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Luxembourg, 18 September 2024
- Art Share 003 S.A. (the "Issuer"), a public limited liability company incorporated in Luxembourg, today announces its intention to launch an initial offering ('Initial Offer") of its underlying asset - 'Abstraktes Bild (809-4)' by Gerhard Richter (the "Artwork"). The acquisition of the Artwork will follow the conclusion of this transaction. This offering precedes the intended admission of its redeemable class B shares, having the ISIN: LU2848260860 (the "Class B Shares") on the ARTEX Global Markets trading venue operated by ARTEX Global Markets AG ("ARTEX GM" or "ARTEX Global Markets").
- The Artwork, 'Abstraktes Bild (809-4)' by Gerhard Richter, is a highly sought-after piece from his iconic Abstraktes Bilder series. Once owned by guitarist Eric Clapton, it sold for USD 34.4 million in 2012 and resurfaced at Christie's New York in 2022, where it fetched USD 38.2 million (including buyer's premium). This painting is part of a renowned series, with one piece jointly owned by the Tate Modern in London and the National Galleries of Scotland.
- Rothschild & Co, a leading global financial advisory firm, is acting as ARTEX Services' financial advisor, ARTEX Services acting as corporate agent1. Zeus Capital Limited, based in London, will serve as the solebookrunner for the transaction, further enhancing the offering's reach and execution, and placement agent. Furthermore, the Issuer may appoint additional placement agents in connection with the Offering.
- The Issuer qualifies as a securitisation vehicle governed by the Luxembourg law of 22 March 2004 on securitisation, as amended , offering its Class B Shares, following the successful completion shall be admitted to trading on ARTEX GM under the symbol "RIC1EU".
- The Initial Offer is being made by way of a private placement to qualified and/or institutional investors in the EEA, the UK and Switzerland and potentially in other jurisdictions where it is not unlawful to do so, all described in the Issuer's offering memorandum (the "Offering Memorandum"). The Offering Memorandum in relation to Art Share 003 S.A.'s Class B Shares is available for qualified investors meeting the eligibility requirements on its website www.artshare003.com (http://www.artshare003.com).
- The Initial Offer consists of a placement of up to 350,000 redeemable class B shares of the Company without a nominal value, offered at a price in EUR which is a price equivalent to USD 1002 per Offered Share (the "Offer Price"). The Euro amount will be fixed at pricing based by applying the exchange rate published by the European central Bank.
- The Class B Shares will be offered at an aggregate valuation in EUR equivalent of USD 35 million.
- Subject to acceleration or extension of the timetable for the Offering, the period during which investors may subscribe and place orders starts from 18 September 2024, and ends during week of 23 September 2024 (the "Offer Period").
- Subject to the Completion and admission onto ARTEX GM (www.artexgm.com), trading of the Class B Shares is expected to start early October 2024.
Highlights of the Offer
The Issuer's aim is to democratise access to a great masterpiece, the 'Abstraktes Bild (809-4)' by Gerhard Richter. Qualified investors (as defined in the Offering Memorandum) are provided the opportunity to subscribe for Class B Shares in the offering, thereby investing (indirectly) in the Artwork. The Artwork offers these qualified investors an opportunity to preserve their capital and diversify their portfolios by investing in a new asset class. Following the listing on ARTEX Global Markets, the Class B Shares will be tradable in accordance with the rules of ARTEX Global Markets, access to which is open to qualified and retail investors.
The offering is conducted to allow investors to indirectly invest in the Artwork, hence giving investors access to a fraction of the Artwork by way of a securitisation transaction in proportion to their investment.
It is intended that the Artwork to be displayed, on loan, to cultural institutions such as museums to enhance accessibility to the public. This will add a unique social impact dimension to the investment and contribute to the goal of the democratisation of iconic artwork.
Dividend policy
The Company does not otherwise anticipate generating net profits and thus does not expect to pay any dividends on the Offered Shares in the foreseeable future. Any future determination to pay dividends will be made in accordance with applicable laws and the Company's Articles.
Indicative timetable of the Offering
- Initial Offer commences on 18 September 2024.
- The closing of the Initial Offer and pricing and allocation are expected to take place during the week commencing on 23 September 2024.
- Settlement is expected to take place during the week commencing on 30 September 2024.
