10-Q: Bakkt Q1 2026: Revenue Plummets Amid Client Losses
Quarterly Report
Bakkt reports a significant 77.1% drop in Q1 2026 crypto services revenue, primarily due to the loss of major clients Webull and Public.
Summary
- Bakkt's Q1 2026 revenue saw a substantial decrease of $822.2 million (77.1%) compared to Q1 2025, largely driven by a decline in crypto services revenue.
- This revenue drop is primarily attributed to reduced crypto trading volumes resulting from the loss of key clients, Webull and Public.
- Operating expenses also decreased by $820.7 million, largely in line with the reduction in crypto service revenue and associated costs.
- The company raised $67.1 million in net proceeds from equity offerings in February 2026, providing liquidity for operations and strategic initiatives.
- Bakkt completed the acquisition of Distributed Technologies Research Global Ltd. (DTR) on April 30, 2026, aiming to bolster its stablecoin payment infrastructure.
- The company is actively pursuing new customer and partner relationships to mitigate the impact of lost clients.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this filing as negative due to the substantial revenue decline and significant client losses, despite strategic acquisitions and capital raises.
Positives
- Raised $67.1 million in net proceeds from equity offerings (February 2026) to fund operations and strategic initiatives.
- Completed the acquisition of DTR on April 30, 2026, strengthening its stablecoin payment infrastructure.
- Launched peer-to-peer (P2P) fiat transfer functionality on Bakkt Markets in April 2026, enabling USD transfers without traditional rails.
- Activated ACH push and wire transfer rails on Zaira in April 2026, allowing direct platform funding for US residents.
- Management believes current cash and cash equivalents are sufficient to fund operations for 12 months from the financial statement issue date.
Negatives
- Crypto services revenue decreased by $822.2 million (77.1%) in Q1 2026 compared to Q1 2025.
- This revenue decline was primarily due to a significant decrease in crypto trading volume, largely from the loss of major clients Webull and Public.
- Operating loss from continuing operations was $16.9 million in Q1 2026, compared to $15.4 million in Q1 2025.
- Adjusted EBITDA loss increased to $13.7 million in Q1 2026 from $11.7 million in Q1 2025.
- The company is facing litigation with the buyer of its former Loyalty business, seeking approximately $10 million, with counterclaims for $19 million.
Risks
- The company's strategy is increasingly dependent on the successful development, integration, and commercialization of the DTR platform, which is complex and in early stages.
- Integration challenges with DTR's technology could increase costs and affect product launch or scaling capabilities.
- Business is exposed to risks related to the operation, reliability, market acceptance, and evolving regulatory environment of stablecoin-based payment systems.
- Loss of confidence in stablecoins due to reserve concerns, transparency issues, or market events could reduce platform usage.
- Complex and evolving regulatory requirements across multiple jurisdictions for stablecoins and digital settlement infrastructure could increase compliance costs and restrict operations.
- The DTR acquisition involved a related party (CEO), creating potential conflicts of interest and influencing strategic direction.
- The company faces competition from numerous participants in the digital asset marketplace, and clients may develop their own technology.
- General economic and market conditions, including macroeconomic uncertainty and interest rate environments, can impact client activity and revenue.
- The company is subject to complex and evolving laws and regulations governing digital assets, data privacy, and consumer protection.
- The company is obligated to securely store digital assets for customers and could be liable for losses from theft or loss.
- The company is involved in ongoing litigation regarding the sale of its Loyalty business and a class action lawsuit related to disclosures about client non-renewals.
Future Outlook
The company's strategy is to build and scale an integrated financial infrastructure platform through Bakkt Markets, Bakkt Agent, and Bakkt Global, focusing on institutional adoption of digital asset trading, cross-border payment infrastructure, and AI-enabled programmable finance. Management believes its current cash and cash equivalents are sufficient to fund operations for the next 12 months. Future cash requirements will depend on revenue growth, overhead, sales and marketing expenditures, software development investments, and client retention.
