Paysafe Limited (NYSE: PSFE): Inside the Global Fintech

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

Quick Facts / Company Snapshot

Data Point	Corporate Disclosed Value / Detail
Official Company Name	Paysafe Limited
Trading Ticker	PSFE
Primary Stock Exchange	New York Stock Exchange (NYSE)
Commission File Number	001-40302
Jurisdiction of Incorporation	Bermuda
Date of Incorporation	November 23, 2020
Principal Executive Offices	2 Gresham Street, London, United Kingdom EC2V 7AD
Chief Executive Officer	Bruce Lowthers
Chief Financial Officer	John Crawford
Chairman of the Board	Daniel Henson
Total Payment Volume (2025)	$166,764 million ($167 billion)
Total Revenue (FY 2025)	$1,701,388 thousand ($1.7 billion)
Operating Income (FY 2025)	$71,916 thousand
Net (Loss) / Income (FY 2025)	$(182,507) thousand
Adjusted EBITDA (FY 2025)	$428,848 thousand
Total External Principal Debt (2025)	$2,639,448 thousand (approx. $2.6 billion)
Cash and Cash Equivalents (2025)	$250,168 thousand
Global Workforce Headcount	Approximately 2,900 employees
Active Consumer Users	18 million (across 120+ countries)
Merchant Base	Approximately 200,000 SMBs

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

Company Overview

Paysafe Limited is an international payments technology platform engineered to support what management defines as the “experience economy.” The enterprise enables businesses and consumers to move money across converging physical and digital channels. It processes high-velocity transactions across sectors where conventional banking rails frequently encounter operational friction or stringent regulatory hurdles.

The group operates across complex consumer verticals, with specialized domain footprints in regulated online gaming (iGaming), video gaming, streaming, travel, retail, hospitality, and digital assets. In fiscal year 2025, the enterprise processed $167 billion in total payment volume across its global processing network, maintaining a top-line revenue performance of $1.7 billion.

• The platform supported 18 million active consumer accounts across more than 120 countries and territories in 2025.
• Merchant scale reached approximately 200,000 small and medium-sized businesses (SMBs), primarily in North America and Europe.
• The company’s commercial banking rails span nearly 90 commercial banks across 36 countries, alongside nine tier-one corporate foreign exchange providers.

The company executes its day-to-day operations through two dedicated divisions: Merchant Solutions and Digital Wallets. Merchant Solutions delivers point-of-sale terminal management, merchant acquiring, payment gateway architecture, and software-integrated payment capabilities. Digital Wallets provides stored-value accounts, proprietary digital wallets, pay-by-bank functionality, and cash-to-digital conversions.

Corporate management positions the group’s competitive moat around three pillars: global scale across specialized channels, thirty years of historical operating experience in complex niches, and a proprietary, microservices-based cloud platform. Rather than competing as a commoditized processor for low-margin physical commerce, the firm builds proprietary tools that combine payment acceptance, identity verification, anti-fraud algorithms, and multi-currency liquidity.

• Total group payment volume grew from $151,745 million in 2024 to $166,764 million in 2025, representing an increase of $15,019 million.
• Digital Wallets represented approximately $815 million (47%) of corporate revenues in 2025.
• Merchant Solutions generated approximately $905 million (53%) of corporate revenues in 2025.

The legal parent entity, Paysafe Limited, is organized as an exempted company under Bermuda law. Executive leadership operates primarily out of its global executive office in London, United Kingdom. From this center, the group coordinates regulatory relationships with key watchdogs, including the UK Financial Conduct Authority (FCA), the Central Bank of Ireland (CBI), and the Financial Crimes Enforcement Network (FinCEN) in the United States.

Business Segments

Paysafe Limited structures its operational management and financial reporting into two core operating segments: Merchant Solutions and Digital Wallets. These divisions reflect the primary ways the company serves merchants, independent software vendors (ISVs), and end consumers across worldwide markets.

Segment	FY 2025 Revenue (USD in thousands)	% of Total FY 2025 Revenue	FY 2024 Revenue (USD in thousands)	% of Total FY 2024 Revenue	YoY Revenue Change (%)	FY 2025 Segment Adjusted EBITDA (USD in thousands)
Merchant Solutions	$904,668	53.17% (Calculated by FirmsWorld)	$957,623	56.17% (Calculated by FirmsWorld)	-5.5%	$145,694
Digital Wallets	$814,727	47.89% (Calculated by FirmsWorld)	$765,505	44.90% (Calculated by FirmsWorld)	+6.4%	$351,734
Consolidated Group Total	$1,701,388	100.00%	$1,704,835	100.00%	-0.2%	$428,848

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025. (Note: Segment revenues include intersegment processing allocations; total consolidated revenue reflects net third-party turnover).

Merchant Solutions

Merchant Solutions delivers payment acceptance and settlement architecture for small and medium-sized businesses, software-integrated merchants, and enterprise eCommerce platforms. The division operates across North America and Europe, providing card-present and card-not-present transaction processing in more than 40 currencies.

• Merchant Solutions processed $141,978 million in gross dollar volume in 2025, compared to $129,899 million in 2024.
• The segment generated $904,668 thousand in revenue in 2025, down 5.5% from $957,623 thousand in 2024.
• Segment Adjusted EBITDA reached $145,694 thousand in 2025, declining 23.7% from $190,851 thousand in 2024.
• The segment’s take rate moderated from 0.7% in 2024 to 0.6% in 2025.

The top-line contraction in Merchant Solutions was driven by the strategic divestiture of Paysafe Direct, LLC—the group’s legacy direct marketing payment processing unit—which removed $99,166 thousand in direct marketing processing revenue. Excluding this planned exit, organic processing volume expanded, fueled by sales team expansion and integrated software partnerships.

In North America, Merchant Solutions operates an independent sales organization model alongside an expanding software-integrated payment ecosystem. The group partners with roughly 210 Integrated Software Vendors (ISVs), who embed Paysafe’s application programming interfaces (APIs) directly into vertical business management platforms. These platforms serve specific sub-verticals, including fitness centers, restaurants, salons, charities, field services, and property management firms.

In Europe, Merchant Solutions holds direct Principal Membership with Visa Europe and Mastercard Europe. This license allows the company to operate directly as an acquiring bank. By issuing acquiring clearances without external sponsor banks, Paysafe processes, authorizes, clears, and settles transactions directly for tier-one European eCommerce merchants.

• Cost of services (excluding depreciation and amortization) for Merchant Solutions was $518,428 thousand in 2025, compared to $518,792 thousand in 2024.
• Selling, general and administrative expenses for the segment stood at $240,546 thousand in 2025, down from $247,980 thousand in 2024.
• Operational focus areas include Petroleum Card Services (PCS), an acquiring brand serving specialized fuel retailers.

Digital Wallets

Digital Wallets combines the group’s consumer-facing digital wallets, pay-by-bank capabilities, and international eCash payment networks into an integrated ecosystem. The segment provides alternatives to credit and debit cards, allowing users to send, spend, store, and withdraw funds online without exposing primary bank account details.

• Digital Wallets processed $26,350 million in gross dollar volume in 2025, rising 13.0% from $23,327 million in 2024.
• The segment generated $814,727 thousand in revenue in 2025, an increase of 6.4% compared to $765,505 thousand in 2024.
• Segment Adjusted EBITDA expanded 3.7% to $351,734 thousand in 2025, up from $339,025 thousand in 2024.
• The segment take rate was 3.1% in 2025, compared to 3.3% in 2024.

