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2023-08-09
2023-08-09
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 9,
2023
Inspired
Entertainment, Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-36689 |
|
47-1025534 |
(State
or other jurisdiction |
|
(Commission
|
|
(IRS
Employer |
of
incorporation) |
|
File
Number) |
|
Identification
No.) |
250
West 57th Street, Suite
415 |
|
|
New
York, New
York |
|
10107 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (646) 565-3861
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common stock, par value
$0.0001 per share |
|
INSE |
|
The NASDAQ Stock Market
LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On
August 9, 2023, Inspired Entertainment, Inc. issued a press release announcing results for the three-month period ended June 30, 2023.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The
information contained in this Current Report on Form 8-K, including the exhibit hereto, shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
August
9, 2023 |
Inspired
Entertainment, Inc. |
|
|
|
|
By: |
/s/
Carys Damon |
|
Name: |
Carys Damon |
|
Title: |
General Counsel |
Exhibit
99.1
INSPIRED
REPORTS SECOND QUARTER 2023 RESULTS
● |
Revenue
of $80.4 million, grew 13% on both a reported and functional currency basis vs. prior year |
|
|
● |
Adjusted
Revenue1, which excludes Low Margin Gaming Hardware Sales, was $76.0 million, up 7% on both a reported and functional
currency basis vs. prior year |
|
|
● |
Segment
revenue growth in all segments, highlighted by increases of 24% in Gaming (6% in Adjusted Revenue), 8% in Virtual Sports and 28%
in Interactive, as measured in functional currency vs. prior year quarter |
|
|
● |
Net
Income of $4.1 million, or $0.14 per diluted share |
|
|
● |
Adjusted
Net Income1of $5.3 million, or $0.18 per diluted share, vs $0.24 per diluted share in prior year quarter |
|
|
● |
Adjusted
EBITDA1 of $26.2 million, constant on a reported basis and up 1% in functional currency vs. prior year quarter, which
includes impact of timing related to certain equipment sales and certain expenses shifting approximately $2 million of Adjusted EBITDA
from the second quarter to the second half of the year |
New
York, New York, August 9, 2023 - Inspired Entertainment, Inc. (“Inspired” or the “Company”) (NASDAQ: INSE),
a leading B2B provider of gaming content, technology, hardware and services, today reported financial results for the three-month period
ended June 30, 2023. The second quarter 2023 results reflect continued double-digit revenue growth in the Company’s aggregate digital
businesses, which comprise the Virtual Sports and Interactive segments, as well as ongoing growth in the Gaming segment and the return
to revenue growth in the Leisure segment. Reported results reflect the relative stability of the GBP versus the USD on a year-over-year
basis (GBP 1.25: USD 1.00 for the three months ended June 30, 2023 as compared to GBP 1.26: USD 1.00 for the three months ended June
30, 2022).
“Revenue
grew in each of our business lines during the second quarter reflecting solid underlying fundamentals. The digital businesses once again
generated record reported quarterly revenue and are steadily contributing a greater proportion of our earnings and cash flow,”
said Lorne Weil, Executive Chairman of Inspired. “Interactive revenue increased 28% year-over-year on a functional currency basis,
posting a quarterly record as we increased our footprint through new customer launches as well as revenue growth from existing customers.
Virtual Sports produced record reported quarterly revenue of $15.0 million with very high conversion to earnings and cash flow, as Adjusted
EBITDA grew faster than revenue. It is also worth mentioning that we successfully negotiated long-term extensions for our Virtual Sports
strategic partnerships with both bet365 and Paddy Power.”
1
“Adjusted Net Revenue,” “Adjusted Net Income” and “Adjusted EBITDA” are non-GAAP financial
measures defined below under “Non-GAAP Financial Measures” and reconciled to the most directly comparable GAAP measures in
the accompanying supplemental table. Adjusted EBITDA Margin is calculated as a percent of Revenue.
Weil
continued, “In our land-based business, recent initiatives both during the quarter and subsequent are expected to add to future
growth. For instance, we are beginning to benefit from the sales of our new Vantage terminals. Through last week with over 40% of the
installations complete, early results indicate an improvement in revenue per machine in the high single digits with potential to reduce
operational costs. In addition, during the quarter we entered into $4.4 million of “low margin” terminal sales, whereby product
sold today will secure longer term recurring revenue streams utilizing an asset-light model. We anticipate additional sales of this nature
during the second half of the year.”
Weil
added, “We have an exciting pipeline of new products and further enhancements across our businesses. Most significant is that we
are on target to deliver our new National Football League (NFL) product in time for the start of the upcoming season. We continue to
be very excited about the potential of our offering and the experience the product will deliver to NFL fans globally. In both Virtual
Sports and Interactive, we remain more convinced than ever that we are in the early stages of an expanding global opportunity.”
Weil
concluded, “The long-term fundamentals and health of the business remain very strong. We are optimistic about the compelling growth
dynamics in our digital markets as a wider audience engages with online betting and gaming and new jurisdictions continue to open up.
Combined with a resilient land-based business and retail customer base, our diversification and proven ability to expand our business
will enable us to deliver further progress against our omni-channel strategy combining our high-margin, capital efficient digital businesses
with our steady land-based businesses.”
Results
for the Three Months ended June 30, 2023
● |
Total
Revenue of $80.4 million for the three months ended June 30, 2023 compared to $71.3 million for same three-month period a year ago,
was an increase of 13% on a reported2 and functional currency basis. Total Revenue excluding Low Margin Gaming Hardware Sales
was $76.0 million, an increase of 7% on both a reported and functional currency basis. Results included revenue increases in all segments,
led by the Gaming, Virtual Sports, and Interactive segments. |
|
○ |
Gaming
Revenue of $31.5 million increased 24% year-over-year on a reported and functional currency basis from the prior year quarter.
Gaming Revenue excluding Low Margin Gaming Hardware Sales was $27.1 million, an increase of 6% on a reported and functional currency
basis, primarily driven by an increase in UK Product Revenue as well as an increase in North America and UK Service Revenue, partially
offset by lower revenue from Greece driven by the reduction of long-term license revenue due to the expiration of software licenses
for terminals installed in 2018. |
|
|
|
|
○ |
Virtual
Sports Revenue of $15.0 million increased 7% year-over-year on a reported basis (+8% on a functional currency basis), driven
by growth from existing online customers and an increase in Retail Virtuals. |
2
Reported income statement results assume GBP:USD exchange rate was GBP 1.25: USD 1.00 for the three months ended June 30, 2023
and GBP 1.26: USD 1.00 for the three months ended June 30, 2022.
