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Company Registration Number 06848626
| FACEPUNCH STUDIOS LIMITED |
| FINANCIAL STATEMENTS |
| 30 SEPTEMBER 2025 |
FACEPUNCH STUDIOS LIMITED COMPANY INFORMATION
Directors | Mr G J Newman
| Mr A G McFarlane (appointed 11 October 2024)
Registered number | 06848626
Registered office | Facepunch Studios Limited
| 8th Floor
| 103 Colmore Row
| Birmingham
| B3 3AG
Independent auditors | Grant Thornton UK LLP
| Statutory Auditor, Chartered Accountants
| 17th Floor
| 103 Colmore Row
| Birmingham
| B3 3AG
Accountants | Armstrong Watson LLP
| James Watson House
| Montgomery Way
| Rosehill
| Carlisle
| Cumbria
| CA1 2UU
Bankers | Lloyds Bank plc
| The Bridge, Walsall
| West Midlands, WS1 1LG
Solicitors | Wiggin LLP
| Met Building
| 22 Percy Street
| London, W1T 2BU
FACEPUNCH STUDIOS LIMITED CONTENTS
| Page
Strategic Report | 1 - 3
Directors' Report | 4 - 6
Independent Auditor's Report to the Members of Facepunch Studios Limited | 7 - 10
Statement of Comprehensive Income | 11
Statement of Financial Position | 12
Statement of Changes in Equity | 13 - 14
Notes to the Financial Statements | 15 - 28
FACEPUNCH STUDIOS LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2025 The directors present their strategic report for the year ended 30 September 2025. Facepunch Studios Limited is a wholly owned subsidiary of Facepunch Group Limited, both incorporated in the United Kingdom. Facepunch Studios Limited is a game development company and continues to develop games in the United Kingdom for sale worldwide. The company specialises in sandbox multiplayer titles.
Business environment
The global video games market continued its steady expansion in 2025, generating an estimated $189 billion USD, reflecting modest but resilient year-on-year growth. Mobile gaming remains the largest segment, accounting for just under half of global revenues, followed by console and PC, though PC gaming has seen slight upward momentum as mobile spend softens in some regions. Despite the industry-wide restructuring and layoffs experienced over the past 18–24 months, a correction following the exceptional pandemic-driven surge, underlying consumer engagement with games remains robust across all major markets. Looking ahead, the sector is expected to return to a more normalised growth trajectory, with the global market forecast to reach approximately $213 billion USD by 2027, supported by continued investment in live-service titles, digital distribution, and platform ecosystem growth.
Company results and performance
The directors consider that the company’s key financial performance indicators are turnover and profit before tax. The results of the company for the year, as set out on pages 11 to 14 show: 2025 2024 Turnover £87,901,413 £77,246,081 (Loss)/profit on ordinary activities before tax (£2,701,984) £26,415,263 Shareholder funds £81,468,688 £83,976,699 The Directors continually monitor developments within the global gaming market to assess any potential impact on the Company’s financial performance. The Company has performed in line with expectations, delivering an increase in turnover compared with the prior year. This uplift was driven primarily by strong sales of Rust (PC), supported by higher player engagement and a successful cadence of patch releases that enhanced game and DLC (Downloadable Content) revenues over the period. Console revenues also grew, reflecting the title’s release on the latest Xbox and PlayStation platforms during the final quarter of the year. Future revenues will continue to be underpinned by our strategic focus on Rust as the Company’s core product, supported by a long-term development roadmap and ongoing content updates. The title remains one of Steam’s leading performers and is regularly featured in its top-selling games list. Additional revenue opportunities will arise from continued investment in future game development. The reported loss for the year is attributable to a one-off payment, which is included within cost of sales, associated with a Revenue Termination Agreement. Excluding this exceptional item, the Company’s underlying profit exceeds that of the previous financial year. Other significant cost movements relate to continued growth in headcount to support ongoing development activity, as well as the impact of fluctuations in the USD foreign exchange rate during the year.
