Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2022 | |
Document and Entity Information [Abstract] | |
Document Type | POS AM |
Entity Registrant Name | Nexters Inc. |
Amendment Description | AMENDMENT NO. 5 |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Central Index Key | 0001848739 |
Amendment Flag | true |
CONSOLIDATED STATEMENT OF FINAN
CONSOLIDATED STATEMENT OF FINANCIAL POSITION - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Non-current assets | ||||||
Property and equipment | $ 627 | $ 1,352 | $ 171 | |||
Intangible assets | 15,553 | 266 | 76 | |||
Goodwill | 48,900 | 1,501 | ||||
Long-term deferred platform commission fees | 105,440 | 116,533 | 89,587 | |||
Right-of-use assets | 1,622 | 2,050 | $ 1,921 | 1,044 | $ 71 | |
Deferred tax asset | 25 | |||||
Other non-current assets | 6,161 | 107 | ||||
Total non-current assets | 214,804 | 121,834 | 90,878 | |||
Current assets | ||||||
Trade and other receivables | 46,229 | 45,087 | 32,974 | |||
Loans receivable | 356 | 123 | 8 | 521 | $ 272 | |
Cash and cash equivalents | 91,378 | 142,802 | 84,557 | 17,565 | 3,073 | |
Prepaid tax | 3,444 | 3,137 | 3,137 | |||
Total current assets | 158,450 | 191,149 | 120,676 | |||
Total assets | 373,254 | 312,983 | 211,554 | |||
Equity | ||||||
Issued capital | 27 | |||||
Other reserves | 169,517 | 166,405 | 12,084 | |||
Accumulated deficit | (274,434) | (327,497) | (114,019) | |||
Equity attributable to equity holders of the Company | (104,917) | (161,092) | (101,908) | |||
Non-controlling interest | (281) | 44 | ||||
Total equity | (105,198) | (161,048) | (185,364) | (101,908) | (48,570) | $ (15,346) |
Non-current liabilities | ||||||
Lease liabilities - non-current | 417 | 1,103 | 568 | 818 | ||
Long-term deferred revenue | 110,981 | 128,074 | 79,220 | |||
Share warrant obligations | 17,265 | 22,029 | ||||
Total non-current liabilities | 151,620 | 151,206 | 80,038 | |||
Current liabilities | ||||||
Short-term loans | 49 | $ 3,983 | ||||
Lease liabilities - current | 886 | 831 | $ 1,274 | 293 | ||
Trade and other payables | 18,989 | 26,573 | 17,214 | |||
Tax liability | 3,661 | 814 | 306 | |||
Deferred revenue | 298,326 | 294,607 | 215,562 | |||
Total current liabilities | 326,832 | 322,825 | 233,424 | |||
Total liabilities | 478,452 | 474,031 | 313,462 | |||
Total liabilities and shareholders' equity | $ 373,254 | $ 312,983 | $ 211,554 |
CONSOLIDATED STATEMENT OF PROFI
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 27, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | ||||||||
Revenue | $ 125,766,000 | $ 109,644,000 | $ 251,837,000 | $ 196,333,000 | $ 434,094,000 | $ 260,892,000 | $ 93,811,000 | |
Cost of revenue: | ||||||||
Platform commissions | (35,388,000) | (29,510,000) | (68,839,000) | (53,990,000) | (117,229,000) | (75,163,000) | (28,766,000) | |
Game operation cost | (3,310,000) | (1,566,000) | (6,597,000) | (3,795,000) | (18,945,000) | (17,390,000) | (15,727,000) | |
Selling and marketing expenses | (35,027,000) | (90,745,000) | (91,321,000) | (155,472,000) | (270,167,000) | (165,756,000) | (82,180,000) | |
General and administrative expenses | (7,441,000) | (3,247,000) | (13,680,000) | (5,479,000) | (23,031,000) | (3,689,000) | (2,611,000) | |
Share listing expense | $ (125,438,000) | (125,438,000) | ||||||
Total costs and expenses, excluding depreciation and amortization | (81,166,000) | (125,068,000) | (180,437,000) | (218,736,000) | (554,810,000) | (261,998,000) | (129,284,000) | |
Depreciation and amortisation | (1,374,000) | (106,000) | (2,287,000) | (248,000) | (2,540,000) | (561,000) | (286,000) | |
Profit/(loss) from operations | 43,226,000 | (15,530,000) | 69,113,000 | (22,651,000) | (123,256,000) | (1,667,000) | (35,759,000) | |
Net finance income | 1,612,000 | 711,000 | 393,000 | (1,117,000) | 6,939,000 | 1,778,000 | 240,000 | |
Profit/(loss) before income tax | 42,118,000 | (14,819,000) | 75,134,000 | (23,768,000) | (116,317,000) | 111,000 | (35,519,000) | |
Income tax expense | (1,252,000) | (325,000) | (2,025,000) | (524,000) | (1,127,000) | (862,000) | (7,000) | |
Profit/(loss) for the period from continuing operations, net of tax | 40,866,000 | (15,144,000) | 73,109,000 | (24,292,000) | (117,444,000) | (751,000) | (35,526,000) | |
Loss attributable to equity holders of the Company | 29,634,000 | (20,010,000) | 53,063,000 | (31,798,000) | (117,455,000) | (751,000) | (35,526,000) | |
Loss attributable to non-controlling interest | (307,000) | (325,000) | 11,000 | |||||
Other comprehensive income/(loss) | 3,458,000 | (202,000) | 3,177,000 | (250,000) | 11,000 | 15,000 | (3,000) | |
Total comprehensive income/(loss) for the period, net of tax | 32,785,000 | (20,212,000) | 55,915,000 | (32,048,000) | (117,433,000) | (736,000) | (35,529,000) | |
Comprehensive loss attributable to equity holders of the Company | 33,092,000 | $ (20,212,000) | 56,240,000 | $ (32,048,000) | (117,444,000) | $ (736,000) | $ (35,529,000) | |
Comprehensive loss attributable to non-controlling interest | $ (307,000) | $ (325,000) | $ 11,000 | |||||
Loss per share: | ||||||||
Basic and diluted earnings/(loss) per share, US$ | $ 0.15 | $ (0.11) | $ 0.27 | $ (0.18) | $ (0.64) | $ 0 | $ (0.20) |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - USD ($) $ in Thousands | Share capital | Other reserves [Member] | Accumulated deficit | Equity attributable to equity holders of the Company | Non-controlling interest | Total |
Impact of correction | $ 27 | $ 3,404 | $ (18,777) | $ (15,346) | $ (15,346) | |
Beginning Balance at Dec. 31, 2018 | 27 | 3,404 | (18,777) | (15,346) | $ (15,346) | |
Beginning Balance (in Shares) at Dec. 31, 2018 | 20,000 | |||||
Income or Loss for the year | (35,526) | (35,526) | $ (35,526) | |||
Other comprehensive income | (3) | (3) | (3) | |||
Total comprehensive income/(loss) for the period, net of tax | (35,529) | (35,529) | (35,529) | |||
Equity contribution from shareholders | 108 | 108 | 108 | |||
Share-based payments | 6,413 | (10) | 6,403 | 6,403 | ||
Distribution and dividends | (4,206) | (4,206) | (4,206) | |||
Total transactions with shareholders | 6,521 | (4,216) | 2,305 | 2,305 | ||
Ending Balance (Previously reported) at Dec. 31, 2019 | 27 | 8,106 | (56,702) | (48,569) | (48,569) | |
Ending Balance (Impact of correction) at Dec. 31, 2019 | 1,819 | (1,820) | (1) | (1) | ||
Ending Balance at Dec. 31, 2019 | $ 27 | 9,925 | (58,522) | (48,570) | $ (48,570) | |
Ending Balance (in Shares) (Previously reported) at Dec. 31, 2019 | 20,000 | |||||
Ending Balance (in Shares) at Dec. 31, 2019 | 20,000 | 20,000 | ||||
Impact of correction | Previously reported | $ 27 | 8,106 | (56,702) | (48,569) | $ (48,569) | |
Impact of correction | Impact of correction | 1,819 | (1,820) | (1) | (1) | ||
Impact of correction | 27 | 9,925 | (58,522) | (48,570) | (48,570) | |
Income or Loss for the year | (751) | (751) | (751) | |||
Other comprehensive income | 15 | 15 | 15 | |||
Total comprehensive income/(loss) for the period, net of tax | (736) | (736) | (736) | |||
Share-based payments | 2,159 | (1,147) | 1,012 | 1,012 | ||
Distribution and dividends | (53,614) | (53,614) | (53,614) | |||
Total transactions with shareholders | 2,159 | (54,761) | (52,602) | (52,602) | ||
Ending Balance (Previously reported) at Dec. 31, 2020 | 27 | 8,289 | (111,070) | (102,754) | (102,754) | |
Ending Balance (Impact of correction) at Dec. 31, 2020 | 3,795 | (381) | (381) | (381) | ||
Ending Balance at Dec. 31, 2020 | $ 27 | 12,084 | (114,019) | (101,908) | (101,908) | |
Ending Balance (in Shares) (Previously reported) at Dec. 31, 2020 | 20,000 | |||||
Ending Balance (in Shares) at Dec. 31, 2020 | 20,000 | |||||
Impact of correction | Previously reported | $ 27 | 8,289 | (111,070) | (102,754) | (102,754) | |
Impact of correction | Impact of correction | 3,795 | (381) | (381) | (381) | ||
Impact of correction | 27 | 12,084 | (114,019) | (101,908) | (101,908) | |
Income or Loss for the year | (31,798) | (31,798) | (31,798) | |||
Other comprehensive income | (250) | (250) | (250) | |||
Total comprehensive income/(loss) for the period, net of tax | (250) | (31,798) | (32,048) | (32,048) | ||
Share-based payments | 73 | (254) | (181) | (181) | ||
Distribution and dividends | (50,000) | (50,000) | (50,000) | |||
Total transactions with shareholders | 73 | (50,254) | (50,181) | (50,181) | ||
Ending Balance at Jun. 30, 2021 | $ 27 | 8,112 | (193,503) | (185,364) | (185,364) | |
Ending Balance (in Shares) at Jun. 30, 2021 | 20,000 | |||||
Beginning Balance (Previously reported) at Dec. 31, 2020 | $ 27 | 8,289 | (111,070) | (102,754) | (102,754) | |
Beginning Balance (Impact of correction) at Dec. 31, 2020 | 3,795 | (381) | (381) | (381) | ||
Beginning Balance at Dec. 31, 2020 | $ 27 | 12,084 | (114,019) | (101,908) | (101,908) | |
Beginning Balance (in Shares) (Previously reported) at Dec. 31, 2020 | 20,000 | |||||
Beginning Balance (in Shares) at Dec. 31, 2020 | 20,000 | |||||
Income or Loss for the year | (117,455) | (117,455) | $ 11 | (117,444) | ||
Other comprehensive income | 36 | (25) | 11 | 11 | ||
Total comprehensive income/(loss) for the period, net of tax | 36 | (117,480) | (117,444) | 11 | (117,433) | |
Equity contribution from shareholders | $ (27) | 119,681 | 119,654 | 119,654 | ||
Issuance of shares upon the Transaction (in shares) | 196,503,101 | |||||
Share-based payments | 128,517 | 2 | 128,519 | 128,519 | ||
Share warrant obligations | (32,109) | (32,109) | (32,109) | |||
Acquisition of non-controlling interest | 33 | 33 | ||||
Distribution and dividends | (61,804) | (96,000) | (157,804) | (157,804) | ||
Total transactions with shareholders | $ (27) | 154,285 | (95,998) | 58,260 | 33 | 58,293 |
Total transactions with shareholders (in shares) | 196,503,101 | |||||
Ending Balance at Dec. 31, 2021 | 166,405 | (327,497) | (161,092) | 44 | $ (161,048) | |
Ending Balance (in Shares) at Dec. 31, 2021 | 196,523,101 | 196,523,101 | ||||
Impact of correction | $ 27 | 8,112 | (193,503) | (185,364) | $ (185,364) | |
Impact of correction | 166,405 | (327,497) | (161,092) | 44 | (161,048) | |
Income or Loss for the year | 53,063 | 53,063 | (325) | 52,738 | ||
Other comprehensive income | 3,177 | 3,177 | 3,177 | |||
Total comprehensive income/(loss) for the period, net of tax | 3,177 | 53,063 | 56,240 | (325) | 55,915 | |
Issuance of shares upon the Transaction | (2,094) | (2,094) | (2,094) | |||
Share-based payments | 2,029 | 2,029 | 2,029 | |||
Total transactions with shareholders | (65) | (65) | (65) | |||
Ending Balance at Jun. 30, 2022 | 169,517 | (274,434) | (104,917) | (281) | (105,198) | |
Ending Balance (in Shares) at Jun. 30, 2022 | 196,523,101 | |||||
Impact of correction | $ 169,517 | $ (274,434) | $ (104,917) | $ (281) | $ (105,198) |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating activities | |||
Loss for the year, net of tax | $ (117,444) | $ (751) | $ (35,526) |
Adjustments for: | |||
Depreciation and amortization | 2,540 | 561 | 286 |
Share-based payments expense | 3,761 | 2,276 | 6,462 |
Share listing expense | 125,438 | ||
Gain on acquisition | (79) | ||
Expected credit losses | 92 | ||
Change in fair value of share warrant obligations | (10,080) | ||
Interest expense | 91 | 38 | 84 |
Foreign exchange loss/(gain) | 2,809 | (1,991) | (411) |
Income tax expense | 1,127 | 862 | 7 |
Adjustments to reconcile profit (loss) | 8,255 | 995 | (29,098) |
Changes in working capital: | |||
Increase in deferred platform commissions | (26,946) | (52,465) | (23,448) |
Increase in deferred revenue | 127,899 | 184,603 | 75,099 |
Increase in trade and other receivables | (12,682) | (7,490) | (20,443) |
Increase/(decrease) in trade and other payables | 9,600 | (1,060) | 13,044 |
Cash flows from (used in) operations | 97,871 | 123,588 | 44,252 |
Income tax paid | (617) | (3,978) | (200) |
Interest received | 7 | 19 | |
Net cash flows generated/(used) from operating activities | 105,516 | 120,624 | 14,954 |
Investing activities | |||
Acquisition of intangible assets | (338) | (83) | |
Acquisition of property and equipment | (1,099) | (147) | (19) |
Acquisition of subsidiary net of cash acquired | (1,159) | ||
Loans granted | (123) | (338) | |
Proceeds from repayment of loans | 508 | 95 | |
Net cash flows used in investing activities | (2,719) | 361 | (345) |
Financing activities | |||
Payments of lease liabilities | (2,132) | (341) | (31) |
Interest on lease | (90) | (26) | |
Proceeds from borrowings | 6,500 | ||
Repayment of borrowings | (49) | (3,980) | (2,418) |
Interest paid | (17) | (85) | |
Dividends paid and distributions to shareholders | (160,366) | (51,683) | (4,122) |
Cash acquired in the Transaction | 119,659 | ||
Net cash flows used in financing activities | (42,978) | (56,047) | (156) |
Net (decrease)/increase in cash and cash equivalents for the period | 59,819 | 64,938 | 14,453 |
Cash and cash equivalents at the beginning of the year | 84,557 | 17,565 | 3,073 |
Effect of changes in exchange rates on cash held | (1,574) | 2,054 | 39 |
Cash and cash equivalents at the end of the year | $ 142,802 | $ 84,557 | $ 17,565 |
Reporting entity
Reporting entity | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Reporting entity | ||
Reporting entity | 1. Reporting entity Nexters Inc. (the “Company”) is a company incorporated under the laws of the British Virgin Islands on January 27, 2021, which was formed for the sole purpose of effectuating the Transaction meaning the merger with Kismet Acquisition One Corp (“Kismet”) contemplated by the Business Combination Agreement, which w as consummated on August 26, 2021. Prior to the Transaction, the Company had no material assets and did not conduct any material activities other than those incidental to its formation and the matters contemplated by the Business Combination Agreement, such as the making of certain required securities law filings. The mailing and registered address of Nexters Inc.’s principal executive office is 55, Griva Digeni, 3101, Limassol, Cyprus. Nexters Inc. is the direct parent of Nexters Global Ltd, which was incorporated in Cyprus on November 2, 2009 as a private limited liability company under the Cyprus Companies Law, Cap. 113. Nexters Global Ltd’s registered office is at Faneromenis 107, 6031, Larnaca, Cyprus . The principal activities of the Company and its subsidiaries (the “Group”) are the development and publishing of online games for mobile, web and social platforms. The Group also derives revenue from advertising services. Information about the Company’s main subsidiaries is disclosed in Note 25. The Company’s ordinary shares and warrants are listed on Nasdaq under the symbols GDEV and GDEVW, respectively. The Group has no ultimate controlling party. | 1. Reporting entity Nexters Inc. (the “Company”) is a company incorporated under the laws of the British Virgin Islands on January 27, 2021, which was formed for the sole purpose of effectuating the Transaction contemplated by the Business Combination Agreement (see Note 3), which was consummated on August 26, 2021. Prior to the Transaction, the Company had no material assets and did not conduct any material activities other than those incidental to its formation and the matters contemplated by the Business Combination Agreement, such as the making of certain required securities law filings. The mailing and registered address of Nexters Inc.’s principal executive office is 55, Griva Digeni, 3101, Limassol, Cyprus. Nexters Inc., is the direct parent of Nexters Global Ltd, which was incorporated in Cyprus on November 2, 2009 as a private limited liability company under the Cyprus Companies Law, Cap. 113. Nexters Global Ltd’s registered office is at Faneromenis 107, 6031, Larnaca, Cyprus. The principal activities of the Company and its subsidiaries (the “Group”) are the development and publishing of online games for mobile, web and social platforms. The Group also derives revenue from advertising services. Information about the Company’s main subsidiaries is disclosed in Note 27. The Company’s ordinary shares and warrants are listed on Nasdaq under the symbols GDEV and GDEVW, respectively. The Group has no ultimate controlling party. |
Basis of accounting
Basis of accounting | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Basis of presentation | ||
Basis of accounting | 2. Basis of presentation These interim condensed consolidated financial statements for the three and six months ended June 30 , 2022 have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (IASB), and should be read in conjunction with the Group’s last annual consolidated financial statements as at and for the year ended December 31, 2021 included in the Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on April 29, 2022 . They do not include all the information required for a complete set of financial statements prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the IASB. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group’s financial position and performance since the annual consolidated financial statements for the year ended December 31, 2021. These interim condensed consolidated financial statements were authorized for issue by the Group’s Board of Directors on September 26 , 2022. | 2. Basis of accounting 2.1. Statement of compliance These consolidated financial statements are prepared in accordance with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). These consolidated financial statements were authorized for issue by the Group’s Board of Directors on April 29, 2022. 2.2. Going concern The financial position of the Group, its cash flows and liquidity position are described in the primary statements and notes of these consolidated financial statements. In addition, Note 28 includes the Group’s policies for managing its liquidity risk. Despite the uncertainties related to the COVID-19 pandemic, and taking into account significant positive cash inflows from operating activities, management’s assessment of positive revenue trends and principal risks and uncertainties, management has a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, which is at least 12 months from the date when these consolidated financial statements were authorized for issue. Accordingly, they are satisfied that the consolidated financial statements should be prepared on a going concern basis. Please see also Note 30 and Note 31. Management believes that there are no significant uncertainties regarding going concern. 2.3. Basis of presentation These consolidated financial statements have been prepared based on historical cost unless disclosed otherwise and are presented in United States Dollars ($) which is also the functional currency of Nexters Inc. and Nexters Global Ltd. Values are presented in thousands, rounded to the nearest thousand unless indicated otherwise. 2.4. Basis of consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at and for the years ended December 31, 2021, 2020 and 2019. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has: ● Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee), ● Exposure, or rights, to variable returns from its involvement with the investee, and ● The ability to use its power over the investee to affect its returns. When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: ● The contractual arrangement with the other vote holders of the investee, ● Rights arising from other contractual arrangements, ● The Group’s voting rights and potential voting rights. The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of an investee begins when the Group obtains control over the investee and ceases when the Group loses control over the investee. Assets, liabilities, income and expenses of an investee acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date the Group gains control until the date the Group ceases to control the investee. The financial statements of the investees are prepared for the same reporting period as the parent company, using consistent accounting policies. All intra-group balances, income, expenses and unrealized gains and losses resulting from intra-group transactions are eliminated in full. 2.5. Changes in accounting policies During 2021 the Group applied a number of accounting standards effective from January 1, 2021 for the first time, but they do not have a material impact on the Group’s consolidated financial statements. Standards and interpretations effective for the year ended December 31, 2021 ● Interest Rate Benchmark Reform — Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16). ● COVID-19-Related Rent Concessions (Amendment to IFRS 16). A number of new standards are effective for annual periods beginning after January 1, 2021 and earlier application is permitted; however, the Group has not earlier adopted the new or amended standards in preparing these consolidated financial statements. The following amended standards and interpretations are not expected to have a significant impact on the Group’s financial statements. Standards issued but not yet effective: ● COVID-19-Related Rent Concessions (Amendment to IFRS 16). ● Onerous Contracts — Cost of Fulfilling a Contract (Amendments to IAS 37). ● Annual Improvements to IFRS Standards 2018-2020. ● Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16). ● Reference to the Conceptual Framework (Amendments to IFRS 3). ● IFRS 17 Insurance Contracts and amendments to IFRS 17 Insurance Contracts. ● Classification of liabilities as current or non-current (Amendments to IAS 1). ● Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2). ● Definition of Accounting Estimates (Amendments to IAS 8). ● Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). The accounting policies adopted are consistent with those followed in the preparation of the Group’s annual financial statements for the year ended December 31, 2020, except for the following: Short-term leases and leases of low-value assets The standard includes two recognition exemptions for lessees — leases of ’low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of 12 months or less). Since January 1, 2021 the Group does not apply the short-term lease recognition exemption to its short-term leases of office premises (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on such short-term leases are recognized as a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. |
Summary of significant accounti
Summary of significant accounting policies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Summary of significant accounting policies | ||
Summary of significant accounting policies | 3. Summary of significant accounting policies The accounting policies and methods of computation applied in the preparation of these interim condensed consolidated financial statements are consistent with those disclosed in the annual consolidated financial statements of the Group for the year ended December 31, 2021 included in the Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on April 29, 2022. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective. 3.1. Business combinations and goodwill Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the total of the consideration transferred, measured at acquisition date fair value, and the amount of any non-controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred, such as finder’s fees, legal fees, due diligence fees, and other professional and consulting fees, are expensed and included in operating expenses. The Group measures goodwill as the fair value of the consideration transferred including the recognized amount of any non-controlling interest in the acquiree, less the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as at the acquisition date. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and vested share-based payment awards of the acquiree that are replaced in the business combination. If control is achieved in stages, the acquirer’s previously held equity interest in the acquiree is remeasured to fair value as at the acquisition date through profit or loss. A contingent liability of the acquiree is recognized in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably. Only components of non-controlling interest constituting a present ownership interest that entitles their holder to a proportionate share of the entity’s net assets in the event of liquidation are measured at either fair value or at the present ownership instruments’ proportionate share of the acquiree’s identifiable net assets. All other components are measured at their acquisition date fair value. The Group accounts for a change in the ownership interest of a subsidiary (without loss of control) as a transaction with owners in their capacity as owners. Therefore, such transactions do not give rise to goodwill, nor do they give rise to a gain or loss and are accounted for as an equity transaction. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Where goodwill forms part of a cash-generating unit (CG U ) and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative values of the operation disposed of and the portion of the cash-generating unit retained. If the Group reorganizes its reporting structure in a way that changes the composition of one or more cash-generating units to which goodwill has been allocated, the goodwill is reallocated to the units affected. The reallocation is performed using a relative value approach similar to that used in connection with the disposal of an operation within a cash-generating unit, unless some other method better reflects the goodwill associated with the reorganized units. A. Acquisition of game development studios On January 25, 2022, the Board approved the acquisition of three game development studios, aiming at accelerating the Company’s product growth strategy and enlarging its player base. The Company acquired 100% , 48.8% and 49.5% of the issued share capital of Gracevale Ltd, MX Capital Ltd, and Castcrown Ltd, respectively. For the information regarding the associates please see Note 16. On January 27, 2022, the Company entered into a share purchase agreement to acquire 100% of the issued share capital of Gracevale Ltd, developer and publisher of PixelGun 3D mobile shooter title, for a total consideration of up to 70,000 . The deal included a cash consideration of 55,517 , a share consideration of 3,963 , and a deferred share consideration of 10,520 subject to certain conditions. In parallel with the acquisition of Gracevale Ltd, the Company also acquired Lightmap Studio for an amount of 150 , which will now take part in the maintenance and support of Pixel Gun 3D. The two transactions were fully executed on January 31, 2022. The deal is accounted for as business combinations based on the provisions of IFRS 3. Gracevale Ltd was renamed to Lightmap Ltd on March 30, 2022. Based on the Share purchase agreement at the date of acquisition the sellers received the option to require Nexters Inc. to acquire outstanding consideration shares from the seller for a price of US$ 10.00 per share. There are two scenarios when the option becomes exercisable: ● the first scenario is when the shares are ineligible for sale on Nasdaq in one year from the date of allotment of such shares; ● the second scenario represents a general right of the sellers to sell their outstanding consideration shares to Nexters Inc. no later than two years from the acquisition date. The option is recognized on the acquisition date in the amount of 13,636 calculated as the present value of the redemption amount of the share consideration discounted using the Company’s incremental borrowing rate. The unwinding of the discount from the acquisition date till the reporting date amounted to 101 . B. Consideration transferred The following table summarises the acquisition-date fair value of each major class of consideration transferred. Consideration transferred Cash 55,667 Share consideration 3,158 Deferred share consideration 8,384 Total fair value of consideration 67,209 Share consideration and deferred share consideration fair value were determined using the quantity of the shares stated in the share purchase agreement multiplied by the share price of Nexters Inc. as at the date of acquisition, which is US$ 7.97 . The difference between the share considerations and put option of the sellers of Lightmap Ltd of 2,094 is reflected in the interim condensed consolidated statement of changes in equity in the line “Issue of ordinary shares related to business combination”. C. Fair value of the assets acquired and liabilities assumed The fair values of the identifiable assets and liabilities of Lightmap Ltd on provisional basis as at the date of acquisition were: Fair value recognized on acquisition, January 31, 2022, Lightmap Ltd Assets Property and equipment 68 Intangible assets 17,664 Right-of-use assets 230 Indemnification asset 3,043 Trade and other receivables 2,375 Cash and cash equivalents 1,555 Prepaid tax 383 25,318 Liabilities Lease liabilities (230) Trade and other payables (2,185) Provisions for non-income tax risks (1,381) Tax liability (1,721) (5,517) Total identifiable net assets at fair value 19,801 Goodwill arising on acquisition 47,408 NCI — Purchase consideration transferred 67,209 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 1,555 Consideration to be paid (55,667) Cash payable after reporting period 4,090 Net cash flow in acquisition (50,022) D. Goodwill Goodwill recognized in the amount of 47,408 is attributable primarily to the synergy effects as well as workforce and was assigned to the whole Group as one Cash Generating Unit (see Note 4). None of the goodwill is expected to be deductible for income tax purposes. The Company recognized separately from the acquisition the cost of the due diligence of 51 as acquisition related costs that should be expensed in the current period. Lightmap Ltd’s property and equipment consist of office equipment purchased within the last three years , its fair value approximates to its carrying amount. At the date of the acquisition, the fair value of the trade and other payables of Lightmap Ltd approximates to its carrying amount due to the fact they are represented by short-term advances and lease deposit. The group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were measured at an amount equal to the lease liabilities. The group’s trade and other receivables amount represents gross contractual amounts for the acquired receivables, its fair value approximates to its carrying amount as they are predominantly short-term. The deferred revenue represents the payments from players for virtual items, which are non-refundable and relate to non-cancellable contracts that specify the company’s obligations. These payments are initially recorded as deferred revenue. The related platform and payment processing fees are recorded as expense in the same period when the relevant revenue is recognized while the amount of the platform and payment processing fees, which relate to the deferred revenue, is recognized as deferred platform commission fees. Management applied the bottom-up approach to estimate the fair value of the deferred revenue as required by IFRS 3. Under this approach, the company adds the cost that it incurs to fulfill the performance obligation to the profit margin. The cost does not include items such as marketing, training, and recruiting. Such costs are not included as the company incurs these either before the acquisition date or these are not needed to fulfill the obligation. Based on the analysis, the fair value of the deferred revenue was determined to be insignificant. Respectively, the fair value of the deferred commission fees is also insignificant. Therefore, no balances were recognized as of the acquisition date. CGU was not tested for impairment because there were no impairment indicators as at June 30, 2022. From the date of acquisition Lightmap Ltd has contributed revenue of 2,524 and net loss before tax of 2,561 to the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, consolidated revenue of the Group would have been 252,395 and profit before tax from continuing operations for the period would have been 74,593 . For the details of measurement of the intangible assets recognized as at acquisition date see Note 4. E. Reconciliation of carrying amount of goodwill Cost Balance at January 1, 2022 1,501 Acquisition through business combination 47,408 Translation reserve (9) Balance at June 30, 2022 48,900 F. Contingencies Lightmap Ltd recognized a liability of 925 in relation to corporate income tax risks and of 1,381 in relation to indirect taxes, as it considered that there is a present obligation as a result of past events with the probable outflow of resources. Lightmap Ltd also recognized a contingent liability of 737 under IFRS 3 in relation to corporate income tax, as it considered that there is a present obligation as a result of past events with the probability of outflow of the recourses lower than 50% . The Company recognized the indemnification asset in the amount equal the total liability of the mentioned risks, as such indemnification was provided in the share purchase agreement. | 3. Summary of significant accounting policies Except as described in Note 2.5, the accounting policies have been applied consistently throughout the periods presented in these consolidated financial statements. Set out below are the principal accounting policies used to prepare these consolidated financial statements: 3.1. Business combinations, goodwill and merger transaction Business combinations are accounted for using the acquisition method. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and share-based payment awards of the acquiree that are replaced mandatorily in the business combination. If a business combination results in the termination of pre-existing relationships between the Group and the acquiree, then the Group identifies any amounts that are not part of what the Group and the acquiree exchanged in the business combination. The Group recognizes as part of applying the acquisition method, only the consideration transferred for the acquiree, and the assets acquired and liabilities assumed in the exchange for the acquiree. If the business combination is achieved in stages, any previously held equity interest is re-measured at its acquisition date fair value and any resulting gain or loss is recognized in profit or loss. It is then considered in the determination of goodwill. Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Subsequently, contingent consideration classified as an asset or liability, is measured at fair value with changes in fair value recognized in profit or loss. Contingent consideration that is classified as equity is not re-measured and subsequent settlement is accounted for within equity. The Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognized at the acquisition date. If the re-assessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognized in profit or loss. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to the Group’s cash generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquired entity are assigned to those units. Where goodwill has been allocated to a cash-generating unit and certain operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed in this circumstance is measured based on the relative values of the operation disposed and the portion of the cash-generating unit retained. Acquisition of subsidiaries On February 3, 2021, Nexters Global Ltd acquired 100% of the voting On April 5, 2021, Nexters Global Ltd acquired 100% of the voting shares in NHW Ltd, a company registered in accordance with the laws of the Republic of Cyprus, for the total consideration of 24 (€20,000), which comprises the whole business acquisition. The consideration was fully paid in cash. The Company’s management considers the acquisition of the testing development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the nine-month period from the acquisition date. On December 9, 2021, Nexters Global Ltd acquired 70% of the voting shares in Game Positive LLC, a company registered in accordance with the laws of the Russian Federation, for the total consideration of 1. The consideration was fully paid in cash. The Company’s management considers the acquisition of the product development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the period from the acquisition date. The fair values of the identifiable assets and liabilities of all the acquired companies as at the date of acquisition were: Fair value recognized Fair value recognized Fair value recognized Fair value recognized on acquisition, February 3, 2021 on acquisition, February 3, 2021, on acquisition, April 5 2021, on acquisition, December 9, 2021, Nexters Studio LLC Nexters Online LLC NHW Ltd Game Positive LLC Assets Property and equipment 390 85 — 71 Intangible assets 38 14 — — Right-of-use assets 1,164 395 — — Trade and other receivables 656 80 15 48 Other assets 91 27 — 59 Cash and cash equivalents 26 4 1 82 Prepaid tax 28 — — 12 2,393 605 16 272 Liabilities Deferred tax liability (4) (16) — — Lease liabilities – current (1,164) (395) — — Trade and other payables (1,415) (218) — (159) Tax liability — (4) — — (2,583) (633) — (159) Total identifiable net assets at fair value (190) (28) 16 113 Goodwill/(negative goodwill) arising on acquisition 1,274 191 8 (79) NCI — — — (33) Purchase consideration transferred 1,084 163 24 1 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 26 4 1 82 Cash paid (1,084) (163) (24) (1) Net cash flow in acquisition (1,058) (159) (23) 81 Goodwill recognized in the amount of 1,501 (1,473 goodwill as at the dates of acquisitions and 28 of translation reserve as at December 31, 2021) is attributable primarily to the expected synergies and was assigned to the whole Group as one Cash Generating Unit. The acquisition of Game Positive LLC resulted in a bargain purchase as the fair value of assets acquired and liabilities assumed exceeded the total of fair value of consideration paid and the proportionate value of non-controlling interest by 79. The Company recognized the amount as a gain which is reflected in Other income within Net finance income. None of the goodwill is expected to be deductible for income tax purposes. The Company did not recognize separately from the acquisitions any acquisition related costs that should be expensed in the current period. Property and equipment of Nexters Studio LLC, Nexters Online LLC and Game Positive LLC (“Russian companies”) consist of office equipment purchased within 2020, so its fair value approximates to its carrying amount. At the date of the acquisition, the fair value of the trade and other receivables of Russian companies approximates to its carrying amount due to the fact they are represented by short-term advances and lease deposits. The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were measured at an amount equal to the lease liabilities. The companies’ trade and other payables amount represents gross contractual amounts for the acquired payables. Nexters Global Ltd and Russian companies were parties to a pre-existing relationship, which should be accounted for separately from the business combination. No additional adjustment was made for the amount by which the contract is favorable or unfavorable from the perspective of the acquirer when compared with terms of current market transactions for the same or similar items, as the transactions comprising pre-existing relationship were executed on the market terms. From the date of acquisition, Nexters Studio LLC, Nexters Online LLC, NHW Ltd and Game Positive LLC have contributed no revenue as prior to the acquisitions all revenue generated by the acquired businesses was from the provision of services to Nexters Global Ltd and is eliminated on consolidation, and contributed 16,563, 2,219, 13 and 134 respectively to the net loss before tax from the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, consolidated revenue would have been unchanged for the reason described above at 434,094 and net loss from continuing operations for the year would have been 118,576. Merger of Nexters Global Ltd, Nexters Inc. and Kismet Acquisition One Corp On August 26, 2021 the Company successfully consummated the business combination with Kismet Acquisition One Corp. (“Kismet”, a Special Purpose Acquisition Company (“SPAC”)), which was announced on February 1, 2021. The Company treated the Transaction as a capital transaction equivalent to the issue of shares of the Company in exchange for the net monetary assets of Kismet. The Transaction did not constitute a business combination as defined under IFRS 3 Business Combinations, as Kismet is a non-operating entity that does not meet the definition of a business under IFRS 3, as given that it consisted predominantly of cash in the Trust Account. As at the Closing Date, the following transactions occurred pursuant to the terms of the Business Combination Agreement (the “Transaction”): ● the merger of Kismet into Nexters Inc., with Nexters Inc. surviving the merger and the security holders of Kismet (other than security holders of Kismet who elected to redeem their Kismet ordinary shares) becoming security holders of Nexters Inc. (the “Merger”), ● the acquisition by Nexters Inc. of all the issued and outstanding share capital of Nexters Global Ltd from the holders of Nexters Global’s share capital for a combination of cash and Nexters Global’s ordinary shares, such that Nexters Global is a direct wholly owned subsidiary of Nexters Inc. (the “Share Acquisition”). Prior to the Merger, a total of 21,811,242 Kismet ordinary shares were redeemed for a value of 218,190, resulting in a total of 3,188,758 Kismet’s public ordinary shares remaining issued and outstanding as at the time of the Merger. Under the Business Combination Agreement, in consideration for the purchase of Nexters Global’s share capital in the Share Acquisition, Nexters Inc.: ● paid to the shareholders of Nexters Global cash in an aggregate amount of 61,804 , which consist of 57,122 paid upon consummation of the Transaction and 4,682 paid in December, 2021 in accordance with Section 2.3(a)(ii) “Determination of the Initial Cash Consideration” of the Business combination agreement filed with SEC as a part of form F-4; ● issued to the shareholders of Nexters Global a total of 176,584,343 Nexters Inc. ordinary shares; and ● will issue to the former shareholders of Nexters Global 20,000,000 Deferred Exchange Shares, subject to certain conditions being met, as further described in the section entitled (“Deferred Exchange Shares”). The cash acquired by the Group in the Transaction (post all transaction related expenses) amounted to 119,659. On January 31, 2021, Kismet, Nexters Inc. and Kismet Sponsor Limited, a British Virgin Islands business company (the “Sponsor”) entered into an amended and restated Forward Purchase Agreement (the “A&R Forward Purchase Agreement”). The A&R Forward Purchase Agreement amended the Forward Purchase Agreement, dated August 5, 2020, between Kismet and the Sponsor by, among other things, increasing the Sponsor’s purchase commitment thereunder from US$ 20 million to US$ 50 million and replacing the Sponsor’s commitment to acquire Kismet’s units with a commitment to acquire 5,000,000 Nexters Inc. ordinary shares and 1,000,000 Nexters Inc. public warrants in a private placement which occurred after the Merger and prior to the Share Acquisition. On July 16, 2021, Kismet, Nexters Global Ltd and the Sponsor entered into separate subscription agreements (each as amended, restated or supplemented from time to time, a “PIPE Subscription Agreement”) with certain institutional investors that are not “U.S. persons” as defined in Regulation S under the Securities Act and with whom the Sponsor had prior business relationships (each, a “PIPE Investor”), pursuant to which the PIPE Investors agreed to subscribe for and purchase an aggregate of 5,000,000 Nexters ordinary shares for a purchase price of US$ 10.00 per share for an aggregate commitment of US$ 50 million in a private placements outside the United States in reliance on Regulation S under the Securities Act (the “PIPE”). The PIPE was consummated concurrently with the closing of the Transaction. As at Closing Date, immediately subsequent to the consummation of the Transaction, there were 196,523,101 Nexters ordinary shares outstanding. Additionally, there were 20,250,000 Nexters warrants outstanding, each of which entitle the holder to purchase one Nexters ordinary share at an exercise price of US$ 11.50 per share. Furthermore, options to purchase 120,000 Nexters ordinary shares at an exercise price of US$ 10.00 per share were held by three of Kismet’s independent directors, which options vested upon the consummation of the Transaction. The following table sets forth information regarding the shareholdings of Nexters ordinary shares as at the Closing Date immediately subsequent to the consummation of the Transaction, based on the actual number of shares held and outstanding. Number of Percentage of Ordinary Shares Ordinary Shares Kismet’s public shareholders 3,188,758 1.6 % Sponsor 11,750,000 6.0 % Nexters Global shareholders 176,584,343 89.9 % PIPE investors 5,000,000 2.5 % Total 196,523,101 100 % Deferred Exchange Shares An aggregate of 20,000,000 Nexters Inc. deferred exchange shares were issued to the former shareholders of Nexters Global as part of the Transaction. The issuance has been deferred as follows: (i) the issuance of 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 13.50 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing; and (ii) the issuance of an additional 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 17.00 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing. The arrangement is accounted for in accordance with IFRS 2 and considered in calculation of the share listing expense where effect of this arrangement is reflected by market participants in the market value of Nexters Inc. shares issued to Kismet shareholders (see Note 12). 3.2. Foreign currency translation The consolidated financial statements are presented in US dollars (US$), which is the Group’s presentation currency. Each entity in the Group determines its own functional currency, depending on what the underlying economic environment is, and items included in the financial statements of each entity are measured using that functional currency. Transactions in foreign currencies are initially recorded in the functional currency at the functional currency rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are re-measured into the functional currency at the functional currency rate of exchange at the reporting date. All differences are taken to profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on retranslation of non-monetary items is treated in line with the recognition of gain or loss on change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognized in other comprehensive income or profit or loss is also recognized in other comprehensive income or profit or loss, respectively). The functional currency of the foreign operations is generally the respective local currency — US Dollar (US$), Euro (€) or Russian rouble (RUB). As at the reporting date, the assets and liabilities of these operations are translated into the presentation currency of the Group (the US$) at the rate of exchange at the reporting date and their statements of comprehensive income are translated at the average exchange rates for the year or exchange rates prevailing on the date of specific transactions. The exchange differences arising on the translation are recognized in other comprehensive income. On disposal of a foreign entity, the deferred cumulative amount recognized in equity relating to that particular foreign operation is reclassified to the profit or loss. The exchange rate of the US$ to € as at December 31, 2021 and 2020 was 1.132 and 1.228 respectively. The exchange rate of the US$ to RUB as at December 31, 2021 and 2020 was 0.0134 and 0.0135 respectively. 3.3. Property and equipment 3.3.1. Cost of property and equipment Property and equipment are stated at cost less accumulated depreciation and any accumulated impairment loss. Expenditures for continuing repairs and maintenance are charged to the profit or loss as incurred. 3.3.2. Depreciation and useful lives Depreciation is recognized in profit or loss on the straight-line method over the useful lives of each part of an item of property and equipment. The estimated useful lives of property and equipment for current and comparative periods are as follows: ● Computer hardware 2 - 5 years ● Furniture, fixtures and office equipment 5 years Useful lives of leasehold improvements of leased office premises are determined at the lower between the useful life of the asset or the lease term. The asset’s residual values, useful lives and depreciation methods are reviewed, and adjusted as appropriate, at each financial year-end. 3.4. Intangible assets 3.4.1. Software and other intangible assets Software and other intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. 3.4.2. Useful life and amortization of intangible assets The Group assesses whether the useful life of an intangible asset is finite or indefinite and, if finite, the length of that useful life. An intangible asset is regarded by the entity as having an indefinite useful life when, based on an analysis of all of the relevant factors, there is no foreseeable limit to the period over which the asset is expected to generate net cash inflows for the entity. We did not have any intangible assets with indefinite useful life as at December 31, 2021 and 2020. Intangible assets with finite lives are amortized on a straight-line basis over the useful economic lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The average useful economic life of the intangible assets in the possession of the Group as at December 31, 2021 and 2020 is 4 years. Amortizations periods and methods for intangible assets with finite useful lives are reviewed at least at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the consolidated statement of profit or loss and other comprehensive income when the asset is derecognized. 3.5. Right-of-use Right-of-use assets The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the Group will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. Short-term leases and leases of low-value assets The standard includes two recognition exemptions for lessees — leases of ’low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of 12 months or less). The Group does not apply the short-term lease recognition exemption to its short-term leases of office premises (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on such short-term leases are recognized as a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. Significant judgement in determining the lease term of contracts with renewal options The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The Group has the option, under some of its leases to lease the assets for an additional term. The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew (e.g., a change in business strategy). The carrying amounts of the Group’s right-of-use assets and lease liabilities and the movements during the year are disclosed in Note 18. Lessees are also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term, a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee generally recognizes the amount of the remeasurement of the lease liability as an adjustment to the right-of-use assets. Lease liabilities The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased. 3.6. Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset, other than goodwill and intangible assets with indefinite useful life, may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses of continuing operations are recognized in profit or loss in those expense categories consistent with the function of the impaired asset. For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Group makes an estimate of the recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in profit or loss. 3.7. Financial assets 3.7.1. Initial recognition and measurement Financial assets are classified, at initial recognition, as subsequently measured at amortized cost, fair value through other comprehensive income (OCI), and fair value through profit or loss. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the transaction price determined under IFRS 15. In order for a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. 3.7.2. Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories: ● Financial assets at amortized cost ● Financial assets at fair value through OCI with recycling of cumulative gains and losses ● Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition ● Financial assets at fair value through profit or loss Financial assets at amortized cost This category is the most relevant to the Group. The Group measures financial assets at amortized cost if both of the following conditions are met: ● The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows, and ● The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Financial assets at amortized cost are subsequently measured using the effective interest rate (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired. The Group’s financial assets at amortized cost includes trade and other receivables and loans issued. Impairment — credit loss allowance for ECL The Group assesses and recognizes the allowances for expected credit losses (ECLs) on financial assets measured at amortized cost. The measurement of ECL reflects: ● an unbiased and probability weighted amount that is determined by evaluating a range of possible outcomes; ● present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and cash flows the Group expects to receive); and ● all reasonable and supportable information that is relevant and available without undue cost and effort at the end of each reporting period about past events, current conditions and forecasts of future economic conditions. Debt instruments measured at amortized cost are presented in the consolidated statement of financial position net of the allowance for ECL. The Group applies a “three stage” model for impairment in accordance with IFRS 9, based on changes in credit quality since initial recognition: 1. A financial instrument that is not credit-impaired on initial recognition is classified in Stage 1. Financial assets in Stage 1 have their ECL measured at an amount equal to the portion of lifetime ECL that results from default events possible within the next 12 months (12-month ECL). 2. If the Group identifies a significant increase in credit risk (“SICR”) since initial recognition, the asset is transferred to Stage 2 and its ECL is measured based on ECL on a lifetime basis (lifetime ECL). 3. If the Group determines that a financial asset is credit-impaired, the asset is transferred to Stage 3 and its ECL is measured as a lifetime ECL. For financial assets that are credit-impaired on purchase or at origination, the ECL is always measured at a lifetime ECL. Note 28 information about inputs, assumptions and estimation techniques used in measuring ECL, including an explanation of how the Group incorporates forward-looking information in the ECL models. 3.7.3. Derecognition A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognized when: ● The rights to receive cash flows from the asset have expired ● The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third-party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all of the risks and rewards of the asset nor transferred control thereover, the ass |
Accounting judgments, estimates
Accounting judgments, estimates and assumptions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Use of judgements and estimates | ||
Accounting judgments, estimates and assumptions | 4. Use of judgements and estimates In preparing these interim condensed consolidated financial statements, management has made judgements and estimates that affect the application of accounting policies and the reported amounts of assets, liabilities, incomes and expenses. Actual results may differ from these estimates. The significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those described in the Group’s consolidated financial statements for the year ended December 31, 2021 except for as described below. Warrants’ valuation Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$ 11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,249,993 warrants of the Company, 13,499,993 of which are public and 6,750,000 of which are private. The Company accounts for the warrants in its financial statements as a liability in accordance with IAS 32 - Financial Instruments: Presentation and IFRS 9 - Financial Instruments. The warrants are initially recorded at fair value and then revalued at each reporting date until exercised, with any change in fair value to be recognized in the interim condensed consolidated statement of profit or loss and other comprehensive income. Management exercised judgement in applying Monte-Carlo simulation for the purpose of estimating fair value of Private Warrants and Public Warrants, as there is no active market. For the key assumptions of the model see Note 22. Sensitivity to input parameters Our estimates are sensitive to input parameters, particularly to change in volatility. Below is the analysis of sensitivity to this parameter: ● While other parameters remain constant, an increase of volatility by 10% would increase the fair value of public and private warrants as at June 30, 2022 by 2,650 . ● While other parameters remain constant, a decrease of volatility by 10% would decrease the fair value of public and private warrants as at June 30, 2022 by 3,227 . Key assumption of share price in the model is starting share price which is estimated based on the two approaches (see Note 21). Another key assumption of risk-free rate is a static parameter as of date derived from Bloomberg system applied without modifications. Below is the analysis of sensitivity to the starting share price parameter: ● While other parameters remain constant, an increase of starting share price by 10% would increase the fair value of public and private warrants as at June 30, 2022 by 3,390 . ● While other parameters remain constant, a decrease of starting share price by 10% would decrease the fair value of public and private warrants as at June 30, 2022 by 2,715 . Measurement of the financial instruments issued as part of the investments in equity accounted associates Valuation of the financial instruments arose in the result of investments into equity associates during the reporting period which included sellers and founders earn-outs, call and put options of Nexters Inc. and respective shareholders as per shareholders’ and share purchase agreements. Valuation of the financial instruments is based on achievement by the equity accounted associates of performance targets such as Net bookings and EBITDA over certain agreed periods of time. In order to estimate achievement of such performance targets management utilized Monte-Carlo simulations over the agreed periods and projected various outcomes for each performance target based on the underlying management assumptions of the investees’ future business growth. Management determined the fair values of the financial instruments based on outputs provided by those Monte-Carlo simulations. In order to determine the fair value of the financial instruments (see Note 3 and 16) management applied the following assumptions: ● Assumption of target pay back on marketing investments in customer acquisition applied to the projected periods. This assumption is based on the historical effectiveness of marketing expenses for Hero Wars game and management applied adjustment related to uncertainty of the games being new. ● Assumption of Discount rate based on risk-free rate (see Change in estimate chapter in Note 4 below) ● Assumption of valuation of investees based on multiples of Enterprise Value to Net bookings and Enterprise Value to Investor’s consolidated management EBITDA based on publicly traded peers from gaming industry. ● Assumption of Standard deviation ( S igma parameter of GBM distribution) of marketing expenditure incurred in order to generate bookings over the projected period of time with bookings benchmarked against historic performance of the same genre games in the gaming industry and implying certain Failure rate for such games. Due to the fact, that stochastic generated marketing costs are mainly dependent from sigma parameter of GBM distribution, sigma was used in sensitivity tests to determine change in fair value of financial instruments with the change of marketing costs. The analysis of sensitivity to the key parameters of financial model in MX Capital Ltd are presented below: ● While other parameters remain constant, an increase of target pay back on marketing investments by 30 days would decrease the fair value of founders earn-outs, sellers earn-outs, call and put options of MX Capital Ltd as at June 30, 2022 by 230 , 477 , 20 and 1 consequently. ● While other parameters remain constant, a decrease of target pay back on marketing investments by 30 days would increase the fair value of founders earn-outs, sellers earn-outs and call option of MX Capital Ltd as at June 30, 2022 by 129 , 270 , 0 and decrease the fair value of put option by 13 . ● While other parameters remain constant, an increase of risk-free rate by 10% would decrease the fair value of founders earn-outs, sellers earn-outs, call and put options of MX Capital Ltd as at June 30, 2022 by 6 , 77 , 4 and 1 consequently. ● While other parameters remain constant, a decrease of risk-free rate by 10% would increase the fair value of founders earn-outs, sellers earn-outs and call and put options of MX Capital Ltd as at June 30, 2022 by 6 , 78 , 4 and 1 consequently. ● While other parameters remain constant, an increase of multiples by 10% would increase the fair value of call option of MX Capital Ltd as at June 30, 2022 by 1,279 and decrease the fair value of put option by 50 . ● While other parameters remain constant, a decrease of multiples by 10% would decrease the fair value of call option of MX Capital Ltd as at June 30, 2022 by 557 and increase the fair value of put option by 751 . ● While other parameters remain constant, an increase of sigma by 10% would increase the fair value of founders earn-outs and put option of MX Capital Ltd as at June 30, 2022 by 71 and 89 and decrease the fair value of sellers earn-outs and call option by 244 and 20 . ● While other parameters remain constant, a decrease of sigma by 10% would increase the fair value of sellers earn-outs and call option of MX Capital Ltd as at June 30, 2022 by 366 and 20 and decrease the fair value of founders earn-outs and put option by 200 and 86 . The analysis of sensitivity to the key parameters of financial model in Castcrown Ltd are presented below: ● While other parameters remain constant, an increase of target pay back on marketing investments by 30 days would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 304 . ● While other parameters remain constant, a decrease of target pay back on marketing investments by 30 days would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 568 . ● While other parameters remain constant, an increase of risk-free rate by 10% would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 212 . ● While other parameters remain constant, a decrease of risk-free rate by 10% would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 10 . ● While other parameters remain constant, an increase of multiples by 10% would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 796 . ● While other parameters remain constant, a decrease of multiples by 10% would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 925 . ● While other parameters remain constant, an increase of sigma by 10% would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 571 . ● While other parameters remain constant, a decrease of sigma by 10% would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 463 . Measurement of the intangible assets recognized at the business combination Management has assessed fair value of the assets acquired and liabilities assumed in the acquisition of Lightmap Ltd and used the relief-from royalty method under the income approach to measure the fair value of the intangible assets acquired. The intangible assets acquired mainly include IP rights, trademark, domain name and R&D. The relief-from-royalty method measures the fair value of intangible assets using assumptions about what would it cost for a market participant to use the acquired intangible asset if another entity owned it. This technique is appropriate only if the highest and best use of the asset is to use it actively in the market. As a result of owning the asset, a market participant is relieved from making royalty payments that might otherwise be required. This method includes assumptions about the stream of payments that would be required, usually in the form of royalties, to another party for the right to use the asset. The fair value of the intangible asset is measured as the discounted stream of payments from which the acquiring entity is relieved because it owns the asset . Management believes that the ‘relief-from-royalty method’ is the most appropriate method for the valuation of the intangible assets, as it minimizes the unobservable inputs. The highest and best use of main game of Gracevale Ltd is to use it actively in the market and earn revenue from in-app purchases and advertising. The fair value of the game can be measured as the discounted stream of royalty payments from which Nexters Inc. is relieved because it owns the asset. The following assumptions were used to measure the fair value of the intangible assets: ● A specific discount rate, which is based on the WACC of Nexters Inc. amounting to 10.5% and additional 5% to reflect the investee-specific risks. The Nexters Inc.’s WACC is based on the rate of 30 - year treasury bonds issued by the government in the US market and in the same currency as the cash flows, adjusted for a risk premium to reflect both the increased risk of investing in equities generally and the systematic risk of the specific CGU; ● A u seful life of the game was assumed to be four years , as the game has reached its maturity stage. ● Royalty rate of 26% was used being the median of the arm’s length royalty rate ranges observed in the market from 19% to 40% . ● P rojected gross bookings based on the financial models’ base forecast including failure rate of 21.05% , based on on AppMagic historical data of the games having the same genre and comparable size. Failure event is a descend of the net bookings of 20% for two consecutive years. This event means that Company was unable to find marketing strategy to scale the business. Measurement of the tax uncertainties of the acquired companies Accounting for the tax uncertainties involves a significant judgement in respect of both assessment of the probability of the realization of the tax uncertainties and quantification of the tax uncertainties. The Group recognized the tax uncertainties by applying 75% probability to the tax uncertainties considered to be probable and 30% to the tax uncertainties considered to be possible. For the more details on the amounts of tax risks see Note 1 3 , 1 6 and 2 1 , depending on the nature of the risk. Seasonality Our business experiences the effects of seasonality. We usually experience certain decreases in the efficiency of our marketing and user acquisition towards the end of the year as a result of competition for the same users from retail advertising campaigns during Halloween, Thanksgiving and Christmas as well as during summer months due to the decrease in time spent online by our players during the summer vacation season. We typically benefit from the increased efficiency in this respect during the first quarter of each year. To address seasonality, our strategy is to (i) decrease the intensity of our user acquisition and marketing campaigns in summer and towards the end of the year; (ii) only utilize those channels and instruments that we believe are less saturated with the competing marketing campaigns; and (iii) increase the intensity of our user acquisition and marketing activities in the first quarter of each year. Correction of errors – comparative period During the preparation of the consolidated financial statements for 2021, management identified several errors, which were disclosed in the respective note. They related to the inconsistencies in calculation of the withholding taxes in Brazil and Taiwan, indirect taxes in Japan, deferred revenue and complex share options for the periods ended on December 31, 2020 and 2019. Change in estimates Intangible assets Management has assessed fair value of the intangible assets at acquisition using the relief-from royalty method under the income approach (for the assumptions refer to Note 4 above). As at June 30, 2022 Management applied change in estimates due to the changes in the assumptions related to certain input parameters of the valuation models as presented below: ● In WACC as a benchmark of risk-free rate, we used as at June 30, 2022 the yield of the 30 - year treasury bonds issued by the US government as opposed to 10-year notes before. Also, the discount for the lack of marketability (DLOM) was replaced by industry accepted size risk premium , as there is no accurate way to predict the date of the trading halt release. If there were no changes to the fair values of intangible assets their fair value would have been higher by 362 at the acquisition date. Warrants As stated above t he Company accounts for the warrants in its financial statements as a liability in accordance with IAS 32 - Financial Instruments: Presentation and IFRS 9 - Financial Instruments. Management exercised judgement in applying Monte-Carlo simulation for the purpose of estimating fair value of Private Warrants and Public Warrants. As a result of more precise estimate the following assumptions were changed as at June 30, 2022: ● The discount for the lack of marketability (DLOM) was not applied as there is no accurate way to predict the date of the trading halt release. ● Estimated effect of losses to be incurred as a result of changed operating environment was updated from 5.1% to 11.9% . ● Implied multiples were calculated using the last quoted share price to estimate a discount to average multiples of our peer group ( 31% for EV/Bookings and 37% for EV/EBITDA) and the discounts from these multiples were applied to estimate them as at the reporting date. If the warrants were valued using previous approach their fair value as at June 30, 2022 would have been lower by 7,847 . Financial instruments As for the valuation of warrants, for other financial instruments management determined the fair values of the financial instruments based on outputs provided by Monte-Carlo simulations. As a result of more precise estimate the following assumptions were changed as at June 30, 2022: ● The discount for the lack of marketability (DLOM) was not applied as there is no accurate way to predict the date of the trading halt release. ● Assumption of Discount rate based on risk free rate of 3% was used instead of discount rate based on weighted average cost of capital (WACC) of Nexters Inc., which was adjusted to account for the specific risks of investees before. ● 15% discount on platform commission for the publisher on each platform limited by 1,000 million of net bookings was applied. If financial instruments were valued using previous approach the fair value of call option of Castcrown Ltd as at June 30, 2022 would be less by 1,638 , the fair value of call option of MX Capital Ltd would be less by 155 . The fair value of founders earn-outs of MX Capital Ltd would be less by 247 , of sellers earn-outs would be less by 3,037 and of put option would be less by 42 . | 4. Accounting judgments, estimates and assumptions The preparation of consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the reporting dates and the reported amounts of revenues and expenses during the reporting periods. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods. Key areas of estimation uncertainty and critical judgments Key judgements and estimates reflected in the Group’s financial statements include: ● Categorization of in-game purchases between durable and consumable and determination of their periods of usage; ● Estimation of the average playing period of the paying users and estimation of the remaining lifespan of the games; ● Measurement of cost associated with share-based payments; ● Uncertain positions over taxes; ● Measurement of share warrant obligation. In the process of applying the Group’s accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognized in the consolidated financial statements. Actual results could materially differ from those estimates. Revenue recognition The approach to in-game purchases, consumable and durable items The satisfaction of our performance obligation is dependent on the nature of the virtual item purchased and as a result, we categorize our virtual items as either consumable or durable. ● Consumable virtual items represent items that can be consumed by a specific player action. They can, for example, instantly refill certain stats like mana or health points or be used to skip cooldowns. Common characteristics of consumable virtual items are that they are no longer displayed on the player’s game board after a short period of time (usually within few days since the date of purchase), do not provide the player any continuing benefit following consumption (they cannot be used to improve the character), and often enable a player to perform an in-game action immediately. For the sale of consumable virtual items, we recognize revenue at a point in time. ● Durable virtual items represent items that enhance player’s character or game inventory set over a certain period of time (e.g. that increase player hero’s power in Hero Wars game or enhance an island’s buildings in our Island Experiment game). These items are accessible to the player over an extended period of time or can be exchanged or used for obtaining different items or levels in the games, which in turn are associated with the players character for an extended period of time (e.g. “stars” influencing the specific hero power in the game). Considering the complexity of the gameplay, great variety of in-game items and different behavioral patterns of players on different levels of character development, it is impracticable to estimate the useful life of in-game items. Therefore, we recognize the revenue from the sale of durable virtual items rateably over the average playing period of players for the applicable game (player’s lifespan), which represents our best estimate of the average life of the durable virtual item. We use this approach for substantially all of our revenue. To separately account for consumable and durable virtual items, the Company specifically identifies each purchase for the majority of virtual items purchased on the third-party platforms. For the remaining population, the Company estimates the amount of consumable and durable virtual items based on data from specifically identified purchases and the expected behavior of the users. Estimate of players lifespan Since January 1, 2020 we determine the estimated weighted average playing period of payers by game on a quarterly basis (on an annual basis in 2019), beginning at the time of a payer’s first purchase in the respective game and ending on a date when that paying player is deemed to be no longer playing. To determine when paying players are no longer playing a given game, we analyse the entire population of payers who made in-game payments in the relevant periods and determine whether each payer is an active or inactive player as at the date of our analysis. To determine which payers are inactive, we analyse the dates that each payer last logged into that game. We determine a player to be inactive once they have reached a period of inactivity for which it is probable that they will not return to a specific game. We use judgment to set a minimum period of inactivity to distinguish between active users and those that are deemed inactive at the date of evaluation which is currently determined as 30 days after last login date for the majority of platforms/games. Based on the actual expired lifespans and projection for active players, we then project an average expected lifespan term of the population. We use a statistical estimation model to arrive at the average playing period of the paying users for each platform. As at December 31, 2021, 2020 and 2019 player lifespan for Hero Wars averages 25, 23 and 17 months respectively. The estimated player lifespan in our other games as at December 31, 2021, 2020 and 2019 averages 25 months, 34 months and 27 respectively. Had there been no change in the estimated players lifespans as at December 31, 2021 as compared to December 31, 2020, the revenue for the year ended December 31, 2021 would have been higher by an amount of 32,330 and the profit before tax for the year ended December 31, 2021 (also taking into consideration the effects of estimated players lifespans on platform commissions) would have been higher by an amount of 23,702. In our core game Hero Wars a significant portion of our revenues is produced by a relatively low percentage of our users, which pay substantially higher dollar amounts for in-game virtual items as compared to the average payment per user and tend to have substantially longer playing periods as compared with average playing periods for the entire population. Moreover, the average playing periods differ substantially among different platforms, through which we distribute our games. To account for these aspects, we estimate the average playing periods separately for each platform as soon as we have the indicators that the average playing periods for a particular platform may differ from the average periods for other platforms and adjust the average playing periods by assigning greater weight to higher spending payers versus average payers in the population. We use regression analysis and the Kaplan-Meyer survival model to arrive at the average playing period of the paying users for each platform. Key factors of estimation uncertainty We expect that in future periods, there may be changes in the mix of consumable and durable virtual items offered and sold, reduced virtual item sales in certain existing games, changes in estimates of the average playing period of payers and/or changes in our ability to make such estimates. When such changes occur, and in particular if more of our revenue in any period is derived from durable virtual items or the estimated average playing period of payers increases on average, the amount of revenue that we recognize in a current or future period may be reduced, perhaps significantly. Conversely, if the estimated average playing period of payers decreases on average, the amount of revenue that we recognize in a current or future period may be accelerated, perhaps significantly, and we would disclose the effects of such changes in our consolidated financial statements. The length of the lifespan depends on the players’ behaviours which vary across different game titles and across different platforms, where lifespans for social type platforms tend to be longer than for mobile platforms. The length of the lifespans may also depend on the maturity of the game title and our ability to allocate necessary financial and intellectual resources to implement relevant strategies for player attraction and retention. When a new game is launched and only a limited period of payer data is available for our analysis, then we need to consider other factors to determine the estimated average playing period of payers, such as the estimated average playing period of payers for our other game titles with similar characteristics and review of externally available information, including industry peers. Sensitivity to input parameters Our estimates are sensitive to input parameters, particularly to change in proportion between durable and consumable items and to change in estimated player’s lifespan. Below is the analysis of sensitivity to these parameters: ● While other parameters remain constant, an increase of the share of durable items in total payments by 10% would decrease reported revenues for 2021 and respectively increase deferred revenue balance as at December 31, 2021 by 32,253 . ● While other parameters remain constant, a decrease of the share of durable items in total payments by 10% would increase reported revenues for 2021 and respectively decrease deferred revenue balance as at December 31, 2021 by 32,279 . ● While other parameters remain constant, an increase/ decrease of the share of consumable items in total payments by 10% would increase/ decrease reported revenues for 2021 and respectively decrease/increase deferred revenue balance as at December 31, 2021 by 7,872 . ● While other parameters remain constant, an increase in the estimated lifespans applied in 2021 by 10% would decrease reported revenues for 2021 and respectively increase deferred revenue balance as at December 31, 2021 by 28,982 . ● While other parameters remain constant, a decrease in the estimated lifespans applied in 2021 by 10% would increase reported revenues for 2021 and respectively decrease deferred revenue balance as at December 31, 2021 by 32,268 . Platform Commissions Platforms retain platform commissions and fees on each purchase made by the paying players through the platform. As revenues from sales of virtual items to paying players through the platform are deferred, the related platform commissions and fees are also deferred on the consolidated statement of financial position. The deferred platform commissions are recognized in the consolidated statement of profit or loss and other comprehensive income in the period in which the related sales of virtual items are recognized as revenue. Measurement of cost associated with share-based payments Share-based payments included expenses incurred under share options granted in 2021 and earlier. See also Note 29 below for more details. Management estimates the fair value of certain share options at the date of grant using the Black-Scholes-Merton pricing model. The fair value of complex share options granted in 2019 was calculated as fair value of — The amount of expense is sensitive to the number of awards, which are expected to vest, taking into account estimated forfeitures. Below is the discussion of each of these estimates: Assumptions used in Black-Scholes-Merton model Expected life The Company does not have sufficiently long history to determine the time the option holders will hold the options. Therefore, for the options granted in 2019 and earlier the Company used the expected term as the contractual term of each option tranche for stock option plan. For the options granted in 2020 the Company determined the expected term based on the expected dates of certain events, which influence the vesting of the options. For the options granted in 2021 the Company determined the expected term based on the average of vesting and expiration dates. Expected volatility Since the Company’s shares have a short trading history, there is no extensive data on the Company’s share price volatility. The volatility for options valuation was defined based on the historical volatility of comparable public companies in a similar industry over a period, which approximates the expected life of option tranches. Risk-free interest rates Risk-free interest rates are based on the implied yield currently available in the US treasury bonds with a remaining term approximating the expected life of the option award being valued. Expected dividend yield The Group set a dividend yield based on historical payout and management’s best expectation for dividends distribution. Fair value of the underlying shares The fair value of the underlying shares before the Transaction was estimated on the basis of valuations of its peer group companies at the date or intended share price for the transaction described in Note 29, which approximates the date of grant, adjusted for the lack of marketability of the Company’s shares if required. The peer group companies were determined based on several factors including, but not limited to industry (primarily gaming companies), similar size and availability of the financial information. The fair value of the Company’s underlying shares after the Transaction is determined based on its market price at the grant date. Estimated forfeitures Management used a forfeiture rate of zero as there is no history of attrition among key personnel and management at the dates of share option grants. Subsequently, if the actual forfeiture rate is higher, the actual amount of related expense will become lower. Assumptions used in Monte-Carlo simulation Vesting of the complex options granted in 2019 was tied to reaching certain net income targets. Estimated future net income is determined using an expected equity value and Price/Earnings multiple based on peer historical data. Expected equity value is modelled using Monte-Carlo simulation based on the assumptions of price change in line with Geometric Brownian Motion (GBM). The model runs simulations to define the equity value for the given contractual term, based on input parameters (see below). Based on simulation results target net income is defined through a proxy indicator (net income to equity value based on peer historical data). The expected payout is calculated based on results of future net income estimation and performance condition for each simulation separately. The proportionate share of all dividends distributed during the option’s exercise period are included in the total payout calculation. The amount of simulations performed were 10,000. The assumptions used to setup the model are as follows: ● The relation of net income to equity value is defined through proxy net income indicator; ● Dividends accrued and paid are continuous; ● Risk-free return rate is continuous; ● Equity value is modelled through GBM and risk-neutral valuation. Dividend protection feature The dividend protection feature included into certain option agreements is accrued if it considered likely to be effected based on the management’s best estimate as of the reporting date. Accounting treatment of share-based payments where the Group has a choice to settle in cash or equity The Group determines the accounting treatment of the options based on whether the Group has a present obligation to settle in cash or equity. Modifications may sometimes alter its manner of settlement; as a result, a share-based payment that was classified as equity settled at grant-date may be modified to become cash-settled, or vice versa. IFRS 2 contains guidance on accounting for modifications that result in a change from cash-settled to equity-settled but no explicit guidance on the accounting for modifications that result in a change from equity-settled to cash-settled. The modification-date fair value of the original share-based payment may increase, decrease or remain equal compared with its grant-date fair value. In addition, the terms of the modified share-based payment may grant incremental fair value to its recipient. Change from cash-settled to equity-settled arising from modification A change from cash-settled to equity-settled arising from a modification would occur if, for example, a new equity-settled share-based payment arrangement is identified as a replacement of a cash-settled share-based payment arrangement. At the modification date the Group: ● derecognises the liability for the cash-settled share-based payment; ● measures the equity-settled share-based payment at its fair value as at the modification date and recognises in equity that fair value to the extent that the services have been rendered up to that date; and ● immediately recognises in profit or loss the difference between the carrying amount of the liability and the amount recognised in equity. Determination of the indirect and withholding taxes The Group disclosed possible and accrued probable risks in respect on uncertain tax positions. Management estimates the amount of risk based on its interpretation of the relevant legislation, in accordance with the current industry practice and in conformity with its estimation of probability, which require considerable judgment. For the purpose of accounting treatment of withholding taxes, management performs analysis to determine if a levy is in scope of IAS 12. Because taxable profit is determined in accordance with rules established by tax authorities, it is not necessarily the same as accounting profit. Measurement of share warrant obligation Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$ 11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,250,000 warrants of the Company, 13,500,000 of which are public and 6,750,000 of which are private. The Company accounts for the warrants in its financial statements as liability in accordance with IAS 32 — Financial Instruments: Presentation and IFRS 9 — Financial Instruments. The warrants are initially recorded at fair value and then revalued at each reporting date until exercised, with any change in fair value to be recognized in the statement of profit or loss and other comprehensive income. The fair value of Public Warrants, which are traded in active market is measured based on the quoted market prices. Management exercised judgement in applying Monte-Carlo simulation for the purpose of estimating fair value of Private Warrants disclosed in the Note 24. One of the key inputs significantly impacting the derived fair value is the Company’s share price quote on Nasdaq. Based on management’s assessment, the share price quote should be used as an input to the model without any adjustments. For the key assumptions of the model see Note 24. Sensitivity to input parameters Our estimates are sensitive to input parameters, particularly to change in volatility. Below is the analysis of sensitivity to this parameter: ● While other parameters remain constant, an increase of volatility by 10% would increase the fair value of private warrants as at December 31, 2021 by 1,334 . ● While other parameters remain constant, a decrease of volatility by 10% would decrease the fair value of private warrants as at December 31, 2021 by 1,366 . Key assumption of share price in the model is independent market input applied without modifications. Another key assumption of risk-free rate is a static parameter as of date derived from Bloomberg system applied without modifications. Other areas of estimation uncertainty and judgments Other judgements and estimates reflected in the Group’s financial statements include, but are not limited to: ● Recoverability of deferred tax assets; ● ECL measurement; ● Software development costs and recognition of internally built software. In the process of applying the Group’s accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognized in the consolidated financial statements. Actual results could materially differ from those estimates. Recoverability of deferred tax assets The utilization of deferred tax assets will depend on whether it is probable to generate sufficient taxable income against which the deductible temporary differences can be utilized. Various factors are used to assess the probability of the future utilization of deferred tax assets, including past operating results, operational plans, expiration of tax losses carried forward, and tax planning strategies. ECL measurement The Group records an allowance for ECLs for all receivables and other debt financial assets not held at fair value through profit or loss (“FVPL”). The ECL allowance is based on the credit losses expected to arise over the life of the asset (the lifetime expected credit loss or LTECL) for Trade and other receivables. The LTECL is also used for other financial assets, unless there has been no significant increase in credit risk since origination, in which case, the allowance is based on the 12 months’ expected credit loss (12-month ECL). The 12-month ECL is the portion of LTECL that represent the ECLs that result from default events on a financial instrument that are possible within the 12 months after the reporting date. Both LTECL and 12mECL are calculated on either an individual basis or a collective basis, depending on the nature of the underlying portfolio of financial instruments. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive. The shortfall is then discounted at an approximation to the asset’s original effective interest rate. The mechanics of the ECL calculations are outlined below and the key elements are as follows: ● PD The Probability of Default is an estimate of the likelihood of default over a given time horizon. A default may only happen at a certain time over the assessed period, if the facility has not been previously derecognized and is still in the portfolio. ● EAD The Exposure at Default is an estimate of the exposure at a future default date, taking into account expected changes in the exposure after the reporting date, including repayments of principal and interest, whether scheduled by contract or otherwise, expected drawdowns on committed facilities, and accrued interest from missed payments. ● LGD The Loss Given Default is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between the contractual cash flows due and those that the lender would expect to receive, including from the realization of any collateral. It is usually expressed as a percentage of the EAD. The Group has established a policy to perform an assessment, at the end of each reporting period, of whether a financial instrument’s credit risk has increased significantly since initial recognition, by considering the change in the risk of default occurring over the remaining life of the financial instrument. In all cases, the Group considers that there has been a significant increase in credit risk when contractual payments are more than 30 days past due. The Group considers a financial asset in default when contractual payment are 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. Software development costs Our development teams, which develop the online games, follow an agile development process, whereas the preliminary project stage remains ongoing until just prior to worldwide launch of the game, at which time final feature selection occurs. As such, the development costs in respect of online games are expensed as incurred in our consolidated statement of profit or loss and other comprehensive income. We did not capitalize any online games development costs during the years ended December 31, 2021, 2020 and 2019. Development expenditures in respect of the software for the internal use are recognized as an intangible asset when the Group can demonstrate the technical and commercial feasibility of completing the intangible asset so that it will be available for use or sale, its intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the availability of resources to complete the asset and the ability to measure reliably the expenditure during development. We did not capitalize any software development costs during the years ended December 31, 2021, 2020 and 2019. Correction of errors During the first quarter of 2021, the Group identified an error related to the calculation of withholding tax in Brazil and Taiwan. Consequently, as at and for the year ended December 31, 2020, the correction of the errors resulted in an increase in Revenue from sales of virtual goods of 463 (Taiwan withholding tax) and an increase in Corporate income tax expense by 844 (Taiwan and Brazil withholding tax) with the respective increase in Tax liabilities by 289 and the decrease of Trade and other payables by 97 and Trade and other receivables by 189. During the third quarter of 2021, the Group identified an error related to the calculation of withholding tax in Japan for the periods ended on December 31, 2020 and earlier. Effective October 1, 2015, business-to-consumer (“B2C”) sales of electronically supplied services (“ESS”) provided to recipients in Japan are subject to Japanese Consumption Tax (“JCT”). Based on the updated estimation the Group’s tax obligation should be determined as 10 /1 10 % The Management of the Company retrospectively corrected the liability previously accrued as at December 31, 2020 in the amount of 1,999. Consequently, as at and for the year ended December 31, 2020, the correction of the errors resulted in an increase in Revenue from sales of virtual goods of 913 and a decrease in Platform commission expense by 25 with the respective decrease of Trade and other payables by 1,999, in an increase to Long-term deferred revenue by 235, Deferred revenue by 851 and Long-term deferred platform commission fees by 25. During the fourth quarter of 2021 management identified an error related to the calculation of complex share-based options for the periods ended on December 31, 2020 and 2019. Management used Monte-Carlo simulation to determine the fair value of the options and incorrectly included the probability of meeting the non-market performance conditions, which contradicts the IFRS 2 Share-based payments. Based on the corrected calculation the Group’s Other reserves increased by 1,976 and 1,819 respectively and the Group’s Game operation cost and General and administrative expenses each increased by 988 and 910 respectively. In addition, as a result of the correction, some tranches became unlikely to vest and so the dividend entitlement feature for the year ended December 31, 2020 was not accrued, which resulted in decrease in Trade and other payables by 289 with the same increase in Accumulated deficit for the above stated comparative period. |