Management Comments
- We believe that our first-quarter results and recent achievements further propelled our transformation into a pure-play digital asset infrastructure company.
- Management is actively pursuing alternative customer and partner relationships to mitigate the effect on future segment performance.
- We believe digital assets and distributed ledger technology have significant, positive potential with proper collaboration between industry and regulators.
Industry Context
StockSavvy.ai notes that Bakkt's Q1 2026 results reflect broader industry trends of moderating trading activity despite continued institutional adoption and growth in stablecoin payments. The company's strategic shift towards stablecoin infrastructure and AI-enabled financial services aligns with emerging industry developments, though it faces significant execution risks and competitive pressures.
Comparison to Industry Standards
- Bakkt's crypto services revenue of $243.6 million for Q1 2026 is significantly lower than the $1,065.8 million reported in Q1 2025, indicating a substantial decline in transaction-based revenue.
- Adjusted on-chain stablecoin transaction volume across the industry was running at an annualized pace of approximately $17.5 trillion, which is materially above 2024 levels and several multiples of comparable legacy payment networks. Bakkt's focus on stablecoin infrastructure positions it to potentially capture a portion of this market, though its current revenue is declining.
- The company's assets under custody were $744.6 million as of March 31, 2026, a decrease from $911.5 million at the end of 2025, suggesting a potential outflow of customer assets or reduced activity.
- The industry is seeing increased institutional participation and regulatory integration, with the GENIUS Act establishing a federal regime for payment stablecoins. Bakkt's efforts to align with these regulations and expand its stablecoin offerings are in line with industry direction.
Legal Proceedings
- The Company filed a complaint against Project Labrador Holdco, LLC (Roman) in Delaware state court regarding the acquisition of its Loyalty business, seeking approximately $10 million and attorneys fees for breaches of the purchase agreement. Roman filed counterclaims alleging entitlement to indemnification and damages totaling $19 million.
- A class action lawsuit was filed alleging the Company made false or misleading statements in connection with disclosures relating to the non-renewal of agreements with Webull and Bank of America N.A. The Company is defending the matter vigorously.
- The Company's Board of Directors received demand letters from three shareholders premised on the same alleged misconduct as the Class Action litigation.
Related Party Transactions
- The Company acquired Distributed Technologies Research Global Ltd. (DTR) through a Share Purchase Agreement, with Akshay Naheta (CEO) being a seller and beneficial owner of DTR.
- Mr. Naheta received approximately 8,322,949 shares of Class A Common Stock at the closing of the DTR acquisition.
- Lotus Grove Trust, a trust for the benefit of certain members of Mr. Naheta's immediate family, received approximately 735,615 shares of Class A Common Stock.
- Mr. Naheta entered into a non-competition agreement with the Company.
- The Company entered into agreements with a family member of an executive of BJC for branding, website management, public relations, and social media management services, with no fees payable as of March 31, 2026.
Stakeholder Impact
- Shareholders: Significant revenue decline and operating loss may negatively impact share price and investor confidence. The DTR acquisition, involving the CEO, raises potential conflicts of interest.
- Employees: Restructuring and headcount reductions may impact employee morale and job security. Share-based compensation continues to be a component of employee incentives.
- Customers: Loss of major clients (Webull, Public) may reduce platform activity and revenue. New P2P fiat transfer and ACH/wire capabilities aim to enhance customer offerings.
- Creditors: The company's liquidity position and ability to fund operations for the next 12 months are key considerations for creditors.
Next Steps
- Continue to pursue alternative customer and partner relationships to mitigate the effect of lost clients.
- Execute on the strategy to build and scale an integrated financial infrastructure platform through Bakkt Markets, Bakkt Agent, and Bakkt Global.
- Integrate DTR's technology and commercialize its stablecoin payment infrastructure.
- Continue to innovate and expand platform capabilities to attract and retain clients.
- Engage with regulators to navigate the evolving legal and regulatory landscape for digital assets and stablecoins.
