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Planet Payment, Inc. - Unrestricted Common Shares: PPT
Planet Payment, Inc. - Reg S Common Shares: PPTR
Details of Issued Common Shares
As of July 14, 2008 there are 26,724,887 Common Shares in issue and admitted to trading on AIM. Of these 16,455,390 are traded as “PPT”, the Unrestricted line and 10,269,497 are traded as “PPTR”, the Reg S line. To the knowledge of the Company, as of July 14, 2008 50.7% of the Common Shares were “not in public hands”, as such expression is defined in the AIM Rules for Companies
Beneficial Ownership of Major Stockholders
Holders of Planet Payment shares [PPT & PPTR Common Stock and Preferred Stock] are not subject to the requirements UK Companies Acts or the Disclosure & Transparency Rules applicable to UK companies. However, holders of Company shares are subject to a reporting obligation on ownership set forth in Section 7.8 of the Bylaws, which provides, in summary, that any securityholder of the Company that becomes the beneficial owner of three percent (3%) or more of the Company’s outstanding shares must submit notice to the Company within three business days of reaching or exceeding such beneficial ownership threshold, or thereafter upon acquiring additional shares or disposing of shares representing one percent (1%) or more of the Company’s outstanding shares. A copy of the Bylaws is available upon written request to the Secretary of the Company, or may be obtained by clicking here. [use the same link to the Bylaws that is there already.]
The following table sets forth a list of stockholders having to the knowledge of the Company, a direct or indirect interest in three percent or more of the voting rights of the Company and their holdings as of July 14, 2008.
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Shareholder
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Number of Common Shares
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Percentage of Total Voting Rights(1)
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Andwel Partners and Trust
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5,008,089(2) |
14.92% |
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Andrew Paul
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2,504,046(3)
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7.46%
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| Integrated Core Strategies (Europe) S.a.r.l. |
1,821,052
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5.42% |
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Philip D. Beck
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1,662,428(4)
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5.02%
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Hound Partners
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1,628,665
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4.85%
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Bear Stearns Global Growth Master Fund LP
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1,522,753(5)
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4.54%
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Graham N. Arad
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3.70%
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(1) Percentage ownership is based on 33,576,031 Common Shares, comprising 26,724,887 Common Shares issued and outstanding as of July 14, 2008 and 6,851,144 Common Shares arising on conversion of 2,243,750 Series A Preferred Shares, which were issued and outstanding as of July 14, 2008.
(2) Includes Common Shares arising upon conversion of Series A Preferred Shares. In addition, the trust holds a Warrant to purchase 44,444 Common Shares, which is not reflected in this table.
(3) Includes Common Shares arising upon conversion of Series A Preferred Shares. In addition, Mr. Paul holds a Warrant to purchase 22,222 Common Shares, which is not reflected in this table.
(4) Includes 22,000 shares held by BDP Realty Associates, LLC in which Mr. Beck holds a one-third membership interest. In addition, Mr. Beck holds stock options to purchase an aggregate of 927,379 Common Shares, which are not reflected in this table.
(5) In addition, the Fund holds Warrants to purchase 531,497 Common Shares, which are not reflected in this table.
(6) In addition, Mr. Arad holds stock options to purchase an aggregate of 356,092 Common Shares, which are not reflected in this table.
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