Octopus Apollo VCT2 Octopus Apollo VCT2 plc : RECOMMENDED PROPOSALS TO MERGE THE COMPANIES,AN ENHANCED BUYBACK FACILITY, AN O...
August 17 2012 - 8:16AM
UK Regulatory
TIDMOAP2
JOINT ANNOUNCEMENT
17 AUGUST 2012
OCTOPUS APOLLO VCT 1 PLC ("APOLLO 1")
OCTOPUS APOLLO VCT 2 PLC ("APOLLO 2")
OCTOPUS APOLLO VCT 3 PLC ("APOLLO 3")
OCTOPUS APOLLO VCT 4 PLC ("APOLLO 4")
(TOGETHER THE "COMPANIES" AND APOLLO 1, APOLLO 2 AND APOLLO 4 TOGETHER THE
"TARGET VCTS" AND EACH A "TARGET VCT")
RECOMMENDED PROPOSALS TO MERGE THE COMPANIES (TO BE COMPLETED PURSUANT TO
SCHEMES OF RECONSTRUCTION UNDER SECTION 110 OF THE INSOLVENCY ACT 1986), AN
ENHANCED BUYBACK FACILITY, AN OFFER FOR SUBSCRIPTION BY APOLLO 3 AND RELATED
MATTERS
SUMMARY
The boards of the Companies ("Boards") announced on 25 May 2012 that they had
agreed terms in principle to merge the four companies. The Boards are pleased to
advise that discussions have now concluded and that they are today writing to
set out the merger proposals to their respective shareholders for consideration.
Each of the Companies is managed by Octopus Investments Limited ("Octopus").
The merger will be effected by the Target VCTs each being placed into members'
voluntary liquidation pursuant to schemes of reconstruction under Section 110 of
the Insolvency Act 1986 ("Schemes" and each a "Scheme"). Shareholders should
note that the merger by way of the Schemes will be outside the provisions of the
City Code on Takeovers and Mergers.
The merger will be completed on a relative net asset basis and the benefits
shared by each set of shareholders, with the costs being split proportionately
based on the merger net asset values. Each Scheme requires the approval of
resolutions by the relevant Target VCT's shareholders and Apollo 3 shareholders.
However, each Scheme is not conditional on the other Schemes and will proceed
independently and irrespective of the other Schemes.
The merger will, if effected, result in an enlarged company ("Enlarged Company")
with net assets of approximately GBP50 million. Based on the estimated costs of
the merger (being GBP371,600) and the expected annual costs savings for the
Enlarged Company (being GBP288,900), the Boards believe that the costs of the
merger would be recovered within 16 months.
Apollo 3 also proposes to provide shareholders with the ability to participate
in an enhanced buyback facility ("Enhanced Buyback Facility") and raise further
funds pursuant to a top-up offer ("Offer"). Implementation of both requires the
approval of resolutions by Apollo 3 shareholders. The Enhanced Buyback Facility
and the Offer are not conditional on each other or on the Schemes becoming
effective. The Schemes are not conditional on either the Enhanced Buyback
Facility or the Offer proceeding.
In addition, Apollo 3 intends to take the opportunity to renew allotment,
disapplication of pre-emption rights and share purchase authorities, approve
amendments to its articles of association and approve the cancellation of share
premium and capital redemption reserves.
Further, Apollo 3 is seeking the approval of its shareholders to enter into
related party transactions with Octopus in connection with revised performance
incentive fee arrangements and fees in connection with the Enhanced Buyback
Facility and the Offer.
Further details of the proposals are set out below. The approval of resolutions
in connection with these proposals will be proposed at general meetings of the
Companies ("Meetings") being convened as set out in the expected timetable
below.
BACKGROUND
Set out below is a summary of historical information of the Companies, together
with the latest published NAVs (taken from the unaudited management accounts to
30 April 2012 (which is prior to the payment of dividends and share buybacks
after 30 April 2012)), the number of venture capital investments within the
portfolios of each company and the respective carrying value of these
investments.
