This discussion and analysis of our financial condition and results of
operations should be read together with our consolidated financial statements
and the related notes appearing at the end of our Form 10-K for the fiscal year
ended December 31, 2019. Some of the information contained in this discussion
and analysis or set forth elsewhere in this Form 10-Q, including information
with respect to our plans and strategy for our business and related financing,
includes forward-looking statements that involve risks and uncertainties. The
"Risk Factors" section of our Form 10-K for the fiscal year ended December 31,
2019 should be read for a discussion of important factors that could cause
actual results to differ materially from the results described in or implied by
the forward-looking statements contained in the following discussion and
analysis.



As a result of the evolving impact of COVID-19 on the economy, on May 6, 2020,
we withdrew our 2020 full-year guidance. At FlexShopper, our highest priority
remains the safety, health and well-being of our employees, their families and
our communities and we remain committed to serving the needs of our customers.
The COVID-19 pandemic is a highly fluid situation and it is not currently
possible for us to reasonably estimate the impact it may have on our financial
and operating results. We will continue to evaluate the impact of the COVID-19
pandemic on our business as we learn more and the impact of COVID-19 on our

industry becomes clearer.



Executive Overview



The results of operations reflect the operations of FlexShopper, LLC (together
with the Company and its direct and indirect wholly owned subsidiaries,
"FlexShopper"), which provides certain types of durable goods to consumers on a
lease-to-own ("LTO") basis and also provides LTO terms to consumers of
third-party retailers and e-retailers. FlexShopper began generating revenues
from this line of business in December 2013. Management believes that the
introduction of FlexShopper's LTO programs support broad untapped expansion
opportunities within the U.S. consumer e-commerce and retail marketplaces.
FlexShopper and its online LTO platforms provide consumers the ability to
acquire durable goods, including electronics, computers and furniture, on an
affordable payment, lease basis. Concurrently, e-retailers and retailers that
work with FlexShopper may increase their sales by utilizing FlexShopper's online
channels to connect with consumers that want to acquire products on an LTO
basis. FlexShopper's sales channels include (1) selling directly to consumers
via the online FlexShopper.com, an LTO Marketplace featuring thousands of
durable goods, (2) utilizing FlexShopper's patent pending LTO payment method at
check out on e-commerce sites and through in-store terminals and (3)
facilitating LTO transactions with retailers that have not yet become part of
the FlexShopper.com LTO marketplace.



Summary of Critical Accounting Policies


Management's Discussion and Analysis of Financial Condition and Results of
Operations discusses our financial statements, which have been prepared in
accordance with accounting principles generally accepted in the United States of
America ("GAAP"). The preparation of these financial statements requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and the disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenue and
expenses during the reporting period.  On an on-going basis, management
evaluates its estimates and judgments, including those related to credit
provisions, intangible assets, contingencies, litigation and income taxes.
Management bases its estimates and judgments on historical experience as well as
various other factors that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying value of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates under different
assumptions or conditions. Management believes the following critical accounting
policies, among others, reflect the more significant judgments and estimates
used in the preparation of our financial statements.



Accounts Receivable and Allowance for Doubtful Accounts - FlexShopper seeks to
collect amounts owed under its leases from each customer on a weekly or biweekly
basis by charging their bank accounts or credit cards. Accounts receivable are
principally comprised of lease payments currently owed to FlexShopper which are
past due as FlexShopper has been unable to successfully collect in the manner
described above. An allowance for doubtful accounts is estimated based upon
revenues and historical experience of balances charged off as a percentage of
revenues. The accounts receivable balances consisted of the following as of
September 30, 2020 and December 31, 2019:



                                  September 30,      December 31,
                                       2020              2019

Accounts receivable               $   24,645,435     $  18,249,273

Allowance for doubtful accounts (16,790,115 ) (9,976,941 ) Accounts receivable, net $ 7,855,320 $ 8,272,332






The allowance is a significant percentage of the balance because FlexShopper
does not charge off any customer account until it has exhausted all collection
efforts with respect to each account, including attempts to repossess items. In
addition, while collections are pursued, the same delinquent customers continue
to accrue weekly charges until they are charged off. Accounts receivable
balances charged off against the allowance were $4,813,162 and $16,830,382 for
the three and nine months ended September 30, 2020, respectively, and $9,838,873
and $19,215,275 for the three and nine months ended September 30, 2019,
respectively.



