Restrictions on Transfer of Shares
As at 29th February 2008 Directors of TVC Holdings plc and their related parties; former Trinity Venture Capital Limited Shareholders and Participating Limited Partners were subject to lock-in agreements on the ordinary shares held by them, in aggregate representing 64.8% of the issued share capital of TVC Holdings plc.
Directors' Lock-In Agreements
As at 29th February 2008 Directors and their related parties were interested in 12,842,547 ordinary shares or 12.7% of the issued share capital of TVC Holdings plc which were subject to lock-in provisions. In accordance with these provisions they undertook not to sell, transfer or dispose of these shares for a lock-in period of 12 months to July 2008 (except in limited circumstances, including a takeover, death and court orders). In addition where they decide to sell these shares within 12 months of the expiry of the lock-in period they are obliged to do so through Davy Stockbrokers in order to preserve an orderly market in the trading of TVC Holdings plc’s ordinary shares.
Former Trinity Venture Capital Limited (TVCL) Shareholders' Lock-in Agreements
As at 29th February 2008 former TVCL shareholders, other than the Directors and their related parties, were interested in 1,180,922 ordinary shares or 1.2% of the issued share capital of TVC Holdings plc which were subject to lock-in provisions. In accordance with these provisions they undertook not to sell, transfer or dispose of these shares for a lock-in period of 12 months to July 2008 (except in limited circumstances, including a takeover, death and court orders). The lock-in provisions may be waived after 6 months if, in the opinion of TVC Holdings and Davy, the disposal of the shares can be made in a manner that will preserve an orderly market in the shares and provided that the trade is executed through Davy. In addition where they decide to sell these shares within 12 months of the expiry of this lock-in period they are obliged to do so through Davy in order to preserve an orderly market in the trading of TVC Holdings plc’s ordinary shares.
Participating Limited Partners' Lock-in Agreements
As at 29th February 2008 Participating Limited Partners, who, on 11 July 2007, had transferred their interests in TVF1 and TVF2 to TVC Holdings plc, were interested in aggregate in 51,480,744 ordinary shares or 50.9% of the issued share capital of TVC Holdings plc which were subject to lock-in provisions. In accordance with these provisions they undertook not to sell, transfer or dispose of these shares for a lock-in period of 12 months to July 2008 (except in limited circumstances, including a takeover and court orders). The lock-in provisions may be waived after 6 months if the disposal of the shares can be made in a manner that will preserve an orderly market in the shares. In addition where they decide to sell these shares within 12 months of the expiry of this lock-in period they are obliged to do so in a manner that will preserve an orderly market in the trading of TVC Holdings plc’s ordinary shares.