GCL Announces Audited Financials of Ban Leong and Unaudited Pro Forma Combined Financials

Rhea-AI Summary

GCL Global Holdings (NASDAQ: GCL), a games and entertainment provider, has filed a Form 6-K with the SEC regarding its recent acquisition of Ban Leong Technologies Limited through its subsidiary Epicsoft Asia.

The filing includes audited financial statements for Ban Leong covering fiscal years ending March 31, 2024 and 2025, along with unaudited pro forma combined financial statements. The pro forma statements present the combined financial position as if the acquisition had occurred on April 1, 2024 for income statements and March 31, 2025 for the balance sheet.

Positive

• Completed strategic acquisition of Ban Leong Technologies
• Timely submission of required financial documentation to SEC
• Transparency in providing both historical and pro forma financial statements

Negative

• Pro forma financials are unaudited
• Actual financial metrics and acquisition terms not disclosed in the release

SINGAPORE, Aug. 29, 2025 (GLOBE NEWSWIRE) -- GCL Global Holdings Ltd (NASDAQ: GCL) (“GCL” or the “Company”), a leading provider of games and entertainment, today announced that in connection with the recently completed acquisition of Ban Leong Technologies Limited (“Ban Leong”) by GCL’s wholly owned subsidiary, Epicsoft Asia Pte. Ltd. (“Epicsoft Asia”), it has filed a Form 6-K with the U.S. Securities and Exchange Commission (“SEC”) containing, among other things, the following:

• Audited Financials:
  • The filing includes the audited financial statements of Ban Leong for the fiscal years ended March 31, 2024 and March 31, 2025.
• Pro Forma Financials:
  • The unaudited pro forma condensed combined statements of income and comprehensive income combine the audited consolidated statement of income and comprehensive income of GCL for the year ended March 31, 2025 with the audited consolidated statement of income and comprehensive income of Ban Leong for the year ended March 31, 2025, giving effect to the business acquisition as if it had occurred as of April 1, 2024.
  • The unaudited pro forma condensed combined balance sheet as of March 31, 2025 combines the audited consolidated balance sheet of GCL as of March 31, 2025 with the audited consolidated balance sheet of Ban Leong as of March 31, 2025, giving effect to the business acquisition as if it had been consummated as of March 31, 2025.
    

The Form 6-K filing is available for review on the SEC's website at www.SEC.gov.

About GCL Global Holdings

GCL Global Holdings Ltd. unites people through immersive games and entertainment experiences, enabling creators to deliver engaging content and fun gameplay experiences to gaming communities worldwide with a strategic focus on the rapidly expanding Asian gaming market.

Drawing on a deep understanding of gaming trends and market dynamics, GCL Group leverages its diverse portfolio of digital and physical content to bridge cultures and audiences by introducing Asian-developed IP to a global audience across consoles, PCs and streaming platforms.

Learn more at http://www.gclglobalholdings.com

About Epicsoft Asia

Epicsoft Asia, a subsidiary of GCL Global Holdings Ltd, is a premier distributor of interactive entertainment software. With a robust network and a proven track record of successful game launches, Epicsoft Asia is dedicated to bringing premier gaming experiences to players across Taiwan, Hong Kong, and Southeast Asia.

About Ban Leong Technologies Limited

Ban Leong Technologies was incorporated in Singapore on 18 June 1993 and was listed on the Main Board of the Singapore Stock Exchange on 23 June 2005. The principal activities of the company and its subsidiaries are the wholesale and distribution of computer peripherals, accessories and other multimedia products. It distributes a wide range of technology products, with key segments that include IT accessories, gaming, multimedia, smart technology and commercial products. The company is headquartered in Singapore with regional offices in Malaysia and Thailand.

Forward-Looking Statements

This press release includes “forward-looking statements” made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995, and may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements may also include, but are not limited to, statements regarding projections, estimates and forecasts of revenue and other financial and performance metrics, projections of market opportunity and expectations, the estimated implied enterprise value of GCL, GCL’s ability to scale and grow its business, the expected benefits of the acquisition of Ban Leong Technologies Limited, the advantages and expected growth of GCL, and GCL’s ability to source and retain talent. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of GCL’s management and are not predictions of actual performance.

These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from those expressed or implied by these forward-looking statements. Although GCL believes that it has a reasonable basis for each forward-looking statement contained in this press release, GCL cautions you that these statements are based on a combination of facts and factors currently known and projections of the future, which are inherently uncertain. In addition, there are risks and uncertainties described in GCL’s annual report on Form 20-F, filed with the SEC on July 31, 2025, and other documents filed by GCL from time to time with the SEC. These filings may identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. GCL cannot assure you that the forward-looking statements in this press release will prove to be accurate. There may be additional risks that GCL presently knows or that GCL currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In light of the significant uncertainties in these forward-looking statements, nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. The forward-looking statements in this press release represent the views of GCL as of the date of this press release. Subsequent events and developments may cause those views to change. However, while GCL may update these forward-looking statements in the future, there is no current intention to do so, except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing the views of GCL as of any date subsequent to the date of this press release. Except as may be required by law, GCL does not undertake any duty to update these forward-looking statements.

GCL Investor Relations:

Crocker Coulson
crocker.coulson@aummedia.org
(646) 652-7185

FAQ

What acquisition did GCL Global Holdings (NASDAQ: GCL) announce in 2025?

GCL announced the completion of its acquisition of Ban Leong Technologies Limited through its wholly owned subsidiary, Epicsoft Asia Pte. Ltd.

What financial statements were included in GCL's Form 6-K filing?

The filing included audited financial statements for Ban Leong (FY2024 and FY2025) and unaudited pro forma combined financial statements showing the combined entity's position as if the acquisition occurred on April 1, 2024.

When was the Ban Leong acquisition treated as effective in GCL's pro forma statements?

The pro forma income statements treat the acquisition as if it occurred on April 1, 2024, while the pro forma balance sheet assumes the acquisition occurred on March 31, 2025.

Where can investors access GCL's Form 6-K filing with Ban Leong's financial statements?

The Form 6-K filing is available for review on the SEC's website at www.SEC.gov.