Segment reporting
Segment reporting | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Segment reporting | ||
Segment reporting | 5. Segment reporting We operate through one operating segment with one business activity: development and publishing of online games for mobile, web and social platforms, including Hero Wars, Island Questaway, Chibi Island, Throne Rush and other. The financial information reviewed by our Chief Operating Decision Maker, which is our Chief Executive Officer and Board of Directors , is included within one operating segment for purposes of allocating resources and evaluating financial performance. We disclose the geographical distribution of our revenue in Note 7. We do not have the ability to track revenue deferral on a by country basis therefore we applied average deferral rate to in-game purchases disaggregated by geography. | 5. Segment reporting We operate through one operating segment with one business activity: development and publishing of online games for mobile, web and social platforms, including Hero Wars, Island Experiment, Throne Rush and other. The financial information reviewed by our Chief Operating Decision Maker, which is our Chief Executive Officer and Board of Directors, is included within one operating segment for purposes of allocating resources and evaluating financial performance. We disclose the geographical distribution of our revenue in Note 7. We do not have the ability to track revenue deferral on a by country basis therefore we applied average deferral rate to in-game purchases disaggregated by geography. |
Loss per share
Loss per share | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Earnings/(loss) per share | ||
Loss per share | 6. Earnings/(loss) per share Basic earnings/(loss) per share amounts are calculated by dividing profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period. Diluted earnings/(loss) per share amounts are calculated by dividing the net profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent adjusted for the effect of any potential share exercise by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. The following reflects the income and share data used in basic and diluted earnings/(loss) per share computations for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent for basic earnings 53,063 (31,798) 29,634 (20,010) Weighted average number of ordinary shares for basic and diluted earnings per share 197,971,371 176,584,343 197,971,371 176,584,343 Earnings/(loss) per share: Earnings/(loss) attributable to ordinary equity holders of the parent, US$ 0.27 (0.18) 0.15 (0.11) The Company applies guidance on retrospective adjustments in IAS 33 to reflect the impact of the Transaction on the earnings per share calculation. The number of shares prior to the Transaction was determined as the number of shares of Nexters Global Ltd multiplied by the ratio of the Nexters Inc. shares issued to the Nexters Global Ltd shareholders upon the Transaction to the Nexters Global Ltd shares prior to the Transaction. The Company does not consider the effect of the warrants sold in the Initial Public Offering and private placement and the options granted under Employee Stock Option plan in the calculation of diluted loss per share, since they do not have a dilutive effect as at the reporting date they are out of the money, except an insignificant portion of vested options with strike price of 0 . Deferred exchange shares are not considered by the Company in calculation of the basic and diluted earnings per share, as the instrument is neither vested at the reporting date nor would have been vested if the reporting date was the end of the contingent period, due to Deferred exchange shares in aggregate of 20,000,000 which are subject to certain conditions in accordance with Business Combination agreement with Kismet and those conditions were not met . The increase in the number of shares amounted to 1,448,270 is caused by allotment of share consideration for acquisition of Gracevale Ltd as discussed in the Note 3. | 6. Loss per share Basic loss per share amounts are calculated by dividing loss for the year net of tax attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted loss per share amounts are calculated by dividing the net loss for the year net of tax attributable to ordinary equity holders of the parent adjusted for the effect of any potential share exercise by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. The following reflects the income and share data used in basic and diluted loss per share computations for the years ended December 31, 2021, 2020 and 2019: 2019, as 2020 2020, as previously 2019, previously 2021 restated reported restated reported Loss for the period net of tax attributable to ordinary equity holders of the parent for basic earnings (117,455) (751) 668 (35,526) (33,706) Weighted average number of ordinary shares for basic and diluted earnings per share 183,521,938 176,584,343 176,584,343 176,584,343 176,584,343 Loss per share: Loss attributable to ordinary equity holders of the parent, US$ (0.64) (0.00) 0.00 (0.20) (0.19) The Company applies guidance on retrospective adjustments in IAS 33 to reflect the impact of the Transaction described in Note 3 on the earnings per share calculation. The number of shares prior to the Transaction was determined as the number of shares of Nexters Global Ltd multiplied by the ratio of the Nexters Inc. shares issued to the Nexters Global Ltd shareholders upon the Transaction to the Nexters Global Ltd shares prior to the Transaction. The Company does not consider the effect of the warrants sold in the Initial Public Offering and private placement and the options granted under Employee Stock Option plan in the calculation of diluted loss per share, since they do not have a dilutive effect as the market price as at the reporting date was below their exercise price. Deferred exchange shares are not considered by the Company in calculation of the basic and diluted earnings per share, as the instrument is neither vested at the reporting date nor would have been vested if the reporting date was the end of the contingent period. |
Revenue
Revenue | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue | ||
Revenue | 7. Revenue The following table summarizes revenue from contracts with customers for the six and three months ended June 30, 2022 and June 30, 2021 : Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 In-game purchases 241,014 185,481 120,975 102,710 Advertising 10,823 10,852 4,791 6,934 Total 251,837 196,333 125,766 109,644 The following table set forth revenue disaggregated based on geographical location of our payers: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 US 81,385 63,793 42,203 34,849 Europe 53,485 44,589 26,770 23,682 FSU* 26,582 25,539 13,436 13,904 Asia 68,367 45,066 33,043 26,786 Other 22,018 17,346 10,314 10,423 Total 251,837 196,333 125,766 109,644 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. 99% of the Group’s total revenues for the six months ended June 30, 2022 was generated by Hero Wars game title ( 98% - for the six months ended June 30, 2021). | 7. Revenue The following table summarizes revenue from contracts with customers for the years ended December 31, 2021, 2020 and 2019: 2020, as previously 2021 2020, restated* reported 2019 In-game purchases 406,594 245,833 244,457 89,169 Advertising 27,500 15,059 15,059 4,642 Total 434,094 260,892 259,516 93,811 * ”). For more details on revenue recognition principles please see Note 4. The amount of 194,934 recognized as in-game purchases revenue in 2021 (66,096 - for the year ended December 31, 2020, 19,535- for the year ended December 31, 2019) was included in the balance of deferred revenue as at January 1,2021, 2020 and 2019 respectively. The following table set forth revenue disaggregated based on geographical location of our payers: 2020, as previously 2021 2020, restated reported 2019 US 136,570 97,470 96,950 38,066 Europe 93,620 61,494 61,167 22,956 FSU* 57,794 38,978 38,772 19,008 Asia 106,404 42,382 42,158 7,671 Other 39,706 20,568 20,469 6,110 Total 434,094 260,892 259,516 93,811 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. 99% of the Group’s total revenues for the year ended December 31, 2021 was generated by Hero Wars game title (98% — — |
Game operation cost
Game operation cost | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Game operation cost | ||
Game operation cost | 9. Game operation cost Game operation cost consists mainly of employee benefits expenses. The following table summarizes game operation cost for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (3,135) (1,247) (1,609) (711) Technical support services (3,462) (2,548) (1,701) (855) (6,597) (3,795) (3,310) (1,566) Technical support services mainly relate to maintenance and upgrades of the Group’s software applications provided by a third party and servers’ support cost . | 8. Game operation cost Game operation cost consists mainly of employee benefits expenses in comparison with prior periods due to the acquisition of Russian companies, which previously provided technical support services to the Company. The following table summarizes game operation cost for the years ended December 31, 2021, 2020 and 2019: 2020, 2020, as previously 2019, 2019, as previously 2021 restated* reported restated* reported Technical support services (4,960) (16,114) (15,373) (15,078) (14,169) Employee benefits expenses (13,985) (1,276) (1,029) (649) (648) (18,945) (17,390) (16,402) (15,727) (14,817) * Technical support mainly relates to maintenance and upgrades of the Group’s software applications provided by a third party and servers’ support cost. |
Selling and marketing expenses
Selling and marketing expenses | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Selling and marketing expenses | ||
Selling and marketing expenses | 10. Selling and marketing expenses Selling and marketing expenses consist mainly of expenses to attract new users through advertising. The following table summarizes selling and marketing expenses for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Advertising costs (88,926) (154,634) (33,775) (90,190) Employee benefits expenses (2,395) (838) (1,252) (555) (91,321) (155,472) (35,027) (90,745) Advertising costs decreased for the six months ended June 30, 2022 in comparison to the six months ended June 30, 2021 mainly due to the suspension of marketing activities in FSU countries as well as general decrease of marketing expenses due to the saturation of the market in the first half of 2022. | 9. Selling and marketing expenses Selling and marketing expenses consist mainly of expenses to attract new users through advertising. The following table summarizes selling and marketing expenses for the years ended December 31, 2021, 2020 and 2019: 2021 2020 2019 Advertising costs (266,906) (164,929) (81,814) Employee benefits expenses (3,261) (827) (366) (270,167) (165,756) (82,180) |
General and administrative expe
General and administrative expenses | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
General and administrative expenses | ||
General and administrative expenses | 11. General and administrative expenses The following table summarizes general and administrative expenses for the three and six months ended June 30, 202 2 and June 30, 2021 : Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (6,613) (1,722) (3,032) (1,023) Professional fees (2,159) (2,090) (666) (683) Other operating expenses (4,908) (1,667) (3,743) (1,541) (13,680) (5,479) (7,441) (3,247) Increase in Other operating expenses in the second quarter of 2022 is due to the accrual of Expected credit losses (“ECL”) of 3,107 on loan receivable to Castcrown Ltd (see Note 17). The amount was accrued based on provisions of IFRS 9 on an individual basis as 41.42 % of total amount as this is the percentage of cases in which is borrower will be in default based on Monte-Carlo simulation used by management for the model to determine fair value of financial instruments. | 10. General and administrative expenses The following table summarizes general and administrative expenses for the years ended December 31, 2021, 2020 and 2019: 2020, 2020, as previously 2019, 2019, as previously 2021 restated * reported restated * reported Employee benefits expenses (10,497) (2,033) (1,045) (1,912) (1,002) Professional fees (7,457) (1,473) (1,473) (278) (278) Other operating expenses (5,077) (183) (183) (421) (421) (23,031) (3,689) (2,701) (2,611) (1,701) * |
Finance income and costs
Finance income and costs | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finance income and costs | ||
Finance income and costs | 12. Finance income and finance expenses Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Interest income 334 — 235 — Foreign exchange gain 409 — 1,534 775 Finance income 743 — 1,769 775 Six months ended Six months ended Three months ended Three months ended June 20, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Foreign exchange loss — (997) — — Bank charges (229) (106) (114) (58) Unwinding of discount on the put option liability (101) — (34) — Interest expense (20) (14) (9) (6) Finance expenses (350) (1,117) (157) (64) | 11. Finance income and costs 2021 2020 2019 Interest income — 7 12 Foreign exchange gain — 1,991 411 Change in fair value of share warrant obligations 10,080 — — Other income 79 — — Finance income – total 10,159 1,998 423 Interest expense (91) (45) (96) Bank charges (320) (175) (87) Foreign exchange loss (2,809) — — Finance costs – total (3,220) (220) (183) Net finance income 6,939 1,778 240 For further information about the Change in fair value of share warrant obligations, see Note 24. |
Share listing expense
Share listing expense | 12 Months Ended |
Dec. 31, 2021 | |
Share listing expense | |
Share listing expense | 12. Share listing expense In accordance with IFRS 2, the difference in the fair value of the consideration for the acquisition of Kismet over the fair value of the identifiable net assets of Kismet represents a service for listing of the Company and is accounted for as a share-based payment expense. The consideration for the acquisition of Kismet was determined using the fair values of the Company´s ordinary shares and public and private warrants as at August 27, 2021. The net assets of Kismet had a fair value upon closing of 111,286. The excess of the fair value of the equity instruments issued over the fair value of the identified net assets contributed in the amount of 125,438, represents a non-recurring non-cash expense. It is recognized as Share listing expense presented as part of the financial result from operations within the consolidated statement of profit or loss and other comprehensive income. Details of the calculation of the Share listing expense are as follows: Number of Shares Amount Kismet’s existing public shareholders 3,188,758 Sponsor 11,750,000 PIPE investors 5,000,000 Total Nexters Inc Shares issued to Kismet shareholders 19,938,758 Market value per share at August 27, 2021 US$ 10.6684 Fair value of shares issued 212,715 Net assets of Kismet at August 27, 2021 111,286 Effect of accounting for fair value of warrants (24,009) Net assets of Kismet at August 27, 2021 including effect of fair value of warrants (1) 87,277 Difference - being IFRS 2 charge for listing services 125,438 (1) Includes the effects of i.) US GAAP to IFRS conversion adjustment and ii.) effect of difference in fair values between Kismet warrants and Nexters Inc. warrants Effect of accounting for fair value of warrants represents the difference in fair values between Kismet warrants as at the date of the Transaction of 8,100 and Nexters Inc. warrants at the same date of 32,109 (see Note 24). |
Taxation
Taxation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Taxation | ||
Taxation | 13. Taxation The Group recognized income tax expense in the amount of 2,025 , major part of which relates to the income tax expense of Nexters Global Ltd 2,015 ( 524 for the six months ended June 30, 2021, major part of which related to the income tax expense of Nexters Global Ltd). In accordance with the Cypriot tax rules the companies shall use their financial reporting in accordance with IFRS as tax records with certain insignificant exceptions. As a result, the Group has no material temporary differences between the tax and accounting bases of assets and liabilities and consequently no material deferred tax effect. Under certain conditions interest income of 334 ( 0 for the six months ended June 30, 2021) may be subject to defense contribution at the rate of 30% . In such cases this interest will be exempt from corporation tax. In certain cases, dividends received from abroad may be subject to defense contribution at the rate of 17% . The applicable tax rate used for reconciliation is 12.5 % for Cyprus companies. (a) Cyprus IP box regime In 2012, the government of Cyprus introduced a regime applicable to Intellectual Property (IP) (the ‘Old IP Regime’). The provisions of the Old IP regime allow for an 80% deemed deduction on royalty income and capital gains upon disposal of IP, owned by Cypriot resident companies (net of any direct expenses and amortization provisions over a 5 - year period), bringing the effective tax rate on eligible IP income down to 2.5 %. In 2016, the House of Representatives passed amendments to the Income Tax Law (the ‘New IP Regime’) in order to align the current Cyprus IP tax legislation with the provisions of Action 5 of the OECD’s Base Erosion and Profit Shifting (BEPS) project. The amendments apply retroactively, as from July 1, 2016, but according to transitional arrangements, companies benefiting from the Old IP Regime could continue to apply its provisions until June 30, 2021, as long as the IP assets either generated income or their development was completed as at June 30, 2016. Therefore, the Group continued to benefit from the Old IP Regime up to June 30, 2021. Starting from July 1, 2021, the Group applies the provisions of the New IP Regime, which are based on the nexus approach. According to the nexus approach, for an intangible asset to qualify for the benefits of the regime, there needs to be a direct link between the qualifying income and the qualifying expenses contributing to that income. An amount equal to 80% of the qualifying profits earned from qualifying intangible assets are excluded from the taxable profit , bringing the effective tax rate on eligible IP income down up to 2.5 %. Under both the Old and the New IP Regimes, in case a loss arises instead of profit, the amount of loss that can be set off is limited to 20%. The respective tax loss can be carried forward and utilized for the period of 5 years . Ending of the Old IP Box regime on June 30, 2021 and transition to the New IP Regime does not affect the amounts of current or deferred income taxes recognized at December 31, 2021, nor is it expected to increase the Group’s future current tax charge significantly. (b) Reconciliation of effective tax rate The reconciliation of the effective tax rate to a statutory tax rate is presented in a table below: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) before income tax 75,134 (23,768) 42,118 (14,819) Tax calculated at the applicable tax rates (6,686) 3,902 (3,455) 2,438 Effect of different tax rates in other countries 5 (3) (7) (17) Tax effect of expenses not deductible for tax purposes and non-taxable income (601) 129 (1,300) 268 Tax effect of deductions under special tax regimes 5,620 (3,353) 3,812 (2,234) Tax effect of tax losses brought forward 812 (675) 201 (455) Tax effect of not recognized deferred tax asset regarding the loss carryforward (760) — (293) — Overseas tax in excess of credit claim used during the period (415) (524) (210) (325) Special contribution for the defence fund — — — — Income tax expense (2,025) (524) (1,252) (325) (c) Uncertainty over the income tax treatment and unrecognized deferred tax asset Starting from January 1, 2019 the Company has changed its tax reporting principles, judgements and estimates in a few areas including, among others, revenue recognition for in-game purchases and software development costs, which resulted in a substantial amount of revenues related to in-game purchases made by Group’s consumers in 2019 being deferred to 2020 and beyond (see Note 23 for details). As a consequence, the Company has booked a substantial tax loss in 2019, 2020 and 2021. These new principles and estimates in respect of the tax records have not yet been assessed or approved by the tax authorities, therefore we have no assurance as to whether they will be accepted by the relevant tax authorities. There also can be no assurance that the accounting treatment of certain transactions under IFRS as accepted by the Company like share-based payments, indirect taxes etc. will not be challenged by the relevant tax authorities. The Company has not recognized any tax expense in respect of these uncertainties as it believes that its tax records are in compliance with the existing laws and regulations and that its accruals for tax liabilities are sufficient and adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience. Overseas tax in excess of credit claims used during the year represents withholding income tax charges imposed in respect of the Group’s bookings in certain jurisdictions where the Group’s customers are located. Tax losses may be carried forward for five years. Group companies may deduct losses against profits arising during the same tax year. As at June 30, 2022 the Group did not recognize a deferred tax asset of 1,221 resulting from the tax losses reported in 2019, 2021 and the first half of 2022 because of the uncertainties described above (as at December 31, 2021: 1,273 ). Tax losses for which no deferred tax asset was recognized expire in 2026 and 2027. (d) Tax risks accrued A portion of the tax liability represents the corporate income tax risks of Lightmap Ltd in the amount of 1,662 (see Note 3). The rest is represented mainly by the withholding taxes related to the corporate income tax, such as withholding tax in Brazil and Taiwan. | 13. Taxation The Group recognized income tax expense in the amount of 1,127 comprised of the income tax in Nexters Global Ltd 1,016, Nexters Online LLC and Nexters Studio LLC 56 and 55 respectively (862 in 2020, comprised of the income tax in Nexters Global Ltd of 844 due to the error described in Note 4 and the income tax in Flow Research S.L. in the amount of 18, 7 in 2019). In accordance with the Cypriot tax rules the companies shall use their financial reporting in accordance with IFRS as tax records with certain insignificant exceptions. As a result, the Group has no material temporary differences between the tax and accounting bases of assets and liabilities and consequently no material deferred tax effect. Under certain conditions interest income of 0 (7 for 2020, 12 for 2019) may be subject to defense contribution at the rate of 30%. In such cases this interest will be exempt from corporation tax. In certain cases, dividends received from abroad may be subject to defense contribution at the rate of 17%. The applicable tax rate used for reconciliation is 12.5%. (a) Cyprus IP box regime In 2012, the government of Cyprus introduced a regime applicable to Intellectual Property (IP). The provisions of the IP regime allow for an 80% deemed deduction on royalty income and capital gains upon disposal of IP, owned by Cypriot resident companies (net of any direct expenses and amortization provisions over a 5-year period). Companies benefiting from the IP regime may continue to apply its provisions until June 30, 2021, as long as the IP assets either generated income or their development was completed as at June 30, 2016. The effective tax rate on eligible IP income could be as low as 2.5%. In case a loss arises instead of profit, the amount of loss that can be set off is limited to 20%. The respective tax loss can be carried forward and utilized for the period of 5 years. Ending of the IP Box regime on June 30, 2021 does not affect the amounts of current or deferred income taxes recognized at December 31, 2021. However, this change will increase the Group’s future current tax charge accordingly. (b) Reconciliation of effective tax rate The reconciliation of the effective tax rate to a statutory tax rate is presented in a table below: 2021 2020 2019 (Loss)/income before income tax (116,317) 111 (35,519) Tax calculated at the applicable tax rates 14,545 (15) 4,440 Effect of different tax rates in other countries 82 (9) (5) Tax effect of expenses not deductible for tax purposes and non-taxable income (14,665) 401 906 Tax effect of deductions under special tax regimes 169 (624) (4,126) Tax effect of tax losses brought forward 395 230 (1,220) Tax effect of loss for the year for which no deferred tax asset is recognized (637) — — Overseas tax in excess of credit claim used during the period (1,016) (845) (2) Income tax expense (1,127) (862) (7) (c) Uncertainty over the income tax treatment and unrecognized deferred tax asset Starting from January 1, 2019 the Company has changed its tax reporting principles, judgements and estimates in a few areas including, among others, revenue recognition for in-game purchases and software development costs, which resulted in a substantial amount of revenues related to in-game purchases made by Group’s consumers in 2019 being deferred to 2020 and beyond (see Notes 4 and 25 for details). As a consequence, the Company has booked a substantial tax loss in 2019 as opposed to moderate profits recorded in the prior periods and in 2020 and 2021. These new principles and estimates in respect of the tax records have not yet been assessed or approved by the tax authorities, therefore we have no assurance as to whether they will be accepted by the relevant tax authorities. There also can be no assurance that the accounting treatment of certain transactions under IFRS as accepted by the Company like share-based payments, indirect taxes etc. will not be challenged by the relevant tax authorities. The Company has not recognized any tax expense in respect of these uncertainties as it believes that its tax records are in compliance with the existing laws and regulations and that its accruals for tax liabilities are sufficient and adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience. Overseas tax in excess of credit claims used during the year represents withholding income tax charges imposed in respect of the Group’s bookings in certain jurisdictions where the Group’s customers are located. Tax losses may be carried forward for five years. Group companies may deduct losses against profits arising during the same tax year. As at December 31, 2021 the Group did not recognize a deferred tax asset of 1,273 resulting from the tax losses reported in 2019 and 2021 because of the uncertainties described above (2020: 1,031, 2019: 1,220). Tax losses for which no deferred tax asset was recognized expire in 2024 and 2026. |
Dividends
Dividends | 12 Months Ended |
Dec. 31, 2021 | |
Dividends | |
Dividends | 14. Dividends The following dividends were declared and paid by Nexters Global Ltd prior to the Transaction: 2021 2020 2019 Dividends unpaid as at January 1 2,592 84 — Dividends declared for year, per share US$ 4,800 (2020: 2,681, 2019: 210) 96,000 53,614 4,206 Dividends paid (98,562) (51,683) (4,122) Effect of foreign exchange rates (30) 577 — Dividends unpaid as at December 31 — 2,592 84 The Cypriot law requires companies established under the laws of Cyprus to pay dividends out of available distributable profits. Profits in the legal sense are construed on principles different from IFRS. Management of Nexters Global Ltd determined the amount of the distributable profits of Nexters Global Ltd as at the dates of dividends declaration in accordance with the applicable law, ensuring the availability of funds for covering all potential and contingent liabilities and taking into account that deferred revenue, appearing on the balance sheet as a liability does not constitute liability in the legal sense but it is in essence a postponement in the recognition of revenue. |
Property and equipment
Property and equipment | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Property and equipment | ||
Property and equipment | 14. Property and equipment During the six months ended June 30, 2022, the Group acquired property and equipment with a cost of 584 (six months ended June 30, 2021: 924 ). Property and equipment with a cost of 68 was acquired in the process of acquisition of subsidiaries (six months ended June 30, 2021: 476 ). No assets were disposed of by the Group during the six months ended June 30, 2022 and 2021. | 15. Property and equipment Furniture, Computer fixtures and office hardware equipment Total Cost Balance at January 1, 2020 64 51 115 Additions 47 100 147 Balance at December 31, 2020 111 151 262 Depreciation Balance at January 1, 2020 24 29 53 Depreciation for the year 18 20 38 Balance at December 31, 2020 42 49 91 Carrying amounts Balance at December 31, 2020 69 102 171 Furniture, Computer fixtures and office hardware equipment Total Cost Balance at January 1, 2021 111 151 262 Additions 937 162 1,099 Acquisitions through business combinations 287 259 546 Disposals (58) (2) (60) Balance at December 31, 2021 1,277 570 1,847 Depreciation Balance at January 1, 2021 42 49 91 Depreciation for the year 327 105 432 Disposals (26) (2) (28) Balance at December 31, 2021 343 152 495 Carrying amounts Balance at December 31, 2021 934 418 1,352 |
Intangible assets
Intangible assets | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Intangible assets | ||
Intangible assets | 15. Intangible assets During the six months ended June 30, 2022, the Group acquired intangible assets with a cost of 17,770 (six months ended June 30, 2021: 141 ). Intangible assets with a cost of 17,664 were acquired in the process of acquisition of subsidiaries (six months ended June 30, 2021: 52 ), see Note 3 for further details. No assets were disposed of by the Group during the six months ended June 30, 2022 and 2021. | 16. Intangible assets Computer software Cost Balance at January 1, 2020 771 Additions — Balance at December 31, 2020 771 Amortization Balance at January 1, 2020 435 Amortization for the year 260 Balance at December 31, 2020 695 Carrying amounts Balance at December 31, 2020 76 Computer software License Total Cost Balance at January 1, 2021 771 — 771 Additions 4 334 338 Acquisitions through business combinations — 52 52 Balance at December 31, 2021 775 386 1,161 Amortization Balance at January 1, 2021 695 — 695 Amortization for the year 55 145 200 Balance at December 31, 2021 750 145 895 Carrying amounts Balance at December 31, 2021 25 241 266 |
Loans receivable
Loans receivable | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Loans receivable. | ||
Loans receivable | 17. Loans receivable As part of the share purchase agreement with MX Capital Ltd, the Company entered into a loan agreement with the acquired entity for a total amount of up to 43,000 plus the amount of debt owed by MX Capital Group to an affiliate of the previous shareholder. The first tranche of the loan for an amount of 8,000 was paid on February 4, 2022 upon completion of the share purchase agreement. On the same date, an additional 1,888 was granted to MX Capital Ltd, being the total debt owed to the affiliate of the former shareholder. Tranches of 13,000 , 16,000 and 6,000 will be available for drawing until July 1, 2022, February 1, 2023 and September 1, 2023, respectively, depending on the satisfaction by MX Capital Ltd of certain conditions. The loan bears interest of 7% per annum and is secured by a pledge of shares in MX Capital Ltd. All amounts granted are due on April 1, 2027. As part of the share purchase agreement with Castcrown Limited, the Company entered into an unsecured convertible notes agreement on March 30, 2022 for the amount of up to 16,000 at an interest on 7% p.a. with the due date on March 31 , 2025. The first tranche of the notes amounting to 1,500 was acquired on April 1, 2022 and the second tranche in the amount of 6,000 was acquired on May 31, 2022. The Company shall acquire additional notes amounting to 8,500 depending on the achievement by Castcrown Limited of certain performance targets by December 31, 2024. The Company can convert the notes no earlier than December 31, 2024, unless Castcrown Limited has met the performance targets earlier than that. The loan was issued as at April 1, 2022 and the fair value of conversion feature amounted to 0 as at June 30, 2022. According to IFRS 9 the liability on the loan is accounted for as its nominal value less fair value of its derivative liability component, as the second is equal to 0, the fair value of the loan equals its carrying amount. The loans granted in 2021 are represented by loans to the Group’s employees. The exposure of the Group to credit risk is reported in Note 26 to the interim condensed consolidated financial statements. | 17. Loans receivable 2021 2020 2019 Balance at January 1 8 521 272 New loans granted 123 — 338 Repayments of principal — (508) (95) Interest charged — 7 12 Interest received (7) (19) — Foreign exchange (gain) / loss (1) 7 (6) Balance at December 31 123 8 521 On October 1, 2018, Nexters Global Ltd entered into a loan agreement with its shareholder Boris Gertsovsky, for the total amount of € 240,000 (US$ 278,000) with an annual interest rate of 2%. In December 2019 € 85,000 (US$ 95,000) were repaid. The loan was fully repaid on April 23, 2020. On July 30, 2019, Nexters Global Ltd entered into a loan agreement with its shareholder, Boris Gertsovsky, for the total amount of €300,000 (US$ 327,000). The loan was provided interest-free and was fully repaid on July 24, 2020. On October 30, 2019, Nexters Global Ltd entered into a loan agreement with its shareholder Boris Gertsovsky, for the total amount of €10,000 (US$ 11,000). The loan was provided interest free with outstanding balance of 8 as at December 31, 2020 and was fully repaid on February 12, 2021. The loans granted in 2021 are represented by loans to the Group’s employees. The difference between the nominal amounts of the loans and their fair value was insignificant. The exposure of the Group to credit risk is reported in Note 28 to the consolidated financial statements. |
Lease
Lease | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Lease | ||
Lease | 18. Lease Right-of-use assets Lease liabilities Balance at January 1, 2022 2,050 1,934 Additions 1,318 1,318 Acquisitions through business combinations 62 62 Reclassification to assets included in disposal group classified as held for sale - net of depreciation (1,465) — Reclassification to liabilities included in disposal group classified as held for sale - net of depreciation — (1,485) Depreciation (343) — Interest expense — 20 Payments — (546) Effect of foreign exchange rates — — Balance at June 30, 2022 1,622 1,303 Lease liabilities - current 886 Lease liabilities - non-current 417 Right-of-use assets Lease liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,706 1,706 Depreciation (829) — Interest expense — 50 Payments — (990) Effect of foreign exchange rates — (35) Balance at June 30, 2021 1,921 1,842 Lease liabilities - current 1,274 Lease liabilities - non-current 568 The amounts recognized in the interim condensed consolidated statement of profit or loss and other comprehensive income other than depreciation in relation to leases are presented in the table below: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expense relating to short-term and low-value leases 28 8 28 5 Interest expense on lease liabilities 20 50 36 26 48 58 64 31 On January 31, 2022 Nexters Inc. acquired Lightmap Ltd group which had a lease agreement for the office building in Rostov-on-Don . The Company determines the commencement date as January 31, 2022, which is the acquisition date. As at June 30, 2022 this company Lightmap LLC is part of discontinued operation. Total cash outflow for leases recognized in the interim condensed consolidated statement of cash flow is presented below: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Сash outflow for leases 1,438 940 804 390 Cash outflow for short-term and low-value leases 20 50 36 26 Total cash outflow for leases 1,458 990 840 416 All lease obligations of Cypriot companies are denominated in €. The rate of 3% per annum was used as the incremental borrowing rate. | 18. Lease Lease Right-of-use assets liabilities Balance at January 1, 2020 71 70 Additions 1,236 1,236 Depreciation (263) — Interest expense — 26 Payments — (367) Effect of foreign exchange rates — 146 Balance at December 31, 2020 1,044 1,111 Lease liabilities – current 293 Lease liabilities – non-current 818 Lease Right-of-use assets liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,305 1,305 Acquisitions through business combinations 1,559 1,559 Depreciation (1,908) — Interest expense — 90 Payments — (2,222) Effect of foreign exchange rates 50 91 Balance at December 31, 2021 2,050 1,934 Lease liabilities – current 831 Lease liabilities – non-current 1,103 The amounts recognized in the consolidated statement of profit or loss and other comprehensive income other than depreciation in relation to leases are presented in the table below: 2021 2020 2019 Expense relating to short-term and low-value leases 86 9 28 Interest expense on lease liabilities 90 26 1 On June 1, 2019 Nexters Global Ltd entered into a new lease agreement for the office spaces with a new owner in Larnaca, Cyprus. On June 1, 2021, the lease was renewed for another two years with an option of renewal after that date subject to the adjustment of the lease payments to the market conditions. As the market conditions at the lease expiration date cannot be reliably estimated as at the reporting date management decided not to account for the lease renewal option while determining the amount of right-of-use assets and lease liabilities. On March 24, 2020 Nexters Global Ltd entered into a new lease agreement over the office spaces in Limassol, Cyprus with a new owner. The lease runs for 5 years, with an option of obtaining a discount while paying in lumpsum for the whole year. As the Group already makes such payments and received the discount for the first year, management decided to account for this option while determining the amount of right-of-use assets and lease liabilities. On February 3, 2021 Nexters Global Ltd acquired two Russian game development studios which had several lease agreements for different floors of the office building in Moscow. As these contracts were entered into near the same time with the same counterparty, the contracts are combined as a single contract. The Company determines the commencement date as February 3, 2021, which is considered to be acquisition date. The Group measures the lease liability at the present value of the remaining lease payments as if the acquired lease were a new lease at the acquisition date. The Group measures the right-of-use asset at the same amount as the lease liability. On October 4, 2021 Nexters Inc. entered into a new lease agreement over the office spaces in Limassol, Cyprus. The lease runs for 3 years with early termination option. Management decided not to account for this option while determining the amount of right-of-use assets and lease liabilities due to the fact its exercise is not reasonably certain. On December 1, 2021 Nexters Global Ltd entered into new lease agreements for vehicles. As the terms of the contracts were the same and were entered into the same time with the same counterparty, the contracts are combined as a single contract. The lease runs for 3 years with early termination option. Management decided to account for this option while determining the amount of right-of-use assets and lease liabilities due to the fact its exercise is reasonably certain. Total cash outflow for leases recognized in the consolidated statement of cash flow is presented below: 2021 2020 2019 Cash outflow for leases 2,132 367 31 Cash outflow for short-term and low-value leases 9 5 28 Total cash outflow for leases 2,141 372 59 All lease obligations of Cypriot companies are denominated in €. The rate of 3% per annum was used as the incremental borrowing rate. Lease obligations of Russian subsidiaries are denominated in RUB. The rate of 7.5% per annum was used as the incremental borrowing rate. |
Trade and other receivables
Trade and other receivables | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other receivables. | ||
Trade and other receivables | 19. Trade and other receivables June 30, 2022 December 31, 2021 Trade receivables 42,481 41,675 Deposits and prepayments 1,906 2,460 Other receivables 1,842 952 Total 46,229 45,087 The Group does not hold any collateral over the trading receivables balances. The fair values of trade and other receivables approximate to their carrying amounts as presented above. The exposure of the Group to credit risk and impairment losses in relation to trade and other receivables is reported in Note 26 to these interim condensed consolidated financial statements. The amount of ECL in respect of trade and other receivables is 739 as at June 30 , 202 2 and is 102 as at December 31, 2021. | 19. Trade and other receivables December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade receivables 41,675 30,720 30,909 Deposits and prepayments 2,460 2,045 2,045 Other receivables 952 209 209 Total 45,087 32,974 33,163 * ”). The Group does not hold any collateral over the trading receivables balances. The fair values of trade and other receivables approximate their carrying amounts as presented above. The exposure of the Group to credit risk and impairment losses in relation to trade and other receivables is reported in Note 28 to the consolidated financial statements. The amount of ECL in respect of trade and other receivables as at December 31, 2021 is 102 and is not significant as at December 31, 2020. |
Cash and cash equivalents
Cash and cash equivalents | 12 Months Ended |
Dec. 31, 2021 | |
Cash and cash equivalents. | |
Cash and cash equivalents | 20. Cash and cash equivalents 2021 2020 Current accounts 142,787 84,538 Bank deposits 15 19 Total 142,802 84,557 Currency 2021 2020 United States Dollars 108,884 72,412 Euro 33,297 11,404 Russian Ruble 621 741 Total 142,802 84,557 Impairment on cash and cash equivalents has been measured on a 12-month expected loss basis and reflects the short maturities of the exposures. The Group considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. Therefore, no impairment allowance was recognized as at December 31, 2021 and 2020. |
Share capital and reserves
Share capital and reserves | 12 Months Ended |
Dec. 31, 2021 | |
Share capital and reserves | |
Share capital and reserves | 21. Share capital and reserves Nature and purpose of reserves Translation reserve The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations, see consolidated statement of changes in equity. Share-based payments The share-based payments reserve is used to recognize the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration, see Note 29 for further details of these plans. Share capital as at December 31, 2020 consisted from the following: 2020 2020 Number of shares US$ Ordinary shares of €1 each — — Class A shares of €1 each 18,940 25,246 Class B shares of €1 each 1,060 1,413 20,000 26,659 Issued and fully paid Balance at January 1, 2020 20,000 26,659 Balance at December 31, 2020 20,000 26,659 The movement in share capital since December 31, 2020 is disclosed in the consolidated statement of changes in equity. Below there is a balance as at December 31, 2021: 2021 2021 Number of shares US$ Ordinary shares of $0 each 196,523,101 — 196,523,101 — Issued and fully paid Balance at January 1, 2021 20,000 26,659 Balance at December 31, 2021 196,523,101 — |
Trade and other payables
Trade and other payables | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other payables. | ||
Trade and other payables | 20. Trade and other payables June 30, 2022 December 31, 2021 Trade payables 5,591 16,191 Payables to the sellers on acquisitions 4,090 — Provision for indirect taxes 4,666 6,923 Accrued salaries, bonuses, vacation pay and related taxes 2,936 1,924 Accrued professional services 548 1,100 Other payables 1,158 435 Total 18,989 26,573 The exposure of the Group to liquidity risk in relation to financial instruments is reported in Note 26 to the interim condensed consolidated financial statements. | 22. Trade and other payables December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade payables 16,191 9,793 9,793 Provision for indirect taxes 6,923 1,754 3,850 Dividends payable — 2,592 2,592 Accrued salaries, bonuses, vacation pay and related taxes 1,924 577 2,050 Accrued professional services 1,100 1,184 — Other payables 435 1,314 1,314 Total 26,573 17,214 19,599 * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). The exposure of the Group to liquidity risk in relation to financial instruments is reported in Note 28 to the consolidated financial statements, the changes to previously reported amounts are reported in Note 4. |
Loans and borrowings
Loans and borrowings | 12 Months Ended |
Dec. 31, 2021 | |
Loans and borrowings | |
Loans and borrowings | 23. Loans and borrowings 2021 2020 2019 Balance at January 1 49 4,028 45 Additions — — 6,500 Repayments (49) (3,980) (2,418) Interest paid — (17) (85) Change from financing cashflows (49) (3,997) 3,997 Discount on low-interest loans from shareholders — — (108) Interest accrued — 19 95 Foreign exchange loss / (gain) — (1) (1) Balance at December 31 — 49 4,028 2021 2020 2019 Loans and borrowings Short-term loan from shareholder — 49 3,983 Long-term loan from shareholder — — 45 — 49 4,028 On May 17, 2019, Nexters Global Ltd entered into a loan agreement with the key shareholder of the Group IDSB Holding Limited, for the total amount of 5,000. The loan was provided interest free. On December 5, 2019 the Company repaid 1,000 and the residual amount on March 23, 2020. On April 17, 2019, the Company entered into a loan agreement with PLR Worldwide Sales Limited, a related party of the key shareholder of the Group IDSB Holding Limited, for the total amount of 1,000 and with an annual interest rate of 3%. The loan was fully repaid on May 24, 2019, including the principal of 1,000 and the accrued interest of 3. On April 1, 2019, the Company entered into a loan agreement with its shareholder and Chief Executive Officer, Andrey Fadeev, for the total amount of 500. The loan was provided interest free, and was fully repaid on April 23, 2019. On August 1, 2018, Flow Research S. L. entered into a loan agreement with Empathy International S. A., for the total amount of €40,000 (US$ 47 000). The loan was further assigned on October 30, 2018 to Boris Gertsovsky (as transferee). The loan was provided interest free with balance of 49 as at December 31, 2020 and was fully repaid in April 2021. |
Share warrant obligation
Share warrant obligation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share warrant obligations | ||
Share warrant obligations | 22. Share warrant obligations Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$ 11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,249,993 warrants of the Company, 13,499,993 of which are public and 6,750,000 of which are private. The fair value of Private and Public Warrants is determined using Level 3 inputs within the fair value hierarchy and is measured using Monte-Carlo simulation method along with Deferred Exchange Shares because of their potential dilution effect. The fair value of Public Warrants as at December 31, 2021 is determined using quoted market prices as they were traded in an active market. Key assumptions of the model: December 31, 2021 June 30, 2022 Risk free rate forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 1 8.06 5.03 Expected warrant life (years) 4.7 4.1 1 Starting share price was the market price taken from Bloomberg for valuation as at December 31, 2021. As at June 30, 2022 is based on the methods disclosed above. Key input parameter of the model is starting share price. As the trading of the Company’s shares was halted, the following approach was used to estimate the starting share price: ● Method 1. Last quoted Company’s share price adjusted for the impact of expected loss from decrease in bookings in certain FSU countries (Russia, Ukraine, and Belarus) and non-recurring costs. The following adjustments were applied to the last traded quoted share price from Nasdaq of US$ 6.38 as at February 28, 2022: ● Estimated effect of losses to be incurred as a result of changed operating environment, which is incorporated as a 11.9% downward adjustment to share price; ● Change from February 28, 2022 to the reporting date of the average beta of publicly traded peers, resulted to a further downward adjustment to share price by 9.8% . Based on the above adjustments to the last quoted share price, estimated starting share price per Method 1 is US$ 5.00 . ● Method 2. Multiples of the Enterprise value (EV) to Bookings and EV to EBITDA based on valuation of our publicly traded peers. ● Implied multiples were calculated using the last quoted share price to estimate a discount to average multiples of peer group (31% for EV/Bookings and 37% for EV/EBITDA); ● Average EV/Bookings and EV/EBITDA multiples of peer group were calculated as at the reporting date; ● Discounts from the multiples calculated in the first step were applied to estimate our multiples as at the reporting date. Method 2 provided the range of the starting share price from US$ 4.57 based on EV/Bookings multiple to US$ 5.53 based on EV/EBITDA multiple. An average of prices determined by Method 1 and Method 2 was used as a starting share price for the warrants model. The Company has recognized the following warrant obligations: Public Warrants Private Warrants Total Balance at December 31, 2021 10,372 11,657 22,029 Fair value adjustment (598) (4,166) (4,764) Balance at June 30, 2022 9,774 7,491 17,265 | 24. Share warrant obligations Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,250,000 warrants of the Company, 13,500,000 of which are public and 6,750,000 of which are private. As disclosed in Note 4, the fair value of Public Warrants, which are traded in active market is measured based on the quoted market prices. August 27, December 31, 2021 2021 Warrant price (US$) (2) 0.93 0.77 (2) Volume-weighted average price as at August 27, 2021, source: Bloomberg. The fair value of the warrant determined using Monte-Carlo simulation as at December 31, 2021. The fair value of Private Warrants is determined using Level 3 inputs within the fair value hierarchy and is measured using Monte-Carlo simulation method along with Deferred Exchange Shares because of their potential dilution effect. Key assumptions of the model: August 27, 2021 December 31, 2021 forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Risk free rate Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 10.67 8.06 Expected warrant life (years) 5.0 4.7 The Company has recognized the following warrant obligations: Private Public Warrants Warrants Total Balance at August 27, 2021 12,606 19,503 32,109 Fair value adjustment (2,234) (7,846) (10,080) Balance at December 31, 2021 10,372 11,657 22,029 The change in fair value of share warrant obligation is disclosed as a part of Net finance income in the statement of profit or loss and other comprehensive income. |
Deferred revenue and deferred p
Deferred revenue and deferred platform commission fees | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Deferred revenue and deferred platform commission fees | ||
Deferred revenue and deferred platform commission fees | 23. Deferred revenue and deferred platform commission fees As at June 30, 2022, deferred revenue is expected to be recognized over an estimated average playing period of the paying users. Deferred revenue is associated with the portion of in-game purchases revenue that is recognized over time. The text below summarizes the change in deferred revenue and platform commission fees for six months ended June 30, 2022 and 2021. The Group recognized during the period of six months ended June 30, 2022 the revenue of 180,322 (six months ended June 30, 2021 – 139,792 ) and deferred the amount of 166,948 (six months ended June 30, 2021 – 211,514 ) in both cases related to the in-app purchases recorded for the six months ended June 30, 2022. The Group recognized during the period of six months ended June 30, 2022 the platform commissions of 64,080 (six months ended June 30, 2021 – 41,724 ) and deferred the amount of 52,987 (six months ended June 30, 2021 – 57,389 ) in both cases related to the platform commissions associated with in-app purchases recorded for the six months ended June 30, 2022. We use statistical estimation model to arrive at the average playing period of the paying users for each platform. As at June 30, 2022 and 2021 player lifespan for Hero Wars averages 26 and 23 months respectively. As at December 31, 2021 player lifespan for Hero Wars averages 25 months . The estimated player lifespan in our other games as at June 30, 2022 and 2021 averages 14 months and 25 months respectively. The estimated player lifespan in our other games as at December 31, 2021 averages 25 months . The change in player lifespan is mostly due to the shutdown of one of Island Experiment in July of 2021 and acquisition of Lightmap Ltd. | 25. Deferred revenue and deferred platform commission fees As at December, 31 2021, deferred revenue is expected to be recognized over a term of calculated average playing period of the paying users (for details see Note 4). Deferred revenue is associated with the portion of in-game purchases revenue that is recognized over time. The table below summarizes the change in deferred revenue and platform commission fees for the years ended December 31, 2021 and 2020: 2020, restated* 2020, as previously reported Liabilities January 1, 2020 110,179 110,179 Deferred during the year 344,200 343,114 Released to profit or loss (159,597) (159,597) December 31, 2020 294,782 293,696 Current portion 215,562 214,711 Non-current portion 79,220 78,985 Assets January 1, 2020 37,122 37,122 Deferred during the year 101,902 101,877 Released to profit or loss (49,437) (49,437) December 31, 2020 89,587 89,562 * 2021 Liabilities January 1,2021 294,782 Deferred during the year 428,511 Released to profit or loss (300,612) December 31, 2021 422,681 Current portion 294,607 Non-current portion 128,074 Assets January 1,2021 89,587 Deferred during the year 114,657 Released to profit or loss (87,711) December 31, 2021 116,533 The increase in the amounts of deferred revenue and platform commission as at December 31, 2021 compared to December 31, 2020 is mostly due to increase in the in-game purchases (for details see Note 7) and in the lifespans (for details see Note 4). |
Related party transactions
Related party transactions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Related party transactions | ||
Related party transactions | 24. Related party transactions As at March 31, 2022 the Company’s key shareholders are Andrey Fadeev and Boris Gertsovsky, each owning 20.3% , Dmitrii Bukhman and Igor Bukhman , each owning 18.9% and Ivan Tavrin owning 5.9% of the issued shares . The transactions and balances with related parties are as follows: (i) Directors and key management’s remuneration The remuneration of Directors and other members of key management was as follows: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Directors’ remuneration 560 188 302 95 – short-term employee benefits 425 188 240 95 – share-based payments 135 — 62 — Other members of key management’s remuneration 1,802 394 763 218 – short-term employee benefits 874 394 383 218 – share-based payments 928 — 380 — 2,362 558 1,065 409 (ii) Loans receivable June 30, 2022 December 31, 2021 Loan to the Company’s employees 356 123 Loan to Castcrown Ltd - net (Note 16) 4,455 — Loan to MX Capital Ltd - net (Note 16) 9,984 — 14,795 123 The amount of ECL in respect of loans receivable from related parties is 3,282 as at June 30, 2022 and is 0 as at December 31, 2021. | 26. Related party transactions The table presenting the information regarding the shareholdings of Nexters Inc.’s ordinary shares as at December 31, 2021 is disclosed in Note 3. As at December 31, 2021 the Company’s key shareholders are Andrey Fadeev and Boris Gertsovsky, each owning owning The transactions and balances with related parties are as follows: (i) Directors’ remuneration The remuneration of Directors and other members of key management was as follows: 2021 2020 2019 Directors’s remuneration 902 338 252 – short-term employee benefits 870 338 252 – share-based payments 32 — — Other members of key management’s remuneration 2,834 219 159 – short-term employee benefits 1,395 219 159 – share-based payments 1,439 — — 3,736 557 411 (ii) Loans to shareholders December 31, December 31, 2021 2020 Loan to Boris Gertsovsky — 8 — 8 (iii) Loans from shareholders December 31, December 31, 2021 2020 Short-term loan from Boris Gertsovsky — 49 — 49 |
List of subsidiaries
List of subsidiaries | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
List of subsidiaries | ||
List of subsidiaries | 25. List of subsidiaries Set out below is a list of subsidiaries of the Group. Ownership Interest Ownership Interest June 30, 2022 December 31, 2021 Name % % Flow Research S.L. 100 100 Nexters Studio LLC 100 100 Nexters Online LLC 100 100 NHW Ltd 100 100 Nexters Global Ltd 100 100 Synergame Investments Ltd 100 100 Game Positive LLC 70 70 Lightmap Ltd 100 — Lightmap LLC 100 — Flow Research S.L. Flow Research S.L. was incorporated in Barcelona, Spain, on November 10, 2017. The registered office of the company is at CL Fontanella 4, Orihuela Alicante, 03189 Spain. The company’s principal activities are creative design of online games. Nexters Studio LLC NX Studio LLC was incorporated in Moscow, the Russian Federation on July 7, 2015. The registered office of the company is Zemlyanoy lane, 50 A Building 2 , 109028, Moscow. The company’s principal activities are game development. NX Studio LLC was renamed to Nexters Studio LLC in June of 2021. Nexters Online LLC NX Online LLC was incorporated in Moscow, the Russian Federation on January 29, 2020. The registered office of the company is Zemlyanoy lane, 50 A Building 2 , 109028, Moscow. The company’s principal activities are technical support for the online gaming. NX Online LLC was renamed to Nexters Online LLC in June of 2021. NHW Ltd NHW Ltd was incorporated in Larnaca, Republic of Cyprus on March 9, 2020. The registered office of the company is Faneromenis, 107, P.C. 6031, Larnaca, Cyprus. The company’s principal activities are publication and testing of program applications. Nexters Global Ltd Nexters Global Ltd was incorporated in Larnaca, Republic of Cyprus on November 2, 2009. The registered office of the Company is at Faneromenis 107, 6031, Larnaca, Cyprus . The company’s principal activities are game development. Synergame Investments Ltd Synergame Investment Ltd was incorporated in Limassol , Republic of Cyprus on September 1, 2021. The registered office of the company is Griva Digeni, 55, P.C. 3101, Limassol, Cyprus. The company’s principal activity is to provide independent developers with expertise and funds needed to launch their games and build successful international businesses. Game Positive LLC Game Positive LLC was incorporated in Moscow, the Russian Federation on September 27, 2021. The registered office of the company is Spartakovskiy lane, 2, Building 1 , 105082, Moscow. The company’s principal activities are game development. Lightmap Ltd The group encompasses five legal entities, four of which Lightmap Ltd, Cubic Games Ltd, Kadexo Ltd, Fellaway Ltd are incorporated in Cyprus, while the fifth Lightmap LLC is incorporated in Russia. Lightmap Ltd is the owner of intellectual property (IP) rights. Cubic Games Ltd and Kadexo Ltd are the publishers of games Pixel Gun 3D (“PG3D”) and Block City Wars (“BCW”), respectively. The publishers pay 97% of their revenue in license fees to Lightmap Ltd Fellaway Ltd is dormant and slated for dissolution. Lightmap LLC employs developers and production and support staff. Lightmap Ltd has an investment in another subsidiary entity, Britglow Ltd, this company is liquidated. Lightmap LLC Lightmap LLC was incorporated in Rostov-on-Don, the Russian Federation on April 21, 2017. The registered office of the company is Nizhnebulvarnaya str., 8, Building 1 , 344022, Rostov-on-Don. The company’s principal activities are game development. | 27. List of subsidiaries Set out below is a list of subsidiaries of the Group. Ownership Ownership Interest Interest December 31, December 31, 2021 2020 Name % % Topland Management Ltd — 100 Flow Research S.L. 100 100 Nexters Studio LLC 100 — Nexters Online LLC 100 — NHW Ltd 100 — Nexters Global Ltd 100 — Synergame Investments Ltd 100 — Game Positive LLC 70 — Topland Management Ltd Topland Management Ltd was incorporated in British Virgin Islands on December 7, 2010. The registered office of the company is at Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, British Virgin Islands. The company has been liquidated on February 19, 2021. Flow Research S.L. Flow Research S.L. was incorporated in Barcelona, Spain, on November 10, 2017. The registered office of the company is at CL Fontanella 4, Orihuela Alicante, 03189 Spain. The company’s principal activities are creative design of online games. Nexters Studio LLC NX Studio LLC was incorporated in Moscow, the Russian Federation on July 7, 2015. The registered office of the company is Zemlyanoy lane, 50A Building 2, 109028, Moscow. The company’s principal activities are game development. NX Studio LLC was renamed to Nexters Studio LLC in June of 2021. Nexters Online LLC NX Online LLC was incorporated in Moscow, the Russian Federation on January 29, 2020. The registered office of the company is Zemlyanoy lane, 50A Building 2, 109028, Moscow. The company’s principal activities are technical support for the online gaming. NX Online LLC was renamed to Nexters Online LLC in June of 2021. NHW Ltd NHW Ltd was incorporated in Larnaca, Republic of Cyprus on March 9, 2020. The registered office of the company is Faneromenis, 107, P.C. 6031, Larnaca, Cyprus. The company’s principal activities are publication and testing of program applications. Nexters Global Ltd Nexters Global Ltd was incorporated in Larnaca, Republic of Cyprus on November 2, 2009. The registered office of the Company is at Faneromenis 107, 6031, Larnaca, Cyprus. The company’s principal activities are game development. Synergame Investments Ltd Synergame Investment Ltd was incorporated in Limassol, Republic of Cyprus on September 1, 2021. The registered office of the company is Griva Digeni, 55, P.C. 3101, Limassol, Cyprus. The company’s principal activity is to provide independent developers with expertise and funds needed to launch their games and build successful international businesses. Game Positive LLC Game Positive LLC was incorporated in Moscow, the Russian Federation on September 27, 2021. The registered office of the company is Spartakovskiy lane, 2, Building 1, 105082, Moscow. The company’s principal activities are game development. |
Financial instruments - fair va
Financial instruments - fair values and risk management | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Financial instruments - fair values and risk management | ||
Financial instruments - fair values and risk management | 26. Financial instruments - fair values and risk management A. Accounting classifications The following table shows the carrying amounts of financial assets and financial liabilities as at June 30 , 202 2 and December 31, 202 1 . For all the Group’s financial assets and financial liabilities their carrying amounts are reasonable approximations of their fair values. Financial assets are as follows: June 30, 2022 December 31, 2021 Financial assets at amortized cost Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 Loans receivable 14,806 123 Total 148,665 184,600 June 30, 2022 December 31, 2021 Financial assets measured at fair value Call option assets 6,054 — Total 6,054 — Financial liabilities are as follows: June 30, 2022 December 31, 2021 Financial liabilities not measured at fair value Lease liabilities 1,303 1,934 Trade and other payables 18,989 26,573 Total 20,292 28,507 June 30, 2022 December 31, 2021 Financial liabilities measured at fair value Loans receivable 14,806 123 Put option liability 13,886 — Other non-current liabilities 9,071 — Share warrant obligations 17,265 22,029 Total 55,028 22,152 B. Financial risk management The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and in the Group’s activities. The Group has exposure to the following risk arising from financial instruments: (i) Credit risk Credit risk arises when a failure by counterparties to discharge their obligations could reduce the amount of future cash inflows from financial assets on hand at the reporting date. The Group’s credit risk arises predominantly from trade receivables and is concentrated around key platforms, through which the Group is distributing online games. As at June 30, 2022 and December 31, 2021 the largest debtor of the Group constituted 39% and 30% of the Group’s Trade and other receivables and the 3 largest debtors of the Group constituted 68% and 74% of the Group’s Trade and other receivable respectively. Credit risk related to trade receivables is considered insignificant, since almost all sales are generated through major companies, with consistently high credit ratings. These distributors pay the Group monthly, based on sales to the end users. Payments are made within 3 months after the sale to the end customer. The distributors take full responsibility for tracking and accounting of end customer sales and send to the Group monthly reports that show amounts to be paid. The Group does not have any material overdue or impaired accounts receivable. The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was: June 30, 2022 December 31, 2021 Loans receivables 14,806 123 Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 Expected credit loss assessment for corporate customers as at June 30, 2022 and December 31, 2021 The Group allocates each exposure a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, and cash flows projections) and applying experienced credit judgement. Loans receivables Loans receivables are provided to equity-accounted associates and the Company’s employees. The Group considers that one of its loans has low credit risk based on fact that it’s secured with the pledged shares and for the second one the specific provision for ECL was made. Therefore, ECL in respect of Loans receivables is 3,282 as at June 30, 2022 and 0 as at December 31, 2021. Trade and other receivables The ECL allowance in respect of Trade and other receivables is determined on the basis of the lifetime expected credit losses (“LTECL”). The Group uses the credit rating for each of the large debtors where available or makes its own judgement as to the credit quality of its debtors based on their most recent financial reporting or the rating assigned to their country of incorporation. After assigning the credit rating to each of the debtors the Group determines the probability of default (“ PD”) and loss given default (“LGD”) based on the data published by the internationally recognized rating agencies. The determined amounts of allowances for ECL for each of the debtors are then adjusted for the forecasted macroeconomic factors, which include the forecasted unemployment rate in each of the countries where the debtors are incorporated and forecasted growth rate of the global gaming market from publicly available sources. The amount of ECL in respect of trade and other receivables is 739 as at June 30 , 202 2 and is 102 as at December 31, 2021. Cash and cash equivalents The cash and cash equivalents are held with financial institutions, which are rated CCC- to A- based on Fitch’s ratings. Impairment on cash and cash equivalents has been measured on a 12-month expected loss basis and reflects the short maturities of the exposures. The Group considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. Therefore, no impairment allowance was recognized as at June 30, 2022 and December 31, 2021. (ii) Liquidity risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s objective when managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions without incurring unacceptable losses or risking damage to the Group’s reputation. The Group monitors the level of expected cash inflows on trade and other receivables together with expected cash outflows on trade and other payables. The following are the contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted and include contractual interest payments and exclude the impact of netting agreements. June 30, 2022 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,303 1,110 28 680 402 Trade and other payables 18,989 18,989 18,989 — — 20,292 20,099 19,017 680 402 December 31, 2021 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 The Group recognized financial liabilities arising from financial instruments measured at fair value with contractual maturities till years of 2026/2027 (see the amounts disclosed in Note 26.A). (iii) Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates and/or equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. a. Currency risk Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the Group’s functional currency. The Group is exposed to foreign exchange risk arising from various currency exposures primarily with respect to the Euro, the Russian Ruble and Armenian Dram. The Group’s management monitors the exchange rate fluctuations on a continuous basis and acts accordingly. The Group’s exposure to foreign currency risk was as follows: June 30, 2022 Euro Russian Ruble Armenian Dram Assets Loans receivable 356 — — Trade and other receivables 10,057 5,495 18 Cash and cash equivalents 9,077 1,498 1 19,490 6,993 19 Liabilities Lease liabilities (1,303) — Trade and other payables (11,058) — (212) (12,361) — (212) Net exposure 7,129 6,993 (193) December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 Sensitivity analysis A reasonably possible 10% strengthening or weakening of the United States Dollar against the following currencies at June 30 , 2022 and December 31, 2021 would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. Strengthening of Weakening of US$ June 30, 2022 US$ by 10% by 10% Euro (713) 713 Russian Ruble (699) 699 Armenian Dram 19 (19) (1,393) 1,393 Strengthening of Weakening of US$ December 31, 2021 US$ by 10% by 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 | 28. Financial instruments — fair values and risk management A. Accounting classifications The following table shows the carrying amounts of financial assets and financial liabilities as at December 31, 2021 and December 31, 2020. For all the Group’s financial assets and financial liabilities their carrying amounts are reasonable approximations of their fair values. The comparative data for the year ended December 31, 2020 was corrected in these consolidated financial statements as stated in Note 4. Financial assets are as follows: December 31, December 31, 2020, As previously reported, 2021 restated * December 31, 2020 Financial assets at amortized cost Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 Loans receivable 123 8 8 Total 184,600 115,285 115,474 * Financial liabilities are as follows: December 31, December 31, 2020, As previously reported, 2021 restated* December 31, 2020 Financial liabilities not measured at fair value Loans from shareholders — 49 49 Lease liabilities 1,934 1,111 1,111 Trade and other payables 26,573 17,214 19,599 Total 28,507 18,374 20,759 December 31, 2021 December 31, 2020 Financial liabilities measured at fair value Share warrant obligations 22,029 — Total 22,029 — * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). B. Financial risk management The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s risk management policies are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls, and monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and in the Group’s activities. The Group has exposure to the following risk arising from financial instruments: (i) Credit risk Credit risk arises when a failure by counterparties to discharge their obligations could reduce the amount of future cash inflows from financial assets on hand at the reporting date. The Group’s credit risk arises predominantly from trade receivables and is concentrated around key platforms, through which the Group is distributing online games. As at December 31, 2021 and December 31, 2020 the largest debtor of the Group constituted 30% and 28% of the Group’s Trade and other receivables and the 3 largest debtors of the Group constituted 74% and 73% of the Group’s Trade and other receivable respectively. Credit risk related to trade receivables is considered insignificant, since almost all sales are generated through major companies, with consistently high credit ratings. These distributors pay the Group monthly, based on sales to the end users. Payments are made within 3 months after the sale to the end customer. The distributors take full responsibility for tracking and accounting of end customer sales and send to the Group monthly reports that show amounts to be paid. The Group does not have any material overdue or impaired accounts receivable. The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was: December 31, As previously December 31, 2020, reported, 2021 restated* December 31, 2020 Loans receivables 123 8 8 Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 Expected credit loss assessment for corporate customers as at December 31, 2021 and December 31, 2020 The Group allocates each exposure a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, and cash flows projections) and applying experienced credit judgement. Trade and other receivables The ECL allowance in respect of Trade and other receivables is determined on the basis of the lifetime expected credit losses (“LTECL”). The Group uses the credit rating for each of the large debtors where available or makes its own judgement as to the credit quality of its debtors based on their most recent financial reporting or the rating assigned to their country of incorporation. After assigning the credit rating to each of the debtors the Group determines the probability of default (“PD”) and loss given default (“LGD”) based on the data published by the internationally recognized rating agencies. The determined amounts of allowances for ECL for each of the debtors are then adjusted for the forecasted macroeconomic factors, which include the forecasted unemployment rate in each of the countries where the debtors are incorporated and forecasted growth rate of the global gaming market from publicly available sources. ECL in respect of Trade and other receivables is insignificant as at December 31, 2021 and December 31, 2020. Cash and cash equivalents The cash and cash equivalents are held with financial institutions, which are rated B- to A based on Fitch’s ratings. Impairment on cash and cash equivalents has been measured on a 12-month expected loss basis and reflects the short maturities of the exposures. The Group considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. Therefore, no impairment allowance was recognized as at December 31, 2021 and December 31, 2020. (ii) Liquidity risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s objective when managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions without incurring unacceptable losses or risking damage to the Group’s reputation. The Group monitors the level of expected cash inflows on trade and other receivables together with expected cash outflows on trade and other payables. The following are the contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted and include contractual interest payments and exclude the impact of netting agreements. Carrying Contractual 3 months Between Between December 31, 2021 amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 Carrying amounts as previously Carrying Contractual 3 months Between Between December 31, 2020 reported amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,111 1,111 1,167 32 288 847 Trade and other payables 19,599 17,214 17,214 17,214 — — Loans from shareholders 49 49 49 — 49 — 20,759 18,374 18,430 17,246 337 847 (iii) Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates and/or equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. a. Currency risk Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the Group’s functional currency. The Group is exposed to foreign exchange risk arising from various currency exposures primarily with respect to the Euro and the Russian Ruble. The Group’s management monitors the exchange rate fluctuations on a continuous basis and acts accordingly. The Group’s exposure to foreign currency risk was as follows: December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 December 31, 2020 Euro Russian Ruble Assets Loans receivable 8 — Trade and other receivables 9,661 2,649 Cash and cash equivalents 11,404 741 21,073 3,390 Liabilities Lease liabilities (1,111) — Trade and other payables (5,811) (3) Loans and borrowings (49) — (6,971) (3) Net exposure 14,102 3,387 Sensitivity analysis A reasonably possible 10% strengthening or weakening of the United States Dollar against the following currencies at December 31, 2021 and December 31, 2020 would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. Strengthening of US$ Weakening of US$ by December 31, 2021 by 10% 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 Strengthening of US$ Weakening of US$ by December 31, 2020 by 10% 10% Euro (1,410) 1,410 Russian Ruble (339) 339 (1,749) 1,749 |
Share-based payments
Share-based payments | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share-based payments | ||
Share-based payments | 27. Share-based payments In 2016 we adopted a Long-Term Incentive Plan (“LTIP”). Under this LTIP key employees of the Group and key employees of the Group’s service provider (“non-employees”) received remuneration in the form of share options ( further referred to as “options”) , whereby they render services as consideration for equity instruments. Within LTIP several tranches of share options for Nexters Global’s Class A shares and Class B shares were issued as stated below. In November 2021 the Company approved Employee Stock Option plan (the “ESOP”). Key staff employed by the Group and independent directors receive remuneration in the form of stock options, whereby employees render services as consideration for equity instruments (equity-settled transactions). The Company granted a number of stock options under the ESOP, including: ● Newly granted stock options (see section Stock options granted in 2021); ● Stock options, which represent modification of the outstanding options under previous LTIP (see Modified complex options). The common condition for both of these stock option types is that they have service condition. The Group believes that all employees granted a share-based compensation will continue to contribute to the Group’s projects and/or be employed by the Group during the respective vesting periods. Class of shares Grant Date No. of options outstanding Vesting period Vesting conditions Employee stock option plan November 2021, depending on the employee 2,330,000 * 2021 - 2026 Service condition Modified Class B complex vesting options 01.01.2019 4,120,300 * 2022 - 2026 Service condition, performance non-market condition Modified complex conditional upon listing 18.11.2020 20,000 * 2021 Service condition, performance non-market condition Total share options granted as at June 30, 2022 6,470,300 – – * Options granted refer to Nexters Inc. shares We recorded share-based payments expense in general and administrative expenses, game operation cost and selling and marketing expenses of our interim condensed consolidated statement of profit or loss and other comprehensive income. The table below summarizes the share-based payments expense for the three and six months ended June 30 , 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Class B complex vesting 398 — 150 — Complex conditional upon listing — 705 — 315 Employee stock option plan 1,631 — 814 — Total recorded expenses 2,029 705 964 315 therein recognized: within Game operation cost 64 — 32 — within Selling and marketing expenses 129 — 65 — within General and administrative expenses 1,836 705 867 315 In relation to the share-based payment expense for six months ended June 30, 2021 we recognized the increase in Other reserves of 73 as it corresponds to the equity settled portion of the share options and 632 in liabilities as it corresponds to non-share-based cash alternative and 254 in liabilities as it corresponds to the dividends protection feature of the share options. In relation to the share-based payment expense for six months ended June 30, 2022 we recognized the increase in Other reserves of 2,029 as it corresponds to the equity settled portion of the share options. Stock option s granted in 2021 The stock options have only the service condition. We have estimated the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted. The following table presents fair value per one option and related assumptions used to estimate the fair value at the grant date: November 16 - 30, 2021 Evaluation date (grant date) Vesting period 60–90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 – 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 – 1.27% Average FV of one option, US$ 3.57 The table below summarizes the expenses recognized for the three and six months ended June 30, 2022 and June 30, 2021 represents further recognition of grant-date fair value of options over the vesting periods: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to the stated conditions 1,631 705 814 315 Total recorded expenses 1,631 705 814 315 Modified complex options Under the LTIP adopted in 2016, the Company granted Class B share options to one employee and one non-employee on January 1, 2019 with a service condition and a performance-based non-market vesting condition (net income thresholds per management accounts). The contractual term of the options was ten years . The fair value of granted awards was calculated as fair value of 100% share capital of Company (Equity Value – “EV”) at the grant date adjusted for the discount for lack of marketability (DLOM) and multiplied by the respective share of ownership of the respective tranche. The EV was estimated based on comparable companies’ EV/OCI multiples. Monte-Carlo Simulation method was used for the probability determination, based on which the judgement about the recognition was made. For the purposes of the valuation each performance condition threshold was treated as a separate option with a separate valuation of the vesting period. The following table presents fair value of options and related parameters used to estimate the fair value of our options at the grant date and probability of vesting: January 1, 2019 Evaluation date (grant date) Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options** 7,856.12 * — applied to the result of fair value estimation. ** — total FV of 1,300 complex options related to Nexters Global shares that in November of 2021 were modified into 4,414,608 complex options related to the shares in Nexters Inc. Strike price for the above mention option at the beginning of 2021 was US$ 0.00 As part of the new ESOP, the Company has modified the complex options in November of 2021. Under the modified program for a portion of the options the non-market performance condition was eliminated and they include only the service condition. F or the remaining options the performance conditions were modified such that only the non-market performance targets were modified. The Company considered the modification to be beneficial to the recipients. The number of share options to vest was adjusted in accordance with management’s assessment of future achievement of non-market performance targets. The remaining grant-date fair value was applied to the revised number of share option and recognized over the modified vesting period as at December 31, 2021. As at June 30, 2022 management reviewed the assessment of future achievement of non-market performance targets and the remaining grant-date fair value was applied to the revised number of share options. The table below summarizes the expenses recognized in relation to the above-mentioned options: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to options with only the service condition 150 — 50 — Expenses in relation to the options with yet unfulfilled performance non-market condition 248 — 100 — Total recorded expenses 398 — 150 — Complex conditional upon listing Under the LTIP share options in the entity surviving the Transaction were granted to one employee on November 18, 2020 with a service condition and a series of performance-based non-market vesting conditions related to the listing. The contractual term of the options is 2 years . Since the agreement contains a clause that grants an employee the discretion of receiving cash consideration or options we treat the following agreement as a compound financial instrument that includes both a liability and an equity component. We estimate the fair value of cash consideration first and estimate the fair value of the equity component consequently. The fair value of cash consideration is estimated as nominal value of related cash payments at assumed vesting date. We estimate the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted and accounted for in the current period. The following table presents fair value per one option and related assumptions used to estimate the fair value of equity component of our options at the grant date: November 18, November 18, 2020 2020 Evaluation date (grant date) Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8% 34.8% Dividend yield 0.0% 0.0% Risk-free interest rate 0.11% 0.11% Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 For the purposes of the valuation each performance condition threshold is treated as three separate sub-options with separate valuation of vesting periods. The first two sub-options were exercised during 2021. The outstanding sub-option was modified on November 30, 2021, leading to the change in classification of the sub-option to equity-settled. Strike price for the above stated option at the beginning of 2021 was US$ 10.00 before the modification and US$ 0.00 after it. The table below summarizes the expenses recognized in relation to the abovementioned options: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to yet unfulfilled condition — 705 — 315 Total recorded expenses — 705 — 315 | 29. Share-based payments In 2016 we adopted a Long-Term Incentive Plan (“LTIP”). Under this LTIP key employees of the Group and key employees of the Group’s service provider (“non-employees”) received remuneration in the form of share options (further referred to as “options”), whereby they render services as consideration for equity instruments. Within LTIP several tranches of share options for Nexters Global’s Class A shares and Class B shares were issued as stated below. In November 2021 the Company approved Employee Stock Option plan (the “ESOP”). Key staff employed by the Group and independent directors receive remuneration in the form of stock options, whereby employees render services as consideration for equity instruments (equity-settled transactions). The Company granted a number of stock options under the ESOP, including: ● Newly granted stock options (see section Stock options granted in 2021); ● Stock options, which represent modification of the outstanding options under previous LTIP (see section Modification of the complex options). The common condition for both of these stock option types is that they have service condition. The Group believes that all employees granted a share-based compensation will continue to contribute to the Group’s projects and/or be employed by the Group during the respective vesting periods. Vesting Class of shares Grant Date No. of options granted Vesting period conditions Employee stock option plan November 2021, depending on the employee 2,330,000*** 2021 – 2026 Service condition Class B complex vesting 01.01.2019 1,300* 2027 Service condition, performance non-market condition Modification of Class B complex vesting options 01.01.2019 4,414,608*** 2022 - 2026 Service condition, performance non-market condition Complex conditional upon listing 18.11.2020 — 2021 Service condition, performance non-market condition Modification of complex conditional upon listing 18.11.2020 20,000*** 2021 Service condition, performance non- Total share options granted as at December 31, 2021 6,764,608 — — * Options granted refer to Nexters Global Ltd shares ** Options are exercised as at the date of these consolidated financial statements, 20,000 are outstanding *** Options granted refer to Nexters Inc. shares We recorded share-based payments expense in general and administrative expenses, game operation cost and selling and marketing expenses of our consolidated statement of profit or loss and other comprehensive income. The table below summarizes the share-based payments expense within the year ended December 31, 2021, 2020 and 2019: 2020, as 2019, as previously previously 2021 2020, restated* reported 2019, restated* reported Class A — — — 20 20 Class B — — — 3,704 3,704 Class B complex vesting 216 2,146 169 2,738 919 Complex conditional upon listing 930 130 130 — — Employee stock option plan 2,615 — — — — Total recorded expenses 3,761 2,276 299 6,462 4,643 therein recognized: within Game operation cost 234 1,073 85 5,073 4,163 within Selling and marketing expenses 467 — — — — within General and administrative expenses 3,060 1,203 214 1,389 480 * In relation to the share-based payment expense for the year ended December 31, 2019 we recognized the increase in Other reserves of 6,413 as it corresponds to the equity settled portion of the share options and increase of 59 in liabilities as it corresponds to the dividends protection feature of the share options. The change to comparative numbers is described in Note 4. In relation to the share-based payment expense for the year ended December 31, 2020 we recognized the increase in Other reserves of 2,159 as it corresponds to the equity settled portion of the share options, the increase of 117 in liabilities as it corresponds to non-share-based cash alternative of the share options and increase of 1,148 in liabilities as it corresponds to the dividends protection feature of the share options. The change to comparative numbers is described in Note 4. In relation to the share-based payment expense for the year ended December 31, 2021 we recognized the increase in Other reserves of 3,079 as it corresponds to the equity settled portion of the share options and the increase of 682 in liabilities as it corresponds to non-share-based cash alternative of the share options. The increase in Other reserves disclosed in the consolidated statement of changes in equity also includes share listing expense of 125,438 (see Note 12). The table below summarizes the number of outstanding share options at the beginning of 2021: Employee Class B complex Class B complex Complex stock vesting — related to vesting — related to conditional upon options Nexters Global Ltd Nexters Inc listing — related to plan shares shares Nexters Inc shares Outstanding at the beginning of the period (units) — 500 — 100,000 Granted during the period (units) 2,330,000 — — 0 Modification of options (units) — (500) 4,414,608 — Exercised during the period (units) — — — (80,000) Outstanding at the end of the period (units) 2,330,000 — 4,414,608 20,000 * Stock options granted in 2021 The stock options have only the service condition. We have estimated the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted. The following table presents fair value per one option and related assumptions used to estimate the fair value at the grant date: Evaluation date (grant date) November 16 - 30, 2021 Vesting period 60 - 90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 - 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 - 1.27% Average FV of one option, US$ 3.57 The options were accounted for in current year according to the vesting period. The table below summarizes the expenses recognized in relation to the abovementioned options: 2021 2020 2019 Expenses in relation to yet unfulfilled condition 2,615 — — Total recorded expenses 2,615 — — Modification of the complex options Under the LTIP adopted in 2016, the Company granted Class B share options to one employee and one non-employee on January 1, 2019 with a service condition and a performance-based non-market vesting condition (net income thresholds per management accounts). The contractual term of the options was ten years. The fair value of granted awards was calculated as fair value of 100% share capital of Company (Equity Value – “EV”) at the grant date adjusted for the discount for lack of marketability (DLOM) and multiplied by the respective share of ownership of the respective tranche. The EV was estimated based on comparable companies’ EV/OCI multiples. Monte-Carlo Simulation method was used for the probability determination, based on which the judgement about the recognition was made. The options were accounted for in the current year according to a vesting period and the assessment of achievement of the performance conditions. For the purposes of the valuation each performance condition threshold was treated as a separate option with a separate valuation of the vesting period. The following table presents fair value of options and related parameters used to estimate the fair value of our options at the grant date and probability of Evaluation date (grant date) January 1, 2019 Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options 7,856.12 * — applied to the result of fair value estimation Strike price for the above mention option at the beginning of 2021 was US$ 0.00 As part of the new ESOP, the Company has modified the complex options. Under the modified program, for a portion of the options the non-market performance condition was eliminated and they include only the service condition. For the remaining options the performance conditions were modified such that only the non-market performance targets were modified. The Company considers the modification to be beneficial to the recipients. The number of share options to vest was trued-up in accordance with management’s assessment of future achievement of non-market performance targets. The remaining grant-date fair value was applied to the revised number of share option and recognized over the modified vesting period. The table below summarizes the expenses recognized in relation to the above-mentioned options: 2021 2020 2019 Expenses in relation to the options with only the service condition 99 — — Expenses in relation to the options with a fulfilled non-market performance condition — 2,146 2,466 Expenses in relation to the options with yet unfulfilled performance non-market condition 117 — 272 Total recorded expenses 216 2,146 2,738 Complex conditional upon listing Under the LTIP share options in the entity surviving the Transaction as described in Note 3 were granted to one employee on November 18, 2020 with a service condition and a series of performance-based non-market vesting conditions related to the listing. The contractual term of the options is 2 years. Since the agreement contains a clause that grants an employee the discretion of receiving cash consideration or options we treat the following agreement as a compound financial instrument that includes both a liability and an equity component. We estimate the fair value of cash consideration first and estimate the fair value of the equity component consequently. The fair value of cash consideration is estimated as nominal value of related cash payments at assumed vesting date. We estimate the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted and accounted for in the current year. The following table presents fair value per one option and related assumptions used to estimate the fair value of equity component of our options at the grant date: November 18, November 18, Evaluation date (grant date) 2020 2020 Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8 % 34.8 % Dividend yield 0.0 % 0.0 % Risk-free interest rate 0.11 % 0.11 % Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 The options were accounted for in current year according to the vesting period and the assessment of performance conditions achievement. For the purposes of the valuation each performance condition threshold is treated as three separate sub-options with separate valuation of vesting periods. The first two sub-options were exercised during 2021. The outstanding sub-option was modified on November 30, 2021, leading to the change in classification of the sub-option to equity-settled. Strike price for the above stated option at the beginning of 2021 was US$ 10.00 before the modification and US$ 0.00 after it. The modification of the sub-option was accounted for as follows: — derecognition of the liability in the amount of 200; — recognition of the equity-settled share-based payment at its fair value as at the modification date and recognition in equity that fair value to the extent that the services have been rendered in the amount of 144; — recognition in profit or loss, general and administrative expenses line, the difference between the carrying amount of the liability and the amount recognised in equity of 56. The table below summarizes the expenses recognized in relation to the abovementioned options: 2021 2020 2019 Expenses in relation to yet unfulfilled condition — 130 — Expenses in relation to fulfilled condition 930 — — Total recorded expenses 930 130 — |
