Annual Report and Accounts 201 4
KEYWORDS STUDIOS PLC ANNUAL REPORT AND ACCOUNTS 201 4
T ransformational growth Visit the website for further information 
www.keywordsintl.com
Keywords is the leading international technical 
services provider to the global games industry. 
Established in Dublin in 1998, it now has operations  
in Montreal, Rio de Janeiro, Los Angeles, Seattle,  
Tokyo, Singapore, New Delhi, Pune, Rome, Milan,  
Barcelona and London.
It provides art creation, audio recording, localisation, 
testing, and customer support services across  
50 languages and 12 games platforms to a blue  
chip client base in more than 15 countries.
Its customers comprise many well-known multinational 
games publishers and developers including 20 out of 
the 25 largest games companies by revenue*. 
 “Following a successful year in which we delivered 
strong organic and acquisitive growth, taking the 
business into complementary services and new 
geographies, we are now the only international 
provider of the full range of integrated services in  
a highly fragmented video games services market.  
As a result, we look forward with confidence to 
making further progress as we move through the 
current year and beyond.”
Ross Graham
Chairman
Strategic Report
1-19
At a Glance IFC
Highlights 2014-2015 1
Chairman’s Statement 2
Market Outlook 4
Our Strategy 6
Business Model 8
Chief Executive’s Review 10
Financial and Operating Review 17
Governance Report 
20-30
Board of Directors 20
Directors’ Report 22
Directors’ Remuneration Report 25
Directors’ Remuneration Policy Report 27
Independent Auditor’s Report 29
Financial Statements 
31-62
Consolidated Statement  
of Comprehensive Income 31
Consolidated Statement  
of Financial Position 32
Consolidated Statement  
of Changes in Equity 33
Consolidated Statement of Cash Flows 34
Company Statement of Financial Position 35
Company Statement of Changes in Equity 36
Company Statement of Cash Flows 37
Notes Forming Part of the Consolidated  
Financial Statements 38
Company Information 62
Contacts IBC
* Source: Newzoo, July 2014. T ransformational growth through 
international expansion
At a Glance
The Group now has 14 studios strategically located to provide full, integrated services to local 
and global clients in key gaming clusters across three continents. Since early 2014, we have 
expanded organically and by acquisition into new locations including Barcelona, London,  
Los Angeles, Milan, New Delhi, Pune, Rio de Janeiro and Singapore.
FUNCTIONAL TESTING
Quality assurance including discovery 
and documentation of game defects 
and testing to verify the game’s 
compliance with console  
manufacturers specifications 
CUSTOMER SUPPORT
24/7 , multilingual customer support  
for games in live operation, forum 
monitoring and moderation services, 
and social media engagement on  
behalf of the game brand
LOCALISATION SERVICES
Translation of in game text, audio 
scripts, cultural and local adaptation, 
accreditation, packaging and  
marketing materials 
LOCALISATION TESTING
Testing for out of context translations, 
truncations, overlaps, spelling, 
grammar, age rating issues and  
console manufacturer compliance 
requirements in over 30 languages 
using native speakers 
AUDIO/VOICEOVER 
SERVICES
Multi-language voiceover, original 
language voice recording and  
related services
ART CREATION SERVICES
The creation of graphical art assets for 
inclusion in the video game including 
concept art creation, 2D and 3D art 
asset production and animation
Seattle
Los Angeles
Montreal
Rio de Janeiro SELECTED CLIENTS
50
Providing integrated services 
across 50 languages
12
and 12 games platforms  
to a blue chip client base  
in over 15 countries
20
serving 20 of the top  
25 games companies  
by revenue
14
from 14 studios worldwide
Tokyo
Singapore
New Delhi 
Milan 
Rome
Dublin (HQ)
London 
Pune 
Barcelona 1 ANNUAL REPORT AND ACCOUNTS 2014
2013 2014
30
40
10
20
0
€37.3
€16.2
2013 2014
0.8
0.4
1.2
0
1.10
1.00
2013 2014
4
6
2
0
€5.1
€2.5
2013 2014
6
4
8
2
0
8.54
5.76
32%
39%
14%
13%
2%
33%
57%
8%
2%
Highlights
2014 – 2015
Strong organic growth; revenues up 23% excluding 
all acquisitions:
• Continued to gain market share adding clients  
like Ankama, Bioware, Carbine, Frontier 
Developments, Nexon and Tencent; and
• Invested in new Singapore operation to support 
Electronic Arts’ move to outsourced services in 
South East Asia.
Significantly extended service capabilities and 
geographical reach through four acquisitions:
• Liquid Violet, acquired in January 2014,  
extended our audio services offering;
• Babel Media, the only other full service provider  
in the industry, was acquired in February 2014, 
giving Keywords good exposure to Functional 
Testing and a presence in India;
• Binari Sonori, acquired in May 2014, further 
strengthened our audio and localisation  
services, giving the Group a presence in  
Milan and Los Angeles; and
• Lakshya Digital, acquired in October 2014,  
provided an entry into art outsourcing and  
giving Keywords visibility further up the  
game development supply chain. 
Delivered operational synergies in Montreal and in 
New Delhi through rationalising top management and 
co-locating production facilities with those acquired.
OPERATIONAL HIGHLIGHTS
FINANCIAL HIGHLIGHTS
Group revenue (m)
€37.3m
h
130%
Adjusted profit before tax (m)
1
 
€5.1m 
h
104%
Adjusted basic earnings per share (c)
1
8.54c 
h
48%
Total dividend (p) 
1.10p 
h
10%
€37.3m(€16.2m)
h
130%
1  Before acquisition and integration expenses of €1.5m (2013: nil), IPO expenses of nil (2013: €1.12m), share option 
charges of €0.2m (2013: €0.1m), amortisation of intangibles of €0.5m (2013: nil) and foreign currency gains of €0.5m 
(2013: losses of €0.1m).
Outer circle: 2014
Inner circle: 2013
 Localisation Services
 Localisation Testing 
 Audio/Voiceover Services
 Functional Testing
 Art Creation Services
Total Group revenue 2014(13)(m) 
III II Strategic Report 2 KEYWORDS STUDIOS PLC
Chairman’s Statement
The business in 2014
In last year’s statement, my first for Keywords  
as a listed company, I set the scene describing my 
initial view of the Company, its business ethos 
and culture and the opportunities for organic and 
acquisitive growth in a fragmented market. I am 
pleased to be able to report that, in its first full 
year as a listed company, Keywords has clearly 
delivered its strategy with a strong financial 
performance during the year and four well-
conceived and executed acquisitions.
During 2014 the business has more than met the 
Board’s ambitious expectations. Organic revenue 
growth of 23% has been augmented by four 
acquisitions (with two further small purchases 
after the financial year end) such that annualised 
revenues have grown three-fold since our IPO in 
2013. These new businesses are integrating well 
within Keywords – maintaining their own brands 
while absorbing the Keywords’ culture, its efficient 
way of working and its strong financial controls. 
The acquisitions have resulted in a change in  
the business mix, making the Group much broader 
and better balanced and they have opened up 
opportunities that it simply could not have 
delivered without all of its current constituents.
An important criteria for an acquisitive company 
is to improve continuously its quality of earnings 
– sheer growth on its own can prove an illusory 
achievement. Here, I believe, we have measured 
up well. In particular, we are very encouraged  
by the fact that customers, old and new, are 
increasingly using Keywords, and the Board 
believes that the introduction of Keyword’s 
approach to operational efficiency in the  
new companies will continue to drive margin 
improvement over time. 
People & culture
Last year I commented on the Keywords’ culture 
engendering a “can do” attitude founded on the 
value placed in our people – this attribute is well 
reflected in how much they actually “have done”. 
The Group is ahead of plan in terms of both 
acquiring new service lines (such as the acquisition 
of Lakshya Digital in October 2014 which took 
Keywords into the large Art Outsourcing market 
for the first time) and the establishment of offices 
in locations closer to key clients (such as the 
recent acquisition of an office in Brazil and the 
establishment of the studio in Singapore).
Recently the leadership team from round the 
world came together for two days of strategy 
and operational exchanges. At this event, it was 
clear that Keywords now benefits from even 
greater strength in the depth of its leadership 
team and that this team is excited to work 
together with collective ambition, boding  
well for the future.
However, the Group is not just reliant on its 
leaders and I would like to thank each and every 
person within the organisation for their individual 
contributions (going the extra mile) to Keywords’ 
achievements and transformation during the year.
Shareholders & dividend
During the year, the Group raised a further £6.0m 
through a well-supported institutional placing 
and we would like to thank shareholders for their 
ongoing support as we continue to focus on 
delivering shareholder value through our organic 
and acquisitive growth strategy. However, we  
are looking at augmenting our investor relations 
efforts to ensure the Group’s strong overall 
performance and enhanced positioning is  
better reflected in the share price. 
The Board is proposing a final dividend of 0.74p, 
which gives a total dividend for the year of 1.10p 
and represents an increase of 10% compared to 
the total dividend of 1.00p in 2013. This increase  
is consistent with our progressive dividend policy 
which takes into account the financial performance 
of the Group and the alternative uses of funds that 
will deliver shareholder value.
Current trading and prospects
The Group has made a good start to the year. 
Having already delivered strong organic and 
acquisitive growth, in line with our strategy, and 
taken the business into complementary services 
such as art outsourcing and customer support, we 
are now well positioned as the “go to” organisation 
for outsourcing and integrated services in the 
video games market. As importantly, Keywords  
is now known as the leading consolidator in the 
market and attracts automatic interest from 
vendors and management teams wishing to join  
a larger, more diverse group. 
 
Strong financial 
performance and 
delivery on strategy  Download 200,000+ brand logos in vector format for free
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3 ANNUAL REPORT AND ACCOUNTS 2014
“ Having delivered strong organic and acquisitive 
growth and taken the business into complementary 
services such as art outsourcing and customer 
support, we are now well positioned as the “go to” 
organisation for outsourced and integrated 
services in the video games market.”
As a market leader with a strong financial 
position we are well placed to deliver on the 
potential for high margin growth we see in our 
growing markets, both traditional and emerging. 
We expect to benefit in 2015 from a more 
settled console games market, the full year 
effects of acquisitions made during 2014 and 
continued growth both organically and through 
additional selective acquisitions, as we further 
consolidate our market leadership. We, therefore, 
look forward with confidence to making further 
progress as we move through the current year 
and beyond. 
Ross K Graham
Chairman
April 14, 2015
Keywords Services 20 of the Top 25 Games Companies by Revenue*...
… and 7 of the Top 10 Mobile Games Developers by Revenue**
* Source: Newzoo, Top 25 Games Companies by Revenues, July 2014.
** Source: PocketGamer.Biz, Top 50 Developers of 2015, March 2015.
III II Strategic Report 2 2014 Essential Facts About the Computer and Video Game Industry.
4 KEYWORDS STUDIOS PLC
#1:  
The proliferation of games platforms:
beyond retail packaged console and PC 
games, to online, social, mobile and 
cloud-based gaming.
Console and PC packaged games currently 
represent almost half of all games software 
revenues, but mobile, social and online 
gaming are growing at a faster rate (Newzoo 
predicts that the mobile games market  
will double in size from $17 .6bn in 2012  
to $35.4bn in 2017). This proliferation of 
gaming platforms is increasing accessibility 
to gamers, opening up new:
• geographical markets, given the 
absence of the requirement for  
relatively expensive console systems  
or landline based internet connectivity, 
development of mobile gaming  
in particular has opened up new 
geographical markets. Whilst the U.S.A. 
historically represented the largest video 
games market in the world, high rates of 
growth are now being seen in Asia and 
South America and many other emerging 
gaming markets which have little history 
of console or PC gaming.
• demographic markets, a recent survey 
of the US entertainment software 
market by the Entertainment Software 
Association reveals that of 48% of  
all game players are women and that  
the average age of a gamer is 31
2
 
demonstrating that the market has 
moved well beyond the average  
gamer being a young male.
#2:  
The introduction of new  
monetisation models: 
beyond traditional retail sales to free  
to play with in-game purchases and 
advertising and bolt-on content models.
The industry is shifting away from 
traditional retail sales of static boxed  
games towards a model in which games  
are provided as a service with new 
monetisation models which include 
generating revenues from subscriptions, 
in-game purchases of digitally distributed 
dynamic content, advertising and ongoing 
upgrades which are downloadable and 
extend the lifetime value of the game. 
With new content continually produced by 
developers to support these models, games 
content now evolves considerably after its 
initial launch and has become richer and 
more complex overall. Games content is, 
therefore, predicted to grow at a faster rate 
than the overall market, whilst the need  
for art, localisation and testing support has 
extended well beyond the games’ initial sale 
towards a continual requirement which is 
also driving an increased need for player 
support services as the game evolves.
#3:  
The increased performance of  
games platforms:
new generation consoles from Sony and 
Microsoft and the introduction of virtual 
reality hardware including by Facebook 
and Sony. 
The evolution in games platforms, which 
have become ever more sophisticated,  
with more powerful processors and  
larger storage capabilities, is supporting 
significantly more complex, rich and 
interactive content. As this illustration  
of lead character, Lara Croft, from Tomb 
Raider shows, the definition of video games 
graphics has dramatically improved over 
time and with this the size of data and the 
effort to create such detailed art work has 
risen exponentially. The image on the left  
is from the 1996 release of the game  
while that on the right is from 2014’s  
Tomb Raider, The Definitive Edition.
The PlayStation 4 and Xbox One consoles 
were launched in November 2013 and, 
given the step change in their capabilities, 
are selling at a faster rate than the previous 
generations, creating a quicker transition  
in the industry from developing content  
for old consoles to focusing to a greater 
extent on new, more complex content for 
new consoles than in previous cycles.
Market Outlook
Key market drivers
The following trends in the games industry  
are taking video gaming into new markets both 
geographically and demographically; they are 
making content more dynamic and continuous,  
as games developers seek to keep users engaged 
for longer; they are enabling increases in the size  
 
and definition of the graphical and audio content 
for which our services are used; and as a result of 
the increased complexity they are underpinning  
a trend towards outsourcing of art, audio, 
localisation, testing and customer care services:
The global video games market is predicted to grow 
significantly, with Newzoo forecasting a CAGR of 8.1% 
from $70.4bn in 2012 to $102.9bn in 2017 .*
The leading provider 
in a fast growing market 0
 
80
100
40
70
10
30
60
90
20
50
2012 2013 2014 2015 2016 2017
$102.9
$35.4
19.1%
$35.4
$17.6
$95.2
$102.9
$30.7
$75.5
$88.4
$26.3
$81.4
$21.8
$75.5
$17.6
$70.4
$12.7
18%
23%
27%
30%
32%
34%
2013
2017
2013
2017
 
