Core Points - GigaMedia Limited held its Annual General Meeting (AGM) on June 26, 2025, where all resolutions were passed [1] Voting Results - **Resolution 1**: Adoption of audited financial statements - Votes Against: 3,850,472 (99.25%) - Votes For: 25,806 (0.67%) - Abstain: 2,951 (0.08%) [2] - **Resolution 2**: Approval of appointment of auditors - Votes Against: 6,608,722 (96.22%) - Votes For: 202,859 (2.95%) - Abstain: 56,942 (0.83%) [2] - **Resolution 3**: Approval of Directors' remuneration - Votes Against: 3,832,747 (98.80%) - Votes For: 41,075 (1.06%) - Abstain: 5,407 (0.14%) [2] - **Resolution 4**: Approval for authority to allot and issue shares - Votes Against: 3,787,887 (97.65%) - Votes For: 86,930 (2.24%) - Abstain: 4,412 (0.11%) [2] - **Resolution 5**: Approval for share purchase mandate - Votes Against: 3,843,218 (99.07%) - Votes For: 31,089 (0.80%) - Abstain: 4,922 (0.13%) [2] Company Overview - GigaMedia Limited is headquartered in Taipei, Taiwan, and is a diversified provider of digital entertainment services in Taiwan and Hong Kong - The company is recognized as an innovative leader in Asia, focusing on the development, distribution, and operation of digital entertainment, particularly in mobile and casual games [2]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 20-F ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-30540 ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITI ...

Core Viewpoint - GigaMedia Limited reported a significant decline in revenues for 2024, primarily due to a slowdown in licensed games, but managed to reduce its net loss compared to the previous year [2][3][9]. Financial Performance - For the full year 2024, GigaMedia's revenues were $3.0 million, down 30.8% from $4.3 million in 2023 [2][7]. - Gross profit for 2024 was $1.5 million, a decrease of 39.7% from $2.4 million in 2023 [7]. - The operating loss for 2024 was $3.7 million, compared to a loss of $3.2 million in 2023 [9]. - The net loss attributable to GigaMedia for 2024 was $2.3 million, improved from a net loss of $3.4 million in 2023 [3][9]. - The net loss per share for 2024 was $0.21, compared to $0.31 in the previous year [7][9]. Quarterly Overview - In Q4 2024, revenues were $755,000, a slight decrease of 1.8% from Q3 2024 and a 13.2% decline year-over-year [11][18]. - The gross profit for Q4 2024 was $398,000, up 7.0% from Q3 2024 but down 21.0% from Q4 2023 [11][18]. - The operating loss for Q4 2024 was $531,000, reduced from a loss of $1.0 million in Q3 2024 [11][18]. - The net loss for Q4 2024 was $481,000, an increase from a net loss of $320,000 in Q3 2024 [11][18]. Balance Sheet and Cash Position - As of the end of 2024, GigaMedia had cash, cash equivalents, and restricted cash totaling $35.1 million, down 9.5% from $38.8 million at the end of 2023 [4][10]. - The company maintained a solid financial position with zero bank loans and shareholders' equity of approximately $40.8 million [13]. Business Strategy and Outlook - GigaMedia is focusing on developing AI-based applications to enhance productivity and explore commercialization opportunities [15][16]. - The company plans to pursue mergers and acquisitions to accelerate growth and enhance shareholder value [16].

Core Viewpoint - GigaMedia Limited has entered into an agreement to purchase a convertible promissory note from Aeolus Robotics Corporation, indicating a strategic partnership between the two companies [1][3]. Group 1: Investment Details - GigaMedia is purchasing a convertible promissory note with a principal amount of US$2,600,000 from Aeolus Robotics [1]. - The note carries an interest rate of 4.5% per annum and is due in 36 months [2]. - The principal amount may be convertible into ordinary shares of Aeolus at a price of US$0.02 per share under certain conditions [2]. Group 2: Strategic Relationship - The transaction reflects a mutual commitment to a longer-term strategic relationship between GigaMedia and Aeolus [3]. - GigaMedia is open to reviewing its investment alternatives and may consider additional transactions involving Aeolus's securities [3]. Group 3: Company Background - GigaMedia Limited is headquartered in Taipei, Taiwan, and operates as a diversified provider of digital entertainment services in Taiwan and Hong Kong [4]. - The company is recognized as an innovative leader in the digital entertainment sector in Asia, focusing on mobile and casual games [4].

