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Financial Report Gamigo Group 2016

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Financial Report Gamigo Group 2016 fi nancial report gamigo group 2016 Table of contents Report to shareholders ………………………………………………………………... 3 Report of the Supervisory Board ………………………………………….………… 5 Group management report I. Fundamentals of the gamigo group ...………………………………………………. 8 A. Business operations and corporate structure .………………………………….. 8 B. Business divisions and organisation ..………………………………………...…. 8 C. Objectives and strategies …………………………………………………..…...… 12 D. Control system …...……………………………………………………..………….. 12 E. Research and development .……………………………………………..……….. 13 II. Economic report ………………………………………………………………………. 14 A. Macroeconomic boundary conditions ……….………………………………….... 14 B. Industry-related boundary conditions ……..……………………………………… 16 C. Business development ..…………………………………………………………… 20 D. Profit situations, net asset position and financial status ….……………...…….. 21 III. Supplementary report ………………………………………………………….…… 24 IV . Forecast, opportunities and risk report …………………………………...……….. 25 A. Forecast report ...…………………………………………………………………… 25 B. Forecast quality .………………………………………………………..………..… 25 C. Opportunities report ……………………………………………………….…....…. 25 D. Risk report ………………………………………………………………………….. 26 Balance sheet .…………………………………………………………………………...... 43 Consolidated balance sheet …………………………………………………………… 43 Consolidated statement of comprehensive income …………………………………. 45 Statement of changes in equity …………………………………………………….….. 46 Cash flow statement ..…………………………………………………………………... 47 Notes to the consolidated financial statements …………………………………….. 48 Auditor’s opinion …..……………………………………………………………………... 89 Report to shareholders Dear shareholders, partners, and employees, 2016 was a very defining and successful year for gamigo, once again strongly shaped by acquisitions. With the acquisition of Aeria Games GmbH, we made one major step forward regarding revenues, but also regarding its awareness, and it thereby moves up in the circle of the great consolidators in the European gaming segment. This also proves the success of the impelled platform strategy which has been pursued the past years and which enables gamigo to successfully integrate major companies with an extensive game portfolio. As a further important asset, the B2B area has been reinforced with adspree media GmbH (formerly Seven Games Network GmbH), coming from our new shareholder ProSiebenSat.1 Digital GmbH. With this media agency specialized in the gaming sector, we bring in a great part of added value in terms of new customer acquisition. Due to the necessary restructuring of the newly acquired companies, we focused on the integration of teams, as well as the optimization of processes and the decrease of costs. Therefore, organic growth played a minor role and game portfolios only showed a moderate to positive development. Especially some of the recently acquired games reported slightly decreasing revenues based on the profitability-based control system. The group revenues according to IFRS is with ca. EUR 39M clearly above the group revenues of the previous year (2015: EUR 21,6MM). Even though the EBITDA decreased from ca. EUR 4,3 MM (2015) to EUR 2,6MM (2016) compared to the previous year, this is primarily due to the substantial costs for restructuring reg. the Aeria Games GmbH. Normalized, the underlying transaction shows a very positive development. The consolidation in the European online and mobile games market will continue to be important and become even stronger based on the market growth and the characteristics of the market. To be continuously successful on this “hit-driven” but financially highly attractive market, companies must have a certain revenue volume and reach. At least since the successful transition and integration of Aeria Games GmbH and adspree media GmbH, the gamigo group become one of the biggest players in the online gaming market and achieved another, very important milestone. With more than 100MM registered user accounts, over 500 game titles, and about 300 employees, gamigo is one of the biggest providers on the European and North American market. In 2016, we could continue to expand the sustainable profitability of our group. The group revenues were with ca. EUR 39,0MM clearly higher than in the previous year (+80%). The quality of our revenue could also clearly be improved. “Low-margin” and non-growable games and business units are still being replaced by more profitable growth products. Cost optimization contributes to a significant improvement in the rate of return and of the operative cash flow. The consolidation of smaller and, based on the size, easier integrable game companies is the base for a continuous increase in the revenue and the overall result of the company. However, with