REG - World Chess PLC - Results for the year ended 31 December 2024
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RNS Number : 7011G World Chess PLC 30 April 2025
World Chess Plc
("World Chess" or the "Company" or the "Group")
Financial Results for the year ended 31 December 2024
World Chess plc (LSE:CHSS), the London-listed chess organisation and operator
of FIDE Online Arena (chessarena.com), today publishes its financial results
for the year ended 31 December 2024.
Copies of the Company's full Annual Report and Financial Statements for the
period ended 31 December 2024 will be made available on the Company's website
at https://worldchess.com. and uploaded to the National Storage Mechanism at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Highlights:
· Results for the year: Revenue for the year was €2,434,173
(2023: €2,345,492). Net loss for the year before tax was €3,843,031 (2023:
€4,671,470).
· Launch of the World Chess Tour: On 23 October 2024, the Company
announced plans to introduce the World Chess Tour, a global series of
tournaments modelled after the ATP tennis tour. This initiative aims to
provide a structured and competitive platform for the world's top chess
players, enhancing the sport's global appeal.
· Strategic Investment: In September 2024, World Chess secured a
significant investment from a new strategic investor. This infusion of capital
is set to bolster the Company's financial position and support ongoing growth
initiatives within the chess and technology sectors.
· Extension of Algorand Partnership: The Company extended its
partnership with Algorand in September 2024, continuing the collaboration to
integrate blockchain technology into the chess ecosystem. This partnership
underscores World Chess's commitment to innovation and enhancing user
experience.
· High-Profile Rematch Event: In July 2024, the Company hosted "Clash
of Blames" in London, a highly anticipated rematch between Grandmasters
Vladimir Kramnik and José Alcántar. The event garnered significant
attention, showcasing World Chess's capability to organise premier chess
events. The rematch was held on Chessarena.com, following technical issues in
the original match on Chess.com, and highlighted the platform's superior
stability and performance.
· Launch of New FIDE Online Arena Interface: In May 2024, World
Chess unveiled a new interface for the FIDE Online Arena, enhancing the
digital playing experience for users worldwide. This development aligns with
the Company's strategy to leverage technology in promoting chess accessibility
and engagement.
· Financial Milestone: In December 2024, the Company secured a €6
million loan facility. The initial tranche will refinance existing short-term
debt under improved terms, with the remaining funds allocated to support
near-term growth and operational initiatives. Additional financing will be
required to meet the Company's longer-term funding need.
For more information, visit: www.worldchess.com (http://www.worldchess.com/)
or contact:
World Chess merenzon@worldchess.com
Ilya Merenzon, CEO
Novum Securities Limited - Financial Adviser +44 (0) 20 7399 9400
David Coffman / Anastassiya Eley
Notes to Editors
About World Chess Plc
World Chess (LSE: CHSS) is a London-based chess gaming and entertainment
company and Fédération Internationale des Échecs ('FIDE') official
commercial partner. World Chess organised the FIDE Championship Matches in the
USA, and the UK, and revolutionised the sport by signing the biggest media
partnerships in history. World Chess develops Armageddon, the chess league for
prime-time television. World Chess also runs FIDE Online Arena, the exclusive
official chess gaming platform. More at worldchess.com
(https://worldchess.com/) .
Statement from the Chair
I am pleased to report that over the past year, World Chess PLC has made
substantial progress in strengthening our financial foundation while expanding
our global chess community.
Financial Performance
While our year-on-year revenue growth of 4% was modest, I am particularly
encouraged by our significant improvement in gross profit, which increased
from €179K in 2023 to €889K in 2024. This nearly fivefold improvement
stems primarily from our strategic shift toward higher-margin digital
offerings and operational efficiencies. This enhanced profitability provides a
strong foundation for our continued growth and long-term financial stability.
Strategic Developments and Challenges
The past year has not been without challenges. Our Berlin Chess Club, opened
in 2023 as an experimental concept space, did not meet its financial targets
despite attracting significant community engagement. After careful evaluation,
we made the difficult decision to close this location in April 2025.
This closure, however, aligns with our refined venue strategy. We are now
developing a more sustainable model for physical chess spaces that integrate
seamlessly with our digital infrastructure.
Board Changes
On February 14, 2025, our Non-Executive Chair, Graham Woolfman, stepped down
from his position. Graham's strategic guidance has been invaluable throughout
his tenure, particularly in navigating our public listing and early growth
phase. On behalf of the Board and the entire World Chess senior team, I extend
our sincere appreciation for his contributions.
I have assumed the role of Interim Chair while our Board conducts a
comprehensive search for a new Non-Executive Director and Chair. We expect to
announce an appointment shortly, bringing fresh expertise to help us
capitalise on emerging opportunities in the chess ecosystem.
Looking Ahead
Despite global economic uncertainties, the chess market continues to
demonstrate resilience, with online participation growing significantly. The
Board remains focused on building long-term shareholder value through targeted
investments that strengthen our position as a chess-focused technology company
while broadening our community reach.
We are grateful for the continued support of our shareholders, players, and
chess enthusiasts worldwide as we work to elevate the profile and
accessibility of chess globally.
Neil Rafferty
Interim Chairman
28 April 2025
Statement from the Chief Executive
At World Chess, we spent the past twelve months laying the foundations to
change the way the 600-million-strong chess world is organized, played, and
experienced. We didn't set out to make a small improvement. We set out to
rethink chess as a global ecosystem, and to build it in a way that respects
the game, the players, and the scale of the opportunity. A rare chance for a
small company to have an impact on an entire sport and the way people enjoy
it.
Here's what we accomplished in 2024:
· We announced the World Chess Tour - a global tournament series
modelled on ATP, offering a structured and visible platform for elite chess
competition.
· We secured a new strategic investment in September -
strengthening our ability to scale and build.
· We released a full redesign of the FIDE Online Arena - a faster,
better online platform for official chess.
· We deepened our partnership with Algorand - integrating blockchain
to improve trust, ratings, and verification in digital chess.
· We hosted the 'Clash of Blames' match in London - delivering a
high-profile event that captured international attention.
· We organised global events around International Chess Day - because
chess is built on community, not just competition.
· We secured a €6 million loan facility - improving our balance
sheet and fuelling the next phase of growth.
· We expanded our chess commerce business - developing merchandise and
chess sets designed to turn free players into engaged customers.
· We aligned our products into a connected ecosystem - where digital
play, professional tournaments, merchandise, and community engagement work
together.
Focus and Priorities
The year ahead is about execution. Our priorities are:
· Expand the World Chess Tour - more events, bigger audiences,
global reach, including media partnerships.
· Grow our digital platforms - acquiring new users, deepening
engagement, and strengthening the online rating and player identity system.
· Monetise smartly across the ecosystem - offering products,
memberships, and experiences to every segment of our audience, from free
subscribers to PRO members.
· Strengthen the World Chess brand - clear, modern, trusted, and
aligned with the future of the game.
· Deliver shareholder value - through scale, through ecosystem
growth, and through a strategy built to last.
· As part of our focus on scalable, digital-first growth we made the
decision to close the current World Chess Club Berlin venue in April 2025.
Ilya Merenzon
Chief Executive Officer
28 April 2025
Financial Review
The group continued to focus on the development of chessarena.com and the
World Chess Club Berlin ('WCCB') investing a further €697,258 (2023:
€817,533) in the development of chessarena.com.
2024 2023
€ €
REVENUE 2,434,173 2,345,492
GROSS PROFIT 889,623 179,102
GROSS PROFIT % 37% 8%
Other operating income 16,003 11,706
Administrative expenses (4,561,471) (4,344,248)
OPERATING LOSS BEFORE EXCEPTIONAL ITEMS (3,655,845) (4,153,440)
Addback: Depreciation and amortisation 864,330 843,237
LOSS BEFORE DEPRECIATION, EXCEPTIONAL ITEMS, INTEREST AND TAX (2,791,515) (3,310,203)
Exceptional Items - (326,776)
Finance costs (187,325) (191,393)
Finance income 139 139
LOSS BEFORE INCOME TAX (3,843,031) (4,671,470)
Revenue and Gross Profit
Revenue for the year increased 4% to €2,434,173 from €2,345,492 in 2023,
however this included growth in revenues from chessarena.com (99% growth),
WCCB (256% growth) and merchandise (29% growth) and a decline in tournament
revenues (68% decline) due to not hosting an Armageddon series in 2024.
The change in mix of revenue streams also led to an increase in gross profit
to €889,623 (2023: €179,102), this reflects the relatively higher gross
profit from operating chessarena.com and WCCB compared with hosting
tournaments.
Loss per share
The loss per share was €0.006 (2023: €0.007), resulting from a reduction
in operating losses and an increase in the weighted average number of shares
in issue, from 650,232,851 in 2023 to 689,110,129 in 2024. At 31 December
2024, there were a total of 691,724,039 shares in issue.
Cash flows
The Group absorbed €1,641,412 from operations (2023: €3,338,149) and
invested a further €1,009,385 (2023: €1,451,19) in fixed assets, this was
financed by net cash generated from financing activities of €3,433,366
(2023: €4,867,827).
Statement of Financial Position
The Consolidated Statement of Financial Position as at 31 December 2024 shows
net assets of €950,770 (2023: €2,516,461 as restated), included within
equity - pending issuance is €2,016,703 (2023: €1,508,737) received by the
Company in relation to binding subscription agreements for the issue of new
ordinary shares which had not yet been issued at 31 December 2024. On 25
February 2025 (as detailed in note 30 to the consolidated financial
statements) the Company announced the issue of 22,666,672 shares representing
of €1,200,000 of this amount with a further 11,667,187 new ordinary shares
remaining to be issued representing the remaining €816,703.