Core Viewpoint - GigaMedia Limited reported its third-quarter 2024 financial results, showing a slight increase in revenues compared to the previous quarter but a significant year-over-year decline in both revenues and gross profit. Financial Performance - Revenues for Q3 2024 were $0.77 million, up 6.7% from $0.72 million in Q2 2024, but down 28.2% from $1.01 million in Q3 2023 [2][7] - Gross profit increased by 3.3% quarter-on-quarter to $0.37 million, but decreased by 36.2% year-over-year from $0.58 million [6][7] - The operating loss for Q3 2024 was $1.01 million, slightly improved from a loss of $1.05 million in the previous quarter [6][7] - The net loss attributable to GigaMedia was $0.32 million, compared to a net loss of $0.61 million in Q2 2024 [6][7] - Cash, cash equivalents, and restricted cash at the end of Q3 2024 totaled $35.3 million, down 2.8% from $36.3 million in Q2 2024 [5][8] Business Outlook - GigaMedia plans to enhance social networking features in its games to strengthen player community engagement [3] - The company aims to improve productivity of existing games, execute effective marketing strategies, and expand its customer base [10] - GigaMedia is also reviewing potential strategic investment and acquisition opportunities to drive corporate growth and maximize shareholder value [10]

Core Viewpoint - GigaMedia Limited reported its second quarter 2024 financial results, showing slight revenue decline but improvements in gross profit and net loss compared to the previous quarter. Financial Performance - Revenues for Q2 2024 were $0.72 million, a decrease of 0.6% from Q1 2024 and a 29.7% decline year-over-year from $1.02 million in Q2 2023 [4][5]. - Gross profit increased by 4.0% quarter-on-quarter to $0.36 million, but decreased by 36.4% compared to $0.57 million in the same period last year [4][5]. - The operating loss for Q2 2024 was $1.05 million, an improvement from a loss of $1.11 million in Q1 2024 [4][5]. - Net loss attributable to GigaMedia was $0.61 million, reduced from $0.90 million in the previous quarter [4][5]. Cash Position - Cash, cash equivalents, and restricted cash at the end of Q2 2024 totaled $36.3 million, down 1.3% from $36.8 million at the end of Q1 2024 [6][7]. Business Outlook - The company plans to enhance productivity in the second half of 2024 while pursuing strategic expansion and new business opportunities [8]. - Management is evaluating potential strategic investment targets to expand business and increase shareholder value [8]. Additional Financial Metrics - Loss per share attributable to GigaMedia was $0.06 for Q2 2024, improved from $0.08 in Q1 2024 [4][5]. - EBITDA for Q2 2024 was reported at $(1.116) million, compared to $(1.358) million in Q1 2024 [17].

Core Viewpoint - GigaMedia Limited successfully passed all resolutions at its Annual General Meeting held on June 27, 2024, indicating strong shareholder support for the company's strategic decisions and governance [1]. Voting Results Summary - **Resolution 1 – Adoption of audited financial statements**: - Votes in favor: 3,711,839 (96.00%) - Votes against: 94,748 (2.45%) - Abstentions: 59,832 (1.55%) [2][3] - **Resolution 2 – Approval of appointment of auditors**: - Votes in favor: 6,151,347 (97.34%) - Votes against: 120,377 (1.91%) - Abstentions: 47,431 (0.75%) [2][3] - **Resolution 3 – Approval of Directors' remuneration**: - Votes in favor: 3,619,812 (93.62%) - Votes against: 215,225 (5.57%) - Abstentions: 31,382 (0.81%) [2][3] - **Resolution 4 – Approval for authority to allot and issue shares**: - Votes in favor: 3,608,837 (93.34%) - Votes against: 243,410 (6.30%) - Abstentions: 14,172 (0.36%) [2][3] - **Resolution 5 – Approval for share purchase mandate**: - Votes in favor: 3,735,957 (96.63%) - Votes against: 116,340 (3.01%) - Abstentions: 14,122 (0.36%) [2][3] Company Overview - GigaMedia Limited is headquartered in Taipei, Taiwan, and operates as a diversified provider of digital entertainment services in Taiwan and Hong Kong. The company is recognized as an innovative leader in Asia, focusing on the development, distribution, and operation of digital entertainment, particularly in mobile and casual games [1].

