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O ti

l P

t Pl

Optimal Payments Plc

Interim Results

for the six months ended 30 June 2011

Joel Leonoff CEO Joel Leonoff, CEO Keith Butcher, CFO

Tuesday, 20 September 2011

© Optimal Payments Plc. www.optimalpayments.com

1 www.optimalpayments.com

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Legal Disclaimer

Certain statements in this document are looking statements. These forward-looking statements speak only as at the date of this document. These statements concern, or may affect, future matters and include matters that are not facts. Such statements are based on current expectations and beliefs and, by their nature, are

bj t t b f k d k i k d t i ti th t ld

subject to a number of known and unknown risks and uncertainties that could cause actual results and outcomes to differ materially from any expected future results or performance expressed or implied by the forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements.

The information and opinions expressed in this document are subject to change without notice and neither the Company nor any other person assumes any responsibility or obligation to update publicly or review any of the forward-looking statements contained within this document, regardless of whether those statements are affected as a result of new information, future events or otherwise.

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Agenda

1

Introduction

2

Highlights

3

Financial performance

4

Business update

5

C

t t di

d

tl

k

5

Current trading and outlook

Appendices

Presentation team:

Joel Leonoff

Keith Butcher

CEO

CFO

© Optimal Payments Plc. www.optimalpayments.com

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About

About

•• Global scale Global scale –– focused on CNP / Trusted solutions Trusted solutions safe and securefocused on CNP / eCommercesafe and secureeCommerce marketmarket

About

Optimal Payments

About

Optimal Payments

•••• Trusted solutions Trusted solutions –– safe and secureProven since 1996Proven since 1996safe and secure

ƒ

Leading online payments company, processing more than $9 billion in

transactions annually

ƒ

Optimal Payments formed from combination of two leading payments

p

y

g p y

businesses in early 2011

ƒ

Providing innovative payment solutions to online merchants and consumers

through our two growth platforms

NETBANX

Straight Through Processing

NETELLER Stored Value

(eWallet & prepaid cards)

© Optimal Payments Plc. www.optimalpayments.com

5

(6)

NETBANX STP - transaction flow

eCommerce or MOTO Merchant Hosted Page Virtual Terminal Payment Gateway API Batch Upload Risk Engine Merchant Account Funds Settled To
(7)

NETELLER Stored Value – transaction model

Payment account loaded via multiple CONSUMER

1.

Payment account loaded via multiple options, then “no risk” transfer to merchant, funds easily available to consumer via many

“withdrawal” methods TRANSFER TO SIGN-UP 1. 2. Payment Account TRANSFER TO LOADSACCOUNT TRANSFERFROM ONLINE 3. W D B A 4.

1. Consumer signs up, loads account

4.

MERCHANT

WITHDRAWSDIRECTLY TOBANKACCOUNT

PEER2PEER

2. Consumer “pushes” funds to merchant / P2P

3. Consumer “pulls” funds back from merchant

4. Consumer uses funds (either Net+ /

© Optimal Payments Plc. www.optimalpayments.com 7 ATM / POS ONLINE VIA NET+ CARD P2P/ withdrawal to bank) MOBILE/ DESKTOP

(8)

A broad mix of

customers

A broad mix of

customers

•• Targeting customers across selected verticalsTargeting customers across selected verticals •• Increasingly offering a “one stop” solutionIncreasingly offering a “one stop” solution

NETELLER Stored Value

NETBANX Gateway

NETBANX Bureau

Gaming Gaming

Digital download / MMOG / MLM Retail – high street Retail – online Travel / online FX / entertainment Subscription Online dating Government/ enterprise Other

(9)

Highlights

© Optimal Payments Plc. www.optimalpayments.com

9 www.optimalpayments.com

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••

Significant progress in first half following

Significant progress in first half following

First Half Highlights

First Half Highlights

transformational OP acquisition

transformational OP acquisition

g

g

p g

p g

g

g

ƒ

Completed acquisition (1 Feb)