Capital expenditure
The development of chessarena.com remained a priority during the year with
additional investment of €697,258 (2023: €817,533), bringing the total
invested to €4,622,229 with a carrying value at 31 December 2024 of
€2,942,925.
Investments and impairment
As detailed in notes 10 and 12 to the consolidated financial statements the
Directors considered the carrying value of intangible assets and investments
at 31 December 2024 based on detailed budgets and forecasts, these budgets and
forecasts generally cover a five-year period. Based on this the Directors
concluded that no impairment was necessary at 31 December 2024. However, as
detailed in note 30 the current World Chess Club venue in Berlin is due to
close at the end of April 2025 and as a result, an impairment of the Groups
investment is expected to be recognised in the next financial year.
Cash and debt position
At the year end the Group has total cash balances of €267,396 (2023:
€186,881) and total borrowings of €2,705,817 (including lease commitments
of €1,304,274) (2023: €1,453,470 and €1,420,481) giving a net debt
figure of €2,438,421 (€1,134,147 excluding lease commitment) (2023:
€1,266,589 and €153,892).
Going concern
Based on the Group's Statement of Financial Position and a review of its
forecast future operating budgets and forecasts, the Directors have a
reasonable expectation that the Group has adequate resources to continue in
operational existence for at least twelve months from the date of signing of
these consolidated financial statements. This review included certain
reasonable downside scenarios and confirmed that, even in the case of such
downside scenarios, the Group could continue to operate and meet its
obligations as they fall due. Accordingly, the Directors have adopted the
going concern basis in preparing the Annual Report and consolidated financial
statements.
However, as detailed on in note 2 on page 58, this assessment includes a
material uncertainty related to the refinancing of existing borrowing due in
2026. While the Directors are confident that refinancing will be secured in
the ordinary course of business, the absence of committed funding at the date
of signing these financial statements gives rise to a material uncertainty
that may cast significant doubt on the Group's ability to continue as a going
concern beyond the assessment period.
In making this assessment, the Directors have considered the resilience of the
Group in severe but plausible scenarios, taking into account the principal
risks and uncertainties facing the Group as detailed on page 11, and the
effectiveness of any mitigating actions. The Directors' assessment considered
the potential impacts of these scenarios, both individually and in
combination, on the Group's business model, future performance, solvency and
liquidity over the period. Sensitivity analysis was also used to stress test
the Group's strategic plan and to confirm that sufficient headroom would
remain under the Group's available sources of finance. The Directors consider
that under each of these scenarios, the mitigating actions would be effective
and sufficient to support the ongoing viability of the Group, notwithstanding
the material uncertainty described above.
Richard Collett
Chief Financial Officer
28 April 2025
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR
THE YEAR ENDED 31 DECEMBER 2024
2024 2023
Notes € €
Revenue 3 2,434,173 2,345,492
Cost of (1,544,550) (2,166,390)
sales
GROSS PROFIT 889,623 179,102
Other operating income 16,003 11,706
Administrative expenses (4,561,471) (4,344,248)
OPERATING LOSS BEFORE EXCEPTIONAL ITEMS (3,655,845) (4,153,440)
Exceptional items 5 - (326,776)
OPERATING LOSS (3,655,845) (4,480,216)
Finance costs 6 (187,325) (191,393)
Finance income 6 139 139
LOSS BEFORE INCOME TAX 7 (3,843,031) (4,671,470)
Income tax 8 47,885 (13,629)
LOSS FOR THE YEAR - CONTINUING AND TOTAL OPERATIONS (3,795,146) (4,685,099)
OTHER COMPREHENSIVE INCOME
Gain/(loss) on currency translation 12,753 (7,323)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR (3,782,393) (4,692,422)
Loss attributable to:
Owners of the parent (3,795,146) (4,685,099)
Total comprehensive income attributable to:
Owners of the parent (3,782,393) (4,692,422)
LOSS PER SHARE - CONTINUING AND TOTAL OPERATIONS
Basic and diluted 9 (0.006) (0.007)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024
2024 2023
as restated
Notes € €
NON-CURRENT ASSETS
Owned: Intangible assets 10 3,477,150 3,086,827
Owned: Property, plant and equipment 11 935,240 1,029,516
Right-of-use: Property, plant and equipment 11, 21 1,055,967 1,206,820
Trade and other receivables 14 162,884 -
Deferred tax 25 111,374 63,272
5,742,615 5,386,435
CURRENT ASSETS
Inventories 13 147,549 187,018
Trade and other receivables 14 234,167 256,464
Tax receivable 64,734 -
Cash and cash equivalents 15 267,396 186,881
713,846 630,363
TOTAL ASSETS 6,456,461 6,016,798
EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Called up share capital 16 78,520 75,647
Share premium 17 12,754,046 11,048,183
Share capital to be issued 18 2,016,703 1,508,737
Translation reserve 18 71,371 58,618
Retained earnings 18 (13,969,870) (10,174,724)
TOTAL EQUITY 950,770 2,516,461
NON-CURRENT LIABILITIES
Lease liabilities 21 1,174,319 1,304,273
Provision for liabilities 24 157,887 157,887
1,332,206 1,462,160
CURRENT LIABILITIES
Trade and other payables 19 2,641,987 1,888,980
Lease liabilities 21 129,955 116,208
Interest bearing loans and borrowings 20 1,401,543 32,989
4,173,485 2,038,177
TOTAL LIABILITIES 5,505,691 3,500,337
TOTAL EQUITY AND LIABILITIES 6,456,461 6,016,798
The financial statements were approved by the Board of Directors and
authorised for issue on 28 April 2025 and were signed on its behalf by:
Ilya Merenzon
Chief Executive Officer
COMPANY STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024
2024 2023
as restated
Notes € €
NON-CURRENT ASSETS
Investments 12 301,616 301,616
301,616 301,616
CURRENT ASSETS
Trade and other receivables 14 4,732,815 5,790,209
Tax receivable 16,712 6,025
Cash and cash equivalents 15 6,551 21,366
4,756,078 5,817,600
TOTAL ASSETS 5,057,694 6,119,216
EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Called up share capital 16 78,520 75,647
Share premium 17 12,754,046 11,048,183
Share capital to be issued 18 2,016,703 1,508,737
Retained earnings 18 (10,422,057) (6,871,864)
TOTAL EQUITY 4,427,212 5,760,703
CURRENT LIABILITIES
Trade and other payables 19 630,482 358,513
630,482 358,513
TOTAL LIABILITIES 630,482 358,513
TOTAL EQUITY AND LIABILITIES 5,057,694 6,119,216
As permitted by Section 408 of the Companies Act 2006, the statement of Profit
and loss and comprehensive income of the parent company is not presented as
part of these financial statements. The parent company's loss for the
financial year was €3,550,193 (2023: €1,542,691).
The financial statements were approved by the Board of Directors and
authorised for issue on 28 April 2025 and were signed on its behalf by:
Ilya Merenzon
Chief Executive Officer
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Called up share capital Share Premium Share capital to be issued Translation reserve Retained Earnings Total equity
€ € € € € €
Balance at 1 January 2023 68,260 6,518,849 - 65,941 (5,489,625) 1,163,425
Changes in equity
Issue of share capital 7,387 4,529,334 - - 4,536,721
Total comprehensive income - - (7,323) (4,685,099) (4,692,422)
Balance at 31 December 2023 75,647 11,048,183 - 58,618 (10,174,724) 1,007,724
Prior year adjustment (note 31) - - 1,508,737 - - 1,508,737
As restated 75,647 11,048,183 1,508,737 58,618 (10,174,724) 2,516,461
Changes in equity
Issue of share capital 336 199,664 - - - 200,000
Movement in share capital to be issued 2,537 1,506,199 507,966 - - 2016,702
Total comprehensive income - - - 12,753 (3,795,146) (3,782,393)
Balance at 31 December 2024 78,520 12,754,046 2,016,703 71,371 (13,969,870) 950,770
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Called Share Premium Share capital to be issued Retained Earnings Total equity
up share capital
€ € € € €
Balance at 1 January 2023 68,260 6,518,849 - (5,329,173) 1,257,936
Changes in equity
Issue of share capital 7,387 4,529,334 - - 4,536,721
Total comprehensive income - - - (1,542,691) (1,542,691)
Balance at 31 December 2023 75,647 11,048,183 - (6,871,864) 4,251,966
Prior year adjustment (note 31) - - 1,508,737 - 1,508,737
As restated 75,647 11,048,183 1,508,737 (6,871,864) 4,251,966
Changes in equity
Issue of share capital 336 199,664 - - 200.000
Movement in share capital to be sissued 2,537 1,506,199 507,966 - 2,016,702
Total comprehensive income - - - (3,550,193) (3,550,193)
Balance at 31 December 2024 78,520 12,754,046 2,016,703 (10,422,057) 4,427,212
As detailed in note 31 the Group identified a classification error in the year
ended 31 December 2023. An amount of €1,508,737 received under a binding
share subscription agreement was incorrectly classified within Trade and other
payables. This has been reclassified as share capital to be issued in the
Consolidated and Company Statements of Changes in Equity.
