Bumble Inc.

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Risks Related to Our Indebtedness

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Our substantial indebtedness could materially adversely affect our financial condition, our ability to raise additional capital to fund our operations, our ability to operate our business, our ability to react to changes in the economy or our industry, our ability to meet our obligations under our outstanding indebtedness and could divert our cash flow from operations for debt payments.

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We have a substantial amount of debt, which requires significant interest and principal payments. As of March 31, 2026, we had $589.1 million of indebtedness outstanding. This indebtedness was subsequently refinanced on April 24, 2026 upon our entry into a term loan credit agreement (the “2026 Credit Agreement”) and senior priority revolving credit agreement (the “2026 Revolving Credit Facility” and together with the 2026 Credit Agreement, the “New Credit Agreements”) in an aggregate principal amount of $475.0 million of funded indebtedness and cash on hand. Subject to the limits contained in the New Credit Agreements that governs our credit facilities, we may be able to incur substantial additional debt from time to time to finance working capital, capital expenditures, investments or acquisitions, or for other purposes. If we do so, the risks related to our high level of debt could increase. Specifically, our high level of debt could have important consequences, including the following:

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•a substantial portion of cash flow from operations are required to be dedicated to the payment of principal and interest on our indebtedness, therefore reducing our ability to use our cash flow to fund our operations, capital expenditures, future business opportunities and other purposes;

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•we could be more vulnerable to economic downturns and adverse industry conditions and our flexibility to plan for, or react to, changes in our business or industry is more limited;

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•our ability to capitalize on business opportunities and to react to competitive pressures, as compared to our competitors, may be compromised due to our high level of debt and the restrictive covenants in the New Credit Agreements that governs our credit facilities;

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•it may cause potential or existing service providers to not contract with us due to concerns over our ability to meet our financial obligations under such contracts.

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We are a holding company, and our consolidated assets are owned by, and our business is conducted through, our subsidiaries. Revenue from these subsidiaries is our primary source of funds for debt payments and operating expenses. If our subsidiaries are restricted from making distributions to us, our ability to meet our debt service obligations or otherwise fund our operations may be impaired. Moreover, there may be restrictions on payments by subsidiaries to their parent companies under applicable laws, including laws that require companies to maintain minimum amounts of capital and to make payments to stockholders only from profits. As a result, although a subsidiary of ours may have cash, we may not be able to obtain that cash to satisfy our obligation to service our outstanding debt or fund our operations.

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The Company’s outstanding term loans under the New Credit Agreement are in an aggregate principal amount of $475.0 million and mature on April 24, 2030. Our ability to make scheduled payments on and to refinance our indebtedness depends on and is subject to our financial and operating performance, which in turn is affected by general and regional economic, financial, competitive, business and other factors and reimbursement actions of governmental and commercial payers, all of which are beyond our control, including the availability of financing in the international banking and capital markets. We cannot assure you that our business will generate sufficient cash flow from operations or that future borrowings will be available to us in an amount sufficient to enable us to service our debt, to refinance or pay off our debt or to fund our other liquidity needs. Any refinancing or restructuring of our indebtedness could be at higher interest rates, could include premiums or penalties in connection with the payoff of the current indebtedness and may require us to comply with more onerous covenants that could further restrict our business operations. Moreover, in the event of a default, the holders of our indebtedness could elect to declare such indebtedness to be due and payable and/or elect to exercise other rights, such as the lenders party to our 2026 Revolving Credit Facility terminating their commitments thereunder and ceasing to make further loans or the lenders under our New Credit Agreements instituting foreclosure proceedings against their collateral, any of which could materially adversely affect our results of operations and financial condition.

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Furthermore, all of the debt under our credit facilities bears interest at variable rates. If interest rates increase, our debt service obligations on our credit facilities would increase even though the amount borrowed remained the same, especially if our hedging strategies do not effectively mitigate the effects of such increases, and our net income and cash flows, including cash available for servicing our indebtedness, would correspondingly decrease.

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Certain of our debt agreements impose significant operating and financial restrictions on us and our subsidiaries, which may prevent us from capitalizing on business opportunities.

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The New Credit Agreements impose significant operating and financial restrictions on us. These restrictions will limit our ability and/or the ability of our subsidiaries to, among other things: incur or guarantee additional debt or issue disqualified stock or preferred stock; pay dividends and make other distributions on, or redeem or repurchase, capital stock; make certain investments; incur certain liens; enter into transactions with affiliates; and merge or consolidate.

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Furthermore, the New Credit Agreements have financial covenants that require certain of our subsidiaries to maintain (i) compliance with a consolidated total leverage ratio of no greater than 3.00:1.00, stepping down to 2.75:1.00 on December 31, 2026, 2.50:1.00 on June 30, 2027, 2.25:1.00 on December 31, 2027 and 2.00:1.00 on June 30, 2028, which is tested beginning with the last day of the first full fiscal quarter ending after the closing date of the New Credit Agreements and the last day of each fiscal quarter ending thereafter during the term of the New Credit Agreements and (ii) minimum liquidity of $25.0 million from the closing date of the New Credit Agreements until the five month anniversary of the closing date of the New Credit Agreements and $50.0 million thereafter. As a result of these restrictions, we are limited as to how we conduct our business and we may be unable to raise additional debt or equity financing to compete effectively or to take advantage of new business opportunities. The terms of any future indebtedness we may incur could include similar or more restrictive covenants. We cannot assure you that we will be able to maintain compliance with these covenants in the future and, if we fail to do so, that we will be able to obtain waivers from the lenders and/or amend the covenants. Our failure to comply with the restrictive or financial covenants described above as well as the terms of any future indebtedness could result in an event of default, which, if not cured or waived, could result in us being required to repay these borrowings before their due date. If we are forced to refinance these borrowings on less favorable terms or are unable to refinance these borrowings, our results of operations and financial condition could be materially adversely affected.