10-Q: Snail Reports Q3 Loss Amid Revenue Dip, Boosts Game Pipeline
Quarterly Report
Snail, Inc. reported a significant net loss for Q3 and the nine months ended September 30, 2025, despite increased bookings and strategic investments in new game content and digital initiatives.
Summary
- Net revenues for the three months ended September 30, 2025, decreased by $8.7 million (38.7%) to $13.8 million, compared to $22.5 million in the prior year.
- Net revenues for the nine months ended September 30, 2025, decreased by $2.2 million (3.7%) to $56.1 million, compared to $58.3 million in the prior year.
- The company reported a net loss of $7.9 million for the three months ended September 30, 2025, compared to a net income of $0.2 million in the same period of 2024.
- For the nine months ended September 30, 2025, the net loss was $26.4 million, compared to a net income of $0.7 million in the prior year period.
- EBITDA decreased by $10.2 million (2,038.6%) to a loss of $9.7 million for the three months, and by $17.2 million (1,053.9%) to a loss of $15.6 million for the nine months.
- Bookings increased by $1.5 million (9.3%) to $17.6 million for the three months and by $8.3 million (14.3%) to $67.0 million for the nine months.
- Units Sold remained consistent at 1.1 million for the three months but increased by 1.3 million (38.7%) to 4.8 million for the nine months.
- Deferred revenue increased significantly to $36.4 million as of September 30, 2025, with $28.8 million expected to be recognized in the next 12-60 months from DLC platform releases.
- The ARK franchise accounted for 88.4% of revenues in the three months and 90.3% in the nine months ended September 30, 2025.
- The company was not in compliance with debt covenants for its 2021 Revolving Note, 2021 Promissory Note, and 2025 Term Loan for the trailing twelve months ended September 30, 2025, but received waivers from the lender.
Sentiment
Score: 3
Explanation: The company reported significant net losses and declining revenues for the quarter and year-to-date, coupled with substantial increases in operating expenses and a material weakness in internal controls. While bookings and 9-month units sold show some underlying strength, and there are strategic initiatives and new game releases, the current financial performance and ongoing control issues present considerable concerns. The debt covenant breaches, even with waivers, highlight financial fragility. The overall sentiment is negative due to poor financial results and significant operational risks, despite some positive future-oriented developments.
Positives
- Bookings increased by 9.3% for the three months and 14.3% for the nine months, indicating stronger underlying sales activity despite revenue recognition timing.
- Units Sold increased by 38.7% for the nine months, driven by ARK franchise IPs, ARK: Survival Ascended, and ARK: Survival Evolved DLCs.
- Deferred revenue significantly increased to $36.4 million, with $28.8 million expected to be recognized in the next 12-60 months, representing future revenue potential.
- Successful release of new DLC map ARK: Astraeos for ARK: Survival Ascended, selling 574K units across platforms.
- Announcement and pre-sale success of ARK: Aquatica and Lost Colony Expansion Pass, with over 306K units sold for the latter through September 30, 2025.
- ARK: Survival Ascended was added to PlayStation Plus, driving over 8 million installs and significantly expanding the player base, also boosting ASA DLC sales on PlayStation.
- Expansion into the vertical short film market with SaltyTV mobile application, releasing sixty-seven short film dramas and signing an MOU with Mega Matrix Inc. for joint development and distribution.
- Release of five new indie games (The Cecil: The Journey Begins, Chasmal Fear, Castle of Secrets, Zombie Rollerz: The Last Ship, Robots at Midnight) to broaden portfolio offerings.
- Debut of teaser trailers for two in-house developed projects, Nine Yin Sutra: Wushu and Nine Yin Sutra: Immortal.
- Exploration of a strategic digital asset initiative, including the evaluation of a proprietary stablecoin, positioning the company as an early mover in digital entertainment.
- Cash and cash equivalents increased to $12.3 million as of September 30, 2025, from $7.3 million at December 31, 2024.
Negatives
- Net revenues decreased by 38.7% for the three months and 3.7% for the nine months ended September 30, 2025, compared to the prior year periods.
