INTRODUCING FILE FORGE
Enterprise-Grade Filecoin Storage Infrastructure
File Forge offers a robust infrastructure platform designed for users who want a truly decentralized and secure Artificial Intelligence storage platform.
FEATURES
Our Team
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Jonathan Bixby
EXECUTIVE CHAIRMAN
Jonathan Bixby is a serial entrepreneur, active angel investor, board member and speaker. He has raised over $500M USD in venture capital and has created over $3B USD in market capitalization in startup companies around the world.
Jonathan has significant experience in the health care, gaming and fintech sectors, and in particular, was a founder and major investor in Argo Blockchain (ARB), Guild Esports (GILD) and Cellular Goods (CBX) – all listed on the London Stock Exchange. He is also the Executive Chairman of NFT Investments (NFT) admitted to trading AQUIS and he is on the board of Leaf Mobile (LEAF). Prior to this Jonathan was a founder, board member and investor in Koho Financial and Blue Mesa Health (Sold to Virgin Pulse). Previous to this, Jonathan was the CEO of Strangeloop Networks, a networking company which focused on providing hardware appliances in data centres to speed up web-based properties. Strangeloop was sold to Radware (RDWR) in 2013. Jonathan was a founder and Chair of the Board of Ironpoint Technology which provided technology-based content management services. Ironpoint was sold to Active Network (ACTV) in 2006.
In addition to his investing and entrepreneurial efforts, Jonathan has been active with several non-profit organizations. Jonathan is a sought-after speaker on the topics of cryptocurrency, angel capital investing, accelerators/incubators and entrepreneurship.
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Mike Edwards
NON-EXECUTIVE DIRECTOR
Mike Edwards has started and invested in technology companies for over 20 years. Mike invests in smart people with big ideas, and thrives on helping other entrepreneurs turn a napkin sketch into a prosperous business. He has invested in more than 40 technology start-ups including Punch’d, which was sold to Google, Summify, which was acquired by Twitter, Wander, which was acquired by Yahoo and PasswordBox, which was acquired by Intel. Mike has co-founded several companies including AreaConnect, which was sold to Marchex and Wylie Interactive, which was acquired by Zynga.
Mike is actively involved in growing and supporting the cryptocurrency start-up community and connecting local entrepreneurs with the right investors, mentors and influencers in Silicon Valley, New York, Europe and Asia. Mike co-founded Growlab, a seed stage accelerator focussing on consumer facing digital product, which later merged with Extreme Startups to create Canada’s Highline accelerator, and co-founded and is a board member of Creative Labs, a venture capital backed start-up foundry that builds consumer technology companies by leveraging the Creative Artist Agency’s access to talent and audience.
Mike was the co-founder and president of Argo Blockchain plc, a company established to provide cryptocurrency mining services and which was admitted to the Official List (by way of a Standard Listing) and to trading on the London Stock Exchange’s Main Market for listed securities in August 2018 with a market capitalisation of £48m] Argo had a market capitalisation of £1bn in February 2021. Argo was the first cryptocurrency company to be admitted to the Main Market.
Mike was also the co-founder of: Guild Esports plc, the first esports business to be admitted to trading on the Main Market; and Cellular Goods plc, the first producer of biosynthetic cannabinoids to join the London Stock Exchange.
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Patrick McBride
NON-EXECUTIVE DIRECTOR
Patrick McBride was a co-founder of Eight Capital and is well known for building Canada's public capital markets. He has raised capital or advised MindMed, Numinus, PsyBio, Cybin Corp, Harvest Health, Willow Biosciences and Charlotte's Web Holdings amongst others.
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Jonathan Hives
INDEPENDENT NON-EXECUTIVE DIRECTOR
Jonathan’s passion for financial services dates back to his university days, where he studied B.A. (Hons) Finance and Investment Management. At the age of 23 he left the UK to begin his journey in International Financial Planning, and having lived and worked in three continents, he has first-hand experience when it comes to cross-border financial planning. Over the last 12 years, he has built up invaluable experience by advising high net worth individuals and family estates, practising all areas of wealth and succession planning. Jonathan prides himself on the service he provides, which is highly personalised, proactive and bespoke to his client’s objectives. He is an active member of the Chartered Insurance Institute, where he holds the Diploma in Financial Planning. In addition, he holds Certificates in i) Discretionary Investment Management, ii) Financial Services and iii) Life and Pensions. He is also qualified as an Investment Adviser in the United States (Series 65) from his time working in New York.
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Nick Lyth
FINANCE DIRECTOR
Nick Lyth is a UK based, experienced finance director and qualified accountant with extensive experience advising quoted companies including AIM listed companies Univision Engineering Ltd, Altona Energy PLC and Taihua PLC. For two years, Mr. Lyth was Group Finance and Purchasing Director of Belle Group, a manufacturer of engineering equipment operating across Europe, the US and Asia. He was also Head of Finance at Fothergill Group, a UK manufacturer of technical industrial fabrics, between 1996 and 2003. In his early career, Nick was a management accountant at Courtaulds plc and Rotunda plc.
