High Roller Technologies, Inc.
For the period ended Jun 30, 2025. Filed Aug 12, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 12, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-15.
0001437749-25-017174
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-12.
0001437749-25-026181
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 94 previous paragraphs and 128 current paragraphs.
59 unchanged; 27 reworded; 38 added; 8 removed; 0 previous and 4 current paragraphs rearranged.
Tables are not compared: 7 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (38)
Current report
Financial highlights and trends
Current report
(1) Adjusted EBITDA is a non-GAAP financial measure. See "Non-GAAP Information" below for additional information about this measure and a reconciliation of this measure to the most directly comparable financial measure calculated in accordance with U.S. GAAP.
Current report
(2) Adjusted earnings (loss) per share is a non-GAAP financial measure. See "Non-GAAP Information" below for additional information about this measure and a reconciliation of this measure to the most directly comparable financial measure calculated in accordance with U.S. GAAP.
Current report
Non-GAAP information
Current report
This Report includes Adjusted EBITDA and Adjusted Earnings (Loss) Per Share, which are non-GAAP financial measures that we use to supplement our results presented in accordance with U.S. GAAP. We believe Adjusted EBITDA and Adjusted Earnings (Loss) Per Share are useful in evaluating our operating performance, similar to measures reported by our publicly-listed U.S. competitors, and regularly used by security analysts, institutional investors and other interested parties in analyzing operating performance and prospects. Adjusted EBITDA and Adjusted Earnings (Loss) Per Share are not intended to be a substitute for any U.S. GAAP financial measure. As calculated, they may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
Current report
We define and calculate Adjusted EBITDA as net income (loss) before the impact of interest income and expense, income tax provision or benefit, and depreciation and amortization, and further adjusted for the following items: stock-based compensation; and other non-recurring and non-operating costs or income, as described in the reconciliation below.
Current report
We define and calculate Adjusted Earnings (Loss) Per Share as basic earnings (loss) per share attributable to common stockholders before the impact of amortization of acquired intangible assets; stock-based compensation; and other non-recurring and non-operating costs or income, as described in the reconciliation below.
Current report
We include non-GAAP financial measures because they are used by management to evaluate our core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments. Adjusted EBITDA and Adjusted Earnings (Loss) Per Share exclude certain expenses that are required in accordance with U.S. GAAP because they are non-recurring items (for example, in the case of severance costs), non-cash expenditures (for example, in the case of amortization of acquired intangible assets, depreciation and amortization and stock-based compensation), or non-operating items which are not related to our underlying business performance (for example, in the case of interest expense).
Current report
Adjusted EBITDA
Current report
The table below presents the Company's Adjusted EBITDA reconciled to our net loss, which is the most directly comparable financial measure calculated in accordance with U.S. GAAP, for the periods indicated:
Current report
(1) Includes restricted shares, stock options, equity-settled restricted share units, cash-settled restricted share units and equity-settled performance-based restricted share units granted to employees and directors (including related employer payroll taxes).
Current report
(2) Includes amortization of intangible assets generated through business acquisitions and depreciation of property and equipment, amortization of contract costs, and amortization of internally developed software and other intangible assets. Excludes amortization of right of use assets.
Current report
(3) Includes severance costs and non-recurring compensation payments and gain/loss on disposal of assets.
Current report
Revenue increased by $1.4 million or 11%, to $13.7 million during the six months ended June 30, 2025, as compared to $12.3 million during the six months ended June 30, 2024 as we focused on different markets that produced more favorable customers.
Current report
Net revenue generated through intra-group services arrangement increasedby $2.4 million or 841% to $2.7 million during the six months ended June 30, 2025, as compared to $290 thousand during the six months ended June 30, 2024. The increase was primarily due to utilizing more existing relationships with companies that are in the markets the Company is focusing on.
Current report
Revenue increased by $1.1 million or 20%, to $6.9 million during the three months ended June 30, 2025, as compared to $5.8 million during the three months ended June 30, 2024.This is due to exiting certain markets and focusing efforts on markets that produce more profitable revenue.
