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.

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.

Stuart Adam

Stuart Adam has over 30 years of experience as a professionally qualified accountant across a wide range of financial accounting, reporting, control and management functions in both public and private sectors, and for a  broad range of clients from SMEs to PLCs,  including several AIM and LSE listed companies. He is currently senior partner in City & Westminster Corporate Finance LLP, an independent corporate finance and business advisory firm which is authorised and regulated by the FCA. He is also a Chartered Member of the Chartered Institute for Securities & Investment

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 

Kreston Reeves, 2nd Floor, 168 Shoreditch High Street, London E1 6RA.

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: 343,140,556

Number of shares in public hands: 12.96%

The initial 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 Company currently has 58,431,406 warrants in issue representing 17.03% of the enlarged share capital.

Significant Shareholders

Based on information provided to the Company as at 16 February 2023, 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
Aalto Capital AB55,555,55616.19% 
AQRU PLC62,500,00018.21% 
Dominique Einhorn 46,875,00013.66% 
DEFY1 SAS 40,000,00011.66%
1
M6 Limited37,500,00010.93%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 AQRU PLC 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  John May and Stuart Adam. 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 John May and Stuart Adam. The Aquis Rule Compliance Committee comprises John May and Stuart Adam and coordinates with the Corporate Advisor to monitor Aquis rule compliance.

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.

Client Facing Website

Regulatory Announcements

Financial Announcements

Circulars and Notices