Operational achievements

Operational achievements

ƒ

First half slightly ahead of

Financial achievements

Financial achievements

and emerged as new Optimal

Payments

ƒ

Integration on track

expectations

Revenue

$57.4m

EBITDA

$6.4m

ƒ

Technology / platforms

ƒ

Organisational structure

ƒ

Rationalisation substantially

l t

Headcount

415 @ 30 June

Now at 375

Group cash

$53 8m

complete

ƒ

Headcount reductions post H1

ƒ

Duplicated costs eliminated

ƒ

Annualised savings $4m+

Group cash

$53.8m

ƒ

Well positioned for second half

growth

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Financial performance

© Optimal Payments Plc. www.optimalpayments.com

11 www.optimalpayments.com

(12)

Revenue

2011 H1 Financials

2011 H1 Financials

Revenue

ƒ

Trading revenue $57.0m (ex investment

$57.0 m

g

$

(

income)

NETBANX STP:

$36.9m

64% of total

$30.4 m

ƒ $23.0m contribution from acquired OP business

(5 months from 1 Feb 2011)

ƒ $13.9m from original NETBANX business, up 26% from $11.0m

NETELLER:

$20.1m

36% of total

ƒ In line in challenging marketsg g - regulatory impacts

- poker weakness

ƒ Impact of H1 product developments expected in H2 / 2012

Note

Revenue for H1 2010 adjusted to show impact of change of Asian business model.

Asia Pacific revenues of $3.9m re-categorised to STP total revenues from Stored Value total to STP total revenues from Stored Value total revenues.

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Gross margin, EBITDA, cash

2011 H1 Financials

2011 H1 Financials

ƒ

EBITDA $6.4m

ƒ Slightly ahead of Board expectations

Gross margin

(1)

H1 2011

NETBANX STP 46 %

ƒ Impacted by

ƒ Direct and G&A costs impacted by stronger Canadian dollar = higher US$ costs

ƒ Additional integration costs including W b it b di d NETBANX l tf

NETBANX STP 46 %

NETELLER Stored Value 85 %

Total (blended) 60 %

Website rebranding and NETBANX platform integrations

ƒ

Headcount 415 at 30 June now 375

(1) Gross margin % calculated excluding $0.4m of investment income

ƒ

Headcount 415 at 30 June, now 375

ƒ Further reductions made in July/August as

part of planned rationalisation and integration programme

ƒ

Group Cash $53.8m

ƒ $33.8m after deducting merchant cash

© Optimal Payments Plc. www.optimalpayments.com

(14)

2011 H1 Summary

2011 H1 Summary

ƒ

Exceeded H1 revenue and EBITDA expectations

ƒ

Exited H1 with headcount and cost reduction programmes in place

ƒ

Completed integration of platforms

ƒ

Restructured organisation (single CEO and functional heads)

ƒ

Restructured organisation (single CEO and functional heads)

Well positioned to leverage new organisation and cost structure for growth

and profitability into second half

(15)

Business update

© Optimal Payments Plc. www.optimalpayments.com

15 www.optimalpayments.com

(16)

Our two growth

Our two growth

•• Focused on growing CNP / Focused on growing CNP / eCommerceMerchant proposition driven by tailored solutionsMerchant proposition driven by tailored solutionseCommerce marketsmarkets

Our two growth

platforms

Our two growth

platforms

•• Merchant proposition driven by tailored solutionsMerchant proposition driven by tailored solutionsbuilt on differentiation built on differentiation andand innovationinnovation

NETBANX

Straight Through Processing

NETELLER Stored Value

(eWallet and prepaid cards)

ƒ Focused on “customer not present”

ƒ Focused on online gaming market ƒ Private label eWallet solution targeted

at top tier retail brands ƒ B2B / B2C offering p

(CNP) market (eCommerce & Mail Order Telephone Order)

ƒ Targeting online merchants

ƒ Processing online transactions via

multiple banking partners g

(17)

NETBANX STP

NETBANX STP

Revenues H1 2011

NETBANX STP (gateway and bureau)

U d l i NETBANX b i

$ 36.9 m

$ 13 9 - Underlying NETBANX business

- Acquired OP business $ 13.9 m$ 23.0 m

ƒ

Strong growth with numerous contract wins

and healthy pipeline

ƒ

Leveraging proven North American model into

Europe with additional resources

ƒ

Scalable, robust platform and business model

Scalable, robust platform and business model

ƒ

Integration of NETBANX platforms nearing

completion, underpinning new product roll out

© Optimal Payments Plc. www.optimalpayments.com

(18)

