GAN plc 
Annual report and accounts 2016
DELIVERING 
YOUR GAMING 
BUSINESS ONLINE
GAN plc Annual report and accounts 2016 0.3
0.0
GAN plc Annual report and accounts 2016
GAN is a leading business-to-business 
provider of enterprise online gaming 
software, operational support services, 
and online game content development 
services to the casino industry. 
GAN has developed the GameSTACK™ Internet Gaming System (or IGS) which we  
license to online and land-based gaming operators as a turnkey technology solution  
for both regulated real money Regulated Gaming and Simulated Gaming™ online. The 
GameSTACK™ IGS, developed in London under a UKGC licence, is certified to the highest 
technical standards currently required by gaming regulators. 
Expanding beyond platform technology services, GAN has built up a highly skilled  
Managed Services team to provide strategic direction, creative design, programming 
implementation, and customer services to our real money Regulated Gaming and Simulated 
Gaming™ partners around the world. 
CONTENTS
STRATEGIC REPORT
01 Highlights
02 GAN at a glance
04 Chairman’s report
05 Core business offerings
08 Market review
10 Chief Executive’s review
12 Financial and operational review
14 Principal risks
16 Corporate social responsibility
DIRECTORS’ REPORT
17 Corporate governance statement
18 Directors’ report 
20 Directors’ responsibilities
21 Board of directors
FINANCIAL STATEMENTS
23 Independent auditors’ report to the  
members of GAN plc
24 Consolidated statement of  
comprehensive income 
25 Consolidated statement of  
financial position
26 Consolidated statement of  
changes in equity 
27 Consolidated statement of cash flows
28 Company statement of financial 
position
29 Company statement of changes  
in equity
30 Company statement of cash flows
31 Notes to the financial statements
52 Company information  GAN plc Annual report and accounts 2016 01
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
2016  
ANNUAL RESULTS
Strategic and Operating Developments
• Launched Simulated Gaming™ in the US for three new 
US casino clients (2015: four)
• Signed five new US casino clients for Simulated 
Gaming™ (2015: five)
• Simulated Gaming™ clients together generate 
$9bn (13%) of the land-based US casino Industry’s 
annual gaming revenues
2
• Continued delivery of Betfair’s fast-growing New Jersey 
Internet casino business BetfairCasino.com reliant  
on GAN’s Internet gaming platform, content & 
supporting services
• Continued investment in US infrastructure: Licensing, 
offices and People
• Post period end launched four new client operators  
of Simulated Gaming bringing to 13 the total number  
of casinos operating Simulated Gaming online in 
reliance on GAN
• Post period end award of a full Casino Service Industry 
Enterprise in New Jersey, issued by the New Jersey 
Division of Gaming Enforcement following a multi-year 
licensing process
Net Revenue
£7 .8m 
(2015: £6.0m)
Cash and cash equivalents
£3.2m
(2015: £3.8m)
Clean EBITDA
1
 Loss
(
£0.9m
)
 
(2015: £3.0m)
Net Assets
£10.9m 
(2015: £10.2m)
+30%
1. Clean EBITDA is a non-GAAP Company specific measure and excludes interest, tax, depreciation, amortisation, share-based payment expense and other items 
which the directors consider to be non-recurring and one time in nature
2. The US land-based casino gaming Industry generated $67.6bn in total US casino gaming revenues in calendar year 2015 of which $29.3bn was derived from 
459 Native American-owned casino properties growing at 3.1% annually and $38.3bn from 580 commercially-owned casino properties located in 24 States and 
growing at 2.3% annually (source: RubinBrown LLP, March 2016).
Financial Overview
• Net Revenue of £7.8m (2015 
£6.0m) an increase of 30% on 2015
• Clean EBITDA
1
 loss of £0.9m 
(2015: £3.0m)
• Loss before tax of £5.2m 
(2015: £5.6m) and loss per share  
of £0.06 (2015: £0.09)
• Loss after tax of £3.8m  
(2015: £5.0m)
• Cash and cash equivalents at  
the end of the year of £3.2m 
(2015: £3.8m)
• Net Assets at the end of the year  
of £10.9m (2015: £10.2m)
• Raised Gross Proceeds from share 
placings of £4.4m in 2016 and an 
additional £2.0m in April 2017 
through an unsecured 9% 
convertible loan note which 
positions the Group for further 
growth GAN plc Annual report and accounts 2016 02
15
years 
development
GameSTACK™
7
deployed  
 inside data  
centres
AT A  
GLANCE
What we do
Our Enterprise  
Technology Platform
The GameSTACK™ Internet Gaming 
System is a highly evolved enterprise 
software platform developed over 15 
years and capable of deploying real money 
regulated gaming, virtual credits-based 
Simulated Gaming™ and diverse forms 
of monetised Casual Gaming. Unique in 
the B2B iGaming landscape, this single 
enterprise software system is capable of 
providing these three relevant gaming 
business models to major casino operators 
world-wide. In the context of real money 
Regulated Gaming, the GameSTACK™ 
IGS is technically compliant with some 
of the most challenging regulatory 
environments in the world including 
Italy, United Kingdom, Alderney, and 
New Jersey, giving our current and 
potential partners comfort that GAN can 
seamlessly deliver their business online. 
Operating a software-as-a-service model, 
GAN continually maintains, develops 
and upgrades the single ‘evergreen’ 
GameSTACK™ enterprise software 
platform capable of being deployed 
anywhere in the world. Continual software 
development delivers sustained upgrades 
to the clients’ enterprise marketing tools, 
business intelligence systems, gaming 
portfolio and a wide range of other 
technical features which clients receive 
and benefit from automatically as well 
as delivering custom development to 
clients required to differentiate each 
client’s gaming product experience. By 
year-end 2016 GAN operated seven 
instances of GameSTACK™ deployed 
inside data centres located in Nevada, 
New Jersey, Pennsylvania, Maryland, 
Oklahoma, Alderney and Italy.
Our Partners and Clients
Casino operators | content suppliers | 
third party technology suppliers
Operators
The GAN family of partners represent the 
world’s leading operational groups, both 
online and offline. In the United States, 
we’ve grown our client base to include 
14 large scale brick and mortar operators 
and one dedicated online partner, many 
of whom contracted GAN for our ability 
to deliver real money gaming and social 
gaming from the same core technology 
stack as well as provide dedicated service 
pre and post product launch. Today, the 
GAN family of partners represents over 
120,000 slot machine units on their floors, 
and tens of millions of dedicated loyalty 
club card holding players within their 
databases. With the continued success of 
Simulated Gaming™ and real money gaming 
key performance indicators, GAN was able 
to form partnerships with Station Casinos 
GAN is strategically positioned to deliver casino partners 
with an end-to-end iGaming ecosystem supporting Simulated 
Gaming™ (social) play as well as real money Regulated Gaming 
online. As an innovator in platform design and deployment in 
markets around the world, GAN has the technical and regulatory 
know-how to give our partners first-mover advantage. 
out of Las Vegas, The Chickasaw Nation 
of Oklahoma, Turning Stone Resort of 
New York, Twin River Casino of Rhode 
Island and, following the turn of the 
New Year, TEN Casino in Atlantic City. 
Content partners
In addition to securing material 
partnerships in the US casino landscape, 
GAN has assembled a wide range of 
relationships with collaborating casino 
equipment manufacturers seeking to bring 
their machine-based slot games online and 
distribute them across the US and into 
selected regulated markets internationally. 
With over seven years of experience in 
bringing best-in-class manufacturers from 
the offline space into the online space, 
GAN has become a preferred partner in 
the development of IP for online play.
Third party
Beyond content, GAN has brought 
together world-leading service providers 
spanning payment processing, pre-
paid card services, age and identity 
verification, and fraud detection. GAN 
enjoys a strong positive reputation for 
technical competence, and the category 
partners who support the GameSTACK™ 
as a turnkey ecosystem are critical to 
that success. The wide-ranging capability 
of GAN’s technical development and 
operations team together with the 
underlying technical capability of the 
enterprise software platform has enabled 
us to secure and develop relationships 
within gaming around the globe.
GameSTACK™ Internet Gaming System Los Angeles
Providence New Jersey Philadelphia Maryland New Y ork City
Las Vegas Oklahoma St Louis Detroit
Rochester
Australia
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 GAN plc Annual report and accounts 2016 03
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Where we are 
Our history
Global Footprint
United States
In our third full year in the US market, 
GAN continued to secure billion dollar 
enterprises, re-aligning our global 
support structure to continue to better 
serve our clients, and innovating on 
operator-centric platform design.
GAN’s primary growth market is 
the US. With the largest base of 
casinos, loyalty-engaged patrons, and 
casino game centric audience, GAN 
is well positioned to dominate the 
US B2B space for years to come. 
GAN’s early roots were in the 
development of skill and table games 
which were deployed for the real money 
marketplace. Our evolution into being 
an award winning platform and services 
provider has been an epic journey. 
Service Evolution
Italy
GAN extended its market position in Italy 
growing gross gaming revenues from 
£16.5m in 2015 to £21.8m in 2016, an 
increase of 32% YoY. Our Italian content 
delivery services business continues to  
be a strong revenue driver for GAN. 
Australia 
GAN continues to support our consortium 
of six land-based gaming club operators in 
Queensland, Australia, bringing Simulated 
Gaming™ to Australia prior to future 
regulation of real money Internet gaming. 
United Kingdom
Headquartered in central London, the 
team of gaming experts, engineers, 
and senior leadership is equipped to 
be very responsive to the demands of 
current and newly regulated markets.
Bulgaria
GAN’s development team expanded 
into Bulgaria in 2016 with a Sofia city-
centre campus. Our newly expanded 
team of highly qualified developers and 
quality assurance team members provide 
support for our growing client base.
GAN partnerships footprint GAN plc Annual report and accounts 2016 04
CHAIRMAN’S  
REPORT
Dear fellow shareholders
During the course of 2016 the Group 
greatly expanded its market share in 
the United States, our key geographic 
market, by securing additional major US 
land-based casinos as clients of virtual 
currency-based Simulated Gaming™. On 
21 March 2016 the Group announced that 
it had successfully raised gross proceeds 
of £2.6m in new capital together with 
£0.5m announced 13 July and a further 
£1.3m on 24 August, in order to continue 
expansion of real money Regulated Gaming 
and Simulated Gaming™ opportunities 
in the US and for working capital and 
general business development purposes. 
Regulated real money Internet-based 
casino gaming in New Jersey grew 
substantially throughout 2016 despite a 
slower-than-expected market growth in 
2014/15. The Group has executed well 
and delivered operationally for Paddy 
Power Betfair plc in the New Jersey 
Internet gaming market, increasing a well-
deserved reputation in the United States 
for technical competence reflecting the 
reputation already hard earned in Europe’s 
toughest regulated Internet gaming 
markets of the United Kingdom and Italy.
In the neighbouring State of Pennsylvania 
the House of Representatives continued 
the political discourse on the subject of 
regulating Internet gaming and voted to 
approve Internet gaming only for the bill 
to fail to progress through the Senate. 
Pennsylvania remains widely regarded 
as the next most likely US State to 
regulate Internet gaming and the Group 
has operationally executed well for the 
State’s largest land-based operator Parx 
Casino, a client of Simulated Gaming™ 
launched in 2015 and continued to 
be successful throughout 2016.
Your Board of directors believes 
there are significant opportunities for 
continued growth of Regulated Gaming 
in New Jersey and other States and a 
significant opportunity for Simulated 
Gaming™ in the United States.
As in 2015, Simulated Gaming™ continued 
to outperform initial expectations in 
2016 and, in the absence of further 
State-by-State real money gaming 
regulation, Simulated Gaming™ continues 
as the centrepiece of the Group’s growth 
strategy. We signed five major land-based 
US casinos as new clients in 2016 with 
three US casino clients commercially 
launched in the same period. We remain 
excited about the prospects for Simulated
Gaming™ and the performance we have 
achieved since its initial launch together 
with the increasingly compelling business 
case Simulated Gaming™, suitably 
integrated with a land-based casino 
operator’s loyalty programme positions 
the Group for further growth in reliance 
on our US-patented iBridge framework, 
greatly supports our clients core business 
of on-property real money gaming. We are 
also confident in the long-term potential 
for real money Regulated Gaming, 
however, we believe intra-State regulation 
in the US market will continue to be 
slower than was originally anticipated.
2016 was a year of continued investment 
for GAN as we developed both our real 
money Regulated Gaming and Simulated 
Gaming™ offering, which would not have 
been possible without the dedicated and 
talented staff employed by the Group in 
both London and throughout the United 
States. I thank them for their continued 
efforts and believe the Group is now well 
established as a major Internet gaming 
technology, infrastructure and services
provider to land-based casinos in the 
United States, consistent with the strategy 
set out during the Group’s Initial Public 
Offering completed in November 2013.
After three years investing in our US 
market position we are satisfied the 
Group is now recognised as a leading B2B 
supplier of Internet gaming enterprise of 
software-as-a-service (SaaS) solutions 
to the US land-based casino industry 
and believe significant shareholder 
value will develop going forwards as 
New Jersey’s Regulated Gaming market 
continues to grow and Simulated Gaming™ 
continues to be adopted by a portfolio 
of larger US casino operator clients.
Seamus McGill
Chairman, GAN plc FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
05 GAN plc Annual report and accounts 2016
STRATEGIC 
REPORT
CORE BUSINESS 
OFFERINGS
GameSTACK™ IGS: Winner of eGaming 
Review’s Peer-Juried Casino Platform of 
the Year 2015 and 2016; Freeplay Supplier 
of the Year 2016, and 2017.
GAN’s GameSTACK™ IGS technology and 
complementary software-as-a-service 
structure is designed to support casino 
operators, content providers, and best-in-
class online service providers in symbiotic 
manner. GAN continually works to maintain 
and grow this ecosystem to provide the 
2
Content Development:
GAN re-develops content 
(configuring games for desktop and 
mobile play) for global suppliers of 
games such as Everi, Incredible 
Technologies, Konami, and more. 
GAN creates customer content for 
our partners as well.
4
Managed Services:
From regulatory relations, to 
strategy, to execution, to 
end-user customer services, GAN 
can support any operation in 
launching and running their 
online business. Intimately tied 
with a casino’s overarching player 
communications team, GAN’s 
managed services help support 
social and real money gaming as a 
integral parts of the operation.
1
Technology: 
GameSTACK™ IGS: the ultimate 
turnkey technology platform 
giving casinos real time control of 
promotions, messaging, analytics, 
and all other facets of online 
operations. 
3
Content Distribution:
Once configured for online play, 
GAN distributes these titles for 
our content partners in social and 
real money online gaming 
markets around the world.
5
Regulatory Relations: 
Licensed in numerous 
jurisdictions in the US and 
abroad, GAN operates  
at the highest levels of probity to 
ensure successful long-term 
operations for all involved.
6
User experience:
Front content, to messaging, to 
loyalty, GAN carefully curates  
a exciting user experience 
end-to-end. We work with world 
leading content providers to 
bring their IP online, monitor and 
adapt to trends in online gaming 
experiences, and make the 
journey for the player engaging 
day after day.
GameSTACK™ IGS is a turnkey platform 
comprised of proprietary enterprise level 
software, hardware, and integrated 
components such as the iSight™ Back 
Office, SENSE3™ Mobile, iBridge™ 
integration framework, and third party 
technologies.
GAN’s open platform has undergone 
significant technical developments in the 
last two years, providing our partners – 
be they operators, content providers, or 
other services providers – with a truly 
best-in-class technical ecosystem, awarded 
by eGaming Review’s (North America) 
peer-juried Casino Platform of the Year 
in both 2015 and 2016. With a fully 
redesigned back office management tool 
in iSight™, casino operators have complete 
control over their content selection, player 
communications, process automation, and 
real-time analytics. The ongoing investment 
in platform features and functionalities 
is core to our business; a nimble platform 
ensures ease of integration for new 
content, operator-friendly third party 
tools, and turnkey day-to-day operations.
