PCF Group

Game Co.

601 documents

Documents

Current Report No. 20/2024: Decision to Discontinue Work on Project Red

PCF Group S.A. has officially terminated development of Project Red, a title previously intended for either external publishing or self-publishing. This strategic decision stems from the company’s inability to secure an external publishing partner and a lack of sufficient capital to sustain self-publishing efforts. Furthermore, the company has prioritized the allocation of its development resources toward a newly acquired project, designated as Project Echo, which necessitates the transfer of the team previously assigned to Project Red. The cancellation of Project Red carries significant financial implications for the company’s 2024 fiscal reporting. As of June 30, 2024, the company will record a 100% impairment charge on all capitalized expenditures related to the project. This accounting action will result in an estimated reduction of 8.85 million PLN in the company’s standalone financial results and fixed assets, while the consolidated financial results and fixed assets for the group will decrease by approximately 7.72 million PLN. These adjustments are classified as one-time, non-cash events and will not impact the company’s EBITDA. While these figures represent the current assessment of the financial impact, they remain subject to final auditor review and may be adjusted in the upcoming semi-annual financial statements. This shift in development focus reflects a broader realignment of the company’s portfolio, prioritizing projects with secured external funding over those requiring internal capital investment.

game-development game-publishing investment+2

PCF Group

Report

Raport Bieżący Nr 44/2023: Zakończenie Subskrypcji Akcji Serii G PCF Group S.A.

The report details the completion of a private subscription offering of 2,510,904 ordinary shares of PCF Group S.A. (Series G) with a nominal value of 0.02 zł each, issued at an emission price of 40.20 zł per share. The subscription period ran from 9 to 10 August 2023, with contracts finalized on 18 August 2023 and full payment received the same day. Forty investors participated, each acquiring shares at the stated price; no tranches or allocation reductions applied. The total value of the offering amounted to 100,938,340.80 zł. No sub‑subscription agreements were involved, and the shares were paid for in cash. The document clarifies that it is purely informational, not an offer or advertisement, and is restricted from distribution in the United States, Australia, Canada, Japan, South Africa, or other jurisdictions where it would violate securities law. It is intended solely for qualified investors within the European Economic Area and the United Kingdom, in line with Regulation (EU) 2017/1129. The report disclaims any liability for managers or related parties and states that future cost details will be disclosed in a separate report once invoices are finalized. Key data points include the number of shares issued, subscription dates, price per share, total offering value, and investor count. The scope is limited to the Polish market with no public offering outside Europe, and the methodology follows standard private subscription procedures under Polish corporate law.

investment funding ipo

PCF Group

Report

Current Report No. 7/2024: Settlement of Bulletstorm VR Production Costs and Termination of Production-Publishing Agreement

PCF Group S.A. has finalized the financial settlement and contractual dissolution regarding the production of Bulletstorm VR. Following the game’s release on January 18, 2024, the publisher and its subsidiary, Incuvo S.A., reached an agreement to settle all remaining production milestones. As part of this financial reconciliation, PCF Group charged Incuvo 871,157.59 PLN to cover development and quality assurance costs incurred during the project’s lifecycle. The decision to terminate the production-publishing agreement, effective January 19, 2024, stems directly from the unsatisfactory commercial performance of the title upon its launch. Under the terms of this dissolution, Incuvo forfeits all rights to future royalty payments derived from the game’s sales. This restructuring effectively ends the original collaborative framework between the two entities regarding this specific intellectual property. Moving forward, PCF Group assumes full responsibility for the final product and its ongoing commercialization. While the company retains the option to utilize Incuvo’s resources for potential future development tasks, the publisher now maintains complete control over the title’s lifecycle. This shift in management strategy reflects a broader effort to mitigate the impact of the game’s poor market reception and consolidate oversight of the product’s future development and sales trajectory.

