SC 13G
1
Brandes_13G_Embraer.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.8) *
Embraer S.A.
(Name of Issuer)
American Depository Receipts and Common Shares
(Title of Class of Securities)
29082A107
(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:
[x] 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 persons 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).
SEC 1745 (3-98)
CUSIP No. 29082A107
1.
Names of Reporting Persons.
Brandes Investment Partners, L.P.
I.R.S. Identification Nos. of above persons (entities only).
33-0704072
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3.
SEC Use Only
4.
Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each
Reporting Person With:
5.
Sole Voting Power
0
6.
Shared Voting Power
18,004,039 ADRs and 26,812,683 ORDs by Each
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
18,887,650 ADRs and 44,710,552 ORDs
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
18,887,650 ADRs and 44,710,552 ORDs
10.
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
[ ]
11.
Percent of Class Represented by Amount in Row (9)
16.24 %
12.
Type of Reporting Person (See Instructions)
IA, PN
CUSIP No. 29082A107
1.
Names of Reporting Persons.
CO-GP, LLC
I.R.S. Identification Nos. of above persons (entities only).
73-1677697
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3.
SEC Use Only
4.
Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each
Reporting Person With:
5.
Sole Voting Power
0
6.
Shared Voting Power
18,004,039 ADRs and 26,812,683 ORDs
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
18,887,650 ADRs and 44,710,552 ORDs
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
18,887,650 ADR and 44,710,552 ORD shares
are deemed to be beneficially owned by CO-
GP, LLC as a control person of the investment
adviser. CO-GP, LLC disclaims any direct
ownership of the shares reported in this
Schedule 13G, except for an amount that is
substantially less than one per cent of the
number of shares reported herein.
10.
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
[ ]
11.
Percent of Class Represented by Amount in Row (9)
16.24 %
12.
Type of Reporting Person (See Instructions)
CO, OO (Control Person)
CUSIP No. 29082A107
1.
Names of Reporting Persons.
Brandes Worldwide Holdings, L.P.
I.R.S. Identification Nos. of above persons (entities only).
33-0836630
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3.
SEC Use Only
4.
Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each
Reporting Person With:
5.
Sole Voting Power
0
6.
Shared Voting Power
18,004,039 ADRs and 26,812,683 ORDs
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
18,887,650 ADRs and 44,710,552 ORDs
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
18,887,650 ADR and 44,710,552 ORD shares
are deemed to be beneficially owned by
Brandes Worldwide Holdings, L.P., as a
control person of the investment adviser.
Brandes Worldwide Holdings, L.P. disclaims
any direct ownership of the shares reported in
this Schedule 13G.
10.
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
[ ]
11.
Percent of Class Represented by Amount in Row (9)
16.24 %
12.
Type of Reporting Person (See Instructions)
PN, OO (Control Person)
CUSIP No. 29082A107
1.
Names of Reporting Persons.
Glenn Carlson
I.R.S. Identification Nos. of above persons (entities only).
0
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3.
SEC Use Only
4.
Citizenship or Place of Organization
USA
Number of Shares Beneficially Owned by Each
Reporting Person With:
5.
Sole Voting Power
0
6.
Shared Voting Power
18,004,039 ADRs and 26,812,683 ORDs
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
18,887,650 ADRs and 44,710,552 ORDs
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
18,887,650 ADR and 44,710,552 ORD shares
are deemed to be beneficially owned by Glenn
Carlson, a control person of the investment
adviser. Mr. Carlson disclaims any direct
ownership of the shares reported in Schedule
13G, except for the amount that is substantially
less than one per cent of the number of shares
reported herein.
10.
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
[ ]
11.
Percent of Class Represented by Amount in Row (9)
16.24 %
12.
Type of Reporting Person (See Instructions)
IN, OO (Control Person)
Item 1(a) Name of Issuer: Embraer S.A.
Item 1(b) Address of Issuers Principal Executive Offices:
Av. Brigadeiro Faria Lima, 2170 12227-901 Sao Jose dos Campos,
Sao Paulo, Brazil
Item 2(a) Name of Person Filing:
(i) Brandes Investment Partners, L.P.
(ii) CO-GP, LLC.
(iii) Brandes Worldwide Holdings, L.P.
(iv) Glenn Carlson
Item 2(b) Address of Principal Business office or,
if None, Residence:
(i) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
(ii) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
(iii) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
(iv) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
Item 2(c) Citizenship
(i) Delaware
(ii) Delaware
(iii) Delaware
(iv) USA
Item 2(d) Title of Class Securities: American Depository
Receipts and Common Shares
Item 2(e) CUSIP Number: 29082A107
Item 3. If this statement is filed pursuant to 240.13d-1(b),
or 240.13d-2(b) or (c), check whether the person filing
is a:
(a) [ ] Broker or dealer registered under section 15
of the Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the
Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under
section 8 of the Investment Company Act
(15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with
240.13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment
fund in accordance with 240.13d-
1(b)(ii)(F).
