The Case for a New SFA.

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Jingso.Jimsie 23rd October 2015 at 11:12 am # Legally, can …

Comment on The Case for a New SFA. by easyJambo.

Jingso.Jimsie 23rd October 2015 at 11:12 am # Legally, can RIFC ‘compulsorily purchase’ shares from parties that they simply don’t like (or don’t support the current regime)? How else do they disenfranchise these shareholders?
You need to own 90% of the shares on issue before you can force the smaller shareholders to sell, so that isn’t going to happen.

My reading of the full email is that the Board wants shot of any dissenting voices among the shareholder base.  However buying out these parties wouldn’t bring new cash into the club. It would be easier to achieve through dilution, by the issue of new shares to any existing RRM shareholders willing to underwrite a sale or to new RRM if they can pass a pre-emption motion.
The fans organisations are already sitting on cash piles to buy shares, that they can’t currently do without a seller at a reasonable price. From the club’s point of view they would rather welcome the cash as an investment in a new share issue.
RST runs the “Buy Rangers” scheme where fans provide lump sums to buy shares.  RF has been more successful and claims to have 13,875 fans contributing monthly to buy shares.  Even at an average of £10 a month, those numbers would generate more than the Foundation of Hearts does. The last share purchase by RF was in July when they bought approx 736K shares for around £200,000 (I don’t know the identity of the seller(s)).  It is now seven and a half months since the regime change and delisting. If RF’s contributions have held up at the claimed numbers, then they will have taken in the best part of £1M and only spent £200K. 
The most recent “John James” blog covers the Board’s positioning in a way that I would agree with.  The Board of a company is meant to be accountable to the shareholders.  This proposal seems to want the shareholders to be accountable to the Board.

easyJambo Also Commented

The Case for a New SFA.
tykebhoy 23rd October 2015 at 1:12 pm #
I hope that John Stevens’ (@pzj_1) identification skills have improved since his last effort just 3 days ago.

Brogan Rogan Trevino ‏@BroganRoganTrev Oct 20
@pzj_1 Hi, It has come to my attention that you somehow believe that @sitonfence and I are one and the same. Sorry nothing to do with me!

The Case for a New SFA.
Allyjambo 23rd October 2015 at 10:25 am #
Strange blog by John James! I’m not sure if the quotes come from TRFC/RIFC or not, but if they do, someone there (TRFC/RIFC) seems to have a screw loose!
The quotes came from an email to the members of the Rangers supporters groups including RST and RF, with an appeal that they merge.  I assume the desire is that they pool their resources, and “over invest” in the club by buying new shares.

The Evening Times summarised the email in an article yesterday, or you can go onto Rangers Media and get the full text
Rangers fans urged to have their say on merging supporters groups into one body aimed at boosting shareholding 

RANGERS supporters have been asked to vote on merging their numerous fan groups into one organisation capable of buying a significant block of shares and forcing out unwanted investors holding onto interests in the club.
Emails were sent out on Thursday afternoon by the Rangers Fan Board, a club-supported committee briefly banned by the previous regime after releasing the minutes of a contentious meeting, to request feedback on a proposal geared towards forming the new collective body.
Rangers First and the Rangers Supporters’ Trust currently hold around five per cent of stock. They will join together under the scheme with the hope being that a structure can be created to bring the likes of the Rangers Supporters Association, Rangers Assembly and Rangers Fighting Fund all under one umbrella.
The new organisation will be independent of Rangers and will appoint a board of directors responsible for purchasing shares and generating income for the club and possessing expertise in public relations, marketing, finance, administration and law.
Supporters have until 5pm on Monday, October 26, to make their thoughts known on the idea outlined.
“Rangers First and Rangers Supporters Trust currently own over 5% of the shares in Rangers International Football Club PLC (RIFC),” read a statement.
“Growing this shareholding is vital to the Rangers support to ensure that the club never again suffers as it has over the last few years.
“There have been many shareholders in RIFC in recent years for whom the club’s interests do not come first. Rangers supporters will ensure that the Club’s interest and its success is always paramount.
“To achieve this aim, it will be necessary to remove shareholders who do not share the same vision. Rangers supporters can also use the shares they have acquired to back those with the club’s best interests at heart.
“Once this has been achieved, funds can be used to invest in the development of young players, to protect Ibrox, to recognise our history in an archive/museum and to develop our stadium.”
The document sent to supporters has also offered suggestions on how sharebuying will work in future.
“Rangers First 2014 CIC (Community Interest Company) will become the shareholding vehicle for the new group,” it reads. “Existing shareholdings will be consolidated into this vehicle and it will become the vehicle for share purchases for the ISDX listing and going forward.
“Existing Rangers First contributors will continue to donate to this vehicle until after the ISDX listing and other supporters group members will be encouraged to become contributors to or transfer shares to the CIC.
“The RST will proxy its shareholding votes to the CIC whilst consideration is given to a more permanent solution. All members of the RST’s Buy Rangers scheme will be asked to transfer their shareholding to this vehicle.
“The community interest company owned by the RST will be used to collect donations being made by members for non-share buying purposes including protecting Ibrox.
“Every Rangers Supporter will be welcomed as a member of the new group and the members and contributors to Rangers Supporters Trust and Rangers First will also become members
“We would also want to create a structure to recognise the contribution of the Rangers Supporters Association and its member clubs as well as overseas supporters.
Further consideration needs to be given to the mechanics of how this is set up and the transitional arrangements which will be required. “We want a clear voice for Rangers supporters going forward and to ensure it is heard and delivered to the club’s maximum advantage.”