|
○ |
Interactive
Revenue of $7.4 million increased 28% year-over-year on a reported and functional currency basis, with growth principally driven
by growth within our existing customer base in the U.K., U.S. and Canada due to the steady introduction of new content and an increase
in exclusive deals with tier-one customers as well as new customer launches. |
|
|
|
|
○ |
Leisure
Revenue of $26.5 million increased 2% year-over-year on a reported and functional currency basis, predominantly due to an increase
in Holiday Parks revenue of $1.1 million due to the addition of new holiday parks, partly offset by a decline in Pubs revenue of
$0.5 million. This decline was primarily due to the structured withdrawal of non-core low-margin amusement and prize vend machines
as recognized in the third quarter of 2022 in the Pubs sector, as well as the reduction in the number of gaming machines. |
● |
Net
Income of $4.1 million, or $0.14 per diluted share, compared to net income of $7.2 million, or $0.25 per diluted share, in the
prior year quarter primarily due to increases in selling, general and administrative expenses, depreciation and amortization expense,
interest expense (primarily due to foreign exchange movements on bank accounts) and income tax expense. |
|
|
● |
Adjusted
Net Income of $5.3 million, or $0.18 per diluted share, compared to adjusted net income of $6.9 million, or $0.24 per diluted
share, in the prior year quarter. |
|
|
● |
Adjusted
EBITDA of $26.2 million was constant year-over-year on a reported basis (+1% on a functional currency basis). The Company’s
aggregate digital business, which includes Virtual Sports and Interactive, generated 57% of Adjusted EBITDA contribution3
compared to 51% in the prior year quarter. Current year results reflect the inflationary impact of $0.6 million due to the
government-mandated wage increases in the UK and the pull-forward of $0.8 million of certain recurring expenses into the second quarter
this year versus the second half last year. |
|
|
● |
Adjusted
EBITDA Margin was 33%, compared to 37% in the prior year quarter. Adjusted EBITDA Margin excluding Low Margin Gaming Hardware
Income was 34%. The decline in margin was primarily due to an increase in non-staff costs of $1.5 million due to phasing of audit
fees, an increase in insurance and informational technology costs and additional legal fees, as well as an increase in staff costs
of $1.3 million, driven by an increase in Leisure staff costs. |
3
Aggregate digital business Adjusted EBITDA contribution is calculated using the sum of the Virtual Sports and Interactive segment-level
Adjusted EBITDA deducted by an allocated corporate expense pro-rated by the segment revenue contribution as a percent of Total Revenue.
The Company’s definition may not be comparable to measures of other companies. See supplemental table below.
Summary
of Second Quarter 2023 Segment Financial Results
(unaudited)
| |
Three
Months Ended June
30, | | |
Reported
Variance | | |
Currency
Movement 20232 | | |
Functional
Currency Variance | |
(In
$ millions) | |
2023 | | |
2022 | | |
% | | |
$ | | |
% | |
Total
Revenue | |
| | | |
| | | |
| | | |
| | | |
| | |
Gaming
(excl. Low Margin Gaming Hardware Sales) | |
$ | 27.1 | | |
$ | 25.5 | | |
| 6 | % | |
$ | (0.1 | ) | |
| 6 | % |
Virtual
Sports | |
| 15.0 | | |
| 14.0 | | |
| 7 | % | |
| (0.1 | ) | |
| 8 | % |
Interactive | |
| 7.4 | | |
| 5.8 | | |
| 28 | % | |
| (0.0 | ) | |
| 28 | % |
Leisure | |
| 26.5 | | |
| 26.0 | | |
| 2 | % | |
| (0.1 | ) | |
| 2 | % |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Total
Company Revenue (excl. Low Margin Gaming Hardware Sales) | |
$ | 76.0 | | |
$ | 71.3 | | |
| 7 | % | |
$ | (0.3 | ) | |
| 7 | % |
Low
Margin Gaming Hardware Sales | |
| 4.4 | | |
| - | | |
| NM3 | | |
| NM3 | | |
| NM3 | |
Total
Company Revenue (incl. Low Margin Gaming Hardware Sales) | |
$ | 80.4 | | |
$ | 71.3 | | |
| 13 | % | |
$ | (0.3 | ) | |
| 13 | % |
Net operating income | |
| 12.4 | | |
| 13.1 | | |
| (5 | )% | |
| (0.0 | ) | |
| (5 | )% |
Net income | |
| 4.1 | | |
| 7.2 | | |
| (43 | )% | |
| (0.1 | ) | |
| (42 | )% |
Net income per basic share | |
$ | 0.16 | | |
$ | 0.27 | | |
| (42 | )% | |
| NM3 | | |
| (43 | )% |
Net income per diluted share | |
$ | 0.14 | | |
$ | 0.25 | | |
| (43 | )% | |
| NM3 | | |
| (43 | )% |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Non-GAAP
Financial Measures | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA1 | |
| | | |
| | | |
| | | |
| | | |
| | |
Gaming | |
$ | 9.7 | | |
$ | 9.5 | | |
| 2 | % | |
$ | 0.1 | | |
| 3 | % |
Virtual
Sports | |
| 13.1 | | |
| 12.0 | | |
| 9 | % | |
| (0.2 | ) | |
| 11 | % |
Interactive | |
| 4.0 | | |
| 3.1 | | |
| 29 | % | |
| 0.0 | | |
| 28 | % |
Leisure | |
| 6.5 | | |
| 7.7 | | |
| (16 | )% | |
| (0.2 | ) | |
| (18 | )% |
Corporate | |
| (7.1 | ) | |
| (6.2 | ) | |
| (15 | )% | |
| (0.1 | ) | |
| (12 | )% |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Total
Company Adjusted EBITDA1 | |
$ | 26.2 | | |
$ | 26.1 | | |
| 0 | % | |
$ | (0.2 | ) | |
| 1 | % |
Adjusted
EBITDA Margin (excl. Low Margin Gaming Hardware Sales)1 | |
| 34 | % | |
| 37 | % | |
| | | |
| | | |
| | |
Adjusted net income | |
$ | 5.3 | | |
| 6.9 | | |
| (23 | )% | |
| (0.0 | ) | |
| (22 | )% |
Adjusted
net income per diluted share | |
$ | 0.18 | | |
$ | 0.24 | | |
| (22 | )% | |
| NM3 | | |
| (22 | )% |
1
Reconciliation to US GAAP shown below.
2
Currency movement calculated by translating 2023 and 2022 performances at 2022 exchange rates.
3
Percentage/dollar change is not meaningful.
Recent
Highlights
Virtual
Sports
● |
Contracts
– Inspired signed the following contracts in the second quarter 2023: |
|
○ |
Long-term
contract extensions as the provider of Virtual Sports products with prominent online B2C operators Paddy Power and bet365. |
|
|
|
|
○ |
Launched
Virtual Sports in Turkey under the brand Milli Piyango in partnership with Sisal Sans. |
● |
Content
– During the second quarter, the Company successfully launched the following: |
|
○ |
Introduced
Re-Play eSports™ featuring Counter-Strike™: Global Offensive in partnership with GRID, a game data platform specialized
in providing in-game data solutions for the eSports and gaming industry to new and existing customers. |
|
|
|
|
○ |
Netherlands
Lottery went live with Soccer, Cricket, Darts, Basketball, and American Football Virtual events, all streamed via the Company’s
streaming platform. |
Interactive
|
○ |
Launched
premium iGaming content with Caesars Sportsbook & Casino in Pennsylvania and FanDuel in Michigan and Pennsylvania. |
|
|
|
|
○ |
Went
live with nine new operators during the second quarter including Soaring Eagle in Michigan, Eurobet in Italy and DAZN Bet in the
United Kingdom. Year-to-date, the Company has a net increase of sixteen new operators. |
|
○ |
Released
Gold Cash Freespin Megaways™. |
|
|
|
|
○ |
Released
1001 Arabian Nights™. |
|
|
|
|
○ |
Launched
operator-branded exclusive Big William Hill Fortune™ online title. |
Gaming
● |
Commenced
installation of “Vantage®” terminals – Completed trial period and installed over 950 new “Vantage®”
terminals into venues of three major customers, with a total of 6,500 expected to be live by the fourth quarter. |
|
|
● |
Announced
the Launch of New VLT System for Codere in Partnership with Cristaltec – In partnership with Cristaltec S.p.A. (“Cristaltec”),
a leader in design, production and distribution of games and devices for the amusement with prize sector in Italy, the Company announced
the installation of the new Cristaltec VLT cabinets running on Inspired’s platform in Codere, a leading Spanish multinational
company in the private gaming sector across Europe and Latin America. Codere is the seventh concessionaire to adopt Inspired’s
platform in Italy. |
Leisure
● |
Pubs
and Holiday Parks Contracts Renewed and Extended – |
|
○ |
Signed
a renewal five-year contract with our largest customer, JD Wetherspoon for the supply of over 2,000 Category C gaming machines and
a three-year agreement with Whitbread, strengthening our position in the Pubs sector. |
|
|
|
|
○ |
Executed
a two-year extension with holiday park Center Parcs and signed a new three-year agreement with holiday park Verdant, supporting our
continued partnership. |
● |
Commenced
the technical trial of our brand-new Vantage Category C cabinet in the pubs market. |
Revision
of Prior Period Results
The
Company has provisionally concluded that certain completed software development projects were, but should not have been, delayed in the
shift from work in progress to completed projects. Consequently, the commencement of amortization for certain projects was delayed and
the reported amortization was lower than the actual amortization.
