Slides
Page 1
Investor Presentation Q1 2025
Page 2
2 Disclaimer For the purposes of this notice, this "presentation" will mean and include the slides, any oral presentation of the slides by members of management of Bitcoin Depot Inc. (together with its subsidiary, Bitcoin Depot Operating LLC (f/k/a Lux Vending, LLC d/b/a Bitcoin Depot), (the "Company") or any person on their behalf, any question-and-answer session that follows that oral presentation, hard copies of this document and any materials distributed at, or in connection with, that presentation. By attending the meeting where the presentation is made, if any, or by reading the presentation slides, you will be deemed to have agreed to the following limitations and notifications and made the following undertakings. This presentation is not intended for distribution to, or use by any person in, any jurisdiction where such distribution or use would be contrary to local law or regulation. The contents of this presentation have not been reviewed by any regulatory authority in any jurisdiction. No representations or warranties, express or implied, are given in, or in respect of, this presentation. Certain information contained herein has been derived from sources prepared by third parties. While such information is believed to be reliable for the purposes used herein, none of the Company, or any of its respective affiliates, directors, officers, employees, members, partners, stockholders, advisors or agents has independently verified the data obtained from these sources or makes any representation or warranty with respect to the accuracy of such information. Recipients of this presentation are not to construe its contents, or any prior or subsequent communications from or with the Company or its respective representatives as investment, legal or tax advice. In addition, this presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of the Company. You should consult your own counsel and tax and financial advisors as to legal and related matters concerning the matters described herein, The Company expressly disclaims any duty to update the information contained in this presentation, whether as a result of new information, future events or otherwise, except as may be required under applicable law. Forward-Looking Statements: This presentation includes "forward-looking statements" within the meaning of the federal securities laws, including, but not limited to, opinions and projections prepared by the Company's management. Forward-looking statements generally relate to future events or the Company's future financial or operating performance, including pro forma and estimated financial information, and other "forward-looking statements" (as such term is defined in the Private Securities Litigation Reform Act of 1995). The recipient can identify forward-looking statements because they typically contain words such as "outlook," "believes," "expects," "will," "projected," "continue," "increase," "may," "should," "could," "seeks," "predicts," "intends," "trends," "plans," "estimates," "anticipates" or the negatives or variations of these words or other comparable words and/or similar expressions (but the absence of these words and/or similar expressions does not mean that a statement is not forward-looking). These forward-looking statements specifically include, but are not limited to, statements regarding estimates and forecasts of financial and performance metrics, projections of market opportunity and market share, anticipated benefits of the business combination with GSR II Meteora Acquisition Corp and any related transactions (collectively, the “Business Combination”). Forward-looking statements, opinions and projections are neither historical facts nor assurances of future performance. Instead, they are based only on the Company's current beliefs, expectations and assumptions regarding the future of its business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward- looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company's control. These uncertainties and risks may be known or unknown. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: changes in domestic and foreign business, financial, political and legal conditions; failure to realize the anticipated benefits of the Business Combination; risks relating to the uncertainty of the Company’s projected financial information; future global, regional or local economic and market conditions; the development, effects and enforcement of laws and regulations; the financial performance of the Company following the Business Combination; the Company’s ability to manage future growth; the Company’s ability to develop new products and services, bring them to market in a timely manner, and make enhancements to its business; the effects of competition on the Company’s future business; the ability of the Company to issue equity or equity-linked securities, to obtain debt financing or refinance existing indebtedness on satisfactory terms, or otherwise raise financing in the future; the Company’s public securities liquidity and trading; market adoption and future performance of cryptocurrencies; the outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries; and those factors described or referenced in the Company’s Form 10-K, filed on April 15, 2024, under the heading "Risk Factors," and other documents of the Company filed, or to be filed, from time to time with the Securities and Exchange Commission (the “SEC”). If any of these risks materialize or the Company's assumptions prove incorrect, actual results could differ materially from the results implied by the forward-looking statements contained herein. In addition, forward-looking statements reflect the Company's expectations and views as of the date of this presentation. The Company anticipates that subsequent events and developments will cause its assessments to change. However, while the Company may elect to update these forward-looking statements in the future, it specifically disclaims any obligation to do so, except as may be required by applicable law. Accordingly, you should not place undue reliance on the forward-looking statements, which speak only as of the date they are made.