Digital Wallets generated $33,510 thousand of its revenue growth from favorable currency movements, alongside broad volume gains across high-engagement verticals. This operational growth was partly offset by reduced interest income earned on customer balances, caused by falling central bank interest rates.

The business segment operates under well-recognized brands, including Skrill, Neteller, PagoEfectivo, and Rapid Transfer. The wallet infrastructure supports deposits and withdrawals across roughly 160 alternative payment method (APM) integrations, connects users in more than 120 countries, and processes transactions across more than 40 currencies.

• Cost of services (excluding depreciation and amortization) rose 11.9% to $240,776 thousand in 2025 from $215,263 thousand in 2024.
• Segment selling, general and administrative expenses grew 5.2% to $222,217 thousand in 2025 from $211,217 thousand in 2024.
• Online gambling processing accounts for the segment’s primary commercial volume, representing approximately 47% of total corporate revenues.

The division also oversees the group’s eCash network, marketed under PaysafeCard, PaysafeCash, viafintech, and SafetyPay. The eCash system enables cash-reliant or privacy-conscious consumers to convert physical currency into digital vouchers or barcodes across more than one million physical retail distribution points globally.

History and Evolution

The foundation of Paysafe Limited represents three decades of corporate acquisitions, technical transitions, and strategic restructurings across North America and Europe.

• 1996: The company’s foundational infrastructure began with the formation of NETBANX in the United Kingdom, establishing early secure payment processing rails for online merchants, with Arsenal Football Club serving as an early corporate client.
• 1999: The Neteller Group was founded in Canada to commercialize a digital wallet system that allowed users to fund transactions on the internet without exposing banking details to individual online merchants.
• Early 2000s: Neteller experienced rapid adoption across international eCommerce and emerging digital gaming sectors, expanding its range of alternative payment connections.
• 2004: Neteller PLC completed an initial public offering (IPO) on the AIM market of the London Stock Exchange.
• 2005: Neteller PLC acquired NETBANX, uniting merchant gateway acquiring with consumer-facing wallet infrastructure under one parent entity.
• 2008: The business rebranded as Neovia Financial PLC to establish an integrated corporate identity encompassing Neteller, NETBANX, and the NET+ prepaid card product.
• 2011: Neovia Financial acquired substantially all operating assets of 7012985 Canada Inc. and renamed the combined entity Optimal Payments PLC.
• 2014–2015: Optimal Payments executed transformative acquisitions, purchasing the Skrill Group and PaysafeCard, establishing an international presence across digital wallets and retail eCash.
• November 2015: Optimal Payments rebranded as Paysafe Group PLC and changed its corporate domicile to the Isle of Man.
• December 2015: Paysafe Group PLC stepped up from AIM to the Main Market of the London Stock Exchange.
• December 2017: A private equity consortium formed by CVC Capital Partners and Blackstone Inc. acquired Paysafe Group PLC in a take-private transaction valuing the enterprise at approximately $4 billion in equity value, delisting the business from the LSE.
• November 23, 2020: Paysafe Limited was incorporated under the laws of Bermuda to serve as the ultimate holding company for a public transaction via a special purpose acquisition company (SPAC).
• December 7, 2020: Paysafe entered into a definitive Merger Agreement with Foley Trasimene Acquisition Corp. II (FTAC), sponsored by Trasimene Capital FT, LP II.
• March 30, 2021: The merger transaction closed, combining FTAC with Paysafe.
• March 31, 2021: Paysafe Limited listed its common shares on the New York Stock Exchange under the ticker “PSFE.”
• February 2025: The company announced and closed the divestiture of its direct marketing payment processing subsidiary, Paysafe Direct, LLC, to KORT Payments for $2,000 thousand in cash plus up to $50,000 thousand in potential earnout payments over five years.
• November 2025: The New York Stock Exchange formally delisted the company’s publicly traded warrants (PSFE.WS) due to abnormally low pricing, leaving common equity trading unaffected.

Products and Services

Paysafe Limited operates an integrated financial product suite designed to manage consumer funds, alternative payment networks, and enterprise merchant processing.

+-----------------------------------------------------------------------------------+
|                              PAYSAFE LIMITED                                      |
|                       Consolidated Payment Platform                               |
+-----------------------------------------+-----------------------------------------+
                                          |
          +-------------------------------+-------------------------------+
          |                                                               |
+---------v-----------------------+                     +-----------------v-----------------------+
|        DIGITAL WALLETS          |                     |       MERCHANT SOLUTIONS                |
|  FY25: $814,727k Rev (47.89%)   |                     |  FY25: $904,668k Rev (53.17%)           |
+---------------------------------+                     +-----------------------------------------+
| • Stored-Value Wallets:         |                     | • Merchant Acquiring:                   |
|   - Skrill & Neteller           |                     |   - In-Store, Mobile & POS Terminals    |
|   - Multi-Currency (40+ FX)     |                     |   - Petroleum Card Services (PCS)       |
| • Retail eCash Infrastructure:  |                     | • Software Integration:                 |
|   - PaysafeCard & PaysafeCash   |                     |   - 210 Integrated Software Vendors     |
|   - 1M+ Physical Retail Points  |                     |   - PayFac-in-a-Box Solutions           |
| • Open Banking / Pay-by-Bank:   |                     | • Payment Gateway & Risk:               |
|   - Rapid Transfer Network      |                     |   - Tokenization & Fraud Tools          |
| • Digital Asset Custody:        |                     |   - Direct European Acquiring           |
|   - EU MICA Registered CASP     |                     |   - Single REST API Connection          |
+---------------------------------+                     +-----------------------------------------+

Global Stored-Value Digital Wallets (Skrill & Neteller)

The group’s digital wallet infrastructure operates via proprietary consumer accounts allowing users to upload, store, send, and spend funds globally without sharing financial data with merchants.

• The wallet architecture supports consumer transactions across more than 10 languages and 40 currencies.
• The network integrates roughly 160 alternative payment methods (APMs) for account deposits.
• Money-out rails permit international transfers to bank accounts and recipient endpoints in more than 40 countries.
• Companion cards, including the Skrill Prepaid Mastercard and NET+ Prepaid Mastercard, enable users to spend balances at physical and digital terminals accepting Mastercard.

The digital wallet platform provides instant settlement to merchants, particularly within online gaming and digital entertainment. The service includes a “no chargeback policy” for qualified merchants: Paysafe covers disputed consumer card recharges, absorbing chargeback fees to shield merchant cash flow.

eCash Solutions (PaysafeCard & PaysafeCash)

Paysafe’s eCash network allows consumers without traditional bank accounts or credit cards to conduct digital commerce by converting physical cash into secure online tokens.

• Distribution spans more than one million physical points of sale across more than 60 countries.
• Users purchase a physical voucher or generate a digital barcode featuring a unique 16-digit personal identification number (PIN).
• The consumer enters the PIN or scans the barcode at checkout with participating web merchants to complete the purchase.
• The PaysafeCard Prepaid Mastercard operates as a companion payment card across 18 countries, allowing users to spend balance reserves wherever Mastercard is accepted.

The eCash platform serves digital gaming, microtransactions, and online subscriptions, partnering with brands like Sony PlayStation, Microsoft Xbox, Steam, Epic Games, Roblox, and Google Play.

Independent Merchant Acquiring and Gateway Architecture

Merchant Solutions operates card processing systems that connect merchants to the major card associations (Visa, Mastercard, American Express, and Discover) and regional automated clearing houses (ACH).

