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KeelansGlove

What would be a fair offer ?

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Im sorry. You can NOT liken the sale of a football club to a house! Its a non starter. If my house was worth £16m and i had £20m of debt secured against it i have £4m of negative equity and id be what you might call buggered. The sale of a business would not work the same. The way i see the best solution is this. Cullum wants to make an initial investment of £20m for a controlling interest. Delia want her money back. 1st off lets remember that the £20 million for investment in the playing staff is not set in stone. As is common knowledge Delia did not pay £30 a share for her majority shareholding. If she does indeed have the best interests of the club at heart and wants the club to move forward then the approximate £9m for her shares has to be negotiable. As someone mentioned earlier £6m is probably more likely what she paid although we dont know so its just speculation. The directors loans would have to be repaid. That takes the total if she were to accept £6m to say £10m. Although a stipulation of the loans is that they would have to be repaid if the club changed hands i have absolutely no doubt that a man of Cullums wealth would have no problem in refinancing these. Say for instance that Delia accepted £6m for her shares and Cullum refinanced the loans and the Directors Loans are repaid. That just leaves the fact that by company law Cullum would be legally obligied to make an offer for the remaining shares. Someone suggested earlier that this does not apply to football clubs, does anyone know if this is true? Also is there anything set in stone that whilst he has to make an offer for the remaining shares does he have to make an offer that at the same price per share as Delia''s or can he just make an offer that no one will accept? As the clubs shares are not on the market and are worth what the buyer and seller agree, could he not just offer a penny each so that it wouldn''t eat into the transfer fund? If this were to be the case that would leave his initial outlay at £10m. Obviously we would be looking for a bit of flexability and willing from Cullum too. If the above were do-able and he were to up his offer to £25 million then Delia gets her money back, Cullum gets his controlling interest and there is still £15m to pump into Roeders kitty, more than enough to give us a shot at getting promoted. Everyones a winner. And before anyone says "Why should Delia take less than £30 a share" its because she claims to have the best interests of the club at heart, not making a profit from it.

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[quote user="Mr Brownstone"]Im sorry. You can NOT liken the sale of a football club to a house! Its a non starter. If my house was worth £16m and i had £20m of debt secured against it i have £4m of negative equity and id be what you might call buggered. The sale of a business would not work the same. The way i see the best solution is this. Cullum wants to make an initial investment of £20m for a controlling interest. Delia want her money back. 1st off lets remember that the £20 million for investment in the playing staff is not set in stone. As is common knowledge Delia did not pay £30 a share for her majority shareholding. If she does indeed have the best interests of the club at heart and wants the club to move forward then the approximate £9m for her shares has to be negotiable. As someone mentioned earlier £6m is probably more likely what she paid although we dont know so its just speculation. The directors loans would have to be repaid. That takes the total if she were to accept £6m to say £10m. Although a stipulation of the loans is that they would have to be repaid if the club changed hands i have absolutely no doubt that a man of Cullums wealth would have no problem in refinancing these. Say for instance that Delia accepted £6m for her shares and Cullum refinanced the loans and the Directors Loans are repaid. That just leaves the fact that by company law Cullum would be legally obligied to make an offer for the remaining shares. Someone suggested earlier that this does not apply to football clubs, does anyone know if this is true? Also is there anything set in stone that whilst he has to make an offer for the remaining shares does he have to make an offer that at the same price per share as Delia''s or can he just make an offer that no one will accept? As the clubs shares are not on the market and are worth what the buyer and seller agree, could he not just offer a penny each so that it wouldn''t eat into the transfer fund? If this were to be the case that would leave his initial outlay at £10m. Obviously we would be looking for a bit of flexability and willing from Cullum too. If the above were do-able and he were to up his offer to £25 million then Delia gets her money back, Cullum gets his controlling interest and there is still £15m to pump into Roeders kitty, more than enough to give us a shot at getting promoted. Everyones a winner. And before anyone says "Why should Delia take less than £30 a share" its because she claims to have the best interests of the club at heart, not making a profit from it.[/quote]sounds reasonable mr bs - everyone''s a winner!!!its just a case of finding investors with £25m spare...who have a soft spot for good ole city - i mean, there''s plenty of teams out there not fit to lace our boots, but they''ve been able to get super rich benefactors on board><?

