Admission Document - BrainJuicer
Admission Document - BrainJuicer
Admission Document - BrainJuicer
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“London Stock Exchange”<br />
“New Ordinary Shares”<br />
“Operator”<br />
“Ordinary Shares”<br />
“Placing”<br />
“Placing Agreement”<br />
“Placing Price”<br />
“Placing Shares”<br />
“QCA”<br />
“Series ‘A’ Preferred Share”<br />
“Shareholders”<br />
“Statutes”<br />
“Teather & Greenwood”<br />
“Treasury Shares”<br />
“uncertificated” or “in uncertificated<br />
form”<br />
“Unilever UK Holdings”<br />
“Unilever Ventures”<br />
“United Kingdom” or “UK”<br />
“US”<br />
“VCT”<br />
London Stock Exchange plc<br />
the 1,388,900 new Ordinary Shares to be issued by the Company<br />
pursuant to the Placing<br />
has the meaning given in the Uncertified Securities Regulations<br />
2001 (SI 2001 no. 3755) including any modification thereof and any<br />
rules made thereunder or any regulations in substitution thereof<br />
made under section 207 of the Act and for the time being in force<br />
ordinary shares of one pence each in the share capital of the<br />
Company<br />
the placing by Teather & Greenwood of the Placing Shares at the<br />
Placing Price pursuant to the Placing Agreement<br />
the conditional agreement between the Directors (1), the Company<br />
(2) and Teather & Greenwood (3), dated 30 November 2006,<br />
relating to the Placing, particulars of which are summarised in<br />
paragraph 9 of Part VII of this document<br />
the price of 108p per Placing Share<br />
the 1,388,900 Ordinary Shares which are the subject of the Placing<br />
the Quoted Companies Alliance<br />
series A convertible preferred shares of one pence each in the share<br />
capital of the Company<br />
holders of Ordinary Shares<br />
means the Act, the Companies Act 1989 and all other statutes,<br />
orders, prospectus rules (including the Prospectus Rules published<br />
by the FSA in its capacity as the competenent authority for the<br />
purposes of Part VI of the Financial Services and Markets Act<br />
2000), Listing Rules (including the AIM Rules and the Listing<br />
Rules and the Disclosure Rules published by the FSA), regulations<br />
and other subordinate legislation for the time being in force<br />
concerning companies so far as they apply to the Company<br />
Teather & Greenwood Limited, which is authorised and regulated in<br />
the United Kingdom by the FSA<br />
has the meaning given in the Act (as amended by The Companies<br />
Acquisition of Own Shares) (Treasury Shares) Regulations 2003<br />
and The Companies (Acquisition of Treasury Shares) No. 2<br />
Regulations 2003)<br />
an Ordinary Share recorded on the Company’s register as being held<br />
in uncertificated form in CREST and title to which, by virtue of the<br />
CREST Regulations, may be transferred by means of CREST<br />
Unilever UK Holdings Limited<br />
Unilever Ventures Limited, the investment adviser which negotiates<br />
venture capital investments on behalf of members of the Unilever<br />
group of companies (being a wholly owned subsidiary of Unilever<br />
UK Holdings)<br />
the United Kingdom of Great Britain and Northern Ireland<br />
the United States of America<br />
Venture Capital Trust<br />
4