During July 2025, the Company became the co-branded card issuer for the BP Products North America, Inc. (“bp”) Co-branded Commercial Fleet Card program, conditioned in part on completing a purchase and sale agreement with a third party to acquire the bp program portfolio.

During October 2025, the Company entered into a definitive asset purchase agreement to acquire the rights to the existing card program portfolio (“the Purchased Assets”) and existing trade accounts receivable from the third party and the Company advanced consideration of $58.6 million, equal to the Purchased Assets’ agreed upon fair market value premium. Such consideration paid was recorded as a short-term deposit within prepaid expenses and other current assets

on the condensed consolidated balance sheet as of December 31, 2025. The $58.6 million payment was included within cash flows from investing activities on the consolidated statement of cash flows for the year ended December 31, 2025.

During the first quarter of 2026, the existing card program portfolio was converted onto the Company’s payment processing platform and the contractual closing of the purchase and sale of the Purchased Assets occurred. The cost of the Purchased Assets was accounted for under the asset acquisition method of accounting. The short-term deposit was reclassified to a customer relationship intangible asset and is being amortized over a useful life of 10 years equal to the contract term with bp.

During the second quarter of 2026, the cost of the receivable balances was finalized and payment of $23.0 million was made to the seller. Such payment has been included within cash flows from operating activities on the condensed consolidated statement of cash flows.