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Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of the 

Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): March 29, 2023



Snail, Inc.

(Exact name of registrant as specified in its charter)



Delaware   001-41556   88-4146991

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification Number)


12049 Jefferson Blvd
Culver City, CA 90230

(Address of principal executive offices) (Zip Code)


+1 (310) 988-0643

(Registrant’s telephone number, including area code)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class  



  Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per share   SNAL   The Nasdaq Stock Market LLC


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company x


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x






Item 2.02 Results of Operations and Financial Condition.


On March 29, 2023, Snail, Inc. (the “Company”) issued a press release to report its financial results for the quarter and year ended December 31, 2022. Attached hereto as Exhibit 99.1 is a copy of the Company’s press release.


This information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.


Exhibit No.   Description
99.1   Press Release dated as of March 29, 2023
104   Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101)






Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: March 29, 2023 By: /s/ Jim S. Tsai
  Name: Jim S. Tsai
  Title: Chief Executive Officer








Snail, Inc. Reports Fourth Quarter & Full Year 2022 Financial Results


Culver City, CA – March 29, 2023 – Snail, Inc. (Nasdaq: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for the three months and year ended December 31, 2022.


Jim Tsai, Chief Executive Officer of Snail, commented: “We begin 2023 with continued strong user engagement with our ARK franchise game being installed over 36.3 million times and played for approximately 425 million hours during 2022. We are excited to leverage this continued engagement for our upcoming ARK 2 release. In April, we expect to release a detailed product roadmap so our fans can see all of the exciting content that lies ahead.”


Fourth Quarter 2022, Full Year 2022 and Subsequent Business Highlights


·ARK: Survival Evolved. In the three-month period ended December 31, 2022, ARK: Survival Evolved averaged a total of 264,911 daily active users (“DAUs”) versus 227,992 DAUs in the prior year period. In the year ended December 31, 2022, ARK: Survival Evolved averaged a total of 305,376 DAUs versus 256,629 DAUs in the prior year.


oARK units sold sustained for the fourth quarter 2022 compared to the same period last year; approximately 1.6 million vs. 1.6 million, respectively. ARK units sold during the full year 2022 was 5.5 million compared to 6.6 million during the prior year. Purchase of a standalone game, downloadable content (“DLC”), Season Pass and bundle on a specific platform each counts as a unit sold.

oThrough December 31, 2022, total playtime for the ARK franchise amounted to 3.1 billion hours.


·The Company recorded a significant increase in game installs of ARK: Survival Evolved during the year ended December 31, 2022. The increase was due to the free week promotions on the Steam and Epic platforms and a subscription program on a certain platform that resulted in 36.3 million installs for the year ended December 31, 2022, as compared to 6.6 million installs for the year ended December 31, 2021.


·Ragnarok Expansion Map on Nintendo Switch. On February 7, 2023, the Company announced a new addition to the Nintendo Switch version of ARK: Survival Evolved. Players can now explore the free and highly acclaimed expansion map Ragnarok on-the-go, bringing a new level of excitement and adventure to the game.


Fourth Quarter 2022 Financial Highlights


·Revenue was $15.3 million for the fourth quarter of 2022 compared to revenue of $23.5 million in the prior year period, a decrease of 35% and driven primarily as a result of a decrease in the average selling price of ARK units sold. ARK related revenue decreased by $4.8 million attributable to the age of the game and sales normalizing in 2022 after the initial release of Genesis II in June 2021. One-off payments and revenue recognized for previous contract payments in 2022 offset $1.2 million of the $4.8 million decrease in ARK revenue, with reduced sales of ARK and ARK Mobile responsible for a $6.0 million decrease.


·Net loss for the fourth quarter of 2022 was $2.3 million compared to a net loss of $9.1 million in the prior year period due to the $16.3 million write down of our Atlas license in the fourth quarter of 2021 offset by an increase in general and administrative costs of $4.2 million that was the result of increased litigation costs and professional fees related to Snail being a public company and a contingent fee related to the $2.5 million state tax refund we received in the fourth quarter of 2022.






·Bookings for the three months ended December 31, 2022 were $11.9 million, a decrease of $8.8 million or 43%, compared to the prior year period, primarily as a result of a decline in ARK-related revenue.


·Earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the fourth quarter of 2022 was a loss of $5.3 million compared to a loss of $11.8 million in the prior year period. As of December 31, 2022, unrestricted cash was $12.9 million versus $10.2 million as of December 31, 2021.


Full Year 2022 Financial Highlights


·Revenue for the year ended December 31, 2022 was $74.4 million, a decrease of $32.3 million, or 30%, compared to the year ended December 31, 2021. The decrease in net revenue was due to a decrease in sales of ARK, attributed to the age of the game, an increase in the number of free week promotions run in 2022 and the Genesis II release in 2021; there were no DLC releases in 2022 or free download promotions in 2021. ARK sales decreased by $33.0 million and deferred revenue from contracts decreased by $3.7 million offset by additional one-off payments in 2022 of $7.5 million. Sales of our other titles decreased by a collective $3.1 million. These decreases in the Company’s other titles were partially offset by $0.5 million earned in 2022 from the release of West Hunt.


·Net income for the year ended December 31, 2022 was $1.0 million compared to net income of $7.9 million in the prior year period due to the reduced sales of ARK and ARK Mobile, static licensing fees, increased research and development costs, and increased general and administrative costs.


·Bookings for the year ended December 31, 2022, decreased by $28.8 million, or 31%, to $63.7 million, compared to the prior year period, primarily as a result of a decrease in ARK sales in 2022. The decrease is primarily due to the age of the ARK franchise, free download promotions and no DLCs being released during the year ended December 31, 2022, while 2021 saw the release of our Genesis II DLC and did not include any free download promotions.


·EBITDA for the year ended December 31, 2022 was a loss of $0.7 million compared to a gain of $9.2 million in the prior year period.


Use of Non-GAAP Financial Measures


In addition to the financial results determined in accordance with U.S. generally accepted accounting principles, or GAAP, Snail believes Bookings and EBITDA, as non-GAAP measures, are useful in evaluating its operating performance. Bookings and EBITDA are non-GAAP financial measures that are presented as supplemental disclosures and should not be construed as alternatives to net income (loss) or revenue as indicators of operating performance, nor as alternatives to cash flow provided by operating activities as measures of liquidity, both as determined in accordance with GAAP. Snail supplementally presents Bookings and EBITDA because they are key operating measures used by management to assess financial performance. Bookings adjusts for the impact of deferrals and, Snail believes, provides a useful indicator of sales in a given period. EBITDA adjusts for items that Snail believes do not reflect the ongoing operating performance of its business, such as certain non-cash items, unusual or infrequent items or items that change from period to period without any material relevance to its operating performance. Management believes Bookings and EBITDA are useful to investors and analysts in highlighting trends in Snail’s operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which Snail operates and capital investments.






Bookings is defined as the net amount of products and services sold digitally or physically in the period. Bookings is equal to revenue excluding the impact from deferrals. Below is a reconciliation of total net revenue to Bookings, the closest GAAP financial measure.


   Three Months ended December 31,   Years Ended December 31, 
   2022   2021   2022   2021 
   (in millions)   (in millions) 
Total net revenue  $15.3   $23.5   $74.4   $106.7 
Change in deferred net revenue   (3.4)   (2.8)   (10.7)   (14.2)
Bookings  $11.9   $20.7   $63.7   $92.5 


We define EBITDA as net income (loss) before (i) interest expense, (ii) interest income, (iii) income tax provision (benefit) and (iv) depreciation and amortization expense. The following table provides a reconciliation from net income (loss) to EBITDA:


   Three months ended December 31,   Years ended December 31, 
   2022   2021   2022   2021 
   (in millions)   (in millions) 
Net income (loss)  $(2.3)  $(9.1)  $1.0   $7.9 
Interest income and interest income – related parties   (0.2)   (0.6)   (0.8)   (1.7)
Interest expense and interest expense – related parties   0.3    0.1    0.9    0.4 
Income tax provision (benefit)   (3.2)   (2.4)   (2.4)   1.8 
Depreciation and amortization expense, property and equipment   0.1    0.2    0.6    0.8 
EBITDA  $(5.3)  $(11.8)  $(0.7)  $9.2 


Webcast Details


The Company will host a webcast at 5:00 PM ET today to discuss the fourth quarter and full year 2022 financial results. Participants may access the live webcast and replay on the Company’s investor relations website at https://investor.snail.com/. The earnings call may also be accessed by dialling 1 (877) 451-6152 from the United States, or by dialling 1 (201) 389-0879 internationally.


