Resultados finales
21 de marzo de 2024
Blue Star Capital plc
("Blue Star" o la "Empresa")
Resultados finales para el año terminado el 30 de septiembre de 2023
Blue Star Capital plc (AIM: BLU), the investing company with a focus on esports, technology and its applications within media and gaming, announces its final results for the year ended 30 September 2023.
Resumen operativo y financiero
- The Company incurred a pretax loss for the period of £6,329,473 compared to a loss for the previous period of £1,301,008.
- The main factors behind this year's significant loss were the write down in value of the Company's investments in Dynasty Media & Gaming and Sthaler and losses incurred on the realisation of the Company's quoted investments.
- The operating expenses of the Company have been significantly reduced from £517,003 to £201,118
- The cash position of the Company at 30 September 2023 was £63,158 compared with £86,575 in the previous period.
- The formal sales process for SatoshiPay is ongoing and the Company will update shareholders as appropriate. The Company has a 27.9% interest in SatoshiPay which is valued on the basis of the last external fund raise in 2019 at approximately £4.65 million.
- The Company's Net Asset value per share is 0.11p
- Post year end a decision was taken by the management of Dynasty to merge with Googly. To help support Dynasty through this transitioning phase, Blue Star invested US$75,000 in a US$3 million fundraise undertaken by Dynasty in November 2023. The Convertible Loan Note has a two-year expiry period, is non-interest bearing and convertible at a discount of 50 per cent to Dynasty's next funding round.
The Annual Report and notice of Annual General Meeting ("AGM") will be posted to shareholders shortly and will be available to view on the Company's website http://www.bluestarcapital.co.uk
The AGM will be held at the offices of Cairn Financial Advisers LLP, 80 Cheapside, 3rd Floor, EC2V 6EE on 17 April 2024 at 10.30 a.m. Shareholders wishing to vote on any matters of business at the AGM are encouraged to do so through completion of a proxy form which can be completed and submitted to the Company. Proxies should be completed and returned in accordance with the instructions on the form of proxy by no later than 10.30 a.m. on 15 April 2024.
Tony Fabrizi Executive Chairman of Blue Star Capital plc, commented:
"The last year was one of considerable disappointment for all those connected with Blue Star. The material and unexpected write down in value in our investment in Dynasty has had a significantly detrimental impact on the Company's net asset value and this has obviously impacted sentiment towards the Company. Our focus is on securing an attractive offer for our shareholding in SatoshiPay later this year at which point the Board will consult with shareholders over the Company's future."
Este anuncio contiene información privilegiada a los efectos del artículo 7 del Reglamento de la UE 596/2014.
Para más información, por favor póngase en contacto con:
Blue Star Capital plc | +44 0 777 178 2434 |
tony fabrizi | |
Asesores financieros de Cairn LLP | +44 0 20 7213 0880 |
(Asesor designado y Broker) | |
Jo Turner/Liam Murray | |
Declaración del presidente
Blue Star Capital plc ("the Company" or "Blue Star") provides investors with exposure to a portfolio of geographically diverse companies in high-growth, disruptive technology sectors.
During the period, the Company's Net Asset Value ("NAV") decreased by 53% to £5,329,347 (2022: £11,414,507) with the Company incurring a pre-tax loss of £6,328,408 (2022: loss £1,301,008). The signi?cant decline in NAV and loss for the year principally re?ect the write down of our investments in Dynasty Media & Gaming and Sthaler plus the losses incurred on the realisation of the Company's quoted investments. The Company ended the year with cash of £63,158 (2022: £86,575).
In September 2022, the Board set out its strategy for the next two years. The key components were to refrain from making any new investments while it sought offers for its shareholdings in SatoshiPay and Dynasty. The Board also advised that, if possible, it would endeavour to manage the business without any further equity raises.
We provide the following portfolio company overviews for the year ended 30 September 2023.
Blockchain and decentralised ?nance
SatoshiPay's mission is to connect the world through instant payments. To achieve this ambition, SatoshiPay is initially focusing on building the Pendulum Network Project ("Pendulum").
Pendulum, a smart-blockchain infrastructure technology company, aims to decentralize forex and traditional ?nance, by providing the missing link between ?at currency and De-Fi ecosystems through a sophisticated smart contract network. Pendulum is committed to advancing foreign exchange ("Forex") trading into the blockchain space to integrate a tranche of the US$6.6 trillion traded daily in Forex markets.
In the period under review, Pendulum has achieved a number of key operational milestones, most notably:
? In December 2022 Pendulum completed its crowdloan as a precursor to it becoming a Polkadot Parachain. Pendulum's crowdloan was the fastest parachain crowdloan in the history of the Polkadot ecosystem.
? Pendulum parachain went live on Polkadot mainnet in February 2023 and the corresponding utility token called PEN was listed on MEXC in March 2023.
? In March 2023 Pendulum announced the development of "Spacewalk", its blockchain bridge connecting the Stellar and Polkadot networks. This innovative bridge is intended to facilitate the transfers of multiple stablecoins, advancing interoperability in the blockchain space. Pendulum described Spacewalk as a trust-minimized bridge that supports the smooth and seamless transfer of stable assets between the two ecosystems, allows closer collaboration in the De-Fi sector and drives synergies between traditional ?ntech services and the De-Fi sector.
? In December 2023, an HRMP channel was opened with Moonbeam Network helping to demonstrate Pendulum's partnerships strategy. This launch helped enable additional functionalities for the PEN token and stablecoin activities within the Moonbeam ecosystem and assisted with the listing of PEN on Moonbeam's DEX Stellaswap in early January 2024.
SatoshiPay currently owns around 5% of the PEN tokens and has a service contract with Pendulum to provide software development.
SatoshiPay also successfully incubated the 0xAmber AMM Project (now called Nabla.?) for which it secured 5 per cent of the future tokens. Nabla is a novel AMM design for low-risk, single-sided liquidity provision, signi?cantly lower slippage and fees compared to other AMM designs. The nabla.? team are about to launch their novel-design decentralized exchange with oracle-guided pricing and single-sided liquidity provision for maximum capital ef?ciency and attractive FX rates on chain.
During the period, the SatoshiPay team took the decision to mothball Dtransfer, given the need to focus resources on Pendulum and Nabla. However, the successful incubation of Pendulum followed by Nabla provides the board of SatoshiPay with con?dence that they are well positioned to incubate other DeFi applications with a stablecoin, FOREX or business focus.
In its most recent results to 31 December 2022, SatoshiPay achieved turnover of ?2.93 million and pro?ts after tax of ?587,000.
Blue Star currently has a 27.9% interest in SatoshiPay's share capital, which is valued on the basis of the last external fund raise in 2019 at approximately £4.65 million. As previously announced, Benchmark International have been appointed to undertake a formal sales process for SatoshiPay which may lead to the sale of all or part of Blue Star's shareholding in SatoshiPay. There is no guarantee that this exercise will result in a whole or partial sale, but the Board believes it's important to undertake such a process so as to obtain a better understanding of SatoshiPay's current and potential value.
Deportes
To date we have invested approximately £2.5 million in our Esports portfolio which originally consisted of eight companies, with the main investments being £712,665 in Guild and £969,268 in Dynasty. In last year's accounts we wrote off four of those investments and started the year with investments in Dynasty, Googly, Paidia and Guild. These investments were carried at either cost or last private fundraising for our private investments or market value for our quoted investments.
Details of the four Esports investments are provided below.