- Reported a net loss of $7.9 million for the three months and $26.4 million for the nine months ended September 30, 2025, a significant decline from net income in the prior year.
- EBITDA saw substantial decreases, indicating a significant drop in operational profitability.
- Gross profit decreased by 99.8% for the three months and 32.1% for the nine months.
- Operating expenses increased significantly, with general and administrative up 26.0% (three months) and 48.9% (nine months), research and development up 41.4% (nine months), and advertising and marketing up 78.4% (three months) and 178.8% (nine months).
- Impairment of film assets increased by $0.3 million for the three months and $0.8 million for the nine months due to underperforming titles and market changes.
- The company was not in compliance with debt covenants for multiple loans for the trailing twelve months ended September 30, 2025, requiring waivers from lenders and reclassification of long-term debt to current liabilities.
- Continued material weakness in internal control over financial reporting related to the fair value valuation of warrants.
- Heavy reliance on the ARK franchise, which contributed over 88% of net revenue, poses a concentration risk.
- Significant related-party transactions, including licensing fees and development costs with SDE and Suzhou Snail, which are controlled by the Founder's spouse or affiliated entities.
Risks
- Dependence on the future success of the ARK franchise; failure to publish new hit titles or sequels could substantially decrease revenue and profits.
- Reliance on license agreements, particularly with related parties like SDE, for publishing games; failure to renew or breach of obligations could lead to loss of valuable rights.
- Dependence on third-party platforms (Xbox Live, PlayStation Network, Steam, etc.) for distribution and revenue collection; platform policy changes, fee increases, or outages could harm business.
- Business is subject to the ability to develop commercially successful products for current video game platforms, and operating results may be volatile during console transitions.
- Tax law or tax rate changes could affect the effective tax rate and future profitability.
- Tariffs may cause cost increases and disruptions in technical R&D operations, particularly due to reliance on third-party providers in China and Europe.
- Material weaknesses in internal control over financial reporting could lead to inaccurate financial reporting, loss of investor confidence, and a decline in stock price.
- Need for additional financing to sustain operations; terms of subsequent financings may adversely impact stockholders through dilution or unfavorable debt terms.
- Default on credit obligations could interrupt operations, accelerate debt, or lead to foreclosure on assets.
- Lack of anticipated cash dividends means capital appreciation is the sole source of gain for stockholders.
- Regulatory uncertainty and potential licensing requirements for the strategic digital asset initiative (stablecoins) could lead to significant compliance costs or require modification/cessation of the initiative.
- Negative publicity regarding stablecoins or the broader digital asset industry could negatively affect consumer confidence in proposed proprietary stablecoins.
Future Outlook
The company is actively investing in expanding its gaming pipeline, developing media related to its gaming intellectual property, and growing its micro-influencer platform, NOIZ. It expects a consistent rollout of new short film dramas throughout 2025 and beyond via its SaltyTV mobile application. The company is also exploring a strategic digital asset initiative, including the evaluation and feasibility of introducing its own proprietary stablecoin, subject to regulatory approvals and market conditions. Future growth in Units Sold will depend on the ability to launch new games and features and the effectiveness of marketing strategies. The company anticipates that its overall user growth rate will fluctuate over time as new master games and companion DLCs are released.
Management Comments
- Our mission is to provide high-quality entertainment experiences to audiences around the world.
- Our dedication to providing audiences with high-quality entertainment experiences utilizing the latest gaming technology has produced strong user engagement, continued revenue growth, and increased cash flows.
- We continuously evaluate and invest in content strategy to improve and innovate our games and features and to develop current technological platforms.
- We believe we have a significant opportunity to grow our installed base, but anticipate that our overall user growth rate will fluctuate over time as we continue to release new master games and companion DLCs.
- We are focused on innovation and technology leadership in order to maintain our competitive advantage.
- Establishing and maintaining a loyal network of players for our premium games is vital for our business and drives revenue growth.
- We enjoy a long-term relationship with Studio Wildcard, a related party, which develops our ARK franchise.
- We believe that exploring stablecoin infrastructure may position us as an early mover within the digital entertainment industry.
