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FoH - final installment of BidCo payment made - share transfer likely in April

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Footballfirst

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

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davemclaren
5 minutes ago, Footballfirst said:

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

Hopefully the four months contributions we should get up to June can be Anticipated and used this window for players. 

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wavydavy
3 minutes ago, Footballfirst said:

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

 

 

As should you for all the hard work you do keeping us all reliably informed on these matters.

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davemclaren
Just now, wavydavy said:

 

 

As should you for all the hard work you do keeping us all reliably informed on these matters.

Indeed. Well done FF. 

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Heartsofgold
4 minutes ago, wavydavy said:

 

 

As should you for all the hard work you do keeping us all reliably informed on these matters.

 

I 2nd this.  Thanks for the hard work FF.  Keep it up and keep all parties accountable.

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Selkirkhmfc1874

Thanks for that well informed info FF

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Toxteth O'Grady

The majority shareholding should be acquired ASAP - Budge removed and a decent CEO appointed who has experience in running a football club.

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Vlad Magic

Top work as always FF and to everyone who put hard earned in to the club, we are eternally grateful. 👍 

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jake
14 minutes ago, Footballfirst said:

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

Best bit of money I've earned that I've spent .

 I feel lucky to be part of it .

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Francis Albert

Thanks FF as always.

Under the terms of the Bidco/FOH agreement did FOH have to agree to the delay in transfer of ownership? As I recall there was no specified timescale but the share transfer was triggered by the completion of repayment of Ann's loan with the implication it happened immediately or as soon as possible. 

Given all we have done the idea that we might not even be told when the repayment milestone is passed seems to be a bit insulting.

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gashauskis9
24 minutes ago, Footballfirst said:

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

Thanks for the detailed update as always FF.  Very proud of our efforts.

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davemclaren
5 minutes ago, Francis Albert said:

Thanks FF as always.

Under the terms of the Bidco/FOH agreement did FOH have to agree to the delay in transfer of ownership? As I recall there was no specified timescale but the share transfer was triggered by the completion of repayment of Ann's loan with the implication it happened immediately or as soon as possible. 

Given all we have done the idea that we might not even be told when the repayment milestone is passed seems to be a bit insulting.

The reason given for the delay was that it was harder from an Accounting point of view to not do it at year end. I can’t believe FoH won’t announce when the milestone is met in February. 

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Geoff Kilpatrick

Let's use the window to find Budge's successor as CEO and let her step down accordingly.

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Captain Canada

Could the 4 months of pledges at around £110k per month be used to address the £400k shortfall in revenue that was mentioned recently? 

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jambomjm74
1 minute ago, Geoff Kilpatrick said:

Let's use the window to find Budge's successor as CEO and let her step down accordingly.

Totally agree, those in charge need to be removed now. It is clear from Levein they will not do the honourable thing. 

Being told on an internet fans forum that we have effectively paid for the club and not being made aware by the Club or FOH?  Thus is a massive massive moment in our history and one many fans have paid for - not millionaires or others but the Fans. 
This isn’t the way this should happen and yet another example of a long long list of failures from those entrusted to run the club.

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davemclaren
1 minute ago, jambomjm74 said:

Totally agree, those in charge need to be removed now. It is clear from Levein they will not do the honourable thing. 

Being told on an internet fans forum that we have effectively paid for the club and not being made aware by the Club or FOH?  Thus is a massive massive moment in our history and one many fans have paid for - not millionaires or others but the Fans. 
This isn’t the way this should happen and yet another example of a long long list of failures from those entrusted to run the club.

We haven’t not been told anything yet as it hasn’t happened yet. It was predicted for early 2020. 

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Footballfirst
31 minutes ago, Francis Albert said:

Thanks FF as always.

Under the terms of the Bidco/FOH agreement did FOH have to agree to the delay in transfer of ownership? As I recall there was no specified timescale but the share transfer was triggered by the completion of repayment of Ann's loan with the implication it happened immediately or as soon as possible. 