Dynasty Media & Gaming
Dynasty's original business plan was to provide its gaming platform to large telecoms companies, for which it initially had much success, generating ?xed monthly license fee income. However, operational complexities, including the need to support several different and highly customised platforms, led to a pivot to focus on launching B2C platforms with more strategically aligned and complementary partners and in the process, maintaining control of its products and contact with the end users. As a result of extensive technology development, Dynasty's platform has now moved to a single code base, meaning time to launch in new markets has been reduced from at least nine months to one month.
As previously reported, Dynasty believes it has built the leading and most comprehensive gaming/esports platform globally, which combines the following key features, licenses, and accreditations in one single platform:
? Enterprise grade international esports tournament engine accredited and endorsed by major international games publishers including Riot, Activision and Supercell to run professional leagues and mass market grassroots esports feeder leagues.
? The only enterprise grade esports platform and gaming shop that:
o supports international standard professional esports tournaments for both PC and Mobile games, the world's fastest growing gaming sector;
o is optimised for key hyper-growth 'mobile ?rst' markets. Dynasty optimised its mobile experience to 30MB, perfect for mobile ?rst markets such as India, Africa, SEA and LATAM;
o incorporates a payment wallet, subscription engine, digital voucher and top up shop, with full security accreditation;
o can deliver and launch a fully branded, fully functional partner platform within 4 weeks. This has been enabled by a single code cloud-based code structure.
· Motor completo de campañas de gestión de relaciones con los clientes para aumentar la monetización y el compromiso.
· Unique User Generated Tournament engine that allows users to create entry fee and prize pool tournaments, sharing in platform monetisation.
· La única tienda de juegos y deportes electrónicos de nivel empresarial con una Academia de IA, que permite a los jugadores mejorar el rendimiento del juego.
Dynasty now has live B2C platforms in several key gaming markets including Googly in India, Lets Play Live in Australia and New Zealand and Lightning Dragon in Philippines. Further details on these platforms are summarised below:
Googly: Dynasty advises that India is the world's fastest growing gaming market, with over 750 million gamers forecast in the country by the end of 2026, spending more than US$6.7 billion. By most metrics, the rate of growth in gaming in India is more than double the average of the rest of the world - this includes more mature, slower growth markets like North America and Europe, but also accelerating regions such as Latin America and Southeast Asia. The future growth of gaming in India will continue to be almost entirely driven by mobile, fuelled by a young population of digital natives, increasing wealth, and mass smartphone adoption. Googly's platform offering provides India's gamers a diverse, immersive experience, catering to all levels of casual and competitive gaming, including - leaderboards, live broadcasts, engaging content, unique user-generated prizepool tournaments, and a market leading games shop.
Lets Play Live: The platform was launched in June 2023 with the Company's 50/50 JV partner Lets Play Live, the region's leading tournament organiser and gaming content creator. Within the ?rst six months of operation, the platform has already become Oceania's largest and most successful gaming platform with over 420,000 users. Major of?cial publisher-led national and regional tournaments secured with an extensive calendar scheduled throughout 2024 for leading games titles including Valorant, Fortnite, and Clash Royale.
Lightning Dragon: The platform was recently launched with large media conglomerate Vera Media Group. Lightning Dragon has already secured signi?cant partnerships including PayMaya, one of the region's leading payment providers with over 40 million users in the Philippines, and Razer, one of the world's largest gaming brands. Lightning Dragon expects to announce several more strategic marketing partnerships in the coming weeks across sectors including TV, radio, telcos, retail, esports tournament organisers and gaming content creators.
Dynasty's management believe their new business model will allow them to become cash-?ow positive later this year. Within their business model, India is the largest contributor and given the importance of the Indian market and the ?nancial support provided by Googly and its shareholders to Dynasty over the last 9 months, a decision was taken late last year to merge Dynasty and Googly. To help support Dynasty through this transitioning phase, Blue Star invested US$75,000 in a US$3 million fundraise undertaken by Dynasty in November 2023. The Convertible Loan Note had a two-year expiry period, was non-interest bearing and converted at a discount of 50 per cent to Dynasty's next funding round.
Details of the merger were announced on 13 March 2024, in which Dynasty has entered into an agreement to acquire the entire assets and business of Googly for a purchase consideration of approximately US$7.6 million in an all-share acquisition that values the combined entity at US$15m. In addition, the Company has also been informed that a number of Convertible Loan Note holders in Dynasty also intend to convert post the Acquisition and the Company has decided that it will also convert its US$75,000 Convertible Loan at that point.
Blue Star has been an investor in Dynasty since 2019 and pre the merger with Googly and the conversion of all outstanding Convertible Loan Notes, had a shareholding of approximately 13%. Additionally, the Company had a shareholding of 0.6% of Googly. Post the merger and pre conversion of the Convertible Loan Notes, the Company holds approximately 6.3% of the fully diluted share capital of Dynasty. Assuming all Convertible Loan Notes convert, this holding is expected to fall to around 2.4%.
Gremio Esports PLC
Guild Esports PLC is a global teams organisation and lifestyle brand, which was the ?rst esports organisation to list on the London Stock Exchange.
At the year end the Company held 8,951,500 shares in Guild with a valuation of £51,471. Subsequently, the Company sold its remaining shareholding in Guild.
Paidia
Paidia is an all-women's esports business which has achieved signi?cant growth. The market positioning of Paidia is attracting signi?cant attention both from the media as well as large global brands. The Company invested approximately
£59,000 into Paidia in 2021 and is carrying the investment based on the last external valuation in August 2023 at £105,910.
Otras inversiones
Sthaler Limited
Sthaler is a Digital Identity business which enables an individual to identify themselves using the unique vein patterns within a ?nger. Its FinGo ID platform uses a biometric called VeinID which instantly recognises an individual through the unique pattern of veins inside each ?nger. FinGo Pay is approved to authenticate multiple payment types including payment cards and real-time payments (bank-to-bank).
At the beginning of 2023, Sthaler's management calculated that the Company needed to raise around £4 million to fund it through to a point where it was self-sustaining. It began a process of reaching out to existing shareholders and some new investors to seek their support for such a raise. Although there was general support for the business, market conditions and the lack of secured projects meant that investors were unwilling to support at previous valuations. After considerable efforts, Sthaler's management decided to signi?cantly reduce the valuation in order to recapitalise the business and raise the needed funding. At the end of 2023, Sthaler reduced the valuation to £2 million pre money and secured support from a number of shareholders. This raise is still ongoing but is expected to close shortly at between £3.5 million - £4 million.
Although the Company continues to believe Sthaler retains signi?cant potential, our focus is on our two main investments which combined with our limited cash resources, meant that we did not participate in the round.
At the year end, Blue Star's shareholding in Sthaler was approximately 0.68% but will fall to around 0.24% post the current fund raise completing. On this basis, Blue Star's holding will be valued at approximately £13,600, compared with a cost of £50,000.
East Sides Games and NFT Investments PLC To provide working capital the Company disposed of its shareholdings in NFT Investments during the year and East Side Games post year-end.
Outlook
Last year was clearly extremely disappointing for everyone connected with Blue Star with signi?cant write-downs in a number of our investments. We supported all our investee businesses to the extent possible and continue to believe they have potential to become successful businesses in the future. Our main investment is in SatoshiPay which is currently engaged in a sales process which may or may not lead to an offer. While this process is ongoing the Board has agreed to take its remuneration in shares and has taken actions to eliminate all non-essential spending. Once the SatoshiPay sales process is complete, the Board intends to carry out a process of consultation with shareholders to determine the future direction of the Company.