NETELLER Stored Value

NETELLER Stored Value

Revenue H1 2011

NETELLER Stored Value $ 20.1 m

ƒ

Stable performance in challenging markets

Stable performance in challenging markets

ƒ

Longer term prospects encouraging:

ƒ

Recovery of position in gaming market

ƒ

Recovery of position in gaming market

ƒ Expanded product offering in H2 2011 building

on Newteller platform

ƒ US market potential although timing remains uncertain

uncertain

ƒ

Non-gaming – developing “White label”

(19)

The Optimal solution

Private Label 

Customer

ƒ A partnership for a private label full-service offering that bridges the in-store and online

Customer 

Account

Credit & Cash 

Management Loyalty and 

retention

bridges the in store and online consumer experience.

ƒ Provided by a sophisticated array of cutting edge

technology – where the

The

Optimal

 

S l i

Payments,  Card Mobile and 

merchant has full access and ownership of the customer data.

Solution

Acquiring,Card   & 

Issuing socially  connected Fraud  Prevention Customer  Insight

Secure acquiring & Consumer account

powered by

Our future

Our future

•••• Extends customer relationship beyond storeExtends customer relationship beyond storeConnects retail experience into consumers’ lifeConnects retail experience into consumers’ life •• Builds and rewards customer loyaltyBuilds and rewards customer loyalty

Secure acquiring &

payment processing Consumer accountand card services

© Optimal Payments Plc. www.optimalpayments.com

19

eWallet solution

eWallet solution

•• Builds and rewards customer loyaltyBuilds and rewards customer loyalty •• Provides unparalleled customer insightProvides unparalleled customer insight
(20)

Extends merchants’ channels beyond store & web

Desktop, Mobile and TV Set-top Shopping Apps/Widgets

Virtual card app Embedded micro-cart for mobile/device for mobile/device shopping Socially connected POS/contactless/ mobile payment b d barcode app

(21)

Our competitive

advantage

Our competitive

advantage

ƒ

Innovative customised solutions

ƒ

Single gateway connected to multiple banking relationships

ƒ

Risk management expertise

g

p

ƒ

Integrated offering of both STP and Stored Value

ƒ

Sophisticated development capabilities

ƒ

Loto Quebec, Desjardins, Shop Direct Group

ƒ

Expertise in online gaming

ƒ

Respected and recognised leader in gaming industry

ƒ

13 year track record of innovative solutions

ƒ

At peak, handling $10m per day in deposits

ƒ

One of few companies processing online transactions for brick & mortar

casino

ƒ

Strong management team

ƒ

Many years of collective payments experience across senior executives

ƒ

Online payments (processing and eWallet) and online gaming expertise

E t

i l h

ith

bli

k t ti

© Optimal Payments Plc. www.optimalpayments.com

21

ƒ

Entrepreneurial approach with public market perspective

ƒ

Innovative focus

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(23)

Business outlook

Business outlook

ƒ

Transition from focus on integration / rationalisation to business execution

ƒ

Transition from focus on integration / rationalisation to business execution

ƒ

NETBANX STP

ƒ

Replicating North American success in Europe

ƒ

NETELLER eWallet

ƒ

Continued growth in gaming

ƒ

Positioned for potential re-opening of US market

Positioned for potential re opening of US market

ƒ

Expansion outside of gaming (white label)

ƒ

Further investment in improving functionality (mobile)

ƒ

Continually evaluating M&A and partnership opportunities in a

consolidating market

© Optimal Payments Plc. www.optimalpayments.com

(24)

Current trading and

tl

k

Current trading and

tl

k

B

d

t

d EBITDA t b

t i ll hi h i H2

outlook

outlook

ƒ

Board expects revenues and EBITDA to be materially higher in H2

ƒ

Driven by strong H1, seasonality and STP pipeline

ƒ

Cost base optimised through headcount reductions and streamlined

processes

processes

ƒ

High % of revenue growth flows through to EBITDA

ƒ

On track to meet full year expectations

On track to meet full year expectations

(25)