Driving players to an operator’s Simulated 
Gaming™ or real money gaming online 
casino requires not only great technology, 
but great content as well. GAN has been 
working with world leading suppliers for 
over five years to bring their content online. 
GAN’s content partners trust us with their 
intellectual property as we configure games 
originally built for the offline world to play 
in the online worlds of desktop and mobile. 
With the world’s most innovative tools for 
B2B casino operations, GAN has invested 
in growing our global managed services 
team to support operators as they move 
online. Based between London and Las 
Vegas, our in-house managed services team 
members support initial configurations 
and ongoing operations of our partners 
via GameSTACK™ platform – spanning 
loyalty, marketing automations, reporting, 
access, and various other protocols. 
Additionally, our managed services team 
members respond to questions from 
players related to day-to-day operations 
on behalf of our operator partners.
In a highly regulated industry, probity is 
paramount. GAN is licensed in various 
jurisdictions around the world and 
appreciates the role of regulation in the real 
money online space. GAN’s clean probity 
record enabled us to gain entry into the 
New Jersey market in 2013 while many 
other European-based platform providers 
hesitated to attempt market entry.
ultimate online casino experience – social 
or real money gaming – to our partners 
and subsequent players around the world.
Whether engaging in social gaming 
or real money gaming, GAN plc Annual report and accounts 2016 06
CORE BUSINESS OFFERINGS
SIMULATED GAMING™
Simulated Gaming™ is a 
monetised, social casino 
experience custom designed 
for our operator partners and 
deployed across desktop and 
mobile devices.
Simulated Gaming™
GAN’s Simulated Gaming™ enterprise 
software solution offers traditional US 
casino operators an award-winning 
technology platform also capable of 
regulated real money Internet gaming, a 
competitive gaming product portfolio and 
highly specialised knowledge services from 
an experienced team. Simulated Gaming™ 
represents a swift and cost-effective entry 
point for US casino operators into the 
rapidly growing social casino market.
GAN’s focus on enabling land-based 
US casino operators with Simulated 
Gaming™ is supported by management’s 
fundamental belief that land-based US 
casino operators can offer the end-user 
consumers of social casino gaming a 
superior value proposition. A typical client 
of Simulated Gaming™ offers existing 
consumers of social casino gaming access 
to their compelling range of land-based 
gaming experiences comprising real 
money gaming, loyalty programmes, 
restaurants, hotels and other amenities not 
currently offered by social casino gaming 
operators. Over time, US casino operators 
equipped with our Simulated Gaming™ 
solution are anticipated to extend their 
land-based gaming value proposition 
online, and take significant market share.
Following a late year re-interpretation of 
the Wire Act in 2011, the US marketplace 
has moved in fits and starts in both social 
gaming and online gaming, but 2014 
proved to be the year to move online. 
With radical changes to provider 
roadmaps, commercial structures, and 
competitive (many suppliers also operate 
B2C products) dynamics, many major 
operators sat on the sidelines of the 
iGaming space fearing that entry with the 
wrong partner at the wrong time could  
be incredibly costly, not only in terms of 
resources extolled but in the context of the 
relationship capital held with loyal casino 
consumers. 2016 marked the year the 
major players who had waited for market 
stabilisation in the past were ready to make 
the move online. 
Station Casinos and the Chickasaw 
Nation’s WinStar World Casino explored 
several other structures through which to 
move online over the years. As some of the 
largest enterprises in the world in terms of 
gross gaming revenue per annum, both 
entities needed offerings which allowed 
them to market to their players in real time. 
Case study
The year to make the move
 Billion Dollar Enterprises  
choose GAN
 
A unique selling point of GAN’s Simulated 
Gaming™ is the convergence capability 
driving customers playing games online 
to visit the land-based casino. A typical 
US casino will have between 30% and 
80% of their customers enrolled in their 
rewards programme. US-patented in 
September 2014, the iBridge™ framework 
delivers a unique experience to end-user 
consumers of Simulated Gaming™ by 
issuing reward points (similar to ‘air miles’) 
into their rewards account instantly as 
a consequence of undertaking a wide 
range of activities online. Purchase 
virtual dollars for extended time playing 
games online, and a casino’s customer 
will typically receive reward points that 
can subsequently be converted into real 
value when redeemed in person inside the 
casino property. This US patent represents 
a significant intellectual property asset 
for GAN and through the course of time 
has proved instrumental in acquiring US 
casino operators as clients who all attribute 
significant commercial value to GAN’s 
patented technical ability to integrate 
with their existing rewards programme.  GAN plc Annual report and accounts 2016 07
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
CORE BUSINESS OFFERINGS
REAL MONEY GAMING
The Internet Gaming System 
enables authenticated, verified 
and registered end-users to 
deposit and withdraw funds 
and wager real money on a 
wide range of online games.
GAN’s experience in the real 
money online gaming space spans 
two continents and multiple 
business lines. 
From the publication and distribution  
of content, to turnkey platform services, 
to supporting operational services from 
a tenured team, GAN is the preeminent 
partner to bring your operation online.
With roots in skill game content creation, 
GAN distributed proprietary titles to 
world-leading operators in real money 
regulated markets. Expanding into content 
publishing and distribution through the 
GameSTACK™ Remote Game Server, 
GAN launched multiple major content 
providers in the Italian marketplace. 
In November 2013, GAN, as a B2B turnkey 
platform partner, deployed BetfairCasino.
com in New Jersey. GAN was the only 
platform supplier to bring our partner live 
with both desktop and mobile gaming on 
day one of the regulated market launch. 
Initially, the New Jersey Division of 
Gaming enforcement issued provisional 
licences to platform suppliers in-market. 
GAN was one of the few suppliers to 
receive a full licence in April 2017. 
GAN is committed to this technical 
architecture forged from a single 
worldwide code base, ensuring that 
exciting developments in metagame 
mechanics, iSight™ back office 
functionalities and integrations of world-
leading services can be capitalised on by 
our partners in both play modalities. This 
code base has been developed to operate 
in multiple jurisdictions under different 
regulatory requirements, which has 
given GAN the ability to quickly leverage 
these different configurations as new 
regulated markets open to online gaming.
GAN’s real money online gaming 
business continues to expand thanks 
to our commitments to probity, 
compliance, strong regulatory 
relations, and systems innovations.
Committed to excellence in real money 
gaming:
• Over a decade of clean, regulated 
market operations across content 
development, distribution, and turnkey 
services
• Currently operating in the UK, Italy and 
New Jersey Internet gaming markets. 
Approved by the UKGC, AAMS, AGCC 
and NJDGE
• Evergreen worldwide code base, 
meaning all partners receive universal 
updates and innovations
• Social features and functionalities
• World-leading game theme library 
featuring over 17 major content 
suppliers
Station Casinos and The Borgata
Station Casinos’ properties and MGM’s 
The Borgata both began their social 
gaming journeys in a partnership with  
a social casino deployed primarily from  
a social networking website.
Acknowledging the traction in player 
registrations, both entities looked for  
a partnership in which they could have 
better control of the player journey from 
start to finish. GAN was a natural choice as 
we focus on deploying Simulated Gaming™ 
as extensions of our partner’s brands as 
opposed to isolated locations on social 
networking platforms. GAN carefully 
designed unique user journeys for the 
patrons of Station Casinos and The 
Borgata to ensure the migration of their 
experience from one platform to another 
was seamless. In partnership with GAN, 
both casinos will be able to meaningfully 
market online and offline rewards and 
experiences to their players in real time 
thanks to GAN’s iBridge™ Framework 
which allows players to review in-casino 
loyalty for their non-gaming activity online. 
Station Casinos and MGM are incredible 
partners who’ll bring new and exciting 
innovations to Simulated Gaming™ and its 
applications ahead.
Case study
Competitive replacements
GAN extended its market position in Italy 
growing gross gaming revenues from 
£16.5m in 2015 to £21.8m in 2016 an 
increase of 32% YoY. The growth came via 
the addition of a new selected operator, 
Bet365, but more importantly from organic 
growth, with up to 30% of operator casino 
revenues generated via the GAN platform. 
 
GAN continues to be approached by new 
suppliers as well as the operators to 
aggregate more content and so allow 
maximum exposure with one single 
integration. 
 
Building on the established NetEnd and 
IGT content offering, GAN launched 
Capecod’s games which became an 
immediate success, due in part to its high 
recognition factor of the Italian land-based 
market. At least two new content suppliers 
will be brought online in H1 2017, with 
more to follow before the end of the year. 
Currently GAN offers content in the Italian 
market from 12 different suppliers, about 
to become 15 by the end of 2017. GAN plc Annual report and accounts 2016 08
MARKET  
REVIEW
Real money regulated intra-State Internet gaming in the US 
remains focused on New Jersey’s fast-growing market. While 
the regulatory cycle continued to experience delays, Simulated 
Gaming™ matured into the market-leading model adopted by 
major US casinos in advance of (and in addition to) regulated 
real money Internet gaming.
Regulated US Internet Gaming
In 2016 there were approximately 940 
land-based casinos in America located 
in 39 States. The aggregate economic 
benefit to the US economy directly 
related to gaming is estimated to be over 
$240bn. In contrast, only three US States 
permitted Internet gaming, of which 
the State of New Jersey accounted for 
$197m – the overwhelming majority 
of US Internet gaming in 2016.
2016 was New Jersey’s third full year 
of Internet gaming and that State’s 
Internet gaming market grew more than 
32% year-on-year compared to New 
Jersey’s seven land-based casinos that 
together saw declining revenues in the 
same period from $2.4bn to $2.28bn. 
Accordingly, New Jersey’s $197m in 
Internet gaming revenues represented 
9% of New Jersey land-based gaming 
revenues generated in the same year.
By way of reminder, in 2013 the first  
three US States regulated intra-State real 
money Internet gaming permitted within 
their State’s borders: Nevada (pop. <3m); 
Delaware (pop. <1m); and New Jersey  
(pop. 9m). In 2016, for the third year 
running, no new US State regulated 
Internet gaming. Despite this, diverse 
forms of State legislation designed  
to regulate Internet gaming  
continued through the complicated 
legislative process.
There are four US States actively 
considering regulation of intra-State 
Internet gaming: Pennsylvania, New 
York, Massachusetts, and Michigan.
The ‘next State to regulate’ is generally 
believed by industry observers to be the 
State of Pennsylvania (pop. 12.8m), which 
has a substantial existing land-based 
casino industry comprising 12 land-based 
casinos which together generated land-
based gaming revenues of $3.22bn.
Pennsylvania made significant progress 
towards regulation of Internet gaming 
through the course of 2016, with a 
comprehensive bill appearing in the 
Pennsylvania House of Representatives 
for active voting on various proposed 
amendments in Spring of 2017. If this 
legislation is enacted in the future, 
residents of Pennsylvania will be 
permitted to play casino games online 
for real money in a similar manner to 
their neighbouring State of New Jersey.  GAN plc Annual report and accounts 2016 09
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Simulated Gaming™ – now a market proven product:  
High-margin revenue stream generated online from existing 
customer database; attracts new customer demographics; 
reactivates long-term lapsed customers; improves frequency 
of customers’ visitation to the casino; and increases gaming 
revenue generated inside the casino from existing customers.
Social Casino Gaming
In the meantime for the 900+ US casinos 
which do not sit within those three 
regulated US States or those four US 
States actively considering regulation, 
an alternative Internet gaming business 
model is required. Social casino gaming 
is the obvious alternative market, where 
end-user consumers buy time online 
for the entertainment value of playing 
casino games, without receiving the 
opportunity to win real money. The top 
three countries for social casino gaming are 
the United States, Canada and Australia 
where in all cases real money Internet 
gaming is not permitted nationwide.
The global social casino gaming market 
reached $3.81bn in 2016 with well over 
$2bn generated from US-resident players. 
GAN’s Simulated Gaming™ enterprise 
solution is specifically designed for 
US casino operators seeking to enter 
the social casino gaming market. In 
the absence of real money regulated 
Internet gaming, social casino gaming 
has emerged as an alternative business 
model serving the latent demand for a 
high-quality Internet gaming experience.
Traditional casino operators who wish 
to participate in the social casino market 
generally have three options for market 
entry: 1: Build their own technology; 2: 
Acquire an existing social casino operator; 
or 3: Adopt an enterprise software solution 
from a third party provider such as GAN.
Market Conditions
Through the course of 2016 GAN 
acquired key additional client relationships 
including The Chickasaw Nation, Red Rock 
Resorts, Turning Stone, and Twin River. 
GAN enjoyed significant momentum in 
acquiring new major casino operators as 
clients following continued successes in 
key performance indicators of both our 
social and real money gaming platforms. 
With three of the four additional 
partnerships being large-scale multi-
property enterprises, GAN continues to 
be positioned as the platform of choice for 
casino operators seeking to move online. 
Growth in registrations for  
Simulated Gaming™
+131%
Simulated Gaming™ Player Days 
represent an increase of 110% from 2015
5.6m
Number of Simulated Gaming™ customers 
live at year end. 2 new customers 
launched in Q4
9 GAN plc Annual report and accounts 2016 10
CHIEF EXECUTIVE OFFICER’S  
REPORT
Overview
GAN is now a leading B2B supplier 
of Internet gaming enterprise of 
software-as-a-service (SaaS) solutions 
to the US land-based casino industry 
and has secured significant
US market share within this Industry 
vertical. 2016 was our third year of 
continued and necessary investment 
opening the Group to major commercial 
opportunities for real money Regulated 
Gaming in New Jersey and Simulated 
Gaming™, which are expected to 
deliver significant shareholder 
value in 2017 and beyond.
This substantial investment has been 
made in the US operational structure 
to develop the Group’s US presence 
in both real money Regulated Gaming 
and Simulated Gaming™ markets. In 
the UK further substantial investment 
has been made in the Group’s software 
technology and its capability to deliver 
both Simulated Gaming™ and real money 
Regulated Gaming to US casino operators, 
integrated with the US casino operators’ 
existing land-based loyalty programme. 
Intra-State regulation of real money 
Internet gaming remained largely on hold 
in the US, although legislative action did 
occur in Pennsylvania in June with the 
passage of HB 2150 in the Pennsylvanian 
House of Representatives, which suggests 
Internet gaming legislation may progress 
further in that State during the course of 
2017. In the meantime, Simulated Gaming™ 
continued to materially outperform initial 
expectations set in 2013 and is positioned 
for significant growth in 2017 and beyond 
as selected US casino operator clients 
increasingly allocate capital to both 
digital user acquisition marketing and 
targeted patron marketing in reliance 
upon GAN’s marketing services team and 
their specialist digital marketing services.
During the year the Group launched 
Simulated Gaming™ for three major US 
casinos located throughout the Midwest 
and the North East, and signed three 
additional deals for delivery in 2017. 
International opportunities continue to be 
developed although the Group’s strategic 
focus remained firmly on the US market. 
In New Jersey, the Group delivered 
strongly for Betfair’s regulated Internet 
casino gaming business establishing 
BetfairCasino.com as a significant 
Internet casino operator in New Jersey’s 
regulated Internet gaming market. I would 
like to take this opportunity to thank 
staff at GAN, the regulators at the New 
Jersey Division of Gaming Enforcement, 
the management of Betfair’s New 
Jersey operations and the operational 
management of Golden Nugget Atlantic 
City for all their support during 2016.
GAN’s enterprise-level technology 
platform for Internet gaming is a truly 
scarce asset, managed by an equally scarce 
team of experienced specialists managing 
one of a handful of fast-growing real 
money Regulated Gaming businesses in 
New Jersey. Real money Regulated Gaming 
in New Jersey has proved materially 
different in both general practice and 
specific technical requirements when 
compared with European markets. 
GAN is positioned to capture significant 
market share in any incremental US 
intra-State markets which may regulate 
Internet gaming over time, including 
Pennsylvania, New York and Michigan.
The Company’s diverse Internet gaming 
solutions are principally delivered 
to US clients by utilising the SaaS 
model, which, combined with GAN’s 
underlying infrastructure-as-a-service 
(IaaS) model and ancillary professional 
services enables clients to create 
significant incremental value online 
from their existing end user patrons of 
their land-based casino properties.