Anthony Fabrizi
Presidente Ejecutivo
21 de marzo de 2024
Informe estratégico
The Directors present their strategic report on the Company for the year ended 30 September 2023.
Review of Business and Analysis Using Key Performance Indicators
The full year's loss was £6,328,408 compared to a loss of £1,301,008 for the year ended 30 September 2022.
Net assets have decreased to £5,329,347 at 30 September 2023, changing from £11,414,507 at 30 September 2022. The cash position at the end of the year decreased to £63,158 from £86,575 as at 30 September 2022.
During the year, there was a fair value decrease in the company's investment assets of £5,762,911 (2022: £445,223 loss). A full review of the company's portfolio investments is provided in the Chairman's statements.
Indicadores clave de rendimiento
The Board monitors the activities and performance of the Company on a regular basis. The indicators set out below have been used by the Board to assess performance over the year to 30 September 2023. The main KPIs for the Company are listed as follows:
2023 | 2022 | |
Valoración de inversiones | £5,291,806 | £11,390,278 |
Efectivo y efectivo equivalentes | £63,158 | £86,575 |
corriente neta activos | £37,541 | £24,229 |
Pérdida antes deuda | £6,328,408 | £1,301,008 |
Valor liquidativo por comparte | 0.11p | 0.23p |
Inversiones Educativa |
| |
Assets or companies in which the Company can inviertes | ||
The Company can invest in assets or companies in, inter alia, the following sectores: | ||
? Tecnología; | ||
? Gaming and esports; y | ||
? Medios |
The Company's geographical range is mainly UK companies but considers opportunities globally and will actively co- invest in larger deals.
The Company can take positions in investee companies by way of equity, debt or convertible or hybrid securities.
Whether investments will be active or passive investments.
The Company's investments are passive in nature but may be actively managed. The Company may be represented on, or observe, the boards of its investee companies.
Holding period for investments
The Company's investments are likely to be illiquid and consequently are to be held for the medium to long term.
Spread of investments and maximum exposure limits, policy in relation to cross-holdings and investing restrictions The Company does not have any maximum exposure limits, limits on cross-holdings or other investing restrictions. Under normal circumstances, it is the Directors' intention not to invest more than 10% of the Company's gross assets in any individual company (calculated at the time of investment). The Company has accumulated a 27.9% stake in SatoshiPay, which the Board believes represents a strong opportunity to generate signi?cant shareholder value.
Policy in relation to gearing
The Directors may exercise the powers of the Company to borrow money and to give security over its assets. The Company may also be indirectly exposed to the effects of gearing to the extent that investee companies have outstanding borrowings.
Returns and distribution policy
It is anticipated that returns from the Company's investment portfolio will arise upon realisation or sale of its investee companies, rather than from dividends received. Whilst it is not possible to determine the timing of exits, the Board will seek to return capital to shareholders when appropriate.
Vida de la empresa
The Company has an inde?nite life.
Desarrollos futuros
The Company is working with its largest investee business, SatoshiPay, to establish an independent valuation and potential offer for the business. If an offer is accepted the Board will then consult with shareholders on whether to reinvest this cash realised from the SatoshiPay share sale or make some form of cash distribution to shareholders.
Promotion of the Company for the bene?t of the members as a whole
The Director's believe they have acted in the way most likely to promote the success of the Company for the bene?t of its members as a whole, as required by s172 of the Companies Act 2006.
Los requisitos de s172 son que los Directores:
? Considere las posibles consecuencias de cualquier decisión a largo plazo,
? Actuar de manera justa entre los miembros de la Compañía,
? Mantener una reputación de altos estándares de conducta empresarial,
? Considerar los intereses de los empleados de la Compañía,
? Fomentar las relaciones de la Compañía con proveedores, clientes y otros, y
? Considerar el impacto de las operaciones de la Compañía en la comunidad y el medio ambiente.
The following paragraphs summarise how the Directors ful?l their duties:
The Company is quoted on AIM and its members will be fully aware, through detailed announcements, shareholder meetings and ?nancial communications, of the Board's broad and speci?c intentions and the rationale for its decisions. The Board recognises its responsibility for setting and maintaining a high standard of behaviour and business conduct. There is no special treatment for any group of shareholders and all material information is disseminated through appropriate channels and available to all through the Company's news releases and website.
When selecting investments, issues such as the impact on the community and the environment have actively been taken into consideration. The Company's approach is to use its position to promote positive change for the people with whom it interacts.
The Company is committed to being a responsible business. The Company pays its employees and creditors promptly and keeps its costs to a minimum to protect shareholders funds. There were no employees in the Company other than the three Directors in the current and prior-year and therefore effectiveness of employee policies is not relevant for the Group.
Principales riesgos e incertidumbres
The Company seeks investments in late-stage venture capital and early-stage private equity opportunities, which by their very nature allow a diverse portfolio of investments within different sectors and geographic locations.
The Company's primary risk is loss or impairment of investments. This is mitigated by careful management of the investment and in particular, only continuing to support those investments which demonstrate potential to achieve a positive exit and decisively determining those which do not. Portfolio and capital management techniques are fully applied according to industry standard practice.
It may be necessary to raise additional funds in the future by a further issue of new Ordinary shares or by other means. However, the ability to fund future investments and overheads in Blue Star Capital Plc as well as the ability of investments to return suitable pro?t cannot be guaranteed, particularly in the current economic climate.
The value of companies similar to those in Blue Star Capital's portfolio and in particular those at an early stage of development, can be highly volatile. The price at which investments are made, and the price which the Company may realise for its investment, will be in?uenced by a large number of factors, some speci?c to the Company and its operations and some which may affect the sector.
Por orden de la Junta
Anthony Fabrizi
Presidente Ejecutivo
21 de marzo de 2024
Informe de directores
The Directors present their report together with the audited ?nancial statements for the year ended 30 September 2023.
Resultados y dividendos
The trading results for the year ended 30 September 2023 and the Company's ?nancial position at that date are shown in the enclosed ?nancial statements.
Los Directores no recomiendan el pago de un dividendo para el año (2022: £XNUMX).
Principales actividades y revisión del negocio
The principal activity of the Company is to invest in the technology, esports and gaming sectors. A review of the business is included within the Chairman's Statement and Strategic Report.
Directors serving during the year
Anthony Fabrizi | |
Brian Rowbotham | Renunció el 9 de octubre de 2023 |
sean rey |
On 9 October 2023, Brian Rowbotham resigned and Anthony Fabrizi was appointed as Company Secretary.
Intereses de los directores
The Directors at the date of these ?nancial statements who served, and their interest in the ordinary shares of the Company, are as follows:
30 Septiembre 2023 | 30 Septiembre 2022 | ||||
Número de ordinarios Acciones | Warrants | Número de ordinarios Acciones | Warrants | ||
Antonio Fabrizi | - | 170,000,000 | - | - | |
Sean King | 18,250,000 | 30,000,000 | 18,250,000 | - | |
Brian Rowbotham | - | 50,000,000 | - | - |
Accionistas Relevantes
As at 13 March 2024, so far as the Directors are aware, the parties (other than the interests held by Directors) who are directly or indirectly interested in 3% or more of the nominal value of the Company's share capital is as follows:
Number of Ordinary Sliebres | Porcentaje of issued share capital | |
Nicolas Pizarrero | 582,730,468 | 11.44% |
Participaciones de Pioneer Media Inc | 322,916,333 | 6.34% |
Derek Lew | 211,527,778 | 4.15% |
Paniolo Ventures Limitada | 208,333,333 | 4.09% |
Transacciones con partes relacionadas
Related party transactions and relationships are disclosed in note 18.
