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Bakkt Holdings, Inc. (BKKT)·Q3 2025 Earnings Summary

Executive Summary

  • Q3 2025 revenue of $402.2M grew 27.1% YoY and far exceeded S&P consensus of $283.7M; GAAP net loss was $23.2M, while Adjusted EBITDA turned positive at $28.7M. Management reiterated the company is now debt-free and completed the Up‑C collapse, simplifying governance and investor alignment .
  • Bold beat: Revenue beat Wall Street by ~42% and management attributed strength to higher crypto trading activity and cost discipline; Adjusted net income from continuing operations was $15.7M despite GAAP losses driven by warrant fair value marks .
  • Guidance/tone: No formal numerical guidance; the team aims to “complete the transformation” by year-end, release 2026 KPIs in Q4/Q1 and announce distribution partnerships; ICE Storage custody is slated for launch in Q1 2026 .
  • Stock reaction catalysts: structural clean-up (debt elimination, Up‑C collapse), positive adjusted profitability, upcoming distribution partnerships, and international expansion (Japan) .

What Went Well and What Went Wrong

What Went Well

  • Positive adjusted profitability and strong revenue: Adjusted EBITDA $28.7M, Adjusted net income (continuing ops) $15.7M; GAAP revenue up 27% YoY to $402.2M, driven by higher crypto market activity .
  • Balance sheet and structure reset: Ended the quarter with $64.4M cash/restricted cash, no long-term debt; collapsed the Up‑C into a single-class structure to align all shareholders .
  • Strategic clarity and execution momentum: “One clear mission to power the next generation of global finance,” with three engines (Markets, Agent, Global) and near‑term distribution partnerships expected; “By December 31… call this turnaround complete” .

Quotes:

  • “Bakkt is not in the business of perpetual equity issuance… debt-free, disciplined and focused” .
  • “We expect to announce significant distribution partnerships in the near term” .
  • “By December 31… we’ll be able to look back and call this turnaround complete” .

What Went Wrong

  • GAAP losses remain due to non-cash warrant marks: GAAP net loss of $23.2M; warrant fair value change of $(37.2)M weighed on results despite operational improvement .
  • Residual reporting noise: Discontinued Loyalty operations create mixed GAAP presentation through year-end; management emphasized adjusted measures to reflect core economics .
  • EBITDA (SPGI definition) below consensus: S&P Global EBITDA actual was −$19.7M vs consensus −$13.8M*, highlighting definitional differences vs company’s non‑GAAP Adjusted EBITDA [GetEstimates Q3 2025]. Values retrieved from S&P Global.

Financial Results

MetricQ3 2024Q1 2025Q2 2025Q3 2025
Revenue ($USD Millions)$316.3 $1,074.9 $577.9 $402.2
Diluted EPS ($USD)$(0.45) $1.13 $(2.16) $(1.15)
Operating PerformanceQ3 2024Q1 2025Q2 2025Q3 2025
Operating Loss ($USD Millions)$(25.1) $(18.5) $(18.5) $(25.3)
Operating Loss Margin (%)−7.9% (calc from )−1.7% (calc from )−3.2% (calc from )−6.3% (calc from )
Revenue CompositionQ1 2025Q2 2025Q3 2025
Crypto Services Revenue ($USD Thousands)$1,065,800 $568,103 $402,211
Loyalty Services, Net ($USD Thousands)$9,200 $9,779 Discontinued ops (reported separately)
Non-GAAP KPIsQ1 2025Q2 2025Q3 2025
Adjusted EBITDA ($USD Thousands)$(14,500) $(12,555) $28,746
Adjusted Net Income (Loss) – Continuing Ops ($USD Thousands)N/AN/A$15,658

Guidance Changes

MetricPeriodPrevious GuidanceCurrent GuidanceChange
Transformation timelineFY 2025No formal timelineExpect transformation completion by year-end 2025 Raised clarity
2026 KPIs disclosureQ4 2025 / Q1 2026Not providedWill release KPIs and host Investor Day in Q1 2026 New disclosure
Distribution partnershipsNext 1–2 quartersNot providedExpect announcements in coming quarter or two New disclosure
Custody (Bakkt ICE Storage)Q1 2026Not providedLaunch targeted for Q1 2026 New program
Numerical revenue/margin guidance—SuspendedNo formal numerical guidance provided Maintained suspension

Earnings Call Themes & Trends

TopicPrevious Mentions (Q-2 and Q-1)Current Period (Q3 2025)Trend
AI/stablecoin (Bakkt Agent)DTR cooperation; commercial agreement; AI-enabled payments roadmap; suspend guidance pending integration AI-first stack; conversational interface “Zaira”; distribution-led model; near-term partnerships expected Accelerating execution
Capital structure & liquidity$75M raise (7/30), Bitcoin treasury strategy; recapitalization; Q2 warrant liability volatility Debt-free; ~$64M cash; Up‑C collapse; CEO equity purchases; option authorization Strengthened/cleaned up
International expansionJapan minority investment, bitcoin.jp; leadership adds Japan EGM 11/11; future jurisdictions: South Korea, India; fee/licensing/NAV model Broadening footprint
Regulatory outlookSTABLE Act noted in Q1 “Clarity Act” hoped in 2026; tokenization guardrails; U.S. aiming to be crypto capital Improving clarity
Competitive positioningBrokerage technology upgrades; ICE trust sale “Picks & shovels” infra; comparisons to Zero Hash; disciplined growth vs burn Differentiating on regulated infra