8.1%
Global games market total and mobile game revenues, 2012 – 2017 ($bn)*
  Total   Mobile
CAGR
* Source: Newzoo Global Games Market Report, May 2014.
5 ANNUAL REPORT AND ACCOUNTS 2014
42%
25%
29%
4%
Total: $75.5bn
1.6bn gamers
Total: $75.5bn
1.6bn gamers
10%
10%
20%
17%
6%
6%
31%
As a result of the increasing complexity of  
the creation of content, global marketing  
and ongoing support requirements for games 
due to this proliferation of devices, audiences, 
distribution channels, and monetisation models 
and the enhanced capabilities of new platforms, 
it has become less cost effective for publishers 
to have sufficient resources for in-house art, 
localisation and testing services. They are, 
therefore, increasingly outsourcing these 
services to focus their resources on devising 
successful new business models whilst 
optimising their return on investment by 
ensuring content is delivered efficiently  
and successfully across the growing number  
of platforms and markets. 
Many game development studios now have  
art outsourcing managers in recognition of the 
fact that such suppliers of art services are now 
planned for and managed as an essential part of 
the game production process rather than being  
Global games market 2013 per market segment
3 
Global games market 2013 per region
3 
a last minute addition when other options failed, 
as was the case as recently as 2 to 3 years ago.
Despite an international and blue chip client  
base, technical services for the games industry 
remains a highly fragmented market. The 
Directors believe the Group is now one of very 
few international providers of the full range  
of integrated outsourced services to the video 
games market with a global reach.
* Source: Newzoo Global Games Market Report, May 2014. 
3 Excluding tax, hardware, consumer-to-consumer trade but including retail margin.
  Latin America, $2.9bn, 
170m gamers
  Asia – Pacific, $31.9bn, 
740m gamers
  Europe – Middle East 
– Africa, $18.7bn,  
520m gamers
  North America, $21.9bn, 
190m gamers
  C a s u a l W e b g ames , 
$7 .4bn, 1,200m gamers
  M M O , $ 1 5 .4 b n ,  
800m gamers 
  (Mid)-Core PC, $7 .2bn, 
960m gamers
  Mobile Phone, $12.8bn, 
1,110m gamers
  T a b l e t , $ 4. 8 b n ,  
450m gamers
  H a n d he l d C on so l e, 
$4.4bn, 300m gamers
  TV Console, $23.6bn, 
690m gamers
III II Strategic Report 6 KEYWORDS STUDIOS PLC
Our Strategy
Growing both organically 
and by acquisition
Keywords Studios’ strategy is to grow both organically and by 
acquisition to extend the Group’s client base, market penetration 
and service lines, where the Group can use its existing expertise, 
multi-service platform, scale and global reach to generate 
synergies in a highly fragmented games services industry.  
The Board believes that there is a clear opportunity for  
Keywords to extend its existing relationships with many  
of the major games companies through:
GEOGRAPHICAL  
GROWTH
Expanding its global presence and client base, 
including both through acquisition and organic 
investment, where we see large or high growth 
addressable markets. For instance, Asia Pacific 
accounts for three out of the top four video 
games markets in the world and is projected to 
grow from $30bn in 2014 to $40bn in 2018 and 
Latin America, whilst a smaller market, is forecast 
to grow at the fastest rate of all regions – at a 
CAGR of over 10% between 2013-2018
4
.
ACQUISITIONS
Selective acquisitions which generate synergies, 
extend its client base or geographical penetration 
or add complementary services or critical mass to 
existing service lines.
CROSS SELLING
Extending the relationship the Group has with 
game publishers and developers to provide 
additional services from within the Group’s 
portfolio of services.
OUTSOURCING
Capturing new blue chip customers who are 
looking to outsource all their art, localisation, 
testing and customer care requirements,  
because of the increasing complexity and  
costs for publishers and developers to deliver 
tailored games content around the world,  
on multiple platforms using internal resources.
ADJACENT ACTIVITIES 
AND MARKETS
Expanding its portfolio of services provided to 
the video games industry across the life cycle of 
games from conception to live operations as well 
as into related interactive entertainment markets.
4 PWC Global media and entertainment outlook 2014 – 2018. £6m
£10m
7 ANNUAL REPORT AND ACCOUNTS 2014
KEY EVENTS SINCE IPO
Since its IPO, the Group has made 
considerable progress in executing  
its growth strategy by significantly 
extending its range of services,  
adding new geographies both 
organically and through acquisitions, 
and consolidating the market through 
selective acquisitions.
Keywords established as 
the “go to” provider for 
leading publishers of 
interactive entertainment.
July 2013 
Listed on AIM 
£10m raised to enable the group to extend its 
service offering and geographical footprint, 
organically and by acquisition.
January 2014 
Liquid Violet acquisition
Added scale and blue chip clients to the Group’s 
audio service offering.
February 2014 
Babel Media acquisition
Brought together two of the leading full service 
providers, giving Keywords critical mass in 
functional testing.
April 2014 
Established operation in Singapore
Established a full service centre for South East 
Asian languages with EA outsourcing its services 
to the new centre.
May 2014 
Binari Sonori acquisition
Added a presence in Milan and Los Angeles  
and considerably enhanced our position in  
audio services and text localisation.
October 2014 
Lakshya acquisition
Added one of the most recognised brands 
in the large art services market, providing 
earlier involvement in the games 
development cycle.
January 2015 
Alchemic Dream acquisition  
Added a well known multilingual customer 
support services firm, providing entry into 
this fast growing market.
January 2015 
Reverb acquisition  
Bringing Keywords its first presence in  
the fast growing Latin America market,  
in Rio de Janeiro.
January 2015 
Established operation  
in Barcelona  
Opened a localisation and project 
management office in Barcelona  
to access talent there.
III II Strategic Report 8 KEYWORDS STUDIOS PLC
Business Model
Ongoing content creation 
to extend the life of games
Video games are increasingly challenging  
to develop and support due to ever more 
sophisticated content and software and increased 
complexity derived not only from the multi-layered 
scale of the games but also due to the multiple 
platforms and monetisation models via which they 
are delivered. The combination of the graphical, 
audio and text based content together with the 
flexibility required to deliver a positive user 
experience means that video games are at the 
most advanced end of entertainment media. 
Keywords is an outsourced services company 
providing technical services to this industry 
globally, assisting developers and publishers  
to develop, sell and operationally support their 
games regardless of the deployment platform or 
the genre of the game. Currently, the business 
provides art creation, audio recording, localisation, 
linguistic and functional testing and customer 
support services to the video games market  
across all games platforms including consoles,  
PCs, the internet, mobile phones and tablets. 
These services are delivered through a number  
of strategically located production facilities 
OUR  
BUSINESS  
MODEL
Services Keywords Studios currently provide.
Services Keywords Studios do not currently provide.
1. PRE-PRODUCTION
 – Concept art
 – Level design
2.  EARLY STAGE GAME 
DEVELOPMENT
 – Programming
 – Story writing
 – Motion capture
 – Development 
quality 
assurance
 – Game trailers 
 – Art production
 – Audio 
production
• Original 
language  
voice production
• Music scoring
• Sound design
1 2
(“studios”) and through the provision of managed 
services on clients’ premises. 
The Company focuses on delivering a competitive 
service differentiated by high quality and flexibility 
across the breadth of the life cycle of games from 
concept to live operations support.
Services provided by the various Keywords 
studios are typically differentiated by language 
mix, scalability, flexibility, price and proximity to 
clients. Localisation is not limited to translation 
into multiple languages; developers and 
publishers need to take into account the varied 
cultural, technical and legal differences of their 
global consumers and the quality of localisation 
is viewed as a critical factor in the success of  
a new launch and in the returns made on the 
initial production investment. The geographical 
differences require localisation service providers 
to diligently consider the target gamers’ age 
range, gender and linguistic variables as well  
as the cultural, religious and political context of  
the game. As such, Keywords employs games-
specialised translators and native speaking 
testers who perform in-game quality assurance 
on the content in more than 50 languages.  
This talent base provides the Group with market 
leading scale, which its clients would require 
substantial investment to replicate in-house.
The Directors believe that, through this 
capability, Keywords has established an industry 
reputation for quality, reliability and flexibility 
The Company’s unique selling points, including 
the use of games-specialised native staff for  
all languages, the ability to offer their services 
flexibly on-site at clients’ premises or in its 
specialised and secure global studios, its  
track record of delivery for many of the most 
prominent games companies, together with  
its integrated art creation, audio, localisation, 
testing and customer service capabilities, 
differentiates Keywords from its competitors.
Keywords provides its essential professional 
services on a variable cost, time and materials 
basis to its largely blue chip customer base 
typically charging per art asset, per hour or per 
word, invoicing for work done on a monthly basis.  9 ANNUAL REPORT AND ACCOUNTS 2014
5.  ONGOING LIVE 
OPERATIONS 
SUPPORT
 – Customer support
 – Community management
 – Data analytics
 – Payments processing
3.  LATER STAGE GAME 
DEVELOPMENT
 – Functional testing
 – Text localisation
 – Audio localisation
 – Localisation testing
 – Cinematics/visual effects
 – Player research
4. LAUNCH
 – Certification 
testing
 – Marketing
4
3
6
5
6. NEW CONTENT FOR GAMES
including game extensions, level expansions and issue patches
As such, work in progress is typically limited to 
the preceding month’s activity and underlying 
cash generation should be expected to largely 
mirror profitability. The Group’s productivity  
is facilitated by the scale of its operations  
and its ability to resource projects in important 
geographies in Europe, Asia and the Americas. 
Demand in some areas of the business is 
seasonal and as such permanent staffing levels 
are maintained at conservative levels with highly 
flexible staffing arrangements in place, drawing 
staff from a bank of regular contractors in most 
locations to match the peaks of the activity 
cycles. The Directors believe that one of the 
strengths of the Group is that it is not directly 
exposed to the successes and failures of 
individual game titles. The quantity and quality 
of game content is the key driver of demand  
for the Company’s services and, thanks to the 
loyalty of its clients, who have typically increased 
the percentage of work awarded to Keywords 
year on year, the Company has grown rapidly  
over the past five years with minimal investment 
in business development. 
The annual business cycle in the industry varies 
depending on the market sector and on the game 
production cycle. Console and PC games largely 
follow a seasonal pattern with titles typically 
being published for the holiday period including 
Thanksgiving and Christmas. Mobile, social and 
online games do not follow this pattern and  
are not driven by particular release schedules.  
As Keywords strengthens its original language 
game production activities including art creation, 
functional testing and original voice recording 
(which take place earlier in the game production 
cycle than localisation services), its penetration 
of customer care services with their continuous 
activity profiles and as the Group continues to 
drive its exposure to the mobile and social games 
market, the marked seasonal revenue curve 
previously experienced will continue to be  
offset by greater activity around the year.
Time and materials billing arrangements  
and delivering client requirements through 
flexible resource bases will remain a feature of 
Keywords business. As the Company undertakes 
acquisitions, it is likely that some of these 
businesses will operate less flexibly than 
Keywords or will have greater exposure to fixed 
price contracting, in which case the Directors will 
explore opportunities to move their operating 
models closer to those of Keywords over time, 
where appropriate. 
Keywords is not a capital intensive business. 
While willingly investing in tools, game testing 
consoles, PCs and mobile devices to support  
its testing activities, the Company invested  
a total of €1.25m in 2014 (3% of revenue)  
which included fit out costs in some locations  
as businesses were co-located with each other  
or, in the case of Singapore, a new studio was 
commissioned. Good cash flow is an important 
feature of the business, generally matching net 
income when the accumulation of production 
related, multimedia tax credits in Quebec are 
taken into account. In 2014, operating profit 
amounted to €3.1m which generated operational 
cash flow of €1.9m and the Group also 
accumulated multimedia tax credits in Quebec  
of €1.4m which will be claimed during 2015.
III II Strategic Report 10 KEYWORDS STUDIOS PLC
Chief Executive’s Review
Considerable progress in 
executing our growth strategy
2014 was a significant year in the development 
of Keywords: a year in which we became a group 
of companies with a number of well-known 
brands providing integrated services to the  
video game development and publishing  
markets around the world.
During the year, in addition to delivering organic 
growth of 23% and investing organically in  
new studios in Singapore and Barcelona (which 
opened in January 2015) we undertook four 
acquisitions and made a further two acquisitions 
in January 2015. The effect of these acquisitions 
has been to strengthen our market position in 
our core activities of localisation and testing 
services as well as extending our range of 
services upstream to art creation and 
downstream to customer support.
While executing and integrating acquisitions, we 
continued our focus on timely, secure delivery, 
quality and flexibility and we achieved revenues 
and profits in line with market expectations. 
Service line extensions 
In addition to bringing further scale to all of  
our existing service lines during the year, we 
have extended the business into two new  
areas of business.
Through the acquisition in October 2014 of 
Lakshya Digital, a well-established supplier of 
outsourced video game art creation services, 
Keywords has extended its reach into the earlier 
stage video game production process. Servicing 
some leading Japanese video game development 
studios as well as those in the US and Europe, 
Lakshya creates characters, environments, and in 
game items for AAA console titles as well as for 
social, mobile and massively multiplayer online 
(“MMO”) games. 
We estimate the market for outsourced art 
creation and production for video games to  
be in the order of twice the size of that for 
localisation and testing services at around 
$1.2bn. We are already gaining visibility of 
production pipelines earlier in the development 
cycle than we do through our other service lines 
and we are already identifying opportunities  
to cross sell services at this earlier stage. The 
objective for our art creation services line of 
business is to grow capacity to fulfil demand  
in a manner that maintains quality, reliability  
of deliveries and extends our capabilities to  
areas such as special effects.
Shortly after the end of the year we acquired  
a customer care services business, Alchemic 
Dream. In addition to continuing to grow is  
core activities which benefit from a network  
of multilingual agents working remotely but 
connected through technology platforms,  
we intend to accelerate the development of  
an alternative customer care service delivery 
model that leverages our more than 1,000 
games and language specialised staff who  
work in our secure facilities in strategically 
important locations in Asia, Europe and the 
Americas. By doing this, Keywords teams of 
native language employees can follow the game 
into the market as the games transition through 
the production and launch phases to ongoing live 
operational support, thereby exploiting their 
deep knowledge of all aspects of the game to 
support players as they engage with the content.
We intend to continue to extend our service  
lines in line with client and market demand  
both through acquisitions and by leveraging  
the Group’s existing internal skill sets to  
develop additional services to take to market. 
 h
130%
Increase in Group revenues.
 h
104%
Increase in adjusted profit before tax. 11 ANNUAL REPORT AND ACCOUNTS 2014
14%
Babel increased profitability 
from 2% return on sales  
to a healthy 14% return.
CASE STUDY: BABEL 
ACQUISITION
The acquisition of Babel Media represented one of the  
first in a number of successful buyouts for the Group 
following Keyword’s debut on AIM in the summer of  
2013. The driving force for Keywords going public was  
its strategy to consolidate a fragmented services market, 
despite the clients being global organisations, and to 
become the leading outsourced multilingual services 
provider to the video games industry. 
Founded in 1999, Babel had become one of the most 
recognised technical services brands in the video games 
industry with particular strengths in functional testing, 
localisation and localisation testing. 
By acquiring Babel, for £5.4m, Keywords significantly 
enhanced its functional testing capability, whilst providing 
substantial operational synergies with Keywords’ existing 
localisation and localisation testing activities as well  
as extending its client base and geographical reach 
including its first presence to India. 
By bringing to Babel the benefits of Keywords’ flatter, 
leaner structure, its strong focus on project management, 
and sharing back office and marketing functions we  
have been able to deliver significant cost savings,  
with annualised savings in excess of CAD$1.0m, whilst 
preserving the enlarged group’s ability to deliver best in 
class service across the combined operations. As a result, 
during the first 10 months under Keywords ownership, 
Babel increased profitability from 2% return on sales  
to a healthy 14% return.
Strategic Report III II Chief Executive’s Review  
(continued)
MAJOR CLIENT CASE STUDY:  
A TRACK RECORD IN EXPANDING  
OUR RELATIONSHIPS WITH  
MAJOR CLIENTS
Keywords has a strong track record of taking advantage of the  
trend towards the provision of multiple services to clients and  
towards clients’ rationalisation of service suppliers, as game  
publishers and developers seek to simplify an otherwise complex 
production supply chain.
In the case of one of Keywords’ major clients, Keywords began 
supplying a service to control the quality of translations being  
supplied by other vendors in 2000.
Four years later, in partnership with the client, Keywords developed  
a new, more effective way of testing localised games using native 
speaking games testers rather than games testers supported  
by linguists.
These two services continued to be delivered from Dublin for six years 
while more European languages were added to support the wider 
distribution of the games. In 2010, as the client started to rationalise 
the supplier base, Keywords started to translate games for the client.  
In 2011, Keywords expanded the relationship by starting to provide 
translations of game related marketing content and, encouraged by the 
client, Keywords established a facility in Tokyo as the client moved from 
an insourced model of localisation and testing of East Asian languages 
to outsourcing with Keywords, to the benefit of its Tokyo studio. 
Further supplier rationalisation and internal cost savings led the client 
to restructure its operations, moving all its management to the US. 
Keywords supported the client in this shift of activities and worked 
with the client to design and supply a managed services operation  
from the client’s own facility on the West Coast.
In 2014, with the acquisitions of Binari Sonori and Lakshya, the  
range of services being supplied has been further strengthened  
and extended with art production being added to localisation,  
audio, and localisation testing.
12 KEYWORDS STUDIOS PLC 13 ANNUAL REPORT AND ACCOUNTS 2014
We have been pleased with the progress we  
have made with integrating the businesses 
acquired. The businesses have performed  
well as part of the Group and we have been  
very encouraged by the positive responses  
from customers to the acquisitions.
In January 2015, we amended the terms of  
our acquisition of Binari Sonori to conclude  
the earn out arrangements earlier than  
originally planned with a view to integrating  
the business more closely with that of the  
core Keywords operations. More detail is  
provided in the Financial and Operating  
Review on pages 17 to 19.
We have been delighted with the integration  
of Babel Media in particular which, as the most 
directly competitive business to that of Keywords, 
presented the greatest risk and greatest potential 
return. In the 10 months under our ownership, we 
have been able to make annualised cost savings  
of over CAD$1.0m from introducing a flatter, 
leaner structure and combining our two Montreal 
locations, back office and sales and marketing 
functions. This, combined with a strong trading 
performance from Babel, has resulted in the 
business of Babel moving from a 2% return  
on sales in 2013 to a healthy 14% return on  
sales in 2014. 
We expect acquisition activity to be a feature  
of the business for the foreseeable future as  
the company takes advantage of its leadership 
position in the market and continues to 
consolidate carefully selected, earnings accretive 
businesses. As such, we continue to review a 
number of acquisition opportunities which will 
provide the Group with complementary services, 
increased scale in its existing activities or further 
geographic expansion.
Results overview
The Group’s revenues increased by 130% to 
€37.29m (2013: €16.18m) during the period.  
This increase was spread across all lines of 
business: Localisation activities grew by 125%; 
Audio grew by 311%; and Functional Testing, 
expanded many fold, as outlined in more detail  
in the operational review.
Gross profit margins reduced modestly to 34.1% 
(2013: 34.7%) as a result of the change in the mix 
of business of the Group in 2014 compared to 
2013, particularly the higher percentage of lower 
margin functional testing revenue following the 
acquisition of Babel Media in February. 
Underlying operating expenses excluding 
one-time costs increased by a total of €4.37m  
for the period to €7.56m (2013: €3.19m) 
reflecting our investment in expansion but were 
maintained at approximately 20% of revenues. 
The one-time costs included IPO costs of nil 
(2013: €1.12m), non-cash costs related to share 
option expenses of €0.16m (2013: €0.07m), 
amortisation of intangible assets of €0.47m 
(2013: nil) and costs of acquisition and 
integration of €1.46m (2013: €0.07m). 
The Group reported adjusted profit before tax 
(before IPO expenses, share option charges, 
amortisation of intangible assets, costs of 
acquisition and integration and foreign currency 
movements) for 2014 of €5.05m (2013: €2.45m). 
Statutory profit before tax for the period was 
€3.44m (2013: €1.16m). 
“ Keywords is clearly differentiated from its 
competitors by its use of games-specialised  
native staff for all languages, its ability to offer 
services flexibly on-site at clients’ premises or  
in its specialised, secure global studios, its track 
record of delivery for many of the most prominent 
games companies and by the breadth of its  
service capabilities.”
Geographic expansion
The Group has expanded geographically and now 
has 14 (2013: 9) studios in 3 continents providing 
full, integrated video games services to both local 
and global clients. This broad reach has enabled 
Keywords to extend its localisation services into 
more than 50 languages across 12 platforms to 
clients in over 15 countries. 
Keywords’ 14 studios are strategically located to 
provide services to key gaming clusters in locations 
such as Tokyo, Singapore, Montreal, Seattle, Los 
Angeles and London. We have expanded into new 
locations including Singapore and Rio de Janeiro 
during the year and, in January 2015, we opened 
a localisation and project management office  
in Barcelona in order to access local talent pools. 
We have also consolidated office locations where 
acquisitions have brought studios in the same 
location, combining two studios in Montreal  
into one unit and doing the same in New Delhi, 
providing both cost synergies and the opportunity 
to foster greater cross-selling opportunities.
China presents an opportunity for the Group  
as the second largest market for games outside 
of the US and one that is slowly liberalising. 
Changes in government policy in China now 
means that it is possible to sell games consoles 
there. Microsoft launched the Xbox One in  
China in November 2014 and Sony is expected  
to follow suite. We therefore continue to  
review opportunities to invest organically  
or by acquisition in the region. The Group  
has invested in two business development 
resources in China in 2014 and is in the  
process of establishing a wholly foreign  
owned enterprise (“WFOE”) in Shanghai in 
anticipation of investing further in the country.
Acquisitions
In line with the Group’s strategy, Keywords has 
taken advantage of the fragmented markets in 
which it operates to grow through a combination 
of acquisitions and continued organic growth. 
Liquid Violet (audio services), Babel Media 
(localisation, localisation testing and functional 
testing), Binari Sonori (localisation and audio)  
and Lakshya Digital (art creation services) were 
all acquired during 2014 – in January, February, 
May, and October respectively. In January  
2015, Alchemic Dream (customer support  
and community management) and Reverb 
(localisation and audio for Brazilian  
Portuguese) were added to the stable.
III II Strategic Report 14 KEYWORDS STUDIOS PLC
Chief Executive’s Review  
(continued)
6
Acquisitions across the global market 
since early 2014.
978
Average number of people on the 
payroll in 2014.
Results overview continued
The Group’s effective tax rate has increased  
in line with the increased proportion of profits 
earned in higher tax rate jurisdictions including 
Canada, US, Japan and Italy. The Group’s effective 
tax rate based on the KWS measured profit 
before taxation in the period (as set out on  
page 18) was 24.0% (2013: 16.0%).
Basic earnings per share for the year, before 
one-time costs of acquisitions and integration, 
share option charges, amortisation of intangibles, 
and foreign exchange movements, was 8.54c 
compared with 5.76c for 2013. After these items, 
the basic earnings per share from continuing 
operations was 4.94c (2013: 2.14c). 
Operational review
2013 and 2014 have been years in which the 
transition to the latest generation of games 
consoles have led to some unusual trading 
patterns. In 2014, as expected, activity in the 
final quarter of the year was atypically busy 
following a less active summer period as 
publishers of console games for the PS4 and 
Xbox One chose not to release a number of titles 
in the traditional Thanksgiving and Christmas 
holiday gifting period in favour of releasing in  
Q1 2015 to take advantage of the increased 
installed base of those consoles given the strong 
sale of those devices in the holiday period. 
Overall, the Company continued its strong 
performance achieving organic growth of 23% 
while more than doubling total revenues to 
€37.29m (2013: €16.18m) including the effect  
of acquisitions. The six acquisitions made to  
date have also broadened our range of services 
and further extended our geographical reach.
Localisation testing operations, which 
accounted for 39% of Group revenue, grew by 
58% to €14.66m (2013: €9.28m). This includes 
contribution from the acquisition of Babel Media 
in February 2014. Despite having experienced  
a significant reduction in volume from a major 
client which was not as active during this period, 
this service line continued its strong growth 
thanks to its market leading reputation and 
overall healthy demand from console and  
mobile games sectors. 
Our Functional testing service, which accounted 
for 13% of Group revenue in 2014 (2013: 2%),  
was transformed into a service line with critical 
mass through the acquisition of Babel Media  
where functional testing was a larger share of its 
overall activity. We achieved revenues of €4.99m 
(2013: €0.35m) undertaking significant projects 
for clients including Warner Bros., Carbine  
and Bioware. 
Localisation (translation) activities, including 
contributions from Binari Sonori which was 
acquired in May 2014, increased revenues by 125%, 
to €11.97m (2013: €5.32m) and accounted for 32% 
of Group revenue. Binari Sonori’s translation and 
audio business is focussed on the console game 
market particularly for large, high production value, 
AAA game titles. In contrast the core translation 
business at Keywords and at Babel derives the 
majority of its revenue from mobile, social and 
online games. The combination of these three 
businesses has resulted in the creation of the 
market leading video games localisation services 
supplier, well represented in all types of games.
Growth in our Audio activities of 311% to 
€5.08m (2013: €1.23m) was driven both by 
organic growth and the acquisitions of Liquid 
Violet and Binari Sonori in January and May  
2014 respectively, which both performed well 
following their acquisition. Voice recordings in 
video games add considerable depth to a game 
and are expected to continue to grow as the new 
generation of consoles provide more powerful 
processors and larger storage capabilities to 
enable richer gaming content than ever before. 
Similarly, smartphones are becoming increasing 
capable gaming platforms and the addition  
of voice content to games is a trend we also 
expect to see accelerate in mobile games.
Art creation services was added to our range  
of services through the acquisition of Lakshya 
Digital in October 2014 adding revenues of 
€0.61m in the last quarter. In the face of strong 
market demand for art creation services, we 
intend to invest in organic expansion and further 
acquisitions to build this service line to match 
those of our translation and testing businesses 
in the coming years.
As we grow, we have continued to invest in  
the infrastructure to support the larger Group.  
We have benefitted from some strong additions 
to our senior leadership team following the 
acquisitions made during the year. We expanded 
our sales support, growing from one dedicated 
business development executive in 2013 to  
eight in 2014. Investment in project management, 
workflow management and financial reporting 
continues as these tools are rolled out to support 
all operations in a centralised and consistent 
manner, facilitating strong management 
reporting and control.  15 ANNUAL REPORT AND ACCOUNTS 2014
2013 2014
12
15
3
9
6
0
€14.8
€9.3
2013 2014
5
4
6
1
3
2
0
€5.1
€1.2
2013 2014
10
8
12
2
6
4
0
€12.0
€5.3
2013 2014
4
5
1
3
2
0
€5.0
€0.3
2013 2014
0.6
0.8
0.2
0.4
0
€0.6
€Nil
GROWTH IN SERVICE LINE REVENUES
Localisation testing (m) 
€14.8m
h
58%
Functional testing (m) 
€5.0m
h
€4.7m
Localisation services (m)
€12m
h
125%
Audio/Voiceover services (m)
€5.1m
h
311%
Art creation services (m)
€0.6m
We also continue to invest in talent and our 
growth helps us to attract and retain talent,  
as candidates can see exciting opportunities  
for career progression throughout the Group.  
The Group employed an average of 978 people  
in 2014 (2013: 371).
Outlook
With the installed base for the new generation  
of consoles having reached what many believe to 
be the tipping point following the 2014 holiday 
season, 2015 is expected to be the first solid, 
post transition year in the console game sector 
and we are looking forward to returning to more 
normal trading patterns as a result. 
Strong demand at our recently acquired Lakshya 
Digital art outsourcing business will be met by 
investment in expanding its resource base in 
India as well as a small studio in Seattle to  
help manage and scale the business, while 
maintaining quality.
In January 2015, to better serve the multiplayer 
games segments, we opened a localisation  
and project management office in Barcelona in 
order to access local talent pools. This modest 
investment is already bearing fruit with some 
new client wins.
Entering 2015 with six lines of business, we feel 
confident that the synergies already experienced 
between the business units will continue to build 
through 2015 and beyond, as we continue to 
identify and convert cross selling opportunities. 
We expect to focus on opportunities to grow our 
newer service lines to achieve a good balance 
with our other business lines. In particular, the  
art outsourcing market is expected to yield some 
interesting acquisition candidates as we seek 
opportunities to extend our services in that  
area as well as broaden our geographic spread  
to better enable us to leverage the synergies 
with our other services. 
We will continue to manage our businesses in  
a lean and agile manner to optimise resourcing 
levels across the business and to leverage the 
benefits of centralised functions across a larger 
group while operating locally to our clients, 
enabling us to best interpret their needs. 2015 
will be another busy year for the Group as  
we make further progress with integrating 
acquisitions and realise the full year benefits  
of acquisitions made through 2014, whilst also 
driving growth both organically and through 
further selective acquisitions.
III II Strategic Report 16 KEYWORDS STUDIOS PLC
Chief Executive’s Review  
(continued)
Principal risks and uncertainties
Keywords is a fast growing but relatively small 
Group operating in a wide spread geography. The 
markets we operate in are fragmented in terms 
of the suppliers of services but our client base  
is relatively concentrated with a number of very 
large, global suppliers at the head and a large  
tail of small, independent developers. The market 
is highly dynamic, with technology, business 
models and consumer tastes evolving constantly. 
In this environment Keywords has the objective 
of becoming the leading global supplier of 
localisation, testing, audio and other related 
services to the industry and sees the following 
risks as it pursues this objective.
The Principal risks associated with the Group’s 
strategy can be divided into:
1. General business risks for any international 
company;
2. Industry related risks; and
3. Those specific to the Keywords Group and  
its strategy.
Beyond the general business risks associated 
with any international company, the principal 
risks related to the industry or more specifically 
to Keywords and its strategy, as identified by the 
management and the Board, are set out below:
A) External risks
Exposure to large customers: 
The Company’s client base principally comprises 
global game companies whose revenues are in 
the billions and hundreds of millions of Dollars. 
Our top five clients account for 49% (2013: 61%) 
of the company’s revenues. These companies 
have exacting standards and demand a high 
quality of service. Any failure in this regard  
or breakdown in the relationships at the top  
level could cause considerable damage to  
the business. The potential impact is partially 
mitigated through the company’s highly flexible 
resource base and its expansion continues to 
reduce its exposure to any single large client.
Confidence of the City and investors:
Keywords floated on AIM in July 2013 with an 
expressed set of objectives of growing the 
business organically and by acquisition. Should  
the Company lose the confidence of investors,  
the Company’s rating will suffer and this in turn 
will affect its ability to raise money for or place 
shares to pay for acquisitions. However, the 
Company makes every effort to communicate 
regularly with investors via announcements  
and face to face contact and this effective 
communication of how it continues to execute  
on its stated growth strategy and successfully 
integrate the businesses it acquires should 
continue to maintain the confidence of  
its investors.
Sudden business interruption:
Keywords is a global business and needs to 
minimise business interruptions and be able to 
continue servicing customers. This threat could  
be internal such as a major failure in its IT systems 
but also external such as the Group experienced 
and managed during the 2011 Japan earthquake 
and tsunami. The Group’s multiple, full service, 
delivery hubs provide for a good level of 
contingency and, supported by a solid business 
continuity plan and comprehensive insurance,  
the effects of such disasters can be managed.
B) Internal risks 
Security:
The industry requires the highest standards  
of security within a company offering services 
such as Keywords. Security breaches may lead  
to piracy, disruption of clients’ marketing plans, 
loss of competitive edge and could result in 
compensation claims. Keywords maintains 
physical and data security policies and 
procedures which are regularly audited  
by its larger clients.
Success of acquisitions: 
Keywords has embarked on an acquisition 
strategy to reinforce its global growth.  
Managing such acquisitions successfully  
and embedding the Keywords culture will be  
a crucial ingredient of success. Failure to do  
so will have adverse consequences such as 
management distraction, disposal and reduced 
profit. Whilst middle management is relatively 
inexperienced in this regard, this is mitigated by 
the considerable experience within the senior 
management team and across the Board. The 
group is actively involving middle management  
in the acquisition process to broaden the 
experience and our capabilities in executing  
and integrating acquisitions.
C) Financial risks
Adequate overseas financial controls: 
As a business like Keywords grows rapidly, global 
financial controls, and regular audits need to be  
in place to ensure smooth, timely and accurate 
reporting to satisfy the relevant accounting 
bodies to local branches as well as the Board. The 
Group has invested and continues to invest in its 
financial reporting functions to facilitate strong 
reporting and management control as it grows.
Andrew Day   
Chief Executive  
April 14, 2015 17 ANNUAL REPORT AND ACCOUNTS 2014
Financial and Operating Review
Group performance
2014 was a year of profitable growth and 
expansion for the Group. This has been achieved 
against the backdrop of a games market which 
was unexpectedly quiet in the first half of the 
year due to a lull following the intense activity 
that accompanied the launch of the Xbox One 
and PlayStation 4 consoles in November 2013, 
and the consequent launches of a significant 
number of larger console titles being moved  
from the pre-Christmas trading period to the  
first quarter of 2015. This created a busier 
fourth quarter of the year, as foreseen at  
the time of the Company’s interim results.
The original core service lines continued to grow 
strongly and were strengthened significantly  
by the acquisition of Babel Media Group, Binari 
Sonori and Liquid Violet. In addition the Group 
began its diversification in to the video game  
art outsourcing market, in line with its stated 
strategy, with the acquisition of Lakshya Digital 
in October 2014. 
Keywords geographic reach continued to grow 
through the opening of the Keywords’ Singapore 
studio, and through acquisitions in New Delhi, 
Pune, Los Angeles, London and Milan. 
Revenue
Revenue for 2014 was up 130% at €37.3m 
(2013: €16.2m) due to both organic growth and 
acquisitions. The organic growth rate, excluding 
all acquisitions, was up 23% which was very 
encouraging considering the market conditions 
encountered in the first half of 2014.
Revenue mix
Revenues increased across all lines of business in 
2014, both organically and through acquisitions, 
compared with 2013. 
The new acquisitions have improved the balance 
of the sales mix considerably. The Group’s 
dependence on localisation testing has been 
reduced to 39.3% of sales in 2014 from 57.4%  
in 2013. Localisation testing services grew 
strongly by 58% with sales of €14.7m in 2014 
(2013: €9.3m), in part due to additional services 
from Babel Media and the increased number of 
console titles launched in 2014 and early 2015 
compared to 2013.
The acquisition of Babel Media has markedly 
strengthened functional testing with sales of 
€5.0m (2013: €0.3m) which represented 13.4% 
of Group sales (2013: 2.2%). Audio services 
revenue quadrupled to €5.1m in 2014 (2013: 