Page 3
3 Disclaimer Non-GAAP Measures: This presentation includes certain financial measures not presented in accordance with generally accepted accounting principles ("GAAP") including, but not limited to, EBITDA, Adjusted EBITDA, Adjusted Gross Profit and certain ratios and other metrics derived therefrom. The Company defines (i) EBITDA as earnings before interest expense, taxes, depreciation and amortization and (ii) Adjusted EBITDA as EBITDA further adjusted by the removal of certain non-recurring costs and assumed public company costs. The Company defines Adjusted Gross Profit as revenue less cost of revenue (excluding depreciation and amortization). These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company's financial results. Such measures may not be indicative of the Company's historical operating results nor are such measures meant to be predictive of future results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company's presentation of these measures may not be comparable to similarly-titled measures used by other companies. As such, undue reliance should not be placed on these non-GAAP financial measures. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company's financial condition and results of operations. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in and in comparing the Company's financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. Please refer to footnotes where presented on each page of this presentation and/or to the appendix found at the end of this presentation for more details regarding the calculations of such measures and/or for a reconciliation of these measures to what the Company believes are the most directly comparable measures evaluated in accordance with GAAP. Trademarks and Trade Names: The Company owns or has rights to various trademarks, service marks and trade names that they use in connection with the operation of their respective businesses. This presentation also contains trademarks, service marks and trade names of third parties, which are the property of their respective owners. The use or display of third parties' trademarks, service marks, trade names or products in this presentation is not intended to, and does not imply, a relationship with the Company, or an endorsement or sponsorship by or of the Company. Solely for convenience, the trademarks, service marks and trade names referred to in this presentation may appear without the ®, or SM symbols, but such references are not intended to indicate, in any way, that the Company will not assert, to the fullest extent under applicable law, their rights or the right of the applicable licensor to these trademarks, service marks and trade names.
Page 4
4 Bitcoin Depot IS NOT… What Bitcoin Depot IS and IS NOT Bitcoin Depot IS… An Easy Way to Convert Cash to Bitcoin A Vendor of Security Tokens (only sells BTC)🗶🗶 Proactively Employing Robust Compliance, AML, and KYC Protocols A Crypto Exchange, Miner, or Lender🗶🗶 A Company with a History of Profitability, with Multiple Growth Opportunities Historically Correlated to Bitcoin Prices 🗶🗶 A Federally-Licensed Money Services Business / State-Licensed Money Transmitter (1) 🗶🗶 A Custodian of Customer’s Digital Assets (2) (1) Bitcoin Depot operates in states where it has obtained the requisite licenses to the extent that the laws and regulations of such states clearly indicate that a license is required or where state regulators have advised it that it needs a license to operate. (2) Excluding SAB 121 assets and liabilities.
