Delia & MWJ's shares

[Tangible Fixed Assets anyone? 0]

Delia''s & MWJ''s investment in the club

                                                                              £k.
B Preference shares
- 3,025 @ £100 each                                           302.5

Ordinary Shares
02/03 season 77,990 @ £25 each                       1949.75
03/04 season 8,000 @ £25 each                           200.0
06/07 season - loan converted @ £25 each           817.6
06/07 season - new money @£25 each                 270.1

Total                                                                   3237.5

New money into the club £3540k



Ordinary shares bought from
Geoffrey Watling
(** note - assumed figure) £1000k ???

 

06/07 season
31/5/07 holding 327,509 (page 13)
31/5/06 holding 281,550 (page 13)
difference 45,959
club issued 43,508
(note 33 page 41)
so I have assumed that Delia & MWJ
acquired 2,451 from others at say £25 each £61.3k


Assumed investment in Ordinary shares £4301k

Investment in B Preference shares £302k.


As at 31/5/07 Delia''s & MWJ''s holdings of Ordinary shares was 327,509
If valued at £30 per Ordinary share, those holdings would be valued at £9.8m.
-----------------------------------------------------------------------------------

So how much has Delia and MWJ.''s  been offered for their majority shareholding ?

 

Furthermore would the cost of buying Delia''s & MWJ''s holding be part of the £20m.?

 

 

 

 

[Hog 0]

No I think the £20 mill was purely for players...

[bassisbest 0]

Cullum wants to put £20mill into the club for players, and in return he wants to become a majority shareholder. He said he doesnt want to put that amount of money into the club without having control.

[Yellow Shirt 17]

Yes- Cullum is surely offering £20m full stop. I assume he wants to see Delia and MWJ give him control, ie.51% and in return he will put money into the club.The gamble is in Delia and MWJ''s court- will your remaining shares be worth more in the long term if the club is a stable Prem club than the full amount are as a struggling Champ side.The cost of investment would be to the current shareholders- he will come in with cash if they prove support for it by not taking the share price back out of the investment.Only conjecture but thats the offer I would make!

[Camuldonum 0]

[quote user="bass is best"]Cullum wants to put £20mill into the club for players, and in return he wants to become a majority shareholder. He said he doesnt want to put that amount of money into the club without having control.[/quote]

The article does not, however, explain how he intends to become the majority shareholder or is he expecting Delia and Co to hand over their shares for nothing in return for his £20million and lose the money they have undoubtedly invested.?  It does not explain.   You don''t become a majority shareholder just by handing over £20m "for players".

[gazzathegreat 0]

And who can blame him eh Bass is best? To me he talks a lot of sense and fits every single one of Delia''s exacting criteria for joining the board/buying her shares.

So why wasn''t this announced earlier (he says there has been no contact since the start of the year). We have not exactly been awash with offers have we. Nor have we been making a lot of money. So why doesn''t Delia want this to happen?

I guess we will find out soon enough. One thing''s for sure this isn''t going to go away. If Cullum is turned down I think things could become very testing indeed for the board.

[bassisbest 0]

[quote user="camuldonum"]

[quote user="bass is best"]Cullum wants to put £20mill into the club for players, and in return he wants to become a majority shareholder. He said he doesnt want to put that amount of money into the club without having control.[/quote]

The article does not, however, explain how he intends to become the majority shareholder or is he expecting Delia and Co to hand over their shares for nothing in return for his £20million and lose the money they have undoubtedly invested.?  It does not explain.   You don''t become a majority shareholder just by handing over £20m "for players".

[/quote]

i said cullum WANTS to put in £20mill, and in return WANTS to become a majority shareholder

[The Fish Seller 0]

[quote user="bass is best"][quote user="camuldonum"]

[quote user="bass is best"]Cullum wants to put £20mill into the club for players, and in return he wants to become a majority shareholder. He said he doesnt want to put that amount of money into the club without having control.[/quote]

The article does not, however, explain how he intends to become the majority shareholder or is he expecting Delia and Co to hand over their shares for nothing in return for his £20million and lose the money they have undoubtedly invested.?  It does not explain.   You don''t become a majority shareholder just by handing over £20m "for players".

