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If new shares are issued will you buy any? on 15:52 - Jun 2 by RAFCBLUE
There would need to be 21 days notice given for an EGM but if you saw the last resolutions, the proposal is already there as 397,042 shares at £6 per share which would raise £2,382,252.
Existing shareholders would need to be given the right of first refusal but there are some I suspect that would not top up their holdings at £6 per share which would leave some left over.
The way to do it would be a rights issue followed by an open offer: (a) Existing shareholders get the chance to buy 1 new share at £6 for every 1.267 shares held (b) Interested parties, including existing shareholders, are able to then put in for the open offer for any remaining shares again at £6 per share. Here the shares not taken up in (a) of the 397,042 would be shared equally amongst those who have made an open offer.
It could be completed by August 2021 and would have the two positives of strengthening the cash reserves as a time of softness and possibly broaden the shareholding to new shareholders who have never participated in prior offers.
As a worked example, the Dale Trust owns 12,625 existing shares so would be able to buy up to 9,964 shares at a cost of £59,784 with no obligation on a minimum number.
Any they didn't buy would be released into the open offer pool for other shareholders.
It's not that difficult to do and puts the ownership in the hands of existing shareholders first followed by anyone else interested, but the number available would not be able to give any new party control whilst at the same time raising a good amount of funds for the club.
Would the number available allow for Dan and Emre to take control? That would be my only concern. I know they've come across quite well recently but they've still only been looking out for their own interests and are not Dale fans so I'm a little suspicious/cautious about them.
Rounding up they are after £2.4 million how about a rights issue of 400,000 shares at £3 each and then 500 multi year season tickets at £2400 each? Was thinking a thousand at £1200 but that might be too many off the annual cash injection from renewals.
'Only happy when you've got it often makes you miss the journey'
If new shares are issued will you buy any? on 19:45 - Jun 2 by boromat
Would the number available allow for Dan and Emre to take control? That would be my only concern. I know they've come across quite well recently but they've still only been looking out for their own interests and are not Dale fans so I'm a little suspicious/cautious about them.
Its a very good question and the best answer I can give is although it is unlikely "it depends".
Currently their holdings are: 37,342, Gergedan LLC (Dan Altman, Emre Marcelli) 37,343, North Yard Analytics LLC (Dan Altman, Emre Marcelli)
This is 14.8% of the club based on there being 502,957 shares in total right now.
If the club issue 397,042 new shares then those shareholders can have 58,956 between them on a pro-rata basis. If you use £6 a share that would cost them £353,736.
There are then 899,999 shares and those shareholders would own 133,640 of them - so still 14.8%.
If no other shareholder participated (highly unlikely) in taking up their rights there would be 561,913 shares and they would own 133,640 of them. That would give a maximum % of 23.7% so no ability to control.
The caveat of "it depends" comes from the behaviour of other shareholders. The could acquire shares privately which might be the way to gain decent stake but that would take two or three private deals of the bigger shareholders to gain control.
This would be new money available to the club now and if they didn't take up their rights the 14.8% number decreases depending on how many shares are sold to other existing shareholders.
Hope that makes sense.
George Bernard Shaw had it right:
"He who can does; he who cannot, teaches."
https://www.visittheusa.co.uk/
If new shares are issued will you buy any? on 20:16 - Jun 2 by James1980
Rounding up they are after £2.4 million how about a rights issue of 400,000 shares at £3 each and then 500 multi year season tickets at £2400 each? Was thinking a thousand at £1200 but that might be too many off the annual cash injection from renewals.
The problem with that James is that whilst you have all the season ticket money in year 1, you have to pay the wages for years 2 and 3 eventually or not have the players in years 2 or 3 and drop the wage budgets in those years.
George Bernard Shaw had it right:
"He who can does; he who cannot, teaches."
https://www.visittheusa.co.uk/
If new shares are issued will you buy any? on 21:24 - Jun 2 by RAFCBLUE
The problem with that James is that whilst you have all the season ticket money in year 1, you have to pay the wages for years 2 and 3 eventually or not have the players in years 2 or 3 and drop the wage budgets in those years.
Yes that is the very large flaw in that plan of mine that is why I was thinking of a cap on the number sold. I guess 500 is probably still too high?
