DoubleDown Interactive Co., Ltd. (NASDAQ: DDI) grew revenue 11.2% to $94.3 million in the second quarter of 2026 from $84.8 million a year earlier, and did so while its controlling shareholder waits on a special committee that is weighing a proposal to take the company private. The results were furnished to the United States Securities and Exchange Commission on Form 6-K on August 11, 2026.

The reported quarter

Revenue from social casino and free-to-play games was $77.3 million, up 11.5% year over year, which the company attributed primarily to contributions from WHOW Games GmbH, acquired on July 14, 2025. Revenue from SuprNation, the iGaming subsidiary, rose 9.8% to $17.0 million, credited to the Los Vegas brand. Operating expenses were $57.8 million against $52.4 million.

Profit for the interim period excluding non-controlling interest rose 50.5% to $32.9 million, or $13.27 per fully diluted common share and $0.66 per American Depositary Share, from $21.8 million, or $8.82 per fully diluted common share and $0.44 per ADS. Each ADS represents 0.05 share of a common share. Profit margin was 34.9% against 25.8%. Adjusted EBITDA rose 17.2% to $39.3 million from $33.5 million, at a margin of 41.6% against 39.5%.

Over the six months to June 30, 2026 revenue was $188.4 million against $168.3 million, operating expenses were $116.5 million against $106.3 million, profit was $68.3 million against $45.7 million and adjusted EBITDA was $77.5 million against $64.2 million. Net cash flows from operating activities were $24.6 million in the quarter against $19.7 million, which the company attributed primarily to lower income taxes paid, and $71.0 million for the half.

The company reconciles adjusted EBITDA from IFRS profit before income tax of $42.3 million by removing depreciation and amortisation of $2.8 million, finance income of $6.6 million, finance cost of $0.7 million and other income and expense. Income tax expense was $9.5 million.

What the player metrics show

Direct-to-Consumer revenue, which the company defines as revenue from purchases made through company-owned channels including web storefront transactions and other direct payment flows, was $40.5 million against $10.7 million a year earlier. That lifted the Direct-to-Consumer share of total social casino revenue to 52.4% from 15.4%.

The social casino operating metrics have been inclusive of WHOW Games since the fourth quarter of 2025. Payer conversion rose to 9.4% from 7.0%, and average revenue per daily active user rose to $1.42 from $1.33. Average monthly revenue per payer fell to $218 from $286. Average monthly active users were 1,252 thousand against 1,163 thousand and average daily active users were 597 thousand against 578 thousand. The company attributes each of those three movements to the inclusion of WHOW Games, which it says has a higher payer conversion ratio, a higher average revenue per daily active user and a lower average revenue per payer.

The proposal in the background

On April 29, 2026 DoubleDown confirmed receipt of a non-binding expression of interest from DoubleU Games Co., Ltd., which holds approximately 67.1% of the outstanding common shares, to acquire all outstanding common shares and ADSs it does not own at $11.25 per ADS in cash. The board formed a special committee composed solely of independent and disinterested directors to review, evaluate and negotiate the proposal, and the committee was expected to retain independent legal and financial advisors.

In the second quarter release the company said the committee is still working, that shareholder communications are being forwarded to it, and that neither the company nor management intends to make further announcements unless the company or the special committee determines otherwise. It added that there can be no assurance a transaction will or will not occur.

Were the proposal to proceed, it would sit inside Rule 13e-3 under the Securities Exchange Act of 1934, at 17 CFR 240.13e-3, which governs going private transactions by issuers or their affiliates. An affiliate is defined as a person that controls, is controlled by or is under common control with the issuer, and a Rule 13e-3 transaction is one with a reasonable likelihood or a purpose of causing a listed class to be neither listed on a national securities exchange nor quoted on an inter-dealer quotation system. The rule requires the filing of a Schedule 13E-3 with all exhibits, prompt amendments for material changes and a final amendment reporting results, and requires that the information called for by Items 7, 8 and 9 of that schedule be prominently disclosed in a Special Factors section at the front of the disclosure document sent to holders.

Analysis: the disclosure does not separate the acquisition from the business

DoubleDown attributes the year-on-year revenue increase, the payer conversion improvement, the higher revenue per daily active user and the lower revenue per payer to one cause: the inclusion of WHOW Games. The acquisition closed on July 14, 2025, so the second quarter of 2025 comparison contains none of it and the second quarter of 2026 contains all of it. The release gives no WHOW revenue figure and no organic growth figure for the legacy social casino business. The chief executive said core social casino growth was solid and that he believes it outpaced the broader market, but the filings reviewed here contain nothing that would let a reader test that. This is the last quarter in which the year-on-year comparison is not like for like; the third quarter of 2026 will lap the closing date.

The margin story is cleaner and is worth separating from the acquisition. The company states that profit rose partly on lower cost of revenue attributable to a higher proportion of Direct-to-Consumer revenue. Direct-to-Consumer went from 15.4% to 52.4% of social casino revenue, which removes third-party platform fees from the majority of that revenue line. Adjusted EBITDA margin moved to 41.6% from 39.5%. That gain is smaller than the mix shift alone would suggest, which points to the operating expense increase working the other way.

The balance sheet is what makes the going private proposal legible. Cash and cash equivalents were $455,222 thousand at June 30, 2026 against $388,891 thousand at the end of 2025, with short-term investments of $98,540 thousand, and the company describes an aggregate net cash position of $521 million. Total assets were $1,102,543 thousand, of which goodwill is $425,267 thousand. Total liabilities were $91,129 thousand. A bidder acquiring the minority is bidding for a company whose assets are dominated by cash and by goodwill from the acquisitions that produced this quarter’s growth.

The release also discloses a related-party borrowing. Borrowings with a related party moved off the current line, where they stood at $34,846 thousand at the end of 2025, to a long-term position of $32,436 thousand at June 30, 2026. The company’s controlling shareholder is also a lender to it, and the release does not set out the terms of that borrowing.

What a careful reader watches next is procedural rather than financial. A Schedule 13E-3 filing, or the absence of one, is the point at which the proposal stops being an expression of interest. Until then the company has said it will stay silent, and the quarter’s numbers are the only new information on offer.