During the year, the Group achieved 
strong financial growth in net revenue 
derived from the United States and the 
regulated Italian market. This growth 
was driven primarily by Simulated 
Gaming™ nationwide across the US 
and from regulated real money Internet 
gaming in both New Jersey and Italy. 
Growth in our core product verticals of 
Simulated Gaming™ and the sustainable 
real money Regulated Gaming markets 
of New Jersey in the US and Italy 
drove overall net revenue to increase 
by 30% to £7.8m (2015: £6.0m).
Strategy
Expansion in the United States remains 
a continuing strategic priority for the 
Group with requisite increases in US 
infrastructure centred on Las Vegas 
comprising human resource and licensing 
investment in relevant US States including 
New Jersey and Pennsylvania.
With the significant slowdown in 
regulation of real money intra-State 
Regulated Gaming the Group has increased 
its focus on delivering Simulated Gaming™ 
to land-based US casinos in advance of 
further regulation. The net revenue growth 
in 2016 supports the Group’s internal 
focus on delivering Simulated Gaming™ 
to as many major US casino properties 
as possible prior to regulation of real 
money Regulated Gaming. Furthermore, 
the Group has received comprehensive 
evidence from collaborating clients that 
GAN’s unique Simulated Gaming™ model 
has materially increased patrons’ visitation 
on-property, reactivated significant 
numbers of long-term inactive patrons and 
generally proved highly supportive of on-
property real money land-based gaming.
The Group continues to pursue further 
Internet gaming platform sales with 
selected members of the US casino 
Industry. The slow pace of incremental 
regulation of Internet gaming in the 
United States has materially contributed 
to ongoing delays in securing an 
Internet gaming platform sale.
Investment in the Group’s technical 
capability in key areas such as back 
office, mobile and convergence with 
land-based casino management 
systems continued throughout 2016 
with significant growth of the Group’s 
mobile gaming portfolio in HTML5 and 
native iOS and Android applications.  GAN plc Annual report and accounts 2016 11
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
In Europe, the Group extended its market 
position in Italy by launching its content 
portfolio for Bet365 Italia with existing 
clients now representing a significant 
majority of the Italian market for casino 
gaming. GAN launched a significant range 
of new Internet games sourced from 
multiple new content partners delivered to 
clients via the Group’s technical platform 
located in Rome. Italy remains a crucial 
market for GAN as a comprehensively 
regulated Internet gaming market 
exhibiting continued growth throughout 
2016 consequent to the regulation 
of Internet casino gaming in 2013. 
Products
The Group’s back office system iSight 
Back Office™ received major upgrades 
released throughout 2016 continuing 
to deliver a state-of-the-art back 
office player management, along with 
marketing and analytics capabilities 
and unique convergence features 
designed to complement a land-based 
casino’s existing gaming operations.
The product related capabilities of 
Simulated Gaming™ took major strides 
in 2016 with a focus on monetisation 
of players and the introduction of 
gaming activity accelerants designed 
to extend player lifetimes, increase 
frequency of purchases and drive 
increased visitation to the US casino 
operators’ land-based properties.
The Group’s SENSE3™ mobile gaming 
proposition was materially enhanced in 
2016 and greatly supported the Group’s 
revenue growth in the mobile channel. The 
majority of end-user active players now 
engage with both Simulated Gaming™ and 
real money Regulated Gaming primarily 
through their mobile devices and the 
Group completed the transition to a 
new technical development framework 
which greatly increases the rate of unified 
desktop-to-mobile game development.
A wide portfolio of new casino games 
were deployed throughout 2016 granting 
our clients access to a market-leading 
quality portfolio of US-relevant gaming 
content comprising simple casino slots 
and table games, complex multi-player 
bingo and poker, multi-user casino 
games and a wide range of specialist 
games such as blackjack tournaments 
and region-specific card or dice games.
In 2016 the Group’s research and 
development function completed the 
development of ‘freemium’ mobile casual 
skill-based games designed to meet 
the incremental needs of land-based 
casino operator clients and exploiting 
the deep expertise within the Group for 
developing skill-based games. A virtual 
reality or VR casino application for 
Oculus Rift headsets was also released 
in early 2016 for US casino operator 
client Empire City Casino in Yonkers, 
New York in further demonstration of 
GAN’s commitment to innovation on 
behalf of its client US casino operators.
Marketing and Support Services
Throughout 2016, the Group continued 
to invest in establishing a wide range of 
secondary and tertiary services for US 
land-based casino clients designed to 
support the land-based casino operator 
in managing their end-user patrons and 
growing through external user acquisition 
marketing and internal cross-sell marketing 
to existing patron databases and on-
property footfall. Marketing and support 
services remain a crucial component of 
the Group’s service portfolio, ensuring 
any land-based casino operator can 
cost-effectively launch a turnkey 
managed Internet gaming service and, 
should they choose to, invest significant 
capital to grow profitably beyond its 
existing audience of casino patrons. GAN plc Annual report and accounts 2016 12
FINANCIAL AND  
OPERATIONAL REVIEW
Revenues from the US 
market have grown year 
on year by 66% and now 
account for 64% of total 
Group revenues.
Summary
2016 has been a year of continued revenue 
growth and necessary investment for 
GAN. The Group has continued to make 
significant inroads into the US market 
executing against our strategy to broaden 
our geographic footprint through the 
addition of casino operators in key States 
in advance of regulation. In Italy the Group 
has benefited from the distribution of 
additional content and full year revenues 
from clients launched in the prior period. 
The Group has built upon its significant 
coast to coast presence in the US market 
in order to drive additional growth. The 
Group entered 2016 with seven Casino 
operators in the US and Australia and 
added a further three operators in the 
second half of the year. Isle of Capri 
launched Ladyluck
®
 online in July, JACK 
Entertainment launched in October 
and Twin Rivers launched in November 
bringing the total number of Simulated 
Gaming™ clients operational entering 
2017 to nine. The US market remains the 
core strategic market for the Group as it 
seeks to continue to drive adoption from 
land-based casinos to the online digital 
market. Revenues from the US market 
have grown year on year by 66% and now 
account for 64% of total Group revenues. 
The Group remains focused on generating 
recurring revenue growth in both of 
its primary markets, the US and Italy. 
Recurring revenues accounted for 71% of 
total net revenue. In addition to the US 
market growth the Group has benefited 
from continued recurring revenue growth 
in the regulated market of Italy where 
the launch of an additional operator 
and the full year contribution of two 
new operators launched in the prior 
period has continued to drive revenue 
growth. Net revenues from the Italian 
market have grown by 50% and now 
represent over 25% of total net revenue. 
The Group continued to invest heavily in 
the underlying Internet Gaming System 
and product capability to meet the ongoing 
market demand and to ensure that it 
continues to be in position to capitalise  
on the immediate Simulated Gaming™ 
opportunity in the US market. The Group 
has continued with plans to rationalise its 
cost base through the opening of a new 
technical development office in Bulgaria. 
The introduction of an additional technical 
resource in a lower cost market will enable 
the Group to continue to enhance its 
delivery capability while reducing the 
underlying cost structure over time. 
The Group reports gross income of 
£31.7m, a 23% increase from 2015. Net 
revenue for the year was £7.8m compared 
to £6.0m in the same period last year, an 
increase of 30%. Clean EBITDA loss of 
£0.9m compares to a Clean EBITDA loss 
in 2015 of £3.0m and loss before taxation 
of £5.2m compares to a loss before 
taxation in the prior period of £5.6m. 
Loss after taxation of £3.8m reflects the 
claim for research and development tax 
credits in 2016 of £1.1m and in respect of 
prior years, received in 2016, of £0.9m. 
The Group ended the year with a cash 
balance of £3.2m compared to £3.8m 
for the year ended 31 December 2015 
and net assets at 31 December 2016 
of £10.9m compared to £10.2m in the 
previous year. During the period the Group 
raised gross proceeds of £4.4m and on 
28 April 2017 the Group announced that 
it had raised gross proceeds of £2.0m 
through the successful placing of a 9% 
unsecured convertible loan note issue. 
The new capital will enable the Group to 
take advantage of expected real money 
regulated gaming opportunities in the  
US as well as for working capital and 
general business development purposes.
Revenue
Net revenue for the year of £7.8m 
has increased by 30% and is £1.8m 
higher than the net revenue generated 
in the previous year of £6.0m. 
Overall B2B revenues have increased by 
£2.0m from £5.4m to £7.4m an increase  
of 37%. B2B revenue share and other 
revenues increased by 24% from £4.2m  
to £5.2m. B2B game and platform 
development revenues also increased by 
£1.0m, from £1.2m to £2.2m in the current 
period. The increase in B2B revenue 
share and other revenues has been 
driven by the regulated gaming markets 
in New Jersey and Italy and by Simulated 
Gaming™ where we now have nine casinos 
operational, three of which launched 
in H2 of 2016. Platform development 
revenues increased substantially and offset 
continued declines in game development 
fees during the year. B2C net revenue 
decreased from £0.6m to £0.4m.  GAN plc Annual report and accounts 2016 13
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Expenses
Distribution costs include royalties 
payable to third parties, B2B and B2C 
direct marketing expenditure and the 
direct costs of operating the hardware 
platforms deployed across the business 
which in total increased from £5.4m to 
£7.4m for the year ended 31 December 
2016. The increase is due primarily to 
increased amortisation of intangible 
assets of £1.4m and increased royalties 
payable to providers of third party games 
content in Europe for real money gaming 
and in the US for Simulated Gaming™. 
Administration expenses include the costs 
of personnel and related expenditure for 
the London, Nevada and Sofia offices.  
The Group reports total administrative 
expenses for the year ended 
31 December 2016 of £5.6m, £0.7m 
less than those incurred in 2015. A 
major contribution to this reduction 
was the impact of foreign exchange 
gains as a result of a strengthening US 
dollar and Euro consequent to Brexit. 
Clean EBITDA
Clean EBITDA is a non-GAAP Company 
specific measure and excludes interest, 
tax, depreciation, amortisation, share 
based payment expense and other 
items which the directors consider to be 
non-recurring and one time in nature as 
disclosed in note 6. The directors regard 
Clean EBITDA as a reliable measure of 
profits that is not unduly subjective.
Clean EBITDA loss of £0.9m compares 
to a clean EBITDA loss of £3.0m 
in 2015 reflecting the impact of 
continuing to invest in the underlying 
delivery and product capability.
Cash flow
The cash balance at 31 December 2016 
was £3.2m compared to £3.8m in 2015,  
a reduction of £0.6m. During the year 
the Group has continued to invest in 
the underlying Internet Gaming System 
deployment and product capability. The 
Group raised additional capital of £4.4m 
before related expenses which together 
with operating cash outflow of £0.7m 
partially offset expenditure of £4.5m 
in incremental investment in intangible 
fixed assets primarily related to the 
capitalisation of internal development 
time and related overhead. Excluding the 
impact of additional capital raised by the 
Group, cash outflow has decreased from 
£7m in 2015 to £5m in the current period. 
Key performance indicators
The directors regard Clean EBITDA  
as a reliable measure of profits 
and the Group’s key performance 
indicators are set out below.
The Board also monitor client-related
KPIs, including the number of active 
players, revenue by client, average revenue 
per daily active user and number of daily 
active users for Simulated Gaming™, 
business segment profitability and 
geographic split of turnover.
Key performance indicators
2016 
£’000
2015 
£’000
Gross income from gaming operations and services 31,675 25,837
Net revenue 7,803 6,011
Clean EBITDA (932) (3,018)
Loss before taxation (5,199) (5,604)
Loss after taxation (3,759) (5,022)
Net assets 10,940 10,184
Cash and cash equivalents 3,179 3,779 GAN plc Annual report and accounts 2016 14
The Board routinely monitors risks that could materially and adversely affect the Group’s ability to achieve strategic goals,  
financial condition and results of operations. The Board is supported by senior management personnel who collectively  
play a key role in risk management and regularly report to the Board.
Risk Category Description Mitigation
Legal and regulatory risks
Loss of licenses
The Group holds a number of licenses for 
its activities from regulators. The loss of all 
or any of these licenses may adversely 
impact on the revenues and/or reputation 
of the Group.
The Group has established a compliance 
team, whose role is to develop relationships 
with regulators, monitor the regulatory 
environment closely, and ensure 
continuation of all necessary licenses and 
permits to allow the Group to continue  
its business.
Changes in regulations
Laws, regulations and taxation in the 
gambling sector are complex, inconsistent 
and evolving. The Group licenses its 
products to operators in the online  
gaming industry whose ability to operate  
in any jurisdiction may be impacted by 
changes in regulations, or failure to obtain 
any necessary licenses. In addition there 
can be no guarantee that a jurisdiction will 
not change its licensing requirements nor 
that revenue streams that currently do  
not require a licence will continue  
without additional regulations or  
additional taxation or that further states 
will regulate online real money gaming.
As an established regulated supplier to  
the online gambling sector, the Group is 
vigilant over legal and regulatory issues 
that may apply to its activities, not only  
in those jurisdictions where the Group is 
located but also where its licensees are 
operating using GAN software and 
services. 
 
In addition, the Group has diversified its 
risk by obtaining multiple licences in the 
UK, Alderney, and New Jersey in the US.
New licensing requirements
In newly regulated markets, new licensing 
regimes may impose licensing conditions, 
such as the requirement to locate 
significant technical infrastructure within 
the relevant territory or establish real-time 
data interfaces with the regulator that 
present operational challenges, or may 
stop the licensee being able to offer the  
full range of the Group’s products.
The Group closely monitors developments 
in jurisdictions seeking to introduce or 
change regulations. The Group works to 
establish close relationships and actively 
participates in groups such as the Remote 
Gambling Association to help shape new 
licensing regulations.
The market place
Competition
The online gambling market is highly 
competitive. Failure to compete effectively 
may result in loss of licensees and also the 
inability to attract new licensees.
The Group closely monitors competition 
and continues to invest significant 
resources to improve its technology, 
products and services. In addition the 
Group has a diversified geographical base 
which spreads the competitive risk.
PRINCIPAL 
RISKS AND 
UNCERTAINTIES
The risks outlined below are those risks and uncertainties  
that the Board considers material to the Group. They are not 
presented in any order of priority. There may be other risks that 
are either currently unknown, or considered by the Board to be 
immaterial, which could adversely affect the Group’s business, 
results of operation or financial condition.  GAN plc Annual report and accounts 2016 15
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Risk Category Description Mitigation
Technology
Dependence on technology
The Group’s operations are highly 
dependent on technology and advanced 
information systems and there is a risk that 
such technology or systems could fail. 
 
The Group may be adversely affected  
by activities such as system intrusions, 
denial of service attacks, virus spreading 
and phishing.
The Group has in place data recovery and 
systems recovery procedures, security 
measures and business continuity plans  
in the event of failure or disruption, or 
damage to, the Group’s technology  
or systems.
Customers
Fraud
As an Operator (MoneyGaming.com), the 
Group experiences fraudulent activity on 
customer accounts in the form of deposits 
from stolen credit cards and debit cards. 
These amounts are written off as a loss to 
the business.
The Group has a compliance team  
whose role is to monitor transactions for 
signs of fraudulent activity and to carry  
out Know-Your-Customer procedures. 
Reports from the Management Information 
System (MIS) are used by the compliance 
team to monitor possible fraudulent 
activities. The Group sources multiple 
payment providers to mitigate for risk of 
losing any single funding channel.
Risk of reliance on 
major licensees
The Group operates a revenue share model 
with its licensees meaning results can be 
impacted by poor performance of its 
licensees or by its licensees choosing to 
withdraw from a particular market.
The Group has continued to diversify its 
licensee base and develop its business in 
stable regulated markets and also by the 
expansion of its Simulated Gaming™ 
product in the US and Australian markets.
Employees
Reliance on key personnel
The Group’s future success depends on the 
continued service of senior management 
and key technical personnel, the retention 
of which cannot be guaranteed.
The Group has a performance evaluation 
system to identify key talent and to ensure 
that key personnel are appropriately 
rewarded and incentivised. This is through 
a mixture of annual bonuses and long-term 
incentives such as share options.
