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REG - Devolver Digital - Half Year Results

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RNS Number : 1070B  Devolver Digital, Inc.  29 September 2025

29 September 2025

 

Devolver Digital, Inc.

 

("Devolver Digital", "Devolver" or the "Company", and the Company together
with all of its subsidiary undertakings "the Group")

 

Unaudited results for the six months ended 30 June 2025

 

On track to meet FY 2025 guidance

Exciting release pipeline for 2H 2025

 

Devolver Digital, the award-winning digital publisher and developer of
independent ("indie") video games, announces its unaudited results for the six
months ended 30 June 2025. All figures relate to this period unless otherwise
stated.

 

·    Resilient revenues in line with expectations against a strong prior
year comparator, which benefitted from outperformance in platform deals and
back catalogue revenues.

·    Strong group-wide performance from new releases.

o  High Metacritic ratings and user reviews for new titles, reflecting
quality and future back catalogue potential.

·    Visibility on 2H - currently on track underpinned by:

o  At least 8 releases in 2H 2025, with pleasing early sales;

o  Strong current trading on back of recent positive Steam publisher sale
held in 2H 2025, vs 1H in 2024;

o  >65% of signed platform deals for 2025 expected to be recognised in 2H
(2H 2024: c. 20% of 2024 platform deals)

 

Harry Miller, Chief Executive Officer of Devolver, said:

"Our performance in the first half of 2025 was resilient against a tough prior
year comparator.  We have good visibility on the second half of the year,
supported by signed platform deals, Steam publisher and seasonal sales, a
healthy release schedule and strong current trading since the half year end.
We're delighted with the new titles we've delivered so far in 2025. These
exciting new games have been very well received and will bolster the back
catalogue in the future.

 

We are also very excited about the potential of Switch 2, with three Devolver
games featured in the recent Nintendo Direct showcase and several games due to
be launched on the platform this year and next. We are building momentum going
into 2H 2025, with at least 8 new titles including the highly anticipated
releases of BALL x PIT and Quarantine Zone, on the back of the recent
successes with Monster Train 2, Stronghold Crusader: Definitive Edition and
Baby Steps. We remain confident in the rest of year and reiterate our guidance
for FY 2025."

 

Current trading and outlook

·    At least 15 new titles expected for full year 2025, with 8 or more
releases in 2H 2025 including Stronghold Crusader: Definitive Edition,
Mycopunk, Stick it to the Stickman, Baby Steps, BALL x PIT and Quarantine
Zone.

·    On track to meet our guidance: revenues over US$100m and Adjusted
EBITDA(1) after non-cash impairments in the high-single digit US$ millions.

·    Healthy pipeline of more than 30 new titles due for release in the
future 3-year cycle to mid 2027.

 

Key Performance Indicators*

                                                            6 months ended      6 months     Year-on-year

                                                                                ended
                                                            30-June-25          30-June-24   Change
                                                            US$ Million         US$ Million  (%)

 Revenue                                                    38.8                51.6         (24.8%)
 Gross profit                                               12.1                15.3         (20.4%)
 Gross profit margin (%)                                    31.3%               29.6%        170 bps
 Pre-tax loss for the period(3)                             (4.1)               (4.8)        15.9%
 Net loss for the period                                    (11.0)              (4.5)        (147.0%)
 Basic and diluted loss per share ($)                       (0.023)             (0.010)      n.m.

 Adjusted EBITDA(1) before performance-related impairments

                                                            0.1                 4.7          n.m.
 Adjusted EBITDA(1)                                         0.1                 3.0          n.m.

   * Preliminary unaudited results - refer to full statutory tables below in
this report.

 

 

1H in line with expectations; good front catalogue momentum

·    1H 2025 trading in line with expectations, on track for a stronger
2H.

·    Exciting new releases such as Look Outside and Monster Train 2
exceeding expectations and contributing strongly to front catalogue sales
across the Group in 1H.

·    Multiple Devolver games featured in Nintendo Switch 2 global reveal
showcase.

·    Signed platform deals: 80% / 20% in 1H/2H FY24 versus <35% /
>65% in 1H/2H FY25.

·    Steam publisher sale in 2H 2025 vs 1H 2024 supports expected 2H
revenue weighting.

Front catalogue rises 76%, cash costs down 6%

·    Revenues in line with FY 2025 full year expectations, with new
release revenue up 76% v 1H 2024.

·    Back catalogue fell 38% due to high revenue cliff in 1H last year,
with platform deals and Steam publisher sale 2H weighted this year.

·    Tight control of adjusted operating costs(2), down 5.6%
year-over-year as management continues to focus on cost discipline.

·    1H included a non-cash write-down of deferred tax assets totalling
$6.8 million ($5.9 million related to previous period stock option expense tax
losses), given lack of visibility if such deferred tax assets would be
utilised.

·    Statutory net loss of US$11.0m(3) (1H 2024: US$4.5m loss).

·    Cash holdings of US$34.7m as of 30 June 2025 (year-end 2024:
US$41.6m).

Notes:

 

1.   Adjusted EBITDA is a non-IFRS measure and is defined as earnings before
interest, tax, depreciation, amortisation (but does not exclude amortisation
of capitalised software development costs), share-based payment expenses,
foreign exchange gains or losses, fair value adjustments and one-time
non-recurring items and non-trading items. Impairments of capitalised software
development costs relating to released game performance are included in
Adjusted EBITDA.