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[quote user="Mr Brownstone"]Im sorry. You can NOT liken the sale of a football club to a house! Its a non starter. If my house was worth £16m and i had £20m of debt secured against it i have £4m of negative equity and id be what you might call buggered. The sale of a business would not work the same. The way i see the best solution is this. Cullum wants to make an initial investment of £20m for a controlling interest. Delia want her money back. 1st off lets remember that the £20 million for investment in the playing staff is not set in stone. As is common knowledge Delia did not pay £30 a share for her majority shareholding. If she does indeed have the best interests of the club at heart and wants the club to move forward then the approximate £9m for her shares has to be negotiable. As someone mentioned earlier £6m is probably more likely what she paid although we dont know so its just speculation. The directors loans would have to be repaid. That takes the total if she were to accept £6m to say £10m. Although a stipulation of the loans is that they would have to be repaid if the club changed hands i have absolutely no doubt that a man of Cullums wealth would have no problem in refinancing these. Say for instance that Delia accepted £6m for her shares and Cullum refinanced the loans and the Directors Loans are repaid. That just leaves the fact that by company law Cullum would be legally obligied to make an offer for the remaining shares. Someone suggested earlier that this does not apply to football clubs, does anyone know if this is true? Also is there anything set in stone that whilst he has to make an offer for the remaining shares does he have to make an offer that at the same price per share as Delia''s or can he just make an offer that no one will accept? As the clubs shares are not on the market and are worth what the buyer and seller agree, could he not just offer a penny each so that it wouldn''t eat into the transfer fund? If this were to be the case that would leave his initial outlay at £10m. Obviously we would be looking for a bit of flexability and willing from Cullum too. If the above were do-able and he were to up his offer to £25 million then Delia gets her money back, Cullum gets his controlling interest and there is still £15m to pump into Roeders kitty, more than enough to give us a shot at getting promoted. Everyones a winner. And before anyone says "Why should Delia take less than £30 a share" its because she claims to have the best interests of the club at heart, not making a profit from it.[/quote]The main reason I compared it to a house sale was because of the sums of money involved (making it large enough to be a serious amount, significant to most people''s personal wealth) & to try & separate out the various components - Cullum says ''£20m for the team'' & they think that''s an end to it; I was pointing out that the £20m debt has to be repaid, even if the new owner then immediately refinances - just as you would have to redeem your mortgage when you sell & the new buyer takes on his own mortgage.On the basis of the highlighted text above he would still have to refinance the debt, bringing his initial outlay to £45m. This also assumes he ups his offer by £5m &  drops his investment to £15m, neither of which has he mentioned.On his original statement & assuming Delia''s shares are worthless he still needs £40m to start with unless he starts saying something new.It''s up to him now.

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If he re-finances the debts how does that make them part of his initial outlay?! Im sure the current lenders (the clue is in that term!) would have no issue keeping the current terms of the agreements knowing that a man worth £1.7b is responsible for them!

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[quote user="Mr Brownstone"]Im sorry. You can NOT liken the sale of a football club to a house! Its a non starter. If my house was worth £16m and i had £20m of debt secured against it i have £4m of negative equity and id be what you might call buggered. The sale of a business would not work the same. The way i see the best solution is this. Cullum wants to make an initial investment of £20m for a controlling interest. Delia want her money back. 1st off lets remember that the £20 million for investment in the playing staff is not set in stone. As is common knowledge Delia did not pay £30 a share for her majority shareholding. If she does indeed have the best interests of the club at heart and wants the club to move forward then the approximate £9m for her shares has to be negotiable. As someone mentioned earlier £6m is probably more likely what she paid although we dont know so its just speculation. The directors loans would have to be repaid. That takes the total if she were to accept £6m to say £10m. Although a stipulation of the loans is that they would have to be repaid if the club changed hands i have absolutely no doubt that a man of Cullums wealth would have no problem in refinancing these. Say for instance that Delia accepted £6m for her shares and Cullum refinanced the loans and the Directors Loans are repaid. That just leaves the fact that by company law Cullum would be legally obligied to make an offer for the remaining shares. Someone suggested earlier that this does not apply to football clubs, does anyone know if this is true? Also is there anything set in stone that whilst he has to make an offer for the remaining shares does he have to make an offer that at the same price per share as Delia''s or can he just make an offer that no one will accept? As the clubs shares are not on the market and are worth what the buyer and seller agree, could he not just offer a penny each so that it wouldn''t eat into the transfer fund? If this were to be the case that would leave his initial outlay at £10m. Obviously we would be looking for a bit of flexability and willing from Cullum too. If the above were do-able and he were to up his offer to £25 million then Delia gets her money back, Cullum gets his controlling interest and there is still £15m to pump into Roeders kitty, more than enough to give us a shot at getting promoted. Everyones a winner. And before anyone says "Why should Delia take less than £30 a share" its because she claims to have the best interests of the club at heart, not making a profit from it.[/quote]

 

You are a private PLC, not a football club.  Do Watford Leisure compete against you in the Championship?  No they don''t but Watford are a subsidiary of Watford Leisure PLC currently quoted on AIM.  When Watford had a takeover approach the shares leaped from 18 to over 30p at which point anyone with any sense would sell (but if you had any sense, you wouldn''t buy shares in a football club in the first place).  Then they looked at the books and pulled out.......so the current Bid/Offer price on Watford Leisure PLC is 17p/22p and there''s over 43 million of them out there somewhere.  That means that if you already own them you can sell at 17p (Bid to Get Rid is the phrase) but if you want to buy them it will be 22p a share.  Some hapless soul (a supporter surely) bought seven for £1.19 on September 1st.