Principal risks and uncertainties
The company's activities are subject to risks and uncertainties, which may affect future financial performance. The worldwide gaming market is highly competitive, particularly in the online streaming sector where our business is focused. Many companies offer similar products, giving rise to ongoing development to differentiate us from our competitors and to keep our customers engaged. The company's operations may expose it to a variety of potential financial risks, these include liquidity, credit, currency and interest rate risks. The company is fortunate to have sufficient cash to mitigate these risks. Page 1
FACEPUNCH STUDIOS LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 SEPTEMBER 2025 Fluctuations in interest rates aren't currently a risk to the business given the large level of cash reserves and because the company has no external loans. In addition, the company does not rely on interest received on these cash balances. The company is fortunate to have sufficient cash to meet its needs and hence there is no perceived liquidity risk. The company utilises funds to maximise the interest received. They continually review the liquidity position and would implement an appropriate structure of financing should this be required in the future. The company seeks to balance the flows of revenues and costs across currencies to minimise exposure to currency risk.
Future developments
The gaming market shows little signs of slowing down, the company is continuing to invest in its core products which continue to be highly successful. The company currently has four active games available and plans to keep releasing regular updates to ensure sales remain strong, in the last year key game milestones have also been leveraged to drive performance. The company will continue to develop and release new games. The company is working closer with partners to explore opportunities for collaboration and cross promotion. The company's principal game, Rust, celebrated its twelfth year of release in 2025. There is a roadmap for continued development and support over the long term.
Research and Development
The Company is engaged in the development of video games. All costs associated with game development are recognised directly in the profit and loss account as incurred.
Directors' statement of compliance with duty to promote the success of the company
The directors are aware of their responsibilities pursuant to section 172 of the Companies Act 2006. In order to promote the success of the business for all stakeholders and for the long term the directors regularly review internal and external stakeholder relationships and the impact that the activities of the business have on these stakeholders. Long-Term Success We are committed to the long-term success of Facepunch Studios Limited. All of our strategic decisions take into account the impact on the company's financial performance, sustainable growth of shareholder value and enhancing the community’s playing experience. Employee and Contractor Interests We value our workforce as our greatest asset and as a result, we regularly review our working practices and remuneration approach to ensure we not only attract great talent but that the working environment is conducive to well-balanced working relationships and good work-life balance, as the directors consider this to be the highest priority for sustaining the continued long term success of the business. In this regard additional business staff have been onboarded in the last few years to manage and support the following for the Company; a) the development and growth of the team, b) the change of premises to improve hybrid working and employee wellbeing, and c) foster the company’s business relationships with suppliers, customers and other stakeholders. Page 2
FACEPUNCH STUDIOS LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 SEPTEMBER 2025 Customer and Supplier Relationships Maintaining strong relationships with our customers and suppliers is essential. We work to provide high-quality products and services to our player base while fostering fair and transparent partnerships with our suppliers. Our decisions aim to strengthen these relationships and ensure mutual benefit. Players, Community and Environment We are committed to being a responsible corporate citizen. Our decisions take into account the impact on the local community and the environment. We seek to minimise our environmental footprint and contribute positively to the communities in which we operate, including various local and worldwide charitable initiatives. We have dedicated ourselves to delivering captivating gaming experiences that resonate with our diverse player community. Community feedback is encouraged and is actioned by way of monthly updates. Reputation Management Protecting and enhancing the reputation of Facepunch Studios Limited is a priority. We consider the potential impact of our decisions on the company's reputation, ensuring that our actions align with our values and contribute positively to our public image. Engagement with Stakeholders We actively engage with our stakeholders to understand their concerns and expectations. This includes shareholders, employees, contractors, customers, suppliers, and the wider gaming community. This engagement informs our decision-making process and helps us balance competing interests. As a result of these activities, the directors believe that they have demonstrated compliance with their legal duty under s.172 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
Mr G J Newman Director | Mr A G McFarlane Director
Date: 8 April 2026 |
Page 3
FACEPUNCH STUDIOS LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2025 The directors present their report and the financial statements for the year ended 30 September 2025.