Preocupación continua
The Company has reported a loss for the year excluding fair value loss on the valuation of investments of £565,497 (2022: £855,785).
The Company had cash reserves at the year-end of £63,158 (2022: £86,575).
Post year-end, the Company raised £75,487 from the sale of its remaining listed investments. In addition, the Company raised £100,000, pre expenses, pursuant to a placing of 100,000,000 new ordinary shares at a price of 0.1p per new ordinary share (refer to note 21).
The Directors have prepared detailed ?nancial forecasts and cash ?ows looking beyond 12 months from the date of the approval of these ?nancial statements. In developing these forecasts, the Directors have made assumptions based upon their view of the current and economic conditions that are expected to prevail over the forecast period. The Directors estimate that the cash held by the Company, together with known receivables, will be suf?cient to support the current level of activities to the end of the third quarter of 2024. The Directors have concluded that the ability of the Company to raise further funds in the future represents a material uncertainty which may cast signi?cant doubt on the Company's ability to continue as a going concern.
The Directors are continuing to explore sources of ?nance available to the Company, including the sale of further investments and they have a reasonable expectation that they will be able to secure suf?cient cash in?ows for the Company to continue its activities for not less than 12 months from the date of approval of these ?nancial statements. On this basis, the Directors continue to adopt the going concern basis in preparing these accounts.
Informes simplificados de energía y carbono (SECR)
The Company is a low energy user and as such is exempt from reporting under these regulations.
Eventos posteriores a la fecha del informe
Events after the reporting date are disclosed in note 21.
Donaciones políticas
There were no political donations during the current or prior year.
Suministro de información al Auditor
In so far as each of the Directors are aware at the time of approval of the report:
? no hay información de auditoría relevante que el auditor de la Compañía desconozca; y
? los Consejeros han tomado todas las medidas que deberían haber tomado para estar al tanto de cualquier información de auditoría relevante y para establecer que el auditor tiene conocimiento de esa información.
Auditor
Adler Shine LLP have expressed their willingness to continue as auditor and a resolution to re-appoint Adler Shine LLP will be proposed at the Annual General Meeting.
On behalf of the board of Directors
Anthony Fabrizi
Presidente Ejecutivo
21 de marzo de 2024
Estado del resultado integral | |||
Para el año terminado el 30 de septiembre de 2023 | |||
Note | 2023 £ | 2022 £ | |
Ingresos | - | - | |
Pérdida por enajenación de inversiones | (122,196) | (338,836) | |
Fair valuation movements in financial instruments designated | |||
a valor razonable con cambios en resultados | 11 | (5,762,911) | (445,223) |
(5,885,107) | (784,059) | ||
Pagos basados en acciones | 6 | (243,248) | - |
Gastos administrativos | 3 | (201,118) | (517,003) |
(Pérdida) / beneficio operativo | 4 | (6,329,473) | (1,301,062) |
Ingresos financieros | 5 | 1,065 | 54 |
(Loss)/Profit before and after taxation and total comprehensive |
|
|
|
ingresos del año | (6,328,408) | (1,301,008) | |
(Loss)/Profit per ordinary share: | |||
Basic earnings per share on (loss)/profit for the year | 10 | (0.13p) | (0.03p) |
Diluted earnings per share on (loss)/profit for the year | 10 | (0.13p) | (0.03p) |
Las notas forman parte de estos estados financieros. |
Estado de situación financiera | |||
Para el año terminado el 30 de septiembre de 2023 | |||
Note | 2023 £ | 2022 £ | |
Activos no corrientes | |||
Activos financieros a valor razonable con cambios en resultados | 11 | 5,291,806 | 11,390,278 |
Nota de préstamo convertible | 11 | - | - |
Total del activo no corriente |
| 5,291,806 | 11,390,278 |
Activos circulantes | |||
Cuentas comerciales y otras cuentas por cobrar | 12 | 6,459 | 8,072 |
Efectivo y equivalentes de efectivo | 13 | 63,158 | 86,575 |
Total de activos corrientes |
| 69,617 | 94,647 |
los activos totales |
| 5,361,423 | 11,484,925 |
Pasivo circulante |
|
| |
Comerciales y otras cuentas a pagar | 14 | 32,076 | 70,418 |
Pasivos totales |
| 32,076 | 70,418 |
Activos netos |
| 5,329,347 | 11,414,507 |
Accionistas |
|
|
|
Capital social | 15 | 4,892,774 | 4,892,774 |
Compartir cuenta premium | 9,575,072 | 9,575,072 | |
Otras reservas | 243,248 | - | |
Ganancias retenidas | (9,381,747) | (3,053,339) | |
Equidad total de los accionistas |
| 5,329,347 | 11,414,507 |
The financial statements were approved by the Board, authorised for issue on 20 March 2024 and were signed on its behalf by:
Anthony Fabrizi Director Número de registro: 05174441
Las notas forman parte de estos estados financieros. |
Estado de cambios en el Patrimonio Neto
Para el año terminado el 30 de septiembre de 2023
| Compartir capital £ | Compartir producto de más alta calidad. £ | Otro reservas £ | retenido ganancias £ |
Total £ |
Año terminado el 30 de septiembre 2022 |
|
|
|
|
|
Al 1 de octubre 2021 | 4,892,774 | 9,575,072 | - | (1,752,331) | 12,715,515 |
Pérdida del año y total | |||||
exhaustivo ingresos | - | - | - | (1,301,008) | (1,301,008) |
Al 30 de septiembre 2022 | 4,892,774 | 9,575,072 | - | (3,053,339) | 11,414,507 |
Año terminado el 30 de septiembre 2023 |
|
|
|
|
|
Al 1 de octubre 2022 | 4,892,774 | 9,575,072 | - | (3,053,339) | 11,414,507 |
Pérdida del año y total | |||||
exhaustivo ingresos | - | - | - | (6,328,408) | (6,328,408) |
Basado en acciones pagos | - | - | 243,248 | - | 243,248 |
Al 30 de septiembre 2023 | 4,892,774 | 9,575,072 | 243,248 | (9,381,747) | 5,329,347 |
Capital social
Share capital represents the nominal value on the issue of the Company's equity share capital, comprising £0.001 ordinary shares.
Compartir premium
Share premium represents the amount subscribed for the Company's equity share capital in excess of nominal value.
Otras reservas
Other reserves represent the cumulative cost of share-based payments.
Ganancias retenidas
Retained earnings represent the cumulative net income and losses of the Company recognised through the statement of comprehensive income.
Las notas forman parte de estos estados financieros.
Flujo de fondos Posicionamiento | |||
Para el año terminado el 30 de septiembre 2023 | |||
Note | 2023 £ | 2022 £ | |
Funcionamiento actividades | |||
Pérdida por el año | (6,328,408) | (1,301,008) | |
Ajustes: | |||
Finanzas ingresos | 5 | (1,065) | (54) |
Valor razonable pérdidas | 5,762,911 | 445,278 | |
Impairment of convertible nota | - | 150,846 | |
Pérdida por disposición de inversiones | 122,196 | 338,836 | |
Basado en acciones pago | 243,248 | - | |
Capital de trabajo ajustes | |||
Disminución del comercio y otros cuentas por cobrar | 1,613 | 127,429 | |
Disminución del comercio y otros cuentas por pagar | (38,342) | (163,725) | |
Efectivo neto utilizado en operaciones actividades |
| (237,847) | (402,398) |
Inversiones actividades |
|
|
|
Producto de la venta de inversiones | 213,365 | 192,867 | |
Interés recibido | 1,065 | - | |
Efectivo neto de la inversión actividades |
| 214,430 | 192,867 |
Net cash generated from ?nancing actividades |
| - | - |
Disminución neta de efectivo y efectivo equivalentes |
| (23,417) | (209,531) |
Efectivo y equivalentes de efectivo al inicio del año | 13 | 86,575 | 296 106 |
Efectivo y equivalentes de efectivo al final del año | 13 | 63,158 | 86,575 |
Las notas forman parte de estos estados financieros.
