More Duff and Phelps Analysis – Confusion Reigns – Guest Post by Den

Den has been kind enough to review an article from last night with some scintillating quotes from Duff & Phelps. If a week is a long time in politics, 24 hours is a lifetime in the affairs of Rangers.

However, other matters need to be attended to before I offer my thoughts on the Judicial Panel report (all 63 pages of it).

For now, Den will take you back to the long lost days when everything looked positive for Rangers and the Blue Knights were still in the game…ie yestyerday!

————————————————

 

I was taken by this piece last night.

 

Former Rangers manager Graeme Souness says he has not been contacted about being part of a takeover bid for the club – and that he is not interested.

With all the disinformation we have been fed I expect to see Graeme outside Ibrox being applauded by the fans before the end of the season. I expect that the season will last beyond Sunday, possible into next season.

 

Sale Sharks owner Brian Kennedy remains involved in the bidding process.

However, his is not one of the three bidders who have had detailed discussions with the administrator after American trucking tycoon Bill Miller withdrew his offer.

“There is a Rangers connection there. These bidders are in a position where they are well known”

David Whitehouse

Joint administrator

“These bidders are in a position where they are well known”: but completely anonymous.

 

The Far East consortium led by Singapore businessman Bill Ng has returned to the negotiating table after having a previous offer rejected.

But joint administrator David Whitehouse revealed that the two other groups are new to the process and have connections to the Glasgow club.

“They are known names in both football and also within the Scottish community,” Whitehouse told newspapers.

Known names are preferable to unknown names: does anyone know who they are ?

 

“Brian Kennedy is what I would describe as the fourth bid.”

With you so far.

 

Having had his own bid rejected early in the process, Kennedy aligned himself with the Blue Knights consortium led by former Rangers director Paul Murray.

Kennedy then urged support for Miller’s offer once the trucking tycoon was named preferred bidder but appeared to leave his options open to become involved again by having discussions with Craig Whyte about the transfer of the owner’s shares.

The two fresh bidders, according to the administrator, now have an agreement in place with Whyte, who bought the club for £1 from Sir David Murray a year ago.

Kennedy will be on the winning bid if there is one.

 

“To our knowledge, there are written agreements in place with two of the bidders to transfer his shares,” said Whitehouse.

“People say he is selling his shares, but he is doing that for a nominal consideration of a pound.

“Craig Whyte is not going to benefit from this process.”

To our knowledge is a bit ambiguous, have they seen the document or just been told, I can’t see him settling for just his money back especially if Ticketus can go after him for his guarantees.

 

Speculation has also linked former Rangers manager Walter Smith with being part of interested consortia, but Whitehouse insisted the bidders wished to remain anonymous for now.

“We’ve had some quite detailed discussions with three of the four bidders,” said the joint administrator.

Three or four;  surely you know how many !

 

“They are very real bidders and, although two of them are very late to the table, they are actually very advanced in their thought process, well-engaged with advisors and well-funded.

Very real bidders as opposed to, just real bidder or just plain bidders ?

 

“They would be – I believe – popular with fans. Both bids.

“There is certainly a more natural empathy with the club than Bill Miller had.

Bill was your choice after a long bidding process. Granted had little empathy either natural or synthetic.

 

“There is a Rangers connection there. They want anonymity, but that will break in the next 24 to 48 hours.

“These bidders are in a position where they are well known and, if they put their heads above the parapet, there will be a crescendo of interest and support and they don’t want that yet.

“They will only do so if they are in a position of likely success.”

Remember the creditors, the inconvenient people in whose interests you are working.

 

Meanwhile, Ng has been quoted in The Straits Times confirming he was asked to return to the bidding process after Miller decided to withdraw

I am less and less convinced by D&P. Their communication is not precise or factual enough.

The Administrators have failed to tackle the cost side of the equation and took far too long to negotiate the wage holiday. The bidding process was long and from the outside looked shambolic. Three bidders emerge at the last minute and the process starts over again.

I guess the winner will be announced imminently and all necessary registrations, transfers approvals, contract novations etc. will be done by Sunday.  Doesn’t leave any time for review and scrutiny, not a good process.

This was interesting coming from Brian Kennedy !

 

Whitehouse rejected former Rangers director Paul Murray’s assertion that the consortium had been told their offer met the demands of the bidding process.

“For David Whitehouse to say otherwise is a slur on the character of Paul Murray,” Sale Sharks owner Kennedy told BBC Scotland. “Paul doesn’t tell lies.

Posted by Den

 

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17 Comments

Filed under Administration, Football, Guest Posts, Rangers

17 responses to “More Duff and Phelps Analysis – Confusion Reigns – Guest Post by Den

  1. merciatic

    What’s the point of this at this time? As you say 24 hours is a long time…So much has happened today, its pointless.

