Annual Report • Oct 26, 2022
Annual Report
Open in ViewerOpens in native device viewer
Digital Bros S.p.A. Via Tortona, 37 – 20144 Milan, Italy VAT number IT095 Share capital: Euro 6,024,334.80 of which Euro 5,706,014.80 subscribed Milan Companies House No. 290680-Vol. 7394 Chamber of Commerce number 1302132
This report is available in the Investor Relations section of the Company's website at www.digitalbros.com
Please consider that this is an Italian to English translation and that the Italian version shall always prevail in case of any discrepancy or inconsistency
(this page intentionally left blank)
| Board of Directors and Corporate Governance Structure 5 |
|
|---|---|
| DIRECTORS' REPORT 7 |
|
| 1. | Group organization 7 |
| 2. | The videogames market 11 |
| 3. | Alternative performance ratios 13 |
| 4. | Seasonality effects 13 |
| 5. | Significant events during the reporting period 14 |
| 6. | Consolidated profit and loss statement for the period ended June 30th, 2022 17 |
| 7. | Consolidated balance sheet as of June 30th, 2022 21 |
| 8. | Financial ratios 23 |
| 9. | Segment reporting 24 |
| 10. | Intercompany and related party transaction and atypical/unusual transactions 37 |
| 11. | Treasury shares 39 |
| 12. | Research and development 39 |
| 13. | Operational risks, financial risks and financial instruments 39 |
| 14. | Contingent assets and liabilities 44 |
| 15. | Subsequent events 44 |
| 16. | Business outlook 45 |
| 17. | Other information 46 |
| 18. | Disclosure of non-financial information 47 |
| 19. | Corporate governance and ownership structure report 47 |
| 20. | Remuneration policy and fees paid report 47 |
| Consolidated financial statements as of June 30th, 2022 48 |
|
| Consolidated balance sheet as of June 30th, 2022 50 |
|
| period ended June 30th, 2022 Consolidated profit and loss statement for the 51 |
|
| Consolidated comprehensive income statement as of June 30th, 2022 52 |
|
| Consolidated cash flow statement as of June 30th, 2022 53 |
|
| Consolidated statement of changes in equity as of June 30th, 2022 54 |
|
| Consolidated profit and loss statement for the period ended June 30th, 2022 prepared in accordance | |
| with CONSOB Resolution no. 15519 of July 27th, 2006 55 |
|
| Consolidated balance sheet as of June 30th, 2022 prepared in accordance with CONSOB | |
| Resolution no. 15519 of July 27th, 2006 56 |
|
| Consolidated profit and loss statement for the period ended June 30th, 2022 prepared in accordance | |
| with CONSOB Resolution no. 15519 of July 27th, 2006 57 |
| Notes to the consolidated financial statements as of June 30th, 2022 59 |
|
|---|---|
| 1. | Content and other general information 60 |
| 2. | Accounting policies 62 |
| 3. | Discretionary items and significant estimates 81 |
| 4. | Consolidation criteria 83 |
| 5. | Investments in joint-ventures and associated companies 85 |
| 6. | Business combinations 85 |
| 7. | Reconciliation of consolidated profit for the year and net equity to those of parent |
| company | 87 |
| 8. | Consolidated balance sheet as of June 30th, 2022 89 |
| 9. | Consolidated profit and loss statement for the period ended June 30th, 2022 107 |
| 10. | Financial instruments and financial risk management (IFRS 7) 114 |
| 11. | Non-recurring items 123 |
| 12. | Information by operating segment 123 |
| 13. | Related party transactions 131 |
| 14. | Atypical or unusual transactions 132 |
| 15. | Asset revaluation 132 |
| 16. | Loans granted to executives and supervisory bodies 132 |
| 17. | Audit fees 133 |
| Statement pursuant to art. 154- bis (5) of the T.U.F. 134 |
4
| Member | Office | Control and Risk Committee |
Remuneration Committee |
Nomination Committee |
|---|---|---|---|---|
| Sylvia Anna Bartyan | Independent director |
M | M | M |
| Lidia Florean | Non-executive director |
|||
| Abramo Galante | President and CEO |
|||
| Davide Galante | Non-executive director |
|||
| Raffaele Galante | CEO | |||
| Susanna Pedretti | Independent director |
M | P | M |
| Stefano Salbe (1) | Executive director |
|||
| Laura Soifer (2) | Independent director |
P | M | M |
| Dario Treves | Executive director |
P: President of the Committee
M: Member of the Committee
(1) Financial reporting manager pursuant to Art. 154 bis of Legislative Decree 58/98
(2) Lead Independent Director
| Gianfranco Corrao | Statutory Auditor |
|---|---|
| Carlo Hassan | Chairman |
| Maria Pia Maspes | Statutory Auditor |
| Daniela Delfrate | Substitute Statutory Auditor |
| Stefano Spiniello | Substitute Statutory Auditor |
The Shareholders' Meeting held on October 28th, 2020 appointed the Board of Directors and Board of Statutory Auditors. The terms of the Directors and the Statutory Auditors will expire on the Shareholders' Meeting which will approve the financial statements as of June 30th, 2023.
On October 28th, 2020, the Shareholders' Meeting appointed Abramo Galante as Chairman of the Board of Directors. On the same date, the Board of Directors appointed Abramo Galante and Raffaele Galante as Chief Executive Officers. The Chief Executive Officers received appropriate powers of attorney.
On August 7th, 2007, the Board of Directors appointed the Executive Director Stefano Salbe as Financial Reporting Manager pursuant to Art. 154 bis of Legislative Decree 58/98 with appropriate powers.
On October 27th, 2021, the Shareholders' Meeting appointed EY S.p.A., based in Via Meravigli 12, Milan as auditors until the approval of the financial statements as of June 30th, 2030.
The publication of Digital Bros Group's consolidated financial statements and the Digital Bros S.p.A. financial statements as of June 30th , 2022 was authorized by a resolution of the Board of Directors held on September 22 nd, 2022.
Digital Bros S.p.A. is incorporated and operating in Italy. The Company is listed on the Euronext STAR segment of the Euronext Milan market operated by Borsa Italiana S.p.A..
In September 2022, the Nomination Committee approved its rules of procedure and appointed Sylvia Anna Bartyan as President of the Committee.
Digital Bros Group develops, publishes and distributes video games on international markets.
The Group is organized into five operational business segments:
Premium Games: main operations are the acquisition of video games intellectual properties from developers and the distribution of video games through an international retail sales network and digital marketplaces such as Steam, Sony PlayStation Network, Microsoft Xbox Live, Epic Game Store, etc..
The Group develops some video games through the internal studios. When the video games are developed by external studios they are usually either acquired with an exclusive license or assigned to the Group with long-term worldwide rights.
The label used for worldwide publishing is 505 Games. A second label, Hook S.r.l., publishes budget video games.
During the period, Premium Games operations were conducted by the subsidiary 505 Games S.p.A. which controls 505 Games France S.a.s., 505 Games Ltd., 505 Games (US) Inc., 505 Games Spain Slu and 505 Games GmbH which operate respectively on the French, UK, U.S., Spanish and German markets. 505 Games Interactive (US) Inc. provides consultancy services on behalf of 505 Games S.p.A.. The progressive digitalization of the market and the following centralization of revenues enabled to focus local operations to marketing and PR activities.
The following studios are also included in the Premium Games segment:
A Spanish joint venture was set up last fiscal year together with the development studio MercurySteam Entertainment S.L., MSE & DB S.L., in order to jointly create a new intellectual property.
Free to Play: main operations are the development and publishing of video games and/or applications that are available for free on digital marketplaces with in-app purchases features. Free to Play video games usually presents less technical complexity than Premium Games but, in case of success, will have a longer life cycle. Free to Play video games are continuously upgraded after the launch in order to retain players and enhance the video game's life cycle.
Worldwide Free to Play publishing is operated by 505 Mobile S.r.l., together with the U.S. company 505 Mobile (US) Inc., which provides consultancy services to Group companies and the UK company DR Studios Ltd. which is the developer of Free to Play video games.
The Australian company 505 Games Pty Ltd. was incorporated in the previous fiscal year. In January 2021 it finished the acquisition of 100% of the shares of Infinite Interactive Pty. and Infinity Plus Two Pty.. The Australian companies own the intellectual property of Puzzle Quest and Gems of War and provide live support to such video games.
The label used for publishing on a worldwide basis is 505 Games Mobile.
Italian Distribution: consists of the distribution in Italy of video games purchased from international publishers.
The operations are run by the parent company, Digital Bros S.p.A., under the Halifax brand, and by the subsidiary Game Entertainment S.r.l.. The dissolution of the subsidiary Game Service S.r.l. was completed during the period.
Other Activities: all Group's remaining activities are consolidated together for reporting purposes under the Other Activities operating segment. It includes the operations of the subsidiary Digital Bros Game Academy S.r.l. which organizes video game training and professional courses. The Group also holds a 60% stake in the UK company Seekhana Ltd..
Holding: it includes all the corporate functions provided by Digital Bros S.p.A. in finance, control and business development activities. The holding company has been supported by Digital Bros China Ltd., Digital Bros Asia Pacific (HK) Ltd and 505 Games Japan K.K. which have operated as business developers for the Asian markets. Digital Bros Holdings Ltd. has been inactive during the period.
All the companies mentioned above are 100% owned, except for Rasplata B.V., Ingame Studios a.s. and Seekhana Ltd. which are controlled with a 60% interest and Chrysalide Jeux et Divertissement Inc. with a 75% interest.
The organization chart of the operating companies as of June 30th , 2022 was as follows:
During the reporting period, the Group operated in the following locations:
| Company | Address | Activities |
|---|---|---|
| AvantGarden S.r.l. | Via Tortona 37, Milan | Offices |
| Chrysalide Jeux et Divertissement Inc. (2) | 252 Rue Christophe Colomb Est, Québec, Canada | Offices |
| Digital Bros S.p.A. | Via Tortona 37, Milan | Offices |
| Digital Bros S.p.A. | Via Boccaccio 95, Trezzano sul Naviglio (MI) | Logistics |
| Digital Bros Asia Pacific (HK) Ltd. | 33-35 Hillier Street, Sheung Wan, Hong Kong | Offices |
| Digital Bros China (Shenzhen) Ltd. | Wang Hai Road, Nanshan district, Shenzhen 518062, China | Offices |
| Digital Bros Game Academy S.r.l. | Via Labus 15, Milan | Offices |
| DR Studios Ltd. | 4 Linford Forum, Rockingham Drive, Milton Keynes, U.K. | Offices |
| Game Entertainment S.r.l. | Via Tortona 37, Milan | Offices |
| 505 Games S.p.A. | Via Tortona 37, Milan | Offices |
| 505 Games Australia Pty Ltd. | 153 Park Street, South Melbourne, Victoria, Australia | Offices |
| 505 Games France S.a.s. | 2, Chemin de la Chauderaie, Francheville, France | Offices |
| 505 Games Japan K.K. | WeWork Jimbocho, 11-15, Kanda Jimbocho 2-chome Chiyoda-ku, Tokyo, Japan |
Offices |
| 505 Games Spain Slu | Calle Cabo Rufino Lazaro 15, Las Rozas de Madrid, Spain | Offices |
| 505 Games Ltd. | 402 Silbury Court, Silbury Boulevard, Milton Keynes, U.K. | Offices |
| 505 Games (US) Inc. | 5145 Douglas Fir Road, Calabasas, California, U.S.A. | Offices |
| 505 Games GmbH | Brunnfeld 2-6, Burglengenfeld, Germany | Offices |
| 505 Games Interactive (US) Inc. | 5145 Douglas Fir Road, Calabasas, California, U.S.A. | Offices |
| Game Network S.r.l. (3) | Via Tortona 37, Milan | Offices |
| Hawken Entertainment Inc. | 5145 Douglas Fir Road, Calabasas, California, U.S.A. | Offices |
| Hook S.r.l. | Via Tortona 37, Milan | Offices |
| Ingame Studios a.s. (1) | Moravské namésti' 249/8, Brno, Czech Republic | Offices |
| Kunos Simulazioni S.r.l. | Via degli Olmetti 39, Formello (Rome) | Offices |
| Infinity Plus Two Pty Ltd. | 153 Park Street, South Melbourne Victoria, Australia | Offices |
| Infinite Interactive Pty Ltd. | 153 Park Street, South Melbourne Victoria, Australia | Offices |
| 505 Mobile S.r.l. | Via Tortona 37, Milan | Offices |
| 505 Mobile (US) Inc. | 5145 Douglas Fir Road, Calabasas, California, U.S.A. | Offices |
| Rasplata B.V. (1) | Churchill-laan 131 2, Amsterdam, Netherlands | Offices |
| Seekhana Ltd. (1) | 4 Linford Forum, Rockingham Drive, Milton Keynes, U.K. | Offices |
| Supernova Games Studios S.r.l. | Via Tortona 37, Milan | Offices |
(1) 60% consolidated.
(2) 75% consolidated.
(3) In dissolution.
Rasplata B.V., Seekhana Ltd. and Ingame Studios a.s. (60%), as well as Chrysalide Jeux et Divertissement Inc. (75%), have been consolidated line-by-line with a separate recognition of the non-controlling interests.
A Spanish joint venture was set up last fiscal year together with the development studio MercurySteam Entertainment S.L. - MSE & DB S.L.. Artractive S.A., a company in which the Group holds a 40% stake, was incorporated under the Polish law during the period. Artactive S.A. is currently developing a new video game on behalf of 505 Games S.p.A.. Both companies are consolidated with the net equity method.
The dissolutions of 133 W Broadway Inc. and Game Service S.r.l. were completed during the period, and the dissolution process of Hawken Entertainment Inc. is still ongoing.
The video games market represents one of the most important segments of the entertainment industry. Movies, books and magazines, video games and toys are part of the industry and share the same characteristics, brands, features and intellectual properties.
The market is constantly evolving and growing, driven by the continuous technological upgrades. Gaming is no longer limited to personal computers and traditional consoles (Sony, Microsoft and Nintendo), but has expanded to mobile phones and tablet devices. High-speed connectivity, fiber optic networks and smart phones have made video games increasingly diversified, sophisticated and interactive and have expanded the gaming population to adults and women. Streaming gaming is also becoming increasingly popular.
The video games market follows the continuous technological evolution of consoles. At the launch of a new console, as it happened in the reporting period, the prices of the hardware and the related video games are high and relatively low quantities are sold. Across their lifecycle, console and video game prices gradually decline, while the volumes and the video games quality increase.
Video games are sold through digital marketplaces, however highly popular and high-quality video games are also distributed through the traditional sales channel. In this case, the value chain is as follows:
The COVID-19 pandemic further accelerated the decline of the video games retail distribution being replaced by digital distribution.
Developers are the creators and programmers of a video game, usually based on an original idea, a successful brand, a movie, sports simulations etc.. It is becoming very common for a highly popular video game to be turned into a movie, TV series etc..
Even if developers sometimes retain the intellectual property, they often assign the rights to an international video game publisher for a contractually defined period of time. Therefore, publishers are key in the value chain: they are essential to the completion of the video game, in building and fostering the video game community and its international distribution through their direct or indirect commercial networks.
The developer can directly publish and market the video game. In such a scenario, the financial and operational risks for the developer increase significantly.
The publisher is responsible for the launch of the video game, defines the global commercial policy, and assumes all the risks related. Publishers usually finance the video game development process and often acquire the video game intellectual property on a permanent basis.
The console manufacturer designs and manufactures the hardware through which the video game is played. Sony produces the Sony PlayStation, Microsoft the Microsoft Xbox and Nintendo the Nintendo Switch. In case of physical distribution, the console manufacturer reproduces the physical disk on behalf of the publishers. The console manufacturer also operates as a video game publisher.
The role of the distributor is losing importance as a result of the digital transition. In the future, retail distribution will be concentrated on a limited number of specialized operators.
Retailers may be international retail chains specialized in the sale of video games, independent shops or web sites that sell directly to the public.
Console manufacturers have created marketplaces where video games can be directly purchased in a digital format without involving a distributor or retailer. In this case, as for smartphone and tablet video games, the value chain involves a lower number of players, as illustrated below:
The main marketplaces on which console video games are sold are Sony's PlayStation Store, Microsoft's Xbox Live and Nintendo's eShop. Steam is the global leader in the digital distribution of video games for personal computers. The US company Epic launched Epic Games Store, a new marketplace for PC games.
The digitalization of the market has led both Microsoft (with Microsoft Xbox Game Pass) and Sony (with Sony PlayStation Now) to create digital platforms on which players can access the full library of video games by paying a subscription fee. Revenues are recognized to publishers based on the utilization of their video games. More recently, Amazon has set up a similar platform, Luna, while Apple has launched Apple Arcade, a platform dedicated to mobile video games.
Digital distribution has extended the lifecycle of a single video game. The availability of a video game is no longer limited to its launch period as happened in the retail channel. The product remains available on the different marketplaces for a longer period, generating a continuous flow of sales significantly influenced by promotional campaigns. A video game life cycle can also be extended through the release of additional episodes and functions (the so-called DLC, or Downloadable Contents).
Free to Play video games are available to the public in digital format only. The marketplaces used are the App Store for iPhone and iPad, the PlayStore for Android for Western markets and a large number of different marketplaces for Far Eastern markets. Some Free to Play video games are also available on Sony PlayStation Store, Microsoft's Xbox Live, Steam and Epic Store.
Since different fiscal years, the Group continuously utilizes some performance ratios to simplify the comprehension of the consolidated profit and loss statement and balance sheet.
The following ratios are directly reported in the profit and loss statement:
The balance sheet ratio net financial position is detailed in section 7 of the Notes.
The definitions of the ratios used by the Group, as they are not defined by any accounting standard, may not be homogeneous with those adopted by other companies and therefore comparable with them. A reconciliation between the Directors Report and the profit and loss statement is not needed, because they are used on a consistent base.
Market seasonality is influenced by the launch of highly anticipated and popular products. The launch of a successful video game in a certain period may create significant revenue increases between quarters. In fact, the sale of these products is concentrated in the first few days from the release.
The publishing of video games on digital marketplaces has partially reduced the volatility of the publisher's results between quarters. Digital distribution revenues are recognized when the consumer purchases a video game from the marketplace. This occurs gradually and it is not concentrated in the days immediately after the launch, differently from the traditional retail distribution whose revenues are recognized upon the shipment of the product to the distributor/retailer, regardless of when the final sale to end consumer effectively occurs.
Digital promotional campaigns are effective and concentrate revenue during these periods. Publishers tend to plan their promotional campaigns when the consumer spending is higher i.e., the Christmas season for European markets or Black Friday for the American market.
Free to Play video games revenues are less influenced by seasonality than Premium video games. Free to Play video games show constant revenue growth over time with some exception for the most anticipated titles. Unlike Premium video games, Free to Play promotions are more weekly-based and therefore, do not create volatility across quarters.
The financial position is closely related to the revenue trend. The physical distribution of a product in a quarter increases net working capital investment. This is temporarily reflected by the level of net cash/debt until the time as the related sales revenue will be collected. The significant reduction in physical distribution revenues as a percentage of total consolidated revenues resulted in lower volatility of the financial position.
The most significant events during the period were as follows:
During the reporting period, no particular changes in the relations with the Swedish company Starbreeze occurred.
In recent years, Digital Bros Group and Starbreeze AB Group have entered multiple different transactions, summarized below:
• since November 2018, Digital Bros S.p.A. has acquired 6,369,061 Starbreeze AB A shares, as traded on Nasdaq Stockholm, at an average price of SEK 1.79 per share.
The OVERKILL's The Walking Dead unsuccess created financial problems to Starbreeze AB, enforcing the company and five subsidiaries to demand the Swedish District Court for admission to a restructuring plan. The Swedish Court approved the restructuring request which was later extended several times until December 3rd, 2019. On December 6th, 2019, Starbreeze AB successfully completed the corporate restructuring process, proposing a payment plan to its creditors.
In January and February 2020, the Group carried out the following transactions:
The total consideration was paid as follows: Euro 9.2 million on the closing date of the transaction and Euro 10 million on February 23rd, 2021.
In order to keep its interest in the share capital and its voting rights, on June 23rd, 2020, the Group signed a binding agreement for the pro-quota subscription of the share issue to be approved by a future General Meeting of Starbreeze AB. This share issue was finalized in September 2020.
As of June 30th , 2022, also as a result of other purchases, the Group holds 61,758,625 Starbreeze AB A shares and 24,890,329 Starbreeze AB B shares representing 11.96% of share capital and 28.92% of voting rights.
Despite the on-going contractual relations and the equity interest held in the Swedish company, the Group does not believe to have any influence over Starbreeze AB. Accordingly, it decided to keep the classification of the investment under other investments as in the previous reporting periods. Digital Bros S.p.A. will reclassify the investment in its financial statement, should the circumstances evolve as a result of substantial changes in the relations between the two groups.
The Group adopted remote working arrangements, following the outbreak of the COVID-19 pandemic and the Italian Ministerial guidelines issued from March 2020, later modified several times, in order to guarantee the health and safety of its employees and collaborators. The majority of its employees and collaborators in Italy and abroad may efficiently work from home. Since November, a partial return to the office, limited to certain offices, started. From an operational perspective, the remote working arrangements did not have a significant impact on the main areas of operations of the Group.
The most significant effects of the pandemic on the video games market may be summarized as follows:
In terms of video game development, carried out by teams all around the world, the remote working arrangements created production delays. These delays were more evident on large development teams and products close to launch when teams are normally required to cooperate to a greater extent.
The digitalization of the market was further accelerated because consumers were unable to access retail stores and the Group's revenues were largely generated on digital marketplaces which enabled a significant increase in the operating margins as an effect of significant savings in terms of manufacturing and logistics costs.
| Euro thousand | June 30th, 2022 | June 30th | , 2021 | Change | |||
|---|---|---|---|---|---|---|---|
| 1 | Gross revenue | 132,238 | 100.0% | 150,703 | 101.0% | (18,465) | -12.3% |
| 2 | Revenue adjustments | 0 | 0.0% | (1,523) | -1.0% | 1,523 | n.m. |
| 3 | Net revenue | 132,238 | 100.0% | 149,180 | 100.0% | (16,942) | -11.4% |
| 4 | Purchase of products for resale | (4,607) | -3.5% | (5,598) | -3.8% | 991 | -17.7% |
| 5 | Purchase of services for resale | (6,733) | -5.1% | (10,528) | -7.1% | 3,795 | -36.1% |
| 6 | Royalties | (32,586) | -24.6% | (41,322) | -27.7% | 8,736 | -21.1% |
| 7 | Changes in inventories of finished products | (1,535) | -1.2% | (2,281) | -1.5% | 746 | -32.7% |
| 8 | Total cost of sales | (45,461) | -34.4% | (59,729) | -40.0% | 14,268 | -23.9% |
| 9 | Gross profit (3+8) | 86,777 | 65.6% | 89,451 | 60.0% | (2,674) | -3.0% |
| 10 | Other income | 11,584 | 8.8% | 4,060 | 2.7% | 7,524 | n.m. |
| 11 | Costs for services | (8,562) | -6.5% | (9,617) | -6.4% | 1,055 | -11.0% |
| 12 | Rent and leasing | (497) | -0.4% | (311) | -0.2% | (185) | 59.6% |
| 13 | Payroll costs | (33,867) | -25.6% | (24,617) | -16.5% | (9,250) | 37.6% |
| 14 | Other operating costs | (1,307) | -1.0% | (1,170) | -0.8% | (137) | 11.7% |
| 15 | Total operating costs | (44,233) | -33.4% | (35,715) | -23.9% | (8,519) | 23.9% |
| 16 | Gross operating margin (EBITDA) | 54,128 | 40.9% | 57,796 | 38.7% | (3,668) | -6.3% |
| (9+10+15) | |||||||
| 17 | Depreciation and amortization | (19,030) | -14.4% | (24,600) | -16.5% | 5,570 | -22.6% |
| 18 | Provisions | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 19 | Asset impairment charge | (1,708) | -1.3% | (2,647) | -1.8% | 939 | -35.5% |
| 20 | Impairment reversal | 2,570 | 1.9% | 0 | 0.0% | 2,570 | n.m. |
| Total depreciation, amortization and | |||||||
| 21 | impairment adjustments | (18,168) | -13.7% | (27,247) | -18.3% | 9,067 | -33.3% |
| 22 | Operating margin (EBIT) (16+21) | 35,960 | 27.2% | 30,549 | 20.5% | 5,411 | 17.7% |
| 23 | Interest and financial income | 8,349 | 6.3% | 7,666 | 5.1% | 683 | 8.9% |
| 24 | Interest and financial expenses | (4,148) | -3.1% | (3,401) | -2.3% | (747) | 22.0% |
| 25 | Net interest income/(expenses) | 4,201 | 3.2% | 4,265 | 2.9% | (64) | -1.5% |
| 26 | Profit/ (loss) before tax (22+25) | 40,161 | 30.4% | 34,814 | 23.3% | 5,347 | 15.4% |
| 27 | Current tax | (10,929) | -8.3% | (11,910) | -8.0% | 981 | -8.2% |
| 28 | Deferred tax | (576) | -0.4% | 9,032 | 6.1% | (9,608) | n.m. |
| 29 | Total taxes | (11,505) | -8.7% | (2,878) | -1.9% | (8,627) | n.m. |
| 30 | Net profit/loss (26+29) | 28,656 | 21.7% | 31,936 | 21.4% | (3,280) | -10.3% |
| attributable to the shareholders of the Parent Company |
28,546 | 21.6% | 32,025 | 21.5% | (3,479) | -10.9% | |
| attributable to non-controlling interests | 110 | 0.1% | (89) | -0.1% | 199 | n.m. | |
| Earnings per share: | |||||||
| 33 | Basic earnings per share (in Euro) | 2.00 | 2.25 | (0.25) | -11.1% | ||
| 34 | Diluted earnings per share (in Euro) | 1.97 | 2.21 | (0.24) | -10.9% |
Revenues for the fiscal year were almost exclusively made up of back catalogue products. The bestselling video game was the evergreen Assetto Corsa, intellectual property owned by the Group, which exceeded Euro 21 million revenue. On March 28th, 2022, the most recent version of the video game Death Stranding came to market, significantly contributing to the revenue of the fourth quarter.
Total gross revenue amounted to Euro 132,238 thousand, a decrease of 12.3% compared to the previous fiscal year, when the bestselling video game Death Stranding and the Steam version of the video game Control were initially launched.
Revenues from international markets were 96% of the total revenues in the period and digital revenues in the period were 88% of the total.
A breakdown by operating segment for the period ended June 30th , 2022 compared to the period ended June 30th, 2021 is provided below:
| Euro thousand | Gross revenue | Net revenue | ||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Change | 2022 | 2021 | Change | |||
| Premium Games | 120,308 | 134,648 | (14,340) | -10.7% | 120,308 | 133,406 | (13,098) | -9.8% |
| Free to Play | 7,132 | 10,679 | (3,547) | -33.2% | 7,132 | 10,679 | (3,547) | -33.2% |
| Italian Distribution | 4,043 | 4,774 | (731) | -15.3% | 4,043 | 4,493 | (450) | -10.0% |
| Other Projects | 755 | 602 | 153 | 25.3% | 755 | 602 | 153 | 25.3% |
| Total gross revenues | 132,238 | 150,703 | (18,465) | -12.3% | 132,238 | 149,180 | (16,942) | -11.4% |
The Premium Games operating segment represented 91% of the gross revenue.
Video games developed by the internal studios and through intellectual properties fully owned by the Group accounted for 33% of the total revenue from 22% as of June 30th, 2021. 32% of revenue came from the coowned intellectual properties and long-term agreements (more than ten years), compared to 46% aa of June 30th , 2021. A breakdown of Premium Games revenue by the type of rights held by the Group as of June 30th , 2022 is provided below with comparative figures as of June 30th, 2021:
The Free to Play operating segment showed a 33.2% decrease from Euro 10,679 thousand as of June 30th , 2021 to Euro 7,132 thousand. Last fiscal year, a licensing agreement for the Chinese market rights of Gems of War resulted in Euro 1,895 thousand revenue.
The Italian Distribution operating sector revenue decreased by 15.3% (from Euro 4,774 thousand down to Euro 4,043 thousand), due to the continuous decline of retail distribution and accelerated by the effects of the COVID-19 pandemic.
Total cost of sales decreased by Euro 14,268 thousand (-23.9%), more than the revenue decrease and enabled only a small decrease in gross profit (-3%) from Euro 89,451 thousand to Euro 86,777 thousand, as the sale of back catalogue products generally has lower operating costs.
Other income amounted to Euro 11,584 thousand, increased by Euro 7,524 thousand due to higher video games productions. It mostly consisted of the capitalization of internal studios development of video games, that, during the reporting period, included:
Total operating costs amounted to Euro 44,233 thousand, increased by 23.9% compared to the previous fiscal year. Payroll costs grew by Euro 9,250 thousand following the acquisition and the incorporation of several new development studios that have significantly increased the number of people employed by the Group. Cost for services (mainly advertisement-related) decreased by Euro 1,055 thousand in sync with the revenue trend.
Gross operating margin (EBITDA) for the period has been Euro 54,128 thousand corresponding to 40.9% of the consolidated gross revenue, decreasing by Euro 3,668 thousand from the Euro 57,795 thousand realized in the previous fiscal year.
Amortization and depreciation decreased by Euro 5,570 thousand in line with the revenue trend.
Impairment reversals consisted almost exclusively of the adjustment of the debt of 505 Games Australia Pty. For the earn-out to be paid in connection with the acquisition of the Australian companies.
EBIT amounted to Euro 35,960 thousand significantly increasing by Euro 5,411 thousand compared to Euro 30,549 thousand as of June 30th, 2021. The higher margins generated by the sales of fully owned intellectual properties, together with the higher profit generated by the sales of back catalogue products enabled the 17.7% EBIT increase. The EBIT for the period was 27.2% of the consolidated gross revenue, compared to the 20.5% of last fiscal year.
Net interest income was positive for Euro 4,201 thousand, in line with Euro 4,265 thousand realized in the previous fiscal year.
Profit before tax for the period ended June 30th, 2022 amounted to Euro 40,161 thousand, an increase of Euro 5,347 thousand compared to profit before tax of Euro 34,814 thousand as of June 30th , 2021.
Net profit for the period amounted to Euro 28,656 thousand compared to Euro 31,936 thousand as of June 30th, 2021. The increase in the total tax is due to a Euro 9,608 thousand decrease in deferred tax. Last fiscal year, the Group benefitted from a tax benefit deriving from the valuation of the Assetto Corsa brand.
Net profit attributable to the Shareholders of the Parent Company was Euro 28,546 thousand.