€1.2m), reflecting the acquisitions of Binari 
Sonori and Liquid Violet. As a result audio 
services have grown to represent 13.6% of  
Group sales, up from 7.7% in 2013. Lakshya, 
which was acquired in October 2014, delivered 
€0.6m in sales for our new Art Creation services 
line, which accounted for 1.6% of Group sales  
but will become a larger part of the sales mix 
next year.
Localisation services revenue grew by 125% to 
€12.0m (2013: €5.3m), and continued to make  
up a stable proportion of Group revenues at 32% 
(2013: 32.8%). This was due to the 40% organic 
growth delivered by the existing Keywords 
business, in addition to the contributions from 
Binari Sonori, and to a lesser extent, Babel Media. 
The acquisitions and the opening of the 
Singapore studio during the period have greatly 
increased the Group’s presence in North America 
and in Asia. The sales mix by region based on the 
Group’s operational jurisdictions are as follows:
Year ended  
31 December 
2014 
%
Year ended 
31 December 
2013 
%
Europe 46 69
Asia 9 7
North America 45 24
100 100
Gross margin 
Gross profit for the year was €12.7m (2013 of 
€5.6m). The gross margin percentage reduced 
very slightly to 34.1% (2013: 34.7%). The most 
significant impact on the gross margin in 2014 
was as a result of the increase in functional 
testing as a proportion of Group sales, as it 
commands a lower gross margin than the  
Group’s other services. This was partially  
offset by a small positive effect from the larger 
weighting of Audio services following the 
acquisitions of Binari Sonori and Liquid Violet.
Operating profit (“EBITDA”)
EBITDA is a measure of operating profit used  
by the Board, which excludes depreciation, 
amortisation, share option expenses and 
one-time costs related to merger and acquisitions 
and to the IPO. For 2014, EBITDA increased 123% 
to €6.02m, compared with €2.69m for 2013. 
Strong balance sheet 
for further growth 
III II Strategic Report 18 KEYWORDS STUDIOS PLC
Operating profit (“EBITDA”) continued
Operating Profit and Adjusted Profit Before 
Tax for Year Ended 31 December 2014
Year ended  
2014 
€’000s
Year ended  
2013 
€’000s
Statutory profit before tax 3,436 1,158 
Add back costs excluded 
from Group’s measure of PBT 1,618 1,296 
KWS measured profit 
before tax 5,054 2,454 
Add back depreciation  
and interest 964 238 
Earnings before interest, 
tax, depreciation and 
amortisation 6,018 2,692 
Details of costs excluded 
from Group’s measure  
of PBT
Costs of acquisition  
and integration 1,461 –
Costs of Initial  
Public Offering – 1,124 
Share option expense 156 71 
Foreign exchange loss/(gain) (467) 101
Amortisation of intangibles 468 –
1,618 1,296 
During the year there was some restructuring  
of some of the newly acquired entities in order  
to cut costs and to realise synergies over time. 
Operating expenses excluding depreciation, 
increased by €3.78m to €6.70m (2013: €2.92m) 
mainly due to the new acquisitions and the 
opening of the Singapore studio but these  
costs decreased slightly as a percentage of  
sales from 18.1% to 18.0% of sales. 
Net finance costs
During 2014 there was net finance income of 
€0.36m compared to an expense of €0.07m  
in 2013 primarily due to the impact of foreign 
exchange gains. Foreign exchange gains of 
€0.5m (2013: loss of €0.1m) on translation were 
created mainly due to the weakening of the Euro 
against Sterling, Canadian Dollar and US Dollar. 
The interest expense of €0.06m (2013: nil) is 
largely due to the interest on certain finance 
leases which exist within Babel Media.
Adjusted Profit before Tax
Adjusted Profit before Tax is a measure of 
profitability of the business used by the Board to 
measure the more meaningful underlying profit 
generation of the Group. This measure excludes 
one-time expenses, such as the expenses of the 
IPO, and also share option expenses and foreign 
currency gains or losses. Adjusted profit before 
tax for 2014 was €5.05m compared with €2.45m 
in 2013.
Taxation
The Group’s effective tax rate has increased  
in line with the increased proportion of profits 
earned in higher tax rate jurisdictions including 
Canada, US, Japan and Italy. The Group’s effective 
tax rate based on the KWS measured profit 
before taxation in the period (as set out in  
the previous table) was 24.0% (2013: 16.0%). 
Basic earnings per share
Basic earnings per share for the year, before 
one-time costs of acquisitions and integration, 
share option charges, amortisation of intangibles, 
and foreign exchange movements, was 8.54c 
compared with 5.76c for 2013 which excluded 
the one time IPO costs as well. Basic earnings  
per share based on the statutory profit after  
tax was 4.94c (2013: 2.14c).
Cash flow and debt
The Group continues to operate without any 
financing debt. The Group generated operating 
cash of €1.90m for the year, compared with 
€2.29m for 2013. However, during the year, the 
Group also accumulated multimedia tax credits  
in Quebec of €1.4m (2013: €0.15m) which will  
be claimed during 2015. The total multimedia  
tax credit accrual amounted to €3.0m as at 
December 31, 2014. 
The Group made four acquisitions to strengthen 
the business during the year with a net cash 
outflow on consideration payments of €8.9m, 
€3.0m repayments of borrowings in Babel and  
an additional €1.5m in acquisition expenses and 
integration expenses. Investment in fixed assets 
amounted to €1.3m (2013: €0.39m) reflecting 
the cost of bringing the Babel Media and KWS 
Montreal operations together into one facility, 
relocating Babel Media India to the Lakshya 
studio in Gurgaon and fitting out the Singapore 
office. Additionally, there was ongoing purchases 
of games testing equipment.
The issue of new shares via a Placing in May 
generated net proceeds of €7.3m. In 2013 the 
issue of new shares in the IPO generated gross 
proceeds of €11.6m. Expenses related to the  
IPO in 2013 amounted to €1.40m, of which 
€0.3m was capitalised against share premium.
Cash and cash equivalents decreased from 
€15.3m to €11.01m excluding accrued 
multimedia tax credits of €3.0m (2013: €0.2m).
Foreign exchange
Keywords does not hedge foreign currency profit 
and loss translation exposures. The Group’s 
results are, therefore, effected by movements in 
exchange rates and the foreign gains and losses 
incurred during the year are set out in the net 
finance costs section above.
Dividend
The Company has a progressive dividend policy, 
subject to the retention of funds needed to fund 
future growth of the Group’s business and its 
strategic aims. 
Following the interim dividend payment of  
0.36p per share on October 22, 2014, the Board 
recommends a final dividend of 0.74p per share, 
which will make the total dividend for the year 
ending December 31, 2014 1.10p per share, a 
10% increase over 2013. Subject to shareholder 
approval at the Annual General meeting, the  
final dividend will be paid on June 26, 2015 to  
all shareholders on the register at June 5, 2015.  
The final proposed dividend will cost an 
estimated €443,200.
Events after the reporting period
On March 26, 2015 the government of Quebec 
announced in their budget the reversal of the 
earlier reduction of their multimedia tax credits 
from 37.5% of the cost of qualifying labour to 
30%, with immediate effect.
On January 20, 2015 the Company agreed with 
the selling shareholders of Binari Sonori S.R.L.  
to vary the terms of the acquisition agreement 
bringing to a close the earn out conditions 12 
months earlier than originally agreed and thereby 
integrate the businesses more closely with  
the rest of the Group. Under the terms of the 
acquisition, deferred consideration of no more 
than €4.0m could have been payable calculated 
by reference to the profit before interest and  
tax of Binari Sonori in the years to December 31, 
2014 and December 31, 2015. Under the terms 
of the agreement, the Company agreed to  
pay to the selling shareholders total deferred 
consideration of €300,000 which has been 
satisfied by the issue of 158,250 new ordinary 
shares of Keywords at a price of 145.47 pence 
per share. 
On January 18, 2015 the Company acquired the 
entire issued share capital of Reverb Localização 
– Preparação de Documentos Ltda (“Reverb”),  
a company registered in Brazil. Reverb provides 
localisation and audio management services for 
Brazilian Portuguese for some of the leading 
games publishers. 
Financial and Operating Review  
(continued) 19 ANNUAL REPORT AND ACCOUNTS 2014
Under the terms of the agreement, a total 
consideration of up to €300,000 is to be paid  
in cash to the sellers.
On January 9, 2015, the Directors incorporated 
Keywords International Barcelona SL, a company 
registered in Spain, as part of the Group’s 
continuing geographic expansion.
On January 6, 2015 the Company acquired the 
entire issued share capital of Alchemic Dream Inc., 
a company registered in Canada. Alchemic Dream 
specialises in providing cost effective and flexible 
customer care services to the video game 
publishers. Under the terms of the agreement, 
which is expected to be earnings enhancing,  
a maximum total consideration of CAD$1.25m  
in cash will be paid to the sellers dependent on 
certain closing balance sheet related adjustments 
which are still to be calculated.
On December 17 , 2014 an employee benefit  
trust (“EBT”) was set up, in which to “warehouse” 
Keywords Studios shares in preparation for the 
exercise of options and the vesting of awards  
in the future. The EBT was created to allow the 
flexibility to issue grants of options and awards 
which exceed the 5% issued share capital of the 
Company. In the current year to date 200,000 
ordinary shares of Keywords at a price of 145.00 
pence have been bought by the EBT at a gross 
cost of €372,320.
Key performance indicators
We monitor our financial performance against a 
number of different benchmarks. These are set in 
agreement with the Board and used to evaluate 
progress against our strategy.
Financial performance is measured by: 
Revenue Growth 
Revenue Growth is measured by line of business 
and overall against the Board’s strategic goal to 
grow organically and by acquisition.
Gross Profit
Gross Profit is a key measure of the Group’s 
pricing strategies, use of resources and its  
ability to optimise resource utilisation.
Overhead costs by location
The Board monitors the overheads to ensure the 
costs in each location are in line with the level of 
business being generated.
Adjusted EBITDA Margin
The Board uses an adjusted measure of EBITDA 
to monitor the performance of the Group. This 
measure excludes foreign exchange gains or 
losses, any one-time expenses and the cost  
of employee share option awards.
Adjusted Operating Profit Margin
The Board also uses an adjusted measure of 
operating profit to monitor the performance of 
the Group. This measure similarly excludes foreign 
exchange gains or losses, any one time expenses, 
and the cost of employee share option awards.
Non-financial performance is measured by: 
Resource deployment
The Board reviews the efficiency at which the 
Group is deploying its staff resources to ensure 
optimum staffing strategies and utilisation rates 
are being deployed.
Business won/lost
The Board reviews the levels of new business 
won and lost, and monitors the reasons for both, 
to ensure that the services being offered to the 
market are appropriately priced and relevant.
Andrew Lawton
Chief Financial Officer
April 14, 2015
III II Strategic Report 20 KEYWORDS STUDIOS PLC
Board of Directors
Ross Graham (67)
Independent Non-Executive Director  
and Chairman
Ross Graham has extensive executive and 
non-executive experience in the technology 
sector. He worked from 1987 to 2003 at  
Misys plc, a global financial software product  
and solutions provider. He joined Misys as 
Finance Director upon its flotation, latterly 
becoming corporate development director,  
where he played a key role in developing and 
implementing its acquisition strategy. Ross  
also held a non-executive directorship at Psion 
plc from 2005 until 2012 when that company 
was successfully sold to Motorola Solutions Inc. 
During his time at Psion, he held various roles 
including the senior independent directorship 
and chairman of the audit and remuneration 
committees. He was also a non-executive 
director at Wolfson Microelectronics Plc and  
was previously senior independent director and 
the audit committee chairman prior to its sale  
to Cirrus Logic Inc. last year. Ross qualified as a 
chartered accountant with Arthur Young in 1969 
and was made a partner of that firm in 1981. 
He is a Fellow of the Institute of Chartered 
Accountants of England & Wales. Ross was 
appointed Director and Chairman of Keywords 
prior to the flotation in July 2013.
Andrew Day (51)
Group Chief Executive Officer 
Andrew has a background in technology, 
manufacturing and business services  
through corporate development and general 
management roles within both publicly quoted 
and private companies. Andrew started his  
career in 1983 at Rothmans International PLC  
in production management. From 1986 to 1993 
he had responsibility for corporate development 
activities at Britannia Security Group PLC, TIP 
Europe PLC and Brent International PLC before 
holding the position of Divisional Managing 
Director at Brent International PLC for six  
years. Andrew was Chief Executive Officer of 
interactive retail software developer, Unipower 
Solutions and Head of Retail and CPG for EMEA 
at NYSE listed advanced analytics business, FICO, 
before joining Keywords as its Chief Executive 
Officer in April 2009. 
Andrew Lawton (52)
Group Finance Director 
Andrew Lawton has extensive experience  
within the video games industry, FMCG and 
multi-site retail. He was previously CFO of  
the fast growing international business, Sony 
Computer Entertainment Europe where he  
joined as a founding member of the PlayStation 
business in 1994 and supported its growth  
to over €3bn and 1000 employees. In addition  
to providing strong financial management,  
his previous responsibilities have been broad-
ranging, including Finance, IT, Digital Operations 
and Business Transformation. Andrew was 
appointed to the role of Group Finance Director  
in July 2014. He is a Member of the Institute  
of Chartered Accountants. 21 ANNUAL REPORT AND ACCOUNTS 2014
David Reeves (67)
Independent Non-Executive Director
David has spent over 30 years in management 
roles within multinational companies. He began 
his career as an operational research consultant 
before moving overseas with RJ Reynolds 
Nabisco where he worked from 1979 to 1991, 
becoming the Marketing Director in 1986 and 
Worldwide Marketing Director in 1989. In 1991, 
David served as the General Manager and Vice 
President of Marketing in Tokyo for Mitsubishi 
Shoji JV Technology Company. David has 
considerable experience in the computer 
entertainment industry. David was the Managing 
Director for Sony Computer Entertainment 
(PlayStation) from 1995 until his appointment  
as its Executive Vice President in 1999 and 
President in 2003. Throughout his career,  
David has developed knowledge of the various 
working styles of European, American and Asian 
corporations. He was appointed to the Board  
of Keywords Studios Limited on May 29, 2013.
Giorgio Guastalla (45)
Non-Executive Director
Giorgio Guastalla is co-founder of Keywords.  
Prior to establishing Keywords in Ireland in  
1998, Giorgio held various positions in marketing 
and IT at Brent International PLC based in the US, 
Spain, UK and France. In 2002 Giorgio founded 
Italicatessen Ltd., a company operating in the 
food sector. Giorgio was CEO of Keywords until 
2009 before concentrating on his other business 
interests and moving to a non-executive Director 
role at Keywords Studios.
III I Governance Report 22 KEYWORDS STUDIOS PLC
The Directors present the annual report together with the audited consolidated financial statements for the year ended December 31, 2014.
Disclaimer
The purpose of this Annual Report and Financial Statements is to provide information to the members of the Company. The Annual Report and Financial 
Statements have been prepared for, and only for, the members of the Company, as a body, and no other persons. The Company, it’s Directors and 
employees, agents or advisers do not accept or assume responsibility to any other person to whom this document is shown or into whose hands  
it may come and any such responsibility or liability is expressly disclaimed.
The Annual Report and Financial Statements contain certain forward-looking statements with respect to the operations, performance and financial 
condition of the Group. By their nature, these statements involve uncertainty since future events and circumstances can cause results and developments 
to differ materially from those anticipated. The forward-looking statements reflect knowledge and information available at the date of preparation of this 
Annual Report and Financial Statements and the Company undertakes no obligation to update these forward-looking statements. Nothing in this Annual 
Report and Financial Statements should be construed as a profit forecast. 
Results and dividends
The results for the year are set out on page 13. Dividends paid and proposed are set out on page 44. The Board is proposing a final dividend of 0.74p per share 
following the payment of an interim dividend of 0.36p per share on October 21, 2014. The proposed total dividend for the year is therefore 1.1p per share.
Directors and changes to the Board
The Company was formed on May 29, 2013, when Andrew Day, David O’Connor, David Reeves and Giorgio Guastalla were appointed to the Board.  
Ross Graham was appointed to the Board on July 8, 2013. 
During the year David O’Connor resigned from the Board on July 31, 2014 and Andrew Lawton was appointed as Group Finance Director after joining the 
Board on July 1, 2014. Details of members of the Board at December 31, 2014 are set out on page 21.
Going concern
In view of the Group’s resources, cash at December 31, 2014 of €11.01m, free cash flow in 2014 of €1.90m, results of operations, excluding acquisition and 
integration costs, and the overall financial condition of the Group, the Directors have reasonable expectation that the Group has adequate resources to 
continue in operation for the foreseeable future. For this reason, the Directors continue to adopt the going concern basis in preparing the financial statements.
Political donations
No political donations were made in the year.
Directors and their interests
A list of Directors, their interests in the ordinary share capital of the Company, their interests in its long-term performance share plan and details of their 
options over the ordinary share capital of the Company are given in the Directors’ remuneration report on page 25. No director had a material interest in any 
significant contract, other than a service contract or contract for services, with the Company or any of its operating companies at any time during the year.
The names of all persons who, at the year end, were Directors of the Company can be found on page 21 under The Board of Directors.
Corporate Governance
Compliance with UK Corporate Governance Code
Keywords is committed to high standards of corporate governance throughout the Group. As a company whose shares are traded on AIM, it is not required 
to comply with all the requirements of the UK Corporate Governance Code 2012 (“the Code”). However, the Board recognises the importance of, and is 
committed to, ensuring that effective corporate governance procedures are in place as appropriate for a public company of its size and complexity and  
in the light of the risks and challenges it faces. 
The Group’s corporate governance arrangements are set out below:
The Board
The Board is comprised of two Executive and three Non-Executive Directors. The Board considers that Ross Graham and David Reeves are independent  
in character and judgement and that there are no relationships or circumstances which are likely to affect their independent judgement.
The Board is responsible for the overall management of Keywords, our strategy and long-term objectives. It provides leadership to Keywords having 
regard to the interests of shareholders and other stakeholders.
Audit Committee
The Audit Committee is chaired by David Reeves. Ross Graham is the other Committee member. The Audit Committee is responsible for assisting the Board 
in fulfilling its financial and risk responsibilities. The Audit Committee oversees our financial reporting, risk management and internal control procedures, 
and reviews the work of external auditors.
Directors’ Report 23 ANNUAL REPORT AND ACCOUNTS 2014
Remuneration Committee
The Remuneration Committee is responsible for determining the remuneration of the Chairman, executive Directors, the Company Secretary and senior 
executives of Keywords.
For further information please see pages 25 and 26.
Internal controls and risk management
The Board has overall responsibility for the Group’s system of internal controls. The system is designed to manage, rather than eliminate the risk of failure 
to achieve business objectives, and can only provide reasonable assurance against material misstatement or loss.
The Directors believe that the Group has internal control systems in place appropriate to the size and nature of the business. The key elements are:
• Group Board meetings, at a minimum of eight times per year, with reports from and discussions with senior executives on performance and key risk 
areas in the business;
• monthly financial reporting, for the Group and for each subsidiary, of actual performance compared to budget and the prior year;
• annual budget setting; and
• a defined organisational structure with appropriate delegation of authority.
The Board also receives a report from the external auditor on matters identified in the course of the statutory audit.
Substantial shareholdings
At December 31, 2014, the Company had been notified, in accordance with the Disclosure and Transparency Rules, of the following interests in its ordinary 
share capital:
Name Shares %
P.E.Q. Holdings Limited 11,978,736 25.4
Andrew Day 5,296,573 11.2
Schroders Investment Management 3,874,843 8.2
Liontrust Asset Management 3,805,839 8.1
Artemis Investment Management 3,250,000 6.9
Legal & General Investment Management 2,830,000 6.0
Invesco Perpetual 2,621,035 5.6
Hargreave Hale 2,200,000 4.7
Kabouter Management 1,900,000 4.0
Future developments
Important events since the financial year end are described on page 15 of the Chief Executive’s Review and future developments are described in the 
strategy section of the Strategic Report on page 6.
People and organisation
Keywords is, and always has been, dependent on the quality and commitment of its entire staff to provide and maintain the high levels of services 
expected by the Group’s clients. 
The average headcount reached 978 for 2014 with peak employment of 1,245 in November 2014. Keywords permanent staff complement averaged  
345 during 2014. This permanent headcount is supplemented with employees on short-term contracts as activity changes throughout the year.
The Group continues to give full and fair consideration to applications for employment made by disabled persons, having regard to their respective 
aptitudes and abilities. The policy includes, where practicable, the continued employment of those who may become disabled during their employment  
and the provision of training and career development and promotion, where appropriate. The Group has continued its policy of employee involvement  
by making information available to employees on matters of concern to them. Many employees are stakeholders in the Company through participation  
in share option schemes and a long-term performance share plan. 
The Group has not disclosed further details on employment of disabled persons or employee involvement as it has less than 250 employees within the UK.
Corporate responsibility
Keywords seeks to be a socially responsible Group which has a positive impact on the communities it operates in. By the nature of the business, we employ 
a diverse workforce, with many nationalities. No discrimination is tolerated, and we endeavour to give all employees the opportunity to develop their 
capabilities. We provide an excellent working environment, the latest technology and appropriate training.
Statement of Directors’ responsibilities
The Directors are responsible for preparing the Annual Report and Financial Statements.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group and 
Company financial statements in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union (“EU”). 
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 Company and the Group 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.
III I Governance Report 24 KEYWORDS STUDIOS PLC
Statement of Directors’ responsibilities continued
In preparing these financial statements the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether IFRS as adopted by the EU have been followed, subject to any material departures disclosed and explained in the Group and Company 
financial statements respectively; and
• prepare the financial statements on a going concern basis, unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose 
with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements and 
the Directors’ remuneration report comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the 
Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors as at the date of this report, whose names and functions are listed in the Board of Directors on page 21, confirm that:
• do far as the Director is aware, there is no relevant audit information of which the Company’s auditors are unaware; and
• the Director has taken all the steps that he or she ought to have taken as a Director in order to make himself/herself aware of any relevant audit 
information and to establish that the Company’s auditors are aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.
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 websites 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 websites is the responsibility of  
the Directors. The Directors’ responsibility also extends to the ongoing integrity of the financial statements contained therein.
By order of the Board
Andrew Lawton
Company Secretary
April 14, 2015
Directors’ Report
(continued) 25 ANNUAL REPORT AND ACCOUNTS 2014
Directors’ Remuneration Report
Dear fellow shareholder,
It is my pleasure to present the Directors’ remuneration report for the period ended December 31, 2014.
It is my hope that you find this a clear and comprehensive report and I look forward to hearing the views of our investors on the information presented 
here over the coming months. We will carefully monitor emerging practice in this area as well as guidance from investor representative groups.
We operate a simple remuneration structure made up of base salary and benefits, a bonus plan and share option scheme, and a long-term incentive plan, 
which provide a clear link between pay and our key strategic priorities.
The Board of Directors
The Board of Directors have a duty to act in the best interests of their shareholders when determining remuneration. It is their responsibility to promote 
the long-term success of the company while also considering the employees, suppliers, customers and other external factors which may be impacted by 
remuneration decisions.
Executive Directors will be responsible for developing and implementing remuneration strategy for the Group. Non-Executive Directors will be responsible 
for constructively reviewing and contributing to this strategy.
The Remuneration Committee
The members of the Remuneration Committee are Giorgio Guastalla (committee Chairman), David Reeves and Ross Graham. The members are all 
Non-Executive Directors.
The remit of the Committee is primarily to determine and agree with the Board the framework or broad policy for the remuneration of the Company’s 
Executive Directors, and if required by the Board, the Senior Management of the Group. 
Non-Executive Directors, who are the members of the remuneration committee, should oversee Executive remuneration. The remuneration of the 
Chairman of the Board is determined by the Remuneration Committee. The remuneration of the Non-Executives is a matter for the Executive member  
of the Board in conjunction with the committee Chairman. 
No Director or Senior Manager is involved in any discussion or decision about his own remuneration.
The Remuneration Committee consists of Non-Executive Directors all of whom are independent with no personal financial interest, other than as shareholders, 
in the decisions of the Committee. The remuneration committee secretary will be the company human resource manager. By invitation, other members of the 
Board may attend the Committee’s meetings. 
Meetings
The Remuneration Committee is planned to meet at least three times a year. In the year ended December 31, 2014, the remuneration committee met  
on four occasions.
Directors’ emoluments and pension contributions
The aggregate remuneration for the Directors of the Company, for service in all capacities for the period year ended December 31, 2014 was €510,128 
(2013: €197 ,965). The period was from incorporation in July, 2013 to the end of the year. The remunerations of individual Directors were as follows.
2014 2013
Salary  
or fees  
€
Bonus 
€
Pension 
€
Share  
options 
€
Total  
€
Salary  
or fees 
€
Bonus 
€
Pension 
€
Share  
options 
€
Total 
€
Andrew Day 125,056 62,500 – 28,043 215,599 62,500 – – 9,005 71,505
David O’Connor 56,817 – – – 56,817 47,500 – – 5,260 52,760
David Reeves 55,965 – – – 55,965 26,407 – – – 26,407
Giorgio Guastalla 43,383 – – – 43,383 24,070 – – – 24,070
Ross Graham 57,948 – – – 57,948 23,223 – – – 23,223
Andrew Lawton 54,910 16,537 – 8,969 80,416 – – – – –
394,079 79,037 – 37,012 510,128 183,700 – – 14,265 197,965
III I Governance Report 26 KEYWORDS STUDIOS PLC
Directors’ interest in shares
The interests of each person who was a director of the Company as at December 31, 2014 (together with interests held by his or her connected persons) were:
2014 
Number
2013 
Number
Giorgio Guastalla
5
10,780,862 10,780,862
Andrew Day 5,296,573 5,296,573
David Reeves 16,260 16,260
David O’Connor
6
– 12,195
Ross Graham 30,490 –
16,124,185 16,105,890
5 Giorgio Guastalla’s indirect shareholding arises out of his 90% holding in P.E.Q. Holdings Limited.
6 David O’Connor resigned as a director on July 31, 2014.
The outstanding awards granted to each director of the Company are as follows.
Long-Term Investment Plan
Start of year 
Number
Awarded 
Number
Vested 
Number
Lapsed 
Number
End of year 
Number
Vesting 
date 
Andrew Day 86,593 – – – 86,593 July 12, 2016
David O’Connor 65,811 – – 65,811 – –
Andrew Lawton – 50,000 – – 50,000 July 3, 2017
152,404 50,000 – 65,811 136,593 –
Share Option Plan
Start of year 
Number
Awarded 
Number
Vested 
Number
Lapsed 
Number
End of year 
Number
Vesting 
date
Andrew Day 21,167 – – – 21,167 July 12, 2015
21,167 – – – 21,167 July 12, 2016
21,168 – – – 21,168 July 12, 2017
63,502 – – – 63,502 –
David O’Connor 4,490 – – 4,490 – –
4,490 – – 4,490 – –
4,490 – – 4,490 – –
13,470 – – 13,470 – –
76,972 – – 13,470 63,502 –
Awards of shares will vest on the dates shown. In the event that a director ceases to be an employee of the Group for reasons other than death, 
retirement, redundancy, injury, ill-health or disability before the vesting date, then the rights to the award will lapse, unless the Remuneration  
Committee recommend otherwise.
Awards are subject to further performance conditions once granted.
Transactions with Directors
During the year, there were no material transactions between the Company and the Directors, other than their emoluments.
All transactions between the Group and the Directors are set out in the notes to the financial statements, including Note 24 on related party transactions.
Giorgio Guastalla
Chairman of the Remuneration Committee
Directors’ Remuneration Report
(continued) 27 ANNUAL REPORT AND ACCOUNTS 2014
Directors’ Remuneration Policy Report
The Committee reserves the right to make any remuneration payments and payments for loss of office, notwithstanding that they are not in line with the 
policy set out below, where the terms of the payment were agreed (i) before the policy came into effect or (ii) at a time when the relevant individual was 
not a director of the Company and, in the opinion of the Committee, the payment was not in consideration for the individual becoming a director of the 
Company. For these purposes “payments” includes the Committee satisfying awards of variable remuneration and, in relation to an award over shares,  
the terms of the payment are “agreed” at the time the award is granted.
The Remuneration Committee determines the Company’s policy on executive directors’ and if required, senior management remuneration. The objectives 
of this policy are:
• to reward executive directors and senior management in a manner that ensures that they are properly incentivised and motivated to perform in the 
best interests of shareholders; 
• to provide a level of remuneration required to attract and retain high calibre executive directors and senior management;
• to encourage value creation through consistent and transparent alignment with the agreed company strategy;
• the Remuneration Committee takes into account the performance of the individual, comparisons with peer company companies and reports from 
external independent consultants. The experience of the individual and his/ her level of responsibility are also taken into account;
• ensuring the total remuneration packages awarded to executive directors comprise of both performance-related and non-performance-related 
remuneration, designed to motivate the individual, align interests with shareholders and comply with corporate governance best practice; and
• to ensure that any remuneration awarded is deserved and is aligned to the shareholders’ interests. 
Remuneration components
Various remuneration components are combined to ensure an appropriate and balanced remuneration package that reflects the business unit,  
the employee’s position in the company and professional activity as well as market practice. 
The remuneration components are comprised of the following elements:
• Fixed remuneration (basic salary);
• Performance-based remuneration (variable salary); 
• Pension schemes; 
• Other benefits; and 
• LTIP (long-term incentive plan).
For Non-Executive Directors there is only one component, a base fee.
Basic salaries and benefits
Basic salaries should initially be determined to reflect first the role and the responsibility of the individual within that role while also upholding the 
principle of paying no more than is necessary.
The basic salaries of executive directors and senior management are reviewed annually having regard to personal performance, company performance, 
significant changes in their responsibilities and competitive market practice.
Any increases in basic salary should be disclosed and justified. 
Performance bonus
Under current arrangements, which will be reviewed annually by the Remuneration Committee, executive directors and senior management are eligible  
to participate in a bonus scheme. The bonus amount is a percentage of salary ranging from 20% to 50%, which is subject to the attainment of specific 
targets set for each individual. The portion of bonus earned in any one year depends on the Remuneration Committee’s assessment of each individual’s 
performance and the overall performance of the Company against predetermined turnover and profitability targets for the year. 
Performance targets are weighted 80 per cent towards the Company’s financial performance and 20 per cent towards personal performance.  
The Remuneration Committee will review targets and the weighting of performance measures each year. 
The bonus may not exceed the agreed percentage of the fixed salary, which level can only be achieved at a weighted target achievement of 100 per cent. 
Furthermore, the bonus will be cancelled at a weighted target achievement of less than 80 per cent.
Pension entitlements
The Company does not operate any pension scheme or make pension provision for non-executive directors. At the discretion of the remuneration 
committee the executive directors and senior management may participate in a pension scheme facilitated by the Company. 
Benefits
During the period since incorporation, the Company did not contribute to any Employment related benefits. 
Share options
Share option programmes are in place for permanent members of staff, including the Senior Management. The focus of the share option programmes is to 
retain and create long-term shareholder value. The intention of such grants is to ensure value creation and fulfilment of the company’s long-term goals. 
III I Governance Report 28 KEYWORDS STUDIOS PLC
Long-Term Incentive Plan (LTIP)
The purpose of the LTIP is to incentivise delivery against total shareholder return. Share awards further the alignment of executives’ and shareholders’ interests.
LTIP grants can be made annually to a range of senior employees across the Company. Awards are made in the form of share options which vest subject to 
performance conditions. Performance conditions are measured over three financial years and are not retested. Conditions are reviewed annually.
Leaver treatment
Fair treatment will be extended to departing executives. Executives who resign or are dismissed for cause are, by default, not eligible for an annual bonus 
if they have left or are under notice at date of payment, and forfeit all LTIP shares.
At the Committee’s discretion good leavers (normally including such circumstances as retirement, death, disability, and redundancy) may be eligible for  
an annual bonus for the proportion of the bonus year served. However performance will be tested in line with the normal performance schedule. 
Directors’ Remuneration Policy Report
(continued) 29 ANNUAL REPORT AND ACCOUNTS 2014
We have audited the financial statements of Keywords Studios plc for the year ended December 31, 2014 which comprise the Group and Parent Company 
Statements of Financial Position, the Group and Parent Company Statements of Comprehensive Income, the Group and Parent Company Statements of 
Cash Flow, the Group and Parent Company Statements of Changes in Equity, the related notes and the Directors Remuneration Report. The financial 
reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) 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, 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 audit work, for this report or for opinions we have formed.
Respective responsibilities of Directors and Auditor
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 company financial statements in accordance with 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 and company 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 company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose 
with reasonable accuracy at any time the financial position of the 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 company 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 company’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 company’s website is the responsibility of  
the Directors. The Directors’ responsibility also extends to the ongoing integrity of the financial statements contained therein.
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 Auditing Practices Board’s (APB’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 of the parent company’s affairs as at December 31, 2014 and of  
the Group’s and the parent company’s profit for the period 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 the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are prepared 
is consistent with the financial statements.
Independent Auditor’s Report
to the Members of Keywords Studios plc
III I Governance Report 30 KEYWORDS STUDIOS PLC
Matters on which we are required to report by exception
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.
Teresa Morahan (Senior statutory auditor)     
for and on behalf of BDO, Statutory Auditor
Mercer Street Lower
Dublin 2
Ireland
April 14, 2015
Independent Auditor’s Report (continued)
to the Members of Keywords Studios plc 31 ANNUAL REPORT AND ACCOUNTS 2014
Years ended 31 December
Note
2014  
€
2013 Restated  
€
Revenues 4 37,293,179 16,184,611
Other operating costs (25,980,943) (10,721,956)
Multimedia tax credits 1,413,038 152,260
Gross Profit 12,725,274 5,614,915
Other administration expenses (7 ,566,240) (3,196,156)
Costs of Initial Public Offering – (1,123,566)
Share option expense (156,000) (70,755)
Costs of acquisitions and integration (1,461,054) –
Amortisation of intangible assets (467,786) –
Administrative expenses (9,651,080) (4,390,477)
Operating profit 5 3,074,194 1,224,438
Financing income 6 516,028 59,335
Financing cost 6 (154,662) (125,710)
Profit before taxation 3,435,560 1,158,063
Tax expense 7 (1,215,373) (393,720)
Profit for the year 2,220,187 764,343
Other comprehensive income:
Exchange (losses)/gains on translation of foreign operations (287,970) 84,591
Total comprehensive income for the year attributable to the owners of the parent 1,932,217 848,934
Earnings per share Note Euro cent Euro cent
Basic earnings per ordinary share (Euro cent) 9 4.94 2.14
Diluted earnings per ordinary share (Euro cent) 9 4.93 2.12
The notes on pages 38 to 62 form an integral part of these consolidated financial statements.
On behalf of the Board 
 