On behalf of the Board
Desmond Glass
Chief Financial Officer GAN plc Annual report and accounts 2016 16
CORPORATE SOCIAL 
RESPONSIBILITY
The Group has an open, honest and 
responsible approach towards its 
stakeholders which include its employees, 
suppliers, customers, investors and the 
wider community.
Responsible gaming
As both a direct to consumer and business 
to business provider of games of skill and 
chance in regulated markets, GAN plc has 
placed our responsible gaming policies and 
tools at the core of our vision to provide 
industry leading entertainment in a socially 
responsible fashion.
We also, in conjunction with our partners, 
NetIDMe and Aristotle, provide our 
partners with robust age verification 
processes to ensure that no minors can 
access our games.
Regulation
GAN plc is licensed and regulated by the 
UK Gambling Commission, The Alderney 
Gambling Control Commission, the 
Amministrazione Autonoma dei Monopoli 
di Stato (Autonomous Administration of 
State Monopolies) in Italy and the New 
Jersey Division of Gaming Enforcement. 
We are also approved by GamCare who are 
a leading UK charity advising and assisting 
those with a gambling problem.
All of the organisations above have 
different requirements and regulations and 
the Group is proud that we exceed these in 
all areas of responsible gaming.
All of our games are certified and tested 
by GLI (Gaming Laboratories International) 
and NMi Metrology & Gaming Ltd both 
of whom are the industry standard for 
Online Gaming testing and certification.
Money laundering
GAN provides a range of proprietary and 
third party tools to our partners to identify 
and monitor fraud and money laundering. 
Our in-house analytics software monitors 
all deposit and withdrawal attempts as well 
as all gameplay. Our system has the ability 
to notify staff members of any suspicious 
transactions or gameplay and automatically 
suspend any account which has been 
involved in such activity.
Our system also actively monitors all skill 
games to ensure no user can gain an unfair 
advantage by using bots or automated 
gameplay systems.
We also provide third party tools from 
leading payment processors such as 
WorldPay, CAMS, Vantiv and Lexis/Nexis 
in order to ensure all monies on our 
networks are from legitimate sources.
Employees
GAN plc is committed to maintaining a 
working environment in which diversity 
and equality of opportunity is actively 
promoted and all unlawful discrimination is 
not tolerated. The Group values diversity 
and to that end recognises the educational 
and business benefits of diversity amongst 
its employees, applicants and other people 
with whom we have dealings.
GAN plc are committed to ensuring 
employees are treated fairly and are not 
subjected to unfair or unlawful 
discrimination.
Software and reporting
Responsible gaming and player protection 
lies at the heart of our software. Our 
platform services allow our partners to 
offer their players an array of tools to 
control their spending including deposit 
limits, wagering limits, time limits, 
self-exclusion and cooling-off periods.
This coupled with sophisticated reporting 
and analytics allows our partners to 
identify potentially compulsive behaviour 
and take the required action to ensure the 
protection of any vulnerable players.
Our team are extensively trained in the 
area of responsible gaming. Our team 
members are trained to effectively and 
sympathetically assist any player displaying 
signs of gambling addiction and guide them 
in the correct direction to seek assistance.
Environment
The Group has a relatively low 
environmental impact by virtue of the fact 
that it is an online business. We engage 
in office recycling for a wide range of 
materials to reduce the amount of waste 
sent to landfill.
We also offer a cycle to work scheme to 
our employees to help reduce the local 
congestion and pollution as well as to 
improve the employees’ health through 
physical exercise. In addition, we provide  
a significant contribution towards 
employees’ gym membership.
The strategic report on pages 1 to 16 is 
approved by the Board of directors and 
signed on their behalf:
 
Desmond Glass
Chief Financial Officer
26 May 2017
Dermot Smurfit
Chief Executive Officer
26 May 2017  GAN plc Annual report and accounts 2016 17
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
CORPORATE GOVERNANCE 
STATEMENT
As an AIM listed Group, GAN plc is not 
required to follow the provisions of the 
UK Corporate Governance Code (the 
Code). The Board however recognises the 
importance and value of good corporate 
governance procedures and accordingly 
have selected those elements of the Code 
that they consider relevant and appropriate 
to the Group, given its size and structure.
The Board
The Board comprises five directors 
including two executive directors and 
three non-executive directors including 
the Chairman. The Board meets regularly 
to consider strategy, performance and 
the framework of internal controls. 
The Board of directors comprises a 
mix of the necessary skills, knowledge 
and experience required to provide 
leadership, control and oversight of 
the management of GAN plc and to 
contribute to the development and 
implementation of strategy. In particular, 
the Board comprises a group of directors 
with diverse backgrounds within the 
technology and related sectors, in both 
public and private companies, which 
combine to provide the Board with the 
resources and expertise to drive the 
continuing development of the Group 
and advance its commercial objectives.
The directors have established an audit 
committee, a remuneration committee 
and a nomination committee with formally 
delegated roles and responsibilities. Each 
of the committees currently comprises 
three non-executive directors and meets  
at least twice each year.
Committees
The audit committee is responsible for 
ensuring that the financial performance of 
the Group is properly reported on and 
monitored and for meeting the auditors 
and reviewing the reports from the 
auditors relating to accounts and internal 
control systems. It meets at least once a 
year with the auditors without executive 
directors present. The audit committee is 
comprised of Roger Kendrick, Seamus 
McGill and Michael Smurfit Jr. and chaired 
by Roger Kendrick. Roger Kendrick is 
deemed to have recent and relevant 
financial experience and is the audit 
committee financial expert.
The remuneration committee reviews the 
performance of the executive directors 
and sets and reviews the scale and 
structure of their remuneration. The 
committee also reviews the basis of the 
executive directors’ remuneration and the 
terms of their service agreements with due 
regard to the interests of shareholders. 
In determining the remuneration of 
executive directors, the remuneration 
committee will seek to enable the Group 
to attract and retain staff of the highest 
calibre. The remuneration committee will 
also make recommendations to the Board 
concerning the allocation of share options 
to employees. No director is permitted 
to participate in discussions or decisions 
concerning his own remuneration. The 
remuneration committee is comprised of 
Seamus McGill, Roger Kendrick and Michael 
Smurfit Jr. and chaired by Seamus McGill.
The nomination committee is responsible 
for reviewing the size, structure and 
composition of the Board, succession 
planning, the appointment of replacement 
and/or additional directors and for making 
the appropriate recommendations to the 
Board. It meets at least once a year with 
the auditors without executive directors 
present. The nomination committee 
is comprised of Michael Smurfit Jr., 
Seamus McGill and Roger Kendrick 
and is chaired by Michael Smurfit Jr.
Internal control
The Group has adopted a share dealing 
code in conformity with the requirements 
of Rule 21 of the AIM Rules and ESM Rules 
and will take steps to ensure compliance by 
the Board and the Group’s employees with 
the terms of the code.
The Bribery Act 2010 (‘Bribery Act’) 
which came into force in the UK on 
1 July 2011 prescribes criminal offences 
for individuals and businesses relating 
to the payment of bribes and, in certain 
cases, a failure to prevent the payment 
of bribes. The Group has therefore 
established procedures designed to ensure 
that no member of the Group engages 
in conduct for which a prosecution 
under the Bribery Act may result. GAN plc Annual report and accounts 2016 18
DIRECTORS’ REPORT
The directors submit their report and the financial statements of 
GAN plc for the year ended 31 December 2016.
Principal activities
The activity of the Group divides into two principal areas:
• the provision and development of real money gaming software 
and the supply of Internet gaming systems to the online 
industry; and
• the provision and development of simulated gaming software 
and underlying systems to existing casino operators in both the 
US and other significant international markets.
Results and dividends
The result for the Company and the Group for the year ended 
31 December 2016 show total net revenue of £7.8m (2015: 
£6.0m) and a net loss after tax of £3.8m (2015: loss £5.0m).
The Board does not recommend the payment of a dividend for 
2016 (2015:£nil).
The Group’s consolidated financial statements are set out on 
pages 24 to 50. For a more detailed review of the Group’s results 
see the Chief Executive’s report and the strategic report.
Please refer to note 23 of the financial statements for more 
information on post balance sheet events.
Please refer to the Chief Executive’s report for an overview of the 
Group’s future developments.
Please refer to note 2.9 of the financial statements for more 
details on financial instruments and note 3 for details on the 
exposure to credit, liquidity, cash flow and other financial risks.
Annual General Meeting
The Annual General Meeting of the Company will be held on 
26 June 2017. Notice of this meeting will be sent under separate 
cover.
Directors
The following directors have held office since 1 January 2016:
Seamus McGill 
Dermot S Smurfit
Desmond Glass
Michael Smurfit Jr.
Roger Kendrick
David O’Reilly (Resigned 15 March 2017)
Details of share options granted during the current and prior years to directors are as follows:
Share options Date of grant Exercise price
Date first 
exercisable Expiry date
Dermot Smurfit 750,000 29.10.2010 22p 29.10.2011 28.03.2018
Dermot Smurfit 200,000 28.03.2012 22p 28.03.2013 28.03.2018
David O’Reilly 75,000 01.08.2013 60p 01.08.2015 01.08.2020
Michael Smurfit 50,000 01.08.2013 60p 01.08.2015 01.08.2020
Roger Kendrick 50,000 01.08.2013 60p 01.08.2015 01.08.2020
Desmond Glass 150,000 01.08.2013 60p 01.08.2015 01.08.2020
Desmond Glass 171,000 15.08.2014 135p 15.04.2015 15.08.2019
Dermot Smurfit 171,000 15.08.2014 135p 15.04.2015 15.08.2019
Desmond Glass 130,000 10.03.2015 50p 10.03.2016 10.03.2020
Dermot Smurfit 125,000 10.03.2015 50p 10.03.2016 10.03.2020
Dermot Smurfit 100,000 18.07.2016 31.5p 18.07.2017 18.07.2021
Desmond Glass 100,000 18.07.2016 31.5p 18.07.2017 18.07.2021
Significant shareholdings
As of 31 December 2016 the Company had been advised of the following significant shareholders:
Shareholders
No of 
Ordinary shares %
Sir Michael Smurfit 10,865,554 15.5%
Dermot S Smurfit 9,113,447 13.0%
Andrew Black 5,480,860 7.8%
Anthony Smurfit 5,403,840 7.7%
IIU Nominees Limited 4,710,288 6.7%
Artemis Funds 3,236,296 4.6%
Odey Asset Management 2,880,000 4.1%
David O’Reilly 2,756,669 3.9%
Roger Kendrick 2,513,821 3.6%  GAN plc Annual report and accounts 2016 19
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Third party indemnity provision for directors
Qualifying third party indemnity provision is in place for the 
benefit of all directors of the Company.
Research and development
The Group maintains its level of investments in software 
development activities. In the opinion of the directors, continuity 
of investment in this area is essential to strengthen the Group’s 
market position and for future growth.
Going concern
The Groups’ business activities, together with the factors likely 
to affect its future performance and position are set out in the 
Chairman’s, Chief Executive Officer’s and strategic reports. Notes 
3 and 15 to the financial statements set out the Group’s financial 
risk management policies and its exposure to credit risk and 
liquidity risk.
The directors have assessed the financial risks facing the business, 
and compared this risk assessment to the net current assets 
position and dividend policy. The directors have also reviewed 
relationships with key suppliers and software providers and are 
satisfied that the appropriate contracts and contingency plans are 
in place. The directors have prepared forecasts to assess whether 
the Group has adequate resources for the foreseeable future.
In April 2017 the Board announced raising additional capital of 
£2,001,483 by way of a conditional placing and open offer of 9% 
Unsecured Convertible Loan Notes 2022.
The directors consider that the Group has adequate resources 
to continue in operational existence for the foreseeable future. 
For this reason, they continue to adopt the going concern basis 
in preparing the consolidated financial statements.
Statement as to disclosure of information to the auditor
The directors who were in office on the date of approval of these 
financial statements have confirmed that, as far as they are aware, 
there is no relevant audit information of which the auditor is 
unaware. Each of the directors have confirmed that they have 
taken all the steps that they ought to have taken as directors in 
order to make themselves aware of any relevant audit information 
and to establish that it has been communicated to the auditor.
Auditor
A resolution to reappoint BDO LLP as the Group’s auditors will be 
submitted to the Board at the Annual General Meeting.
On behalf of the Board
Desmond Glass
Chief Financial Officer 
26 May 2017 GAN plc Annual report and accounts 2016 20
DIRECTORS’ 
RESPONSIBILITIES 
in the preparation of financial statements
The directors are responsible for preparing the annual report and 
the financial statements in accordance with applicable law and 
regulations.
Company law requires the directors to prepare financial 
statements for each financial year. Under that law the directors 
have elected to prepare the Group and parent Company financial 
statements in accordance with applicable law and International 
Financial Reporting Standards (IFRSs) as adopted by the European 
Union. Under company law the directors must not approve the 
financial statements unless they are satisfied that they give a true 
and fair view of the state of affairs of the Group and Company and 
of the profit or loss of the Group for that period. The directors are 
also required to prepare financial statements in accordance with 
the rules of the London Stock Exchange for companies trading 
securities on the Alternative Investment Market. 
In preparing these financial statements, the directors are  
required to:
• select suitable accounting policies and then apply them 
consistently;
• make judgements and accounting estimates that are reasonable 
and prudent;
• state whether they have been prepared in accordance with 
IFRSs as adopted by the European Union, subject to any 
material departures disclosed and explained in the financial 
statements; and
• prepare the financial statements on the going concern basis 
unless it is inappropriate to presume that the Group and the 
Company will continue in business.
The directors are responsible for keeping adequate accounting 
records that are sufficient to show and explain the Group and 
Company’s transactions and disclose with reasonable accuracy at 
any time the financial position of the Group and Company and 
enable them to ensure that the financial statements comply with 
the requirements of the Companies Act 2006. They are also 
responsible for safeguarding the assets of the Group and hence 
for taking reasonable steps for the prevention and detection of 
fraud and other irregularities.
Website publication
The directors are responsible for ensuring the annual report and 
the financial statements are made available on a website. Financial 
statements are published on the Group’s website in accordance 
with legislation in the United Kingdom governing the preparation 
and dissemination of financial statements, which may vary from 
legislation in other jurisdictions. The maintenance and integrity of 
the Group’s website is the responsibility of the directors. The 
directors’ responsibility also extends to the ongoing integrity of 
the financial statements contained therein.  GAN plc Annual report and accounts 2016 21
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
DIRECTORS AND OFFICERS
Seamus McGill 
(Non-executive Chairman)
Seamus joined the Board of GAN in April 2015. Seamus has 
20 years’ experience in the gaming and technology industries 
and most recently was President of Joingo, a mobile software 
company in San Jose, California, with overall responsibility 
for company growth and financial performance. Prior to 
Joingo, Seamus spent five years at Aristocrat Technologies, 
the second largest manufacturer of slot machines and gaming 
solutions in the world. At Aristocrat, he was Chief Operating 
Officer of the Americas with responsibility for the North 
American, Canadian and Latin American markets. Prior to 
Aristocrat, he held senior positions at Cyberview Technology, 
WMS Gaming Inc. and Mikohn Gaming Corporation.
Desmond Glass 
(Chief Financial Officer)
Des joined GAN in 2008. Des has extensive finance and 
operations experience with media and online companies in 
the US and Europe. Previously, Des worked as Senior Finance 
Director at Rodale where he was responsible for delivering 
the financial strategy for its international division. Prior to this, 
Des was Vice President for Finance at PredictIt.com, a publicly 
quoted Internet start-up, and held senior financial positions 
with Primedia Inc and Capital Cities/ABC Inc. while based in 
New York. Des trained with Deloitte LLP in Dublin and holds a 
Masters in Business Administration from Imperial College London, 
a Bachelor of Commerce from University College Dublin and is 
a Fellow of the Institute of Chartered Accountants in Ireland.
Dermot Smurfit Jr. 