Given all we have done the idea that we might not even be told when the repayment milestone is passed seems to be a bit insulting.

That's what I had been looking for in the agreement, but there is no obligation on FOH to purchase the shares immediately. However once the FOH obligations of repaying the loan are satisfied in full, and FOH hands over the £100k to purchase the shares, then Bidco is required to execute the transfer.

 

My interpretation is that once the loan is paid off, FOH will control the transfer date by the timing of the payment for the shares.  That could be as early as the following day, or as late as the long stop date of the agreement, which is now 9 May 2021.

 

6. TRANSFER OF SALE SHARES TO THE FOUNDATION


6.1 Subject to the Foundation satisfying all of the conditions set out in clause 6.2 below (or the written waiver of any of the conditions in clause 6.2 below by Bidco) and in consideration of the Foundation paying an amount to Bidco equal to the purchase price which Bidco paid for the Sale Shares (the date upon which such payment is made by the Foundation being the "Transfer Date"), Bidco shall transfer the legal and beneficial interest in the Sale Shares to the Foundation and shall:
6.1.1 deliver to the Foundation the duly executed Stock Transfer Form in favour of the Foundation in respect of the Sale Shares, together with the original share certificates for the Sale Shares (or an indemnity in a form satisfactory to the Foundation if such share certificates are not available);
6.1.2 deliver to the Foundation a waiver of any applicable pre-emption rights duly signed by the persons entitled to exercise such rights; and
6.1.3 transfer to the Foundation the Senior Loan and the Senior Security which constitutes the security for the obligations of the Company under the Senior Loan Agreement.
6.2 The conditions referred to in clause 6.1 are that the Foundation has:
6.2.1 made the Initial Foundation Payment in accordance with clause 2;
6.2.2 made the Total Funding Commitment in accordance with clause 5;
6.2.2A performed its obligations to make advances under clause 5A;
6.2.3 obtained the consent of Bidco to any changes to the corporate structure, constitution, board membership or management team of the Foundation in accordance with clause 9.4, and that Bidco, acting reasonably, is satisfied that the obligation in clause 9.4 has been satisfied;
6.2.4 fully participated in the Senior Loan in accordance with the terms of this agreement (regardless of whether the Senior Loan has been assigned or novated to Ann Budge or remains with Bidco); and
6.2.5 provided the Deed of Adherence executed and dated by it.
6.3 Bidco shall transfer the Sale Shares free of all Encumbrances (and all other rights exercisable by other parties) and with effect from the Transfer Date, the Foundation shall be entitled to exercise all rights attaching to or accruing to the transferred Shares including, without limitation, the benefit of any dividends, distributions and rights declared paid, created or arising.

 

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EIEIO
8 minutes ago, davemclaren said:

We haven’t not been told anything yet as it hasn’t happened yet. It was predicted for early 2020. 

Might be worth asking the FOH Chair when he attends the HMSA AGM at the end of this month if an announcement/fanfare is planned.

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davemclaren
Just now, EIEIO said:

Might be worth asking the FOH Chair when he attends the HMSA AGM at the end of this month if an announcement/fanfare is planned.

Possibly one of the easier questions he might have to face. His attendance at the AGN might well be planned with the date in mind. 

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Francis Albert
38 minutes ago, davemclaren said:

The reason given for the delay was that it was harder from an Accounting point of view to not do it at year end. I can’t believe FoH won’t announce when the milestone is met in February. 

I was just picking up FF's point that it might suit Ann and FoH not to tell us to reduce a "job done" reaction and fall off in FoH subs. I also can't believe that they would do that.

 

It is slightly odd that no-one thought of the year end point when the original agreement was put in place.

 

If  I recall correctly the voting rights in some of the shares (50% of the 75% ultimate FOH holding? ) were transferred to FoH at an earlier milestone (50% of loan repaid?). Even if formal transfer of the shares is delayed is there any reason why the rest of the voting rights should not be transferred giving the option, if say we are relegated by March to relieve Ann (and incidentally Craig) of her (his) duties at an egm and getting a new CEO and a Craig-free "football department" to start fixing things for a promotion campaign or campaigns to come? 

