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Category: Internet of Things

  • MIL-OSI Economics: Secretary-General of ASEAN delivers pre-recorded remarks at the Opening Ceremony of the World Internet of Things Convention (WIOTC)

    Source: ASEAN

    Secretary-General of ASEAN, Dr. Kao Kim Hourn, yesterday delivered pre-recorded remarks at the Opening Ceremony of the World Internet of Things Convention (WIOTC), in Beijing, People’s Republic of China. In his remarks, Dr. Kao underscored that the rapid adoption of the Internet of Things (IoT), artificial intelligence (AI), and big data analytics will drive profound transformation across industries. He highlighted that these technologies will pave the way for new, innovative business models, helping to advance toward economic prosperity and sustainable development between ASEAN and China.

    The post Secretary-General of ASEAN delivers pre-recorded remarks at the Opening Ceremony of the World Internet of Things Convention (WIOTC) appeared first on ASEAN Main Portal.

    MIL OSI Economics –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 30 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 30 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 10,024,162 1.2654    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 10,024,162 1.2654    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY PURCHASE 1,770 90.1188p
    0.375p ORDINARY PURCHASE 220 90.12p
    0.375p ORDINARY PURCHASE 15,750 90.6p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 31 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: IOTA Software Inc. Announces $10.4 Million Series A2 Funding Led by Altira Group

    Source: GlobeNewswire (MIL-OSI)

    DENVER, Oct. 31, 2024 (GLOBE NEWSWIRE) — IOTA Software Inc., a leading developer of industrial and business data visualization software, announced today that it has secured $10.4 million in Series A2 funding led by the Altira Group with participation from Oxy Technology Ventures and existing investors, including Aramco Ventures and Second Avenue Partners. J.P. Bauman, Partner at Altira Group, will join IOTA’s Board of Directors.

    IOTA’s visualization software is an enterprise-scale, cloud-native platform that provides easy and immediate access to all sources of critical and dynamic business and process information. IOTA empowers executives, production managers, and operators with a visual and unified environment, supporting them with the insights essential for performance optimization and data-driven decision-making.

    This new investment will be used to expand IOTA’s engineering, product, and customer success teams and enhance its technology infrastructure and marketing efforts. This will enable IOTA to further develop its innovative technology, expand its global reach, and continue its rapid growth trajectory. With this latest funding, IOTA is well-positioned to solidify its status in data visualization as the premier situational awareness platform supporting digital transformation throughout the process industries.

    “We are thrilled to secure this funding, which enables us to accelerate our growth and technology development,” said Ivan Datskov, CEO of IOTA Software. “Our platform already helps businesses across a wide range of industries make more informed decisions, and we are excited about the opportunity to positively impact even more organizations.”

    “IOTA Software gives industrial enterprise customers the ability to easily bring together typically siloed critical business and operations data in control rooms and remote operating centers in a single pane of glass to improve asset performance,” commented J.P. Bauman. “On behalf of our seven industry-leading oil & gas company partners, Altira is excited to lead this effort in supporting IOTA as they continue to drive customer success.”

    “We are proud to be both partners and customers of IOTA Software,” said Trey Lowe, Chief Technology Officer at Devon Energy. “Their new software, VUE, is revolutionizing the way we view and interact with our production data. The intuitive interface and analytics capabilities will enhance decision-making across each of our operating areas.”

    About Altira Group

    Altira Group, a Denver-based venture capital firm, has funded advanced technology solutions across the energy and industrial value-chain for the past 27 years. Working with its Fund VII oil & gas industry limited partners, Altira enables the next generation of technologies, driving innovation across digital, industrial automation, and core oil & gas operations, including subsurface, development, production, and refining. Beyond capital, Altira’s unique approach offers entrepreneurs customer access, validation, and collaboration through their strategic partnerships with leading oil & gas companies, and experienced, hands-on investor partners skilled in business building. This unique Altira advantage means more direct customer interaction, compressed adoption cycles, and stronger investment outcomes. For further information, please visit www.altiragroup.com.

    About IOTA Software Inc.

    IOTA Software is a leading provider of data visualization that connects people, assets, and manufacturing processes. The company’s scalable platform offers easy access to critical process data, insights for performance optimization, and supports data-driven decision-making. Serving as a central hub to drive both daily and long-term outcomes, the IOTA platform delivers situational awareness capabilities that appeal to a wide range of users across the pharmaceutical, energy, chemical, utility, green energy, and other industries. For more information, visit iotasoft.com.

    Media Contact:
    T.J. Rulapaugh
    Vice President, Product Design
    trulapaugh@iotasoft.com
    (650) 862-5393

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/ff04b14b-2c37-48dc-8f6a-8d04649584bb

    The MIL Network –

  • MIL-OSI: LanzaTech and Eramet announce plans for first-of-a-kind integrated Carbon Capture, Utilization and Storage (CCUS) project in Norway

    Source: GlobeNewswire (MIL-OSI)

    CHICAGO, Oct. 31, 2024 (GLOBE NEWSWIRE) — LanzaTech Global, Inc. (NASDAQ: LNZA) (“LanzaTech”), the carbon recycling company transforming above-ground carbon into sustainable fuels, chemicals, materials, and proteins, today announced plans to develop a commercial-scale Carbon Capture and Utilization (“CCU”) facility (the “facility”, “plant”, or “project”) at Herøya Industrial Park in Porsgrunn, Norway. The plant will produce ethanol and is expected to begin operations in 2028. Eramet will supply furnace gas as feedstock to the facility from the Porsgrunn Manganese Alloys smelter but will not participate in its financing.

    To unlock further emissions reductions, the two companies also intend to build upon the CCU infrastructure and, if demonstrated to be feasible, integrate Carbon Capture and Storage (“CCS”) technology as part of a second phase of the project. The integration of LanzaTech’s CCU technology with CCS, two commercially proven carbon management solutions, is expected to establish a first-of-a-kind, integrated facility that drives leading-edge carbon abatement metrics.

    The new plant at Herøya will complement the six other commercial scale plants already using LanzaTech’s carbon recycling technology to produce ethanol and the first for which LanzaTech will manage the full scope of project design, construction, and operations. The project’s Front-end Engineering Design (FEED) phase was completed with global engineering firm Fluor Corporation, which brings deep experience and expertise across the project scope and has partnered with LanzaTech in creating a baseline plant design that can be replicated for projects around the world. The project is also being supported by Sweco Group, which brings best-in-class sustainability expertise and design acumen. From a project financing standpoint, LanzaTech’s infrastructure investment partner Brookfield Asset Management will have right of first refusal for financing and owning the project, with a Final Investment Decision (FID) expected within the next six months.

    LanzaTech’s proprietary technology is a fermentation process that biologically converts carbon-rich gases into sustainable raw materials, such as ethanol, for use in clothing, personal care products, packaging, fuel, and more. The facility’s maximum production capacity is expected to be 24 kilotons per annum of fuel-grade ethanol. Demand markets for this ethanol are wide ranging and include chemicals and sustainable aviation fuel. Given LanzaTech’s growing ethanol product sales business, the company intends to market the produced ethanol through its existing and emerging sales channels.

    Eramet Norway’s Porsgrunn smelter has two closed furnaces producing manganese alloys. Manganese smelting falls into the category of hard-to-abate, as carbon is necessary for the chemical reduction of manganese ore. Eramet Group, headquartered in France, is engaged in an ambitious decarbonization pathway, with a target of a 40% reduction of its scope 1 & 2 emissions by 2035 set by the company’s “Act for positive mining” CSR roadmap. CCUS has been identified by Eramet as a major lever of decarbonization for its metallurgical assets. Since metallurgy represents ~90% of Eramet’s scope 1 & 2 emissions, this project makes an important contribution to the validation of a path to Near Zero CO2-emission Manganese Alloys.

    The planned integration of LanzaTech’s CCU process with CCS technology demonstrates the ability of LanzaTech’s carbon recycling platform to partner with and enable other carbon management technologies to further reduce carbon footprints. Residual output from LanzaTech’s gas fermentation process at this facility will take the form of highly concentrated CO2, suitable for CCS, which reduces further operating and capital costs compared to a standalone CCS project.

    “We are thrilled to announce plans for Norway’s first commercial carbon recycling facility using LanzaTech’s technology,” said Dr. Jennifer Holmgren, CEO of LanzaTech. “Carbon is an incredibly important resource that requires a wide range of solutions to manage responsibly. By recycling above-ground carbon with our CCU process, this groundbreaking project gets us another step closer to realizing an enduring global circular carbon economy.”

    The facility in Porsgrunn would allow the Eramet Norway Porsgrunn smelter to achieve a significant reduction in its CO2 emissions. The potential inclusion of CCS in the project is pending results of a feasibility study and financing, though the companies remain optimistic about its implementation as further support of Norway’s position as a frontrunner in the deployment of CCUS.

    In addition to CO2 emissions reductions, the LanzaTech-Eramet collaboration will positively impact the local community by creating new jobs in the thriving industrial region of Grenland, and furthers the municipality’s reputation for technological innovation.

    Geoff Streeton, Chief Development Officer, in charge of strategy, innovation and business development at Eramet, stated (to be quoted for the global version), ‘Eramet is pleased to be collaborating with LanzaTech on this first-of-its-kind decarbonization project of our manganese smelters. Firstly, to ensure optimal circular value creation in the use our energy-rich furnace gas. Secondly, this creates an attractive option to further liquefy and ultimately sequester the remaining CO2streams. On a combined basis these CCU & CCS projects at Porsgrunn could bring a reduction of the company’s CO2emissions by ~200 kt of Eramet’s Scope 1 & 2 emissions. This project brings Eramet closer towards its target of producing and offering a Zero CO2manganese alloy product for the benefit of decarbonizing the value chain of steel.’

    About LanzaTech
    LanzaTech Global, Inc. (NASDAQ: LNZA) is the carbon recycling company transforming waste carbon into sustainable fuels, chemicals, materials, and protein for everyday products. Using its biorecycling technology, LanzaTech captures carbon generated by energy-intensive industries at the source, preventing it from being emitted into the air. LanzaTech then gives that captured carbon a new life as a clean replacement for virgin fossil carbon in everything from household cleaners and clothing fibers to packaging and fuels. By partnering with companies across the global supply chain like ArcelorMittal, Zara, H&M Move, Coty, On, and LanzaJet, LanzaTech is paving the way for a circular carbon economy. For more information about LanzaTech, visit https://lanzatech.com.

    About Eramet
    Eramet transforms the Earth’s mineral resources to provide sustainable and responsible solutions to the growth of the industry and to the challenges of the energy transition. Its employees are committed to this through their civic and contributory approach in all the countries where the mining and metallurgical group is present. Manganese, nickel, mineral sands, and lithium: Eramet recovers and develops metals that are essential to the construction of a more sustainable world. As a privileged partner of its industrial clients, the Group contributes to making robust and resistant infrastructures and constructions, more efficient means of mobility, safer health tools and more efficient telecommunications devices. Fully committed to the era of metals, Eramet’s ambition is to become a reference for the responsible transformation of the Earth’s mineral resources for living well together.
    www.eramet.com

    Eramet Norway
    Operating manganese smelters in Porsgrunn, Sauda and Kvinesdal, Eramet Norway AS is fully owned by the French mining and metallurgical group Eramet SA and part of the Group’s manganese alloy business unit.
    Eramet Norway AS has a world leading market position on refined manganese alloys with one of the industry’s lowest carbon footprints, and is ambitiously pursuing the ultimate target of producing Zero CO2 manganese alloys for the benefit of decarbonizing the value chain of steel.
    www.eramet.no

    Forward Looking Statements
    This press release includes forward-looking statements regarding, among other things, the plans, strategies, and prospects, both business and financial, of LanzaTech. These statements are based on the beliefs, assumptions, projections and conclusions of LanzaTech’s management. Forward-looking statements are inherently subject to risks, uncertainties and assumptions, many of which are outside LanzaTech’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. LanzaTech cannot assure you that it will achieve or realize these plans, intentions or expectations. Forward-looking statements are not guarantees of future performance, conditions or results, and you should not rely on forward-looking statements.

    Generally, statements that are not historical facts, including those concerning possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. These statements may be preceded by, followed by or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates,” “intends” or similar expressions. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (a) timing delays in the advancement of projects to the final investment decision stage or into construction; (b) failure by customers to adopt new technologies and platforms; (c) fluctuations in the availability and cost of feedstocks and other process inputs; (d) the availability and continuation of government funding and support; (e) broader economic conditions, including inflation, interest rates, supply chain disruptions, employment conditions, and competitive pressures; (f) unforeseen technical, regulatory, or commercial challenges in scaling proprietary technologies, business functions or operational disruptions; and (g) other economic, business, or competitive factors, and other risks and uncertainties, including the risk factors and other information contained in LanzaTech’s most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q, as well as other existing and future filings with the U.S. Securities and Exchange Commission.

    Any forward-looking statement herein is based only on information currently available to LanzaTech and speaks only as of the date on which it is made. LanzaTech undertakes no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

    Media contact LanzaTech:
    LanzaTech Global, Inc.
    Investor Relations
    Kate Walsh
    VP, Investor Relations & Tax
    Investor.Relations@lanzatech.com

    Media Relations
    Kit McDonnell
    Director of Communications
    press@lanzatech.com

    Media contact Eramet:
    Fanny Mounier
    Media Manager
    fanny.mounier@eramet.com
    +33 145383732

    Media contact Eramet Norway:
    Kåre Bjarte Bjelland
    Director Public Affairs
    kare.bjarte.bjelland@eramet.com
    +47 91636493

    The MIL Network –

  • MIL-OSI United Kingdom: Labour urged to use wealth tax on super-rich to fund green transition

    Source: Scottish Greens

    30 Oct 2024 Finance

    By taxing the super wealthy we can fund our shift to a fairer, greener and better economy.

    More in Finance

    The Labour government must tax the super-rich and polluters to fund our green transition and tackle the climate and nature emergencies, say the Scottish Greens.

    Speaking ahead of today’s UK Budget statement, the party’s Co-leader, Lorna Slater, has urged the Chancellor to apply a wealth tax on the wealthiest 1% of households in the UK – those with assets worth £3.4 million and above.

    Analysis from the University of Greenwich suggests that this tax would raise over £70 billion a year and potentially up to £130 billion. 

    Ms Slater said:

    “The world is burning around us. We urgently need to see climate leadership from Downing Street.

    “There is more than enough money to support our transition to a greener future and create thousands of high quality, well paid green jobs, but so much of it is being hoarded by a tiny number of extremely wealthy people who don’t need it.

    “The solution is staring us right in the face. By asking the richest people and corporations to pay their fair share we can transform our economy and protect future generations.

    “Making the change is essential for our climate, but it is also crucial for our economy. The UK has a huge opportunity, but it has been squandered by 14 years of a Tory government that actively undermined our climate efforts while giving handouts and tax breaks to its super-wealthy friends and donors.

    “Labour must show the level of ambition that is needed by making a generation-defining investment in clean, green renewable energy and nature restoration and ending the climate vandalism of the Tories.”

    Ms Slater added:

    “The pain that households and families have suffered over the last 14 years was not inevitable. The cuts and austerity were a political choice, and one that Labour has doubled down on by cutting Winter Fuel Payments and refusing to lift the cruel two child cap. Labour can put an end to the cuts and support vital services like our NHS and schools.”

    The tax, supported by the Scottish Greens, would start at a marginal rate of 1%, rising to 5% for those with £5.7 million or more (the richest 0.5%), and 10% for those with £18.2 million (the richest 0.15%). 

    MIL OSI United Kingdom –

  • MIL-OSI: Form 8.3 – [ECKOH PLC – 29 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 ECKOH PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 29 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 10p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 20,083,876 6.9120    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 20,083,876 6.9120    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    10p ORDINARY SALE 31,250 42.75p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 30 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 29 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 29 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 10,006,422 1.2632    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 10,006,422 1.2632    

    NOTE: 4,779 shares were transferred in by a discretionary client on 28/10/2024.

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY SALE 4,731 88.978p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 30 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [ECKOH PLC – 28 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 ECKOH PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 28 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 10p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 20,115,126 6.9227    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 20,115,126 6.9227    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    10p ORDINARY SALE 4,940 43p
    10p ORDINARY SALE 52,370 42.5p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 29 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI Russia: SUM will act as a partner of the International Forum “World Quality Day – 2024”

    Translation. Region: Russian Federation –

    Source: State University of Management – Official website of the State –

    From November 11 to 15, the International Forum “World Quality Day 2024” will be held, with the State University of Management as a partner.

    The International Forum “World Quality Day” will be held for the fifth time. The event is held as part of the Quality Week, dedicated to World Quality Day, which this year falls on November 14.

    The forum will be held in two formats – in-person and hybrid. Offline events are planned in Moscow, St. Petersburg, Ufa, Sochi. Everyone who registers on the forum website will be able to watch the online broadcast of the sessions, and later the recording.

    In 2023, 60 sessions were held as part of the business program. They were attended by 437 speakers from 16 countries. The broadcast of the business program was watched by over 3 million people from 65 countries.

    As in previous years, the business program will feature leading experts from various sectors of the economy, representatives of federal and regional authorities, businesses and public organizations. Participants will exchange experiences in improving quality standards, implementing innovative management methods and sustainable development practices, and discuss quality infrastructure and industry development vectors.

    Traditionally, the main event of the forum will be the plenary session “Development Horizons” with the participation of representatives of government bodies. The participation of the First Deputy Chairman of the Government of the Russian Federation Denis Manturov, the Minister of Industry and Trade of the Russian Federation Anton Alikhanov, the Minister of Health of the Russian Federation Mikhail Murashko, the State Secretary – Deputy Minister of Economic Development of the Russian Federation Alexey Khersontsev and others is expected. The experts will discuss key tasks and update the priorities that the state faces until the end of the decade and beyond.

    The business program will include sessions on business excellence, food safety, tourism, retail, HR, finance, business and much more. You can view the full program and register for events on the official forum website.

    Two sessions of the business program will be held at the State University of Management: – November 14, 12:00-13:30 – Session “New Horizons for the Development of the Labor Market in the Russian Federation”; – November 14, 14:00-15:30 – Session “Assessment of Management Quality: Approaches, Methods, Tools, Personnel”.

    The forum is held by the Ministry of Industry and Trade of Russia, the Ministry of Economic Development of Russia, Roskachestvo, Rosstandart and Rosaccreditation with the support of the Chamber of Commerce and Industry of the Russian Federation and other organizations.

    The Forum partners are the Russian Society “Knowledge”, PAO Promsvyazbank (PSB), the State University of Management, Plekhanov Russian University of Economics, ROSBIOTECH, the Financial University under the Government of the Russian Federation, RUDN University and other universities and organizations.

    Subscribe to the tg channel “Our State University” Announcement date: 10/28/2024

    Please note: This information is raw content directly from the source of the information. It is exactly what the source states and does not reflect the position of MIL-OSI or its clients.

