| Interesting Trust Email 20:09 - Jun 29 with 138841 views | Neath_Jack |
Regarding the options open to us.
It's going to cause some massive debate on here i reckon  |  |
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| Interesting Trust Email on 23:39 - Jul 1 with 2034 views | Uxbridge |
| Interesting Trust Email on 23:31 - Jul 1 by NeathJack |
I'm not saying that at all. I'm saying that by warranting against the potential outcome of any Trust legal case, they may have weakened their case by doing so. |
I'm not sure that follows to be honest. All that warranty does is offer some sort of protection to the Americans against the sellers. |  |
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| Interesting Trust Email on 23:41 - Jul 1 with 2024 views | NeathJack |
| Interesting Trust Email on 23:39 - Jul 1 by Uxbridge |
I'm not sure that follows to be honest. All that warranty does is offer some sort of protection to the Americans against the sellers. |
Indeed, it may have no effect at all I'm just speculating.
But equally the fact they felt the need to do so may, in court, show evidence that they had knowledge of the legitimacy of the agreement and as a result sought to protect themselves from any direct cost from it being upheld. |  | | |
| Interesting Trust Email on 23:44 - Jul 1 with 2023 views | morningstar |
| Interesting Trust Email on 23:30 - Jul 1 by MattG |
There was a show of hands - accept the offer, go legal or do nothing.
A few went for "do nothing" but nobody voted to go legal which really surprised me. |
It doesn't surprise me Matt. Phil made a great statement on behalf of the trust board and that has to be respected, but under those circumstances i doubt very much whether anyone in the room would have stuck their hand up to the 'go legal' option. |  |
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| Interesting Trust Email on 23:46 - Jul 1 with 2013 views | exiledclaseboy |
| Interesting Trust Email on 23:09 - Jul 1 by londonlisa2001 |
No one is talking tag and drag because maybe people don't understand (completely understandably) the importance and it hasn't as yet been brought properly to people's attention, what it's all about and the potential importance.
I'm happy to talk about it though.
The drag rights give the control over when the trust's remaining shares are sold, for how much, and to whom. So let's say the club get relegated. The Americans decide to cut their losses after three years of parachute payments and sell the club to some complete shark. Nothing the Trust can do. Their shares get sold. So the argument that the Trust accepting the deal gives a long term involvement in the club is just not true. These guys have not bought the club for a 20 year investment. Why the hell would they. They've bought the club to flip it at a profit when the next, even bigger TV deal comes around in the hope that they can't keep us in the Premier League until then. Maybe the one after next.
As for the PR hit - they don't give a toss. They go back to America, they hope richer, and they're happy.
On the tag rights, I agree it's a good thing on the face of it. But, as I said when I first read the email, I have many questions, and some of them revolve around the tag,
What, exactly, is the nature of the tag rights being offered? Is it a tag along in the event that the shares of Swansea City 2002 (or whatever it's called), currently owned by Swansea Football LLC get sold? What about if the shares in Swansea Football LLC get sold? In fact, no one seems to know who's owns them anyway, so are you going to find out?
Because if they are able to sell their shares in Swansea Football LLC without the trust's tag being triggered, then that gets around it anyway.
If that is the case, they've effectively got themselves drag rights without the Trust being guaranteed to be able to share in any upside deal. [Post edited 1 Jul 2017 23:15]
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Which way you voting, Lis? And why? |  |
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| Interesting Trust Email on 23:48 - Jul 1 with 2015 views | Uxbridge |
| Interesting Trust Email on 23:35 - Jul 1 by londonlisa2001 |
Ux - it has nothing to do with faith or a lack of faith in Dai's ability as a lawyer. I am questioning whether there is a legal mechanism to enforce a tag right under Delaware law for a company that the Trust has no shares in if shares in that company are sold when no sale has occurred of the subsidiary in question.
And the reason the Americans would choose to enforce the drag rights are because it is sometimes easier, cleaner, or more valuable to sell 100% of a company than to sell 79% with a difficult shareholder. If they didn't give a stuff they wouldn't have made it part of the deal.