• The platform supports omnichannel acceptance across physical point-of-sale (POS) hardware, mobile terminals, and eCommerce checkouts.
• Merchants connect through a single REST API that links into proprietary tokenization, data encryption, and fraud prevention engines.
• The unit supports approximately 210 active ISV integration partnerships, embedding payment acceptance into software tools for restaurants, fitness clubs, and service businesses.
• The division offers a “PayFac-in-a-Box” framework, allowing software partners to deploy payment capabilities without registering as an independent payment facilitator.

Pay-by-Bank (Rapid Transfer)

Rapid Transfer delivers account-to-account open banking payment capabilities. The tool enables consumers in Europe and the UK to initiate online payments directly from their bank accounts.

• Transfers clear instantly using bank-grade authentication protocols.
• The system reduces processing costs by bypassing card network interchange fees.
• It serves as a key funding method for the group’s digital wallets and commercial gaming operators.

Digital Asset Custody and Exchange Services

Through its licensed European entities, Paysafe allows digital wallet holders to buy, sell, hold, and withdraw selected cryptocurrencies.

• The company operates as a Crypto Asset Service Provider (CASP) under the European Union’s Markets in Crypto-Assets (MICA) Regulation via an Irish subsidiary.
• The group held $50,738 thousand in customer crypto assets under custody in the EU as of December 31, 2025.
• The firm maintains virtual asset service provider registrations with the UK FCA and Central Bank of Ireland for anti-money laundering supervision.

Brand Portfolio

Paysafe packages its products under several specialized commercial brands, each targeting distinct transaction flows, client sizes, and market verticals.

+---------------------------------------------------------------------------------------------------+
|                                      PAYSAFE BRAND PORTFOLIO                                      |
+-------------------------------------------------+-------------------------------------------------+
|               DIGITAL WALLETS                   |               MERCHANT SOLUTIONS                |
|       Total Revenue: $814,727 thousand          |        Total Revenue: $904,668 thousand         |
+-------------------------------------------------+-------------------------------------------------+
| • Skrill: Global digital wallet & money transfer| • Paysafe Acquiring: Omni-channel processing    |
| • Neteller: High-frequency digital wallet       | • Petroleum Card Services: Fuel merchant rails  |
| • PaysafeCard: 16-digit retail eCash voucher    | • Paysafe Gateway: Integrated REST API toolkit  |
| • PaysafeCash: Barcode-driven invoice payment   | • Paysafe Direct (Divested Feb 2025: $5,213k)   |
| • PagoEfectivo: Alternative payment rails (Peru)|                                                 |
| • SafetyPay: Latin American eCommerce banking   |                                                 |
| • viafintech: In-store cash collection network  |                                                 |
| • Rapid Transfer: Instant European open banking |                                                 |
+-------------------------------------------------+-------------------------------------------------+

Paysafe

The primary corporate and commercial brand serves as the foundation for the group’s direct merchant acquiring, payment gateway, and enterprise transaction processing relationships. It provides merchants with processing tools, reporting dashboards, and integrated risk management systems.

Skrill

Acquired in 2015, Skrill operates as an international multi-currency digital wallet. It allows consumers to store funds, make online purchases, and transfer money across 40 countries. Skrill supports merchant checkout integrations on major eCommerce platforms, including Shopify, WooCommerce, Magento, Wix, and PrestaShop.

Neteller

Neteller is one of the fintech sector’s earliest digital wallets, founded in 1999. It provides high-volume digital wallet solutions tailored for online trading, foreign exchange dealing, and sports betting. Neteller maintains a sizable user base across Latin America, Europe, and Asia.

PaysafeCard

PaysafeCard provides 16-digit prepaid cash vouchers sold across convenience stores, newsagents, and retail locations in more than 60 countries. It allows cash-reliant consumers to buy digital media, games, and entertainment without providing a bank account or credit card.

PaysafeCash

PaysafeCash operates as a barcode-driven alternative cash payment system. Online shoppers generate a barcode during merchant checkout, send it to a mobile device, and present it at a participating local retail partner to pay in physical currency.

PagoEfectivo

Operating primarily in Peru, PagoEfectivo provides alternative payment options, allowing consumers to pay for online merchandise via bank transfer codes or cash deposits across physical retail networks.

SafetyPay

SafetyPay provides alternative cash-to-digital payments and real-time bank transfers across 16 countries in Latin America. It helps cross-border merchants collect payments from consumers who do not use international credit cards.

viafintech

Acquired to strengthen physical cash collection points across continental Europe, viafintech connects retail partners with banks, billers, and eCommerce platforms to facilitate cash deposits and withdrawals at supermarket registers.

Rapid Transfer

Rapid Transfer operates as the group’s European pay-by-bank brand, enabling instant bank transfers between consumers and merchants across several European countries using direct bank API connections.

Petroleum Card Services (PCS)

Operating within Merchant Solutions, PCS provides specialized payment processing solutions tailored for independent retail petroleum merchants and fuel distributors across North America.

Paysafe Direct, LLC (Divested)

Paysafe Direct served as the company’s direct marketing and card-not-present payment processing unit. The subsidiary generated $5,213 thousand in revenue in 2025 prior to its sale, compared to $104,379 thousand in 2024 and $102,058 thousand in 2023. Management completed the sale of this unit on February 28, 2025, to reduce exposure to higher-risk processing categories.

Geographical Presence

Paysafe Limited processes payment transactions globally, generating revenues based on merchant business locations and where consumer transactions are initiated.

Geographical Region	Revenue Contribution (%)	Operational Footprint & Infrastructure
North America	Approximately 53%	Direct merchant acquiring, ~210 ISV integrations, ~200k SMB merchants, US state money transmitter licenses, Canadian FINTRAC registration, specialized fuel processing via PCS.
Europe (including UK)	Approximately 36%	Dual FCA (UK) and Central Bank of Ireland e-money licenses, Visa/Mastercard Europe Principal Membership acquiring, viafintech and PaysafeCard retail distribution, Sofia operational hub.
Latin America	Approximately 7%	Alternative payment platforms SafetyPay and PagoEfectivo, local payment processing in Peru and Brazil, regional online gaming payments.
Rest of the World	Approximately 4%	Cross-border digital wallet and money transfer support across Asia-Pacific, Africa, and non-core regions.

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

North America

North America generated approximately 53% of total revenue in 2025. The region is driven by the Merchant Solutions division, which serves small and medium-sized businesses, petroleum retailers, and independent software vendors across the United States and Canada.

• The business manages approximately 200,000 SMB merchant relationships in the United States.
• In the US, Skrill USA Inc. is registered with FinCEN as a money services business and holds money transmitter licenses across states and territories.
• Canadian operations are licensed with FINTRAC as a Foreign Money Services Business (FMSB) and hold an MSB registration with Revenu Québec.
• Several subsidiaries have applied for retail payment provider registrations with the Bank of Canada under the Retail Payments Activities Act.

Europe (including United Kingdom)

Europe generated approximately 36% of group revenue in 2025, serving as the hub for the Digital Wallets business, the PaysafeCard network, and the group’s direct European acquiring operations.

• In the UK, operating subsidiaries are authorized by the Financial Conduct Authority (FCA) under the Electronic Money Regulations 2011.
• In Ireland, two corporate subsidiaries are regulated as e-money institutions by the Central Bank of Ireland (CBI), holding passporting permissions across the European Economic Area.
• One Irish subsidiary holds formal registration as a Crypto Asset Service Provider under the EU’s MICA framework.
• European acquiring operations operate directly under Principal Memberships with Visa Europe and Mastercard Europe.
• The group’s operational workforce operates out of major operational hubs, including Sofia, Bulgaria, and London, UK.