Basic earnings per share and diluted earnings per share were respectively Euro 2.00 and Euro 1.97 compared to the Euro 2.25 and Euro 2.21 earnings per share as of June 30th , 2021.
The net profit attributable to non-controlling interests reflected the 40% held by the minority shareholders of the Dutch company Rasplata B.V., the 40% of the English company Seekhana Ltd., the 40% of the Czech Ingame Studios a.s. and the 25% of the Canadian company Chrysalide Jeux et Divertissement Inc. It amounted to positive Euro 110 thousand.
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | ||
|---|---|---|---|---|---|
| Non-current assets | |||||
| 1 | Property, plant and equipment | 10,353 | 8,198 | 2,155 | 26.3% |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 104,089 | 66,776 | 37,313 | 55.9% |
| 4 | Equity investments | 7,511 | 11,190 | (3,679) | -32.9% |
| 5 | Non-current receivables and other assets | 14,072 | 5,089 | 8,983 | n.m. |
| 6 | Deferred tax assets | 12,829 | 11,644 | 1,185 | 10.2% |
| 7 | Non-current financial activities | 18,257 | 18,840 | (583) | -3.1% |
| Total non-current assets | 167,111 | 121,737 | 45,374 | 37.3% | |
| Current assets | |||||
| 8 | Inventories | 4,173 | 5,708 | (1,535) | -26.9% |
| 9 | Trade receivables | 27,781 | 18,283 | 9,498 | 52.0% |
| 10 | Tax receivables | 2,926 | 1,500 | 1,426 | 95.1% |
| 11 | Other current assets | 13,030 | 19,279 | (6,249) | -32.4% |
| 12 | Cash and cash equivalents | 10,961 | 35,509 | (24,548) | -69.1% |
| 13 | Other current financial assets | 329 | 0 | 329 | 0.0% |
| Total current assets | 59,200 | 80,279 | (21,079) | -26.3% | |
| TOTAL ASSETS | 226,311 | 202,016 | 24,295 | 12.0% | |
| Shareholders' equity | |||||
| Share capital | (5,705) | (5,704) | (1) | 0.0% | |
| 14 | Reserves | (22,030) | (23,016) | 986 | -4.3% |
| 15 16 |
Treasury shares | 0 | 0 | 0 | 0.0% |
| 17 | Retained earnings | (108,160) | (82,181) | (25,979) | 31.6% |
| Equity attributable to the shareholders | |||||
| of the Parent Company | (135,895) | (110,901) | (24,994) | 22.5% | |
| Equity attributable to non-controlling | (1,423) | (890) | (533) | 59.9% | |
| interests | |||||
| Total net equity | (137,318) | (111,791) | (25,527) | 22.8% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | (761) | (719) | (42) | 5.8% |
| 19 | Non-current provisions | (81) | (81) | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | (1,954) | (5,415) | 3,461 | -63.9% |
| 21 | Non-current financial liabilities | (15,213) | (11,694) | (3,519) | 30.1% |
| Total non-current liabilities | (18,009) | (17,909) | (100) | 0.6% | |
| Current liabilities | |||||
| 22 | Trade payables | (52,125) | (47,193) | (4,932) | 10.5% |
| 23 | Tax payables | (3,575) | (10,782) | 7,207 | -66.8% |
| 24 | Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (4,657) | (9,932) | 5,275 | -53.1% |
| 26 | Current financial liabilities | (10,627) | (4,409) | (6,218) | n.m. |
| Total current liabilities | (70,984) | (72,316) | 1,332 | -1.8% | |
| TOTAL LIABILITIES | (88,993) | (90,225) | 1,232 | -1.4% | |
| TOTAL NET EQUITY AND LIABILITIES |
(226,311) | (202,016) | (24,295) | 12.0% |
Total non-current assets increased by Euro 45,374 thousand. Intangible assets increased by Euro 37,313 thousand, net of the depreciation for the period, due to the significant investment plan implemented by the Group in order to achieve its growth objectives.
Total current assets decreased by Euro 21,079 thousand mainly due to lower cash and cash equivalents for Euro 24,548 thousand and lower other current assets for Euro 6,249 thousand, partially offset by higher trade receivables for Euro 9,498 thousand.
Total non-current liabilities amounted to Euro 18,009 thousand, in line with last fiscal year. Total current liabilities decreased by Euro 1,332 thousand.
The following table details the Group's net financial position as of June 30th, 2022 together with comparative figures as of June 30th, 2021:
| Euro thousand | June 30th, 2022 | June 30th , 2021 |
Change | ||
|---|---|---|---|---|---|
| 12 | Cash and cash equivalents | 10,961 | 35,509 | (24,548) | -69.1% |
| 13 | Other current financial assets | 329 | 0 | 329 | n.m. |
| 26 | Current financial liabilities | (10,627) | (4,409) | (6,218) | n.m. |
| Current net financial position | 663 | 31,100 | (30,437) | n.m. | |
| 7 | Non-current financial assets | 18,257 | 18,840 | (583) | -3.1% |
| 21 | Non-current financial liabilities | (15,213) | (11,694) | (3,519) | 30.1% |
| Non-current net financial position | 3,044 | 7,146 | (4,102) | -57.4% | |
| Total net financial position | 3,707 | 38,246 | (34,539) | -90.3% |
The net financial position prepared in accordance with the Guidelines on disclosure requirements under the Prospectus Regulation issued by ESMA (European Securities and Markets Authority) on March 4 th , 2021 is disclosed in the Notes to the consolidated financial statements as of June 30th, 2022.
The net financial position amounted to Euro 3,707 thousand. As expected, it decreased from Euro 38,246 thousand as of June 30th, 2021, by Euro 34,539 thousand in sync with the significant investment plan implemented by the Group during the fiscal year. Net of the IFRS 16 effect, the net financial position amounted to positive Euro 9,727 thousand as of June 30th, 2022.
Key financial ratios are reported below:
| Profitability ratios: | June 30th, 2022 | June 30th , 2021 |
|---|---|---|
| ROE (Net profit / Net equity) | 21.1% | 28.9% |
| ROI (Operating margin / Total assets) | 15.9% | 15.1% |
| ROS (Operating margin / Gross profit) | 27.3% | 20.3% |
| Structure ratios: | June 30th , 2022 |
June 30th , 2021 |
|---|---|---|
| Net working capital ratio (Current assets / Total assets) | 26.2% | 39.7% |
| Current ratio (Current assets / Current liabilities) | 83.4% | 111.0% |
| Quick ratio (Cash and cash equivalents and Other current financial assets / Current liabilities) |
15.9% | 49.1% |
| Consolidated amounts in Euro thousand |
Premium Games | ||||||
|---|---|---|---|---|---|---|---|
| June 30th, 2022 | June 30th | , 2021 | Change | ||||
| 1 | Gross revenue | 120,308 | 100.0% | 134,648 | 100.9% | (14,340) | -10.6% |
| 2 | Revenue adjustments | 0 | 0.0% | (1,242) | -0.9% | 1,242 | -100.0% |
| 3 | Net revenue | 120,308 | 100.0% | 133,406 | 100.0% | (13,098) | -9.8% |
| 4 | Purchases of products for resale | (2,722) | -2.3% | (3,169) | -2.4% | 447 | -14.1% |
| 5 | Purchases of services for resale | (5,983) | -5.0% | (9,121) | -6.8% | 3,138 | -34.4% |
| 6 | Royalties | (32,410) | -26.9% | (41,127) | -30.8% | 8,717 | -21.2% |
| 7 | Changes in inventories of finished products |
(653) | -0.5% | (1,333) | -1.0% | 680 | -51.0% |
| 8 | Total cost of sales | (41,768) | -34.7% | (54,750) | -41.0% | 12,982 | -23.7% |
| 9 | Gross profit (3+8) | 78,540 | 65.3% | 78,656 | 59.0% | (116) | -0.1% |
| 10 | Other income | 7,998 | 6.6% | 1,439 | 1.1% | 6,559 | n.m. |
| 11 | Costs for services | (5,115) | -4.3% | (6,658) | -5.0% | 1,543 | -23.2% |
| 12 | Lease and rental costs | (221) | -0.2% | (99) | -0.1% | (122) | n.m. |
| 13 | Payroll costs | (19,258) | -16.0% | (13,091) | -9.8% | (6,167) | 47.1% |
| 14 | Other operating costs | (564) | -0.5% | (298) | -0.2% | (266) | 89.2% |
| 15 | Total operating costs | (25,158) | -20.9% | (20,146) | -15.1% | (5,012) | 24.9% |
| 16 | Gross operating margin (EBITDA) (9+10+15) |
61,380 | 51.0% | 59,949 | 44.9% | 1,431 | 2.4% |
| 17 | Depreciation and amortization | (15,842) | -13.2% | (22,552) | -16.9% | 6,710 | -29.8% |
| 18 | Allocations to provisions | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 19 | Asset impairment charge | (1,629) | -1.4% | (2,584) | -1.9% | 955 | -36.9% |
| 20 | Impairment reversal | 50 | 0.0% | 0 | 0.0% | 50 | n.m. |
| 21 | Total depreciation, amortization and impairment adjustments |
(17,421) | -14.5% | (25,136) | -18.8% | 7,715 | -30.7% |
| 22 | Operating margin (EBIT) (16+21) | 43,959 | 36.5% | 34,813 | 26.1% | 9,146 | 26.3% |
Revenues for the fiscal year were almost exclusively made up of back catalogue products. The bestselling video game was the evergreen Assetto Corsa, intellectual property owned by the Group, which exceeded Euro 21 million revenue. On March 28th, 2022, the most recent version of the video game Death Stranding came to market, significantly contributing to the revenue of the fourth quarter.
The Premium Games operating segment represented 91% of the gross revenue.
Video games developed by the internal studios and through intellectual properties fully owned by the Group accounted for 33% of the total revenue from 22% as of June 30th, 2021. 32% of revenue came from the coowned intellectual properties and long-term agreements (more than ten years), compared to 46% aa of June 30th, 2021. A breakdown of Premium Games revenue by the type of rights held by the Group as of June 30th , 2022 is provided below with comparative figures as of June 30th, 2021:
A breakdown of revenue by type is provided below:
| Euro thousand | June 30th, 2022 June 30th, 2021 |
Change | ||
|---|---|---|---|---|
| Retail distribution revenue | 7,077 | 10,028 | (2,951) | -29.4% |
| Digital distribution revenue | 109,379 | 121,560 | (12,181) | -10.0% |
| Sub-licensing revenue | 3,852 | 3,060 | 792 | 25.6% |
| Total Premium Games revenue | 120,308 | 134,648 | (14,340) | -10.6% |
Digital distribution revenue amounted to 88% of the operating segment gross revenue, in sync with last fiscal year.
Sub-licensing revenue reflected the sub-licensing of video game rights to publishers on markets where the Group does not operate directly, especially on the Far East markets.
Digital distribution revenue for the period ended June 30th, 2022 broken down by console type are as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | |
|---|---|---|---|---|
| Sony Playstation | 19,715 | 21,782 | (2,067) | -9.5% |
| Microsoft XboX | 37,255 | 12,930 | 24,325 | 188.1% |
| Nintendo Switch | 4,833 | 5,597 | (764) | -13.7% |
| Total digital revenue on console | 61,803 | 40,309 | 21,494 | 53.3% |
| Personal Computer | 41,447 | 74,373 | (32,926) | -44.3% |
| Mobile | 6,129 | 6,878 | (749) | -10.9% |
| Total digital revenue | 109,379 | 121,560 | -12,181 | -10.0% |
Microsoft XboX revenues increased significantly due to the investments Microsoft is making to promote its subscription services. During the fiscal year four Group's videogames were added to the Microsoft subscription programme.
Last fiscal year Personal Computer revenues increased significantly following the launch of the video game Death Stranding, on which the Group exclusively holds the rights to this platform, and of the Steam version of Control (console versions of the video game were launched during the 2019-2020 fiscal year).
Net revenue amounted to Euro 120,308 thousand in line with the gross revenue trend.
Total cost of sales decreased by Euro 12,982 thousand due to lower royalties for Euro 8,717 thousand and purchase of services for resale for Euro 3,138 thousand. Inventories of finished products decreased to negative Euro 653 thousand.
Gross profit amounted to Euro 78,540 thousand, unchanged compared to June 30th, 2021.
Other income amounted to Euro 7,998 thousand, increased by Euro 6,559 thousand due to higher video games productions. It mostly consisted of the capitalization of internal studios development of video games, that, during the reporting period, included:
Total operating costs amounted to Euro 25,158 thousand increasing by Euro 5,012 thousand compared to the previous fiscal year. Payroll costs grew by Euro 6,167 thousand following the most recently consolidated and incorporated studios that have significantly increased the operating segment's workforce. Cost for services (almost exclusively advertisement-related) decreased by Euro 1,543 thousand.
Gross operating margin (EBITDA) amounted to Euro 61,380 thousand, increasing by Euro 1,431 thousand compared to the previous period. EBITDA represented 51% of net revenue.
Depreciation and amortization decreased by Euro 6,710 thousand compared to June 30th , 2021 due to small number of products launched during the reporting period and in line with the revenue trend.
Total asset impairment change were Euro 1,629 thousand and related for Euro 1,099 thousand to video games for which it is expected that the value of the assets recorded will not be recoverable due to results below expectations, and for Euro 530 thousand to the withholding tax which has been considered losses.
Operating margin (EBIT) amounted to Euro 43,959 thousand, significantly increasing by Euro 9,146 thousand compared to Euro 34,813 thousand as of June 30th , 2021. The higher margins generated by the sales of fully owned intellectual properties, together with the higher profit generated by the sales of back catalogue products enabled the 26.3% EBIT increase. The EBIT for the period was 36.5% of the consolidated gross revenue, compared to the 26.1% of last fiscal year.
The assets and liabilities attributable to the Premium Games operating segment are as follows:
| Euro thousands | June 30th, 2022 | June 30th , 2021 |
Change | ||
|---|---|---|---|---|---|
| Non-current assets | |||||
| 1 | Property, plant and equipment | 3,848 | 1,402 | 2,446 | 174.5% |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 83,950 | 50,703 | 33,247 | 65.6% |
| 4 | Equity investments | 0 | 0 | 0 | 0.0% |
| 5 | Non-current receivables and other assets | 4,639 | 181 | 4,458 | n.m. |
| 6 | Deferred tax assets | 10,891 | 10,995 | (104) | -0.9% |
| 7 | Non-current financial activities | 0 | 0 | 0 | 0.0% |
| Total non-current assets | 103,328 | 63,281 | 40,047 | 63.3% | |
| Current assets | |||||
| 8 | Inventories | 1,280 | 1,934 | (654) | -33.8% |
| 9 | Trade receivables | 26,365 | 16,119 | 10,246 | 63.6% |
| 10 | Tax receivables | 659 | 214 | 445 | n.m. |
| 11 | Other current assets | 12,164 | 17,157 | (4,993) | -29.1% |
| 12 | Cash and cash equivalents | 8,705 | 33,670 | (24,965) | -74.1% |
| 13 | Other current financial assets | 301 | 0 | 301 | n.m. |
| Total current assets | 49,474 | 69,094 | (19,620) | -28.4% | |
| TOTAL ASSETS | 152,802 | 132,375 | 20,427 | 15.4% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | (392) | (311) | (81) | 26.2% |
| 19 | Non-current provisions | 0 | 0 | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | 0 | (242) | 242 | n.m. |
| 21 | Non-current financial liabilities | (10,074) | (4,130) | (5,944) | n.m. |
| Total non-current liabilities | (10,466) | (4,683) | (5,783) | n.m. | |
| Current liabilities | |||||
| 22 | Trade payables | (48,312) | (44,865) | (3,447) | 7.7% |
| 23 | Tax payables | (2,829) | (4,903) | 2,074 | -42.3% |
| 24 | Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (2,665) | (6,857) | 4,192 | -61.1% |
| 26 | Current financial liabilities | (7,607) | (883) | (6,724) | n.m. |
| Total current liabilities | (61,413) | (57,507) | (3,906) | 6.8% | |
| TOTAL LIABILITIES | (71,879) | (62,190) | (9,689) | 15.6% |
During the reporting period, the Group continued its investment strategy, reinvesting the largest part of the cash flow generated in new intellectual properties. As forecasted, cash and cash equivalents decreased by Euro 24,965 thousand.
Trade receivables increased by Euro 10,246 thousand due to the concentration of revenues in the last quarter of the fiscal year. Other current assets decreased by Euro 4,993 thousand as all advances paid for the most recently signed contracts are now classified among intangible assets, following the digitalization of the video games market that enabled a longer life cycle. Even if the advances are paid without the transfer of the intellectual property to the Group, they refer to long term rights and consequently they are now reported as intangible assets.
The increase in trade payables is related to higher royalties in line with the increase in revenues during the last quarter. Royalties are contractually paid in the quarter following the actual collection by the Group. A reduction in the net working capital is expected in the coming fiscal years. The investment plan implemented by the Group was financed with dedicated credit lines.
| Consolidated amounts in Euro thousand |
Free to Play | ||||||
|---|---|---|---|---|---|---|---|
| June 30th, 2022 | June 30th, 2021 | Change | |||||
| 1 | Gross revenue | 7,132 | 100.0% | 10,679 | 100.0% | (3,547) | -33.2% |
| 2 | Revenue adjustments | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 3 | Net revenue | 7,132 | 100.0% | 10,679 | 100.0% | (3,547) | -33.2% |
| 4 | Purchases of products for resale | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 5 | Purchases of services for resale | (750) | -10.5% | (1,404) | -13.1% | 654 | -46.6% |
| 6 | Royalties | (176) | -2.5% | (192) | -1.8% | 16 | -8.4% |
| 7 | Changes in inventories of finished products |
0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 8 | Total cost of sales | (926) | -13.0% | (1,596) | -14.9% | 670 | -41.9% |
| 9 | Gross profit (3+8) | 6,206 | 87.0% | 9,083 | 85.1% | (2,877) | -31.7% |
| 10 | Other income | 3,569 | 50.0% | 2,582 | 24.2% | 987 | 38.2% |
| 11 | Costs for services | (967) | -13.6% | (406) | -3.8% | (561) | n.m. |
| 12 | Lease and rental costs | (96) | -1.3% | (53) | -0.5% | (43) | 80.9% |
| 13 | Payroll costs | (7,654) | -107.3% | (5,360) | -50.2% | (2,294) | 42.8% |
| 14 | Other operating costs | (181) | -2.5% | (123) | -1.2% | (58) | 47.1% |
| 15 | Total operating costs | (8,898) | -124.8% | (5,942) | -55.6% | (2,956) | 49.7% |
| Gross operating margin | 877 | 12.3% | 5,723 | 53.6% | (4,846) | -84.7% | |
| 16 | (EBITDA) (9+10+15) | ||||||
| 17 | Depreciation and amortization | (1,951) | -27.4% | (957) | -9.0% | (994) | n.m. |
| 18 | Allocations to provisions | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 19 | Asset impairment charge | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 20 | Impairment reversal | 2,367 | 33.2% | 0 | 0.0% | 2,367 | 0.0% |
| 21 | Total depreciation, amortization and impairment adjustments |
416 | 5.8% | (957) | -9.0% | 1,373 | n.m. |
| 22 | Operating margin (EBIT) (16+21) | 1,293 | 18.1% | 4,766 | 44.6% | (3,473) | -72.9% |
The Free to Play operating segment revenues showed a 33.2% decrease from Euro 10,679 thousand as of June 30th, 2021 to Euro 7,132 thousand. Last fiscal year, a licensing agreement for the Chinese market rights of Gems of War resulted in Euro 1,895 thousand revenue.
A breakdown of gross revenue by video game in the Free to Play segment is reported in the following table:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | |
|---|---|---|---|---|
| Gems of War | 5,668 | 8,761 | (3,093) | -35.3% |
| Battle Islands | 818 | 969 | (151) | -15.6% |
| Puzzle Quest 3 | 300 | 0 | 300 | n.m. |
| Other products | 346 | 949 | (603) | -63.5% |
| Free to Play total revenue | 7,132 | 10,679 | (3,547) | -33.2% |
Gems of War realized Euro 5,668 thousand revenue. This game became part of the Group's intellectual properties portfolio as a result of the acquisition of the Australian studio Infinity Plus Two in January 2021.
The mobile and personal computer versions of Puzzle Quest 3 were launched in March, while the consoles version is scheduled to arrive to the market during the next fiscal year, generating significant revenues expectations.
Purchases of services for resale decreased by Euro 654 thousand because the live support services performed by the Australian subsidiary Infinity Plus Two Pty Ltd. were accounted as payroll costs after the consolidation. Details are provided below:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Live support | 0 | 832 | (832) |
| Quality assurance | 67 | 42 | 25 |
| Hosting | 478 | 363 | 115 |
| Other | 205 | 167 | 38 |
| Total purchase of services for resale | 750 | 1.404 | (654) |
Other income amounted to Euro 3,569 thousand increasing by Euro 987 thousand compared to June 30th , 2021 due to an increased number of video games developed by the Group's internal studios, notably the future version of Hawken developed by the subsidiary DR Studios Ltd. and Puzzle Quest 3 by the subsidiary Infinity Plus Two Pty Ltd..
Total operating costs amounted to Euro 8,898 thousand, increasing by Euro 2,956 thousand compared to the previous fiscal year. Payroll costs grew by Euro 2,294 thousand following the acquisition of the Australian companies that have significantly increased the operating segment's workforce. Cost for services also increased by Euro 561 thousand due to the preliminary marketing activities for the release of Puzzle Quest 3.
Gross operating margin (EBITDA) amounted to Euro 877 thousand,12.3% of net revenue, decreasing by Euro 4,846 thousand compared to Euro 5,723 thousand as of June 30th, 2021.
Depreciation and amortization amounted to Euro 1,951 thousand and included the amortization of the goodwill between the purchase price of the Australian companies and the net equity for Euro 1,785 thousand.
Impairment reversals consisted almost exclusively of the adjustment of the debt of 505 Games Australia Pty. For the earn-out to be paid following the acquisition of the Australian companies.
Operating margin (EBIT) amounted to positive Euro 1,293 thousand compared to Euro 4,766 thousand as of June 30th, 2021.
The assets and liabilities attributable to the Free to Play operating segment are as follows:
| Euro thousands | June 30th, 2022 | June 30th, 2021 | Change | ||
|---|---|---|---|---|---|
| Non-current assets | |||||
| 1 | Property, plant and equipment | 491 | 106 | 385 | n.m. |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 18,885 | 14,803 | 4,082 | 27.6% |
| 4 | Equity investments | 0 | 0 | 0 | 0.0% |
| 5 | Non-current receivables and other assets | 30 | 11 | 19 | n.m. |
| 6 | Deferred tax assets | 875 | 3 | 872 | n.m. |
| 7 | Non-current financial activities | 0 | 0 | 0 | 0.0% |
| Total non-current assets | 20,281 | 14,923 | 5,358 | 35.9% | |
| Current assets | |||||
| 8 | Inventories | 0 | 0 | 0 | 0.0% |
| 9 | Trade receivables | 833 | 1,236 | (403) | -32.6% |
| 10 | Tax receivables | 1,470 | 154 | 1,316 | n.m. |
| 11 | Other current assets | 203 | 1,116 | (913) | -81.8% |
| 12 | Cash and cash equivalents | 1,693 | 466 | 1,227 | n.m. |
| 13 | Other current financial assets | 0 | 0 | 0 | 0.0% |
| Total current assets | 4,199 | 2,972 | 1,227 | 41.3% | |
| TOTAL ASSETS | 24,480 | 17,895 | 6,585 | 36.8% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | 0 | 0 | 0 | 0.0% |
| 19 | Non-current provisions | 0 | 0 | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | (1,954) | (4,651) | 2,697 | -58.0% |
| 21 | Non-current financial liabilities | (323) | (13) | (310) | 0.0% |
| Total non-current liabilities | (2,277) | (4,664) | 2,387 | -51.2% | |
| Current liabilities | |||||
| 22 | Trade payables | (1,597) | (564) | (1,033) | n.m. |
| 23 | Tax payables | (434) | (443) | 9 | -2.1% |
| 24 | Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (534) | (1,966) | 1,432 | -72.8% |
| 26 | Current financial liabilities | (134) | (54) | (80) | n.m. |
| Total current liabilities | (2,699) | (3,027) | 329 | -10.9% | |
| TOTAL LIABILITIES | (4,976) | (7,691) | 2,715 | -35.3% |
Non-current assets increased by Euro 5,358 thousand due to higher intangible assets for Euro 4,082 thousand. The increase in intangible assets stems from the capitalization of the internal costs that the Group is incurring in for the development of the Free to Play video games Hawken and Puzzle Quest 3. The mobile and PC version of Puzzle Quest 3 were launched during the reporting period, whereas the console and PC upgraded version will arrive to the market in the next fiscal year.
The decrease in both other non-current payables and liabilities and other current liabilities is due to payment of the first installment of the earn-out contractually due, as well as the adjustment of the debt for future installments.
| Consolidated amounts in Euro thousand |
Italian Distribution | ||||||
|---|---|---|---|---|---|---|---|
| June 30th, 2022 June 30th, 2021 |
Change | ||||||
| 1 | Gross revenue | 4,043 | 100.0% | 4,774 | 106.3% | (731) | -15.3% |
| 2 | Revenue adjustments | 0 | 0.0% | (281) | -6.3% | 281 | n.m. |
| 3 | Net revenue | 4,043 | 100.0% | 4,493 | 100.0% | (450) | -10.0% |
| 4 | Purchases of products for resale | (1,885) | -46.6% | (2,429) | -54.1% | 544 | -22.4% |
| 5 | Purchases of services for resale | 0 | 0.0% | 0 | 0.0% | 0 | n.m. |
| 6 | Royalties | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 7 | Changes in inventories of finished products |
(882) | -21.8% | (948) | -21.1% | 66 | -7.0% |
| 8 | Total cost of sales | (2,767) | -68.4% | (3,377) | -75.2% | 610 | -18.1% |
| 9 | Gross profit (3+8) | 1,276 | 31.6% | 1,116 | 24.8% | 160 | 14.4% |
| 10 | Other income | 0 | 0.0% | 0 | 0.0% | 0 | n.m. |
| 11 | Costs for services | (608) | -15.0% | (695) | -15.5% | 87 | -12.6% |
| 12 | Lease and rental costs | (18) | -0.4% | (28) | -0.6% | 10 | -35.0% |
| 13 | Payroll costs | (1,056) | -26.1% | (1,225) | -27.3% | 169 | -13.8% |
| 14 | Other operating costs | (92) | -2.3% | (162) | -3.6% | 70 | -43.0% |
| 15 | Total operating costs | (1,774) | -43.9% | (2,110) | -47.0% | 336 | -15.9% |
| 16 | Gross operating margin (EBITDA) (9+10+15) |
(498) | -12.3% | (994) | -22.1% | 496 | -49.9% |
| 17 | Depreciation and amortization | (143) | -3.5% | (160) | -3.6% | 17 | -10.5% |
| 18 | Allocations to provisions | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 19 | Asset impairment charge | (65) | -1.6% | 0 | 0.0% | (65) | 0.0% |
| 20 | Impairment reversal | 122 | 3.0% | 0 | 0.0% | 122 | 0.0% |
| 21 | Total depreciation, amortization and impairment adjustments |
(86) | -2.1% | (160) | -3.6% | 74 | -46.3% |
| 22 | Operating margin (EBIT) (16+21) |
(584) | -14.4% | (1,154) | -25.7% | 570 | -49.4% |
The Italian Distribution operating sector revenue decreased by 15.3%, from Euro 4,774 thousand down to Euro 4,043 thousand, due to the continuous decline of retail distribution, and accelerated by the effects of the COVID-19 pandemic.
Gross revenue by type are as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | |
|---|---|---|---|---|
| Distribution of video games for consoles | 1,338 | 2,164 | (826) | -38.2% |
| Distribution of trading cards | 2,543 | 2,551 | (8) | -0.3% |
| Distribution of other products and services | 162 | 59 | 103 | n.m. |
| Italian Distribution total gross revenue | 4,043 | 4,774 | (731) | -15.3% |
The distribution of video games for consoles decreased by 38.2% while the distribution of trading cards is in line with the previous fiscal year. The distribution of trading cards appears not particularly affected by digitalization, as it is a physical product by nature, rather they are mainly impacted by changes in consumer taste.
Total cost of sales amounted to Euro 2,767 thousand, down by Euro 610 thousand compared to June 30th , 2021 due to the decrease in purchase of products for resale and inventories in line with the decrease in the overall sales of the operating sector.
Total operating costs amounted to Euro 1,774 thousand, a 15.9% decrease compared to Euro 2,110 thousand registered as of June 30th, 2022. As a result, the gross operating margin (EBITDA) was negative for Euro 498 thousand (negative Euro 944 thousand as of June 30th , 2021). The operating margin (EBIT) was negative for Euro 584 thousand compared to negative Euro 1,154 thousand as of June 30th, 2021.