- Our current unrestricted cash position of approximately $12.3 million, and our expected revenue receipts will allow the Company to continue operations beyond the next 12 months and service its current debts.
Industry Context
The company operates in the highly competitive interactive digital entertainment industry, characterized by intense competition and a reliance on hit titles. Its strategy involves continuous investment in content and technology, expanding its game portfolio beyond the core sandbox survival genre, and diversifying into new media like short films. The exploration of a proprietary stablecoin indicates an attempt to innovate within the broader digital asset industry, potentially positioning it as an early mover. However, the industry is also subject to significant reliance on third-party distribution platforms and evolving regulatory environments, particularly for novel technologies like stablecoins.
Comparison to Industry Standards
- NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Control Weakness | Identified a material weakness in internal control over financial reporting related to the failure to properly value the fair value of warrants related to convertible notes and equity line of credit. | 2025-09-30 | Could lead to inaccurate financial reporting, loss of investor confidence, and a decline in stock price if not remediated. Management is implementing new review controls and hiring external valuation specialists. |
Legal Proceedings
- On December 1, 2021, the company and Studio Wildcard sent a DCMA Takedown Notice to Valve Corporation concerning the videogame Myth of Empires, leading to a lawsuit by Angela Game and Imperium.
- On September 8, 2023, the company entered into a settlement agreement with Angela Game, which includes an upfront payment and ongoing payments.
- On March 14, 2023, Bel Air Soto, LLC filed suit against Snail Games USA Inc. and INDIEV for breach of contract and related claims arising from a commercial lease, seeking damages in excess of $3 million. The company disputes the allegations and is vigorously defending against the claims, including new allegations adding Mr. Hai Shi and the company as defendants.
- The present trial date for the Bel Air Soto, LLC lawsuit is February 2026.
Related Party Transactions
- Snail Games USA Inc. was founded as a wholly owned subsidiary of Suzhou Snail Digital Technology Co., Ltd. (Suzhou Snail).
- The company licenses intellectual property rights related to the ARK franchise from SDE Inc. (SDE), which is 100% owned and controlled by the wife of the Founder, CEO, CSO, and Chairman, Mr. Hai Shi.
- The ARK franchise contributed 90.8% of net revenue for the nine months ended September 30, 2025, highlighting significant reliance on this related-party license.
- The company has an offset agreement with SDE to offset payables due for royalties, internet, server, and datacenter costs (IDC), and marketing costs against accounts receivable from SDE.
- Prepaid expenses related party include $7.08 million in prepaid royalties and $7.5 million in prepaid licenses as of September 30, 2025, primarily related to ARK: Survival Ascended DLCs and operational software licenses obtained through SDE.
- Accounts payable due to related parties primarily for purchases of game distribution licenses, research and development costs, and royalties due to Suzhou Snail.
- In July 2024, the company entered into a software development, publishing, and distribution agreement with Suzhou Snail for game development, including $4.5 million in milestone payments and ongoing royalties.
- In December 2024, the company entered into an agreement with Suzhou Snail for the development of a short film content application for a $290,000 development fee.
- In January 2025, the company extended its outsource agreement with Suzhou Snail for R&D of 'For the Stars', with twelve equal monthly payments of $340,600.
- In August 2025, the company entered into a Game Testing Service agreement with Suzhou Snail for $240,000 in four quarterly installments.
- In August 2025, the company entered into a Short Drama Production agreement with Suzhou Snail for $720,000, payable in quarterly installments.
- During the three and nine months ended September 30, 2025, the company incurred $34,563 and $100,949, respectively, as license costs due to Suzhou Snail.
- During the three and nine months ended September 30, 2025, the company incurred $1,761,800 and $4,805,400, respectively, of R&D costs from Suzhou Snail.
- The company loaned $200,000 to a wholly owned subsidiary of Suzhou Snail in February 2021, which Suzhou Snail later assumed.
Stakeholder Impact
- Shareholders: Significant net losses and a negative equity position could erode shareholder value. Debt covenant breaches and material weaknesses in internal controls add to investment risk. Potential dilution from capital raises (ATM, convertible notes) could impact existing shareholders.