    MIL OSI Russia News –

  • MIL-OSI: Form 8.3 – [ECKOH PLC – 25 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 ECKOH PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 25 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 10p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 20,172,436 6.9424    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 20,172,436 6.9424    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    10p ORDINARY SALE 280,730 41.375p
    10p ORDINARY SALE 14,345 42.05p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 28 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 25 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 25 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 10,006,374 1.2632    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 10,006,374 1.2632    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY SALE 9,000 92.2p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 28 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 24 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 24 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 10,015,374 1.2643    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 10,015,374 1.2643    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY SALE 20,200 91.525p
    0.375p ORDINARY SALE 15,143 92p
    0.375p ORDINARY SALE 7,441 92.1p
    0.375p ORDINARY SALE 19,375 92.9204p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 25 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [ECKOH PLC – 24 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 ECKOH PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 24 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 10p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 20,467,511 7.0440    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 20,467,511 7.0440    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    10p ORDINARY SALE 5,815 40.62p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 25 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI Australia: Minister Shorten interview on 3AW Radio Melbourne with Tom Elliott

    Source: Ministers for Social Services

    E&OE TRANSCRIPT

    SUBJECTS: Melbourne Water flood rezoning in Kensington Banks; future of the NDIS

    TOM ELLIOTT, HOST: So, a couple of years ago there were those terrible floods in mainly, well, it was all up and down the Maribyrnong River, but particularly in Kensington. There was a group of, or there was a bit of land that had previously been considered flood prone and then it wasn’t, so people built houses on it. And then during the floods, hundreds of houses got badly flooded. And these people now face a future where if they want to sell their house, well, it’s going to be very difficult because it’s now a declared flood zone. If they say no, it will stay, but we need to insure our house against future floods, well, that would be hideously expensive because we’ve already had a flood. It’s not dissimilar to suddenly having, you know, having a fire, a bushfire, and your house is suddenly declared to be in a bushfire zone when it wasn’t previously in a bushfire zone. Our next guest is a Member for Maribyrnong. He’s also the Minister for the NDIS in the Federal government, Bill Shorten, good morning.

    BILL SHORTEN, MINISTER FOR THE NDIS AND GOVERNMENT SERVICES: Good morning, Tom.

    ELLIOTT: So, I got this right. We’ve got a group of your constituents who are in flood damaged homes and see no way out.

    SHORTEN: Yeah, listen in June of this year, Melbourne Water had been doing some modelling about increased flood risk. And the great irony is sometimes in the west and the northwest of Melbourne, we feel we get things last compared to the Southeast, whether or not that’s true, it’s sometimes how we feel. But Melbourne Water very kindly decided to evaluate the flood risk in the Maribyrnong and before other parts of Melbourne and residents in Kensington, and Freshwater on the other side of the Maribyrnong, who bought in good faith land and houses, put their investment, their single most important investment, discovered on about 17 June, sometimes just through the media reporting, not even, you know, advance notice, that the rules had changed all of a sudden that their houses were in flood risk areas.

    I want to be very clear. We should look after all Australians who are in, you know, bushfires or flood risk areas. But these residents did the due diligence and Kensington Banks did not have the flood rating that it’s now got. Now, the flood ratings, we’ve got to deal with truth. If because of climate change or other reasons, there’s an increased flood rating, that’s a development, the science is the science. But what’s happened since June is that Melbourne Water, in my opinion, has been singularly deficient in the way in which they communicate with the residents whose lives they’ve changed. They’ve got people have got to think about what does it mean for their safety, but I think more practically their house values, the cost of insurance. And I held a public meeting Tuesday night, the local state member for Melbourne was there, Ellen Sandell, Daniel Mulino, who covers some of the federal turf on the other side of the river. We got the head of the Insurance Council of Australia there, we’ve got the Coordinator General, the National Emergency Management Authority. Melbourne Water had said they were coming, but then they thought it was all too political, so they didn’t turn up on the panel. You can’t keep people in the dark, Tom. You’ve got to tell them the truth.

    ELLIOTT: So, okay, so there’s a short and a long-term issue I’m seeing here. So, on one hand you hold a public meeting to try and talk reasonably and responsibly about this changing of the flood rating and Melbourne Water, which has the power to do things about it, doesn’t show up. So, that’s one issue. The second issue, long term, is there something that Melbourne Water could do to try and offset the flood risk? Because, I mean, I look at Flemington and the VRC. I mean, several years ago they built a giant wall, which meant that they’re sort of, they seem to be immune from floods now. Could something like that be done?

    SHORTEN: Yes. The short answer, yes. I was able to get the Water Minister, Harriet Shing, on the phone when I realised Melbourne Water had just pulled the plug at short notice. She made them turn up, but at least they turned up and sat up the back and took some notes. So, there was some poor old Melbourne Water staff there, but they were let down by their leadership. So, the short-term issue is when you give the community a major development, major news, which is like your house values are tanked at the moment until we get mitigation strategies in place, you don’t get to be the only people who call the shots. The community have a say, they have a voice.

    And the point about this is the people, they’re not sort of, this is not some radical issue. This is your own home. A statutory authority said, hello, your own home, the value of it, we’re going to make a decision based on science and it affects your home value. But what’s happened is Melbourne Water think that they’re the only experts on consultation, so they’ve got their processes. I’m not saying they haven’t done anything. They put out a leaflet telling people how to floodproof their kitchens. You know, like, that’s not a strategy.

    To go to the long-term question, you’re asking. I’ve been the Insurance Minister in Australia. I’ve seen what we’re able to do at Roma and where you build levies, mitigate, I’ve seen what’s happened in Launceston with a Tamar, when you build levies, it works. But Melbourne Water’s sort of got their own secret squirrel process on what they’re going to do and their options, and they’re keeping residents in the dark. I don’t think they’re adequately talking to the Federal Government or council and I’m just calling out an arrogant statutory body who thinks that somehow, they’re above talking to people on any other terms other than the rules they set.

    ELLIOTT: So, is it possible that Melbourne Water behind the scenes, will agree to build some sort of a wall or a levee? Or are they just saying, no, no, no, the river, we have to let the river do what the river wants to do or what?

    SHORTEN: No, I think they’ve put out a tender, not that anyone else has seen the terms of reference, to look at mitigation options. The thing is, it’s now been four months. Melbourne Water’s moving to the beat of their own drum, to the beat of their own clock. That’s not satisfactory. The residents, the people who are affected, have been kept in limbo and stressed for four months. When the local elected representatives call a meeting, which the statutory body, Melbourne Water, says they’re coming to, then they pull out at the last minute because they think it’s political, when you – statutory bodies are not above dealing with the rest of us. So, I’m filthy at the way Melbourne Water’s handled the consultation so far. Their leadership need to get their head out of their bottom and start talking to people not just in the way they want to, but in the way that people need to be involved in.

    ELLIOTT: Well, I’ll tell you what, we will get in touch with Melbourne Water and just see if we can perhaps expedite that process a bit. Tell me, I mean, your constituents are affected. It must be, you know, like a man’s house is his castle and all that sort of thing. But to not know the future of hundreds of properties, like, are we going to be permanently flood prone or is a wall going to be built? Or if we sell, do we take a massive loss? I mean, that must be making life very difficult for some people.

    SHORTEN: It is very stressful for people. I actually think the Kensington Banks residents have been remarkably reasonable. I mean, they’re toey, toeier than a Roman sandal. I get that. But they’ve been more reasonable than I think maybe you or I would be in the same circumstances. Melbourne Water just has to change their approach. They can’t – you know, no more control freak behaviour. They’ve got to set up an advisory board, all levels of government, you know, down there, you know, there’s public transport, railway bridges, there’s industry that are affected. You’ve got to get those; you’ve got to get the community there. There’s got to be full transparency on the modelling. What are the terms of reference? I mean, floods are not new in Australia.

    ELLIOTT: No.

    SHORTEN: In Lismore where unfortunately they get a lot of floods, they’ve got this Northern Rivers living laboratory where they have a shop front and the citizens can come in and say, oh, this is what we think is a good idea. They can see what ideas are being done. Melbourne Water, I think, needs to up its, bring its A game to stakeholder consultation in a way which it doesn’t say it controls everything. That’s for the whole Maribyrnong catchment area.

    ELLIOTT: Well, we’ll get in touch with them and see if we can get them on the program and I’ll put your concerns to them. Now, look, you’re retiring in a few months. Are you going to have the NDIS all sorted out before you vacate the office?

    SHORTEN: The NDIS is like painting the harbour bridge. When you get to one end of it, you start again. But do I think that we’re getting on top of some of the rorts? Yes, I’m changing jobs, not retiring. The thing about it is, when I came in at the beginning of the three years, I knew the scheme was changing lives for the better, but there was a complete naivety about how to administer the scheme. What we’ve done in the last two and a half years is we’ve upped the tempo on catching crooks. We’ve now got 500 investigations, we’ve got 55, 56 people in the courts or heading to court. We’ve got people in jail now. We’ve now said what you can spend money on after talking to people, what you can’t spend money on. We’re now sorting out the assessment process. We’ve now got the legal ability to make sure the assessment process is consistent, transparent and equitable. I love the scheme, I’m very proud of it. The rest of the world looks at it. The idea of giving a personal budget to people with profound and severe disabilities and their families is life changing. But we need to register most of the service providers, they weren’t registered. We need a much better back office in the way we – you can’t just put in an invoice with no ABN and no explanation and expect to get paid. All of these matters we’ve now either stopped or got the legal authority to start stamping out. So, I do think the NDIS is on a more sustainable trajectory. So, it’s there for future generations and it’s serving the original purpose of the scheme.

    ELLIOTT: Look, good luck with that and good luck with your future career as I think it’s Vice Chancellor of Canberra University, Bill Shorten there. He’s still the NDIS Minister and the Member for Maribyrnong and, well, very passionate about the shortcomings of Melbourne Water

    MIL OSI News –

  • MIL-OSI Australia: Australia’s Indian Ocean Territories: Like nowhere else in Australia

    Source: Australian Ministers 1

    From endemic wildlife to iconic turquoise waters, the Indian Ocean Territories (IOT) are like nowhere else in Australia. Located over 2600km from mainland Australia, the IOT, comprising Christmas Island and the Cocos (Keeling) Islands, are home to some of our most remote communities – with unique challenges and opportunities. 

    UNIQUE SIGNIFICANCE

    In a region that has some of the world’s fastest-growing economies, the location of these external territories is of strategic importance to Australia, and how we continue to build stronger ties with our Indo-Pacific partners.

    The IOT play a key role in supporting India’s international space project, with Cocos (Keeling) to host a critical temporary satellite tracking facility for the Gaganyaan manned spacecraft missions.

    Utilising the islands’ unique position on the missions’ flightpaths represents a new phase in Australian and Indian space cooperation, fostering closer collaboration on space research, exploration and development.

    RESILIENCE, ADAPTABILITY & PREPAREDNESS

    As Minister for Territories, I am focused on building on-island capacity, which starts with utilising the resourcefulness of local communities to respond to local challenges.

    Our recent investment in Innovative Agricultural Trials demonstrated the benefits of growing produce on-island, which would reduce the reliance on importing fresh food.

    Our expansion of the Northern Australia Infrastructure Facility’s remit to cover the IOT will support unlocking more opportunities at our doorstep. 

    With climate change and natural disasters front of mind in the IOT, the Albanese Government is assisting these communities with their resilience, adaptability and preparedness, by rolling out our Disaster Ready Fund. 

    Extending the Government’s Energy Bill Relief Fund to the IOT – the first time non-self-governing territories have been able to access a Commonwealth Government rebate – also demonstrates our commitment to easing cost-of-living pressures and supporting local businesses to grow.

    A TRUE NATIONAL TREASURE

    And, of course, this region is critical to the defence of our nation, which is why the Albanese Government is investing in Australian Defence Force bases across our north, in addition to infrastructure improvements for the Cocos (Keeling) Islands airfield, to better support maritime operations. 

    From strengthening our bilateral relations, supporting multilateral defence activities and offering travellers from around the world a unique experience, the diversity of the IOT cements this region as a true national treasure.

    It is home to some of the world’s most precious environments, deep cultural history, and opportunities that the Albanese Government does not want to pass by. We will continue working with communities in the IOT and key stakeholders to leverage the potential of this region, and to support a sustainable future.

    MIL OSI News –

  • MIL-OSI: Prospera Energy Inc. Corporate Update: Three Years of Strategic Restructuring, Recovery, and Future Growth

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, Oct. 24, 2024 (GLOBE NEWSWIRE) — Prospera Energy Inc. (“PEI”) (TSX.V: PEI, OTC: GXRFF, FRA: OF6B)

    The 2024 Prospera corporate update outlines the company’s restructuring efforts since 2021, highlighting key milestones achieved, challenges faced, and the strategic path forward to achieve production stability and profitability.

    Preamble:
    By the end of 2020 Prospera faced a litany of financial challenges, including low production, high operating costs, and the global impacts of the Covid pandemic. The company’s liability was in excess of $24MM ($12MM ARO, $11MM AP arrears, & $1.5MM in Credit Facilities) mainly towards secured mezzanine capital, CRA, mineral royalties, municipality property tax, landowners lease payments, numerous local service providers, and high asset retirement obligations. Adding to the problems, Prospera had in excess of 400+ non-compliance infractions with spills, dysfunctional monitoring devices, and facilities that had been neglected and orphaned. Consequently, Prospera Energy Inc. was in a terminal position. In Q1 2021, the municipality and secured debt holder exercised their rights, taking control of payments from the limited revenue and production that remained. The then-CEO and directors were fleeing from the company’s obligations, especially to the CRA.

    Towards the end of 2020, PEI’s continuing operations had become difficult due to high and long-term liabilities, a situation further amplified by the pandemic and drastic reduction in produced volumes (less than 200 bpd Gross).

    At the time, Mr. Samuel David was leading a private company developing medium-light oil around the Brooks area and as a result of his association with the late Burkhart Franz, founder of Prospera Energy Inc. (formerly Georox Resources), Mr. David accepted a role as an advisor to help rescue the company from entering into CCA.

    Prospera Energy Restructure:
    Prospera Energy Inc’s restructuring commenced in Q1, 2021, with the appointment of Mr. David as President, CEO & Director. Mr. David observed legacy heavy (13-17API) oil fields were developed with numerous vertical wells on reduced spacing. These wells were in primary depletion without any patterned pressure support. Produced water was randomly disposed resulting in water recycling. Reserves were estimated on the decline of the small number of low producing wells and their economies were burdened by high surface lease costs and their high number of standing wells. Unprocessed 3-D seismic coverage was available over the entire reservoir of each asset, each of which has a facility processing capacity to handle large volumes of produced fluid, and the wells were tied into these central facilities. Clean oils were trucked out to a nearby terminal. Produced water was reinjected by central pumps at the facility to injectors throughout the field. These infrastructures had previously been neglected and not maintained.

    Mr. David recognized the recovery to date was low with respect to volumetric estimation of oil in place, and a significant amount of oil remains within adequate infrastructure. The recovery has been from an under pressured solution gas drive reservoir with low active edge water and exploited by vertical well technology only. However, high AP arrears, ARO and neglected infrastructure were significant obstacles. Overcoming poor technical conduct and neglect required sufficient capital to exploit the remaining reserves effectively and profitably. To rectify these issues, Samuel devised a development plan in phases to capture the significant remaining reserves.

    The Prospera development plan is comprised of three phases:

    1. Phase one was to bring operations to safe operating conditions and optimize low hanging opportunities to increase production.
    2. Phase two was to transition to horizontal wells and abandon depleted vertical wells along the path. This reduces the environmental footprint and the corresponding fixed operating cost. It would also diversify product mix by adding higher API oil assets.
    3. The third and final phase is to implement improved and enhanced recovery methods tailored to the reservoir conditions, aiming to reduce decline for sustained long-term production. This approach, combined with a reduced footprint and lower operating costs, is designed to yield higher margins.

    At the time, the minimum allowed for a private placement was five cents, while PEI stock was trading at one cent and at risk of being halted. Fortunately, a one-time, two-cents private placement offering opportunity, that was only offered during extraordinary circumstances such as the pandemic, was permitted. Utilizing this opportunity and the proposed engineering solutions, capital was raised with the assistance of Kurt Soost, who played a key role in connecting credible investors such as Peter Lacey, Dave Richardson, and others to the seed capital provided by the management group, which included Mr. David and Jaz Dhaliwal. They participated in the initial and subsequent private placement offerings, helping Prospera secure a financial lifeline.

    This realigned the PEI board, which requested Mr. David amalgamate his private company assets into Prospera at an equal interest, to avoid any perception of bias towards his assets and to ensure focus on Prospera’s asset development going forward. As a result, Prospera acquired a 50% working interest in a medium-light oil property with operatorship from Mr. David on favorable terms, with no upfront cash consideration and delayed consideration on a success basis. These terms were released on December 7th, 2022, and the transaction consideration was based on third-party evaluations, TSX approval, and independent scrutiny and approval resolution by the directors.

    Restructuring Efforts Resulted In:
    Oil in Place Validated – Prospera Oil in place and remaining reserves were authenticated by geological delineation, well control & production performance, 3D seismic confirmation, and by 3rd party evaluation

    • Total OOIP = 396.7 MMbbl
    • Produced = 34.2 MMbbl
    • Recovered = 8.6%

    NPV Appreciation – Net Present value of the reserves was steadily substantiated by PEI’s optimization and development. As a result:

    • Before Tax PDP reserves increased 508% from $4.4MM$ to $27.1MM$ in 2023 at a 10% discount rate
    • Before tax 2P reserves increased by $60.8m from $72.5m to $133.3MM$ in 2023 at a 10% discount rate
    • Total proved and probable reserves increased by 25% from 4,306 to 5,403 Mboe
    • Reserve life index increased by 6% from 28.4 to 30.0 years

    Increased Ownership – In the three core heavy oil properties from an average of 35% to 95% by settling out joint venture receivables.

    Regulator License Liability Rating – Asset to liability ratio was elevated by PEI restructured efforts

    • The Saskatchewan regulator assessed the company’s asset value 18MM$ higher due to the changes implemented
    • The asset to liability ratio has increased from 0.47 to 1.44 in Saskatchewan
    • The asset to liability ratio has increased from 0.90 to 2.60 in Alberta

    Diversify Production Mix – Acquired a 50% interest in Medium-oil development play and successfully perforated two existing wells with favorable results. In 2023, the first well was drilled, with initial production (IP) rates exceeding expectations. This led to attractive investment returns, with a payout achieved in just seven months.

    In 2024, four development wells were drilled, encountering pay, structure, and oil shows as anticipated. The first medium-oil horizontal well encountered 800 meters of porous reservoirs with oil shown in the lateral section. The well test demonstrated strong inflow, producing over 50 m³/d of fluid at 50% oil cuts. The oil quality is 26–30-degrees API. This well is now online and delivering consistent rates as it is stabilizing.

    Financial Position Appreciation – Netbook value (Total assets) has increased from $5.5 million in 2020 to approximately $59.0 million by the end of Q3 2024. This growth was driven by capital raised ($35MM) and cash flow from operations ($7MM), both of which were deployed for optimization and development. Additional value appreciation resulted from an impairment reversal, supported by the substantiation of remaining reserve value ($8 million) and the capitalization of a working interest acquisition ($3 million). Since 2021, the total asset value has been appreciated by $53+ million. 

    Due to capital deployed for optimization, non-compliance elimination, infrastructure upgrades and development aimed at increasing production and recoveries, the company is beginning to see operational profitability. 2022 saw production increased and, if not for the lower commodity prices in 2023, the company would have been profitable in 2022. Nonetheless, 2022 was a rebound year, generating $2.3 million in operating income compared to a substantial loss the previous year. With ongoing production optimization and development, Prospera has achieved approximately $2.6 million in cash operating income as of Q3, 2024.

    The restructuring efforts have transformed the company into cash-flow-positive operation. Prospera’s bare bones break-even operating expenses are $1.1 million per month (500 boe/d @ $75/boe CAD). Any cash flow above this break-even amount is allocated to servicing debt, addressing legacy arrears and further funding, optimization and development initiatives.

    With current production levels around 900 boe/d, the company has generated $2.6 million year to date Q3, 2024.

    Production Appreciation & Challenges – PEI’s restructuring efforts successfully optimized production from 80 boepd to 800 boepd during the phase one execution. By the end of 2023, peak production rates reach 1,800 boepd driven by horizontal development and medium oil development.

    While the restructuring yielded positive results, Prospera production progress and forecast were impacted by operational set-back and by severe cold weather conditions. These issues hindered expected production rates, preventing the company from achieving its short-term production and financial targets.

    PEI has continually implemented measures to address operational constraints, and restore and maintain peak production rates. These include failure analysis, calibrated equipment, revised operational procedures, and accountability for accurate and timely data to maximize run time with experienced personnel. As a result, Cuthbert operations are starting to stabilize while challenges are being addressed. Approximately 70+ m3/d of production is currently behind pipe at Cuthbert, and PEI is focused on capturing this additional volume.

