Club Sale | It’s done!

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Woziak

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Thanks for keeping a civil tone despite us ‘butting heads’ a bit, appreciated!

The assets of the club belong to MUFC plc, and unless the club is dissolved, no shareholder have any claim on it or right connected to those assets whatsoever.

I am not sure if this helps, but some basic starting points of company law:

MUFC is a public limited company that exist to make profits for its shareholders. All shareholders are as a rule equal, variation of voting power may exist but very little else in terms of differences.

Glazers are exactly like every other shareholder, but their shares has 10 votes, the other shares has 1 vote.

A shareholder only does two things, they vote at General Meetings and collect dividend. It generally criminal for a shareholder of a PLC to obtain any value whatsoever from the PLC if it is not in the form of dividend. There are of course exceptions when a shareholder also has another relationship with the company, like an employee, a director of the board, a customer, supplier or whatever.

At a General Meeting, a Board of Directors is elected, by a majority vote (or to be precise, relative majority is required, if there are three proposals it doesn’t take 51% (a majority), the ones who get the most vote win).

A shareholder can also be a director of the board. In this capacity, the director/share holder however has a fiduciary duty to inter alia act in the best way for all shareholders. Avram Glazer cannot vote at a board meeting for the club to take an action that is beneficial to him, but not other shareholders.

A company has as a rule nothing whatsoever to do with a shareholder selling or otherwise disposing his/her shares.

So the Glazers can privately sell their shares to whomever they want — without it concerning the MUFC plc.

But what about a merger you will say? A concept that exist is a so called Statutory Merger. In practice, it is the law maker who have thought “sometimes it’s good when two company join forces and become one, we should create a chapter in the Companies Act that help mergers to take place by streamlined simplified procedures”. You can in practice merge two companies without using these provisions, but if anyone want to use them, it can be done and they simplify things.

For a Statutory Merger to take place, it requires (a) that the BoDs of both companies enter into a Merger Agreement and (b) that the shareholders of both companies approve the merger. So then you might say, wait, a merger is clearly best for — all — shareholders, how can the BoD turn down a merger proposal? It is best for all shareholders, but if a majority owner (the Glazers) tell the board that sorry, in step (b) we won’t vote in favor of your merger — it’s not best for the company if the BoD to approve the merger, just leads to an unnecessary general meeting since it won’t get shareholder approval. And a shareholder can vote at a general meeting in (almost) any way if wants, it’s only a director of the board that — when acting on the board — has a fiduciary duty.
I completely agree with the process and procedure and by the way, a board meeting was held last week, but the real and only reason the club has not been sold yet is that no party has met the Glazer’s valuation and this is because all the Glazer Siblings, especially Avram and Joel want an additional payment for future commercial and Merchandising revenue.

They are basically saying to both bidders if you want control of our club then compensate us accordingly, The Forbes Valuation only strengthened their resolve.

Many people thought that they would only receive $32-34 per share to sell but that’s not all they want to cede control. The Glazers want more than just a price per share to relinquish control, they want a premium payment added to compensate them then from future Commercial and merchandising revenue, they also tried to say within the requests that the squad should also be considered even though it’s a short term asset and has nothing to do with their shares since the players are employed by Manchester United PLC and the club still owes huge sums in amortised payments.

Now this could all be a convenient way for the Qatar bid to be leaking information as they finally admit defeat but it makes total sense, here we are June 6th and neither you nor I can tell who will own the club and more importantly listening to KIeran Maguire yesterday nor can the Raine Group or the Glazers!

The structure and semantics of the legal procedure are as you indeed say but even yesterday I heard again from KIeran Maguire that the rumour from the Ineos Camp is to move the club from NYSE to London, once again something that I previously predicted and something the Glazers will not want !


I fear this could go on for a long time my friend and please continue with your sensible assessments, I value your logical tone, too often on this forum fans attack each other when all we want is the same thing.
The Glazers Gone !
 

