SportsHero Limited
ACN 123 423 987
Annual Report
for the year ended
30 June 2022
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
CORPORATE DIRECTORY
Directors
John Dougall (Non-Executive Chairman)
Tom Lapping (Director and CEO)
Michael Higginson (Non-Executive Director)
Company Secretary
Michael Higginson
Registered Office and
Principal Place of Business
36 Prestwick Drive
Twin Waters, QLD 4564
Telephone: +61 (7) 5457 0557
Facsimile: +61 (7) 5457 0557
Website: http://sportshero.live/
Auditor
RSM Australia Partners
Level 32/2 The Esplanade
Perth WA 6000
Share Registry
Advanced Share Registry Services Limited
110 Stirling Highway
Nedlands WA 6009
Telephone: +61 (8) 9389 8033
Facsimile: +61 (8) 9262 3723
Stock Exchange Listing
Australian Securities Exchange
ASX Code: SHO
2
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
CONTENTS
PAGE
CHAIRMAN’S LETTER
OPERATIONS REPORT
DIRECTORS’ REPORT
AUDITOR’S INDEPENDENCE DECLARATION
STATEMENT OF FINANCIAL POSITION
STATEMENT OF COMPREHENSIVE INCOME
STATEMENT OF CHANGES IN EQUITY
STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
DIRECTORS’ DECLARATION
INDEPENDENT AUDITOR’S REPORT
SHAREHOLDER INFORMATION
General information
4
5
8
19
20
21
22
23
24
55
56
59
The financial statements cover SportsHero Limited as a consolidated entity consisting of SportsHero Limited
and its subsidiaries. The financial statements are presented in US dollars, which is SportsHero Limited’s
functional and presentation currency.
SportsHero Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its
registered office and principal place of business is:
36 Prestwick Drive
Twin Waters, QLD 4564
Telephone: +61 (7) 5457 0557
Facsimile: +61 (7) 5457 0557
A description of the nature of the consolidated entity's operations and its principal activities are included in
the Directors' Report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of Directors, on 30
September 2022. The Directors have the power to amend and reissue the financial statements.
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
CHAIRMAN’S LETTER
Dear Shareholder
Throughout the 2022 financial year, SportsHero has focused on delivering the key building blocks to fast track
the Company’s global ecosystem goal by developing and implementing its offering of bespoke prediction
competitions, across all global esports competition levels. We have invested in new technology and new
markets to position the Company to generate revenue at scale.
During the year, the Company successfully raised AU$2,800,000 in working capital from existing and new
Shareholders. As we continue to enhance and develop our innovative technologies and expand our footprint,
your Company remains committed to delivering on the investment of all Shareholders.
As innovators in the sport prediction markets, we have developed a state-of-the-art artificial intelligence
predictor that will enable the Company to generate new revenue opportunities, including licencing revenue,
subscription revenue, exclusive streaming revenue and royalties, affiliate gaming revenue with gaming
communities, betting companies and sporting news websites.
Our goal remains to deploy our premium white label solutions across multiple sports to sporting groups and
other partners globally.
In driving to make that goal a reality, we strengthened our executive team in Australia and appointed a leading
international gaming marketing company as our media, marketing, loyalty and sponsorship advisor.
In a significant strategic initiative we commenced operations in China, gaining control of a Chinese
incorporated company and appointing one of China’s most regarded and revered esports media personalities
to head up our Chinese activities. More recently, we have established an office in Shanghai and secured
commercial arrangements with the operating arm of China’s second largest esports association.
We have confidence in our past investments in Indonesia. With more than 11,000,000 Olahbola users and a
first-class team engaged, via our Indonesian subsidiary, we forged an association with Indonesia’s premier
junior leagues and established a subscription revenue partnership with Ellevate Football and Top Skor.
Ellevate Football operates a world leading football talent scouting platform whilst Top Skor owns and operates
youth football leagues across Indonesia.
As a direct result of the efforts of our team, led by our CEO Mr Tom Lapping, the past twelve months has
delivered a global opportunity for the Company to capitalise on its world first artificial intelligence and virtual
reality technologies. It certainly is an exciting time to be a SportsHero Shareholder.
After three years as your Chairman, I have elected not to stand for re-election at our 2022 Annual General
Meeting. Whilst my replacement has not yet been secured, your Board will announce my well-credentialled
successor in coming weeks.
In closing, I wish to thank my fellow Directors and our dedicated and committed team for their hard work and
inspiration over the past three years. I also take this opportunity to thank you, our Shareholders, for your
encouragement and continued support.
John Dougall
Chairman
SportsHero Limited
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
OPERATIONS REPORT
The Company’s goal is to become one of world’s most dynamic, engaging and largest sporting communities.
Our vision is to deploy our white label digital solutions across multiple sports to sporting groups and other
partners globally.
On 21 April 2021, SportsHero announced its intention to develop a world first proprietary esports prediction
platform utilising the latest advancements in deep learning to predict the outcomes of esports competitions
prior to the match, as well as during live competition.
Over one year of research, toil, development and endeavour has culminated in the launch in Australia on 23
August 2022 of SportsHero’s first ever tier 1 professional esports prediction tournament (mobile site:
esportshero.com).
The launch of this Australian tournament showcases, for the first time, SportsHero’s world first proprietary
esports artificial intelligence predictor, that will add value to our users and help drive user engagement and
usage to our platforms.
Importantly, we have also significantly progressed our Chinese strategy in the largest esports market in the
world. In that regard, on 31 August 2022 SportsHero soft launched its co-branded initial esports tournament in
partnership with Wuhan Esports Association (the 2nd largest esports association in China).
SportsHero is positioning itself to be a world leader in the rapidly expanding esports market by introducing our
artificial intelligence predictor and delivering unique esports prediction competitions. Furthermore, SportsHero
is planning to apply its proprietary deep learning-based predictor across multiple sports and/or sporting events
globally.
SportsHero’s strategy is to build a large and engaged user base of active sports fans utilising our unique and
proprietary technologies, our official associations with governing bodies and partnerships with technology
innovators and prominent market participants. We will then monetise these strategic assets with recurring
revenue generated from multiple sources, including complementary advertising income, brand sponsorship,
subscriptions, competition revenue, video streaming, ecommerce, affiliate gaming revenue and match and
gamification ticket sales.
Having developed a white label digital solution, SportsHero is able to offer its digital solutions across multiple
sports to sporting groups and other partners globally.
Esports prediction tournaments
SportsHero has developed a unique esports prediction tournament automated build system that leverages its
proprietary artificial intelligence to generate prediction tournaments for both professional and custom esports
tournaments from around the world.
In August 2022, SportsHero announced that it had launched in Australia its first ever tier 1 professional esports
prediction tournament and soft launched a co-branded initial esports tournament in China with Wuhan Esports
Association (the 2nd largest esports association in China).
SportsHero’s esports Predictor utilises the latest advancements in deep learning technology to predict the
outcomes of esports competitions prior to the match, as well as live during the competition.
SportsHero will be promoting its free to play esports prediction tournament for the League of Legends World
Championships 2022 in Australia, Singapore, Malaysia, Philippines, Hong Kong, United States and United
Kingdom across online community platform Reddit.
Esports artificial intelligence predictor
SportsHero’s proprietary artificial intelligence uses Convolutional Neural Network (CNN) algorithms to
generate probabilistic and deterministic predictions on professional esports matches.
The main advantage of CNN, compared to its predecessors, is that it automatically detects the important data
features without any human supervision.
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
OPERATIONS REPORT
SportsHero has developed a unique data system, which is specially used to generate data-based combat
power maps. At the same time, it has reconstructed its algorithm structure based on CNN, so that the algorithm
can process large quantities of multi-dimensional data and constantly improves its accuracy and stability by
continuously obtaining data.
Blackhawk Network
On 7 June 2022, SportsHero announced that its wholly owned Australian subsidiary, EsportsHero Pty Ltd
(EsportsHero), had executed a 5 year Australian Distribution Partner Agreement (Agreement) with
Blackhawk Network (Australia) Pty Ltd (Blackhawk).
Blackhawk is the Australian arm of the very successful Californian based global leader of commerce solutions,
Blackhawk Network Holdings Inc.
Blackhawk Network is a global leader in branded payments and e-commerce solutions, with gift card
distribution agreements in place with many of the largest gaming brands in the world. Through the Blackhawk
Agreement (for which no cash consideration is to be paid), EsportsHero will earn commissions from the sale
of a curated range of digital gaming gift cards (e-gift cards), including but not limited to Sony PlayStation digital
gaming products.
As part of Blackhawk Network’s service to their card partners, the business identifies key distribution channels
to market, promote and sell their products to a targeted consumer segment.
EsportsHero users will be able to purchase authorised e-gift cards for their preferred gaming brands to redeem
online in their gaming accounts specific to the e-gift cards purchased, including the purchase of digital copies
of Sony PlayStation games.
The cash stored value cards, will be available to only EsportsHero users located within Australia.
Ellevate Football partnership
On 22 February 2021, SportsHero announced an exclusive 3-year partnership with the UK based Footie Group
Limited, owner of Ellevate Football.
Ellevate Football has developed a world leading football talent scouting platform. Parents of aspiring young
footballers subscribe to the Ellevate Football platform to showcase their child’s talent directly to the scouts
engaged by professional football clubs worldwide.
On 6 July 2022, SportsHero and Ellevate entered into a mutually beneficially marketing and sponsorship
agreement with PT Top Skor Indonesia (Top Skor) who are the owners and operators of youth football leagues
throughout Indonesia.
Ellevate Football is fully integrated into SportsHero’s 100% owned and fully localised Indonesian app OlahBola.
OlahBola Ellevate is a subscription revenue product that will be promoted throughout Indonesia by Top Skor
to its youth football leagues, clubs and players.
With the OlahBola Ellevate football offer, SportsHero is introducing to Indonesia a unique and valuable
opportunity for the substantial number of young up-an-coming Indonesian football players to be discovered.
OlahBola
On 7 July 2020, SportsHero successfully launched in Indonesia its first locally branded and fully localised
football app ‘OlahBola’. As at 30 June 2022, OlahBola generated in excess of 4.7 million new unique users.
OlahBola is dedicated to international football and caters to the millions of fanatical Indonesian football fans
who follow and support international football leagues, such as the English Premier League and Spain’s La
Liga. The OlahBola app provides dynamic video content from these football leagues, providing a platform for
advertisers and, in turn, revenue opportunities for the Company.
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
OPERATIONS REPORT
Review of operations
On 9 September 2021, the Company announced the launching of its state-of-the-art artificial intelligence
esports predictor to service new markets and the rapidly expanding esports gaming market. The Company
further announced the engagement of highly experienced esports consultant, Mr Scott Russell.
On 11 October 2021, the Company announced that it was developing a world first dedicated esports prediction
hub, with League of Legends, FIFA, CS:GO and Dota2 to be included in SportsHero’s game portfolio.
On 14 October 2021, the Company announced that it would test launch in Australia its unique esports
prediction competitions in partnership with established Australia esports tournament organiser EGN.
On 29 November 2021, the Company announced that it had entered into a mandate with Novus Capital
Limited, pursuant to which Company had received binding commitments to raise $2,800,000 pursuant to the
issue of 80,000,000 fully paid ordinary shares at an issue price of $0.035 per share and 40,000,000 free
attaching options each exercisable at $0.05 and expiring 16 December 2022.
On 30 November 2021, the Company announced the Indonesian launch of world leading football talent
scouting app Ellevate Football.
On 1 December 2021, the Company announced that Mr Scott Russell was appointed as the Company’s Chief
Commercial Officer.
On 8 December 2021, the Company announced that Chinese esports media personality, Sherry Chen, was
appointed to head the Company’s Chinese esports activities.
On 13 December 2021, the Company announced its intention to co-develop with leading Chinese virtual reality
software and hardware developer, Nanchang Virtual Reality Detections Technology Co Ltd, a world first virtual
reality prediction platform.
On 27 January 2022, the Company announced the Australian launch of the EsportsHero platform and
prediction competitions in partnership with EGN Gaming. The platform being promoted to EGN’s 40,000+
Australian esports audience. In addition, the Company also announced its first affiliate agreement with
Australian owned and operated Palmerbet (owned and operated by Palmer Bookmaking Pty Ltd).
On 15 March 2022, the Company announced the appointment of Sam Stevens as the Company’s esports
business development specialist.
On 23 March 2022, the Company announced a two year partnership with Australian gaming marketing leader,
Livewire Group International Pty Ltd as our media, marketing, loyalty and sponsorship advisor.
On 16 May 2022, the Company announced that it had entered into a Memorandum of Co-operation with
China’s second largest esports association (the Wuhan Esports Association) and the launch of an initial
esports prediction platform on Wechat, allowing Wechat users to access, engage and compete in Chinese
prediction competitions.
On 30 May 2022, the Company announced the establishment of its first Chinese commercial agreement with
Wuhan Monster Technology Co Ltd (WMT), the commercial and operating arm of the Wuhan Esports
Association. In accordance with the agreement, WMT will promote SportsHero’s Chinese app to all of WMT’s
leagues, teams, registered gamers and WMT’s existing and potential corporate and commercial partners within
the city of Wuhan and the greater Hubei region.
On 7 June 2022, the Company announced the establishment of a 5 year Australian Distribution Partnership
Agreement with Blackhawk Network (Australia) Pty Ltd. Blackhawk is the Australian arm of the very
successful Californian based global leader of ecommerce solutions, Blackhawk Network Holdings Inc.
