REG - tinyBuild, Inc. - FY 2025 results ahead of expectations
Today 07:02
For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260319:nRSS2958Xa&default-theme=true
RNS Number : 2958X tinyBuild, Inc. 19 March 2026
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Group's obligations under Article 17 of MAR.
Upon the publication of this announcement, this inside information is now
considered to be in the public domain.
19 March 2026
tinyBuild, Inc
("tinyBuild" or the "Group")
FY 2025 results ahead of expectations
tinyBuild (AIM:TBLD), a premium video games publisher and developer with
global operations, is pleased to announce its audited results for the twelve
months ended 31 December 2025.
Financial highlights:
● Revenue from continuing operations (excluding Red Cerberus) of
$35.5m (FY 2024: $30.4m), 17% year‑on‑year growth driven by a solid
contribution from both new releases and the back catalogue.
● Adjusted EBITDA¹ from continuing operations of $5.6m (FY 2024:
$6.1m loss), a strong improvement due to favourable revenue mix and lower
operating costs.
● Cash from operating activities increased to $12.7m (FY 2024:
$6.3m), mirroring the earnings uplift from higher-margin mix and tighter
operating spend.
● Cash and cash equivalents of $4.6m at 31 December 2025
(31 December 2024: $3.1m), and it is anticipated to reduce towards the
spring as the Company continues to invest in a disciplined manner in upcoming
game releases.
(
1) Includes amortisation of Development costs. Excludes impairment of
Development costs ($1.1m) and share-based compensation expenses (see note 6).
Operational highlights:
● Contribution from own-IP (first and second party) titles increased
to 86% of Gaming revenues(2) (FY 2024: 77%), primarily due to the success of
Deadside release on console.
● Back catalogue(3) sales remained broadly stable at 88% of Gaming
revenue(2) (FY 2024: 87%), again thanks to Deadside performance also helped by
evergreen franchises like Hello Neighbor.
● Release of new titles such as The King is Watching, FEROCIOUS,
Kill it with Fire 2 plus additions to catalogue titles such as version 1.0 of
Drill Core, the console launch of Deadside, and physical Switch editions for
Graveyard Keeper and the Hello Neighbor published by Atari.
● Announcement of new games such as Hozy, Restory, The Lift,
SpeedRunnners 2 and Trainfort, plus SAND for console, and numerous playtests,
demos and prototype 2 for Hello Neighbor 3.
● Production of Season 3 of Hello Neighbor animated series
continued, and progress has been made on the Hello Neighbor film.
(
2) Excludes revenues from Development Services and Events
(3) Includes titles released prior to the current fiscal year
Post-Period End highlights:
● Successful release on console of I Am Future, and the first DLC
for The King is Watching.
● On 17 February 2026, the Company granted stock options over
6,334,400 ordinary shares of 0.001 USD each in the Company ("Shares") to
Giasone (Jaz) Salati. This award forms part of the terms and conditions of
Jaz's appointment as CFO on 29 June 2023. The Board of Directors approved the
grant of a total of 1,600,000 Restricted Stock Awards share units ("RSAs").
● In January and February 2026, DevGAMM LLC received capital
contributions totalling $300k
Outlook
● 2025 saw a strong EBITDA performance, but uncertainty remains in a
crowded market (c. 20,000 games were released in 2025, 8% more than in 2024).
● The pipeline includes a number of high-potential games; the strong
2025 gives management greater flexibility both in terms of development budget
and release schedule to achieve the full potential for each title.
● The implication of the conflict in Ukraine and in the Middle East
and the evolving macroeconomic situation still impose caution and vigilance.
In particular, tinyBuild continues to carefully assess the position of its
staff, its exposure in terms of revenues and any other factor that may have an
impact on the business.
● All considered, the Board remains confident the Company is on
track to deliver results at least in line with expectations.
Alex Nichiporchik, Chief Executive Officer of tinyBuild, commented:
"tinyBuild bounced back strong in 2025 creating new franchises, relaunching
catalogue titles to new highs and doubling down on the strength of our
pipeline: we now have 7 titles on the Steam Top200 Wishlist chart, a new
record. I really need to thank our people, in all geographies, for these
amazing results achieved in a challenging environment."
"The industry backdrop is slowly improving and we start to see the fruits of
our strategy to invest cautiously in own-IP with a diversified approach of
higher and lower budget titles. More to come in 2026 and beyond."
Enquiries:
tinyBuild, Inc investorrelations@tinybuild.com (mailto:investorrelations@tinybuild.com)
Alex Nichiporchik - Chief Executive Officer
Giasone (Jaz) Salati - Chief Financial Officer
Zeus (Nominated Adviser and Broker) +44 203 829 5000
Antonio Bossi / James Edis (Investment Banking)
Ben Robertson (Corporate Broking)
SEC Newgate (Financial PR) tinybuild@secnewgate.co.uk
Robin Tozer +44 (0)7540 106366
About tinyBuild:
Founded in 2013, tinyBuild (AIM: TBLD) is a leading premium AA-rated and indie
video games publisher and developer. tinyBuild has a strong portfolio of over
100 titles and it strategically secures access to IP and partners with
developers to establish a stable platform on which to build multi-game and
multimedia franchises.
Headquartered in Bellevue, Washington, USA, the Group has key operations
worldwide, with employees, contractors or partners in multiple locations
across five continents. tinyBuild's geographic diversity enables it to source
high-potential IP, cost-effective development resources and a loyal customer
base through innovative grassroots marketing. tinyBuild was admitted to AIM, a
market operated by the London Stock Exchange, in March 2021.
For further information, visit: www.tinybuildinvestors.com
(http://www.tinybuildinvestors.com) .
OPERATIONAL REVIEW
2025 was a year of steady progress in an industry that remained highly
competitive, but where the outlook has continued to improve as the market
works its way out of the post-pandemic low. Steam continued to set new
engagement records, despite funding remaining scarce and studio closures
continuing, if at a slower pace compared to prior year. In that context, we
stayed focused on what has worked for tinyBuild over the last few years:
expanding existing franchises, building new IP that connects with players, and
validating every project early through demos, playtests and tight community
feedback loops.
We have the best publishing team and development studios we ever had, working
in tandem to plan everything from the game's first announcement to the release
of v1.0, and beyond. We empower people to achieve their best through ownership
and freedom, and the results regularly come through ahead of expectations.
We continue to work on the one-thousand-hour games: infinitely re-playable
experiences built around systems. We combine that with innovative concepts and
technology, working on new ideas for as long as it takes to get them to the
maximum potential. As an old industry adage goes: "A delayed game is
eventually good, but a rushed game is forever bad." With player's expectations
rising, we are not afraid to invest incremental time and resources to deliver
a better game, when we have proven traction.
Our financial results show that we can invest in growth while meeting and
beating investor's expectations. We remain lean and nimble, keeping a close
keen eye on our costs, which in turn gives us more flexibility on our
commercial strategy. Since 2023 lots of work has gone into improving internal
processes: ownership of each line of budget and timeliness of internal
communication gives everyone greater visibility and time to act.
In 2025, back catalogue and own-IP titles contributed 88% and 86% of Gaming
revenue, respectively, (2024: 87% and 77%). We delivered 11 game releases
across PC and console, while continuing to invest in the back catalogue and
evergreen franchises. The King is Watching was a standout new release,
reaching 18,000 peak concurrent players on Steam and surpassing 500,000 copies
sold on Steam to date. On console, Deadside exceeded expectations following
its PlayStation and Xbox launch, supported by trial versions. Among the new
announcements, ReStory amassed over 200,000 wishlists in just one month, and
The Lift's addictive open playtest, resulting in 300,000 wishlists.
Current portfolio and pipeline
Releases in FY 2025 included:
● Deadside (console) - Open-world survival shooter with persistent
PvPvE (Player Vs Player Vs Environment), base-building and tactical gunplay,
brought to console audiences via a native current-gen launch and supported by
trial versions.
● DUCKSIDE (console) - Persistent-world survival shooter where you
literally play as armed ducks, combining PvPvE combat, base-building, and
mission-driven progression.
● Level Zero: Extraction (version 1.0) - An asymmetrical PvPvE
extraction shooter that blends survival-horror tension with objective-driven
looting and exfiltration.
● Deep Cuts (VR) - A physics-driven VR action-adventure that drops
players onto living movie sets across multiple genres, mixing melee, gunplay
and light puzzle-solving.
● The King is Watching - Roguelite kingdom-builder where production
only runs under your "royal gaze," creating tight, replayable trade-offs
between economy and defence.
● Drill Core (version 1.0) - Strategic 2D "platform-miner"
sim/roguelite about running planetary drilling operations, balancing crew
management, tech upgrades, and defences against aliens.
● Pigeon Simulator (console) - a chaotic, action-adventure, and
simulation game where players control a pigeon in a, often sandbox, city
environment to create mayhem and complete missions.
● Of Ash and Steel - Third-person, low-fantasy open-world RPG
emphasising methodical melee combat, unguided exploration, and old-school
progression without quest markers.
● FEROCIOUS - Survival-action FPS on a hostile prehistoric island,
blending exploration and high-intensity firefights against dinosaurs and
mercenaries.
● Kill it with Fire 2 (PC and console) - first-person,
action-simulation, and physics-based puzzle game focused on finding and
destroying spiders
After the end of the period, tinyBuild published:
● I Am Future (consoles) - Cozy, single-player, post-apocalyptic
survival simulation where players build and automate a rooftop base, farm and
fish, craft gadgets, and explore a flooded city.
● The King is Watching (pay DLC) - Roguelite kingdom-builder where
production only runs under your "royal gaze," creating tight, replayable
trade-offs between economy and defence
Looking ahead, tinyBuild has the strongest pipeline it has ever had:
● Kingmakers - Action-strategy sandbox where modern firearms and co-op
command tools reshape medieval mass battles with thousands of units.
● SAND - Open-world PvPvE extraction shooter on a fallen desert
planet, anchored by customizable walking-base "Tramplers".
● The Lift - an eerie first-person simulator with satisfying
house-flipping gameplay, a mind-bending story, and a highly interactive world.
● Hello Neighbor 3 - Systems-driven stealth-adventure in the simulated
open town of Raven Brooks with emergent puzzles and social AI.
● ALL WILL FALL - Physics-driven ocean-city builder where every
structure can collapse, forcing disciplined resource management and risk-aware
vertical construction.
● SpeedRunners 2 - Competitive side-scrolling racing/platformer sequel
with 8-player lobbies and a new 64-player tournament format for large-scale
events.
