Gemini Space Station (GEMI) Registration Filing summary

Company overview and business model

• Operates a global digital asset exchange and custodian platform, serving retail and institutional users in over 60 countries, with $21B+ in assets and $285B+ in lifetime trading volume.

• Offers a comprehensive suite: spot and derivatives trading, staking, OTC desk, institutional-grade custody, a regulated stablecoin (GUSD), a crypto rewards credit card, and an NFT marketplace.

• Focuses on security, compliance, and user experience, holding all required licenses in the US and abroad, and maintaining full asset backing for customer holdings.

• Revenue is primarily transaction-based, with diversification into custody, staking, credit card, and NFT-related fees.

• Mission is to bridge traditional finance and the cryptoeconomy, emphasizing education, innovation, and regulatory leadership.

Financial performance and metrics

• 2024 revenue: $142.2M; net loss: $(158.5)M; Adjusted EBITDA: $(13.2)M.

• H1 2025 revenue: $68.6M; net loss: $(282.5)M; Adjusted EBITDA: $(113.5)M.

• 2024 transaction revenue: 69.7% of total; H1 2025: 65.5%.

• Key metrics as of June 30, 2025: 523K monthly transacting users, 1.5M lifetime users, $18.2B assets on platform, $24.8B H1 2025 trading volume.

• Operating expenses driven by technology, compliance, and marketing; significant legal and regulatory costs related to past litigation.

Use of proceeds and capital allocation

• IPO and concurrent private placement expected to raise ~$432.5M (at $25/share midpoint), with Nasdaq, Inc. investing $50M.

• Proceeds to be used for general corporate purposes: product development, capital expenditures, administrative expenses, and debt repayment.

• Management retains broad discretion over allocation; no current plans for dividends.