Pursuant to the agreement with Blackhawk, the Company will earn commissions from the sale of a curated
range of digital gaming gift cards (e-gift cards), including but not limited to Sony PlayStation digital gaming
products.
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
The Directors present their report together with the consolidated financial report for SportsHero Limited
(“SportsHero” or the “Company”) and its controlled entities (collectively the “Group”), for the year ended 30 June
2022.
Directors
(i)
Names, qualifications and experience
The names and details of the Group’s Directors in office at any time during the financial period and until the date
of this report are as follows:
John Dougall
Tom Lapping
Michael Higginson
Non-Executive Director and Chairman
Director and CEO
Non-Executive Director
John Dougall – Non-Executive Director and Chairman
Mr Dougall is the holder of Bachelor of Commerce Degree from the University of Melbourne.
Mr Dougall has worked at Chief Executive and board level in a number of technology companies based in
Melbourne, New York, Sydney, London and San Francisco. He has also served as Managing Director of four ASX
listed companies, successfully exporting Australian technology to China, India, Indonesia, The Philippines,
Vietnam and Latin America.
Mr Dougall is currently the Non-Executive Chairman of Tinybeans Group Limited (ASX: TNY), a mobile and web-
based technology company based in Sydney and New York, that connects parents with the most trusted tools
and resources to assist, in particular, young families.
He has also served as President and CEO of an Australian company that ultimately listed on the NASDAQ, selling
its software solutions to major retailers in the USA and Europe.
In addition, Mr Dougall previously served as a director to several industry associations, as chairman of the
Australian Government’s CSIRO Information Technology Advisory Board, as well as advising Government on
industry strategy and trade.
Tom Lapping – Director and CEO
Mr Lapping is highly experienced across the securities and media sectors. Since 2016, he has played an integral
role within SportsHero and was a key member of the team during the transition of the SportsHero business from
a Singaporean unlisted entity to an ASX listed public company in February 2017.
Tom is a successful entrepreneur who has accumulated extensive experience leading both established and early-
stage ventures in the Asia-Pacific region. Tom has a keen understanding of consumer behaviour and was
recognised as a 40under40 business entrepreneur award winner in Western Australia in 2003.
Michael Higginson – Non-Executive Director
Qualification: B.Bus Fin & Admin
Mr Higginson is the holder of a Bachelor of Business Degree with majors in both Finance and Administration.
Mr Higginson is a professional director and company secretary with extensive experience in public company
administration, ASX Listing Rules, the Corporations Act, capital raisings, corporate governance, financial reporting
and due diligence.
Mr Higginson was formerly an executive officer with the Australian Securities Exchange and has, over the last 35
years, held numerous directorship and company secretarial roles with a number of public listed companies across
a range of industry sectors.
Mr Higginson is a director of Cape Range Limited (ASX: CAG) and for the period 10 February 2022 to 18 July
2022 (inclusive) was a director of Zuleika Gold Limited (ASX: ZAG).
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
(ii)
Interests in the Shares and Options of the Group
As at the date of this report, the interest of the Directors in the shares and performance rights of the Group are:
John Dougall
Tom Lapping
Michael Higginson
TOTAL
Number of
shares
3,589,624
13,782,143
1,020,834
18,392,601
Number of
options
-
-
-
-
Number of
performance
rights
5,000,000
2,000,000
1,000,000
8,000,000
Company Secretary
Michael Higginson
Qualification: B.Bus Fin & Admin
Directors’ meetings
The number of meetings attended by each of the Directors of the Group during the financial year was:
John Dougall
Tom Lapping
Michael Higginson
Directors’ Meetings
(a)
8
8
8
(b)
8
8
8
(a) Number of meetings held and entitled to attend
(b) Number of meetings attended
Given the size of the Group and current level of activities, the Board has assumed the duties and responsibilities
typically delegated to an audit committee, risk committee, remuneration committee and nomination committee.
Corporate structure
SportsHero Limited is a company limited by shares that is incorporated and domiciled in Australia.
For details of the Company’s controlled entities, please refer to note 25.
Nature of operations and principal activities
The principal activity of the Group during the year was the development of the Group’s sports gamification
platforms.
Results of operations
The operating loss after income tax of the Group for the year ended 30 June 2022 was US$1,714,648 (2021:
US$1,479,219).
As set out in the Statement of Comprehensive Income, the two most significant expense categories for the
financial year were:
Administration expenses, totaling US$851,714 and
Employee and consulting expenses, totaling US$635,751.
The Group’s basic loss per share for the year was 0.32 US cents (2021: 0.37 US cents).
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
Dividends
No dividend has been paid during or is recommended for the financial year ended 30 June 2022 (2021: nil).
Review of operations
The principal activity of the Group during the financial year was the development of the Group’s sports gamification
platforms.
An overview of the Group’s operations during the financial year is set out in the Operations Report.
Significant changes in state of affairs
On 2 July 2021, 4,000,000 Director performance rights were converted into 4,000,000 shares following the
attainment on or before 31 December 2021 of in excess of 3,000,000 new unique OlahBola users.
On 23 August 2021, the Pay-to-Play Australia Pty Ltd joint venture with Cross Bet Holdings Pty Ltd was
terminated.
On 9 September 2021, the Company announced the launching of its state-of-the-art artificial intelligence esports
predictor to service new markets and the rapidly expanding esports gaming market. The Company further
announced the engagement of highly experienced esports consultant, Mr Scott Russell.
On 11 October 2021, the Company announced that it was developing a world first dedicated esports prediction
hub, with League of Legends, FIFA, CS:GO and Dota2 to be included in SportsHero’s game portfolio.
On 14 October 2021, the Company announced that it would test launch in Australia its unique esports prediction
competitions in partnership with established Australia esports tournament organiser EGN.
On 29 November 2021, the Company announced that it had entered into a mandate with Novus Capital Limited,
pursuant to which Company had received binding commitments to raise $2,800,000 pursuant to the issue of
80,000,000 fully paid ordinary shares at an issue price of $0.035 per share and 40,000,000 free attaching options
each exercisable at $0.05 and expiring 16 December 2022.
On 30 November 2021, the Company announced the Indonesian launch of world leading football talent scouting
app Ellevate Football.
On 1 December 2021, the Company announced that Mr Scott Russell was appointed as the Company’s Chief
Commercial Officer.
On 8 December 2021, the Company announced that Chinese esports media personality, Sherry Chen, was
appointed to head the Company’s Chinese esports activities.
On 13 December 2021, the Company announced its intention to co-develop with leading Chinese virtual reality
software and hardware developer, Nanchang Virtual Reality Detections Technology Co Ltd a world first virtual
reality prediction platform.
On 27 January 2022, the Company announced the Australian launch of the EsportsHero platform and prediction
competitions in partnership with EGN Gaming. The platform being promoted to EGN’s 40,000+ Australian esports
audience. In addition, the Company also announced its first affiliate agreement with Australian owned and
operated Palmerbet (owned and operated by Palmer Bookmaking Pty Ltd).
On 15 March 2022, the Company announced the appointment of Sam Stevens as the Company’s esports
business development specialist.
On 23 March 2022, the Company announced a two year partnership with Australian gaming marketing leader,
Livewire Group International Pty Ltd as our media, marketing, loyalty and sponsorship advisor.
10
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
On 16 May 2022, the Company announced that it had entered into a Memorandum of Co-operation with China’s
second largest esports association (the Wuhan Esports Association) and the launch of an initial esports prediction
platform on Wechat, allowing Wechat users to access, engage and compete in Chinese prediction competitions.
On 30 May 2022, the Company announced the establishment of its first Chinese commercial agreement with
Wuhan Monster Technology Co Ltd (WMT), the commercial and operating arm of the Wuhan Esports Association.
In accordance with the agreement, WMT will promote SportsHero’s Chinese app to all of WMT’s leagues, teams,
registered gamers and WMT’s existing and potential corporate and commercial partners within the city of Wuhan
and the greater Hubei region.
On 7 June 2022, the Company announced the establishment of a 5 year Australian Distribution Partnership
Agreement with Blackhawk Network (Australia) Pty Ltd (Blackhawk). Blackhawk is the Australian arm of the very
successful Californian based global leader of ecommerce solutions, Blackhawk Network Holdings Inc. Pursuant
to the agreement with Blackhawk, the Company will earn commissions from the sale of a curated range of digital
gaming gift cards (e-gift cards), including but not limited to Sony PlayStation digital gaming products.
Future developments
Likely future developments in the operations of the Group are referred to in the Chairman’s Letter and Operations
Report. Other than as referred to in this report, further information as to likely developments in the operations of
the Group and expected results of those operations would, in the opinion of the Directors, be speculative and
prejudicial to the interests of the Group and its shareholders.
Subsequent events
On 6 July 2022, the Company announced that it had entered into a mutually beneficial marketing and sponsorship
agreement with Indonesia’s premier junior football leagues, Liga Top Skor. In consideration for SportsHero
agreeing to sponsor the 2022-23 Liga Top Skor youth football leagues, Top Skor have agreed to actively promote
“OlahBola Ellevate” to their youth football players, clubs and leagues across Indonesia. OlahBola Ellevate is the
Company’s Indonesia football talent scouting app (refer Operations Report).
On 7 July 2022, the Company announced that Logitech (China) Technology Co Ltd (a wholly owned subsidiary
of Swiss multinational Logitech International SA) had agreed to be the first commercial sponsor for the Company’s
recently launched Chinese app on Wechat.
On 18 August 2022, the Company announced the launch of its first ever tier 1 professional esports prediction tournament
in Australia, which was launched on 23 August 2022.
On 31 August 2022 SportsHero soft launched its co-branded initial esports tournament in partnership with Wuhan
Esports Association (the 2nd largest esports association in China).
On 21 September 2022, the Company announced that EsportsHero has entered into a two year (with a two year
automatic renewal) Australian Gift Card Supplier Agreement with digital gift card giant Prezzee Pty Ltd. Prezzee
operates a leading global gifting platform with operations in North America, United Kingdom, Australia and New Zealand.
Financial position
The Group’s working capital, being current assets less current liabilities, was US$1,582,509 as at 30 June 2022
(2021: US$1,241,859).
In the Directors’ opinion there are reasonable grounds to believe that the Group will be able to pay its debts as
and when they become due and payable.
Proceedings on behalf of the Group
No person has applied for leave of court to bring proceedings on behalf of the Group or intervene in any
proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or
any part of those proceedings.
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
Additional information
DIRECTORS REPORT
The earnings of the consolidated entity for the five years to 30 June 2022 are summarised below:
2022
US$
2021
US$
2020
US$
2019
US$
2018
US$
Income
EBITDA
EBIT
Loss after income tax
42,034
(1,712,389)
(1,714,648)
(1.714,648)
40,570
(1,442,887)
(1,462,932)
(1,479,219)
3,434
463,791
16,841
(1,204,006) (2,276,050) (3,830,964
(1,257,439) (2,276,625) (4,335,566
(1,259,559) (2,276,625) (4,335,566
The factors that are considered to affect total shareholders return are summarised below:
Share price at financial year end (US cents)
Total dividends declared (US cents per
share)
Basic and diluted loss per share for
continued operations (US cents per share)
Basic diluted loss per share for discontinued
operations (US cents per share)
Basic loss per share (US cents per share)
Remuneration report (Audited)
2022
US
1.4
-
0.32
-
0.32
2021
US
1.5
-
0.37
-
0.37
2020
US
1.3
-
0.39
-
0.39
2019
US
4.5
-
0.93
-
0.93
2018
US
5.91
-
1.55
0.29
1.84
Details of Remuneration for the Year Ended 30 June 2022
Details of the remuneration for each Director and the key management personnel of the Group during the year
are set out in the following tables.
The Board’s policy for determining the nature and amount of remuneration for Directors and senior executives of
the Group is as follows:
All executives receive a base salary (which is based on factors such as length of service and experience).
The Board reviews executive packages annually by reference to the Group’s performance, executive
performance and comparable information from industry sectors.
All remuneration paid to Directors and executives is valued at the cost to the Group and expensed.
Options are valued using the Black-Scholes methodology.
Remuneration of non-executive Directors at market rates for time, commitment and responsibilities.
The Board determines payments to the non-executive Directors and reviews their remuneration annually, based
on market practice, duties and accountability. Independent external advice is sought if required.
During the financial year ended 30 June 2022, the consolidated entity did not engage any external parties for a
review of remuneration practices.
At the 2021 Annual General Meeting, 99.8% of the eligible votes received supported the adoption of the
remuneration report for the year ended 30 June 2021. The Group did not receive any specific feedback at the
Annual General Meeting regarding its remuneration practices.
The key management personnel of the Group include the Directors and Company Secretary. There were no other
persons considered key management personnel as defined in AASB 124 Related Party Disclosures.
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SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
The tables below show the 2022 and 2021 remuneration of the Directors and other key management personnel:
2022
Short-term
Post-
employment
Share-based
payments
Value of
share-based
payments
as a %
Salary & fees
US$
Superannuation
US$
Shares and
performance
rights
US$
Total
US$
Chairman
John Dougall
Directors
Tom Lapping
Michael Higginson
Total key
management
personnel
compensation
72,580
147,085
69,885
289,550
-
-
-
-
(710) (1)
71,870
21,607
20,882
168,692
90,767
(1%)
13%
23%
41,779
331,329
13%
(1) Reversal of value of Class C performance rights issued in prior year that are vesting over period due to change
in probability for achieving vesting condition.