Commitments and contingencies
Commitments and contingencies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Commitments and contingencies | ||
Commitments and contingencies | 28. Commitments and contingencies Taxation Though we generally are not responsible for taxes generated on games accessed and operated through third-party platforms, we are responsible for collecting and remitting applicable sales, value added, use or similar taxes for revenue generated on games accessed and operated on our own platforms and/or in countries where the law requires the game publishers to pay such taxes even if games are made available for users through third-party platforms. Furthermore, an increasing number of U.S. states have considered or adopted laws that attempt to impose tax collection obligations on out-of-state companies. This is also the case in respect of the European Union, where value added taxes or digital services taxes may be imposed on companies making digital sales to consumers within the European Union. Additionally, the Supreme Court of the United States recently ruled in South Dakota v. Wayfair, Inc. et al, or Wayfair, that online sellers can be required to collect sales and use tax despite not having a physical presence in the state of the customer. In response to Wayfair, or otherwise, a number of U.S. states have already begun imposing such obligations, and other U.S. states or local governments may adopt, or begin to enforce, laws requiring us to calculate, collect and remit taxes on sales in their jurisdictions. In addition, as taxation of IT industries is rapidly developing there is a risk that various tax authorities may interpret certain agreements or tax payment arrangements differently than the Company (including identification of the taxpayer and determination of the tax residency). A successful assertion by one or more U.S. states or other countries or jurisdictions requiring us to collect taxes where we presently do not do so, or to collect more taxes in a jurisdiction in which we currently collect some taxes, could result in substantial liabilities, including taxes on past sales, as well as interest and penalties, and could create significant administrative burdens for us or otherwise harm our business. We believe that these interim condensed consolidated financial statements reflect our best estimate of tax liabilities and uncertain tax positions, which are appropriately accounted for and(/or) disclosed in these interim condensed consolidated financial statements. Insurance The Group holds no insurance policies in relation to its operations, or in respect of public liability or other insurable risks like risks associated with cybersecurity. There are no significant physical assets to insure. Management has considered the possibility of insurance of various risks but the cost of it outweighs the benefits in management’s view. Data privacy and security We collect, process, store, use and share data, some of which contains personal information, including the personal information of our players. Our business is therefore subject to a number of federal, state, local and foreign laws, regulations, regulatory codes and guidelines governing data privacy, data protection and security, including with respect to the collection, storage, use, processing, transmission, sharing and protection of personal information. Such laws, regulations, regulatory codes, and guidelines may be inconsistent across jurisdictions or conflict with other rules. The scope of data privacy and security regulations worldwide continues to evolve, and we believe that the adoption of increasingly restrictive regulations in this area is likely within the United States and other jurisdictions. Further, the European Union, Cyprus, and United Kingdom have adopted comprehensive data protection and security laws. The European Union’s Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), or the GDPR, which became effective in May 2018, and the U.K. GDPR, each as supplemented by national laws, (collectively, Applicable Data Protection Laws) impose strict requirements on controllers and processors of personal data in the European Economic Area, or EEA, and the United Kingdom, including, for example, higher standards for obtaining consent from individuals to process their personal data, more robust disclosures to individuals and a strengthened individual data rights regime, and shortened timelines for data breach notifications. Applicable Data Protection Laws create new compliance obligations applicable to our business and some of our players, which could require us to self-determine how to interpret and implement these obligations, change our business practices and expose us to lawsuits (including class action or similar representative lawsuits) by consumers or consumer organizations for alleged breach of data protection laws and the risk of significant reputational damage. Applicable Data Protection Laws increase financial penalties for noncompliance (including possible fines of up to 4% of global annual revenues for the preceding financial year or € 20 million, or £ 17.5 million in the United Kingdom, (whichever is higher) for the most serious violations). Any failure or perceived failure by us to comply with our posted privacy policies, our privacy-related obligations to players or other third parties, or any other legal obligations or regulatory requirements relating to privacy, data protection, or information security may result in governmental investigations or enforcement actions, litigation, claims (including class actions), or public statements against us by consumer advocacy groups or others and could result in significant liability, cause our players to lose trust in us, and otherwise materially and adversely affect our reputation and business. Cybersecurity Our information technology may be subject to cyber-attacks, viruses, malicious software, break-ins, theft, computer hacking, employee error or malfeasance or other security breaches. Hackers and data thieves are increasingly sophisticated and operate large-scale and complex automated attacks. Our systems and the data stored on those systems may also be vulnerable to security incidents or security attacks, acts of vandalism or theft, coordinated attacks by activist entities, misplaced or lost data, human errors, or other similar events that could negatively affect our systems and the data stored on those systems, and the data of our business partners. We do not maintain insurance policies covering losses relating to cybersecurity incidents, which may increase any potential harms that the business may suffer from a cyber-attack. We may be unable to cover all possible claims stemming from security breaches, cyberattacks and other types of unlawful activity, or any resulting disruptions from such events, and we may suffer losses that could have a material adverse effect on our business. Regulatory environment In December 2017, Apple updated its terms of service to require publishers of applications that include “loot boxes” to disclose the odds of receiving each type of item within each loot box to customers prior to purchase. Google similarly updated its terms of service in May 2019. Loot boxes are a commonly used monetization technique in free-to-play mobile games in which a player can acquire a virtual loot box, but the player does not know which virtual item(s) he or she will receive (which may be a common, rare or extremely rare item, and may be a duplicate of an item the player already has in his or her inventory) until the loot box is opened. In addition, there are ongoing academic, political and regulatory discussions in the United States, Europe, Australia and other jurisdictions regarding whether certain game mechanics, such as loot boxes, should be subject to a higher level or different type of regulation than other game genres or mechanics to protect consumers, in particular minors and persons susceptible to addiction, and, if so, what such regulation should include. Additionally, after being restricted in Belgium and the Netherlands, the United Kingdom House of Lords has recently issued a report recommending that loot boxes be regulated within the remit of gambling legislation and regulation. In some of our games, certain mechanics may be deemed to be loot boxes. New regulations by the international jurisdictions, which may vary significantly across jurisdictions and with which we may be required to comply, could require that these game mechanics be modified or removed from games, increase the costs of operating our games due to disclosure or other regulatory requirements, impact player engagement and monetization, or otherwise harm our business performance. It is difficult to predict how existing or new laws may be applied to these or similar game mechanics. If we become liable under these laws or regulations, we could be directly harmed, and we may be forced to implement new measures to reduce our exposure to this liability. This may require us to expend substantial resources or to modify our games, which would harm our business, financial condition, and results of operations. In addition, the increased attention focused upon liability issues because of lawsuits and legislative proposals could harm our reputation or otherwise impact the growth of our business. Any costs incurred because of this potential liability could harm our business, financial condition or results of operations. Operating environment of the Group Starting February , 2022 a number of countries announced a further extension of sanctions related to the Russian Federation earlier imposed in 2014 by US, UK and EU. The Rouble interest rates significantly increased. Later Central Bank of Russia decreased its key rate several times. However, the combination of the above resulted in reduced access to capital, higher cost of capital and uncertainty regarding future economic growth, which could negatively affect the Group’s future financial position, results of operations and business prospects. Management of the Group believes it is taking appropriate measures to support the sustainability of the Group business in the current circumstances. Prompted by the newly imposed sanctions, as at February 28, 2022, Nasdaq and the New York Stock Exchange imposed a suspension of trading in securities of a number of companies with operations in Russia, including Nexters Inc., which suspension currently remains in place. Implications of COVID-19 On March 11, 2020, the World Health Organization declared the Coronavirus COVID-19 outbreak to be a pandemic in recognition of its rapid spread across the globe. Many governments have taken steps to help contain and/or delay the spread of the virus, including: requiring self-isolation/ quarantine by those potentially affected, implementing social distancing measures, and controlling or closing borders and “locking-down” cities/regions or even entire countries. These measures slowed down and may continue in the future to impact both the Cyprus and world economies. As at the date of issuance of the financial statements, the Company is not aware of any specific event or circumstance related to COVID-19 that would require it to update its estimates or judgments or adjust the carrying value of its assets or liabilities. Our liquidity analysis based on our recent performance and current estimates shows that we have adequate resources to finance our operations for the foreseeable future. | 30. Commitments and contingencies Taxation Though we generally are not responsible for taxes generated on games accessed and operated through third-party platforms, we are responsible for collecting and remitting applicable sales, value added, use or similar taxes for revenue generated on games accessed and operated on our own platforms and/or in countries where the law requires the game publishers to pay such taxes even if games are made available for users through third-party platforms. Furthermore, an increasing number of U.S. states have considered or adopted laws that attempt to impose tax collection obligations on out-of-state companies. This is also the case in respect of the European Union, where value added taxes or digital services taxes may be imposed on companies making digital sales to consumers within the European Union. Additionally, the Supreme Court of the United States recently ruled in South Dakota v. Wayfair, Inc. et al, or Wayfair, that online sellers can be required to collect sales and use tax despite not having a physical presence in the state of the customer. In response to Wayfair, or otherwise, a number of U.S. states have already begun imposing such obligations, and other U.S. states or local governments may adopt, or begin to enforce, laws requiring us to calculate, collect and remit taxes on sales in their jurisdictions. In addition, as taxation of IT industries is rapidly developing there is a risk that various tax authorities may interpret certain agreements or tax payment arrangements differently than the Company (including identification of the taxpayer and determination of the tax residency). A successful assertion by one or more U.S. states or other countries or jurisdictions requiring us to collect taxes where we presently do not do so, or to collect more taxes in a jurisdiction in which we currently collect some taxes, could result in substantial liabilities, including taxes on past sales, as well as interest and penalties, and could create significant administrative burdens for us or otherwise harm our business. Despite improvements in the taxation system made by the Russian authorities and development of Russian tax legislation and enforcement practice over the past decade, the Russian tax legislation is still subject to changes and may be subject to varying interpretations or even inconsistent and selective enforcement sometimes. We believe that these consolidated financial statements reflect our best estimate of tax liabilities and uncertain tax positions, which are appropriately accounted for and(/or) disclosed in these consolidated financial statements. Insurance The Group holds no insurance policies in relation to its operations, or in respect of public liability or other insurable risks like risks associated with cybersecurity. There are no significant physical assets to insure. Management has considered the possibility of insurance of various risks but the cost of it outweighs the benefits in management’s view. Data privacy and security We collect, process, store, use and share data, some of which contains personal information, including the personal information of our players. Our business is therefore subject to a number of federal, state, local and foreign laws, regulations, regulatory codes and guidelines governing data privacy, data protection and security, including with respect to the collection, storage, use, processing, transmission, sharing and protection of personal information. Such laws, regulations, regulatory codes, and guidelines may be inconsistent across jurisdictions or conflict with other rules. The scope of data privacy and security regulations worldwide continues to evolve, and we believe that the adoption of increasingly restrictive regulations in this area is likely within the United States and other jurisdictions. Further, the European Union, Cyprus, and United Kingdom have adopted comprehensive data protection and security laws. The European Union’s Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), or the GDPR, which became effective in May 2018, and the U.K. GDPR, each as supplemented by national laws, (collectively, Applicable Data Protection Laws) impose strict requirements on controllers and processors of personal data in the European Economic Area, or EEA, and the United Kingdom, including, for example, higher standards for obtaining consent from individuals to process their personal data, more robust disclosures to individuals and a strengthened individual data rights regime, and shortened timelines for data breach notifications. Applicable Data Protection Laws create new compliance obligations applicable to our business and some of our players, which could require us to self-determine how to interpret and implement these obligations, change our business practices and expose us to lawsuits (including class action or similar representative lawsuits) by consumers or consumer organizations for alleged breach of data protection laws and the risk of significant reputational damage. Applicable Data Protection Laws increase financial penalties for noncompliance (including possible fines of up to 4% of global annual revenues for the preceding financial year or €20 million, or £17.5 million in the United Kingdom, (whichever is higher) for the most serious violations). Any failure or perceived failure by us to comply with our posted privacy policies, our privacy-related obligations to players or other third parties, or any other legal obligations or regulatory requirements relating to privacy, data protection, or information security may result in governmental investigations or enforcement actions, litigation, claims (including class actions), or public statements against us by consumer advocacy groups or others and could result in significant liability, cause our players to lose trust in us, and otherwise materially and adversely affect our reputation and business. Cybersecurity Our information technology may be subject to cyber-attacks, viruses, malicious software, break-ins, theft, computer hacking, employee error or malfeasance or other security breaches. Hackers and data thieves are increasingly sophisticated and operate large-scale and complex automated attacks. Our systems and the data stored on those systems may also be vulnerable to security incidents or security attacks, acts of vandalism or theft, coordinated attacks by activist entities, misplaced or lost data, human errors, or other similar events that could negatively affect our systems and the data stored on those systems, and the data of our business partners. We do not maintain insurance policies covering losses relating to cybersecurity incidents, which may increase any potential harms that the business may suffer from a cyber-attack. We may be unable to cover all possible claims stemming from security breaches, cyberattacks and other types of unlawful activity, or any resulting disruptions from such events, and we may suffer losses that could have a material adverse effect on our business. Regulatory environment In December 2017, Apple updated its terms of service to require publishers of applications that include “loot boxes” to disclose the odds of receiving each type of item within each loot box to customers prior to purchase. Google similarly updated its terms of service in May 2019. Loot boxes are a commonly used monetization technique in free-to-play mobile games in which a player can acquire a virtual loot box, but the player does not know which virtual item(s) he or she will receive (which may be a common, rare or extremely rare item, and may be a duplicate of an item the player already has in his or her inventory) until the loot box is opened. In addition, there are ongoing academic, political and regulatory discussions in the United States, Europe, Australia and other jurisdictions regarding whether certain game mechanics, such as loot boxes, should be subject to a higher level or different type of regulation than other game genres or mechanics to protect consumers, in particular minors and persons susceptible to addiction, and, if so, what such regulation should include. Additionally, after being restricted in Belgium and the Netherlands, the United Kingdom House of Lords has recently issued a report recommending that loot boxes be regulated within the remit of gambling legislation and regulation. In some of our games, certain mechanics may be deemed to be loot boxes. New regulations by the international jurisdictions, which may vary significantly across jurisdictions and with which we may be required to comply, could require that these game mechanics be modified or removed from games, increase the costs of operating our games due to disclosure or other regulatory requirements, impact player engagement and monetization, or otherwise harm our business performance. It is difficult to predict how existing or new laws may be applied to these or similar game mechanics. If we become liable under these laws or regulations, we could be directly harmed, and we may be forced to implement new measures to reduce our exposure to this liability. This may require us to expend substantial resources or to modify our games, which would harm our business, financial condition, and results of operations. In addition, the increased attention focused upon liability issues because of lawsuits and legislative proposals could harm our reputation or otherwise impact the growth of our business. Any costs incurred because of this potential liability could harm our business, financial condition or results of operations. Operating environment of the Group In February, March and April 2022 number of countries announced a further extension of sanctions earlier imposed in 2014 by US, UK and EU. The Rouble interest rates significantly increased. The combination of the above resulted in reduced access to capital, higher cost of capital and uncertainty regarding future economic growth, which could negatively affect the Group’s future financial position, results of operations and business prospects. Management of the Group believes it is taking appropriate measures to support the sustainability of the Group business in the current circumstances. Currently it is not feasible to assess Implications of COVID-19 On March 11, 2020, the World Health Organization declared the Coronavirus COVID-19 outbreak to be a pandemic in recognition of its rapid spread across the globe. Many governments have taken and continue to take stringent steps to help contain and/or delay the spread of the virus, including: requiring self-isolation/ quarantine by those potentially affected, implementing social distancing measures, and controlling or closing borders and “locking-down” cities/regions or even entire countries. These measures slowed down and will likely continue to impact both the Cyprus and world economies. As at the date of issuance of the financial statements, the Company is not aware of any specific event or circumstance related to COVID-19 that would require it to update its estimates or judgments or adjust the carrying value of its assets or liabilities. Our liquidity analysis based on our recent performance and current estimates shows that we have adequate resources to finance our operations for the foreseeable future. |
Events after the reporting peri
Events after the reporting period | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Events after the reporting period | ||
Events after the reporting period | 29. Events after the reporting period Relocation of Personnel and Optimization of Headcount On July 12, 2022 the Company’s Board of Directors approved the relocation program on the following main conditions: ● The Group shall relocate approximately 600 of the group employees from Russia and Belarus to Cyprus, Armenia and other “safe-harbour” countries by the end of 2022 ; ● The Group shall require from the management of recently acquired companies to use similar initiatives to decrease operational exposure to Russia. The Company’s management also decided in June of 2022 in response to the changing operating environment to reduce the Group’s personnel by approximately 235 people. The reduction of personnel was substantially completed in June and July of 2022. Sale of Russian subsidiaries On July 12, 2022 the Company’s Board of Directors resolved as a part of the broader strategy of reducing to the maximum extent possible within the Company’s control the exposure to the Russian country risk to sell 100% shares in the charter capitals of the wholly owned subsidiaries of the Company Nexters Studio LLC, Nexters Online LLC and Lightmap LLC and 70% shares in the charter capital of Gamepositive LLC for the amounts not less than 200 , 100 , 100 and 100 thousands of Russian rubles respectively. By the date of these financial statements the sale of Nexters Studio LLC, Nexters Online LLC and Gamepositive LLC has been completed on August 18, 2022 and the sale of Lightmap LLC on August 31, 2022. The approximate loss on disposal is presented below : Cash received 9 Less net assets, including: Assets (13,776) Liabilities 11,342 Total net assets (2,434) NCI at disposal 268 Loss on disposal of subsidiaries (2,157) Consideration received, satisfied in cash 9 Cash and cash equivalents disposed of (7,699) Net cash outflow (7,690) Loan to MX Capital Ltd As part of the share purchase agreement with MX Capital Ltd, the Company entered into a loan agreement with the acquired entity. The second tranche of the loan for an amount of 13,000 was paid on July 6, 2022 following the fact that certain conditions stated in the purchase agreement. | 31. Events after the reporting period Acquisition of game development studios On January 25, 2022, the Board approved the acquisition of three game development studios, aiming at accelerating the Company’s product growth strategy and enlarging its player base. According to these share purchase agreements, the Company would acquire 100%, 48.8% and 49.5% of the issued share capital of Gracevale Limited, MX Capital Limited, and Castcrown Limited, respectively. More specifically, on January 27, 2022, the Company entered into a share purchase agreement to acquire 100% of the issued share capital of Gracevale Limited, developer and publisher of PixelGun 3D mobile shooter title, for a total consideration of up to 70,000. The deal included a cash consideration of 55,517, a share consideration of 3,963, and a deferred share consideration of 10,520 subject to certain conditions. In parallel with the acquisition of Gracevale Limited, the Company also acquired Lightmap Studio for an amount of 150, which will now take part in the maintenance and support of Pixel Gun 3D. The two transactions were fully executed on January 31, 2022. Also, on January 27, 2022, the Company entered into a share purchase agreement to acquire 48.8% of the issued share capital of MX Capital Limited from Everix Investments Limited for an initial consideration of 16,586 paid in cash. Further earn-out payments of up to 35,000 may increase the consideration depending on achievement of certain agreed metrics by MX Capital Limited. This further consideration will be payable by cash and newly issued equity of the Company and will be based on a discount to a projected future enterprise valuation of the Company. On the same date, the Company entered into a shareholders’ agreement with the remaining shareholder of MX Capital Limited, which provided for a put and call option deal allowing the Company to obtain control of 100% of the issued share capital of MX Capital Limited in the first half of 2024. The price payable under the put and call options depends on achievement of certain agreed KPIs by MX Capital Limited. Also, depending on the achievement of another set of KPIs by MX Capital Limited, the Company will pay the remaining shareholders an amount not exceeding 100,000 as further consideration for the sale of the option shares. MX Capital Limited stands behind the RJ Games studio, developer of Puzzle Breakers, a new mobile midcore game that is present in both puzzle and RPG genres. The transaction was fully executed on February 4, 2022. Lastly, on January 27, 2022, the Company entered into a share purchase agreement to acquire approximately 49.5% of the issued share capital of Castcrown Limited for a total consideration of 2,970. Castcrown Limited stands behind Royal Ark, a game studio responsible for two survival RPG titles – Dawn of Zombies and Shelter Wars. On the same date, the Company entered into a shareholders’ agreement with the remaining shareholders of Castcrown Limited, which provided for a put and call option agreement allowing the Company to obtain control of 100% of the issued share capital of Castcrown Limited. The call option may be exercised no later than April 1, 2027. The put option may be exercised from April 1, 2027 to July 1, 2027. The price payable under the put and call options depends on achievement of certain agreed metrics by Castcrown Limited and will be based on a discount to a projected future enterprise valuation of the Company. In consideration for being granted this call option, the Company will pay an option premium to the remaining founders for an amount not exceeding 1,200, as well as additional option premium of 800 depending on the achievement of certain targets. The transaction was fully executed as at March 30, 2022. As the initial accounting is incomplete at the time these consolidated financial statements are authorised for issue the following disclosures could not be made: ● a qualitative description of the factors that make up the goodwill recognised, such as expected synergies from combining operations of the acquiree and the acquirer, intangible assets that do not qualify for separate recognition or other factors; ● the acquisition-date fair value of the total consideration transferred and the acquisition-date fair value of each major class of consideration; ● details of contingent consideration arrangements and indemnification assets; ● details of acquired receivables; ● the amounts recognized as at the acquisition date for each major class of assets acquired and liabilities assumed; ● details of contingent liabilities recognized; ● total amount of goodwill that is expected to be deductible for tax purposes; ● information about the acquiree’s revenue and profit or loss. New Loan Agreement As part of the share purchase agreement with MX Capital Limited, the Company will provide a loan to this newly acquired entity for a total amount of up to 43,000 plus the amount of debt owed by MX Capital Group to an affiliate of the previous shareholder. The first tranche of the loan for an amount of 8,000 was paid on February 4, 2022 upon completion of the share purchase agreement. On the same date, an additional 1,888 was granted to MX Capital Limited, being the total debt owed to that affiliate. Tranches of 13,000, 16,000 and 6,000 will be available for drawing until July 1, 2022, February 1, 2023 and September 1, 2023, respectively, depending on the satisfaction by MX Capital Limited of certain conditions. The loan bears interest of 7% per annum and is secured by a pledge of shares in MX Capital Limited. All amounts granted should be repayable on April 1, 2027. Convertible Note Instrument As part of the share purchase agreement with Castcrown Limited, the Company will purchase from this newly acquired entity up to 16,000 7% unsecured convertible notes due March, 31 2025. The first tranche of the notes amounting to 1,500 was purchased on March 30, 2022 and the second tranche of an amount of 6,000 will be purchased on May 31, 2022. The Company will subscribe to additional notes amounting to 8,500 depending on the achievement by Castcrown Limited of certain performance targets by December 31, 2024. The Company can convert the notes no earlier than December 31, 2024, unless Castcrown Limited has met the performance targets earlier than that. Call option on remaining shareholding in LLC Game Positive On January 25, 2022, the Board approved the purchase of a call option amounting to 1,800 over the remaining 30% participatory interest in LLC Game Positive. The option will become exercisable when LLC Game Positive achieves certain targets and will expire within six months thereafter. The non-controlling shareholders have the right to request that the option price should be satisfied by allotment of ordinary shares of the Company. The call option agreement has not been executed yet. Operating environment in Russia In February 2022, certain countries announced new packages of sanctions against the public debt of the Russian Federation and a number of Russian banks and certain legal entities and individuals from Russia. Due to the growing geopolitical tensions, since February 2022, there has been a significant increase in volatility on the securities and currency markets, as well as a significant depreciation of the ruble against the US dollar and the Euro. The Company regards these events as non-adjusting events after the reporting period, the quantitative effect of which cannot be estimated at the moment with a sufficient degree of confidence. The Group is currently assessing the impact of the restrictions on the financial activity of the Group and will implement all the measures necessary for the cash management and to mitigate risks arising from cash balances in such banks. Prompted by the newly imposed sanctions, as at February 28, 2022, Nasdaq and the New York Stock Exchange imposed a suspension of trading in securities of a number of companies with operations in Russia, including Nexters Inc., which suspension currently remains in place. On March 2, 2022, the Russian President announced a list of new measures to support IT business in Russia. The list includes inter alia the following: ● To establish for accredited IT companies the corporate income tax rate of 0 percent until December 31, 2024; ● To simplify the procedures for the employment of foreign citizens in accredited IT companies and for obtaining a residence permit by these citizens; ● To establish tax benefits for accredited IT companies that receive income from advertising, provision of services in their applications and online services or from the sale, installation, testing and maintenance of domestic IT products; ● To exempt the accredited IT companies from tax control, currency control and other types of state control (supervision) and municipal control for up to three years ; ● To consolidate and promote the purchase of domestic IT solutions. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of significant accounting policies | |
Business combinations, goodwill and merger transaction | 3.1. Business combinations, goodwill and merger transaction Business combinations are accounted for using the acquisition method. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and share-based payment awards of the acquiree that are replaced mandatorily in the business combination. If a business combination results in the termination of pre-existing relationships between the Group and the acquiree, then the Group identifies any amounts that are not part of what the Group and the acquiree exchanged in the business combination. The Group recognizes as part of applying the acquisition method, only the consideration transferred for the acquiree, and the assets acquired and liabilities assumed in the exchange for the acquiree. If the business combination is achieved in stages, any previously held equity interest is re-measured at its acquisition date fair value and any resulting gain or loss is recognized in profit or loss. It is then considered in the determination of goodwill. Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Subsequently, contingent consideration classified as an asset or liability, is measured at fair value with changes in fair value recognized in profit or loss. Contingent consideration that is classified as equity is not re-measured and subsequent settlement is accounted for within equity. The Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognized at the acquisition date. If the re-assessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognized in profit or loss. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to the Group’s cash generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquired entity are assigned to those units. Where goodwill has been allocated to a cash-generating unit and certain operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed in this circumstance is measured based on the relative values of the operation disposed and the portion of the cash-generating unit retained. Acquisition of subsidiaries On February 3, 2021, Nexters Global Ltd acquired 100% of the voting On April 5, 2021, Nexters Global Ltd acquired 100% of the voting shares in NHW Ltd, a company registered in accordance with the laws of the Republic of Cyprus, for the total consideration of 24 (€20,000), which comprises the whole business acquisition. The consideration was fully paid in cash. The Company’s management considers the acquisition of the testing development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the nine-month period from the acquisition date. On December 9, 2021, Nexters Global Ltd acquired 70% of the voting shares in Game Positive LLC, a company registered in accordance with the laws of the Russian Federation, for the total consideration of 1. The consideration was fully paid in cash. The Company’s management considers the acquisition of the product development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the period from the acquisition date. The fair values of the identifiable assets and liabilities of all the acquired companies as at the date of acquisition were: Fair value recognized Fair value recognized Fair value recognized Fair value recognized on acquisition, February 3, 2021 on acquisition, February 3, 2021, on acquisition, April 5 2021, on acquisition, December 9, 2021, Nexters Studio LLC Nexters Online LLC NHW Ltd Game Positive LLC Assets Property and equipment 390 85 — 71 Intangible assets 38 14 — — Right-of-use assets 1,164 395 — — Trade and other receivables 656 80 15 48 Other assets 91 27 — 59 Cash and cash equivalents 26 4 1 82 Prepaid tax 28 — — 12 2,393 605 16 272 Liabilities Deferred tax liability (4) (16) — — Lease liabilities – current (1,164) (395) — — Trade and other payables (1,415) (218) — (159) Tax liability — (4) — — (2,583) (633) — (159) Total identifiable net assets at fair value (190) (28) 16 113 Goodwill/(negative goodwill) arising on acquisition 1,274 191 8 (79) NCI — — — (33) Purchase consideration transferred 1,084 163 24 1 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 26 4 1 82 Cash paid (1,084) (163) (24) (1) Net cash flow in acquisition (1,058) (159) (23) 81 Goodwill recognized in the amount of 1,501 (1,473 goodwill as at the dates of acquisitions and 28 of translation reserve as at December 31, 2021) is attributable primarily to the expected synergies and was assigned to the whole Group as one Cash Generating Unit. The acquisition of Game Positive LLC resulted in a bargain purchase as the fair value of assets acquired and liabilities assumed exceeded the total of fair value of consideration paid and the proportionate value of non-controlling interest by 79. The Company recognized the amount as a gain which is reflected in Other income within Net finance income. None of the goodwill is expected to be deductible for income tax purposes. The Company did not recognize separately from the acquisitions any acquisition related costs that should be expensed in the current period. Property and equipment of Nexters Studio LLC, Nexters Online LLC and Game Positive LLC (“Russian companies”) consist of office equipment purchased within 2020, so its fair value approximates to its carrying amount. At the date of the acquisition, the fair value of the trade and other receivables of Russian companies approximates to its carrying amount due to the fact they are represented by short-term advances and lease deposits. The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were measured at an amount equal to the lease liabilities. The companies’ trade and other payables amount represents gross contractual amounts for the acquired payables. Nexters Global Ltd and Russian companies were parties to a pre-existing relationship, which should be accounted for separately from the business combination. No additional adjustment was made for the amount by which the contract is favorable or unfavorable from the perspective of the acquirer when compared with terms of current market transactions for the same or similar items, as the transactions comprising pre-existing relationship were executed on the market terms. From the date of acquisition, Nexters Studio LLC, Nexters Online LLC, NHW Ltd and Game Positive LLC have contributed no revenue as prior to the acquisitions all revenue generated by the acquired businesses was from the provision of services to Nexters Global Ltd and is eliminated on consolidation, and contributed 16,563, 2,219, 13 and 134 respectively to the net loss before tax from the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, consolidated revenue would have been unchanged for the reason described above at 434,094 and net loss from continuing operations for the year would have been 118,576. Merger of Nexters Global Ltd, Nexters Inc. and Kismet Acquisition One Corp On August 26, 2021 the Company successfully consummated the business combination with Kismet Acquisition One Corp. (“Kismet”, a Special Purpose Acquisition Company (“SPAC”)), which was announced on February 1, 2021. The Company treated the Transaction as a capital transaction equivalent to the issue of shares of the Company in exchange for the net monetary assets of Kismet. The Transaction did not constitute a business combination as defined under IFRS 3 Business Combinations, as Kismet is a non-operating entity that does not meet the definition of a business under IFRS 3, as given that it consisted predominantly of cash in the Trust Account. As at the Closing Date, the following transactions occurred pursuant to the terms of the Business Combination Agreement (the “Transaction”): ● the merger of Kismet into Nexters Inc., with Nexters Inc. surviving the merger and the security holders of Kismet (other than security holders of Kismet who elected to redeem their Kismet ordinary shares) becoming security holders of Nexters Inc. (the “Merger”), ● the acquisition by Nexters Inc. of all the issued and outstanding share capital of Nexters Global Ltd from the holders of Nexters Global’s share capital for a combination of cash and Nexters Global’s ordinary shares, such that Nexters Global is a direct wholly owned subsidiary of Nexters Inc. (the “Share Acquisition”). Prior to the Merger, a total of 21,811,242 Kismet ordinary shares were redeemed for a value of 218,190, resulting in a total of 3,188,758 Kismet’s public ordinary shares remaining issued and outstanding as at the time of the Merger. Under the Business Combination Agreement, in consideration for the purchase of Nexters Global’s share capital in the Share Acquisition, Nexters Inc.: ● paid to the shareholders of Nexters Global cash in an aggregate amount of 61,804 , which consist of 57,122 paid upon consummation of the Transaction and 4,682 paid in December, 2021 in accordance with Section 2.3(a)(ii) “Determination of the Initial Cash Consideration” of the Business combination agreement filed with SEC as a part of form F-4; ● issued to the shareholders of Nexters Global a total of 176,584,343 Nexters Inc. ordinary shares; and ● will issue to the former shareholders of Nexters Global 20,000,000 Deferred Exchange Shares, subject to certain conditions being met, as further described in the section entitled (“Deferred Exchange Shares”). The cash acquired by the Group in the Transaction (post all transaction related expenses) amounted to 119,659. On January 31, 2021, Kismet, Nexters Inc. and Kismet Sponsor Limited, a British Virgin Islands business company (the “Sponsor”) entered into an amended and restated Forward Purchase Agreement (the “A&R Forward Purchase Agreement”). The A&R Forward Purchase Agreement amended the Forward Purchase Agreement, dated August 5, 2020, between Kismet and the Sponsor by, among other things, increasing the Sponsor’s purchase commitment thereunder from US$ 20 million to US$ 50 million and replacing the Sponsor’s commitment to acquire Kismet’s units with a commitment to acquire 5,000,000 Nexters Inc. ordinary shares and 1,000,000 Nexters Inc. public warrants in a private placement which occurred after the Merger and prior to the Share Acquisition. On July 16, 2021, Kismet, Nexters Global Ltd and the Sponsor entered into separate subscription agreements (each as amended, restated or supplemented from time to time, a “PIPE Subscription Agreement”) with certain institutional investors that are not “U.S. persons” as defined in Regulation S under the Securities Act and with whom the Sponsor had prior business relationships (each, a “PIPE Investor”), pursuant to which the PIPE Investors agreed to subscribe for and purchase an aggregate of 5,000,000 Nexters ordinary shares for a purchase price of US$ 10.00 per share for an aggregate commitment of US$ 50 million in a private placements outside the United States in reliance on Regulation S under the Securities Act (the “PIPE”). The PIPE was consummated concurrently with the closing of the Transaction. As at Closing Date, immediately subsequent to the consummation of the Transaction, there were 196,523,101 Nexters ordinary shares outstanding. Additionally, there were 20,250,000 Nexters warrants outstanding, each of which entitle the holder to purchase one Nexters ordinary share at an exercise price of US$ 11.50 per share. Furthermore, options to purchase 120,000 Nexters ordinary shares at an exercise price of US$ 10.00 per share were held by three of Kismet’s independent directors, which options vested upon the consummation of the Transaction. The following table sets forth information regarding the shareholdings of Nexters ordinary shares as at the Closing Date immediately subsequent to the consummation of the Transaction, based on the actual number of shares held and outstanding. Number of Percentage of Ordinary Shares Ordinary Shares Kismet’s public shareholders 3,188,758 1.6 % Sponsor 11,750,000 6.0 % Nexters Global shareholders 176,584,343 89.9 % PIPE investors 5,000,000 2.5 % Total 196,523,101 100 % Deferred Exchange Shares An aggregate of 20,000,000 Nexters Inc. deferred exchange shares were issued to the former shareholders of Nexters Global as part of the Transaction. The issuance has been deferred as follows: (i) the issuance of 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 13.50 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing; and (ii) the issuance of an additional 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 17.00 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing. The arrangement is accounted for in accordance with IFRS 2 and considered in calculation of the share listing expense where effect of this arrangement is reflected by market participants in the market value of Nexters Inc. shares issued to Kismet shareholders (see Note 12). |
Foreign currency translation | 3.2. Foreign currency translation The consolidated financial statements are presented in US dollars (US$), which is the Group’s presentation currency. Each entity in the Group determines its own functional currency, depending on what the underlying economic environment is, and items included in the financial statements of each entity are measured using that functional currency. Transactions in foreign currencies are initially recorded in the functional currency at the functional currency rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are re-measured into the functional currency at the functional currency rate of exchange at the reporting date. All differences are taken to profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on retranslation of non-monetary items is treated in line with the recognition of gain or loss on change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognized in other comprehensive income or profit or loss is also recognized in other comprehensive income or profit or loss, respectively). The functional currency of the foreign operations is generally the respective local currency — US Dollar (US$), Euro (€) or Russian rouble (RUB). As at the reporting date, the assets and liabilities of these operations are translated into the presentation currency of the Group (the US$) at the rate of exchange at the reporting date and their statements of comprehensive income are translated at the average exchange rates for the year or exchange rates prevailing on the date of specific transactions. The exchange differences arising on the translation are recognized in other comprehensive income. On disposal of a foreign entity, the deferred cumulative amount recognized in equity relating to that particular foreign operation is reclassified to the profit or loss. The exchange rate of the US$ to € as at December 31, 2021 and 2020 was 1.132 and 1.228 respectively. The exchange rate of the US$ to RUB as at December 31, 2021 and 2020 was 0.0134 and 0.0135 respectively. |
Property and equipment | 3.3. Property and equipment 3.3.1. Cost of property and equipment Property and equipment are stated at cost less accumulated depreciation and any accumulated impairment loss. Expenditures for continuing repairs and maintenance are charged to the profit or loss as incurred. 3.3.2. Depreciation and useful lives Depreciation is recognized in profit or loss on the straight-line method over the useful lives of each part of an item of property and equipment. The estimated useful lives of property and equipment for current and comparative periods are as follows: ● Computer hardware 2 - 5 years ● Furniture, fixtures and office equipment 5 years Useful lives of leasehold improvements of leased office premises are determined at the lower between the useful life of the asset or the lease term. The asset’s residual values, useful lives and depreciation methods are reviewed, and adjusted as appropriate, at each financial year-end. |
Intangible assets | 3.4. Intangible assets 3.4.1. Software and other intangible assets Software and other intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. 3.4.2. Useful life and amortization of intangible assets The Group assesses whether the useful life of an intangible asset is finite or indefinite and, if finite, the length of that useful life. An intangible asset is regarded by the entity as having an indefinite useful life when, based on an analysis of all of the relevant factors, there is no foreseeable limit to the period over which the asset is expected to generate net cash inflows for the entity. We did not have any intangible assets with indefinite useful life as at December 31, 2021 and 2020. Intangible assets with finite lives are amortized on a straight-line basis over the useful economic lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The average useful economic life of the intangible assets in the possession of the Group as at December 31, 2021 and 2020 is 4 years. Amortizations periods and methods for intangible assets with finite useful lives are reviewed at least at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the consolidated statement of profit or loss and other comprehensive income when the asset is derecognized. |
Right-of-use | 3.5. Right-of-use Right-of-use assets The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the Group will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. Short-term leases and leases of low-value assets The standard includes two recognition exemptions for lessees — leases of ’low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of 12 months or less). The Group does not apply the short-term lease recognition exemption to its short-term leases of office premises (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on such short-term leases are recognized as a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. Significant judgement in determining the lease term of contracts with renewal options The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The Group has the option, under some of its leases to lease the assets for an additional term. The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew (e.g., a change in business strategy). The carrying amounts of the Group’s right-of-use assets and lease liabilities and the movements during the year are disclosed in Note 18. Lessees are also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term, a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee generally recognizes the amount of the remeasurement of the lease liability as an adjustment to the right-of-use assets. Lease liabilities The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased. |
Impairment of non-financial assets | 3.6. Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset, other than goodwill and intangible assets with indefinite useful life, may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses of continuing operations are recognized in profit or loss in those expense categories consistent with the function of the impaired asset. For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Group makes an estimate of the recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in profit or loss. |
Financial assets | 3.7. Financial assets 3.7.1. Initial recognition and measurement Financial assets are classified, at initial recognition, as subsequently measured at amortized cost, fair value through other comprehensive income (OCI), and fair value through profit or loss. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the transaction price determined under IFRS 15. In order for a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. 3.7.2. Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories: ● Financial assets at amortized cost ● Financial assets at fair value through OCI with recycling of cumulative gains and losses ● Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition ● Financial assets at fair value through profit or loss Financial assets at amortized cost This category is the most relevant to the Group. The Group measures financial assets at amortized cost if both of the following conditions are met: ● The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows, and ● The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Financial assets at amortized cost are subsequently measured using the effective interest rate (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired. The Group’s financial assets at amortized cost includes trade and other receivables and loans issued. Impairment — credit loss allowance for ECL The Group assesses and recognizes the allowances for expected credit losses (ECLs) on financial assets measured at amortized cost. The measurement of ECL reflects: ● an unbiased and probability weighted amount that is determined by evaluating a range of possible outcomes; ● present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and cash flows the Group expects to receive); and ● all reasonable and supportable information that is relevant and available without undue cost and effort at the end of each reporting period about past events, current conditions and forecasts of future economic conditions. Debt instruments measured at amortized cost are presented in the consolidated statement of financial position net of the allowance for ECL. The Group applies a “three stage” model for impairment in accordance with IFRS 9, based on changes in credit quality since initial recognition: 1. A financial instrument that is not credit-impaired on initial recognition is classified in Stage 1. Financial assets in Stage 1 have their ECL measured at an amount equal to the portion of lifetime ECL that results from default events possible within the next 12 months (12-month ECL). 2. If the Group identifies a significant increase in credit risk (“SICR”) since initial recognition, the asset is transferred to Stage 2 and its ECL is measured based on ECL on a lifetime basis (lifetime ECL). 3. If the Group determines that a financial asset is credit-impaired, the asset is transferred to Stage 3 and its ECL is measured as a lifetime ECL. For financial assets that are credit-impaired on purchase or at origination, the ECL is always measured at a lifetime ECL. Note 28 information about inputs, assumptions and estimation techniques used in measuring ECL, including an explanation of how the Group incorporates forward-looking information in the ECL models. 3.7.3. Derecognition A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognized when: ● The rights to receive cash flows from the asset have expired ● The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third-party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all of the risks and rewards of the asset nor transferred control thereover, the asset is recognized to the extent of the Group’s continuing involvement in the asset. In that case, the Group also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay. |
Financial liabilities | 3.8. Financial liabilities 3.8.1. Initial recognition and measurement Financial liabilities are classified, at initial recognition, as financial liabilities at amortized cost or fair value through profit or loss. The Group’s financial liabilities predominantly include trade and other payables, loans and share warrant obligations. 3.8.2. Subsequent measurement The measurement of financial liabilities depends on their classification, as described below: Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. The Group’s financial instruments are categorized in the fair value hierarchy based on facts and circumstances which affect the valuation of the financial instruments as well as on the valuation method that we adopt at the end of each reporting period. Financial liabilities at amortized cost After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate (EIR) method. The EIR amortization is included as finance costs in the net finance income/(costs) section of the consolidated statement of profit or loss and other comprehensive income. 3.8.3. Derecognition A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in profit or loss. 3.8.4. Offsetting financial assets and liabilities Financial assets and financial liabilities are offset, and the net amount reported in the consolidated statement of financial position if, and only if: ● There is a currently enforceable legal right to offset the recognized amounts; and ● There is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously. The right of set-off: ● Must not be contingent on a future event; and ● Must be legally enforceable in all of the following circumstances: (i) the normal course of business; (ii) the event of default; and (iii) the event of insolvency or bankruptcy of the entity and all of the counterparties The Group did not offset any financial assets and liabilities as at December 31, 2021 and 2020. |
Cash and cash equivalents | 3.9. Cash and cash equivalents Cash comprises cash at banks and in hand and short-term deposits with an original maturity of three months or less and are included as a component of cash and cash equivalents for the purpose of the consolidated statement of financial position and consolidated statement of cash flows. |
Employee benefits | 3.10. Employee benefits Wages and salaries paid to employees are recognized as expenses in the current year. The Group also accrues expenses for future vacation payments and short-term employee bonuses. The Group and its employees also contribute to the Government Social Insurance Fund based on employees’ salaries. Share based payment expenses relating to our employees are included in the same categories in the consolidated statement of profit or loss and other comprehensive income where the wages and salaries of corresponding employees are included. Share based payment expenses relating to key employees of the Group’s service providers are included in the same categories where the respective services are included. |
Provisions | 3.11. Provisions Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. Where the Group expects a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. If the effect of discounting is material, provisions are determined by discounting the expected value of future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as an interest expense. |
Special contribution for defense of the Republic of Cyprus | 3.12. Special contribution for defense of the Republic of Cyprus Cyprus entities that do not distribute 70% of their profits after tax, as defined by the relevant tax law, within two years after the end of the relevant tax year, are deemed to have distributed as dividends 70% of these profits. A special contribution for the defense fund of the Republic of Cyprus is levied at the 17% rate for 2019 and thereafter will be payable on such deemed dividends distribution. Profits that are attributable to shareholders who are not tax residents of Cyprus and own shares in the Company either directly and/or indirectly at the end of two years from the end of the tax year to which the profits relate, are exempted. The amount of deemed distribution is reduced by any actual dividends paid out of the profits of the relevant year at any time. This special contribution for defense is payable by the Company for the account of the shareholders. |
Income taxes | 3.13. Income taxes Current income tax Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. Current income tax relating to items recognized in other comprehensive income is recognized in other comprehensive income. Deferred income tax Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries to the extent that it is probable that they will not reverse in the foreseeable future. In addition, deferred tax is not recognized for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. |
Revenue from contracts with customers | 3.14. Revenue from contracts with customers We derive substantially all of our revenue from the sale of virtual items and advertising services associated with our online games in accordance with IFRS 15. Revenue from contracts with customers is recognized when control of the goods or services is transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has generally concluded that it is the principal in its revenue arrangements because it typically controls the goods and services before transferring them to the customer. Revenues and related expenses from services are recognized in the period when services are rendered, regardless of when payment is made. Contract price is allocated separately to each performance obligation based on observable stand-alone prices. There are generally no variable amounts affecting consideration at the moment such consideration is recognized as the majority of our revenue is derived from the sale of virtual items. Consideration from customers does not have any non-cash component. Online Games. Players can purchase our virtual items through various widely accepted payment methods offered in the games, including Apple iTunes accounts, Google Play accounts and Facebook local currency payments. Payments from players for virtual items are non-refundable and relate to non-cancellable contracts that specify our obligations. Such payments are initially recorded as deferred revenue. The transaction price which we collect from our consumers is equal to the gross amount we request to be charged to our player because we are the principal in the transaction. The related platform and payment processing fees are recorded as expense in the same period when the relevant revenue is recognized while the amount of the platform and payment processing fees, which relate to the deferred revenue, is recognized as deferred platform commission fees. Revenue is recognized net of taxes, such as VAT and sales tax. Taxes are normally withheld by platforms in accordance with local laws in relevant jurisdictions, and where the platform does not serve as a tax agent the Group uses estimates to net off related tax amounts. Advertising. The pricing and terms for all our advertising arrangements are governed by either a master contract or insertion order and generally stipulate payment terms as a specific number of days subsequent to the end of the month. The transaction price in advertising arrangements is generally the product of the number of advertising units delivered (e.g., impressions, offers completed, videos viewed, etc.) and the contractually agreed upon price per advertising unit. For in-game display advertisements, in-game offers, engagement advertisements and other advertisements, our performance obligation is satisfied over the life of contract (i.e., over time), with revenue being accounted for using practical expedient and recognized monthly using end-of-the month recognition approach. Taxes Collected from Customers. |
Recognition of interest income and interest expense | 3.15. Recognition of interest income and interest expense For all financial instruments measured at amortized cost, interest bearing financial assets classified as available for sale and financial instruments designated at fair value through profit or loss, interest income or expense is recorded using the EIR method. The EIR (and therefore, the amortized cost of the asset) is calculated by taking into account any discount or premium on acquisition, fees and costs that are an integral part of the EIR of the financial instrument. Interest expense derived from borrowings attracted from various third parties including banks as part of financing arrangements is classified as interest expense. Cash disbursements of interest are included into interest paid in the consolidated statement of cash flows. |
Share-based payments | 3.16. Share-based payments Employees of the Group receive remuneration in the form of share-based payments, whereby they render services as consideration for equity instruments (equity-settled transactions) and relevant cash consideration (cash-settled transactions). The cost of equity-settled transactions is recognized, together with a corresponding increase in other reserves in equity, over the period in which the performance and/or service conditions are fulfilled. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The consolidated statement of profit or loss and other comprehensive income expense or credit for a period represents the movement in cumulative expense recognized as at the beginning and end of that period and is recognized in the relevant cost and expense categories. The cost of cash-settled transactions is recognized at fair value at the grant date using a relevant evaluation model (for details see Note 29). The fair value is expensed over the period until the vesting date with recognition of a corresponding liability. The liability is remeasured to fair value at each reporting date up to, and including the settlement date. When the terms of an equity-settled award are modified, the minimum expense recognized is the expense that would have been incurred had the terms not been modified, if the original terms of the award are met. An additional expense is recognized for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee as measured at the date of modification. When an equity-settled award is cancelled, it is treated as if it vested on the date of cancellation, and any expense not yet recognized for the award is recognized immediately. This includes any award where non-vesting conditions within the control of either the entity or the employee are not met. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in previous paragraph. For the share-based payments transactions in which the employee has a choice of settlement the amount of the cash alternative may be fixed or variable and, if variable, may be determinable in a manner that is related, or unrelated, to the price of the entity’s shares. All of the components of share-based payments with a choice of settlement are treated as compound financial instrument, that includes both a liability and an equity component. For each component the fair value of cash consideration is estimated first, and the fair value of equity component is estimated consequently. The fair value of cash consideration is estimated as nominal value of related cash payments at assumed vesting date. |
Share listing expense | 3.17. Share listing expense In accordance with IFRS 2, the difference in the fair value of the consideration for the acquisition of an exchange listed SPAC entity that does not meet the definition of a business under IFRS 3 and the fair value of its identifiable net assets will represent a service for listing of the Company and be accounted for as a share-based payment expense. The consideration for the acquisition of SPAC is determined using the fair values of the Company´s ordinary shares and public and private warrants as at the date of the transaction. It is recognized as Share listing expense presented as part of the financial result from operations within the consolidated statement of profit or loss and other comprehensive income. The consolidated financial statements reflect the substance of the transaction, which is that Nexters Inc. is the continuing entity. Nexters Global is deemed to have issued shares in exchange for the cash held by SPAC, together with the listing status of SPAC. However, the listing status does not qualify for recognition as an intangible asset, and therefore needs to be expensed in profit or loss. |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Summary of significant accounting policies | ||
Schedule of of amounts recognised as of acquisition date for each major class of assets acquired and liabilities assumed | Fair value recognized Fair value recognized Fair value recognized Fair value recognized on acquisition, February 3, 2021 on acquisition, February 3, 2021, on acquisition, April 5 2021, on acquisition, December 9, 2021, Nexters Studio LLC Nexters Online LLC NHW Ltd Game Positive LLC Assets Property and equipment 390 85 — 71 Intangible assets 38 14 — — Right-of-use assets 1,164 395 — — Trade and other receivables 656 80 15 48 Other assets 91 27 — 59 Cash and cash equivalents 26 4 1 82 Prepaid tax 28 — — 12 2,393 605 16 272 Liabilities Deferred tax liability (4) (16) — — Lease liabilities – current (1,164) (395) — — Trade and other payables (1,415) (218) — (159) Tax liability — (4) — — (2,583) (633) — (159) Total identifiable net assets at fair value (190) (28) 16 113 Goodwill/(negative goodwill) arising on acquisition 1,274 191 8 (79) NCI — — — (33) Purchase consideration transferred 1,084 163 24 1 | |
Schedule of net cash flow in acquisition | Fair value recognized on acquisition, January 31, 2022, Lightmap Ltd Assets Property and equipment 68 Intangible assets 17,664 Right-of-use assets 230 Indemnification asset 3,043 Trade and other receivables 2,375 Cash and cash equivalents 1,555 Prepaid tax 383 25,318 Liabilities Lease liabilities (230) Trade and other payables (2,185) Provisions for non-income tax risks (1,381) Tax liability (1,721) (5,517) Total identifiable net assets at fair value 19,801 Goodwill arising on acquisition 47,408 NCI — Purchase consideration transferred 67,209 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 1,555 Consideration to be paid (55,667) Cash payable after reporting period 4,090 Net cash flow in acquisition (50,022) | Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 26 4 1 82 Cash paid (1,084) (163) (24) (1) Net cash flow in acquisition (1,058) (159) (23) 81 |
Schedule of actual number of shares held and outstanding | Number of Percentage of Ordinary Shares Ordinary Shares Kismet’s public shareholders 3,188,758 1.6 % Sponsor 11,750,000 6.0 % Nexters Global shareholders 176,584,343 89.9 % PIPE investors 5,000,000 2.5 % Total 196,523,101 100 % |
Loss per share (Tables)
Loss per share (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Earnings/(loss) per share | ||
Schedule of income and share data used in basic and diluted loss per share computations | The following reflects the income and share data used in basic and diluted earnings/(loss) per share computations for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent for basic earnings 53,063 (31,798) 29,634 (20,010) Weighted average number of ordinary shares for basic and diluted earnings per share 197,971,371 176,584,343 197,971,371 176,584,343 Earnings/(loss) per share: Earnings/(loss) attributable to ordinary equity holders of the parent, US$ 0.27 (0.18) 0.15 (0.11) | The following reflects the income and share data used in basic and diluted loss per share computations for the years ended December 31, 2021, 2020 and 2019: 2019, as 2020 2020, as previously 2019, previously 2021 restated reported restated reported Loss for the period net of tax attributable to ordinary equity holders of the parent for basic earnings (117,455) (751) 668 (35,526) (33,706) Weighted average number of ordinary shares for basic and diluted earnings per share 183,521,938 176,584,343 176,584,343 176,584,343 176,584,343 Loss per share: Loss attributable to ordinary equity holders of the parent, US$ (0.64) (0.00) 0.00 (0.20) (0.19) |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue | ||
Schedule of revenue from contracts with customers | The following table summarizes revenue from contracts with customers for the six and three months ended June 30, 2022 and June 30, 2021 : Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 In-game purchases 241,014 185,481 120,975 102,710 Advertising 10,823 10,852 4,791 6,934 Total 251,837 196,333 125,766 109,644 | The following table summarizes revenue from contracts with customers for the years ended December 31, 2021, 2020 and 2019: 2020, as previously 2021 2020, restated* reported 2019 In-game purchases 406,594 245,833 244,457 89,169 Advertising 27,500 15,059 15,059 4,642 Total 434,094 260,892 259,516 93,811 * ”). |
Schedule of revenue disaggregated based on geographical location | The following table set forth revenue disaggregated based on geographical location of our payers: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 US 81,385 63,793 42,203 34,849 Europe 53,485 44,589 26,770 23,682 FSU* 26,582 25,539 13,436 13,904 Asia 68,367 45,066 33,043 26,786 Other 22,018 17,346 10,314 10,423 Total 251,837 196,333 125,766 109,644 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. | The following table set forth revenue disaggregated based on geographical location of our payers: 2020, as previously 2021 2020, restated reported 2019 US 136,570 97,470 96,950 38,066 Europe 93,620 61,494 61,167 22,956 FSU* 57,794 38,978 38,772 19,008 Asia 106,404 42,382 42,158 7,671 Other 39,706 20,568 20,469 6,110 Total 434,094 260,892 259,516 93,811 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. |
Game operation cost (Tables)
Game operation cost (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Game operation cost | ||
Schedule of game operation cost | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (3,135) (1,247) (1,609) (711) Technical support services (3,462) (2,548) (1,701) (855) (6,597) (3,795) (3,310) (1,566) | 2020, 2020, as previously 2019, 2019, as previously 2021 restated* reported restated* reported Technical support services (4,960) (16,114) (15,373) (15,078) (14,169) Employee benefits expenses (13,985) (1,276) (1,029) (649) (648) (18,945) (17,390) (16,402) (15,727) (14,817) * |
Selling and marketing expenses
Selling and marketing expenses (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Selling and marketing expenses | ||
Schedule of selling and marketing expenses | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Advertising costs (88,926) (154,634) (33,775) (90,190) Employee benefits expenses (2,395) (838) (1,252) (555) (91,321) (155,472) (35,027) (90,745) | 2021 2020 2019 Advertising costs (266,906) (164,929) (81,814) Employee benefits expenses (3,261) (827) (366) (270,167) (165,756) (82,180) |
General and administrative ex_2
General and administrative expenses (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
General and administrative expenses | ||
Schedule of general and administrative expenses | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (6,613) (1,722) (3,032) (1,023) Professional fees (2,159) (2,090) (666) (683) Other operating expenses (4,908) (1,667) (3,743) (1,541) (13,680) (5,479) (7,441) (3,247) | 2020, 2020, as previously 2019, 2019, as previously 2021 restated * reported restated * reported Employee benefits expenses (10,497) (2,033) (1,045) (1,912) (1,002) Professional fees (7,457) (1,473) (1,473) (278) (278) Other operating expenses (5,077) (183) (183) (421) (421) (23,031) (3,689) (2,701) (2,611) (1,701) * |
Finance income and costs (Table
Finance income and costs (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finance income and costs | ||
Schedule of finance income and costs | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Interest income 334 — 235 — Foreign exchange gain 409 — 1,534 775 Finance income 743 — 1,769 775 Six months ended Six months ended Three months ended Three months ended June 20, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Foreign exchange loss — (997) — — Bank charges (229) (106) (114) (58) Unwinding of discount on the put option liability (101) — (34) — Interest expense (20) (14) (9) (6) Finance expenses (350) (1,117) (157) (64) | 2021 2020 2019 Interest income — 7 12 Foreign exchange gain — 1,991 411 Change in fair value of share warrant obligations 10,080 — — Other income 79 — — Finance income – total 10,159 1,998 423 Interest expense (91) (45) (96) Bank charges (320) (175) (87) Foreign exchange loss (2,809) — — Finance costs – total (3,220) (220) (183) Net finance income 6,939 1,778 240 |
Share listing expense (Tables)
Share listing expense (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share listing expense | |
Schedule of calculation of share listing expense | Number of Shares Amount Kismet’s existing public shareholders 3,188,758 Sponsor 11,750,000 PIPE investors 5,000,000 Total Nexters Inc Shares issued to Kismet shareholders 19,938,758 Market value per share at August 27, 2021 US$ 10.6684 Fair value of shares issued 212,715 Net assets of Kismet at August 27, 2021 111,286 Effect of accounting for fair value of warrants (24,009) Net assets of Kismet at August 27, 2021 including effect of fair value of warrants (1) 87,277 Difference - being IFRS 2 charge for listing services 125,438 (1) Includes the effects of i.) US GAAP to IFRS conversion adjustment and ii.) effect of difference in fair values between Kismet warrants and Nexters Inc. warrants |
Taxation (Tables)
Taxation (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Taxation | ||
Schedule of reconciliation of effective tax rate | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) before income tax 75,134 (23,768) 42,118 (14,819) Tax calculated at the applicable tax rates (6,686) 3,902 (3,455) 2,438 Effect of different tax rates in other countries 5 (3) (7) (17) Tax effect of expenses not deductible for tax purposes and non-taxable income (601) 129 (1,300) 268 Tax effect of deductions under special tax regimes 5,620 (3,353) 3,812 (2,234) Tax effect of tax losses brought forward 812 (675) 201 (455) Tax effect of not recognized deferred tax asset regarding the loss carryforward (760) — (293) — Overseas tax in excess of credit claim used during the period (415) (524) (210) (325) Special contribution for the defence fund — — — — Income tax expense (2,025) (524) (1,252) (325) | 2021 2020 2019 (Loss)/income before income tax (116,317) 111 (35,519) Tax calculated at the applicable tax rates 14,545 (15) 4,440 Effect of different tax rates in other countries 82 (9) (5) Tax effect of expenses not deductible for tax purposes and non-taxable income (14,665) 401 906 Tax effect of deductions under special tax regimes 169 (624) (4,126) Tax effect of tax losses brought forward 395 230 (1,220) Tax effect of loss for the year for which no deferred tax asset is recognized (637) — — Overseas tax in excess of credit claim used during the period (1,016) (845) (2) Income tax expense (1,127) (862) (7) |
Dividends (Tables)
Dividends (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Dividends | |
Schedule of dividends | 2021 2020 2019 Dividends unpaid as at January 1 2,592 84 — Dividends declared for year, per share US$ 4,800 (2020: 2,681, 2019: 210) 96,000 53,614 4,206 Dividends paid (98,562) (51,683) (4,122) Effect of foreign exchange rates (30) 577 — Dividends unpaid as at December 31 — 2,592 84 |
Property and equipment (Tables)
Property and equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property and equipment | |
Schedule of property and equipment | Furniture, Computer fixtures and office hardware equipment Total Cost Balance at January 1, 2020 64 51 115 Additions 47 100 147 Balance at December 31, 2020 111 151 262 Depreciation Balance at January 1, 2020 24 29 53 Depreciation for the year 18 20 38 Balance at December 31, 2020 42 49 91 Carrying amounts Balance at December 31, 2020 69 102 171 Furniture, Computer fixtures and office hardware equipment Total Cost Balance at January 1, 2021 111 151 262 Additions 937 162 1,099 Acquisitions through business combinations 287 259 546 Disposals (58) (2) (60) Balance at December 31, 2021 1,277 570 1,847 Depreciation Balance at January 1, 2021 42 49 91 Depreciation for the year 327 105 432 Disposals (26) (2) (28) Balance at December 31, 2021 343 152 495 Carrying amounts Balance at December 31, 2021 934 418 1,352 |
Intangible assets (Tables)
Intangible assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Intangible assets | |
Schedule of intangible assets | Computer software Cost Balance at January 1, 2020 771 Additions — Balance at December 31, 2020 771 Amortization Balance at January 1, 2020 435 Amortization for the year 260 Balance at December 31, 2020 695 Carrying amounts Balance at December 31, 2020 76 Computer software License Total Cost Balance at January 1, 2021 771 — 771 Additions 4 334 338 Acquisitions through business combinations — 52 52 Balance at December 31, 2021 775 386 1,161 Amortization Balance at January 1, 2021 695 — 695 Amortization for the year 55 145 200 Balance at December 31, 2021 750 145 895 Carrying amounts Balance at December 31, 2021 25 241 266 |
Loans receivable (Tables)
Loans receivable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Loans receivable. | |
Schedule of loans receivable | 2021 2020 2019 Balance at January 1 8 521 272 New loans granted 123 — 338 Repayments of principal — (508) (95) Interest charged — 7 12 Interest received (7) (19) — Foreign exchange (gain) / loss (1) 7 (6) Balance at December 31 123 8 521 |
Lease (Tables)
Lease (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Lease | ||
Schedule of lease | Right-of-use assets Lease liabilities Balance at January 1, 2022 2,050 1,934 Additions 1,318 1,318 Acquisitions through business combinations 62 62 Reclassification to assets included in disposal group classified as held for sale - net of depreciation (1,465) — Reclassification to liabilities included in disposal group classified as held for sale - net of depreciation — (1,485) Depreciation (343) — Interest expense — 20 Payments — (546) Effect of foreign exchange rates — — Balance at June 30, 2022 1,622 1,303 Lease liabilities - current 886 Lease liabilities - non-current 417 Right-of-use assets Lease liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,706 1,706 Depreciation (829) — Interest expense — 50 Payments — (990) Effect of foreign exchange rates — (35) Balance at June 30, 2021 1,921 1,842 Lease liabilities - current 1,274 Lease liabilities - non-current 568 | Lease Right-of-use assets liabilities Balance at January 1, 2020 71 70 Additions 1,236 1,236 Depreciation (263) — Interest expense — 26 Payments — (367) Effect of foreign exchange rates — 146 Balance at December 31, 2020 1,044 1,111 Lease liabilities – current 293 Lease liabilities – non-current 818 Lease Right-of-use assets liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,305 1,305 Acquisitions through business combinations 1,559 1,559 Depreciation (1,908) — Interest expense — 90 Payments — (2,222) Effect of foreign exchange rates 50 91 Balance at December 31, 2021 2,050 1,934 Lease liabilities – current 831 Lease liabilities – non-current 1,103 |
Schedule of amounts recognized in consolidated statement of profit or loss | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expense relating to short-term and low-value leases 28 8 28 5 Interest expense on lease liabilities 20 50 36 26 48 58 64 31 | 2021 2020 2019 Expense relating to short-term and low-value leases 86 9 28 Interest expense on lease liabilities 90 26 1 |
Schedule of cash outflow for leases | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Сash outflow for leases 1,438 940 804 390 Cash outflow for short-term and low-value leases 20 50 36 26 Total cash outflow for leases 1,458 990 840 416 | 2021 2020 2019 Cash outflow for leases 2,132 367 31 Cash outflow for short-term and low-value leases 9 5 28 Total cash outflow for leases 2,141 372 59 |
Trade and other receivables (Ta
Trade and other receivables (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other receivables. | ||
Schedule of trade and other receivables | June 30, 2022 December 31, 2021 Trade receivables 42,481 41,675 Deposits and prepayments 1,906 2,460 Other receivables 1,842 952 Total 46,229 45,087 | December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade receivables 41,675 30,720 30,909 Deposits and prepayments 2,460 2,045 2,045 Other receivables 952 209 209 Total 45,087 32,974 33,163 * ”). |
Cash and cash equivalents (Tabl
Cash and cash equivalents (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Cash and cash equivalents. | |
Schedule of cash and cash equivalents | 2021 2020 Current accounts 142,787 84,538 Bank deposits 15 19 Total 142,802 84,557 Currency 2021 2020 United States Dollars 108,884 72,412 Euro 33,297 11,404 Russian Ruble 621 741 Total 142,802 84,557 |
Share capital and reserves (Tab
Share capital and reserves (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share capital and reserves | |
Schedule of share capital | 2020 2020 Number of shares US$ Ordinary shares of €1 each — — Class A shares of €1 each 18,940 25,246 Class B shares of €1 each 1,060 1,413 20,000 26,659 Issued and fully paid Balance at January 1, 2020 20,000 26,659 Balance at December 31, 2020 20,000 26,659 2021 2021 Number of shares US$ Ordinary shares of $0 each 196,523,101 — 196,523,101 — Issued and fully paid Balance at January 1, 2021 20,000 26,659 Balance at December 31, 2021 196,523,101 — |
Trade and other payables (Table
Trade and other payables (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other payables. | ||
Schedule of trade and other payables | June 30, 2022 December 31, 2021 Trade payables 5,591 16,191 Payables to the sellers on acquisitions 4,090 — Provision for indirect taxes 4,666 6,923 Accrued salaries, bonuses, vacation pay and related taxes 2,936 1,924 Accrued professional services 548 1,100 Other payables 1,158 435 Total 18,989 26,573 | December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade payables 16,191 9,793 9,793 Provision for indirect taxes 6,923 1,754 3,850 Dividends payable — 2,592 2,592 Accrued salaries, bonuses, vacation pay and related taxes 1,924 577 2,050 Accrued professional services 1,100 1,184 — Other payables 435 1,314 1,314 Total 26,573 17,214 19,599 * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). |
Loans and borrowings (Tables)
Loans and borrowings (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Loans and borrowings | |
Schedule of loans and borrowings | 2021 2020 2019 Balance at January 1 49 4,028 45 Additions — — 6,500 Repayments (49) (3,980) (2,418) Interest paid — (17) (85) Change from financing cashflows (49) (3,997) 3,997 Discount on low-interest loans from shareholders — — (108) Interest accrued — 19 95 Foreign exchange loss / (gain) — (1) (1) Balance at December 31 — 49 4,028 2021 2020 2019 Loans and borrowings Short-term loan from shareholder — 49 3,983 Long-term loan from shareholder — — 45 — 49 4,028 |
Share warrant obligation (Table
Share warrant obligation (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share warrant obligations | ||
Schedule of fair value of warrants | December 31, 2021 June 30, 2022 Risk free rate forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 1 8.06 5.03 Expected warrant life (years) 4.7 4.1 1 Starting share price was the market price taken from Bloomberg for valuation as at December 31, 2021. As at June 30, 2022 is based on the methods disclosed above. | August 27, December 31, 2021 2021 Warrant price (US$) (2) 0.93 0.77 (2) Volume-weighted average price as at August 27, 2021, source: Bloomberg. The fair value of the warrant determined using Monte-Carlo simulation as at December 31, 2021. Key assumptions of the model: August 27, 2021 December 31, 2021 forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Risk free rate Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 10.67 8.06 Expected warrant life (years) 5.0 4.7 |
Schedule of warrant obligations | Public Warrants Private Warrants Total Balance at December 31, 2021 10,372 11,657 22,029 Fair value adjustment (598) (4,166) (4,764) Balance at June 30, 2022 9,774 7,491 17,265 | Private Public Warrants Warrants Total Balance at August 27, 2021 12,606 19,503 32,109 Fair value adjustment (2,234) (7,846) (10,080) Balance at December 31, 2021 10,372 11,657 22,029 |
Deferred revenue and deferred_2
Deferred revenue and deferred platform commission fees (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred revenue and deferred platform commission fees | |
Schedule of change in deferred revenue and platform commission fees | Deferred revenue is associated with the portion of in-game purchases revenue that is recognized over time. The table below summarizes the change in deferred revenue and platform commission fees for the years ended December 31, 2021 and 2020: 2020, restated* 2020, as previously reported Liabilities January 1, 2020 110,179 110,179 Deferred during the year 344,200 343,114 Released to profit or loss (159,597) (159,597) December 31, 2020 294,782 293,696 Current portion 215,562 214,711 Non-current portion 79,220 78,985 Assets January 1, 2020 37,122 37,122 Deferred during the year 101,902 101,877 Released to profit or loss (49,437) (49,437) December 31, 2020 89,587 89,562 * 2021 Liabilities January 1,2021 294,782 Deferred during the year 428,511 Released to profit or loss (300,612) December 31, 2021 422,681 Current portion 294,607 Non-current portion 128,074 Assets January 1,2021 89,587 Deferred during the year 114,657 Released to profit or loss (87,711) December 31, 2021 116,533 |
Related party transactions (Tab
Related party transactions (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Related party transactions | ||
Schedule of remuneration of Directors and other members of key management and loans to and from shareholders | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Directors’ remuneration 560 188 302 95 – short-term employee benefits 425 188 240 95 – share-based payments 135 — 62 — Other members of key management’s remuneration 1,802 394 763 218 – short-term employee benefits 874 394 383 218 – share-based payments 928 — 380 — 2,362 558 1,065 409 (ii) Loans receivable June 30, 2022 December 31, 2021 Loan to the Company’s employees 356 123 Loan to Castcrown Ltd - net (Note 16) 4,455 — Loan to MX Capital Ltd - net (Note 16) 9,984 — 14,795 123 | 2021 2020 2019 Directors’s remuneration 902 338 252 – short-term employee benefits 870 338 252 – share-based payments 32 — — Other members of key management’s remuneration 2,834 219 159 – short-term employee benefits 1,395 219 159 – share-based payments 1,439 — — 3,736 557 411 December 31, December 31, 2021 2020 Loan to Boris Gertsovsky — 8 — 8 December 31, December 31, 2021 2020 Short-term loan from Boris Gertsovsky — 49 — 49 |
List of subsidiaries (Tables)
List of subsidiaries (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
List of subsidiaries | ||
Schedule of list of subsidiaries | Ownership Interest Ownership Interest June 30, 2022 December 31, 2021 Name % % Flow Research S.L. 100 100 Nexters Studio LLC 100 100 Nexters Online LLC 100 100 NHW Ltd 100 100 Nexters Global Ltd 100 100 Synergame Investments Ltd 100 100 Game Positive LLC 70 70 Lightmap Ltd 100 — Lightmap LLC 100 — | Ownership Ownership Interest Interest December 31, December 31, 2021 2020 Name % % Topland Management Ltd — 100 Flow Research S.L. 100 100 Nexters Studio LLC 100 — Nexters Online LLC 100 — NHW Ltd 100 — Nexters Global Ltd 100 — Synergame Investments Ltd 100 — Game Positive LLC 70 — |
