FTAC Emerald Acquisition Corp.(FLDDU) - 2024 Q4 - Annual Report

Financial Services and Products - Fold offers a free FDIC-insured checking account and a Visa prepaid debit card, allowing customers to earn up to 1.5% back on purchases and up to 20% back through merchant offers[33][34]. - The Fold Rewards Program enables users to earn bitcoin rewards for various qualifying actions, with rewards calculated based on the USD-BTC exchange rate at the time of the transaction[35]. - Users can purchase bitcoin through various methods, including spot buys, recurring trades, and direct deposits, enhancing user engagement[48]. - The "Auto Stack" feature allows users to automatically purchase bitcoin at specified intervals, promoting consistent investment behavior[48]. - Fold's pre-paid debit card is issued by Sutton Bank, providing users with a secure method to manage their funds[47]. - The company has strategic partnerships with third-party service providers like Marqeta, enhancing its card-issuing capabilities[72]. - Fold's rewards program allows users to earn bitcoin through various activities, increasing user retention and engagement[51]. - The company has established an extensive partnership network with various merchants to provide a wide range of offers, optimizing its offers network regularly[77]. Bitcoin Accumulation and Management - Fold actively invests in and accumulates bitcoin for its treasury, believing it offers long-term value preservation compared to traditional fiat currencies[30]. - Fold has accumulated more than 1,000 bitcoin in its Investment Treasury as of December 31, 2024, and plans to continue accumulating bitcoin over time[81]. - The company monitors its Rewards Treasury daily to ensure it maintains sufficient bitcoin reserves to meet customer rewards obligations[39]. - As of December 31, 2024, 99% of the company's proprietary Bitcoin was held at BitGo, with 99% of that in multi-signature cold storage wallets[179]. - Customer Bitcoin holdings as of December 31, 2024: 1% at Fortress, 22% directly at BitGo, and 77% in a sub-custodial arrangement with Fortress[181]. - Approximately 95% of customer Bitcoin is retained in multi-signature cold storage wallets at any given time[192]. - BitGo carries a $250 million umbrella insurance policy for the digital assets it custodies, but this does not guarantee reimbursement for losses[194]. - Approximately 90% of Bitcoin held at Fortress and BitGo is stored in omnibus cold storage wallets, enhancing security[183]. - The company has approximately $102.1 million of Bitcoin in its Treasury accounts as of December 31, 2024[211]. Regulatory Environment and Compliance - Fold's business model is subject to regulatory scrutiny, particularly regarding the classification of bitcoin and its related products[23]. - The company is subject to extensive and evolving regulatory requirements, which could adversely affect its business and financial condition if not complied with[137]. - The company faces significant risks related to the volatility of Bitcoin, which can lead to fluctuating operating results[133]. - The company is actively monitoring changes in the regulatory landscape, particularly following the failures of several prominent crypto trading venues in 2022[138]. - The company may face increased regulatory scrutiny and costs due to potential investigations by U.S. federal and state regulators and foreign regulators[141]. - Recent scrutiny of bank partnerships may constrain operations, with potential prohibitions on partnering with certain banks due to regulatory changes[142]. - The company is subject to audits and examinations by partner banks, which may impose additional regulatory requirements affecting business operations[143]. - The bankruptcy case of Synapse Financial Technologies, Inc. has prompted regulatory initiatives that could increase compliance costs and impact relationships with partner banks[145]. - Changes in card network rules could lead to increased operational costs or limit service offerings, adversely affecting financial condition[146]. - Compliance with international laws and regulations will increase as the company expands its international activities, potentially leading to additional scrutiny and enforcement actions[155]. - The complexity of regulatory environments may result in overlapping investigations and legal proceedings, adversely affecting the company's reputation and financial condition[159]. - The SEC's position on Bitcoin as a "security" remains uncertain, which could lead to regulatory scrutiny and impact the company's operations and financial results[163]. - The company may face penalties or sanctions if it fails to comply with registration requirements for products deemed as securities[169]. Market Strategy and Growth - The company aims to expand its market presence by integrating bitcoin into traditional financial services, serving as a key entry point for consumers[29]. - The company has a strategic focus on developing new and innovative products to address the evolving market for payments and financial services[23]. - Fold's growth strategy includes expanding relationships with existing and new rewards partners to reach new audiences and drive further adoption[94]. - The company plans to pursue strategic acquisitions that enhance its scale and enable entry into new verticals[98]. - The company is committed to attracting and retaining talent through competitive compensation, benefits, and a robust training and development curriculum[123]. - The company recognizes the significant opportunity for global expansion outside the United States to tap into new markets and increase its addressable market[97]. - The company is focused on developing new products and services to address the rapidly evolving market for payments and financial services, which requires substantial investment and innovation[214]. - The company's success relies on developing new technologies and adapting to industry changes, particularly in generative AI, which has seen increased enterprise adoption[216]. Operational Challenges and Risks - The company faces significant risks if it cannot keep pace with rapid industry changes, which could lead to a decline in net revenue and adversely impact its financial condition[162]. - The company must continuously innovate to keep pace with rapidly evolving market demands and technological advancements[152]. - The company must accurately predict and respond to industry developments to avoid significant impairment to its business[217]. - The company may face operational difficulties if it fails to effectively manage growth and scaling back initiatives, which could adversely affect its business and financial condition[202]. - Significant disruptions in products, services, or information technology systems could result in loss of customers and adversely affect the company's reputation and financial condition[174]. - The company is continually improving its information systems, but failures in implementation could negatively impact business operations and financial results[177]. - The company expects to incur substantial costs to develop and upgrade its technical infrastructure to meet evolving industry needs[162]. - The company must continue to innovate and expand its product offerings to retain and attract customers in a competitive market[195]. - The company is dependent on third-party partners for safeguarding customer cash and Bitcoin, which poses risks if those partners fail to maintain necessary controls[182]. - Any material failure in managing customer Bitcoin could lead to reputational harm, regulatory actions, and significant financial losses[184]. - The company faces risks related to the insolvency of Bitcoin Service Providers, which could affect customer access to their Bitcoin[185]. - The company has experienced significant growth in employee headcount and customer growth, but also faced challenges in scaling back operations due to changing economic conditions[199]. - The company’s net revenue has significantly grown since its formation in 2019, but there is no assurance that this growth will continue in future periods[205]. - The company’s ability to accurately forecast customer demand for Bitcoin and manage Bitcoin balances is critical for fulfilling customer rewards and maintaining financial stability[210]. - The company’s strategy includes significant expenditures for growth initiatives, but there is uncertainty regarding the corresponding revenue growth from these investments[201]. - The company may face challenges in integrating its services with various operating systems and app marketplaces, which could adversely affect product usage[203]. - The company’s brand and reputation are key assets, and any negative publicity or operational failures could harm customer confidence and engagement[213]. - Continuous modification and enhancement of products and services is necessary to keep pace with technological changes and ensure compatibility with third-party infrastructures[217]. - Failure to provide enhancements or new features could materially and adversely affect the business[216].