Key Dates
| Date | Description |
|---|---|
| 2021-10-15 | Effective date of Bakkt's 2021 Omnibus Incentive Plan. |
| 2024-08-12 | Bakkt and Bakkt Opco Holdings, LLC entered into a revolving credit facility with Intercontinental Exchange Holdings, Inc. (ICE Credit Facility). |
| 2025-01-01 | Effective date for adoption of ASU No. 2023-09, Income Taxes. |
| 2025-03-14 | Company's largest client, Webull Pay LLC, notified the Company of non-renewal of its agreement. |
| 2025-03-17 | Bakkt entered into an agreement with ICE to sell all outstanding equity interests of Bakkt Trust. |
| 2025-03-19 | Company entered into a Cooperation Agreement with Distributed Technologies Research Global Ltd. (DTR) and Mr. Naheta. |
| 2025-04-02 | A putative class action complaint was filed against the Company and certain current and former officers. |
| 2025-05-15 | Sale of Bakkt Trust was completed. |
| 2025-06-17 | Bakkt entered into a private placement with YA II PN, LTD. for a convertible debenture. |
| 2025-06-18 | Private placement closed; Company received conversion notices to convert $17.5 million of the Convertible Debenture. |
| 2025-07-23 | Opco entered into an agreement to sell all equity interests of its Loyalty Business. |
| 2025-07-28 | Company entered into an Underwriting Agreement for a public offering of Class A Common Stock and pre-funded warrants. |
| 2025-07-30 | Public offering closed; Company terminated the ICE Credit Facility. |
| 2025-08-06 | Company entered into a share purchase agreement to acquire approximately 28% of Bitcoin Japan Corporation (BJC). |
| 2025-09-15 | Company elected to redeem the remaining $7.5 million of Convertible Debentures; Plaintiff filed an amended complaint in the Class Action. |
| 2025-10-01 | Sale of the Loyalty Business closed. |
| 2025-11-03 | Company completed the Reorganization, forming NewCo as the listed parent company. |
| 2025-11-14 | Defendants filed a motion seeking dismissal of all claims in the Class Action. |
| 2025-12-15 | Company filed a complaint against Project Labrador Holdco, LLC (Roman). |
| 2026-01-11 | Company entered into a Share Purchase Agreement to acquire Distributed Technologies Research Global Ltd. (DTR). |
| 2026-01-16 | Company entered into a Sales Agreement for an at-the-market offering program. |
| 2026-01-22 | Company changed its name to Bakkt, Inc. |
| 2026-02-06 | Company amended its complaint against Roman. |
| 2026-02-27 | Company entered into a securities purchase agreement for a registered direct offering (RDO). |
| 2026-03-02 | RDO closed. |
| 2026-03-31 | End of the quarterly period covered by the report. |
| 2026-04-10 | Company filed a Motion for Judgment on the Pleadings against Roman. |
| 2026-04-17 | Shareholder approval received for the DTR acquisition. |
| 2026-04-29 | Investors holding the 2026 Pre-Funded Warrants elected to exercise them in full. |
| 2026-04-30 | Company completed the DTR Acquisition. |
| 2026-05-05 | As of this date, there were 44,612,329 shares of Class A Common Stock, 7,140,383 public warrants, 1,153,200 Class 1 warrants and 864,650 Class 2 warrants issued and outstanding. |
| 2026-05-11 | Date of report signatures. |
Recommendation
holdWhile Bakkt has secured significant capital and is strategically acquiring DTR to focus on stablecoin infrastructure, the drastic decline in revenue due to client losses is a major concern. The company's ability to recover lost revenue and successfully integrate DTR will be critical. Given the uncertainty and the ongoing litigation, a 'hold' recommendation is appropriate, pending further clarity on revenue stabilization and integration success.
Keywords
Bakkt, SEC Filing, 10-Q, Quarterly Report, Digital Assets, Crypto Services, Revenue, Trading Volume, Client Loss, DTR Acquisition, Stablecoin Payments, Financial Infrastructure
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