Date of Funds Unaudited net NAV per Number of Carrying
launch raised assets ( GBP) share venture value of the
since (p) capital venture
launch investments capital
( GBP) investments
( GBP)
Company July 2006 27.1 24,457,715 91.4 19 22,720,754
million
Apollo 1 May 2006 8.8 8,121,668 94.9 14 7,265,870
million
Apollo 2 May 2006 8.8 8,120,274 94.9 14 7,265,870
million
Apollo 4 June 2008 11.5 11,234,814 97.7 12 10,507,158
million
The objective of each of the Companies is the same, that being to invest in a
diversified portfolio of UK smaller companies in order to generate income and
capital growth over the long-term. The Companies also have the same investment
policies.
The separate 'Apollo' named VCTs were originally established so as to provide
the ability to access larger deals through co-investment. As a result, 88.4% of
the aggregate portfolio across the Companies is represented by venture capital
investments held by two or more of the Companies as at 30 April 2012
(representing GBP42.2 million out of the aggregate GBP47.8 million of venture
capital investments). As the portfolios of the Companies are now materially
invested, and due to the changes made to the VCT investment limits and size
tests (in particular, the removal of the GBP1 million investment limit per VCT),
the benefit of 'sister' VCTs is now significantly reduced.
VCTs are required to be listed on the premium segment of the Official List,
which involves a significant level of listing costs, as well as related fees to
ensure they comply with all relevant legislation. A larger VCT should be better
placed to spread such running costs across a larger asset base and facilitate
better liquidity management and, as a result, may be able to maximise investment
opportunities and sustain a higher level of dividends to shareholders over its
life.
In September 2004, the Merger Regulations were introduced allowing VCTs to be
acquired by, or merge with, each other without prejudicing the VCT tax reliefs
obtained by their shareholders. A number of VCTs have taken advantage of these
regulations to create larger VCTs for economic and administration efficiencies,
as well as to improve portfolio diversification.
With the above in mind, the Boards entered into discussions to merge the
Companies to create a single, larger VCT. The aim is to achieve long-term
strategic benefits and reductions in the annual running costs for all
shareholders.
THE SCHEMES
The mechanism by which the merger will be completed is as follows:
· each Target VCT will be placed into members' voluntary
liquidation pursuant to a scheme of reconstruction under Section 110 of IA
1986; and
· all of the assets and liabilities of each Target VCT will be
transferred to the Company in consideration for the issue of new shares of 10
pence each in the capital of Apollo 3 ("New Apollo 3 Shares") (which will be
issued directly to the shareholders of the relevant Target VCT).
In respect of each Scheme, the New Apollo 3 Shares to be issued will be
calculated on a relative net asset value basis. The relative net asset values
will be the unaudited net asset values of the Companies as at the Calculation
Date (this being 26 September 2012), adjusted to take into consideration a
company's allocation of the estimated merger costs.
Each Scheme is conditional upon certain conditions being satisfied as further
set out in the circulars being posted to shareholders today, including
resolutions to be proposed to shareholders of each of the Companies. Each Target
VCT will apply to the UKLA for cancellation of the listing of its shares, upon
the successful completion of its Scheme, such cancellation is anticipated to
take place on 26 October 2012 (the cancellation requiring the approval of the
relevant Target VCT's shareholders).
The merger will result in the creation of an enlarged company and should result
in savings in running costs and simpler administration. As all of the Companies
have the same investment policies, a number of common investments and are
managed by Octopus, this is achievable without material disruption to the
Companies and their combined portfolio of investments.
The Board considers that the merger will bring a number of benefits to all of
the Companies' groups of shareholders through:
· a reduction in annual running costs for the Enlarged Company
compared to the aggregate annual running costs of the separate Companies;
· the creation of a single VCT of a more economically efficient
size with a greater capital base over which to spread annual running costs;
· participation in a larger VCT with the longer term potential for
a more diversified portfolio, thereby spreading the portfolio risk across a
broader range of investments;
· increasing the ability to support follow-on investments and new
investments in the future due to the increased size and reduced running costs of
the Enlarged Company; and
· the potential to enhance the ability to pay dividends and buy
back shares in the future due to the increased size and reduced running costs of
the Enlarged Company, as well as improve liquidity in the secondary market, as
it is hoped that a larger vehicle will attract increased interest.
To the extent only one or more of the Schemes are completed, the benefits of the
Enlarged Company may not be fully realised (in particular, the annual costs
savings would be reduced accordingly).