While
we do not provisionally believe that any individual prior period was materially misstated, we do believe that an out of period correction
in the three months ended June 30, 2023, could be viewed as such, and have therefore revised prior periods.
The
following table summarizes the effect of the revision to the Company’s financial statements.
Period | |
Depreciation
and Amortization, as Previously Reported ($’m) | | |
Adjustment ($’m) | | |
As Revised ($’m) | |
Quarter Ended March 31, 2022 | |
| 10.1 | | |
| 0.3 | | |
| 10.4 | |
Quarter Ended June 30, 2022 | |
| 9.8 | | |
| 0.3 | | |
| 10.1 | |
Quarter Ended September 30, 2022 | |
| 8.8 | | |
| 0.2 | | |
| 9.0 | |
Quarter Ended December 31, 2022 | |
| 8.9 | | |
| 0.3 | | |
| 9.2 | |
| |
| | | |
| | | |
| | |
Year Ended December 31, 2022 | |
| 37.6 | | |
| 1.1 | | |
| 38.7 | |
Of
the total adjustment, the split between segments was Gaming 44%, Virtual Sports 23%, Interactive 23%, Leisure 4% and Corporate 6%.
There
is no change to the non-GAAP metric Adjusted EBITDA as a result of these non-cash revisions.
These
numbers are subject to change.
Non-GAAP
Financial Measures
We
use non-GAAP financial measures, including Adjusted EBITDA, to analyze our operating performance. We use these financial measures to
manage our business on a day-to-day basis. We believe that these measures are also commonly used in our industry to measure performance.
For these reasons, we believe that these non-GAAP financial measures provide expanded insight into our business, in addition to standard
U.S. GAAP financial measures. There are no uniform rules for defining and using non-GAAP financial measures, and as a result the measures
we use may not be comparable to measures used by other companies, even if they have similar labels. The presentation of non-GAAP financial
information should not be considered in isolation from, as a substitute for, or superior to, financial information prepared and presented
in accordance with U.S. GAAP. You should consider our non-GAAP financial measures in conjunction with our U.S. GAAP financial statements.
We
define our non-GAAP financial measures as follows:
EBITDA
is defined as net loss excluding depreciation and amortization, interest expense, interest income and income tax expense.
Adjusted
EBITDA is defined as net income (loss) excluding depreciation and amortization, interest expense, interest income and income
tax expense, and other additional exclusions and adjustments. Such additional excluded amounts include stock-based compensation
U.S. GAAP charges where the associated liability is expected to be settled in stock, and changes in the value of earnout liabilities
and income and expenditure in relation to legacy portions of the business (being those portions where trading no longer occurs) including
closed defined benefit pension schemes. Additional adjustments are made for items considered outside the normal course of business, including
(1) restructuring costs, which include charges attributable to employee severance, management changes, restructuring, dual running costs,
costs related to facility closures and integration costs, (2) merger and acquisition costs and (3) gains or losses not in the ordinary
course of business.
We
believe Adjusted EBITDA, when considered along with other performance measures, is a particularly useful performance measure, because
it focuses on certain operating drivers of the business, including sales growth, operating costs, selling and administrative expense
and other operating income and expense. We believe Adjusted EBITDA can provide a more complete understanding of our operating results
and the trends to which we are subject, and an enhanced overall understanding of our financial performance and prospects for the future.
Adjusted EBITDA is not intended to be a measure of liquidity or cash flows from operations or a measure comparable to net income or loss,
because it does not take into account certain aspects of our operating performance (for example, it excludes non-recurring gains and
losses which are not deemed to be a normal part of underlying business activities). Our use of Adjusted EBITDA may not be comparable
to the use by other companies of similarly termed measures. Management compensates for these limitations by using Adjusted EBITDA as
only one of several measures for evaluating our operating performance. In addition, capital expenditures, which affect depreciation and
amortization, interest expense, and income tax benefit (expense), are evaluated separately by management.
Adjusted
Revenue (Revenue Excluding Low Margin Gaming Hardware Sales) is defined as revenue excluding hardware sales that are sold at
low margin with the intention of securing longer term recurring revenue streams.
Adjusted
Net Income is defined as net income (loss) excluding the effects of certain exclusions and adjustments. Such excluded amounts
include income and expenditure in relation to legacy portions of the business (being those portions where trading no longer occurs) including
closed defined benefit pension schemes. Additional adjustments are made for items considered outside the normal course of business, including
(1) restructuring costs, which include charges attributable to employee severance, management changes, restructuring, dual running costs,
costs related to facility closures and integration costs, (2) merger and acquisition costs and (3) gains or losses not in the ordinary
course of business. These items have been adjusted to reflect the tax impact from excluding them from net income (loss).
Adjusted
Net Income per diluted share is computed by dividing the Adjusted Net Income by the weighted average number of common shares
outstanding during the period, including the effects of any potentially dilutive securities, including RSUs, using the treasury stock
method, and convertible debt or convertible preferred stock, using the if-converted method, unless the inclusion would be anti-dilutive.
Functional
Currency at Constant rate. Currency impacts shown have been calculated as the current-period average GBP:USD rate less the equivalent
average rate in the prior year quarter, multiplied by the current period amount in our functional currency (GBP). The remaining difference,
referred to as functional currency at constant rate, is calculated as the difference in our functional currency, multiplied by the prior
year quarter average GBP: USD rate, as a proxy for functional currency at constant rate movement.
Currency
Movement represents the difference between the results in our reporting currency (USD) and the results on a functional currency
at constant rate basis.
Reconciliations
from net loss, as shown in our Consolidated Statements of Operations and Comprehensive Loss, to Adjusted EBITDA are shown below.
Conference
Call and Webcast
Inspired
management will host a conference call and simultaneous webcast at 8:00 a.m. ET / 1:00 p.m. UK on Wednesday, August 9, 2023 to discuss
the financial results and general business trends.
Telephone:
The dial-in number to access the call live is 1-888-550-5864 (US) or 1-646-960-0275 (International). Participants should ask
to be joined into the Inspired Entertainment call.
Webcast:
A live audio-only webcast of the call can be accessed through the “Events and Presentations” page of the Company’s
website at www.inseinc.com under the Investors link. Please follow the registration prompts.
Replay:
A replay of the webcast will be available on the Company’s website at www.inseinc.com.
