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Results for the year ended 31 December 2024

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 or contact:

World Chess
Ilya Merenzon, CEO
merenzon@worldchess.com
Novum Securities Limited - Financial Adviser
David Coffman / Anastassiya Eley
+44 (0) 20 7399 9400
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.   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.
20242023
REVENUE2,434,1732,345,492
GROSS PROFIT889,623179,102
GROSS PROFIT %37%8%
Other operating income16,00311,706
Administrative expenses(4,561,471)(4,344,248)
OPERATING LOSS BEFORE EXCEPTIONAL ITEMS(3,655,845)(4,153,440)
Addback: Depreciation and amortisation864,330843,237
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 income139139
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
20242023
Notes
Revenue32,434,1732,345,492
Cost of sales(1,544,550)(2,166,390)
GROSS PROFIT889,623179,102
Other operating income16,00311,706
Administrative expenses(4,561,471)(4,344,248)
OPERATING LOSS BEFORE EXCEPTIONAL ITEMS(3,655,845)(4,153,440)
Exceptional items5-(326,776)
OPERATING LOSS(3,655,845)(4,480,216)
Finance costs6(187,325)(191,393)
Finance income6139139
LOSSBEFORE INCOME TAX7(3,843,031)(4,671,470)
Income tax847,885(13,629)
LOSSFOR THE YEAR - CONTINUING AND TOTAL OPERATIONS(3,795,146)(4,685,099)
OTHER COMPREHENSIVE INCOME
Gain/(loss) on currency translation12,753(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 diluted9(0.006)(0.007)
  CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024
20242023
as restated
Notes
NON-CURRENT ASSETS
Owned: Intangible assets103,477,1503,086,827
Owned: Property, plant and equipment11935,2401,029,516
Right-of-use: Property, plant and equipment11, 211,055,9671,206,820
Trade and other receivables14162,884-
Deferred tax25111,37463,272
5,742,6155,386,435
CURRENT ASSETS
Inventories13147,549187,018
Trade and other receivables14234,167256,464
Tax receivable64,734-
Cash and cash equivalents15267,396186,881
713,846630,363
TOTAL ASSETS6,456,4616,016,798
EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Called up share capital1678,52075,647
Share premium1712,754,04611,048,183
Share capital to be issued182,016,7031,508,737
Translation reserve1871,37158,618
Retained earnings18(13,969,870)(10,174,724)
TOTAL EQUITY950,7702,516,461
NON-CURRENT LIABILITIES
Lease liabilities211,174,3191,304,273
Provision for liabilities24157,887157,887
1,332,2061,462,160
CURRENT LIABILITIES
Trade and other payables192,641,9871,888,980
Lease liabilities21129,955116,208
Interest bearing loans and borrowings201,401,54332,989
4,173,4852,038,177
TOTAL LIABILITIES5,505,6913,500,337
TOTAL EQUITY AND LIABILITIES6,456,4616,016,798
    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
20242023
as restated
Notes
NON-CURRENT ASSETS
Investments12301,616301,616
301,616301,616
CURRENT ASSETS
Trade and other receivables144,732,8155,790,209
Tax receivable16,7126,025
Cash and cash equivalents156,55121,366
4,756,0785,817,600
TOTAL ASSETS5,057,6946,119,216
EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Called up share capital1678,52075,647
Share premium1712,754,04611,048,183
Share capital to be issued182,016,7031,508,737
Retained earnings18(10,422,057)(6,871,864)
TOTAL EQUITY4,427,2125,760,703
CURRENT LIABILITIES
Trade and other payables19630,482358,513
630,482358,513
TOTAL LIABILITIES630,482358,513
TOTAL EQUITY AND LIABILITIES5,057,6946,119,216
  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 capitalShare PremiumShare capital to be issuedTranslation reserveRetained EarningsTotal equity