- Admission and trading of the Class B Shares on ARTEX Global Markets are planned to start early October 2024 with the following:
- Ticker Symbol: RIC1EU
- ISIN: LU2848260860
- WKN: A3D7ZH
- CFI Code: ESXXXR
Orders and subscriptions
For questions, subscriptions and requests for assistance in connection with the Initial Offerwe direct you to:
| Zeus Capital Limited Ben Robertson (Head of ECM) ben.robertson@zeuscapital.co.uk (mailto:ben.robertson@zeuscapital.co.uk) 125 Old Broad Street, 12th Floor, London, EC2N 1AR www.zeuscapital.co.uk |
Additional placement agents may be appointed in connection with the Offering.
The Artwork - 'Abstraktes Bild (809-4)'
Created in 1994, Abstraktes Bild (809-4) is the concluding piece in a series of four monumental paintings by Gerhard Richter (also referred to later in this document as "Richter"), one of which has been jointly acquired by the Tate Modern London and the National Galleries of Scotland.3 Originating amidst a period of notable acclaim for the artist, Abstraktes Bild (809-4) embodies the pinnacle of his lifelong journey and ceaseless exploration into the intricacies of colour and perception. Crafted through the artist's renowned squeegee technique that involves dragging a large flat tool across the wet paint, this painting features captivating colour formations, and unusual depth and texture.
Highly sought-after in the market, Richter's monumental Abstrakte Bilder from his peak period frequently achieved top auction records and represents nine of his top ten sales by inflation-adjusted price.4 This piece, once owned by guitarist Eric Clapton, sold for USD 34.4 million in 2012, making Richter the most expensive living artist at auction at that time.5 It resurfaced in 2022, fetching USD 38.2 million (including buyer's premium)6 at Christie's New York in 2022, the second-highest auction price for his work.7 Part of a series of four, one painting is jointly owned by the Tate in London and the National Galleries of Scotland.8 The other two pieces have also achieved record prices, making the 809 series the most valuable of Richter's early 1990s paintings.9
The Artist - Gerhard Richter
Renowned German artist Gerhard Richter, now 92, is one of the most influential figures in contemporary art. Shaped by the upheavals of the Second World War, his work reflects the profound impact of the conflict on his artistic journey. In the post-war era, Richter sought to challenge conventional artistic norms and redefine the essence of painting, skillfully navigating between abstraction and figuration throughout his career which has earned him recognition for his diverse works and unmatched versatility.
Richter enrolled at the Academy of Arts in Dresden in 1951,10 where he received classical academic training mixed with Soviet-imposed socialist realism. His time in the mural painting department, allowed travel to West Germany, exposing him to films, museums, and theatre. Towards the end of his studies, Richter began creating murals for public buildings and continued doing so for a few years. However, he grew increasingly uncomfortable with the official, regulated nature of this form of painting and sought to blend Eastern realism with Western modernism.
A pivotal moment came in 1959, when Richter visited West Germany for the Documenta II art exhibition in Kassel, encountering works by contemporary artists like Jackson Pollock, Jean Fautrier, and Lucio Fontana.11 Inspired by their radical new expressions, Richter moved to West Germany in 1961, just before the Iron Curtain was erected.12 He settled in Düsseldorf, immersing himself in various artistic movements and drawing inspiration from Jean Dubuffet, Alberto Giacometti, and Antoni Tàpies. This period saw Richter destroy many of his early works in his relentless pursuit of creative evolution.13 Throughout the late 20th century, Richter witnessed and absorbed elements from ground-breaking artistic movements like Abstract Expressionism, Pop Art, Minimalism, and Conceptual Art, while maintaining a unique, independent course. His themes often drew from contemporary sources like advertisements, newspaper images, and family photographs, leading to his signature blurry, photography-based paintings.