For further information contact Optimal Payments Plc at p y investorrelations@optimalpayments.comp p y

Keith Butcher Andrew Gilchrist

CFO EVP Corporate Affairs

keith.butcher@optimalpayments.com andrew.gilchrist@optimalpayments.com Tel: +44 (0) 7584 344784 Tel: +44 (0) 1624 698 713 © Optimal Payments Plc. www.optimalpayments.com 25 www.optimalpayments.com 25 © Optimal Payments Plc. ( ) ( ) Mob: +44 (0) 7747 637 248

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Appendices

(27)

1 The market

© Optimal Payments Plc. www.optimalpayments.com

27 www.optimalpayments.com

(28)

The changing

The changing

•• Online payments is a rapidly developing marketOnline payments is a rapidly developing marketTraditional payment methods and players givingTraditional payment methods and players giving

The changing

payments landscape

The changing

payments landscape

•• Traditional payment methods and players givingTraditional payment methods and players givingway to “alternative payments” and new entrantsway to “alternative payments” and new entrants
(29)

Where does Optimal

Where does Optimal

•• True combination of online processing (NETBANX)True combination of online processing (NETBANX)and stored value (NETELLER) solutionsand stored value (NETELLER) solutions

Where does Optimal

Payments fit?

Where does Optimal

Payments fit?

( )

( )

•• Branded propositions built on innovation … Branded propositions built on innovation … and differentiation

and differentiation

eCommerce Engine /

Shopping Carts AggregatorGateway / ISO / Acquirer / Processor Payments / Alternative Stored Value

© Optimal Payments Plc. www.optimalpayments.com

(30)

Global alternate payments industry

eWallet penetration of global

market size by segment ($bn)

B2C eCommerce (%)

2010 2015

2010-2015

The online

payments market

The online

payments market

•• Strong growth forecast in alternate payments industry Strong growth forecast in alternate payments industry –– across multiple channels (online, mobile, contactless) across multiple channels (online, mobile, contactless)

i f i i ifi

i f i i ifi

payments market

(31)

2 Our business – in more detail

© Optimal Payments Plc. www.optimalpayments.com

31 www.optimalpayments.com

(32)

Optimal Payments: a short … but eventful … history

Exceptional US i Stabilisation Business

Exceptional growth and success US issues & resolution Stabilisation and refocus Business transformation Drive to scale 1999 - 2006 2006 - 2007 2007 - 2009 2010 - ongoing

2006 Entered STP market with Netbanx acquisition 2005 Optimal spins off gaming

division (FireOne) on LSE

2007 DPA (Aug) resolution with US DOJ 2011 NEOVIA acquires Optimal Payments business and renames 2009 Strengthened management team

division (FireOne) on LSE 2004 IPO in London; NETELLER gains FSA authorisation 2005 Optimal (OPMR) purchases SureFire 2006 UIGEA enacted e a es 2010 Newteller platform 2008 Group rename and rebrand to NEOVIA purchases SureFire Commerce, renamed Optimal Payments 2003 NETELLER launches

world’s first truly global prepaid card

p launched Q3 Business transformation – headcount reduced from 443 2008 Private group acquires CNP division of Optimal g p p

2001 InstaCASH first service to make bank transfers instant to 310 during 2010 2008 Launch of Net+ physical, web and i t l d 1999 NETELLER eWallet service

launched for US/Canada

virtual card brand

(33)

Our two growth

Our two growth

•• Focused on growing CNP / Focused on growing CNP / eCommerceMerchant proposition driven by tailored solutionsMerchant proposition driven by tailored solutionseCommerce marketsmarkets

Our two growth

platforms

Our two growth

platforms

•• Merchant proposition driven by tailored solutionsMerchant proposition driven by tailored solutionsbuilt on differentiation built on differentiation andand innovationinnovation

NETBANX

Straight Through Processing

NETELLER Stored Value

(eWallet and prepaid cards )

ƒ Focused on “customer not present”

ƒ Focused on online gaming market ƒ Private label eWallet solution targeted

at top tier retail brands ƒ B2B / B2C offering p

(CNP) market (eCommerce & Mail Order Telephone Order)

