| FAO Will 21:18 - Nov 19 with 19613 views | Neath_Jack |
As your role as associate director, did you used to attend the directors box at home games? I'm not talking about your role as Trust observer now, as i believe these are two completely different roles? |  |
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| FAO Will on 15:18 - Nov 20 with 1522 views | Shaky |
| FAO Will on 15:10 - Nov 20 by Nookiejack |
So how do they get their money out.
It is looking increasingly likely we are going to become relegated - how much will the club be worth then?
Acquision of the stadium lease is likely then to destroy value - given locked into paying £300,000 a year, instead of peppercorn rent. Value of Stadium Rights will fall as well.
To get their money back they need to sell remaining valueable players and bank the parachute money. Yet any dividend distribution means 21% goes to the Trust, which would be a considerable leakage for them? |
Hmmm.
Ignoring the league position, the balance sheet is stronger than when they acquired the club, so that indicates a higher value.
The league position is not good, but has been there before.
They might elect to take a small haircut or could get their money back, with the right buyer and the paucity of available clubs.
It's all very hard to say. |  |
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| FAO Will on 16:57 - Nov 20 with 1392 views | MoscowJack |
Shaky,
I was directed to this by someone earlier but I was in the gym at the time and couldn't reply, which isn't such a bad thing sometimes!
The time did give me a chance to think though.
Apart from the changes you've mention, there does seem to be a huge amount of housecleaning done ver recently, plus...
- LD's 1% sold, presumably to the Americans.
- Bobby Hernreich in the Director's Box at Burnely
- Kaplan flying over
- Stadium lease agreed.
I've been digging a bit and I was told that Bobby Hernreich attends most games, including the Barnet away friendly. He travels from Paris, so he's making an admirable effort.
Re. Kaplan - he was with the other Americans from other PL clubs at the PL meeting last week, so that could explain the main reason for his visit.
There could be explanations for it all, but my gut feeling says that they might have a buyer lined up! |  |
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| FAO Will on 17:00 - Nov 20 with 1380 views | londonlisa2001 |
| FAO Will on 11:18 - Nov 20 by Shaky |
Who knows, but it appear to be factually incorrect:
>>>Shareholders owning 10% or more of the issued share capital in the ultimate holding company are:
Stephen Kaplan & Jason Levien - 68%
Swansea City Supporters Society Ltd - 21.1%<<<
. . . unless the Delaware LLC has been disolved, i suppose. |
No, it's not. Nor has the Delaware company been dissolved.
It's the way that ownership has to be disclosed these days. You have to look through the corporate veil to the beneficial owners behind it (for those whose beneficial ownership give them 10% plus of the company in question). You also have to state how much of the company they effectively control.
So Levien and Kaplan must be the only two whose shareholding in the Delaware company gives them beneficial ownership in excess of 10% of Swansea Football 2002 Ltd, and must also have an agreement with the other shareholders of the Delaware company to make decisions on their behalf which is why their ownership control is stated as 68%.
It's disclosure rules, | | | |
| FAO Will on 17:03 - Nov 20 with 1365 views | londonlisa2001 |
Swansea City 2002 Ltd or whatever it's called is the only shareholder of the company whose articles those are, other than there's the odd share flying round from memory. The Trust is unaffected by that clause. That just mops up the 'odd share'.
Edited - sorry - that was supposed to be in response to exhmrc and others about the drag along in those articles posted by Shaky. [Post edited 20 Nov 2017 17:04]
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| FAO Will on 17:15 - Nov 20 with 1322 views | londonlisa2001 |
| FAO Will on 13:11 - Nov 20 by Shaky |
. . and in the spirit of conspiracy theories currently gripping Planet Swans, is it possible that sinister, unknown parties have leaked damaging information on Trust malfeasance and cock-ups as a sleight of hand to divert everybody's attention while they get the Hell out of Dodge? |
The 12 year thing was mentioned by me after reading the Trust rules to find the answer to the question you posed. I posted it in relation to Phil S saying he'd served for 11 plus years in his statement, to make the point (as I did) that he'd have had to step down anyway. Chris then realised that others could also be affected and posted a new thread.
So it wasn't a great leak really, was it?