Latin America

Latin America generated approximately 7% of total revenue in 2025. The region is an expanding market for the company’s alternative payment methods and online gaming payments.

• Operations center around SafetyPay (spanning 16 Latin American nations) and PagoEfectivo (a market-leading alternative payment brand in Peru).
• The company has expanded direct payment services in Brazil and Peru to support newly regulated domestic online gaming operators.
• Operational setups require local payment provider licenses in Brazil and linked service provider registrations in Peru.

Rest of the World

The remaining 4% of corporate turnover comes from transactions across the Asia-Pacific region, Africa, and other international jurisdictions. Operations here primarily consist of cross-border Neteller wallet activities, freelance payments, and international money transfers.

Profit and Loss

The group’s statement of comprehensive income reflects changes from the sale of non-core operations, increased restructuring and litigation defense expenses, and deferred tax valuation adjustments.

Financial Statement Line Item	FY 2025 (USD in thousands)	FY 2024 (USD in thousands)	Variance (USD in thousands)	Percentage Change (%)
Revenue	$1,701,388	$1,704,835	$(3,447)	-0.2%
Cost of services (excl. depreciation & amortization)	$741,197	$715,762	$25,435	+3.6%
Selling, general and administrative	$563,647	$575,553	$(11,906)	-2.1%
Depreciation and amortization	$274,107	$273,364	$743	+0.3%
Impairment expense on goodwill and intangible assets	$1,423	$823	$600	+72.9%
Restructuring and other costs	$48,366	$5,178	$43,188	+834.1%
Loss on disposal of subsidiaries and other assets, net	$732	$801	$(69)	-8.6%
Operating Income	$71,916	$133,354	$(61,438)	-46.1%
Other (expense) / income, net	$(7,563)	$21,475	$(29,038)	-135.2%
Interest expense, net	$(136,414)	$(140,805)	$4,391	-3.1%
(Loss) / Income Before Taxes	$(72,061)	$14,024	$(86,085)	-613.8%
Income tax expense / (benefit)	$110,446	$(8,136)	$(118,582)	+1,457.5%
Net (Loss) / Income	$(182,507)	$22,160	$(204,667)	-923.6%

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

Total Revenue (FY 2025): $1,701,388k
 ├── Cost of Services: $741,197k (43.56% of Revenue)
 ├── SG&A Expenses: $563,647k (33.13% of Revenue)
 ├── Depreciation & Amortization: $274,107k (16.11% of Revenue)
 ├── Restructuring & Legal Costs: $48,366k (2.84% of Revenue)
 ├── Asset Impairments & Net Disposal Losses: $2,155k (0.13% of Revenue)
 └── Operating Income: $71,916k (4.23% Operating Margin)
      ├── Net Interest Expense: -$136,414k
      ├── Other Net Expenses: -$7,563k
      ├── Loss Before Taxes: -$72,061k
      └── Income Tax Expense: -$110,446k (Includes Valuation Allowances)
           └── Final Net Loss: -$182,507k

Analysis of Revenue Performance

Consolidated revenue contracted by $3,447 thousand (0.2%) in 2025. The top line was affected by the divestiture of Paysafe Direct, LLC on February 28, 2025, which reduced Merchant Solutions revenue by $99,166 thousand.

This divestiture was offset by organic volume gains in European acquiring, expansion across the ISV ecosystem, and $33,510 thousand in favorable foreign currency exchange tailwinds within the Digital Wallets segment.

Operating Margins and Cost Profile

Operating income dropped 46.1% to $71,916 thousand in 2025 from $133,354 thousand in 2024, reflecting several cost changes:

• Cost of services (excluding depreciation and amortization) rose 3.6% to $741,197 thousand, driven by transaction volume growth in lower-margin payment verticals within Digital Wallets, along with $12,658 thousand of adverse foreign currency movements.
• Selling, general and administrative expenses dropped 2.1% to $563,647 thousand, helped by a $11,204 thousand drop in professional consulting fees following the completion of a portfolio optimization project, a $6,910 thousand decrease in personnel costs, and a $4,676 thousand reduction in credit losses.
• Restructuring and other costs rose by $43,188 thousand (834.1%) to $48,366 thousand, driven by $36,868 thousand in legal fees tied to class action litigation defense and shareholder indemnities, along with $7,090 thousand in operational restructuring investments.
• Net interest expense improved 3.1% to $136,414 thousand, helped by reductions in effective borrowing rates across senior credit facilities.

Income Tax Expense and Valuation Allowances

The company recognized an income tax expense of $110,446 thousand in 2025, compared to an income tax benefit of $8,136 thousand in 2024, resulting in an effective tax rate of (153.3)%.

This tax expense was driven by valuation allowances established against deferred tax assets:

• United States: Management recorded a valuation allowance of $95,519 thousand against US deferred tax assets, following an evaluation of carryforwards after the enactment of the One Big Beautiful Bill Act (OBBBA) on July 4, 2025.
• United Kingdom: The group recorded a valuation allowance of $37,577 thousand against deferred tax assets on net operating losses and restricted interest carryforwards.
• Canada: The company executed an internal tax reorganization that allowed the release of $12,565 thousand of previously recognized valuation allowances against operating losses.

Reconciliation of Non-GAAP Adjusted EBITDA

To evaluate operating trends across periods, management uses Adjusted EBITDA.

Financial Line Item	FY 2025 (USD in thousands)	FY 2024 (USD in thousands)
Net (Loss) / Income	$(182,507)	$22,160
Income tax expense / (benefit)	$110,446	$(8,136)
Interest expense, net	$136,414	$140,805
Depreciation and amortization	$274,107	$273,364
Share-based compensation	$32,304	$38,534
Impairment expense on goodwill and intangible assets	$1,423	$823
Restructuring and other costs	$48,366	$5,178
Loss on disposal of subsidiaries and other assets, net	$732	$801
Other expense / (income), net	$7,563	$(21,475)
Adjusted EBITDA	$428,848	$452,054

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

• Adjusted EBITDA fell 5.1% from $452,054 thousand in 2024 to $428,848 thousand in 2025.
• Restructuring and other costs for 2025 included $8,322 thousand in operational transformation costs and $40,044 thousand in legal and indemnification costs.
• Other expenses in 2025 included a $9,758 thousand foreign exchange translation loss and a $1,294 thousand loss on derivative instruments, offset by a $1,401 thousand warrant revaluation gain.

Balance Sheet

The group’s financial position is characterized by an asset base concentrated in acquired intangibles, specialized customer safeguarding accounts, and long-term borrowing facilities.

