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, 2025 OR Table of Contents ☐ 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: 001-41305 Bitcoin Depot Inc. (Exact name of registrant as specified in its charter) Delaware ...

[Financial Performance Overview](index=1&type=section&id=Financial%20Performance%20Overview) Bitcoin Depot reported strong Q2 2025 growth with increased revenue and significant improvements in net income and Adjusted EBITDA, driven by operational leverage and strategic financial management [Second Quarter 2025 Financial Highlights](index=1&type=section&id=Second%20Quarter%202025%20Financial%20Highlights) Bitcoin Depot reported strong year-over-year growth in the second quarter of 2025, with a **6% increase** in revenue to **$172.1 million**. Profitability saw significant improvement, as net income surged by **183%** to **$12.3 million** and Adjusted EBITDA grew by **46%** to **$18.5 million** Q2 2025 Key Financial Metrics (Year-over-Year) | Metric | Q2 2025 | Growth vs Q2 2024 | | :--- | :--- | :--- | | Revenue | $172.1 Million | 6% ↑ | | Net Income | $12.3 Million | 183% ↑ | | Gross Profit | $30.9 Million | 32% ↑ | | Adjusted EBITDA | $18.5 Million | 46% ↑ | [Management Commentary](index=1&type=section&id=Management%20Commentary) Management attributes the strong quarterly performance to operating leverage from kiosk expansion, higher transaction volumes, and disciplined cost management. The company has improved profitability, strengthened its balance sheet with nearly **$60 million** in cash and digital assets, and simplified its corporate structure to enhance transparency and shareholder alignment. Strategic initiatives include continued Bitcoin accumulation for its treasury - The company's performance demonstrates operating leverage driven by kiosk expansion, higher transaction volumes, and disciplined cost management[2](index=2&type=chunk) - Bitcoin Depot holds nearly **$60 million** in cash and digital assets, positioning it for U.S. and international growth opportunities[2](index=2&type=chunk) - The company eliminated its UP-C corporate structure to simplify governance and improve transparency[2](index=2&type=chunk) - The company continued to strategically add Bitcoin to its treasury as part of its capital allocation strategy[2](index=2&type=chunk) [Detailed Financial Results](index=1&type=section&id=Detailed%20Financial%20Results) The company achieved significant revenue growth and profitability improvements in Q2 2025, alongside a strengthened balance sheet and robust cash flow from operations [Second Quarter 2025 Financial Performance](index=1&type=section&id=Second%20Quarter%202025%20Financial%20Performance) In Q2 2025, revenue grew **6%** to **$172.1 million**, driven by more kiosks and larger transaction sizes. Operating expenses fell **9%** to **$17.0 million** due to cost optimization. This led to a **183% increase** in net income to **$12.3 million** and a **32% rise** in gross profit to **$30.9 million**, with gross margin expanding by **360 basis points** to **17.9%** Q2 2025 vs Q2 2024 Performance | Metric | Q2 2025 | Q2 2024 | Change | | :--- | :--- | :--- | :--- | | Revenue | $172.1M | $163.1M | +6% | | Operating Expenses | $17.0M | $18.8M | -9% | | Net Income | $12.3M | $4.4M | +183% | | Gross Profit | $30.9M | $23.4M | +32% | | Gross Profit Margin | 17.9% | 14.3% | +360 bps | - Net income attributable to common shareholders was **$6.1 million**, or **$0.16 per share**, a significant improvement from a net loss of **$2.6 million**, or **($0.13) per share**, in Q2 2024[5](index=5&type=chunk) - Adjusted EBITDA increased **46%** to **$18.5 million**, primarily due to higher revenue and gross profit[7](index=7&type=chunk) [Balance Sheet and Cash Flow](index=2&type=section&id=Balance%20Sheet%20and%20Cash%20Flow) As of June 30, 2025, the company's financial position strengthened, with cash, cash equivalents, and cryptocurrencies totaling **$59.6 million**, up from **$31.0 million** at year-end 2024. The company continued to invest in Bitcoin, holding **100.35 BTC**. Net cash from operations for the first six months of 2025 more than doubled to **$26.4 million** compared to the same period in 2024 Key Balance Sheet and Cash Flow Items | Metric | June 30, 2025 | Dec 31, 2024 / H1 2024 | Change | | :--- | :--- | :--- | :--- | | Cash, equivalents, & crypto | $59.6M | $31.0M | +$28.6M | | Bitcoin held for investment | 100.35 BTC | - | +6.00 BTC in Q2 | | Net cash from operations (H1) | $26.4M | $11.5M | +129.6% | [Business Outlook](index=2&type=section&id=Business%20Outlook) The company anticipates continued high-single-digit revenue growth and a substantial increase in Adjusted EBITDA for the third quarter of 2025 [Third Quarter 2025 Outlook](index=2&type=section&id=Third%20Quarter%202025%20Outlook) The company anticipates continued growth in the third quarter of 2025, forecasting **high-single-digit** percentage revenue growth and a **20% to 30%** increase in Adjusted EBITDA compared to the third quarter of 2024 - Q3 2025 revenue is expected to grow by **high-single digits** year-over-year[9](index=9&type=chunk) - Q3 2025 Adjusted EBITDA is expected to be **20% to 30%** above the prior year's quarter[9](index=9&type=chunk) [Financial Statements](index=4&type=section&id=Financial%20Statements) The financial statements reflect significant improvements in net income and cash flow from operations, alongside a strengthened balance sheet with increased assets and positive stockholders' equity [Consolidated Statements of (Loss) Income](index=4&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20%28LOSS%29%20INCOME) The consolidated statements of income show a significant increase in profitability for the three and six months ended June 30, 2025. For the second quarter, net income rose to **$12.3 million** from **$4.4 million** in the prior year. For the six-month period, net income was **$24.5 million**, a substantial increase from **$122 thousand** in the same period of 2024 Consolidated Statements of (Loss) Income (Unaudited, in thousands) | | Three Months Ended June 30, | Six Months Ended June 30, | | :--- | :--- | :--- | | | **2025** | **2024** | **2025** | **2024** | | **Revenue** | **$172,108** | **$163,066** | **$336,334** | **$301,605** | | Cost