Edited by Francis Albert

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Footballfirst

Part of my reasons for me posting this information just before the loan is repaid, is a prompt to the FOH Board for them to acknowledge what is a major milestone for FOH and the Club. 

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davemclaren
2 minutes ago, Francis Albert said:

I was just picking up FF's point that it might suit Ann and FoH not to tell us to reduce a "job done" reaction and fall off in FoH subs. I also can't believe that they would do that.

 

It is slightly odd that no-one thought of the year end point when the original agreement was put in place.

 

If  recall correctly the voting rights in some of the shares (50% of the 75% ultimate FOH holding? ) were transferred to FoH at an earlier milestone (50% of loan repaid?). Even if formal transfer of the shares is delayed is there any reason why the rest of the voting rights should not be transferred giving the option, if say we are relegated by March to relieve Ann (and incidentally Craig) of her (his) duties at an egm and getting a new CEO and a Craig-free "football department" to start fixing things for a promotion campaign or campaigns to come. 

Some voting rights were transferred previously as you say. Unless that was also done at a year end, due to the same issues, then that could presumably be done again. 

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davemclaren
6 minutes ago, Francis Albert said:

I was just picking up FF's point that it might suit Ann and FoH not to tell us to reduce a "job done" reaction and fall off in FoH subs. I also can't believe that they would do that.

 

It is slightly odd that no-one thought of the year end point when the original agreement was put in place.

 

If  I recall correctly the voting rights in some of the shares (50% of the 75% ultimate FOH holding? ) were transferred to FoH at an earlier milestone (50% of loan repaid?). Even if formal transfer of the shares is delayed is there any reason why the rest of the voting rights should not be transferred giving the option, if say we are relegated by March to relieve Ann (and incidentally Craig) of her (his) duties at an egm and getting a new CEO and a Craig-free "football department" to start fixing things for a promotion campaign or campaigns to come? 

I think you would need to call an FoH EGM first for your scenario to play out. 😎

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jambo3tevie
1 hour ago, Footballfirst said:

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

Cheers FF

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Footballfirst
2 minutes ago, Francis Albert said:

If  recall correctly the voting rights in some of the shares (50% of the 75% ultimate FOH holding? ) were transferred to FoH at an earlier milestone (50% of loan repaid?). Even if formal transfer of the shares is delayed is there any reason why the rest of the voting rights should not be transferred giving the option, if say we are relegated by March to relieve Ann (and incidentally Craig) of her (his) duties at an egm and getting a new CEO and a Craig-free "football department" to start fixing things for a promotion campaign or campaigns to come. 

 

FOH curently has voting rights over 35% of the Club's shares as part of the amended funding agreement.

 

There was no provision in the initial agreement for FOH to have any shareholders rights until the loan was repaid in full.

 

When the agreement was amended to include the £3m contribution to the redevelopment project, it was proposed to transfer 20% of shares after the first £1.5m and a further 15% once the £3m milestone was reached.  When the amended agreement was published on 31 January 2017 the proposed share transfer was dropped in favour of a corresponding transfer of "voting rights" over the shares, rather than the  shares themselves. The reason for the change was claimed to be the result of "professional advice was received that this could have created unforeseen tax problems".

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jake
15 minutes ago, Footballfirst said:

Part of my reasons for me posting this information just before the loan is repaid, is a prompt to the FOH Board for them to acknowledge what is a major milestone for FOH and the Club. 

Why do you think they need prompted ?

 

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sadj

Didn’t this get addressed at the AGM where it was advised the transfer would happen later in the year as this was what had been advised by the accountants/lawyers. Im sure it was.

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davemclaren
Just now, sadj said:

Didn’t this get addressed at the AGM where it was advised the transfer would happen later in the year as this was what had been advised by the accountants/lawyers. Im sure it was.

It was. 

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Jamhammer

Anyone think AB will leave the building with Levein?