● Trainfort - Co-op survival-crafting game about dwarven nomads
building a mobile train-base to traverse a vast, post-apocalyptic world in
search of resources.
● Hozy - Cozy renovation sim focused on cleaning, refurbishing, and
decorating neglected interiors with straightforward tools and high
"before/after" payoff.
● ReStory - Cozy narrative management sim set in mid-2000s Tokyo,
where players run and grow an electronics repair shop.
● Streets of Rogue 2 - Procedural, systems-heavy open world that
supports multiple playstyles - sneak, fight, trade, build, or farm - within a
chaotic immersive-sim sandbox.
● VOIN (version 1.0) - Fast first-person hack-and-slash action-RPG
with loot-driven builds and expanding regions like the "Permafrost" zone
adding progression and late-game challenges.
Investing and innovating for growth
Since before the IPO, tinyBuild's mantra has been to maintain a
well-diversified portfolio of own-IP that can be scaled into cross-media
franchises, and we remain loyal to that. Our catalogue of over 100 titles
generates predictable cash flows, supporting disciplined investment into
high-potential new IP and allowing us to expand evergreen franchises,
including cross media.
In 2025 Our focus remained on cash generation so we can fund a larger number
of new projects through their full development cycle. We are selective about
signing new titles: we look for great ideas, amazing teams and the potential
to create original new franchises. The alignment between studios and the
publishing team is key for long term success.
The uncertain macroeconomic environment is a curse and a blessing at the same
time, forcing us to be conservative on one side, but also creating many
interesting opportunities. The disposal of our Brazilian quality assurance
business Red Cerberus (2 April 2025) freed up management time and resources to
invest in our core business, while giving Red Cerberus the best opportunity to
thrive as part of a larger group.
People
Excluding the disposal of Red Cerberus, the number of staff remained broadly
stable in 2025 at nearly 200. Project and budget ownership means it is even
easier to spot and reward talent across the Group, which translates in a high
retention rate.
tinyBuild continues to support all its staff (employees and independent
contractors) and their families affected by the war in Ukraine and it
continues to carefully monitor the situation. Having helped staff move out of
the riskiest areas, the Group remains focused on mental health and
administrative support so they can settle in their preferred location across
Europe.
Position and strategy
tinyBuild is well-positioned with a strong pipeline of new titles and a proven
ability to attract, screen and market high-quality game franchises. Our
balanced investment strategy aims at building a diversified portfolio of high-
potential own-IP, and our multimedia franchise model allows us to extend the
life of our IP, maximising our return on investment.
Our medium-term strategy is to expand our position as a leading global video
games developer and publisher, focusing on IP ownership while creating
long-term scalable franchises across multiple media formats. 2025 has seen
significant progress towards that ambition, and I would like to thank all of
our staff for their amazing contribution and our shareholders for their
support.
Alex Nichiporchik
Chief Executive Officer
19 March 2026
FINANCIAL REVIEW
Results for the year ended 31 December 2025 were ahead of expectations, with a
positive EBITDA contribution in the second half following a very strong first
half performance. The Group ended the year with $4.6m in cash and cash
equivalents, no borrowings, and a strengthened financial position following
continued cost discipline and portfolio optimisation. The disposal of Red
Cerberus during the year is reflected as discontinued operations.
Revenue
In FY 2025, revenue from continuing operations (excluding Red Cerberus) was
$35.5m (FY 2024: $30.4m), 17% y-oy growth, driven by a solid contribution from
both new releases and the back catalogue plus a $1.9m contribution from
Development Services (platform deals). Owned-IP represented c.86% of game and
merchandise royalties (FY 2024: c.77%), reflecting our continued focus on a
more aligned own-IP portfolio.
The release of new IP The King is Watching dominated the second half, as the
third best ever launch in the tinyBuild's history, in terms of revenues. Back
catalogue performed very strongly in the first half, with the successful
release of Deadside on console, also supported by better than expected
contributions from Hello Neighbor and VOIN in the second half of the year.
Events revenue increased to $1.7m (FY 2024: $1.4m), as DevGAMM continued to
strengthen its position and footprint across Europe.
Adjusted EBITDA and Operating Profit
Adjusted EBITDA is presented net of amortisation of development costs,
excluding impairment of intangible assets, depreciation, share-based
compensation expenses, releases of accrued royalties and other significant
one-off other income or expense items, giving a clear yet conservative picture
of the business progression. Adjusted EBITDA from continuing operations for
2025 was positive $5.6m ($6.1m loss in 2024), reflecting double digit revenue
growth, a more favourable revenue mix (86% own-IP revenues vs 77% in 2024) and
the continuous cost control, along with lower amortisation of development
costs ($7.4m in 2025 vs $10.5m in 2024).
Operating loss from continuing operations for 2025 was $2.8m (2024: $20.1m),
after accounting for the $3.9m impairment of development costs (2024: $13.7m).
Excluding the impairment charges, a higher adj. EBITDA is derived by lower
general and administrative expenses ($16.0m in 2025 compared with $17.3m in
2024) following continued cost control.
Finance costs and taxation
As the Group carries no debt, finance costs were immaterial in 2025. Taxation
charges were $0.5m (2024: $0.3m).
Impairment
In FY 2025, the Group recorded $7.2m of impairment charges, including $3.9m
relating to software development costs and $3.3m relating to purchased IP and
acquired brands, reflecting ongoing portfolio optimisation and the closure of
one development studio during the year. This compares with impairment of
software development costs of $13.7m in FY 2024.
Cash Flow
Cash flows from operating activities increased to $12.7m (FY 2024: $6.3m),
supported by improved underlying performance and working capital movements.
Software development costs, mainly consisting of developer salaries, advances,
localisation and porting, decreased to $11.8m ($19.3m in 2024), reflecting the
rationalisation in investment for upcoming pipeline releases and the expensing
of development costs after the release of version 1.0.
Employee incentive plan and EBT update
The Employee Benefit Trust continued to hold a total of 3,937,587 ordinary
shares as at 31 December 2025. The EBT was set up in 2022 for the benefit of
current and future employees and will continue to act independently of the
Company to satisfy potential share awards and future option exercises, once
vested.
On 17 February 2026, the Company granted stock options over 6,334,400 ordinary
shares of 0.001 USD each in the Company ("Shares") to Giasone (Jaz) Salati. At
the grant date, 53% of the options vest and became exercisable immediately,
and 47% vest and became exercisable at various stages over the subsequent 18
months. The total fair value of the options granted is approximately $0.6m.
In addition, on 17 February 2026, the Board approved the grant of Restricted
Stock Awards ("RSAs") to certain employees and service providers, comprising
1,600,000 RSAs for the 12-month period to 30 September 2024 and 1,000,000 RSAs
for the 12-month period to 30 January 2026, which (subject to vesting
conditions) convert on a one-for-one basis into ordinary shares.
Financial Position
The net cash position at 31 December 2025 was $4.6m (31 December 2024: $3.1m).
The balance sheet remains conservative, with no borrowings and disciplined
investment into the pipeline ahead of high-potential releases.
Giasone (Jaz) Salati
Chief Financial Officer
19 March 2026
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
2025 2024
Note $'000 $'000
Revenue 6 35,511 30,438
Cost of sales:
- Cost of sales (16,821) (18,672)
- Impairment of software development costs (3,927) (13,663)
Total cost of sales (20,748) (32,335)
Gross profit/(loss) 14,763 (1,897)
Administrative expenses:
- General administrative expenses (16,000) (17,276)
- Impairment of intangible assets (3,304) -
- Impairment released/(recognised) on trade receivables 1,426 (1,811)
- Share-based payment expenses (230) (148)
Total administrative expenses (18,108) (19,235)
Other income 7 500 1,024
Operating loss 9 (2,845) (20,108)
Finance costs 10 (19) (27)
Finance income 11 4 134
Loss on ordinary activities before taxation (2,860) (20,001)
Income tax expense 12 (531) (267)
Loss from continuing operations (3,391) (20,268)
Discontinued operations
Loss for the year from discontinued operations 4 (789) (326)
Loss for the year (4,180) (20,594)
Attributable to:
Owners of the parent company (3,896) (20,522)
Non-controlling interests (284) (72)
Basic loss per share ($) 13 (0.010) (0.054)
Basic loss per share (continuing operations) ($) 13 (0.008) (0.053)
Diluted loss per share ($) 13 (0.010) (0.054)
Diluted loss per share (continuing operations) ($) 13 (0.008) (0.053)
Adjusted EBITDA (continuing operations)* 14 5,597 (6,058)
*Unaudited Adjusted EBITDA is a non-IFRS measure and is defined as earnings
after capitalised software development costs but before interest, tax,
depreciation, amortisation (excluding amortisation of software development
costs), share-based payment expenses, impairment of intangible assets,
releases of accrued royalties and other significant one-off other income or
expense items.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
2025 2024
$'000 $'000
Loss for the year (4,180) (20,594)
Other comprehensive income/(loss) net of taxation
Exchange differences on translation of foreign operations - may be
reclassified to profit and loss
58 (118)
Total comprehensive loss for the year (4,122) (20,712)
Attributable to:
Owners of the parent company (3,838) (20,640)
Non-controlling interests (284) (72)
(4,122) (20,712)
The notes form part of these group financial statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER
2025
2025 2024
ASSETS Note $'000 $'000
Non-current assets
Other intangible assets 15 35,301 41,750
Property, plant and equipment:
- owned assets 16 64 287
- right-of-use assets 16 70 374
Other receivables 18 412 408
Total non-current assets 35,847 42,819
Current assets
Trade and other receivables 18 6,031 7,951
Cash and cash equivalents 4,615 3,088
Total current assets 10,646 11,039
TOTAL ASSETS 46,493 53,858
EQUITY AND LIABILITIES
Equity
Share capital 24 397 397
Share premium 24 76,809 76,809
Own shares 24 (1,100) (1,100)
Warrant reserve 27 1,920 1,920
Translation reserve 27 (77) (135)
Accumulated deficit 27 (42,253) (38,587)
Equity attributable to owners of the parent company 35,696 39,304
Non-controlling interest 27 (707) (423)
Total equity 34,989 38,881
LIABILITIES
Non-current liabilities
Lease liabilities 20 - 218
Deferred tax liabilities 22 236 154
Total non-current liabilities 236 372
Current liabilities
Trade and other payables 19 11,197 14,441
Lease liabilities 20 71 164
Total current liabilities 11,268 14,605
Total liabilities 11,504 14,977
TOTAL EQUITY AND LIABILITIES 46,493 53,858
The Consolidated Financial Statements were approved by the Board of Directors
and authorised for issue on 19 March 2026 and are signed on its behalf by:
Alex Nichiporchik - CEO and Founder
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
Share capital Share premium Own shares Warrant reserve Translation reserve Accumulated deficit Total equity attributable to owners of the parent company Non-controlling interest Total
equity
$'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000
Balance at 1 January 2025 397 76,809 (1,100) 1,920 (135) (38,587) 39,304 (423) 38,881
Loss for the year - - - - - (3,896) (3,896) (284) (4,180)
Other comprehensive income:
Foreign exchange differences on the translation of foreign operations
- - - - 58 - 58 - 58
Total comprehensive income/(loss) for the year - - - - 58 (3,896) (3,838) (284) (4,122)
Transactions with owners in their capacity as owners:
Share-based payment charge - - - - - 230 230 - 230
Total transactions with owners - - - - - 230 230 - 230
