Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ________________________ (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission file number 001-39714 ________________________ Grindr Inc. (Exact name of reg ...

Grindr Inc. (NYSE:GRND) Q3 2023 Earnings Conference Call November 13, 2023 11:00 AM ET Company Participants Tolu Adeofe - Head of Investor Relations George Arison - Chief Executive Officer Vanna Krantz - Chief Financial Officer Conference Call Participants Rohit Kulkarni - ROTH MKM Operator Good afternoon. My name is Ludi and I will be your conference operator today. At this time, I would like to welcome everyone to the Grindr Third Quarter 2023 Earnings Conference Call. All lines have been placed on mute t ...

Financial Data and Key Metrics Changes - The company achieved a revenue growth of 32% year-over-year, with second quarter revenue reaching $61.5 million, up from $46.6 million [10][11] - Adjusted EBITDA margin improved to 44%, up from 38% previously expected for the full year [10][11] - Net income for the second quarter was $22.3 million, a significant increase from a net loss of $4.3 million in Q2 2022 [34] Business Line Data and Key Metrics Changes - The global rollout of the Weeklies subscription offering contributed to growth in paying users, with 35,000 new paying subscribers added in the quarter [21] - Average revenue per paying user increased by $0.56 sequentially to $19.08 [11] - Direct revenue increased by 37% year-over-year to $53.2 million, driven by new subscription offerings [33] Market Data and Key Metrics Changes - Average monthly active users (MAU) increased by 8% year-over-year and 2% sequentially to 13.1 million [32] - Average paying users rose by 22% year-over-year to 929,000, resulting in an average payer penetration of 7.1% [32] Company Strategy and Development Direction - The company is focused on improving user experience, monetization, and planning for future growth, with a strategic emphasis on new features and offerings [3][7][29] - The introduction of Grindr Web aims to enhance user engagement and provide features that were previously unavailable on mobile [29] - The company is investing in AI and machine learning to improve user matching and engagement [29] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the outlook, raising full-year revenue growth guidance to 28% or greater, supported by strong user engagement trends [3][10] - The leadership acknowledged the competitive landscape but emphasized the unique positioning of Grindr and its focus on user needs [19][37] Other Important Information - The company made principal debt repayments of $17.6 million, reducing net debt to $342.9 million [13] - Cash and cash equivalents decreased to $22.1 million from $25.5 million in the prior year [13] Q&A Session Summary Question: Why did the company hire Littler Mendelson while employees are attempting to unionize? - The company stated it respects and supports team members' rights regarding union representation but could not comment on the matter pending before the NLRB [16] Question: How does the new competitive app impact Grindr's future base? - Management noted that user preferences vary, with younger users seeking NSFW features and older users desiring dating features, and emphasized their focus on meeting these needs [19] Question: What is being done to make the app more responsive and less battery-intensive? - The company is investing in future features, including AI, but acknowledged that location-based services inherently require more battery [23] Question: How does the company plan to combat AI and bot scammers? - The company has expanded its customer service team and developed machine learning capabilities to detect spam and unsafe activity [41] Question: How does Grindr plan to leverage its brand recognition in the long term? - The company aims to enhance user experience and functionality to support various use cases beyond hookups, thereby increasing shareholder value [42][44]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ________________________ (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission file number 001-39714 ________________________ Grindr Inc. (Exact name of registra ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ________________________ (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission file number 001-39714 ________________________ Grindr Inc. (Exact name of registr ...