the acquisition of Aeria Games GmbH, it has been shown that bigger companies can also be acquired and integrated successfully. The capital market also showed a positive reaction to our economic development since the new business model introduced in 2012, presenting a clearly lower risk profile and bigger chances for rentability. In the second quarter of 2016, our bond (canceled as of June 30, 2017, and paid back with 101,5%) experienced clear capital gains. In the third and fourth quarter of 2016, the course of our bond was constantly within a range of 101 - 103 percent. In the coming years, our strategic concentration on “buy and build” will continue to be represented in the proceeds and in the profit. Mediakraft has been acquired as of June 30, 2017, enabling our media business, which plays a major part regarding new customer acquisition, to make a further substantial step. By now, we can gain a stable result and use the generated cash balance from the operative business to grow further, organically as well as anorganically. Sincere thanks to all our employees and their constant dedication, as well as to our customers, shareholders, and business partners for their support, the great collaboration, and the trust they bring on us. Executive Committee Hamburg, November 2017 Report of the Supervisory Board In the financial year 2016, the Supervisory Board of the gamigo AG advised the Executive Board regarding the company’s management and its strategic orientation on a regular basis and continuously supervised its management. In the course of this, we thoroughly exercised the duties incumbent upon us in accordance with the law and the articles of association and convinced ourselves of the legality and expediency of the work of the Executive Board. The Supervisory Board was involved in any decisions of material importance to the company and the group. In the financial year 2016, the Supervisory Board held a total of 9 meetings where it obtained in-depth information from the Executive Board about the situation and the development of the company as well as important business transactions. The reporting obligations pursuant to § 90 AktG have been complied with. The meetings took place on the following dates: February 3, 2016; March 8, 2016; April 27, 2016; May 23, 2016; June 30, 2016; August 23, 2016; September 14, 2016; September 29, 2016; December 20, 2016. An ongoing exchange of information between the Supervisory Board and the Executive Board also took place outside of the meetings of the Supervisory Board. Thereby, the ExecutiveBoard complied with its reporting obligations stipulated by the law and bylaws and informed the Supervisory Board in written and verbal form regularly, extensively, and promptly about all measures and events that were relevant for the company. The Supervisory Board has thus been informed about the present state of business and business development, the intended business policy, the short and long-term economic planning including investment, financial, and personnel plans, as well as about the company´s rentability, organizational measures and the overall situation of the group. This also included the reporting on subsidiary companies. In addition, there was a regular flow of information about the risk situation and risk management. All businesses and measures requiring the Supervisory Board’s approval have been thoroughly discussed based on the reports of the Supervisory Board and the Executive Board. Weighing all relevant information and following an in-depth examination, the Supervisory Board approved the proposed resolutions of the Executive Board. Composition of the Supervisory Board The Supervisory Board consists of six members. With effect from July 1, 2016, Alexander von Voß and Oliver Strutynski have been appointed to the Supervisory Board by ProSiebenSat.1 GmbH. At the annual general meeting of the gamigo AG on May 28, 2016, Dr. Anton Steyrer has been elected as a member of the Supervisory Board. In the financial year 2016 the Supervisory Board was composed as follows: Until June 12, 2016 • Axel Sartingen (Chairman), Graduate Economist, Cologne • Florian Hörtlehner (Deputy Chairman), Investor, Vienna (Austria) • Christoph Vilanek, Manager, Hamburg June 13, 2016 until June 30, 2016 • Axel Sartingen (Chairman), Graduate Economist, Cologne • Florian Hörtlehner (Deputy Chairman), Investor, Vienna (Austria) • Christoph Vilanek, Manager, Hamburg • Dr. Anton Steyrer, Portfolio Manager, London As of July 1, 2016 • Axel Sartingen (Chairman), Graduate Economist, Cologne • Florian Hörtlehner (Deputy Chairman), Investor, Vienna (Austria) • Christoph Vilanek, Manager, Hamburg • Dr. Anton Steyrer, Portfolio Manager, London • Alexander von Voß, Chief Legal Officer, Munich • Oliver Strutynski, Chief Financial Officer, Berlin Composition of the Executive Board
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