A simple statement from an enlarged institutional Investor.
From Gersnet
River & Mercantile have sent me the following statement in response to the questions.
“I have bought shares in Rangers as it is a valuable football franchise, that is materially underpriced by the stockmarket. I intend to be a long term shareholder, supportive of Management and Corporate Governance that restores value for all stakeholders.”
I have indicated my disappointment that they have not answered any of the specific questions and said that I will let them know how folks on here respond.
I refer everyone to basically ever post i have made in the last 10 days!
Where to start.......
.....i think i will leave it for now
Thursday, 30 January 2014
Tuesday, 28 January 2014
Do some more Math. Fanownership makes money
A simple post.
If you don't believe that Fans can control clubs and have them run successfully by professional people, and that those leagues the club's are members of can also be profitable , successful and fan orientated then ladies and gentlemen I give you
Can you imagine a Scottish SPFL dominated by a Fan oriented agenda.....ticket prices....kick off times....just think for a moment.
What is a High Net Individual (HNWI) in relation to a Fans COOP CIC?
A Post where i show you do not need to drive a Bentley to massively help the cause of Fanownership
We often think of HNWI as being really money bags, Bentley driving, private jet taking people.
However when it comes to enabling people to invest in a CIC the barrier is somewhat different.
Put simply a CIC can raise money by membership fees e.g you £18.72 per month or by debt.
Borrowing money in order to pay it back using the membership fees coming in monthly.
This money can be borrowed on virtually any terms.
As an example when Portsmouth fans bought their club recently they also had a borrowing scheme for HNWI who could nominate a rate of interest on the debt to there equivalent of a CIC.
IIRC the maximum interest rate was 8% however the average rate at which HNWI fans were prepared to lend the money to the fans group was 2%.
A great example of Fans helping Fans for all to get what they are after. ..the salvation of their Club.
Under the rules that broadly exist for this sort of thing a HNWI does what you call self certification....basically a declaration that you can afford to loan the money.
You can read the specific definitions here
But summarised you need to either be earing more than 100 per year of have Assets of more than 250k excluding your house.
Any fan in this category is able to act as a HNWI and could make a loan to any CIC of any reasonable amount.
So if the great big HNWI are not stepping up how about just 20 folk loaning 50k each backed by 40000 fans paying in monthly.
You could own 5% of the club with all the rights of holding the board to account by the end of the week.
@rchrdtknsn
Monday, 27 January 2014
Definition of Fanownership
A post where i unpack a little of what I mean by Fanownership
One of the main IMHO knee jerk reactions to any Fanownership proposal is....
"the Fans cant run anything"
"the Fans disagree on everything"
"Fanownership would end up with the Club being run like a Bowling Club"
"we are so divided how will we ever agree on running the Club"
"we are so divided how will we ever agree on running the Club"
I see the word Fanownership more as a short hand for.....
Community Ownership and Fan Governance....you can see why a short hand is needed.
Community Ownership is more about just getting the fan that goes every week to engage in the Purchasing CIC, it is about engaging anyone or any organisation with a link to Rangers Football to positively engage in the Clubs ownership and Future.
Fan Governance should be seen as being more about oversight of a properly appointed Board of the Football club rather than Fans with no particular experience getting involved in any day to day running.
Most Fans are frankly not that interested in what happens day to day in a football Club but do want to make sure that they can properly and if necessary forcibly hold the board to account for its decisions and spending and introduce transparency that prevents folk running the Club for their won benefit.
I think all Clubs and certainly all Fans of all clubs would benefit from a bit more transparency in our Great game and in our great Clubs
So when i say Fanownership think Community Ownership and Fan Governance
Community Ownership is more about just getting the fan that goes every week to engage in the Purchasing CIC, it is about engaging anyone or any organisation with a link to Rangers Football to positively engage in the Clubs ownership and Future.
Fan Governance should be seen as being more about oversight of a properly appointed Board of the Football club rather than Fans with no particular experience getting involved in any day to day running.
Most Fans are frankly not that interested in what happens day to day in a football Club but do want to make sure that they can properly and if necessary forcibly hold the board to account for its decisions and spending and introduce transparency that prevents folk running the Club for their won benefit.
I think all Clubs and certainly all Fans of all clubs would benefit from a bit more transparency in our Great game and in our great Clubs
So when i say Fanownership think Community Ownership and Fan Governance
Sunday, 26 January 2014
A Fan Owned CIC as a route for High Net worth investment
Where I show using the example of what we think we know about Dave King and Rangers that there is a sensible way for Big Business and Fanownership to work together.
Why do rich folk buy football clubs?
The age old adage of how do you turn a large fortune into a small fortune....is of course...buy a Football Club!
The reality is there is myriad reasons that folk used to buy into football clubs, too many regrettably revolved not around what was best for the Club, Fans and local Community but the ego and other interests of the owner(s)
Fans the world over have a similar reaction when they are taken over by a Sugar Daddy and just like sugar itself it is to crave more and more from them, this diabetic addition to the financial input is IMHO always doomed.....it make take decades for its realisation or just a couple of years but like Death and Taxes the other certainly of life is that when your Sugar Daddy departs, either directly from this mortal coil or via the bankruptcy or divorce courts it will be bad news for the Football Club.