2021
Chairman
John Dougall
Directors
Tom Lapping
Michael Higginson
Total key
management
personnel
compensation
Short-term
Post-
employment
Share-based
payments
Salary & fees
US$
Superannuation
US$
Performance
rights
US$
Total
US$
Value of
share-based
payments
as a %
59,125
105,847
61,818
226,790
-
-
-
46,137
105,262
69,340
34,670
175,187
96,488
44%
40%
36%
150,147
376,937
40%
Related party transactions and balances
Payables to key management personnel
Amounts payable to Directors and Director related entities at the
end of the financial year, included in current liabilities
Other transactions with key management personnel
Consolidated
2022
US$
2021
US$
43,937
45,870
During the year the Group paid rent of US$4,355 (2021: US$2,613) to Mr Higginson for the provision of
the Group’s registered and principal office.
There were no other sale or purchase related transactions between the Group and key management
personnel during the year ended 30 June 2022 (2021: nil).
13
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
Other transactions with related parties
Following the attainment on or before 31 December 2021 of an aggregate of in excess of 3,000,000 new
unique users on the Company’s OlahBola app, on 2 July 2021 4,000,000 Class B performance rights
converted into 4,000,000 shares. The 4,000,000 shares were issued as follows:
John Dougall – 1,000,000
Tom Lapping – 2,000,000
Michael Higginson – 1,000,000
Following the receipt of shareholder approval on 10 November 2021, on 12 November 2021 the Company
issued 1,078,868 shares to Mr Dougall in lieu of cash fees for the 2021 financial year totaling AU$50,000.
There were no other transactions with related parties throughout the year.
Performance Rights as a Proportion of Total Remuneration
No performance rights were issued during the year ended 30 June 2022 and included as a proportion of total
remuneration (2021: 12,000,000 Director performance rights and 4,000,000 performance rights were issued
during the year ended 30 June 2021 and included as a proportion of total remuneration).
Ordinary Shares held by Directors
2021
Directors
J Dougall
M Higginson
T Lapping
2022
Directors
J Dougall
M Higginson
T Lapping
Balance at
beginning of
year
-
20,834
11,782,143
11,802,977
Balance at
beginning of
year
1,510,756
20,834
11,782,143
13,313,733
Allotted
during the
year
1,510,756
-
-
1,510,756
Allotted
during the
year
2,078,868
1,000,000
2,000,000
5,078,868
Purchased
during the
year
Sold during
the year
Balance at
end of year
-
-
-
-
1,510,756
-
-
20,834
- 11,782,143
- 13,313,733
Purchased
during the
year
Sold during
the year
Balance at
end of year
-
-
-
-
3,589,624
-
-
1,020,834
- 13,782,143
- 18,392,601
Group Performance, Shareholder Wealth and Director and Executive Remuneration
The remuneration policy has been tailored to increase goal congruence between shareholders, Directors and
executives. The achievement of this aim has been through the issue of options or performance rights to Directors
and executives to encourage the alignment of personal and shareholder interests.
Executive and non-executive Directors and other key management personnel may be granted options or
performance rights over ordinary shares.
The recipients of options or performance rights are responsible for growing the Group and increasing shareholder
value. If they achieve this goal the value of the options or performance rights granted to them will also increase.
Therefore, the options or performance provide an incentive to the recipients to remain with the Group and to
continue to work to enhance the Group’s value.
14
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
Options granted for the Year Ended 30 June 2022
2022
Directors
Balance at
beginning
of year
Granted as
Allotted
compensation Exercised
Expired
Other
changes
Balance
at end of
year
Option movements for the year
J Dougall
T Lapping
M Higginson
Total
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2021
Directors
Balance at
beginning
of year
Granted as
Allotted
compensation Exercised
Expired
Other
changes
Balance
at end of
year
Option movements for the year
J Dougall
T Lapping
M Higginson
Total
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Performance rights granted for the Year Ended 30 June 2022
Performance rights movements for the year
2022
Directors
2022
Directors
Balance at
beginning
of year
Balance at
beginning
of year
J Dougall
T Lapping
M Higginson
Total
7,000,000
6,000,000
3,000,000
16,000,000
2021
Directors
Balance at
beginning
of year
J Dougall
T Lapping
M Higginson
Total
-
-
-
-
Granted as
Allotted
compensation Converted
Expired
Granted as
Allotted
compensation Converted
Expired
Other
changes
Other
changes
Balance
at end of
year
Balance
at end of
year
-
-
-
-
-
-
-
-
1,000,000
1,000,000
2,000,000 2,000,000
1,000,000
1,000,000
4,000,000
4,000,000
- 5,000,000
- 2,000,000
- 1,000,000
- 8,000,000
Granted as
Allotted
compensation Converted
Expired
Other
changes
Balance
at end of
year
-
-
-
-
7,000,000
6,000,000
3,000,000
16,000,000
15
-
-
-
-
-
-
-
-
- 7,000,000
- 6,000,000
- 3,000,000
- 16,000,000
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
Performance rights as a proportion of total remuneration
The value of performance options issued during the year to key management personnel as a percentage of the
total remuneration paid to key management personnel was 0% (2021: 40%).
Employment Contracts of Directors and Senior Executives
On 18 October 2019, the Company entered into an agreement with Mr Dougall that set out the terms and
conditions of his appointment as a Non-Executive Director and Chairman of the Company (Agreement).
In consideration for the appointment of Mr Dougall and subject to the receipt of Shareholder approval in
accordance with the Corporations Act and the ASX Listing Rules (as required), the Company agreed to pay Mr
Dougall the following:
Cash fee of AU$4,166.67 per month;
Share fee of AU$50,000 per annum (at an issue price equal to the VWAP of the Company’s Shares for
the year); and
Subject to shareholder approval (which was obtained on 15 January 2021); the granting of 4,000,000
Performance Rights, converting into 4,000,000 Shares on attainment of the Performance Hurdle set out
below.
Performance Hurdle
The milestone required to trigger the conversion of the 4,000,000 Performance Rights into 4,000,000 Shares is
upon the SportsHero Limited consolidated group of companies achieving breakeven operating cash flow (or
better) for any six month period up to and including the six months ended 31 December 2022 as determined by
the audited and/or audit reviewed financial statements lodged with ASX by SportsHero Limited in compliance with
the Listing Rules of the ASX (Performance Hurdle). All Shares issued on conversion of Performance Rights
(following the achievement of the Performance Hurdle) will be subject to a voluntary 12 month escrow from their
date of issue.
Mr Lapping is paid fees at the rate of SG$18,333 per month.
Mr Higginson is paid fees at the rate of AU$25,000 per annum. Total consulting and secretarial fees paid or
payable to Mr Higginson for the year are AU$71,287.50
As of 30 June 2022, there were no other formal contracts for Non-Executive Directors.
Share-based compensation
The issue of options and/or performance rights to Directors and executives is to encourage the alignment of
personal and shareholder returns. The intention is to align the objectives of Directors and executives with that of
the business and shareholders. In addition, all Directors and executives are encouraged to hold shares in the
Group.
Loans to key management personnel and their related parties
There are no loans to Directors or executives at reporting date (30 June 2021: nil).
End of remuneration report
16
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
Share options
At the date of this report, the unissued ordinary shares of the Group under option are as follows:
Grant date
22 January 2021
9 February 2021
2 July 2021
2 July 2021
3 December 2021
12 November 2021
12 November 2021
12 November 2021
3 February 2022
3 February 2022
3 February 2022
3 February 2022
4 February 2022
Date of Expiry
16 December 2022
16 December 2022
16 December 2022
1 July 2023
16 December 2022
30 April 2023
31 May 2023
30 June 2023
31 October 2023
31 November 2023
31 December 2023
31 December 2023
16 December 2022
Exercise Price Number Under Option
AU$0.05
AU$0.05
AU$0.05
AU$0.05
AU$0.05
AU$0.05
AU$0.10
AU$0.20
AU$0.05
AU$0.10
AU$0.20
AU$0.05
AU$0.05
47,750,000
50,000,000
5,900,000
6,000,000
40,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
2,500,000
6,000,000
164,150,000
During the financial year ended 30 June 2022, 20,000,000 options each exercisable at $0.10 expired on 30
September 2021 and no SportsHero shares were issued following the exercise of options.
Since the end of the financial year no options have been issued and no options have lapsed.
Since the end of the financial year no shares have been issued following the exercise of options.
No person entitled to exercise an option had or has any right by virtue of the option to participate in any share
issue of any other body corporate.
Performance rights
On 26 August 2020, 4,000,000 performance rights were issued on the appointment of Rob Davies as the
Company’s Indonesian Director of Operations.
On 20 October 2020, 2,000,000 shares were issued following the conversion of 2,000,000 performance rights
held by Rob Davies.
On 21 August 2021, 2,000,000 performance rights issued to Rob Davies lapsed.
On 22 January 2021, 16,000,000 performance rights were issued to Directors following the receipt of shareholder
approval on 15 January 2021.
On 2 July 2021, 4,000,000 shares were issued following the conversion of 4,000,000 performance rights to the
following Directors:
1,000,000 shares were issued to John Dougall;
2,000,000 shares were issued to Tom Lapping; and
1,000,000 shares were issued to Michael Higginson.
On 2 July 2021, 6,000,000 performance rights were issued in accordance with the Company’s Employee
Securities Incentive Plan.
On 5 January 2022, 4,000,000 performance rights (held by Directors) lapsed.
On 1 May 2022, 3,000,000 of the performance rights issued in accordance with the Company’s Employee
Securities Incentive Plan lapsed.
17
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS REPORT
On 3 February 2022, 2,500,000 performance rights were issued following the appointment of Scott Russell as the
Company’s Chief Commercial Officer.
On 23 March 2022, 1,500,000 performance rights were issued to Livewire Group International Pty Ltd following
their appointment as the Company’s media, marketing, loyalty and sponsorship advisor.
Since the end of the financial year no other performance rights have been issued and no shares have been issued
following the conversion of performance rights.
Indemnification
During the financial year, the Group did not pay premiums to insure the Directors and Company Secretary of the
Group.
Non-audit services
No fees for non-audit services were paid/payable to the Group’s auditors during year (2021: nil).
Auditor’s independence declaration
The auditor’s independence declaration for the year ended 30 June 2022 has been received and immediately
follows the Directors’ Report.
Officers of the Group who are former partners of RSM Australia Partners
There are no officers of the Group who are former partners of RSM Australia Partners.
Corporate Governance
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of the
Group support and have adhered to the principles of sound corporate governance. The Board recognises the
recent recommendations of the Australian Securities Exchange Corporate Governance Council, and considers
that SportsHero is in compliance with those guidelines which are of importance to the commercial operation of a
small cap company. The Group’s corporate governance statement and disclosures are contained on the Group’s
website at: http://sportshero.live/
This report is made in accordance with a resolution of the Directors.
John Dougall
Chairman
18
Level 32 Exchange Tower, 2 The Esplanade Perth WA 6000
GPO Box R1253 Perth WA 6844
RSM Australia Partners
T +61 (0) 8 9261 9100
F +61 (0) 8 9261 9111
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of SportsHero Limited for the year ended 30 June 2022, I
declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
The auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
Any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 30 September 2022
ALASDAIR WHYTE
Partner
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent
accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
STATEMENT OF FINANCIAL POSITION
As at 30 June 2022
Current assets
Cash and cash equivalents
Trade and other receivables
Total current assets
Non-current assets
Plant and equipment
Total non-current assets
Total assets
Current liabilities
Trade payables
Total current liabilities
Total liabilities
Net (liabilities)/assets
Equity
Issued capital
Share based payments reserve
Foreign currency translation reserve
Accumulated losses
Total equity
Note
8
9
10
12
13
14
14
Consolidated
30 June
2022
US$
30 June
2021
US$
1,761,612
3,076
1,764,688
1,377,257
1,942
1,379,199
2,122
2,122
2,130
2,130
1,766,810
1,381,329
182,179
182,179
137,340
137,340
182,179
137,340
1,584,631
1,243,989
16,207,345
1,176,927
(316,120)
(15,483,521)
1,584,631
14,161,989
1,083,076
(232,203)
(13,768,873)
1,243,989
The above statement of financial position should be read in conjunction with the accompanying notes.
20
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
STATEMENT OF COMPREHENSIVE INCOME
For the year ended 30 June 2022
Continuing operations
Income
Revenue
Other revenue
Expenses
Administration expenses
Employee and consulting expenses
Depreciation expense
Interest expense
Share based payments
Note
3
3
4
5
10,11
Consolidated
2022
US$
2021
US$
16,783
25,251
22,664
17,906
(851,714)
(635,751)
(2,259)
-
(747,684)
(366,737)
(20,045)
(16,287)
(369,036)
18
(266,958)
Loss before income tax expense
Income tax expense
(1,714,648)
(1,479,219)
7
-
-
Loss after tax expense for continuing operations
(1,714,648)
(1,479,219)
Loss for the year
(1,714,648)
(1,479,219)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
Total comprehensive loss for the year
(83,917)
(82,580)
(1,798,565)
(1,561,799)
Basic and Diluted loss per share (US cents per share)
6
0.32
0.37
The above statement of comprehensive income should be read in conjunction with the accompanying notes.
