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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| | | | | |
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the quarterly period ended September 30, 2024 |
OR |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from to . |
Commission file number 001-40289
Coinbase Global, Inc.
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | | |
Delaware | | 46-4707224 | |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) | |
One Madison Avenue Suite 2400 New York, NY | | 10010 | |
(Address of Principal Executive Offices)1 | | (Zip Code)1 | |
Not Applicable
Registrant's telephone number, including area code1
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Class A common stock, $0.00001 par value per share | COIN | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | |
Large accelerated filer | ☒ | Accelerated filer | ☐ |
Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
| | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
As of October 23, 2024, the number of shares of the registrant's Class A common stock outstanding was 204,910,047 and the number of shares of the registrant's Class B common stock outstanding was 45,440,396.
1 We are a remote-first company. Accordingly, we do not maintain a headquarters. We are including this address solely for the purpose of compliance with the Securities and Exchange Commission’s rules. Stockholder communications may also be sent to the email address: secretary@coinbase.com.
TABLE OF CONTENTS
SPECIAL NOTE ABOUT FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future operating results and financial position, our business strategy and plans, market growth, and our objectives for future operations, are forward-looking statements. In some cases, forward-looking statements may be identified by words such as “believe,” “may,” “will,” “estimate,” “potential,” “continue,” “anticipate,” “intend,” “expect,” “could,” “would,” “project,” “plan,” “target,” or the negative of these terms or other similar expressions.
Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:
•our future financial performance, including our expectations regarding our net revenue, operating expenses, and our ability to achieve and maintain future profitability;
•our business plan and our ability to effectively manage any growth;
•anticipated trends, growth rates, and challenges in our business, the cryptoeconomy, the price and market capitalization of crypto assets and in the markets in which we operate;
•market acceptance of our products and services;
•beliefs and objectives for future operations;
•our ability to maintain, expand, and further penetrate our existing customer base;
•our ability to develop new products and services and grow our business in response to changing technologies, customer demand, and competitive pressures;
•our expectations concerning relationships with third parties;
•our ability to maintain, protect, and enhance our intellectual property;
•our ability to continue to expand internationally;
•the effects of increased competition in our markets and our ability to compete effectively;
•future acquisitions of or investments in complementary companies, products, services, or technologies and our ability to successfully integrate such companies or assets;
•our ability to stay in compliance with laws and regulations that currently apply or become applicable to our business both in the United States and internationally given the highly evolving and uncertain regulatory landscape;
•general macroeconomic conditions, including interest rates, inflation, instability in the global banking system, economic downturns, and other global events, including regional wars and conflicts and government shutdowns;
•economic and industry trends, projected growth, or trend analysis;
•trends in revenue;
•trends in operating expenses, including technology and development expenses, sales and marketing expenses, and general and administrative expenses, as well as certain variable expenses, and expectations regarding these expenses as a percentage of revenue;
•our key business metrics used to evaluate our business, measure our performance, identify trends affecting our business, and make strategic decisions;
•our plans with respect to the Share Repurchase Program; and
•other statements regarding our future operations, financial condition, and prospects and business strategies.
We caution you that the foregoing list may not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q.
You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations, and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors, including those described in the section titled “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q and elsewhere in this Quarterly Report on Form 10-Q. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time and it is not possible for us to predict all risks and uncertainties that could have an impact on any forward-looking statements contained in this Quarterly Report on Form 10-Q. We cannot assure you that the results, events, and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events, or circumstances could differ materially from those described in such forward-looking statements.
Neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. Moreover, the forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, restructurings, joint ventures, partnerships, or investments we may make.
In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.
RISK FACTORS SUMMARY
Consistent with the foregoing, our business is subject to a number of risks and uncertainties, including those risks discussed at length below. These risks include, among others, the following, which we consider our most material risks:
•Our operating results have and will significantly fluctuate, including due to the highly volatile nature of crypto;
•Our total revenue is substantially dependent on the prices of crypto assets and volume of transactions conducted on our platform. If such price or volume declines, our business, operating results, and financial condition would be adversely affected and the price of our Class A common stock could decline;
•Our net revenue may be concentrated in a limited number of areas. Within transaction revenue and subscription and services revenue, a meaningful concentration is from transactions in Bitcoin and Ethereum and stablecoin revenue in connection with USDC, respectively. If revenue from these areas declines and is not replaced by new demand for crypto assets or other products and services, our business, operating results, and financial condition could be adversely affected;
•We have in the past, and may in the future, enter into partnerships, collaborations, joint ventures, or strategic alliances with third parties. If we are unsuccessful in establishing or maintaining strategic relationships with these third parties or if these third parties fail to deliver certain operational services, our business, operating results, and financial condition could be adversely affected;
•Interest rate fluctuations could negatively impact us;
•The future development and growth of crypto is subject to a variety of factors that are difficult to predict and evaluate. If crypto does not grow as we expect, our business, operating results, and financial condition could be adversely affected;
•Cyberattacks and security breaches of our platform, or those impacting our customers or third parties, could adversely impact our brand and reputation and our business, operating results, and financial condition;
•We are subject to an extensive, highly-evolving and uncertain regulatory landscape and any adverse changes to, or our failure to comply with, any laws and regulations could adversely affect our brand, reputation, business, operating results, and financial condition;
•We operate in a highly competitive industry and we compete against unregulated or less regulated companies and companies with greater financial and other resources, and our business, operating results, and financial condition may be adversely affected if we are unable to respond to our competitors effectively;
•We compete against a growing number of decentralized and noncustodial platforms and our business may be adversely affected if we fail to compete effectively against them;
•As we continue to expand and localize our international activities, our obligations to comply with the laws, rules, regulations, and policies of a variety of jurisdictions will increase and we may be subject to inquiries, investigations, and enforcement actions by U.S. and non-U.S. regulators and governmental authorities, including those related to sanctions, export control, and anti-money laundering;
•We are, and may continue to be, subject to material litigation, including individual and class action lawsuits, as well as investigations and enforcement actions by regulators and governmental authorities. These matters are often expensive and time consuming, and, if resolved adversely, could harm our business, financial condition, and operating results;
•If we cannot keep pace with rapid industry changes to provide new and innovative products and services, the use of our products and services, and consequently our net revenue, could decline, which could adversely impact our business, operating results, and financial condition;
•A particular crypto asset, product or service’s status as a “security” in any relevant jurisdiction is subject to a high degree of uncertainty and if we are unable to properly characterize a crypto asset or product offering, we may be subject to regulatory scrutiny, inquiries, investigations, fines, and other penalties, which may adversely affect our business, operating results, and financial condition;
•We currently rely on third-party service providers for certain aspects of our operations, and any interruptions in services provided by these third parties may impair our ability to support our customers;
•Loss of a critical banking or insurance relationship could adversely impact our business, operating results, and financial condition;
•Any significant disruption in our products and services, in our information technology systems, or in any of the blockchain networks we support, could result in a loss of customers or funds and adversely impact our brand and reputation and our business, operating results, and financial condition;
•Our failure to safeguard and manage our and our customers’ fiat currencies and crypto assets could adversely impact our business, operating results, and financial condition; and
•The theft, loss, or destruction of private keys required to access any crypto assets held in custody for our own account or for our customers may be irreversible. If we are unable to access our private keys or if we experience a hack or other data loss relating to our ability to access any crypto assets, it could cause regulatory scrutiny, reputational harm, and other losses.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Coinbase Global, Inc.