Balance at 31 December 2025 397 76,809 (1,100) 1,920 (77) (42,253) 35,696 (707) 34,989
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Share capital Share premium Own shares Warrant reserve Translation reserve Accumulated deficit Total equity attributable to owners of the parent company Non-controlling interest Total
equity
$'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000
Balance at 1 January 2024 204 65,593 (1,031) 1,920 (17) (18,213) 48,456 (351) 48,105
Loss for the year - - - - - (20,522) (20,522) (72) (20,594)
Other comprehensive loss:
Foreign exchange differences on the translation of foreign operations - - - - (118) - (118) - (118)
Total comprehensive loss for the year - - - - (118) (20,522) (20,640) (72) (20,712)
Transactions with owners in their capacity as owners:
Share-based payment charge - - - - - 148 148 - 148
Issue of shares, net of $889K issuance costs 193 11,216 - - - - 11,409 - 11,409
24
Own shares acquired 24 - - (69) - - - (69) - (69)
Total transactions with owners 193 11,216 (69) - - 148 11,488 - 11,488
Balance at 31 December 2024 397 76,809 (1,100) 1,920 (135) (38,587) 39,304 (423) 38,881
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
2025 2024
Note $'000 $'000
Cash flows from operating activities
Cash generated from operations 25 12,682 6,173
Net interest received 10,11 (15) 117
Net cash generated by operating activities 12,667 6,290
Cash flows from investing activities
Software development costs 15 (11,784) (19,315)
Proceeds on disposal of intangible assets 15 - 2,594
Purchase of property, plant and equipment 16 (55) (22)
Proceeds of disposal of subsidiaries 4 763 -
Net cash used in investing activities (11,076) (16,743)
Cash flows from financing activities
Proceeds from issuance of shares - 12,298
Transaction costs arising from issuance of shares - (889)
Acquisition of own shares - (69)
Payment of principal portion of lease liabilities 20 (64) (299)
Net cash (used in)/ generated by financing activities (64) 11,041
Cash and cash equivalents
Net increase in the year 1,527 588
At 1 January 3,088 2,500
At 31 December 4,615 3,088
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1 GENERAL INFORMATION
tinyBuild Inc. ("the Company") is a public company limited by shares, and is
registered, domiciled and incorporated in Delaware, USA. tinyBuild has been
listed on the London Stock Exchange (AIM:TBLD) since March 2021. The address
of the registered office is 1239 120(th) Ave NE, Suite A, Bellevue, WA 98005,
United States of America.
The Group ("the Group") consists of tinyBuild Inc. and all of its subsidiaries
as listed in note 17. The Group's principal activity is that of an indie video
game publisher and developer.
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation
The principal accounting policies applied in the
preparation of these financial statements are set out below. These policies
have been consistently applied to all the periods presented, unless otherwise
stated.
The financial statements have been prepared on a going concern basis and in
accordance with International Financial Reporting Standards ("IFRS") as issued
by the International Accounting Standards Board ("IASB").
The financial statements have been prepared on the historical cost basis
except for, where disclosed in the accounting policies, certain financial
instruments that are measured at fair value.
The financial statements are prepared in US Dollars ($), which is the
functional currency and presentational currency of the Company. Monetary
amounts in these financial statements are rounded to the nearest thousand US
Dollars ($'000), unless otherwise stated.
The preparation of consolidated financial statements in
conformity with IFRS requires the use of certain critical accounting
estimates. It also requires management to exercise its judgement in the
process of applying the Group's accounting policies. The areas involving
judgement or areas where assumptions and estimates are significant to the
financial statements are disclosed in note 3.
Basis of consolidation
Subsidiaries are all entities over which the Group has control. The Group
controls an entity when the Group is exposed to, or has rights to, variable
returns from its involvement with the entity and has the ability to affect
those returns through its power over the entity. Subsidiaries are fully
consolidated from the date on which control is transferred to the Group and
are deconsolidated from the date control ceases. Inter-company transactions,
balances and unrealised gains and losses on transactions between group
companies are eliminated.
Non-controlling interests in the net assets of consolidated subsidiaries are
identified separately from the Group's equity therein. The Group elected to
initially recognise the non-controlling interests at its proportionate share
of the acquired net identifiable assets. Non-controlling interests consist of
the amount of those interests at the date of the original business combination
and the non-controlling shareholder's share of changes in equity since the
date of the combination. Total comprehensive income is attributed to
non-controlling interests even if this results in the non-controlling
interests having a deficit balance.
The results and financial position of foreign operations that have a
functional currency different from the presentation currency are translated
into the presentation currency as follows:
· Assets and liabilities for each statement of financial position
presented are translated at the closing rate at the date of that statement;
· Income and expenses for each income statement and statement of
comprehensive income are translated at average exchange rates; and
· All resulting exchange differences are recognised in other
comprehensive income.
Adoption of new and revised standards
With the exception of the new standard set out below, the Group has applied
the same accounting policies and methods of computation in its 31 December
2025 annual financial statements.
Standard/amendment Effective date
Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of 1 January 2025
Exchangeability
New and revised standards in issue but not yet effective
The following standards and interpretations relevant to the Group are in issue
but are not yet effective and have not been applied in the preparation of the
financial statements.
Standard/amendment Effective date
Annual Improvements Volume 11 1 January 2026
Amendments to the Classification and Measurements of Financial Instruments - 1 January 2026
Amendments to IFRS 9 and IFSR 7
Contracts Referencing Nature-depended Electricity - Amendments to IFRS 9 and 1 January 2026
IFRS 7
IFRS 19 Subsidiaries without Public Accountability: Disclosures 1 January 2027
IFRS 18 Presentation and Disclosure in the Financial Statements 1 January 2027
The new presentation requirements introduced in IFRS 18 will increase
comparability of the financial performance of similar entities, especially
relating to operating profit and management-defined performance measures. IFRS
18 is effective from 1 January 2027 and tinyBuild will report its first IFRS
18-compliant interim financial statements for the period ending 30 June 2027
and annual financial statements for the year ending 31 December 2027. The
Group is in the process of determining the impact of applying IFRS 18,
including determining the appropriate classification of items to ensure that
the operating profit subtotal will comply with the requirements of IFRS 18.
The group currently reports an Adjusted EBITDA measure to investors. The group
expects that this measure will meet the definition of a management-defined
performance measure.
Revenue recognition
IFRS 15 Revenue from Contracts with Customers has been applied for all periods
presented within the financial statements.
Revenue is recognised when control of a service or product provided by the
Group is transferred to the customer, in line with the Group's performance
obligations in the contract, and at an amount reflecting the consideration the
Group expects to receive in exchange for the provision of services.
The Group recognised revenue from the following activities:
Game and Merchandise Royalties
The Group develops and publishes video games based on its own and third-party
intellectual property. The Group grants third-party distributors licences to
sell these video games, and these distributors are considered to be the
Group's customers when assessing revenue recognition. The majority of the
Group's revenue is in the form of royalties received from third-party
distributors under the relevant licence agreements. Generally, royalty revenue
earned from third-party licensees is recorded in the period earned, being the
point at which the distributor sells the content to the end user, in
accordance with IFRS 15.
Game and Merchandise Royalties (continued)
Based on an evaluation of Principal vs Agent considerations, in particular who
is primarily responsible for delivering the goods, the Group has determined
that the third-party platform is considered to be the principal to end
customers for the sale of full games and related content. Therefore, the Group
reports revenue related to these arrangements net of the fees retained by the
storefront. The Group will occasionally enter contracts with a fixed amount
of royalty revenue in exchange for making a game available to a third-party
platform for their customers to download for an agreed period of time, with
minimal future performance obligations required by the Group. These contracts
are determined as right to use licenses in accordance with IFRS 15 and the
fixed fee is recognised upon satisfying the performance obligation of
providing the game licence for the specified subscription‐based platform,
being the date the game is first made available on the third-party platform.
Revenue from licensing is generally recognised at point in time at signing of
the agreement or when the specific game is made available to end users on the
platform. While most license agreements represent right-to-use arrangements
recognized at a point in time, certain subscription-based platform agreements
(e.g., Game Pass) may create a stand-ready performance obligation to provide
ongoing access to a title, in which case revenue is recognized over the access
period.
Development Services
Development advances received from distribution partners to assist with the
development of game titles are recognised as contract liabilities in the
statement of financial position and subsequently recognised as income when
distinct performance obligations set out in the contract are met. Performance
obligations for development service contracts typically include the delivery
of video game. The transaction price for the performance obligation is
generally a fixed amount which is specified in the contract.
The Group recognises revenue over time for contracts where the Group transfers
control of the product over time and where the contract meets one of the
following criteria. Different contracts meet different criteria, as below,
which varies between contracts.
the customer simultaneously receives and consumes the benefits provided by the
Group's performance as the Group performs it;
the Group's performance creates or enhances an asset that the customer
controls as the asset is created or enhanced; or
the Group's performance does not create an asset with an alternative use to
the Group and the Group has an enforceable right to payment for performance
completed to date.
Revenue is recognised based on time-based input measure of progress as the
Company's efforts are incurred evenly over time and the customer obtains
generally equal benefit from the service through the development period.
Payment is typically due upon milestones specified in the contract. When
payment from a customer is received in advance of performance obligations
being satisfied, a contract liability is recognised in the statement of
financial position. There is not considered to be a significant financing
component in these contracts with customers as the period between the
recognition of revenue and the milestone payment is expected to be less than
one year at contract inception.
Event Revenue
Event revenue relates to game development conferences, with the majority
relating to DevGAMM events. It is recognised at the conclusion of each event.
In cases where the invoices raised exceed the services rendered, a contract
liability representing advances or deferred revenue is recognised.