INVESTORS
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File Forge Technology PLC, incorporated on 1 November 2019 and registered in England and Wales under the Companies Act 2006 with company number 12294271.
The Company is admitted on the Access segment of the Aquis Exchange Growth Market.
Broker and AQSE Corporate Adviser to the Company: First Sentinel Corporate Finance Limited
Legal advisers to the Company: Fladgate LLP
Auditors to the Company and Reporting Accountants: Kreston Reeves LLC
Registrars: Computershare Investor Services PLC
Number of Ordinary Shares in issue: 297,195,000
Percentage of Ordinary Shares not in public hands: 45.93%
Percentage of Securities in public hands: 54.07%
Outstanding Warrants: 80,987,950 warrants to subscribe for Ordinary Shares have been issued, exercisable at either 1 pence or 2.5 pence for a period of 2 to 5 years from that date of admission. The Warrants equate to 21.42% of the share capital on a fully diluted basis.
Significant Shareholders: Marallo Holdings Inc plus Olivia Edwards (related party) - 69,000,000 Ordinary Shares – 23.22%
The Ordinary Shares are freely transferable and there are no restrictions on transfer.
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The Directors are committed to maintaining high standards of corporate governance, and propose, so far as is practicable given the Company’s size and nature, to comply with the QCA Code.
The Company has established an Audit Committee with formally delegated duties and responsibilities. The Audit Committee is chaired by Jonathan Hives and its other members are Michael Edwards and Nicholas Lyth. The composition of this committee may change over time as the composition of the board changes.
The Audit Committee will determine the terms of engagement of the Company’s auditors and will determine, in consultation with the auditors, the scope of the audit. The Audit Committee will receive and review reports from management and the Company’s auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Company. The Audit Committee will have unrestricted access to the Company’s auditors.
The Remuneration Committee, which comprises Jonathan Hives and Jonathan Bixby, is responsible for the review and recommendation of the scale and structure of remuneration for senior management, including any bonus arrangements or the award of share options with due regard to the interests of the Shareholders and the performance of the Company.
The Aquis Rule Compliance Committee, which will comprise Jonathan Hives, Jonathan Bixby and Nicholas Lyth, will meet not less than four times a year. The Aquis Rule Compliance Committee is chaired by Nicholas Lyth.
The Board, which will meet not less than once per month, will ensure that procedures, resources and controls are in place to ensure that AQSE Growth Market Access Rulebook compliance by the Company is operating effectively at all times and that the executive directors are communicating effectively with the Company’s AQSE Corporate Adviser regarding the Company’s ongoing compliance with the AQSE Growth Market Access Rulebook and in relation to all announcements and notifications and potential transactions.
The Company has adopted a share dealing code for dealings in securities of the Company by the Directors, which is appropriate for a company whose shares are traded on the Access segment of the AQSE Growth Market. This will constitute the Company’s share dealing policy for the purpose of compliance with UK Legislation including UK MAR and Rule 4.1 of the AQSE Growth Market Access Rulebook. It should be noted that the insider dealing legislation set out in the Criminal Justice Act 1993, as well as provisions relating to market abuse, will apply to the Company and dealings in Ordinary Shares.
The Company has implemented an anti-bribery and corruption policy and also implemented appropriate procedures to ensure that the Board, employees, and consultants comply with the UK Bribery Act 2010.
The Directors have established financial controls and reporting procedures, which are considered appropriate given the size of and structure of the Company. These controls will be reviewed in the light of any acquisition and adjusted accordingly.
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File Forge - AGM Results 24 June 2024
File Forge - Notice of Annual General Meeting - 22 May 2024
File Forge - Annual general Meeting Circular - 22 May 2024
Clarify Pharma - Change of name to File Forge Technology plc - 22 May 2024
Clarify Pharma Full Year Results - 14 May, 2024
Clarify Pharma Annual Report and Financial Statement - 14 May, 2024
Change of Name to File Forge Technology PLC - 15 April, 2024
Clarify Pharma Interim Results - 31 August, 2023
Result of Annual General Meeting - 5 July, 2023
Notice of Annual General Meeting - 13 June, 2023
Annual General Meeting Circular - 12 June, 2023
Clarify Pharma Full Year Results - 30 May, 2023
Clarify Pharma Annual Report and Financial Statement - 30 May, 2023
Acquisition of Shares RNS - 24 November, 2022
Clarify Pharma Interim Results - 31 August, 2022
Clarify Result of Annual General Meeting - 30 May, 2022
Clarify Pharma Annual Report - Period Ending 30 November, 2021
Notice of Annual General Meeting - 5, May 2022
Clarify Full Year Results - 5 May, 2022
Clarify Interim Results - 31 August, 2021
Clarify Pharma Maiden Investment - 17 August, 2021
TR-1: Standard Form for Notifications of Major Holdings - 11 June, 2021
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