Cloud Imperium UK Submits Company Accounts For 2024 On Time

For the first time in six years, Cloud Imperium UK Ltd submitted its accounts to UK Companies House on or before the 30 September deadline. According to the stamp on the document, Cloud Imperium UK's accounts for 2024 were submitted on 30 September 2025, the last day to submit the accounts without obtaining an extension. The last time the accounts were filed on time was on 30 September 2019 with the submission of the 2018 company accounts.

Cloud Imperium UK is the portion of Cloud Imperium outside the United States which means the operations of the newly acquired Turbulent Media also falls under the British company. As such, profit and loss statements don't cover the entire business and observers will need to wait until Cloud Imperium submits its entire financial report on its corporate website. But considering the accounts were actually filed on time this year, the odds are that the financial news will be much better overall than in 2023.

I do have other items to highlight. First, CIG's operations outside the U.S. improved from a £8.4 million loss in 2023 to a £1.6 million profit in 2024. Cloud Imperium explained what changed in 2024.

The Group's acquisition of the remaining 75% equity of Turbulent Media on 1 July 2023 means that its results were included in the Group consolidation for six months during the year ended 31 December 2023, and for 12 months for the year ended 31 December 2024.

For the year ended 31 December 2024, Group revenue increased to £51.2m (2023: £46.7m), supported by the Alpha 4.0 release of Squadron 42 in Q4. Costs reduced to £64.8m (2023: £66.5m), demonstrating the internalization and rationalization of Turbulent Media's cost base for the entire year. The Group continues to progress with the development of Squadron 42, targeted for release in 2026, while publishing activities for Star Citizen outside the US remain within the UK group.

As an aside, I'm pretty sure the above paragraph meant to read "the Alpha 4.0 release of Star Citizen". While the accounts were delivered on time, the proofreading of the accounts may have been rushed.

Other operating income rose to £16.6m (2023: £1.8m), driven by an increased video games tax credit of £2.4m (2023: £1.0m) reflecting higher development activity in the UK and Canada, and a one-off recovery of £2.7m from a contractor relating to historic work at the Manchester studio. As a result, the Group delivered a profit of £l.6m (2023: £8.4m loss) and closed the year with net assets of £34.6m (2023: £33.3m). This result was influenced significantly by the one-off recovery and increased tax credit of £l.4m arising from a fully integrated Turbulent Media. Excluding these items, the Group would have reported an underlying loss of £1.1m, which remains consistent with our long-term strategy to bring Squadron 42 to commercial release and subsequently launch Star Citizen, committing costs to these goals based upon our longer term planning.

According to the accounts, Cloud Imperium UK received £11.4 million from the United Kingdom's Video Games Tax Relief provision and £2.2 million in Canada's Multi Media tax credit. 

The next point explains the necessity of the £10 million loan in the first quarter of the year. Cash in hand and in the bank for CIG's Rest of the World operations fell £8.5 million during 2024, from £13.5 million at the beginning of the year down to £5 million at the end. 

The accounts detail some of the effects of the company's restructuring due to the acquisition of Turbulent. In Cloud Imperium's own words:

Since Turbulent Media's full integration 18 months ago, the Group has realised synergies and strategically aligned resources, supporting cost savings while strengthening development and publishing capabilities. During 2024, the workforce was restructured to ensure readiness for upcoming releases. Average headcount rose slightly from 854 to 888, although much of that increase will reflect the full-year headcount in Turbulent Media compared to only six months in the prior year. Thus publishing, community and marketing roles to support launch readiness increased, whilst some rationalization occurred within development and support roles reduced by 5. Employee costs rose to £56.5m (2023: £53.9m) due to the slight increase in headcount and limited but necessary salary increases made throughout the year. Our development contracted services reduced by 49.3%, highlighting the benefits and improved efficiency realized through the Turbulent Media Inc restructuring. In contrast to this we spent 240% more on marketing and events to host Citizencon in Manchester, England, which showcased the work that has gone into the development of Star Citizen and a preview of Squadron 42. Previously we hosted in Los Angeles and thus that expense was not borne by the UK group.

Finally we get to the infamous "put option" for the Calders. The auditor from PriceWaterhouseCoopers still isn't happy about the situation, giving the accounts a "qualified opinion." Cloud Imperium provided the following explanation.

A contingent liability exists with respect to 1,877,400 (2023: 1,877,400) of the 11,745,920 (2023: 11,745,920) issued shares as at 31 December 2024. These shares have the right to put their shares back to the Company for repurchase at a minimum return premium of 6% per annum on the initial purchase price. For 1,599,900 (2023: 1,599,900) shares they also have a value formula based upon the three years' average revenue leading up to the start of the exercise period.

For 277,500 shares their put rights are exercisable on 1 January 2028 only, their earlier put exercise date having now passed. For 1,599,900 shares their first put rights are exercisable between 1 January 2026 and 30 September 2026 and their second between 1 January 2029 and 30 September 2029.

Based upon previous representations from the holders and given the company's financial position, budgets and forecasts the company currently assesses the probability of the holders exercising their put rights to be remote.

The terms seem different than what has appeared in last year's accounts. Last month Cloud Imperium updated UK Companies House with an updated shareholder list.

CIG shareholders, September 2025

The main differences at first glance involve pushing back the Calders, primarily Keith Calder, can exercise their put option. The put option could also be the reason the 2024 accounts were submitted on time. I don't know if timely disclosure of financial information is required or not. Perhaps the timing the accounts were submitted this year is just a coincidence.

The size of the liability increased from a potential £44.6 million up to £71.4 million. As noted above, Cloud Imperium UK only had £5 million cash on hand at the end of 2024. We will probably need to wait until the end of the year for how much cash the entire company is holding.

Consequently, consistent with prior years, the company has not recognised this put option as a financial liability measured at the net present value of the expected payments. If it were to do so using the minimum return calculation value on the investment for those shares it would generate a liability of £34.2m at December 2024 (2023: £30.4m) applying a discount rate of 10% (2023: 10%). This would rise to £71.4m (2023: £44.6m) based upon a multiple applied to an estimate of three prior years' revenue leading up to the exercise date. The increase from the prior year stems from an increased estimation of revenue during the calculation period, but there are many assumptions underpinning that calculation.

Cloud Imperium seems to wave away any issues.

The fact that the exercise is considered remote is the primary reason for not recognising the uncertain net present value of this potential contingent liability. Also given the nature of the put terms, as if exercised the put proceeds would be payable out of available cash in excess of that required to effectively operate the business and thus that liability would remain undischarged until such available cash became available.

I began the post rather optimistic, but the closer I looked the more gloomy I became. The vastly increased cash shop revenue in 2025 eases some concerns but the returns for what CIG calls the Rest of the World contains some land mines. Hopefully the end of year financial report will bring some clarity.