Warrants

6 Months Ended

Jun. 30, 2023

Warrants and Rights Note Disclosure [Abstract]

(13) Warrants

The following table summarizes the warrants outstanding as of June 30, 2023:


Class of Warrants	Number Outstanding
Public warrants		31,625,000
Private placement warrants		12,223,750

Total Warrants outstanding		43,848,750

Warrants

There are 43,848,750 warrants outstanding of which 31,625,000 (“Public Warrants”) were issued by GSRM at the time of its IPO and 12,223,750 (“Private Warrants” and together the “Warrants”) were issued by GSRM to GSR II Meteora Sponsor LLC (“Sponsor”). As a result of the Merger, these Warrants became Bitcoin Depot Warrants.

Each whole Warrant entitles the registered holder to purchase one share of Class A

common stock

at a price of $11.50 per share. A holder may exercise its warrants only for a whole number of shares of Class A

common stock

. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. The Company may redeem the Public Warrants at a price of $0.01 per share if the closing price of the Company’s Class A

common stock

equals or exceeds $18.00

per share

for any 20 trading days within a

30-trading

day period. The Private Warrants cannot be redeemed, even if sold or transferred to a

non-affiliate.

The Warrants will expire five years after the Closing Date or earlier upon redemption or liquidation.

Except as described in this section, the Private Warrants have terms and provisions that are identical to those of the Public Warrants, except the Private Warrants are not subject to redemption, and do not become subject to redemption after transfer to a

non-affiliate

(a distinction from other private placement warrants issued in connection with SPAC transactions).

The Warrants are accounted for as freestanding equity contracts and are classified in equity under ASC 815-40,

Derivatives and Hedging—

Contracts in Entity’s Own Equity

. In connection with the Merger, the Warrants were recorded in connection with the reverse recapitalization accounting as part of the adjustment to accumulated deficit on the consolidated Balance Sheet and Statement of Changes in Stockholders’ Equity.