ALK Capital or Farnell/Elkashashy takeover

[gandhisflipflop]

Is this the week

[NewClaret]

Is this the week

Nah, nothing ever happens that quickly around here!

[arise_sir_charge]

Small shareholdings in private companies are generally fairly worthless unless there is some kind of exit strategy such as floatation. I would suspect that the majority of BFC's small shareholders have their shares for sentimental reasons.

I think this is where the issue lies for me. Sentimental or not, the bulk of the smaller shareholdings will have been purchased when the club needed that money most and a lot will have been left to family members in their estates and so on so each shareholding however small is important in its own right.

I do think it would be shoddy for the major shareholders to agree a deal that takes no account of this. There are conflicting opinions about whether or not the smaller shareholders will be catered for and I suppose we will know in time but those major shareholders do have the right to ensure they are catered for in some way as part of any sale.

[randomclaret2]

How should the smaller shareholders be " catered for " ?

[arise_sir_charge]

How should the smaller shareholders be " catered for " ?

By getting the same deal as the bigger shareholders.

[Paul Waine]

By getting the same deal as the bigger shareholders.

I'm certain that all the small shareholders will get the same price for their shares as Mike Garlick and all the larger shareholders - if ALK get the go ahead for the deal.

I can understand the expression of sentimental reasons for wanting to keep their shares, and framing your old share certificate and hanging on the wall will be a great memory of a very successful investment. The club you put your money into when it was needed has been successful through your investment and is now worth £200 million. Each of your shares is worth (approx) £1,500.

Maybe, much like the Foundation membership, there can be a "pre-ALK Burnley shareholder foundation" that can recognise the contributions made by the small shareholders.

Exciting times.

UTC

[randomclaret2]

By getting the same deal as the bigger shareholders.

Who says that wont happen ?

[arise_sir_charge]

Who says that wont happen ?

Nobody.

If you read what I am saying, I am saying that there appears to be conflicting views but it is my opinion that smaller shareholders should be looked after and it would be shoddy if not.

Time will tell.

[Goddy]

I'd be gobsmacked if a deal goes through which doesn't involve an offer being made to all shareholders in line with the deal offered (and agreed, at that time) to those negotiating the deal for their larger shareholdings.

Even if it was the case that ALK (or whoever) gain a majority shareholding, I can't see any advantage in not buying all the shares (assuming they have the funds to do that). There must be a lot of hassle in, for example, maintaining share registers for all us miniscule shareholders; potential hassle of having to, in some shape or form, report back to all shareholders; having to distribute any gains - and don't be fooled, whoever buys will almost certainly have an exit strategy worked out which is unlikely to mean planning for a loss, even if it's for 5, 10, 20 years+ down the line - with other shareholders etc.

That being said, I've never been involved in buying out a private company (although have been through 2 buyouts/takeovers in PLCs I worked for), so probably I shouldn't set myself up for such a fall - ha ha

[randomclaret2]

Nobody.

If you read what I am saying, I am saying that there appears to be conflicting views but it is my opinion that smaller shareholders should be looked after and it would be shoddy if not.

Time will tell.

My post came across a bit sharp ASC, which I didnt intend.I do actually fully agree with you that all shareholders should be treated equally and fairly, regardless.

[dibraidio]

There are over 1700 shareholders. There are around 1300 who have just one share. There are only about 25 share holders who have more than a hundred. One of those is the Clarets Trust. I wonder how that will be handled if ALK offer to buy their 171 shares, what will they do with the quarter of a million plus that they receive?

[Goddy]

There are over 1700 shareholders. There are around 1300 who have just one share. There are only about 25 share holders who have more than a hundred. One of those is the Clarets Trust. I wonder how that will be handled if ALK offer to buy their 171 shares, what will they do with the quarter of a million plus that they receive?

If ALK or whoever buys out the business had anything about them, they'd actually allow those Clarets Trust shares to be transferred into shares in the new business and allow someone from Clarets Trust to be involved in some shape or form. Don't hold out much hope of that, though, dibradio. It's a great question, though...…...