By 1964, after completing his studies at the Düsseldorf Academy, Richter's work gained recognition through exhibitions in Düsseldorf, Wuppertal, and Berlin.14 His international debut followed in 1966 with shows in Rome and Zürich.15Over time, he expanded into various abstract styles from geometric and gestural forms to monochromes and meticulously documented his source material in his Atlas, a vast collection of photographs, newspaper clippings, and sketches.16 In 1969, Richter's work was featured in a solo exhibition in Aachen, followed by group shows in Germany, Switzerland, Japan, and the United-States, including the Solomon R. Guggenheim in New York.17 By1970s, his focus on abstraction intensified, culminating in his iconic Abstrakte Bilder (Abstract Paintings) series, which he began in 1976. By 1981, Richter moved away from direct photographic influence in this painting18
Richter's global recognition soared with a 1977 exhibition at the Centre Pompidou in Paris, followed by significant exhibitions worldwide, including retrospective at the Kunsthalle in Düsseldorf (1986), the Museum of Contemporary Art in Chicago (1988), the San Francisco Museum of Modern Art (1989), and the Tate Gallery in London (1991).19 From the 1980s onward, representation by prestigious galleries like Marian Goodman in New York and Anthony d'Offay in London solidified his standing. A major retrospective in 1993, organised by four European museums (Musée d'Art Moderne de la Ville de Paris, Kunst-und Ausstellungshalle der Bundesrepublik Deutschland in Bonn, the Moderna Museet in Stockholm and the Museo Nacional Centro de Arte Reina Sofía in Madrid) further affirmed his influence. After receiving utmost consecration in Europe, Richter 2022 retrospective at MoMA in New York, firmly established his recognition across the Atlantic and cemented his status as one of the preeminent artists of his generation.
In 2004, three rooms of the Albertinum des Staatlichen Kunstammlungen in Dresden were dedicated to Richter's work. In 2008, the Tate in London housed a permanent display of six paintings titled 'Cage'.20 This tribute assessed the artist's legacy, and acknowledged his enduring contribution to art history.
In 2017, after over six decades of relentless experimentation across various techniques and media, Richter announced his retirement from painting.21 In 2020, he established the Gerhard Richter Foundation, housing a collection of approximately 150 works. The foundation is crucial in promoting Richter's art through loans to museums.22Currently residing in Cologne, Richter has recently joined the gallery of prominent art dealer David Zwirner, ensuring his continued global reach with branches in New York, London, Paris, and Hong Kong.23
Information available to qualified investors
The Offering Memorandum may be obtained in electronic or printed form, free of charge, upon request at Art Share 003 S.A., during regular business hours, at the registered office of the Issuer located at 16, rue E. Ruppert, L-2453 Luxembourg, Grand Duchy of Luxembourg. The Offering Memorandum is also available in electronic form on the website of ARTEX Global Markets), and on the website of the Issuer).
The Issuer draws the investors' attention to the Offering Memorandum and especially to the risk factors described in the Offering Memorandum. The occurrence of one or more of these risks may have a material adverse effect on the Issuer's business, reputation, financial position, results or outlook, as well as the market price of its Class B Shares.
* * *
About Art Share 003 S.A.
Art Share 003 is a public limited liability company (société anonyme) incorporated under the laws of the Grand Duchy of Luxembourg existing as a securitisation undertaking (organisme de titrisation) within the meaning of the Luxembourg law of 22 March 2004 on securitisation, as amended. It has been set-up to issue shares, tracking the economic risk associated with the Artwork and any other associated risk within the meaning of article 53 of the Luxembourg law of 22 March 2004 on securitisation, as amended, financed inter alia by the issuance of the Class B Shares.
Art Share 003 was established to facilitate fractional investment in the Artwork through the issuance of the Class B Shares (i.e., undertaking a securitisation transaction of the Artwork).
The principal activity of Art Share 003 is to hold and securitise the Artwork, Abstraktes Bild (809-4), by Gerhard Richter (the "Artwork"), as well as assuming risks, existing or future, relating to the holding of the Artwork. Its principal activities to date have been limited to organisational activities, including entering into certain agreements (i) for the acquisition of the Artwork and (ii) those necessary for the preparation and execution of the Initial Offer, its admission on the ARTEX Global Markets.
Art Share 003 is managed by a board of directors who are Mrs Ursula Schmidt, Mr Edouard de Burlet and Mr Ronan Le Bouc.
Art Share 003 does not expect to generate revenues or cashflows from lending, for free, the Artwork to cultural institutions such as museums. It will not conduct any business activities except for activities relating to the ownership, maintenance and promotion of the Artwork and, as such, these activities shall be limited to a passive administration of the ownership of the Artwork.
The strategy will be to display and promote the Artwork in a manner designed to improve public understanding of it.