                                       18





Lease Merchandise - Until all payment obligations required for ownership are
satisfied under the lease agreement, FlexShopper maintains ownership of the
lease merchandise. Lease merchandise consists primarily of residential
furniture, consumer electronics, computers, appliances and household accessories
and is recorded at cost net of accumulated depreciation. The Company depreciates
leased merchandise using the straight-line method over the applicable agreement
period for a consumer to acquire ownership, generally twelve months with no
salvage value. Upon transfer of ownership of merchandise to customers resulting
from satisfaction of their lease obligations, the related cost and accumulated
depreciation are eliminated from lease merchandise. For lease merchandise
returned or anticipated to be returned either voluntarily or through
repossession, the Company provides an impairment reserve for the undepreciated
balance of the merchandise net of any estimated salvage value with a
corresponding charge to cost of lease revenue. The cost, accumulated
depreciation and impairment reserve related to such merchandise are written off
upon determination that no salvage value is obtainable.



Stock Based Compensation - The fair value of transactions in which FlexShopper
exchanges its equity instruments for employee services (share-based payment
transactions) is recognized as an expense in the financial statements as
services are performed. Compensation expense is determined by reference to the
fair value of an award on the date of grant and is amortized on a straight-line
basis over the vesting period. We have elected to use the Black-Scholes-Merton
pricing model ("BSM") to determine the fair value of all stock option awards.



Key Performance Metrics



We regularly review several metrics, including the following key metrics, to
evaluate our business, measure our performance, identify trends affecting our
business, formulate financial projections and make strategic decisions.



Key performance metrics for the three months ended September 30, 2020 and 2019
are as follows:



                                                 Three months ended
                                                    September 30,
                                               2020              2019           $ Change        % Change
Gross Profit:

Gross lease billings and fees              $  31,470,706     $  31,567,587     $   (96,881 )         (0.3 )
Lease merchandise sold                         1,178,716           665,074         513,642           77.2
Gross billings                                32,649,422        32,232,661         416,761            1.3
Provision for doubtful accounts and
revenue adjustments                           (8,079,358 )      (9,300,326 )     1,220,968          (13.1 )
Net revenues                                  24,570,064        22,932,335       1,637,729            7.1
Cost of merchandise sold                        (763,728 )        (457,399 )      (306,329 )         67.0
Cost of lease revenues, consisting of
depreciation and impairment of lease
merchandise                                  (14,886,798 )     (14,248,969 )      (637,829 )          4.5
Gross profit                               $   8,919,538     $   8,225,967     $   693,571            8.4
Gross profit margin                                   36 %              37 %




                                       19





                                                    Three months ended
                                                       September 30,
                                                   2020            2019           $ Change        % Change
Adjusted EBITDA:
Net income                                      $   289,360     $ 1,387,982       (1,098,622 )        (79.2 )
Amortization of debt costs                           50,050         111,506          (61,456 )        (55.1 )
Other amortization and depreciation                 593,267         531,289

          61,978           11.7
Interest expense                                    901,286         950,288          (49,002 )         (5.2 )
Stock compensation                                  169,393         117,134           52,259           44.6

Non-recurring product/infrastructure expenses        97,390          79,272

          18,118           22.9
Adjusted EBITDA                                 $ 2,100,746     $ 3,177,471       (1,076,725 )        (33.9 )




Key performance metrics for the nine months ended September 30, 2020 and 2019
are as follows:



                                                  Nine months ended
                                                    September 30,
                                               2020              2019            $ Change        % Change
Gross Profit:

Gross lease billings and fees              $  93,632,889     $  89,028,352        4,604,537            5.2
Lease merchandise sold                         3,953,609         2,374,876        1,578,733           66.5
Gross billings                                97,586,498        91,403,228        6,183,270            6.8
Provision for doubtful accounts and
revenue adjustments                          (23,643,556 )     (25,075,156 )      1,431,600           (5.7 )
Net revenues                                  73,942,942        66,328,072        7,614,870           11.5
Cost of merchandise sold                      (2,685,599 )      (1,521,244 )     (1,164,355 )         76.5
Cost of lease revenues, consisting of
depreciation and impairment of lease
merchandise                                  (46,982,002 )     (43,787,216 )     (3,194,786 )          7.3
Gross profit                               $  24,275,341     $  21,019,612        3,255,729           15.5
Gross profit margin                                   33 %              32 %