The assets and liabilities attributable to the Italian Distribution operating segment are as follows:
| Euro thousands | June 30th, 2022 | June 30th, 2021 | Change | ||
|---|---|---|---|---|---|
| Non-current assets | |||||
| 1 | Property, plant and equipment | 2,177 | 2,244 | (67) | -3.0% |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 0 | 0 | 0 | 0.0% |
| 4 | Equity investments | 0 | 0 | 0 | 0.0% |
| 5 | Non-current receivables and other assets | 6 | 6 | 0 | 0.0% |
| 6 | Deferred tax assets | 214 | 640 | (426) | -66.5% |
| 7 | Non-current financial activities | 0 | 0 | 0 | 0.0% |
| Total non-current assets | 2,398 | 2,890 | (493) | -17.1% | |
| Current assets | |||||
| 8 | Inventories | 2,893 | 3,774 | (881) | -23.3% |
| 9 | Trade receivables | 577 | 928 | (351) | -37.8% |
| 10 | Tax receivables | 338 | 1,121 | (783) | -69.9% |
| 11 | Other current assets | 212 | 199 | 13 | 6.7% |
| 12 | Cash and cash equivalents | 388 | 1,040 | (652) | -62.7% |
| 13 | Other current financial assets | 0 | 0 | 0 | 0.0% |
| Total current assets | 4,408 | 7,062 | (2,654) | -37.6% | |
| TOTAL ASSETS | 6,806 | 9,952 | (3,147) | -31.6% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | (346) | (391) | 45 | -11.4% |
| 19 | Non-current provisions | (81) | (81) | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | 0 | 0 | 0 | 0.0% |
| 21 | Non-current financial liabilities | 0 | 0 | 0 | 0.0% |
| Total non-current liabilities | (427) | (472) | 45 | -9.4% | |
| Current liabilities | |||||
| 22 | Trade payables | (271) | (432) | 161 | -37.3% |
| 23 | Tax payables | (139) | (335) | 196 | -58.4% |
| 24 | Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (741) | (950) | 209 | -22.0% |
| 26 | Current financial liabilities | (12) | (8) | (4) | 51.4% |
| Total current liabilities | (1,163) | (1,725) | 562 | -32.6% | |
| TOTAL LIABILITIES | (1,590) | (2,197) | 607 | -27.6% |
The decrease in inventories is continuous, as shown in the previous fiscal years. As of June 30th, 2022, inventories decreased to Euro 2,893 thousand compared to Euro 3,774 thousand as of June 30th, 2021. The 37.8% decrease in trade receivables allowed for a slight improvement in cash and cash equivalents.
| Consolidated amounts in Euro thousand |
Other Activities | ||||||
|---|---|---|---|---|---|---|---|
| June 30th, 2022 | June 30th, 2021 | Change | |||||
| 1 | Gross revenue | 755 | 100.0% | 602 | 100.0% | 153 | 25.3% |
| 2 | Revenue adjustments | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 3 | Net revenue | 755 | 100.0% | 602 | 100.0% | 153 | 25.3% |
| 4 | Purchases of products for resale | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 5 | Purchases of services for resale | 0 | 0.0% | (3) | -0.4% | 3 | n.m. |
| 6 | Royalties | 0 | 0.0% | (3) | -0.5% | 3 | n.m. |
| 7 | Changes in inventories of finished products |
0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 8 | Total cost of sales | 0 | 0.0% | (6) | -1.0% | 6 | -100.0% |
| 9 | Gross profit (3+8) | 755 | 100.0% | 596 | 98.8% | 159 | 26.8% |
| 10 | Other income | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 11 | Costs for services | (358) | -47.4% | (184) | -30.6% | (174) | 94.2% |
| 12 | Lease and rental costs | (3) | -0.4% | (1) | -0.2% | (2) | -66.6% |
| 13 | Payroll costs | (591) | -78.2% | (351) | -58.2% | (240) | 68.5% |
| 14 | Other operating costs | (38) | -5.1% | (35) | -5.9% | (3) | 8.7% |
| 15 | Total operating costs | (990) | -131.1% | (571) | -94.8% | (419) | 73.3% |
| Gross operating margin (EBITDA) | (235) | -31.1% | 25 | 4.1% | (260) | n.m. | |
| 16 | (9+10+15) | ||||||
| 17 | Depreciation and amortization | (206) | -27.3% | (73) | -12.2% | (133) | n.m. |
| 18 | Allocations to provisions | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| Asset impairment charge | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% | |
| 19 | Impairment reversal | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 20 | Total depreciation, amortization | ||||||
| 21 | and impairment adjustments | (206) | -27.3% | (73) | -12.2% | (133) | n.m. |
| 22 | Operating margin (EBIT) (16+21) | (441) | -58.4% | (48) | -7.9% | (393) | n.m. |
Other Activities revenues increased by Euro 153 thousand from Euro 602 thousand as of June 30th, 2021 to Euro 755 thousand following the introduction of new training by the subsidiary Digital Bros Game Academy S.r.l.. This entailed considerable advertising investments and greater use of teachers, resulting in an increase in costs for services for Euro 174 thousand and payroll costs for Euro 240 thousand. As a result, operating costs increased by Euro 419 thousand, from Euro 571 thousand as of June 30th, 2021 to Euro 990 thousand as of June 30th , 2022.
Total depreciation, amortization and impairment adjustments increased by Euro 133 thousand due to the amortization of the software developed by the subsidiary Seekhana Ltd. to support the new training courses.
The operating loss of Euro 441 thousand as of June 30th, 2022 increased compared to the negative EBIT of Euro 48 thousand registered at June 30th , 2021.
| Euro 48 thousand registered at June $30^{\circ}$ , $2021$ . | |
|---|---|
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | ||
|---|---|---|---|---|---|
| Non-current assets | |||||
| 1 | Property, plant and equipment | 57 | 56 | 1 | 1.0% |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 1.088 | 1.107 | (19) | -1.7% |
| 4 | Equity investments | 0 | 0 | 0 | 0.0% |
| 5 | Non-current receivables and other assets | 0 | 0 | 0 | 0.0% |
| 6 | Deferred tax assets | 0 | 1 | (1) | -100.0% |
| 7 | Non-current financial activities | 0 | 0 | 0 | 0.0% |
| Total non-current assets | 1.145 | 1.164 | (19) | -1.6% | |
| Current assets | |||||
| 8 | Inventories | 0 | 0 | 0 | 0.0% |
| 9 | Trade receivables | 6 | 0 | 6 | n.m. |
| 10 | Tax receivables | 5 | 3 | 2 | 62.7% |
| 11 | Other current assets | 22 | 367 | (345) | -94.1% |
| 12 | Cash and cash equivalents | 97 | 267 | (170) | -63.7% |
| 13 | Other current financial assets | 0 | 0 | 0 | 0.0% |
| Total current assets | 130 | 637 | (507) | -79.6% | |
| TOTAL ASSETS | 1.275 | 1.801 | (526) | -29.2% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | (23) | (17) | (6) | 36.2% |
| 19 | Non-current provisions | 0 | 0 | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | 0 | 0 | 0 | 0.0% |
| 21 | Non-current financial liabilities | 0 | 0 | 0 | 0.0% |
| Total non-current liabilities | (23) | (17) | (6) | 36.2% | |
| Current liabilities | |||||
| 22 | Trade payables | (206) | (223) | 18 | -8.1% |
| 23 | Tax payables | (12) | (12) | (2) | 14.2% |
| 24 | Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (128) | (147) | 19 | -13.0% |
| 26 | Current financial liabilities | 0 | 0 | 0 | 0.0% |
| Total current liabilities | (346) | (382) | 37 | -9.5% | |
| TOTAL LIABILITIES | (369) | (399) | 30 | -7.6% |
The assets and liabilities attributable to the Other Activities operating segment are as follows:
| Consolidated amounts in Euro thousand |
Holding | ||||||
|---|---|---|---|---|---|---|---|
| June 30th, 2022 | June 30th, 2021 | Change | |||||
| 1 | Gross revenue | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 2 | Revenue adjustments | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 3 | Net revenue | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 4 | Purchases of products for resale | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 5 | Purchases of services for resale | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 6 | Royalties | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 7 | Changes in inventories of finished products |
0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 8 | Total cost of sales | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 9 | Gross profit (3+8) | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 10 | Other income | 17 | 0.0% | 39 | 0.0% | (22) | -57.3% |
| 11 | Costs for services | (1,514) | 0.0% | (1,674) | 0.0% | 160 | -9.6% |
| 12 | Lease and rental costs | (159) | 0.0% | (130) | 0.0% | (29) | 22.2% |
| 13 | Payroll costs | (5,308) | 0.0% | (4,590) | 0.0% | (718) | 15.6% |
| 14 | Other operating costs | (432) | 0.0% | (552) | 0.0% | 120 | -21.7% |
| 15 | Total operating costs | (7,413) | 0.0% | (6,946) | 0.0% | (467) | 6.7% |
| Gross operating margin (EBITDA) | (7,396) | 0.0% | (6,907) | 0.0% | (489) | 7.1% | |
| 16 | (9+10+15) | ||||||
| 17 | Depreciation and amortization Allocations to provisions |
(888) 0 |
0.0% 0.0% |
(858) 0 |
0.0% 0.0% |
(30) 0 |
3.4% 0.0% |
| 18 | |||||||
| 19 | Asset impairment charge | (14) | 0.0% | (63) | 0.0% | 49 | -78.2% |
| 20 | Impairment reversal Total depreciation, amortization and |
31 | 0.0% | 0 | 0.0% | 31 | 0.0% |
| 21 | impairment adjustments | (871) | 0.0% | (921) | 0.0% | 49 | -5.4% |
| 22 | Operating margin (EBIT) (16+21) | (8,267) | 0.0% | (7,828) | 0.0% | (439) | 5.6% |
Total operating costs amounted to Euro 7,413 thousand, increasing by Euro 467 thousand compared to June 30th , 2021, due to higher payroll costs following the increase in the Group's coordination activities caused by the recent acquisitions.
The operating margin (EBIT) was negative for Euro 8,267 thousand compared to a negative Euro 7,828 thousand as of June 30th , 2021.
The assets and liabilities attributable to the operating segment are as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | ||
|---|---|---|---|---|---|
| Non-current assets | |||||
| 1 | Property, plant and equipment | 3,780 | 4,390 | (610) | -13.9% |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 166 | 163 | 3 | 2.0% |
| 4 | Equity investments | 7,511 | 11,190 | (3,679) | -32.9% |
| 5 | Non-current receivables and other assets | 9,397 | 4,891 | 4,506 | 92.1% |
| 6 | Deferred tax assets | 849 | 5 | 843 | 0.0% |
| 7 | Non-current financial activities | 18,257 | 18,840 | (583) | -3.1% |
| Total non-current assets | 39,959 | 39,479 | 481 | 1.2% | |
| Current assets | |||||
| 8 | Inventories | 0 | 0 | 0 | 0.0% |
| 9 | Trade receivables | 0 | 0 | 0 | 0.0% |
| 10 | Tax receivables | 454 | 8 | 446 | n.m. |
| 11 | Other current assets | 429 | 440 | (11) | -2.4% |
| 12 | Cash and cash equivalents | 78 | 66 | 12 | 17.8% |
| 13 | Other current financial assets | 28 | 0 | 28 | 0.0% |
| Total current assets | 989 | 514 | 475 | 92.5% | |
| TOTAL ASSETS | 40,949 | 39,993 | 956 | 2.4% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | 0 | 0 | 0 | 0.0% |
| 19 | Non-current provisions | 0 | 0 | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | 0 | (522) | 523 | n.m. |
| 21 | Non-current financial liabilities | (4,816) | (7,551) | 2,736 | -36.2% |
| Total non-current liabilities | (4,816) | (8,073) | 3,256 | -40.3% | |
| Current liabilities | |||||
| 22 | Trade payables | (1,739) | (1,109) | (629) | 56.7% |
| 23 | Tax payables | (161) | (5,089) | 4,928 | -96.8% |
| 24 | Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (589) | (12) | (577) | n.m. |
| 26 | Current financial liabilities | (2,874) | (3,464) | 589 | -17.0% |
| Total current liabilities | (5,363) | (9,674) | 4,312 | -44.6% | |
| TOTAL LIABILITIES | (10,179) | (17,747) | 7,568 | -42.6% |
Equity investments decreased by Euro 3,679 thousand due to the adjustment to the market value of the Starbreeze AB shares held at the end of the fiscal year, without there having been any movements during the period.
Non-current receivables and other assets increased by Euro 4,506 thousand due to the adjustment of the USD 20 million receivable from Starbreeze AB described in paragraph 8 of the Notes.
The tax receivables increase and the simultaneous decrease in current tax payables is the result of the national tax consolidation adopted by all Italian companies of the Group.
The decrease in current financial liabilities is mainly due to the payment, occurred on February 23rd, 2021, of the Euro 10 million debt to Smilegate Holdings relating to the portion of the purchase price of the assets previously held in Starbreeze AB by the Korean company.
All intercompany and related party transactions entered into by Group companies were conducted at arm's length.
Some intercompany transactions referred to the sale of video games by 505 Games S.p.A. to local distribution companies in Europe.
505 Games S.p.A. invoiced royalties to U.S. subsidiary 505 Games (US) Inc. about the products distributed on American markets.
505 Games Ltd. and 505 Games (US) Inc. charged 505 Games S.p.A. payroll costs and certain general expenses relating to employees involved in production and international marketing for the Premium Games operating segment.
505 Games Interactive Inc. charged 505 Games S.p.A. payroll costs and general costs relating to employees involved in product management for the Premium Games operating segment.
505 Mobile (US) Inc. charged 505 Mobile S.r.l. and 505 Games S.p.A. for personnel costs and general costs relating to employees involved in the production and marketing for the Free to Play operating segment.
Before the acquisition of DR Studios Ltd., there were already development and live support contracts in place for several video games with 505 Games S.p.A. and 505 Mobile S.r.l., which remained unchanged. New development contracts signed after the business acquisition were regulated by a framework agreement providing the recharge of the direct project costs incurred plus a markup.
Digital Bros China Ltd., Digital Bros Asia Pacific Ltd. and 505 Games Japan K.K. charged 505 Games S.p.A. costs relating to business development activities on Asian markets.
Before the acquisition of Kunos Simulazioni S.r.l., there was already a contract in place with 505 Games S.p.A. for the development of the Assetto Corsa video game which remained unchanged.
Before the acquisition of AvantGarden S.r.l., there was already a contract in place with 505 Games S.p.A. for the development of the Rebound video game which remained unchanged.
Before the acquisition of Infinity Plus Two Pty. Ltd., there was already a contract in place with 505 Games S.p.A. for the development of several video games which remained unchanged.
Before the acquisition of Ingame Studios a.s., there was already a contract in place with Rasplata B.V. for the development of a new video game which remained unchanged.
505 Games France, 505 Games Spain Slu and 505 Games GmbH charged 505 Games S.p.A. the local marketing costs.
Digital Bros S.p.A. recharged 505 Games S.p.A. direct costs and based on a percentage of the holding company's total cost, for the coordination of the acquisition of video games and for financial, legal, logistics and IT services.
Digital Bros S.p.A. recharged Digital Bros Game Academy S.r.l. the cost of administrative, financial, legal and IT services incurred on its behalf and for the rent of the property located in Via Labus, Milan, the subsidiary's operational headquarters.
Digital Bros S.p.A. recharged AvantGarden S.r.l. for the rent of the property located in Via Tortona, Milan, the subsidiary's operational headquarters.
505 Games S.p.A. recharged U.S. company 505 Games US for the cost of coordinating the acquisition of games and the cost of administrative, financial, legal and IT services.
Digital Bros S.p.A granted a loan to Rasplata B.V. with quarterly interests.
Other minor transactions regarding financial, legal and general services are usually carried out by Digital Bros S.p.A. on behalf of other Group companies. The parent company also operates a cash pooling service, using intercompany current accounts to which positive and negative balances between Group companies are transferred, including the transfer of receivables. These accounts were interest free.
Italian Group companies transferred tax receivables and payables to the Parent Company Digital Bros S.p.A. in accordance with domestic tax group arrangements.
The intercompany transactions effects on the results and financial position were fully eliminated in the consolidated financial statements as of June 30th , 2022.
Related party transactions referred to:
Both Matov Imm. S.r.l. and Matov LLC are owned by Abramo and Raffaele Galante.
The effects of related party transactions on profit or loss and on the balance sheet are disclosed in paragraph 8 of the Notes.
During the reporting period, there were no atypical or unusual transactions, as defined by Consob Communication DEM 6064293 of July 28th, 2006, as in the prior fiscal year.
As of June 30th, 2022, Digital Bros S.p.A. did not hold any treasury shares and did not carry out any transactions in treasury shares during the reporting period, pursuant to Art. 2428(2) (3) of the Italian Civil Code.
During the reporting period, the Group incurred development costs of Euro 11,412 thousand compared to Euro 3,807 thousand as of June 30th, 2021.
During the reporting period, these activities included:
The Group has a risk identification process that involves the Board of Directors together with the first-level organisational structures in coordination meetings held periodically throughout the year. Their work is summarised in a risk matrix that is prepared and regularly reviewed by the Executive Director in charge of internal control, who is part of the coordination meetings. Each risk is summarized in a report that provides a description of the risk, a detailed gross risk rating based on a probability/impact matrix, the mitigating factors and/or the internal process implemented to reduce and monitor the risk. The process above allows the determination of the individual net risk rating. The Control and Risk Committee reviewed the risk matrix prepared by the Executive Director in charge of internal control.
The individual risk schedule also reports the impact that failure to meet the control objectives would have in terms of operations and financial reporting.
The two Chief Executive Officers and the Executive Director in charge of internal control jointly assess the completeness of the risk matrix and the net risk ratings. The Board of Statutory Auditors supervises the process and the Board of Directors approves the risk matrix.
Risks fall into two different categories: operational risks and financial risks.
The most significant operational risks are:
The Group manages the game development process either through external developers who contractually guarantee game release dates, or through internal studios. Any failure by the Group to manage game development process timings could cause a delay in their market launch. In the case of products tied into specific events and/or in case of contractual restrictions with any licensors, this would have a significant impact on the sales potential of the game and on the development costs.
Any product launch could also be delayed by the spread of COVID-19: the remote working arrangements brought by the pandemic could partially or totally disrupt a video game development process.
The Group is focusing on video games not related to specific events. The ever-increasing number of products developed by the Group internal studios also allows for a greater degree of control of the production processes: the Group employs development teams comprising a relatively small number of employees, thus making remote working easy and efficient. The Group has also adopted a contract acquisition procedure that requires, for significant projects, a deep due diligence by the Board of Directors of the curriculum vitae and track record of the game development studio. A project management procedure with ongoing monitoring of the development process by the appointment of specific professionals within the organisation (project manager, brand manager and producer) has also been adopted.
Like the entertainment industry as a whole, the video games market is exposed to a range of risks that the Group cannot control but which are connected to the public appeal of the products published. If the Group is unable to encounter consumer preferences and be in track with rapid technological changes, its revenues and margins could be seriously affected, and its business plan targets could be downsized.
This risk is mitigated by the experienced management and by the procedure implemented by the Group for the acquisition of licensing and development contracts. This involves deep preliminary examination of a product's economic potential through an ongoing market analysis throughout the development process of the video game. For larger investments, the Group also uses market research and/or specific studies conducted by independent experts about the product's potential. Forecasts are reviewed quarterly in order to put in place corrective actions.
The gradual digitalisation of video game distribution shortened the industry value chain. The possibility of a further shortening in the near future could change the role of the publisher, especially if it does not own the intellectual property and/or have long term contractual rights.
In order to mitigate this risk, the Group has followed a strategy of acquiring controlling and non-controlling interests in developers in order to increase its level of control over the intellectual properties developed and/or published. Moreover, the Group has set up organisational units designed to identify new intellectual properties and plays an active role in the establishment of start-ups. The risk is still considered high and, accordingly, the Group preferably contractually acquires the intellectual property and/or long-term exploitation rights.
Video games are subject to rapid obsolete. A game that is sold at a certain price is then gradually repositioned at lower prices over time. The launch price of a game is usually higher during the launch of a console and then decreases throughout the life cycle of the hardware.
The decision to invest in a specific product is often made years before its expected release. Therefore, management must assess the selling price of a game for the future periods. A rapid acceleration in the obsolescence of a game or its supporting hardware could result in lower retail prices than originally forecasted, with the result that revenues and margins could be lower than the forecast.
The risk is mitigated by the possibility of adjusting marketing and production costs and royalties to be paid to developers, thus reducing the impact of lower revenues. The knowledge of the consoles' life cycles and a certain advance in the introduction of new gaming platforms also contributes to the mitigation of this risk. The Group has implemented a contract management procedure that provides for detailed marketing plans approved by the management on a quarterly basis and a licensing and development contract acquisition procedure that selects the products after an accurate analysis of the prospective profit and loss statements carried out during all stages of the development of the video game.
The Group's success depends on the performance of certain key individuals who have made an important contribution to its development and have acquired valuable experience in the games industry.
The Group has an executive team (Chairman, CEOs and CFO) with many years of experience in the sector and who plays a decisive role in the management of its business. The loss of the services of these individuals without suitable replacements could have a negative impact on the Group's results and financial position and, in particular, could affect the risk detection, assessment and monitoring process.
This risk is mitigated by the fact that the two CEOs are also major shareholders in the Group and by the fact that a long-term incentive plan has been implemented for the CFO. The Parent Company's Board of Directors has also established a Nomination Committee with the aim to implement a succession plan for the executive directors.
The main financial instruments used by the Group are:
The purpose of these instruments is to finance the Group's operating activities.
Credit facilities granted to the Group and utilised as of June 30th , 2022 are as follows:
| Euro thousands | Facility | Disposed | Available |
|---|---|---|---|
| Bank overdrafts | 2,200 | 0 | 2,200 |
| Import financing | 9,250 | 0 | 9,250 |
| Advances on invoices and cash orders subject to collection | 17,317 | 0 | 17,317 |
| Factoring | 5,000 | 12 | 4,988 |
| Medium-term product development financing | 19,108 | 19,108 | 0 |
| Total | 52,875 | 19,120 | 33,755 |
Parent company Digital Bros S.p.A. and 505 Games S.p.A. manage all financial risks, also on behalf of the other subsidiaries. This is excepted in relation to other financial instruments not listed above i.e., trade payables and receivables arising from operating activities for which each subsidiary remains responsible for the financial risk.
The Group seeks to maintain a balance between short-term and medium/long-term financial instruments in line with forecast performance. The Group's core business, the sale and marketing of video games, entails investments primarily in net working capital which are funded through short-term credit lines. Long-term investments are normally financed through medium/long-term credit lines often dedicated to the individual investment, including finance leases.
Given the above, medium- and long-term financial payables have a well-distributed range of maturities.
The main risks generated by the Group's financial instruments are:
The Group's exposure in US dollars arising from the operations of its U.S. subsidiaries is mitigated by the fact that the Group is party to a considerable number of game development contracts denominated in that currency. This means that any negative changes in the EUR/USD exchange rate would cause production costs and royalties to increase but would also lead to higher revenues in USD (the reverse also holds true). While preparing the forecast plans, the Group implements models that take into account the different currencies in which the companies operate using forward exchange rates based on reports by independent analysts.
The risk is mitigated by the fact that foreign currency payments are often made in advance. The Group books in advance the actual development costs for a video game and manages to reflect any additional expenses due to exchange rate fluctuation in its selling prices. The Group can also take action to adjust selling prices in order to offset the effect of any exchange rate fluctuation. Another mitigating factor is the possibility of entering into contracts in the same currency so as to mitigate the effect of any negative exchange rate fluctuation.
The Group also adopts a medium and long-term planning procedure.
505 Games S.p.A. has signed three development contracts in Yen against which has stipulated two flexible forward contracts for a total notional of Yen 1,985,600 thousand to partially cover the risks connected to future contractual payments which are equal to Yen 4,164,598 thousand. At June 30th, 2022, the fair value of the instruments was negative for Euro 579 thousand.
The risk of interest rate increases is an effective risk for short-term financial instruments because the Group cannot immediately pass on any interest rate rises by increasing its selling prices.
This risk is mitigated by the Group overall low level of debt and by the adoption of a short-term cash flowing procedure. The Group has subscribed three option contracts for a notional value of Euro 1,375 thousand, Euro 4,000 thousand and Euro 15,000 thousand to hedge interest rates changes on the Euro 1,375 thousand, Euro 4,000 thousand and Euro 15,000 thousand loans granted by UniCredit S.p.A. to the Parent Company and to 505 Games S.p.A on January 28th , 2021, and on September 30th , 2021 to 505 Games S.p.A..
The liquidity risk relates to problems in accessing the credit market.
It often takes several years to develop a video game. This means it is necessary to find additional lines of credit to cover the period between the investment and the return on invested capital after the product launch.
The mitigating factors that can reduce this risk are:
The results of short and medium/long-term planning, currently available funds and funds to be generated by operating activities are expected to enable the Group to fulfil its funding requirements with regard to capex, working capital management and debt repayment at scheduled maturity. They should also be able to determine the Group's funding requirements in good time.
During the reporting period, the top ten global customers accounted for around 88.4% of trade receivables while the top 50 customers accounted for 99.7%. Gradual market digitalisation will necessarily lead to a further increase in the level of receivables concentration as sales will be made on marketplaces operating on a global scale. The concentration of revenues on a small number of key customers makes the Group reliant on the decisions made by a handful of companies. Indeed, there is a risk that if a specific product is not selected for purchase, it might not have the necessary visibility on all digital platforms, thus leading to the loss of expected sales potential. In contrast, a product may acquire additional sales potential if it gains particularly favourable positioning.
The concentration of sales on a small number of customers increases the credit risk.
This risk is mitigated by the potential entry of new marketplaces onto the video game digital distribution market and by the high concentration of digital revenues on a handful of marketplaces with high credit ratings (i.e., Sony, Microsoft, Apple, etc).
The sale of rights to PAYDAY2 by the Group to Starbreeze AB occurred in May 2016 granted the Group the possibility to earn-out maximum of USD 40 million to be calculated as 33% of the net revenue that Starbreeze AB will realize on the sales of PAYDAY3. In March 2021, the Swedish company signed an agreement with an important international publisher for the worldwide publication of PAYDAY3. At the reporting date, the Group considered this contractual right as a contingent asset as in the prior fiscal years and therefore no amount has been showed in the financial statement.
No significant event, even in relation to external geopolitical factors, occurred after the end of the period.
Most of the video games currently under development will come to market starting from the fiscal year 2023 onwards and will also benefit from the most recent acquisition of D3 GO!, now 505 GO!. The Group has planned to invest more than Euro 50 million in the next fiscal year as in the previous. As a result, the Group expects increasing revenue for the next two fiscal years.
The mix of products sold as of June 30th, 2022, made up by back catalogue products and by the record hitting Assetto Corsa, which propelled significant EBIT growth, is expected to change when the video games under development hit the market. The launch of new intellectual properties will initially reduce the margin percentages on sales due to the initial investments for a successful launch. No significant changes in the total EBIT are expected in fiscal year 2023.
A breakdown of back catalogue and new releases of Premium Games' revenue expected for the next full fiscal year is provided below with previous years comparisons:
In accordance with the significant investments made in the period which will continue into the next fiscal year, the net financial position, positive for Euro 3.7 million as of June 30th, 2022, is expected to further decrease in the first half of the fiscal year 2023. The net financial position is expected to increase back again during the second half of the fiscal year.
The following table reports analysis of the number of employees as of June 30th , 2022 with comparative figures as of June 30th , 2021:
| Category | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Managers | 13 | 9 | 4 |
| Office workers | 362 | 245 | 117 |
| Blue-collar workers and apprentices | 4 | 5 | (1) |
| Total employees | 379 | 259 | 120 |
The increase in the number of office workers was the effect of the acquisition of Ingame Studios a.s. and of the incorporation of Chrysalide Jeux et Divertissement Inc. and Supernova Games Studios S.r.l..
The following table details the number of employees of non-Italian companies as of June 30th , 2022 with comparative figures as of June 30th , 2021:
| Category | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Managers | 8 | 4 | 4 |
| Office workers | 267 | 161 | 106 |
| Total employees outside Italy | 275 | 165 | 120 |
The average number of employees for the period is calculated as the average number of employees at the end of each month. It is shown below with corresponding prior year figures:
| Category | Average no in 2022 | Average no in 2021 | Change |
|---|---|---|---|
| Managers | 13 | 7 | 6 |
| Office workers | 347 | 224 | 123 |
| Blue-collar workers and apprentices | 4 | 7 | (3) |
| Total employees | 364 | 238 | 126 |
The average number of employees of the non-Italian companies is as follow:
| Category | Average no in 2022 | Average no in 2021 | Change |
|---|---|---|---|
| Managers | 8 | 2 | 6 |
| Office workers | 257 | 145 | 112 |
| Total employees outside Italy | 265 | 147 | 118 |
Employees of the Group's Italian companies are contracted under the current Confcommercio national collective employment agreement for the commercial, distribution and services sector. Employees of the three Italian studios – Kunos Simulazioni S.r.l., AvantGarden S.r.l. and Supernova Games Studios S.r.l. – are contracted under the national collective employment agreement for the mechanical industry.
The video game industry has a negligible impact on the environment, as its activities are mainly digital.
Most of the products are sold through digital marketplaces and the Group aims to progressively reduce sales in physical stores. Although the environmental impact is considered very low, the Group actively monitors any solutions that may reduce the environmental impacts of the Group's activities to date and in the future.
The Group updates obsolete equipment as much as possible and recycles all components correctly. The Group stores everything in a digital format and prints documents only if required by the Law or if the scope of a specific task requires it. Consumables such as printer toners and similar waste are returned to the supplier for correct recycling. The Group is committed to replace travel with digital communications (i.e. video conferencing) to improve sustainability both from an environmental and a cost reduction standpoint.
The Group is not within the scope of application of Legislative Decree no 254 of December 30th , 2016, in terms of Article 2, so it has not prepared a Non-Financial Statement.
The corporate governance and ownership structure report, which describes how Digital Bros Group complies with the Corporate Governance Code and which provides the additional information required by Art. 123-bis of the L.D.58 of February 24th 1998, the Consolidate Law on Finance or T.U.F., is published in Italian and English in the Governance/Corporate Governance Report section of the website at www.digitalbros.com.
The Remuneration policy and fees paid report, containing the information required by Art. 123-ter of the T.U.F., is published in Italian and English in the Governance/Remuneration section of the website at www.digitalbros.com.