Financial instruments - fair _2
Financial instruments - fair values and risk management (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Financial instruments - fair values and risk management | ||
Schedule of financial assets | June 30, 2022 December 31, 2021 Financial assets at amortized cost Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 Loans receivable 14,806 123 Total 148,665 184,600 June 30, 2022 December 31, 2021 Financial assets measured at fair value Call option assets 6,054 — Total 6,054 — | December 31, December 31, 2020, As previously reported, 2021 restated * December 31, 2020 Financial assets at amortized cost Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 Loans receivable 123 8 8 Total 184,600 115,285 115,474 * |
Schedule of financial liabilities | June 30, 2022 December 31, 2021 Financial liabilities not measured at fair value Lease liabilities 1,303 1,934 Trade and other payables 18,989 26,573 Total 20,292 28,507 June 30, 2022 December 31, 2021 Financial liabilities measured at fair value Loans receivable 14,806 123 Put option liability 13,886 — Other non-current liabilities 9,071 — Share warrant obligations 17,265 22,029 Total 55,028 22,152 | December 31, December 31, 2020, As previously reported, 2021 restated* December 31, 2020 Financial liabilities not measured at fair value Loans from shareholders — 49 49 Lease liabilities 1,934 1,111 1,111 Trade and other payables 26,573 17,214 19,599 Total 28,507 18,374 20,759 December 31, 2021 December 31, 2020 Financial liabilities measured at fair value Share warrant obligations 22,029 — Total 22,029 — * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). |
Schedule of maximum exposure to credit risk at the reporting date | June 30, 2022 December 31, 2021 Loans receivables 14,806 123 Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 | December 31, As previously December 31, 2020, reported, 2021 restated* December 31, 2020 Loans receivables 123 8 8 Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 |
Schedule of contractual maturities of financial liabilities | June 30, 2022 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,303 1,110 28 680 402 Trade and other payables 18,989 18,989 18,989 — — 20,292 20,099 19,017 680 402 December 31, 2021 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 | Carrying Contractual 3 months Between Between December 31, 2021 amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 Carrying amounts as previously Carrying Contractual 3 months Between Between December 31, 2020 reported amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,111 1,111 1,167 32 288 847 Trade and other payables 19,599 17,214 17,214 17,214 — — Loans from shareholders 49 49 49 — 49 — 20,759 18,374 18,430 17,246 337 847 |
Schedule of exposure to foreign currency risk | June 30, 2022 Euro Russian Ruble Armenian Dram Assets Loans receivable 356 — — Trade and other receivables 10,057 5,495 18 Cash and cash equivalents 9,077 1,498 1 19,490 6,993 19 Liabilities Lease liabilities (1,303) — Trade and other payables (11,058) — (212) (12,361) — (212) Net exposure 7,129 6,993 (193) December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 | December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 December 31, 2020 Euro Russian Ruble Assets Loans receivable 8 — Trade and other receivables 9,661 2,649 Cash and cash equivalents 11,404 741 21,073 3,390 Liabilities Lease liabilities (1,111) — Trade and other payables (5,811) (3) Loans and borrowings (49) — (6,971) (3) Net exposure 14,102 3,387 |
Schedule of sensitivity analysis | Strengthening of Weakening of US$ June 30, 2022 US$ by 10% by 10% Euro (713) 713 Russian Ruble (699) 699 Armenian Dram 19 (19) (1,393) 1,393 Strengthening of Weakening of US$ December 31, 2021 US$ by 10% by 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 | Strengthening of US$ Weakening of US$ by December 31, 2021 by 10% 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 Strengthening of US$ Weakening of US$ by December 31, 2020 by 10% 10% Euro (1,410) 1,410 Russian Ruble (339) 339 (1,749) 1,749 |
Share-based payments (Tables)
Share-based payments (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based options for Class A shares and Class B shares issued | Class of shares Grant Date No. of options outstanding Vesting period Vesting conditions Employee stock option plan November 2021, depending on the employee 2,330,000 * 2021 - 2026 Service condition Modified Class B complex vesting options 01.01.2019 4,120,300 * 2022 - 2026 Service condition, performance non-market condition Modified complex conditional upon listing 18.11.2020 20,000 * 2021 Service condition, performance non-market condition Total share options granted as at June 30, 2022 6,470,300 – – * Options granted refer to Nexters Inc. shares | Vesting Class of shares Grant Date No. of options granted Vesting period conditions Employee stock option plan November 2021, depending on the employee 2,330,000*** 2021 – 2026 Service condition Class B complex vesting 01.01.2019 1,300* 2027 Service condition, performance non-market condition Modification of Class B complex vesting options 01.01.2019 4,414,608*** 2022 - 2026 Service condition, performance non-market condition Complex conditional upon listing 18.11.2020 — 2021 Service condition, performance non-market condition Modification of complex conditional upon listing 18.11.2020 20,000*** 2021 Service condition, performance non- Total share options granted as at December 31, 2021 6,764,608 — — * Options granted refer to Nexters Global Ltd shares ** Options are exercised as at the date of these consolidated financial statements, 20,000 are outstanding *** Options granted refer to Nexters Inc. shares |
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Class B complex vesting 398 — 150 — Complex conditional upon listing — 705 — 315 Employee stock option plan 1,631 — 814 — Total recorded expenses 2,029 705 964 315 therein recognized: within Game operation cost 64 — 32 — within Selling and marketing expenses 129 — 65 — within General and administrative expenses 1,836 705 867 315 | 2020, as 2019, as previously previously 2021 2020, restated* reported 2019, restated* reported Class A — — — 20 20 Class B — — — 3,704 3,704 Class B complex vesting 216 2,146 169 2,738 919 Complex conditional upon listing 930 130 130 — — Employee stock option plan 2,615 — — — — Total recorded expenses 3,761 2,276 299 6,462 4,643 therein recognized: within Game operation cost 234 1,073 85 5,073 4,163 within Selling and marketing expenses 467 — — — — within General and administrative expenses 3,060 1,203 214 1,389 480 * |
Class A share-based payments | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of movement of the share options, related fair values ("FV") at grant dates and actual vesting | Employee Class B complex Class B complex Complex stock vesting — related to vesting — related to conditional upon options Nexters Global Ltd Nexters Inc listing — related to plan shares shares Nexters Inc shares Outstanding at the beginning of the period (units) — 500 — 100,000 Granted during the period (units) 2,330,000 — — 0 Modification of options (units) — (500) 4,414,608 — Exercised during the period (units) — — — (80,000) Outstanding at the end of the period (units) 2,330,000 — 4,414,608 20,000 * | |
Stock Options granted in 2021 | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to the stated conditions 1,631 705 814 315 Total recorded expenses 1,631 705 814 315 | 2021 2020 2019 Expenses in relation to yet unfulfilled condition 2,615 — — Total recorded expenses 2,615 — — |
Schedule of fair value per one option and related assumptions used to estimate the fair value of our options at the grant date | November 16 - 30, 2021 Evaluation date (grant date) Vesting period 60–90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 – 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 – 1.27% Average FV of one option, US$ 3.57 | Evaluation date (grant date) November 16 - 30, 2021 Vesting period 60 - 90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 - 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 - 1.27% Average FV of one option, US$ 3.57 |
Modification of complex options | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to options with only the service condition 150 — 50 — Expenses in relation to the options with yet unfulfilled performance non-market condition 248 — 100 — Total recorded expenses 398 — 150 — | 2021 2020 2019 Expenses in relation to the options with only the service condition 99 — — Expenses in relation to the options with a fulfilled non-market performance condition — 2,146 2,466 Expenses in relation to the options with yet unfulfilled performance non-market condition 117 — 272 Total recorded expenses 216 2,146 2,738 |
Schedule of fair value per one option and related assumptions used to estimate the fair value of our options at the grant date | January 1, 2019 Evaluation date (grant date) Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options** 7,856.12 * — applied to the result of fair value estimation. ** — total FV of 1,300 complex options related to Nexters Global shares that in November of 2021 were modified into 4,414,608 complex options related to the shares in Nexters Inc. | Evaluation date (grant date) January 1, 2019 Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options 7,856.12 * — applied to the result of fair value estimation |
Complex vesting conditional upon listing | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to yet unfulfilled condition — 705 — 315 Total recorded expenses — 705 — 315 | 2021 2020 2019 Expenses in relation to yet unfulfilled condition — 130 — Expenses in relation to fulfilled condition 930 — — Total recorded expenses 930 130 — |
Schedule of fair value per one option and related assumptions used to estimate the fair value of our options at the grant date | November 18, November 18, 2020 2020 Evaluation date (grant date) Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8% 34.8% Dividend yield 0.0% 0.0% Risk-free interest rate 0.11% 0.11% Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 | November 18, November 18, Evaluation date (grant date) 2020 2020 Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8 % 34.8 % Dividend yield 0.0 % 0.0 % Risk-free interest rate 0.11 % 0.11 % Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 |
Summary of significant accoun_4
Summary of significant accounting policies - Acquisition of subsidiares (Details) $ in Thousands, ₽ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||
Jan. 25, 2022 item | Feb. 03, 2021 USD ($) company | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Dec. 09, 2021 USD ($) | Apr. 05, 2021 USD ($) | Apr. 05, 2021 EUR (€) | Feb. 03, 2021 RUB (₽) | |
Acquisition of subsidiaries | |||||||||||||
Number of game development studios acquired | 300 | 2 | |||||||||||
Goodwill | $ 48,900 | $ 48,900 | $ 1,501 | ||||||||||
Goodwill recognised at the acquisition date | 1,473 | ||||||||||||
Translation reseve | 28 | ||||||||||||
Bargain purchase on acquisition | 79 | ||||||||||||
Net loss before tax from continuing operations | $ 42,118 | $ (14,819) | $ 75,134 | $ (23,768) | (116,317) | $ 111 | $ (35,519) | ||||||
Revenue | 434,094 | ||||||||||||
Net loss from continuing operations | 118,576 | ||||||||||||
Nexters Online LLC and Nexters Studio LLC | |||||||||||||
Acquisition of subsidiaries | |||||||||||||
Total consideration | $ 1,247 | ₽ 93 | |||||||||||
Nexters Online LLC | |||||||||||||
Acquisition of subsidiaries | |||||||||||||
Percentage of voting interest acquired | 100% | 100% | |||||||||||
Total consideration | $ 163 | ||||||||||||
Goodwill recognised at the acquisition date | $ 191 | ||||||||||||
Net loss before tax from continuing operations | 2,219 | ||||||||||||
Nexters Studio LLC | |||||||||||||
Acquisition of subsidiaries | |||||||||||||
Percentage of voting interest acquired | 100% | 100% | |||||||||||
Total consideration | $ 1,084 | ||||||||||||
Goodwill recognised at the acquisition date | $ 1,274 | ||||||||||||
Net loss before tax from continuing operations | 16,563 | ||||||||||||
NHW Ltd | |||||||||||||
Acquisition of subsidiaries | |||||||||||||
Percentage of voting interest acquired | 100% | 100% | |||||||||||
Total consideration | $ 24 | € 20,000 | |||||||||||
Goodwill recognised at the acquisition date | $ 8 | ||||||||||||
Net loss before tax from continuing operations | 13 | ||||||||||||
Game Positive LLC | |||||||||||||
Acquisition of subsidiaries | |||||||||||||
Percentage of voting interest acquired | 70% | ||||||||||||
Total consideration | $ 1 | ||||||||||||
Goodwill recognised at the acquisition date | $ (79) | ||||||||||||
Bargain purchase on acquisition | 79 | ||||||||||||
Goodwill expected to be deductible for tax purpose | 0 | ||||||||||||
Net loss before tax from continuing operations | $ 134 |
Summary of significant accoun_5
Summary of significant accounting policies - Business Combinations (Details) $ in Thousands | Dec. 09, 2021 USD ($) | Apr. 05, 2021 USD ($) | Feb. 03, 2021 USD ($) | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Apr. 05, 2021 EUR (€) |
Disclosure of detailed information about business combination [line items] | ||||||
Goodwill/(negative goodwill) arising on acquisition | $ 48,900 | $ 1,501 | ||||
Nexters Studio LLC | ||||||
Disclosure of detailed information about business combination [line items] | ||||||
Property and equipment | $ 390 | |||||
Intangible assets | 38 | |||||
Right-of-use assets | 1,164 | |||||
Trade and other receivables | 656 | |||||
Other assets | 91 | |||||
Net cash acquired with the subsidiary | 26 | |||||
Prepaid tax | 28 | |||||
Total assets | 2,393 | |||||
Deferred tax liability | (4) | |||||
Lease liabilities - current | (1,164) | |||||
Trade and other payables recognised as of acquisition date | (1,415) | |||||
Total liabilities | (2,583) | |||||
Total identifiable net assets at fair value | (190) | |||||
Purchase consideration transferred | 1,084 | |||||
Net cash acquired with the subsidiary | 26 | |||||
Cash paid | (1,084) | |||||
Net cash flow in acquisition | (1,058) | |||||
Nexters Online LLC | ||||||
Disclosure of detailed information about business combination [line items] | ||||||
Property and equipment | 85 | |||||
Intangible assets | 14 | |||||
Right-of-use assets | 395 | |||||
Trade and other receivables | 80 | |||||
Other assets | 27 | |||||
Net cash acquired with the subsidiary | 4 | |||||
Total assets | 605 | |||||
Deferred tax liability | (16) | |||||
Lease liabilities - current | (395) | |||||
Trade and other payables recognised as of acquisition date | (218) | |||||
Tax liability | (4) | |||||
Total liabilities | (633) | |||||
Total identifiable net assets at fair value | (28) | |||||
Purchase consideration transferred | 163 | |||||
Net cash acquired with the subsidiary | 4 | |||||
Cash paid | (163) | |||||
Net cash flow in acquisition | $ (159) | |||||
NHW Ltd | ||||||
Disclosure of detailed information about business combination [line items] | ||||||
Trade and other receivables | $ 15 | |||||
Net cash acquired with the subsidiary | 1 | |||||
Total assets | 16 | |||||
Total identifiable net assets at fair value | 16 | |||||
Purchase consideration transferred | 24 | € 20,000 | ||||
Net cash acquired with the subsidiary | 1 | |||||
Cash paid | (24) | |||||
Net cash flow in acquisition | $ (23) | |||||
Game Positive LLC | ||||||
Disclosure of detailed information about business combination [line items] | ||||||
Property and equipment | $ 71 | |||||
Trade and other receivables | 48 | |||||
Other assets | 59 | |||||
Net cash acquired with the subsidiary | 82 | |||||
Prepaid tax | 12 | |||||
Total assets | 272 | |||||
Trade and other payables recognised as of acquisition date | (159) | |||||
Total liabilities | (159) | |||||
Total identifiable net assets at fair value | 113 | |||||
NCI | (33) | |||||
Purchase consideration transferred | 1 | |||||
Net cash acquired with the subsidiary | 82 | |||||
Cash paid | (1) | |||||
Net cash flow in acquisition | $ 81 |
Summary of significant accoun_6
Summary of significant accounting policies - Merger of Nexters Global Ltd, Nexters Inc. and Kismet Acquisition One Corp (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||||
Aug. 26, 2021 USD ($) EquityInstruments $ / shares shares | Jul. 16, 2021 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Aug. 27, 2021 | Jan. 31, 2021 USD ($) shares | Aug. 05, 2020 USD ($) | Dec. 31, 2019 shares | Dec. 31, 2018 shares | |
Disclosure of detailed information about business combination [line items] | ||||||||
Number of Ordinary Shares | 196,523,101 | 20,000 | 20,000 | |||||
Purchase price per share | $ / shares | $ 10 | |||||||
Warrants outstanding | 20,250,000 | |||||||
Number of shares entitled per warrant | 20,250,000 | 1 | ||||||
Exercise price | $ / shares | $ 11.50 | |||||||
A&R Forward Purchase Agreement | ||||||||
Disclosure of detailed information about business combination [line items] | ||||||||
Number of Ordinary Shares | 5,000,000 | |||||||
Purchase commitment | $ | $ 50,000 | $ 20,000 | ||||||
Public warrants to be acquired | 1,000,000 | |||||||
PIPE Subscription Agreement | ||||||||
Disclosure of detailed information about business combination [line items] | ||||||||
Ordinary shares to be acquired | 5,000,000 | |||||||
Purchase price per share | $ / shares | $ 10 | |||||||
Aggregate commitment | $ | $ 50,000 | |||||||
Kismet's independent directors | ||||||||
Disclosure of detailed information about business combination [line items] | ||||||||
Ordinary shares to be acquired | 120,000 | |||||||
Kismet Acquisition One Corp | ||||||||
Disclosure of detailed information about business combination [line items] | ||||||||
Number of Ordinary Shares | 21,811,242 | |||||||
Ordinary shares, redemption value | $ | $ 218,190 | |||||||
Ordinary shares outstanding at the time of merger | 3,188,758 | |||||||
Shares issued | 19,938,758 | |||||||
Number of shares entitled per warrant | 1 | |||||||
Exercise price | $ / shares | $ 11.50 | |||||||
Nexters Global | ||||||||
Disclosure of detailed information about business combination [line items] | ||||||||
Total consideration | $ | $ 61,804 | |||||||
Cash Consideration | $ | $ 57,122 | $ 4,682 | ||||||
Shares issued | EquityInstruments | 176,584,343 | |||||||
Deferred exchange shares issued | 20,000,000 | |||||||
Cash acquired | $ | $ 119,659 |
Summary of significant accoun_7
Summary of significant accounting policies - Ordinary shares (Details) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure of detailed information about business combination [line items] | |||
Number of Ordinary Shares | 196,523,101 | 20,000 | 20,000 |
Percentage of Ordinary Shares | 100% | ||
Kismet's public shareholders | |||
Disclosure of detailed information about business combination [line items] | |||
Number of Ordinary Shares | 3,188,758 | ||
Percentage of Ordinary Shares | 1.60% | ||
Sponsor | |||
Disclosure of detailed information about business combination [line items] | |||
Number of Ordinary Shares | 11,750,000 | ||
Percentage of Ordinary Shares | 6% | ||
Nexters Global shareholders | |||
Disclosure of detailed information about business combination [line items] | |||
Number of Ordinary Shares | 176,584,343 | ||
Percentage of Ordinary Shares | 89.90% | ||
PIPE investors | |||
Disclosure of detailed information about business combination [line items] | |||
Number of Ordinary Shares | 5,000,000 | ||
Percentage of Ordinary Shares | 2.50% |
Summary of significant accoun_8
Summary of significant accounting policies - Deferred Exchange Shares (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Jun. 30, 2022 | |
Disclosure of detailed information about business combination [line items] | ||
Number of deferred exchange shares | 20,000,000 | |
Nexters Global | ||
Disclosure of detailed information about business combination [line items] | ||
Number of deferred exchange shares | 20,000,000 | |
Nexters Global | Weighted average trading price is US$13.50 | ||
Disclosure of detailed information about business combination [line items] | ||
Number of deferred exchange shares | 10,000,000 | |
Weighted average trading price | $ 13.50 | |
Nexters Global | Weighted average trading price is US$17.00 | ||
Disclosure of detailed information about business combination [line items] | ||
Number of deferred exchange shares | 10,000,000 | |
Weighted average trading price | $ 17 |
Summary of significant accoun_9
Summary of significant accounting policies - Foreign currency translation, property and equipment, intangible assets and Special contribution for defense of the Republic of Cyprus (Details) | 12 Months Ended | |||
Dec. 31, 2021 $ / € | Dec. 31, 2020 $ / € | Dec. 31, 2021 $ / ₽ | Dec. 31, 2020 RUB (₽) | |
Disclosure of detailed information about property, plant and equipment [line items] | ||||
Exchange rate | 1.132 | 1.228 | 0.0134 | 0.0135 |
Average useful economic life of intangible assets | 4 years | 4 years | ||
Special contribution for defense fund | 70 | 17 | ||
Computer hardware | Minimum. | ||||
Disclosure of detailed information about property, plant and equipment [line items] | ||||
Useful lives of property and equipment | 2 years | |||
Computer hardware | Maximum. | ||||
Disclosure of detailed information about property, plant and equipment [line items] | ||||
Useful lives of property and equipment | 5 years | |||
Furniture, fixtures and office equipment | ||||
Disclosure of detailed information about property, plant and equipment [line items] | ||||
Useful lives of property and equipment | 5 years |
Accounting judgments, estimat_2
Accounting judgments, estimates and assumptions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of changes in accounting estimates [line items] | |||
Minimum period of inactivity to determine inactive players | 30 days | ||
Hero Wars | |||
Disclosure of changes in accounting estimates [line items] | |||
Player lifespan | 25 months | 23 months | 17 months |
Other games | |||
Disclosure of changes in accounting estimates [line items] | |||
Player lifespan | 25 months | 34 months | 27 months |
Minimum | |||
Disclosure of changes in accounting estimates [line items] | |||
Estimated increase in revenue | $ 23,702 | ||
Maximum | |||
Disclosure of changes in accounting estimates [line items] | |||
Estimated increase in revenue | $ 32,330 |
Accounting judgments, estimat_3
Accounting judgments, estimates and assumptions - Sensitivity to input parameters (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Amount of simulations performed | 10,000 | |
Percentage Of Share Capital, To Calculate Fair Value Of Share Options Granted | 100 | 100 |
Share of durable items | Deferred revenue | ||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Percentage of increase in fair value of public and private warrants | 10% | 10% |
Percentage of decrease in fair value of public and private warrants | 10% | 10% |
Decrease in fair value | $ 32,279 | |
Increase in fair value | $ 32,253 | |
Share of consumable items | Deferred revenue | ||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Percentage of increase in fair value of public and private warrants | 10% | 10% |
Percentage of decrease in fair value of public and private warrants | 10% | 10% |
Decrease in fair value | $ 7,872 | |
Increase in fair value | $ 7,872 | |
Estimated lifespans | Deferred revenue | ||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Percentage of increase in fair value of public and private warrants | 10% | 10% |
Decrease in fair value | $ 32,268 | |
Increase in fair value | $ 28,982 |
Accounting judgments, estimat_4
Accounting judgments, estimates and assumptions Additional information (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 26, 2021 $ / shares shares | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
Share warrant obligation | ||||||||
Number of shares per warrant | shares | 20,250,000 | 1 | ||||||
Exercise price | $ / shares | $ 11.50 | |||||||
Number of warrants converted | shares | 20,249,993 | |||||||
Revenue | $ 125,766,000 | $ 109,644,000 | $ 251,837,000 | $ 196,333,000 | $ 434,094,000 | $ 260,892,000 | $ 93,811,000 | |
Income tax expense | 1,252,000 | 325,000 | 2,025,000 | 524,000 | 1,127,000 | 862,000 | 7,000 | |
Tax liability | 3,661,000 | 3,661,000 | 814,000 | 306,000 | ||||
Trade and other payables | 18,989,000 | 18,989,000 | 26,573,000 | 17,214,000 | ||||
Trade and other receivables | 46,229,000 | 46,229,000 | 45,087,000 | 32,974,000 | ||||
Platform commissions | 35,388,000 | 29,510,000 | 68,839,000 | 53,990,000 | 117,229,000 | 75,163,000 | 28,766,000 | |
Long-term deferred revenue | 110,981,000 | 110,981,000 | 128,074,000 | 79,220,000 | ||||
Deferred revenue | 298,326,000 | 298,326,000 | 294,607,000 | 215,562,000 | ||||
Long-term deferred platform commission fees | 105,440,000 | 105,440,000 | 116,533,000 | 89,587,000 | ||||
Other reserves | 169,517,000 | 169,517,000 | 166,405,000 | 12,084,000 | ||||
Game operation cost | 3,310,000 | 1,566,000 | 6,597,000 | 3,795,000 | 18,945,000 | 17,390,000 | 15,727,000 | |
General and administrative expense | 7,441,000 | $ 3,247,000 | 13,680,000 | $ 5,479,000 | 23,031,000 | 3,689,000 | 2,611,000 | |
Accumulated deficit | $ (274,434,000) | $ (274,434,000) | (327,497,000) | (114,019,000) | ||||
Threshold limit of the gross sales, for the two yeard before the reporting period, to determine elimination of tax obligation | $ 10,000,000,000 | 10,000,000,000 | ||||||
Percentage of tax elimination over gross sales, when threshold limit of gross sales is not exceeded | 0.09 | |||||||
Impact of correction | ||||||||
Share warrant obligation | ||||||||
Revenue | $ 463,000 | |||||||
Income tax expense | 844,000 | |||||||
Tax liability | 289,000 | |||||||
Trade and other payables | 97,000 | |||||||
Trade and other receivables | 189,000 | |||||||
Platform commissions | 25,000 | |||||||
Long-term deferred revenue | 235,000 | |||||||
Deferred revenue | 851,000 | |||||||
Long-term deferred platform commission fees | 25,000 | |||||||
Other reserves | 1,976,000 | $ 1,819,000 | ||||||
Game operation cost | 988,000 | |||||||
General and administrative expense | $ 910,000 | |||||||
Accumulated deficit | 289,000 | |||||||
Previously reported | ||||||||
Share warrant obligation | ||||||||
Revenue | 913,000 | |||||||
Trade and other payables | 1,999,000 | |||||||
Accrued liability | $ 1,999,000 | |||||||
Kismet Acquisition One Corp | ||||||||
Share warrant obligation | ||||||||
Number of shares per warrant | shares | 1 | |||||||
Exercise price | $ / shares | $ 11.50 | |||||||
Number of warrants converted | shares | 20,250,000 | |||||||
Ifrs Measurement Input Price Volatility | Warrants | ||||||||
Share warrant obligation | ||||||||
Percentage of increase in fair value of public and private warrants | 10% | |||||||
Percentage of decrease in fair value of public and private warrants | 10% | |||||||
Increase in fair value | $ 1,334,000 | |||||||
Decrease in fair value | $ 1,366,000 |
Segment reporting (Details)
Segment reporting (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 item | Dec. 31, 2021 segment | |
Segment reporting | ||
Number of operating segments | 1 | 1 |
Number of business activity | 1 | 1 |
Loss per share (Details)
Loss per share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Loss for the year net of tax attributable to ordinary equity holders of the parent for basic earnings | $ 29,634 | $ (20,010) | $ 53,063 | $ (31,798) | $ (117,455) | ||
Weighted average number of ordinary shares for basic and diluted earnings per share | 197,971,371 | 176,584,343 | 197,971,371 | 176,584,343 | 183,521,938 | ||
Loss per share: | |||||||
Loss attributable to ordinary equity holders of the parent, US$ | $ 0.15 | $ (0.11) | $ 0.27 | $ (0.18) | $ (0.64) | $ 0 | $ (0.20) |
As previously reported | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Loss for the year net of tax attributable to ordinary equity holders of the parent for basic earnings | $ 668 | $ (33,706) | |||||
Weighted average number of ordinary shares for basic and diluted earnings per share | 176,584,343 | 176,584,343 | |||||
Loss per share: | |||||||
Loss attributable to ordinary equity holders of the parent, US$ | $ 0 | $ (0.19) | |||||
Restated | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Loss for the year net of tax attributable to ordinary equity holders of the parent for basic earnings | $ (751) | $ (35,526) | |||||
Weighted average number of ordinary shares for basic and diluted earnings per share | 176,584,343 | 176,584,343 | |||||
Loss per share: | |||||||
Loss attributable to ordinary equity holders of the parent, US$ | $ 0 | $ (0.20) |
Revenue - Revenue from contract
Revenue - Revenue from contracts with customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of products and services [line items] | |||||||
Total revenue | $ 125,766 | $ 109,644 | $ 251,837 | $ 196,333 | $ 434,094 | $ 260,892 | $ 93,811 |
Revenues included in the balance of deferred revenue at the beginning of the period | 300,612 | 159,597 | |||||
As previously reported | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 259,516 | ||||||
Restated | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 260,892 | ||||||
In-game purchases | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 120,975 | 102,710 | 241,014 | 185,481 | 406,594 | 89,169 | |
Revenues included in the balance of deferred revenue at the beginning of the period | 194,934 | 66,096 | 19,535 | ||||
In-game purchases | As previously reported | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 244,457 | ||||||
In-game purchases | Restated | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 245,833 | ||||||
Advertising | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | $ 4,791 | $ 6,934 | $ 10,823 | $ 10,852 | $ 27,500 | $ 4,642 | |
Advertising | As previously reported | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 15,059 | ||||||
Advertising | Restated | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | $ 15,059 |
Revenue - Disaggregation based
Revenue - Disaggregation based on geographical location (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 125,766 | $ 109,644 | $ 251,837 | $ 196,333 | $ 434,094 | $ 260,892 | $ 93,811 |
Hero Wars | |||||||
Disclosure of geographical areas [line items] | |||||||
Percentage of group's total revenues | 99% | 98% | 99% | 98% | 87% | ||
As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 259,516 | ||||||
Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 260,892 | ||||||
US | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 42,203 | 34,849 | $ 81,385 | $ 63,793 | $ 136,570 | $ 38,066 | |
US | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 96,950 | ||||||
US | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 97,470 | ||||||
Europe | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 26,770 | 23,682 | 53,485 | 44,589 | 93,620 | 22,956 | |
Europe | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 61,167 | ||||||
Europe | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 61,494 | ||||||
FSU | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 13,436 | 13,904 | 26,582 | 25,539 | 57,794 | 19,008 | |
FSU | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 38,772 | ||||||
FSU | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 38,978 | ||||||
Asia | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 33,043 | 26,786 | 68,367 | 45,066 | 106,404 | 7,671 | |
Asia | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 42,158 | ||||||
Asia | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 42,382 | ||||||
Other | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 10,314 | $ 10,423 | $ 22,018 | $ 17,346 | $ 39,706 | $ 6,110 | |
Other | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 20,469 | ||||||
Other | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 20,568 |
Game operating cost (Details)
Game operating cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Technical support services | $ (1,701) | $ (855) | $ (3,462) | $ (2,548) | $ (4,960) | ||
Employee benefits expense | (1,609) | (711) | (3,135) | (1,247) | (13,985) | ||
Game operation cost | $ (3,310) | $ (1,566) | $ (6,597) | $ (3,795) | $ (18,945) | $ (17,390) | $ (15,727) |
As previously reported | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Technical support services | (15,373) | (14,169) | |||||
Employee benefits expense | (1,029) | (648) | |||||
Game operation cost | (16,402) | (14,817) | |||||
Restated | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Technical support services | (16,114) | (15,078) | |||||
Employee benefits expense | (1,276) | (649) | |||||
Game operation cost | $ (17,390) | $ (15,727) |
Selling and marketing expense_2
Selling and marketing expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Selling and marketing expenses | |||||||
Advertising costs | $ (33,775) | $ (90,190) | $ (88,926) | $ (154,634) | $ (266,906) | $ (164,929) | $ (81,814) |
Employee benefits expenses | (1,252) | (555) | (2,395) | (838) | (3,261) | (827) | (366) |
Selling and marketing expenses | $ (35,027) | $ (90,745) | $ (91,321) | $ (155,472) | $ (270,167) | $ (165,756) | $ (82,180) |
General and administrative ex_3
General and administrative expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expenses | $ (3,032) | $ (1,023) | $ (6,613) | $ (1,722) | $ (10,497) | ||
Professional fees | (666) | (683) | (2,159) | (2,090) | (7,457) | ||
Other operating expenses | (3,743) | (1,541) | (4,908) | (1,667) | (5,077) | ||
General and administrative expenses | $ (7,441) | $ (3,247) | $ (13,680) | $ (5,479) | $ (23,031) | $ (3,689) | $ (2,611) |
As previously reported | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expenses | (1,045) | (1,002) | |||||
Professional fees | (1,473) | (278) | |||||
Other operating expenses | (183) | (421) | |||||
General and administrative expenses | (2,701) | (1,701) | |||||
Restated | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expenses | (2,033) | (1,912) | |||||
Professional fees | (1,473) | (278) | |||||
Other operating expenses | (183) | (421) | |||||
General and administrative expenses | $ (3,689) | $ (2,611) |
Finance income and costs (Detai
Finance income and costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finance income and costs | |||||||
Interest income | $ 235 | $ 334 | $ 0 | $ 0 | $ 7 | $ 12 | |
Foreign exchange gain | 1,534 | $ 775 | 409 | 1,991 | 411 | ||
Change in fair value of share warrant obligations | 10,080 | ||||||
Other income | 79 | ||||||
Finance income - total | 1,769 | 775 | 743 | 10,159 | 1,998 | 423 | |
Interest expense | (9) | (6) | (20) | (14) | (91) | (45) | (96) |
Bank charges | (114) | (58) | (229) | (106) | (320) | (175) | (87) |
Foreign exchange loss | (997) | (2,809) | |||||
Finance expenses - total | (157) | (64) | (350) | (1,117) | (3,220) | (220) | (183) |
Net finance income | $ 1,612 | $ 711 | $ 393 | $ (1,117) | $ 6,939 | $ 1,778 | $ 240 |
Share listing expense (Details)
Share listing expense (Details) $ / shares in Units, $ in Thousands | 4 Months Ended | 6 Months Ended | 12 Months Ended | ||
Aug. 27, 2021 USD ($) $ / shares | Dec. 31, 2021 USD ($) | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Aug. 26, 2021 EquityInstruments | |
Ifrs Statement [Line Items] | |||||
Market value per share | $ / shares | $ 10.6684 | ||||
Fair value of shares issued | $ 212,715 | ||||
Net assets of Kismet at August 27, 2021 | 111,286 | ||||
Effect of accounting for fair value of warrants | (24,009) | $ (10,080) | $ (4,764) | ||
Net assets of Kismet at August 27, 2021 including effect of fair value of warrants | 87,277 | ||||
Difference - being IFRS 2 charge for listing services | $ 125,438 | $ 125,438 | |||
Kismet Acquisition One Corp | |||||
Ifrs Statement [Line Items] | |||||
Total Nexters Inc Shares issued to Kismet shareholders | 19,938,758 | ||||
Net assets of Kismet at August 27, 2021 | $ 125,438 | ||||
Net assets of Kismet at August 27, 2021 including effect of fair value of warrants | 111,286 | ||||
Fair value of warrants | 8,100 | ||||
Nexters Global | |||||
Ifrs Statement [Line Items] | |||||
Total Nexters Inc Shares issued to Kismet shareholders | EquityInstruments | 176,584,343 | ||||
Fair value of warrants | $ 32,109 | ||||
Existing Public Shareholders | Kismet Acquisition One Corp | |||||
Ifrs Statement [Line Items] | |||||
Total Nexters Inc Shares issued to Kismet shareholders | 3,188,758 | ||||
IFRS Sponsor | Kismet Acquisition One Corp | |||||
Ifrs Statement [Line Items] | |||||
Total Nexters Inc Shares issued to Kismet shareholders | 11,750,000 | ||||
IFRS PIPE Investors | Kismet Acquisition One Corp | |||||
Ifrs Statement [Line Items] | |||||
Total Nexters Inc Shares issued to Kismet shareholders | 5,000,000 |
Taxation (Details)
Taxation (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Ifrs Statements [LineItems] | |||||||
Applicable tax rate | 12.50% | ||||||
Defence Contribution Rate | 30% | 30% | |||||
Defence Contribution Rate for Dividends Received from Abroad | 17% | 17% | |||||
Income Tax Expense Continuing Operations Flow Research S.L | $ 18,000 | ||||||
Interest income | $ 235,000 | $ 334,000 | $ 0 | $ 0 | $ 7,000 | 12,000 | |
Income tax expense | $ 1,252,000 | $ 325,000 | 2,025,000 | $ 524,000 | 1,127,000 | 862,000 | 7,000 |
Nexters Global | |||||||
Ifrs Statements [LineItems] | |||||||
Income tax expense | $ 2,015,000 | 1,016,000 | $ 844,000 | ||||
Nexters Online LLC | |||||||
Ifrs Statements [LineItems] | |||||||
Income tax expense | 56,000 | ||||||
Nexters Studio LLC | |||||||
Ifrs Statements [LineItems] | |||||||
Income tax expense | $ 55,000 | ||||||
Flow Research S.L. | |||||||
Ifrs Statements [LineItems] | |||||||
Income Tax Expense Continuing Operations Flow Research S.L | $ 7,000 |
Taxation - Cyprus IP box regime
Taxation - Cyprus IP box regime (Details) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2016 | Dec. 31, 2021 | Dec. 31, 2012 | |
Taxation | ||||
Percentage of deemed deduction | 80% | 80% | ||
Period for amortization provisions | 5 years | 5 years | ||
Maximum effective tax rate on eligible IP income. | 2.50% | 2.50% | ||
Percentage of tax loss set off limit | 20% | |||
Period for tax loss carry forward | 5 years | 5 years |
Taxation - Reconciliation of ef
Taxation - Reconciliation of effective tax rate (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Taxation | |||||||
Income/(loss) before tax | $ 42,118,000 | $ (14,819,000) | $ 75,134,000 | $ (23,768,000) | $ (116,317,000) | $ 111,000 | $ (35,519,000) |
Tax calculated at the applicable tax rates | (3,455,000) | 2,438,000 | (6,686,000) | 3,902,000 | 14,545,000 | (15,000) | 4,440,000 |
Effect of different tax rates in other countries | (7,000) | (17,000) | 5,000 | (3,000) | 82,000 | (9,000) | (5,000) |
Tax effect of expenses not deductible for tax purposes and non-taxable income | 14,665,000 | 401,000 | 906,000 | ||||
Tax effect of deductions under special tax regimes | 3,812,000 | (2,234,000) | 5,620,000 | (3,353,000) | 169,000 | (624,000) | (4,126,000) |
Unrecognized deferred tax asset resulting from loss carryforward | (1,273,000) | (1,031,000) | (1,220,000) | ||||
Tax effect of tax losses brought forward | 201,000 | (455,000) | 812,000 | (675,000) | 395,000 | 230,000 | (1,220,000) |
Tax effect of loss for the year for which no deferred tax asset is recognized | 293,000 | 760,000 | (637,000) | ||||
Overseas tax in excess of credit claim used during the period | (210,000) | (325,000) | (415,000) | (524,000) | (1,016,000) | (845,000) | (2,000) |
Income tax expense | $ (1,252,000) | $ (325,000) | $ (2,025,000) | $ (524,000) | $ (1,127,000) | $ (862,000) | $ (7,000) |
Taxation - Additional Informati
Taxation - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2022 | |
Taxation | ||||
Deferred tax asset | $ 1,273 | $ 1,221 | ||
Unrecognized deferred tax asset resulting from loss carryforward | $ 1,273 | $ 1,031 | $ 1,220 |
Dividends (Details)
Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Dividends | ||||
Dividends at the beginning of the year | $ 2,592 | $ 2,592 | $ 84 | |
Dividends declared | $ 50,000 | 157,804 | 53,614 | $ 4,206 |
Dividends paid | (98,562) | (51,683) | (4,122) | |
Foreign exchange loss | $ 30 | 577 | ||
Dividends at the end of the year | $ 2,592 | $ 84 | ||
Dividends declared, per share | $ 4,800 | $ 2,681 | $ 210 |
Dividends - Additional Informat
Dividends - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Dividends | ||||
Dividends paid | $ 98,562 | $ 51,683 | $ 4,122 | |
Dividends declared | $ 50,000 | $ 157,804 | $ 53,614 | $ 4,206 |
Property and equipment (Details
Property and equipment (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property and equipment | ||||
Property, plant and equipment at beginning of period | $ 1,352 | $ 171 | $ 171 | |
Additions | 584 | 924 | ||
Acquisitions through business combinations | 68 | 476 | ||
Disposals | 0 | 0 | ||
Property, plant and equipment at end of period | 627 | 1,352 | $ 171 | |
Computer hardware | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | 934 | 69 | 69 | |
Property, plant and equipment at end of period | 934 | 69 | ||
Furniture, fixtures and office equipment | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | 418 | 102 | 102 | |
Property, plant and equipment at end of period | 418 | 102 | ||
Cost | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | 1,847 | 262 | 262 | 115 |
Additions | 1,099 | 147 | ||
Acquisitions through business combinations | 546 | |||
Disposals | 60 | |||
Property, plant and equipment at end of period | 1,847 | 262 | ||
Cost | Computer hardware | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | 1,277 | 111 | 111 | 64 |
Additions | 937 | 47 | ||
Acquisitions through business combinations | 287 | |||
Disposals | 58 | |||
Property, plant and equipment at end of period | 1,277 | 111 | ||
Cost | Furniture, fixtures and office equipment | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | 570 | 151 | 151 | 51 |
Additions | 162 | 100 | ||
Acquisitions through business combinations | 259 | |||
Disposals | 2 | |||
Property, plant and equipment at end of period | 570 | 151 | ||
Depreciation/ Amortization | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | (495) | (91) | (91) | (53) |
Depreciation | 432 | 38 | ||
Disposals | (28) | |||
Property, plant and equipment at end of period | (495) | (91) | ||
Depreciation/ Amortization | Computer hardware | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | (343) | (42) | (42) | (24) |
Depreciation | 327 | 18 | ||
Disposals | (26) | |||
Property, plant and equipment at end of period | (343) | (42) | ||
Depreciation/ Amortization | Furniture, fixtures and office equipment | ||||
Property and equipment | ||||
Property, plant and equipment at beginning of period | $ (152) | $ (49) | (49) | (29) |
Depreciation | 105 | 20 | ||
Disposals | (2) | |||
Property, plant and equipment at end of period | $ (152) | $ (49) |
Intangible assets (Details)
Intangible assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Intangible assets | ||||
Balance at the beginning | $ 266 | $ 76 | $ 76 | |
Additions | 17,770 | 141 | ||
Acquisitions through business combinations | 17,664 | 52 | ||
Balance at the end | 15,553 | 266 | $ 76 | |
Cost | ||||
Intangible assets | ||||
Balance at the beginning | 1,161 | 771 | 771 | |
Additions | 338 | |||
Acquisitions through business combinations | 52 | |||
Balance at the end | 1,161 | 771 | ||
Depreciation/ Amortization | ||||
Intangible assets | ||||
Balance at the beginning | (895) | (695) | (695) | |
Amortization for the year | (200) | |||
Balance at the end | (895) | (695) | ||
Computer software | ||||
Intangible assets | ||||
Balance at the beginning | 25 | 76 | 76 | |
Balance at the end | 25 | 76 | ||
Computer software | Cost | ||||
Intangible assets | ||||
Balance at the beginning | 775 | 771 | 771 | 771 |
Additions | 4 | |||
Balance at the end | 775 | 771 | ||
Computer software | Depreciation/ Amortization | ||||
Intangible assets | ||||
Balance at the beginning | (750) | $ (695) | (695) | (435) |
Amortization for the year | (55) | (260) | ||
Balance at the end | (750) | $ (695) | ||
Licenses [Member] | ||||
Intangible assets | ||||
Balance at the beginning | 241 | |||
Balance at the end | 241 | |||
Licenses [Member] | Cost | ||||
Intangible assets | ||||
Balance at the beginning | 386 | |||
Additions | 334 | |||
Acquisitions through business combinations | 52 | |||
Balance at the end | 386 | |||
Licenses [Member] | Depreciation/ Amortization | ||||
Intangible assets | ||||
Balance at the beginning | $ (145) | |||
Amortization for the year | (145) | |||
Balance at the end | $ (145) |
Loans receivable (Details)
Loans receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Loans receivable. | |||
Balance at the Beginning | $ 8 | $ 521 | $ 272 |
New loans granted | 123 | 338 | |
Repayments of principal | (508) | (95) | |
Interest charged | 7 | 12 | |
Interest received | (7) | (19) | |
Foreign exchange gain / (loss) | (1) | 7 | (6) |
Balance at the End | $ 123 | $ 8 | $ 521 |
Loans receivable - Additional i
Loans receivable - Additional information (Details) € in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2019 USD ($) | Dec. 31, 2019 EUR (€) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Oct. 31, 2019 USD ($) | Oct. 31, 2019 EUR (€) | Jul. 30, 2019 USD ($) | Jul. 30, 2019 EUR (€) | Dec. 31, 2018 USD ($) | Oct. 01, 2018 USD ($) | Oct. 01, 2018 EUR (€) | |
Disclosure of detailed information about borrowings [line items] | ||||||||||||
Repayments | $ 49 | $ 3,980 | $ 2,418 | |||||||||
Outstanding balance | $ 4,028 | 49 | $ 4,028 | $ 45 | ||||||||
Borrowings with Boris Gertsovsky | ||||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||||
Loan amount | $ 11,000 | € 10,000 | $ 327,000 | € 300,000 | $ 278,000 | € 240,000 | ||||||
Interest rate | 2% | 2% | ||||||||||
Repayments | $ 95,000 | € 85,000 | ||||||||||
Outstanding balance | $ 8 |
Lease (Details)
Lease (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of quantitative information about right-of-use assets [abstract] | |||||
Beginning balance | $ 2,050 | $ 1,044 | $ 1,044 | $ 71 | |
Additions | 1,305 | 1,236 | |||
Acquisitions through business combinations | 62 | 1,559 | |||
Depreciation | (343) | (829) | (1,908) | (263) | |
Effect of foreign exchange rates | 50 | ||||
Ending balance | 1,622 | 1,921 | 2,050 | 1,044 | $ 71 |
Lease liabilities [abstract] | |||||
Beginning balance | 1,934 | 1,111 | 1,111 | 70 | |
Additions | 1,318 | 1,706 | 1,305 | 1,236 | |
Acquisitions through business combinations | 62 | 1,559 | |||
Interest expense | 20 | 50 | 90 | 26 | 1 |
Payments | (546) | (990) | (2,222) | (367) | |
Effect of foreign exchange rates | (35) | 91 | 146 | ||
Ending balance | 1,303 | 1,842 | 1,934 | 1,111 | $ 70 |
Lease liabilities - current | 886 | 1,274 | 831 | 293 | |
Lease liabilities - non-current | $ 417 | $ 568 | $ 1,103 | $ 818 |
Lease - Amounts recognized in c
Lease - Amounts recognized in consolidated statement of profit or loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease | |||||||
Expense relating to short-term and low-value leases | $ 86 | $ 9 | $ 28 | ||||
Expense relating to leases of low-value assets | $ 28 | $ 5 | $ 28 | $ 8 | |||
Interest expense on lease liabilities | 20 | 50 | $ 90 | $ 26 | $ 1 | ||
Total | $ 64 | $ 31 | $ 48 | $ 58 |
Lease - Additional Information
Lease - Additional Information (Details) - item | Dec. 01, 2021 | Oct. 04, 2021 | Jun. 01, 2021 | Feb. 03, 2021 | Mar. 24, 2020 | Jun. 30, 2022 | Dec. 31, 2021 |
Leases [Line Items] | |||||||
Lease term | 2 years | 5 years | |||||
Incremental borrowing rate | 3% | ||||||
Lease agreement over the office spaces in Limassol, Cyprus | |||||||
Leases [Line Items] | |||||||
Lease term | 3 years | ||||||
Lease agreements for vehicles | |||||||
Leases [Line Items] | |||||||
Lease term | 3 years | ||||||
Moscow [Member] | |||||||
Leases [Line Items] | |||||||
Incremental borrowing rate | 7.50% | ||||||
Number of russian game development studios acquired | 2 | ||||||
Officer | |||||||
Leases [Line Items] | |||||||
Incremental borrowing rate | 3% |
Lease - Cash outflow for leases
Lease - Cash outflow for leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease | |||||||
Cash outflow for leases | $ 804 | $ 390 | $ 1,438 | $ 940 | $ 2,132 | $ 367 | $ 31 |
Cash outflow for short-term and low-value leases | 36 | 26 | 20 | 50 | 9 | 5 | 28 |
Total cash outflow for leases | $ 840 | $ 416 | $ 1,458 | $ 990 | $ 2,141 | $ 372 | $ 59 |
Trade and other receivables (De
Trade and other receivables (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Ifrs Statement [Line Items] | |||
Trade receivables | $ 42,481 | $ 41,675 | $ 30,720 |
Deposits and prepayments | 1,906 | 2,460 | 2,045 |
Other receivables | 1,842 | 952 | 209 |
Total | $ 46,229 | $ 45,087 | 32,974 |
As previously reported | |||
Ifrs Statement [Line Items] | |||
Trade receivables | 30,909 | ||
Deposits and prepayments | 2,045 | ||
Other receivables | 209 | ||
Total | $ 33,163 |
Trade and other receivables - A
Trade and other receivables - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other receivables. | ||
ECL in respect of trade and other receivables | $ 739 | $ 102 |
Cash and cash equivalents (Deta
Cash and cash equivalents (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Cash and cash equivalents. | |||||
Current accounts | $ 142,787 | $ 84,538 | |||
Bank deposits | 15 | 19 | |||
Total | $ 91,378 | $ 142,802 | $ 84,557 | $ 17,565 | $ 3,073 |
Cash and cash equivalents - Cur
Cash and cash equivalents - Currency (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure of financial assets [line items] | |||||
Total | $ 91,378 | $ 142,802 | $ 84,557 | $ 17,565 | $ 3,073 |
United States Dollars | |||||
Disclosure of financial assets [line items] | |||||
Total | 108,884 | 72,412 | |||
Euro | |||||
Disclosure of financial assets [line items] | |||||
Total | 33,297 | 11,404 | |||
Russian Ruble | |||||
Disclosure of financial assets [line items] | |||||
Total | $ 621 | $ 741 |
Cash and cash equivalents - Add
Cash and cash equivalents - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash and cash equivalents. | ||
Impairment allowance | $ 0 | $ 0 |
Share capital and reserves (Det
Share capital and reserves (Details) $ in Thousands | Dec. 31, 2021 € / shares shares | Dec. 31, 2020 € / shares | Dec. 31, 2020 USD ($) shares | Dec. 31, 2019 USD ($) shares |
Disclosure of classes of share capital [line items] | ||||
Number of shares | shares | 196,523,101 | 20,000 | 20,000 | |
Value of shares | $ | $ 26,659 | $ 26,659 | ||
Ordinary shares | ||||
Disclosure of classes of share capital [line items] | ||||
Number of shares | shares | 196,523,101 | 0 | ||
Value of shares | $ | $ 0 | |||
Share price | € / shares | € 0 | € 1 | ||
Class A shares | ||||
Disclosure of classes of share capital [line items] | ||||
Number of shares | shares | 18,940 | |||
Value of shares | $ | $ 25,246 | |||
Share price | € / shares | 1 | |||
Class B shares | ||||
Disclosure of classes of share capital [line items] | ||||
Number of shares | shares | 1,060 | |||
Value of shares | $ | $ 1,413 | |||
Share price | € / shares | € 1 |
Trade and other payables (Detai
Trade and other payables (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Ifrs Statement [Line Items] | |||
Trade payables | $ 5,591 | $ 16,191 | $ 9,793 |
Provision for indirect taxes | 4,666 | 6,923 | 1,754 |
Dividends payable | 2,592 | ||
Accrued salaries, bonuses, vacation pay and related taxes | 2,936 | 1,924 | 577 |
Accrued professional services | 548 | 1,100 | 1,184 |
Other payables | 1,158 | 435 | 1,314 |
Total | $ 18,989 | $ 26,573 | 17,214 |
As previously reported | |||
Ifrs Statement [Line Items] | |||
Trade payables | 9,793 | ||
Provision for indirect taxes | 3,850 | ||
Dividends payable | 2,592 | ||
Accrued salaries, bonuses, vacation pay and related taxes | 2,050 | ||
Other payables | 1,314 | ||
Total | $ 19,599 |
Loans and borrowings (Details)
Loans and borrowings (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Loans and borrowings | ||||
Balance at the beginning | $ 49 | $ 4,028 | $ 45 | |
Additions | $ 1,500 | 6,500 | ||
Repayments | (49) | (3,980) | (2,418) | |
Interest paid | (17) | (85) | ||
Change from financing cashflows | $ (49) | (3,997) | 3,997 | |
Discount on low-interest loans from shareholders | (108) | |||
Interest accrued | 19 | 95 | ||
Foreign exchange loss / (gain) | (1) | (1) | ||
Balance at the end | $ 49 | $ 4,028 |
Loans and borrowings - Loans an
Loans and borrowings - Loans and borrowings from shareholders (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Loans and borrowings | |||
Short-term loan from shareholder | $ 49 | $ 3,983 | |
Long-term loan from shareholder | 45 | ||
Loans and borrowings | $ 49 | $ 4,028 | $ 45 |
Loans and borrowings - Addition
Loans and borrowings - Additional Information (Details) € in Thousands, $ in Thousands | 12 Months Ended | ||||||||||
Dec. 05, 2019 USD ($) | May 24, 2019 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | May 17, 2019 USD ($) | Apr. 17, 2019 USD ($) | Apr. 01, 2019 USD ($) | Dec. 31, 2018 USD ($) | Aug. 01, 2018 USD ($) | Aug. 01, 2018 EUR (€) | |
Disclosure of detailed information about borrowings [line items] | |||||||||||
Repayments of debt | $ 49 | $ 3,980 | $ 2,418 | ||||||||
Repayments of interest | 17 | 85 | |||||||||
Outstanding debt | 49 | $ 4,028 | $ 45 | ||||||||
Loan agreement with the key shareholder of the Group IDSB Holding Limited | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Face amount of debt | $ 5,000 | ||||||||||
Repayments of debt | $ 1,000 | ||||||||||
Loan agreement with PLR Worldwide Sales Limited, a related party of the key shareholder of the Group IDSB Holding Limited | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Face amount of debt | $ 1,000 | ||||||||||
Interest rate | 3% | ||||||||||
Repayments of debt | $ 1,000 | ||||||||||
Repayments of interest | $ 3 | ||||||||||
Loan agreement with shareholder and Chief Executive Officer, Andrey Fadeev | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Face amount of debt | $ 500 | ||||||||||
Loan agreement with Empathy International S. A | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Face amount of debt | $ 47,000 | € 40,000 | |||||||||
Outstanding debt | $ 49 |
Share warrant obligation (Detai
Share warrant obligation (Details) - $ / shares | 12 Months Ended | |
Aug. 26, 2021 | Dec. 31, 2021 | |
Share warrant obligation | ||
Number of shares entitled per warrant | 20,250,000 | 1 |
Exercise price | $ 11.50 | |
Number of warrants converted | 20,249,993 | |
Public Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 13,499,993 | |
Private Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 6,750,000 | |
Kismet Acquisition One Corp | ||
Share warrant obligation | ||
Number of shares entitled per warrant | 1 | |
Exercise price | $ 11.50 | |
Number of warrants converted | 20,250,000 | |
Kismet Acquisition One Corp | Public Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 13,500,000 | |
Kismet Acquisition One Corp | Private Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 6,750,000 |
Share warrant obligation - Fair
Share warrant obligation - Fair value of Warrants (Details) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Aug. 27, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Share warrant obligations | ||||
Warrant price | $ 0.77 | $ 0.93 | ||
Starting share price1 | $ 8.06 | $ 10.67 | $ 5.03 | $ 8.06 |
Expected warrant life (years) | 4 years 8 months 12 days | 5 years | 4 years 1 month 6 days | 4 years 8 months 12 days |
Share warrant obligation - Warr
Share warrant obligation - Warrant Obligations (Details) - USD ($) $ in Thousands | 4 Months Ended | 6 Months Ended | |
Aug. 27, 2021 | Dec. 31, 2021 | Jun. 30, 2022 | |
Share warrant obligation | |||
Beginning Balance | $ 32,109 | $ 22,029 | |
Fair value adjustment | $ (24,009) | (10,080) | (4,764) |
Ending Balance | 32,109 | 22,029 | 17,265 |
Public Warrants | |||
Share warrant obligation | |||
Beginning Balance | 12,606 | 10,372 | |
Fair value adjustment | (2,234) | (598) | |
Ending Balance | 12,606 | 10,372 | 9,774 |
Private Warrants | |||
Share warrant obligation | |||
Beginning Balance | 19,503 | 11,657 | |
Fair value adjustment | (7,846) | (4,166) | |
Ending Balance | $ 19,503 | $ 11,657 | $ 7,491 |
Deferred revenue and deferred_3
Deferred revenue and deferred platform commission fees - Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of statement [line items] | ||
Balance at the beginning | $ 294,782 | $ 110,179 |
Deferred during the year | 428,511 | 344,200 |
Released to profit or loss | (300,612) | (159,597) |
Balance at the end | 422,681 | 294,782 |
Current portion | 294,607 | 215,562 |
Non-current portion | 128,074 | 79,220 |
Previously reported | ||
Disclosure of statement [line items] | ||
Balance at the beginning | $ 293,696 | 110,179 |
Deferred during the year | 343,114 | |
Released to profit or loss | (159,597) | |
Balance at the end | 293,696 | |
Current portion | 214,711 | |
Non-current portion | $ 78,985 |
Deferred revenue and deferred_4
Deferred revenue and deferred platform commission fees - Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Assets | ||
Balance at the beginning | $ 89,587 | $ 37,122 |
Deferred during the year | 114,657 | 101,902 |
Released to profit or loss | (87,711) | (49,437) |
Balance at the end | 116,533 | 89,587 |
Previously reported | ||
Assets | ||
Balance at the beginning | $ 89,562 | 37,122 |
Deferred during the year | 101,877 | |
Released to profit or loss | (49,437) | |
Balance at the end | $ 89,562 |
Related party transactions (Det
Related party transactions (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Andrey Fadeev | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 20.30% | 20.30% |
Boris Gertsovsky | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 20.30% | 20.30% |
Dmitrii Bukhman | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 18.90% | 18.90% |
Igor Bukhman | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 18.90% | 18.90% |
Ivan Tavrin | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 5.90% | 5.90% |
Related party transactions - Di
Related party transactions - Directors' remuneration (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of transactions between related parties [line items] | |||||||
Remuneration | $ 1,065 | $ 409 | $ 2,362 | $ 558 | $ 3,736 | $ 557 | $ 411 |
Director | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Short-term employee benefits | 240 | 95 | 425 | 188 | 870 | 338 | 252 |
Share-based payments | 62 | 135 | 32 | ||||
Remuneration | 302 | 95 | 560 | 188 | 902 | 338 | 252 |
Other Members of Key Managerial Personnel | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Short-term employee benefits | 383 | 218 | 874 | 394 | 1,395 | 219 | 159 |
Share-based payments | 380 | 928 | 1,439 | ||||
Remuneration | $ 763 | $ 218 | $ 1,802 | $ 394 | $ 2,834 | $ 219 | $ 159 |
Related party transactions - Lo
Related party transactions - Loans to shareholders (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of transactions between related parties [line items] | |||
Loans to shareholders | $ 14,795,000 | $ 123,000 | $ 8 |
Short-term and Long-term loan from shareholders | 49 | ||
Boris Gertsovsky | |||
Disclosure of transactions between related parties [line items] | |||
Loans to shareholders | 8 | ||
Short-term loan from shareholders | $ 49 |
List of subsidiaries (Details)
List of subsidiaries (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Topland Management Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | ||
Flow Research S.L. | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | 100% |
Nexters Studio LLC | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Nexters Online LLC | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
NHW Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Nexters Global Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Synergame Investments Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Game Positive LLC | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 70% | 70% |
Financial instruments - fair _3
Financial instruments - fair values and risk management - Financial assets (Details) - Financial assets at amortized cost - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of financial assets [line items] | |||
Financial assets | $ 148,665 | $ 184,600 | $ 115,285 |
Trade receivables | |||
Disclosure of financial assets [line items] | |||
Financial assets | 42,481 | 41,675 | 30,720 |
Cash and cash equivalents | |||
Disclosure of financial assets [line items] | |||
Financial assets | 91,378 | 142,802 | 84,557 |
Loans receivable | |||
Disclosure of financial assets [line items] | |||
Financial assets | $ 14,806 | $ 123 | 8 |
Previously reported | |||
Disclosure of financial assets [line items] | |||
Financial assets | 115,474 | ||
Previously reported | Trade receivables | |||
Disclosure of financial assets [line items] | |||
Financial assets | 30,909 | ||
Previously reported | Cash and cash equivalents | |||
Disclosure of financial assets [line items] | |||
Financial assets | 84,557 | ||
Previously reported | Loans receivable | |||
Disclosure of financial assets [line items] | |||
Financial assets | $ 8 |
Financial instruments - fair _4
Financial instruments - fair values and risk management - Financial liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of financial liabilities [line items] | |||
Financial liabilities | $ 20,292 | $ 28,507 | $ 18,374 |
Loans from shareholders | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 49 | ||
Lease liabilities | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 1,303 | 1,934 | 1,111 |
Trade and other payable | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 18,989 | 26,573 | 17,214 |
Financial liabilities not measured at fair value | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 20,292 | 28,507 | 18,374 |
Financial liabilities not measured at fair value | Loans from shareholders | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 49 | ||
Financial liabilities not measured at fair value | Lease liabilities | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 1,303 | 1,934 | 1,111 |
Financial liabilities not measured at fair value | Trade and other payable | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 18,989 | 26,573 | 17,214 |
Share Warrant Obligations | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 22,029 | ||
Financial liabilities measured at fair value | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | $ 55,028 | $ 22,152 | |
Previously reported | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 20,759 | ||
Previously reported | Loans from shareholders | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 49 | ||
Previously reported | Lease liabilities | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 1,111 | ||
Previously reported | Trade and other payable | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 19,599 | ||
Previously reported | Financial liabilities not measured at fair value | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 20,759 | ||
Previously reported | Financial liabilities not measured at fair value | Loans from shareholders | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 49 | ||
Previously reported | Financial liabilities not measured at fair value | Lease liabilities | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 1,111 | ||
Previously reported | Financial liabilities not measured at fair value | Trade and other payable | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | $ 19,599 |
Financial instruments - fair _5
Financial instruments - fair values and risk management - Credit risk (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 USD ($) debtor | Dec. 31, 2021 USD ($) debtor | Dec. 31, 2020 USD ($) debtor | Dec. 31, 2019 USD ($) | Dec. 31, 2018 USD ($) | |
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Loans receivables | $ 14,806 | $ 123 | $ 8 | ||
Trade receivables | 42,481 | 41,675 | 30,720 | ||
Cash and cash equivalents | 91,378 | 142,802 | 84,557 | $ 17,565 | $ 3,073 |
Impairment allowance | $ 0 | $ 0 | $ 0 | ||
Trade and other receivables | Credit risk | Customer concentration risk | Largest Debtor | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Risk concentration | 39% | 30% | 28% | ||
Trade and other receivables | Credit risk | Customer concentration risk | 3 largest debtors | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Risk concentration | 68% | 74% | 73% | ||
Number of largest debtors | debtor | 3 | 3 | 3 | ||
Trade receivables | Credit risk | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Term of payments | 3 months | 3 months | |||
Previously reported | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Loans receivables | $ 8 | ||||
Trade receivables | 30,909 | ||||
Cash and cash equivalents | $ 84,557 |
Financial instruments - fair _6
Financial instruments - fair values and risk management - Contractual maturities of financial liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | $ 20,292 | $ 28,507 | $ 18,374 |
Contractual cash flows | 20,099 | 28,515 | 18,430 |
3 months or less | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 19,017 | 26,886 | 17,246 |
Between 3 - 12 months | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 680 | 453 | 337 |
Between 1 - 5 years | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 402 | 1,176 | 847 |
Lease liabilities | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 1,303 | 1,934 | 1,111 |
Contractual cash flows | 1,110 | 1,942 | 1,167 |
Lease liabilities | 3 months or less | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 28 | 313 | 32 |
Lease liabilities | Between 3 - 12 months | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 680 | 453 | 288 |
Lease liabilities | Between 1 - 5 years | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 402 | 1,176 | 847 |
Trade and other payables | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 18,989 | 26,573 | 17,214 |
Contractual cash flows | 18,989 | 26,573 | 17,214 |
Trade and other payables | 3 months or less | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | $ 18,989 | $ 26,573 | 17,214 |
Loans from shareholders | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 49 | ||
Contractual cash flows | 49 | ||
Loans from shareholders | Between 3 - 12 months | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 49 | ||
Previously reported | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 20,759 | ||
Previously reported | Lease liabilities | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 1,111 | ||
Previously reported | Trade and other payables | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 19,599 | ||
Previously reported | Loans from shareholders | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | $ 49 |
Financial instruments - fair _7
Financial instruments - fair values and risk management - Group's exposure to foreign currency risk (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | $ (20,292) | $ (28,507) | $ (18,374) |
Lease liabilities | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (1,303) | (1,934) | (1,111) |
Trade and other payables | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (18,989) | (26,573) | (17,214) |
Loans from shareholders | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (49) | ||
Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 19,490 | 42,913 | 21,073 |
Financial liabilities | (12,361) | (6,496) | (6,971) |
Net exposure | 7,129 | 36,417 | 14,102 |
Currency risk | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 6,993 | 4,192 | 3,390 |
Financial liabilities | (1,231) | (3) | |
Net exposure | 6,993 | 2,961 | 3,387 |
Currency risk | Lease liabilities | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (1,303) | (1,795) | (1,111) |
Currency risk | Lease liabilities | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (139) | ||
Currency risk | Trade and other payables | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (11,058) | (4,701) | (5,811) |
Currency risk | Trade and other payables | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (1,092) | (3) | |
Currency risk | Loans from shareholders | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (49) | ||
Loans receivable | Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 356 | 123 | 8 |
Trade and other receivables | Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 10,057 | 9,493 | 9,661 |
Trade and other receivables | Currency risk | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 5,495 | 3,571 | 2,649 |
Cash and cash equivalents | Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 9,077 | 33,297 | 11,404 |
Cash and cash equivalents | Currency risk | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | $ 1,498 | $ 621 | $ 741 |
Financial instruments - fair _8
Financial instruments - fair values and risk management - Sensitivity analysis (Details) - Currency risk - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, entity's own equity instruments [line items] | |||
Strengthening of USD by 10% | 10% | 10% | 10% |
Increase (decrease) in equity and profit or loss due to strengthening of USD by 10% | $ (1,393,000) | $ (3,938,000) | $ (1,749) |
Weakening of USD by 10% | 10% | 10% | 10% |
Increase (decrease) in equity and profit or loss due to weakening of USD by 10% | $ 1,393,000 | $ 3,938,000 | $ 1,749 |
Euro | |||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, entity's own equity instruments [line items] | |||
Increase (decrease) in equity and profit or loss due to strengthening of USD by 10% | (713,000) | (3,642,000) | (1,410,000) |
Increase (decrease) in equity and profit or loss due to weakening of USD by 10% | 713,000 | 3,642,000 | 1,410,000 |
Russian Ruble | |||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, entity's own equity instruments [line items] | |||
Increase (decrease) in equity and profit or loss due to strengthening of USD by 10% | (699,000) | (296,000) | (339,000) |
Increase (decrease) in equity and profit or loss due to weakening of USD by 10% | $ 699,000 | $ 296,000 | $ 339,000 |
Share-based payments - Nexters
Share-based payments - Nexters Long-Term Incentive Plan (Details) | 12 Months Ended | ||
Dec. 31, 2021 Options | Jun. 30, 2022 USD ($) | Dec. 31, 2020 Options | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 6,764,608 | ||
Options outstanding | 20,000 | 6,470,300 | |
Employee stock option plan | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 2,330,000 | ||
Options outstanding | 2,330,000 | 2,330,000 | 0 |
Class B complex vesting | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 1,300 | ||
Modification of Class B complex vesting option | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 4,414,608 | ||
Options outstanding | $ | 4,120,300 | ||
Modification of complex conditional upon listing | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 20,000 | ||
Options outstanding | $ | 20,000 | ||
Complex vesting conditional upon listing | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Options outstanding | 20,000 | 100,000 |
Share-based payments - General
Share-based payments - General and Administrative Expenses and Game Operating Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 27, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 964 | $ 315 | $ 2,029 | $ 705 | $ 3,761 | $ 2,276 | $ 6,462 | |
Increase in Other reserves | 2,029 | 73 | 2,029 | 73 | 3,079 | 2,159 | 6,413 | |
Liabilities related to share based | 632 | 632 | 682 | 1,148 | 59 | |||
Liabilities related to non share based | 254 | 117 | ||||||
Share listing expense | $ 125,438 | 125,438 | ||||||
Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 299 | 4,643 | ||||||
Game operating cost | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 32 | 64 | 234 | 1,073 | 5,073 | |||
Game operating cost | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 85 | 4,163 | ||||||
Selling and marketing expenses | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 65 | 129 | 467 | |||||
General and administrative expenses | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 867 | 315 | 1,836 | 705 | 3,060 | 1,203 | 1,389 | |
General and administrative expenses | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 214 | 480 | ||||||
Class A share-based payments | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 20 | |||||||
Class A share-based payments | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 20 | |||||||
Class B share-based payments | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 3,704 | |||||||
Class B share-based payments | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 3,704 | |||||||
Class B complex vesting | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 150 | 398 | 216 | 2,146 | 2,738 | |||
Class B complex vesting | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 169 | 919 | ||||||
Employee stock option plan | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 814 | $ 1,631 | 2,615 | |||||
Class B complex vesting (performance-based awards) | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 216 | 2,146 | $ 2,738 | |||||
Complex vesting conditional upon listing | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 315 | $ 705 | $ 930 | 130 | ||||
Complex vesting conditional upon listing | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 130 |
Share-based payments - Number o
Share-based payments - Number of outstanding share options (Details) | 12 Months Ended |
Dec. 31, 2021 Options | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the end of the period (units) | 20,000 |
Employee stock option plan | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the beginning of the period (units) | 0 |
Granted during the period (units) | 2,330,000 |
Modification of options (units) | 0 |
Exercised during the period (units) | 0 |
Outstanding at the end of the period (units) | 2,330,000 |
Class B complex vesting - related to Nexters Global Ltd shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the beginning of the period (units) | 500 |
Modification of options (units) | (500) |
Class B complex vesting - related to Nexters Inc shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Modification of options (units) | 4,414,608 |
Outstanding at the end of the period (units) | 4,414,608 |
Complex vesting conditional upon listing | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the beginning of the period (units) | 100,000 |
Granted during the period (units) | 0 |
Modification of options (units) | 0 |
Exercised during the period (units) | (80,000) |
Outstanding at the end of the period (units) | 20,000 |
Share-based payments - Fair val
Share-based payments - Fair value per one option and related assumptions (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Nov. 18, 2020 | Dec. 31, 2021 | Nov. 30, 2021 | Dec. 31, 2021 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Average FV of one option, US$ | $ 3.57 | |||
Complex vesting conditional upon listing | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Strike price, US$ | $ 0 | $ 10 | ||
Black-Scholes-Merton pricing model | Complex vesting conditional upon listing | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 8 months | |||
Market price, US$ | $ 9.91 | |||
Strike price, US$ | $ 10 | |||
Expected volatility | 34.80% | |||
Dividend yield | 0% | |||
Risk free interest rate | 0.11% | |||
FV of option, US$ | $ 1.11 | |||
Black-Scholes-Merton pricing model | Stock Options granted in 2021 | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Dividend yield | 0% | |||
Average FV of one option, US$ | $ 3.57 | |||
Black-Scholes-Merton pricing model | Stock Options granted in 2021 | Minimum. | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 60 months | |||
Market price, US$ | $ 7.86 | |||
Strike price, US$ | $ 0 | |||
Expected volatility | 36.15% | |||
Risk free interest rate | 1.18% | |||
Black-Scholes-Merton pricing model | Stock Options granted in 2021 | Maximum. | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 90 months | |||
Market price, US$ | $ 8.71 | |||
Strike price, US$ | $ 10 | |||
Expected volatility | 37.88% | |||
Risk free interest rate | 1.27% | |||
Nominal Value At Assumed Vesting Date | Complex vesting conditional upon listing | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 12 months | |||
Market price, US$ | $ 9.91 | |||
Strike price, US$ | $ 10 | |||
Expected volatility | 34.80% | |||
Dividend yield | 0% | |||
Risk free interest rate | 0.11% | |||
FV of option, US$ | $ 1.34 |
Share-based payments - Expenses
Share-based payments - Expenses relation to Options (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Total recorded expenses | $ 964 | $ 315 | $ 2,029 | $ 705 | $ 3,761 | $ 2,276 | $ 6,462 |
Stock Options granted in 2021 | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Expenses in relation to yet unfulfilled performance conditions | 2,615 | ||||||
Total recorded expenses | 814 | 315 | 1,631 | 705 | 2,615 | ||
Modification of complex options | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Expenses in relation to the options with only the service condition | 50 | 150 | 99 | ||||
Expenses in relation to fulfilled condition | 2,146 | 2,466 | |||||
Expenses in relation to yet unfulfilled performance conditions | 100 | 248 | 117 | $ 272 | |||
Total recorded expenses | $ 150 | $ 398 | |||||
Complex vesting conditional upon listing | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Expenses in relation to fulfilled condition | 930 | ||||||
Expenses in relation to yet unfulfilled performance conditions | 315 | 705 | 130 | ||||
Total recorded expenses | $ 315 | $ 705 | $ 930 | $ 130 |
Share-based payments - Fair v_2
Share-based payments - Fair value of options and related parameters used to estimate the fair value of options (Details) - Modification of complex options | 6 Months Ended | 12 Months Ended | ||
Jan. 01, 2021 $ / shares | Jan. 01, 2019 USD ($) item | Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Option term | 10 years | |||
Equity value (Percentage) | 100% | 100% | ||
Equity value | $ 132,000,000 | |||
Expected volatility | 41% | |||
Dividend yield | 6.80% | |||
Proxy net income indicator | $ 0.041201 | |||
Discount for Lack of Marketability | 8.40% | |||
Total FV for 1,300 complex options | $ 7,856.12 | |||
Number of complex options | item | 1,300 | |||
Strike price, US$ | $ / shares | $ 0 |
Share-based payments - Addition
Share-based payments - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jan. 01, 2021 $ / shares | Nov. 18, 2020 employee | Jan. 01, 2019 employee | Dec. 31, 2021 USD ($) $ / shares | Jun. 30, 2022 | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2020 Options | |
Modification of complex options | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Number of employee who were granted options | employee | 1 | ||||||
Number of non-employee who were granted options | employee | 1 | ||||||
Contractual term | 10 years | ||||||
Strike price, US$ | $ / shares | $ 0 | ||||||
Complex vesting conditional upon listing | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Number of employee who were granted options | employee | 1 | ||||||
Contractual term | 2 years | ||||||
Number of sub-options | Options | 3 | ||||||
Strike price, US$ | $ / shares | $ 0 | $ 10 | |||||
Derecognation of liability | $ | $ 200 | $ 200 | |||||
Recognition of the equity-settled Share-based Payment | $ | 144 | 144 | |||||
Recognition in Equity' | $ | $ 56 | $ 56 |
Commitments and contingencies (
Commitments and contingencies (Detail) € in Millions, £ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 EUR (€) | Jun. 30, 2022 GBP (£) | Dec. 31, 2021 EUR (€) | Dec. 31, 2021 GBP (£) | |
Commitments and contingencies. | ||||
Possible fines, Percent | 4% | 4% | 4% | 4% |
Possible fines, Amount | € 20 | £ 17.5 | € 20 | £ 17.5 |
Events after the reporting pe_2
Events after the reporting period - (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||||||
Sep. 01, 2023 USD ($) | Feb. 01, 2023 USD ($) | Jul. 01, 2022 USD ($) | Mar. 30, 2022 USD ($) | Mar. 02, 2022 | Jan. 27, 2022 USD ($) item | Jan. 25, 2022 USD ($) item | May 31, 2022 USD ($) | Jan. 31, 2022 USD ($) item | Dec. 31, 2021 | Dec. 31, 2019 USD ($) | Feb. 04, 2022 USD ($) | |
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Proceeds from borrowings | $ 1,500 | $ 6,500 | ||||||||||
Corporate income tax rate | 12.50% | |||||||||||
Acquisition of game development studios | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Number of game developing studios | item | 3 | |||||||||||
Convertible Note Instrument | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Proceeds from borrowings | $ 6,000 | |||||||||||
Additional amount of borrowings | $ 8,500 | |||||||||||
Call option on remaining shareholding in LLC Game Positive | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Agreed amount of call option | $ 1,800 | |||||||||||
Percentage of participatory interest | 30% | |||||||||||
Option expire term | 6 months | |||||||||||
Operating environment in Russia | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Corporate income tax rate | 0% | |||||||||||
Exemption period for Accredited IT companies | 3 years | |||||||||||
Gracevale Limited | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Percentage of Equity Interest | 100% | 100% | ||||||||||
Total consideration to acquire studios | $ 70,000 | |||||||||||
Cash Consideration | 55,517 | |||||||||||
Share Consideration | 3,963 | |||||||||||
Deferred share consideration | $ 10,520 | |||||||||||
Number of transactions fully executed | item | 2 | |||||||||||
MX Capital Limited | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Percentage of Equity Interest | 48.80% | 48.80% | ||||||||||
Cash Consideration | $ 16,586 | |||||||||||
Further earnout payments | $ 35,000 | |||||||||||
Percentage of Equity Interest to be acquired on option | 100% | |||||||||||
Further consideration | $ 100,000 | |||||||||||
MX Capital Limited | New Loan Agreement | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Principal amount of loan | $ 43,000 | |||||||||||
Loan granted | $ 8,000 | |||||||||||
Additional amount of loan granted | $ 1,888 | |||||||||||
Payment of loans granted | $ 6,000 | $ 16,000 | $ 13,000 | |||||||||
Interest rate on loan | 7% | |||||||||||
Castcrown Ltd | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Percentage of Equity Interest | 49.50% | 49.50% | ||||||||||
Total consideration to acquire studios | $ 2,970 | |||||||||||
Percentage of Equity Interest to be acquired on option | 100% | |||||||||||
Number of RPG Titles | item | 2 | |||||||||||
Option premium | $ 1,200 | |||||||||||
Additional option premium | 800 | |||||||||||
Castcrown Ltd | Convertible Note Instrument | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Maximum borrowing capacity | $ 16,000 | |||||||||||
Interest rate on borrowings | 7% | |||||||||||
Lightmap Studio | ||||||||||||
Disclosure of non-adjusting events after reporting period [line items] | ||||||||||||
Total consideration to acquire studios | $ 150 | $ 150 |
Interim Condensed Consolidated
Interim Condensed Consolidated Statement of Financial Position $ in Thousands | Jun. 30, 2022 USD ($) |
Non-current assets | |
Property and equipment | $ 627 |
Intangible assets | 15,553 |
Investments in equity accounted associates | 22,051 |
Goodwill | 48,900 |
Long-term deferred platform commission fees | 105,440 |
Right-of-use assets | 1,622 |
Other non-current assets | 6,161 |
Loans receivable - non-current | 14,450 |
Total non-current assets | 214,804 |
Current assets | |
Assets included in disposal group classified as held for sale | 13,776 |
Indemnification asset | 3,267 |
Trade and other receivables | 46,229 |
Loans receivable | 356 |
Cash and cash equivalents | 91,378 |
Prepaid tax | 3,444 |
Total current assets | 158,450 |
Total assets | 373,254 |
Equity | |
Other reserves | 169,517 |
Accumulated deficit | (274,434) |
Equity attributable to equity holders of the Company | (104,917) |
Non-controlling interest | (281) |
Total equity | (105,198) |
Non-current liabilities | |
Lease liabilities - non-current | 417 |
Long-term deferred revenue | 110,981 |
Share warrant obligations | 17,265 |
Put option liabilities | 13,886 |
Other non-current liabilities | 9,071 |
Total non-current liabilities | 151,620 |
Current liabilities | |
Liabilities included in disposal group classified as held for sale | 3,589 |
Lease liabilities - current | 886 |
Trade and other payables | 18,989 |
Provisions for non-income tax risks | 1,381 |
Tax liability | 3,661 |
Deferred revenue | 298,326 |
Total current liabilities | 326,832 |
Total liabilities | 478,452 |
Total liabilities and shareholders' equity | $ 373,254 |
Interim Condensed Consolidate_2
Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | ||||
Revenue | $ 125,766,000 | $ 109,644,000 | $ 251,837,000 | $ 196,333,000 |
Cost of revenue: | ||||
Platform commissions | (35,388,000) | (29,510,000) | (68,839,000) | (53,990,000) |
Game operation cost | (3,310,000) | (1,566,000) | (6,597,000) | (3,795,000) |
Selling and marketing expenses | (35,027,000) | (90,745,000) | (91,321,000) | (155,472,000) |
General and administrative expenses | (7,441,000) | (3,247,000) | (13,680,000) | (5,479,000) |
Total costs and expenses, excluding depreciation and amortization | (81,166,000) | (125,068,000) | (180,437,000) | (218,736,000) |
Depreciation and amortization | (1,374,000) | (106,000) | (2,287,000) | (248,000) |
Profit/(loss) from operations | 43,226,000 | (15,530,000) | 69,113,000 | (22,651,000) |
Finance income/(expense), net | 1,612,000 | 711,000 | 393,000 | (1,117,000) |
Change in fair value of share warrant obligations and other financial instruments | 576,000 | 7,268,000 | ||
Share of loss of equity-accounted associates | (3,296,000) | (1,640,000) | ||
Profit/(loss) before income tax | 42,118,000 | (14,819,000) | 75,134,000 | (23,768,000) |
Income tax expense | (1,252,000) | (325,000) | (2,025,000) | (524,000) |
Profit/(loss) for the period from continuing operations, net of tax | 40,866,000 | (15,144,000) | 73,109,000 | (24,292,000) |
Discontinued operations | ||||
Loss for the period from discontinued operations, net of tax | (11,538,000) | (4,866,000) | (20,371,000) | (7,506,000) |
Profit/(loss) for the period, net of tax | 29,327,000 | (20,010,000) | 52,738,000 | (31,798,000) |
Profit (loss), attributable to owners of parent | 29,634,000 | (20,010,000) | 53,063,000 | (31,798,000) |
Attributable to equity holders of the Company | 29,634,000 | (20,010,000) | 53,063,000 | (31,798,000) |
Attributable to non-controlling interest | (307,000) | (325,000) | ||
Other comprehensive income/(loss) | 3,458,000 | (202,000) | 3,177,000 | (250,000) |
Total comprehensive income/(loss) for the period, net of tax | 32,785,000 | (20,212,000) | 55,915,000 | (32,048,000) |
Attributable to equity holders of the Company | 33,092,000 | $ (20,212,000) | 56,240,000 | $ (32,048,000) |
Attributable to non-controlling interest | $ (307,000) | $ (325,000) | ||
Earnings/(loss) per share: | ||||
Basic and diluted earnings/(loss) per share, US$ | $ 0.15 | $ (0.11) | $ 0.27 | $ (0.18) |
Diluted earnings (loss) per share | $ 0.15 | $ (0.11) | $ 0.27 | $ (0.18) |
Interim Condensed Consolidate_3
Interim Condensed Consolidated Statement of Changes in Equity - USD ($) $ in Thousands | Share capital | Other reserves | Accumulated deficit | Equity attributable to equity holders of the Company | Non-controlling interest | Total |
Beginning Balance at Dec. 31, 2018 | $ 27 | $ 3,404 | $ (18,777) | $ (15,346) | $ (15,346) | |
Beginning Balance (in Shares) at Dec. 31, 2018 | 20,000 | |||||
Profit/(Loss) for the period | (35,526) | (35,526) | $ (35,526) | |||
Other comprehensive income | (3) | (3) | (3) | |||
Total comprehensive income/(loss) for the period, net of tax | (35,529) | (35,529) | (35,529) | |||
Equity contribution from shareholders | 108 | 108 | 108 | |||
Share-based payments | 6,413 | (10) | 6,403 | 6,403 | ||
Distribution and dividends | (4,206) | (4,206) | (4,206) | |||
Total transactions with shareholders | 6,521 | (4,216) | 2,305 | 2,305 | ||
Ending Balance (Previously reported) at Dec. 31, 2019 | 27 | 8,106 | (56,702) | (48,569) | (48,569) | |
Ending Balance (Impact of correction) at Dec. 31, 2019 | 1,819 | (1,820) | (1) | (1) | ||
Ending Balance at Dec. 31, 2019 | $ 27 | 9,925 | (58,522) | (48,570) | $ (48,570) | |
Ending Balance (in Shares) (Previously reported) at Dec. 31, 2019 | 20,000 | |||||
Ending Balance (in Shares) at Dec. 31, 2019 | 20,000 | 20,000 | ||||
Profit/(Loss) for the period | (751) | (751) | $ (751) | |||
Other comprehensive income | 15 | 15 | 15 | |||
Total comprehensive income/(loss) for the period, net of tax | (736) | (736) | (736) | |||
Share-based payments | 2,159 | (1,147) | 1,012 | 1,012 | ||
Distribution and dividends | (53,614) | (53,614) | (53,614) | |||
Total transactions with shareholders | 2,159 | (54,761) | (52,602) | (52,602) | ||
Ending Balance (Previously reported) at Dec. 31, 2020 | $ 27 | 8,289 | (111,070) | (102,754) | (102,754) | |
Ending Balance (As restated) at Dec. 31, 2020 | 27 | 8,289 | (111,451) | (103,135) | (103,135) | |
Ending Balance (Impact of correction) at Dec. 31, 2020 | 3,795 | (381) | (381) | (381) | ||
Ending Balance at Dec. 31, 2020 | $ 27 | 12,084 | (114,019) | (101,908) | (101,908) | |
Ending Balance (in Shares) (Previously reported) at Dec. 31, 2020 | 20,000 | |||||
Ending Balance (in Shares) (As restated) at Dec. 31, 2020 | 20,000 | |||||
Ending Balance (in Shares) at Dec. 31, 2020 | 20,000 | |||||
Profit/(Loss) for the period | (31,798) | (31,798) | (31,798) | |||
Other comprehensive income | (250) | (250) | (250) | |||
Total comprehensive income/(loss) for the period, net of tax | (250) | (31,798) | (32,048) | (32,048) | ||
Share-based payments | 73 | (254) | (181) | (181) | ||
Distribution and dividends | (50,000) | (50,000) | (50,000) | |||
Total transactions with shareholders | 73 | (50,254) | (50,181) | (50,181) | ||
Ending Balance at Jun. 30, 2021 | $ 27 | 8,112 | (193,503) | (185,364) | (185,364) | |
Ending Balance (in Shares) at Jun. 30, 2021 | 20,000 | |||||
Beginning Balance (Previously reported) at Dec. 31, 2020 | $ 27 | 8,289 | (111,070) | (102,754) | (102,754) | |
Beginning Balance (As restated) at Dec. 31, 2020 | 27 | 8,289 | (111,451) | (103,135) | (103,135) | |
Beginning Balance (Impact of correction) at Dec. 31, 2020 | 3,795 | (381) | (381) | (381) | ||
Beginning Balance at Dec. 31, 2020 | $ 27 | 12,084 | (114,019) | (101,908) | (101,908) | |
Beginning Balance (in Shares) (Previously reported) at Dec. 31, 2020 | 20,000 | |||||
Beginning Balance (in Shares) (As restated) at Dec. 31, 2020 | 20,000 | |||||
Beginning Balance (in Shares) at Dec. 31, 2020 | 20,000 | |||||
Profit/(Loss) for the period | (117,455) | (117,455) | $ 11 | (117,444) | ||
Other comprehensive income | 36 | (25) | 11 | 11 | ||
Total comprehensive income/(loss) for the period, net of tax | 36 | (117,480) | (117,444) | 11 | (117,433) | |
Equity contribution from shareholders | $ (27) | 119,681 | 119,654 | 119,654 | ||
Issuance of shares upon the Transaction (in shares) | 196,503,101 | |||||
Share-based payments | 128,517 | 2 | 128,519 | 128,519 | ||
Share warrant obligations | (32,109) | (32,109) | (32,109) | |||
Acquisition of non-controlling interest | 33 | 33 | ||||
Distribution and dividends | (61,804) | (96,000) | (157,804) | (157,804) | ||
Total transactions with shareholders | $ (27) | 154,285 | (95,998) | 58,260 | 33 | 58,293 |
Total transactions with shareholders (in shares) | 196,503,101 | |||||
Ending Balance at Dec. 31, 2021 | 166,405 | (327,497) | (161,092) | 44 | $ (161,048) | |
Ending Balance (in Shares) at Dec. 31, 2021 | 196,523,101 | 196,523,101 | ||||
Profit/(Loss) for the period | 53,063 | 53,063 | (325) | $ 52,738 | ||
Other comprehensive income | 3,177 | 3,177 | 3,177 | |||
Total comprehensive income/(loss) for the period, net of tax | 3,177 | 53,063 | 56,240 | (325) | 55,915 | |
Issue of ordinary shares related to business combination | (2,094) | (2,094) | (2,094) | |||
Share-based payments | 2,029 | 2,029 | 2,029 | |||
Total transactions with shareholders | (65) | (65) | (65) | |||
Ending Balance at Jun. 30, 2022 | $ 169,517 | $ (274,434) | $ (104,917) | $ (281) | $ (105,198) | |
Ending Balance (in Shares) at Jun. 30, 2022 | 196,523,101 |
Interim Condensed Consolidate_4
Interim Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | ||||||
Profit/(loss) for the period, net of tax | $ 29,327 | $ (20,010) | $ 52,738 | $ (31,798) | $ (117,444) | $ (751) |
Adjustments for: | ||||||
Depreciation and amortization | 2,150 | 609 | 3,617 | 1,068 | 2,540 | 561 |
Share-based payments expense | 964 | 315 | 2,029 | 705 | 3,761 | 2,276 |
Share of loss of equity-accounted associates | 3,296 | 1,640 | ||||
Expected credit losses | 3,527 | 3,859 | 92 | |||
Property and equipment write-off | 313 | |||||
Impairment of intangible assets | 241 | 241 | ||||
Change in fair value of share warrant obligations | (576) | (7,268) | (10,080) | |||
Unwinding of discount on the put option liability | 34 | 101 | ||||
Interest income | (235) | (334) | ||||
Interest expense | 34 | 26 | 77 | 50 | 91 | 38 |
Foreign exchange loss/(gain) | (2) | (723) | 779 | 1,078 | 2,809 | (1,991) |
Income tax expense | 1,340 | 370 | 2,092 | 554 | 1,127 | 862 |
Adjustments to reconcile profit (loss) | 40,100 | (19,413) | 59,884 | (28,343) | 8,255 | 995 |
Changes in working capital: | ||||||
Decrease/(increase) in deferred platform commissions | 8,462 | (10,110) | 11,093 | (15,665) | (26,946) | (52,465) |
(Decrease)/increase in deferred revenue | (14,674) | 44,849 | (13,374) | 71,722 | 127,899 | 184,603 |
(Increase)/decrease in trade and other receivables | 842 | (18,299) | (2,128) | (31,602) | (12,682) | (7,490) |
(Increase)/decrease in trade and other receivables | (13,558) | (4,782) | (15,768) | 14,721 | 9,600 | (1,060) |
Cash flows from (used in) operations | (18,928) | 11,658 | (20,177) | 39,176 | 97,871 | 123,588 |
Income tax paid | (76) | 34 | (202) | (30) | ||
Income tax paid | (617) | (3,978) | ||||
Net cash flows generated/(used) from operating activities | 21,096 | (7,721) | 39,505 | 10,803 | 105,516 | 120,624 |
Investing activities | ||||||
Acquisition of intangible assets | (100) | (32) | (107) | (90) | (338) | |
Acquisition of property and equipment | (11) | (323) | (516) | (449) | (1,099) | (147) |
Acquisition of subsidiary net of cash acquired | (23) | (50,022) | (1,240) | (1,159) | ||
Investments in equity accounted associates | 1,586 | (15,000) | ||||
Loans granted | (7,850) | (282) | (17,786) | (282) | ||
Proceeds from repayment of loans | 125 | 125 | 8 | 508 | ||
Net cash flows used in investing activities | (6,250) | (660) | (83,306) | (2,053) | (2,719) | 361 |
Financing activities | ||||||
Payments of lease liabilities | (804) | (390) | (1,438) | (940) | (2,132) | (341) |
Proceeds from borrowings | 165 | (49) | 165 | (49) | ||
Interest on lease | (36) | (26) | (77) | (50) | (90) | (26) |
Repayment of borrowings | (49) | (3,980) | ||||
Dividends paid and distribution to shareholders | (50,230) | (50,534) | (160,366) | (51,683) | ||
Net cash flows used in financing activities | (675) | (50,695) | (1,350) | (51,573) | (42,978) | (56,047) |
Net (decrease)/increase in cash and cash equivalents for the period | 14,171 | (59,076) | (45,151) | (42,823) | 59,819 | 64,938 |
Cash and cash equivalents at the beginning of the period | 83,704 | 99,912 | 142,802 | 84,557 | 84,557 | |
Effect of changes in exchange rates on cash held | 1,202 | 62 | 1,426 | (836) | (1,574) | 2,054 |
Cash and cash equivalents at the end of the period | $ 99,077 | $ 40,898 | $ 99,077 | $ 40,898 | $ 142,802 | $ 84,557 |
Reporting entity_2
Reporting entity | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Reporting entity | ||
