| Share sale 11:34 - Jun 3 with 67108 views | fitzochris |
I understand the shares owned by Chris Dunphy, Bill Goodwin and Paul Hazelhurst have been sold to a US-based concern.
Keep an eye on Companies House over the coming weeks. |  |
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| Share sale on 19:51 - Jun 6 with 3170 views | 442Dale |
| Share sale on 12:53 - Jun 6 by 442Dale |
Happy to do so. Also worth noting that the Trust has mentioned previously that they were looking at doing a “questions for the board” meeting in the next few weeks where members could send in questions. This was prior to this situation developing.
Any questions people want sending in, please post on here by 3pm tomorrow and will send them in. Start your post with ‘Questions for the Trust’ so it’s easier to pinpoint them. [Post edited 6 Jun 2020 13:04]
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Any questions to be sent to the Trust, as per previous post. |  |
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| Share sale on 20:18 - Jun 6 with 3106 views | RAFCBLUE |
| Share sale on 19:31 - Jun 6 by 49thseason |
The pre-emption issue seems fairy standard. The companies Act says that if you issue shares you shouldmoffer the new shares to shareholders on a pro rata basis as their current shareholding . However the companies Act also allows share holders to forego their rights. If you read through the details of previous releases of shares, ( on Companies House) the 5 year pre-emption seems fairly standard . Basically it allows the company to release a particular number of shares to a particular person without having others wanting to buy more shares. Whether or not it needs to be for 5 years is a slightly different issue as it seems to me a different time period could be proposed. An example of this was when we bought O'Grady and Andrew Kilpatrick's Dad was given shares in exchange for providing the transfer fee. ( Feb 2010)
Since the aim was to sell a fixed number of shares to Altman and co.and thereby give him a fixed number of shares and a guarantee as to the number of shares that would need to be released.
It seems to me that the major debate surrounds the cost of 400k shares. Unless Altman manages to buy more from existing shareholders at lower cost than the negotiated price and can force his way onto the board as the largest share holder. |
Disabling pre-emption rights is highly unusual.
Think about it this way. A company has 100 shares. You have amassed a 40% stake in a company but the other 60% is controlled by others.
Company now wishes to increase its shares to 200. If you don't buy any more shares, your 40% suddenly drops to 20% which is why you are given the first refusal.
You can choose not to take up your rights, but that itself is your choice.
Our Board are effectively saying, "trust us" to reduce each effective current holding in turn of rewarding new money.
It is a policy that reduces the impact of the Trust but also all other shareholders.
I'd expect the two new shareholders to oppose this. |  |
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| Share sale on 20:22 - Jun 6 with 3097 views | judd |
| Share sale on 20:18 - Jun 6 by RAFCBLUE |
Disabling pre-emption rights is highly unusual.
Think about it this way. A company has 100 shares. You have amassed a 40% stake in a company but the other 60% is controlled by others.
Company now wishes to increase its shares to 200. If you don't buy any more shares, your 40% suddenly drops to 20% which is why you are given the first refusal.
You can choose not to take up your rights, but that itself is your choice.
Our Board are effectively saying, "trust us" to reduce each effective current holding in turn of rewarding new money.
It is a policy that reduces the impact of the Trust but also all other shareholders.
I'd expect the two new shareholders to oppose this. |
Also, if existing shareholders fail to show faith in the business by taking up the offer of new shares it can send the wrong message out to prospective purchasers. |  |
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| Share sale on 20:57 - Jun 6 with 3022 views | RAFCBLUE |
| Share sale on 20:22 - Jun 6 by judd |
Also, if existing shareholders fail to show faith in the business by taking up the offer of new shares it can send the wrong message out to prospective purchasers. |
Exactly.
For example, if the Chairman of the Board who owns 22% has a Board who are recommending £6 a new share then he would need to subscribe circa £600,000 into the new issue - all of which goes into the Club.
Saying that the new shares are worth £6 but choosing to let other buy them, whilst your own holding is diluted would demonstrate a lack of belief or a lack of funding, both of which are not good positions to be in. | |
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| Share sale on 20:59 - Jun 6 with 3018 views | 49thseason |
| Share sale on 20:18 - Jun 6 by RAFCBLUE |
Disabling pre-emption rights is highly unusual.
Think about it this way. A company has 100 shares. You have amassed a 40% stake in a company but the other 60% is controlled by others.
Company now wishes to increase its shares to 200. If you don't buy any more shares, your 40% suddenly drops to 20% which is why you are given the first refusal.
You can choose not to take up your rights, but that itself is your choice.
Our Board are effectively saying, "trust us" to reduce each effective current holding in turn of rewarding new money.