(Chief Executive Officer)
Dermot joined GAN in 2002. Dermot previously worked in the 
European Investment Banking team of SoundView Technology 
Group. Dermot has operational and management experience 
in online gaming through his experience with GAN, together 
with M&A, strategic advisory and private equity financing 
experience in the gaming technology industry. Dermot is a 
qualified (non-practising) UK lawyer specialised in corporate 
finance. Dermot’s education encompasses an LLB in Law from 
Exeter University, the Legal Practice Course from the College 
of Law (UK) and the Investment & Corporate Finance Advisory 
qualification from the UK’s Financial Conduct Authority.
Michael Smurfit Jr. 
(Non-executive director)
Michael joined the Board of GAN in June 2008. Michael is 
Chief Executive of S.F. Investments, a privately held company 
that manages worldwide investments on behalf of the Smurfit 
family. Michael is a director of a number of companies and 
previously held a number of senior positions within the 
Jefferson Smurfit Group both in Europe and the US.
Roger Kendrick 
(Non-executive director)
Roger joined the Board of GAN in June 2008. Roger is an 
entrepreneur and an experienced non-executive director, 
representing both private equity investors and personal 
investments. Roger has a track record of investing in 
numerous high growth companies, including gaming and 
Internet businesses and has significant experience of 
acquisitions and disposals. Roger has a BA in Business 
Finance and an MSc (MBA) from London Business School.
Directors GAN plc Annual report and accounts 2016 22
Simon Knock 
(Chief Operating Officer)
Simon joined GAN in September 2010 as Technical Director, 
bringing over ten years of Internet gambling industry experience. 
Prior to GAN, Simon held various technology development and 
management roles with UK operator William Hill and operations 
roles with Canadian online gaming software developer Cryptologic, 
Inc. Simon has a software engineering background, originally 
developing UK government revenue systems and private sector 
logistics products.
Giuseppe Gardali 
(Commercial Operations director) 
Giuseppe joined GAN in August 2008, to write his Diploma 
thesis, “Strategies for entering International Markets – Applicable 
to the Gambling Industry”. His versatile profile allowed him to 
become Italy Country Manager, Global Operations Director, 
to finally be included in GAN’s management team in 2016 as 
Commercial Operations Director. Prior to GAN, Giuseppe gained 
business experience in companies like Daimler Chrysler and 
Siemens, doing projects interlinked with his studies in Germany, 
respectively in Business Administration and Engineering as 
well as Associated Engineering in communication systems.
Michael Daly
(Executive Vice President, North America)
Michael joined GAN in July 2015 to manage the growing 
portfolio of US customers and the North American P&L. 
Michael is a seasoned executive who has been overseeing 
large and small organizations’ products, sales, operations, 
and P&L for the last 20+ years. Previous to GAN, Michael 
held the positions as Vice President of Interactive at SHFL 
entertainment and Bally Technologies (Scientific Games). 
Dana Takrudtong
(Vice President of Sales and Marketing)
Dana has been with GAN since 2013, joining as employee 
number two in the US market. She’s responsible for commercial 
development and new client acquisitions in the North American 
market, GAN’s global brand management, and investor and media 
relations. Prior to joining GAN, Dana was the acting National 
Account Manager for Williams Interactive (Scientific Games). 
Senior Management  GAN plc Annual report and accounts 2016 23
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
INDEPENDENT AUDITORS’ REPORT 
to the members of GAN plc
We have audited the financial statements of GAN plc for the year 
ended 31 December 2016 which comprise the consolidated 
statement of comprehensive income, the consolidated and 
company statements of financial position, the consolidated and 
company statements of changes in equity, the consolidated and 
company statements of cash flows and the related notes. The 
financial reporting framework that has been applied in the 
preparation of the Group and parent Company financial 
statements is applicable law and International Financial Reporting 
Standards (IFRS) as adopted by the European Union, and, as 
regards the parent company financial statements, as applied in 
accordance with the provisions of the Companies Act 2006.
This report is made solely to the Company’s members, as a body, 
in accordance with Chapter 3 of Part 16 of the Companies Act 
2006. Our audit work has been undertaken so that we might state 
to the Company’s members those matters we are required to state 
to them in an auditor’s report and for no other purpose. To the 
fullest extent permitted by law, we do not accept or assume 
responsibility to anyone other than the Company and the 
Company’s members as a body, for our audit work, for this report, 
or for the opinions we have formed.
Respective responsibilities of directors and auditors
As explained more fully in the statement of directors’ 
responsibilities, the directors are responsible for the preparation 
of the financial statements and for being satisfied that they give a 
true and fair view. Our responsibility is to audit and express an 
opinion on the financial statements in accordance with applicable 
law and International Standards on Auditing (UK and Ireland). 
Those standards require us to comply with the Financial Reporting 
Council’s (FRC’s) Ethical Standards for Auditors.
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements is 
provided on the FRC’s website at www.frc.org.uk/
auditscopeukprivate.
Opinion on financial statements
In our opinion:
• the financial statements give a true and fair view of the state of 
the Group’s and the parent Company’s affairs as at 
31 December 2016 and of the Group’s loss for the year then 
ended;
• the Group financial statements have been properly prepared in 
accordance with IFRSs as adopted by the European Union;
• the parent Company financial statements have been properly 
prepared in accordance with IFRSs as adopted by the European 
Union and as applied in accordance with the provisions of the 
Companies Act 2006; and
• the financial statements have been prepared in accordance with 
the requirements of the Companies Act 2006.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the 
audit, the information given in the strategic report and directors’ 
report for the financial year for which the financial statements are 
prepared is consistent with the financial statements; and the 
strategic report and the directors’ report have been prepared in 
accordance with applicable legal requirements. 
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and 
the parent company and its environment obtained in the course of 
the audit, we have not identified material misstatements in the 
strategic report or the directors’ report.
We have nothing to report in respect of the following matters 
where the Companies Act 2006 requires us to report to you if, in 
our opinion:
• adequate accounting records have not been kept by the parent 
Company, or returns adequate for our audit have not been 
received from branches not visited by us; or
• the parent Company financial statements are not in agreement 
with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by law 
are not made; or
• we have not received all the information and explanations we 
require for our audit.
Dominic Stammers (Senior statutory auditor)
For and on behalf of BDO LLP, statutory auditor
London
United Kingdom
29 May 2017
BDO LLP is a limited liability partnership registered in England and 
Wales (with registered number OC305127). GAN plc Annual report and accounts 2016 24
CONSOLIDATED STATEMENT OF  
COMPREHENSIVE INCOME
for the year ended 31 December 2016
Notes
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
Continuing Operations
Gross income from gaming operations and services 2.3 31,675 25,837
Net revenues 4 7,803 6,011
Distribution costs (7,423) (5,384)
Administrative expenses (5,600) (6,250)
Total operating costs (13,023) (11,634)
 Clean EBITDA (932) (3,018)
 Depreciation 11 (375) (438)
 Amortisation of intangible assets 10 (3,203) (1,801)
 Impairment of intangible assets (411) –
 Exceptional costs 6 (142) (355)
 Employee share-based payment charge 17 (157) (11)
Operating (loss) 6 (5,220) (5,623)
Finance income 8 21 19
(Loss) before taxation (5,199) (5,604)
Tax credit 9 1,440 582
(Loss) for the year attributable to owners of the Group and total comprehensive income 
for the year (3,759) (5,022)
Earnings per share attributable to owners of the parent during the year
Basic (pence) 18 (5.81) (8.99)
Diluted (pence) 18 (5.81) (8.99)
Clean EBITDA is a non-GAAP Company specific measure and excludes interest, tax, depreciation, amortisation, share-based payment 
expenses and other items which the directors consider to be non-recurring and one time in nature. Where not explicitly mentioned, 
EBITDA refers to EBITDA from continuing operations.  GAN plc Annual report and accounts 2016 25
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
CONSOLIDATED STATEMENT OF  
FINANCIAL POSITION
as at 31 December 2016
Notes
At 31 December 
2016 
£’000
At 31 December 
2015 
£’000
Non-current assets
Intangible assets 10 6,433 5,570
Property, plant and equipment 11 479 884
Lease deposits 12 170 170
Deferred tax asset 9 – 510
7,082 7,134
Current assets
Trade and other receivables 12 2,834 2,851
Research and Development tax credit receivable 9 1,061 –
Cash and cash equivalents 13 3,179 3,779
Total assets 7,074 6,630
Current liabilities 14,156 13,765
Trade and other payables 14 2,995 3,231
Total current liabilities 2,995 3,231
Non-current liabilities
Other payables 14 221 350
Total non-current liabilities 221 350
Equity attributable to equity holders of parent
Share capital 16 701 560
Share premium account 18,809 14,592
Retained (deficit)/earnings (8,570) (4,968)
10,940 10,184
Total equity and liabilities 14,156 13,765
The financial statements on pages 24 to 50 were approved and authorised for issue by the Board of directors on 26 May 2017 and were 
signed on its behalf by:
Desmond Glass
Chief Financial Officer GAN plc Annual report and accounts 2016 26
CONSOLIDATED STATEMENT OF  
CHANGES IN EQUITY
for the year ended 31 December 2016
Share capital 
£’000
Share premium 
£’000
Retained 
(deficit)/
earnings 
£’000
Total equity 
£’000
At 31 December 2014 559 14,574 43 15,176
Loss and total comprehensive income for the year – – (5,022) (5,022)
Employee share-based payment charge – – 11 11
Issue of equity share capital 1 18 – 19
At 31 December 2015 560 14,592 (4,968) 10,184
Loss and total comprehensive income for the year – – (3,759) (3,759)
Employee share-based payment charge – – 157 157
Issue of equity share capital 141 4,217 – 4,358
At 31 December 2016 701 18,809 (8,570) 10,940
The following describes the nature and purpose of each reserve within equity:
Share capital Represents the nominal value of shares allotted, called up and fully paid
Share premium Represents the amount subscribed for share capital in excess of nominal value
Retained earnings Represents the cumulative net gains and losses recognised in the consolidated statement of comprehensive income  GAN plc Annual report and accounts 2016 27
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 December 2016
Notes
Year ended  
31 December 
2016 
£’000
Year ended  
31 December 
2015 
£’000
Cash flow from operating activities
(Loss) for the year after taxation (3,759) (5,022)
Adjustments for:
Amortisation of intangible assets 10 3,203 1,801
Impairment of intangibles 10 412 –
Depreciation of property, plant and equipment 11 375 438
(Profit)/Loss on disposal of fixed asset 11 77 –
Share-based payment expense 17 157 11
Tax credit 9 (1,440) (582)
Finance income 8 (21) (19)
Foreign exchange (408) 23
Operating cash flow before movement in working capital and taxation (1,404) (3,350)
Decrease/(increase) in trade and other receivables (566) 398
Increase/(decrease) in trade and other payables (236) 657
Taxation 1,471 –
Net cash flows from operating activities (735) (2,295)
Cash flow from investing activities
Interest received 21 19
Purchase of intangible fixed assets 10 (4,480) (4,175)
Purchases of property, plant and equipment 11 (46) (517)
Net cash used in investing activities (4,505) (4,673)
Cash flow from financing activities
Net proceeds on issue of shares 16 4,358 19
Net cash generated from financing activities 4,358 19
Net (decrease) in cash and cash equivalents (882) (6,949)
Cash and cash equivalents at beginning of year 13 3,779 10,776
Effect of foreign exchange rate changes 282 (48)
Cash and cash equivalents at end of year 13 3,179 3,779 GAN plc Annual report and accounts 2016 28
COMPANY STATEMENT OF FINANCIAL POSITION
as at 31 December 2016
Notes
At 31 December 
2016 
£’000
At 31 December 
2015 
£’000
Non-current assets
Intangible assets 10 6,424 5,544
Property, plant and equipment 11 440 845
Lease deposits 12 170 170
Deferred tax asset 9 – 510
7,034 7,069
Current assets
Trade and other receivables 12 3,286 3,231
Research and Development tax credit receivable 9 1,062 –
Cash and cash equivalents 13 2,817 3,287
7,165 6,518
Total assets 14,199 13,587
Current liabilities
Trade and other payables 14 2,883 3,000
Total current liabilities 2,883 3,000
Non-current liabilities
Other payables 14 221 350
Total non-current liabilities 221 350
Equity attributable to equity holders of parent
Share capital 16 701 560
Share premium account 18,809 14,592
Retained (deficit)/earnings (8,415) (4,915)
11,095 10,237
Total equity and liabilities 14,199 13,587
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its 
own profit and loss account in these financial statements. The Group loss for the year includes a loss after tax of £3,657,000 (2015: loss 
of £6,238,000), which is dealt with in the financial statements of the parent Company.
The financial statements on pages 24 to 51 were approved and authorised for issue by the Board of directors on 26 May 2017 and were 
signed on its behalf by:
Desmond Glass
Chief Financial Officer  GAN plc Annual report and accounts 2016 29
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
COMPANY STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2016
Share capital 
£’000
Share premium 
£’000
Retained 
(deficit)/
earnings 
£’000
Total equity 
£’000
At 31 December 2014 559 14,574 1,312 16,445
Loss and total comprehensive income for the year – – (6,238) (6,238)
Employee share-based payment charge – – 11 11
Issue of equity share capital 1 18 – 19
At 31 December 2015 560 14,592 (4,915) 10,237
Loss and total comprehensive income for the year – – (3,657) (3,657)
Employee share-based payment charge – – 157 157
Issue of equity share capital 141 4,217 – 4,358
At 31 December 2016 701 18,809 (8,415) 11,095
The following describes the nature and purpose of each reserve within equity:
Share capital Represents the nominal value of shares allotted, called up and fully paid
Share premium Represents the amount subscribed for share capital in excess of nominal value
Retained earnings Represents the cumulative net gains and losses recognised in the consolidated statement of comprehensive income GAN plc Annual report and accounts 2016 30
COMPANY STATEMENT OF CASH FLOWS
for the year ended 31 December 2016
Notes
Year ended  
31 December 
2016 
£’000
Year ended  
31 December 
2015 
£’000
Cash flow from operating activities
(Loss) for the year after taxation (3,657) (6,239)
Adjustments for:
Amortisation of intangible assets 10 3,185 1,783
Impairment of intangibles 10 412 –
Depreciation of property, plant and equipment 11 352 418
(Profit)/Loss on disposal of fixed asset 11 77 –
Share based payment expense 17 157 11
Tax credit 9 (1,440) (582)
Finance income 8 (21) (19)
Foreign exchange (395) 23
Operating cash flow before movement in working capital and taxation (1,332) (4,605)
Decrease/(increase) in trade and other receivables (638) 1,316
Increase/(decrease) in trade and other payables (118) 654
Taxation 1,471 –
Net cash flows from operating activities (617) (2,635)
Cash flow from investing activities
Interest received 21 19
Purchase of intangible fixed assets 10 (4,480) (4,175)
Purchases of property, plant and equipment 10 (21)
Proceeds from sale of fixed assets 11 – (485)
Net cash used in investing activities (4,480) (4,641)
Cash flow from financing activities
Proceeds on issue of shares 16 4,359 19
Net cash generated from financing activities 4,359 19
Net (decrease) in cash and cash equivalents (738) (7,257)
Cash and cash equivalents at beginning of year 13 3,287 10,592
Effect of foreign exchange rate changes 269 (48)
Cash and cash equivalents at end of year 13 2,818 3,287  GAN plc Annual report and accounts 2016 31
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 December 2016
1. Basis of preparation
The financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting 
Standards and interpretations (collectively, ‘IFRS’) issued by the International Accounting Standards Board (IASB) as adopted by the 
European Union (‘adopted IFRSs’).
The financial information in this document has been prepared in accordance with the recognition and measurement requirements of 
International Financial Reporting Standards, International Accounting Standards and interpretations (collectively, ‘IFRS’) issued by the 
International Accounting Standards Board (IASB) as adopted by the European Union (‘adopted IFRSs’).
Going concern
The directors consider that the Group has adequate resources to continue in operational existence for the foreseeable future. For this 
reason, they continue to adopt the going concern basis in preparing the consolidated financial statements.