Notas a la Financiera Declaraciones
Para el año terminado el 30 de septiembre 2023
1. Políticas de contabilidad
Información general
Blue Star Capital Plc (the Company) invests principally in the media, technology and gaming sectors.
The Company is a public limited company incorporated and domiciled in England and Wales with registered number: 05174441 The address of its registered of?ce is Grif?n House, 135 High Street, Crawley RH10 1DQ.
The Company is listed on the Alternative Investment Market (AIM) market of the London Stock Exchange plc. The ?nancial statements are presented in Pound Sterling (£) and rounded to the nearest £1.
Summary of signi?cant accounting policies
The principal accounting policies adopted in the preparation of these ?nancial statements are set out below.
Estas políticas se han aplicado consistentemente a todos los años presentados, a menos que se indique lo contrario.
Base de preparación
These ?nancial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations (collectively IFRS) issued by the International Accounting Standards Board (IASB) as adopted by the United Kingdom ("UK adopted IFRS") and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.
These ?nancial statements have been prepared under the historical cost convention, as modi?ed by the revaluation of assets and liabilities held at fair value.
The preparation of ?nancial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are signi?cant in the ?nancial statements, are disclosed in note 2.
Preocupación continua
The Company has reported a loss for the year excluding fair value gain on the valuation of investments of £565,497.
The Company had cash reserves at the year-end of £63,158 and a portfolio of investment companies which include quoted investments which can be easily liquidated should further funds be required.
Post year-end, the Company raised £75,487 from the sale of its remaining quoted investments. In addition, the Company raised £100,000 pursuant to a placing of 100,000,000 new ordinary shares at a price of 0.1p per new ordinary share (refer to note 21).
The Directors have prepared detailed ?nancial forecasts and cash ?ows looking beyond 12 months from the date of the approval of these ?nancial statements. In developing these forecasts, the Directors have made assumptions based upon their view of the current and economic conditions that are expected to prevail over the forecast period. The Directors estimate that the cash held by the Company, together with known receivables, will be suf?cient to support the current level of activities to the end of the third quarter of 2024. The Directors have concluded that the ability of the Company to raise further funds in the future represents a material uncertainty which may cast signi?cant doubt on the Company's ability to continue as a going concern.
The Directors are continuing to explore sources of ?nance available to the Company, including the sale of further investments and they have a reasonable expectation that they will be able to secure suf?cient cash in?ows for the Company to continue its activities for not less than 12 months from the date of approval of these ?nancial statements. On this basis, the Directors continue to adopt the going concern basis in preparing these accounts.
Accordingly, these accounts do not contain any adjustments to the carrying amount or classi?cation of assets and liabilities that would result if the Company were unable to continue as a going concern.
Nuevas normas, modificaciones e interpretaciones adoptadas por la Sociedad
The following IFRS or IFRIC interpretations were effective for the ?rst time for the ?nancial year beginning 1 October 2022. Their adoption has not had any material impact on the disclosures or on the amounts reported in these ?nancial statements
Estándares/interpretaciones | Aplicación |
NIIF 9 |
Instrumentos financieros |
Amendments resulting from Annual Improvements to IFRS Standards 2018-2020 (fees in the '10 per cent' test for derecognition of ?nancial liabilities)
| |
NIIF 16 | Propiedad, planta y equipo |
Enmiendas que prohíben a una empresa deducir del costo de propiedades, planta y equipo las cantidades recibidas por la venta de artículos producidos mientras la empresa prepara el activo para el uso previsto.
| |
NIIF 37 | Provisiones, pasivos contingentes y activos contingentes |
Enmiendas con respecto a los costos a incluir al evaluar si un contrato es oneroso |
Nuevas normas, enmiendas e interpretaciones aún no adoptadas
Interpretaciones | Aplicación | Eficaz datos |
NIIF 4 | Seguros Contratos Amendments regarding the expiry date of the deferral enfoque | 01/01/2023 |
NIIF 7 | Instrumentos financieros: Divulgación Amendments regarding supplier ?nance arreglos | 01/01/2024 |
NIIF 16 | Arrendamientos Amendments to clarify how a seller-lessee subsequently measures sale and leaseback transactions. |
01/01/2024 |
NIC 1 | Presentation of Financial Declaraciones Amendments regarding the disclosure of accounting policies Amendments regarding the classi?cation of liabilities | 01/01/2023 |
Classi?cation of Liabilities as Current or Non-current and Non-current Liabilities with Covenants | 01/01/2024 | |
NIC 7 | Estado de Efectivo Flujos Amendments to specify the disclosure requirements regarding supplier ?nance arrangements | 01/01/2024 |
NIC 8 | Accounting policies, Changes in Accounting Estimates and Errores Amendments regarding the de?nition of accounting estima | 01/01/2024 |
NIC 21 | por Impuestos Amendments regarding deferred tax on leases and decommissioning bonos | 01/01/2023 |
Amendments to provide a temporary exception to the requirements regarding deferred tax assets and liabilities related to pillar two income taxes |
There are no IFRS's or IFRIC interpretations that are not yet effective that would be expected to have a material impact on the Company.
Activos financieros
The Company classi?es its ?nancial assets into one of the categories discussed below, depending on the purpose for which the asset was acquired. The Company has not classi?ed any of its ?nancial assets as held to maturity or available for sale.
The Company's accounting policy for each category is as follows:
Fair value through pro?t or loss
Financial assets at fair value through pro?t or loss are ?nancial assets designated upon initial recognition as at fair value through pro?t or loss.
Financial assets designated at fair value through the pro?t or loss are those that have been designated by management upon initial recognition. Management designated the ?nancial assets, comprising equity shares and warrants, at fair value through pro?t or loss upon initial recognition due to these assets being part of the Company's ?nancial assets, which are managed and their performance evaluated on a fair value basis.
Financial assets at fair value through the pro?t or loss are recorded in the statement of ?nancial position at fair value. Changes in fair value are recorded in "Fair valuation movements in ?nancial assets designated at fair value through pro?t or loss".
Financial assets, comprising equity shares and warrants, are valued in accordance with the International Private Equity and Venture Capital ("IPEVC") guidelines.
(a) Early-stage investments: these are investments in immature companies, including seed, start-up and early-stage investments. Such investments are valued at cost less any provision considered necessary, until no longer viewed as an early stage
(b) or unless signi?cant transactions involving an independent third-party arm's length, values the investment at a materially different value:
(c) Development stage investments: such investments are in mature companies having a maintainable trend of sustainable revenue and from which an exit, by way of ?oatation or trade sale, can be reasonably foreseen. An investment of this stage is periodically re-valued by reference to open market value. Valuation will usually be by one of ?ve methods as indicated below:
I. At cost for at least one period unless such basis is unsustainable;
II. On a third-party basis based on the price at which a subsequent signi?cant investment is made involving a new investor;
III. On an earnings basis, but not until at least a period since the investment was made, by applying a discounted price/earnings ratio to the pro?t after tax, either before or after interest; or
IV. On a net asset basis, again applying a discount to re?ect the illiquidity of the investment.
V. In a comparable valuation by reference to similar businesses that have objective data representing their equity value.