Page 5
5 Company Overview
Page 6
BRINGING BITCOIN to the MASSES Mission
Page 7
7 Entrepreneurial and Visionary Management Team Scott Buchanan Chief Operating Officer & Director Jason Sacco VP of Operations Bill Knoll Head of Product Chris Ryan Chief Legal Officer Brandon Mintz Founder & Chief Executive Officer & Director Sarah Wessel VP of Sales Cash to Crypto David Gray Chief Financial Officer
Page 8
8 Significant BTM Operator by Market Share (4) Leading BTM (1) operator providing a simple and convenient process to convert cash into cryptocurrency Bitcoin Depot at a Glance Total Transactions Completed (2) 3.8M$3.0B Total Transacted Volume (2) Installed Kiosks in North America $20.3M Q4 2024 Adjusted EBITDA (3) 49 U.S. States / Territories 10 Canadian Provinces $599M TTM Q12025 Revenue $55M TTM Q12025 Adj. EBITDA (3) Note: Metrics are as of April 25, 2025 unless noted otherwise. (1) Bitcoin ATM. (2) Since inception of Bitcoin Depot in 2016. (3) As of Dec 31, 2025 Adjusted EBITDA is a non-GAAP measure. Please see appendix. (4) Source: Coinatmradar.com as of Apr 25th, 2025 https://coinatmradar.com/charts/top-operators/united-states/ and https://coinatmradar.com/charts/top-operators/canada/ TTM Insights 8.4K 27% 8%
Page 9
9 Cash Remains Integral Part of Economy 16% Share of Payments in Cash (2023) (1) 19% % of U.S. Adults Preferring to Use Cash to Pay for Goods (1) Share of Payments Use for All Payments (by Number) (1) (1) Emily Cubides & Shaun O’Brien, 2024 Findings from the Diary of Consumer Payment Choice, Federal Reserve Bank of San Francisco FedNotes (July 23, 2024), https://www.frbservices.org/binaries/content/assets/crsocms/news/research/2024-diary-of-consumer-payment-choice.pdf (2) Board of Governors of the Federal Reserve System (US), Currency in Circulation [CURRCIR], retrieved from FRED, Federal Reserve Bank of St. Louis; https://fred.stlouisfed.org/series/CURRCIR, Jan. 21, 2024. Currency in Circulation (U.S.) (2) +6% CAGR ($ Trillion) 1.70 1.80 2.10 2.20 2.30 2.34 2.36 2018 2019 2020 2021 2022 2023 2024 31% 31% 26% 26% 19% 20% 18% 16% 18% 22% 23% 24% 27% 28% 31% 32% 27% 27% 28% 30% 28% 29% 29% 30% 10% 9% 11% 11% 12% 12% 13% 13% 14% 11% 12% 9% 14% 11% 9% 9% 0% 20% 40% 60% 80% 100% 2016 2017 2018 2019 2020 2021 2022 2023 Cash Credit Debit ACH Other
Page 10
10 Get Bitcoin in a Minute TM 1 2 3 4 Mobile App At Kiosk Setup a Bitcoin Wallet Choose Crypto Amount Scan Digital Wallet Receive Crypto Create Un-Hosted Bitcoin Depot Wallet or Link Other Digital Wallet Click “Buy Crypto” and Choose the Amount to Purchase Scan the QR Code on Kiosk Insert Cash and Click “Finish”
Page 11
11 Flow of Funds – Bitcoin ATM • When a user inserts cash into kiosk, we initiate a transaction on the blockchain to send Bitcoin from our hot wallet into the wallet of the user's choosing (Bitcoin Depot-branded (un-hosted, non-custodial) wallet or other third-party) • Cash in kiosks is collected at predetermined intervals by armored transport partners • Bitcoin Depot replenishes its hot wallets periodically with API-based purchases from Cumberland DRW and other liquidity providers • Bitcoin Depot will generally hold less than $0.7 million in Bitcoin for sale at any given time 1 2 Cash Digital Wallet (We never take custody of user’s wallet) Bitcoin Depot BTM User 1 Bitcoin Cash 2 2 Liquidity Providers Bitcoin 1 Bitcoin Hot Wallet Bitcoin Hot Wallet
Page 12
12 (1) Representative user experience. Customers use the Bitcoin Depot mobile app to access several dynamic tools that are key to the cryptocurrency user experience Why Our Users Love Us Online Exchanges Account Setup Time 1 Minute 3+ Days Time to Receive First Crypto Purchase < 1 Hour 3+ Days Accessible Without a Bank Account X Accepts Cash X Customer Support via Phone / Texts X Bitcoin Depot vs. Online Crypto Exchanges (1) Thousands of Convenient Locations Simple & Quick Account Set Up Bitcoin Available in Minutes Responsive Customer Support Transact Without a Bank Account Intuitive Mobile App