This has both fortunately and unfortunately led to a reluctance of those wealthy supporters that are known to support the club from an altruistic point of view to actually step up to the mark when they are called to serve.
They want to help the Club and they know they have the financial ability to do so but they do not want it to become a millstone, they still want to enjoy going to the football!
They want to help the Club and they know they have the financial ability to do so but they do not want it to become a millstone, they still want to enjoy going to the football!
As can be seen most recently at Rangers this reluctance led to people who had no historical connection with the Club being the ones to step forward when all others faded into the back ground.
Now i can completely understand why this happened and certainly blame no one for reticence to pump masses of personal wealth into a football club that they just want to do the best for.....and this is where the massive Catch 22 comes in.
What Rangers have ended up with IMHO is a situation where there are genuine wealthy people who would like to help out financially with the Club, but that for a change the their business brain and their PR radar is working properly..........this has made them rightly cautious about getting involved because their prime motivation is not making money out of the Club...........
...but this caution opened the door to those who were quite happy take the Club for a spin and try to maximise their personal return from any involvement.
So how does the fanownership route help in this regard.
Here is how
One of the main modern concerns of someone investing so much of their own money into a football club these days is that the Fans think the money will just keep flowing. A billionaire coming to a Scottish Club in this climate will quite easily become the focus of the Sugar Daddy culture, with Fans demanding more and more when the owner themselves knows that this is not the best thing and sees their resources deplete.
As we know Football Fans are at the least prone to fickleness. Many a money bags owner has witnessed just how quickly the Fans can turn from providing a Guard of honour and rolling out the welcome mat to protesting outside the front door of the stadium that he has done wrong by the club while they mix up the tar and gather the feathers
What Rangers have ended up with IMHO is a situation where there are genuine wealthy people who would like to help out financially with the Club, but that for a change the their business brain and their PR radar is working properly..........this has made them rightly cautious about getting involved because their prime motivation is not making money out of the Club...........
...but this caution opened the door to those who were quite happy take the Club for a spin and try to maximise their personal return from any involvement.
So how does the fanownership route help in this regard.
Here is how
One of the main modern concerns of someone investing so much of their own money into a football club these days is that the Fans think the money will just keep flowing. A billionaire coming to a Scottish Club in this climate will quite easily become the focus of the Sugar Daddy culture, with Fans demanding more and more when the owner themselves knows that this is not the best thing and sees their resources deplete.
As we know Football Fans are at the least prone to fickleness. Many a money bags owner has witnessed just how quickly the Fans can turn from providing a Guard of honour and rolling out the welcome mat to protesting outside the front door of the stadium that he has done wrong by the club while they mix up the tar and gather the feathers
So how does someone who wants to do the best by the club actually facilitate his involvement without becoming the sole focus of the fans for the club's future...how does he share the burden with the fans...and provide not just a current future but a succession plan that will out last both himself and this current generation of fans?
Simply put he invests with the fans.
This is what is happening at Hearts.
Private people with significant wealth are backing the 8000 fans who are putting in their £15 per month.
Private people with significant wealth are backing the 8000 fans who are putting in their £15 per month.
An exchange is happening which puts the rich people's business acumen into that club when it needs it the most but with the eye on the succession plan of returning the club to its original caretakers the Fans.
So why should this be any different at Ranges, or anywhere else for that matter.
Why should these wealthy "Rangers men" not make the best deal ever and work in concert with the Fans to produce the best outcome for that which both claim to be the most important THE CLUB.
A Coop CIC owned by Fan members is legally allowed to do just the same sort of deals as a normal Ltd company.
The Hearts model see the High Net Worth Individuals (HNWI) people front fund the CVA in the case of Hearts but this could just as easily be Front funding the purchase of a quantity of shares in Rangers.
The Fans then both pay the Wealthy backer back as well as using any excess funding to buy even more shares.
The wealthy backer can of course chose to write off over time his original purchase cost, and in doing this they know exactly what their liability is, it could also take the club in the direction of the German 50Plus1 model where the HNWI own 49% and the Fans 51%
The key however is that for the Rich guys the focus does not turn solely to them from the Fans, but in fact it turns to the Fans to back the Rich guys, back the club by buying new season tickets etc etc.
Everyone is a winner, most importantly the Club
Surely this working group of High Net Worth Individuals and the ranked mass of the Rangers Support would be the best way forward to combine the strength of both and leave a legacy that will out last any HNWI person and this generation of Fans.
So if Mr King is interested in Financially backing the team he loves could there be a better way of doing it than Backing the Fans who love the club also?
@rchrdtknsn
A Coop CIC owned by Fan members is legally allowed to do just the same sort of deals as a normal Ltd company.
The Hearts model see the High Net Worth Individuals (HNWI) people front fund the CVA in the case of Hearts but this could just as easily be Front funding the purchase of a quantity of shares in Rangers.