Current report
Net gaming revenue increased by $96 thousand or 2% to $5.8 million during the three months ended June 30, 2025, as compared to $5.7 million during the three months ended June 30, 2024. With revenue increasing the Company is realizing the new marketing efforts that focus on acquiring higher value customers. The amount of real money bets during thethree months ended June 30, 2025 and 2024 was approximately $153.2 million and $159.8 million, respectively.
Current report
Direct operating costs (related party) decreased by$524 thousand or 37%, to$898 thousand during thesix months ended June 30, 2025, as compared to$1.4 million for thesix months ended June 30, 2024, which is primarily related to the shift in marketing strategy from revenue sharing that began in the current quarter but will increase later in the year.
Current report
Direct operating costs (other) decreased by$313 thousand or 6%, to$4.8 million during thesix months ended June 30, 2025, as compared to$5.1 million for thesix months ended June 30, 2024, which isprimarily related to a decrease in affiliate revenue sharing along with lower payment provider fees.
Current report
Direct operating costs (related party) decreased by$219 thousand or 33%, to$451 thousand during the three months ended June 30, 2025, as compared to$670 thousand for the three months ended June 30, 2024, which is primarily related to the Company making adjustments in the marketing strategy focusing on cost cutting and utilizing marketing channels that focus on the desired markets.
Current report
Direct operating costs (other) stayed flat increasing by$30 thousand or 1%, to$2.5 million for the three months ended June 30, 2025, as compared to$2.5 million for the three months ended June 30, 2024.
Current report
General and admi nistrative expenses (related party) decreased by $22 thousand or 88%, to $3 thousand for thesix months ended June 30, 2025, as compared to $25 thousand for thesix months ended June 30, 2024. Staying flat period over period.
Current report
General and administrative expenses (other) increased by $528 thousand or 11%, to $5.1 million for thesix months ended June 30, 2025, as compared to $4.6 million for thesix months ended June 30, 2024. The increase was primarily driven by an increase in stock based compensation expense and increased audit fees after the Company's initial public offering in October 2024.
Current report
Total general and administrative expenses were $2.3 million for thethree months ended June 30, 2025, as compared to $1.9 million for thesix months ended June 30, 2024.
Current report
General and administrative expenses (other) increased by $417 thousand or 22%, to $2.3 million for the three months ended June 30, 2025, as compared to $1.9 million for the three months ended June 30, 2024. The increase was primarily driven by an increase in stock based compensation expense and audit fees associated with the Company's initial public offering in October 2024.
Current report
Total advertising and promotion expenses were $5.9 million for thesix months ended June 30, 2025, as compared to $3.9 million for thesix months ended June 30, 2024.
Current report
Advertising and promotions expenses (other) increased by $1.4 million or 39%, to $4.9 million for thesix months ended June 30, 2025, as compared to $3.5 million for thesix months ended June 30, 2024. Theincreaseis attributable to increased marketing spend utilizing initial public offering funds.
Current report
Advertising and promotions expenses (related party) increased by $96 thousand or 59%, to $258 thousand for the three months ended June 30, 2025, as compared to $162 thousand for the three months ended June 30, 2024. The increase is primarily attributable to increased marketing spend following the Company's new marketing strategy.
Current report
Advertising and promotions expenses (other) decreased by $186 thousand or 11%, to $1.5 million for the three months ended June 30, 2025, as compared to $1.7 million for the three months ended June 30, 2024. The decrease is attributable to a new marketing strategy cutting costs and using more proven affiliates in the Company's focused markets.
Current report
Total product and software expenses were $741 thousand for thesix months ended June 30, 2025, as compared to $614 thousand for thesix months ended June 30, 2024.
Current report
Product and software development expenses (related party) was$0 for thesix months ended June 30, 2025, as compared to $147 thousand for thesix months ended June 30, 2024. The decrease is due to the Company utilizing internal software development team.
Current report
Product and software development expenses (other) increased by $274 thousand or 59%, to $741 thousand for thesix months ended June 30, 2025 as compared to $467 thousand for thesix months ended June 30, 2024. The increase was primarily related to the Company utilizing internal software development team, shifting from using related party.
Current report
Product and software development expenses (other) increased by $81 thousand or 27%, to $378 thousand for the three months ended June 30, 2025 as compared to $297 thousand for the three months ended June 30, 2024. Staying relatively flat period over period.