About
Inspired Entertainment, Inc.
Inspired
offers an expanding portfolio of content, technology, hardware and services for regulated gaming, betting, lottery, social and leisure
operators across retail and mobile channels around the world. The Company’s gaming, virtual sports, interactive and leisure products
appeal to a wide variety of players, creating new opportunities for operators to grow their revenue. The Company operates in approximately
35 jurisdictions worldwide, supplying gaming systems with associated terminals and content for approximately 50,000 gaming machines located
in betting shops, pubs, gaming halls and other route operations; virtual sports products through more than 32,000 retail venues and various
online websites; interactive games for 170+ websites; and a variety of amusement entertainment solutions with a total installed base
of more than 16,000 terminals. Additional information can be found at www.inseinc.com.
Forward-Looking
Statements
This
news release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the
U.S. Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding our ability to bring certain
of our products to customers in the various markets in which we operate and execute on our strategic plan, statements regarding expectations
with respect to potential new customers and statements regarding our anticipated financial performance. Forward-looking statements may
be identified by the use of words such as “anticipate,” “believe,” “continue,” “expect,”
“estimate,” “plan,” “will,” “would” and “project” and other similar expressions
that indicate future events or trends or are not statements of historical matters. These statements are based on Inspired management’s
current expectations and beliefs, as well as a number of assumptions concerning future events.
Forward-looking
statements are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside
of Inspired’s control and all of which could cause actual results to differ materially from the results discussed in the forward-looking
statements. Accordingly, forward-looking statements should not be relied upon as representing Inspired’s views as of any subsequent
date. You are advised to review carefully the “Risk Factors” section of Inspired’s annual report on Form 10-K for the
fiscal year ended December 31, 2022, and subsequent quarterly reports on Form 10-Q, which are available, free of charge, on the U.S.
Securities and Exchange Commission’s website at www.sec.gov. Inspired does not undertake any obligation to update forward-looking
statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or
otherwise, except as required by law.
Contact:
For
Investors
IR@inseinc.com
+1
(646) 277-1285
For
Press and Sales
inspiredsales@inseinc.com
INSPIRED
ENTERTAINMENT, INC. AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in
millions, except share data)
(Unaudited)
| |
Three
Months Ended June 30, | | |
Six
Months Ended June 30, | |
| |
2023 | | |
2022 | | |
2023 | | |
2022 | |
Revenue: | |
| | | |
| | | |
| | | |
| | |
Service | |
$ | 68.1 | | |
$ | 64.8 | | |
$ | 126.4 | | |
$ | 121.8 | |
Product
sales | |
| 12.3 | | |
| 6.5 | | |
| 20.0 | | |
| 10.1 | |
Total
revenue | |
| 80.4 | | |
| 71.3 | | |
| 146.4 | | |
| 131.9 | |
| |
| | | |
| | | |
| | | |
| | |
Cost of sales: | |
| | | |
| | | |
| | | |
| | |
Cost of service (1) | |
| (13.4 | ) | |
| (11.7 | ) | |
| (24.3 | ) | |
| (23.5 | ) |
Cost of
product sales (1) | |
| (9.8 | ) | |
| (4.4 | ) | |
| (15.6 | ) | |
| (6.5 | ) |
Selling, general and administrative
expenses | |
| (34.4 | ) | |
| (31.9 | ) | |
| (68.7 | ) | |
| (61.5 | ) |
Acquisition and integration
related transaction expenses | |
| — | | |
| (0.1 | ) | |
| — | | |
| (0.2 | ) |
Depreciation
and amortization | |
| (10.4 | ) | |
| (10.1 | ) | |
| (19.3 | ) | |
| (20.5 | ) |
Net
operating income | |
| 12.4 | | |
| 13.1 | | |
| 18.5 | | |
| 19.7 | |
| |
| | | |
| | | |
| | | |
| | |
Other expense | |
| | | |
| | | |
| | | |
| | |
Interest expense, net | |
| (7.3 | ) | |
| (6.0 | ) | |
| (13.6 | ) | |
| (12.5 | ) |
Gain on disposal of business | |
| — | | |
| — | | |
| — | | |
| 0.9 | |
Other
finance income | |
| 0.1 | | |
| 0.3 | | |
| 0.2 | | |
| 0.6 | |
| |
| | | |
| | | |
| | | |
| | |
Total
other expense, net | |
| (7.2 | ) | |
| (5.7 | ) | |
| (13.4 | ) | |
| (11.0 | ) |
| |
| | | |
| | | |
| | | |
| | |
Net
income before income taxes | |
| 5.2 | | |
| 7.4 | | |
| 5.1 | | |
| 8.7 | |
Income
tax (expense) benefit | |
| (1.1 | ) | |
| (0.2 | ) | |
| (1.2 | ) | |
| (0.3 | ) |
Net
income | |
| 4.1 | | |
| 7.2 | | |
| 3.9 | | |
| 8.4 | |
| |
| | | |
| | | |
| | | |
| | |
Other comprehensive
income: | |
| | | |
| | | |
| | | |
| | |
Foreign currency translation
(loss) gain | |
| (1.6 | ) | |
| 5.8 | | |
| (3.3 | ) | |
| 8.2 | |
Reclassification of loss on
hedging instrument to comprehensive income | |
| 0.1 | | |
| 0.2 | | |
| 0.3 | | |
| 0.4 | |
Actuarial
(losses) gains on pension plan | |
| (0.3 | ) | |
| 2.6 | | |
| 1.7 | | |
| 3.3 | |
Other
comprehensive (loss) income | |
| (1.8 | ) | |
| 8.6 | | |
| (1.3 | ) | |
| 11.9 | |
| |
| | | |
| | | |
| | | |
| | |
Comprehensive
income | |
$ | 2.3 | | |
$ | 15.8 | | |
$ | 2.6 | | |
$ | 20.3 | |
| |
| | | |
| | | |
| | | |
| | |
Net
income per common share – basic | |
$ | 0.16 | | |
$ | 0.27 | | |
$ | 0.15 | | |
$ | 0.31 | |
Net
income per common share - diluted | |
$ | 0.14 | | |
$ | 0.25 | | |
$ | 0.13 | | |
$ | 0.29 | |
| |
| | | |
| | | |
| | | |
| | |
Weighted
average number of shares outstanding during the period – basic | |
| 26,267,215 | | |
| 26,826,014 | | |
| 26,211,589 | | |
| 26,838,339 | |
Weighted
average number of shares outstanding during the period – diluted | |
| 29,041,781 | | |
| 29,262,690 | | |
| 28,992,987 | | |
| 29,375,570 | |
| |
| | | |
| | | |
| | | |
| | |
Supplemental
disclosure of stock-based compensation expense | |
| | | |
| | | |
| | | |
| | |
Stock-based compensation included
in: | |
| | | |
| | | |
| | | |
| | |
Selling, general and administrative