(this page intentionally left blank)
Digital Bros Group
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | ||
|---|---|---|---|---|---|
| Non-current assets | |||||
| 1 | Property, plant and equipment | 10,353 | 8,198 | 2,155 | 26.3% |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 104,089 | 66,776 | 37,313 | 55.9% |
| 4 | Equity investments | 7,511 | 11,190 | (3,679) | -32.9% |
| 5 | Non-current receivables and other assets | 14,072 | 5,089 | 8,983 | n.m. |
| 6 | Deferred tax assets | 12,829 | 11,644 | 1,185 | 10.2% |
| 7 | Non-current financial activities | 18,257 | 18,840 | (583) | -3.1% |
| Total non-current assets | 167,111 | 121,737 | 45,374 | 37.3% | |
| Current assets | |||||
| 8 | Inventories | 4,173 | 5,708 | (1,535) | -26.9% |
| 9 | Trade receivables | 27,781 | 18,283 | 9,498 | 52.0% |
| 10 | Tax receivables | 2,926 | 1,500 | 1,426 | 95.1% |
| 11 | Other current assets | 13,030 | 19,279 | (6,249) | -32.4% |
| 12 | Cash and cash equivalents | 10,961 | 35,509 | (24,548) | -69.1% |
| 13 | Other current financial assets | 329 | 0 | 329 | 0.0% |
| Total current assets | 59,200 | 80,279 | (21,079) | -26.3% | |
| TOTAL ASSETS | 226,311 | 202,016 | 24,295 | 12.0% | |
| Shareholders' equity | |||||
| 14 | Share capital | (5,705) | (5,704) | (1) | 0.0% |
| 15 | Reserves | (22,030) | (23,016) | 986 | -4.3% |
| 16 | Treasury shares | 0 | 0 | 0 | 0.0% |
| 17 | Retained earnings | (108,160) | (82,181) | (25,979) | 31.6% |
| Equity attributable to the shareholders | (135,895) | (110,901) | (24,994) | 22.5% | |
| of the Parent Company Equity attributable to non-controlling |
|||||
| interests | (1,423) | (890) | (533) | 59.9% | |
| Total net equity | (137,318) | (111,791) | (25,527) | 22.8% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | (761) | (719) | (42) | 5.8% |
| 19 | Non-current provisions | (81) | (81) | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | (1,954) | (5,415) | 3,461 | -63.9% |
| 21 | Non-current financial liabilities | (15,213) | (11,694) | (3,519) | 30.1% |
| Total non-current liabilities | (18,009) | (17,909) | (100) | 0.6% | |
| Current liabilities | |||||
| 22 | Trade payables | (52,125) | (47,193) | (4,932) | 10.5% |
| 23 | Tax payables | (3,575) | (10,782) | 7,207 | -66.8% |
| 24 | Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (4,657) | (9,932) | 5,275 | -53.1% |
| 26 | Current financial liabilities | (10,627) | (4,409) | (6,218) | n.m. |
| Total current liabilities | (70,984) | (72,316) | 1,332 | -1.8% | |
| TOTAL LIABILITIES | (88,993) | (90,225) | 1,232 | -1.4% | |
| TOTAL NET EQUITY AND LIABILITIES |
(226,311) | (202,016) | (24,295) | 12.0% |
Digital Bros Group Consolidated financial statements as of June 30th, 2022
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | ||||
|---|---|---|---|---|---|---|---|
| 1 | Gross revenue | 132,238 | 100.0% | 150,703 | 101.0% | (18,465) | -12.3% |
| 2 | Revenue adjustments | 0 | 0.0% | (1,523) | -1.0% | 1,523 | n.m. |
| 3 | Net revenue | 132,238 | 100.0% | 149,180 | 100.0% | (16,942) | -11.4% |
| 4 | Purchase of products for resale | (4,607) | -3.5% | (5,598) | -3.8% | 991 | -17.7% |
| 5 | Purchase of services for resale | (6,733) | -5.1% | (10,528) | -7.1% | 3,795 | -36.1% |
| 6 | Royalties | (32,586) | -24.6% | (41,322) | -27.7% | 8,736 | -21.1% |
| 7 | Changes in inventories of finished products | (1,535) | -1.2% | (2,281) | -1.5% | 746 | -32.7% |
| 8 | Total cost of sales | (45,461) | -34.4% | (59,729) | -40.0% | 14,268 | -23.9% |
| 9 | Gross profit (3+8) | 86,777 | 65.6% | 89,451 | 60.0% | (2,674) | -3.0% |
| 10 | Other income | 11,584 | 8.8% | 4,060 | 2.7% | 7,524 | n.m. |
| 11 | Costs for services | (8,562) | -6.5% | (9,617) | -6.4% | 1,055 | -11.0% |
| 12 | Rent and leasing | (497) | -0.4% | (311) | -0.2% | (185) | 59.6% |
| 13 | Payroll costs | (33,867) | -25.6% | (24,617) | -16.5% | (9,250) | 37.6% |
| 14 | Other operating costs | (1,307) | -1.0% | (1,170) | -0.8% | (137) | 11.7% |
| 15 | Total operating costs | (44,233) | -33.4% | (35,715) | -23.9% | (8,519) | 23.9% |
| Gross operating margin (EBITDA) | |||||||
| 16 | (9+10+15) | 54,128 | 40.9% | 57,796 | 38.7% | (3,668) | -6.3% |
| 17 | Depreciation and amortization | (19,030) | -14.4% | (24,600) | -16.5% | 5,570 | -22.6% |
| 18 | Provisions | 0 | 0.0% | 0 | 0.0% | 0 | 0.0% |
| 19 | Asset impairment charge | (1,708) | -1.3% | (2,647) | -1.8% | 939 | -35.5% |
| 20 | Impairment reversal | 2,570 | 1.9% | 0 | 0.0% | 2,570 | n.m. |
| Total depreciation, amortization and | (18,168) | -13.7% | (27,247) | -18.3% | 9,067 | -33.3% | |
| 21 | impairment adjustments | ||||||
| 22 | Operating margin (EBIT) (16+21) | 35,960 | 27.2% | 30,549 | 20.5% | 5,411 | 17.7% |
| 23 | Interest and financial income | 8,349 | 6.3% | 7,666 | 5.1% | 683 | 8.9% |
| 24 | Interest and financial expenses | (4,148) | -3.1% | (3,401) | -2.3% | (747) | 22.0% |
| 25 | Net interest income/(expenses) | 4,201 | 3.2% | 4,265 | 2.9% | (64) | -1.5% |
| 26 | Profit/ (loss) before tax (22+25) | 40,161 | 30.4% | 34,814 | 23.3% | 5,347 | 15.4% |
| 27 | Current tax | (10,929) | -8.3% | (11,910) | -8.0% | 981 | -8.2% |
| 28 | Deferred tax | (576) | -0.4% | 9,032 | 6.1% | (9,608) | n.m. |
| 29 | Total taxes | (11,505) | -8.7% | (2,878) | -1.9% | (8,627) | n.m. |
| 30 | Net profit/loss | 28,656 | 21.7% | 31,936 | 21.4% | (3,280) | -10.3% |
| attributable to the shareholders of the Parent Company |
28,546 | 21.6% | 32,025 | 21.5% | (3,479) | -10.9% | |
| attributable to non-controlling interests | 110 | 0.1% | (89) | -0.1% | 199 | n.m. | |
| Earnings per share: | |||||||
| 33 | Basic earnings per share (in Euro) | 2.00 | 2.25 | (0.25) | -11.1% | ||
| 34 | Diluted earnings per share (in Euro) | 1.97 | 2.21 | (0.24) | -10.9% | ||
| Consolidated comprehensive income | statement | as of June | 30th, 2022 | |
|---|---|---|---|---|
| -- | ----------------------------------- | ----------- | ------------ | ------------ |
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Profit (Loss) for the period (A) | 28,656 | 31,936 | (3,280) |
| Actuarial gain (loss) | 39 | 1 | 38 |
| Income tax relating to actuarial gain (loss) | (9) | 0 | (9) |
| Changes in the fair value | (3,390) | 2,170 | (5,560) |
| Tax effect regarding fair value measurement of financial assets |
813 | (521) | 1,334 |
| Items that will not be subsequently reclassified to profit or loss (B) |
(2,547) | 1,650 | (4,197) |
| Exchange differences on translation of foreign operations |
728 | 77 | 651 |
| Items that will subsequently be reclassified to profit or loss (C) |
728 | 77 | 651 |
| Total other comprehensive income D= (B)+(C) |
(1,819) | 1,727 | (3,546) |
| Total comprehensive income (loss) (A)+(D) | 26,924 | 33,663 | (6,739) |
| Attributable to: | |||
| Shareholders of the Parent Company | 26,727 | 33,752 | (7,025) |
| Non-controlling interests | 110 | (89) | 199 |
Changes in fair value reflected the changes in third party equity investments that were classified in the consolidated statement of comprehensive income and not in the consolidated profit and loss statement.
| Euro thousand | June 30th, 2022 | June 30th, 2021 | |
|---|---|---|---|
| A. | Opening net cash/debt | 35,509 | 8,527 |
| B. | Cash flows from operating activities | ||
| Profit (loss) for the period | 28,656 | 31,936 | |
| Depreciation, amortization and non-monetary costs: | |||
| Provisions and impairment losses | (1,694) | 2,600 | |
| Amortization of intangible assets | 16,872 | 22,829 | |
| Depreciation of property, plant and equipment | 2,158 | 1,771 | |
| Net change in tax advance | (1,185) | (8,162) | |
| Net change in employee benefit provisions | 42 | 60 | |
| Net change in other non-current liabilities | (651) | 2,063 | |
| SUBTOTAL B. | 44,285 | 53,096 | |
| C. | Change in net working capital | ||
| Inventories | 1,535 | 2,281 | |
| Trade receivables | (9,562) | 9,903 | |
| Current tax assets | (1,426) | 1,600 | |
| Other current assets | 6,779 | 12,775 | |
| Trade payables | 4,932 | 6,053 | |
| Current tax liabilities | (7,207) | 5,309 | |
| Current provisions | 0 | 0 | |
| Other current liabilities | (5,275) | 5,211 | |
| Other non-current liabilities | (3,461) | 4,946 | |
| Non-current receivables and other assets | (8,983) | 1,655 | |
| SUBTOTAL C. | (22,538) | 49,733 | |
| D. | Cash flows from investing activities | ||
| Net payments for intangible assets | (53,086) | (58,212) | |
| Net payments for property, plant and equipment | (4,313) | (1,132) | |
| Net payments for non-current financial assets | 3,679 | (5,702) | |
| SUBTOTAL D. | (53,720) | (65,047) | |
| E. | Cash flows from financing activities | ||
| Capital increases | 1 | 0 | |
| Changes in financial liabilities | 9,737 | (7,073) | |
| Changes in financial assets | 254 | (1,589) | |
| SUBTOTAL E. | 9,992 | (8,662) | |
| F. | Changes in consolidated equity | ||
| Dividends paid | (2,567) | (2,139) | |
| Changes in treasury shares held | 0 | 0 | |
| Increases (decreases) in other equity components | 0 | 0 | |
| SUBTOTAL F. | (2,567) | (2,139) | |
| G. | Cash flow for the period (B+C+D+E+F) | (24,548) | 26,982 |
| H. | Closing net cash/debt (A+G) | 10,961 | 35,509 |
| Euro thousand | Share capital (A) |
Share premium reserve |
Legal reserve |
IAS transition reserve |
Currency translation |
Other reserves |
Total reserves (B) |
Treasury shares (C) |
Retained earnings |
Profit (Loss) for the year |
Total retained earnings (D) |
Equity of parent company shareholders (A+B+C+D) |
Equity of non controlling interests |
Total equity |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total on July 1st , 2020 |
5,704 | 18,486 | 1,141 | 1,367 | (1,416) | 1,382 | 20,960 | 0 | 37,298 | 14,990 | 52,288 | 78,952 | 979 | 79,931 |
| Allocation of previous year result | 0 | 14,990 | (14,990) | 0 | 0 | 0 | 0 | |||||||
| Dividend paid | (2,139) | (2,139) | (2,139) | (2,139) | ||||||||||
| Other changes | 329 | 329 | 7 | 7 | 336 | 336 | ||||||||
| Comprehensive income (loss) | 77 | 1,650 | 1,727 | 32,025 | 32,025 | 33,752 | (89) | 33,663 | ||||||
| Total on June 30th , 2021 |
5,704 | 18,486 | 1,141 | 1,367 | (1,339) | 3,361 | 23,016 | 0 | 50,156 | 32,025 | 82,181 | 110,901 | 890 | 111,791 |
| Total on July 1st, 2021 | 5,704 | 18,486 | 1,141 | 1,367 | (1,339) | 3,361 | 23,016 | 0 | 50,156 | 32,025 | 82,181 | 110,901 | 890 | 111,791 |
| Capital increases | 1 | 21 | 21 | 0 | 22 | 22 | ||||||||
| Allocation of previous year result | 0 | 32,025 | (32,025) | 0 | 0 | 0 | 0 | |||||||
| Dividend paid | 0 | (2,567) | (2,567) | (2,567) | (2,567) | |||||||||
| Other changes | 812 | 812 | 0 | 812 | 423 | 1,235 | ||||||||
| Comprehensive income (loss) | 728 | (2,547) | (1,819) | 28,546 | 28,546 | 26,727 | 110 | 26,837 | ||||||
| Total on June 30th , 2022 |
5,705 | 18,507 | 1,141 | 1,367 | (611) | 1,626 | 22,030 | 0 | 79,614 | 28,546 | 108,160 | 135,895 | 1,423 | 137,318 |
Consolidated profit and loss statement for the period ended June 30th, 2022 prepared in accordance with CONSOB Resolution no. 15519 of July 27th, 2006
| Euro thousand | June 30th | , 2022 | June 30th, 2021 | |||
|---|---|---|---|---|---|---|
| Total | Of which with related parties |
Total | Of which with related parties |
|||
| 1 | Gross revenue | 132,238 | 0 | 150,703 | 0 | |
| 2 | Revenue adjustments | (0) | 0 | (1,523) | 0 | |
| 3 | Net revenue | 132,238 | 0 | 149,180 | 0 | |
| 4 | Purchase of products for resale | (4,607) | 0 | (5,598) | 0 | |
| 5 | Purchase of services for resale | (6,733) | 0 | (10,528) | 0 | |
| 6 | Royalties | (32,586) | 0 | (41,322) | 0 | |
| 7 | Changes in inventories of finished products | (1,535) | 0 | (2,281) | 0 | |
| 8 | Total cost of sales | (45,461) | 0 | (59,729) | 0 | |
| 9 | Gross profit (3+8) | 86,777 | 0 | 89,451 | 0 | |
| 10 | Other income | 11,584 | 0 | 4,060 | 0 | |
| 11 | Costs for services | (8,562) | (339) | (9,617) | (394) | |
| 12 | Rent and leasing | (497) | (136) | (311) | (85) | |
| 13 | Payroll costs | (33,867) | (133) | (24,617) | 0 | |
| 14 | Other operating costs | (1,307) | 0 | (1,170) | 0 | |
| 15 | Total operating costs | (44,233) | (608) | (35,715) | (479) | |
| 16 | Gross operating margin (EBITDA) (9+10+15) |
54,128 | (608) | 57,796 | (479) | |
| 17 | Depreciation and amortization | (19,030) | (1,031) | (24,600) | (1,036) | |
| 18 | Provisions | 0 | 0 | 0 | 0 | |
| 19 | Asset impairment charge | (1,708) | 0 | (2,647) | 0 | |
| 20 | Impairment reversal | 2,570 | 0 | 0 | 0 | |
| 21 | Total depreciation, amortization and impairment adjustments |
(18,168) | (1,031) | (27,247) | (1,036) | |
| 22 | Operating margin (EBIT) (16+21) | 35,960 | (1,639) | 30,549 | (1,515) | |
| 23 | Interest and finance income | 8,349 | 0 | 7,666 | 0 | |
| 24 | Interest expense and finance costs | (4,148) | (71) | (3,401) | (75) | |
| 25 | Net interest income/(expense) | 4,201 | (71) | 4,265 | (75) | |
| 26 | Profit/ (loss) before tax (22+25) | 40,161 | (1,710) | 34,814 | (1,590) | |
| 27 | Current tax | (10,929) | 0 | (11,910) | 0 | |
| 28 | Deferred tax | (576) | 0 | 9,032 | 0 | |
| 29 | Total taxes | (11,505) | 0 | (2,878) | 0 | |
| 30 | Net profit (loss) (26+29) | 28,656 | (1,710) | 31,936 | (1,590) |
Consolidated balance sheet as of June 30th, 2022 prepared in accordance with CONSOB Resolution no. 15519 of July 27th, 2006
| Euro thousand | June 30th, 2022 | June 30th, 2021 | ||||
|---|---|---|---|---|---|---|
| Total | Of which with related parties |
Total | Of which with related parties |
|||
| Non-current assets | ||||||
| 1 | Property, plant and equipment | 10,353 | 0 | 8,198 | 0 | |
| 2 | Investment properties | 0 | 0 | 0 | 0 | |
| 3 | Intangible assets | 104,089 | 0 | 66,776 | 0 | |
| 4 | Equity investments | 7,511 | 0 | 11,190 | 0 | |
| 5 | Non-current receivables and other assets | 14,072 | 778 | 5,089 | 760 | |
| 6 | Deferred tax assets | 12,829 | 0 | 11,644 | 0 | |
| 7 | Non-current financial activities | 18,257 | 0 | 18,840 | 0 | |
| Total non-current assets | 167,111 | 778 | 121,737 | 760 | ||
| Current assets | ||||||
| 8 | Inventories | 4,173 | 0 | 5,708 | 0 | |
| 9 | Trade receivables | 27,781 | 0 | 18,283 | 0 | |
| 10 | Tax receivables | 2,926 | 0 | 1,500 | 0 | |
| 11 | Other current assets | 13,030 | 0 | 19,279 | 0 | |
| 12 | Cash and cash equivalent | 10,961 | 0 | 35,509 | 0 | |
| 13 | Other current financial assets | 329 | 0 | 0 | 0 | |
| Total current assets | 59,200 | 0 | 80,279 | 0 | ||
| TOTAL ASSETS | 226,311 | 778 | 202,016 | 760 | ||
| Capital and reserves | ||||||
| 14 | Share capital | (5,705) | 0 | (5,704) | 0 | |
| 15 | Reserves | (22,030) | 0 | (23,016) | 0 | |
| 16 | Treasury shares | 0 | 0 | 0 | 0 | |
| 17 | Retained earnings | (108,160) | 0 | (82,181) | 0 | |
| Equity attributable to the shareholders of the Parent Company |
(135,895) | 0 | (110,901) | 0 | ||
| Equity attributable to non-controlling interests | (1,423) | 0 | (890) | 0 | ||
| Total net equity | (137,318) | 0 | (111,791) | 0 | ||
| Non-current liabilities | ||||||
| 18 | Employee benefits | (761) | 0 | (719) | 0 | |
| 19 | Non-current provisions | (81) | 0 | (81) | 0 | |
| 20 | Other non-current payables and liabilities | (1,954) | 0 | (5,415) | 0 | |
| 21 | Non-current financial liabilities | (15,213) | (1,701) | (11,694) | (3,509) | |
| Total non-current liabilities | (18,009) | (1,701) | (17,909) | (3,509) | ||
| Current liabilities | ||||||
| 22 | Trade payables | (52,125) | (341) | (47,193) | (124) | |
| 23 | Tax payables | (3,575) | 0 | (10,782) | 0 | |
| 24 | Short term provisions | (0) | 0 | (0) | 0 | |
| 25 | Other current liabilities | (4,657) | 0 | (9,932) | 0 | |
| 26 | Current financial liabilities | (10,627) | (800) | (4,409) | (1,002) | |
| Total current liabilities | (70,984) | (1,141) | (72,316) | (1,126) | ||
| TOTAL LIABILITIES | (88,993) | (2,842) | (90,225) | (4,635) | ||
| TOTAL NET EQUITY AND LIABILITIES | (226,311) | (2,842) | (202,016) | (4,635) |
Digital Bros Group Consolidated financial statements as of June 30th, 2022
Consolidated profit and loss statement for the period ended June 30th, 2022 prepared in accordance with CONSOB Resolution no. 15519 of July 27th, 2006
| Euro thousand | June 30th, 2022 | June 30th, 2021 | ||||
|---|---|---|---|---|---|---|
| Total | Of which non recurring |
Total | Of which non recurring |
|||
| 1 | Gross revenue | 132,238 | 0 | 150,703 | 0 | |
| 2 | Revenue adjustments | (0) | 0 | (1,523) | 0 | |
| 3 | Net revenue | 132,238 | 0 | 149,180 | 0 | |
| 4 | Purchase of products for resale | (4,607) | 0 | (5,598) | 0 | |
| 5 | Purchase of services for resale | (6,733) | 0 | (10,528) | 0 | |
| 6 | Royalties | (32,586) | 0 | (41,322) | 0 | |
| 7 | Changes in inventories of finished products |
(1,535) | 0 | (2,281) | 0 | |
| 8 | Total cost of sales | (45,461) | 0 | (59,729) | 0 | |
| 9 | Gross profit (3+8) | 86,777 | 0 | 89,451 | 0 | |
| 10 | Other income | 11,584 | 0 | 4,060 | 0 | |
| 11 | Costs for services | (8,562) | 0 | (9,617) | 0 | |
| 12 | Rent and leasing | (497) | 0 | (311) | 0 | |
| 13 | Payroll costs | (33,867) | 0 | (24,617) | 0 | |
| 14 | Other operating costs | (1,307) | 0 | (1,170) | 0 | |
| 15 | Total operating costs | (44,233) | 0 | (35,715) | 0 | |
| 16 | Gross operating margin (EBITDA) (9+10+15) |
54,128 | 0 | 57,796 | 0 | |
| 17 | Depreciation and amortization | (19,030) | 0 | (24,600) | 0 | |
| 18 | Provisions | 0 | 0 | 0 | 0 | |
| 19 | Asset impairment charge | (1,708) | 0 | (2,647) | 0 | |
| 20 | Impairment reversal | 2,570 | 2,367 | 0 | 0 | |
| 21 | Total depreciation, amortization and impairment adjustments |
(18,168) | 2,367 | (27,247) | 0 | |
| 22 | Operating margin (EBIT) (16+21) | 35,960 | 2,367 | 30,549 | 0 | |
| 23 | Interest and finance income | 8,349 | 0 | 7,666 | 0 | |
| 24 | Interest expense and finance costs | (4,148) | 0 | (3,401) | 0 | |
| 25 | Net interest income/(expense) | 4,201 | 0 | 4,265 | 0 | |
| 26 | Profit/ (loss) before tax (22+25) | 40,161 | 2,367 | 34,814 | 0 | |
| 27 | Current tax | (10,929) | 0 | (11,910) | 0 | |
| 28 | Deferred tax | (576) | 0 | 9,032 | 0 | |
| 29 | Total taxes | (11,505) | 0 | (2,878) | 0 | |
| 30 | Net profit (loss) (26+29) | 28,656 | 2,367 | 31,936 | 0 | |
| attributable to the shareholders | ||||||
| of the Parent Company | 28,546 | 0 | 32,025 | 0 | ||
| attributable to non-controlling interests | 110 | 0 | (89) | 0 |
(this page intentionally left blank)
The main operating activities, including those of the subsidiaries, are described in the Directors' Report.
The consolidated financial statements as of June 30th , 2022 have been prepared on a going concern basis. The risks and uncertainties to which the Group is exposed, as described in the Directors' Report, do not create any uncertainty as to its ability to operate as a going concern. The Group will continue to monitor the effects of the COVID-19 pandemic which, for now, has had no effect on its ability to operate as a going concern. The Group will adopt appropriate mitigation measures, as necessary, and will report to the market on any issues not already considered to a sufficient degree.
The consolidated financial statements as of June 30th, 2022 have been prepared in accordance with IAS/IFRS and with the related interpretations (SIC/IFRIC) endorsed by the European Commission as of the reporting date.
The financial statements and the notes thereto also include the disclosures required by Consob Resolution 15519 of July 27th , 2006 and Consob Communication 6064293 of July 28th , 2006.
The financial statements comprise the:
The left-hand column of the balance sheet indicates the number of the relevant note.
The components of the balance sheet have been allocated to the following five categories:
Non-current assets consist of assets that are long-term in nature, such as property, plant and equipment to be used for more than one year, equity investments in associated companies and receivables that fall due in subsequent periods. They also include deferred tax assets regardless of when they might be realised.
Current assets consist of items of a short-term nature such as inventories, trade receivables, cash and cash equivalents and other current financial assets.
Equity consists of share capital, reserves and retained earnings (profit for the fiscal year plus prior fiscal year profits not allocated to specific reserves by the Shareholders General Meeting) with amounts attributable to non-controlling interests disclosed separately.
Non-current liabilities comprise provisions not expected to be used within twelve months as well as postemployment benefits, particularly the provision for employee termination indemnities pertaining to the Parent Company and its Italian subsidiaries, and, in general, payables that fall due beyond June 30th , 2023.
Current liabilities include liabilities due by June 30th , 2023, mainly trade payables, tax liabilities and current financial liabilities.
The left-hand column of the consolidated profit and loss statement and of the consolidated profit and loss statement presented for segment reporting purposes indicates the number of the relevant note.
The profit and loss statement has been presented in a multi-step format, with expenses analysed by nature and shows four intermediate levels of profit:
Basic earnings per share and diluted earnings per share are shown after net profit / (loss) for the fiscal year i.e., the difference between profit before tax and total taxes.
The consolidated cash flow statement has been prepared using the indirect method, whereby profit is adjusted for the effects of transactions of a non-cash nature, changes in net working capital, cash flows from financing and investing activities and changes in consolidated equity.
The overall change for the period is given by the sum of the following:
The statement of changes in equity has been prepared in accordance with IAS/IFRS and shows changes between July 1 st , 2020 and June 30th , 2022; non-controlling interests are disclosed separately.
The consolidated financial statements as of June 30th , 2022 have been prepared in accordance with International Financial Reporting Standards and their interpretations in force at that date.
The consolidated financial statements have been prepared on the basis of financial statements prepared by the Group companies included in the scope of consolidation as of June 30th , 2022, adjusted, as necessary, to bring them into line with Group accounting policies and IAS/IFRS. All the prior fiscal years' comparative figures have been adjusted, as necessary, to render them compliant with IAS/IFRS.
The measurement criteria used to prepare the consolidated financial statements as of June 30th , 2022 are consistent with those used to prepare the consolidated financial statements as of June 30th , 2021, with the exception of the new standards applied from July 1 st , 2021 described below.
Property, plant and equipment are recognised at purchase or production cost and are shown net of depreciation and impairment. No assets have been revalued in prior years. No borrowing costs have been capitalised.
Leasehold improvements and costs incurred subsequent to purchase are capitalised only if they increase the future economic benefits associated with the asset. All other costs are recognised in profit and loss when incurred.
Depreciation is computed on a straight-line basis over the assets' estimated useful lives or based on the duration of the lease, as follows:
| Buildings | 2.56%-3% |
|---|---|
| Plant and machinery | 12%-25% |
| Industrial and commercial equipment | 20% |
| Other assets | 20%-25% |
| Leasehold improvements | 17% |
Assets held under finance leases are recognised at the lower of their fair value at the inception of the lease and the present value of the minimum lease payments payable over the entire lease term, whereunder all risks and rewards of ownership are transferred to the Group. The corresponding lease obligation is recognised under financial liabilities. Depreciation is charged on a straight-line basis over the estimated useful life of each asset category.
Land is not depreciated but impairment adjustments are made if recoverable amount i.e., the greater of fair value and value in use, falls below reported cost.
The book value of an element of property, plant and equipment and any significant component initially recognized is eliminated at the time of disposal (i.e. on the date on which the purchaser obtains control) or when no future economic benefit is expected from its use or disposal. The profit / loss that emerges at the time of the derecognition of the asset (calculated as the difference between the net book value of the asset and the consideration received) is recognized in the profit and loss statement when the item is eliminated from the accounts.
The residual values, useful lives and depreciation methods of property, plant and equipment are reviewed at each year-end and, where appropriate, corrected prospectively.
The right of use for leased assets is recorded as assets on the effective date of the leasing contract, or the date on which a lessor makes the underlying asset available to the lessee. In some circumstances, the lease agreement may contain different components and consequently the effective date must be determined for each individual lease component.
This item is initially valued at cost and includes the present value of the Liability for leased assets, payments for leases made before or on the effective date of the contract and any other initial direct cost. The item can subsequently be further adjusted in order to reflect any restatements of assets / liabilities for leased assets.
The right of use for leased assets is amortized systematically in each fiscal year at the lesser of the contractual duration and the residual useful life of the underlying asset.
Typically, Group leasing contracts do not provide for the transfer of ownership of the underlying asset and therefore amortization is carried out over the contractual term. Amortization starts at the date of the lease.
The asset is correspondingly written down should there be a loss in value determined according to the criteria described in the principle of onerous contracts, regardless of the amortization already accounted for.
Intangible assets purchased or produced internally are capitalised in accordance with IAS 38 - Intangible Assets when it is likely that their use will generate future economic benefits and when their cost can be reliably determined.
They are recognised at purchase or production cost and those with a finite useful life are amortized on a straight-line basis over their estimated useful lives.
The amortization rates applied are as follows:
Intangible assets with finite useful lives are amortized systematically over their estimated useful lives and amortization begins when the assets are available for use; carrying amount is tested for recoverability in accordance with IAS 36, as explained under "impairment of assets" below.
The amortization criterion is defined analytically for each intangible asset based on the expected degree of use determined when the video game is launched on the market. The residual value is validated in an impairment analysis which is carried out at least twice per year.
An intangible asset is eliminated at the time of disposal (i.e., on the date on which the buyer obtains control of it) or when no future economic benefits are expected from its use or disposal. Any profit or loss resulting from the elimination of the asset (calculated as the difference between the net consideration for the disposal and the book value of the asset) is reported in the profit and loss statement.
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the fair value of the consideration transferred as of the acquisition date plus the amount of any non-controlling interest held in the acquiree. For each business combination, the Group decides whether to measure any non-controlling interest in the acquiree at fair value or in proportion to the non-controlling interest's attributable portion of the acquiree's net identifiable assets. Acquisition-related expenses are generally recognised in profit and loss and classified as administrative expenses.
When the Group acquires a business, it classifies or designates the financial assets acquired and the liabilities assumed in accordance with the relevant contractual terms and the economic and other conditions existing at the acquisition date.
If a business combination is achieved in several steps, the Group's previously held equity interest in the acquiree as measured using the equity method is restated at its acquisition-date fair value and any resulting profit or loss is recognised in the profit and loss statement.
Any contingent consideration is recognised at its acquisition-date fair value. A change in the fair value of contingent consideration classified as an asset or a liability is recognised in profit and loss or in other items of the comprehensive income statement. If the contingent consideration is classified as equity, no remeasurement is needed until settlement of the contingency is reflected in equity. The subsequent transaction will be accounted for in equity.
Goodwill is initially stated at cost, measured as the excess of the sum of the consideration transferred and the amount of any non-controlling interest in the acquiree, over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed by the Group. The difference is recognised in profit and loss, if the consideration paid is less than the fair value of the net assets acquired.
The business combination is recognised using preliminary amounts, if it is only possible to make a preliminary determination of the fair value of the assets, liabilities and contingent liabilities. Any adjustments arising from completion of the valuation process are recognised within twelve months of the acquisition and the comparatives are restated.
After its initial recognition, goodwill is carried at cost net of the accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group's cash-generating units expected to benefit from the synergies of the combination, regardless of whether other assets or liabilities of the acquiree are assigned to said units.
If goodwill has been allocated to a cash-generating unit and the entity disposes of an operation within that unit, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the profit or loss on disposal. The goodwill associated with the operation disposed of is measured based on the relative values of the disposed operation and the portion of the cashgenerating unit retained.
Business combinations are accounted for using the acquisition method in accordance with IFRS 3. At the effective acquisition date, the assets and liabilities part of the transaction are recognised at their fair value, except for deferred tax and assets or liabilities related to employee benefits that are recognised in accordance with the relevant accounting standards. Acquisition-related expenses are recognised in profit and loss.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fair value. This is except for the following which are measured in accordance with the relevant accounting standards:
An associate is a company over which the Group exercises significant influence. Significant influence means the power to participate in the determination of the financial and management policies of the associated company without having control or joint control.
Investments in associated companies are initially recognised at cost and adjusted for any impairment.
Any positive difference arising at the time of acquisition from third parties between the purchase cost and the Group's share of the fair value of equity is included in the carrying amount of the investment.
