0001820302 2023-01-01 2023-09-30 0001820302 us-gaap:CommonClassAMember 2023-01-01 2023-09-30 0001820302 us-gaap:WarrantMember 2023-01-01 2023-09-30 0001820302 us-gaap:CommonClassAMember 2023-11-10 0001820302 bakkt:CommonClassVMember 2023-11-10 0001820302 us-gaap:WarrantMember 2023-11-10 shares true Q3 2023 --12-31 0001820302 10-Q/A true 2023-09-30 false 001-39544 BAKKT HOLDINGS, INC. DE 98-1550750 10000 Avalon Boulevard Suite 1000 Alpharetta GA 30009 678 534-5849 Class A Common Stock, par value $0.0001 per share BKKT NYSE Warrants to purchase Class A Common Stock BKKT WS NYSE Yes Yes Non-accelerated Filer true true false false 91429477 183234872 7140808 EXPLANATORY NOTEBakkt Holdings, Inc. (Bakkt,” “we,” “us,” “our,” or the “Company”) is filing this Amendment No. 2 to its Quarterly Report on Form 10-Q/A for the quarterly period ended September 30, 2023 (this “Amended Form 10-Q” or “10-Q/A”), as originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on November 14, 2023 (the “Original Form 10-Q”).The final paragraph of the explanatory note of Amendment 1 to the Original Form 10-Q inadvertently omitted certain context around our going concern risk factor, which paragraph has been corrected and revised as below.This Amended Form 10-Q is presented as of the filing date of the Original Form 10-Q and does not (i) reflect events occurring after that date, except with respect to the information regarding our ability to continue as a going concern in Part II, Item 1A and certain business updates included in Part II, Item 6, or (ii) modify or update disclosures in any way other than as required to reflect the amendment and restatement as described below. Accordingly, this Amended Form 10-Q should be read in conjunction with the Original Form 10-Q and our filings with the SEC subsequent to the date on which we filed the Original Form 10-Q. This Amended Form 10-Q does not change our consolidated financial statements as set forth in the Original Form 10-Q.The purpose of this Amended Form 10-Q is to (i) amend and restate the disclosure in Part II, Item 1A “Risk Factors” to provide further updates to certain risks resulting from changes to the Company’s business following its acquisition (the “Bakkt Crypto Acquisition”) of Bakkt Crypto Solutions, LLC (“Bakkt Crypto”), formerly Apex Crypto LLC (“Apex Crypto”), and to add a risk factor related to our ability to continue as a going concern as we have subsequently deemed there to be substantial doubt regarding our ability to continue as a going concern 12 months following the date of this Amended Form 10-Q without raising capital, and (ii) amend and restate Part II, Item 5, which provides an update to the Company’s business activities following the Bakkt Crypto Acquisition. Part II, Item 6 “Exhibits” has also been amended and restated to include currently dated certifications of the Company’s principal executive officer and principal financial officer as required by Sections 302 and 906 of the Sarbanes Oxley Act of 2002. The certifications are attached to this Amended Form 10-Q as Exhibits 31.1, 31.2, 32.1 and 32.2.