Going concern
The Directors confirm that they have a reasonable expectation that the Group
will have adequate resources to continue in operational existence for at least
twelve months beyond the issuance of these financial statements. Following the
successful $12.3m fund raise completed in January 2024, the Company continued
to strengthen its financial position in 2025. Accordingly, these financial
statements are prepared on a going concern basis, with no material uncertainty
over going concern.
Foreign currencies
Transactions in currencies other than the functional currency (i.e., in
foreign currencies) are initially recorded at the exchange rate prevailing on
the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are
translated at the rate of exchange ruling at the reporting date. Non-monetary
assets and liabilities denominated in foreign currencies are translated at the
rate ruling at the date of the transaction, or, if the asset or liability is
measured at fair value, the rate when that fair value was determined.
All translation differences are taken to profit or loss, except to the extent
that they relate to gains or losses on non-monetary items recognised in other
comprehensive income, when the related translation gain or loss is also
recognised in other comprehensive income.
Research and development expenditure
Expenditure on research activities as defined in IFRS is recognised in the
income statement as an expense as incurred.
Expenditure on developing new software products and substantial enhancements
to existing software product is recognised as intangible assets only when the
following criteria are met:
It is technically feasible to develop the product to be used or sold;
There is an intention to complete and use or sell the product;
The Group is able to use or sell the product;
Use or sale of the product will generate future economic benefits;
Adequate resources are available to complete the development; and
Expenditure on the development of the product can be measured reliably.
The capitalised expenditure represents costs directly attributable to the
development of the asset from the point at which the above criteria are met up
to the point at which the product is ready for use. If the qualifying
conditions are not met, such development expenditure is recognised as an
expense in the period in which it is incurred.
Software development costs largely relate to amounts paid to external
developers, consultancy costs and the direct payroll costs of the internal
development teams. Capitalised development expenditure is reviewed at the end
of each accounting period for the conditions set out above as well as for
indicators of impairment. Intangible assets that are not yet available for use
are tested for impairment annually by comparing their carrying amount with
their recoverable amount based on cash flow forecasts for the developed
products.
Finance income and costs
Finance costs comprise interest charged on liabilities and finance costs
accruing from lease liabilities.
Interest income and interest expenses are recognised in the statement of
comprehensive income as they accrue, using the effective interest method.
EBITDA and adjusted EBITDA
Earnings before Interest, Taxation, Depreciation and Amortisation ("EBITDA")
and Adjusted EBITDA are non-IFRS measures used by Management to assess the
operating performance of the Group. EBITDA is defined as profit from
continuing operations before finance costs, finance income, tax, depreciation
and amortisation (excluding amortisation of capitalised software development
costs). Share-based payment costs, impairment of intangible assets, releases
of accrued royalties and other significant one-off other income or expense
items are excluded from EBITDA to calculate Adjusted EBITDA.
The Directors primarily use the Adjusted EBITDA measure when making decisions
about the Group's activities. As these are non-IFRS measures, EBITDA and
Adjusted EBITDA measures used by other entities may not be calculated in the
same way and hence are not directly comparable.
Segmental reporting
The Group reports its business activities in one area: video games
development, which is reported in a manner consistent with the internal
reporting to the Board of directors, which has been identified as the chief
operating decision maker.
Property, plant and equipment
Property, plant and equipment are initially recognised at cost of purchase or
construction, which includes any costs directly attributable to bringing the
asset to the location and condition necessary for it to be capable of
operating in the manner intended by management.
After initial recognition, items of property, plant and equipment are carried
at cost less any accumulated depreciation and impairment losses.
Depreciation is calculated so as to write off the cost of an asset, less its
estimated residual value, over its useful economic life as follows:
Fixtures, fittings and
equipment
2 - 7 years straight line
An item of property, plant and equipment is derecognised upon disposal or when
no future economic benefits are expected to arise from the continued use of
the asset. Any gain or loss arising on the disposal or retirement of an item
of property, plant and equipment is determined as the difference between the
sales proceeds and the carrying amount of the asset and is recognised in the
income statement.
Intangible assets - goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised.
Instead, goodwill is tested annually for impairment, or more frequently if
events or changes in circumstances indicate that it might be impaired and is
carried at cost less accumulated impairment losses. Impairment losses on
goodwill are taken to profit or loss and are not subsequently reversed.
Intangible assets - other than goodwill
The Group has four categories of intangible assets:
Brands
Brands acquired in a business combination are recognised at fair value at the
acquisition date. They have a finite useful life and are subsequently carried
at cost less accumulated amortisation and impairment losses. At the time of
purchase, the Group estimates the useful life for financial reporting purposes
and recognises amortisation on a straight-line basis over the useful life of
the asset, typically 15 years.
Customer relationships
Customer relationships acquired in a business combination are recognised at
fair value at the acquisition date. They have a finite useful life and are
subsequently carried at cost less accumulated amortisation and impairment
losses. At the time of purchase, the Group estimates the useful life for
financial reporting purposes and recognises amortisation on a straight-line
basis over the useful life of the asset, typically 7 years.
Purchased intellectual property
The Group purchases intellectual property related to video games. At the time
of purchase, the Group estimates the useful life of the intellectual property
for financial reporting purposes and recognises amortisation on a
straight-line basis over the useful life of the asset, typically 7 years.
Software development costs
The Group incurs software development costs through game studios within the
Group's control pursuant to IAS 38. Costs are amortised upon release of the
game over three years in a 40:35:25 ratio reflecting the pattern in which the
asset's future economic benefits are expected to be consumed.
Development advances paid to external developers for the development of
specified games are capitalised as incurred. Amortisation commences upon
release of the specified games and at a rate equivalent to the costs being
recovered from developers for non-owned IP, reflecting the pattern in which
the asset's future economic benefits are expected to be consumed. For
developer advances where the Group owns the underlying IP, costs are amortised
upon release of the game over three years in a 40:35:25 ratio.
The Group capitalises costs for localisation, porting and quality assurance of
games as software development costs pursuant to IAS 38. Costs are amortised
upon release of the game over three years in a 40:35:25 ratio.
Impairment of property, plant and equipment (including right-of-use assets)
and of intangible assets
At each reporting period end date, the Group reviews the carrying amounts of
its property, plant and equipment and intangible assets to determine whether
there is any indication that those assets have suffered an impairment loss. If
any such indication exists, the recoverable amount of the asset is estimated
in order to determine the extent of the impairment loss (if any). Where it is
not possible to estimate the recoverable amount of an individual asset, the
Group estimates the recoverable amount of the cash-generating unit to which
the asset belongs.
The recoverable amount is the higher of fair value less costs to sell and
value in use. In assessing value in use, the estimated future cash flows are
discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific
to the asset for which the estimates of future cash flows have not been
adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated
to be less than its carrying amount, the carrying amount of the asset (or
cash-generating unit) is reduced to its recoverable amount. An impairment loss
is recognised immediately in profit or loss, unless the relevant asset is
carried at a revalued amount, in which case the impairment loss is treated as
a revaluation decrease.
Financial instruments
Financial assets and liabilities are recognised on the statement of financial
position when the Group has become party to the contractual provisions of the
instrument. Transaction costs that are directly attributable to the
acquisition or issue of financial assets and financial liabilities (other than
financial assets and financial liabilities at fair value through profit or
loss) are added to or deducted from the fair value of the financial assets or
financial liabilities, as appropriate, on initial recognition. Transaction
costs directly attributable to the acquisition of financial assets or
financial liabilities at fair value through profit or loss are recognised
immediately in profit or loss.
Trade and other receivables
Trade receivables that do not have a significant financing component are
initially recognised at transaction price and thereafter are measured at
amortised cost using the effective interest method, less any allowance for
expected credit losses. Other receivables are stated at their transaction
price (discounted if material) less any expected impairment losses.
Platform receivables are stated at the estimated amount that Management
expects to collect from each platform, net of the applicable fees. Management
estimates this amount monthly based on preliminary sales reports provided by
each platform. Credit terms are typically 30 to 45 days.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and demand deposits, together
with other short-term, highly liquid investments maturing within 90 days from
the date of acquisition that are readily convertible into known amounts of
cash and which are subject to an insignificant risk of changes in value.
Classification and subsequent measurement of financial liabilities
The Group's financial liabilities include borrowings, trade and other payables
and lease liabilities.
Financial liabilities and equity instruments are classified according to the
substance of the contractual arrangements entered into. An equity instrument
is any contract that evidences a residual interest in the assets of the Group
after deducting all its liabilities. Financial liabilities are measured
subsequently at amortised cost using the effective interest rate method.
Trade and other payables
Trade and other payables and borrowings are initially recognised at fair value
less transaction costs and subsequently measured at amortised cost using the
effective interest rate method, with all movements being recognised in the
statement of profit and loss. Cost approximates to fair value.
Equity
Equity instruments issued are recorded at fair value on initial recognition
net of transaction costs.
Repurchase of the Company's own equity instruments is recognised and deducted
directly in equity. No gain or loss is recognised in profit or loss on the
purchase, sale, issuance or cancellation of the Company's own equity
instruments.
Impairment of financial assets under IFRS 9
The Group assesses, on a forward-looking basis, the expected credit losses
associated with its financial assets measured at amortised cost. The Group
applies the simplified approach to providing for expected credit losses
prescribed by IFRS 9, which requires the use of the lifetime expected loss
provision for all trade receivables. For other financial assets measured at
amortised cost, the Group recognises twelve month expected credit losses if
there has not been a significant increase in credit risk and lifetime expected
credit losses if there has been a significant increase in credit risk.
Significant financial difficulties of the customer, probability that the
customer will enter bankruptcy or financial reorganisation default or
delinquency in payments, and the unavailability of credit insurance at
commercial rates are considered indicators that the receivable may be
impaired.
Financial assets are written off when there is no reasonable expectation of
recovery. Where receivables have been written off, the Group continues to
engage in enforcement activity to attempt to recover the receivable due. Where
recoveries are made, these are recognised in the Statement of Comprehensive
Income and netted against any impairment expense recognised in respect of
financial assets.
Platform receivables
To measure the expected credit losses, trade and other receivables, including
platform receivables, have been grouped based on shared credit risk
characteristics and the days past due. For other financial assets at amortised
cost, the Group determines whether there has been a significant increase in
credit risk since initial recognition.
Share-based payments
The Group operates a number of equity-settled, share-based compensation plans,
under which the Group receives services from employees and contractors as
consideration for equity instruments (options) of the Company. The fair value
of the employee services received in exchange for the grant of the options is
recognised as an expense. A credit is recognised directly in equity. The total
amount to be expensed is determined by reference to the fair value of the
options granted:
- including any market performance conditions (for example, an
entity's share price);
- excluding the impact of any service and non-market performance
vesting conditions (for example, profitability, sales growth targets and
employment status over a specified time period); and
- including the impact of any non-vesting conditions (for example,
the requirement for employees to save). Non-market performance and service
conditions are included in assumptions about the number of options that are
expected to vest.
