PCF Group

Game Co.

601 documents

Documents

Sprawozdanie Niezależnego Biegłego Rewidenta z Badania Rocznego Skonsolidowanego Sprawozdania Finansowego: 2024

Sprawozdanie Grant ThorntonPolskaP.S.A. ul. Abpa Antoniego Baraniaka 88 E niezależnego 61-131 Poznań biegłego rewidenta T +48 61 62 51 100 Dla Akcjonariuszy PCF Group Spółka Akcyjna Sprawozdanie z badania rocznego skonsolidowanego sprawozdania finansowego Przeprowadziliśmy badanie rocznego skonsolidowanego sprawozdania finansowego Grupy Kapitałowej (Grupa Kapitałowa), w której jednostką dominującą jest PCF Group Spółka Akcyjna (Spółka Dominująca) z siedzibą w Warszawie...

investment europe

PCF Group

Report

Current Report No. 29/2024: Conclusion of Strategic Options Review

People Can Fly Group has officially concluded its strategic options review process, initiated in August 2024, without securing the necessary capital to sustain its current operational trajectory. The company failed to obtain approximately 350 million PLN in external financing, a sum deemed essential for maintaining the existing scale of its self-publishing game development projects. Consequently, the organization is unable to execute its previously established corporate strategy in its current form. To address the resulting financial constraints and ensure liquidity, the management board is shifting its focus toward stabilizing cash flows. The primary objective is to align capital expenditures within the self-publishing segment with the revenue generated from the company’s work-for-hire production services. By balancing these two business segments, the firm aims to achieve a sustainable financial equilibrium. This strategic pivot marks a significant contraction in the company's growth ambitions, moving away from aggressive self-funded expansion toward a more conservative, revenue-dependent model. The company has committed to providing further updates as it implements specific measures to restructure its operations and restore financial stability. Future disclosures will detail the concrete steps taken to align the group’s cost structure with its incoming cash flows from external development contracts.

mergers-acquisitions investment funding+1

PCF Group

Report

Raport Bieżący nr 9/2025: Odpisy Aktualizujące Wartość Aktywów

PCF Group S.A. has initiated significant asset impairment charges for the 2024 fiscal year, reflecting a strategic reassessment of its development portfolio and subsidiary investments. These non-cash adjustments, which do not impact the company’s EBITDA, are designed to align the balance sheet with current financial realities as of December 31, 2024. The primary driver for these actions is the need to account for diminished asset valuations and funding uncertainties identified during the preparation of the annual financial statements. The most substantial impact stems from the Bifrost project, where a 100% impairment of capitalized development costs has been recorded. This decision follows an analysis indicating that the company cannot currently guarantee the necessary financing for the project’s continued production and eventual release. Consequently, the company will reduce its standalone financial results and fixed assets by 213,493 thousand PLN, and its consolidated results and assets by 154,964 thousand PLN. Despite this accounting measure, development work on Bifrost remains ongoing, and the company retains the possibility of reversing the impairment should future funding circumstances improve. Additionally, the company has addressed its investment in the subsidiary Incuvo S.A. due to a significant decline in the fair value of its shareholding. This includes a 73% impairment of the investment value, reducing standalone assets by 18,893 thousand PLN, and a 100% impairment of the goodwill allocated to Incuvo, which lowers consolidated assets by 18,061 thousand PLN. While the investment impairment is potentially reversible, the goodwill write-down is permanent. These figures remain subject to final audit verification and may be adjusted before the publication of the official 2024 financial statements.

investment europe

PCF Group

Report

Current Report No. 1/2025: Publication Dates of Periodic Reports in 2025

The company has established its formal schedule for the disclosure of periodic financial reports throughout the 2025 fiscal year. This disclosure strategy aligns with regulatory requirements governing public entities, ensuring transparency for shareholders and market participants regarding the timing of financial performance updates. The primary focus of the reporting cycle centers on the publication of the semi-annual report for the first half of 2025, which will incorporate the condensed semi-annual financial statements as mandated by current financial reporting regulations. Strategic adjustments to the reporting calendar include the decision to forgo the publication of individual and consolidated quarterly reports for the fourth quarter of 2024. Furthermore, the company will not issue consolidated quarterly reports for the second and fourth quarters of 2025. These omissions are executed in accordance with specific regulatory provisions that permit companies to opt out of certain interim reporting obligations, provided they meet the criteria for consolidated financial oversight. This reporting framework applies exclusively to the company’s financial disclosures for the 2025 calendar year. By streamlining the frequency of its interim updates, the organization aims to optimize its administrative resources while maintaining compliance with the regulatory standards set forth by the relevant financial oversight authorities. The schedule reflects a deliberate approach to financial communication, prioritizing semi-annual reporting cycles over select quarterly intervals to satisfy statutory obligations while managing the scope of public financial disclosures.