ƒ Targeting online merchants

ƒ Processing online transactions via multiple banking partners

© Optimal Payments Plc. www.optimalpayments.com

33

g multiple banking partners

(34)

The NETBANX STP payment processing offering

NETBANX

ƒ

NETBANX

ƒ Processing gateway

ƒ Merchant account

ƒ Risk & Compliance services

ƒ

Why merchants need it

ƒ To accept customer-not-present (“CNP”) payments from merchant websites over the phone (IVR) mail websites, over the phone (IVR), mail order, or via contact centres

ƒ

Feature rich gateway

ƒ Multi-currency platformy p

ƒ Tokenisation ƒ Recurring billing

ƒ Sophisticated client reporting system ƒ Easy to use back office

ƒ

Differentiation

ƒ 27 banking/acquiring relationships around the world

Si l i t ti t it ll

ƒ Single integration to access it all

(35)

Stored Value - the NETELLER Payment Account

ƒ NETELLER Payment Account

ƒ Online stored value consumer account

ƒ Strong privacy and convenience for

online financial transactions

ƒ Direct settlement with merchants i

bypassing card networks

ƒ Accepted at 30m locations either directly or via physical, web and virtual MasterCards

ƒ Merchant Value

ƒ Improves shopping conversions

ƒ Improves margin & reduces fraud

ƒ Instant access to consumers in over

180 countries

ƒ Customer acquisition, stimulation and retention programs

ƒ Guaranteed funds

ƒ Proves the customer identity ƒ Differentiation

ƒ Bridging online and offline worlds

ƒ Iron-clad risk and identity tools

ƒ Instant settlement Hi h i © Optimal Payments Plc. www.optimalpayments.com 35 ƒ High conversions

(36)

The Optimal Payments

b i

d l

The Optimal Payments

b i

d l

•• Revenues principally driven by merchantsRevenues principally driven by merchants •• Gross margin higher for stored value as Gross margin higher for stored value as

business model

business model

lower variable costslower variable costs

Stored Value

Straight Through Processing

CONSUMER

ONLINE MERCHANT

ONLINE MERCHANT

100%

Stored Value revenue

C. 40% C. 60%

STP revenue

PROCESSING COSTS

c.46% margin

PROCESSING COSTS BAD DEBTS

c 85% margin

PROCESSING COSTS BADDEBTS

NOTE: Figures are based on 2011 first half results, and may not be

(37)

A highly

leveragable

A highly

leveragable

•• Operationally geared, scalable businessOperationally geared, scalable business E ti ll fi d t b ith hi h i E ti ll fi d t b ith hi h i

leveragable

business

leveragable

business

•• Essentially fixed cost base … with high marginsEssentially fixed cost base … with high margins

Illustrative impact of a $10m increase in revenue

Mix

Revenue Gross

EBITDA

uplift

margin

(1)

uplift

NETELLER

36%

$ 3.6m

85%

$ 3.06m

Stored Value

Stored Value

NETBANX STP

64%

$ 6.4m

46%

$ 2.94m

$ 10.0m

$ 6.00m

+60%

ƒ

Increases in revenue drive significant improvements in gross margin …

and EBITDA due to fixed nature of cost base

(1) Figures are based on H1 2011 interim results and may not be indicative of forward looking periods’

© Optimal Payments Plc. www.optimalpayments.com

37

(1) Figures are based on H1 2011 interim results, and may not be indicative of forward looking periods figures for these measures

(38)

Actuals and

f

t

Actuals and

f

t

•• Return to growth following acquisition of OP businessReturn to growth following acquisition of OP business EBITDA th d i b i l

EBITDA th d i b i l

Revenue ($m)

EBITDA ($m) & EBITDA margin (%)

consensus forecasts

consensus forecasts

•• EBITDA growth driven by margin leverageEBITDA growth driven by margin leverage

Revenue ($m)

EBITDA ($m) & EBITDA margin (%)

Interest Income (1) STP Stored Value 124.6 111.0 +38% growth +12% growth 69.6 80.7 61.6 +55% growth 16.7 11 2 17.4 24.0 44.1 40.6 43.1 2010A 2011F 2012F 11.2 2010A 2011F 2012F 18.2% 15.7% 19.5%