The aggregate anticipated cost of undertaking the merger is approximately
GBP371,600, including VAT, legal and professional fees, stamp duty and the costs
of winding up the Target VCTs. The costs of the merger will be split
proportionately between the Companies by reference to their respective merger
net assets (ignoring merger costs). Each of the Companies will be responsible
for its allocation of the estimated merger costs whether or not a particular
Scheme is approved and becomes effective. The Boards believe that the Schemes
provide an efficient way of merging the Companies with a lower level of costs
compared with other merger routes. Apollo 3 was selected as the acquirer being
the largest of the Companies (and hence resulting in a lower amount of stamp
duty being payable) and the most mature.
On the assumption that the net assets of the Enlarged Company will remain the
same immediately after the merger, the reduction in the annual running costs
(ignoring annual management fees, performance incentive fees and exceptional
items) for the Enlarged Company is estimated to be at least GBP288,900 per annum,
in particular, through the reduction in directors' and advisers' fees, audit
fees, secretarial fees, printing costs and listing fees, as well as other fixed
costs. This reduction would represent approximately 0.6% per annum of the
expected net assets of the Enlarged Company. On this basis, and assuming that no
new funds were to be raised or investments realised to meet annual costs, the
Board and the Target VCTs' Boards believe that the costs of the merger would be
recovered within 16 months.
As an illustration, had the merger been completed on 30 April 2012, the number
of New Apollo 3 Shares that would have been issued for each existing Target VCT
share held are as follows:
* Apollo 1: 1.037649 New Apollo 3 Shares for every share held in Apollo 1
* Apollo 2: 1.037459 New Apollo 3 Shares for every share held in Apollo 2
* Apollo 4: 1.068556 New Apollo 3 Shares for every share held in Apollo 4
The illustrations have not been adjusted for the payment of dividends or shares
bought back by the Companies after 30 April 2012.
ENHANCED BUYBACK FACILITY
The board of Apollo 3 has agreed to offer to its shareholders (including
shareholders who will roll across to Apollo 3 as part of the merger process) the
opportunity to participate in the Enhanced Buyback Facility. The terms of the
Enhanced Buyback Facility are set out in the Apollo 3 prospectus ("Prospectus")
which accompanies the circulars being sent out to the shareholders of the
Companies today.
· Apollo 3 shall offer (pursuant to a tender offer) to all UK Apollo
3 shareholders (including shareholders following the merger) on the register on
1 October 2012 to purchase up to 50% of the issued Apollo 3 share capital as at
that date.
· Shareholders eligible to participate may tender some or all of
their existing holding of Apollo 3 shares, such Apollo 3 shareholders:
o being entitled to sell up to a basic entitlement (this being up
to 50% of their holding on the register on 1 October 2012, rounded down to the
nearest whole Apollo 3 share); and
o being able to tender additional Apollo 3 shares that may be sold
to the extent that other Apollo 3 shareholders do not participate up to the
maximum amount available (any such excess to be allocated pro rata to the amount
number of Apollo 3 shares tendered, subject to the discretion of the Apollo 3
board).
· The purchase will be subject to the participating Apollo 3
shareholder agreeing to reinvest all of the proceeds of sale in the purchase of
New Apollo 3 Shares.
· The purchase will be completed at a price equal to the most
recently published net asset value per Apollo 3 share at the time of purchase.
· The reinvestment will be completed at a price equal to the most
recently published net asset value per Apollo 3 share at the time of allotment,
divided by 0.95 (representing the costs of providing the facility, referred to
below).
· Allocations of New Apollo 3 Shares under the reinvestment will be
rounded down and fractions will not be allotted.
· Financial intermediaries will receive a commission of an amount
equal to 2.5% of their client's reinvestment (which may be waived and reinvested
for additional New Apollo 3 Shares purchased on behalf of their client as part
of the Enhanced Buyback Facility) and annual trail commission.
Octopus will be paid an administration fee of 5% of the gross proceeds raised
through the issue of New Apollo 3 Shares (ignoring reinvested commission) from
which all costs and expenses will be paid (including initial intermediary
commission but excluding annual trail commission). Any costs above this,
excluding annual trail commission, will be met by Octopus.
The net effect for participating Apollo 3 shareholders is that they will
'substitute' 1,000 existing Apollo 3 shares with 950 New Apollo 3 Shares (plus
any New Apollo 3 Shares issued pursuant to reinvested commission), the small
reduction in the value of the investment holding representing the costs of
implementing the Enhanced Buyback Facility, with the reinvestment qualifying for
upfront income tax relief of up to 30%.