The Case for a New SFA.
The Hearts Shareholders Association also met tonight for one of their regular dinners.  Ann Budge was in attendance and participated in a Q&A.  She was asked the following:

Q.  With Franz Beckenbauer being investigated,  the FIFA scandal, the SFA structure and it’s cronyism etc., What do you think should be done?
A. It needs a complete change, tinkering won’t make any difference and it needs a major overhaul.

I wasn’t there so I’m unsure if she was referring to the SFA specifically or the Football authorities in general.  We can but live in hope.

Recent Comments by easyJambo

It Is Better To Offer No Excuse Than A Bad One
Allyjambo January 2, 2018 at 14:38
My one overriding memory of the Ibrox disaster was that of the five schoolkids aged between 13 and 15, all from the village of Markinch in Fife, who lost their lives.  I lived just a few miles away and was only 15 myself, at the time.

I remember those losses having a huge impact on the local Fife schools and communities.   

It Is Better To Offer No Excuse Than A Bad One
HOMUNCULUS DECEMBER 28, 2017 at 15:38
It doesn’t matter if it is paid to a trust or your aunt Agatha, you still have to pay the tax. I have no idea why they use the name Agatha, but they do. 
“Aunt Agatha” was used by the RFC QC Andrew Thornhill during the appeals process when discussing the redirection of earnings to a third party.

On a separate point about the share price.  The sale of Ashley’s shares to Club 1872 and Julian Wolhardt was used by King’s QC at the CoS, as an example of shares trading above the 20p price.

The TOP’s QC, however, countered that by claiming that Ashley wasn’t interested in the share price, but was insistent that he received £2m for his shares. To that end, it was pointed out that the price per share paid wasn’t 27p, 27.5p or 28p, but something to the second or third decimal place that ensured that the sum received was not £1,999,999 but a fraction over the £2m figure.  I can’t recall the exact fraction used, but the counter argument put forward seemed entirely plausible.

It Is Better To Offer No Excuse Than A Bad One
Homunculus December 27, 2017 at 22:39
EASYJAMBO DECEMBER 27, 2017 at 22:32
Is there a way of calculating how the issue of new shares reduces the value of the existing ones, or is it not as simple as that. I don’t imagine for a second it is. 
I cannot believe that the sale of new shares does not effect the value of those held by existing shareholders. That would surely be market capitalisation gone mad. 
It’s not as simple as the share price being reduced inversely proportionate to the number of additional shares issued.

The capital value (no of shares x share price) of the club is presently around £16m at 20p a share (80m x 20p), but given that the club also has £16m of debts, you could argue that a debt free club would be worth £32m (or 40p a share).

The value of the shares going forward would depend of the amount of debt written off and the number of shares issued in order to achieve that. e.g. if they double the number of shares to 160m in exchange for writing off half the debt.  The capital value of the club might go up to £24m, as it only has £8m debt, but the value of each shares would probably fall to 15p. (160m x 15p = £24m)

If however, they manage to double the share numbers, write off half the debt, but also raise £4m in new money, then the capital value of the club should go up by £4m (the new money). So you could see the capital value rise to £28m, but still with £8m debt. The share price might then be 17.5p (160m x 17.5p = £28m)

I hope that makes sense. It does to me, but the nuances of share numbers, to debt, to capital raised can easily be lost, if you don’t have an appreciation of where they are at just now, and where they might end up.

It Is Better To Offer No Excuse Than A Bad One
shug December 27, 2017 at 22:05
Great hard fought match tonight.
Sadly, that was two hours of my life I won’t get back.  There was nothing great about it and it was more of a borefest akin to many derbies of yesteryear.  Tom English described it perfectly as “Thud and Blunder”

It Is Better To Offer No Excuse Than A Bad One
Homunculus December 27, 2017 at 18:21
I take it all that has happened is that they passed the resolution allowing them to issue new shares. Those new shares have now been created.
This is them simply notifying Companies House that they have done that, Companies House records show how many shares have been issued.
That has to be done before they can actually sell them to anyone.
Purely a procedural matter I would have though. 
It’s not got as far as creating the shares. It’s merely confirmation that the Board has the authority to issue shares up to the specified limit.  That authority expires on the date of the next AGM.

The allotment of up to a nominal value of £1,086,376.01, means that new shares equivalent to 1.333 times those currently available can now be issued.  I’m sure that there will be a good reason for the number of new shares being set at that specific level, but I can’t think of one. 

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