Gaming Innovation : Q4 report 2023 - Restated

Q4

2023

Restated - Interim Report

Gaming Innovation Group Inc

30 Apr 2024

2

Gaming Innovation Group Inc.

Q4 2023

Restated Interim Report

Reference is made to Gaming Innovation Group Inc.'s ("GiG") Q4 2023 Interim Report, announced on 14 February 2024. The condensed consolidated statements have been restated as described below.

In February 2023, the Board initiated a strategic review with the intention to split GiG into two main business segments. The split will be achieved through the divestment of the Platform & Sportsbook segment, which will be distributed to the shareholders. In accordance with IFRS 5, Platform & Sportsbook's financial results are presented as a discontinued operation, and the assets and liabilities of this disposal group held for distribution have been separately presented in the financial statements for the periods ended 31 December 2023. The results of the discontinued operation have been restated within the Company's income statement.

In relation to IFRS 5, there has been certain restatements between Media (reported and continuing operations) and Platform & Sportsbook (discontinued operations to de distributed to owners), and some reclassifications between current and non-current assets and liabilities. The restatements related to IFRS 5 have reduced the reported net result in continued operations by EUR 530k.

In April 2024, the Company amended the terms for a client agreement, resulting in overall transaction price to be decreased with a longer payment plan. Given the postponement of payments and further uncertainty related to two other clients that has discontinued their operations, the Company has decided to increase the loss allowance.

The restatements have reduced the net result in discontinued operations to be distributed to owners by a total of EUR 3,127k.

Below are the restated condensed consolidated statements of operations and cash flow for the fourth quarter of 2023 and for the full year 2023 and the restated condensed consolidated financial position as of 31 December 2023. For further information see the Company's 2023 Annual Report.

30 April 2024

The Board of Directors of

Gaming innovation Group Inc.

Q4 2023 - Restated Interim Report

3

Gaming Innovation Group Inc.

Restated Condensed Statements of Operations

GiG plan to split the Company in two by distributing the Platform & Sportsbook segment to its shareholders in 2024. In accordance with IFRS 5, Platform & Sportsbook's financial results are reported as assets held for distribution in the Company's financial statements. Previous periods have been restated accordingly. For more details, see Note 7.

		Restated
EUR 1000	Q4 2023
2023
Revenues	26 051	88 621
Cost of sales	-	-
Gross profit	26 051	88 621
Marketing expenses	8 534	26 777
Other operating expenses	6 606	22 342
Total operating expenses	15 140	49 119
EBITDA	10 911	39 502
Depreciation & amortisation	4 044	12 488
EBIT	6 867	27 014
Financial income (expense)	-5 300	-10 887
Result before income taxes	1 567	16 127
Tax income/(expense)	-1 696	-3 244
Profit from continuing operations	-129	12 883
		-
Profit/(loss) from discontinuing operations	-61	-736
Profit/(loss) from assets held for distribution	-7 467	-680
Profit for the period	-7 657	11 534
Exchange differences on translation of foreign	-144	-258
operations
Total comprehensive income	-7 801	11 209
Total comprehensive income/(loss) attributable to:
Owners of the Company	-7 776	11 134
Non-controlling interests	-25	75
Total comprehensive income/(loss)	-7 801	11 209
Weighted average shares outstanding (1000)	128 956	127 887
Diluted weighted average shares outstanding (1000)	130 871	129 782
Basic and diluted earnings (losses) per share:
- from continuing operations:	0,00	0,10
- from discontinuing operations	-0,06	-0,01
- attributable to GiG Inc.	-0,06	0,09