About Snail, Inc.


Snail is a leading, global independent developer and publisher of interactive digital entertainment for consumers around the world, with a premier portfolio of premium games designed for use on a variety of platforms, including consoles, PCs and mobile devices.











Forward-Looking Statements


This press release contains statements that constitute forward-looking statements. Many of the forward-looking statements contained in this press release can be identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “may,” “predict,” “continue,” “estimate” and “potential,” or the negative of these terms or other similar expressions. Forward-looking statements appear in a number of places in this press release and include, but are not limited to, statements regarding Snail’s intent, belief or current expectations. These forward-looking statements include information about possible or assumed future results of Snail’s business, financial condition, results of operations, liquidity, plans and objectives. The statements Snail makes regarding the following matters are forward-looking by their nature: growth prospects and strategies; launching new games and additional functionality to games that are commercially successful; expectations regarding significant drivers of future growth; its ability to retain and increase its player base and develop new video games and enhance existing games; competition from companies in a number of industries, including other casual game developers and publishers and both large and small, public and private Internet companies; its ability to attract and retain a qualified management team and other team members while controlling its labor costs; its relationships with third-party platforms such as Xbox Live and Game Pass, PlayStation Network, Steam, Epic Games Store, My Nintendo Store, the Apple App Store, the Google Play Store and the Amazon Appstore; the size of addressable markets, market share and market trends; its ability to successfully enter new markets and manage international expansion; protecting and developing its brand and intellectual property portfolio; costs associated with defending intellectual property infringement and other claims; future business development, results of operations and financial condition; the effects of the COVID-19 pandemic and the ongoing conflict involving Russia and Ukraine on its business and the global economy generally; rulings by courts or other governmental authorities; the Share Repurchase Program, including expectations regarding the timing and manner of repurchases made under the program; its plans to pursue and successfully integrate strategic acquisitions; assumptions underlying any of the foregoing.


Further information on risks, uncertainties and other factors that could affect Snail’s financial results are included in its filings with the Securities and Exchange Commission (the “SEC”) from time to time, including its Quarterly Report on Form 10-Q and other periodic reports on Forms 10-K and 10-Q filed or to be filed with the SEC. You should not rely on these forward-looking statements, as actual outcomes and results may differ materially from those expressed or implied in the forward-looking statements as a result of such risks and uncertainties. All forward-looking statements in this press release are based on management’s beliefs and assumptions and on information currently available to Snail, and Snail does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.






