Investors

Business Description

ChallengerX plc, incorporated on 7 June 2021 and registered in England and Wales under the Companies Act 2006 with company number 13440398. The Group ( ChallengerX and its subsidiary SportsX) employs both traditional and non-traditional marketing strategies to rapidly “professionalise” amateur and semi-professional sports clubs around the world.  These clubs are often non-professionally managed and unable to grow, develop, and monetise their community of supporters and fans.  As a result, primarily due to limited budgets, these clubs often languish in mediocrity on a relatively permanent basis.  The Group intends to allow these same clubs to breakout of “the middle” by quickly improving the clubs’ revenues and ability to recruit better players and sponsors.  This is intended to create a virtuous cycle of growth and success for the Group’s clients.  The Group will earn revenues primarily through revenue-sharing agreements but will ultimately expect to create the most value through its 10% to 20% ownership in the social tokens it mints and manages on behalf of its most promising clients.

Directors

John May has been a practicing Chartered Accountant for over 40 years providing services across a broad range of clients from SMEs to PLCs of international repute. He was a Senior Partner in the leading Chartered Accountancy firm, now Crowe UK, for 17 of those years, including 8 years on the Managing Board, where he was involved with developing marketing strategy in the capacity as National Marketing Partner, and the Chairman of the Thames Valley Offices for 9 years. More recently Mr. May has been in the board of companies which require his experience and corporate governance skills, particularly in relation to Audit Committee and statutory responsibilities. These companies are predominantly in the fintech, clean power, health-tech and ethical mining industries. Past directorships include Tomco Energy Plc, Petrolatina Energy Plc, Hayward Tyler Group Plc and London & Boston Investments. Current directorships include Pires Investments Plc, City & Westminster Corporate Finance LLP and Red Leopard Holdings Plc.

Olivia holds a Bachelor of Arts in Cognitive Systems: Mind, Language & Computation and a Master of Management from the University of British Columbia. She has experience in capital markets through ideation, creation, and execution of new business ideas in emerging markets such as gaming and DeFi (crypto and NFTs). Olivia co-founded a company at the nexus of gaming, technology and media, called Paidia. She continues to support Paidia through investor relations and corporate communications. Olivia also has experience with capital pool companies (CPC). She is currently the founder and director of a CPC listed on the TSXV. Olivia is also the corporate communications manager at Pioneer Media Holdings Inc., a web3 technology incubator and works as Head of Partnerships with Pioneer’s London based portfolio companies focusing on play-to-earn games.

Lucas Caneda is a professional rugby player with Sarlat Rugby, a team incubated by the UNIQORN Incubator-Accelerator in southwest France. Hailing from Argentina, Mr. Caneda serves as the Company’s business development director where he is in charge of outreach to prospective sports team clients as well as general business development. Prior to joining the Company, he served as a technical service specialist at TecnoCientífica S.A.

 

Misha is an international senior sports marketing executive with over 15 years’ industry leadership experience in areas of sponsorship, strategic planning, brand management, media, digital and social marketing, and talent representation. He has experience of negotiating in excess of $100M in sponsorships, appearances, image rights and host city agreements across four continents.

Misha is currently a vice president of Sport and Entertainment at MediaCom.

Advisers

Broker and Aquis Corporate Adviser

First Sentinel Corporate Finance Limited

72 Charlotte Street, London, W1T 4QQ

Legal Adviser

Fladgate LLP

16 Great Queen Street, London WC2B 5DG

Auditor 

To be confirmed

Reporting Accountants 

Haysmacintyre LLP

10 Queen Street Place, London EC4R 1AG

Registrars

Neville Registrars Limited

Neville House, Steelpark Road, Halesowen, B62 8HD

Registered Office

16 Great Queen Street, London, WC2B 5DG

Major Shareholders

Shares in Issue

ChallengerX plc Ordinary shares of 0.10 pence. 

Number of shares in issue: 287,585,000
Number of shares not in public hands: 84%

The entire issued share capital of the company was admitted to trading on the Access Segment of the Aquis Stock Exchange Growth Market (‘Aquis’) on the 23rd December, 2021.

There are no Ordinary shares held in treasury. 
The shares noted above as ‘not in public hands’ have lock-in restrictions for one year from the date of Admission.

The Company has granted warrants to the brokers on Admission to subscribe for an aggregate of 2,875,850 warrants representing 1% of the enlarged share capital.

Significant Shareholders

Based on information provided to the Company as at 17 December 2021, as far as the Directors are aware, the following are Directors or shareholders interested in 5% or more of the issued share capital of the company.

 

NameNo. Ordinary Shares% Issued Share CapitalNotes
Dispersion Holdings62,500,00021.73% 
Dominique Einhorn 46,875,00016.30% 
DEFY1 SAS 40,000,00013.90%1
M6 Limited37,500,00013.04%2

Notes

  1. Dominique Einhorn owns 50% of DEFY1 SAS
  2. Dominique Einhorn owns 77% of M6 Limited
  3. Shares held, directly or indirectly, the directors and by Dispersion Holdings are subject to lock-in for one year from date of Admission.

Corporate Governance

Details of Committees of the Board of Directors and their Responsibilities

The Board meets on a formal basis as necessary and generally at least once per quarter. At those meetings a detailed report on finances is presented and discussed. The Board considers risk and strategy at each meeting. 

An Audit Committee is established and comprises  Nick Lyth and Michael Misha Sher. The Committee meets with the auditors, considers the results and the audit process, and satisfies itself as to the auditor’s independence. 


The Company has a Remuneration Committee, which is comprised of Nick Lyth, Michael Misha Sher and Lucas Caneda.

Statement of Directors’ Responsibilities

Company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that year. In preparing those financial statements, the directors are required to:

– Select suitable accounting policies and then apply them consistently;

– Make judgments and estimates that are reasonable and prudent;

– State whether any applicable accounting standards have been followed subject to any departures disclosed and explained in the financial statements;

– Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company and the Group will continue in business.

The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 1985 and 2006. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. All Directors have service contracts, none of which has a duration of longer than 12 months.

Compliance with the Corporate Governance Code

The Board recognises its responsibility for the proper management of the Company and is committed to maintaining a high standard of corporate governance. The Directors recognise the importance of sound corporate governance commensurate with the size and nature of the Company and the interests of its Shareholders.

The Board of Directors has therefore decided to apply the QCA Corporate Governance Code (“QCA Code”).  Details of how the Company complies with the QCA Code, can be found here

Directors’ Share Dealing Code

The Company has adopted the Share Dealing Code for dealings in its securities by Directors and certain employees which is appropriate for a company whose shares are traded on the Access segment of the Aquis Stock Exchange Growth Market. This will constitute the Company’s share dealing policy for the purpose of compliance with the UK Market Abuse Regulation and the relevant part of the Aquis Stock Exchange Access Rulebook.

Takeover Code

The City Code on Takeovers and Mergers applies to the Company and governs, inter alia, transactions which may result in a change of control of the Company.