UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2015
Commission File Number 000-51138
GRAVITY Co., Ltd.
(Translation of registrants name into English)
15F, 396 World Cup buk-ro, Mapo-gu, Seoul 121-795, Korea
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: x Form 20-F o Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
RESULTS OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS AND THE BOARD MEETING OF GRAVITY CO., LTD.
Gravity Co., Ltd. (the Company) held its Annual General Meeting of Shareholders (the AGM) at the Conference Room located at 15F, 396 World Cup buk-ro, Mapo-gu, Seoul 121-795 Korea at 10:00 a.m. on March 27, 2015.
The AGM was held with a quorum present and the agenda items were resolved by the shareholders in accordance with the Korean Commercial Code and the Companys Articles of Incorporation as follows:
· Agendum 1: the shareholders approved the Companys non-consolidated and consolidated financial statements as of and for the years ended December 31, 2014 and 2013 prepared in accordance with Accounting Standards for Non-Public Entities in Korea, or KAS-NPE, and audited in accordance with Generally Accepted Auditing Standards in Korea, or K-GAAS.
· Agendum 2: the shareholders approved the reappointment of seven directors, Messrs. Hyun Chul Park, Yoshinori Kitamura, Kazuki Morishita, Kazuya Sakai (who are inside directors) and Messrs. Jong Gyu Hwang, Doo Hyun Ryu and Jung Yoo (who are independent directors).
· Agendum 3: the shareholders approved the amount of KRW 1,400,000,000 as the maximum amount of compensation payable to directors as a group for fiscal year 2015.
Furthermore, the Companys 2014 Annual Business Report was presented to the shareholders at the AGM.
The Companys Board of Directors, consisting of the seven reelected directors, held a meeting immediately following the AGM (the Board Meeting). At the Board Meeting, Mr. Hyun Chul Park was reappointed as Chief Executive Officer and Mr. Yoshinori Kitamura was reappointed as Chairman of the Board of Directors.
Messrs. Jong Gyu Hwang, Doo Hyun Ryu and Jung Yoo were reappointed as Audit Committee members at the Board Meeting.
The Company expects to file the Companys non-consolidated and consolidated financial statements, including the notes thereto, which are prepared in the Korean language prepared in accordance with KAS-NPE and audited in accordance with K-GAAS as of and for the years ended December 31, 2014 and 2013 (2014/2013 KAS-NPE non-consolidated and consolidated financial statements) with the Financial Supervisory Service of Korea on April 2, 2015. The condensed English translation version of the 2014/2013 KAS-NPE non-consolidated and consolidated financial statements is expected to be submitted to the United States Securities and Exchange Commission on Form 6-K at the same time.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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GRAVITY CO., LTD. |
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|
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By: |
/s/ Heung Gon Kim |
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Name: |
Heung Gon Kim |
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Title: |
Chief Financial Officer |
Date: March 27, 2015
3
Exhibit Index
Exhibit No. |
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Description |
|
|
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99. 1 |
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Gravity Reports Non-consolidated Financial Results for 2014 |
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|
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99. 2 |
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Gravity Reports Consolidated Financial Results for 2014 |
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99. 3 |
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2014 Annual Business Report |
4
Exhibit 99.1
GRAVITY REPORTS NON-CONSOLIDATED FINANCIAL RESULTS FOR 2014
Seoul, South Korea, March 27, 2015 GRAVITY Co., Ltd. (NasdaqGM: GRVY) (Gravity or the Company), an online and mobile game developer and publisher based in South Korea, announces its non-consolidated financial results for the fiscal year ended December 31, 2014, prepared in accordance with Accounting Standards for Non-Public Entities in Korea. Financial statements are available on Edgar at http://www.sec.gov.
REVIEW OF FINANCIAL RESULTS
Revenues and Cost of Revenues
Revenues for 2014 were KRW 17,340 million (US$ 15,895 thousand), representing a 34% decrease from KRW26,257 million for 2013.
Royalties and licensing fees revenue for 2014 was KRW 13,096 million (US$ 12,005 thousand), representing a 40.6% decrease from KRW 22,060 million for 2013. This decrease primarily resulted from decreased revenues from Ragnarok Online in Japan and the strengthening of the Korean Won against the Japanese Yen.
Subscription revenue increased by 35.7% to KRW 3,320 million (US$ 3,043 thousand) in 2014 from KRW 2,446 million in 2013. The increase resulted mainly from the increase in revenues from Ragnarok Online in Korea.
Mobile game revenue for 2014 was KRW 705 million (US$ 646 thousand), representing a 29.6% increase from KRW 544 million for 2013.
Character merchandising and other revenue was KRW 219 million (US$ 201 thousand) in 2014, representing a 81.9% decrease from KRW 1,207 million in 2013. The decrease was mostly attributable to decreased revenues from Ragnarok Odyssey, a PS Vita game, which was released in 2012.
Cost of revenues was KRW 15,386 million (US$ 14,104 thousand) in 2014, representing a 23.3% decrease from KRW 20,047 million in 2013. The decrease in cost of revenues was mainly attributable to decreased salaries, commission paid, and amortization on intangible assets.
As a result of the foregoing factors, gross profit for 2014 was KRW 1,954 million (US$ 1,791 thousand), representing a 68.5% decrease from KRW 6,210 million for 2013. The gross profit ratio decreased to 11.3% in 2014 from 23.7% in 2013.
Selling, General & Administrative Expenses (SG&A)
The Companys total SG&A decreased 22.7% to KRW 10,954 million (US$ 10,041 thousand) in 2014 compared with KRW 14,163 million in 2013. This decrease in SG&A was mostly attributable to decrease in salaries, R&D expenses and advertising expenses.
Based on the foregoing factors, the Company recorded an operating loss of KRW 9,000 million (US$ 8,250 thousand) in 2014, compared to an operating loss of KRW 7,953 million in 2013.
Non-operating Income and Non-operating Expenses
Non-operating income for 2014 was KRW 1,894 million (US$ 1,736 thousand) compared with KRW 2,243 million in 2013 representing a 15.6% decrease, which was primarily due to decrease in interest income and foreign exchange gain. Non-operating expenses for 2014 were KRW 5,467 million (US$ 5,011 thousand), a 15.5% decrease from KRW 6,466 million in 2013, which was primarily due to decreased bad debt expense related to Gravity Games Corporation and impairment loss on intangible assets. Such decrease was partially offset by increase of loss on valuation of equity-method investments.
Loss before income tax for 2014 was KRW 12,573 million (US$ 11,525 thousand), compared with loss before income tax of KRW 12,176 million in 2013.
Gravity recorded a net loss of KRW 20,030 million (US$ 18,361 thousand) in 2014 compared with a net loss of KRW 17,955million in 2013.
The balance of cash and cash equivalents and short-term financial instruments was KRW 38,595 million (US$ 35,379 thousand) as of December 31, 2014.
Note: For convenience purposes only, the KRW amounts have been expressed in U.S. dollars at the rate of KRW 1,090.89 to US$1.00, the noon buying rate in effect on December 31, 2014 as quoted by the Federal Reserve Bank of New York.
Exhibit 99.2
GRAVITY REPORTS CONSOLIDATED FINANCIAL RESULTS FOR 2014
Seoul, South Korea, March 27, 2015- GRAVITY Co., Ltd. (NasdaqGM: GRVY) (Gravity or the Company), an online game developer and publisher based in South Korea, announces its consolidated financial results for the fiscal year ended December 31, 2014, prepared in accordance with Accounting Standards for Non-Public Entities in Korea. The consolidated subsidiary as of December 31, 2013 and as of December 2014 is NeoCyon, Inc., or Neo Cyon. The other subsidiaries of the Company are not subject to consolidation under Enforcement Decree of the Act on External Audit of Stock Companies of Korea and are accounted for as equity method investments. Financial statements are available on Edgar at http://www.sec.gov.
REVIEW OF FINANCIAL RESULTS
Revenues and Cost of Revenues
Revenues for 2014 were KRW 35,365 million (US$ 32,418 thousand), representing a 16.7% decrease from KRW 42,438 million for 2013.
Royalties and licensing fees revenue for 2014 was KRW 13,194 million (US$ 12,095 thousand), representing a 40.6% decrease from KRW 22,224 million for 2013. This decrease primarily resulted from decreased revenues from Ragnarok Online in Japan and the strengthening of the Korean Won against the Japanese Yen.
Subscription revenue increased by 35.7% to KRW 3,320 million (US$ 3,043 thousand) for 2014 from KRW 2,446 million for 2013. The increase resulted mainly from the increased revenues from Ragnarok Online in Korea.
Mobile game revenue for 2014 was KRW 15,055 million (US$ 13,801 thousand), representing a 3.8% increase from KRW 14,504 million for 2013. The increase was mostly driven by the increased revenues from Ragnarok Online Uprising: Valkyrie, Road to Dragon and Battle Ship. Such increase was partially offset by the decreased revenues from mobile game operation service for a third party.
