GSR II METEORA A(GSRM) - 2024 Q3 - Quarterly Report

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$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$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$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$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$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].