Balance at 1 January 202368,2606,518,849-65,941(5,489,625)1,163,425
Changes in equity
Issue of share capital7,3874,529,334--4,536,721
Total comprehensive income--(7,323)(4,685,099)(4,692,422)
Balance at 31 December 202375,64711,048,183-58,618(10,174,724)1,007,724
Prior year adjustment (note 31)--1,508,737--1,508,737
As restated75,64711,048,1831,508,73758,618(10,174,724)2,516,461
Changes in equity
Issue of share capital336199,664---200,000
Movement in share capital to be issued2,5371,506,199507,966--2016,702
Total comprehensive income---12,753(3,795,146)(3,782,393)
Balance at 31 December 202478,52012,754,0462,016,70371,371(13,969,870)950,770
  COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
Called
up share capital
Share PremiumShare capital to be issuedRetained EarningsTotal equity
Balance at 1 January 202368,2606,518,849-(5,329,173)1,257,936
Changes in equity
Issue of share capital7,3874,529,334--4,536,721
Total comprehensive income---(1,542,691)(1,542,691)
Balance at 31 December 202375,64711,048,183-(6,871,864)4,251,966
Prior year adjustment (note 31)--1,508,737-1,508,737
As restated75,64711,048,1831,508,737(6,871,864)4,251,966
Changes in equity
Issue of share capital336199,664--200.000
Movement in share capital to be sissued2,5371,506,199507,966-2,016,702
Total comprehensive income---(3,550,193)(3,550,193)
Balance at 31 December 202478,52012,754,0462,016,703(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
20242023
as restated
Notes
Cash flows from operating activities
Cash absorbed from operations1(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 assets5,503,3182,495,727
Purchase of property, plant and equipment(39,315)(631,603)
Proceeds from disposal of property, plant and equipment-1,185
Interest received139139
Net cash used in investing activities(1,009,385)(1,451,819)
Cash flows from financing activities
Loan advanced in the year2,279,714-
Loan repayments in year(912,628)(30,050)
Payment of lease liabilities(116,207)(100,596)
Amount introduced by directors165,78514,167
Proceeds from share issue-3,475,569
Received in advance of share issuance2,016,7021,508,737
Net cash generated from financing activities3,433,3664,867,827
Increase in cash and cash equivalents67,762158,639
Cash and cash equivalents at beginning of year2186,88135,565
Effect of foreign exchange rate changes12,753(7,323)
Cash and cash equivalents at end of year2267,396186,881
  COMPANY STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2024
20242023
as restated
Notes
Cash flows from operating activities
Cash absorbed by operations1(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 received112,675106,145
Net cash generated from investing activities112,675106,145
Cash flows from financing activities
Amounts paid to group undertakings(1,430,427)(3,436,509)
Amounts introduced by directors174,41316,613
Proceeds from share issue-3,475,570
Received in advance of share issuance2,016,7021,508,737
Net cash generated from financing activities760,6881,564,411
(Decrease)/increase in cash and cash equivalents(14,815)15,124
Cash and cash equivalents at beginning of year221,3666,242
Cash and cash equivalents at end of year26,55121,366
  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
Group20242023
Loss before income tax(3,843,031)(4,671,470)
Depreciation and amortisation864,330843,237
Provision-(22,765)
Finance costs187,325191,393
Finance income(139)(139)
(2,791,515)(3,659,744)
Decrease in inventories39,469673
(Increase)/decrease in trade and other receivables(184,553)406,102
Decrease in trade and other payables787,222(85,180)
Cash absorbed from operations(2,149,377)(3,338,149)
 