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2024
2024 2023
as restated
Notes € €
Cash flows from operating activities
Cash absorbed from operations 1 (2,149,377) (3,338,149)
Interest paid (34,657) (6,638)
Finance cost paid (151,200) (163,495)
Tax refund received (20,985) 250,913
Net cash used in operating activities (2,356,219) (3,257,369)
Cash flows from investing activities
Purchase of intangible fixed assets (6,473,527) (3,317,267)
Proceeds from disposal of intangible fixed assets 5,503,318 2,495,727
Purchase of property, plant and equipment (39,315) (631,603)
Proceeds from disposal of property, plant and equipment - 1,185
Interest received 139 139
Net cash used in investing activities (1,009,385) (1,451,819)
Cash flows from financing activities
Loan advanced in the year 2,279,714 -
Loan repayments in year (912,628) (30,050)
Payment of lease liabilities (116,207) (100,596)
Amount introduced by directors 165,785 14,167
Proceeds from share issue - 3,475,569
Received in advance of share issuance 2,016,702 1,508,737
Net cash generated from financing activities 3,433,366 4,867,827
Increase in cash and cash equivalents 67,762 158,639
Cash and cash equivalents at beginning of year 2 186,881 35,565
Effect of foreign exchange rate changes 12,753 (7,323)
Cash and cash equivalents at end of year 2 267,396 186,881
COMPANY STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2024
2024 2023
as restated
Notes € €
Cash flows from operating activities
Cash absorbed by operations 1 (881,937) (1,655,432)
Interest paid (6,241) -
Net cash used in operating activities (888,178) (1,655,432)
Cash flows from investing activities
Interest received 112,675 106,145
Net cash generated from investing activities 112,675 106,145
Cash flows from financing activities
Amounts paid to group undertakings (1,430,427) (3,436,509)
Amounts introduced by directors 174,413 16,613
Proceeds from share issue - 3,475,570
Received in advance of share issuance 2,016,702 1,508,737
Net cash generated from financing activities 760,688 1,564,411
(Decrease)/increase in cash and cash equivalents (14,815) 15,124
Cash and cash equivalents at beginning of year 2 21,366 6,242
Cash and cash equivalents at end of year 2 6,551 21,366
NOTES TO THE STATEMENTS OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2024
1. RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH ABSORBED FROM OPERATIONS
Group 2024 2023
€ €
Loss before income tax (3,843,031) (4,671,470)
Depreciation and amortisation 864,330 843,237
Provision - (22,765)
Finance costs 187,325 191,393
Finance income (139) (139)
(2,791,515) (3,659,744)
Decrease in inventories 39,469 673
(Increase)/decrease in trade and other receivables (184,553) 406,102
Decrease in trade and other payables 787,222 (85,180)
Cash absorbed from operations (2,149,377) (3,338,149)
Company 2024 2023
€ €
Loss before income tax (3,550,193) (1,542,691)
Impairment of intercompany loan 2,631,441 -
Finance costs 6,241 21,260
Finance income (112,675) (106,145)
(1,025,186) 1,627,576
Decrease/(increase) in trade and other receivables 887 (6,118)
Increase/(decrease) in trade and other payables 142,362 (21,738)
Cash absorbed by operations (881,937) (1,655,432)
An impairment charge of €2,631,441 relating to the write-down of the
carrying value of an intercompany loan, being a significant non-cash
transaction, has been added back to loss before tax in the Company cash flow
statement.
2. CASH AND CASH EQUIVALENTS
The amounts disclosed on the Statements of Cash Flows in respect of cash and
cash equivalents are in respect of these Statement of Financial Position
amounts:
Group 2024 2023
€ €
Year ended 31 December 2024
Cash and cash equivalents 267,396 186,881
Year ended 31 December 2023
Cash and cash equivalents 186,881 35,565
Company 2024 2023
€ €
Year ended 31 December 2024
Cash and cash equivalents 6,551 21,366
Year ended 31 December 2023
Cash and cash equivalents 21,366 6,242
3 RECONCILIATION OF NET DEBT
Group 2024 2023
€ €
At 31 December
Other loans (1,401,543) (32,989)
Amounts owed to Directors (300,865) -
Lease liabilities (1,304,274) (1,420,481)
Total Borrowings (3,006,682) (1,453,470)
Cash and cash equivalents 267,396 186,881
Net debt (2,739,286) (1,266,589)
Company 2024 2023
€ €
At 31 December
Amounts owed to Directors (194,322) -
Cash and cash equivalents 6,551 21,366
Net (debt)/cash (187,771) 21,366
Amounts owed to Directors includes balances due to Directors disclosed in note
27 to the financial statements. Although classified under 'trade and other
payables' in the Statement of Financial Position, these amounts represent
short-term financing from Directors and are included in net debt.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
1. STATUTORY INFORMATION
World Chess PLC is a public company, limited by shares,
registered in England and Wales. The company's registered number and
registered office address can be found on the Company Information page.
2. ACCOUNTING POLICIES
Basis of preparation
These financial statements have been prepared in accordance
with UK - adopted International Accounting Standards and IFRIC interpretations
and with those parts of the Companies Act 2006 applicable to companies
reporting under IFRS. The financial statements have been prepared under the
historical cost convention, except for certain financial assets and
liabilities, including crypto assets which are measured at fair value.
The Group had no discontinued operations during the year.
All results presented relate to continuing operations.
The financial statements are presented in Euro which is the
functional currency of the Group and rounded to the nearest €.
Going concern
In assessing the Group's ability to continue as a going
concern, the Directors have considered the Group's Statement of Financial
Position, forecast future operating budgets and cash flow projections for a
period of at least twelve months from the date of approval of these
consolidated financial statements. This assessment has included the evaluation
of certain reasonable downside scenarios and associated mitigating actions.
The Directors have a reasonable expectation that the Group
has adequate resources to continue in operational existence for the
foreseeable future. Accordingly, the consolidated financial statements have
been prepared on a going concern basis.
However, the Group has an existing borrowing facility which
is due for repayment in 2026. While the Directors expect that refinancing or
replacement funding will be secured in the ordinary course of business, this
funding is not yet committed as at the date of signing these financial
statements. As such, the need to secure this future funding represents a
material uncertainty that may cast significant doubt on the Group's ability to
continue as a going concern.
Notwithstanding this material uncertainty, and based on
current forecasts and available resources, the Directors believe the Group
will be able to continue in operation and meet its obligations as they fall
due for a period of at least twelve months from the date of approval of these
consolidated financial statements.
These financial statements do not include the adjustments
that would be required if the Group were unable to continue as a going
concern.
Basis of consolidation
The consolidated financial statements incorporate the
financial statements of the Company and entities controlled by the Company
(its subsidiaries) made up to 31 December each year. Control is achieved where
the Company has the power to govern the financial and operating policies of an
investee entity so as to obtain benefits from its activities.
Intra-group balances and transactions are eliminated on
consolidation.
Critical accounting judgements and key sources of
estimation uncertainty
The preparation of the financial statements in conformity
with UK - adopted International Accounting Standards requires the use of
estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts
of revenue and expenses during the reporting period. Although these estimates
are based on management's best knowledge of the amounts, events or actions,
actual results ultimately may differ from these estimates. The estimates and
underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimate is
revised. The material areas in which estimates and judgements are applied as
follows:
Impairment of other intangible assets
The Group is required to test, on an annual basis, whether
other intangible assets have suffered any impairment. Determining whether
there has been any impairment requires an estimation of the fair value in use
of the cash-generating units. The value in use calculation requires the
Directors to estimate the future cash flows expected to arise from the
cash-generating unit and a suitable discount rate to calculate the present
value, the discount rate applied is 12.81% (2023: 16.15%). The carrying value
of intangible assets is set out in the table below (see also note 10):
Group
2024 2023
€ €
Exclusive FIDE rights 221,059 331,588
Software Licences 36,000 59,000
Online Platform 2,942,925 2,692,024
Sensitivity Analysis
The impairment review is sensitive to changes in key
assumptions, particularly the discount rate and the forecast revenues and
costs. The Directors have considered possible changes in these assumptions and
their potential impact on the headroom available in the impairment model.
· A 1% increase in the discount rate (from 12.81% to 13.81%) would
reduce the value in use of the cash-generating unit by approximately
€2,150,000 but would not result in impairment of any of the assets tested.
· A 1% decrease in forecast revenues would reduce the value in use of
the cash-generating unit by approximately €850,000 but would not result in
impairment of any of the assets tested.
· A 1% increase in forecast costs would reduce the value in use of the
cash-generating unit by approximately €700,000 but would not result in
impairment of any of the assets tested.
Investments and amounts owed by group undertakings for
impairment (Company Only)
At each reporting date, the Company assesses whether
amounts owed by group undertakings have suffered any impairment. Determining
whether there has been any impairment requires an estimation of the
recoverable amount of the receivables, based on the financial position and
expected future cash flows of the relevant group undertakings.
This assessment involves estimating future cash flows
expected to arise from the group undertaking and applying a suitable discount
rate to calculate the present value. The discount rate applied is 12.81%
(2023: 16.15%) and the carrying value of amounts owed by group undertakings is
set out in the table below:
Company
2024 2023
€ €
World Chess Events Ltd 4,713,435 3,290,077
World Chess Europe GmbH - 2,479,904
As of the reporting date, an impairment charge of
€2,631,441 (2023: €512,854) has been recognised in the Company's income
statement to reflect a reduction in the recoverable amount of the balance. The
Directors will continue to monitor the financial performance of the group
undertakings and reassess the recoverability of the amount owed on an ongoing
basis.
The Directors will continue to monitor the financial
performance of the subsidiary and reassess the recoverability of the loan on
an ongoing basis.
Legal proceedings and other provisions
Provisions for legal proceedings are recognised as other
expenses when the Group has a present legal or constructive obligation as a
result of past events; it is probable that an outflow of resources will be
required to settle the obligation; and the amount can be measured reliably. At
the Statement of Financial Position date there is an ongoing claim with one
supplier, if the claim is successful then an invoice, amounting to
€1,140,000, will become payable. The invoice is not provided for in the
financial statements as the Directors consider it to be null and void and
raised by the supplier in breach of contract (see note 26).