(d) Quoted investments: such investments are valued using the quoted market price, discounted if the shares are subject to any particular restrictions or are signi?cant in relation to the issued share capital of a small quoted company.
At each balance sheet date, a review of impairment in value is undertaken by reference to funding, investment or offers in progress after the balance sheet date and provisions is made accordingly where the impairment in value is recognised.
Activos financieros
The Company uses the following hierarchy for determining and disclosing the fair value of ?nancial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have a signi?cant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs which have a signi?cant effect on the recorded fair value that are not based on observable market data.
Efectivo y equivalentes de efectivo
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less.
For the purpose of the cash ?ow statement, cash and cash equivalents consist of cash and cash equivalents as de?ned above, net of outstanding bank overdrafts.
Pasivos financieros
The Company classi?es its ?nancial liabilities in the category of ?nancial liabilities measured at amortised cost. The Company does not have any ?nancial liabilities at fair value through pro?t or loss.
Pasivos financieros medidos a costo amortizado
Los pasivos financieros medidos al costo amortizado incluyen:
Trade payables and other short-term monetary liabilities, which are initially recognised at fair value and subsequently carried at amortised cost using the effective interest rate method.
Ingresos financieros
Finance income relates to interest income arising on cash and cash equivalents held on deposit and interest accrued on loans receivable. Finance income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.
Pérdida operativa
Operating loss is stated after crediting all items of operating income and charging all items of operating expense.
Impuestos diferidos
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the balance sheet differs from its tax base.
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable pro?t will be available against which the difference can be utilised.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the deferred tax liabilities/(assets) are settled/(recovered).
Provisiones
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash ?ows estimated to settle the present obligation, it's carrying amount is the present value of the cash ?ows (when the effect of the time value of money is material).
When some or all of the economic bene?ts required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
Present obligations under onerous leases are recognised and measured as provisions. An onerous contract is considered to exist where the Company has a contract under which the unavoidable costs of meeting the obligations under the contract exceed the economic bene?ts expected to be received from the contract.
Pagos basados en acciones
All services received in exchange for the grant of any share-based remuneration are measured at their fair values. These are indirectly determined by reference to the fair value of the share options/warrants awarded. Their value is appraised at the grant date and excludes the impact of any non-market vesting conditions (for example, pro?tability and sales growth targets).
Los pagos basados en acciones se reconocen en última instancia como un gasto en el Estado de Resultados Integrales con el crédito correspondiente a otras reservas en el patrimonio, neto de impuestos diferidos cuando corresponda. Si se aplican períodos de adquisición de derechos u otras condiciones de adquisición de derechos, el gasto se asigna durante el período de adquisición de derechos, con base en la mejor estimación disponible del número de opciones/warrants sobre acciones que se espera que se consoliden. Las condiciones de adquisición de derechos no de mercado se incluyen en los supuestos sobre el número de opciones/warrants que se espera que sean ejercitables. Las estimaciones se revisan posteriormente, si hay algún indicio de que el número de opciones/warrants sobre acciones que se espera conferir difiere de las estimaciones anteriores. No se realiza ningún ajuste al gasto o costo de emisión de acciones reconocido en períodos anteriores si finalmente se ejercen menos opciones sobre acciones de las estimadas originalmente.
Tras el ejercicio de las opciones sobre acciones, los ingresos recibidos netos de cualquier costo de transacción directamente atribuible hasta el valor nominal de las acciones emitidas se asignan al capital social y cualquier exceso se registra como prima de emisión.
Cuando se cancelan las opciones sobre acciones, esto se trata como una aceleración del período de consolidación de las opciones. El monto que de otro modo se habría reconocido por los servicios recibidos durante el resto del período de concesión se reconoce inmediatamente en el Estado de resultados integrales.
2. Estimaciones y juicios contables críticos
The Company makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions. The estimates and assumptions that have a signi?cant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next ?nancial year are those in relation to:
Fair value of ?nancial instruments
The Company holds investments that have been designated at fair value through pro?t or loss on initial recognition. The Company determines the fair value of these ?nancial instruments that are not quoted, using valuation techniques, contained in the IPEVC guidelines. These techniques are signi?cantly affected by certain key assumptions. Other valuation methodologies such as discounted cash ?ow analysis assess estimates of future cash ?ows and it is important to recognise that in that regard, the derived fair value estimates cannot always be substantiated by comparison with independent markets and, in many cases, may not be capable of being realised immediately.
En ciertas circunstancias, donde el valor razonable no puede establecerse fácilmente, la Compañía debe realizar juicios sobre el deterioro del valor en libros y evaluar el tamaño de cualquier deterioro requerido.
The methods and assumptions applied, and the valuation techniques used, are disclosed in note 11.
Pagos basados en acciones
La estimación de los costos de los pagos basados en acciones requiere que la administración seleccione un modelo de valoración apropiado y tome decisiones sobre diversos datos del modelo, incluida la volatilidad del precio de sus propias acciones, la vida probable de las opciones, la fecha de adquisición de las opciones cuando el desempeño no sea el de mercado. Se han fijado las condiciones y el tipo de interés libre de riesgo.
3. Naturaleza de gastos |
| |
2023 £ | 2022 £ | |
directiva remuneración | 100,067 | 156,750 |
Legal y profesional multas de cambio de vuelo | 41,361 | 164,330 |
Impairment of convertible nota | - | 150,846 |
Otro gastos | 59,690 | 45,077 |
201,118 | 517,003 | |
4. Funcionamiento de |
| |
| 2023 £ | 2022 £ |
Esto se afirma después carga: | ||
Remuneración del auditor - auditoría legal multas de cambio de vuelo | 19,000 | 14,275 |
5. Finanzas ingresos |
|
|
| 2023 £ | 2022 £ |
Interest received on short term XNUMX% | 1,065 | 54 |
1,065 | 54 |
6. Share based paymentsTítulos de acciones |
|
|
|
|
| 2023 Ejercicio promedio ponderado precio (p) | 2023
Número | 2022 Precio de ejercicio medio ponderado (p) | 2022
Número |
Destacado a principios de año | - | - | 0.25 | 591,666,667 |
Caducado durante el año | - | - | 0.25 | (591,666,667) |
Otorgado durante el año | 0.37 | 250,000,000 | - | - |
Ejercido durante el año | - | - | - | - |
Sobresaliente al final del año | 0.37 | 250,000,000 | - | - |
The contracted average remaining life of warrants at 30 September 2023 was 2.3 years (2022: 0.1 years).
At 30 September 2023, the Company had the following warrants in problema: | |||
Fecha de conceder | 27 enero 2023 | 27 enero 2023 | |
Número excepcional | 200,000,000 | 50,000,000 | |
Contractual la vida | 3 años | 3 años | |
Precio de ejercicio (peniques) | 0.35p | 0.45p | |
The fair value of warrants is determined using the Black-Scholes valuation model. The charge to the pro?t and loss for the year ended 30 September 2023 was £243,248 (2022: NIL).
The assumptions used in the calculation of fair value of the warrants was as manera: | ||
Fecha de conceder | 27 enero 2023 | 27 enero 2023 |
Share price at date of conceder | 0.235p | 0.235p |
El Ejercicio precio | 0.35p | 0.45p |
Vida esperada (años) | 2.18 | 2.93 |
Volatilidad | 94.98% | 94.98% |
Risk free interest y | 3.34% | 3.29% |
7. Staff costs, including directiva
| ||
2023 £ | 2022 £ | |
Salarios y salarios | 66,000 | 107,750 |
Seguridad Social costos | 4,067 | - |
Basado en acciones pago | 243,248 | - |
313,315 | 107,750 |
During the year the Company had an average of 3 employees who were management (2022: 3). The employees are Directors and key management personnel of the Company.