The profits and losses and assets and liabilities of associated companies are recorded in the consolidated financial statements using the equity method, except where the investments have been classified as held for sale.
Under this method, investments in associated companies are initially recognised at cost. The consolidated financial statements include the Group share of the profits or losses of the associated companies as recognised using the equity method until the date on which significant influence ends. Any changes in the other items of the comprehensive income statement relating to these associated companies are presented as part of the Group's comprehensive income statement. Furthermore, in the event that an associated company or a joint venture recognizes a change with direct attribution to equity, the Group recognizes its share, where applicable, in the statement of changes in equity. Unrealized profits and losses deriving from transactions between the Group and associates or joint ventures are eliminated in proportion to the interest held in the associates or joint ventures.
Following the application of the equity method, the Group assesses whether it is necessary to recognize an impairment of its investment in associated companies.
Upon loss of significant influence over an associate or of joint control over a joint venture, the Group evaluates and recognizes the residual equity investment at fair value. The difference between the book value of the investment at the date of loss of significant influence or joint control and the fair value of the residual investment and the payments received is recognized in the profit and loss statement.
In accordance with IFRS 9, investments in companies other than subsidiaries and associates, constituting non-current financial assets which are not held for trading, are measured at fair value, except in situations where fair value cannot be reliably determined: in such cases, the cost method is adopted. The changes in fair value are recognized in the comprehensive income statement (fair value through other comprehensive income - FVOCI) and without reclassification to the income statement of the profits or losses realized.
For further information on the accounting policy for financial assets, refer to the relevant note ("Financial Assets") included in the Net Financial Position section.
IAS 36 requires intangible assets, property, plant and equipment and investments in associated companies and other entities to be tested for impairment losses.
Accordingly, at least once a year, the Group tests the recoverability of the carrying amount of the above assets. If an impairment loss is identified, the recoverable amount of the asset is estimated in order to determine the extent of the adjustment required. The Group estimates the recoverable amount of the cashgenerating unit to which the asset belongs, when it is not possible to estimate the recoverable amount of an individual asset.
The recoverable amount of an asset is the higher of fair value less costs to sell and value in use. The value in use of an asset is estimated by discounting estimated future cash flows after taxes to their present value at a discount rate that reflects the time value of money and the asset specific risks.
An impairment loss is recognised if the recoverable amount is less than carrying amount. If impairment is subsequently reduced or reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment adjustment been recognised. This is except for goodwill in relation to which impairment adjustments cannot be reversed. A reversal of an impairment adjustment is recognised immediately in profit and loss.
Inventories of finished goods are recognised at the lower of purchase cost including ancillary expenses and
realisable value, as estimated based on market trends. Cost is determined based on specific cost.
When the realisable value of inventories is lower than their purchase cost, impairment is charged directly to the unit value of the article in question.
Receivables are measured at amortized cost which coincides with their estimated realisable value. The nominal amount of receivables is brought into line with estimated realisable amount by means of a provision for doubtful accounts, taking account of the specific circumstances of each debtor.
Receivables due from customers involved in insolvency proceedings are written off in full or written down to the extent that ongoing legal action indicates they are partially collectible.
Payables are stated at nominal amount.
The Group factors trade receivables on a non-recourse basis with various factoring companies. In accordance with IFRS 9, factored assets may be derecognised only when the associated risks and rewards have been substantially transferred. Accordingly, receivables factored without recourse that include provisions limiting the transfer of these risks and rewards at the time of the transaction, such as deferred payments or deductibles by the transferor, or that imply continued significant exposure to the trend in inflows deriving from the receivables, remain in the consolidated financial statements even though said receivables have been transferred. An amount equal to the sums advanced for factored receivables not yet collected is therefore recognised in the consolidated financial statements under other current financial liabilities.
Employee termination indemnities (trattamento di fine rapporto or TFR) - mandatory for Italian companies pursuant to Art. 2120 of the Civil Code - constitute deferred compensation and depend on the employees' period of employment and the amount of compensation received while in service.
Effective January 1 st , 2007, significant changes were made to Italian law governing the TFR. These changes included the choice given to employees to decide where to allocate their TFR entitlement accruing (in supplementary pension schemes or in the "Treasury Fund" managed by the Social Security agency INPS). Thus, the obligation towards INPS and the payments to supplementary pension schemes qualify as defined contribution plans while the amounts remaining in TFR, in accordance with IAS 19, retain their status as defined benefit plans.
In accordance with the amendment to IAS 19, actuarial gains and losses are recognised in the comprehensive income statement as items that will not be subsequently reclassified to profit or loss and in equity under other reserves.
The valuation of other long-term benefits does not generally present the same degree of uncertainty as the
valuation of post-employment benefits. For this reason, IAS 19 requires a simplified method of accounting for such benefits. Unlike the accounting required for post-employment benefits, this method does not recognize revaluations in the other components of the comprehensive income statement.
For other long-term employee benefits, the Group shall recognize the net total of the retirement cost in profit or loss.
The Group creates provisions for risks and charges when it has legal or constructive obligations to third parties whose exact amount and/or timing is uncertain and/or it is probable that the Group will have to employ resources to fulfil the obligation and the amount can be reliably estimated. The provisions are adjusted periodically to reflect any increases/decreases in the estimated amount of the liability.
Changes in estimates are recognised in the profit and loss statement for the period in which the change occurs.
Current and non -current financial assets and current and non-current financial liabilities are recognised in accordance with IFRS 9 – Financial Instruments.
Cash and cash equivalents include cash on hand, bank deposits, mutual fund units, other highly negotiable securities and other financial assets recognised as available-for-sale.
Current financial assets and securities are recorded based on their trading date.
Upon initial recognition, financial assets are classified, as appropriate, based on the subsequent measurement methods, i.e. at amortized cost, at fair value recognized in the OCI comprehensive income statement and at fair value recognized in the profit and loss statement.
The classification of financial assets at the time of initial recognition depends on the characteristics of the contractual cash flows of the financial assets and on the business model that the Group uses to manage them. With the exception of trade receivables which do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially values a financial asset at its fair value plus the transaction costs, in the case of a financial asset that is not at fair value recognized in profit and loss.. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are valued at the transaction price.
For the purposes of subsequent evaluation, financial assets are classified into four categories:
with reclassification of accumulated profits and losses (debt instruments);
Financial assets at amortized cost are subsequently valued using the criterion of effective interest and are subject to impairment. Profit and losses are recognized in the profit and loss statement when the asset is eliminated, modified or revalued.
For assets from debt instruments measured at fair value through OCI, interest income, changes for exchange differences and losses in value, together with write-backs, are recognized in the profit and loss statement and are calculated in the same way as financial assets measured at amortized cost. The remaining variations of fair value are recognized in OCI. At the time of elimination, the cumulative change in fair value recognized in OCI is reclassified in the profit and loss statement.
Upon initial recognition, the Group can irrevocably choose to classify its own equity investments as equity instruments recognized at fair value through OCI when they meet the definition of equity instruments pursuant to IAS 32 "Financials Instruments: Presentation" and are not held for trading. The classification is determined for each instrument.
Profit and losses on these financial assets are never reversed to the profit and loss statement. Dividends are recognized as other revenues in the profit and loss statement when the right to payment has been approved, except when the Group benefits from such income as a recovery of part of the cost of the financial activity, in which case such profits are recognized in OCI. Equity instruments registered at fair value recognized in OCI are not subject to impairment test.
Financial assets measured at fair value through profit and loss are recognized in the balance sheet prospectus at fair value and the net changes in fair value recognized in the profit and loss for the fiscal year.
Investments in financial assets can be derecognized (derecognition process) only when the contractual rights to receive the financial flows deriving from the investments have expired (e.g. final repayment of subscribed bonds) or when the Company transfers the financial asset and all the risks and benefits associated with it.
Financial liabilities include financial payables as well as other financial liabilities, including liabilities deriving from the market value valuation of derivative instruments, if negative.
Financial liabilities are classified, at the time of initial recognition, among financial liabilities at fair value through profit or loss or at amortized cost.
All financial liabilities are initially recognized at fair value plus the transaction costs directly attributable to them if they are to be measured at amortized cost.
For the purposes of subsequent evaluation, financial liabilities are classified into two categories:
Liabilities held for trading are all those assumed with the intent of extinguishing or transferring them in the short term. This category includes derivative financial instruments subscribed by the Group which are not designated as hedging instruments in a hedging relationship defined by IFRS 9.
Profit or losses on liabilities held for trading are recognized in the profit and loss statement for the fiscal year.
This represents the most relevant category for the Group. After the initial recognition, the loans are measured at amortized cost using the effective interest rate method. The profits and losses are recognized in the profit and loss statement when the liability is extinguished, as well as through the depreciation process.
The amortized cost is calculated by noting the discount or premium on the acquisition and the fees or costs that they are an integral part of the effective interest rate. Amortization at the effective interest rate is included in the profit and loss statement under finance costs.
A financial liability is canceled when the obligation underlying the liability is extinguished, canceled or fulfilled. Where an existing financial liability was replaced by another of the same lender, under substantially different terms, or the terms of an existing liability are substantially modified, such exchange or modification is treated as a write-off of the original liability, accompanied by the recognition of a new liability, with registration in the profit and loss statement for the fiscal year of any differences between the book values.
Fair value represents the consideration for which an asset could be exchanged or that should be paid to transfer the liability (exit price) in a free transaction between informed and independent parties. In the case of stocks traded on regulated markets, the fair value is determined with reference at the market price
recorded (bid price) at the end of trading on the closing date of the period.
If the market price is not available, the fair value of the financial instruments is measured with the more appropriate valuation techniques, such as, for example, the analysis of discounted cash flows carried out with market information available at the closing date of the period.
Purchases or sales settled according to market prices are recognized according to the trade date which corresponds to the date on which the Group undertakes to buy or sell the asset. Should the fair value be not reliably determined, the financial asset is valued at cost, with indication in the explanatory notes of its type and related reasons.
The new hedge accounting requirements of IFRS 9 have confirmed the existence of three types of hedging. Nonetheless, greater flexibility has been introduced with regard to the types of transaction that qualify for hedge accounting. Specifically, the types of instruments that qualify as hedging instruments and the types of risk components relating to non-financial elements that are eligible for hedge accounting have been extended. Moreover, the effectiveness test has been replaced with an "economic relationship" principle. Also, the retrospective determination of the effectiveness of the hedge is no longer required.
IFRS 9 requires that income and expenses resulting from hedges be recognised as adjustments to the initial carrying amount of the hedged non-financial items (basis adjustments). Moreover, transfers from the hedging reserve to the initial carrying amount of the hedged item are not reclassification adjustments in terms of IAS 1 - Presentation of Financial Statements. Hedging income and losses subject to basis adjustments are classified as amounts that will not subsequently be recycled through profit and loss for the year or in other components of comprehensive income. This is consistent with the practice followed by the Group prior to adoption of IFRS 9.
As in prior years, the Group has designated the change in the fair value of the entire forward contract, including forward points, as a hedging instrument, when a forward contract is used in a cash flow hedge or a fair value hedge relationship.
When option contracts are used to hedge highly probable, planned operations, the Group designates only the intrinsic value of the options as a hedging instrument. Under IAS 39, changes in the fair value of the time value of the option (the part not designated) were immediately recorded in profit (loss) for the period. Under IFRS 9, changes in the time value of options relating to the hedged item are recognised as other items of comprehensive income and accumulated in the hedging reserve in equity. Amounts accumulated in equity are either recycled in profit and loss for the period when the hedged item affects profit and loss for the period or removed directly from equity and included in the carrying amount of the non-financial item. IFRS 9 requires that the accounting treatment relating to the non-designated time value of an option be applied retrospectively. This applies solely to hedging relationships that existed as at July 1 st , 2018.
When derivative financial instruments meet the conditions for hedge accounting, they are accounted for as follows:
•Fair value hedge – If a derivative financial instrument is designated as a hedge against changes in the fair value of a recognised asset or liability attributable to a particular risk that may affect profit and loss, the profit or loss arising from subsequent fair value measurement of the hedge is recognised in profit and loss. The profit or loss on the hedged item attributable to the hedged risk adjusts the carrying amount of that item and is recognised in profit and loss.
• Cash flow hedge – If a financial instrument is designated as a hedge against exposure to variations in the cash flows of a recognised asset or liability or a forecast transaction that is highly probable and could affect profit and loss, the effective portion of the profit and loss on the financial instrument is recognised directly in equity. The cumulative profit and loss is transferred from equity to profit and loss in the same period in which the hedged transaction is recognised. The ineffective portion of the profit or loss on the hedging instrument is recognised immediately in profit and loss. If a hedge or a hedging relationship is closed, but the hedged transaction has yet to take place, the profits or losses recognised up to that time in equity are reclassified to profit and loss as soon as the transaction occurs. If the hedged transaction is no longer deemed probable, the profits or losses not yet realised and accounted for in equity are immediately recognised in profit and loss.
If hedge accounting cannot be applied, the profits or losses arising from the fair value measurement of the derivative financial instrument are recognised immediately in profit and loss as interest income/expense or financial income/expense.
The Group recognizes the leased assets liability on the effective date of the leasing contract.
The leased assets liability corresponds to the present value of the minimum payments due for the leasing and unpaid at the effective date, inclusive of those determined on the basis of an index or rate (initially assessed using the index or rate on the date of the contract), as well as any penalties provided for in the event that the duration of the leasing contract ("Lease term") provides for the option for the exercise of early termination of the leasing contract and the exercise of the same is estimated reasonably certain. The present value is determined using the implicit interest rate of the lease.
The leased assets liability is subsequently increased by the interest accruing on it liabilities and less payments made for the lease.
The IFRS 15 standard – Revenue from Contracts with Customers establishes a new revenue recognition model providing for:
Accordingly, revenues from the sale of goods and purchase costs are measured at the fair value of the consideration received or due, taking account of the amount of any returns, bonuses, trade discounts and volume-related rewards.
Revenues are recognised when the obligation to transfer the goods to the customer is fulfilled and the amount of the revenue can be measured reliably. If it is probable that discounts will be granted and the amount can be measured reliably, the discount is recognised as a revenue recognition at the same time as the sale is recognised.
Goods are transferred when the counterparty acquires control of them i.e., when it is able to decide on the use of the asset and to enjoy the benefits. In the case of retail sale, transfer generally occurs at the time of delivery of the goods and upon payment of the consideration by the end consumer. In the case of wholesale sales, transfer normally occurs when the goods arrive at the customer's warehouse.
Revenue and costs relating to services are recognised based on the state of completion of the service at the reporting date. The state of completion is determined based on an assessment of the work done. When the services under a single contract are rendered in more than one reporting period, the consideration is allocated to the various services based on their fair value.
Chargebacks to third parties of costs incurred on their account are recorded as reductions to the related cost.
Costs and other operating expenses are recognised when incurred in accordance with the accrual and matching principles, when they do not produce future economic benefits, or when those benefits do not qualify for recognition as assets.
Advertising costs are recognized in profit and loss upon receipt of the service.
Cost of sales includes the purchase or production cost of products, goods and/or services for resale. It includes all materials and processing costs.
Changes in inventories consist of the change in the period in the gross carrying amount of period end inventories.
Royalties paid for the exploitation of international and Italian licenses are treated as a component of cost of sales.
If royalty advances are wholly recouped, the calculation method involves determining recoupment by multiplying the unit royalty by the quantities sold during the period. In the case of partial recoupment, the degree of recoupment is calculated separately for each contract on the basis of estimated future use.
Dividends received from associated companies (different from subsidiary companies) are recognised when
the right to receive payment is established, provided they derive from the allocation of profits earned subsequent to the acquisition of the associated. Such dividends are deducted from the carrying amount of the equity investment, if they derive from the distribution of reserves generated prior to acquisition.
Interest income and expense are recognised on an accrual basis and are shown separately in the profit and loss statement without being offset.
Income tax includes all taxes computed on the Group companies' taxable income. Income tax is generally recognised in profit and loss, except when it pertains to items debited or credited directly to equity, in which case the tax effect is recognised directly in equity.
Other taxes not related to income, such as those on property and capital, are recognised as other operating costs.
Deferred tax is calculated in accordance with the overall allocation of liability method. It is calculated on all temporary differences between the accounting and tax value of an asset or liability, with the exception of non-deductible goodwill and differences deriving from investments in subsidiaries that are not expected to reverse in the foreseeable future.
Deferred tax assets on tax losses and unused tax credits available for carry forward are recognized to the extent of the likelihood of earning enough future taxable income for these to be recovered. Deferred tax assets and liabilities are computed using the tax rates expected to be in force when the temporary differences are likely to be realized or reversed. Unrecognized deferred taxes are reviewed at each profit and loss statement date and are recognized to the extent of the likelihood of earning enough future taxable income to be recovered. The deferred tax assets and liabilities are determined using the tax rates that are expected to be applicable, in the respective legal systems of the countries in which the Group operates, in the years in which it is foreseen that the temporary differences will be realized or settled.
Deferred taxes relating to items recognized outside the profit and loss statement are also recognized as of outside the profit and loss and, therefore, in equity or in the comprehensive income, consistent with the element to which they refer.
They are classified as non-current assets and liabilities, regardless of the estimated year of use.
Basic earnings per share is calculated by dividing the profit for the period by the number of shares outstanding, excluding treasury shares. Diluted earnings per share is equal to basic earnings per share as e no financial instruments convertible to shares were in issue during the period.
Foreign currency transactions are recognised at the exchange rate in effect on the transaction date. Monetary assets and liabilities denominated in foreign currencies as of the reporting date are translated at the exchange rate in force on that date. Exchange gains and losses generated by the settlement of monetary items or by their translation at rates other than those used upon initial recognition during the year or in prior periods are recognised in profit and loss.
Group employees (including executives) receive part of their remuneration through shares, therefore employees provide services in exchange for shares ("transactions settled with equity instruments"). The cost of transactions settled with equity instruments is determined by fair value at the date in which the assignment is made using an appropriate evaluation method.
This cost, together with the corresponding increase in shareholders' equity, is recognized under payroll costs for the period in which the conditions relating to the achievement of objectives and / or the provision of the service. The cumulative costs recognized for these transactions on the closing date of each exercise up to the vesting date are commensurate with the expiry of the vesting period and the best estimate of the number of equity instruments that will actually vest. The cost or revenue in the profit and loss statement for the fiscal year represents the change in the accumulated cost recorded at the beginning and at the end of the fiscal year.
The terms of service or performance are not taken into consideration when defining the fair value of the plan at the grant date. However, the possible fulfilment of said conditions is considered when defining the best estimate of the number of capital instruments that will vest. Market conditions are reflected in the fair value at the grant date. Any other condition linked to the plan, which does not involve a service obligation, is not considered as a vesting condition. The non-vesting conditions are reflected in the fair value of the plan e involve the immediate accounting of the cost of the plan unless there are also some conditions of service or performance.
No cost is recognized for rights that do not accrue as per unfulfilled performance and / or service conditions. When the rights include a market condition or a condition of non-vesting, these are treated as if they had vested regardless of the fact that the market conditions or other non-vesting conditions to which they are subject are respected or not, it being understood that all other performance and / or service conditions must be met.
If the conditions of the plan are changed, the minimum cost to be recognized is the fair value at the date of assignment in the absence of the modification of the plan itself, on the assumption that the original conditions of the plan are satisfied. In addition, a cost is recognized for each modification that involves an increase in fair value total payment plan, or that is in any case favourable for employees; this cost is valued with the reference to the modification date. When a plan is cancelled by the entity or the counterparty, any remaining element of the plan's fair value is immediately charged to the profit and loss statement.
The effect of the dilution of the options not yet exercised is reflected in the calculation of the profit dilution
per share.
The accounting standards, amendments and IFRS interpretations adopted by the Group in the financial statements for the annual reporting period commencing on July 1 st , 2021 are indicated below:
Accounting standards, amendments and IFRS and IFRIC interpretations endorsed by the European Union but not yet mandatorily applicable and not adopted early by the Group as of June 30th, 2022
IFRS 17 will be in force for the fiscal years starting January 1st, 2023 onwards and will require the presentation of comparative balances. Early application is permitted, in which case the entity must have also adopted IFRS 9 and IFRS 15 on the date of first application of IFRS 17 or earlier. This principle does not apply to the Group;
The amendments will be effective for the fiscal years starting January 1 st , 2023 onwards and must be applied retrospectively. The Group is currently evaluating the impact that the changes will have on the current situation and should it become necessary to renegotiate existing loan agreements;
in May 2020, the IASB published the amendments to IFRS 3 Business Combinations - Reference to the Conceptual Framework. The amendments aim to replace the references to the Framework for the Preparation and Presentation of Financial Statements, published in 1989, with references to the Conceptual Framework for Financial Reporting published in March 2018 without a significant change in the requirements of the standard. The Board also added an exception to the IFRS 3 valuation principles to avoid the risk of potential "next day" losses or gains arising from contingent liabilities and contingent liabilities that would fall within the scope of IAS 37 or IFRIC 21 Levies, if contracted separately. The Board also clarified that the existing guidance in IFRS 3 for potential assets will not be impacted by the update of the references to the Framework for the Preparation and Presentation of Financial Statements. The amendments will be effective for the fiscal years starting January 1 st , 2022 and will apply prospectively;
in May 2020, the IASB published Property, Plant and Equipment Proceeds before Intended Use, which prohibits entities from deducting from the cost of an item of property, plant and equipment, any revenue from the sale of products sold in the period in which this activity is brought to the place or conditions necessary for it to be able to operate in the manner for which it was designed by the management. Instead, an entity records the revenues from the sale of these products and the costs of producing these products in the profit and loss statement. The amendment will be effective for fiscal years starting January 1 st , 2022 onwards and must be applied retrospectively to the Property, plant and equipment made available for use on or after the start date of the period prior to the period in which the entity applies this change for the first time. The Group does not expect any material impacts from these changes;
January 1st, 2022 onwards and early application is permitted. The Group will apply this amendment to financial liabilities that are modified or exchanged subsequently or on the date of the first financial year in which this amendment is applied for the first time. The Group does not expect any material impact from these changes;
sheets. The Board expects that the amendments will reduce the diversity in reporting and align the accounting for deferred taxes on such transactions with the general principle of IAS 12 of recognizing deferred taxes for temporary differences. An entity applies changes to transactions that occur at the beginning or after the beginning of the first comparative period presented. Furthermore, at the beginning of the first comparative period presented, it recognizes the deferred taxes for all temporary differences relating to leasing and disposal obligations and recognizes the cumulative effect of the initial application of the changes as an adjustment to the opening balance of the profits brought to new (or other components of equity, as the case may be) on that date. The amendment will be effective for the fiscal years starting on January 1st, 2023 onwards and early application is permitted. At June 30th, 2022, the amendment is yet to be approved by the European Union;
The preparation of the consolidated financial statements as of June 30th , 2022 and the notes attached requiresthe use of discretionary judgment to make estimates and assumptions with an effect on the carrying amount of assets and liabilities recognised in the consolidated financial statements and on the disclosures relating to contingent assets and liabilities as at the reporting date. These judgements are made based on short- and medium/long-term forecasts that are continuously updated and approved by the Board of Directors prior to all financial reports approval.
The estimates are based on the current available information. They are periodically reviewed, and the effects are reflected in the profit and loss when needed. The actual results effectively realized may be different, even significantly, from the estimated due to changes in the factors considered. Estimates are used to recognise provisions for doubtful accounts and inventories, depreciation and amortization, equity investments, asset impairment, employee benefits, deferred taxes and other provisions and allowances.
The main sources of uncertainty when making estimates regards the recoverable amount of intangible assets, credit losses, inventory impairment, employee benefits, provisions, revenue adjustments, royalties and deferred tax estimates.
Intangible assets are adjusted for impairment when events or a change in circumstances indicate that the carrying amount of an intangible asset is no longer recoverable. Events that may trigger an impairment adjustment include changes to the strategic plan and changes in market prices that lead to poorer expected operational performance and reduced exploitation of trademarks. The decision to proceed with an impairment adjustment and its amount depends on management's assessment of highly uncertain factors, such as future price trends and consumers demand on a global or regional scale.
The Group estimates inventories on a quarterly basis, considering the rapid obsolescence of video games. Impairment adjustments may be recorded in relation to individual products whose market value is lower than their historical cost. Some differences are identified on a cumulative basis and are recognised in the profit and loss in the period.
The estimate of the employee severances requires an assessment of the future cash outflows that may result from the of employees' voluntary and involuntary departure, in relation to their seniority and the revaluation rates these benefits provided by the Italian Law.
The TFR (employee termination severance) was significantly changed during the year ended on June 30th , 2006. Estimating the liability remains complex because a residual portion of indemnities have remained with the Group companies. The Group makes its estimate with assistance from an actuary to assess the necessary parameters.
Following the approval of the "2016-2026 Stock Option Plan", an actuarial measurement is required in accordance with the guidelines contained in IFRS 2 – Share-based payments. An independent professional actuary has been appointed to perform the assessment.
The assessment of the liabilities arising from the introduction of the medium-long term incentive plan approved by the Shareholder's Meeting of June 15th , 2021 is relatively easy. The eventual actuarial component of the estimate, or the possibility that bad leavers will not receive the incentive, was considered as not significant. Therefore, an independent actuary did not assist the Directors in the assessment.
The revenue adjustments estimate involves detailed calculations for which the Group has adopted appropriate procedures.
Revenue adjustments consist of various types of cost. The first part consists of year-end bonuses. The second part reflects the expected credit notes that the Group might have to issue to customers in relation to products remained unsold. In order to prepare the estimate, the management performs an analysis by customer and by product, splitting the risk between price differences and potential returns. The process is run quarterly, on a product-by-product basis, comparing volumes sold to customers with the volumes sold to end consumers. The availability of sales figures by country makes the estimate reliable over time. Many customers submit sales and inventory figures on a weekly basis, thus facilitating the process.
The method used to determine royalties varies depending on the type of contract. The number of contracts that provide for variable royalties with a minimum guaranteed and/or contracts that provide for a fixed development portion has increased over time. For these last two types of contracts, it is necessary to estimate the future benefit that a contract will produce in subsequent quarters in order to match related costs and revenue. This is based on future periods forecasts. The sales forecasts are based on a medium/long-term (five-year) plan which is revised on a six-months basis. When royalties for digital and/or Free to Play products are determined, the five-year revenue plan is revised monthly.
The assessment of deferred tax assets and liabilities has two areas of uncertainty. The first is recoverability comparing the deferred tax assets recognised by each company with the respective business plans. The second is the tax rate to be used that it is assumed remains stable over time and corresponding to the current rates applicable in the different countries where the Group operates and amended if any change will occur.
The companies over which the Group has the power, directly or indirectly, to influence the financial and operating policies of the subsidiary and in such a way as to obtain benefits from its operations, are consolidated
The Group has control and influence if it has:
The closing financial statements of the subsidiaries are included in the consolidated financial statements starting from the date in which control is assumed or stopping when such control ceases to exist. The financial statements of subsidiaries used for the consolidation are prepared as of the same reporting date and adjusted from local GAAP to comply with the accounting standards applied by the Group.
The changes in the shareholding in a subsidiary that do not lead to a loss of control are recognized as equity.
If the Group loses control of a subsidiary, all related assets (including goodwill), liabilities, minority interests and other components of equity are eliminated, while any profit or loss is recognized in the profit and loss statement. Equity will be then recognized at fair value.
Investments in associated companies are initially recognised at acquisition cost and subsequently measured using the equity method.
The Group's reporting currency is the Euro which is also the functional currency of the Parent Company. As at the reporting date, the financial statements of foreign companies with a functional currency other than the Euro are translated into the reporting currency as follows:
Exchange differences arising from the translation process are recognized directly in comprehensive income statement and are shown in the conversion reserve part of the shareholders' equity reserves.
Upon disposal of a foreign company, the portion of the conversion reserve referring to that foreign company is shown in the profit and loss statement. Goodwill deriving from the acquisition of a foreign operation and the adjustments of the fair value net of assets and liabilities deriving from it are accounted for as assets and liabilities of the foreign operation and therefore are expressed in the functional currency of the foreign operations and converted at the year-end exchange rate.
When preparing the consolidated financial statements as of June 30th , 2022, all intercompany assets, liabilities, income and expenses relating to transactions between Group companies were eliminated, as unrealised profits and losses on intercompany transactions.
The tables below provide details of companies consolidated on a line-by-line basis by all the equity method. The respective stock capital is shown in local currency.
| Company name | Operational headquarters |
Country | Capital | % held directly or indirectly |
|---|---|---|---|---|
| Avantgarden S.r.l. | Milan | Italy | € 100,000 | 100% |
| Chrysalide Jeux et Divertissement Inc. Québec City | Canada | 0 | 75% | |
| Digital Bros S.p.A. | Milan | Italy | € 5,706,014.80 | Parent Company |
| Digital Bros Asia Pacific (HK) Ltd. | Hong Kong | Hong Kong | € 100,000 | 100% |
| Digital Bros China (Shenzhen) Ltd. | Shenzhen | China | € 100,000 | 100% |
| Digital Bros Game Academy S.r.l. | Milan | Italy | € 300,000 | 100% |
| Digital Bros Holdings Ltd. | Milton Keynes | UK | £ 100,000 | 100% |
| DR Studios Ltd. | Milton Keynes | UK | £ 60,826 | 100% |
| Game Entertainment S.r.l. | Milan | Italy | € 100,000 | 100% |
| 505 Games S.p.A. | Milan | Italy | € 10,000,000 | 100% |
| 505 Games Australia Pty Ltd. | Melbourne | Australia | AUD \$ 100,000 | 100% |
| 505 Games France S.a.s. | Francheville | France | € 100,000 | 100% |
| 505 Games GmbH | Burglengenfeld | Germany | € 50,000 | 100% |
| 505 Games Interactive Inc. | Calabasas (CA) | USA | \$ 100,000 | 100% |
| 505 Games Japan K.K. | Tokyo | Japan | ¥ 6,000,000 | 100% |
| 505 Games Ltd. | Milton Keynes | UK | £ 100,000 | 100% |
| 505 Games (US) Inc. | Calabasas (CA) | USA | \$ 100,000 | 100% |
| 505 Games Spain Slu | Las Rozas de Madrid | Spain | € 100,000 | 100% |
| Game Network S.r.l. – in liquidation | Milan | Italy | € 10,000 | 100% |
| Game Service S.r.l. | Milan | Italy | € 50,000 | 100% |
| Hawken Entertainment Inc. | Calabasas (CA) | USA | \$ 100,000 | 100% |
| Hook S.r.l. | Milan | Italy | € 100,000 | 100% |
| Kunos Simulazioni S.r.l. | Rome | Italy | € 10,000 | 100% |
| Infinity Plus Two Pty Ltd. | Melbourne | Australia | AUD \$ 100 | 100% |
| Infinite Interactive Pty Ltd. | Melbourne | Australia | AUD \$ 100 | 100% |
| Ingame Studios a.s. | Brno | Czech Republic | Kr 2.000.000 | 60% |
| 505 Mobile S.r.l. | Milan | Italy | € 100,000 | 100% |
| 505 Mobile (US) Inc. | Calabasas (CA) | USA | \$ 100,000 | 100% |
| Rasplata B.V. | Amsterdam | Netherlands | € 1,750 | 60% |
| Seekhana Ltd. | Milton Keynes | UK | £ 18,500 | 60% |
| Supernova Games Studio S.r.l. | Milan | Italy | € 100,000 | 100% |
Equity consolidation method:
| Name | Operational Headquarters |
Country | Capital | % held directly or indirectly |
|
|---|---|---|---|---|---|
| MSE & DB Sl | Tudela | Spain | € 10,000 | 50% | |
| Artractive s.a. | Kraków | Poland | zl 100.000 | 40% |
As of June 30th, 2022 the Group held a 50% stake in the Spanish company MSE & DB S.L. at a book value of Euro 5 thousand and a 40% stake in the Polish company Artactive s.a. at a book value of Euro 9 thousand.