It is a policy that reduces the impact of the Trust but also all other shareholders.
I'd expect the two new shareholders to oppose this. |
Well, its not that unusual at RAFC:
https://beta.companieshouse.gov.uk/company/00111019/filing-history?page=3
It would be odd at a listed company perhaps but not at a private limited company perhaps? Bearing in mind there is no actual market for these shares? |  | | |
| Share sale on 21:06 - Jun 6 with 3002 views | judd |
The last time was 2008?
There may very well be a market for these shares, starting with existing shareholders. | |
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| Share sale on 21:09 - Jun 6 with 2998 views | RAFCBLUE |
There is no actual market for these shares?
North Yard Analytics and Gergedan, owned by Dan Altman and Emre Marcelli don't appear to believe in that and nor do the clubs Board with a weighty £6 a share value on new shares.
The 2008 rights issue was aimed at broadening the club's shareholder base as widely reported:
http://rochdaleonline.co.uk/news-features/4/sport-news/18441/football-club-launc
If the current Board had put out a press release like the one in 2008, rather than the overtly secretive EGM after a fans forum there may not have been such a furore! | |
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| Share sale on 21:38 - Jun 6 with 2952 views | tony_roch975 |
| Share sale on 20:18 - Jun 6 by RAFCBLUE |
Disabling pre-emption rights is highly unusual.
Think about it this way. A company has 100 shares. You have amassed a 40% stake in a company but the other 60% is controlled by others.
Company now wishes to increase its shares to 200. If you don't buy any more shares, your 40% suddenly drops to 20% which is why you are given the first refusal.
You can choose not to take up your rights, but that itself is your choice.
Our Board are effectively saying, "trust us" to reduce each effective current holding in turn of rewarding new money.
It is a policy that reduces the impact of the Trust but also all other shareholders.
I'd expect the two new shareholders to oppose this. |
isn't this more the mindset for profit-orientated folk in the stocks & shares markets, it doesn't apply to your local lower league football club where any of us shareholders don't expect to get anything back so any 'diluting' of our holding means there's been more support for our club - a 'good thing'; ensuring the offer of a significant holding is the only way to attract a big investor; surely the 2 new shareholders when initially offering to buy the un-issued shares would have needed exactly that too. |  |
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| Share sale on 21:41 - Jun 6 with 2950 views | SuddenLad |
Sneaky and underhand comes to mind |  |
| “It is easier to fool people, than to convince them that they have been fooled†|
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| Share sale on 21:44 - Jun 6 with 2942 views | tony_roch975 |
QUESTIONS FOR THE TRUST
To ask the Board:
How many/which other investors have you held discussions with?
Why did you turn down the Altman/Marcelli approach?
When did you become aware of the private shares transfer to Altman/Marcelli?
Are you aware of any other transfers of shares since June 2019 and if so how many and to whom?
How will the stadium be protected with any incoming investor?
What other avenues to bring in investment have you considered?
How would they be furthered during the lockdown?
What factors will influence when the AGM/EGM be reconvened — could it be held virtually?
To ask Altman/Marcelli
How many shares do you want to buy?
At what price?
What’s the cost of the proposals in your statement?
Where will the balance of funding for those proposals come from?
If it’s through loans how will those investors see a ‘return’?
Against what would any loans to the Club be secured?
Do you want to become directors of the Club?
Are you looking for a partnership or a controlling interest?
How would the tensions between a ‘Sporting Director’ and a ‘Manager’ be resolved? | |
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| Share sale on 22:10 - Jun 6 with 2880 views | D_Alien |
| Share sale on 21:44 - Jun 6 by tony_roch975 |
QUESTIONS FOR THE TRUST
To ask the Board:
How many/which other investors have you held discussions with?
Why did you turn down the Altman/Marcelli approach?
When did you become aware of the private shares transfer to Altman/Marcelli?
Are you aware of any other transfers of shares since June 2019 and if so how many and to whom?
How will the stadium be protected with any incoming investor?
What other avenues to bring in investment have you considered?
How would they be furthered during the lockdown?
What factors will influence when the AGM/EGM be reconvened — could it be held virtually?
To ask Altman/Marcelli
How many shares do you want to buy?
At what price?
What’s the cost of the proposals in your statement?
Where will the balance of funding for those proposals come from?
If it’s through loans how will those investors see a ‘return’?
Against what would any loans to the Club be secured?
Do you want to become directors of the Club?
Are you looking for a partnership or a controlling interest?
