1. When did Planet Payment, Inc. become a public company? Top of Page

 

The Company’s shares of Common Stock were admitted to trading on the AIM Market of the London Stock Exchange on March 20th 2006. Please note that Planet Payment, Inc. is not yet treated as a public company in the United States and its securities are not publicly tradeable on the United States securities markets. For further information see question 10.

 

2. What is AIM?  Top of Page

 

AIM is the Alternative Investment Market of the London Stock Exchange. It is a “junior” market of the London Stock Exchange in that it was established for the express purpose of enabling younger, smaller companies to have access to the financial market and to enable their shares to be publicly traded. Further information on AIM may be obtained from the London Stock Exchange’s Website

 

3. How do I find out the trading price of the Company’s shares?  Top of Page

 

The Company’s shares trade under the ticker symbols “PPT” for unrestricted shares and “PPTR” for restricted or Reg S shares. You can view prices through the usual Internet sources, directly from the London Stock Exchange website or by clicking here. If you are not in the UK and you are using one of the popular financial search engines to look up stock quotes, you will need to select “UK” or “London Stock Exchange” before inputting the ticker symbols. On some search engines, using the ticker “PPT.L”, or “PPTR.L” (.L indicates the London Exchange), may achieve the same result.

 

4. How do I trade in shares?  Top of Page

 

Many brokers in the UK and elsewhere will be able to deal in AIM traded stocks such as the Company’s. If there are any questions, have your broker contact the Company’s principal broker and market-maker Canaccord Adams Limited. In the United States they may be contacted at (617) 371-3749

 

5. What is CREST Settlement? Top of Page

 

From April 25, 2007, trades the Company’s Unrestricted Common Shares, which are traded under the ticker symbol PPT, will be able to be settled electronically through the UK’s CREST settlement system. This means that you will no longer need to hold and present a physical share certificate in order to sell your shares and instead you will receive a Depositary Interest in the shares, which is held in electronic or “dematerialised” form.

 

6. What is a Depositary Interest? Top of Page

 

A Depositary Interest is a facility provided by our Registrar, Computershare Investor Services PLC. The facility allows an interest in the Company’s unrestricted PPT shares, held electronically, rather than the actual shares represented by physical certificates, to be settled through the UK CREST electronic settlement system, This facility will make settlement of trades easier and faster. The underlying shares continue to be listed and traded, while the Depositary Interests are transferred in the UK CREST system to settle those trades. Holders of Depositary Interests have the same rights as holders of Common Shares (for example, to receive all shareholder notices, to vote at meetings, to receive dividends etc).

 

7.What happens to my share certificate if I choose to put my shares into CREST? Top of Page

 

Through CREST, settlement of trades takes place in 'dematerialised' form. This means that a physical share certificate is not produced, although your stockbroker will provide you with a record of your shareholding in a regular statement. Generally, your stockbroker offers a 'nominee' service, under which the shares are dematerialised and held on your behalf in a nominee account. In order to make use of this service you will have to deliver your share certificate(s) to your broker. Alternatively, it is possible to gain sponsored membership of CREST and hold Depositary Interests in your own name, rather than through a broker. Your stockbroker can advise you on the most suitable option.

 

8. How do shareholders with Unrestricted, PPT shares transfer their holding into CREST? Top of Page

 

You should contact your broker who will explain and help you through the process. You can “dematerialise” your shares and put them into CREST at any time. If you have not done so by the time you come to sell your shares, this is not a problem, as they will be dematerialised as part of the settlement process.

 

9. UK Stamp Duty Top of Page

 

Trades in the Company’s physical shares are exempt from UK stamp duty. However, when using CREST settlement, as for all other UK company shares, purchasers of Company Depositary Interests will have to pay UK Stamp Duty, at the rate of 0.5% of the purchase price, which will be charged upon settlement.

 

10. What does it mean if I have “restricted stock”? Top of Page

 

“Restricted stock”, which the London Stock Exchange classifies as “REG S” stock, and “unrestricted stock” are part of the same class of shares and have exactly the same rights and privileges in the Company. Restricted stock is subject to certain restrictions on the sale of securities to U.S. persons, under the United States Federal and State Securities laws. Although the Company’s shares are publicly traded in the U.K. it is not yet considered a public company under US securities laws, and therefore shares that were “restricted” prior to admission on AIM continue to be restricted, including the shares issued in the placing, which immediately preceded admission to AIM. However, this will not prevent you from selling shares in the ordinary way through AIM. Holders of restricted stock will be required to sign a declaration and have their brokers sign a declaration that they have not knowingly arranged to sell their shares to a U.S. person (it is expected that, so long as you trade shares in the ordinary course through the AIM market, you will not know who the purchaser of your shares is).

PPTR shares can be purchased through AIM by US residents, as well as residents of the UK and other countries, subject to delivery of the seller representations noted above and a physical share certificate on settlement.

 

11. How do I know if I have restricted or unrestricted stock? Top of Page

 

All share certificates of the Company issued prior to March 20, 2006, were originally issued with a “restricted stock” legend endorsed on the back. Certificates for restricted stock issued since March 20, 2006 have the words “Restricted Securities” on the front. If there is no restrictive legend on the Certificate, then the shares are unrestricted. Unrestricted shares have also been issued under a separate ISIN No. USU726031185 and CUSIP No. U72603118, which appear on the front of Certificates issued after March 20, 2006.

As a general rule this restriction lapses two years after the stock is first issued and if it has lapsed you are entitled to receive a new certificate with the legend removed. In order to do so, you will have to send your existing share certificate to the Company’s registrar with a written request to remove the legend, at the following address:

Computershare Investor Services (Channel Islands) Limited
P. O. Box 83
Ordnance House, 31 Pier Road
St. Helier
Jersey JE4 8PW
United Kingdom

Telephone: +44 (0) 1534 825 230
Telecopier: +44 (0) 1534 825 247

If you are in fact eligible to have the legend removed then the registrar will issue a new share certificate to you.

Directors, Executive Officers and major shareholders who are treated as “affiliates” under U.S. law are subject to different restrictions and will need to contact the Company to ensure appropriate handling of any share sales.

If you are in any doubt as to whether or not you have restricted stock please contact investors@planetpayment.com or click here.

 

12. How do I find out more information about the Company? Top of Page

 

As a public company under London Stock Exchange rules, Planet Payment will from time to time issue announcements and press releases regarding its activities. Company announcements are available by clicking here.

Information about the Company at the time of its admission to AIM, including extracts from the Placing Prospectus may be viewed in the Intention to Float Announcement

In addition the Company will publish and distribute to shareholders half yearly results and full year audited financial statements. These are available for download by clicking here

For general information about the Company, its products and business, click here

 

13. How do I find out more information about my shareholding? Top of Page

 

The Company’s Registrar and Transfer Agent is:

Computershare Investor Services (Channel Islands) Limited
P. O. Box 83
Ordnance House, 31 Pier Road
St. Helier
Jersey JE4 8PW
United Kingdom

Telephone: +44 (0) 1534 825 230
Telecopier: +44 (0) 1534 825 247

Computershare also has shareholder information available on line through its website at www-uk.computershare.com

Alternatively you can contact the Company by calling our Head office in New York on +1 516 670-3200

 

14. What do I do if I have lost my share certificate? Top of Page

 

The Company’s registrar, Computershare, keeps the official record of all shareholdings. If you have lost your share certificate, you may obtain a replacement certificate provided that you execute the required paperwork (consisting of an Indemnity for Lost Certificate). Depending on the number and value of the shares comprised within the lost certificate, indemnity insurance fees may be payable. Please contact Computershare to inquire about replacing your certificate.