#1Paysafe: Third Quarter 2021 Earnings Presentation November 11, 2021#2Forward Looking Statements and Non-GAAP Financial Measures Forward-Looking Statements This presentation includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Paysafe Limited's ("Paysafe," "PSFE" or the "Company") actual results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "anticipate," "appear," "approximate," "believe," "budget," "continue," "could," "estimate," "expect," "forecast," "foresee," "goal," "guidance,” “intends,” “may," "might," "plan," "possible," "potential," "predict," "project," "seek," "should," "would" and variations of such words and similar expressions (or the negative version of such words or expressions) may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, without limitation, Paysafe's expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially, and potentially adversely, from those expressed or implied in the forward-looking statements. While the Company believes its assumptions concerning future events are reasonable, a number of factors could cause actual results to differ materially from those projected, including, but not limited to: cyberattacks and security vulnerabilities; complying with and changes in money laundering regulations, financial services regulations, consumer and business privacy and data use regulations or other regulations in Bermuda, the UK, Ireland, Switzerland, the United States, Canada and elsewhere; changes in our relationships with banks, payment card networks, issuers and financial institutions; risk related to processing online payments for merchants and customers engaged in the online gambling and foreign exchange trading sectors; risks related to our ability to satisfy closing conditions with respect to our acquisitions; risks related to our focus on specialized and high-risk verticals; risks related to becoming an unwitting party to fraud or be deemed to be handling proceeds of crimes being committed by customers; the effects of chargebacks, merchant insolvency and consumer deposit settlement risk; changes to our continued financial institution sponsorship; failure to hold, safeguard or account accurately for merchant or customer funds; risks related to the availability, integrity and security of internal and external IT transaction processing systems and services; failure of third parties to comply with contractual obligations; changes and compliance with payment card network operating rules; substantial and increasingly intense competition worldwide in the global payments industry; the COVID-19 pandemic, including the resulting global economic uncertainties; risks related to developing and maintaining effective internal controls over financial reporting; managing our growth effectively, including growing our revenue pipeline; any difficulties maintaining a strong and trusted brand; keeping pace with rapid technological developments; risks associated with the significant influence of our principal shareholders; terrorism; and other factors included in the "Risk Factors" in our Form 20-F and other filings we make with the SEC, which are available at https://www.sec.gov. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in their expectations with respect thereto or any change in events, conditions, or circumstances on which any statement is based, except as required by law. Trademarks This presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this presentation may be listed without the TM, SMⒸ or symbols, but Paysafe will assert, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights. Ⓡ Statement Regarding Non-GAAP Financial Measures This presentation also contains non-GAAP financial information. Paysafe management believes the presentation of these non-GAAP financial measures, when considered together with the Company's results presented in accordance with GAAP, provide users with useful supplemental information regarding Paysafe's operating performance. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP measures are set forth in the Appendix. These non-GAAP measures exclude items that are significant in understanding and assessing Paysafe's financial results or position. Therefore, these measures should not be considered in isolation or as alternatives to measures under GAAP. Paysafe: 2#3Key messages 3Q Adj. EBITDA in line with guidance, despite softer revenue Paysafe: +19% YoY Q3 volume growth Continued execution across Paysafe's strategy: Winning in NA iGaming and other high growth verticals (e.g., crypto) and delivering on cost and tech platform targets Digital Wallet weaker than expected; addressing performance challenges and repositioning for long-term success +2% YoY Q3 revenue growth excl. Pay Later(¹) (-1% reported) As a result, resetting 2021 and 2022 financial outlook +5% YoY(²) Q3 revenue growth excl. Pay Later(¹) and Direct Marketing (1) Paysafe reported revenue of $353.6 million in Q3'21 and $355.5 million in Q3'20. Growth rate of 2% excludes Pay Later which was divested October 2020. See appendix for a reconciliation of this non-GAAP financial measure. (2) Excludes revenue generated by the direct marketing vertical. See slide 14 for additional information. 3#4Performance relative to expectations Expectations as of August 16, 2021 • Direct Marketing vertical improvement in 2H21 Continued execution on cost savings • Strong pipeline in eCommerce Processing, expected to onboard new clients in Q4 Digital Wallet segment • Soft summer activity, with return to normal seasonality and Europe reopening effects; expected Q4 improvement to follow Q3 guidance and full year outlook 3Q guidance: Rev. $360m - $375m; Adj. EBITDA $95m - $110m • Maintained FY21 outlook Paysafe: Today Direct Marketing recovering as expected (incr. Q/Q) Delivered $26m cost savings YTD; expect >$35m FY21 eCommerce agreements modified (different scope and ramp); pipeline remains healthy Digital Wallet segment * Second half Q3 weaker than expected with weakness continuing into Q4; challenges to address in Digital Wallet Q3 results and full year outlook 3Q Rev. $354m (below guidance); Adj. EBITDA $106m (inline) * Lowering FY21 and FY22 (Digital Wallets turnaround) 4#5Digital Wallet performance weaker than expected... Spring: fundamentals improving with cleaner portfolio as a result of earlier exits/restrictions on networks; saw good indicators of lapping legacy issues Summer: quiet European sports betting activity (expected soft Q3, followed by improvement in Q4); leadership transition in digital wallets division (Jul - Sept) Paysafe: $95 Q1 Performance vs prior expectations Digital Wallet 2021 quarterly revenue $m $97 Q2 prior expectation $84 Q3 current expectation Q4 Late Summer / Early Fall: Even weaker than expected and further softening in Europe, primarily regulatory related (e.g., Germany, Netherlands); actions taken to review and revise pricing/tiering to better align with market $395 Performance full year 2021e vs 2020A Digital Wallet 2020A to 2021e revenue $m ~$385 + m 2020A networks core ~$355 2021e regs/ pricing/ 2021e (prior) markets tiering (today) 5#6...taking action to reset Digital Wallet Digital Wallet challenges 1 Lap legacy issues (networks) 2 3 4 Paysafe: Core wallet needs to be more competitive in Europe Organization needs to be simplified and rightsized Deliver against the bigger initiatives in front of us Short term Mid term Headwinds Actions to reposition for long-term success 1 Networks issue lapped 2 Improvements to customer experience and pricing changes 3 Exit non-performing product features 3 Rightsize the organization; clean up the balance sheet 2 Strengthen relationships with top tier merchants 4 Continue to grow Skrill USA 4 Expand crypto capabilities and partnerships Continued market softness/regulations in Europe • Low 2021 exit rate 6#7Direct Marketing vertical is recovering as expected Paysafe Direct Marketing Net new merchants Paysafe: Q1'21 Q2'21 * October actuals~100% of Q3 growth Q3'21 Oct* Q4'21 Recovery Net new merchants turned positive in June and Q3 Strong momentum continuing into Q4 ● ● 7#8Delivering strong growth across the majority of Paysafe's businesses Paysafe: eCash Growth moderating post-covid with higher run rate vs 2019. $273 2019 $333 2020 Revenue $m ~18% YoY 2021e $578 Strong eCommerce growth across attractive digital commerce verticals. US SMB Acquiring remains healthy. 