    Revised 2024 Prospera Forecast
    Following a challenging recalibration, Prospera has expressed optimism going forward, however, PEI has faced a series of challenges including cold weather conditions, infrastructure breakdown, water recycling issues, legacy arrears, non-participating JV partners, and lower commodity prices. These factors have unexpectedly delayed the company’s timeline for attaining the initially projected targets.

    The legacy reservoirs are now in the final stages of primary pressure depletion and require additional energy in-situ to increase the mobility of the viscous oil. Enhanced recovery methods suited to the specific reservoir conditions must be applied gradually and methodically to maximize oil recovery, which will take time. PEI has initiated horizontal transformation while testing the recovery methods to be applied to the future horizontal wells while modifying necessary infrastructure adjustments. With the benefit of new information, extensive data, and a revised plan, Prospera has reassessed and incorporated the challenges and setback into the company’s updated forecast moving forward.

    Prospera has achieved many technical and financial successes, these accomplishments have been overshadowed by production shortfalls set out by optimistic early targets. Moving forward, PEI’s primary focus is on efficient operations to ensure sustained, stable production and production growth.  

    Conclusion
    Prospera Energy Inc. has come a long way since the brink of bankruptcy in Q1, 2021. Through a successful restructuring, PEI has eliminated the risk of insolvency, addressed critical regulatory non-compliances, and raised regulator license liability ratings by increasing production through optimization and development. The company has also substantiated the large amount of remaining reserves and substantially increased the proven asset value of the company. By improving cash flow from operations well above break-even, PEI has remained operational while deploying capital to address legacy accounts payable arrears and implement proven technical applications. Additionally, the acquisition of medium-oil assets has reduced dependency on heavy-oil differentials.

    In short, Prospera have made significant progress in positioning the company for future growth. However, PEI achievements have been overshadowed by production short fall set out by optimistic targets by optimization and drilling success. Prospera acknowledges these challenges encountered and has incorporated them into the revised 2024 forecast, to allocate sufficient time and resources to improve operational efficiencies, optimize well run times, and implement reservoir management applications while adhering to safety & regulatory guidelines. These proactive measures are being implemented in Q4 2024 and Q1 2025 to stabilize and support robust, sustained growth throughout Q2 and Q3 of 2025.

    While the company is revising the year-end production target down to 1,250 barrels, it is important to emphasize that the fundamentals of Prospera Energy’s assets remain strong. The significant recovery potential remains within reach, and PEI continues to execute on our long-term development plan to capitalize on these opportunities. The reduction in short-term targets does not diminish the company’s confidence in the strategic path forward. Prospera remains focused on optimizing production, improving efficiency, and unlocking the full value of PEI’s resources. As Prospera moves ahead, the company is committed to increasing production through optimization, horizontal transformation, and enhanced oil recovery.

    About Prospera
    Prospera is a publicly traded energy company based in Western Canada, specializing in the exploration, development, and production of crude oil and natural gas. Prospera is primarily focused on optimizing hydrocarbon recovery from legacy fields through environmentally safe and efficient reservoir development methods and production practices. Prospera was restructured in the first quarter of 2021 to become profitable and in compliance with regulatory, environmental, municipal, landowner, and service stakeholders.

    The company is in the midst of a three-stage restructuring process aimed at prioritizing cost effective operations while appreciating production capacity and reducing liabilities. Prospera has completed the first phase by optimizing low hanging opportunities, attaining free cash flow, while bringing operation to safe operating condition, all while remaining compliant. Currently, Prospera is executing phase II of the restructuring process, the horizontal transformation intended to accelerate growth and capture the significant oil in place (400 million bbls). These horizontal wells allow PEI to reduce its environmental and surface footprint by eliminating the numerous vertical well leases along the lateral path. Phase III of Prospera’s corporate redevelopment strategy is to optimize recovery through EOR applications. Furthermore, Prospera will pursue its acquisition strategy to diversify its product mix and expand its core area. Its goal is to attain 50% light oil, 40% heavy oil and 10% gas.

    The Corporation continues to apply efforts to minimize its environmental footprint. Also, efforts to reduce and eventually eliminate emissions, alongside pursuing innovative ESG methods to enhance API quality, thereby achieving higher margins and eliminating the need for diluents.

    For Further Information:
    Shawn Mehler, PR
    Email: investors@prosperaenergy.com
    Website: www.prosperaenergy.com

    FORWARD-LOOKING STATEMENTS
    This news release contains forward-looking statements relating to the future operations of the Corporation and other statements that are not historical facts. Forward-looking statements are often identified by terms such as “will,” “may,” “should,” “anticipate,” “expects” and similar expressions. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding future plans and objectives of the Corporation, are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.

    Although Prospera believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Prospera can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, risks associated with the oil and gas industry in general (e.g., operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety and environmental risks), commodity price and exchange rate fluctuations and uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures.

    The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Prospera. As a result, Prospera cannot guarantee that any forward-looking statement will materialize, and the reader is cautioned not to place undue reliance on any forward- looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release, and Prospera does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by Canadian securities law.

    Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

    Photos accompanying this announcement are available at:
    https://www.globenewswire.com/NewsRoom/AttachmentNg/0b193b58-7798-4139-b69d-1f8aec58a8f7
    https://www.globenewswire.com/NewsRoom/AttachmentNg/46e266dc-9f3f-43b1-a3f7-1f71bb526cce
    https://www.globenewswire.com/NewsRoom/AttachmentNg/2d404ae6-c38e-40c3-910a-403f9376549f
    https://www.globenewswire.com/NewsRoom/AttachmentNg/506b134d-3ce3-4639-9a61-f0caa42b633e
    https://www.globenewswire.com/NewsRoom/AttachmentNg/b0ac6d1d-5ea5-4c86-b5b4-d49a72936f7b
    https://www.globenewswire.com/NewsRoom/AttachmentNg/e14fb81b-462a-456d-99fa-e4a54a549e7d
    https://www.globenewswire.com/NewsRoom/AttachmentNg/100176cb-60ba-45e8-9311-e94604dcd117
    https://www.globenewswire.com/NewsRoom/AttachmentNg/8fc83e60-6686-4b8f-93e8-84598ec586a0
    https://www.globenewswire.com/NewsRoom/AttachmentNg/6c20cd2d-ef07-41b7-9149-5d80f7288b16
    https://www.globenewswire.com/NewsRoom/AttachmentNg/fb37dc99-2c7f-4db1-bcab-a3807af55016

    The MIL Network –

  • MIL-OSI: Greenway Technologies Announces Gas to Hydrogen System H-Reformer®

    Source: GlobeNewswire (MIL-OSI)

    ARLINGTON, Texas, Oct. 23, 2024 (GLOBE NEWSWIRE) — Greenway Technologies, Inc. (OTC: GWTI), (“Greenway”), is an advanced gas-to-liquids (“GTL”) and gas-to-hydrogen (“GTH”) technology development company. Greenway has developed and marketed a patented system, the G-Reformer®, that converts natural gas (methane) from various sources to a mixture of hydrogen and carbon monoxide (syngas). Continued ongoing research has developed a new version of the G-Reformer®, named the “H-Reformer®,” which converts natural gas to hydrogen and carbon dioxide. The H-Reformer® system is modular and small enough to be deployed in areas close to consumption, eliminating the cost of compressing and transporting the resultant hydrogen while separating and removing created carbon dioxide.

    Two significant changes have been made to the original G-Reformer® to make a reforming system focused on hydrogen creation rather than syngas creation. First, enhancements to the controlling software have modified the G-Reformer® to convert approximately 50% of the created carbon monoxide to carbon dioxide while also producing additional hydrogen. The H-Reformer® also includes an extension to the reforming vessel used in the G-Reformer®. This module will house the physical components needed to convert the remaining carbon monoxide to hydrogen and carbon dioxide within the reforming unit. The result is the generation of considerably more hydrogen per unit of natural gas input than the original G-Reformer® produces and high conversion of carbon monoxide to carbon dioxide. Carbon dioxide is externally separated from resultant hydrogen by commercially available processes, yielding highly pure hydrogen and liquid carbon dioxide, which will be removed, sold, or sequestered. This new reforming system is named the H-Reformer®.

    Created hydrogen will be available for use at the point of manufacture. Hydrogen compression or liquefaction costs are also eliminated for applications that do not need compressed hydrogen (e.g., electrical power generation). In cases where compressed hydrogen is required, the hydrogen can undergo the compression process at the consumption site while eliminating hydrogen transportation.

    Unlike other natural gas-to-hydrogen technologies, the Greenway reforming process does not require external heating sources, resulting in a highly efficient and lower carbon-generating process. When pipeline-quality fossil natural gas is the input, the system will make “blue hydrogen.” When renewable pipeline-quality methane is the input, the system will make “green hydrogen.” These distinctions are important for associated clean air credits, which depend on the input natural gas source and the resultant carbon’s disposition.

    The Greenway system is modular and can be scaled by adding additional H-Reformer® modules. The system produces hydrogen at an extremely low cost per unit compared to other technologies.

    Currently, Greenway is in discussions with several prospective parties interested in creating hydrogen for various potential uses.

    Notice Regarding Forward-Looking Statements:

    This news release contains “forward-looking statements,” as that term is defined in Section 27A of the United States Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements in this news release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future. Such forward-looking statements include, among other things, the ongoing effects of the pandemic on delays and orders regarding Greenway’s proprietary gas-to-liquids system, potential business developments and future interest in our clean fuel technologies.

    Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, general economic and political conditions, the continuation of the JV withThe University of Texas at Arlington, and the ongoing impact of the pandemic. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that the beliefs, plans, expectations and intentions contained in this news release are reasonable, there can be no assurance that such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all the information set forth herein and should also refer to the risk factors disclosure outlined in our annual report on Form 10-K for the most recent fiscal year, our quarterly reports on Form 10-Q and other periodic reports filed from time-to-time with the Securities and Exchange Commission.

    CONTACT:
    Robert Kevin Jones
    Greenway Technologies, Inc.
    kevin.jones@gwtechinc.com

    For more information, visit GWTI’s website: www.gwtechinc.com

    The MIL Network –

  • MIL-OSI Europe: Minutes – Thursday, 23 January 2025 – Strasbourg – Final edition

    Source: European Parliament

    PV-10-2025-01-23

    EN

    EN

    iPlPv_Sit

    Minutes
    Thursday, 23 January 2025 – Strasbourg

     Abbreviations and symbols

    + adopted
    – rejected
    ↓ lapsed
    W withdrawn
    RCV roll-call votes
    EV electronic vote
    SEC secret ballot
    split split vote
    sep separate vote
    am amendment
    CA compromise amendment
    CP corresponding part
    D deleting amendment
    = identical amendments
    § paragraph

    IN THE CHAIR: Younous OMARJEE
    Vice-President

    1. Opening of the sitting

    The sitting opened at 09:01.


    2. Combating Desertification: 16th session of the Conference of the Parties (COP16) of the United Nations Convention (debate)

    Commission statement: Combating Desertification: 16th session of the Conference of the Parties (COP16) of the United Nations Convention (2025/3018(RSP))

    Jessika Roswall (Member of the Commission) made the statement.

    The following spoke: Carmen Crespo Díaz, on behalf of the PPE Group, Marta Temido, on behalf of the S&D Group, Julien Leonardelli, on behalf of the PfE Group, Francesco Ventola, on behalf of the ECR Group, Martin Hojsík, on behalf of the Renew Group, Pär Holmgren, on behalf of the Verts/ALE Group, Catarina Martins, on behalf of The Left Group, Zsuzsanna Borvendég, on behalf of the ESN Group, Christine Schneider, Sakis Arnaoutoglou, Mireia Borrás Pabón, Laurence Trochu, Billy Kelleher, Kai Tegethoff, João Oliveira, Daniel Buda, Maria Grapini, Mathilde Androuët, Marie Toussaint, Valentina Palmisano, Salvatore De Meo, Thomas Bajada, France Jamet, Vicent Marzà Ibáñez, who also answered a blue-card question from João Oliveira, Sebastian Everding, who also answered a blue-card question from Sander Smit, Gabriella Gerzsenyi, César Luena, who also answered a blue-card question from Carmen Crespo Díaz, Jutta Paulus, who also answered a blue-card question from Maria Grapini, Nikolas Farantouris, Borja Giménez Larraz, Camilla Laureti, Marco Falcone, who also answered a blue-card question from Kai Tegethoff, Leire Pajín, Manuela Ripa, Jean-Marc Germain, Dan-Ştefan Motreanu, Stefano Bonaccini and Ştefan Muşoiu.

    The following spoke under the catch-the-eye procedure: Grzegorz Braun, Hélder Sousa Silva and Seán Kelly.

    The following spoke: Jessika Roswall.

    The debate closed.

    (The sitting was suspended for a few moments.)


    IN THE CHAIR: Christel SCHALDEMOSE
    Vice-President

    3. Resumption of the sitting

    The sitting resumed at 10:29.


    4. Cryptocurrencies – need for global standards (debate)

    Commission statement: Cryptocurrencies – need for global standards (2025/2514(RSP))

    Magnus Brunner (Member of the Commission) made the statement.

    The following spoke: Markus Ferber, on behalf of the PPE Group, Jonás Fernández, on behalf of the S&D Group, Pierre Pimpie, on behalf of the PfE Group, Marlena Maląg, on behalf of the ECR Group, Stéphanie Yon-Courtin, on behalf of the Renew Group, Rasmus Andresen, on behalf of the Verts/ALE Group (the President reminded the speaker of the rules on conduct), Pasquale Tridico, on behalf of The Left Group, René Aust, on behalf of the ESN Group, Regina Doherty, Eero Heinäluoma, Aleksandar Nikolic, Guillaume Peltier, Gilles Boyer, Damian Boeselager, Catarina Martins, Stanislav Stoyanov, Kateřina Konečná, Kinga Kollár, Aurore Lalucq, Mathilde Androuët, Adrian-George Axinia, Cynthia Ní Mhurchú, Giuseppe Antoci, Marcin Sypniewski, Luis-Vicențiu Lazarus, Lídia Pereira (the President provided some clarifications on the blue-card procedure), Nikos Papandreou, who also answered a blue-card question from Diana Iovanovici Şoşoacă, Angéline Furet, Ondřej Krutílek, Michalis Hadjipantela, Adnan Dibrani, Diego Solier, Andrey Kovatchev, Waldemar Buda, Caterina Chinnici and Seán Kelly.

    The following spoke under the catch-the-eye procedure: Niels Geuking, Maria Grapini, Alexander Jungbluth, Grzegorz Braun, Vytenis Povilas Andriukaitis and Diana Iovanovici Şoşoacă.

    The following spoke: Magnus Brunner.

    The debate closed.

    (The sitting was suspended at 11:48.)


    IN THE CHAIR: Sabine VERHEYEN
    Vice-President

    5. Resumption of the sitting

    The sitting resumed at 11:59.


    6. Composition of new committees

    Following the creation of the standing committees on security and defence and on public health, and the creation of the special committees on the European Democracy Shield and on the housing crisis in the European Union, the President had received nominations for membership of these new standing and special committees from the political groups and the non-attached Members, in accordance with Rules 212 and 213.

    The decisions took effect as of that day.

    The lists of Members nominated to form these committees are annexed to these minutes (minutes of 23.1.2025 Annex 1).


    7. Composition of committees and delegations

    The Renew Group and non-attached Members had notified the President of the following decisions changing the composition of committees:

    – ITRE Committee: Oihane Agirregoitia Martínez to replace Barry Andrews, Elena Yoncheva

    – REGI Committee: Elsi Katainen

    – LIBE Committee: Raquel García Hermida-Van Der Walle

    – PETI Committee: Cynthia Ní Mhurchú and Eugen Tomac were no longer members, Taner Kabilov

    The decisions took effect as of that day.

    ⁂

    The following spoke: Jordan Bardella, Carlo Fidanza and Patryk Jaki on points of order (the President cut off the speakers as their remarks did not constitute points of order).


    8. Voting time

    For detailed results of the votes, see also ‘Results of votes’ and ‘Results of roll-call votes’.




    8.2. Systematic repression of human rights in Iran, notably the cases of Pakhshan Azizi and Wrisha Moradi, and the taking of EU citizens as hostages (vote)

    Motions for resolutions RC-B10-0066/2025 (minutes of 23.1.2025, item I), B10-0063/2025, B10-0066/2025, B10-0067/2025, B10-0073/2025, B10-0082/2025, B10-0085/2025 and B10-0086/2025 (minutes of 22.1.2025, item 1) (2025/2511(RSP))

    The debate had taken place on 22 January 2025 (minutes of 22.1.2025, item 16.2).

    (Majority of the votes cast)

    JOINT MOTION FOR A RESOLUTION

    Adopted (P10_TA(2025)0004)

    (Motions for resolutions B10-0063/2025 and B10-0067/2025 fell.)

    Detailed voting results








    9. Resumption of the sitting

    The sitting resumed at 15:00.


    10. Approval of the minutes of the previous sitting

    The minutes of the previous sitting were approved.


    11. Major interpellations (debate)

    Major interpellation for written answer with debate (G-001002/2024) submitted by Charlie Weimers, Sebastian Tynkkynen, Kristoffer Storm, Jaak Madison, Carlo Fidanza, Adam Bielan, Alexandr Vondra, Patryk Jaki, Johan Van Overtveldt, Roberts Zīle, Emmanouil Fragkos, Georgiana Teodorescu, Geadis Geadi, Marion Maréchal, Ivaylo Valchev, Kosma Złotowski, Mariusz Kamiński, Maciej Wąsik, Dick Erixon, Joachim Stanisław Brudziński, Beatrice Timgren, Nicolas Bay, Jadwiga Wiśniewska, Ondřej Krutílek, Guillaume Peltier, Michał Dworczyk, Laurence Trochu, Şerban-Dimitrie Sturdza, Tobiasz Bocheński, Gheorghe Piperea, on behalf of the ECR Group, to the Commission: EU funding of physical border protection structures such as walls, fences or other barriers at the external border (B10-0001/2025)

    Jaak Madison moved the major interpellation.

    Magnus Brunner (Member of the Commission) answered the major interpellation.

    The following spoke: Lena Düpont, on behalf of the PPE Group, Ana Catarina Mendes, on behalf of the S&D Group, András László, on behalf of the PfE Group, Joachim Stanisław Brudziński, on behalf of the ECR Group, Fabienne Keller, on behalf of the Renew Group, Mélissa Camara, on behalf of the Verts/ALE Group, Christine Anderson, on behalf of the ESN Group, Fredis Beleris, Murielle Laurent, France Jamet and Riho Terras.

    The following spoke under the catch-the-eye procedure: Kinga Kollár, Bogdan Rzońca and Siegbert Frank Droese.

    The following spoke: Magnus Brunner.

    The debate closed.


    12. Explanations of vote

    Written explanations of vote

    Explanations of vote submitted in writing under Rule 201 appear on the Members’ pages on Parliament’s website.


    13. Approval of the minutes of the sitting and forwarding of texts adopted

    In accordance with Rule 208(3), the minutes of the sitting would be put to the House for approval at the beginning of the afternoon of the sitting on Monday, 10 February 2025.

    With Parliament’s agreement, the texts adopted during the part-session would be forwarded to their respective addressees without delay.


    14. Dates of forthcoming sittings

    The next sitting would be held on 29 January 2025.


    15. Closure of the sitting

    The sitting closed at 15:41.


    16. Adjournment of the session

    The session of the European Parliament was adjourned.