expenses | |
$ | (3.2 | ) | |
$ | (2.6 | ) | |
$ | (6.1 | ) | |
$ | (5.4 | ) |
(1) |
Excluding
depreciation and amortization |
INSPIRED
ENTERTAINMENT, INC. AND SUBSIDIARIES
CONDENSED
CONSOLIDATED BALANCE SHEETS
(in
millions, except share data)
| |
June
30, 2023 | | |
December
31, 2022 | |
| |
(Unaudited) | | |
| |
Assets | |
| | | |
| | |
Cash | |
$ | 42.1 | | |
$ | 25.0 | |
Accounts receivable, net | |
| 39.1 | | |
| 40.5 | |
Inventory | |
| 48.0 | | |
| 31.0 | |
Prepaid
expenses and other current assets | |
| 32.6 | | |
| 32.1 | |
Total
current assets | |
| 161.8 | | |
| 128.6 | |
| |
| | | |
| | |
Property and equipment, net | |
| 48.2 | | |
| 44.7 | |
Software development costs,
net | |
| 39.2 | | |
| 34.8 | |
Other acquired intangible
assets subject to amortization, net | |
| 14.7 | | |
| 14.7 | |
Goodwill | |
| 78.0 | | |
| 73.9 | |
Operating lease right of use
asset | |
| 7.7 | | |
| 8.3 | |
Other
assets | |
| 3.9 | | |
| 3.4 | |
Total
assets | |
$ | 353.5 | | |
$ | 308.4 | |
| |
| | | |
| | |
Liabilities
and Stockholders’ Deficit | |
| | | |
| | |
Current
liabilities | |
| | | |
| | |
Accounts payable and accrued
expenses | |
$ | 47.5 | | |
$ | 54.2 | |
Corporate tax and other current
taxes payable | |
| 12.1 | | |
| 9.3 | |
Deferred revenue, current | |
| 31.1 | | |
| 4.8 | |
Operating lease liabilities | |
| 2.9 | | |
| 2.8 | |
Other
current liabilities | |
| 3.8 | | |
| 3.6 | |
Total
current liabilities | |
| 97.4 | | |
| 74.7 | |
| |
| | | |
| | |
Long-term debt | |
| 294.0 | | |
| 277.6 | |
Finance lease liabilities,
net of current portion | |
| 1.9 | | |
| 1.2 | |
Deferred revenue, net of current
portion | |
| 2.8 | | |
| 3.7 | |
Operating lease liabilities | |
| 5.3 | | |
| 5.9 | |
Other
long-term liabilities | |
| 2.4 | | |
| 4.0 | |
Total
liabilities | |
| 403.8 | | |
| 367.1 | |
| |
| | | |
| | |
Commitments
and contingencies | |
| | | |
| | |
| |
| | | |
| | |
Stockholders’
deficit | |
| | | |
| | |
Preferred stock; $0.0001 par value; 1,000,000 shares
authorized | |
| — | | |
| — | |
Common stock; $0.0001 par
value; 49,000,000 shares authorized; 26,263,421 shares and 25,909,516 shares issued and outstanding at June 30, 2023 and December
31, 2022, respectively | |
| — | | |
| — | |
Additional paid in capital | |
| 384.1 | | |
| 378.2 | |
Accumulated other comprehensive
income | |
| 45.1 | | |
| 46.4 | |
Accumulated
deficit | |
| (479.5 | ) | |
| (483.3 | ) |
Total
stockholders’ deficit | |
| (50.3 | ) | |
| (58.7 | ) |
Total
liabilities and stockholders’ deficit | |
$ | 353.5 | | |
$ | 308.4 | |
INSPIRED
ENTERTAINMENT, INC. AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in
millions)
(Unaudited)
| |
Six
Months Ended June 30, | |
| |
2023 | | |
2022 | |
Cash flows
from operating activities: | |
| | | |
| | |
Net income | |
$ | 3.9 | | |
$ | 8.4 | |
Adjustments to reconcile net
income to net cash provided by operating activities: | |
| | | |
| | |
Depreciation
and amortization | |
| 19.3 | | |
| 20.5 | |
Amortization
of right of use asset | |
| 1.2 | | |
| 1.4 | |
Stock-based
compensation expense | |
| 6.1 | | |
| 5.4 | |
Reclassification
of loss on hedging instrument to comprehensive income | |
| 0.3 | | |
| 0.4 | |
Non-cash
interest expense relating to senior debt | |
| 1.0 | | |
| 0.8 | |
Changes
in assets and liabilities: | |
| | | |
| | |
Accounts
receivable | |
| 3.3 | | |
| (0.1 | ) |
Inventory | |
| (15.0 | ) | |
| (10.4 | ) |
Prepaid
expenses and other assets | |
| 2.9 | | |
| 2.3 | |
Corporate
tax and other current taxes payable | |
| 1.0 | | |
| (6.5 | ) |
Accounts
payable and accrued expenses | |
| (9.8 | ) | |
| (1.5 | ) |
Deferred
revenues and customer prepayment | |
| 24.6 | | |
| (2.2 | ) |
Operating
lease liabilities | |
| (1.2 | ) | |
| (1.2 | ) |
Other
long-term liabilities | |
| (0.1 | ) | |
| (1.4 | ) |
Net
cash provided by operating activities | |
| 37.5 | | |
| 15.9 | |
| |
| | | |
| | |
Cash flows
from investing activities: | |
| | | |
| | |
Purchases of property and
equipment | |
| (9.3 | ) | |
| (11.5 | ) |
Acquisition of subsidiary
company assets | |
| — | | |
| (0.6 | ) |
Acquisition of third-party
company trade and assets | |
| (0.6 | ) | |
| — | |
Purchases
of capital software | |
| (10.7 | ) | |
| (9.9 | ) |
Net
cash used in investing activities | |
| (20.6 | ) | |
| (22.0 | ) |
| |
| | | |
| | |
Cash flows
from financing activities: | |
| | | |
| | |
Repurchase of common stock | |
| (0.1 | ) | |
| (5.1 | ) |
Repayments
of finance leases | |
| (0.7 | ) | |
| (0.3 | ) |
Net
cash used in financing activities | |
| (0.8 | ) | |
| (5.4 | ) |
| |
| | | |
| | |
Effect
of exchange rate changes on cash | |
| 1.0 | | |
| (4.5 | ) |
Net increase
(decrease) in cash | |
| 17.1 | | |
| (16.0 | ) |
Cash, beginning of period | |
| 25.0 | | |
| 47.8 | |
Cash,
end of period | |
$ | 42.1 | | |
$ | 31.8 | |
| |
| | | |
| | |
Supplemental
cash flow disclosures | |
| | | |
| | |
Cash paid during the period
for interest | |
$ | 11.9 | | |
$ | 11.7 | |
Cash paid during the period
for income taxes | |
$ | 4.5 | | |
$ | 0.1 | |
Cash paid during the period
for operating leases | |
$ | 1.7 | | |
$ | 1.9 | |
| |
| | | |
| | |
Supplemental
disclosure of non-cash investing and financing activities | |
| | | |
| | |
Lease liabilities arising
from obtaining right of use assets | |
$ | 0.2 | | |
$ | — | |
Additional paid in capital
from settlement of RSUs | |
$ | (0.2 | ) | |
$ | (0.2 | ) |
Property and equipment acquired
through finance lease | |
$ | 1.2 | | |
$ | — | |
Property and equipment transferred
to inventory | |
$ | — | | |
$ | 0.8 | |
INSPIRED
ENTERTAINMENT, INC. AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENT OF OPERATIONS
RECONCILIATION
OF NON-GAAP FINANCIAL MEASURES
(Unaudited)
ADJUSTED
EBITDA RECONCILIATION
(Unaudited)
| |
For
the Three-Month Period ended | | |
For
the Six-Month Period ended | |
| |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
(In
millions) | |
Jun
30, 2023 | | |
Jun
30, 2022 | | |
Jun
30, 2023 | | |
Jun
30, 2022 | |
Net income | |
