Inter & Co, Inc. — Major Shareholding Notification 2023

Feb 14, 2023

SC 13G 1 d459110dsc13g.htm SC 13G SC 13G

Securities and Exchange Commission

Washington, D.C. 20549

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. )*

Inter & Co, Inc.

(Name of Issuer)

Class A Common Shares

(Title of Class of Securities)

G4R20B107

(CUSIP Number)

December 31, 2022

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

• The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. G4R20B107 Schedule 13G Page 1 of 11

1	Names of Reporting Persons SoftBank Group Corp.
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Japan

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 0
6	Shared Voting Power 64,506,636
7	Sole Dispositive Power 0
8	Shared Dispositive Power 64,506,636

9	Aggregate Amount Beneficially Owned by Each Reporting Person 64,506,636
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 2 2 . 7 %
12	Type of Reporting
Person CO

CUSIP No. G4R20B107 Schedule 13G Page 2 of 11

1	Names of Reporting Persons Delaware Project 11 L.L.C.
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 0
6	Shared Voting Power 64,506,636
7	Sole Dispositive Power 0
8	Shared Dispositive Power 64,506,636

9	Aggregate Amount Beneficially Owned by Each Reporting Person 64,506,636
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 2 2 . 7 %
12	Type of Reporting
Person OO (Limited Liability Company)

CUSIP No. G4R20B107 Schedule 13G Page 3 of 11

1	Names of Reporting Persons SBLA Latin America Fund LLC
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 0
6	Shared Voting Power 64,506,636
7	Sole Dispositive Power 0
8	Shared Dispositive Power 64,506,636

9	Aggregate Amount Beneficially Owned by Each Reporting Person 64,506,636
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 2 2 . 7 %
12	Type of Reporting
Person OO (Limited Liability Company)

CUSIP No. G4R20B107 Schedule 13G Page 4 of 11

1	Names of Reporting Persons SBLA Investments II LLC
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 0
6	Shared Voting Power 64,506,636
7	Sole Dispositive Power 0
8	Shared Dispositive Power 64,506,636

9	Aggregate Amount Beneficially Owned by Each Reporting Person 64,506,636
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 2 2 . 7 %
12	Type of Reporting
Person OO (Limited Liability Company)

CUSIP No. G4R20B107 Schedule 13G Page 5 of 11

1	Names of Reporting Persons SLA Investments IV LLC
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 0
6	Shared Voting Power 64,506,636
7	Sole Dispositive Power 0
8	Shared Dispositive Power 64,506,636

9	Aggregate Amount Beneficially Owned by Each Reporting Person 64,506,636
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 2 2 . 7 %
12	Type of Reporting
Person OO (Limited Liability Company)

CUSIP No. G4R20B107 Schedule 13G Page 6 of 11

1	Names of Reporting Persons SBLA Holdings (Cayman) L.P.
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Cayman
Islands

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 0
6	Shared Voting Power 64,506,636
7	Sole Dispositive Power 0
8	Shared Dispositive Power 64,506,636

9	Aggregate Amount Beneficially Owned by Each Reporting Person 64,506,636
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 2 2 . 7 %
12	Type of Reporting
Person PN

CUSIP No. G4R20B107 Schedule 13G Page 7 of 11

ITEM 1. (a) Name of Issuer:

Inter & Co, Inc. (the “Issuer”).

(b) Address of Issuer’s Principal Executive Offices:

Av Barbacena, 1.219, 22nd Floor Belo Horizonte, Brazil, ZIP Code 30 190-131

ITEM 2. (a) Name of Person Filing:

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

SoftBank Group Corp.

Delaware Project 11 L.L.C.

SBLA Latin America Fund LLC

SBLA Investments II LLC

SLA Investments IV LLC

SBLA Holdings (Cayman) L.P.