2.   Adjusted operating costs reflect recurrent cash operating expenses and
include: payroll, professional fees, travel & entertainment and other
administrative expenses. Total statutory operating costs fell 23.3%
year-over-year in 1H 2025.

3.   Including non-cash impact of US$0.6m of share-based payments and
US$7.0m of tax expense, which includes a US$6.8m write-down of deferred tax
assets relating primarily to stock options.

 

About Devolver Digital

 

Devolver is an award-winning video games publisher in the indie games space
with a balanced portfolio of third-party and own-IP. Devolver has an emphasis
on premium games and has published more than 135 titles, with more than 30
titles in the pipeline scheduled for release over the next three years.
Devolver has in-house studios developing first-party IP titles and a
complementary publishing brand. Devolver is registered in Wilmington,
Delaware, USA.

 

Enquiries:

 

 Devolver Digital, Inc.                                                                    ir@devolverdigital.com

 Harry Miller, Chief Executive Officer

 Graeme Struthers, Chief Operating Officer

 Daniel Widdicombe, Chief Financial Officer

 Zeus (Nominated Adviser and Joint Broker)                      +44 (0)20 3829 5000

 David Foreman / Kieran Russell (Investment Banking)

 Ben Robertson (Equity Capital Markets)

 Panmure Liberum (Joint Broker)                                 +44 (0)20 3100 2000

 Max Jones / Dru Danford / Shalin Bhamra (Investment Banking)

 Rupert Dearden (Corporate Broking)

 FTI Consulting (Communications)                                                   devolver@fticonsulting.com

 Jamie Ricketts / Dwight Burden / Valerija Cymbal / Usama Ali                   +44 (0)20 3727 1000

 

OPERATING REVIEW

 

1H 2025 - robust performance with increase in new titles to 7 releases

Devolver released 7 new well-received titles in 1H 2025 - Look Outside, The
Talos Principle - Reawakened, Moroi, Gorn 2, Shotgun Cop Man, Monster Train 2
and Tron: Catalyst. High Metacritic scores and positive user ratings are
important as they help to bolster the longevity of releases, with the average
Metacritic rating of 77 secured in 1H 2025.

1H 2025 front catalogue revenues rose 76% year-over-year, with a number of new
releases exceeding expectations so far. After two quieter years of new
releases in 2023 and 2024, and with only 3 new game releases in 1H 2024, the
new wave of content this year will inject fresh impetus into prospective back
catalogue next year and beyond.

We expect that 1H 2025 revenues will account for less than 40% of the full
year 2025 projected total, with the majority of revenues being generated in
the seasonally stronger second half. 1H 2024 had a high first-half weighted
revenue profile, driven by the timing of platform deals for front and back
catalogue, the Steam publisher sale in May 2024, and a large content update
from fan favourite Cult of the Lamb earlier in January 2024. These three
factors drove 1H 2024 revenues up to 49% of full year revenue. The absence of
these drivers in the first half of 2025 resulted in a 38% fall in back
catalogue versus last year.

Strong front catalogue performance and continued excitement for 2H

1H 2025 saw the release of some exciting new games including Look Outside, an
inexpensive early-year survival horror RPG release developed by Francis
Coulombe which garnered an overwhelmingly positive response from gamers and a
high Metacritic score of 83. A user review on Gamespace.com captured the
excitement, noting that this "gameplay-rich masterpiece" was created in just
half a year and is "capable of delivering many indescribable emotions that are
worth experiencing for yourself." We look forward to much more from Look
Outside as more content-drops come to the market in future.

 

Monster Train 2 ("MT2") is the sequel to the extremely popular roguelike
deck-builder developed by Shiny Shoe and released in 2020. MT2, published by
our subsidiary Big Fan Games, is another game that came hot out of the traps
this year also with an overwhelmingly positive response from gamers and a very
high 87 Metacritic score, further bolstered by a Game Pass subscription deal
upon release.

 

The Talos Principle: Reawakened, the Definitive Edition of the original game
released in 2014, was developed by our studio subsidiary Croteam. Its release
in April 2025 was met with an 87 Metacritic score as well as very positive
reviews elsewhere in the market.

 

Gorn 2, a Virtual Reality-only sequel to the highly successful original game
released in 2019, was also released in April this year. It was developed by
Cortopia and Free Lives and received very positive reviews in the market. Meta
has identified it as the best-selling Premium Game on its platform to date in
2025.

 

While the first half of the year was marked by a number of high quality
well-received releases, titles scheduled for release in the second half will
drive further momentum as Devolver continues to excite its fans with unique,
creative games. Among those already released at the start of the second half,
Stronghold Crusader: DE already exceeded our high expectations for the title,
while recently released Baby Steps has secured a positive initial Metacritic
score of 77 on PC.

Nintendo Switch 2 reveal event

Another area of excitement was the full reveal of Switch 2 at Nintendo's April
2025 showcase event, in which three future Devolver games were highlighted.
Subsequent to the 1H period end, the Tokyo Games Show featured three Devolver
game reveals which will come to Switch 2 - BALL x PIT, Skate Story and
Possessors - with a positive reception worldwide for the reveal.

We see this as an indication of Nintendo's view of the ongoing importance of
indie games publishing. Devolver has historically had success with Switch 1,
publishing over 40 games on the platform over the years. Since Switch 2 sales
began in June 2025 it has already sold c.6m units, ahead of expectations to
date, which is an early sign that it could become as popular as the original.
We look forward to several Devolver games coming to Switch 2 later this year
and into 2026.