The Enhanced Buyback Facility is conditional on the approval of resolutions by
Apollo 3 shareholders and the extent to which it will be implemented is further
conditional on Apollo 3 having sufficient reserves to effect the purchase of
shares pursuant to the Enhanced Buyback Facility.
The Enhanced Buyback Facility will open on 1 October 2012 (with, as mentioned
above, an Enhanced Buyback Facility record date for participation of 1 October
2012, i.e. after the Schemes are expected to become effective and New Apollo 3
Shares have been issued to Target VCT shareholders) and will close on 30
November 2012. The board of Apollo 3 may amend or extend (as applicable) these
dates at their discretion.
THE OFFER
The board of Apollo 3 has decided to take the opportunity to raise up to GBP20
million through the Offer. The board of Apollo 3 may, in their absolute
discretion, decide to increase the Offer to raise up to a further GBP10 million if
there proves to be excess demand from investors, subject to a maximum of 35
million New Apollo 3 Shares being offered pursuant to the Offer. This will
provide Apollo 3 shareholders and new investors with the opportunity to invest
in Apollo 3 and benefit from the tax reliefs available to qualifying investors
in VCTs. The terms of the Offer are set out in the Apollo 3 Prospectus.
New Apollo 3 Shares issued under the Offer will be at an offer price equal to
the most recently published NAV of an Apollo 3 share, divided by 0.95 to take
into account Offer costs of 5% and rounded up to the nearest 0.1p per share.
Octopus will act as promoter to the Offer and be paid a commission of 5% of the
gross proceeds raised through the issue of New Apollo 3 Shares (ignoring
reinvested commission) from which all costs and expenses will be paid (including
initial intermediary commission but excluding any permissible annual trail
commission). Any costs above this, excluding any permissible annual trail
commission, will be met by Octopus.
The Offer is conditional on the approval of resolutions by Apollo 3
Shareholders. The Offer will open on 1 October 2012.
INVESTMENT MANAGEMENT AND ADMINISTRATION ARRANGEMENTS
Octopus is the investment manager of all of the Companies and also provides
administration and secretarial services to all of the Companies.
In respect of Apollo 3, Octopus receives an annual investment management fee of
an amount equal to 2% of the net assets of Apollo 3 at the end of the preceding
accounting period (plus any applicable VAT), an annual administration and
accounting fee equal to 0.3% of the net assets of Apollo 3 at the end of the
preceding accounting period (plus applicable VAT) and an annual company
secretarial fee of GBP5,000 (plus VAT). These fee arrangements will continue to
apply to the Enlarged Company but will be across the enlarged net assets. The
existing annual expense cap on normal running costs of an amount equal to 3.3%
of the net assets will also continue in respect of the Enlarged Company.
The board of Apollo 3 and Octopus have agreed, subject to approval of the
shareholders of Apollo 3, to replace the existing performance related incentive
fee arrangements for Apollo 3 with revised arrangements. Under the revised
arrangements, Octopus will be entitled to an annual performance related
incentive fee in each accounting period commencing on or after 1 February 2012,
subject to the Total Return being 100p at the end of the relevant period. The
amount of the fee will be equal to 20% by which the Total Return as at the end
of the relevant period exceeds the Overall Hurdle Return (and payable in respect
of each share in issue at the end of the relevant period).
For these purposes, Total Return means NAV per Apollo 3 share plus dividends
paid per Apollo 3 share since launch and the Overall Hurdle Return means the
greater of the:
* Base Rate Hurdle Return - which means the Total Return as at 31 January
2012 increased by the cumulative annual weighted average of the Bank of
England base rate (measured daily) to the end of the relevant period; and
* High Watermark Hurdle Return - which means the highest level of Total Return
as at the end of the accounting period commencing on 1 February 2012 or any
subsequent accounting period.
The revised performance related incentive fee, if approved, will be calculated
and payable annually.
These revised arrangements are not conditional on the merger becoming effective
nor are they conditional on the Enhanced Buyback Facility or the Offer being
implemented (or vice versa).
Octopus has, subject to the relevant Scheme becoming effective, agreed to
terminate the investment management, administration and performance incentive
arrangements with the relevant Target VCT with effect from the date the relevant
Scheme becomes effective without notice or penalty.
