Charles Green’s 16 Points – How Many Will Be In the Rangers Prospectus?

And so the time for the grand revelation of the Rangers share prospectus fast approaches. Mr Green spoke to some of the Rangers executive supporters gathered for the match against Alloa on Sunday.

Many of the matters he raised and discussed are indicative of a smart businessman, leading his business forward to prosperity, although there are a few head-scratching comments too.

Once the Share Prospectus appears, I suspect we will hear much less from Mr Green, to avoid ill-founded accusations that he was seeking to influence the share issue outwith the formal AIM procedure.

A helpful reader forwarded me the following summary from a prominent Rangers website. I have edited it only in relation to inappropriate language, to avoid any accusation of not recording faithfully what the helpful scribe has noted. Therefore, there will be the occasional grammatical or spelling error. I have added my comments in bold. Should there be any errors in the bold sections, then that is down entirely to me. My comments are based upon the report, as I did not have the pleasure of hearing Mr Green personally.

—————————————————–

CG spoke for 40 minutes yesterday in Ibrox, here are some of of his comments.

1 – He met with Sky last week and refuses to sign up to the new sky deal which ends in two years !

Why refuse to do so?

A             Because he will not countenance dealing with Sky as doing so might benefit the “hated” SPL.

B             Because, especially with his expectations, as detailed below, of football reconstruction in Scotland, and not wanting to commit his company too early in an uncertain landscape, he is holding off from a decision that does not need to be taken now.

If the latter, then this seems a prudent business decision. If the former, then it suggests a focus on things other than the bottom line which might concern the institutional investors he is looking for.

I suspect that the answer is actually a combination of A and B. He is taking the wise decision to hold off for now, for business reasons, and at the same time leaving the fans the impression it is a step taken against those who are against Rangers. In such a scenario, Mr Green wins both ways.

Maybe a reader can enlighten me on what this Sky deal is which ends in two years, and to which Mr Green refuses to accede. If it relates to the SPL, and it ends in two years, then how does it affect Rangers? The only way in which it can do so is via reconstruction. Surely Scottish football cannot sign up for a TV deal only to reconstruct the leagues out from under it? I suspect Sky’s lawyers know every step to protect its position in such an event!
2 – Rangers only receive approx 700k from TV money at present.

Strictly, according to the SFL rules, as an Associate Member they are not entitled to a share of the SFL TV income. However it is only right and fair that they receive something, as, after all, live coverage of SFL3 football was not a common occurrence before this season.

It does suggest however that Mr Green is a financial wizard. According to his previous statements, none of the money paid by fans for season tickets has been spent. He has however kept the club running with no compulsory job losses, and with what seems to be an SPL size backroom operation. Even if the wage bill is only £6 million per year, there is very little income, comparatively, to set against the costs.

As I said – Mr Green is a financial wizard.
3 – All footballing debt have been paid apart from the 31k to Dundee Utd which he has a letter confirming would be paid by the SPL.

I have written before about the debt due to Dundee United and the debt due also to Hearts. Mr Green touches on that below.

However I am confused by what Mr Green says here, in light of a report from the Express yesterday. According to the Express:-

“RANGERS are set to shell out £800,000 to Rapid Vienna and avoid a FIFA court case. Rapid sold star striker Nikica Jelavic to Rangers in 2010 for £4million and the final instalment of that transfer fee is due to be paid in the next few weeks.

(Rapid) would not have hesitated to take Rangers to a FIFA tribunal if talks with Charles Green and the Ibrox club had broken down completely. When Rangers returned as a newco, Rapid argued that because the Ibrox side took money from Everton for the sale of Jelavic in January this year, his club were due every penny of the deal that took the Croatian from Vienna to Glasgow two years earlier. Now Green has held amicable talks and agreed to honour this inherited football debt.”

Two things.

A             That looks like a football debt to me, and thus Mr Green was inaccurate in saying that all footballing debt has been paid. I am sire that, amongst all Mr Green is dealing with, a debt of £800,000 can easily slip one’s mind.

B             You can only “inherit” something from someone who dies.

 

4 – They have agreed a fee of £1.3 million with Loyds for the purchase of the Albion carpark therefore canceling the lease which ran till 2025 at over 300k a year.