21
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2022
Issued
Capital
Share
Based
Payments
Reserve
Foreign
Currency
Translation
Reserve
Accumulated
Losses
Total
Equity
Note
US$
US$
US$
US$
US$
11,784,318
-
474,168
-
(149,623)
(82,580)
(12,289,654)
(1,479,219)
(180,791)
(1,561,799)
13
13
18
35,215
2,533,747
126,758
(35,215)
-
242,278
25,815
-
13
246,575
(590,439)
-
401,845
-
-
-
-
-
-
-
-
-
-
-
-
-
2,533,749
369,036
25,815
246,573
(188,594)
Consolidated
Balance at 01/07/2020
Comprehensive loss for the year
Shares issued during the year -
conversion of performance rights
Shares issued during the year
Share based payments
Share based payments
for settlement of liability
Shares issued during the year -
conversion of convertible notes
Transaction costs
Balance at 30/06/2021
14,161,989
1,083,076
(232,203)
(13,768,873)
1,243,989
Balance at 01/07/2021
Comprehensive loss for the year
Shares issued during the year -
conversion of performance rights
Shares issued during the year
Share based payments
Share based payments -
for settlement of liability
Transaction costs
14,161,989
-
1,083,076
-
(232,203)
(83,917)
(13,768,873)
(1,714,648)
1,243,989
(1,798,565)
13
13
18
13
95,565
1,981,277
126,877
36,435
(194,798)
(95,565)
-
140,081
-
49,335
-
-
-
-
-
-
-
-
-
-
-
1,981,277
266,958
35,435
(145,463)
Balance at 30/06/2022
16,207,345
1,176,927
(316,120)
(15,483,521)
1,584,631
The above statement of changes in equity should be read in conjunction with the accompanying notes.
22
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
STATEMENT OF CASH FLOWS
For the year ended 30 June 2022
Cash Flows from Operating Activities
Receipts from customers
Payments to suppliers
Interest received
Consolidated
2022
US$
2021
US$
Note
40,768
40,484
(1,413,057)
(1,136,904)
12
86
Net cash flows (used) in operating activities
15
(1,372,277)
(1,096,334)
Cash Flows from Investing Activities
Payments for plant and equipment
Net cash flows (used) in investing activities
Cash Flows from Financing Activities
Issue of new share capital
Share issue transaction costs
Lease liability payments
Net cash provided by financing activities
(2,013)
(2,013)
1,981,277
(145,463)
-
1,835,814
-
-
2,533,747
(188,594)
(17,307)
2,327,846
Net increase in cash and cash equivalents
Effects of exchange rate changes on cash and cash
equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
8
461,524
1,231,512
(77,169)
1,377,257
1,761,612
(8,844)
154,589
1,377,257
The above statement of cash flows should be read in conjunction with the accompanying notes
23
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
1. CORPORATE INFORMATION
The financial report of SportsHero Limited and its controlled entities (the “Group” or “consolidated entity”)
for the year ended 30 June 2022 was authorised for issue in accordance with a resolution of the Director’s
on 30 September 2022.
SportsHero Limited (“SportsHero” or the “Company”) is a company limited by shares, incorporated in
Australia, and whose securities are publicly traded on the Australia Securities Exchange.
The nature of the operations and principal activities of the Group are described in the Director’s Report.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations
issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting
period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been
early adopted.
The directors of the Group do not anticipate that the application of the new or amended Accounting
Standards and Interpretations in the future will have an impact on the Group’s financial statements.
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are
not yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period
ended 30 June 2022.
(a) Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian
Accounting Standards and Interpretations issued by the Australian Accounting Standards Board and the
Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also
comply with International Financial Reporting Standards as issued by the International Accounting
Standards Board.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where
applicable, the revaluation of available-for-sale financial assets, financial assets and liabilities at fair
value through profit or loss, investment properties, certain classes of property, plant and equipment and
derivative financial instruments.
The preparation of the financial statements requires the use of certain critical accounting estimates. It
also requires management to exercise its judgement in the process of applying the consolidated entity's
accounting policies. The areas involving a higher degree of judgement or complexity, or areas where
assumptions and estimates are significant to the financial statements are disclosed in note 2(x).
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the
consolidated entity only. Supplementary information about the parent entity is disclosed in note 16.
The report is presented in US dollars, unless otherwise stated.
24
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(b) Going concern
The financial statements have been prepared on the going concern basis, which contemplates continuity
of normal business activities and the realisation of assets and discharge of liabilities in the normal course
of business.
As disclosed in the financial statements, the consolidated entity incurred a net loss of US$1,714,648 and
had net cash outflows from operating activities of US$1,372,277 for the year ended 30 June 2022.
The ability of the consolidated entity to continue as a going concern is principally dependent upon the
consolidated entity generating sales income from its operating activities, securing funds by raising
additional capital from equity markets and managing cash flows in line with available funds.
The Directors believe that it is reasonably foreseeable that the consolidated entity will continue as a going
concern and that it is appropriate for it to adopt the going concern basis in the preparation of the financial
statements after consideration of the following factors:
following the launch of its platforms in both Australia and China, the consolidated entity is forecasting
sales income to be generated from its operating activities;
the Directors expect to retain the continued support from shareholders and other financiers that have
supported the Company’s previous capital raisings to assist with meeting future funding needs;
on 10 September 2020, the Company announced the signing of a definitive Standby Placement
Agreement with Mint Capital Advisors for a financing facility of up to AU$5,000,000. The Standby
Placement Agreement has a term of 36 months and the Company is entitled to drawdown up to
AU$140,000 per month, provided the issue price (calculated in accordance with the terms of the
Standby Placement Agreement) is above a floor price of AU$0.02 per share. As at 30 June 2022,
the financing facility had a further 14 months before the expiry of its term. As such, the Company had
available to it up to a maximum of a AU$1,960,000 that could be drawn under the financing facility;
and
the consolidated entity has the ability to curtail corporate and administration expenses and overhead
cash outflows as and when required.
(c) Statement of Compliance
The financial report complies with Australian Accounting Standards and International Financial Reporting
Standards.
Principles of Consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of
SportsHero as at 30 June 2022 and the results of all subsidiaries for the year then ended.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity
controls an entity when the consolidated entity is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power to direct the
activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to
the consolidated entity. They are de-consolidated from the date that control ceases.
Associates and joint venture entities are consolidated using the equity method. The initial recognition of
the investment in the joint venture has been recognised at cost, with the carrying amount increased or
decreased to recognise SportsHero’s share of the profit or loss of the investee after the date of
acquisition. The share of the investee’s profit or loss is recognised in the investor’s profit or loss.
Intercompany transactions, balances and unrealised gains on transactions between entities in the
consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides
evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been
changed where necessary to ensure consistency with the policies adopted by the consolidated entity.
25
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement
of profit or loss and other comprehensive income, statement of financial position and statement of
changes in equity of the consolidated entity. Losses incurred by the consolidated entity are attributed to
the non-controlling interest in full, even if that results in a deficit balance.
(d) Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-
current classification.
An asset is current when: it is expected to be realised or intended to be sold or consumed in normal
operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within twelve
months after the reporting period; or the asset is cash or cash equivalent unless restricted from being
exchanged or used to settle a liability for at least twelve months after the reporting period. All other
assets are classified as non-current.
A liability is current when: it is expected to be settled in normal operating cycle; it is held primarily for the
purpose of trading; it is due to be settled within twelve months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period. All other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
(e) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker is responsible for allocating resources and
assessing performance of any operating segments.
(f)
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be
entitled in exchange for transferring goods or services to a customer. For each contract with a customer,
the Group: identifies the contract with a customer; identifies the performance obligations in the contract;
determines the transaction price which takes into account estimates of variable consideration and the
time value of money; allocates the transaction price to the separate performance obligations on the basis
of the relative stand-alone selling price of each distinct good or service to be delivered; and recognises
revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the
customer of the goods or services promised.
Variable consideration within the transaction price, if any, reflects concessions provided to the customer
such as discounts, rebates and refunds, any potential bonuses receivable from the customer and any
other contingent events. Such estimates are determined using either the 'expected value' or 'most likely
amount' method. The measurement of variable consideration is subject to a constraining principle
whereby revenue will only be recognised to the extent that it is highly probable that a significant reversal
in the amount of cumulative revenue recognised will not occur. The measurement constraint continues
until the uncertainty associated with the variable consideration is subsequently resolved. Amounts
received that are subject to the constraining principle are initially recognised as deferred revenue in the
form of a separate refund liability.
Advertising revenue
Advertising revenue is recognised over the term of the advertising contract as services are rendered over
time.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method
of calculating the amortised cost of a financial asset and allocating the interest income over the relevant
26
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
period using the effective interest rate, which is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial asset to the net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
(g) Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash at bank and short-term
deposits with an original maturity of three months or less that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value.
For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash
equivalents as defined above. The Group does not have any bank overdraft facilities.
(h)
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using
the effective interest method, less any allowance for expected credit losses. Trade receivables are
generally due for settlement within 90 days. The Group has applied the simplified approach to measuring
expected credit losses, which uses a lifetime expected loss allowance. To measure the expected credit
losses, trade receivables have been grouped based on days overdue. Other receivables are recognised
at amortised cost, less any allowance for expected credit losses.
(i)
Plant and equipment
Plant and equipment is stated at historical cost less depreciation and any accumulated impairment losses.
Historical cost includes expenditure that is directly attributable to the acquisition of these items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow to the
Group and the cost of the item can be measured reliably.
All other repairs and maintenance are charged to the statement of comprehensive income during the
financial period in which they are incurred.
Depreciation is calculated using the straight-line method to allocate their cost over their estimated useful
lives. The expected useful lives are.
- Equipment – 3 years
The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if
appropriate, at each financial year end.
(j)
Impairment of assets
At each reporting date, the consolidated entity reviews the carrying values of its tangible and intangible
assets to determine whether there is any indication that those assets have been impaired. If such an
indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs
to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying
value over its recoverable amount is expensed to the statement of comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the consolidated entity
estimates the recoverable amount of the cash-generating unit to which the asset belongs.
27
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(k)
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included
as part of the initial measurement, except for financial assets at fair value through profit or loss. Such
assets are subsequently measured at either amortised cost or fair value depending on their classification.
Classification is determined based on both the business model within which such assets are held and the
contractual cash flow characteristics of the financial asset unless, an accounting mismatch is being
avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been
transferred and the consolidated entity has transferred substantially all the risks and rewards of
ownership. When there is no reasonable expectation of recovering part or all of a financial asset, its
carrying value is written off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are
classified as financial assets at fair value through profit or loss. Typically, such financial assets will be
either: (i) held for trading, where they are acquired for the purpose of selling in the short-term with an
intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where
permitted. Fair value movements are recognised in profit or loss.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments which the
consolidated entity intends to hold for the foreseeable future and has irrevocably elected to classify them
as such upon initial recognition.
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which
are either measured at amortised cost or fair value through other comprehensive income. The
measurement of the loss allowance depends upon the consolidated entity's assessment at the end of
each reporting period as to whether the financial instrument's credit risk has increased significantly since
initial recognition, based on reasonable and supportable information that is available, without undue cost
or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-
month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime
expected credit losses that is attributable to a default event that is possible within the next 12 months.
Where a financial asset has become credit impaired or where it is determined that credit risk has increased
significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of
expected credit loss recognised is measured on the basis of the probability weighted present value of
anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.
For financial assets measured at fair value through other comprehensive income, the loss allowance is
recognised within other comprehensive income. In all other cases, the loss allowance is recognised in
profit or loss.
(l)
Trade and other payables
Trade payables and other payables are carried at the transaction price minus principal repayments. They
represent liabilities for goods and services provided to the Group prior to the end of the financial year that
are unpaid and arise when the Group becomes obliged to make future payments in respect of the
purchase of these goods and services.
28
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(m) Provisions
Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as
a result of a past event, it is probable the consolidated entity 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 reporting date,
taking into account the risks and uncertainties surrounding the obligation. If the time value of money is
material, provisions are discounted using a current pre-tax rate specific to the liability. The increase in the
provision resulting from the passage of time is recognised as a finance cost.
(n) Employee entitlements
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave
expected to be settled within 12 months of the reporting date are recognised in current liabilities in
respect of employees' services up to the reporting date and are measured at the amounts expected to
be paid when the liabilities are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the
reporting date are recognised in non-current liabilities, provided there is an unconditional right to defer
settlement of the liability. The liability is measured as the present value of expected future payments to
be made in respect of services provided by employees up to the reporting date using the projected unit
credit method. Consideration is given to expected future wage and salary levels, experience of employee
departures and periods of service. Expected future payments are discounted using market yields at the
reporting date on national government bonds with terms to maturity and currency that match, as closely
as possible, the estimated future cash outflows.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are
incurred.
Share-based payments
Equity-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares that are provided to employees
in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange
of services, where the amount of cash is determined by reference to the share price.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is
independently determined using an appropriate option pricing model that takes into account the exercise
price, the term of the option, the impact of dilution, the share price at grant date and expected price
volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term
of the option, together with non-vesting conditions that do not determine whether the consolidated entity
receives the services that entitle the employees to receive payment. No account is taken of any other
vesting conditions.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any
remaining expense is recognised immediately. If a new replacement award is substituted for the
cancelled award, the cancelled and new award is treated as if they were a modification.
29
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(o)
Leases
The determination of whether an arrangement is or contains a lease is based on the substance of the
arrangement and requires an assessment of whether the fulfilment of the arrangement is dependent on
the use of a specific asset or assets and the arrangement conveys a right to use the asset.
(p)
Income tax
The income tax expense (revenue) for the year comprises current income tax expense (income) and
deferred tax expense (income).
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated
using applicable income tax rates enacted, or substantially enacted, as at the end of the reporting period.
Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered
from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the year as well unused tax losses.
