3//SEC Filing
SoftBank Vision Fund L.P. 3
Accession 0000899243-22-039066
CIK 0001839608other
Filed
Dec 18, 7:00 PM ET
Accepted
Dec 19, 9:00 PM ET
Size
15.6 KB
Accession
0000899243-22-039066
Insider Transaction Report
Form 3
Getaround, IncGETR
SVF Sync Holdings (Cayman) Ltd
10% Owner
Holdings
- 21,516,384(indirect: See footnotes)
Common Stock
- (indirect: See footnotes)
Earnout Shares
Exercise: $0.00Exp: 2029-12-08→ Common Stock (10,076,396 underlying)
SVF Holdings (UK) LLP
10% Owner
Holdings
- 21,516,384(indirect: See footnotes)
Common Stock
- (indirect: See footnotes)
Earnout Shares
Exercise: $0.00Exp: 2029-12-08→ Common Stock (10,076,396 underlying)
SB INVESTMENT ADVISERS (UK) LTD
10% Owner
Holdings
- 21,516,384(indirect: See footnotes)
Common Stock
- (indirect: See footnotes)
Earnout Shares
Exercise: $0.00Exp: 2029-12-08→ Common Stock (10,076,396 underlying)
SVF Fetch (Cayman) Ltd
10% Owner
Holdings
- (indirect: See footnotes)
Earnout Shares
Exercise: $0.00Exp: 2029-12-08→ Common Stock (10,076,396 underlying) - 21,516,384(indirect: See footnotes)
Common Stock
SoftBank Vision Fund L.P.
10% Owner
Holdings
- 21,516,384(indirect: See footnotes)
Common Stock
- (indirect: See footnotes)
Earnout Shares
Exercise: $0.00Exp: 2029-12-08→ Common Stock (10,076,396 underlying)
SOFTBANK VISION FUND (AIV M2) L.P.
10% Owner
Holdings
- 21,516,384(indirect: See footnotes)
Common Stock
- (indirect: See footnotes)
Earnout Shares
Exercise: $0.00Exp: 2029-12-08→ Common Stock (10,076,396 underlying)
Footnotes (3)
- [F1]Includes 12,885,948 shares of Common Stock held of record by SoftBank Vision Fund (AIV M2) L.P. and 8,630,436 shares of Common Stock held of record by SVF Fetch (Cayman) Limited.
- [F2]Softbank Vision Fund L.P. is the managing member of SVF Holdings (UK) LLP, which is the sole owner of SVF Sync Holdings (Cayman) Limited, which is the sole owner of SVF Fetch (Cayman) Limited. SB Investment Advisers (UK) Limited ("SBIA UK") has been appointed as alternative investment fund manager ("AIFM") of each of Softbank Vision Fund L.P. and SoftBank Vision Fund (AIV M2) L.P. As AIFM, SBIA UK is authorized and regulated by the UK Financial Conduct Authority and is exclusively responsible for making all decisions related to the acquisition, structuring, financing and disposal of Softbank Vision Fund L.P.'s and SoftBank Vision Fund (AIV M2) L.P.'s investments. As a result of these relationships, the Reporting Persons may be deemed to share beneficial ownership of the securities reported herein. Each of them disclaims any such beneficial ownership except to the extent of their pecuniary interests therein.
- [F3]Pursuant to the Merger Agreement, dated as of May 11, 2022, by and among InterPrivate II Acquisition Corp., TMPST Merger Sub I Inc., TMPST Merger Sub II LLC, and Getaround, Inc., SVF Fetch (Cayman) Limited and SoftBank Vision Fund (AIV M2) L.P. will be entitled to receive 4,041,743 shares and 6,034,653 shares of Common Stock, respectively, in each case issuable as earnout shares based on the daily volume weighted average price of the Issuer's Common Stock achieving various price targets ($13.50, $17.00, $25.00, $30.00, $37.00, $46.00 and $55.00) for a period of at least 20 days out of 30 consecutive trading days, as may be adjusted.
Documents
Issuer
Getaround, Inc
CIK 0001839608
Entity typeother
IncorporatedJersey
Related Parties
1- filerCIK 0001699940
Filing Metadata
- Form type
- 3
- Filed
- Dec 18, 7:00 PM ET
- Accepted
- Dec 19, 9:00 PM ET
- Size
- 15.6 KB