The Everton Board Thread 2015/16 [ Not takeover related ]

[Chang Elephant]

Oh ffs, this thread is surreal, the Hard Rock Cafe was expecting to make it big in Kirkby....

What is actually up with the Billites ?

 

[Steve Wigan]

@Steve Wigan whilst I understand your position regarding Robert Earl, surely that can only be explained by a binding agreement between the 3 largest shareholders that they all sell at the same time for the same price?
If that is not the case, then someone could have bought RE's shares for a price that suits him, gone through the fit and proper person test for owners, and negotiated a price with the remaining shareholders.

Yes, you're right....its always puzzled me....If Bill and Jon accept an offered price for their shares....surely its not possible for Earl to hold out , and in fact, screw up the potential sale, by wanting more? And if he did attempt this ....indeed if he ever has....how much more was he asking? And what about the many small shareholders.....they presumably would be forced to sell their shares at any price accepted by the majority. I know that the share situation is not like, for example Man Utd.,.....but didn't it take the Glazers an age to sweep up the many small blocks of United shares, until they had a certain percentage at which point the sale became compulsory. Potential buyers would never reach that point if the second largest shareolder refused to sell? I'm not an accountant...what do you think ?

 

[roydo]

Yes, you're right....its always puzzled me....If Bill and Jon accept an offered price for their shares....surely its not possible for Earl to hold out , and in fact, screw up the potential sale, by wanting more? And if he did attempt this ....indeed if he ever has....how much more was he asking? And what about the many small shareholders.....they presumably would be forced to sell their shares at any price accepted by the majority. I know that the share situation is not like, for example Man Utd.,.....but didn't it take the Glazers an age to sweep up the many small blocks of United shares, until they had a certain percentage at which point the sale became compulsory. Potential buyers would never reach that point if the second largest shareolder refused to sell? I'm not an accountant...what do you think ?

Cant recall the exact figures, but if something like 30% of the shares agree, then something gets firmed up to allow a bid to be made, and once 51% are secured, then that is that basically. Pretty sure @The Esk will confirm the actual proceedure.

Again.

 

[hibbo'sclass]

Yes, you're right....its always puzzled me....If Bill and Jon accept an offered price for their shares....surely its not possible for Earl to hold out , and in fact, screw up the potential sale, by wanting more? And if he did attempt this ....indeed if he ever has....how much more was he asking? And what about the many small shareholders.....they presumably would be forced to sell their shares at any price accepted by the majority. I know that the share situation is not like, for example Man Utd.,.....but didn't it take the Glazers an age to sweep up the many small blocks of United shares, until they had a certain percentage at which point the sale became compulsory. Potential buyers would never reach that point if the second largest shareolder refused to sell? I'm not an accountant...what do you think ?

No reason for RE not to hold on to his shares if JW and BK sold up tbh, thus the feeling that there is potentially some form of binding agreement between them.
Man U and the Glazers was totally different and more akin to Arsenal as from memory both were listed plcs as opposed to a private limited company.
Don't know about Premier League rules, but even under listing rules I think you only have to make an offer for all shares, not necessarily a succesful one, but I will stand corrected.
An EFC takeover would probably be in the form of an open offer to all shareholders at a fixed price, which would not lead to the small shareholders being disadvantaged. So, someone could buy out RE at his price and then offer a different price to the rest is my belief.

 

[hibbo'sclass]

Cant recall the exact figures, but if something like 30% of the shares agree, then something gets firmed up to allow a bid to be made, and once 51% are secured, then that is that basically. Pretty sure @The Esk will confirm the actual proceedure.

Again.

Unless that's a Premier League rule, it sounds like a listed company scenario tbh, but will stand corrected.

 

[roydo]

Unless that's a Premier League rule, it sounds like a listed company scenario tbh, but will stand corrected.

Dont think its a PL rule. And yeah, a private company could well have different rules I guess.

But the crux remains; if 51% of shares are sold, then Earls 15% odd means jack. Pretty sure Esk said that a certain % agreeing means that an offer has to be made to the remainder though.