The whole point of this discussion is pointing out that depending on the nature of the tag, the Americans have total control over the sale of the Trust's shares. If it suits them, they can enforce the drag, if it doesn't, they sell Swansea Football LLC instead of Swansea City 2002 Ltd. and the tag is never triggered. |
In that scenario, there would be zero value in the tag along clause. I'll ask Dai anyway but I can't believe that is something that's insurmountable.
In terms of the value piece, again this comes back to the buyer doesn't it. I'm not arguing they don't benefit by including it, however I would argue that they want the drag clause because it gives them the potential power to do so, which a future buyer may want. They're not going to implement it if the buyer says "hold on, this minority shareholder is going to cause me some serious grief if they're forced out against their will, I don't want that" are they?
I would have loved tag along rights without drag along though. | |
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| Interesting Trust Email on 23:50 - Jul 1 with 2004 views | UplandsJack |
| Interesting Trust Email on 23:44 - Jul 1 by morningstar |
It doesn't surprise me Matt. Phil made a great statement on behalf of the trust board and that has to be respected, but under those circumstances i doubt very much whether anyone in the room would have stuck their hand up to the 'go legal' option. |
Exactly what I was thinking. How often do you hear people say publicly they will vote for one party only to go and vote for another when alone in the voting booth. |  | | |
| Interesting Trust Email on 23:51 - Jul 1 with 1998 views | Uxbridge |
| Interesting Trust Email on 23:41 - Jul 1 by NeathJack |
Indeed, it may have no effect at all I'm just speculating.
But equally the fact they felt the need to do so may, in court, show evidence that they had knowledge of the legitimacy of the agreement and as a result sought to protect themselves from any direct cost from it being upheld. |
The Trust publicly states before the sale there was an existing SHA. Nobody could plead total ignorance. | |
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| Interesting Trust Email on 23:54 - Jul 1 with 1986 views | Pokerface |
| Interesting Trust Email on 23:44 - Jul 1 by morningstar |
It doesn't surprise me Matt. Phil made a great statement on behalf of the trust board and that has to be respected, but under those circumstances i doubt very much whether anyone in the room would have stuck their hand up to the 'go legal' option. |
The Trust represents ALL fans so surely they offered a counter argument / opinion to the one put forward.
Its becoming untenable. |  |
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| Interesting Trust Email on 23:54 - Jul 1 with 1985 views | NeathJack |
| Interesting Trust Email on 23:51 - Jul 1 by Uxbridge |
The Trust publicly states before the sale there was an existing SHA. Nobody could plead total ignorance. |
There's a difference between knowledge of existence and knowledge of legitimacy.
I would argue that by warranting as they appear to have done, they have swayed towards the latter. | | | |
| Interesting Trust Email on 00:00 - Jul 2 with 1979 views | Uxbridge |
I need some sleep, but as I'm in the mood tonight I'll just post one final thing.
I've talked earlier about the duties of the Trust board to ensure that all the information is out there for the members to be able to judge this on its merits.
However that duty also falls onto the members too. This is a truly momentous decision which will shape the future of the Trust and will have fundamental effects on the club, and quite probably what happens on the pitch. Know the options, know the potential risks and rewards of each potential option. Understand how your vote affects things. To those 1800 or so, I wish them well. | |
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| Interesting Trust Email on 00:02 - Jul 2 with 1975 views | Uxbridge |
| Interesting Trust Email on 23:54 - Jul 1 by NeathJack |
There's a difference between knowledge of existence and knowledge of legitimacy.
I would argue that by warranting as they appear to have done, they have swayed towards the latter. |
I wouldn't. It's cover, nowt more. | |
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| Interesting Trust Email on 00:15 - Jul 2 with 1946 views | NeathJack |
| Interesting Trust Email on 00:02 - Jul 2 by Uxbridge |
I wouldn't. It's cover, nowt more. |
So Mr Levien and Kaplan, if you had such unfaltering confidence in this agreement being invalid as you so claim in this case, why did you see fit to ensure you were completely covered against that not being so?
It's easily argued, even if unsuccessfully. | | | |
| Interesting Trust Email on 00:19 - Jul 2 with 1942 views | morningstar |
| Interesting Trust Email on 23:34 - Jul 1 by Uxbridge |
True to a point. It was questioned, and there was an informal show of hands. I would totally agree that reading back the statement may mean some will reconsider but it was debated quite robustly at the time.