of revenue (excl. D&A) | 139,382 | 136,708 | 270,473 | 257,995 | | Total operating expenses | 16,978 | 18,754 | 32,315 | 35,307 | | **Income from operations** | **15,748** | **7,604** | **33,546** | **8,303** | | Other (expense) income, net | (2,263) | (2,984) | (6,433) | (8,049) | | Income before taxes | 13,485 | 4,620 | 27,113 | 254 | | Income tax (expense) | (1,162) | (270) | (2,614) | (132) | | **Net income** | **$12,323** | **$4,350** | **$24,499** | **$122** | | Net income (loss) attributable to common stockholders | $6,070 | $(2,561) | $10,264 | $(4,099) | | **Net income per share - basic and diluted** | **$0.16** | **$(0.13)** | **$0.35** | **$(0.23)** | [Consolidated Balance Sheets](index=5&type=section&id=CONSOLIDATED%20BALANCE%20SHEETS) The balance sheet as of June 30, 2025, shows total assets of **$109.1 million**, an increase from **$80.1 million** at the end of 2024. This was driven by a significant rise in cash and cryptocurrencies. Total liabilities increased to **$104.4 million** from **$96.6 million**, while total stockholders' equity turned positive to **$4.7 million** from a deficit of **$16.5 million** Consolidated Balance Sheets (Unaudited, in thousands) | | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total current assets** | **$62,691** | **$34,333** | | Cash and cash equivalents | $48,038 | $29,472 | | Cryptocurrencies | $11,563 | $1,510 | | Total property and equipment, net | $24,541 | $26,847 | | **Total assets** | **$109,053** | **$80,104** | | **Total current liabilities** | **$44,543** | **$40,629** | | **Total Liabilities** | **$104,360** | **$96,590** | | **Total Stockholders' Equity (Deficit)** | **$4,693** | **$(16,486)** | | **Total Liabilities and Stockholders' Equity** | **$109,053** | **$80,104** | [Consolidated Statements of Cash Flows](index=7&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) For the first six months of 2025, net cash provided by operating activities was **$26.4 million**, more than double the **$11.5 million** from the same period in 2024. Net cash used in investing activities was **$9.2 million**, primarily for BTC acquisitions. Net cash provided by financing activities was **$1.4 million**. The company ended the period with **$48.0 million** in cash and cash equivalents Consolidated Statements of Cash Flows (Unaudited, in thousands) | | Six Months Ended June 30, | | :--- | :--- | :--- | | | **2025** | **2024** | | **Net Cash Flows Provided by Operations** | **$26,403** | **$11,475** | | **Net Cash Flows Used In Investing Activities** | **$(9,159)** | **$(3,190)** | | **Net Cash Flows Provided by Financing Activities** | **$1,436** | **$5,851** | | Net change in cash and cash equivalents | $18,566 | $14,183 | | Cash and cash equivalents - beginning of period | $29,472 | $29,759 | | **Cash and cash equivalents - end of period** | **$48,038** | **$43,942** | [Non-GAAP Financial Measures](index=8&type=section&id=Non-GAAP%20Financial%20Measures) The company utilizes non-GAAP measures like Adjusted EBITDA and Adjusted Gross Profit to provide clearer insights into core operational performance and profitability, with detailed reconciliations provided [Explanation of Non-GAAP Measures](index=8&type=section&id=Explanation%20of%20Non-GAAP%20Measures) Bitcoin Depot uses non-GAAP measures like Adjusted EBITDA and Adjusted Gross Profit to supplement its GAAP results. The company believes these metrics offer a better understanding of its core operational performance by excluding non-cash items, unpredictable expenses, and non-recurring costs, thus facilitating period-to-period comparisons - Adjusted EBITDA is defined as net income before interest, taxes, depreciation, amortization, non-recurring expenses, share-based compensation, and certain financing costs[26](index=26&type=chunk) - Adjusted Gross Profit is defined as revenue less cost of revenue, with depreciation and amortization added back[26](index=26&type=chunk) - Management uses these non-GAAP measures internally for operating decisions, performance evaluation, and financial planning[26](index=26&type=chunk) [Reconciliation of Net (loss) income to Adjusted EBITDA](index=9&type=section&id=Reconciliation%20of%20Net%20%28loss%29%20income%20to%20Adjusted%20EBITDA) For Q2 2025, the company reconciled a net income of **$12.3 million** to an Adjusted EBITDA of **$18.5 million**. This compares to a net income of **$4.4 million** and an Adjusted EBITDA of **$12.7 million** in Q2 2024, representing a **46% increase** in Adjusted EBITDA. The Adjusted EBITDA margin improved to **10.8%** from **7.8%** Reconciliation of Net Income to Adjusted EBITDA (Unaudited, in thousands) | | Three Months Ended June 30, | Six Months Ended June 30, | | :--- | :--- | :--- | :--- | :--- | | (in thousands) | **2025** | **2024** | **2025** | **2024** | | **Net income** | **$12,323** | **$4,350** | **$24,499** | **$122** | | Interest expense | 4,726 | 2,880 | 7,794 | 7,824 | | Income tax expense | 1,162 | 270 | 2,614 | 132 | | Depreciation and amortization | 1,869 | 2,992 | 3,766 | 5,939 | | Unrealized loss on crypto | (2,315) | — | (1,221) | — | | Non-recurring expenses | 43 | 444 | 282 | 907 | | Share-based compensation | 704 | 1,728 | 1,072 | 2,625 | | **Adjusted EBITDA** | **$18,512** | **$12,664** | **$38,806** | **$17,549** | | **Adjusted EBITDA margin** | **10.8%** | **7.8%** | **11.5%** | **5.8%** | [Reconciliation of revenue to Adjusted Gross Profit](index=9&type=section&id=Reconciliation%20of%20revenue%20to%20Adjusted%20Gross%20Profit) The company reconciled its GAAP Gross Profit of **$30.9 million** to an Adjusted Gross Profit of **$32.7 million** for Q2 2025. This resulted in an Adjusted Gross Profit Margin of **19.0%**, up from **16.2%** in the prior-year quarter, highlighting improved profitability at the gross level when excluding depreciation Reconciliation of Revenue to Adjusted Gross Profit (Unaudited, in thousands) | | Three Months Ended June 30, | Six Months Ended June 30, | | :--- | :--- | :--- | :--- | :--- | | (in thousands) | **2025** | **2024** | **2025** | **2024** | | **Revenue** | **$172,108** | **$163,066** | **$336,334** | **$301,605** | | **Gross Profit** | **$30,864** | **$23,382** | **$62,108** | **$37,753** | | Adjustments (D&A) | $1,862 | $2,976 | $3,753 | $5,857 | | **Adjusted Gross Profit** | **$32,726** | **$26,358** | **$65,861** | **$43,610** | | **Gross Profit Margin** | **17.9%** | **14.3%** | **18.5%** | **12.5%** | | **Adjusted Gross Profit Margin** | **19.0%** | **16.2%** | **19.6%** | **14.5%** | [Other Information](index=2&type=section&id=Other%20Information) This section provides details on the upcoming earnings call, an overview of Bitcoin Depot's business, and a cautionary statement regarding forward-looking information [Conference Call Information](index=2&type=section&id=Conference%20Call%20Information) Bitcoin Depot will host a conference call and webcast on August 12, 2025, at 10:00 a.m. Eastern time to discuss its second-quarter financial results. The release provides toll-free and toll numbers, a conference ID, and a webcast link for participation, along with details for a replay available until August 19, 2025 - A conference call to discuss Q2 2025 results is scheduled for Tuesday, August 12, 2025, at 10:00 a.m. ET[10](index=10&type=chunk) - Dial-in and webcast details are provided for live participation, and a replay will be available through August 19, 2025[10](index=10&type=chunk)[11](index=11&type=chunk) [About Bitcoin Depot](index=2&type=section&id=About%20Bitcoin%20Depot) Founded in 2016, Bitcoin Depot Inc. (Nasdaq: BTM) aims to connect cash-based consumers to the digital financial system. It is the largest Bitcoin ATM operator in North America, with over **8,800 kiosk locations** as of June 2025, allowing users to convert cash into Bitcoin - Bitcoin Depot's mission is to provide simple and intuitive means for converting cash into Bitcoin[12](index=12&type=chunk) - The company has the largest market share in North America with over **8,800 kiosk locations** as of June 2025[12](index=12&type=chunk) [Cautionary Statement Regarding Forward-Looking Statements](index=3&type=section&id=Cautionary%20Statement%20Regarding%20Forward-Looking%20Statements) This section serves as a legal disclaimer, warning that statements about future plans, strategies, and financial performance are forward-looking and not guarantees of future results. These statements are based on current management beliefs and are subject to numerous risks and uncertainties that could cause actual results to differ materially - Forward-looking statements are based on management's current beliefs and are not guarantees of future performance[13](index=13&type=chunk) - Actual results may differ due to risks such as market conditions, regulatory changes, competition, and other factors detailed in SEC filings[14](index=14&type=chunk) - The company cautions readers not to place undue reliance on these statements and undertakes no obligation to update them[15](index=15&type=chunk)

PART I - FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents unaudited consolidated financial statements for Q1 2025 and 2024, highlighting a significant turnaround to net income and the adoption of ASU 2023-08 for cryptocurrency valuation Consolidated Statements of Income (Loss) Highlights (Unaudited, in thousands) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | **Revenue** | $164,226 | $138,539 | | Income from operations | $17,798 | $699 | | **Net income (loss)** | $12,175 | $(4,228) | | Net income (loss) attributable to common stockholders | $4,193 | $(1,538) | | **Net income per share - basic and diluted** | $0.20 | $(0.25) | Consolidated Balance Sheet Highlights (in thousands) | Metric | March 31, 2025 (unaudited) | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $34,962 | $29,472 | | Cryptocurrencies | $8,384 | $1,510 | | **Total Assets** | **$89,719** | **$80,104** | | Total current liabilities | $41,932 | $40,629 | | **Total Liabilities** | **$94,311** | **$96,590** | | **Total Stockholders' (Deficit) Equity** | **$(4,592)** | **$(16,486)** | Consolidated Statements of Cash Flows Highlights (Unaudited, in thousands) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Net Cash Flows Provided by Operations | $16,250 | $1,347 | | Net Cash Flows Used In Investing Activities | $(8,209) | $(558) | | Net Cash Flows (Used In) Provided by Financing Activities | $(2,547) | $11,563 | | **Net change in cash and cash equivalents** | **$5,490** | **$12,392** | - Effective January 1, 2025, the Company adopted ASU 2023-08, changing the accounting for cryptocurrencies from being recorded at cost less impairment to being measured at fair value, resulting in a cumulative-effect adjustment that increased cryptocurrencies and retained earnings by **$852,000**[65](index=65&type=chunk)[115](index=115&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=55&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance, noting an **18.5% revenue increase** and significant profitability growth, with Adjusted EBITDA rising to **$20.3 million** Q1 2025 vs Q1 2024 Results of Operations (in thousands) | Metric | Q1 2025 | Q1 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Revenue | $164,226 | $138,539 | $25,687 | 18.5% | | Income from operations | $17,798 | $699 | $17,099 | 2,446.2% | | Net income (loss) | $12,175 | $(4,228) | $16,403 | (388.0)% | - Revenue increased by **$25.7 million (18.5%)** in Q1 2025 compared to Q1 2024, primarily due to an increase in kiosk transaction volume and a rise in the median transaction size[266](index=266&type=chunk) - As of March 31, 2025, the company's network included approximately **8,483 BTMs** and **10,926 BDCheckout locations**, with the median kiosk transaction size increasing to **$300**[240](index=240&type=chunk)[250](index=250&type=chunk) Non-GAAP Financial Measures Reconciliation (in thousands) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | **Adjusted Gross Profit** | **$33,135** | **$17,252** | | Adjusted Gross Profit Margin | 20.2% | 12.5% | | **Adjusted EBITDA** | **$20,293** | **$4,885** | | Adjusted EBITDA margin | 12.4% | 3.5% | [Quantitative and Qualitative Disclosures About Market Risk](index=71&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's market risks, primarily from foreign currency and interest rates, remain materially unchanged from the prior fiscal year - The company's primary market risks are foreign currency exchange rates and interest rates, with no material changes to this exposure since the end of fiscal