LawCharltonBest

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Listening to the Talk of the Devils podcast, I got an overwhelming feeling that they expect it to be INEOS who win.

Obviously people will believe the sources that they believe, and that's fine.
 

jm99

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Fair point, but there has been plenty of reports of how the “final improve bid” from Jassim values the club “nearer to 5 billion pounds”. That means the Glazers get 2.9bn (69 percent of 5bn minus debt). In the very unlikely event numbers discussed are not on an Enterprise Value basis, it’s 69% times 5bn =3.45bn.

https://www.reuters.com/sports/socc...nal-offer-manchester-united-times-2023-05-16/

Could Jassim have tabled an offer of 8bn say 30 minutes ago? Of course.

We also know that Ineos, according to sources that very much appear to be the Raine Group, has the highest offer (the FT article). Ineos offer is supposed to value the club at 6bn according to a wide variety of sources — which means that the Glazers get 2.6bn right now and then about 1.14bn when he buys their remaining shares in “future years”.

I see no reason to doubt these reports.
A wide variety of sources also said Jim was going to be announced as the preferred bidder by the end of the week, about a month ago. A wide variety of sources told us it would likely be done before the summer etc.

Sources have been consistently wrong on this, so I wouldn't trust them to know the exact figures of any offers
 

VP89

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Listening to the Talk of the Devils podcast, I got an overwhelming feeling that they expect it to be INEOS who win.

Obviously people will believe the sources that they believe, and that's fine.
I dont think any of them have a line to the Qatar side so by default they will rely on where they get information from and have a skewed opinion.
 

Woziak

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Kieran Maguire thinks it’s 60/40 in favour of INEOS and done by the end of the month.
I heard his interview yesterday and I think right now as things stand that’s the case, the only way SJ wins is a new £6bn bid, the 100% is much cleaner than a put and call offer from SJR and much quicker to complete.
 

MegadrivePerson

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whats your timeline based on?
Compare it to the takeover of Chelsea and Newcastle.

I was fully expecting an announcement this week. Like a lot of people I thought that it had been agreed but they were waiting until the season finished in case of fan protests.

If it's not announced shortly then that suggests nothing has been agreed so it's still months away from being completed.
 

Infra-red

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Listening to the Talk of the Devils podcast, I got an overwhelming feeling that they expect it to be INEOS who win.

Obviously people will believe the sources that they believe, and that's fine.
Ineos clearly believe that they are going to win/have won. How much stock you put in that is up to you, but they are very confident.
 

Infra-red

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Compare it to the takeover of Chelsea and Newcastle.

I was fully expecting an announcement this week. Like a lot of people I thought that it had been agreed but they were waiting until the season finished in case of fan protests.

If it's not announced shortly then that suggests nothing has been agreed so it's still months away from being completed.
It is only Tuesday morning... an announcement this week is still very much a possibility!
 

Eddy_JukeZ

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Listening to the Talk of the Devils podcast, I got an overwhelming feeling that they expect it to be INEOS who win.

Obviously people will believe the sources that they believe, and that's fine.
I'm inclined to think Ineos will win too, because it lets the Glazers stay and pocket some money.
 

Neil67

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Got all excited when I logged on and saw all those pages to read, see you all tomorrow. Ground hog day again! :lol:
 

cyberman

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Kieran Maguire thinks it’s 60/40 in favour of INEOS and done by the end of the month.
He, like the rest of us, have no idea about the bids, details of the bids or numbers involved.
We are all in the same boat. We know feck all
 

MegadrivePerson

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Kieran Maguire thinks it’s 60/40 in favour of INEOS and done by the end of the month.
If he thinks it's only 60/40 then that hints that there's still a long way to go. Announced by the end of the month, possibly? Completed by the end of the month, very unlikely unless a breakthrough is made in the next few days.
 

pocco

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What does that prove? That the man in photos is probably real, as there are other photos. Info on such an important figure within Qatar is very scarce.