The total expense is recognised over the vesting period, which is the period
over which all of the specified vesting conditions are to be satisfied. For
share options which vest in instalments over the vesting period, each
instalment is treated as a separate share option grant, each with a different
vesting period.
At the end of each reporting period, the company revises its estimates of the
number of options that are expected to vest based on the non-market vesting
conditions. It recognises the impact of the revision to original estimates, if
any, in the statement of comprehensive income, with a corresponding adjustment
to equity.
Taxation
The tax expense for the period comprises current and deferred tax. Tax is
recognised in profit or loss, except if it arises from transactions or events
that are recognised in other comprehensive income or directly in equity. In
this case, the tax is recognised in other comprehensive income or directly in
equity, respectively. Where tax arises from the initial accounting for a
business combination, it is included in the accounting for the business
combination.
Current tax
Tax currently payable is based on the taxable profit for the year and is
calculated using the tax rates in force or substantively enacted at the
reporting date. Taxable profit differs from accounting profit either because
some income and expenses are never taxable or deductible, or are deductible in
other years.
Deferred tax
Using the statement of financial position asset and liability method, deferred
tax is recognised in respect of all temporary differences between the carrying
value of assets and liabilities in the consolidated statement of financial
position and the corresponding tax base. Deferred income tax is also not
accounted for if it arises from initial recognition of an asset or liability
in a transaction other than a business combination that, at the time of the
transaction, affects neither accounting nor taxable profit or loss and does
not give rise to equal taxable and deductible temporary differences.
Deferred tax is calculated at the tax rates that are expected to apply to the
period when the asset is realised or the liability is settled, based on tax
rates (and tax laws) that have been enacted or substantively enacted by the
reporting date.
The measurement of deferred tax assets and liabilities reflect the tax
consequences that would follow the manner in which the Group expects, at the
end of the reporting period, to recover or settle the carrying amount of its
asset and liabilities. Deferred tax assets are recognised only to the extent
that the Group considers that it is probable (i.e., more likely than not) that
there will be sufficient taxable profits available for the asset to be
utilised within the same tax jurisdiction. Deferred tax assets and liabilities
are offset only when there is a legally enforceable right to offset current
tax assets against current tax liabilities, they relate to the same tax
authority and the Group's intention is to settle the amounts on a net basis.
Since the Group is able to control the timing of the reversal of the temporary
difference associated with interests in subsidiaries, a deferred tax liability
is recognised only when it is probable that the temporary difference will
reverse in the foreseeable future mainly because of a dividend distribution.
At present, no provision is made for the additional tax that would be payable
if the subsidiaries in certain countries remitted their profits because such
remittances are not probable, as the Group intends to retain the funds to
finance organic growth locally.
Leases
On commencement of a contract (or part of a contract) which gives the Group
the right to use an asset for a period of time in exchange for consideration,
the Group recognises a right-of-use asset and a lease liability unless the
lease qualifies as a 'short-term' lease or a 'low-value' lease.
Short-term leases
Where the lease term is twelve months or less and the lease does not contain
an option to purchase the leased asset, lease payments are recognised as an
expense on a straight-line basis over the lease term.
Leases of low-value assets
For leases where the underlying asset is 'low value' (i.e., the asset value,
when new, is less than $5,000), lease payments are recognised as an expense on
a straight-line basis over the lease term.
Initial and subsequent measurement of the right-of-use asset
A right-of-use asset is recognised at commencement of the lease and initially
measured at the amount of the lease liability, plus any incremental costs of
obtaining the lease and any lease payments made at or before the leased asset
is available for use by the Group.
The right-of-use asset is subsequently measured at cost less accumulated
depreciation and any accumulated impairment losses. The depreciation methods
applied are as follows:
Leased property on a straight-line basis over
the shorter of the lease term and the useful life
The right-of-use asset is adjusted for any re-measurement of the lease
liability and lease modifications.
Initial measurement of the lease liability
The lease liability is initially measured at the present value of the lease
payments during the lease term discounted using the interest rate implicit in
the lease, or the incremental borrowing rate if the interest rate implicit in
the lease cannot be readily determined.
The lease term is the non-cancellable period of the lease plus additional
periods arising from extension options that the Group is reasonably certain to
exercise and termination options that the Group is reasonably certain not to
exercise.
Subsequent measurement of the lease liability
The lease liability is subsequently increased for a constant periodic rate of
interest on the remaining balance of the lease liability and reduced for lease
payments.
Interest on the lease liability is recognised in profit or loss, unless
interest is directly attributable to qualifying assets, in which case it is
capitalised in accordance with the Group's policy on borrowing costs.
Remeasurement of the lease liability
The lease liability is adjusted for changes arising from the original terms
and conditions of the lease that change the lease term, the Group's assessment
of its option to purchase the leased asset, the amount expected to be payable
under a residual value guarantee and/or changes in lease payments due to a
change in an index or rate. The adjustment to the lease liability is
recognised when the change takes effect and is adjusted against the
right-of-use asset, unless the carrying amount of the right-of-use asset is
reduced to nil, when any further adjustment is recognised in profit or loss.
On termination of leases, the right-of-use asset and lease liability are
reduced to nil, with any resulting gain or loss being recognised in profit or
loss.
Adjustments to the lease payments arising from a change in the lease term or
the lessee's assessment of its option to purchase the leased asset are
discounted using a revised discount rate. The revised discount rate is
calculated as the interest rate implicit in the lease for the remainder of the
lease term or, if that rate cannot be readily determined, the lessee's
incremental borrowing rate at the date of reassessment.
Changes to the amounts expected to be payable under a residual value guarantee
and changes to lease payments due to a change in an index or rate are
recognised when the change takes effect and are discounted at the original
discount rate unless the change is due to a change in floating interest rates,
when the discount rate is revised to reflect the changes in interest rate.
Lease modifications
A lease modification is a change that was not part of the original terms and
conditions of the lease and is accounted for as a separate lease if it
increases the scope of the lease by adding the right to use one or more
additional assets with a commensurate adjustment to the payments under the
lease.
For a lease modification not accounted for as a separate lease, the lease
liability is adjusted for the revised lease payments, discounted using a
revised discount rate. The revised discount rate used is the interest rate
implicit in the lease for the remainder of the lease term, or if that rate
cannot be readily determined, the lessee company's incremental borrowing rate
at the date of the modification.
Where the lease modification decreases the scope of the lease, the carrying
amount of the right-of-use asset is reduced to reflect the partial or full
termination of the lease. Any difference between the adjustment to the lease
liability and the adjustment to the right-of-use asset is recognised in profit
or loss.
For all other lease modifications, the adjustment to the lease liability is
recognised as an adjustment to the right-of-use asset.
3 JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Group's accounting policies, the Directors are
required to make judgements, estimates and assumptions about the carrying
amount of assets and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual
results may differ from these estimates.
Judgements
In the course of preparing the financial statements, judgements have been made
in the process of applying the accounting policies that have had a significant
effect in the amounts recognised in the financial statements. The following
are the areas requiring the use of judgements that may significantly impact
the financial statements.
Capitalisation of development expenditure
Management has to make judgements as to whether development expenditure has
met the criteria for capitalisation or whether it should be expensed in the
year. Development expenditure is capitalised only after its reliable
measurement, technical feasibility and commercial viability can be
demonstrated.
Allocation of transaction price to performance obligations
For development contracts relating to multiple game titles, the Group
allocates the transaction price to each performance obligation on the basis of
the relative stand-alone selling price of each distinct good or service
promised in the contract. The stand-alone selling price is determined to be
the price at which the Group would sell the promised good or service
separately to a customer. Where the stand-alone selling price is not directly
observable, the Group estimates it using an adjusted market assessment
approach. The Group evaluates the video game market and applies judgement when
determining the price that a customer would be willing to pay for the goods
and services.
Recognition of development services revenue over time
The Group recognises revenue over time for contracts where the Group transfers
control of the product over time and where the contract meets one of the three
criteria listed in IFRS 15 Revenues from Contracts with Customers. The
development services do not create an asset with an alternative use and there
is an enforceable right to payment for performance completed to date. Revenue
is recognised based on time elapsed from execution of the contract or
commencement of the development work to the expected release date of the
product. Determining the release date for a product requires a significant
amount of judgement and is contingent on internal and external factors.
Estimates
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised where the revision affects only that period, or in the
period of the revision and future periods where the revision affects both
current and future periods. Estimates include:
Measurement, useful lives and impairment of intangible assets
Purchased intellectual property is considered to have a useful economic life
of seven years. Other intangible assets (except for goodwill) are also
considered to have a finite useful economic life. They are amortised over
their estimated useful lives that are reviewed at each reporting date. In the
event of impairment, an estimate of the asset's recoverable amount is made.
The value of the intangible assets is tested whenever there are indications of
impairment and reviewed at each reporting date or more frequently should this
be justified by internal or external events.
After assessing the carrying value of each intangible asset which is not yet
ready for use at the reporting date, which is shown net of any impairment
charge posted, management estimate that the forecast cash generation is in
excess of the intangible asset held. The forecast cash generation is taken
from the Group's forecasts which cover the trading expectations for a minimum
of two years after the reporting date. The sensitivity of the assumptions used
within these forecasts is considered in note 15. The forecast revenue and cash
generation from each intangible asset are separately identifiable within the
Group forecasts. The forecast cash generation represents significant
assumptions regarding its commercial performance, should the assumptions prove
to be significantly incorrect there would be a risk of material adjustment in
the financial year following the release of that product.
4 DISCONTINUED OPERATIONS
In April 2025, the Group disposed of Red Cerberus LLC, together with its
subsidiary Red Cerberus Brasil LTDA for cash consideration of $1.5m which was
subsequently reduced to $1.1m due to a net working capital adjustment.
Accordingly, these subsidiaries have been classified as discontinued
operations in the current period. In line with the requirements of IFRS 5, the
results of these subsidiaries have been presented within discontinued
operations for the current and comparative periods.