Andrew Day
Director
April 14, 2015
Consolidated Statement of Comprehensive Income
Andrew Lawton
Director
II I Financial Statements 32 KEYWORDS STUDIOS PLC
As of 31 December
Restated Note
2014  
€
2013  
€
Non-current assets
Property, plant and equipment 14 2,760,906 600,415
Goodwill 12 14,710,709 –
Intangible assets 13 2,966,537 –
Deferred tax assets 28 435,652 –
20,873,804 600,415
Current assets
Trade receivables 15 6,203,352 1,303,462
Other receivables 16 5,644,086 1,125,451
Cash and cash equivalents 17 11,013,977 15,270,569
Short-term investments 18 258,866 518,506
Deferred tax assets 28 377 ,237 –
23,497,518 18,217,988
Total assets 44,371,322 18,818,403
Equity
Share capital 19 551,146 464,782
Share premium 18,542,387 11,249,637
Merger reserve – restructuring (370,069) (370,069)
Merger reserve – acquisitions 5,667 ,168 –
Foreign exchange reserve (265,116) 22,854
Share option reserve 20 226,755 70,755
Retained earnings 7 ,666,617 6,055,588
Total equity 32,018,888 17,493,547
Current liabilities
Trade payables 21 2,322,061 503,634
Other payables 22 6,880,839 516,399
Corporation tax liabilities 542,983 4,627
9,745,883 1,024,660
Non-current liabilities
Other payables 22 1,218,550 300,196
Deferred tax liabilities 28 1,388,001 –
2,606,551 300,196
Total equity and liabilities 44,371,322 18,818,403
The notes on pages 38 to 62 form an integral part of these consolidated financial statements. The financial statements were approved and authorised 
for issue by the Board on April 14, 2015.
On behalf of the Board 
Andrew Day
Director
April 14, 2015
Consolidated Statement of Financial Position
Andrew Lawton
Director 33 ANNUAL REPORT AND ACCOUNTS 2014
Share  
capital  
€
Share  
premium  
€
Merger  
reserve 
restructuring  
€
Merger  
reserve 
acquisitions  
€
Foreign 
exchange 
reserve  
€
Share  
option  
reserve  
€
Retained 
earnings  
€
Total  
equity  
€
Balance at 1 January 2013 188 – – – (61,737) – 6,072,372 6,010,823
Total comprehensive income for  
the year – – – – 84,591 – 764,343 848,934
Share option expense (Note 20) – – – – – 70,755 – 70,755
Dividends paid (Note 10) – – – – – – (781,127) (781,127)
Shares issued (Note 19) 464,594 11,530,689 – – – – – 11,995,283
Share issuance cost capitalised – (281,052) – – – – – (281,052)
Merger reserve arising on Group 
reconstruction (Note 19) – – (370,069) – – – – (370,069)
Balance at 31 December 2013 464,782 11,249,637 (370,069) – 22,854 70,755 6,055,588 17,493,547
Profit for the year – – – – – – 2,220,187 2,220,187
Other comprehensive income – – – – (287,970) – – (287,970)
Share option expense (Note 20) – – – – – 156,000 – 156,000
Dividends paid (Note 10) – – – – – – (609,158) (609,158)
Shares issued for cash (Note 19) 48,944 7 ,292,750 – – – – – 7 ,341,694
Shares issued upon acquisitions  
(Note 19) 37,420 – – – – – – 37,420
Merger reserve arising on Group 
acquisitions (Note 19) – – – 5,667 ,168 – – – 5,667 ,168
Balance at 31 December 2014 551,146 18,542,387 (370,069) 5,667,168 (265,116) 226,755 7,666,617 32,018,888
Consolidated Statement of Changes in Equity
II I Financial Statements 34 KEYWORDS STUDIOS PLC
Years ended 31 December
Note
2014  
€
2013 Restated  
€
Cash flows from operating activities
Profit after tax 2,220,187 764,343
Adjustments to reconcile net income to net cash provided by operating activities (see below) 202,302 1,881,048
Income taxes (paid) (522,295) (359,104)
Net cash provided by operating activities 1,900,194 2,286,287
Cash flows from investing activities
Acquisition of subsidiaries net of cash acquired 30 (8,889,170) –
Acquisition of property, plant and equipment 14 (1,252,412) (393,690)
Disposal/(acquisition) of short-term investments 18 259,640 (12,921)
Interest received 6 49,405 59,335
Net cash used in investing activities (9,832,537) (347,276)
Cash flows from financing activities
Repayment of borrowings in acquired company (2,996,110) –
Dividends paid 10 (609,158) (781,127) 
Shares issued 19 7 ,341,700 11,625,214
Share issuance expenses – (1,404,618)
Interest paid 6 (60,681) –
Net cash used in financing activities 3,675,751 9,439,469 
(Decrease)/increase in cash and cash equivalents (4,256,592) 11,378,480
Cash and cash equivalents at beginning of the period 15,270,569 3,892,089
Cash and cash equivalents at end of period 17 11,013,977 15,270,569
Adjustments to reconcile net income to net cash provided by operating activities
Years ended 31 December
Note
2014  
€
2013  
€
Income and expenses not affecting operating cash flows
Depreciation 5 868,308 272,470
Intangibles amortisation 5 467,786 –
Income tax expense 7 1,215,373 393,720
Share option expense 20 156,000 70,755
Foreign currency revaluation of fixed assets 14 (161,001) 11,209
Loss on disposal of fixed assets 14 65,965 –
Interest received 6 (49,405) (59,335)
Share issuance costs – 1,123,566
Interest paid 6 60,681 –
Changes in operating assets and liabilities
(Increase)/decrease in trade receivables (2,929,983) 93,786
(Increase)/decrease in other receivables (2,089,814) (248,138)
Increase in trade and other payables 2,598,392 138,424
Increase in foreign exchange reserve – 84,591
202,302 1,881,048
Consolidated Statement of Cash Flows 35 ANNUAL REPORT AND ACCOUNTS 2014
As of 31 December
Note
2014  
€
2013 Restated  
€
Non-current assets:
Investment in subsidiaries 23 12,765,330 5,735,481
Other receivables 16 3,000,000 –
15,765,330 5,735,481
Current assets:
Other receivables 16 15,798,350 1,898,008
Cash and cash equivalents 17 701,146 10,722,542
16,499,496 12,620,550
Total assets 32,264,826 18,356,031
Equity:
Share capital 19 551,146 464,782
Share premium 18,542,387 11,249,637
Merger reserve – restructuring 5,312,892 5,312,892
Merger reserve – acquisitions 5,667 ,168 –
Share option reserve 20 226,755 70,755
Retained earnings (317,467) 897,418
Total equity 29,982,881 17,995,484
Current liabilities
Corporation tax liabilities 4,226 22,650
Trade payables 21 73,883 –
Other payables 22 1,132,388 37 ,701
1,210,497 60,351
Non-current liabilities
Other payables 22 1,071,448 300,196
Total equity and liabilities 32,264,826 18,356,031
The notes on pages 38 to 62 form an integral part of these financial statements. The financial statements were approved and authorised for issue by the 
Board on April 14, 2015.
On behalf of the Board 
Andrew Day
Director
 
