Finances

[The DA]

3 hours ago, sugna said:

King has lost another case, this time in the CoS, and will be obliged to make the "concert party" offer.

On a brief reading, the judgement is as withering as all of the others that he has been involved in. Ripped to shreds from around para 87. Para 92 is a particular highlight on the smoking gun front, and 102 sums up "the impecuniosity argument" nicely: to paraphrase, "It's irrelevant; but even if it were relevant, it wouldn't succeed."

Para 114 bears a bit of quoting:

As Mr McNeill pointed out, on two occasions the Trusts have been willing to provide money for the purchase of Rangers shares when the respondent wished them to do so. Now, suddenly, when the respondent does not wish to comply with the terms of Rule 9 the Trusts no longer are willing to provide any money. This tends, as Mr McNeill submitted to show actual de facto control over the trusts by the respondent rather than the opposite. I believe that Mr McNeill is correct in his submission that the respondent has de facto control over the trusts.

"He's a big liar."

The audited accounts required the promise of funds from King NOAL, for Rangers to be seen as a going concern. The judgement uses the term "alleged" 8 times, when referring to King's claimed lack of funds. It will be interesting to see how those funds appear or don't appear, to satisfy both the Rangers going-concern criterion and King's concert party reparation costs.

I like the way he's dropped King in it with the following bit in bold.  There was no need to say that - he was just dobbing him in.

Quote

(a) in an email to a business associate on 9 October the respondent said:

“... I provide this high level proposal for 2 distinct purposes:

1. To· confirm that with immediate effect I am working with Paul [Murray] and George [Letham] on an exclusive ‘consortium’ basis.

2. To provide a high level outline of a proposal that we would like to put to the board.

..............................

I now outline our high level proposal:

1. We will provide a minimum of GBP 16m as permanent capital to the club. 50% of the total will come from me and the other 50% on a combined basis from Paul, George, and other high net worth individuals. The fan groups will wish to make some contribution but I believe it will be symbolic rather than significant.

2. We are happy to consider 50% debt at a market rate and 50% equity at 20p per share. The debt will be for a minimum of 5 years. The debt should be secured against Ibrox and Murray Park with some flexibility for future funding if required. We will ensure that the fan groups support the security over Ibrox and do not task the board with a breach of prior commitments.

3. I am happy to commit to all the debt and ensure that, if required, it is in place prior to the AGM For this to happen we would require irrevocable undertakings that the share issue will proceed and that the board appointments will be ratified

 

[Insaintee]

On 22/12/2017 at 12:40, sugna said:

King has lost another case, this time in the CoS, and will be obliged to make the "concert party" offer.

On a brief reading, the judgement is as withering as all of the others that he has been involved in. Ripped to shreds from around para 87. Para 92 is a particular highlight on the smoking gun front, and 102 sums up "the impecuniosity argument" nicely: to paraphrase, "It's irrelevant; but even if it were relevant, it wouldn't succeed."

Para 114 bears a bit of quoting:

As Mr McNeill pointed out, on two occasions the Trusts have been willing to provide money for the purchase of Rangers shares when the respondent wished them to do so. Now, suddenly, when the respondent does not wish to comply with the terms of Rule 9 the Trusts no longer are willing to provide any money. This tends, as Mr McNeill submitted to show actual de facto control over the trusts by the respondent rather than the opposite. I believe that Mr McNeill is correct in his submission that the respondent has de facto control over the trusts.

"He's a big liar."

The audited accounts required the promise of funds from King NOAL, for Rangers to be seen as a going concern. The judgement uses the term "alleged" 8 times, when referring to King's claimed lack of funds. It will be interesting to see how those funds appear or don't appear, to satisfy both the Rangers going-concern criterion and King's concert party reparation costs.

Sooooo King now has to pay £11m for share that are now effectively worthless due to the resolution allowing him to switch debt for shares at what ever rate he likes.  Nice. 

I think we might have to get those grave dancing shoes out again.

[strichener]

On 12/23/2017 at 21:39, Insaintee said:

Sooooo King now has to pay £11m for share that are now effectively worthless due to the resolution allowing him to switch debt for shares at what ever rate he likes.  Nice. 

I think we might have to get those grave dancing shoes out again.