Core Points - The 25th Annual General Meeting of GigaMedia Limited is scheduled for June 27, 2024, in Taipei, Taiwan [1] - The meeting will address several ordinary resolutions including the adoption of audited financial statements, appointment of auditors, and approval of directors' remuneration [2][3] Ordinary Resolutions - The company seeks to adopt the audited financial statements for the financial year ended December 31, 2023, which requires a majority vote from shareholders [17] - Approval is sought for the appointment of Deloitte & Touche and Deloitte & Touche LLP as independent external auditors until the next Annual General Meeting, with the authority to fix their remuneration for the financial year ended December 31, 2024 [18] - The remuneration for all directors is proposed to be approved in an aggregate amount not exceeding US$350,000 until the conclusion of the next Annual General Meeting [19][20] - Authority is requested for the directors to allot and issue shares, effective until the next Annual General Meeting [21][22] - A Share Purchase Mandate is proposed to allow the company to purchase or acquire its shares, which aims to enhance shareholder value and provide flexibility in capital management [23][24][25]

Revenue Performance - Revenues from MahJong and other casual games were approximately US$1.1 million in 2023, a decrease from US$1.3 million in 2022 and US$1.5 million in 2021[97]. - Revenues generated from the online sports game Tales Runner were approximately US$2.7 million in 2023, down from US$3.4 million in 2022 but up from US$2.4 million in 2021[98]. - Accumulated sales revenues of the mobile role-playing game Yume100 reached approximately US$12.8 million as of December 31, 2023[100]. - Total operating revenues for 2023 were approximately US$4.3 million, a decrease of approximately US$1.3 million year-over-year[148]. - Operating revenues for 2023 were $4,292 thousand, a decrease of 23.2% from $5,585 thousand in 2022[164]. - Revenues from mobile games declined to $400 thousand in 2023 from $800 thousand in 2022, reflecting a broader trend of reduced online engagement post-COVID[165]. - The company collected $4.0 million in cash from customers in 2023, down from $6.5 million in 2022[179]. Financial Performance - The operating loss for 2023 was approximately US$3.2 million, an increase of US$0.1 million compared to the previous year[148]. - Net loss attributable to shareholders was approximately US$3.4 million, an increase of US$0.6 million year-over-year[148]. - GigaMedia's shareholders' equity decreased to US$43.5 million in 2023 from US$48.6 million in 2022[146]. - The company recorded approximately 33,000 active paying users, with an average revenue per paying user (ARPPU) ranging from approximately $40 to $100 for different services[120]. - The company incurred $0.7 million in research and development activities in 2023, down from $1.1 million in 2022 and $1.4 million in 2021[189]. - The net cash used in operating activities for 2023 was approximately $1,193 thousand, a decrease from $2,509 thousand in 2022[179]. - Cash, cash equivalents, and restricted cash at the end of 2023 totaled $38,783 thousand, down from $39,107 thousand at the end of 2022[179]. - The company has zero bank borrowing as of December 31, 2023, and expects to secure lines of credit for operational and strategic needs[176]. Market Strategy and Operations - The company intends to enhance its market position by focusing on mobile and browser-based entertainment services and expects to drive growth through organic means and accretive transactions[92]. - FunTown operates under an item-billing revenue model, allowing users to access basic game functions for free while offering in-game purchases[91]. - FunTown's marketing strategy includes in-game events, online advertising, and offline promotions to attract and retain users[107]. - The company collaborates with leading game development studios to source new online games and localize them for target markets[104]. - The company is transitioning its game portfolio from PC-based formats to browser and mobile platforms to meet changing market