 

[hibbo'sclass]

Dont think its a PL rule. And yeah, a private company could well have different rules I guess.

But the crux remains; if 51% of shares are sold, then Earls 15% odd means jack. Pretty sure Esk said that a certain % agreeing means that an offer has to be made to the remainder though.

Problem being that Earl has 23% so without both of Abercromby and Estate of SPG or Grantchester selling you don't get past 50% +1Share to gain control.
Private companies are different to plc's so unless the minority are prejudiced by the actions of the majority to such an extent that it's worth going to court, it's sort of putup/shut up scenario imo.

 

[roydo]

Problem being that Earl has 23% so without both of Abercromby and Estate of SPG or Grantchester selling you don't get past 50% +1Share to gain control.
Private companies are different to plc's so unless the minority are prejudiced by the actions of the majority to such an extent that it's worth going to court, it's sort of putup/shut up scenario imo.

Either way, I am pretty confident that if a buyer/buyers are involved, then any negotiations re price will not be derailed by Earl, or anyone else for that matter. It will be just as much about stadium, funding, etc etc etc.

In other words, whoever is negotiating at the club will be confident the deal he recommends to the Board will be accepted by all the major shareholders.

If an offer comes in is an all together different issue mind!

 

[hibbo'sclass]

If an offer comes in is an all together different issue mind!

Such negativity is unbecoming of you Sir.

 

[roydo]

Such negativity is unbecoming of you Sir.

Haha! Just stripping away the "Bill is bad, Bill is good" rhetoric on here, and applying some common sense, makes me reckon something must give soon.

As Lemmy said, well shouted, "We dont want to live forever".

Major shareholders are not getting any younger. Other major shareholders have zero interest in the club. Some major shareholders still do.

Something must give. Just no idea what.

 

[hibbo'sclass]

For what it's worth, my opinion is that BK has done more good than harm and his only failing is the lack of investment/takeover, so he's neither the devil incarnate nor the second coming of Christ.

Not getting any younger myself, so just hope there's a change before my dotage so I can enjoy the renaissance (hopefully)

 

[The Esk]

Cant recall the exact figures, but if something like 30% of the shares agree, then something gets firmed up to allow a bid to be made, and once 51% are secured, then that is that basically. Pretty sure @The Esk will confirm the actual proceedure.

Again.

Problem being that Earl has 23% so without both of Abercromby and Estate of SPG or Grantchester selling you don't get past 50% +1Share to gain control.
Private companies are different to plc's so unless the minority are prejudiced by the actions of the majority to such an extent that it's worth going to court, it's sort of putup/shut up scenario imo.

Either way, I am pretty confident that if a buyer/buyers are involved, then any negotiations re price will not be derailed by Earl, or anyone else for that matter. It will be just as much about stadium, funding, etc etc etc.

In other words, whoever is negotiating at the club will be confident the deal he recommends to the Board will be accepted by all the major shareholders.

If an offer comes in is an all together different issue mind!

I think you pretty much got to the answer without my involvement lol

As Everton is a private company it is highly unlikely the provisions of the Takeover Code would come into play so the 30% threshold is not relevant.

The relevant figure is 50% +1 ie 17,501 shares. Why?

It's important because no one is going to buy a large block of shares without knowing they have the ability to recapitalise the company through a further issue of shares. The increase in share capital can be passed by ordinary resolution at a General Meeting.

So any large buyer would only buy if they knew they had agreement to purchase 17,501 or more shares.

 

[Groucho]

Most people (me included) must have very little idea of how any company is run, let alone a football club.

A lot (not all) of the stuff we've seen in here over the years must be sheer guesswork.

 

[The Esk]

A lot (not all) of the stuff we've seen in here over the years must be sheer guesswork.

No different than in most Board rooms mate lol

 

[kithnou]

Most people (me included) must have very little idea of how any company is run, let alone a football club.

A lot (not all) of the stuff we've seen in here over the years must be sheer guesswork.

Waves...says hello...