Inter & Co will discontinue its Sponsored Level II BDR Program after the CVM Board of Commissioners partially approved a differentiated procedure on May 6, 2026. Holders can choose NASDAQ-traded Class A ordinary shares or unsponsored Level I BDRs, while investors making no election enter the Sales Facility.
Key Highlights
- The CVM Board of Commissioners partially approved Inter & Co’s requested BDR discontinuation procedure on May 6, 2026.
- Holders may receive Class A ordinary shares traded on Nasdaq or unsponsored Level I BDRs.
- Inter & Co will provide the procedure’s full schedule and further details to BDR holders.
Inter & Co, Inc. (NASDAQ: INTR) will discontinue its Sponsored Level II BDR Program under a procedure approved in part by Brazil’s CVM Board of Commissioners on May 6, 2026. The structure gives holders a choice between receiving Class A ordinary shares, receiving unsponsored Level I BDRs or entering a sales process for the underlying shares.
CVM Approves Differentiated BDR Exit
The decision follows Inter & Co’s request for a differentiated process covering the Sponsored Level II BDRs backed by Class A common shares. Investors who elect the first alternative will receive Class A ordinary shares issued by Inter & Co and traded on NASDAQ under INTR. A second alternative allows receipt of unsponsored Level I BDRs backed by those Class A ordinary shares, traded under INBR34. The unsponsored BDR route may be included as an investor option but will not be automatic.
Sales Facility Becomes Default Route
Investors who do not expressly select an alternative during the Election Period will enter the Sales Facility. Under that process, the Class A ordinary shares underlying the BDRs will be sold on NASDAQ, with the resulting proceeds delivered to the relevant investors. Inter & Co said it will proceed with the program’s discontinuation under the approved terms. The company will provide holders with the full timetable and other procedural information within the stated Brazilian business-day period after receiving the CVM’s Official Letter. The company’s September 2, 2026 communication also said it would continue updating shareholders and the market on the matter. The CVM’s subsequent process involves reviewing compliance with the approved procedure before the Level II BDR Program and foreign-issuer registration can be cancelled.
FAQs
Q: What is happening to Inter & Co’s Sponsored Level II BDR Program?
A: Inter & Co will discontinue the Sponsored Level II BDR Program under a procedure partially approved by Brazil’s CVM Board of Commissioners. The process covers BDRs backed by Class A common shares.
Q: What happens if an investor does not choose an option?
A: The investor enters the Sales Facility by default. Inter & Co will sell the underlying Class A ordinary shares on NASDAQ and deliver the resulting proceeds to the relevant investor.
Q: What choices are available to holders of the Sponsored Level II BDRs?
A: Holders can elect to receive Class A ordinary shares traded on NASDAQ under INTR, or unsponsored Level I BDRs backed by those shares and traded under INBR34. The unsponsored BDR option is not automatic.
Q: What happens if an investor does not make an election?
A: Investors who do not expressly select an alternative during the Election Period will enter the Sales Facility. Their underlying Class A ordinary shares will be sold on NASDAQ, and proceeds will be delivered to them.
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