0001193125-22-040004.txt : 20220214 0001193125-22-040004.hdr.sgml : 20220214 20220214093559 ACCESSION NUMBER: 0001193125-22-040004 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20220214 DATE AS OF CHANGE: 20220214 GROUP MEMBERS: SVF INVESTMENTS (UK) LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Coupang, Inc. CENTRAL INDEX KEY: 0001834584 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 272810505 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-93487 FILM NUMBER: 22626273 BUSINESS ADDRESS: STREET 1: TOWER 730,570 STREET 2: SONGPA-DAERO, SONGPA-GU CITY: SEOUL STATE: M5 ZIP: 05510 BUSINESS PHONE: 82-10-2687-8058 MAIL ADDRESS: STREET 1: TOWER 730,570 STREET 2: SONGPA-DAERO, SONGPA-GU CITY: SEOUL STATE: M5 ZIP: 05510 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SB INVESTMENT ADVISERS (UK) LTD CENTRAL INDEX KEY: 0001731509 IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 69 GROSVENOR STREET CITY: LONDON STATE: X0 ZIP: W1K 3JP BUSINESS PHONE: 44 2076290431 MAIL ADDRESS: STREET 1: 69 GROSVENOR STREET CITY: LONDON STATE: X0 ZIP: W1K 3JP SC 13G 1 d259841dsc13g.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.    )*

 

 

Coupang, Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

22266T109

(CUSIP Number)

December 31, 2021

(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. 22266T109   Schedule 13G   Page 1 of 7

 

  1    

  Names of Reporting Persons

 

  SB Investment Advisers (UK) Limited

  2  

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

 

  3  

  SEC Use Only

 

  4  

  Citizenship or Place of Organization

 

  England and Wales

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

    5    

  Sole Voting Power

 

  0

   6  

  Shared Voting Power

 

  511,156,413

   7  

  Sole Dispositive Power

 

  0

   8  

  Shared Dispositive Power

 

  511,156,413

  9    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  511,156,413

10  

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

  Not Applicable

11  

  Percent of Class Represented by Amount in Row 9

 

  32.4%

12  

  Type of Reporting Person

 

  CO

CUSIP No. 22266T109   Schedule 13G   Page 2 of 7

 

  1    

  Names of Reporting Persons

 

  SVF Investments (UK) Limited

  2  

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

 

  3  

  SEC Use Only

 

  4  

  Citizenship or Place of Organization

 

  England and Wales

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

    5    

  Sole Voting Power

 

  0

   6  

  Shared Voting Power

 

  511,156,413

   7  

  Sole Dispositive Power

 

  0

   8  

  Shared Dispositive Power

 

  511,156,413

  9    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  511,156,413

10  

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

  Not Applicable

11  

  Percent of Class Represented by Amount in Row 9

 

  32.4%

12  

  Type of Reporting Person

 

  CO

CUSIP No. 22266T109   Schedule 13G   Page 3 of 7

 

ITEM 1.       (a)     Name of Issuer:

Coupang, Inc. (the “Issuer”).

 

  (b)

Address of Issuer’s Principal Executive Offices:

Tower 730, 570, Songpa-daero, Songpa-gu, Seoul, Republic of Korea 05510

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:

SB Investment Advisers (UK) Limited (“SBIA UK”)

SVF Investments (UK) Limited

 

  (b)

Address or Principal Business Office:

The principal business address of each of the Reporting Persons is 69 Grosvenor Street, London, W1K 3JP, United Kingdom.

 

  (c)

Citizenship of each Reporting Person is:

Each of the Reporting Persons is organized under the laws of England and Wales.

 

  (d)

Title of Class of Securities:

Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”).

 

  (e)

CUSIP Number:

22266T109

 

ITEM 3.

Not applicable.

CUSIP No. 22266T109   Schedule 13G   Page 4 of 7

 

ITEM 4.

Ownership.

(a-c)

The ownership information presented below represents beneficial ownership of Class A Common Stock of the Issuer as of December 31, 2021, based upon 1,576,638,517 shares of Class A Common Stock outstanding as of November 4, 2021, based on the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 12, 2021.

 

Reporting Person   

Amount

beneficially

owned

     

Percent

of class:

     Sole power
to vote or to
direct the
vote:		      Shared power
to vote or to
direct the
vote:		     

Sole
power to
dispose or
to direct
the
disposition

of:

     

Shared

power to

dispose or

to direct

the

disposition

of:

  

SB Investment Advisers (UK) Limited

      511,156,413        32.4 %      0        511,156,413        0        511,156,413  

SVF Investments (UK) Limited

      511,156,413        32.4 %      0        511,156,413        0        511,156,413  

SVF Investments (UK) Limited is the record holder of the securities reported herein.

SBIA UK has been appointed as alternative investment fund manager (“AIFM”) of SVF Investments (UK) Limited. 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 SVF Investments (UK) Limited’s investments. 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.

 

ITEM 8.

Identification and Classification of Members of the Group.

Not applicable.

CUSIP No. 22266T109   Schedule 13G   Page 5 of 7

 

ITEM 9.

Notice of Dissolution of Group.

Not applicable.

 

ITEM 10.

Certification.

Not applicable.

CUSIP No. 22266T109   Schedule 13G   Page 6 of 7

 

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 14, 2022

 

SB Investment Advisers (UK) Limited
By:  

/s/ Spencer Collins

Name:   Spencer Collins
Title:   General Counsel
SVF Investments (UK) Limited
By: SB Investment Advisers (UK) Limited, its manager
By:  

/s/ Spencer Collins

Name:   Spencer Collins
Title:   General Counsel

CUSIP No. 22266T109   Schedule 13G   Page 7 of 7

 

LIST OF EXHIBITS

 

Exhibit No.

   

Description

99    Joint Filing Agreement.

 

 EX-99.1 2 d259841dex991.htm EX-99.1 EX-99.1

Exhibit 99

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13G. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of February 14, 2022.

 

SB Investment Advisers (UK) Limited
By:  

/s/ Spencer Collins

Name:   Spencer Collins
Title:   General Counsel
SVF Investments (UK) Limited
By: SB Investment Advisers (UK) Limited, its manager
By:  

/s/ Spencer Collins

Name:   Spencer Collins
Title:   General Counsel