[Paul Waine]

If ALK or whoever buys out the business had anything about them, they'd actually allow those Clarets Trust shares to be transferred into shares in the new business and allow someone from Clarets Trust to be involved in some shape or form. Don't hold out much hope of that, though, dibradio. It's a great question, though...…...

It will be up to the members of Claret Trust to decide. They could sell, along with all other small shareholders or they could decline to sell - if that is within the rules. If they choose to remain as shareholders, with their shares having rights equal to ALK's shares, they will need to be prepared to put more money into the club or to be diluted every time ALK puts more money in and Clarets Trust doesn't.

I wonder what Claret Trust rules say about distributing the windfall they will have from the sale of their shares.

Good luck to them, and all small shareholders.

If there is to be an opportunity for fans involvement in BFC going forward I'd image it will require more formality than just bringing in the Clarets Trust as shareholders.

Exciting times.

UTC

[Tribesmen]

Getting closer

[FactualFrank]

Getting closer

Please don't say that. It'll be January.

[scouseclaret]

I've said a few times before, it all depends what is written in the articles of BFC Co. If they have a 'drag and tag' clause inserted (which is likely), then ALK only need to agree the deal with 50.1% of the shareholders (e.g. Garlick plus a.n. other), and this would trigger the clause that means:
a) ALK can buy out ALL shares at that price (The Drag).
b) ALL shareholders are entitled to sell at that price even if ALK don't want to buy them (The Tag).

I am almost certain that ALK will buy 100% of shares. It just doesn't make sense for them to only buy some and not all.

Drag and tag rules are a standard part of private equity buyouts, and govern how shareholders will be treated when the PE looks to exit the company. I think its unlikely that there will be any such provisions written into the Articles of the current company.

In fact, the more I look into this, the more I think its unlikely minorities will be included. Everton is probably the closest recent example. Farhad Moshiri now owns 77% of the club, but as far as I know, there hasn't been any offer to buy the rest of the shares:

https://www.liverpoolecho.co.uk/sport/f ... n-16396493

I can't see any reason why ALK would look to buy out everybody, as most of those small holders don't have any voting rights (by virtue of being too small). They might want to buy the Trust out, but I would hope they would want to have some supporter representation on the Board. Regardless, the Trust should refuse to sell as that is what they're there for.

Also interesting that, when Moshiri initially invested, it valued Everton at £175m. Even allowing for football hyperinflation, I can't believe we can possibly be worth more than that.

[ClaretTony]

Drag and tag rules are a standard part of private equity buyouts, and govern how shareholders will be treated when the PE looks to exit the company. I think its unlikely that there will be any such provisions written into the Articles of the current company.

In fact, the more I look into this, the more I think its unlikely minorities will be included. Everton is probably the closest recent example. Farhad Moshiri now owns 77% of the club, but as far as I know, there hasn't been any offer to buy the rest of the shares:

https://www.liverpoolecho.co.uk/sport/f ... n-16396493

I can't see any reason why ALK would look to buy out everybody, as most of those small holders don't have any voting rights (by virtue of being too small). They might want to buy the Trust out, but I would hope they would want to have some supporter representation on the Board. Regardless, the Trust should refuse to sell as that is what they're there for.

Also interesting that, when Moshiri initially invested, it valued Everton at £175m. Even allowing for football hyperinflation, I can't believe we can possibly be worth more than that.

It seems some are obsessed in believing that it will be a total buyout and if not that small shareholders will be given an opportunity to sell. I've never been of that opinion and it would not surprise me at all to see something close to the Everton situation where ALK buy a controlling interest but by no means a full buyout.

[claptrappers_union]

Spoke to a reliable source today - nothing much more than what we already know though

Deal is very very close, just a few last niggles to iron out. The report a few weeks ago that it should’ve been finalised was unrealistic but it should be done very soon.

Dyche was being a bit disingenuous in regards to his knowledge of the takeover, talks have been going on for the best part of the year and Dyche is part of the plans.

Alan Pace is impressive and knows his stuff

That’s it really

[ClaretTony]

Spoke to a reliable source today - nothing much more than what we already know though

Deal is very very close, just a few last niggles to iron out. The report a few weeks ago that it should’ve been finalised was unrealistic but it should be done very soon.

