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Planet Payment, Inc. Announces Cancellation of AIM Admission; Maintains NASDAQ Listing(July 02, 2014)
LONG BEACH, N.Y., July 2, 2014 (GLOBE NEWSWIRE) -- Planet Payment, Inc. (Nasdaq:PLPM) (LSE:PPT), a leading provider of international payment and transaction processing and multi-currency processing services, today announces that it intends to cancel the admission of its common shares (the "Shares") to trading on the AIM Market ("AIM") of the London Stock Exchange plc (the "Cancellation" or "De-listing"). It is anticipated that the Cancellation will become effective at 7.00am BST on Monday, 18 August, 2014. Shareholders should therefore note that Friday 15 August 2014 will be the last day of dealings in Shares on AIM.
Planet Payment will maintain its listing on the NASDAQ Market ("NASDAQ"), which accounts for the bulk of the trading in its Shares, and is facilitating a conversion of the Depository Interest ("DI") arrangement established by Computershare Investor Services Plc ("Computershare") to CREST Depository Interests ("CDI's"), which will enable settlement via the US stock processing system. The new CDI's will maintain the same ISIN (USU726031185) as the existing Shares.
Shareholders do not need to take any action at this time. U.K. brokers who have settlement arrangements with U.S. based brokers may choose to transfer the Shares into the U.S. DTCC settlement system. If no action is taken then, following the De-listing, Shareholders will receive CDI's, which will be held through CREST in a similar manner to the way the DI's are held today.
In accordance with the guidance notes to AIM Rule 41, shareholder consent in a general meeting of the Company, which would otherwise be required pursuant to AIM Rule 41, will not be required as the Company is maintaining its listing on NASDAQ, being an AIM Designated Market as defined in the AIM Rules for Companies.
Reasons for the De-listing
In arriving at the decision to de-list from AIM, the Directors of Planet Payment have taken the following matters into account:
(i) the relative inactivity, in terms of share trading volume, of the Shares on AIM compared to that on NASDAQ;
(ii) the removal of the ongoing costs associated with the Company's continuing compliance with the AIM Rules and maintaining the quotation; and
(iii) the Company's securities will continue to be traded on NASDAQ.
Planet Payment was admitted to AIM in March 2006 and obtained a listing on NASDAQ in December 2012. Since being listed on NASDAQ, the Company's stock has experienced significantly higher liquidity in the US market compared with AIM. This is based on data provided by NASDAQ and AIM with respect to the average daily volume of Shares traded and the total volume of Shares traded. As at May 31st, 2014 more than 85% of the outstanding Shares are held on the U.S. stock register.
For these reasons, the Directors of Planet Payment believe that the burden of maintaining the AIM quotation outweighs the benefits that the Company receives from its admission to trading on AIM. The Directors also believe that the De-listing will not interfere with, or inhibit, the Company's business. The Board has therefore concluded that it is in the best interests of the Company and its shareholders to cancel its admission to AIM and maintain the listing of its securities on NASDAQ, to enable all shareholders to continue to trade their Shares in the future.
The Company has made arrangements for CREST CDI's with the same ISIN as the existing DI's, to be issued to those holders of DI's on the date of the Cancellation in order to minimize any disruption or confusion arising out of the Cancellation.
Effect of the De-listing
The principal effects of the De-listing will be:
The Shares will no longer be traded on AIM
The Company's Depositary Interest facility will be cancelled but each DI will be replaced by a CREST CDI having the same ISIN (USU726031185)
The Company will no longer be required to comply with the AIM Rules or any of the corporate governance requirements for companies trading on AIM
Canaccord Genuity will cease to be the nominated advisor and broker to the Company
The Company will maintain its listing on NASDAQ, where its Shares will continue to be traded, and it will continue to comply with all the obligations of NASDAQ and the Securities and Exchange Commission rules in the US, including their respective corporate governance requirements.
The Shares will remain freely transferable following the De-listing
Prior to 15 August 2014, shareholders may continue to have their underlying Shares deposited into the U.S. stock processing system, the Depository Trust & Clearing Corporation ("DTCC"), by having their brokers contact the U.K.-based Global Transaction Unit of Computershare at +44 (0)870 889 3120.
If Shareholders take no action their DI's will be cancelled as at close of business on 15 August 2014 and they will then receive CDI's in respect of their underlying holdings of Shares. If they then wish to trade their Shares on NASDAQ their broker will need to liaise with CREST to transfer the Shares to a U.S. broker via the DTCC System.
15 August 2014 – Last day of trading on AIM
18 August 2014 – Cancellation of admission of the Company's Shares to trading on AIM
18 August 2014 – Conversion of DI's to CDI's
Shareholders wishing to ask further questions about this process should contact Computershare at +44 870 702 0003 or the Company's General Counsel and Corporate Secretary, Graham Arad, on +1 516 670 3200. FAQ's regarding this process are posted on the Company's website at www.planetpayment.com.
About Planet Payment
Planet Payment (Nasdaq:PLPM) (LSE:PPT) is a leading provider of international payment and transaction processing and multi-currency processing services. Planet Payment provides services in more than 20 countries and territories across the Asia Pacific region, North America, South America, the Middle East, Africa and Europe, primarily through our more than 60 acquiring bank and processor customers. The Company's point-of-sale and e-commerce services help merchants sell more goods and services to consumers, and together with ATM services, are integrated within the payment card transaction flow enabling acquiring customers, their merchants and consumers to shop, pay, transact and reconcile payment transactions in multiple currencies, geographies and channels.
Planet Payment is headquartered in New York and has offices in Atlanta, Beijing, Bermuda, Delaware, Dubai, Dublin, London, Hong Kong, Mexico City, Shanghai and Singapore. Visit www.planetpayment.com for more information about the Company and its services. For up-to-date information follow Planet Payment on Twitter at @PlanetPayment or join Planet Payment's Facebook page.
Planet Payment, Inc.
Graham N. Arad, SVP General Counsel
Tel: + 1 516 670 3200
Canaccord Genuity Ltd (UK) (Nomad for Planet Payment)
Simon Bridges / Cameron Duncan
Tel: +44 20 7523 8000
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