Current report
Loss from operations was$3.7 million for thesix months ended June 30, 2025, as compared to$3.3 million for thesix months ended June 30, 2024, primarily due to higher costs in marketing in the first quarter of 2025. In the current quarter the Company implemented a new marketing strategy focused on acquiring more high value players per dollar of marketing spend.
Current report
Loss before income taxes was$3.8 million for thesix months ended June 30, 2025, as compared to$3.4 million for thesix months ended June 30, 2024.
Current report
Income tax expense (benefit) was $54 thousand and $0 for thesix months ended June 30, 2025 and June 30, 2024, respectively.
Current report
Income tax expense (benefit) was$37 for the three months ended June 30, 2025 and 2024.
Current report
Net loss was $3.9 million for the six months ended June 30, 2025, as compared to net loss of $3.4 million for the six months ended June 30, 2024.
Removed paragraphs (8)
Previous report
Revenue was flat, increasing by $264 thousand or 4%, to $6.8 million during the three months ended March 31, 2025, as compared to $6.5 million during the three months ended March 31, 2024.
Previous report
Direct operating costs (related party) decreased by $305 thousand or 41%, to $447 thousand during the three months ended March 31, 2025, as compared to $752 thousand for the three months ended March 31, 2024, which isprimarily related to the company using more commission per acquisition as compared to revenue share contracts.
Previous report
Direct operating costs (other) decreased by $344 thousand or 13%, to $2.2 million for the three months ended March 31, 2025, as compared to $2.6 million for the three months ended March 31, 2024, which is primarily related toa decrease in payment service provider fees and an increase in recovered payment provider fees.
Previous report
General and administrative expenses (other) increased by $111 thousand or 4%, to $2.8 million for the three months ended March 31, 2025, as compared to $2.7 million for the three months ended March 31, 2024. The increase was primarily driven byan increase in salaries, offset by a decrease in realized and unrealized exchange differences.
Previous report
Advertising and promotions expenses (other) increased by $1.6 million or 89%, to $3.4 million for the three months ended March 31, 2025, as compared to $1.8 million for the three months ended March 31, 2024. The increase is attributable toan increase in digital media marketing through third party affiliates.
Previous report
Product and software development expenses (other) increased by $193 thousand or 114%, to $363 thousand for the three months ended March 31, 2025 as compared to $170 thousand for the three months ended March 31, 2024.The increase was primarily related tothe increased reliance on third party companies and in house development resources.
Previous report
Income tax expense was $17 and $0 for the three months ended March 31, 2025 and March 31, 2024., respectively.
Previous report
Based on management's current operating plan, we believe our cash on hand and the projected cash generated from operations are sufficient to fund the Company's operations for a period of at least 12 months subsequent to the issuance of unaudited condensed consolidated financial statements contained in this quarterly report.
Reworded paragraphs (27)
Previous wording
High Roller Technologies, Inc. was incorporated in Delaware in 2021 as a holding company, with the intent to seek an initial public offering on a United States securities exchange. In January 2022 we launched HighRoller.com to deliver more immersive real money gaming experiences for the iCasino market. Prior to our transition to the HighRoller.com Platform we operated our online iCasino activities under the casinoroom.com domain name. We operate an online gaming business offering casino games to customers in various jurisdictions worldwide under the HighRoller.com and fruta.com domain names principally utilizing our Curacao license, and under our Happy Hour Solutions Agreements accessing revenue generated under the Estonian license. Unless further extended, the Happy Hour Solutions Agreements terminate on the earlier of our receipt of an Estonian license or December 31, 2025.
Current wording
We were incorporated in Delaware in 2021 as a holding company, with the intent to seek an initial public offering on a United States securities exchange. In January 2022 we launched HighRoller.com to deliver more immersive real money gaming experiences for the iCasino market. Prior to our transition to the HighRoller.com Platform we operated our online iCasino activities under the casinoroom.com domain name. We operate an online gaming business offering casino games to customers in various jurisdictions worldwide under the HighRoller.com and fruta.com domain names principally utilizing our Curacao license, and under our Happy Hour Solutions Agreements accessing revenue generated under the Estonian license. Unless further extended, the Happy Hour Solutions Agreements terminate on the earlier of our receipt of an Estonian license or December 31, 2025.