- Employees: Increased headcount and internal R&D salaries indicate continued investment in talent, which is positive. Stock-based compensation is a component of employee remuneration.
- Customers/Players: Continuous release of new DLCs, games, and content (ARK: Astraeos, ARK: Aquatica, Lost Colony, indie games, SaltyTV) aims to enhance engagement and expand the player base. Inclusion of ARK: Survival Ascended in PlayStation Plus significantly expanded reach.
- Suppliers/Vendors: Significant reliance on related-party vendors like SDE and Suzhou Snail for licensing, development, and operational costs. Loss of these vendors could significantly affect core business operations.
- Creditors: Non-compliance with debt covenants, even with waivers, indicates increased risk. Reclassification of long-term debt to current highlights potential liquidity challenges and could impact future borrowing terms.
Next Steps
- Continue to invest in content strategy to improve and innovate games and features.
- Expand gaming pipeline and develop media related to gaming intellectual property.
- Grow the micro-influencer platform, NOIZ, by attracting new influencers and brand customers.
- Consistently roll out new short film dramas through the SaltyTV mobile application throughout 2025 and beyond.
- Release the Lost Colony Expansion Pass later in 2025.
- Release Rebel Engine and Echoes of Elysium towards the end of 2025.
- Continue to evaluate and explore opportunities as part of the broader innovation roadmap for the strategic digital asset initiative (stablecoin).
- Enhance the process of designing and implementing effective internal control measures to remediate material weaknesses, including new review controls and procedures over fair value valuations and hiring qualified external valuation specialists.
- Vigorously defend against claims in the Bel Air Soto, LLC lawsuit, with a present trial date in February 2026.
- Monitor the performance of film assets and potentially record additional impairments if conditions warrant.
Key Dates
| Date | Description |
|---|---|
| 2018-04-30 | Commercial bank issued an irrevocable standby letter of credit on behalf of the Company to the landlord for $1,075,000 to lease office space. |
| 2021-02-01 | Company loaned $200,000 to a wholly owned subsidiary of Suzhou Snail. |
| 2021-06-17 | Company amended its loan agreement to reduce the principal amount with a financial institution for 10 years, annual interest rate of 3.5% for the first 5 years, and then floating at Wall Street Journal rate from years 6 to 10. |
| 2022-02-01 | Suzhou Snail signed an agreement with its subsidiary and assumed the loan and related interest for a total of $203,890. |
| 2022-11-09 | Company issued Underwriters Warrants to purchase 120,000 shares of Class A common stock in connection with its IPO. |
| 2022-11-10 | Company's board of directors authorized a share repurchase program for up to $5 million of Class A common stock. |
| 2023-03-10 | Company amended its exclusive software license agreement with SDE relating to the ARK franchise. |
| 2023-03-14 | Bel Air Soto, LLC filed suit against Snail Games USA Inc. and INDIEV for breach of contract and related claims arising out of a commercial lease. |
| 2023-06-21 | Company amended its revolving loan agreement and decreased the maximum balance from $9,000,000 to $6,000,000. |
| 2023-08-24 | Company issued convertible notes with an aggregate principal amount of $1,080,000 and warrants to purchase up to 714,285 shares of Class A common stock. |
| 2023-08-24 | Company entered into a common stock purchase agreement (Equity Line Purchase Agreement) and a registration rights agreement with an investor. |
| 2023-09-08 | Company entered into a settlement agreement with Angela Game. |
| 2023-10-10 | Registration statement covering the offer and sale of up to 15,093,768 shares of Class A common stock was effective. |
| 2024-01-01 | Company entered into an offset agreement with SDE to offset payables against receivables at $0.5 million per month. |
| 2024-07-01 | Company entered into another software development, publishing and distribution agreement with Suzhou Snail. |
| 2024-09-20 | Universal shelf Registration Statement on Form S-3 was declared effective by the SEC. |
