TIDMTBLD

RNS Number : 7177A

tinyBuild, Inc.

27 September 2022

27 September 2022

tinyBuild, Inc

("tinyBuild" or the "Company")

2022 Half Year Results

Proposed establishment of Employee Benefit Trust

tinyBuild (AIM:TBLD), a premium video games publisher and developer with global operations, is pleased to announce its unaudited results for the six months ended 30 June 2022, slightly ahead of expectations.

Financial highlights:

   --     Revenue of $28.8m up 54% (H1 2021: $18.6m) reflecting a strong catalogue performance 
   --     Adj EBITDA ([1]) increased 25% to $9.9m (H1 2021: $7.9m) 
   --     Adj. Operating Profit ([2]) increased 33% to $6.8m (H1 2021: $5.1m) 
   --     Adj. Cash Flow from Operations(2) increased sharply to $8.8m (H1 2021: $3.8m) 
   --     Strong balance sheet with a net cash ([3]) position of $42.6m (Dec 2021: $48.8m) 

Operational highlights:

-- Contribution from own IP increased further to 83% of Group revenue [4] (H1 2021: 78%) due to strong organic performance (e.g. Hello Neighbor and Totally Reliable Delivery Service) and recent acquisitions (e.g. Deadside).

-- Strong back catalogue sales represent 99% of total gaming revenues (H1 2021: 91%), demonstrating the Company's ability to extend the life cyc le of games and support investments in new titles.

-- Not For Broadcast (version 1.0), the critically acclaimed, darkly comedic, full motion propaganda simulator, has recorded over 400,000 downloads since its launch in 2019.

-- Acquihire ([5]) of Demagic (development and porting studio) and progress on the M&A pipeline led to two deals completed post-period end.

Post-Period End

-- Acquihire of Konfa Games, the developer team behind Despot's Game, for a maximum consideration of up to $5.4m over three years.

-- Further expansion of existing back catalogue with the acquisition of high quality titles from Bossa Studios (Surgeon Simulator, I am fish and I am bread) for a total consideration of $3m.

-- Released new titles including SpiderHeck (PS, Xbox, Steam), Justice Sucks (PC and consoles) and tinykin (PC and consoles).

-- Expanded the catalogue and announced the release dates for Despot's Game (version 1.0), The Fridge is Red (all platforms) and Asterigos (PS, Xbox and Steam), among others.

-- Expanded the size of the revolving credit facility with Bank of America from $25m to $35m and extended the maturity date to three years to maintain the flexibility to fund potential M&A in the most effective way. The facility is currently undrawn.

Employee Benefit Trust

-- The Board has approved the establishment of an Employee Benefit Trust, known as the tinyBuild Share Incentive Trust (the "EBT"). The EBT will be for the benefit of current and future employees.

-- The EBT, which will act independently of the Company once formed, is expected to conduct market purchases of the Company's common shares of $0.001 each in order to, among other things, satisfy potential future option exercises of vested options granted pursuant to the Company's share incentive arrangements and to satisfy the settlement of any other awards granted pursuant to the Company's current and future incentive award schemes.

-- The EBT will be funded by way of a loan from the Company. The maximum amount of the loan made available to the EBT at any time shall be capped at $10,000,000. In effecting purchases, as a best practice measure and by analogy with the treatment of buybacks under the UK version of the Market Abuse Regulation (Regulation (EU) No 596/2014), the EBT intends to comply with customary daily price and volume parameters deemed appropriate for the level of liquidity in the Company's shares.

Outlook

-- The first episode of Hello Neighbor animated series will premiere alongside the release of Hello Neighbor 2 in December 2022.

-- The pipeline for coming months includes version 1.0 release of Hello Neighbor 2, Despot's Game and Potion Craft, and new launches such as Eville (Xbox and PC) and Asterigos (PS, Xbox and Steam).

-- While tinyBuild monitors the impact of the cost of living crisis and of the conflict in Ukraine, early indicators of traction across the pipeline of over 30 titles, including Key Performance Indicators (KPIs) for Hello Neighbor 2, are very encouraging.

-- The Board remains confident the Company is on track to deliver results at least in line with expectations, plus accretive acquisitions.

Alex Nichiporchik, Chief Executive Officer of tinyBuild, commented:

"If H1 2022 was a game, we would have been playing it on the "Very Difficult" setting. We faced unprecedented challenges, including the war in Ukraine, having to extract staff out of Russia, a sharp increase in the cost of living and supply chain issues. Still, against all odds, the team pulled through and won."

"On one side, we have taken further steps to de-risk the business by bringing external dependencies in-house and scaling up our publishing capacity to deliver games to more platforms. On the other side we continued to invest in the future by re-establishing tinyBuild's dominant presence at consumer shows, starting development of more internal projects and delivering on our cross-media promise. We are thrilled to announce the first e pisode of the Hello Neighbor animated series will launch in December."

"Our goal is to expand our position as a leading global developer and publisher, focusing on IP ownership while creating long-term scalable franchises across multiple media formats. To date, 2022 has seen significant progress towards that ambition, and we look to the future with confidence."

Enquiries :

 
tinyBuild, Inc                                    investorrelations@tinybuild.com 
 Alex Nichiporchik - Chief Executive Officer 
 Antonio Jose Assenza - Chief Financial Officer 
 Giasone (Jaz) Salati - Head of M&A and IR 
Berenberg ( Sole Broker and Nominated Adviser) 
 Mark Whitmore, Ciaran Walsh, Milo Bonser                     +44 (0)20 3207 7800 
SEC Newgate (Financial PR)                             tinybuild@secnewgate.co.uk 
 Robin Tozer, Bob Huxford, George Esmond                       +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 strategically secures access to IP and partners with developers to establish a stable platform on which to build multi-game and multimedia franchises. tinyBuild has a strong portfolio of over 40 titles, and its upcoming pipeline includes over 20 new titles currently in development.

Headquartered in Bellevue, Washington, USA, the Company 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 .