No shareholders will be forced to sell their shares, so the 11m is the upper limit of his liability (plus offer documents, professional fees etc).  Only if he secures 90% of the share can the other shareholders be forced into selling.  Given that some of the shareholders are supportive of the current board, it is highly unlikely that they will be selling.

[sjc]

1 hour ago, strichener said:

No shareholders will be forced to sell their shares, so the 11m is the upper limit of his liability (plus offer documents, professional fees etc).  Only if he secures 90% of the share can the other shareholders be forced into selling.  Given that some of the shareholders are supportive of the current board, it is highly unlikely that they will be selling.

He still needs to show proof of funds (all £11m) as well paying for the production of a prospectus which would cost £1-2m regardless of anyone taking up the 20p per share offer.

[strichener]

30 minutes ago, sjc said:

He still needs to show proof of funds (all £11m) as well paying for the production of a prospectus which would cost £1-2m regardless of anyone taking up the 20p per share offer.

Showing proof of funds is not the same as spending £11m.  The £11m doesn't even have to be his, he only has to convince his advisors that the funds are accessible to him.   If the offer document costs anything like the amount you have quoted then he needs to find better advisors.  He doesn't need to produce a prospectus as this is only required when the company is issuing shares.

Edited December 31, 2017 by strichener

[Insaintee]

3 hours ago, strichener said:

No shareholders will be forced to sell their shares, so the 11m is the upper limit of his liability (plus offer documents, professional fees etc).  Only if he secures 90% of the share can the other shareholders be forced into selling.  Given that some of the shareholders are supportive of the current board, it is highly unlikely that they will be selling.

Anyone with shares would be stupid not to sell share which are now effectively worthless for the prospectus price.  He may not have to buy all £11m but he'll certainly have to by a proportion,. Lets put a conservative guess in there and say he has to stump up £7m with the remaining £4m being owned by fans and fan groups.  It's still £7m for nothing.  Remember a lot of big boys supported King because he promised that he wasn't going to de-list and that he was going to secure a nomad and indeed that plenty of fans and fan groups are not happy with the way king has managed the club. 

Afterwards he will convert the loans to shares and the existing shares will be worthless. 

[sjc]

4 hours ago, strichener said:

Showing proof of funds is not the same as spending £11m.  The £11m doesn't even have to be his, he only has to convince his advisors that the funds are accessible to him.   If the offer document costs anything like the amount you have quoted then he needs to find better advisors.  He doesn't need to produce a prospectus as this is only required when the company is issuing shares.

Who the f**k would lend Honest Dave £11m?!

[strichener]

2 hours ago, Insaintee said:

Anyone with shares would be stupid not to sell share which are now effectively worthless for the prospectus price.  He may not have to buy all £11m but he'll certainly have to by a proportion,. Lets put a conservative guess in there and say he has to stump up £7m with the remaining £4m being owned by fans and fan groups.  It's still £7m for nothing.  Remember a lot of big boys supported King because he promised that he wasn't going to de-list and that he was going to secure a nomad and indeed that plenty of fans and fan groups are not happy with the way king has managed the club. 

Afterwards he will convert the loans to shares and the existing shares will be worthless. 

What does the bolded sentence even mean?  There is no "prospectus price" and the shares are not any less worthless than they were at the AGM.

The majority at the AGM and an absolute majority of shareholders have already approved the removal of pre-emption rights, the need for King to make an offer for the company doesn't really change this and I would be surprised if the majority of shareholders would be selling at 20p.

25 minutes ago, sjc said:

Who the f**k would lend Honest Dave £11m?!

After all that has happened with Murray, Whyte and Green it would surprise you that someone is willing to lend King £11m? 

[Insaintee]

1 hour ago, strichener said:

What does the bolded sentence even mean?  There is no "prospectus price" and the shares are not any less worthless than they were at the AGM.

The majority at the AGM and an absolute majority of shareholders have already approved the removal of pre-emption rights, the need for King to make an offer for the company doesn't really change this and I would be surprised if the majority of shareholders would be selling at 20p.

After all that has happened with Murray, Whyte and Green it would surprise you that someone is willing to lend King £11m? 

Why so angry?

The shares are currently worthless. The AGM had a choice, agree to the removal of pre-emption rights or mostly likely face a CVA. 

20p brings the price back to roughly the price midway  through the take over.  Anyone with any sense should bit the hand off that offer.  The share value already low will be greatly diluted by King being able to print new shares at will.