The Fans then both pay the Wealthy backer back as well as using any excess funding to buy even more shares.
The wealthy backer can of course chose to write off over time his original purchase cost, and in doing this they know exactly what their liability is, it could also take the club in the direction of the German 50Plus1 model where the HNWI own 49% and the Fans 51%
The key however is that for the Rich guys the focus does not turn solely to them from the Fans, but in fact it turns to the Fans to back the Rich guys, back the club by buying new season tickets etc etc.
Everyone is a winner, most importantly the Club
Surely this working group of High Net Worth Individuals and the ranked mass of the Rangers Support would be the best way forward to combine the strength of both and leave a legacy that will out last any HNWI person and this generation of Fans.
So if Mr King is interested in Financially backing the team he loves could there be a better way of doing it than Backing the Fans who love the club also?
@rchrdtknsn
Friday, 24 January 2014
A big welcome to the New Institutional Investors...........the Fans
A post in which i show that if a Club needs new investment it should
come from a Fan owned vehicle
The one thing we know for sure is that the Fans will always remain, the
problem is that the owners of Clubs know this to.
As has been reported in several quarters there is a belief that Rangers
FC will at some point soon need a capital injection.
I do not want to comment on the truth or otherwise of this i merely want
to suggest a way, if it is true, that this should be handled.
When a Club has Cash Flow problems there are generally Three ways of
dealing with it.
1. borrow money from a Bank
2. Borrow money from a Director/senior associate
3. issue new shares
Option 1.To virtually all Clubs in Scottish Football option 1 is no
longer available.
Option 2. requires generally the directors on the board of the company
to be wealthy enough to do this. You need to be really careful that this is not
a back route to Directors taking Security on Club assets knowing that the Club
is going to fail and as a route to keep those assets either out of an
Administrative process or as a way of wiping out the other shareholders and
taking full control of the Club without an Administration process.
Please do not make an assumption that I am suggesting a second Admin for
Rangers, i do not think this is very likely at all....really really unlikely in
fact.
Option 3. Issue new shares, this is by far the easiest way to raise
capital. The failure of your clubs current board to pass a resolution that
allows them to issue new shares but limit who they are issued to at the recent
AGM means that if this route is both necessary and chosen that everyone should
be on an equal footing to buy shares.
I am sure another appeal will be made to buy shares, just like happened
at Hearts and the fans will check their collective brains in at the door and
spend more money again on the club they love, but that is what happens when you
are devoted to someone or something like your Team.
The current shareholders that control the current board will seek to buy
some more shares themselves, i am sure, and sell enough to the Fans to raise
whatever cash they need, but this will likely just produce the Status Quo (not
that there is anything wrong with Three Chord Rock and Roll) and nothing will
change except the same board will continue to spend the money you have raised
for them
The individual fans will all own a bit more but still have naff all
influence on what is going on.
Simple solution.....if the Club needs Investment let the Fans Invest Collectively
for New Shares and get a proper transparent say on what is going on.
Simple, a Fan CIC can either buy Existing Shares or if offered it can by
New Shares all goes to bringing OMOV transparent Coop Fanownership to your
Club.
So what you waiting for the Fans can be the solution no matter what the
question is.....you are all going to end up paying the bill somehow no matter
what happens why not get some bona fide authority while you are at it.
@rchrdtknsn
What institutional investors want and how #fanownership could give them it Football Investment PART 2
A post in Which i show an approach engaging the Institutional investors
that gets the Fans Control
I hope I established some ground rules in Part 1 regarding the following
Facts.
- not all institutional
investors are the same
- Rangers is a really quite a
small business
- the money involved from
these investors is minuscule in the grand scheme of things
- they are in it for money
- there are basically 4 ways
to make money, Share value Growth, Dividend payment, related company
Trading, PR gains for separate companies owned by same shareholders
- there is always the
"just fancy it factor"
So with the above in mind how does Fanownership fit into all this?
IMHO the institutional investors involved are there for the first two
ways of making money from there shareholding.
The do not need to make money from owning the pie selling company or
getting good PR (because right now they are not)
So for a Fanowned CIC to get hold of any shares it has go
to scratch these guys where they itch.
Now bear with me this is where it gets a bit complex hopefully my
limited writing skills will communicate this well enough but apologies in
advance if I edit again later for clarity
1. Share value
Now each investor will have bought their shares at a set value. There
are two ways to then get these shares. The first is to offer more money than
they paid for them, the second is for the shares to be so obviously on the way
to very little value that they cut losses and sell to exit there position.
This is where you have to bear in mind just how little money these guys
have spent in the grand scheme of things becomes important.
2. Dividend payment
The only way that shareholder would under normal circumstances get a
dividend payment is for the board to approve one and then it is payable to all
the shareholder, everyone from the largest to the smallest. In other
words it is a really expensive way for Large shareholder to extract money as
they need to pay the same pro-rata to everyone else
First Rubicon 5%
Now as I noted in this blog post the first point which it
would be important for a Fanownership vehicle to cross is 5% (though
worth noting the 100 person option which should be a doddle) this means that
the Fans can call a general meeting an impel the board to answer questions.