The results of the discontinued operations, which have been included in the
profit for the full year presented, are as follows:
2025 2024
$'000 $'000
Revenue 329 4,261
Cost of sales 123 (2,698)
Administrative expenses (463) (1,834)
Finance income 2 11
Loss before tax from ordinary activities (9) (260)
Loss on disposal of subsidiaries (708) -
Loss before tax from discontinued operations (717) (260)
Income tax (72) (66)
Loss for the year from discontinued operations (789) (326)
The pre-tax loss on disposal of subsidiaries was determined as follows:
Year ended 31 December 2025
$'000
Cash consideration received 1,071
Cash disposed of (308)
Net cash inflow on disposal of subsidiaries 763
Net assets disposed other than cash:
Intangible assets (355)
Property, plant and equipment - owned (252)
Property, plant and equipment - leased (229)
Trade and other receivables (1,319)
Trade and other payables 436
Lease liabilities 248
(1,471)
Pre-tax loss on disposal of subsidiaries (708)
The cashflows from discontinued operations included in the consolidated cash
flow statement for the year 2025 and 2024 are as follows:
Cash flows from / (used in) discontinued operations
2025 2024
$'000 $'000
Net cash inflow from operating activities 227 1
Net cash used in investing activities - (15)
Net cash used in financing activities - -
227 (14)
5 SEGMENTAL REPORTING
IFRS 8 Operating Segments requires that operating segments be identified on
the basis of internal reporting and decision-making. The Group identifies
operating segments based on internal management reporting that is regularly
reported to and reviewed by the Board of Directors, which is identified as the
chief operating decision maker. Management information is reported as one
operating segment.
Whilst the chief operating decision maker considers there to be only one
segment, the Company's portfolio of games is split between those based on IP
owned by the Group and IP owned by a third party and hence to aid the readers
in understanding our results, the split of revenue from these two categories
are shown below.
Game and merchandise royalties 2025 2024
$'000 $'000
Owned IP 27,450 23,107
Third-party IP 4,515 6,754
31,965 29,861
Three customers were responsible for approximately 73% of the Group's revenues
(2024: three - 68%). The Group has one (2024: five) right-of-use assets
located overseas with a carrying value of $70,000 (2024: $374,000). The Group
also has tangible assets located overseas with a carrying value of $37,000
(2024: $292,000). All other non-current assets are located in the US.
6 REVENUE 2025 2024
An analysis of the Group's revenue is as follows: $'000 $'000
Revenue analysed by class of business
Game and merchandise royalties 31,965 29,861
Development services 1,896 (805)
Events 1,650 1,382
35,511 30,438
Revenue analysed by timing of revenue
Transferred at a point in time 35,871 31,243
Transferred over time (360) (805)
35,511 30,438
During 2025, revenue of $18,000 (2024: $nil) was recognised that was included
in the deferred revenue balance at the beginning of the year. Revenue from
development services is stated net of a true up adjustment of $502,000 for the
period ended 31 December 2025 (31 December 2024: $1,092,000).
For royalties receivable, the Group recognises royalty income in the period in
which it is earned. The Group does not have visibility of the geographical
locations of end consumers due to the data being held by third party
distribution platforms and therefore cannot present an analysis of revenue by
geographical location. For royalties payable to the game developers, the Group
recognises royalty expenses in the period in which the related revenue is
earned and presents these within cost of sales. Royalty expenses recognised
during the year were $6,401,993 (2024: $5,822,958).
7 OTHER INCOME & EXPENSES 2025 2024
$'000 $'000
Gain on disposal on non-current assets 500 1,069
Other expenses - (45)
500 1,024
Other income and expenses are included in determining operating loss in the
Consolidated Income Statement.
8 EMPLOYEES 2025 2024
An analysis of the Group's staff costs is as follows: $'000 $'000
Employee benefit expense 6,680 7,085
Equity-settled share-based payments 230 148
Total employee benefit expense 6,910 7,233
An analysis of key management personnel remuneration is set out in note 26.
9 OPERATING LOSS 2024
2025
The operating loss is arrived at after charging: $'000 $'000
Net foreign exchange loss/(gain) 78 (13)
Amortisation of intangible assets (Note 15) 10,473 13,796
Impairment of intangible assets (Note 15) 7,231 13,663
Depreciation of property, plant and equipment - owned (Note 16) (1) 95
Depreciation of property, plant and equipment - right-of-use assets (Note 16) 89 145
10 FINANCE COSTS 2025 2024
$'000 $'000
Lease finance costs 19 27
11 FINANCE INCOME 2025 2024
$'000 $'000
Bank interest income 4 134
12 INCOME TAX 2025 2024
$'000 $'000
Current tax:
Current tax expense 449 501
Deferred tax:
Origination and reversal of timing differences 82 (234)
Total income tax expense 531 267
Factors affecting tax charge for the year
The tax assessed on the loss on the ordinary activity for the year differs
from the main rate of corporation tax in the US of 21%. The differences are
reconciled below:
2025 2024
$'000 $'000
Loss before tax from continuing operations (2,860) (20,001)
Tax at the US corporation tax rate of 21% (601) (4,200)
Adjusted for the effects of:
Expenses not deductible for tax purposes:
- Relating to share-based payments 10 2
- Other non-taxable expenses 330 -
Adjustments in respect of prior periods - 1,123
Unrecognised deferred tax assets 586 3,126
Uncertain tax positions 27 56
Impact of foreign operations 206 253
State income taxes (6) (78)
Other (21) (15)
Total income tax expense 531 267
Refer to Note 4 for details on income tax charges in relation to discontinued
operations.
13 EARNINGS PER SHARE
2025 2024
$'000 $'000
Loss from continuing operations as presented in the Income Statement (3,391) (20,268)
Add back: Loss from continuing operations attributable to non-controlling 284 72
interests
(1) Loss from continuing operations attributable to the owners of the Group (3,107) (20,196)
(2) Loss from discontinued operations (789) (326)
(3) Loss attributable to the owners of the Group (3,896) (20,522)
Weighted average number of shares 397,219,319 383,484,707
(1) Basic loss per share ($) (0.010) (0.054)
(2) Basic loss per share (discontinued operations) ($) (0.002) (0.001)
(3) Basic loss per share (continuing operations) ($) (0.008) (0.053)
Weighted average number of shares 397,219,319 383,484,707
Dilutive effect of share options - -
Dilutive effect of warrants - -
Dilutive effect of restricted stock awards - -
Weighted average number of diluted shares 397,219,319 383,484,707
(1) Diluted loss per share ($) (0.010) (0.054)
(2) Diluted loss per share (discontinued operations) ($) (0.002) (0.001)
(3) Diluted loss per share (continuing operations) ($) (0.008) (0.053)
14 UNAUDITED ADJUSTED EBITDA
The Directors of the Group have presented the performance measure "Adjusted
EBITDA" as they monitor this performance measure at a consolidated level, and
they believe this measure is relevant to an understanding of the Group's
financial performance. Adjusted EBITDA is calculated by adjusting profit from
continuing operations before finance costs, finance income, tax, depreciation
and amortisation (excluding amortisation of capitalised software development
costs), share-based payment costs, impairment, acquisition costs, other
non-recurring items and other gains and losses. Adjusted EBITDA is not a
defined performance measure in IFRS. The Group's definition of adjusted EBITDA
may not be comparable with similarly titled performance measures and
disclosures by other entities.
2025 2024
$'000 $'000
Loss from continuing operations for the year (3,391) (20,268)
Income tax expense (note 12) 531 267
Finance costs (note 10) 19 27
Finance income (note 11) (4) (134)
Share-based payment expenses (note 23) 230 148
Amortisation of purchased intellectual property, brands and customer 3,093 3,292
relationships (note 15)
Depreciation of property, plant and equipment (note 16) 88 240
Impairment of intangible assets (note 15) 7,231 13,663
Release of accrued royalties (1,700) (2,269)
Other income and expenses (note 7) (500) (1,024)
Adjusted EBITDA 5,597 (6,058)
Accrued royalties of $1.7m (2024: $2.3m) have been derecognised as part of a
legal settlement. This release of accrued royalties is included as a reduction
in royalty expenses within cost of sales. It relates to the second step in the
renegotiation of a specific contract and is not expected to recur, therefore
it has been deducted in arriving at Adjusted EBITDA.
15 INTANGIBLE ASSETS Purchased intellectual property Software development costs
Goodwill Brands Customer relationships Total
$'000 $'000 $'000 $'000 $'000 $'000
Cost:
As at 1 January 2024 13,202 1,815 4,261 29,966 97,182 146,426
Additions - internally generated - - - - 19,316 19,316
Additions - separately acquired - - - - - -
Disposals - - - (2,000) (1,159) (3,159)
As at 31 December 2024 13,202 1,815 4,261 27,966 115,339 162,583
Additions - internally generated - - - - 11,784 11,784
Disposals (5,960) - (4,261) (2,817) - (13,038)
Reclassification - - - (151) - (151)
As at 31 December 2025 7,242 1,815 - 24,998 127,123 161,178
Amortisation and impairment:
As at 1 January 2024 13,202 879 3,786 13,868 63,180 94,915
Charge for the year - continuing operations - 73 - 3,219 10,504 13,796
Charge for the year - discontinuing operations - - 97 - - 97
Impairment charge - - - - 13,663 13,663
Disposals - - - (510) (1,128) (1,638)
As at 31 December 2024 13,202 952 3,883 16,577 86,219 120,833
Charge for the year - continuing operations - 72 - 3,021 7,380 10,473
Charge for the year - discontinuing operations - - 23 - - 23
Impairment charge - 791 - 2,513 3,927 7,231
Disposals (5,960) - (3,906) (2,817) - (12,683)
Reclassification - - - - - -
As at 31 December 2025 7,242 1,815 - 19,294 97,526 125,877
Carrying amount:
As at 31 December 2025 - - - 5,704 29,597 35,301
As at 31 December 2024 - 864 379 11,389 29,118 41,750
The following intangible assets are individually material to the financial
statements:
Description Carrying
amount Remaining amortisation period
Bad Pixel IP $2.5m
2.7
years
Goodwill with cost of $5.96m and customer relationship intangibles with a cost
of $4.26m were disposed in 2025 due to the sale of Red Cerberus which occurred
in April 2025. Versus Evil is a distinct business operation which is
classified as a separate cash generating unit (CGU) due to being the smallest
identifiable group of assets that generate cash inflows which are largely
independent of the cash inflows from other assets. Where the value in use of
the CGU's goodwill was not sufficient to support the carrying value, the
assets were impaired.
The Company performed an impairment review of Versus Evil due to the poor
performance of some Versus Evil games. The carrying amount of brands
attributable to the Versus Evil CGU was determined to be in excess of the
recoverable amount of $nil in FY25, therefore an impairment charge of
$2,203,000 (2024: $nil) has been recognised during the year in respect of the
Versus Evil CGU. $791,000 (2024: $nil) relates to brands and $1,412,000 (2024:
$nil) relates to IP.