Page 13
13 User Survey Data (1) Overview of Our Users (1) Based on our user survey data as of Apr 25, 2025 with start date of January 1, 2024 n=1,940 except question regarding gender, in which case n=1,936. (2) Median transaction size is calculated based on the dollar value of al purchases and sales of BTC at our kiosks, including transaction fees, during the rolling twelve-month period User Engagements(2) Median Kiosk Transaction SizeCustomer Use Cases of Bitcoin Age Gender ~2/3 of Our Users Are Mainly Using Bitcoin for Remittance and Online Purchases 32% 33% 9% 26% Online Purchases Send to Others Store of Value Investment 15% 35% 25% 25% 18-29 30-44 45-59 60+ 34% 63% 3% Female Male Prefer not to answer 176 170 180 200 200 200 200 200 205 230 250 280 300
Page 14
14 Benefits to Retailers Retailer Distribution Overview (1) Kiosk uses standard outlet in store; cost to power is de minimis. Why Our Partners Love Us Small Kiosk Footprint (2’ x 2’ ft) Increased Average Customer Spend Predictable Monthly Rent Increased Retail Store Foot Traffic Minimal Out-of-Pocket Cost (1) Hands-off: Bitcoin Depot Manages Entire Process Transaction Volume Breakdown (2025) 19.0% 81.0% Large Chains Independent
Page 15
15 Compliance is a Core Value for Bitcoin Depot Setting the Bar with our Compliance Practices and Standards Bitcoin Depot's compliance team takes a proactive approach to industry requirements, monitoring and reporting suspicious activities and working closely with law enforcement as required Bitcoin Depot has established robust multi-layer compliance procedures, including KYC (Know-Your-Customer) and AML (Anti- Money Laundering) programs Bitcoin Depot has robust transaction monitoring systems to analyze transactions in real-time, taking advantage of the rich transaction data from its own network and on the blockchain 19 Compliance Personnel 100+ Years of Combined Compliance Experience
Page 16
16 People: Experienced Compliance Team • Bitcoin Depot’s compliance team has experience in AML, KYC, BSA (Bank Secrecy Act), and OFAC (Office of Foreign Assets Control) compliance • Bitcoin Depot utilizes Blockchain analysis and works with various third parties for transaction monitoring and case management • Bitcoin Depot coordinates closely with financial regulators, screening for blacklisted individuals and wallets • Bitcoin Depot regularly files Currency Transaction Reports and Suspicious Activity Reports • Accounts are verified at the time of creation with ongoing transaction monitoring and screening against sanctions lists • Transaction review includes ID, wallet check, OFAC screening, FinCEN reporting, and screening/reporting via third- party compliance software Bitcoin Depot Compliance Infrastructure Communication: Proactive Dialogue with Regulatory Agencies Technology: Multi-Layer Compliance Procedures
Page 17
17 Investment Highlights
Page 18
18 Growth of Global Bitcoin ATM Market (1) (1) Source: Coinatmradar.com as of April 1, 2025. https://coinatmradar.com/charts/growth/, website accessed on April 25, 2025. (2) Source: Glassnode and corporate filings. Digital Asset Market Tailwinds # of BTMs 1 2 3 4 5 974 2,080 4,128 4,623 14,264 35,119 38,492 36,693 37,734 38,031 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Annual Transaction Volume ($B) by Payment Network (2024)(2) 15,114 9,029 3,184 1,680 272 6
Page 19