Management Commentary

  • Strategy: “Our focus is around one clear mission to power the next generation of global finance,” connecting how markets trade (Markets), how money moves (Agent), and how value is stored (Global) .
  • Capital/structure: “Between Q2 and Q3, we raised roughly $100 million… eliminated all outstanding debt… With the Up‑C collapse complete, Bakkt now operates as one company, one cap table, one mission” .
  • Execution: “We expect to announce significant distribution partnerships in the near term… By December 31… call this turnaround complete” .
  • Financial framing: CFO highlighted adjusted metrics to strip non-cash warrant remeasurement and discontinued ops to reflect core earnings power .

Q&A Highlights

  • Competitive landscape: Versus Zero Hash, Bakkt positions as regulated “picks & shovels,” prioritizing disciplined, profitable growth rather than chasing volume .
  • KPIs: 2026 KPIs will align to trading volumes/spreads (Markets), stablecoin transaction volume and FX/spreads (Agent), and NAV/licensing/recurring fees (Global) .
  • Partnerships vs M&A: Focused on organic growth and distribution partnerships; M&A not a current priority; partnerships are gating factor before releasing KPIs .
  • Macro/regulatory: Anticipated “Clarity Act” in 2026 as tailwind; large financial institutions entering stablecoins; Bakkt is agnostic infra provider .
  • International: Japan strategy update at EGM; expansion to South Korea and India under minority investment/licensing model .
  • Retail Qs: Competing with Visa/Mastercard/Zelle by providing the compliant backbone underneath, not direct consumer networks .

Estimates Context

MetricQ3 2025 Consensus*Q3 2025 ActualDelta
Revenue ($USD)$283.7M*$402.2M Strong beat (~+42%)*
Primary EPS ($USD)−$0.50*$2.4685* vs GAAP $(1.15) Mixed: SPGI “Primary EPS” definition diverges from GAAP EPS*
EBITDA ($USD)−$13.8M*−$19.7M* vs Adjusted EBITDA $28.7M Below consensus on SPGI EBITDA; company non-GAAP Adjusted EBITDA positive

Forward consensus (S&P Global):

  • Q4 2025: Revenue $279.9M*, EPS −$0.47*, EBITDA −$13.9M*
  • Q1 2026: Revenue $310.9M*, EPS −$0.10*, EBITDA −$0.72M*
    Values retrieved from S&P Global.

Implications:

  • The substantial revenue beat suggests upward revisions to 4Q/1Q top-line trajectories; however, differences between SPGI’s “Primary EPS/EBITDA” definitions and company’s GAAP/non-GAAP may require analyst model reconciliations to Bakkt’s adjusted framework .
  • With non-cash warrant volatility affecting GAAP, consensus EPS frameworks should explicitly track warrant mark impacts and discontinued ops noise per CFO commentary .

Key Takeaways for Investors

  • Revenue strength and positive adjusted profitability signal the core infra business is scaling despite GAAP noise from warrant marks and discontinued ops .
  • Structural clean-up (debt-free, single-class equity) improves investability and sets the stage for institutional participation; expect increased liquidity and simpler governance .
  • Near-term catalysts: distribution partnership announcements, 2026 KPI release/Investor Day, and ICE Storage custody launch in Q1 2026 .
  • International optionality through minority investments (Japan now; Korea/India next) can compound fee income and NAV while maintaining capital discipline .
  • Model with care: reconcile SPGI “Primary EPS/EBITDA” vs GAAP/non-GAAP; track warrant liability marks and discontinued ops until year-end .
  • Strategic focus on regulated “picks & shovels” (custody, on/off ramps, FX, market-making) positions Bakkt to benefit from stablecoin and tokenization tailwinds without consumer acquisition burn .
  • Watch regulatory timeline (“Clarity Act”) and large FI engagement in stablecoins as volume multipliers for Bakkt Agent .

Appendix: Additional Operational and Balance Sheet Details

  • Q3 2025 condensed balance sheet: Cash & restricted cash ~$64.4M; total stockholders’ equity $114.4M; total liabilities $129.7M .
  • Q3 2025 P&L detail: Crypto services revenue $402.2M; operating expenses $427.5M; net loss attributable to Bakkt $(14.9)M; diluted EPS $(1.15) .
  • Corporate actions: Completed Loyalty sale (10/1/25); capital structure simplification finalized (11/4/25); ICE alignment updates (10/31/25) .

Notes on non-GAAP and estimates:

  • Adjusted metrics exclude warrant fair value changes, taxes, and interest to present core operations; see reconciliations in release .
  • Asterisk (*) indicates S&P Global/Capital IQ consensus or actual values; Values retrieved from S&P Global.