Snail, Inc. and Subsidiaries

Consolidated Balance Sheets



   December 31, 2022   December 31, 2021 
Current Assets:          
Cash and cash equivalents  $12,863,817   $10,164,338 
Restricted escrow deposit   1,003,804    - 
Accounts receivable, net of allowances for doubtful accounts of $19,929 and $31,525, respectively   6,758,024    12,244,785 
Accounts receivable - related party, net   11,344,184    8,435,823 
Loan and interest receivable - related party   101,753    203,408 
Prepaid expenses - related party   -    3,145,000 
Prepaid expenses and other current assets   10,565,141    11,017,007 
Total current assets   42,636,723    45,210,361 
Restricted cash and cash equivalents   6,374,368    6,389,777 
Prepaid expenses - related party   5,582,500    - 
Property, plant and equipment, net   5,114,799    5,678,701 
Intangible assets, net - license - related parties   1,384,058    8,787,976 
Intangible assets, net - license   -    250,000 
Intangible assets, net - other   272,521    277,148 
Deferred income taxes   7,602,536    8,191,051 
Other noncurrent assets   198,668    199,919 
Operating lease right-of-use assets, net   3,606,398    5,100,912 
Total assets  $72,772,571   $80,085,845 
Current Liabilities:          
Accounts payable  $9,452,391   $3,871,510 
Accounts payable - related party   19,918,259    23,733,572 
Accrued expenses and other liabilities   1,474,088    2,975,475 
Loan payable - related parties   -    400,000 
Interest payable - related parties   527,770    528,439 
Revolving loan   9,000,000    9,000,000 
Short term note   5,416,666    - 
Notes payable   -    216,329 
Current portion of long-term debt   86,524    77,348 
Current portion of deferred revenue   4,335,404    11,005,517 
Current portion of operating lease liabilities   1,371,227    1,688,965 
Total current liabilities   51,582,329    53,497,155 
Accrued expenses   457,024    - 
Long-term debt, net of current portion   3,221,963    2,885,434 
Deferred revenue, net of current portion   5,216,042    9,275,417 
Operating lease liabilities, net of current portion   2,930,529    4,375,786 
Total liabilities   63,407,887    70,033,792 
Commitments and contingencies          
Stockholders' Equity:          
Common stock of Snail Games USA, $0.01 par value per share; 1,000,000 shares authorized, 500,000 shares issued and outstanding   -    5,000 
Class A common stock, $0.0001 par value, 500,000,000 and 0 shares authorized, 9,251,420 and 0 shares issued, and 8,053,771 and 0 shares outstanding, respectively   925    - 
Class B common stock, $0.0001 par value, 100,000,000 and 0 shares authorized, 28,748,580 and 0 shares issued and outstanding, respectively   2,875    - 
Additional paid-in capital   23,436,942    94,159,167 
Due from shareholder - loan receivable   -    (91,388,176)
Due from shareholder - interest receivable   -    (2,965,346)
Accumulated other comprehensive loss   (307,200)   (266,557)
Retained earnings (accumulated deficit)   (4,863,250)   16,045,231 
    18,270,292    15,589,319 
Treasury stock at cost (1,197,649 and 0 shares, respectively)   (3,414,713)   - 
Total Snail, Inc. and Snail Games USA Inc. equity   14,855,579    15,589,319 
Noncontrolling interests   (5,490,895)   (5,537,266)
Total stockholders' equity   9,364,684    10,052,053 
Total liabilities, noncontrolling interests and stockholders' equity  $72,772,571   $80,085,845 



Snail, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income



   For the Three Months Ended December 31,   For the Years Ended December 31, 
   2022   2021   2022   2021 
Revenues, net  $15,311,857   $23,533,951   $74,444,141   $106,734,149 
Cost of revenues   11,763,025    15,305,181    49,507,888    63,686,242 
Gross profit   3,548,832    8,228,770    24,936,253    43,047,907 
Operating expenses:                    
General and administrative (including stock-based compensation expense of $223,250 and $0, respectively)   7,330,543    3,180,120    22,327,746    16,396,958 
Research and development   1,295,631    409,971    2,955,592    834,818 
Advertising and marketing   145,365    9,558    714,492    275,370 
Depreciation and amortization   130,262    160,154    565,906    798,813 
(Gain) loss on disposal of fixed assets   (17,067)   117,316    (17,067)   117,316 
Impairment of intangible assets   -    16,325,000    -    16,325,000 
Total operating expenses   8,884,734    20,202,119    26,546,669    34,748,275 
Income (loss) from operations   (5,335,902)   (11,973,349)   (1,610,416)   8,299,632 
Other income (expense):                    
Interest income   155,124    13,419    200,913    85,276 
Interest income - related parties   504    466,975    582,632    1,595,372 
Interest expense   (308,955)   (110,875)   (922,293)   (415,793)
Interest expense - related parties   -    (2,017)   (3,222)   (8,000)
Other income   (17,068)   10,897    302,086    493,687 
Foreign currency transaction (loss)   (23,623)   39,176    (1,945)   (41,579)
Equity in loss of unconsolidated entity   -    -    -    (314,515)
Total other income, net   (194,018)   417,575    158,171    1,394,448 
Income (loss) before provision for income taxes   (5,529,920)   (11,555,774)   (1,452,245)   9,694,080 
Income tax (benefit) provision   (3,249,728)   (2,429,696)   (2,446,423)   1,784,549 
Net income (loss)   (2,280,192)   (9,126,078)   994,178    7,909,531 
Net gain (loss) attributable to non-controlling interests   (9,977)   (69,366)   46,371    (558,865)
Net income (loss) attributable to Snail, Inc. and Snail Games USA Inc   (2,270,215)   (9,056,712)   947,807    8,468,396 