    Alessandro Chiocchetti

    Roberta Metsola

    Secretary-General

    President


    LIST OF DOCUMENTS SERVING AS A BASIS FOR THE DEBATES AND DECISIONS OF PARLIAMENT


    I. Motions for resolutions tabled

    Case of Jean-Jacques Wondo in the Democratic Republic of the Congo

    Joint motion for a resolution tabled under Rule 150(5) and Rule 136(4):

    on the case of Jean-Jacques Wondo in the Democratic Republic of the Congo (2025/2510(RSP)) (RC-B10-0069/2025)
    (replacing motions for resolutions B10-0069/2025, B10-0072/2025, B10-0078/2025, B10-0081/2025 and B10-0084/2025)
    Sebastião Bugalho, Wouter Beke, Isabel Wiseler-Lima, Michael Gahler, Luděk Niedermayer, Christophe Gomart, Antonio López-Istúriz White, Danuše Nerudová, Davor Ivo Stier, Michał Wawrykiewicz, Jessica Polfjärd, Tomáš Zdechovský, Andrey Kovatchev, Inese Vaidere
    on behalf of the PPE Group
    Yannis Maniatis, Francisco Assis, Elio Di Rupo
    on behalf of the S&D Group
    Waldemar Tomaszewski, Joachim Stanisław Brudziński, Sebastian Tynkkynen
    on behalf of the ECR Group
    Bernard Guetta, Petras Auštrevičius, Oihane Agirregoitia Martínez, Malik Azmani, Dan Barna, Benoit Cassart, Olivier Chastel, Svenja Hahn, Karin Karlsbro, Ľubica Karvašová, Ilhan Kyuchyuk, Jan-Christoph Oetjen, Urmas Paet, Marie-Agnes Strack-Zimmermann, Hilde Vautmans, Lucia Yar
    on behalf of the Renew Group
    Catarina Vieira
    on behalf of the Verts/ALE Group

    Systematic repression of human rights in Iran, notably the cases of Pakhshan Azizi and Wrisha Moradi, and the taking of EU citizens as hostages

    Joint motion for a resolution tabled under Rule 150(5) and Rule 136(4):

    on the systematic repression of human rights in Iran, notably the cases of Pakhshan Azizi and Wrisha Moradi, and the taking of EU citizens as hostages (2025/2511(RSP)) (RC-B10-0066/2025)
    (replacing motions for resolutions B10-0066/2025, B10-0073/2025, B10-0082/2025, B10-0085/2025 and B10-0086/2025)
    Sebastião Bugalho, Tomáš Zdechovský, Loucas Fourlas, Isabel Wiseler-Lima, David McAllister, Michael Gahler, Željana Zovko, Christophe Gomart, Isabel Benjumea Benjumea, Javier Zarzalejos, Luděk Niedermayer, Wouter Beke, Davor Ivo Stier, Michał Wawrykiewicz, Jessica Polfjärd, Danuše Nerudová, Andrey Kovatchev, Inese Vaidere
    on behalf of the PPE Group
    Yannis Maniatis, Francisco Assis, Evin Incir, Chloé Ridel, Daniel Attard, Alessandra Moretti
    on behalf of the S&D Group
    Rihards Kols, Mariusz Kamiński, Sebastian Tynkkynen, Carlo Fidanza, Reinis Pozņaks, Aurelijus Veryga, Ondřej Krutílek, Veronika Vrecionová, Alberico Gambino, Joachim Stanisław Brudziński, Dick Erixon, Beatrice Timgren, Waldemar Tomaszewski, Alexandr Vondra, Marion Maréchal, Małgorzata Gosiewska, Carlo Ciccioli, Charlie Weimers
    on behalf of the ECR Group
    Petras Auštrevičius, Oihane Agirregoitia Martínez, Malik Azmani, Dan Barna, Benoit Cassart, Olivier Chastel, Veronika Cifrová Ostrihoňová, Bart Groothuis, Bernard Guetta, Svenja Hahn, Karin Karlsbro, Ľubica Karvašová, Ilhan Kyuchyuk, Nathalie Loiseau, Jan-Christoph Oetjen, Urmas Paet, Marie-Agnes Strack-Zimmermann, Hilde Vautmans, Sophie Wilmès, Lucia Yar
    on behalf of the Renew Group
    Hannah Neumann
    on behalf of the Verts/ALE Group
    Per Clausen, Hanna Gedin, Jonas Sjöstedt

    Case of Boualem Sansal in Algeria

    Joint motion for a resolution tabled under Rule 150(5) and Rule 136(4):

    on the case of Boualem Sansal in Algeria (2025/2512(RSP)) (RC-B10-0087/2025)
    (replacing motions for resolutions B10-0087/2025, B10-0089/2025, B10-0091/2025, B10-0092/2025 and B10-0093/2025)
    Sebastião Bugalho, Christophe Gomart, Isabel Wiseler-Lima, Michael Gahler, Luděk Niedermayer, Wouter Beke, Davor Ivo Stier, Michał Wawrykiewicz, Jessica Polfjärd, Tomáš Zdechovský, Andrey Kovatchev, Inese Vaidere
    on behalf of the PPE Group
    Yannis Maniatis, Francisco Assis, Marta Temido
    on behalf of the S&D Group
    Adam Bielan, Ondřej Krutílek, Veronika Vrecionová, Joachim Stanisław Brudziński, Waldemar Tomaszewski, Alexandr Vondra, Marion Maréchal, Sebastian Tynkkynen, Małgorzata Gosiewska
    on behalf of the ECR Group
    Helmut Brandstätter, Petras Auštrevičius, Malik Azmani, Dan Barna, Benoit Cassart, Olivier Chastel, Bernard Guetta, Ilhan Kyuchyuk, Nathalie Loiseau, Urmas Paet, Lucia Yar
    on behalf of the Renew Group
    Leoluca Orlando
    on behalf of the Verts/ALE Group

    Russia’s disinformation and historical falsification to justify its war of aggression against Ukraine

    Motions for resolutions tabled under Rule 136(2) to wind up the debate:

    on Russia’s disinformation and historical falsification to justify its war of aggression against Ukraine (2024/2988(RSP)) (B10-0074/2025)
    Yannis Maniatis, Nacho Sánchez Amor, Thijs Reuten, Raphaël Glucksmann
    on behalf of the S&D Group

    on Russia’s disinformation and historical falsification to justify its war of aggression against Ukraine (2024/2988(RSP)) (B10-0075/2025)
    Rasa Juknevičienė, Michael Gahler, Andrzej Halicki, Sebastião Bugalho, David McAllister, Siegfried Mureşan, Željana Zovko, Isabel Wiseler-Lima, Nicolás Pascual de la Parte, Mika Aaltola, Krzysztof Brejza, Daniel Caspary, Sandra Kalniete, Seán Kelly, Ondřej Kolář, Łukasz Kohut, Andrey Kovatchev, Miriam Lexmann, Antonio López-Istúriz White, Danuše Nerudová, Mirosława Nykiel, Ana Miguel Pedro, Paulius Saudargas, Davor Ivo Stier, Michał Szczerba, Alice Teodorescu Måwe, Ingeborg Ter Laak, Matej Tonin, Pekka Toveri, Inese Vaidere, Milan Zver
    on behalf of the PPE Group

    on Russia’s disinformation and historical falsification to justify its war of aggression against Ukraine (2024/2988(RSP)) (B10-0076/2025)
    Sergey Lagodinsky, Hannah Neumann, Markéta Gregorová, Mārtiņš Staķis, Maria Ohisalo, Virginijus Sinkevičius, Villy Søvndal, Nicolae Ştefănuță, Reinier Van Lanschot
    on behalf of the Verts/ALE Group

    on Russia’s disinformation and historical falsification to justify its war of aggression against Ukraine (2024/2988(RSP)) (B10-0077/2025)
    Bernard Guetta, Petras Auštrevičius, Malik Azmani, Dan Barna, Olivier Chastel, Karin Karlsbro, Ľubica Karvašová, Ilhan Kyuchyuk, Michał Kobosko, Jan-Christoph Oetjen, Urmas Paet, Marie-Agnes Strack-Zimmermann, Eugen Tomac, Hilde Vautmans, Sophie Wilmès, Lucia Yar, Dainius Žalimas
    on behalf of the Renew Group

    on Russia’s disinformation and historical falsification to justify its war of aggression against Ukraine (2024/2988(RSP)) (B10-0079/2025)
    Adam Bielan, Mariusz Kamiński, Małgorzata Gosiewska, Joachim Stanisław Brudziński, Rihards Kols, Ondřej Krutílek, Jaak Madison, Ivaylo Valchev, Sebastian Tynkkynen, Veronika Vrecionová, Roberts Zīle, Aurelijus Veryga, Maciej Wąsik, Michał Dworczyk, Cristian Terheş, Reinis Pozņaks, Alexandr Vondra
    on behalf of the ECR Group

    Joint motion for a resolution tabled under Rule 136(2) and (4):

    on Russia’s disinformation and historical falsification to justify its war of aggression against Ukraine (2024/2988(RSP)) (RC-B10-0074/2025)
    (replacing motions for resolutions B10-0074/2025, B10-0075/2025, B10-0076/2025, B10-0077/2025 and B10-0079/2025)
    Rasa Juknevičienė, Michael Gahler, Andrzej Halicki, Sebastião Bugalho, David McAllister, Siegfried Mureşan, Željana Zovko, Isabel Wiseler-Lima, Nicolás Pascual de la Parte, Mika Aaltola, Krzysztof Brejza, Daniel Caspary, Sandra Kalniete, Seán Kelly, Ondřej Kolář, Łukasz Kohut, Andrey Kovatchev, Miriam Lexmann, Antonio López-Istúriz White, Danuše Nerudová, Mirosława Nykiel, Ana Miguel Pedro, Paulius Saudargas, Davor Ivo Stier, Michał Szczerba, Alice Teodorescu Måwe, Ingeborg Ter Laak, Matej Tonin, Pekka Toveri, Inese Vaidere, Milan Zver
    on behalf of the PPE Group
    Yannis Maniatis, Nacho Sánchez Amor, Thijs Reuten, Raphaël Glucksmann
    on behalf of the S&D Group
    Adam Bielan, Rihards Kols, Reinis Pozņaks, Jadwiga Wiśniewska, Roberts Zīle, Ondřej Krutílek, Veronika Vrecionová, Jaak Madison, Małgorzata Gosiewska, Cristian Terheş, Maciej Wąsik, Ivaylo Valchev, Aurelijus Veryga, Joachim Stanisław Brudziński
    on behalf of the ECR Group
    Bernard Guetta, Petras Auštrevičius, Malik Azmani, Dan Barna, Benoit Cassart, Olivier Chastel, Karin Karlsbro, Veronika Cifrová Ostrihoňová, Ľubica Karvašová, Ilhan Kyuchyuk, Michał Kobosko, Nathalie Loiseau, Jan-Christoph Oetjen, Urmas Paet, Marie-Agnes Strack-Zimmermann, Eugen Tomac, Hilde Vautmans, Sophie Wilmès, Lucia Yar, Dainius Žalimas
    on behalf of the Renew Group
    Sergey Lagodinsky
    on behalf of the Verts/ALE Group

    Situation in Venezuela following the usurpation of the presidency on 10 January 2025

    Motions for resolutions tabled under Rule 136(2) to wind up the debate:

    on the situation in Venezuela following the usurpation of the presidency on 10 January 2025 (2025/2519(RSP)) (B10-0064/2025)
    Gabriel Mato, Sebastião Bugalho, Davor Ivo Stier
    on behalf of the PPE Group

    on the situation in Venezuela following the usurpation of the presidency on 10 January 2025 (2025/2519(RSP)) (B10-0068/2025)
    Jorge Buxadé Villalba, Hermann Tertsch, Jorge Martín Frías, Silvia Sardone, Nikola Bartůšek, Susanna Ceccardi, Roberto Vannacci, António Tânger Corrêa, Enikő Győri
    on behalf of the PfE Group

    on the situation in Venezuela following the usurpation of the presidency on 10 January 2025 (2025/2519(RSP)) (B10-0071/2025)
    Leire Pajín
    on behalf of the S&D Group
    Catarina Vieira, Ville Niinistö, Nicolae Ştefănuță
    on behalf of the Verts/ALE Group

    on the situation in Venezuela following the usurpation of the presidency on 10 January 2025 (2025/2519(RSP)) (B10-0080/2025)
    Oihane Agirregoitia Martínez, Petras Auštrevičius, Malik Azmani, Dan Barna, Helmut Brandstätter, Benoit Cassart, Olivier Chastel, João Cotrim De Figueiredo, Valérie Devaux, Karin Karlsbro, Ľubica Karvašová, Ilhan Kyuchyuk, Urmas Paet, Marie-Agnes Strack-Zimmermann, Ana Vasconcelos, Hilde Vautmans, Lucia Yar
    on behalf of the Renew Group

    on the situation in Venezuela following the usurpation of the presidency on 10 January 2025 (2025/2519(RSP)) (B10-0083/2025)
    Carlo Fidanza, Adam Bielan, Mariusz Kamiński, Alberico Gambino, Waldemar Tomaszewski, Joachim Stanisław Brudziński, Diego Solier, Rihards Kols, Ondřej Krutílek, Jaak Madison, Nora Junco García, Şerban-Dimitrie Sturdza, Sebastian Tynkkynen, Veronika Vrecionová, Małgorzata Gosiewska, Jadwiga Wiśniewska, Alexandr Vondra
    on behalf of the ECR Group

    Joint motion for a resolution tabled under Rule 150(5) and Rule 136(4):

    on the situation in Venezuela following the usurpation of the presidency on 10 January 2025 (2025/2519(RSP)) (RC-B10-0064/2025)
    (replacing motions for resolutions B10-0064/2025, B10-0080/2025 and B10-0083/2025)
    Gabriel Mato, Sebastião Bugalho, Davor Ivo Stier, Francisco José Millán Mon
    on behalf of the PPE Group
    Carlo Fidanza, Adam Bielan, Mariusz Kamiński, Ivaylo Valchev, Sebastian Tynkkynen, Ondřej Krutílek, Veronika Vrecionová, Rihards Kols, Alexandr Vondra, Małgorzata Gosiewska, Alberico Gambino, Joachim Stanisław Brudziński
    on behalf of the ECR Group
    Oihane Agirregoitia Martínez, Petras Auštrevičius, Dan Barna, Helmut Brandstätter, Benoit Cassart, Olivier Chastel, Veronika Cifrová Ostrihoňová, João Cotrim De Figueiredo, Karin Karlsbro, Ľubica Karvašová, Ilhan Kyuchyuk, Urmas Paet, Marie-Agnes Strack-Zimmermann, Ana Vasconcelos, Hilde Vautmans, Lucia Yar
    on behalf of the Renew Group


    II. Decisions to draw up own-initiative reports

    Decisions to draw up own-initiative reports (Rule 55)

    (Following the Conference of Presidents’ decision of 15 January 2025)

    AFCO Committee

    – Reform of the European Electoral Act – hurdles to ratification and implementation in the Member States (2025/2028(INI))

    – Institutional aspects of the Report on the future of European Competitiveness (Draghi Report) (2025/2013(INI))

    – Stock-taking of the European elections 2024 (2025/2012(INI))

    AFET Committee

    – 2023 and 2024 Commission reports on Ukraine (2025/2026(INI))

    – 2023 and 2024 Commission reports on Moldova (2025/2025(INI))

    – 2023 and 2024 Commission reports on Georgia (2025/2024(INI))

    – 2023 and 2024 Commission reports on Türkiye (2025/2023(INI))

    – 2023 and 2024 Commission reports on Serbia (2025/2022(INI))

    – 2023 and 2024 Commission reports on North Macedonia (2025/2021(INI))

    – 2023 and 2024 Commission reports on Montenegro (2025/2020(INI))

    – 2023 and 2024 Commission reports on Kosovo (2025/2019(INI))

    – 2023 and 2024 Commission reports on Bosnia and Herzegovina (2025/2018(INI))

    – 2023 and 2024 Commission reports on Albania (2025/2017(INI))

    DEVE Committee

    – Financing for development – ahead of the Fourth International Conference on Financing for Development in Seville (2025/2004(INI))

    – Implementation and delivery of the Sustainable Development Goals in view of the 2025 High-Level Political Forum (2025/2014(INI))
    (opinion: FEMM)

    IMCO Committee

    – Implementation and streamlining of EU internal market rules to strengthen the single market (2025/2009(INI))

    ITRE Committee

    – Future of the EU biotechnology and biomanufacturing sector: leveraging research, boosting innovation and enhancing competitiveness (2025/2008(INI))

    – European technological sovereignty and digital infrastructure (2025/2007(INI))

    – Electricity grids: the backbone of the EU energy system (2025/2006(INI))

    JURI Committee

    – Monitoring the application of European Union law in 2023 and 2024 (2025/2016(INI))
    (opinion: PETI)

    – European Union regulatory fitness and subsidiarity and proportionality – report on Better Law-Making covering 2023 and 2024 (2025/2015(INI))

    PECH Committee

    – Fisheries management approaches for safeguarding sensitive species, tackling invasive species and benefiting local economies (2025/2011(INI))

    – The role of social, economic and environmental standards in safeguarding fair competition for all aquatic food products and improving food security (2025/2010(INI))

    PETI Committee

    – Deliberations of the Committee on Petitions in 2023 (2025/2027(INI))

    (Following the Conference of Presidents’ decision of 19 December 2024)

    – The multiannual plan for the Baltic Sea and ways forward (2024/2127(INI))

    – The impact of the implementation of the Maritime Spatial Planning Directive 2014/89/EU on fisheries in selected fishing areas and sea basins (2024/2126(INI))

    – Decarbonisation and modernisation of EU fisheries, and the development and deployment of fishing gear (2024/2123(INI))

    AGRI Committee

    – The position of farmers in the agri-food value chain (2024/2122(INI))

    ECON Committee

    – The role of simple tax rules and tax fragmentation in European competitiveness (2024/2118(INI))

    – A coherent tax framework for the EU’s financial sector (2024/2117(INI))

    – Facilitating the financing of investments and reforms to boost European competitiveness and creating a Capital Markets Union (Draghi Report) (2024/2116(INI))
    (opinion: BUDG)

    FEMM Committee

    – Gender Equality Strategy 2025 (2024/2125(INI))
    (opinion: LIBE)

    – Women’s entrepreneurship in rural and island areas and outermost regions (2024/2124(INI))
    (opinion: AGRI)

    IMCO Committee

    – A new legislative framework for products that is fit for the digital and sustainable transition (2024/2119(INI))

    REGI Committee

    – The role of cohesion policy in supporting the just transition (2024/2121(INI))
    (opinion: EMPL)

    – The role of cohesion policy investment in resolving the current housing crisis (2024/2120(INI))
    (opinion: EMPL)


    III. Consent procedure

    Reports with a motion for a non-legislative resolution (consent procedure) (Rule 107(5))

    (Following notification by the Conference of Committee Chairs on 15 January 2025)

    AFET Committee

    – Interim report in view of the consent procedure on the Agreement establishing an association between the EU and the Principality of Andorra and the Republic of San Marino (2024/0101R(NLE) – 2024/0101(NLE))
    (opinion: ECON, IMCO)


    IV. Petitions

    Petitions Nos 1427-24 to 1518-24 had been entered in the register on 17 January 2025 and had been forwarded to the committee responsible, in accordance with Rule 232(9) and (10).

    The President had, on 17 January 2025, forwarded to the committee responsible, in accordance with Rule 232(15), petitions addressed to the European Parliament by natural or legal persons who were not citizens of the European Union and who did not reside, or have their registered office, in a Member State.