There was an article recently saying that Qatar wouldn't provide info to journalists about him, even including his date of birth. Which is strange because the info is online in one article I've seen, but why be so secretive?
 

LawCharltonBest

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Ineos clearly believe that they are going to win/have won. How much stock you put in that is up to you, but they are very confident.
Seems to be the case

I find the whole thing very hard to read. If things were as advanced with Ineos as some seem to suggest, the Qatar side would know and you'd imagine start some damage control.. but they're very quiet and have been for weeks. They might look a bit silly too having done the final "11th hour bid" which still didn't work. Like going to the airport to stop a girl getting on the plane but they get on it anyway.

I still think there will be a twist or two yet
 

Telsim

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It sure looks like it's going to be INEOS, though. It would seem they have simply offered more money in the end and have a more solid offer all around. It's just me but I think the Qatari didn't take the process seriously enough and just expected they would win by making grand promises to the fans. But the Glazers don't give a feck about this or the fans. They just look at the money Jassim is preparing for investment and think to themselves why that money doesn't end in their pockets instead?
 

Tiber

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Ineos won it when they offered to get into bed with the Glazers. Has been trending that way for a long time

We aren't getting rid of the Gazers or their debt. What an exciting new era
 

Rood

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I see no reason to doubt these reports.
That's the vital problem with your analysis

Although your theories are interesting, ultimately it's all based on media speculation which has proven to be mostly bollocks for the majority of this takeover process already

Some of the 'reports' are likely to be true but it will be mixed in with smoke and mirrors from all sides feeding stories into the media for their own personal benefit
 

Pexbo

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Ineos won it when they offered to get into bed with the Glazers. Has been trending that way for a long time

We aren't getting rid of the Gazers or their debt. What an exciting new era
If that was the case why isn’t it announced?
 

croadyman

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3:35 on Jassim: "They still can't seem to work out his background. He seems to have come from nowhere...."
This is the part why I can't see Jassim winning,doesn't seem to me like they even think he's genuine so looks game over unfortunately
 

Brownie85

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Ineos won it when they offered to get into bed with the Glazers. Has been trending that way for a long time

We aren't getting rid of the Gazers or their debt. What an exciting new era
If that really was the case, this would have been done and dusted when that was first announced. Don't forget there are 6 Glazers here, not just Joel and Avram. The other 4 might want a full sale and their money right away, whereas the other 2 want to hold on just incase they can get more later down the line.

There has to be a compromise between all 6 Glazers i'd imagine. And with INEOS wanting to keep all 6 on board as has been reported, it's very likely that the 4 who want out are resisting that as much as possible. Plus as has been said, there is very very little links to the Qatar side, so we have no real idea whats going on there. I imagine the links to INEOS are quite a bit easier to establish, and of course any source for them are going to paint things in a very positive light whilst not breaking the NDA
 

croadyman

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If that really was the case, this would have been done and dusted when that was first announced. Don't forget there are 6 Glazers here, not just Joel and Avram. The other 4 might want a full sale and their money right away, whereas the other 2 want to hold on just incase they can get more later down the line.

There has to be a compromise between all 6 Glazers i'd imagine. And with INEOS wanting to keep all 6 on board as has been reported, it's very likely that the 4 who want out are resisting that as much as possible. Plus as has been said, there is very very little links to the Qatar side, so we have no real idea whats going on there. I imagine the links to INEOS are quite a bit easier to establish, and of course any source for them are going to paint things in a very positive light whilst not breaking the NDA
Him keeping all 6 has definitely lost me already
 

Brownie85

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Him keeping all 6 has definitely lost me already
I think him wanting to keep all 6 is probably going agaisnt what the Glazers want too. The 2 main leeches will likely want the others gone as it could be more for them in the future if the value increases nearer the mandatory buy out, the other 4 will likely want to go straight away as they want the money upfront as it's guaranteed.