April 14, 2015
Company Statement of Financial Position
Andrew Lawton
Director
II I Financial Statements 36 KEYWORDS STUDIOS PLC
Share  
capital  
€
Share  
premium  
€
Merger reserve 
restructuring  
€
Merger reserve 
acquisitions  
€
Share option 
reserve  
€
Retained  
earnings  
€
Total  
equity  
€
Balance at 1 January 2013 – – – – – – –
Total comprehensive income for 
the year – – – – – 1,054,027 1,054,027
Share option expense (Note 20) – – – – 70,755 – 70,755
Dividends paid (Note 10) – – – – – (156,609) (156,609)
Shares issued (Note 19) 464,782 11,530,689 – – – – 11,995,471
Share issue costs capitalised – (281,052) – – – – (281,052)
Merger reserve arising on Group 
reconstruction (Note 19) – – 5,312,892 – – – 5,312,892
Balance at 31 December 2013 464,782 11,249,637 5,312,892 – 70,755 897,418 17,995,484
Total comprehensive income for 
the year – – – – – (605,727) (605,727)
Share option expense (Note 20) – – – – 156,000 – 156,000
Dividends paid (Note 10) – – – – – (609,158) (609,158)
Shares issued for cash (Note 19) 48,944 7 ,292,750 – – – – 7 ,341,694
Shares issued upon acquisitions 
(Note 19) 37,420 – – – – – 37,420
Merger reserve arising on Group 
reconstruction (Note 19) – – – 5,667 ,168 – – 5,667 ,168
Balance at 31 December 2014 551,146 18,542,387 5,312,892 5,667,168 226,755 (317,467) 29,982,881
Company Statement of Changes in Equity 37 ANNUAL REPORT AND ACCOUNTS 2014
Years ended 31 December
Note
2014  
€
2013 Restated  
€
Cash flows from operating activities
(Loss)/profit after tax (605,727) 1,054,027
Adjustments to reconcile net income to net cash provided by operating activities (see below) (16,405,082) (409,647)
Income taxes (paid) (27,902) –
Net cash provided by operating activities (17,038,711) 644,380
Cash flows from investing activities
Acquisition of subsidiaries (2,735,139) –
Acquisition of property, plant and equipment – –
Acquisition of short-term investments – –
Interest received 20,392 14,175
Net cash used in investing activities (2,714,747) 14,175
Cash flows from financing activities
Repayment of borrowings in acquired company – –
Dividends paid 10 (609,158) (156,609) 
Shares issued 10,341,700 11,625,214
Share issuance expenses – (1,404,618)
Interest paid (480) –
Net cash used in financing activities 9,732,062 10,063,987 
(Decrease)/increase in cash and cash equivalents (10,021,396) 10,722,542
Cash and cash equivalents at beginning of the period 10,722,542 –
Cash and cash equivalents at end of period 17 701,146 10,722,542
Adjustments to reconcile net income to net cash provided by operating activities
Years ended 31 December
2014  
€
2013  
€
Income and expenses not affecting operating cash flows
Income tax expense 9,478 22,650
Share option expense 156,000 18,423
Interest received (20,392) (14,175)
Share issuance costs – 1,123,566
Interest paid 480 –
Changes in operating assets and liabilities
(Increase) in other receivables (16,900,342) (1,898,008)
Increase in trade and other payables 349,694 337,897
(16,405,082) (409,647)
Company Statement of Cash Flows
II I Financial Statements 38 KEYWORDS STUDIOS PLC
1 Basis of preparation
Keywords Studios plc (the “Company” is a company incorporated in the UK. These consolidated financial statements include the financial statements  
of the Company and its subsidiaries (the “Group”) made up to December 31, 2014. The Group was formed on July 8, 2013 when Keywords Studios plc 
(formerly Keywords Studios Limited) acquired the entire share capital of Keywords International Limited through the issue of 31,901,332 ordinary shares. 
The parent company financial statements present information about the Company as a separate entity and not about its Group.
The consolidated and Company 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”). 
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 periods beginning on January 1, 2013. The adoption of these standards has had no material impact on the financial statements.
New standards, interpretations and amendments not yet effective
None of the new standards, interpretations and amendments, which are effective for periods beginning after January 1, 2014, have been adopted.  
No detailed review of the impact of IFRS 15 has taken place and therefore we are unable to conclude what impact it may have on the Group’s future 
financial statements at this point. 
2 Significant accounting policies
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 the 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 exists 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; and
• historic 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 eliminated in full.
The acquisition of Keywords International Limited was deemed to be a “combination under common control” as ultimate control before and after the 
acquisition was the same. As a result, these transactions were outside the scope of IFRS 3 “Business combinations” and have been accounted for under 
the principles of merger accounting as set out under UK GAAP. 
Keywords Studios Limited was incorporated on May 29, 2013. Accordingly, although the units which comprise the Group did not form a legal group for  
the entire year, the prior year comprises the results and balances of the subsidiary companies and the Company as if the Group had been in existence 
throughout the entire period. 
As part of the Group reconstruction in 2013, the Company issued 31,901,332 shares at a value of £1.23 each, being the flotation price, as part of a share 
for share exchange with the shareholders of Keywords International Limited. The £0.01 nominal value of the shares issues was accounted for in Issued 
Share Capital. On the 2013 consolidated balance sheet, the difference between the nominal value of shares issued by the company as consideration for 
the shares in Keywords International Limited, and the nominal value of the shares in Keywords International Limited was treated as a merger reserve 
arising on group reconstruction. On the Company balance sheet, the excess of net book value of the assets held by Keywords International Limited,  
at the date of the share for share exchange, over the nominal value of the shares issued was treated as a merger reserve.
Business combinations
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Consolidated 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 income statement from the date on which control is obtained. They are deconsolidated 
from the date of which control ceases.
Any contingent consideration payable is recognised at fair value at the acquisition date and is split between current liabilities and long-term liabilities 
depending on when it is due. When the consideration becomes more certain the fair value of the contingent consideration will be revalued and any change 
will be recognised in the statements of comprehensive income.
Foreign currency
Transactions entered into by Group entities in a currency other than the currency of the primary economic environment in which they operate (their 
“functional currency”) are recorded at the rates ruling when the transactions occur. The Functional currency for the Company is Euro. Foreign currency 
monetary assets and liabilities are translated at the rates ruling at the reporting date. Exchange differences arising on the retranslation of unsettled 
monetary assets and liabilities are recognised immediately in profit or loss.
Notes Forming Part of the Consolidated Financial Statements 39 ANNUAL REPORT AND ACCOUNTS 2014
On consolidation, the results of overseas operations are translated into Euro at rates approximating to this 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 in profit or loss in Group entities’ separate financial statements on the translation of long-term items forming part of  
the Group’s net investment in the overseas operation concerned are classified 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.
Revenue recognition
Revenue is recognised, net of sales taxes, when the service is rendered. When projects are in progress at the period end, revenue is recognised to the 
extent that services have been provided.
The multimedia tax credits received in Montreal on testing services are treated as a deduction against direct costs. The tax credits of €1,413,038  
(2013 €152,260) were treated as revenue in the previous accounting periods. The comparatives have been restated.
Share-based payments
The Company issues equity settled share-based payments to certain employees and Directors under a share options plan and a long-term incentive plan 
(“LTIP”). 
The fair value determined at the grant date is expensed on a straight line basis over the vesting period, based on the Company’s estimate of shares that 
will eventually vest and adjusted for the effect of non-market-based vesting conditions. At each reporting date, the Company 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 Company has no legal or constructive obligation to repurchase or settle the options in cash.
Where share-based payments are issued to employees of subsidiary companies, the annual cost of the option is expensed in the subsidiary company,  
with a corresponding increase in capital contribution from the Company. This annual cost is recorded as an increase in the Company’s cost of investment  
in that subsidiary.
Share option plan
These are measured at fair value, taking into account market vesting conditions but not non-market vesting conditions on the grant date using a 
Black-Scholes option pricing model which calculates the fair value of an option by using the vesting period, the expected volatility of the share price,  
the current share price, the exercise price and the risk free interest rate. The fair value of the option is amortised over the vesting period, with one third  
of the options vesting after two years, one third after three years, and the balance vest after four years. The only vesting condition is continuous service. 
There is no requirement to revalue the option at any subsequent date. The charge that is recognised is adjusted to reflect failure to vest due to non-
achievement of a non-market vesting condition but not failure to vest due to the non-achievement of a market vesting condition.
LTIP
An alternative share plan was introduced to give awards to Directors and staff, subject to outperforming the Numis Small Cap (excluding Investment 
Trusts) index in terms of shareholder return over a three year period. There are three different award levels; one third of the share options vest if the 
company shall exceed the Total Shareholder Return of the Numis Small Cap Index by not less than 10%, two thirds if the shareholder return exceeds  
by over 20% and 100% of the share options if the shareholder return exceeds by over 30%. 
These are measured at fair value, taking into account market vesting conditions but not non-market vesting conditions, at the date of grant, measured by 
using the Monte Carlo binomial model. The charge that is recognised is adjusted to reflect failure to vest due to non-achievement of a non-market vesting 
condition but not failure to vest due to the non-achievement of a market vesting condition. 
Dividend distribution
Final dividends are recorded in the Group’s financial statements in the period in which they are approved by the Group’s shareholders. Interim dividends are 
recognised when paid.
Income taxes and deferred taxation
Provision for income taxes is calculated in accordance with the tax legislations and applicable tax rates in force at the reporting date in the countries in 
which the Group companies have been incorporated.
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the consolidated statement of financial position 
differs from its tax base, except for differences arising on:
• the initial recognition of goodwill;
• the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects neither 
accounting or taxable profit; and
• investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the reversal of the difference and it is 
probable that the difference will not reverse in the foreseeable future.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting date and are expected 
to apply when the deferred tax liabilities/(assets) are settled/(recovered).
II I Financial Statements 40 KEYWORDS STUDIOS PLC
2 Significant accounting policies continued
Deferred tax assets and liabilities are offset when the Group has a legally enforceable right to offset current tax assets and liabilities and the deferred  
tax assets and liabilities relate to taxes levied by the same tax authority on either:
• the same taxable Group company; or
• different Group entities which intend either to settle current tax assets and liabilities on a net basis, or to realise the assets and settle the liabilities 
simultaneously, in each future period in which significant amounts of deferred tax assets or liabilities are expected to be settled or recovered.
Property, plant and equipment
Property, plant and equipment comprise computers, leasehold improvements, and office furniture and equipment, and are stated at cost less accumulated 
depreciation. Carrying amounts are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amount may  
not be recoverable. Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its  
recoverable amount.
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:
%
Computers and software 33.33
Office furniture and equipment 10.00
Building and leasehold improvements over the length of the lease
Gains and losses on disposals are determined by comparing proceeds with carrying amount and are included in the consolidated statement of 
comprehensive income.
Goodwill
Goodwill is capitalised as an intangible asset with any impairment in carrying value being charged to the consolidated statement of comprehensive income. 
Where the fair value of identifiable assets, liabilities and contingent liabilities exceed the fair value of consideration paid, the excess is credited in full to 
the consolidated statement of comprehensive income on the acquisition date.
Impairment
Impairment tests on goodwill and other tangible assets with indefinite useful economic lives are undertaken annually at the financial year end. Other 
non-financial assets are subject to annual impairment tests whenever events or changes in circumstances indicate that their carrying amount may not  
be recoverable. Where the carrying value of an asset exceeds its recoverable amount (i.e. – the higher of value in use and fair value less costs to sell),  
the asset is written down accordingly.
Where it is not possible to establish the recoverable amount of an individual asset, the impairment test is carried out on the asset’s cash generating unit 
(i.e. – the lowest Group of assets in which the asset belongs for which there are separately identifiable cash flows). 
Impairment charges are included in the administrative expenses line item in the consolidated statement of comprehensive income.
Intangible assets
Intangible assets, separately identified from goodwill acquired as part of a business combination, are initially stated at fair value. The fair value attributed is 
determined by discounting the expected future cashflow to be generated from the asset at the risk adjusted average weighted cost of capital appropriate 
to the intangible asset. The assets are estimated over their useful life which presently is 5 years starting from date the asset was capitalised.
Financial assets
Loans and receivables
These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise principally 
through the provision of services to customers (e.g. trade receivables), but also incorporate other types of contractual monetary asset. They are initially 
recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortised cost 
using the effective interest rate method, less provision for impairment.
The Group’s receivables comprise trade and other receivables and cash and cash equivalents in the statement of financial position.
Trade receivables, which principally represent amounts due from customers, are initially recognised, thereafter, are recognised at amortised cost. An estimate 
for doubtful debts is made when there is objective evidence that the Group will not be able to collect amounts due according to the original terms of receivables. 
Bad debts are written off when identified.
Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities  
of three months. Where cash is on deposit with maturity dates greater than three months, it is disclosed as short-term investments.
Share capital
Financial instruments issued by the Group are treated as equity only to the extent that they do not meet the definition of a financial liability. The Group’s 
ordinary shares are classified as equity instruments.
Financial liabilities
Trade payables and other short-term monetary liabilities are initially recognised at fair value and subsequently carried at amortised cost using the 
effective interest method.
Notes Forming Part of the Consolidated Financial Statements 
(continued) 41 ANNUAL REPORT AND ACCOUNTS 2014
Leased assets
Where substantially all of the risks and rewards of ownership are not transferred to the Group (“operating lease”), the total rental payables are charged  
to the consolidated statement of comprehensive income on a straight-line basis over the term of the lease.
Finance leases
Where substantially all of the risks and rewards incidental to ownership of a leased asset have been transferred to the Group (a “finance lease”), the asset 
is treated as if it had been purchased outright. The amount initially recognised as an asset is the lower of the fair value of the leased property and the 
present value of the minimum lease payments payable over the term of the lease. The corresponding lease commitment is shown as a liability. Lease 
payments are analysed between capital and interest. The interest element is charged to the consolidated statement of comprehensive income over the 
period of the lease and is calculated so that it represents a constant proportion of the lease liability. The capital element reduces the balance owed to  
the lessor.
3 Critical accounting estimates and judgements
The preparation of consolidated financial statements under IFRS requires the Directors to make estimates and judgements that effect the application  
of policies and reported amounts.
The areas requiring the use of estimates and critical judgements that may significantly impact the Group’s earnings and financial position are revenue 
recognition in respect of accrued income and computation of income taxes. Estimates and judgements are continually evaluated and are based on historic 
experience and other factors including expectations of future events that are believed to be reasonable. Actual results may differ from these estimates 
and assumptions.
Accrued income
Judgement is required in respect of the amount of accrued income recognised at the reporting date. The amount of accrued income is determined based 
on an assessment of the expected amount of unbilled time costs in respect of work commenced prior to the close of a particular year end that will be 
invoiced to customers after that year end date.
Income taxes
The Group is subject to income tax in several jurisdictions and judgement may be required in determining the provision for income taxes. During the 
ordinary course of business, there are transactions and calculations for which the ultimate tax determination may be uncertain. As a result, the company 
recognises tax liabilities based on an understanding of taxation legislation in particular jurisdictions and any related estimates of whether taxes and/or 
interest will be due. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. To the 
extent that the final tax outcome of these matters is different than the amounts recorded, such differences will impact income tax expense in the  
period in which such determination is made.
Goodwill and intangible assets arising on acquisition
The value of goodwill and intangible assets recognised on the Group’s acquisitions during the year, were derived from the projected cashflows for those 
businesses at the time of acquisition, based on management forecasts. The accuracy of the valuation would therefore be compromised by any differences 
between the forecasts and the levels of business activity that the entity might actually have been able to generate in the absence of acquisition. The valuation 
will also be affected by the accuracy of the discount factor used.
The carrying value of goodwill and intangibles assets is dependent on the accuracy of the inputs into the impairment test detailed in Note 12. 
4 Segmental analysis
Management considers that the Group’s activity as a single source supplier of Localisation and Localisation Testing Services constitutes one operating 
and reporting segment, as defined under IFRS 8. 
Management review the performance of the Group by reference to Group-wide profit measures and the revenues derived from four main service 
groupings:
• Localisation Services – Localisation services relate to translation and cultural adaptation of in-game text and audio scripts across multiple game 
platforms and genres;
• Localisation Testing – Localisation Testing involves testing the linguistic correctness and cultural acceptability of computer games;
• Audio/Voiceover Services – Audio Services relate to the audio production process for computer games and includes script translation, actor selection 
and talent management through pre-production, audio direction, recording, and post-production, including native language Quality Assurance of  
the recordings;
• Functional Testing – Functional Testing relates to quality assurance services provided to game producers to ensure games function as required; and
• Art Creation Services – Art creation services relate to the production of graphical art assets for inclusion in the video game including concept art 
creation along with 2D and 3D art asset production and animation.
There is no allocation of operating expenses, profit measures, assets and liabilities to individual product groupings. Accordingly the disclosures below  
are provided on an entity-wide basis.
Activities are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision 
maker has been identified as the executive management team made up of the Chief Executive Officer and the Finance Director.
II I Financial Statements 42 KEYWORDS STUDIOS PLC
4 Segmental analysis continued
Years ended 31 December
Revenue by line of business
2014  
€
2013  
€
Localisation 11,956,656 5,320,891
Localisation testing 14,657,743 9,279,536
Audio 5,080,460 1,234,846
Functional testing 4,985,834 349,338
Art creation 612,486 –
37,293,179 16,184,611
The 2013 revenue has been restated to exclude the multimedia tax credits which were previously included in Localisation Testing of €152,260 and also  
a financing discount received from a customer of €50,121.
Two (2013: Two) customers accounted for more than 10% of the Group’s revenue during the year. Revenues generated from those customers were €7.1m 
and €3.9m (2013: €3.4m and €2.9m).
Geographical analysis of revenues by jurisdiction
Analysis by geographical regions is made according to the Group’s operational jurisdictions. This does not reflect the region of the Group’s customers, 
whose locations are worldwide.
Years ended 31 December
2014  
€
2013  
€
Ireland 9,939,377 10,904,474
Japan 2,643,895 1,208,392
Italy 6,754,245 345,884
Canada 11,066,703 926,340
United States 5,838,019 2,799,521
India 612,485 –
Singapore 64,939 –
United Kingdom 373,516 –
Total revenues 37,293,179 16,184,611
Geographical analysis of non-current assets from continuing businesses
As of 31 December
2014  
€
2013  
€
Ireland 391,166 452,958
Canada 1,056,685 106,360
Japan 26,138 11,602
Italy 316,312 28,939
United States 249,190 556
India 602,975 –
Singapore 97,288 –
UK 21,152 –
2,760,906 600,415
5 Operating profit
Years ended 31 December
Operating profit is stated after charging:
2014  
€
2013  
€
Depreciation 868,308 272,470
Amortisation of intangible assets 467,786 –
Costs of Initial Public Offering – 1,123,566
Costs of acquisitions 482,858 –
Costs of integration 978,196 –
Operating lease repayments 1,017,810 587,085
Notes Forming Part of the Consolidated Financial Statements 
(continued) 43 ANNUAL REPORT AND ACCOUNTS 2014
One-time costs of €482,858 and €978,196 respectively were incurred in acquiring and integrating the new entities into the group. Last year costs of 
€1,404,618 were incurred in the Company’s IPO. €281,052 of these costs were capitalised against the share premium account.
Years ended 31 December
2014  
€
2013  
€
Auditors’ remuneration
Audit services
Parent company and Group audit 33,241 38,000
Subsidiary companies audit 66,759 20,000
Non-audit services
Accounting services 3,419 –
Taxation compliance 18,142 14,962
Corporate finance fees related to IPO – 205,101
Due diligence services 25,060 –
146,621 278,063
6 Financing income and costs
Years ended 31 December
2014  
€
2013  
€
Finance income
Interest received 49,405 59,335
Foreign exchange gain 466,623 –
516,028 59,335
Finance cost
Bank charges (93,981) (24,703)
Interest expense (60,681) –
Foreign exchange losses – (101,007)
(154,662) (125,710)
Net financing income/(expense) 361,366 (66,375)
7 Taxation
Years ended 31 December
2014  
€
2013  
€
Current income tax
Income tax on profits 9,478 22,650
Income tax on profits of subsidiary operations 954,973 371,070
Deferred tax (Note 28) 250,922 –
1,215,373 393,720
The tax charge for the year can be reconciled to accounting profit as follows:
Years ended 31 December
2014  
€
2013  
€
Profit before tax 3,435,560 1,158,063
Expected tax charge based on the standard rate of taxation in the UK at 23% (2013: 23%) 790,179 266,354
Higher rates of current income tax in overseas jurisdictions 236,328 20,702
Lower rates of current income tax in overseas jurisdictions (160,919) (234,220)
Losses incurred in overseas jurisdictions 31,905 148,755
Permanent differences on non-deductible IPO expenses – 258,420
Effects of other timing differences 317,880 (66,291)
Total tax charge 1,215,373 393,720
The Group’s subsidiaries are located in different jurisdictions and are taxed on their residual profit in those jurisdictions. The majority of profits arise in Ireland.
II I Financial Statements 44 KEYWORDS STUDIOS PLC
8 Profit attributable to shareholders of the parent company
In accordance with Companies Act 2006, the Company is availing of the exemption from presenting its individual Statement of Comprehensive Income  
to the annual general meeting and from filing it with Companies House. The amount of profit/(loss) after tax dealt with in the parent undertaking is 
(€605,727) (2013: profit €1,054,027).
9 Earnings per share
Years ended 31 December
2014  
Euro cent
2013  
Euro cent
Basic 4.94 2.14
Diluted 4.93 2.12
2014  
€
2013  
€
Profit for the period from continuing operations 2,220,187 764,343
Number Number
Denominator (weighted average number of equity shares) 
Basic 44,955,503 35,778,042
Diluted 45,064,294 36,062,393
The dilutive impact of share options has been considered in calculating diluted earnings per share. Details of the number of share options outstanding at 
the year-end are set out in Note 20.
10 Dividends
2014 2013
Per share  
Euro cent
Total  
€
Per share  
Euro cent
Total  
€
Interim – – 842.00 124,518
Final 0.84 393,767 3,379.00 500,000
Interim 0.46 215,391 0.39 156,609
Dividends paid to shareholders 1.30 609,158 4,221.39 781,127
In May 2013, Keywords International Limited distributed €8.42 per share, based on the shares in issue at that time, or €124,518 in total, as a special 
dividend for 2011.
In June 2013, Keywords International Limited distributed €33.79 per share, based on the shares in issue at that time, or €500,000 in total, as a final 
dividend for 2012.
In October 2013 Keywords Studios plc distributed its maiden dividend of Stg 0.33/€0.39 per share, based on the shares in issue at that time, or €156,609, 
as an interim dividend for 2013.
In June 2014, Keywords International Limited approved a dividend of Stg 0.67/€0.84 per share, based on the shares in issue at that time, or €393,767  
in total, as a final dividend for 2013. The dividend was paid in July 2014.
In September 2014, Keywords International Limited approved a dividend of Stg 0.36/€0.46 per share, based on the shares in issue at that time, or €215,391 
in total, as an interim dividend for 2014. The dividend was paid in October 2014.
The Directors’ recommend a final dividend in respect of the financial year ended December 31, 2014 of Stg 0.74p per Ordinary share, to be paid on June 26, 
2015 to shareholders who are on the register at June 5, 2015. This dividend is not reflected in these financial statements as it does not represent a liability 
at December 31, 2014. The final proposed dividend will reduce shareholders’ funds by an estimated €443,200.
11 Staff costs
Total staff costs (including Directors) comprise the following:
Years ended 31 December
2014  
€
2013  
€
Salaries and related costs 19,906,840 8,704,709
Share-based payment costs 156,000 70,775
20,062,840 8,775,464
Notes Forming Part of the Consolidated Financial Statements 
(continued) 45 ANNUAL REPORT AND ACCOUNTS 2014
Key management compensation:
Years ended 31 December
2014  
€
2013  
€
Salaries and related costs 594,616 394,800
Social welfare costs 59,645 17,724
Pension costs 4,800 54,800
Share-based payment costs 66,073 24,582
725,134 491,906
The key management compensation includes the five Directors of Keywords Studios plc (2013: five Directors of Keywords International Limited/ 
Keywords Studios).
The breakdown of Directors’ remuneration for the Company is included in the Directors’ Remuneration Report on page 25.
Years ended 31 December
2014 2013
Average number of employees
Operations 918 350
General and administration 60 21
978 371
12 Goodwill
Group
Liquid  
Violet  
Limited  
€
Babel  
Media  
Limited  
€
Binari  
Sonori  
S.R.L.  
€
Lakshya  
Digital  
Private  
Limited  
€
Total  
€
Cost and net book value
At 31 December 2013 – – – – –
Recognised on acquisition of a subsidiary 1,042,854 4,374,676 7 ,630,429 1,662,750 14,710,709
As at 31 December 2014 1,042,854 4,374,676 7,630,429 1,662,750 14,710,709
During the period goodwill arose on the acquisition of Liquid Violet Limited, Babel Media Group Limited, Binari Sonori S.R.L. and Lakshya Digital Private Limited.
The goodwill has been tested for impairment in this period. The recoverable amount for each cash-generating unit (“CGU”) has been determined from value 
in use calculations. The key assumptions for the value in use calculations are those regarding discount rates, terminal value growth rates and expected 
changes to selling prices and costs during the period. All of the assumptions have been reviewed by management. Management estimates a discount rate 
using pre-tax rates that reflect current market assessments of the time value of money and the risk of the CGUs. The rate used within the calculations was 
12.5% for each CGU. The growth rates are based on a review of recently achieved growth rates and a prudent estimate of likely growth rates for each CGU.
Key assumptions for the value in use calculations are as follows:
Long-term  
growth  
rate
Discount  
rate
Liquid Violet Limited 10% 12.5%
Babel Media Limited 10% 12.5%
Binari Sonori S.R.L 10% 12.5%
Lakshya Digital Private Limited 10% 12.5%
As part of the value in use calculation, management prepared an initial cash flow forecast, approved by the Board of Directors, covering the period to  
December 31, and the following five years. The long-term growth rate has been used to determine a terminal value for each CGU. 
The Group has conducted a sensitivity analysis on the carrying value on each of the CGUs. If the sales projections reduce by the following percentages, 
the value of goodwill would be impaired.
Liquid Violet Limited   10.6%
Babel Media Limited   17.6%
Binari Sonori S.R.L   9.1%
Lakshya Digital Private Limited  12.6%
The result of the value in use calculations was that no impairment is required in this period. 
II I Financial Statements 46 KEYWORDS STUDIOS PLC
13 Intangible assets – customer relationships
Group
Liquid  
Violet  
Limited  
€
Babel  
Media  
Limited  
€
Binari  
Sonori  
S.R.L.  
€
Lakshya  
Digital  
Private  
Limited  
€
Total  
€
Cost
At 31 December 2013 – – – – –
Additions 203,770 964,287 1,791,281 474,985 3,434,323
As at 31 December 2014 203,770 964,287 1,791,281 474,985 3,434,323
Liquid  
Violet  
Limited  
€
Babel  
Media  
Limited  
€
Binari  
Sonori  
S.R.L.  
€
Lakshya  
Digital  
Private  
Limited  
€
Total  
€
Amortisation and impairment
At 31 December 2013 – – – – –
Amortisation charge 39,056 168,756 238,837 21,137 467,786
As at 31 December 2014 39,056 168,756 238,837 21,137 467,786
Net book value
As at 31 December 2013 – – – – –
As at 31 December 2014 164,714 795,531 1,552,444 453,848 2,966,537
Customer relationships are amortised over 5 years from the point of acquisition on a straight line basis.
14 Property, plant and equipment
Group
Computers  
and software  
€
Office,  
furniture and  
equipment  
€
Leasehold 
improvements  
€
Total  
€
Cost
At 1 January 2013 927,547 109,865 27,378 1,064,790
Currency revaluation (10,523) (5,196) (4,760) (20,479)
Additions 314,481 69,495 9,714 393,690
Transfer (39,455) 39,455 – –
At 31 December 2013 1,192,050 213,619 32,332 1,438,001
Currency revaluation 178,962 92,700 36,257 307,919
Additions 410,632 456,279 385,501 1,252,412
Acquisitions through business combinations 3,508,114 1,964,189 380,510 5,852,813
Disposals (342,374) (999,384) (47,539) (1,389,297)
At 31 December 2014 4,947,384 1,727,403 787,061 7,461,848
Accumulated depreciation 
Computers  
and software  
€
Office,  
furniture and 
equipment  
€
Leasehold  
improvements  
€
Total  
€
Cost
At 1 January 2013 510,873 56,516 6,997 574,386
Currency revaluation (4,988) (2,470) (1,812) (9,270)
Charge 245,522 21,605 5,343 272,470
Transfer (11,738) 11,738 – –
At 31 December 2013 739,669 87,389 10,528 837,586
Currency revaluation 82,958 60,186 3,774 146,918
Acquisitions through business combinations 2,686,133 1,411,066 74,262 4,171,461
Depreciation charge 545,668 296,093 26,547 868,308
Disposals (289,442) (986,352) (47,537) (1,323,331)
At 31 December 2014 3,764,986 868,382 67,574 4,700,942
Net book value
As at 31 December 2013 452,381 126,230 21,804 600,415
As at 31 December 2014 1,182,398 859,021 719,487 2,760,906
Notes Forming Part of the Consolidated Financial Statements 
(continued) 47 ANNUAL REPORT AND ACCOUNTS 2014
15 Trade receivables
Group
As of 31 December
2014  
€
2013  
€
Customers 6,463,891 1,384,750
Provision for bad debts (Note 25) (260,539) (81,288)
6,203,352 1,303,462
16 Other receivables
Group
As of 31 December
2014  
€
2013  
€
Accrued income 954,329 209,743
Prepayments 483,920 215,364
Other receivables 3,650,336 295,427
Other tax and social security 234,536 104,721
Restricted cash (Note 24) 320,965 300,196
5,644,086 1,125,451
Company
As of 31 December
2014  
€
2013  
€
Intercompany receivables (Note 24) 15,389,791 1,483,464
Restricted cash (Note 24) 320,965 300,196
Prepayments 71,279 31,139
Other receivables – 8,340
Other tax and social security 16,315 74,869
15,798,350 1,898,008
Non-current
Intercompany receivables (Note 24) 3,000,000 –
3,000,000 –
17 Cash and cash equivalents
Group
As of 31 December
2014  
€
2013 
€
Cash at bank 9,634,925 2,121,135
Short-term bank deposits 1,379,052 13,149,434
11,013,977 15,270,569
Company
Cash at bank 378,084 522,760
Short-term bank deposits 323,062 10,199,782
701,146 10,722,542
Short-term bank deposits relate to cash on deposit with maturity dates less than three months, or which can be accessed before on demand.
II I Financial Statements 48 KEYWORDS STUDIOS PLC
18 Short-term investments
Group
As of 31 December
2014 
€
2013  
€
Medium-term bank deposits 258,866 518,506
258,866 518,506
Medium-term bank deposits relate to cash on deposit with maturity dates greater than three months, which cannot be accessed before maturity.
19 Shareholder’s equity
Share capital
Shares €
At 1 January 2013 14,797 188
Ordinary shares of £0.01 each issued on incorporation 1,000 12
Ordinary shares of £0.01 each issued on reconstruction 31,901,332 370,257
Ordinary shares of €0.012697 each eliminated on reconstruction (14,797) (188)
As at 8 July 2013 31,902,332 370,269
Ordinary shares of £ £0.01 each issued on flotation 8,130,081 94,513
As at 31 December 2013 40,032,413 464,782
Ordinary shares of £0.01 issued on acquisition of Babel Media Limited 1,516,944 18,525
Ordinary shares of £0.01 issued on acquisition of Binari Sonori S.R.L. 1,555,650 18,895
Placing of ordinary shares of £0.01 on the market 4,000,000 48,944
As at 31 December 2014 47,105,007 551,146
On February 17 , 2014 the Group issued 1,516,944 of 1p shares which formed part of the consideration for the acquisition of Babel Media Limited.
On May 9, 2014 the Group issued 1,555,650 of 1p shares which formed part of the consideration for the acquisition of Binari Sonori S.R.L.
On May 9, 2014 the Group placed 4,000,000 of 1p shares into the market at a value of £1.50 (€1.83) per share.
Reserves
The following describes the nature and purpose of each reserve within owner’s equity:
Reserve Description and purpose.
Retained earnings Cumulative net gains and losses recognised in the consolidated statement of comprehensive income.
Foreign exchange reserve Gains or losses arising on retranslation of the net assets of the overseas operations into Euro.
Share premium The Share Premium account is the amount received for shares issued in excess of their nominal value, net of share 
issuance costs.
Share option reserve The Share option reserve is the credit arising on share-based payment charges in relation to the Company’s share 
option schemes.
Merger reserve – restructuring The merger reserve was initially created following the Group reconstruction, when Keywords Studios plc acquired the 
Keywords International Limited Group of companies. 
Merger reserve – acquisitions In 2014 the shares in Keywords Studios plc have been issues for the acquisition of Babel Media Limited and Binari 
Sonori S.R.L. The value in excess of the nominal value, net of share issuance costs are within this reserve.
20 Share options
In July 2013, at the time of the IPO, the Company put in place a Share Option Scheme and a Long-Term Incentive Plan (“LTIP”). The charge in relation to 
these arrangements is shown below, with further details of the schemes following:
2014  
€
2013  
€
Share Option Scheme Expense 65,945 43,079
Share Option Scheme – LTIP Expense 90,055 27,676
156,000 70,755
Of the total share option charge, €66,078 relates to Directors of the Company as at December 31, 2014. (2013: €24,582). 
Share option scheme
Share options are granted to Directors and to permanent employees. The exercise price of the granted options is equal to management’s the market price 
of the shares at the time of the award of the options. The Company has no legal or constructive obligation to repurchase or settle the options in cash.
Notes Forming Part of the Consolidated Financial Statements 
(continued) 49 ANNUAL REPORT AND ACCOUNTS 2014
Movements in the number of share options outstanding and their related weighted average exercise prices are as follows:
2014 2013
Average  
exercise  
price in £  
per share
Number  
of options
Average  
exercise  
price in £  
per share
Number  
of options
Outstanding at the beginning of the year 1.20 762,775 – –
Granted – – 1.20 762,775
Lapsed 1.20 (120,489) – –
Exercised – – – –
Outstanding at the end of the year 1.20 642,286 1.20 762,775
Exercisable at the end of the year – – – –
There were no options granted during the year and 120,489 lapsed due to staff leaving.
All 642,286 options were granted on July 12, 2013 at an average exercise price of £1.20. All options were granted to either employees or Directors of the 
Group. Of the total options granted, 214,162 are exercisable from July 12, 2015 to July 11, 2020, 214,162 are exercisable from July 12, 2016 to July 11, 
2020 and 214,162 are exercisable from July 12, 2017 to July 11, 2020.
The inputs into the Black-Scholes model, used to value the options are as follows:
2014 2013
Weighted average share price (£) 1.23 1.23
Weighted average exercise price (£) 1.20 1.20
Average expected life 3 years 3 years
Expected volatility 36.12% 36.12%
Risk free rates 0.5% 0.5%
Average expected dividends yield 1.00% 1.00%
Expected volatility was determined by calculating the historical volatility of two similar listed companies over the previous 3 years. 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.
The weighted average remaining contractual life of the options outstanding at December 31, 2014 was 1 year 6 months (2013: 2 years 6 months).  
All of the outstanding options can be exercised at an average of £1.20 over a 2 to 4 year period.
Long-Term Incentive Plan Scheme
An alternative share plan was introduced to give awards to Directors and staff subject to outperforming the Numis Small Cap (excluding Investment 
Trusts) index in terms of shareholder return over a three year period. A total of 376,226 (2013: 392,037) nil price (1p) options are available to vest to 
Directors and to selected employees on the basis of the number of options they are entitled to. 
Movements in the number of share options outstanding and their related weighted average exercise prices are as follows:
2014 2013
Average  
exercise  
price in £  
per share
Number  
of options
Average  
exercise  
price in £  
per share
Number  
of options
Outstanding at the beginning of the year 0.01 392,037 – –
Granted 0.01 50,000 0.01 392,037
Lapsed 0.01 (65,811) – –
Exercised – – – –
Outstanding at the end of the year 0.01 376,226 0.01 392,037
Exercisable at the end of the year – – – –
On July 3, 50,000 options were granted at an exercise price of £0.01 to a director of the Group. The options are exercisable from July 3, 2017 to July 3, 
2021 if the market performance conditions are met as at July 3, 2017. Additionally 65,811 options lapsed due to a director leaving the Group.
Also 326,226 options were granted previously on July 12, 2013 at an exercise price of £0.01. All options were granted to either employees or Directors of the 
Group. The 326,226 options granted are exercisable from July 12, 2016 to July 11, 2020 if the market performance conditions are met as at July 12, 2016.
II I Financial Statements 50 KEYWORDS STUDIOS PLC
Notes Forming Part of the Consolidated Financial Statements 
(continued)
20 Share options continued
The options were valued using a Monte Carlo binomial model using the following inputs:
LTIPS granted in 2013
2014 2013
Weighted average share price (£) 1.60 1.23
Weighted average exercise price (£) 0.01 0.01
Average expected life 3 years 3 years
Expected volatility 35.52% 36.12%
Risk free rates 0.5% 0.5%
LTIPS granted in 2014
2014 2013
Weighted average share price (£) 1.60 –
Weighted average exercise price (£) 1.20 –
Average expected life 3 years –
Expected volatility 35.52% –
Risk free rates 0.5% –
Expected volatility was determined by calculating the historical volatility of two similar listed companies over the previous 3 years. 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.
As any dividends earned are to be re-invested into the business the impact of dividends has been ignored in the calculation of the LTIP share option charge.
The weighted average remaining contractual life of the options outstanding at December 31, 2014 was 1 years 8 months (2013: 2 years 6 months). All of 
the outstanding options can be exercised at £0.01 over a 4 year period.
21 Trade payables
Group
As of 31 December
2014  
€
2013  
€
Suppliers 2,322,061 503,634
2,322,061 503,634
Company
Suppliers 73,883 –
73,883 – 51 ANNUAL REPORT AND ACCOUNTS 2014
22 Other payables
Group
As of 31 December
2014  
€
2013  
€
Current
Accrued expenses 3,014,482 277,179
Payroll taxes 874,780 137,461
Other payables 1,898,230 92,517
Contingent consideration 1,087 ,867 –
Related party payable (Note 24) 5,480 9,242
6,880,839 516,399
Non-current
Other payables 468,068 300,196
Contingent consideration 750,482 –
1,218,550 300,196
Company
Current
Accrued expenses 255,915 21,503
Payroll taxes 40,539 16,133
Other payables 48,067 65
Contingent consideration 787,867 –
1,132,388 37,701
Non-current
Other payables 320,966 300,196
Contingent consideration 750,482 –
1,071,448 300,196
23 Investments in subsidiaries
Company
As of 31 December
2014  
€
2013  
€
Investment in subsidiaries 12,765,330 5,683,149
Share option expense related to subsidiary companies – 52,332
12,765,330 5,735,481
The 2013 investment in subsidiaries reflected the net book value of the assets held by Keywords International Limited at the date of the share for share 
exchange. In 2014, the company invested in four new subsidiaries as detailed in Note 30.
In 2014, the Company recorded the share option expense through the financial statements of the subsidiary companies, whereas in the comparative this 
was recorded through the Company investment account.
II I Financial Statements 52 KEYWORDS STUDIOS PLC
Notes Forming Part of the Consolidated Financial Statements 
(continued)
23 Investments in subsidiaries continued
Details of the Company and Group’s subsidiaries as at December 31, 2014 are set out below:
Name
Country of  
incorporation
Date of  
incorporation/ 
acquisition
Proportion of voting  
rights and ordinary  
share capital held Nature of business
Keywords International Limited Ireland 13-05-1998 100% Trading Company
Keywords International Co. Limited Japan 30-11-2010 99% Trading Company
Keywords International Corporation Inc. Canada 22-12-2010 100% Trading Company
Keywords Italia S.R.L. Italy 18-05-2011 100% Trading Company
Keywords International Inc. United States 26-09-2012 100% Trading Company
KW Studios Limited United Kingdom 29-05-2013 100% Dormant Company
Keywords International Pte. Limited Singapore 24-04-2014 100% Trading Company
Binari Sonori S.R.L. Italy 08-05-2014 100% Trading Company
Binari Sonori Inc. United States 08-05-2014 100% Trading Company
Liquid Violet Limited United Kingdom 15-01-2014 100% Trading Company
Babel Media Limited United Kingdom 17-02-2014 100% Trading Company
Babel Games Services Inc. Canada 17-02-2014 100% Trading Company
Babel Media India Private Limited India 17-02-2014 100% Trading Company
Babel Media USA Inc. United States 17-02-2014 100% Trading Company
Lakshya Digital Private Limited India 10-10-2014 91% Trading Company
Lakshya Digital Singapore Pte. Ltd. Singapore 10-10-2014 91% Trading Company
Edugames Solution Private Limited India 10-10-2014 91% Trading Company
24 Related parties and shareholders
Italicatessen Limited, a company registered in Ireland is related by virtue of a common significant shareholder. P.E.Q. Holdings Limited is 100% owner  
of Italicatessen Limited. At December 31, 2014, P.E.Q. Holdings Limited owned 25.4% of the Company. In addition, Mr. Giorgio Guastalla is a Director  
of Italicatessen Limited, P.E.Q. Holdings Limited and the Company, and owns, or controls, 90% of the share capital of P.E.Q. Holdings Limited.
The following transactions arose with Italicatessen Limited, which provides canteen services to Keywords International Limited:
As of 31 December
2014  
€
2013  
€
Operating expenses
Canteen charges 41,811 67,028
The following are year-end balances:
As of 31 December
2014 2013
Italicatessen Limited 5,480 9,242
Total related party creditors 5,480 9,242
The company paid the following amounts to Mr. Giorgio Guastalla, Director of the Company, and shareholder of P.E.Q. Holdings Limited, in respect of rent on 
premises occupied by the employees of the Group in Dublin.
2014  
€
2013  
€
Operating expenses
Rental payment 21,600 18,000
The Company entered into a deed of undertaking and indemnity on July 8, 2013 with Mr. Andrew Day, CEO and Director of the Company related to possible 
liabilities which might arise due to the restructuring of the Group prior to its IPO on July 12, 2013. As part of this deed of undertaking and indemnity, Mr. Day 
deposited £250,000 as security for the Company. This is included as Restricted Cash in Other Receivables of the Company. This amount is repayable to Mr. Day 
on January 8, 2016 if no liability arises in that period. There is a corresponding liability included in Other Payables.
The details of key management compensation (being the remuneration of the Directors) are set out in Note 31.
As at December 31, 2014 and 2013, the Company had amounts receivable from its subsidiaries, amounting to €18,389,791 (2013: €1,483,464) relating 
to intergroup trading activities. 53 ANNUAL REPORT AND ACCOUNTS 2014
25 Financial instruments and risk management 
Interest rate risk
Interest rate risk is the risk that the value of financial instruments will fluctuate due to changes in market interest rates. The Group’s income and operating 
cash flows are substantially independent of changes in market interest changes. The management monitors interest rate fluctuations on a continuous 
basis and acts accordingly. 
Where the Group has a significant amount of surplus cash, it will invest in higher earning interest deposit accounts. 
Due to interest rate conditions, the interest rates for short-term deposits are at similar levels to those achieved for longer terms. The Group is not unduly 
exposed to market interest rate fluctuations, and no interest rate sensitivity analysis has been presented as a result.
Credit risk
Credit risk arises when a failure by counterparties to discharge their obligations could reduce the amount of future cash inflows from financial assets on 
hand at the reporting date.
The Group closely monitors the activities of its counterparties and maintains regular contact which enables it to ensure the prompt collection of 
customers’ balances.
The Group’s main financial assets are cash and cash equivalents as well as trade and other receivables and represent the Group’s maximum exposure to 
credit risk in connection with its financial assets. Trade and other receivables are carried on the statement of financial position net of bad debt provisions 
estimated by the Directors based on prior year experience and an evaluation of prevailing economic circumstances.
Whenever possible and commercially practical the Group invests cash with major financial institutions in each jurisdiction where it operates. The Group 
periodically monitors the credit rating and stability of these institutions.
The ageing of trade and receivables that are past due but not impaired can be analysed as follows:
Group
Total  
€
Not past due  
€
1-2 months  
overdue  
€
More than  
2 months  
past due  
€
As at 31 December 2013 1,303,462 923,224 295,408 84,830
As at 31 December 2014 6,203,352 3,790,380 1,310,559 1,102,413
The above balances relate to customers with no default history.
A provision for doubtful debtors is included within trade receivables that can be reconciled as follows:
2014  
€
2013  
€
Provision at the beginning of the year 81,288 65,808
Charged to income statement 198,803 15,480
Utilised (19,552) – 
Provision at end of the year 260,539 81,288
Related party receivables of €nil were not past due at December 31, 2014 (2013: nil).
Company
Intercompany receivables of €18,389,791 were not past due at December 31, 2014 (2013: €1,483,464).
Currency risk
Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. 
The foreign exchange risk arises for the Group where assets and liabilities arise and are held in overseas subsidiaries in a currency other than the Euro and 
to a lesser extent where individual Group entities enter into transactions denominated in currency other that their functional currency. 
The Group’s policy, where possible, is for Group entities to manage foreign exchange risk at a local level by matching the currency in which revenue is generated 
and the expenses incurred and by settling liabilities denominated in their functional currency with cash generated from their own operations in that currency. 
Where Group entities have liabilities denominated in a currency other than their functional currency (and have insufficient reserves of that currency to settle 
them), cash already denominated in that currency will, where possible, be transferred from elsewhere within the Group. 
II I Financial Statements 54 KEYWORDS STUDIOS PLC
Notes Forming Part of the Consolidated Financial Statements 
(continued)
25 Financial instruments and risk management continued
Over the course of the year the Group’s currency has increased and diversified due to the addition of the newly acquired subsidiaries. The Group is 
predominantly exposed to currency risk on the balances held within working capital within the Group and the exposure is concentrated in the movement 
of the Canadian Dollar, US Dollar and Sterling against the Euro. The effect of a strengthening and weakening of 10% of these currencies against the Euro 
at the reporting date on the working capital balances held at this date would, all other variable held constant, have resulted in the following pre-tax profit /
(loss) impact for the year as follows:
10% strengthening  
€
10% weakening  
€
Canadian Dollar to Euro 596,127 (487,741)
United States Dollar to Euro 236,958 (193,875)
Sterling to Euro (89,727) 144,216
Total financial assets and liabilities
The carrying amount of the financial assets and liabilities shown in the Group and Company statements of financial position are stated at fair value.
Liquidity risk
Liquidity risk arises from the Group’s management of working capital and the financial charges on its debt instruments.
The Group’s policy is to ensure that it will have sufficient cash to allow it to meet its liabilities when they become due. 
The following are the contractual maturities (representing undiscounted contractual cash flows) of the Group’s and Company’s financial liabilities:
Group
Year ended 31 December 2014
Total  
€
Within 1 year  
€
1-2 years  
€
2-5 years  
€
Trade payables 2,322,061 2,322,061 – – 
Other accounts payable 8,099,389 6,880,839 1,218,550 – 
Year ended 31 December 2013
Total  
€
Within 1 year  
€
1-2 years  
€
2-5 years  
€
Trade payables 503,634 503,634 – – 
Other accounts payable 816,595 516,399 300,196 – 
Company
Year ended 31 December 2014
Total  
€
Within 1 year  
€
1-2 years  
€
2-5 years  
€
Trade payables 73,883 73,883 – – 
Other accounts payable 2,203,836 1,132,388 1,071,448 – 
Year ended 31 December 2013
Total  
€
Within 1 year  
€
1-2 years  
€
2-5 years  
€
Trade payables – – – – 
Other accounts payable 337,897 37 ,701 300,196 – 
26 Operating lease commitments
The Group maintains a portfolio of leased properties. The terms of property leases vary from country to country, although they all tend to be tenant 
repairing with rent reviews every 2 to 5 years and some have break clauses. 
The total future value of the minimum lease payments is due as follows:
Group
2014  
€
2013  
€
Not later than one year 1,230,504 553,465
Later than one year and not later than five years 4,120,883 1,629,476
Later than five years 1,878,757 498,477
7,230,144 2,681,418 55 ANNUAL REPORT AND ACCOUNTS 2014
27 Finance lease commitments
The Group has leased computer equipment (net carrying value €379,222) and office telephone systems (net carrying value €21,333). Such assets are 
generally classified as finance leases as the rental period amounts to the estimated useful economic life of the assets concerned and often the Group  
has the right to purchase the assets outright at the end of the minimum lease term by paying a nominal amount.
The total future value of the minimum lease payments is due as follows:
Group
2014
Minimum  
lease  
payments  
€
Interest  
€
Present  
value  
€
Not later than one year 127,681 9,455 118,226
Later than one year and not later than five years 153,000 9,386 143,614
Later than five years – – –
280,681 18,841 261,840
28 Deferred tax
Details of the deferred tax assets and liabilities, and amounts recognised in the profit or loss are as follows:
Asset  
2014  
€
Liability  
2014  
€
Net  
2014  
€
(Charged)/credited 
to profit or loss 
2014  
€
Accelerated capital allowances 16,430 – 16,430 (1,624)
Personal severance indemnity 17,786 – 17,786 (17,786)
Available losses 309,675 – 309,675 (17,862)
Rent – free inducement 29,281 – 29,281 (5,831)
Fixed asset excess of tax over accounting 65,097 – 65,097 (58,831)
Deferred tax related to multimedia tax credits – (719,397) (719,397) 420,418
Other temporary and deductible differences 74,184 (6,009) 68,175 (67,562)
Business combinations 300,436 (662,595) (362,159) –
Net tax assets/(liabilities) 812,889 (1,388,001) (575,112) 250,922
The unused tax losses of €309,675 are anticipated to be utilised by 31 December 2015 and are accounted for under current assets.
No deferred tax asset has been provided for on the losses attributable to Keywords Montreal, Keywords Rome, Lakshya Digital Private Limited and 
Keywords Studios plc in the financial statements.
29 Prior year restatements
The comparative figures have been regrouped, where necessary, on a basis consistent with the current year.
II I Financial Statements 56 KEYWORDS STUDIOS PLC
Notes Forming Part of the Consolidated Financial Statements 
(continued)
30 Acquisitions
Acquisition of Liquid Violet Limited
On January 15, 2014 the Company acquired the entire issued share capital of Liquid Violet Limited, a video games voice production services company, 
registered in the UK. Liquid Violet specialises in the management, on behalf of major video game publishers and the acquisition is in line with the Group’s 
strategy of growing both organically and by acquisition to extend the Group’s client base, market penetration or service lines, where the Group can use its 
existing expertise, multi-service platform, scale and global reach to generate synergies.
The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are set out in the table below.
Book value  
€
Fair value 
adjustment  
€
Fair value  
€
Financial assets
Property, plant and equipment 14,797 – 14,797
Identifiable intangible assets – customer relationship – 203,770 203,770
Trade and other receivables 65,215 – 65,215
Cash and cash equivalents 95,154 – 95,154
Trade and other payables (132,891) – (132,891)
Deferred tax liabilities – (40,754) (40,754)
Total identifiable assets 42,275 163,016 205,291
Goodwill 1,042,854
Total consideration 1,248,145
Satisfied by:
Cash 361,359
Deferred consideration 886,786
Total consideration transferred 1,248,145
Net cash outflow arising on acquisition
Cash consideration 361,359
Less: cash and cash equivalent balances transferred (95,154)
266,205
The intangibles assets are to be amortised over their estimated useful lives of 5 years. 
The main factors leading to recognition of goodwill on the acquisition of Liquid Violet are the presence of certain intangible assets in the acquired entity 
which do not value for separate recognition such as the expertise in sound recording, reputation within the industry, and, an unidentified proportion 
representing the balance contributing to profit generation.
The sale purchase agreement includes a provision for an earn out which is based on Profit after tax over the next 2 years. The earn out amount is shown 
as deferred consideration and is calculated from management’s best estimates based on the available information. The maximum value of the deferred 
consideration is €1,565,890. 
Liquid Violet contributed €376,343 revenue (including €2,827 of intercompany sales subsequently billed onwards) and €15,021 loss before tax to the 
Group between the date of acquisition and the reporting date. If the acquisition had been completed on the first day of the financial year, revenue of 
€385,590 would have been contributed to the Group (including intercompany sales) and € 50,687 loss before tax.
Acquisition costs of €39,324 have been charged through the Comprehensive Income statement. 57 ANNUAL REPORT AND ACCOUNTS 2014
Acquisition of Babel Media Group
On February 17 , 2014, the Company acquired the entire issued share capital of Babel Media Limited, a company registered in the UK, together with its 
subsidiary companies. Babel Media is a leading provider of outsourced video games services with operations in the UK, Canada and India. 
The acquisition will extend the Group’s client base, market penetration or service lines, where the Group can use its existing expertise, multi-service 
platform, scale and global reach to generate synergies.
The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are set out in the table below.
Book value  
€
Fair value 
adjustment  
€
Fair value  
€
Financial assets
Property, plant and equipment 666,369 (225,507) 440,862
Identifiable intangible assets – customer relationship – 964,287 964,287
Trade and other receivable 2,721,336 (65,064) 2,656,272
Cash and cash equivalents (857,804) – (857,804)
Trade and other payables (1,506,388) (259,895) (1,766,283)
Short-term loan (291,527) – (291,527)
Long-term loan (2,704,583) – (2,704,583)
Deferred tax liabilities – (111,318) (111,318)
Total identifiable assets (1,972,597) 302,503 (1,670,094)
Goodwill 4,374,676
Total consideration 2,704,582
Satisfied by:
Equity instruments (1,516,944 shares of parent company) 2,704,582
Total consideration transferred 2,704,582
Net cash outflow arising on acquisition
Cash consideration –
Less: cash and cash equivalent balances transferred 857,804
857,804
The intangibles assets are to be amortised over their estimated useful lives of 5 years. 
 
