Regulation 12

14. In determining whether paragraph 1 is satisfied in relation to an offer ("offer A"), offer A is to be taken together with any other offer of relevant securities issued or to be issued by the same offeror which was open at any time within the period of 12 months ending with the day on which offer A is first made, if or to the extent that the earlier offer was exempt from the prohibition in regulation 12(1) by reason only of paragraph 1.

15.

(1) In paragraphs 2 and 3, "qualified investor", in relation to an offer of relevant securities, means -

(a) a person described in paragraph 3 of Schedule 1 to the markets in financial instruments regulation [Schedule 1 was inserted by S.I. 2018/1403.], other than a person who, before the making of the offer, has agreed in writing with the relevant firm (or each of the relevant firms) to be treated as a non- professional client in accordance with paragraph 4 of that Schedule;