| Answers to Supporters questions 12:59 - Feb 29 with 5604 views | judd |
Questions arising from the Supporters meeting of 25 th February 2024
1. How much is the monthly shortfall having to be made up on a regular basis?
As has been stated on several occasions we needed to sell the available shares in the club to fulfil the business plan for this season. That amount was £850k. The fact we have not sold those shares now mean we are unable to fulfil our financial obligations for the rest of the season.
Once this issue has been overcome the budgeted deficit for the 2024/25 season is £400k
based on maintaining the current playing budget. This is effectively £70k per month (net of VAT).
2. Have all potential investors really asked for the same share purchase level of 90%?
We have talked to over 150 potential investors in the last 6 months. We are aware of the barriers to investment and the proposals addresses all of those barriers. In direct answer to the question, we are pitching the deal proposed because we know we can deliver that in the timeframe, and it will attract an investor. We have had 15 new enquiries about investment since this was proposed of which at least half have the credentials that you would want in a long-term investor. When you talk to investors about lower percentages, they all ask the same question, will the remaining shareholders contribute their percentage cash requirement to meet the ongoing costs? Our answer has been no, a 100% sale of the club is unrealistic and therefore this is the best solution we can deliver.
3. Have all the motions to be voted on at the EGM been specified by any potential buyers?
No – some want 100% control. All resolutions are required in order to achieve control of the club for an investor where all of the investment goes to the club. The problem with a lower percentage investment is that the investor will rightly say I will fund the club to my
percentage, the rest of the shareholders fund it to their percentage. That will not happen so this is the best solution to attract significant investment.
4. What is the procedure for approving a buyer?
The first stage is for the potential buyer to issue a Letter of Intent. At that stage we would ask them to publicly declare themselves and would undertake a level of due diligence and request proof of funds. We would then work on a Share Purchase Agreement that the board approved to then authorise the sale of the shares to that party.
5. Now that the Chairman has provided the Trust with details of the potential investor is it possible to speak to them first hand prior to the EGM in order to ascertain how far down the line the negotiations are and at what level they would like involvement from the Trust. If it isn’t possible to speak, maybe via a live link then why not?
This didn’t happen just now but has been done with all previous parties that reached an advanced stage of talks. As previously stated, the standard of investor we are now talking to would as part of their due diligence certainly want to speak to representatives of the Dale Trust before completing the share purchase.
6. Will the Trust be consulted which way their representative will vote?
Not sure what this is asking? Believe it is a trust question.
7. Will the Trust be afforded the right to see proposed business plans of new investors before a decision to accept an offer is made?
The decision to accept an offer is the Board’s decision. There is trust representation on that board. We would expect this to be confidential but in reality, it has to meet the terms of the resolutions. Consultation with the trust will no doubt be part of the due diligence process and that is a question for the trust to ask of the investor.
8. If the need for audit is removed, will the accounts provided still include a detailed profit & loss statement?
Accounts submitted will meet all of the legal requirements – this is a cost
saving measure as the need for audited accounts is stipulated by the articles only and not
the law. We would expect to release a P&L for Rochdale AFC shareholders but may submit fileted accounts to Companies House.
9. Regarding Special Resolution 5, what is the annual saving from not having the accounts
audited?
In the region of £10-£15k.
10. Will the EGM be a poll vote or a show of hands?
That is a decision for shareholders. If 5 shareholders request a poll it will go to a poll. We would expect for such an important vote 5 shareholders will request a poll and are working towards this scenario.
11. Who will fund the cash needed from the end of March until the successful buyer takes control, and what time period is the handover of ownership take, once a sale is contractually concluded?
Let’s be absolutely clear here – we have no way of funding the club beyond the
end of March. The requirement at the end of March is for a significant six figure sum of £160k.
It is therefore imperative that we secure investment by that date. The EGM is part of that
process.
12. How has the National League reacted to the announcement of potential liquidation of the
club?