The main factors leading to recognition of goodwill on the acquisition of Babel Media are the presence of certain intangible assets in the acquired entity 
which do not value for separate recognition such as the expertise in provision of technical services, reputation within the industry, cost synergies with  
the Keywords Group, and, an unidentified proportion representing the balance contributing to profit generation.
Babel Media contributed €9,846,217 revenue (including €253,127 of intercompany sales subsequently billed onwards) and €1,439,927 profit before tax 
to the Group before integration costs of €823,790, between the date of acquisition and the reporting date. If the acquisition had been completed on the 
first day of the financial year, revenue of €10,882,199 (including intercompany sales) and €1,389,857 profit before tax would have been contributed to 
the group before fair value adjustments of €302,503.
Acquisition costs of €123,906 and integration costs of €823,790 have been charged through the Comprehensive Income Statement. 
II I Financial Statements 58 KEYWORDS STUDIOS PLC
Notes Forming Part of the Consolidated Financial Statements 
(continued)
30 Acquisitions continued
Acquisition of Binari Sonori S. R. L.
On May 8, 2014 the Group acquired 100% of the issued share capital of Binari Sonori S. R. L. ( “Binari Sonori” )for a cash consideration of €8,922,409 and 
consideration of €3,000,000 in KWS Group shares, obtaining control of Binari Sonori. The principal activity of Binari Sonori is the provision of outsourced 
voice-over and translation services to the international video games market. Binari Sonori was acquired to strengthen the Group’s audio services and 
translation services business and to extend the Group’s client base. 
The amounts recognised in respect of the identifiable assets acquired, liabilities assumed, purchase consideration and goodwill are set out in the  
table below.
Book value  
€
Fair value 
adjustment  
€
Fair value  
€
Financial assets
Property, plant and equipment 658,498 – 658,498
Identifiable intangible assets – customer relationship – 1,791,281 1,791,281
Trade and other receivable 1,086,441 – 1,086,441
Cash and cash equivalents 3,143,350 – 3,143,350
Trade and other payables (1,711,657) (165,410) (1,877,067)
Deferred tax liabilities – (510,523) (510,523)
Total identifiable assets 3,176,632 1,115,348 4,291,980
Goodwill 7 ,630,429
Total consideration 11,922,409
Satisfied by:
Cash 8,622,409
Equity instruments (1,555,650 shares of parent company) 3,000,000
Deferred consideration (Settled post year end – Note 31) 300,000
Total consideration transferred 11,922,409
Net cash outflow arising on acquisition
Cash consideration 8,622,409
Less: cash and cash equivalent balances transferred (3,143,350)
5,479,059
The intangibles assets are to be amortised over their estimated useful lives of 5 years.
The main factors leading to recognition of goodwill on the acquisition of Binari Sonori are the presence of certain intangible assets in the acquired entity 
which do not value for separate recognition such as the expertise in sound recording, reputation within the industry, and, an unidentified proportion 
representing the balance contributing to profit generation.
The sale purchase agreement had an earn out arrangement which has subsequently been satisfied on January 19 by consideration of €300,000 provided 
in the form of 158,250 shares in KWS Group Plc (Note 31).
Binari Sonori S.R.L. contributed €7 ,059,626 revenue (including €187 ,586 of intercompany sales subsequently billed onwards) and €1,068,991 profit  
before tax to the Group between the date of acquisition and the reporting date. If the acquisition had been completed on the first day of the financial 
year, revenue of €9,049,493 (including intercompany sales) and €684,438 profit before tax would have been added to the group before fair value 
adjustments of €1,115,348.
Acquisition costs of €156,917 have been charged through the Comprehensive Income Statement.  59 ANNUAL REPORT AND ACCOUNTS 2014
Acquisition of Lakshya Digital Private Limited
On October 10, 2014 the Group acquired 91% of the issued share capital of Lakshya Digital Private Limited for a cash consideration of €2,373,780.  
A further agreement to buy the remaining 9% of the company on October 10, 2015 has been signed for a consideration of €703,342 and the Group  
is committed to go through with this purchase, hence the company has been 100% consolidated into the Group results.
The principal activity of Lakshya Digital Private Limited is the provision of outsourced art creation services to the international video games market. 
Lakshya Digital Private Limited was acquired to widen the scope of the Group’s services business and to extend the Group’s client base. 
The amounts recognised in respect of the identifiable assets acquired, liabilities assumed, purchase consideration and goodwill are set out in the  
table below.
Book value  
€
Fair value 
adjustment  
€
Fair value  
€
Financial assets
Property, plant and equipment 567,194 – 567,194
Identifiable intangible assets – customer relationship – 474,985 474,985
Trade and other receivable 1,914,777 (1,275,814) 638,963
Cash and cash equivalents 87,672 – 87,672
Trade and other payables (587,347) (59,531) (646,878)
Deferred tax asset – 292,436 292,436
Total identifiable assets 1,982,296 (567 ,924) 1,414,372
Goodwill 1,662,750
Total consideration 3,077 ,122
Satisfied by:
Cash 2,373,780
Deferred consideration 703,342
Total consideration transferred 3,077,122
Net cash outflow arising on acquisition
Cash consideration 2,373,780
Less: cash and cash equivalent balances transferred (87,672)
2,286,108
The intangibles assets are to be amortised over their estimated useful lives of 5 years.
The main factors leading to recognition of goodwill on the acquisition of Lakshya Digital Private Limited are the presence of certain intangible assets in the 
acquired entity which do not value for separate recognition such as the expertise in sound recording, reputation within the industry, and, an unidentified 
proportion representing the balance contributing to profit generation. 
Lakshya Digital Private Limited contributed €612,485 revenue and €209,839 loss before tax to the Group between the date of acquisition and the 
reporting date. If the acquisition had been completed on the first day of the financial year, revenue of €3,061,966 and €361,658 loss before tax would 
have been added to the group before fair value adjustments excluding customer relationships of €567 ,924.
Acquisition costs of €93,022 have been charged through the Comprehensive Income Statement. 
II I Financial Statements 60 KEYWORDS STUDIOS PLC
Notes Forming Part of the Consolidated Financial Statements 
(continued)
31 Events after the reporting date
Acquisition of Alchemic Dream Inc.
On January 6, 2015 the Group acquired the entire issued share capital of Alchemic Dream Inc., a company registered in Canada, which specialises in 
providing cost effective and flexible customer care services to video game publishers. The acquisition is in line with the Group’s strategy to diversify  
into the provision of complementary services to the video game market and strengthens the Group’s service of games already in production. Additionally 
the acquisition leverages the Group’s existing expertise, locations, scale and global reach to extend the services provided by Alchemic Dream as well as 
generating synergies.
Under the terms of the acquisition, which will be immediately earnings enhancing, a maximum total consideration of CAD$1.25m in cash will be paid to  
the sellers.
The sale purchase agreement includes a provision for an adjustment to the sales price based on working capital at the acquisition date. Management does 
not believe any further adjustments to the acquisition price are necessary.
The book value acquired of net assets is as follows:
Book value  
€
Financial assets
Property, plant and equipment 37,828
Trade and other receivable 801,988
Cash and cash equivalents 37,708
Trade and other payables (469,754)
Short-term loan (9,593)
Long-term loan (17,715)
Total identifiable assets 380,462
Goodwill 514,607
Total consideration 895,069
Satisfied by:
Cash 895,069
Total consideration transferred 895,069
Net cash outflow arising on acquisition
Cash consideration 895,069
Less: cash and cash equivalent balances transferred (37,708)
857,361
At the date of authorisation of these financial statements a detailed assessment of the fair value of the identifiable net assets has not been completed. 
Information on the revenue and impact on profit due to this acquisition has not been disclosed as it is impracticable to do so at this point in time. 61 ANNUAL REPORT AND ACCOUNTS 2014
Acquisition of Reverb Localização – Preparação de Documentos Ltda 
On January 18, 2015 the Group acquired 100% of the issued share capital of Reverb Localização – Preparação de Documentos Ltda (“Reverb”), a company 
registered in Brazil. Reverb provides localisation and audio management services for Brazilian Portuguese for some of the leading games publishers. 
Reverb Studios was acquired to widen the scope of the Group’s services business and to extend the Group’s client base. 
Under the terms of the agreement, which will be earnings enhancing, total consideration of €200,000 was paid in cash with further consideration of 
€100,000 being payable out of profits generated and in any event by December 31, 2016.
The book value acquired of net assets is as follows:
Book value  
€
Financial assets
Cash and cash equivalents 12,312
Total identifiable assets 12,312
Goodwill 287,688
Total consideration 300,000
Satisfied by:
Cash 200,000
Deferred consideration 100,000
Total consideration transferred 300,000
Net cash outflow arising on acquisition
Cash consideration 200,000
Less: cash and cash equivalent balances transferred (12,312)
187,688
At the date of authorisation of these financial statements a detailed assessment of the fair value of the identifiable net assets has not been completed. 
Information on the revenue and impact on profit due to this acquisition has not been disclosed as it is impracticable to do so at this point in time.
 