Dyche was being a bit disingenuous in regards to his knowledge of the takeover, talks have been going on for the best part of the year and Dyche is part of the plans.

Alan Pace is impressive and knows his stuff

That’s it really

So, basically you know what's going on, you suggest it was unrealistic for it to have been completed a couple of weeks ago and that Dyche isn't telling the truth and you know all about Alan Pace and therefore obviously his plans.

[CaptainKirk]

Just to catch up.
I think I remember a couple of weeks ago some "ITK" people were saying the deal was about to be announced and CT was saying it definately wasn't about to be announced - can we now assume CT was correct?

[ClaretTony]

Just to catch up.
I think I remember a couple of weeks ago some "ITK" people were saying the deal was about to be announced and CT was saying it definately wasn't about to be announced - can we now assume CT was correct?

No, but you can say I was posting what I believed to be the case at the time because there was a problem that was at least causing a delay. I do believe it to be very close now though. How very is very? I'm not sure.

[Duffer_]

Just to catch up.
I think I remember a couple of weeks ago some "ITK" people were saying the deal was about to be announced and CT was saying it definately wasn't about to be announced - can we now assume CT was correct?

I think we can assume those claiming it had been signed were incorrect.

[FactualFrank]

Some serious egos going on here. For what it's worth, I don't believe any of you.

[Pearcey]

Having posted on this and the previous board for 16 years I know who I believe. Fingers crossed for a positive future. UTC.

[Somethingfishy]

Some serious egos going on here. For what it's worth, I don't believe any of you.

Trust no-one. The truth is out there.

[Wokingclaret]

Having posted on this and the previous board for 16 years I know who I believe. Fingers crossed for a positive future. UTC.

Hang on, its not been running for 16 years

[bpgburn]

Hang on, its not been running for 16 years

I think the previous board he is relating to is Clarets Mad, I Also joined that 2004 I think, or was it 2002? Dunno now!

[claptrappers_union]

So, basically you know what's going on, you suggest it was unrealistic for it to have been completed a couple of weeks ago and that Dyche isn't telling the truth and you know all about Alan Pace and therefore obviously his plans.

Just relaying what I was told, nothing more

[icu81b4]

Sky just stating that SD has told them he is out of the loop on this takeover.

[aggi]

I see the latest shareholdings have come up on companies house. Pretty much the same as last year except Brendan Flood has sold/transferred 700 shares. No indication of consolidation prior to takeover or similar.

[Nonayforever]

I see the latest shareholdings have come up on companies house. Pretty much the same as last year except Brendan Flood has sold/transferred 700 shares. No indication of consolidation prior to takeover or similar.

Has any new shareholder emerged with the 700 shares ?

[aggi]

Has any new shareholder emerged with the 700 shares ?

These https://find-and-update.company-informa ... y/10461848 Don't look like they'd be linked to any of the takeover speculation.

[Nonayforever]

These https://find-and-update.company-informa ... y/10461848 Don't look like they'd be linked to any of the takeover speculation.

Cheers for that aggi.

For me, that reinforces what what i have been thinking.

[randomclaret2]

One or two references to the takeover in the MailOnline match report tonight...

[Steve-Harpers-perm]

Sky just stating that SD has told them he is out of the loop on this takeover.

Does anyone actually believe this!?

[addisclaret]

Links to a scaffolding company it seems.

That'll be to get a discount on the work for the upper tier of the Bob Lord.

[NewClaret]

Does anyone actually believe this!?

I didn’t, until his more recent reiteration. I thinks it’s much more likely that he’s been quite involved, especially given the Kettering company, and he’s just using that to deflect the media attention. It seems a bit odd to keep being quite so scathing about his lack of involvement if he is indeed involved/aware though.

[Hedontplayforyou]

Signed sealed , delivered yet?

[bfcjg]

Signed sealed , delivered yet?

"I'm yours " sang Garlick.

[claretonthecoast1882]

Signed sealed , delivered yet?

