Inter was the first Brazilian digital bank to list its shares on B3 in 2018, and is now, as a result of the corporate reorganization, migrating its shares from B3 to Nasdaq.
We are a complete Super App ready to take on the world stage: with banking, investments, credit, insurance, marketplace, and international remittances.
Through listing Inter&Co on the Nasdaq, we will achieve a global presence and gain access to the world’s most mature capital market.
We will enhance and diversify our investor, customer, service, and product base, to reach additional future expansion opportunities in international markets.
We will be more comparable to other digital financial institutions and e-commerce platforms listed in the U.S.
We will have more strength to continue our internationalization movement, which started with the acquisition of USEND and the offering of the global account.
The migration will be performed under the highest level of governance and commitment to all stakeholders.
Inter&Co unites the group’s brands to build a future where everything can be simpler.
Date of the EGM Reorganization
_Publication of the minutes of the Reorganization EGM
_Beginning of the Option Period for a shareholder to exercise the Cash-Out Option
_Beginning of the period for exercising the Right to Withdraw
_End of Option Period for Eligible Shareholders to exercise the Cash-Out Option
_End of the period for Eligible Shareholders who are donors of rented shares to have their shares back in their custody to exercise the Cash-Out Option
Shareholders who exercise the Cash-Out Option will not be able to trade their shares, subject to the apportionment
Announcement to the market by Inter regarding the occurrence of apportionment and its result
Release for trading of the shares held by shareholders who chose the Cash-out Option and will be redeemed in BDRs as a result of the apportionment
End of the formal period for the exercise of the Right to Withdraw (please note that the effective term shall end on June 10, 2022, pursuant to items 1.2.1 and 1.2.2 above)
Announcement to the market about the result of the exercise of the right to withdraw
Last trading day on B3 for Inter's shares and units (BIDI3, BIDI4, and BIDI 11) and payment of the withdrawal
_Completion of the Corporate Reorganization: (i) date of commencement of trading of the BDRs on B3; and (ii) payment of the Cash-Out
_Date of withholding by HoldFin of applicable taxes (exclusively for Non-Resident Investors, where applicable)
_Date of credit of the BDRs (date on which the BDRs will appear on the shareholders' statements)1
_First day from which the shareholders may request the cancellation of BDRs to receive Class A Shares
_Calculation of fractions
_Date from which Class A Shares (Nasdaq: BIDI) shall be delivered in favor of shareholders who have requested cancellation of the BDRs
_Estimated date for the beginning of negotiation of Class A Shares on Nasdaq: INTR
Auction of fractional Shares
1 Date to be later confirmed to the market after confirmation of operational procedures related to the BDR cancellation request process.
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An international investor relations department will be created, located in the United States and in Brazil, which will be headed by Santiago Stel, an executive with more than 15 years of experience in the market and who will be based in the United States, that is, the market in which Inter&Co intends to have its shares traded.
After obtaining registration as a foreign issuer with the CVM, Inter&Co will be subject to a disclosure regime to shareholders in Brazil very similar to that applicable to Brazilian publicly-traded companies, including, for example, the annual disclosure and periodic updating of the reference form and the preparation of financial statements in Portuguese and audited by an independent auditor registered with the CVM, as well as the disclosure of meeting manuals in advance of ordinary and extraordinary general meetings.
Will be composed of a significant portion of independent members. Currently, 4 of the 9 members are already independent and such proportion will be maintained in cases of an increase in the number of members. Furthermore, in the period of up to one year after completion of the Corporate Reorganization, measures will be taken for the Board of Directors to be composed of an equal number of independent and non-independent members. Finally, periodic meetings will be held exclusively among its independent members.
Will be composed exclusively of independent directors.
Will have the participation of three (3) directors, of which two (2) will be independent.
Will have the participation of three (3) directors, of which two (2) will be independent.
Annual and extraordinary general meetings will be held online whenever necessary.
Inter&Co's board of directors has delegated to the executive officers the task of preparing a policy for periodic distribution of profits, by way of dividends, to be submitted to the board of directors for approval within five months of completion of the Corporate Reorganization.
Voluntary disclosure of management compensation information.
Inter currently has a robust Integrity Program, which will be expanded to a global format, in line with the best international practices, addressing, among other topics, situations of conflicts of interest, prohibition of negotiation, equity and non-discrimination policy, with a periodic training program and an anonymous channel for complaints.