$ | 4.1 | | |
$ | 7.2 | | |
$ | 3.9 | | |
$ | 8.4 | |
Items Relating
to Discontinued Activities: | |
| | | |
| | | |
| | | |
| | |
Pension
charges | |
| 0.2 | | |
| 0.3 | | |
| 0.5 | | |
| 0.4 | |
| |
| | | |
| | | |
| | | |
| | |
Items outside
the normal course of business: | |
| | | |
| | | |
| | | |
| | |
Acquisition
and integration related transaction expenses | |
| — | | |
| 0.1 | | |
| — | | |
| 0.2 | |
Costs
of group restructure | |
| — | | |
| — | | |
| 3.0 | | |
| — | |
Gain on
disposal of business | |
| — | | |
| — | | |
| — | | |
| (0.9 | ) |
| |
| | | |
| | | |
| | | |
| | |
Stock-based compensation expense | |
| 3.2 | | |
| 2.6 | | |
| 6.1 | | |
| 5.4 | |
Depreciation and amortization | |
| 10.4 | | |
| 10.1 | | |
| 19.3 | | |
| 20.5 | |
Interest expense, net | |
| 7.3 | | |
| 6.0 | | |
| 13.6 | | |
| 12.5 | |
Other finance income | |
| (0.1 | ) | |
| (0.3 | ) | |
| (0.2 | ) | |
| (0.6 | ) |
Income
tax | |
| 1.1 | | |
| 0.2 | | |
| 1.2 | | |
| 0.3 | |
Adjusted
EBITDA | |
$ | 26.2 | | |
$ | 26.1 | | |
$ | 47.4 | | |
$ | 46.2 | |
| |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
£ | 20.9 | | |
£ | 20.7 | | |
£ | 38.3 | | |
£ | 35.7 | |
| |
| | | |
| | | |
| | | |
| | |
Exchange
Rate - $ to £ | |
| 1.25 | | |
| 1.26 | | |
| 1.24 | | |
| 1.29 | |
ADJUSTED
EBITDA RECONCILIATION BY SEGMENT
(Unaudited)
Three
Months Ended June 30, 2023
| |
Gaming | | |
Virtual Sports | | |
Interactive | | |
Leisure | | |
Corporate | | |
Total | |
(In millions) | |
| | |
| | |
| | |
| | |
| | |
| |
Net income (loss) | |
$ | 5.4 | | |
$ | 12.0 | | |
$ | 2.6 | | |
$ | 3.1 | | |
$ | (19.0 | ) | |
$ | 4.1 | |
Items Relating
to Discontinued Activities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Pension
charges | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.2 | | |
| 0.2 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock-based compensation expense | |
| 0.4 | | |
| 0.2 | | |
| 0.1 | | |
| 0.4 | | |
| 2.1 | | |
| 3.2 | |
Depreciation and amortization | |
| 3.9 | | |
| 0.9 | | |
| 1.3 | | |
| 3.0 | | |
| 1.3 | | |
| 10.4 | |
Interest expense, net | |
| — | | |
| — | | |
| — | | |
| — | | |
| 7.3 | | |
| 7.3 | |
Other finance income | |
| — | | |
| — | | |
| — | | |
| — | | |
| (0.1 | ) | |
| (0.1 | ) |
Income
tax | |
| — | | |
| — | | |
| — | | |
| — | | |
| 1.1 | | |
| 1.1 | |
Adjusted
EBITDA | |
$ | 9.7 | | |
$ | 13.1 | | |
$ | 4.0 | | |
$ | 6.5 | | |
$ | (7.1 | ) | |
$ | 26.2 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
£ | 7.7 | | |
£ | 10.5 | | |
£ | 3.2 | | |
£ | 5.1 | | |
£ | (5.6 | ) | |
£ | 20.9 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange
rate - $ to £ | |
| | | |
| | | |
| | | |
| | | |
| | | |
| 1.25 | |
Three
Months Ended June 30, 2022
| |
Gaming | | |
Virtual Sports | | |
Interactive | | |
Leisure | | |
Corporate | | |
Total | |
(In millions) | |
| | |
| | |
| | |
| | |
| | |
| |
Net income (loss) | |
$ | 4.6 | | |
$ | 11.1 | | |
$ | 2.2 | | |
$ | 4.1 | | |
$ | (14.8 | ) | |
$ | 7.2 | |
Items Relating
to Discontinued Activities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Pension
charges | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.3 | | |
| 0.3 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Items outside
the normal course of business: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Acquisition
and integration related transaction expenses | |
| 0.1 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.1 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock-based compensation expense | |
| 0.3 | | |
| 0.2 | | |
| 0.2 | | |
| 0.1 | | |
| 1.8 | | |
| 2.6 | |
Depreciation and amortization | |
| 4.5 | | |
| 0.7 | | |
| 0.7 | | |
| 3.5 | | |
| 0.7 | | |
| 10.1 | |
Interest expense, net | |
| — | | |
| — | | |
| — | | |
| — | | |
| 6.0 | | |
| 6.0 | |
Other finance income | |
| — | | |
| — | | |
| — | | |
| — | | |
| (0.3 | ) | |
| (0.3 | ) |
Income
tax | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.2 | | |
| 0.2 | |
Adjusted
EBITDA | |
$ | 9.5 | | |
$ | 12.0 | | |
$ | 3.1 | | |
$ | 7.7 | | |
$ | (6.2 | ) | |
$ | 26.1 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
£ | 7.5 | | |
£ | 9.5 | | |
£ | 2.5 | | |
£ | 6.2 | | |
£ | (5.0 | ) | |
£ | 20.7 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange
rate - $ to £ | |
| | | |
| | | |
| | | |
| | | |
| | | |
| 1.26 | |
Six
Months Ended June 30, 2023
| |
Gaming | | |
Virtual Sports | | |
Interactive | | |
Leisure | | |
Corporate | | |
Total | |
(In millions) | |
| | |
| | |
| | |
| | |
| | |
| |
Net income (loss) | |
$ | 10.5 | | |
$ | 23.9 | | |
$ | 4.7 | | |
$ | 1.4 | | |
$ | (36.6 | ) | |
$ | 3.9 | |
Items Relating
to Discontinued Activities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Pension
charges | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.5 | | |
| 0.5 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Items outside
the normal course of business: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Costs
of group restructure | |
| — | | |
| — | | |
| — | | |
| — | | |
| 3.0 | | |
| 3.0 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock-based compensation expense | |
| 0.7 | | |
| 0.4 | | |
| 0.3 | | |
| 0.5 | | |
| 4.2 | | |
| 6.1 | |
Depreciation and amortization | |
| 8.0 | | |
| 1.7 | | |
| 2.3 | | |
| 6.1 | | |
| 1.2 | | |
| 19.3 | |
Interest expense, net | |
| — | | |
| — | | |
| — | | |
| — | | |
| 13.6 | | |
| 13.6 | |
Other finance income | |
| — | | |
| — | | |
| — | | |
| — | | |
| (0.2 | ) | |
| (0.2 | ) |
Income
tax | |
| — | | |
| — | | |
| — | | |
| — | | |
| 1.2 | | |
| 1.2 | |
Adjusted
EBITDA | |
$ | 19.2 | | |
$ | 26.0 | | |
$ | 7.3 | | |
$ | 8.0 | | |
$ | (13.1 | ) | |
$ | 47.4 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
£ | 15.5 | | |
£ | 21.1 | | |
£ | 5.9 | | |
£ | 6.5 | | |
£ | (10.7 | ) | |
£ | 38.3 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange
rate - $ to £ | |
| | | |
| | | |
| | | |
| | | |
| | | |
| 1.24 | |
Six
Months Ended June 30, 2022
| |
Gaming | | |
Virtual Sports | | |