Previous wording
Through our Platform we provide iCasino, or online casino, consisting of the full suite of games available in land-based casinos, such as blackjack, roulette, baccarat, poker, and slot machines. We generate revenue through hold, or gross winnings, as users play against the house. We believe iCasino provides lower volatility versus land-based casinos due to easier advance-based predictions on gaming rules and statistics.
Current wording
Through our Platform we provide iCasino, or online casino, consisting of the full suite of games available in land-based casinos, such as blackjack, roulette, baccarat, poker, and slot machines. We generate revenue through hold, or gross winnings, as users play against the house.
Previous wording
We currently are present and active in several markets around the world. Our focus will primarily be to enter regulated markets in Europe, North and South America. We intend to seek entry into one or more regulated North American markets utilizing proceeds from this offering but have not identified any target or budgeted any amount for such entries. We currently expect that initial entry into any of these regulated North American markets to occur in approximately twelve months from the receipt of proceeds from this initial public offering. No assurance can be given that these efforts will prove successful. Our business may suffer if we are unable to open new geographical markets or if we are unable to continue expanding within existing markets.
Current wording
We currently are present and active in several markets around the world. Our focus will primarily be to enter regulated markets in Europe, North and South America. We intend to seek entry into one or more regulated North American markets utilizing proceeds from this offering but have not identified any target or budgeted any amount for such entries. We intend to seek entry into one or more regulated North American markets utilizing proceeds from our initial public offering. We currently expect that initial entry into any of these regulated North American markets to occur in approximately twelve months from the receipt of proceeds from this initial public offering. No assurance can be given that these efforts will prove successful. Our business may suffer if we are unable to open new geographical markets or if we are unable to continue expanding within existing markets.
Previous wording
We obtain our iCasino game offerings from over 70 suppliers such as Pragmatic Play, Push Gaming, Evolution Gaming for Live Dealer Services, Big Time Gaming, Red Tiger Gaming, Play’n Go, Netent, Quickspin and others. These content and gaming licenses are subject to standard revenue-share agreements, whereby suppliers receive a percentage of the net gaming revenue generated from their respective casino games and payment combinations, including agreed upon fixed costs.
Current wording
We obtain our iCasino game offerings from over 90 suppliers such as Pragmatic Play, Push Gaming, Evolution Gaming for Live Dealer Services, Big Time Gaming, Red Tiger Gaming, Play’n Go, Netent, Quickspin and others. These content and gaming licenses are subject to standard revenue-share agreements, whereby suppliers receive a percentage of the net gaming revenue generated from their respective casino games and payment combinations, including agreed upon fixed costs.
Previous wording
We believe that ours is an attractive proposition which extends beyond a dynamic base product offering to one that has a broad selection of entertaining and exciting content having more than 4,400 slot and other iCasino games, with a number of our most popular games being available to play with a live dealer, such as blackjack, video poker, roulette, baccarat, and craps sourced from over 70 content providers. We provide loyalty program offers with generous cash back, inviting hospitality experiences, other welcoming introductory services and longer play incentives. All our players are treated with an attractive welcome package of bonuses and free spins on popular slots. Each time a player levels up to a next tier of play, the player is instantly rewarded with free spins at the slots they prefer at their then stake levels of play. We focus on a rapid registration process and allow players one tap search to discover and select their games of choice. Our players also appreciate rapid payment processing through our automated cashier.
Current wording
We believe that ours is an attractive proposition which extends beyond a dynamic base product offering to one that has a broad selection of entertaining and exciting content having more than 5,000 slot and other iCasino games, with a number of our most popular games being available to play with a live dealer, such as blackjack, video poker, roulette, baccarat, and craps sourced from over 90 content providers. We provide loyalty program offers with generous cash back, inviting hospitality experiences, other welcoming introductory services and longer play incentives. All our players are treated with an attractive welcome package of bonuses and free spins on popular slots. Each time a player levels up to a next tier of play, the player is instantly rewarded with free spins at the slots they prefer at their then stake levels of play. We focus on a rapid registration process and allow players one tap search to discover and select their games of choice. Our players also appreciate rapid payment processing through our automated cashier.
