[Part I - Financial Information](index=2&type=section&id=Part%20I%20-%20Financial%20Information) [Unaudited Consolidated Financial Statements](index=2&type=section&id=Item%201.%20Unaudited%20Consolidated%20Financial%20Statements) This section presents the unaudited consolidated financial statements for BM Technologies, Inc. as of September 30, 2021, and for the three and nine-month periods then ended [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) As of September 30, 2021, the company's financial position strengthened compared to year-end 2020, with total assets increasing to $69.9 million and total liabilities decreasing to $34.0 million, leading to a substantial growth in shareholders' equity Consolidated Balance Sheet Highlights (in thousands) | Metric | September 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$69,876** | **$63,961** | | Cash and cash equivalents | $20,407 | $2,989 | | **Total Liabilities** | **$33,977** | **$39,271** | | Borrowings from partner bank | $0 | $21,000 | | Liability for private warrants | $12,850 | $0 | | **Total Shareholders' Equity** | **$35,899** | **$24,690** | [Consolidated Statements of Income (Loss)](index=4&type=section&id=Consolidated%20Statements%20of%20Income%20(Loss)) The company demonstrated a significant turnaround in profitability, reporting net income of $8.8 million for Q3 2021 and $25.8 million for the nine months ended September 30, 2021, driven by increased servicing fees and a non-cash gain on warrant liability Key Income Statement Data (in thousands, except per share data) | Metric | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | Total operating revenues | $21,974 | $18,338 | $69,250 | $49,528 | | Servicing fees from partner bank | $11,823 | $5,814 | $31,774 | $15,604 | | Income (loss) from operations | $3,998 | $610 | $11,976 | ($7,236) | | Gain on fair value of private warrant liability | $6,042 | $0 | $17,989 | $0 | | **Net income (loss)** | **$8,794** | **$250** | **$25,847** | **($8,403)** | | Diluted (loss) earnings per share | $0.74 | $0.04 | $0.65 | ($1.37) | [Consolidated Statements of Changes in Shareholders' Equity](index=5&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity increased from $24.7 million at the end of 2020 to $35.9 million at September 30, 2021, primarily due to net income and recapitalization, partially offset by warrant valuation - Key drivers of the change in shareholders' equity during the first nine months of 2021 included **net income**, a significant **valuation adjustment for private warrants**, and the effects of the **recapitalization transaction**[13](index=13&type=chunk) [Consolidated Statements of Cash Flows](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2021, the company generated significantly more cash from operations ($22.1 million), while cash used in financing increased due to debt repayment, resulting in a $17.4 million overall increase in cash and cash equivalents Cash Flow Summary (in thousands) | Cash Flow Activity | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | | Net Cash Provided by Operating Activities | $22,082 | $11,668 | | Net Cash Used in Investing Activities | ($552) | ($3,152) | | Net Cash Used in Financing Activities | ($4,112) | ($326) | | **Net Increase in Cash** | **$17,418** | **$8,190** | [Notes to Unaudited Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) The notes provide critical context to the financial statements, detailing the company's business model, the significant merger transaction accounted for as a reverse recapitalization, and key accounting policies - On January 4, 2021, the company completed a merger with Megalith Financial Acquisition Corp., which was accounted for as a **reverse recapitalization** with BankMobile treated as the accounting acquirer[28](index=28&type=chunk)[29](index=29&type=chunk) - Private warrants are accounted for as liabilities and marked-to-market each period, resulting in a **non-cash gain of $18.0 million** for the nine months ended September 30, 2021, which significantly impacted net income[67](index=67&type=chunk)[68](index=68&type=chunk) - Subsequent to the reporting period, on November 15, 2021, the company announced a definitive agreement to merge with First Sound Bank for approximately **$23.0 million in cash**[113](index=113&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the strong performance in the first nine months of 2021 to a 40% increase in operating revenues, driven by a 104% rise in servicing fees from its partner bank due to higher average deposit balances [Results of Operations](index=25&type=section&id=Results%20of%20Operations) For the nine months ended September 30, 2021, revenues grew 40% to $69.3 million, while operating expenses increased by only 1%, resulting in income from operations of $12.0 million, a significant reversal from a $7.2 million loss in the prior-year period Revenue Comparison - Nine Months Ended Sep 30 (in thousands) | Revenue Stream | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Servicing fees from partner bank | $31,774 | $15,604 | 104% | | Interchange and card revenue | $21,109 | $20,053 | 5% | | Other revenue | $4,283 | $1,326 | >150% | | **Total operating revenues** | **$69,250** | **$49,528** | **40%** | - The increase in servicing fees was directly related to a **123% increase in average deposits**, which grew from **$0.7 billion to $1.5 billion** for the nine-month period[147](index=147&type=chunk) - Total operating expenses for the nine-month period remained nearly flat, increasing just **1% year-over-year** from **$56.8 million to $57.3 million**, demonstrating significant operating leverage[151](index=151&type=chunk) [Liquidity and Capital Resources](index=28&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity position improved substantially, ending the period with $20.4 million in cash, driven by increased operating cash flow and recapitalization proceeds used to repay all outstanding debt - Cash and cash equivalents increased to **$20.4 million** as of September 30, 2021[152](index=152&type=chunk) - Net