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Swello

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Posts posted by Swello

  1. It's been, frankly, a pretty bizarre week - so in advance of whatever damage limitation statement we see tomorrow - is this an accurate idiots guide (ie - so I can understand it) to where we are currently with the main points of current proposal as of Sunday night?

    • WS lose majority ownership of the club
    • WS shareholding in future could peak at 46% but could dip into the mid-20% range in a worst-case outcome
    • WS are required to contribute around 90%(?) of the total proposed by the potential investor over the period of the investment
    • WS are required to write off 50% of the loan currently outstanding with the club as a show of good faith
    • In return, the club (and not the society) would receive £300k (the fee we received for Ben Heneghana year for the investment period + access to additional marketing expertise and possibly other unspecified investors
    • Investor would become chairman immediately and will appoint 3 further directors in an 8 seat board. Casting vote in the event of a tied vote would sit with the Chairman.
    • WS currently has one active seat on the club board and another seat occupied by a former representative who has so far decided to remain in place in a personal capacity
    • The current board of directors unanimously approved the above as being in the best interests of the club.

    Anything unfair/untrue there?

     

  2. 17 minutes ago, Jim McLean's Ghost said:

    I'm trying to work out how shares are going to be issued.

    Say we have 1000 shares* WS at 710 and others at 290. For the Others to be diluted to 5% we need to issue 4800 new shares.

    • Out of that 5800 total Barmack would own 2842 shares for 49%
    • The Well Society would own 2668 (1958 new) shares for 46%
    • Others shareholder 290 shares for 5%

    This obviously would not be a linear issuance with each year an increasing number of shares would need to be issue to Barmack.

    But if the other sharehaolders take up their full allocation

    • Barmack would keep his 2842 shares 49%
    • Other Shareholders 1682 for 29%
    • Well Scoiety 1276 (566 new shares) for 22%

     

    And I assume other shareholders will get the same preferential valuation that Erik Barmack gets... but the WS doesn't.

    Right now our current shareholding would or 7!% would be worth 12% of post Barmack takeover. So as long as we diminish our current holdings by a factor of 6 this is nearly a fair deal

    🙃

     

    *just to make the maths easier. There are ~300,000 shares in MFC right now.

     

     

    Honestly - I didn't pick up on this stuff at all when I read the initial press release. If this is true (and the maths looks right to me if your assumptions hold), then it's breathtakingly bad (and sleekit as f**k).

  3. 1 minute ago, rowsdower said:

    Does the WS have the actual power to demand the board resign and install a new board?  Having the literal owners of the club sitting on the sidelines while this is being negotiated is a disgrace.

    If we can't deal with this mess with 71% of the shares, we are absolutely fucked with just 46% (or less).

    I would think that would need a club EGM with a resolution to do just that - it would then (presumably) come down to a shareholder vote. I also assume it would be unprecedented in our history.

  4. 1 hour ago, welldaft said:

    My take like many is the Board have acted hastily in recommending what on the face of it is a poor offer. One wonders if their views may have changed not just based on the fans reaction but the exchanges and information highlighted here.

    Will be interesting to see the statement the club release early this week as planned. Might take my mind away from worrying about watching Scotland play football in Cologne this midweek

    Jim and the lads currently putting the finishing touches to tomorrow's statement:

    giphy.gif?cid=ecf05e47spn4qvhjh936gikzkw

     

  5. 31 minutes ago, TheMighty said:

    Also I wonder if the valuation is impacted by the view of the WS. If your perspective is that WS control is a negative (for want of a better description) does that lead you to a lower valuation or at least accepting a lower value? 

    From inference, I'm pretty sure that at least some on the Exec Board view the WS as a bit of a mill-stone - I don't think it's new or controversial to say that.

    Ending fan ownership and running things more conventionally so that we can get outside investment is a perfectly legitimate viewpoint (even if it's one I strongly disagree with). Point is - if you (not you personally :) )want to do that, make the case openly and win that argument but don't do it as part of a weird deal and fail to explicitly mention it in your press release.

  6. 2 hours ago, TheMighty said:

    Whilst I don’t think this is a great deal currently neither do I think the Board (i.e. Jim McMahon) are doing anything other than what they think is right, or potentially right, for Motherwell FC. I don’t think there is a big conspiracy. A value in the deal has been identified and hope this week’s statement clarifies what this is considered to be. 

