Digital Bros S.p.a. MIL:DIB
Digital Bros S p A : Half year condensed financial statements as of December 31st, 2024
Source: MarketScreener
Half year condensed financial statements
as of December 31st, 2023
(First half of the fiscal year 2024/2025)
Digital Bros S.p.A.
Via Tortona, 37 - 20144 Milan, Italy
VAT number 09554160151
Share Capital: Euro 6.024.334,80 of which Euro 5.706.014,80 subscribed
Milan Companies House no. 290680-Vol. 7394 Chamber of Commerce no. 1302132
This report is available on the Company's website www.digitalbros.com
Investor Relations / Financial Documents section
Please consider that this is an Italian to English translation: the Italian version shall always prevail in
case of any discrepancy or inconsistency
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Digital Bros Group - Half year condensed financial statements as of December 31st, 2024 | 2 |
Index | ||
BOARD OF DIRECTORS AND CORPORATE GOVERNANCE STRUCTURE | 5 | |
DIRECTORS' REPORT | 7 | |
1. | GROUP ORGANIZATION | 7 |
2. | MAIN INTELLECTUAL PROPERTIES OWNED BY THE GROUP | 11 |
3. | THE VIDEO GAMES MARKET | 13 |
4. | ALTERNATIVE PERFORMANCE RATIOS | 15 |
5. | SEASONALITY EFFECTS | 16 |
6. | SIGNIFICANT EVENTS DURING THE REPORTING PERIOD | 17 |
7. | CONSOLIDATED PROFIT AND LOSS STATEMENT AT DECEMBER 31ST, 2024 | 19 |
8. | CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31ST, 2024 | 23 |
9. | FINANCIAL RATIOS | 25 |
10. | SEGMENT REPORTING | 26 |
11. | INTERCOMPANY AND RELATED PARTY TRANSACTION AND ATYPICAL/UNUSUAL | |
TRANSACTIONS | 34 | |
12. | TREASURY SHARES | 35 |
13. | OPERATIONAL RISKS, FINANCIAL RISKS AND FINANCIAL INSTRUMENTS | 36 |
14. | CONTINGENT ASSETS AND LIABILITIES | 36 |
15. | SUBSEQUENT EVENTS | 36 |
16. | BUSINESS OUTLOOK | 37 |
17. OTHER INFORMATION | 38 | |
FINANCIAL STATEMENTS | 41 | |
CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31 2024 | 43 | |
CONSOLIDATED PROFIT AND LOSS STATEMENT FOR THE PERIOD ENDED DECEMBER ..31, 2024 44 | ||
CONSOLIDATED COMPREHENSIVE INCOME STATEMENT AS OF DECEMBER 31, 2024 | 45 | |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS OF DECEMBER 31, 2024 | 47 | |
EXPLANATORY NOTES | 49 | |
1. | INTRODUCTORY NOTE | 50 |
2. | CONSOLIDATION CRITERIA | 52 |
3. | INVESTMENTS IN JOINT-VENTURES AND ASSOCIATED COMPANIES | 55 |
4. RECONCILIATION OF THE CONSOLIDATED NET RESULT AND THE NET EQUITY OF THE
REPORTING PERIOD AND THOSE OF THE PARENT COMPANY | 56 |
Digital Bros Group - Half year condensed financial statements as of December 31st, 2024 | 3 |
5. CONSOLIDATED BALANCE SHEET | 58 | |
6. | NON-RECURRING ITEMS | 77 |
7. INFORMATION BY OPERATING SEGMENT | 78 | |
8. | RELATED PARTY TRANSACTIONS | 81 |
9. | ATYPICAL OR UNUSUAL TRANSACTIONS | 85 |
STATEMENT PURSUANT TO ART. 154- BIS (5) OF THE T.U.F | 85 |
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BOARD OF DIRECTORS AND CORPORATE GOVERNANCE STRUCTURE
Board of Directors
Member | Office | Risk &Control | Remuneration | Nomination | |||
Committee | Committee | Committee | |||||
Carlotta Ilaria D'Ercole | Director | I | M | M | P | ||
Veronica Devetag Chalaupka | Director | NE | |||||
Abramo Galante | Chairman and | E | |||||
CEO | |||||||
Davide Galante | Director | NE | |||||
Raffaele Galante | CEO | E | |||||
Susanna Pedretti | Director | I | M | P | M | ||
Stefano Salbe (1) | Director | E | |||||
Laura Soifer (2) | Director | I | P | M | M | ||
Dario Treves | Director | E | |||||
Key: | |||||||
E: Executive Director | P: President of the Committee | ||||||
NE: Non-Executive Director | M: Member of the Committee | ||||||
- Independent Director
- Financial Reporting Manager pursuant to Art. 154 bis of Legislative Decree 58/98
- Lead Independent Director
Board of Statutory Auditors
Member | Office |
Maria Pia Maspes | Statutory auditor |
Pietro Piccone Ferrarotti | Statutory auditor |
Paolo Villa | Chairman |
Andrea Serra | Substitute statutory auditor |
Stefano Spiniello | Substitute statutory auditor |
The Shareholders' Meeting held on October 27th, 2023 appointed the Board of Directors and the Board of Statutory Auditors. The terms of the Directors and the Statutory Auditors will expire at the Shareholders' Meeting which will approve the financial statements as of June 30th, 2026. On October 28th, 2024, the Shareholders' Meeting appointed attorney Veronica Devetag Chalaupka as a new non-executive Director, who will remain in office until the expiry of the current Board of Directors.