Company20242023
Loss before income tax(3,550,193)(1,542,691)
Impairment of intercompany loan2,631,441-
Finance costs6,24121,260
Finance income(112,675)(106,145)
(1,025,186)1,627,576
Decrease/(increase) in trade and other receivables887(6,118)
Increase/(decrease) in trade and other payables142,362(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:
Group20242023
Year ended 31 December 2024
Cash and cash equivalents267,396186,881
Year ended 31 December 2023
Cash and cash equivalents186,88135,565
 
Company20242023
Year ended 31 December 2024
Cash and cash equivalents6,55121,366
Year ended 31 December 2023
Cash and cash equivalents21,3666,242
 
3RECONCILIATION OF NET DEBT
Group20242023
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 equivalents267,396186,881
Net debt(2,739,286)(1,266,589)
 
Company20242023
At 31 December
Amounts owed to Directors(194,322)-
Cash and cash equivalents6,55121,366
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
20242023
Exclusive FIDE rights221,059331,588
Software Licences36,00059,000
Online Platform2,942,9252,692,024
                    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
20242023
World Chess Events Ltd4,713,4353,290,077
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 type20242023
Tournaments394,7361,381,341
Online Arena (chessarena.com)691,144204,151
Clubs581,061163,305
Merchandising767,232596,695
2,434,1732,345,492
 
By geographical area20242023
United Kingdom1,677,9161,391,453
United States of America690,17251,804
Europe66,085902,235
2,434,1732,345,492
          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 recognition20242023
Revenue recognised over time1,085,8801,585,492
Revenue recognised at a point in time1,348,293760,000
2,434,1732,345,492
          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)
20242023
Wages and salaries1,282,5461,286,290
Social security costs208,280190,459
Pension contributions:2,3441,544
1,493,1701,478,293
          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.
20242023
Directors' remuneration:553,317491,490
553,317491,490
          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
20242023
Directors65
Other Employees2427
3032
          The Group had no UK employees in 2024 and 2023 except the Directors. 5.    EXCEPTIONAL ITEMS
20242023
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
20242023
Finance income:
Loan interest receivable139139
139139
Finance costs:
Other interest on loan36,12527,898
Interest lease liabilities151,200163,495
187,325191,393
  7.    LOSS BEFORE INCOME TAX           The loss before income tax is stated after charging/(crediting):
20242023
Cost of inventories recognised as expense1,537,2422,166,390
Research costs expensed72,80190,124
Depreciation - owned assets133,591194,313
Depreciation - right-of-use assets150,853150,853
Exclusive FIDE rights amortisation110,529110,529
Licence amortisation23,00023,000
Computer software amortisation446,357364,542
Auditors' remuneration for the audit of the Companies consolidated group accounts104,22376,936
Auditor's remuneration for the audit of the individual accounts of subsidiaries44,66732,972
Foreign exchange (gain)/loss(25,794)1,970
8.    INCOME TAX           Analysis of tax expense/(income)
20242023
Current tax:217204
Deferred tax(48,102)13,425
Total tax (income)/expense in consolidated statement of profit or loss and other comprehensive income(47,885)13,629
          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:
20242023
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 - 23.52%)(960,758)(1,098,730)
Effect of:
Originations and reversal of temporary differences(48,102)13,425
Capital allowances in excess of depreciation(92,643)(262,437)
Non-taxable expenses43,289155,622
Tax losses carried forward1,010,1121,205,545
Foreign tax217204
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.
20242023
Loss attributable to the owners of the parent company €(3,795,146)(4,685,099)
Weighted average number of shares in issue689,110,129650,232,851
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 rightsSoftware LicenceOnline PlatformCrypto-assetsTotal
COST
At 1 January 2024331,588115,0003,924,9714,2154,375,774
Additions--697,2585,776,2696,473,527
Disposals---(5,503,318)(5,503,318)
At 31 December 2024331,588115,0004,622,229277,1665,345,983
AMORTISATION
At 1 January 2024-56,0001,232,947-1,288,947
Amortisation for year110,52923,000446,357-579,886
At 31 December 2024110,52979,0001,679,304-1,868,833
NET BOOK VALUE
At 31 December 2024221,05936,0002,942,925277,1663,477,150
 
Exclusive FIDE rightsSoftware LicenceOnline PlatformCrypto-assetsTotal
COST
At 1 January 20231,105,291115,0003,107,4382084,327,937
Additions331,588-817,5332,499,7343,648,855
Disposals(1,105,291)--(2,495,727)(3,601,018)
At 31 December 2023331,588115,0003,924,9714,2154,375,774
AMORTISATION
At 1 January 2023663,17433,000868,405-1,564,579
Amortisation for year110,52923,000364,542-498,071
Elimination on disposal(773,703)---(773,703)
At 31 December 2023-56,0001,232,947-1,288,947
NET BOOK VALUE
At 31 December 2023331,58859,0002,692,0244,2153,086,827
          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 assetFixtures and fittingsComputer EquipmentTotal
COST
At 1 January 20241,495,1141,283,6311,6982,780,443
Additions-39,315-39,315
At 31 December 20241,495,1141,322,9461,6982,819,758
DEPRECIATION
At 1 January 2024288,294254,1151,698544,107
Charge for year150,853133,591-284,444
At 31 December 2024439,147387,7061,698828,551
NET BOOK VALUE
At 31 December 20241,055,967935,240-1,991,207
 