Current and deferred income tax expense (income) is charged or credited directly to equity instead of the
profit or loss when the tax relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax
assets also result where amounts have been fully expensed but future tax deductions are available. No
deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a
business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted
at the end of the reporting period. Their measurement also reflects the manner in which management
expects to recover or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the
extent that it is probable that future taxable profit will be available against which the benefits of the deferred
tax asset can be utilised.
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and
joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the
temporary difference can be controlled and it is not probable that the reversal will occur in the foreseeable
future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is
intended that net settlement or simultaneous realisation and settlement of the respective asset and liability
will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists,
the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either
the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous
realisation and settlement of the respective asset and liability will occur in future periods in which
significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
Tax consolidation
SportsHero Limited and its wholly-owned subsidiaries have not formed an income tax consolidated group
under tax consolidation legislation.
30
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(q) Equity based payments
The Group provides benefits to its Directors and employees in the form of share-based payments,
whereby Directors and employees render services in exchange for share, options to acquire shares or
rights over shares (equity-settled transactions).
The cost of these equity-settled transactions is measured by reference to the fair value to the Group of
the equity instruments at the date at which they were granted. The fair value of options is determined
using the Black-Scholes model, taking into account the terms and conditions upon which the options were
granted.
The cost of equity-settled transactions is recognised as an expense, together with a corresponding
increase in equity, on a straight-line basis, over the period in which the vesting and/or service conditions
are fulfilled (the vesting period), ending on the date on which the relevant Directors and employees
become fully entitled to the options (the vesting date).
At each subsequent reporting date until vesting, the cumulative charge to the statement of comprehensive
income reflects:
a.
b.
c.
the grant date fair value of the options;
the current best estimate of the number of options that will ultimately vest, taking into account
such factors as the likelihood of employee turnover during the vesting period and the likelihood
of vesting conditions being met, based on best available information at balance date; and
the extent to which the vesting period has expired.
The charge to the statement of comprehensive income for the period is the cumulative amount as
calculated above less the amounts already charged in previous periods. There is a corresponding entry
to equity.
If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the
terms had not been modified. An additional expense is recognised for any modification that increases the
total fair value of the share-based payment arrangement, or is otherwise beneficial to the employee, as
measured at the date of modification.
If an equity-settled award is cancelled, it is treated as if it has vested on the date of cancellation, and any
expense not yet recognised for the award is recognised immediately. However, if a new award is
substituted for the cancelled award and designated as a replacement award on the date that it is granted,
the cancelled and new award are treated as if they were a modification of the original award, as described
in the previous paragraph.
The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation
of diluted earnings per share.
(r)
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
(s) Dividends
Dividends are recognised when declared during the financial year and no longer at the discretion of the
Group.
31
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(t)
Earnings per share
Basic earnings per share is calculated as net profit attributable to members of the parent, adjusted to
exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by
the weighted average number of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit attributable to members of the parent, adjusted for:
-
-
-
costs of servicing equity (other than dividends);
the after tax effect of dividends and interest associated with dilutive potential ordinary shares
that have been recognised as expenses; and
other non-discretionary changes in revenues or expenses during the period that would result
from the dilution of potential ordinary shares; divided by the weighted average number of
ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.
(u) Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST except:
-
-
where the GST incurred on a purchase of goods and services is not recoverable from the
taxation authority, in which case the GST is recognised as part of the cost of acquisition of the
asset or as part of the expense item as applicable; and
receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of
receivables or payables in the statement of financial position.
Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash
flows arising from investing and financial activities, which are recoverable from, or payable to, the taxation
authority, are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable
to, the taxation authority.
(v)
Foreign currency transactions and balances
The financial statements are presented in US dollars, which is SportsHero's functional and presentation
currency.
Foreign currency transactions
Foreign currency transactions are translated into US dollars using the exchange rates prevailing at the
dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at financial year-end exchange rates of monetary assets and
liabilities denominated in foreign currencies are recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into US dollars using the exchange rates
at the reporting date. The revenues and expenses of foreign operations are translated into US dollars
using the average exchange rates, which approximate the rate at the date of the transaction, for the
period. All resulting foreign exchange differences are recognised in other comprehensive income through
the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment
is disposed of.
32
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(w) Right to use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is
measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable,
any lease payments made at or before the commencement date net of any lease incentives received,
any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of
costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site
or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the
estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to
obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated
useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease
liabilities.
The consolidated entity has elected not to recognise a right-of-use asset and corresponding lease liability
for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments
on these assets are expensed to profit or loss as incurred.
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially
recognised at the present value of the lease payments to be made over the term of the lease, discounted
using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated
entity's incremental borrowing rate. Lease payments comprise of fixed payments less any lease
incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to
be paid under residual value guarantees, exercise price of a purchase option when the exercise of the
option is reasonably certain to occur, and any anticipated termination penalties. The variable lease
payments that do not depend on an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying
amounts are remeasured if there is a change in the following: future lease payments arising from a
change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and
termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding
right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.
(x) Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management take judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually
evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and
expenses. Management bases its judgements, estimates and assumptions on historical experience and
on other various factors, including expectations of future events, management believes to be reasonable
under the circumstances. The resulting accounting judgements and estimates will seldom equal the
related actual results. The judgements, estimates and assumptions that have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within
the next financial year are discussed below.
Share-based payment transactions
The consolidated entity measures the cost of equity-settled transactions with employees and suppliers by
reference to the fair value of the equity instruments at the date at which they are granted. The fair value
is determined by using either the Binomial or Black-Scholes model taking into account the terms and
conditions upon which the instruments were granted. Probabilities have been assigned to non-market
vesting conditions for the performance rights issued. The accounting estimates and assumptions relating
to equity-settled share-based payments would have no impact on the carrying amounts of assets and
liabilities within the next annual reporting period but may impact profit or loss and equity.
33
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
3. Revenue
Revenue from customers
Advertising revenue
Other revenue
Interest revenue
Other income
Consolidated
2022
US$
16,783
16,783
12
25,239
25,251
2021
US$
22,664
22,664
86
17,820
17,906
Advertising revenue is recognised over the term of advertising contract as services are rendered over
time.
4.
Administration expenses
Administration expenses include the following:
Advertising and marketing
Professional fees
Sports subscription services
Legal
Research and development
5.
Employee and consulting expenses
Salary and wages
6.
Loss per share
The following reflects the loss used in the basic and diluted loss
per share computations.
Loss used in calculating earnings per share
For basic and diluted earnings per share:
Loss for year attributed to continued operations
Loss for the year attributable to ordinary shareholders
Consolidated
2022
US$
2021
US$
84,410
258,386
14,747
13,561
223,936
228,850
222,515
1,414
62,619
22,403
Consolidated
2022
US$
2021
US$
635,751
635,751
366,737
366,737
Consolidated
2022
US$
2021
US$
1,714,648
1,714,648
1,479,219
1,479,219
34
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
Weighted average number of shares
Weighted average number of ordinary shares for basic and
diluted loss per share
Loss per share
Basic and diluted loss per share (US cents)
2022
No. of shares
2021
No. of shares
533,990,545 404,900,439
0.32
0.37
(i) Anti-dilutive options on issue are excluded from the dilutive earnings per share calculation.
(ii) Other than the issue of the securities disclosed in note 13, there has been no other
transactions involving ordinary shares or potential ordinary shares that would significantly
change the number of ordinary shares or potential ordinary shares outstanding between the
reporting date and the date of completion of these financial statements.
7.
Income taxes
Income tax recognised in profit or loss
Consolidated
2022
US$
2021
US$
Prima facie tax benefit on operating loss before income tax at 25%
(2021: 27.5%)
Tax effect of amounts which are not deductible (taxable) in
calculating taxable income:
Other non-deductible items
Unrecognised deferred tax asset attributable to tax losses and
temporary differences
Income tax attributable to operating loss
(428,662)
(406,785)
(269)
(177,153)
428,931
-
583,938
-
The consolidated entity has US$11,265,226 (2021: US$9,744,860) tax losses arising in Australia
that are available indefinitely for offset against future profit of the Group in which the losses arose.
The potential deferred tax asset of US$2,816,306 (2021: US$2,708,870), arising from tax losses
and temporary differences (as disclosed above), has not been recognised as an asset because
recovery of tax losses and temporary differences is not considered probable given the development
stage of the Company’s apps.
The potential deferred tax asset will only be obtained if:
the Group derives future assessable income of a nature and an amount sufficient to enable
the benefit to be realised;
the Group continues to comply with the conditions for deductibility imposed by tax legislation;
and
no changes in tax legislation adversely affect the Group in realising the benefit from the
related deduction for the losses.
35
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
8. Cash and cash equivalents
Cash at bank
9. Trade and other receivables
Trade receivables
Less: allowance for expected credit losses
Other receivables
Consolidated
2022
US$
2021
US$
1,761,612
1,761,612
1,377,257
1,377,257
Consolidated
2022
US$
-
-
3,076
3,076
2021
US$
-
-
1,942
1,942
Allowance for expected credit losses
The consolidated entity has recognised a loss of nil (2021: nil) in profit or loss in respect of the expected
credit losses for the year ended 30 June 2022.
Movements in the allowance for expected credit losses are as follows:
Opening balance
Written off in current year
Closing balance
Credit Risk
Consolidated
2022
US$
2021
US$
-
-
-
158,161
(158,161)
-
The maximum exposure to credit risk at balance date is the carrying amount (net of allowance for expected
credit losses) of those assets as disclosed in the statement of financial position and notes to the financial
statements. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining
sufficient collateral where appropriate, as a means of mitigating the risk of financial loss from defaults.
The Group’s exposure and the credit ratings of its counterparties are continuously monitored, and the
aggregate value of transactions concluded are spread amongst approved counterparties.
10. Property, plant and equipment
Equipment – at cost
Less: Accumulated depreciation
Foreign exchange differences
Consolidated
2022
US$
9,623
(8,227)
726
2,122
2021
US$
7,352
(6,015)
793
2,130
36
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
Consolidated
Balance as at 1 July 2020
Additions
Disposals
Depreciation expense
Foreign exchange differences
Balance as 30 June 2021
Balance at 1 July 2021
Additions
Depreciation expense
Foreign exchange differences
Balance as 30 June 2022
11. Right-of-use assets
Land and buildings – right-of-use
Less: Accumulated depreciation
12. Trade and other payables
Current Payables
Trade payables
Accrued expenses
Equipment
US$
4,508
-
-
(3,136)
758
2,130
2,130
2,013
(2,259)
238
2,122
Consolidated
2022
US$
-
-
-
2021
US$
16,909
(16,909)
-
Consolidated
2022
US$
101,282
80,897
182,179
2021
US$
65,428
71,912
137,340
(i) Due to the short-term nature of these payables, their carrying value is assumed to
approximate their fair value.
(ii) Trade payables are non-interest bearing.
37
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
13. Contributed Equity
(a) Share capital
2022
Number
2022
US$
2021
Number
2021
US$
Ordinary fully paid shares
569,794,373 16,207,345 478,965,505 14,161,989
(b) Movements in ordinary shares
478,965,505 14,161,989 328,206,064 11,784,318
Opening balance
Shares issued at US$0.018 per share 1
Shares issued at US$0.014 per share 2
Shares issued at US$0.015 per share 3
Shares issued at US$0.176 per share 4
Shares issued at US$0.018 per share 5
Shares issued at US$0.016 per share 6
Shares issued at US$0.019 per share 7
Shares issued at US$0.018 per share 8
Shares issued at US$0.017 per share 9
Shares issued at US$0.023 per share 10
Shares issued at US$0.019 per share 11
Shares issued at US$0.013 per share 12
Transaction cost on share issue
Shares issued at US$0.024 per share13
Shares issued at US$0.020 per share14
Shares issued at US$0.034 per share15
Shares issued at US$0.024 per share16
Shares issued at US$0.024 per share17
Shares issued at US$0.025 per share18
Shares issued at US$0.025 per share19
-
-
-
-
-
-
-
-
-
-
-
-
-
4,000,000
3,000,000
1,078,868
500,000
2,000,000
3,000,000
5,000,000
3,100,933
2,000,000
53,500,000
1,860,664
18,000,000
7,720,303
1,510,756
53,948
72,820
48,538
35,215
977,579
30,328
348,570
143,524
25,815
50,000,000 1,159,050
20,826
51,897
(590,439)
-
-
-
-
-
-
-
1,069,923
3,996,862
-
-
-
-
-
-
-
-
95,565
60,475
36,435
12,024
48,093
80,000,000 1,981,277
6,285
Transaction cost on share issue (194,798)
250,000
1Issue price AU$0.025 translated to US$ at grant date
2 Issue price AU$0.02 translated to US$ at grant date
3 Issue price AU$0.02223 translated to US$ at grant date
4 Issue price AU$0.025 translated to US$ at grant date
5 Issue price AU$0.025 translated to US$ at grant date
6 Issue price AU$0.0223 translated to US$ at grant date
7Issue price AU$0.025 translated to US$ at grant date
8 Issue price AU$0.024 translated to US$ at grant date
9 Issue price AU$0.022 translated to US$ at grant date
10 Issue price AU$0.03 translated to US$ at grant date
569,794,373 16,207,345 478,965,505 14,161,989
11 Issue price AU$0.0252 translated to US$ at grant date
12 Issue price AU$0.0173 translated to US$ at grant date
13 Issue price AU$0.032 translated to US$ at grant date
14 Issue price AU$0.027 translated to US$ at grant date
15 Issue price AU$0.0463 translated to US$ at grant date
16 Issue price AU$0.033 translated to US$ at grant date
17 Issue price AU$0.033 translated to US$ at grant date
18 Issue price AU$0.035 translated to US$ at grant date
19 Issue price AU$0.34 translated to US$ at grant date
1. On 26 August 2020, the Company issued 3,000,000 shares to Rob Davies as a sign on fee at a
deemed issue price of AU$0.025 per share (share based payment expense).