  2. p groom

    my overall impression of murray/kennedy press conference was that it was a sour grapes performance. they gambled on scaring d and p into accepting their bid and their bluff was called. are we really asked to believe that a cva cannot be achieved unless it starts tomorrow and not a minute later? this saga has gone on for 3 months and there is still another 3 before next season starts so whats the big hurry? it was interesting to see the body language when asked if they would come back in next week if the chance arose. pause ‘er no (sotto voce ). you could tell they realised they have burnt their boats this time. (although nothing would surprise anyone any more…..)
    interesting also to learn that whyte didnt want murray in and that kennedy had been advising miller and we were not supposed to know this confidential information. this performance coupled with d and p’s riposte does not put them in a good light in my view but they are probably no better or worse than any or all of the other businessmen involved.

  3. The whole point of the Blue Knights press conference was simply to position themselves in a good position to pick up the post-liquidation scraps with the approval of the core Rangers support. If they can then create a new club, they’ll lay claim to the Rangers heritage and the rank and file will cheer them to the echo.
    Their bid was merely a posture which they must have known was unrealistic. But it gave them the platform to growl the kind of confrontational rhetoric which plays so well with the Rangers die-hards. They’ll be seen as the fans’ choice when the battle begins to claim ownership of Traditional Rangers FC (est. 2013).

  4. Richboy

    Initially I felt that Brian Kennedy would have been good for Rangers. Now I am not so sure. It seems to me that he is trying to get Rangers on the cheap. He continually talks about “his” offer being this and that whereas most of the offers he has made have involved very little of his own cash.

    His latest 11 million offer apparently included 3.5 million owed to Rangers that would have been available to all bidders. He has also claimed the debentures money as part of his deals, again probably available to most bidders.

    I was also confused, not unusual for me in this saga, when he spoke of Champions League money. Surely any monies owed from previous participation in the CL would be available to all bidders. There are also many posters on various blogs suggesting that exiting administration via a CVA incurs a 3 year euro ban. I have tried to verify this to the point of a massive headache and raging frustration. If this is the case however then surely Newco is the best way to go.

    PS Den, thanks for the post, it is worthwhile no matter what others say.

    • Niall Walker

      Good afternoon Richboy,

      I will try and put both sides of the argument: One must take into consideration two important facts, time is running out for any CVA offer to work, and D&P cannot KNOW if a newco will succeed or fail, plus it is out with the remit of their CVA.

      In TBK-BKs opinion there are no credible offers for the assets of Rangers on the table and it is impossible for D&P to estimate what the creditors may or may not get out of a liquidation or newco sale. There have been no liquidation bids and any newco evaluation has been withdrawn after due diligence. They surmise any other newco bids will also be withdrawn after due diligence and by this time a CVA wil not be possible, the result will be liquidation and extinction.
      A bird in the hand is worth two in the bush ( or pie in the sky), the bid is 7 million to the debentures and about 4-5 million to the creditors, a quantum of 11-12 million.

      In D&Ps opinion there is old and new evidence that a footballing interested party would pay more for the assets in a newco form. They cannot assume the new bids will be withdrawn after due diligence and are obliged to treat them at face value, hence the comment about ” advanced stages”. One can not judge all newco bids the same as Bill Miller, his withdrawal based on an estimate of 30 million to turn Rangers around is only his long distance opinion.

      D&P are correctly playing hardball with TBK-BK because they can accept a newco bid as low as 6 million plus debentures to justify their decision ( and their fees). D&P seem to have a quantum of 18 mllion in mind, I can guess where they got it from but TBK-BK believe it will never materialise after due diligence.

      D&P have TBK-BK over a barrel, their option has tme restraints that a newco does not, and D&P seem confident that they will get more than 11-12 million out of a newco.

      Its a game of poker with a chess clock, and TBK-BK are behind the clock.

  5. Alexander Kerr Murphy

    Hello All,

    I think that the below post on Youtube, says it all.

    Alex

  6. Niall Walker

    It appears that a 3 year ban from UEFA for exiting a CVA is not automatic contrary to some claims.

    • deekbhoy

      Niall

      I think that is going to be academic as we are entering the post-CVA era in this saga.

      I think this has now moved on to newco-era and what that entails who knows at this stage.

      • Niall Walker

        deekbhoy,

        It will come as no surprise to you that I disagree, ignore the posturing and bartering, there is still time for a CVA but the price must be right.

      • If Ticketus can be bumped out of the equation, a mere £110 million will probably satisfy more than 75% of the creditors so if that sum is offered, the CVA proposal will be accepted.

      • Den

        Nothing in this would totally surprise me.

        Niall, there is maybe still time for a CVA but the money is running out and the bad news just keeps coming out.

        From what I can see (not much granted) Duff & Phelps have not put a lot of effort into trying for a CVA. It would be a good trick to pull out a CVA after having stalled for 3 months. It may be done but put me down as a sceptic.

        I have felt all along that no one was getting to grips with the key problem. Rangers costs were out of control, their condition had been cloaked by financial chicanery for years. The costs needed to be tackled.

