0000899243-23-016827.txt : 20230703
0000899243-23-016827.hdr.sgml : 20230703
20230703160525
ACCESSION NUMBER: 0000899243-23-016827
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230630
FILED AS OF DATE: 20230703
DATE AS OF CHANGE: 20230703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GSR II Meteora Sponsor LLC
CENTRAL INDEX KEY: 0001914635
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41305
FILM NUMBER: 231065323
BUSINESS ADDRESS:
STREET 1: C/O GSR II METEORA ACQUISITION CORP.
STREET 2: 840 PARK DRIVE EAST
CITY: BOCA RATON
STATE: FL
ZIP: 33432
BUSINESS PHONE: (917) 647-3316
MAIL ADDRESS:
STREET 1: C/O GSR II METEORA ACQUISITION CORP.
STREET 2: 840 PARK DRIVE EAST
CITY: BOCA RATON
STATE: FL
ZIP: 33432
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Bitcoin Depot Inc.
CENTRAL INDEX KEY: 0001901799
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 873203989
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3343 PEACHTREE ROAD NE
STREET 2: SUITE 750
CITY: ATLANTA
STATE: GA
ZIP: 30326
BUSINESS PHONE: 678-435-9604
MAIL ADDRESS:
STREET 1: 2870 PEACHTREE ROAD
STREET 2: #327
CITY: ATLANTA
STATE: GA
ZIP: 30305
FORMER COMPANY:
FORMER CONFORMED NAME: GSR II Meteora Acquisition Corp.
DATE OF NAME CHANGE: 20220124
FORMER COMPANY:
FORMER CONFORMED NAME: GLA II Meteora Acquisition Corp.
DATE OF NAME CHANGE: 20211228
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2023-06-30
0
0001901799
Bitcoin Depot Inc.
BTM
0001914635
GSR II Meteora Sponsor LLC
C/O BITCOIN DEPOT, INC.
2870 PEACHTREE RD #327
ATLANTA
GA
30305
0
0
1
0
Class A Common Stock
5689185
D
Warrant (right to buy)
Class A Common Stock
12223750
D
Class E-1 Common Stock
Class A Common Stock
358587
D
Class E-2 Common Stock
Class A Common Stock
358587
D
Class E-3 Common Stock
Class A Common Stock
358587
D
The warrants are exercisable by the reporting person into shares of Class A Common Stock on a one-for-one basis commencing 30 days after June 30, 2023 and expire five years after June 30, 2023 or earlier upon redemption or liquidation.
The Class E-1 Common Stock shall vest and automatically convert to Class A Common Stock on a one-for-one basis if at any time during the seven-year period following June 30, 2023, the closing share price of the Class A Common Stock is greater than $12.00 per share over 10 trading days (which may be consecutive or not consecutive) within any 20 consecutive trading days.
The Class E-1 Common Stock shall vest and automatically convert to Class A Common Stock on a one-for-one basis if at any time during the seven-year period following June 30, 2023, the closing share price of the Class A Common Stock is greater than $14.00 per share over 10 trading days (which may be consecutive or not consecutive) within any 20 consecutive trading days.
The Class E-1 Common Stock shall vest and automatically convert to Class A Common Stock on a one-for-one basis if at any time during the ten-year period following June 30, 2023, the closing share price of the Class A Common Stock is greater than $16.00 per share over 10 trading days (which may be consecutive or not consecutive) within any 20 consecutive trading days.
GSR II Meteora Sponsor LLC, /s/ Gus Garcia, Manager Member
2023-07-03