23) | 1Q23 period converted using monthly exchange rates (5.368 for Jul-22, 5.143 for Aug-22, 5.237 for Sep-22) Results in BRL Results in USD (in millions of Brazilian reais) (in millions of US dollars) Consolidated Results 3Q23 3Q24 9M23 9M24 3Q23 3Q24 9M23 9M24 Net profit (loss) (386.0) (320.9) (122.1) (382.8) (74.3) (64.8) (23.9) (77.5) (+) Income taxes (29.2) 27.9 (70.2) (100.3) (5.6) 5.6 (13.4) (20.6) (+) Finance income (costs) 152.5 246.2 478.3 559.8 29.4 49.7 91.4 113.0 (+) Depreciation and amortization 43.8 48.4 126.2 133.4 8.4 9.8 24.1 27.0 (+) Share of profit of an associate - (2.5) - (0.8) - (0.5) - (0.2) (+) M&A expenses 2.1 1.4 7.1 20.7 0.4 0.3 1.4 4.2 (+) Stock-based compensation 0.5 2.8 11.9 13.5 0.1 0.6 2.3 2.7 (+) DeSPAC related bonus 25.4 10.6 25.4 17.6 4.9 2.1 4.9 3.6 (+) Related party consultancy services - 4.5 3.1 13.2 - 0.9 0.6 2.7 (+) Nasdaq listing expenses 319.6 - 319.6 - 61.5 - 61.5 - (+) Other non-operating (benefits) expenses - - 0.2 0.6 - - - 0.1 Adjusted EBITDA 128.7 18.3 779.5 274.9 24.8 3.7 148.8 55.1 Net profit (loss) (386.0) (320.9) (122.1) (382.8) (74.3) (64.8) (23.9) (77.5) (+) FV of inventories from acquired companies 10.3 (0.4) 24.1 0.7 2.0 (0.1) 4.6 0.2 (+) Share of profit of an associate - (2.5) - (0.8) - (0.5) - (0.2) (+) M&A expenses 2.1 1.4 7.1 20.7 0.4 0.3 1.4 4.2 (+) Stock-based compensation 0.5 2.8 11.9 13.5 0.1 0.6 2.3 2.7 (+) DeSPAC related bonus 25.4 10.6 25.4 17.6 4.9 2.1 4.9 3.6 (+) Related party consultancy services - 4.5 3.1 13.2 - 0.9 0.6 2.7 (+) Nasdaq listing expenses 319.6 - 319.6 - 61.5 - 61.5 - (+) Other non-operating (benefits) expenses - - 0.2 0.6 - - - 0.1 (+) Tax impact of adjustments (13.0) (5.5) (24.4) (22.2) (2.5) (1.1) (4.7) (4.5) Adjusted net profit (loss) (41.1) (310.2) 244.9 (339.6) (7.9) (62.7) 46.7 (68.7)

10 Reconciliation of Adjusted EBITDA for each segment Results in BRL Results in USD (in millions of Brazilian reais) (in millions of US dollars) Brazil Ag Retail 3Q23 3Q24 9M23 9M24 3Q23 3Q24 9M23 9M24 Net profit (loss) (70.2) (297.2) 122.1 (396.8) (13.5) (60.0) 23.2 (80.3) (+) Income taxes (40.4) 22.6 (104.2) (107.8) (7.8) 4.6 (19.9) (22.1) (+) Finance income (costs) 135.8 231.8 443.5 517.3 26.2 46.8 84.7 104.3 (+) Depreciation and amortization 38.8 43.0 108.8 109.1 7.5 8.7 20.7 22.1 (+) Share of profit of an associate - (4.4) - (0.1) - (0.9) - - (+) M&A expenses 1.6 0.2 4.5 4.7 0.3 0.0 0.9 0.9 (+) Stock-based compensation 0.4 (1.1) 10.4 9.1 0.1 (0.2) 2.0 1.8 (+) DeSPAC related bonus 23.4 7.6 23.4 14.6 4.5 1.5 4.5 3.0 (+) Related party consultancy services - 4.2 2.8 11.9 - 0.8 0.5 2.4 Adjusted EBITDA 89.4 6.7 611.3 162.0 17.2 1.4 116.6 32.2 Latam Ag Retail 3Q23 3Q24 9M23 9M24 3Q23 3Q24 9M23 9M24 Net profit (loss) 3.3 (7.1) 32.4 7.0 0.6 (1.4) 6.2 1.4 (+) Income taxes 2.4 (1.3) 18.8 7.6 0.5 (0.3) 3.6 1.5 (+) Finance income (costs) 4.0 7.3 11.3 17.1 0.8 1.5 2.2 3.5 (+) Depreciation and amortization 2.1 2.8 8.3 8.3 0.4 0.6 1.6 1.7 (+) Share of profit of an associate - - - - - - - - (+) M&A expenses 0.4 - 2.2 - 0.1 - 0.4 - (+) DeSPAC related bonus 2.1 3.0 2.1 3.0 0.4 0.6 0.4 0.6 Adjusted EBITDA 14.2 4.6 75.1 43.0 2.7 0.9 14.3 8.7 Crop Care 3Q23 3Q24 9M23 9M24 3Q23 3Q24 9M23 9M24 Net profit (loss) (11.1) (19.7) 79.1 47.6 (2.1) (4.0) 15.1 9.6 (+) Income taxes 0.5 6.2 31.4 10.7 0.1 1.3 6.0 2.1 (+) Finance income (costs) 10.1 18.5 20.8 41.7 1.9 3.7 4.0 8.4 (+) Depreciation and amortization 2.9 2.7 9.1 15.9 0.6 0.5 1.7 3.2 (+) Share of profit of an associate - 0.7 - (1.2) - 0.1 - (0.3) (+) M&A expenses 0.2 0.3 0.4 0.3 0.0 0.1 0.1 0.1 (+) Stock-based compensation 0.1 0.4 1.5 0.9 0.0 0.1 0.3 0.2 (+) Related party consultancy services - 0.3 0.4 1.3 - 0.1 0.1 0.3 (+) Other non-operating (benefits) expenses - - 0.2 0.6 - - 0.0 0.1 Adjusted EBITDA 2.7 9.3 142.9 117.7 0.5 1.9 27.3 23.7 Corporate & Intercompany Elim. 3Q23 3Q24 9M23 9M24 3Q23 3Q24 9M23 9M24 Net profit (loss) (308.0) 3.0 (355.7) (40.6) (59.3) 0.6 (68.4) (8.2) (+) Income taxes 8.3 0.4 (16.3) (10.7) 1.6 0.1 (3.1) (2.2) (+) Finance income (costs) 2.6 (11.4) 2.6 (16.3) 0.5 (2.3) 0.5 (3.3) (+) Share of profit of an associate - 1.2 - 0.6 - 0.2 - 0.1 (+) M&A expenses - 0.9 - 15.8 - 0.2 - 3.2 (+) Stock-based compensation - 3.4 - 3.4 - 0.7 - 0.7 (+) Other non-operating (benefits) expenses - - - - - - - - Adjusted EBITDA 22.5 (2.4) (49.8) (47.8) 4.3 (0.5) (9.4) (9.7) Note: Results in USD are displayed using the following average period USD/BRL exchange rate translate results to USD: 4.952 for 3Q24 | 4.955 for 2Q24 | 5.265 for 2Q23 | 1Q24 period converted using monthly exchange rates (4.801 for Jul-23, 4.904 for Aug-23, 4.937 for Sep-23) | 1Q23 period converted using monthly exchange rates (5.368 for Jul-22, 5.143 for Aug-22, 5.237 for Sep-22)