Interactive | | |
Leisure | | |
Corporate | | |
Total | |
(In millions) | |
| | |
| | |
| | |
| | |
| | |
| |
Net income (loss) | |
$ | 11.2 | | |
$ | 19.7 | | |
$ | 4.2 | | |
$ | 2.7 | | |
$ | (29.4 | ) | |
$ | 8.4 | |
Items Relating
to Discontinued Activities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Pension
charges | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.4 | | |
| 0.4 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Items outside
the normal course of business: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Acquisition
and integration related transaction expenses | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.2 | | |
| 0.2 | |
Gain on
disposal of business | |
| (0.9 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (0.9 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock-based compensation expense | |
| 0.6 | | |
| 0.3 | | |
| 0.3 | | |
| 0.3 | | |
| 3.9 | | |
| 5.4 | |
Depreciation and amortization | |
| 9.2 | | |
| 1.4 | | |
| 1.5 | | |
| 7.2 | | |
| 1.2 | | |
| 20.5 | |
Interest expense, net | |
| — | | |
| — | | |
| — | | |
| — | | |
| 12.5 | | |
| 12.5 | |
Other finance income | |
| — | | |
| — | | |
| — | | |
| — | | |
| (0.6 | ) | |
| (0.6 | ) |
Income
tax | |
| — | | |
| — | | |
| — | | |
| — | | |
| 0.3 | | |
| 0.3 | |
Adjusted
EBITDA | |
$ | 20.1 | | |
$ | 21.4 | | |
$ | 6.0 | | |
$ | 10.2 | | |
$ | (11.5 | ) | |
$ | 46.2 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
£ | 15.6 | | |
£ | 16.5 | | |
£ | 4.6 | | |
£ | 8.0 | | |
£ | (9.0 | ) | |
£ | 35.7 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange
rate - $ to £ | |
| | | |
| | | |
| | | |
| | | |
| | | |
| 1.29 | |
ADJUSTED
NET INCOME RECONCILIATION
(Unaudited)
| |
For
the Three-Month Period ended | | |
For
the Six-Month Period ended | |
| |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
(In
millions) | |
Jun
30, 2023 | | |
Jun
30, 2022 | | |
Jun
30, 2023 | | |
Jun
30, 2022 | |
Net income | |
$ | 4.1 | | |
$ | 7.2 | | |
$ | 3.9 | | |
$ | 8.4 | |
Items Relating
to Discontinued Activities: | |
| | | |
| | | |
| | | |
| | |
Pension
charges | |
| 0.2 | | |
| 0.3 | | |
| 0.5 | | |
| 0.4 | |
| |
| | | |
| | | |
| | | |
| | |
Items outside
the normal course of business: | |
| | | |
| | | |
| | | |
| | |
Acquisition
and integration related transaction expenses | |
| — | | |
| 0.1 | | |
| — | | |
| 0.2 | |
Cost of
group restructure | |
| — | | |
| — | | |
| 3.0 | | |
| — | |
Stock-based
Compensation expense related to group restructure | |
| — | | |
| — | | |
| 0.7 | | |
| — | |
Gain on
disposal of business | |
| — | | |
| — | | |
| — | | |
| (0.9 | ) |
| |
| | | |
| | | |
| | | |
| | |
Upfront recognition of Stock-based
Compensation expense | |
| 0.4 | | |
| — | | |
| 0.4 | | |
| — | |
Effect of exchange rates on
cash | |
| 0.6 | | |
| (0.4 | ) | |
| 0.6 | | |
| (0.4 | ) |
Mark to market movement on
currency deals | |
| 0.2 | | |
| — | | |
| 0.1 | | |
| — | |
Other finance income | |
| (0.1 | ) | |
| (0.3 | ) | |
| (0.2 | ) | |
| (0.6 | ) |
Tax
Impact | |
| (0.1 | ) | |
| (0.0 | ) | |
| (0.1 | ) | |
| 0.1 | |
Adjusted
Net Income | |
$ | 5.3 | | |
$ | 6.9 | | |
$ | 8.9 | | |
$ | 7.2 | |
| |
| | | |
| | | |
| | | |
| | |
Adjusted
Net Income | |
£ | 4.3 | | |
£ | 5.5 | | |
£ | 7.2 | | |
£ | 5.6 | |
| |
| | | |
| | | |
| | | |
| | |
Exchange
Rate - $ to £ | |
| 1.25 | | |
| 1.26 | | |
| 1.24 | | |
| 1.29 | |
| |
| | | |
| | | |
| | | |
| | |
Weighted average number of
shares outstanding– diluted | |
| 29,041,781 | | |
| 29,262,690 | | |
| 28,992,987 | | |
| 29,375,570 | |
| |
| | | |
| | | |
| | | |
| | |
Adjusted
Net Income per diluted share | |
$ | 0.18 | | |
$ | 0.24 | | |
$ | 0.31 | | |
$ | 0.25 | |
ADJUSTED
REVENUE RECONCILIATION
(Unaudited)
| |
For
the Three-Month Period ended | | |
For
the Six-Month Period ended | |
| |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
(In
millions) | |
Jun
30, 2023 | | |
Jun
30, 2022 | | |
Jun
30, 2023 | | |
Jun
30, 2022 | |
Net revenues | |
$ | 80.4 | | |
$ | 71.3 | | |
$ | 146.4 | | |
$ | 131.9 | |
Less
Low Margin Gaming Hardware Sales | |
| (4.4 | ) | |
| — | | |
| (4.4 | ) | |
| — | |
Adjusted
Revenue | |
$ | 76.0 | | |
$ | 71.3 | | |
$ | 142.0 | | |
$ | 131.9 | |
| |
| | | |
| | | |
| | | |
| | |
Adjusted
Revenue | |
£ | 60.7 | | |
£ | 56.7 | | |
£ | 115.0 | | |
£ | 101.9 | |
| |
| | | |
| | | |
| | | |
| | |
Exchange
Rate - $ to £ | |
| 1.25 | | |
| 1.26 | | |
| 1.24 | | |
| 1.29 | |
INSPIRED
ENTERTAINMENT, INC. PRO-RATED SEGMENT ADJUSTED EBITDA CONTRIBUTION
(Unaudited)
Three
Months Ended June 30, 2023
| |
Gaming | | |
Virtual
Sports | | |
Interactive | | |
Leisure | | |
Corporate
Functions | | |
Total | |
| |
(in millions) | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Total
revenue | |
$ | 31.5 | | |
$ | 15.0 | | |
$ | 7.4 | | |
$ | 26.5 | | |
$ | — | | |
$ | 80.4 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
% of Total Revenue | |
| 35.7 | % | |
| 19.7 | % | |
| 9.7 | % | |
| 34.9 | % | |
| | | |
| 100.0 | % |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
$ | 9.7 | | |
$ | 13.1 | | |
$ | 4.0 | | |
$ | 6.5 | | |
$ | (7.1 | ) | |
$ | 26.2 | |
Corporate allocation(1) | |
| (2.5 | ) | |
| (1.4 | ) | |
| (0.7 | ) | |
| (2.5 | ) | |
| 7.1 | | |
| — | |
Segment-level
Adjusted EBITDA including pro-rated corporate allocation | |
$ | 7.2 | | |
$ | 11.7 | | |
$ | 3.3 | | |
$ | 4.0 | | |
$ | — | | |
$ | 26.2 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
Contribution to Adjusted EBITDA | |
| 27.4 | % | |
| 44.7 | % | |
| 12.6 | % | |
| 15.3 | % | |
| | | |
| 100.0 | % |
(1) |
Corporate
allocation pro-rated by segment % of total Adjusted Revenue contribution |
Three
Months Ended June 30, 2022
| |
Gaming | | |
Virtual
Sports | | |
Interactive | | |
Leisure | | |
Corporate
Functions | | |
Total | |
| |
(in millions) | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Total
revenue | |
$ | 25.5 | | |
$ | 14.0 | | |
$ | 5.8 | | |
$ | 26.0 | | |
$ | — | | |
$ | 71.3 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