(b) Address or Principal Business Office:

The principal business address of SoftBank Group Corp. is 1-7-1 Kaigan, Minato-ku, Tokyo, 105-7537, Japan. The principal business address of SBLA Holdings (Cayman) L.P. is c/o Walkers, 190 Elgin Avenue, George Town, Grand Cayman KY1-9008, Cayman Islands. The principal business address of each of the other Reporting Persons is 251 Little Falls Drive, Wilmington, DE 19808.

(c) Citizenship of each Reporting Person is:

SoftBank Group Corp. is organized under the laws of Japan. SBLA Holdings (Cayman) L.P. is organized under the laws of the Cayman Islands. Each of the other Reporting Persons is organized under the laws of the State of Delaware.

(d) Title of Class of Securities:

Class A common shares, par value $0.0000025 per share (“Class A Common Shares”).

(e) CUSIP Number:

G4R20B107

ITEM 3.

Not applicable.

CUSIP No. G4R20B107 Schedule 13G Page 8 of 11

ITEM 4. Ownership.

(a-c)

The ownership information presented below represents beneficial ownership of Class A Common Shares of the Issuer as of December 31, 2022, based upon 284,122,436 Class A Common Shares outstanding as of November 30, 2022, as disclosed in the Issuer’s Current Report on Form 6-K filed with the Securities and Exchange Commission on December 6, 2022.

Reporting Person — SoftBank Group Corp.	64,506,636	22.7%	0	64,506,636	0	64,506,636
Delaware Project 11 L.L.C.	64,506,636	22.7%	0	64,506,636	0	64,506,636
SBLA Latin America Fund LLC	64,506,636	22.7%	0	64,506,636	0	64,506,636
SBLA Investments II LLC	64,506,636	22.7%	0	64,506,636	0	64,506,636
SLA Investments IV LLC	64,506,636	22.7%	0	64,506,636	0	64,506,636
SBLA Holdings (Cayman) L.P.	64,506,636	22.7%	0	64,506,636	0	64,506,636

SBLA Holdings (Cayman) L.P. is the record holder of the Class A Common Shares reported herein. SBLA Holdings (Cayman) L.P. is controlled and wholly owned by SLA Investments IV LLC, which is a wholly owned subsidiary of SBLA Investments II LLC, which is a wholly owned subsidiary of SBLA Latin America Fund LLC, which is a wholly owned subsidiary of Delaware Project 11 L.L.C., which is a wholly owned subsidiary of SoftBank Group Corp. As a result of these relationships, each of the Reporting Persons may be deemed to share beneficial ownership of the securities reported herein.

ITEM 5. Ownership of Five Percent or Less of a Class.

Not applicable.

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

CUSIP No. G4R20B107 Schedule 13G Page 9 of 11

ITEM 8. Identification and Classification of Members of the Group.

Not applicable.

ITEM 9. Notice of Dissolution of Group.

Not applicable.

ITEM 10. Certification.

Not applicable.

CUSIP No. G4R20B107 Schedule 13G Page 10 of 11

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date : February 13, 2023

SoftBank Group Corp.
By:	/s/ Yuko Yamamoto
Name:	Yuko Yamamoto
Title:	Head of Corporate Legal
Delaware Project 11 L.L.C.
By:	/s/ Jonathan Duckles
Name:	Jonathan Duckles
Title:	Director
SBLA Latin America Fund LLC
By:	/s/ Jonathan Duckles
Name:	Jonathan Duckles
Title:	Director
SBLA Investments II LLC
By:	/s/ Jonathan Duckles
Name:	Jonathan Duckles
Title:	Director
SLA Investments IV LLC
By:	/s/ Jonathan Duckles
Name:	Jonathan Duckles
Title:	Director
SBLA Holdings (Cayman) L.P.
By:	SoftBank Latin America Fund GP (Cayman) Ltd., its General Partner
By:	/s/ Jonathan Duckles
Name:	Jonathan Duckles
Title:	Director

CUSIP No. G4R20B107 Schedule 13G Page 11 of 11

LIST OF EXHIBITS

Exhibit No.	Description
99	Joint Filing Agreement.