Adoption of new and revised standards
In the current year the Group has adopted all of the new and revised standards and interpretations issued by the IASB and the 
International Financial Reporting Interpretations Committee (IFRIC) of the IASB, as they have been adopted by the European Union, that 
are relevant to its operations and effective for accounting years beginning on 1 January 2016. None of the new standards adopted had a 
material impact on the Financial Statements of the Group.
New standards, amendments to standards and interpretations have been issued but are not effective (and in some cases had not yet 
been adopted by the EU) for the financial year beginning 1 January 2016. These have not been early adopted and the directors are still 
considering the potential impact of IFRS 9: Financial Instruments, IFRS 15: Revenue from Contracts with customers and IFRS 16: Leases.
2. Summary of significant accounting policies
The principal accounting policies adopted are set out below.
2.1 Basis of consolidation
Where the Company has control over an investee, it is classified as a subsidiary. The Company controls an investee if all three of the 
following elements are present: power over the investee, exposure to variable returns from investee and the ability of the investor to use 
its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in 
any of these elements of control.
De-facto control exists in situations where the Company has the practical ability to direct the relevant activities of the investee without 
holding the majority of the voting rights. In determining whether de-facto control exits the Company considers all relevant facts and 
circumstances, including:
• The size of the Company’s voting rights relative to both the size and dispersion of other parties who hold voting rights
• Substantive potential voting rights held by the Company and by other parties
• Other contractual arrangements
• Historical patterns in voting attendance.
The consolidated financial statements present the results of the Company and its subsidiaries (‘the Group’) as if they formed a single 
entity. Intercompany transactions and balances between Group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the statement of 
financial position, the acquiree’s identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the 
acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date 
on which control is obtained. They are deconsolidated from the date on which control ceases. GAN plc Annual report and accounts 2016 32
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
Foreign currencies
(a) Functional and presentational currency
Items included in the financial statements are measured using the currency of the primary economic environment in which the Company 
operates (‘the functional currency’) which is UK Pound Sterling (£). The financial statements are presented in UK Pound Sterling (£), 
which is the Group’s presentational currency.
(b) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the 
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end 
exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in net profit or loss in the statement 
of comprehensive income.
Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date 
when the fair value was determined.
(c) Group companies
On consolidation the results of overseas operations are translated at rates approximating to those ruling when the transactions took 
place. All assets and liabilities of overseas operations, including goodwill arising on the acquisition of those operations, are translated at 
the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of 
overseas operations at actual rate are recognised in other comprehensive income and accumulated in the foreign exchange reserve.
Exchange differences recognised profit or loss in Group entities’ separate financial statements on the translation of long-term monetary 
items forming part of the Group’s net investment in the overseas operation concerned are reclassified to other comprehensive income 
and accumulated in the foreign exchange reserve on consolidation.
On disposal of a foreign operation, the cumulative exchange differences recognised in the foreign exchange reserve relating to that 
operation up to the date of disposal are transferred to the consolidated statement of comprehensive income as part of the profit or loss 
on disposal.
2.2 Revenue recognition
Net revenues comprise amounts earned from B2C and B2B activities. B2B activities include revenues derived from the use of the 
Group’s intellectual property in online gaming activities and revenues derived from the game and platform development and related 
services.
(a) B2C
Net revenue from ‘business to consumer’ (‘B2C’) activities represents the net house win, commission charged or tournament entry fees 
where the player has concluded his participation in a tournament. Net revenue is recognised in the accounting years in which the gaming 
transactions occur and is measured at the fair value of the consideration received or receivable, net of certain promotion bonuses and 
customer incentives.
(b) B2B
Revenue share and other services
Net revenue receivable from ‘business to business’ (‘B2B’) activities in respect of revenue share and other services comprises a 
percentage of the revenue generated by the contracting party from use of the Group’s intellectual property in online gaming activities 
and from fees charged for services rendered. Net revenue is recognised in the accounting years in which the gaming transactions occur 
or the services are rendered.
Game and platform development
Net revenue receivable from B2B activities in respect of game and platform development comprises fees earned from development of 
games for customers for use on GAN’s platforms and from the sale of platform software and related services.
Revenue in respect of game development, the sale of platform software and related hardware is recognised when certification for the 
game has been obtained or delivery has occurred and the fee is fixed, contractual or determinable and collectability is probable.
Services revenue principally relates to implementation services. Such services are generally separable from the other elements of 
arrangements. Revenue for such services is recognised over the period of the delivery of these services. Where an element of the fee is 
contingent on the successful delivery of the implementation project the revenue is not recognised until such time that it is probable that 
the requirements under that specific contract will be met.
2. Summary of significant accounting policies continued  GAN plc Annual report and accounts 2016 33
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Simulated Gaming™
Net revenue in respect of Simulated Gaming™ is recognised upon completion of purchase. Simulated Gaming™ involves customers 
purchasing virtual credits at fixed price levels in order to experience established casino games in an online environment. Players are 
unable to monetise their virtual balances and revenues are recognised at the point of purchase and are non-refundable.
2.3 Gross income from gaming operations and services
In order to provide further information to readers of the financial statements and in particular to give an indication of the extent of 
transactions that have passed through the Group’s systems, the statement of comprehensive income discloses gross income from 
gaming operations and services arising through the use of the Group’s intellectual property in online gaming activities, which represents 
the total income of the Group, together with that derived by its contracting parties where the Group supplies its software directly to the 
online operator. This line item does not represent the Group’s revenue for the purposes of IFRS income recognition.
2.4 Distribution costs
Distribution costs represent the costs of delivering the service to the customer and primarily consist of technology infrastructure, 
promotional and advertising together with gaming and regulatory testing all of which are recognised on an accruals basis, and 
depreciation and amortisation.
2.5 Administrative expenses
Sales and administrative expenses consist primarily of staff costs, corporate and professional expenses, all of which are recognised on an 
accruals basis, and impairment charges.
Exceptional items are disclosed separately in the financial statements where it is necessary to do so to provide further understanding of 
the financial performance of the Group. They are material items of income or expense that have been shown separately due to the 
significance of their nature or amount.
2.6 Intangible assets
Externally acquired intangible assets
Externally acquired intangible assets are initially recognised at cost and subsequently amortised on a straight-line basis over their useful 
economic lives.
The significant intangibles recognised by the Group with their useful economic lives are as follows:
Licences and trademarks Shorter of licence term or 10 years
Brand Assets  3 years
Internally generated intangible assets (development costs)
Expenditure incurred on development activities including the Group’s software development and related overheads is capitalised only 
where the expenditure will lead to new or substantially improved products, the products are technically and commercially feasible and 
the Group has sufficient resources to complete development.
Capitalised development costs are amortised over the years the Group expects to benefit from selling the products developed which is 
typically three to five years. The amortisation expense is included within the distribution cost line in the consolidated statement of 
comprehensive income.
Development expenditure not satisfying the above criteria and expenditure on the research phase of internal projects are recognised in 
the consolidated statement of comprehensive income as incurred.
Subsequent expenditure on capitalised intangible assets is capitalised only where it clearly increases the economic benefits to be derived 
from the asset to which it relates. All other expenditure, including that incurred in order to maintain an intangible assets current level of 
performance, is expensed as incurred.
2.7 Property, plant and equipment
Depreciation is calculated to write off the cost of fixed assets on a straight-line basis over the expected useful lives of the assets 
concerned. The principal annual rates used for this purpose are:
Fixtures, fittings, equipment and leasehold improvements  20%–33% straight-line
Subsequent expenditures are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is 
probable that future economic benefits will flow to the Group and the cost of the item can be measured reliably. All repairs and 
maintenance are charged to the consolidated statement of comprehensive income during the financial period in which they are incurred.
Gains and losses on disposals are determined by comparing proceeds with carrying amount and are included in the consolidated 
statement of comprehensive income.
2. Summary of significant accounting policies continued GAN plc Annual report and accounts 2016 34
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
2.8 Impairment of property, plant and equipment and intangible assets
At each statement of financial position date, the Group reviews the carrying amounts of its tangible and intangible assets to determine 
whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount 
of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash  
flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the 
asset belongs.
Recoverable amount is the higher of fair value less disposal costs and value in use. In assessing value in use, the estimated future cash 
flows are discounted to their present value using a pre tax discount rate that reflects current market assessments of the time value of 
money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of 
the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately.
2.9 Financial instruments
Financial assets and financial liabilities are recognised on the Group’s statement of financial position when the Group becomes party to 
the contractual provisions of the instrument. Financial assets are de-recognised when the contractual rights to the cash flows from the 
financial asset expire or when the contractual rights to those assets are transferred. Financial liabilities are de-recognised when the 
obligation specified in the contract is discharged, cancelled or expired.
Trade and other receivables
Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective 
interest method less provision for impairment.
Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the 
counterparty or default or significant delay in payment) that the Group will be unable to collect all of the amounts due under the net 
carrying amount and the present value of the future expected cash flows associated with the impaired receivable. For trade receivables, 
which are reported net; such provisions are recorded in a separate allowance account with the loss being recognised within 
administrative expenses in the statement of comprehensive income. On confirmation that the trade receivable will not be collectable, 
the gross carrying value of the asset is written off against the associated provision.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, demand deposits, and other short-term highly liquid investments that have maturities 
of three months or less from inception, are readily convertible to a known amount of cash and are subject to an insignificant risk of 
changes in value.
Classification of shares as debt or equity instruments
Financial instruments issued by the Group are classified as equity only to the extent that they do not meet the definition of a financial 
liability. An equity instrument is a contract that evidences a residual interest in assets or an entity after deducting all of its liabilities. 
Accordingly, a financial instrument is treated as equity if:
• there is no contractual obligation to deliver cash or other financial assets or to exchange financial assets or liabilities on terms that 
maybe unfavourable, and
• the instrument is a non-derivative that contains no contractual obligation to deliver a variable number of shares or is a derivative will 
be settled only by the Company exchanging a fixed amount of cash or other assets for a fixed number of the Company’s own equity 
instruments.
Equity instruments issued by the Group are recorded at the time the proceeds are received, net of direct issue costs.
Trade and other payables
Trade payables are initially measured at their fair value and are subsequently measured at their amortised cost using the effective 
interest rate method; this method allocates interest expense over the relevant period by applying the ‘effective interest rate’ to the 
carrying amount of the liability.
2.10 Current and deferred tax
Taxation represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit reported in the statement of 
comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further 
excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been 
enacted or substantively enacted by the statement of financial position date.
2. Summary of significant accounting policies continued  GAN plc Annual report and accounts 2016 35
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Research and development tax
Research and development taxation relief is recognised once management considers it probable that any amount claimable will be received.
Deferred tax
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled 
based upon tax rates that have been enacted or substantively enacted by the statement of financial position date. Deferred tax is 
charged or credited in the statement of comprehensive income, except when it relates to items credited or charged directly to equity, in 
which case the deferred tax is also dealt with in equity.
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in 
the financial information and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the 
balance sheet liability method. Deferred tax assets are recognised to the extent that it is probable that taxable profits will be available 
against which deductible temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each statement of financial position date and reduced to the extent that it is 
no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is measured using tax rates that have been enacted or substantively enacted by the statement of financial position date and 
are expected to apply when the related deferred tax asset or liability is realised or settled.
2.11 Operating leases
All leases held by the Group are operating leases and, as such, are charged to the statement of comprehensive income on a straight-line 
basis over the lease term. Rent free periods or other incentives received for entering into a lease are accounted for over the lease term, 
so as to spread the benefit received.
2.12 Share-based payments
The Group issues equity settled share-based payments to certain employees (including directors).
Equity settled share-based payments are measured at fair value at the date of grant and expensed on a straight-line basis over the 
vesting period, based upon the Group’s estimate of equity instruments that will eventually vest, along with a corresponding increase in 
equity. At each statement of financial position date, the Group revises its estimate of the number of equity instruments expected to vest 
as a result of the effect of non-market based vesting conditions. The impact of the revision of the original estimates, if any, is recognised 
in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to equity reserves.
The fair value of share options is determined using a Black Scholes model, taking into consideration management’s best estimate of the 
expected life of the option and the estimated number of shares that will eventually vest. The expected life used in the model has been 
adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioural 
considerations.
3. Financial risk management (see also note 15)
3.1 Financial risk factors
The Group’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Group’s overall risk 
management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the 
Group’s financial performance.
Risk management is carried out by management under policies approved by the Board of directors. Management identifies and evaluates 
financial risks in close cooperation with the Group’s operating segments. The Board provides principles for overall risk management, as 
well as policies covering specific areas, such as interest rate risk, non-derivative financial instruments and investment of excess liquidity.
3.2 Market risk
Market risk is the risk of loss that may arise from changes in market factors such as interest rates and foreign exchange rates.
3.3 Contractual risk
In the ordinary course of business the Group contracts with various parties. These contracts may include performance obligations, 
indemnities and contractual commitments. Management monitors the performance of the Group and any relevant counterparties 
against such contractual conditions to mitigate the risk of material, adverse non-compliance.
3.4 Credit risk
Credit risk is the financial loss to the Group if a customer or counterparty to financial instruments fails to meet its contractual obligation. 
Credit risk arises from the Group’s cash and cash equivalents and receivables balances.
2. Summary of significant accounting policies continued GAN plc Annual report and accounts 2016 36
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
3.5 Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. This risk relates to the Group’s 
prudent liquidity risk management and implies maintaining sufficient cash. Management monitors rolling forecasts of the Group’s 
liquidity and cash and cash equivalents on the basis of expected cash flow.
3.6 Capital risk management
The Group’s capital structure is comprised entirely of the share capital and accumulated reserves.
The Group’s objective when managing capital is to maintain adequate financial flexibility to preserve its ability to meet financial 
obligations, both current and long-term. The capital structure of the Group is managed and adjusted to reflect changes in economic 
conditions.
The Group funds its expenditures on commitments from existing cash and cash equivalent balances. There are no externally imposed 
capital requirements.
Financing decisions are made by the Board of directors based on forecasts of the expected timing and level of capital and operating 
expenditure required to meet the Group’s commitments and development plans.
3.7 Fair value estimation
The carrying value less impairment provision of trade and other receivables and payables are assumed to approximate their fair values 
because of the short-term nature of such assets and the effect of discounting liabilities is negligible.
3.8 Critical accounting estimates and judgements
The preparation of consolidated financial statements under IFRS as adopted by the EU requires the Group to make estimates and 
judgements that affect the application of policies and reported amounts. Estimates and judgements are continually evaluated and are 
based on historical experience and other factors including expectations of future events that are believed to be reasonable under the 
circumstances. Actual results may differ from these estimates.
Reference is made in this note to accounting policies which cover areas that the Directors consider require estimates and assumptions 
which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial 
year. These policies together with references to the related notes to the financial statements can be found below:
Note
Revenue recognition 4
Capitalisation and impairment of internally generated intangible assets 10
Taxation 9
Revenue recognition
The Group applies judgement in determining whether it acts as principal or agent where it provides services through its B2B operations. 
In making these judgements, the Group gives consideration to the contractual terms of each arrangement and consequently which party 
has the primary responsibility for providing the services and is exposed to the majority of the risks and rewards associated with 
providing the services. Game development and the sale of platform software is recognised when the Group has met its contractual 
obligations which is typically on customer acceptance or upon receipt of certification. Simulated Gaming™ revenues are recognised 
when a player deposits into the gaming system and not on gameplay. Further detail on this can be found in note 2.2.
Capitalisation and impairment of internally generated intangible assets
The Group reviews expenditure incurred on development activities and assesses whether the expenditure meets the capitalisation 
criteria set out in IAS 38 and note 2.6. The Group specifically considers if additional expenditure on projects relate to maintenance or 
new development projects. The Group tests annually whether its assets have suffered any impairment. Further details of the Group’s 
accounting policy in relation to impairment are disclosed in note 2.8.