The club have communicated the position to the National League, and they have asked
to be kept informed of any progress. We will report back to them next after the EGM. The
resolution complies with the 23/24 business plan submitted to the National League.
13. Assuming the motions are passed at the EGM how long will it be before all the relevant tests are complete on a major investor?
We are running the investment process concurrently with
the EGM and if an investor is secured do all we can to complete the necessary checks before the end of March.
14. What will happen at the end of March if these tests are not complete?
Investment needs to be secured by the end of March.
15. In these circumstances is there any possibility of a points deduction?
The plan is to secure investment by the end of March and is reliant on the EGM resolution being passed. A points deduction will be the least of our worries if this isn’t achieved.
16. What can supporters do in order for us to avoid liquidation?
While all fundraising efforts are gratefully received, the sums of money required to secure the long-term future of the club cannot be secured via supporter fundraising, it requires an investor to put the capital injection into the club. What Supporters/Shareholders can do to directly save the club is vote in favour of the resolution to create the conditions to attract investment and support the club and team in numbers as vociferously and passionately as possible as investors will be watching and need to understand what a superb community football club that we are and understand the real passion that exists for the club within the town. We are aware of, support and applaud the fan led initiatives to raise funds. These are welcome, but
unfortunately not operating on a scale that will make a fundamental difference. What could make a difference is a stadium full of fans paying full price for their tickets! 7,000 additional attendees at a home game (i.e. a full stadium) would bring in over £100k additional revenue a game. We have 6 home games left.
17. Can the Trust shares be converted into new A class shares? If not, why not?
There is a simple answer to this which is simply the club requires money and therefore these shares are available for cash purchase only. We cannot treat one shareholder any different to another shareholder so if everyone had the option to convert shares, we would not be solving the problem here. There is also a bigger issue here in that the trust for all the superb work they do are part of the problem, they cannot support the required ongoing capital investment into the club and that is why we need to move away from the current model. Engagement with the club will not change, supporters are at the heart of the club and the investor will want to find ways to work with the trust. The shareholding may change but the relationship wont.
18. What protection against the sale of the stadium/land be in place when a buyer takes over control?
This in all honesty is a theoretical risk. The ground is an Asset of Community Value,
and no political party is going to back anyone closing the club for a building project.
Nationwide, I do not think there is one example of this. We need to recognise that
development of the ground is important in attracting investment to create additional
revenue streams (look at most other clubs) and therefore having control of the ground to
ensure they can do this is important.
19. Is there a sporting covenant on the ground/surrounding land?
The ground is an Asset of Community Value.
20. Do the board have a preferred bidder identified?
Not yet, we are working hard to try and reach this point before the EGM so that we can disclose whom this is.
21. Will the purchase funds introduced to the club upon the sale of A class shares to the buyer be used to settle any current director loans?
The debt issue has been discussed with all potential investors. Although the club has debt it is “friendly debt” and all parties that have loaned the club money are happy to work with the investor to find the best possible repayment plan, this may include swapping debt for equity. The money was lent to buy time to secure investment. Directors will not however be able to sell their shares as part of any transaction under this proposed arrangement.
22. How has the board arrived at the figure of £2m being the amount they are willing to sell the club for, when the asset value is said to be between £4m & £6m?
We have come up with the figure taking account of the money that will be injected into the club, the club’s current debt and making it an attractive investment proposition to achieve investment before the end of March. The one advantage we have in this structure is that this is now not a sale by private individuals but the whole investment goes to the club – this is the key advantage we have to achieve the objective.
23. What costs estimated in pounds (£) are the club going to have liability for upon the
completion of the sale? i.e. legal, administrative, brokers etc?
If the resolution is passed this becomes a very simple transaction between the purchaser and the club with a Share Purchase Agreement to support, it. We expect there to be legal costs but a minimal amount to support the transaction.
24. Under Resolution 2.3, it appears that only class A shareholders will be able to
appoint/remove directors. Depending on the attitude of the A share holders to the Trust, it potentially doesn’t look good for Murray. If this should be the case, could the Trust ask to be represented by having a non-executive director on the Board?