On October 27th, 2023, the Shareholders' Meeting appointed Abramo Galante as Chairman of the Board of Directors. On November 9th, 2023, the Board of Directors appointed Abramo Galante and Raffaele Galante as Chief Executive Officers, granting adequate powers of attorney.
Digital Bros Group - Half year condensed financial statements as of December 31st, 2024 | 5 |
On August 7th, 2007, the Board of Directors appointed the Executive Director Stefano Salbe as Financial Reporting Manager pursuant to Art. 154 bis of Legislative Decree 58/98 with appropriate powers.
Auditors
EY S.p.A.
On October 27th, 2021, the Shareholders' Meeting appointed EY S.p.A., based in Via Meravigli 12, Milan, as auditors of the Group's consolidated annual and half year condensed financial statements and Digital Bros S.p.A. annual financial statements until the approval of the financial statements as of June 30th, 2030.
Other information
The publication of Digital Bros Group's half year condensed financial statements as of December 31st, 2024 was authorized by a resolution of the Board of Directors on March 6th, 2025.
Digital Bros S.p.A. is incorporated and operating in Italy. The Company is listed on the Euronext STAR segment of the Euronext Milan market operated by Borsa Italiana S.p.A..
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DIRECTORS' REPORT
1. GROUP ORGANIZATION
Digital Bros Group ("the Group") develops, publishes and distributes video games on international markets.
The Group is organized into five operational business segments:
Premium Games: activities consist of the acquisition of video games' intellectual properties from developers to distribute them primarily on digital marketplaces such as Steam, Sony PlayStation Network, Microsoft Xbox Live, Epic Game Store, etc..
The Group develops video games either directly, through the internal development studios, or through independent teams. The rights related to video games developed by independent studios are acquired for their use on a global scale, either through long-term exclusive licensing agreements or they are acquired perpetually.
The label used for worldwide publishing is 505 Games. A second label, 505 Pulse, publishes smaller budget video games.
During the reporting period, Premium Games activities were carried out by the subsidiary 505 Games S.p.A., which coordinates this operating segment, together with 505 Games Ltd. and 505 Games (US) Inc.. As part of the Group's efforts to streamline its operations, starting from July 1, 2024, the staff previously employed at 505 Games Interactive Inc. has been fully transferred to 505 Games US.
The Dutch company Rasplata B.V., now 100% owned following the acquisition of the remaining 40% in August 2024, owns the intellectual property and the technology used in the development of the video game Crime Boss: Rockay City
The voluntary liquidation of the subsidiaries 505 Games France S.a.s. and 505 Games Spain Slu was finalized in the reporting period, while the liquidation process for the German subsidiary, 505 Games GmbH, is still ongoing.
The following internal development studios operate in the Premium Games segment:
- the Italian company Kunos Simulazioni S.r.l., fully owned by the Group, developed and published the video games Assetto Corsa and the Assetto Corsa Competizione and has now finalized the development of the upcoming video game Assetto Corsa EVO;
- the Czech company Ingame Studios a.s. a Brno-based studio in charge of the development of Crime Boss: Rockay City., fully owned by the Group;
- the Italian company Avantgarden S.r.l., a Milan-based development studio, fully owned by the Group;
- the Italian company Supernova Games Studios S.r.l., a development studio based in Milan;
- the Canadian company Chrysalide Jeux et Divertissement Inc., held at 75% by the Group, which is currently developing the new video game The Directorate: Novitiate.
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The Group established a Spanish joint venture, MSE & DB S.l., together with the development studio MercurySteam Entertainment S.l., MSE &DB S.l. owns the intellectual property for the new video game Blades Of Fire.
Free to Play: activities consist of the development and publishing of video games and/or applications that are available for free on digital marketplaces, featuring in-app purchases. Free to Play video games usually have lower technical complexity compared to Premium video games but, when successful, tend to have a longer life cycle. After launch, Free to Play video games have to continuously undergo maintenance activities, in order to retain players and enhance the video game's life cycle.
Worldwide publishing activities within the Free to Play operating segment are carried out by 505 Mobile S.r.l., together with the U.S.-based 505 Mobile Inc., which provides consultancy services to other Group companies and the UK-based DR Studios Ltd., which is in charge of the development of the Group's Free to Play video games.