How would the tensions between a ‘Sporting Director’ and a ‘Manager’ be resolved? |
Seconded
These are among the vital issues that supporters will be interested in. Arcane debate about shareholding, in an almost disinterested way by some, isn't much use unless it gets to the point. Unless, that is, it adds value for supporters |  |
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| Share sale on 22:53 - Jun 6 with 2806 views | 49thseason |
| Share sale on 21:06 - Jun 6 by judd |
The last time was 2008?
There may very well be a market for these shares, starting with existing shareholders. |
I meant a market as in a stock exchange where shares are traded daily. And just because someone is prepared to pay say £6 for a certain number of shares doesnt automatically make all the other shares worth £6 unless he wants to buy all of them at that price, something he has no need to do. | | | |
| Share sale on 23:00 - Jun 6 with 2794 views | judd |
| Share sale on 22:53 - Jun 6 by 49thseason |
I meant a market as in a stock exchange where shares are traded daily. And just because someone is prepared to pay say £6 for a certain number of shares doesnt automatically make all the other shares worth £6 unless he wants to buy all of them at that price, something he has no need to do. |
Cheers.
I understand other shares will be valued at what a buyer will pay/ seller accept. | |
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| Share sale on 23:42 - Jun 6 with 2734 views | mikehunt |
Aside from all the financial implications, that is such an unwelcoming statement from the club. We have really got off on the wrong foot here. I'm torn between thinking that the Yanks may be well meaning and we have scared them off before they have proved what they can offer (for whatever self-serving reason our board may have) or that the board know something about them that stinks and would rather they were nowhere near the club.
This club never ceases to amaze me. Just when you think things can't get any worse they always do.(Somewhat melodramatic I know but you get the gist). |  |
| The worm of time turns not for the cuckoo of circumstance. |
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| Share sale on 07:19 - Jun 7 with 2582 views | TalkingSutty |
| Share sale on 21:44 - Jun 6 by tony_roch975 |
QUESTIONS FOR THE TRUST
To ask the Board:
How many/which other investors have you held discussions with?
Why did you turn down the Altman/Marcelli approach?
When did you become aware of the private shares transfer to Altman/Marcelli?
Are you aware of any other transfers of shares since June 2019 and if so how many and to whom?
How will the stadium be protected with any incoming investor?
What other avenues to bring in investment have you considered?
How would they be furthered during the lockdown?
What factors will influence when the AGM/EGM be reconvened — could it be held virtually?
To ask Altman/Marcelli
How many shares do you want to buy?
At what price?
What’s the cost of the proposals in your statement?
Where will the balance of funding for those proposals come from?
If it’s through loans how will those investors see a ‘return’?
Against what would any loans to the Club be secured?
Do you want to become directors of the Club?
Are you looking for a partnership or a controlling interest?
How would the tensions between a ‘Sporting Director’ and a ‘Manager’ be resolved? |
Great questions, i would just like to add one question to the list to ask both the Board and Altman, i will be interested to hear a reply from both parties. I’m one of the probable 80% of the fanbase who choose not to join the Trust, so thanks for taking my question.
Has anybody from our current Boardroom offered to sell their shares to Altman/ Marcelli and if so what was their asking price? [Post edited 7 Jun 2020 8:07]
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| Share sale on 09:19 - Jun 7 with 2465 views | electricblue |
Looking at the proposed list of question ftom different members and you really expect to get an answer on how much they paid or where offered for the shares......
Dont be to surprised if you where told to eff off....... |  |
| My all time favourite Dale player Mr Lyndon Symmonds |
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| Share sale on 09:29 - Jun 7 with 2438 views | 442Dale |
| Share sale on 09:19 - Jun 7 by electricblue |
Looking at the proposed list of question ftom different members and you really expect to get an answer on how much they paid or where offered for the shares......
Dont be to surprised if you where told to eff off....... |
People are entitled to ask questions, as per the Trust’s own commitment to members/supporters and as per the MOU they agreed with the club. Admittedly there will be cases where those answering may choose not to answer. For those, it’s understandable that a “no comment” will be the response, which can be reported as such. However, all sides have made it clear they are doing their best for the club and its supporters, to illustrate that, maximum transparency should be expected wherever possible so that we all know where we stand. Uncertainty and speculation is worse than having clarity and information.
Those asking questions will probably be aware if they’re maybe expecting a bit too much info in certain circumstances, but they’re entitled to ask. It’s good we have this process in place, the worry would be is if we didn’t, because then the speculation and uncertainty would increase. | |
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| Share sale on 10:15 - Jun 7 with 2358 views | 1907 |
Do the trust have any plans to catch up with Bottomley this coming week to put some meat on the bones regarding the club statement? From what I’ve read on here he’s always been very open & receptive to the Trust requesting a meeting.