Condensed Consolidated Balance Sheets
(In thousands, except per share data)
(unaudited)
| | | | | | | | | | | |
| September 30, | | December 31, |
| 2024 | | 2023 |
Assets | | | |
Current assets: | | | |
Cash and cash equivalents | $ | 7,723,806 | | | $ | 5,139,351 | |
Restricted cash and cash equivalents | 31,881 | | | 22,992 | |
Customer custodial funds | 4,035,045 | | | 4,570,845 | |
Safeguarding customer crypto assets | 272,669,307 | | | 192,583,060 | |
USDC | 871,425 | | | 576,028 | |
Loan receivables | 398,239 | | | 193,425 | |
| | | |
Crypto assets borrowed | 252,885 | | | 45,212 | |
Accounts receivable, net | 187,004 | | | 168,290 | |
Other current assets | 255,975 | | | 286,643 | |
Total current assets | 286,425,567 | | | 203,585,846 | |
Crypto assets held for investment | 1,260,718 | | | 330,610 | |
Deferred tax assets | 1,032,959 | | | 1,272,233 | |
Goodwill | 1,139,670 | | | 1,139,670 | |
Other non-current assets | 699,694 | | | 654,594 | |
Total assets | $ | 290,558,608 | | | $ | 206,982,953 | |
Liabilities and Stockholders’ Equity | | | |
Current liabilities: | | | |
Customer custodial cash liabilities | $ | 4,035,045 | | | $ | 4,570,845 | |
Safeguarding customer crypto liabilities | 272,669,307 | | | 192,583,060 | |
Crypto asset borrowings | 265,259 | | | 62,980 | |
Obligation to return collateral | 118,224 | | | 1,063 | |
Accrued expenses and other current liabilities | 500,603 | | | 496,183 | |
Total current liabilities | 277,588,438 | | | 197,714,131 | |
| | | |
Long-term debt | 4,231,047 | | | 2,979,957 | |
Other non-current liabilities | 11,001 | | | 7,216 | |
Total liabilities | 281,830,486 | | | 200,701,304 | |
Commitments and contingencies (Note 18) | | | |
Stockholders’ equity: | | | |
Preferred stock, $0.00001 par value; 500,000 shares authorized and zero shares issued and outstanding at each of September 30, 2024 and December 31, 2023 | — | | | — | |
Class A common stock, $0.00001 par value; 10,000,000 shares authorized at September 30, 2024 and December 31, 2023; 204,850 and 195,192 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively | 2 | | | 2 | |
Class B common stock, $0.00001 par value; 500,000 shares authorized at September 30, 2024 and December 31, 2023; 45,440 and 46,856 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively | — | | | — | |
Additional paid-in capital | 5,087,238 | | | 4,491,571 | |
Accumulated other comprehensive loss | (28,843) | | | (30,270) | |
Retained earnings | 3,669,725 | | | 1,820,346 | |
Total stockholders’ equity | 8,728,122 | | | 6,281,649 | |
Total liabilities and stockholders’ equity | $ | 290,558,608 | | | $ | 206,982,953 | |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
5
Coinbase Global, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share data)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | Nine Months Ended September 30, | | |
| 2024 | | 2023 | | 2024 | | 2023 | | |
Revenue: | | | | | | | | | |
Net revenue | $ | 1,128,597 | | | $ | 623,004 | | | $ | 4,096,216 | | | $ | 2,021,902 | | | |
Other revenue | 76,596 | | | 51,144 | | | 196,175 | | | 132,686 | | | |
Total revenue | 1,205,193 | | | 674,148 | | | 4,292,391 | | | 2,154,588 | | | |
Operating expenses: | | | | | | | | | |
Transaction expense | 171,781 | | | 90,577 | | | 580,665 | | | 295,146 | | | |
Technology and development | 377,440 | | | 322,756 | | | 1,099,561 | | | 1,001,454 | | | |
Sales and marketing | 164,770 | | | 78,178 | | | 428,617 | | | 226,007 | | | |
General and administrative | 330,387 | | | 252,630 | | | 937,738 | | | 760,379 | | | |
Gains on crypto assets held for operations, net | (142) | | | — | | | (55,484) | | | — | | | |
Crypto asset impairment, net | — | | | 7,180 | | | — | | | 17,089 | | | |
Restructuring | — | | | (860) | | | — | | | 142,594 | | | |
Other operating (income) expense, net | (8,556) | | | 3,512 | | | 28,203 | | | (10,806) | | | |
Total operating expenses | 1,035,680 | | | 753,973 | | | 3,019,300 | | | 2,431,863 | | | |
Operating income (loss) | 169,513 | | | (79,825) | | | 1,273,091 | | | (277,275) | | | |
Interest expense | 20,530 | | | 20,821 | | | 60,108 | | | 64,029 | | | |
Losses (gains) on crypto assets held for investment, net | 120,507 | | | — | | | (210,902) | | | — | | | |
Other income, net | (40,105) | | | (135,307) | | | (21,883) | | | (131,606) | | | |
Income (loss) before income taxes | 68,581 | | | 34,661 | | | 1,445,768 | | | (209,698) | | | |
(Benefit from) provision for income taxes | (6,914) | | | 36,926 | | | 157,878 | | | (31,132) | | | |
Net income (loss) | $ | 75,495 | | | $ | (2,265) | | | $ | 1,287,890 | | | $ | (178,566) | | | |
Net income (loss) attributable to common stockholders: | | | | | | | | | |
Basic | $ | 75,455 | | | $ | (2,265) | | | $ | 1,287,106 | | | $ | (178,566) | | | |
Diluted | $ | 75,459 | | | $ | (2,265) | | | $ | 1,296,949 | | | $ | (178,566) | | | |
Net income (loss) per share: | | | | | | | | | |
Basic | $ | 0.30 | | | $ | (0.01) | | | $ | 5.23 | | | $ | (0.76) | | | |
Diluted | $ | 0.28 | | | $ | (0.01) | | | $ | 4.76 | | | $ | (0.76) | | | |
Weighted-average shares of common stock used to compute net income (loss) per share: | | | | | | | | | |
Basic | 248,834 | | 237,270 | | | 245,986 | | 234,479 | | | |
Diluted | 267,440 | | 237,270 | | | 272,239 | | 234,479 | | | |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
6
Coinbase Global, Inc.
Condensed Consolidated Statements of Comprehensive Income (Loss)
(In thousands)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | Nine Months Ended September 30, |
| 2024 | | 2023 | | 2024 | | 2023 | |
Net income (loss) | $ | 75,495 | | | $ | (2,265) | | | $ | 1,287,890 | | | $ | (178,566) | | |
Other comprehensive income (loss): | | | | | | | | |
Translation adjustment | 11,437 | | | (10,354) | | | 1,754 | | | (4,822) | | |
Income tax effect | 9 | | | (33) | | | 327 | | | 685 | | |
Translation adjustment, net of tax | 11,428 | | | (10,321) | | | 1,427 | | | (5,507) | | |
Comprehensive income (loss) | $ | 86,923 | | | $ | (12,586) | | | $ | 1,289,317 | | | $ | (184,073) | | |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
7
Coinbase Global, Inc.