2. On 11 September 2020, the Company issued 5,000,000 shares to Mint Capital Advisors at a deemed
issue price of AU$0.020 per share in consideration for the establishment of a AU$5,000,000 Standby
Placement Facility (share based payment expense).
3. On 20 October 2020, the Company issued 3,100,933 shares at an issue price of AU$0.02223 per
share to raise AU$68,933 in working capital.
4. On 20 October 2020, the Company issued 2,000,000 shares to Rob Davies following the conversion
of 2,000,000 Performance Rights.
38
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
5. On 11 November 2020, the Company issued 53,500,000 shares to sophisticated investors at an
issue price of AU$0.025 per share to raise AU$1,337,500 in working capital.
6. On 11 November 2020, the Company issued 1,860,664 shares at an issue price of AU$0.0223 per
share following the conversion of 38 convertible notes, each with a face value of AU$1,000, and the
payment to the noteholders of AU$2019.73 in interest.
7. On 22 January 2021, the Company issued 18,000,000 to sophisticated investors at an issue price of
AU$0.025 per share to raise AU$450,000 in working capital.
8. On 22 January 2021, the Company issued 7,720,303 shares at an issue price of AU$0.024 per share
following the conversion of 175 convertible notes, each with a face value of AU$1,000, and the
payment to the noteholders of AU$10,258.90 in interest.
9. On 22 January 2021, the Company issued 1,510,756 shares at an issue price of AU$0.02206 per
share to Mr John Dougall in lieu of the payment of fees to the value of AU$33,333.33.
10. On 9 February 2021, the Company issued 50,000,000 shares to sophisticated investors at an issue
price of AU$0.03 per share to raise AU$1,500,000 in working capital.
11. On 9 February 2021, the Company issued 1,069,923 shares at an issue price of AU$0.025191 per
share following the conversion of 25 convertible notes, each with a face value of AU$1,000, and the
payment to the noteholders of AU$1,952.05 in interest.
12. Effective as of 30 June 2021, the Company issued 3,996,862 shares at an issue price of AU$0.0173
per share following the conversion of 62 convertible notes, each with a face value of AU$1,000, and
the payment to the noteholders of AU$7,028.49 in interest.
13. On 2 July 2021, the Company issued 4,000,000 shares to Directors following the conversion of
4,000,000 performance rights.
14. On 2 July 2021, the Company issued 3,000,000 shares to executives following the receipt of
shareholder approval.
15. On 12 November 2021, the Company issued 1,078,868 shares to John Dougall at an issue price of
AU$0.04635 per share in lieu of AU$50,000 in Director fees.
16. On 12 November 2021, the Company issued 500,000 shares to entity associated with Scott Russell
in consideration for the receipt of esports consulting services.
17. On 12 November 2021, the Company issued 2,000,000 shares in part consideration for work
undertaken towards the development of an artificial intelligence esports predictor.
18. On 3 December 2021, the Company issued 80,000,000 shares at an issue price of AU$0.035 per
share to raise AU$2,800,000 in working capital.
19. On 23 March 2022, the Company issued 250,000 shares to Livewire Group International Pty Ltd in
consideration for the provision of media, marketing, loyalty and sponsorship advisory services.
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Group
in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no
par value and the Group does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon
a poll each share shall have one vote.
Share buy-back
There is no current on-market share buy-back.
Capital risk management
When managing capital, management’s objective is to ensure the entity continues as a going concern as well
as to maintain optimal returns to shareholders and benefits for other stakeholders. Management also aims to
maintain a capital structure that ensures the lowest cost of capital available to the entity.
In order to maintain or adjust the capital structure, the entity may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares, enter into joint ventures or sell assets.
The entity does not have a defined share buy-back plan.
No dividends were paid in 2022 (2021: nil) and no dividends are expected to be paid in 2022.
There is no current intention to incur debt funding on behalf of the Group
The Group is not subject to any externally imposed capital requirements.
39
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
14. Reserves
Reserves
Share-based payments reserve
As at 1 July 2021
Share based payments
Conversion of rights
Underwriter options – transaction costs on share issue
As at 30 June 2022
Foreign currency reserve
As at 1 July 2021
Foreign currency translation
As at 30 June 2022
Nature and purpose of reserves
Share-based payment reserve
Consolidated
2022
US$
2021
US$
1,083,076
140,081
(95,565)
49,335
1,176,927
474,168
242,278
(35,215)
401,845
1,083,076
(232,203)
(83,917)
(316,120)
(149,623)
(82,580)
(232,203)
The share-based payments reserve records the value of share options and performance rights issued by the
Group.
Foreign currency reserve
The reserve is used to recognise exchange differences arising from translation of the financial statements of
international operations to US dollars. It is also used to recognise gains and losses on hedges of the net
investments in foreign operations.
15. Notes to Statement of Cash Flows
(a) Reconciliation of net cash used in operating activities to operating loss after income tax
Consolidated
2022
US$
2021
US$
(1,714,648)
(1,479,219)
2,259
266,958
-
20,045
369,036
412
(1,258)
74,412
(1,372,277)
13,430
(20,038)
(1,096,334)
Operating loss after tax
Add non-cash items:
Depreciation and amortisation
Share-based payments expense
Interest expense on lease liability
Changes in net assets and liabilities:
Movement in receivables
Movement in payables
Net cash flow used in operating activities
40
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(b) Non-cash financing and investing activities
Shares issued for provision of services
16. Parent Information
ASSETS
Current assets
Non-current assets
TOTAL ASSETS
LIABILITIES
Current liabilities
TOTAL LIABILITIES
Consolidated
2022
US$
2021
US$
258,877
258,877
434,361
434,361
Parent
2022
US$
2021
US$
1,703,835
-
1,703,835
1,304,665
-
1,304,665
119,204
119,204
60,979
60,979
NET (LIABILITIES)/ASSETS
1,584,631
1,243,686
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
Loss for the year
Total comprehensive loss
13,707,344
667,658
(12,790,371)
1,584,631
11,661,989
833,683
(11,251,986)
1,243,686
(1,538,385)
(1,538,365)
(1,562,102)
(1,562,102)
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2022 (2021: nil)
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment at as 30 June
2022 and 30 June 2021.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the consolidated entity,
as disclosed in note 2.
41
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
17. Related Party Transactions
(a) Directors and Specified Executives
The names and positions held by key management personnel in office at any time during the year are:
J Dougall
T Lapping
M Higginson
Non-Executive Director and Chair
Director and CEO
Non-Executive Director
All of the above persons were key management personnel during the year ended 30 June 2022.
(b) Key management personnel remuneration
Short-term employee benefits
(c) Payables to key management personnel
Consolidated
2022
US$
331,329
331,329
2021
US$
376,937
376,937
Amounts payable to Directors and Director related entities
at the end of the financial year, included in current
liabilities
43,937
45,870
(d) Other transactions with key management personnel
During the year the Group paid rent of US$4,355 (2021: US$2,613) to Mr Higginson for the
provision of the Group’s registered and principal office.
There were no other sale or purchase related transactions between the Group and key
management personnel during the year ended 30 June 2022 (2021: nil).
(e) Other transactions with related parties
Following the receipt of shareholder approval on 10 November 2021, on 12 November 2021 the
Company issued 1,078,868 shares to Mr Dougall in lieu of cash fees for the 2021 financial year
totaling AU$50,000.
Following the attainment on or before 31 December 2021 of an aggregate of in excess of 3,000,000
new unique users on the Company’s OlahBola app, on 2 July 2021 4,000,000 Class B performance
rights converted into 4,000,000 shares. The 4,000,000 shares were issued as follows:
John Dougall – 1,000,000
Tom Lapping – 2,000,000
Michael Higginson – 1,000,000
There were no other transactions with related parties throughout the year.
(f) Other Entities
There were no other transaction with other entities.
42
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
18. Share based payments
Recognised share-based payment expenses
Consolidated
2022
US$
2021
US$
Shares issued for services rendered
126,877
126,758
Performance rights vesting over period – issued in prior year
Forfeiture of performance options issued in prior year
Forfeiture of performance rights issued in prior year
Options issued for services rendered
Performance rights vesting over a period – issued in prior year
-
-
-
-
-
-
32,700
107,381
266,958
56,166
186,112
369,036
Underwriter options – transaction costs on share issue
49,335
401,845
Employee Securities Incentive Plan
On 15 January 2021, the Group established an Employee Securities Incentive Plan that allows for
securities to be granted to eligible employees and officers of the Group. The number of securities
that can be issued under the plan cannot exceed 19,833,383. The terms and conditions of the
securities issued under the plan are at the discretion of the Board.
(a) Performance rights
Performance rights granted during the 12 months ending 30 June 2022 were as follows:
On 2 July 2021, 6,000,000 performance rights were issued in accordance with the Company’s
Employee Securities Incentive Plan.
On 2 July 2021, 4,000,000 shares were issued following the conversion of 4,000,000 performance
rights to the following Directors:
1,000,000 shares were issued to John Dougall;
2,000,000 shares were issued to Tom Lapping; and
1,000,000 shares were issued to Michael Higginson.
On 5 January 2022, 4,000,000 performance rights (held by Directors) lapsed.
On 1 May 2022, 3,000,000 of the performance rights issued in accordance with the Company’s
Employee Securities Incentive Plan lapsed.
On 3 February 2022, 2,500,000 performance rights were issued following the appointment of Scott
Russell as the Company’s Chief Commercial Officer.
On 23 March 2022, 1,500,000 performance rights were issued to Livewire Group International Pty
Ltd following their appointment as the Company’s media, marketing, loyalty and sponsorship
advisor.
Performance rights granted during the 12 months ending 30 June 2021 were as follows:
i)
4,000,000 performance rights were granted on 26 August 2020 to Rob Davies, 2,000,000
converting on securing a Tier 1 partnership on or before 31 August 2021 and 2,000,000
43
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
converting on the attainment of 1,000,000 new unique users on the Company’s OlahBola or
Kita Garuda apps on or before 31 August 2021;
following the receipt of shareholder approval on 15 January 2021, 4,000,000 performance
rights were granted on 22 January 2021 to John Dougall, converting on the Company
achieving breakeven operating cash flow for any 6 month period up to and including 31
December 2022; and
following the receipt of shareholder approval on 15 January 2021, 12,000,000 performance
rights were granted on 22 January 2021 as follows:
ii)
iii)
4,000,0000 Class A performance rights, converting on the VWAP of the Company’s
shares trading on ASX exceeding AU$0.08 per share over 7 consecutive days on or
before 31 December 2021;
4,000,0000 Class B performance rights, converting on attainment on or before 31
December 2021 of not less than 3,000,000 new unique OlahBola users; and
4,000,000 Class C performance rights, converting on the achievement of a positive
EBITDA (with all share based payments being excluded from the EBITDA calculation)
during any 6 month period up to and including 31 December 2022.
On 20 October 2020, 2,000,000 performance rights granted to Rob Davies were converted into
2,000,000 shares following the attainment of 1,000,000 new unique users on the Company’s
OlahBola app.
On 2 July 2021, 4,000,000 Class B performance rights were converted into shares following the
attainment of 3,000,000 new unique users on the Company’s OlahBola app.
(b) Options
During the year a total of 66,400,000 options were issued as follows:
Grant date
Date of Expiry
2 July 2021
.2 July 2021
12 November 2021
12 November 2021
12 November 2021
3 December 2021
3 February 2022
3 February 2022
3 February 2022
3 February 2022
4 February 2022
16 December 2022
1 July 2023
30 April 2023
31 May 2023
30 June 2023
16 December 2022
31 October 2023
31 November 2023
31 December 2023
31 December 2023
16 December 2022
Exercise
Price
AU$0.05
AU$0.05
AU$0.05
AU$0.10
AU$0.20
AU$0.05
AU$0.05
AU$0.10
AU$0.20
AU$0.05
AU$0.05
Number Under
Option
5,900,0001
6,000,000
1,000,000
1,000,000
1,000,000
40,000,000
1,000,000
1,000,000
1,000,000
2,500,000
6,000,000
1 On 2 July 2021, the Company issued 5,900,000 options at an exercise price of AU$0.05 per
share and expiring 16 December 2022, however, the grant date is deemed to have been 2
February 2021
44
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
Following options were granted in the 12 months ending 30 June 2022.
On 2 July 2021, the Company issued 6,000,000 in incentive options at an exercise price of
AU$0.05 per share and expiring 1 July 2023.
Grant date
Dividend yield (%)
Expected price volatility
Risk-free interest rate (%)
Expected life of options (years)
Option exercise price (AU$)
Option exercise price in AU$ translated to US$ at grant date
Share price at grant date AU$
Share price in AU$ translated to US$ at grant date
Number of options issued
FV at grant date (AU$)
FV at grant date (US$)
2 July 2021
-
100%
0.05%
2
0.05
0.037
0.027
0.0202
6,000,000
55,800
41,660
On 12 November 2021, the Company issued AiDriven 1,000,000 options at an exercise price of
AU$0.05 per share and expiring 30 April 2023, 1,000,000 options at an exercise price of
AU$0.010 per share and expiring 31 May 2023 and 1,000,000 options at an exercise price of
AU$0.20 per share and expiring 30 June 2023.