Think you may be missing my point too though. I don't think PS I'd exactly representative of the entire fanbase. It may well be representative of the vocal minority.. We're all a bit shouty, myself included, but we've seen from how placid the fanbase have been on a matchday since results have turned upwards that most people just want the swans to be winning. A lot of people don't want the sort of upheaval that legal action would bring, regardless. Me, I wouldn't mind so much, so long as it was the right thing to do. Don't think it is though. |
Of course PS isn't representative of the entire fan base. There are thousands of fans who think Huw Jenkins is a footballing Messiah! But on issues such as this, most are clued up, and most read this site or aware of the views of posters who do. Don't be so complacent, or it may come back and smack you in the face.  | |
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| (No subject) (n/t) on 00:20 - Jul 2 with 1937 views | londonlisa2001 |
| Interesting Trust Email on 23:46 - Jul 1 by exiledclaseboy |
Which way you voting, Lis? And why? |
Bugger - just typed out a long reply and lost signal.
Try again.
Ideally, I'd like us to be able to influence the decision making at the club and at the same time to be able to fulfil what I think was the most crucial aim of the Trust, which was to ensure that the existence of the club could never again be put at risk. As it stands, I don't think any of the three options does both of those things.
The 'stay as we are' option gives us influence, but we can be outvoted on everything if the majority sees fit, so we have no ability to prevent actions being taken that threaten the existence of the club long term (e.g. Debt being piled on, dividends being paid, profits not being reinvested, etc), no ability to prevent a sale of the club to an utter shark, and no ability to monetise our holding such that we could ever step in and buy the club if it ended up in trouble. It does allow us to take legal action if we wish, but it seems to me that having received an offer, if we neither accept nor launch legal action, that starts to get difficult relatively quickly. So that option, for me is out.
So that leaves the other two options, take the deal or launch legal action.
Both have pros and cons. The deal has the 'pros' of retaining influence, being part of decision making, and keeping at least some stake in the club held by the community. It also delivers a significant amount of cash to the Trust. But I can't see how it fulfils the primary aim of preventing the very existence of the football club being threatened, as it neither delivers the ability for the Trust to prevent any actions being taken that could cause damage, nor do I believe that it guarantees a sum of money which would allow the Trust to step into the breach if necessary. I just do not think that £5m (or £6m if added to what we have already) will ever allow us to buy the club, or even a major stake in the club. Not, at least, unless we are wallowing in the depths again which hopefully, at least, will not happen,
I am also not convinced that relying on a future windfall if the club is sold at a profit and if the tag rights can hold is anything other than a gamble, and giving up the ability to take action, is a large cost for us to be staking.
Finally, with the deal, I think we could well end up being dragged into a future sale that we would like no part of, either financially or morally.
That just leaves the legal option. For me, I don't much like the idea, partly because of disruption, partly because it is, despite what some think, always a risk, partly because it will be expensive, lengthy and will take a toll on all involved. It also leaves us with no formal influence on the club, although the supporters en masse can never be ignored.
And finally, if the club continues to be successful, the money sits there, gathering dust, and we get less and less able to buy a stake, as the values in football go up and up.
But what it does give us, if the case is taken on, and won, is c, twenty three million quid or so, and that is a different proposition when it comes to securing the existence of the club if we ever go back down.