Condensed Consolidated Statements of Changes in Stockholders' Equity
For the Three Months Ended September 30, 2024 and September 30, 2023
(In thousands)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Additional Paid-In Capital | | Accumulated Other Comprehensive Loss | | Retained Earnings | | |
| Common Stock | | | |
| | | | | Shares | | Amount | | | | Total |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Balance at July 1, 2024 | | | | | 248,337 | | | $ | 2 | | | $ | 4,816,808 | | | $ | (40,271) | | | $ | 3,594,230 | | | $ | 8,370,769 | |
Issuance of common stock upon settlement of stock awards | | | | | 1,567 | | | — | | | — | | | — | | | — | | | — | |
Issuance of common stock upon exercise of stock options | | | | | 386 | | | — | | | 10,738 | | | — | | | — | | | 10,738 | |
| | | | | | | | | | | | | | | |
Stock-based compensation (inclusive of capitalized stock-based compensation) | | | | | — | | | — | | | 259,692 | | | — | | | — | | | 259,692 | |
| | | | | | | | | | | | | | | |
Other comprehensive income | | | | | — | | | — | | | — | | | 11,428 | | | — | | | 11,428 | |
Net income | | | | | — | | | — | | | — | | | — | | | 75,495 | | | 75,495 | |
Balance at September 30, 2024 | | | | | 250,290 | | | $ | 2 | | | $ | 5,087,238 | | | $ | (28,843) | | | $ | 3,669,725 | | | $ | 8,728,122 | |
| | | | | | | | | | | | | | | |
Balance at July 1, 2023 | | | | | 236,888 | | | $ | 2 | | | $ | 4,239,319 | | | $ | (33,792) | | | $ | 1,549,174 | | | $ | 5,754,703 | |
Issuance of common stock upon settlement of stock awards, net of shares withheld | | | | | 1,621 | | | — | | | (68,570) | | | — | | | — | | | (68,570) | |
Issuance of common stock upon exercise of stock options, net of repurchases | | | | | 660 | | | — | | | 11,383 | | | — | | | — | | | 11,383 | |
Stock-based compensation (inclusive of capitalized stock-based compensation) | | | | | — | | | — | | | 233,904 | | | — | | | — | | | 233,904 | |
Other | | | | | — | | | — | | | 2,291 | | | — | | | — | | | 2,291 | |
Other comprehensive loss | | | | | — | | | — | | | — | | | (10,321) | | | — | | | (10,321) | |
Net loss | | | | | — | | | — | | | — | | | — | | | (2,265) | | | (2,265) | |
Balance at September 30, 2023 | | | | | 239,169 | | | $ | 2 | | | $ | 4,418,327 | | | $ | (44,113) | | | $ | 1,546,909 | | | $ | 5,921,125 | |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
8
Coinbase Global, Inc.
Condensed Consolidated Statements of Changes in Stockholders' Equity
For the Nine Months Ended September 30, 2024 and September 30, 2023
(In thousands)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Additional Paid-In Capital | | Accumulated Other Comprehensive Loss | | Retained Earnings | | |
| Common Stock | | | |
| | | | | Shares | | Amount | | | | Total |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Balance at January 1, 2024 | | | | | 242,048 | | | $ | 2 | | | $ | 4,491,571 | | | $ | (30,270) | | | $ | 1,820,346 | | | $ | 6,281,649 | |
Cumulative-effect adjustment due to the adoption of Accounting Standards Update (“ASU”) 2023-08, net of tax | | | | | — | | | — | | | — | | | — | | | 561,489 | | | 561,489 | |
Issuance of common stock upon settlement of stock awards, net of shares withheld | | | | | 4,129 | | | — | | | (117,225) | | | — | | | — | | | (117,225) | |
Issuance of common stock upon exercise of stock options, net of repurchases | | | | | 3,898 | | | — | | | 80,815 | | | — | | | — | | | 80,815 | |
Issuance of common stock under the Employee Stock Purchase Plan (the “ESPP”), net of shares withheld | | | | | 215 | | | — | | | 10,557 | | | — | | | — | | | 10,557 | |
Stock-based compensation (inclusive of capitalized stock-based compensation) | | | | | — | | | — | | | 725,630 | | | — | | | — | | | 725,630 | |
Purchases of capped calls | | | | | — | | | — | | | (104,110) | | | — | | | — | | | (104,110) | |
Other comprehensive income | | | | | — | | | — | | | — | | | 1,427 | | | — | | | 1,427 | |
Net income | | | | | — | | | — | | | — | | | — | | | 1,287,890 | | | 1,287,890 | |
Balance at September 30, 2024 | | | | | 250,290 | | | $ | 2 | | | $ | 5,087,238 | | | $ | (28,843) | | | $ | 3,669,725 | | | $ | 8,728,122 | |
| | | | | | | | | | | | | | | |
Balance at January 1, 2023 | | | | | 230,866 | | | $ | 2 | | | $ | 3,767,686 | | | $ | (38,606) | | | $ | 1,725,475 | | | $ | 5,454,557 | |
Issuance of equity instruments as consideration for business combination | | | | | 961 | | | — | | | 44,995 | | | — | | | — | | | 44,995 | |
Issuance of common stock upon settlement of stock awards, net of shares withheld | | | | | 5,248 | | | — | | | (183,962) | | | — | | | — | | | (183,962) | |
Issuance of common stock upon exercise of stock options, net of repurchases | | | | | 1,840 | | | — | | | 29,384 | | | — | | | — | | | 29,384 | |
Issuance of common stock under the ESPP | | | | | 254 | | | — | | | 12,381 | | | — | | | — | | | 12,381 | |
Stock-based compensation (inclusive of capitalized stock-based compensation) | | | | | — | | | — | | | 661,510 | | | — | | | — | | | 661,510 | |
Stock-based compensation expense recognized in relation to restructuring | | | | | — | | | — | | | 84,042 | | | — | | | — | | | 84,042 | |
Other | | | | | — | | | — | | | 2,291 | | | — | | | — | | | 2,291 | |
Other comprehensive loss | | | | | — | | | — | | | — | | | (5,507) | | | — | | | (5,507) | |
Net loss | | | | | — | | | — | | | — | | | — | | | (178,566) | | | (178,566) | |
Balance at September 30, 2023 | | | | | 239,169 | | | $ | 2 | | | $ | 4,418,327 | | | $ | (44,113) | | | $ | 1,546,909 | | | $ | 5,921,125 | |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
9
Coinbase Global, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(unaudited)
| | | | | | | | | | | | |
| Nine Months Ended September 30, |
| 2024 | | 2023 | |
Cash flows from operating activities | | | | |
Net income (loss) | $ | 1,287,890 | | | $ | (178,566) | | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | | | | |
Depreciation and amortization | 94,523 | | | 110,157 | | |
| | | | |
| | | | |
Stock-based compensation expense | 690,854 | | | 616,785 | | |
| | | | |
Deferred income taxes | 61,075 | | | (50,217) | | |
| | | | |
Non-cash lease expense | 8,571 | | | 37,271 | | |
| | | | |
Gains on crypto assets held for operations, net | (55,484) | | | — | | |
Gains on crypto assets held for investment, net | (210,902) | | | — | | |
| | | | |
Gain on extinguishment of long-term debt, net | — | | | (99,446) | | |
| | | | |
Stock-based compensation expense recognized in relation to restructuring | — | | | 84,042 | | |
| | | | |
Realized loss on crypto futures contract | — | | | 43,339 | | |
Gains on crypto assets held, net (prior to ASU 2023-08) | — | | | (110,610) | | |
Crypto asset impairment expense (prior to ASU 2023-08) | — | | | 77,151 | | |
Crypto assets received as revenue (prior to ASU 2023-08) | — | | | (299,304) | | |
Crypto asset payments for expenses (prior to ASU 2023-08) | — | | | 185,149 | | |
Other operating activities, net | 38,315 | | | (2,164) | | |
Net changes in operating assets and liabilities | (322,616) | | | 514,550 | | |
Net cash provided by operating activities | 1,592,226 | | | 928,137 | | |
Cash flows from investing activities | | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Fiat loans originated | (1,270,063) | | | (348,252) | | |
Proceeds from repayment of fiat loans | 1,075,000 | | | 242,384 | | |
| | | | |
| | | | |
Purchase of crypto assets held for investment | (18,486) | | | — | | |
Sale of crypto assets held for investment | 52,586 | | | — | | |
Settlement of crypto futures contract | — | | | (43,339) | | |
Purchase of crypto assets held (prior to ASU 2023-08) | — | | | (150,827) | | |
Sale of crypto assets held (prior to ASU 2023-08) | — | | | 265,042 | | |
Other investing activities, net | (72,006) | | | (50,125) | | |
Net cash used in investing activities | (232,969) | | | (85,117) | | |
Cash flows from financing activities | | | | |
Issuance of common stock upon exercise of stock options, net of repurchases | 80,222 | | | 27,653 | | |
Taxes paid related to net share settlement of equity awards | (117,225) | | | (183,962) | | |
| | | | |
Customer custodial cash liabilities | (550,776) | | | (1,349,666) | | |
Issuance of convertible senior notes, net | 1,246,025 | | | — | | |
| | | | |
| | | | |
Purchases of capped calls | (104,110) | | | — | | |
Repurchases of senior and convertible notes | — | | | (222,664) | | |
Fiat received as collateral | 525,699 | | | 5,324 | | |