Grant date
Dividend yield (%)
Expected price volatility
Risk-free interest rate (%)
Expected life of options (years)
Option exercise price (AU$)
Option exercise price in AU$ translated
to US$ at grant date
Share price at grant date AU$
Share price in AU$ translated to US$ at
grant date
Number of options issued
FV at grant date (AU$)
FV at grant date (US$)
12 November
2021
-
100%
0.05%
1.47
0.05
0.036
0.033
0.024
1,000,000
10,800
7,869
12 November
2021
-
100%
0.05%
1.55
0.10
0.073
12 November
2021
-
100%
0.05%
1.64
0.20
0.14
0.033
0.024
1,000,000
6,300
4,590
0.033
0.024
1,000,000
3,200
2,332
On 3 December 2021, the Company issued 40,000,000 free attaching options on a 1 for 2 basis,
expiring 16 December 2022 in relation to the Novus placement.
45
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
On 3 February 2022, the Company issued AiDriven 1,000,000 options at an exercise price of
AU$0.05 per share and expiring 31 October 2023, 1,000,000 options at an exercise price of
AU$0.010 per share and expiring 31 November 2023 and 1,000,000 options at an exercise price
of AU$0.20 per share and expiring 31 December 2023
Grant date
Dividend yield (%)
Expected price volatility
Risk-free interest rate (%)
Expected life of options (years)
Option exercise price (AU$)
Option exercise price in AU$
translated to US$ at grant date
Share price at grant date AU$
Share price in AU$ translated to
US$ at grant date
Number of options issued
FV at grant date (AU$)
FV at grant date (US$)
1 31 January
2022
-
100%
0.05%
1.75
0.05
0.035
1 31 January
2022
-
100%
0.05%
1.83
0.10
0.07
1 31 January
2022
-
100%
0.05%
1.92
0.20
0.14
0.036
0.025
0.036
0.025
0.036
0.025
1,000,000
14,692
10,461
1,000,000
9,264
6,595
1,000,000
5,174
3,683
1 These 3,000,000 options were issued on 3 February 2022, however, the grant date is deemed to
have been 31 January 2022.
On 3 February 2022, the Company issued 2,500,000 in incentive options to Scott Russell at an
exercise price of AU$0.05 per share and expiring 31 December 2023.
Grant date
Dividend yield (%)
Expected price volatility
Risk-free interest rate (%)
Expected life of options (years)
Option exercise price (AU$)
Option exercise price in AU$
translated to US$ at grant date
Share price at grant date AU$
Share price in AU$ translated to
US$ at grant date
Number of options issued
FV at grant date (AU$)
FV at grant date (US$)
1 31 January
2022
-
100%
0.80%
1.9
0.05
0.035
0.038
0.027
2,500,000
42,398
30,087
1 These 2,500,000 options were issued on 3 February 2022, however, the grant date is deemed to
have been 31 January 2022.
46
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
(c) Underwriter options – transaction costs on share issue
On 4 February 2022, the Company issued 6,000,000 options in part consideration of Novus
Capital Ltd acting as Lead Manager for Company's $2.8m share placement at an exercise price
of AU$0.05 per share and expiring 16 December 2022.
Grant date
Dividend yield (%)
Expected price volatility
Risk-free interest rate (%)
Expected life of options (years)
Option exercise price (AU$)
Option exercise price in AU$
translated to US$ at grant date
Share price at grant date AU$
Share price in AU$ translated to
US$ at grant date
Number of options issued
FV at grant date (AU$)
FV at grant date (US$)
1 31 January
2022
-
100%
0.78%
0.87
0.05
0.035
0.037
0.025
6,000,000
69,000
49,355
1 These 6,000,000 options were issued on 4 February 2022, however, the grant date is deemed to
have been 31 January 2022.
47
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
2022
2021
Number of
Options
At beginning of reporting year
Granted during the year
- Lapsed
- Exercised
Balance the end of reporting year
Exercisable at end of reporting year
117,750,000
66,400,000
(20,000,000)
-
164,150,000
164,150,000
Weighted
Average
Exercise
Price
US$
0.041
0.069
-
Number of
Options
21,000,000
97,750,000
(1,000,000)
-
117,750,000
117,750,000
Weighted
Average
Exercise
Price
US$
0.050
0.200
-
The following table sets out the movements in the number of options throughout the year:
Grant
date
Expiry
date
Balance at
start of
year
Number
issued
during
year
Number
exercised
during year
Number
expired
during
year
Balance
at end of
year
Number
exercisable
at end of
year
12 Sept 19 30 Sept 21 20,000,000
15 Jan 21 16 Dec 22 47,750,000
4 Feb 21 16 Dec 22 50,000,000
2 July 21 16 Dec 22
2 July 21 1 July 23
12 Nov 21 30 Apr 23
12 Nov 21 31 May 23
12 Nov 21 30 Jun 23
3 Dec 21 16 Dec 22
3 Feb 22 31 Oct 23
3 Feb 22 31 Nov 23
3 Feb 22 31 Dec 23
4 Feb 22 16 Dec 22
-
-
-
- 5,900,000
- 6,000,000
- 1,000,000
- 1,000,000
- 1,000,000
- 40,000,000
- 1,000,000
- 1,000,000
- 3,500,000
- 6,000,000
117,750,000 66,400,000
Total
- (20,000,000)
-
-
47,750,000
-
50,000,000
-
5,900,000
-
6,000,000
-
1,000,000
-
1,000,000
-
1,000,000
-
40,000,000
-
1,000,000
-
1,000,000
-
3,500,000
6,000,000
-
- (20,000,000)164,150,000 164,150,000
-
- 47,750,000
- 50,000,000
5,900,000
-
6,000,000
-
1,000,000
-
1,000,000
-
-
1,000,000
- 40,000,000
1,000,000
-
1,000,000
-
3,500,000
-
6,000,000
-
(d) Shares issued for services rendered
On 2 July 2021, 4,000,000 shares were issued following the conversion of 4,000,000 performance rights
and a further 3,000,000 incentive shares were issued in accordance with the Company’s incentive
scheme.
On 12 November 2021, the following shares were issued:
1,078,868 shares were issued to John Dougall in lieu of Director fees of AU$50,000;
500,000 shares were issued to Knew Land Pty Ltd in consideration for consulting services; and
2,000,000 shares were issued to AiDriven Pty Ltd in part consideration for the development of
the Company’s esports predictor.
On 23 March 2022, 250,000 shares were issued to Livewire Group International Pty Ltd in consideration
for the provision of marketing services.
48
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
19. Auditors’ Remuneration
Audit of the financial statements - RSM Australia Partners
Audit or review of financial reports
Audit services - Network firms
Audit or review of the financial statements - RSM Chio Lim LLP
Consolidated
2022
US$
2021
US$
40,812
40,812
35,321
35,321
11,031
11,031
51,843
9,773
9,773
45,094
20.
Commitments
There are no outstanding commitments as at 30 June 2022 (2021: Nil).
21. Financial Risk Management Objectives and Policies
The Group’s principal financial instruments comprise cash and short-term deposits.
The main purpose of these financial instruments is to finance the Group’s operations. The Group has
various other financial assets and liabilities such as trade receivables and trade payables, which arise
directly from its operations. It is, and has been throughout the entire year under review, the Group’s policy
that no trading in financial instruments shall be undertaken.
The main risks arising from the Group’s financial instruments are cash flow interest rate risk and equity
price risk. Other minor risks are either summarised below or disclosed at note 9 in the case of credit risk
and note 13 in the case of capital risk management. The Board reviews and agrees policies for managing
each of these risks.
Cash Flow Interest Rate Risk
The Group’s exposure to the risks of changes in market interest rates relates primarily to the Group’s
short-term deposits with a floating interest rate. These financial assets with variable rates expose the
Group to cash flow interest rate risk. The Group’s borrowings which are fixed rate convertible notes
expose the Group to fair value risk. All other financial assets and liabilities in the form of receivables and
payables are non-interest bearing. The Group does not engage in any hedging or derivative transactions
to manage interest rate risk.
The following tables set out the carrying amount by maturity of the Group’s exposure to interest rate risk
and the effective weighted average interest rate for each class of these financial instruments.
The Group has not entered into any hedging activities to cover interest rate risk. In regard to its interest
rate risk, the Group does not have a formal policy in place to mitigate such risks.
49
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
Consolidated
2021
Financial assets
Cash and cash equivalents
Trade and other
receivables
Total financial assets
Financial liabilities
Trade and other payables
Total financial liabilities
Net financial assets
Interest
Rate
1 year or
less
US$
Over 1-
5 years
US$
Notes
Non-
interest
bearing
US$
Total
US$
0%
8
9
12
-
-
-
-
-
- 1,377,257
1,377,257
1,942
1,942
- 1,379,199
1,379,199
-
-
-
137,340
137,399
137,340
1,241,859
137,399
1,241,859
Consolidated
Notes
2022
Financial assets
Cash and cash equivalents
Trade and other receivables
Total financial assets for
continuing operations
Financial liabilities
Trade and other payables
8
9
12
Total financial liabilities
Net financial assets
Interest rate sensitivity
Interest
Rate
1 year or
less
US$
Over 1-
5 years
US$
Non-
interest
bearing
US$
Total
US$
0%
-
-
-
-
-
-
- 1,761,612
3,076
-
- 1,764,688
1,761,612
3,076
1,764,688
-
182,179
182,179
-
182,179
- 1,582,509
182,179
1,582,509
At 30 June 2022, if interest rates had changed by 15% during the entire year with all other variables held
constant, income for the year and equity would have been nil lower/higher (30 June 2021: Nil), as a result
of lower/higher interest income from cash and cash equivalents.
At 30 June 2022, if interest rates had changed by 15% during the entire year with all other variables held
constant, income for the year and equity would have been nil lower/higher (30 June 2021: Nil), as a result
of lower/higher interest income from borrowings.
A sensitivity of 15% (15%: 2021) has been selected as this is considered reasonable given the current
level of both short term and long term Australian interest rates. A 15% sensitivity would move short term
interest rates at 30 June 2022 from around 0.25% to 0.287% representing a 0.0375 basis point increase.
Market expectations are that interest rates in Australia are more likely to move up than down in
subsequent periods.
Based on the sensitivity analysis only interest revenue from variable rate deposits and cash balances are
impacted resulting in a decrease or increase in overall income.
50
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
Liquidity risk
The Group manages liquidity risk by maintaining sufficient cash reserves and marketable securities, and
through the continuous monitoring of budgeted and actual cash flows.
Contracted maturities of payables at 30 June
Payable
- less than 6 months
Foreign exchange risk
Note
Weighted
average
interest rate
Consolidated
2022
US$
2021
US$
12
-
182,179
182,179
137,340
137,340
The Group has cash and cash equivalents denominated in AU$ of US$1,719,194 (2021: US$1,304,665).
At 30 June 2022, if USD/AUD rates had changed by 15% with all other variables held constant, loss for
the year and equity would have been US$257,879 lower/higher (30 June 2021: US$195,700), as a result
of with change in fair value of cash and cash equivalents.
A sensitivity of 15% (15%: 2021) has been selected as this is considered reasonable given the current
level of volatility in the USD/AUD rate.
Net fair values
For financial assets and liabilities, the net fair value approximates their carrying value. No financial assets
and financial liabilities are readily traded on organised markets in standardised form, other than listed
investments. The consolidated entity has no financial assets where carrying amount exceeds net fair
values at balance date.
22. Segment Information
For management purposes the Group is organised into two strategic units:
- corporate head office in Australia
- technology development and marketing based in Singapore
- operations in Indonesia
Such structural organisation is determined by the nature of risks and returns associated with each business
segment and define the management structure as well as the internal reporting system. It represents the
basis on which the Group reports its primary segment information to the Board.
The operating segment analysis presented in these financial statements reflects operations analysis by
business. It best describes the way the Group is managed and provides a meaningful insight into the
business activities of the Group.
The following table presents details of revenue and operating loss by business segment as well as
reconciliation between the information disclosed for reportable segments and the aggregated information
in the financial statements. The information disclosed in the table below is derived directly from the
internal financial reporting system used by the Board of Directors to monitor and evaluate the
performance of our operating segments separately.