Business combinations are accounted for using the acquisition method provided for by IFRS 3. On the effective date of the acquisition, the assets and liabilities involved in the transaction are recognized at fair value, with the exception of prepaid and deferred taxes and assets and liabilities for employee benefits valued according to the reference standard. Transaction's costs are recognized in the consolidated profit and loss statement.
In July 2021, Digital Bros S.p.A. completed the acquisition of the Czech company Ingame Studios a.s.. The assessment of the fair value of the identifiable assets acquired, and the identifiable liabilities assumed by the Czech company was completed during the period, as required..
The financial position balance at July 1 st, 2021 of the assets and liabilities acquired by the Group adjusted as described are shown below:
| Euro thousand | Financial position balance at July st 1 , 2021 |
Purchase price allocation | Fair value |
|
|---|---|---|---|---|
| Non-current assets | ||||
| 1 | Property, plant and equipment | 534 | 0 | 534 |
| 3 | Intangible assets | 5 | 0 | 5 |
| 6 | Deferred tax assets | 36 | 0 | 36 |
| Total non-current assets (A) | 575 | 0 | 575 | |
| 9 | Trade receivables | 350 | 0 | 350 |
| 10 | Tax receivables | 38 | 0 | 38 |
| 11 | Other current assets | 30 | 0 | 30 |
| 12 | Cash and cash equivalent | 177 | 0 | 177 |
| Total current assets (B) | 595 | 0 | 595 | |
| 21 | Non-current financial liabilities | (271) | 0 | (271) |
| Total non-current liabilities (C) | (271) | 0 | (271) | |
| 22 | Trade payables | (50) | 0 | (50) |
| 23 | Tax payables | (6) | 0 | (6) |
| 25 | Other current liabilities | (153) | 0 | (153) |
| 26 | Current financial liabilities | (57) | 0 | (57) |
| Total current liabilities (D) | (266) | 0 | (266) | |
| Net equity (A+B+C+D) | 633 | 0 | 633 | |
| Consideration for the acquisition | 480 | |||
| Difference | 153 |
The difference between the net equity and the consideration paid for the acquisition generated a balance of
Euro 153 thousand.
The following table provides a reconciliation of the consolidated result for the year and equity as reported to those reported by the Parent Company:
| Euro thousand | Profit (loss) at | Equity | |||
|---|---|---|---|---|---|
| June 30th , 2022 |
June 30th , 2021 |
June 30th , 2022 |
June 30th , 2021 |
||
| Consolidated profit (loss) for the year and net equity |
7,325 | 8,433 | 58,204 | 55,341 | |
| Profit for the year and equity of subsidiaries | 31,887 | 26,268 | 129,702 | 78,831 | |
| Carrying amount of equity investments | 0 | 0 | (35,164) | (34,499) | |
| Consolidation adjustments | |||||
| Impairment of investments in subsidiaries | 679 | 16 | 822 | 462 | |
| Elimination of intercompany profits | (3,692) | (190) | (5,563) | (1,868) | |
| Dividends | (7,500) | (7,500) | 0 | 0 | |
| Other adjustments | (43) | 4,909 | (10,683) | 13,524 | |
| Total consolidation adjustments | (10,556) | (2,765) | (15,424) | 12,119 | |
| Profit for the year and net equity of the Parent Company | 28,656 | 31,936 | 137,318 | 111,791 |
Details are provided below of consolidation adjustments as of June 30th , 2022 and as of June 30th, 2021:
| Euro thousand | Profit (loss) at | Equity | ||
|---|---|---|---|---|
| June 30th , 2022 |
June 30th , 2021 |
June 30th , 2022 |
June 30th , 2021 |
|
| Impairment of Digital Bros S.p.A.'s investment in Game Network S.r.l. | 0 | 16 | 51 | 51 |
| Impairment of Digital Bros S.p.A.'s investment in Digital Bros Game Academy S.r.l. | 323 | 0 | 416 | 93 |
| Impairment of Digital Bros S.p.A.'s investment in 133 W Broadway Inc. |
0 | 0 | 0 | 318 |
| Impairment of Digital Bros S.p.A.'s investment in Seekhana Ltd. | 214 | 0 | 214 | 0 |
| Impairment of 505 Mobile S.r.l.'s investment in Game Entertainment S.r.l. | 142 | 0 | 142 | 0 |
| Total impairment of investments in subsidiaries | 679 | 16 | 822 | 462 |
| Elimination of unrealized profit in inventory | 89 | 172 | (87) | (181) |
| Elimination of margin on internal development contracts |
(3,781) | (362) | (5,476) | (1,687) |
| Total elimination of intercompany profits | (3,692) | (190) | (5,563) | (1,868) |
| Dividends from Kunos Simulazioni S.r.l. | (2,500) | (2,500) | 0 | 0 |
| Dividends from 505 Games S.p.A. | (5,000) | (5,000) | 0 | 0 |
| Total dividends | (7,500) | (7,500) | 0 | 0 |
| Amortization/Allocation of acquisition price of Kunos S.r.l., net of tax effect | (301) | (561) | 185 | 487 |
| Allocation of acquisition price of Rasplata B.V., net of tax effect | 0 | 0 | 1,011 | 1,011 |
| Allocation of acquisition of Australian companies, net of tax effect | (1,356) | (651) | 4,684 | 5,856 |
| Application of IFRS 9 | 38 | (23) | (308) | (346) |
| Deferred tax effect of the revaluation of the Assetto Corsa brand |
1,246 | 6,453 | (16,545) | 6,453 |
| Other items |
330 | (309) | 290 | 63 |
| Total other adjustments | (43) | 4,909 | (10,683) | 13,525 |
| Total consolidation adjustments | (10,556) | (2,765) | (15,424) | 12,119 |
The consolidated balance sheet as of June 30th, 2022 compared to the June 30th, 2021 figures is provided
| below: | |||||
|---|---|---|---|---|---|
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | ||
| Non-current assets | |||||
| 1 | Property, plant and equipment | 10,353 | 8,198 | 2,155 | 26.3% |
| 2 | Investment properties | 0 | 0 | 0 | 0.0% |
| 3 | Intangible assets | 104,089 | 66,776 | 37,313 | 55.9% |
| 4 | Equity investments | 7,511 | 11,190 | (3,679) | -32.9% |
| 5 | Non-current receivables and other assets | 14,072 | 5,089 | 8,983 | n.m. |
| 6 | Deferred tax assets | 12,829 | 11,644 | 1,185 | 10.2% |
| 7 | Non-current financial activities | 18,257 | 18,840 | (583) | -3.1% |
| Total non-current assets | 167,111 | 121,737 | 45,374 | 37.3% | |
| Current assets | |||||
| 8 | Inventories | 4,173 | 5,708 | (1,535) | -26.9% |
| 9 | Trade receivables | 27,781 | 18,283 | 9,498 | 52.0% |
| 10 | Tax receivables | 2,926 | 1,500 | 1,426 | 95.1% |
| 11 | Other current assets | 13,030 | 19,279 | (6,249) | -32.4% |
| 12 | Cash and cash equivalents | 10,961 | 35,509 | (24,548) | -69.1% |
| 13 | Other current financial assets | 329 | 0 | 329 | 0.0% |
| Total current assets | 59,200 | 80,279 | (21,079) | -26.3% | |
| TOTAL ASSETS | 226,311 | 202,016 | 24,295 | 12.0% | |
| Shareholders' equity | |||||
| 14 | Share capital | (5,705) | (5,704) | (1) | 0.0% |
| 15 | Reserves | (22,030) | (23,016) | 986 | -4.3% |
| 16 | Treasury shares | 0 | 0 | 0 | 0.0% |
| 17 | Retained earnings | (108,160) | (82,181) | (25,979) | 31.6% |
| Equity attributable to the shareholders | |||||
| of the Parent Company | (135,895) | (110,901) | (24,994) | 22.5% | |
| Equity attributable to non-controlling interests |
(1,423) | (890) | (533) | 59.9% | |
| Total net equity | (137,318) | (111,791) | (25,527) | 22.8% | |
| Non-current liabilities | |||||
| 18 | Employee benefits | (761) | (719) | (42) | 5.8% |
| 19 | Non-current provisions | (81) | (81) | 0 | 0.0% |
| 20 | Other non-current payables and liabilities | (1,954) | (5,415) | 3,461 | -63.9% |
| 21 | Non-current financial liabilities | (15,213) | (11,694) | (3,519) | 30.1% |
| Total non-current liabilities | (18,009) | (17,909) | (100) | 0.6% | |
| Current liabilities | |||||
| Trade payables | (52,125) | (47,193) | (4,932) | 10.5% | |
| 22 | Tax payables | (3,575) | (10,782) | 7,207 | -66.8% |
| 23 24 |
Short term provisions | 0 | 0 | 0 | 0.0% |
| 25 | Other current liabilities | (4,657) | (9,932) | 5,275 | -53.1% |
| 26 | Current financial liabilities | (10,627) | (4,409) | (6,218) | n.m. |
| Total current liabilities | (70,984) | (72,316) | 1,332 | -1.8% | |
| TOTAL LIABILITIES | (88,993) | (90,225) | 1,232 | -1.4% | |
| TOTAL NET EQUITY AND LIABILITIES |
(226,311) | (202,016) | (24,295) | 12.0% |
89
Property, plant and equipment increased from Euro 8,198 thousand to Euro 10,353 thousand, due to Euro 4,293 thousand additions, partially offset by lower disposals for Euro 185 thousand and depreciation for Euro 2,158 thousand. The following tables details movements in the current and previous reporting periods:
| Euro thousand | July 1st , 2021 |
Investments | Disposals | Translation differences |
Deprec'n | Use of accum. dep'n |
June 30th , 2022 |
|---|---|---|---|---|---|---|---|
| Industrial buildings | 6,719 | 2,580 | 0 | (1,619) | 0 | 7,680 | |
| Land | 635 | 0 | 0 | 0 | 0 | 0 | 635 |
| Indust. and comm. equipment |
523 | 1,184 | (84) | 20 | (341) | 84 | 1,386 |
| Other assets | 321 | 529 | (101) | 0 | (198) | 101 | 652 |
| Total | 8,198 | 4,293 | (185) | 20 | (2,158) | 185 | 10,353 |
| Euro thousand | July 1st , 2020 |
Investments | Disposals | Translation differences |
Deprec'n | Use of accum. dep'n |
June 30th , 2021 |
|---|---|---|---|---|---|---|---|
| Industrial buildings | 7,257 | 829 | 0 | 0 | (1,367) | 0 | 6,719 |
| Land | 635 | 0 | 0 | 0 | 0 | 0 | 635 |
| Indust. and comm. equipment |
493 | 244 | 0 | 0 | (214) | 0 | 523 |
| Other assets | 452 | 64 | (46) | (5) | (190) | 46 | 321 |
| Total | 8,837 | 1,137 | (46) | (5) | (1,771) | 46 | 8,198 |
Industrial buildings increased by Euro 2,580 thousand as a result of the application of the IFRS 16 to the rental contracts of:
Land included the land where the logistic facilities are based in Trezzano sul Naviglio. Its value is Euro 635 thousand.
The investments in Industrial and commercial equipment amounted to Euro 1,184 thousand and are made by Euro 442 thousand and Euro 242 thousand to the office automation equipment of Chrysalide Jeux et Divertissement Inc. and Ingame Studios a.s. respectively. The remaining Euro 500 thousand are office automation equipment investments by other Group companies.
The investments in Other assets are Euro 220 thousand and Euro 176 thousand to the improvements made to the English subsidiaries' new headquarters and to Ingame Studios a.s.'s offices, respectively.
Gross amount of property, plant and equipment
| Euro thousand | st July 1 , 2021 |
Investments | Disposals | Forex translation differences |
June 30th , 2022 |
|---|---|---|---|---|---|
| Industrial buildings | 10,674 | 2,580 | 0 | 0 | 13,254 |
| Land | 635 | 0 | 0 | 0 | 635 |
| Plant and machinery | 24 | 0 | 0 | 24 | |
| Industrial & commercial equipment | 4,859 | 1,184 | (84) | 20 | 5,979 |
| Other assets | 2,678 | 529 | (101) | 0 | 3,106 |
| Total | 18,870 | 4,293 | (185) | 20 | 22,999 |
Accumulated depreciation
| Euro thousand | st July 1 , 2021 |
Depreciation | Disposals | June 30th, 2022 |
|---|---|---|---|---|
| Industrial buildings | (3,955) | (1,619) | 0 | (5,573) |
| Land | 0 | 0 | 0 | 0 |
| Plant and machinery | (24) | 0 | 0 | (24) |
| Industrial & commercial equipment | (4,336) | (341) | 84 | (4,594) |
| Other assets | (2,357) | (198) | 101 | (2,454) |
| Total | (10,672) | (2,158) | 185 | (12,646) |
Gross amount of property, plant and equipment
| Euro thousand | st July 1 , 2020 |
Additions | Disposals | Forex translation differences |
June 30th , 2021 |
|---|---|---|---|---|---|
| Industrial buildings | 9,845 | 829 | 0 | 0 | 10,674 |
| Land | 635 | 0 | 0 | 0 | 635 |
| Plant and machinery | 24 | 0 | 0 | 0 | 24 |
| Industrial & commercial equipment | 4,615 | 244 | 0 | 0 | 4,859 |
| Other assets | 2,665 | 64 | (46) | (5) | 2,678 |
| Total | 17,784 | 1,137 | (46) | (5) | 18,870 |
Accumulated depreciation
| Euro Thousand | st July 1 , 2020 |
Depreciation | Disposals | June 30th, 2021 |
|---|---|---|---|---|
| Industrial buildings | (2,588) | (1,367) | 0 | (3,955) |
| Land | 0 | 0 | 0 | 0 |
| Plant and machinery | (24) | 0 | 0 | (24) |
| Industrial & commercial equipment | (4,122) | (214) | 0 | (4,336) |
| Other assets | (2,213) | (190) | 46 | (2,357) |
| Total | (8,947) | (1,771) | 46 | (10,672) |
Intangible assets increased by Euro 37,313 thousand net of the amortization for the period, as part of the significant investment plan undertaken by the Group to pursue its growth.
Intangible assets increased from Euro 66,776 thousand to Euro 104,089 thousand. All of the intangible assets recognized by the Group have limited useful lives.
The increase of the item is also due to the fact that all advances paid for the most recently signed contracts are now classified among intangible assets, following the digitalization of the video games market that allows for the longer term exploitation, and even if the transfer of the intellectual property to the Group is not happening, they are now classified as intangible assets.
| Euro thousand | July st 1 , 2021 |
Investments | Disposals | Recl. | Impair ment Adj. |
Forex trans lation diff. |
Amort'n | June 30th , 2022 |
|---|---|---|---|---|---|---|---|---|
| Concessions and licenses | 33.467 | 7.214 | 0 | 12.885 | (1.099) | (18) | (16.428) | 36.021 |
| Trademarks and sim. rights |
1.330 | 6 | 0 | 0 | 0 | 0 | (433) | 903 |
| Other assets | 34 | 6 | 0 | 0 | 0 | 0 | (11) | 29 |
| Assets in development | 31.945 | 45.410 | 0 | (10.219) | 0 | 0 | 0 | 67.136 |
| Total | 66.776 | 52.636 | 0 | 2.666 | (1.099) | (18) | (16.872) | 104.089 |
The following tables show the movements in the current and the previous reporting periods:
| Euro thousand | July st 1 , 2020 |
Investments | Disposals | Recl. | Impair ment Adj. |
Forex trans lation diff. |
Amort'n | June 30th , 2021 |
|---|---|---|---|---|---|---|---|---|
| Concessions and licenses | 11.212 | 16.715 | 0 | 27.596 | 0 | (14) | (22.042) | 33.467 |
| Trademarks and sim. rights | 1.455 | 0 | 0 | 652 | 0 | 0 | (777) | 1.330 |
| Other assets | 34 | 10 | 0 | 0 | 0 | 0 | (10) | 34 |
| Assets in development | 20.547 | 39.096 | 0 | (25.843) | (1.855) | 0 | 0 | 31.945 |
| Total | 33.248 | 55.821 | 0 | 2.405 | (1.855) | (14) | (22.829) | 66.776 |
Impairment adjustments amounted to Euro 1,099 thousand and related to some videogames for which the value of the historical cost will not be recoverable due to lower than expected results.
Assets in development included the costs incurred by the Group to develop intellectual property from third parties and the cost for the development of video games by the Group's internal studios that had not yet been completed at the reporting date. Details by company are shown below:
| Euro thousand | June 30th, 2022 |
|---|---|
| Dr Studios Ltd. | 5,902 |
| Ingame Studios a.s. | 5,050 |
| Chrysalide Jeux et Divertissement Inc. | 3,295 |
| Kunos Simulazioni S.r.l. | 2,162 |
| Supernova Games S.r.l. | 1,067 |
| Avantgarden Games S.r.l. | 748 |
| Total assets in development by internal studios | 18,224 |
| Total assets in development for third-parties IPs | 20,872 |
| Total assets in development | 39,096 |
The total capital expenditure on intangible assets during the period is shown below, together with comparative figures of the previous year:
| Euro thousand | June 30th, 2022 | June 30th, 2021 |
|---|---|---|
| Premium Games rights | 6,563 | 16,490 |
| Management systems | 651 | 225 |
| Total investments on concessions and licences | 7,214 | 16,715 |
| Total investments on trademarks | 6 | 0 |
| Total investments on other intangible assets | 6 | 10 |
| Internal development contracts in progress | 14,163 | 2,516 |
| Assets in progress | 31,247 | 36,580 |
| Total investments to assets in development | 45,410 | 39,096 |
| Total investments on intangible assets | 52,636 | 55,821 |
Total equity investments decreased by Euro 3,679 thousand as detailed below:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| MSE&DB Sl | 5 | 5 | 0 |
| Artactive S.A. | 9 | 0 | 9 |
| Total investments in associated companies | 14 | 5 | 9 |
| Starbreeze AB - A shares | 5,180 | 7,635 | (2,455) |
| Starbreeze AB - B shares | 1,926 | 3,097 | (1,171) |
| Unity Software Inc. | 0 | 171 | (171) |
| Noobz from Poland S.A. | 391 | 282 | 109 |
| Total other investments | 7,497 | 11,185 | (3,688) |
| Total equity investments | 7,511 | 11,190 | (3,679) |
Changes of the investments in associated companies are described in the Directors' Report.
The decrease in total other investments were:
• Euro 282 thousand increase relating to the fair value of the 70,000 Unity Software Inc. shares (listed on the Warsaw Stock Exchange New Connect segment), with allocation to an equity reserve of the difference between the carrying amount and the fair value as of June 30th, 2022 as they are financial instruments classified in OCI.
Total non-current receivables and other assets amounted to Euro 14,072 thousand and increased by Euro 8,983 thousand compared to June 30th, 2021:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change |
|---|---|---|---|
| Receivable from Starbreeze AB | 13,151 | 4,227 | 8,924 |
| Guarantee deposits – office rental for Italian companies | 635 | 635 | 0 |
| Guarantee deposits – office rental for non-Italian companies | 281 | 222 | 59 |
| Guarantee deposits – other | 5 | 5 | 0 |
| Total non-current receivables and other assets | 14,072 | 5,089 | 8,983 |
As of June 30th, 2022, the receivable from Starbreeze AB amounted to Euro 13,151 thousand and were made by:
The remaining part of non-current assets is made by security deposits for contractual obligations.
Deferred tax assets are calculated on taxes loss carryforwards and on temporary differences between the carrying value and the tax value. They have been estimated at the tax rates expected in the period when the assets will be realized or settled. As of June 30th, 2022, the balance was Euro 12,829 thousand, increased by Euro 1,185 thousand compared to June 30th , 2021.
The following table contains a breakdown of the Group's deferred tax assets between Italian companies, non-Italian companies and consolidation adjustments:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Italian companies | 2,468 | 2,373 | 95 |
| Non-Italian companies | 3,566 | 3,484 | 82 |
| Consolidation adjustments | 6,795 | 5,787 | 1,008 |
| Total deferred tax assets | 12,829 | 11,644 | 1,185 |
The following table provides details of temporary differences of the Italian companies as of June 30th, 2022 and June 30th, 2021:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Provision for doubtful accounts | 708 | 648 | 60 |
| Other liabilities | 4,154 | 8,515 | (4,361) |
| Actuarial differences | 21 | 58 | (38) |
| Costs not deducted in prior years | 2,119 | 415 | 1,704 |
| Taxes loss carryforwards | 396 | 396 | 0 |
| Reserve for IFRS securities valuation | 2,542 | (1,113) | 3,654 |
| Taxable reserve for IFRS 9 application | 5 | 5 | 0 |
| Reserve for derivatives hedge accounting | (317) | 0 | (317) |
| Total differences | 9,628 | 8,925 | 703 |
| IRES tax rate | 24,0% | 24,0% | |
| Deferred tax assets for IRES | 2,311 | 2,142 | 169 |
| Deferred tax assets for IRAP | 158 | 231 | (73) |
| Total deferred tax assets of Italian companies | 2,468 | 2,373 | 95 |
The deferred tax assets of the non-Italian subsidiaries are as follows:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
|---|---|---|
| Deferred tax assets for losses of 505 Games Spain Sl | 8 | 17 |
| Deferred tax assets for losses of the Australian subsidiaries | 1,533 | 1134 |
| Deferred tax assets for temporary differences of 505 Games (US) Inc. | 1,842 | 2,141 |
| Deferred tax assets for temporary differences of 505 Games Interactive | 15 | 27 |
| Deferred tax assets for temporary differences of 505 Games Mobile US | 28 | 56 |
| Deferred tax assets for temporary differences of Hawken Inc. | 6 | 61 |
| Deferred tax assets for losses of Rasplata BV | 134 | 47 |
| Total deferred tax assets of non-Italian subsidiaries | 3,566 | 3,483 |
Deferred tax assets of non-Italian subsidiaries related to temporary differences assuming their entire recoverability, based on the approved business plans and forecasts. It is expected that each subsidiary will generate enough future taxable income to enable the full recovery of the temporary differences.
The total consolidation adjustments increased by Euro 1,008 thousand from Euro 5,787 thousand to Euro 6,795 thousand and it is made by the tax effect relating to the consolidation of internally developed products.
Inventories was made by finished products for resale. The following table contains a breakdown of inventories by segment:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Italian Distribution inventories | 2,892 | 3,774 | (882) |
| Premium Games inventories | 1,281 | 1,934 | (653) |
| Total inventories | 4,173 | 5,708 | (1,535) |
Total inventories decreased by Euro 1,535 thousand, from Euro 5,708 thousand to Euro 4,173 thousand as of June 30th, 2021, in line with the decrease in retail revenues.
Trade receivables were as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Receivables from customers - Italy | 1,413 | 1,671 | (258) |
| Receivables from customers - EU | 2,964 | 3,417 | (453) |
| Receivables from customers - Rest of the world | 24,319 | 14,020 | 10,299 |
| Total receivables from customers | 28,696 | 19,108 | 9,588 |
| Provision for doubtful accounts | (915) | (825) | (90) |
| Total trade receivables | 27,781 | 18,283 | 9,498 |
Total trade receivables totalled Euro 27,781 thousand as of June 30 th , 2022, a Euro 9,498 thousand increase compared to the June 30 th , 2021 balance of Euro 18,283 thousand, due to the increase of the revenues in the last quarter of the fiscal year. Total receivables from customers are reported net of an estimate of potential credit notes to be issued by the Group for price protection or returns.
The following table contains an analysis of receivables from customers as of June 30th, 2022 by due date, together with comparative figures as of June 30th, 2021:
| Euro thousand | June 30th , 2022 |
% of total | June 30th , 2021 |
|||||
|---|---|---|---|---|---|---|---|---|
| Current | 27,157 | 98% | 18,004 | 94% | ||||
| 0 -30 days overdue281 |
1% | 185 | 1% | |||||
| 30 - 60 days overdue | 34 | 0% | 0 | 0% | ||||
| 60 - 90 days overdue | 30 | 0% | 3 | 0% | ||||
| > 90 days overdue | 279 | 1% | 916 | 5% | ||||
| Total receivables from customers | 27,781 | 100% | 19,108 | 100% |
The provision for doubtful accounts increased by Euro 90 thousand from Euro 825 thousand as of June 30 th , 2021 to Euro 915 thousand as of June 30th, 2022. The provision for doubtful accounts is estimated based on both a detailed analysis of each single debtor and the application of the IFRS 9.
Total tax receivables are analysed as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Receivables under domestic tax group consolidation | 248 | 0 | 248 |
| VAT receivable | 467 | 1,038 | (571) |
| Tax credit for foreign tax withholdings | 325 | 118 | 206 |
| Other tax receivables | 1,886 | 344 | 1,543 |
| Total tax receivables | 2,926 | 1,500 | 1,426 |
Total tax receivables increased by Euro 1,426 thousand, from Euro 1,500 thousand as of June 30th, 2021 to Euro 2,926 thousand at June 30th, 2022, mainly due to the Euro 1,233 thousand tax incentives recognized by the British government for the development of video games to the subsidiary Studios Ltd..
Total other current assets were advances paid to suppliers, employees and sales representatives. They decreased from Euro 19,279 thousand as of June 30th, 2021 to Euro 13,030 thousand as of June 30th, 2022. They are analyzed as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Receivables for video game user licensing rights | 3,264 | 5,112 | (1,848) |
| Advances for video game development operating costs | 6,648 | 11,467 | (4,819) |
| Advances to suppliers | 2,963 | 2,359 | 604 |
| Other receivables | 155 | 341 | (186) |
| Total other current assets | 13,030 | 19,279 | (6,249) |
Receivables for video game user licenses rights were advances paid for licenses not yet exploited or completely exploited as at the reporting date. They decreased by Euro 1,848 thousand over the period to stand at Euro 3,264 thousand. The decrease was the estimated use of the period, in line with the reclassification described above in paragraph 3.Intangible assets of the Notes.
Total advances for video game development operating costs amounted to Euro 6,648 thousand and included advances paid for video game programming services, quality assurance and other operating costs, detailed as follows:
| Euro thousand | June 30th , 2021 |
June 30th , 2020 |
Change |
|---|---|---|---|
| Programming | 3,550 | 8,644 | (5,094) |
| Quality assurance | 1,825 | 1,904 | (79) |
| Other operating costs | 1,273 | 919 | 354 |
| Total advances for video game development operating costs | 6,648 | 11,467 | (4,819) |
Total advances for video game development operating costs decreased by Euro 4,819 thousand compared to June 30th, 2021 due to the use of the fiscal year, in line with revenues realized in the period..
| Euro thousand | Share capital (A) |
Share premium reserve |
Legal reserve |
IAS transition reserve |
Currency translation |
Other reserves |
Total reserves (B) |
Treasury shares (C) |
Retained earnings (Accumulated losses) |
Profit (Loss) for the year |
Total retained earnings (D) |
Equity of parent company shareholders (A+B+C+D) |
Equity of non controlling interests |
Total equity |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total on July 1st, 2021 | 5,704 | 18,486 | 1,141 | 1,367 | (1,339) | 3,361 | 23,016 | 0 | 50,156 | 32,025 | 82,181 | 110,901 | 890 | 111,791 |
| Capital increases | 1 | 21 | 21 | 0 | 22 | 22 | ||||||||
| Allocation of previous year result | 0 | 32,025 | (32,025) | 0 | 0 | 0 | 0 | |||||||
| Dividend paid | 0 | (2,567) | (2,567) | (2,567) | (2,567) | |||||||||
| Other changes | 812 | 812 | 0 | 812 | 423 | 1,235 | ||||||||
| Comprehensive income (loss) | 728 | (2,547) | (1,819) | 28,546 | 28,546 | 26,727 | 110 | 26,837 | ||||||
| th Total on June 30 , 2022 |
5,705 | 18,507 | 1,141 | 1,367 | (611) | 1,626 | 22,030 | 0 | 79,614 | 28,546 | 108,160 | 135,895 | 1,423 | 137,318 |
The detailed changes in equity are shown in the consolidated statement of changes in equity. They can be summarized as follows:
The share capital as of June 30th, 2022 increased by Euro 1 thousand compared to June 30th, 2021 following the exercise of 2,100 shares of the stock option plan and is split into 14,260,837 ordinary shares with a par value of Euro 0.4 each, for a total of Euro 5,705,174.80. No other shares of any nature were issued. There are no rights, liens or restrictions associated with the ordinary shares.
The change in other reserves included Euro 812 thousand to adjust the stock option reserve and negative Euro 2,547 thousand consisting of:
The Reserves, other than those provided by the Law, do not have any specific function.
Digital Bros S.p.A. has approved a stock option plan for the period 2016-2026, providing for a maximum distribution of 800,000 options. On January 20th , 2017 and May 12th , 2017, the Board of Directors approved the assignment of 744,000 options with an exercise price of Euro 10.61 and of 56,000 options with an exercise price of Euro 12.95. All the options will expire on June 30th, 2026.
As of June 30th , 2022, the options in place are 722,900 following the resignations of some beneficiaries in previous years and the exercise of 2,100 options during the reporting period.
Digital Bros S.p.A. applies the vesting conditions by adjusting the total number of outstanding options based on the assessment of those that will actually vest. The options assessed at June 30th, 2022 are no. 640,264 for a stock option reserve of Euro 3,436 thousand.
| Number of options |
ESOP 2016 - 2026 |
|---|---|
| January 1st, 2017 | - |
| Assigned (2017) |
800,000 |
| Expired | - |
| Resignation | (75,000) |
| Exercised | (2,100) |
| Number of options as of June 30th, 2022 | 722,900 |
| Vesting conditions | (82,636) |
| Number of outstanding options assessed at June 30th , 2022 |
640,264 |
Employee benefits reflected the actuarial value at the closing date of the Group's liability to employees, as calculated by an independent actuary. It increased by Euro 42 thousand compared to the prior fiscal year.