OPERATIONAL REVIEW

The first half of 2022 has been dominated by the conflict in Ukraine and by rising inflation across all geographies. In contrast with general softness in the video games market, the Board is pleased to confirm that catalogue titles are performing strongly, alongside new game launches. Sales are progressing at least in line with expectations for the financial year 2022.

tinyBuild is benefitting from platform competition and is well-positioned to work with subscription services. The Company continues to engage with new platforms and experiment with new technologies. Development revenues from deals with distribution partners were above expectations and gave the Company greater visibility of future revenue growth, which in turn reduces the risk attached to the development of new games.

As anticipated, the release schedule for 2022 is weighted towards the second half of the year (e.g. Potion Craft, Hello Neighbor 2, Asterigos, Despot's Game). Still, results for the first half of the year were slightly above expectations thanks to a back catalogue contribution equal to 99% of total gaming revenues, slightly above the average of the past five years. The share of revenues from own IP also increased to 83% in H1 2022 and the acquisition of Bossa's titles (acquired in August 2022) adds to an already strong portfolio.

Current portfolio and pipeline

Since the beginning of the year, tinyBuild has published four new games (including SpiderHeck in September) and expanded games already in the portfolio with version 1.0, downloadable content ("DLC") and new platform launches:

-- SpiderHeck (PS, Xbox, Steam) - a physics-based brawler that's easy to pick up but difficult to master. Duel to the death or choose to team up and hold back swarms of savage enemies.

-- Tinykin (PC and consoles) - an innovative 3D puzzle platformer where astronaut Milo uses hundreds of tinykin and their unique powers to go back to his home planet - and back to normal size.

-- Cartel Tycoon (version 1.0) - a survival business simulation inspired by the eighties narcotics trade. Expand and conquer, fight off rival cartels and evade the authorities.

-- Not for Broadcast (version 1.0) - the critically acclaimed, darkly comedic, full motion propaganda simulator which has recorded over 400,000 downloads since its launch in 2019.

We have recently announced, or we are close to announcing a release date for:

-- Hello Neighbor 2 (version 1.0) - the much-awaited sequel in the franchise, currently available for pre-order and scheduled for launch on 6th December, alongside two DLCs.

-- Asterigos - an action RPG set in a fantasy world inspired by Greek and Roman mythologies, scheduled for release in October.

-- Despot's Game (version 1.0) - a rogue-like tactics auto-battler currently available on Steam as early access, culminating in an asynchronous multiplayer mode.

-- Eville - a multiplayer social deduction game set in a village riddled by a series of murders scheduled for launch in October.

-- Potion Craft (version 1.0) - an alchemist simulator that topped the Steam Global Top Sellers list as early access and already passed 700k units sold.

Finally, we announced a number of new titles, including:

   --     I am Future - a base-building game set on the ruins of a former civilization. 

-- Nitro Kid - roguelike deck-builder set in the neon '80s featuring 30+ Synthwave exclusive tracks.

   --     Broken Roads - a narrative-driven RPG set in Australia with a very distinct look. 
   --     Farworld Pioneers - a vast colony-builder. 

Investing and innovating for growth

I am pleased to announce today that we have finished writing Season 1 of the Hello Neighbor Animated Series. The animation is now in full progress, and we expect the first episode to premiere alongside the release of Hello Neighbor 2 in December 2022, maximising awareness of all the titles in the franchise.

We have kicked off development on several internal projects, fully managed by internal studios. Our pipeline now consists of both externally developed 2nd party IP, fully internal development, and strategic 3rd party partnerships.

Finally, tinyBuild came back in full swing at consumer shows sporting the brightest, most visible and fun booths at PAX West and PAX East in the US. In keeping with tinyBuild's innovative approach to the convention experience, we created a full-on carnival experience enjoyed by gamers and families alike.

Acquisitions

Since the beginning of the year, we have made two acquisitions. We acquihired Demagic, a development studio with 23 staff that has been working with tinyBuild for over a year on various projects including Hello Neighbor 2, unannounced titles, and more recently Deadside.

We acquihired Konfa Games , whom tinyBuild has been working with for over two years. Konfa Games successfully released Despot's Game as early access (Steam only) in October 2021. Version 1.0 is scheduled for launch soon on PlayStation 5, PlayStation 4, Xbox Series X/S, Xbox One, Nintendo Switch, and PC via Steam and Epic Games Store, along with the first DLC.

We acquired the top IP of Bossa Studios ([6]) (Surgeon Simulator and I am bread/ fish) to further expand tinyBuild's portfolio in the simulation and adventure segments.

People

As part of its effort to secure talent at a competitive cost, the Company continued to hire staff (both employees and independent contractors) in strategic geographies. The acquihire of Demagic adds a team of talented developers that can support existing studios both in terms of development and porting, and develop new IP.

tinyBuild aims to offer employees the best working conditions in the industry. For example, the Company has implemented clear policies against crunching, the industry practice by which developers overwork to meet specific targets. In June 2022, tinyBuild also gifted one extra week of holiday to all direct employees in a gesture of appreciation for everybody's hard work.

As a result, tinyBuild enjoys one of the lowest levels of staff turnover in its development studios, low single-digit, compared to an estimated 15.5% across the industry ( Wired ).

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 low-risk M&A strategy continues to help us increase our IP portfolio, 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, focussing on IP ownership while creating long-term scalable franchises across multiple media formats. 2022 has seen significant progress towards that ambition, and I would like to thank all of our shareholders for their support.

Alex Nichiporchik

Chief Executive Officer

27 September 2022

FINANCIAL REVIEW

Results for the six months ended June 2022 were slightly ahead of expectations, and the Company closed one acquihire in the period.

Revenue and Gross Margin

In the six months to June 2022, tinyBuild revenues were $28.8m, or 54% increase compared to the previous year (H1 2021: $18.6m), reflecting strong organic growth across the portfolio, a solid performance of acquired businesses, and despite a release schedule skewed towards the second half of the year. Gaming revenues were up 56%, including strong contribution from development services, which now also includes Red Cerberus. Back catalogue performed strongly in the first half, supported by Hello Neighbor titles and by emerging franchises such as Totally Reliable Delivery Services, Potion Craft and Deadside. Revenue from events, primarily DevGAMM, fell to $0.15m as a result of events cancelled in Russia and Ukraine.