(g) [ ] A parent holding company or control
person in accordance with 240.13d-
1(b)(1)(ii)(G).
(h) [ ] A savings association as defined in Section
3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813).
(i) [ ] A church plan that is excluded from the
definition of an investment company under
section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3).
(j) [x] Group, in accordance with 240.13d-1(b)(1)(ii)(J).
This statement is filed by Brandes Investment Partners, L.P., an
investment adviser registered under the Investment Advisers Act
of 1940, its control persons and its holding company. (See, also,
Exhibit A.)
Item 4. Ownership:
(a) Amount Beneficially Owned: 18,887,650 ADRs and 44,710,552
ORDs
(b) Percent of Class: 16.24 %
(c) Number of shares as to which the joint filers have:
(i) sole power to vote or to direct the vote:
0
(ii) shared power to vote or to direct the vote:
18,004,039 ADRs and 26,812,683 ORDs
(iii) sole power to dispose or to direct the
disposition of: 0
(iv) shared power to dispose or to direct the
disposition of: 18,887,650 ADRs and
44,710,552 ORDs
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the
fact that as of the date hereof the reporting
person has ceased to be the beneficial owner of more than five
percent of the class securities, check the following [ ]. N/A
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
N/A
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By
the Parent Holding Company.
N/A
Item 8. Identification and Classification of Members of the
Group.
See Exhibit A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification:
(a) The following certification shall be included if
the statement is filed pursuant to 240.13d-1(b):
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired and held in the ordinary course of business
and were not acquired and are not held for the purpose of
or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are
not held in connection with or as a participant in any
transaction having that purpose or effect.
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: January 6, 2022
BRANDES INVESTMENT PARTNERS, L.P.
By: /s/ Glenn Carlson
Name: Glenn Carlson, General Partner
CO-GP, LLC its General Partner
CO-GP, LLC
By: /s/ Glenn Carlson
Name: Glenn Carlson, General Partner
BRANDES WORLDWIDE HOLDINGS, L.P.
By: /s/ Glenn Carlson
Name: Glenn Carlson of CO-GP, LLC its General Partner
By: /s/ Glenn Carlson
Name: Glenn Carlson, Control Person
EXHIBIT A
Identification and Classification of Members of the Group
Pursuant to Rule 13d-1(b)(ii)(J) and Rule 13d-1(k)(1) under
the Securities and Exchange Act of 1934, the members of the
group making this joint filing are identified and classified
as follows:
Name: Brandes Investment Partners, L.P. (the Investment Adviser)
Classification: Investment adviser registered under Investment
Advisers Act of 1940
Name: Co-GP, LLC
Classification: A control person of the Investment Adviser
Name: Brandes Worldwide Holdings, L.P.
Classification: A control person of the Investment Adviser
Name: Glenn Carlson
Classification: A control person of the Investment Adviser
EXHIBIT B
Joint Filing Agreement Pursuant to Rule 13d-1
This agreement is made pursuant to Rule 13d-1(b)(ii)(J) and Rule 13d-1(k)(1)
under the Securities and Exchange Act of 1934 (the Act) by and among the
parties listed below, each referred to herein as a Joint Filer. The Joint
Filers agree that a statement of beneficial ownership as required by
Sections 13(g) or 13(d) of the Act and the Rules thereunder may be filed
on each of their behalf on Schedule 13G or Schedule 13D, as appropriate,
and that said joint filing may thereafter be amended by further joint
filings. The Joint Filers state that they each satisfy the requirements
for making a joint filing under Rule 13d-1.
Dated: January 6, 2022
BRANDES INVESTMENT PARTNERS, L.P.
By: /s/ Glenn Carlson
Name: Glenn Carlson, General Partner of Co-GP, LLC.
Co-GP, LLC.
By: /s/ Glenn Carlson
Name: Glenn Carlson, General Partner
EXHIBIT C
Disclaimer of Beneficial Ownership
Co-GP, LLC, Brandes Worldwide Holdings, L.P., Glenn Carlson, and Jeff
Busby disclaim beneficial interest as to the shares referenced above,
except for an amount equal to substantially less than one percent of
the shares reported on this Schedule 13D. None of these entities
or individuals holds the above-referenced shares for its/his
own account except on a de minimis basis.
By: /s/ Glenn Carlson
Name: Glenn Carlson
By: /s/ Jeff Busby
Name: Jeff Busby