On the other stuff, which seems to have become somewhat hysterical in the past 24 hours, there hasn't been any new info that I've seen? Everyone knew that Harris was involved in the sale as there was a picture of him and he's made a point of adding the sale to his CV. Everyone that's been around here for long enough also knows that Steve Hamer and Harris were associates. Steve Hamer was the Chairman of the Swans for a while when that was all going on. I don't think they are any longer because I think Steve Hamer is now the Chairman of Bristol Rovers (?) someone anyway.
The reason all this has come up again is simply because Phil chose to resign. | | | |
| FAO Will on 17:19 - Nov 20 with 1301 views | Shaky |
| FAO Will on 16:57 - Nov 20 by MoscowJack |
Shaky,
I was directed to this by someone earlier but I was in the gym at the time and couldn't reply, which isn't such a bad thing sometimes!
The time did give me a chance to think though.
Apart from the changes you've mention, there does seem to be a huge amount of housecleaning done ver recently, plus...
- LD's 1% sold, presumably to the Americans.
- Bobby Hernreich in the Director's Box at Burnely
- Kaplan flying over
- Stadium lease agreed.
I've been digging a bit and I was told that Bobby Hernreich attends most games, including the Barnet away friendly. He travels from Paris, so he's making an admirable effort.
Re. Kaplan - he was with the other Americans from other PL clubs at the PL meeting last week, so that could explain the main reason for his visit.
There could be explanations for it all, but my gut feeling says that they might have a buyer lined up! |
Yup, the timing of Kaplan's visit had also occurred to me. | |
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| FAO Will on 17:21 - Nov 20 with 1292 views | Shaky |
| FAO Will on 17:00 - Nov 20 by londonlisa2001 |
No, it's not. Nor has the Delaware company been dissolved.
It's the way that ownership has to be disclosed these days. You have to look through the corporate veil to the beneficial owners behind it (for those whose beneficial ownership give them 10% plus of the company in question). You also have to state how much of the company they effectively control.
So Levien and Kaplan must be the only two whose shareholding in the Delaware company gives them beneficial ownership in excess of 10% of Swansea Football 2002 Ltd, and must also have an agreement with the other shareholders of the Delaware company to make decisions on their behalf which is why their ownership control is stated as 68%.
It's disclosure rules, |
General Heydrich has said he owns 5% of Delaware LLC though, right?
In which case Kaplan and Levin don't together own 68% fully diluted.
Anyway not a majorpoint. | |
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| FAO Will on 17:22 - Nov 20 with 1285 views | londonlisa2001 |
| FAO Will on 16:57 - Nov 20 by MoscowJack |
Shaky,
I was directed to this by someone earlier but I was in the gym at the time and couldn't reply, which isn't such a bad thing sometimes!
The time did give me a chance to think though.
Apart from the changes you've mention, there does seem to be a huge amount of housecleaning done ver recently, plus...
- LD's 1% sold, presumably to the Americans.
- Bobby Hernreich in the Director's Box at Burnely
- Kaplan flying over
- Stadium lease agreed.
I've been digging a bit and I was told that Bobby Hernreich attends most games, including the Barnet away friendly. He travels from Paris, so he's making an admirable effort.
Re. Kaplan - he was with the other Americans from other PL clubs at the PL meeting last week, so that could explain the main reason for his visit.
There could be explanations for it all, but my gut feeling says that they might have a buyer lined up! |
The biggest element of the housekeeping needed to sell the club is the Trust's ability to take legal action.
If they were on the verge of selling, you'd imagine they would have closed the deal with the Trust where the Trust would sign that ability away pretty damn quickly rather than bugger about arguing over relatively small sums of money (for them).
All of these things indicate a relatively short timescale for sale, as has been said all along, but them trying to pull a fast one on the Trust and therefore delaying that agreement (and actually risking it completely now) suggests that either it's not that close or alternatively they're completely stupid. | | | |
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| FAO Will on 17:27 - Nov 20 with 1258 views | londonlisa2001 |
| FAO Will on 17:21 - Nov 20 by Shaky |
General Heydrich has said he owns 5% of Delaware LLC though, right?
In which case Kaplan and Levin don't together own 68% fully diluted.
Anyway not a majorpoint. |
68% is what they control, not own.