game-development game-publishing vr+2

PCF Group

Report

Assessment of Annual Financial Statements: 2020

The assessment confirms that PCF Group S.A.’s 2020 annual financial statements, both individual and consolidated, comply with International Financial Reporting Standards (IFRS) approved by the European Union and meet Polish accounting legislation. The audit opinion declares the statements present a clear, reliable picture of the company’s financial position, results and cash flows as of 31 December 2020. The supervisory board reviewed the audited reports, management’s activity report and corporate governance statement, all of which were found consistent with accounting records and factual circumstances. No material misstatements or deviations from regulatory requirements were identified. The review covered the entire Polish market, focusing on PCF Group’s operations for the 2020 fiscal year. Methodologically, the board relied on the independent auditor’s report and a video conference with the lead auditor summarizing audit findings. The board’s positive evaluation affirms that the financial statements were prepared within statutory deadlines, based on properly maintained books and aligned with both national law and IFRS. The corporate governance declaration also satisfied all mandated components, indicating adherence to governance standards. Overall, the supervisory board’s findings endorse the integrity and compliance of PCF Group S.A.’s 2020 financial disclosures, affirming their suitability for investors and regulatory stakeholders.

investment europe

PCF Group

Report

Raport Bieżący Nr 18/2022: Nabycie przez Square Enix Limited Prawa do Objecia Akcji PCF Group S.A.

The report informs that on 30 June 2022 Square Enix Limited (SQEX) exercised its right to acquire the fourth tranche of 90,000 subscription warrants (Series A4) issued by PCF Group S.A. Each warrant entitles SQEX to purchase one ordinary Series C share at an issue price of 50 PLN, matching the final public offering price approved by the Polish Financial Supervision Authority on 25 November 2020. The issuance of this tranche was triggered by PCF’s revenue from contracts with SQEX exceeding 180 million PLN. Under the investment agreement, SQEX may exercise its option to acquire Series C shares for each tranche received, up to a maximum of six tranches. By the date of this report, SQEX had accumulated 360 000 warrants across four tranches, allowing the purchase of an equivalent number of Series C shares. This represents roughly 1.2 % of PCF’s share capital and confers the same proportion of voting rights at general meetings. The company estimates that, if all six tranches were exercised, SQEX could ultimately acquire about 1.8 % of the share capital. The warrants can be exercised until 31 December 2025. PCF currently lacks information on SQEX’s intentions regarding the exercise of these rights. The report is dated 30 June 2022 and follows a prior disclosure (report no. 40/2021) concerning the initial investment agreement between PCF and SQEX.

investment mergers-acquisitions game-publishing+1

PCF Group

Report

Current Report No. 6/2024: Summary of Series G Share Subscription Costs

PCF Group S.A. has finalized the accounting for the issuance of 2,510,904 Series G ordinary bearer shares, providing a comprehensive breakdown of the associated subscription costs. This disclosure serves to inform stakeholders of the total financial expenditure incurred during the capital-raising process, which was conducted as a public offering that did not require the preparation of a formal prospectus. The total cost of the Series G share issuance amounted to 2,731,908.25 PLN. The primary expenditure category involved the preparation and execution of the offer, totaling 2,701,068.25 PLN. Within this segment, transaction advisory services represented the largest portion at 2,523,458.00 PLN, followed by legal expenses of 150,981.51 PLN and administrative costs related to registration and market admission of 26,628.74 PLN. Additionally, promotional activities for the offering accounted for 30,840.00 PLN. No costs were incurred for sub-underwriters, as no such agreements were established for this issuance. On a per-unit basis, the average cost for the subscription of each Series G share was approximately 1.09 PLN. In accordance with standard accounting practices, the total issuance costs were settled by reducing the company’s reserve capital, specifically by offsetting the surplus of the issue price over the nominal value of the newly issued shares. This financial summary reflects the final reconciliation of all expenses directly attributable to the Series G capital increase conducted by the Warsaw-based entity.