    V. Documents received

    The following documents had been received from Members:

    – Mathilde Androuët, Gerolf Annemans, Jordan Bardella, Nikola Bartůšek, Rachel Blom, Barbara Bonte, Paolo Borchia, Mireia Borrás Pabón, Irmhild Boßdorf, Jaroslav Bžoch, Klara Dostalova, Marieke Ehlers, Dick Erixon, Tomasz Froelich, Petras Gražulis, Branko Grims, Catherine Griset, Enikő Győri, Roman Haider, Fernand Kartheiser, Ondřej Knotek, Vilis Krištopans, Julien Leonardelli, Jorge Martín Frías, Milan Mazurek, Tiago Moreira de Sá, Jana Nagyová, Hans Neuhoff, Julie Rechagneux, Dominik Tarczyński, Hermann Tertsch, Isabella Tovaglieri, António Tânger Corrêa, Milan Uhrík, Tom Vandendriessche, Harald Vilimsky, Ewa Zajączkowska-Hernik and Auke Zijlstra. Motion for a resolution on Dismantling Overregulation and Government Encroachment: reclaiming competitiveness and innovation in the European Union (B10-0214/2024)
    referred to committee responsible: JURI
    opinion: ITRE

    – Pekka Toveri and Sebastian Tynkkynen. Motion for a resolution on restricting the ability of passenger and cargo traffic to enter European Union airspace from Russia (B10-0220/2024)
    referred to committee responsible: TRAN
    opinion: AFET

    – Matthieu Valet. Motion for a resolution on EU policy on Syrian refugees following the overthrow of the Bashar al-Assad regime (B10-0237/2024)
    referred to committee responsible: LIBE

    – Christine Anderson, Anja Arndt, René Aust, Arno Bausemer, Zsuzsanna Borvendég, Markus Buchheit, Petr Bystron, Elisabeth Dieringer, Siegbert Frank Droese, Marc Jongen, Mary Khan, Sarah Knafo, Maximilian Krah and Jaroslava Pokorná Jermanová. Motion for a resolution on financial and organisational support for Member States to repatriate Syrian nationals (B10-0238/2024)
    referred to committee responsible: LIBE


    ATTENDANCE REGISTER

    Present:

    Aaltola Mika, Abadía Jover Maravillas, Adamowicz Magdalena, Aftias Georgios, Agirregoitia Martínez Oihane, Agius Peter, Agius Saliba Alex, Allione Grégory, Al-Sahlani Abir, Anadiotis Nikolaos, Anderson Christine, Andersson Li, Andresen Rasmus, Andrews Barry, Andriukaitis Vytenis Povilas, Androuët Mathilde, Angel Marc, Annemans Gerolf, Antoci Giuseppe, Arias Echeverría Pablo, Arimont Pascal, Arłukowicz Bartosz, Arnaoutoglou Sakis, Arndt Anja, Arvanitis Konstantinos, Asens Llodrà Jaume, Assis Francisco, Attard Daniel, Aubry Manon, Auštrevičius Petras, Axinia Adrian-George, Azmani Malik, Bajada Thomas, Baljeu Jeannette, Ballarín Cereza Laura, Bardella Jordan, Barley Katarina, Barna Dan, Barrena Arza Pernando, Bartulica Stephen Nikola, Bartůšek Nikola, Bausemer Arno, Bay Nicolas, Bay Christophe, Beke Wouter, Beleris Fredis, Bellamy François-Xavier, Benea Adrian-Dragoş, Benifei Brando, Benjumea Benjumea Isabel, Beňová Monika, Berendsen Tom, Berger Stefan, Berg Sibylle, Berlato Sergio, Bernhuber Alexander, Biedroń Robert, Bielan Adam, Bischoff Gabriele, Blaha Ľuboš, Blinkevičiūtė Vilija, Blom Rachel, Bloss Michael, Bocheński Tobiasz, Boeselager Damian, Bogdan Ioan-Rareş, Bonaccini Stefano, Bonte Barbara, Borchia Paolo, Borrás Pabón Mireia, Borvendég Zsuzsanna, Borzan Biljana, Bosanac Gordan, Bosse Stine, Botenga Marc, Boyer Gilles, Boylan Lynn, Brandstätter Helmut, Brasier-Clain Marie-Luce, Braun Grzegorz, Brejza Krzysztof, Bricmont Saskia, Brnjac Nikolina, Brudziński Joachim Stanisław, Bryłka Anna, Buczek Tomasz, Buda Daniel, Buda Waldemar, Budka Borys, Bugalho Sebastião, Buła Andrzej, Burkhardt Delara, Buxadé Villalba Jorge, Bžoch Jaroslav, Camara Mélissa, Canfin Pascal, Carberry Nina, Casa David, Caspary Daniel, Cassart Benoit, Castillo Laurent, del Castillo Vera Pilar, Cavazzini Anna, Cavedagna Stefano, Ceccardi Susanna, Cepeda José, Ceulemans Estelle, Chahim Mohammed, Chaibi Leila, Chastel Olivier, Chinnici Caterina, Christensen Asger, Ciccioli Carlo, Cifrová Ostrihoňová Veronika, Ciriani Alessandro, Cisint Anna Maria, Clausen Per, Clergeau Christophe, Cormand David, Corrado Annalisa, Costanzo Vivien, Cotrim De Figueiredo João, Cowen Barry, Cremer Tobias, Crespo Díaz Carmen, Cristea Andi, Cunha Paulo, Danielsson Johan, Dauchy Marie, Dávid Dóra, David Ivan, Decaro Antonio, de la Hoz Quintano Raúl, Della Valle Danilo, Deloge Valérie, De Masi Fabio, De Meo Salvatore, Demirel Özlem, Deutsch Tamás, Devaux Valérie, Dibrani Adnan, Diepeveen Ton, Dieringer Elisabeth, Dîncu Vasile, Di Rupo Elio, Doherty Regina, Doleschal Christian, Dömötör Csaba, Do Nascimento Cabral Paulo, Donazzan Elena, Dorfmann Herbert, Dostál Ondřej, Droese Siegbert Frank, Düpont Lena, Ecke Matthias, Ehler Christian, Ehlers Marieke, Eriksson Sofie, Erixon Dick, Eroglu Engin, Everding Sebastian, Ezcurra Almansa Alma, Falcone Marco, Farantouris Nikolas, Farreng Laurence, Farský Jan, Ferber Markus, Fernández Jonás, Fidanza Carlo, Fiocchi Pietro, Firmenich Ruth, Fita Claire, Fourlas Loucas, Fourreau Emma, Fragkos Emmanouil, Freund Daniel, Frigout Anne-Sophie, Fritzon Heléne, Froelich Tomasz, Fuglsang Niels, Furet Angéline, Furore Mario, Gahler Michael, Galán Estrella, Gálvez Lina, Gambino Alberico, García Hermida-Van Der Walle Raquel, Garraud Jean-Paul, Gasiuk-Pihowicz Kamila, Geadi Geadis, Gedin Hanna, Geese Alexandra, Geier Jens, Geisel Thomas, Gemma Chiara, Georgiou Giorgos, Gerbrandy Gerben-Jan, Germain Jean-Marc, Gerzsenyi Gabriella, Geuking Niels, Gieseke Jens, Giménez Larraz Borja, Girauta Vidal Juan Carlos, Glavak Sunčana, Glück Andreas, Glucksmann Raphaël, Goerens Charles, Gomart Christophe, Gomes Isilda, Gómez López Sandra, Gonçalves Bruno, Gonçalves Sérgio, González Pons Esteban, Gori Giorgio, Gosiewska Małgorzata, Gotink Dirk, Gozi Sandro, Grapini Maria, Gražulis Petras, Grims Branko, Griset Catherine, Gronkiewicz-Waltz Hanna, Groothuis Bart, Grossmann Elisabeth, Grudler Christophe, Gualmini Elisabetta, Guarda Cristina, Guetta Bernard, Guzenina Maria, Hadjipantela Michalis, Hahn Svenja, Haider Roman, Halicki Andrzej, Hassan Rima, Häusling Martin, Hava Mircea-Gheorghe, Hazekamp Anja, Heide Hannes, Heinäluoma Eero, Henriksson Anna-Maja, Herbst Niclas, Herranz García Esther, Hetman Krzysztof, Hohlmeier Monika, Hojsík Martin, Holmgren Pär, Hölvényi György, Homs Ginel Alicia, Humberto Sérgio, Ijabs Ivars, Imart Céline, Incir Evin, Inselvini Paolo, Iovanovici Şoşoacă Diana, Jalloul Muro Hana, Jamet France, Jerković Romana, Jongen Marc, Joński Dariusz, Joron Virginie, Jouvet Pierre, Joveva Irena, Juknevičienė Rasa, Junco García Nora, Jungbluth Alexander, Kabilov Taner, Kalfon François, Kaljurand Marina, Kalniete Sandra, Kamiński Mariusz, Kanev Radan, Karlsbro Karin, Kartheiser Fernand, Karvašová Ľubica, Katainen Elsi, Kefalogiannis Emmanouil, Kelleher Billy, Keller Fabienne, Kelly Seán, Kemp Martine, Kennes Rudi, Khan Mary, Kobosko Michał, Köhler Stefan, Kohut Łukasz, Kokalari Arba, Kolář Ondřej, Kollár Kinga, Kols Rihards, Konečná Kateřina, Kopacz Ewa, Körner Moritz, Kountoura Elena, Kovatchev Andrey, Krah Maximilian, Krištopans Vilis, Kruis Sebastian, Krutílek Ondřej, Kubín Tomáš, Kuhnke Alice, Kulja András Tivadar, Kulmuni Katri, Kyllönen Merja, Kyuchyuk Ilhan, Lagodinsky Sergey, Lakos Eszter, Lalucq Aurore, Lange Bernd, Langensiepen Katrin, Laššáková Judita, László András, Laurent Murielle, Laureti Camilla, Laykova Rada, Lazarov Ilia, Lazarus Luis-Vicențiu, Le Callennec Isabelle, Leggeri Fabrice, Lenaers Jeroen, Leonardelli Julien, Lewandowski Janusz, Lexmann Miriam, Liese Peter, Lins Norbert, Loiseau Nathalie, Løkkegaard Morten, Lopatka Reinhold, López Javi, López Aguilar Juan Fernando, López-Istúriz White Antonio, Lövin Isabella, Luena César, Łukacijewska Elżbieta Katarzyna, Lupo Giuseppe, McAllister David, Madison Jaak, Magoni Lara, Maij Marit, Maląg Marlena, Manda Claudiu, Mandl Lukas, Maniatis Yannis, Mantovani Mario, Maran Pierfrancesco, Marczułajtis-Walczak Jagna, Mariani Thierry, Marino Ignazio Roberto, Martín Frías Jorge, Martins Catarina, Martusciello Fulvio, Marzà Ibáñez Vicent, Matthieu Sara, Mavrides Costas, Mayer Georg, Mazurek Milan, Mažylis Liudas, McNamara Michael, Mebarek Nora, Mehnert Alexandra, Meleti Eleonora, Mendes Ana Catarina, Mendia Idoia, Mertens Verena, Mesure Marina, Metsola Roberta, Metz Tilly, Mikser Sven, Millán Mon Francisco José, Miranda Paz Ana, Molnár Csaba, Montero Irene, Montserrat Dolors, Morace Carolina, Moreira de Sá Tiago, Moreno Sánchez Javier, Moretti Alessandra, Motreanu Dan-Ştefan, Mularczyk Arkadiusz, Müller Piotr, Mullooly Ciaran, Mureşan Siegfried, Muşoiu Ştefan, Nagyová Jana, Navarrete Rojas Fernando, Negrescu Victor, Nemec Matjaž, Nerudová Danuše, Nesci Denis, Neuhoff Hans, Neumann Hannah, Nevado del Campo Elena, Niebler Angelika, Niedermayer Luděk, Niinistö Ville, Nikolic Aleksandar, Ní Mhurchú Cynthia, Noichl Maria, Nordqvist Rasmus, Novakov Andrey, Nykiel Mirosława, Obajtek Daniel, Ódor Ľudovít, Oetjen Jan-Christoph, Ohisalo Maria, Oliveira João, Olivier Philippe, Omarjee Younous, Ondruš Branislav, Ó Ríordáin Aodhán, Ozdoba Jacek, Paet Urmas, Pajín Leire, Palmisano Valentina, Papadakis Kostas, Papandreou Nikos, Pappas Nikos, Pascual de la Parte Nicolás, Pedro Ana Miguel, Pedulla’ Gaetano, Pellerin-Carlin Thomas, Peltier Guillaume, Penkova Tsvetelina, Pennelle Gilles, Pereira Lídia, Peter-Hansen Kira Marie, Petrov Hristo, Picaro Michele, Picula Tonino, Piera Pascale, Pimpie Pierre, Piperea Gheorghe, de la Pisa Carrión Margarita, Pokorná Jermanová Jaroslava, Polato Daniele, Polfjärd Jessica, Popescu Virgil-Daniel, Pozņaks Reinis, Princi Giusi, Protas Jacek, Pürner Friedrich, Rackete Carola, Radev Emil, Radtke Dennis, Rafowicz Emma, Ratas Jüri, Rechagneux Julie, Regner Evelyn, Repasi René, Repp Sabrina, Ressler Karlo, Reuten Thijs, Riba i Giner Diana, Ricci Matteo, Riehl Nela, Ripa Manuela, Rodrigues André, Ros Sempere Marcos, Roth Neveďalová Katarína, Rougé André, Ruissen Bert-Jan, Ruotolo Sandro, Rzońca Bogdan, Saeidi Arash, Salini Massimiliano, Salis Ilaria, Salla Aura, Sánchez Amor Nacho, Sanchez Julien, Sancho Murillo Elena, Saramo Jussi, Sardone Silvia, Šarec Marjan, Sargiacomo Eric, Satouri Mounir, Saudargas Paulius, Sbai Majdouline, Sberna Antonella, Schaldemose Christel, Schaller-Baross Ernő, Schenk Oliver, Scheuring-Wielgus Joanna, Schieder Andreas, Schilling Lena, Schneider Christine, Schwab Andreas, Scuderi Benedetta, Seekatz Ralf, Sell Alexander, Serrano Sierra Rosa, Serra Sánchez Isabel, Sienkiewicz Bartłomiej, Simon Sven, Singer Christine, Sinkevičius Virginijus, Sippel Birgit, Sjöstedt Jonas, Śmiszek Krzysztof, Smith Anthony, Smit Sander, Sokol Tomislav, Solier Diego, Sommen Liesbet, Sonneborn Martin, Sorel Malika, Sousa Silva Hélder, Søvndal Villy, Squarta Marco, Staķis Mārtiņš, Stancanelli Raffaele, Stier Davor Ivo, Stöteler Sebastiaan, Stoyanov Stanislav, Strack-Zimmermann Marie-Agnes, Strada Cecilia, Streit Joachim, Strik Tineke, Strolenberg Anna, Stürgkh Anna, Sypniewski Marcin, Szczerba Michał, Szekeres Pál, Szydło Beata, Tamburrano Dario, Tânger Corrêa António, Tarquinio Marco, Târziu Claudiu-Richard, Tavares Carla, Tegethoff Kai, Temido Marta, Teodorescu Georgiana, Teodorescu Måwe Alice, Ter Laak Ingeborg, Terras Riho, Thionnet Pierre-Romain, Timgren Beatrice, Tinagli Irene, Tobback Bruno, Tobé Tomas, Tolassy Rody, Tomašič Zala, Tomc Romana, Tonin Matej, Toom Jana, Topo Raffaele, Torselli Francesco, Tosi Flavio, Toussaint Marie, Toveri Pekka, Tridico Pasquale, Trochu Laurence, Tsiodras Dimitris, Tudose Mihai, Tynkkynen Sebastian, Uhrík Milan, Ušakovs Nils, Vaidere Inese, Valchev Ivaylo, Vălean Adina, Valet Matthieu, Van Brempt Kathleen, Van Brug Anouk, van den Berg Brigitte, Vandendriessche Tom, Van Dijck Kris, Van Lanschot Reinier, Van Leeuwen Jessika, Vannacci Roberto, Van Overtveldt Johan, Van Sparrentak Kim, Varaut Alexandre, Vasconcelos Ana, Vasile-Voiculescu Vlad, Vautmans Hilde, Vedrenne Marie-Pierre, Ventola Francesco, Verheyen Sabine, Verougstraete Yvan, Veryga Aurelijus, Vieira Catarina, Vigenin Kristian, Vilimsky Harald, Vincze Loránt, Vind Marianne, Vistisen Anders, Vivaldini Mariateresa, Volgin Petar, von der Schulenburg Michael, Vondra Alexandr, Voss Axel, Vozemberg-Vrionidi Elissavet, Vrecionová Veronika, Vázquez Lázara Adrián, Waitz Thomas, Walsmann Marion, Warborn Jörgen, Warnke Jan-Peter, Wąsik Maciej, Wawrykiewicz Michał, Wcisło Marta, Wechsler Andrea, Werbrouck Séverine, Wiesner Emma, Wiezik Michal, Wilmès Sophie, Winkler Iuliu, Winzig Angelika, Wiseler-Lima Isabel, Wiśniewska Jadwiga, Wölken Tiemo, Wolters Lara, Yar Lucia, Yon-Courtin Stéphanie, Zacharia Maria, Zajączkowska-Hernik Ewa, Zalewska Anna, Žalimas Dainius, Zan Alessandro, Zarzalejos Javier, Zdechovský Tomáš, Zdrojewski Bogdan Andrzej, Zijlstra Auke, Zīle Roberts, Zingaretti Nicola, Złotowski Kosma, Zoido Álvarez Juan Ignacio, Zovko Željana, Zver Milan

    Excused:

    Sidl Günther


    ANNEX 1 – Composition of new committees

    C01A SEDE

    [ 20/01/2025 – ]

    Комисия по сигурност и отбрана

    Comisión de Seguridad y Defensa

    Výbor pro bezpečnost a obranu

    Udvalget om Sikkerhed og Forsvar

    Ausschuss für Sicherheit und Verteidigung

    Julgeoleku- ja kaitsekomisjon

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    MIL OSI Europe News –

  • MIL-OSI: Trustco Reports Third Quarter 2024 Net Income of $12.9 Million; Skillful Application of Strong Fundamentals Produce Solid Results

    Source: GlobeNewswire (MIL-OSI)

    Executive Snapshot:

    • Average Loan portfolio continues to grow:
      • On average, total loans were up $127.0 million or 2.6% for the third quarter 2024 compared to the third quarter 2023
    • Continued solid financial results:
      • Key metrics for third quarter 2024:
        • Net income of $12.9 million versus $12.6 million for the second quarter 2024
        • Net interest income of $38.7 million, up from $37.8 million compared to the second quarter of 2024
        • Return on average equity (ROAE) of 7.74% versus 7.76% for the second quarter 2024
    • Capital continues to grow:
      • Consolidated equity to assets increased 6.2% to 10.95% as of September 30, 2024 from 10.31% as of September 30, 2023
      • Book value per share as of September 30, 2024 was $35.19, up from $34.46 compared to June 30, 2024

    GLENVILLE, N.Y., Oct. 21, 2024 (GLOBE NEWSWIRE) —

    TrustCo Bank Corp NY (TrustCo, NASDAQ: TRST) today announced third quarter 2024 net income of $12.9 million or $0.68 diluted earnings per share, compared to net income of $14.7 million or $0.77 diluted earnings per share for the third quarter 2023; and net income of $37.6 million or $1.97 diluted earnings per share for the nine months ended September 30, 2024, compared to net income of $48.9 million or $2.57 diluted earnings per share for the nine months ended September 30, 2023. Average loans increased $127.0 million or 2.6% for the third quarter 2024 over the same period in 2023.   TrustCo was able to increase the balances of home equity lines of credit (HECLs) outstanding through an aggressive campaign to encourage existing customers to utilize their HECLs in place of the higher rates on other products.  The objective was to meet customer needs and encourage increased utilization through existing HECLs.

    Overview

    Chairman, President, and CEO, Robert J. McCormick said “Hard, consistent work on the fundamentals of banking once again have served the Trustco Bank team well and enabled us to post strong results under challenging circumstances. Our bankers posted one modest success after another – which accumulated into solid performance. We continued to hold the line on demand accounts and capitalized on strong customer relationships which enabled us to direct the flow into competitively-priced CDs, rather than to non-bank investment products. Not having to purchase expensive deposits or pay excessive rates, helped keep interest expense down, contributing to increased net interest income. We have continued to sell home equity products at favorable rates where origination of purchase mortgages lagged due to lack of sales volume. We booked these new loans at higher interest rates, also boosting net interest margin. Once again, loans reached a new all-time high. All of these efforts by our team resulted in net income of $12.9 million for the quarter.”