All they need to disclose it like that is 14.7% each of the Delaware company (gives them over 10% beneficial ownership of the Swans) and an agreement from the other Delaware people that they control the overall investment.
That would lead to the disclosure in the way it's made. | | | |
| FAO Will on 17:27 - Nov 20 with 1255 views | Vetchfielder |
| FAO Will on 16:57 - Nov 20 by MoscowJack |
Shaky,
I was directed to this by someone earlier but I was in the gym at the time and couldn't reply, which isn't such a bad thing sometimes!
The time did give me a chance to think though.
Apart from the changes you've mention, there does seem to be a huge amount of housecleaning done ver recently, plus...
- LD's 1% sold, presumably to the Americans.
- Bobby Hernreich in the Director's Box at Burnely
- Kaplan flying over
- Stadium lease agreed.
I've been digging a bit and I was told that Bobby Hernreich attends most games, including the Barnet away friendly. He travels from Paris, so he's making an admirable effort.
Re. Kaplan - he was with the other Americans from other PL clubs at the PL meeting last week, so that could explain the main reason for his visit.
There could be explanations for it all, but my gut feeling says that they might have a buyer lined up! |
LD's 1% sold ?
I assume you mean Bulk Vending System's 1%?
I haven't seen that announced anywhere. Where have you seen that Nick?
I've looked at the latest confirmation statement and I'm confused by it. It's not the same as previous years' versions and doesn't hold a list of shareholders. The words made me believe that there were no changes from the previous year's version but it looks like I was wrong on that. Could somebody with a bit of knowledge explain the brevity of latest confirmation statement for the holding company? |  |
| Proud to have been one of the 231 |
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| FAO Will on 17:28 - Nov 20 with 1251 views | londonlisa2001 |
| FAO Will on 17:19 - Nov 20 by Shaky |
Yup, the timing of Kaplan's visit had also occurred to me. |
There's a Premier League meeting tomorrow. He was over for the last one as well. | | | |
| FAO Will on 17:28 - Nov 20 with 1251 views | Shaky |
| FAO Will on 17:15 - Nov 20 by londonlisa2001 |
The 12 year thing was mentioned by me after reading the Trust rules to find the answer to the question you posed. I posted it in relation to Phil S saying he'd served for 11 plus years in his statement, to make the point (as I did) that he'd have had to step down anyway. Chris then realised that others could also be affected and posted a new thread.
So it wasn't a great leak really, was it?
On the other stuff, which seems to have become somewhat hysterical in the past 24 hours, there hasn't been any new info that I've seen? Everyone knew that Harris was involved in the sale as there was a picture of him and he's made a point of adding the sale to his CV. Everyone that's been around here for long enough also knows that Steve Hamer and Harris were associates. Steve Hamer was the Chairman of the Swans for a while when that was all going on. I don't think they are any longer because I think Steve Hamer is now the Chairman of Bristol Rovers (?) someone anyway.
The reason all this has come up again is simply because Phil chose to resign. |
All I can see is there has been a big escalation of supposedly friendly fire over the weekend.
At the same time people have clearly been feeding various posters like MoscowJack and Garry bits of gossip. I am sure they are relaying this in good faith, but if that is contributing to creating chaos in the ranks it is certainly not unhelpful to Kaplan assuming he is trying to sell.
And if he is looking at say an All-American transaction it could all be done and dusted in a couple of weeks; they don't hang about. | |
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| FAO Will on 17:32 - Nov 20 with 1225 views | Shaky |
| FAO Will on 17:22 - Nov 20 by londonlisa2001 |
The biggest element of the housekeeping needed to sell the club is the Trust's ability to take legal action.
If they were on the verge of selling, you'd imagine they would have closed the deal with the Trust where the Trust would sign that ability away pretty damn quickly rather than bugger about arguing over relatively small sums of money (for them).
All of these things indicate a relatively short timescale for sale, as has been said all along, but them trying to pull a fast one on the Trust and therefore delaying that agreement (and actually risking it completely now) suggests that either it's not that close or alternatively they're completely stupid. |
Not at all.
They are clearly some way into detailed discussions and can simply revert to the the original terms agreed with the Trust board and approved by members should they wish to exercise the Drag-along rights.