Signed weeks ago, they are just keeping the announcement to themselves (or so the myth goes anyway)

[FactualFrank]

Expecting it after we've signed 1-2 players, so nearer the end of January.

[BurnleyBob]

ALK Capital may only buy enough shares to have control of the club rather than 100% of shares to have full ownership. Whatever happens the club
will presumably remain a private limited company. If small shareholders are just ignored and keep their holding shouldn't there be an EGM? I have been perplexed that AGM's seem to have disappeared in recent years though perhaps they don't have to hold them in a forum where all shareholders are invited.

[NewClaret]

Expecting it after we've signed 1-2 players, so nearer the end of January.

If that were the strategy, it’d be very wise. Assuming ALK have some money to invest, we don’t want our pants pulled down in one window and it frittered away.

Makes last weeks clear media briefing a strange decision if that is the plan though.

[arise_sir_charge]

I think people over estimate this kind of thing.

A takeover won't mean we immediately get hammered in the market. We will still, I imagine, only pay what we think a player is worth.

The media are aware there is an impending takeover, clubs will be aware, it won't make any odds when it is announced in respect of what we pay for players.

Also, to be honest, based on recent history, people would smell a rat if we started making offers for players early in January rather than waiting to see what Jurassic Park reserves had left at 10.30pm on 31st January!

[FactualFrank]

If that were the strategy, it’d be very wise. Assuming ALK have some money to invest, we don’t want our pants pulled down in one window and it frittered away.

Makes last weeks clear media briefing a strange decision if that is the plan though.

Yeah that's my thinking. We get a new takeover and go in for a player, "You're loaded, we've just upped our price".

[NewClaret]

Yeah that's my thinking. We get a new takeover and go in for a player, "You're loaded, we've just upped our price".

I think people over estimate this kind of thing.

A takeover won't mean we immediately get hammered in the market. We will still, I imagine, only pay what we think a player is worth.

The media are aware there is an impending takeover, clubs will be aware, it won't make any odds when it is announced in respect of what we pay for players.

Also, to be honest, based on recent history, people would smell a rat if we started making offers for players early in January rather than waiting to see what Jurassic Park reserves had left at 10.30pm on 31st January!

On the one hand, you’d hope that any players we wanted to sign in January were also targets in Summer, but we were unable to bid at that point. Or bid the asking price. And you’d hope we have been in contact since to continue negotiations, rather than making the call on Jan 1st (or 31st more likely ). If that’s true, then I can ASC’s point - would be bad form of a club to completely change a players asking price mid-negotiation, but you could imagine them pushing to tweak the deal in their favour if they knew we’d come in to cash - more up front, etc.

On the other, if it’s a new deal, a target we’ve identified since summer I could certainly see a club quoting much higher if they knew we had just come in to money.

Either way, seems it will be MG doing the negotiating in January and I can’t see him being held to ransom whether it’s his or anyone else’s money - so I can’t see us making any signings in early January, tbh.

[MACCA]

Signed sealed , delivered yet?

Yes it was all signed a few weeks back, we are waiting until January to announce it with the double signing of McNeil and Tarkowski back from Leicester.

Exciting times

[fidelcastro]

Yes it was all signed a few weeks back, we are waiting until January to announce it with the double signing of McNeil and Tarkowski back from Leicester.

Exciting times

Yes. Phil Jones will also be sent back on loan to Man United.

[ClaretTony]

ALK Capital may only buy enough shares to have control of the club rather than 100% of shares to have full ownership. Whatever happens the club
will presumably remain a private limited company. If small shareholders are just ignored and keep their holding shouldn't there be an EGM? I have been perplexed that AGM's seem to have disappeared in recent years though perhaps they don't have to hold them in a forum where all shareholders are invited.

AGMs haven't actually disappeared. The company we were shareholders of when we had them was Burnley Football & Athletic Co. Ltd. That company is now wholly owned by a holding company of which we are shareholders and that company isn't required to hold an AGM. The last one we had was November 2012, just after Dyche had become manager.

[Swizzlestick]

Elkashashy/Farnell bid withdrawn per Boden