Right of use assetFixtures and fittingsComputer EquipmentTotal
COST
At 1 January 20231,374,409773,9181,6982,150,025
Additions120,705510,898-631,603
Disposals-(1,185)-(1,185)
At 31 December 20231,495,1141,283,6311,6982,780,443
DEPRECIATION
At 1 January 2023137,44159,8021,698198,941
Charge for year150,853194,313-345,166
At 31 December 2023288,294254,1151,698544,107
NET BOOK VALUE
At 31 December 20231,206,8201,029,516-2,236,336
12.  INVESTMENTS Company Shares in group undertakings
20242023
COST
At 1 January351,616351,616
Additions--
Disposals--
At 31 December351,616351,616
IMPAIRMENTS
At 1 January50,00050,000
Disposals--
At 31 December50,00050,000
CARRYING VALUE
At 1 January301,616301,616
At 31 December301,616301,616
                    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
20242023
Inventories:147,549187,018
14.  TRADE AND OTHER RECEIVABLES
GroupCompany
2024202320242023
Current:
Trade receivables50,44729,668--
Amounts owed by group undertakings--4,713,4735,769,981
Other receivables36,902204,9741,3061,306
Prepayments and accrued income146,81821,82218,03618,922
234,167256,4644,732,8155,790,209
Non-current
Other receivables162,884---
Aggregate amounts397,051256,4644,732,8155,790,209
15.  CASH AND CASH EQUIVALENTS
GroupCompany
2024202320242023
Bank accounts267,396186,8816,55121,366
267,396186,8816,55121,366
16.  CALLED UP SHARE CAPITAL
20242023
Number of sharesNumber of shares
Allotted, issued, and fully paid Ordinary shares of £0.0001691,724,03978,520667,193,50175,647
            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
20242023
At 1 January11,048,1836,518,849
Premium arising on issue of equity shares1,705,8634,529,334
At 31 December12,754,04611,048,183
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
GroupCompany
20242023
as restated
20242023
as restated
Trade payables1,211,014728,213119,4027,582
Amounts owed to group undertakings--156,552212,044
Social security and other taxes78,87545,43060,2778,250
Other payables17,30218,1017510,730
Accruals and deferred income1,033,931962,15199,854100,000
Amounts owed to Directors300,865135,080194,32219,909
2,641,9871,888,980630,482358,513
          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
GroupCompany
2024202320242023
Current interest-bearing loans and borrowings1,401,54332,989--
  Terms and debt repayment schedule
Group1 year or lessMore than 1 year and less than 5 yearsMore than 5 yearsTotal
Other loans1,401,543--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:
Group20242023
Right-of-use asset1,055,9671,206,820
Current lease liability129,955116,208
Non-current lease liability1,174,3191,304,273
1,304,2741,420,481
  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:
Group20242023
1 year or less267,408267,408
Between 1 and 5 years1,069,6321,069,632
More than 5 years534,816802,224
1,871,8562,139,264
  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:
Group20242023
Depreciation on right-of-use asset150,853150,853
Interest expense on lease liability151,200163,495
Total lease expense302,053314,348
  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.
20242023
Other financial assets
Trade and other receivables more than one year162,884-
Trade and other receivables less than one year234,167256,464
Crypto-assets277,1664,215
Cash and cash equivalents267,396186,881
Total financial assets941,613447.560
20242023
as restated
Other financial liabilities
Lease liabilities more than one year1,174,3191,304,273
Trade payables less than one year1,211,0141,888,980
Other payables less than one year397,042198,616
Lease liabilities less than one year129,955116,208
Interest bearing loans and borrowings less than one year1,401,54332,989
Total financial liabilities4,313,8733,541,066
          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 dueNot impaired but past due by the following amounts
>30 days>60 days>90 days>120 days
Group: Trade and other receivables more than one year162,884----
Group: Trade and other receivables less than one year75,90911,440---
Company: Trade and other receivables less than one year4,714,779----
                    Financial assets past due but not impaired as at 31 December 2023:
Not impaired and not past dueNot impaired but past due by the following amounts
>30 days>60 days>90 days>120 days
Group: Trade and other receivables less than one year214,3652,9751,09816,204