investment europe

PCF Group

Report

Raport Bieżący Nr 13/2021: Przejęcie Zespołu Deweloperskiego Phosphor Games, LLC

The report details the acquisition of Phosphor Games’ development team by People Can Fly Chicago, LLC (PCF Chicago), a subsidiary of PCF Group S.A. The transaction occurred on 23 April 2021, with the new studio commencing operations on 1 May 2021. PCF Chicago secured an eighteen‑person team, including three founding members of Phosphor Games. Employment agreements were signed under PCF Group standards, incorporating a new bonus scheme, while confidentiality, non‑solicitation, and non‑compete clauses were enforced. Separation agreements terminated prior collaborations with Phosphor Games as of 30 April 2021. Liability protection was achieved through a joint indemnity commitment by Phosphor Games’ founders, shielding PCF Chicago and related entities from third‑party claims linked to former activities, including employment and tax obligations. Additionally, PCF Chicago assumed the lease of Phosphor Games’ Chicago office to serve as its headquarters. Financing for the acquisition was sourced from a loan granted on 31 March 2021 by People Can Fly U.S., LLC, a wholly owned subsidiary of PCF Group. The scope covers the United States, specifically Chicago and New York, within the video‑game development sector. The report reflects a corporate restructuring aimed at consolidating talent and assets under the PCF Group umbrella, enhancing operational efficiency and expanding its North American presence.

mergers-acquisitions game-development usa+1

PCF Group

Report

Semi-Annual Report of the Management Board of PCF Group S.A. 2022

AL. SOLIDARNOSCI 171 TEL +48 22 887 34 30 SPÓLKA 2 0 AKCYJNA 2 PÓEROCZNE SPRAWOZDANIE ZARZADU Z DZIAEALNOCI za okres 1.01.2022 – 30.06.2022 r. (dane w tys. zł, chyba że zaznaczono inaczej) Niniejsze półroczne sprawozdanie z działalności Grupy Kapitałowej PCF Group S.A. i spółki PCF Group S.A. za okres 1.01.2022 –30.06.2022 r. zostało sporządzone na podstawie § 68ust. 1 pkt 3 oraz § 69 ust.

investment game-development europe+2

PCF Group

Report

Raport Bieżący nr 16/2024: Wypowiedzenie Umów Kredytu

PCF Group S.A. has formally terminated two revolving credit agreements originally established with Bank Polska Kasa Opieki S.A. in October 2023. These credit facilities, which included a limit of 30 million Polish zloty and a separate limit of approximately 4.43 million euros, were intended to finance production costs for commissioned video game projects. The termination notice was submitted on September 6, 2024, and will become effective following a 10-business-day notice period. The decision to terminate these financial instruments follows a period of inactivity regarding the credit lines. PCF Group S.A. confirmed that it never submitted drawdown requests for these facilities, meaning the available capital remained entirely unutilized. Consequently, the company’s financial position remains unaffected by the termination, as no debt was incurred under these specific agreements. In conjunction with the termination, the company has initiated the process to release all collateral previously established to secure the bank’s claims. Management has requested the return of relevant security documentation and the issuance of formal confirmations to facilitate the removal of encumbrances from the company’s assets in the appropriate public registers. This action effectively concludes the credit relationship between the parties regarding these specific production financing arrangements.

investment funding europe

PCF Group

Report

Current Report No. 11/2023: Disclosure of Delayed Inside Information

The report discloses that PCF Group S.A.’s board initiated negotiations on 19 March 2023 with Krafton, Inc. or its affiliated entity to acquire shares in a capital increase approved by an extraordinary general meeting on 28 February 2023. The proposed investment would grant Krafton a 10 % stake in the post‑issuance capital, and may include future collaboration on specific games. The board delayed public disclosure until 28 March to avoid adverse impacts on negotiation dynamics and potential market misinterpretation, citing MAR Regulation Article 17(4) and EU‑FCA guidance. The disclosure explains that the negotiations do not guarantee a completed transaction, and outlines risk factors such as uncertainty of deal completion and market reaction. The document is restricted to qualified investors within the EU‑EAA, UK, and certain US entities under Regulation S or Rule 144A; it contains no prospectus and is not a public offer. Methodologically, the report relies on internal board decisions and regulatory compliance checks; no external survey or statistical data are presented. The scope is limited to Poland, with implications for capital structure and potential strategic partnership in the gaming sector. The report concludes that any investment decisions must be based on independent research, as the information is not a recommendation or solicitation.

mergers-acquisitions investment funding+1

PCF Group

Report

Current Report No. 2/2024: Conclusion of a Short-Term Executive Agreement for Project Gemini