'Only happy when you've got it often makes you miss the journey'
I can remember Notts doing a 5 year season ticket offer which was good value if you had the money to purchase it but then Notts got into financial trouble* and the fans who bought the tickets only got two years out of it
* I can't remember if it was pre Trew or just after Munto
If new shares are issued will you buy any? on 21:21 - Jun 2 by RAFCBLUE
Its a very good question and the best answer I can give is although it is unlikely "it depends".
Currently their holdings are: 37,342, Gergedan LLC (Dan Altman, Emre Marcelli) 37,343, North Yard Analytics LLC (Dan Altman, Emre Marcelli)
This is 14.8% of the club based on there being 502,957 shares in total right now.
If the club issue 397,042 new shares then those shareholders can have 58,956 between them on a pro-rata basis. If you use £6 a share that would cost them £353,736.
There are then 899,999 shares and those shareholders would own 133,640 of them - so still 14.8%.
If no other shareholder participated (highly unlikely) in taking up their rights there would be 561,913 shares and they would own 133,640 of them. That would give a maximum % of 23.7% so no ability to control.
The caveat of "it depends" comes from the behaviour of other shareholders. The could acquire shares privately which might be the way to gain decent stake but that would take two or three private deals of the bigger shareholders to gain control.
This would be new money available to the club now and if they didn't take up their rights the 14.8% number decreases depending on how many shares are sold to other existing shareholders.
Hope that makes sense.
Perfect sense thanks for the reply.
In summary they may be able to increase their percentage in the club but most likely not to a controlling level as this would also require several private transactions.
If new shares are issued will you buy any? on 18:59 - Jun 3 by boromat
Perfect sense thanks for the reply.
In summary they may be able to increase their percentage in the club but most likely not to a controlling level as this would also require several private transactions.
true only as long as the pre-emption rights are maintained - the whole point of the Board's (withdrawn) resolutions was to be able to offer majority control to a single large investor
If new shares are issued will you buy any? on 18:59 - Jun 3 by boromat
Perfect sense thanks for the reply.
In summary they may be able to increase their percentage in the club but most likely not to a controlling level as this would also require several private transactions.
100% correct and the money for the new shares (alongside other subscribers) would go straight into the club for immediate use.
George Bernard Shaw had it right:
"He who can does; he who cannot, teaches."
https://www.visittheusa.co.uk/
If new shares are issued will you buy any? on 11:17 - Jun 6 by RAFCBLUE
Those £2 shares were sold in the 2006/07 season. RPI in May 2007 was 206.7. RPI in April 2021 was 301.1.
On that basis it would be a price of circa £3 a share - which would raise £1,191,126 based on there being 397,042 shares available.
Its a substantial sum and would help the club this summer shore up its balance sheet.
For someone (and perhaps others) not familiar with how these things work, could you explain why there are 397,042 shares "available" ?
And if all available shares were issued, would that mean no further shares could be issued (as the term might seem to imply) or could further shares become available, and what would be the mechanism for that to happen?
If no further shares could be issued, wouldn't it make sense not to issue all available shares in one go, but to save some for a future rainy day?
If new shares are issued will you buy any? on 12:41 - Jun 6 by D_Alien
For someone (and perhaps others) not familiar with how these things work, could you explain why there are 397,042 shares "available" ?
And if all available shares were issued, would that mean no further shares could be issued (as the term might seem to imply) or could further shares become available, and what would be the mechanism for that to happen?
If no further shares could be issued, wouldn't it make sense not to issue all available shares in one go, but to save some for a future rainy day?
[Post edited 6 Jun 2021 12:58]
I think with dB in the driving seat it's pouring down at the mo !!
2
If new shares are issued will you buy any? on 13:56 - Jun 6 with 848 views
If new shares are issued will you buy any? on 12:41 - Jun 6 by D_Alien
For someone (and perhaps others) not familiar with how these things work, could you explain why there are 397,042 shares "available" ?
And if all available shares were issued, would that mean no further shares could be issued (as the term might seem to imply) or could further shares become available, and what would be the mechanism for that to happen?
If no further shares could be issued, wouldn't it make sense not to issue all available shares in one go, but to save some for a future rainy day?
[Post edited 6 Jun 2021 12:58]
Current shares limit is circa 900,000, circa 500,000 have been issued and the Board's Resolution 3 was seeking (renewed) permission to issue the remaining 400,00 (397,042). Once that has happened no further shares could be issued unless the capital limit were to be raised again or removed (Resolution 1) and authority given to issue shares either up to that new raised limit or to whatever level the Board wish if there is no limit (Resolution 2) - any of these resolutions would require a shareholders vote at an EGM. You could raise the limit at an EGM any time come rain or shine.