The application of the policy requires the use of accounting estimates and judgements in determining the recoverable amount of 
cash-generating units to which the intangible assets are associated. The recoverable amount is represented by the fair value, or value in 
use. Value in use is calculated using estimated cash flow projections from financial budgets, discounted by selecting an appropriate rate 
for each cash-generating unit.
Taxation
Deferred tax assets are recognised to the extent that it is probable future taxable profits will be available against which the temporary 
differences can be utilised. The key area of judgement is therefore an assessment of whether it is probable that there will be suitable 
taxable profits against which any deferred tax assets can be utilised. Further details of deferred tax assets recognised are disclosed in 
note 9.
3. Financial risk management continued  GAN plc Annual report and accounts 2016 37
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Research and development tax relief is recognised as an asset once it is considered that there is sufficient assurance that any amount 
claimable will be received. The key judgement therefore arises in respect of the likelihood of a claim being successful when a claim has 
been quantified but has not been received. In making this judgement the Group considers the nature of the claim and in particular the 
track record of success of previous claims.
4. Net revenue
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
B2C 409 592
B2B
– Game and platform development 2,226 1,241
– Revenue share and other revenue 5,168 4,178
Total B2B 7,394 5,419
7,803 6,011
5. Segmental information
Information reported to the Group’s Chief Executive, the strategic chief operating decision maker, for the purposes of resource 
allocation and assessment of the Group’s segmental performance is primarily focused on the origination of the revenue stream. The 
Group’s operating segments under IFRS 8 are therefore as follows:
• Business to business (‘B2B’)
• Business to consumer (‘B2C’)
Segment revenues and results
The following is an analysis of the Group’s revenue and results by reportable segment.
Year ended 31 December 2016
B2C 
£’000
B2B 
£’000
Total 
£’000
Net revenue 409 7,394 7,803
Distribution costs (excluding depreciation and amortisation) (305) (3,127) (3,432)
Segment result 104 4,267 4,371
Administration expenses (5,602)
Depreciation on property, plant and equipment (375)
Amortisation of intangible assets (3,203)
Impairment of intangible assets (411)
Finance income 21
Loss before taxation (5,199)
Tax credit/(charge) 1,440
Loss for the year after taxation (3,759)
Year ended 31 December 2015
B2C 
£’000
B2B 
£’000
Total 
£’000
Net revenue 592 5,419 6,011
Distribution costs (excluding depreciation and amortisation) (461) (2,684) (3,145)
Segment result 131 2,735 2,866
Administration expenses (6,250)
Depreciation on property, plant and equipment (444)
Amortisation of intangible assets (1,795)
Finance income 19
Loss before taxation (5,604)
Tax credit/(charge) 582
Loss for the year after taxation (5,022)
3. Financial risk management continued GAN plc Annual report and accounts 2016 38
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
The accounting policies of the reportable segments follow the same policies as described in note 2. Segment result represents the gross 
profit earned by each segment without allocation of the share of administration costs including directors’ salaries, finance costs and 
income tax expense. This is the measure reported to the Group’s Chief Executive for the purpose of resource allocation and assessment 
of segment performance.
Administration expenses comprise principally the employment and office costs incurred by the Group.
Segment assets and liabilities
Assets and liabilities are not separately analysed or reported to the Group’s Chief Executive and are not used to assist in decisions 
surrounding resource allocation and assessment of segment performance. As such, an analysis of segment and liabilities has not been 
included in this financial information.
Geographical analysis of revenues
This analysis is determined based upon the location of the legal entity of the customer.
Year ended 
31 December 
2016 
£’000
Year ended  
31 December 
2015 
£’000
UK and Channel Islands 574 1,080
Italy 2,015 1,340
Netherlands – 60
USA 4,955 2,991
Australia 259 420
Rest of the World – 120
7,803 6,011
Information about major customers
During the year ended 31 December 2016 the Group had one customer which generated revenue greater than 10% of total net revenue. 
This customer generated revenue of £1,058,900 representing 14% of net revenue, all of which was within the B2B segment.
During the year ended 31 December 2015 the Group had two customers which generated revenue greater than 10% of total net 
revenue. These customers generated revenue of £2,001,000 representing 33% of net revenue (of which the largest customer generated 
£1,069,000), all of which was within the B2B segment.
Geographical analysis of non-current assets
At 31 December 
2016 
£’000
At 31 December 
2015 
£’000
UK and Channel Islands 6,581 6,308
USA 493 298
Other 8 18
7,082 6,624
6. Operating (loss)
6.1 Operating (loss) has been arrived at after charging:
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
Staff costs (note 7) 3,450 3,646
Auditor’s remuneration:
 Audit 55 55
 Taxation – –
 Others 5 5
Amortisation of intangibles 3,203 1,801
Depreciation on property, plant and equipment 375 438
Foreign exchange (gains)/losses (408) 23
Rent payable under operating leases 299 325
Employee share-based payment charge (note 17) 157 11
Loss on disposal of fixed assets (note 11) 77 –
5. Segmental information continued  GAN plc Annual report and accounts 2016 39
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Staff costs and Rent payable under operating leases charged to the income statement, as shown in the table above are less amounts 
capitalised in the year of £3,647,943 (2015: £3,681,165) as part of capitalised development costs reflected within note 10 of the financial 
statements.
Total wages and salaries related to research and development was £3,889,892 (2015: £3,535,163) of which £2,990,201 
(2015: £2,849,623) was capitalised.
6.2 Exceptional costs
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
Compensation for loss of office, redundancy and compromise costs, together with associated legal 
expenses 4 213
Key management relocation costs 51 131
Other exceptional costs 87 11
142 355
7. Staff costs
Year ended 
31 December 
2016
Year ended 
31 December 
2015
The average number of employees (including executive directors) employed was:
Management 10 6
Administration and technical staff 93 96
103 102
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
The aggregate remuneration of the above employees comprised (including directors):
Wages and salaries 5,684 5,798
Social security costs 583 697
Pension costs 173 129
Employee share-based payment charge 157 11
6,597 6,635
Employee remuneration (including directors) incurred by the parent company totalled £5,483,619 (2015: £5,646,108) and average 
number of employees was 90 (2015: 96).
Total staff costs included in capitalised development costs for the year was £2,990,201 (2015: £2,849,623) and are reflected within note 
10 of the financial statements.
The remuneration of the directors, who are part of the key management personnel of the Group, is set out below:
Fee/Salary 
£’000
Bonuses 
£’000
Share-based 
payments 
£’000
Total 
2016 
£’000
Total 
2015 
£’000
Desmond Glass 157 – 19 176 155
David O’Reilly 50 – 3 53 50
Dermot S Smurfit 256 – 47 303 259
Michael Smurfit Jr. 30 – 2 32 30
Roger Kendrick 30 – 2 32 30
Seamus McGill 169 – – 169 45
692 – 73 765 569
6. Operating (loss) continued GAN plc Annual report and accounts 2016 40
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
The aggregate remuneration for key management personnel comprised:
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
Wages and salaries 1,342 1,056
Relocation cost 113 93
Social security costs 47 118
Employee share-based payment charge 118 7
1,620 1,274
The remuneration of the highest paid director is set out below:
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
The aggregate remuneration comprised directors’ remuneration 303 256
303 256
The directors’ interests in share options, over ordinary shares in the Company, were as follows;
Share options at 
the beginning of 
the year
Granted during 
the year
Exercised during 
the year
Total 
2016
Total 
2015
Desmond Glass 451,000 100,000 – 551,000 451,000
David O’Reilly 75,000 – – 75,000 75,000
Dermot S Smurfit 1,246,000 100,000 – 1,346,000 1,246,000
Michael Smurfit Jr. 50,000 – – 50,000 50,000
Roger Kendrick 50,000 – – 50,000 50,000
Seamus McGill – – – –
1,872,000 200,000 – 2,072,000 1,872,000
8. Finance income
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
Interest receivable 21 19
9. Taxation
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
Current tax (credit) (1,950) (582)
Deferred tax charge 510 –
Tax (credit) on loss on ordinary activities (1,440) (582)
7. Staff costs continued  GAN plc Annual report and accounts 2016 41
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
The total tax charge/(credit) can be reconciled to the overall tax charge as follows:
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
Factors affecting tax credit for year: The tax assessed for the relevant year is lower than the average  
standard rates of corporation tax in the UK. The differences are explained below:
(Loss) before taxation (5,199) (5,604)
(Loss) before taxation multiplied by the average standard rates of corporation tax in the UK of 20.00% 
(2015: 20.25%); (1,040) (1,135)
Effects of:
Other permanent and similar differences, including expenses not deductible for tax purposes 75 76
Current year tax losses not utilised/recognised 1,225 873
Other timing differences not recognized for deferred tax purpose (260) 186
Research and development relief (1,950) (582)
De-recognition of deferred tax asset 510 –
Tax (credit)/charge for year (1,440) (582)
The Group has maximum corporation tax losses carried forward at each year end as set out below:
At 31 December 
2016 
£’000
At 31 December 
2015 
£’000
Corporation tax losses carried forward 11,320 14,940
Details of the deferred tax asset recognised are as set out below:
At 31 December 
2015 
£’000
At 31 December 
2014 
£’000
At the beginning of the year 510 510
De-recognition of asset during the year (510) –
At the end of the year – 510
There was no deferred tax asset for the Group at 31 December 2016 (2015: £510,000) in respect of tax losses carried forward. Tax 
losses are recognised as a deferred tax asset by the Group when there is sufficient evidence that the amount will be recovered against 
foreseeable profits taking into account the loss for the period and sensitised forecast profits.
In addition, the Group has an unrecognised deferred tax asset as follows:
At 31 December 
2016 
£’000
At 31 December 
2015 
£’000
Tax losses carried forward 1,924 2,328
Depreciation in excess of capital allowances 13 40
Short-term timing differences 53 63
1,990 2,431
9. Taxation continued GAN plc Annual report and accounts 2016 42
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
10. Intangible assets 
(Group)
Brand assets 
£’000
Development 
costs 
£’000
Licence costs 
£’000
Total brand 
assets, 
development 
and licence 
costs 
£’000
Cost
At 31 December 2014 – 4,431 259 4,690
Additions 252 3,931 161 4,344
At 31 December 2015 252 8,362 420 9,034
Additions – 4,322 157 4,480
Impairment – (675) – (675)
At 31 December 2016 252 12,010 577 12,839
Accumulated amortisation
At 31 December 2014 – 1,631 32 1,663
Charge for the year 6 1,729 66 1,801
At 31 December 2015 6 3,360 98 3,464
Charge for the year 90 3,015 98 3,203
Impairment – (261) – (263)
At 31 December 2016 96 6,114 196 6,406
Net book value
At 31 December 2014 – 2,800 226 3,026
At 31 December 2015 246 5,002 322 5,570
At 31 December 2016 156 5,898 380 6,433
Impairment losses of £412,000 were incurred during the year. These relate to the Solitaire Quest game project which was fully impaired 
due to management’s revised expectation of future economic performance.
(Company)
Brand assets 
£’000
Development 
costs 
£’000
Licence costs 
£’000
Total brand 
assets, 
development 
and licence 
costs 
£’000
Cost
At 31 December 2014 – 4,377 258 4,635
Additions 252 3,931 161 4,344
At 31 December 2015 252 8,308 419 8,979
Additions – 4,322 157 4,479
Impairment – (674) – (674)
At 31 December 2016 252 11,956 576 12,784
Accumulated amortisation
At 31 December 2014 – 1,621 31 1,652
Charge for the year 6 1,711 66 1,783
At 31 December 2015 6 3,332 97 3,435
Charge for the year 90 2,997 99 3,186
Impairment – (263) – (263)
At 31 December 2016 96 6,066 196 6,358
Net book value
At 31 December 2014 – 2,756 226 2,982
At 31 December 2015 246 4,976 322 5,544
At 31 December 2016 156 5,890 380 6,426  GAN plc Annual report and accounts 2016 43
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
11. Property, plant and equipment 
(Group)
Fixtures, fittings, 
equipment and 
leasehold improvements 
£’000
Cost
At 31 December 2014 2,454
Additions 769
Asset Reclassification (252)
At 31 December 2015 2,971
Additions 46
Disposals (352)
At 31 December 2016 2,665
Accumulated depreciation:
At 31 December 2014 1,649
Charge for the year 443
Asset Reclassification (6)
At 31 December 2015 2,086
Charge for the year 375
Disposal (275)
At 31 December 2016 2,186
Net book value
At 31 December 2014 805
At 31 December 2015 884
At 31 December 2016 479
(Company)
Fixtures, fittings, 
equipment and 
leasehold improvements 
£’000
Cost
At 31 December 2014 2,176
Additions 737
Asset reclassification (252)
At 31 December 2015 2,661
Additions 21
Disposals (351)
At 31 December 2016 2,331
Accumulated depreciation:
At 31 December 2014 1,398
Charge for the year 425
Asset reclassification (7)
At 31 December 2015 1,816
Charge for the year 352
Disposal (277)
At 31 December 2016 1,891
Net book value
At 31 December 2014 778
At 31 December 2015 845
At 31 December 2016 440
Asset reclassification relates to hardware of NBV £77,000 which was reclassified to stock for trading and subsequently sold in the period. GAN plc Annual report and accounts 2016 44
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
12. Trade and other receivables
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Trade receivables 1,757 1,757 1,309 1,318
Other receivables 156 251 202 246
Amounts owed by Group undertakings 657 – 516 –
Prepayments and accrued income 716 826 622 705
Corporation tax receivable – – 582 582
3,286 2,834 3,231 2,851
Other receivables include amounts due from payment service providers and VAT recoverable.
The ageing of trade receivables that are past due but not impaired is shown below:
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Between one and two months 98 98 433 433
Between two and three months 143 143 85 85
More than three months 649 649 166 172
890 890 684 690
The Group recognised a charge in respect of doubtful receivables in each of the years ended 31 December 2016 and 31 December 2015 
of £137,366 and £163,818 respectively representing a decrease of £26,452. The Group has not recognised any further allowances for 
doubtful receivables because there has not been a significant change in credit quality on any receivable and the amounts are still 
considered fully recoverable. The Company has fully provided for the balance due from GameAccount Alderney Limited of £501,132 
(2015: £171,805).
Standard credit terms are 60 days. Debtor days at each year end were:
At 31 December 
2016
At 31 December 
2015
Debtor days (Group and Company) 82 days 82 days
In determining the recoverability of trade receivables the Group considers any change in the credit quality of the receivable from the 
date credit was granted up to the reporting date. As set out in note 16, credit risk is mitigated by the fact that:
1. management monitors the debtor ledger closely on a frequent basis; and
2. a significant proportion of the Group’s customers are either large, publicly listed companies or owned by such entities.
Of the trade and other receivables financial instruments as at 31 December 2016, the Group does not have a concentration of credit risk 
exposure to a single counterparty (2015: £0).
The following trade and other receivable amounts were held in foreign currencies. The remaining balance was denominated in UK Pound 
Sterling (£).
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
United States Dollars 1,127 1,133 823 831
Euros 769 771 590 592
Australian Dollars 23 23 30 30
1,919 1,927 1,443 1,453
The directors believe that the carrying value of trade and other receivables is considered to represent its fair value. The maximum 
exposure to credit risk at the reporting date is the carrying value of each class of receivable shown above. The Group does not hold any 
collateral as security.  GAN plc Annual report and accounts 2016 45
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Non-current assets
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Lease deposits 170 170 170 170
170 170 170 170
Other non-current assets relate to the deposits provided in respect of leased office space. The amount is repayable in accordance with 
the terms of the agreement.
13. Cash and cash equivalents 
(Group and Company)
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Cash in bank accounts 2,817 3,179 3,287 3,779
A majority of the Group’s cash and cash equivalents are at floating interest rates and are held with Barclays Bank, an institution with an 
A2 credit rating (long-term, as assessed by Moody’s).
The following cash and cash equivalent amounts were held in foreign currencies. The remaining balance was denominated in UK Pound 
Sterling (£).
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
United States Dollars 975 1,438 263 755
Euros 308 356 501 501
Australian Dollars – 17 35 35
1,283 1,811 799 1,291
The directors consider that the carrying value of cash and cash equivalents approximates to their fair value.