Character merchandising and other revenue was KRW 3,796 million (US$ 3,480 thousand) for the 2014, representing a 16.3% increase from KRW 3,264 million in 2013. The increase is mainly attributable to the increased revenues from web site development and operation service of NeoCyon. Such increase was partially offset by the decreased revenues from Ragnarok Odyssey, a PS Vita game.
Cost of revenues was KRW30,619 million (US$ 28,068 thousand) for 2014, representing a 1.0% decrease from KRW 30,924 million for 2013. The decrease in cost of revenues was mainly attributable to decreased amortization expenses for intangible assets and salaries. Such decrease was substantially offset by increased outsourcing fees related to our service provided by third parties.
As a result of the foregoing factors, gross profit for 2014 was KRW 4,746 million (US$ 4,351 thousand), representing a 58.8% decrease from KRW 11,514 million for 2013. The gross profit ratio decreased to 13.4% in 2014 from 27.1% in 2013.
Selling, General & Administrative Expenses (SG&A)
The Companys total SG&A decreased 21.6% to KRW 15,869 million (US$ 14,547 thousand) for 2014 compared with KRW 20,242 million for 2013. This decrease in SG&A was mainly attributable to decrease in advertising expenses for mobile games, salaries and R&D expenses.
Based on the foregoing factors, the Company recorded an operating loss of KRW11,123 million (US$ 10,196 thousand) in 2014, compared to an operating loss of KRW 8,728 million for 2013.
Non-operating Income and Non-operating Expenses
Non-operating income for 2014 was KRW 1,793 million (US$ 1,644 thousand) compared with KRW 2,291 million in 2013 representing a 21.7% decrease, which was primarily due to decrease in interest income and foreign exchange gain. Non-operating expenses for 2014 were KRW 1,697 million (US$ 1,556 thousand), a 73.1% decrease from KRW 6,309 million in 2013, which was primarily due to decreased bad debt expenses and impairment losses on intangible assets.
Loss before income tax for 2014 was KRW 11,027 million (US$ 10,108 thousand), compared with loss before income tax of KRW 12,746 million in 2013.
Gravity recorded a net loss of KRW 20,188 million (US$ 18,506 thousand) for 2014 compared with a net loss of KRW 17,984 million for 2013.
The balance of cash and cash equivalents and short-term financial instruments was KRW 42,347 million (US$ 38,819 thousand) as of December 31, 2014.
Note: For convenience purposes only, the KRW amounts have been expressed in U.S. dollars at the rate of KRW 1,090.89 to US$1.00, the noon buying rate in effect on December 31, 2014 as quoted by the Federal Reserve Bank of New York.
Exhibit 99.3
2014 Annual Business Report
Table of Contents
1. Business Overview
(1) Business Results and Financial Statements for the Past Three Fiscal Years (2012 2014)
2. Company Overview
(1) Registered Purpose of the Company
(2) Description of Primary Business
(3) Problems Confronting the Company
(4) Business Offices and Game Development Facilities
(5) Stock
(6) Debenture
(7) Major Shareholders
(8) Investment in Other Companies
(9) Directors Holding Concurrent Positions
(10) Material Transactions with Related Parties
(11) Significant Creditors
(12) Employees
(13) Directors and Auditors
(14) Material Events after the End of Fiscal Year 2014
3. Non-Consolidated Financial Statements as of and for the fiscal years ended December 31, 2014 and 2013
(1) Balance Sheets
(2) Income Statements
(3) Statements of Disposition of Accumulated Deficit
(4) Statements of Changes in Equity
(5) Statements of Cash Flows
(6) Notes to Non-Consolidated Financial Statements
4. Consolidated Financial Statements as of and for the fiscal years ended December 31, 2014 and 2013
(1) Consolidated Balance Sheets
(2) Consolidated Income Statements
(3) Consolidated Statements of Changes in Equity
(4) Consolidated Statements of Cash Flows
(5) Notes to Consolidated Financial Statements
1. Business Overview
(1) Business Results and Financial Statements for the Past Three Fiscal Years (2012 2014)
(In Korean Won)
Category |
|
2014 |
|
2013 |
|
2012 |
|
Current assets |
|
43,125,471,781 |
|
47,505,633,406 |
|
55,717,624,294 |
|
· Quick assets |
|
43,125,471,781 |
|
47,505,633,406 |
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55,717,624,294 |
|
Non-current assets |
|
16,984,379,227 |
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35,940,889,480 |
|
48,466,233,817 |
|
· Investment asset |
|
6,465,572,045 |
|
10,391,266,236 |
|
13,658,241,648 |
|
· Tangible asset |
|
474,922,737 |
|
651,534,949 |
|
1,007,535,695 |
|
· Intangible asset |
|
8,906,509,785 |
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13,573,210,684 |
|
19,286,513,607 |
|
· Other non-current asset |
|
1,137,374,660 |
|
11,324,877,611 |
|
14,513,942,867 |
|
Total assets |
|
60,109,851,008 |
|
83,446,522,886 |
|
104,183,858,111 |
|
Current liabilities |
|
5,835,639,084 |
|
7,914,388,543 |
|
8,611,856,040 |
|
Non-current liabilities |
|
5,535,434,654 |
|
6,725,211,896 |
|
8,748,925,892 |
|
Total liabilities |
|
11,371,073,738 |
|
14,639,600,439 |
|
17,360,781,932 |
|
Common stock |
|
3,474,450,000 |
|
3,474,450,000 |
|
3,474,450,000 |
|
Additional paid-in capital |
|
63,960,606,495 |
|
75,380,209,013 |
|
75,380,209,013 |
|
Retained earnings (Accumulated deficit) |
|
(20,029,832,919 |
) |
(11,419,602,518 |
) |
6,535,090,813 |
|
Accumulated other comprehensive income and loss |
|
1,333,553,694 |
|
1,371,865,952 |
|
1,433,326,353 |
|
Total equity |
|
48,738,777,270 |
|
68,806,922,447 |
|
86,823,076,179 |
|
Revenues |
|
17,339,523,031 |
|
26,257,395,408 |
|
40,104,850,485 |
|
Operating income (loss) |
|
(9,000,124,182 |
) |
(7,952,560,429 |
) |
200,286,936 |
|
Income (loss) before income tax |
|
(12,572,306,743 |
) |
(12,175,488,665 |
) |
(10,477,026,633 |
) |
Net income (loss) |
|
(20,029,832,919 |
) |
(17,954,693,331 |
) |
(14,298,401,434 |
) |
2. Company Overview
(1) Registered Purpose of the Company
1) Software consulting, development and supply
2) Development and sales of software and CD
3) Information-technology-related software development
4) Production, development, distribution, sales and consulting of digital contents, including game software, as well as corresponding licensing
5) Online network game services
6) Applied package-related software development
7) Production and sales of computer programs
8) Import and export of software
9) E-commerce
10) Character development business
11) Animation business
12) Real estate leasing
13) Service-area restaurant business
14) Media-related business
15) Printing and publication
16) Record & video production and distribution
17) Any other businesses incidental to the above businesses
(2) Description of Primary Business
Gravity Co., Ltd. (the Company) is the developer of Ragnarok Online, an MMORPG, which was launched in August 2002 and is commercially offered in 60 markets worldwide, including Korea, Japan, Taiwan, Thailand, Southeast Asia, the United States and Europe as of December 31, 2014. Requiem, which was commercially launched in October 2007, is currently serviced worldwide including the United States and Russia. In March 2012, the Company released Ragnarok Online II, which is currently serviced worldwide except Japan, China, Vietnam and Brazil.
Having strong global network and success from Ragnarok Online, the Company is expanding its business areas from online game development and publishing to cultural contents business based on various platforms, such as development of games for smartphones, console, IPTV, animation and game character merchandising.
In addition, in order to strengthen its presence in the overseas markets, the Company has subsidiaries in the United States and Japan. The Company also has subsidiaries in Korea, such as NeoCyon, Inc. and Gravity Games Corp.
(3) Problems Confronting the Company
Since the Company operates in a highly competitive industry, the Company is making every effort to enhance its development capacity and to maintain and increase its market share in overseas markets to preserve its competitive advantage.
Due to its high dependence on Ragnarok Online, the Company is in need of diversified revenue structure, global market expansion and new business initiatives for sustainable revenue growth. The Company is doing its best to build its next game line-up through enhancing mobile game business.
(4) Business Offices and Game Development Facilities
Classification |
|
Location |
Head Office |
|
(Nuritkum Square R&D Tower) 15F, 396 World Cup buk-ro, Mapo-gu, Seoul 121-795, Korea |
Game Development Facilities |
|
(Nuritkum Square R&D Tower) 15F, 396 World Cup buk-ro, Mapo-gu, Seoul 121-795, Korea |
(5) Stock
1) Total number of shares
(As of December 31, 2014)
Total number of shares authorized |
|
Total number of shares issued |
|
Total number of shares unissued |
|
40,000,000 shares |
|
6,948,900 shares |
|
33,051,100 shares |
|
2) Type of Stock issued (Par value per share: KRW 500)
(As of December 31,2014)
Type |
|
Number of shares |
|
Total par value |
|
% |
|
Registered common stock |
|
6,948,900 shares |
|
KRW |
3,474,450,000 |
|
100% |
|
|
|
|
|
|
|
|
|
|
(6) Debenture: None.