The Group has also recognised a dilapidations provision of
€157,887 at 31 December 2024 (2023: €157,887), representing the estimated
cost of reinstating a leased property to its original condition at the end of
the lease term. The estimate is based on the Group's current understanding of
the lease requirements and will be reviewed regularly throughout the lease
term, which ends on 31 December 2031.
Revenue recognition
Revenue is recognised to the extent that it is probable
that the economic benefits will flow to the Company and the revenue can be
reliably measured. Revenue from sale of goods is recognised when control of
the goods has transferred to the customer. Revenue is measured as the fair
value of the consideration received or receivable, excluding discounts,
rebates, value added tax and other sales taxes.
Any revenue received in advance gives rise to contract
liabilities which is deferred and included in accruals and deferred income.
The carrying amount of the deferred income included in payables being
€401,898 (2023: €650,098).
No obligation for returns, refunds or other similar obligation is recognised,
the Directors following careful consideration, having concluded that any
potential obligation is trivial.
The following criteria must also be met before revenue is
recognised:
Sale of goods
Revenue from the sale of goods is recognised when all the
following conditions are satisfied:
· The Company has transferred the significant risks and rewards of
ownership to the buyer;
· The Company retains neither continuing managerial involvement to the
degree usually associated with ownership nor effective control over the goods
sold;
· The amount of revenue can be measured reliably;
· It is probable that the Company will receive the consideration due
under the transaction; and
· The costs incurred or to be incurred in respect of the transaction
can be measured reliably.
Rendering of services
Revenue from a contract to provide services is recognised
in the period in which the services are provided in accordance with the stage
of completion of the contract when all of the following conditions are
satisfied:
· The amount of turnover can be measured reliably;
· It is probable the Company will receive the consideration due under
the contract;
· The stage of completion of the contract at the end of the reporting
period can be measured reliably; and
· The costs incurred and the costs to complete the contract can be
measured reliably.
The policies specific to the Group's revenue types within its activities are
outlined below:
Events
Revenue is recognised in the period in which the event
takes place; revenue is typically linked to multiyear agreements where payment
is received in advance of the event to which it relates.
Online income
Revenue is recognised over the period of the subscription;
online subscriptions are paid annually in advance.
Merchandising and Clubs
Revenue is recognised when control of the goods has
transferred to the customer; typically, control is transferred upon payment by
the customer.
Segment reporting
IFRS 8 Operating Segments requires operating segments to be
identified and reported in a manner consistent with the internal reporting
provided to chief operating decision maker ('CODM'), who is responsible for
allocating resources and assessing performance of the operating segments as
identified by the Directors.
The Directors have reviewed the Group's activities and
consider the Group to comprise a single line of business being a mass market
promoter of chess. Within the single line of business, the Group undertakes
integrated revenue generating activities across tournaments, an online
platform, chessarena.com, and merchandise and clubs. These revenue generating
activities are closely aligned within a business model which seeks to promote
a chess community across tournaments, online and physical environments.
The individual revenue generating activities are managed in
an integrated way by the CODM and executive management team who review
financial information on the same integrated way. The Group has geographically
separate operations and a geographic split of revenue as well as the split
between the revenue types within its activities is included in note 3.
Cash and cash equivalents
Cash represents cash in hand and deposits held on demand
with financial institutions. Cash equivalents are short-term, highly-liquid
investments with original maturities of three months or less (as at their date
of acquisition). Cash equivalents are readily convertible to known amounts of
cash and subject to an insignificant risk of change in that cash value.
In the presentation of the Statement of Cash Flows, cash
and cash equivalents also include bank overdrafts. Any such overdrafts are
shown within borrowings under 'current liabilities' on the Statement of
Financial Position.
Crypto-assets
Included within intangible assets are crypto-assets held in
the Group's name in the Binance crypto exchange, the Group has not traded in
crypto-assets to date and such activities do not form part of its strategy.
The crypto-assets are not held as long-term investments, nor do they form part
of the Group's inventory. The Group's strategy is to convert crypto-assets to
fiat currencies at the earliest opportunity, usually upon receipt or in
accordance with an agreed schedule of conversion.
Any crypto-assets received are recognised at the exchange
rate prevailing at the date that the risk and reward associated with the
crypto-asset passes to the Group. Where the exchange rate of the crypto-assets
has a guaranteed minimum floor price, a receivable is recognised for any
short-fall.
Crypto-assets are not amortised but are reviewed for
impairment if the prevailing exchange rate indicates their value has fallen
below their carrying value. Any impairment or realised exchange gains on the
conversion of crypto-assets to fiat currency are recognised within exceptional
items on the Consolidated Statement of Profit or Loss and Other Comprehensive
Income.
Other intangible assets
Amortisation is charged to the income statement on a
straight-line basis over the estimated useful lives of intangible assets.
Intangible assets are amortised from the date they are
available for use. The estimated useful lives are as follows:
· Exclusive rights to organise and host top-level chess events in
association with FIDE amortised using the straight-line method over the
ten-year term of the original contract. Following the 2022 FIDE Grand Prix,
the rights were varied such that the company now holds the exclusive right to
operate the official gaming platform of FIDE, chessarena.com. This was treated
as a disposal of the old rights and an acquisition of the new rights at the
same carrying value, with the new rights being amortised over the remaining
life of the original contract.
· Capitalised costs associated with developing the online platform used
for the FIDE Online Arena, ten years using the straight-line method.
· Licences to operate certain software incorporated into the platform,
the life of the contract, being five years using the straight-line method.
The basis for choosing these useful lives is with reference
to the years over which they can continue to generate value for the Group.
The Group reviews the amortisation period and method
whenever events or circumstances indicate that the useful lives of intangible
assets may have changed since the last reporting date. The amortisation charge
for the year is recognised within Administrative Expenses in the Consolidated
Statement of Profit or Loss and Other Comprehensive Income.
The Group assesses at each reporting date whether there is
any indication that intangible assets may be impaired. If any such indication
exists, the recoverable amount of the asset is estimated. An impairment loss
is recognised in the income statement if the carrying amount of an intangible
asset exceeds its recoverable amount. The recoverable amount is determined as
the higher of fair value less costs of disposal and value in use, based on
estimated future cash flows discounted to their present value.
Property, plant and equipment
Depreciation is provided in order to write off each asset
over its estimated useful life or, if held as a right-of-use asset, over the
lease term, whichever is the shorter, which are typically.
· Fixtures and fittings - Straight line between
1 and 10 years depending on the type of asset
· Computer equipment - Straight line over 3 years
The Group assesses at each reporting date whether there is
any indication that property, plant and equipment may be impaired. If such an
indication exists, the recoverable amount of the asset is estimated. An
impairment loss is recognised if the carrying amount exceeds the recoverable
amount, which is determined as the higher of fair value less costs of disposal
and value in use. Any impairment losses are recognised in profit or loss.
Impairment losses are reviewed at each reporting date for possible reversal.
Financial instruments
The Group only enters into basic financial instrument
transactions that result in the recognition of financial assets and
liabilities like trade and other receivables and payables, loans from banks
and other third parties, loans to related parties and investments in
non-puttable ordinary shares.
Debt instruments (other than those wholly repayable or
receivable within one year), including loans and other accounts receivable and
payable, are initially measured at present value of the future cash flows and
subsequently amortised cost using the effective interest method. Debt
instruments that are payable or receivable within one year, typically trade
receivables and payables, are measured, initially and subsequently, at the
undiscounted amount of the cash or other consideration expected to be paid or
received. However, if the arrangements of a short-term instrument constitute a
financing transaction, like the payment of trade debt deferred beyond normal
business terms or financed at a rate of interest that is not market rate or in
the case of an out-right short-term loan not at market rate, the financial
asset or liability is measured, initially, at the present value of the future
cash flow discounted at a market rate of interest for a similar debt
instrument and subsequently at amortised cost.
Financial assets that are measured at cost and amortised
cost are assessed at the end of each reporting period for objective evidence
of impairment. If objective evidence of impairment is found, an impairment
loss is recognised in the Consolidated Statement of Profit or Loss and Other
Comprehensive Income.
For financial assets measured at amortised cost, the
impairment loss is measured as the difference between an asset's carrying
amount and the present value of estimated cash flows discounted at the asset's
original effective interest rate. If a financial asset has a variable interest
rate, the discount rate for measuring any impairment loss is the current
effective interest rate determined under the contract.
For financial assets measured at cost less impairment, the
impairment loss is measured as the difference between an asset's carrying
amount and best estimate of the recoverable amount, which is an approximation
of the amount that the company would receive for the asset if it were to be
sold at the date of the Statement of Financial Position.
Financial assets and liabilities are offset, and the net
amount reported in the Statement of Financial Position when there is an
enforceable right to set off the recognised amounts and there is an intention
to settle on a net basis or to realise the asset and settle the liability
simultaneously.
Inventories
Inventories of traded goods are valued at the lower of cost
or net realisable value (the estimated selling price less the estimated costs
to sell), after making due allowance for obsolete and slow-moving items.
Taxation
Current taxes are based on the results shown in the
financial statements and are calculated according to local tax rules in the
UK, USA and Germany where the Group operates, using tax rates enacted or
substantively enacted by the date of the Statement of Financial Position.
Current tax represents the amount of tax payable or
receivable in respect of the taxable profit (or loss) for the current or past
reporting periods. It is measured at the amount expected to be paid or
recovered using the tax rates and laws that have been enacted or substantively
enacted by the date of the Statement of Financial Position.