| 2024-10-01 | Company entered into a collaborative arrangement for the development and publishing of a new title with a third party developer. |
| 2024-12-01 | Company entered into an agreement with Suzhou Snail for the development of an application to deliver short film content to end users. |
| 2025-01-01 | Company extended its outsource agreement with Suzhou Snail for the research and development of For the Stars. |
| 2025-02-21 | Company issued convertible notes with a principal balance of $3,300,000, maturing on February 21, 2026. |
| 2025-02-01 | Release of a brand new DLC map for ARK: Survival Ascended, ARK: Astraeos. |
| 2025-04-23 | Company released a major content update to Bellwright, celebrating its one-year anniversary. |
| 2025-05-08 | Company filed a Registration Statement on Form S-1 with the SEC in connection with its Class A shares of common stock underlying the convertible notes. |
| 2025-06-10 | Company entered into a term loan agreement with a principal balance of $3,500,000, maturing June 30, 2028. |
| 2025-06-15 | Operating lease for a vehicle commenced. |
| 2025-06-18 | Lost Colony Expansion Pass pre-sale went live across Steam, PlayStation, and Xbox. |
| 2025-07-01 | Release of ARK: Aquatica, a brand new DLC for ARK: Survival Evolved. |
| 2025-07-04 | The One Big Beautiful Bill Act (OBBBA) was enacted, introducing changes to U.S. tax law. |
| 2025-07-15 | Company announced its intention to explore a strategic digital asset initiative, including a proprietary stablecoin. |
| 2025-08-07 | Snail Coins, LLC was incorporated. |
| 2025-08-07 | Company entered into an At The Market Offering Agreement (ATM Sales Agreement) with H.C. Wainwright & Co., LLC. |
| 2025-08-08 | Egofold, LLC was incorporated. |
| 2025-08-15 | Operating lease for a building commenced, set to expire in August 22, 2027. |
| 2025-08-01 | Company entered into a Game Testing Service agreement with Suzhou Snail. |
| 2025-08-01 | Company entered into a Short Drama Production agreement with Suzhou Snail. |
| 2025-09-08 | Snail Coins (BVI), Ltd was incorporated. |
| 2025-09-30 | End of the quarterly period covered by this report. |
| 2025-10-03 | A holder of the company's unsecured convertible note converted $100,000 of principal into 111,491 shares of Class A common stock. |
| 2025-10-07 | Company enhanced the value of the Lost Colony Expansion Pass by adding a new Fantastic Tames, Elderclaw to the bundle. |
| 2025-10-24 | Company entered into a Securities Purchase Agreement with CROM Structured Opportunities Fund I, LP, issuing unsecured convertible notes with a principal amount of $2.2 million for $2.0 million proceeds. |
| 2025-11-10 | Outstanding shares of Class A Common Stock: 8,998,728; Class B Common Stock: 28,748,580. |
| 2025-11-12 | Date of signing of the Form 10-Q by the Chief Executive Officer and Chief Financial Officer. |
| 2026-02-01 | Present trial date for the Bel Air Soto, LLC lawsuit. |
Recommendation
sellThe company's financial performance is severely deteriorating, evidenced by substantial net losses, a near-collapse in gross profit, and negative EBITDA for both the quarter and year-to-date. The balance sheet shows a significant stockholders' deficit, indicating liabilities exceed assets. Critical issues include ongoing material weaknesses in internal controls and repeated breaches of debt covenants, which, despite waivers, signal underlying financial instability and operational risk. While there are strategic efforts in new game development and market expansion, these are long-term plays that do not offset the immediate and severe financial distress. The heavy reliance on related-party transactions also presents governance concerns. Given the significant financial deterioration, high operational risks, and the need for ongoing capital raises, the stock carries substantial downside risk, making a 'sell' recommendation appropriate for seasoned investors.
Keywords
Gaming, Video Games, ARK Franchise, DLC, Mobile Gaming, Console Gaming, PC Gaming, Digital Entertainment, Stablecoin, Financial Results, SEC Filing, 10-Q, Snail Inc., SNAL, Financial Performance, Risk Factors, Internal Controls, Debt Covenants, Related Party Transactions, Capital Raise, SaltyTV
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