Company Registration No. 10233309 (England and Wales)
FUSEBOX GAMES LTD
UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 22 AUGUST 2024
PAGES FOR FILING WITH REGISTRAR
FUSEBOX GAMES LTD
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 8
FUSEBOX GAMES LTD
BALANCE SHEET
AS AT
22 AUGUST 2024
22 August 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
3
14,005
1,369
Current assets
Debtors
4
5,399,768
4,679,138
Cash at bank and in hand
1,524,712
247,821
6,924,480
4,926,959
Creditors: amounts falling due within one year
5
(9,958,429)
(1,344,724)
Net current (liabilities)/assets
(3,033,949)
3,582,235
Total assets less current liabilities
(3,019,944)
3,583,604
Creditors: amounts falling due after more than one year
6
-
0
(4,159,272)
Net liabilities
(3,019,944)
(575,668)
Capital and reserves
Called up share capital
10
493
400
Share premium account
3,728,865
3,720,621
Capital redemption reserve
22
22
Profit and loss reserves
(6,749,324)
(4,296,711)
Total equity
(3,019,944)
(575,668)

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial period ended 22 August 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

T he members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

FUSEBOX GAMES LTD
BALANCE SHEET (CONTINUED)
AS AT
22 AUGUST 2024
22 August 2024
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 20 June 2025 and are signed on its behalf by:
R W Davies
Director
Company Registration No. 10233309
FUSEBOX GAMES LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 22 AUGUST 2024
- 3 -
1
Accounting policies
Company information

Fusebox Games Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Acre House, 11-15 William Road, London, NW1 3ER, United Kingdom.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

The company meets its day to day working capital requirements through the utilisation of its own funds and loan facilities.true

Existing funding facilities, forecasts and projections indicate that the company has adequate resources to continue with some level of activity from a minimal to full levels.

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors therefore continue to adopt the going concern basis in preparing the financial statements.

1.3
Reporting period

The current figures cover the period from 1 January 2024 up to the date of 22 August 2024. T he prior period figures relate to the year ended 31 December 2023.

1.4
Revenue

Revenue comprises distribution revenue receivable and is recognised in the profit and loss in the period it is contractually due and expended on production and other costs. Where revenue received exceeds costs incurred to date and profits are not anticipated, the balance is treated as deferred income and held on the balance sheet until further costs are incurred or profits anticipated. At this point the deferred income is released to the profit and loss.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
33.33% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

FUSEBOX GAMES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 22 AUGUST 2024
1
Accounting policies
(Continued)
- 4 -
1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.7
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

1.8
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.9
Compound instruments

The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.

FUSEBOX GAMES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 22 AUGUST 2024
1
Accounting policies
(Continued)
- 5 -
1.10
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.
1.11
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

The company is eligible to claim a tax credit on video game production costs. The tax credit comprises relief based on total net costs and an additional deduction for enhanceable expenditure. The company claims a payment based on the amount of enhanceable expenditure and carries losses arising from total net costs forward against future profits.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets..

1.14
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted valued in line with proceeds received upon exercise the day after the reporting end date. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the shares that will vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.15
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease s asset are consumed.

FUSEBOX GAMES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 22 AUGUST 2024
- 6 -
2
Employees

The average monthly number of persons (including directors) employed by the company during the period was:

2024
2023
Number
Number
Total
29
23
3
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2024
1,442
Additions
14,503
At 22 August 2024
15,945
Depreciation and impairment
At 1 January 2024
73
Depreciation charged in the period
1,867
At 22 August 2024
1,940
Carrying amount
At 22 August 2024
14,005
At 31 December 2023
1,369
4
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,811,340
1,030,601
Tax recoverable
1,364,825
1,094,052
Other debtors
862,930
2,508,106
Prepayments and accrued income
1,360,673
46,379
5,399,768
4,679,138
FUSEBOX GAMES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 22 AUGUST 2024
- 7 -
5
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Loan notes
758,540
-
0
Shareholder's loans
1,695,000
-
0
Warrant creditor
821,437
-
Other loans
1,259,292
-
0
Trade creditors
1,051,766
762,655
Taxation and social security
-
0
49,970
Liability for share based payments
7
2,496,324
-
0
Other creditors
8,458
30,454
Accruals and deferred income
1,867,612
501,645
9,958,429
1,344,724

L oan notes totaling £817,108 were issued in a bundled transaction with warrants issued to the loan note holders. The loan notes are repayable in 2025 and accrue interest at 10% per annum payable on redemption of the loan notes. The interest expense for the year is calculated using the effective interest rate.

The warrants are stated in the financial statements at fair value of £821,437. The warrants were exercised the day after the period end and the fair value uplift is a reflection on the proceeds received.

The other loans are secured by way of first floating charge on all properties or undertaking of the company.

Options issued under EMI and unapproved schemes granted issue of 7,261 Ordinary A- Shares. These were exercised the day after the reporting period therefore are shown at fair value of the proceeds received for the Ordinary A-Shares.

6
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Loan notes
-
0
758,540
Other loans
-
0
1,607,679
Warrant creditor
-
0
98,053
Shareholder's loans
-
0
1,695,000
-
0
4,159,272
7
Share-based payment transactions
Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
£
£
Outstanding at 1 January 2024 and 22 August 2024
7,261
-
0
343.80
-
0
Exercisable at 22 August 2024
-
0
-
0
-
0
-
0
Liabilities and expenses
FUSEBOX GAMES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 22 AUGUST 2024
7
Share-based payment transactions
(Continued)
- 8 -

Options issued under EMI and unapproved schemes granted issue of 7,261 Ordinary A- Shares, These were exercised the day after the reporting period due to an exercise condition being met. The value per share is based on the proceeds received for the Ordinary A-Shares.

8
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2024
2023
£
£
-
0
73,115
9
Related party transactions

During the period, £Nil (2023 £586,166) were withdrawn by one of the directors. At the reporting date, £Nil (2023 £1,644,052) was due from the director.

10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Founder shares of 1p each
13,112
13,112
132
132
A Ordinary shares of 1p each
36,187
26,847
361
268
49,299
39,959
493
400

The Founder shares have the full voting rights and are not redeemable. Rights to dividends, distributions and returns of capital including the distribution of surplus assets on a winding up are allocated as 99.99% amongst the A Ordinary shareholders pari passu with the balance amongst the Founder shareholders.

The A Ordinary shares also carry the full voting right s.

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