TIDMPPT TIDMTTM
RNS Number : 1593L
Planet Payment Inc.
02 July 2014
Planet Payment, Inc. Announces Cancellation of AIM Admission;
Maintains NASDAQ Listing
Planet Payment, Inc. (NASDAQ:PLPM) (LSE:AIM: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
31(st) , 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.
De-Listing Timetable:
-- 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:AIM: 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.comfor 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.
Enquiries:
Planet Payment, Inc. Tel: + 1 516 670 3200
Graham N. Arad, SVP General Counsel www.planetpayment.com
Canaccord Genuity Ltd (UK) (Nomad for Planet Payment)
Simon Bridges / Cameron Duncan Tel: +44 20 7523 8000
This information is provided by RNS
The company news service from the London Stock Exchange
END
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