year 2024[303](index=303&type=chunk) [Controls and Procedures](index=71&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective as of March 31, 2025, due to identified material weaknesses in internal control over financial reporting - Management concluded that disclosure controls and procedures were not effective as of March 31, 2025[304](index=304&type=chunk) - Material weaknesses were identified in three key areas: (i) lack of a formalized system of internal control, (ii) insufficient general IT controls over systems and service organizations, and (iii) inadequate controls to prevent potential unauthorized cryptocurrency activity[306](index=306&type=chunk) - Management is taking steps to remediate the weaknesses, including hiring qualified personnel and enhancing processes, but no material changes to internal controls were made during the quarter ended March 31, 2025[307](index=307&type=chunk)[309](index=309&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=73&type=section&id=Item%201.%20Legal%20Proceedings) The company is defending against two significant legal actions, including a **$23.0 million** claim from Canaccord Genuity Corp. and a civil complaint from the Iowa Attorney General - Canaccord Genuity Corp. filed a claim against the Company for **$23.0 million** in damages, alleging breach of contract related to advisory services, with a mediation on April 14, 2025, not resulting in a resolution[227](index=227&type=chunk)[311](index=311&type=chunk)[313](index=313&type=chunk) - On February 26, 2025, the company was served with a civil complaint from the Attorney General of Iowa, alleging violations of the Iowa Consumer Fraud Act related to customer transactions at its ATMs, which the company rejects and is defending against[230](index=230&type=chunk)[314](index=314&type=chunk) [Risk Factors](index=73&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred in the company's risk factors since the filing of its Annual Report for the year ended December 31, 2024 - No material changes have occurred in the company's risk factors since the filing of its Annual Report for the year ended December 31, 2024[316](index=316&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=73&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities during the period - None [Defaults upon Senior Securities](index=73&type=section&id=Item%203.%20Defaults%20upon%20Senior%20Securities) The company reported no defaults upon senior securities during the period - None [Mine Safety Disclosures](index=73&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable [Other Information](index=74&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during Q1 2025 - No directors or officers adopted or terminated a Rule 10b5-1 trading agreement or non-Rule 10b5-1 trading arrangement during the three months ended March 31, 2025[320](index=320&type=chunk) [Exhibits and Financial Statement Schedules](index=75&type=section&id=Item%206.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists exhibits filed with the Form 10-Q, including Amendment No. 1 to the Credit Agreement and Sarbanes-Oxley Act certifications - The report includes several exhibits, notably Amendment No. 1 to the Credit Agreement, CEO and CFO certifications under Sections 302 and 906 of the Sarbanes-Oxley Act, and Inline XBRL data files[321](index=321&type=chunk)

Financial Performance - Q1 2025 revenue increased by 19% year-over-year to $164.2 million, up from $138.5 million in Q1 2024[3] - Q1 2025 net income rose significantly to $12.2 million, compared to a net loss of $4.2 million in Q1 2024[5] - Adjusted gross profit for Q1 2025 increased by 92% to $33.1 million, with an adjusted gross profit margin of 20.2%, up from 12.5% in Q1 2024[6] - Adjusted EBITDA for Q1 2025 surged by 315% to $20.3 million, compared to $4.9 million in Q1 2024[7] - Revenue increased to $164,226,000 in Q1 2025, up 18.5% from $138,539,000 in Q1 2024[33] - Adjusted EBITDA for Q1 2025 was $20,293,000, representing an Adjusted EBITDA margin of 12.4%, compared to $4,885,000 and 3.5% in Q1 2024[31] - Adjusted Gross Profit for Q1 2025 was $33,135,000, with an Adjusted Gross Profit margin of 20.2%, up from $17,252,000 and 12.5% in Q1 2024[33] - The company reported a gross profit of $31,244,000 for Q1 2025, compared to $14,371,000 in Q1 2024[33] Cash Flow and Operations - Cash from operations in Q1 2025 was $16.3 million, significantly up from $1.3 million in Q1 2024[9] - As of March 31, 2025, cash, cash equivalents, and cryptocurrencies totaled $43.3 million, an increase from $31.0 million at the end of 2024[8] - Cash and cash equivalents at the end of Q1 2025 were $34,962,000, down from $42,151,000 at the end of Q1 2024[25] - The company acquired $7,824,000 in Bitcoin for investment during Q1 2025[25] Expenses and Liabilities - Total operating expenses decreased by 7% to $15.3 million in Q1 2025, down from $16.6 million in Q1 2024[4] - Total current liabilities increased to $41,932,000 as of March 31, 2025, compared to $40,629,000 at the end of 2024[23] - Total liabilities decreased slightly to $94,311,000 as of March 31, 2025, from $96,590,000 at the end of 2024[23] - The accumulated deficit decreased to $39,304,000 as of March 31, 2025, from $44,349,000 at the end of 2024[23] Market Position and Future Outlook - The company operates over 8,400 kiosk locations across 48 states, maintaining the largest market share in North America[13] - The company expects revenue growth in Q2 2025 to be in the low-to-mid-single digits percentage range compared to Q2 2024[10] - Bitcoin Depot increased its bitcoin holdings by acquiring 83 more BTC in Q1 2025, bringing the total to 94.35 BTC[8]