Snail, Inc. and Subsidiaries

Consolidated Statements of Cash Flows



   2022   2021 
Cash flows from operating activities:          
Net income  $994,178   $7,909,531 
Adjustments to reconcile net income to net cash (used in) provided by operating activities:          
Amortization - intangible assets - license   250,000    600,000 
Amortization - intangible assets - license, related parties   7,403,918    14,655,520 
Amortization - intangible assets - other   3,751    7,039 
Amortization - loan origination fees   26,514    22,951 
Depreciation and amortization - property and equipment   565,906    798,813 
Stock-based compensation expense   223,250    - 
Gain on lease termination   (122,533)   - 
Gain on paycheck protection program and economic injury disaster loan forgiveness   (174,436)   (392,200)
(Gain) loss on disposal of fixed assets   (17,067)   117,316 
Impairment or loss on impaired intangible asset   -    16,325,000 
Interest income from shareholder loan   (580,878)   (1,523,149)
Interest income from restricted escrow deposit   (3,804)   - 
Deferred taxes   588,478    (3,159,791)
Decrease in non-controlling interest - dissolution of subsidiary   -    39,340 
Changes in assets and liabilities:          
Accounts receivable   5,486,716    693,981 
Accounts receivable - related party   (2,908,361)   1,256,970 
Prepaid expenses - related party   (2,437,500)   980,000 
Prepaid expenses and other current assets   (1,875,919)   (4,167,621)
Other noncurrent assets   (26,052)   1,785,730 
Accounts payable   4,976,192    (1,538,468)
Accounts payable - related party   (3,815,313)   (92,948)
Accrued expenses   (1,039,927)   (4,045,216)
Interest payable - related parties   986    8,000 
Lease liabilities   (145,949)   (182,895)
Deferred revenue   (10,729,488)   (14,248,401)
Net cash (used in) provided by operating activities   (3,357,338)   15,849,502 
Cash flows from investing activities:          
Debt extended to related party   -    (203,408)
Loan provided to related party   -    (30,644,042)
Repayment on loan provided by related party   (300,000)   - 
Acquisition of license rights - related party   -    (5,000,000)
Purchases of property and equipment   (5,256)   - 
Proceeds from sale of property and equipment   19,500    - 
Repayment on Pound Sand note   1,496,063    - 
Net cash provided by (used in) investing activities   1,210,307    (35,847,450)
Cash flows from financing activities:          
Repayments on long-term debt   (70,961)   (6,845,545)
Repayments on short-term note   (4,166,667)   - 
Borrowings on long-term debt   -    3,000,000 
Borrowings on short-term note   10,000,000    - 
Payments on paycheck protection program and economic injury disaster loan   (90,198)   (26,281)
Refund of payments on paycheck protection program and economic injury disaster loan   48,305    - 
Borrowings on revolving loan   -    6,500,000 
Cash dividend declared and paid   (8,200,000)   - 
Purchase of treasury stock   (3,414,713)   - 
Proceeds from initial public offering, net of offering costs   11,791,705    - 
Warrants issued to underwriters   193,927    - 
Payments of capitalized offering costs   (1,247,567)   - 
Net cash provided by financing activities   4,843,831    2,628,174 
Effect of currency translation on cash and cash equivalents   (12,730)   21,182 
Net increase (decrease) in cash and cash equivalents, and restricted cash and cash equivalents   2,684,070    (17,348,592)
Cash and cash equivalents, and restricted cash and cash equivalents - beginning of year   16,554,115    33,902,707 
Cash and cash equivalents, and restricted cash and cash equivalents – end of year  $19,238,185   $16,554,115 
Supplemental disclosures of cash flow information          
Cash paid during the year for:          
Interest  $788,063   $405,251 
Income taxes  $888,303   $6,577,000 
Noncash transactions during the year for:          
Loan and interest payable - related parties  $103,890   $- 
Loan and interest receivable - related parties  $(103,890)  $- 
Loan and interest from shareholder  $94,934,400   $- 
Dividend distribution  $(94,934,400)  $- 
Noncash financing activity during the year:          
Gain on paycheck protection program and economic injury disaster loan forgiveness  $(174,436)  $(392,200)
Snail Games USA common stock transfer due to reorganization  $(5,000)  $- 
Snail, Inc. common stock and additional paid-in capital transfer due to reorganization  $5,000   $- 
Offering costs included in accounts payable  $605,295   $- 
Funding of restricted escrow deposit  $(1,000,000)  $-