Directors' responsibilities statement
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law, including FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs and profit or loss of the company for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Results and dividends
The loss for the year, after taxation, amounted to £2,508,011 (2024 - profit £20,265,666). During the year ended 30 September 2025 the directors paid a dividend of £Nil (2024 - £Nil).
Directors
The directors who served since 1 October 2024 to the date of signing the financial statements were:
Mr G J Newman
Mr C P Gwilt (resigned 30 June 2025)
Mr A G McFarlane (appointed 11 October 2024)
Page 4
FACEPUNCH STUDIOS LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 30 SEPTEMBER 2025
Environmental matters
During the year ended 30 September 2025, Facepunch Studios Limited gathered data regarding scope one, two and three carbon emissions (as defined by the GHG protocol) from its UK operations as defined by the requirement of the Streamlined Energy Carbon Reporting (SECR) legislation. Energy (kWh) 2025 2024 Total Energy consumption used to calculate GHG emissions 308,160 480,103 Emissions (tCO2e) Scope 1 (emissions from gas and fuel for fleet vehicles) - - Scope 2 (emissions from electricity and gas) 53.89 98.39 Scope 3 (emissions from business travel in employees cars) - - Total SECR emissions 53.89 98.39 Specific Carbon Consumption SCC (TCO2e / £000 revenue) 0.0006 0.001 There were no energy efficiency actions reported in 2025.
Matters covered in the Strategic Report
The company has chosen to set out in the company's strategic report information required to be contained in the directors' report in respect of future developments, financial instruments and research and development.
Engagement with suppliers, customers and others
Considering the potential consequences that a decision may have on employees, suppliers, customers, and other related parties is paramount. Acting with integrity and promoting high standards across the business is fundamental to how we operate as a business. The company is aware of its responsibility to the local community and the environment, making charitable donations and contributing to the local community on a number of different initiatives. Ultimately, we aim to increase the value of the business through building relationships with our external partners and creating opportunities for employees and stakeholders to achieve their potential.
Qualifying third party indemnity provisions
Directors' and officers' liability insurance cover is held in respect of any potential legal action brought against the company's directors, which was in place throughout the year.
Branches outside the United Kingdom
The Company does not operate any branches outside the United Kingdom.
Going concern
After reviewing the Company's forecasts and projections, which cover the 12-month period from the date of signing the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. This assessment takes into account the Company’s significant cash reserves, which provide substantial liquidity and financial flexibility. Additionally, the Company continues to experience strong sales growth for its main game, Rust, which has seen record levels of player engagement post year end. Additional revenue is also expected from new projects set for release in the next 12 months. The forecasts and projections confirm that sales remain strong and cash reserves are significant, providing Company with sufficient funds to meet their liabilities as they fall due over the next 12 months. As a result, the Company continues to adopt the going concern basis in preparing its financial statements. Page 5
FACEPUNCH STUDIOS LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 30 SEPTEMBER 2025
Disclosure of information to auditor
The directors confirm that: ∙so far as each director is aware, there is no relevant audit information of which the company's auditor is unaware, and ∙the directors have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company’s auditor is aware of that information.
Post balance sheet events
There have been no significant events affecting the company since the year end.
Auditor
The auditor, Grant Thornton UK LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
Mr G J Newman Director | Mr A G McFarlane Director
Date: 8 April 2026 | Date: 8 April 2026
Page 6
FACEPUNCH STUDIOS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FACEPUNCH STUDIOS LIMITED
Opinion
We have audited the financial statements of Facepunch Studios Limited (the 'company') for the year ended 30 September 2025, which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ (United Kingdom Generally Accepted Accounting Practice). In our opinion: • the financial statements give a true and fair view of the state of the company's affairs as at 30 September 2025 and of its loss for the year then ended; • the financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and • the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the ‘Auditor’s responsibilities for the audit of the financial statements’ section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the company to cease to continue as a going concern. In our evaluation of the directors’ conclusions, we considered the inherent risks associated with the company's business model including effects arising from macro-economic uncertainties such as fluctuating exchange rates and global uncertainties, we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those risks might affect the company's financial resources or ability to continue operations over the going concern period. In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. Page 7
FACEPUNCH STUDIOS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FACEPUNCH STUDIOS LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.
Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report. Matters on which we are required to report by exception We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or ∙the financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. Page 8
FACEPUNCH STUDIOS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FACEPUNCH STUDIOS LIMITED (CONTINUED)
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the company financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: ∙The company is subject to many laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements. We identified the following laws and regulations as the most likely to have a material effect if non-compliance were to occur; financial reporting legislation, Companies Act legislation, and tax legislation; ∙We understood how the company is complying with those legal and regulatory frameworks by making enquiries of management. We corroborated our enquiries through our review of board minutes; ∙We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur by meeting with management from different parts of the business to understand where it is considered there was a susceptibility of fraud. We also considered performance targets and their propensity to influence efforts made by management to manage earnings. We considered the programs and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programs and controls. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk; ∙Our audit procedures involved: journal entry testing, with a focus on large or unusual transactions based on our understanding of the business and enquiries of management. In addition, we completed audit procedures to conclude on the compliance of disclosures in the financial statements with applicable financial reporting requirements; ∙These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it; Page 9
FACEPUNCH STUDIOS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FACEPUNCH STUDIOS LIMITED (CONTINUED) ∙Assessment by the engagement partner of the appropriateness of the collective competence and capabilities of the engagement team included consideration of the engagement team’s: - knowledge of the industry in which the company operates and understanding of, and practical experience with, audit engagements of a similar nature and complexity through appropriate training and participation; and - understanding of the legal and regulatory requirements specific to the company including: • the provisions of the applicable legislation; • the regulators rules and related guidance, including guidance issued by relevant authorities that interprets those rules; • the applicable statutory provisions. ∙We communicated relevant laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an Auditor's Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed. Philip Sayers BSc BFP FCA Senior Statutory Auditor for and on behalf of Grant Thornton UK LLP Statutory Auditor, Chartered Accountants Birmingham 8 April 2026 Page 10
FACEPUNCH STUDIOS LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 SEPTEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 87,901,413 | 77,246,081
Cost of sales |  | (86,759,202) | (47,422,513)
Gross profit |  | 1,142,211 | 29,823,568
Administrative expenses |  | (10,859,266) | (10,739,260)
Other operating income | 5 | 3,122,771 | 2,890,493
Operating (loss)/profit | 6 | (6,594,284) | 21,974,801
Interest receivable and similar income | 9 | 3,892,300 | 4,440,462
(Loss)/profit before tax |  | (2,701,984) | 26,415,263
Tax on (loss)/profit | 10 | 193,973 | (6,149,597)
(Loss)/profit for the financial year |  | (2,508,011) | 20,265,666
There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of comprehensive income.
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 15 to 28 form part of these financial statements.
Page 11
FACEPUNCH STUDIOS LIMITED REGISTERED NUMBER: 06848626 STATEMENT OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 11 |  | 3,216,971 |  | 3,003,265
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 12 | 22,562,929 |  | 11,414,386 |
Cash at bank and in hand | 13 | 66,371,077 |  | 81,202,454 |
|  | 88,934,006 |  | 92,616,840 |
Creditors: amounts falling due within one year | 14 | (9,858,705) |  | (10,537,475) |
Net current assets |  |  | 79,075,301 |  | 82,079,365
Total assets less current liabilities |  |  | 82,292,272 |  | 85,082,630
Creditors: amounts falling due after more than one year | 15 |  | (823,584) |  | (717,931)
Provisions for liabilities |  |  |  |  |
Deferred tax | 16 | - |  | (388,000) |
|  |  | - |  | (388,000)
Net assets |  |  | 81,468,688 |  | 83,976,699
Capital and reserves |  |  |  |  |
Called up share capital | 17 |  | 102 |  | 102
Profit and loss account |  |  | 81,468,586 |  | 83,976,597
|  |  | 81,468,688 |  | 83,976,699
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Mr G J Newman | Mr A G McFarlane
Director | Director
Date: 8 April 2026 | Date:8 April 2026
The notes on pages 15 to 28 form part of these financial statements.