    Details

    Average loans were up $127.0 million or 2.6% in the third quarter 2024 over the same period in 2023. Average residential loans and home equity lines of credit, our primary lending focus, were up $50.4 million, or 1.2%, and $60.0 million, or 18.7%, respectively, in the third quarter 2024 over the same period in 2023. Average commercial loans also increased $18.1 million, or 6.9%, in the third quarter 2024 over the same period in 2023. Average deposits were up $15.3 million, or 0.3% for the third quarter 2024 over the same period in 2023. We believe the increase in time deposits compared to the prior year continues to reflect the desire of customers to have additional funds in the safety and security offered by TrustCo’s long history of conservative banking, while earning a competitive interest rate. As we move forward, the objective is to encourage customers to retain these additional funds in the expanded product offerings of Trustco Bank (the “Bank”) through aggressive marketing and product differentiation.

    Net interest income was $38.7 million for the third quarter 2024, an increase of $883 thousand, or 2.3%, compared to the prior quarter, driven by loan growth at higher interest rates and lower cost of deposits, partially offset by lower investment earnings and a decrease in interest on federal funds sold and other short-term investments. The net interest margin for the third quarter 2024 was 2.61%, up 8 basis points from 2.53% in the second quarter of 2024. The yield on interest earnings assets increased to 4.11%, up 5 basis points from 4.06% in the second quarter of 2024. The cost of interest bearing liabilities decreased to 1.94% in the third quarter 2024 from 1.97% in the second quarter 2024. The Bank has seen success in retaining deposits while lowering the rates on time deposits, and still being competitive in the markets it serves. The Federal Reserve’s decision regarding whether to cut or hold rates in upcoming meetings will have an effect on the Bank’s ability to continue to manage deposit costs. Further reductions should help margin expansion in future quarters. Non-interest expense decreased $259 thousand over the prior quarter as a result of the Bank’s ongoing efforts to control expenses.

    Asset quality remains strong and has been consistent over the past twelve months. The Company recorded a provision for credit losses of $500 thousand in the third quarter of 2024, which is the result of a provision for credit losses on loans of $400 thousand, and provision for credit losses on unfunded commitments of $100 thousand. The ratio of allowance for credit losses on loans to total loans was 0.99% and 0.95% as of September 30, 2024 and 2023, respectively. The allowance for credit losses on loans was $50.0 million at September 30, 2024, compared to $47.2 million at September 30, 2023. Nonperforming loans (NPLs) were $19.4 million at September 30, 2024, compared to $17.9 million at September 30, 2023. NPLs were 0.38% and 0.36% of total loans at September 30, 2024 and 2023, respectively. The coverage ratio, or allowance for credit losses on loans to NPLs, was 256.9% at September 30, 2024, compared to 264.2% at September 30, 2023. Nonperforming assets (NPAs) were $21.9 million at September 30, 2024, compared to $19.1 million at September 30, 2023.  

    At September 30, 2024, our equity to asset ratio was 10.95%, compared to 10.31% at September 30, 2023. Book value per share at September 30, 2024 was $35.19, up 7.3% compared to $32.80 a year earlier.

    A conference call to discuss third quarter 2024 results will be held at 9:00 a.m. Eastern Time on October 22, 2024. Those wishing to participate in the call may dial toll-free for the United States at 1-833-470-1428, and for Canada at 1-833-950-0062, Access code 034120. A replay of the call will be available for thirty days by dialing toll-free for the United States at 1-866-813-9403, Access code 285814.   The call will also be audio webcast at https://events.q4inc.com/attendee/854762065, and will be available for one year.

    About TrustCo Bank Corp NY

    TrustCo Bank Corp NY is a $6.1 billion savings and loan holding company and through its subsidiary, Trustco Bank, operated 138 offices in New York, New Jersey, Vermont, Massachusetts, and Florida at September 30, 2024.

    In addition, the Bank’s Wealth Management Department offers a full range of investment services, retirement planning and trust and estate administration services. The common shares of TrustCo are traded on the NASDAQ Global Select Market under the symbol TRST.

    Forward-Looking Statements

    All statements in this news release that are not historical are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future development, results or periods. Examples of forward-looking statements include, among others, statements we make regarding our expectations for our future performance, including our expectations regarding the effects of the economic environment on our financial results, our ability to retain customers and the amount of customers’ business, including deposit balances, with us, the impact of the Federal Reserve’s actions regarding interest rates, and the growth of loans and deposits throughout our branch network. Forward-looking statements are based on management’s current expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Such forward-looking statements are subject to factors and uncertainties that could cause actual results to differ materially for TrustCo from the views, beliefs and projections expressed in such statements, and many of the risks and uncertainties are heightened by or may, in the future, be heightened by volatility in financial markets and macroeconomic or geopolitical concerns related to inflation, continued elevated interest rates and ongoing armed conflicts (including the Russia/Ukraine conflict and the conflict in Israel and surrounding areas). TrustCo wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The following important factors, among others, in some cases have affected and in the future could affect TrustCo’s actual results and could cause TrustCo’s actual financial performance to differ materially from that expressed in any forward-looking statement: future changes in interest rates; ongoing inflationary pressures and continued elevated prices; exposure to credit risk in our lending activities; our increasing commercial loan portfolio; the sufficiency of our allowance for credit losses on loans to cover actual loan losses; our ability to meet the cash flow requirements of our depositors or borrowers or meet our operating cash needs to fund corporate expansion and other activities; claims and litigation pertaining to fiduciary responsibility and lender liability; our dependency upon the services of the management team; our disclosure controls and procedures’ ability to prevent or detect errors or acts of fraud; the adequacy of our business continuity and disaster recovery plans; the effectiveness of our risk management framework; the impact of any expansion by us into new lines of business or new products and services; the impact of severe weather events and climate change on us and the communities we serve, including societal responses to climate change; increasing scrutiny and evolving expectations from customers, regulators, investors, and other stakeholders with respect to our environmental, social and governance practices; the chance of a prolonged economic downturn, especially one affecting our geographic market area; instability in global economic conditions and geopolitical matters, as well as volatility in financial markets; the soundness of other financial institutions; U.S. government shutdowns, credit rating downgrades, or failure to increase the debt ceiling; fluctuations in the trust wealth management fees we receive as a result of investment performance; the impact of regulatory capital rules on our growth; changes in laws and regulations, including changes in cybersecurity or privacy regulations; restrictions on data collection and use; our compliance with the USA PATRIOT Act, Bank Secrecy Act, and other laws and regulations that could result in material fines or sanctions; changes in tax laws; limitations on our ability to pay dividends; TrustCo Realty Corp.’s ability to qualify as a real estate investment trust; changes in accounting standards; competition within our market areas; consumers and businesses’ use of non-banks to complete financial transactions; our reliance on third-party service providers; the impact of data breaches and cyber-attacks; the impact of a failure in or breach of our operational or security systems or infrastructure, or those of third parties; the impact of an unauthorized disclosure of sensitive or confidential client or customer information; the impact of interruptions in the effective operation of our computer systems; the impact of anti-takeover provisions in our organizational documents; the impact of the manner in which we allocate capital; and other risks and uncertainties under the heading “Risk Factors” in our most recent annual report on Form 10-K and, if any, in our subsequent quarterly reports on Form 10-Q or other securities filings. The forward-looking statements contained in this news release represent TrustCo management’s judgment as of the date of this news release. TrustCo disclaims, however, any intent or obligation to update forward-looking statements, either as a result of future developments, new information or otherwise, except as may be required by law.

     
    TRUSTCO BANK CORP NY
    GLENVILLE, NY
             
    FINANCIAL HIGHLIGHTS
             
    (dollars in thousands, except per share data)
    (Unaudited)
        Three months ended        
        9/30/2024   6/30/2024   9/30/2023        
    Summary of operations                    
    Net interest income   $ 38,671     $ 37,788     $ 42,221              
    Provision for credit losses     500       500       100          
    Net gains on equity securities     23       1,360       –          
    Noninterest income, excluding net gains on equity securities     4,908       4,291       4,574          
    Noninterest expense     26,200       26,459       27,460          
    Net income     12,875       12,551       14,680          
                         
    Per share                    
    Net income per share:                    
    – Basic   $ 0.68     $ 0.66     $ 0.77          
    – Diluted     0.68       0.66       0.77          
    Cash dividends     0.36       0.36       0.36          
    Book value at period end     35.19       34.46       32.80              
    Market price at period end     33.07       28.77       27.29          
                         
    At period end                    
    Full time equivalent employees     735       753       764          
    Full service banking offices     138       138       143          
                         
    Performance ratios                    
    Return on average assets     0.84   %   0.82   %   0.96   %      
    Return on average equity     7.74       7.76       9.32          
    Efficiency ratio (1)     59.65       62.84       58.33          
    Net interest spread     2.17       2.09       2.55          
    Net interest margin     2.61       2.53       2.85          
    Dividend payout ratio     53.16       54.57       46.65              
                             
    Capital ratios at period end                        
    Consolidated equity to assets     10.95   %   10.73   %   10.31   %          
    Consolidated tangible equity to tangible assets (2)     10.94   %   10.72   %   10.30   %      
                         
    Asset quality analysis at period end                    
    Nonperforming loans to total loans     0.38   %   0.38   %   0.36   %      
    Nonperforming assets to total assets     0.36       0.35       0.31          
    Allowance for credit losses on loans to total loans     0.99       0.99       0.95          
    Coverage ratio (3)   2.6x   2.6x   2.6x        
                         
                         
    (1) Non-GAAP measure; calculated as noninterest expense (excluding ORE expense) divided by taxable equivalent net interest income plus noninterest income (excluding net gains on equity securities).
    See Non-GAAP Financial Measures Reconciliation.
    (2) Non-GAAP measure; calculated as total shareholders’ equity less $553 of intangible assets divided by total assets less $553 of intangible assets. See Non-GAAP Financial Measures Reconciliation.
    (3) Calculated as allowance for credit losses on loans divided by total nonperforming loans.
                         
                         
    FINANCIAL HIGHLIGHTS, Continued
               
    (dollars in thousands, except per share data)
    (Unaudited)
        Nine Months Ended            
        09/30/24   09/30/23            
    Summary of operations                    
    Net interest income $   113,037       133,238              
    Provision (Credit) for credit losses     1,600       (100 )            
    Net gains on equity securities     1,383       –              
    Noninterest income, excluding net gains on equity securities     14,042       13,841              
    Noninterest expense     77,562       82,466              
    Net income     37,552       48,798              
                         
    Per share                    
    Net income per share:                    
    – Basic $   1.97       2.57              
    – Diluted     1.97       2.57              
    Cash dividends     1.08       1.08              
    Book value at period end     35.19       32.80              
    Market price at period end     33.07       27.29              
                         
    Performance ratios                    
    Return on average assets     0.82   %   1.08              
    Return on average equity     7.68       10.57                  
    Efficiency ratio (1)     60.80       55.70                  
    Net interest spread     2.08       2.78                  
    Net interest margin     2.52       3.01            
    Dividend payout ratio     54.70       42.11                  
                             
    (1) Non-GAAP measure; calculated as noninterest expense (excluding ORE expense) divided by taxable equivalent net interest income plus noninterest income (excluding net gains on equity securities).
    See Non-GAAP Financial Measures Reconciliation.
                         
                         
    CONSOLIDATED STATEMENTS OF INCOME
                         
    (dollars in thousands, except per share data)
    (Unaudited)
        Three months ended
        9/30/2024   6/30/2024   3/31/2024   12/31/2023   9/30/2023
    Interest and dividend income:                    
    Interest and fees on loans   $ 52,112     $ 50,660     $ 49,804     $ 49,201     $ 47,921  
    Interest and dividends on securities available for sale:                    
    U. S. government sponsored enterprises     718       909       906       750       672  
    State and political subdivisions     –       1       –       1       –  
    Mortgage-backed securities and collateralized mortgage                    
    obligations – residential     1,397       1,451       1,494       1,533       1,485  
    Corporate bonds     361       362       476       477       473  
    Small Business Administration – guaranteed                    
    participation securities     90       94       100       102       107  
    Other securities     2       2       3       3       2  
    Total interest and dividends on securities available for sale     2,568       2,819       2,979       2,866       2,739  
                         
    Interest on held to maturity securities:                    
    Mortgage-backed securities and collateralized mortgage                    
    obligations – residential     62       65       68       70       73  
    Total interest on held to maturity securities     62       65       68       70       73  
                         
    Federal Home Loan Bank stock     153       147       152       149       131  
                         
    Interest on federal funds sold and other short-term investments     6,174       6,894       6,750       6,354       6,688  
    Total interest income     61,069       60,585       59,753       58,640       57,552  
                         
    Interest expense:                    
    Interest on deposits:                    
    Interest-bearing checking     311       288       240       165       102  
    Savings     770       675       712       707       639  
    Money market deposit accounts     2,154       2,228       2,342       2,500       2,384  
    Time deposits     18,969       19,400       19,677       16,460       11,962  
    Interest on short-term borrowings     194       206       204       201       244  
    Total interest expense     22,398       22,797       23,175       20,033       15,331  
                         
    Net interest income     38,671       37,788       36,578       38,607       42,221  
                         
    Less: Provision for credit losses     500       500       600       1,350       100  
    Net interest income after provision for credit losses     38,171       37,288       35,978       37,257       42,121  
                         
    Noninterest income:                    
    Trustco Financial Services income     2,044       1,609       1,816       1,612       1,627  
    Fees for services to customers     2,482       2,399       2,745       2,563       2,590  
    Net gains on equity securities     23       1,360       –       –       –  
    Other     382       283       282       299       357  
    Total noninterest income     4,931       5,651       4,843       4,474       4,574  
                         
    Noninterest expenses:                    
    Salaries and employee benefits     12,134       12,520       11,427       12,444       12,393  
    Net occupancy expense     4,271       4,375       4,611       4,209       4,358  
    Equipment expense     1,757       1,990       1,738       1,852       1,923  
    Professional services     1,863       1,570       1,460       1,561       1,717  
    Outsourced services     2,551       2,755       2,501       2,532       2,720  
    Advertising expense     339       466       408       384       586  
    FDIC and other insurance     1,112       797       1,094       1,085       1,078  
    Other real estate expense (income), net     204       16       74       (12 )     163  
    Other     1,969       1,970       1,590       4,776       2,522  
    Total noninterest expenses     26,200       26,459       24,903       28,831       27,460  
                         
    Income before taxes     16,902       16,480       15,918       12,900       19,235  
    Income taxes     4,027       3,929       3,792       3,052       4,555  
                         
    Net income   $ 12,875     $ 12,551     $ 12,126     $ 9,848     $ 14,680  
                         
    Net income per common share:                    
    – Basic   $ 0.68     $ 0.66     $ 0.64     $ 0.52     $ 0.77  
                         
    – Diluted     0.68       0.66       0.64       0.52       0.77  
                         
    Average basic shares (in thousands)     19,010       19,022       19,024       19,024       19,024  
    Average diluted shares (in thousands)     19,036       19,033       19,032       19,026       19,024  
                         
                         
                         
    CONSOLIDATED STATEMENTS OF INCOME, Continued
               
    (dollars in thousands, except per share data)
    (Unaudited)
        Nine Months Ended            
        09/30/24   09/30/23            
    Interest and dividend income:                        
    Interest and fees on loans $   152,576       138,255                  
    Interest and dividends on securities available for sale:                        
    U. S. government sponsored enterprises     2,533       2,055                  
    State and political subdivisions     1       1                  
    Mortgage-backed securities and collateralized mortgage                        
    obligations – residential     4,342       4,613                  
    Corporate bonds     1,199       1,510                  
    Small Business Administration – guaranteed                        
    participation securities     284       335                  
    Other securities     7       7                  
    Total interest and dividends on securities available for sale     8,366       8,521                  
                         
    Interest on held to maturity securities:                    
    Mortgage-backed securities-residential     195       226                  
    Total interest on held to maturity securities     195       226                  
                         
    Federal Home Loan Bank stock     452       351                  
                         
    Interest on federal funds sold and other short-term investments     19,818       20,213                  
    Total interest income     181,407       167,566                  
                         
    Interest expense:                    
    Interest on deposits:                    
    Interest-bearing checking     839       217                  
    Savings     2,157       1,824                  
    Money market deposit accounts     6,724       4,954                  
    Time deposits     58,046       26,525                  
    Interest on short-term borrowings     604       808                  
    Total interest expense     68,370       34,328                  
                         
    Net interest income     113,037       133,238                  
                         
    Less: Provision (Credit) for credit losses     1,600       (100 )                
    Net interest income after provision (credit) for credit losses     111,437       133,338                  
                         
    Noninterest income:                    
    Trustco Financial Services income     5,469       4,813                  
    Fees for services to customers     7,626       8,085                  
    Net gains on equity securities     1,383       –                  
    Other     947       943                  
    Total noninterest income     15,425       13,841                  
                         
    Noninterest expenses:                    
    Salaries and employee benefits     36,081       38,798                  
    Net occupancy expense     13,257       13,218                  
    Equipment expense     5,485       5,758                  
    Professional services     4,893       4,684                  
    Outsourced services     7,807       7,507                  
    Advertising expense     1,213       1,494                  
    FDIC and other insurance     3,003       3,215                  
    Other real estate expense, net     294       536                  
    Other     5,529       7,256                  
    Total noninterest expenses     77,562       82,466                  
                         
    Income before taxes     49,300       64,713                  
    Income taxes     11,748       15,915                  
                         
    Net income $   37,552       48,798                      
                             
    Net income per common share:                    
    – Basic $   1.97       2.57              
                         
    – Diluted     1.97       2.57              
                         
    Average basic shares (in thousands)     19,019       19,024              
    Average diluted shares (in thousands)     19,034       19,024              
                         
                         
                         
                         
    CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
     
    (dollars in thousands)
    (Unaudited)
        9/30/2024   6/30/2024   3/31/2024   12/31/2023   9/30/2023
    ASSETS:                    
                         
    Cash and due from banks   $ 49,659     $ 42,193     $ 44,868     $ 49,274     $ 45,940  
    Federal funds sold and other short term investments     473,306       493,920       564,815       528,730       461,321  
    Total cash and cash equivalents     522,965       536,113       609,683       578,004       507,261  
                       
    Securities available for sale:                  
    U. S. government sponsored enterprises     90,588       106,796       128,854       118,668       121,474  
    States and political subdivisions     26       26       26       26       34  
    Mortgage-backed securities and collateralized mortgage                  
    obligations – residential     222,841       218,311       227,078       237,677       233,719  
    Small Business Administration – guaranteed                    
    participation securities     15,171       15,592       16,260       17,186       17,316  
    Corporate bonds     54,327       53,764       53,341       78,052       76,935  
    Other securities     701       688       682       680       657  
    Total securities available for sale     383,654       395,177       426,241       452,289       450,135  
                         
    Held to maturity securities:                    
    Mortgage-backed securities and collateralized mortgage                    
    obligations-residential     5,636       5,921       6,206       6,458       6,724  
    Total held to maturity securities     5,636       5,921       6,206       6,458       6,724  
                         
    Federal Reserve Bank and Federal Home Loan Bank stock     6,507       6,507       6,203       6,203       6,203  
                       
    Loans:                  
    Commercial     280,261       282,441       279,092       273,515       268,642  
    Residential mortgage loans     4,382,674       4,370,640       4,354,369       4,365,063       4,343,006  
    Home equity line of credit     393,418       370,063       355,879       347,415       332,028  
    Installment loans     14,503       15,168       16,166       16,886       16,605  
    Loans, net of deferred net costs     5,070,856       5,038,312       5,005,506       5,002,879       4,960,281  
                       
