Leases

6 Months Ended

Jun. 30, 2023

(21) Leases

The Company adopted Topic 842 effective January 1, 2022 using the modified retrospective transition approach. The Company has elected to adopt practical expedients which permits it to not reassess its prior conclusions about lease identification, lease classification and initial direct cost under the new standard. The Company elected not to recognize ROU assets and lease liabilities for leases with terms of 12 months or less at lease commencement and do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. The Company determines if an arrangement is a lease, or contains a lease, at inception of a contract and when the terms of an existing contract are changed. The Company recognizes a lease liability and an ROU asset at the commencement date of each lease. For operating and finance leases, the lease liability is initially measures at the present value of the unpaid lease payments at the lease commencement date. The lease liability is subsequently measured at amortized cost using the

effective-interest

method. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before lease commencement date, plus any initial direct costs incurred less any lease incentives received. Variable payments are included in the future lease payments when those variable payments are included in the future lease payment when those variable payments depend on an index or a rate. The discount rate is the implicit rate, if it is readily determinable, or the Company’s incremental borrowing rate. The Company’s incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms and in a similar economic environment. The Company recognizes lease costs associated with

short-term

leases on a

straight-line

basis over the lease term. When contracts contain lease and nonlease components, the Company accounts for both components as a single lease component.

On adoption, the Company recognized operating lease liabilities of $0.6

million

with corresponding

right-of-use

(“ROU”) assets of $0.4

million

which is the net of operating lease liabilities on adoption and deferred rent liability of $0.2

million

at January 1, 2022. As part of the Topic 842 adoption, the Company reclassified existing capital lease obligations to finance lease obligations, which are presented as current installments of obligations under finance leases and obligation under leases, noncurrent on the consolidated Balance Sheets. There was no impact on the Statements of Changes in Member’s Equity for the adoption of Topic 842.

Floorspace leases

The Company has obligations as a lessee for floorspace. These leases meet the

short-term

lease criteria as the floorspace leases generally are cancellable by the Company with a 30 day or less notice. Accordingly, the Company has applied the practical expedient that allows the Company to recognize

short-term

lease payments on a

straight-line

basis over the lease term on the consolidated Statements of Income (Loss) and Comprehensive Income (Loss) and did not record ROU assets and lease liabilities for floorspace leases as of June 30, 2023 and December 31, 2022.

Office space leases

The Company has obligations as a lessee for office space under a noncancellable lease arrangement that expires in May 2025, with options to renew up to five years. Payments due under the lease contracts include mainly fixed payments. The lease for the office space is classified as operating lease in accordance with Topic 842.

BTM Kiosk leases

The Company has obligations as a lessee for BTM kiosks. The leases for the BTM kiosks are classified as finance leases in accordance with Topic 842 that expire on various dates through June 30, 2026. The BTM kiosk lease agreements are for two or three year terms and include various options to either renew the lease, purchase the kiosks or exercise a bargain option to purchase the kiosk at the end of the term.

During the year end December 31, 2022, the Company amended an existing lease agreement with a lessor through various amendments. Under these amendments, the Company extended the lease term and revised the purchase option to include a purchase requirement at the end of the lease term. Under the payment schedule, the Company will pay $1.9 million of the purchase price over 24 months beginning in January 2023 and will pay the remaining $7.0 million under the following payment schedule: (a)

1.9 million

paid in

April 2023; (b) $2.5 million

paid in

July 2023; (c) $1.3 million payable

October 2023; and (d) $1.3 million payable

January 2024. As a result of the modification, the Company remeasured its finance lease assets and liabilities on the dates of the modifications. The remeasurement increased net book value of the BTM kiosk by $8.9 million

and

increased the finance liability by $9.0 million at December 31, 2022. When the Company purchases the assets at the end of the finance lease, these assets will be amortized over the remaining useful life.