Previous wording
We currently accept wagers in multiple currencies. We generated more than $153 million in customer-paid real money bets during the three months ended March 31, 2025 and approximately $187 million in customer-paid real money bets during the three months ended March 31, 2024 utilizing our HighRoller.com domain name. During the three months ended March 31, 2025, the average revenue per user was $190 as compared to approximately $304 per user for the same period in 2024. User deposits were approximately $23 million during the three months ended March 31, 2025 as compared to deposits of almost $21 million during the same period in 2024. During the three months ended March 31, 2025, we had approximately 29,946 active users as compared to approximately 22,370 active users for the same period in 2024, representing period over period growth of approximately 34%. Furthermore, during the three months ended March 31, 2025, we had approximately 58,269 first time depositors and approximately 27,289 unique depositors as compared to approximately 11,960 first time depositors and approximately 20,800 unique depositors for the same period in 2024, representing period over period growth of approximately 387% and 31%, respectively. Our net gaming revenue was $5.2 million and $6.3 million for the three months ended March 31, 2025 and 2024, respectively.
Current wording
We currently accept wagers in multiple currencies. We generated more than $153.2 millionand$306.4 million in customer-paid real money bets during the three and six months ended June 30, 2025, and $159.8 million and $347.2 million in customer-paid real money bets during the three and six months ended June 30, 2024, utilizing our HighRoller.com and Fruta.com domain names. During the three and six months ended June 30, 2025, the average revenue per user was$340 and$248 as compared to $269 and$286 per user for the same periods in 2024. User deposits were $24.4 million and$47.1 million during the three and six months ended June 30, 2025, as compared to deposits of almost $21.3 million and$42.1 million during the same periods in 2024. During thethree and six months ended June 30, 2025, we had 19,675 and 49,621 active users as compared to 22,505 and 36,065 active users for the same periods in 2024. Furthermore, during the three and six months ended June 30, 2025, we had6,050 and 21,743 first time depositorsas compared to12,221 and 24,183 first time depositors for the same periods in 2024. During the three and six months ended June 30, 2025, we had17,036 and 44,325 unique depositors as compared to 21,170 and 41,975 unique depositors for the same periods in 2024. Our net gaming revenue was$5.8 million and$11.0 million for thethree and six months ended June 30, 2025, as compared to$5.7 million and$12.0 million for the same periods in 2024.
Previous wording
Our gaming operations extend across international markets by arrangements that utilize third party licenses authorized by other local and remote authorities. We expect that new geographical markets will be material additional drivers of our revenue growth and profit in subsequent years. Through our relationship with Spike Up Media we are able to outsource parts of our marketing department, resulting in access to broader industry knowledge than would otherwise be readily available to us, as well as give us the ability to scale much quicker and more effectively than many of our competitors. By way of illustration, when entering a new market we will need to hire additional staff, familiarize ourselves with such matters as demographics, language, favorable selling points, pitfalls to avoid, competitor presentations and operations, and other market specific facts through expensive and time-consuming testing and data gathering. Our access to Spike Up’s extensive experience and market data provide us immediate market intelligence and allows us to drive viable leads in most active casino markets from the time that we access those markets. We anticipate that this accelerated new market entry will reduce costs and allow for earlier market acceptance than that which we might be able to achieve on a standalone basis. We believe that the most efficient allocation of our resources does not currently allow us to build, design and deploy proprietary games and as a result we focus our resources on aggregating and curating iCasino games from over 70 dedicated game development studios.
Current wording
Our gaming operations extend across international markets by arrangements that utilize third party licenses authorized by other local and remote authorities. We expect that new geographical markets will be material additional drivers of our revenue growth and profit in subsequent years. Through our relationship with Spike Up Media we are able to outsource parts of our marketing department, resulting in access to broader industry knowledge than would otherwise be readily available to us, as well as give us the ability to scale much quicker and more effectively than many of our competitors. By way of illustration, when entering a new market we will need to hire additional staff, familiarize ourselves with such matters as demographics, language, favorable selling points, pitfalls to avoid, competitor presentations and operations, and other market specific facts through expensive and time-consuming testing and data gathering. Our access to Spike Up’s extensive experience and market data provide us immediate market intelligence and allows us to drive viable leads in most active casino markets from the time that we access those markets. We anticipate that this accelerated new market entry will reduce costs and allow for earlier market acceptance than that which we might be able to achieve on a standalone basis. We believe that the most efficient allocation of our resources does not currently allow us to build, design and deploy proprietary games and as a result we focus our resources on aggregating and curating iCasino games from over 90 dedicated game development studios.