                                                     Nine months ended
                                                       September 30,
                                                   2020            2019           $ Change        % Change
Adjusted EBITDA:
Net income                                      $    78,983     $ 1,581,579     $ (1,502,596 )        (95.0 )
Amortization of debt costs                          234,283         230,340            3,943            1.7
Other amortization and depreciation               1,655,406       1,649,597

           5,809            0.4
Interest expense                                  2,979,800       3,035,431          (55,631 )         (1.8 )
Stock compensation                                  793,241         445,906          347,335           77.9

Non-recurring product/infrastructure expenses       281,830         306,383          (24,553 )         (8.0 )
Warrants compensation- consulting agreement         139,480          43,200

          96,280          222.9
Adjusted EBITDA                                 $ 6,163,023     $ 7,292,436     $ (1,129,413 )        (15.0 )




Management believes that Gross Profit and Adjusted EBITDA provide relevant and
useful information which is widely used by analysts, investors and competitors
in our industry in assessing performance.



Adjusted EBITDA represents net income before interest, stock-based compensation,
taxes, depreciation (other than depreciation of leased inventory), amortization,
and one-time or non-recurring items. We believe that Adjusted EBITDA provides us
with an understanding of one aspect of earnings before the impact of investing
and financing charges and income taxes. Adjusted EBITDA may be useful to an
investor in evaluating our operating performance and liquidity because this
measure:



? is widely used by investors to measure a company's operating performance

without regard to items excluded from the calculation of such measure, which

can vary substantially from company to company;

? is a financial measurement that is used by rating agencies, lenders and other


    parties to evaluate our credit worthiness; and

?   is used by our management for various purposes, including as a measure of
    performance and as a basis for strategic planning and forecasting.




Adjusted EBITDA is a supplemental measure of FlexShopper's performance that is
neither required by, nor presented in accordance with, GAAP. Adjusted EBITDA
should not be considered as a substitute for GAAP metrics such as operating
income/ (loss), net income or any other performance measures derived in
accordance with GAAP.



                                       20





Results of Operations


Three Months Ended September 30, 2020 Compared to Three Months Ended September 30, 2019

The following table details operating results for the three months ended September 30, 2020 and 2019:





                                               2020             2019           $ Change        % Change

Gross lease revenues and fees              $ 31,470,706     $ 31,567,587     $    (96,881 )         (0.3 )
Provision for doubtful accounts               8,079,358        9,300,326       (1,220,968 )        (13.1 )
Lease revenues and fees, net of bad debt
expense                                      23,391,348       22,267,261        1,124,087            5.0
Lease merchandise sold                        1,178,716          665,074          513,642           77.2
Total revenues                               24,570,064       22,932,335        1,637,729            7.1
Cost of lease revenue and merchandise
sold                                         15,650,526       14,706,368          944,158            6.4
Marketing                                     1,650,717          868,452          782,265           90.1
Salaries and benefits                         2,499,235        2,189,629          309,606           14.1

Other operating expenses                      3,528,890        2,718,110   

      810,780           29.8
Operating income                              1,240,696        2,449,776       (1,209,080 )        (49.4 )
Interest expense                                951,336        1,061,794         (110,458 )        (10.4 )
Net income                                 $    289,360     $  1,387,982     $  1,098,622          (79.2 )



FlexShopper originated 47,317 gross leases less same day modifications and
cancellations with an average origination value of $480 for the three months
ended September 30, 2020 compared to 36,531 gross leases less same day
modifications and cancellations with an average origination value of $468 for
the comparable period last year. Total lease revenues for the three months ended
September 30, 2020 were $23,391,348 compared to $22,267,261 for the three months
ended September 30, 2019, representing an increase of $1,124,087, or 5%.
Continued growth in repeat customers coupled with acquiring new customers with
more efficient marketing spend is primarily responsible for the increase in
leases and related revenue.



