Semper Fortis Esports PLC (AQSE:SEMP) is to reboot through the acquisition of prize-draw firm GL Membership Ltd, and relaunch the business under the name Good Life+.
A £10 million deal sees the Aquis-listed firm acquire Good Life, an aspirational prize-draw company that currently has 21,000 active monthly subscribers.
Good Life runs daily prize draws for its members along with access to discounts and deals through marketing partnerships. It presently generates around £210,000 of monthly recurring revenue, which the company said represents around 144% growth over the past 12 months.
Through the transaction, and an accompanying £1.4 million equity raise, the aim is to enable rapid customer acquisition and an expansion of the business.
Semper Fortis noted that various new commercial relationships are under active discussion which the company believes have the potential to lead to rapid uptake of the subscription prize-draw service.
"With its mission to reinvent the winning experience by offering everyone a shot at the 'good life' and to revolutionise the prize draw sector by providing a more exciting, transparent and current offering with improved odds of winning facilitated through a monthly membership that also has member benefits,” Semper Fortis chair Keith Harris said in a statement.
He added: “We believe GL+ is a hugely dynamic business, led by an extremely ambitous management team, which is capable of significant growth, and that the acquisition presents the company and its shareholders with an exciting opportunity to invest in a new and disruptive daily prize draw business with significant upside potential."
The reboot will see Good Life management join the group, with 31-year-old Charlie Chadd becoming chief executive, alongside his brother and Good Life co-founder Joseph Chadd, 33; meanwhile, John Taylor, 39, and John Gordon, 51, who will join as non-executive directors.
Current Semper Fortis finance director Max Deeley will step down.
In addition to 21,000 active monthly users, Good Life also retains some 500,000 email subscribers and over 400,000 social media followers. The company noted that it has some 2,173 5* Trustpilot reviews.
Who are the Chadds?
Charlie Chadd previously worked at a London-based residential and commercial property investor and developer, before launching in 2017 a co-working space in Borough, fitting out an empty warehouse into a working hub for ‘young businesses’.
Alongside brother Joseph Chadd, whose CV includes a stint as a graduate trainee at JP Morgan before setting up a prestige car dealership in Kent, Charlie launched Good Life’s subscription business in 2021.
According to today’s statement, Charlie oversees “business strategy, product, marketing and finances” whilst Joseph oversees “commercial activity and making sure the business has the capital it needs to grow”.
John Gordon, joining as non-executive director, is the chief executive and co-founder of Incentive Games, a business-to-business software firm which has a client base including tier-1 online betting firms like Bet365, FanDuel and Live score.
The company’s other incoming non-executive director is John Taylor. He’s a former strategic communications officer for the Ministry of Defence, with a 20-year career in the army.
Taylor’s current directorships include non-executive positions at fellow Aquis firms Asimilar Group PLC, TAP Global PLC, IamFire PLC and AIM-quoted BrandShield Systems PLC (AIM:BRSD). He was previously a director at AIM-quoted firms Pathfinder Minerals (AIM:PFP) PLC, Sabien Technology Group PLC (AIM:SNT), and Bidstack PLC.
The deal
Semper Fortis is acquiring the share capital of GL Membership Limited for £10 million, issuing the sellers new shares priced a 2p each.
A new share consolidation is also intended to reduce every 10 existing Semper Fortis shares into 1 ordinary share.
The company is meanwhile raising £1.4 million, issuing 70 million new shares to existing and new investors at 2p per share.
Previously, the company subscribed for £250,000 of GL Membership loan notes.
As part of the transaction, the company also agrees to acquire certain assets owned by Chadd Media group (owned by the GL+ founders).
Upon completion of the share consolidation, acquisition and placing, the new company will trade on Aquis under the name Good Life Plus with the market ticker of 'GDLF'.