Previous wording
Net gaming revenue decreased by $1.1 million or 18% to $5.2 million during the three months ended March 31, 2025, as compared to $6.3 million during the three months ended March 31, 2024. The amount of real money bets during thethree months ended March 31, 2025, and 2024 was approximately $153 million and $187 million, respectively. The decrease in net gaming revenue was primarily due toa decrease in revenue in major casino markets as The Company refines adding more sustainable and profitable revenues in our best markets.
Current wording
Net gaming revenue decreased by $1.0 million or 9% to $11.0 million during the six months ended June 30, 2025, as compared to $12.0 million during the six months ended June 30, 2024. The amount of real money bets during thesix months ended June 30, 2025, and 2024 was approximately $306.4 million and $347.2 million, respectively. Thedecreasein net gaming revenue was primarily due toa more concerted marketing effort in major casino markets as the Company refines adding more sustainable and profitable revenues in our best markets.
Previous wording
Net revenue generated through intra-group services arrangement increased by $1.4 million or 783% to $1.6 million during the three months ended March 31, 2025, as compared to $179 thousand during the three months ended March 31, 2024. The increase was primarily due to Casinoroom.com increased operations and profitability.
Current wording
Net revenue generated through intra-group services arrangement increasedby $1.0 million or 934% to $1.1 million during thethree months ended June 30, 2025, as compared to $111 thousand during thethree months ended June 30, 2024. The increase was primarily due to continued optimization of marketing efforts.
Previous wording
Of the total direct operating costs of $2.7 million and $3.3 million for the three months ended March 31, 2025, and 2024, respectively, $1.0 million and $1.4 million was related to revenue share paid to marketing partners for the successful acquisition of revenue generating players through their marketing channels.
Current wording
Of the total direct operating costs of$3.0 million and$3.2 million for the three months ended June 30, 2025, and 2024, respectively, $1.2 million and $1.4 million was related to revenue share paid to marketing partners for the successful acquisition of revenue generating players through their marketing channels.
Previous wording
Total general and administrative expenses were $2.8 million for the three months ended March 31, 2025, as compared to $2.7 million for the three months ended March 31, 2024.
Current wording
Total general and administrative expenses were$5.1 million for thesix months ended June 30, 2025, as compared to$4.6 million for thesix months ended June 30, 2024.
Previous wording
Also included in general and administrative expenses (other) are foreign currency transaction losses, which were $178 thousand for the three months ended March 31, 2025, as compared to $464 thousand for the three months ended March 31, 2024.
Current wording
Also included in general and administrative expenses (other) are foreign currency transaction losses, which were $329 thousand for the three months ended June 30, 2025, as compared to $715 thousand for the three months ended June 30, 2024.
Previous wording
General and administrative expenses (related party) decreased by $15 thousand or 88%, to $2 thousand for the three months ended March 31, 2025, as compared to $17 thousand for the three months ended March 31, 2024.The decrease was primarily driven bya reduction in legal services performed by related parties.
Current wording
General and administrative expenses (related party) decreased by$7 thousand or 88%, to$1 thousand for the three months ended June 30, 2025, as compared to$8 thousand for the three months ended June 30, 2024. Staying flat period over period.
Previous wording
Advertising and promotions expenses (related party) increased by $533 thousand or 276%, to $726 thousand for the three months ended March 31, 2025, as compared to $193 thousand for the three months ended March 31, 2024. The increase was primarily related to commissions paid to related parties for customer acquisition.
Current wording
Advertising and promotions expenses (related party) increased by $629 thousand or 177%, to $984 thousand for thesix months ended June 30, 2025, as compared to $355 thousand for thesix months ended June 30, 2024. The increase was primarily related to increased marketing spend utilizing initial public offering funds.