Fiat received as collateral returned | (410,438) | | | (4,585) | | |
| | | | |
| | | | |
Other financing activities, net | 13,266 | | | (6,228) | | |
Net cash provided by (used in) financing activities | 682,663 | | | (1,734,128) | | |
Net increase (decrease) in cash, cash equivalents, and restricted cash and cash equivalents | 2,041,920 | | | (891,108) | | |
Effect of exchange rates on cash, cash equivalents, and restricted cash and cash equivalents | 19,664 | | | (27,353) | | |
Cash, cash equivalents, and restricted cash and cash equivalents, beginning of period | 9,555,429 | | | 9,429,646 | | |
Cash, cash equivalents, and restricted cash and cash equivalents, end of period | $ | 11,617,013 | | | $ | 8,511,185 | | |
| | | | |
Supplemental disclosure of cash flow information | | | | |
Cash paid during the period for interest | $ | 33,424 | | | $ | 42,913 | | |
Cash paid during the period for Income taxes | $ | 113,107 | | | $ | 19,676 | | |
| | | | |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
10
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
1. NATURE OF OPERATIONS
Coinbase, Inc. was founded in 2012. In April 2014, in connection with a corporate reorganization, Coinbase, Inc. became a wholly-owned subsidiary of Coinbase Global, Inc. (together with its consolidated subsidiaries, the “Company”). On April 14, 2021, the Company completed the direct listing of its Class A common stock on the Nasdaq Global Select Market (the “Direct Listing”).
The Company provides a trusted platform that serves as a compliant gateway to the onchain economy and enables customers to engage in a wide variety of activities, including discovering, trading, staking, storing, spending, earning, and using their crypto assets in both proprietary and third-party product experiences enabled by access to decentralized applications. The Company offers (i) consumers their primary financial account for the cryptoeconomy, (ii) institutions a full-service prime brokerage platform with access to deep pools of liquidity across the crypto marketplace, and (iii) developers a suite of products granting access to the Company’s ecosystem.
The Company is remote-first and accordingly, does not maintain a headquarters. Substantially all of the Company’s executive team meetings are held virtually, with meetings occasionally held in-person at locations that are either not in the Company’s offices or in various of the Company’s offices distributed around the world. The Company holds all of its stockholder meetings virtually.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation and preparation
The accompanying Condensed Consolidated Financial Statements include the accounts of the Company and its subsidiaries – entities in which the Company holds, directly or indirectly, more than 50% of the voting rights, or where it exercises control. The Condensed Consolidated Financial Statements are unaudited but have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) on the same basis as the audited Consolidated Financial Statements, and in management’s opinion, reflect all adjustments, consisting only of normal, recurring adjustments, that are necessary for the fair presentation of the Company’s Financial Statements. Preparation of the Condensed Consolidated Financial Statements in accordance with GAAP requires management to make estimates and assumptions in the Condensed Consolidated Financial Statements and notes thereto. Certain prior period amounts in the Condensed Consolidated Financial Statements have been reclassified to conform to the current period’s presentation. The unaudited Condensed Consolidated Results of Operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the results to be expected for the full year or any other period and should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (the “SEC”) on February 15, 2024 (the “Annual Report”).
There were no material changes to the Company’s most significant estimates and assumptions, significant accounting policies, or recent accounting pronouncements that were disclosed in Note 2. Summary of Significant Accounting Policies to the audited Consolidated Financial Statements included in the Annual Report, other than as discussed below.
Concentration of credit risk
The Company’s cash and cash equivalents, restricted cash and cash equivalents, customer custodial funds, USDC, loan receivables, certain crypto assets held, accounts receivable, and deposits are potentially subject to concentration of credit risk. See below for a discussion of each of these risks by counterparty and type of transaction.
Funds held at financial institutions
Cash and cash equivalents, restricted cash and cash equivalents, and customer custodial funds are
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
primarily placed with financial institutions which are of high credit quality. The Company holds cash and cash equivalents and customer custodial funds primarily in highly liquid, highly rated instruments which are uninsured. The Company may also have corporate deposit balances with financial institutions which exceed the Federal Deposit Insurance Corporation insurance limit of $250,000. The Company has not experienced losses on these accounts and does not believe it is exposed to any significant credit risk with respect to these accounts.
Funds held at trading venues, payment processors, and clearing brokers
The Company holds cash, restricted cash and deposits, and crypto assets at crypto asset trading venues, payment processors, and clearing brokers, and performs a regular assessment of these venues as part of its risk management process. As of September 30, 2024, the Company held $135.6 million at these venues, including $92.0 million in cash, $17.0 million in restricted cash and deposits, and $26.6 million in crypto assets. As of December 31, 2023, the Company held $93.5 million at these venues, including $88.8 million in cash.
USDC
The Company holds USDC, a stablecoin redeemable on a one-to-one basis for U.S. dollars. USDC is accounted for as a financial instrument in the Condensed Consolidated Financial Statements. The issuer of USDC reported that, as of September 30, 2024, underlying reserves were held in cash, short-duration U.S. Treasuries, and overnight U.S. Treasury repurchase agreements within segregated accounts for the benefit of USDC holders.
Accounts receivable
As of September 30, 2024 and December 31, 2023, the Company had one and two counterparties, respectively, who accounted for more than 10% of the Company’s Accounts receivable, net. The Company performs a regular assessment of accounts receivable as part of its risk management process. In determining expected credit losses, the Company considers historical loss experience and the aging of its receivable balance. See Note 7. Accounts Receivable, Net for additional details.
Loan receivables
As of September 30, 2024 and December 31, 2023, the Company had four and three counterparties, respectively, who accounted for more than 10% of the Company’s recorded loan receivables. As of both of these dates, the Company also had two and three counterparties, respectively, who accounted for more than 10% of the Company’s customer loans that did not meet the recognition criteria. See Note 6. Collateralized Arrangements and Financing for additional details.
Revenue
During the three and nine months ended September 30, 2024 and 2023, one counterparty accounted for more than 10% of total revenue in each period.
Crypto assets held
The Company holds crypto assets for investment and operating purposes, as well as borrowed crypto assets and crypto assets held as collateral.
Effective January 1, 2024, the Company adopted ASU No. 2023-08, Accounting for and Disclosure of Crypto Assets (“ASU 2023-08”) using a modified retrospective approach. Upon adoption, the Company recognized a fair value adjustment on crypto assets held of $739.5 million and established an associated deferred tax liability of $177.9 million, for a net cumulative-effect adjustment of $561.5 million increasing retained earnings.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
As a result of the adoption of ASU 2023-08, the Company introduced four new categories of crypto assets held in the Condensed Consolidated Balance Sheets based on their nature. This updated presentation aligns with the ASU 2023-08 requirements and describes the purpose of the various types of crypto assets held by the Company.