Reporting entity | 1. Reporting entity Nexters Inc. (the “Company”) is a company incorporated under the laws of the British Virgin Islands on January 27, 2021, which was formed for the sole purpose of effectuating the Transaction meaning the merger with Kismet Acquisition One Corp (“Kismet”) contemplated by the Business Combination Agreement, which w as consummated on August 26, 2021. Prior to the Transaction, the Company had no material assets and did not conduct any material activities other than those incidental to its formation and the matters contemplated by the Business Combination Agreement, such as the making of certain required securities law filings. The mailing and registered address of Nexters Inc.’s principal executive office is 55, Griva Digeni, 3101, Limassol, Cyprus. Nexters Inc. is the direct parent of Nexters Global Ltd, which was incorporated in Cyprus on November 2, 2009 as a private limited liability company under the Cyprus Companies Law, Cap. 113. Nexters Global Ltd’s registered office is at Faneromenis 107, 6031, Larnaca, Cyprus . The principal activities of the Company and its subsidiaries (the “Group”) are the development and publishing of online games for mobile, web and social platforms. The Group also derives revenue from advertising services. Information about the Company’s main subsidiaries is disclosed in Note 25. The Company’s ordinary shares and warrants are listed on Nasdaq under the symbols GDEV and GDEVW, respectively. The Group has no ultimate controlling party. | 1. Reporting entity Nexters Inc. (the “Company”) is a company incorporated under the laws of the British Virgin Islands on January 27, 2021, which was formed for the sole purpose of effectuating the Transaction contemplated by the Business Combination Agreement (see Note 3), which was consummated on August 26, 2021. Prior to the Transaction, the Company had no material assets and did not conduct any material activities other than those incidental to its formation and the matters contemplated by the Business Combination Agreement, such as the making of certain required securities law filings. The mailing and registered address of Nexters Inc.’s principal executive office is 55, Griva Digeni, 3101, Limassol, Cyprus. Nexters Inc., is the direct parent of Nexters Global Ltd, which was incorporated in Cyprus on November 2, 2009 as a private limited liability company under the Cyprus Companies Law, Cap. 113. Nexters Global Ltd’s registered office is at Faneromenis 107, 6031, Larnaca, Cyprus. The principal activities of the Company and its subsidiaries (the “Group”) are the development and publishing of online games for mobile, web and social platforms. The Group also derives revenue from advertising services. Information about the Company’s main subsidiaries is disclosed in Note 27. The Company’s ordinary shares and warrants are listed on Nasdaq under the symbols GDEV and GDEVW, respectively. The Group has no ultimate controlling party. |
Basis of presentation
Basis of presentation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Basis of presentation | ||
Basis of presentation | 2. Basis of presentation These interim condensed consolidated financial statements for the three and six months ended June 30 , 2022 have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (IASB), and should be read in conjunction with the Group’s last annual consolidated financial statements as at and for the year ended December 31, 2021 included in the Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on April 29, 2022 . They do not include all the information required for a complete set of financial statements prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the IASB. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group’s financial position and performance since the annual consolidated financial statements for the year ended December 31, 2021. These interim condensed consolidated financial statements were authorized for issue by the Group’s Board of Directors on September 26 , 2022. | 2. Basis of accounting 2.1. Statement of compliance These consolidated financial statements are prepared in accordance with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). These consolidated financial statements were authorized for issue by the Group’s Board of Directors on April 29, 2022. 2.2. Going concern The financial position of the Group, its cash flows and liquidity position are described in the primary statements and notes of these consolidated financial statements. In addition, Note 28 includes the Group’s policies for managing its liquidity risk. Despite the uncertainties related to the COVID-19 pandemic, and taking into account significant positive cash inflows from operating activities, management’s assessment of positive revenue trends and principal risks and uncertainties, management has a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, which is at least 12 months from the date when these consolidated financial statements were authorized for issue. Accordingly, they are satisfied that the consolidated financial statements should be prepared on a going concern basis. Please see also Note 30 and Note 31. Management believes that there are no significant uncertainties regarding going concern. 2.3. Basis of presentation These consolidated financial statements have been prepared based on historical cost unless disclosed otherwise and are presented in United States Dollars ($) which is also the functional currency of Nexters Inc. and Nexters Global Ltd. Values are presented in thousands, rounded to the nearest thousand unless indicated otherwise. 2.4. Basis of consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at and for the years ended December 31, 2021, 2020 and 2019. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has: ● Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee), ● Exposure, or rights, to variable returns from its involvement with the investee, and ● The ability to use its power over the investee to affect its returns. When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: ● The contractual arrangement with the other vote holders of the investee, ● Rights arising from other contractual arrangements, ● The Group’s voting rights and potential voting rights. The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of an investee begins when the Group obtains control over the investee and ceases when the Group loses control over the investee. Assets, liabilities, income and expenses of an investee acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date the Group gains control until the date the Group ceases to control the investee. The financial statements of the investees are prepared for the same reporting period as the parent company, using consistent accounting policies. All intra-group balances, income, expenses and unrealized gains and losses resulting from intra-group transactions are eliminated in full. 2.5. Changes in accounting policies During 2021 the Group applied a number of accounting standards effective from January 1, 2021 for the first time, but they do not have a material impact on the Group’s consolidated financial statements. Standards and interpretations effective for the year ended December 31, 2021 ● Interest Rate Benchmark Reform — Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16). ● COVID-19-Related Rent Concessions (Amendment to IFRS 16). A number of new standards are effective for annual periods beginning after January 1, 2021 and earlier application is permitted; however, the Group has not earlier adopted the new or amended standards in preparing these consolidated financial statements. The following amended standards and interpretations are not expected to have a significant impact on the Group’s financial statements. Standards issued but not yet effective: ● COVID-19-Related Rent Concessions (Amendment to IFRS 16). ● Onerous Contracts — Cost of Fulfilling a Contract (Amendments to IAS 37). ● Annual Improvements to IFRS Standards 2018-2020. ● Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16). ● Reference to the Conceptual Framework (Amendments to IFRS 3). ● IFRS 17 Insurance Contracts and amendments to IFRS 17 Insurance Contracts. ● Classification of liabilities as current or non-current (Amendments to IAS 1). ● Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2). ● Definition of Accounting Estimates (Amendments to IAS 8). ● Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). The accounting policies adopted are consistent with those followed in the preparation of the Group’s annual financial statements for the year ended December 31, 2020, except for the following: Short-term leases and leases of low-value assets The standard includes two recognition exemptions for lessees — leases of ’low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of 12 months or less). Since January 1, 2021 the Group does not apply the short-term lease recognition exemption to its short-term leases of office premises (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on such short-term leases are recognized as a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. |
Summary of significant accou_10
Summary of significant accounting policies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Summary of significant accounting policies | ||
Summary of significant accounting policies | 3. Summary of significant accounting policies The accounting policies and methods of computation applied in the preparation of these interim condensed consolidated financial statements are consistent with those disclosed in the annual consolidated financial statements of the Group for the year ended December 31, 2021 included in the Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on April 29, 2022. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective. 3.1. Business combinations and goodwill Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the total of the consideration transferred, measured at acquisition date fair value, and the amount of any non-controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred, such as finder’s fees, legal fees, due diligence fees, and other professional and consulting fees, are expensed and included in operating expenses. The Group measures goodwill as the fair value of the consideration transferred including the recognized amount of any non-controlling interest in the acquiree, less the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as at the acquisition date. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and vested share-based payment awards of the acquiree that are replaced in the business combination. If control is achieved in stages, the acquirer’s previously held equity interest in the acquiree is remeasured to fair value as at the acquisition date through profit or loss. A contingent liability of the acquiree is recognized in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably. Only components of non-controlling interest constituting a present ownership interest that entitles their holder to a proportionate share of the entity’s net assets in the event of liquidation are measured at either fair value or at the present ownership instruments’ proportionate share of the acquiree’s identifiable net assets. All other components are measured at their acquisition date fair value. The Group accounts for a change in the ownership interest of a subsidiary (without loss of control) as a transaction with owners in their capacity as owners. Therefore, such transactions do not give rise to goodwill, nor do they give rise to a gain or loss and are accounted for as an equity transaction. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Where goodwill forms part of a cash-generating unit (CG U ) and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative values of the operation disposed of and the portion of the cash-generating unit retained. If the Group reorganizes its reporting structure in a way that changes the composition of one or more cash-generating units to which goodwill has been allocated, the goodwill is reallocated to the units affected. The reallocation is performed using a relative value approach similar to that used in connection with the disposal of an operation within a cash-generating unit, unless some other method better reflects the goodwill associated with the reorganized units. A. Acquisition of game development studios On January 25, 2022, the Board approved the acquisition of three game development studios, aiming at accelerating the Company’s product growth strategy and enlarging its player base. The Company acquired 100% , 48.8% and 49.5% of the issued share capital of Gracevale Ltd, MX Capital Ltd, and Castcrown Ltd, respectively. For the information regarding the associates please see Note 16. On January 27, 2022, the Company entered into a share purchase agreement to acquire 100% of the issued share capital of Gracevale Ltd, developer and publisher of PixelGun 3D mobile shooter title, for a total consideration of up to 70,000 . The deal included a cash consideration of 55,517 , a share consideration of 3,963 , and a deferred share consideration of 10,520 subject to certain conditions. In parallel with the acquisition of Gracevale Ltd, the Company also acquired Lightmap Studio for an amount of 150 , which will now take part in the maintenance and support of Pixel Gun 3D. The two transactions were fully executed on January 31, 2022. The deal is accounted for as business combinations based on the provisions of IFRS 3. Gracevale Ltd was renamed to Lightmap Ltd on March 30, 2022. Based on the Share purchase agreement at the date of acquisition the sellers received the option to require Nexters Inc. to acquire outstanding consideration shares from the seller for a price of US$ 10.00 per share. There are two scenarios when the option becomes exercisable: ● the first scenario is when the shares are ineligible for sale on Nasdaq in one year from the date of allotment of such shares; ● the second scenario represents a general right of the sellers to sell their outstanding consideration shares to Nexters Inc. no later than two years from the acquisition date. The option is recognized on the acquisition date in the amount of 13,636 calculated as the present value of the redemption amount of the share consideration discounted using the Company’s incremental borrowing rate. The unwinding of the discount from the acquisition date till the reporting date amounted to 101 . B. Consideration transferred The following table summarises the acquisition-date fair value of each major class of consideration transferred. Consideration transferred Cash 55,667 Share consideration 3,158 Deferred share consideration 8,384 Total fair value of consideration 67,209 Share consideration and deferred share consideration fair value were determined using the quantity of the shares stated in the share purchase agreement multiplied by the share price of Nexters Inc. as at the date of acquisition, which is US$ 7.97 . The difference between the share considerations and put option of the sellers of Lightmap Ltd of 2,094 is reflected in the interim condensed consolidated statement of changes in equity in the line “Issue of ordinary shares related to business combination”. C. Fair value of the assets acquired and liabilities assumed The fair values of the identifiable assets and liabilities of Lightmap Ltd on provisional basis as at the date of acquisition were: Fair value recognized on acquisition, January 31, 2022, Lightmap Ltd Assets Property and equipment 68 Intangible assets 17,664 Right-of-use assets 230 Indemnification asset 3,043 Trade and other receivables 2,375 Cash and cash equivalents 1,555 Prepaid tax 383 25,318 Liabilities Lease liabilities (230) Trade and other payables (2,185) Provisions for non-income tax risks (1,381) Tax liability (1,721) (5,517) Total identifiable net assets at fair value 19,801 Goodwill arising on acquisition 47,408 NCI — Purchase consideration transferred 67,209 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 1,555 Consideration to be paid (55,667) Cash payable after reporting period 4,090 Net cash flow in acquisition (50,022) D. Goodwill Goodwill recognized in the amount of 47,408 is attributable primarily to the synergy effects as well as workforce and was assigned to the whole Group as one Cash Generating Unit (see Note 4). None of the goodwill is expected to be deductible for income tax purposes. The Company recognized separately from the acquisition the cost of the due diligence of 51 as acquisition related costs that should be expensed in the current period. Lightmap Ltd’s property and equipment consist of office equipment purchased within the last three years , its fair value approximates to its carrying amount. At the date of the acquisition, the fair value of the trade and other payables of Lightmap Ltd approximates to its carrying amount due to the fact they are represented by short-term advances and lease deposit. The group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were measured at an amount equal to the lease liabilities. The group’s trade and other receivables amount represents gross contractual amounts for the acquired receivables, its fair value approximates to its carrying amount as they are predominantly short-term. The deferred revenue represents the payments from players for virtual items, which are non-refundable and relate to non-cancellable contracts that specify the company’s obligations. These payments are initially recorded as deferred revenue. The related platform and payment processing fees are recorded as expense in the same period when the relevant revenue is recognized while the amount of the platform and payment processing fees, which relate to the deferred revenue, is recognized as deferred platform commission fees. Management applied the bottom-up approach to estimate the fair value of the deferred revenue as required by IFRS 3. Under this approach, the company adds the cost that it incurs to fulfill the performance obligation to the profit margin. The cost does not include items such as marketing, training, and recruiting. Such costs are not included as the company incurs these either before the acquisition date or these are not needed to fulfill the obligation. Based on the analysis, the fair value of the deferred revenue was determined to be insignificant. Respectively, the fair value of the deferred commission fees is also insignificant. Therefore, no balances were recognized as of the acquisition date. CGU was not tested for impairment because there were no impairment indicators as at June 30, 2022. From the date of acquisition Lightmap Ltd has contributed revenue of 2,524 and net loss before tax of 2,561 to the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, consolidated revenue of the Group would have been 252,395 and profit before tax from continuing operations for the period would have been 74,593 . For the details of measurement of the intangible assets recognized as at acquisition date see Note 4. E. Reconciliation of carrying amount of goodwill Cost Balance at January 1, 2022 1,501 Acquisition through business combination 47,408 Translation reserve (9) Balance at June 30, 2022 48,900 F. Contingencies Lightmap Ltd recognized a liability of 925 in relation to corporate income tax risks and of 1,381 in relation to indirect taxes, as it considered that there is a present obligation as a result of past events with the probable outflow of resources. Lightmap Ltd also recognized a contingent liability of 737 under IFRS 3 in relation to corporate income tax, as it considered that there is a present obligation as a result of past events with the probability of outflow of the recourses lower than 50% . The Company recognized the indemnification asset in the amount equal the total liability of the mentioned risks, as such indemnification was provided in the share purchase agreement. | 3. Summary of significant accounting policies Except as described in Note 2.5, the accounting policies have been applied consistently throughout the periods presented in these consolidated financial statements. Set out below are the principal accounting policies used to prepare these consolidated financial statements: 3.1. Business combinations, goodwill and merger transaction Business combinations are accounted for using the acquisition method. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and share-based payment awards of the acquiree that are replaced mandatorily in the business combination. If a business combination results in the termination of pre-existing relationships between the Group and the acquiree, then the Group identifies any amounts that are not part of what the Group and the acquiree exchanged in the business combination. The Group recognizes as part of applying the acquisition method, only the consideration transferred for the acquiree, and the assets acquired and liabilities assumed in the exchange for the acquiree. If the business combination is achieved in stages, any previously held equity interest is re-measured at its acquisition date fair value and any resulting gain or loss is recognized in profit or loss. It is then considered in the determination of goodwill. Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Subsequently, contingent consideration classified as an asset or liability, is measured at fair value with changes in fair value recognized in profit or loss. Contingent consideration that is classified as equity is not re-measured and subsequent settlement is accounted for within equity. The Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognized at the acquisition date. If the re-assessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognized in profit or loss. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to the Group’s cash generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquired entity are assigned to those units. Where goodwill has been allocated to a cash-generating unit and certain operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed in this circumstance is measured based on the relative values of the operation disposed and the portion of the cash-generating unit retained. Acquisition of subsidiaries On February 3, 2021, Nexters Global Ltd acquired 100% of the voting On April 5, 2021, Nexters Global Ltd acquired 100% of the voting shares in NHW Ltd, a company registered in accordance with the laws of the Republic of Cyprus, for the total consideration of 24 (€20,000), which comprises the whole business acquisition. The consideration was fully paid in cash. The Company’s management considers the acquisition of the testing development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the nine-month period from the acquisition date. On December 9, 2021, Nexters Global Ltd acquired 70% of the voting shares in Game Positive LLC, a company registered in accordance with the laws of the Russian Federation, for the total consideration of 1. The consideration was fully paid in cash. The Company’s management considers the acquisition of the product development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the period from the acquisition date. The fair values of the identifiable assets and liabilities of all the acquired companies as at the date of acquisition were: Fair value recognized Fair value recognized Fair value recognized Fair value recognized on acquisition, February 3, 2021 on acquisition, February 3, 2021, on acquisition, April 5 2021, on acquisition, December 9, 2021, Nexters Studio LLC Nexters Online LLC NHW Ltd Game Positive LLC Assets Property and equipment 390 85 — 71 Intangible assets 38 14 — — Right-of-use assets 1,164 395 — — Trade and other receivables 656 80 15 48 Other assets 91 27 — 59 Cash and cash equivalents 26 4 1 82 Prepaid tax 28 — — 12 2,393 605 16 272 Liabilities Deferred tax liability (4) (16) — — Lease liabilities – current (1,164) (395) — — Trade and other payables (1,415) (218) — (159) Tax liability — (4) — — (2,583) (633) — (159) Total identifiable net assets at fair value (190) (28) 16 113 Goodwill/(negative goodwill) arising on acquisition 1,274 191 8 (79) NCI — — — (33) Purchase consideration transferred 1,084 163 24 1 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 26 4 1 82 Cash paid (1,084) (163) (24) (1) Net cash flow in acquisition (1,058) (159) (23) 81 Goodwill recognized in the amount of 1,501 (1,473 goodwill as at the dates of acquisitions and 28 of translation reserve as at December 31, 2021) is attributable primarily to the expected synergies and was assigned to the whole Group as one Cash Generating Unit. The acquisition of Game Positive LLC resulted in a bargain purchase as the fair value of assets acquired and liabilities assumed exceeded the total of fair value of consideration paid and the proportionate value of non-controlling interest by 79. The Company recognized the amount as a gain which is reflected in Other income within Net finance income. None of the goodwill is expected to be deductible for income tax purposes. The Company did not recognize separately from the acquisitions any acquisition related costs that should be expensed in the current period. Property and equipment of Nexters Studio LLC, Nexters Online LLC and Game Positive LLC (“Russian companies”) consist of office equipment purchased within 2020, so its fair value approximates to its carrying amount. At the date of the acquisition, the fair value of the trade and other receivables of Russian companies approximates to its carrying amount due to the fact they are represented by short-term advances and lease deposits. The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were measured at an amount equal to the lease liabilities. The companies’ trade and other payables amount represents gross contractual amounts for the acquired payables. Nexters Global Ltd and Russian companies were parties to a pre-existing relationship, which should be accounted for separately from the business combination. No additional adjustment was made for the amount by which the contract is favorable or unfavorable from the perspective of the acquirer when compared with terms of current market transactions for the same or similar items, as the transactions comprising pre-existing relationship were executed on the market terms. From the date of acquisition, Nexters Studio LLC, Nexters Online LLC, NHW Ltd and Game Positive LLC have contributed no revenue as prior to the acquisitions all revenue generated by the acquired businesses was from the provision of services to Nexters Global Ltd and is eliminated on consolidation, and contributed 16,563, 2,219, 13 and 134 respectively to the net loss before tax from the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, consolidated revenue would have been unchanged for the reason described above at 434,094 and net loss from continuing operations for the year would have been 118,576. Merger of Nexters Global Ltd, Nexters Inc. and Kismet Acquisition One Corp On August 26, 2021 the Company successfully consummated the business combination with Kismet Acquisition One Corp. (“Kismet”, a Special Purpose Acquisition Company (“SPAC”)), which was announced on February 1, 2021. The Company treated the Transaction as a capital transaction equivalent to the issue of shares of the Company in exchange for the net monetary assets of Kismet. The Transaction did not constitute a business combination as defined under IFRS 3 Business Combinations, as Kismet is a non-operating entity that does not meet the definition of a business under IFRS 3, as given that it consisted predominantly of cash in the Trust Account. As at the Closing Date, the following transactions occurred pursuant to the terms of the Business Combination Agreement (the “Transaction”): ● the merger of Kismet into Nexters Inc., with Nexters Inc. surviving the merger and the security holders of Kismet (other than security holders of Kismet who elected to redeem their Kismet ordinary shares) becoming security holders of Nexters Inc. (the “Merger”), ● the acquisition by Nexters Inc. of all the issued and outstanding share capital of Nexters Global Ltd from the holders of Nexters Global’s share capital for a combination of cash and Nexters Global’s ordinary shares, such that Nexters Global is a direct wholly owned subsidiary of Nexters Inc. (the “Share Acquisition”). Prior to the Merger, a total of 21,811,242 Kismet ordinary shares were redeemed for a value of 218,190, resulting in a total of 3,188,758 Kismet’s public ordinary shares remaining issued and outstanding as at the time of the Merger. Under the Business Combination Agreement, in consideration for the purchase of Nexters Global’s share capital in the Share Acquisition, Nexters Inc.: ● paid to the shareholders of Nexters Global cash in an aggregate amount of 61,804 , which consist of 57,122 paid upon consummation of the Transaction and 4,682 paid in December, 2021 in accordance with Section 2.3(a)(ii) “Determination of the Initial Cash Consideration” of the Business combination agreement filed with SEC as a part of form F-4; ● issued to the shareholders of Nexters Global a total of 176,584,343 Nexters Inc. ordinary shares; and ● will issue to the former shareholders of Nexters Global 20,000,000 Deferred Exchange Shares, subject to certain conditions being met, as further described in the section entitled (“Deferred Exchange Shares”). The cash acquired by the Group in the Transaction (post all transaction related expenses) amounted to 119,659. On January 31, 2021, Kismet, Nexters Inc. and Kismet Sponsor Limited, a British Virgin Islands business company (the “Sponsor”) entered into an amended and restated Forward Purchase Agreement (the “A&R Forward Purchase Agreement”). The A&R Forward Purchase Agreement amended the Forward Purchase Agreement, dated August 5, 2020, between Kismet and the Sponsor by, among other things, increasing the Sponsor’s purchase commitment thereunder from US$ 20 million to US$ 50 million and replacing the Sponsor’s commitment to acquire Kismet’s units with a commitment to acquire 5,000,000 Nexters Inc. ordinary shares and 1,000,000 Nexters Inc. public warrants in a private placement which occurred after the Merger and prior to the Share Acquisition. On July 16, 2021, Kismet, Nexters Global Ltd and the Sponsor entered into separate subscription agreements (each as amended, restated or supplemented from time to time, a “PIPE Subscription Agreement”) with certain institutional investors that are not “U.S. persons” as defined in Regulation S under the Securities Act and with whom the Sponsor had prior business relationships (each, a “PIPE Investor”), pursuant to which the PIPE Investors agreed to subscribe for and purchase an aggregate of 5,000,000 Nexters ordinary shares for a purchase price of US$ 10.00 per share for an aggregate commitment of US$ 50 million in a private placements outside the United States in reliance on Regulation S under the Securities Act (the “PIPE”). The PIPE was consummated concurrently with the closing of the Transaction. As at Closing Date, immediately subsequent to the consummation of the Transaction, there were 196,523,101 Nexters ordinary shares outstanding. Additionally, there were 20,250,000 Nexters warrants outstanding, each of which entitle the holder to purchase one Nexters ordinary share at an exercise price of US$ 11.50 per share. Furthermore, options to purchase 120,000 Nexters ordinary shares at an exercise price of US$ 10.00 per share were held by three of Kismet’s independent directors, which options vested upon the consummation of the Transaction. The following table sets forth information regarding the shareholdings of Nexters ordinary shares as at the Closing Date immediately subsequent to the consummation of the Transaction, based on the actual number of shares held and outstanding. Number of Percentage of Ordinary Shares Ordinary Shares Kismet’s public shareholders 3,188,758 1.6 % Sponsor 11,750,000 6.0 % Nexters Global shareholders 176,584,343 89.9 % PIPE investors 5,000,000 2.5 % Total 196,523,101 100 % Deferred Exchange Shares An aggregate of 20,000,000 Nexters Inc. deferred exchange shares were issued to the former shareholders of Nexters Global as part of the Transaction. The issuance has been deferred as follows: (i) the issuance of 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 13.50 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing; and (ii) the issuance of an additional 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 17.00 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing. The arrangement is accounted for in accordance with IFRS 2 and considered in calculation of the share listing expense where effect of this arrangement is reflected by market participants in the market value of Nexters Inc. shares issued to Kismet shareholders (see Note 12). 3.2. Foreign currency translation The consolidated financial statements are presented in US dollars (US$), which is the Group’s presentation currency. Each entity in the Group determines its own functional currency, depending on what the underlying economic environment is, and items included in the financial statements of each entity are measured using that functional currency. Transactions in foreign currencies are initially recorded in the functional currency at the functional currency rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are re-measured into the functional currency at the functional currency rate of exchange at the reporting date. All differences are taken to profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on retranslation of non-monetary items is treated in line with the recognition of gain or loss on change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognized in other comprehensive income or profit or loss is also recognized in other comprehensive income or profit or loss, respectively). The functional currency of the foreign operations is generally the respective local currency — US Dollar (US$), Euro (€) or Russian rouble (RUB). As at the reporting date, the assets and liabilities of these operations are translated into the presentation currency of the Group (the US$) at the rate of exchange at the reporting date and their statements of comprehensive income are translated at the average exchange rates for the year or exchange rates prevailing on the date of specific transactions. The exchange differences arising on the translation are recognized in other comprehensive income. On disposal of a foreign entity, the deferred cumulative amount recognized in equity relating to that particular foreign operation is reclassified to the profit or loss. The exchange rate of the US$ to € as at December 31, 2021 and 2020 was 1.132 and 1.228 respectively. The exchange rate of the US$ to RUB as at December 31, 2021 and 2020 was 0.0134 and 0.0135 respectively. 3.3. Property and equipment 3.3.1. Cost of property and equipment Property and equipment are stated at cost less accumulated depreciation and any accumulated impairment loss. Expenditures for continuing repairs and maintenance are charged to the profit or loss as incurred. 3.3.2. Depreciation and useful lives Depreciation is recognized in profit or loss on the straight-line method over the useful lives of each part of an item of property and equipment. The estimated useful lives of property and equipment for current and comparative periods are as follows: ● Computer hardware 2 - 5 years ● Furniture, fixtures and office equipment 5 years Useful lives of leasehold improvements of leased office premises are determined at the lower between the useful life of the asset or the lease term. The asset’s residual values, useful lives and depreciation methods are reviewed, and adjusted as appropriate, at each financial year-end. 3.4. Intangible assets 3.4.1. Software and other intangible assets Software and other intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. 3.4.2. Useful life and amortization of intangible assets The Group assesses whether the useful life of an intangible asset is finite or indefinite and, if finite, the length of that useful life. An intangible asset is regarded by the entity as having an indefinite useful life when, based on an analysis of all of the relevant factors, there is no foreseeable limit to the period over which the asset is expected to generate net cash inflows for the entity. We did not have any intangible assets with indefinite useful life as at December 31, 2021 and 2020. Intangible assets with finite lives are amortized on a straight-line basis over the useful economic lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The average useful economic life of the intangible assets in the possession of the Group as at December 31, 2021 and 2020 is 4 years. Amortizations periods and methods for intangible assets with finite useful lives are reviewed at least at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the consolidated statement of profit or loss and other comprehensive income when the asset is derecognized. 3.5. Right-of-use Right-of-use assets The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the Group will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. Short-term leases and leases of low-value assets The standard includes two recognition exemptions for lessees — leases of ’low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of 12 months or less). The Group does not apply the short-term lease recognition exemption to its short-term leases of office premises (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on such short-term leases are recognized as a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. Significant judgement in determining the lease term of contracts with renewal options The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The Group has the option, under some of its leases to lease the assets for an additional term. The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew (e.g., a change in business strategy). The carrying amounts of the Group’s right-of-use assets and lease liabilities and the movements during the year are disclosed in Note 18. Lessees are also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term, a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee generally recognizes the amount of the remeasurement of the lease liability as an adjustment to the right-of-use assets. Lease liabilities The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased. 3.6. Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset, other than goodwill and intangible assets with indefinite useful life, may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses of continuing operations are recognized in profit or loss in those expense categories consistent with the function of the impaired asset. For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Group makes an estimate of the recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in profit or loss. 3.7. Financial assets 3.7.1. Initial recognition and measurement Financial assets are classified, at initial recognition, as subsequently measured at amortized cost, fair value through other comprehensive income (OCI), and fair value through profit or loss. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the transaction price determined under IFRS 15. In order for a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. 3.7.2. Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories: ● Financial assets at amortized cost ● Financial assets at fair value through OCI with recycling of cumulative gains and losses ● Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition ● Financial assets at fair value through profit or loss Financial assets at amortized cost This category is the most relevant to the Group. The Group measures financial assets at amortized cost if both of the following conditions are met: ● The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows, and ● The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Financial assets at amortized cost are subsequently measured using the effective interest rate (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired. The Group’s financial assets at amortized cost includes trade and other receivables and loans issued. Impairment — credit loss allowance for ECL The Group assesses and recognizes the allowances for expected credit losses (ECLs) on financial assets measured at amortized cost. The measurement of ECL reflects: ● an unbiased and probability weighted amount that is determined by evaluating a range of possible outcomes; ● present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and cash flows the Group expects to receive); and ● all reasonable and supportable information that is relevant and available without undue cost and effort at the end of each reporting period about past events, current conditions and forecasts of future economic conditions. Debt instruments measured at amortized cost are presented in the consolidated statement of financial position net of the allowance for ECL. The Group applies a “three stage” model for impairment in accordance with IFRS 9, based on changes in credit quality since initial recognition: 1. A financial instrument that is not credit-impaired on initial recognition is classified in Stage 1. Financial assets in Stage 1 have their ECL measured at an amount equal to the portion of lifetime ECL that results from default events possible within the next 12 months (12-month ECL). 2. If the Group identifies a significant increase in credit risk (“SICR”) since initial recognition, the asset is transferred to Stage 2 and its ECL is measured based on ECL on a lifetime basis (lifetime ECL). 3. If the Group determines that a financial asset is credit-impaired, the asset is transferred to Stage 3 and its ECL is measured as a lifetime ECL. For financial assets that are credit-impaired on purchase or at origination, the ECL is always measured at a lifetime ECL. Note 28 information about inputs, assumptions and estimation techniques used in measuring ECL, including an explanation of how the Group incorporates forward-looking information in the ECL models. 3.7.3. Derecognition A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognized when: ● The rights to receive cash flows from the asset have expired ● The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third-party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all of the risks and rewards of the asset nor transferred control thereover, the ass |
Use of judgements and estimates
Use of judgements and estimates | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Use of judgements and estimates | ||
Use of judgements and estimates | 4. Use of judgements and estimates In preparing these interim condensed consolidated financial statements, management has made judgements and estimates that affect the application of accounting policies and the reported amounts of assets, liabilities, incomes and expenses. Actual results may differ from these estimates. The significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those described in the Group’s consolidated financial statements for the year ended December 31, 2021 except for as described below. Warrants’ valuation Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$ 11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,249,993 warrants of the Company, 13,499,993 of which are public and 6,750,000 of which are private. The Company accounts for the warrants in its financial statements as a liability in accordance with IAS 32 - Financial Instruments: Presentation and IFRS 9 - Financial Instruments. The warrants are initially recorded at fair value and then revalued at each reporting date until exercised, with any change in fair value to be recognized in the interim condensed consolidated statement of profit or loss and other comprehensive income. Management exercised judgement in applying Monte-Carlo simulation for the purpose of estimating fair value of Private Warrants and Public Warrants, as there is no active market. For the key assumptions of the model see Note 22. Sensitivity to input parameters Our estimates are sensitive to input parameters, particularly to change in volatility. Below is the analysis of sensitivity to this parameter: ● While other parameters remain constant, an increase of volatility by 10% would increase the fair value of public and private warrants as at June 30, 2022 by 2,650 . ● While other parameters remain constant, a decrease of volatility by 10% would decrease the fair value of public and private warrants as at June 30, 2022 by 3,227 . Key assumption of share price in the model is starting share price which is estimated based on the two approaches (see Note 21). Another key assumption of risk-free rate is a static parameter as of date derived from Bloomberg system applied without modifications. Below is the analysis of sensitivity to the starting share price parameter: ● While other parameters remain constant, an increase of starting share price by 10% would increase the fair value of public and private warrants as at June 30, 2022 by 3,390 . ● While other parameters remain constant, a decrease of starting share price by 10% would decrease the fair value of public and private warrants as at June 30, 2022 by 2,715 . Measurement of the financial instruments issued as part of the investments in equity accounted associates Valuation of the financial instruments arose in the result of investments into equity associates during the reporting period which included sellers and founders earn-outs, call and put options of Nexters Inc. and respective shareholders as per shareholders’ and share purchase agreements. Valuation of the financial instruments is based on achievement by the equity accounted associates of performance targets such as Net bookings and EBITDA over certain agreed periods of time. In order to estimate achievement of such performance targets management utilized Monte-Carlo simulations over the agreed periods and projected various outcomes for each performance target based on the underlying management assumptions of the investees’ future business growth. Management determined the fair values of the financial instruments based on outputs provided by those Monte-Carlo simulations. In order to determine the fair value of the financial instruments (see Note 3 and 16) management applied the following assumptions: ● Assumption of target pay back on marketing investments in customer acquisition applied to the projected periods. This assumption is based on the historical effectiveness of marketing expenses for Hero Wars game and management applied adjustment related to uncertainty of the games being new. ● Assumption of Discount rate based on risk-free rate (see Change in estimate chapter in Note 4 below) ● Assumption of valuation of investees based on multiples of Enterprise Value to Net bookings and Enterprise Value to Investor’s consolidated management EBITDA based on publicly traded peers from gaming industry. ● Assumption of Standard deviation ( S igma parameter of GBM distribution) of marketing expenditure incurred in order to generate bookings over the projected period of time with bookings benchmarked against historic performance of the same genre games in the gaming industry and implying certain Failure rate for such games. Due to the fact, that stochastic generated marketing costs are mainly dependent from sigma parameter of GBM distribution, sigma was used in sensitivity tests to determine change in fair value of financial instruments with the change of marketing costs. The analysis of sensitivity to the key parameters of financial model in MX Capital Ltd are presented below: ● While other parameters remain constant, an increase of target pay back on marketing investments by 30 days would decrease the fair value of founders earn-outs, sellers earn-outs, call and put options of MX Capital Ltd as at June 30, 2022 by 230 , 477 , 20 and 1 consequently. ● While other parameters remain constant, a decrease of target pay back on marketing investments by 30 days would increase the fair value of founders earn-outs, sellers earn-outs and call option of MX Capital Ltd as at June 30, 2022 by 129 , 270 , 0 and decrease the fair value of put option by 13 . ● While other parameters remain constant, an increase of risk-free rate by 10% would decrease the fair value of founders earn-outs, sellers earn-outs, call and put options of MX Capital Ltd as at June 30, 2022 by 6 , 77 , 4 and 1 consequently. ● While other parameters remain constant, a decrease of risk-free rate by 10% would increase the fair value of founders earn-outs, sellers earn-outs and call and put options of MX Capital Ltd as at June 30, 2022 by 6 , 78 , 4 and 1 consequently. ● While other parameters remain constant, an increase of multiples by 10% would increase the fair value of call option of MX Capital Ltd as at June 30, 2022 by 1,279 and decrease the fair value of put option by 50 . ● While other parameters remain constant, a decrease of multiples by 10% would decrease the fair value of call option of MX Capital Ltd as at June 30, 2022 by 557 and increase the fair value of put option by 751 . ● While other parameters remain constant, an increase of sigma by 10% would increase the fair value of founders earn-outs and put option of MX Capital Ltd as at June 30, 2022 by 71 and 89 and decrease the fair value of sellers earn-outs and call option by 244 and 20 . ● While other parameters remain constant, a decrease of sigma by 10% would increase the fair value of sellers earn-outs and call option of MX Capital Ltd as at June 30, 2022 by 366 and 20 and decrease the fair value of founders earn-outs and put option by 200 and 86 . The analysis of sensitivity to the key parameters of financial model in Castcrown Ltd are presented below: ● While other parameters remain constant, an increase of target pay back on marketing investments by 30 days would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 304 . ● While other parameters remain constant, a decrease of target pay back on marketing investments by 30 days would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 568 . ● While other parameters remain constant, an increase of risk-free rate by 10% would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 212 . ● While other parameters remain constant, a decrease of risk-free rate by 10% would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 10 . ● While other parameters remain constant, an increase of multiples by 10% would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 796 . ● While other parameters remain constant, a decrease of multiples by 10% would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 925 . ● While other parameters remain constant, an increase of sigma by 10% would decrease the fair value of call option of Castcrown Ltd as at June 30, 2022 by 571 . ● While other parameters remain constant, a decrease of sigma by 10% would increase the fair value of call option of Castcrown Ltd as at June 30, 2022 by 463 . Measurement of the intangible assets recognized at the business combination Management has assessed fair value of the assets acquired and liabilities assumed in the acquisition of Lightmap Ltd and used the relief-from royalty method under the income approach to measure the fair value of the intangible assets acquired. The intangible assets acquired mainly include IP rights, trademark, domain name and R&D. The relief-from-royalty method measures the fair value of intangible assets using assumptions about what would it cost for a market participant to use the acquired intangible asset if another entity owned it. This technique is appropriate only if the highest and best use of the asset is to use it actively in the market. As a result of owning the asset, a market participant is relieved from making royalty payments that might otherwise be required. This method includes assumptions about the stream of payments that would be required, usually in the form of royalties, to another party for the right to use the asset. The fair value of the intangible asset is measured as the discounted stream of payments from which the acquiring entity is relieved because it owns the asset . Management believes that the ‘relief-from-royalty method’ is the most appropriate method for the valuation of the intangible assets, as it minimizes the unobservable inputs. The highest and best use of main game of Gracevale Ltd is to use it actively in the market and earn revenue from in-app purchases and advertising. The fair value of the game can be measured as the discounted stream of royalty payments from which Nexters Inc. is relieved because it owns the asset. The following assumptions were used to measure the fair value of the intangible assets: ● A specific discount rate, which is based on the WACC of Nexters Inc. amounting to 10.5% and additional 5% to reflect the investee-specific risks. The Nexters Inc.’s WACC is based on the rate of 30 - year treasury bonds issued by the government in the US market and in the same currency as the cash flows, adjusted for a risk premium to reflect both the increased risk of investing in equities generally and the systematic risk of the specific CGU; ● A u seful life of the game was assumed to be four years , as the game has reached its maturity stage. ● Royalty rate of 26% was used being the median of the arm’s length royalty rate ranges observed in the market from 19% to 40% . ● P rojected gross bookings based on the financial models’ base forecast including failure rate of 21.05% , based on on AppMagic historical data of the games having the same genre and comparable size. Failure event is a descend of the net bookings of 20% for two consecutive years. This event means that Company was unable to find marketing strategy to scale the business. Measurement of the tax uncertainties of the acquired companies Accounting for the tax uncertainties involves a significant judgement in respect of both assessment of the probability of the realization of the tax uncertainties and quantification of the tax uncertainties. The Group recognized the tax uncertainties by applying 75% probability to the tax uncertainties considered to be probable and 30% to the tax uncertainties considered to be possible. For the more details on the amounts of tax risks see Note 1 3 , 1 6 and 2 1 , depending on the nature of the risk. Seasonality Our business experiences the effects of seasonality. We usually experience certain decreases in the efficiency of our marketing and user acquisition towards the end of the year as a result of competition for the same users from retail advertising campaigns during Halloween, Thanksgiving and Christmas as well as during summer months due to the decrease in time spent online by our players during the summer vacation season. We typically benefit from the increased efficiency in this respect during the first quarter of each year. To address seasonality, our strategy is to (i) decrease the intensity of our user acquisition and marketing campaigns in summer and towards the end of the year; (ii) only utilize those channels and instruments that we believe are less saturated with the competing marketing campaigns; and (iii) increase the intensity of our user acquisition and marketing activities in the first quarter of each year. Correction of errors – comparative period During the preparation of the consolidated financial statements for 2021, management identified several errors, which were disclosed in the respective note. They related to the inconsistencies in calculation of the withholding taxes in Brazil and Taiwan, indirect taxes in Japan, deferred revenue and complex share options for the periods ended on December 31, 2020 and 2019. Change in estimates Intangible assets Management has assessed fair value of the intangible assets at acquisition using the relief-from royalty method under the income approach (for the assumptions refer to Note 4 above). As at June 30, 2022 Management applied change in estimates due to the changes in the assumptions related to certain input parameters of the valuation models as presented below: ● In WACC as a benchmark of risk-free rate, we used as at June 30, 2022 the yield of the 30 - year treasury bonds issued by the US government as opposed to 10-year notes before. Also, the discount for the lack of marketability (DLOM) was replaced by industry accepted size risk premium , as there is no accurate way to predict the date of the trading halt release. If there were no changes to the fair values of intangible assets their fair value would have been higher by 362 at the acquisition date. Warrants As stated above t he Company accounts for the warrants in its financial statements as a liability in accordance with IAS 32 - Financial Instruments: Presentation and IFRS 9 - Financial Instruments. Management exercised judgement in applying Monte-Carlo simulation for the purpose of estimating fair value of Private Warrants and Public Warrants. As a result of more precise estimate the following assumptions were changed as at June 30, 2022: ● The discount for the lack of marketability (DLOM) was not applied as there is no accurate way to predict the date of the trading halt release. ● Estimated effect of losses to be incurred as a result of changed operating environment was updated from 5.1% to 11.9% . ● Implied multiples were calculated using the last quoted share price to estimate a discount to average multiples of our peer group ( 31% for EV/Bookings and 37% for EV/EBITDA) and the discounts from these multiples were applied to estimate them as at the reporting date. If the warrants were valued using previous approach their fair value as at June 30, 2022 would have been lower by 7,847 . Financial instruments As for the valuation of warrants, for other financial instruments management determined the fair values of the financial instruments based on outputs provided by Monte-Carlo simulations. As a result of more precise estimate the following assumptions were changed as at June 30, 2022: ● The discount for the lack of marketability (DLOM) was not applied as there is no accurate way to predict the date of the trading halt release. ● Assumption of Discount rate based on risk free rate of 3% was used instead of discount rate based on weighted average cost of capital (WACC) of Nexters Inc., which was adjusted to account for the specific risks of investees before. ● 15% discount on platform commission for the publisher on each platform limited by 1,000 million of net bookings was applied. If financial instruments were valued using previous approach the fair value of call option of Castcrown Ltd as at June 30, 2022 would be less by 1,638 , the fair value of call option of MX Capital Ltd would be less by 155 . The fair value of founders earn-outs of MX Capital Ltd would be less by 247 , of sellers earn-outs would be less by 3,037 and of put option would be less by 42 . | 4. Accounting judgments, estimates and assumptions The preparation of consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the reporting dates and the reported amounts of revenues and expenses during the reporting periods. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods. Key areas of estimation uncertainty and critical judgments Key judgements and estimates reflected in the Group’s financial statements include: ● Categorization of in-game purchases between durable and consumable and determination of their periods of usage; ● Estimation of the average playing period of the paying users and estimation of the remaining lifespan of the games; ● Measurement of cost associated with share-based payments; ● Uncertain positions over taxes; ● Measurement of share warrant obligation. In the process of applying the Group’s accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognized in the consolidated financial statements. Actual results could materially differ from those estimates. Revenue recognition The approach to in-game purchases, consumable and durable items The satisfaction of our performance obligation is dependent on the nature of the virtual item purchased and as a result, we categorize our virtual items as either consumable or durable. ● Consumable virtual items represent items that can be consumed by a specific player action. They can, for example, instantly refill certain stats like mana or health points or be used to skip cooldowns. Common characteristics of consumable virtual items are that they are no longer displayed on the player’s game board after a short period of time (usually within few days since the date of purchase), do not provide the player any continuing benefit following consumption (they cannot be used to improve the character), and often enable a player to perform an in-game action immediately. For the sale of consumable virtual items, we recognize revenue at a point in time. ● Durable virtual items represent items that enhance player’s character or game inventory set over a certain period of time (e.g. that increase player hero’s power in Hero Wars game or enhance an island’s buildings in our Island Experiment game). These items are accessible to the player over an extended period of time or can be exchanged or used for obtaining different items or levels in the games, which in turn are associated with the players character for an extended period of time (e.g. “stars” influencing the specific hero power in the game). Considering the complexity of the gameplay, great variety of in-game items and different behavioral patterns of players on different levels of character development, it is impracticable to estimate the useful life of in-game items. Therefore, we recognize the revenue from the sale of durable virtual items rateably over the average playing period of players for the applicable game (player’s lifespan), which represents our best estimate of the average life of the durable virtual item. We use this approach for substantially all of our revenue. To separately account for consumable and durable virtual items, the Company specifically identifies each purchase for the majority of virtual items purchased on the third-party platforms. For the remaining population, the Company estimates the amount of consumable and durable virtual items based on data from specifically identified purchases and the expected behavior of the users. Estimate of players lifespan Since January 1, 2020 we determine the estimated weighted average playing period of payers by game on a quarterly basis (on an annual basis in 2019), beginning at the time of a payer’s first purchase in the respective game and ending on a date when that paying player is deemed to be no longer playing. To determine when paying players are no longer playing a given game, we analyse the entire population of payers who made in-game payments in the relevant periods and determine whether each payer is an active or inactive player as at the date of our analysis. To determine which payers are inactive, we analyse the dates that each payer last logged into that game. We determine a player to be inactive once they have reached a period of inactivity for which it is probable that they will not return to a specific game. We use judgment to set a minimum period of inactivity to distinguish between active users and those that are deemed inactive at the date of evaluation which is currently determined as 30 days after last login date for the majority of platforms/games. Based on the actual expired lifespans and projection for active players, we then project an average expected lifespan term of the population. We use a statistical estimation model to arrive at the average playing period of the paying users for each platform. As at December 31, 2021, 2020 and 2019 player lifespan for Hero Wars averages 25, 23 and 17 months respectively. The estimated player lifespan in our other games as at December 31, 2021, 2020 and 2019 averages 25 months, 34 months and 27 respectively. Had there been no change in the estimated players lifespans as at December 31, 2021 as compared to December 31, 2020, the revenue for the year ended December 31, 2021 would have been higher by an amount of 32,330 and the profit before tax for the year ended December 31, 2021 (also taking into consideration the effects of estimated players lifespans on platform commissions) would have been higher by an amount of 23,702. In our core game Hero Wars a significant portion of our revenues is produced by a relatively low percentage of our users, which pay substantially higher dollar amounts for in-game virtual items as compared to the average payment per user and tend to have substantially longer playing periods as compared with average playing periods for the entire population. Moreover, the average playing periods differ substantially among different platforms, through which we distribute our games. To account for these aspects, we estimate the average playing periods separately for each platform as soon as we have the indicators that the average playing periods for a particular platform may differ from the average periods for other platforms and adjust the average playing periods by assigning greater weight to higher spending payers versus average payers in the population. We use regression analysis and the Kaplan-Meyer survival model to arrive at the average playing period of the paying users for each platform. Key factors of estimation uncertainty We expect that in future periods, there may be changes in the mix of consumable and durable virtual items offered and sold, reduced virtual item sales in certain existing games, changes in estimates of the average playing period of payers and/or changes in our ability to make such estimates. When such changes occur, and in particular if more of our revenue in any period is derived from durable virtual items or the estimated average playing period of payers increases on average, the amount of revenue that we recognize in a current or future period may be reduced, perhaps significantly. Conversely, if the estimated average playing period of payers decreases on average, the amount of revenue that we recognize in a current or future period may be accelerated, perhaps significantly, and we would disclose the effects of such changes in our consolidated financial statements. The length of the lifespan depends on the players’ behaviours which vary across different game titles and across different platforms, where lifespans for social type platforms tend to be longer than for mobile platforms. The length of the lifespans may also depend on the maturity of the game title and our ability to allocate necessary financial and intellectual resources to implement relevant strategies for player attraction and retention. When a new game is launched and only a limited period of payer data is available for our analysis, then we need to consider other factors to determine the estimated average playing period of payers, such as the estimated average playing period of payers for our other game titles with similar characteristics and review of externally available information, including industry peers. Sensitivity to input parameters Our estimates are sensitive to input parameters, particularly to change in proportion between durable and consumable items and to change in estimated player’s lifespan. Below is the analysis of sensitivity to these parameters: ● While other parameters remain constant, an increase of the share of durable items in total payments by 10% would decrease reported revenues for 2021 and respectively increase deferred revenue balance as at December 31, 2021 by 32,253 . ● While other parameters remain constant, a decrease of the share of durable items in total payments by 10% would increase reported revenues for 2021 and respectively decrease deferred revenue balance as at December 31, 2021 by 32,279 . ● While other parameters remain constant, an increase/ decrease of the share of consumable items in total payments by 10% would increase/ decrease reported revenues for 2021 and respectively decrease/increase deferred revenue balance as at December 31, 2021 by 7,872 . ● While other parameters remain constant, an increase in the estimated lifespans applied in 2021 by 10% would decrease reported revenues for 2021 and respectively increase deferred revenue balance as at December 31, 2021 by 28,982 . ● While other parameters remain constant, a decrease in the estimated lifespans applied in 2021 by 10% would increase reported revenues for 2021 and respectively decrease deferred revenue balance as at December 31, 2021 by 32,268 . Platform Commissions Platforms retain platform commissions and fees on each purchase made by the paying players through the platform. As revenues from sales of virtual items to paying players through the platform are deferred, the related platform commissions and fees are also deferred on the consolidated statement of financial position. The deferred platform commissions are recognized in the consolidated statement of profit or loss and other comprehensive income in the period in which the related sales of virtual items are recognized as revenue. Measurement of cost associated with share-based payments Share-based payments included expenses incurred under share options granted in 2021 and earlier. See also Note 29 below for more details. Management estimates the fair value of certain share options at the date of grant using the Black-Scholes-Merton pricing model. The fair value of complex share options granted in 2019 was calculated as fair value of — The amount of expense is sensitive to the number of awards, which are expected to vest, taking into account estimated forfeitures. Below is the discussion of each of these estimates: Assumptions used in Black-Scholes-Merton model Expected life The Company does not have sufficiently long history to determine the time the option holders will hold the options. Therefore, for the options granted in 2019 and earlier the Company used the expected term as the contractual term of each option tranche for stock option plan. For the options granted in 2020 the Company determined the expected term based on the expected dates of certain events, which influence the vesting of the options. For the options granted in 2021 the Company determined the expected term based on the average of vesting and expiration dates. Expected volatility Since the Company’s shares have a short trading history, there is no extensive data on the Company’s share price volatility. The volatility for options valuation was defined based on the historical volatility of comparable public companies in a similar industry over a period, which approximates the expected life of option tranches. Risk-free interest rates Risk-free interest rates are based on the implied yield currently available in the US treasury bonds with a remaining term approximating the expected life of the option award being valued. Expected dividend yield The Group set a dividend yield based on historical payout and management’s best expectation for dividends distribution. Fair value of the underlying shares The fair value of the underlying shares before the Transaction was estimated on the basis of valuations of its peer group companies at the date or intended share price for the transaction described in Note 29, which approximates the date of grant, adjusted for the lack of marketability of the Company’s shares if required. The peer group companies were determined based on several factors including, but not limited to industry (primarily gaming companies), similar size and availability of the financial information. The fair value of the Company’s underlying shares after the Transaction is determined based on its market price at the grant date. Estimated forfeitures Management used a forfeiture rate of zero as there is no history of attrition among key personnel and management at the dates of share option grants. Subsequently, if the actual forfeiture rate is higher, the actual amount of related expense will become lower. Assumptions used in Monte-Carlo simulation Vesting of the complex options granted in 2019 was tied to reaching certain net income targets. Estimated future net income is determined using an expected equity value and Price/Earnings multiple based on peer historical data. Expected equity value is modelled using Monte-Carlo simulation based on the assumptions of price change in line with Geometric Brownian Motion (GBM). The model runs simulations to define the equity value for the given contractual term, based on input parameters (see below). Based on simulation results target net income is defined through a proxy indicator (net income to equity value based on peer historical data). The expected payout is calculated based on results of future net income estimation and performance condition for each simulation separately. The proportionate share of all dividends distributed during the option’s exercise period are included in the total payout calculation. The amount of simulations performed were 10,000. The assumptions used to setup the model are as follows: ● The relation of net income to equity value is defined through proxy net income indicator; ● Dividends accrued and paid are continuous; ● Risk-free return rate is continuous; ● Equity value is modelled through GBM and risk-neutral valuation. Dividend protection feature The dividend protection feature included into certain option agreements is accrued if it considered likely to be effected based on the management’s best estimate as of the reporting date. Accounting treatment of share-based payments where the Group has a choice to settle in cash or equity The Group determines the accounting treatment of the options based on whether the Group has a present obligation to settle in cash or equity. Modifications may sometimes alter its manner of settlement; as a result, a share-based payment that was classified as equity settled at grant-date may be modified to become cash-settled, or vice versa. IFRS 2 contains guidance on accounting for modifications that result in a change from cash-settled to equity-settled but no explicit guidance on the accounting for modifications that result in a change from equity-settled to cash-settled. The modification-date fair value of the original share-based payment may increase, decrease or remain equal compared with its grant-date fair value. In addition, the terms of the modified share-based payment may grant incremental fair value to its recipient. Change from cash-settled to equity-settled arising from modification A change from cash-settled to equity-settled arising from a modification would occur if, for example, a new equity-settled share-based payment arrangement is identified as a replacement of a cash-settled share-based payment arrangement. At the modification date the Group: ● derecognises the liability for the cash-settled share-based payment; ● measures the equity-settled share-based payment at its fair value as at the modification date and recognises in equity that fair value to the extent that the services have been rendered up to that date; and ● immediately recognises in profit or loss the difference between the carrying amount of the liability and the amount recognised in equity. Determination of the indirect and withholding taxes The Group disclosed possible and accrued probable risks in respect on uncertain tax positions. Management estimates the amount of risk based on its interpretation of the relevant legislation, in accordance with the current industry practice and in conformity with its estimation of probability, which require considerable judgment. For the purpose of accounting treatment of withholding taxes, management performs analysis to determine if a levy is in scope of IAS 12. Because taxable profit is determined in accordance with rules established by tax authorities, it is not necessarily the same as accounting profit. Measurement of share warrant obligation Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$ 11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,250,000 warrants of the Company, 13,500,000 of which are public and 6,750,000 of which are private. The Company accounts for the warrants in its financial statements as liability in accordance with IAS 32 — Financial Instruments: Presentation and IFRS 9 — Financial Instruments. The warrants are initially recorded at fair value and then revalued at each reporting date until exercised, with any change in fair value to be recognized in the statement of profit or loss and other comprehensive income. The fair value of Public Warrants, which are traded in active market is measured based on the quoted market prices. Management exercised judgement in applying Monte-Carlo simulation for the purpose of estimating fair value of Private Warrants disclosed in the Note 24. One of the key inputs significantly impacting the derived fair value is the Company’s share price quote on Nasdaq. Based on management’s assessment, the share price quote should be used as an input to the model without any adjustments. For the key assumptions of the model see Note 24. Sensitivity to input parameters Our estimates are sensitive to input parameters, particularly to change in volatility. Below is the analysis of sensitivity to this parameter: ● While other parameters remain constant, an increase of volatility by 10% would increase the fair value of private warrants as at December 31, 2021 by 1,334 . ● While other parameters remain constant, a decrease of volatility by 10% would decrease the fair value of private warrants as at December 31, 2021 by 1,366 . Key assumption of share price in the model is independent market input applied without modifications. Another key assumption of risk-free rate is a static parameter as of date derived from Bloomberg system applied without modifications. Other areas of estimation uncertainty and judgments Other judgements and estimates reflected in the Group’s financial statements include, but are not limited to: ● Recoverability of deferred tax assets; ● ECL measurement; ● Software development costs and recognition of internally built software. In the process of applying the Group’s accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognized in the consolidated financial statements. Actual results could materially differ from those estimates. Recoverability of deferred tax assets The utilization of deferred tax assets will depend on whether it is probable to generate sufficient taxable income against which the deductible temporary differences can be utilized. Various factors are used to assess the probability of the future utilization of deferred tax assets, including past operating results, operational plans, expiration of tax losses carried forward, and tax planning strategies. ECL measurement The Group records an allowance for ECLs for all receivables and other debt financial assets not held at fair value through profit or loss (“FVPL”). The ECL allowance is based on the credit losses expected to arise over the life of the asset (the lifetime expected credit loss or LTECL) for Trade and other receivables. The LTECL is also used for other financial assets, unless there has been no significant increase in credit risk since origination, in which case, the allowance is based on the 12 months’ expected credit loss (12-month ECL). The 12-month ECL is the portion of LTECL that represent the ECLs that result from default events on a financial instrument that are possible within the 12 months after the reporting date. Both LTECL and 12mECL are calculated on either an individual basis or a collective basis, depending on the nature of the underlying portfolio of financial instruments. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive. The shortfall is then discounted at an approximation to the asset’s original effective interest rate. The mechanics of the ECL calculations are outlined below and the key elements are as follows: ● PD The Probability of Default is an estimate of the likelihood of default over a given time horizon. A default may only happen at a certain time over the assessed period, if the facility has not been previously derecognized and is still in the portfolio. ● EAD The Exposure at Default is an estimate of the exposure at a future default date, taking into account expected changes in the exposure after the reporting date, including repayments of principal and interest, whether scheduled by contract or otherwise, expected drawdowns on committed facilities, and accrued interest from missed payments. ● LGD The Loss Given Default is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between the contractual cash flows due and those that the lender would expect to receive, including from the realization of any collateral. It is usually expressed as a percentage of the EAD. The Group has established a policy to perform an assessment, at the end of each reporting period, of whether a financial instrument’s credit risk has increased significantly since initial recognition, by considering the change in the risk of default occurring over the remaining life of the financial instrument. In all cases, the Group considers that there has been a significant increase in credit risk when contractual payments are more than 30 days past due. The Group considers a financial asset in default when contractual payment are 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. Software development costs Our development teams, which develop the online games, follow an agile development process, whereas the preliminary project stage remains ongoing until just prior to worldwide launch of the game, at which time final feature selection occurs. As such, the development costs in respect of online games are expensed as incurred in our consolidated statement of profit or loss and other comprehensive income. We did not capitalize any online games development costs during the years ended December 31, 2021, 2020 and 2019. Development expenditures in respect of the software for the internal use are recognized as an intangible asset when the Group can demonstrate the technical and commercial feasibility of completing the intangible asset so that it will be available for use or sale, its intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the availability of resources to complete the asset and the ability to measure reliably the expenditure during development. We did not capitalize any software development costs during the years ended December 31, 2021, 2020 and 2019. Correction of errors During the first quarter of 2021, the Group identified an error related to the calculation of withholding tax in Brazil and Taiwan. Consequently, as at and for the year ended December 31, 2020, the correction of the errors resulted in an increase in Revenue from sales of virtual goods of 463 (Taiwan withholding tax) and an increase in Corporate income tax expense by 844 (Taiwan and Brazil withholding tax) with the respective increase in Tax liabilities by 289 and the decrease of Trade and other payables by 97 and Trade and other receivables by 189. During the third quarter of 2021, the Group identified an error related to the calculation of withholding tax in Japan for the periods ended on December 31, 2020 and earlier. Effective October 1, 2015, business-to-consumer (“B2C”) sales of electronically supplied services (“ESS”) provided to recipients in Japan are subject to Japanese Consumption Tax (“JCT”). Based on the updated estimation the Group’s tax obligation should be determined as 10 /1 10 % The Management of the Company retrospectively corrected the liability previously accrued as at December 31, 2020 in the amount of 1,999. Consequently, as at and for the year ended December 31, 2020, the correction of the errors resulted in an increase in Revenue from sales of virtual goods of 913 and a decrease in Platform commission expense by 25 with the respective decrease of Trade and other payables by 1,999, in an increase to Long-term deferred revenue by 235, Deferred revenue by 851 and Long-term deferred platform commission fees by 25. During the fourth quarter of 2021 management identified an error related to the calculation of complex share-based options for the periods ended on December 31, 2020 and 2019. Management used Monte-Carlo simulation to determine the fair value of the options and incorrectly included the probability of meeting the non-market performance conditions, which contradicts the IFRS 2 Share-based payments. Based on the corrected calculation the Group’s Other reserves increased by 1,976 and 1,819 respectively and the Group’s Game operation cost and General and administrative expenses each increased by 988 and 910 respectively. In addition, as a result of the correction, some tranches became unlikely to vest and so the dividend entitlement feature for the year ended December 31, 2020 was not accrued, which resulted in decrease in Trade and other payables by 289 with the same increase in Accumulated deficit for the above stated comparative period. |
Segment reporting_2
Segment reporting | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Segment reporting | ||
Segment reporting | 5. Segment reporting We operate through one operating segment with one business activity: development and publishing of online games for mobile, web and social platforms, including Hero Wars, Island Questaway, Chibi Island, Throne Rush and other. The financial information reviewed by our Chief Operating Decision Maker, which is our Chief Executive Officer and Board of Directors , is included within one operating segment for purposes of allocating resources and evaluating financial performance. We disclose the geographical distribution of our revenue in Note 7. We do not have the ability to track revenue deferral on a by country basis therefore we applied average deferral rate to in-game purchases disaggregated by geography. | 5. Segment reporting We operate through one operating segment with one business activity: development and publishing of online games for mobile, web and social platforms, including Hero Wars, Island Experiment, Throne Rush and other. The financial information reviewed by our Chief Operating Decision Maker, which is our Chief Executive Officer and Board of Directors, is included within one operating segment for purposes of allocating resources and evaluating financial performance. We disclose the geographical distribution of our revenue in Note 7. We do not have the ability to track revenue deferral on a by country basis therefore we applied average deferral rate to in-game purchases disaggregated by geography. |
Earnings_(loss) per share
Earnings/(loss) per share | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Earnings/(loss) per share | ||
Earnings/(loss) per share | 6. Earnings/(loss) per share Basic earnings/(loss) per share amounts are calculated by dividing profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period. Diluted earnings/(loss) per share amounts are calculated by dividing the net profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent adjusted for the effect of any potential share exercise by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. The following reflects the income and share data used in basic and diluted earnings/(loss) per share computations for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent for basic earnings 53,063 (31,798) 29,634 (20,010) Weighted average number of ordinary shares for basic and diluted earnings per share 197,971,371 176,584,343 197,971,371 176,584,343 Earnings/(loss) per share: Earnings/(loss) attributable to ordinary equity holders of the parent, US$ 0.27 (0.18) 0.15 (0.11) The Company applies guidance on retrospective adjustments in IAS 33 to reflect the impact of the Transaction on the earnings per share calculation. The number of shares prior to the Transaction was determined as the number of shares of Nexters Global Ltd multiplied by the ratio of the Nexters Inc. shares issued to the Nexters Global Ltd shareholders upon the Transaction to the Nexters Global Ltd shares prior to the Transaction. The Company does not consider the effect of the warrants sold in the Initial Public Offering and private placement and the options granted under Employee Stock Option plan in the calculation of diluted loss per share, since they do not have a dilutive effect as at the reporting date they are out of the money, except an insignificant portion of vested options with strike price of 0 . Deferred exchange shares are not considered by the Company in calculation of the basic and diluted earnings per share, as the instrument is neither vested at the reporting date nor would have been vested if the reporting date was the end of the contingent period, due to Deferred exchange shares in aggregate of 20,000,000 which are subject to certain conditions in accordance with Business Combination agreement with Kismet and those conditions were not met . The increase in the number of shares amounted to 1,448,270 is caused by allotment of share consideration for acquisition of Gracevale Ltd as discussed in the Note 3. | 6. Loss per share Basic loss per share amounts are calculated by dividing loss for the year net of tax attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted loss per share amounts are calculated by dividing the net loss for the year net of tax attributable to ordinary equity holders of the parent adjusted for the effect of any potential share exercise by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. The following reflects the income and share data used in basic and diluted loss per share computations for the years ended December 31, 2021, 2020 and 2019: 2019, as 2020 2020, as previously 2019, previously 2021 restated reported restated reported Loss for the period net of tax attributable to ordinary equity holders of the parent for basic earnings (117,455) (751) 668 (35,526) (33,706) Weighted average number of ordinary shares for basic and diluted earnings per share 183,521,938 176,584,343 176,584,343 176,584,343 176,584,343 Loss per share: Loss attributable to ordinary equity holders of the parent, US$ (0.64) (0.00) 0.00 (0.20) (0.19) The Company applies guidance on retrospective adjustments in IAS 33 to reflect the impact of the Transaction described in Note 3 on the earnings per share calculation. The number of shares prior to the Transaction was determined as the number of shares of Nexters Global Ltd multiplied by the ratio of the Nexters Inc. shares issued to the Nexters Global Ltd shareholders upon the Transaction to the Nexters Global Ltd shares prior to the Transaction. The Company does not consider the effect of the warrants sold in the Initial Public Offering and private placement and the options granted under Employee Stock Option plan in the calculation of diluted loss per share, since they do not have a dilutive effect as the market price as at the reporting date was below their exercise price. Deferred exchange shares are not considered by the Company in calculation of the basic and diluted earnings per share, as the instrument is neither vested at the reporting date nor would have been vested if the reporting date was the end of the contingent period. |
Revenue_2
Revenue | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue | ||
Revenue | 7. Revenue The following table summarizes revenue from contracts with customers for the six and three months ended June 30, 2022 and June 30, 2021 : Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 In-game purchases 241,014 185,481 120,975 102,710 Advertising 10,823 10,852 4,791 6,934 Total 251,837 196,333 125,766 109,644 The following table set forth revenue disaggregated based on geographical location of our payers: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 US 81,385 63,793 42,203 34,849 Europe 53,485 44,589 26,770 23,682 FSU* 26,582 25,539 13,436 13,904 Asia 68,367 45,066 33,043 26,786 Other 22,018 17,346 10,314 10,423 Total 251,837 196,333 125,766 109,644 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. 99% of the Group’s total revenues for the six months ended June 30, 2022 was generated by Hero Wars game title ( 98% - for the six months ended June 30, 2021). | 7. Revenue The following table summarizes revenue from contracts with customers for the years ended December 31, 2021, 2020 and 2019: 2020, as previously 2021 2020, restated* reported 2019 In-game purchases 406,594 245,833 244,457 89,169 Advertising 27,500 15,059 15,059 4,642 Total 434,094 260,892 259,516 93,811 * ”). For more details on revenue recognition principles please see Note 4. The amount of 194,934 recognized as in-game purchases revenue in 2021 (66,096 - for the year ended December 31, 2020, 19,535- for the year ended December 31, 2019) was included in the balance of deferred revenue as at January 1,2021, 2020 and 2019 respectively. The following table set forth revenue disaggregated based on geographical location of our payers: 2020, as previously 2021 2020, restated reported 2019 US 136,570 97,470 96,950 38,066 Europe 93,620 61,494 61,167 22,956 FSU* 57,794 38,978 38,772 19,008 Asia 106,404 42,382 42,158 7,671 Other 39,706 20,568 20,469 6,110 Total 434,094 260,892 259,516 93,811 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. 99% of the Group’s total revenues for the year ended December 31, 2021 was generated by Hero Wars game title (98% — — |
Discontinued operations
Discontinued operations | 6 Months Ended |
Jun. 30, 2022 | |
Discontinued operations. | |
Discontinued operations | 8. Discontinued operations As at June 30, 2022 the Company contemplated to discuss at the Board of Directors meeting in July 2022 a sale of all its Russian subsidiaries, i.e. Nexters Studio LLC, Nexters Online LLC, Gamepositive LLC and Lightmap LLC to the local management as a part of the strategy to eliminate to a maximum extent possible within the Company control the risks related to Russian Federation. For that reason, these entities are accounted for as discontinued operations in these interim condensed consolidated financial statements in accordance with IFRS 5 Non-current assets held for sale and discontinued operations. The comparative interim condensed consolidated statement of profit or loss and other comprehensive income has been adjusted to present the discontinued operation separately from continuing operations. Subsequent to the disposal, the Group hasn’t continued to work with the discontinued operation. Although intra-group transactions have been fully eliminated in the consolidated financial results, management has elected to attribute the elimination of transactions between the continuing operations and the discontinued operation before the disposal in a way that reflects the continuance of these transactions subsequent to the disposal, because management believes that this is useful to the users of the financial statements. To achieve this presentation, management has eliminated from the results of the discontinued operation the inter-company revenue (and costs thereof, less unrealised profits) made before its disposal. Because purchases from the discontinued operation will not continue subsequent to the disposal, inter-company purchases made by the continuing operations before the disposal are removed from continuing operations. A. Results of discontinued operations Six months ended Six months ended Three months ended Three months ended Results of discontinued operation June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Revenue 21,639 8,131 13,957 5,458 Elimination of intra-group revenue (19,746) (8,131) (12,064) (5,458) External revenue 1,893 — 1,893 — Expenses (22,199) (7,476) (13,129) (4,821) Elimination of intra-group expenses — — (217) — External expenses (22,199) (7,476) (13,346) (4,821) Results from operating activities (20,306) (7,476) (11,453) (4,821) Income tax (65) (30) (85) (45) Loss from discontinued operations, net of tax (20,371) (7,506) (11,538) (4,866) Attributed to Parent (20,046) (7,506) (11,231) (4,866) Attributed to NCI (325) — (307) — Of the loss from the discontinued operation of 20,371 ( 7,506 for the six months ended June 30, 2021) an amount 20,046 ( 7,506 for the six months ended June 30, 2021) is attributable to the owners of the Company. Expenses of the companies included in the discontinued operations include termination benefits of 1,517 related to the reduction of personnel in response to the changing operating environment. B. Cash flows from (used in) discontinued operations Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Net cash flows generated/(used) from operating activities 9,015 1,241 5,156 (61) Net cash flows used in investing activities (735) (396) (513) (270) Net cash flows used in financing activities (849) (644) (338) (371) C. Assets and liabilities included in disposal groups and effect of disposal on the financial position of the Group June 30, 2022 Property and equipment (1,078) Intangible assets (197) Right-of-use assets (660) Deferred tax asset (42) Trade and other receivables (3,978) Cash and cash equivalents (7,699) Prepaid tax (122) Total assets included in disposal group classified as held for sale (13,776) Loans payable 163 Lease liabilities 665 Trade and other payables 10,452 Tax liability 62 Total liabilities included in disposal group classified as held for sale 11,342 Net assets and liabilities (2,434) Elimination of intra-group loans and payables (7,753) Net assets and liabilities (10,187) Consideration received in cash 9 Cash and cash equivalents disposed of (7,699) Net cash outflow (7,690) |