So for as little as 5% or 100 Rangers fans owning £100 of share you can
immediately get action....re read that and let it sink in.
Now the one thing Institutional investors don't like is hassle, not bad
PR they IMHO mostly could not care about that. Remember it is not their own
money they are investing it is part of a diversified client fund of some
description so they have to respond with their investment algorithms as to what
is happening, and hassle will almost certainly keep the share price low.
While a normal completely fluid market would normally mean that demand
increase price it is IMHO that for initially only trying to by 5% and the PR
knowledge of why it is being done that for this first small lump the price
would not increase much if at all.
You can witness during today that 2.3million (4% of the Club) shares
have been sold, which means they have also been bought and the share price is
still bumping along the bottom, so why fans going after 5% would have some dramatic
impact i am unsure of.
The fundamentals of the business are not changing as an example the
recent transaction of 3% a week or so ago also has had no impact on what
the shares are currently worth.
So it appears that those that bought in at the top of the market are not
going to earn money from share growth, i suspect those share being sold today
are from pre IPO stock, and they cannot get a dividend from them so how can
they make some sort of return from them..........
The CIC can sort this out.
Just as various parties gathered proxies for the Clubs recent AGM a fans
group with significant monthly income can do better than that and do it more permanently.
The CIC can in fact offer directly a return to these investors in
exchange not initially for the shares but for the proxies on a permanent and
binding basis.
Contracted in such a way that the shares after a period are then sold to
the CIC.
regrettably the reality is that to dispose of their shareholding these
institutions will need to get a return, now that may not be that they need to
make a profit it could just be less of a loss, but the Fanowned CIC can
negotiate this and so not only can the income from the Fans buy Shares Directly
it can also buy the proxies of the Institutions and so the Fans Can take back
their Club
@rchrdtknsn
One "Fan Group" to rule them all????? YES and NO!!
A post where I show that A Single Issue New group may be the way to go.
A few folk have commented on the issue Rangers appear to have with loads of Fans groups all fighting and disagreeing with each other and have asked how with such a divided support they could ever "get it together" to mount a serious Fanownership bid.
Well the good news is your internal and sometimes very public external arguments are nothing new, it is the same at the vast majority of Clubs, the main difference at Rangers is just one of Scale and the fishbowl media coverage that the Club gets, which makes it seem much worse than it is.
The behind the scenes fights at other Club are just a fierce but get very little other than local media coverage.
So this apparent division should not put anyone off.
It is important to consider that most Fans of any Club are a member of No Group.
Hearts Fans have managed to form a group nearly 8000 strong in their Fan Ownership model using a brand new company that only exists for the purpose of Fanownership.
This has allowed the rest of the Hearts Fans groups all of whom have their own history and tradition to keep that going.
That includes the Hearts Supporters Trust.
History and Tradition is important to Fans (the modern owner witness Hull and Cardiff dont seem to appreciate this) and so in no way should a Fanownership bid seek to remove, ask or force other groups to disband or merge, but group leaders and group members should also recognise that justified or not some people just will not engage with some groups.
IMHO if there is a single person that is put off engaging with a Fanownership bid just because of the identity or historical legacy of that group then it is one too many, it is just too important to let that happen and for this reason just as at Hearts, Ayr, Motherwell and Dunfermline a new group dedicated to Fanownership has been the way to go.
So my gut feeling is that if Rangers Fans want to go for what is probably a final chance to take the Club back to the ownership model of its original 4 founders then a New group solely dedicated to the task is the way to go.
As a CIC Coop then just like the IPS that is the RST which is also a Coop there is a rule that applies to all Coops regarding them working together where appropriate as part of their Coop principals see Coop Rules blog post and rule 6.
So there is no problem with even a few different organisations who have Fanownership as part of their agenda working together with one whose sole purpose it is
So Should there be One New Fan group to do this...Yes i think so, but should it be RULING others or absorbing them, absolutely not
@rchrdtknsn
What actually is a Coop CIC?
A post where I show that a Coop is not just for keeping Chickens in
A few folk have contacted me asking me about the use of the word Coop within this Blog.
A few have certainly expressed the opinion that they do not like it because it sounds like "Left Wing Nonsense"
A distinction needs to be made from the Cooperative Movement which is a political one.
(When you vote you will often see the Labour Party Candidate listed as the Labour and Cooperative Party Candidate)
and Cooperative principals which are rules that you put into the Rules of the Company.
These are all quite straight forward and certainly not political.
In Fact the one thing that a Community Interest Company is not allowed to do is; from the regulators website is
"A CIC cannot be formed to support political activities"
So what are the Coop principals: see the list below
1. Open membership
2. Democratic control
3. Common ownership
4. Autonomy and Independence
5. Education, Training and Information
6. Co-operation among Co-operatives
7. Social aims alongside economic aims
@rchrdtknsn
Thursday, 23 January 2014
Blog of Blogs....Rangers and Community Ownership
A very quick link to Paul Goodwins post from last night on Rangers and Fanownership.