In an ideal world, the Americans would come back with a different deal, one that gives us the long term protection we are after. But if that doesn't happen, then on balance, I will vote for the option I think best satisfies the overarching aim of the Trust, and that is the legal option, [Post edited 2 Jul 2017 1:00]
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| Interesting Trust Email on 00:37 - Jul 2 with 1910 views | Banosswan |
If the americans are saying this is the offer, take it or leave it, there's still nothing stopping the trust coming up with a counter offer. Any counter offer may be preferable to the Americans over litigation. |  |
| Ever since my son was... never conceived, because I've never had consensual sex without money involved... I've always kind of looked at you as... a thing, that I could live next to... in accordance with state laws. | | Poll: | How do you like your steak? |
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| Interesting Trust Email on 01:01 - Jul 2 with 1887 views | morningstar |
| Interesting Trust Email on 00:37 - Jul 2 by Banosswan |
If the americans are saying this is the offer, take it or leave it, there's still nothing stopping the trust coming up with a counter offer. Any counter offer may be preferable to the Americans over litigation. |
This is the offer that the Trust board have negotiated and agreed to put to the members. Shocked i am, like many others it seems, but there we are innit eh! | |
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| Interesting Trust Email on 01:25 - Jul 2 with 1874 views | Starsky |
| Interesting Trust Email on 01:01 - Jul 2 by morningstar |
This is the offer that the Trust board have negotiated and agreed to put to the members. Shocked i am, like many others it seems, but there we are innit eh! |
Indeed.
Uxbridge has made up his mind
Jenkins is an irrelevance and he wants to take the deal.
There's no fight in this lad at all.
Let's just take the deal and hope we don't get screwed over again. Rightio |  |
| It's just the internet, init. |
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| (No subject) (n/t) on 01:45 - Jul 2 with 1862 views | Pokerface |
| (No subject) (n/t) on 00:20 - Jul 2 by londonlisa2001 |
Bugger - just typed out a long reply and lost signal.
Try again.
Ideally, I'd like us to be able to influence the decision making at the club and at the same time to be able to fulfil what I think was the most crucial aim of the Trust, which was to ensure that the existence of the club could never again be put at risk. As it stands, I don't think any of the three options does both of those things.
The 'stay as we are' option gives us influence, but we can be outvoted on everything if the majority sees fit, so we have no ability to prevent actions being taken that threaten the existence of the club long term (e.g. Debt being piled on, dividends being paid, profits not being reinvested, etc), no ability to prevent a sale of the club to an utter shark, and no ability to monetise our holding such that we could ever step in and buy the club if it ended up in trouble. It does allow us to take legal action if we wish, but it seems to me that having received an offer, if we neither accept nor launch legal action, that starts to get difficult relatively quickly. So that option, for me is out.
So that leaves the other two options, take the deal or launch legal action.
Both have pros and cons. The deal has the 'pros' of retaining influence, being part of decision making, and keeping at least some stake in the club held by the community. It also delivers a significant amount of cash to the Trust. But I can't see how it fulfils the primary aim of preventing the very existence of the football club being threatened, as it neither delivers the ability for the Trust to prevent any actions being taken that could cause damage, nor do I believe that it guarantees a sum of money which would allow the Trust to step into the breach if necessary. I just do not think that £5m (or £6m if added to what we have already) will ever allow us to buy the club, or even a major stake in the club. Not, at least, unless we are wallowing in the depths again which hopefully, at least, will not happen,
I am also not convinced that relying on a future windfall if the club is sold at a profit and if the tag rights can hold is anything other than a gamble, and giving up the ability to take action, is a large cost for us to be staking.
Finally, with the deal, I think we could well end up being dragged into a future sale that we would like no part of, either financially or morally.
That just leaves the legal option. For me, I don't much like the idea, partly because of disruption, partly because it is, despite what some think, always a risk, partly because it will be expensive, lengthy and will take a toll on all involved. It also leaves us with no formal influence on the club, although the supporters en masse can never be ignored.
And finally, if the club continues to be successful, the money sits there, gathering dust, and we get less and less able to buy a stake, as the values in football go up and up.
But what it does give us, if the case is taken on, and won, is c, twenty three million quid or so, and that is a different proposition when it comes to securing the existence of the club if we ever go back down.
In an ideal world, the Americans would come back with a different deal, one that gives us the long term protection we are after. But if that doesn't happen, then on balance, I will vote for the option I think best satisfies the overarching aim of the Trust, and that is the legal option, [Post edited 2 Jul 2017 1:00]
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Lisa. Any chance you could join the Trust... possibly lead it.
Refreshing to hear a voice that actually understands what is going on.
I don't get the same feeling of knowledge / understanding from those supposedly in charge of the Trust. It is a genuine worry.