14. Trade and other payables
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Amounts falling due within one year
Trade payables 1,576 1,600 1,833 1,880
Other taxation and social security 145 146 157 157
Other payables 141 170 149 238
Accruals and deferred income 1,021 1,079 861 956
2,883 2,995 3,000 3,231
Trade and other payables principally comprise amounts outstanding for trade purchases and ongoing costs. They are non-interest 
bearing and have standard credit terms of 30 day terms. Creditor days as at each year end were:
At 31 December 
2016
At 31 December 
2015
Creditor days (Group and Company) 47 days 67 days
12. Trade and other receivables continued GAN plc Annual report and accounts 2016 46
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
The following trade and other payable financial instruments were held in foreign currencies. The remaining balance was denominated in UK 
Pound Sterling (£).
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
United States Dollars 851 873 946 969
Euros 131 131 50 50
Australian Dollars 3 3 – –
985 1,007 996 1,019
The directors consider that the carrying value of trade and other payables approximates their fair value.
The Group has financial risk management policies in place to ensure that all payables are paid within the credit timeframe and no interest 
has been charged by any suppliers as a result of late payment of invoices.
Non-current liabilities
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Accruals 160 160 231 231
Deferred consideration 61 61 119 119
221 221 350 350
Accruals relate to the rent free period on the Group’s leased properties and are spread over the term of the lease. The deferred 
consideration relates to amounts payable to acquire brand assets included in notes 10 and 11. Final payment of the deferred 
consideration is after one year but not later than five years.
15. Financial instruments
The Group is exposed to the risks that arise from its use of financial instruments. This note describes the objectives, policies and 
processes of the Group for managing those risks and the methods used to measure them. Further quantitative information in respect of 
these risks is presented throughout this financial information.
Capital risk management
The Group’s capital structure is comprised entirely of shareholders’ equity.
The Group’s objective when managing capital is to maintain adequate financial flexibility to preserve its ability to meet financial obligations, 
both current and long-term. The capital structure of the Group is managed and adjusted to reflect changes in economic conditions.
The Group funds its expenditures on commitments from existing cash and cash equivalent balances. There are no externally imposed 
capital requirements.
Financing decisions are made by the Board of directors based on forecasts of the expected timing and level of capital and operating 
expenditure required to meet the Group’s commitments and development plans.
Principal financial instruments
The principal financial instruments used by the Group, from which financial instrument risk arises are as follows:
• Trade and other receivables
• Trade and other payables
• Cash and cash equivalents
14. Trade and other payables continued  GAN plc Annual report and accounts 2016 47
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
Financial assets
The Group held the following financial assets:
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Loans and receivables:
Cash and cash equivalents 2,818 3,179 3,287 3,779
Trade and other receivables 5,516 2,253 2,218 1,753
8,334 5,432 5,505 5,532
Financial liabilities
The Group held the following financial liabilities:
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Amortised cost:
Trade payables 1,576 1,600 1,833 1,880
Other financial liabilities 1,146 1,235 1,176 1,358
2,722 2,835 3,009 3,238
The Group’s Directors monitor and manage the financial risks relating to the operation of the Group. These risks include market risk 
(including foreign currency risk and interest rate risk), credit risk and liquidity risk.
Market risk
The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates.
Foreign currency risk management
The Group has exposure to foreign currency risk. Sales invoicing to customers is in UK Pound Sterling, United States Dollars and Euros 
and the majority of outgoing payments are in UK Pound Sterling and United State Dollar payments.
The Board carefully monitors exchange rate fluctuations and reviews their impact on the net asset and position of the Group. Exchange 
rates are negotiated with the Group’s main provider of banking services as and when needed. The Group does not enter into any 
derivative financial instruments to manage its exposure to foreign currency risk.
The carrying amount of the Group’s foreign currency denominated monetary assets and monetary liabilities and details of the exposure 
at 31 December are shown in notes 12, 13 and 14.
At each year end, if the US Dollar, Euro and Australian Dollar had weakened by 10% against the UK Pound Sterling with all other 
variables held constant, post tax loss for the year would have increased/(decreased) by:
Impact of a movement in stated 
currencies of 10% on post tax 
profit and impact on equity 
£’000
Impact of a movement in stated 
currencies of 20% on post tax 
profit and impact on equity 
£’000
At 31 December 2015 (145) (265)
At 31 December 2016 (354) (570)
10% to 20% is the sensitivity rate range that represents management’s assessment of the reasonable possible change in foreign exchange 
rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the 
year end for a 10% and a 20% change in foreign currency rates. A positive version of the number above indicates an increase in profit or 
other equity where the UK Pound Sterling strengthens by 10% and 20% against the relevant currency. For a 10% or 20% weakening of the 
UK Pound Sterling against the relevant currency, there would be an equal and opposite impact on the profit and other equity.
The differences are mainly as a result of foreign exchange gains/losses on translation of US Dollar trade and other payables and Euro 
denominated trade and other receivables. 10% is deemed appropriate for the foreign exchange sensitivity analysis due to the current 
financial market.
Interest rate risk management
The Group has minimal exposure to interest rate risk. It is exposed to interest rate risk on some of its financial assets being its cash at 
bank balances. The interest rate receivable on these balances was at an average rate of 0.3% during the year to 31 December 2016 
(31 December 2015: 0.3%). The directors currently believe that interest rate risk is at an acceptable level.
15. Financial instruments continued GAN plc Annual report and accounts 2016 48
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016
Due to its minimum exposure to interest rate risk, the Group has not prepared any sensitivity analysis.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. Credit 
risk arises principally from the Group’s cash balances and trade and other receivables. The concentration of the Group’s credit risk is 
considered by counterparty, geography and currency.
The Group gives careful consideration to which organisations it uses for its banking services in order to minimise credit risk. The Group has 
a significant concentration of cash held on deposit with one large bank in the UK, an institution with an A2 credit rating (long-term, as 
assessed by Moody’s). The amounts of cash held on deposit with that bank at each reporting date can be seen in the financial assets table.
An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a 
reduction in the recoverability of the cash flows, although there have been no such impairments over the review year. Management 
considers the above measures to be sufficient to control the credit risk exposure.
Liquidity risk management
Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due. Ultimate responsibility 
for liquidity risk management rests with the Board of directors. The Board manages liquidity risk by regularly reviewing the Group’s cash 
requirements by reference to short-term cash flow forecasts and medium-term working capital projections prepared by management.
At 31 December 2016 the Group had £3.2m (31 December 2015: £3.8m) of cash reserves.
Maturity of financial assets and liabilities
With the exception of the lease deposits in note 12 and deferred consideration in note 14, all of the Group’s non-derivative financial 
liabilities and its financial assets in the year to 31 December 2016 and 2015 are either payable or receivable within one year.
16. Share capital (Group and Company)
Ordinary shares 
No.
Allotted, issued and fully paid
At 31 December 2014 55,882,536
Issued during the year (i) 87,500
At 31 December 2015 55,970,036
Issued during the year (ii), (iii), (iv) 14,081,888
At 31 December 2016 70,051,924
At 31 December 
2016 
£’000
At 31 December 
2015 
£’000
Ordinary shares 701 560
Issue of shares
(i) 87,500 ordinary shares of 1p each were issued at a premium of 21p during the year ended 31 December 2015 to settle vested options.
(ii) 9,331,888 ordinary shares of 1p each were issued at a premium of 27p during the year ended 31 December 2016 generating gross 
proceeds of £2,612,000
(iii) 1,500,000 ordinary shares of 1p each were issued at a premium of 29p during the year ended 31 December 2016 generating gross 
proceeds of £450,000.
(iv) 3,250,000 ordinary shares of 1p each were issued at a premium of 39p during the year ended 31 December 2016 generating gross 
proceeds of £1,300,000.
15. Financial instruments continued  GAN plc Annual report and accounts 2016 49
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
17. Employee share-based payments
Options have been granted under the Company’s share option scheme to subscribe for ordinary shares of the Company as follows:
Number of shares under option
Subscription  
price per share Exercise period
750,000 22p December 2010 to March 2018
200,000 22p March 2012 to March 2018
18,750 22p August 2012 to August 2018
150,000 60p August 2013 to August 2018
306,579 60p August 2013 to August 2018
24,500 22p August 2013 to August 2018
810,000 135p August 2014 to August 2019
871,000 50p March 2015 to March 2020
1,325,000 31.5p July 2016 to July 2021
4,455,829
The weighted average fair value of options granted in each year using the Black Scholes option pricing model was 2015: £0.37 and 2016 
£0.55. The weighted average life of shares in issue at the year end was 1.26 years (2015: 1.68 years). The inputs into the Black Scholes 
model are as follows:
2016 2015
Weighted average share price 28.00p 58.93p
Weighted average exercise price 31.50p 50.00p
Expected volatility 37.0% 55.1%
Expected life 3 years 2 years
Risk free rate 0.26% 0.38%
Expected dividends 0.0% 0.0%
Expected volatility was determined by reference to the volatility of comparable listed company share prices.
The Group recognised total share-based payments relating to equity settled share-based payment transactions as follows:
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Share-based payment charge 157 157 11 11
Movements in the number of share options outstanding and their related weighted average exercise prices are as follows:
At 31 December 2016 At 31 December 2015
Average 
exercise price 
per share
Number of 
options
Average 
exercise price 
per share
Number of 
options
At the beginning of the year 63p 4,121,725 68p 3,220,725
Granted 31.5p 1,325,000 50p 1,096,000
Lapsed (22p) (162,500) – –
Lapsed (56p) – (56p) (12,500)
Lapsed (50p) (225,000) – –
Lapsed (135p) (110,000) (135p) (95,000)
Lapsed (60p) (493,396) – –
Exercised – – (22p) (87,500)
At the end of the year 55p 4,455,829 63p 4,121,725 GAN plc Annual report and accounts 2016 50
18. Earnings per share
Basic earnings per share is calculated by dividing the profit attributable to equity shareholders of the Company by the weighted average 
number of ordinary shares in issue during the year.
Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion 
of all dilutive potential ordinary shares. The Company has issued share options and a calculation is done to determine the number of 
shares that could have been acquired at fair value (determined as the average market share price for the period) based on the monetary 
value of the subscription rights attached to the outstanding share options. All share options are anti-dilutive at the current and prior year 
reporting dates and the number of shares calculated as above is compared with the number of shares that would have been issued 
assuming the exercise of the share options.
Year ended 
31 December 
2016 
Pence
Year ended 
31 December 
2015 
Pence
Basic (5.81) (8.99)
Diluted (5.81) (8.99)
Earnings
Year ended 
31 December 
2016 
£’000
Year ended 
31 December 
2015 
£’000
(Loss) for the year (3,759) (5,022)
Denominator – basic
Year ended 
31 December 
2016 
Number
Year ended 
31 December 
2015 
Weighted average number of equity shares 64,647,746 55,886,105
Weighted average number of equity shares for diluted EPS 64,647,746 55,886,105
19. Subsidiaries
The Company owns 100% of the called up ordinary share capital of:
• GameAccount Alderney Limited. The principal activity of GameAccount Alderney Limited is the provision of person -to-person skill-based 
gaming software. GameAccount Alderney Limited is registered in Alderney, with registered address Inchalla, Le Val, Alderney GY9 3UL
• Game Account Nevada Inc. The principal activity of GameAccount Nevada Inc. is the provision of marketing and support services 
to other group companies. GameAccount Nevada Inc. is registered in the United States of America, with registered address 
10801 W. Charleston Blvd, Suite 125, Las Vegas, NV 89135
• GAN Software Services BG Ltd. The principal activity of GAN Software services BG Ltd is the provision of software development 
services in support of the Group. GAN Software Services BG Ltd is registered in Bulgaria, with registered address Sofia 1202, 
r-n Oborishte, ul. “G.S. Rakovski” 42, Bulgaria. UIS 204164230
• Lockbox Games Limited. The principal activity of Lockbox Games Limited is the provision of casual mobile games anticipated in future 
periods. Lockbox Games Limited is registered in the United Kingdom with registered address: 125 Kensington High Street, London W8 5SF
20. Related party transactions
The remuneration of the key management personnel is shown in note 7.
The Company was invoiced £123,569 by Seamus McGill, who is a director and became Non-executive Chairman subsequent to year end, 
for consultancy services during the year.
During the year, options over the Company’s shares were granted to each of the directors through the share option plan (see note 17). 
The total number of options granted to directors was 200,000 (2015: 255,000).
Company
The Company has a related party relationship with its wholly owned subsidiaries (see note 19).
During the year, the Company provided working capital to GameAccount Nevada Inc. to support the US sales function and the 
receivable amounts owed by the subsidiary company for receipts relating to simulated gaming revenues. As at the year ended 
31 December 2016, the balance due from GameAccount Nevada Inc. was £298,963 (2015: £516,387). Receipts relating to simulated 
gaming revenues are to be settled in cash within two months of the reporting date.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2016  GAN plc Annual report and accounts 2016 51
FINANCIAL  
STATEMENTS
DIRECTORS’ 
REPORT
STRATEGIC 
REPORT
During the year, the Company provided working capital to GameAccount Alderney Limited to support the B2C operation. As at the year 
ended 31 December 2016, the balance due from GameAccount Alderney Limited was £501,132 (2015: £171,805) of which £171,805 
(2015: 171,805) was provided in the financial statements of the parent company.
All outstanding balances with these related parties are unsecured and are repayable on demand.
21. Operating leases
The total future value of minimum lease payments due is as follows:
Land and buildings
Company 
At 31 December 
2016 
£’000
Group 
At 31 December 
2016 
£’000
Company 
At 31 December 
2015 
£’000
Group 
At 31 December 
2015 
£’000
Operating leases
Not later than one year 480 523 480 551
Later than 1 year not later than 5 years 1,001 1,222 1,441 1,626
Later than 5 years – – 40 40
1,481 1,745 1,961 2,217
22. Contingent liabilities
As part of the Board’s ongoing regulatory compliance process, the Board continues to monitor legal and regulatory developments and 
their potential impact on the Group.
Management is not aware of any contingencies that may have a significant impact on the financial position of the Group.
23. Subsequent events
On 10 April 2017, the Board announced it had raised £2m by way of a conditional Placing and Open Offer of 9% Convertible Unsecured 
Loan Notes 2022. The Board determined there exists a requirement for additional capital in order that the Company has available to it 
suitable financial resources to respond to the opportunities potentially available to the Company in newly regulated intra-State Internet 
gaming markets in the United States, currently specifically in Pennsylvania, together with the opportunity to commence a US patent 
licensing program and other general working capital purposes.
20. Related party transactions continued GAN plc Annual report and accounts 2016 52
COMPANY INFORMATION
STATUTORY INFORMATION
GAN plc is a Public Limited Company incorporated in the United Kingdom (Registration No. 3883658). The Company’s ordinary shares 
are traded on the Alternative Investment Market of the London Stock Exchange (‘AIM’) and the Enterprise Securities Market, a market 
operated by the Irish Stock Exchange (‘ESM’).
DIRECTORS
Seamus McGill Non-executive chairman
Dermot S Smurfit Chief Executive Officer
Desmond Glass Chief Financial Officer
Michael Smurfit Jr.
Roger Kendrick
SECRETARY
Desmond Glass
REGISTERED OFFICE
125 Kensington High Street
London W8 5SF
WEB ADDRESS
www.GAN.com
NOMINATED ADVISOR AND BROKER
Davy, Davy House
49 Dawson Street
Dublin 2, Ireland
REGISTRARS
Capita Plc
34 Beckenham Road
Beckenham
Kent BR3 4TU
AUDITORS
BDO LLP
55 Baker Street
London W1U 7EU
BANKERS
Barclays Bank plc
50 Pall Mall
PO Box 15165
London SW1A 1QF
SOLICITORS
Addleshaw Goddard LLP
Milton Gate
60 Chiswell Street
London EC1Y 4AG  GAN plc
125 Kensington High Street 
London W8 5SF 
United Kingdom
http://www.gan.com
hello@gan.com
GAN plc Annual report and accounts 2016