Crypto assets held for investment
Crypto assets held for investment are primarily held long term. The Company does not engage in regular trading of these crypto assets but may lend crypto assets held for investment through Prime Financing or stake these assets. When crypto assets that were loaned are returned, they continue to be held for investment. See Note 6. Collateralized Arrangements and Financing for additional details on Prime Financing. Crypto assets held for investment are initially recorded at cost and are subsequently remeasured at fair value on a specific identification basis at the end of each reporting period, with changes in fair value recognized in net income. Fair value is measured using quoted crypto asset prices within the Company’s principal market at the time of measurement. Fair value gains and losses on Crypto assets held for investment are recorded in Losses (gains) on crypto assets held for investment, net in the Condensed Consolidated Statements of Operations. Cash flows from crypto asset investment purchases and sales are recorded in Net cash used in investing activities in the Condensed Consolidated Statements of Cash Flows.
Crypto assets held for operations
The Company may receive crypto assets as a form of payment for transaction revenue, blockchain rewards, custodial fee revenue, and other subscriptions and services revenue which are recorded in Crypto assets held for operations when received. Crypto assets received as a form of payment are converted to cash nearly immediately or are used timely to fulfill corporate expenses. Crypto assets held for operations are initially recorded at the transaction price of the crypto assets at contract inception and are subsequently remeasured at fair value on a first in first out basis at the end of each reporting period, with changes in fair value recognized in net income. Fair value is measured using quoted crypto asset prices within the Company’s principal market at the time of measurement. Fair value gains and losses on Crypto assets held for operations are recorded in Gains on crypto assets held for operations, net in the Condensed Consolidated Statements of Operations. Cash flows from crypto assets held for operations are recorded as Net changes in operating assets and liabilities in the Condensed Consolidated Statements of Cash Flows. Crypto assets held for operations are recorded in Other current assets in the Condensed Consolidated Balance Sheets.
Crypto assets borrowed
Crypto assets borrowed represent crypto assets borrowed from third parties to facilitate Prime Financing. Contemporaneously with the adoption of ASU 2023-08, the Company dedesignated $62.9 million of crypto assets borrowed that previously qualified as fair value hedges against the corresponding crypto asset borrowings. There was a net zero impact of the cumulative fair value hedge basis adjustments that were reversed and recorded in Transaction expense. As of December 31, 2023, the cumulative amount of the fair value hedge adjustment was $3.9 million.
Post hedge dedesignation and ASU 2023-08 adoption, crypto assets borrowed by the Company, that have not been loaned out, are recorded in Crypto assets borrowed in the Condensed Consolidated Balance Sheets. Crypto assets borrowed are initially recorded at cost and are subsequently remeasured at fair value using the average costing method at the end of each reporting period, with changes in fair value recognized in net income. Fair value is measured using quoted crypto asset prices within the Company’s principal market at the time of measurement. Fair value gains and losses on Crypto assets borrowed are recorded in Transaction expense. See Note 6. Collateralized Arrangements and Financing for further details on Crypto assets borrowed and Note 20. Supplemental Disclosures of Cash Flow Information for details on Crypto assets borrowed included in the supplemental schedule of non-cash investing and financing activities.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
Crypto assets held as collateral
The Company requires borrowers to pledge collateral on loans originated through Prime Financing. Crypto assets held as collateral are initially recorded at cost if the Company has the right to sell, pledge, or rehypothecate the assets and are subsequently remeasured at fair value using the specific identification method at the end of each reporting period, with changes in fair value recognized in net income. Fair value is measured using quoted crypto asset prices within the Company’s principal market at the time of measurement. Fair value gains and losses on Crypto assets held as collateral are recorded in Transaction expense in the Condensed Consolidated Statements of Operations. See Note 6. Collateralized Arrangements and Financing for additional details on crypto assets held as collateral and Note 20. Supplemental Disclosures of Cash Flow Information for details on flows of non-cash collateral, including crypto assets, included in the supplemental schedule of non-cash investing and financing activities. There were no crypto assets held as collateral that were recognized as collateral as of September 30, 2024 and December 31, 2023.
The following table shows the changes in presentation in the Condensed Consolidated Balance Sheets upon the Company’s adoption of ASU 2023-08 (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | December 31, 2023 |
| | | | | | Previously Reported | | Adjustment | | As Adjusted | | | | |
Crypto assets held | | | | | | $ | 449,925 | | | $ | (449,925) | | | $ | — | | | | | |
Crypto assets held for investment | | | | | | — | | | 330,610 | | | 330,610 | | | | | |
Crypto assets held for operations | | | | | | — | | | 74,103 | | | 74,103 | | | | | |
Crypto assets borrowed | | | | | | — | | | 45,212 | | | 45,212 | | | | | |
| | | | | | $ | 449,925 | | | $ | — | | | $ | 449,925 | | | | | |
Recent accounting pronouncements
There have been no material developments relating to recent accounting pronouncements, including the expected dates of adoption and estimated effects on the Consolidated Financial Statements and footnote disclosures thereto, since those disclosed in the Annual Report.
3. RESTRUCTURING
In January 2023, the Company announced and completed a restructuring impacting 21% of the Company’s headcount as of December 31, 2022. The restructuring was intended to manage the Company’s operating expenses in response to the then-ongoing market conditions impacting the cryptoeconomy and business prioritization efforts. As a result, in 2023, the Company recorded restructuring charges of $142.6 million, which included $84.0 million in stock-based compensation, $56.7 million in separation pay, and an immaterial amount of other personnel costs. All amounts were recorded during the nine months ended September 30, 2023 and were settled in 2023. There were no restructuring charges recorded during the nine months ended September 30, 2024.
4. ACQUISITIONS
On March 3, 2023, the Company completed the acquisition of One River Digital Asset Management, LLC (“ORDAM”) by acquiring all issued and outstanding membership units of ORDAM. ORDAM is an institutional digital asset manager which is registered as an investment adviser with the SEC. The Company believes the acquisition aligns with the Company’s long-term strategy to unlock further opportunities for institutions to participate in the cryptoeconomy.
Prior to the acquisition, the Company held a minority ownership stake in ORDAM, which was accounted for as a cost method investment. In accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations, the acquisition was accounted for as a business combination
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
achieved in stages under the acquisition method. Accordingly, the cost method investment was remeasured to fair value as of the acquisition date. As the fair value of the cost method investment was equal to its carrying value, no gain or loss on remeasurement was recorded on the acquisition date.
The purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date with the excess recorded as goodwill. The goodwill balance was primarily attributed to the assembled workforce, market presence, synergies, and time-to-market advantages. Upon finalization of the fair value analysis of assets acquired and liabilities assumed, no measurement period adjustments were recorded.
The total consideration transferred in the acquisition was $96.8 million and consisted of the following (in thousands):
| | | | | |
Cash | $ | 30,830 | |
Cash payable | 1,005 | |
Previously-held interest on acquisition date | 20,000 | |
Class A common stock of the Company | 44,995 | |
Total purchase consideration | $ | 96,830 | |
Included in the purchase consideration was $6.0 million in cash and 119,991 shares of the Company’s Class A common stock that were subject to an indemnity holdback. The cash and shares subject to the indemnity holdback were released 18 months after the closing date of the transaction.