(7) Major Shareholders
(As of December 31, 2014)
Shareholder |
|
Shares owned |
|
% |
|
Transaction with the Company |
|
GungHo Online Entertainment, Inc. |
|
4,121,739 |
|
59.31 |
|
* |
|
Others |
|
2,827,161 |
|
40.69 |
|
|
|
Total |
|
6,948,900 |
|
100.00 |
|
|
|
* Refer to (10) Material Transactions with Related Parties.
(8) Investment in Other Companies
(As of December 31, 2014)
Companies |
|
Relationship with the Company |
|
Name |
|
Location |
|
Common Stock |
|
Main business |
|
Shares owned |
|
% |
|
Relationship |
|
Gravity Interactive, Inc. |
|
California, US |
|
USD |
5,040,000 |
|
Gaming Service |
|
100,000 |
|
100.00 |
% |
Subsidiary |
|
Gravity Entertainment Corp. |
|
Tokyo, Japan |
|
JPY |
167,850,000 |
|
Animation making/service |
|
1,000 |
|
100.00 |
% |
Subsidiary |
|
Gravity Middle East & Africa FZ-LLC* |
|
Dubai, U.A.E. |
|
AED |
7,800,000 |
|
Gaming Service |
|
7,800 |
|
100.00 |
% |
Subsidiary |
|
NeoCyon, Inc. |
|
Seoul, Korea |
|
KRW |
964,005,000 |
|
Mobile game development |
|
185,301 |
|
96.11 |
% |
Subsidiary |
|
Gravity Games Corp. |
|
Seoul, Korea |
|
KRW |
1,134,730,000 |
|
Online game development |
|
194,035 |
|
85.50 |
% |
Subsidiary |
|
* The liquidation of Gravity Middle East & Africa FZ-LLC was in progress as of December 31, 2014.
(9) Directors Holding Concurrent Positions
|
|
Company |
Name |
|
Name |
|
Position |
|
Responsibility |
Hyun Chul Park |
|
Gravity Co., Ltd. |
|
CEO |
|
Overall management |
|
NeoCyon, Inc. |
|
Executive Director |
|
Chief Operating Officer |
|
Gravity Games Corp. |
|
Executive Director |
|
|
|
Gravity Interactive, Inc. |
|
Executive Director |
|
|
Yoshinori Kitamura |
|
Gravity Co., Ltd. |
|
Executive Director |
|
Chief Operating Officer |
|
Gravity Interactive, Inc. |
|
CEO |
|
Overall management |
|
Gravity Entertainment Corp. |
|
CEO |
|
Overall management |
|
NeoCyon, Inc. |
|
CEO |
|
Overall management |
|
Gravity Games Corp. |
|
Executive Director |
|
|
(10) Material Transactions with Related Parties
① Sales and purchases
(In thousands of Korean Won)
|
|
|
|
2014 |
|
2013 |
|
Nature |
|
Related companies |
|
Sales |
|
Purchases |
|
Sales |
|
Purchase |
|
Parent company |
|
GungHo Online Entertainment, Inc. |
|
7,989,416 |
|
8,060 |
|
13,073,185 |
|
974,019 |
|
Subsidiaries |
|
Gravity Interactive, Inc. |
|
629,959 |
|
12,157 |
|
1,481,564 |
|
1,346 |
|
|
|
NeoCyon. Inc. |
|
874,208 |
|
696,000 |
|
705,324 |
|
1,567,000 |
|
|
|
Gravity Games Corp. |
|
790 |
|
|
|
153,139 |
|
207,525 |
|
Equity-method investee |
|
Gravity EU SAS |
|
237,383 |
|
|
|
351,812 |
|
|
|
Total |
|
9,731,756 |
|
716,217 |
|
15,765,024 |
|
2,749,890 |
|
② Receivables and Payables
- 2014
(In thousands of Korean Won)
|
|
|
|
Receivables |
|
Payables |
|
Nature |
|
Related companies |
|
Accounts receivable |
|
Loans |
|
Other receivable |
|
Accounts payable |
|
Other payable |
|
Parent company |
|
GungHo Online Entertainment, Inc. |
|
845,871 |
|
|
|
39,495 |
|
48,749 |
|
4,997,593 |
|
Subsidiaries |
|
Gravity Interactive, Inc. |
|
1,611,192 |
|
1,823,140 |
|
966 |
|
1,572 |
|
|
|
|
|
Gravity Middle East & Africa FZ-LLC |
|
|
|
|
|
|
|
|
|
1,550,301 |
|
|
|
NeoCyon. Inc. |
|
248,901 |
|
|
|
74,053 |
|
44,000 |
|
117,799 |
|
|
|
Gravity Games Corp. |
|
755 |
|
1,972,000 |
|
1,949,033 |
|
|
|
|
|
Total |
|
2,706,719 |
|
3,795,140 |
|
2,063,547 |
|
94,321 |
|
6,665,693 |
|
- 2013
(In thousands of Korean Won)
|
|
|
|
Receivables |
|
Payables |
|
Nature |
|
Related companies |
|
Accounts receivable |
|
Loans |
|
Other receivable |
|
Accounts payable |
|
Other payable |
|
Parent company |
|
GungHo Online Entertainment, Inc. |
|
915,357 |
|
|
|
43,718 |
|
278,967 |
|
5,445,033 |
|
Subsidiaries |
|
Gravity Interactive, Inc. |
|
1,223,146 |
|
1,606,650 |
|
|
|
52,894 |
|
|
|
|
|
Gravity Middle East & Africa FZ-LLC |
|
|
|
|
|
|
|
|
|
1,820,301 |
|
|
|
NeoCyon. Inc. |
|
201,918 |
|
|
|
78,189 |
|
111,100 |
|
117,799 |
|
|
|
Gravity Games Corp. |
|
28,361 |
|
1,972,000 |
|
1,981,541 |
|
37,821 |
|
33,180 |
|
Equity-method investee |
|
Gravity EU SAS |
|
61,879 |
|
|
|
19,356 |
|
|
|
31,414 |
|
Total |
|
2,430,661 |
|
3,578,650 |
|
2,122,804 |
|
480,782 |
|
7,447,727 |
|
(11) Significant Creditors: The Company had no significant creditors as of December 31, 2014.