Cost of lease revenue and merchandise sold for the three months ended September
30, 2020 was $15,650,526 compared to $14,706,368 for the three months ended
September 30, 2019, representing an increase of $944,158, or 6.4%. Cost of lease
revenue and merchandise sold for the three months ended September 30, 2020 is
comprised of depreciation expense and impairment of lease merchandise of
$14,886,798 and the net book value of merchandise sold of $763,728. Cost of
lease revenue and merchandise sold for the three months ended September 30, 2019
is comprised of depreciation expense on lease merchandise of $14,248,969 and the
net book value of merchandise sold of $457,399. As the Company's lease revenues
increase, the direct costs associated with them also increase.



Marketing expenses in the three months ended September 30, 2020 were $1,650,717
compared to $868,452 in the three months ended September 30, 2019, an increase
of $782,265, or 90.1%. The Company strategically increased marketing
expenditures in its digital channels where it is acquiring customers efficiently
at its targeted acquisition cost. Also, the amortization of direct acquisition
cost increased due to more capitalized commission earned based on lease
originations.



Salaries and benefits in the three months ended September 30, 2020 were
$2,499,235 compared to $2,189,629 in the three months ended September 30, 2019,
an increase of $309,606 or 14.1%. The hire of certain key management was the
driver for the increase in salaries and benefits expenses.



                                       21




Other operating expenses for the three months ended September 30, 2020 and 2019 included the following:





                                    2020            2019

Amortization and depreciation $ 593,267 $ 531,289 Computer and internet expenses 465,561 409,613 Legal and professional fees 433,113 257,973 Merchant bank fees

                   464,295         446,217
Stock compensation expense           169,393         117,134
Customer verification expenses       826,351         526,616
Other                                576,910         429,268
Total                            $ 3,528,890     $ 2,718,110

Nine Months Ended September 30, 2020 Compared to Nine Months Ended September 30, 2019





The following table details operating results for the nine months ended
September 30, 2020 and 2019:



                                               2020             2019           $ Change        % Change

Gross lease revenues and fees              $ 93,632,889     $ 89,028,352     $  4,604,537            5.2

Provision for doubtful accounts              23,643,556       25,075,156       (1,431,600 )         (5.7 )
Lease revenues and fees, net of bad debt
expense                                      69,989,333       63,953,196        6,036,137            9.4
Lease merchandise sold                        3,953,608        2,374,876        1,578,732           66.5
Total revenues                               73,942,941       66,328,072        7,614,869           11.5
Cost of lease revenue and merchandise
sold                                         49,667,601       45,308,460        4,359,141            9.6
Marketing                                     3,619,911        2,031,227        1,588,684           78.2
Salaries and benefits                         7,324,620        5,984,797        1,339,823           22.4

Other operating expenses                     10,037,743        8,156,238   

    1,881,505           23.1
Operating income                              3,293,066        4,847,350       (1,554,284 )        (32.1 )
Interest expense                              3,214,083        3,265,771          (51,688 )         (1.6 )
Net income                                 $     78,983     $  1,581,579     $ (1,502,596 )        (95.0 )



FlexShopper originated 117,294 gross leases less same day modifications and
cancellations with an average origination value of $470 for the nine months
ended September 30, 2020 compared to 95,731 gross leases less same day
modifications and cancellations with an average origination value of $466 for
the comparable period last year. Total lease revenues for the nine months ended
September 30, 2020 were $69,989,333 compared to $63,953,196 for the nine months
ended September 30, 2019, representing an increase of $6,036,137, or 9.4%.
Continued growth in repeat customers coupled with acquiring new customers with
more efficient marketing spend is primarily responsible for the increase in
leases and related revenue.



Cost of lease revenue and merchandise sold for the nine months ended September
30, 2020 was $49,667,601 compared to $45,308,460 for the nine months ended
September 30, 2019, representing an increase of $4,359,141, or 9.6%. Cost of
lease revenue and merchandise sold for the nine months ended September 30, 2020
is comprised of depreciation expense and impairment of lease merchandise of
$46,982,002 and the net book value of merchandise sold of $2,685,599. Cost of
lease revenue and merchandise sold for the nine months ended September 30, 2019
is comprised of depreciation expense on lease merchandise of $43,787,216 and the
net book value of merchandise sold of $1,521,244. As the Company's lease
revenues increase, the direct costs associated with them also increase.