 

Summer Game Fest 2025

2025's Summer Game Fest in June this year highlighted several pending Devolver
releases including a showcase dedicated to Kenny Sun, the solo developer of
BALL x PIT, developer Heart Machine's Possessors, and Sam Eng's Skate Story.

Continued focus on cost control

Devolver successfully controlled adjusted operating expenses in 1H 2025, with
a 5.6% fall versus 1H 2024, led by control of travel, entertainment and other
administrative expenses. Total statutory operating costs fell by 23.3%
year-over-year, as non-cash stock compensation expense and amortisation of
acquired IP diminished during the period. The company is continuing to focus
on cost savings from operations at the same time as working to reduce
development costs of first-party and third-party games.

 

FINANCIAL REVIEW

Unaudited first half 2025 results to 30 June 2025

The unaudited financial results included in this announcement cover the
Group's combined activities for the six months ended 30(th) June 2025
(prepared in accordance with applicable International Financial Reporting
Standards, "IFRS").

 

Adjusted results

 

The following refers to Adjusted results, as presented in the financial
statements contained within this release. Adjusted results exclude any
one-time exceptional items during the respective half-year periods.

 

Adjusted EBITDA results are not intended to replace statutory results and are
prepared to provide a more comparable indication of the Group's core business
performance by removing the impact of certain items including exceptional
items (material and non-recurring), and other, non-trading, items that are
reported separately. These results have been presented to provide users with
additional information and analysis of the Group's performance, consistent
with how the Board monitors results. Further details of adjustments are given
in Note 4 to the condensed financial statements contained within this
semi-annual results release.

 

P&L results and margins

 

Devolver Digital's first half 2025 performance was in line with expectations,
with 7 new title releases compared to 3 titles released in 1H 2024. New
release revenues rose 76% versus the 1H of 2024, on the back of the increased
number of titles.

 

As anticipated however, overall revenues and back catalogue revenues in
particular had a difficult year over year comparison, falling 38% versus 1H
2024, for three reasons:

 

1)   Front- and back-catalogue platform deals in 2024 were unusually highly
weighted to the first half, with c. 80% of total deals for the year recorded
by the end of June 2024. By contrast, based on signed deals for 2025, <35%
of the full year projected total was reflected in 1H 2025, with the balance to
be reflected in 2H 2025.

2)   Fan favourite Cult of The Lamb released a major content update in early
2024 which boosted 1H 2024 revenues significantly. The next significant
content update for the title will come in early 2026 and will include a paid
DLC, providing an expected early boost to the start of next year, but will not
benefit back catalogue contribution from this title in 2025.

3)   The Devolver Steam publisher sale was held in May last year, whereas
this year it was held in mid-September, providing a solid contribution to
second half revenues. As such the substantial back-catalogue revenue surge
from 1H 2024's publisher sale was not repeated in 1H 2025.

As a result of the above factors 1H 2025 revenues of US$38.8m fell 24.8%
year-over-year. Gross profit fell in line with revenues while gross margins
after impairments held steady at 31.3% in the first half of 2025 (1H 2024:
29.6%). Margins remained stable, balanced by the benefit in the first half of
greater new release revenue in recoup (with no royalty outpayments) offset by
a lack of first-party IP platform deals which were substantial in 1H 2024
particularly with the renewal of a Microsoft Game Pass deal for Astroneer,
System Era's popular expandable game.

 

1H 2025 Adjusted EBITDA after non-cash impairments was US$0.1m, compared to a
US$3.0m profit in the first half of 2024, primarily due to the higher
weighting of revenue in 1H 2024 compared to this first half.

 

Cost control initiatives helped reduce adjusted operating expenses for the
period, down by 5.6% to US$12.7m (1H 2024: US$13.4m), principally due to a
reduction in travel, entertainment and other administrative expenses. Overall
operating costs fell 23.3% to US$16.4m (1H 2024: US$21.4m), due largely to
falls in non-cash stock compensation expense and amortisation of acquired IP.

 

During 1H 2025, the Group made a non-cash write-down of deferred tax assets
totalling $6.8 million, of which $5.9 million related to previous period Stock
Option Expense tax losses, given lack of visibility if such deferred tax
assets would be utilised. Statutory net loss for 1H 2025 was US$11.0m, versus
a US$4.5m loss in 1H 2024.

 

Cash Balances

 

Cash holdings at end of June 2025 were US$34.7m, a reduction of US$6.9m
compared to year-end 2024's level of US$41.6m, on the back of continued
investment into game development. Devolver has no borrowings across the Group.

 

CURRENT TRADING OUTLOOK

Our busy release schedule for 2H 2025 has already featured Stronghold
Crusader: Definitive Edition (DE) from our subsidiary Firefly, Stick it to the
Stickman and Baby Steps. Stronghold Crusader: DE has been a great success with
over 300,000 units sold since release, exceeding our already high expectations
for the title. Baby Steps recently released with an initial Metacritic score
of 77 on PC and very positive user reviews. We look forward to several pending
releases for the coming months, including BALL x PIT, Quarantine Zone and
Possessors, as well as Megatech, the second Paid Downloadable Content (PDLC)
release from System Era for their game Astroneer due for release this
November.