investment funding europe

PCF Group

Report

Current Report No. 24/2023: Signing of a Letter of Intent Regarding a Production Agreement

The report announces that PCF Group S.A., headquartered in Warsaw, entered into a non‑binding Letter of Intent on 17 June 2023 with a prominent U.S. entertainment company to develop a virtual‑reality action/combat video game under the code name “Dolphin.” The intent is to negotiate a production agreement with a publisher or its affiliate, under which PCF will act as a work‑for‑hire developer. The publisher’s total budget for the project is estimated between 16 million and 24 million USD, with intellectual property rights ultimately belonging to the publisher within contractual limits. Development is projected to conclude in 2025, with release planned for current and future leading VR hardware platforms. The report clarifies that signing the Letter of Intent does not guarantee a final production contract, and further details will be disclosed in a separate public update. The scope covers the U.S. entertainment partner and global VR platforms, focusing on action/combat gameplay. No survey or statistical methodology is cited; the information derives from corporate governance announcements and contractual estimates.

game-development mergers-acquisitions investment+4

PCF Group

Report

Current Report No. 20/2021: Conclusion of Series B Share Subscription and Partial Series A Sale

The report details the completion of a Series B share subscription and partial sale of Series A shares by PCF Group S.A. The primary objective is to disclose the costs incurred during the Series B subscription, supplementing earlier information released in report No. 6/2020. Total emission costs amounted to 6,327 thousand PLN, broken down into preparation and execution of the offer (4,180 k), prospectus drafting and advisory services (2,071 k), and promotional expenses (76 k). No sub‑emitter fees applied. Accounting treatment of these costs is outlined: in 2020, 2,235 k PLN were recorded, with 1,067 k PLN treated as inter‑period cost adjustments reducing the capital reserve from excess issue value over par, and 1,168 k PLN expensed operationally. In 2021, 4,092 k PLN were recorded similarly, with 2,052 k PLN reducing the capital reserve and 2,040 k PLN expensed. The average cost per security issued or sold was calculated at 1.53 PLN. The report covers the Polish market, focusing on PCF Group’s public offerings during 2020–2021. No survey or external data sources are cited; the methodology relies on internal financial records and regulatory reporting requirements under Polish finance ministry regulations. The concise disclosure fulfills legal obligations for ongoing information to investors and regulators, providing transparency on the financial impact of the share issuance activities.

investment funding ipo

PCF Group

Report

Raport Bieżący Nr 8/2024: Podjęcie Decyzji o Zaniechaniu Dalszych Prac Nad Projektem Dagger

PCF Group S.A. has officially terminated development of Project Dagger, a decision driven by a strategic reassessment of the company’s development pipeline. Following a comprehensive evaluation of the project’s scope and commercial potential, management concluded that the game’s redefined direction failed to meet internal performance expectations. This cancellation marks the conclusion of a development cycle that had been subject to multiple prior disclosures since late 2022. The financial impact of this decision involves a full write-down of all capitalized expenditures associated with the project. As of December 31, 2023, the company will record impairment charges totaling 79.9 million PLN in its standalone financial statements and 68.3 million PLN in its consolidated financial statements. These adjustments will directly reduce the carrying value of fixed assets and negatively affect the net financial results for the 2023 fiscal year. While these write-downs are significant, they are classified as one-time, non-cash events and will not impact the company’s EBITDA. The reported figures remain estimates pending final audit verification, with the definitive financial impact to be formally presented in the upcoming annual reports. This strategic pivot reflects a broader effort to optimize the company’s portfolio and reallocate resources toward projects with more favorable commercial prospects within the global gaming market.