The company law rules are fairly straightforward.  If you are PLC you HAVE to follow the rules whether your business at Carrow Road is providing Association Football or is a factory churning out black pots and kettles.  You are a  PLC whether you like it or not and no one is particularly interested in what your business is just as long as you follow the City Code.

And, yes, it is set in STONE.  Once a prospective purchaser acquires a 30 per cent holding in any private or quoted PLC he triggers a takeover by LAW and has to make the SAME offer to all the other shareholders.

The Directors of said Docherty Pots and Kettles (a subsidiary of Norwich City PLC) can then circulate all the shareholders with either a recommendation to accept or a recommendation to reject.  And they decide.

I am quite sure that Delia and Mr Cullum are quite familiar with the Bid-Offer system. [8-|]

 

 

 

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A few points:

a., The £16m figure is AFTER the debt has been factored in (£36m assets less £20m debt) so the "£4m negative equity" idea is inaccurate.

b., The "having to offer to buy the rest of the shareholders out if you own more than 30% of the shares" idea is not set in stone.  Waivers can be applied for if the company are happy to allow someone to own 30% plus and it is voted in at an EGM- i don`t know the details of this though, but i know it happens as i own shares in a company who have one waiver and are in the process of applying for more.

c., No-one can be forced to sell their shares until a majority shareholder owns 95% (i think) of the share capital.  I believe that if Delia accepted say, £15 per share and NCFC didn`t pursue a waiver, then every shareholder would be offered £15 per share which they can accept or reject.

d., People saying Cullum should just "make an offer" are being simplistic and naive.  Any offer CANNOT be successful without the support of Delia and MWJ, so if they have indicated they won`t support a "compromise" offer there is absolutely no point in making one.  We really don`t know what strings are attached on either side or how much either party are prepared to compromise, but i have to say that if Cullum really is the bad guy trying to get in with a derisory offer, i can`t see why the club haven`t simply told us that.  Propaganda battle won, surely?

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[quote user="ron obvious"]The main reason I compared it to a house sale was because of the sums of money involved (making it large enough to be a serious amount, significant to most people''s personal wealth) & to try & separate out the various components - Cullum says ''£20m for the team'' & they think that''s an end to it; I was pointing out that the £20m debt has to be repaid, even if the new owner then immediately refinances - just as you would have to redeem your mortgage when you sell & the new buyer takes on his own mortgage.On the basis of the highlighted text above he would still have to refinance the debt, bringing his initial outlay to £45m. This also assumes he ups his offer by £5m &  drops his investment to £15m, neither of which has he mentioned.[/quote]I''m kind of curious about this debt thing too. Perhaps there is one of our finance savvy posters out there that can clarify the situation.If somebody buys out a company do they not simply take on the companys'' existing debt? Are there any regulations that govern repayment of a companys'' debts as part of the takeover process?As far as I can see the minimum that any potential buyer would have to put in to take a controlling interest in NCFC PLC is the monies required to acquire a majority shareholding i.e. 51% of the 535,000 shares out there. Clearly, in doing so because that action would take a person(s) holdings above the 30% shareholding they have to make an offer to all existing shareholders as if executing a takeover. For more information see: http://www.thetakeoverpanel.org.uk/new/codesars/DATA%5Ccode.pdf

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sorry but i got one thing to say on this matter.....

I would hope whoever takes over, would get rid of our debt, as refinacing it would get us nowhere, as its still got to be paid off SOMETIME,

who knows we might be in div 2 by the time its due to be repaid, if indeed its refinaced!!! 