8. Directors' and key management personnel
Directors' remuneration for the year ended 30 September 2023 is as follows:
Sueldo | Costes | Pagos basados en acciones | Indemnización por pérdida del cargo | Total 2023 | |
A Fabrizi | 36,000 | 12,000 | 165,145 | - | 213,145 |
B Rowbotham | 30,000 | - | 48,649 | - | 78,649 |
S King | - | 18,000 | 29,454 | - | 47,454 |
66,000 | 30,000 | 243,248 | - | 339,248 |
Directors' remuneration for the year ended 30 September 2022 is as follows:
Sueldo | Costes | Pagos basados en acciones | Indemnización por pérdida del cargo | Total 2022 | |
D Lew | 68,750 | - | - | 25,000 | 93,750 |
B Rowbotham | 39,000 | - | - | - | 39,000 |
S King | - | 24,000 | - | - | 24,000 |
107,750 | 24,000 | - | 25,000 | 156,750 |
Emoluments above are paid in full at the end of both financial years.
9. Taxation
The tax assessed on loss before tax for the year differs to the applicable rate of corporation tax in the UK for small companies of 25% (2022: 19%). The differences are explained below:
2023 £ | 2022 £ | |
Pérdida antes deuda | (6,328,408) | (1,301,008) |
Loss before tax multiplied by effective rate of corporation tax of 25% (2022: 19%) | (1,582,102) | (247,191) |
Efecto de: Pérdida por disposición de inversiones | 30,549 | 64,379 |
Movimientos del valor razonable en inversiones | 1,440,728 | 84,721 |
Capital pérdidas | (30,549) | (18,862) |
Basado en acciones pagos | 60,802 | - |
Capital quincenas | - | (168) |
Pérdidas acarreadas HACIA EL FUTURO | 80,572 | 117,121 |
Tax charge in the income ambiental | - | - |
The Company has incurred tax losses for the year and a corporation tax expense is not anticipated. The amount of the unutilised tax losses has not been recognised in the ?nancial statements as the recovery of this bene?t is dependent on future pro?tability, the timing of which cannot be reasonably foreseen. The unrecognised and revised deferred tax asset at 30 September 2023 is £1,341,055 (2022: £81,058).
From 1 April 2023 the standard rate of corporation tax increased from 19% to 25%.
10. Utilidad por acción ordinaria
The earnings and number of shares used in the calculation of loss/earnings per ordinary share are set out below:
2023 | 2022 | |
BASIC: | ||
Loss for the ?nancial período | (6,328,408) | (1,301,008) |
Número medio ponderado de las acciones | 4,992,772,996 | 4,992,772,996 |
Pérdida por acción (peniques) | (0.13) | (0.03) |
Completamente Diluido: | ||
Loss for the ?nancial período | (6,328,408) | (1,301,008) |
Número medio ponderado de las acciones | 4,992,772,996 | 4,992,772,996 |
Pérdida por acción (peniques) | (0.13) | (0.03) |
There is no difference between the diluted loss per share and the basic loss per share presented due to the loss position of the Company. Share options and warrants could potentially dilute basic earnings per share in the future, but were not included in the calculation of diluted earnings per share as they are anti-dilutive for the year presented.
11. Inversiones
| ||
| 2023 £ | 2022 £ |
At start of año | 11,390,278 | 12,367,204 |
Adiciones | - | |
Disposiciones | (335,561) | (531,703) |
Net fair value loss for the año | (5,762,911) | (445,223) |
Al final de año | 5,291,806 | 11,390,278 |
During the year the Company reduced it's shareholding in Guild Esports plc and NFT Investment's plc in order to raise working capital. This reduction resulted in a loss on disposal of £122,196 (2022: £338,836).
Following year end, the Company's remaining shareholding in Guild Esports plc was disposed together with the shareholding in East Side Group (refer to Note 21).
Inversiones | ||
2023 £ | 2022 £ | |
citado inversiones | 69,196 | 599,482 |
No cotizado inversiones | 5,222,610 | 10,790,796 |
5,291,806 | 11,390,278 |
The country of incorporation for all investments held at 30 September 2023 are listed below:
| £ | País de Incorporación | Inversión clase |
Dynasty Media & Gaming | 412,622 | Singapur | No cotizado |
Esports del gremio PLC | 51,471 | United Reino | citado |
East Side Group (Formerly Leaf Mobile Cía) | 17,725 | Canadá | citado |
SatoshiPay Limitada | 4,653,099 | United Reino | No cotizado |
rancio Limitada | 13,600 | United Reino | No cotizado |
Paidia Esports Inc | 105,910 | Canadá | No cotizado |
Googly Media Holdings PTE. Limitada | 37,379 | Singapur | No cotizado |
5,291,806 |
Post year-end, a decision was taken by the management of Dynasty to merge with Googly. To help support Dynasty through this transitioning phase, Blue Star invested US$75,000 in a US$3 million fundraise undertaken by Dynasty in November 2023. The Convertible Loan Note has a two-year expiry period, is non-interest bearing and convertible at a discount of 50 per cent to Dynasty's next funding round.
Blue Star currently has a 27.9% interest in SatoshiPay's share capital, which is valued on the basis of the last external fund raise in 2019 at approximately £4.65million. An M&A expert has been appointed to undertake a formal sales process for SatoshiPay which may lead to the sale of all or part of Blue Star's shareholding in SatoshiPay.
The methods used to value the unquoted investments are described below.
Valor razonable
The fair value of unquoted investments is established using valuation techniques. These include the use of quoted market prices, recent arm's length transactions, the Black-Scholes option pricing model and discounted cash ?ow analysis.
Where a fair value cannot be estimated reliably the investment is reported at the carrying value at the previous reporting date in accordance with International Private Equity and Venture Capital ("IPEVC") guidelines.
The Company assesses at each balance sheet date whether there is any objective evidence that the unquoted investments are impaired. The unquoted investments are deemed to be impaired, if and only if, there is objective evidence of impairment as a result of one or more events that have occurred after the initial recognition of the asset (an incurred 'loss event') and that loss event (or events) has an impact on the estimated future fair value of the investments that can be reliably measured.
Nota de préstamo convertible
On 11 October 2019, the Company invested US$185,000 in convertible loan notes issued by The Dibs Esports Corp. The loan notes carried interest of 5% per annum and had a 36-month life span. In the prior year, after a review conducted by the Directors, the Directors considered that there was doubt as to the recoverability of this asset and fully provided against the amount owed.
12. Cuentas comerciales y otras cuentas por cobrar
| 2023 £ |
| 2022 £ |
Prepagos | 3,044 | 3,175 | |
Otros ingresos | 3,415 | 4,897 | |
| 6,459 | 8,072 |
The Directors consider that the carrying value of trade and other receivables approximates to the fair value.
13. Efectivo y equivalentes de efectivo
2023 £ |
| 2022 £ | |
Efectivo en banco y en mano | 63,158 | 86,575 | |
| 63,158 | 86,575 |
Cash and cash equivalents comprise cash at bank and other short-term highly liquid investments with an original maturity of three months or less. The Directors consider that the carrying value of cash and cash equivalents approximates to their fair value.