(12) Employees
(As of December 31, 2014)
Category |
|
Directors & Officers |
|
Developers |
|
Marketing/Operating |
|
Finance/Administration |
|
Total |
|
Employees |
|
8 |
|
156 |
|
33 |
|
31 |
|
228 |
|
(13) Directors and Auditors
Name |
|
Position |
|
Main work |
|
Transaction with the Company |
Hyun Chul Park |
|
CEO |
|
Chief Executive Officer |
|
|
Yoshinori Kitamura |
|
Executive Director |
|
Chief Operating Officer |
|
|
Kazuki Morishita |
|
Executive Director |
|
|
|
|
Kazuya Sakai |
|
Executive Director |
|
|
|
|
Jong Gyu Hwang |
|
Independent Director |
|
Member of audit committee |
|
|
Doo Hyun Ryu |
|
Independent Director |
|
Member of audit committee |
|
|
Jung Yoo |
|
Independent Director |
|
Member of audit committee |
|
|
(14) Material Events after the end of fiscal year 2014: N/A
3. Non-Consolidated Financial Statements as of and for the fiscal year ended December 31, 2014 and 2013
(1) Balance Sheets
GRAVITY CO., LTD. |
|
(In Korean Won) |
|
|
2014 |
|
2013 |
|
Assets |
|
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
43,125,471,781 |
|
|
|
47,505,633,406 |
|
Quick assets |
|
|
|
43,125,471,781 |
|
|
|
47,505,633,406 |
|
Cash and cash equivalents |
|
24,095,204,019 |
|
|
|
23,402,391,895 |
|
|
|
Short-term financial instruments |
|
14,500,000,000 |
|
|
|
18,000,000,000 |
|
|
|
Accounts receivable |
|
3,689,662,083 |
|
|
|
3,777,634,986 |
|
|
|
Allowance for doubtful accounts |
|
(1,067,768,505 |
) |
|
|
(18,290,031 |
) |
|
|
Short-term loans |
|
223,156,640 |
|
|
|
893,273,661 |
|
|
|
Allowance for doubtful accounts |
|
(216,490,000 |
) |
|
|
(860,495,832 |
) |
|
|
Other accounts receivable |
|
877,424,293 |
|
|
|
565,553,353 |
|
|
|
Allowance for doubtful accounts |
|
(387,613,070 |
) |
|
|
(334,984,189 |
) |
|
|
Accrued income |
|
287,460,877 |
|
|
|
359,668,942 |
|
|
|
Allowance for doubtful accounts |
|
(115,151,736 |
) |
|
|
(115,151,736 |
) |
|
|
Advance payments |
|
1,517,756,390 |
|
|
|
1,813,278,112 |
|
|
|
Allowance for doubtful accounts |
|
(1,500,000,000 |
) |
|
|
(1,500,000,000 |
) |
|
|
Prepaid expenses |
|
525,915,880 |
|
|
|
304,317,584 |
|
|
|
Current deferred tax assets |
|
|
|
|
|
366,000,000 |
|
|
|
Prepaid income taxes |
|
576,091,803 |
|
|
|
694,558,607 |
|
|
|
Refund of income taxes receivable |
|
119,823,107 |
|
|
|
157,878,054 |
|
|
|
Non-current Assets |
|
|
|
16,984,379,227 |
|
|
|
35,940,889,480 |
|
Investment assets |
|
|
|
6,465,572,045 |
|
|
|
10,391,266,236 |
|
Equity method investments |
|
6,463,349,829 |
|
|
|
10,377,516,269 |
|
|
|
Long-term loans |
|
4,780,872,216 |
|
|
|
3,931,904,135 |
|
|
|
Allowance for doubtful accounts |
|
(4,778,650,000 |
) |
|
|
(3,918,154,168 |
) |
|
|
Tangible assets |
|
|
|
474,922,737 |
|
|
|
651,534,949 |
|
Computer and equipment |
|
6,211,357,366 |
|
|
|
6,454,419,316 |
|
|
|
Accumulated depreciation |
|
(5,963,376,445 |
) |
|
|
(5,819,516,561 |
) |
|
|
Vehicles |
|
28,110,738 |
|
|
|
28,110,738 |
|
|
|
Accumulated depreciation |
|
(28,110,738 |
) |
|
|
(28,110,738 |
) |
|
|
Furniture and fixtures |
|
623,970,901 |
|
|
|
843,767,187 |
|
|
|
Accumulated depreciation |
|
(609,020,337 |
) |
|
|
(827,134,993 |
) |
|
|
Leasehold improvements |
|
963,697,319 |
|
|
|
745,967,319 |
|
|
|
Accumulated depreciation |
|
(751,706,067 |
) |
|
|
(745,967,319 |
) |
|
|
Intangible assets |
|
|
|
8,906,509,785 |
|
|
|
13,573,210,684 |
|
Capitalized R&D cost, net |
|
8,552,983,690 |
|
|
|
12,542,369,221 |
|
|
|
Software |
|
187,240,575 |
|
|
|
864,482,024 |
|
|
|
Other intangible assets, net |
|
166,285,520 |
|
|
|
166,359,439 |
|
|
|
Other non-current assets |
|
|
|
1,137,374,660 |
|
|
|
11,324,877,611 |
|
Leasehold deposits |
|
907,548,000 |
|
|
|
1,250,166,550 |
|
|
|
Long-term prepaid expenses |
|
201,436,660 |
|
|
|
48,666,664 |
|
|
|
Non-current deferred tax assets |
|
|
|
|
|
5,728,000,000 |
|
|
|
Other non-current assets |
|
28,390,000 |
|
|
|
4,298,044,397 |
|
|
|
Total assets |
|
|
|
60,109,851,008 |
|
|
|
83,446,522,886 |
|
Liabilities |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
5,835,639,084 |
|
|
|
7,914,388,543 |
|
Accounts payable |
|
1,681,817,693 |
|
|
|
2,747,370,416 |
|
|
|
Advances received |
|
1,550,367,450 |
|
|
|
1,920,365,988 |
|
|
|
Withholdings |
|
109,907,259 |
|
|
|
131,308,618 |
|
|
|
Deferred income |
|
2,380,805,176 |
|
|
|
2,968,959,784 |
|
|
|
Income tax payable |
|
112,741,506 |
|
|
|
146,383,737 |
|
|
|
Non-current liabilities |
|
|
|
5,535,434,654 |
|
|
|
6,725,211,896 |
|
Long-term deferred income |
|
5,207,345,165 |
|
|
|
6,475,232,037 |
|
|
|
Asset retirement obligation |
|
210,290,000 |
|
|
|
99,000,000 |
|
|
|
Leasehold deposit received |
|
117,799,489 |
|
|
|
150,979,859 |
|
|
|
Total liabilities |
|
|
|
11,371,073,738 |
|
|
|
14,639,600,439 |
|
Equity |
|
|
|
|
|
|
|
|
|
Common stock |
|
|
|
3,474,450,000 |
|
|
|
3,474,450,000 |
|
Common stock |
|
3,474,450,000 |
|
|
|
3,474,450,000 |
|
|
|
Capital surplus |
|
|
|
63,960,606,495 |
|
|
|
75,380,209,013 |
|
Additional paid-in capital |
|
61,835,470,109 |
|
|
|
73,255,072,627 |
|
|
|
Other capital surplus |
|
2,125,136,386 |
|
|
|
2,125,136,386 |
|
|
|
Accumulated other comprehensive income and loss |
|
|
|
1,333,553,694 |
|
|
|
1,371,865,952 |
|
Net accumulated comprehensive income of equity method investees |
|
1,528,483,564 |
|
|
|
1,532,202,141 |
|
|
|
Net accumulated comprehensive loss of equity method investees |
|
(194,929,870 |
) |
|
|
(160,336,189 |
) |
|
|
Accumulated deficit |
|
|
|
20,029,832,919 |
|
|
|
11,419,602,518 |
|
Undisposed accumulated deficit |
|
(20,029,832,919 |
) |
|
|
(11,419,602,518 |
) |
|
|
Total equity |
|
|
|
48,738,777,270 |
|
|
|
68,806,922,447 |
|
Total liabilities and equity |
|
|
|
60,109,851,008 |
|
|
|
83,446,522,886 |
|
(2) Income Statements
GRAVITY CO., LTD. |
|
(In Korean Won) |
|
|
2014 |
|
2013 |
|
Revenues |
|
|
|
17,339,523,031 |
|
|
|
26,257,395,408 |
|
Online games-subscription revenue |
|
3,319,956,905 |
|
|
|
2,446,493,355 |
|
|
|
Online games-royalties and license fees |
|
13,095,522,110 |
|
|
|
22,060,067,331 |
|
|
|
Mobile games |
|
704,961,958 |
|
|
|
544,160,209 |
|
|
|
Character merchandising, animation and other revenue |
|
219,082,058 |
|
|
|
1,206,674,513 |
|
|
|
Cost of revenues |
|
|
|
15,385,860,543 |
|
|
|
20,046,866,670 |
|
Cost of revenues-games |
|
15,385,860,543 |
|
|
|
20,046,866,670 |
|
|
|
Gross profit |
|
|
|
1,953,662,488 |
|
|
|
6,210,528,738 |
|
Selling and administrative expenses |
|
|
|
10,953,786,670 |
|
|
|
14,163,089,167 |
|
Salaries |
|
3,500,423,472 |
|
|
|
4,906,162,523 |
|
|
|
Severance benefits |
|
374,430,415 |
|
|
|
382,561,480 |
|
|
|
Employee benefits |
|
654,394,148 |
|
|
|
821,735,973 |
|
|
|
Transportation |
|
136,341,995 |
|
|
|
174,133,984 |
|
|
|
Entertainment |
|
24,158,510 |
|
|
|
37,689,239 |
|
|
|
Communication |
|
78,013,415 |
|
|
|
87,572,827 |
|
|
|
Taxes and dues |
|
186,401,020 |
|
|
|
263,962,950 |
|
|
|
Depreciation |
|
124,160,648 |
|
|
|
140,906,865 |
|
|
|
Rent |
|
530,588,891 |
|
|
|
743,624,537 |
|
|
|
Insurance premium |
|
111,967,002 |
|
|
|
141,256,213 |
|
|
|
Vehicles maintenance |
|
3,806,000 |
|
|
|
4,399,000 |
|
|
|
Freight expenses |
|
2,358,063 |
|
|
|
1,767,053 |
|
|
|
Repairs expenses |
|
4,803,273 |
|
|
|
4,818,000 |
|
|
|
Training expenses |
|
920,000 |
|
|
|
1,920,000 |
|
|
|
Books & subscription |
|
4,018,160 |
|
|
|
7,325,563 |
|
|
|
Office supplies |
|
23,062,935 |
|
|
|
29,446,553 |
|
|
|
Commission paid |
|
2,547,340,990 |
|
|
|
2,784,967,695 |
|
|
|
Advertising |
|
172,393,007 |
|
|
|
526,740,024 |
|
|
|
Research and development |
|
2,137,844,423 |
|
|
|
2,798,864,229 |
|
|
|
Bad debt |
|
248,472,921 |
|
|
|
87,960,093 |
|
|
|
Amortization on intangible assets |
|
87,887,382 |
|
|
|
215,274,366 |
|
|
|
Operating loss |
|
|
|
9,000,124,182 |
|
|
|
7,952,560,429 |
|
Non-operating income |
|
|
|
1,894,337,555 |
|
|
|
2,243,247,967 |
|
Interest income |
|
1,077,731,762 |
|
|
|
1,380,337,408 |
|
|
|
Gain on foreign currency translation |
|
78,583,779 |
|
|
|
19,784,229 |
|
|
|
Gain on foreign exchange transactions |
|
237,037,481 |
|
|
|
465,239,559 |
|
|
|
Gain on valuation of equity-method investments |
|
4,316,588 |
|
|
|
|
|
|
|
Gain on disposal of property and equipment |
|
4,874,645 |
|
|
|
1,482,680 |
|
|
|
Gain on disposal of securities under equity method |
|
122,705,442 |
|
|
|
|
|
|
|
Other income |
|
369,087,858 |
|
|
|
376,404,091 |
|
|
|
Non-operating expenses |
|
|
|
5,466,520,116 |
|
|
|
6,466,176,203 |
|
Other bad debt |
|
|
|
|
|
2,087,151,736 |
|
|
|
Loss on foreign currency translation |
|
260,698,377 |
|
|
|
205,682,412 |
|
|
|
Loss on foreign exchange transactions |
|
193,904,370 |
|
|
|
577,647,108 |
|
|
|
Loss on valuation of equity-method investments |
|
5,004,999,290 |
|
|
|
2,102,172,982 |
|
|
|
Loss on impairment of securities under equity method |
|
|
|
|
|
70,792,850 |
|
|
|
Loss on disposal of long-term available-for-sale securities |
|
|
|
|
|
67,834,609 |
|
|
|
Loss on disposal of tangible assets |
|
20,836 |
|
|
|
|
|
|
|
Loss on impairment of intangible assets |
|
|
|
|
|
1,344,119,878 |
|
|
|
Other losses |
|
6,897,243 |
|
|
|
10,774,628 |
|
|
|
Loss before income tax |
|
|
|
12,572,306,743 |
|
|
|
12,175,488,665 |
|
Income tax expense |
|
|
|
7,457,526,176 |
|
|
|
5,779,204,666 |
|
Net loss |
|
|
|
20,029,832,919 |
|
|
|
17,954,693,331 |
|
Loss per share* |
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
|
|
2,882 |
|
|
|
2,584 |
|
* Each ADS represents one-fourth of one share of our common stock. Therefore, loss per ADS is one-fourth of loss per share.