Balance Sheet Item / Obligation	FY 2025 Carrying Value	FY 2024 Carrying Value	Operational and Financial Description
Cash and Cash Equivalents	$250,168 thousand	$216,683 thousand	Unrestricted corporate cash and short-term liquid deposits.
Goodwill	$2,076,347 thousand	Not separately broken out	Goodwill allocated across Digital Wallets ($1,441,303k) and Merchant Solutions ($635,044k).
Intangible Assets, net	Approximately $0.9 billion	Not separately broken out	Finite-lived customer relationships, software, and brand capital.
Customer Crypto Assets Under Custody	$50,738 thousand	Not separately broken out	Market value of digital tokens held for EU consumers under MICA.
Total Principal Outstanding Debt	$2,639,448 thousand	$2,390,689 thousand	Term debt, senior notes, and drawn revolving lines.
Variable Rate External Debt	Approximately $1.8 billion	Not separately broken out	Debt exposed to floating interest benchmarks (USD SOFR and EURIBOR).
Revolving Credit Facility (Drawn)	$226,184 thousand	$90,713 thousand	Drawn balance against the company’s primary $305,000 thousand credit facility.
Revolving Credit Facility (Available)	$78,816 thousand	$214,287 thousand	Undrawn borrowing capacity under the 2021 Senior Facilities Agreement.
Uncertain Tax Liabilities	$2,949 thousand	Not separately broken out	Provisions for open tax assessments across operating jurisdictions.
Common Shares Outstanding	51,676,354 shares	Not separately broken out	Issued and outstanding common equity (par value $0.012 per share).

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

Intangible Assets and Goodwill Impairment Testing

At fiscal year-end 2025, Paysafe held $2.1 billion in goodwill alongside $0.9 billion in finite-lived intangible assets. Goodwill is distributed between the group’s two operating units:

• Digital Wallets: $1,441,303 thousand
• Merchant Solutions: $635,044 thousand

Due to extended common equity valuation pressure during the year, management conducted qualitative and quantitative impairment assessments at the reporting unit level. Using discounted cash flow analyses and public peer multiples, management determined that no goodwill impairment write-down was required at year-end.

• The fair value of the Digital Wallets reporting unit exceeded its carrying value by 5%.
• The fair value of the Merchant Solutions reporting unit exceeded its carrying value by 9%.
• Intangible asset impairments recognized in 2025 totaled $785 thousand, primarily from writing down software projects that no longer had future economic benefit.

Capitalization and Principal Indebtedness

The group’s capital structure relies on external borrowings executed under its Senior Facilities Agreement (dated June 28, 2021) and a dedicated processing facility.

Total Principal Indebtedness: $2,639,448 thousand
 ├── First Lien Term Loans (Maturity: June 28, 2028):
 │    ├── USD First Lien Term Loan: $819,000 thousand (SOFR + 2.75% + CSA, Floor 0.50%)
 │    └── EUR First Lien Term Loan: €586,000 thousand (EURIBOR + 3.00%, Floor 0.00%)
 ├── Senior Secured Notes (Maturity: June 15, 2029):
 │    ├── USD Senior Notes: $337,000 thousand (Fixed Coupon: 4.00% p.a.)
 │    └── EUR Senior Notes: €421,000 thousand (Fixed Coupon: 3.00% p.a.)
 └── Senior Revolving Credit Facilities:
      ├── Senior Revolving Credit Facility: $226,184 thousand drawn ($78,816k available; matures Dec 28, 2027)
      └── PPPS Revolving Facility: $75,000 thousand committed line with PNC Bank (matures July 15, 2027)

Credit Facility / Debt Instrument	Original Facility Size	Outstanding Principal (Dec 31, 2025)	Base Benchmark / Coupon Rate	Applicable Margin	Contractual Maturity Date
USD First Lien Term Loan	$1,018,000 thousand	$819,000 thousand	USD SOFR (Floor 0.50%)	2.75% + CSA	June 28, 2028
EUR First Lien Term Loan	€710,000 thousand	€586,000 thousand	EURIBOR (Floor 0.00%)	3.00%	June 28, 2028
USD Senior Notes	$400,000 thousand	$337,000 thousand	4.00% Fixed Coupon	Not Applicable	June 15, 2029
EUR Senior Notes	€435,000 thousand	€421,000 thousand	3.00% Fixed Coupon	Not Applicable	June 15, 2029
Senior Revolving Credit Facility	$305,000 thousand	$226,184 thousand	SOFR / EURIBOR (Floor 0.00%)	2.25%	December 28, 2027
PNC Bank Revolving Facility (PPPS)	$75,000 thousand	Not separately broken out	SOFR + 2.70% / Prime – 0.25%	Floating	July 15, 2027

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

The primary Senior Facilities Agreement includes a financial covenant requiring Paysafe Holdings II to maintain a maximum consolidated first lien net leverage ratio of 7.50 to 1.00. This covenant is tested only if revolving facility borrowings exceed 40% of total commitments at quarter-end.

• The group remained in compliance with all debt covenants throughout fiscal year 2025.
• The USD First Lien Term Loan amortizes in quarterly installments equal to 1.00% per annum of the original principal, with the balance due at maturity.
• Obligations are guaranteed by Paysafe Holdings II and key subsidiaries in the UK, US, and Canada, requiring guarantors to represent at least 80% of consolidated group EBITDA.

Cash Flow

Paysafe maintains positive operating cash flow to fund technology development, cover debt servicing costs, and support its share repurchase programs.

Consolidated Cash Flow Summary	FY 2025 (USD in thousands)	FY 2024 (USD in thousands)	Variance (USD in thousands)
Net Cash Provided by Operating Activities	$236,155	$253,804	$(17,649)
Net Cash Used in Investing Activities	$(140,410)	$(108,380)	$(32,030)
Net Cash Used in Financing Activities	$(163,383)	$(280,799)	$117,416

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

Operating Cash Flows

Operating cash flow dropped by $17,649 thousand to $236,155 thousand in 2025 from $253,804 thousand in 2024.

This cash flow performance reflected several key drivers:

• Net loss of $(182,507) thousand was adjusted for $437,441 thousand in non-cash charges.
• Depreciation and amortization contributed $276,366 thousand in positive adjustments.
• Deferred tax adjustments added $74,403 thousand.
• Credit loss allowances contributed $48,251 thousand.
• Share-based compensation added $32,304 thousand.
• Working capital requirements resulted in a cash outflow of $(18,779) thousand, improving from an outflow of $(87,266) thousand in 2024.

Investing Cash Flows

Cash used in investing activities expanded by $32,030 thousand to $140,410 thousand in 2025 from $108,380 thousand in 2024.

Key investing cash flows included:

• Net merchant reserve funding required a cash outflow of $(19,013) thousand, compared to an inflow of $6,510 thousand in 2024.
• Purchases of merchant processing portfolios increased by $12,433 thousand.
• Cash proceeds from the sale of subsidiaries brought in $1,948 thousand, reflecting initial cash from the Paysafe Direct, LLC divestiture.
• Capital expenditures for property, plant, and equipment dropped by $3,356 thousand, and spending on other intangible assets fell by $1,596 thousand.

Financing Cash Flows

Net cash used in financing activities decreased by $117,416 thousand to $163,383 thousand in 2025 from $280,799 thousand in 2024.

This change was driven by several financing decisions:

• Debt repurchases: The group made no discretionary open-market debt repurchases in 2025, compared to cash outflows of $92,278 thousand used to retire debt in 2024.
• Credit facility activity: Borrowings across all facilities totaled $1,098,963 thousand against scheduled repayments of $994,214 thousand.
• Common share repurchases: The company repurchased 9,477,463 common shares for $91,693 thousand in 2025, up from $42,921 thousand used to acquire 2,644,712 shares in 2024.
• Related-party buyback: 2025 repurchases included 3,962,237 shares bought directly from a related-party shareholder at a negotiated discount for $26,530 thousand.
• Settlement fund movements: Regulatory settlement outflows for merchant and customer accounts totaled $(160,813) thousand, aligning with trends in segregated customer balances.