Page 12
FACEPUNCH STUDIOS LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 SEPTEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 October 2024 | 102 | 83,976,597 | 83,976,699
Loss for the year | - | (2,508,011) | (2,508,011)
At 30 September 2025 | 102 | 81,468,586 | 81,468,688
| The notes on pages 15 to 28 form part of these financial statements.
Page 13
FACEPUNCH STUDIOS LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 SEPTEMBER 2024
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 30 September 2023 | 102 | 63,710,931 | 63,711,033
Profit for the year | - | 20,265,666 | 20,265,666
At 30 September 2024 | 102 | 83,976,597 | 83,976,699
| The notes on pages 15 to 28 form part of these financial statements.
Page 14
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
1. | General information
Facepunch Studios Ltd is a private company limited by shares incorporated in England & Wales, its registration number is 06848626. The company trades from its registered office at Facepunch Studios Limited, 8th Floor, 103 Colmore Row, Birmingham, B3 3AG. The principal activity of the company is that of computer game development. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 3).
| 2.2 | Going concern
After reviewing the Company's forecasts and projections, which cover the 12-month period from the date of signing the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. This assessment takes into account the Company’s significant cash reserves, which provide substantial liquidity and financial flexibility. Additionally, the Company continues to experience strong sales growth for its main game, Rust, which has seen record levels of player engagement post year end. Additional revenue is also expected from new projects set for release in the next 12 months. The forecasts and projections confirm that sales remain strong and cash reserves are significant, providing the Company with sufficient funds to meet their liabilities as they fall due over the next 12 months. As a result, the Company continues to adopt the going concern basis in preparing its financial statements.
| 2.3 | Foreign currency translation
Functional and presentation currency The company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'. Page 15
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025 2.Accounting policies (continued)
| 2.4 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Company revenue represents income received from globally recognised digital platforms in respect of games downloaded. Revenue is recognised in the month the game is downloaded by the end customer. Revenue is recognised on a gross basis where the Company is considered to be the principal in the transaction, and on a net basis where the Company is considered to be acting as an agent. The determination of whether the Company is acting as principal or agent is based on an evaluation of the terms of each arrangement, considering whether the Company controls the goods or services before they are transferred to the customer. Income received in advance is deferred in full alongside the associated costs, both are released and recognised once a game is downloaded or physically distributed.
| 2.5 | Operating leases: the company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.6 | Research and development
Research and development costs in relation to games being developed are recognised as an expense as incurred in profit and loss.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | Pensions
Defined contribution pension plan The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds. Page 16
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025 2.Accounting policies (continued)
| 2.9 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
| 2.10 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount. The company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the methods listed below. Depreciation is provided on the following basis:
|  |  |  | Leasehold improvements | - |  | 10% straight line
|  |  |  | Computer equipment | - |  | 33% straight line
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss. Page 17
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025 2.Accounting policies (continued)
| 2.11 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.12 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 2.13 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.14 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.15 | Financial instruments
Financial instruments are recognised in the company's Statement of Financial Position 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. The company only enters into basic financial instrument transactions that result in the recognition of basic financial assets and liabilities. Basic financial assets Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments. Impairment of financial assets Financial assets are assessed for indicators of impairment at each reporting date. Page 18
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025 2.Accounting policies (continued)
| 2.15 | Financial instruments (continued)
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in profit or loss. 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 the deduction of all its liabilities. Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled. Page 19
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025 2.Accounting policies (continued)
| 2.16 | Impairment of non-financial assets
At each reporting date non-financial assets not carried at fair value, like tangible fixed assets, are reviewed to determine whether there is an indication that an asset may be impaired. If there is an indication of possible impairment, the recoverable amount of any asset or group of related assets, which is the higher of value in use and the fair value less cost to sell, is estimated and compared with its carrying amount. If the recoverable amount is lower, the carrying amount of the asset is reduced to its recoverable amount and an impairment loss is recognised immediately in profit or loss. If an impairment loss is subsequently reversed, the carrying amount of the asset or group of related assets is increased to the revised estimate of its recoverable amount, but not to exceed the amount that would have been determined had no impairment loss been recognised for the asset or group of related assets in prior periods. A reversal of an impairment loss is recognised immediately in profit or loss.
| 2.17 | Exemptions
Under FRS102 (section 1), the company is exempt from the requirement to prepare a cash flow statement as the company is wholly owned and its ultimate parent publishes a consolidated cash flow statement.