The subject of the Trust on the board is a subject we are already talking about. Murray was named in the MH legal case and faced the same fiduciary risk as the rest of the board, will any future incumbents be prepared to take this on? One option The club’s view at present is that we should adopt the recommendations of Tracey Crouch’s fan led review and form a shadow board. Again, this will be open for discussion with a new majority investor with no option ruled in or out.
25. Please can we confirm that the new class A shares would only be issued in the event of a sale?
Correct – we need investment by the end of March and would plan to sell these to an
investor in that timeframe.
26. If the resolution is passed the BOD current loans will not be converted into type A before a deal has been agreed. Only when a deal has been agreed will type A be issued and not before?
Correct
27. If the Trust come up with a viable alternative to any or all of motions 1-4 inc., would the board be willing to withdraw their motions in order for the Trust to enter a period of
exclusivity in order to get a deal agreed?
We have received extensive legal advice on how to achieve the objectives to achieve a sale and are working on very tight timelines. There is no time to change these resolutions. It is unfortunately a choice of creating the conditions to achieve the sale of the club or finding the money £160k to keep the club going to the end of April. We would also note that its is the Boards belief that we are now at a level of debt that increasing this any further will make a sale extremely difficult. The last part of the question seems to indicate that the Trust have a buyer?
If this is the case then they will go through the same process as every other potential investor, and we look forward to engaging in that process.
Thanks to Simon for providing the answers as promised.
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| Answers to Supporters questions on 13:01 - Feb 29 with 5588 views | RAFCBLUE |
Thanks for posting those replies judd.
I'm sure there will be some who want to pick holes but having shared the questions on Tuesday there are answers back on Thursday and before tonight's Fan's Forum. |  |
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| Answers to Supporters questions on 13:22 - Feb 29 with 5438 views | Dalenet |
I think these reponses are very clear. It confirms what many of us suspected - the Board lose the value of the shares they purchased at the start of being on the Board and the value of shares they purchased back from MH. That is one heck of a loss to stomach. Bottomleys legacy in action. The paper losses the remaining shareholders will see are small relative to this. If they were acting in self interest, liquidating the club would be in their best interests.
As much as people are worried or angry with where we are, the cashflow issue kills us. And the townfolk are not rallying around to help beyond our core 2000. |  | | |
| Answers to Supporters questions on 14:48 - Feb 29 with 5188 views | KnavesmireBob |
Whatever anyone's point of view on these responses, once again this is first class communication and transparency Judd.
I say this purely as an eternal optimist exile with zero knowledge of the specific detail behind your recent decision - however you've given us a taste of your leadership and it seems the vast majority of us want more. Once all this has been settled one way or another in the coming weeks, if we still have a club to support I'd love to see you find a way to return to your position at the head of the Trust and figure out the procedural alignments necessary to bring the other members of the Trust board on the journey with the rest of us.
Like you say, fundamentally they're all good people, and if anyone can do it I'd back you to be able to make that happen for the long term benefit of us all at a time when we're really going to need the kind of leadership you've been providing :) | | | |
| Answers to Supporters questions on 15:31 - Feb 29 with 5027 views | DaleiLama |
Obviously it will be interesting to see if further info may be forthcoming tonight, but I think this very detailed set of answers and responses clarify many of the issues where clarification was sought.
We need £160k by the end of March or we go pop. Then it's 70k/m but that might be lumpy and not necessarily linear.
The directors aren't looking after themselves or getting rich from this - quite the contrary, despite some conflicting opinions. Which makes their bale out even more worthy of our gratitude.
There seems to be a genuine will to make a go of RAFC and support it - not wind it up. Of course, words are easy and the proof of the pudding and all that.
It does look like this will boil down to a single investor having a head start being in a field of one to meet the time deadline, but doesn't preclude another party fast-tracking something.