Commercial legislation within the Russian Federation in
which the Group operated prior to April 2022, including tax legislation, is
subject to varying interpretations and frequent changes. The Group's
management is confident that all necessary tax accruals have been made and,
accordingly, no additional provision is required in the Consolidated Financial
Statements.
Deferred tax is recognised in respect of all timing
differences that have originated but not reversed at the statement of
financial position date.
Deferred tax represents the future tax consequences of
transactions and events recognised in the financial statements of current and
previous periods. It is recognised in respect of all timing differences, with
certain exceptions. Timing differences are differences between taxable profits
and total comprehensive income as stated in the financial statements that
arise from the inclusion of income and expense in tax assessments in periods
different from those in which they are recognised in the financial statements.
Unrelieved tax losses and other deferred tax assets are recognised only to the
extent that it is probable that they will be recovered against the reversal of
deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that
have been enacted or substantively enacted by the balance sheet date that are
expected to apply to the reversal of timing differences.
Research and development
Research and development expenditure is capitalised if it
can be demonstrated that:
· it is technically and commercially feasible to develop the asset for
future economic benefit;
· adequate resources are available to maintain and complete the
development;
· there is the intention to complete and develop the asset for future
economic benefit;
· the Group is able to use the asset;
· use of the asset will generate future economic benefit; and
· expenditure on the development of the asset can be measured reliably.
Other development expenditure is recognised in the Consolidated Statement of
Profit and Loss as an expense as incurred.
Capitalised development expenditure is stated at cost less
accumulated amortisation and less accumulated impairment losses.
Foreign currencies
Assets and liabilities in foreign currencies are translated
into euro at the rates of exchange ruling at the statement of financial
position date. Transactions in foreign currencies are translated into euro at
the rate of exchange ruling at the date of transaction. Exchange differences
are taken into account in arriving at the operating result.
The results and financial position of subsidiaries whose functional currency
is not the euro are translated into euro as follows:
· Monetary assets and liabilities are translated at the closing
exchange rate at the statement of financial position date.
· Non-monetary items (such as equity investments and property, plant
and equipment) are translated at historical exchange rates.
· Income and expenses are translated at the average exchange rate for
the period, unless exchange rates fluctuate significantly, in which case the
exchange rates at the dates of the transactions are used.
Exchange differences arising from the translation of the financial statements
of foreign subsidiaries are recognised in other comprehensive income and
accumulated in a separate component of equity, called the foreign currency
translation reserve. On disposal of a foreign subsidiary, the cumulative
translation differences are reclassified to profit or loss as part of the gain
or loss on disposal.
IFRS 16 'Leases'
Lease terms are negotiated on an individual basis and
contain a wide range of different terms and conditions. Leases are recognised
as a right-of-use asset and a corresponding liability at the date at which the
leased asset is available for use by the Group. Each lease payment is
allocated between the liability and finance cost. The finance cost is charged
to profit or loss over the lease period so as to produce a constant periodic
rate of interest on the remaining balance of the liability for each period.
Where ownership of the right-of-use asset transfers to the
lessee at the end of the lease term, the right-of-use asset is depreciated
over the asset's remaining useful life. If ownership of the right-of-use asset
does not transfer to the lessee at the end of the lease term, depreciation is
charged over the shorter of the useful life of the right-of-use asset and the
lease term.
Assets and liabilities arising from a lease are initially
measured on a present value basis. Lease liabilities include the net present
value of the following lease payments:
· Fixed payments (including in-substance fixed payments), less any
lease incentives receivable;
· Amounts expected to be payable by the lessee under residual value
guarantees; and
· Payments of penalties for terminating the lease, if the lease term
reflects the lessee exercising that option.
The lease payments are discounted using the interest rate implicit in the
lease, if that rate can be determined, or the Group's incremental borrowing
rate. Right-of-use assets are measured at cost comprising the following:
· The amount of the initial measurement of lease liability;
· Any lease payments made at or before the commencement date less any
lease incentives received; and
· Any initial direct costs.
Adoption of new and revised standards
There are a number of standards, amendments to standards,
and interpretations which have been issued by the IASB that are effective from
1 January 2024, none of which have a material impact on these financial
statements.
Standards issued but not yet effective
At the date of approval of these financial statements, the
following new or amended standards and interpretations had been issued by the
International Accounting Standards Board (IASB) and endorsed for use in the
UK, but were not yet effective for the year ended 31 December 2024. The Group
has not early adopted any of these standards:
· IAS 1 (Amendments) - Classification of Liabilities as Current or
Non-current (effective date 1 January 2027)
· IAS 7 and IFRS 7 (Amendments) - Supplier Finance Arrangements
(effective date 1 January 2027)
· IFRS 10 and IAS 28 (Amendments) - Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture (effective date
deferred indefinitely)
· IFRS 18 - Presentation and Disclosure in Financial Statements
(effective date 1 January 2027)
· IFRS 19 - Subsidiaries without Public Accountability: Disclosures
(effective date 1 January 2027)
It is not expected that the amendments listed above, except for IFRS 18, once
adopted, will have a material impact on the financial statements.
Financial liabilities
The Group does not have financial liabilities that would be
classified as fair value through the profit or loss. Therefore, all financial
liabilities are classified as other financial liabilities.
The Group use the amortised cost method for financial
liabilities include borrowings, trade and other payables and are recognised at
their original amount.
3. REVENUE
Revenue from contracts with customers
Revenue by type 2024 2023
€ €
Tournaments 394,736 1,381,341
Online Arena (chessarena.com) 691,144 204,151
Clubs 581,061 163,305
Merchandising 767,232 596,695
2,434,173 2,345,492
By geographical area 2024 2023
€ €
United Kingdom 1,677,916 1,391,453
United States of America 690,172 51,804
Europe 66,085 902,235
2,434,173 2,345,492
Revenue is reported by geographical area based on the
location where the revenue is recognised in the Group's financial records,
rather than the location of the customer.
By timing of recognition 2024 2023
€ €
Revenue recognised over time 1,085,880 1,585,492
Revenue recognised at a point in time 1,348,293 760,000
2,434,173 2,345,492
Revenue recognised over time relates primarily to
subscription income from the Online Arena and Sponsorship income, which are
recognised evenly over the duration of the performance obligation.
Revenue recognised at a point in time includes, merchandise
sales, and club-related income, which are recognised when control of the goods
or services transfers to the customer.
Major customer
Included in Tournaments revenue are revenues of €353,004
attributable to a major customer (2023: €991,008 attributable to two major
customers), being customers who represent more than 10% of revenue; revenue
attributable to major customers are Customer 1: €353,004 (2023: €606,008)
and Customer 2: €nil (2023: €385,000).
Included in Online Arena revenue are revenues of €303,408
attributable to a major customer (2023: €nil), being a customer who
represents more than 10% of revenue; revenue attributable to the customer are:
€303,408 (2023: €nil).
4. EMPLOYEES AND DIRECTORS
The aggregate payroll costs (including Directors not under employment
contracts)
2024 2023
€ €
Wages and salaries 1,282,546 1,286,290
Social security costs 208,280 190,459
Pension contributions: 2,344 1,544
1,493,170 1,478,293
In the opinion of the Board, only the Directors of the
Company, as detailed in the Corporate Governance Report, are regarded as key
management personnel. The remuneration of key management personnel during 2024
was, in aggregate, €553,317 (2023: €491,490).
Contributions to a defined contribution pension scheme on
behalf of directors of €2,334 (2023: €1,544) were made during the year.
2024 2023
€ €
Directors' remuneration: 553,317 491,490
553,317 491,490
Further details of Directors', including Non-Executive
Directors', remuneration and fees during the year are set out in the Directors
Remuneration Report on page 34 of these consolidated financial statements.
The highest paid director was Ilya Merenzon whose total
remuneration was €212,400 (2023: €210,000).
The average number of employees (including Directors)
during the year was as follows
2024 2023
Directors 6 5
Other Employees 24 27
30 32
The Group had no UK employees in 2024 and 2023 except the
Directors.
5. EXCEPTIONAL ITEMS
2024 2023
€ €
Listing costs - 308,250
Exchange loss on Crypto-assets - 18,526
- 326,776
Listing Costs
One-off costs associated with the Company's listing on the
Main Market of the London Stock Exchange in April 2023.
Exchange loss on Crypto-assets
Most of the crypto-assets received by the Group are in
stablecoin which tracks the US Dollar and are converted into USD on receipt,
however where crypto-assets values fluctuate a (gain)/loss is recognised.
6. NET FINANCE COSTS
2024 2023
€ €
Finance income:
Loan interest receivable 139 139
139 139
Finance costs:
Other interest on loan 36,125 27,898
Interest lease liabilities 151,200 163,495
187,325 191,393
7. LOSS BEFORE INCOME TAX
The loss before income tax is stated after
charging/(crediting):
2024 2023
€ €
Cost of inventories recognised as expense 1,537,242 2,166,390
Research costs expensed 72,801 90,124
Depreciation - owned assets 133,591 194,313
Depreciation - right-of-use assets 150,853 150,853
Exclusive FIDE rights amortisation 110,529 110,529
Licence amortisation 23,000 23,000
Computer software amortisation 446,357 364,542
Auditors' remuneration for the audit of the Companies consolidated group 104,223 76,936
accounts
Auditor's remuneration for the audit of the individual accounts of 44,667 32,972
subsidiaries
Foreign exchange (gain)/loss (25,794) 1,970
8. INCOME TAX
Analysis of tax expense/(income)
2024 2023
€ €
Current tax: 217 204
Deferred tax (48,102) 13,425
Total tax (income)/expense in consolidated statement of profit or loss and (47,885) 13,629
other comprehensive income
Factors affecting the tax expense
The tax assessed for the year is lower (2023: lower) than
the standard rate of corporation tax in the UK. The difference is explained
below:
2024 2023
€ €
Loss before income tax (3,843,031) (4,671,470)
Loss multiplied by the standard rate of corporation tax in the UK of 25% (2023 (960,758) (1,098,730)
- 23.52%)
Effect of:
Originations and reversal of temporary differences (48,102) 13,425
Capital allowances in excess of depreciation (92,643) (262,437)
Non-taxable expenses 43,289 155,622
Tax losses carried forward 1,010,112 1,205,545
Foreign tax 217 204
Tax (income)/expense (47,885) 13,629
The corporation tax in the UK increased from 19% to 25% on
1 April 2023 an equivalent annual rate of 23.52% for the year ended 31
December 2023.