PART I [Business](index=9&type=section&id=Item%201.%20Business) Grindr, the largest LGBTQ social network, reported **$195.0 million** revenue in 2022, a **33.7%** increase, primarily from subscriptions, with **12.2 million** MAUs Key Operating Metrics (2022 vs 2021) | Metric | 2022 | 2021 | | :--- | :--- | :--- | | Monthly Active Users (MAUs) | ~12.2 million | ~10.8 million | | Paying Users | ~788 thousand | ~601 thousand | | Daily Messages Sent (Average) | >308 million | >260 million | Financial Performance (FY 2022 vs FY 2021, in millions) | Metric | FY 2022 | FY 2021 | YoY Growth | | :--- | :--- | :--- | :--- | | Total Revenue | $195.0 | $145.8 | 33.7% | | Net Income | $0.9 | $5.1 | -82.4% | | Adjusted EBITDA | $85.2 | $77.1 | 10.6% | - Revenue is generated from two streams: Direct Revenue (subscriptions and add-ons) and Indirect Revenue (advertising/partnerships) In 2022, Direct Revenue was **83.7%** of total revenue, while Indirect Revenue was **16.3%**[39](index=39&type=chunk)[405](index=405&type=chunk)[406](index=406&type=chunk) - The company's growth is primarily organic, driven by strong brand awareness and network effects, with customer acquisition spending comprising only **0.3%** of total revenue in 2022[38](index=38&type=chunk)[121](index=121&type=chunk) - Key growth strategies include expanding monetization through new subscription features and stand-alone paid options, growing the user base in core and new geographic markets, and investing in machine learning and data science[124](index=124&type=chunk)[127](index=127&type=chunk) [Risk Factors](index=31&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including brand dependence, competition, platform reliance, data privacy regulations, indebtedness, and internal control weaknesses - A material weakness in internal control over financial reporting has been identified, which could affect the reliability of financial statements if not corrected[22](index=22&type=chunk)[279](index=279&type=chunk) - The business is highly dependent on the strength of the Grindr brand, which could be damaged by unfavorable media coverage, user misconduct, or privacy concerns[150](index=150&type=chunk)[151](index=151&type=chunk)[166](index=166&type=chunk) - Distribution and payment processing rely heavily on third-party platforms like the Apple App Store and Google Play Store, whose policies and fees can significantly impact operations and revenue[181](index=181&type=chunk)[190](index=190&type=chunk) - The company is subject to complex and evolving data privacy laws globally, such as GDPR and CCPA, which could result in significant fines, changes to business practices, and increased operational costs The company has faced regulatory inquiries, including a fine from the Norwegian Data Protection Authority[311](index=311&type=chunk)[312](index=312&type=chunk)[317](index=317&type=chunk) - As of December 31, 2022, the company had approximately **$360.6 million** in total outstanding net indebtedness, which imposes significant operating and financial restrictions[343](index=343&type=chunk) [Unresolved Staff Comments](index=71&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the Securities and Exchange Commission - There are no unresolved staff comments[375](index=375&type=chunk) [Properties](index=71&type=section&id=Item%202.%20Properties) Grindr's headquarters is a leased **25,000 sq. ft.** office in West Hollywood, California, with the lease expiring in **2026** - The company's headquarters is a leased **25,000 sq. ft.** office in West Hollywood, CA, with the lease expiring in **2026**[376](index=376&type=chunk) [Legal Proceedings](index=71&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various legal proceedings, not currently expected to have a material adverse effect, with details in Note 13 - The company is subject to various legal claims and government investigations in the ordinary course of business Specific details are provided in Note 13 to the consolidated financial statements[378](index=378&type=chunk) [Mine Safety Disclosures](index=71&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's business operations - Not applicable[381](index=381&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=72&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Grindr's Common Stock and Public Warrants trade on the NYSE, and the company does not anticipate paying cash dividends in the foreseeable future - Common Stock and Public Warrants are traded on the NYSE under symbols **"GRND"** and **"GRND.WS"**[383](index=383&type=chunk) - The company has never paid dividends and does not intend to pay them in the foreseeable future[385](index=385&type=chunk) [Reserved.](index=72&type=section&id=Item%206.%20%5BReserved.%5D) This item is reserved [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=73&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In FY2022, revenue grew **33.7%** to **$195.0 million**, net income decreased to **$0.9 million**, and Adjusted EBITDA increased **10.6%** to **$85.2 million** Key Financial and Operating Metrics (FY 2022 vs. FY 2021, in thousands, except per user data) | Metric | FY 2022 | FY 2021 | | :--- | :--- | :--- | | Revenue | $195,015 | $145,833 | | Net Income | $852 | $5,064 | | Adjusted EBITDA | $85,192 | $77,054 | | Average Paying Users | 788 | 601 | | Adjusted ARPPU | $17.28 | $16.21 | | Monthly Active Users (MAUs) | 12,246 | 10,799 | - The **33.7%** revenue growth in 2022 was primarily driven by a **$47.3 million (41%)** increase in Direct Revenue, attributed to growth in both Paying Users and a **7.5%** increase in ARPPU[436](index=436&type=chunk) - Selling, general and administrative expenses increased by **146.1%** to **$75.3 million**, largely due to a **$23.7 million** increase in stock-based