[/quote]

i said cullum WANTS to put in £20mill, and in return WANTS to become a majority shareholder

[/quote]51% of Delia and Michaels shares would make him majority shareholder at a cost of £5m it is extremely feasible to become Maj Shareholder at NCFC and plough £15m into team building on a £20m total budget. That would do it for me.

[bassisbest 0]

how many shares do Delia and MWJ own???

i know that Taylors have 5000.

[Pinks 0]

[quote user="Worst Wizard"][quote user="bass is best"][quote user="camuldonum"]

[quote user="bass is best"]Cullum wants to put £20mill into the club for players, and in return he wants to become a majority shareholder. He said he doesnt want to put that amount of money into the club without having control.[/quote]

The article does not, however, explain how he intends to become the majority shareholder or is he expecting Delia and Co to hand over their shares for nothing in return for his £20million and lose the money they have undoubtedly invested.?  It does not explain.   You don''t become a majority shareholder just by handing over £20m "for players".

[/quote]

i said cullum WANTS to put in £20mill, and in return WANTS to become a majority shareholder

[/quote]

51% of Delia and Michaels shares would make him majority shareholder at a cost of £5m it is extremely feasible to become Maj Shareholder at NCFC and plough £15m into team building on a £20m total budget. That would do it for me.
[/quote]

I think the way we all feel at present, if PC bought MWJ/DS shares and put 5 million in we''d be happy

[GMF 757]

Isn''t the simplest way around this for the Club to propose a motion at the next AGM to increase the Authorised Share Capital by circa 700,000?

Peter Cullum could then purchase the new shares at £30 a go, he''d get his majority shareholding and the Club would get £20M of new captial without the need to buy out Delia and Michael. 

[canary cherub 1]

[quote user="camuldonum"]

[quote user="bass is best"]Cullum wants to put £20mill into the club for players, and in return he wants to become a majority shareholder. He said he doesnt want to put that amount of money into the club without having control.[/quote]

The article does not, however, explain how he intends to become the majority shareholder or is he expecting Delia and Co to hand over their shares for nothing in return for his £20million and lose the money they have undoubtedly invested.?  It does not explain.   You don''t become a majority shareholder just by handing over £20m "for players".

[/quote]

The article says that Cullum and D&M "had a friendly arm wrestle over the valuation of the club" and I think it goes without saying that he doesn''t expect to get majority control for nothing.

 

 

[Jim Smith 2,365]

yes he doesn''t actually have to buy their shares if new shares are created at an EAGM. However i am unsure what impact it would have on the value of their stake if they go from having a majority stake to having less than 50%. presumably the value is in having control which theyw ould no longer have. In terms of having a trading value as individual shares I suspect the shares are pretty worthless unless we ever get to the prem and stay there.

[bassisbest 0]

Does anyone know how many shares Delia and MWJ own???

And what percentage???

Thanks

[I beat Atalanta 0]

[quote user="Canary Nut"]

Furthermore would the cost of buying Delia''s & MWJ''s holding be part of the £20m.?

 

 

 

[/quote]Yes. In fact the £20 would actually be swallowed up as once a certain percentage of shares is bid for the purchacer is obliged to offer the same deal to all share holders and is obliged to honor the offer should they accept

[I beat Atalanta 0]

[quote user="Salahuddin"]No I think the £20 mill was purely for players...[/quote]wrong. Very little - if any would be for players

[I beat Atalanta 0]

[quote user="bass is best"]Cullum wants to put £20mill into the club for players,.[/quote]Wrong. He has to buy the shares out of that £20m

[quote user="bass is best"]........and in return he wants to become a majority shareholder.

He said he doesnt want to put that amount of money into the club

without having control.[/quote]If he bought the shares he would have control. Its a Plc FFS you cant have control without buying the shares...... if it was that easy.......  :o)Get it?

[I beat Atalanta 0]

[quote user="gazzathegreat"] To me he talks a lot of sense and fits every single one of Delia''s exacting criteria for joining the board/buying her shares. [/quote]How so? If he buys her shares he''s obliged to bid for others so cheerio £20m. He''s talking bollox. If somebody knocked on your front door and said I want to knock your house down and build a nice new one but you dont get a penny would you think thats a good idea?