Then signing becomes a formality. | |
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| FAO Will on 17:40 - Nov 20 with 1178 views | londonlisa2001 |
| FAO Will on 17:28 - Nov 20 by Shaky |
All I can see is there has been a big escalation of supposedly friendly fire over the weekend.
At the same time people have clearly been feeding various posters like MoscowJack and Garry bits of gossip. I am sure they are relaying this in good faith, but if that is contributing to creating chaos in the ranks it is certainly not unhelpful to Kaplan assuming he is trying to sell.
And if he is looking at say an All-American transaction it could all be done and dusted in a couple of weeks; they don't hang about. |
But in which case they've would have cleared up the issue around the Trust's ability to take action by just finalising the agreement which the members had approved rather than buggering about, delaying it, and now, potentially throwing the whole thing up in the air.
Any potential sale would be hugely jeopardised by that threat as any buyer would want a warranty and their recent actions have made that more difficult.
I see the friendly fire more likely coming from a reaction to Phil resigning and people looking at those who've taken the reins as Phil's statement has made it obvious that there are warring factions.
If the Americans are hoping to get a quick sale away, what's happened in the past few days with Phil going has thrown a big spanner in the works I would think. Their only response now would be to reinstate the deal exactly as it was and hope to get that signed. But the 12 year issue has thrown that in the air as well I would think, as if it turns out that Will and others are caught by it, then the Trust have no authority to priced at present. | | | |
| FAO Will on 17:43 - Nov 20 with 1157 views | Shaky |
| FAO Will on 17:40 - Nov 20 by londonlisa2001 |
But in which case they've would have cleared up the issue around the Trust's ability to take action by just finalising the agreement which the members had approved rather than buggering about, delaying it, and now, potentially throwing the whole thing up in the air.
Any potential sale would be hugely jeopardised by that threat as any buyer would want a warranty and their recent actions have made that more difficult.
I see the friendly fire more likely coming from a reaction to Phil resigning and people looking at those who've taken the reins as Phil's statement has made it obvious that there are warring factions.
If the Americans are hoping to get a quick sale away, what's happened in the past few days with Phil going has thrown a big spanner in the works I would think. Their only response now would be to reinstate the deal exactly as it was and hope to get that signed. But the 12 year issue has thrown that in the air as well I would think, as if it turns out that Will and others are caught by it, then the Trust have no authority to priced at present. |
Because by stalling on the Trust agreement they retain the flexibility of selling 68% or 100% of the club.
And as i said, with the right drafting they could easily warrant that they currently face no litigation over their shareholding, and leave new owners to sort out the mess. | |
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| FAO Will on 17:46 - Nov 20 with 1134 views | londonlisa2001 |
| FAO Will on 17:32 - Nov 20 by Shaky |
Not at all.
They are clearly some way into detailed discussions and can simply revert to the the original terms agreed with the Trust board and approved by members should they wish to exercise the Drag-along rights.
Then signing becomes a formality. |
No, I disagree.
Because as many are pointing out the details have already changed sufficiently to merit going back to members as the whole deal recommendation was predicated on a good faith relationship that now does not exist.
And that always assumes that Will et al have the authority to do anything which seems uncertain at best.
They could not have envisaged that the 12 year rule would become an issue, but they are experienced enough to know that any reason for delay makes for uncertainty. If you are able to sell on at a profit, why risk that for a tiny (relatively) change in the deal as proposed? This deal could have been signed weeks ago, in which case all threat of legal action would be gone. Why risk that if they had an impending sale? For a few hundred grand? Doesn't make sense unless as I say, they are really pretty stupid which is possible. After all, they did appoint Bradley. | | | |
| FAO Will on 17:47 - Nov 20 with 1131 views | Shaky |
| FAO Will on 17:43 - Nov 20 by Shaky |
Because by stalling on the Trust agreement they retain the flexibility of selling 68% or 100% of the club.
And as i said, with the right drafting they could easily warrant that they currently face no litigation over their shareholding, and leave new owners to sort out the mess. |
. . .that's why I urged the Trust to pull out of the deal last week and anounce the intention to litigate.
Instead the argument has shifted to whether the Trust even has half a legally constituted board!