Previous wording
Total advertising and promotion expenses were $4.1 million or the three months ended March 31, 2025, as compared to $2.0 million for the three months ended March 31, 2024.
Current wording
Total advertising and promotion expenses were$1.8 million for the three months ended June 30, 2025, as compared to $1.8 million for the three months ended June 30, 2024.
Previous wording
Total product and software expenses were $363 thousand or the three months ended March 31, 2025, as compared to $260 thousand for the three months ended March 31, 2024.
Current wording
Total product and software expenses were $378 thousand for the three months ended June 30, 2025, as compared to $354 thousand for thethree months ended June 30, 2024.
Previous wording
Product and software development expenses (related party) was $0 thousand for the three months ended March 31, 2025, as compared to $90 thousand for the three months ended March 31, 2024, the decrease is due to reduced reliance on affiliate companies product development services and consulting fees.
Current wording
Product and software development expenses (related party) was $0 thousand for the three months ended June 30, 2025, as compared to $57 thousand for the three months ended June 30, 2024. Staying flat period over period.
Previous wording
Loss from operations was $3.2 million for the three months ended March 31, 2025, as compared to $1.8 million for the three months ended March 31, 2024, primarily due to an increase in marketing spending.
Current wording
Loss from operations was $502 thousand for the three months ended June 30, 2025, as compared to $1.5 million for the three months ended June 30, 2024, primarily due to the updated marketing strategy and streamlining operations to manage costs more effectively.
Previous wording
Interest expense, net was $46 thousand for the three months ended March 31, 2025, as compared to $26 thousand for the three months ended March 31, 2024, and consisted primarily ofnon-cash interest expense related to the amortization of the present value discount of the domain name purchase liability (a related party liability).
Current wording
Interest expense, net was $53 thousand for the three months ended June 30, 2025, as compared to $24 thousand for the three months ended June 30, 2024, and consisted primarily ofnon-cash interest expense related to the amortization of the present value discount of the domain name purchase liability (a related party liability).
Previous wording
Loss before income taxes was $3.3 million for the three months ended March 31, 2025, as compared to loss before income taxes of $1.8 million for the three months ended March 31, 2024.
Current wording
Loss before income taxes was $555 thousand for the three months ended June 30, 2025, as compared to loss before income taxes of $1.5 million for the three months ended June 30, 2024.
Previous wording
Net loss was $3.3 million for the three months ended March 31, 2025, as compared to net loss of $1.8 million for the three months ended March 31, 2024.
Current wording
Net loss was$592 thousand for the three months ended June 30, 2025, as compared to net loss of $1.5 million for the three months ended June 30, 2024.
Previous wording
Our quarterly and annual financial results may also be impacted by the number and amount of betting losses and jackpot payouts we experience. Although our losses are limited per stake to a maximum payout in our online casino offering, when looking at bets across a period of time, these losses can be significant. As part of our online casino offerings, we offer local progressive jackpot games that are operated by us and larger progressive jackpots which are “global,” operating across multiple operators and guaranteed by our game suppliers, generally Games Global or Netent. Each time a customer plays one of our local progressive jackpot games, we contribute a portion of the amount bet to the jackpot for that game or group of games. When a progressive jackpot is won, the jackpot is paid out and is reset to a predetermined base amount. As winning the jackpot is determined by a random mechanism, we cannot foresee when a jackpot will be won and we do not insure against jackpot payouts. Paying the local progressive jackpot decreases our cash position and, depending upon the size of the jackpot, payouts may have a significant negative affect on our cash flow and financial condition. Global progressive jackpots are guaranteed and paid by the game suppliers and are not a liability directly affecting us.
Current wording
Our quarterly and annual financial results may also be impacted by the number and amount of betting losses and jackpot payouts we experience. Although our losses are limited per stake to a maximum payout in our online casino offering, when looking at bets across a period of time, these losses can be significant. As part of our online casino offerings, we offer local progressive jackpot games that are operated by us and larger progressive jackpots which are “global,” operating across multiple operators and guaranteed by our game suppliers. Each time a customer plays one of our local progressive jackpot games, we contribute a portion of the amount bet to the jackpot for that game or group of games. When a progressive jackpot is won, the jackpot is paid out and is reset to a predetermined base amount. As winning the jackpot is determined by a random mechanism, we cannot foresee when a jackpot will be won and we do not insure against jackpot payouts. Paying the local progressive jackpot decreases our cash position and, depending upon the size of the jackpot, payouts may have a significant negative affect on our cash flow and financial condition. Global progressive jackpots are guaranteed and paid by the game suppliers and are not a liability directly affecting us.