Can't see how opposing the resolutions, based on everything that has gone into the public sphere up to this point, can achieve any kind of traction other than to sink the club (excluding the possibility that someone has £160k lying around in their sock drawer that they forgot about ...... I don't - I checked). |  |
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| Answers to Supporters questions on 15:34 - Feb 29 with 4998 views | _Windydale |
Thorough and direct response to the questions. I'm going with the Directors, gut feeling says it's the right thing.
The guys who have more insight into club are happy and done their due diligence. Let's get it sold and move onto a new adventure. | | | |
| Answers to Supporters questions on 15:43 - Feb 29 with 4941 views | DaleiLama |
| Answers to Supporters questions on 14:48 - Feb 29 by KnavesmireBob |
Whatever anyone's point of view on these responses, once again this is first class communication and transparency Judd.
I say this purely as an eternal optimist exile with zero knowledge of the specific detail behind your recent decision - however you've given us a taste of your leadership and it seems the vast majority of us want more. Once all this has been settled one way or another in the coming weeks, if we still have a club to support I'd love to see you find a way to return to your position at the head of the Trust and figure out the procedural alignments necessary to bring the other members of the Trust board on the journey with the rest of us.
Like you say, fundamentally they're all good people, and if anyone can do it I'd back you to be able to make that happen for the long term benefit of us all at a time when we're really going to need the kind of leadership you've been providing :) |
Reading George's original statement, it was a temporary agreement until the end of the current season. He may have then stood for re-election, or he may have stepped in to fulfil a massive need until the future of the club was decided, then planned to step aside. It must also be the case that his role became untenable and it's unlikely that will change unless personnel do, which begs the question is one person bigger than the organisation represented (a la Ronaldo).
I happen to think he was the right man for the job, but that is certainly for the Trust membership to decided as a whole and there has to still be an appetite to want the role, which may have diminished.
For now, however, I would suggest the dust needs to settle and if and when we survive the season out (hopefully), it's something which might be addressed at a time when more time can be allocated to the issue - not now when minds are focussed elsewhere. No disrespect to you or George intended. | |
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| Answers to Supporters questions on 16:54 - Feb 29 with 4694 views | 442Dale |
Thank you for the update, Judd, and to the club for further detail.
A perfect example of how important it is for a supporters trust who can provide information for fans and set up a process quickly to do so. Such a shame that hasn’t always been seen as vital down the years. Especially at a time like this. [Post edited 29 Feb 16:57]
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| Answers to Supporters questions on 17:35 - Feb 29 with 4438 views | D_Alien |
| Answers to Supporters questions on 14:48 - Feb 29 by KnavesmireBob |
Whatever anyone's point of view on these responses, once again this is first class communication and transparency Judd.
I say this purely as an eternal optimist exile with zero knowledge of the specific detail behind your recent decision - however you've given us a taste of your leadership and it seems the vast majority of us want more. Once all this has been settled one way or another in the coming weeks, if we still have a club to support I'd love to see you find a way to return to your position at the head of the Trust and figure out the procedural alignments necessary to bring the other members of the Trust board on the journey with the rest of us.
Like you say, fundamentally they're all good people, and if anyone can do it I'd back you to be able to make that happen for the long term benefit of us all at a time when we're really going to need the kind of leadership you've been providing :) |
Seconded |  |
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| Answers to Supporters questions on 17:51 - Feb 29 with 4317 views | kel |
| Answers to Supporters questions on 13:01 - Feb 29 by RAFCBLUE |
Thanks for posting those replies judd.