Company: Trade and other receivables less than one year5,771,286----
            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).
20242023
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 equivalents267,396186,881
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
Group20242023
PROVISIONS
At 1 January157,887180,652
Dilapidations provision-(22,765)
At 31 December157,887157,887
          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
Group20242023
Balance at 1 January63,27276,697
Movement in current year48,102(13,425)
Balance at 31 December111,37463,272
          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:
20242023
Timing differences arising on provisions for liabilities, lease liabilities and losses carried forward(430,942)(470,052)
Timing difference arising on capital allowances in excess of depreciation319,568406,780
(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/
(received)
Purchase/
(sales) of inventory
Purchase/
(sale) of services
Transaction fees paid/
(received)
World Chess PLC(112,675)---
World Chess Events Ltd12,762(8,887)82,50054,561
World Chess Europe GmbH99,9137,254--
World Chess US Inc.-1,6337,500(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/
(received)
Purchase/
(sales) of inventory
Purchase/
(sale) of services
Transaction fees paid/
(received)
World Chess Events Ltd12,762---
World Chess Europe GmbH99,913---
            The following transactions took place during the year ended 31 December 2023 with and between group undertakings.
Interest paid/
(received)
Purchase/
(sales) of inventory
Purchase/
(sale) of services
Transaction fees paid/
(received)
World Chess PLC(106,120)---
World Chess Events Ltd29,12526,8181,667,16958,810
World Chess Europe GmbH76,968(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/
(received)
Purchase/
(sales) of inventory
Purchase/
(sale) of services
Transaction fees paid/
(received)
World Chess Events Ltd29,152-78,791-
World Chess Europe GmbH76,968---
            The following movement on Director (payables) and receivables with the Group took place during the year ended 31 December 2024.
(Payable)/
receivable at
1 January 2024
Increase in payables
and received from director
Increase in receivables
and paid to director
(Payable)/
receivable at
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)/
receivable at
1 January 2023
Increase in payables
and received from director
Increase in receivables
and paid to director
(Payable)/
receivable at
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)/
receivable at
1 January 2024
Increase in payables
and received from director
Increase in receivables
and paid to director
(Payable)/
receivable at
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)/
receivable at
1 January 2023
Increase in payables
and received from director
Increase in receivables
and paid to director
(Payable)/
receivable at
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
GroupCompany
Related party2024202320242023
Group undertakings
World Chess Events Ltdn/an/a--
World Chess Europe GmbHn/an/a--
World Chess US Inc.n/an/a156,552212,044
World Chess Sakartvelo LLCn/an/a--
Directors
Ilya Merenzon253,760133,186147,21718,015
Matvey Shekhovtsov16,8001,58216,8001,582
Graham Woolfman6,236-6,236-
Jamison Firestone4,698-4,698-
Richard Collett14,673-14,673-
Neil Rafferty4,6983124,698312
            Included in trade and other receivables
GroupCompany
Related party2024202320242023
Group undertakings
World Chess Events Ltdn/an/a4,713,4733,290,077
World Chess Europe GmbHn/an/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
as previously reported
adjustment2023
as restated
Trade and Other Payables1,867,250(1,508,737)358,513
Reserves - Equity pending issuance-1,508,7371,508,737
Total Equity4,251,9661,508,7375,760,703
  The effect of this restatement on the Consolidated Statement of Cash Flows for the year ended 31 December 2023:
2023
as previously reported
adjustment2023
as restated
Received in advance of share issuance-1,508,7371,508,737
Loan advanced in the year1.508.737(1,508,737)-
  There was no impact on the Consolidated Statement of Profit or Loss and Other Comprehensive Income.   This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com. RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.   END     FR PPUUCCUPAGQB

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