The results of operations and the fair values of the assets acquired and liabilities assumed have been recorded in the Condensed Consolidated Financial Statements as of the date of acquisition. The following table summarizes the fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands):
| | | | | |
Goodwill | $ | 65,764 | |
Intangible assets, net | 21,100 | |
Other assets and liabilities, net | 9,966 | |
Net assets acquired | $ | 96,830 | |
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands, except for years data):
| | | | | | | | | | | |
| Fair Value | | Useful Life at Acquisition (in years) |
Licenses | $ | 1,100 | | | Indefinite |
Customer relationships | $ | 17,100 | | | 6 |
In-process research and development (“IPR&D”) | $ | 2,900 | | | N/A |
Customer relationships are amortized on a straight-line basis over their respective useful lives to General and administrative expense. Management applied significant judgment in determining the fair value of intangible assets, which involved the use of estimates and assumptions with respect to forecasted revenues and expenses, and costs to recreate the IPR&D and obtain the licenses.
Total acquisition costs incurred were immaterial and were recorded in General and administrative expense in the Condensed Consolidated Statements of Operations during the year ended December 31, 2023.
The impact of this acquisition was not considered material to the Condensed Consolidated Financial Statements for the periods presented, and supplemental pro forma information has not been provided.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
5. REVENUE
The following table presents revenue of the Company disaggregated by revenue source (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2024 | | 2023 | | 2024 | | 2023 | |
Net revenue | | | | | | | | |
Transaction revenue | | | | | | | | |
Consumer, net(1) | $ | 483,261 | | | $ | 246,980 | | | $ | 2,083,245 | | | $ | 865,103 | | |
Institutional, net | 55,293 | | | 14,070 | | | 204,309 | | | 53,442 | | |
Other transaction revenue(1) | 33,950 | | | 27,525 | | | 142,593 | | | 71,841 | | |
Total transaction revenue | 572,504 | | | 288,575 | | | 2,430,147 | | | 990,386 | | |
Subscription and services revenue | | | | | | | | |
Stablecoin revenue | 246,856 | | | 172,357 | | | 684,609 | | | 522,650 | | |
Blockchain rewards | 154,815 | | | 74,461 | | | 490,883 | | | 235,824 | | |
Interest and finance fee income(2) | 63,987 | | | 42,517 | | | 200,050 | | | 137,762 | | |
Custodial fee revenue | 31,723 | | | 15,805 | | | 98,569 | | | 49,839 | | |
Other subscription and services revenue(2) | 58,712 | | | 29,289 | | | 191,958 | | | 85,441 | | |
Total subscription and services revenue | 556,093 | | | 334,429 | | | 1,666,069 | | | 1,031,516 | | |
Total net revenue | 1,128,597 | | | 623,004 | | | 4,096,216 | | | 2,021,902 | | |
Other revenue | | | | | | | | |
Corporate interest and other income | 76,596 | | | 51,144 | | | 196,175 | | | 132,686 | | |
Total other revenue | 76,596 | | | 51,144 | | | 196,175 | | | 132,686 | | |
Total revenue | $ | 1,205,193 | | | $ | 674,148 | | | $ | 4,292,391 | | | $ | 2,154,588 | | |
__________________
(1)During the first quarter of 2024, the Company reclassified Base and payment-related revenue from Consumer, net to Other transaction revenue. Prior period amounts have been reclassified to conform to current period presentation.
(2)During the first quarter of 2024, the Company reclassified Prime Financing fee income from Other subscription and services revenue to Interest and finance fee income. Prior period amounts have been reclassified to conform to current period presentation.
Revenue by geographic location
Below is Total revenue disaggregated by geography based on domiciles of the customers (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | | | | Nine Months Ended September 30, | |
| 2024 | | 2023 | | | | 2024 | | 2023 | | |
U.S. | $ | 1,037,705 | | | $ | 603,648 | | | | | $ | 3,623,771 | | | $ | 1,928,278 | | | |
International(1) | 167,488 | | | 70,500 | | | | | 668,620 | | | 226,310 | | | |
Total revenue | $ | 1,205,193 | | | $ | 674,148 | | | | | $ | 4,292,391 | | | $ | 2,154,588 | | | |
__________________
(1)No country accounted for more than 10% of Total revenue.
6. COLLATERALIZED ARRANGEMENTS AND FINANCING
Loans and related collateral
The Company may lend crypto assets borrowed, crypto assets held for investment, corporate cash, and corporate USDC to eligible institutional customers through Prime Financing. Prime Financing lending arrangements may have open ended or fixed terms, with the exception of trade finance arrangements, which enable customers to instantly invest in crypto assets without pre-funding their trade. These
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
arrangements are typically settled in one to three days. Crypto asset and fiat loans are recorded in Loan receivables in the Condensed Consolidated Balance Sheets. USDC loaned to customers does not meet the recognition criteria under ASC Topic 860, Transfers and Servicing (“ASC 860”), as the borrower has an obligation to return the same financial assets (USDC) back to the Company in order to release the collateral pledged for the loan. If a lending arrangement is open-ended, there is a call option and written put option on the same or similar asset embedded within the loan. This constitutes a form of continuing involvement with the USDC transferred and therefore the Company maintains effective control over the USDC. USDC loaned remains recorded in USDC in the Condensed Consolidated Balance Sheets.
The following table summarizes the Company’s Prime Financing lending arrangements (in thousands):
| | | | | | | | | | | |
| September 30, | | December 31, |
| 2024 | | 2023 |
Loan receivables | | | |
Fiat loan receivables | $ | 366,105 | | | $ | 171,196 | |
Crypto asset loan receivables | 31,979 | | | 22,229 | |
Fiat trade finance receivables | 155 | | | — | |
Total loan receivables | $ | 398,239 | | | $ | 193,425 | |
| | | |
Customer loans not meeting recognition criteria | | | |
USDC | $ | 122,020 | | | $ | 205,645 | |
Prime Financing loans are fully collateralized by a customer’s pledged crypto assets, USDC, or fiat. As of September 30, 2024 and December 31, 2023, the collateral requirements for all loans outstanding, including customer loans not meeting recognition criteria, ranged from 100% to 300% of the fair value of the loan.
The Company adheres to strict internal risk management and liquidation protocols for loan counterparty defaults, including restricting trading and withdrawals and liquidating assets in borrowers’ accounts as contractually permitted. If the value of the borrower’s eligible collateral falls below the required collateral requirement, the customer is obligated to deposit additional collateral up to the required collateral level. The Company continuously and systematically monitors the fair value of the related collateral assets pledged compared to the fair value of the related loan receivable and customer loans not meeting recognition criteria, and requires additional collateral pursuant to the contractual terms of the loan agreements. Due to the collateral requirements the Company applies to its loans, the collateral maintenance process, and collateral being held on its own platform, the Company’s credit exposure is significantly limited. No allowance, write-offs, or recoveries were recorded against loan receivables or customer loans not meeting recognition criteria during the periods presented. The Company would recognize credit losses on these loans if there were a collateral shortfall and it was not reasonably expected that the borrower would replenish such a shortfall.
The Company accounts for collateral it receives as follows:
•If the Company receives fiat collateral into a Coinbase controlled collateral wallet, the Company records the collateral in Cash and cash equivalents and a corresponding liability in Obligation to return collateral in the Condensed Consolidated Balance Sheets.
•If the Company receives USDC or crypto assets as collateral with contractual rights to sell, pledge, or rehypothecate the collateral, the Company records the collateral in USDC or Crypto assets held as collateral, respectively, and a corresponding liability in Obligation to return collateral in the Condensed Consolidated Balance Sheets, unless the non-cash collateral provision of ASC 860 applies, in which case the collateral is not recognized as collateral.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
•If the Company does not obtain control or have the right to sell, pledge, or rehypothecate customer collateral, the collateral is recorded in Safeguarding customer crypto assets and Safeguarding customer crypto liabilities if the collateral is USDC or crypto assets, or in Customer custodial funds and Customer custodial cash liabilities if the collateral is fiat, as the collateral is required to be held on the Company’s platform.
