CLP.L Regulatory News (CLP)



9 November 2010

Brainspark plc

("Brainspark" or the "Company")

Director shareholding and additional listing

The Company has been informed by Mr Alfredo Villa, CEO of the Company, that he has acquired 2,100,000 Brainspark ordinary shares of 2.5p each ("Ordinary Shares") from NADAV BV, for a cash consideration of 125p per share.

Mr Alfredo Villa has also agreed to convert his entitlement under his 2009 and 2010 salary, into new Ordinary Shares at a conversion rate of 70p per Ordinary Share, the closing mid market price on 5 November 2010. The total amounts due to Mr Alfredo Villa are £18,750 for 2009 and £150,000 for 2010. As a result, Mr Alfredo Villa has agreed to subscribe for 241,071 new Ordinary Shares (the "New Ordinary Shares") in lieu of salary.

Application will be made for the 241,071 New Ordinary Shares to be admitted to AIM and it is expected that admission will be effective on 15 November 2010 ("Admission").

Following Admission of the 241,071 New Ordinary Shares and the acquisition of Ordinary Shares referred to above, Mr Alfredo Villa will have a beneficial interest in 5,111,039 Ordinary Shares representing approximately 38.2 per cent. of the Company's issued share capital.

In addition to the above beneficial interest, Alfredo Villa has a non-beneficial interest in 1,323,344 Ordinary Shares held by clients of RCF SA representing approximately 9.9 per cent. of the Company's issued share capital after Admission. RCF SA is a portfolio management company of which Mr Alfredo Villa is Managing Director and Discretionary Fund Manager.

Mr Alfredo Villa is also a founder and director of charity Homes for Hope. Homes for Hope has a beneficial interest in 1,227,773 Ordinary Shares, equivalent, after Admission, to 9.2 per cent. of share capital of the Company.

Total Voting Rights

Following Admission of the 241,071 New Ordinary Shares, the total number of issued Ordinary Shares in the Company will be 13,363,761 Ordinary Shares. The Company does not hold any Ordinary Shares in treasury. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Service Authority's Disclosure and Transparency Rules.

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