Nice people... out of their depth. Why not admit it. It is a sign of strength not weakness. Ffs. For the club. Fans. Please. | |
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| Interesting Trust Email on 03:18 - Jul 2 with 1835 views | Humpty |
| Interesting Trust Email on 22:37 - Jul 1 by swancity |
You have the habit of providing a politicians reply. One that doesn't actually answer a question.
How can they present a 'better' case? Are there things that are being hidden? As all the evidence is completely clear cut. The next move has to be legal action. If you stop putting forward negatives and concentrate on the positives it will help. You're trying to convince everyone that legal isn't the best route when it's obvious that it is.
So what could go wrong? |
It's not obvious at all. That's just your opinion. [Post edited 2 Jul 2017 3:55]
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| Interesting Trust Email on 05:29 - Jul 2 with 1804 views | NOTRAC |
There is a general attitude on this thread towards litigation,despite the fact that all those who represent us on the Trust Board are in favour of accepting the deal under offer.That,I believe is sad as it virtually represents a no confidence vote in those representatives.
It is worth looking again at the Trust's aims
To maintain a professional football club in Swansea
To bring the football club closer to the local community
To have elected representation on the Board of Swansea City Football Club
To maintain and increase a stake in the club in pursuance of the above aims
To represent the needs and aims of our members at all times
The aims represent a mix of what the Trust represents,a supporters Trust and a shareholders Trust.
If the Trust goes down the path of litigation it virtually means giving up its position as a shareholders Trust as if we win the shares will be sold,if we lose the shares will be virtually worthless.
Either way the aim of having elected board representation will disappear as will the aim of maintaining and increasing a stake in the club.
It will mean that as far as having any say in the running of the club,the Trust would be out in the wilderness. The only hope for future control would be through a virtual disaster situation which let's hope will never happen
Voting therefore for litigation not only is in reality a vote of no confidence in the people representing us on the Trust's Board, but could also destroy the Trust's influence in the running of the club forevever.It would also result in the complete loss of two of the Trusts main aims.
What is on the table is I believe in the circumstances is a pretty good offer.
£5m is a substantial amount and this should rise to £11m with continued success. The retention of at least ten per cent shares puts us in no different position as far as a say in the Club is concerned as does our present holding of 22per cent.
Yes it does depend on the future goodwill of our present owners, but was has been done in that respect cannot be altered.
It is in everyone's interest for Swansea City to continue successfully in the Premiership.
Litigation as far as the Trust is concerned would almost mean the opposite. | |
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| Interesting Trust Email on 08:05 - Jul 2 with 1743 views | Uxbridge |
| Interesting Trust Email on 01:25 - Jul 2 by Starsky |
Indeed.
Uxbridge has made up his mind
Jenkins is an irrelevance and he wants to take the deal.
There's no fight in this lad at all.
Let's just take the deal and hope we don't get screwed over again. Rightio |
Yeah, that's totally it. If you think Jenkins' future relates to the legal case then you're way off.
No fight eh. That's just superb irony. I'll sign your election application if you want. | |
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| (No subject) (n/t) on 08:15 - Jul 2 with 1723 views | Uxbridge |
| (No subject) (n/t) on 01:45 - Jul 2 by Pokerface |
Lisa. Any chance you could join the Trust... possibly lead it.
Refreshing to hear a voice that actually understands what is going on.
I don't get the same feeling of knowledge / understanding from those supposedly in charge of the Trust. It is a genuine worry.
Nice people... out of their depth. Why not admit it. It is a sign of strength not weakness. Ffs. For the club. Fans. Please. |
Always love the Understands what's going on = agrees with me argument. I am sure Lisa would agree that there is a fair amount of guesswork and unpredictability in her synopsis too. I disagree with parts of it, and its conclusions obviously, but at least it's based on plausible events.
I hope Lisa stands though. As does anyone feeling passionately about this issue. Now isn't the time to hide behind your keyboard and hope someone does the work for you. If this goes down the legal route, the Trust board needs as many people who thinks it's a good idea involved. | |
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| (No subject) (n/t) on 08:20 - Jul 2 with 1716 views | trampie |
| (No subject) (n/t) on 00:20 - Jul 2 by londonlisa2001 |
Bugger - just typed out a long reply and lost signal.
Try again.