cash provided by operating activities increased by **$10.4 million (89%)** to **$22.1 million** for the nine months ended September 30, 2021, compared to the prior year[153](index=153&type=chunk)[155](index=155&type=chunk) - During the period, the company fully repaid **$21.0 million of borrowings** from its partner bank[155](index=155&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is identified as credit risk concentration within its accounts receivable, with a significant portion from a single banking-as-a-service partner - As of September 30, 2021, a single banking-as-a-service partner accounted for approximately **39% of the company's accounts receivable**[158](index=158&type=chunk) [Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) Based on an evaluation conducted by management, including the CEO and CFO, the company concluded that its disclosure controls and procedures were effective at a reasonable assurance level as of September 30, 2021 - The CEO and CFO concluded that the company's **disclosure controls and procedures were effective** as of the end of the period covered by the report[162](index=162&type=chunk) [Part II - Other Information](index=30&type=section&id=Part%20II%20-%20Other%20Information) [Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in legal proceedings arising in the ordinary course of business but does not expect the outcomes to have a material effect on its financial condition or results of operations - Management believes that potential liability from all current legal proceedings will not have a **material effect** on the company's financial position[163](index=163&type=chunk) [Risk Factors](index=30&type=section&id=Item%201A.%20Risk%20Factors) The company reports that there have been no material changes to the risk factors previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2020, and its Q2 2021 Form 10-Q - There have been **no material changes** to the Risk Factors disclosed in the company's prior annual and quarterly reports[164](index=164&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=30&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) On January 4, 2021, in connection with its merger, the company's predecessor conducted a private placement (PIPE Financing), selling approximately 1.9 million shares of Class A Common Stock for aggregate gross proceeds of about $20.0 million - The company raised approximately **$20.0 million in gross proceeds** from a PIPE financing transaction on January 4, 2021, by selling **1,927,058 shares at $10.38 per share**[165](index=165&type=chunk) [Other Information](index=30&type=section&id=Item%205.%20Other%20Information) On September 30, 2021, the Board of Directors granted service-based and performance-based Restricted Stock Units (RSUs) to key executives under the company's 2020 Equity Incentive Plan Executive RSU Grants (Number of Units) | Employee | Service-Based RSUs | Performance-Based RSUs | | :--- | :--- | :--- | | Luvleen Sidhu (CEO) | 250,000 | 250,000 | | Jamie Donahue | 40,000 | 40,000 | | Robert J. Diegel | 30,000 | 30,000 | | Robert Ramsey (CFO) | 15,000 | 15,000 | [Exhibits](index=30&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the required certifications by the Chief Executive Officer and Chief Financial Officer - The exhibits filed with the report include **CEO and CFO certifications** under Rule 13a-14(a)/15d-14(a) and 18 U.S.C. 1350[168](index=168&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-38633 BM Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 82-3410369 (State or other jurisdicti ...

BM Technologies, Inc. (NYSE:BMTX) Q2 2021 Earnings Conference Call August 12, 2021 9:00 AM ET Company Participants Bob Ramsey - CFO Luvleen Sidhu - CEO Bob Diegel - COO Jamie Donahue - CTO Conference Call Participants Mike Grondhahl - Northland Securities Michael Diana - Maxim Group Operator Ladies and gentlemen, thank you for standing by, and welcome to the BM Technologies Second Quarter 2021 Earnings Conference Call. At this time, all participants are in a listen-only mode. After the speakers presentation ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-38633 BM Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 82-3410369 (State or other jurisdict ...

BM Technologies, Inc. (NYSE:BMTX) Q1 2021 Earnings Conference Call May 18, 2021 9:00 AM ET Company Participants Bob Ramsey – Chief Financial Officer Luvleen Sidhu – Chief Executive Officer Conference Call Participants Mike Grondhahl – Northland Securities Operator Ladies and gentlemen, thank you for standing by, and welcome to the BM Technologies’ First Quarter 2021 Earnings Conference Call. At this time, all participants are in a listen-only mode. [Operator Instructions] I would now like to turn the call o ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Delaware 82-3410369 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 535 5th Ave, 29 Floor New York, NY 10017 22066 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 235-0430 Title of Each Class: Name of Each Exchange on Which Registered: Class A Common Stock, par value $0.0001 per share The New York Stock Exchange Warrants ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Delaware 82-3410369 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Title of each class Trading Symbol(s) Name of each exchange on which registered Units, each consisting of one Class A common stock and one redeemable warrant MFAC.U New York Stock Exchange Class A common stock, par value $0.0001 per share MFAC New York Stock Exchange Redeemable warrants, exercisable for Class A common ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38633 MEGALITH FINANCIAL ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 82-3410369 (State or other jurisd ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38633 MEGALITH FINANCIAL ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |-------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38633 MEGALITH FINANCIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 82-3410369 (State or other j ...