Have a read and make your comments
You will be able to hear more about this and the earlier blog on the Green Party proposals on TV and radio tomorrow
BBC Radio Scotland 7.50am for starters
Rangers and Community ownership
Have a read and make your comments
You will be able to hear more about this and the earlier blog on the Green Party proposals on TV and radio tomorrow
BBC Radio Scotland 7.50am for starters
Rangers and Community ownership
Putting the Fans in Control.....who owns your Stadium....
Who owns your Stadium
Just a wee aside to the more focused Fanownership blog.
If you are in any way interested in Fanownership or concerned about what your Club might do with its assets like the Stadium or who your current owners may sell their shares to you need to read this and back this.
Putting the Fans in Control
Monday, 20 January 2014
What institutional investors want and how #fanownership could give them it Football Investment PART 1
A post where I try to show that making money is still at the Heart of Institutions buying Clubs
Thanks again to all of those Rangers Fans in particular that have responded to this Blog.
A few have been asking me questions or making some valid points about the Institutional investors so i thought i should maybe give you some thoughts on what may motivate the involvement of what has become known as The "institutional investors"
This look at the Institutional Investors and the whole notion of "investing " in football Clubs is going to be most likely split into three parts over the next few days
Institutional Investors
First and the most important major point is fundamentally Not All Institutional investors are the same, they can have massively different aims and objectives for investing
It has been an easy way to categorise what are largely faceless entities, i don't know if it one of your former chairmen (in an effort to make these guys sound more sophisticated and less suspicious) or the media (as a shorthand for Not A Sugar Daddy) are the ones that coined the phrase, i suspect it suited a number of different people at different times but it has stuck.
So what do they want.......Money! when do the want it? now ish
Couple of points before I start
1.The first thing to recognise, and it is sometimes difficult to remember or recognise this about a Club like Rangers, which creates such a lot of media coverage, BUT it is a really really small business in the grand scheme of things and the money being spoken about from these "institutional investors" is largely pocket change to most of them.
(anyone particularly interested should look at a chapter 4 in a book called "Why England always Lose" for some analysis on the business of football)
Take Artemis for example owners of nearly 9% of RFC at a current valuation of approx £1.6m. Artemis currently has under fund an asset value of £16.8bn. The investment is RFC is absolutely minuscule
Facts About Artemis
So frankly you always have to wonder with any scale difference such as this just how much does the investor really focus on such an investment and what is happening to it, if he loses the lot they frankly would hardly notice, if he wins the chances are it will not be a big win
2. There are basically only two ways for a Shareholder to make money from the shares they own.
Share value growth, e.g you can sell the share for more than you bought them
Dividend payment, the Company can pay a dividend from the profits of the organisation proportionate to the shares that are owned to ALL the category shareholder.
Now admittedly there are some other ways or folk would not get paid quite so much money for doing this sort of investment work but for anyone else that knows the market i think it unlikely that any of the more exotic ways of extracting value from a PLC are likely.....but you never know
3. Intangible returns.
The above outlines how you would normally get a ROI via a PLC shareholding however there are intangible ways, there are two main ones and then the odd ball one.
Subsidiary/Related party trading.
If you control the board of a company you can make it trade with other companies you might own or you might set up Subsidiaries with a different share ownership that trade with the Parent.
This has certainly happened it would appear in the history of Rangers FC and other UK Clubs.
This can be used to extract vast profit from the football club especially if the football club can gain a good line of credit and be a low risk of either default or even worse it is defaulting at low risk of the lender doing anything about it.
It is a bit of the old story of if you are going to owe someone money make sure you owe them loads of money!
I think we can all easily think of at least 5 examples in the Scottish game alone where this has happened or is happening at the moment.
You could also fit into this category the notion of an external football agency making money buy moving players in and out for a profit in a club that they control, this is certainly the model that a number of recent buyers and potential buyers are looking at within the Scottish game at the moment
PR
Companies sponsor football clubs normally because they believe they will sell more of their stuff and so make more more because of their association with the brand.
The thing with sponsorship money is once it is spent it is gone, so it is not a large leap for a big company to rather than sponsor the Club actually buy it instead. that way they can get the same PR boost but in theory have an asset that they can sell when finished.
I will predict now that within 10 years you will have at least a handful of clubs directly owned by corporations as marketing machines and a few may even include the brand in a renaming of the Club....have a look around it is not difficult to predict which clubs might look at this route.
"Just Fancy it"
This is the "check your business brains in at the front door option", some people and indeed businesses just have big Egos and Deep pockets and football is littered with the chaos these folk leave behind, and they just fancy buying a club....and being the Man
There is nowt you can do about them and no way of predicting what they will do next.
So that is the some of the background of how you invest and how you get value, will try and follow up with what this means for Fanownership later, as an understanding of the motivation of others provides great opportunity for fanownership.