Marketing expenses in the nine months ended September 30, 2020 were $3,619,911
compared to $2,031,227 in the nine months ended September 30, 2019, an increase
of $1,588,684, or 78.2%. The Company strategically increased marketing
expenditures in its digital channels where it is acquiring customers more
efficiently at its targeted acquisition cost.



Salaries and benefits in the nine months ended September 30, 2020 were
$7,324,620 compared to $5,984,797 in the nine months ended September 30, 2019,
an increase of $1,339,823, or 22.4%. Head count increase that took place in the
fourth quarter of 2019 to handle the volume increase of the holiday season plus
the hire of certain key management resulted in the increase in salaries and

benefits expenses.



                                       22




Other operating expenses for the nine months ended September 30, 2020 and 2019 included the following:





                                     2020            2019

Amortization and depreciation $ 1,655,406 $ 1,649,597 Computer and internet expenses 1,313,134 1,182,690 Legal and professional fees 1,463,191 877,156 Merchant bank fees

                  1,407,008       1,374,283
Stock compensation expense            793,241         445,906
Customer verification expenses      1,744,862       1,224,059
Other                               1,660,901       1,402,547
Total                            $ 10,037,743     $ 8,156,238




Legal and professional fees in the nine months ended September 30, 2020 were
$1,463,191 compared to $877,156 in the nine months ended June 30, 2019,
representing an increase of $586,035, or 66.8%. This increase was due to legal
and consulting fees related to underwriting, marketing, business intelligence
enhancements and new product initiatives.



Operations



We promote our FlexShopper products and services across all sales channels
through strategic partnerships, direct response marketing, and affiliate and
internet marketing, all of which are designed to increase our lease transactions
and name recognition. Our advertisements emphasize such features as instant
spending limits and affordable weekly payments. We believe that as the
FlexShopper name gains familiarity and national recognition through our
advertising efforts, we will continue to educate our customers and potential
customers about the lease-to-own payment alternative as well as solidify our
reputation as a leading provider of high-quality branded merchandise and
services.



For each of our sales channels, FlexShopper has a marketing strategy that includes the following:





                             Patent pending LTO Payment    In-store LTO technology
  Online LTO Marketplace               Method                     platform
      Search engine
  optimization; pay-per              Direct to                    Direct to
          click                retailers/e-retailers        retailers/e-retailers
                             Partnerships with payment     Consultants & 

strategic


Online affiliate networks           aggregators                 

relationships

Direct response television Consultants & strategic


        campaigns                  relationships
       Direct mail




The Company believes it has a competitive advantage over competitors in the LTO
industry by providing all three channels as a bundled package to retailers and
e-retailers. Management is anticipating a rapid development of the FlexShopper
business as we are able to penetrate each of our sales channels. To support our
anticipated growth, FlexShopper will need the availability of substantial
capital resources. See the section captioned "Liquidity and Capital Resources"
below.



                                       23




Liquidity and Capital Resources





As of September 30, 2020, the Company had cash of $6,750,019 compared to
$3,172,362 at the same date in 2019. As of December 31, 2019, the Company had
cash of $6,868,472. The increase in cash from December 31, 2019, was primarily
due to the proceeds received under the Paycheck Protection Program.



As of September 30, 2020, the Company had accounts receivable of $24,645,435
offset by an allowance for doubtful accounts of $16,790,115, resulting in net
accounts receivable of $7,855,320. Accounts receivable are principally comprised
of lease payments owed to the Company. An allowance for doubtful accounts is
estimated based upon historical collection and delinquency percentages.