The IAS 19 actuarial measurement as of June 30th, 2022 was performed using a discount rate based on the Iboxx Corporate A 10y+ index, in line with the rate used at the previous reporting date. The use of a discount rate based on the Iboxx Corporate AA index would not create a significant difference.
The calculation method can be summarized as follows:
The estimate is based on the Italian companies' reporting date headcount of 104 employees.
The economic and financial parameters used in the actuarial calculation as of June 30th, 2022 were as follows:
The economic and financial parameters used in the actuarial calculation as of June 30th, 2021 were as follows:
The following table shows the changes on the provision for employee termination indemnities in the current and previous reporting periods:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
|---|---|---|
| Provision for employee termination indemnities at July 1st, 2021 | 719 | 659 |
| Utilization of provision for leavers | (49) | (12) |
| Allocated during period | 286 | 288 |
| Restatement for supplementary pension schemes | (153) | (215) |
| Restatement for actuarial measurement | (42) | (1) |
| Provision for employee termination indemnities as of June 30th , 2022 |
761 | 719 |
The Group does not have in place any supplementary pension plans.
Non-current provisions were entirely made of the sales representatives' termination indemnity provision. The balance of Euro 81 thousand as of June 30th , 2022 is unchanged compared to June 30th , 2021.
As of June 30th, 2022 other non-current payables and liabilities amounted to Euro 1,954 thousand and consisted of the portion of the debt due after twelve months for the purchase of the Australian companies. The estimated cost for the 2021-2027 Medium-Long Term Monetary Incentives Plan has been classified as a current liability as the portion of the debt matured as of June 30th, 2022 will be paid within forty five days from the approval of the financial statements at June 30th, 2022 by the Shareholders' Meeting.
Total trade payables amounted to Euro 52,125 thousand as of June 30 th, 2022 and increased by Euro 4,932 thousand compared to June 30th , 2021. They were mostly payables to developers for royalties. Details by geographical area are provided below:
| Euro thousand | June 30th, 2022 | June 30th , 2021 |
Change |
|---|---|---|---|
| Trade payables – Italy | (3,569) | (2,494) | (1,075) |
| Trade payables – EU | (16,091) | (17,507) | 1,416 |
| Trade payables – Rest of world | (32,465) | (27,192) | (5,273) |
| Total trade payables | (52,125) | (47,193) | (4,932) |
Total tax payables decreased by Euro 7,207 thousand from Euro 10,782 thousand as of June 30th, 2021 to Euro 3,575 thousand as of June 30th, 2022. The balance is detailed as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Income taxes payable | (865) | (6,735) | 5,870 |
| Other tax payables | (2,710) | (4,047) | 1,337 |
| Total tax payables | (3,575) | (10,782) | 7,207 |
The prepaid by the Italian companies have almost offset the total debt for the current fiscal year. This lead to a Euro 5,870 thousand decrease in income taxes payable compared to June 30th, 2021.
As of June 30th, 2022, there were no current provisions as in previous periods.
Total other current liabilities amounted to Euro 4,657 thousand and decreasing by Euro 5,274 thousand compared to June 30 th, 2021. Details are provided below:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Amounts due to social security institutions | (512) | (511) | (1) |
| Amounts due to employees | (2,796) | (1,558) | (1,238) |
| Amounts due to contractors | (44) | (43) | (1) |
| Other payables | (1,305) | (7,820) | 6,515 |
| Total other current liabilities | (4,657) | (9,932) | 5,274 |
Amounts due to employees included the holiday accrual at the end of the reporting period, the amounts accrued for the deferred portion of short term bonuses, and the liability relating to the 2021-2027 Medium-Long Term Monetary Incentives Plan that will be paid before the end of December 2022 which represents the reason for the increase.
Other payables mostly included advance payments received from several customers in relation to sublicensing contracts of several intellectual properties owned by the Group. The decrease compared to June 30th, 2021 was due to the payment of a Euro 1,639 thousand portion of the purchase price of the Australian companies due in December 2021 as contractually provided, together with the reduction of the debt new assessment estimated at year end.
The following table contains details of the Group's net financial position as of June 30th , 2022 together with comparative figures as of June 30th , 2021:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | |
|---|---|---|---|---|
| 12 | Cash and cash equivalents | 10,961 | 35,509 | (24,548) |
| 13 | Other current financial assets | 329 | 0 | 329 |
| 26 | Current financial liabilities | (10,627) | (4,409) | (6,218) |
| Current net financial position | 663 | 31,100 | (30,437) | |
| 7 | Non-current financial assets | 18,257 | 18,840 | (583) |
| 21 | Non-current financial liabilities | (15,213) | (11,694) | (3,519) |
| Non-current net financial position | 3,045 | 7,146 | (4,102) | |
| Total net financial position | 3,707 | 38,246 | (34,539) |
The net financial position prepared in accordance with the Guidelines on disclosure requirements pursuant to the regulation on the table issued by ESMA (European Securities and Markets Authority) on March 4 th , 2021 is disclosed below.
The net financial position amounted to Euro 3,707 thousand. As expected, it decreased from Euro 38,246 thousand as of June 30th, 2021, by Euro 34,539 thousand in sync with the significant investment plan implemented by the Group during the fiscal year. Net of the IFRS 16 effect, the net financial position amounted to positive Euro 9,727 thousand as of June 30th, 2022.
Cash and cash equivalents amounted to Euro 10,961 thousand as of June 30 th, 2022, a decrease of Euro 24,548 thousand compared to June 30th, 2021. They have no encumbrances and consist entirely of account deposits available on demand.
Other current financial assets as of June 30th, 2022 amounted to Euro 329 thousand and consisted of the market value at the fiscal year end, in accordance with the provisions of hedge accounting, of the three option contracts subscribed by the Group for a notional value of Euro 1,375 thousand, Euro 4,000 thousand and Euro 15,000 thousand to hedge interest rates changes on the loans granted by UniCredit S.p.A..
Current financial liabilities were made by loans due within a year and other current financial liabilities for a total amount of Euro 10,627 thousand. Details are as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Financial loans due within a year | (8,462) | (3,110) | (5,352) |
| Other current financial liabilities | (2,165) | (1,299) | (866) |
| Total current financial liabilities | (10,627) | (4,409) | (6,218) |
Financial loans amounted to Euro 8,462 thousand were the portion with a maturity within 12 months of:
new investments for the remaining Euro 3,300 thousand. The loan provides for a pre-amortization phase starting from the disbursement date and until 31/01/2022 during which Digital Bros will pay quarterly deferred installments of interest only, and a quarterly capital repayment between 30/04/2022 and 31/01/2025; the loan carries quarterly interest payments based on a variable quarterly rate equal to the Euribor 3 Month rate plus a spread of 0.90 basis points. Digital Bros S.p.A. has stipulated with UniCredit S.p.A. an Interest Rate Options Agreement to hedge the interest rates changes for the duration of the loan, by paying Euro 40 thousand. As of June 30th , 2022 the fair value of the option was positive for Euro 81 thousand;
• a Euro 15 million loan granted by UniCredit S.p.A. to 505 Games S.p.A. on 30/09/2021 to consolidate existing credit lines and working capital. The loan provides for a quarterly capital repayment phase between 31/12/2021 and 30/09/2024; the loan carries quarterly interest payments based on a variable quarterly rate equal to the Euribor 3 Month rate plus a spread of 0.85 basis points. Digital Bros S.p.A. has stipulated with UniCredit S.p.A. an Interest Rate Options Agreement to hedge the interest rates changes for the entire duration of the loan, paying Euro 70 thousand. As of June 30th, 2022 the fair value of the option was positive for Euro 221 thousand.
Other current financial liabilities are detailed as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Pro soluto advances | (12) | (8) | (4) |
| Lease instalments due within a year | (69) | (67) | (2) |
| Fair value of derivatives | (579) | 0 | (579) |
| Lease contracts liabilities | (1,505) | (1,224) | 162 |
| Total current financial liabilities | (2,165) | (1,299) | (423) |
The fair value of derivatives related to the valuation as of June 30th, 2022 of the two contracts signed with UniCredit S.p.A. to hedge the risks of the Yen exchange rates to which the Group is exposed for certain development contracts. Pursuant with the provisions of IAS 39, financial liabilities hedged by derivative instruments have been valued at fair value, in accordance with the provisions of hedge accounting.
Non-current financial assets amounted to Euro 18,257 thousand and consisted entirely of the fair value assessment of the convertible bond issued by Starbreeze AB with a nominal value of SEK 215 million and mature date in December 2024. The Euro 583 thousand decrease compared to June 30th, 2021 is due to the current fair value assessment.
Total non-current financial liabilities included loans due after more than a year and other non-current financial liabilities for a total of Euro 15,213 thousand. Details are provided below:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Loans due after more than a year | (10,646) | (7,858) | (2,788) |
| Other non-current financial liabilities | (4,567) | (3,836) | (731) |
| Total non-current financial liabilities | (15,213) | (11,694) | (3,519) |
As of June 30th, 2022, loans due after more than a year amounted to Euro 10,646 thousand representing the non-current portion of the loans granted to Digital Bros S.p.A. and 505 Games S.p.A. described above.
| Lending institution | Recipient | Issue date |
Total amount of the loan |
Amount due over 12 months |
|---|---|---|---|---|
| UniCredit S.p.A. | Digital Bros S.p.A. | 28/01/2021 | 1,375 | 802 |
| UniCredit S.p.A. | 505 Games S.p.A. | 28/01/2021 | 4,000 | 2,333 |
| Intesa SanPaolo S.p.A. | Digital Bros S.p.A. | 29/01/2021 | 5,000 | 1,261 |
| UniCredit S.p.A. | 505 Games S.p.A. | 30/09/2021 | 15,000 | 6,250 |
| Total loans due after more than a year | 25,375 | 10,646 |
Other non-current financial liabilities amounted to Euro 4,567 thousand. They included Euro 50 thousand of lease repayments due after more than a year and Euro 4,517 thousand due to application of the IFRS 16 accounting standard.
The following table shows finance and operating lease payments by maturity:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change |
|---|---|---|---|
| Within 1 year | 1,574 | 1,291 | 283 |
| 1-5 years | 4,567 | 2,919 | 1,648 |
| More than 5 years | 0 | 917 | (917) |
| Total | 6,141 | 5,127 | 1,014 |
For information purposes only, the following table reports the net financial position in accordance with the Guidelines on disclosure requirements pursuant to the regulation on the prospectus issued by ESMA (European Securities and Markets Authority) on March 4 th , 2021:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | ||
|---|---|---|---|---|---|
| A. | Cash | 10,961 | 35,509 | (24,548) | -69.1% |
| B. | Cash equivalents | 0 | 0 | 329 | 0.0% |
| C. | Other current financial assets | 0 | 0 | 0 | 0.0% |
| D. | Liquidity (A + B + C) | 10,961 | 35,509 | (24,548) | n.m. |
| E. | Current financial debt (included debt instrument, but excluding current portion of non-current financial debt) |
0 | 0 | 0 | 0.0% |
| F. | Current portion of non-current financial debt | 10,627 | 4,409 | 6,218 | n.m. |
| G. | Current financial indebtedness (E + F) | 10,627 | 4,409 | 6,218 | 141.0% |
| H. | Net current financial indebtedness (G - D) | (334) | (31,099) | 30,766 | n.m. |
| I. | Non-current financial liabilities (excluding current portion and debt instruments) |
15,213 | 11,694 | 3,519 | -30.1% |
| J. | Debt instruments | 0 | 0 | 0 | 0.0% |
| K. | Non-current trade and other payables | 0 | 0 | 0 | 0.0% |
| L. | Non-current financial indebtedness (I + J + K) | 15,213 | 11,694 | 3,519 | 30.1% |
| M. | Total financial indebtedness (H + L) | 14,879 | (19,405) | 34,284 | n.m. |
Contractual obligations increased from Euro 76,514 thousand as of June 30th, 2021 to Euro 117,128 thousand as of June 30th, 2022. Obligations are made by the future payments for development and sublicensing contracts signed at the closing date. The increase is in line with the investments plan implemented by the Group in recent years.
The following table contains a breakdown of revenue by operating segment for the period as of June 30th , 2022. The Holding operating segment did not generate revenue:
| Euro thousand | Free to Play | Premium Games |
Italian Distribution |
Other Activities |
Total | |
|---|---|---|---|---|---|---|
| 1 | Gross revenue | 7,132 | 120,308 | 4,043 | 755 | 132,238 |
| 2 | Revenue adjustments | 0 | 0 | 0 | 0 | 0 |
| 3 | Total net revenue | 7,132 | 120,308 | 4,043 | 755 | 132,238 |
As of June 30th, 2021 the breakdown was as follows:
| Euro thousand | Free to Play | Premium Games |
Italian Distribution |
Other Activities |
Total | |
|---|---|---|---|---|---|---|
| 1 | Gross revenue | 10,679 | 134,648 | 4,774 | 602 | 150,703 |
| 2 | Revenue adjustments | 0 | (1,242) | (281) | 0 | (1,523) |
| 3 | Total net revenue | 10,679 | 133,406 | 4,493 | 602 | 149,180 |
The total net revenue is commented in the Directors' Report.
Cost of sales is analysed as follows:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | % |
|---|---|---|---|---|
| Purchase of products for resale | (4,607) | (5,598) | 991 | -17.7% |
| Purchase of services for resale | (6,733) | (10,528) | 3,795 | -36.1% |
| Royalties | (32,586) | (41,322) | 8,736 | -21.1% |
| Changes in inventories of finished products | (1,535) | (2,281) | 746 | -32.7% |
| Total cost of sales | (45,461) | (59,729) | 14,268 | -23.9% |
The Directors' Report contains more detailed analysis of the individual revenues and cost of sales items for each of the Group's operating segments.
Other income amounted to Euro 11,584 thousand, increased by Euro 7,524 thousand due to higher video games productions. It mostly consisted of the capitalization of internal studios development of video games, that, during the reporting period, included:
the development of the new version of Assetto Corsa by the subsidiary Kunos Simulazioni S.r.l.;
the development of a new video game, currently under production, by the subsidiary Chrysalide Jeux et Divertissement Inc.;
Costs for services are analysed as follows:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | % |
|---|---|---|---|---|
| Advertising, marketing, trade fairs and exhibitions | (4,153) | (5,306) | 1,153 | -21.7% |
| Transport and freight | (272) | (420) | 149 | -35.3% |
| Other sales related costs | (202) | (223) | 21 | -9.6% |
| Subtotal: sales related services | (4,627) | (5,949) | 1,323 | -22.2% |
| Sundry insurance | (358) | (364) | 5 | -1.5% |
| Consulting fees | (2,491) | (2,616) | 125 | -4.8% |
| Postage and telegraph | (198) | (211) | 13 | -6.1% |
| Travel and subsistence costs | (411) | (100) | (312) | n.m. |
| Utilities | (261) | (181) | (81) | 44.6% |
| Maintenance | (96) | (88) | (8) | 9.2% |
| Statutory Auditors' fees | (120) | (108) | (11) | 0.0% |
| Subtotal: general services | (3,936) | (3,668) | (269) | 7.3% |
| Total costs for services | (8,562) | (9,617) | 1,054 | -11.0% |
Total costs for services decreased by Euro 1,054 thousand due to lower advertising, marketing, trade fairs and exhibitions costs.
Lease and rental costs amounted to Euro 497 thousand compared to Euro 311 thousand as of June 30th , 2021. As of June 30th, 2022 the item included Euro 401 thousand of expenses relating to the rental of the offices of Group companies and Euro 96 thousand of lease costs for cars and warehouse equipment that do not fall within the scope of application of IFRS 16 because of their modest amount or the short residual duration of the lease.
Payroll costs totalled Euro 33,867 thousand and increased by Euro 9,250 thousand compared to the prior fiscal year. They included the Directors' fees approved by the Shareholders' Meeting, amounts paid to temporary workers and contract staff and the cost of cars assigned to employees. Details below:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | % |
|---|---|---|---|---|
| Wages and salaries | (24,156) | (16,389) | (7,767) | 47.4% |
| Social contributions | (4,629) | (3,860) | (770) | 19.9% |
| Employee termination indemnity | (366) | (293) | (73) | 25.0% |
| Stock option plan | (812) | (329) | (483) | n.m. |
| Directors' fees | (1,493) | (1,522) | 29 | -1.9% |
| Temporary labour and contract staff | (2,329) | (2,141) | (188) | 8.8% |
| Agents' commission | (16) | (19) | 3 | -15.4% |
| Other payroll costs | (65) | (64) | (1) | 1.9% |
| Total payroll costs | (33,867) | (24,617) | (9,250) | 37.6% |
Total payroll costs increased compared to the prior fiscal year due to the higher number of employees, also following the Group most recent acquisitions.
Payroll costs included wages and salaries, social contributions and the employee termination indemnity. They increased by Euro 8,609 thousand compared with the previous fiscal year, while the average cost per employee decreased by 3.8%:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | % |
|---|---|---|---|---|
| Wages and salaries | (24,156) | (16,389) | (7,767) | 47.4% |
| Social contributions | (4,629) | (3,860) | (770) | 19.9% |
| Employee termination indemnity | (366) | (293) | (73) | 25.0% |
| Total payroll costs | (29,151) | (20,542) | (8,609) | 41.9% |
| Average number of employees | 351 | 238 | 113 | 47.5% |
| Average cost per employee | (83.1) | (86.3) | 3.2 | -3.8% |
A breakdown of the Group's workforce by employee category as of June 30th , 2022 is provided in the Directors' Report.
The following table contains details of operating costs, together with prior year comparatives:
| Euro thousand | June 30th, 2022 | June 30th , 2021 |
Change | % |
|---|---|---|---|---|
| Sundry materials costs | (27) | (40) | 13 | -33.2% |
| General & administrative costs | (1,037) | (855) | (182) | 21.3% |
| Entertainment expenses | (12) | (14) | 2 | -14.4% |
| Sundry bank charges | (231) | (261) | 30 | -11.4% |
| Total other operating costs | (1,307) | (1,170) | (137) | 11.7% |
Total other operating costs amounted to Euro 1,307 thousand and remained unchanged compared to the previous year against higher general & administrative costs offset by the decrease in all other items.
Total depreciation, amortization and impairment adjustments included:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | % |
|---|---|---|---|---|
| Depreciation and amortization | (19,030) | (24,600) | 5,569 | -22.6% |
| Asset impairment change | (1,708) | (2,647) | 939 | -35.5% |
| Impairment reversal | 2,570 | 0 | 2,570 | n.m. |
| Total depreciation, amortization and impairment adjustments |
(18,168) | (27,247) | 9,078 | -33.3% |
Total depreciation, amortization and impairment adjustments amounted to Euro 18,168 thousand, decreasing by Euro 9,078 thousand compared to June 30th, 2021. Depreciation and amortization decreased by Euro 5,569 thousand.
The Euro 1,708 thousand asset impairment change related for Euro 1,099 thousand to video games for which it is expected that the value of the assets recorded will not be recoverable due to expected below expectations results, and for Euro 530 thousand to the portions of withholdings subject to of the agreement with the Italian Tax Authorities that were deemed irrecoverable by suppliers.
Impairment reversals consisted almost exclusively of the adjustment of the debt of 505 Games Australia Pty. for the earn-out to be paid in connection with the acquisition of the Australian companies.
The analysis is as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | % | |
|---|---|---|---|---|---|
| 23 | Interest and financial income | 8,349 | 7,666 | 683 | 8.9% |
| 24 | Interest and financial expenses | (4,148) | (3,401) | (747) | 22.0% |
| 25 | Net financial income / (expenses) | 4,201 | 4,265 | (64) | -1.5% |
The net financial income was positive for Euro 4,201 thousand compared to Euro 4,265 thousand registered in the previous fiscal year. This is the result of a Euro 683 thousand increase in interest and financial income and a Euro 747 thousand increase in interest and financial expenses.
Interest and financial income may be analysed as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | % |
|---|---|---|---|---|
| Current exchange gains | 4,649 | 2,995 | 1,654 | 55.2% |
| Financial income | 3,670 | 4,658 | (988) | -21.2% |
| Other | 30 | 13 | 17 | n.m. |
| Total interest and financial income | 8,349 | 7,666 | 683 | 8.9% |
Total interest and financial income increased by Euro 683 thousand due to a Euro 1,654 thousand increase in current exchange gains, partially offset by lower financial income for Euro 3,670 thousand. Financial income included Euro 3,096 thousand due to the restatement of the around USD 20 million loan receivable from Starbreeze AB as acquired for consideration of Euro 100 thousand and Euro 383 thousand fair value measurement of the convertible bond issued by Starbreeze AB.
Interest and financial expenses amounted to Euro 4,148 thousand, increasing by Euro 747 thousand compared to the previous fiscal year due to higher interest expenses on derivative products.
Interest and financial expenses are analysed in detail as follows:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | % |
|---|---|---|---|---|
| Interest expenses on current accounts and trade finance | (50) | (90) | 40 | -44.4% |
| Interest expenses to tax authorities | (80) | 0 | (80) | n.m. |
| Interest expenses on derivative products | (634) | 0 | (634) | n.m. |
| Interest expenses on loans and leases | (185) | (192) | 7 | -3.6% |
| Factoring interest expenses | 0 | (1) | 1 | -80.0% |
| Total interest expenses on sources of finance | (949) | (283) | (666) | -3.6% |
| Currency exchange losses | (3,199) | (3,118) | (81) | 2.6% |
| Interest and financial expenses | (4,148) | (3,401) | (747) | 22.0% |
Current and deferred taxes as of June 30th , 2022 are detailed below:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | % |
|---|---|---|---|---|
| Current taxes | (10,929) | (11,910) | 981 | -8.2% |
| Deferred taxes | (576) | 9,032 | (9,608) | n.m. |
| Total taxes | (11,505) | (2,878) | (8,627) | n.m. |
Total taxes increased by Euro 8,627 thousand due to the Euro 9,608 thousand decrease in deferred taxes. Last fiscal year benefited of the substitute tax on the revaluation of the Assetto Corsa brand.
Current taxes are analyzed in more detail as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | Change | % |
|---|---|---|---|---|
| IRES | (8,405) | (9,154) | 749 | -8.2% |
| IRAP | (2,246) | (1,349) | (897) | 66.5% |
| Current taxes of non-Italian companies | (278) | (657) | 379 | -57.7% |
| Other current taxes | 0 | (750) | 750 | n.m. |
| Total current taxes | (10,929) | (11,910) | 981 | -8.2% |
Last fiscal year other current taxes referred to the substitute tax on the revaluation of the Assetto Corsa brand recognized in the Kunos Simulazioni S.r.l.'s separate financial statements.
IRES for the year was determined as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 |
|---|---|---|
| Taxable income for IRES purposes (A) | 34,429 | 38,167 |
| IRES rate (B) | 24.0% | 24.0% |
| IRES for the period (A)*(B) | (8,263) | (9,160) |
| Taxes relating to prior period | (142) | 6 |
| IRES for the period | (8,405) | (9,154) |
IRES for the period is reconciled with the result reported in the financial statements as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | ||
|---|---|---|---|---|
| Parent Company profit before tax | 7,974 | 9,140 | ||
| IRES rate | 24.0% | 24.0% | ||
| Theoretical taxation | (1,914) | -24.0% | (2,194) | -24.0% |
| Tax effect of non-deductible costs | 1,592 | 20% | 1,689 | 18% |
| Tax effect of utilisation of tax losses not previously utilised |
0 | 0 | ||
| Net tax effect of reversal of deferred tax assets not included in the items above |
(168) | 58 | ||
| IRES on capital gain classified under financial income | 0 | 0 | ||
| Parent Company total IRES | (490) | (446) | ||
| Tax effect of share of profits of subsidiaries | (7,773) | (8,714) | ||
| Prior fiscal year taxation | (142) | 6 | ||
| Taxes on income for the year and effective tax rate | (8,405) | -105% | (9,154) | -100% |
IRAP for the period was determined as follows:
| Euro thousand | June 30th, 2022 | June 30th , 2021 |
|---|---|---|
| Taxable income for IRAP purposes | 33,068 | 33,068 |
| IRAP rate | 3.9% / 5.57% | 3.9% / 5.57% |
| IRAP for the period | (1,743) | (1,349) |
| IRAP relating to prior fiscal year | (503) | 0 |
| IRAP for the period | (2,246) | (1,349) |
Since July 1st, 2020, the Parent Company falls within the scope of application of the 5.57% IRAP rate for industrial holding companies.
The IRAP expense for the fiscal year may be reconciled with the result reported in the financial statements as follows:
| Euro thousand | June 30th, 2022 | June 30th, 2021 | ||
|---|---|---|---|---|
| Operating margin/EBIT of Parent Company | 5,365 | (2,927) | ||
| IRAP rate | 5.57% | 5.6% | ||
| Theoretical IRAP | (299) | -5.57% | 163 | -5.6% |
| Tax effect of non-deductible costs | 111 | 2.1% | (382) | 13.0% |
| Net tax effect of reversal of deferred tax assets not included in above items |
(0) | 21 | ||
| Parent Company total IRAP | (188) | (198) | ||
| Tax effect of share of results of subsidiaries | (1,555) | -29.0% | (1,151) | 39.3% |
| Tax on income for the period and effective tax rate | (1,743) | -32.5% | (1,349) | 46.1% |
Basic earnings per share is determined based on the following figures:
| Euro thousand | June 30th, 2022 | June 30th, 2021 |
|---|---|---|
| Total net result | 28,546 | 32,025 |
| Total average number of shares issued | 14,260,964 | 14,260,837 |
| Earnings per share in Euro | 2.00 | 2.25 |
Basic earnings per share is calculated by dividing the result for the period by the average number of shares in issue (excluding treasury shares).
Following the vesting on July 1 st , 2019 of 216,000 rights to subscribe new shares in terms of the stock option plan 2016/2026 – available on the Company website – diluted earnings per share is calculated as follows:
| Euro thousand | June 30th, 2022 | June 30th , 2021 |
|---|---|---|
| Total net result | 28,546 | 32,025 |
| Total average number of shares in issue | 14,476,837 | 14,476,837 |
| Earnings per share in Euro | 1.97 | 2.21 |
The main financial instruments used by the Group are:
The objective of these instruments is to finance the Group's operating activities.
Parent Company Digital Bros S.p.A. and 505 Games S.p.A. manage all financial risks on behalf of itself and its subsidiaries. This is except for other financial instruments not listed above i.e., trade payables and receivables arising from operating activities for which the financial risk remains the responsibility of each individual subsidiary.
The Group seeks to maintain a balance between short-term and medium/long-term financial instruments in line with prospective trends. Long-term investments are normally financed through medium/long-term credit lines, often dedicated to the individual investment, sometimes in the form of finance leases.
Given the above, medium- and long-term financial payables have a well-distributed range of maturities.
The additional disclosures required by IFRS 7 are provided in the following tables for the years ended June 30th, 2022 and 2021 in order to evaluate the significance of financial instruments to the Group's results and financial position.
| Financial instruments – Assets 30th, 2022 as of June (in Euro thousand) |
FVTPL | Assets at amortized cost |
FVTOCI | Carrying amount 30th as of June , 2022 |
Notes |
|---|---|---|---|---|---|
| Investments | 7,497 | 7,497 | 4 | ||
| Non-current receivables and other assets | - | 13,151 | - | 13,151 | 5 |
| Non-current financial assets | 18,257 | - | - | 18,257 | 7 |
| Trade receivables | - | 27,781 | - | 27,781 | 9 |
| Other current assets | - | 13,030 | - | 13,030 | 11 |
| Cash and cash equivalents | - | 10,961 | - | 10,961 | 12 |
| Current financial assets | - | 329 | - | 329 | 13 |
| Total | 18,257 | 65,252 | 7,497 | 91,006 | |
| Category of financial liabilities in terms of IFRS 9 | |||||
| Financial instruments – Liabilities 30th, 2022 as of June (in Euro thousand) |
FVTPL | Liabilities at amortized cost |
FVTOCI | Carrying amount 30th as of June , 2022 |
Notes |
| Non-current financial liabilities | - | 15,213 | - | 15,213 | 21 |
| Trade payables | - | 52,125 | - | 52,125 | 22 |
| Other current liabilities | - | 1,305 | - | 1,305 | 25 |
| Current financial liabilities | - | 10,627 | - | 10,627 | 26 |
| Total | - | 79,180 | - | 79,180 |
| Financial instruments – Assets 30th, 2021 as of June (in Euro thousand) |
FVTPL | Assets at amortized cost |
Carrying amount 30th as of June , 2021 |
Notes | ||
|---|---|---|---|---|---|---|
| Non-current receivables and other assets | - | 5,089 | - | 5,089 | 5 | |
| Non-current financial assets | 18,840 | - | - | 18,840 | 7 | |
| Trade receivables | - | 18,283 | - | 18,283 | 9 | |
| Other current assets | - | 19,279 | - | 19,278 | 11 | |
| Cash and cash equivalents | - | 35,509 | - | 35,509 | 12 | |
| Current financial assets | - | 0 | - | 0 | 13 | |
| Total | 18,840 | 78,160 | - | 97,000 | ||
| Category of financial liabilities in terms of IFRS 9 | ||||||
| Financial instruments – Liabilities |
FVTPL | Liabilities at | Carrying amount 30th as of June , |
Notes |
| 30th, 2021 (in Euro thousand) as of June |
amortized cost |
FVTOCI | 30th as of June , 2021 |
Notes | |
|---|---|---|---|---|---|
| Non-current financial liabilities | - | 11,694 | - | 11,694 | 21 |
| Trade payables | - | 47,193 | - | 47,193 | 22 |
| Other current liabilities | - | 7,820 | - | 7,820 | 25 |
| Current financial liabilities | - | 4,409 | - | 4,409 | 26 |
| Total | - | 71,116 | - | 71,116 |
The main risks to which the Group is subject are:
The risk of interest rate increases is an effective risk for short-term financial instruments because the Group cannot immediately pass on any interest rate rises by increasing its selling prices.
This risk is mitigated by the Group overall low level of debt and by the adoption of a short-term cash flowing procedure. The Group has subscribed three option contracts for a notional value of Euro 1,375 thousand, Euro 4,000 thousand and Euro 15,000 thousand to hedge interest rates changes on the Euro 1,375 thousand, Euro 4,000 thousand and Euro 15,000 thousand loans granted by UniCredit S.p.A. to the Parent Company and to 505 Games S.p.A on January 28th , 2021, and on September 30th , 2021 to 505 Games S.p.A..