Ideally, I'd like us to be able to influence the decision making at the club and at the same time to be able to fulfil what I think was the most crucial aim of the Trust, which was to ensure that the existence of the club could never again be put at risk. As it stands, I don't think any of the three options does both of those things.
The 'stay as we are' option gives us influence, but we can be outvoted on everything if the majority sees fit, so we have no ability to prevent actions being taken that threaten the existence of the club long term (e.g. Debt being piled on, dividends being paid, profits not being reinvested, etc), no ability to prevent a sale of the club to an utter shark, and no ability to monetise our holding such that we could ever step in and buy the club if it ended up in trouble. It does allow us to take legal action if we wish, but it seems to me that having received an offer, if we neither accept nor launch legal action, that starts to get difficult relatively quickly. So that option, for me is out.
So that leaves the other two options, take the deal or launch legal action.
Both have pros and cons. The deal has the 'pros' of retaining influence, being part of decision making, and keeping at least some stake in the club held by the community. It also delivers a significant amount of cash to the Trust. But I can't see how it fulfils the primary aim of preventing the very existence of the football club being threatened, as it neither delivers the ability for the Trust to prevent any actions being taken that could cause damage, nor do I believe that it guarantees a sum of money which would allow the Trust to step into the breach if necessary. I just do not think that £5m (or £6m if added to what we have already) will ever allow us to buy the club, or even a major stake in the club. Not, at least, unless we are wallowing in the depths again which hopefully, at least, will not happen,
I am also not convinced that relying on a future windfall if the club is sold at a profit and if the tag rights can hold is anything other than a gamble, and giving up the ability to take action, is a large cost for us to be staking.
Finally, with the deal, I think we could well end up being dragged into a future sale that we would like no part of, either financially or morally.
That just leaves the legal option. For me, I don't much like the idea, partly because of disruption, partly because it is, despite what some think, always a risk, partly because it will be expensive, lengthy and will take a toll on all involved. It also leaves us with no formal influence on the club, although the supporters en masse can never be ignored.
And finally, if the club continues to be successful, the money sits there, gathering dust, and we get less and less able to buy a stake, as the values in football go up and up.
But what it does give us, if the case is taken on, and won, is c, twenty three million quid or so, and that is a different proposition when it comes to securing the existence of the club if we ever go back down.
In an ideal world, the Americans would come back with a different deal, one that gives us the long term protection we are after. But if that doesn't happen, then on balance, I will vote for the option I think best satisfies the overarching aim of the Trust, and that is the legal option, [Post edited 2 Jul 2017 1:00]
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Yes it's got to be the legal route. |  |
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| Interesting Trust Email on 08:37 - Jul 2 with 1704 views | Whiterockin |
When it comes to the vote what are the options going to be? Will they be the same as the show of hands at the meeting.
1. Accept the offer.
2. Stay as we are.
3. Legal action.
If the QC feels that legal action should only be taken after negotiation is exhausted, why not include another option.
4. Ask the Americans to buy all the trust's shares. If this fails take the legal action option.
Option 4 is what I would vote for. If this has been asked and refused please can you tell me, as it would mean all options have been discussed and exhausted leaving legal action as the only option for me. |  | | |
| Interesting Trust Email on 08:41 - Jul 2 with 1691 views | UplandsJack |
Let's be honest here, currently we really don't have that much (if any) of an influence at board level whichever way you try to gloss over it.
If the trust/trust membership vote to take this deal, I really believe it will signal the beginning of the end of the trust anyway. Yes it will take a few years, maybe 5 or 6 but it will be the end. And yes we will have 5, 6 maybe even 11 million in the bank as others have stated if we can stay in the premier league, but we"ll still end up with no influence. And of course that's all thanks to those sellout Judas bast@rds who lined their own pockets without a care in the world for the fans or the city.
However if we take legal route and are successful, we will at the very least have £22 million plus sitting in the bank waiting for the day when and if it's ever needed to buy a bigger or even total control of the club. Now that to me sounds a lot better way of securing the long term guarantee of a football club remaining in Swansea.
Also the truth will come out about what the sellouts have done and ALL fans will finally understand and if handled right by the trust can rally them to continue to have a voice. | | | |
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