    I don't think there is any sort of conspiracy (or else, it's a *really* shite, obvious conspiracy) - but given the clear implications of the deal purely as it was presented to us by the club last week, I think you can make a simple evidence-based case that the exec board are supportive of ending WS majority (and therefore "fan") ownership.

    I think that's the headline of this entire saga - not a modest investment proposal with very few upsides.

  7. 2 hours ago, Handsome_Devil said:

    The EB has two folk on it who shouldn't be.

    Yeh - the competence of the current exec board to actually make any decisions on this, or any other deal is a genuine and serious point. 

    Who is actually able to vote - and in the case of the WS seats, who is empowering them to do so?

    It's extremely common in business for outgoing senior people to be recused from making/influencing major decisions (ie, Gardening leave) and I'm not entirely clear why someone who has resigned is still calling the shots.

    I fully agree with others that have said it - we should get our house in order before going ahead with *any* major decision.

  8. 1 minute ago, Al B said:

    I'm not massively convinced.

    Nor me. There's a thing that a lot of politicians rely on - what is/was called "low information voters" (I hate the term) who vote a certain way based on feels or simple slogan stuff (Brexit and MAGA are great recent examples). I think a lot of folk with a vote on this could just think "2 million quid, that'll do" and have no idea of all the stuff that is talked about on here (or not really care about it).

    I still think the Pakora hut is important though.

  9. 3 minutes ago, Wellin said:

    I personally think that Motherwell needs outside investment but other fans don't agree.

    I've seen little evidence that supporters aren't open to investment - I would say the split is more around "investment at any cost" vs "investment that doesn't fundamentally change the ownership of the club".

    It may be that there is no realistic way to find someone to put money in without requiring to take effective control - but that is another discussion.

  10. 34 minutes ago, Vietnam91 said:

    The WS membership, in a non binding vote with no context of whom and nature of the offer, voted to consider possible dilution and become a minority shareholder. This allowed Erik a seat a the table.

    I thought the vote was the right thing to do at the time (and Jay explained the challenges with it in detail at the time) - but I (and probably others) thought that was a mandate to consider offers. I would really need one of Dickie or Feeley to explain how that translated into a mandate to actually vote to approve something that the WS board as a whole rejected. 

    Also - after this episode is over - can we all take a solemn vow to keep the close season chat to transfer rumours seen on 5-follower twitter accounts and low-res youtube videos of Tommy Coyne chipping goalkeepers?

  11. 18 minutes ago, Erik Barmack said:

    By the way, I think the offer has a better chance than many of you do -- if you follow politics closely, as I do, you can see examples on Twitter and message boards of a block that clearly don't like a proposal or politician, and are certain that their points are unanimous, only to see the quieter side of a voting block feel differently.

    I think this is a fair point and perfectly possible. I guess the point is that we are actually having a vote and some scrutiny on this rather than it being waved through as happens elsewhere - and that is the biggest advert for the WS having that majority and why most of us here see that as important. I'm sure you get the message by now...

  12. 1 hour ago, MurrayWell said:

    The key thing here, for me anyway, is the ineptitude of the current executive board is finally there for all to see. 

    I think if one good thing comes out of this (and assuming that we don't vote it into obsolescence) it will be that the Well Society will have to start acting like the owner, and not be treated like an afterthought/pain in the arse that is barely tolerated in the boardroom. That means that is has the majority of board seats - and the new Directors are the right picks who won't just nod along with everything in exchange for a blazer badge and tie combination pack.

    In all of this, any anger/frustration that I have isn't aimed at someone putting forward an investment proposal (and defending it on The Thread) - that's fine and good (and most of us will get a chance to vote on that based on what we've read). Where I haven't been able to calm down is the "we know best" attitude of a board that has never been comfortable with WS majority ownership* and would be actively happy to see that ended with Erik's proposal in it's current form.

     

     

    * side note - I think we need to stop just saying "fan ownership" as that is the semantic trap here - WS majority ownership should be the red line for anyone that wants us to ensure we continue to be "fan owned".

                                                                                       

  13. The resignations are fine and to be expected (although expecting any group of 9 people to unanimously agree to everything is unrealistic and not really desirable) - but in this specific case - what the f**k did they expect to happen when this was made public? 

    The opposition to losing the WS majority share has been clear from the outset - there was always going to be a reaction to that.