(3) Statements of Disposition of Accumulated Deficit
GRAVITY CO., LTD. |
|
(In Korean Won) |
|
|
2014 |
|
2013 |
|
|
|
Confirmed disposition date: March 27, 2015 |
|
Confirmed appropriation date: March 26, 2014 |
|
Accumulated deficit before disposition (retained earnings before appreciation) |
|
|
|
20,029,832,919 |
|
|
|
11,419,602,518 |
|
Unappropriated retained earnings carried over from prior year |
|
|
|
|
|
6,535,090,813 |
|
|
|
Net loss |
|
(20,029,832,919 |
) |
|
|
(17,954,693,331 |
) |
|
|
Disposition of accumulated deficit |
|
|
|
20,029,832,919 |
|
|
|
11,419,602,518 |
|
Transfer from capital surplus |
|
20,029,832,919 |
|
|
|
11,419,602,518 |
|
|
|
Undisposed accumulated deficit (unappropriated retained earnings) carried forwards to subsequent year |
|
|
|
|
|
|
|
|
|
(4) Statements of Changes in Equity
GRAVITY CO., LTD. |
|
(In Korean Won) |
|
|
Capital Stock |
|
Capital Surplus |
|
Accumulated Other Comprehensive Income and Loss |
|
Retained Earnings |
|
Total |
|
Balance at January 1, 2013 |
|
3,474,450,000 |
|
75,380,209,013 |
|
1,433,326,353 |
|
6,535,090,813 |
|
86,823,076,179 |
|
Net loss |
|
|
|
|
|
|
|
(17,954,693,331 |
) |
(17,954,693,331 |
) |
Changes in equity-method investees with accumulated comprehensive income |
|
|
|
|
|
47,296,092 |
|
|
|
47,296,092 |
|
Changes in equity-method investees with accumulated comprehensive loss |
|
|
|
|
|
(108,756,493 |
) |
|
|
(108,756,493 |
) |
Balance at December 31, 2013 |
|
3,474,450,000 |
|
75,380,209,013 |
|
1,371,865,952 |
|
(11,419,602,518 |
) |
68,806,922,447 |
|
Balance at January 1, 2014 |
|
3,474,450,000 |
|
75,380,209,013 |
|
1,371,865,952 |
|
(11,419,602,518 |
) |
68,806,922,447 |
|
Net loss |
|
|
|
|
|
|
|
(20,029,832,919 |
) |
(20,029,832,919 |
) |
Disposition of accumulated deficit |
|
|
|
(11,419,602,518 |
) |
|
|
11,419,602,518 |
|
|
|
Changes in equity-method investees with accumulated comprehensive income |
|
|
|
|
|
(3,718,577 |
) |
|
|
(3,718,577 |
) |
Changes in equity-method investees with accumulated comprehensive loss |
|
|
|
|
|
(34,593,681 |
) |
|
|
(34,593,681 |
) |
Balance at December 31, 2014 |
|
3,474,450,000 |
|
63,960,606,495 |
|
1,333,553,694 |
|
(20,029,832,919 |
) |
48,738,777,270 |
|
(5) Statements of Cash Flows
GRAVITY CO., LTD. |
|
(In Korean Won) |
|
|
2014 |
|
2013 |
|
Cash flows from operating activities |
|
|
|
(2,834,681,650 |
) |
|
|
(2,169,269,828 |
) |
Net loss |
|
(20,029,832,919 |
) |
|
|
(17,954,693,331 |
) |
|
|
Addition of expenses not involving cash outflows |
|
10,425,383,477 |
|
|
|
12,313,160,868 |
|
|
|
Depreciation |
|
411,252,533 |
|
|
|
478,006,082 |
|
|
|
Amortization on intangible assets |
|
4,743,949,757 |
|
|
|
5,988,100,766 |
|
|
|
Bad debt |
|
248,472,921 |
|
|
|
87,960,093 |
|
|
|
Other bad debt |
|
|
|
|
|
2,087,151,736 |
|
|
|
Loss on foreign currency translation |
|
16,688,140 |
|
|
|
87,021,872 |
|
|
|
Loss on valuation of equity-method investments |
|
5,004,999,290 |
|
|
|
2,102,172,982 |
|
|
|
Loss on impairment of securities under equity method |
|
|
|
|
|
70,792,850 |
|
|
|
Loss on disposal of long-term available-for-sale securities |
|
|
|
|
|
67,834,609 |
|
|
|
Loss on disposal of tangible assets |
|
20,836 |
|
|
|
|
|
|
|
Loss on impairment of intangible assets |
|
|
|
|
|
1,344,119,878 |
|
|
|
Deduction of revenues not involving cash inflows |
|
(210,480,454 |
) |
|
|
(21,266,909 |
) |
|
|
Gain on foreign currency translation |
|
78,583,779 |
|
|
|
19,784,229 |
|
|
|
Gain on valuation of equity-method investments |
|
4,316,588 |
|
|
|
|
|
|
|
Gain on disposal of property and equipment |
|
4,874,645 |
|
|
|
1,482,680 |
|
|
|
Gain on disposal of securities under equity method |
|
122,705,442 |
|
|
|
|
|
|
|
Changes in assets and liabilities arising from operating activities |
|
6,980,248,246 |
|
|
|
3,493,529,544 |
|
|
|
Decrease in trade accounts receivable |
|
147,395,030 |
|
|
|
780,689,775 |
|
|
|
Increase in other accounts receivable |
|
(311,870,940 |
) |
|
|
(58,152,223 |
) |
|
|
Decrease(increase) in accrued income |
|
72,208,065 |
|
|
|
(16,805,017 |
) |
|
|
Decrease in advance payments |
|
264,761,424 |
|
|
|
740,900,327 |
|
|
|
Decrease (increase) in prepaid expenses |
|
(192,598,292 |
) |
|
|
164,685,108 |
|
|
|
Decrease in current portion of deferred tax assets |
|
366,000,000 |
|
|
|
267,000,000 |
|
|
|
Decrease in prepaid income taxes |
|
118,466,804 |
|
|
|
268,586,688 |
|
|
|
Decrease in refund of income taxes receivable |
|
38,054,947 |
|
|
|
58,474,024 |
|
|
|
Increase in long-term prepaid expenses |
|
(181,770,000 |
) |
|
|
(1,333,340 |
) |
|
|
Decrease in non-current deferred tax assets |
|
5,796,000,000 |
|
|
|
3,177,000,000 |
|
|
|
Decrease (increase) in other non-current assets |
|
4,269,654,397 |
|
|
|
(130,000,000 |
) |
|
|
Decrease in accounts payable |
|
(1,063,079,211 |
) |
|
|
(383,466,305 |
) |
|
|
Decrease in withholdings |
|
(21,401,359 |
) |
|
|
(17,428,481 |
) |
|
|
Decrease in deferred income |
|
(1,388,119,127 |
) |
|
|
(215,300,056 |
) |
|
|
Decrease in income tax payable |
|
(33,642,231 |
) |
|
|
(98,301,551 |
) |
|
|
Decrease in long-term deferred income |
|
(467,922,353 |
) |
|
|
(1,039,511,252 |
) |
|
|
Decrease in leasehold deposits received |
|
(33,180,370 |
) |
|
|
(3,508,153 |
) |
|
|
Decrease in advances received |
|
(369,998,538 |
) |
|
|
|
|
|
|
Decrease in other non-current liabilities |
|
(28,710,000 |
) |
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
3,527,493,774 |
|
|
|
(3,506,569,386 |
) |
Cash inflows from investing activities |
|
45,391,064,153 |
|
|
|
41,099,813,399 |
|
|
|
Proceeds from disposal of short-term financial instruments |
|
45,000,000,000 |
|
|
|
39,500,000,000 |
|
|
|
Collection of short-term loans receivable |
|
36,250,032 |
|
|
|
870,694,331 |
|
|
|