(39)

Balance sheet

Balance sheet

•• Cash position remains solid postCash position remains solid post--dealdeal

2 tibl d bt $28 5 i d t f d d l 2 tibl d bt $28 5 i d t f d d l

Balance sheet

Balance sheet

•• 2 year convertible debt $28.5m issued to fund deal 2 year convertible debt $28.5m issued to fund deal

Group “own” cash 30 Jun 11 31 Dec 10

Cash $ 48.1 m $ 51.1 m

Restricted cash $ 1.5 m $ 2.3 m

$ $

Surplus Qualifying Liquid Assets $ 4.1 m $ 10.8 m

Total group cash $ 53.8 m $ 64.2 m

less Merchant cash included in cash ($ 20.0 m) ($ 10.6 m) less Merchant cash included in cash ($ 20.0 m) ($ 10.6 m)

(within current liabilities)

Group “own” cash $ 33.8 m $ 53.6 m

L t tfl f d l (1) ($16 4 )

Less net outflow for deal (1) ($16.4 m)

Group cash – pro-forma post deal $ 37.2 m

(1) N t hfl l t d t i iti 1 F b 2011 i fl f $10 5 f f d i i h tfl

© Optimal Payments Plc. www.optimalpayments.com

39

(1) Net cashflow related to acquisition 1 Feb 2011 – inflow of $10.5m from fundraising, cash outflow of $25.0m to vendors on closing, and deal costs of $1.9m

(40)
(41)

Optimal Payments Plc - senior leadership team

ƒ

Leadership team combines expertise and experience in payments, cards, online

gaming and internet technology

Joel

Joel

Leonoff

President & CEO

Danny

Chazonoff

Butcher

Keith

Chief Operating Officer

Chief Financial Officer

ƒ

Supported by experienced executive team and employees from both businesses

across locations

ƒ

Calgary Montreal Gatineau Canada; Cambridge London UK; IOM HQ

© Optimal Payments Plc. www.optimalpayments.com

41

(42)

Senior leadership team biographies

Joel

Leonoff CEO

Joel is an entrepreneurial leader and visionary, with a proven track record, having served as CEO, COO and CFO of private and publicly traded companies. Joel founded SureFire Commerce Inc. (renamed Terra Payments), a Canadian TSE‐listed company, where he served as COO and CFO and as a board member and Chairman of the audit committee, and which merged with Optimal Payments Inc. Joel has previously served as the COO of PartyGaming

l th l di t d li i J l i Ch t d A t t plc, the leading quoted online gaming company. Joel is a Chartered Accountant.

Keith

Butcher CFO

Keith has extensive experience in the payments and technology sectors having previously been Finance Director of a number of AIM listed businesses including 6 years at DataCash Group plc the online payments company where he was Finance Director during its period of Group plc, the online payments company, where he was Finance Director during its period of rapid growth from a market capitalization of £8m to £300m. DataCash was recently sold to MasterCard for £350m. Keith is a UK qualified Chartered Accountant and was appointed as CFO in May 2010.

Danny

Chazonoff COO

Danny served as Chief Operating Officer and Chief Technology Officer at Optimal from November 2006. He has held a number of roles including CTO and COO with Optimal since its formation in 1999 as SureFire Commerce (renamed Terra Payments) and also at BCE Emergis. He brings a wealth of international payments expertise and IT experience to the STP business of the combined group.

(43)

Optimal Payments Plc – shareholder structure

IIU Nominees Limited

Shareholder structure – 1 September 2011

Total shares in issue

126,279,043

Source: Company website

28.39% (Ireland)

Franklin Templeton Institutional LLC

18.21% (US)

QVT Fund LP

10.68% (UK/US)

97.9%

Blackrock Asset Management

10.26% (UK)

Close Asset Management

Free float

Close Asset Management

4.15% (UK)

River & Mercantile Asset Management

3.26% (UK)

K2 Principal Fund 3.02% (Canada)

© Optimal Payments Plc. www.optimalpayments.com

43

p % ( )

Vendors of Optimal Payments 2.10% Other holders 19.13%

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