Offering the Glazers to stay with a mandatory buyout in the future is just asking for trouble and not something i can see the 4 wanting out now agreeing too
 

Brownie85

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Not what you want to hear?! :smirk:
Not sure it's a case of that, i think it's a case of journos have more of a link to INEOS and of course, without breaking NDA, INEOS will be painting the situation in a very positive light for themselves
 

croadyman

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Not what you want to hear?! :smirk:
Yeah well done you got what you wanted,perhaps now you will finally see why many people didn't want Ratcliffe to win. Don't say we didn't try to warn you how bad his ownership is gonna be.

They might as well announce now and we can accept that we still have failed to get rid of these leeches. The 18 year agony continues for this club unfortunately
 

KiD MoYeS

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Part of me would respect the Glazers if they waited until City's treble to announce the sale - completely overshadow their tainted victory.
 

Telsim

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Not sure it's a case of that, i think it's a case of journos have more of a link to INEOS and of course, without breaking NDA, INEOS will be painting the situation in a very positive light for themselves
But there are also journos connected to Qatar. Keegan, for one. He was very active for a while, but has completely gone silent now.
 

Giggsyking

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What does that prove? That the man in photos is probably real, as there are other photos. Info on such an important figure within Qatar is very scarce.

There was an article recently saying that Qatar wouldn't provide info to journalists about him, even including his date of birth. Which is strange because the info is online in one article I've seen, but why be so secretive?
He is not considered part of the Royal family, specially after his dad was removed from the state 10 years ago.
 

Amarsdd

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If that really was the case, this would have been done and dusted when that was first announced. Don't forget there are 6 Glazers here, not just Joel and Avram. The other 4 might want a full sale and their money right away, whereas the other 2 want to hold on just incase they can get more later down the line.

There has to be a compromise between all 6 Glazers i'd imagine. And with INEOS wanting to keep all 6 on board as has been reported, it's very likely that the 4 who want out are resisting that as much as possible. Plus as has been said, there is very very little links to the Qatar side, so we have no real idea whats going on there. I imagine the links to INEOS are quite a bit easier to establish, and of course any source for them are going to paint things in a very positive light whilst not breaking the NDA
Not sure why you're talking as if its INEOS who's insisting (wanting) on keeping all 6. It doesn't matter what INEOS or SJ wants. I'm sure both of them wouldn't want Glazers involved in any form whatsoever given the PR nightmare it brings. But the thing is all that matters is what the Glazers want. Therein lies the problem. All of the Glazers seems to dithering between wanting to sell vs wanting to stay in a minority role; 2 of them more leaning towards staying and 4 more towards selling. Based on that, it seems INEOS are working on various structures to appease all 6.
 

Brownie85

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Not sure why you're talking as if its INEOS who's insisting (wanting) on keeping all 6. It doesn't matter what INEOS or SJ wants. I'm sure both of them wouldn't want Glazers involved in any form whatsoever given the PR nightmare it brings. But the thing is all that matters is what the Glazers want. Therein lies the problem. All of the Glazers seems to dithering between wanting to sell vs wanting to stay in a minority role; 2 of them more leaning towards staying and 4 more towards selling. Based on that, it seems INEOS are working on various structures to appease all 6.
So how does keeping all 6 on cater for and appeal to the 4 who want to sell and be done with the ownership?
Not sure how that works to be totally honest. The only ones it benefits are Joel and Avram, thats pretty much about it
 

Woziak

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If SJR invests in the club after holding 51% he will do so by issuing himself equity or by giving the club a loan(like abramovic did with chelsea). In case he issues fresh equity then the existing shareholders will have their stake in the club diluted. This is the sole reason why i am convinced that the glazers will not consent to being minority shareholders as their stake will get diluted with every equity infusion in the club. A full sale or a minority stake sale is the only thing which will make financial sense to the glazers in my opinion.
This is the trap that I said SJR would set which is why it’s not signed yet, they don’t really fancy someone else calling the shots whilst they are in the background waiting for shares to go up in value.
 
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