Trading for the full year 2025 continues to be in line with guidance with
revenues exceeding US$100 million and Adjusted EBITDA in the high single-digit
US$ millions and expected improvements through 2026 and 2027. We are
encouraged by the recent string of positive releases during the first nine
months of this year, with multiple new games outperforming our expectations so
far. We hope to continue this trend to combine with our ongoing focus on cost
control to meet our guidance and keep marking improvements in performance. The
Board believes that we will continue to show steady progress, and we look
forward to reporting more success moving into 2026.

 

Harry Miller

Chief Executive Officer

 

Condensed Consolidated Statement of Profit or Loss

 

                                                                        Unaudited           Unaudited           Audited
                                                                        6 months ended      6 months ended      Year ended
                                                                        30-Jun-25           30-Jun-24           31-Dec-24
                                                           Note         US$'000             US$'000             US$'000
 Revenue                                                       2        38,780              51,583              104,781
 Cost of sales                                                          (26,631)            (36,327)            (74,716)
 Gross profit                                                           12,149              15,256              30,065
 Administrative expenses                                                (16,445)            (21,439)            (38,729)
 Other (expenses) / income                                              (157)               1,134               1,496
 Operating loss                                                         (4,453)             (5,049)             (7,168)
 Finance costs                                                          (81)                (61)                (288)
 Finance income                                                         467                 272                 769
 Loss before taxation                                                   (4,067)             (4,838)             (6,687)
 Income tax (expense) / benefit                                         (6,980)             366                 328
 Loss for the period                                                    (11,047)            (4,472)             (6,359)
 Loss for the period is attributable to:
 Equity holders of the parent                                           (11,043)            (4,414)             (6,141)
 Non-controlling interests                                              (4)                 (58)                (218)
 Loss for the period                                                    (11,047)            (4,472)             (6,359)
 Basic and diluted loss per share ($)                     3             (0.023)             (0.010)             (0.013)
 Non-IFRS measures
 Adjusted EBITDA* before performance-related impairments

                                                          4             135                 4,713               9,610
 Adjusted EBITDA*                                         4             135                 2,967               5,083

 

 

* Adjusted EBITDA is a non-IFRS measure and is defined as earnings before
interest, tax, depreciation, amortisation (but does not exclude amortisation
of capitalised software development costs), share-based payment expenses,
foreign exchange gains or losses, fair value adjustments and one-time
non-recurring items and non-trading items. Impairments of capitalised software
development costs relating to released game performance are included in
Adjusted EBITDA.

 

 

 

 

 

Condensed Consolidated Statement of Comprehensive Income

 

                                                               Unaudited                              Unaudited             Audited
                                                               6 months ended                         6 months ended        Year ended
                                                               30-Jun-25                                  30-Jun-24             31-Dec-24
                                                               US$'000                                US$'000               US$'000

 Loss for the period                                           (11,047)                               (4,472)               (6,359)

 Other comprehensive income: Items that may be reclassified
 subsequently to profit or loss
 Exchange differences on translation of foreign operations

                                                                             1,496                    (329)                 (644)

 Total comprehensive loss for the period

                                                                            (9,551)                   (4,801)               (7,003)
 Total comprehensive loss is attributable to:
 Equity holders of the parent                                  (9,547)                                (4,743)               (6,785)
 Non-controlling interests                                     (4)                                    (58)                  (218)
 Total comprehensive loss for the period

                                                               (9,551)                                (4,801)               (7,003)

 

 

Condensed Consolidated Statement of Financial Position

                                                    Unaudited                     Unaudited                  Audited
                                                    As at                         As at                      As at
                                                    30-Jun-25                     30-Jun-24                  31-Dec-24
                                              Note  US$'000                       US$'000                    US$'000
 ASSETS
 Non-current assets
 Intangible assets
   - goodwill                                 5     31,902                        31,902                     31,902
   - software development costs               5     71,999                        60,340                     64,828
   - purchased intellectual property          5     31,875                        37,166                     34,509
 Property, plant and equipment                      187                           190                        162
 Right of use asset                                 835                           845                        967
 Employee loans                                     327                           594                        327
 Deferred tax assets                                743                           10,968                     7,554
 Total non-current assets                           137,868                       142,005                    140,249
 Current assets
 Trade and other receivables                        11,862                        21,561                     16,855
 Cash and cash equivalents                          34,726                        31,926                     41,645
 Employee loans                                     450                           227                        442
 Short-term investments                             -                             -                          464
 Current tax asset                                  1,699                         1,227                      1,570
 Total current assets                               48,737                        54,941                     60,976
 Total assets                                       186,605                       196,946                    201,225
 EQUITY AND LIABILITIES
 Equity
 Share capital                                      47                            45                         47
 Share premium                                      157,683                       146,106                    157,683
 Retained earnings                                  32,048                        44,219                     43,514
 Translation reserve                                258                           (923)                      (1,238)
 Capital redemption reserve                         (33,868)                      (34,505)                   (34,469)
 Equity attributable to owners of the parent        156,168                 154,942                    165,537
 Non-controlling interest                           (306)                         (142)                      (302)
 Total equity                                       155,862                       154,800                    165,235
 Non-current liabilities
 Trade and other payables                           1,524                         10,332                     10,569
 Deferred tax liabilities                           -                             238                        -
 Lease liability                                    748                           782                        876
 Total non-current liabilities                      2,272                         11,352                     11,445
 Current liabilities
 Trade and other payables                           25,667                        26,977                     19,953
 Lease liability                                    251                           173                        228
 Deferred revenue                                   2,000                         1,985                      3,950
 Current tax liability                              553                           1,659                      414
 Total current liabilities                          28,471                        30,794                     24,545
 Total liabilities                                  30,743                        42,146                     35,990
 Total equity and liabilities                       186,605                       196,946                    201,225