 

[sugna]

With current and projected loans and the two proposed share offerings (I think the gross effect of both is similar, although the mechanisms are very different), it looks as though the actual value of shares is well below 20p. I mean this in the sense that, post-dilution (through either or both of the AGM-sanctioned offerings), I can't see how a seller would find a buyer - on a purely financial basis - willing to bargain at 20p.

However, while fairly confident of that assessment, I confess I have absolutely no idea of the actual likely take-up, as fans groups (for example) may well prefer to hold onto their shares and take an immediate hit on "value". It will be interesting, at least.

One thing that always strikes me when I read the - invariably interesting - judgements in cases involving King is just how unanimous and damning the judges are when they look into the details of his words and actions. Leaving aside the SARS "glib and shameless liar" character reference, on recent judgements alone King has been absolutely slaughtered. The worst one I've sent was in the SDI/RRL write-up, the one that led to exactly the same a greatly improved deal at the bargain price of projected SDI profit share for the entire length of the contract. Is there really no mechanism for the SFA to revisit the case of this convicted criminal's fit-and-proper standing, given that the courts keep branding him as they do? Are they waiting for compliance/defiance of the CoS order before revoking that status?

Or are they, perhaps, just hoping that it all goes away?

[strichener]

15 hours ago, Insaintee said:

Why so angry?

The shares are currently worthless. The AGM had a choice, agree to the removal of pre-emption rights or mostly likely face a CVA. 

20p brings the price back to roughly the price midway  through the take over.  Anyone with any sense should bit the hand off that offer.  The share value already low will be greatly diluted by King being able to print new shares at will.

 

I am not sure where you get that I am angry based on that post.  You are clearly speaking about a subject matter that you have no, or very limited, knowledge about.  Even this latest post is laced with inaccuracies such as where the 20p offer price comes from and "being able to print new shares at will".  Both of these are incorrect. 

Firstly the 20p share price is the highest price paid in the 12 months prior to crossing the threshold for effective control (at which point King should have made an offer for the entire share capital but did not).  This is detailed in the Takeover Code.

Secondly King can only issue new shares up to the value authorised at the AGM.

[Insaintee]

6 hours ago, strichener said:

I am not sure where you get that I am angry based on that post.  You are clearly speaking about a subject matter that you have no, or very limited, knowledge about.  Even this latest post is laced with inaccuracies such as where the 20p offer price comes from and "being able to print new shares at will".  Both of these are incorrect. 

Firstly the 20p share price is the highest price paid in the 12 months prior to crossing the threshold for effective control (at which point King should have made an offer for the entire share capital but did not).  This is detailed in the Takeover Code.

Secondly King can only issue new shares up to the value authorised at the AGM.

Oh the irony 

Bottom line dafty there is a potentual bill for £11m + for King. He might not have to pay it all, but he will have to pay some of it. Get your head out your arse and smell more than your own shite.   

[sugna]

13 hours ago, Insaintee said:

Oh the irony 

Bottom line dafty there is a potentual bill for £11m + for King. He might not have to pay it all, but he will have to pay some of it. Get your head out your arse and smell more than your own shite.   

Everything strichener says is perfectly correct, and he also corrects some things that you said that were incorrect. I'm not really sure how that makes him the daft one.

[Insaintee]

25 minutes ago, sugna said:

Everything strichener says is perfectly correct, and he also corrects some things that you said that were incorrect. I'm not really sure how that makes him the daft one.

Does King have a potentual bill of £11m,  Is 20p considerable higher than the last quoted price for the shares (6p). Are the shares currently worth 20p?  Does the conversion of Debt to shares make the shares worth even less than they were. 

Answers on a postcard please. 

If Strichner can't see the big picture then he really is the daft one. 

[sugna]

43 minutes ago, Insaintee said:

Does King have a potentual bill of £11m,  Is 20p considerable higher than the last quoted price for the shares (6p). Are the shares currently worth 20p?  Does the conversion of Debt to shares make the shares worth even less than they were. 

Answers on a postcard please. 

If Strichner can't see the big picture then he really is the daft one. 

I've no idea why his demonstrating that he has a much better understanding of you on the specific points that he addresses should lead you to the conclusion that he has a poorer understanding on the other points. You seem to be inferring what he doesn't imply.

There's really no need to exaggerate or misrepresent the position King is in, and it seems to me that strichener is simply correcting these two aspects. Reading the posts from both of you again, I'm sure of it.