[ricardo 7,445]

[quote user="I beat Atalanta"][quote user="gazzathegreat"] To me he talks a lot of sense and fits every single one of Delia''s exacting criteria for joining the board/buying her shares. [/quote]

How so? If he buys her shares he''s obliged to bid for others so cheerio £20m. He''s talking bollox. If somebody knocked on your front door and said I want to knock your house down and build a nice new one but you dont get a penny would you think thats a good idea?
[/quote]

We are talking about the 40th richest person in the country mate.

I don''t think he deals in "Bollox".

He''s made his move and shaken the tree. The apples will soon fall.

And about time too.

[canary cherub 1]

From 2007 Annual Report:

As at 31.05.07 D&M owned 327,309 Ordinary shares and 3,025 ''B'' Preference shares.  No ''A'' Preference shares.

At that date Ordinary shares were valued at £25 each and their holding was therefore worth £8,182,725

At the 2007 AGM the value of ordinary shares was raised to £30 each ie. 20% increase, so their shares became worth £9,819,270.  (It is worth noting that this increase was voted through after PC made his "informal" offer in October.)

When the Preference shares were issued in 2002 they cost £100 each.  No further Preference shares have been issued since then so I assume the valuation remains the same.

[8-|]

 

[bassisbest 0]

Thanks

i was wondering, why cant Cullum put 20mill into the club, and in return Delia & MWJ gives him 51% of the overall shares. that way Cullum would be happy as he would be majority shareholder, Delia would be happy as she would still have enough Shares to have her say in the club, the fans would be happy because we would be rich!!!!!!!

or isnt it that simple????

[canary cherub 1]

[quote user="bass is best"]

Thanks

i was wondering, why cant Cullum put 20mill into the club, and in return Delia & MWJ gives him 51% of the overall shares. that way Cullum would be happy as he would be majority shareholder, Delia would be happy as she would still have enough Shares to have her say in the club, the fans would be happy because we would be rich!!!!!!!

or isnt it that simple????

[/quote]

According to an article (on Rick Waghorn''s site I believe) apparently it isn''t that simple since we became a PLC in 2002.  In order to purchase over a certain percentage (30%??) a bidder has to offer to buy the lot, not only D&M''s shares but yours and mine if we have any.  That means less money to invest in the team unfortunately, but my understanding is that PC has said the £20m is earmarked for the playing side.

[Bobzilla 179]

Re the Corporate Law aspects (and do not quote me on this one, as it has been a while) I do not believe the City Code applies to offers for subscription for shares - i.e. if NCFC plc increased its authorised share capital, and PC were permitted to make the investment direct into the club. However (and I am assuming a little about the articles of association) I suspect that this would not be permitted under the rights of pre-emption unless ALL shareholders agreed to it. Including any fans that hold shares in supporters trusts etc.

That is the only way that the full £20m investment goes into club funds, and not to any existing shareholders. I suspect the questions about valuations are about what the subscription price should be.

Question is whether the other shareholders would approve.

Also, re the person who suggested that Cullum bought 29.9%, and then his investment vehicle bought more, there are specific rules to prevent investers using others to stake-build.

[barclay seats 4849 0]

[quote user="Canary Nut"]

Delia''s & MWJ''s investment in the club

                                                                              £k.
B Preference shares
- 3,025 @ £100 each                                           302.5

Ordinary Shares
02/03 season 77,990 @ £25 each                       1949.75
03/04 season 8,000 @ £25 each                           200.0
06/07 season - loan converted @ £25 each           817.6
06/07 season - new money @£25 each                 270.1

Total                                                                   3237.5

New money into the club £3540k



Ordinary shares bought from
Geoffrey Watling
(** note - assumed figure) £1000k ???

 

06/07 season
31/5/07 holding 327,509 (page 13)
31/5/06 holding 281,550 (page 13)
difference 45,959
club issued 43,508
(note 33 page 41)
so I have assumed that Delia & MWJ
acquired 2,451 from others at say £25 each £61.3k


Assumed investment in Ordinary shares £4301k

Investment in B Preference shares £302k.