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[quote user="Morph"][quote user="ron obvious"]The main reason I compared it to a house sale was because of the sums of money involved (making it large enough to be a serious amount, significant to most people''s personal wealth) & to try & separate out the various components - Cullum says ''£20m for the team'' & they think that''s an end to it; I was pointing out that the £20m debt has to be repaid, even if the new owner then immediately refinances - just as you would have to redeem your mortgage when you sell & the new buyer takes on his own mortgage.On the basis of the highlighted text above he would still have to refinance the debt, bringing his initial outlay to £45m. This also assumes he ups his offer by £5m &  drops his investment to £15m, neither of which has he mentioned.[/quote]I''m kind of curious about this debt thing too. Perhaps there is one of our finance savvy posters out there that can clarify the situation.If somebody buys out a company do they not simply take on the companys'' existing debt? Are there any regulations that govern repayment of a companys'' debts as part of the takeover process?As far as I can see the minimum that any potential buyer would have to put in to take a controlling interest in NCFC PLC is the monies required to acquire a majority shareholding i.e. 51% of the 535,000 shares out there. Clearly, in doing so because that action would take a person(s) holdings above the 30% shareholding they have to make an offer to all existing shareholders as if executing a takeover. For more information see: http://www.thetakeoverpanel.org.uk/new/codesars/DATA%5Ccode.pdf[/quote]Morph, the conditions of the commerical loans is that they MUST be repaid if ownership of the club is transferred -and this is the case for the "directors''" laons from the Turners too. In the current financial climate the lenders could well want the cash back in their pockets, rather than in the hands of a non-profit making football club. So even if Cullum renegotiated them, he would have to first pay them off. Hopefully he wouldn''t find this too hard and have to turn to any sort of iffy money lending organisation like, say, Central Trust. [:D]

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[quote user="Mr.Carrow"]

A few points:

a., The £16m figure is AFTER the debt has been factored in (£36m assets less £20m debt) so the "£4m negative equity" idea is inaccurate.

b., The "having to offer to buy the rest of the shareholders out if you own more than 30% of the shares" idea is not set in stone.  Waivers can be applied for if the company are happy to allow someone to own 30% plus and it is voted in at an EGM- i don`t know the details of this though, but i know it happens as i own shares in a company who have one waiver and are in the process of applying for more.

c., No-one can be forced to sell their shares until a majority shareholder owns 95% (i think) of the share capital.  I believe that if Delia accepted say, £15 per share and NCFC didn`t pursue a waiver, then every shareholder would be offered £15 per share which they can accept or reject.

d., People saying Cullum should just "make an offer" are being simplistic and naive.  Any offer CANNOT be successful without the support of Delia and MWJ, so if they have indicated they won`t support a "compromise" offer there is absolutely no point in making one.  We really don`t know what strings are attached on either side or how much either party are prepared to compromise, but i have to say that if Cullum really is the bad guy trying to get in with a derisory offer, i can`t see why the club haven`t simply told us that.  Propaganda battle won, surely?

[/quote]

With all this uncertainty Mr Carrow I can''t help but wonder why you are not on my fence.

 

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I think the economy has been very kind to the current owners if indeed we can value the club at the 36M

They have managed to sell off any ancillary assets , have a nett trading profit in the transfer market treble the debt and still be seen to have done a good job not to mention that in all likelyhood we will field half a team on saturday currently not on our books.

Whilst I do not subscribe to the evil queen delia idea I am sure they want nothing more than succes for NCFC I believe management of the club over the last twelve years has been poor and too much money has been wasted. Can anyone convince me otherwise ?

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[quote user="KeelansGlove"]

I think the economy has been very kind to the current owners if indeed we can value the club at the 36M

They have managed to sell off any ancillary assets , have a nett trading profit in the transfer market treble the debt and still be seen to have done a good job not to mention that in all likelyhood we will field half a team on saturday currently not on our books.

Whilst I do not subscribe to the evil queen delia idea I am sure they want nothing more than succes for NCFC I believe management of the club over the last twelve years has been poor and too much money has been wasted. Can anyone convince me otherwise ?

[/quote]

The current regime have bought two parcels of land for about £3m and incurred costs of several million more (access roads etc.).  At the last AGM the board expressed a belief that with planning permission (which has been granted i believe) the land could be worth £10m plus.  Trouble is that big deals like that just aren`t happening at the moment and the land could well represent "dead money" for several years.

We are often told of the dangers of speculating on the pitch, but it seems speculating off it is fine.....But then players are intangible assets whereas land/buildings are tangible assets which underpin a high share price......[^o)]

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I think we have lost the ability to invest in the team wisely and fund the club from player sales.

That seems to be why the squad is depreciating and shrinking year on year

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[quote user="KeelansGlove"]

I think the economy has been very kind to the current owners if indeed we can value the club at the 36M

They have managed to sell off any ancillary assets , have a nett trading profit in the transfer market treble the debt and still be seen to have done a good job not to mention that in all likelyhood we will field half a team on saturday currently not on our books.

Whilst I do not subscribe to the evil queen delia idea I am sure they want nothing more than succes for NCFC I believe management of the club over the last twelve years has been poor and too much money has been wasted. Can anyone convince me otherwise ?

