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Re: ArrowsOverAthens post# 29

Thursday, 10/03/2019 3:21:41 PM

Thursday, October 03, 2019 3:21:41 PM

Post# of 35
As a result of and upon the effective time of the Domestication, among other things, (1) each of the then issued and outstanding Class A ordinary shares, par value $0.0001 per share, of SCH (the “SCH Class A ordinary shares”), will convert automatically, on a one-for-one basis, into a share of common stock, par value $0.0001 per share, of VGH, Inc. (the “VGH, Inc. common stock”), (2) each then issued and outstanding redeemable warrant of SCH (the “SCH warrants”) will convert automatically into a redeemable warrant to acquire one share of VGH, Inc. common stock (the “VGH, Inc. warrants”), and (3) each then issued and outstanding unit of SCH (the “SCH units”) will convert automatically into a unit of VGH, Inc. (the “VGH, Inc. units”), with each VGH, Inc. unit representing one share of VGH, Inc. common stock and one-third of one VGH, Inc. warrant.

Accordingly, this prospectus covers (1) 3,780,768 VGH, Inc. units to be issued in the Domestication, (2) 65,228,822 shares of VGH, Inc. common stock to be issued in the Domestication (including shares included in the VGH, Inc. units described above) and (3) 22,999,981 VGH, Inc. warrants to be issued in the Domestication (including redeemable warrants included in the units described above).