About ARTEX Global Markets
ARTEX Global Markets AG ("ARTEX GM" OR "ARTEX Global Markets") operates a secure and liquid art-focused multilateral trading facility, regulated, and supervised by the Financial Markets Authority of Liechtenstein within the European MiFID II legislative framework. Providing easy access to a traditionally exclusive fine art market, ARTEX GM aims to democratise investing in artworks from the world's greatest masters, spanning a period from the Renaissance to the twentieth century. ARTEX GM-listed masterpieces will be on public display, in museums and exhibitions around the world. ARTEX GM will strive to empower investors by offering the latest news, market insights and educational content to allow wider participation in art investing. ARTEX GM was co-founded in 2020 by art enthusiasts and financial markets experts H.S.H. Prince Wenceslas of Liechtenstein and Yassir Benjelloun-Touimi.
ARTEX GM is operated by ARTEX AG, a company incorporated in the Principality of Liechtenstein under company number FL-0002.682.571-2 with registered offices at Wuhrstrasse 6, 9490 Vaduz, Liechtenstein.
ARTEX GM is regulated by the Financial Markets Authority under reference number 307407.
For more information about ARTEX, please visit www.artexgm.com
Press contacts
France and Global
Aliénor Miens | Alienor.miens@margie.fr| +33| +33 (0)6 11 84 34 92
DISCLAIMER
This document is an announcement and not a prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation"), and as such does not constitute an offer to sell or the solicitation of an offer to purchase securities of Art Share 003 S.A. (the "Issuer").
These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for, or otherwise invest in, securities in the United States. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the "Securities Act"). The securities may not be offered or sold in the United States (as such term is defined in Regulation S under the Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offer of securities in the United States.
In any member state of the European Economic Area, this communication is only addressed to and is only directed at qualified investors in such member state within the meaning of the Prospectus Regulation, and no person that is not a qualified investor may act or rely on this communication or any of its contents.
In so far as forecasts or expectations are expressed in this investor relations news or where our statements concern the future, these forecasts, expectations, or statements may involve known or unknown risks and uncertainties. Actual results or developments may vary, depending on changes in the operating environment. The Company does not assume an obligation to update the forecasts, expectations or statements contained in this release. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness, or completeness. This announcement is not for publication or distribution, directly or indirectly, in or into Australia, South Africa, Canada, Japan, New Zealand or the United States (including its territories and possessions, any State of the United States) or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. Offered Shares may not be offered or sold in the United States unless registered under the Securities Act except pursuant to a transaction exempt from, or not subject to, the registration requirements of the Securities Act. The Offer and sale of the Offered Shares has not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, South Africa, Canada or Japan and New Zealand. Subject to certain exceptions, the Offered Shares may not be offered or sold in Australia, Canada or Japan, New Zealand or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, or Japan. There will be no public offer of the Offered Shares in Australia, Canada, Japan, New Zealand, the United States. In the United Kingdom, this announcement is being distributed only to, and is directed only at, persons who: (A) (i) are "investment professionals" specified in Article 19(5) of the Financial Services and Markets Act (Financial Promotion) Order 2005 (the "Order") and/or (ii) fall within Article 49(2)(a) to (d) of the Order (and only where the conditions contained in those Articles have been, or will at the relevant time be, satisfied); and (B) are "qualified investors" within the meaning of Article 2 of the Prospectus Regulation (Regulation (EU) 2017/1129) as it forms part of retained EU law as defined in the EU (Withdrawal) Act 2018 (all such persons together being referred to as "Relevant Persons").
In the European Economic Area (the "EEA"), this announcement is addressed only to and directed only at, persons in member states who are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation (Regulation ((EU) 2017/1129) ("Qualified Investors"). This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not Relevant Persons, and (ii) in any member state of the EEA, by persons who are not Qualified Investors.