I'm not saying there is anything underhand going on, but this is a situation worthy of Sun Tzu. | |
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| FAO Will on 17:50 - Nov 20 with 1117 views | Shaky |
| FAO Will on 17:46 - Nov 20 by londonlisa2001 |
No, I disagree.
Because as many are pointing out the details have already changed sufficiently to merit going back to members as the whole deal recommendation was predicated on a good faith relationship that now does not exist.
And that always assumes that Will et al have the authority to do anything which seems uncertain at best.
They could not have envisaged that the 12 year rule would become an issue, but they are experienced enough to know that any reason for delay makes for uncertainty. If you are able to sell on at a profit, why risk that for a tiny (relatively) change in the deal as proposed? This deal could have been signed weeks ago, in which case all threat of legal action would be gone. Why risk that if they had an impending sale? For a few hundred grand? Doesn't make sense unless as I say, they are really pretty stupid which is possible. After all, they did appoint Bradley. |
You are stating your position as if it were the position of the Trust board!
As a body, the remaining, serving board clearly are not taking the position that events have rendered the deal as presented dead. And by extension they have a firm mandate to close it. | |
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| FAO Will on 17:53 - Nov 20 with 1102 views | londonlisa2001 |
| FAO Will on 17:43 - Nov 20 by Shaky |
Because by stalling on the Trust agreement they retain the flexibility of selling 68% or 100% of the club.
And as i said, with the right drafting they could easily warrant that they currently face no litigation over their shareholding, and leave new owners to sort out the mess. |
Anyone doing any sort of diligence would know that the issue around potential unfair prejudice exists and would require warranty on that in the absence of a deal with the Trust.
Unless the legal drafting ability of the Trust is considerably better than their ability to read their own rules, if they wanted to sell 68% they could just change ownership within the Delaware company anyw and rely in not getting sued effectively over tag rights. | | | |
| FAO Will on 17:57 - Nov 20 with 1072 views | londonlisa2001 |
| FAO Will on 17:47 - Nov 20 by Shaky |
. . .that's why I urged the Trust to pull out of the deal last week and anounce the intention to litigate.
Instead the argument has shifted to whether the Trust even has half a legally constituted board!
I'm not saying there is anything underhand going on, but this is a situation worthy of Sun Tzu. |
Everyone urged the Trust to do that last week.
But in response to your other post at the same time, this reminds me of Capone getting done on tax.
It'll be truly funny if the Chairman has been forced into resignation by those who want the deal done at any cost only to find that the deal can't be done now because the people left are termed out and have zero authority. | | | |
| FAO Will on 18:00 - Nov 20 with 1057 views | Shaky |
| FAO Will on 17:57 - Nov 20 by londonlisa2001 |
Everyone urged the Trust to do that last week.
But in response to your other post at the same time, this reminds me of Capone getting done on tax.
It'll be truly funny if the Chairman has been forced into resignation by those who want the deal done at any cost only to find that the deal can't be done now because the people left are termed out and have zero authority. |
Funny is a word I wouldn't use to describe the current situation. | |
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| FAO Will on 18:09 - Nov 20 with 1016 views | londonlisa2001 |
| FAO Will on 18:00 - Nov 20 by Shaky |
Funny is a word I wouldn't use to describe the current situation. |
Oh Shaky, where's your sense of humour? | | | |
| FAO Will on 18:52 - Nov 20 with 936 views | QJumpingJack |
| FAO Will on 17:28 - Nov 20 by londonlisa2001 |
There's a Premier League meeting tomorrow. He was over for the last one as well. |
The Premier League meeting was last Thursday.
It was reported in the Guardian.
All owners were at the meeting to discuss the 2019-22 UK TV deal which will include Saturday 7.45pm games | | | |
| FAO Will on 18:55 - Nov 20 with 926 views | londonlisa2001 |
| FAO Will on 18:52 - Nov 20 by QJumpingJack |
The Premier League meeting was last Thursday.
It was reported in the Guardian.
All owners were at the meeting to discuss the 2019-22 UK TV deal which will include Saturday 7.45pm games |
Fair enough. I read there was a meeting but obviously got the date wrong.
They always manage to get across to discuss TV deals ! | | | |
| FAO Will on 19:09 - Nov 20 with 893 views | exiledclaseboy |
So any news on the Trust board legitimacy situation? Have they found a way out of it yet? |  |
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