game-development investment europe

PCF Group

Report

Current Report No. 15/2021: Investment Agreement and Share Acquisition

PCF Group S.A. completed a strategic acquisition of Game On Creative, Inc., a Montreal‑based animation and audio studio that supplies high‑end cinematics for major gaming titles, including the recent Outriders release. The transaction, finalized on 27 April 2021, involved a trust and its beneficiary Samuel Girardin. PCF paid PLN 29 369 385,59 for 100 % of Game On’s equity, with a potential earn‑out of 5 % of EBITDA for the fiscal years 2021‑2025 if predefined thresholds are surpassed. To secure the purchase price, PCF agreed to issue 387 714 Series D ordinary bearer shares—approximately 1.29 % of its capital—at PLN 75,75 each in a private placement exclusively offered to the seller. The Series D shares are subject to a lock‑up covering 85 % of the issue, with staggered release dates through April 2023 and December 2024. A conditional call option from Sebastian Wojciechowski allows the seller to reacquire shares at the issue price if the capital increase is not registered on time, with a 30 % pre‑payment provision before lock‑up expiry. The agreement includes standard representations, warranties, and a pledge covering roughly 30 % of the Series D shares to secure potential claims. Non‑competition clauses bind both seller and beneficiary, while Samuel Girardin will assume leadership roles within People Can Fly Canada, Inc., reinforcing PCF’s AAA development capabilities. The deal aligns with PCF’s strategy to enhance animation and audio production for simultaneous multi‑project development.

mergers-acquisitions investment funding+1

PCF Group

Report

Wyniki Finansowe 3M25

The presentation outlines the financial performance and strategic outlook of PCF Group S.A. for the period up to 31 March 2025, with a focus on its gaming and VR portfolio. Core data show cumulative revenues of PLN 190.4 million, with quarterly figures ranging from PLN 150.1 million in Q2 2023 to PLN 162.2 million in Q4 2024, reflecting a modest upward trend despite occasional dips linked to project launches and market conditions. Net income for the year 2024 is projected at PLN 63.0 million, with an EBITDA of PLN 11.0 million in Q1 2024 and a corrected EBITDA of PLN 10.0 million in Q2 2025, indicating operational profitability but sensitivity to project-specific expenses such as the Bifrost initiative and the Echo project. The group’s portfolio includes flagship titles like “Bulletstorm VR” (released January 2024) and “Green Bison Quest” slated for Q4 2024 on Meta, alongside ongoing VR developments with partners Creepy Jar and People Can Fly. Personnel distribution shows a stable workforce of 756 employees across Warsaw, Montreal, New Castle, Dublin, Katowice, and Rzeszów, with a balanced split between development, back‑office, studio, publishing, QA, and game operations. Geographic coverage spans Europe and North America, with a strategic emphasis on expanding VR offerings in the US market. Methodologically, figures are rounded and derived from internal financial statements; no external survey data is cited. The document serves primarily as an informational update rather than a formal investment recommendation, emphasizing that projections are contingent on management’s assumptions and market variables.

market-analysis investment europe

PCF Group

PCF Group

Documents

Current Report No. 20/2024: Decision to Discontinue Work on Project Red

Raport Bieżący Nr 44/2023: Zakończenie Subskrypcji Akcji Serii G PCF Group S.A.

Current Report No. 7/2024: Settlement of Bulletstorm VR Production Costs and Termination of Production-Publishing Agreement

Assessment of Annual Financial Statements: 2020

Raport Bieżący Nr 18/2022: Nabycie przez Square Enix Limited Prawa do Objecia Akcji PCF Group S.A.

Current Report No. 6/2024: Summary of Series G Share Subscription Costs

Current Report No. 24/2023: Signing of a Letter of Intent Regarding a Production Agreement

Current Report No. 20/2021: Conclusion of Series B Share Subscription and Partial Series A Sale

Raport Bieżący Nr 8/2024: Podjęcie Decyzji o Zaniechaniu Dalszych Prac Nad Projektem Dagger

Current Report No. 15/2021: Investment Agreement and Share Acquisition

Information on the State of Application of Principles Contained in the Best Practices for GPW Listed Companies 2021: Poland

Wyniki Finansowe 3M25