					As Reported
Q4 2023		Q4 2022		2023		2022
26 514		17 813		89 084		61 738
-		-		-		-
26 514		17 813		89 084		61 738
8 534		5 663		26 777		18 150
6 464		3 290		22 200		14 237
14 998		8 953		48 977		32 387
11 516		8 860		40 107		29 351
2 977		1 839		11 421		7 804
8 539		7 021		28 686		21 547
-6 375		-972		-11 962		-1 881
2 165		6 050		16 723		19 665
-1 763		-396		-3 311		-760
402		5 654		13 412		18 905
		-		-
-61		-1 302		-736		-2 608
-4 340		-4 204		2 447		-13 193
-3 999		148		15 123		3 104
-555		-40		-669		-89
-4 555		108		14 454		3 015
-4 539		-57		14 222		3 003
-25		217		75		-2
-4 555		108		14 454		3 0156
128 956		122 787		127 887		116 348
130 871		125 385		129 802		118 947
0,00		0,05		0,10		0,16
-0,03		-0,04		0,01		-0,13
-0,03		0,00		0,11		0,03

Q4 2023 - Restated Interim Report

4

Gaming Innovation Group Inc.

Restated Condensed Statements of Financial Position

GiG plan to split the Company in two by distributing the Platform & Sportsbook segment to its shareholders in 2024. In accordance with IFRS 5, Platform & Sportsbook's financial results are reported as assets held for distribution in the Company's financial statements. Previous periods have been restated accordingly. For more details, see 2023 Annual Report.

	Restated
EUR 1000	31 Dec 2023
Assets
Non-current assets:
Goodwill	40 793
Intangible assets	62 673
Deposits and other non-current assets	4 083
Total non-current assets	107 549
Current assets:
Trade and other receivables	18 501
Cash and cash equivalents	15 487
Total current assets	33 988
Assets classified as held for distribution	131 099
Total Assets	272 636
Liabilities and shareholders' equity
Shareholders' equity:
Share capital	114 136
Share premium/reserves	71 856
Retained earnings (deficit)	-93 997
Total equity attributable to GiG Inc.	91 996
Non-controlling interests	315
Total shareholders' equity	92 311
Liabilities:
Trade payables and accrued expenses	17 414
Lease liabilities	1 420
Short term loan	1 705
Other payables	16 922
Total current liabilities	37 461
Bond payable	74 551
Other long term liabilities	30 195
Lease liabilities	3 406
Deferred tax liability	3 990
Total long term liabilities	112 142
Liabilities directly associated with assets classified as held for distribution	30 722
Total liabilities	180 325
Total liabilities and shareholders' equity	272 636

		As Reported
31 Dec 2023		31 Dec 2022
26 136		16 302
78 077		20 275
5 193		6 086
109 406		42 662
25 523		14 492
15 487		6 170
41 010		20 663
129 706		121 654
280 122
	184 979
118 052		107 967
67 916		61 889
-90 908		-105 130
95 060		64 726
315		240
95 375		64 966
17 037		13 676
2 318		2 062
1 705		-
17 308		-
38 368		15 272
74 551		48 191
35 184		2 181
2 994		4 110
3 990		1 026
116 719		55 899
29 660		48 844
184 747
	120 090
280 122
	184 979

Q4 2023 - Restated Interim Report

5

Gaming Innovation Group Inc.

Restated Condensed Statements of Cash Flows

GiG plan to split the Company in two by distributing the Platform & Sportsbook segment to its shareholders in 2024. In accordance with IFRS 5, Platform & Sportsbook's financial results are reported as assets held for distribution in the Company's financial statements. Previous periods have been restated accordingly. For more details, see 2023 Annual Report.