demands[190]. Regulatory and Compliance - The company operates under various regulations in Taiwan, including the Protection of Children and Youths Welfare and Rights Act, which governs internet content ratings[127]. - The company has not made any material changes in the accounting methodology used to evaluate investment in securities as of December 31, 2023 and 2022[197]. - The company adopted a written compensation recovery policy on October 30, 2023, in compliance with SEC rules[216]. Shareholder Information - Major shareholders include John-Lee Andre Koo with 2,159,999 shares (19.54%), and James Cheng-Ming Huang with 1,073,566 shares (9.71%) as of March 31, 2024[231]. - The total outstanding shares as of March 31, 2024, were 11,052,235, with 54.44% (6,017,090 shares) not held by major shareholders[234]. - The aggregate cash compensation paid to directors and executive officers for the year ended December 31, 2023, was approximately US$0.5 million[210]. - The company has a total of 4,000 ordinary shares underlying outstanding options granted to directors and executive officers, with an exercise price of $2.90 per share[211]. Employment and Organizational Structure - As of December 31, 2023, the total number of full-time employees decreased to 96 from 101 in 2022, representing a decline of approximately 4.95%[222][224]. - The company has a significant organizational structure with wholly owned subsidiaries operating in Taiwan, Hong Kong, and the British Virgin Islands[140]. - The board of directors currently comprises six members, including one female director and five independent non-executive members[217]. Taxation and Financial Implications - The company is likely classified as a Passive Foreign Investment Company (PFIC) for the taxable year ended December 31, 2023, due to a significant amount of cash and the price of its shares[267]. - If classified as a PFIC, shareholders may face special tax rules on excess distributions and gains realized on the sale of shares, which could result in ordinary income taxation[268]. - The company does not impose taxes on capital gains, but gains on share disposals may be treated as income if connected to trade or business activities in Singapore[255]. - U.S. persons holding shares may be required to file IRS Form 8938 if the aggregate value of specified foreign financial assets exceeds $50,000[278].

Core Viewpoint - GigaMedia Limited reported a significant decline in revenues and increased net losses for the year 2023, while also implementing cost-cutting measures and focusing on AI development for future growth [2][6][10]. Financial Performance - For the full year 2023, GigaMedia's revenues were $4.3 million, down 23.2% from $5.6 million in 2022 [5][6]. - Gross profit for 2023 was $2.4 million, a decrease of 24.7% compared to $3.25 million in 2022 [5]. - The operating loss for 2023 was $3.2 million, slightly higher than the $3.0 million loss in 2022 [6][8]. - The net loss for 2023 was $3.5 million, compared to a net loss of $2.8 million in 2022, with a loss per share of $0.31 [5][6][8]. Fourth Quarter Overview - In Q4 2023, revenues decreased by 18.8% quarter-on-quarter and 21.1% year-over-year, primarily due to seasonal factors and declines in licensed games [5][8]. - The loss from operations in Q4 was $0.6 million, an improvement from a loss of $0.9 million in Q3 2023 [5][8]. - The net loss for Q4 was $2.6 million, which included a $2.2 million valuation loss on investments [8][9]. Balance Sheet and Cash Position - At the end of 2023, GigaMedia had cash, cash equivalents, and restricted cash totaling $38.8 million, a slight decrease from $39.1 million at the end of 2022 [3][9]. - The company maintained a solid financial position with zero bank loans and shareholders' equity of approximately $42.8 million [9][10]. Business Strategy and Outlook - GigaMedia plans to develop AI-powered tools to enhance efficiency in content renovation for casual games and explore commercialization opportunities for these tools [3][10]. - The company is also focused on expanding through mergers and acquisitions to accelerate growth and enhance shareholder value [11].