[/quote]

At the share issue in December 2003 the shares were priced at £25 each. I dare say supporters bought shares in good faith and certainly didn''t believe  the management of the club had been poor over the previous 5 years or that too much money had been wasted. Many however believe that the mistakes have been made since 2004.

Back in the 80''s when Ken Brown was sacked the shares were worth £17.50. I dare say other posters may know the value at other times but I would suggest that as they were worth:-

1987 - £17.50

2003 - £25.00

2008 - £30.00 is not unreasonable.

As Mr Carrow has pointed out. It may be possible the majority shareholding to be sold privately without other people shares being devalued. But I do believe the board have a duty to all shareholders when they put a value on the Football Club.

 

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[quote user="Morph"][quote user="ron obvious"]The main reason I compared it to a house sale was because of the sums of money involved (making it large enough to be a serious amount, significant to most people''s personal wealth) & to try & separate out the various components - Cullum says ''£20m for the team'' & they think that''s an end to it; I was pointing out that the £20m debt has to be repaid, even if the new owner then immediately refinances - just as you would have to redeem your mortgage when you sell & the new buyer takes on his own mortgage.
On the basis of the highlighted text above he would still have to refinance the debt, bringing his initial outlay to £45m. This also assumes he ups his offer by £5m &  drops his investment to £15m, neither of which has he mentioned.[/quote]

I''m kind of curious about this debt thing too. Perhaps there is one of our finance savvy posters out there that can clarify the situation.

If somebody buys out a company do they not simply take on the companys'' existing debt? Are there any regulations that govern repayment of a companys'' debts as part of the takeover process?

As far as I can see the minimum that any potential buyer would have to put in to take a controlling interest in NCFC PLC is the monies required to acquire a majority shareholding i.e. 51% of the 535,000 shares out there. Clearly, in doing so because that action would take a person(s) holdings above the 30% shareholding they have to make an offer to all existing shareholders as if executing a takeover. For more information see: http://www.thetakeoverpanel.org.uk/new/codesars/DATA%5Ccode.pdf
[/quote]

Business loans are granted to a specific person, or a specific company, or a specific partnership.  When the loan is granted (or overdraft) the bank/finance company grants it on their assessed risk of YOU and the deal is with you/partners/directors all signing on the dotted line.

My daughter and I, as Partners in our business, have an agreement with the National Westminster Bank which grants us an Overdraft facility up to £20,000 on our Business Account with an additional guaranteed Loan Facility not exceeding £20,000 but with the STANDARD CONDITION that if we sell the business any overdraft or loan is IMMEDIATELY REPAYBLE by both of us, for which we are both "held Jointly and Severally liable as Signatores to this agreement."  Roger, our Accountant, gave this the once over (Standard Terms) and we both signed it and are now "Jointly and Severally liable."

The National Westminster Bank don''t say anything about subsequently negotiating the same terms with anyone else and I believe these standard terms.  That would be up to them and of no interest to me.[:|]

If we were to sell our little business (which we aren''t) we would have to factor in to the selling price our discharge obligations to the National Westminster Bank if any (none currently but who knows?).  Otherwise we would be out of pocket which is not the idea of selling, so far as I know.

Our Accountant tells us that if we have no financial obligation to the Nat West we can''t include it in a selling price, nor charge for our current business account overdraft facility nor our loan facility because it is specific to us and unless we have used it and have obligations to it cannot be included in the sale price.  But if we HAVE used it we have  obligations to the Bank and we HAVE to factor it in to the selling price otherwise they can sue us  plus Interest from the moment of sale.

Not the buyer, but us.[+o(]

He also insisted that my daughter has Power of Attorney over me, aged 63 at the time, in case I lose my marbles.

"I''m not suggesting he will," said the Accountant, "but it''s a necessary precaution in a Partnership of people with disparate age."

"That''s okay," said my daughter.  "Dad''s been predicting the promotion of Lincoln City ever since I can remember................"[:|] 

 

 

 

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[quote user="ron obvious"]

Mr. Carrow, how about this for an analogy?


Say, (a few years ago!) I was thinking about selling my rather dilapidated tenanted house. It''s been valued at about £36k & you have a £20k mortgage on it.. Along comes a nice man & says "I want to spend £20k on your house to bring it into tip-top condition!"
 The tenants are all jumping for joy at this & so are you, until you ask him what conditions are attached; he says "well, the tenants can stay, but you & your husband will have to move out"

"So we get nothing then? What about the mortgage?"

Silence.

You then feel a mite upset & point out to him that, if he wants you out AND make the promised improvements, he''ll have to find a total of £56k.