% of Total Revenue | |
| 35.8 | % | |
| 19.5 | % | |
| 8.2 | % | |
| 36.5 | % | |
| | | |
| 100.0 | % |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
$ | 9.5 | | |
$ | 12.0 | | |
$ | 3.1 | | |
$ | 7.7 | | |
$ | (6.2 | ) | |
$ | 26.1 | |
Corporate allocation(1) | |
| (2.2 | ) | |
| (1.2 | ) | |
| (0.5 | ) | |
| (2.3 | ) | |
| 6.2 | | |
| — | |
Segment-level
Adjusted EBITDA including pro-rated corporate allocation | |
$ | 7.3 | | |
$ | 10.8 | | |
$ | 2.6 | | |
$ | 5.4 | | |
$ | — | | |
$ | 26.1 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
Contribution to Adjusted EBITDA | |
| 27.9 | % | |
| 41.4 | % | |
| 9.9 | % | |
| 20.8 | % | |
| | | |
| 100.0 | % |
(1) |
Corporate
allocation pro-rated by segment % of total revenue contribution |
Six
Months Ended June 30, 2023
| |
Gaming | | |
Virtual
Sports | | |
Interactive | | |
Leisure | | |
Corporate
Functions | | |
Total | |
| |
(in millions) | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Total
revenue | |
$ | 58.9 | | |
$ | 29.9 | | |
$ | 14.0 | | |
$ | 43.6 | | |
$ | — | | |
$ | 146.4 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
% of Total Revenue | |
| 38.4 | % | |
| 21.0 | % | |
| 9.9 | % | |
| 30.7 | % | |
| | | |
| 100.0 | % |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
$ | 19.2 | | |
$ | 26.0 | | |
$ | 7.3 | | |
$ | 8.0 | | |
$ | (13.1 | ) | |
$ | 47.4 | |
Corporate allocation(1) | |
| (5.0 | ) | |
| (2.8 | ) | |
| (1.3 | ) | |
| (4.0 | ) | |
| 13.1 | | |
| — | |
Segment-level
Adjusted EBITDA including pro-rated corporate allocation | |
$ | 14.2 | | |
$ | 23.2 | | |
$ | 6.0 | | |
$ | 4.0 | | |
$ | — | | |
$ | 47.4 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
Contribution to Adjusted EBITDA | |
| 29.9 | % | |
| 49.0 | % | |
| 12.7 | % | |
| 8.4 | % | |
| | | |
| 100.0 | % |
(1) |
Corporate
allocation pro-rated by segment % of total Adjusted Revenue contribution |
Six
Months Ended June 30, 2022
| |
Gaming | | |
Virtual
Sports | | |
Interactive | | |
Leisure | | |
Corporate
Functions | | |
Total | |
| |
(in millions) | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Total
revenue | |
$ | 49.6 | | |
$ | 25.6 | | |
$ | 11.1 | | |
$ | 45.6 | | |
$ | — | | |
$ | 131.9 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
% of Total Revenue | |
| 37.6 | % | |
| 19.4 | % | |
| 8.4 | % | |
| 34.6 | % | |
| | | |
| 100.0 | % |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Adjusted
EBITDA | |
$ | 20.1 | | |
$ | 21.4 | | |
$ | 6.0 | | |
$ | 10.2 | | |
$ | (11.5 | ) | |
$ | 46.2 | |
Corporate allocation(1) | |
| (4.3 | ) | |
| (2.2 | ) | |
| (1.0 | ) | |
| (4.0 | ) | |
| 11.5 | | |
| — | |
Segment-level
Adjusted EBITDA including pro-rated corporate allocation | |
$ | 15.8 | | |
$ | 19.2 | | |
$ | 5.0 | | |
$ | 6.2 | | |
$ | — | | |
$ | 46.2 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Segment
Contribution to Adjusted EBITDA | |
| 34.1 | % | |
| 41.5 | % | |
| 10.9 | % | |
| 13.5 | % | |
| | | |
| 100.0 | % |
(1) |
Corporate
allocation pro-rated by segment % of total Revenue contribution |
Online
Virtual Sports and Interactive Total Revenue
| |
Three
Months Ended | | |
| | |
Six
Months Ended | | |
| |
| |
30-Jun | | |
Change | | |
30-Jun | | |
Change | |
(In
millions of GBP) | |
2023 | | |
2022 | | |
% | | |
2023 | | |
2022 | | |
% | |
Online
Revenue | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Total Revenue
£’m - Online Virtuals | |
£ | 9.4 | | |
£ | 8.7 | | |
| 8 | % | |
£ | 19.1 | | |
£ | 15.0 | | |
| 28 | % |
Total
Revenue £’m – Interactive | |
£ | 5.9 | | |
£ | 4.6 | | |
| 27 | % | |
£ | 11.3 | | |
£ | 8.6 | | |
| 31 | % |
Total Revenue
£’m – Online Virtuals and Interactive | |
£ | 15.3 | | |
£ | 13.3 | | |
| 15 | % | |
£ | 30.4 | | |
£ | 23.6 | | |
| 29 | % |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
in millions
of USD | |
$ | 19.2 | | |
$ | 16.7 | | |
| 15 | % | |
$ | 37.6 | | |
$ | 30.4 | | |
| 24 | % |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange
Rate - $ to £ | |
| 1.26 | | |
| 1.25 | | |
| | | |
| 1.24 | | |
| 1.29 | | |
| | |
v3.23.2
Cover
|
Aug. 09, 2023 |
Cover [Abstract] |
|
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Aug. 09, 2023
|
Entity File Number |
001-36689
|
Entity Registrant Name |
Inspired
Entertainment, Inc.
|
Entity Central Index Key |
0001615063
|
Entity Tax Identification Number |
47-1025534
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
250
West 57th Street
|
Entity Address, Address Line Two |
Suite
415
|
Entity Address, City or Town |
New
York
|
Entity Address, State or Province |
NY
|
Entity Address, Postal Zip Code |
10107
|
City Area Code |
(646)
|
Local Phone Number |
565-3861
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Title of 12(b) Security |
Common stock, par value
$0.0001 per share
|
Trading Symbol |
INSE
|
Security Exchange Name |
NASDAQ
|
Entity Emerging Growth Company |
false
|
Entity Information, Former Legal or Registered Name |
Not
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- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
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- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
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- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
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- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
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- DefinitionLocal phone number for entity.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
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- DefinitionTitle of a 12(b) registered security.
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- DefinitionName of the Exchange on which a security is registered.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
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- DefinitionTrading symbol of an instrument as listed on an exchange.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
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