19 (1) Source: Coinatmradar.com as of April 25, 2025 The source only accounts for cash-to-Bitcoin ATMs; therefore, excluding LibertyX and Coinme from the chart. https://coinatmradar.com/country/226/bitcoin-atm-united-states/, https://coinatmradar.com/charts/top-operators/united-states/ and https://coinatmradar.com/charts/top- operators/canada/ (2) Internal analysis; based on similar population size in state of Florida. (3) As of March 31, 20252023. • Bitcoin Depot currently operates approximately 8,483 kiosks (3) in 49 U.S. states, DC, Puerto Rico, 10 Canadian and 4 Australian provinces – Our kiosks and BDCheckout access points are located in zip codes addressing over 60% of US population – Pending license application in New York State, which represents a large market opportunity – We believe the state’s population could potentially support 2,500- 3,000 BTMs over time (2) Bitcoin Depot has Leading BTM Market Share in North America 1 2 3 4 5 Top Bitcoin ATM Operators (United States) (1) Top Bitcoin ATM Operators (Canada) (1) 8,123 (27%) 4,201 (14%) 2,515 (8%) 2,088 (7%) 1,901 (6%) 1,343 (5%) 799 (3%) 543 (2%) 1,022 (29%) 503 (14%) 318 (9%) 279 (8%) 228 (7%) 213 (6%) 202 (6%) 185 (5%) 169 (5%) 141 (4%) 3,699 (12%) 737 (2%) 6
Page 20
20 Bitcoin Depot is Circle K’s Exclusive BTM Provider We Partner with Major Retailers (1) (1) Via a partnership with payment processing provider. Select partners represented. • Over 900 kiosks deployed across U.S. and Canada as of March 2025 • Circle K has over 9,000 stores in North America, with over 4,800 stores in Europe and other International markets Robust Retail Partnerships Pave Our Path for Further Growth “Our partnership with Bitcoin Depot further builds on our commitment, giving our brand an important, early presence in the fast -growing cryptocurrency marketplace as a convenient destination where customers can buy Bitcoin.” Denny Tewell, Senior Vice President Global Merchandise and Procurement Leading Retail Outlets Major Convenience Store Chains Largest Privately Owned U.S. Gas Station Chain Fortune 500 U.S. Gas Station Chain Fortune 500 Specialty Retailer 1 2 3 4 5 6
Page 21
21 (1) Yahoo Finance as of March 31 2025 Transaction Volumes Decoupled from Bitcoin Prices Total Transaction Volume ($mm) Bitcoin Price (1) ($’000) 1 2 3 4 5 Total Transaction Volume Bitcoin Price (1) $0 $10 $20 $30 $40 $50 $60 $70 $80 $90 $100 $0 $20 $40 $60 $80 $100 $120 $140 $160 $180 $200 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Q1 '23 Q2 '23 Q3 '23 Q4 '23 Q1 '24 Q2 '24 Q3 '24 Q4 '24 Q1 '25 6
Page 22
22 (1) Calculated since the initial deployment years for respective cohort groups. Transaction Volume by Kiosk CohortTransaction Volume ($mm) Initial Year Transaction Volume 2024 Transaction Volume # of Kiosks: CAGR (1) Annual Cohort 2021 Cohort 3470 2022 Cohort 882 196 36 34 300 66 70 2023 Cohort 1,124 +15.2% +35.4% +105.9% 6 1 2 3 4 5
Page 23
23 (1) As of December 31, 2024. Cryptocurrencies “At The Register” 1 2 3 4 5 Find a Location Find a potential location Select an Amount Select an amount to purchase, transaction limits are displayed here Bring barcode to scan at retailer’s register Once purchased, users will receive Bitcoin in their wallet • We signed an agreement with an industry leading global payments technology company, allowing customers to purchase crypto at over 7,700 retail locations across 30 states. • Agreements with retailers that have over 18,000 locations (1) • Through this relationship, we can scale our customer reach with limited capital expenditure Pay at Register Complete Transaction 6
Page 24
24 Note: Majority of revenue is represented by total transacted volume at kiosks. (1) Please see appendix. (2) Adjusted EBITDA is a non-GAAP measure. Please see appendix. Financial Summary (unaudited)
Page 25
25 Appendix
Page 26
26 Reconciliation of Non-GAAP Financials – Adjusted Gross Profit (unaudited) (in thousands) 2025 2024 Revenue 164,226$ 138,539$ Cost of revenue (excluding depreciation and amortization) (131,091)$ (121,287) Depreciation and amortization excluded from cost of revenue (1,891) (2,881) Gross Profit 31,244$ 14,371$ Adjustments: Depreciation and amortization excluded from cost of revenue 1,891$ 2,881$ Adjusted Gross Profit 33,135$ 17,252$ Gross Profit Margin (1) 19.0% 10.4% Adjusted Gross Profit Margin (1) 20.2% 12.5% Three Months Ended March 31,
Page 27