    Less: Allowance for credit losses on loans     49,950       49,772       49,220       48,578       47,226  
    Net loans     5,020,906       4,988,540       4,956,286       4,954,301       4,913,055  
                         
    Bank premises and equipment, net     33,324       33,466       33,423       34,007       32,135  
    Operating lease right-of-use assets     37,958       38,376       39,647       40,542       41,475  
    Other assets     98,730       102,544       101,881       96,387       97,310  
                       
    Total assets   $ 6,109,680     $ 6,106,644     $ 6,179,570     $ 6,168,191     $ 6,054,298  
                       
    LIABILITIES:                  
    Deposits:                  
    Demand   $ 753,878     $ 745,227     $ 742,997     $ 754,532     $ 773,293  
    Interest-bearing checking     988,527       1,029,606       1,020,136       1,015,213       1,033,898  
    Savings accounts     1,092,038       1,144,427       1,155,517       1,179,241       1,235,658  
    Money market deposit accounts     477,113       517,445       532,611       565,767       610,012  
    Time deposits     1,952,635       1,840,262       1,903,908       1,836,024       1,581,504  
    Total deposits     5,264,191       5,276,967       5,355,169       5,350,777       5,234,365  
                       
    Short-term borrowings     91,450       89,720       94,374       88,990       103,110  
    Operating lease liabilities     41,469       42,026       43,438       44,471       45,418  
    Accrued expenses and other liabilities     43,549       42,763       37,399       38,668       47,479  
                       
    Total liabilities     5,440,659       5,451,476       5,530,380       5,522,906       5,430,372  
                       
    SHAREHOLDERS’ EQUITY:                  
    Capital stock     20,058       20,058       20,058       20,058       20,058  
    Surplus     257,644       257,490       257,335       257,181       257,078  
    Undivided profits     442,079       436,048       430,346       425,069       422,082  
    Accumulated other comprehensive loss, net of tax     (6,600 )     (14,268 )     (14,763 )     (13,237 )     (31,506 )
    Treasury stock at cost     (44,160 )     (44,160 )     (43,786 )     (43,786 )     (43,786 )
                       
    Total shareholders’ equity     669,021       655,168       649,190       645,285       623,926  
                         
    Total liabilities and shareholders’ equity   $ 6,109,680     $ 6,106,644     $ 6,179,570     $ 6,168,191     $ 6,054,298  
                         
    Outstanding shares (in thousands)     19,010       19,010       19,024       19,024       19,024  
                         
     
    NONPERFORMING ASSETS
                 
    (dollars in thousands)
    (Unaudited)
        9/30/2024 6/30/2024 3/31/2024 12/31/2023 9/30/2023
    Nonperforming Assets            
                 
    New York and other states*            
    Loans in nonaccrual status:            
    Commercial   $ 466   $ 741   $ 532   $ 536   $ 540  
    Real estate mortgage – 1 to 4 family     15,320     14,992     14,359     14,375     14,633  
    Installment     163     131     149     151     93  
    Total non-accrual loans     15,949     15,864     15,040     15,062     15,266  
    Other nonperforming real estate mortgages – 1 to 4 family     –     –     –     3     5  
    Total nonperforming loans     15,949     15,864     15,040     15,065     15,271  
    Other real estate owned     2,503     2,334     2,334     194     1,185  
    Total nonperforming assets   $ 18,452   $ 18,198   $ 17,374   $ 15,259   $ 16,456  
                 
    Florida            
    Loans in nonaccrual status:            
    Commercial   $ 314   $ 314   $ 314   $ 314   $ 314  
    Real estate mortgage – 1 to 4 family     3,176     2,985     2,921     2,272     2,228  
    Installment     5     22     –     15     65  
    Total non-accrual loans     3,495     3,321     3,235     2,601     2,607  
    Other nonperforming real estate mortgages – 1 to 4 family     –     –     –     –     –  
    Total nonperforming loans     3,495     3,321     3,235     2,601     2,607  
    Other real estate owned     –     –     –     –     –  
    Total nonperforming assets   $ 3,495   $ 3,321   $ 3,235   $ 2,601   $ 2,607  
                 
    Total            
    Loans in nonaccrual status:            
    Commercial   $ 780   $ 1,055   $ 846   $ 850   $ 854  
    Real estate mortgage – 1 to 4 family     18,496     17,977     17,280     16,647     16,861  
    Installment     168     153     149     166     158  
    Total non-accrual loans     19,444     19,185     18,275     17,663     17,873  
    Other nonperforming real estate mortgages – 1 to 4 family     –     –     –     3     5  
    Total nonperforming loans     19,444     19,185     18,275     17,666     17,878  
    Other real estate owned     2,503     2,334     2,334     194     1,185  
    Total nonperforming assets   $ 21,947   $ 21,519   $ 20,609   $ 17,860   $ 19,063  
                 
                 
    Quarterly Net (Recoveries) Chargeoffs            
                 
    New York and other states*            
    Commercial   $ 65   $ –   $ –   $ –   $ –  
    Real estate mortgage – 1 to 4 family     104     (74 )   (78 )   219     (26 )
    Installment     11     (2 )   36     23     14  
    Total net (recoveries) chargeoffs   $ 180   $ (76 ) $ (42 ) $ 242   $ (12 )
                 
    Florida            
    Commercial   $ –   $ –   $ –   $ –   $ –  
    Real estate mortgage – 1 to 4 family     –     17     –     –     –  
    Installment     42     7     –     6     –  
    Total net (recoveries) chargeoffs   $ 42   $ 24   $ –   $ 6   $ –  
                 
    Total            
    Commercial   $ 65   $ –   $ –   $ –   $ –  
    Real estate mortgage – 1 to 4 family     104     (57 )   (78 )   219     (26 )
    Installment     53     5     36     29     14  
    Total net (recoveries) chargeoffs   $ 222   $ (52 ) $ (42 ) $ 248   $ (12 )
                 
                 
    Asset Quality Ratios            
                 
    Total nonperforming loans (1)   $ 19,444   $ 19,185   $ 18,275   $ 17,666   $ 17,878  
    Total nonperforming assets (1)     21,947     21,519     20,609     17,860     19,063  
    Total net (recoveries) chargeoffs (2)     222     (52 )   (42 )   248     (12 )
                 
    Allowance for credit losses on loans (1)     49,950     49,772     49,220     48,578     47,226  
                 
    Nonperforming loans to total loans     0.38 %   0.38 %   0.37 %   0.35 %   0.36 %
    Nonperforming assets to total assets     0.36 %   0.35 %   0.33 %   0.29 %   0.31 %
    Allowance for credit losses on loans to total loans     0.99 %   0.99 %   0.98 %   0.97 %   0.95 %
    Coverage ratio (1)     256.9 %   259.4 %   269.3 %   275.0 %   264.2 %
    Annualized net (recoveries) chargeoffs to average loans (2)     0.02 %   0.00 %   0.00 %   0.02 %   0.00 %
    Allowance for credit losses on loans to annualized net chargeoffs (2)   56.3x N/A N/A 49.0x N/A
     
    * Includes New York, New Jersey, Vermont and Massachusetts.
    (1) At period-end
    (2) For the three-month period ended
                 
     
    DISTRIBUTION OF ASSETS, LIABILITIES AND SHAREHOLDERS’ EQUITY –
    INTEREST RATES AND INTEREST DIFFERENTIAL
     
    (dollars in thousands)                        
    (Unaudited)   Three months ended     Three months ended  
        September 30, 2024     September 30, 2023  
        Average   Interest Average     Average   Interest Average  
        Balance     Rate     Balance     Rate  
    Assets                        
                             
    Securities available for sale:                        
    U. S. government sponsored enterprises   $ 95,073     $ 718 3.02 %   $ 119,406     $ 672 2.25 %
    Mortgage backed securities and collateralized mortgage                        
    obligations – residential     241,792       1,397 2.29       269,535       1,485 2.19  
    State and political subdivisions     26       – 6.75       34       – 6.74  
    Corporate bonds     55,041       361 2.63       80,331       473 2.36  
    Small Business Administration – guaranteed                        
    participation securities     16,663       90 2.15       19,801       107 2.15  
    Other     701       2 1.14       686       2 1.17  
                             
    Total securities available for sale     409,296       2,568 2.51       489,793       2,739 2.24  
                             
    Federal funds sold and other short-term Investments     465,922       6,174 5.27       494,597       6,688 5.37  
                             
    Held to maturity securities:                        
    Mortgage backed securities and collateralized mortgage                        
    obligations – residential     5,779       62 4.29       6,877       73 4.22  
                             
    Total held to maturity securities     5,779       62 4.29       6,877       73 4.22  
                             
    Federal Home Loan Bank stock     6,507       153 9.41       6,203       131 8.45  
                             
    Commercial loans     279,199       3,807 5.45       261,061       3,398 5.21  
    Residential mortgage loans     4,375,641       41,811 3.82       4,325,219       39,321 3.64  
    Home equity lines of credit     380,422       6,245 6.53       320,446       4,946 6.12  
    Installment loans     14,443       249 6.87       15,959       256 6.37  
                             
    Loans, net of unearned income     5,049,705       52,112 4.12       4,922,685       47,921 3.89  
                             
    Total interest earning assets     5,937,209     $ 61,069 4.11       5,920,155     $ 57,552 3.88  
                             
    Allowance for credit losses on loans     (49,973 )             (47,077 )        
    Cash & non-interest earning assets     187,166               172,523          
                             
                             
    Total assets   $ 6,074,402             $ 6,045,601          
                             
                             
    Liabilities and shareholders’ equity                        
                             
    Deposits:                        
    Interest bearing checking accounts   $ 1,000,333     $ 311 0.12 %   $ 1,050,313     $ 102 0.04 %
    Money market accounts     499,408       2,154 1.72       625,031       2,384 1.51  
    Savings     1,122,673       770 0.27       1,282,641       639 0.20  
    Time deposits     1,880,021       18,969 4.01       1,494,402       11,962 3.18  
                             
    Total interest bearing deposits     4,502,435       22,204 1.96       4,452,387       15,087 1.34  
    Short-term borrowings     87,677       194 0.88       110,018       244 0.88  
                             
    Total interest bearing liabilities     4,590,112     $ 22,398 1.94       4,562,405     $ 15,331 1.33  
                             
    Demand deposits     742,164               776,885          
    Other liabilities     80,502               81,411          
    Shareholders’ equity     661,624               624,900          
                             
    Total liabilities and shareholders’ equity   $ 6,074,402             $ 6,045,601          
                             
    Net interest income, GAAP and non-GAAP tax equivalent (1)       $ 38,671           $ 42,221    
                             
    Net interest spread, GAAP and non-GAAP tax equivalent (1)         2.17 %         2.55 %
                             
                             
    Net interest margin (net interest income to                        
    total interest earning assets), GAAP and non-GAAP tax equivalent (1)       2.61 %         2.85 %
                             
    Tax equivalent adjustment (1)         –             –    
                             
                             
    Net interest income       $ 38,671           $ 42,221    
                             
    (1) Tax equivalent adjustment to a measure results in a non-GAAP financial measure. See Non-GAAP Financial Measures Reconciliation.
                             
                             
                             
    DISTRIBUTION OF ASSETS, LIABILITIES AND SHAREHOLDERS’ EQUITY –
    INTEREST RATES AND INTEREST DIFFERENTIAL, Continued
                             
    (dollars in thousands)                        
    (Unaudited)   Nine Months Ended     Nine Months Ended  
        September 30, 2024     September 30, 2023  
        Average   Interest Average     Average   Interest Average  
        Balance     Rate     Balance     Rate  
    Assets                        
                             
    Securities available for sale:                        
    U. S. government sponsored enterprises $   111,570       2,533 3.03 % $   120,243       2,055 2.28 %
    Mortgage backed securities and collateralized mortgage                        
    obligations – residential     250,343       4,342 2.31       278,252       4,613 2.21  
    State and political subdivisions     26       1 6.80       34       1 6.74  
    Corporate bonds     61,221       1,199 2.61       83,732       1,510 2.41  
    Small Business Administration – guaranteed                        
    participation securities     17,438       284 2.17       20,876       335 2.14  
    Other     697       7 1.34       686       7 1.02  
                             
    Total securities available for sale     441,295       8,366 2.53       503,823       8,521 1.69  
                             
    Federal funds sold and other short-term Investments     489,934       19,818 5.40       540,570       20,213 5.00  
                             
    Held to maturity securities:                        
    Mortgage backed securities and collateralized mortgage                        
    obligations – residential     6,053       195 4.29       7,205       226 4.18  
                             
    Total held to maturity securities     6,053       195 4.29       7,205       226 4.18  
                             
    Federal Home Loan Bank stock     6,350       452 9.49       5,957       351 5.89  
                             
    Commercial loans     278,981       11,232 5.37       249,738       9,716 5.19  
    Residential mortgage loans     4,364,821       123,046 3.76       4,269,494       114,227 3.57  
    Home equity lines of credit     365,932       17,522 6.40       305,075       13,598 5.96  
    Installment loans     15,319       776 6.76       15,015       714 6.35  
                             
    Loans, net of unearned income     5,025,053       152,576 4.05       4,839,322       138,255 3.81  
                             
    Total interest earning assets     5,968,685       181,407 4.05       5,896,877       167,566 3.79  
                             
    Allowance for credit losses on loans     (49,419 )             (46,812 )        
    Cash & non-interest earning assets     187,963               173,521          
                             
                             
    Total assets $   6,107,229           $   6,023,586          
                             
                             
    Liabilities and shareholders’ equity                        
                             
    Deposits:                        
    Interest bearing checking accounts $   999,839       839 0.11 % $   1,088,859       217 0.03 %
    Money market accounts     522,636       6,724 1.72       613,119       4,954 1.08  
    Savings     1,142,313       2,157 0.25       1,363,052       1,824 0.18  
    Time deposits     1,881,027       58,046 4.12       1,343,762       26,525 2.64  
                             
    Total interest bearing deposits     4,545,815       67,766 1.99       4,408,792       33,520 1.02  
    Short-term borrowings     91,551       604 0.88       121,911       808 0.89  
                             
    Total interest bearing liabilities     4,637,366       68,370 1.97       4,530,703       34,328 1.01  
                             
    Demand deposits     734,604               793,890          
    Other liabilities     82,233               81,771          
    Shareholders’ equity     653,026               617,224          
                             
    Total liabilities and shareholders’ equity $   6,107,229           $   6,023,588          
                             
    Net interest income, GAAP and non-GAAP tax equivalent (1)         113,037             133,238    
                             
    Net interest spread, GAAP and non-GAAP tax equivalent (1)         2.08 %         2.78 %
                             
                             
    Net interest margin (net interest income to                        
    total interest earning assets), GAAP and non-GAAP tax equivalent (1)       2.52 %         3.01 %
                             
    Tax equivalent adjustment (1)         –             –    
                             
                             
    Net interest income         113,037             133,238    
                             
    (1) Tax equivalent adjustment to a measure results in a non-GAAP financial measure. See Non-GAAP Financial Measures Reconciliation.
                             

    Non-GAAP Financial Measures Reconciliation

    Tangible book value per share is a non-GAAP financial measure derived from GAAP-based amounts. We calculate tangible book value by excluding the balance of intangible assets from total shareholders’ equity divided by shares outstanding. We believe that this is consistent with the treatment by bank regulatory agencies, which exclude intangible assets from the calculation of risk-based capital ratios. Additionally, we believe that this measure is important to many investors in the marketplace who are interested in relative changes from period to period in equity exclusive of changes in intangible assets.

    Tangible equity as a percentage of tangible assets at period end is a non-GAAP financial measure derived from GAAP-based amounts. We calculate tangible equity and tangible assets by excluding the balance of intangible assets from total shareholders’ equity and total assets, respectively. We calculate tangible equity as a percentage of tangible assets at period end by dividing tangible equity by tangible assets at period end. We believe that this is consistent with the treatment by bank regulatory agencies, which exclude intangible assets from the calculation of risk-based capital ratios. Additionally, we believe that this measure is important to many investors in the marketplace who are interested in relative changes from period to period in equity and total assets, each exclusive of changes in intangible assets.

    Net interest income is commonly presented on a taxable equivalent basis. That is, to the extent that some component of the institution’s net interest income will be exempt from taxation (e.g., was received by the institution as a result of its holdings of state or municipal obligations), an amount equal to the tax benefit derived from that component is added back to the net interest income total. Management considers this adjustment helpful to investors in comparing one financial institution’s net interest income (pre- tax) to that of another institution, as each will have a different proportion of tax-exempt items in their portfolios. Moreover, net interest income is itself a component of another financial measure commonly used by financial institutions, net interest margin, which is the ratio of net interest income to average interest earning assets. Additionally, management and many financial institutions also present net interest spread, which is the average yield on interest earning assets minus the average rate paid on interest bearing liabilities. For purposes of these measures as well, taxable equivalent net interest income is generally used by financial institutions, again to provide investors with a better basis of comparison from institution to institution. We calculate taxable equivalent net interest margin by dividing net interest income, adjusted to include the benefit of non-taxable interest income, by average interest earning assets. We calculate taxable equivalent net interest spread as the difference between average yield on interest earning assets, adjusted to include the benefit of non-taxable interest income, and the average rate paid on interest bearing liabilities.

    The efficiency ratio is a non-GAAP measure of expense control relative to revenue from net interest income and non-interest fee income. We calculate the efficiency ratio by dividing total noninterest expenses as determined under GAAP, excluding other real estate expense, net, by net interest income (fully taxable equivalent) and total noninterest income as determined under GAAP, excluding net gains on equity securities. We believe that this provides a reasonable measure of primary banking expenses relative to primary banking revenue. Additionally, we believe this measure is important to investors looking for a measure of efficiency in our productivity measured by the amount of revenue generated for each dollar spent.

    We believe that these non-GAAP financial measures provide information that is important to investors and that is useful in understanding our financial results. Our management internally assesses our performance based, in part, on these measures. However, these non-GAAP financial measures are supplemental and not a substitute for an analysis based on GAAP measures. As other companies may use different calculations for these measures, this presentation may not be comparable to other similarly titled measures reported by other companies. A reconciliation of the non-GAAP measures of tangible equity as a percentage of tangible assets, and efficiency ratio to the most directly comparable GAAP measures is set forth below. We have not presented a reconciliation of taxable equivalent net interest income, taxable equivalent net interest margin or taxable equivalent net interest spread to the most directly comparable GAAP measure, as there was no difference between the taxable equivalent measure and comparable GAAP measure for any period presented in this release.