Obligation to return collateral in the form of crypto assets is accounted for as a hybrid instrument, with a liability host contract that contains an embedded derivative based on the changes in fair value of the underlying crypto asset. See Note 12. Derivatives for additional information. The gain or loss on remeasurement of the Obligation to return collateral (as well as of the Crypto assets held as collateral) is recorded in Transaction expense.
There were no crypto assets held as collateral that were recognized as collateral as of September 30, 2024 and December 31, 2023. The fair value of the Company’s Obligation to return collateral and customer collateral pledged that is not recognized as collateral, consisted of the following (in thousands):
| | | | | | | | | | | | | | |
| | September 30, | | December 31, |
| | 2024 | | 2023 |
| | | | |
| | | | |
| | | | |
| | | | |
Obligation to return collateral | | | | |
Fiat | | $ | 118,224 | | | $ | 1,063 | |
| | | | |
| | | | |
Customer collateral pledged, not recognized as collateral | | | | |
Crypto assets | | $ | 1,013,188 | | | $ | 593,816 | |
Fiat | | 42,048 | | | 109,501 | |
USDC | | 40,924 | | | 9,327 | |
Total customer collateral not recognized as collateral | | $ | 1,096,160 | | | $ | 712,644 | |
The following table provides a rollforward of Crypto assets held as collateral (in thousands):
| | | | | | | | | | | | | | |
| | Three Months Ended September 30, 2024 | | Nine Months Ended September 30, 2024 |
Beginning balance | | $ | 21,119 | | | $ | — | |
Collateral received | | 103,344 | | | 465,063 | |
Collateral returned | | (122,882) | | | (495,574) | |
Gains | | — | | | 30,511 | |
Losses | | (1,581) | | | — | |
Ending balance | | $ | — | | | $ | — | |
No cumulative realized gains or losses occurred during the periods presented as no Crypto assets held as collateral were sold or rehypothecated.
Borrowings and related collateral
To facilitate Prime Financing, the Company may borrow crypto assets from third parties and record the associated liabilities in Crypto asset borrowings in the Condensed Consolidated Balance Sheets. Crypto asset borrowings are accounted for as hybrid instruments, with a liability host contract that contains an embedded derivative based on the changes in fair value of the underlying crypto asset. See Note 12. Derivatives for additional information. As of September 30, 2024 and December 31, 2023, the weighted average annual fees on these borrowings were 2.7% and 2.0%, respectively. Crypto asset borrowings that have not been loaned out are recorded in Crypto assets borrowed.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
The following table summarizes the units, cost basis, and fair value of Crypto assets borrowed and the associated Crypto asset borrowings (in thousands, except units):
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2024 | | December 31, 2023 |
| | Units | | Cost Basis | | Fair Value | | Carrying Value |
Crypto assets borrowed(1) | | | | | | | | |
Bitcoin | | 2,667 | | | $ | 123,492 | | | $ | 168,797 | | | $ | 36,368 | |
Ethereum | | 22,384 | | | 63,826 | | | 58,226 | | | 3,720 | |
Solana | | 32,575 | | | 1,579 | | | 4,968 | | | 3,516 | |
Other crypto assets(2) | | nm | | 20,029 | | | 20,894 | | | 1,608 | |
Total borrowed | | | | $ | 208,926 | | | $ | 252,885 | | | $ | 45,212 | |
| | | | | | | | |
Crypto asset borrowings | | | | | | | | |
Bitcoin | | 2,744 | | | $ | 127,756 | | | $ | 173,703 | | | $ | 50,679 | |
Ethereum | | 23,894 | | | 68,131 | | | 62,154 | | | 7,059 | |
Solana | | 32,575 | | | 1,579 | | | 4,968 | | | 3,513 | |
Other crypto assets(2) | | nm | | 23,401 | | | 24,434 | | | 1,729 | |
Total borrowings | | | | $ | 220,867 | | | $ | 265,259 | | | $ | 62,980 | |
__________________nm - not meaningful
(1)Recorded at fair value as of December 31, 2023.
(2)Includes various other crypto asset balances, none of which individually represented more than 5% of the carrying value of total Crypto assets borrowed or total Crypto asset borrowings, as applicable.
The following table provides a rollforward of Crypto assets borrowed (in thousands):
| | | | | | | | | | | | | | |
| | Three Months Ended September 30, 2024 | | Nine Months Ended September 30, 2024 |
Beginning balance | | $ | 223,123 | | | $ | 45,212 | |
Borrowing activity: | | | | |
Borrowings | | 128,287 | | | 353,325 | |
Repayment of borrowings | | (76,704) | | | (176,990) | |
Lending activity: | | | | |
Origination of loan receivables(1) | | (343,437) | | | (1,055,533) | |
Customer repayment of loan receivables(1) | | 344,413 | | | 1,056,298 | |
Gains | | 4,490 | | | 40,198 | |
Losses | | (27,287) | | | (9,625) | |
Ending balance | | $ | 252,885 | | | $ | 252,885 | |
__________________(1)Represents loans originated from borrowed assets. See Note 8. Crypto Assets Held for Investment for loans originated from assets held for investment.
No cumulative realized gains or losses occurred during the periods presented as no Crypto assets borrowed were sold.
Under the terms of the Company’s crypto asset borrowing arrangements, the Company may be required to maintain a collateral to borrowing ratio and pledge fiat, USDC, or crypto assets as collateral. The Company may use borrowed assets to fulfill these requirements. If the lender has the right to use the Company’s collateral, or if the collateral is fiat, the Company records the collateral pledged as Assets pledged as collateral in Other current assets in the Condensed Consolidated Balance Sheets. USDC pledged as collateral to lenders, where the lender does not have the right to sell, pledge, or
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
rehypothecate, is not recorded as Assets pledged as collateral as the pledged USDC does not meet the derecognition criteria under ASC 860. This collateral continues to be recorded in USDC in the Condensed Consolidated Balance Sheets.
The fair value of the Company’s corporate assets pledged as collateral against Crypto asset borrowings consisted of the following (in thousands):
| | | | | | | | | | | |
| September 30, | | December 31, |
| 2024 | | 2023 |
Assets pledged as collateral |
USDC | $ | 58,528 | | | $ | 51,880 | |
Fiat | — | | | 1,191 | |
Total pledged as collateral | $ | 58,528 | | | $ | 53,071 | |
Assets pledged as collateral not meeting derecognition criteria |
USDC | $ | 241,145 | | | $ | 29,577 | |
7. ACCOUNTS RECEIVABLE, NET
Accounts receivable, net consisted of the following (in thousands):
| | | | | | | | | | | |
| September 30, | | December 31, |
| 2024 | | 2023 |
Stablecoin revenue receivable | $ | 81,285 | | | $ | 57,885 | |
Customer fee revenue receivable | 35,990 | | | 23,603 | |
In-transit customer receivables | 25,745 | | | 42,562 | |
Other accounts receivable | 64,762 | | | 66,799 | |
Gross accounts receivable | 207,782 | | | 190,849 | |
Less: allowance for doubtful accounts | (20,778) | | | (22,559) | |
Total accounts receivable, net | $ | 187,004 | | | $ | 168,290 | |
8. CRYPTO ASSETS HELD FOR INVESTMENT
The following table summarizes Crypto assets held for investment (in thousands, except units):
| | | | | | | | | | | | | | | | | | | | | | | |
| September 30, 2024 | | December 31, 2023 |
| Units | | Cost Basis | | Fair Value | | Carrying Value(1) |
Bitcoin | 9,363 | | | $ | 243,296 | | | $ | 592,684 | | | $ | 126,614 | |
Ethereum | 119,696 | | | 271,943 | | | 311,394 | | | 129,131 | |
Other crypto assets(2) | nm | | 341,259 | | | 356,640 | | | 74,865 | |
Total held for investment | | | $ | 856,498 | | | $ | 1,260,718 | | | $ | 330,610 | |
__________________nm - not meaningful
(1)Recorded at impaired cost as of December 31, 2023.