compensation, a **$6.0 million** increase in employee-related expenses, and a **$7.0 million** increase in outside service fees[439](index=439&type=chunk)[441](index=441&type=chunk) - Net cash provided by operating activities increased to **$50.6 million** in 2022 from **$34.4 million** in 2021[466](index=466&type=chunk)[467](index=467&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=88&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, Grindr is not required to provide information for this item - The company is a smaller reporting company and is not required to provide this information[496](index=496&type=chunk) [Financial Statements and Supplementary Data](index=89&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the audited consolidated financial statements for FY2022 and FY2021, along with the independent auditor's report and detailed notes - The report from independent registered public accounting firm Ernst & Young LLP provides an unqualified opinion on the consolidated financial statements[501](index=501&type=chunk) - The Business Combination on November 18, 2022, was accounted for as a reverse recapitalization, with Legacy Grindr as the accounting acquirer[523](index=523&type=chunk) Consolidated Balance Sheet Highlights (As of Dec 31, in thousands) | Account | 2022 | 2021 | | :--- | :--- | :--- | | Total Assets | $438,828 | $449,726 | | Total Liabilities | $434,776 | $186,489 | | Total Stockholders' Equity | $4,052 | $263,237 | - As of December 31, 2022, the company had total debt of **$360.6 million** (net of unamortized costs) under its Credit Agreement[625](index=625&type=chunk) - The company is involved in ongoing legal and regulatory matters, including an appeal of a fine from the Norwegian Data Protection Authority (Datatilsynet) related to GDPR compliance[655](index=655&type=chunk)[656](index=656&type=chunk)[657](index=657&type=chunk) [Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=131&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants regarding accounting and financial disclosure - None reported[725](index=725&type=chunk) [Controls and Procedures](index=131&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of December 31, 2022, due to a material weakness in financial reporting, with remediation underway - A material weakness was identified in internal control over financial reporting related to the accuracy and timeliness of the financial statement closing process[728](index=728&type=chunk) - As a result of the material weakness, the CEO and CFO concluded that disclosure controls and procedures were not effective as of December 31, 2022[726](index=726&type=chunk) - Remediation efforts are underway, including hiring more accounting staff, automating manual reconciliations, and implementing enhanced internal controls for the closing process[729](index=729&type=chunk) [Other Information](index=132&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[731](index=731&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=132&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This item is not applicable to the company - Not applicable[731](index=731&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=133&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the forthcoming 2023 Proxy Statement - Information is incorporated by reference from the forthcoming **2023 Proxy Statement**[733](index=733&type=chunk) [Executive Compensation](index=133&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive compensation is incorporated by reference from the forthcoming 2023 Proxy Statement - Information is incorporated by reference from the forthcoming **2023 Proxy Statement**[736](index=736&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=133&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information concerning security ownership is incorporated by reference from the forthcoming 2023 Proxy Statement - Information is incorporated by reference from the forthcoming **2023 Proxy Statement**[737](index=737&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=133&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information detailing related party transactions and director independence is incorporated by reference from the forthcoming 2023 Proxy Statement - Information is incorporated by reference from the forthcoming **2023 Proxy Statement**[738](index=738&type=chunk) [Principal Accounting Fees and Services](index=133&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information regarding principal accountant fees and services is incorporated by reference from the forthcoming 2023 Proxy Statement - Information is incorporated by reference from the forthcoming **2023 Proxy Statement**[739](index=739&type=chunk) PART IV [Exhibits, Financial Statement Schedules](index=134&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists financial statements and schedules, along with an index of all exhibits filed with the report, including key agreements and certifications - This item includes the list of financial statements and an index of all exhibits filed with the Annual Report on Form 10-K[742](index=742&type=chunk) [Form 10-K Summary](index=139&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company reports no summary for this item - None[752](index=752&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39714 TIGA ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Cayman Islands | N/A | | --- | --- | | (State or ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39714 TIGA ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Cayman Islands | N/A | | --- | --- | | (State or other ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39714 TIGA ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State or other jurisdiction of inco ...

