“You have a couple options for how the tax man sees your dev costs. They depend on various factors such as how much income your studio is bringing in, what kind of game you’re making, and where the funds are coming from.” …
Mad Catz has reported that the opinion letter for its independent audit carries concerns over the company’s ability to pay its debts. An audit opinion letter, a document prepared by the independent auditor as a narrative accompaniment to the financial assessment, includes what is known as a “going concern” note.
This happens when a company is at risk of defaulting on its debt obligations. Mad Catz’s 2016 success hinges on the performance of Rock Band 4 (via co-publishing agreement with Harmonix), according to form 10-K filed with the SEC on June 25.
The Company depends upon the availability of capital under the Credit Facility to finance operations. Compliance with the Adjusted EBITDA covenants in fiscal 2016, which are tied closely to our internal forecasts and include significant contributions from anticipated sales of products related to the Rock Band 4 video game, depends on the Company’s ability to increase net sales and gross profit considerably.
Also, the Company operates in a rapidly evolving and often unpredictable business environment that may change the timing or amount of expected future sales and expenses. If the Company is unable to comply with the revised Adjusted EBITDA covenants contained in the Credit Facility, Wells Fargo could declare the outstanding borrowings under the facility immediately due and payable.
If the Company needs to obtain additional funds as a result of the termination of the Credit Facility or the acceleration of amounts due thereunder, there can be no assurance that alternative financing can be obtained on substantially similar or acceptable terms, or at all. The Company’s failure to promptly obtain alternate financing could limit our ability to implement our business plan and have an immediate, severe and adverse impact on our business, results of operations, financial condition and liquidity. In the event that no alternative financing is available, the Company would be forced to drastically curtail operations, or dispose of assets, or cease operations altogether.
These uncertainties raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.
In short, the statement above indicates that Mad Catz is at risk (as of the close of its last fiscal year on March 31, 2015) of failing to comply with terms of its debt funding from Wells Fargo. In the event that it falls out of compliance, the lender can immediately call due all outstanding loan amount and applicable interest. Whether that happens or not is at the lender’s discretion at that time.
Mad Catz has since secured funding that will replace its Wells Fargo credit. The company provided us with an additional statement on the matter.
“This language was added because our debt covenants are tied to our budget and, as we have stated, we are anticipating significant growth in sales and gross profit from Rock Band 4 this year. This is great news,” Mad Catz chief financial officer Karen McGinnis tells us. “However, for KPMG, there was not enough audit evidence for them to conclude that it is probable we will make those projections since we just started taking preorders. If we don’t meet the projections, we will violate a debt covenant, which means the bank has the right to call the loan. However, we have violated debt covenants several times in the past, and Wells Fargo has always provided us with a waiver of default. Unfortunately, KPMG cannot just assume Wells Fargo will provide a waiver, which is why they were required to include this language.”
Mad Catz’s new funding amounts to $ 30 million in two pieces. One element is a $ 20 million line of credit that will increase to $ 35 million from September 1 through December 31, 2015, in order to ship Rock Band 4. The other $ 10 million is secured funding to Mad Catz Europe (a wholly-owned subsidiary). That funding is termed at three years, but can be canceled by the lender with three months notice.
Mad Catz has been running a string of operating losses, with the last postiive operating income reported for fiscal year 2011. The losses have been diminishing, but still remain. Net income was positive for the most recently completed fiscal year for the first time since 2011.
Harmonix indicates that this presents no disruption to its plans to ship Rock Band 4 for release on October 6.
A “going concern” note in an audit opinion letter is reason for investigation, no matter how you spin it. I'm surprised that the chief financial officer admitted that the company has entered non-compliant status "several times" in the past and based solely on lender discretion avoided the loan being called.
The reason the lender would opt to agree to a waiver is based on a belief that there is a better chance of recovering more money (preferably through the established interest agreement) by waiting to see if the company can restore compliance than calling the loan immediately.
Everything might work out for Mad Catz if Rock Band 4 meets projections. However, it is clear the company is basing much of its future and its debt position on one title. Mad Catz is counting on people buying new hardware (guitars, drums, microphones) rather than using their old equipment. It's my hope that we don't see a repeat of the THQ/uDraw situation due to a surplus inventory of new Rock Band peripherals.
Update: EA has confirmed Ubisoft's assertion that the fraudulent keys in question were purchased from Origin. The company provided us with additional detail.