51
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
Consolidated - 2021
Revenue
Intersegment sales
Income
Total segment income
Intersegment eliminations
Total revenue
Australia
US$
Singapore
US$
Indonesia
US$
China
US$
Total
US$
-
1,828
1,828
-
-
16,078
16,078
-
-
22,664
22,664
-
-
-
-
-
-
40,570
40,570
-
40,570
EBITDA
Loss before income tax
expense
Income tax expense
Loss after income tax expense
Material items include:
Share based payments
Depreciation
(838,739)
(546,604)
(50,707)
- (1,436,050)
(854,615)
-
(854,615)
(573,897)
-
(573,897)
(50,707)
-
(50,707)
(369,036)
-
-
(20,045)
-
-
- (1,479,219)
-
-
(1,479,219)
-
-
(369,036)
(20,045)
Assets
Segment assets
Total assets
Liabilities
Segment liabilities
Intersegment eliminations
Total liabilities
Consolidated - 2022
Revenue
Intersegment sales
Income
Total segment income
Intersegment eliminations
Total revenue
1,304,665
1,304,665
66,898
66,898
9,766
9,766
- 1,381,329
1,381,329
60,979
-
60,979
3,057,737
(2,984,695)
73,042
58,101
(54,782)
3,319
- 3,176,817
- (3,039,477)
137,340
-
Australia
US$
Singapore
US$
Indonesia
US$
China
US$
Total
US$
-
2,140
2,140
-
-
23,099
23,099
-
-
16,795
16,795
-
-
-
-
-
-
42,034
42,034
-
42,034
EBITDA
Loss before income tax
expense
Income tax expense
Loss after income tax expense
Material items include:
Share based payments
Depreciation
(987,435)
(511,705)
(101,112)
(112,137) (1,712,389)
(987,435)
-
(513,964)
-
(101,112)
-
(112,137) (1,714,648)
-
-
(1,714,648)
(266,958)
-
(2,259)
-
-
-
-
(266,958)
(2,259)
Assets
Segment assets
Total assets
Liabilities
Segment liabilities
Intersegment eliminations
Total liabilities
1,719,194
43,364
4,252
- 1,766,810
1,766,810
210,524
(91,320)
119,204
4,431,778
(4,368,803)
62,975
150,106
(150,106)
-
108,351 4,850,374
(108,351) (4,668,195)
182,179
-
52
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
23. Subsequent Events
On 6 July 2022, the Company announced that it had entered into a mutually beneficial marketing and
sponsorship agreement with Indonesia’s premier junior football leagues, Liga Top Skor. In consideration
for SportsHero agreeing to sponsor the 2022-23 Liga Top Skor youth football leagues, Top Skor have
agreed to actively promote “OlahBola Ellevate” to their youth football players, clubs and leagues across
Indonesia. OlahBola Ellevate is the Company’s Indonesia football talent scouting app (refer Operations
Report).
On 7 July 2022, the Company announced that Logitech (China) Technology Co Ltd (a wholly owned
subsidiary of Swiss multinational Logitech International SA) had agreed to be the first commercial sponsor
for the Company’s recently launched Chinese app on Wechat.
On 18 August 2022, the Company announced the launch of its first ever tier 1 professional esports prediction
tournament in Australia, which was launched on 23 August 2022.
On 31 August 2022 SportsHero soft launched its co-branded initial esports tournament in partnership with
Wuhan Esports Association (the 2nd largest esports association in China).
On 21 September 2022, the Company announced that EsportsHero has entered into a two year (with a two
year automatic renewal) Australian Gift Card Supplier Agreement with digital gift card giant Prezzee Pty Ltd.
Prezzee operates a leading global gifting platform with operations in North America, United Kingdom, Australia
and New Zealand.
24. Contingent Liabilities and Contingent Assets
The Group does not have any contingent liabilities or contingent assets as at 30 June 2022 (2021: Nil).
25. Investment in Controlled Entities
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly-
owned subsidiaries in accordance with the accounting policy described in note 2:
Country of
Incorporation
Principal
Activities
Functional
Currency
Ownership
%
Australia
Parent
Australian
Dollars (AUD)
Parent entity
SportsHero Limited
Name of Controlled
Entity
Sportz Hero Pty Limited
Australia
Investment holding
SportsHero Enterprise
Pte Ltd
Singapore
PT Sport Hero
Indonesia
Indonesia
Technology
development &
marketing
Operations
Zongheng (Shanghai)
Esports Information
Technologies Co Ltd 1
China
Operations
EsportsHero Pty Ltd 2
Australia
Operations
53
Australian
Dollars (AUD)
Singapore
Dollars (SGD)
Indonesia
Rupiah (IDR)
Chinese Yuan
(CNY)
Australian
Dollars (AUD)
100%
100%
100%
100%
100%
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
NOTES TO THE FINANCIAL STATEMENTS
1. On 16 February 2022, SportsHero facilitated the incorporation of Zongheng (Shanghai) Esports Information Technologies Co Ltd
(Zongheng) in the Peoples Republic of China. On 12 May 2022, SportsHero executed a Deed of Trust with the sole shareholder of
Zongheng which confirmed that 100% of the issued share capital of Zongheng was held in trust by the shareholder for SportsHero.
2. SportsHero previously held 50% of the issued share capital of EsportsHero Pty Ltd, which was incorporated as a joint venture
entity on 15 January 2019. On 23 August 2021, SportsHero paid $15,000 to its former joint venture partner to terminate the joint
venture and gain 100% control of EsportsHero Pty Ltd. The $15,000 paid was fully expensed and that no balance sheet
consideration was acquired as this was a dormant entity and was not a business combination.
26. Company Details
The registered office and principal place of business of the Group is:
36 Prestwick Drive
Twin Waters, QLD 4564
54
SPORTSHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
DIRECTORS’ DECLARATION
In accordance with a resolution of the Directors of SportsHero Limited, I state that:
In the opinion of the Directors:
(a) the financial statements and notes of the consolidated entity are in accordance with the
Corporations Act 2001, including:
(i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2022
and of its performance for the year ended on that date; and
(ii) complying with the Australian Accounting Standards (including the Australian Accounting
Interpretations) and Corporations Regulations 2001; and
(b) the financial statements and notes also comply with International Financial Reporting Standards
as disclosed in note 2; and
(c) there are reasonable grounds to believe that the Group will be able to pay its debts as and when
they become due and payable.
This declaration has been made after receiving the declarations required to be made to the Directors in
accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2022.
Signed in accordance with a resolution of Directors made pursuant to section 295(5)(a) of the
Corporations Act 2001.
On behalf of the Board
John Dougall
Chairman
Dated this 30th day of September 2022
55
Level 32 Exchange Tower, 2 The Esplanade Perth WA 6000
GPO Box R1253 Perth WA 6844
RSM Australia Partners
T +61 (0) 8 9261 9100
F +61 (0) 8 9261 9111
www.rsm.com.au
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of SportsHero Limited
Opinion
We have audited the financial report of SportsHero Ltd (Company) and its subsidiaries (Group), which comprises
the statement of financial position as at 30 June 2022, the statement of comprehensive income, the statement of
changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies, and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i)
Giving a true and fair view of the Group's financial position as at 30 June 2022 and of its financial
performance for the year then ended; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the audit of the financial report section of our
report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (Code) that are relevant to our audit of the financial report
in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent
accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matter
How our audit addressed this matter
Share-based payment
Refer to Note 18 in the financial statements
In accordance with AASB 2 Share-based Payment, the
Group recognised share based payment expenses and
capital raising costs from the issue of options and
performance rights:
2,500,000 performance rights with market vesting
conditions. Management used a valuation model to
value these rights and estimated the length of the
expected vesting period.
7,500,000 performance rights were granted with
non-market based vesting conditions. Management
was required to assess the probability of achieving
the non-market performance conditions attached to
the rights.
6,000,000 options were issued to lead managers
(capital raising costs) and 15,000,000 options were
issued as consideration for services rendered.
We determined this to be a key audit matter due to the
material amount of the share-based payment and the
significant judgement involved in assessing the fair
value of the transactions in accordance with AASB 2
Share-based Payment.
Our audit procedures included:
Reading the key terms and conditions of the
performance rights and options issued;
Obtaining the valuation models prepared by
management and assessing whether the models
were appropriate for valuing the performance
rights and options;
Assessing management’s determination of the
the non-market
the
probability of achieving
performance conditions attached
performance rights;
to
Assessing the mathematical accuracy of the
computation and the apportioned expense over
the vesting period;
Challenging
the
reasonableness of key
assumptions used by management to value the
options; and
Assessing
the relevant disclosures
the
financial statements to ensure compliance with
Accounting Standards.
in
Other information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2022 but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor's responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This
description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the directors' report for the year ended 30 June 2022.
In our opinion, the Remuneration Report of SportsHero Limited, for the year ended 30 June 2022, complies with
section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 30 September 2022
ALASDAIR WHYTE
Partner
SPORTHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
SHAREHOLDER INFORMATION
Additional information required by Australian Securities Exchange Limited and not shown elsewhere in
this Annual Report is as follows. The information is made up to 19 September 2022.
Distribution schedules of security holders
Fully
Paid
Shares
AU$0.05
Options
Expiring
16/12/22
AU$0.05
Options
Expiring
1/7/23
1 -1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Number of
Holders
155
197
137
545
336
1,370
2
0
0
22
115
139
Holders of non-marketable parcels
-
-
-
-
3
3
AU$0.05
Options
Expiring
30/4/23,
31/10/23
&
31/12/23
-
-
-
-
1
1
AU$0.10
Options
Expiring
31/5/23
&
30/11/23
AU$0.20
Options
Expiring
30/6/23
&
31/12/23
Performa
nce
Rights
-
-
-
-
1
1
-
-
-
-
1
1
-
-
-
-
8
8
There are 725 fully paid ordinary shareholders who hold less than a marketable parcel of shares.
Twenty largest holders
The names of the twenty largest shareholders are:
IPV CAPITAL II HK LIMITED
1
2 MR ADRIAN PAUL + MRS NOELENE PAUL
3 MR RODNEY LAURENCE STAGGARD
4 MR COLIN JEE FAI LOW
5 SUNSHORE HOLDINGS PTY LTD
6 MR AHMAD FUAD BIN MD ALI
7 TIMRIKI PTY LTD
8 HSBC CUSTODY NOMINEES (AUSTRALIA) LTD
9 HAPPINESS INVESTMENTS PTY LTD
10 COLIN JEE FAI LOW
11 JOHN LEAONARD WOODWARD
12 TOBY LEI
13 BNP PARIBAS NOMINEES PTY LTD
14 MR THOMAS NAPONG LAPPING TONAVANIK
15 J & TW DEKKER PTY LTD
16 ONE MANAGED INVESTMENT FUNDS LIMITED
17 MR COLIN JEE FAI LOW
18 MR TOBY LEI
19 MR MICHAEL MARNEWICK
20 MR PETER HOWELLS
59
Number of
shares
47,898,000
25,777,728
18,500,000
18,300,000
17,682,000
17,000,000
16,532,000
15,948,338
11,639,188
11,400,000
10,826,990
9,293,809
9,132,444
8,357,143
8,320,216
8,285,000
8,273,642
7,000,000
6,694,298
6,500,000
283,360,796
% Held
8.41
4.52
3.25
3.21
3.1
2.98
2.9
2.8
2.04
2
1.9
1.63
1.6
1.47
1.46
1.45
1.45
1.23
1.17
1.14
49.71
SPORTHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
SHAREHOLDER INFORMATION
The names of the twenty largest option holders are:
1 W I G PTY LTD
2 MR PETER DARREN RUSSELL
3 MR RODNEY JAMES WELLSTEAD
4 MR BILAL AHMAD
5 FIRST GROWTH FUNDS LIMITED
6 ACTIV8 CAPITAL VENTURES PTY LTD
7 ALLGREEN HOLDINGS PTY LTD
8 MERRILL LYNCH (AUSTRALIA) NOMINEES P/L
9 MR COLIN JEE FAI LOW
10 CALMA SUPER PTY LTD
11 MR JOHN LEONARD WOODWARD
12 MR STEVEN PANOMARENKO
13 MS ANGELA MARGARET DAY
14 MR TOBY LEI
15 ONE MANAGED INVESTMENT FUNDS LIMITED
16 MR MATTHEW SPARTALIS
17 MR BRADY THOMAS CARROLL
18 LJM CAPITAL CORPORATION PTY LTD
19 HAWERA PTY LTD
20 MR STEVEN LYLE HADJIFOTIS
Restricted securities
The Group has no Restricted Securities on issue.
Unquoted equity securities
Number of
options
15,000,000
10,000,000
10,000,000
8,800,000
7,666,667
5,500,000
5,000,000
5,000,000
5,000,000
4,371,428
3,742,857
3,202,062
2,750,000
2,185,500
2,142,500
2,000,000
2,000,000
1,850,000
1,800,000
1,711,083
99,722,097
% Held
10.02
6.68
6.68
5.88
5.12
3.68
3.34
3.34
3.34
2.92
2.5
2.14
1.84
1.46
1.43
1.34
1.34
1.24
1.2
1.14
66.63
Options exercisable at AU$0.05 and expiring 1 July 2023
Options exercisable at AU$0.05 and expiring 30 April 2023
Options exercisable at AU$0.10 and expiring 31 May 2023
Options exercisable at AU$0.20 and expiring 30 June 2023
Options exercisable at AU$0.05 and expiring 31 October 2023
Options exercisable at AU$0.10 and expiring 30 November 2023
Options exercisable at AU$0.20 and expiring 31 December 2023
Options exercisable at AU$0.05 and expiring 31 December 2023
Performance rights
Number on
issue
6,000,000
Number of
holders
3
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
2,500,000
15,000,000
1
1
1
1
1
1
1
8
60
SPORTHERO LIMITED
ANNUAL REPORT 30 JUNE 2022
SHAREHOLDER INFORMATION
Names of persons holding more than 20% of a given class of unquoted securities (other than
incentive securities)
AiDriven Pty Ltd holds 100% of the options for each of the following 6 classes.of options:
Options expiring 30 April 2023, 31 May 2023, 30 June 2023, 31 October 2023, 30 November 2023 and
31 December 2023.
Substantial shareholder
IPV Capital II HK Limited
On-market buy-back
There is no current on-market buy-back.
Acquisition of voting shares
No. of
Shares Held
% of Shares
Held
47,898,000
8.41%
No issues of securities have been approved for the purposes of Item 7 of section 611 of the Corporations
Act 2001.
Voting Rights
Ordinary fully paid shares – on a show of hands, every member present in person or by proxy shall have
one vote and upon a poll, each member shall have one vote per share.
Tax status
The Group is treated as a public company for taxation purposes.
Franking credits
The Group has nil franking credits.
61