2019 Note: Pie chart reflects YTD 2021 revenue as a percent of total revenue. (1) Figures do not include Pay Later, which was divested in October 2020. Pay Later generated revenue of $27m in 2019 and $24m in 2020. Integrated Processing (excl. direct marketing) $568 2020 Revenue $m(¹) ~18% YoY 2021e ~70% of revenue 8#9Recent progress on our strategic priorities Q3 and recent highlights Win in NA iGaming Revenue +50% YTD Live in 19 states Recent launches: fubo SPORTS BET PLAYUPY SUPERBOOK SPORTS SPORTSBOOK MONTANA Ready for expansion in Canada - signed multiple deals with tier 1 operators Skrill Digital Wallet revamp Piloting 11 brands Avg. deposits higher than other payment methods ✓ Strong conversion rates Paysafe: You pay 39.60 USD Recommended Pay instantly with your bank RCH account Sp Limit up to $1,000.00 Other ways to pay Skrill Balance VISA 0 O You pay 39.60 USD y directly from your bank account. T Bank of America 89**262 Linie 10,000.00 USD Bank of America 85**329 mt 10,000.00 USD Deposit successful You paid $39.60 with Skrill instant ACH. Go back to merchant Grow key digital commerce verticals Adding 4,600 Walmart stores, enabling bill pay with eCash through Incomm partnership eCash - a leading solution for the growing neobank market N26 monese M bung Added Solana to Digital Wallets (now offering 38 cryptocurrencies) as well as building pipeline of crypto platforms seeking pay in and pay out solutions Partnering with Visa to implement Visa Direct push payments, further enhancing our pay out options 9#10Recent progress on our strategic priorities (contd.) Drive global scale Achieved target to migrate ~70% of business to new tech/cloud by 2021 Exceeded cost saving plan - risk, banking and operations - $26m YTD Paysafe: $35m+ FY21 Cost Savings ($50m+ annualized) $26m YTD Sept Q3 and recent highlights ● M&A PagoEfectivo and viafintech closed Strong interest from existing merchants and pipeline (e.g., iGaming and crypto) Multiple cross sell conversations underway safety pay P PagoEfectivo ili viafintech 10#11Continued momentum and execution across Paysafe's strategy Paysafe: Delivering against strategic pillars Easy connectivity to ALL payment methods through a single API Gateway / Card Win in NA iGaming Grow New Verticals Drive Scalability Paysafe: Market Consolidation Digital Wallets eCash Open Banking 50% revenue growth 2021 YTD with expanding pipeline Expanding pipeline (crypto, digital goods, financial services, travel) Meeting or beating tech and cost savings commitments for 2021 Integrations on track; active cross sell pipeline 11#12Q3 performance versus guidance Paysafe: $millions Revenue Gross Profit (excl. D&A) Adj. EBITDA Cost of Services (excl. D&A) + SG&A (excl. SBC) Q3 2021 Guidance $360 - $375 $210 - $220 $95 - $110 ~$265 Actual × $354 × $209 ✓ $106 ✓ $247 12#13Q3 financial highlights Volume ($bn) $26.2 Q3 2020 $107.3 Q3 2020 +19% Adj. EBITDA (¹) ($m) margin 30.2% $31.1 -1% Q3 2021 $106.4 Q3 2021 30.1% flat Ex. PL take rate Revenue ($m) $355.5 Q3 2020 1.4% $58.8 Q3 2020 Paysafe: Note: Volume = total payment volume. Take rate = total revenue divided by volume. (1) (2) -1% FCF(¹) ($m) $353.6 +19% Q3 2021 1.1% $70.2 Q3 2021 +2% Ex. PL ● ● ● ● Volume. YoY growth led by Integrated Processing Revenue. Growth from Integrated Processing and eCash offset by Digital Wallet Adj. EBITDA. Margin consistent with prior year as mix headwind largely offset by cost optimization FCF. 66% conversion (FCF/Adj. EBITDA); YTD 69% Excluding Pay Later(2). Revenue growth of 2% and Adj. EBITDA flat Adj. EBITDA and FCF are non-GAAP financial measures. See the appendix of this presentation for a reconciliation to the most directly comparable GAAP financial measures. The sale of Pay Later closed in October 2020. In the third quarter of 2020, Pay Later generated revenue and Adj. EBITDA of approximately $7.7m and $1.2m, respectively. 