27 Reconciliation of Non-GAAP Financials – Adjusted EBITDA (unaudited) (1) Comprised of non-recurring professional service fees. (2) Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue. The Company uses this measure to evaluate its overall profitability. We define Adjusted EBITDA (a non-GAAP financial measure) as net income before interest expense, tax expense, depreciation and amortization, non-recurring expenses, stock-based compensation, expenses related to PIPE financing and miscellaneous cost adjustments. The above items are excluded from Adjusted EBITDA because these items are non-cash in nature, or because the amount and timing of these items is unpredictable, not driven by core results of operations and renders comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of operations, as well as provides a useful measure for period-to-period comparisons of our business performance. Moreover, we have included Adjusted EBITDA in this presentation because it is a key measurement used internally by management to make operating decisions, including those related to operating expenses, evaluate performance and perform strategic and financial planning. However, you should be aware that when evaluating Adjusted EBITDA, we may incur future expenses similar to those excluded when calculating these measures. The presentation of this measure should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. Further, this non-GAAP financial measure should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with U.S. GAAP. We compensate for these limitations by relying primarily on U.S. GAAP results and using Adjusted EBITDA on a supplemental basis. Our computation of Adjusted EBITDA may not be comparable to other similarly titled measures computed by other companies because not all companies calculate this measure in the same fashion. You should review the reconciliation of net income to Adjusted EBITDA above and not rely on any single financial measure to evaluate our business. (in thousands) 2025 2024 Net (loss) income 12,175$ (4,228)$ Adjustments: Interest expense 3,068 4,944 Income tax expense (benefit) 1,452 (138) Depreciation and amortization 1,897 2,947 Cryptocurrency investment exchange loss 1,094 — Non-recurring expenses (1) 239 463 Share-based compensation 368 897 Adjusted EBITDA 20,293$ 4,885$ Adjusted EBITDA margin (2) 12.4% 3.5% Three Months Ended March 31,
Page 28
28 Historical Balance Sheet Summary (in thousands) 2021 2022 2023 2024 Q1 2025 (unaudited) Assets Total Cash & Cash Equivalents 38,028$ 37,540$ 29,759$ 29,472$ 34,962$ Other Assets 70,302$ 55,861$ 47,618$ 50,632$ 54,757$ Total Assets 108,330$ 93,401$ 77,377$ 80,104$ 89,719$ Liabilities Total Current Liabilities 10,025$ 46,809$ 46,025$ 40,629$ 41,932$ Long Term Liabilities 79,329$ 37,148$ 21,979$ 55,961$ 52,379$ Total Liabilities 89,354$ 83,957$ 68,004$ 96,590$ 94,311$ Total Liabilities & Equity 108,330$ 93,401$ 77,377$ 80,104$ 89,719$ Actuals
Page 29
29 Bitcoin Depot Capitalization Summary – April 25th 2025 (1) Close date of 4/25/2025 (2) Exchange of shares by BT Assets Potential Dilutive Share Detail • Exchange and sale in April of Approx 2.9 m Class A shares to a strategic investor. This resulted in the exchange of same amount of Class V shares, reducing NCI ownership. (2) • Restricted Stock Units – Subject to vesting over various service periods and/or performance conditions • Public Warrants – Exercise price at $11.50 per share • Private Warrants – Exercise price at $11.50 per share • BT HoldCo Earnout – All classes subject to vesting at $12, $14, and $16 share price thresholds, respectively. Units consist of three classes; • Class 1: 5mm shares • Class 2: 5mm shares • Class 3: 5mm shares Stock Class Total Shares Outstanding (Fully Diluted) Class A 23,119,373 Class V 41,193,024 Total Shares 64,312,397 Potentially Dilutive Public Warrants 31,625,000 Private Placement Warrants 12,223,750 BT HoldCo Earnout 15,000,000 RSU's 1,509,742 Total Potential Dilutive 60,358,492 Total Shares Outstanding (Fully Diluted) 124,670,889