More silence.

To be continued ........
[/quote]

Taking your analogy: You have the title deeds to the propery so regardless of what the nice man does to the house you still own it until such time as you decide to not own it, and sell up.

But let''s assume the nice man does spend 20k on your property and now it is a very desirable residence and top quality tenants move in. Then all the top quality shops start to be built in the area to service your premier tenants. Now you are the owner of a much more valuable property without putting any more of your own money into its improvement.

So you can be a winner in the right circumstances.

However, analogies can be taken in any direction, so we''re probably better off without them.

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[quote user="Camuldonum"]Business loans are granted to a specific person, or a specific company, or a specific partnership.  When the loan is granted (or overdraft) the bank/finance company grants it on their assessed risk of YOU and the deal is with you/partners/directors all signing on the dotted line.[/quote]Camuldonum, thank you for this insight.So whatever way it''s cut, the minimum that somebody has to come in with is £20M (£16M debt plus £4M directors loans), plus £535,000 (if shares were valued at £1). That £535,000 could vary up to  £16M with the current £30 estimate, potentially more if somebody feel that more than £30 per share is reasonable.That does not include anything for "investment" in the playing staff of the club.

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Even since a couple of people have tried to explain it on this thread there have been a few comments like...

"If my house was worth £16m and i had £20m of debt secured against it i have £4m of negative equity and id be what you might call buggered." - You are either so stupid or so ignorant, that you are missing the point.  It has been posted 3 or 4 times so far.  The value of the assets of the club are listed at £36m, NOT £16m. That sentance should read ""If my house was worth £36m and i had £20m of debt secured against it i have £16m of equity"

Then there are the comments like "How much was it alledgedly worth when they bought a controlling stake for 700K ?"  That was many years ago.  Since then loans have been made to the club and converted to shares - so far Delia and MWJ have put in about £11m and converted most of them.  This has been becuase the club has been losing money and would like been able to buy less players or gone into administration.  So the total price they have paid their shares in the the club so far is £700k + £11m.  You can''t compare share prices of 10-15 years ago today, so you have to look at what is the most recent price they paid - which was in 2006/7 season.  That was £30/share, which is what they are willing to sell for.

"In reality though isn''t the £30 per share just a book value" - That is based upon the value of the assets of the club, and that is the last price that Delia/MWJ paid for their shares.

 "I have seen posts on here quoting that Delia and MWJ acquired their controlling interest for something in the region of £5m" - I have never heard them publically put a value to the club before the official statment in July/August, this is now becomeing message board folk lore.  If people relay incorrect information enough, it becomes "True".  Even IF they did say that years ago, the value of assets will have changed and they have put more money in recently.  Therefore the asking price will change.

"As is common knowledge Delia did not pay £30 a share for her majority shareholding" - No beacuase it was bought at different times.  The latest price that she did pay for shares was £30.  (Check the link earlier in the thread, some people on here do not want to believe that she DID BUY SHARES FOR £30)  You can''t compare price of the shares that they bought 10-15 years ago to the value now.  If you don''t believe me, go and ask Bill Gates if you can buy his Microsoft shares at the 1995 price.  I bet he will say no, but if you ask him if you can buy his shares at the last price he paid for them, he is more likely to say yes.  Share values change with time.  Live with it.

And no, I''m not an ardent pro-Delia.  I''m a realist, who is trying to put some balance to the inaccuracies, lies and rumours that are on here.  However, I know that some people here are too ignorant, set in their views or stupid to take this on board.

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[quote user="Mr.Carrow"]

A few points:

a., The £16m figure is AFTER the debt has been factored in (£36m assets less £20m debt) so the "£4m negative equity" idea is inaccurate.

b., The "having to offer to buy the rest of the shareholders out if you own more than 30% of the shares" idea is not set in stone.  Waivers can be applied for if the company are happy to allow someone to own 30% plus and it is voted in at an EGM- i don`t know the details of this though, but i know it happens as i own shares in a company who have one waiver and are in the process of applying for more.

c., No-one can be forced to sell their shares until a majority shareholder owns 95% (i think) of the share capital.  I believe that if Delia accepted say, £15 per share and NCFC didn`t pursue a waiver, then every shareholder would be offered £15 per share which they can accept or reject.

d., People saying Cullum should just "make an offer" are being simplistic and naive.  Any offer CANNOT be successful without the support of Delia and MWJ, so if they have indicated they won`t support a "compromise" offer there is absolutely no point in making one.  We really don`t know what strings are attached on either side or how much either party are prepared to compromise, but i have to say that if Cullum really is the bad guy trying to get in with a derisory offer, i can`t see why the club haven`t simply told us that.  Propaganda battle won, surely?