Game operation cost_2
Game operation cost | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Game operation cost | ||
Game operation cost | 9. Game operation cost Game operation cost consists mainly of employee benefits expenses. The following table summarizes game operation cost for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (3,135) (1,247) (1,609) (711) Technical support services (3,462) (2,548) (1,701) (855) (6,597) (3,795) (3,310) (1,566) Technical support services mainly relate to maintenance and upgrades of the Group’s software applications provided by a third party and servers’ support cost . | 8. Game operation cost Game operation cost consists mainly of employee benefits expenses in comparison with prior periods due to the acquisition of Russian companies, which previously provided technical support services to the Company. The following table summarizes game operation cost for the years ended December 31, 2021, 2020 and 2019: 2020, 2020, as previously 2019, 2019, as previously 2021 restated* reported restated* reported Technical support services (4,960) (16,114) (15,373) (15,078) (14,169) Employee benefits expenses (13,985) (1,276) (1,029) (649) (648) (18,945) (17,390) (16,402) (15,727) (14,817) * Technical support mainly relates to maintenance and upgrades of the Group’s software applications provided by a third party and servers’ support cost. |
Selling and marketing expense_3
Selling and marketing expenses | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Selling and marketing expenses | ||
Selling and marketing expenses | 10. Selling and marketing expenses Selling and marketing expenses consist mainly of expenses to attract new users through advertising. The following table summarizes selling and marketing expenses for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Advertising costs (88,926) (154,634) (33,775) (90,190) Employee benefits expenses (2,395) (838) (1,252) (555) (91,321) (155,472) (35,027) (90,745) Advertising costs decreased for the six months ended June 30, 2022 in comparison to the six months ended June 30, 2021 mainly due to the suspension of marketing activities in FSU countries as well as general decrease of marketing expenses due to the saturation of the market in the first half of 2022. | 9. Selling and marketing expenses Selling and marketing expenses consist mainly of expenses to attract new users through advertising. The following table summarizes selling and marketing expenses for the years ended December 31, 2021, 2020 and 2019: 2021 2020 2019 Advertising costs (266,906) (164,929) (81,814) Employee benefits expenses (3,261) (827) (366) (270,167) (165,756) (82,180) |
General and administrative ex_4
General and administrative expenses | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
General and administrative expenses | ||
General and administrative expenses | 11. General and administrative expenses The following table summarizes general and administrative expenses for the three and six months ended June 30, 202 2 and June 30, 2021 : Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (6,613) (1,722) (3,032) (1,023) Professional fees (2,159) (2,090) (666) (683) Other operating expenses (4,908) (1,667) (3,743) (1,541) (13,680) (5,479) (7,441) (3,247) Increase in Other operating expenses in the second quarter of 2022 is due to the accrual of Expected credit losses (“ECL”) of 3,107 on loan receivable to Castcrown Ltd (see Note 17). The amount was accrued based on provisions of IFRS 9 on an individual basis as 41.42 % of total amount as this is the percentage of cases in which is borrower will be in default based on Monte-Carlo simulation used by management for the model to determine fair value of financial instruments. | 10. General and administrative expenses The following table summarizes general and administrative expenses for the years ended December 31, 2021, 2020 and 2019: 2020, 2020, as previously 2019, 2019, as previously 2021 restated * reported restated * reported Employee benefits expenses (10,497) (2,033) (1,045) (1,912) (1,002) Professional fees (7,457) (1,473) (1,473) (278) (278) Other operating expenses (5,077) (183) (183) (421) (421) (23,031) (3,689) (2,701) (2,611) (1,701) * |
Finance income and finance expe
Finance income and finance expenses | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finance income and finance expenses | ||
Finance income and finance expenses | 12. Finance income and finance expenses Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Interest income 334 — 235 — Foreign exchange gain 409 — 1,534 775 Finance income 743 — 1,769 775 Six months ended Six months ended Three months ended Three months ended June 20, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Foreign exchange loss — (997) — — Bank charges (229) (106) (114) (58) Unwinding of discount on the put option liability (101) — (34) — Interest expense (20) (14) (9) (6) Finance expenses (350) (1,117) (157) (64) | 11. Finance income and costs 2021 2020 2019 Interest income — 7 12 Foreign exchange gain — 1,991 411 Change in fair value of share warrant obligations 10,080 — — Other income 79 — — Finance income – total 10,159 1,998 423 Interest expense (91) (45) (96) Bank charges (320) (175) (87) Foreign exchange loss (2,809) — — Finance costs – total (3,220) (220) (183) Net finance income 6,939 1,778 240 For further information about the Change in fair value of share warrant obligations, see Note 24. |
Taxation_2
Taxation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Taxation | ||
Taxation | 13. Taxation The Group recognized income tax expense in the amount of 2,025 , major part of which relates to the income tax expense of Nexters Global Ltd 2,015 ( 524 for the six months ended June 30, 2021, major part of which related to the income tax expense of Nexters Global Ltd). In accordance with the Cypriot tax rules the companies shall use their financial reporting in accordance with IFRS as tax records with certain insignificant exceptions. As a result, the Group has no material temporary differences between the tax and accounting bases of assets and liabilities and consequently no material deferred tax effect. Under certain conditions interest income of 334 ( 0 for the six months ended June 30, 2021) may be subject to defense contribution at the rate of 30% . In such cases this interest will be exempt from corporation tax. In certain cases, dividends received from abroad may be subject to defense contribution at the rate of 17% . The applicable tax rate used for reconciliation is 12.5 % for Cyprus companies. (a) Cyprus IP box regime In 2012, the government of Cyprus introduced a regime applicable to Intellectual Property (IP) (the ‘Old IP Regime’). The provisions of the Old IP regime allow for an 80% deemed deduction on royalty income and capital gains upon disposal of IP, owned by Cypriot resident companies (net of any direct expenses and amortization provisions over a 5 - year period), bringing the effective tax rate on eligible IP income down to 2.5 %. In 2016, the House of Representatives passed amendments to the Income Tax Law (the ‘New IP Regime’) in order to align the current Cyprus IP tax legislation with the provisions of Action 5 of the OECD’s Base Erosion and Profit Shifting (BEPS) project. The amendments apply retroactively, as from July 1, 2016, but according to transitional arrangements, companies benefiting from the Old IP Regime could continue to apply its provisions until June 30, 2021, as long as the IP assets either generated income or their development was completed as at June 30, 2016. Therefore, the Group continued to benefit from the Old IP Regime up to June 30, 2021. Starting from July 1, 2021, the Group applies the provisions of the New IP Regime, which are based on the nexus approach. According to the nexus approach, for an intangible asset to qualify for the benefits of the regime, there needs to be a direct link between the qualifying income and the qualifying expenses contributing to that income. An amount equal to 80% of the qualifying profits earned from qualifying intangible assets are excluded from the taxable profit , bringing the effective tax rate on eligible IP income down up to 2.5 %. Under both the Old and the New IP Regimes, in case a loss arises instead of profit, the amount of loss that can be set off is limited to 20%. The respective tax loss can be carried forward and utilized for the period of 5 years . Ending of the Old IP Box regime on June 30, 2021 and transition to the New IP Regime does not affect the amounts of current or deferred income taxes recognized at December 31, 2021, nor is it expected to increase the Group’s future current tax charge significantly. (b) Reconciliation of effective tax rate The reconciliation of the effective tax rate to a statutory tax rate is presented in a table below: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) before income tax 75,134 (23,768) 42,118 (14,819) Tax calculated at the applicable tax rates (6,686) 3,902 (3,455) 2,438 Effect of different tax rates in other countries 5 (3) (7) (17) Tax effect of expenses not deductible for tax purposes and non-taxable income (601) 129 (1,300) 268 Tax effect of deductions under special tax regimes 5,620 (3,353) 3,812 (2,234) Tax effect of tax losses brought forward 812 (675) 201 (455) Tax effect of not recognized deferred tax asset regarding the loss carryforward (760) — (293) — Overseas tax in excess of credit claim used during the period (415) (524) (210) (325) Special contribution for the defence fund — — — — Income tax expense (2,025) (524) (1,252) (325) (c) Uncertainty over the income tax treatment and unrecognized deferred tax asset Starting from January 1, 2019 the Company has changed its tax reporting principles, judgements and estimates in a few areas including, among others, revenue recognition for in-game purchases and software development costs, which resulted in a substantial amount of revenues related to in-game purchases made by Group’s consumers in 2019 being deferred to 2020 and beyond (see Note 23 for details). As a consequence, the Company has booked a substantial tax loss in 2019, 2020 and 2021. These new principles and estimates in respect of the tax records have not yet been assessed or approved by the tax authorities, therefore we have no assurance as to whether they will be accepted by the relevant tax authorities. There also can be no assurance that the accounting treatment of certain transactions under IFRS as accepted by the Company like share-based payments, indirect taxes etc. will not be challenged by the relevant tax authorities. The Company has not recognized any tax expense in respect of these uncertainties as it believes that its tax records are in compliance with the existing laws and regulations and that its accruals for tax liabilities are sufficient and adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience. Overseas tax in excess of credit claims used during the year represents withholding income tax charges imposed in respect of the Group’s bookings in certain jurisdictions where the Group’s customers are located. Tax losses may be carried forward for five years. Group companies may deduct losses against profits arising during the same tax year. As at June 30, 2022 the Group did not recognize a deferred tax asset of 1,221 resulting from the tax losses reported in 2019, 2021 and the first half of 2022 because of the uncertainties described above (as at December 31, 2021: 1,273 ). Tax losses for which no deferred tax asset was recognized expire in 2026 and 2027. (d) Tax risks accrued A portion of the tax liability represents the corporate income tax risks of Lightmap Ltd in the amount of 1,662 (see Note 3). The rest is represented mainly by the withholding taxes related to the corporate income tax, such as withholding tax in Brazil and Taiwan. | 13. Taxation The Group recognized income tax expense in the amount of 1,127 comprised of the income tax in Nexters Global Ltd 1,016, Nexters Online LLC and Nexters Studio LLC 56 and 55 respectively (862 in 2020, comprised of the income tax in Nexters Global Ltd of 844 due to the error described in Note 4 and the income tax in Flow Research S.L. in the amount of 18, 7 in 2019). In accordance with the Cypriot tax rules the companies shall use their financial reporting in accordance with IFRS as tax records with certain insignificant exceptions. As a result, the Group has no material temporary differences between the tax and accounting bases of assets and liabilities and consequently no material deferred tax effect. Under certain conditions interest income of 0 (7 for 2020, 12 for 2019) may be subject to defense contribution at the rate of 30%. In such cases this interest will be exempt from corporation tax. In certain cases, dividends received from abroad may be subject to defense contribution at the rate of 17%. The applicable tax rate used for reconciliation is 12.5%. (a) Cyprus IP box regime In 2012, the government of Cyprus introduced a regime applicable to Intellectual Property (IP). The provisions of the IP regime allow for an 80% deemed deduction on royalty income and capital gains upon disposal of IP, owned by Cypriot resident companies (net of any direct expenses and amortization provisions over a 5-year period). Companies benefiting from the IP regime may continue to apply its provisions until June 30, 2021, as long as the IP assets either generated income or their development was completed as at June 30, 2016. The effective tax rate on eligible IP income could be as low as 2.5%. In case a loss arises instead of profit, the amount of loss that can be set off is limited to 20%. The respective tax loss can be carried forward and utilized for the period of 5 years. Ending of the IP Box regime on June 30, 2021 does not affect the amounts of current or deferred income taxes recognized at December 31, 2021. However, this change will increase the Group’s future current tax charge accordingly. (b) Reconciliation of effective tax rate The reconciliation of the effective tax rate to a statutory tax rate is presented in a table below: 2021 2020 2019 (Loss)/income before income tax (116,317) 111 (35,519) Tax calculated at the applicable tax rates 14,545 (15) 4,440 Effect of different tax rates in other countries 82 (9) (5) Tax effect of expenses not deductible for tax purposes and non-taxable income (14,665) 401 906 Tax effect of deductions under special tax regimes 169 (624) (4,126) Tax effect of tax losses brought forward 395 230 (1,220) Tax effect of loss for the year for which no deferred tax asset is recognized (637) — — Overseas tax in excess of credit claim used during the period (1,016) (845) (2) Income tax expense (1,127) (862) (7) (c) Uncertainty over the income tax treatment and unrecognized deferred tax asset Starting from January 1, 2019 the Company has changed its tax reporting principles, judgements and estimates in a few areas including, among others, revenue recognition for in-game purchases and software development costs, which resulted in a substantial amount of revenues related to in-game purchases made by Group’s consumers in 2019 being deferred to 2020 and beyond (see Notes 4 and 25 for details). As a consequence, the Company has booked a substantial tax loss in 2019 as opposed to moderate profits recorded in the prior periods and in 2020 and 2021. These new principles and estimates in respect of the tax records have not yet been assessed or approved by the tax authorities, therefore we have no assurance as to whether they will be accepted by the relevant tax authorities. There also can be no assurance that the accounting treatment of certain transactions under IFRS as accepted by the Company like share-based payments, indirect taxes etc. will not be challenged by the relevant tax authorities. The Company has not recognized any tax expense in respect of these uncertainties as it believes that its tax records are in compliance with the existing laws and regulations and that its accruals for tax liabilities are sufficient and adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience. Overseas tax in excess of credit claims used during the year represents withholding income tax charges imposed in respect of the Group’s bookings in certain jurisdictions where the Group’s customers are located. Tax losses may be carried forward for five years. Group companies may deduct losses against profits arising during the same tax year. As at December 31, 2021 the Group did not recognize a deferred tax asset of 1,273 resulting from the tax losses reported in 2019 and 2021 because of the uncertainties described above (2020: 1,031, 2019: 1,220). Tax losses for which no deferred tax asset was recognized expire in 2024 and 2026. |
Property and equipment_2
Property and equipment | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Property and equipment | ||
Property and equipment | 14. Property and equipment During the six months ended June 30, 2022, the Group acquired property and equipment with a cost of 584 (six months ended June 30, 2021: 924 ). Property and equipment with a cost of 68 was acquired in the process of acquisition of subsidiaries (six months ended June 30, 2021: 476 ). No assets were disposed of by the Group during the six months ended June 30, 2022 and 2021. | 15. Property and equipment Furniture, Computer fixtures and office hardware equipment Total Cost Balance at January 1, 2020 64 51 115 Additions 47 100 147 Balance at December 31, 2020 111 151 262 Depreciation Balance at January 1, 2020 24 29 53 Depreciation for the year 18 20 38 Balance at December 31, 2020 42 49 91 Carrying amounts Balance at December 31, 2020 69 102 171 Furniture, Computer fixtures and office hardware equipment Total Cost Balance at January 1, 2021 111 151 262 Additions 937 162 1,099 Acquisitions through business combinations 287 259 546 Disposals (58) (2) (60) Balance at December 31, 2021 1,277 570 1,847 Depreciation Balance at January 1, 2021 42 49 91 Depreciation for the year 327 105 432 Disposals (26) (2) (28) Balance at December 31, 2021 343 152 495 Carrying amounts Balance at December 31, 2021 934 418 1,352 |
Intangible assets_2
Intangible assets | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Intangible assets | ||
Intangible assets | 15. Intangible assets During the six months ended June 30, 2022, the Group acquired intangible assets with a cost of 17,770 (six months ended June 30, 2021: 141 ). Intangible assets with a cost of 17,664 were acquired in the process of acquisition of subsidiaries (six months ended June 30, 2021: 52 ), see Note 3 for further details. No assets were disposed of by the Group during the six months ended June 30, 2022 and 2021. | 16. Intangible assets Computer software Cost Balance at January 1, 2020 771 Additions — Balance at December 31, 2020 771 Amortization Balance at January 1, 2020 435 Amortization for the year 260 Balance at December 31, 2020 695 Carrying amounts Balance at December 31, 2020 76 Computer software License Total Cost Balance at January 1, 2021 771 — 771 Additions 4 334 338 Acquisitions through business combinations — 52 52 Balance at December 31, 2021 775 386 1,161 Amortization Balance at January 1, 2021 695 — 695 Amortization for the year 55 145 200 Balance at December 31, 2021 750 145 895 Carrying amounts Balance at December 31, 2021 25 241 266 |
Investments in equity accounted
Investments in equity accounted associates | 6 Months Ended |
Jun. 30, 2022 | |
Investments in equity accounted associates. | |
Investments in equity accounted associates | 16. Investments in equity accounted associates MX Capital Ltd As at January 27, 2022, the Company entered into a share purchase agreement to acquire 48.8% of the issued share capital of MX Capital Ltd from Everix Investments Ltd for an initial consideration of 16,586 paid in cash, while 1,586 was refunded to Nexters Inc in June of 2022. Further earn-out payments of up to 35,000 may increase the consideration depending on achievement of certain agreed metrics by MX Capital Ltd. The fair value of such earn-out payments is 11,502 , which was determined based on Monte-Carlo simulations of monthly marketing expenses of the group’s financial model leading to expected pay-outs of earnouts (see Note 4 for the details). On the same date, the Company entered into a shareholders’ agreement with the remaining shareholder of MX Capital Ltd, which provided for a put and call option deal allowing the Company to obtain control of 100% of the issued share capital of MX Capital Ltd in the first half of 2024. The price payable under the put and call options depends on achievement of certain agreed KPIs by MX Capital Ltd. The fair value of such symmetric option is 6,779 based on the Monte-Carlo simulations of monthly marketing expenses of the group’s financial model leading to expected buy-out of remaining shares (see Note 4 for the details) . Also, depending on the achievement of another set of KPIs by MX Capital Ltd, the Company shall pay the remaining shareholders an amount not exceeding 100,000 as further consideration for the sale of the option shares. MX Capital Ltd stands behind the RJ Games studio, developer of Puzzle Breakers, a new mobile midcore game that is associated with both puzzle and RPG genres. The transaction was fully executed on February 4, 2022. The fair value of such earn-outs is 4,692 based on Monte-Carlo simulations of monthly marketing expenses of the group’s financial model leading to expected pay-outs of earnouts (see Note 4 for the details) . Founders and sellers earn-outs are recognized within the line Other non-current liabilities in this interim consolidated condensed statement of financial position. The deal is accounted for as equity accounted associate based on the provisions of IAS 28. The fair values of the identifiable assets and liabilities on provisional basis as at the date of acquisition were : Fair value recognized on acquisition, February 4, 2022, MX Capital Ltd Assets Property and equipment 148 Intangible assets 18,339 Right-of-use assets 26 Trade and other receivables 177 Cash and cash equivalents 5,367 Prepaid tax 34 Loans receivable - current 34 Other assets 154 24,279 Liabilities Trade and other payables (1,150) Tax liability (155) Provisions for non-income tax risks (89) Lease liabilities - current (26) Short term loans (1,171) (2,591) Total identifiable net assets at fair value 21,688 Goodwill arising on acquisition 13,831 Purchase consideration transferred 15,000 Liability arising from sellers earn-outs 11,502 Liability arising from founders earn-outs 4,692 Liability arising from symmetric put option 544 Asset arising from symmetric call option (7,323) Goodwill of 13,831 is included in the carrying amount of the investment. Intangible assets mainly include IP rights, trademark , domain name and R&D. The group’s loss net of tax since the date of acquisition amounted 6,428 , Nexters Inc.’s share of these losses was reflected in the amount of 3,137 in the interim condensed consolidated statement of profit or loss. Castcrown Ltd As at January 27, 2022, the Company entered into a share purchase agreement to acquire approximately 49.5% of the issued share capital of Castcrown Ltd for a total consideration of 2,970 . Castcrown Ltd stands behind Royal Ark, a game studio responsible for two survival RPG titles – Dawn of Zombies and Shelter Wars. On the same date, the Company entered into a shareholders’ agreement with the remaining shareholders of Castcrown Ltd, which provided for a put and call option agreement allowing the Company to obtain control of 100% of the issued share capital of Castcrown Ltd. The call option may be exercised no later than April 1, 2027. The put option may be exercised from April 1, 2027 to July 1, 2027. The price payable under the put and call options depends on achievement of certain agreed metrics by Castcrown Ltd and is based on a discount to a projected future enterprise valuation of the Company. In consideration for being granted this call option, the Company has to pay to the remaining shareholders an option premium of 1,200 (subject to adjustment on completion accounts finalization), and may pay an additional option premium of 800 depending on the achievement of certain targets. The transaction was fully executed on March 30, 2022 and is accounted for as equity accounted associate based on the provisions of IAS 28. The fair value of the call option is 3,745 based on the Monte-Carlo simulations of monthly marketing expenses of the group’s financial model (see Note 4 for the details) . The fair values of the identifiable assets and liabilities on provisional basis as at the date of acquisition were: Fair value recognized on acquisition, March 30, 2022, Castcrown Ltd Assets Property and equipment 4 Intangible assets 3,985 Trade and other receivables 344 Cash and cash equivalents 664 Loans receivable - current 121 5,118 Liabilities Trade and other payables (558) Tax liability (213) Long term loans (316) (1,087) Total identifiable net assets at fair value 4,031 Goodwill arising on acquisition (2,773) Purchase consideration transferred 2,970 Derivative asset arising from call option (3,745) Payment on consideration transferred was pending as at the reporting date. Negative goodwill of 2,773 is included in the carrying amount of the investment and is reflected in the line “Share of loss of equity-accounted associates” of the interim condensed statement of profit or loss and arose due to the distressed asset sale by Castcrown Ltd’s shareholders due to the need in financing. Intangible assets mainly include IP rights, trademark, domain name and R&D. The group’s loss net of tax since the date of acquisition amounted 2,574 , Nexters Inc.’s share of these losses was reflected in the amount of 1,276 in the interim condensed consolidated statement of profit or loss. The Group recognized indemnification asset in the amounts of 119 and 105 for the tax risks of MX Capital Ltd and Castcrown Ltd respectively as such indemnification was provided in the share purchase agreements. The Group capitalized legal expenses of 148 as part of acquisition costs. |
Loans receivable_2
Loans receivable | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Loans receivable. | ||
Loans receivable | 17. Loans receivable As part of the share purchase agreement with MX Capital Ltd, the Company entered into a loan agreement with the acquired entity for a total amount of up to 43,000 plus the amount of debt owed by MX Capital Group to an affiliate of the previous shareholder. The first tranche of the loan for an amount of 8,000 was paid on February 4, 2022 upon completion of the share purchase agreement. On the same date, an additional 1,888 was granted to MX Capital Ltd, being the total debt owed to the affiliate of the former shareholder. Tranches of 13,000 , 16,000 and 6,000 will be available for drawing until July 1, 2022, February 1, 2023 and September 1, 2023, respectively, depending on the satisfaction by MX Capital Ltd of certain conditions. The loan bears interest of 7% per annum and is secured by a pledge of shares in MX Capital Ltd. All amounts granted are due on April 1, 2027. As part of the share purchase agreement with Castcrown Limited, the Company entered into an unsecured convertible notes agreement on March 30, 2022 for the amount of up to 16,000 at an interest on 7% p.a. with the due date on March 31 , 2025. The first tranche of the notes amounting to 1,500 was acquired on April 1, 2022 and the second tranche in the amount of 6,000 was acquired on May 31, 2022. The Company shall acquire additional notes amounting to 8,500 depending on the achievement by Castcrown Limited of certain performance targets by December 31, 2024. The Company can convert the notes no earlier than December 31, 2024, unless Castcrown Limited has met the performance targets earlier than that. The loan was issued as at April 1, 2022 and the fair value of conversion feature amounted to 0 as at June 30, 2022. According to IFRS 9 the liability on the loan is accounted for as its nominal value less fair value of its derivative liability component, as the second is equal to 0, the fair value of the loan equals its carrying amount. The loans granted in 2021 are represented by loans to the Group’s employees. The exposure of the Group to credit risk is reported in Note 26 to the interim condensed consolidated financial statements. | 17. Loans receivable 2021 2020 2019 Balance at January 1 8 521 272 New loans granted 123 — 338 Repayments of principal — (508) (95) Interest charged — 7 12 Interest received (7) (19) — Foreign exchange (gain) / loss (1) 7 (6) Balance at December 31 123 8 521 On October 1, 2018, Nexters Global Ltd entered into a loan agreement with its shareholder Boris Gertsovsky, for the total amount of € 240,000 (US$ 278,000) with an annual interest rate of 2%. In December 2019 € 85,000 (US$ 95,000) were repaid. The loan was fully repaid on April 23, 2020. On July 30, 2019, Nexters Global Ltd entered into a loan agreement with its shareholder, Boris Gertsovsky, for the total amount of €300,000 (US$ 327,000). The loan was provided interest-free and was fully repaid on July 24, 2020. On October 30, 2019, Nexters Global Ltd entered into a loan agreement with its shareholder Boris Gertsovsky, for the total amount of €10,000 (US$ 11,000). The loan was provided interest free with outstanding balance of 8 as at December 31, 2020 and was fully repaid on February 12, 2021. The loans granted in 2021 are represented by loans to the Group’s employees. The difference between the nominal amounts of the loans and their fair value was insignificant. The exposure of the Group to credit risk is reported in Note 28 to the consolidated financial statements. |
Lease_2
Lease | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Lease | ||
Lease | 18. Lease Right-of-use assets Lease liabilities Balance at January 1, 2022 2,050 1,934 Additions 1,318 1,318 Acquisitions through business combinations 62 62 Reclassification to assets included in disposal group classified as held for sale - net of depreciation (1,465) — Reclassification to liabilities included in disposal group classified as held for sale - net of depreciation — (1,485) Depreciation (343) — Interest expense — 20 Payments — (546) Effect of foreign exchange rates — — Balance at June 30, 2022 1,622 1,303 Lease liabilities - current 886 Lease liabilities - non-current 417 Right-of-use assets Lease liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,706 1,706 Depreciation (829) — Interest expense — 50 Payments — (990) Effect of foreign exchange rates — (35) Balance at June 30, 2021 1,921 1,842 Lease liabilities - current 1,274 Lease liabilities - non-current 568 The amounts recognized in the interim condensed consolidated statement of profit or loss and other comprehensive income other than depreciation in relation to leases are presented in the table below: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expense relating to short-term and low-value leases 28 8 28 5 Interest expense on lease liabilities 20 50 36 26 48 58 64 31 On January 31, 2022 Nexters Inc. acquired Lightmap Ltd group which had a lease agreement for the office building in Rostov-on-Don . The Company determines the commencement date as January 31, 2022, which is the acquisition date. As at June 30, 2022 this company Lightmap LLC is part of discontinued operation. Total cash outflow for leases recognized in the interim condensed consolidated statement of cash flow is presented below: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Сash outflow for leases 1,438 940 804 390 Cash outflow for short-term and low-value leases 20 50 36 26 Total cash outflow for leases 1,458 990 840 416 All lease obligations of Cypriot companies are denominated in €. The rate of 3% per annum was used as the incremental borrowing rate. | 18. Lease Lease Right-of-use assets liabilities Balance at January 1, 2020 71 70 Additions 1,236 1,236 Depreciation (263) — Interest expense — 26 Payments — (367) Effect of foreign exchange rates — 146 Balance at December 31, 2020 1,044 1,111 Lease liabilities – current 293 Lease liabilities – non-current 818 Lease Right-of-use assets liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,305 1,305 Acquisitions through business combinations 1,559 1,559 Depreciation (1,908) — Interest expense — 90 Payments — (2,222) Effect of foreign exchange rates 50 91 Balance at December 31, 2021 2,050 1,934 Lease liabilities – current 831 Lease liabilities – non-current 1,103 The amounts recognized in the consolidated statement of profit or loss and other comprehensive income other than depreciation in relation to leases are presented in the table below: 2021 2020 2019 Expense relating to short-term and low-value leases 86 9 28 Interest expense on lease liabilities 90 26 1 On June 1, 2019 Nexters Global Ltd entered into a new lease agreement for the office spaces with a new owner in Larnaca, Cyprus. On June 1, 2021, the lease was renewed for another two years with an option of renewal after that date subject to the adjustment of the lease payments to the market conditions. As the market conditions at the lease expiration date cannot be reliably estimated as at the reporting date management decided not to account for the lease renewal option while determining the amount of right-of-use assets and lease liabilities. On March 24, 2020 Nexters Global Ltd entered into a new lease agreement over the office spaces in Limassol, Cyprus with a new owner. The lease runs for 5 years, with an option of obtaining a discount while paying in lumpsum for the whole year. As the Group already makes such payments and received the discount for the first year, management decided to account for this option while determining the amount of right-of-use assets and lease liabilities. On February 3, 2021 Nexters Global Ltd acquired two Russian game development studios which had several lease agreements for different floors of the office building in Moscow. As these contracts were entered into near the same time with the same counterparty, the contracts are combined as a single contract. The Company determines the commencement date as February 3, 2021, which is considered to be acquisition date. The Group measures the lease liability at the present value of the remaining lease payments as if the acquired lease were a new lease at the acquisition date. The Group measures the right-of-use asset at the same amount as the lease liability. On October 4, 2021 Nexters Inc. entered into a new lease agreement over the office spaces in Limassol, Cyprus. The lease runs for 3 years with early termination option. Management decided not to account for this option while determining the amount of right-of-use assets and lease liabilities due to the fact its exercise is not reasonably certain. On December 1, 2021 Nexters Global Ltd entered into new lease agreements for vehicles. As the terms of the contracts were the same and were entered into the same time with the same counterparty, the contracts are combined as a single contract. The lease runs for 3 years with early termination option. Management decided to account for this option while determining the amount of right-of-use assets and lease liabilities due to the fact its exercise is reasonably certain. Total cash outflow for leases recognized in the consolidated statement of cash flow is presented below: 2021 2020 2019 Cash outflow for leases 2,132 367 31 Cash outflow for short-term and low-value leases 9 5 28 Total cash outflow for leases 2,141 372 59 All lease obligations of Cypriot companies are denominated in €. The rate of 3% per annum was used as the incremental borrowing rate. Lease obligations of Russian subsidiaries are denominated in RUB. The rate of 7.5% per annum was used as the incremental borrowing rate. |
Trade and other receivables_2
Trade and other receivables | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other receivables. | ||
Trade and other receivables | 19. Trade and other receivables June 30, 2022 December 31, 2021 Trade receivables 42,481 41,675 Deposits and prepayments 1,906 2,460 Other receivables 1,842 952 Total 46,229 45,087 The Group does not hold any collateral over the trading receivables balances. The fair values of trade and other receivables approximate to their carrying amounts as presented above. The exposure of the Group to credit risk and impairment losses in relation to trade and other receivables is reported in Note 26 to these interim condensed consolidated financial statements. The amount of ECL in respect of trade and other receivables is 739 as at June 30 , 202 2 and is 102 as at December 31, 2021. | 19. Trade and other receivables December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade receivables 41,675 30,720 30,909 Deposits and prepayments 2,460 2,045 2,045 Other receivables 952 209 209 Total 45,087 32,974 33,163 * ”). The Group does not hold any collateral over the trading receivables balances. The fair values of trade and other receivables approximate their carrying amounts as presented above. The exposure of the Group to credit risk and impairment losses in relation to trade and other receivables is reported in Note 28 to the consolidated financial statements. The amount of ECL in respect of trade and other receivables as at December 31, 2021 is 102 and is not significant as at December 31, 2020. |
Trade and other payables_2
Trade and other payables | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other payables. | ||
Trade and other payables | 20. Trade and other payables June 30, 2022 December 31, 2021 Trade payables 5,591 16,191 Payables to the sellers on acquisitions 4,090 — Provision for indirect taxes 4,666 6,923 Accrued salaries, bonuses, vacation pay and related taxes 2,936 1,924 Accrued professional services 548 1,100 Other payables 1,158 435 Total 18,989 26,573 The exposure of the Group to liquidity risk in relation to financial instruments is reported in Note 26 to the interim condensed consolidated financial statements. | 22. Trade and other payables December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade payables 16,191 9,793 9,793 Provision for indirect taxes 6,923 1,754 3,850 Dividends payable — 2,592 2,592 Accrued salaries, bonuses, vacation pay and related taxes 1,924 577 2,050 Accrued professional services 1,100 1,184 — Other payables 435 1,314 1,314 Total 26,573 17,214 19,599 * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). The exposure of the Group to liquidity risk in relation to financial instruments is reported in Note 28 to the consolidated financial statements, the changes to previously reported amounts are reported in Note 4. |
Provisions for non-income tax r
Provisions for non-income tax risks | 6 Months Ended |
Jun. 30, 2022 | |
Provisions for non-income tax risks | |
Provisions for non-income tax risks | 21. Provisions for non-income tax risks The provisions consist of probable tax risks of Lightmap Ltd of 1,381 . The Group recognizes the indemnification asset in the same amount on its consolidated statement of financial position. It is mainly related to the acquired company’s indirect taxes risks together with the interest and penalties accrued which could be claimed by the tax authorities in Cyprus. |
Share warrant obligations
Share warrant obligations | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share warrant obligations | ||
Share warrant obligations | 22. Share warrant obligations Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$ 11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,249,993 warrants of the Company, 13,499,993 of which are public and 6,750,000 of which are private. The fair value of Private and Public Warrants is determined using Level 3 inputs within the fair value hierarchy and is measured using Monte-Carlo simulation method along with Deferred Exchange Shares because of their potential dilution effect. The fair value of Public Warrants as at December 31, 2021 is determined using quoted market prices as they were traded in an active market. Key assumptions of the model: December 31, 2021 June 30, 2022 Risk free rate forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 1 8.06 5.03 Expected warrant life (years) 4.7 4.1 1 Starting share price was the market price taken from Bloomberg for valuation as at December 31, 2021. As at June 30, 2022 is based on the methods disclosed above. Key input parameter of the model is starting share price. As the trading of the Company’s shares was halted, the following approach was used to estimate the starting share price: ● Method 1. Last quoted Company’s share price adjusted for the impact of expected loss from decrease in bookings in certain FSU countries (Russia, Ukraine, and Belarus) and non-recurring costs. The following adjustments were applied to the last traded quoted share price from Nasdaq of US$ 6.38 as at February 28, 2022: ● Estimated effect of losses to be incurred as a result of changed operating environment, which is incorporated as a 11.9% downward adjustment to share price; ● Change from February 28, 2022 to the reporting date of the average beta of publicly traded peers, resulted to a further downward adjustment to share price by 9.8% . Based on the above adjustments to the last quoted share price, estimated starting share price per Method 1 is US$ 5.00 . ● Method 2. Multiples of the Enterprise value (EV) to Bookings and EV to EBITDA based on valuation of our publicly traded peers. ● Implied multiples were calculated using the last quoted share price to estimate a discount to average multiples of peer group (31% for EV/Bookings and 37% for EV/EBITDA); ● Average EV/Bookings and EV/EBITDA multiples of peer group were calculated as at the reporting date; ● Discounts from the multiples calculated in the first step were applied to estimate our multiples as at the reporting date. Method 2 provided the range of the starting share price from US$ 4.57 based on EV/Bookings multiple to US$ 5.53 based on EV/EBITDA multiple. An average of prices determined by Method 1 and Method 2 was used as a starting share price for the warrants model. The Company has recognized the following warrant obligations: Public Warrants Private Warrants Total Balance at December 31, 2021 10,372 11,657 22,029 Fair value adjustment (598) (4,166) (4,764) Balance at June 30, 2022 9,774 7,491 17,265 | 24. Share warrant obligations Upon completion of the Transaction on August 26, 2021, each outstanding warrant to purchase Kismet’s ordinary shares was converted into a warrant to acquire one ordinary share of the Company, at a price of US$11.50 per share. A total of 20,250,000 Kismet warrants were converted into 20,250,000 warrants of the Company, 13,500,000 of which are public and 6,750,000 of which are private. As disclosed in Note 4, the fair value of Public Warrants, which are traded in active market is measured based on the quoted market prices. August 27, December 31, 2021 2021 Warrant price (US$) (2) 0.93 0.77 (2) Volume-weighted average price as at August 27, 2021, source: Bloomberg. The fair value of the warrant determined using Monte-Carlo simulation as at December 31, 2021. The fair value of Private Warrants is determined using Level 3 inputs within the fair value hierarchy and is measured using Monte-Carlo simulation method along with Deferred Exchange Shares because of their potential dilution effect. Key assumptions of the model: August 27, 2021 December 31, 2021 forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Risk free rate Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 10.67 8.06 Expected warrant life (years) 5.0 4.7 The Company has recognized the following warrant obligations: Private Public Warrants Warrants Total Balance at August 27, 2021 12,606 19,503 32,109 Fair value adjustment (2,234) (7,846) (10,080) Balance at December 31, 2021 10,372 11,657 22,029 The change in fair value of share warrant obligation is disclosed as a part of Net finance income in the statement of profit or loss and other comprehensive income. |
Deferred revenue and deferred_5
Deferred revenue and deferred platform commission fees | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Deferred revenue and deferred platform commission fees | ||
Deferred revenue and deferred platform commission fees | 23. Deferred revenue and deferred platform commission fees As at June 30, 2022, deferred revenue is expected to be recognized over an estimated average playing period of the paying users. Deferred revenue is associated with the portion of in-game purchases revenue that is recognized over time. The text below summarizes the change in deferred revenue and platform commission fees for six months ended June 30, 2022 and 2021. The Group recognized during the period of six months ended June 30, 2022 the revenue of 180,322 (six months ended June 30, 2021 – 139,792 ) and deferred the amount of 166,948 (six months ended June 30, 2021 – 211,514 ) in both cases related to the in-app purchases recorded for the six months ended June 30, 2022. The Group recognized during the period of six months ended June 30, 2022 the platform commissions of 64,080 (six months ended June 30, 2021 – 41,724 ) and deferred the amount of 52,987 (six months ended June 30, 2021 – 57,389 ) in both cases related to the platform commissions associated with in-app purchases recorded for the six months ended June 30, 2022. We use statistical estimation model to arrive at the average playing period of the paying users for each platform. As at June 30, 2022 and 2021 player lifespan for Hero Wars averages 26 and 23 months respectively. As at December 31, 2021 player lifespan for Hero Wars averages 25 months . The estimated player lifespan in our other games as at June 30, 2022 and 2021 averages 14 months and 25 months respectively. The estimated player lifespan in our other games as at December 31, 2021 averages 25 months . The change in player lifespan is mostly due to the shutdown of one of Island Experiment in July of 2021 and acquisition of Lightmap Ltd. | 25. Deferred revenue and deferred platform commission fees As at December, 31 2021, deferred revenue is expected to be recognized over a term of calculated average playing period of the paying users (for details see Note 4). Deferred revenue is associated with the portion of in-game purchases revenue that is recognized over time. The table below summarizes the change in deferred revenue and platform commission fees for the years ended December 31, 2021 and 2020: 2020, restated* 2020, as previously reported Liabilities January 1, 2020 110,179 110,179 Deferred during the year 344,200 343,114 Released to profit or loss (159,597) (159,597) December 31, 2020 294,782 293,696 Current portion 215,562 214,711 Non-current portion 79,220 78,985 Assets January 1, 2020 37,122 37,122 Deferred during the year 101,902 101,877 Released to profit or loss (49,437) (49,437) December 31, 2020 89,587 89,562 * 2021 Liabilities January 1,2021 294,782 Deferred during the year 428,511 Released to profit or loss (300,612) December 31, 2021 422,681 Current portion 294,607 Non-current portion 128,074 Assets January 1,2021 89,587 Deferred during the year 114,657 Released to profit or loss (87,711) December 31, 2021 116,533 The increase in the amounts of deferred revenue and platform commission as at December 31, 2021 compared to December 31, 2020 is mostly due to increase in the in-game purchases (for details see Note 7) and in the lifespans (for details see Note 4). |
Related party transactions_2
Related party transactions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Related party transactions | ||
Related party transactions | 24. Related party transactions As at March 31, 2022 the Company’s key shareholders are Andrey Fadeev and Boris Gertsovsky, each owning 20.3% , Dmitrii Bukhman and Igor Bukhman , each owning 18.9% and Ivan Tavrin owning 5.9% of the issued shares . The transactions and balances with related parties are as follows: (i) Directors and key management’s remuneration The remuneration of Directors and other members of key management was as follows: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Directors’ remuneration 560 188 302 95 – short-term employee benefits 425 188 240 95 – share-based payments 135 — 62 — Other members of key management’s remuneration 1,802 394 763 218 – short-term employee benefits 874 394 383 218 – share-based payments 928 — 380 — 2,362 558 1,065 409 (ii) Loans receivable June 30, 2022 December 31, 2021 Loan to the Company’s employees 356 123 Loan to Castcrown Ltd - net (Note 16) 4,455 — Loan to MX Capital Ltd - net (Note 16) 9,984 — 14,795 123 The amount of ECL in respect of loans receivable from related parties is 3,282 as at June 30, 2022 and is 0 as at December 31, 2021. | 26. Related party transactions The table presenting the information regarding the shareholdings of Nexters Inc.’s ordinary shares as at December 31, 2021 is disclosed in Note 3. As at December 31, 2021 the Company’s key shareholders are Andrey Fadeev and Boris Gertsovsky, each owning owning The transactions and balances with related parties are as follows: (i) Directors’ remuneration The remuneration of Directors and other members of key management was as follows: 2021 2020 2019 Directors’s remuneration 902 338 252 – short-term employee benefits 870 338 252 – share-based payments 32 — — Other members of key management’s remuneration 2,834 219 159 – short-term employee benefits 1,395 219 159 – share-based payments 1,439 — — 3,736 557 411 (ii) Loans to shareholders December 31, December 31, 2021 2020 Loan to Boris Gertsovsky — 8 — 8 (iii) Loans from shareholders December 31, December 31, 2021 2020 Short-term loan from Boris Gertsovsky — 49 — 49 |
List of subsidiaries_2
List of subsidiaries | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
List of subsidiaries | ||
List of subsidiaries | 25. List of subsidiaries Set out below is a list of subsidiaries of the Group. Ownership Interest Ownership Interest June 30, 2022 December 31, 2021 Name % % Flow Research S.L. 100 100 Nexters Studio LLC 100 100 Nexters Online LLC 100 100 NHW Ltd 100 100 Nexters Global Ltd 100 100 Synergame Investments Ltd 100 100 Game Positive LLC 70 70 Lightmap Ltd 100 — Lightmap LLC 100 — Flow Research S.L. Flow Research S.L. was incorporated in Barcelona, Spain, on November 10, 2017. The registered office of the company is at CL Fontanella 4, Orihuela Alicante, 03189 Spain. The company’s principal activities are creative design of online games. Nexters Studio LLC NX Studio LLC was incorporated in Moscow, the Russian Federation on July 7, 2015. The registered office of the company is Zemlyanoy lane, 50 A Building 2 , 109028, Moscow. The company’s principal activities are game development. NX Studio LLC was renamed to Nexters Studio LLC in June of 2021. Nexters Online LLC NX Online LLC was incorporated in Moscow, the Russian Federation on January 29, 2020. The registered office of the company is Zemlyanoy lane, 50 A Building 2 , 109028, Moscow. The company’s principal activities are technical support for the online gaming. NX Online LLC was renamed to Nexters Online LLC in June of 2021. NHW Ltd NHW Ltd was incorporated in Larnaca, Republic of Cyprus on March 9, 2020. The registered office of the company is Faneromenis, 107, P.C. 6031, Larnaca, Cyprus. The company’s principal activities are publication and testing of program applications. Nexters Global Ltd Nexters Global Ltd was incorporated in Larnaca, Republic of Cyprus on November 2, 2009. The registered office of the Company is at Faneromenis 107, 6031, Larnaca, Cyprus . The company’s principal activities are game development. Synergame Investments Ltd Synergame Investment Ltd was incorporated in Limassol , Republic of Cyprus on September 1, 2021. The registered office of the company is Griva Digeni, 55, P.C. 3101, Limassol, Cyprus. The company’s principal activity is to provide independent developers with expertise and funds needed to launch their games and build successful international businesses. Game Positive LLC Game Positive LLC was incorporated in Moscow, the Russian Federation on September 27, 2021. The registered office of the company is Spartakovskiy lane, 2, Building 1 , 105082, Moscow. The company’s principal activities are game development. Lightmap Ltd The group encompasses five legal entities, four of which Lightmap Ltd, Cubic Games Ltd, Kadexo Ltd, Fellaway Ltd are incorporated in Cyprus, while the fifth Lightmap LLC is incorporated in Russia. Lightmap Ltd is the owner of intellectual property (IP) rights. Cubic Games Ltd and Kadexo Ltd are the publishers of games Pixel Gun 3D (“PG3D”) and Block City Wars (“BCW”), respectively. The publishers pay 97% of their revenue in license fees to Lightmap Ltd Fellaway Ltd is dormant and slated for dissolution. Lightmap LLC employs developers and production and support staff. Lightmap Ltd has an investment in another subsidiary entity, Britglow Ltd, this company is liquidated. Lightmap LLC Lightmap LLC was incorporated in Rostov-on-Don, the Russian Federation on April 21, 2017. The registered office of the company is Nizhnebulvarnaya str., 8, Building 1 , 344022, Rostov-on-Don. The company’s principal activities are game development. | 27. List of subsidiaries Set out below is a list of subsidiaries of the Group. Ownership Ownership Interest Interest December 31, December 31, 2021 2020 Name % % Topland Management Ltd — 100 Flow Research S.L. 100 100 Nexters Studio LLC 100 — Nexters Online LLC 100 — NHW Ltd 100 — Nexters Global Ltd 100 — Synergame Investments Ltd 100 — Game Positive LLC 70 — Topland Management Ltd Topland Management Ltd was incorporated in British Virgin Islands on December 7, 2010. The registered office of the company is at Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, British Virgin Islands. The company has been liquidated on February 19, 2021. Flow Research S.L. Flow Research S.L. was incorporated in Barcelona, Spain, on November 10, 2017. The registered office of the company is at CL Fontanella 4, Orihuela Alicante, 03189 Spain. The company’s principal activities are creative design of online games. Nexters Studio LLC NX Studio LLC was incorporated in Moscow, the Russian Federation on July 7, 2015. The registered office of the company is Zemlyanoy lane, 50A Building 2, 109028, Moscow. The company’s principal activities are game development. NX Studio LLC was renamed to Nexters Studio LLC in June of 2021. Nexters Online LLC NX Online LLC was incorporated in Moscow, the Russian Federation on January 29, 2020. The registered office of the company is Zemlyanoy lane, 50A Building 2, 109028, Moscow. The company’s principal activities are technical support for the online gaming. NX Online LLC was renamed to Nexters Online LLC in June of 2021. NHW Ltd NHW Ltd was incorporated in Larnaca, Republic of Cyprus on March 9, 2020. The registered office of the company is Faneromenis, 107, P.C. 6031, Larnaca, Cyprus. The company’s principal activities are publication and testing of program applications. Nexters Global Ltd Nexters Global Ltd was incorporated in Larnaca, Republic of Cyprus on November 2, 2009. The registered office of the Company is at Faneromenis 107, 6031, Larnaca, Cyprus. The company’s principal activities are game development. Synergame Investments Ltd Synergame Investment Ltd was incorporated in Limassol, Republic of Cyprus on September 1, 2021. The registered office of the company is Griva Digeni, 55, P.C. 3101, Limassol, Cyprus. The company’s principal activity is to provide independent developers with expertise and funds needed to launch their games and build successful international businesses. Game Positive LLC Game Positive LLC was incorporated in Moscow, the Russian Federation on September 27, 2021. The registered office of the company is Spartakovskiy lane, 2, Building 1, 105082, Moscow. The company’s principal activities are game development. |
Financial instruments - fair _9
Financial instruments - fair values and risk management | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Financial instruments - fair values and risk management | ||
Financial instruments - fair values and risk management | 26. Financial instruments - fair values and risk management A. Accounting classifications The following table shows the carrying amounts of financial assets and financial liabilities as at June 30 , 202 2 and December 31, 202 1 . For all the Group’s financial assets and financial liabilities their carrying amounts are reasonable approximations of their fair values. Financial assets are as follows: June 30, 2022 December 31, 2021 Financial assets at amortized cost Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 Loans receivable 14,806 123 Total 148,665 184,600 June 30, 2022 December 31, 2021 Financial assets measured at fair value Call option assets 6,054 — Total 6,054 — Financial liabilities are as follows: June 30, 2022 December 31, 2021 Financial liabilities not measured at fair value Lease liabilities 1,303 1,934 Trade and other payables 18,989 26,573 Total 20,292 28,507 June 30, 2022 December 31, 2021 Financial liabilities measured at fair value Loans receivable 14,806 123 Put option liability 13,886 — Other non-current liabilities 9,071 — Share warrant obligations 17,265 22,029 Total 55,028 22,152 B. Financial risk management The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and in the Group’s activities. The Group has exposure to the following risk arising from financial instruments: (i) Credit risk Credit risk arises when a failure by counterparties to discharge their obligations could reduce the amount of future cash inflows from financial assets on hand at the reporting date. The Group’s credit risk arises predominantly from trade receivables and is concentrated around key platforms, through which the Group is distributing online games. As at June 30, 2022 and December 31, 2021 the largest debtor of the Group constituted 39% and 30% of the Group’s Trade and other receivables and the 3 largest debtors of the Group constituted 68% and 74% of the Group’s Trade and other receivable respectively. Credit risk related to trade receivables is considered insignificant, since almost all sales are generated through major companies, with consistently high credit ratings. These distributors pay the Group monthly, based on sales to the end users. Payments are made within 3 months after the sale to the end customer. The distributors take full responsibility for tracking and accounting of end customer sales and send to the Group monthly reports that show amounts to be paid. The Group does not have any material overdue or impaired accounts receivable. The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was: June 30, 2022 December 31, 2021 Loans receivables 14,806 123 Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 Expected credit loss assessment for corporate customers as at June 30, 2022 and December 31, 2021 The Group allocates each exposure a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, and cash flows projections) and applying experienced credit judgement. Loans receivables Loans receivables are provided to equity-accounted associates and the Company’s employees. The Group considers that one of its loans has low credit risk based on fact that it’s secured with the pledged shares and for the second one the specific provision for ECL was made. Therefore, ECL in respect of Loans receivables is 3,282 as at June 30, 2022 and 0 as at December 31, 2021. Trade and other receivables The ECL allowance in respect of Trade and other receivables is determined on the basis of the lifetime expected credit losses (“LTECL”). The Group uses the credit rating for each of the large debtors where available or makes its own judgement as to the credit quality of its debtors based on their most recent financial reporting or the rating assigned to their country of incorporation. After assigning the credit rating to each of the debtors the Group determines the probability of default (“ PD”) and loss given default (“LGD”) based on the data published by the internationally recognized rating agencies. The determined amounts of allowances for ECL for each of the debtors are then adjusted for the forecasted macroeconomic factors, which include the forecasted unemployment rate in each of the countries where the debtors are incorporated and forecasted growth rate of the global gaming market from publicly available sources. The amount of ECL in respect of trade and other receivables is 739 as at June 30 , 202 2 and is 102 as at December 31, 2021. Cash and cash equivalents The cash and cash equivalents are held with financial institutions, which are rated CCC- to A- based on Fitch’s ratings. Impairment on cash and cash equivalents has been measured on a 12-month expected loss basis and reflects the short maturities of the exposures. The Group considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. Therefore, no impairment allowance was recognized as at June 30, 2022 and December 31, 2021. (ii) Liquidity risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s objective when managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions without incurring unacceptable losses or risking damage to the Group’s reputation. The Group monitors the level of expected cash inflows on trade and other receivables together with expected cash outflows on trade and other payables. The following are the contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted and include contractual interest payments and exclude the impact of netting agreements. June 30, 2022 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,303 1,110 28 680 402 Trade and other payables 18,989 18,989 18,989 — — 20,292 20,099 19,017 680 402 December 31, 2021 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 The Group recognized financial liabilities arising from financial instruments measured at fair value with contractual maturities till years of 2026/2027 (see the amounts disclosed in Note 26.A). (iii) Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates and/or equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. a. Currency risk Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the Group’s functional currency. The Group is exposed to foreign exchange risk arising from various currency exposures primarily with respect to the Euro, the Russian Ruble and Armenian Dram. The Group’s management monitors the exchange rate fluctuations on a continuous basis and acts accordingly. The Group’s exposure to foreign currency risk was as follows: June 30, 2022 Euro Russian Ruble Armenian Dram Assets Loans receivable 356 — — Trade and other receivables 10,057 5,495 18 Cash and cash equivalents 9,077 1,498 1 19,490 6,993 19 Liabilities Lease liabilities (1,303) — Trade and other payables (11,058) — (212) (12,361) — (212) Net exposure 7,129 6,993 (193) December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 Sensitivity analysis A reasonably possible 10% strengthening or weakening of the United States Dollar against the following currencies at June 30 , 2022 and December 31, 2021 would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. Strengthening of Weakening of US$ June 30, 2022 US$ by 10% by 10% Euro (713) 713 Russian Ruble (699) 699 Armenian Dram 19 (19) (1,393) 1,393 Strengthening of Weakening of US$ December 31, 2021 US$ by 10% by 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 | 28. Financial instruments — fair values and risk management A. Accounting classifications The following table shows the carrying amounts of financial assets and financial liabilities as at December 31, 2021 and December 31, 2020. For all the Group’s financial assets and financial liabilities their carrying amounts are reasonable approximations of their fair values. The comparative data for the year ended December 31, 2020 was corrected in these consolidated financial statements as stated in Note 4. Financial assets are as follows: December 31, December 31, 2020, As previously reported, 2021 restated * December 31, 2020 Financial assets at amortized cost Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 Loans receivable 123 8 8 Total 184,600 115,285 115,474 * Financial liabilities are as follows: December 31, December 31, 2020, As previously reported, 2021 restated* December 31, 2020 Financial liabilities not measured at fair value Loans from shareholders — 49 49 Lease liabilities 1,934 1,111 1,111 Trade and other payables 26,573 17,214 19,599 Total 28,507 18,374 20,759 December 31, 2021 December 31, 2020 Financial liabilities measured at fair value Share warrant obligations 22,029 — Total 22,029 — * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). B. Financial risk management The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s risk management policies are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls, and monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and in the Group’s activities. The Group has exposure to the following risk arising from financial instruments: (i) Credit risk Credit risk arises when a failure by counterparties to discharge their obligations could reduce the amount of future cash inflows from financial assets on hand at the reporting date. The Group’s credit risk arises predominantly from trade receivables and is concentrated around key platforms, through which the Group is distributing online games. As at December 31, 2021 and December 31, 2020 the largest debtor of the Group constituted 30% and 28% of the Group’s Trade and other receivables and the 3 largest debtors of the Group constituted 74% and 73% of the Group’s Trade and other receivable respectively. Credit risk related to trade receivables is considered insignificant, since almost all sales are generated through major companies, with consistently high credit ratings. These distributors pay the Group monthly, based on sales to the end users. Payments are made within 3 months after the sale to the end customer. The distributors take full responsibility for tracking and accounting of end customer sales and send to the Group monthly reports that show amounts to be paid. The Group does not have any material overdue or impaired accounts receivable. The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was: December 31, As previously December 31, 2020, reported, 2021 restated* December 31, 2020 Loans receivables 123 8 8 Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 Expected credit loss assessment for corporate customers as at December 31, 2021 and December 31, 2020 The Group allocates each exposure a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, and cash flows projections) and applying experienced credit judgement. Trade and other receivables The ECL allowance in respect of Trade and other receivables is determined on the basis of the lifetime expected credit losses (“LTECL”). The Group uses the credit rating for each of the large debtors where available or makes its own judgement as to the credit quality of its debtors based on their most recent financial reporting or the rating assigned to their country of incorporation. After assigning the credit rating to each of the debtors the Group determines the probability of default (“PD”) and loss given default (“LGD”) based on the data published by the internationally recognized rating agencies. The determined amounts of allowances for ECL for each of the debtors are then adjusted for the forecasted macroeconomic factors, which include the forecasted unemployment rate in each of the countries where the debtors are incorporated and forecasted growth rate of the global gaming market from publicly available sources. ECL in respect of Trade and other receivables is insignificant as at December 31, 2021 and December 31, 2020. Cash and cash equivalents The cash and cash equivalents are held with financial institutions, which are rated B- to A based on Fitch’s ratings. Impairment on cash and cash equivalents has been measured on a 12-month expected loss basis and reflects the short maturities of the exposures. The Group considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. Therefore, no impairment allowance was recognized as at December 31, 2021 and December 31, 2020. (ii) Liquidity risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s objective when managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions without incurring unacceptable losses or risking damage to the Group’s reputation. The Group monitors the level of expected cash inflows on trade and other receivables together with expected cash outflows on trade and other payables. The following are the contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted and include contractual interest payments and exclude the impact of netting agreements. Carrying Contractual 3 months Between Between December 31, 2021 amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 Carrying amounts as previously Carrying Contractual 3 months Between Between December 31, 2020 reported amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,111 1,111 1,167 32 288 847 Trade and other payables 19,599 17,214 17,214 17,214 — — Loans from shareholders 49 49 49 — 49 — 20,759 18,374 18,430 17,246 337 847 (iii) Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates and/or equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. a. Currency risk Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the Group’s functional currency. The Group is exposed to foreign exchange risk arising from various currency exposures primarily with respect to the Euro and the Russian Ruble. The Group’s management monitors the exchange rate fluctuations on a continuous basis and acts accordingly. The Group’s exposure to foreign currency risk was as follows: December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 December 31, 2020 Euro Russian Ruble Assets Loans receivable 8 — Trade and other receivables 9,661 2,649 Cash and cash equivalents 11,404 741 21,073 3,390 Liabilities Lease liabilities (1,111) — Trade and other payables (5,811) (3) Loans and borrowings (49) — (6,971) (3) Net exposure 14,102 3,387 Sensitivity analysis A reasonably possible 10% strengthening or weakening of the United States Dollar against the following currencies at December 31, 2021 and December 31, 2020 would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. Strengthening of US$ Weakening of US$ by December 31, 2021 by 10% 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 Strengthening of US$ Weakening of US$ by December 31, 2020 by 10% 10% Euro (1,410) 1,410 Russian Ruble (339) 339 (1,749) 1,749 |
Share-based payments_2
Share-based payments | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share-based payments | ||
Share-based payments | 27. Share-based payments In 2016 we adopted a Long-Term Incentive Plan (“LTIP”). Under this LTIP key employees of the Group and key employees of the Group’s service provider (“non-employees”) received remuneration in the form of share options ( further referred to as “options”) , whereby they render services as consideration for equity instruments. Within LTIP several tranches of share options for Nexters Global’s Class A shares and Class B shares were issued as stated below. In November 2021 the Company approved Employee Stock Option plan (the “ESOP”). Key staff employed by the Group and independent directors receive remuneration in the form of stock options, whereby employees render services as consideration for equity instruments (equity-settled transactions). The Company granted a number of stock options under the ESOP, including: ● Newly granted stock options (see section Stock options granted in 2021); ● Stock options, which represent modification of the outstanding options under previous LTIP (see Modified complex options). The common condition for both of these stock option types is that they have service condition. The Group believes that all employees granted a share-based compensation will continue to contribute to the Group’s projects and/or be employed by the Group during the respective vesting periods. Class of shares Grant Date No. of options outstanding Vesting period Vesting conditions Employee stock option plan November 2021, depending on the employee 2,330,000 * 2021 - 2026 Service condition Modified Class B complex vesting options 01.01.2019 4,120,300 * 2022 - 2026 Service condition, performance non-market condition Modified complex conditional upon listing 18.11.2020 20,000 * 2021 Service condition, performance non-market condition Total share options granted as at June 30, 2022 6,470,300 – – * Options granted refer to Nexters Inc. shares We recorded share-based payments expense in general and administrative expenses, game operation cost and selling and marketing expenses of our interim condensed consolidated statement of profit or loss and other comprehensive income. The table below summarizes the share-based payments expense for the three and six months ended June 30 , 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Class B complex vesting 398 — 150 — Complex conditional upon listing — 705 — 315 Employee stock option plan 1,631 — 814 — Total recorded expenses 2,029 705 964 315 therein recognized: within Game operation cost 64 — 32 — within Selling and marketing expenses 129 — 65 — within General and administrative expenses 1,836 705 867 315 In relation to the share-based payment expense for six months ended June 30, 2021 we recognized the increase in Other reserves of 73 as it corresponds to the equity settled portion of the share options and 632 in liabilities as it corresponds to non-share-based cash alternative and 254 in liabilities as it corresponds to the dividends protection feature of the share options. In relation to the share-based payment expense for six months ended June 30, 2022 we recognized the increase in Other reserves of 2,029 as it corresponds to the equity settled portion of the share options. Stock option s granted in 2021 The stock options have only the service condition. We have estimated the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted. The following table presents fair value per one option and related assumptions used to estimate the fair value at the grant date: November 16 - 30, 2021 Evaluation date (grant date) Vesting period 60–90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 – 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 – 1.27% Average FV of one option, US$ 3.57 The table below summarizes the expenses recognized for the three and six months ended June 30, 2022 and June 30, 2021 represents further recognition of grant-date fair value of options over the vesting periods: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to the stated conditions 1,631 705 814 315 Total recorded expenses 1,631 705 814 315 Modified complex options Under the LTIP adopted in 2016, the Company granted Class B share options to one employee and one non-employee on January 1, 2019 with a service condition and a performance-based non-market vesting condition (net income thresholds per management accounts). The contractual term of the options was ten years . The fair value of granted awards was calculated as fair value of 100% share capital of Company (Equity Value – “EV”) at the grant date adjusted for the discount for lack of marketability (DLOM) and multiplied by the respective share of ownership of the respective tranche. The EV was estimated based on comparable companies’ EV/OCI multiples. Monte-Carlo Simulation method was used for the probability determination, based on which the judgement about the recognition was made. For the purposes of the valuation each performance condition threshold was treated as a separate option with a separate valuation of the vesting period. The following table presents fair value of options and related parameters used to estimate the fair value of our options at the grant date and probability of vesting: January 1, 2019 Evaluation date (grant date) Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options** 7,856.12 * — applied to the result of fair value estimation. ** — total FV of 1,300 complex options related to Nexters Global shares that in November of 2021 were modified into 4,414,608 complex options related to the shares in Nexters Inc. Strike price for the above mention option at the beginning of 2021 was US$ 0.00 As part of the new ESOP, the Company has modified the complex options in November of 2021. Under the modified program for a portion of the options the non-market performance condition was eliminated and they include only the service condition. F or the remaining options the performance conditions were modified such that only the non-market performance targets were modified. The Company considered the modification to be beneficial to the recipients. The number of share options to vest was adjusted in accordance with management’s assessment of future achievement of non-market performance targets. The remaining grant-date fair value was applied to the revised number of share option and recognized over the modified vesting period as at December 31, 2021. As at June 30, 2022 management reviewed the assessment of future achievement of non-market performance targets and the remaining grant-date fair value was applied to the revised number of share options. The table below summarizes the expenses recognized in relation to the above-mentioned options: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to options with only the service condition 150 — 50 — Expenses in relation to the options with yet unfulfilled performance non-market condition 248 — 100 — Total recorded expenses 398 — 150 — Complex conditional upon listing Under the LTIP share options in the entity surviving the Transaction were granted to one employee on November 18, 2020 with a service condition and a series of performance-based non-market vesting conditions related to the listing. The contractual term of the options is 2 years . Since the agreement contains a clause that grants an employee the discretion of receiving cash consideration or options we treat the following agreement as a compound financial instrument that includes both a liability and an equity component. We estimate the fair value of cash consideration first and estimate the fair value of the equity component consequently. The fair value of cash consideration is estimated as nominal value of related cash payments at assumed vesting date. We estimate the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted and accounted for in the current period. The following table presents fair value per one option and related assumptions used to estimate the fair value of equity component of our options at the grant date: November 18, November 18, 2020 2020 Evaluation date (grant date) Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8% 34.8% Dividend yield 0.0% 0.0% Risk-free interest rate 0.11% 0.11% Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 For the purposes of the valuation each performance condition threshold is treated as three separate sub-options with separate valuation of vesting periods. The first two sub-options were exercised during 2021. The outstanding sub-option was modified on November 30, 2021, leading to the change in classification of the sub-option to equity-settled. Strike price for the above stated option at the beginning of 2021 was US$ 10.00 before the modification and US$ 0.00 after it. The table below summarizes the expenses recognized in relation to the abovementioned options: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to yet unfulfilled condition — 705 — 315 Total recorded expenses — 705 — 315 | 29. Share-based payments In 2016 we adopted a Long-Term Incentive Plan (“LTIP”). Under this LTIP key employees of the Group and key employees of the Group’s service provider (“non-employees”) received remuneration in the form of share options (further referred to as “options”), whereby they render services as consideration for equity instruments. Within LTIP several tranches of share options for Nexters Global’s Class A shares and Class B shares were issued as stated below. In November 2021 the Company approved Employee Stock Option plan (the “ESOP”). Key staff employed by the Group and independent directors receive remuneration in the form of stock options, whereby employees render services as consideration for equity instruments (equity-settled transactions). The Company granted a number of stock options under the ESOP, including: ● Newly granted stock options (see section Stock options granted in 2021); ● Stock options, which represent modification of the outstanding options under previous LTIP (see section Modification of the complex options). The common condition for both of these stock option types is that they have service condition. The Group believes that all employees granted a share-based compensation will continue to contribute to the Group’s projects and/or be employed by the Group during the respective vesting periods. Vesting Class of shares Grant Date No. of options granted Vesting period conditions Employee stock option plan November 2021, depending on the employee 2,330,000*** 2021 – 2026 Service condition Class B complex vesting 01.01.2019 1,300* 2027 Service condition, performance non-market condition Modification of Class B complex vesting options 01.01.2019 4,414,608*** 2022 - 2026 Service condition, performance non-market condition Complex conditional upon listing 18.11.2020 — 2021 Service condition, performance non-market condition Modification of complex conditional upon listing 18.11.2020 20,000*** 2021 Service condition, performance non- Total share options granted as at December 31, 2021 6,764,608 — — * Options granted refer to Nexters Global Ltd shares ** Options are exercised as at the date of these consolidated financial statements, 20,000 are outstanding *** Options granted refer to Nexters Inc. shares We recorded share-based payments expense in general and administrative expenses, game operation cost and selling and marketing expenses of our consolidated statement of profit or loss and other comprehensive income. The table below summarizes the share-based payments expense within the year ended December 31, 2021, 2020 and 2019: 2020, as 2019, as previously previously 2021 2020, restated* reported 2019, restated* reported Class A — — — 20 20 Class B — — — 3,704 3,704 Class B complex vesting 216 2,146 169 2,738 919 Complex conditional upon listing 930 130 130 — — Employee stock option plan 2,615 — — — — Total recorded expenses 3,761 2,276 299 6,462 4,643 therein recognized: within Game operation cost 234 1,073 85 5,073 4,163 within Selling and marketing expenses 467 — — — — within General and administrative expenses 3,060 1,203 214 1,389 480 * In relation to the share-based payment expense for the year ended December 31, 2019 we recognized the increase in Other reserves of 6,413 as it corresponds to the equity settled portion of the share options and increase of 59 in liabilities as it corresponds to the dividends protection feature of the share options. The change to comparative numbers is described in Note 4. In relation to the share-based payment expense for the year ended December 31, 2020 we recognized the increase in Other reserves of 2,159 as it corresponds to the equity settled portion of the share options, the increase of 117 in liabilities as it corresponds to non-share-based cash alternative of the share options and increase of 1,148 in liabilities as it corresponds to the dividends protection feature of the share options. The change to comparative numbers is described in Note 4. In relation to the share-based payment expense for the year ended December 31, 2021 we recognized the increase in Other reserves of 3,079 as it corresponds to the equity settled portion of the share options and the increase of 682 in liabilities as it corresponds to non-share-based cash alternative of the share options. The increase in Other reserves disclosed in the consolidated statement of changes in equity also includes share listing expense of 125,438 (see Note 12). The table below summarizes the number of outstanding share options at the beginning of 2021: Employee Class B complex Class B complex Complex stock vesting — related to vesting — related to conditional upon options Nexters Global Ltd Nexters Inc listing — related to plan shares shares Nexters Inc shares Outstanding at the beginning of the period (units) — 500 — 100,000 Granted during the period (units) 2,330,000 — — 0 Modification of options (units) — (500) 4,414,608 — Exercised during the period (units) — — — (80,000) Outstanding at the end of the period (units) 2,330,000 — 4,414,608 20,000 * Stock options granted in 2021 The stock options have only the service condition. We have estimated the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted. The following table presents fair value per one option and related assumptions used to estimate the fair value at the grant date: Evaluation date (grant date) November 16 - 30, 2021 Vesting period 60 - 90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 - 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 - 1.27% Average FV of one option, US$ 3.57 The options were accounted for in current year according to the vesting period. The table below summarizes the expenses recognized in relation to the abovementioned options: 2021 2020 2019 Expenses in relation to yet unfulfilled condition 2,615 — — Total recorded expenses 2,615 — — Modification of the complex options Under the LTIP adopted in 2016, the Company granted Class B share options to one employee and one non-employee on January 1, 2019 with a service condition and a performance-based non-market vesting condition (net income thresholds per management accounts). The contractual term of the options was ten years. The fair value of granted awards was calculated as fair value of 100% share capital of Company (Equity Value – “EV”) at the grant date adjusted for the discount for lack of marketability (DLOM) and multiplied by the respective share of ownership of the respective tranche. The EV was estimated based on comparable companies’ EV/OCI multiples. Monte-Carlo Simulation method was used for the probability determination, based on which the judgement about the recognition was made. The options were accounted for in the current year according to a vesting period and the assessment of achievement of the performance conditions. For the purposes of the valuation each performance condition threshold was treated as a separate option with a separate valuation of the vesting period. The following table presents fair value of options and related parameters used to estimate the fair value of our options at the grant date and probability of Evaluation date (grant date) January 1, 2019 Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options 7,856.12 * — applied to the result of fair value estimation Strike price for the above mention option at the beginning of 2021 was US$ 0.00 As part of the new ESOP, the Company has modified the complex options. Under the modified program, for a portion of the options the non-market performance condition was eliminated and they include only the service condition. For the remaining options the performance conditions were modified such that only the non-market performance targets were modified. The Company considers the modification to be beneficial to the recipients. The number of share options to vest was trued-up in accordance with management’s assessment of future achievement of non-market performance targets. The remaining grant-date fair value was applied to the revised number of share option and recognized over the modified vesting period. The table below summarizes the expenses recognized in relation to the above-mentioned options: 2021 2020 2019 Expenses in relation to the options with only the service condition 99 — — Expenses in relation to the options with a fulfilled non-market performance condition — 2,146 2,466 Expenses in relation to the options with yet unfulfilled performance non-market condition 117 — 272 Total recorded expenses 216 2,146 2,738 Complex conditional upon listing Under the LTIP share options in the entity surviving the Transaction as described in Note 3 were granted to one employee on November 18, 2020 with a service condition and a series of performance-based non-market vesting conditions related to the listing. The contractual term of the options is 2 years. Since the agreement contains a clause that grants an employee the discretion of receiving cash consideration or options we treat the following agreement as a compound financial instrument that includes both a liability and an equity component. We estimate the fair value of cash consideration first and estimate the fair value of the equity component consequently. The fair value of cash consideration is estimated as nominal value of related cash payments at assumed vesting date. We estimate the fair value of granted awards using Black-Scholes-Merton pricing model taking into account the terms and conditions on which the options were granted and accounted for in the current year. The following table presents fair value per one option and related assumptions used to estimate the fair value of equity component of our options at the grant date: November 18, November 18, Evaluation date (grant date) 2020 2020 Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8 % 34.8 % Dividend yield 0.0 % 0.0 % Risk-free interest rate 0.11 % 0.11 % Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 The options were accounted for in current year according to the vesting period and the assessment of performance conditions achievement. For the purposes of the valuation each performance condition threshold is treated as three separate sub-options with separate valuation of vesting periods. The first two sub-options were exercised during 2021. The outstanding sub-option was modified on November 30, 2021, leading to the change in classification of the sub-option to equity-settled. Strike price for the above stated option at the beginning of 2021 was US$ 10.00 before the modification and US$ 0.00 after it. The modification of the sub-option was accounted for as follows: — derecognition of the liability in the amount of 200; — recognition of the equity-settled share-based payment at its fair value as at the modification date and recognition in equity that fair value to the extent that the services have been rendered in the amount of 144; — recognition in profit or loss, general and administrative expenses line, the difference between the carrying amount of the liability and the amount recognised in equity of 56. The table below summarizes the expenses recognized in relation to the abovementioned options: 2021 2020 2019 Expenses in relation to yet unfulfilled condition — 130 — Expenses in relation to fulfilled condition 930 — — Total recorded expenses 930 130 — |
Commitments and contingencies_2
Commitments and contingencies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Commitments and contingencies | ||