 

 

Condensed Consolidated Statement of Changes in Equity

 

 

 

                                                            Share capital  Share premium  Translation reserve  Retained earnings  Capital redemption reserve  Total Devolver equity  Non-controlling interest  Total equity
                                                            US$'000        US$'000        US$'000              US$'000            US$'000                     US$'000                US$'000                   US$'000

 Balance at 31 December 2024 (audited)                      47             157,683        (1,238)              43,514             (34,469)                    165,537                (302)                     165,235
 Loss for the period                                        -              -              -                    (11,043)           -                           (11,043)               (4)                       (11,047)
 Currency translation  differences                          -              -              1,496                -                  -                           1,496                  -                         1,496
 Other movements                                            -              -              -                    (267)              601                         334                    -                         334
 Transactions with owners in their capacity as owners:
 Share Transfer from EBT                                    -              -              -                    (767)              -                           (767)                  -                         (767)
 Share-based payments                                       -              -              -                    611                -                           611                    -                         611
 Total transactions with owners                             -              -              -                    (156)              -                           (156)                  -                         (156)
 Balance at 30 June 2025 (unaudited)                        47             157,683        258                  32,048             (33,868)                    156,168                (306)                     155,862

 

                                                            Share capital  Share premium     Translation reserve     Retained earnings     Capital redemption reserve      Total Devolver equity     Non-controlling interest      Total equity
                                                            US$'000                 US$'000              US$'000                US$'000                    US$'000                      US$'000                     US$'000                 US$'000

 Balance at 31 December 2023 (audited)                      45                      146,106              (594)                  47,092                     (34,531)                     158,118                     (84)                    158,034
 Loss for the period                                        -                       -                    -                      (4,414)                    -                            (4,414)                     (58)                    (4,472)
 Currency translation  differences

                                                            -                       -                    (329)                  -                          -                            (329)                       -                       (329)
 Other movements                                            -                       -                    -                      (150)                      26                           (124)                       -                       (124)
 Fair value adjustment                                      -                       -                    -                      (647)                      -                            (647)                       -                       (647)
 Transactions with owners in their capacity as owners:
 Other movements                                            -                       -                    -                      (76)                       -                            (76)                        -                       (76)
 Share-based payments                                       -                       -                    -                      2,414                      -                            2,414                       -                       2,414
 Total transactions with owners                             -                       -                    -                      2,338                      -                            2,338                       -                       2,338
 Balance at 30 June 2024 (unaudited)                        45                      146,106              (923)                  44,219                     (34,505)                     154,942                     (142)                   154,800

 

 

 

                                                            Share capital  Share premium     Translation reserve     Retained earnings     Capital redemption reserve      Total Devolver equity     Non-controlling interest      Total equity
                                                            US$'000                 US$'000              US$'000                US$'000                    US$'000                      US$'000                     US$'000                 US$'000

 Balance at 31 December 2023 (audited)                      45                      146,106              (594)                  47,092                     (34,531)                     158,118                     (84)                    158,034
 Loss for the period                                        -                       -                    -                      (6,141)                    -                            (6,141)                     (218)                   (6,359)
 Currency translation  differences

                                                            -                       -                    (644)                  -                          -                            (644)                       -                       (644)
 Other movements                                            -                       -                    -                      (106)                      62                           (44)                        -                       (44)
 Fair value adjustment                                      -                       -                    -                      (737)                      -                            (737)                       -                       (737)
 Transactions with owners in their capacity as owners:

 Other movements                                            -                       -                    -                      (105)                      -                            (105)                       -                       (105)
 Share-based payments                                       -                       -                    -                      3,511                      -                            3,511                       -                       3,511
 Share placement                                            2                       9,785                -                      -                          -                            9,787                       -                       9,787
 System Era deferred share consideration                    -                       1,792                -                      -                          -                            1,792                                               1,792
 Total transactions with owners                             2                       11,577               -                      3,406                      -                            14,985                      -                       14,985
 Balance at 31 December 2024 (audited)                      47                      157,683              (1,238)                43,514                     (34,469)                     165,537                     (302)                   165,235

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statement of Cash Flows

 

                                                        Unaudited           Unaudited           Audited
                                                        6 months ended      6 months ended      Year ended
                                                        30-Jun-25           30-Jun-24           31-Dec-24
                                                        US$'000             US$'000             US$'000

 Loss for the period before taxation                    (4,067)             (4,838)             (6,687)
 Adjustments for:
 Depreciation of tangible fixed assets                  66                  94                  155
 Depreciation of right of use assets                    131                 108                 220
 Amortisation of intangible assets                      11,004              13,335              24,861
 Impairment of intangible assets                        499                 1,746               4,527
 Finance income                                         (467)               (326)               (769)
 Finance costs                                          81                  115                 288
 Share-based payment charge                             611                 2,398               3,511
 Foreign exchange movements                             288                 (150)               (141)
 Fair value adjustments                                 320                 -                   -
 Other non-cash movements                               (446)               (119)               (2,208)
 Movements in working capital:
 Receivables                                            5,672               (7,693)             3,997
 Payables                                               (4,207)             (115)               (3,956)
 Cash inflow from operations                            9,485               4,555               23,798
 Taxation paid                                          (1,923)             (83)                (1,534)
 Taxation received                                      64                  -
 Net cash inflow from operating activities              7,626               4,472               22,264

