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May 21, 2015
Trading in line with expectations
Strong performance in first four months of 2015
LONDON, MONTREAL and NEW YORK (21 May, 2015) - Optimal Payments Plc (LSE AIM: OPAY, "Optimal Payments" or the "Group")announces a trading update for the year to date ahead of the Annual General Meeting taking place later today.
Revenue and EBITDA in US Dollars (the Group's reporting currency) for the year to date for Optimal Payments' existing operations are in line with expectations notwithstanding the recent weakness of the Euro. The consolidation of Meritus and GMA in the US, acquired in July 2014, has progressed well and these businesses are being managed as one integrated business unit together with the NETBANX Straight Through Processingbusiness. The strong trading we experienced in 2014 has continued in 2015 with both the NETELLER Stored Value and NETBANXbusinesses performing very well.
Acquisition of Skrill
The principal focus of corporate activity in this financial year has been on the acquisition of Skrill for a total consideration of €1.1 billion and its associated funding.
In the period since the announcement of the transaction, the equity element of this funding has been accomplished through a fully underwritten rights issue of five new ordinary shares at 166p for every three shares held to raise a total of £451 million. Acceptances were received from qualifying shareholders for almost 97 per cent. of the total new ordinary shares being offered with the balance being placed with institutional investors at 290p. In addition, a funding term loan of €500 million, also fully underwritten by BMO, Barclays and Deutsche Bank, has been successfully raised together with the arrangement of a €78 million revolving credit facility.
Completion of the acquisition is now subject to the satisfaction of certain conditions, which primarily comprises regulatory approval by the UK's FCA, which is expected to be received in Q3. On completion, the vendors of Skrill will receive the agreed cash consideration of €720 million and approximately 37.5 million new ordinary shares in Optimal Payments, representing 7.9 per cent. of the enlarged issued share capital of the Group. These shares are subject to lock-in arrangements for a period of 180 days from the date of issue.
Management has continued to plan the integration of Skrill into the Group with a dedicated internal team addressing all aspects of combining the two groups and focusing in particular on the combination of Skrill's Stored Value businesses with NETELLER. As originally announced, the Group expects to generate some $40 million of synergy benefits by the end of the first full year of ownership to 31 December 2016. These benefits are in addition to the customer and geographic diversification and the increased scale and market presence of the enlarged Group.
At the time of the announcement of the transaction, it was stated that Skrill was due to complete a small acquisition of its own - Ukash, a pre-paid e-money payment provider. This acquisition completed on 31 March 2015 and will be merged into Skrill's paysafecard business.
Main market listing
As a consequence of the substantially increased size of the enlarged Group, it was announced that Optimal Payments would seek admission to listing of its ordinary shares on the premium segment of the Official List of the UK Listing Authority and admission to trading on the London Stock Exchange's main market for listed securities. The process to move from AIM to the main market is underway and, following such a move, it is expected that the Company's ordinary shares would be eligible for inclusion in the FTSE 250 Index of the London Stock Exchange.
Half Year results and Capital Markets Day
Half Year results for the existing Optimal Payments businesses to 30 June 2015 are expected to be announced on 26 August 2015.
The Group intends to host a Capital Markets Day during Q4 for investors, analysts and lenders. At the event, management will set out its strategy for the combined businesses of Optimal Payments and Skrill and report on integration progress. It is expected that this event will take place in November 2015 and will be accompanied by a trading update.
Commenting on today's trading update, Joel Leonoff, President & CEO, said:
"We were delighted with the response from all of our shareholders to the acquisition of Skrill which is a real game changer for us. The enlarged Optimal Payments, on completion, will become a leading player in the markets we serve and create additional opportunities for further profitable growth. It will also deliver benefits to our shareholders in the shape of accretive earnings from next year, enhanced liquidity from the intended move to the main market and, in due course, inclusion in the FTSE 250."
Dennis Jones, Chairman of Optimal Payments, said:
"On behalf of the Board, I'd like to thank our shareholders for their support and our management team and staff for their hard work in turning the acquisition of Skrill from an aspiration into a reality."
About Optimal Payments Plc
Optimal Payments is a global provider of online payment solutions, trusted by businesses and consumers in over 200 countries and territories to move and manage billions of dollars each year. Merchants use the NETBANX® platform and services to simplify how they accept credit and debit card, direct-from-bank, and alternative and local payments; and the NETELLER® service to increase revenues and capture new customers. Consumers use the multilingual and multicurrency NETELLER and Net+® Card stored-value offering to make secure and convenient payments. In addition, Optimal Payments Card Services, another division of Optimal Payments, provides innovative prepaid products and services to merchants. Optimal Payments Plc is quoted on the London Stock Exchange's AIM, with a ticker symbol of OPAY. Subsidiary company Optimal Payments Ltd is authorized and regulated as an e-money issuer by the UK's Financial Conduct Authority (FRN: 900015).
For more information on Optimal Payments visit www.optimalpayments.com or subscribe at http://www.optimalpayments.com/subscription.
For further information contact:
Optimal Payments Plc
Jessica Stalley, Head of Investor Relations
+ 44 207 182 1707
Canaccord Genuity Limited (Nominated Adviser & Broker)
Simon Bridges / Cameron Duncan
+44 (0) 20 7523 8000
Media Contacts - United Kingdom:
Simon Hudson/Andrew Dunn/Simon Fluendy
+44 20 7920 3150
Media Contacts - Canada:
Linda Farha/Beverly Brooks
Media Contacts - United States:
Richard Anderson/Emily Simmons
+1 718-986-1596 / +1 212-808-4904