Financing Activity



On January 25, 2019, FlexShopper, LLC (the "Borrower) entered into a
subordinated debt financing letter agreement with 122 Partners, LLC, as lender,
pursuant to which FlexShopper, LLC issued a subordinated promissory note to 122
Partners, LLC (the "January Note") in the principal amount of $1,000,000. H.
Russell Heiser, Jr., FlexShopper's Chief Financial Officer, is a member of 122
Partners, LLC. Payment of the principal amount and accrued interest under the
January Note was due and payable by the borrower on April 30, 2020 and the
borrower can prepay principal and interest at any time without penalty. Amounts
outstanding under the January Note bear interest at a rate equal to 5.00% per
annum in excess of the non-default rate of interest from time to time in effect
under the Credit Agreement. Obligations under the January Note are subordinated
to obligations under the Credit Agreement. The January Note is subject to
customary representations and warranties and events of default. If an event of
default occurs and is continuing, the Borrower may be required to repay all
amounts outstanding under the January Note. Obligations under the January Note
are secured by substantially all of the Borrower's assets, subject to the senior
rights of the lenders under the Credit Agreement. On April 30, 2020, pursuant to
an amendment to the subordinated debt financing letter agreement, the Borrower
and 122 Partners, LLC agreed to extend the maturity date of the January Note to
April 30, 2021.



On February 19, 2019, the Borrower entered into a letter agreement with NRNS
Capital Holdings LLC ("NRNS"), the manager of which is the Chairman of the
Company's Board of Directors,  pursuant to which the Borrower issued a
subordinated promissory note to NRNS (the "February Note") in the principal
amount of $2,000,000. Payment of principal and accrued interest under the
February Note is due and payable by the Borrower on June 30, 2021 and the
Borrower can prepay principal and interest at any time without penalty. Amounts
outstanding under the February Note bear interest at a rate equal to 5.00% per
annum in excess of the non-default rate of interest from time to time in effect
under the Credit Agreement. Obligations under the February Note are subordinated
to obligations under the Credit Agreement. The February Note is subject to
customary representations and warranties and events of default. If an event of
default occurs and is continuing, the Borrower may be required to repay all
amounts outstanding under the February Note. Obligations under the February Note
are secured by substantially all of the Borrower's assets, subject to rights of
the lenders under the Credit Agreement.



The Company applied for and received a loan (the "Loan") on May 4, 2020, from
Customers Bank (the "Lender") in the principal amount of $1,914,100, pursuant to
the Paycheck Protection Program (the "PPP") under the Coronavirus Aid, Relief,
and Economic Security Act (the "CARES Act"), which was enacted March 27, 2020,
and administered through the U.S. Small Business Administration (the "SBA").



The Loan is evidenced by a promissory note (the "Note"), dated April 30, 2020,
issued by the Borrower to the Lender. The Note matures on April 30, 2022, and
bears interest at the rate of 1.00% per annum, payable monthly commencing the
later of on November 30, 2020 or the SBA review of the forgiveness application.
The Note may be prepaid by the Borrower at any time prior to maturity with no
prepayment penalty. Proceeds from the Loan will be available to the Borrower to
fund designated expenses, including certain payroll costs, group health care
benefits and other permitted expenses, in accordance with the PPP. Under the
terms of the PPP, up to the entire sum of the principal amount and accrued
interest may be forgiven to the extent the Loan proceeds are used for qualifying
expenses as described in the CARES Act and applicable implementing guidance
issued by the U.S. Small Business Administration under the PPP. The Company used
the entire Loan amount for designated qualifying expenses and has submitted a
loan forgiveness application to the Lender that is pending review.



                                       24





Cash Flow Summary


Cash Flows from Operating Activities





Net cash provided by operating activities was $4,555,130 for the nine months
ended September 30, 2020 primarily due to the add back of depreciation and
impairment on leased merchandise and provision for doubtful accounts partially
offset by the purchases of leased merchandise and the change in accounts
receivable.



Net cash provided by operating activities was $3,990,643 for the nine months ended September 30, 2019 primarily due to the net income for the period.

Cash Flows from Investing Activities

For the nine months ended September 30, 2020, net cash used in investing activities was $2,099,654 comprised of $201,796 for the purchase of property and equipment and $1,804,858 for capitalized software costs.

For the nine months ended September 30, 2019, net cash used in investing activities was $1,664,580 comprised of $79,934 for the purchase of property and equipment and $1,584,646 for capitalized software costs.