 Cash flows from investing activities
 Purchase of intangible assets                          (15,491)            (15,009)            (30,654)
 Purchase of tangible assets                            (90)                (56)                (51)
 Net cash outflow from investing activities             (15,581)            (15,065)            (30,705)

 Cash flows from financing activities
 Share placement                                        -                   -                   9,785
 Interest received                                      459                 317                 751
 Interest paid                                          (524)               (77)                (171)
 Repayment of lease liabilities                         (106)               (72)                (160)
 Net cash (outflow)/inflow from financing activities    (171)               168                 10,205

 Cash and cash equivalents
 Net (decrease)/increase in the period                  (8,126)             (10,425)            1,764
 At 1 January*                                          41,645              42,651              40,424
 Foreign exchange movements                             1,207               (300)               (543)
 At 30 June / 31 December                               34,726              31,926              41,645

 

* In its financial reporting for the year ended 31 December 2024, the Group
revised the classification of certain investment balances in its reported
financials for the year ended 31 December 2023, reclassifying $0.4 million to
long-term investments and $1.8 million to short-term investments from cash and
cash equivalents.

Note 1: Basis of preparation

 

These condensed consolidated financial statements have been prepared in
accordance with the recognition and measurement requirements of International
Accounting Standard 34 Interim Financial Reporting. In the opinion of
management, all adjustments (consisting of normal recurring accruals)
considered necessary for fair presentation have been included. The condensed
consolidated financial statements as at and for the six months ended June 30,
2025 have been prepared on the same basis as the audited annual financial
statements.

 

Operating results for the six months ended June 30, 2025 are not necessarily
indicative of the results that may be expected for the year ending December
31, 2025. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Group's annual report for the
year ended December 31, 2024.

 

The Directors are confident that the Group will remain cash positive and will
have sufficient funds to continue to meet its liabilities as they fall due for
a period of at least 12 months from the date of this first half 2025
announcement and have therefore prepared this unaudited semi-annual
announcement on a going concern basis.

 

Tax charged within 6 months ended 30 June 2025 has been calculated by applying
the effective rate of tax which is expected to apply to the Group for the year
ending 31 December 2025 as required by IAS 34 Interim Financial Reporting.

 

The financial presentation in this release should be read in conjunction with
the notes to the consolidated financial statements as at and for the first
half ended 30 June 2025, as contained within this release.

 

These preliminary unaudited financial statements were approved by the Board of
Directors on 26 September 2025.

 

Note 2: Revenue

 

                                                       Unaudited                 Unaudited             Audited
                                                       6 months ended            6 months ended        Year ended
                                                       30-Jun-25                     30-Jun-24             31-Dec-24
                                                       US$'000                   US$'000               US$'000

 Revenue analysed by class of business:
 Game publishing                                 38,780                    51,583                      104,781
 Revenue analysed by timing of revenue:
 Transferred at a point in time                  38,780                    51,583                      104,781

 

The Group does not provide any information on the geographical breakdown of
revenues, as game publishing revenue is earned via third-party distribution
platforms which hold the sales data of end consumers.

 

 

Note 3: Earnings Per Share

                                               Unaudited         Unaudited         Audited
                                               6 months ended    6 months ended    Year ended
                                               30-Jun-25         30-Jun-24         31-Dec-24
                                               US$'000           US$'000           US$'000

 Loss attributable to owners of the company    (11,043)          (4,414)           (6,141)
 Weighted average number of shares             474,500,242       444,832,441       456,953,855
 Dilutive effect of share options              -                 -                 -
 Weighted average number of diluted shares     474,500,242       444,832,441       456,953,855
 Basic and diluted loss per share ($)          (0.023)           (0.010)           (0.013)

 

 

 

 

 

 

 

Note 4: Adjusted Results

                                                                     Unaudited           Unaudited           Audited
                                                                     6 months ended      6 months ended      Year ended
                                                                     30-Jun-25           30-Jun-24           31-Dec-24
                                                                     US$'000             US$'000             US$'000
 Revenue
 Reported Revenue                                                    38,780              51,583              104,781
 Reported Revenue growth                                             (24.8)%             18.0%               13.5%

 Gross Profit
 Reported Gross Profit                                               12,149              15,256              30,065
 Reported Gross Profit margin                                        31.3%               29.6%               28.7%
 Performance-related impairments                                     -                   1,746               4,527
 Impairment of cancelled unreleased titles                           499                 -                   -
 Adjusted Gross Profit                                               12,648              17,002              34,592
 Adjusted Gross Profit margin, pre performance-related impairment

                                                                     32.6%               33.0%               33.0%

 Adjusted EBITDA*
 Adjusted EBITDA                                                     135                 2,967               5,083
 Adjusted EBITDA margin                                              0.3%                5.8%                4.9%
 Performance-related impairments                                     -                   1,746               4,527
 Adjusted EBITDA pre performance-related impairment

                                                                     135                 4,713               9,610
 Adjusted EBITDA margin, pre performance-related impairment