Part I [Business](index=7&type=section&id=ITEM%201.%20BUSINESS%2E) Tiga Acquisition Corp. is a Cayman Islands SPAC formed to effect a business combination, holding $284.4 million in its trust account - The company is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, or similar business combination[22](index=22&type=chunk) - The company has until **May 27, 2022**, to consummate a business combination, with an option to extend the deadline by an additional 6 months to **November 27, 2022**, subject to the Sponsor purchasing additional private placement warrants[28](index=28&type=chunk)[29](index=29&type=chunk) - The initial business combination must be with a target business having a fair market value equal to at least **80%** of the net assets held in the trust account[38](index=38&type=chunk) Initial Public Offering (IPO) and Trust Account Details | Metric | Value | | :--- | :--- | | IPO Date | November 27, 2020 | | Units Sold | 27,600,000 | | Price per Unit | $10.00 | | Gross Proceeds from IPO | $276,000,000 | | Trust Account Balance (Dec 31, 2021) | $284.4 million | | Cash Outside Trust (Dec 31, 2021) | $17,499 | [Risk Factors](index=13&type=section&id=ITEM%201A.%20RISK%20FACTORS%2E) The company faces significant risks as a blank check company, including a going concern warning and internal control weaknesses - The company's independent registered public accounting firm has expressed **substantial doubt** about its ability to continue as a **going concern** due to the requirement to complete a business combination by **May 27, 2022**[58](index=58&type=chunk) - A **material weakness** in internal control over financial reporting was identified. This relates to the accounting classification of public shares and the presentation of earnings per share, which could adversely affect the ability to report financial results accurately[204](index=204&type=chunk)[206](index=206&type=chunk) - The company's warrants are accounted for as **liabilities**, and changes in their fair value could cause **material fluctuations** in financial results[205](index=205&type=chunk) - The requirement to complete a business combination by **May 27, 2022**, gives potential target businesses leverage in negotiations and may limit the time for due diligence[70](index=70&type=chunk) - **Conflicts of interest** may arise as the Sponsor, officers, and directors will lose their entire investment if a business combination is not completed. They are also involved in other similar special purpose acquisition companies, such as Tiga Acquisition Corp. II and III[150](index=150&type=chunk)[154](index=154&type=chunk) [Unresolved Staff Comments](index=53&type=section&id=ITEM%20IB.%20UNRESOLVED%20STAFF%20COMMENTS%2E) The company has no unresolved comments from the SEC staff - None[227](index=227&type=chunk) [Properties](index=53&type=section&id=ITEM%202.%20PROPERTIES%2E) The company utilizes office space in Singapore provided by its Sponsor under an administrative services agreement - The company maintains its executive offices at Ocean Financial Centre in Singapore and pays its Sponsor a monthly fee of **$10,000** for office space and administrative services[228](index=228&type=chunk) [Legal Proceedings](index=53&type=section&id=ITEM%203.%20LEGAL%20PROCEEDINGS%2E) As of December 31, 2021, the company is not involved in any material legal proceedings - To the knowledge of management, there was **no material litigation**, arbitration, or governmental proceeding pending against the company as of December 31, 2021[229](index=229&type=chunk) [Mine Safety Disclosures](index=53&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES%2E) This item is not applicable to the company - Not applicable[230](index=230&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=54&type=section&id=ITEM%205.%20MARKET%20FOR%20REGISTRANT%27S%20COMMON%20EQUITY%2C%20RELATED%20STOCKHOLDER%20MATTERS%20AND%20ISSUER%20PURCHASES%20OF%20EQUITY%20SECURITIES%2E) The company's units, Class A ordinary shares, and warrants are listed on the NYSE, with most IPO proceeds held in a trust account Securities Trading Information | Security | Trading Symbol | Exchange | | :--- | :--- | :--- | | Units | TINV.U | NYSE | | Class A Ordinary Shares | TINV | NYSE | | Warrants | TINV WS | NYSE | - Net proceeds of **$278,760,000** from the IPO and initial private placement warrants were placed in the Trust Account. Subsequent sales of extension warrants added a further **$5,520,000** to the trust[237](index=237&type=chunk)[238](index=238&type=chunk) [Reserved](index=54&type=section&id=ITEM%206.