Board of Directors and Leadership Team

Paysafe Limited is managed by an executive leadership team with extensive backgrounds in fintech, corporate banking, risk management, and electronic payments, overseen by a twelve-member Board of Directors.

+-----------------------------------------------------------------------------------+
|                                BOARD OF DIRECTORS                                 |
|                            Daniel Henson (Chairman)                               |
+-----------------------------------------+-----------------------------------------+
                                          |
          +-------------------------------+-------------------------------+
          |                                                               |
+---------v-----------------------+                     +-----------------v-----------------------+
|       EXECUTIVE DIRECTORS       |                     |     NON-EXECUTIVE DIRECTORS             |
+---------------------------------+                     +-----------------------------------------+
| • Bruce Lowthers (CEO)          |                     | • Mark Brooker        • Anthony Jabbour |
|                                 |                     | • Dagmar Kollmann     • Rupert Keeley   |
|                                 |                     | • Jonathan Murphy     • Eli Nagler      |
|                                 |                     | • Peter Thompson      • Marianne Heiss  |
|                                 |                     | • Edward Wertheim     • Karin Timpone   |
+---------------------------------+                     +-----------------------------------------+
                                          |
                                          | Oversees
                                          v
+-----------------------------------------------------------------------------------+
|                            EXECUTIVE LEADERSHIP TEAM                              |
+-----------------------------------------------------------------------------------+
| • Bruce Lowthers: Chief Executive Officer                                         |
| • John Crawford: Chief Financial Officer                                          |
| • Roy Aston: Chief Operating Officer                                              |
| • Robert Gatto: Chief Revenue Officer                                             |
| • Richard Swales: Chief Risk & Compliance Officer                                 |
| • Elliott Wiseman: Chief Legal & People Officer                                   |
| • Chi-Eun Lee: Chief Transformation Officer                                       |
+-----------------------------------------------------------------------------------+

Executive Officers

Bruce Lowthers (Age: 60) — Chief Executive Officer and Executive Director

Bruce Lowthers was appointed Chief Executive Officer and Executive Director of Paysafe in May 2022. Prior to joining Paysafe, he spent 15 years at FIS (Fidelity National Information Services), where he served as President and managed international corporate operations. During his tenure at FIS, he led major business modernization programs across its Banking Solutions, Merchant Solutions, and Payments segments. Earlier in his career, he served as an executive at eFunds, leading payment and risk products. He also co-founded four startup companies and helped establish two payments industry trade associations: the American Transaction Processors Coalition (ATPC) and Payments 20 (P20). Lowthers holds a Bachelor’s degree in Business Administration from the University of Massachusetts and began his professional career as a Certified Public Accountant.

John Crawford (Age: 55) — Chief Financial Officer

John Crawford joined Paysafe as Chief Financial Officer in September 2024, bringing three decades of executive finance and corporate development experience. He spent nine years at FIS, most recently serving as Executive Vice President of Strategy, M&A, and Venture Capital. In that role, he led global mergers, acquisitions, strategic investments, and divestitures, completing more than 25 corporate transactions. Before FIS, Crawford held investment banking leadership roles in New York and London with Bank of America Merrill Lynch and Bear Stearns, following early career commercial finance positions at GE Capital.

Roy Aston (Age: 47) — Chief Operating Officer

Roy Aston was named Chief Operating Officer in October 2022, having originally joined the company in February 2019 as Chief Information Officer. Aston oversees global technical strategy, corporate operations, IT infrastructure, cybersecurity architecture, and 24/7 payment network reliability. Before joining Paysafe, he served as Group CIO for Barclaycard from April 2013. He previously held senior technology roles at Citigroup, where he led business and technology transformation, and at online bank egg, where he managed agile systems architecture.

Robert Gatto (Age: 61) — Chief Revenue Officer

Robert Gatto was appointed Chief Revenue Officer in July 2022, leading global commercial sales, enterprise partnerships, and go-to-market strategies across key sectors, including gaming, travel, entertainment, digital assets, and fintech. He brings more than 30 years of commercial sales leadership experience. Before Paysafe, he co-founded and served as President of Ureeka Inc. He previously held leadership positions across digital advertising and data companies, including Chief Operating Officer at TubeMogul (acquired by Adobe Systems for $540 million), Senior Vice President of Global Sales at NeuStar, Inc., Chief Executive Officer at PointRoll, Inc., and Vice President of Sales at ShopLocal Inc. Gatto holds a Bachelor of Science in Communications from Northern Illinois University.

Richard Swales (Age: 53) — Chief Risk & Compliance Officer

Richard Swales joined Paysafe as Chief Risk Officer in October 2019 and expanded his remit to become Chief Compliance Officer in October 2022. He oversees corporate enterprise risk management, global regulatory affairs, anti-money laundering frameworks, and ESG compliance. He began his career in the UK public sector as an Officer for HM Customs & Excise. He then spent over 30 years in retail banking, commercial finance, insurance, telecommunications, and digital payments. Before joining Paysafe, Swales spent nine years at PayPal leading its global risk and compliance operations.

Elliott Wiseman (Age: 52) — Chief Legal & People Officer

Elliott Wiseman was appointed Chief Legal & People Officer in October 2023. He originally joined Paysafe in October 2011, serving as General Counsel and Chief Compliance Officer until July 2022, and then as General Counsel through October 2023. His responsibilities include legal affairs, corporate governance, human resources, employee relations, and data privacy compliance. Wiseman began his career as an M&A lawyer at London law firms before moving in-house in 2008 as Senior Legal Counsel for MoneyGram across Northern Europe and Asia-Pacific. He also serves as a Non-Executive Director at Seedrs Ltd and holds a Master’s degree in Geography from Oxford University.

Chi-Eun Lee (Age: 56) — Chief Transformation Officer

Chi-Eun Lee was named Chief Transformation Officer in March 2024, having joined Paysafe in October 2019 as Chief of Staff. She leads corporate transformation programs, process automation initiatives, and operational restructuring. Before Paysafe, she served as Business Development Director at Barclaycard Payment Solutions, leading strategic partnerships and international expansion. She previously worked as an engagement manager at McKinsey & Company and held management roles at LG Electronics Europe. Lee studied psychology at Yonsei University in South Korea and holds an MBA.

Board of Directors

The Board of Directors governs corporate affairs through standing committees that oversee financial reporting, risk assessment, executive compensation, and director nominations.

Director Name	Age	Board Position	Professional Background Summary
Daniel Henson	64	Chairman of the Board	Seasoned corporate board leader; former long-tenured senior executive at General Electric.
Bruce Lowthers	60	Chief Executive Officer & Director	Former President at FIS; deep executive background in payments, bank tech, and accounting.
Mark Brooker	54	Non-Executive Director	Digital marketplace specialist; former COO at Betfair and senior leader at Trainline.
Anthony Jabbour	58	Non-Executive Director	Executive Chairman of Black Knight; former CEO of Dun & Bradstreet; payments background.
Dagmar Kollmann	61	Non-Executive Director	International banking executive; former CEO of Morgan Stanley Bank AG in Germany.
Rupert Keeley	68	Non-Executive Director	Former EVP at PayPal; former President of Visa Asia-Pacific and Visa CEMEA.
Jonathan Murphy	42	Non-Executive Director	Managing Director at Blackstone, focusing on private equity investments in technology.
Eli Nagler	40	Non-Executive Director	Senior Managing Director at Blackstone; private equity investor in financial services.
Peter Thompson	57	Non-Executive Director	Senior partner and investment committee member at CVC Capital Partners.
Marianne Heiss	53	Non-Executive Director	Corporate governance expert; former European CEO of BBDO Group Germany.
Edward Wertheim	40	Non-Executive Director	Private equity investment professional representing core institutional sponsors.
Karin Timpone	60	Non-Executive Director	Consumer marketing executive; Chief Marketing Officer at Major League Baseball.