Gross profit increased by 46% to $19.3m (2021 H1: $13.2m), as a result of strong revenue growth. Gross profit margin decreased slightly to 67% (H1 2021: 71%) due to the consolidation of lower margin businesses (Versus Evil and Red Cerberus), only partly offset by the positive impact of higher share of revenues deriving from own IP titles (83% in H1 2022 vs 78% in H1 2021).

Adjusted EBITDA and Operating Profit

Adjusted EBITDA is presented net of amortisation of development costs, net of expenses related to the conflict in Ukraine, excluding share-based compensation expenses and exceptional costs (e.g. IPO expenses in 2021), giving a clear, yet conservative, picture of the business progression. Adjusted EBITDA grew 25% to $9.9m in H1 of 2022. Margins decreased to 34% (H1 2021: 43%) primarily due to the consolidation of structurally lower-margin services unit Red Cerberus and third-party publisher Versus Evil, both acquired in November 2021, plus an increase in marketing spend. Adjusted EBITDA would increase to $10.9m (38% margin), if we exclude the $1.0m expenses related to the conflict in Ukraine.

Operating profit for H1 2021 was $6.8m (H1 2021: $0.7m). Excluding the $4.4m one-off IPO costs in 2021, Adjusted Operating Profit increased 33% in 2022, reflecting an increase in amortisation of purchased IP ($1.7m in H1 2022 vs $0.5m in H1 2021), partly offset by lower share-based compensation ($0.9m in H1 2022 vs $2.2m in H1 2021).

Finance costs and taxation

Finance costs were immaterial in H1 2022, and taxation charges were $2.3m (H1 2021: $1.0m) reflecting the higher taxable income and a normalisation of timing issues that benefited H1 2021.

Exceptional Costs

In H1 2021, tinyBuild incurred one-off costs ($4.4m) related to the IPO on the London Stock Exchange's AIM market. In H1 2022, the Company incurred $1.0m expenses relating to the conflict in Ukraine, costs that have not been considered one-off due to the continuation of the war.

Cash Flow

Adjusted cash flows from operating activities (excluding exceptional costs relating to the IPO) increased 57% from $3.8m to $8.8m in H1 2022, also due to a normalisation of timing differences that impacted results in the first half of 2021. Software development costs, mainly consisting of developer salaries, advances, localisation and porting, increased from $5.6m to $14.2m, reflecting the increase in investment for upcoming pipeline releases.

Financial Position

The net cash position decreased from $48.8m, as of December 2021, to $42.6m as of June 2022, with the majority of the variation driven primarily by higher organic investments. Contract liabilities decreased from $2.6m at 31 December 2021 to nil due to the timing of contractual payment terms and the H2 heavy release schedule.

Events after the reporting date

In August 2022, tinyBuild announced the acquihire of Konfa, for a maximum consideration of up to $5.4m, consisting of upfront and deferred payments over the next three calendar years, split approximately in 40% cash and 60% newly issued tinyBuild shares, subject to stretched operational targets being met.

Also in August 2022, we announced the acquisition of Bossa Studios' IP catalogue. The consideration includes an upfront payment of $2.55m in cash and the equivalent of $0.45m in tinyBuild shares. The franchise delivered total revenues of $6.0m in the year ending 31 December 2021. 2021 revenues were boosted by the launch of new titles.

Finally, tinyBuild announced today it increased the existing credit facility with Bank of America from $25m to $35m and extended the tenure from twelve months to three years, on similar terms. The new credit facility has been designed to expand tinyBuild's financial capacity in the event of larger M&A deals while having minimal impact on P&L and cash flow if not used.

Antonio Jose Assenza

Chief Financial Officer

27 September 2022

TINYBUILD INC.

INTERIM RESULTS

FOR THE SIX MONTH PERIODED 30 JUNE 2022

TINYBUILD INC.

CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME / (LOSS)

 
                                                         6 months    6 months      Year ended 
                                             Note        ended 30    ended 30     31 December 
                                                        June 2022   June 2021            2021 
                                                        Unaudited   Unaudited         Audited 
                                        ---------  --------------  ----------  -------------- 
                                                            $'000       $'000           $'000 
                                        ---------  --------------  ----------  -------------- 
 
Revenue                                     4              28,750      18,626          52,153 
                                        ---------  --------------  ----------  -------------- 
Cost of sales                                             (9,058)     (5,449)        (18,112) 
                                        ---------  --------------  ----------  -------------- 
 
Gross profit                                               19,692      13,177          34,041 
                                        ---------  --------------  ----------  -------------- 
 
Administrative expenses: 
                                        ---------  --------------  ----------  -------------- 
 - General administrative 
  expenses                                               (12,000)     (5,920)        (14,469) 
                                        ---------  --------------  ----------  -------------- 
 - Share-based payment expenses                             (887)     (2,159)         (2,452) 
                                        ---------  --------------  ----------  -------------- 
 - IPO transaction costs                                        -     (4,409)         (4,588) 
                                        ---------  --------------  ----------  -------------- 
 
Total administrative expenses                            (12,887)    (12,488)        (21,509) 
                                        ---------  --------------  ----------  -------------- 
 
Operating profit                                            6,805         689          12,532 
                                        ---------  --------------  ----------  -------------- 
 
Finance costs                                                (24)         (9)             (8) 
                                        ---------  --------------  ----------  -------------- 
Finance income                                                  8           4               - 
                                        ---------  --------------  ----------  -------------- 
 
Profit before tax                                           6,789         684          12,524 
                                        ---------  --------------  ----------  -------------- 
 
Income tax expense                                        (2,306)       (981)         (4,281) 
                                        ---------  --------------  ----------  -------------- 
 
Profit/(loss) and total comprehensive 
 income/(loss) for the year                                 4,483       (297)           8,243 
                                        ---------  --------------  ----------  -------------- 
 
 
Attributable to: 
                                        ---------  --------------  ----------  -------------- 
Owners of the parent company                                4,457       (225)           8,268 
                                        ---------  --------------  ----------  -------------- 
Non-controlling interests                                      26        (72)            (25) 
                                        ---------  --------------  ----------  -------------- 
 
                                                            4,483       (297)           8,243 
                                        ---------  --------------  ----------  -------------- 
 
 
Earnings per share ($)                      5               0.022     (0.001)           0.043 
                                        ---------  --------------  ----------  -------------- 
Diluted earnings per share 
 ($)                                        5               0.022     (0.001)           0.042 
                                        ---------  --------------  ----------  -------------- 
Adjusted EBITDA                             6               9,882       7,905          22,239 
                                        ---------  --------------  ----------  -------------- 
 

TINYBUILD INC.

CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION

 
                                                         30 June           31 December 
                                                            2022                  2021 
                                                       Unaudited               Audited 
                                   ----  -----------------------  -------------------- 
ASSETS                             Note                    $'000                 $'000 
                                   ----  -----------------------  -------------------- 
Non-current assets 
                                   ----  -----------------------  -------------------- 
Intangible assets                   7                     69,019                57,156 
                                   ----  -----------------------  -------------------- 
Property, plant and equipment: 
                                   ----  -----------------------  -------------------- 
   - owned assets                                            524                    41 
                                   ----  -----------------------  -------------------- 
   - right-of-use assets                                     374                   528 
                                   ----  -----------------------  -------------------- 
Trade and other receivables                                  266                   266 
                                   ----  -----------------------  -------------------- 
 
Total non-current assets                                  70,183                57,991 
                                   ----  -----------------------  -------------------- 
 
  Current assets 
                                   ----  -----------------------  -------------------- 
Trade and other receivables                               14,431                15,569 
                                   ----  -----------------------  -------------------- 
Cash and cash equivalents                                 42,612                48,832 
                                   ----  -----------------------  -------------------- 
 
Total current assets                                      57,043                64,401 
                                   ----  -----------------------  -------------------- 
 
TOTAL ASSETS                                             127,226               122,392 
                                   ----  -----------------------  -------------------- 
 
EQUITY AND LIABILITIES 
 Equity 
                                   ----  -----------------------  -------------------- 
Share capital                       9                        204                   203 
                                   ----  -----------------------  -------------------- 
Share premium                                             65,143                63,546 
                                   ----  -----------------------  -------------------- 
Warrant reserve                                            1,920                 1,920 
                                   ----  -----------------------  -------------------- 
Retained earnings                                         35,983                30,639 
                                   ----  -----------------------  -------------------- 
 
Equity attributable to owners of 
 the parent company                                      103,250                96,308 
                                   ----  -----------------------  -------------------- 
Non-controlling interest                                      15                   137 
                                   ----  -----------------------  -------------------- 
 
Total equity                                             103,265                96,445 
                                   ----  -----------------------  -------------------- 
 
LIABILITIES 
                                   ----  -----------------------  -------------------- 
Non-current liabilities 
                                   ----  -----------------------  -------------------- 
Lease liabilities                                            201                   277 
                                   ----  -----------------------  -------------------- 
Contingent consideration                                   6,336                 6,336 
                                   ----  -----------------------  -------------------- 
Deferred tax liabilities                                   2,716                 2,345 
                                   ----  -----------------------  -------------------- 
 
Total non-current liabilities                              9,253                 8,958 
                                   ----  -----------------------  -------------------- 
 
Current liabilities 
                                   ----  -----------------------  -------------------- 
Trade and other payables                                   9,645                 9,290 
                                   ----  -----------------------  -------------------- 
Contingent consideration                                   4,793                 4,793 
                                   ----  -----------------------  -------------------- 
Contract liabilities                                           -                 2,645 
                                   ----  -----------------------  -------------------- 
Lease liabilities                                            270                   261 
                                   ----  -----------------------  -------------------- 
 
Total current liabilities                                 14,708                16,989 
                                   ----  -----------------------  -------------------- 
 
Total liabilities                                         23,961                25,947 
                                   ----  -----------------------  -------------------- 
 
TOTAL EQUITY AND LIABILITIES                             127,226               122,392 
                                   ----  -----------------------  -------------------- 
 
 

TINYBUILD INC.

CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN EQUITY

 
                Note                Share                     Share                Warrant              Retained                   Total       Non-controlling                   Total 
                                  capital                   premium                reserve              earnings                  equity              interest                  equity 
                                                                                                                            attributable 
                                                                                                                               to owners 
                                                                                                                                  of the 
                                                                                                                                  parent 
                                    $'000                     $'000                  $'000                 $'000                   $'000                 $'000                   $'000 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Balance at 1 
 January 
 2021                                   1                    18,674                      -                19,919                  38,594                   162                  38,756 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Loss and total 
 comprehensive 
 expense for 
 the year                               -                         -                      -                 (225)                   (225)                  (72)                   (297) 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Transactions 
with 
owners in 
their capacity 
as owners: 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Share split                           178                     (178)                      -                     -                       -                     -                       - 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Issue of 
 shares, net 
 of 
 transaction 
 costs                                 22                    44,147                      -                     -                  44,169                     -                  44,169 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Issue of 
 shares on 
 exercise of 
 options                                1                       154                      -                     -                     155                     -                     155 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Issue of 
 warrants                               -                   (1,920)                  1,920                     -                       -                     -                       - 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Share-based 
 payments                               -                         -                      -                 2,159                   2,159                     -                   2,159 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Total 
 transactions 
 with owners                          201                    42,203                  1,920                 2,159                  46,483                     -                  46,483 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Balance at 30 
 June 
 2021                                 202                    60,877                  1,920                21,853                  84,852                    90                  84,942 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
 