PCF Group S.A. has entered into a short-term executive agreement with Square Enix Limited to continue development on Project Gemini. This agreement follows the expiration of the previous content rider on January 29, 2024, and serves as a bridge while both parties engage in strategic negotiations regarding the project’s future scope and production parameters. The collaboration remains focused on a work-for-hire model within the European gaming sector, specifically targeting the AAA segment. The ongoing strategic discussions necessitate a realignment of the project’s development plan, which involves modifying and refocusing specific production areas. While such adjustments are common in high-budget game development, the immediate operational impact includes a significant reduction in the dedicated development team. To manage this transition, the company is reassigning some personnel to other internal projects, while simultaneously implementing a workforce reduction that affects more than 30 employees. This update clarifies the current status of Project Gemini as of January 30, 2024, following previous disclosures regarding the project's development trajectory. The company intends to maintain confidentiality regarding future routine content riders unless legal requirements dictate otherwise. Further updates concerning the final outcomes of the strategic negotiations with the publisher will be provided as they become available.

game-development game-publishing europe

PCF Group

Report

Raport Bieżący Nr 5/2024: Podsumowanie Kosztów Subskrypcji Akcji Serii F

PCF Group S.A. has finalized the accounting of costs associated with the issuance of 3,343,037 series F ordinary bearer shares. The primary purpose of this disclosure is to provide transparency regarding the financial expenditures incurred during the subscription process, ensuring compliance with regulatory requirements for issuers of securities on the Warsaw Stock Exchange. The total cost of the series F share issuance amounted to 2,323,824.52 PLN. These expenses are categorized into two main areas: the preparation and execution of the offer, which totaled 2,243,744.52 PLN, and promotional activities, which accounted for 80,080.00 PLN. Within the preparation category, transaction advisory services represented the largest expenditure at 1,747,018.88 PLN, followed by legal costs of 467,464.81 PLN and registration and admission fees of 29,260.83 PLN. The company did not utilize sub-underwriters, and the offer was conducted without the requirement of a prospectus. On a per-unit basis, the average cost of the subscription amounted to approximately 0.70 PLN per share. In terms of accounting treatment, the total issuance costs were recognized by reducing the reserve capital created from the surplus of the issue price over the nominal value of the shares. This summary covers the financial activities related to the series F issuance as of February 2024, reflecting the final reconciliation of all associated transaction costs.

investment funding europe

PCF Group

Report

Raport bieżący nr 17/2023Rozpoczęcie procesu budowania księgi popytu w ramach oferty w trybie subskrypcji prywatnej emitowanych przez PCF Group S.A. nowych akcji zwykłych na okaziciela Serii F oraz zawarcie umowy na potrzeby przeprowadzenia oferty oraz umowy o ograniczeniu zbywania akcji Spółki

The document announces the initiation of a private subscription process for up to 5,853,941 Series F ordinary shares issued by PCF Group S.A. The offer is governed by the company’s 28 February 2023 Extraordinary General Meeting resolution and a subsequent board resolution dated 29 May 2023, which establish the terms of subscription, the engagement of Trigon Dom Maklerski S.A. and Trigon Investment Banking for execution, and the signing of a lock‑up agreement with key shareholder Sebastian Wojciechowski. The subscription will be limited to qualified investors, including those holding at least 0.25 % of voting rights as of the preference day or investors with a minimum €100,000 in eligible securities. The Series F shares are intended for offshore transactions only and will not be offered or sold within the United States, Australia, Canada, Japan, South Africa, or other jurisdictions where such distribution would violate securities law. The company plans to seek listing of the Series F shares on the Warsaw Stock Exchange under a prospectus exemption for up to 20 % of existing shares, contingent on regulatory approval. The report clarifies that no prospectus will be prepared and the offer is not a public offering outside Poland. The document includes extensive legal disclosures, risk warnings, and restrictions on distribution, emphasizing that it serves purely informational purposes for qualified investors.

investment funding ipo+1

PCF Group

Report

Raport Bieżący Nr 33/2023: Warunkowa Rejestracja Akcji w Depozycie Papierów Wartościowych

The report announces that on 12 July 2023 the National Securities Depository (KDPW) conditionally registered 136,104 ordinary bearer shares of Series E and 3,343,037 ordinary bearer shares of Series F for PCF Group S.A., a Warsaw‑based company. Each share carries a nominal value of 0.02 PLN and shares are identified by ISIN PLPCFGR00010. The registration is contingent upon the shares’ introduction into trading on a regulated market where other PCF Group shares with the same ISIN are listed. The information is provided under § 17(1)(1) of the Minister of Finance Regulation dated 29 March 2018 concerning ongoing and periodic disclosures by securities issuers. The report is dated 12 July 2023 and states that KDPW will issue an operational notice to communicate the registration. The scope is limited to PCF Group’s Series E and F ordinary shares, covering the Polish market and regulated trading venues. No survey or statistical methodology is involved; the document simply reports a regulatory action taken by KDPW.

investment europe

PCF Group