Nuvei Corporation, the Canadian fintech company, announced today the completion of the previously announced plan of arrangement under the Canada Business Corporations Act (the "Plan of Arrangement") pursuant to which Neon Maple Purchaser Inc. (the "Purchaser"), an entity formed by Advent International ("Advent"), acquired, directly or indirectly, all the issued and outstanding subordinate voting shares (the "Subordinate Voting Shares") and multiple voting shares (the "Multiple Voting Shares" and together with the Subordinate Voting Shares, the "Shares") of the Company for a price of US$34.00 per Share (the "Arrangement").

As part of the Arrangement, Philip Fayer, certain investment funds managed by Novacap Management Inc. (collectively, "Novacap") and Caisse de dépôt et placement du Québec ("CDPQ") (together with entities they control directly or indirectly, collectively, the "Rollover Shareholders") sold their Shares (the "Rollover Shares") in exchange for a combination of cash and shares in the capital of the Purchaser or an affiliate thereof, in accordance with the terms of the Plan of Arrangement and the applicable rollover agreement entered into with each Rollover Shareholder in connection with the Arrangement. As a result of the Arrangement, the Company became a wholly-owned subsidiary of the Purchaser, of which Advent, Philip Fayer, Novacap and CDPQ hold or exercise control or direction over, directly or indirectly, approximately 46%, 24%, 18% and 12%, respectively.

Nuvei Founder & CEO Philip Fayer rolled approximately 95% of his Shares and will continue to be one of the largest shareholders in the Company. He will also continue to serve as Nuvei's Chair and Chief Executive Officer, leading the business in all aspects of its operations, along with Nuvei's current leadership team who have continued in their roles.

"We are excited to embark on a new chapter with Advent, Novacap and CDPQ, one focused on our long-term strategy and commitment to accelerating the revenue of our customers globally," said Fayer. "For more than 20 years we have provided customers with mission-critical solutions they need to execute on their growth journeys. This commitment will remain the same as we continue to build deeper partnerships with our customers by providing them modern, flexible and purpose-built technology. A key part of this next phase will be the implementation of our Value Creation Plan, a comprehensive strategic exercise designed to optimize our operations as we execute on various opportunities for accelerated growth. Advent joins our long-standing investors, Novacap and CDPQ, who remain meaningful investors and believe in a dynamic and successful future for Nuvei," concluded Fayer.

"Since 2017, we have been privileged to support Nuvei's management in executing its ambitious global growth strategy. Together with a leadership team that continually drives innovation and builds meaningful partnerships across industries, Nuvei has established itself as a fintech leader in key verticals with sustainable, long-term growth potential. As the Company embarks on an exciting new chapter of expansion, we look forward to strengthening our collaboration and unlocking new opportunities to create lasting value for all stakeholders," said David Lewin, Lead Senior Partner at Novacap.

"Ever since our first investment in Nuvei in 2017, CDPQ is proud to have supported this Québec fintech leader at every stage of its growth, particularly through acquisitions on a global scale. We are delighted to accompany Nuvei once again as it embarks on this new chapter of its history, alongside recognized partners such as Advent, as well as existing shareholders Philip Fayer and Novacap," said Kim Thomassin, Executive Vice-President and Head of Québec at CDPQ.

Bo Huang, Managing Director at Advent, said: "We are excited to begin this partnership and support Nuvei's growth through investments and acquisitions to best serve its customers globally as a modern payments partner."

Consideration for the Shares has been remitted by or on behalf of the Purchaser to TSX Trust Company as depositary under the Arrangement, and will be paid to former shareholders of the Company as soon as reasonably practicable after the date hereof (or, in the case of registered shareholders, as soon as reasonably practicable after a properly completed and signed letter of transmittal is received by the depositary together with the share certificate(s) and/or DRS Advice(s) representing Shares formerly held by them).

As a result of the completion of the Arrangement, it is expected that the Subordinate Voting Shares will be de-listed from the Toronto Stock Exchange on or about November 18, 2024 and from the Nasdaq Global Select Market on or about November 25, 2024. The Company has applied to cease to be a reporting issuer under Canadian securities laws in all Canadian jurisdictions. The Company will also deregister the Subordinate Voting Shares under the U.S. Securities Exchange Act of 1934, as amended.

Early Warning Reporting

Further to the requirements of National Instrument 62-104 Take-Over Bids and Issuer Bids and National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, the Purchaser or an affiliate thereof and Philip Fayer and certain entities controlled by Philip Fayer will file an early warning report in accordance with applicable securities laws.

Immediately prior to closing of the Arrangement and the related transactions, AI Maple Aggregator, L.P. ("Maple Aggregator"), an entity formed by Advent with an indirect interest in the Purchaser, did not own, or exercise control or direction over, directly or indirectly, any Shares. Upon the completion of the Arrangement, Maple Aggregator, through its indirect interest in the Purchaser, controls 46% of the 66,096,274 Subordinate Voting Shares and 76,064,619 Multiple Voting Shares issued and outstanding in the capital of the Company. The consideration paid by the Purchaser for the Shares (excluding any Rollover Shares exchanged for shares in the capital of the Purchaser or an affiliate thereof) was US$34.00 per Share (equivalent to C$47.69). The Rollover Shares exchanged for shares in the capital of the Purchaser or an affiliate thereof had an implied value of US$34.00 (equivalent to C$47.69). All figures in this press release have been calculated using a US$:C$ exchange rate of 1.4027, being the daily US$:C$ exchange rate published by the Bank of Canada for November 14, 2024.