14. Trade and other cuentas por pagar
| ||
2023 £ | 2022 £ | |
Trading cuentas por pagar | 3,750 | 31,793 |
Acumulaciones | 28,326 | 33,162 |
Otro cuentas por pagar | - | 5,463 |
32,076 | 70,418 |
All trade and other payables fall due for payment within one year. The Directors consider that the carrying value of trade and other payables approximates to their fair value.
15. Capital social
Emitido y pagado en su totalidad | ||||
2023 Número | 2023 £ | 2022 Número | 2022 £ | |
En 1 Octubre | 4,992,772,996 | 4,892,774 | 4,992,772,996 | 4,892,774 |
acciones emitidas en el año | - | - | - | - |
En 30 Septiembre | 4,992,772,996 | 4,892,774 | 4,992,772,996 | 4,892,774 |
During the year ended 30 September 2023 there were no shares issued (2022:NIL).
16. Financial risk management
APR riesgos
The Company's exposure to changes in interest rates relate primarily to cash and cash equivalents. Cash and cash equivalents are held either on current or on short term deposits at floating rates of interest determined by the relevant bank's prevailing base rate. The Company seeks to obtain a favourable interest rate on its cash balances through the use of bank treasury deposits. Any reasonable change in interest rate would not have a material impact on finance income esa las Empresa podría recepción in las curso of a año, basado on las corriente nivel of efectivo y efectivo equivalentes ya sea retenida in current accounts or short-term deposits.
Mercado riesgos
The Company's market risk is attributable to the financial instruments that are held at fair value through profit and loss. The potential that future changes in market conditions may make an instrument less valuable, due to fluctuations in security prices, as well as interest and foreign exchange rates. Market risk is directly impacted by the volatility and liquidity in the markets in which the related underlying assets are traded.
Sensibilidad análisis
The following table looks at the impact on net profit or loss based on a given movement in the fair value of all the investments.
2023 £ | 2022 £ | |
10% increase in fair propuesta de | 529,181 | 1,139,028 |
20% decrease in fair propuesta de | 1,058,361 | 2,278,056 |
30% decrease in fair propuesta de | 1,587,542 | 3,417,083 |
Tomando Prestado instalaciones
El operaciones a datos tienen esto financiado a las colocación of las acciones y inversor préstamos It is las Junta política a guardar borrowing to a minimum, where possible.
Liquidez riesgos
The Company seeks to manage liquidity risk by ensuring sufficient liquid assets are available to meet foreseeable needs and to invest liquid funds safely and profitably. All cash balances are immediately accessible and the Company holds no trades payable that mature in greater than 3 months, hence a contractual maturity analysis of financial liabilities has not been presented. Since these financial liabilities all mature within 3 months, the Directors believe that their carrying value reasonably equates to fair value.
Riesgo de moneda extranjera Management
The Company undertakes certain transactions denominated in currencies other than pound sterling, hence exposures to exchange rate fluctuations arise. The fair values of the Company's investments that have foreign currency exposure at 30 September 2023 are shown below.
EUR £ | SGD £ | CAD £ | |
Valor razonable de inversiones | 4,653,099 | 450,001 | 123,635 |
2022 | |||
EUR £ | SGD £ | CAD £ | |
Valor razonable de inversiones | 4,715,219 | 5,615,289 | 136,799 |
The Company accounts for movements in fair value of ?nancial assets in the comprehensive income. The following table illustrates the sensitivity of the equity in regard to the company's ?nancial assets and the exchange rates for £/Euro, £/Singapore Dollar and £/Canadian Dollar.
Supone las siguientes variaciones en los tipos de cambio:
- £/EUR +/- 20% (2021: +/- 20%)
- £/SGD +/- 20% (2021: +/- 20%)
- £/CAD +/- 20% (2021: +/- 20%)
The sensitivity analysis is based on the Company's foreign currency ?nancial instruments held at each balance sheet date. If £ Sterling had weakened against the currencies shown, this would have had the following effect:
| 2023 |
| |
EUR £ | SGD £ | CAD £ | |
Increase in fair value of inversiones | 930,620 | 90,000 | 24,727 |
2022 | |||
EUR £ | SGD £ | CAD £ | |
Increase in fair value of inversiones | 943,044 | 1,123,166 | 27,360 |
If £ Sterling had strengthened against the currencies shows, this would have had the following efecto:
2023 | |||
EUR £ | SGD £ | CAD £ | |
Reducción del valor razonable de inversiones | (775,517) | (75,000) | (20,606) |
| 2022 |
| |
EUR £ | SGD £ | CAD £ | |
Reducción del valor razonable de inversiones | (785,870) | (935,971) | (22,800) |
The Company's functional and presentational currency is the pound sterling as it is the currency of its main trading ambiente.
Crédito riesgos
The Company's credit risk is attributable to cash and cash equivalents and trade and other cuentas por cobrar
Cash is deposited with reputable ?nancial institutions with a high credit rating. The maximum credit risk relating to cash and cash equivalents and trade and other receivables is equal to their carrying value of £66,573 (2022: £91,472)
Capital Divulgación
As in previous years, the Company de?nes capital as issued capital, reserves and retained earnings as disclosed in the statement of changes in equity. The Company manages its capital to ensure that the Company will be able to continue to pursue strategic investments and continue as a going concern. The Company does not have any externally imposed ?nancial requirements.
17. Financial Instruments
Set out below is an overview of financial instruments held by the empresa:
Note | 2023 £ | 2022 £ | |
Financial assets at fair value through pro?t and de | |||
Inversiones | 11 | 5,291,806 | 11,390,278 |
Efectivo y efectivo equivalentes | 13 | 63,158 | 86,575 |
Total | 5,354,964 | 11,476,853 | |
Activos financieros a amortizar el costo | |||
Comercio y otros cuentas por cobrar | 12 | - | 26 |
Total | - | 26 | |
Pasivos financieros a amortizados el costo | |||
Comercio y otros cuentas por pagar | 14 | 32,076 | 70,418 |
Total | 32,076 | 70,418 |
The fair value measurement of ?nancial assets carried at fair value through pro?t and loss is set out in the table below:
Note | Nivel 1 £ | Nivel 2 £ | Nivel 3 £ | |
Al 30 de septiembre 2023 Inversiones | 11 | 69,196 | - | 5,222,610 |
Total ?nancial activos | 69,196 | - | 5,222,610 | |
Al 30 de septiembre 2022 Inversiones |
11 |
599,482 |
- |
10,790,796 |
Total ?nancial activos | 599,482 | - | 10,790,796 |
18. Transacciones con partes relacionadas
Sean King was paid his director's fee of £18,000 (2022: £24,000) through Three S Ventures Limited. At the year-end an amount of £3,000 (2022: £2,000) was included within Trade payables.
19. Operating lease commitments
At the balance sheet date, the Company had no outstanding commitments under operating leases.
20. Ultimate Controlling Party
The Company considers that there is no ultimate controlling fiesta.
21. Post Balance Sheet Events
In October 2023, the Company's remaining shareholding in Guild Esports plc was disposed together with the shareholding in East Side Group (Formerly Leaf Mobile). The Company realised £75,486 proceeds from this sale.
In November 2023, the Company invested US$75,000 in Dynasty through the purchase of a convertible loan note. The Convertible loan note has a two-year expiry period, is non-interest bearing and convertible at a discount of 50 per cent to Dynasty's next funding round.
On 17 January 2024, the Company raised £100,000, before expenses, pursuant to a placing of 100,000,000 new ordinary shares at a price of 0.1p per new ordinary share.
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