9. EARNINGS PER SHARE
The basic earnings per share is calculated by dividing the
loss attributable to owners of the parent company by the weighted average
number of shares in issue during the year. In calculating the diluted earnings
per share, subscribed shares under a binding agreement where no further
conditions exist are included as are outstanding share options, warrants and
convertible loans where the impact of these is dilutive.
2024 2023
Loss attributable to the owners of the parent company € (3,795,146) (4,685,099)
Weighted average number of shares in issue 689,110,129 650,232,851
Basic and diluted earnings per share (€0.006) (€0.007)
After the reporting period, and as set out in note 30,
717,948 new ordinary shares were issued at a price of 3.9p per ordinary share
to a senior consultant in lieu of compensation and 22,666,672 new ordinary
shares were issued for total cash consideration of €1,600,000 of which
€1,200,000 had been received prior to 31 December 2024 and is included in
Trade and other payables at that date.
10. INTANGIBLE ASSETS
Group
Exclusive FIDE rights Software Licence Online Platform Crypto-assets Total
€ € € € €
COST
At 1 January 2024 331,588 115,000 3,924,971 4,215 4,375,774
Additions - - 697,258 5,776,269 6,473,527
Disposals - - - (5,503,318) (5,503,318)
At 31 December 2024 331,588 115,000 4,622,229 277,166 5,345,983
AMORTISATION
At 1 January 2024 - 56,000 1,232,947 - 1,288,947
Amortisation for year 110,529 23,000 446,357 - 579,886
At 31 December 2024 110,529 79,000 1,679,304 - 1,868,833
NET BOOK VALUE
At 31 December 2024 221,059 36,000 2,942,925 277,166 3,477,150
Exclusive FIDE rights Software Licence Online Platform Crypto-assets Total
€ € € € €
COST
At 1 January 2023 1,105,291 115,000 3,107,438 208 4,327,937
Additions 331,588 - 817,533 2,499,734 3,648,855
Disposals (1,105,291) - - (2,495,727) (3,601,018)
At 31 December 2023 331,588 115,000 3,924,971 4,215 4,375,774
AMORTISATION
At 1 January 2023 663,174 33,000 868,405 - 1,564,579
Amortisation for year 110,529 23,000 364,542 - 498,071
Elimination on disposal (773,703) - - - (773,703)
At 31 December 2023 - 56,000 1,232,947 - 1,288,947
NET BOOK VALUE
At 31 December 2023 331,588 59,000 2,692,024 4,215 3,086,827
The Exclusive FIDE rights were varied following the 2022
FIDE Grand Prix. This variation has been treated as a disposal of the original
Exclusive FIDE rights and the acquisition of new Exclusive FIDE rights, with
the same carrying value.
The Directors considered the carrying value at 31 December
2024 for each asset identified above (except crypto-assets), based on a
detailed budget and forecast, discounted over five years at the Groups current
cost of capital, considered by the Directors to be 12.81%, and it was
determined that no impairment was required. Where an asset does not generate
cash inflows that are largely independent of the cash inflows from other
assets or groups of assets the carrying value was considered against the
smallest identifiable group of assets that generates cash inflows (cash
generating unit or CGU).
The Directors considered the carrying value at 31 December
2024 for crypto-assets based on the prevailing exchange rate at which the
crypto-asset could readily be converted into US dollars or Euros and it was
determined that no impairment was required.
11. PROPERTY, PLANT AND EQUIPMENT
Group
Right of use asset Fixtures and fittings Computer Equipment Total
€ € € €
COST
At 1 January 2024 1,495,114 1,283,631 1,698 2,780,443
Additions - 39,315 - 39,315
At 31 December 2024 1,495,114 1,322,946 1,698 2,819,758
DEPRECIATION
At 1 January 2024 288,294 254,115 1,698 544,107
Charge for year 150,853 133,591 - 284,444
At 31 December 2024 439,147 387,706 1,698 828,551
NET BOOK VALUE
At 31 December 2024 1,055,967 935,240 - 1,991,207
Right of use asset Fixtures and fittings Computer Equipment Total
€ € € €
COST
At 1 January 2023 1,374,409 773,918 1,698 2,150,025
Additions 120,705 510,898 - 631,603
Disposals - (1,185) - (1,185)
At 31 December 2023 1,495,114 1,283,631 1,698 2,780,443
DEPRECIATION
At 1 January 2023 137,441 59,802 1,698 198,941
Charge for year 150,853 194,313 - 345,166
At 31 December 2023 288,294 254,115 1,698 544,107
NET BOOK VALUE
At 31 December 2023 1,206,820 1,029,516 - 2,236,336
12. INVESTMENTS
Company
Shares in group undertakings
2024 2023
€ €
COST
At 1 January 351,616 351,616
Additions - -
Disposals - -
At 31 December 351,616 351,616
IMPAIRMENTS
At 1 January 50,000 50,000
Disposals - -
At 31 December 50,000 50,000
CARRYING VALUE
At 1 January 301,616 301,616
At 31 December 301,616 301,616
The Directors considered the carrying value at 31 December
2024 for each group undertaking, identified below, based on a detailed budget
and forecast, discounted over five years at the Groups current cost of
capital, considered by the Directors to be 12.81% and it was determined that
no further impairment was required.
The Group's investments at the Statement of Financial
Position date in the share capital of companies include the following
subsidiaries:
World Chess Events Limited
Registered office: Eastcastle House, 27/28 Eastcastle
Street, United Kingdom, W1W 8DH
Nature of business: Organising chess events (Worldwide)
Class of
shares: % holding
Ordinary
100.00
World Chess US, Inc
Registered office: 1201 N. Orange Street, Suite 762,
Wilmington, New Castle County, DE, USA 19801
Nature of business: Organising chess events (USA), online
chess
Class of
shares: % holding
Ordinary
100.00
World Chess Europe GmbH
Registered office: Mittelstrasse 51 - 53, 10117 Berlin,
Deutschland
Nature of business: Various chess related activities
Class of
shares: % holding
Ordinary
100.00
World Chess Sakartvelo LLC
Registered office: Georgia, City Tbilisi, Didube district,
Ak. Tsereteli Avenue, N 49-51-51a, Entrance 3, Floor 13, Apartment N 128
Nature of business: Organising chess events, chess club
activities
Class of
shares: % holding
Ordinary
100.00
This company was incorporated on 2 June 2022 but did not
commence trading until 1 January 2023.
The results of the subsidiaries identified above are
included in the consolidated financial statements. All subsidiaries are exempt
from an audit except World Chess Events Ltd.
13. INVENTORIES
Group
2024 2023
€ €
Inventories: 147,549 187,018
14. TRADE AND OTHER RECEIVABLES
Group Company
2024 2023 2024 2023
€ € € €
Current:
Trade receivables 50,447 29,668 - -
Amounts owed by group undertakings - - 4,713,473 5,769,981
Other receivables 36,902 204,974 1,306 1,306
Prepayments and accrued income 146,818 21,822 18,036 18,922
234,167 256,464 4,732,815 5,790,209
Non-current
Other receivables 162,884 - - -
Aggregate amounts 397,051 256,464 4,732,815 5,790,209
15. CASH AND CASH EQUIVALENTS
Group Company
2024 2023 2024 2023
€ € € €
Bank accounts 267,396 186,881 6,551 21,366
267,396 186,881 6,551 21,366
16. CALLED UP SHARE CAPITAL
2024 2023
Number of shares € Number of shares €
Allotted, issued, and fully paid Ordinary shares of £0.0001 691,724,039 78,520 667,193,501 75,647
On 9 February 2024, the Company issued 21,663,386 new
ordinary shares for total cash consideration of €1,508,737 and a further
2,867,152 new ordinary shares to a development partner of the Company in
settlement of development fees of €200,000.
On 8 February 2024, the Company entered into a subscription
agreement with an existing investor for the issue of 11,667,187 new ordinary
shares for total cash consideration of €816,703 payable in five instalments.
On 31 December 2024, all five instalments had been received, however
application for the Shares to be admitted to the Official List and to trading
on the London Stock Exchange's Main Market had not yet been completed.
On 25 April 2024, the Company entered into a Put Option
Agreement with an existing investor, for the issue of up to 40,000,028 new
ordinary shares for total cash consideration of up to €1,500,001 at a price
of €0.0375 per share between 25 April 2024 and 31 December 2024. During this
period the Company exercised the option to issue 10,666,672 shares for total
cash consideration of €400,000, however application for the shares to be
admitted to the Official List and to trading on the London Stock Exchange's
Main Market was not completed until 24 February 2025, after the end of the
reporting period.