Proceeds from disposal of securities under equity method |
|
1,356 |
|
|
|
|
|
|
|
Proceeds from disposal of long-term available-for-sale securities |
|
|
|
|
|
579,226,726 |
|
|
|
Collection of long-term loans receivable |
|
1,388,908 |
|
|
|
23,055,558 |
|
|
|
Proceeds from disposal of computer and equipment |
|
7,166,307 |
|
|
|
1,313,487 |
|
|
|
Proceeds from disposal of furniture and fixtures |
|
3,639,000 |
|
|
|
1,458,037 |
|
|
|
Decrease in leasehold deposits |
|
342,618,550 |
|
|
|
124,065,260 |
|
|
|
Cash outflows from investing activities |
|
(41,863,570,379 |
) |
|
|
(44,606,382,785 |
) |
|
|
Increase in short-term financial instruments |
|
41,500,000,000 |
|
|
|
40,000,000,000 |
|
|
|
Increase in short-term loans receivable |
|
216,490,000 |
|
|
|
800,000,000 |
|
|
|
Acquisition of securities under equity method |
|
|
|
|
|
800,040,000 |
|
|
|
Increase in long-term loans receivable |
|
|
|
|
|
858,000,000 |
|
|
|
Acquisition of computer and equipment |
|
11,548,181 |
|
|
|
118,453,272 |
|
|
|
Acquisition of furniture and fixtures |
|
11,313,638 |
|
|
|
3,277,808 |
|
|
|
Increase in development costs |
|
|
|
|
|
464,919,300 |
|
|
|
Acquisition of software |
|
46,488,560 |
|
|
|
1,195,901,970 |
|
|
|
Acquisition of other intangible assets |
|
|
|
|
|
365,790,435 |
|
|
|
Acquisition of leasehold improvement |
|
77,730,000 |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
|
Cash inflows from financing activities |
|
|
|
|
|
|
|
|
|
Cash outflows from financing activities |
|
|
|
|
|
|
|
|
|
Increase(decrease) in cash |
|
|
|
692,812,124 |
|
|
|
(5,675,839,214 |
) |
Cash at beginning of year |
|
|
|
23,402,391,895 |
|
|
|
29,078,231,109 |
|
Cash at end of year |
|
|
|
24,095,204,019 |
|
|
|
23,402,391,895 |
|
(6) Notes to Non-Consolidated Financial Statements
* For the notes to the non-consolidated financial statements, please refer to the condensed English translation version of the Companys KAS-NPE non-consolidated financial statements as of and for the years ended December 31, 2014 and 2013 and the independent auditors report to be submitted to the United States Securities and Exchange Commission on Form 6-K on April 2, 2015.
4. Consolidated Financial Statements as of and for the fiscal year ended December 31, 2014 and 2013
(1) Consolidated Balance Sheets
GRAVITY CO., LTD. and a Subsidiary |
(In Korean Won) |
|
|
2014 |
|
2013 |
|
Assets |
|
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
50,221,687,057 |
|
|
|
57,024,971,668 |
|
Quick assets |
|
|
|
50,221,687,057 |
|
|
|
57,024,971,668 |
|
Cash and cash equivalents |
|
27,846,926,601 |
|
|
|
29,724,747,844 |
|
|
|
Short-term financial instruments |
|
14,500,000,000 |
|
|
|
18,000,000,000 |
|
|
|
Accounts receivable |
|
6,246,020,731 |
|
|
|
6,120,828,372 |
|
|
|
Allowance for doubtful accounts |
|
(1,067,768,505 |
) |
|
|
(18,290,031 |
) |
|
|
Short-term loans |
|
223,156,640 |
|
|
|
893,273,661 |
|
|
|
Allowance for doubtful accounts |
|
(216,490,000 |
) |
|
|
(860,495,832 |
) |
|
|
Other accounts receivable |
|
859,621,746 |
|
|
|
716,872,354 |
|
|
|
Allowance for doubtful accounts |
|
(387,613,070 |
) |
|
|
(344,434,189 |
) |
|
|
Accrued income |
|
299,192,932 |
|
|
|
374,399,353 |
|
|
|
Allowance for doubtful accounts |
|
(115,151,736 |
) |
|
|
(115,151,736 |
) |
|
|
Advance payments |
|
1,802,515,851 |
|
|
|
2,022,317,298 |
|
|
|
Allowance for doubtful accounts |
|
(1,500,000,000 |
) |
|
|
(1,500,000,000 |
) |
|
|
Prepaid expenses |
|
921,072,278 |
|
|
|
658,091,014 |
|
|
|
Current deferred tax assets |
|
94,152,949 |
|
|
|
474,018,019 |
|
|
|
Prepaid income taxes |
|
578,741,303 |
|
|
|
699,857,607 |
|
|
|
Refund of income taxes receivable |
|
137,309,337 |
|
|
|
178,937,934 |
|
|
|
Non-current Assets |
|
|
|
13,511,124,936 |
|
|
|
29,947,263,622 |
|
Investment assets |
|
|
|
1,652,858,387 |
|
|
|
1,671,505,922 |
|
Equity method investments |
|
1,650,636,171 |
|
|
|
1,657,755,955 |
|
|
|
Long-term loans |
|
4,780,872,216 |
|
|
|
3,931,904,135 |
|
|
|
Allowance for doubtful accounts |
|
(4,778,650,000 |
) |
|
|
(3,918,154,168 |
) |
|
|
Tangible assets |
|
|
|
708,120,145 |
|
|
|
912,194,786 |
|
Computer and equipment |
|
6,279,237,331 |
|
|
|
6,682,673,741 |
|
|
|
Accumulated depreciation |
|
(6,010,756,517 |
) |
|
|
(6,011,839,745 |
) |
|
|
Vehicles |
|
28,110,738 |
|
|
|
28,110,738 |
|
|
|
Accumulated depreciation |
|
(28,110,738 |
) |
|
|
(28,110,738 |
) |
|
|
Furniture and fixtures |
|
1,478,227,826 |
|
|
|
1,826,251,555 |
|
|
|
Accumulated depreciation |
|
(1,250,579,747 |
) |
|
|
(1,584,890,765 |
) |
|
|
Leasehold improvements |
|
963,697,319 |
|
|
|
745,967,319 |
|
|
|
Accumulated depreciation |
|
(751,706,067 |
) |
|
|
(745,967,319 |
) |
|
|
Intangible assets |
|
|
|
9,163,594,693 |
|
|
|
13,668,811,418 |
|
Capitalized R&D cost, net |
|
8,552,983,690 |
|
|
|
12,542,369,221 |
|
|
|
Software |
|
261,499,220 |
|
|
|
960,082,758 |
|
|
|
Other intangible assets, net |
|
349,111,783 |
|
|
|
166,359,439 |
|
|
|
Other non-current assets |
|
|
|
1,986,551,711 |
|
|
|
13,694,751,496 |
|
Leasehold deposits |
|
910,268,000 |
|
|
|
1,250,166,550 |
|
|
|
Long-term prepaid expenses |
|
201,436,660 |
|
|
|
48,666,664 |
|
|
|
Non-current deferred tax assets |
|
846,847,051 |
|
|
|
8,095,543,885 |
|
|
|
Other non-current assets |
|
28,000,000 |
|
|
|
4,300,374,397 |
|
|
|
Total assets |
|
|
|
63,732,811,993 |
|
|
|
86,972,235,290 |
|
Liabilities |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
9,320,678,427 |
|
|
|
10,964,637,877 |
|
Accounts payable |
|
3,157,802,747 |
|
|
|
4,417,582,140 |
|
|
|
Advances received |
|
1,551,233,055 |
|
|
|
1,921,398,364 |
|
|
|
Withholdings |
|
193,134,760 |
|
|
|
201,798,840 |
|
|
|
Deferred income |
|
4,305,766,359 |
|
|
|
4,277,474,796 |
|
|
|
Income tax payable |
|