13#14Underlying growth, excl. direct marketing impact Direct marketing vertical improves sequentially; YoY headwind moderating in 2H YTD Revenue $m Direct Marketing (¹) Other Revenue YTD Adj. EBITDA $m Direct Marketing (¹) Other Revenue $1,033 YTD'20 excl. Pay Later (2) Paysafe: (3) $326 YTD'20 excl. Pay Later (2) $1,115 YTD'21 $339 YTD'21 13% growth(3) excl. Pay Later and Direct Marketing 16% growth(3) excl. Pay Later and Direct Marketing Q3 Revenue $m Direct Marketing (¹) Other Revenue Q3 Adj. EBITDA $m Direct Marketing (¹) Other Revenue $348 Q3'20 excl. Pay Later(2) $106 Q3'20 excl. Pay Later (2) $354 Q3'21 $106 Q3'21 (1) Amounts predominately consist of direct marketing, but also includes additional card not present volumes in verticals with higher regulation and credit risk profiles including but not limited to insurance, multi-level marketing, credit monitoring and repair, membership and dating as well as retail low risk volume primarily in automotive, restaurant, and retail industries. (2) Figures exclude Pay Later, which was divested in October 2020. See appendix for a reconciliation of this non-GAAP financial measure. Reflects Paysafe total revenue minus Direct Marketing. Amounts totaled $335 million in Q3'21 and $319 million in Q3'20. For Adjusted EBITDA, amounts totaled $100 million in Q3'21 and $90 million in Q3'20. Amounts totaled $1,054 million YTD 2021 and $936 million in YTD 2020. For Adjusted EBITDA, amounts totaled $315 million in YTD 2021 and $271 million in YTD 2020. Direct Marketing Adj. EBITDA amounts do not include allocation of shared costs. 5% growth(3) excl. Pay Later and Direct Marketing 10% growth(3) excl. Pay Later and Direct Marketing 14#15Q3 summary of consolidated results $ in millions, except volume Volume Revenue Gross Profit (excluding D&A) Margin % Adj. EBITDA Margin % Depreciation and amortization Interest expense, net Net loss attributable to Paysafe Paysafe: Q3'20(¹) $26.2bn $355.5 $220.2 61.9% $107.3 30.2% $66.1 $42.6 ($38.1) Q3'21 $31.1bn $353.6 $208.7 59.0% $106.4 30.1% $61.8 $19.3 ($147.2) Change 19% (1%) (5%) (1%) (7%) (55%) NM ● Impairment charge of $322m relating to intangible assets within Digital Wallet segment Fair value gain of $94m resulting from the remeasurement of the warrant liability at quarter-end (1) As of December 31, 2020, an out of period adjustment related to the period ended March 31, 2020 was identified and corrected for the impairment of certain Digital Wallet's intangible assets. This resulted in the overstatement of intangible assets, net and understatement of impairment expense on intangible, assets, net of $21.4 million ($15.8 million net of tax), respectively, as of March 31, 2020. The prior period results have been revised to reflect the correction of this misstatement. 15#16eCash segment Paysafe: ● ● Volume ($bn) $1.2 Q3 2020 +10% $1.3 Q3 2021 take rate Percentages may not tie to dollar amounts due to rounding. (1) Estimated twelve-month actives as of September 2021. Revenue ($m) $82.0 Q3 2020 7.1% +10% $90.2 Q3 2021 7.1% margin Adj. EBITDA ($m) $30.8 Q3 2020 37.6% Strong revenue and Adj. EBITDA growth - moderating with the end of lockdowns in Europe and regulatory impacts Q3 2021 revenue run rate 26% higher than Q3 2019 (constant Fx) Excluding Germany and Netherlands, revenue increased >20% Overall active users 11.5m (¹) +18% $36.3 Q3 2021 40.3% 16#17Digital Wallet segment Paysafe: ● Volume ($bn) $4.8 Q3 2020 -17% $4.0 Q3 2021 take rate (1) Twelve-month actives as of Sept 2021 Revenue ($m) $98.5 Q3 2020 2.0% -15% $83.7 Q3 2021 2.1% margin Adj. EBITDA ($m) $48.1 Q3 2020 48.8% -17% $39.9 Q3 2021 47.7% Volume and revenue reflect a combination market softness including regulatory impacts in Europe and performance challenges Take rates remain stable Active users 3.2m (¹) 17#18Integrated Processing segment Paysafe: Pay Later- ● ● ● ● ● Volume ($bn) $20.2 $19.9 Q3 2020 +28% $26.0 Q3 2021 +30% Ex. PL Pay Later- take rate Revenue ($m) $180.6 $172.8 Q3 2020 0.9% +4% +8% Ex. PL Strong underlying growth excluding direct marketing and divestiture US acquiring remains healthy with growth normalizing $186.9 Q3 2021 0.7% Pay Later Adj. EBITDA ($m) $48.7 $47.5 Q3 2020 margin 27.0% -9% $44.4 -7% Ex. PL Q3 2021 23.8% Direct marketing recovering as expected with sequential improvement Take rate compression reflects mix - lower volume from Direct Marketing (high take rate) and strong volume growth in ISO and ISV channels (lower take rate) Excluding Direct Marketing and Pay Later (divested Oct 2020), Revenue and Adj. EBITDA would have increased ~16% and ~19%, respectively (see appendix) 18#19Sustained take rates across segments Paysafe take rate: 7.3% Digital Wallet 18% 1.6% 1.0% '18FY 1.4% Q3'20 volume mix(¹) eCash 4% 7.2% 1.6% 1.0% '19FY 1.4% 7.2% Integrated Processing 77% 1.8% Digital Wallet 13% 1.0% 'Q1'20 1.4% - Integrated Processing take rate Q3'21 volume mix (¹) eCash 4% 7.2% 2.0% 1.0% 'Q2'20 1.5% Integrated Processing 84% Paysafe: (1) Mix percentages may not sum to 100% due to rounding and intercompany amounts. 