I find it staggering that people think shares in the club are valued at £6? There are major high street banks that you could invest, make profit & sell, trading nowhere near £6 at present. Love to know where that valuation has come from. I’ve always thought but shares in a football club was practically a donation & you’d be lucky to get your initial outlay back at some point in future. | | | |
| Share sale on 10:28 - Jun 7 with 2334 views | 1997Dale |
The Trust Newsletter email was sent this morning saying they had been in contact with the club and had a lengthy discussion with them but the only thing released to fans was the statement from the club on the website.
They do go on to say they have spoken to other unnamed indivduals with 'significant shareholdings' and none of them have been approached with offers for their shares.
On the membership front discussed earlier, they say they will be looking at memberships for next season when this season is officially concluded. One benefit for any new members is that they will be offering this at a rate of £5 which will hopefully see more club together and join the Trust | | | |
| Share sale on 10:57 - Jun 7 with 2263 views | D_Alien |
| Share sale on 10:28 - Jun 7 by 1997Dale |
The Trust Newsletter email was sent this morning saying they had been in contact with the club and had a lengthy discussion with them but the only thing released to fans was the statement from the club on the website.
They do go on to say they have spoken to other unnamed indivduals with 'significant shareholdings' and none of them have been approached with offers for their shares.
On the membership front discussed earlier, they say they will be looking at memberships for next season when this season is officially concluded. One benefit for any new members is that they will be offering this at a rate of £5 which will hopefully see more club together and join the Trust |
In terms of membership pricing, making it attractive is always a good option, but there's also the issue of potentially being in a position to acquire further shares at some point in the future
Would this be approached via existing funds held by the Trust?
Would those funds be sufficient? How would this be ascertained?
Are the Trust in a position to move swiftly in this regard, if required?
If funds are currently depleted, how might they be replenished in order to be able to act swiftly, unless through ordinary membership fees? | |
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| Share sale on 11:00 - Jun 7 with 2249 views | 442Dale |
| Share sale on 10:57 - Jun 7 by D_Alien |
In terms of membership pricing, making it attractive is always a good option, but there's also the issue of potentially being in a position to acquire further shares at some point in the future
Would this be approached via existing funds held by the Trust?
Would those funds be sufficient? How would this be ascertained?
Are the Trust in a position to move swiftly in this regard, if required?
If funds are currently depleted, how might they be replenished in order to be able to act swiftly, unless through ordinary membership fees? |
You may be just musing of course, but would you like those questions put forward later?! | |
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| Share sale on 11:03 - Jun 7 with 2241 views | D_Alien |
| Share sale on 11:00 - Jun 7 by 442Dale |
You may be just musing of course, but would you like those questions put forward later?! |
They're questions to the Trust, rather than questions for the Trust to forward on behalf of the fanbase to other parties, but yes, thanks | |
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| Share sale on 11:13 - Jun 7 with 2219 views | 442Dale |
| Share sale on 11:03 - Jun 7 by D_Alien |
They're questions to the Trust, rather than questions for the Trust to forward on behalf of the fanbase to other parties, but yes, thanks |
No problem. Think there are a few questions so far that are for the Trust, something that’s just as important in establishing a consistency in representation. | |
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| Share sale on 13:17 - Jun 7 with 2050 views | 100notout |
Only scan read these 14 pages so apologies if I have missed it but reading the Trusts interview with Altman - he talks about "an opportunity to create value for our investors". So I take it they are not investing personally, indeed they may not have put any of their own money in at all - the investment fund that they manage appears to be the owner of the shares with unknown "investors" chucking in money. The Annual Statement at Companies House which will be available in a few weeks will provide a lot of clarity.
Also from what I can gather from all the jigsaw pieces, I don't think as has been said on here that the directors have deliberately misled the fans - at the fans forum and notice of the EGM they were clear that investment was needed, that they were in discussions with a number of investors and that (rightly so) they were very limited as to how much they could say by virtue of NDA's so I think a lot of the criticism is unfair
misquote edit [Post edited 7 Jun 2020 14:27]
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| Share sale on 13:39 - Jun 7 with 1999 views | suttonlegendhillgod |
https://www.cityam.com/footballs-data-liberator-how-smarterscout-founder-dan-alt
Not read all this thread so I don’t know what has been put on here,but this article seems to sum up what the scenario is going to be. Altman tried his experiment at Swansea but wasn’t listened too. So,as he says,you need to own the club. Hence he has scoured the leagues for his pet project and guess who he has chosen. He certainly hasn’t bought shares in Rochdale to make millions. We will be his guinea pig,for better or for worse! | | | |
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