                                    Share                     Share                Warrant              Retained                   Total       Non-controlling                   Total 
                                  capital                   premium                reserve              earnings                  equity              interest                  equity 
                                                                                                                            attributable 
                                                                                                                               to owners 
                                                                                                                                  of the 
                                                                                                                                  parent 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
                                    $'000                     $'000                  $'000                 $'000                   $'000                 $'000                   $'000 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Balance at 1 
 January 
 2022                                 203                    63,546                  1,920                30,639                  96,308                   137                  96,445 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Profit and 
 total 
 comprehensive 
 income for 
 the year                               -                         -                      -                 4,457                   4,457                    26                   4,483 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Transactions 
with 
owners in 
their capacity 
as owners: 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Issue of 
 shares, net 
 of 
 transaction 
 costs            9                     1                     1,569                      -                     -                   1,570                     -                   1,570 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Issue of 
 shares on 
 exercise of 
 options          9                     -                        28                      -                     -                      28                     -                      28 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Dividends paid   11                     -                         -                      -                     -                       -                 (148)                   (148) 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
Share-based 
 payments                               -                         -                      -                   887                     887                     -                     887 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Total 
 transactions 
 with owners                            1                     1,597                      -                   887                   2,485                 (148)                   2,337 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
Balance at 30 
 June 
 2022                                 204                    65,143                  1,920                35,983                 103,250                    15                 103,265 
                ----  -------------------  ------------------------  ---------------------  --------------------  ----------------------  --------------------  ---------------------- 
 
 
 

TINYBUILD INC.

CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS

 
                                                     6 months        6 months      Year ended 
                                                     ended 30        ended 30     31 December 
                                                    June 2022       June 2021            2021 
                                                    Unaudited       Unaudited         Audited 
                                        ----  ---------------  --------------  -------------- 
                                        Note            $'000           $'000           $'000 
                                        ----  ---------------  --------------  -------------- 
Cash flows from operating activities 
                                        ----  ---------------  --------------  -------------- 
Cash generated from operations           10             8,811           (570)          13,290 
                                        ----  ---------------  --------------  -------------- 
 
Net cash generated by/(used in) 
 operating activities                                   8,811           (570)          13,290 
                                        ----  ---------------  --------------  -------------- 
 
Cash flows from investing activities 
                                        ----  ---------------  --------------  -------------- 
Acquisition of subsidiaries, net 
 of cash acquired                                           -               -        (11,784) 
                                        ----  ---------------  --------------  -------------- 
Software development                                 (14,245)         (5,636)        (15,085) 
                                        ----  ---------------  --------------  -------------- 
Purchase of intellectual property                           -         (2,089)        (10,832) 
                                        ----  ---------------  --------------  -------------- 
Proceeds on disposal of intangible 
 assets                                                     -               -              45 
                                        ----  ---------------  --------------  -------------- 
Purchase of property, plant and 
 equipment                                              (554)               -               - 
                                        ----  ---------------  --------------  -------------- 
Interest received                                           8               4               - 
                                        ----  ---------------  --------------  -------------- 
 
Net cash used in investing activities                (14,791)         (7,721)        (37,656) 
                                        ----  ---------------  --------------  -------------- 
 
Cash flows from financing activities 
                                        ----  ---------------  --------------  -------------- 
Repayment of borrowings                                     -            (13)            (13) 
                                        ----  ---------------  --------------  -------------- 
Proceeds from issuance of ordinary 
 shares, net of issuance costs                              -          43,570          46,839 
                                        ----  ---------------  --------------  -------------- 
Proceeds on exercise of share 
 options                                                    -             154             155 
                                        ----  ---------------  --------------  -------------- 
Payment of principal portion of 
 lease liabilities                                       (92)            (91)            (96) 
                                        ----  ---------------  --------------  -------------- 
Dividends paid to non-controlling 
 interests                                              (148)               -               - 
                                        ----  ---------------  --------------  -------------- 
 
Net cash (used in)/generated 
 by financing activities                                (240)          43,620          46,885 
                                        ----  ---------------  --------------  -------------- 
 
 
Cash and cash equivalents 
                                        ----  ---------------  --------------  -------------- 
Net (decrease)/increase in the 
 year                                                 (6,220)          35,329          22,519 
                                        ----  ---------------  --------------  -------------- 
At beginning of period                                 48,832          26,313          26,313 
                                        ----  ---------------  --------------  -------------- 
 
At end of period                                       42,612          61,642          48,832 
                                        ----  ---------------  --------------  -------------- 
 
 
 

Non-cash investing activities

The Group purchased the intellectual property rights to one development studio, for consideration which included non-cash consideration of $1,570,000 (see note 7).

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIODED 30 JUNE 2022

   1         GENERAL INFORMATION 

tinyBuild Inc. ("the Company") is a public company limited by shares, and is registered, domiciled and incorporated in Delaware, USA. The address of the registered office is 1100 Bellevue Way NE, STE 8A #317, Bellevue, WA 98004, United States.

The Group ("the Group") consists of tinyBuild Inc. and all of its subsidiaries. The Group's principal activity is that of an indie video game publisher and developer.

The Board of Directors approved this interim financial information on 27 September 2022.

   2         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 

These condensed, consolidated financial statements for the interim half-year reporting period ended 30 June 2022 have been prepared in accordance with IAS 34 'Interim Financial Reporting'. These interim financial statements do not constitute full financial statements and do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 31 December 2021.

The annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). The Annual Report and Financial Statements for 2021 have been issued and are available on the Group's investor relations' website: https://www.tinybuildinvestors.com/documents-and-presentations.

The Group has applied the same accounting policies and methods of computation in its interim consolidated

financial statements as in its 31 December 2021 annual financial statements, except for those that relate to new standards and interpretations effective for the first time for periods beginning on (or after) 1 January 2022 and have been adopted in the 2022 financial statements. There are no new and amended standards and/or interpretations that will apply for the first time in the next annual financial statements that are expected to have a material impact on the Group.

Tax charged within the 6 months ended 30 June 2022 has been calculated by applying the effective rate of tax which is expected to apply to the Group for the year ending 31 December 2022 as required by IAS 34.

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 and all entities within the Group. Monetary amounts in these financial statements are rounded to the nearest thousand US Dollars (US$'000).

   3        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 Chief Executive Officer, which is identified as the chief operating decision maker. Management information is reported as one operating segment, being revenue from self-published franchises and other revenue streams such as royalties, licensing, development and events.

Whilst the chief operating decision maker assessed 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' understanding of our results, the split of revenue from these two categories is shown below.