[/quote]

Mr C, a couple of observations.

Point B above, the 30% rule is "set in stone" under Corporate law, as the benchmark at which an offer has to be made to all shareholders and is, therefore, applicable in virtuallty every proposed takeover. The proviso, as you point out, is with the benefit of certain exemptions from the Takeover Panel, but, these tend to be in a small minority of cases, rather than the norm. I''m not sure if it would be applicable here?

Point C, it''s definately a 90% threshold, rather than 95%. 

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[quote user="dhickl"]

Even since a couple of people have tried to explain it on this thread there have been a few comments like...

"If my house was worth £16m and i had £20m of debt secured against it i have £4m of negative equity and id be what you might call buggered." - You are either so stupid or so ignorant, that you are missing the point.  It has been posted 3 or 4 times so far.  The value of the assets of the club are listed at £36m, NOT £16m. That sentance should read ""If my house was worth £36m and i had £20m of debt secured against it i have £16m of equity"

Then there are the comments like "How much was it alledgedly worth when they bought a controlling stake for 700K ?"  That was many years ago.  Since then loans have been made to the club and converted to shares - so far Delia and MWJ have put in about £11m and converted most of them.  This has been becuase the club has been losing money and would like been able to buy less players or gone into administration.  So the total price they have paid their shares in the the club so far is £700k + £11m.  You can''t compare share prices of 10-15 years ago today, so you have to look at what is the most recent price they paid - which was in 2006/7 season.  That was £30/share, which is what they are willing to sell for.

"In reality though isn''t the £30 per share just a book value" - That is based upon the value of the assets of the club, and that is the last price that Delia/MWJ paid for their shares.

 "I have seen posts on here quoting that Delia and MWJ acquired their controlling interest for something in the region of £5m" - I have never heard them publically put a value to the club before the official statment in July/August, this is now becomeing message board folk lore.  If people relay incorrect information enough, it becomes "True".  Even IF they did say that years ago, the value of assets will have changed and they have put more money in recently.  Therefore the asking price will change.

"As is common knowledge Delia did not pay £30 a share for her majority shareholding" - No beacuase it was bought at different times.  The latest price that she did pay for shares was £30.  (Check the link earlier in the thread, some people on here do not want to believe that she DID BUY SHARES FOR £30)  You can''t compare price of the shares that they bought 10-15 years ago to the value now.  If you don''t believe me, go and ask Bill Gates if you can buy his Microsoft shares at the 1995 price.  I bet he will say no, but if you ask him if you can buy his shares at the last price he paid for them, he is more likely to say yes.  Share values change with time.  Live with it.

And no, I''m not an ardent pro-Delia.  I''m a realist, who is trying to put some balance to the inaccuracies, lies and rumours that are on here.  However, I know that some people here are too ignorant, set in their views or stupid to take this on board.

[/quote]

Their current 62% plus £2m loan is WORTH some £11m at £30 per share.  If you accept that the initial 42% stake cost them £700k and most of the loans have been converted to shares at a lower price, how can the 62% possibly have COST £11m?

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[quote user="GazzaTCC"][quote user="Mr.Carrow"]

A few points:

a., The £16m figure is AFTER the debt has been factored in (£36m assets less £20m debt) so the "£4m negative equity" idea is inaccurate.

b., The "having to offer to buy the rest of the shareholders out if you own more than 30% of the shares" idea is not set in stone.  Waivers can be applied for if the company are happy to allow someone to own 30% plus and it is voted in at an EGM- i don`t know the details of this though, but i know it happens as i own shares in a company who have one waiver and are in the process of applying for more.

c., No-one can be forced to sell their shares until a majority shareholder owns 95% (i think) of the share capital.  I believe that if Delia accepted say, £15 per share and NCFC didn`t pursue a waiver, then every shareholder would be offered £15 per share which they can accept or reject.

d., People saying Cullum should just "make an offer" are being simplistic and naive.  Any offer CANNOT be successful without the support of Delia and MWJ, so if they have indicated they won`t support a "compromise" offer there is absolutely no point in making one.  We really don`t know what strings are attached on either side or how much either party are prepared to compromise, but i have to say that if Cullum really is the bad guy trying to get in with a derisory offer, i can`t see why the club haven`t simply told us that.  Propaganda battle won, surely?

[/quote]

Mr C, a couple of observations.

Point B above, the 30% rule is "set in stone" under Corporate law, as the benchmark at which an offer has to be made to all shareholders and is, therefore, applicable in virtuallty every proposed takeover. The proviso, as you point out, is with the benefit of certain exemptions from the Takeover Panel, but, these tend to be in a small minority of cases, rather than the norm. I''m not sure if it would be applicable here?