Any investment or investment activity to which this announcement relates is available only to: (i) in the United Kingdom, Relevant Persons; and (ii) in any member state of the EEA, Qualified Investors, and will be engaged in only with such persons. For the avoidance of doubt, no offer to the public will made in the United Kingdom and no application will be made for the Offered Shares to be traded on a regulated market in the United Kingdom. This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by using forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business, results of operations, financial position, liquidity, prospects, growth, and strategies. Forward-looking statements speak only as of the date they are made. Each of the Company and Zeus Capital Limited, expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise. Any subscription or purchase of Offered Shares in the possible Offer should be made solely on the basis of information contained in the Offering Memorandum which may be issued by the Company in connection with the possible Offer. The information in this announcement is subject to change. Before subscribing for or purchasing any Offered Shares, persons viewing this announcement should ensure that they fully understand and accept the risks which will be set out in the Offering Memorandum if published. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. Neither this announcement, nor the references herein to the Offering Memorandum, shall form the basis of or constitute any offer, or any solicitation of any offer to purchase or subscribe for any Offered Shares nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract thereof. The Company may decide not to go ahead with the initial offer and there is therefore no guarantee that the admission will occur. You should not base any financial decision on this announcement. Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. Persons considering making investments should consult an authorised person specialising in advising on such investments. Neither this announcement, nor the Offering Memorandum referred to herein, constitutes a recommendation concerning the Offer. The value of the Offered Shares can decrease as well as increase. Potential investors should consult a professional advisor as to the suitability of the Offer for the person concerned. None of Zeus Capital Limited or any of its affiliate or any of its or their affiliates' directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith.
Information to distributors in the EEA
Solely for the purposes of the product governance requirements contained within: (i) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (ii) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (iii) local implementing measures (together the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, delict, contract or otherwise, which the Company, in its capacity as "manufacturer" for the purposes of the MiFID II Product Governance Requirements may otherwise have with respect thereto, the Offered Shares have been subject to a product approval process, which has determined that such Offered Shares are: (a) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (b) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, "distributors" (for purposes of the MiFID II Product Governance Requirements) should note that the price of the Offered Shares may decline and investors could lose all or part of their investment; the Offered Shares offer no guaranteed income and no capital protection, and an investment in the Offered Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offer, including the selling restrictions described in "Notice to Investors (Selling Restrictions)". Furthermore, it is noted that, notwithstanding the Target Market Assessment, the Placement Agents will only procure investors who meet the criteria of professional clients and eligible counterparties. For the avoidance of doubt, the Target Market Assessment does not constitute: (i) an assessment of suitability or appropriateness for the purposes of MiFID II; or (ii) a recommendation to any investor or group of investors to invest in, purchase, subscribe for, or take any other action whatsoever with respect to the Offered Shares. Each distributor is responsible for undertaking its own target market assessment in respect of the Offered Shares and determining appropriate distribution channels.
Information to Distributors in the UK
Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements"), and/or any equivalent requirements elsewhere to the extent determined to be applicable, and disclaiming all and any liability, whether arising in tort, contract or otherwise, the Company, in its capacity as "manufacturer" (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the Offered Shares have been subject to a product approval process, which has determined that the Offered Shares are: (a) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in Chapter 3 of the FCA Handbook Conduct of Business Sourcebook; and (b) eligible for distribution through all distribution channels (the "U.K. Target Market Assessment"). Notwithstanding the U.K. Target Market Assessment, "distributors" (for the purposes of the UK Product Governance Requirements) should note that: the price of the Offered Shares may decline and investors could lose all or part of their investment; the Offered Shares offer no guaranteed income and no capital protection; and an investment in the Offered Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The U.K. Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering. Furthermore, it is noted that, notwithstanding the U.K. Target Market Assessment, the Placement Agents will only procure investors who meet the criteria of professional clients and eligible counterparties for the purposes of the U.K. MiFIR Product Governance Rules. For the avoidance of doubt, the U.K. Target Market Assessment does not constitute: (i) an assessment of suitability or appropriateness for the purposes of Chapter 9A or 10A respectively of the FCA Handbook Conduct of Business Sourcebook; or (ii) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Offered Shares. Each distributor is responsible for undertaking its own target market assessment in respect of the Offered Shares and determining appropriate distribution channels.
1 See Offering Memorandum
3 Dietmar Elger, Gerhard Richter, Catalogue Raisonné, Volume 5, Nos. 806 - 899-8, 1994-2006, ed. by Staatliche Kunstsammlungen Dresden, Gerhard-Richter-Archiv, trans. Allison Moseley> [accessed 23 April 2024].
9 ArtExplored, Gerhard Richter, Annex., pp. 12-14.
10 Michel Gauthier, Gerhard Richter> [accessed 17 May 2024]> [accessed 21 May 2024]> [accessed 21 May 2024].
21 David Behringer, 'Gerhard Richter Surprises the Art World Again', Design Milk> [accessed 17 May 2024]> [accessed 17 May 2024]> [accessed 17 May 2024] (para. 1 of 12).