%20RESERVED) This item is reserved and contains no information [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=55&type=section&id=ITEM%207.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS%2E) The company reported a $23.2 million net income in 2021, but faces going concern doubts due to limited liquidity Results of Operations | Metric | For the year ended Dec 31, 2021 | For the period from Jul 27, 2020 to Dec 31, 2020 | | :--- | :--- | :--- | | Net Income (Loss) | $23,194,905 | $(20,851,423) | | Gain (Loss) from change in fair value of warrant liabilities | $23,121,405 | $(11,408,319) | | Operating Costs | $1,761,362 | $124,923 | - Management has determined that the mandatory liquidation requirement if a Business Combination is not consummated by the deadline raises **substantial doubt** about the Company's ability to continue as a **going concern**[248](index=248&type=chunk) - As of December 31, 2021, the company had only **$17,499** in cash available for working capital purposes outside of the Trust Account[249](index=249&type=chunk) - The Sponsor may provide up to **$2,000,000** in Working Capital Loans, which can be converted into private placement warrants at **$1.00** per warrant at the lender's discretion[256](index=256&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=59&type=section&id=ITEM%207A.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK%2E) As a smaller reporting company, Tiga Acquisition Corp. is not required to provide this information - The company is a **smaller reporting company** as defined by Rule 12b-2 of the Exchange Act and is not required to provide the information under this item[274](index=274&type=chunk) [Financial Statements and Supplementary Data](index=60&type=section&id=ITEM%208.%20FINANCIAL%20STATEMENTS%20AND%20SUPPLEMENTARY%20DATA%2E) Audited financial statements show a going concern uncertainty, with $284.5 million in assets and $36.4 million in liabilities - The independent auditor's report expresses **substantial doubt** about the Company's ability to continue as a **going concern** due to the **May 27, 2022**, deadline for completing a Business Combination[363](index=363&type=chunk) Balance Sheet Summary (as of December 31, 2021) | Category | Amount | | :--- | :--- | | Cash and Investments held in Trust Account | $284,379,776 | | Total Assets | $284,521,025 | | Warrant liability | $21,220,018 | | Forward Purchase Agreement Liabilities | $5,008,045 | | Total Liabilities | $36,447,246 | | Class A ordinary shares subject to possible redemption | $284,280,000 | Statement of Operations Summary (for the year ended December 31, 2021) | Category | Amount | | :--- | :--- | | Change in fair value of warrant liabilities | $23,121,405 | | Change in fair value of forward purchase agreement liabilities | $1,749,732 | | Net income | $23,194,905 | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=60&type=section&id=ITEM%209.%20CHANGES%20IN%20AND%20DISAGREEMENTS%20WITH%20ACCOUNTANTS%20ON%20ACCOUNTING%20AND%20FINANCIAL%20DISCLOSURE%2E) The company reports no disagreements with its accountants on accounting and financial disclosure - None[277](index=277&type=chunk) [Controls and Procedures](index=60&type=section&id=ITEM%209A.%20CONTROLS%20AND%20PROCEDURES%2E) Management concluded disclosure controls were ineffective as of December 31, 2021, due to a material weakness in accounting - Management concluded that disclosure controls and procedures were **not effective** as of December 31, 2021, due to a **material weakness** in internal control over financial reporting[279](index=279&type=chunk) - The **material weakness** relates to the company's accounting for complex financial instruments. As a result, additional analysis was performed to ensure the financial statements were prepared in accordance with U.S. GAAP[279](index=279&type=chunk) - Remediation steps include expanding the review process for complex securities, enhancing access to accounting literature, and consulting with third-party professionals[282](index=282&type=chunk)[287](index=287&type=chunk) [Other Information](index=62&type=section&id=ITEM%209B.%20OTHER%20INFORMATION%2E) There is no information to report under this item - None[289](index=289&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=63&type=section&id=ITEM%2010.