On March 31, 2023, the Company terminated an existing lease arrangement with a lessor and simultaneously entered into a new lease arrangement with a new lessor for 689 BTMs. Under this agreement, the new lessor agreed to purchase the BTM’s from the original lessor. Upon the termination of the original agreement, the Company removed the remaining

right-of-use

asset and the finance lease liability of $2.4 million and $1.9 million respectively and recognized a loss of $

0.5

million recorded in other (expense) income in the consolidated Statement of Income (Loss) and Comprehensive Income (Loss). The new lease commenced on March 31, 2023 and has a

three year

noncancellable period. Total fixed payments due on an undiscounted basis over the

three year

noncancellable period of the lease are $

2.4

million

. The Company will acquire the assets for a bargain purchase price of $1

at the end of the term. Due to the bargain purchase option, the Company classified the new lease as a finance lease. The Company recognized a finance lease liability of $

1.9 million discounted at an interest rate implicit in the lease and a corresponding

right-of-use

asset of $1.9 million.

On June 30, 2023, the Company terminated an existing lease arrangement with a lessor and simultaneously entered into a new lease arrangement with a new lessor for 911 BTMs. Under this agreement, the new lessor agreed to purchase the BTM’s from the original lessor. Upon the termination of the original agreement, the Company removed the remaining

right-of-use

asset and the finance lease liability of $3.3

million

and $2.5

million

, respectively and recognized a loss of $0.8

million recorded in Other (Expense) Income in the consolidated Statement of Income (Loss) and Comprehensive Income (Loss). The new lease commenced on June 30, 2023 and has a three year noncancellable period. Total fixed payments due on an undiscounted basis over the three year noncancellable period of the lease are $

3.2 million. The Company will acquire the assets for a bargain purchase price of $1 at the end of the term. Due to the bargain purchase option, the Company classified the new lease as a finance lease. The Company recognized a finance lease liability of $2.5 million discounted at an interest rate implicit in the lease and a corresponding

right-of-use

asset of $2.5 million.

The components of the lease expense are as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Finance lease expense:
Amortization of right-of-use-assets	$	2,852	$	3,687	$	4,514	$	7,375
Interest on lease liabilities		1,565		1,256		2,672		2,671

Total finance lease expense		4,417		4,943		7,186		10,046
Operating lease expense		57		56		109		115
Short-term lease expense		8,749		10,178		17,782		20,367

Total lease expense	$	13,223	$	15,177	$	25,077	$	30,528


	Three Months Ended June 30,						Six Months Ended June 30,
	2023			2022			2023			2022
Other information:
Operating cash flows used for finance leases	$	(1,565	)	$	(1,256	)	$	(2,672	)	$	(2,670	)

Operating cash flows used for operating leases	$	(57	)	$	(55	)	$	(114	)	$	(110	)

Financing cash flows used for finance leases	$	(3,547	)	$	(4,273	)	$	(6,701	)	$	(8,376	)


	Six Months Ended June 30,
	2023			2022
Weighted-average remaining lease term - finance leases		1.88			2.07
Weighted-average remaining lease term - operating leases		1.92			2.92
Weighted-average discount rate - finance leases		17.6	%		18.4	%
Weighted-average discount rate - operating leases		15.0	%		15.0	%

Maturities of the lease liability under the noncancellable operating lease as of June 30, 2023 are as follows (in thousands):


	Operating Leases
2023 (for the remainder of)	$	114
2024		235
2025		101

Total undiscounted lease payments		450
Less: imputed interest		(56	)

Total operating lease liability		394
Less: operating lease liabilities, current		(232	)

Operating lease liabilities, net of current portion	$	162

Maturities of the lease liability under the noncancellable finance leases as of June 30, 2023 are as follows (in thousands):


	Finance Leases
2023 (for the remainder of)	$	9,199
2024		7,973
2025		1,848
2026		726

Total undiscounted lease payments		19,746
Less: imputed interest		(2,584	)

Total finance lease liability		17,162
Less: current installments of obligations under finance leases		(13,125	)

Obligations under finance leases, excluding current installments	$	4,037