7.1% 2.0% 0.9% 'Q3'20 1.4% 7.3% 2.0% 0.9% 'Q4'20 1.4% -Digital Wallet take rate $bn US Acquiring 7.3% Integrated eComm Direct Marketing 2.1% 0.8% 'Q1'21 1.4% 7.3% 2.1% Q3'21 $19.8 $5.3 $0.8 0.7% 'Q2'21 1.2% eCash take rate YoY +36% +21% -11% 7.1% Integrated Processing volume mix and growth YTD +39% +34% -19% 2.1% 0.7% 'Q3'21 1.1% Long term take rates ~7% ~1.8% ~0.8% 1.4% Take rate range 0.7% to 0.9% 0.5% to 0.6% 2.0% to 3.0% 19#20Leverage summary Liquidity summary ($m) Cash and cash equivalents Undrawn amounts under revolving credit facility (¹) Leverage ($m) Total debt(¹) Cash and cash equivalents Net debt(¹) Net debt-to-LTM Adj. EBITDA(2) Paysafe: (1) (2) 9/30/21 $262 $170 9/30/21 $2,169 $262 $1,907 4.4x ● ● Increased draw on revolving credit facility (Q3 acquisition of PagoEfectivo) Committed $390m and €275m incremental senior secured loans to refinance drawn revolver and finance acquisitions of viafintech and SafetyPay (expected to be drawn Q4) Maintaining significant covenant headroom Continued commitment to long-term leverage goal of 3.5x Total debt includes the outstanding principal on the Company's borrowings. Total debt excludes the drawn amounts of a local $50 million Credit Facility held in the US outside the Company's Senior Credit Facility. The nature of the facility is to draw on the facility daily and to prefund daily interchange and acts as a source of working capital. Net debt-to-LTM Adj. EBITDA is defined as Net Debt (Total Debt less Cash and cash equivalents) divided by the Company's adjusted EBITDA as defined on slide 27 for the last 12 months and does not represent the definition of adjusted EBITDA that is used for covenant calculation purposes. 20#21Revising 2021 guidance Paysafe: $millions Revenue Year-over-year growth(¹) Gross Profit (excl. D&A) Gross Margin Adj. EBITDA Adj. EBITDA Margin Cost of Services (excl. D&A) + SG&A (excl. SBC) % of Revenue ● ● 2021 FY Guidance Prior $1,530 - $1,550 9% - 10% $930 - $970 61% -63% $480 - $495 ~32% 2021 revised expectations Resetting Digital Wallet Different timing and scope of eCommerce deals Includes contribution from PagoEfectivo and viafintech but not SafetyPay $1,030 $1,070 67% -69% Current $1,470 - $1,480 ~5% (1) Pay Later, which was divested in October 2020, generated revenue of $24m and Adj. EBITDA of $4m in 2020; growth rate excludes these amounts. $870 - $880 ~59% $425 - $435 ~29% ~$1,045 ~71% Q4 Guidance $355 - $365 (4%) - (1%) $205 - $215 58% -59% $90 - $100 25% -27% ~$265 73% -75% 21#222022 preliminary expectations Paysafe: $millions Revenue Adj. EBITDA 2022 preliminary $1,530 - $1,580 $440 - $460 *2022 preliminary expectation assumes SafetyPay closes by year end 2021 eCash moderating; regulatory impacts in 1H; inorganic growth (PagoEfectivo, viafintech, Safety Pay*) Direct Marketing recovery • Integrated Processing - double-digit growth Digital wallet reset 22#23Summary Focused on delivering on our strategic priorities, underscored by multiple payment options and risk management, to partner with leading-edge companies in fast growing verticals Paysafe: Resetting the 2021 and 2022 financial outlook Clear path forward to address challenges and unlock value in Digital Wallets Confident in our long-term outlook |我北新北| Cong -------我涉及酒-批發及西球根就 ECO laris 23#24Paysafe: Appendix#25Integrated Processing: absorbing direct marketing headwind in 2021 Direct marketing improves sequentially; YoY headwind moderating in 2H YTD Revenue $m Direct Marketing (¹) US Acquiring and Integrated eComm. YTD Adj. EBITDA $m Direct Marketing (¹) US Acquiring and Integrated eComm. Paysafe: (1) (2) (3) $522 YTD'20 excl. Pay Later $152 YTD'20 excl. Pay Later (2) (2) $555 YTD'21 $135 YTD'21 16% growth(3) excl. Pay Later and Direct Marketing 15% growth(3) excl. Pay Later and Direct Marketing Q3 Revenue $m Direct Marketing(¹) US Acquiring and Integrated eComm. Q3 Adj. EBITDA $m Direct Marketing (¹) US Acquiring and Integrated eComm. $173 