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
In determining and applying accounting policies, judgement is often required in respect of items where choice of specific policy, accounting estimate or assumption to be followed could materially affect the reported results or net asset position of the company; it may later be determined that a different choice would have been more appropriate. Management considers that certain accounting estimates and assumptions relating to revenue, taxation and accruals are its critical accounting estimates. Management also exercises judgement in determining whether the Company acts as a principal or an agent in relation to its different income streams. This assessment considers whether the Company controls the underlying goods or services before they are transferred to the customer, whether it is primarily responsible for fulfilling the performance obligation, and whether it has discretion in setting prices. These factors are evaluated on a contract-by-contract basis. Where the Company is assessed to be the principal, revenue is recognised on a gross basis. Where the Company is assessed to be acting as an agent, revenue is recognised on a net basis, representing only the income to which the Company is contractually entitled.
4. | Turnover
The whole of the turnover is attributable to the same business activity. Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 12,793,147 | 12,316,391
| Rest of the world | 75,108,266 | 64,929,690
|  | 87,901,413 | 77,246,081
Page 20
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
5. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Video games expenditure credit (VGEC) | 3,122,771 | 2,890,493
6. | Operating (loss)/profit
| The operating (loss)/profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Depreciation | 509,314 | 453,052
| Exchange differences | 971,611 | 4,275,634
| Other operating lease rentals | 477,220 | 470,806
| Pension costs | 293,065 | 200,837
| (Profit)/loss on sale of tangible fixed assets | 138,135 | 98,805
| Research and development costs | 1,330,692 | 1,438,857
7. | Auditor's remuneration
| During the year, the company obtained the following services from the company's auditor and its associates:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the company's auditor and its associates for the audit of the company's financial statements | 56,700 | 58,800
| Fees payable to the company's auditor and its associates in respect of: |  |
| Tax advisory services | 438,655 | 567,590
Page 21
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
8. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Wages and salaries | 10,620,314 | 8,980,055
| Social security costs | 1,674,444 | 1,249,315
| Cost of defined contribution scheme | 293,065 | 200,837
|  | 12,587,823 | 10,430,207
| Key management personnel comprises the directors. Their aggregate remuneration was £2,771,659 (2024 - £531,750). The highest paid director received £2,326,159 (2024 - £252,250). Pension costs in the period in respect of directors totalled £7,661 (2024 - £Nil).
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Administration | 12 | 11
|  | Development | 54 | 42
|  |  | 66 | 53
9. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other interest receivable | 3,892,300 | 4,440,462
Page 22
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
10. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on (loss)/profit for the year | (19,297) | 5,584,751
| Adjustments in respect of previous periods | 408,324 | (174)
|  | 389,027 | 5,584,577
| Total current tax | 389,027 | 5,584,577
| Deferred tax |  |
| Origination and reversal of timing differences | (583,000) | 565,020
| Total deferred tax | (583,000) | 565,020
| Taxation on (loss)/profit on ordinary activities | (193,973) | 6,149,597
Page 23
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025 10.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| (Loss)/profit on ordinary activities before tax | (2,701,984) | 26,415,263
| (Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (675,496) | 6,603,816
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 91,536 | 41,380
| Adjustments to tax charge in respect of prior periods | 408,324 | (174)
| Video Game Tax Relief | (19,297) | (495,292)
| Other differences leading to an (decrease)/increase in the tax charge | 960 | (133)
| Total tax (credit)/charge for the year | (193,973) | 6,149,597
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 24
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
11. | Tangible fixed assets
|  | Leasehold improvements | Computer equipment | Total
|  | £ | £ | £
| Cost or valuation |  |  |
| At 1 October 2024 | 3,344,216 | 469,615 | 3,813,831
| Additions | 791,352 | 69,804 | 861,156
| Disposals | (196,066) | (52,048) | (248,114)
| At 30 September 2025 | 3,939,502 | 487,371 | 4,426,873
| Depreciation |  |  |
| At 1 October 2024 | 601,264 | 209,302 | 810,566
| Charge for the year on owned assets | 365,662 | 143,652 | 509,314
| Disposals | (58,089) | (51,889) | (109,978)
| At 30 September 2025 | 908,837 | 301,065 | 1,209,902
| Net book value |  |  |
| At 30 September 2025 | 3,030,665 | 186,306 | 3,216,971
| At 30 September 2024 | 2,742,952 | 260,313 | 3,003,265
Page 25
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
12. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 5,822,599 | 4,254,525
| Other debtors | 14,050,827 | 5,407,817
| Prepayments and accrued income | 2,494,503 | 1,752,044
| Deferred taxation (Note 16) | 195,000 | -
|  | 22,562,929 | 11,414,386
| An impairment loss of £Nil (2024: £Nil) was recognised against trade debtors.
13. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Cash at bank and in hand | 66,371,077 | 81,202,454
14. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 325,848 | 255,215
| Amounts owed to group undertakings | 737,049 | 1,000,467
| Other taxation and social security | 1,190,386 | 142,990
| Other creditors | 33,838 | 41,409
| Accruals and deferred income | 7,571,584 | 9,097,394
|  | 9,858,705 | 10,537,475
| Amounts owed to group undertakings are interest free and due on demand.
15. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Accruals and deferred income | 823,584 | 717,931
Page 26
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
16. | Deferred taxation
|  | 2025 | 2024
|  | £ | £
| At beginning of year | (388,000) | 177,020
| Utilised in year | 583,000 | (565,020)
| At end of year | 195,000 | (388,000)
| The deferred taxation balance is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Accelerated capital allowances | (388,964) | (395,574)
| Tax losses carried forward | 583,964 | -
| Pension provision | - | 7,574
|  | 195,000 | (388,000)
17. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 100 (2024 - 100) Ordinary shares of £1.00 each | 100 | 100
|  | 1 (2024 - 1) Ordinary A share of £1.00 | 1 | 1
|  | 1 (2024 - 1) Ordinary B share of £1.00 | 1 | 1
|  |  | 102 | 102
| All share classes are ranked pari passu in respect of dividend payments with the Ordinary shares of £1 each holding the voting rights.
18. | Capital commitments
| At 30 September 2025 the company had capital commitments as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Contracted for but not provided in these financial statements | - | 810,691
Page 27
FACEPUNCH STUDIOS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2025
19. | Pension commitments
The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund during the year and amounted to £293,065 (2024 - £200,837). Contributions totalling £Nil (2024 - £30,294) were payable to the fund at the reporting date and are included in creditors. There was one director accruing benefits under the pension scheme (2024 - none).
20. | Commitments under operating leases
| At 30 September 2025 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than 1 year | 599,506 | 368,124
| Later than 1 year and not later than 5 years | 2,404,708 | 2,377,978
| Later than 5 years | 1,192,060 | 1,773,304
|  | 4,196,274 | 4,519,406
21. | Related party transactions
| The company has taken advantage of the exemption in FRS 102 (section 33) “Related Party Disclosures” with respect to disclosure of related party transactions with wholly owned group companies. At the reporting date the company owed the directors £Nil (2024 - £11,111) in respect of directors' loan accounts. These amounts are included within creditors and are unsecured, interest free and repayable on demand.
22. | Controlling party
The company is a wholly owned subsidiary of Facepunch Group Ltd, a company incorporated in England & Wales, registered address Facepunch Studios Limited, 8th Floor, 103 Colmore Row, Birmingham, B3 3AG. Facepunch Group Ltd is the parent undertaking of both the largest and smallest group to consolidate their financial statements. Consolidated financial statements are available to the public and can be obtained at Companies House, Crown Way, Cardiff CF14 3UZ. The Ultimate Controlling Party is Mr G J Newman by virtue of his majority shareholding in Facepunch Group Limited.
Page 28