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (CONTINUED)

FOR THE SIX MONTH PERIODED 30 JUNE 2022

   3        SEGMENTAL REPORTING (CONTINUED) 
 
Game and merchandise royalties         6 months        6 months    Year ended 
                                  ended 30 June   ended 30 June   31 December 
                                           2022            2021          2021 
                                      Unaudited       Unaudited       Audited 
                                 --------------  --------------  ------------ 
                                          $'000           $'000         $'000 
                                 --------------  --------------  ------------ 
 
Owned IP                                 13,107          14,100        30,640 
                                 --------------  --------------  ------------ 
Third-party IP                            4,359           4,050         9,231 
                                 --------------  --------------  ------------ 
 
                                         17,466          18,150        39,871 
                                 --------------  --------------  ------------ 
 
 

Three customers were responsible for approximately 70% of the Group's revenues (30 June 2021: five - 80%, 31 December 2021: three - 67%).

The Group has six right-of-use asset located overseas with a carrying value of $374,000 (30 June 2021: one - $39,881, 31 December 2021: five - $528,000). The Group also has tangible fixed assets located overseas with a total carrying value of $212,000 (30 June 2021: none, 31 December 2021: none). All other non-current assets are located in the US.

 
          4 REVENUE                                  6 months     6 months     Year ended 
                                                     ended 30     ended 30    31 December 
                                                    June 2022    June 2021           2021 
                                                    Unaudited    Unaudited        Audited 
          An analysis of the Group's revenue            $'000        $'000          $'000 
           is as follows: 
 
          Revenue analysed by class of business 
          Game and merchandise royalties               17,466       18,150         39,871 
          Development services                         11,134          224         11,477 
          Events                                          150          252            805 
 
                                                       28,750       18,626         52,153 
 
 
 

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (CONTINUED)

FOR THE SIX MONTH PERIODED 30 JUNE 2022

 
          5 EARNINGS PER SHARE 
          The Group reports basic and diluted earnings per common share. Basic 
           earnings per share is calculated by dividing the profit attributable 
           to common shareholders of the Company by the weighted average number 
           of common shares outstanding during the period. 
 
           Diluted earnings per share is determined by adjusting the profit attributable 
           to common shareholders by the weighted average number of common shares 
           outstanding, taking into account the effects of all potential dilutive 
           common shares, including options. 
                                                                               6 months            6 months          Year ended 
                                                                               ended 30       ended 30 June         31 December 
                                                                              June 2022                2021                2021 
                                                                     ------------------  ------------------  ------------------ 
                                                                              Unaudited           Unaudited             Audited 
                                                                     ------------------  ------------------  ------------------ 
                                                                                  $'000               $'000               $'000 
                                                                     ------------------  ------------------  ------------------ 
          Total comprehensive income attributable 
           to the owners of the company                                           4,457               (225)               8,268 
                                                                     ------------------  ------------------  ------------------ 
          Weighted average number of shares                                 203,119,680         192,047,223         191,241,890 
                                                                     ------------------  ------------------  ------------------ 
 
          Basic earnings per share ($)                                            0.022             (0.001)               0.043 
                                                                     ------------------  ------------------  ------------------ 
 
 
 
 
                                                            6 months        6 months     Year ended 
                                                       ended 30 June   ended 30 June    31 December 
                                                                2022            2021           2021 
                                                           Unaudited       Unaudited        Audited 
                                                      --------------  --------------  ------------- 
                                                               $'000           $'000          $'000 
                                                      --------------  --------------  ------------- 
          Total comprehensive income attributable 
           to the owners of the company                        4,457           (225)          8,268 
                                                      --------------  --------------  ------------- 
          Weighted average number of shares              203,119,680     192,047,223    191,241,890 
                                                      --------------  --------------  ------------- 
          Dilutive effect of share options                 2,135,640               -      2,484,523 
                                                      --------------  --------------  ------------- 
          Dilutive effect of warrants                        149,130               -        149,130 
                                                      --------------  --------------  ------------- 
          Dilutive effect of restricted stock 
           awards                                            954,654               -        954,654 
                                                      --------------  --------------  ------------- 
 
          Weighted average number of diluted shares      206,359,104     192,047,223    194,830,197 
                                                      --------------  --------------  ------------- 
 
          Diluted earnings per share ($)                       0.022         (0.001)          0.042 
                                                      --------------  --------------  ------------- 
 
 

Pursuant to IAS 33 'Earnings per Share', options whose exercise price is higher than the value of the Company's security were not taken into account in determining the effect of dilutive instruments. The calculation of diluted earnings per share does not assume conversion, exercise, or other issue of potential ordinary shares that would have an antidilutive effect on earnings per share.

   6        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 to exclude the impact of taxation, net finance costs, share-based payment expenses, depreciation, amortisation of purchased intellectual property, acquisition costs and IPO transaction costs. 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.

Amortisation of $3.8m (30 June 2021: $1.0m, 31 December 2021: $3.5m) of software development costs has been included in arriving at Adjusted EBITDA as they are a primary cost in the company's ordinary course of business.

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (CONTINUED)

FOR THE SIX MONTH PERIODED 30 JUNE 2022

 
          6 ADJUSTED EBITDA (CONTINUED)                           6 months   6 months    Year ended 
                                                                     ended      ended   31 December 
                                                                   30 June    30 June          2021 
                                                                      2022       2021 
                                                                 Unaudited  Unaudited       Audited 
                                                          ----------------  ---------  ------------ 
                                                                     $'000      $'000         $'000 
                                                          ----------------  ---------  ------------ 
 
          Profit/(loss) for the period                               4,483      (297)         8,243 
                                                          ----------------  ---------  ------------ 
          Income tax expense                                         2,306        981         4,281 
                                                          ----------------  ---------  ------------ 
          Finance costs                                                 24          9             8 
                                                          ----------------  ---------  ------------ 
          Finance income                                               (8)        (4)             - 
                                                          ----------------  ---------  ------------ 
          Share-based payment expenses                                 887      2,159         2,452 
                                                          ----------------  ---------  ------------ 
          Amortisation of purchased intellectual 
           property, brands and customer relationships               1,754        547         1,662 
                                                          ----------------  ---------  ------------ 
          Depreciation of property, plant and equipment                224        101           117 
                                                          ----------------  ---------  ------------ 
          IPO transaction costs                                          -      4,409         4,588 
                                                          ----------------  ---------  ------------ 
          Acquisition costs                                            212          -           888 
                                                          ----------------  ---------  ------------ 
 