Q3'20 excl. Pay Later ²) $48 Q3'20 excl. Pay Later (2) $187 Q3'21 $44 Q3'21 16% growth(3) excl. Pay Later and Direct Marketing 19% growth(3) excl. Pay Later and Direct Marketing Amounts predominately consist of direct marketing, but also includes additional card not present volumes in verticals with higher regulation and credit risk profiles including but not limited to insurance, multi-level marketing, credit monitoring and repair, membership and dating as well as retail low risk volume primarily in automotive, restaurant, and retail industries Figures exclude Pay Later, which was divested in October 2020. See appendix for a reconciliation of this non-GAAP financial measure. Reflects Integrated Processing segment minus Direct Marketing. Revenue amounts totaled $168 million in Q3'21 and $144 million in Q3'20. For Adjusted EBITDA, amounts totaled $38 million in Q3'21 and $32 million in Q3'20. Revenue amounts totaled $493 million YTD 2021 and $425 million in YTD 2020. For Adjusted EBITDA, amounts totaled $111 million in YTD 2021 and $97 million in YTD 2020. Direct Marketing Adj. EBITDA amounts do not include allocation of shared costs. 25#26Supplemental segment data Paysafe: Volume ($m) Integrated Processing Digital Wallets eCash Intersegment Total Take Rate Integrated Processing Digital Wallets eCash Total Revenue ($000s) Integrated Processing Digital Wallets eCash Intersegment Total Gross Profit ($000s) (¹) Integrated Processing Digital Wallets eCash Intersegment Total $ $ Q1 2021 (204) $ 27,512 21,565 $ 4,602 1,549 $ 0.8% 2.1% 7.3% 1.4% 176,903 94,923 112,916 (7,318) $ 377,424 91,603 70,278 64,505 1 $ 226,386 Q2 2021 26,356 4,698 1,432 (194) $ 32,292 0.7% 2.1% 7.3% 1.2% $ 191,230 97,269 103,877 (8,033) $ 384,343 $ 93,937 75,267 59,358 3 $ 228,565 $ 25,953 3,995 1,268 (156) $ 31,060 $ Q3 2021 $ 0.7% 2.1% 7.1% 1.1% 186,890 83,663 90,174 (7,141) $ 353,585 92,665 63,649 52,409 10 $ 208,734 (1) Gross Profit has been calculated as revenue, less cost of services and depreciation and amortization. Gross profit is not presented within the Company's consolidated financial statements. 26#27Statement regarding Non-GAAP financial measures To supplement the Company's condensed consolidated financial statements presented in accordance with generally accepted accounting principles, or GAAP, the company uses non-GAAP measures of certain components of financial performance. This includes Gross Profit (excluding depreciation and amortization), Gross Profit Margin (excluding depreciation and amortization), Adjusted EBITDA, Adjusted EBITDA margin, Free cash flow and Free cash flow conversion, which are supplemental measures that are not required by, or presented in accordance with, accounting principles generally accepted in the United States ("U.S. GAAP"). Gross Profit (excluding depreciation and amortization) is defined as revenue less cost of services (excluding depreciation and amortization). Gross Profit Margin (excluding depreciation and amortization) is defined as Gross Profit (excluding depreciation and amortization) as a percentage of revenue. Management believes Gross Profit to be a useful profitability measure to assess the performance of our businesses and ability to manage cost. Adjusted EBITDA is defined as net income/(loss) before the impact of income tax (benefit)/expense, interest expense, net, depreciation and amortization, share based compensation, impairment expense on intangible assets, restructuring and other costs, loss/(gain) on disposal of a subsidiaries and other assets, net, and other income/(expense), net. These adjustments also include certain costs and transaction items that are not reflective of the underlying operating performance of the Company. Adjusted EBITDA margin is defined as Adjusted EBITDA as a percentage of Revenue. Management believes Adjusted EBITDA to be a useful profitability measure to assess the performance of our businesses and improves the comparability of operating results across reporting periods. Free cash flow is defined as net cash flows provided by/used in operating activities, adjusted for the impact of capital expenditure, payments relating to restructuring and other costs, cash paid for interest and movements in customer accounts and other