                                                                     0.3%                9.1%                9.2%

* Adjusted EBITDA is a non-IFRS measure and is defined as earnings before
interest, tax, depreciation, amortisation (but does not exclude amortisation
of capitalised software development costs), share-based payment expenses,
foreign exchange gains or losses, fair value adjustments and one-time
non-recurring items and non-trading items. Impairments of capitalised software
development costs relating to released game performance are included in
Adjusted EBITDA.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

A reconciliation from the operating loss to adjusted EBITDA is set out in the
table below:

 

                                                          Unaudited           Unaudited           Audited
                                                          6 months ended      6 months ended      Year ended
                                                          30-Jun-25           30-Jun-24           31-Dec-24
                                                          US$'000             US$'000             US$'000

 Operating Loss                                           (4,453)             (5,049)             (7,168)
 Share-based payment expenses                             611                 2,414               3,511
 Amortisation of intellectual property                    2,634               4,840               7,497
 Depreciation of property, plant and equipment            66                  94                  155
 Depreciation of right-of-use asset                       131                 108                 220
 Loss / (gain) on foreign exchange differences            288                 (150)               (141)
 Impairment of cancelled unreleased titles                499                 -                   -
 Present value adjustment to deferred consideration       320                 -                   251
 Other taxes                                              -                   -                   48
 Non-recurring, one-time expenses                         39                  710                 710
 Adjusted EBITDA                                          135                 2,967               5,083
 Performance-related impairments                          -                   1,746               4,527
 Adjusted EBITDA pre performance-related impairments      135                 4,713               9,610

 

 

 

Note 5: Intangible Assets

                                     Purchased intellectual property  Software development cost  Subtotal other intangibles

                                                                                                                             Goodwill   Total
                                     US$'000                          US$'000                    US$'000                     US$'000    US$'000
 Cost
 As at 31 December 2024 (audited)    79,959                           154,709                    234,668                     79,569     314,237
 Additions                           -                                16,040                     16,040                      -          16,040
 As at 30 June 2025 (unaudited)      79,959                           170,749                    250,708                     79,569     330,277

 Amortisation and impairment
 As at 31 December 2024 (audited)    45,450                           89,881                     135,331                     47,667     182,998
 Amortisation charge for the period  2,634                            8,370                      11,004                      -          11,004
 Impairment charge for the period    -                                499                        499                         -          499
 As at 30 June 2025 (unaudited)      48,084                           98,750                     146,834                     47,667     194,501

 Carrying amount
 As at 31 December 2024 (audited)    34,509                           64,828                     99,337                      31,902     131,239
 As at 30 June 2025 (unaudited)      31,875                           71,999                     103,874                     31,902     135,776

 

 

                                     Purchased intellectual property  Software development cost  Subtotal other intangibles

                                                                                                                             Goodwill   Total
                                     US$'000                          US$'000                    US$'000                     US$'000    US$'000
 Cost
 As at 31 December 2023 (audited)    79,959                           121,920                    201,879                     79,630     281,509
 Additions                           -                                16,652                     16,652                      -          16,652
 Fair value adjustment               -                                -                          -                           (61)       (61)
 As at 30 June 2024 (unaudited)      79,959                           138,572                    218,531                     79,569     298,100

 Amortisation and impairment
 As at 31 December 2023 (audited)    37,953                           67,990                     105,943                     47,667     153,610
 Amortisation charge for the period  4,840                            8,496                      13,336                      -          13,336
 Impairment charge for the period    -                                1,746                      1,746                       -          1,746
 As at 30 June 2024 (unaudited)      42,793                           78,232                     121,025                     47,667     168,692

 Carrying amount
 As at 31 December 2023 (audited)    42,006                           53,930                     95,936                      31,963     127,899
 As at 30 June 2024 (unaudited)      37,166                           60,340                     97,506                      31,902     129,408

 

                                     Intellectual property  Software development cost  Subtotal other intangibles

                                                                                                                   Goodwill   Total
                                     US$'000                US$'000                    US$'000                     US$'000    US$'000
 Cost
 As at 31 December 2023 (audited)    79,959                 121,920                    201,879                     79,630     281,509
 Additions                           -                      32,789                     32,789                      -          32,789
 Fair value adjustment               -                      -                          -                           (61)       (61)
 As at 31 December 2024 (audited)    79,959                 154,709                    234,668                     79,569     314,237

 Amortisation and impairment
 As at 31 December 2023 (audited)    37,953                 67,990                     105,943                     47,667     153,610
 Amortisation charge for the period  7,497                  17,364                     24,861                      -          24,861
 Impairment charge for the period    -                      4,527                      4,527                       -          4,527
 As at 31 December 2024 (audited)    45,450                 89,881                     135,331                     47,667     182,998

 Carrying amount
 As at 31 December 2023 (audited)    42,006                 53,930                     95,936                      31,963     127,899
 As at 31 December 2024 (audited)    34,509                 64,828                     99,337                      31,902     131,239

 

 

Note 6: Impairment to Software Development Costs

 

The Group assessed software development costs for indicators of impairment,
considering both qualitative and quantitative factors.

 

During the period ended 30 June 2025, management discontinued development of a
title. Following a reassessment of the project's commercial prospects, the
title was determined to be no longer commercially viable and the related
development costs no longer expected to generate future economic benefits.