Financial Performance - As of December 31, 2024, the company generated approximately $573.7 million in revenue, a decrease from $689.0 million in 2023, with a net income of $7.8 million and Adjusted EBITDA of $39.7 million, representing a 15.9% Adjusted Gross Profit Margin [29]. - Revenue for the years ended December 31, 2024 and 2023 was approximately $573.7 million and $689.0 million, respectively, with gross profit of $81.5 million and $88.6 million [59]. - The company has generated positive net income and cash flow from operations every year since inception, indicating strong financial health [59]. User Engagement and Market Presence - The company completed over 3.7 million user transactions since inception, totaling approximately $2.8 billion in transaction value, with an average of 14,961 monthly active users in 2024 [29]. - The company operates approximately 8,500 kiosks across 48 U.S. states, 10 Canadian provinces, and Puerto Rico, with a market share of 25% in the U.S. and 8% in Canada as of December 31, 2024 [50][44]. - The company has installed kiosks in approximately 1,100 out of over 9,000 total Circle K locations in the U.S. and Canada, representing a significant market presence [58]. - As of December 31, 2024, BDCheckout is available at approximately 7,600 retail locations across North America, enhancing user access to Bitcoin purchases [61]. Cryptocurrency Market Dynamics - In 2024, Bitcoin was reported as the largest payment network with over $19 trillion in transaction volume, surpassing Visa and Mastercard [42]. - Bitcoin represents 99% of total transaction volume for the year ended December 31, 2024, indicating heavy reliance on this cryptocurrency [502]. Global Expansion and Deployment - The total number of BTMs deployed globally grew from approximately 1,000 to 38,000 from January 1, 2017, to December 31, 2024, representing a CAGR of approximately 46% [44]. - Approximately 90% of installed BTMs worldwide are located in the U.S. and Canada, highlighting the significant market opportunity for the company [44]. - The company has entered into a master placement agreement with EG America LLC to install BTMs in approximately 900+ locations, marking a significant expansion [66]. - Approximately 90% of BTMs worldwide are located in North America, presenting an opportunity for international expansion [58]. Compliance and Regulatory Environment - The compliance team consists of 20 individuals with over 100 years of combined experience in regulatory compliance, ensuring robust KYC processes [53]. - User bans due to compliance issues represent approximately 4% of overall transaction volumes in a given month, reflecting the company's commitment to compliance [54]. - The company operates in a complex regulatory environment across the U.S., Puerto Rico, Canada, and Australia, with a heightened focus on cryptocurrency regulation [96]. - The company has implemented a compliance program to prevent its kiosks from being used for money laundering and terrorist financing [99]. - The company is not currently supervised by any banking, securities, or commodities regulator, but closely monitors regulatory changes [96][98]. Legal and Competitive Landscape - Legal proceedings against the company include a claim for $23 million in damages related to a breach of contract with Canaccord Genuity Corp [120]. - The total transaction value in the Canaccord claim is estimated to be up to $655 million following a merger [121]. - The company faces a civil complaint from the Iowa Attorney General alleging violations of the Iowa Consumer Fraud Act [123]. - The competitive landscape is intensifying with both traditional financial institutions and fintech companies entering the cryptocurrency market [504]. Operational Challenges - Equipment costs for new kiosks may increase significantly due to inflation, supply constraints, and labor shortages [503]. - The company has successfully managed inflationary cost increases through pricing, productivity, and cost-cutting initiatives [94]. Strategic Initiatives - The company plans to pursue strategic acquisitions to enhance capabilities in areas such as cyber security and compliance, supporting growth strategies [60]. - The company has lease commitments to acquire all kiosks for a bargain purchase option at the end of the lease term, financing approximately 3,500 BTMs [86][87]. - The company has a weighted average remaining life of 1.8 years for contracts with its top 10 retail partners, which typically have an initial term of about five years [36]. Financial Partnerships - Circle K represents approximately 23% and 27% of total revenues for the years ended December 31, 2024 and 2023, respectively, highlighting the importance of this partnership [78]. - As of December 31, 2024, the average daily USD balance held in fiat wallets on the Gemini exchange was approximately $0.5 million [83].

Revenue Performance - Q4 2024 revenue was $136.8 million, down 7.5% from $148.4 million in Q4 2023[1][4] - Full year 2024 revenue was $573.7 million, down from $689.0 million in 2023, primarily due to unfavorable legislation in California[1][8] - Total revenue for the year ended December 31, 2024, was $573,703,000, a decrease of 16.7% compared to $688,967,000 in 2023[37] - For the three months ended December 31, 2024, revenue was $136,827,000, a decrease of 7.8% from $148,406,000 in the same period of 2023[37] Profitability - Q4 2024 net income increased significantly to $5.4 million, compared to a net loss of $1.7 million in Q4 2023, marking a turnaround[1][5] - Full year 2024 net income increased by 432% to $7.8 million compared to $1.5 million in 2023[1][9] - Net income for the year ended December 31, 2024, was $7.8 million, compared to a net income of $1.5 million in 2023, representing a significant improvement[26] - The company reported a loss attributable to Bitcoin Depot Inc. of $11.7 million for the year ended December 31, 2024, compared to a loss of $26.1 million in 2023[26] Operating Expenses - Q4 2024 operating expenses decreased by 16% to $15.0 million compared to $17.8 million in Q4 2023[1][5] - Operating expenses for the year ended December 31, 2024, totaled $67.2 million, a slight decrease from $70.6 million in 2023[26] Adjusted Metrics - Adjusted gross profit for Q4 2024 rose 18% to $25.4 million, with an adjusted gross profit margin of 18.6%, up from 14.5% in Q4 2023[1][6] - Adjusted EBITDA for Q4 2024 increased by 34% to $12.0 million compared to $9.0 million in Q4 2023[1][7] - Adjusted EBITDA for the year ended December 31, 2024, was $38.7 million, down from $56.3 million in 2023, with an Adjusted EBITDA margin of 6.8%[33] - Adjusted gross profit for the year ended December 31, 2024, was $91,440,000, with an adjusted gross profit margin of 15.9%, up from 14.7% in 2023[37] - Adjusted gross profit for the three months ended December 31, 2024, was $25,412,000, with an adjusted gross profit margin of 19%, up from 15% in the same quarter of 2023[37] Future Projections - The company anticipates Q1 2025 revenues between $151 million and $154 million, representing growth of 9% to 11% compared to Q1 2024[1][13] - Projected adjusted EBITDA for Q1 2025 is expected to be between $12 million and $14 million, indicating growth of over 200% compared to Q1 2024[1][13] Financial Position - Total liabilities increased to $96.6 million as of December 31, 2024, from $65.0 million in 2023, reflecting a rise of 48.0%[24] - The accumulated deficit grew to $44.3 million in 2024, compared to $32.7 million in 2023, indicating a worsening financial position[24] - Cash and cash equivalents at the end of 2024 were not disclosed, but the increase in liabilities suggests potential liquidity concerns[24] Strategic Focus - The company plans to focus on strategic initiatives to improve profitability and reduce costs in the upcoming year[27] - Future projections for revenue growth and market expansion were not explicitly detailed, but management emphasized the importance of operational efficiency[28] Bitcoin Holdings - Bitcoin Depot has increased its Bitcoin treasury holdings to 94 BTC, reflecting confidence in Bitcoin as a financial asset[1][3]

Business Operations - As of September 30, 2024, Bitcoin Depot operates approximately 8,304 Bitcoin ATMs (BTMs) across North America, maintaining a leading position in the cash-to-Bitcoin BTM market [264]. - Bitcoin Depot has installed its BTMs in approximately 1,200 Circle K stores, making it the exclusive provider for this convenience store chain in the U.S. and Canada [266]. - The number of BDCheckout locations increased to 7,723 as of September 30, 2024, reflecting growth in the company's service offerings [277]. - The company activated approximately 1,000 additional kiosks in the second quarter of 2024, following the reinstallation of kiosks during the optimization plan [295]. - The company currently supports Bitcoin sales at only 34 kiosks, representing less than 1.0% of total kiosks, with no plans for expansion in this area [287]. Financial Performance - Revenue for the nine months ended September 30, 2024, was $436.9 million, a decline of 15.2% compared to $540.6 million for the same period in 2023, despite Bitcoin's market price increasing by 127% [267]. - Revenue decreased by $103.7 million, or 19.2%, for the nine months ended September 30, 2024, compared to the same period in 2023, primarily due to decreases in kiosk transaction revenue and regulatory changes in California [309]. - Revenue for the three months ended September 30, 2024, was $135.3 million, a decrease of 24.6% compared to $179.5 million for the same period in 2023 [336]. - Adjusted Gross Profit for the nine months ended September 30, 2024, was $66.0 million, down 16.9% from $79.5 million in the same period of 2023 [336]. - The Adjusted EBITDA for the three months ended September 30, 2024, was $9.2 million, with an Adjusted EBITDA margin of 6.8% [339]. User Engagement - The median kiosk transaction size increased to $250 for the three months ended September 30, 2024, up from $230 in the previous quarter [277]. - The number of returning user transactions averaged 7.3 for the twelve months following their initial transaction as of September 30, 2024, indicating user retention [279]. - Approximately 99.9% of the company's total transaction volume was attributable to transactions in Bitcoin, which accounted for 100% of transaction volumes as of the reporting date [331]. Revenue and Cost Trends - Kiosk transaction revenue decreased by $43.8 million, or 24.5%, for the three months ended September 30, 2024, attributed to a decrease in the number of users and transaction volume [297]. - Cost of revenue (excluding depreciation and amortization) decreased by $39.7 million, or 26.0%, for the three months ended September 30, 2024, due to a decrease in transactions and regulatory changes in California [300]. - Cryptocurrency expenses decreased by $41.3 million, or 29.7%, for the three months ended September 30, 2024, primarily due to lower transaction volume [302]. - Selling, general and administrative expenses decreased by $1.5 million, or 9.5%, for the three months ended September 30, 2024, driven by lower professional fees [306]. - Operating expenses increased by $0.8 million, or 1.9%, for the nine months ended September 30, 2024, primarily due to higher payroll costs from an increase in headcount [324]. Regulatory Impact - Regulatory changes in California, effective January 1, 2024, impose a daily limit of $1,000 on transactions at crypto kiosks, which may negatively impact revenue in that state [274]. Cash and Debt Management - The company held approximately $0.7 million of Bitcoin as part of its treasury strategy as of September 30, 2024 [270]. - As of September 30, 2024, the company had negative working capital of approximately $(4.3) million, with cash and cash equivalents of approximately $41.4 million [329]. - The company refinanced $20.8 million of its credit agreement with an annual interest rate of 17%, requiring monthly interest payments and fixed principal payments every six months [342]. - The company entered into an amendment to its credit agreement on March 26, 2024, providing an additional $15.7 million in principal financing, increasing the total term loan facility to $35.6 million [344]. Net Income and Loss - Net income attributable to Bitcoin Depot Inc. was a loss of $5.0 million for the nine months ended September 30, 2024, compared to a loss of $17.8 million in the same period in 2023, reflecting a decrease of 71.7% [308]. - For the nine months ended September 30, 2024, Bitcoin Depot Inc. reported a net loss of approximately $2.4 million, with losses allocated from BT HoldCo [328]. Market Risks and Accounting Changes - The Company is exposed to market risk from changes in foreign currency exchange rates and interest rates, managed through normal operating and financing activities [364]. - The Company adopted ASU 2021-08 effective January 1, 2023, with no impact on the consolidated financial statements [357]. - The Company is still assessing the impacts of ASU 2023-06 and ASU 2023-09 on its consolidated financial statements [361][362].