restricted cash. Capital expenditure includes purchases of property plant & equipment and purchases of other intangible assets, including software development costs. Capital expenditure does not include purchases of merchant portfolios. Free cash flow conversion is defined as free cash flow as a percentage of Adjusted EBITDA. Management believes free cash flow to be a liquidity measure that provides useful information about the amount of cash generated by the business Management believes the presentation of these non-GAAP financial measures, including Gross Profit, Gross Profit Margin, Adjusted EBITDA and Adjusted EBITDA margin, when considered together with the Company's results presented in accordance with GAAP, provide users with useful supplemental information in comparing the operating results across reporting periods by excluding items that are not considered indicative of Paysafe's core operating performance. In addition, management believes the presentation of these non-GAAP financial measures provides useful supplemental information in assessing the Company's results on a basis that fosters comparability across periods by excluding the impact on the Company's reported GAAP results of acquisitions and dispositions that have occurred in such periods. However, these non-GAAP measures exclude items that are significant in understanding and assessing Paysafe's financial results or position. Therefore, these measures should not be considered in isolation or as alternatives to revenue, net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that Paysafe's presentation of these measures may not be comparable to similarly titled measures used by other companies. In addition, the forward-looking non-GAAP financial measures of Adjusted EBITDA, Free Cash Flow conversion and Gross Profit provided herein have not been reconciled to comparable GAAP measures due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations. We have reconciled the historical non-GAAP financial measures presented herein to their most directly comparable GAAP financial measures. A reconciliation of our forward-looking non-GAAP financial measures to their most directly comparable GAAP financial measures cannot be provided without unreasonable effort because of the inherent difficulty of accurately forecasting the occurrence and financial impact of the adjusting items necessary for such reconciliations that have not yet occurred, are out of our control, or cannot be reasonably predicted. For the same reasons, we are unable to address the probable significance of the unavailable information, which could be material to future results. Paysafe: 27#28GAAP Net Income to Adjusted EBITDA reconciliation Paysafe: ($ in thousands) Net Loss Income tax benefit Interest expense, net Depreciation and amortization Share based compensation expense Impairment expense on intangible assets Restructuring and other costs Loss (gain) on disposal of subsidiaries and other assets, net Other (income) expense, net Adjusted EBITDA Adjusted EBITDA Margin $ Three months ended September 30, 2021 (147,106) (76,859) 19,272 61,832 8,713 322,210 14,833 (96,490) 106,405 30.1% $ $ 2020 (38,622) (14,305) 42,578 66,141 44,401 505 98 6,484 107,280 30.2% 2021 Nine months ended September 30, (200,850) (66,105) 144,291 197,408 92,830 324,145 22,321 (28) (175,573) 338,439 30.3% $ $ 2020 (123,702) (38,073) 123,332 203,132 123,804 10,511 359 31,062 330,425 31.3% Note: As of December 31, 2020, an out of period adjustment related to the period ended March 31, 2020 was identified and corrected for the impairment of certain Digital Wallet's intangible assets. This resulted in the overstatement of Intangible assets, net and understatement of Impairment expense on intangible assets, net of $21.4 million ($15.8 million net of tax), respectively, as of March 31, 2020. The prior period results have been revised to reflect the correction of this misstatement. 