The liquidity risk relates to problems in accessing the credit market.
It often takes several years to develop a video game. This means it is necessary to find additional lines of credit to cover the period between the investment and the return on invested capital after the product launch.
The mitigating factors that can reduce this risk are:
The results of short and medium/long-term planning, currently available funds and funds to be generated by operating activities are expected to enable the Group to fulfil its funding requirements with regard to capex, working capital management and debt repayment at scheduled maturity. They should also be able to determine the Group's funding requirements in good time.
The following table shows the Group's financial obligations by contractual maturity, in the worst-case scenario and using undiscounted amounts, considering the earliest date by which the Group could be asked for payment and providing the number of the relevant note.
| 30th, 2022 Financial liabilities as of June (in Euro thousand) |
Carrying amount |
Within a year |
1 to 2 years |
2 to 3 years | 3 to 4 years | 4 to 5 years | More than 5 years |
Total | Notes |
|---|---|---|---|---|---|---|---|---|---|
| Non-current financial liabilities Current financial liabilities |
15,213 10,627 |
10,627 | 9,257 | 3,755 | 1,106 | 773 | 322 | 15,213 10,627 |
21 26 |
| Total | 25,840 | 10,627 | 9,257 | 3,755 | 1,106 | 773 | 322 | 25,840 |
| 30th, 2021 Financial liabilities as of June |
Carrying | Within a | 1 to 2 | 2 to 3 years | 3 to 4 years | 4 to 5 years | More than 5 | Total | Notes |
|---|---|---|---|---|---|---|---|---|---|
| (in Euro thousand) | amount | year | years | years | |||||
| Non-current financial liabilities Current financial liabilities |
11,694 4,409 |
4,409 | 4,424 | 3,756 | 1,988 | 609 | 917 | 11,694 4,409 |
21 26 |
| Total | 16,103 | 16,807 | 3,400 | 902 | 0 | 0 | 0 | 16,103 |
The Group has sufficient financial resources to satisfy its debt maturing within one year. These financial resources include cash and cash equivalents, unutilised credit facilities totalling around Euro 47 million at the reporting date and cash flows from operating activities.
The Group's exposure in US dollars arising from the operations of its U.S. subsidiaries is mitigated by the fact that the Group is party to a considerable number of game development contracts denominated in that currency. This means that any negative changes in the EUR/USD exchange rate would cause production costs and royalties to increase but would also lead to higher revenues in USD (the reverse also holds true). While preparing the forecast plans, the Group implements models that take into account the different currencies in which the companies operate using forward exchange rates based on reports by independent analysts.
The risk is mitigated by the fact that foreign currency payments are often made in advance. The Group books in advance the actual development costs for a video game and manages to reflect any additional expenses due to exchange rate fluctuation in its selling prices. The Group can also take action to adjust selling prices in order to offset the effect of any exchange rate fluctuation. Another mitigating factor is the possibility of entering into contracts in the same currency so as to mitigate the effect of any negative exchange rate fluctuation.
The Group also adopts a medium and long-term planning procedure.
505 Games S.p.A. has signed three development contracts in Yen against which has stipulated two flexible forward contracts for a total notional of Yen 1,985,600 thousand to partially cover the risks connected to future contractual payments which are equal to Yen 4,164,598 thousand. At June 30th, 2022, the fair value of the instruments was negative for Euro 579 thousand.
During the reporting period, the top ten global customers accounted for around 88.4% of trade receivables while the top 50 customers accounted for 99.7%. Gradual market digitalisation will necessarily lead to a further increase in the level of receivables concentration as sales will be made on marketplaces operating on a global scale. The concentration of revenues on a small number of key customers makes the Group reliant on the decisions made by a handful of companies. Indeed, there is a risk that if a specific product is not selected for purchase, it might not have the necessary visibility on all digital platforms, thus leading to the loss of expected sales potential. In contrast, a product may acquire additional sales potential if it gains particularly favourable positioning.
The concentration of sales on a small number of customers increases the credit risk.
This risk is mitigated by the potential entry of new marketplaces onto the video game digital distribution market and by the high concentration of digital revenues on a handful of marketplaces with high credit ratings (i.e., Sony, Microsoft, Apple, etc).
The following table provides details of receivables from customers by due date as of June 30th, 2022 and June 30th , 2021:
| Euro thousand | June 30th , 2022 |
% on total | % on total | |
|---|---|---|---|---|
| Not overdue | 27,157 | 98% | 18,004 | 94% |
| 0 -30 days overdue | 281 | 1% | 185 | 1% |
| 30 - 60 days overdue | 34 | 0% | 0 | 0% |
| 60 - 90 days overdue | 30 | 0% | 3 | 0% |
| > 90 days overdue | 279 | 1% | 916 | 5% |
| Total receivables from customers | 27,781 | 100% | 19,108 | 100% |
The table below presents the fair value of assets and liabilities based on the calculation methods and models used. Financial assets whose fair value cannot be determined have not been included.
The fair value of bank borrowing has been calculated based on the interest rate curve at the reporting date, without making assumptions as to the credit spread.
The fair value of financial instruments listed on an active market is based on reporting date market prices. The market prices used are bid/ask prices depending on the asset/liability held. The fair value of unlisted financial instruments and derivatives is determined using the valuation models and techniques most prevalent on the market, using inputs observable on the market.
Fair value has not been calculated for trade receivables and trade payables as their carrying amount approximates fair value.
The Group believes there is no significant difference between fair value and carrying amount in regard to finance lease payables and payables to other lenders.
| Euro thousand | Carrying amount 30th as of June , 2022 |
Mark to Market | Mark to Model | Total Fair Value | Notes |
|---|---|---|---|---|---|
| Fair Value | Fair Value | ||||
| Other non-current financial assets | 18,257 | 0 | 18,257 | 18,257 | 7 |
| Cash and cash equivalents | 10,961 | 10,961 | 10,961 | 12 | |
| Other current financial assets | 329 | 329 | 329 | 13 | |
| Non-current financial liabilities | (15,213) | (15,213) | (15,213) | 21 | |
| Current financial liabilities | (10,627) | (10,627) | (10,627) | 26 | |
| Total | 3,707 | (14,550) | 18,257 | 3,707 | |
| Euro thousand | Carrying amount 30th as of June , 2021 |
Mark to Market | Mark to Model | Total Fair Value | Notes |
| Fair Value | Fair Value | ||||
| Other non-current financial assets | 18,840 | 0 | 18,840 | 18,840 | 7 |
| Cash and cash equivalents | 35,509 | 35,509 | 35,509 | 12 | |
| Other current financial assets | 0 | 0 | 0 | 13 | |
| Non-current financial liabilities | (11,694) | (11,694) | (11,694) | 21 | |
| Current financial liabilities | (4,409) | (4,409) | (4,409) | 26 |
Total 38,246 19,406 38,246 38,246
A sensitivity analysis has been performed in accordance with IFRS 7. It applies to all financial instruments reported in the financial statements.
The Group has performed a sensitivity analysis that measures the assessed impact on profit and loss and on the balance sheet of an exchange rate fluctuation of +/-10% compared to the rates in effect as of June 30th , 2021 for each class of financial instrument, with all other variables remaining constant. The analysis is purely illustrative, as such changes rarely take place in an isolated manner.
As of June 30th, 2022, the Group was not exposed any additional risks, such as the commodity risk.
The sensitivity analysis of exchange rates took account of the risk that may arise for any financial instrument denominated in a currency other than the Euro. Consequently, the translation risk was also considered.
The table below shows the impact on the net financial position and on profit before tax of a 10% increase/decrease in the EUR/USD exchange rate compared to the budgeted rate of 1.10:
| Type of change | Effect on net financial position | Effect on profit before tax |
|---|---|---|
| +10% USD | (3,235) | (2,264) |
| -10% USD | 3,848 | 2,769 |
IFRS 7 requires financial instruments recognised at fair value to be classified in a hierarchy reflecting the significance of the inputs used to measure fair value. The levels are as follows:
The Group uses various measurement and valuation models to determine the fair value of financial instruments. The following table contains a summary of such financial instruments as of June 30th, 2022 and June 30th , 2021:
| Carrying amount as of June 30th , 2022 |
Instrument | Level 1 | Level 2 | Level 3 | Total | Notes |
|---|---|---|---|---|---|---|
| Investments | Listed shares | 7.497 | 7.497 | 4 | ||
| Non-current financial assets | Bonds | 18.257 | 18.257 | 7 | ||
| Carrying amount as of June 30th, 2021 |
Instrument | Level 1 | Level 2 | Level 3 | Total | Notes |
| Investments | Listed shares | 10.903 | 10.903 | 4 | ||
| Non-current financial assets | Bonds | 18.840 | 18.840 | 7 |
Non-recurring income and expenses shall be presented separately in the profit and loss statement, in accordance with Consob Resolution 15519 of July 27th , 2006. They are generated by transactions or events that, by their nature, do not occur on a regular basis during ordinary operating activities.
During the fiscal year, the Group accounted non-recurring income for Euro 2,367 thousand related to the adjustment of the debt of 505 Games Australia Pty. for the earn-out to be paid in connection with the acquisition of the Australian companies.
Digital Bros Group develops, publishes, distributes and markets video games on an international scale. The Group is organised into five operating segments:
The directors monitor the results of each operating segment separately in order to decide how to allocate resources and verify results. Financial income and expenses (including loan income and expenses) and income tax are managed at Group level and are not allocated to the operating segments.
The results by operating segment for the years ended June 30th , 2022 and June 30th, 2021 are set out below. See the Directors' Report for related comments.
| Euro thousand | Free to Play | Premium Games |
Italian Distribution |
Other Activities |
Holding | Total | |
|---|---|---|---|---|---|---|---|
| 1 | Revenue | 7,132 | 120,308 | 4,043 | 755 | 0 | 132,238 |
| 2 | Revenue adjustments | 0 | 0 | 0 | 0 | 0 | 0 |
| 3 | Total revenue | 7,132 | 120,308 | 4,043 | 755 | 0 | 132,238 |
| 4 | Purchase of products for resale | 0 | (2,722) | (1,885) | 0 | 0 | (4,607) |
| 5 | Purchase of services for resale | (750) | (5,983) | 0 | 0 | 0 | (6,733) |
| 6 | Royalties | (176) | (32,410) | 0 | 0 | 0 | (32,586) |
| 7 | Changes in inventories of finished products | 0 | (653) | (882) | 0 | 0 | (1,535) |
| 8 | Total cost of sales | (926) | (41,768) | (2,767) | 0 | 0 | (45,461) |
| 9 | Gross profit (3+8) | 6,206 | 78,540 | 1,276 | 755 | 0 | 86,777 |
| 10 | Other income | 3,569 | 7,998 | 0 | 0 | 17 | 11,584 |
| 11 | Costs for services | (967) | (5,115) | (608) | (358) | (1,514) | (8,562) |
| 12 | Lease and rental costs | (96) | (221) | (18) | (3) | (159) | (497) |
| 13 | Payroll costs | (7,654) | (19,258) | (1,056) | (591) | (5,308) | (33,867) |
| 14 | Other operating costs | (181) | (564) | (92) | (38) | (432) | (1,307) |
| 15 | Total operating costs | (8,898) | (25,158) | (1,774) | (990) | (7,413) | (44,233) |
| 16 | Gross operating margin (EBITDA) (9+10+15) | 877 | 61,380 | (498) | (235) | (7,396) | 54,128 |
| 17 | Depreciation and amortization | (1,951) | (15,842) | (143) | (206) | (888) | (19,030) |
| 18 | Allocations to provisions | 0 | 0 | 0 | 0 | 0 | 0 |
| 19 | Asset impairment change | 0 | (1,629) | (65) | 0 | (14) | (1,708) |
| 20 | Impairment reversal | 2,367 | 50 | 122 | 0 | 31 | 2,570 |
| 21 | Total depreciation, amortization and impairment adjustments | 416 | (17,421) | (86) | (206) | (871) | (18,168) |
| 22 | Operating margin (EBIT) (16+21) | 1,293 | 43,959 | (584) | (441) | (8,267) | 35,960 |
Consolidated profit and loss statement by operating segment for the period ended June 30th , 2022
| Euro thousand | Free to Play | Premium Games |
Italian Distribution |
Other Activities |
Holding | Total | |
|---|---|---|---|---|---|---|---|
| Non-current assets | |||||||
| 1 | Property, plant and equipment | 491 | 3,848 | 2,177 | 57 | 3,780 | 10,353 |
| 2 | Investment properties | 0 | 0 | 0 | 0 | 0 | 0 |
| 3 | Intangible assets | 18,885 | 83,950 | 0 | 1,088 | 166 | 104,089 |
| 4 | Equity interests | (0) | 0 | 0 | 0 | 7,511 | 7,511 |
| 5 | Non-current receivables and other assets | 30 | 4,639 | 6 | 0 | 9,397 | 14,072 |
| 6 | Deferred tax assets | 875 | 10,891 | 214 | 0 | 849 | 12,829 |
| 7 | Non-current financial assets | 0 | 0 | 0 | 0 | 18,257 | 18,257 |
| Total non-current assets |
20,281 | 103,328 | 2,397 | 1,145 | 39,960 | 167,111 | |
| Current assets | |||||||
| 8 | Inventories | 0 | 1,280 | 2,893 | 0 | 0 | 4,173 |
| 9 | Trade receivables | 833 | 26,365 | 577 | 6 | 0 | 27,781 |
| 10 | Tax receivables | 1,470 | 659 | 338 | 5 | 454 | 2,926 |
| 11 | Other current assets | 203 | 12,164 | 212 | 22 | 429 | 13,030 |
| 12 | Cash and cash equivalents | 1,693 | 8,705 | 388 | 97 | 78 | 10,961 |
| 13 | Other current financial assets | 0 | 301 | 0 | 0 | 28 | 329 |
| Total current assets | 4,199 | 49,474 | 4,408 | 130 | 989 | 59,200 | |
| TOTAL ASSETS |
24,480 | 152,802 | 6,805 | 1,275 | 40,949 | 226,311 | |
| Non-current liabilities | |||||||
| 18 | Employee benefits | 0 | (392) | (346) | (23) | 0 | (761) |
| 19 | Non-current provisions | 0 | 0 | (81) | 0 | 0 | (81) |
| 20 | Other non-current payables and liabilities | (1,954) | 0 | 0 | 0 | 0 | (1,954) |
| 21 | Financial liabilities | (323) | (10,074) | 0 | 0 | (4,816) | (15,213) |
| Total non-current liabilities |
(2,277) | (10,466) | (427) | (23) | (4,816) | (18,009) | |
| Current liabilities | |||||||
| 22 | Trade payables | (1,597) | (48,312) | (271) | (206) | (1,739) | (52,125) |
| 23 | Current tax liabilities | (434) | (2,829) | (139) | (12) | (161) | (3,575) |
| 24 | Current provisions | 0 | (0) | (0) | 0 | 0 | 0 |
| 25 | Other current liabilities | (534) | (2,665) | (741) | (128) | (589) | (4,657) |
| 26 | Financial liabilities | (134) | (7,607) | (12) | 0 | (2,874) | (10,627) |
| Total current liabilities | (2,699) | (61,413) | (1,163) | (346) | (5,363) | (70,984) | |
| TOTAL LIABILITIES |
(4,976) | (71,879) | (1,590) | (369) | (10,179) | (88,993) |
| Euro thousand | Free to Play | Premium Games |
Italian Distribution |
Other Activities |
Holding | Total | |
|---|---|---|---|---|---|---|---|
| 1 | Revenue | 10,679 | 134,648 | 4,774 | 602 | 0 | 150,703 |
| 2 | Revenue adjustments | 0 | (1,242) | (281) | 0 | 0 | (1,523) |
| 3 | Total revenue | 10,679 | 133,406 | 4,493 | 602 | 0 | 149,180 |
| 4 | Purchase of products for resale | 0 | (3,169) | (2,429) | 0 | 0 | (5,598) |
| 5 | Purchase of services for resale | (1,404) | (9,121) | 0 | (3) | 0 | (10,528) |
| 6 | Royalties | (192) | (41,127) | 0 | (3) | 0 | (41,322) |
| 7 | Changes in inventories of finished products | 0 | (1,333) | (948) | 0 | 0 | (2,281) |
| 8 | Total cost of sales | (1,596) | (54,750) | (3,377) | (6) | 0 | (59,729) |
| 9 | Gross profit (3+8) | 9,083 | 78,656 | 1,116 | 596 | 0 | 89,451 |
| 10 | Other income | 2,582 | 1,439 | 0 | 0 | 39 | 4,060 |
| 11 | Costs for services | (406) | (6,658) | (695) | (184) | (1,674) | (9,617) |
| 12 | Lease and rental costs | (53) | (99) | (28) | (1) | (130) | (311) |
| 13 | Payroll costs | (5,360) | (13,091) | (1,225) | (351) | (4,590) | (24,617) |
| 14 | Other operating costs | (123) | (298) | (162) | (35) | (552) | (1,170) |
| 15 | Total operating costs | (5,942) | (20,146) | (2,110) | (571) | (6,946) | (35,715) |
| 16 | Gross operating margin (EBITDA) (9+10+15) | 5,723 | 59,949 | (994) | 25 | (6,907) | 57,796 |
| 17 | Depreciation and amortization | (957) | (22,552) | (160) | (73) | (858) | (24,600) |
| 18 | Allocations to provisions | 0 | 0 | 0 | 0 | 0 | 0 |
| 19 | Asset impairment change | 0 | (2,584) | 0 | 0 | (63) | (2,647) |
| 20 | Impairment reversal | 0 | 0 | 0 | 0 | 0 | 0 |
| 21 | Total depreciation, amortization and impairment adjustments | (957) | (25,136) | (160) | (73) | (921) | (27,248) |
| 22 | Operating margin (EBIT) (16+21) | 4,766 | 34,813 | (1,154) | (48) | (7,828) | 30,549 |
Consolidated profit and loss statement by operating segment for the period ended June 30th , 2021
| Euro thousand | Free to Play | Premium Games |
Italian Distribution |
Other Activities | Holding | Total | |
|---|---|---|---|---|---|---|---|
| Non-current assets | |||||||
| 1 | Property, plant and equipment | 106 | 1,402 | 2,244 | 56 | 4,390 | 8,198 |
| 2 | Investment properties | 0 | 0 | 0 | 0 | 0 | 0 |
| 3 | Intangible assets | 14,803 | 50,703 | 0 | 1,107 | 163 | 66,776 |
| 4 | Equity interests | 0 | 0 | 0 | 0 | 11,190 | 11,190 |
| 5 | Non-current receivables and other assets | 11 | 181 | 6 | 0 | 4,891 | 5,089 |
| 6 | Deferred tax assets | 3 | 10,995 | 640 | 1 | 5 | 11,644 |
| 7 | Non-current financial assets | 0 | 0 | 0 | 0 | 18,840 | 18,840 |
| Total non-current assets |
14,923 | 63,281 | 2,890 | 1,164 | 39,479 | 121,737 | |
| Current assets | |||||||
| 8 | Inventories | 0 | 1,934 | 3,774 | 0 | 0 | 5,708 |
| 9 | Trade receivables | 1,236 | 16,119 | 928 | 0 | 0 | 18,283 |
| 10 | Tax receivables | 154 | 214 | 1,121 | 3 | 8 | 1,500 |
| 11 | Other current assets | 1,116 | 17,157 | 199 | 367 | 440 | 19,279 |
| 12 | Cash and cash equivalents | 466 | 33,670 | 1,040 | 267 | 66 | 35,509 |
| 13 | Other current financial assets | 0 | 0 | 0 | 0 | 0 | 0 |
| Total current assets | 2,972 | 69,094 | 7,062 | 637 | 514 | 80,279 | |
| TOTAL ASSETS |
17,895 | 132,375 | 9,952 | 1,801 | 39,993 | 202,016 | |
| Non-current liabilities | |||||||
| 18 | Employee benefits | 0 | (311) | (391) | (17) | 0 | (719) |
| 19 | Non-current provisions | 0 | 0 | (81) | 0 | 0 | (81) |
| 20 | Other non-current payables and liabilities | (4,651) | (242) | 0 | 0 | (522) | (5,415) |
| 21 | Financial liabilities | (13) | (4,130) | 0 | 0 | (7,551) | (11,694) |
| Total non-current liabilities |
(4,664) | (4,683) | (472) | (17) | (8,073) | (17,909) | |
| Current liabilities | |||||||
| 22 | Trade payables | (564) | (44,865) | (432) | (223) | (1,109) | (47,193) |
| 23 | Current tax liabilities | (443) | (4,903) | (335) | (12) | (5,089) | (10,782) |
| 24 | Current provisions | 0 | 0 | (0) | 0 | 0 | (0) |
| 25 | Other current liabilities | (1,966) | (6,857) | (950) | (147) | (12) | (9,932) |
| 26 | Financial liabilities | (54) | (883) | (8) | 0 | (3,464) | (4,409) |
| Total current liabilities | (3,027) | (57,507) | (1,725) | (382) | (9,674) | (72,317) | |
| TOTAL LIABILITIES |
(7,691) | (62,190) | (2,197) | (399) | (17,747) | (90,225) |
Premium Games: main operations are the acquisition of video games intellectual properties from developers and the distribution of video games through an international retail sales network and digital marketplaces such as Steam, Sony PlayStation Network, Microsoft Xbox Live, Epic Game Store, etc..
The Group develops some video games through the internal studios. When the video games are developed by external studios they are usually either acquired with an exclusive license or assigned to the Group with long-term worldwide rights.
The label used for worldwide publishing is 505 Games. A second label, Hook S.r.l., publishes budget video games.
During the period, Premium Games operations were conducted by the subsidiary 505 Games S.p.A. which controls 505 Games France S.a.s., 505 Games Ltd., 505 Games (US) Inc., 505 Games Spain Slu and 505 Games GmbH which operate respectively on the French, UK, U.S., Spanish and German markets. 505 Games Interactive (US) Inc. provides consultancy services on behalf of 505 Games S.p.A.. The progressive digitalization of the market and the following centralization of revenues enabled to focus local operations to marketing and PR activities.
The following studios are also included in the Premium Games segment:
A Spanish joint venture was set up last fiscal year together with the development studio MercurySteam Entertainment S.L., MSE & DB S.L., in order to jointly create a new intellectual property.
Free to Play: main operations are the development and publishing of video games and/or applications that are available for free on digital marketplaces with in-app purchases features. Free to Play video games usually presents less technical complexity than Premium Games but, in case of success, will have a longer life cycle. Free to Play video games are continuously upgraded after the launch in order to retain players and enhance the video game's life cycle.
Worldwide Free to Play publishing is operated by 505 Mobile S.r.l., together with the U.S. company 505 Mobile (US) Inc., which provides consultancy services to Group companies, and the UK company DR Studios Ltd. which is the developer of Free to Play video games.
The Australian company 505 Games Pty Ltd. was incorporated in the previous fiscal year. In January 2021 it finished the acquisition of 100% of the shares of Infinite Interactive Pty. and Infinity Plus Two Pty.. The Australian companies own the intellectual property of Puzzle Quest and Gems of War and provide live support to such video games.
The label used for publishing on a worldwide basis is 505 Games Mobile.
Italian Distribution: consists of the distribution in Italy of video games purchased from international publishers.
The operations are run by the parent company, Digital Bros S.p.A., under the Halifax brand, and by the subsidiary Game Entertainment S.r.l.. The dissolution of the subsidiary Game Service S.r.l. was completed during the period.
Other Activities: all Group's remaining activities are consolidated together for reporting purposes under the Other Activities operating segment. It includes the operations of the subsidiary Digital Bros Game Academy S.r.l. which organizes video game training and professional courses. The Group also holds a 60% stake in the UK company Seekhana Ltd..
Holding: it includes all the corporate functions provided by Digital Bros S.p.A. in finance, control and business development activities. The holding company has been supported by Digital Bros China Ltd., Digital Bros Asia Pacific (HK) Ltd and 505 Games Japan K.K. which have operated as business developers for the Asian markets. Digital Bros Holdings Ltd. has been inactive during the period.
All the companies mentioned above are 100% owned, except for Rasplata B.V., Ingame Studios a.s. and Seekhana Ltd. which are controlled with a 60% interest and Chrysalide Jeux et Divertissement Inc. with a 75% interest.
| Euro thousand | June 30th | , 2022 | June 30th , 2021 |
Change | ||
|---|---|---|---|---|---|---|
| Europe | 5,595 | 4% | 23,221 | 15% | (17,626) | -75.9% |
| Americas | 100,406 | 76% | 108,582 | 72% | (8,176) | -7.5% |
| Rest of the world | 21,439 | 16% | 13,523 | 9% | 7,916 | 58.5% |
| Total foreign revenue | 127,440 | 96% | 145,326 | 96% | (17,886) | -12.3% |
| Italy | 4,798 | 4% | 5,377 | 4% | (579) | -10.8% |
| Total consolidated gross revenue | 132,238 | 100% | 150,703 | 100% | (18,465) | -12.3% |
Gross revenue broken down by geographical area is detailed below:
Total foreign revenue represented 96% of consolidated gross revenue in sync with the 96% in the previous fiscal year and decreased by Euro 17,886 thousand compared to June 30th, 2021.
Rest of the world revenue related to sales made by the subsidiary 505 Games Ltd., mainly in Australia, the Middle East and South Africa, as well as to sales made by subsidiary 505 Games S.p.A. in the Far East.
The most significant portion of foreign revenue is generated by the Premium Games operating segment which generated foreign revenue of Euro 120,308 thousand, i.e. 94% of total foreign revenue.
Details of gross foreign revenue by operating segment are provided below:
| Euro thousand | June 30th , 2022 |
June 30th , 2021 |
Change | |||
|---|---|---|---|---|---|---|
| Free to Play | 7,132 | 6% | 10,679 | 6% | (3,547) | -33.2% |
| Premium Games | 120,308 | 94% | 134,648 | 94% | (14,340) | -10.6% |
| Total gross foreign revenue | 127,440 | 100% | 145,327 | 100% | (17,887) | -12.3% |
In accordance with Consob Resolution 17221 of March 12th , 2010, it is hereby disclosed that all commercial and financial transactions between Digital Bros Group companies and between those companies and other non-subsidiary related parties have been conducted at arm's length and cannot be classed as atypical or unusual transactions.
Intercompany transactions have already been described in section 10 of the Directors' Report.
Both Matov Imm. S.r.l. and Matov LLC are owned by Abramo and Raffaele Galante.
The following table contains details of the reporting date balance sheet balances and total transactions for the period, together with prior year comparatives:
| Euro thousand | Receivables | Payables | Revenue | Costs | ||
|---|---|---|---|---|---|---|
| Trade | Financial | Trade | Financial | |||
| Dario Treves | 0 | 0 | (327) | 0 | 6 | (472) |
| Matov Imm. S.r.l. | 0 | 635 | (14) | (2.291) | 0 | (770) |
| Matov LLC | 0 | 143 | 0 | (210) | 0 | (468) |
| Total | 0 | 778 | (341) | (2.501) | 6 | (1.710) |
| Euro thousand | Receivables | Payables | Revenue | Costs | ||
|---|---|---|---|---|---|---|
| Trade | Financial | Trade | Financial | |||
| Dario Treves | 0 | 0 | (124) | 0 | 0 | (394) |
| Matov Imm. S.r.l. | 0 | 635 | 0 | (3,889) | 0 | (759) |
| Matov LLC | 0 | 125 | 0 | (622) | 0 | (437) |
| Total | 0 | 760 | (124) | (4,511) | 0 | (1,590) |
Digital Bros S.p.A.'s financial receivable from Matov Imm. S.r.l. refers to the guarantee deposit paid in relation to lease instalments due for the premises at Via Tortona 37, Milan.
505 Games (US) Inc.'s financial receivable from Matov LLC relates to a guarantee deposit paid for the rental of office premises in Calabasas, California, where several US subsidiaries are based.
The financial liabilities towards Matov Imm. S.r.l. and Matov LLC are the result of application of IFRS 16.
During the period, Digital Bros S.p.A. paid Matov Imm S.r.l. rent totalling Euro 694 thousand for its Milan office premises.
During the period, 505 Games France S.a.s. paid Matov Imm S.r.l. rent totalling Euro 37 thousand for its Francheville office premises.
In November 2013, subsidiary 505 Games (US) Inc. entered a lease agreement with Matov LLC, a related party owned by the Galante family; the lease was renewed in 2020. The transaction was governed by the Procedure for related party transactions adopted by Digital Bros S.p.A. pursuant to Consob Regulation 17221 of March 12th , 2010 and provides for an annual lease charge of USD 493 thousand.
The parent company Digital Bros S.p.A. joined the tax filing system as parent-consolidating company with 505 Mobile S.r.l., Game Entertainment S.r.l., Game Service S.r.l., 505 Games S.p.A., Digital Bros Game Academy S.r.l., Game Network S.r.l., Kunos Simulazioni S.r.l., Avantgarden S.r.l., Hook S.r.l. and Supernova Games S.r.l., following the introduction into the Italian tax system of the tax filing system. Adherence to the national tax consolidation system has made it necessary to draw up a regulation implementing inter-company relations aimed at ensuring that there is no prejudice to the individual companies involved.
There were no atypical or unusual transactions during the reporting period or in prior year, as defined by Consob Communication DEM 6064293 of July 28th , 2006.
None of the Group's assets has been revalued in terms of Art.110 of D.L. 104/2020.
It is hereby disclosed that no loans have been granted to members of the Company's administrative, management and supervisory bodies, pursuant to Art. 43 (1) of the Fourth Council Directive 78/660/EEC.
The following table provides details of the fees payable for the reporting period to E.Y. S.p.A., the external auditor of Digital Bros S.p.A., and to other auditing firms not pertaining to the main auditor's network, pursuant to Article 149-duodecies of the Issuers' Regulation:
| Nature of service | Fees pertaining to FY 2021/2022 |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| Parent Company auditor | Parent Company auditor's network |
Auditors not pertaining to parent network |
Total | ||||||
| to Parent Company |
to other companies |
total | to other companies | to other companies | |||||
| Audit | 104,000 | 86,000 | 190,000 | 0 | 41,918 | 231,918 | |||
| Total | 104,000 | 86,000 | 190,000 | 0 | 41,918 | 231,918 |
We, the undersigned, Abramo Galante, Chairman of the Board of Directors and Stefano Salbe, Chief Financial Officer and Financial Reporting Manager of Digital Bros Group, hereby declare, including in accordance with Art. 154-bis (3) and (4) of Legislative Decree 58 of February 24th, 1998:
We also confirm that:
Milan, September 22nd , 2022
Signed
Chairman of the Board of Directors Chief Financial Officer
Abramo Galante Stefano Salbe
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.