[Insaintee]

1 minute ago, sugna said:

 

There's really no need to misrepresent the position King 

Then why is strichner doing it ? Why is he claiming that no  one would sell those super valuable shares for a measly 20p?  Why is saying that King doesn't need the come up with £11m ? Why is saying that the every thing is fine?

Edited January 2, 2018 by Insaintee

[sugna]

2 hours ago, Insaintee said:

Then why is strichner doing it ? [1]

Why is he claiming that no  one would sell those super valuable shares for a measly 20p? [2]

Why is saying that King doesn't need the come up with £11m ? [3]

Why is saying that the every thing is fine? [4]

[1] I assume that "it" consists of the 3 separate questions that follow, and isn't a separate thing in and of itself.

[2] I haven't seen this claim. Can you clarify by quoting the post where strichener makes it? It would certainly be surprising if no one were to take up such an offer. But I don't think that anyone other than you (in the quoted post) has said such a thing, and it may be that you have inferred something that wasn't implied. Easy one to clear up, anyway: just quote the post where strichener says it.

 [3] Again, I don't see such a claim in any of strichener's posts. He makes a point about proof of funds versus actual cost; but that's simply a statement of the facts. There's no need to exaggerate the position. "Come up with" is an inexact glossing of a pretty exact and accurate statement on the proof of funds. There's certainly no implication that King has to spend this amount.

[4] At the risk of repeating myself, would you be able to clarify that with a quote from one of strichener's actual posts where he says that?

[Insaintee]

18 hours ago, sugna said:

[1] I assume that "it" consists of the 3 separate questions that follow, and isn't a separate thing in and of itself.

[2] I haven't seen this claim. Can you clarify by quoting the post where strichener makes it? It would certainly be surprising if no one were to take up such an offer. But I don't think that anyone other than you (in the quoted post) has said such a thing, and it may be that you have inferred something that wasn't implied. Easy one to clear up, anyway: just quote the post where strichener says it.

 [3] Again, I don't see such a claim in any of strichener's posts. He makes a point about proof of funds versus actual cost; but that's simply a statement of the facts. There's no need to exaggerate the position. "Come up with" is an inexact glossing of a pretty exact and accurate statement on the proof of funds. There's certainly no implication that King has to spend this amount.

[4] At the risk of repeating myself, would you be able to clarify that with a quote from one of strichener's actual posts where he says that?

1/   

 

2/ Try reading for you self

3/  So you suggest he need to prove he has funds that he does not have?  I feel my hairs splitting.  There is also the implication that if he proves he has funds of £11m the South African tax authorities may be interested. 

4/See number two 

Your honour 

 Is this really your case.   And do you feel unable to answer any of the points I raise. 

 

[strichener]

1 hour ago, Insaintee said:

1/   

 

2/ Try reading for you self

3/  So you suggest he need to prove he has funds that he does not have?  I feel my hairs splitting.  There is also the implication that if he proves he has funds of £11m the South African tax authorities may be interested. 

4/See number two 

Your honour 

 Is this really your case.   And do you feel unable to answer any of the points I raise. 

 

Keep digging. 

[sugna]

2 hours ago, Insaintee said:

1/   

 

2/ Try reading for you self

3/  So you suggest he need to prove he has funds that he does not have?  I feel my hairs splitting.  There is also the implication that if he proves he has funds of £11m the South African tax authorities may be interested. 

4/See number two 

Your honour 

 Is this really your case.   And do you feel unable to answer any of the points I raise. 

 

That's embarrassing.

Look, this is how it goes when debating on the Internet and in the Real World: you make a claim, and you back it up with evidence or you retract the claim. You have made several claims about what another poster has written, but are unable to supply the evidence because he didn't write what you claim.

Your answer to the second point is, essentially, for me to find a non-existent quote that you have made up. Nope, that's a textbook example of how it doesn't work. I'm not even going into the other points, because this whole discussion feels like kicking a puppy.

The decent thing would be to retract the claims that you made up. Everyone reading this thread can plainly see that you're ascribing statements to strichener that he simply hasn't made. The fact that you've resorted to "... look it up you[r]self ..." instead of simply quoting strichener is an absolute clincher. Why continue in your fantasy, when you can simply admit (as is abundantly clear to anyone reading) that you got it wrong? Is it an ego thing?