112,741,506 |
|
|
|
146,383,737 |
|
|
|
Non-current liabilities |
|
|
|
5,478,564,326 |
|
|
|
6,847,747,407 |
|
Long-term deferred income |
|
5,268,274,326 |
|
|
|
6,715,567,037 |
|
|
|
Asset retirement obligation |
|
210,290,000 |
|
|
|
99,000,000 |
|
|
|
Leasehold deposit received |
|
|
|
|
|
33,180,370 |
|
|
|
Total liabilities |
|
|
|
14,799,242,753 |
|
|
|
17,812,385,284 |
|
Equity |
|
|
|
|
|
|
|
|
|
Parent interest |
|
|
|
48,738,777,270 |
|
|
|
68,806,922,447 |
|
Common stock |
|
|
|
3,474,450,000 |
|
|
|
3,474,450,000 |
|
Common stock |
|
3,474,450,000 |
|
|
|
3,474,450,000 |
|
|
|
Consolidated capital surplus |
|
|
|
63,960,606,495 |
|
|
|
75,380,209,013 |
|
Additional paid-in capital |
|
61,835,470,109 |
|
|
|
73,255,072,627 |
|
|
|
Other capital surplus |
|
2,125,136,386 |
|
|
|
2,125,136,386 |
|
|
|
Consolidated accumulated other comprehensive income and loss |
|
|
|
1,333,553,694 |
|
|
|
1,371,865,952 |
|
Accumulated comprehensive income of equity method investees |
|
1,528,483,564 |
|
|
|
1,532,202,141 |
|
|
|
Accumulated comprehensive loss of equity method investees |
|
(194,929,870 |
) |
|
|
(160,336,189 |
) |
|
|
Consolidated retained earnings (consolidated accumulated deficit) |
|
|
|
(20,029,832,919 |
) |
|
|
(11,419,602,518 |
) |
Unappropriated consolidated retained earnings (undisposed consolidated accumulated deficit) |
|
(20,029,832,919 |
) |
|
|
(11,419,602,518 |
) |
|
|
Non-controlling interest in consolidated subsidiary |
|
|
|
194,791,970 |
|
|
|
352,927,559 |
|
Total equity |
|
|
|
48,933,569,240 |
|
|
|
69,159,850,006 |
|
Total liabilities and equity |
|
|
|
63,732,811,993 |
|
|
|
86,972,235,290 |
|
(2) Consolidated Income Statements
GRAVITY CO., LTD. and a Subsidiary |
(In Korean Won) |
|
|
2014 |
|
2013 |
|
Revenues |
|
|
|
35,364,654,770 |
|
|
|
42,437,954,760 |
|
Online games-subscription revenue |
|
3,319,956,905 |
|
|
|
2,446,493,355 |
|
|
|
Online games-royalties and license fees |
|
13,193,583,023 |
|
|
|
22,223,575,496 |
|
|
|
Mobile games |
|
15,055,020,108 |
|
|
|
14,503,971,352 |
|
|
|
Character merchandising, animation and other revenue |
|
3,796,094,734 |
|
|
|
3,263,914,557 |
|
|
|
Cost of revenues |
|
|
|
30,618,528,603 |
|
|
|
30,924,395,914 |
|
Cost of revenues-games |
|
30,618,528,603 |
|
|
|
30,924,395,914 |
|
|
|
Gross profit |
|
|
|
4,746,126,167 |
|
|
|
11,513,558,846 |
|
Selling and administrative expenses |
|
|
|
15,869,010,132 |
|
|
|
20,241,905,388 |
|
Salaries |
|
4,411,861,181 |
|
|
|
5,704,531,983 |
|
|
|
Severance benefits |
|
444,088,485 |
|
|
|
441,574,550 |
|
|
|
Employee benefits |
|
825,314,810 |
|
|
|
1,009,974,401 |
|
|
|
Transportation |
|
158,909,907 |
|
|
|
193,168,546 |
|
|
|
Entertainment |
|
43,815,731 |
|
|
|
49,853,327 |
|
|
|
Communication |
|
86,871,375 |
|
|
|
114,443,477 |
|
|
|
Taxes and dues |
|
224,313,373 |
|
|
|
320,844,660 |
|
|
|
Depreciation |
|
147,038,322 |
|
|
|
162,468,649 |
|
|
|
Rent |
|
554,036,811 |
|
|
|
762,661,536 |
|
|
|
Insurance premium |
|
111,967,002 |
|
|
|
141,256,213 |
|
|
|
Vehicles maintenance |
|
3,806,000 |
|
|
|
4,887,610 |
|
|
|
Freight expenses |
|
3,165,563 |
|
|
|
2,469,053 |
|
|
|
Repairs expenses |
|
4,803,273 |
|
|
|
4,818,000 |
|
|
|
Training expenses |
|
1,270,000 |
|
|
|
1,920,000 |
|
|
|
Books & subscription |
|
5,585,727 |
|
|
|
11,189,337 |
|
|
|
Office supplies |
|
30,527,976 |
|
|
|
35,177,522 |
|
|
|
Commission paid |
|
2,431,226,807 |
|
|
|
2,240,534,516 |
|
|
|
Advertising |
|
1,015,921,550 |
|
|
|
2,624,032,798 |
|
|
|
Research and development |
|
5,022,754,970 |
|
|
|
6,223,318,919 |
|
|
|
Bad debt |
|
248,472,921 |
|
|
|
87,960,093 |
|
|
|
Amortization on intangible assets |
|
93,258,348 |
|
|
|
104,820,198 |
|
|
|
Operating income (loss) |
|
|
|
(11,122,883,965 |
) |
|
|
(8,728,346,542 |
) |
Non-operating income |
|
|
|
1,792,924,672 |
|
|
|
2,291,150,906 |
|
Interest income |
|
1,199,661,441 |
|
|
|
1,526,497,859 |
|
|
|
Gain on foreign currency translation |
|
87,569,617 |
|
|
|
22,694,283 |
|
|
|
Gain on foreign exchange transactions |
|
283,185,983 |
|
|
|
509,829,389 |
|
|
|
Gain on valuation of equity-method investments |
|
4,316,588 |
|
|
|
|
|
|
|
Gain on disposal of securities under equity method |
|
122,705,442 |
|
|
|
|
|
|
|
Gain on disposal of property and equipment |
|
5,154,951 |
|
|
|
1,482,680 |
|
|
|
Other income |
|
90,330,650 |
|
|
|
230,646,695 |
|
|
|
Non-operating expenses |
|
|
|
1,696,890,467 |
|
|
|
6,308,788,648 |
|
Other bad debt |
|
39,792,226 |
|
|
|
2,087,151,736 |
|
|
|
Loss on foreign currency translation |
|
262,482,383 |
|
|
|
207,760,320 |
|
|
|
Loss on foreign exchange transactions |
|
263,476,854 |
|
|
|
741,851,401 |
|
|
|
Loss on valuation of equity-method investments |
|
1,097,952,634 |
|
|
|
1,369,896,813 |
|
|
|
Loss on impairment of securities under equity method |
|
|
|
|
|
70,792,850 |
|
|
|
Loss on disposal of long-term available-for-sale securities |
|
|
|
|
|
67,834,609 |
|
|
|
Loss on disposal of tangible assets |
|
20,836 |
|
|
|
|
|
|
|
Loss on impairment of intangible assets |
|
642,548 |
|
|
|
1,741,855,188 |
|
|
|
Other losses |
|
32,522,986 |
|
|
|
21,645,731 |
|
|
|
Loss before income tax |
|
|
|
(11,026,849,760 |
) |
|
|
(12,745,984,284 |
) |
Income tax expense |
|
|
|
9,161,118,748 |
|
|
|
5,238,347,527 |
|
Net loss |
|
|
|
(20,187,968,508 |
) |
|
|
(17,984,331,811 |
) |
Parent interest |
|
(20,029,832,919 |
) |
|
|
(17,954,693,331 |
) |
|
|
Minority interest |
|
(158,135,589 |
) |
|
|
(29,638,480 |
) |
|
|
Per share data for parent interest |
|
|
|
|
|
|
|
|
|
Loss per share* |
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
|
|
(2,882 |
) |
|
|
(2,584 |
) |
* Each ADS represents one-fourth of one share of our common stock. Therefore, loss per ADS is one-fourth of loss per share.