As at 31/5/07 Delia''s & MWJ''s holdings of Ordinary shares was 327,509
If valued at £30 per Ordinary share, those holdings would be valued at £9.8m.
-----------------------------------------------------------------------------------

So how much has Delia and MWJ.''s  been offered for their majority shareholding ?

 

Furthermore would the cost of buying Delia''s & MWJ''s holding be part of the £20m.?

 

 

 

 

[/quote]

I think you will find if you read the statement that PC is offering to give 20 million for players..................after taking over the club at whatever that may cost him.

[sxcanaree 0]

[quote user="Fat Prophet"]

From 2007 Annual Report:

As at 31.05.07 D&M owned 327,309 Ordinary shares and 3,025 ''B'' Preference shares.  No ''A'' Preference shares.

At that date Ordinary shares were valued at £25 each and their holding was therefore worth £8,182,725

At the 2007 AGM the value of ordinary shares was raised to £30 each ie. 20% increase, so their shares became worth £9,819,270.  (It is worth noting that this increase was voted through after PC made his "informal" offer in October.)

When the Preference shares were issued in 2002 they cost £100 each.  No further Preference shares have been issued since then so I assume the valuation remains the same.

[8-|]

 

[/quote]

From the 2007 copy of the annual report however as I understand it Delia and Michael Wynn Jones own 61.2% of the issued share capital, the Turners 1%, Mike Foulger 3.5% and the fans own a substantial proportion of the remainder.

Should anyone  wish to obtain a majority shareholding but leave Delia as the figurehead this would mean a need to leave them with a substantial shareholding which would need to be in the range of 25-29% which would enable them to regain control if things went awry by reason of a takeover bid.

Peter Cullum is not asking to be the major shareholder but the majority shareholder  ie 50% plus one share - 60% - 50% does not leave 25% so there would be a need either for more shares to be issued (which cannot be achieved without agreement from the majority of shareholders) or someone from outside the directors group selling their shares.

The 2007 report also stated something along the lines of the Turners £2m loan to the club was repayable immediately if Delia/MWJ ceased to be the majority shareholders in the club.

Bearing in mind that there is no reason for a fire-sale here, - The club is a well run and respected business, it may flirt in the lower reaches of the Championship however there is no reason to suggest that last years position was anything more than a blip and whilst promotion to the premiership will not arrive, relegation may be equally remote - there is no reason to suggest that the owndership of 50% of the shares should be secured for any price less than the £30 "value" which was agreed at the AGM [with the benefit of hindsight I would guess that this would be Delia winning the arm wrestle]

So with 535,235 alloted shares (plus 0.5 to give majority)50% = 267,618 = £8,028,540 [which would be paid to whoever already owns the shares]

And if the available shares are 33,333 allowed to be created are triggered to allow the Jones''s to retain 25% - 50% of these need to be purchased too - 16,667 = £500,000 to the club.

Plus repaying the Turner''s £2m

Total outlay to gain majority share £10,528,540 - This is if Delia/MWJ agree to reduce to 10-15% shareholding - extra if they go for "All or Nothing" and does not take into account any preference shares (£3m value) or loans that they may want re-paid as a result of the reduction of their role or any incentive to walk away quietly.

Say £17.5m for cash.

Whilst I appreciate that Peter Cullum ticks all the relevant boxes to be an investor in the club and I have no reason to doubt or challenge his intent - he is and remains a businessman first and foremost and has not built Towergate by being the nice guy in business transactions so I would guess that the offer in the "Arm Wrestle" would probably be around half that for Delia/MWJ shareholding and Turner''s loan.

I know that we are dealing with the heart rather than the head in all of the posts on this issue but ultimately the cash for players is only a short term fix - £20m will not be enough this season. Reading, Birmingham, Watford, Derby, QPR, Wolves and Ipsh*** have their war chests for the coming Season in place - only three clubs can be promoted and at least two of those are buying it next year.

No-one knows what the majic formula is - the reality is that the actual cost of buying a majority shareholding may make this too expensive for Peter Cullum and the capital offered could be too little to secure anything more than administration in a few years when the gloss wears off.