The Australian companies 505 Games Australia Pty Ltd., Infinite Interactive Pty. and Infinity Plus Two Pty own the intellectual properties for the video games Puzzle Quest and Gems of War and provide live support activities to such products.
In July 2022, 505 Games Mobile S.r.l. acquired 100% of D3Publisher of America Inc., an American publisher of Free to Play video games, including spin-offs of the Puzzle Quest series. The company was then renamed 505 Go! Inc. after the acquisition was finalized.
The labels 505 Mobile and 505 Go! are used for worldwide publishing activities in the Free to Play segment.
Italian Distribution: consists of the distribution of video games purchased from international publishers in Italy. The operations are run by the Parent Company, Digital Bros S.p.A., under the Halifax label.
Other Activities: all remaining activities are consolidated under the Other Activities operating segment for reporting purposes. This segment includes the training and professional courses carried out by the subsidiary Digital Bros Game Academy S.r.l. and the Group's 60% stake in the UK-based company Seekhana Ltd..
Holding: management of HR, financial planning and business development carried out by the Parent Company, Digital Bros S.p.A.. Digital Bros China Ltd., Digital Bros Asia Pacific (HK) Ltd. and 505 Games Japan K.K. support the Holding company with business development activities in the Asian markets. Digital Bros Holdings Ltd. was not active during the period.
All the above-mentioned companies are 100% owned, except for Seekhana Ltd, controlled with a 60% interest and Chrysalide Jeux et Divertissement Inc. with a 75% interest.
The organization chart of the operating companies as of December 31st, 2024 was as follows:
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During the reporting period, the Group operated in the following locations:
Company | Address | Activity | |
AvantGarden S.r.l. | Via Tortona, 37 Milan | Offices | |
Chrysalide Jeux et Divertissement Inc. (1) | 300 Rue Saint Paul - Bureau 410, Quebec City, Canada | Offices | |
Digital Bros S.p.A. | Via Tortona, 37 Milan | Offices | |
Digital Bros S.p.A. | Via Boccaccio 95, Trezzano sul Naviglio (Milan) | Logistics | |
Digital Bros Asia Pacific (HK) Ltd. | 33-35 Hillier Street, Sheung Wan, Hong Kong | Offices | |
Digital Bros China (Shenzhen) Ltd. | Wang Hai Road, Nanshan district, Shenzhen, 518062, | Offices | |
China | |||
Digital Bros Game Academy S.r.l. | Via Labus, 15 Milan | Offices | |
DR Studios Ltd. | 403 Silbury Boulevard, Milton Keynes, U.K. | Offices | |
Game Entertainment S.r.l. | Via Tortona, 37 Milan | Offices | |
505 | Games S.p.A. | Via Tortona, 37 Milan | Offices |
505 | Games Australia Pty Ltd. | 333 Collins Street, South Melbourne Victoria, Australia | Offices |
505 | Games Japan K.K. | Jimbocho, 2-11-15, Kandajimbocho Chiyoda-ku, Tokyo, | Offices |
Giappone | |||
505 | Games Ltd. | 403 Silbury Boulevard, Milton Keynes, U.K. | Offices |
505 | Games (US) Inc. | 5145 Douglas Fir Road, Calabasas, California, U.S.A. | Offices |
505 | Go Inc. | 5145 Douglas Fir Road, Calabasas, California, U.S.A. | Offices |
505 | Pulse S.r.l. | Via Tortona, 37 Milan | Offices |
Ingame Studios a.s. | Moravské náměstí 249/8, Brno, Czech Republic | Offices | |
Kunos Simulazioni S.r.l. | Via degli Olmetti 39, Formello (Rome) | Offices | |
Infinite Interactive Pty Ltd. | 333 Collins Street, Melbourne Victoria, Australia | Offices | |
Infinity Plus Two Pty Ltd. | 333 Collins Street, Melbourne Victoria, Australia | Offices | |
505 | Mobile S.r.l. | Via Tortona, 37 Milan | Offices |
505 | Mobile (US) Inc. | 5145 Douglas Fir Road, Calabasas, California, U.S.A. | Offices |
Rasplata B.V. (1) | Churchill-laan 131 2, Amsterdam, Netherlands | Offices | |
Seekhana Ltd. 2) | 403 Silbury Boulevard, Milton Keynes, U.K. | Offices | |
Supernova Games Studios S.r.l. | Via Tortona, 37 Milan | Offices | |
- 75% consolidated
- 60% consolidated
The subsidiary Seekhana Ltd. is 60% owned, while Chrysalide Jeux et Divertissement Inc. is 75% owned. Both entities have been included in the consolidated financial statements using the full consolidation method, considering the portion of net equity and net results attributable to minority shareholders.
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