EUR 1000 - Unaudited

		Restated
	Q4 2023
	2023
Cash flows from operating activities:
Results from continuing operations	1 569	16 127
Income/(loss) from assets held for distribution	-2 099	-680
Income/(loss) from discontinued operations	-3 451	-736
Adjustments to reconcile profit before tax to net cash flow:
Tax expense	-166	-166
Depreciation and amortization	9 107	29 374
Share based compensation	361	1 534
Other adjustments for non-cash items and changes in
operating	9 844	-4 805
assets and liabilities
Net cash provided by operating activities	15 165	40 648
Cash flows from investing activities:
Purchases of intangible assets	-7 685	-20 349
Purchases of property, plant and equipment	-278	-3 438
Acquisition of subsidiary	-16 552	-31 635
Net cash from investing activities	-24 515	-55 422
Cash flows from financing activities:
Lease liability principal payments	-564	-3 200
Interest paid on bonds	-1 982	-5 796
Net proceeds from loans	728	-3 829
Proceeds from bond issue	26 313	24 842
Proceeds from share issue	54	10 277
Net cash from financing activities	24 549	22 294
Translation loss	-116	-86
Fair value movements	-	-
Net increase (decrease) in cash	15 544	7 860
Cash and cash equivalents - beginning	7 987	15 209
Cash held by assets held for distribution	-7 583	-7 583
Cash and cash equivalents - end	15 487	15 487

					As Reported
Q4 2023		Q4 2022		2023		2022
2 165		6 050		16 723		19 666
-2 155		-3 558		-736		-11 897
-61		-1 302		2 654		-2 608
-3 517		-1 042		-3 517		-2 057
7 341		6 436		27 608		21 739
361		496		1 534		1 699
10 739		1 421		-3 910		5 296
14 873		8 501		41 074		31 839
-7 271		-5 153		-20 349		-15 877
-2 262		-71		-3 438		-292
-11 984		-		-31 635		-31 922
-21 518		-5 224		-55 422		-48 091
-733		-59		-3 200		-3 196
-1 518		-1 374		-5 796		-4 953
-977		-791		-3 829		-2 293
24 842		-		24 842		8 446
58		-		10 277		25 000
21 672		-2 224		22 294		23 004
56		12		-86		-104
-		-		-		-
15 083		1 065		7 860		6 648
7 987		14 144		15 209		8 561
-7 583		-9 038		-7 583		-9 038
15 487		6 170	15 487		6 170

Q4 2023 - Restated Interim Report

6

Gaming Innovation Group Inc.

Q4 2023 - explanations to changes to

financial statments due to restatement

The major changes to the Q4 2023 and full year 2023 condensed consolidated statements are detailed below.

Other changes are reclassifications, both between current and non- current assets and liabilities, between continued and discontinued operations, and year end audit adjustments.

For further information, see the 2023 Annual Report.

Re-evaluationof purchase price allocations

As at the reporting date for the Q4-2023 interim report, the status of the purchase price allocation process for KaFe Rocks was work in progress. A final purchase price allocation has been performed and EUR 11,740k has been allocated to goodwill and EUR 27,432k to other intangibles. Also, the purchase price allocation for AskGamblers has been restated by discounting the deferred payments, with a reduction in net identifiable assets acquired of EUR 3,821k. Deferred payments (liabilities) have been reduced by the same amount.

Restatements in discontinued operations to be distributed to owners

In April 2024, the Company amended the terms in a client agreement, resulting in overall transaction price to be decreased and a longer payment plan. Given the postponement of payments and further uncertainty related to two other clients the discontinued their operations in 2023, the Company has decided to increase the loss allowance by EUR 2,056k.

The Company has decided to increase provisions for player claims related to its discontinued business-to-consumer business, as well as other provisions related to discontinued operations by EUR 368k. Amortisation related to Sportnco's assets in Spain has been increased by EUR 400k.

Q4 2023 - Restated Interim Report

Malta (Headquarters)

@GiG Beach

Golden Mile Business Centre

Triq Id-Dragunara

St Julian's STJ 3148

France

425 Rue Jean Rostand,

31670 Labège, Occitanie

Denmark

Spain

Avenida Ricardo Soriano 21

Marbella

Malaga 29601

United States

8100 Crossways Park West Woodbury, New York 11797

Serbia

Nannasgade 28	Askgamblers d.o.o. Beograd
2200 Copenhagen N
Omladinskih brigada 90v
	11070 Beograd, Serbia