I believe that ultimately there will be a compromise here - with Peter Cullum having nailed his flag to the mast there will need to be a response - it may be a similar solution to what has happened down the road, where the Plc sells 75% of the Football club to a new investor and the Plc retains ownership of all the non football assets - (stadium, training facilities, catering etc) but the Footballing side itself is majority owned by the investor [down the road they have no non footballing assets] - I do not know exactly how these things work but I think there is some kind of cross sharing agreement whereby the "Football Club" would own a significant part of the Plc - say 30% which gives sufficient leverage for the two businesses revenues to be consolidated...

I''m sure someone will know this is bollox but I work in insurance so what do I know about running a football club (oops!)

Lets see what tomorrow brings!

[barclay seats 4849 0]

[quote user="ricardo"]

[quote user="I beat Atalanta"][quote user="gazzathegreat"] To me he talks a lot of sense and fits every single one of Delia''s exacting criteria for joining the board/buying her shares. [/quote]

How so? If he buys her shares he''s obliged to bid for others so cheerio £20m. He''s talking bollox. If somebody knocked on your front door and said I want to knock your house down and build a nice new one but you dont get a penny would you think thats a good idea?
[/quote]

We are talking about the 40th richest person in the country mate.

I don''t think he deals in "Bollox".

He''s made his move and shaken the tree. The apples will soon fall.

And about time too.

[/quote]

Hey Ricardo................pleased to see someone has some sense on here.

[ricardo 7,445]

[quote user="barclay seats 48 49"][quote user="ricardo"]

[quote user="I beat Atalanta"][quote user="gazzathegreat"] To me he talks a lot of sense and fits every single one of Delia''s exacting criteria for joining the board/buying her shares. [/quote]

How so? If he buys her shares he''s obliged to bid for others so cheerio £20m. He''s talking bollox. If somebody knocked on your front door and said I want to knock your house down and build a nice new one but you dont get a penny would you think thats a good idea?
[/quote]

We are talking about the 40th richest person in the country mate.

I don''t think he deals in "Bollox".

He''s made his move and shaken the tree. The apples will soon fall.

And about time too.

[/quote]

Thank you Barclay.

It seems that more people are seeing the light every day and this will build up the pressure on the present owners.

We can only hope that PC has made up his mind to get serious because it''s the only way we will return to our former status.

 

Hey Ricardo................pleased to see someone has some sense on here.

[/quote]

[I beat Atalanta 0]

[quote user="ricardo"]

[quote user="I beat Atalanta"][quote user="gazzathegreat"] To me he talks a lot of sense and fits every single one of Delia''s exacting criteria for joining the board/buying her shares. [/quote]How so? If he buys her shares he''s obliged to bid for others so cheerio £20m. He''s talking bollox. If somebody knocked on your front door and said I want to knock your house down and build a nice new one but you dont get a penny would you think thats a good idea?[/quote]

We are talking about the 40th richest person in the country mate.

I don''t think he deals in "Bollox".

He''s made his move and shaken the tree. The apples will soon fall.

And about time too.

[/quote]Do the maths yourself.... he''s about £40m short

[Camuldonum 0]

[quote user="bass is best"]

Thanks

i was wondering, why cant Cullum put 20mill into the club, and in return Delia & MWJ gives him 51% of the overall shares. that way Cullum would be happy as he would be majority shareholder, Delia would be happy as she would still have enough Shares to have her say in the club, the fans would be happy because we would be rich!!!!!!!

or isnt it that simple????

[/quote]

 

Because you are PLC and under Stock Exchange Rules it is against the law.  He can put in £20m and have a place on the Board but NOT a controlling interest.

[I beat Atalanta 0]

[quote user="ricardo"]

[quote user="I beat Atalanta"][quote user="gazzathegreat"] To me he talks a lot of sense and fits every single one of Delia''s exacting criteria for joining the board/buying her shares. [/quote]How so? If he buys her shares he''s obliged to bid for others so cheerio £20m. He''s talking bollox. If somebody knocked on your front door and said I want to knock your house down and build a nice new one but you dont get a penny would you think thats a good idea?[/quote]

We are talking about the 40th richest person in the country mate.

I don''t think he deals in "Bollox".

He''s made his move and shaken the tree. The apples will soon fall.

And about time too.

[/quote]This sums it up wellhttp://norwichcity.wordpress.com/2008/06/30/15-15-things-just-got-even-more-interesting/