     
    NON-GAAP FINANCIAL MEASURES RECONCILIATION
                   
    (dollars in thousands)              
    (Unaudited)              
        9/30/2024 6/30/2024 9/30/2023      
    Tangible Book Value Per Share              
                   
    Equity (GAAP)   $ 669,021   $ 655,168   $ 623,926        
    Less: Intangible assets     553     553     553        
    Tangible equity (Non-GAAP)   $ 668,468   $ 654,615   $ 623,373        
                   
    Shares outstanding     19,010     19,010     19,024        
    Tangible book value per share     35.16     34.44     32.77        
    Book value per share     35.19     34.46     32.80        
                   
    Tangible Equity to Tangible Assets              
    Total Assets (GAAP)   $ 6,109,680   $ 6,106,644   $ 6,054,298        
    Less: Intangible assets     553     553     553        
    Tangible assets (Non-GAAP)   $ 6,109,127   $ 6,106,091   $ 6,053,745        
                   
    Tangible Equity to Tangible Assets (Non-GAAP)     10.94 %   10.72 %   10.30 %      
    Equity to Assets (GAAP)     10.95 %   10.73 %   10.31 %      
                   
        Three months ended   Nine Months Ended
    Efficiency Ratio   9/30/2024 6/30/2024 9/30/2023   9/30/2024 9/30/2023
                   
    Net interest income (GAAP)   $ 38,671   $ 37,788   $ 42,221     $ 113,037   $ 133,238  
    Taxable equivalent adjustment     –     –     –       –     –  
    Net interest income (fully taxable equivalent) (Non-GAAP)     38,671     37,788     42,221       113,037     133,238  
    Non-interest income (GAAP)     4,931     5,651     4,574       15,425     13,841  
    Less: Net gains on equity securities     23     1,360     –       1,383     –  
    Revenue used for efficiency ratio (Non-GAAP)   $ 43,579   $ 42,079   $ 46,795     $ 127,079   $ 147,079  
                   
    Total noninterest expense (GAAP)   $ 26,200   $ 26,459   $ 27,460     $ 77,562   $ 82,466  
    Less: Other real estate expense, net     204     16     163       294     536  
    Expense used for efficiency ratio (Non-GAAP)   $ 25,996   $ 26,443   $ 27,297     $ 77,268   $ 81,930  
                   
    Efficiency Ratio     59.65 %   62.84 %   58.33 %     60.80 %   55.70 %
                   
       
    Subsidiary: Trustco Bank
       
    Contact: Robert Leonard
    Executive Vice President
    (518) 381-3693

    The MIL Network –

  • MIL-OSI: Form 8.3 – [KEYWORDS STUDIOS PLC – 22 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 KEYWORDS STUDIOS PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 22 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 1p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 1,339,669 1.5930    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 1,339,669 1.5930    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    1p ORDINARY SALE 1,500 2446.04p
    1p ORDINARY PURCHASE 700 2447.958p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 23 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 22 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 22 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 10,077,533 1.2721    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 10,077,533 1.2721    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY PURCHASE 85 93.155p
    0.375p ORDINARY PURCHASE 19,000 93.7068p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 23 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [KEYWORDS STUDIOS PLC – 18 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 KEYWORDS STUDIOS PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 18 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 1p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 1,345,039 1.6701    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 1,345,039 1.6701    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    1p ORDINARY SALE 1,000 2438.04p
    1p ORDINARY SALE 300 2440.1743p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 21 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 18 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 18 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 10,058,448 1.2697    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 10,058,448 1.2697    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY SALE 12,500 92.908p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 21 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [ECKOH PLC – 18 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 ECKOH PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 18 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 10p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 20,624,891 7.0982    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 20,624,891 7.0982    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    10p ORDINARY SALE 17,450 43.0755p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 21 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [ECKOH PLC – 21 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 ECKOH PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 21 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 10p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 20,473,326 7.0460    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 20,473,326 7.0460    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    10p ORDINARY SALE 151,565 42.415p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 22 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [KEYWORDS STUDIOS PLC – 21 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 KEYWORDS STUDIOS PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 21 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 1p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 1,340,469 1.6645    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 1,340,469 1.6645    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    1p ORDINARY SALE 545 2445p
    1p ORDINARY SALE 4,025 2445.0002p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 22 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI Security: Raytheon Company to Pay Over $950 Million in Connection with Foreign Bribery, Export Control and Defective Pricing Schemes

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (c)

    Raytheon to Pay Approximately $300 Million to Resolve the FCPA and ITAR Investigations in the Eastern District of New York

    BROOKLYN, NY – Raytheon Company (Raytheon), a subsidiary of Arlington, Virginia-based defense contractor RTX (formerly known as Raytheon Technologies Corporation), entered into a three-year deferred prosecution agreement (DPA) with the Department of Justice in connection with a criminal information unsealed today in the Eastern District of New York charging Raytheon with two counts: conspiracy to violate the anti-bribery provision of the Foreign Corrupt Practices Act (FCPA) for engaging in a scheme to bribe a government official in Qatar and conspiracy to violate the Arms Export Control Act (AECA) by willfully failing to disclose the bribes in export licensing applications with the Department of State. 

    Separately, Raytheon will enter into a three-year deferred prosecution agreement (DPA) in connection with a criminal information filed today in the District of Massachusetts charging Raytheon with two counts of major fraud against the United States. As part of that resolution, Raytheon admitted to engaging in two separate schemes to defraud the Department of Defense (DOD) in connection with the provision of defense articles and services, including PATRIOT missile systems and a radar system.

    Both agreements require that Raytheon retain an independent compliance monitor for three years, enhance its internal compliance program, report evidence of additional misconduct to the Justice Department, and cooperate in any ongoing or future criminal investigations. 

    Raytheon also reached a separate False Claims Act settlement with the department relating to the defective pricing schemes. The Justice Department’s FCPA and ITAR resolution is coordinated with the Securities and Exchange Commission (SEC).

    In addition, the Justice Department’s resolutions ensure that the appropriate federal agencies can proceed with determining whether Raytheon or any other individuals or entities associated with the company should be suspended or debarred as federal contractors. Pursuant to the Federal Acquisition Regulations (FAR), when more than one agency has an interest in an entity’s potential suspension or debarment, the FAR requires that the Interagency Suspension and Debarment Committee (ISDC) identify the lead agency for conducting government-wide suspension or debarment proceedings. In connection with this resolution, the Justice Department has referred Raytheon’s factual admissions to the appropriate officials within the Department of Defense to initiate the process with the ISDC to identify which federal agency will take the lead in such administrative proceedings, which occur independently of the Justice Department’s criminal and civil resolutions.

    Breon Peace, United States Attorney for the Eastern District of New York; Kevin Driscoll, Deputy Assistant Attorney General Kevin Driscoll of the Justice Department’s Criminal Division; Matthew G. Olsen, Assistant Attorney General for the Justice Department’s National Security Division; Chad Yarbrough, Assistant Director, Criminal Investigative Division, Federal Bureau of Investigation (FBI) and William S. Walker, Special Agent in Charge, U.S. Department of Homeland Security, Homeland Security Investigations (HSI), New York,  announced the resolution.

    “Over the course of several years, Raytheon employees bribed a high-level Qatari military official to obtain lucrative defense contracts and concealed the bribe payments by falsifying documents to the government, in violation of laws including those designed to protect our national security,” stated United States Attorney Peace.  “We will continue to pursue justice against corruption, and as this agreement establishes, enforce meaningful consequences, reforms and monitorship to ensure this misconduct is not repeated.”

    Mr. Peace expressed his appreciation to the Securities and Exchange Commission (SEC) and the U.S. Department of State for their work on the case.

    “Raytheon engaged in criminal schemes to defraud the U.S. government in connection with contracts for critical military systems and to win business through bribery in Qatar,” stated Deputy Assistant Attorney General Driscoll. “Such corrupt and fraudulent conduct, especially by a publicly traded U.S. defense contractor, erodes public trust and harms the Department of Defense, businesses that play by the rules, and American taxpayers. Today’s resolutions, with criminal and civil penalties totaling nearly $1 billion, reflect the Criminal Division’s ability to tackle the most significant and complex white-collar cases across multiple subject matters.”

    “International corruption in military and defense sales is a violation of our national security laws as well as an anti-bribery offense,” stated Assistant Attorney General Olsen.  “Raytheon willfully failed to disclose bribes made in connection with contracts that required export licenses. Today’s resolution should serve as a stark warning to companies that violate the law when selling sensitive military technology overseas.”

    “The Raytheon Company set out to intentionally defraud the U.S. government,” stated FBI Assistant Director Yarbrough.  “This agreement highlights the importance of integrity when it comes to government contracting. The FBI, with its law enforcement partners, will continue to investigate these types of crimes that waste taxpayer dollars and prosecute all those who are intent on cooking up these major fraud schemes.”

    “Raytheon Corporation engaged in a systematic and deliberate conspiracy that knowingly and willfully violated U.S. fraud and export laws,” stated HSI New York Special Agent in Charge Walker.  “Raytheon’s bribery of government officials, specifically those involved in the procurement of U.S. military technology, posed a national security threat to both the U.S. and its allies. As this investigation reflects, national security continues to be a top priority for HSI New York. The global threats facing the U.S. have never been greater, and HSI New York is committed to working with our federal and international partners to assure sensitive U.S. technologies are not unlawfully and fraudulently acquired.”

    The FCPA Case

    According to admissions and court documents filed in the Eastern District of New York, between approximately 2012 and 2016, Raytheon, through certain of its employees and agents, engaged in a scheme to bribe a high-level official at the Qatar Emiri Air Force (QEAF), a branch of Qatar’s Armed Forces (QAF) that was primarily responsible for the conduct of air warfare, to assist Raytheon in obtaining and retaining business from the QEAF and QAF.  Raytheon entered into and made payments on sham contracts for air defense operations-related studies to corruptly obtain the Qatari official’s assistance in securing certain air defense contracts.  Raytheon also entered into a teaming agreement with a Qatari entity to corruptly obtain the Qatari official’s assistance in directly awarding a contract to Raytheon, without a competitive bid, to build a joint operations center that would interface with Qatar’s several military branches. 

    Under the terms of the DPA, Raytheon will pay a criminal monetary penalty of over $252.3 million, criminal forfeiture of over $36.6 million and retain an independent compliance monitor for three years.  In addition, as part of the resolution of the SEC’s parallel investigation, Raytheon will pay approximately $49.1 million in disgorgement and prejudgment interest and a civil penalty of $75 million, $22.5 million of which will be credited against the criminal monetary penalty.  The Department has agreed to credit approximately $7.4 million of the disgorgement Raytheon pays to the SEC against the criminal forfeiture.

    As part of the DPA, Raytheon and RTX have agreed to continue to cooperate with the U.S. Attorney’s Office for the Eastern District of New York, the Criminal Division’s Fraud Section and the National Security Division’s Counterintelligence and Export Control Section in any ongoing or future criminal investigations relating to this and other conduct.  In addition, Raytheon and RTX have agreed to continue to enhance Raytheon’s compliance program.

    The Department reached this resolution with Raytheon based on a number of factors, including, among others, the nature and seriousness of the offense.  Raytheon received credit for its cooperation with the Department’s investigation, which included:

    • Providing information obtained through its internal investigation, which allowed the government to preserve and obtain evidence as part of its own independent investigation;
    • Facilitating interviews with current and former employees;
    • Making detailed factual presentations to the government;
    • Proactively disclosing certain evidence of which the government was previously unaware and identifying key documents in materials it produced; and
    • Engaging experts to conduct financial analyses. 

    Raytheon also engaged in timely remedial measures, including:

    • Recalibrating third party review and approval processes to lower company risk tolerance;
    • Implementing enhanced controls over sales intermediary payments;
    • Hiring empowered subject matter experts to oversee its anti-corruption compliance program and third party management;
    • Implementing data analytics to improve third party monitoring; and
    • Developing a multipronged communications strategy to enhance ethics and compliance training and communications.

    However, in determining the appropriate cooperation credit, the government also took into account the fact that, in the initial phases of the investigation, prior to in or around 2022, Raytheon was at times slow to respond to the government’s requests and failed to provide relevant information in its possession; for example, Raytheon withheld relevant, material information from the government and gave incomplete and misleading presentations regarding the nature and scope of a relevant third-party intermediary relationship.

    In light of these considerations, as well as Raytheon’s prior history, which includes three prior civil or regulatory enforcement actions: (i) a 2013 consent agreement with the U.S. State Department concerning civil ITAR and Arms Export Control Act violations, in connection with which Raytheon agreed to hire an independent special compliance officer to oversee the four-year consent decree while at the same time engaging in the conduct described in the DPA; (ii) a civil settlement with the Environmental Protection Agency in 2007 concerning payments to clean up contamination sites; and (iii) a resolution with the SEC in 2006 concerning false and misleading disclosures and improper accounting practices, the criminal penalty calculated under the U.S. Sentencing Guidelines reflects a 20% reduction off the twentieth percentile above the low end of the otherwise applicable Guidelines fine range.

    The ITAR Case

    According to admissions and court documents filed in the Eastern District of New York, between approximately 2012 and 2016, Raytheon, through certain of its employees and agents, engaged in a scheme to willfully violate the AECA and ITAR Part 130 by failing to disclose to the United States Department of State, Directorate of Defense Trade Controls, fees and commissions paid in connection with two Qatar-related contracts – specifically, the bribes Raytheon paid to the high-level QEAF official through sham subcontracts.

    The Department reached this resolution with Raytheon based on a number of factors, including, among others, the nature and seriousness of the offense.  Raytheon received credit for its cooperation with the Department’s investigation, which included:

    • Gathering evidence of interest to the government and proactively identifying key documents related to willful ITAR-related misconduct;
    • Making factual presentations concerning the ITAR-related misconduct; and
    • Facilitating witness interviews and expediting the government’s ability to meet with witnesses. 

    Raytheon also received credit for remediation, which included, in addition to the remediation described above in connection with the FCPA case:

    • Hiring additional empowered subject matter experts in legal and compliance;
    • Developing a multipronged communications strategy to enhance ethics and compliance training and communications; and
    • Making enhancements to its ITAR-related compliance program.

    Raytheon did not receive full credit for its cooperation because in the initial phase of the investigation, it failed to provide information relevant to the ITAR violations beyond what was requested in the FCPA investigation.

    In light of these considerations, the ITAR-related financial penalty of $21,904,850 includes a cooperation and remediation credit of 20 percent off the otherwise applicable penalty.

    The Defective Pricing Case

    According to admissions and court documents filed in the District of Massachusetts, from 2012 through 2013 and again from 2017 through 2018, Raytheon employees provided false and fraudulent information to the DOD during contract negotiations concerning two contracts with the United States for the benefit of a foreign partner — one to purchase PATRIOT missile systems and the other to operate and maintain a radar system. In both instances, Raytheon employees provided false and fraudulent information to DOD in order to mislead DOD into awarding the two contracts at inflated prices. These schemes to defraud caused the DOD to pay Raytheon over $111 million more than Raytheon should have been paid on the contracts.

    Under the terms of the DPA, Raytheon will pay a criminal monetary penalty of $146,787,972, pay $111,203,009in victim compensation, and retain an independent compliance monitor for three years. The Justice Department has agreed to credit the victim compensation amount against restitution Raytheon pays to the Civil Division in its related, parallel False Claims Act proceeding.

    Pursuant to the DPA, in addition to the independent compliance monitor, Raytheon and RTX have agreed to continue to implement a compliance and ethics program at Raytheon designed to prevent and detect fraudulent conduct throughout its operations. Raytheon and RTX have also agreed to continue to cooperate with the Criminal Division’s Fraud Section and the U.S. Attorney’s Office for the District of Massachusetts in any ongoing or future criminal investigations.

    The Justice Department reached this resolution with Raytheon based on a number of factors, including, among others, the nature and seriousness of the offense conduct, which involved two separate schemes to defraud the U.S. government. Raytheon received credit for its affirmative acceptance of responsibility and cooperation with the department’s investigation, which included (i) facilitating interviews with current and former employees; (ii) providing information obtained through its internal investigation, which allowed the department to preserve and obtain evidence as part of its own independent investigation; (iii) making detailed presentations to the department; (iv) proactively identifying key documents in the voluminous materials collected and produced; (v) engaging experts to conduct financial analyses; and (vi) demonstrating its willingness to disclose all relevant facts by analyzing whether the crime-fraud exception applied to certain potentially privileged documents and releasing the documents that it deemed fell within the exception. However, in the initial phases of the investigation prior to March 2022, Raytheon’s cooperation was limited by unreasonably slow document productions.

    Raytheon also engaged in timely remedial measures, including (i) terminating certain employees who were responsible for the misconduct; (ii) establishing a broad defective pricing awareness campaign; (iii) developing and implementing policies, procedures, and controls relating to defective pricing compliance; and (iv) engaging additional resources with appropriate expertise to evaluate and test the new policies, procedures, and controls relating to defective pricing compliance.

    In light of these considerations, as well as Raytheon’s prior history, the criminal penalty calculated under the U.S. Sentencing Guidelines reflects a 25% reduction off the tenth percentile above the low end of the otherwise applicable guidelines fine range.

    The False Claims Act Settlement

    Raytheon also entered into a civil False Claims Act settlement to resolve allegations that it provided untruthful certified cost or pricing data when negotiating prices with the DOD for numerous government contracts and double billed on a weapons maintenance contract.

    Under the False Claims Act settlement, which is the second largest government procurement fraud recovery under the Act, Raytheon will pay $428 million for knowingly failing to provide truthful certified cost and pricing data during negotiations on numerous government contracts between 2009 and 2020, in violation of the Truth in Negotiations Act (TINA). Congress enacted TINA in 1962 to help level the playing field in sole source contracts — where there is no price competition — by making sure that government negotiators have access to the cost or pricing data that the offeror used when developing its proposal. As part of the settlement, Raytheon admitted that it failed to disclose cost or pricing data, as required by TINA, regarding its labor and material costs to supply weapon systems to DOD. 
     
    Raytheon also admitted that by misrepresenting its costs during contract negotiations it overcharged the United States on these contracts and received profits in excess of the negotiated profit rates. Further, Raytheon admitted that it failed to disclose truthful cost or pricing data on a contract to staff a radar station. Raytheon also admitted that it billed the same costs twice on a DOD contract.

    As part of the civil resolution, Raytheon received credit under the Justice Department’s guidelines for taking disclosure, cooperation, and remediation into account in False Claims Act cases for cooperation provided by RTX. That cooperation included conducting and disclosing the results of an internal investigation, disclosing relevant facts and material not known to the government but relevant to its investigation, providing the department with inculpatory evidence, conducting a damages analysis, identifying and separating individuals responsible for or involved in the misconduct, admitting liability and accepting responsibility for the misconduct, and improving its compliance programs.

    The civil settlement includes the resolution of a lawsuit filed under the qui tam or whistleblower provision of the False Claims Act, which permits private parties to file suit on behalf of the United States for false claims and share in a portion of the government’s recovery. The qui tam lawsuit was filed by Karen Atesoglu, a former Raytheon employee, and is captioned United States ex rel. Atesoglu v. Raytheon Technologies Corporation, 21-CV-10690-PBS (D. Mass.). Ms. Atesoglu will receive $4.2 million as her share of the settlement.

    * * * * *

    In July 2022, Mr. Peace was selected as the Chairperson of the White Collar Fraud subcommittee for the Attorney General’s Advisory Committee (AGAC).  As the leader of the subcommittee, Mr. Peace plays a key role in making recommendations to the AGAC to facilitate the prevention, investigation and prosecution of various financially motivated, non-violent crimes including the FCPA.

    The FCPA and ITAR investigation was conducted by HSI and the FBI’s International Corruption Unit.  The government’s case is being handled by the Office’s Business and Securities Fraud Section, the Criminal Division’s Fraud Section and the National Security Division’s Counterintelligence and Export Control Section.  Assistant United States Attorneys David Pitluck, Hiral Mehta and Jessica Weigel are prosecuting the case with Acting Assistant Chief Katherine Raut and Trial Attorney Elina A. Rubin-Smith of the Fraud Section, and Trial Attorneys Christine Bonomo and Leslie Esbrook of the Counterintelligence and Export Control Section, with assistance from Eastern District of New York Paralegal Specialist Liam McNett.

    The Defendant:

    THE RAYTHEON COMPANY 
    Waltham, Massachusetts

    E.D.N.Y. Docket No.: 24-CR-399 (RER)

    MIL Security OSI –

  • MIL-OSI: Form 8.3 – [ECKOH PLC – 17 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 ECKOH PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 17 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 10p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 20,642,341 7.1042    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 20,642,341 7.1042    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    10p ORDINARY SALE 8,585 43.0755p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 18 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [KEYWORDS STUDIOS PLC – 17 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 KEYWORDS STUDIOS PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 17 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 1p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 1,346,339 1.6717    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 1,346,339 1.6717    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    1p ORDINARY SALE 345 2438.04p
    1p ORDINARY SALE 275 2438.242p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 18 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 17 10 2024] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 17 OCTOBER 2024
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 10,070,948 1.2713    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 10,070,948 1.2713    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY PURCHASE 1,190 92.955p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option    		 Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 18 OCTOBER 2024
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at http://www.thetakeoverpanel.org.uk.

    The MIL Network –