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Press releases

Adjustment to Terms of Meritus Acquisition

Jul 24, 2015

LONDON, MONTREAL and NEW YORK (24 July 2015) - Optimal Payments Plc (LSE AIM: OPAY,  "Optimal Payments") announces that it has entered into an amendment agreement ("Amendment Agreement") with the sellers of TK Global Partners LP ("Meritus"), which the Company acquired on 23 July 2014 (the "Meritus Acquisition"), to increase the total number of Optimal Payments shares to be issued to the sellers and certain other parties (the "Recipients"), the majority of whom have remained employees of the Company, in connection with the Meritus Acquisition (the "Consideration Shares") from 8,954,621 to 12,841,600, subject to any further adjustment based on the prevailing share price at the time of issuance.

The increase has been agreed following the dilutive impact on the value of the Consideration Shares of the Company's 5 for 3 Rights Issue, which was announced on 23 March 2015 and which closed for acceptances on 1 May 2015.

In addition to the change above, the dates of issuance of the four equal tranches of Consideration Shares have been changed from 23 July each year to 1 September 2015, 1 September 2016, 1 September 2017 and 3 September 2018 and the reference price for determining whether or not the Recipients are entitled to additional consideration has been changed from £3.93 to £2.75 such that additional consideration would be payable in cash or shares if the Optimal share price drops below £2.20, that is 80% of the reference price.

For further information contact:

Head of Investor Relations
Jessica Stalley
Optimal Payments Plc (c/o Tavistock)
+44 (0) 20 7920 3150

Simon Hudson / Andrew Dunn / Simon Fluendy
Tavistock (Financial PR)
+44 (0) 20 7920 3150

Simon Bridges / Mark Whitmore
Canaccord Genuity (Nominated Adviser and Broker)
+44 (0) 20 7523 8000