@rchrdtknsn
Shareholder Activism....Guide to Shareholders rights
Just a quick update, i am putting together a couple of posts with regards to Club investment issues and Institutional Investors which could be relevant to any Club or group of fans looking at these issues but with a particular ref to Rangers Football Club as it is of current ongoing relevance.
In order to set the scene i though it might be worth posting a link to a document called Shareholder activism.
Worth a read as a lot of questions a queries with regards to the RFC situation relate to what many folk are calling the current 12% that "fans own"
The main point being that this 12% while significant is not owned by a Single Holding Company that is owned by Fans but instead by those Fans individually.
Page 5 makes it clear the rights that you could have as a Fans Group that owned that 12% collectively rather than individually, although the key first number is actually only 5%
Although it is worth noting the rights that just 100 people can exercise also on A PLC.
Simply Put 5% ownership and you can Call a general meeting and hold the board to account to have to answer questions
It does seem faintly ridiculous that our game has descended in recent years into an education on Financial Structures and Accountancy but there you go ........ i feel this educating is here to stay for a few years yet!!!
Friday, 17 January 2014
Do The Math!!!! The Club could be Fan Controlled in three months
A Post where i try to show just how easy the Fanownership Math is
PART 2
So you have set up your CIC so that all your clubs fans can become members of this Holding Company by contributing small amounts on a monthly basis but do the numbers really add up?
There seems to be a view that a Club the size of Rangers could not be Fanowned so lets look at the numbers in order to show how it could be bought and what could then happen.
First some context from other Clubs that either have, have tried or are going through the Fanownership process.
Clyde - 461 members £30 per person per year. The Original CIC Fanowned Club
St Mirren - 1007 pledged members. Average pledge £13.50 per person per month. £1.25m bid from fans was not accepted in the end by current owners
Dunfermline Numbers the centenary Club in particular is interesting over 1000 members all paying £20 per month
Motherwell - 1200 members, Cash lump sum raised of £400,000
Hearts - 7600 members giving an avg between £15 and £20 per month
So Rangers Fans that is the bench mark for you from Clubs across the divisions.
Let us assume, and i think that it is a reasonable assumption, that it is possible to galvanise Fans of a Club around a new single issue organisation looking to buy the Clubs Shares and that there is a direct link between the Size of the Club and the number of fans that could be engaged as members and contributors to the CIC.
So on the numbers above is it reasonable to expect 40,000 RFC fans to be able to contribute?
X5 the number engaged in the Hearts process, how much bigger is RFC than HMFC?
Let us assume that it is, if this number is high then it will not be that far out, and you can only spend what you have coming in so it is just a case of Pro Rata down the way and it just takes a bit longer to buy the shares, and if the number is low great news the Club will be Fanowned before you know it.
Now not going to get too technical here about the Takeover Code for AIM listed companies, and about how share prices could change (both up and down) as you buy shares but there are some issues that will need dealt with, but lets park these for the moment and focus just on buying the shares.
The current share price can be found at the below link along with a note of all the trades
Follow the Rangers Shares Price
So as it stands today if you were able to buy all the Clubs shares then in theory it would cost £18m.
However as a PLC it is not all about owning all of it.
51% a simple majority would give Fans all the control they would likely ever need ....value £9m
However PLC's are all about fair representation of Shareholders on the Board of the Company so as a start you just need to get a CIC nominated director on the Board
The below was the case before Mr Hughes sold his shares so we don't know yet if they have landed with any of the others.it should update at the link below in time.
Where are Rangers Shares?
Shareholder
|
No of Ordinary Shares held
|
% of issued share capital
|
Laxey Partners Ltd
|
7,578,672
|
11.64%
|
Artemis Investment Management LLP
|
5,479,000
|
8.42%
|
Hargreave Hale Limited
|
4,601,688
|
7.07%
|
Blue Pitch Holding*
|
4,000,000
|
6.14%
|
Miton Capital Partners
|
3,143,857
|
4.83%
|
Mike Ashley
|
3,000,000
|
4.61%
|
Alexander Easdale*
|
2,942,957
|
4.52%
|
Margarita Funds Holding Trust*
|
2,600,000
|
3.99%
|
Richard Hughes
|
2,200,000
|
3.38%
|
So as you can see for the Fan Controlled CIC to be the single biggest shareholder would only take a 11.65% (say 12% for ease sake) = £2.16m
£2.16m would make the fans the largest single shareholder and although it is not a guarantee of anything but just because of the way PLC's work it is very hard for a board to ignore that, when the shares are actually owned by the Fans CIC (this is not the same as a group having a load of proxies for an AGM)
So lets follow this logic through.
Assume 40,000 fans giving on Average £18.72 per month to the CIC and then this money going straight out to buy shares.
£748,800 per month.
So you would have raised in less than 3 months.............3 MONTHS....enough to take control of your club back
Quick question........what are you waiting for?
It is not the Fault of Sky TV .....mostly
Well that was an interesting 24
hours.......turns out folk actually read this stuff, and thanks to all those
that did and gave feedback.