Revenue Performance - Revenue for Q3 2024 was $135.3 million, a decrease of 25% from $179.5 million in Q3 2023, primarily due to unfavorable legislation in California and the relocation of underperforming kiosks[4] - Revenue for the three months ended September 30, 2024, was $135,271 thousand, a decrease of 24.6% compared to $179,483 thousand for the same period in 2023[23] Operating Expenses - Total operating expenses decreased by 13% to $16.9 million in Q3 2024, compared to $19.5 million in Q3 2023, attributed to non-recurring costs from going public in 2023[5] - Total operating expenses for the three months ended September 30, 2024, were $16,939 thousand, a decrease of 13.1% from $19,502 thousand in the same period of 2023[23] Net Income and Loss - Net income for Q3 2024 increased by 116% to $2.3 million, up from $1.1 million in Q3 2023, driven by lower operating expenses[5] - Net income for the three months ended September 30, 2024, was $2,299 thousand, compared to $1,065 thousand for the same period in 2023, representing a 116.1% increase[23] - The net loss attributable to Bitcoin Depot Inc. for the three months ended September 30, 2024, was $(939) thousand, compared to a net loss of $(7,098) thousand for the same period in 2023[23] - The company reported a comprehensive loss attributable to Bitcoin Depot Inc. of $(945) thousand for the three months ended September 30, 2024, compared to $(7,098) thousand for the same period in 2023[23] Adjusted Metrics - Adjusted gross profit for Q3 2024 was $22.4 million, down 17% from $26.9 million in Q3 2023, while adjusted gross profit margin improved to 16.6% from 15.0%[6] - Adjusted Gross Profit for the three months ended September 30, 2024, was $22,418 thousand, down from $26,938 thousand in the same period of 2023, resulting in an Adjusted Gross Profit margin of 16.6%[33] - Adjusted EBITDA decreased by 34% to $9.2 million in Q3 2024, compared to $13.9 million in Q3 2023, due to lower revenue[7] - Adjusted EBITDA for the three months ended September 30, 2024, was $9,182 thousand, with an Adjusted EBITDA margin of 6.8%, compared to $13,948 thousand and 7.8% for the same period in 2023[29] Cash and Assets - Cash and cash equivalents were $32.2 million at the end of Q3 2024, with cash flows from operations generating $5.8 million in Q3 2024, down from $7.0 million in Q3 2023[8] - Total assets increased to $87.4 million as of September 30, 2024, compared to $77.4 million at the end of 2023[18] - Total liabilities rose to $95.3 million as of September 30, 2024, up from $68.0 million at the end of 2023[20] Business Expansion and Strategy - The company ended Q3 2024 with 8,300 Bitcoin ATMs, exceeding its expansion goals and enhancing Bitcoin's accessibility[2] - The company plans to initiate cash dividends to common shareholders in 2025 as part of its strategy to create shareholder value[3] Other Expenses - The total other expense for the three months ended September 30, 2024, was $(2,833) thousand, a decrease from $(6,034) thousand in the same period of 2023[23] - The company recognized a non-cash expense of $2.7 million related to the PIPE transaction for the three months ended September 30, 2023[29] - The cost of revenue (excluding depreciation and amortization) for the three months ended September 30, 2024, was $112,853 thousand, down 26.0% from $152,545 thousand in the same period of 2023[33]

Operations and Locations - As of June 30, 2024, Bitcoin Depot operates approximately 8,068 Bitcoin ATMs (BTMs) across North America, with 7,441 retail locations accepting the BDCheckout product[259]. - Bitcoin Depot's largest BTM deployment is with Circle K, with approximately 1,200 BTMs installed in their stores as of June 30, 2024[261]. - The number of BDCheckout locations increased to 7,441 as of June 30, 2024, compared to 5,195 in the same period of 2023[270]. - The company activated approximately 1,000 additional kiosks during the three months ended June 30, 2024, following the reinstallation of kiosks in early 2024[289]. - The company had no open purchase orders for kiosks as of June 30, 2024[346]. Financial Performance - Revenue for the six months ended June 30, 2024, was $301.6 million, representing an 8.2% decline compared to $361.1 million for the same period in 2023, despite Bitcoin's market price increasing by 105%[262]. - Revenue decreased by $34.4 million, or 17.4%, for the three months ended June 30, 2024, compared to the same period in 2023, primarily due to decreases in kiosk transaction revenue[289]. - Revenue decreased by $59.5 million, or 16.5%, for the six months ended June 30, 2024, compared to the same period in 2023, primarily due to a decrease in kiosk transaction revenue[304]. - The company reported revenue of $163.1 million for the three months ended June 30, 2024, down from $197.5 million in the same period of 2023[331]. - Adjusted Gross Profit for the six months ended June 30, 2024, was approximately $43.6 million, compared to $52.5 million for the same period in 2023[331]. - Adjusted EBITDA for the three months ended June 30, 2024, was $12.7 million, compared to $19.8 million in the same period of 2023[335]. Transaction Metrics - The median kiosk transaction size increased to $230 for the three months ended June 30, 2024, up from $200 in the same period of 2023[270]. - The average returning user transaction count decreased to 7.1 for the twelve months ending June 30, 2024, down from 9.2 in the same period of 2023[272]. - Approximately 99.9% of total transaction volume was attributable to Bitcoin transactions, which accounted for 100% of transaction volumes as of the report date[326]. Revenue and Cost Changes - Kiosk transaction revenue decreased by $34.6 million, or 17.6%, for the three months ended June 30, 2024, attributed to a decrease in the number of users and transaction volume, with California's daily transaction limits accounting for approximately 50% of the revenue decline[291]. - Cost of revenue (excluding depreciation and amortization) decreased by $30.5 million, or 18.3%, for the three months ended June 30, 2024, primarily due to a decrease in transaction volume and regulatory changes in California[295]. - Cryptocurrency expenses decreased by $31.4 million, or 20.5%, for the three months ended June 30, 2024, compared to the same period in 2023, mainly due to lower transaction volume[297]. - Selling, general and administrative expenses increased by $2.4 million, or 8.8%, for the six months ended June 30, 2024, driven by higher payroll costs from an increase in headcount from 105 to 136[319]. - Total operating expenses increased by $2.0 million, or 6.0%, for the six months ended June 30, 2024, compared to the same period in 2023[303]. Income and Net Profit - Income from operations was $7.6 million for the three months ended June 30, 2024, down $2.9 million, or 28.0%, from $10.6 million in the same period in 2023[288]. - Net income for the three months ended June 30, 2024, was $4.4 million, compared to a net loss of $4.0 million in the same period in 2023, representing an increase of $8.4 million[288]. - Net income for the six months ended June 30, 2024, was $122, a decrease of $1,953, or 94.1%, compared to the same period in 2023[303]. - Net income attributable to Bitcoin Depot Inc. showed a loss during the six months ended June 30, 2024, due to losses allocated under the HLBV methodology and direct legal expenses[323]. Cash Flow and Financing - For the six months ended June 30, 2024, cash provided by operating activities was $11.475 million, a decrease of $15.124 million compared to $26.599 million in the same period of 2023[342]. - Net cash used in investing activities was $3.190 million for the six months ended June 30, 2024, a decrease of $3.172 million compared to $18 million in the same period of 2023[344]. - Net cash provided by financing activities increased by $42.6 million for the six months ended June 30, 2024, compared to the same period in 2023, primarily due to a $20.4 million increase in proceeds from notes payable[345]. - The company refinanced $20.8 million of its credit agreement with an annual interest rate of 17%, requiring monthly interest payments and fixed principal payments every six months[337]. - On March 26, 2024, the company amended its credit agreement to provide an additional $15.7 million in principal financing, increasing the total term loan facility to $35.6 million[340]. Regulatory and Market Risks - New regulations in California, effective July 1, 2025, impose a daily limit of $1,000 on transactions at crypto kiosks, which may negatively impact revenue in the state[266]. - The company is exposed to market risk from changes in foreign currency exchange rates and interest rates, managed through normal operating and financing activities[361]. - The company is assessing the impacts of recently issued accounting standards on its consolidated financial statements, including ASU 2023-06 and ASU 2023-07[357][358]. - The company believes that adequate provisions for resolution of all contingencies, claims, and pending litigation have been made for probable losses that are reasonably estimable[351].