On 27 September 2024, the Company entered into a
subscription agreement with a strategic investor, Blitz Intelligence FZCO, a
gaming technology consultancy for the issue of 12,000,000 new ordinary shares
for total cash consideration of €1,200,000 payable in three instalments. On
31 December 2024 the first two instalments had been received however
application for the shares to be admitted to the Official List and to trading
on the London Stock Exchange's Main Market did not take place until 24
February 2025 after the third instalment had been received.
At 31 December 2024, the number of additional shares
authorised for issue is 205,326,214, which includes 34,333,859 shares which
the Company has committed to issue in accordance with binding subscription
agreements (2023: 100,000,000 which included 21,663,386 under binding
subscription agreements).
17. SHARE PREMIUM
2024 2023
€ €
At 1 January 11,048,183 6,518,849
Premium arising on issue of equity shares 1,705,863 4,529,334
At 31 December 12,754,046 11,048,183
18. RESERVES
Share capital comprises the amount for the nominal value of
shares issued.
Share premium comprises the amount subscribed for share
capital which exceeds the nominal value, after deducting costs of issue.
Share capital to be issued comprises amounts received under
binding share subscription agreements where shares have not yet been issued..
The translation reserve comprises all foreign currency
differences arising from the translation of the financial statements of
foreign operations.
Retained earnings comprises of the brought forward
cumulative profit and loss balances carried forward from previous accounting
periods.
19. TRADE AND OTHER PAYABLES
Group Company
2024 2023 2024 2023
as restated as restated
€ € € €
Trade payables 1,211,014 728,213 119,402 7,582
Amounts owed to group undertakings - - 156,552 212,044
Social security and other taxes 78,875 45,430 60,277 8,250
Other payables 17,302 18,101 75 10,730
Accruals and deferred income 1,033,931 962,151 99,854 100,000
Amounts owed to Directors 300,865 135,080 194,322 19,909
2,641,987 1,888,980 630,482 358,513
Included in accruals and deferred income at the start of
the period was €530,887 (2023: €679,087) of deferred income which was
recognised as revenue during the year.
20. FINANCIAL LIABILITIES - BORROWINGS
Group Company
2024 2023 2024 2023
€ € € €
Current interest-bearing loans and borrowings 1,401,543 32,989 - -
Terms and debt repayment schedule
Group 1 year or less More than 1 year and less than 5 years More than 5 years Total
€ € € €
Other loans 1,401,543 - - 1,401,543
At 31 December 2024 outstanding loans due in less than one
year comprise a loan of €275,616 which accrues interest at 4% per year and a
loan of €1,125,927 which accrues interest at a rate of 5% per year. (2023:
€32,989 which accrued interest at 10% per year.
21. FINANCIAL LIABILITIES - LEASES
Lease liabilities
The lease liability and corresponding right-of-use asset recognised in the
financial statements are as follows:
Group 2024 2023
€ €
Right-of-use asset 1,055,967 1,206,820
Current lease liability 129,955 116,208
Non-current lease liability 1,174,319 1,304,273
1,304,274 1,420,481
A right-of-use asset was recognised in 2022 for a lease on premises to be
occupied by World Chess Club Berlin for a term of 10 years ending on 31
December 2031. An addition to the right of use asset of €120,705 was
recognised during 2023 following an increase in lease payments following a
review.
Lease liabilities are measured at the present value of the remaining lease
payments, discounted using the Group's cost of capital at the inception of
each lease. The Group considers this rate to reflect the rate it would have to
pay to borrow over a similar term, with similar security, in a comparable
economic environment. The weighted average discount rate applied to lease
liabilities as at 31 December 2024 was 11.83% (2023: 11.83%).
Lease Payments
Minimum lease payments fall due as follows:
Group 2024 2023
€ €
1 year or less 267,408 267,408
Between 1 and 5 years 1,069,632 1,069,632
More than 5 years 534,816 802,224
1,871,856 2,139,264
Lease Expense
The total lease expense recognised during the period, including both the
depreciation of right-of-use assets and the interest on lease liabilities, is
as follows:
Group 2024 2023
€ €
Depreciation on right-of-use asset 150,853 150,853
Interest expense on lease liability 151,200 163,495
Total lease expense 302,053 314,348
22. FINANCIAL INSTRUMENTS
Financial instruments used by the Group, from which
financial instrument risk arises, are as follows:
· trade and other payables
· cash and cash equivalents
· trade and other receivables, and
· crypto-assets
The main purpose of these financial instruments is to
finance the Group's operations and manage working capital requirements.
All financial instruments are measured at amortised cost,
except for crypto-assets, which are measured at fair value through profit or
loss. The Group holds crypto-assets as part of its treasury activities and
monitors their fair value at each reporting date.
2024 2023
€ €
Other financial assets
Trade and other receivables more than one year 162,884 -
Trade and other receivables less than one year 234,167 256,464
Crypto-assets 277,166 4,215
Cash and cash equivalents 267,396 186,881
Total financial assets 941,613 447.560
2024 2023
as restated
€ €
Other financial liabilities
Lease liabilities more than one year 1,174,319 1,304,273
Trade payables less than one year 1,211,014 1,888,980
Other payables less than one year 397,042 198,616
Lease liabilities less than one year 129,955 116,208
Interest bearing loans and borrowings less than one year 1,401,543 32,989
Total financial liabilities 4,313,873 3,541,066
The Directors consider that the carrying value for each class of financial
asset and liability, approximates to their fair value.
Financial risk management
The Group's activities expose it to a variety of risks,
including market risk (foreign currency risk and interest rate risk), credit
risk and liquidity risk. The Group manages these risks through an effective
risk management programme, and, through this programme, the Board seeks to
minimise the potential adverse effects on the Group's financial performance.
Credit risk
Credit risk is the risk of financial loss to the Group if a
customer to a financial instrument fails to meet its contractual
obligations. The Group's credit risk is primarily attributable to its
receivables and its cash deposits. It is Group policy to assess the credit
risk of new customers before entering into contracts. The Group continues to
assess the risk and a further loss allowance for the full lifetime expected
credit losses is recognised if the credit risk has increased significantly
since initial recognition. The Group considers any contractual payment being
30 days past due, and each subsequent period of 30 days, to be an indicator of
a significant increase in credit risk which may require an additional loss
allowance to be recorded.
The risks specific to the Group's revenue types within its
activities are outlined below:
· Events, payment is typically received in accordance with multi-year
agreement in advance of the event to which it relates, the Directors therefore
consider the credit risk to be non-trivial but minimal.
· Online income, payment is typically received annually in advance, the
Directors therefore consider the credit risk to be trivial.
· Merchandising and Clubs, payment is typically received prior to
control of goods purchased being transferred to the customer, the Directors
therefore consider the risk to be non-trivial but minimal.
Credit losses of €14,010 was recognised during the year (2023: €4,888).
This amount relates to a specific provision against a trade receivable and
does not represent an Expected Credit Loss (ECL) assessment under IFRS 9.
Financial assets past due but not impaired as at 31
December 2024:
Not impaired and not past due Not impaired but past due by the following amounts
>30 days >60 days >90 days >120 days
€ € € € €
Group: Trade and other receivables more than one year 162,884 - - - -
Group: Trade and other receivables less than one year 75,909 11,440 - - -
Company: Trade and other receivables less than one year 4,714,779 - - - -
Financial assets past due but not impaired as at 31
December 2023:
Not impaired and not past due Not impaired but past due by the following amounts
>30 days >60 days >90 days >120 days
€ € € € €
Group: Trade and other receivables less than one year 214,365 2,975 1,098 16,204
Company: Trade and other receivables less than one year 5,771,286 - - - -
Liquidity risk and interest rate risk
Liquidity risk arises from the Group's management of
working capital. It is the risk that the Group will encounter difficulty in
meeting its financial obligations as they fall due.
The Group's funding strategy is to ensure a mix of funding
sources offering flexibility and cost effectiveness to match the requirements
of the Group.
At 31 December 2024 outstanding loans due in less than one
year comprise a loan of €275,616 which accrues interest at 4% per year and a
loan of €1,125,927 which accrues interest at a rate of 5% per year. (2023:
€32,989 which accrued interest at 10% per year).
Foreign currency risk
The Group's exposure to foreign currency risk is limited as
most of its invoicing and payments are denominated in Euro. The Group
identifies and manages currency risks using an integrated approach that takes
into account the possibility of natural (economic) hedging. For the purpose
of short-term management of currency risk, the Group selects the currency to
reduce the open currency position (the difference between assets and
liabilities in foreign currencies).
Analysis of sensitivity of financial instruments to foreign
currency exchange rate risk
Currency risk is assessed monthly using sensitivity
analysis and maintained within parameters approved in accordance with the
Group's policy. At the reporting date, the effect of the Euro's
growth/(depreciation) against other currencies in the Group's profit/(loss)
before tax is not significant.
23. CAPITAL MANAGEMENT
The Group's objective when managing capital is to safeguard
the Group's ability to continue as a going concern, so that it can continue to
provide returns to shareholders and benefits for other stakeholders.
The Group's capital management strategy is to retain
sufficient working capital for operating requirements and to ensure sufficient
funding is available to meet commitments as they fall due and to support
growth. There are no externally imposed capital requirements.
The Group had net assets of €950,770 at 31 December 2024,
(2023: €1,007,724).
2024 2023
€ €
Interest bearing loans and borrowings (1,401,543) (32,989)
Amounts owed to directors (300,865) -
Lease liabilities (1,304,274) (1,420,481)
Cash and cash equivalents 267,396 186,881
Net indebtedness (2,739,286) (1,266,589)
Amounts owed to Directors includes balances due to Directors disclosed in note
27 to the financial statements. Although classified under 'trade and other
payables' in the Statement of Financial Position, these amounts represent
short-term financing from Directors and are included in net indebtedness.