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Footballfirst
1 minute ago, jake said:

Why do you think they need prompted ?

 

For a members organisation their communication is poor and has got worse over time. 

 

e.g. monthly blogs, became quarterly blogs, became bi-annual blogs 

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pettigrewsstylist
1 hour ago, Footballfirst said:

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

Great and succinct synopsis FF, thanks. Me personally; happy to let the 400-450k find us personell to preserve top flight status and/or remedy pitch issue.

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davemclaren
Just now, Jamhammer said:

Anyone think AB will leave the building with Levein?

Possibly but will depend on what happens on the field over next few months imo. 

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Homme
7 minutes ago, jake said:

Why do you think they need prompted ?

 

 

Yeah I think they'll be aware. 

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wavydavy
2 minutes ago, pettigrewsstylist said:

Great and succinct synopsis FF, thanks. Me personally; happy to let the 400-450k find us personell to preserve top flight status and/or remedy pitch issue.

 

Surely if there are any issues then those should be rectified free of charge as it was a totally new pitch complete with drainage etc~?

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Francis Albert
12 minutes ago, Footballfirst said:

 

FOH curently has voting rights over 35% of the Club's shares as part of the amended funding agreement.

 

There was no provision in the initial agreement for FOH to have any shareholders rights until the loan was repaid in full.

 

When the agreement was amended to include the £3m contribution to the redevelopment project, it was proposed to transfer 20% of shares after the first £1.5m and a further 15% once the £3m milestone was reached.  When the amended agreement was published on 31 January 2017 the proposed share transfer was dropped in favour of a corresponding transfer of "voting rights" over the shares, rather than the  shares themselves. The reason for the change was claimed to be the result of "professional advice was received that this could have created unforeseen tax problems".

Thanks. Presumably FoH could ask for transfer of the remaining voting rights when they have fulfilled their obligations under the amended agreement. Would seem reasonable and Ann would surely not say no. (ahem).

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Section Q
1 hour ago, Footballfirst said:

I've had a look again at the numbers from Club's and FOH's Accounts, as at 30 June 2019.

 

By my reckoning, the balance of the original £2.4m Bidco loan will be paid off in full from January's FOH pledges, which are due to be handed over at the end of this month.

 

At the financial year end, there was an outstanding balance of £890k still to be repaid. It initially looked as if pledging rates had dropped by over 8%, year on year. However, at the FOH AGM, it was stated that June's pledges hadn't been handed over by the end of that month as a result of an administrative delay (unavailability of a second person to authorise the funds transfer). As a result FOH had a cash balance in excess of £120k at year end and actual pledging levels were only slightly down on the previous year. Had the normal monthly handover taken place on time then the outstanding balance of the loan would have been £770k.

 

Assuming that the delayed £120k was handed over just a day or two late, then the balance of £770k would be  cleared within seven months, even with reduced payments of £110k a month, from July 19 to January 20, inclusive.

 

I don't know if FOH or the Club will make any announcement to that effect. I suspect they may not, as I'm sure that they both parties would like to see pledging levels maintained without any "job done" drop off.

 

The question is what happens next. FOH should have the funds required (£100k) to purchase the majority shareholding (75.1%) and complete the share transfer in February. However, AB suggested that the transfer of the the majority shareholding would be delayed until the next financial year end (30 June 2020), to simplify accounting, audit and legal requirements.

 

The FOH/Bidco/HMFC funding agreement does not specify that the shares have to be "purchased" immediately, so I guess it is open to the FOH Board to delay the share purchase to any specific date they want.

 

It may also be an attractive proposition to AB if the shares aren't purchased until June as it means that four months worth of pledges (February to May) can be used for working capital purposes and smooth out any cash flow shortages until next season's Season Ticket income comes in. 

 

At the point when the original loan is paid off, FOH will have handed over £9.45m to the Club and Bidco, with another £100k still to pay direct to Bidco for the shares. FOH will have also spent around £275k internally in costs (mostly in transaction and accounting fees). That's a startling figure of more than £9.8m pledged by fans since the first Direct Debit was collected in September 2013. Everyone who has contributed should be proud of their efforts.