Cash Flows from Financing Activities





Net cash used in financing activities was $2,573,929 for the nine months ended
September 30, 2020 due to loan repayments on the Credit Agreement of $7,023,250
partially offset by $2,412,000 of funds drawn on the Credit Agreement and by
$1,914,100 of proceeds received under the Paycheck Protection Program.



Net cash used in financing activities was $5,294,911 for the nine months ended
September 30, 2019 due to loan repayments on the Credit Agreement of $10,528,488
and $243,750 of debt issuance related costs partially offset by $2,940,000 of
net funds drawn on the Promissory Notes and $2,523,828 of funds drawn on the
Credit Agreement.



Capital Resources



To date, funds derived from the sale of FlexShopper's common stock, warrants,
Series 1 Convertible Preferred Stock and Series 2 Convertible Preferred Stock
and the Company's ability to borrow funds against the lease portfolio have
provided the liquidity and capital resources necessary to fund its operations.



The Commitment Termination Date of the Credit Agreement (see Note 7) is February
28, 2021 and, accordingly, the Company would then start to repay all borrowed
amounts under the facility through February 21, 2022.  Additionally, $ 3,750,000
and $1,000,000 of Promissory Notes (see Note 6) are due by June 30, 2021 and
April 30, 2021, respectively. The Company anticipates either renegotiating the
terms of the Credit Agreement and Promissory Notes with the existing lenders or
entering into agreements to refinance the existing arrangements with new lenders
prior to the maturity of these agreements.  While the Company has been
previously successful in refinancing these agreements and the holders of both
the Credit Agreement and Promissory Notes are significant equity holders, the
Company cannot provide any assurance that any such refinancing's will be
available on terms favorable to the Company, or available at all.  The inability
to refinance the Credit Agreement and/or Promissory Notes could have a material
negative impact to the Company's operations.



                                       25




Financial Impact of COVID-19 Pandemic





COVID-19 has had an impact on the Company. The primary impacts have included a
transition to a significant amount of remote workers as well as changes to
customer origination sources.  Fortunately, regarding tele-work, our South
Florida location required a thorough Hurricane Impact plan that enabled all our
employees to work remotely if required. Early in the second quarter of 2020,
FlexShopper pivoted that Hurricane Plan to a COVID-19 plan in order to allow
employees to work outside of the office.  As of the end of October,
approximately 85% of our employees are working remotely. All employees, via
specially configured laptops, are able to access the same data and have the same
functionality as if they were in the office. FlexShopper continues to explore
options to bring employees back into the workplace on a rotational basis.



The other primary impact has been on customer origination sources. Pre-COVID-19,
approximately 40% of new customers were obtained through brick and mortar or B2B
retailers.  The pandemic-related closing and limited operations of retailers, as
well as shelter in place orders, limited our new customers from this channel
over the second quarter and will continue to have an impact while COVID-19
mandates limit operations of retailers. Same-store origination amounts in these
channels are currently 81% of their February results, have recovered
substantially from their lowest point and continue to show improvement as time
goes on. However, it is still unclear when this origination channel, on a per
location basis, will recover to pre-COVID-19 levels. Additionally, in mid-March,
both in the B2C and B2B verticals, FlexShopper reduced approval rates in order
to add only new customers that would exhibit exceptional payment performance
given the unknown time and breadth of the COVID-19 pandemic.  In August, the
Company reverted to approval rates in line with pre-Covid-19 results. Finally,
the COVID-19 environment delayed the rollout of some B2B initiatives, although
since June the Company has partnered with additional retailers and launched

a
new pilot.



Areas of the business that have not been negatively impacted by COVID-19, but
potentially positively impacted, include the payment rate of the portfolio from
April until August.  The percentage of delinquent consumers has decreased during
the government stimulus period.  That has resulted in better portfolio
performance than was observed prior to COVID-19.  While a portion of this is
related to modification to underwriting that started in the fourth quarter of
2019, there is also an unknown portion of this improved performance attributable
to the government stimulus.  Moreover, the improved performance coupled with
participation in the CARES Act programs has enabled FlexShopper to increase
cash. COVID-19 has not jeopardized FlexShopper's ability to satisfy the Credit
Agreement covenants.


Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

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