I'm sure there will be some who want to pick holes but having shared the questions on Tuesday there are answers back on Thursday and before tonight's Fan's Forum. |
What’s wrong with people picking holes? Last time I looked this was a forum that encourages debate. |  | | |
| Answers to Supporters questions on 17:56 - Feb 29 with 4276 views | kel |
| Answers to Supporters questions on 17:35 - Feb 29 by D_Alien |
Seconded |
Thirded. As said in the club statement the potential investors are looking forward to speaking to the trust and I’d rather Judd be involved in that. I know most of the trust board personally and they are good people who love the club like the rest of us but this is definitely something I’d want him involved in even though I respect his decision fully. | | | |
| Answers to Supporters questions on 18:07 - Feb 29 with 4219 views | 442Dale |
| Answers to Supporters questions on 17:51 - Feb 29 by kel |
What’s wrong with people picking holes? Last time I looked this was a forum that encourages debate. |
And we wouldn’t have got to the stage where these questions were asked and answered without picking holes! | |
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| Answers to Supporters questions on 18:09 - Feb 29 with 4201 views | TalkingSutty |
| Answers to Supporters questions on 13:01 - Feb 29 by RAFCBLUE |
Thanks for posting those replies judd.
I'm sure there will be some who want to pick holes but having shared the questions on Tuesday there are answers back on Thursday and before tonight's Fan's Forum. |
It's not about picking holes, it's about asking serious questions and not taking everything at face value. The EGM will be the most important vote in the clubs history, we arent sheep who will just be herded around. The news today regarding the American investors seems to be positive and if they have found a good one then full credit to them but let's not forget that only a couple of months ago fans had to intervene yet again, much to the disdain of the Chairman. Is it any wonder some of us have so little faith? The club has loads of untapped potential, it's not been run right for a long time. If the Americans are the real deal then hopefully they will bring in their own expertise and ignite the fan base and engage the Town. As fans we are crying out for that and will respond accordingly. |  | | |
| Answers to Supporters questions on 19:18 - Feb 29 with 3952 views | pioneer |
Answer to Q17…..The Trust….are part of the problem.
I shed a tear reading that. Without the Trust and its members there would be no club. How dare he say that. Just shows how out of touch he is with the club and its history and culture.
May those wonderful people of the supporters club in various forms, the fighting fund, and Cloughie etc all rest in peace.
He sees this all being about money…and that is whats wrong with football. Soon we will no longer be fans and shareholders….simply customers….like the thousands who show up at Old Trafford every fortnight.
Dont ask me to buy raffle tickets or Xmas draw tickets or contribute to bucket collections once it becomes some rich blokes play thing. Dont ask me to help clear the pitch of snow in the depths of winter.
The Rochdale Football Club I know and loved over my lifetime will die next week to be replaced by a financial entity with no soul.
Up the Dale. | | | |
| Answers to Supporters questions on 19:47 - Feb 29 with 3802 views | scarrow |
| Answers to Supporters questions on 19:18 - Feb 29 by pioneer |
Answer to Q17…..The Trust….are part of the problem.
I shed a tear reading that. Without the Trust and its members there would be no club. How dare he say that. Just shows how out of touch he is with the club and its history and culture.
May those wonderful people of the supporters club in various forms, the fighting fund, and Cloughie etc all rest in peace.
He sees this all being about money…and that is whats wrong with football. Soon we will no longer be fans and shareholders….simply customers….like the thousands who show up at Old Trafford every fortnight.
Dont ask me to buy raffle tickets or Xmas draw tickets or contribute to bucket collections once it becomes some rich blokes play thing. Dont ask me to help clear the pitch of snow in the depths of winter.
The Rochdale Football Club I know and loved over my lifetime will die next week to be replaced by a financial entity with no soul.
Up the Dale. |
What would you prefer the club just to die... |  |
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| Answers to Supporters questions on 19:56 - Feb 29 with 3757 views | D_Alien |
| Answers to Supporters questions on 19:47 - Feb 29 by scarrow |
What would you prefer the club just to die... |
He didn't say that...
I think it's entirely reasonable that, whilst there's a sense of relief about survival and the potential that lies ahead, there will also be a sense of loss - of the club that's survived more than a century without outside help
It's a bit like someone who's worked all his life suddenly finding himself incapacitated and needing help to keep going; that sense of autonomy... gone
Still alive though [Post edited 29 Feb 19:58]
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| Answers to Supporters questions on 20:08 - Feb 29 with 3690 views | scarrow |
| Answers to Supporters questions on 19:56 - Feb 29 by D_Alien |
He didn't say that...