Point C, it''s definately a 90% threshold, rather than 95%. 

[/quote]

Mr C - I think you got a right but all the others are wrong. On D - At some point either DS/MWJ or PC will have to "make an offer" before this can progress anywhere. This first step is likely to be rejected by the other party before a "compromise" can be worked out. I haven''t seen DS quoted anywhere saying they wouldn''t support a compromise and makes me think that you are putting words into their mouth - though I satnd to be corrected. So there is every point in making an offer that could be put to shareholders.

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[quote user="BigFish"][quote user="GazzaTCC"][quote user="Mr.Carrow"]

A few points:

a., The £16m figure is AFTER the debt has been factored in (£36m assets less £20m debt) so the "£4m negative equity" idea is inaccurate.

b., The "having to offer to buy the rest of the shareholders out if you own more than 30% of the shares" idea is not set in stone.  Waivers can be applied for if the company are happy to allow someone to own 30% plus and it is voted in at an EGM- i don`t know the details of this though, but i know it happens as i own shares in a company who have one waiver and are in the process of applying for more.

c., No-one can be forced to sell their shares until a majority shareholder owns 95% (i think) of the share capital.  I believe that if Delia accepted say, £15 per share and NCFC didn`t pursue a waiver, then every shareholder would be offered £15 per share which they can accept or reject.

d., People saying Cullum should just "make an offer" are being simplistic and naive.  Any offer CANNOT be successful without the support of Delia and MWJ, so if they have indicated they won`t support a "compromise" offer there is absolutely no point in making one.  We really don`t know what strings are attached on either side or how much either party are prepared to compromise, but i have to say that if Cullum really is the bad guy trying to get in with a derisory offer, i can`t see why the club haven`t simply told us that.  Propaganda battle won, surely?

[/quote]

Mr C, a couple of observations.

Point B above, the 30% rule is "set in stone" under Corporate law, as the benchmark at which an offer has to be made to all shareholders and is, therefore, applicable in virtuallty every proposed takeover. The proviso, as you point out, is with the benefit of certain exemptions from the Takeover Panel, but, these tend to be in a small minority of cases, rather than the norm. I''m not sure if it would be applicable here?

Point C, it''s definately a 90% threshold, rather than 95%. 

[/quote]

Mr C - I think you got a right but all the others are wrong. On D - At some point either DS/MWJ or PC will have to "make an offer" before this can progress anywhere. This first step is likely to be rejected by the other party before a "compromise" can be worked out. I haven''t seen DS quoted anywhere saying they wouldn''t support a compromise and makes me think that you are putting words into their mouth - though I satnd to be corrected. So there is every point in making an offer that could be put to shareholders.

[/quote]

BF,  point b. is a statement of fact backed up by appendix 1 on the link posted on here.  The only thing wrong with c. is it`s a 90% threshold rather than 95% (i bow to GazzaTCC`s knowledge).

On d. Cullum will make an offer once he has verbal agreement from the only people who can make the offer successful IMO. 

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[quote user="nutty nigel"]

As I keep saying - I think the share value at £30 is about right.

What do those who disagree think it should be?

 

[/quote]

Very hard to say.  "T" values companies for a living apparently and until a few months ago he was telling me that based on forward earnings/profits the shares were virtually worthless.  I disagreed with him then and i still do now, but valueing a football club on its "break-up value" is unrealistic as clubs are never broken up.  Basically the standard model of valueing businesses can be thrown away when it comes to football clubs IMO.

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[quote user="nutty nigel"]

As I keep saying - I think the share value at £30 is about right.

What do those who disagree think it should be?

 

[/quote]

I''ve read on here and the official site that people think that they should give it away, sell it for £5m, but I haven''t heard anyone give a robust arguement for a figure other than £16m (£30/share). 

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[quote user="Mr.Carrow"][quote user="nutty nigel"]

As I keep saying - I think the share value at £30 is about right.

What do those who disagree think it should be?

 

[/quote]

Very hard to say.  "T" values companies for a living apparently and until a few months ago he was telling me that based on forward earnings/profits the shares were virtually worthless.  I disagreed with him then and i still do now, but valueing a football club on its "break-up value" is unrealistic as clubs are never broken up.  Basically the standard model of valueing businesses can be thrown away when it comes to football clubs IMO.

[/quote]

There are a number of ways of valuing companies.  If you use discounted cash flow for valuation it would appear to be worthless, as would other income base methods like DVM or PER.  That is why on the posts I have refered to value of asset on the balance sheet.  That is the estimate of the money you would get if you decided to close the business and sell all the assets.

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