"A number of activation keys for Ubisoft products were purchased from Origin using fraudulent credit cards, and then resold online," an EA representative told us via email. "We identified the unauthorized keys and notified Ubisoft. If you are having trouble with an activation key, we recommend you contact the vendor who sold it to you for a refund. We strongly advise players only purchase keys from Origin or trusted resellers. For more information on our policy is available here: http://help.ea.com/en/article/should-i-purchase-my-ea-downloadable-games-from-cd-key-sellers/."
EA has since removed Ubisoft games from Origin. The publisher says this was to "protect against further fraudulent purchases."
We removed Ubisoft games from Origin to protect against further fraudulent purchases. We've followed up with EA with a request for more information, including why Ubisoft games were targeted and how removing that publisher's catalog improves security.
EA has declined to provide further detail at this time.
In an update to yesterday’s story about deactivated Far Cry 4 keys, Ubisoft has provided additional information about the situation. The company says that players affected are, essentially, in receipt of stolen property.
"We strongly recommend that players purchase keys and downloadable games only from the Uplay Store or their trusted retailers," the company said in a prepared statement. "We regularly work with our authorized resellers to identify and deactivate fraudulently obtained and resold keys. In this case, we confirmed activation keys were recently purchased from EA’s Origin store using fraudulent credit card information and then resold online. These keys may have been deactivated. Customers who may have been impacted should contact the vendor where they purchased the key for a refund."
We approached Kinguin, one of the retailers in question yesterday about the matter. At that time, the company told us something quite different.
"The banned game copies in question were acquired through licensed wholesale distributors and as such the origin of the ‘keys’ is the publisher himself,” said Kinguin chief marketing officer Bartłomiej Skarbiński.
We've reached out to Kinguin again for comment on this revelation. We'll update should we receive a response.
Consumers still lose out here, but Ubisoft is operating appropriately. Given fraudulent and illegal activity, the company must protect itself. This is a hard and painful lesson for affected users and, quite frankly, it isn't fair. The best course of action is to contact your retailer and hold them accountable. Please let us know what happens.
If you purchased a Wii U Deluxe (that’s the black one with 32GB of onboard storage) at any point since the console’s November 18, 2012 launch, you’re eligible for Nintendo’s Deluxe Digital promotion, which awards 10 percent of all digital purchases b…
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Update: Xbox Live's earlier sign-in issues appear to be resolved. A separate problem pertaining to Diablo III, however, continues to persist.
I was just able to sign into Xbox Live on my Xbox 360 without issue.
Xbox Live is currently experiencing sign-in issues and those claiming responsibility for the earlier PSN attacks, and the bomb threat against a flight carrying Sony online president John Smedley are taking credit.
Is anyone having issues with the Xbox Live Login servers?
— Lizard Squad (@LizardSquad) August 24, 2014
The good news is, Microsoft is fully aware of the issue, and has this message posted on the Xbox Live status page:
Xbox members, are you having a hard time signing into Live? We’re aware of the issue and working hard to find a solution as quickly as possible. Thanks for being patient in the meantime. Please check back in a half hour for an update on our progress.
The issue does not appear to be entirely widespread. While I did have issues signing into Xbox Live with my Xbox 360, my Xbox One did not pose any problems.
We've reached out to Microsoft for details on Xbox Live's current issues and will update this story if more information emerges.
The most confusing things about these attacks is I still did not know the ultimate goal. They have certainly crossed a line of annoyance and into a dangerous security issue, so I am glad the authorities are working on the case.
There’s no better deal than free money, which is why today Joystiq Deals is highlighting the ongoing $ 1,000 Google Play store giveaway. Those who register for the contest will be entered to win Google Play store credit from one of three prize tiers:…
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Throughout the next month, Sony is launching a selection of new cross-platform games at a discount for PlayStation Plus members as part of its annual PlayStation Store Play event, with cash-back credit offered for buying multiple titles.
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A selection of Xbox 360 owners are turning on their systems and finding the above image, offering them an “exclusive” $ 75 code for Xbox credit with the purchase of an Xbox One. Microsoft confirmed the promotion to Joystiq today after 360 users posted…
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The recently revealed Tax Reform Act of 2014 by House Republicans has caught the attention of some folks in these here parts for preventing makers of violent video games from qualifying for tax credits. The Washington Examiner correctly points out…
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Arguably the best deal on an Ouya we’ve seen in a while has surfaced over on digital commerce site Stack Social. You can grab an Ouya console, controller and a $ 25 credit towards games right now, all for $ 85.
Sorry, this deal is only available to…
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