Commitments and contingencies | 28. Commitments and contingencies Taxation Though we generally are not responsible for taxes generated on games accessed and operated through third-party platforms, we are responsible for collecting and remitting applicable sales, value added, use or similar taxes for revenue generated on games accessed and operated on our own platforms and/or in countries where the law requires the game publishers to pay such taxes even if games are made available for users through third-party platforms. Furthermore, an increasing number of U.S. states have considered or adopted laws that attempt to impose tax collection obligations on out-of-state companies. This is also the case in respect of the European Union, where value added taxes or digital services taxes may be imposed on companies making digital sales to consumers within the European Union. Additionally, the Supreme Court of the United States recently ruled in South Dakota v. Wayfair, Inc. et al, or Wayfair, that online sellers can be required to collect sales and use tax despite not having a physical presence in the state of the customer. In response to Wayfair, or otherwise, a number of U.S. states have already begun imposing such obligations, and other U.S. states or local governments may adopt, or begin to enforce, laws requiring us to calculate, collect and remit taxes on sales in their jurisdictions. In addition, as taxation of IT industries is rapidly developing there is a risk that various tax authorities may interpret certain agreements or tax payment arrangements differently than the Company (including identification of the taxpayer and determination of the tax residency). A successful assertion by one or more U.S. states or other countries or jurisdictions requiring us to collect taxes where we presently do not do so, or to collect more taxes in a jurisdiction in which we currently collect some taxes, could result in substantial liabilities, including taxes on past sales, as well as interest and penalties, and could create significant administrative burdens for us or otherwise harm our business. We believe that these interim condensed consolidated financial statements reflect our best estimate of tax liabilities and uncertain tax positions, which are appropriately accounted for and(/or) disclosed in these interim condensed consolidated financial statements. Insurance The Group holds no insurance policies in relation to its operations, or in respect of public liability or other insurable risks like risks associated with cybersecurity. There are no significant physical assets to insure. Management has considered the possibility of insurance of various risks but the cost of it outweighs the benefits in management’s view. Data privacy and security We collect, process, store, use and share data, some of which contains personal information, including the personal information of our players. Our business is therefore subject to a number of federal, state, local and foreign laws, regulations, regulatory codes and guidelines governing data privacy, data protection and security, including with respect to the collection, storage, use, processing, transmission, sharing and protection of personal information. Such laws, regulations, regulatory codes, and guidelines may be inconsistent across jurisdictions or conflict with other rules. The scope of data privacy and security regulations worldwide continues to evolve, and we believe that the adoption of increasingly restrictive regulations in this area is likely within the United States and other jurisdictions. Further, the European Union, Cyprus, and United Kingdom have adopted comprehensive data protection and security laws. The European Union’s Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), or the GDPR, which became effective in May 2018, and the U.K. GDPR, each as supplemented by national laws, (collectively, Applicable Data Protection Laws) impose strict requirements on controllers and processors of personal data in the European Economic Area, or EEA, and the United Kingdom, including, for example, higher standards for obtaining consent from individuals to process their personal data, more robust disclosures to individuals and a strengthened individual data rights regime, and shortened timelines for data breach notifications. Applicable Data Protection Laws create new compliance obligations applicable to our business and some of our players, which could require us to self-determine how to interpret and implement these obligations, change our business practices and expose us to lawsuits (including class action or similar representative lawsuits) by consumers or consumer organizations for alleged breach of data protection laws and the risk of significant reputational damage. Applicable Data Protection Laws increase financial penalties for noncompliance (including possible fines of up to 4% of global annual revenues for the preceding financial year or € 20 million, or £ 17.5 million in the United Kingdom, (whichever is higher) for the most serious violations). Any failure or perceived failure by us to comply with our posted privacy policies, our privacy-related obligations to players or other third parties, or any other legal obligations or regulatory requirements relating to privacy, data protection, or information security may result in governmental investigations or enforcement actions, litigation, claims (including class actions), or public statements against us by consumer advocacy groups or others and could result in significant liability, cause our players to lose trust in us, and otherwise materially and adversely affect our reputation and business. Cybersecurity Our information technology may be subject to cyber-attacks, viruses, malicious software, break-ins, theft, computer hacking, employee error or malfeasance or other security breaches. Hackers and data thieves are increasingly sophisticated and operate large-scale and complex automated attacks. Our systems and the data stored on those systems may also be vulnerable to security incidents or security attacks, acts of vandalism or theft, coordinated attacks by activist entities, misplaced or lost data, human errors, or other similar events that could negatively affect our systems and the data stored on those systems, and the data of our business partners. We do not maintain insurance policies covering losses relating to cybersecurity incidents, which may increase any potential harms that the business may suffer from a cyber-attack. We may be unable to cover all possible claims stemming from security breaches, cyberattacks and other types of unlawful activity, or any resulting disruptions from such events, and we may suffer losses that could have a material adverse effect on our business. Regulatory environment In December 2017, Apple updated its terms of service to require publishers of applications that include “loot boxes” to disclose the odds of receiving each type of item within each loot box to customers prior to purchase. Google similarly updated its terms of service in May 2019. Loot boxes are a commonly used monetization technique in free-to-play mobile games in which a player can acquire a virtual loot box, but the player does not know which virtual item(s) he or she will receive (which may be a common, rare or extremely rare item, and may be a duplicate of an item the player already has in his or her inventory) until the loot box is opened. In addition, there are ongoing academic, political and regulatory discussions in the United States, Europe, Australia and other jurisdictions regarding whether certain game mechanics, such as loot boxes, should be subject to a higher level or different type of regulation than other game genres or mechanics to protect consumers, in particular minors and persons susceptible to addiction, and, if so, what such regulation should include. Additionally, after being restricted in Belgium and the Netherlands, the United Kingdom House of Lords has recently issued a report recommending that loot boxes be regulated within the remit of gambling legislation and regulation. In some of our games, certain mechanics may be deemed to be loot boxes. New regulations by the international jurisdictions, which may vary significantly across jurisdictions and with which we may be required to comply, could require that these game mechanics be modified or removed from games, increase the costs of operating our games due to disclosure or other regulatory requirements, impact player engagement and monetization, or otherwise harm our business performance. It is difficult to predict how existing or new laws may be applied to these or similar game mechanics. If we become liable under these laws or regulations, we could be directly harmed, and we may be forced to implement new measures to reduce our exposure to this liability. This may require us to expend substantial resources or to modify our games, which would harm our business, financial condition, and results of operations. In addition, the increased attention focused upon liability issues because of lawsuits and legislative proposals could harm our reputation or otherwise impact the growth of our business. Any costs incurred because of this potential liability could harm our business, financial condition or results of operations. Operating environment of the Group Starting February , 2022 a number of countries announced a further extension of sanctions related to the Russian Federation earlier imposed in 2014 by US, UK and EU. The Rouble interest rates significantly increased. Later Central Bank of Russia decreased its key rate several times. However, the combination of the above resulted in reduced access to capital, higher cost of capital and uncertainty regarding future economic growth, which could negatively affect the Group’s future financial position, results of operations and business prospects. Management of the Group believes it is taking appropriate measures to support the sustainability of the Group business in the current circumstances. Prompted by the newly imposed sanctions, as at February 28, 2022, Nasdaq and the New York Stock Exchange imposed a suspension of trading in securities of a number of companies with operations in Russia, including Nexters Inc., which suspension currently remains in place. Implications of COVID-19 On March 11, 2020, the World Health Organization declared the Coronavirus COVID-19 outbreak to be a pandemic in recognition of its rapid spread across the globe. Many governments have taken steps to help contain and/or delay the spread of the virus, including: requiring self-isolation/ quarantine by those potentially affected, implementing social distancing measures, and controlling or closing borders and “locking-down” cities/regions or even entire countries. These measures slowed down and may continue in the future to impact both the Cyprus and world economies. As at the date of issuance of the financial statements, the Company is not aware of any specific event or circumstance related to COVID-19 that would require it to update its estimates or judgments or adjust the carrying value of its assets or liabilities. Our liquidity analysis based on our recent performance and current estimates shows that we have adequate resources to finance our operations for the foreseeable future. | 30. Commitments and contingencies Taxation Though we generally are not responsible for taxes generated on games accessed and operated through third-party platforms, we are responsible for collecting and remitting applicable sales, value added, use or similar taxes for revenue generated on games accessed and operated on our own platforms and/or in countries where the law requires the game publishers to pay such taxes even if games are made available for users through third-party platforms. Furthermore, an increasing number of U.S. states have considered or adopted laws that attempt to impose tax collection obligations on out-of-state companies. This is also the case in respect of the European Union, where value added taxes or digital services taxes may be imposed on companies making digital sales to consumers within the European Union. Additionally, the Supreme Court of the United States recently ruled in South Dakota v. Wayfair, Inc. et al, or Wayfair, that online sellers can be required to collect sales and use tax despite not having a physical presence in the state of the customer. In response to Wayfair, or otherwise, a number of U.S. states have already begun imposing such obligations, and other U.S. states or local governments may adopt, or begin to enforce, laws requiring us to calculate, collect and remit taxes on sales in their jurisdictions. In addition, as taxation of IT industries is rapidly developing there is a risk that various tax authorities may interpret certain agreements or tax payment arrangements differently than the Company (including identification of the taxpayer and determination of the tax residency). A successful assertion by one or more U.S. states or other countries or jurisdictions requiring us to collect taxes where we presently do not do so, or to collect more taxes in a jurisdiction in which we currently collect some taxes, could result in substantial liabilities, including taxes on past sales, as well as interest and penalties, and could create significant administrative burdens for us or otherwise harm our business. Despite improvements in the taxation system made by the Russian authorities and development of Russian tax legislation and enforcement practice over the past decade, the Russian tax legislation is still subject to changes and may be subject to varying interpretations or even inconsistent and selective enforcement sometimes. We believe that these consolidated financial statements reflect our best estimate of tax liabilities and uncertain tax positions, which are appropriately accounted for and(/or) disclosed in these consolidated financial statements. Insurance The Group holds no insurance policies in relation to its operations, or in respect of public liability or other insurable risks like risks associated with cybersecurity. There are no significant physical assets to insure. Management has considered the possibility of insurance of various risks but the cost of it outweighs the benefits in management’s view. Data privacy and security We collect, process, store, use and share data, some of which contains personal information, including the personal information of our players. Our business is therefore subject to a number of federal, state, local and foreign laws, regulations, regulatory codes and guidelines governing data privacy, data protection and security, including with respect to the collection, storage, use, processing, transmission, sharing and protection of personal information. Such laws, regulations, regulatory codes, and guidelines may be inconsistent across jurisdictions or conflict with other rules. The scope of data privacy and security regulations worldwide continues to evolve, and we believe that the adoption of increasingly restrictive regulations in this area is likely within the United States and other jurisdictions. Further, the European Union, Cyprus, and United Kingdom have adopted comprehensive data protection and security laws. The European Union’s Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), or the GDPR, which became effective in May 2018, and the U.K. GDPR, each as supplemented by national laws, (collectively, Applicable Data Protection Laws) impose strict requirements on controllers and processors of personal data in the European Economic Area, or EEA, and the United Kingdom, including, for example, higher standards for obtaining consent from individuals to process their personal data, more robust disclosures to individuals and a strengthened individual data rights regime, and shortened timelines for data breach notifications. Applicable Data Protection Laws create new compliance obligations applicable to our business and some of our players, which could require us to self-determine how to interpret and implement these obligations, change our business practices and expose us to lawsuits (including class action or similar representative lawsuits) by consumers or consumer organizations for alleged breach of data protection laws and the risk of significant reputational damage. Applicable Data Protection Laws increase financial penalties for noncompliance (including possible fines of up to 4% of global annual revenues for the preceding financial year or €20 million, or £17.5 million in the United Kingdom, (whichever is higher) for the most serious violations). Any failure or perceived failure by us to comply with our posted privacy policies, our privacy-related obligations to players or other third parties, or any other legal obligations or regulatory requirements relating to privacy, data protection, or information security may result in governmental investigations or enforcement actions, litigation, claims (including class actions), or public statements against us by consumer advocacy groups or others and could result in significant liability, cause our players to lose trust in us, and otherwise materially and adversely affect our reputation and business. Cybersecurity Our information technology may be subject to cyber-attacks, viruses, malicious software, break-ins, theft, computer hacking, employee error or malfeasance or other security breaches. Hackers and data thieves are increasingly sophisticated and operate large-scale and complex automated attacks. Our systems and the data stored on those systems may also be vulnerable to security incidents or security attacks, acts of vandalism or theft, coordinated attacks by activist entities, misplaced or lost data, human errors, or other similar events that could negatively affect our systems and the data stored on those systems, and the data of our business partners. We do not maintain insurance policies covering losses relating to cybersecurity incidents, which may increase any potential harms that the business may suffer from a cyber-attack. We may be unable to cover all possible claims stemming from security breaches, cyberattacks and other types of unlawful activity, or any resulting disruptions from such events, and we may suffer losses that could have a material adverse effect on our business. Regulatory environment In December 2017, Apple updated its terms of service to require publishers of applications that include “loot boxes” to disclose the odds of receiving each type of item within each loot box to customers prior to purchase. Google similarly updated its terms of service in May 2019. Loot boxes are a commonly used monetization technique in free-to-play mobile games in which a player can acquire a virtual loot box, but the player does not know which virtual item(s) he or she will receive (which may be a common, rare or extremely rare item, and may be a duplicate of an item the player already has in his or her inventory) until the loot box is opened. In addition, there are ongoing academic, political and regulatory discussions in the United States, Europe, Australia and other jurisdictions regarding whether certain game mechanics, such as loot boxes, should be subject to a higher level or different type of regulation than other game genres or mechanics to protect consumers, in particular minors and persons susceptible to addiction, and, if so, what such regulation should include. Additionally, after being restricted in Belgium and the Netherlands, the United Kingdom House of Lords has recently issued a report recommending that loot boxes be regulated within the remit of gambling legislation and regulation. In some of our games, certain mechanics may be deemed to be loot boxes. New regulations by the international jurisdictions, which may vary significantly across jurisdictions and with which we may be required to comply, could require that these game mechanics be modified or removed from games, increase the costs of operating our games due to disclosure or other regulatory requirements, impact player engagement and monetization, or otherwise harm our business performance. It is difficult to predict how existing or new laws may be applied to these or similar game mechanics. If we become liable under these laws or regulations, we could be directly harmed, and we may be forced to implement new measures to reduce our exposure to this liability. This may require us to expend substantial resources or to modify our games, which would harm our business, financial condition, and results of operations. In addition, the increased attention focused upon liability issues because of lawsuits and legislative proposals could harm our reputation or otherwise impact the growth of our business. Any costs incurred because of this potential liability could harm our business, financial condition or results of operations. Operating environment of the Group In February, March and April 2022 number of countries announced a further extension of sanctions earlier imposed in 2014 by US, UK and EU. The Rouble interest rates significantly increased. The combination of the above resulted in reduced access to capital, higher cost of capital and uncertainty regarding future economic growth, which could negatively affect the Group’s future financial position, results of operations and business prospects. Management of the Group believes it is taking appropriate measures to support the sustainability of the Group business in the current circumstances. Currently it is not feasible to assess Implications of COVID-19 On March 11, 2020, the World Health Organization declared the Coronavirus COVID-19 outbreak to be a pandemic in recognition of its rapid spread across the globe. Many governments have taken and continue to take stringent steps to help contain and/or delay the spread of the virus, including: requiring self-isolation/ quarantine by those potentially affected, implementing social distancing measures, and controlling or closing borders and “locking-down” cities/regions or even entire countries. These measures slowed down and will likely continue to impact both the Cyprus and world economies. As at the date of issuance of the financial statements, the Company is not aware of any specific event or circumstance related to COVID-19 that would require it to update its estimates or judgments or adjust the carrying value of its assets or liabilities. Our liquidity analysis based on our recent performance and current estimates shows that we have adequate resources to finance our operations for the foreseeable future. |
Events after the reporting pe_3
Events after the reporting period | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Events after the reporting period | ||
Events after the reporting period | 29. Events after the reporting period Relocation of Personnel and Optimization of Headcount On July 12, 2022 the Company’s Board of Directors approved the relocation program on the following main conditions: ● The Group shall relocate approximately 600 of the group employees from Russia and Belarus to Cyprus, Armenia and other “safe-harbour” countries by the end of 2022 ; ● The Group shall require from the management of recently acquired companies to use similar initiatives to decrease operational exposure to Russia. The Company’s management also decided in June of 2022 in response to the changing operating environment to reduce the Group’s personnel by approximately 235 people. The reduction of personnel was substantially completed in June and July of 2022. Sale of Russian subsidiaries On July 12, 2022 the Company’s Board of Directors resolved as a part of the broader strategy of reducing to the maximum extent possible within the Company’s control the exposure to the Russian country risk to sell 100% shares in the charter capitals of the wholly owned subsidiaries of the Company Nexters Studio LLC, Nexters Online LLC and Lightmap LLC and 70% shares in the charter capital of Gamepositive LLC for the amounts not less than 200 , 100 , 100 and 100 thousands of Russian rubles respectively. By the date of these financial statements the sale of Nexters Studio LLC, Nexters Online LLC and Gamepositive LLC has been completed on August 18, 2022 and the sale of Lightmap LLC on August 31, 2022. The approximate loss on disposal is presented below : Cash received 9 Less net assets, including: Assets (13,776) Liabilities 11,342 Total net assets (2,434) NCI at disposal 268 Loss on disposal of subsidiaries (2,157) Consideration received, satisfied in cash 9 Cash and cash equivalents disposed of (7,699) Net cash outflow (7,690) Loan to MX Capital Ltd As part of the share purchase agreement with MX Capital Ltd, the Company entered into a loan agreement with the acquired entity. The second tranche of the loan for an amount of 13,000 was paid on July 6, 2022 following the fact that certain conditions stated in the purchase agreement. | 31. Events after the reporting period Acquisition of game development studios On January 25, 2022, the Board approved the acquisition of three game development studios, aiming at accelerating the Company’s product growth strategy and enlarging its player base. According to these share purchase agreements, the Company would acquire 100%, 48.8% and 49.5% of the issued share capital of Gracevale Limited, MX Capital Limited, and Castcrown Limited, respectively. More specifically, on January 27, 2022, the Company entered into a share purchase agreement to acquire 100% of the issued share capital of Gracevale Limited, developer and publisher of PixelGun 3D mobile shooter title, for a total consideration of up to 70,000. The deal included a cash consideration of 55,517, a share consideration of 3,963, and a deferred share consideration of 10,520 subject to certain conditions. In parallel with the acquisition of Gracevale Limited, the Company also acquired Lightmap Studio for an amount of 150, which will now take part in the maintenance and support of Pixel Gun 3D. The two transactions were fully executed on January 31, 2022. Also, on January 27, 2022, the Company entered into a share purchase agreement to acquire 48.8% of the issued share capital of MX Capital Limited from Everix Investments Limited for an initial consideration of 16,586 paid in cash. Further earn-out payments of up to 35,000 may increase the consideration depending on achievement of certain agreed metrics by MX Capital Limited. This further consideration will be payable by cash and newly issued equity of the Company and will be based on a discount to a projected future enterprise valuation of the Company. On the same date, the Company entered into a shareholders’ agreement with the remaining shareholder of MX Capital Limited, which provided for a put and call option deal allowing the Company to obtain control of 100% of the issued share capital of MX Capital Limited in the first half of 2024. The price payable under the put and call options depends on achievement of certain agreed KPIs by MX Capital Limited. Also, depending on the achievement of another set of KPIs by MX Capital Limited, the Company will pay the remaining shareholders an amount not exceeding 100,000 as further consideration for the sale of the option shares. MX Capital Limited stands behind the RJ Games studio, developer of Puzzle Breakers, a new mobile midcore game that is present in both puzzle and RPG genres. The transaction was fully executed on February 4, 2022. Lastly, on January 27, 2022, the Company entered into a share purchase agreement to acquire approximately 49.5% of the issued share capital of Castcrown Limited for a total consideration of 2,970. Castcrown Limited stands behind Royal Ark, a game studio responsible for two survival RPG titles – Dawn of Zombies and Shelter Wars. On the same date, the Company entered into a shareholders’ agreement with the remaining shareholders of Castcrown Limited, which provided for a put and call option agreement allowing the Company to obtain control of 100% of the issued share capital of Castcrown Limited. The call option may be exercised no later than April 1, 2027. The put option may be exercised from April 1, 2027 to July 1, 2027. The price payable under the put and call options depends on achievement of certain agreed metrics by Castcrown Limited and will be based on a discount to a projected future enterprise valuation of the Company. In consideration for being granted this call option, the Company will pay an option premium to the remaining founders for an amount not exceeding 1,200, as well as additional option premium of 800 depending on the achievement of certain targets. The transaction was fully executed as at March 30, 2022. As the initial accounting is incomplete at the time these consolidated financial statements are authorised for issue the following disclosures could not be made: ● a qualitative description of the factors that make up the goodwill recognised, such as expected synergies from combining operations of the acquiree and the acquirer, intangible assets that do not qualify for separate recognition or other factors; ● the acquisition-date fair value of the total consideration transferred and the acquisition-date fair value of each major class of consideration; ● details of contingent consideration arrangements and indemnification assets; ● details of acquired receivables; ● the amounts recognized as at the acquisition date for each major class of assets acquired and liabilities assumed; ● details of contingent liabilities recognized; ● total amount of goodwill that is expected to be deductible for tax purposes; ● information about the acquiree’s revenue and profit or loss. New Loan Agreement As part of the share purchase agreement with MX Capital Limited, the Company will provide a loan to this newly acquired entity for a total amount of up to 43,000 plus the amount of debt owed by MX Capital Group to an affiliate of the previous shareholder. The first tranche of the loan for an amount of 8,000 was paid on February 4, 2022 upon completion of the share purchase agreement. On the same date, an additional 1,888 was granted to MX Capital Limited, being the total debt owed to that affiliate. Tranches of 13,000, 16,000 and 6,000 will be available for drawing until July 1, 2022, February 1, 2023 and September 1, 2023, respectively, depending on the satisfaction by MX Capital Limited of certain conditions. The loan bears interest of 7% per annum and is secured by a pledge of shares in MX Capital Limited. All amounts granted should be repayable on April 1, 2027. Convertible Note Instrument As part of the share purchase agreement with Castcrown Limited, the Company will purchase from this newly acquired entity up to 16,000 7% unsecured convertible notes due March, 31 2025. The first tranche of the notes amounting to 1,500 was purchased on March 30, 2022 and the second tranche of an amount of 6,000 will be purchased on May 31, 2022. The Company will subscribe to additional notes amounting to 8,500 depending on the achievement by Castcrown Limited of certain performance targets by December 31, 2024. The Company can convert the notes no earlier than December 31, 2024, unless Castcrown Limited has met the performance targets earlier than that. Call option on remaining shareholding in LLC Game Positive On January 25, 2022, the Board approved the purchase of a call option amounting to 1,800 over the remaining 30% participatory interest in LLC Game Positive. The option will become exercisable when LLC Game Positive achieves certain targets and will expire within six months thereafter. The non-controlling shareholders have the right to request that the option price should be satisfied by allotment of ordinary shares of the Company. The call option agreement has not been executed yet. Operating environment in Russia In February 2022, certain countries announced new packages of sanctions against the public debt of the Russian Federation and a number of Russian banks and certain legal entities and individuals from Russia. Due to the growing geopolitical tensions, since February 2022, there has been a significant increase in volatility on the securities and currency markets, as well as a significant depreciation of the ruble against the US dollar and the Euro. The Company regards these events as non-adjusting events after the reporting period, the quantitative effect of which cannot be estimated at the moment with a sufficient degree of confidence. The Group is currently assessing the impact of the restrictions on the financial activity of the Group and will implement all the measures necessary for the cash management and to mitigate risks arising from cash balances in such banks. Prompted by the newly imposed sanctions, as at February 28, 2022, Nasdaq and the New York Stock Exchange imposed a suspension of trading in securities of a number of companies with operations in Russia, including Nexters Inc., which suspension currently remains in place. On March 2, 2022, the Russian President announced a list of new measures to support IT business in Russia. The list includes inter alia the following: ● To establish for accredited IT companies the corporate income tax rate of 0 percent until December 31, 2024; ● To simplify the procedures for the employment of foreign citizens in accredited IT companies and for obtaining a residence permit by these citizens; ● To establish tax benefits for accredited IT companies that receive income from advertising, provision of services in their applications and online services or from the sale, installation, testing and maintenance of domestic IT products; ● To exempt the accredited IT companies from tax control, currency control and other types of state control (supervision) and municipal control for up to three years ; ● To consolidate and promote the purchase of domestic IT solutions. |
Summary of significant accou_11
Summary of significant accounting policies (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Summary of significant accounting policies | ||
Business combinations and goodwill | 3.1. Business combinations and goodwill Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the total of the consideration transferred, measured at acquisition date fair value, and the amount of any non-controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred, such as finder’s fees, legal fees, due diligence fees, and other professional and consulting fees, are expensed and included in operating expenses. The Group measures goodwill as the fair value of the consideration transferred including the recognized amount of any non-controlling interest in the acquiree, less the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as at the acquisition date. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and vested share-based payment awards of the acquiree that are replaced in the business combination. If control is achieved in stages, the acquirer’s previously held equity interest in the acquiree is remeasured to fair value as at the acquisition date through profit or loss. A contingent liability of the acquiree is recognized in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably. Only components of non-controlling interest constituting a present ownership interest that entitles their holder to a proportionate share of the entity’s net assets in the event of liquidation are measured at either fair value or at the present ownership instruments’ proportionate share of the acquiree’s identifiable net assets. All other components are measured at their acquisition date fair value. The Group accounts for a change in the ownership interest of a subsidiary (without loss of control) as a transaction with owners in their capacity as owners. Therefore, such transactions do not give rise to goodwill, nor do they give rise to a gain or loss and are accounted for as an equity transaction. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Where goodwill forms part of a cash-generating unit (CG U ) and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative values of the operation disposed of and the portion of the cash-generating unit retained. If the Group reorganizes its reporting structure in a way that changes the composition of one or more cash-generating units to which goodwill has been allocated, the goodwill is reallocated to the units affected. The reallocation is performed using a relative value approach similar to that used in connection with the disposal of an operation within a cash-generating unit, unless some other method better reflects the goodwill associated with the reorganized units. A. Acquisition of game development studios On January 25, 2022, the Board approved the acquisition of three game development studios, aiming at accelerating the Company’s product growth strategy and enlarging its player base. The Company acquired 100% , 48.8% and 49.5% of the issued share capital of Gracevale Ltd, MX Capital Ltd, and Castcrown Ltd, respectively. For the information regarding the associates please see Note 16. On January 27, 2022, the Company entered into a share purchase agreement to acquire 100% of the issued share capital of Gracevale Ltd, developer and publisher of PixelGun 3D mobile shooter title, for a total consideration of up to 70,000 . The deal included a cash consideration of 55,517 , a share consideration of 3,963 , and a deferred share consideration of 10,520 subject to certain conditions. In parallel with the acquisition of Gracevale Ltd, the Company also acquired Lightmap Studio for an amount of 150 , which will now take part in the maintenance and support of Pixel Gun 3D. The two transactions were fully executed on January 31, 2022. The deal is accounted for as business combinations based on the provisions of IFRS 3. Gracevale Ltd was renamed to Lightmap Ltd on March 30, 2022. Based on the Share purchase agreement at the date of acquisition the sellers received the option to require Nexters Inc. to acquire outstanding consideration shares from the seller for a price of US$ 10.00 per share. There are two scenarios when the option becomes exercisable: ● the first scenario is when the shares are ineligible for sale on Nasdaq in one year from the date of allotment of such shares; ● the second scenario represents a general right of the sellers to sell their outstanding consideration shares to Nexters Inc. no later than two years from the acquisition date. The option is recognized on the acquisition date in the amount of 13,636 calculated as the present value of the redemption amount of the share consideration discounted using the Company’s incremental borrowing rate. The unwinding of the discount from the acquisition date till the reporting date amounted to 101 . B. Consideration transferred The following table summarises the acquisition-date fair value of each major class of consideration transferred. Consideration transferred Cash 55,667 Share consideration 3,158 Deferred share consideration 8,384 Total fair value of consideration 67,209 Share consideration and deferred share consideration fair value were determined using the quantity of the shares stated in the share purchase agreement multiplied by the share price of Nexters Inc. as at the date of acquisition, which is US$ 7.97 . The difference between the share considerations and put option of the sellers of Lightmap Ltd of 2,094 is reflected in the interim condensed consolidated statement of changes in equity in the line “Issue of ordinary shares related to business combination”. C. Fair value of the assets acquired and liabilities assumed The fair values of the identifiable assets and liabilities of Lightmap Ltd on provisional basis as at the date of acquisition were: Fair value recognized on acquisition, January 31, 2022, Lightmap Ltd Assets Property and equipment 68 Intangible assets 17,664 Right-of-use assets 230 Indemnification asset 3,043 Trade and other receivables 2,375 Cash and cash equivalents 1,555 Prepaid tax 383 25,318 Liabilities Lease liabilities (230) Trade and other payables (2,185) Provisions for non-income tax risks (1,381) Tax liability (1,721) (5,517) Total identifiable net assets at fair value 19,801 Goodwill arising on acquisition 47,408 NCI — Purchase consideration transferred 67,209 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 1,555 Consideration to be paid (55,667) Cash payable after reporting period 4,090 Net cash flow in acquisition (50,022) D. Goodwill Goodwill recognized in the amount of 47,408 is attributable primarily to the synergy effects as well as workforce and was assigned to the whole Group as one Cash Generating Unit (see Note 4). None of the goodwill is expected to be deductible for income tax purposes. The Company recognized separately from the acquisition the cost of the due diligence of 51 as acquisition related costs that should be expensed in the current period. Lightmap Ltd’s property and equipment consist of office equipment purchased within the last three years , its fair value approximates to its carrying amount. At the date of the acquisition, the fair value of the trade and other payables of Lightmap Ltd approximates to its carrying amount due to the fact they are represented by short-term advances and lease deposit. The group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were measured at an amount equal to the lease liabilities. The group’s trade and other receivables amount represents gross contractual amounts for the acquired receivables, its fair value approximates to its carrying amount as they are predominantly short-term. The deferred revenue represents the payments from players for virtual items, which are non-refundable and relate to non-cancellable contracts that specify the company’s obligations. These payments are initially recorded as deferred revenue. The related platform and payment processing fees are recorded as expense in the same period when the relevant revenue is recognized while the amount of the platform and payment processing fees, which relate to the deferred revenue, is recognized as deferred platform commission fees. Management applied the bottom-up approach to estimate the fair value of the deferred revenue as required by IFRS 3. Under this approach, the company adds the cost that it incurs to fulfill the performance obligation to the profit margin. The cost does not include items such as marketing, training, and recruiting. Such costs are not included as the company incurs these either before the acquisition date or these are not needed to fulfill the obligation. Based on the analysis, the fair value of the deferred revenue was determined to be insignificant. Respectively, the fair value of the deferred commission fees is also insignificant. Therefore, no balances were recognized as of the acquisition date. CGU was not tested for impairment because there were no impairment indicators as at June 30, 2022. From the date of acquisition Lightmap Ltd has contributed revenue of 2,524 and net loss before tax of 2,561 to the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, consolidated revenue of the Group would have been 252,395 and profit before tax from continuing operations for the period would have been 74,593 . For the details of measurement of the intangible assets recognized as at acquisition date see Note 4. E. Reconciliation of carrying amount of goodwill Cost Balance at January 1, 2022 1,501 Acquisition through business combination 47,408 Translation reserve (9) Balance at June 30, 2022 48,900 F. Contingencies Lightmap Ltd recognized a liability of 925 in relation to corporate income tax risks and of 1,381 in relation to indirect taxes, as it considered that there is a present obligation as a result of past events with the probable outflow of resources. Lightmap Ltd also recognized a contingent liability of 737 under IFRS 3 in relation to corporate income tax, as it considered that there is a present obligation as a result of past events with the probability of outflow of the recourses lower than 50% . The Company recognized the indemnification asset in the amount equal the total liability of the mentioned risks, as such indemnification was provided in the share purchase agreement. | |
Business combinations, goodwill and merger transaction | 3.1. Business combinations, goodwill and merger transaction Business combinations are accounted for using the acquisition method. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and share-based payment awards of the acquiree that are replaced mandatorily in the business combination. If a business combination results in the termination of pre-existing relationships between the Group and the acquiree, then the Group identifies any amounts that are not part of what the Group and the acquiree exchanged in the business combination. The Group recognizes as part of applying the acquisition method, only the consideration transferred for the acquiree, and the assets acquired and liabilities assumed in the exchange for the acquiree. If the business combination is achieved in stages, any previously held equity interest is re-measured at its acquisition date fair value and any resulting gain or loss is recognized in profit or loss. It is then considered in the determination of goodwill. Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Subsequently, contingent consideration classified as an asset or liability, is measured at fair value with changes in fair value recognized in profit or loss. Contingent consideration that is classified as equity is not re-measured and subsequent settlement is accounted for within equity. The Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognized at the acquisition date. If the re-assessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognized in profit or loss. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to the Group’s cash generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquired entity are assigned to those units. Where goodwill has been allocated to a cash-generating unit and certain operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed in this circumstance is measured based on the relative values of the operation disposed and the portion of the cash-generating unit retained. Acquisition of subsidiaries On February 3, 2021, Nexters Global Ltd acquired 100% of the voting On April 5, 2021, Nexters Global Ltd acquired 100% of the voting shares in NHW Ltd, a company registered in accordance with the laws of the Republic of Cyprus, for the total consideration of 24 (€20,000), which comprises the whole business acquisition. The consideration was fully paid in cash. The Company’s management considers the acquisition of the testing development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the nine-month period from the acquisition date. On December 9, 2021, Nexters Global Ltd acquired 70% of the voting shares in Game Positive LLC, a company registered in accordance with the laws of the Russian Federation, for the total consideration of 1. The consideration was fully paid in cash. The Company’s management considers the acquisition of the product development team as a primary business purpose of the deal. The acquisition has been accounted for using the acquisition method. The consolidated financial statements include the results of the company for the period from the acquisition date. The fair values of the identifiable assets and liabilities of all the acquired companies as at the date of acquisition were: Fair value recognized Fair value recognized Fair value recognized Fair value recognized on acquisition, February 3, 2021 on acquisition, February 3, 2021, on acquisition, April 5 2021, on acquisition, December 9, 2021, Nexters Studio LLC Nexters Online LLC NHW Ltd Game Positive LLC Assets Property and equipment 390 85 — 71 Intangible assets 38 14 — — Right-of-use assets 1,164 395 — — Trade and other receivables 656 80 15 48 Other assets 91 27 — 59 Cash and cash equivalents 26 4 1 82 Prepaid tax 28 — — 12 2,393 605 16 272 Liabilities Deferred tax liability (4) (16) — — Lease liabilities – current (1,164) (395) — — Trade and other payables (1,415) (218) — (159) Tax liability — (4) — — (2,583) (633) — (159) Total identifiable net assets at fair value (190) (28) 16 113 Goodwill/(negative goodwill) arising on acquisition 1,274 191 8 (79) NCI — — — (33) Purchase consideration transferred 1,084 163 24 1 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 26 4 1 82 Cash paid (1,084) (163) (24) (1) Net cash flow in acquisition (1,058) (159) (23) 81 Goodwill recognized in the amount of 1,501 (1,473 goodwill as at the dates of acquisitions and 28 of translation reserve as at December 31, 2021) is attributable primarily to the expected synergies and was assigned to the whole Group as one Cash Generating Unit. The acquisition of Game Positive LLC resulted in a bargain purchase as the fair value of assets acquired and liabilities assumed exceeded the total of fair value of consideration paid and the proportionate value of non-controlling interest by 79. The Company recognized the amount as a gain which is reflected in Other income within Net finance income. None of the goodwill is expected to be deductible for income tax purposes. The Company did not recognize separately from the acquisitions any acquisition related costs that should be expensed in the current period. Property and equipment of Nexters Studio LLC, Nexters Online LLC and Game Positive LLC (“Russian companies”) consist of office equipment purchased within 2020, so its fair value approximates to its carrying amount. At the date of the acquisition, the fair value of the trade and other receivables of Russian companies approximates to its carrying amount due to the fact they are represented by short-term advances and lease deposits. The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were measured at an amount equal to the lease liabilities. The companies’ trade and other payables amount represents gross contractual amounts for the acquired payables. Nexters Global Ltd and Russian companies were parties to a pre-existing relationship, which should be accounted for separately from the business combination. No additional adjustment was made for the amount by which the contract is favorable or unfavorable from the perspective of the acquirer when compared with terms of current market transactions for the same or similar items, as the transactions comprising pre-existing relationship were executed on the market terms. From the date of acquisition, Nexters Studio LLC, Nexters Online LLC, NHW Ltd and Game Positive LLC have contributed no revenue as prior to the acquisitions all revenue generated by the acquired businesses was from the provision of services to Nexters Global Ltd and is eliminated on consolidation, and contributed 16,563, 2,219, 13 and 134 respectively to the net loss before tax from the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, consolidated revenue would have been unchanged for the reason described above at 434,094 and net loss from continuing operations for the year would have been 118,576. Merger of Nexters Global Ltd, Nexters Inc. and Kismet Acquisition One Corp On August 26, 2021 the Company successfully consummated the business combination with Kismet Acquisition One Corp. (“Kismet”, a Special Purpose Acquisition Company (“SPAC”)), which was announced on February 1, 2021. The Company treated the Transaction as a capital transaction equivalent to the issue of shares of the Company in exchange for the net monetary assets of Kismet. The Transaction did not constitute a business combination as defined under IFRS 3 Business Combinations, as Kismet is a non-operating entity that does not meet the definition of a business under IFRS 3, as given that it consisted predominantly of cash in the Trust Account. As at the Closing Date, the following transactions occurred pursuant to the terms of the Business Combination Agreement (the “Transaction”): ● the merger of Kismet into Nexters Inc., with Nexters Inc. surviving the merger and the security holders of Kismet (other than security holders of Kismet who elected to redeem their Kismet ordinary shares) becoming security holders of Nexters Inc. (the “Merger”), ● the acquisition by Nexters Inc. of all the issued and outstanding share capital of Nexters Global Ltd from the holders of Nexters Global’s share capital for a combination of cash and Nexters Global’s ordinary shares, such that Nexters Global is a direct wholly owned subsidiary of Nexters Inc. (the “Share Acquisition”). Prior to the Merger, a total of 21,811,242 Kismet ordinary shares were redeemed for a value of 218,190, resulting in a total of 3,188,758 Kismet’s public ordinary shares remaining issued and outstanding as at the time of the Merger. Under the Business Combination Agreement, in consideration for the purchase of Nexters Global’s share capital in the Share Acquisition, Nexters Inc.: ● paid to the shareholders of Nexters Global cash in an aggregate amount of 61,804 , which consist of 57,122 paid upon consummation of the Transaction and 4,682 paid in December, 2021 in accordance with Section 2.3(a)(ii) “Determination of the Initial Cash Consideration” of the Business combination agreement filed with SEC as a part of form F-4; ● issued to the shareholders of Nexters Global a total of 176,584,343 Nexters Inc. ordinary shares; and ● will issue to the former shareholders of Nexters Global 20,000,000 Deferred Exchange Shares, subject to certain conditions being met, as further described in the section entitled (“Deferred Exchange Shares”). The cash acquired by the Group in the Transaction (post all transaction related expenses) amounted to 119,659. On January 31, 2021, Kismet, Nexters Inc. and Kismet Sponsor Limited, a British Virgin Islands business company (the “Sponsor”) entered into an amended and restated Forward Purchase Agreement (the “A&R Forward Purchase Agreement”). The A&R Forward Purchase Agreement amended the Forward Purchase Agreement, dated August 5, 2020, between Kismet and the Sponsor by, among other things, increasing the Sponsor’s purchase commitment thereunder from US$ 20 million to US$ 50 million and replacing the Sponsor’s commitment to acquire Kismet’s units with a commitment to acquire 5,000,000 Nexters Inc. ordinary shares and 1,000,000 Nexters Inc. public warrants in a private placement which occurred after the Merger and prior to the Share Acquisition. On July 16, 2021, Kismet, Nexters Global Ltd and the Sponsor entered into separate subscription agreements (each as amended, restated or supplemented from time to time, a “PIPE Subscription Agreement”) with certain institutional investors that are not “U.S. persons” as defined in Regulation S under the Securities Act and with whom the Sponsor had prior business relationships (each, a “PIPE Investor”), pursuant to which the PIPE Investors agreed to subscribe for and purchase an aggregate of 5,000,000 Nexters ordinary shares for a purchase price of US$ 10.00 per share for an aggregate commitment of US$ 50 million in a private placements outside the United States in reliance on Regulation S under the Securities Act (the “PIPE”). The PIPE was consummated concurrently with the closing of the Transaction. As at Closing Date, immediately subsequent to the consummation of the Transaction, there were 196,523,101 Nexters ordinary shares outstanding. Additionally, there were 20,250,000 Nexters warrants outstanding, each of which entitle the holder to purchase one Nexters ordinary share at an exercise price of US$ 11.50 per share. Furthermore, options to purchase 120,000 Nexters ordinary shares at an exercise price of US$ 10.00 per share were held by three of Kismet’s independent directors, which options vested upon the consummation of the Transaction. The following table sets forth information regarding the shareholdings of Nexters ordinary shares as at the Closing Date immediately subsequent to the consummation of the Transaction, based on the actual number of shares held and outstanding. Number of Percentage of Ordinary Shares Ordinary Shares Kismet’s public shareholders 3,188,758 1.6 % Sponsor 11,750,000 6.0 % Nexters Global shareholders 176,584,343 89.9 % PIPE investors 5,000,000 2.5 % Total 196,523,101 100 % Deferred Exchange Shares An aggregate of 20,000,000 Nexters Inc. deferred exchange shares were issued to the former shareholders of Nexters Global as part of the Transaction. The issuance has been deferred as follows: (i) the issuance of 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 13.50 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing; and (ii) the issuance of an additional 10,000,000 ordinary shares, in the aggregate, is deferred until the volume weighted average trading price of Nexters Inc. ordinary shares is US$ 17.00 or greater for any 20 trading days within a period of 30 trading days prior to the third anniversary of the Share Acquisition Closing. The arrangement is accounted for in accordance with IFRS 2 and considered in calculation of the share listing expense where effect of this arrangement is reflected by market participants in the market value of Nexters Inc. shares issued to Kismet shareholders (see Note 12). | |
Foreign currency translation | 3.2. Foreign currency translation The consolidated financial statements are presented in US dollars (US$), which is the Group’s presentation currency. Each entity in the Group determines its own functional currency, depending on what the underlying economic environment is, and items included in the financial statements of each entity are measured using that functional currency. Transactions in foreign currencies are initially recorded in the functional currency at the functional currency rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are re-measured into the functional currency at the functional currency rate of exchange at the reporting date. All differences are taken to profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on retranslation of non-monetary items is treated in line with the recognition of gain or loss on change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognized in other comprehensive income or profit or loss is also recognized in other comprehensive income or profit or loss, respectively). The functional currency of the foreign operations is generally the respective local currency — US Dollar (US$), Euro (€) or Russian rouble (RUB). As at the reporting date, the assets and liabilities of these operations are translated into the presentation currency of the Group (the US$) at the rate of exchange at the reporting date and their statements of comprehensive income are translated at the average exchange rates for the year or exchange rates prevailing on the date of specific transactions. The exchange differences arising on the translation are recognized in other comprehensive income. On disposal of a foreign entity, the deferred cumulative amount recognized in equity relating to that particular foreign operation is reclassified to the profit or loss. The exchange rate of the US$ to € as at December 31, 2021 and 2020 was 1.132 and 1.228 respectively. The exchange rate of the US$ to RUB as at December 31, 2021 and 2020 was 0.0134 and 0.0135 respectively. | |
Property and equipment | 3.3. Property and equipment 3.3.1. Cost of property and equipment Property and equipment are stated at cost less accumulated depreciation and any accumulated impairment loss. Expenditures for continuing repairs and maintenance are charged to the profit or loss as incurred. 3.3.2. Depreciation and useful lives Depreciation is recognized in profit or loss on the straight-line method over the useful lives of each part of an item of property and equipment. The estimated useful lives of property and equipment for current and comparative periods are as follows: ● Computer hardware 2 - 5 years ● Furniture, fixtures and office equipment 5 years Useful lives of leasehold improvements of leased office premises are determined at the lower between the useful life of the asset or the lease term. The asset’s residual values, useful lives and depreciation methods are reviewed, and adjusted as appropriate, at each financial year-end. | |
Intangible assets | 3.4. Intangible assets 3.4.1. Software and other intangible assets Software and other intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. 3.4.2. Useful life and amortization of intangible assets The Group assesses whether the useful life of an intangible asset is finite or indefinite and, if finite, the length of that useful life. An intangible asset is regarded by the entity as having an indefinite useful life when, based on an analysis of all of the relevant factors, there is no foreseeable limit to the period over which the asset is expected to generate net cash inflows for the entity. We did not have any intangible assets with indefinite useful life as at December 31, 2021 and 2020. Intangible assets with finite lives are amortized on a straight-line basis over the useful economic lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The average useful economic life of the intangible assets in the possession of the Group as at December 31, 2021 and 2020 is 4 years. Amortizations periods and methods for intangible assets with finite useful lives are reviewed at least at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the consolidated statement of profit or loss and other comprehensive income when the asset is derecognized. | |
Right-of-use | 3.5. Right-of-use Right-of-use assets The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the Group will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. Short-term leases and leases of low-value assets The standard includes two recognition exemptions for lessees — leases of ’low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of 12 months or less). The Group does not apply the short-term lease recognition exemption to its short-term leases of office premises (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on such short-term leases are recognized as a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. Significant judgement in determining the lease term of contracts with renewal options The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The Group has the option, under some of its leases to lease the assets for an additional term. The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew (e.g., a change in business strategy). The carrying amounts of the Group’s right-of-use assets and lease liabilities and the movements during the year are disclosed in Note 18. Lessees are also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term, a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee generally recognizes the amount of the remeasurement of the lease liability as an adjustment to the right-of-use assets. Lease liabilities The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased. | |
Impairment of non-financial assets | 3.6. Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset, other than goodwill and intangible assets with indefinite useful life, may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses of continuing operations are recognized in profit or loss in those expense categories consistent with the function of the impaired asset. For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Group makes an estimate of the recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in profit or loss. | |
Financial assets | 3.7. Financial assets 3.7.1. Initial recognition and measurement Financial assets are classified, at initial recognition, as subsequently measured at amortized cost, fair value through other comprehensive income (OCI), and fair value through profit or loss. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the transaction price determined under IFRS 15. In order for a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. 3.7.2. Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories: ● Financial assets at amortized cost ● Financial assets at fair value through OCI with recycling of cumulative gains and losses ● Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition ● Financial assets at fair value through profit or loss Financial assets at amortized cost This category is the most relevant to the Group. The Group measures financial assets at amortized cost if both of the following conditions are met: ● The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows, and ● The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Financial assets at amortized cost are subsequently measured using the effective interest rate (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired. The Group’s financial assets at amortized cost includes trade and other receivables and loans issued. Impairment — credit loss allowance for ECL The Group assesses and recognizes the allowances for expected credit losses (ECLs) on financial assets measured at amortized cost. The measurement of ECL reflects: ● an unbiased and probability weighted amount that is determined by evaluating a range of possible outcomes; ● present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and cash flows the Group expects to receive); and ● all reasonable and supportable information that is relevant and available without undue cost and effort at the end of each reporting period about past events, current conditions and forecasts of future economic conditions. Debt instruments measured at amortized cost are presented in the consolidated statement of financial position net of the allowance for ECL. The Group applies a “three stage” model for impairment in accordance with IFRS 9, based on changes in credit quality since initial recognition: 1. A financial instrument that is not credit-impaired on initial recognition is classified in Stage 1. Financial assets in Stage 1 have their ECL measured at an amount equal to the portion of lifetime ECL that results from default events possible within the next 12 months (12-month ECL). 2. If the Group identifies a significant increase in credit risk (“SICR”) since initial recognition, the asset is transferred to Stage 2 and its ECL is measured based on ECL on a lifetime basis (lifetime ECL). 3. If the Group determines that a financial asset is credit-impaired, the asset is transferred to Stage 3 and its ECL is measured as a lifetime ECL. For financial assets that are credit-impaired on purchase or at origination, the ECL is always measured at a lifetime ECL. Note 28 information about inputs, assumptions and estimation techniques used in measuring ECL, including an explanation of how the Group incorporates forward-looking information in the ECL models. 3.7.3. Derecognition A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognized when: ● The rights to receive cash flows from the asset have expired ● The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third-party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all of the risks and rewards of the asset nor transferred control thereover, the asset is recognized to the extent of the Group’s continuing involvement in the asset. In that case, the Group also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay. | |
Financial liabilities | 3.8. Financial liabilities 3.8.1. Initial recognition and measurement Financial liabilities are classified, at initial recognition, as financial liabilities at amortized cost or fair value through profit or loss. The Group’s financial liabilities predominantly include trade and other payables, loans and share warrant obligations. 3.8.2. Subsequent measurement The measurement of financial liabilities depends on their classification, as described below: Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. The Group’s financial instruments are categorized in the fair value hierarchy based on facts and circumstances which affect the valuation of the financial instruments as well as on the valuation method that we adopt at the end of each reporting period. Financial liabilities at amortized cost After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate (EIR) method. The EIR amortization is included as finance costs in the net finance income/(costs) section of the consolidated statement of profit or loss and other comprehensive income. 3.8.3. Derecognition A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in profit or loss. 3.8.4. Offsetting financial assets and liabilities Financial assets and financial liabilities are offset, and the net amount reported in the consolidated statement of financial position if, and only if: ● There is a currently enforceable legal right to offset the recognized amounts; and ● There is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously. The right of set-off: ● Must not be contingent on a future event; and ● Must be legally enforceable in all of the following circumstances: (i) the normal course of business; (ii) the event of default; and (iii) the event of insolvency or bankruptcy of the entity and all of the counterparties The Group did not offset any financial assets and liabilities as at December 31, 2021 and 2020. | |
Cash and cash equivalents | 3.9. Cash and cash equivalents Cash comprises cash at banks and in hand and short-term deposits with an original maturity of three months or less and are included as a component of cash and cash equivalents for the purpose of the consolidated statement of financial position and consolidated statement of cash flows. | |
Employee benefits | 3.10. Employee benefits Wages and salaries paid to employees are recognized as expenses in the current year. The Group also accrues expenses for future vacation payments and short-term employee bonuses. The Group and its employees also contribute to the Government Social Insurance Fund based on employees’ salaries. Share based payment expenses relating to our employees are included in the same categories in the consolidated statement of profit or loss and other comprehensive income where the wages and salaries of corresponding employees are included. Share based payment expenses relating to key employees of the Group’s service providers are included in the same categories where the respective services are included. | |
Provisions | 3.11. Provisions Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. Where the Group expects a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. If the effect of discounting is material, provisions are determined by discounting the expected value of future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as an interest expense. | |
Special contribution for defense of the Republic of Cyprus | 3.12. Special contribution for defense of the Republic of Cyprus Cyprus entities that do not distribute 70% of their profits after tax, as defined by the relevant tax law, within two years after the end of the relevant tax year, are deemed to have distributed as dividends 70% of these profits. A special contribution for the defense fund of the Republic of Cyprus is levied at the 17% rate for 2019 and thereafter will be payable on such deemed dividends distribution. Profits that are attributable to shareholders who are not tax residents of Cyprus and own shares in the Company either directly and/or indirectly at the end of two years from the end of the tax year to which the profits relate, are exempted. The amount of deemed distribution is reduced by any actual dividends paid out of the profits of the relevant year at any time. This special contribution for defense is payable by the Company for the account of the shareholders. | |
Income taxes | 3.13. Income taxes Current income tax Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. Current income tax relating to items recognized in other comprehensive income is recognized in other comprehensive income. Deferred income tax Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries to the extent that it is probable that they will not reverse in the foreseeable future. In addition, deferred tax is not recognized for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. | |
Revenue from contracts with customers | 3.14. Revenue from contracts with customers We derive substantially all of our revenue from the sale of virtual items and advertising services associated with our online games in accordance with IFRS 15. Revenue from contracts with customers is recognized when control of the goods or services is transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has generally concluded that it is the principal in its revenue arrangements because it typically controls the goods and services before transferring them to the customer. Revenues and related expenses from services are recognized in the period when services are rendered, regardless of when payment is made. Contract price is allocated separately to each performance obligation based on observable stand-alone prices. There are generally no variable amounts affecting consideration at the moment such consideration is recognized as the majority of our revenue is derived from the sale of virtual items. Consideration from customers does not have any non-cash component. Online Games. Players can purchase our virtual items through various widely accepted payment methods offered in the games, including Apple iTunes accounts, Google Play accounts and Facebook local currency payments. Payments from players for virtual items are non-refundable and relate to non-cancellable contracts that specify our obligations. Such payments are initially recorded as deferred revenue. The transaction price which we collect from our consumers is equal to the gross amount we request to be charged to our player because we are the principal in the transaction. The related platform and payment processing fees are recorded as expense in the same period when the relevant revenue is recognized while the amount of the platform and payment processing fees, which relate to the deferred revenue, is recognized as deferred platform commission fees. Revenue is recognized net of taxes, such as VAT and sales tax. Taxes are normally withheld by platforms in accordance with local laws in relevant jurisdictions, and where the platform does not serve as a tax agent the Group uses estimates to net off related tax amounts. Advertising. The pricing and terms for all our advertising arrangements are governed by either a master contract or insertion order and generally stipulate payment terms as a specific number of days subsequent to the end of the month. The transaction price in advertising arrangements is generally the product of the number of advertising units delivered (e.g., impressions, offers completed, videos viewed, etc.) and the contractually agreed upon price per advertising unit. For in-game display advertisements, in-game offers, engagement advertisements and other advertisements, our performance obligation is satisfied over the life of contract (i.e., over time), with revenue being accounted for using practical expedient and recognized monthly using end-of-the month recognition approach. Taxes Collected from Customers. | |
Recognition of interest income and interest expense | 3.15. Recognition of interest income and interest expense For all financial instruments measured at amortized cost, interest bearing financial assets classified as available for sale and financial instruments designated at fair value through profit or loss, interest income or expense is recorded using the EIR method. The EIR (and therefore, the amortized cost of the asset) is calculated by taking into account any discount or premium on acquisition, fees and costs that are an integral part of the EIR of the financial instrument. Interest expense derived from borrowings attracted from various third parties including banks as part of financing arrangements is classified as interest expense. Cash disbursements of interest are included into interest paid in the consolidated statement of cash flows. | |
Share-based payments | 3.16. Share-based payments Employees of the Group receive remuneration in the form of share-based payments, whereby they render services as consideration for equity instruments (equity-settled transactions) and relevant cash consideration (cash-settled transactions). The cost of equity-settled transactions is recognized, together with a corresponding increase in other reserves in equity, over the period in which the performance and/or service conditions are fulfilled. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The consolidated statement of profit or loss and other comprehensive income expense or credit for a period represents the movement in cumulative expense recognized as at the beginning and end of that period and is recognized in the relevant cost and expense categories. The cost of cash-settled transactions is recognized at fair value at the grant date using a relevant evaluation model (for details see Note 29). The fair value is expensed over the period until the vesting date with recognition of a corresponding liability. The liability is remeasured to fair value at each reporting date up to, and including the settlement date. When the terms of an equity-settled award are modified, the minimum expense recognized is the expense that would have been incurred had the terms not been modified, if the original terms of the award are met. An additional expense is recognized for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee as measured at the date of modification. When an equity-settled award is cancelled, it is treated as if it vested on the date of cancellation, and any expense not yet recognized for the award is recognized immediately. This includes any award where non-vesting conditions within the control of either the entity or the employee are not met. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in previous paragraph. For the share-based payments transactions in which the employee has a choice of settlement the amount of the cash alternative may be fixed or variable and, if variable, may be determinable in a manner that is related, or unrelated, to the price of the entity’s shares. All of the components of share-based payments with a choice of settlement are treated as compound financial instrument, that includes both a liability and an equity component. For each component the fair value of cash consideration is estimated first, and the fair value of equity component is estimated consequently. The fair value of cash consideration is estimated as nominal value of related cash payments at assumed vesting date. | |
Share listing expense | 3.17. Share listing expense In accordance with IFRS 2, the difference in the fair value of the consideration for the acquisition of an exchange listed SPAC entity that does not meet the definition of a business under IFRS 3 and the fair value of its identifiable net assets will represent a service for listing of the Company and be accounted for as a share-based payment expense. The consideration for the acquisition of SPAC is determined using the fair values of the Company´s ordinary shares and public and private warrants as at the date of the transaction. It is recognized as Share listing expense presented as part of the financial result from operations within the consolidated statement of profit or loss and other comprehensive income. The consolidated financial statements reflect the substance of the transaction, which is that Nexters Inc. is the continuing entity. Nexters Global is deemed to have issued shares in exchange for the cash held by SPAC, together with the listing status of SPAC. However, the listing status does not qualify for recognition as an intangible asset, and therefore needs to be expensed in profit or loss. |
Summary of significant accou_12
Summary of significant accounting policies (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Summary of significant accounting policies | ||
Schedule of fair values of the identifiable assets and liabilities | Consideration transferred Cash 55,667 Share consideration 3,158 Deferred share consideration 8,384 Total fair value of consideration 67,209 | |
Schedule of of amounts recognised as of acquisition date for each major class of assets acquired and liabilities assumed | Fair value recognized Fair value recognized Fair value recognized Fair value recognized on acquisition, February 3, 2021 on acquisition, February 3, 2021, on acquisition, April 5 2021, on acquisition, December 9, 2021, Nexters Studio LLC Nexters Online LLC NHW Ltd Game Positive LLC Assets Property and equipment 390 85 — 71 Intangible assets 38 14 — — Right-of-use assets 1,164 395 — — Trade and other receivables 656 80 15 48 Other assets 91 27 — 59 Cash and cash equivalents 26 4 1 82 Prepaid tax 28 — — 12 2,393 605 16 272 Liabilities Deferred tax liability (4) (16) — — Lease liabilities – current (1,164) (395) — — Trade and other payables (1,415) (218) — (159) Tax liability — (4) — — (2,583) (633) — (159) Total identifiable net assets at fair value (190) (28) 16 113 Goodwill/(negative goodwill) arising on acquisition 1,274 191 8 (79) NCI — — — (33) Purchase consideration transferred 1,084 163 24 1 | |
Schedule of net cash flow in acquisition | Fair value recognized on acquisition, January 31, 2022, Lightmap Ltd Assets Property and equipment 68 Intangible assets 17,664 Right-of-use assets 230 Indemnification asset 3,043 Trade and other receivables 2,375 Cash and cash equivalents 1,555 Prepaid tax 383 25,318 Liabilities Lease liabilities (230) Trade and other payables (2,185) Provisions for non-income tax risks (1,381) Tax liability (1,721) (5,517) Total identifiable net assets at fair value 19,801 Goodwill arising on acquisition 47,408 NCI — Purchase consideration transferred 67,209 Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 1,555 Consideration to be paid (55,667) Cash payable after reporting period 4,090 Net cash flow in acquisition (50,022) | Analysis of cash flows on acquisition: Net cash acquired with the subsidiary 26 4 1 82 Cash paid (1,084) (163) (24) (1) Net cash flow in acquisition (1,058) (159) (23) 81 |
Schedule of actual number of shares held and outstanding | Number of Percentage of Ordinary Shares Ordinary Shares Kismet’s public shareholders 3,188,758 1.6 % Sponsor 11,750,000 6.0 % Nexters Global shareholders 176,584,343 89.9 % PIPE investors 5,000,000 2.5 % Total 196,523,101 100 % | |
Schedule of reconciliation of carrying amount of goodwill | Cost Balance at January 1, 2022 1,501 Acquisition through business combination 47,408 Translation reserve (9) Balance at June 30, 2022 48,900 |
Earnings_(loss) per share (Tabl
Earnings/(loss) per share (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Earnings/(loss) per share | ||
Schedule of income and share data used in basic and diluted loss per share computations | The following reflects the income and share data used in basic and diluted earnings/(loss) per share computations for the three and six months ended June 30, 2022 and June 30, 2021: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) for the period net of tax attributable to ordinary equity holders of the parent for basic earnings 53,063 (31,798) 29,634 (20,010) Weighted average number of ordinary shares for basic and diluted earnings per share 197,971,371 176,584,343 197,971,371 176,584,343 Earnings/(loss) per share: Earnings/(loss) attributable to ordinary equity holders of the parent, US$ 0.27 (0.18) 0.15 (0.11) | The following reflects the income and share data used in basic and diluted loss per share computations for the years ended December 31, 2021, 2020 and 2019: 2019, as 2020 2020, as previously 2019, previously 2021 restated reported restated reported Loss for the period net of tax attributable to ordinary equity holders of the parent for basic earnings (117,455) (751) 668 (35,526) (33,706) Weighted average number of ordinary shares for basic and diluted earnings per share 183,521,938 176,584,343 176,584,343 176,584,343 176,584,343 Loss per share: Loss attributable to ordinary equity holders of the parent, US$ (0.64) (0.00) 0.00 (0.20) (0.19) |
Revenue (Tables)_2
Revenue (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue | ||
Schedule of revenue from contracts with customers | The following table summarizes revenue from contracts with customers for the six and three months ended June 30, 2022 and June 30, 2021 : Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 In-game purchases 241,014 185,481 120,975 102,710 Advertising 10,823 10,852 4,791 6,934 Total 251,837 196,333 125,766 109,644 | The following table summarizes revenue from contracts with customers for the years ended December 31, 2021, 2020 and 2019: 2020, as previously 2021 2020, restated* reported 2019 In-game purchases 406,594 245,833 244,457 89,169 Advertising 27,500 15,059 15,059 4,642 Total 434,094 260,892 259,516 93,811 * ”). |
Schedule of revenue disaggregated based on geographical location | The following table set forth revenue disaggregated based on geographical location of our payers: Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 US 81,385 63,793 42,203 34,849 Europe 53,485 44,589 26,770 23,682 FSU* 26,582 25,539 13,436 13,904 Asia 68,367 45,066 33,043 26,786 Other 22,018 17,346 10,314 10,423 Total 251,837 196,333 125,766 109,644 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. | The following table set forth revenue disaggregated based on geographical location of our payers: 2020, as previously 2021 2020, restated reported 2019 US 136,570 97,470 96,950 38,066 Europe 93,620 61,494 61,167 22,956 FSU* 57,794 38,978 38,772 19,008 Asia 106,404 42,382 42,158 7,671 Other 39,706 20,568 20,469 6,110 Total 434,094 260,892 259,516 93,811 * Former Soviet Union countries include Russia, Ukraine, Georgia, Belorussia, Uzbekistan, Armenia, Azerbaijan, Kazakhstan, Kyrgyzstan, Moldova, Turkmenistan, Tajikistan, Latvia, Lithuania and Estonia. |
Discontinued operations (Tables
Discontinued operations (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Discontinued operations. | |
Schedule of results of discontinued operations, cash flows from (used in) discontinued operations and assets and liabilities included in disposal groups and effect of disposal on the financial position of the Group | Six months ended Six months ended Three months ended Three months ended Results of discontinued operation June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Revenue 21,639 8,131 13,957 5,458 Elimination of intra-group revenue (19,746) (8,131) (12,064) (5,458) External revenue 1,893 — 1,893 — Expenses (22,199) (7,476) (13,129) (4,821) Elimination of intra-group expenses — — (217) — External expenses (22,199) (7,476) (13,346) (4,821) Results from operating activities (20,306) (7,476) (11,453) (4,821) Income tax (65) (30) (85) (45) Loss from discontinued operations, net of tax (20,371) (7,506) (11,538) (4,866) Attributed to Parent (20,046) (7,506) (11,231) (4,866) Attributed to NCI (325) — (307) — Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Net cash flows generated/(used) from operating activities 9,015 1,241 5,156 (61) Net cash flows used in investing activities (735) (396) (513) (270) Net cash flows used in financing activities (849) (644) (338) (371) June 30, 2022 Property and equipment (1,078) Intangible assets (197) Right-of-use assets (660) Deferred tax asset (42) Trade and other receivables (3,978) Cash and cash equivalents (7,699) Prepaid tax (122) Total assets included in disposal group classified as held for sale (13,776) Loans payable 163 Lease liabilities 665 Trade and other payables 10,452 Tax liability 62 Total liabilities included in disposal group classified as held for sale 11,342 Net assets and liabilities (2,434) Elimination of intra-group loans and payables (7,753) Net assets and liabilities (10,187) Consideration received in cash 9 Cash and cash equivalents disposed of (7,699) Net cash outflow (7,690) |
Game operation cost (Tables)_2
Game operation cost (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Game operation cost | ||
Schedule of game operation cost | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (3,135) (1,247) (1,609) (711) Technical support services (3,462) (2,548) (1,701) (855) (6,597) (3,795) (3,310) (1,566) | 2020, 2020, as previously 2019, 2019, as previously 2021 restated* reported restated* reported Technical support services (4,960) (16,114) (15,373) (15,078) (14,169) Employee benefits expenses (13,985) (1,276) (1,029) (649) (648) (18,945) (17,390) (16,402) (15,727) (14,817) * |
Selling and marketing expense_4
Selling and marketing expenses (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Selling and marketing expenses | ||
Schedule of selling and marketing expenses | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Advertising costs (88,926) (154,634) (33,775) (90,190) Employee benefits expenses (2,395) (838) (1,252) (555) (91,321) (155,472) (35,027) (90,745) | 2021 2020 2019 Advertising costs (266,906) (164,929) (81,814) Employee benefits expenses (3,261) (827) (366) (270,167) (165,756) (82,180) |
General and administrative ex_5
General and administrative expenses (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
General and administrative expenses | ||
Schedule of general and administrative expenses | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Employee benefits expenses (6,613) (1,722) (3,032) (1,023) Professional fees (2,159) (2,090) (666) (683) Other operating expenses (4,908) (1,667) (3,743) (1,541) (13,680) (5,479) (7,441) (3,247) | 2020, 2020, as previously 2019, 2019, as previously 2021 restated * reported restated * reported Employee benefits expenses (10,497) (2,033) (1,045) (1,912) (1,002) Professional fees (7,457) (1,473) (1,473) (278) (278) Other operating expenses (5,077) (183) (183) (421) (421) (23,031) (3,689) (2,701) (2,611) (1,701) * |
Finance income and finance ex_2
Finance income and finance expenses (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finance income and finance expenses | ||
Schedule of Finance income and finance expenses | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Interest income 334 — 235 — Foreign exchange gain 409 — 1,534 775 Finance income 743 — 1,769 775 Six months ended Six months ended Three months ended Three months ended June 20, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Foreign exchange loss — (997) — — Bank charges (229) (106) (114) (58) Unwinding of discount on the put option liability (101) — (34) — Interest expense (20) (14) (9) (6) Finance expenses (350) (1,117) (157) (64) | 2021 2020 2019 Interest income — 7 12 Foreign exchange gain — 1,991 411 Change in fair value of share warrant obligations 10,080 — — Other income 79 — — Finance income – total 10,159 1,998 423 Interest expense (91) (45) (96) Bank charges (320) (175) (87) Foreign exchange loss (2,809) — — Finance costs – total (3,220) (220) (183) Net finance income 6,939 1,778 240 |
Taxation (Tables)_2
Taxation (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Taxation | ||
Schedule of reconciliation of effective tax rate | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Profit/(loss) before income tax 75,134 (23,768) 42,118 (14,819) Tax calculated at the applicable tax rates (6,686) 3,902 (3,455) 2,438 Effect of different tax rates in other countries 5 (3) (7) (17) Tax effect of expenses not deductible for tax purposes and non-taxable income (601) 129 (1,300) 268 Tax effect of deductions under special tax regimes 5,620 (3,353) 3,812 (2,234) Tax effect of tax losses brought forward 812 (675) 201 (455) Tax effect of not recognized deferred tax asset regarding the loss carryforward (760) — (293) — Overseas tax in excess of credit claim used during the period (415) (524) (210) (325) Special contribution for the defence fund — — — — Income tax expense (2,025) (524) (1,252) (325) | 2021 2020 2019 (Loss)/income before income tax (116,317) 111 (35,519) Tax calculated at the applicable tax rates 14,545 (15) 4,440 Effect of different tax rates in other countries 82 (9) (5) Tax effect of expenses not deductible for tax purposes and non-taxable income (14,665) 401 906 Tax effect of deductions under special tax regimes 169 (624) (4,126) Tax effect of tax losses brought forward 395 230 (1,220) Tax effect of loss for the year for which no deferred tax asset is recognized (637) — — Overseas tax in excess of credit claim used during the period (1,016) (845) (2) Income tax expense (1,127) (862) (7) |
Investments in equity account_2
Investments in equity accounted associates (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
MX Capital Limited | |
Disclosure of associates [line items] | |
Summary of the fair values of the identifiable assets and liabilities on provisional basis as at the date of acquisition | The deal is accounted for as equity accounted associate based on the provisions of IAS 28. The fair values of the identifiable assets and liabilities on provisional basis as at the date of acquisition were : Fair value recognized on acquisition, February 4, 2022, MX Capital Ltd Assets Property and equipment 148 Intangible assets 18,339 Right-of-use assets 26 Trade and other receivables 177 Cash and cash equivalents 5,367 Prepaid tax 34 Loans receivable - current 34 Other assets 154 24,279 Liabilities Trade and other payables (1,150) Tax liability (155) Provisions for non-income tax risks (89) Lease liabilities - current (26) Short term loans (1,171) (2,591) Total identifiable net assets at fair value 21,688 Goodwill arising on acquisition 13,831 Purchase consideration transferred 15,000 Liability arising from sellers earn-outs 11,502 Liability arising from founders earn-outs 4,692 Liability arising from symmetric put option 544 Asset arising from symmetric call option (7,323) |
Castcrown Ltd | |
Disclosure of associates [line items] | |
Summary of the fair values of the identifiable assets and liabilities on provisional basis as at the date of acquisition | The fair values of the identifiable assets and liabilities on provisional basis as at the date of acquisition were: Fair value recognized on acquisition, March 30, 2022, Castcrown Ltd Assets Property and equipment 4 Intangible assets 3,985 Trade and other receivables 344 Cash and cash equivalents 664 Loans receivable - current 121 5,118 Liabilities Trade and other payables (558) Tax liability (213) Long term loans (316) (1,087) Total identifiable net assets at fair value 4,031 Goodwill arising on acquisition (2,773) Purchase consideration transferred 2,970 Derivative asset arising from call option (3,745) |
Lease (Tables)_2
Lease (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Lease | ||
Schedule of lease | Right-of-use assets Lease liabilities Balance at January 1, 2022 2,050 1,934 Additions 1,318 1,318 Acquisitions through business combinations 62 62 Reclassification to assets included in disposal group classified as held for sale - net of depreciation (1,465) — Reclassification to liabilities included in disposal group classified as held for sale - net of depreciation — (1,485) Depreciation (343) — Interest expense — 20 Payments — (546) Effect of foreign exchange rates — — Balance at June 30, 2022 1,622 1,303 Lease liabilities - current 886 Lease liabilities - non-current 417 Right-of-use assets Lease liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,706 1,706 Depreciation (829) — Interest expense — 50 Payments — (990) Effect of foreign exchange rates — (35) Balance at June 30, 2021 1,921 1,842 Lease liabilities - current 1,274 Lease liabilities - non-current 568 | Lease Right-of-use assets liabilities Balance at January 1, 2020 71 70 Additions 1,236 1,236 Depreciation (263) — Interest expense — 26 Payments — (367) Effect of foreign exchange rates — 146 Balance at December 31, 2020 1,044 1,111 Lease liabilities – current 293 Lease liabilities – non-current 818 Lease Right-of-use assets liabilities Balance at January 1, 2021 1,044 1,111 Additions 1,305 1,305 Acquisitions through business combinations 1,559 1,559 Depreciation (1,908) — Interest expense — 90 Payments — (2,222) Effect of foreign exchange rates 50 91 Balance at December 31, 2021 2,050 1,934 Lease liabilities – current 831 Lease liabilities – non-current 1,103 |
Schedule of amounts recognized in consolidated statement of profit or loss | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expense relating to short-term and low-value leases 28 8 28 5 Interest expense on lease liabilities 20 50 36 26 48 58 64 31 | 2021 2020 2019 Expense relating to short-term and low-value leases 86 9 28 Interest expense on lease liabilities 90 26 1 |
Schedule of cash outflow for leases | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Сash outflow for leases 1,438 940 804 390 Cash outflow for short-term and low-value leases 20 50 36 26 Total cash outflow for leases 1,458 990 840 416 | 2021 2020 2019 Cash outflow for leases 2,132 367 31 Cash outflow for short-term and low-value leases 9 5 28 Total cash outflow for leases 2,141 372 59 |
Trade and other receivables (_2
Trade and other receivables (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other receivables. | ||
Schedule of trade and other receivables | June 30, 2022 December 31, 2021 Trade receivables 42,481 41,675 Deposits and prepayments 1,906 2,460 Other receivables 1,842 952 Total 46,229 45,087 | December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade receivables 41,675 30,720 30,909 Deposits and prepayments 2,460 2,045 2,045 Other receivables 952 209 209 Total 45,087 32,974 33,163 * ”). |
Trade and other payables (Tab_2
Trade and other payables (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other payables. | ||
Schedule of trade and other payables | June 30, 2022 December 31, 2021 Trade payables 5,591 16,191 Payables to the sellers on acquisitions 4,090 — Provision for indirect taxes 4,666 6,923 Accrued salaries, bonuses, vacation pay and related taxes 2,936 1,924 Accrued professional services 548 1,100 Other payables 1,158 435 Total 18,989 26,573 | December 31, December 31, As previously reported, 2021 2020, restated* December 31, 2020 Trade payables 16,191 9,793 9,793 Provision for indirect taxes 6,923 1,754 3,850 Dividends payable — 2,592 2,592 Accrued salaries, bonuses, vacation pay and related taxes 1,924 577 2,050 Accrued professional services 1,100 1,184 — Other payables 435 1,314 1,314 Total 26,573 17,214 19,599 * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). |
Share warrant obligations (Tabl
Share warrant obligations (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share warrant obligations | ||
Schedule of fair value of warrants | December 31, 2021 June 30, 2022 Risk free rate forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 1 8.06 5.03 Expected warrant life (years) 4.7 4.1 1 Starting share price was the market price taken from Bloomberg for valuation as at December 31, 2021. As at June 30, 2022 is based on the methods disclosed above. | August 27, December 31, 2021 2021 Warrant price (US$) (2) 0.93 0.77 (2) Volume-weighted average price as at August 27, 2021, source: Bloomberg. The fair value of the warrant determined using Monte-Carlo simulation as at December 31, 2021. Key assumptions of the model: August 27, 2021 December 31, 2021 forward USD overnight index swap (OIS) rates (curve 42) forward USD overnight index swap (OIS) rates (curve 42) Risk free rate Volatility forward implied volatility rates based on volatilities of publicly traded peers forward implied volatility rates based on volatilities of publicly traded peers Starting share price 10.67 8.06 Expected warrant life (years) 5.0 4.7 |
Schedule of warrant obligations | Public Warrants Private Warrants Total Balance at December 31, 2021 10,372 11,657 22,029 Fair value adjustment (598) (4,166) (4,764) Balance at June 30, 2022 9,774 7,491 17,265 | Private Public Warrants Warrants Total Balance at August 27, 2021 12,606 19,503 32,109 Fair value adjustment (2,234) (7,846) (10,080) Balance at December 31, 2021 10,372 11,657 22,029 |
Related party transactions (T_2
Related party transactions (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Related party transactions | ||
Schedule of remuneration of Directors and other members of key management and loans to and from shareholders | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Directors’ remuneration 560 188 302 95 – short-term employee benefits 425 188 240 95 – share-based payments 135 — 62 — Other members of key management’s remuneration 1,802 394 763 218 – short-term employee benefits 874 394 383 218 – share-based payments 928 — 380 — 2,362 558 1,065 409 (ii) Loans receivable June 30, 2022 December 31, 2021 Loan to the Company’s employees 356 123 Loan to Castcrown Ltd - net (Note 16) 4,455 — Loan to MX Capital Ltd - net (Note 16) 9,984 — 14,795 123 | 2021 2020 2019 Directors’s remuneration 902 338 252 – short-term employee benefits 870 338 252 – share-based payments 32 — — Other members of key management’s remuneration 2,834 219 159 – short-term employee benefits 1,395 219 159 – share-based payments 1,439 — — 3,736 557 411 December 31, December 31, 2021 2020 Loan to Boris Gertsovsky — 8 — 8 December 31, December 31, 2021 2020 Short-term loan from Boris Gertsovsky — 49 — 49 |