THE APOLLO 3 BOARD
The Boards have considered what the size and future composition of the Enlarged
Company's board should be following the merger and it has been agreed that Tony
Morgan shall step down as chairman of Apollo 3, but will continue as a director
of Apollo 3, and Rob Johnson will step down as a director of Apollo 3. Murray
Steele (chairman of Apollo 4) and Christopher Powles (a director of Apollo 4)
will then be appointed as directors of Apollo 3, with Murray Steele being
appointed as chairman of Apollo 3. Matt Cooper will continue as a director of
Apollo 3 and, as he is also currently a director of Apollo 1 and Apollo 2, he
will bring recent knowledge and experience of these Target VCTs to the Enlarged
Company.
The directors of the Target VCTs have (subject to their respective Schemes
becoming effective) agreed to waive their directors' fees from the relevant
Scheme becoming effective and Rob Johnson's appointment to Apollo 3 will
terminate without compensation.
APOLLO 3 CHANGES TO ITS ARTICLES, RENEWAL OF SHARE ISSUE AND BUYBACK AUTHORITIES
AND CANCELLATION OF SHARE CAPITAL AND RESERVES
Apollo 3 intends to renew and increase its authorities to issue shares (having
disapplied pre-emption rights) for general purposes and make market purchases of
shares reflecting the increased share capital of Apollo 3 following the merger
and the Offer (assuming maximum subscription).
Apollo 3 also proposes to seek the approval of its shareholders to cancel
further share premium and capital redemption reserves, subject to the sanction
of the Court.
In addition, Apollo 3 proposes to seek the approval of its shareholders to amend
its articles of association to (i) revoke the share capital limit implied into
its articles of association under the Companies Act 2006 (which continues to
impose a restriction on the amount of share capital Apollo 3 can issue), (ii)
delete the statement of the authorised share capital of the Company as at the
date the articles of association were adopted and (iii) provide for a new
article permitting the name of Apollo 3 to be changed by way of a board
resolution (the intention being to change the name of Apollo 3 to Octopus Apollo
VCT plc following the merger).
RELATED PARTY TRANSACTIONS
In connection with the Enhanced Buyback Facility and the Offer, Apollo 3 intends
to enter into the administration fee and promotion fee arrangements with Octopus
(as detailed above). Apollo 3 also intends to enter into the revised performance
related incentive fee arrangements with Octopus (also as detailed above).
Octopus is regarded as a related party pursuant to the Listing Rules of the UK
Listing Authority by virtue of it being the investment manager of the Company.
Shareholder approval is, therefore, required under the Listing Rules of the UK
Listing Authority to enter into these transactions.
Octopus is one of the UK's leading fund management companies with more than GBP2.7
billion under management (as at 31 May 2012). Octopus has more than 200 Staff,
including over 50 investment professionals, and has twice been voted as one of
the 'Top 100 Small and Medium-Sized Companies to Work For' in the Sunday Times.
EXPECTED TIMETABLES
The Schemes
Apollo 3 General Meeting 10.00 a.m. 19 September 2012
Apollo 1 First General Meeting 10.30 pm 19 September 2012
Apollo 2 First General Meeting 11.00 pm 19 September 2012
Apollo 4 First General Meeting 11.30 pm 19 September 2012
Target VCTs' register of members closed 26 September 2012
Calculation date for the Schemes after 5.00 pm 26 September 2012
Suspension of listing of Target VCT' shares 7.30 am 27 September 2012
Apollo 1 Second General Meeting 10.00 pm 27 September 2012
Apollo 2 Second General Meeting 10.30 pm 27 September 2012
Apollo 4 Second General Meeting 11.00 pm 27 September 2012
Effective date for the transfer of assets and 27 September 2012
liabilities of the Target VCTs' to Apollo 3 and
issue of New Apollo 3 Shares
Announcement of results of the meetings and 27 September 2012
completion of the Schemes (as applicable)
Admission of and dealings in the New Apollo 3 28 September 2012
Shares issued pursuant to the Schemes to
commence
CREST accounts credited with New Apollo 3 Shares 28 September 2012
Certificates for New Apollo 3 Shares dispatched 5 October 2012
Cancellation of the Target VCTs' share listing 8.00 am 26 October 2012
(if applicable)
The Enhanced Buyback Facility
Enhanced Buyback Facility record date 1 October 2012
Enhanced Buyback Facility opens 1 October 2012
Enhanced Buyback Facility closes noon on 30 November 2012
Purchase of existing Apollo 3 shares and issue of New 4 December 2012
Apollo 3 Shares
Announcement of the results 4 December 2012
Admission of and dealings in New Apollo 3 Shares issued 5 December 2012
commence
Certificates for New Apollo 3 Shares issued dispatched 12 December 2012
The Offer
Offer opens 1 October 2012
Allotment of New Apollo 3 Shares monthly
Admission of and dealings in New Apollo 3 3 business days following allotment
Shares issued commence
Certificates for New Apollo 3 Shares issued 10 business days following allotment
dispatched
Offer closes noon on 5 April 2013
DOCUMENTS AND APPROVALS
Apollo 3 shareholders will receive a copy of a circular convening the Apollo 3
general meeting to be held on 19 September 2012 (together with the Apollo 3
Prospectus) at which Apollo 3 shareholders will be invited to approve
resolutions in connection with the proposals.