%20DIRECTORS%2C%20EXECUTIVE%20OFFICERS%20AND%20CORPORATE%20GOVERNANCE%2E) This section details the company's directors, executive officers, board committees, and potential conflicts of interest - The board consists of **five members**: G. Raymond Zage, III (Chairman & CEO), Ashish Gupta (Director & President), and independent directors David Ryan, Carman Wong, and Ben Falloon[291](index=291&type=chunk)[300](index=300&type=chunk) - The board has established an **Audit Committee**, a **Nominating and Corporate Governance Committee**, and a **Compensation Committee**, each composed entirely of **independent directors**[301](index=301&type=chunk)[304](index=304&type=chunk)[307](index=307&type=chunk) - **Significant conflicts of interest** exist as certain officers and directors have fiduciary duties to other entities, including Tiga Acquisition Corp. II and Tiga Acquisition Corp. III, which may compete for acquisition opportunities[317](index=317&type=chunk)[319](index=319&type=chunk) [Executive Compensation](index=71&type=section&id=ITEM%2011.%20EXECUTIVE%20COMPENSATION%2E) Executive officers and directors have not received cash compensation, but an affiliate of the Sponsor receives $10,000 monthly - **No cash compensation** for services rendered has been received by executive officers or directors[331](index=331&type=chunk) - An affiliate of the Sponsor is paid **$10,000 per month** for overhead expenses and related services, commencing from the date of NYSE listing until the earlier of a business combination or liquidation[331](index=331&type=chunk) - Independent directors each received **20,000 founder shares** at their original purchase price for their board service prior to the initial business combination[331](index=331&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=72&type=section&id=ITEM%2012.%20SECURITY%20OWNERSHIP%20OF%20CERTAIN%20BENEFICIAL%20OWNERS%20AND%20MANAGEMENT%20AND%20RELATED%20STOCKHOLDER%20MATTERS%2E) This section details beneficial ownership, with Tiga Sponsor LLC holding **19.8%** of outstanding ordinary shares Beneficial Ownership as of February 28, 2022 | Beneficial Owner | Number of Shares | Percentage of Outstanding | | :--- | :--- | :--- | | Tiga Sponsor LLC | 6,840,000 | 19.8% | | G. Raymond Zage, III | 6,840,000 | 19.8% | | Ashish Gupta | 6,840,000 | 19.8% | | Beryl Capital Management LLC | 1,843,521 | 5.3% | | Public Sector Pension Investment Board | 1,500,000 | 4.3% | [Certain Relationships and Related Transactions, and Director Independence](index=72&type=section&id=ITEM%2013.%20CERTAIN%20RELATIONSHIPS%20AND%20RELATED%20TRANSACTIONS%2C%20AND%20DIRECTOR%20INDEPENDENCE%2E) This section outlines related party transactions, including Founder Shares and Private Placement Warrants sales to the Sponsor - The Sponsor acquired **6,900,000 Founder Shares** for a total capital contribution of **$25,000**[338](index=338&type=chunk) - The Sponsor purchased an aggregate of **15,800,000 Private Placement Warrants** at **$1.00** per warrant in connection with the IPO and subsequent extensions of the combination period[341](index=341&type=chunk)[342](index=342&type=chunk)[343](index=343&type=chunk) - The Sponsor may provide Working Capital Loans up to **$2,000,000**, which are convertible into warrants at **$1.00** per warrant. A **$2,000,000** convertible promissory note was authorized on March 16, 2022[348](index=348&type=chunk)[349](index=349&type=chunk) - The Company pays the Sponsor **$10,000 per month** for office space and administrative support[350](index=350&type=chunk) [Principal Accounting Fees and Services](index=75&type=section&id=ITEM%2014.%20PRINCIPAL%20ACCOUNTING%20FEES%20AND%20SERVICES%2E) This section details fees paid to WithumSmith+Brown, PC, totaling **$83,520** for audit and **$6,605** for tax services Fees Paid to WithumSmith+Brown, PC | Fee Type | 2021 | 2020 | | :--- | :--- | :--- | | Audit Fees | $83,520 | $80,340 | | Audit-Related Fees | $0 | $0 | | Tax Fees | $6,605 | $0 | | All Other Fees | $0 | $0 | - Since its formation, the audit committee pre-approves all auditing and permitted non-audit services[356](index=356&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=76&type=section&id=ITEM%2015.%20EXHIBITS%2C%20FINANCIAL%20STATEMENT%20SCHEDULES%2E) This section lists documents filed as part of the Form 10-K, including financial statements and various exhibits - This section contains the list of financial statements and exhibits filed with the report, including the Amended and Restated Memorandum and Articles of Association, Warrant Agreement, and various related-party agreements[358](index=358&type=chunk)[359](index=359&type=chunk)