I think it's entirely reasonable that, whilst there's a sense of relief about survival and the potential that lies ahead, there will also be a sense of loss - of the club that's survived more than a century without outside help
It's a bit like someone who's worked all his life suddenly finding himself incapacitated and needing help to keep going; that sense of autonomy... gone
Still alive though [Post edited 29 Feb 19:58]
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the club has survived without outside help - ok - disagree but hey ho | |
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| Answers to Supporters questions on 21:24 - Feb 29 with 3467 views | D_Alien |
| Answers to Supporters questions on 20:08 - Feb 29 by scarrow |
the club has survived without outside help - ok - disagree but hey ho |
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| Answers to Supporters questions on 22:23 - Feb 29 with 3236 views | Rehsad |
| Answers to Supporters questions on 19:18 - Feb 29 by pioneer |
Answer to Q17…..The Trust….are part of the problem.
I shed a tear reading that. Without the Trust and its members there would be no club. How dare he say that. Just shows how out of touch he is with the club and its history and culture.
May those wonderful people of the supporters club in various forms, the fighting fund, and Cloughie etc all rest in peace.
He sees this all being about money…and that is whats wrong with football. Soon we will no longer be fans and shareholders….simply customers….like the thousands who show up at Old Trafford every fortnight.
Dont ask me to buy raffle tickets or Xmas draw tickets or contribute to bucket collections once it becomes some rich blokes play thing. Dont ask me to help clear the pitch of snow in the depths of winter.
The Rochdale Football Club I know and loved over my lifetime will die next week to be replaced by a financial entity with no soul.
Up the Dale. |
I totally get this - with one minor exception - I still hold a piece of (admittedly worthless) paper stating 87 shares that the Glasers never got their sticky mitts on...
I don't see any option to vote anything but yes next week but I do hope that there is no compulsory purchase of the remaining 10% of shares. If the Americans really do believe in the history of the club then they will maintain this shareholding as it is very , very important. I do not want my share certificate to become a worthless piece of paper, whilst it has a vote, it has a life. | | | |
| Answers to Supporters questions on 22:30 - Feb 29 with 3198 views | Sandyman |
| Answers to Supporters questions on 19:56 - Feb 29 by D_Alien |
He didn't say that...
I think it's entirely reasonable that, whilst there's a sense of relief about survival and the potential that lies ahead, there will also be a sense of loss - of the club that's survived more than a century without outside help
It's a bit like someone who's worked all his life suddenly finding himself incapacitated and needing help to keep going; that sense of autonomy... gone
Still alive though [Post edited 29 Feb 19:58]
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Very well put, D_Alien. |  | | |
| Answers to Supporters questions on 17:03 - Mar 1 with 2616 views | Dale69er |
| Answers to Supporters questions on 19:18 - Feb 29 by pioneer |
Answer to Q17…..The Trust….are part of the problem.
I shed a tear reading that. Without the Trust and its members there would be no club. How dare he say that. Just shows how out of touch he is with the club and its history and culture.
May those wonderful people of the supporters club in various forms, the fighting fund, and Cloughie etc all rest in peace.
He sees this all being about money…and that is whats wrong with football. Soon we will no longer be fans and shareholders….simply customers….like the thousands who show up at Old Trafford every fortnight.
Dont ask me to buy raffle tickets or Xmas draw tickets or contribute to bucket collections once it becomes some rich blokes play thing. Dont ask me to help clear the pitch of snow in the depths of winter.
The Rochdale Football Club I know and loved over my lifetime will die next week to be replaced by a financial entity with no soul.
Up the Dale. |
Think that's a bit harsh take on the answer especially when placed in the context of what is said further down "...Engagement with the club will not change, supporters are at the heart of the club and the investor will want to find ways to work with the trust. The shareholding may change but the relationship wont."
IMO it's badly worded. i think the "problem" is that despite the best efforts of the Trust and supporters, there is no viable way that we can remain a fan owned club. |  | | |
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