Buyout of Binari Sonori Earn-out
On January 20, 2015 the Group agreed with the selling shareholders of Binari Sonori S.R.L. to vary the terms of the acquisition agreement bringing to a 
close the earn out conditions 12 months earlier than originally agreed. Under the terms of the acquisition, deferred consideration of no more than €4.0m 
could have been payable calculated by reference to the profit before interest and tax of Binari Sonori in the years to December 31, 2014 and December 31, 
2015. Under the terms of the agreement, the Group agreed to pay to the Selling Shareholders total deferred consideration of €300,000 which has been 
satisfied by the issue of 158,250 new ordinary shares of Keywords at a price of 145.47 pence per share. 
Incorporation of Keywords International Barcelona SL
On January 9, 2015, the Directors incorporated Keywords International Barcelona SL, a company registered in Spain, as part of the Group’s continuing 
geographic expansion.
Creation of Employee Benefit Trust (EBT)
On December 17 , 2014 an employee benefit trust (“EBT”) was set up, in which to “warehouse” Keywords Studios shares in preparation for the exercise of 
options and the vesting of awards in the future. The EBT was created to allow the flexibility to issue grants of options and awards which exceed the 5% 
issued share capital of the Company. To date 200,000 ordinary shares of Keywords at a price of 145.00 pence have been bought by the EBT at a gross 
cost of €372,320.
II I Financial Statements 62 KEYWORDS STUDIOS PLC
Company Information
Directors Andrew Day 
Giorgio Guastalla 
Ross King Graham
Andrew Lawton 
David Reeves
David O’Connor 
Secretary David O’Connor 
Andrew Lawton 
Registered Number 8548351
Registered Office 8 Clifford Street
London
Auditors BDO
Registered Auditors
Beaux Lane House
Mercer Street Lower
Dublin 2
Principal Bankers Barclays Bank
27 Soho Square
London
W1D 3QR
Nominated Adviser and Broker Numis Securities Limited
The London Stock Exchange Building 
10 Paternoster Square
London
EC4M 7LT
Financial PR Adviser MHP Communications 
60 Great Portland Street
London
W1W 7RT
Solicitors Squire Sanders (UK) LLP
7 Devonshire Square
London 
EC2M 4YH
Brown Rudnick LLP
8 Clifford Street
London 
W1S 2LQ 63 ANNUAL REPORT AND ACCOUNTS 2014
Notes
II I Financial Statements 64 KEYWORDS STUDIOS PLC
Notes Contacts
DUBLIN 
Keywords International Ltd. 
Whelan House 
South Country Business Park 
Dublin 18 
T: +353 190 22 730
SEATTLE 
Keywords International Inc. 
Plaza Center 
10900 NE 8th Street,  
Suite 1000 
Bellevue, Seattle, WA 98004
T: +1 425 633 3226
NEW DELHI
Lakshya Digital/Babel Media 
D-32, Infocity 2 
Sector – 33 
Gurgaon  
122001
T: +91 12 4410 2086
LOS ANGELES
Binari Sonori America 
350 North Glenoaks Boulevard, 
Burbank, California  
91502
 