(3) Consolidated Statements of Changes in Equity
GRAVITY CO., LTD. and a Subsidiary |
(In Korean Won) |
|
|
Capital stock |
|
Consolidated Capital Surplus |
|
Consolidated Accumulated Other Comprehensive Income and Loss |
|
Consolidated Retained Earnings (Accumulated Deficit) |
|
Non-controlling Interest |
|
Total |
|
Balance at January 1, 2013 |
|
3,474,450,000 |
|
75,380,209,013 |
|
1,433,326,353 |
|
6,535,090,813 |
|
382,566,039 |
|
87,205,642,218 |
|
Net income (loss) |
|
|
|
|
|
|
|
(17,954,693,331 |
) |
(29,638,480 |
) |
(17,984,331,811 |
) |
Changes in equity-method investees with accumulated comprehensive income |
|
|
|
|
|
47,296,092 |
|
|
|
|
|
47,296,092 |
|
Changes in equity-method investees with accumulated comprehensive loss |
|
|
|
|
|
(108,756,493 |
) |
|
|
|
|
(108,756,493 |
) |
Balance at December 31, 2013 |
|
3,474,450,000 |
|
75,380,209,013 |
|
1,371,865,952 |
|
(11,419,602,518 |
) |
352,927,559 |
|
69,159,850,006 |
|
Balance at January 1, 2014 |
|
3,474,450,000 |
|
75,380,209,013 |
|
1,371,865,952 |
|
(11,419,602,518 |
) |
352,927,559 |
|
69,159,850,006 |
|
Net loss |
|
|
|
|
|
|
|
(20,029,832,919 |
) |
(158,135,589 |
) |
(20,187,968,508 |
) |
Disposition of accumulated deficit |
|
|
|
(11,419,602,518 |
) |
|
|
11,419,602,518 |
|
|
|
|
|
Changes in equity-method investees with accumulated comprehensive income |
|
|
|
|
|
(3,718,577 |
) |
|
|
|
|
(3,718,577 |
) |
Changes in equity-method investees with accumulated comprehensive loss |
|
|
|
|
|
(34,593,681 |
) |
|
|
|
|
(34,593,681 |
) |
Balance at December 31, 2014 |
|
3,474,450,000 |
|
63,960,606,495 |
|
1,333,553,694 |
|
(20,029,832,919 |
) |
194,791,970 |
|
48,933,569,240 |
|
(4) Consolidated Statements of Cash Flows
GRAVITY CO., LTD. and a Subsidiary |
(In Korean Won) |
|
|
2014 |
|
2013 |
|
Cash flows from operating activities |
|
|
|
(4,973,400,015 |
) |
|
|
(2,100,005,973 |
) |
Net loss |
|
(20,187,968,508 |
) |
|
|
(17,984,331,811 |
) |
|
|
Addition of expenses not involving cash outflows |
|
6,858,979,752 |
|
|
|
12,223,151,909 |
|
|
|
Depreciation |
|
567,646,920 |
|
|
|
647,791,405 |
|
|
|
Amortization on intangible assets |
|
4,885,979,521 |
|
|
|
6,061,641,604 |
|
|
|
Bad debt |
|
248,472,921 |
|
|
|
87,960,093 |
|
|
|
Other bad debt |
|
39,792,226 |
|
|
|
2,087,151,736 |
|
|
|
Loss on foreign currency translation |
|
18,472,146 |
|
|
|
88,227,611 |
|
|
|
Loss on valuation of equity-method investments |
|
1,097,952,634 |
|
|
|
1,369,896,813 |
|
|
|
Loss on impairment of securities under equity method |
|
|
|
|
|
70,792,850 |
|
|
|
Loss on impairment of intangible assets |
|
642,548 |
|
|
|
1,741,855,188 |
|
|
|
Loss on disposal of long-term available-for-sale securities |
|
|
|
|
|
67,834,609 |
|
|
|
Loss on disposal of tangible assets |
|
20,836 |
|
|
|
|
|
|
|
Deduction of revenues not involving cash inflows |
|
(219,746,598 |
) |
|
|
(24,176,963 |
) |
|
|
Gain on foreign currency translation |
|
87,569,617 |
|
|
|
22,694,283 |
|
|
|
Gain on valuation of equity-method investments |
|
4,316,588 |
|
|
|
|
|
|
|
Gain on disposal of securities under equity method |
|
122,705,442 |
|
|
|
|
|
|
|
Gain on disposal of property and equipment |
|
5,154,951 |
|
|
|
1,482,680 |
|
|
|
Changes in assets and liabilities arising from operating activities |
|
8,575,335,339 |
|
|
|
3,685,350,892 |
|
|
|
Decrease (increase) in trade accounts receivable |
|
(56,948,749 |
) |
|
|
765,215,429 |
|
|
|
Decrease (increase) in accounts receivable |
|
(191,991,618 |
) |
|
|
(198,646,507 |
) |
|
|
Decrease (increase) in accrued income |
|
75,206,421 |
|
|
|
(12,495,017 |
) |
|
|
Decrease (increase) in advance payments |
|
189,041,149 |
|
|
|
562,733,237 |
|
|
|
Decrease (increase) in prepaid expenses |
|
(233,981,260 |
) |
|
|
92,533,259 |
|
|
|
Decrease in current portion of deferred tax assets |
|
379,865,070 |
|
|
|
951,977,863 |
|
|
|
Decrease in prepaid income taxes |
|
121,116,304 |
|
|
|
263,287,688 |
|
|
|
Decrease in refund of income taxes receivable |
|
41,628,597 |
|
|
|
70,509,974 |
|
|
|
Increase in long-term prepaid expenses |
|
(181,770,000 |
) |
|
|
(1,165,926 |
) |
|
|
Decrease in non-current portion of deferred tax assets |
|
7,316,696,834 |
|
|
|
1,749,248,800 |
|
|
|
Decrease(Increase) in other non-current assets |
|
4,269,654,397 |
|
|
|
(130,000,000 |
) |
|
|
Increase(decrease) in accounts payable |
|
(1,259,818,668 |
) |
|
|
55,395,943 |
|
|
|
Increase (decrease) in advances received |
|
(370,165,309 |
) |
|
|
166,760 |
|
|
|
Increase (decrease) in withholdings |
|
(8,664,080 |
) |
|
|
(123,294,584 |
) |
|
|
Increase (decrease) in deferred income |
|
(1,053,908,795 |
) |
|
|
551,361,894 |
|
|
|
Decrease in income tax payable |
|
(33,642,231 |
) |
|
|
(98,301,551 |
) |
|
|
Decrease in long-term deferred income |
|
(365,092,353 |
) |
|
|
(771,111,252 |
) |
|
|
Decrease in leasehold deposits received |
|
(33,180,370 |
) |
|
|
(42,065,118 |
) |
|
|
Decrease in other non-current liabilities |
|
(28,710,000 |
) |
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
3,095,578,772 |
|
|
|
(3,643,006,953 |
) |
Cash inflows from investing activities |
|
45,405,242,531 |
|
|
|
41,341,090,364 |
|
|
|
Proceeds from disposal of short-term financial instruments |
|
45,000,000,000 |
|
|
|
39,500,000,000 |
|
|
|
Collection of short-term loans receivable |
|
36,250,032 |
|
|
|
870,694,331 |
|
|
|
Proceeds from disposal of long-term available-for-sale securities |
|
|
|
|
|
579,226,726 |
|
|
|
Collection of long-term loans receivable |
|
1,388,908 |
|
|
|
23,055,558 |
|
|
|
Proceeds from disposal of computer and equipment |
|
19,291,685 |
|
|
|
1,313,487 |
|
|
|
Proceeds from disposal of furniture and fixtures |
|
5,692,000 |
|
|
|
1,458,037 |
|
|
|
Decrease in leasehold deposits |
|
342,618,550 |
|
|
|
162,622,225 |
|
|
|
Decrease in other non-current assets |
|
|
|
|
|
202,720,000 |
|
|
|
Disposal of securities under equity method |
|
1,356 |
|
|
|
|
|
|
|
Cash outflows from investing activities |
|
(42,309,663,759 |
) |
|
|
(44,984,097,317 |
) |
|
|
Increase in short-term financial instruments |
|
41,500,000,000 |
|
|
|
40,000,000,000 |
|
|
|
Increase in short-term loans receivable |
|
216,490,000 |
|
|
|
800,000,000 |
|
|
|
Acquisition of securities under equity method |
|
|
|
|
|
800,040,000 |
|
|
|
Increase in long-term loans receivable |
|
|
|
|
|
858,000,000 |
|
|
|
Acquisition of computer and equipment |
|
11,548,181 |
|
|
|
120,603,272 |
|
|
|
Acquisition of furniture and fixtures |
|
153,250,532 |
|
|
|
120,968,705 |
|
|
|
Increase in development costs |
|
|
|
|
|
580,634,850 |
|
|
|
Acquisition of software |
|
87,796,546 |
|
|
|
1,299,503,090 |
|
|
|
Acquisition of other intangible assets |
|
262,848,500 |
|
|
|
365,790,435 |
|
|
|
Increase of leasehold deposits |
|
|
|
|
|
38,556,965 |
|
|
|
Acquisition of leasehold improvement |
|
77,730,000 |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
|
Cash inflows from financing activities |
|
|
|
|
|
|
|
|
|
Cash outflows from financing activities |
|
|
|
|
|
|
|
|
|
Decrease in cash |
|
|
|
(1,877,821,243 |
) |
|
|
(5,743,012,926 |
) |
Cash at beginning of year |
|
|
|
29,724,747,844 |
|
|
|
35,467,760,770 |
|
Cash at end of year |
|
|
|
27,846,926,601 |
|
|
|
29,724,747,844 |
|
(5) Notes to Consolidated Financial Statements
* For the notes to the consolidated financial statements, please refer to the condensed English translation version of the Companys KAS-NPE consolidated financial statements as of and for the years ended December 31, 2014 and 2013 and the independent auditors report to be submitted to the United States Securities and Exchange Commission on Form 6-K on April 2, 2015.
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