List of subsidiaries (Tables)_2
List of subsidiaries (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
List of subsidiaries | ||
Schedule of list of subsidiaries | Ownership Interest Ownership Interest June 30, 2022 December 31, 2021 Name % % Flow Research S.L. 100 100 Nexters Studio LLC 100 100 Nexters Online LLC 100 100 NHW Ltd 100 100 Nexters Global Ltd 100 100 Synergame Investments Ltd 100 100 Game Positive LLC 70 70 Lightmap Ltd 100 — Lightmap LLC 100 — | Ownership Ownership Interest Interest December 31, December 31, 2021 2020 Name % % Topland Management Ltd — 100 Flow Research S.L. 100 100 Nexters Studio LLC 100 — Nexters Online LLC 100 — NHW Ltd 100 — Nexters Global Ltd 100 — Synergame Investments Ltd 100 — Game Positive LLC 70 — |
Financial instruments - fair_10
Financial instruments - fair values and risk management (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Financial instruments - fair values and risk management | ||
Schedule of financial assets | June 30, 2022 December 31, 2021 Financial assets at amortized cost Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 Loans receivable 14,806 123 Total 148,665 184,600 June 30, 2022 December 31, 2021 Financial assets measured at fair value Call option assets 6,054 — Total 6,054 — | December 31, December 31, 2020, As previously reported, 2021 restated * December 31, 2020 Financial assets at amortized cost Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 Loans receivable 123 8 8 Total 184,600 115,285 115,474 * |
Schedule of financial liabilities | June 30, 2022 December 31, 2021 Financial liabilities not measured at fair value Lease liabilities 1,303 1,934 Trade and other payables 18,989 26,573 Total 20,292 28,507 June 30, 2022 December 31, 2021 Financial liabilities measured at fair value Loans receivable 14,806 123 Put option liability 13,886 — Other non-current liabilities 9,071 — Share warrant obligations 17,265 22,029 Total 55,028 22,152 | December 31, December 31, 2020, As previously reported, 2021 restated* December 31, 2020 Financial liabilities not measured at fair value Loans from shareholders — 49 49 Lease liabilities 1,934 1,111 1,111 Trade and other payables 26,573 17,214 19,599 Total 28,507 18,374 20,759 December 31, 2021 December 31, 2020 Financial liabilities measured at fair value Share warrant obligations 22,029 — Total 22,029 — * For further information, see Note 4 (Accounting judgments, estimates and assumptions — “Correction of errors”). |
Schedule of maximum exposure to credit risk at the reporting date | June 30, 2022 December 31, 2021 Loans receivables 14,806 123 Trade receivables 42,481 41,675 Cash and cash equivalents 91,378 142,802 | December 31, As previously December 31, 2020, reported, 2021 restated* December 31, 2020 Loans receivables 123 8 8 Trade receivables 41,675 30,720 30,909 Cash and cash equivalents 142,802 84,557 84,557 |
Schedule of contractual maturities of financial liabilities | June 30, 2022 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,303 1,110 28 680 402 Trade and other payables 18,989 18,989 18,989 — — 20,292 20,099 19,017 680 402 December 31, 2021 Carrying amounts Contractual cash flows 3 months or less Between 3 ‑ 12 months Between 1 ‑ 5 years Non ‑ derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 | Carrying Contractual 3 months Between Between December 31, 2021 amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,934 1,942 313 453 1,176 Trade and other payables 26,573 26,573 26,573 — — 28,507 28,515 26,886 453 1,176 Carrying amounts as previously Carrying Contractual 3 months Between Between December 31, 2020 reported amounts cash flows or less 3 – 12 months 1 – 5 years Non-derivative financial liabilities Lease liabilities 1,111 1,111 1,167 32 288 847 Trade and other payables 19,599 17,214 17,214 17,214 — — Loans from shareholders 49 49 49 — 49 — 20,759 18,374 18,430 17,246 337 847 |
Schedule of exposure to foreign currency risk | June 30, 2022 Euro Russian Ruble Armenian Dram Assets Loans receivable 356 — — Trade and other receivables 10,057 5,495 18 Cash and cash equivalents 9,077 1,498 1 19,490 6,993 19 Liabilities Lease liabilities (1,303) — Trade and other payables (11,058) — (212) (12,361) — (212) Net exposure 7,129 6,993 (193) December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 | December 31, 2021 Euro Russian Ruble Assets Loans receivable 123 — Trade and other receivables 9,493 3,571 Cash and cash equivalents 33,297 621 42,913 4,192 Liabilities Lease liabilities (1,795) (139) Trade and other payables (4,701) (1,092) (6,496) (1,231) Net exposure 36,417 2,961 December 31, 2020 Euro Russian Ruble Assets Loans receivable 8 — Trade and other receivables 9,661 2,649 Cash and cash equivalents 11,404 741 21,073 3,390 Liabilities Lease liabilities (1,111) — Trade and other payables (5,811) (3) Loans and borrowings (49) — (6,971) (3) Net exposure 14,102 3,387 |
Schedule of sensitivity analysis | Strengthening of Weakening of US$ June 30, 2022 US$ by 10% by 10% Euro (713) 713 Russian Ruble (699) 699 Armenian Dram 19 (19) (1,393) 1,393 Strengthening of Weakening of US$ December 31, 2021 US$ by 10% by 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 | Strengthening of US$ Weakening of US$ by December 31, 2021 by 10% 10% Euro (3,642) 3,642 Russian Ruble (296) 296 (3,938) 3,938 Strengthening of US$ Weakening of US$ by December 31, 2020 by 10% 10% Euro (1,410) 1,410 Russian Ruble (339) 339 (1,749) 1,749 |
Share-based payments (Tables)_2
Share-based payments (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based options for Class A shares and Class B shares issued | Class of shares Grant Date No. of options outstanding Vesting period Vesting conditions Employee stock option plan November 2021, depending on the employee 2,330,000 * 2021 - 2026 Service condition Modified Class B complex vesting options 01.01.2019 4,120,300 * 2022 - 2026 Service condition, performance non-market condition Modified complex conditional upon listing 18.11.2020 20,000 * 2021 Service condition, performance non-market condition Total share options granted as at June 30, 2022 6,470,300 – – * Options granted refer to Nexters Inc. shares | Vesting Class of shares Grant Date No. of options granted Vesting period conditions Employee stock option plan November 2021, depending on the employee 2,330,000*** 2021 – 2026 Service condition Class B complex vesting 01.01.2019 1,300* 2027 Service condition, performance non-market condition Modification of Class B complex vesting options 01.01.2019 4,414,608*** 2022 - 2026 Service condition, performance non-market condition Complex conditional upon listing 18.11.2020 — 2021 Service condition, performance non-market condition Modification of complex conditional upon listing 18.11.2020 20,000*** 2021 Service condition, performance non- Total share options granted as at December 31, 2021 6,764,608 — — * Options granted refer to Nexters Global Ltd shares ** Options are exercised as at the date of these consolidated financial statements, 20,000 are outstanding *** Options granted refer to Nexters Inc. shares |
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Class B complex vesting 398 — 150 — Complex conditional upon listing — 705 — 315 Employee stock option plan 1,631 — 814 — Total recorded expenses 2,029 705 964 315 therein recognized: within Game operation cost 64 — 32 — within Selling and marketing expenses 129 — 65 — within General and administrative expenses 1,836 705 867 315 | 2020, as 2019, as previously previously 2021 2020, restated* reported 2019, restated* reported Class A — — — 20 20 Class B — — — 3,704 3,704 Class B complex vesting 216 2,146 169 2,738 919 Complex conditional upon listing 930 130 130 — — Employee stock option plan 2,615 — — — — Total recorded expenses 3,761 2,276 299 6,462 4,643 therein recognized: within Game operation cost 234 1,073 85 5,073 4,163 within Selling and marketing expenses 467 — — — — within General and administrative expenses 3,060 1,203 214 1,389 480 * |
Class A share-based payments | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of movement of the share options, related fair values ("FV") at grant dates and actual vesting | Employee Class B complex Class B complex Complex stock vesting — related to vesting — related to conditional upon options Nexters Global Ltd Nexters Inc listing — related to plan shares shares Nexters Inc shares Outstanding at the beginning of the period (units) — 500 — 100,000 Granted during the period (units) 2,330,000 — — 0 Modification of options (units) — (500) 4,414,608 — Exercised during the period (units) — — — (80,000) Outstanding at the end of the period (units) 2,330,000 — 4,414,608 20,000 * | |
Stock Options granted in 2021 | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to the stated conditions 1,631 705 814 315 Total recorded expenses 1,631 705 814 315 | 2021 2020 2019 Expenses in relation to yet unfulfilled condition 2,615 — — Total recorded expenses 2,615 — — |
Schedule of fair value per one option and related assumptions used to estimate the fair value of our options at the grant date | November 16 - 30, 2021 Evaluation date (grant date) Vesting period 60–90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 – 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 – 1.27% Average FV of one option, US$ 3.57 | Evaluation date (grant date) November 16 - 30, 2021 Vesting period 60 - 90 months, depending on the employee Market price, US$ From 7.86 to 8.71 Strike price, US$ 0 or 10 depending on the grant Expected volatility 36.15 - 37.88% Dividend yield 0.0% Risk-free interest rate 1.18 - 1.27% Average FV of one option, US$ 3.57 |
Modification of complex options | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to options with only the service condition 150 — 50 — Expenses in relation to the options with yet unfulfilled performance non-market condition 248 — 100 — Total recorded expenses 398 — 150 — | 2021 2020 2019 Expenses in relation to the options with only the service condition 99 — — Expenses in relation to the options with a fulfilled non-market performance condition — 2,146 2,466 Expenses in relation to the options with yet unfulfilled performance non-market condition 117 — 272 Total recorded expenses 216 2,146 2,738 |
Schedule of fair value per one option and related assumptions used to estimate the fair value of our options at the grant date | January 1, 2019 Evaluation date (grant date) Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options** 7,856.12 * — applied to the result of fair value estimation. ** — total FV of 1,300 complex options related to Nexters Global shares that in November of 2021 were modified into 4,414,608 complex options related to the shares in Nexters Inc. | Evaluation date (grant date) January 1, 2019 Equity value, US$ mln 132 Expected volatility 41.00 % Dividend yield 6.80 % Proxy net income indicator 0.041201 Discount for Lack of Marketability* 8.40 % Total FV for 1,300 complex options 7,856.12 * — applied to the result of fair value estimation |
Complex vesting conditional upon listing | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Schedule of share-based payments expense | Six months ended Six months ended Three months ended Three months ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Expenses in relation to yet unfulfilled condition — 705 — 315 Total recorded expenses — 705 — 315 | 2021 2020 2019 Expenses in relation to yet unfulfilled condition — 130 — Expenses in relation to fulfilled condition 930 — — Total recorded expenses 930 130 — |
Schedule of fair value per one option and related assumptions used to estimate the fair value of our options at the grant date | November 18, November 18, 2020 2020 Evaluation date (grant date) Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8% 34.8% Dividend yield 0.0% 0.0% Risk-free interest rate 0.11% 0.11% Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 | November 18, November 18, Evaluation date (grant date) 2020 2020 Vesting period 12 months 8 months Market price, US$ 9.91 9.91 Strike price, US$ 10.00 10.00 Expected volatility 34.8 % 34.8 % Dividend yield 0.0 % 0.0 % Risk-free interest rate 0.11 % 0.11 % Discount for Lack of Marketability not applicable not applicable FV of option, US$ 1.34 1.11 |
Events after the reporting pe_4
Events after the reporting period (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Events after the reporting period | |
Schedule of loss on disposal | Cash received 9 Less net assets, including: Assets (13,776) Liabilities 11,342 Total net assets (2,434) NCI at disposal 268 Loss on disposal of subsidiaries (2,157) Consideration received, satisfied in cash 9 Cash and cash equivalents disposed of (7,699) Net cash outflow (7,690) |
Summary of significant accou_13
Summary of significant accounting policies - Acquisition of subsidiares (Details) $ / shares in Units, $ in Thousands, ₽ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||||
Jan. 25, 2022 item | Feb. 03, 2021 USD ($) company | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Mar. 30, 2022 USD ($) | Feb. 04, 2022 USD ($) | Jan. 31, 2022 USD ($) | Jan. 27, 2022 USD ($) | Dec. 09, 2021 USD ($) | Apr. 05, 2021 USD ($) | Apr. 05, 2021 EUR (€) | Feb. 03, 2021 RUB (₽) | |
Acquisition of subsidiaries | |||||||||||||||||
Number of game development studios acquired | 300 | 2 | |||||||||||||||
Goodwill | $ 48,900 | $ 48,900 | $ 1,501 | ||||||||||||||
Goodwill recognised at the acquisition date | 1,473 | ||||||||||||||||
Translation reseve | 28 | ||||||||||||||||
Bargain purchase on acquisition | 79 | ||||||||||||||||
Net loss before tax from continuing operations | 42,118 | $ (14,819) | $ 75,134 | $ (23,768) | (116,317) | $ 111 | $ (35,519) | ||||||||||
Revenue | 434,094 | ||||||||||||||||
Net loss from continuing operations | 118,576 | ||||||||||||||||
Price per share for option to acquire shares | $ / shares | $ 10 | ||||||||||||||||
Period for shares ineligibility for sale on Nasdaq from the date of allotment under scenario one for option becomes exercisable | 1 year | ||||||||||||||||
Maximum period for shares from acquisition date to repurchase outstanding consideration shares under scenario two for option becomes exercisable | 2 years | ||||||||||||||||
Option recognized as of acquisition date | $ 13,636 | $ 13,636 | |||||||||||||||
Unwinding discount from acquisition date to reporting date | $ 101 | ||||||||||||||||
MX Capital Limited | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Percentage of voting interest acquired | 48.80% | ||||||||||||||||
Goodwill | $ 13,831 | ||||||||||||||||
Castcrown Ltd | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Percentage of voting interest acquired | 49.50% | ||||||||||||||||
Goodwill | $ 2,773 | ||||||||||||||||
Nexters Online LLC and Nexters Studio LLC | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Total consideration | $ 1,247 | ₽ 93 | |||||||||||||||
Nexters Online LLC | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Percentage of voting interest acquired | 100% | 100% | |||||||||||||||
Total consideration | $ 163 | ||||||||||||||||
Goodwill recognised at the acquisition date | $ 191 | ||||||||||||||||
Net loss before tax from continuing operations | 2,219 | ||||||||||||||||
Nexters Studio LLC | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Percentage of voting interest acquired | 100% | 100% | |||||||||||||||
Total consideration | $ 1,084 | ||||||||||||||||
Goodwill recognised at the acquisition date | $ 1,274 | ||||||||||||||||
Net loss before tax from continuing operations | 16,563 | ||||||||||||||||
NHW Ltd | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Percentage of voting interest acquired | 100% | 100% | |||||||||||||||
Total consideration | $ 24 | € 20,000 | |||||||||||||||
Goodwill recognised at the acquisition date | $ 8 | ||||||||||||||||
Net loss before tax from continuing operations | 13 | ||||||||||||||||
Game Positive LLC | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Percentage of voting interest acquired | 70% | ||||||||||||||||
Total consideration | $ 1 | ||||||||||||||||
Goodwill recognised at the acquisition date | $ (79) | ||||||||||||||||
Bargain purchase on acquisition | 79 | ||||||||||||||||
Goodwill expected to be deductible for tax purpose | 0 | ||||||||||||||||
Net loss before tax from continuing operations | $ 134 | ||||||||||||||||
Gracevale Ltd | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Percentage of voting interest acquired | 100% | 100% | |||||||||||||||
Total consideration | $ 70,000 | ||||||||||||||||
Cash Consideration | 55,517 | ||||||||||||||||
Share Consideration | 3,963 | ||||||||||||||||
Deferred Share Consideration | 10,520 | ||||||||||||||||
Lightmap Studio | |||||||||||||||||
Acquisition of subsidiaries | |||||||||||||||||
Total consideration | $ 150 | $ 150 |
Summary of significant accou_14
Summary of significant accounting policies - Business combinations and goodwill - Consideration transferred (Details) - Lightmap Ltd - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jan. 31, 2022 | |
Disclosure of detailed information about business combination [line items] | ||
Cash Consideration | $ 55,667 | $ 55,667 |
Share consideration | 3,158 | |
Deferred share consideration | 8,384 | |
Purchase consideration transferred | $ 67,209 | $ 67,209 |
Share price as of acquisition date | $ 7.97 | |
Difference between the share considerations and put option of the sellers | $ 2,094 |
Summary of significant accou_15
Summary of significant accounting policies - Business Combinations (Details) $ in Thousands | Jun. 30, 2022 USD ($) | Jan. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 09, 2021 USD ($) | Apr. 05, 2021 USD ($) | Apr. 05, 2021 EUR (€) | Feb. 03, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Dec. 31, 2018 USD ($) |
Disclosure of detailed information about business combination [line items] | ||||||||||
Indemnification asset | $ 3,267 | |||||||||
Trade and other receivables | 46,229 | $ 45,087 | $ 32,974 | |||||||
CashAndCashEquivalents | 91,378 | 142,802 | $ 84,557 | $ 17,565 | $ 3,073 | |||||
Provisions for non-income tax risks | (1,381) | |||||||||
Goodwill arising on acquisition | (1,473) | |||||||||
Goodwill/(negative goodwill) arising on acquisition | 48,900 | $ 1,501 | ||||||||
Nexters Studio LLC | ||||||||||
Disclosure of detailed information about business combination [line items] | ||||||||||
Property and equipment | $ 390 | |||||||||
Intangible assets | 38 | |||||||||
Right-of-use assets | 1,164 | |||||||||
Trade and other receivables | 656 | |||||||||
Other assets | 91 | |||||||||
Prepaid tax | 28 | |||||||||
Total assets | 2,393 | |||||||||
Deferred tax liability | (4) | |||||||||
Lease liabilities - current | (1,164) | |||||||||
Trade and other payables | (1,415) | |||||||||
Total liabilities | (2,583) | |||||||||
Total identifiable net assets at fair value | 190 | |||||||||
Goodwill arising on acquisition | (1,274) | |||||||||
Purchase consideration transferred | 1,084 | |||||||||
Net cash acquired with the subsidiary | 26 | |||||||||
Cash paid | (1,084) | |||||||||
Nexters Online LLC | ||||||||||
Disclosure of detailed information about business combination [line items] | ||||||||||
Property and equipment | 85 | |||||||||
Intangible assets | 14 | |||||||||
Right-of-use assets | 395 | |||||||||
Trade and other receivables | 80 | |||||||||
Other assets | 27 | |||||||||
Total assets | 605 | |||||||||
Deferred tax liability | (16) | |||||||||
Lease liabilities - current | (395) | |||||||||
Trade and other payables | (218) | |||||||||
Tax liability | (4) | |||||||||
Total liabilities | (633) | |||||||||
Total identifiable net assets at fair value | 28 | |||||||||
Goodwill arising on acquisition | (191) | |||||||||
Purchase consideration transferred | 163 | |||||||||
Net cash acquired with the subsidiary | 4 | |||||||||
Cash paid | $ (163) | |||||||||
NHW Ltd | ||||||||||
Disclosure of detailed information about business combination [line items] | ||||||||||
Trade and other receivables | $ 15 | |||||||||
Total assets | 16 | |||||||||
Total identifiable net assets at fair value | (16) | |||||||||
Goodwill arising on acquisition | (8) | |||||||||
Purchase consideration transferred | 24 | € 20,000 | ||||||||
Net cash acquired with the subsidiary | 1 | |||||||||
Cash paid | $ (24) | |||||||||
Game Positive LLC | ||||||||||
Disclosure of detailed information about business combination [line items] | ||||||||||
Property and equipment | $ 71 | |||||||||
Trade and other receivables | 48 | |||||||||
Other assets | 59 | |||||||||
Prepaid tax | 12 | |||||||||
Total assets | 272 | |||||||||
Trade and other payables | (159) | |||||||||
Total liabilities | (159) | |||||||||
Total identifiable net assets at fair value | (113) | |||||||||
Goodwill arising on acquisition | 79 | |||||||||
NCI | 33 | |||||||||
Purchase consideration transferred | 1 | |||||||||
Net cash acquired with the subsidiary | 82 | |||||||||
Cash paid | $ (1) | |||||||||
Lightmap Ltd | ||||||||||
Disclosure of detailed information about business combination [line items] | ||||||||||
Property and equipment | $ 68 | |||||||||
Intangible assets | 17,664 | |||||||||
Right-of-use assets | 230 | |||||||||
Indemnification asset | 3,043 | |||||||||
Trade and other receivables | 2,375 | |||||||||
CashAndCashEquivalents | 1,555 | |||||||||
Prepaid tax | 383 | |||||||||
Total assets | 25,318 | |||||||||
Lease liabilities - current | (230) | |||||||||
Trade and other payables | (2,185) | |||||||||
Provisions for non-income tax risks | (1,381) | |||||||||
Tax liability | (1,721) | |||||||||
Total liabilities | (5,517) | |||||||||
Total identifiable net assets at fair value | (19,801) | |||||||||
Goodwill arising on acquisition | (47,408) | (47,408) | ||||||||
Purchase consideration transferred | 67,209 | 67,209 | ||||||||
Net cash acquired with the subsidiary | 1,555 | |||||||||
Consideration to be paid | $ (55,667) | (55,667) | ||||||||
Cash paid | 4,090 | |||||||||
Net cash flow in acquisition | $ (50,022) |
Summary of significant accou_16
Summary of significant accounting policies - Business combinations and goodwill - Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Jan. 31, 2022 | |
Disclosure of detailed information about business combination [line items] | |||
Goodwill recognised at the acquisition date | $ 1,473 | ||
Consolidated revenue if the acquisition had taken place at the beginning of the year | 434,094 | ||
Profit before tax from continuing operations if the acquisition had taken place at the beginning of the year | $ 118,576 | ||
Lightmap Ltd | |||
Disclosure of detailed information about business combination [line items] | |||
Goodwill recognised at the acquisition date | $ 47,408 | $ 47,408 | |
Goodwill expected to be deductible for tax purpose | 0 | ||
Acquisition related costs | $ 51 | ||
Period of purchase of office equipment (in years) | 3 years | ||
Revenue of acquire | $ 2,524 | ||
Net loss before tax of acquiree | 2,561 | ||
Consolidated revenue if the acquisition had taken place at the beginning of the year | 252,395 | ||
Profit before tax from continuing operations if the acquisition had taken place at the beginning of the year | $ 74,593 |
Summary of significant accou_17
Summary of significant accounting policies - Business combinations and goodwill - Reconciliation of carrying amount of goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Disclosure of reconciliation of changes in goodwill [line items] | |
Goodwill at beginning of period | $ 1,501 |
Goodwill at end of period | 48,900 |
Cost | |
Disclosure of reconciliation of changes in goodwill [line items] | |
Goodwill at beginning of period | 1,501 |
Acquisition through business combination | 47,408 |
Translation reserve | (9) |
Goodwill at end of period | $ 48,900 |
Summary of significant accou_18
Summary of significant accounting policies - Business combinations and goodwill - Contingencies (Details) - Lightmap Ltd $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Disclosure of detailed information about business combination [line items] | |
Liability in relation to corporate income tax risks | $ 925 |
Liability in relation to indirect taxes | 1,381 |
Contingent liability in relation to corporate income tax | $ 737 |
Maximum percentage of probability of outflow of recourses | 50% |
Use of judgements and estimat_2
Use of judgements and estimates - estimates and assumptions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of changes in accounting estimates [line items] | |||
Minimum period of inactivity to determine inactive players | 30 days | ||
Hero Wars | |||
Disclosure of changes in accounting estimates [line items] | |||
Player lifespan | 25 months | 23 months | 17 months |
Other games | |||
Disclosure of changes in accounting estimates [line items] | |||
Player lifespan | 25 months | 34 months | 27 months |
Minimum | |||
Disclosure of changes in accounting estimates [line items] | |||
Estimated increase in revenue | $ 23,702 | ||
Maximum | |||
Disclosure of changes in accounting estimates [line items] | |||
Estimated increase in revenue | $ 32,330 |
Use of judgements and estimat_3
Use of judgements and estimates- Sensitivity to input parameters (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Amount of simulations performed | 10,000 | |
Percentage Of Share Capital, To Calculate Fair Value Of Share Options Granted | 100 | 100 |
Share of durable items | Deferred revenue | ||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Percentage of increase | 10% | 10% |
Percentage of decrease | 10% | 10% |
Decrease in deferred revenue balance | $ 32,279 | |
Increase in deferred revenue balance | $ 32,253 | |
Share of consumable items | Deferred revenue | ||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Percentage of increase | 10% | 10% |
Percentage of decrease | 10% | 10% |
Decrease in deferred revenue balance | $ 7,872 | |
Increase in deferred revenue balance | $ 7,872 | |
Estimated lifespans | Deferred revenue | ||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | ||
Percentage of increase | 10% | 10% |
Decrease in deferred revenue balance | $ 32,268 | |
Increase in deferred revenue balance | $ 28,982 |
Use of judgements and estimat_4
Use of judgements and estimates - Additional information (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Aug. 26, 2021 $ / shares shares | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Mar. 30, 2022 USD ($) | |
Share warrant obligation | |||||||||
Number of shares per warrant | shares | 20,250,000 | 1 | |||||||
Exercise price | $ / shares | $ 11.50 | ||||||||
Number of warrants converted | shares | 20,249,993 | ||||||||
Revenue | $ 125,766,000 | $ 109,644,000 | $ 251,837,000 | $ 196,333,000 | $ 434,094,000 | $ 260,892,000 | $ 93,811,000 | ||
Income tax expense | 1,252,000 | 325,000 | 2,025,000 | 524,000 | 1,127,000 | 862,000 | 7,000 | ||
Tax liability | 3,661,000 | 3,661,000 | 814,000 | 306,000 | |||||
Trade and other payables | 18,989,000 | 18,989,000 | 26,573,000 | 17,214,000 | |||||
Trade and other receivables | 46,229,000 | 46,229,000 | 45,087,000 | 32,974,000 | |||||
Platform commissions | 35,388,000 | 29,510,000 | 68,839,000 | 53,990,000 | 117,229,000 | 75,163,000 | 28,766,000 | ||
Long-term deferred revenue | 110,981,000 | 110,981,000 | 128,074,000 | 79,220,000 | |||||
Deferred revenue | 298,326,000 | 298,326,000 | 294,607,000 | 215,562,000 | |||||
Long-term deferred platform commission fees | 105,440,000 | 105,440,000 | 116,533,000 | 89,587,000 | |||||
Other reserves | 169,517,000 | 169,517,000 | 166,405,000 | 12,084,000 | |||||
Game operation cost | 3,310,000 | 1,566,000 | 6,597,000 | 3,795,000 | 18,945,000 | 17,390,000 | 15,727,000 | ||
General and administrative expense | 7,441,000 | $ 3,247,000 | 13,680,000 | $ 5,479,000 | 23,031,000 | 3,689,000 | 2,611,000 | ||
Accumulated deficit | $ (274,434,000) | $ (274,434,000) | (327,497,000) | (114,019,000) | |||||
Threshold limit of the gross sales, for the two yeard before the reporting period, to determine elimination of tax obligation | $ 10,000,000,000 | 10,000,000,000 | |||||||
Percentage of tax elimination over gross sales, when threshold limit of gross sales is not exceeded | 0.09 | ||||||||
Probability of recognizing tax uncertainties considered to be probable | 75% | ||||||||
Probability Of Recognizing Tax Uncertainties Considered To Be Possible | 30% | ||||||||
Kismet Acquisition One Corp | |||||||||
Share warrant obligation | |||||||||
Number of shares per warrant | shares | 1 | ||||||||
Exercise price | $ / shares | $ 11.50 | ||||||||
Number of warrants converted | shares | 20,250,000 | ||||||||
Castcrown Ltd | |||||||||
Share warrant obligation | |||||||||
Tax liability | $ 213,000 | ||||||||
Trade and other payables | 558,000 | ||||||||
Trade and other receivables | $ 344,000 | ||||||||
Public Warrants | |||||||||
Share warrant obligation | |||||||||
Number of warrants converted | shares | 13,499,993 | ||||||||
Public Warrants | Kismet Acquisition One Corp | |||||||||
Share warrant obligation | |||||||||
Number of warrants converted | shares | 13,500,000 | ||||||||
Private Warrants | |||||||||
Share warrant obligation | |||||||||
Number of warrants converted | shares | 6,750,000 | ||||||||
Private Warrants | Kismet Acquisition One Corp | |||||||||
Share warrant obligation | |||||||||
Number of warrants converted | shares | 6,750,000 | ||||||||
Impact of correction | |||||||||
Share warrant obligation | |||||||||
Revenue | $ 463,000 | ||||||||
Income tax expense | 844,000 | ||||||||
Tax liability | 289,000 | ||||||||
Trade and other payables | 97,000 | ||||||||
Trade and other receivables | 189,000 | ||||||||
Platform commissions | 25,000 | ||||||||
Long-term deferred revenue | 235,000 | ||||||||
Deferred revenue | 851,000 | ||||||||
Long-term deferred platform commission fees | 25,000 | ||||||||
Other reserves | 1,976,000 | $ 1,819,000 | |||||||
Game operation cost | 988,000 | ||||||||
General and administrative expense | $ 910,000 | ||||||||
Accumulated deficit | 289,000 | ||||||||
Previously reported | |||||||||
Share warrant obligation | |||||||||
Revenue | 913,000 | ||||||||
Trade and other payables | 1,999,000 | ||||||||
Accrued liability | $ 1,999,000 | ||||||||
Ifrs Measurement Input Price Volatility | Warrants | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | ||||||||
Percentage of decrease | 10% | ||||||||
Increase in fair value | $ 1,334,000 | ||||||||
Decrease in fair value | $ 1,366,000 | ||||||||
Historical volatility for shares, measurement input | Warrants | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Increase in fair value | $ 2,650,000 | ||||||||
Decrease in fair value | $ 3,227,000 | ||||||||
SharePriceMeasurementInput | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Increase in fair value | $ 3,390,000 | ||||||||
Decrease in fair value | $ 2,715,000 | ||||||||
Target PayBack On Marketing Investments Measurement Input | MX Capital Limited | |||||||||
Share warrant obligation | |||||||||
Term of increase in input parameters | 30 days | ||||||||
Change in fair value of founders earn-outs by decrease in input parameters | $ 230,000 | ||||||||
Change in fair value of sellers earn-outs by decrease in input parameters | 477,000 | ||||||||
Change in fair value of call options by decrease in input parameters | 20,000 | ||||||||
Change in fair value of put options by decrease in input parameters | $ 1,000 | ||||||||
Term of decrease in input parameters | 30 days | ||||||||
Change in fair value of founders earn-outs by increase in input parameters | $ 129,000 | ||||||||
Change in fair value of sellers earn-outs by increase in input parameters | 270,000 | ||||||||
Change in fair value of call options by increase in input parameters | 0 | ||||||||
Change in fair value of put options by increase in input parameters | $ 13,000 | ||||||||
Target PayBack On Marketing Investments Measurement Input | Castcrown Ltd | |||||||||
Share warrant obligation | |||||||||
Term of increase in input parameters | 30 days | ||||||||
Change in fair value of call options by decrease in input parameters | $ 304,000 | ||||||||
Term of decrease in input parameters | 30 days | ||||||||
Change in fair value of call options by increase in input parameters | $ 568,000 | ||||||||
Weighted average cost of capital, measurement input | |||||||||
Share warrant obligation | |||||||||
Specific Discount Rate On Specific Risks | 10.5 | 10.5 | |||||||
Number of consecutive years | 30 years | ||||||||
Risk-free rate , measurement input | MX Capital Limited | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Change in fair value of founders earn-outs by decrease in input parameters | $ 6,000 | ||||||||
Change in fair value of sellers earn-outs by decrease in input parameters | 77,000 | ||||||||
Change in fair value of call options by decrease in input parameters | 4,000 | ||||||||
Change in fair value of put options by decrease in input parameters | 1,000 | ||||||||
Change in fair value of founders earn-outs by increase in input parameters | 6,000 | ||||||||
Change in fair value of sellers earn-outs by increase in input parameters | 78,000 | ||||||||
Change in fair value of call options by increase in input parameters | 4,000 | ||||||||
Change in fair value of put options by increase in input parameters | $ 1,000 | ||||||||
Risk-free rate , measurement input | Castcrown Ltd | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Change in fair value of call options by decrease in input parameters | $ 212,000 | ||||||||
Change in fair value of call options by increase in input parameters | $ 10,000 | ||||||||
Revenue multiple, measurement input | MX Capital Limited | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Change in fair value of call options by decrease in input parameters | $ 557,000 | ||||||||
Change in fair value of put options by decrease in input parameters | 50,000 | ||||||||
Change in fair value of call options by increase in input parameters | 1,279,000 | ||||||||
Change in fair value of put options by increase in input parameters | $ 751,000 | ||||||||
Revenue multiple, measurement input | Castcrown Ltd | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Change in fair value of call options by decrease in input parameters | $ 925,000 | ||||||||
Change in fair value of call options by increase in input parameters | $ 796,000 | ||||||||
Sigma Measurement Input | MX Capital Limited | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Change in fair value of founders earn-outs by decrease in input parameters | $ 200,000 | ||||||||
Change in fair value of sellers earn-outs by decrease in input parameters | 244,000 | ||||||||
Change in fair value of call options by decrease in input parameters | 20,000 | ||||||||
Change in fair value of put options by decrease in input parameters | 86,000 | ||||||||
Change in fair value of founders earn-outs by increase in input parameters | 71,000 | ||||||||
Change in fair value of sellers earn-outs by increase in input parameters | 366,000 | ||||||||
Change in fair value of call options by increase in input parameters | 20,000 | ||||||||
Change in fair value of put options by increase in input parameters | $ 89,000 | ||||||||
Sigma Measurement Input | Castcrown Ltd | |||||||||
Share warrant obligation | |||||||||
Percentage of increase | 10% | 10% | |||||||
Percentage of decrease | 10% | 10% | |||||||
Change in fair value of call options by decrease in input parameters | $ 571,000 | ||||||||
Change in fair value of call options by increase in input parameters | $ 463,000 | ||||||||
Investee Specific Risks Measurement Input | |||||||||
Share warrant obligation | |||||||||
Specific Discount Rate On Specific Risks | 5 | 5 | |||||||
Useful Life Measurement Input | |||||||||
Share warrant obligation | |||||||||
Number of consecutive years | 4 years | ||||||||
Royalty Rate Measurement Input | |||||||||
Share warrant obligation | |||||||||
Net bookings for two consecutive years (as a percent) | 26% | ||||||||
Royalty Rate Measurement Input | Minimum. | |||||||||
Share warrant obligation | |||||||||
Net bookings for two consecutive years (as a percent) | 19% | ||||||||
Royalty Rate Measurement Input | Maximum. | |||||||||
Share warrant obligation | |||||||||
Net bookings for two consecutive years (as a percent) | 40% | ||||||||
Failure Rate Measurement Input | |||||||||
Share warrant obligation | |||||||||
Number of consecutive years | 2 years | ||||||||
Failure Rate Measurement Input | Minimum. | |||||||||
Share warrant obligation | |||||||||
Net bookings for two consecutive years (as a percent) | 20% | ||||||||
Failure Rate Measurement Input | Maximum. | |||||||||
Share warrant obligation | |||||||||
Net bookings for two consecutive years (as a percent) | 21.05% |
Use of judgements and estimat_5
Use of judgements and estimates - Change in estimates (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Disclosure of financial liabilities [line items] | |
Minimum estimated effect of losses, percentage | 5.10% |
Maximum estimated effect of losses, percentage | 11.90% |
Fair value of warrant | $ 7,847 |
Discount rate on platform commission | 15% |
Platform commission net booking | $ 1,000,000 |
Intangible assets and fair value | 362 |
Castcrown Ltd | |
Disclosure of financial liabilities [line items] | |
Financial instruments fair value of call option | 1,638 |
MX Capital Limited | |
Disclosure of financial liabilities [line items] | |
Financial instruments fair value of call option | 155 |
Fair value of founders earn-outs | 247 |
Fair value of sellers earn-outs | 3,037 |
Fair value put option | $ 42 |
Weighted average cost of capital, measurement input | |
Disclosure of financial liabilities [line items] | |
Estimate average discount rate | 3% |
EV/Bookings | |
Disclosure of financial liabilities [line items] | |
Estimate average discount rate | 31% |
EVEBITDA | |
Disclosure of financial liabilities [line items] | |
Estimate average discount rate | 37% |
Benchmark of risk-free rate | |
Disclosure of financial liabilities [line items] | |
Treasury bonds maturity period | 30 years |
Segment reporting (Details)_2
Segment reporting (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 item | Dec. 31, 2021 segment | |
Segment reporting | ||
Number of operating segments | 1 | 1 |
Number of business activity | 1 | 1 |
Earnings_(loss) per share (Deta
Earnings/(loss) per share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Loss for the year net of tax attributable to ordinary equity holders of the parent for basic earnings | $ 29,634 | $ (20,010) | $ 53,063 | $ (31,798) | $ (117,455) | ||
Weighted average number of ordinary shares for basic and diluted earnings per share | 197,971,371 | 176,584,343 | 197,971,371 | 176,584,343 | 183,521,938 | ||
Earnings/(loss) per share: | |||||||
Loss attributable to ordinary equity holders of the parent, US$ | $ 0.15 | $ (0.11) | $ 0.27 | $ (0.18) | $ (0.64) | $ 0 | $ (0.20) |
As previously reported | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Loss for the year net of tax attributable to ordinary equity holders of the parent for basic earnings | $ 668 | $ (33,706) | |||||
Weighted average number of ordinary shares for basic and diluted earnings per share | 176,584,343 | 176,584,343 | |||||
Earnings/(loss) per share: | |||||||
Loss attributable to ordinary equity holders of the parent, US$ | $ 0 | $ (0.19) | |||||
Restated | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Loss for the year net of tax attributable to ordinary equity holders of the parent for basic earnings | $ (751) | $ (35,526) | |||||
Weighted average number of ordinary shares for basic and diluted earnings per share | 176,584,343 | 176,584,343 | |||||
Earnings/(loss) per share: | |||||||
Loss attributable to ordinary equity holders of the parent, US$ | $ 0 | $ (0.20) |
Earnings_(loss) per share - Add
Earnings/(loss) per share - Additional information (Details) | Jun. 30, 2022 $ / shares shares |
Earnings/(loss) per share | |
Strike price of vested options | $ / shares | $ 0 |
Number of deferred exchange shares | 20,000,000 |
Increase In Shares Due To Shares Issued In Business Combination | 1,448,270 |
Revenue - Revenue from contra_2
Revenue - Revenue from contracts with customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of products and services [line items] | |||||||
Total revenue | $ 125,766 | $ 109,644 | $ 251,837 | $ 196,333 | $ 434,094 | $ 260,892 | $ 93,811 |
Revenues included in the balance of deferred revenue at the beginning of the period | 300,612 | 159,597 | |||||
As previously reported | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 259,516 | ||||||
Restated | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 260,892 | ||||||
In-game purchases | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 120,975 | 102,710 | 241,014 | 185,481 | 406,594 | 89,169 | |
Revenues included in the balance of deferred revenue at the beginning of the period | 194,934 | 66,096 | 19,535 | ||||
In-game purchases | As previously reported | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 244,457 | ||||||
In-game purchases | Restated | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 245,833 | ||||||
Advertising | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | $ 4,791 | $ 6,934 | $ 10,823 | $ 10,852 | $ 27,500 | $ 4,642 | |
Advertising | As previously reported | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | 15,059 | ||||||
Advertising | Restated | |||||||
Disclosure of products and services [line items] | |||||||
Total revenue | $ 15,059 |
Revenue - Disaggregation base_2
Revenue - Disaggregation based on geographical location (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 125,766 | $ 109,644 | $ 251,837 | $ 196,333 | $ 434,094 | $ 260,892 | $ 93,811 |
Hero Wars | |||||||
Disclosure of geographical areas [line items] | |||||||
Percentage of group's total revenues | 99% | 98% | 99% | 98% | 87% | ||
As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 259,516 | ||||||
Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 260,892 | ||||||
US | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 42,203 | 34,849 | $ 81,385 | $ 63,793 | $ 136,570 | $ 38,066 | |
US | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 96,950 | ||||||
US | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 97,470 | ||||||
Europe | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 26,770 | 23,682 | 53,485 | 44,589 | 93,620 | 22,956 | |
Europe | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 61,167 | ||||||
Europe | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 61,494 | ||||||
FSU | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 13,436 | 13,904 | 26,582 | 25,539 | 57,794 | 19,008 | |
FSU | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 38,772 | ||||||
FSU | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 38,978 | ||||||
Asia | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 33,043 | 26,786 | 68,367 | 45,066 | 106,404 | 7,671 | |
Asia | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 42,158 | ||||||
Asia | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 42,382 | ||||||
Other | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 10,314 | $ 10,423 | $ 22,018 | $ 17,346 | $ 39,706 | $ 6,110 | |
Other | As previously reported | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | 20,469 | ||||||
Other | Restated | |||||||
Disclosure of geographical areas [line items] | |||||||
Total revenue | $ 20,568 |
Discontinued operations - Resul
Discontinued operations - Results of discontinued operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Discontinued operations | |||||||
Revenue | $ 125,766 | $ 109,644 | $ 251,837 | $ 196,333 | $ 434,094 | $ 260,892 | $ 93,811 |
Profit/(loss) from operations | 43,226 | (15,530) | 69,113 | (22,651) | $ (123,256) | $ (1,667) | $ (35,759) |
Loss from discontinued operations, net of tax | (11,538) | (4,866) | (20,371) | (7,506) | |||
Attributed to Parent | (20,046) | (7,506) | |||||
Discontinued operations | |||||||
Discontinued operations | |||||||
Revenue | 13,957 | 5,458 | 21,639 | 8,131 | |||
Elimination of intra-group revenue | (12,064) | (5,458) | (19,746) | (8,131) | |||
External revenue | 1,893 | 1,893 | |||||
Expenses | (13,129) | (4,821) | (22,199) | (7,476) | |||
Elimination of intra-group expenses | (217) | ||||||
External expenses | (13,346) | (4,821) | (22,199) | (7,476) | |||
Profit/(loss) from operations | (11,453) | (4,821) | (20,306) | (7,476) | |||
Income tax | (85) | (45) | (65) | (30) | |||
Loss from discontinued operations, net of tax | (11,538) | (4,866) | (20,371) | (7,506) | |||
Attributed to Parent | (11,231) | $ (4,866) | (20,046) | $ (7,506) | |||
Attributed to NCI | $ (307) | (325) | |||||
Termination benefits | $ 1,517 |
Discontinued operations - Cash
Discontinued operations - Cash flows from (used in) discontinued operations (Details) - Discontinued operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Discontinued operations | ||||
Net cash flows generated/(used) from operating activities | $ 5,156 | $ (61) | $ 9,015 | $ 1,241 |
Net cash flows used in investing activities | (513) | (270) | (735) | (396) |
Net cash flows used in financing activities | $ (338) | $ (371) | $ (849) | $ (644) |
Discontinued operations - Asset
Discontinued operations - Assets and liabilities included in disposal groups and effect of disposal on the financial position of the Group (Details) - USD ($) $ in Thousands | 6 Months Ended | |||||
Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Discontinued operations | ||||||
Property and equipment | $ (627) | $ (1,352) | $ (171) | |||
Intangible assets | (15,553) | (266) | (76) | |||
Right-of-use assets | (1,622) | (2,050) | $ (1,921) | (1,044) | $ (71) | |
Trade and other receivables | (46,229) | (45,087) | (32,974) | |||
Cash and cash equivalents | (91,378) | (142,802) | (84,557) | (17,565) | $ (3,073) | |
Prepaid tax | (3,444) | (3,137) | (3,137) | |||
Total assets included in disposal group classified as held for sale | 373,254 | 312,983 | 211,554 | |||
Outstanding debt | 49 | 4,028 | $ 45 | |||
Lease liabilities | 1,303 | 1,934 | $ 1,842 | 1,111 | $ 70 | |
Trade and other payables | 18,989 | 26,573 | 17,214 | |||
Tax liability | 3,661 | 814 | 306 | |||
Total liabilities | 478,452 | $ 474,031 | $ 313,462 | |||
Discontinued operations | ||||||
Discontinued operations | ||||||
Property and equipment | (1,078) | |||||
Intangible assets | (197) | |||||
Right-of-use assets | (660) | |||||
Deferred tax assets | (42) | |||||
Trade and other receivables | (3,978) | |||||
Cash and cash equivalents | (7,699) | |||||
Prepaid tax | (122) | |||||
Total assets included in disposal group classified as held for sale | 13,776 | |||||
Outstanding debt | 163 | |||||
Lease liabilities | 665 | |||||
Trade and other payables | 10,452 | |||||
Tax liability | 62 | |||||
Total liabilities | 11,342 | |||||
Net assets and liabilities | 2,434 | |||||
Elimination of intra-group loans and payables | (7,753) | |||||
Net assets and liabilities | 10,187 | |||||
Consideration received in cash | 9 | |||||
Cash and cash equivalents disposed of | (7,699) | |||||
Net cash outflow | $ (7,690) |
Game operating cost (Details)_2
Game operating cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expense | $ (1,609) | $ (711) | $ (3,135) | $ (1,247) | $ (13,985) | ||
Technical support services | (1,701) | (855) | (3,462) | (2,548) | (4,960) | ||
Game operation cost | $ (3,310) | $ (1,566) | $ (6,597) | $ (3,795) | $ (18,945) | $ (17,390) | $ (15,727) |
As previously reported | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expense | (1,029) | (648) | |||||
Technical support services | (15,373) | (14,169) | |||||
Game operation cost | (16,402) | (14,817) | |||||
Restated | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expense | (1,276) | (649) | |||||
Technical support services | (16,114) | (15,078) | |||||
Game operation cost | $ (17,390) | $ (15,727) |
Selling and marketing expense_5
Selling and marketing expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Selling and marketing expenses | |||||||
Advertising costs | $ (33,775) | $ (90,190) | $ (88,926) | $ (154,634) | $ (266,906) | $ (164,929) | $ (81,814) |
Employee benefits expenses | (1,252) | (555) | (2,395) | (838) | (3,261) | (827) | (366) |
Selling and marketing expenses | $ (35,027) | $ (90,745) | $ (91,321) | $ (155,472) | $ (270,167) | $ (165,756) | $ (82,180) |
General and administrative ex_6
General and administrative expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expenses | $ (3,032) | $ (1,023) | $ (6,613) | $ (1,722) | $ (10,497) | ||
Professional fees | (666) | (683) | (2,159) | (2,090) | (7,457) | ||
Other operating expenses | (3,743) | (1,541) | (4,908) | (1,667) | (5,077) | ||
General and administrative expenses | (7,441) | $ (3,247) | $ (13,680) | $ (5,479) | $ (23,031) | $ (3,689) | $ (2,611) |
Interest rate basis | 41.42 % | ||||||
Castcrown Ltd | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Expected credit losses on loans receivable | $ 3,107 | ||||||
As previously reported | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expenses | (1,045) | (1,002) | |||||
Professional fees | (1,473) | (278) | |||||
Other operating expenses | (183) | (421) | |||||
General and administrative expenses | (2,701) | (1,701) | |||||
Restated | |||||||
Disclosure of comparative information prepared under previous GAAP [line items] | |||||||
Employee benefits expenses | (2,033) | (1,912) | |||||
Professional fees | (1,473) | (278) | |||||
Other operating expenses | (183) | (421) | |||||
General and administrative expenses | $ (3,689) | $ (2,611) |
Finance income and finance ex_3
Finance income and finance expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finance income and costs | |||||||
Interest income | $ 235 | $ 334 | $ 0 | $ 0 | $ 7 | $ 12 | |
Foreign exchange gain | 1,534 | $ 775 | 409 | 1,991 | 411 | ||
Finance income - total | 1,769 | 775 | 743 | 10,159 | 1,998 | 423 | |
Foreign exchange loss | (997) | (2,809) | |||||
Bank charges | (114) | (58) | (229) | (106) | (320) | (175) | (87) |
Unwinding of discount on the put option liability | (34) | (101) | |||||
Interest expense | (9) | (6) | (20) | (14) | (91) | (45) | (96) |
Finance expenses - total | $ (157) | $ (64) | $ (350) | $ (1,117) | $ (3,220) | $ (220) | $ (183) |
Taxation (Details)_2
Taxation (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Ifrs Statements [LineItems] | |||||||
Applicable tax rate | 12.50% | ||||||
Defence Contribution Rate | 30% | 30% | |||||
Defence Contribution Rate for Dividends Received from Abroad | 17% | 17% | |||||
Income Tax Expense Continuing Operations Flow Research S.L | $ 18,000 | ||||||
Interest income | $ 235,000 | $ 334,000 | $ 0 | $ 0 | $ 7,000 | 12,000 | |
Income tax expense | $ 1,252,000 | $ 325,000 | 2,025,000 | $ 524,000 | 1,127,000 | 862,000 | 7,000 |
Nexters Global | |||||||
Ifrs Statements [LineItems] | |||||||
Income tax expense | $ 2,015,000 | 1,016,000 | $ 844,000 | ||||
Nexters Online LLC | |||||||
Ifrs Statements [LineItems] | |||||||
Income tax expense | 56,000 | ||||||
Nexters Studio LLC | |||||||
Ifrs Statements [LineItems] | |||||||
Income tax expense | $ 55,000 | ||||||
Flow Research S.L. | |||||||
Ifrs Statements [LineItems] | |||||||
Income Tax Expense Continuing Operations Flow Research S.L | $ 7,000 | ||||||
Cyprus Companies | |||||||
Ifrs Statements [LineItems] | |||||||
Applicable tax rate | 12.50% |
Taxation - Cyprus IP box regi_2
Taxation - Cyprus IP box regime (Details) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2016 | Dec. 31, 2021 | Dec. 31, 2012 | |
Taxation | ||||
Percentage of deemed deduction | 80% | 80% | ||
Period for amortization provisions | 5 years | 5 years | ||
Maximum effective tax rate on eligible IP income. | 2.50% | 2.50% | ||
Percentage of tax loss set off limit | 20% | |||
Period for tax loss carry forward | 5 years | 5 years |
Taxation - Reconciliation of _2
Taxation - Reconciliation of effective tax rate (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Taxation | |||||||
Profit/(loss) before income tax | $ 42,118,000 | $ (14,819,000) | $ 75,134,000 | $ (23,768,000) | $ (116,317,000) | $ 111,000 | $ (35,519,000) |
Tax calculated at the applicable tax rates | (3,455,000) | 2,438,000 | (6,686,000) | 3,902,000 | 14,545,000 | (15,000) | 4,440,000 |
Effect of different tax rates in other countries | (7,000) | (17,000) | 5,000 | (3,000) | 82,000 | (9,000) | (5,000) |
Tax effect of expenses not deductible for tax purposes and non-taxable income | (1,300,000) | 268,000 | (601,000) | 129,000 | |||
Tax effect of expenses not deductible for tax purposes and non-taxable income | 14,665,000 | 401,000 | 906,000 | ||||
Tax effect of deductions under special tax regimes | 3,812,000 | (2,234,000) | 5,620,000 | (3,353,000) | 169,000 | (624,000) | (4,126,000) |
Unrecognized deferred tax asset resulting from loss carryforward | (1,273,000) | (1,031,000) | (1,220,000) | ||||
Tax effect of tax losses brought forward | 201,000 | (455,000) | 812,000 | (675,000) | 395,000 | 230,000 | (1,220,000) |
Tax effect of not recognized deferred tax asset regarding the loss carryforward | (293,000) | (760,000) | 637,000 | ||||
Overseas tax in excess of credit claim used during the period | (210,000) | (325,000) | (415,000) | (524,000) | (1,016,000) | (845,000) | (2,000) |
Income tax expense | $ (1,252,000) | $ (325,000) | $ (2,025,000) | $ (524,000) | $ (1,127,000) | $ (862,000) | $ (7,000) |
Taxation - Additional Informa_2
Taxation - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2022 | |
Taxation | ||||
Deferred tax asset | $ 1,273 | $ 1,221 | ||
Unrecognized deferred tax asset resulting from loss carryforward | $ 1,273 | $ 1,031 | $ 1,220 | |
Liability relating to corporate income tax risks | $ 1,662 |
Property and equipment (Detai_2
Property and equipment (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property and equipment | ||||
Additions | $ 584 | $ 924 | ||
Acquisitions through business combinations | 68 | 476 | ||
Disposals | $ 0 | $ 0 | ||
Cost | ||||
Property and equipment | ||||
Additions | $ 1,099 | $ 147 | ||
Acquisitions through business combinations | 546 | |||
Disposals | 60 | |||
Cost | Computer hardware | ||||
Property and equipment | ||||
Additions | 937 | 47 | ||
Acquisitions through business combinations | 287 | |||
Disposals | 58 | |||
Cost | Furniture, fixtures and office equipment | ||||
Property and equipment | ||||
Additions | 162 | $ 100 | ||
Acquisitions through business combinations | 259 | |||
Disposals | 2 | |||
Depreciation/ Amortization | ||||
Property and equipment | ||||
Disposals | (28) | |||
Depreciation/ Amortization | Computer hardware | ||||
Property and equipment | ||||
Disposals | (26) | |||
Depreciation/ Amortization | Furniture, fixtures and office equipment | ||||
Property and equipment | ||||
Disposals | $ (2) |
Intangible assets (Details)_2
Intangible assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Intangible assets | |||
Additions | $ 17,770 | $ 141 | |
Acquisitions through business combinations | 17,664 | 52 | |
Disposal of intangible assets | $ 0 | $ 0 | |
Cost | |||
Intangible assets | |||
Additions | $ 338 | ||
Acquisitions through business combinations | 52 | ||
Computer software | Cost | |||
Intangible assets | |||
Additions | 4 | ||
Licenses [Member] | Cost | |||
Intangible assets | |||
Additions | 334 | ||
Acquisitions through business combinations | $ 52 |
Investments in equity account_3
Investments in equity accounted associates - MX Capital Ltd - Additional Information (Details) - MX Capital Limited $ in Thousands | Jun. 30, 2022 USD ($) | Jan. 27, 2022 USD ($) | Feb. 04, 2022 USD ($) |
Disclosure of associates [line items] | |||
Percentage of shares acquired (in percent) | 48.80% | ||
Consideration | $ 1,586 | $ 16,586 | |
Further earnout payments | 35,000 | ||
Fair value of sellers earn-outs | $ 11,502 | $ 11,502 | |
Put and call option to obtain full control (as a percent) | 100 | ||
Fair value of symmetric option to obtain full control | $ 6,779 | ||
Further consideration | $ 100,000 | ||
Fair value of founders earn-outs | $ 4,692 |
Investments in equity account_4
Investments in equity accounted associates - Fair values of the identifiable assets and liabilities on provisional basis - MX Capital Ltd (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Feb. 04, 2022 | Jan. 27, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||||||||
Property and equipment | $ 627 | $ 1,352 | $ 171 | |||||
Intangible assets | 15,553 | 266 | 76 | |||||
Right-of-use assets | 1,622 | 2,050 | $ 1,921 | 1,044 | $ 71 | |||
Trade and other receivables | 46,229 | 45,087 | 32,974 | |||||
Cash and cash equivalents | 91,378 | 142,802 | 84,557 | 17,565 | $ 3,073 | |||
Prepaid tax | 3,444 | 3,137 | 3,137 | |||||
Total assets | 373,254 | 312,983 | 211,554 | |||||
Liabilities | ||||||||
Trade and other payables | (18,989) | (26,573) | (17,214) | |||||
Tax liability | (3,661) | (814) | (306) | |||||
Lease liabilities - current | (886) | (831) | $ (1,274) | (293) | ||||
Short-term loans | (49) | $ (3,983) | ||||||
Liabilities | (478,452) | (474,031) | $ (313,462) | |||||
Goodwill | $ 48,900 | $ 1,501 | ||||||
MX Capital Limited | ||||||||
ASSETS | ||||||||
Property and equipment | $ 148 | |||||||
Intangible assets | 18,339 | |||||||
Right-of-use assets | 26 | |||||||
Trade and other receivables | 177 | |||||||
Cash and cash equivalents | 5,367 | |||||||
Prepaid tax | 34 | |||||||
Loans receivable - current | 34 | |||||||
Other assets | 154 | |||||||
Total assets | 24,279 | |||||||
Liabilities | ||||||||
Trade and other payables | (1,150) | |||||||
Tax liability | (155) | |||||||
Provisions for non-income tax risks | (89) | |||||||
Lease liabilities - current | (26) | |||||||
Short-term loans | (1,171) | |||||||
Liabilities | (2,591) | |||||||
Total identifiable net assets at fair value | 21,688 | |||||||
Goodwill | 13,831 | |||||||
Purchase consideration transferred | 15,000 | |||||||
Liability arising from sellers earn-outs | 11,502 | $ 11,502 | ||||||
Liability arising from founders earn-outs | 4,692 | |||||||
Liability arising from symmetric put option | 544 | |||||||
Asset arising from symmetric call option | $ (7,323) |
Investments in equity account_5
Investments in equity accounted associates - MX Capital Ltd and Castcrown Ltd (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Mar. 30, 2022 | Feb. 04, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of associates [line items] | |||||||||
Goodwill | $ 48,900 | $ 48,900 | $ 1,501 | ||||||
Loss net of tax since the date of acquisition | $ 40,866 | $ (15,144) | 73,109 | $ (24,292) | $ (117,444) | $ (751) | $ (35,526) | ||
MX Capital Limited | |||||||||
Disclosure of associates [line items] | |||||||||
Goodwill | $ 13,831 | ||||||||
Loss net of tax since the date of acquisition | 6,428 | 2,574 | |||||||
Share of losses reflected in condensed consolidated statement of profit or loss | $ 3,137 | $ 1,276 | |||||||
Indemnification asset recognized for the tax risks | $ 119 | ||||||||
Castcrown Ltd | |||||||||
Disclosure of associates [line items] | |||||||||
Goodwill | 2,773 | ||||||||
Indemnification asset recognized for the tax risks | 105 | ||||||||
Capitalized legal expenses | $ 148 |
Investments in equity account_6
Investments in equity accounted associates - Castcrown Ltd - Additional information (Details) - Castcrown Ltd $ in Thousands | Jan. 27, 2022 USD ($) | Mar. 30, 2022 USD ($) |
Disclosure of associates [line items] | ||
Proportion of ownership interest in associate | 49.50% | |
Consideration | $ 2,970 | |
Number of survival RPG titles | 2 | |
Put and call option to obtain full control (as a percent) | 100 | |
Maximum option premium | $ 1,200 | |
Additional option premium | $ 800 | |
Derivative asset arising from call option | $ (3,745) |
Investments in equity account_7
Investments in equity accounted associates - Fair values of the identifiable assets and liabilities on provisional basis - Castcrown Ltd (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||||||
Property and equipment | $ 627 | $ 1,352 | $ 171 | |||
Intangible assets | 15,553 | 266 | 76 | |||
Trade and other receivables | 46,229 | 45,087 | 32,974 | |||
Cash and cash equivalents | 91,378 | 142,802 | 84,557 | $ 17,565 | $ 3,073 | |
Total assets | 373,254 | 312,983 | 211,554 | |||
Liabilities | ||||||
Trade and other payables | (18,989) | (26,573) | (17,214) | |||
Tax liability | (3,661) | (814) | (306) | |||
Long-term loans | $ (45) | |||||
Liabilities | (478,452) | (474,031) | $ (313,462) | |||
Goodwill | $ (48,900) | $ (1,501) | ||||
Castcrown Ltd | ||||||
ASSETS | ||||||
Property and equipment | $ 4 | |||||
Intangible assets | 3,985 | |||||
Trade and other receivables | 344 | |||||
Cash and cash equivalents | 664 | |||||
Loans receivable - current | 121 | |||||
Total assets | 5,118 | |||||
Liabilities | ||||||
Trade and other payables | (558) | |||||
Tax liability | (213) | |||||
Long-term loans | (316) | |||||
Liabilities | (1,087) | |||||
Total identifiable net assets at fair value | 4,031 | |||||
Goodwill | (2,773) | |||||
Purchase consideration transferred | 2,970 | |||||
Derivative asset arising from call option | $ (3,745) |
Loans receivable (Details)_2
Loans receivable (Details) - USD ($) $ in Thousands | Sep. 01, 2023 | Feb. 01, 2023 | Jul. 01, 2022 | May 31, 2022 | Apr. 01, 2022 | Mar. 30, 2022 | Jan. 27, 2022 | Jun. 30, 2022 | Feb. 04, 2022 |
MX Capital Ltd | |||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||
Principal amount of loan | $ 43,000 | ||||||||
Loan granted | $ 8,000 | ||||||||
Additional amount of loan granted | $ 1,888 | ||||||||
Payment of loans granted | $ 6,000 | $ 16,000 | $ 13,000 | ||||||
Interest rate on loan | 7% | ||||||||
Castcrown Ltd | |||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||
Payment of loans granted | $ 6,000 | $ 1,500 | |||||||
Interest rate on loan | 7% | ||||||||
Maximum principal amount of notes receivable | $ 16,000 | ||||||||
Additional notes that the Company shall acquire | $ 8,500 | ||||||||
Fair value of conversion feature of the notes receivable | $ 0 |
Lease (Details)_2
Lease (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Right-of-use assets | |||||
Beginning balance | $ 2,050 | $ 1,044 | $ 1,044 | $ 71 | |
Additions | 1,318 | 1,706 | |||
Acquisitions through business combinations | 62 | 1,559 | |||
Reclassification to assets included in disposal group classified as held for sale - net of depreciation | (1,465) | ||||
Reclassification to liabilities included in disposal group classified as held for sale - net of depreciation | (1,485) | ||||
Depreciation | (343) | (829) | (1,908) | (263) | |
Effect of foreign exchange rates | 50 | ||||
Ending balance | 1,622 | 1,921 | 2,050 | 1,044 | $ 71 |
Lease liabilities | |||||
Beginning balance | 1,934 | 1,111 | 1,111 | 70 | |
Additions | 1,318 | 1,706 | 1,305 | 1,236 | |
Acquisitions through business combinations | 62 | 1,559 | |||
Interest expense | 20 | 50 | 90 | 26 | 1 |
Payments | (546) | (990) | (2,222) | (367) | |
Effect of foreign exchange rates | (35) | 91 | 146 | ||
Ending balance | 1,303 | 1,842 | 1,934 | 1,111 | $ 70 |
Lease liabilities - current | 886 | 1,274 | 831 | 293 | |
Lease liabilities - non-current | $ 417 | $ 568 | $ 1,103 | $ 818 |
Lease - Amounts recognized in_2
Lease - Amounts recognized in consolidated statement of profit or loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease | |||||||
Expense relating to short-term and low-value leases | $ 86 | $ 9 | $ 28 | ||||
Expense relating to short-term and low-value leases | $ 28 | $ 5 | $ 28 | $ 8 | |||
Interest expense on lease liabilities | 36 | 26 | 20 | 50 | |||
Total | $ 64 | $ 31 | $ 48 | $ 58 |
Lease - Additional Informatio_2
Lease - Additional Information (Details) - item | Dec. 01, 2021 | Oct. 04, 2021 | Jun. 01, 2021 | Feb. 03, 2021 | Mar. 24, 2020 | Jun. 30, 2022 | Dec. 31, 2021 |
Leases [Line Items] | |||||||
Lease term | 2 years | 5 years | |||||
Incremental borrowing rate | 3% | ||||||
Lease agreement over the office spaces in Limassol, Cyprus | |||||||
Leases [Line Items] | |||||||
Lease term | 3 years | ||||||
Lease agreements for vehicles | |||||||
Leases [Line Items] | |||||||
Lease term | 3 years | ||||||
Moscow [Member] | |||||||
Leases [Line Items] | |||||||
Incremental borrowing rate | 7.50% | ||||||
Number of russian game development studios acquired | 2 | ||||||
Officer | |||||||
Leases [Line Items] | |||||||
Incremental borrowing rate | 3% |
Lease - Cash outflow for leas_2
Lease - Cash outflow for leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease | |||||||
Cash outflow for leases | $ 804 | $ 390 | $ 1,438 | $ 940 | $ 2,132 | $ 367 | $ 31 |
Cash outflow for short-term and low-value leases | 36 | 26 | 20 | 50 | 9 | 5 | 28 |
Total cash outflow for leases | $ 840 | $ 416 | $ 1,458 | $ 990 | $ 2,141 | $ 372 | $ 59 |
Trade and other receivables (_3
Trade and other receivables (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Ifrs Statement [Line Items] | |||
Trade receivables | $ 42,481 | $ 41,675 | $ 30,720 |
Deposits and prepayments | 1,906 | 2,460 | 2,045 |
Other receivables | 1,842 | 952 | 209 |
Total | $ 46,229 | $ 45,087 | 32,974 |
As previously reported | |||
Ifrs Statement [Line Items] | |||
Trade receivables | 30,909 | ||
Deposits and prepayments | 2,045 | ||
Other receivables | 209 | ||
Total | $ 33,163 |
Trade other receivables - Addit
Trade other receivables - Additional information (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Trade and other receivables. | ||
Trade and Other Receivables, Credit Loss Expense | $ 739 | $ 102 |
Trade and other payables (Det_2
Trade and other payables (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Ifrs Statement [Line Items] | |||
Trade payables | $ 5,591 | $ 16,191 | $ 9,793 |
Payables to the sellers on acquisitions | 4,090 | ||
Provision for indirect taxes | 4,666 | 6,923 | 1,754 |
Dividends payable | 2,592 | ||
Accrued salaries, bonuses, vacation pay and related taxes | 2,936 | 1,924 | 577 |
Accrued professional services | 548 | 1,100 | 1,184 |
Other payables | 1,158 | 435 | 1,314 |
Total | $ 18,989 | $ 26,573 | 17,214 |
As previously reported | |||
Ifrs Statement [Line Items] | |||
Trade payables | 9,793 | ||
Provision for indirect taxes | 3,850 | ||
Dividends payable | 2,592 | ||
Accrued salaries, bonuses, vacation pay and related taxes | 2,050 | ||
Other payables | 1,314 | ||
Total | $ 19,599 |
Provisions for non-income tax_2
Provisions for non-income tax risks (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Provisions for non-income tax risks | |
Provisions for non-income tax risks | $ 1,381 |
Share warrant obligations (Deta
Share warrant obligations (Details) - $ / shares | 12 Months Ended | |
Aug. 26, 2021 | Dec. 31, 2021 | |
Share warrant obligation | ||
Number of shares entitled per warrant | 20,250,000 | 1 |
Warrants price | $ 11.50 | |
Number of warrants converted | 20,249,993 | |
Public Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 13,499,993 | |
Private Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 6,750,000 | |
Kismet Acquisition One Corp | ||
Share warrant obligation | ||
Number of shares entitled per warrant | 1 | |
Warrants price | $ 11.50 | |
Number of warrants converted | 20,250,000 | |
Kismet Acquisition One Corp | Public Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 13,500,000 | |
Kismet Acquisition One Corp | Private Warrants | ||
Share warrant obligation | ||
Number of warrants converted | 6,750,000 |
Share warrant obligations - Fai
Share warrant obligations - Fair value of Warrants (Details) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Aug. 27, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Share warrant obligations | ||||
Warrant price | $ 0.77 | $ 0.93 | ||
Starting share price | $ 8.06 | $ 10.67 | $ 5.03 | $ 8.06 |
Expected warrant life (years) | 4 years 8 months 12 days | 5 years | 4 years 1 month 6 days | 4 years 8 months 12 days |
Share warrant obligations - War
Share warrant obligations - Warrant Obligations (Details) - USD ($) $ in Thousands | 4 Months Ended | 6 Months Ended | |
Aug. 27, 2021 | Dec. 31, 2021 | Jun. 30, 2022 | |
Share warrant obligation | |||
Beginning Balance | $ 32,109 | $ 22,029 | |
Fair value adjustment | $ (24,009) | (10,080) | (4,764) |
Ending Balance | 32,109 | 22,029 | 17,265 |
Public Warrants | |||
Share warrant obligation | |||
Beginning Balance | 12,606 | 10,372 | |
Fair value adjustment | (2,234) | (598) | |
Ending Balance | 12,606 | 10,372 | 9,774 |
Private Warrants | |||
Share warrant obligation | |||
Beginning Balance | 19,503 | 11,657 | |
Fair value adjustment | (7,846) | (4,166) | |
Ending Balance | $ 19,503 | $ 11,657 | $ 7,491 |
Share warrant obligations - Add
Share warrant obligations - Additional Information (Details) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Aug. 27, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Share warrant obligation | ||||
Starting share price | $ 8.06 | $ 10.67 | $ 5.03 | $ 8.06 |
Estimation Of Starting Share Price Method One | ||||
Share warrant obligation | ||||
Adjustment share price | $ 6.38 | |||
Estimated effect of loss (in percent) | 11.90% | |||
DLOM | 9.80% | |||
Starting share price | $ 5 | |||
Minimum. | Estimation Of Starting Share Price Method Two | ||||
Share warrant obligation | ||||
EV/EBITDA multiple | 4.57 | |||
Maximum. | Estimation Of Starting Share Price Method Two | ||||
Share warrant obligation | ||||
EV/EBITDA multiple | $ 5.53 |
Deferred revenue and deferred_6
Deferred revenue and deferred platform commission fees (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Ifrs Statement [Line Items] | |||||||
Revenue | $ 125,766 | $ 109,644 | $ 251,837 | $ 196,333 | $ 434,094 | $ 260,892 | $ 93,811 |
Long-term deferred revenue | 110,981 | $ 110,981 | $ 128,074 | $ 79,220 | |||
Player lifespan for hero wars | 26 months | 23 months | 25 months | ||||
Player lifespan for other games | 14 months | 25 months | 25 months | ||||
Revenues Other Than Platform Commission | |||||||
Ifrs Statement [Line Items] | |||||||
Revenue | $ 180,322 | $ 139,792 | |||||
Long-term deferred revenue | 166,948 | 211,514 | 166,948 | 211,514 | |||
Platform Commission | |||||||
Ifrs Statement [Line Items] | |||||||
Revenue | 64,080 | 41,724 | |||||
Long-term deferred revenue | $ 52,987 | $ 57,389 | $ 52,987 | $ 57,389 |
Related party transactions (D_2
Related party transactions (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Andrey Fadeev | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 20.30% | 20.30% |
Boris Gertsovsky | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 20.30% | 20.30% |
Dmitrii Bukhman | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 18.90% | 18.90% |
Igor Bukhman | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 18.90% | 18.90% |
Ivan Tavrin | ||
Disclosure of transactions between related parties [line items] | ||
Key shareholders ownership percentage | 5.90% | 5.90% |
Related party transactions - _2
Related party transactions - Directors' remuneration (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of transactions between related parties [line items] | |||||||
Remuneration | $ 1,065 | $ 409 | $ 2,362 | $ 558 | $ 3,736 | $ 557 | $ 411 |
Director | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Short-term employee benefits | 240 | 95 | 425 | 188 | 870 | 338 | 252 |
Share-based payments | 62 | 135 | 32 | ||||
Remuneration | 302 | 95 | 560 | 188 | 902 | 338 | 252 |
Other Members of Key Managerial Personnel | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Short-term employee benefits | 383 | 218 | 874 | 394 | 1,395 | 219 | 159 |
Share-based payments | 380 | 928 | 1,439 | ||||
Remuneration | $ 763 | $ 218 | $ 1,802 | $ 394 | $ 2,834 | $ 219 | $ 159 |
Related party transactions - _3
Related party transactions - Loans to shareholders (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of transactions between related parties [line items] | |||
Loans to shareholders | $ 14,795,000 | $ 123,000 | $ 8 |
ECL of loans receivable from related party | 3,282,000 | 0 | |
Boris Gertsovsky | |||
Disclosure of transactions between related parties [line items] | |||
Loans to shareholders | $ 8 | ||
Employees | |||
Disclosure of transactions between related parties [line items] | |||
Loans to shareholders | 356,000 | $ 123,000 | |
Castcrown Ltd | |||
Disclosure of transactions between related parties [line items] | |||
Loans to shareholders | 4,455,000 | ||
MX Capital Ltd | |||
Disclosure of transactions between related parties [line items] | |||
Loans to shareholders | $ 9,984,000 |
List of subsidiaries (Details_2
List of subsidiaries (Details) - item | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Topland Management Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | ||
Flow Research S.L. | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | 100% |
Nexters Studio LLC | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Nexters Online LLC | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
NHW Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Nexters Global Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Synergame Investments Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | 100% | |
Game Positive LLC | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 70% | 70% | |
Lightmap Ltd | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% | ||
Number of legal entities | 5 | ||
Percentage of Revenue paid By Publishers in form of License Fees | 97% | ||
Lightmap LLC | |||
Disclosure of subsidiaries [line items] | |||
Ownership Interest | 100% |
Financial instruments - fair_11
Financial instruments - fair values and risk management - Financial assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Financial assets at amortized cost | |||
Disclosure of financial assets [line items] | |||
Financial assets | $ 148,665 | $ 184,600 | $ 115,285 |
Financial assets at amortized cost | Trade receivables | |||
Disclosure of financial assets [line items] | |||
Financial assets | 42,481 | 41,675 | 30,720 |
Financial assets at amortized cost | Cash and cash equivalents | |||
Disclosure of financial assets [line items] | |||
Financial assets | 91,378 | 142,802 | 84,557 |
Financial assets at amortized cost | Loans receivable | |||
Disclosure of financial assets [line items] | |||
Financial assets | 14,806 | $ 123 | $ 8 |
Financial assets measured at fair value | |||
Disclosure of financial assets [line items] | |||
Financial assets | 6,054 | ||
Financial assets measured at fair value | Call option assets | |||
Disclosure of financial assets [line items] | |||
Financial assets | $ 6,054 |
Financial instruments - fair_12
Financial instruments - fair values and risk management - Financial liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of financial liabilities [line items] | |||
Financial liabilities | $ 20,292 | $ 28,507 | $ 18,374 |
Loans from shareholders | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 49 | ||
Lease liabilities | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 1,303 | 1,934 | 1,111 |
Trade and other payable | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 18,989 | 26,573 | 17,214 |
Loans receivables | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 14,806 | 123 | |
Put option liability | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 13,886 | ||
Other non-current liabilities. | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 9,071 | ||
Share Warrant Obligations | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 17,265 | 22,029 | |
Financial liabilities not measured at fair value | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 20,292 | 28,507 | 18,374 |
Financial liabilities not measured at fair value | Loans from shareholders | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 49 | ||
Financial liabilities not measured at fair value | Lease liabilities | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 1,303 | 1,934 | 1,111 |
Financial liabilities not measured at fair value | Trade and other payable | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | 18,989 | 26,573 | $ 17,214 |
Financial liabilities measured at fair value | |||
Disclosure of financial liabilities [line items] | |||
Financial liabilities | $ 55,028 | $ 22,152 |
Financial instruments - fair_13
Financial instruments - fair values and risk management - Credit risk (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 USD ($) debtor | Dec. 31, 2021 USD ($) debtor | Dec. 31, 2020 USD ($) debtor | Dec. 31, 2019 USD ($) | Dec. 31, 2018 USD ($) | |
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Loans receivables | $ 14,806 | $ 123 | $ 8 | ||
Trade receivables | 42,481 | 41,675 | 30,720 | ||
Cash and cash equivalents | 91,378 | 142,802 | 84,557 | $ 17,565 | $ 3,073 |
Impairment allowance | 0 | 0 | $ 0 | ||
ECL in respect of trade and other receivables | $ 739 | $ 102 | |||
Trade and other receivables | Credit risk | Customer concentration risk | Largest Debtor | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Risk concentration | 39% | 30% | 28% | ||
Trade and other receivables | Credit risk | Customer concentration risk | 3 largest debtors | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Risk concentration | 68% | 74% | 73% | ||
Number of largest debtors | debtor | 3 | 3 | 3 | ||
Trade receivables | Credit risk | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Term of payments | 3 months | 3 months | |||
Loans receivables | |||||
Disclosure of detailed information about concentrations of risk that arises from contracts within scope of IFRS 17 [line items] | |||||
Loans receivables | $ 3,282 | $ 0 |
Financial instruments - fair_14
Financial instruments - fair values and risk management - Contractual maturities of financial liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | $ 20,292 | $ 28,507 | $ 18,374 |
Contractual cash flows | 20,099 | 28,515 | 18,430 |
3 months or less | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 19,017 | 26,886 | 17,246 |
Between 3 - 12 months | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 680 | 453 | 337 |
Between 1 - 5 years | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 402 | 1,176 | 847 |
Lease liabilities | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 1,303 | 1,934 | 1,111 |
Contractual cash flows | 1,110 | 1,942 | 1,167 |
Lease liabilities | 3 months or less | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 28 | 313 | 32 |
Lease liabilities | Between 3 - 12 months | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 680 | 453 | 288 |
Lease liabilities | Between 1 - 5 years | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | 402 | 1,176 | 847 |
Trade and other payables | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 18,989 | 26,573 | 17,214 |
Contractual cash flows | 18,989 | 26,573 | 17,214 |
Trade and other payables | 3 months or less | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | $ 18,989 | $ 26,573 | 17,214 |
Loans from shareholders | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Carrying amounts | 49 | ||
Contractual cash flows | 49 | ||
Loans from shareholders | Between 3 - 12 months | |||
Disclosure of maturity analysis for non-derivative financial liabilities [line items] | |||
Contractual cash flows | $ 49 |
Financial instruments - fair_15
Financial instruments - fair values and risk management - Groups exposure to foreign currency risk (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | $ (20,292) | $ (28,507) | $ (18,374) |
Lease liabilities | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (1,303) | (1,934) | (1,111) |
Trade and other payables | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (18,989) | (26,573) | (17,214) |
Loans from shareholders | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (49) | ||
Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 19,490 | 42,913 | 21,073 |
Financial liabilities | (12,361) | (6,496) | (6,971) |
Net exposure | 7,129 | 36,417 | 14,102 |
Currency risk | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 6,993 | 4,192 | 3,390 |
Financial liabilities | (1,231) | (3) | |
Net exposure | 6,993 | 2,961 | 3,387 |
Currency risk | Armenian Dram | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 19 | ||
Financial liabilities | (212) | ||
Net exposure | (193) | ||
Currency risk | Lease liabilities | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (1,303) | (1,795) | (1,111) |
Currency risk | Lease liabilities | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (139) | ||
Currency risk | Trade and other payables | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (11,058) | (4,701) | (5,811) |
Currency risk | Trade and other payables | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (1,092) | (3) | |
Currency risk | Trade and other payables | Armenian Dram | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (212) | ||
Currency risk | Loans from shareholders | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial liabilities | (49) | ||
Loans receivable | Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 356 | 123 | 8 |
Trade and other receivables | Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 10,057 | 9,493 | 9,661 |
Trade and other receivables | Currency risk | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 5,495 | 3,571 | 2,649 |
Trade and other receivables | Currency risk | Armenian Dram | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 18 | ||
Cash and cash equivalents | Currency risk | Euro | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 9,077 | 33,297 | 11,404 |
Cash and cash equivalents | Currency risk | Russian Ruble | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | 1,498 | $ 621 | $ 741 |
Cash and cash equivalents | Currency risk | Armenian Dram | |||
Disclosure of risk management strategy related to hedge accounting [line items] | |||
Financial assets | $ 1 |
Financial instruments - fair_16
Financial instruments - fair values and risk management - Sensitivity analysis (Details) - Currency risk - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, entity's own equity instruments [line items] | |||
Strengthening of USD by 10% | 10% | 10% | 10% |
Increase (decrease) in equity and profit or loss due to strengthening of USD by 10% | $ (1,393,000) | $ (3,938,000) | $ (1,749) |
Weakening of USD by 10% | 10% | 10% | 10% |
Increase (decrease) in equity and profit or loss due to weakening of USD by 10% | $ 1,393,000 | $ 3,938,000 | $ 1,749 |
Euro | |||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, entity's own equity instruments [line items] | |||
Increase (decrease) in equity and profit or loss due to strengthening of USD by 10% | (713,000) | (3,642,000) | (1,410,000) |
Increase (decrease) in equity and profit or loss due to weakening of USD by 10% | 713,000 | 3,642,000 | 1,410,000 |
Russian Ruble | |||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, entity's own equity instruments [line items] | |||
Increase (decrease) in equity and profit or loss due to strengthening of USD by 10% | (699,000) | (296,000) | (339,000) |
Increase (decrease) in equity and profit or loss due to weakening of USD by 10% | 699,000 | $ 296,000 | $ 339,000 |
Armenian Dram | |||
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, entity's own equity instruments [line items] | |||
Increase (decrease) in equity and profit or loss due to strengthening of USD by 10% | 19,000 | ||
Increase (decrease) in equity and profit or loss due to weakening of USD by 10% | $ (19,000) |
Share-based payments - Nexter_2
Share-based payments - Nexters Long-Term Incentive Plan (Details) | 12 Months Ended | ||
Dec. 31, 2021 Options | Jun. 30, 2022 USD ($) | Dec. 31, 2020 Options | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 6,764,608 | ||
Options outstanding | 20,000 | 6,470,300 | |
Employee stock option plan | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 2,330,000 | ||
Options outstanding | 2,330,000 | 2,330,000 | 0 |
Class B complex vesting | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 1,300 | ||
Modification of Class B complex vesting option | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 4,414,608 | ||
Options outstanding | $ | 4,120,300 | ||
Modification of complex conditional upon listing | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Number of options granted | 20,000 | ||
Options outstanding | $ | 20,000 | ||
Complex vesting conditional upon listing | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Options outstanding | 20,000 | 100,000 |
Share-based payments - Genera_2
Share-based payments - General and Administrative Expenses and Game Operating Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 27, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 964 | $ 315 | $ 2,029 | $ 705 | $ 3,761 | $ 2,276 | $ 6,462 | |
Increase in Other reserves | 2,029 | 73 | 2,029 | 73 | 3,079 | 2,159 | 6,413 | |
Liabilities related to share based | 632 | 632 | 682 | 1,148 | 59 | |||
Liabilities related to non share based | 254 | 117 | ||||||
Share listing expense | $ 125,438 | 125,438 | ||||||
Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 299 | 4,643 | ||||||
Game operating cost | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 32 | 64 | 234 | 1,073 | 5,073 | |||
Game operating cost | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 85 | 4,163 | ||||||
Selling and marketing expenses | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 65 | 129 | 467 | |||||
General and administrative expenses | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 867 | 315 | 1,836 | 705 | 3,060 | 1,203 | 1,389 | |
General and administrative expenses | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 214 | 480 | ||||||
Class A share-based payments | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 20 | |||||||
Class A share-based payments | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 20 | |||||||
Class B share-based payments | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 3,704 | |||||||
Class B share-based payments | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 3,704 | |||||||
Class B complex vesting | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 150 | 398 | 216 | 2,146 | 2,738 | |||
Class B complex vesting | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 169 | 919 | ||||||
Employee stock option plan | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 814 | $ 1,631 | 2,615 | |||||
Class B complex vesting (performance-based awards) | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | 216 | 2,146 | $ 2,738 | |||||
Complex vesting conditional upon listing | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 315 | $ 705 | $ 930 | 130 | ||||
Complex vesting conditional upon listing | Previously reported | ||||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||||
Total recorded expenses | $ 130 |
Share-based payments - Number_2
Share-based payments - Number of outstanding share options (Details) | 12 Months Ended |
Dec. 31, 2021 Options | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the end of the period (units) | 20,000 |
Employee stock option plan | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the beginning of the period (units) | 0 |
Granted during the period (units) | 2,330,000 |
Modification of options (units) | 0 |
Exercised during the period (units) | 0 |
Outstanding at the end of the period (units) | 2,330,000 |
Class B complex vesting - related to Nexters Global Ltd shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the beginning of the period (units) | 500 |
Modification of options (units) | (500) |
Class B complex vesting - related to Nexters Inc shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Modification of options (units) | 4,414,608 |
Outstanding at the end of the period (units) | 4,414,608 |
Complex vesting conditional upon listing | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Outstanding at the beginning of the period (units) | 100,000 |
Granted during the period (units) | 0 |
Modification of options (units) | 0 |
Exercised during the period (units) | (80,000) |
Outstanding at the end of the period (units) | 20,000 |
Share-based payments - Fair v_3
Share-based payments - Fair value per one option and related assumptions (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Nov. 18, 2020 | Dec. 31, 2021 | Nov. 30, 2021 | Dec. 31, 2021 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Average FV of one option, US$ | $ 3.57 | |||
Complex vesting conditional upon listing | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Strike price, US$ | $ 0 | $ 10 | ||
Black-Scholes-Merton pricing model | Complex vesting conditional upon listing | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 8 months | |||
Market price, US$ | $ 9.91 | |||
Strike price, US$ | $ 10 | |||
Expected volatility | 34.80% | |||
Dividend yield | 0% | |||
Risk free interest rate | 0.11% | |||
FV of option, US$ | $ 1.11 | |||
Black-Scholes-Merton pricing model | Stock Options granted in 2021 | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Dividend yield | 0% | |||
Average FV of one option, US$ | $ 3.57 | |||
Black-Scholes-Merton pricing model | Stock Options granted in 2021 | Minimum. | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 60 months | |||
Market price, US$ | $ 7.86 | |||
Strike price, US$ | $ 0 | |||
Expected volatility | 36.15% | |||
Risk free interest rate | 1.18% | |||
Black-Scholes-Merton pricing model | Stock Options granted in 2021 | Maximum. | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 90 months | |||
Market price, US$ | $ 8.71 | |||
Strike price, US$ | $ 10 | |||
Expected volatility | 37.88% | |||
Risk free interest rate | 1.27% | |||
Nominal Value At Assumed Vesting Date | Complex vesting conditional upon listing | ||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||
Vesting period | 12 months | |||
Market price, US$ | $ 9.91 | |||
Strike price, US$ | $ 10 | |||
Expected volatility | 34.80% | |||
Dividend yield | 0% | |||
Risk free interest rate | 0.11% | |||
FV of option, US$ | $ 1.34 |
Share-based payments - Expens_2
Share-based payments - Expenses relation to Options (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Total recorded expenses | $ 964 | $ 315 | $ 2,029 | $ 705 | $ 3,761 | $ 2,276 | $ 6,462 |
Stock Options granted in 2021 | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Expenses in relation to the stated conditions | 814 | 315 | 1,631 | 705 | |||
Expenses in relation to yet unfulfilled performance conditions | 2,615 | ||||||
Total recorded expenses | 814 | 315 | 1,631 | 705 | 2,615 | ||
Modification of complex options | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Expenses in relation to the options with only the service condition | 50 | 150 | 99 | ||||
Expenses in relation to fulfilled condition | 2,146 | 2,466 | |||||
Expenses in relation to yet unfulfilled performance conditions | 100 | 248 | 117 | $ 272 | |||
Total recorded expenses | $ 150 | $ 398 | |||||
Complex vesting conditional upon listing | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Expenses in relation to fulfilled condition | 930 | ||||||
Expenses in relation to yet unfulfilled performance conditions | 315 | 705 | 130 | ||||
Total recorded expenses | $ 315 | $ 705 | $ 930 | $ 130 |
Share-based payments - Fair v_4
Share-based payments - Fair value of options and related parameters used to estimate the fair value of options (Details) - Modification of complex options | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jan. 01, 2021 $ / shares | Jan. 01, 2019 USD ($) item | Nov. 30, 2021 shares | Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||
Option term | 10 years | ||||
Equity value (Percentage) | 100% | 100% | |||
Equity value | $ 132,000,000 | ||||
Expected volatility | 41% | ||||
Dividend yield | 6.80% | ||||
Proxy net income indicator | $ 0.041201 | ||||
Discount for Lack of Marketability | 8.40% | ||||
Total FV for 1,300 complex options | $ 7,856.12 | ||||
Number of complex options | item | 1,300 | ||||
Number of options modified | shares | 4,414,608 | ||||
Strike price, US$ | $ / shares | $ 0 |
Share-based payments - Additi_2
Share-based payments - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jan. 01, 2021 $ / shares | Nov. 18, 2020 employee | Jan. 01, 2019 employee | Dec. 31, 2021 USD ($) $ / shares | Jun. 30, 2022 | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2020 Options | |
Modification of complex options | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Number of employee who were granted options | employee | 1 | ||||||
Number of non-employee who were granted options | employee | 1 | ||||||
Contractual term | 10 years | ||||||
Strike price, US$ | $ / shares | $ 0 | ||||||
Complex vesting conditional upon listing | |||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||||
Number of employee who were granted options | employee | 1 | ||||||
Contractual term | 2 years | ||||||
Number of sub-options | Options | 3 | ||||||
Strike price, US$ | $ / shares | $ 0 | $ 10 | |||||
Derecognation of liability | $ | $ 200 | $ 200 | |||||
Recognition of the equity-settled Share-based Payment | $ | 144 | 144 | |||||
Recognition in Equity' | $ | $ 56 | $ 56 |
Commitments and contingencies_3
Commitments and contingencies (Detail) € in Millions, £ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 EUR (€) | Jun. 30, 2022 GBP (£) | Dec. 31, 2021 EUR (€) | Dec. 31, 2021 GBP (£) | |
Commitments and contingencies. | ||||
Possible fines, Percent | 4% | 4% | 4% | 4% |
Possible fines, Amount | € 20 | £ 17.5 | € 20 | £ 17.5 |
Events after the reporting pe_5
Events after the reporting period (Details) ₽ in Thousands | Jul. 12, 2022 RUB (₽) item |
Disposal of major subsidiary | Nexters Studio LLC, Nexters Online LLC and Lightmap LLC | |
Disclosure of non-adjusting events after reporting period [line items] | |
Percentage Of Interest Disposed | 100% |
Disposal of major subsidiary | Nexters Studio LLC | |
Disclosure of non-adjusting events after reporting period [line items] | |
Maximum proceeds from disposal | ₽ 200 |
Disposal of major subsidiary | Nexters Online LLC | |
Disclosure of non-adjusting events after reporting period [line items] | |
Maximum proceeds from disposal | 100 |
Disposal of major subsidiary | Lightmap LLC | |
Disclosure of non-adjusting events after reporting period [line items] | |
Maximum proceeds from disposal | ₽ 100 |
Disposal of major subsidiary | Game Positive LLC | |
Disclosure of non-adjusting events after reporting period [line items] | |
Percentage Of Interest Disposed | 70% |
Maximum proceeds from disposal | ₽ 100 |
Relocation of Personnel and Optimization of Headcount | |
Disclosure of non-adjusting events after reporting period [line items] | |
Number of employees relocated | item | 600 |
Events after the reporting pe_6
Events after the reporting period - Sale of Russian subsidiaries (Details) - USD ($) $ in Thousands | Jul. 12, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Assets held for sale | ||||
Assets | $ (373,254) | $ (312,983) | $ (211,554) | |
Liabilities | 478,452 | 474,031 | $ 313,462 | |
NCI at disposal | $ (281) | $ 44 | ||
Disposal of major subsidiary | Russian Subsidiaries | ||||
Disclosure of financial assets [line items] | ||||
Cash received | $ 9 | |||
Assets held for sale | ||||
Assets | (13,776) | |||
Liabilities | 11,342 | |||
Net assets and liabilities | 2,434 | |||
NCI at disposal | 268 | |||
Loss on disposal of subsidiaries | (2,157) | |||
Consideration received, satisfied in cash | 9 | |||
Cash and cash equivalents disposed of | (7,699) | |||
Net cash outflow | $ (7,690) |
Events after the reporting pe_7
Events after the reporting period - Additional Information (Details) - USD ($) $ in Thousands | Jul. 06, 2022 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure of financial assets [line items] | ||||
Outstanding debt | $ 49 | $ 4,028 | $ 45 | |
MX Capital Ltd | Loan Agreement | Second Tranche | ||||
Disclosure of financial assets [line items] | ||||
Outstanding debt | $ 13,000 |