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

Subsidiaries, Associates, Joint Ventures

The group operates through regulated operating subsidiaries, holding entities, and financing vehicles worldwide to deliver payments, maintain banking relationships, and manage local licenses.

Operating Entity Name	Jurisdiction of Incorporation	Core Business Activity and Operational Scope
Paysafe Limited	Bermuda	Public corporate parent and ultimate holding entity.
Paysafe Group Holdings Limited (PGHL)	England and Wales	Intermediate corporate holding entity.
Paysafe Group Holdings II Ltd	England and Wales	Primary credit agreement holding and debt guarantor entity.
Paysafe Finance PLC	England and Wales	Financing entity; borrower under the First Lien Term Loan.
Paysafe Holdings (US) Corp.	United States (Delaware)	US operating holding; borrower under Term Loan and Revolver.
Paysafe Holdings UK Limited	United Kingdom	UK holding entity; borrower under the Revolving Credit Facility.
Paysafe Payment Processing Solutions LLC	United States (Delaware)	US processing entity; borrower under the PNC Revolver.
Skrill USA Inc.	United States (Delaware)	FinCEN-registered MSB; holds US state money transmitter licenses.
Paysafe Bermuda Holding LLC	Bermuda	Intermediate entity managing group capital contributions.
Pi Jersey Holdco 1.5 Limited	Jersey, Channel Islands	Historical corporate accounting predecessor entity.
Paysafe Merger Sub Inc.	United States (Delaware)	Merger vehicle utilized during the public SPAC transaction.

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

Physical Properties

Paysafe runs an asset-light corporate model, operating through leased commercial properties and third-party colocation data centers rather than owning physical real estate.

• Corporate Registered Office: c/o MQ Services Ltd., Victoria Place, 31 Victoria Street, Hamilton HM10, Bermuda.
• Global Executive Headquarters: 2 Gresham Street, 1st Floor, London, United Kingdom, EC2V 7AD.
• Leased Office Footprint: The company leases 13 corporate, technical, and commercial offices across 12 countries.
• Operational Hubs: Major hubs include London, UK, and Sofia, Bulgaria—the group’s primary technical development and customer service center.
• Data Centers: The company leases and operates four enterprise-grade data center facilities.

Management evaluates existing leased facilities as sufficient for current operational requirements and near-term growth, with the flexibility to expand, consolidate, or vacate properties as business needs change.

Founders

The businesses that make up Paysafe trace their roots to several early internet entrepreneurs and public listing vehicles:

• NETBANX (Founded 1996): Established in the United Kingdom as one of the earliest digital transaction settlement services, pioneering direct merchant web integration.
• Neteller Group (Founded 1999): Established in Canada to build stored-value internet accounts, allowing consumers to make payments without entering card details online.
• Foley Trasimene Acquisition Corp. II (Founded 2020): Sponsored by Trasimene Capital FT, LP II and led by investor William P. Foley, II, this acquisition vehicle merged with Paysafe to facilitate its public listing on the New York Stock Exchange in March 2021.

Investments and Capital Expenditure Plans

The group’s capital investments focus on internal software development, modernizing risk platforms, and ongoing process automation.

Capital Expenditure / R&D Category	FY 2025 (USD in thousands)	FY 2024 (USD in thousands)	FY 2023 (USD in thousands)
Research and Development (Expensed)	$15,778	$7,267	$7,278
Capital Expenditures (Property, Plant, Equipment)	$(3,356) change vs FY24	Not separately broken out	Not separately broken out
Merchant Portfolio Purchases	$12,433 increase vs FY24	Not separately broken out	Not separately broken out

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

• Research and development spending increased 117.1% to $15,778 thousand in 2025 from $7,267 thousand in 2024.
• Software capitalization criteria require R&D costs to be capitalized once a software project’s technical completion is probable and it will perform its intended function.
• Technology development investments center on the company’s single REST API gateway, which unifies acquiring processing with digital wallet checkouts.
• Automation initiatives focus on deploying machine learning algorithms across underwriting, know-your-customer (KYC) screening, and chargeback prevention to improve operating margins.

Shareholding Pattern

Paysafe Limited operates as a “controlled company” under New York Stock Exchange corporate governance standards, with majority voting control held by a consortium of private equity sponsors.

Shareholder Group / Investor Category	Beneficial Ownership Percentage	Board and Governance Rights Summary
Principal Shareholders (CVC & Blackstone Consortia)	54.4%	Combined control of outstanding common voting shares; rights to nominate directors under the Shareholders Agreement.
Public & Independent Shareholders	45.6% (Calculated by FirmsWorld)	Public float traded under ticker “PSFE” on the New York Stock Exchange.
Total Common Share Capital	100.0%	51,676,354 common shares issued and outstanding as of December 31, 2025.

Source: Paysafe Limited Form 20-F Annual Report for the fiscal year ended December 31, 2025.

• The Principal Shareholders—comprising funds affiliated with CVC Capital Partners, Blackstone Inc., and Founder entities—held 54.4% of total common equity voting power as of December 31, 2025.
• As a controlled company, Paysafe relies on NYSE corporate governance exemptions, meaning its board does not require a majority of independent directors.
• On November 24, 2025, the company completed privately negotiated agreements with Cannae Holdings LLC and Fidelity National Financial, Inc. to repurchase 3,962,237 common shares for $26,530 thousand.
• Following this transaction, Cannae holds no common shares and is no longer a party to the Shareholders Agreement.
• The Board authorized a $50,000 thousand share buyback in November 2023, expanding it by $140,000 thousand in 2025, repurchasing a total of 9,477,463 shares during the year.

Future Strategy

Management’s operational strategy centers on expanding its footprint across the experience economy through five core priorities.

+-----------------------------------------------------------------------------------+
|                        FIVE STRATEGIC GROWTH PRIORITIES                           |
+-----------------------------------------------------------------------------------+
|                                                                                   |
|  1. Focused, Enterprise-Led Sales                                                 |
|     • Modernize unified enterprise sales teams targeting multi-product clients.   |
|     • Cross-sell acquiring solutions directly to Digital Wallet gaming operators. |
|                                                                                   |
|  2. Continuous Product Innovation                                                 |
|     • Expand single REST API linking merchant acquiring with digital wallets.     |
|     • Broaden developer tools to secure partner-of-choice status for ISVs.        |
|                                                                                   |
|  3. Platform Optimization & AI Automation                                         |
|     • Deploy machine learning to lower onboarding friction and false declines.    |
|     • Automate compliance, underwriting, and risk infrastructure.                 |
|                                                                                   |
|  4. Disciplined International Expansion                                           |
|     • Capitalize on online sports betting and iGaming legalization across the US. |
|     • Expand real-time payment and wallet operations across Peru and Brazil.      |
|                                                                                   |
|  5. Strategic M&A and Consolidation                                               |
|     • Target technology platforms, alternative payment rails, and user networks.  |
|     • Integrate targets using the company's proven plug-and-play architecture.    |
|                                                                                   |
+-----------------------------------------------------------------------------------+

Focused, Enterprise Sales Execution

The enterprise is restructuring its commercial organization into a unified enterprise sales team. This group focuses on cross-selling the company’s full product suite to top-tier enterprise clients.