Previous wording
We had $3.5 million in cash and cash equivalents as of March 31, 2025 (excluding customer cash deposits, which we segregate from our operating cash balances on behalf of our real-money customers for all jurisdictions and products, and restricted cash). For the three months ended March 31, 2025 we had net loss of $3.3 million and had net cash used in operations of $3.6 million. As of March 31, 2025, we had an accumulated deficit of $30.4 million and negative working capital of $3.9 million.
Current wording
We had $2.7 million in cash and cash equivalents as of June 30, 2025 (excluding customer cash deposits, which we segregate from our operating cash balances on behalf of our real-money customers for all jurisdictions and products, and restricted cash). For the six months ended June 30, 2025 we had net loss of $3.9 million and had net cash used operations of $4.4 million. As of June 30, 2025, we had an accumulated deficit of $31.0 million and negative working capital of $5.0 million.
Previous wording
Net cash used in operations during the three months ended March 31, 2025, increased by $3.3 million to $3.6 million as compared to net cash provided by operations of $ 260 thousand during the three months ended March 31, 2024. The increase during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, is primarily due to increased net loss and increased cash outflows related to the large increase in marketing spend.
Current wording
Net cash used in operations during thesix months ended June 30, 2025, increased by$3.3 million to$4.4 million as compared to net cash provided by operations of$1.1 million during thesix months ended June 30, 2024. The increase during thesix months ended June 30, 2025, as compared to thesix months ended June 30, 2024, is primarily due to increased net loss and increased cash outflows related to the large increase in marketing spend.
Previous wording
Net cash used in investing activities during thethree months ended March 31, 2025, was$13 thousand as compared to net cash used in investing activities of $ 152 thousand during thethree months ended March 31, 2024. The change is due to a decrease in capitalized internal-use software costs and lower purchases of property and equipment during the period.
Current wording
Net cash used in investing activities during thesix months ended June 30, 2025, was$296 thousand as compared to net cash used in investing activities of$242 thousand during thesix months ended June 30, 2024. The change is due to an increase in capitalized internal-use software costs offset by lower purchases of property and equipment during the period.
Previous wording
Net cash used in financing activities for thethree months ended March 31, 2025 was$90 thousand as compared to net cash used in financing activities of $ 145 thousand for thethree months ended March 31, 2024, and is related to the cash settlement of an affiliated debt.
Current wording
Net cash used in financing activities for thesix months ended June 30, 2025 was$90 thousand as compared to net cash provided by financing activities of$337 thousand for thesix months ended June 30, 2024, and is related to the cash settlement of an affiliated debt.
Previous wording
Restricted cash (current) was$990 thousand and $1.1 million at March 31, 2025 and December 31, 2024, respectively.
Current wording
Restricted cash (current) was$934 thousand and$1.1 million at June 30, 2025 and December 31, 2024, respectively.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
The following table sets forth a summary of our financial results for the periods indicated:
Current report — wording carried from elsewhere
Of the total direct operating costs of $5.7 million and $6.5 millionfor thesix months ended June 30, 2025, and 2024, respectively, $2.3 million and $2.8 million was related to revenue share paid to marketing partners for the successful acquisition of revenue generating players through their marketing channels.
Current report — wording carried from elsewhere
Also included in general and administrative expenses (other) are foreign currency transaction losses, which were$151 thousand for the three months ended June 30, 2025, as compared to$250 thousand for the three months ended June 30, 2024.
Current report — wording carried from elsewhere
Interest expense, net was$99 thousand for thesix months ended June 30, 2025, as compared to$50 thousand for thesix months ended June 30, 2024, and consisted primarily of non-cash interest expense related to the amortization of the present value discount of the domain purchase liability (a related party liability).