        When Rangers went into Administration they had 326 staff, 67 of them playing staff. In their Report to Creditors of 5th April D&P proudly announced two playing staff, the COO and the Director of Football. 4 out of 326, and alongside that – the players wanted away. In their favour they negotiated the pay holiday (now ending) although they took an eternity.

        I find paragraph 8.23 of the Report to Creditors very telling. regarding Non Playing Staff they state ” Capacity for further reductions was limited”. I don’t want to see people losing their jobs but did they find everything at ibrox was so well run and all functions absolutely key to keeping the team on the park.

        If we fail on the Cost side. how about income. Many of the income streams were sold ahead in the Murray years and spent. Season ticket income was seriously restricted by the Ticketus deal and European Income was in doubt not just because the team was unlikely to be good enough for the Group stages but they were likely to be banned.

        The Administrators have all the power and inded the duty to address the imbalance in the Revenue and Costs. If they can’t do it with ttheir clout it does not look good for anyone else.

        Even if the Creditors were to magically go away, Rangers need someone to inject money, real money not pledges guarantees and other financial terms that transform into extra debt when push comes to shove. Given the discrepancy between costs and likely income they will need this money every year for a number of years.

  7. Den

    Sorry that the post was not timely as it should be but I had mild case of Duff & Phelpism. Time becomes a bit distorted, tomorrow doesn’t always come when you expect it. I swear I only drove past Ibrox and I caught it.

    I also saw the future. Duff and Phelps will announce that all four of the three bidders have withdrawn but there are now 9 or 12 deliverable bids to be delivered. The virtual data room is now virtually full.

  8. p groom

    the sfa Reasons are so damning that it must be likely that rangers will drop their appeal on monday. when in a hole….
    further down the line some one in scottish government must be wondering what to do if the nuclear option becomes the only option. we have bailed out the banks so why not for this fine old too big to fail scottish institution?

  9. Niall Walker

    Morning Den,

    I do not blame D&P for not selling or accomadating a CVA bid, I blame very low bids and changing financial paradigms, there is no doubt the withdrawal of Ticketus and the arrival of sanctions had an effect on bid dynamics.

    I feel some sympathy for TBK-BK consortium, they are the only bidders to sit down and work out the short and long term costs of restructuring this loss making business model, and it is expensive.
    This expense must be deducted from the breakdown value of RFC, especially the running costs that will be absorbed post June 1st before any cuts can be made. The problem is this expenditure does not benefit the creditors, and the administrator cannot include this amount in their quantum.
    So the reason the CVA bid is so low for the creditors is because the cost of restructuring( saving) the company is so high. The consortium has a valid point when stating these costs do not just disappear in a newco and they insist any newco bid will be reduced once due diligence takes place. One could argue the costs of restructuring a newco would be even higher, a newco brings an automatic 3 year European ban and furher domestic penalties that will reduce revenue streams.

    As you correcly pointed out, it is not Rangers debt that is the problem, it is the business model that got them into this debt which is the biggest obstacle to any CVA or newco. Restructuring is sucking up much of the bid and leaving little to the creditors, the flipside is liquidation is going to deliver next to nothing to the creditors, these assets are nigh on worthless.

    • Den

      I never said or wished to imply that Rangers debts are not the problem. The debts are massive compared to turnover (2 to 3 times turnover). Most of the Debt is overdue. Their debts would have sunk any normal business ages ago.

      With regard to the business model that got them into this mess, clearly a problem.

      My point was that there is no alternative business model with the Adminstrators having failed to make substantial saving on the Costs side (wage deal being very temporary). Every day seems to bring new revelations that makes any rescue less likely.

      At 2 to 5p in te pound HMRC will want a scalp.

      If Rangers are to survive the Third division looks like the best option.

      If the assets are nigh on worthless, it raises questions of how the Auditors could sign off the accounts of Rangers as a going concern but another time.

  10. Niall Walker

    Good morning Henry,

    Unsecured creditors will get nothing back from liquidaion and maybe 3-5p in the pound back through a CVA or Newco. Ideally the administrator likes to offer the creditors a little more incentive not to liquidate but Rangers is not in an ideal position.

    • Good morning Niall.
      I think you’re making it up as you go along here. You don’t know how much a liquidation would raise and you don’t know how much would be offered in a CVA.
      Either way, HMRC will not treat this case in isolation because it has to deal with these same issue thousands of times every year. I will state yet again that there is no prospect of HMRC voting in favour of a CVA proposal which nets it 3p in the pound for taxes already owed.
      If Rangers’ local newsagent is prepared to accept a tenner instead of the three hundred and fifty quid which is still outstanding, then that’s his loss; but he’ll not often have to make a decision like that after months of waiting for his bills to be satisfied. The vast majority of his customers wouldn’t treat him like that but if they did he’d soon be out of business.
      The tax man is in a different position (but still has no intention of going out of business any time soon.) The tax man knows that just about all of his customers will jump at the chance of offering to pay a mere 3p in the pound if there is the slightest hope of getting away with it. There will be no CVA deal here between RFC(IA) and HMRC.

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