 

The Group therefore recognised an impairment loss of $0.5 million within Cost
of Sales, reducing the carrying value of software development costs
attributable to this cancelled, unreleased title as at 30 June 2025.

 

In assessing value in use for games identified with indicators of impairment,
the Group has prepared a cash flow forecast reflecting management's
estimations of future performance of these titles. Key assumptions on which
this forecast was based includes title revenue generation and revenue decay
curves.

 

The cash flows were discounted to their present value utilising a pre-tax
discount rate of 20.6%, calculated based on the particular circumstances of
the Group and its CGUs, derived from its Weighted Average Cost of Capital.
Based on this assessment, none of the titles tested under this method showed
impairment, as the discounted future cash flows supported their carrying
amounts.

 

 

 

 

 

 

 

Note 7: Financial Instruments

 

Financial assets and liabilities analysed by the categories were as follows:

 

                                                                  Unaudited           Unaudited           Audited
                                                                  6 months ended      6 months ended      Year ended
                                                                  30-Jun-25           30-Jun-24           31-Dec-24
                                                                  US$'000             US$'000             US$'000

 Financial assets at amortised cost:
 Trade and other receivables                                      12,639              22,382              15,268
 Short-term investments                                           -                   -                   464
 Cash and cash equivalents                                        34,726              31,926              41,645
                                                                  47,365              54,308              57,377

 Financial liabilities at amortised cost:
 Trade and other payables                                         14,726              17,685              15,910
 Lease liabilities                                                999                 955                 1,104
 Deferred consideration                                           9,506               11,366              9,186
                                                                  25,231              30,006              26,200

 Financial liabilities at fair value through profit or loss:
 Contingent consideration                                         1,524               1,405               1,391

 

 

Fair values of financial assets and liabilities

 

The Group measures financial instruments at fair value using the following
hierarchy:

·      Level 1 - Quoted prices in active markets.

·      Level 2 - Valuations based on observable market data.

·      Level 3 - Valuations based on unobservable inputs.

 

Except for contingent consideration, which is measured using Level 3 inputs,
all of the Group's financial instruments are classified as Level 1 in the fair
value hierarchy.

At 30 June 2025, the Group recognised contingent consideration of $1.5 million
(31 December 2024: $1.4 million), relating to share option grants issued to
the sellers of an acquired subsidiary. The fair value is based on the exercise
price of the options, with fluctuations arising primarily from:

 

·      the denomination of exercise prices in GBP and retranslation into
USD; and

·      changes in the estimate of the number of options expected to be
exercised.

 

                                                             Contingent
                                                             consideration
                                                             $'000

 Balance at 1 January 2025                                          1,391
 Unrealised fair value changes recognised in profit or loss            133
 Balance at 30 June 2025                                            1,524

 

 

Financial Risk Management

The Group's financial risk exposures and management approach remain consistent
with those disclosed in the annual financial statements for the year ended 31
December 2024. There have been no material changes in the nature of the
Group's risks or the processes applied to manage them during the six-month
period ended 30 June 2025.

 

Foreign exchange risk

The Group continues to receive and remit payments in Euros, US Dollars and
Pounds. Foreign currency risk is managed through natural hedging, with excess
balances transferred into USD or GBP at the earliest opportunity.

 

Liquidity risk

Management continues to monitor cash balances and forecasts on a regular basis
to ensure sufficient liquidity is maintained to meet obligations as they fall
due. No liquidity issues were encountered in the period.

 

Credit risk

Credit risk management processes remain unchanged. The Group's exposure to
credit losses continues to be low, reflecting the blue-chip nature of its
customers and the absence of significant historical write-offs. Expected
credit losses on financial assets measured at amortised cost remain
immaterial. Cash and cash equivalents are held with counterparties rated
investment grade or above, and investments continue to be focused on bonds and
senior unsecured debt instruments with recognised credit ratings.

 

Note 8: Deferred Tax

 

Deferred tax assets have been recognised in respect of all tax losses and
other temporary differences giving rise to deferred tax assets where the Group
believes it is probable that these assets will be recovered. During the
period, the Group reassessed the recoverability of the deferred tax assets
relating to US federal and state taxes. Given the history of tax losses and
the challenges in reliably estimating when the deferred tax assets would be
recognised, in particular for deferred tax assets relating to Stock Options,
the Group derecognised deferred tax assets totalling $6.8 million, of which
$5.9 million related to Stock Options. Management will continue to monitor and
reassess the recognition of deferred tax assets as appropriate.

 

Note 9: Events After the Reporting Date

 

On July 4, 2025, the "One Big Beautiful Bill Act" (OBBBA) was signed into law.
Key corporate tax provisions of the OBBBA include the reinstatement of 100%
bonus depreciation, immediate expensing of domestic research and experimental
expenditures (Section 174) , modifications to Section 163(j) interest
limitations, updates to GILTI and FDII provisions, amendments to energy
credits, and expanded Section 162(m) aggregation requirements.

 

The effects of newly enacted tax legislation will be recognized in the period
of enactment. Consequently, the impact of the OBBBA will be reflected in the
Group's financial statements for the year ended 2025. The Group is currently
evaluating the implications of the OBBBA. While no material change in tax
expense is anticipated, the Group expects that certain balance sheet items,
including tax payable and deferred tax assets, may be materially affected as a
result of the new legislation, largely in relation to the changes in Section
174 R&D cost treatments.

 

 

 

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