 
          Adjusted EBITDA                                            9,882      7,905        22,239 
                                                          ----------------  ---------  ------------ 
 
 
 
 
          7                                                                                    Purchased             Software 
          INTANGIBLE                                                       Customer         intellectual          development 
          ASSETS               Goodwill                Brands         relationships             property                costs           Total 
                                  $'000                 $'000                 $'000                $'000                $'000           $'000 
     Cost: 
     As at 1 January 
      2021                            -                     -                     -                6,170               17,127          23,297 
     Additions - 
      internally 
      generated                       -                     -                     -                    -               15,084          15,084 
     Additions - 
      separately 
      acquired                        -                     -                     -               10,832                    -          10,832 
     Additions 
      through 
      business 
      combinations               13,202                 1,815                 4,261                2,356                    -          21,634 
     Transfers                        -                     -                     -                1,962              (1,962)               - 
     Disposals                        -                     -                     -                    -                 (90)            (90) 
 
     As at 31 
      December 2021              13,202                 1,815                 4,261               21,320               30,159          70,757 
     Additions - 
      internally 
      generated                       -                     -                     -                    -               14,245          14,245 
     Additions - 
      separately 
      acquired                        -                     -                     -                3,195                    -           3,195 
 
     As at 30 June 
      2022                       13,202                 1,815                 4,261               24,515               44,404          88,197 
 
 
     Amortisation and 
     impairment: 
     As at 1 January 
      2021                            -                     -                     -                1,086                7,070           8,156 
     Amortisation 
      charge for 
      the year                        -                    10                    51                1,601                3,500           5,162 
     Impairment 
      charge for the 
      year                            -                     -                     -                    -                  283             283 
 
     As at 31 
      December 2021                   -                    10                    51                2,687               10,853          13,601 
     Amortisation 
      charge for 
      the period                      -                    61                   304                1,389                3,823           5,577 
 
     As at 30 June 
      2022                            -                    71                   355                4,076               14,676          19,178 
 
 
     Carrying amount: 
     As at 30 June 
      2022                       13,202                 1,744                 3,906               20,439               29,728          69,019 
 
     As at 31 
      December 2021              13,202                 1,805                 4,210               18,633               19,306          57,156 
 

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (CONTINUED)

FOR THE SIX MONTH PERIODED 30 JUNE 2022

   7        INTANGIBLE ASSETS (CONTINUED) 

During the period, the Group purchased the intellectual property rights to one development studio for total consideration of $3,195,000, which included non-cash consideration for 621,006 ordinary shares totalling $1,570,000. Management concluded that this did not meet the definition of a business combination. Accordingly, it has been accounted for as an asset acquisition. Amortisation of purchased intellectual property is recognised within general administrative expense in the Statement of Comprehensive Income. Amortisation of software development costs is recognised within cost of sales in the Statement of Comprehensive Income.

   8        SHARE-BASED PAYMENTS 

The Group operates two share-based plans, the Equity Incentive Plan and a Stock Restriction Agreement, 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 company and acquired employees. The awarded shares are made in the Company's ordinary share capital. The fair value of the RSAs is estimated by using the Black-Scholes valuation model on the date of grant, based on certain assumptions, and is charged on a straight-line basis over the required service period, normally two to three years. The fair value of the 2017 grant is $8.98 per share, the 2019 grant is $40.21 per share and the 2021 grant is $2.095 per share. The 2017 and 2019 RSAs vest in instalments every three months over the service period and fully vested on IPO. The 2021 RSAs vest over 3 years in a 50:25:25 ratio. Each instalment has been treated as a separate share option grant because each instalment has a different vesting period. This plan is equity-settled. A reconciliation of RSAs is as follows:

 
                                                        30 June   31 December 
                                                           2022          2021 
 
          Opening RSA outstanding                       954,654       191,220 
          RSA granted                                         -       954,654 
          RSA vested                                          -     (191,220) 
 
          Closing RSA outstanding                       954,654       954,654 
 
 
          Weighted average remaining contractual 
           life in years                                   2.38          2.88 
 

The company has an Equity Incentive Plan that provides for the issuance of non-qualified stock options to officers and other employees that have a contracted term of 10 years and generally vest over four years. The stock options are granted on shares issued by the company. A reconciliation of share option movements is shown below:

 
                                        Number     Weighted         Number     Weighted        Weighted 
                                    of options      average     of options      average         average 
                                   outstanding     exercise    exercisable     exercise       remaining 
                                                  price ($)                   price ($)     contractual 
                                                                                           life (years) 
          At 1 January 2022          3,767,365         0.87      1,474,928         0.54            7.68 
          Exercised during the 
           period                    (400,000)         0.07 
          Forfeited during the 
           period                    (103,164)         0.33 
 
          At 30 June 2022            3,264,201         0.99      1,254,042         0.51            7.11 
 
 

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (CONTINUED)

FOR THE SIX MONTH PERIODED 30 JUNE 2022

   8        SHARE-BASED PAYMENTS (CONTINUED) 

During the period covered by the financial statements, no options expired. Options granted are valued using the Black-Scholes option-pricing model. The fair value per option granted during the period covered by the financial statements and the assumptions used in the calculation are as follows:

 
                                                                                Grant date 
                                         17 November   27 September   3 March   3 February 
                                                2021           2021      2021         2021 
          Share price at grant date            $2.77          $3.38     $2.35        $1.59 
          Exercise price                       $2.77          $3.54     $2.35        $1.59 
          Option life                            2.5             10      6.25         6.25 
          Expected volatility                 60.00%         60.00%    60.00%       60.00% 
          Expected dividends                   0.00%          0.00%     0.00%        0.00% 
          Discount rate                        0.25%          0.25%     0.25%        0.25% 
          Weighted average fair value 
           per option                          $0.52          $1.35     $0.49        $0.66 
 

Expected volatility is estimated based on the historic volatility (based on the expected term) and the historical volatility of comparable public peers over the same period.

