UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
(Amendment No. )*
Akero Therapeutics, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
00973Y108
(CUSIP Number)
June 21, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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☐
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Rule 13d-1(b)
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☒
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Rule 13d-1(c)
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Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section
of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP NO.
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00973Y108
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13G
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1
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NAMES OF REPORTING PERSONS
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Blue Horizon Enterprise Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)
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☒
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(b)
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☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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British Virgin Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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-0-
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6
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SHARED VOTING POWER
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2,346,298
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7
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SOLE DISPOSITIVE POWER
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-0-
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8
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SHARED DISPOSITIVE POWER
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2,346,298
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,346,298
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12
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TYPE OF REPORTING PERSON*
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CO
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| 1 |
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CUSIP NO.
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00973Y108
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13G
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1
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NAMES OF REPORTING PERSONS
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Ezbon International Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)
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☒
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(b)
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☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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British Virgin Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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-0-
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6
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SHARED VOTING POWER
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2,561,531
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7
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SOLE DISPOSITIVE POWER
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-0-
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8
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SHARED DISPOSITIVE POWER
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2,561,531
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,561,531
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.4%1
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12
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TYPE OF REPORTING PERSON*
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CO
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CUSIP NO.
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00973Y108
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13G
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1
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NAMES OF REPORTING PERSONS
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Montrago Trustees Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)
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☒
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(b)
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☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Republic of Cyprus
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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-0-
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6
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SHARED VOTING POWER
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4,907,829
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7
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SOLE DISPOSITIVE POWER
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-0-
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8
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SHARED DISPOSITIVE POWER
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4,907,829
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,907,829
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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14.1%1
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12
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TYPE OF REPORTING PERSON*
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OO
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CUSIP NO.
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00973Y108
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13G
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1
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NAMES OF REPORTING PERSONS
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Skorpios Trust
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)
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☒
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(b)
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☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Republic of Cyprus
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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-0-
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|||
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6
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SHARED VOTING POWER
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4,907,829
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7
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SOLE DISPOSITIVE POWER
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-0-
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|||
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8
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SHARED DISPOSITIVE POWER
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4,907,829
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||||
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,907,829
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|||
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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☐
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|||
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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14.1%1
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12
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TYPE OF REPORTING PERSON*
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OO
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Item 1 (a)
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Name of Issuer:
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The name of the issuer is Akero Therapeutics, Inc. (the “Issuer”).
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(b)
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Address of Issuer's Principal Executive Offices:
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Issuer’s principal executive office is located at 601 Gateway Boulevard, Suite 350, South San Francisco, CA 94080.
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Item 2(a)
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Name of Person Filing:
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This Schedule 13G is being jointly filed by each of Blue Horizon Enterprise Ltd. (“Blue
Horizon”), Ezbon International Limited (“Ezbon”), Skorpios Trust and Montrago Trustees Limited (“Montrago Trustees”, and collectively, the “Reporting Persons”). Blue Horizon and Ezbon are the direct
holders of the Shares covered by this Schedule 13D. Skorpios Trust is the sole owner of each of Blue Horizon and Ezbon and as a result may be deemed to be the beneficial owner of the securities held by each of Blue Horizon and Ezbon.
Montrago Trustees is the corporate trustee of Skorpios Trust and as a result may be deemed to be a beneficial owner of the securities beneficially owned by Skorpios Trust.
The Reporting Persons have entered into a Joint Filing Agreement, dated June 30, 2021, a copy of which is filed with this
Schedule 13G, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.
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(b)
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Address of Principal Business Office or, if none, Residence:
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The address of the principal business office of each of Blue Horizon and Ezbon is Jipfa Building, 3rd floor, 142 Main Street, Road Town, Tortola,
British Virgin Islands.
The address of the principal business office of each of Montrago Trustees and Skorpios Trust is 195 Arch. Makarios III Ave.,
Neocleous House, 3030 Limassol, Cyprus.
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(c)
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Citizenship:
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Blue Horizon and Ezbon are each corporations organized under the laws of the British Virgin Islands.
Montrago Trustees is a Limited Liability Company organized under the laws of the Republic of Cyprus.
Skorpios Trust is a discretionary irrevocable trust pursuant to the provisions of the Cyprus International Trusts Law 1992
(as amended from time to time) of the Republic of Cyprus.
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(d)
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Title of Class of Securities:
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Common Stock, par value $0.0001 per share
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(e)
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CUSIP No.:
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00973Y108
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Item 3
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If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:
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Not Applicable
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Item 4
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Ownership:
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Blue Horizon Enterprise Ltd.
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(a)
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Amount beneficially owned: 2,346,298
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(b)
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or direct the vote: -0-
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(ii)
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Shared power to vote or direct the vote: 2,346,298
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 2,346,298
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Ezbon International Limited
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(a)
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Amount beneficially owned: 2,561,531
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(b)
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or direct the vote: -0-
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(ii)
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Shared power to vote or direct the vote: 2,561,531
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 2,561,531
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Montrago Trustees Limited
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(a)
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Amount beneficially owned: 4,907,829
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(b)
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or direct the vote: -0-
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(ii)
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Shared power to vote or direct the vote: 4,907,829
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 4,907,829
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Skorpios Trust
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(a)
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Amount beneficially owned: 4,907,829
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(b)
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|||||||
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(c)
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Number of shares as to which such person has:
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|||||||
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(i)
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Sole power to vote or direct the vote: -0-
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|||||
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||||||
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(ii)
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Shared power to vote or direct the vote: 4,907,829
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 4,907,829
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Item 5
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Ownership of Five Percent or Less of a Class:
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If this statement is being filed to report the fact that as of the date hereof each of the Reporting Persons has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
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Item 6
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Ownership of More Than Five Percent on Behalf of Another Person:
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Not applicable.
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Item 7
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
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Not applicable.
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Item 8
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Identification and Classification of Members of the Group:
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Not applicable.
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Item 9
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Notice of Dissolution of Group:
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Not applicable.
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Item 10
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Certification:
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with
a nomination under §240.14a-11.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement
is true, complete and correct.
Date: June 30, 2021
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Blue Horizon Enterprise Ltd.
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By:
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/s/ Anna Maria Pavlou
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Name: Anna Maria Pavlou
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Title: Director
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Ezbon International Limited
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By:
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/s/ Anna Maria Pavlou
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Name: Anna Maria Pavlou
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Title: Director
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Montrago Trustees Limited
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By:
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/s/ Androulla Papadopoulou
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Name: Androulla Papadopoulou
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Title: Director
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Skorpios Trust
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By:
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/s/ Androulla Papadopoulou
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Name: Androulla Papadopoulou
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Title: Director
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EXHIBIT INDEX
|
Exhibit
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Description of Exhibit
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Joint Filing Agreement, dated as of June 30, 2021, by and among the Reporting Persons.
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AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree as follows:
(i) Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such
Schedule 13G is filed on behalf of each of them; and
(ii) Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and
for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate.
Date: June 30, 2021
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Blue Horizon Enterprise Ltd.
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By:
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/s/ Anna Maria Pavlou
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Name: Anna Maria Pavlou
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Title: Director
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Ezbon International Limited
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By:
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/s/ Anna Maria Pavlou
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Name: Anna Maria Pavlou
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Title: Director
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Montrago Trustees Limited
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By:
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/s/ Androulla Papadopoulou
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Name: Androulla Papadopoulou
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Title: Director
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Skorpios Trust
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By:
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/s/ Androulla Papadopoulou
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Name: Androulla Papadopoulou
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Title: Director
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