24. PROVISION FOR LIABILITIES
Group 2024 2023
€ €
PROVISIONS
At 1 January 157,887 180,652
Dilapidations provision - (22,765)
At 31 December 157,887 157,887
A dilapidations provision was recognised in 2022 relating
to the estimated reinstatement costs at the expiry of a new 10-year lease
ending on 31 December 2031.
25. DEFERRED TAX
Group 2024 2023
€ €
Balance at 1 January 63,272 76,697
Movement in current year 48,102 (13,425)
Balance at 31 December 111,374 63,272
There are €9,917,456 (2023: €6,397,725) of tax losses
available to the Group which, at the applicable tax rate of 25%, would provide
an additional deferred tax asset of €2,479,364 (2023: €1,599,431). This
has not been recognised in the financial statements due to the uncertainty of
the timing of future taxable profits against which these losses could be
utilised.
Deferred tax assets and liabilities are offset when the
Company has a legally enforceable right to offset current tax assets and
liabilities and the deferred tax assets and liabilities relate to taxes levied
by the same tax authority.
Analysis of deferred tax:
2024 2023
€ €
Timing differences arising on provisions for liabilities, lease liabilities (430,942) (470,052)
and losses carried forward
Timing difference arising on capital allowances in excess of depreciation 319,568 406,780
(111,374) (63,272)
26. CONTINGENT LIABILITIES
The Group has an ongoing claim with one supplier, if the
claim is successful then an invoice, amounting to €1,140,000, will become
payable. The invoice has not been provided for in the financial statements as
the Directors consider it to be null and void and raised by the supplier in
breach of contract.
27. RELATED PARTY DISCLOSURES
Details of the Directors' remuneration are disclosed in
note 4 and in the Directors Remuneration Report on page 34 of these
consolidated financial statements.
Group undertakings
Intercompany balances and transactions between the Company
and its subsidiaries are eliminated on consolidation. These balances arise
from normal trading activities, loans, and cost recharges. Intercompany loans
are measured at amortised cost, with expected credit loss provisions
recognised where applicable under IFRS 9.
The following transactions took place during the year ended
31 December 2024 with and between group undertakings.
Interest paid/ Purchase/ Purchase/ Transaction fees paid/
(received) (sales) of inventory (sale) of services (received)
€ € € €
World Chess PLC (112,675) - - -
World Chess Events Ltd 12,762 (8,887) 82,500 54,561
World Chess Europe GmbH 99,913 7,254 - -
World Chess US Inc. - 1,633 7,500 (54,561)
World Chess Sakartvelo LLC - - (90,000) -
The following transactions took place during the year ended
31 December 2024 with the Company.
Interest paid/ Purchase/ Purchase/ Transaction fees paid/
(received) (sales) of inventory (sale) of services (received)
€ € € €
World Chess Events Ltd 12,762 - - -
World Chess Europe GmbH 99,913 - - -
The following transactions took place during the year ended
31 December 2023 with and between group undertakings.
Interest paid/ Purchase/ Purchase/ Transaction fees paid/
(received) (sales) of inventory (sale) of services (received)
€ € € €
World Chess PLC (106,120) - - -
World Chess Events Ltd 29,125 26,818 1,667,169 58,810
World Chess Europe GmbH 76,968 (26,818) (674,815) -
World Chess US Inc. - - (637,563) (58,810)
World Chess Sakartvelo LLC - - (276,000) -
The following transactions took place during the year ended
31 December 2023 with the Company
Interest paid/ Purchase/ Purchase/ Transaction fees paid/
(received) (sales) of inventory (sale) of services (received)
€ € € €
World Chess Events Ltd 29,152 - 78,791 -
World Chess Europe GmbH 76,968 - - -
The following movement on Director (payables) and
receivables with the Group took place during the year ended 31 December 2024.
(Payable)/ Increase in payables Increase in receivables (Payable)/
receivable at and received from director and paid to director receivable at
1 January 2024 31 December 2024
€ € € €
Ilya Merenzon (133,186) (1,034,143) 903,568 (263,761)
Matvey Shekhovtsov (1,582) (16,800) 1,582 (16,800)
Graham Woolfman - (6,236) - (6,236)
Jamison Firestone - (4,698) - (4,698)
Richard Collett - (14,673) - (14,673)
Neil Rafferty (312) (4,698) 312 (4,698)
The following movement on Director (payables) and
receivables with the Group took place during the year ended 31 December 2023.
(Payable)/ Increase in payables Increase in receivables (Payable)/
receivable at and received from director and paid to director receivable at
1 January 2023 31 December 2023
€ € € €
Ilya Merenzon (93,494) (705,578) 665,886 (133,186)
Matvey Shekhovtsov (27,418) (1,582) 27,418 (1,582)
Neil Rafferty - (312) - (312)
The following movement on Director (payables) and
receivables with the Company took place during the year ended 31 December
2024.
(Payable)/ Increase in payables Increase in receivables (Payable)/
receivable at and received from director and paid to director receivable at
1 January 2024 31 December 2024
€ € € €
Ilya Merenzon (18,015) (169,900) 40,698 (147,217)
Matvey Shekhovtsov (1,582) (16,800) 1,582 (16,800)
Graham Woolfman - (6,236) - (6,236)
Jamison Firestone - (4,698) - (4,698)
Richard Collett - (14,673) - (14,673)
Neil Rafferty (312) (4,698) 312 (4,698)
The following movement on Director (payables) and
receivables with the Company took place during the year ended 31 December
2023.
(Payable)/ Increase in payables Increase in receivables (Payable)/
receivable at and received from director and paid to director receivable at
1 January 2023 31 December 2023
€ € € €
Ilya Merenzon (238) (637,777) 620,000 (18,015)
Matvey Shekhovtsov (2,818) (1,582) 2,818 (1,582)
Neil Rafferty - (312) - (312)
The following balances remained outstanding at 31 December
2024 with related parties.
Included in trade and other payables
Group Company
Related party 2024 2023 2024 2023
€ € € €
Group undertakings
World Chess Events Ltd n/a n/a - -
World Chess Europe GmbH n/a n/a - -
World Chess US Inc. n/a n/a 156,552 212,044
World Chess Sakartvelo LLC n/a n/a - -
Directors
Ilya Merenzon 253,760 133,186 147,217 18,015
Matvey Shekhovtsov 16,800 1,582 16,800 1,582
Graham Woolfman 6,236 - 6,236 -
Jamison Firestone 4,698 - 4,698 -
Richard Collett 14,673 - 14,673 -
Neil Rafferty 4,698 312 4,698 312
Included in trade and other receivables
Group Company
Related party 2024 2023 2024 2023
€ € € €
Group undertakings
World Chess Events Ltd n/a n/a 4,713,473 3,290,077
World Chess Europe GmbH n/a n/a - 2,479,904
28. ULTIMATE CONTROLLING PARTY
The ultimate controlling party is Ilya Merenzon by virtue
of his shareholding in the Company.
29. SHARE-BASED PAYMENT TRANSACTIONS
On 9 February 2024 the Company issued 2,867,152 to a development partner of
the Group, Engiscent PTE LTD. The total value of the shares issued was
€200,000, at fair value based on the prevailing market price.
On 4 August 2023 the Company issued 288,000 new ordinary shares to its sole
broker, Novum Securities Limited, in settlement of its first year's fees. The
total value of the shares issued was €20,160, at fair value based on the
initial listing price.
30. SUBSEQUENT EVENTS
On 14 January 2025, 717,948 new ordinary shares were issued at a price of
€0.0462 per ordinary share to a senior consultant in lieu of compensation.
On 24 February 2025 12,000,000 new ordinary shares were issued at a price of
€0.10 per ordinary share and a further 10,666,672 new ordinary shares were
issued at a price of €0.0375 per ordinary share.
On 17 April 2025, World Chess PLC announced the planned closure of its Berlin
venue, which had opened in 2023 as a concept space. Despite developing a loyal
chess clientele, the venue did not achieve its commercial objectives.
Following a detailed operational and strategic review, the Company will close
the site at the end of April 2025 and use the findings of the review to
establish a revised venue model. This is not considered to be an adjusting
event and the operations of the club are included as a continuing operation in
these financial statements.
On 28 April 2025 the Group agreed a variation to an existing loan facility, as
detailed in note 20, extending the maturity date of the facility to 31
December 2026 at an increased rate of 12% per annum.
31. PRIOR YEAR ADJUSTMENT
During the year ended 31 December 2024, the Group identified a classification
error in its previously issued financial statements for the year ended 31
December 2023.
An amount of €1,508,737 received in accordance with a binding subscription
agreement for the issue of new shares was incorrectly presented within Trade
and Other Payables, however given the binding nature of the subscription
agreement, this amount should have been classified as Share capital to be
issued in the consolidated and company statements of financial position. The
comparative figures have been restated accordingly.
The effect of this restatement on the consolidated Statement of Financial
Position as at 31 December 2023:
2023 adjustment 2023
as previously reported
as restated
€ € €
Trade and Other Payables 1,867,250 (1,508,737) 358,513
Reserves - Equity pending issuance - 1,508,737 1,508,737
Total Equity 4,251,966 1,508,737 5,760,703
The effect of this restatement on the Consolidated Statement of Cash Flows for
the year ended 31 December 2023:
2023 adjustment 2023
as previously reported
as restated
€ € €
Received in advance of share issuance - 1,508,737 1,508,737
Loan advanced in the year 1.508.737 (1,508,737) -
There was no impact on the Consolidated Statement of Profit or Loss and Other
Comprehensive Income.
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