Target VCTs' shareholders will receive a joint circular convening the Target
VCTs' first general meetings on 19 September 2012 and the Target VCTs' second
general meetings on 27 September 2012 (together with the Apollo 3 Prospectus) at
which Target VCTs' shareholders will be invited to approve resolutions in
connection with their relevant Scheme.
Copies of the Apollo 3 Prospectus, the Apollo 3 circular and the joint Target
VCTs' circular have been submitted to the UK Listing Authority and will be
shortly available for download both from Octopus' website
(www.octopusinvestments.com) and the national storage mechanism
(www.morningstar.co.uk/uk/NSM).
For further information, please contact:
Investment Manager and Administrator for the Companies
Octopus Investments Limited
Paul Daniells/Tracey Spevack
Telephone: 0800 316 2295
Solicitors to the Companies
SGH Martineau LLP
Kavita Patel/Robert Newman
Telephone: 0800 763 2000
Sponsor to Apollo 3
Matrix Corporate Capital LLP
Jonathan Becher
Telephone: 0203 206 7000
The directors and proposed directors of Apollo 3 accept responsibility for the
information relating to Apollo 3 and its directors and proposed directors
contained in this announcement. To the best of the knowledge and belief of such
directors and proposed directors (who have taken all reasonable care to ensure
that such is the case), the information relating to Apollo 3 and its directors
and proposed directors contained in this announcement, for which they are solely
responsible, is in accordance with the facts and does not omit anything likely
to affect the import of such information.
The directors of Apollo 1 accept responsibility for the information relating to
Apollo 1 and its directors contained in this announcement. To the best of the
knowledge and belief of such directors (who have taken all reasonable care to
ensure that such is the case), the information relating to Apollo 1 and its
directors contained in this document, for which they are solely responsible, is
in accordance with the facts and does not omit anything likely to affect the
import of such information.
The directors of Apollo 2 accept responsibility for the information relating to
Apollo 2 and its directors contained in this announcement. To the best of the
knowledge and belief of such directors (who have taken all reasonable care to
ensure that such is the case), the information relating to Apollo 2 and its
directors contained in this document, for which they are solely responsible, is
in accordance with the facts and does not omit anything likely to affect the
import of such information.
The directors of Apollo 4 accept responsibility for the information relating to
Apollo 4 and its directors contained in this announcement. To the best of the
knowledge and belief of such directors (who have taken all reasonable care to
ensure that such is the case), the information relating to Apollo 4 and its
directors contained in this document, for which they are solely responsible, is
in accordance with the facts and does not omit anything likely to affect the
import of such information.
SGH Martineau LLP are acting as legal advisers for the Companies and for no one
else in connection with the matters described herein and will not be responsible
to anyone other than the Companies for providing the protections afforded to
clients of SGH Martineau LLP or for providing advice in relation to the matters
described herein.
Matrix Corporate Capital LLP, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting as sponsor for Apollo 3
and no one else and will not be responsible to any other person for providing
the protections afforded to customers of Matrix Corporate Capital LLP or for
providing advice in relation to any matters referred to herein.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Octopus Apollo VCT2 plc via Thomson Reuters ONE
[HUG#1634758]
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