  14. 29 minutes ago, Wellin said:

    Im a well society member and I think we need a cash investment. Edited to say that doesn't mean I'm going to vote yes to this but I think this debate has got a bit polarised in that people are either seen as pro or anti fan investment depending on their views about outside investment. It's surely possible to support the well society and not be completely closed to the possibility of outside investment. 

    When asked, Well society members voted strongly to listen to outside investment proposals - so people are open to offers. The idea of the WS losing the majority stake (and effectively becoming obsolete in the process) has been a red line for a lot of people and they have been consistent in that. It's not black and white that all investment is bad but my guess is that it would take a far higher financial offer (or some very different terms) to make the margins for and against to be much closer.

    Non-WS members may have a completely different viewpoint and welcome outside investment in all circumstances, which is also fine as their view is as good as anyone else's - but right now, the WS is main representative body for our core support and requires to accept the deal for it to happen - which has the benefit of having some democracy involved and underlines the entire point of fan ownership.

    Also - by Motherwell support standards, I don't think this is that polarised - it's certainly no "was Stuart McCall a good manager?"

  15. 5 minutes ago, Muzz1886 said:

    Because we are sorely needing a cash investment.

     

    I think the issue is that the exec board are guilty of painting a picture that makes it sound like we're practically insolvent - we aren't and it's that part that has made us look way more desperate than we are in reality and rubbed a lot of people up the wrong way.

    Where I completely agree with you is that new money would be handy as there are going to be a lot of teams in the league next year who will outspend us (and a couple who will overspend because they can) and so we will be at a disadvantage. Thing is though - that disadvantage has been there almost every year we've been in the league and it's almost unheard of for every team with more money than us to take advantage of it all at the same time. If money was the only factor - Killie and St Mirren wouldn't be looking their passports out - Hibs and Aberdeen would be - and all our good league finishes of the past 30 years would never have happened.

  16. 20 minutes ago, Vietnam91 said:

    I hope nobody has missed, there's no mention of his place on the club board which he serves on at the behest and service of WS members.

    Power grab!

    Where to start with that. This sums up why the relationship between the WS board and Exec board needs re-done. He (and Tom Feeley) should be taking the mandate given to them by the WS to these board meetings, not the other way round. It's quite bizarre.

    More importantly, I like the sound of this striker that @capt_oats shared - that's more like it. I am also reminded that Casper Sloth scored a goal from the halfway line, so....

  17. 11 minutes ago, Erik Barmack said:

    So, this is one of the areas that IS a bit confusing, but our thesis here is to be a minority investor, which we are.  The current share structure of the Club, as an outsider, is a bit hard to untangle, but our offer is to essentially be a 49% holder.  

    At present, there are 2 groups - Well Society (the bloc containing "ordinary" supporters, which is important) which accounts for 71%  and "everyone else" (small private shareholders). If the WS holding drops to the intended level, then it would be relatively simple for your holding + a couple of other individuals to overrule/outvote the WS group unless there is something in the governance that we aren't privvy to that stops that. 

    This is a very clear power shift, one that potentially removes safeguards and one that many feel is a step too far. Was there ever a proposal to leave the  WS group with 51%+?

  18. 4 minutes ago, Erik Barmack said:

    I will say, from our side, this a (potential) emotional investment, not a purely financial one, and so the key question for us is, "Would the Club be better off in six years with this kind of hybrid structure in place?"

    If the emotional investment was the overriding aspect to this, then the requirement that supporters relinquish majority ownership of the club shouldn't be a factor. The ownership of the club is an emotional point for a lot of supporters (and has become part of our identity), but also has a clear practical purpose and giving that up is a major step that a lot won't be willing to take (and I'm not even sure the level of investment would make a difference).

  19. Just now, StAndrew7 said:

    Is anyone else... a bit disappointed with how this has all been announced? Like, I'd have hoped for far more than a statement on the website, which is overly long and not brilliantly constructed etc. As a shareholder I'd have wanted a bit more than that, posted/e-mailed directly to me etc. rather than it being thrown up onto the official site.

    Might just be me?

    I know what you're saying - but I would rather this is out in the public domain as quickly as possible without shareholders (which I'm one of) being ITK.

    The right time to involve shareholders would have been earlier in the process where they could probably have given some constructive feedback (although after hearing the chat at a few AGM's, I'm not so sure)

    I thought after a couple of hours, I would have calmed down about all this - but I can't get my head around any part of it. What will be interesting will be to see how less online WS members vote as I'm still concerned that "any investment is good" or the £2m figure will mean that it will be closer than expected.

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