I thought before moving on to a PART 2 re
#fanownership routes in Scottish Football Clubs a brief history of Football
Finance might be useful in order to set the scene as to why #fanownership is
nothing new but just a return to the roots of the game.
IT IS NOT THE FAULT OF SKY TV .....mostly
Often we blame the entrance of vast TV
money into the game as the reason for many of the games ills, but the
roots of the problem are much older and started when Clubs originally moved
away from the Fanownership Model
Virtually all Clubs in Scotland are now
Ltd Companies and yet the vast majority of those professional clubs that exist
today did not start out this way.
Most began life as some sort of members
Club, either having taken up playing Football as a result of already being a
Cricket or a Rugby Club or as a bunch of mates coming together basically
"wanting a game".
Very quickly in the late 19th century the
game expanded in popularity beyond anything any other sport had ever seen.
Most Sports prior to the explosion of
Football were sports largely of participation, Cricket, and Golf for example
were participation Sports and not viewer sports, having been founded and played
from the 15th and 16th century.
Football was different, cultural and most
importantly economic change as a result of the 2nd Industrial Revolution meant
more people were not now working on a full Saturday.....but as the song goes
were having a "half day off"
This was great for the game but bad for
finances of these members Clubs.
Fundamentally the money coming through the
gate (there was no other route of funding, no TV, no merchandise, no Corporate
hospitality) from what was mostly a working class audience was simply not
enough to support the infrastructure that was now required to hold the number
of people that were turning up to the games.
The solution came from a change of
corporate structure from Members Clubs (Basically Fanowned ) to Ltd companies
with issued share capital.
A change in the law enabled these Members
Clubs to change themselves into Ltd Companies and sell shares, but the purpose
of this was to raise capital for investment in Stadia to cope with the crowds
that now were flocking to games, and indeed this is generally what happened.
Scottish clubs became Ltd companies raised substantially sums of money over a
number of share issues and built some magnificent stadia.
In theory this was what was needed at the
time but looking back with 20:20 hindsight you can see that this is where the
rot started to set in as the power started to shift from the individual member
of the Club.....e.g. the Fans to those who could command the ownership of the
most shares.
Now is the time for the Fans to take the
Clubs back.....buying the shares in whatever club it is that you love, but
holding those shares as a Collective group of Fans the way that all of our
clubs were originally supposed to be.
So don’t think that Fanownership is some new-fangled
liberal nonsense, it is how the founders of all of your Clubs started and is
the vision they held when they first kicked a ball.......time to take your Ball Back
Thursday, 16 January 2014
How to buy Rangers....or any other football club for that matter...a #fanownership Model PART 1
Ok first up I am no author and my grammar and spelling suck....
Second up, this is a draft, it is not perfect, nothing is, so give us a break if it is not right first time; and just because I put something in writing now does not mean that either it is my opinion for all time or even that it is my opinion now....i may just have made a mistake. I am entitled to change my mind
Third and finally I have no idea how to do a blog, this will no doubt show until i get the hang of it, so anyone out there with hints or tips let me know
Anyway terms and Conditions over....
"I have been contacted
on twitter by a number of Rangers fans who want to see their Club move on from
the torment it has gone through in recent years. They see #fanownership as part
or all of the solution.
The example of what, most recently, has been happening at Hearts and Dunfermline appears to have Rangers fans asking "if it can be done at these clubs, why can it not be done at Rangers?"
Anyway, a few folk appear to have cottoned on to the fact that I may know a little about this subject and enough of them have been asking my opinion on how it could be done that I thought rather than converse via direct message everyone who has been contacting me on twitter, a wee blog post would be a good idea (hopefully that remains the case).
This has the possibility of being a long post so rather than ramble on describing why you would do X and Y i will try and break it down into sections for use over the next few days and hopefully develop the direction of the blog from any questions that folk ask (if anyone bothers to read this)
So.......
PART 1.
Aims of a Fan-owned Club
That Fans can see their Club run transparently, with the Fans and at the Heart of the Club, and the protection that no single person or group can ever again run the Club for their own ends and potentially, either personally or as part of an external group, extract profit from the Club.....then what should you do?
These aims are best satisfied by a Cooperative One Member One Vote (OMOV) organisation.
Collective Share Ownership
The one advantage that Rangers Fans have over most other Scottish Clubs is that the shares are listed on the AIM exchange. In theory this means that as and when you raise the money you can simply go to the market and buy them.
There is Liquidity in the market though how long this remains the case is unclear.
This availability of shares is unlike most Football Clubs where you are most likely dealing with one benefactor owner who wants to sell his shares en-masse and so the full value for all the shares needs to be raised before you can buy any.
So your first issue is how do you organise potentially thousands of Fans together so that the financial muscle of lots of small contributions add up and is controllable via a proper management structure?