Thanks mate, our future appears bright financially which is hugely reassuring for us fans. 

Sadly though, if low morale continues up until the handover, it wouldn't be unexpected to see fans cancelling their contributions. I hope this isn't the case.

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jr ewing
12 minutes ago, jake said:

Why do you think they need prompted ?

 

I wouldn't have known. 

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pettigrewsstylist
3 minutes ago, wavydavy said:

 

Surely if there are any issues then those should be rectified free of charge as it was a totally new pitch complete with drainage etc~?

No idea what has been done and by whom since installation, but yes i live in hope. Silence is telling however.

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ramrod
1 hour ago, Toxteth O'Grady said:

The majority shareholding should be acquired ASAP - Budge removed and a decent CEO appointed who has experience in running a football club.

Serious question , who would identify and apppont a new CEO ? 

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jambomjm74
29 minutes ago, Footballfirst said:

Part of my reasons for me posting this information just before the loan is repaid, is a prompt to the FOH Board for them to acknowledge what is a major milestone for FOH and the Club. 

You shouldn’t have to do this. 
much appreciated as we are in the dark. 
 

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pettigrewsstylist
2 minutes ago, jambomjm74 said:

You shouldn’t have to do this. 
much appreciated as we are in the dark. 
 

Woukd expect it to be front and centre news issue. 

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Section Q
10 minutes ago, Jamhammer said:

Anyone think AB will leave the building with Levein?

She remains a major shareholder with around 17% of the club unless I'm wrong again......

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Toxteth O'Grady
8 minutes ago, ramrod said:

Serious question , who would identify and apppont a new CEO ? 

The majority shareholder - FOH

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Coco
13 minutes ago, ramrod said:

Serious question , who would identify and apppont a new CEO ? 

That is the job of the Club Board.

 

Appreciate the ship has sailed on this but my governance arrangement would have a wholly independent Board at the club level i.e. no representation from Ann Budge or FoH.  That Board would have the duty of representing all shareholders as happens in many companies.

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jake
20 minutes ago, Footballfirst said:

For a members organisation their communication is poor and has got worse over time. 

 

e.g. monthly blogs, became quarterly blogs, became bi-annual blogs 

Yes I got that FF.

 

I meant why is it that FOH has downsized its info and not announced this milestone?

In your opinion.

I know you mentioned drop offs but it looks to me as if FOH has a hard core of subscribers  so I'd imagine an announcement would see those remain.

 

 

 

It does seem that even for a handover in June there doesnt seem much in the way of info about how we will be ran.

 

 

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jake
6 minutes ago, Coco said:

That is the job of the Club Board.

 

Appreciate the ship has sailed on this but my governance arrangement would have a wholly independent Board at the club level i.e. no representation from Ann Budge or FoH.  That Board would have the duty of representing all shareholders as happens in many companies.

This is the kind of chat we need imo.

It's really just the start of this FOH .

Be good to get it how we would like it within reason.

 

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Taffin

Good news. I have the FOH shirt on today after my game this morning so a nice coincidence

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ramrod
12 minutes ago, Toxteth O'Grady said:

The majority shareholder - FOH

And who would identify and make that appointment on behalf of the FOH 

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jambo-in-furness
5 minutes ago, jake said:

Yes I got that FF.

 

I meant why is it that FOH has downsized its info and not announced this milestone?

In your opinion.

I know you mentioned drop offs but it looks to me as if FOH has a hard core of subscribers  so I'd imagine an announcement would see those remain.

 

 

 

It does seem that even for a handover in June there doesnt seem much in the way of info about how we will be ran.

 

 


 

 

 I think many of us are in the pledge for life group,  although I might consider reducing my pledge when I meet the 5-1 club level.

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davemclaren
32 minutes ago, Section Q said:

She remains a major shareholder with around 17% of the club unless I'm wrong again......

I think you are right this time. 

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