The value in use calculation uses a pre-tax discount rate of 13% and revenue
growth is based on the back catalogue of Versus Evil and considered on a
game-by-game basis. The CGU discount rate of 13% reflects the higher risk
profile and broader weighted average cost of capital associated with the CGU
as a whole, whereas the 7% rate applied to the standalone software development
cost assets reflects their lower specific risk and the use of an estimated
asset‑specific discount rate consistent with IAS 36. A sensitivity analysis
on the discount rate applied to software development cost assets has been
presented below.
Purchased intellectual property relates to the intellectual property rights to
certain games and franchises. The intellectual property is considered to have
a useful life of seven years and is amortised on a straight-line basis over
the useful life. The intellectual property is assessed for indicators of
impairment annually. A formal impairment review is only undertaken if there
are indicators of impairment. Any impairment is recognised immediately within
the Consolidated Income Statement. Amortisation of purchased intellectual
property is recognised within general administrative expense in the
Consolidated Income Statement.
During 2025, the Group recorded impairment losses of $1,101,000 (2024: $nil)
against the carrying value of purchased intellectual property, arising due to
the closure of Animal development studio during the year. This IP was
subsequently disposed of and is the only IP disposed of in 2025.
Amortisation of other intangible assets, consisting of Brand and Customer
Relationships, is recognised within general administrative expense in the
Consolidated Income Statement.
Software development costs relate to costs incurred for the localisation and
porting of games, advances paid to external developers under development
agreements and the direct payroll and overhead costs of the internal
development teams. Amortisation of software development costs commences upon
release of the game and is recognised within cost of sales in the Consolidated
Income Statement. Included within software development costs is $19,605,000
(2024: $14,906,000) relating to intangible assets under development for which
amortisation has not yet commenced. Amortisation of these costs will commence
upon publication of the game or content, which varies by item but are expected
to be released within one to two years after the date of this report.
During 2025, the Group recorded impairment losses of $3,927,000 (2024:
$13,663,000) against the carrying value of software development costs.
$3,927,000 (2024: $13,663,000) resulted from a value-in-use calculation being
performed for each game title using a pre-tax discount rate of 7% and forecast
net revenues. The value in use and therefore the recoverable amount for a
number of games was lower than the existing carrying amounts. The
sensitivities are as follows for the impairment:
· A 1% increase/decrease in the pre-tax discount rate would
increase/decrease the impairment charge by $27,000/($27,000), respectively.
· A 1% increase/decrease in forecast future cash flows would
decrease/increase the impairment charge by ($16,000)/$16,000, respectively.
16 PROPERTY, PLANT AND EQUIPMENT Right-of-use assets Fixtures, fittings and equipment
(note 20)
Total
$'000 $'000 $'000
Cost:
As at 1 January 2024 1,019 1,612 2,631
Additions 303 22 325
Disposals - (256) (256)
Foreign exchange (56) (194) (250)
As at 31 December 2024 1,266 1,184 2,450
Additions - 55 55
Disposals (996) (898) (1,894)
Foreign exchange 7 76 83
As at 31 December 2025 277 417 694
Accumulated depreciation and impairment:
As at 1 January 2024 645 951 1,596
Charge for the year - continuing operations 145 95 240
Charge for the year - discontinuing operations 105 177 282
Eliminated on disposals - (248) (248)
Foreign exchange (3) (78) (81)
As at 31 December 2024 892 897 1,789
Charge for the year - continuing operations 89 (1) 88
Charge for the year - discontinuing operations 24 53 77
Eliminated on disposals (767) (646) (1,413)
Foreign exchange (31) 50 19
As at 31 December 2025 207 353 560
Carrying amount:
As at 31 December 2025 70 64 134
As at 31 December 2024 374 287 661
Depreciation and impairment of property, plant and equipment is recognised
within general administrative expenses in the Consolidated Income Statement.
The depreciation charge on fixtures, fittings and equipment for continuing
operations is stated net of a depreciation true up adjustment of $21,000
(2024: $nil).
17 SUBSIDIARIES
The principal subsidiaries of the Company, all of which have been included in
the consolidated financial information, are as follows:
Name of subsidiary Principal activity Country of incorporation and registered office Proportion of ownership interest and voting rights held
tinyBuild LLC 1 1100 Bellevue Way NE, STE 8A #317, Bellevue, WA 98004, USA 100%
tinyBuild BV 1 Wandelpad 30, 1211 GN Gemeente Hilversum, Netherlands 100%
tinyBuild Studios, SIA 1 Lacplesa 52-77, 1011 Riga, Latvia 100%
Pine Events Inc. 2 1100 Bellevue Way NE, STE 8A #317, Bellevue, WA 98004, USA 51%
DevGAMM LLC 2 3831 152(nd) Place SE, Bothell, WA 98012, USA 49%
Hologryph LLC 1 1100 Bellevue Way NE, STE 8A #317, Bellevue, WA 98004, USA 100%
Hungry Couch LLC 1 1100 Bellevue Way NE, STE 8A #317, Bellevue, WA 98004, USA 100%
Bad Pixel LLC 1 1100 Bellevue Way NE, STE 8A #317, Bellevue, WA 98004, USA 100%
DogHelm LLC 1 1100 Bellevue Way NE, STE 8A #317, Bellevue, WA 98004, USA 100%
Versus Evil LLC 1 4801 W Lovers LN, Dallas, TX 75209, USA 100%
tinyBuild d.o.o. 1 Bulevar Mihajla Pupina, 115 Beograd (Novi Beograd), Grad Beograd, PAK 190624, 0%
Serbia
Konfa Games LLC 1 1239 120th Ave NE, STE A, Bellevue, WA 98005, USA 100%
Scythe Studios LLC 1 1239 120th Ave NE, STE A, Bellevue, WA 98005, USA 100%
Bunny Crimes LLC 1 1239 120th Ave NE, STE A, Bellevue, WA 98005, USA 100%
Fantastic Signals LLC 1 1239 120th Ave NE, STE A, Bellevue, WA 98005, USA 100%
Principal activity key
1 Video game development
2 Gaming events
No subsidiary undertakings have been excluded from the consolidation.
The wife of the Company's CEO is a member and manager of DevGAMM LLC and
pursuant to an agreement tied to her continued service to DevGAMM LLC, her
membership interest in DevGAMM LLC is 51% at the year ended 31 December 2025
(2024: 51%). The Group continues to consolidate the results of DevGAMM LLC on
the basis of control. tinyBuild d.o.o. is also included within the
consolidation as tinyBuild holds control.
DevGAMM LLC contributed $1,607,000 to the Group's revenue in the year ended 31
December 2025 (2024: $1,331,000). Other than DevGAMM LLC's revenue, the
revenue, net assets and cash flows of all non-controlling interests are not
considered to be material to the Group.
18 TRADE AND OTHER RECEIVABLES 2025 2024
$'000 $'000
Non-current assets
Other receivables 412 408
Current assets
Platform receivables 4,788 6,818
Prepaid expenses and other current assets 1,243 1,133
6,031 7,951
Total trade and other receivables 6,443 8,359
All of the platform receivables are non-interest bearing, and receivable under
normal commercial terms. The carrying value of trade and other receivables
approximates their fair value. The Group has assessed the credit risk of its
financial assets measured at amortised cost and has determined that the loss
allowance for expected credit losses of those assets is immaterial to the
financial statements.
19 TRADE AND OTHER PAYABLES 2025 2024
$'000 $'000
Trade payables 3,948 924
Accrued expenses and other current liabilities 5,371 13,107
Deferred revenue 1,878 410
11,197 14,441
The Group considers that the carrying value of trade and other payables
approximates their fair value.
20 LEASES
The maturity of the gross contractual undiscounted cash flows due on the
Group's lease liabilities is set out below based on the period between the
reporting date and the contractual maturity date.
2025 2024
$'000 $'000
Maturity analysis:
Within 1 year 73 200
Between 1 and 5 years - 235
73 435
Less unearned interest (2) (53)
Lease liability 71 382
Analysed as:
Non-current - 218
Current 71 164
71 382
As disclosed in more detail in note 16, the carrying value of right-of-use
assets in respect of the above lease liabilities is $70,000 (2024: $374,000).
The Group's lease arrangements are in relation to one property lease (2024:
five property leases). The lease has a termination date in 2026 with an
extension option of two years.
The rates of interest implicit in the Group's lease arrangements are not
readily determinable and management have determined that the incremental
borrowing rate to be applied in calculating the lease liability is 12%. The
fair value of the Group's lease obligations is approximately equal to their
carrying amount.
2025 2024
Effects of leases on financial performance: $'000 $'000
Depreciation charge on right-of-use assets included within 'general 89 145
administrative expenses'
Depreciation charge on right-of-use assets included within 'Loss for the year 24 105
from discontinued operations'
Interest expense on lease liabilities included within 'finance costs' 19 27
132 277
2025 2024
Effects of leases on cash flows: $'000 $'000
Total cash outflow for leases (83) (326)
21 FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT
The Group's financial instruments at the reporting dates mainly comprise cash
and various items arising directly from its operations, such as trade and
other receivables and trade and other payables.
(a) Risk management policies
The Group's Directors are responsible for overviewing capital resources and
maintaining efficient capital flow, together with managing the Group's market,
liquidity, foreign exchange, interest and credit risk exposures.
(b) Financial assets and liabilities
Financial assets and liabilities analysed by the categories were as follows:
2025 2024
Financial assets at amortised cost: $'000 $'000
Trade and other receivables 5,200 7,226
Cash and cash equivalents 4,615 3,088
9,815 10,314
Financial liabilities at amortised cost:
Trade and other payables 9,319 14,031
Lease liabilities 71 382
9,390 14,413
The carrying value of all financial instruments is not materially different
from their fair value. Cash and cash equivalents attract floating interest
rates. Accordingly, their carrying amounts are considered to approximate to
fair value.
(c) Credit risk
Credit risk is the risk that the counterparty will default on its contractual
obligations resulting in financial loss to the Group. Maximum credit risk at
the reporting dates was as follows:
2025 2024
$'000 $'000
Current trade and other receivables 4,788 6,818
Non-current trade and other receivables 412 408
Cash and cash equivalents 4,615 3,088
9,815 10,314
Before accepting a new customer, the Group assesses both the potential
customer's credit quality and risk. Customer contracts are drafted to reduce
any potential credit risk to the Group. Where appropriate the customer's
recent financial statements are reviewed.