(2)Includes various other crypto asset balances, none of which individually represented more than 5% of the carrying value of total Crypto assets held for investment.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
The following table provides a rollforward of Crypto assets held for investment (in thousands):
| | | | | | | | | | | | | | |
| | Three Months Ended September 30, 2024 | | Nine Months Ended September 30, 2024 |
Beginning balance | | $ | 1,234,158 | | | $ | 330,610 | |
Cumulative-effect adjustment from adoption of ASU 2023-08 | | — | | | 717,373 | |
Additions(1) | | 69,740 | | | 85,149 | |
Sales | | (4,358) | | | (68,982) | |
| | | | |
Lending activity: | | | | |
Origination of loan receivables(2) | | (62,946) | | | (188,580) | |
Customer repayment of loan receivables(2) | | 144,631 | | | 174,246 | |
Gains(3) | | 43,566 | | | 311,000 | |
Losses(3) | | (164,073) | | | (100,098) | |
Ending balance | | $ | 1,260,718 | | | $ | 1,260,718 | |
__________________(1)Additions represent purchases of, and staking rewards earned on, Crypto assets held for investment.
(2)Represents loans originated from Crypto assets held for investment. See Note 6. Collateralized Arrangements and Financing for loans originated from borrowed assets.
(3)We measure gains and losses by each asset held. These amounts include cumulative realized gains of $3.5 million and unrealized losses of $124.0 million during the three months ended September 30, 2024, and cumulative realized gains of $16.9 million and unrealized gains of $194.0 million during the nine months ended September 30, 2024.
As of September 30, 2024, the Company had $111.1 million of crypto assets subject to selling restrictions recorded in Crypto assets held for investment. The selling restrictions are time-based and lift between 2024 and 2029.
9. CUSTOMER ASSETS AND LIABILITIES
The following table presents customer assets and liabilities positions (in thousands):
| | | | | | | | | | | |
| September 30, | | December 31, |
| 2024 | | 2023 |
| | | |
| | | |
Customer custodial funds | $ | 4,035,045 | | | $ | 4,570,845 | |
Safeguarding customer crypto assets | 272,669,307 | | | 192,583,060 | |
Total customer assets | $ | 276,704,352 | | | $ | 197,153,905 | |
| | | |
Customer custodial cash liabilities | $ | 4,035,045 | | | $ | 4,570,845 | |
Safeguarding customer crypto liabilities | 272,669,307 | | | 192,583,060 | |
Total customer liabilities | $ | 276,704,352 | | | $ | 197,153,905 | |
Safeguarding customer crypto assets and liabilities represent the Company’s obligation to safeguard customer crypto assets. During the nine months ended September 30, 2024 and 2023, no losses were incurred in connection with customer custodial funds or safeguarding customer crypto assets.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
The following table sets forth the fair values of Safeguarding customer crypto assets and liabilities by asset type (in thousands, except percentages):
| | | | | | | | | | | | | | | | | | | | | | | |
| September 30, 2024 | | December 31, 2023 |
| Fair Value | | % of Total | | Fair Value | | % of Total |
Bitcoin | $ | 143,160,959 | | | 52 | % | | $ | 89,864,637 | | | 47 | % |
Ethereum | 43,330,072 | | | 16 | % | | 40,200,059 | | | 21 | % |
Solana | 17,865,901 | | | 7 | % | | 12,906,278 | | | 6 | % |
Other crypto assets(1) | 68,312,375 | | | 25 | % | | 49,612,086 | | | 26 | % |
Total safeguarding customer crypto assets and liabilities | $ | 272,669,307 | | | 100 | % | | $ | 192,583,060 | | | 100 | % |
__________________
(1)Includes various other crypto asset balances, including stablecoins that are considered crypto assets for safeguarding purposes, none of which individually represented more than 5% of total Safeguarding customer crypto assets and liabilities.
10. OTHER CONDENSED CONSOLIDATED BALANCE SHEETS DETAILS
The following table presents certain other details of the Condensed Consolidated Balance Sheets (in thousands):
| | | | | | | | | | | |
| September 30, | | December 31, |
| 2024 | | 2023 |
Other current assets | | | |
Crypto assets held for operations | $ | 98,277 | | | $ | 74,103 | |
Prepaid expenses | 58,507 | | | 79,552 | |
Assets pledged as collateral(1) | 63,128 | | | 53,071 | |
Income taxes receivable | 16,831 | | | 63,726 | |
Other | 19,232 | | | 16,191 | |
Total other current assets | $ | 255,975 | | | $ | 286,643 | |
| | | |
Other non-current assets | | | |
Strategic investments | $ | 359,051 | | | $ | 343,045 | |
Software and equipment, net | 193,000 | | | 192,550 | |
Intangible assets, net | 52,060 | | | 86,422 | |
Income taxes receivable | 55,968 | | | — | |
Other | 39,615 | | | 32,577 | |
Total other non-current assets | $ | 699,694 | | | $ | 654,594 | |
| | | |
Accrued expenses and other current liabilities | | | |
Accrued payroll and payroll related expenses | $ | 192,645 | | | $ | 224,237 | |
Other accrued expenses | 139,244 | | | 89,254 | |
Accounts payable | 39,375 | | | 39,294 | |
Income taxes payable | 7,122 | | | 17,366 | |
Other payables | 122,217 | | | 126,032 | |
Total accrued expenses and other current liabilities | $ | 500,603 | | | $ | 496,183 | |
_______________(1)See Note 6. Collateralized Arrangements and Financing for details on the portion relating to Crypto asset borrowings.
Coinbase Global, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
Crypto assets held for operations
The following table summarizes Crypto assets held for operations (in thousands, except units):
| | | | | | | | | | | | | | | | | | | | | | | |
| September 30, 2024 | | December 31, 2023 |
| Units | | Cost Basis | | Fair Value | | Carrying Value(1) |
Bitcoin | 99 | | | $ | 5,912 | | | $ | 6,259 | | | $ | 7,243 | |
Ethereum | 10,687 | | | 24,144 | | | 27,755 | | | 15,775 | |
Solana | 198,125 | | | 29,029 | | | 29,951 | | | 10,275 | |
Other crypto assets(2) | nm | | 48,809 | | | 34,312 | | | 40,810 | |
Total held for operations | | | $ | 107,894 | | | $ | 98,277 | | | $ | 74,103 | |
__________________nm - not meaningful
(1)Recorded at impaired cost as of December 31, 2023.
(2)Includes various other crypto asset balances, none of which individually represented more than 5% of the carrying value of total Crypto assets held for operations.
11. LONG-TERM DEBT
The components of Long-term debt as of September 30, 2024 and December 31, 2023 were as follows (in thousands, except percentages):
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Effective Interest Rate | | Principal Amount | | Unamortized Debt Discount and Issuance Costs | | Net Carrying Amount |
September 30, 2024 | | | | | | | | |
0.50% 2026 Convertible Notes due on June 1, 2026 | | 0.98 | % | | $ | 1,273,013 | | | $ | (10,899) | | | $ | 1,262,114 | |
3.38% 2028 Senior Notes due on October 1, 2028 | | 3.57 | % | | 1,000,000 | | | (6,981) | | | 993,019 | |
0.25% 2030 Convertible Notes due on April 1, 2030 | | 0.55 | % | | 1,265,000 | | | (20,229) | | | 1,244,771 | |
3.63% 2031 Senior Notes due on October 1, 2031 | | 3.77 | % | | 737,457 | | | (6,314) | | | |