Fundamentally you need to create a Legal Holding Company that can take in the regular financial contributions from Fans, that can legally purchase shares in the Club you are trying to buy, and is capable of being democratically controlled to fulfil the original Aims of transparent OMOV fanownership while not ending up a looking like a badly run Bowling Club
My suggestion would be to set up Community Interest Company with Cooperative articles and containing an Asset Lock. Have a look at the following two sites. If you have a quick read/download it should be plain as to the advantages this brings to #fanownership:
CIC Regulator
CIC Coop model rules....bottom right of the page
This gives you a Legal Company that can accept donations from Fans and legally buy shares in an AIM listed Company.
There are other Legal forms that can do this but the CIC is my favourite, just because it is so flexible as well as the particular Asset Lock rule.
I am told that the government solicitor that wrote the rules of CIC's when they were being introduced in 1995 specifically had football clubs in mind with the Asset Lock rule as Clubs tend to be non-profit making organisations with large assets in Stadia, which, if Clubs are not careful, can be taken advantage of by bad owners who mortgage or sell them, and, if it all goes pear-shaped, leave the Club in debt and homeless. The Asset lock can go some way to making sure this simply cannot happen.........sound familiar?
I will leave it at that for the moment you have plenty to read with the two posted links and hopefully you will ask some questions which I can use to develop the next post.
But, as an encouragement to all those Rangers Fans that may end up reading this, there is no doubt in my mind that you are in a once in a generation position to make this happen at your Club, to park all your individual differences and unite around the single issue of Fanownership and make it happen for your Club.
Have a nice day.
Follow me and ask any questions at @rchrdtknsn
#fanownership #fanownedfriday
Second up, this is a draft, it is not perfect, nothing is, so give us a break if it is not right first time; and just because I put something in writing now does not mean that either it is my opinion for all time or even that it is my opinion now....i may just have made a mistake. I am entitled to change my mind
Third and finally I have no idea how to do a blog, this will no doubt show until i get the hang of it, so anyone out there with hints or tips let me know
Anyway terms and Conditions over....
The example of what, most recently, has been happening at Hearts and Dunfermline appears to have Rangers fans asking "if it can be done at these clubs, why can it not be done at Rangers?"
Anyway, a few folk appear to have cottoned on to the fact that I may know a little about this subject and enough of them have been asking my opinion on how it could be done that I thought rather than converse via direct message everyone who has been contacting me on twitter, a wee blog post would be a good idea (hopefully that remains the case).
This has the possibility of being a long post so rather than ramble on describing why you would do X and Y i will try and break it down into sections for use over the next few days and hopefully develop the direction of the blog from any questions that folk ask (if anyone bothers to read this)
So.......
PART 1.
Aims of a Fan-owned Club
That Fans can see their Club run transparently, with the Fans and at the Heart of the Club, and the protection that no single person or group can ever again run the Club for their own ends and potentially, either personally or as part of an external group, extract profit from the Club.....then what should you do?
These aims are best satisfied by a Cooperative One Member One Vote (OMOV) organisation.
Collective Share Ownership
The one advantage that Rangers Fans have over most other Scottish Clubs is that the shares are listed on the AIM exchange. In theory this means that as and when you raise the money you can simply go to the market and buy them.
There is Liquidity in the market though how long this remains the case is unclear.
This availability of shares is unlike most Football Clubs where you are most likely dealing with one benefactor owner who wants to sell his shares en-masse and so the full value for all the shares needs to be raised before you can buy any.
So your first issue is how do you organise potentially thousands of Fans together so that the financial muscle of lots of small contributions add up and is controllable via a proper management structure?
Fundamentally you need to create a Legal Holding Company that can take in the regular financial contributions from Fans, that can legally purchase shares in the Club you are trying to buy, and is capable of being democratically controlled to fulfil the original Aims of transparent OMOV fanownership while not ending up a looking like a badly run Bowling Club
My suggestion would be to set up Community Interest Company with Cooperative articles and containing an Asset Lock. Have a look at the following two sites. If you have a quick read/download it should be plain as to the advantages this brings to #fanownership:
CIC Regulator
CIC Coop model rules....bottom right of the page
This gives you a Legal Company that can accept donations from Fans and legally buy shares in an AIM listed Company.
There are other Legal forms that can do this but the CIC is my favourite, just because it is so flexible as well as the particular Asset Lock rule.
I am told that the government solicitor that wrote the rules of CIC's when they were being introduced in 1995 specifically had football clubs in mind with the Asset Lock rule as Clubs tend to be non-profit making organisations with large assets in Stadia, which, if Clubs are not careful, can be taken advantage of by bad owners who mortgage or sell them, and, if it all goes pear-shaped, leave the Club in debt and homeless. The Asset lock can go some way to making sure this simply cannot happen.........sound familiar?
I will leave it at that for the moment you have plenty to read with the two posted links and hopefully you will ask some questions which I can use to develop the next post.
But, as an encouragement to all those Rangers Fans that may end up reading this, there is no doubt in my mind that you are in a once in a generation position to make this happen at your Club, to park all your individual differences and unite around the single issue of Fanownership and make it happen for your Club.
Have a nice day.
Follow me and ask any questions at @rchrdtknsn
#fanownership #fanownedfriday
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