Trade receivables are regularly reviewed for impairment loss. The Group has
assessed the credit risk of its financial assets measured at amortised cost
and has determined that the loss allowance for expected credit losses of those
assets is immaterial to the financial statements.
During the year the Group has released $1.4m from the loss allowance to the
consolidated statement of comprehensive income (2024: $1.8m of impairment
expense recognised on trade receivables).
Accounts receivable from the Group's three largest customers at 31 December
2025 totalled approximately $3.5m (2024: four customers - $4.6m).
(d) Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting
obligations associated with financial liabilities. Management monitors the
level of cash and cash equivalents on a continuous basis to ensure sufficient
liquidity to be able to meet the Group's obligations as they fall due.
Contractual cash flows relating to the Group's financial liabilities are as
follows:
2025 2024
$'000 $'000
Within 1 year:
Trade payables 3,948 924
Accruals and other payables 5,371 13,107
Lease liabilities 71 164
9,390 14,195
Between 1-2 years: Lease liabilities - 163
Between 2-3 years: Lease liabilities - 55
Total 9,390 14,413
(e) Capital management
The Group's main objective when managing capital is to protect returns to
shareholders by ensuring the Group will continue to operate for the
foreseeable future. In order to maintain or adjust the capital structure, the
Group may adjust the amount of dividends paid to shareholders, return capital
to shareholders or issue new shares.
The Group considers its capital to include cash, share capital and retained
earnings.
2025 2024
$'000 $'000
Net cash 4,615 3,088
Total equity 34,989 38,881
39,604 41,969
22 DEFERRED TAX
The deferred tax balances recognised in the consolidated statement of
financial position are as follows:
2025 2024
$'000 $'000
Deferred tax liability:
Short-term temporary differences 236 154
Net deferred tax liability 236 154
2025 2024
The net movement is explained as follows:
$'000 $'000
Opening deferred tax liability 154 388
Charge/(credit) to profit or loss 82 (234)
Closing deferred tax liability 236 154
23 SHARE-BASED PAYMENTS
The Group operates two share-based plans, the Stock Restriction Agreement and
an Equity Incentive Plan, which are detailed as follows:
The Stock Restriction Agreement is a plan that provides for grants of
Restricted Stock Awards (RSA) for the founders of the Group and acquired
employees. The awarded shares are made in the Group's ordinary share capital.
The fair value of the RSAs is determined by reference to the share price on
the date of grant and is charged on a straight-line basis over the required
service period, normally two to three years. Forfeitures are recorded as they
are incurred. The 2024 grants vest in instalments over a three-year period.
Each instalment has been treated as a separate RSA grant because each
instalment has a different vesting period. This plan is equity-settled. A
reconciliation of RSAs is as follows:
2025 2024
Opening RSA outstanding 1,400,000 -
RSA granted - 1,400,000
Closing RSA outstanding 1,400,000 1,400,000
Weighted average remaining contractual life in years 1.67 2.67
The Group has an Equity Incentive Plan that provides for the issuance of
non-qualified stock options to officers and other employees and contractors
that have a contracted term of 10 years and generally vest over four years.
The fair value of the options is estimated by using the Black-Scholes
valuation model on the date of grant. Forfeitures are recorded as they are
incurred.
tinyBuild established an Employee Benefit Trust (EBT) to facilitate off-market
and on-market stock option exercise by employees who were awarded Equity
Incentive Plan stock options. The EBT is an independent Trust enabling option
exercise and share settlement off-market without impacting market liquidity.
The shares held by the EBT are disclosed as Treasury Shares within the Group's
statement of changes in equity.
The stock options are granted on shares issued by the Company. A
reconciliation of share option movements is shown below:
Number of options outstanding Weighted average exercise price ($) Number of options exercisable Weighted average exercise price ($) Weighted average remaining contractual life (years)
At 1 January 2024 2,963,027 1.12 2,099,155 1.19 6.59
Forfeited during the period (884,943) 0.62
At 31 December 2024 2,078,084 1.28 1,559,028 1.58 5.51
Forfeited during the period - -
At 31 December 2025 2,078,084 1.28 1,640,544 1.58 4.51
There were no movements in options during 2025. In 2024, a total of 884,943
options with a weighted average exercise price of $0.62 were forfeited. No
options were granted or exercised during the current or previous year.
24 SHARE CAPITAL 2025 2024
No. No.
Class of share
Ordinary shares of $0.001 each 397,219,319 397,219,319
As at 31 As at 31
December 2025 December 2024
$'000 $'000
Class of share
Ordinary shares of $0.001 each 397 397
In January 2024, a fundraise was approved in a special meeting on 26 January
2024. Immediately before the fundraise, the Company had 203,878,238 Ordinary
shares issued. As part of the fundraise, a further 193,341,081 Ordinary shares
of $0.001 each were issued at 5 pence per share raising gross proceeds of
approximately $12.3 million in aggregate. Net proceeds were approximately
$11.4 million.
The Company is authorised to issue up to 800,000,000 shares.
Ordinary shares
Each ordinary share entitles the holder to one vote at general meetings of the
company, to participate in dividends and to share in the proceeds of winding
up the company.
Treasury shares
Treasury shares are shares in tinyBuild Inc that are held by the tinyBuild
Employee Benefit Trust for the purpose of issuing shares under the equity
incentive plan (note 23). Shares issued to employees are recognised on a
first-in-first-out basis.
Number of shares $'000
At 1 January 2024 2,965,951 1,031
Own shares acquired 971,636 69
At 31 December 2024 3,937,587 1,100
Own shares acquired - -
At 31 December 2025 3,937,587 1,100
25 CASH GENERATED FROM OPERATIONS 2025 2024
$'000 $'000
Loss after tax (4,180) (20,594)
Adjustments for:
Share-based payments 230 148
Amortisation of intangible assets 10,496 13,893
Impairment of intangible assets 7,231 13,663
Loss on disposal of operations 708 -
Bad debts (recovered)/written off (1,426) 1,814
Depreciation of property, plant and equipment 165 522
Loss on disposal of property, plant and equipment - 125
Gain on disposal of intangible asset (500) (1,024)
Finance income (4) (144)
Finance costs 19 27
Income tax expense 531 333
Movements in working capital:
Decrease in receivables 2,022 3,877
Decrease in payables (2,051) (6,134)
Income tax paid (559) (333)
Cash generated from operations 12,682 6,173
Changes in liabilities arising from financing activities
The table below details changes in the Group's liabilities arising from
financing activities, including both cash and non-cash changes. Liabilities
arising from financing activities are those for which cash flows were, or
future cash flows will be, classified in the Group's consolidated cash flow
statement as cash flows from financing activities.
As at 1 January 2025 Cash flows Non-cash movements As at 31 December 2025
$'000 $'000 $'000 $'000
Cash and cash equivalents 3,088 1,527 - 4,615
Lease liabilities (382) 64 247 (71)
Net cash 2,706 1,591 247 4,544
As at 1 January 2024 Cash flows Non-cash movements As at 31 December 2024
$'000 $'000 $'000 $'000
Cash and cash equivalents 2,500 588 - 3,088
Lease liabilities (378) 299 (303) (382)
Net cash 2,122 887 (303) 2,706
26 RELATED PARTY TRANSACTIONS
Interests in subsidiaries are set out in note 17.
An analysis of key management personnel remuneration is included in the
Remuneration Committee Report on an individual basis, and is summarised below:
Key management personnel remuneration 2025 2024
$'000 $'000
Aggregate emoluments 1,305 1,197
Equity-settled share-based payments - 9
1,305 1,206
Transactions with other related parties
There were no other related party transactions during the period which require
disclosure.
27 RESERVES
The nature and purpose of each of the Group's reserves is set out below.
Share premium
The share premium represents the excess of consideration received over the
nominal value of shares issued.
Own shares
The own shares reserve represents the cost of Company's shares repurchased and
held in treasury.
Warrant reserve
The warrant reserve represents the initial fair value of warrants issued by
the Company. The reserve is recognised on issuance of warrants and
reclassified to share capital and/or share premium upon exercise.
Translation reserve
The translation reserve represents the accumulated foreign exchange
differences from the translation of the results of the Group's operations not
presented in the functional currency of the Group.
Accumulated deficit
The accumulated deficit represents the net cumulative profit and losses of the
Group net of distributions to owners and other adjustments.
Non-controlling interest
Non-controlling interests represent the share of net assets and profit or loss
attributable to shareholders who do not hold a controlling interest in
subsidiaries that are consolidated into the Group.
28 CONTINGENT LIABILITIES
In June 2025, tinyBuild received a Notice of Claim from the purchaser of Red
Cerberus in relation to a municipal tax assessment against Red Cerberus Brasil
LTDA. tinyBuild is disputing the claim and has engaged legal counsel. The
potential liability is $862,000. No provision has been made as management have
concluded that it is not probable that a material liability will arise.
29 ULTIMATE CONTROLLING PARTY
The Company's ultimate controlling party is Alex Nichiporchik who owned 57.9%
(2024: 57.9%) of outstanding shares on a fully diluted basis as of 31 December
2025.
30 POST REPORTING DATE EVENTS
On 17 February 2026, the Company granted stock options over 6,334,400 ordinary
shares of 0.001 USD each in the Company ("Shares") to Giasone (Jaz) Salati. At
the grant date, 53% of the options vest and became exercisable immediately,
and 47% vest and became exercisable at various stages over the subsequent 18
months. The total fair value of the options granted is approximately $0.5m.
The Board of Directors approved the grant of a total of 1,600,000 Restricted
Stock Awards share units ("RSAs"), relating to the 12-month period to 30
September 2024 and 1,000,0000 RSAs relating to the 12-month period to the 30
January 2026 to certain employees and service providers of the Company.
Subject to certain vesting conditions, the RSAs allow holders to convert 1 RSA
into 1 Share.
During January and February 2026, DevGAMM LLC received capital contributions
totalling $300k. The wife of the Company's CEO holds a 51% interest of DevGAMM
LLC. The contributions were made relative to the ownership percentages and the
relative ownership percentages did not change.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END FR AKCBBABKKPND
Copyright 2019 Regulatory News Service, all rights reservedRecent news on tinyBuild
See all newsREG - tinyBuild, Inc. - FY 2025 results ahead of expectations
AnnouncementREG - tinyBuild, Inc. - Notice of Results & Investor Presentations
AnnouncementREG - tinyBuild, Inc. - Award of Options & Grant of Restricted Share Units
AnnouncementREG - tinyBuild, Inc. - Pre-Close Trading Update
AnnouncementREG - tinyBuild, Inc. - Pipeline Update
Announcement