If new shares are issued will you buy any? on 13:56 - Jun 6 by tony_roch975
Current shares limit is circa 900,000, circa 500,000 have been issued and the Board's Resolution 3 was seeking (renewed) permission to issue the remaining 400,00 (397,042). Once that has happened no further shares could be issued unless the capital limit were to be raised again or removed (Resolution 1) and authority given to issue shares either up to that new raised limit or to whatever level the Board wish if there is no limit (Resolution 2) - any of these resolutions would require a shareholders vote at an EGM. You could raise the limit at an EGM any time come rain or shine.
Thanks tr, that goes about 95% of the way to explaining what i was after
I guess the remaining element would be: on what basis would the current limit have been set c. 900,000? It can't be just a figure plucked from the air, but is there a kind of formula for these things based on the value of the club (or business)?
If new shares are issued will you buy any? on 14:07 - Jun 6 by D_Alien
Thanks tr, that goes about 95% of the way to explaining what i was after
I guess the remaining element would be: on what basis would the current limit have been set c. 900,000? It can't be just a figure plucked from the air, but is there a kind of formula for these things based on the value of the club (or business)?
others on here are more expert than me DA but as I understand it there is no (legal) minimum or maximum share capital limit for a company so setting any limit in the articles (as the Club has to date) must be a question of the Board's deliberation on the amount of capital investment sought / company value versus the issue of company ownership - precisely the nub of the recent EGMs. Pretty subjective I'd guess, I'm not aware of any specific formula.
If new shares are issued will you buy any? on 14:19 - Jun 6 by tony_roch975
others on here are more expert than me DA but as I understand it there is no (legal) minimum or maximum share capital limit for a company so setting any limit in the articles (as the Club has to date) must be a question of the Board's deliberation on the amount of capital investment sought / company value versus the issue of company ownership - precisely the nub of the recent EGMs. Pretty subjective I'd guess, I'm not aware of any specific formula.
[Post edited 6 Jun 2021 14:22]
There is a legal minimum of 1 share.
I think the articles were amended in or about 2006 to raise the number of shares to c. 900,000 at the time of the last rights issue in order to spread share ownership. New shares were issued at £2.
I'll see if I have some relevant paperwork in my files.
If new shares are issued will you buy any? on 14:07 - Jun 6 by D_Alien
Thanks tr, that goes about 95% of the way to explaining what i was after
I guess the remaining element would be: on what basis would the current limit have been set c. 900,000? It can't be just a figure plucked from the air, but is there a kind of formula for these things based on the value of the club (or business)?
It was in and from the original Articles of Association.
It's actually 899,999 that can be issued (originally so that any shareholder vote would bring a majority outcome and not be deadlocked).
Company has issued 502,957 over the years so there are 397,042 that could be issued by the Board, with pre-emption rights (right of first refusal) going to the existing shareholders so they have the choice and opportunity to maintain their holding.
The 899,999 (or any number) is completely judgemental and up to the Directors of a Company to judge on a case by case basis.
It's good for everyone connected with the club that the limit is there and the Board can choose to issue unissued shares whenever they like, principally to raise new funds.
We are lucky here because despite the shenanigans there are not enough shares to be issued to give a new party control, especially if the existing shareholders get their pre-emption it would mean very little, if any, to go outside existing shareholders.
George Bernard Shaw had it right:
"He who can does; he who cannot, teaches."
https://www.visittheusa.co.uk/
If new shares are issued will you buy any? on 11:17 - Jun 6 by RAFCBLUE
Those £2 shares were sold in the 2006/07 season. RPI in May 2007 was 206.7. RPI in April 2021 was 301.1.
On that basis it would be a price of circa £3 a share - which would raise £1,191,126 based on there being 397,042 shares available.
Its a substantial sum and would help the club this summer shore up its balance sheet.
£3 sounds like a very reasonable amount and as you say would add up to a substantial figure to shore up the balance sheet. Would it be greedy to suggest meeting in the middle between £3 and £6 and issuing the new shares at £4-£4.50 a share?
'Only happy when you've got it often makes you miss the journey'