Business Operations - As of March 31, 2024, Bitcoin Depot operates approximately 7,100 Bitcoin ATMs across North America, maintaining a leading position in the cash-to-Bitcoin BTM market [222]. - The number of installed kiosks increased to 7,061 as of March 31, 2024, up from 6,334 in the previous year [233]. - Bitcoin Depot's largest BTM deployment is with Circle K, with approximately 1,300 kiosks installed in their stores as of March 31, 2024 [224]. - The company has expanded its BDCheckout product to approximately 6,700 retail locations as of March 31, 2024 [222]. - The company currently supports Bitcoin purchases from users at only 28 kiosks, which is less than 1.0% of the total kiosks [244]. - The company has no open purchase orders for kiosks as of March 31, 2024 [294]. Financial Performance - Revenue for the three months ended March 31, 2024, was $138.5 million, a 1.2% increase compared to $136.7 million for the same period in 2023, despite Bitcoin's market price increasing by 150% during that time [225]. - Revenue for the three months ended March 31, 2024, decreased by $25.1 million, or 15.3%, compared to the same period in 2023, primarily due to a decrease in kiosk transaction revenue [253]. - Kiosk transaction revenue decreased by $25.2 million, or 15.5%, for the three months ended March 31, 2024, attributed to a decrease in the number of users and transaction volume, with regulatory changes in California accounting for approximately 50% of the revenue decline [257]. - Adjusted Gross Profit for the three months ended March 31, 2024, was $17.252 million, down from $22.303 million in the same period in 2023 [282]. - Adjusted EBITDA for the three months ended March 31, 2024, was $4.885 million, compared to $13.633 million for the same period in 2023 [287]. - The company reported a net loss of approximately $4.2 million during the three months ended March 31, 2024 [273]. - Net loss for the three months ended March 31, 2024, was $4.2 million, compared to a net income of $6.1 million for the same period in 2023, representing a decline of $10.3 million [252]. Expenses - The cost of revenue (excluding depreciation and amortization) decreased by $20.0 million, or 14.2%, for the three months ended March 31, 2024, primarily due to a decrease in transaction volume and regulatory changes [260]. - Cryptocurrency expenses decreased by $19.2 million, or 15.0%, for the three months ended March 31, 2024, compared to the same period in 2023, mainly due to lower transaction volume [262]. - Operating expenses increased by $2.9 million, or 21.4%, for the three months ended March 31, 2024, compared to the same period in 2023, driven by higher selling, general, and administrative expenses [252]. - Selling, general and administrative expenses increased by $2.8 million, or 25.6%, for the three months ended March 31, 2024, due to higher payroll costs from an increase in headcount from 92 to 138 [268]. - Other expenses increased by approximately $1.9 million, or 57.8%, for the three months ended March 31, 2024, primarily due to increased interest expense [269]. - Floorspace lease expenses decreased by $0.5 million, or 5.5%, for the three months ended March 31, 2024, compared to the same period in 2023 [266]. - Kiosk operations costs decreased by $0.3 million, or 6.9%, for the three months ended March 31, 2024, compared to the same period in 2023 [267]. Regulatory Impact - New regulations in California will limit the amount of funds that can be accepted or dispensed at crypto kiosks to $1,000 per day starting January 1, 2024, which may impact revenue [229]. - The company assesses legal contingencies and records estimates of probable losses when they can be reasonably estimated [297]. - The company believes that adequate provisions for resolution of all contingencies and claims have been made for probable losses that are reasonably estimable [300]. Cash Flow and Capital - Cash provided by operating activities decreased by $8.7 million for the three months ended March 31, 2024, primarily due to a $10.3 million decrease in net income [291]. - The company had working capital of approximately $7.2 million as of March 31, 2024, with cash and cash equivalents of approximately $51.7 million [273]. - Net cash used in financing activities increased by $17.4 million for the three months ended March 31, 2024, compared to the same period in 2023, driven by a $15.2 million increase in proceeds from notes payable [293]. - The company announced a share repurchase program to buy back up to $10 million of its Class A common stock, with $0.4 million spent on repurchases by March 31, 2024 [280]. Accounting Standards - The company adopted ASU 2021-08 effective January 1, 2023, with no impact on the consolidated financial statements [302]. - The company is still assessing the impacts of ASU 2023-06, ASU 2023-07, ASU 2023-08, and ASU 2023-09 on its consolidated financial statements [304][305][307][306]. Market Risk - The company is exposed to market risk from changes in foreign currency exchange rates and interest rates, managed through normal operating and financing activities [309].