T: +1 818 729 8508
LONDON
Liquid Violet 
75 Dean Street  
London  
W1D 3PU 
T: +44 02 7432 3981
PUNE
Lakshya Digital 
Kapil Upavan Business Center 
Lake Town Society Road 
Bibvewadi, Pune – 411037 
T: +91 20 3939 5200
RIO DE JANEIRO
Keywords do Brasil 
Av. Churchill, 109/GR 204 – Centro 
Rio de Janeiro/R 
20020-050
 
T: +55 (21) 2524 79 18 
BARCELONA
Keywords International 
Passeig de Gràcia 12, 1er pis 
08007 Barcelona
 
T: +34 93 492 03 98
MILAN
Binari Sonori Europe 
Viale Fulvio Testi, 11 
Cinisello Balsamo (MI) 
20092
T: +39 02 61866310
TOKYO 
Keywords International Co., Ltd. 
2F Toshin Building 
4-33-10 Yoyogi,  
Shibuya-ku, 
Tokyo 151-0053
T: +81 3 4588 6760
MONTREAL 
Babel Media Inc.  
410 St-Nicolas, Suite 600 
Montréal, Québec, Canada 
H2Y 2P5
 
T: +1 514 789 0404
MONTREAL 
Alchemic Dream  
442, Avenue Willow 
Shawinigan 
Québec,  
G9N 1X2
T: +1 819 840 9607 
ROME
Keywords Italia S.R.L. 
Via Tiberio Imperatore, 15 
00145 Rome
 
T: +39 06 44202521
SINGAPORE
Keywords International 
1557 Keppel Road #03-28 
Singapore  
089066
  
T: +65 6709 8680 KEYWORDS STUDIOS PLC
KEYWORDS INTERNATIONAL LTD.
WHELAN HOUSE
SOUTH COUNTY BUSINESS PARK
DUBLIN 18
IRELAND
T: +353 190 22 730
www.keywordsintl.com
KEYWORDS STUDIOS PLC ANNUAL REPORT AND ACCOUNTS 201 4