 
         9 SHARE CAPITAL                         30 June  31 December 
                                                    2022         2021 
                                               Unaudited      Audited 
                                             -----------  ----------- 
                                                  Number       Number 
                                             -----------  ----------- 
          Class of share 
                                             -----------  ----------- 
          Ordinary shares of $0.001 each     203,528,087  202,507,081 
                                             -----------  ----------- 
 
 
                                                 30 June  31 December 
                                                    2022         2021 
                                             -----------  ----------- 
                                               Unaudited      Audited 
                                             -----------  ----------- 
                                                   $'000        $'000 
                                             -----------  ----------- 
          Class of share 
                                             -----------  ----------- 
          Ordinary shares of $0.001 each             204          203 
                                             -----------  ----------- 
 
                                                     204          203 
  -----------------------------------------  -----------  ----------- 
 
 

On 28 January 2022, 400,000 share options were exercised at a weighted average exercise price of $0.07, totalling $28,000.

On 11 April 2022, 621,006 shares were issued as partial consideration for the acquisition of intellectual property totalling $1,571,289.

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (CONTINUED)

FOR THE SIX MONTH PERIODED 30 JUNE 2022

 
         10 CASH GENERATED FROM OPERATIONS                    6 months 
                                                                 ended              6 months    Year ended 
                                                               30 June                 ended   31 December 
                                                                  2022          30 June 2021          2021 
                                                             Unaudited             Unaudited       Audited 
                                                      ----------------  --------------------  ------------ 
                                                                 $'000                 $'000         $'000 
                                                      ----------------  --------------------  ------------ 
 
          Profit/(loss) for the year                             4,483                 (297)         8,243 
                                                      ----------------  --------------------  ------------ 
          Adjustments for: 
                                                      ----------------  --------------------  ------------ 
          Share-based payments                                     887                 2,159         2,452 
                                                      ----------------  --------------------  ------------ 
          Amortisation of intangible assets                      5,577                 1,532         5,162 
                                                      ----------------  --------------------  ------------ 
          Impairment of intangible assets                            -                     -           283 
                                                      ----------------  --------------------  ------------ 
          Depreciation of tangible fixed assets                    224                   101           117 
                                                      ----------------  --------------------  ------------ 
          Foreign exchange losses                                    -                   (2)             - 
                                                      ----------------  --------------------  ------------ 
          Finance costs                                             24                     9             8 
                                                      ----------------  --------------------  ------------ 
          Finance income                                           (8)                   (4)             - 
                                                      ----------------  --------------------  ------------ 
          Income tax expense                                     2,306                     -         3,599 
                                                      ----------------  --------------------  ------------ 
 
          Movements in working capital: 
                                                      ----------------  --------------------  ------------ 
          Increase in receivables                                (737)               (2,927)       (8,160) 
                                                      ----------------  --------------------  ------------ 
          (Decrease)/increase in payables                      (3,914)               (1,141)         5,204 
                                                      ----------------  --------------------  ------------ 
          Increase in deferred tax liability                       371                     -           682 
                                                      ----------------  --------------------  ------------ 
 
          Income tax paid                                        (402)                     -       (4,300) 
                                                      ----------------  --------------------  ------------ 
 
          Cash generated from/(used in) operations               8,811                 (570)        13,290 
                                                      ----------------  --------------------  ------------ 
 
 
   11      RELATED PARTY TRANSACTIONS 

An analysis of key management personnel remuneration is set out below:

 
          Key management personnel remuneration    6 months 
                                                      ended       6 months    Year ended 
                                                    30 June          ended   31 December 
                                                       2022   30 June 2021          2021 
                                                  Unaudited      Unaudited       Audited 
                                                  ---------  -------------  ------------ 
                                                      $'000          $'000         $'000 
                                                  ---------  -------------  ------------ 
 
          Aggregate emoluments                          802            758         3,037 
                                                  ---------  -------------  ------------ 
          Equity-settled share-based payments            61          2,001         2,159 
                                                  ---------  -------------  ------------ 
 
                                                        863          2,759         5,196 
                                                  ---------  -------------  ------------ 
 
 

Transactions with other related parties

The wife of the Company's CEO is a member and manager of DevGAMM LLC. During the period, DevGAMM LLC paid dividends totalling $148,000 to this related party.

There were no other related party transactions during the period which require disclosure.

TINYBUILD INC.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (CONTINUED)

FOR THE SIX MONTH PERIODED 30 JUNE 2022

   12      SUBSEQUENT EVENTS 

On 26 August 2022, the Company completed the acquisition of Konfa Games for initial consideration of $1.4m, including amounts previously advanced. The agreement contains performance based earn-outs over the next three calendar years, subject to operational targets being met.

The Company also acquired Bossa's IP Catalogue for consideration of $3m. Henrique Olifiers, Non-executive Chairman of the Company, is the Founder and CEO of Bossa. As a result of this relationship, the IP Catalogue acquisition represents a related party transaction in accordance with the AIM Rules for Companies. The Directors of tinyBuild, excluding Henrique Olifiers, consider, having consulted with Berenberg, tinyBuild's nominated adviser, that the terms of the transaction are fair and reasonable in so far as shareholders of tinyBuild are concerned.

After the year end, the company expanded the size of the revolving credit facility with Bank of America from $25m to $35m and extended the maturity date to three years to maintain the flexibility to fund further potential M&A in the most effective way. There are currently no amounts drawn on this facility.

[1] Includes amortisation of Development costs and expenses related to the conflict in Ukraine. Excludes expenses related to the IPO (2021) and share-based compensation expenses.

[2] Includes expenses related to the conflict in Ukraine. Excludes expenses related to the IPO (2021).

[3] Cash and cash equivalents minus debt.

[4] Excludes Red Cerberus, a development services entity

[5] An informal term used in connection with the process of acquiring a developer via a transfer or an engagement as independent contractors of the employees of an external developer, and selectively acquiring relevant target IP via an asset purchase, rather than a corporate acquisition.

[6] Related party transaction

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September 27, 2022 02:01 ET (06:01 GMT)

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