Issue of Equity

For immediate release

Optimal Payments Plc (the "Company")

Issue of Equity

LONDON, England - 8 November 2012 - Optimal Payments Plc (AIM: OPAY) announces that on 7 November 2012 the Company issued 7,013,760 ordinary shares of 0.01 pence each in the Company (the "Ordinary Shares") in respect of part of the deferred consideration for the acquisition of substantially all of the business and assets of the OP Group from a consortium of investors including Joel Leonoff and a number of other parties (the "Vendors") which was announced on 20 January 2011 (the "Acquisition").

Under the terms of the Acquisition and as part of the consideration, the Company agreed to pay US$20.0 million in cash plus accrued interest (the "Loans") to the Vendors on or about April 2013, subject to any purchase price clawback following a failure to achieve certain performance conditions in each of the calendar years 2011 and 2012 (the "Performance Conditions").

Under a separate warrant agreement, subject to satisfaction of the Performance Conditions, the Vendors have the right to convert the Loans into Ordinary Shares within prescribed exercise periods which end on or around April 2013 at a premium of 6% to the issue price of the original consideration shares of 59.15 pence up to a total subscription price of US$10.0 million plus interest, and at a premium of 12% to the issue price of the original consideration shares of 59.15 pence up to a total subscription price of a further US$10.0 million plus interest.

As a result of the Performance Conditions having been achieved, the Company has agreed that the Vendors may now convert the Loans into Ordinary Shares on the terms previously agreed.

On 7 November 2012, certain of the Vendors, 4526457 Canada Inc. and 7759991 Canada Inc., representing 33.78% and 9.97% of the Loans respectively, gave notice to the Company that they wished to convert their portion of the Loans (amounting to $7,287,132 including accrued interest) into Ordinary Shares. For the avoidance of doubt, the Vendors that are converting their portion of the Loans into Ordinary Shares, as set out above, do not include Joel Leonoff.

As a result, on 7 November 2012 the Company issued 5,415,424 Ordinary Shares to 4526457 Canada Inc. and 1,598,336 Ordinary Shares to 7759991 Canada Inc, totaling 7,013,760 Ordinary Shares and representing 75% of their respective interests in the Loans.

Application was made on 7 November 2012 for the admission to trading of these 7,013,760 Ordinary Shares on the AIM Market of the London Stock Exchange and it is expected that such admission will occur on 13 November 2012 ("Admission").

Following Admission, the Company will have 135,962,801 ordinary shares in issue with voting rights.

For further information contact:

Optimal Payments Plc

Andrew Gilchrist EVP Corporate Affairs + 44 (0) 1624 698 713

Email: [email protected]

Canaccord Genuity Limited + 44 (0) 207 523 8000

Simon Bridges

Cameron Duncan