• Expanding commercial sales headcount to broaden regional coverage across gaming, travel, and digital entertainment.
• Cross-selling merchant acquiring services to European digital wallet merchants, and introducing digital wallet checkouts to North American retail networks.
• Supporting independent software vendors by offering customized “PayFac-in-a-Box” solutions that generate recurring software-integrated payment volume.

Product Innovation

Product development focuses on simplifying money movement across the experience economy.

• Expanding the global payment gateway, allowing business clients to accept cards, pay-by-bank transfers, and digital wallets through a single connection.
• Providing developer tools, sandboxes, and documentation to position Paysafe as an attractive integration partner for SaaS software developers.
• Enhancing embedded finance solutions, allowing digital brands to embed branded or white-label wallets into their consumer applications.

Customer Experience and Platform Automation

The company is investing in operational automation to improve customer acquisition, merchant onboarding, and operating margins.

• Analyzing transaction data across consumer wallets to provide merchants with spending insights that improve checkout conversion rates.
• Implementing automated underwriting to reduce false-positive transaction declines while maintaining risk controls.
• Deploying artificial intelligence to automate back-office operations, dispute handling, and compliance screening, lowering unit processing costs.

International Expansion

Management is pursuing geographic expansion, focusing on markets where digital commerce is growing rapidly or transitioning to regulated frameworks.

• Expanding its presence in North American iGaming, positioning its digital wallet, eCash, and acquiring solutions to win business from newly licensed online gaming operators across the US and Canada.
• Expanding alternative payment rails in Latin America, focusing on Brazil and Peru following the introduction of regulated online gaming frameworks.
• Entering adjacent, high-volume verticals across digital entertainment, including digital assets, streaming platforms, and competitive video gaming.

Strategic M&A and Ecosystem Consolidation

Management continues to evaluate acquisition targets across the fragmented payments landscape, building on a corporate track record of 19 completed acquisitions.

• Targeting regional alternative payment methods, specialized eCash networks, and high-engagement digital wallets.
• Using its modular technology infrastructure to integrate acquired platforms, capturing cost synergies and cross-selling core payment products.
• Divesting non-core business units, such as the February 2025 sale of Paysafe Direct, LLC, to sharpen management focus on higher-growth, scalable verticals.

Key Strengths

• Global Scale in Experience-Driven Verticals: The platform processed $167 billion in gross volume in 2025, providing payment processing for 18 million active consumers and roughly 200,000 SMB merchants across more than 120 countries.
• Clear Presence in iGaming Payments: Paysafe serves approximately 1,500 licensed operators worldwide, offering digital wallets, payment processing, and eCash solutions across major regulated markets.
• Broad Proprietary Brand Portfolio: Brands such as Skrill, Neteller, PaysafeCard, SafetyPay, and PagoEfectivo offer payment options beyond traditional card networks.
• Extensive Global Banking Network: Operational rails are supported by nearly 90 commercial banks across 36 countries, along with foreign exchange clearing partnerships with nine major corporate institutions.
• Direct Principal Acquiring Licenses: European operations hold Principal Membership with Visa Europe and Mastercard Europe, allowing the firm to authorize, clear, and settle transactions directly for merchants without sponsor banks.
• Retail Cash-to-Digital Distribution: The company’s eCash network spans more than one million physical retail points across 60+ countries, allowing consumers to convert cash into digital tokens for internet commerce.
• Demonstrated Acquisition Integration Track Record: Management has integrated 19 acquisitions since its founding, using a common technology infrastructure to capture operational synergies.
• Experienced Leadership Team: The executive team brings senior leadership experience from international fintech companies, including FIS, PayPal, Barclays, Citigroup, and MoneyGram.

Key Challenges and Risks

• Online Gambling Concentration: Processing transactions for online gambling represents approximately 35% of total company revenue, and Digital Wallets (which primarily serves gambling) contributes 47% of revenue. The business is exposed to potential regulatory changes, market prohibitions, or increased licensing costs across international jurisdictions.
• Substantial Indebtedness: The group carried $2,639,448 thousand in total principal debt as of December 31, 2025. This debt load requires substantial operating cash flow for debt service and limits financial flexibility.
• Variable Interest Rate Exposure: Approximately $1.8 billion of external debt carries floating interest rates based on SOFR and EURIBOR. A 100-basis-point increase in benchmark interest rates would increase annual net losses by $13.2 million.
• Goodwill Impairment Sensitivity: The balance sheet carries $2,076,347 thousand in goodwill. The fair value of the Digital Wallets and Merchant Solutions reporting units exceeded carrying values by only 5% and 9%, respectively, leaving them sensitive to performance shortfalls or equity market fluctuations.
• Valuation Allowances and Tax Volatility: Net income is sensitive to changes in deferred tax valuations. In 2025, the company recorded $110,446 thousand in tax expenses, driven by valuation allowances of $95,519 thousand in the US following the OBBBA legislation and $37,577 thousand in the UK.
• Reliance on Sponsor Banks and Card Schemes: In North America, the group is not a chartered bank and relies on sponsor banks (such as PNC Bank) to access Visa, Mastercard, and ACH networks. Sponsor bank policy changes or rule breaches could disrupt operations.
• Cybersecurity and Data Protection: Processing payments for 18 million consumers exposes the company to risks of data breaches, ransomware, and cyberattacks. Breaches could trigger fines under GDPR, state privacy laws, or card scheme operating regulations.
• Chargebacks and Merchant Insolvency: The company remains liable to card schemes and acquiring banks if merchants cannot cover consumer chargebacks. In addition, the Digital Wallets segment offers a “no chargeback policy” for qualified merchants, absorbing dispute costs directly.
• Complex Multi-Jurisdictional Regulation: Operations require licenses and oversight from the UK FCA, the Central Bank of Ireland, US FinCEN, US state regulators, and Canadian FINTRAC. Changes in these regulatory regimes can increase compliance costs or restrict specific business activities.
• Controlled Company Dynamic: Funds affiliated with CVC Capital Partners and Blackstone Inc. control 54.4% of common voting power. This ownership structure allows them to direct corporate decisions and exempts the company from NYSE requirements for a majority-independent board.

Conclusion and Strategic Outlook

Paysafe Limited concluded fiscal year 2025 with $1,701,388 thousand in revenue, $166,764 million in total payment volume, and $428,848 thousand in Adjusted EBITDA. While operating results faced headwinds from a $(182,507) thousand net loss—driven by deferred tax asset valuation allowances and legal defense costs—the group’s operating cash generation remained positive at $236,155 thousand.

                           OPERATIONAL FOOTPRINT SUMMARY
                           
  Total Processed Volume          Net Revenue Performance            Adjusted EBITDA
     $166,764 Million                $1,701,388 Thousand            $428,848 Thousand
     
   Active Consumer Base             SMB Merchant Network             Banking Network
      18 Million Users               200,000 Businesses             90 Commercial Banks
      
  Retail eCash Footprint          Regulated Gambling Share          Principal Debt Load
     1M+ Retail Points              35% Corporate Revenue            $2,639,448 Thousand

Looking forward, the company’s operating performance will depend on its ability to expand higher-margin wallet services, capture software-integrated acquiring volume, manage interest costs across its $2.6 billion debt load, and maintain compliance across international regulatory regimes. By focusing on specialized, highly regulated verticals where transaction processing requires deep domain expertise, Paysafe continues to defend its market position across the global experience economy.

Official Site: https://www.paysafe.com