28#29GAAP to Non-GAAP reconciliation - growth excluding business disposal Nine months ended September 30, 2021 Paysafe: ($ in thousands) Paysafe total revenue Adjustment for disposed business (Pay Later) Paysafe total revenue excluding Pay Later Integrated Processing total revenue Adjustment for disposed business (Pay Later) Integrated Processing total revenue excluding Pay Later Net (Loss) / income Income tax benefit Interest expense, net Depreciation and amortization Share based compensation expense Impairment expense on intangible assets Restructuring and other costs (Gain) Loss on disposal of subsidiaries and other assets, net Other (income) / expense, net Total Paysafe Adjusted EBITDA Adjustment for disposed business (Pay Later) Paysafe total Adjusted EBITDA excluding Pay Later Integrated Processing total Adjusted EBITDA Adjustment for disposed business (Pay Later) Integrated Processing total Adjusted EBITDA excluding Pay Later Three months ended September 30, 2020 $355,505 7,741 $347,764 $180,557 7,741 $172,816 ($38,622) (14,305) 42,578 66,141 44,401 505 98 6,484 $107,280 1,160 $106,120 $48,674 1,160 $47,514 2021 $353,585 -1% $353,585 2% % change $186,889 4% $186,889 8% ($147,106) (76,859) 19,272 61,832 8,713 322,210 14,833 (96,490) $106,405 -1% $106,405 0% $44,432 -9% $44,432 -6% 2020 $1,056,204 23,611 $1,032,593 $545,171 23,611 $521,560 ($123,702) (38,073) 123,332 203,132 123,804 10,511 359 31,062 $330,425 4,148 $326,277 $155,938 4,148 $151,790 $1,115,352 6% $1,115,352 8% % change $555,034 2% $555,034 6% ($200,850) (66,105) 144,291 197,408 92,830 324,145 22,321 (28) (175,573) $338,439 $135,123 $338,439 4% $135,123 2% -13% -11% FY2020 $1,426,490 24,030 $1,402,460 $719,982 24,030 $695,952 ($134,332) (70,554) 164,788 265,738 (0) 151,820 20,640 (13,137) 40,805 $425,769 4,031 $421,737 $203,708 4,031 $199,677 29#30Operating Cash Flow to Free Cash Flow reconciliation Paysafe: ($ in thousands) Net cash inflows from operating activities Capital expenditure (¹) Cash paid for interest Payments relating to restructuring and other costs (2) Movement in customer accounts and other restricted cash (3) Free Cash Flow Adjusted EBITDA Free Cash Flow Conversion $ $ Three months ended September 30, 2021 51,590 (22,914) 6,933 8,035 26,508 70,152 106,405 66% $ $ 2020 37,764 (15,903) 59,934 2,776 (25,750) 58,821 $ 107,280 55% 2021 Nine months ended September 30, 92,600 (61,535) 62,797 12,215 127,199 233,276 338,439 69% $ 2020 172,806 (45,659) 117,780 14,900 (20,381) 239,446 330,425 72% (1) Includes purchases of property plant & equipment and purchases of other intangible assets, including software development costs. Capital expenditure does not include purchases of merchant portfolios. (2) Restructuring and other costs include acquisition costs related to the Company's merger and acquisition activity, restructuring costs, strategic transformation costs resulting from value creation initiatives following business acquisitions and professional consulting and advisory fees related to public company readiness activities. This includes certain professional advisory costs, office closure costs and resulting severance payments to employees. In accordance with ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, the Company includes customer accounts and other restricted cash in the Cash and Cash Equivalents balance reported in the Consolidated Statements of Cash Flows. Management consider the movement in Customer accounts and other restricted cash as settlement related, and have therefore offset against movements in Settlement Receivables and Funds payable and amounts due to customers. The movement stated is net of foreign exchange movements on translation of non-USD subsidiaries to USD at the reporting date, as well as realized foreign exchange movements. (3) 30#31GAAP Gross Profit to Gross Profit (excl. D&A) reconciliation Paysafe: ($ in thousands) Revenue Cost of services (excluding depreciation and amortization) Depreciation and amortization Gross Profit (¹) Depreciation and amortization Gross Profit (excluding depreciation and amortization) $ Three months ended September 30, 2021 353,585 144,852 61,832 146,901 61,832 208,733 $ 2020 355,505 135,352 66,141 154,012 66,141 220,153 $ $ 2021 Nine months ended September 30, 1,115,352 451,667 197,408 466,277 $ 197,408 663,685 (1) Gross Profit has been calculated as revenue, less cost of services and depreciation and amortization. Gross profit is not presented within the Company's consolidated financial statements. 2020 1,056,204 390,985 203,132 462,087 203,132 665,219 31