Duff & Phelps reported as follows in April:

The Albion Road Car Park is subject to a finance agreement and covers an area of approximately 2.6 hectares adjacent to Ibrox Stadium. It is anticipated that the Club will gain right, title and interest to the car park in 2023.

There is also the mention of Premier Property Group Ltd (one of Sir David Murray’s companies) as a secured creditor as follows:-

The Company granted a standard security to Premier Property Group Limited dated 30 November 2004 and registered in the Land Register of Scotland on 31 March 2005 which covers the area of land at Broomloan Road.

And:-

The Company granted a second standard security to Premier Property Group Limited dated 26 April 2006 and registered in the Land Register of Scotland on 1 May 2006 which covers the area of land at Broomloan Road.

So two securities, or mortgages, over land at Broomloan Road held by PPG. The Albion Car Park is in Broomloan Road. Do the PPG securities relate to the car park?

I saw a reference online to PPG having sold the car park to Rangers for £1 in 2004.

The Car Park was stated as having a gross book value of £2,931,968, with the debt attached to it to be confirmed. The creditor was listed as being the Bank of Scotland.

Now, if the car park is owned by Rangers, how are they buying it from Lloyds? Rangers must own it as it was valued as an asset in the accounts. How then were Rangers paying £300k per annum for a lease of the car park?

Did the Murray or Whyte regimes carry out a sale and leaseback to the Bank? If so, paying £1.3 million and not having to pay £300k for each of the next 13 years is probably a good investment.

Another feather in Mr Green’s cap!

 

5 – The management team are currently looking at a list of players who will be out of contract next summer but would be availabe as free agents from Sept 1st 2013, CG plans to sign them up on a pre contract agreements next year.

Another prudent move. It might provide a boost to the earnings of some Scottish players, and indeed players from elsewhere, whose contracts come to an end next summer. After all, in negotiating an extension, the interest of the mighty Glasgow Rangers would help to increase their marketability.

Mr Green is also providing a great service to the embattled Scottish football press, as they can speculate from now till 1st September 2013 on who will be a free agent and who will be a Rangers player come that date!

It does mean that, potentially, most of the squad of players who start next season for Rangers could be replaced after just over a month. After all, Mr McCoist will want a squad capable of challenging for promotion in SFL2 and for a run in the various cup competitions.

6 – Rangers owed hearts the remainder of the Lee Wallace fee, Hearts were so desperate for the money eventually offering a 100k discount if we paid the cash two weeks ago. Thats why the couldn’t pay the wages.

Another fine business decision by Mr Green, and indeed in line with what I speculated on a few days ago.

Hearts must wish they had some more players sold, in light of their ongoing issues with HMRC.

7 – Projected turnover for this year is 20 million. Next year 40 million.

A 100% increase in turnover? With no European football and with only promotion from SFL3 to SFL2?

Mr Green is clearly a modern-day Midas – he must have the golden touch. Indeed, with such skills, David Cameron or Alex Salmond should be engaging him as a business czar to re-generate the British or Scottish economy!

8 – Share issue prospectus to be made public in a 21 page document end of this coming week or just after.

The Presentation to potential investors in May, which contained no detailed forecasts, ran to 24 pages. The prospectus here only 21? A triumph of editing by Mr Green!

9 – Over 20 pension fund groups have an intrest in the share issue. Corporate roadshow to start this week re share issue Glasgow, Edinburgh and then London for seven days.

Maybe.

I am not suggesting Mr Green is incorrect. However, whilst 20 pension funds might be interested in the share issue, I cannot imagine one, never mind twenty, being interested in investing in what is, effectively, a start up company, whose share issue was described most positively in the financial press as “not one for widows and orphans”.

If I knew that my pension fund was considering investing in Rangers shares, then I would be asking the fund manager when pension funds started taking on very high risk investments.

I know that Mr Green is a veteran of a number of share flotations so he knows very well what appeals to pension funds and institutional investors. As far as I was aware shares in football clubs do not fall anywhere near that category!

10 – He once again stated that we have no debts and are cash rich at the moment and expecting to make a 6 million profit from the retail arm now JJB are out the way.

No debts? Except Dundee United and Rapid Vienna?

And what about the statement which mentioned there was no EXTERNAL debt? That implies that there is INTERNAL debt (whatever that is).

But, once again it makes you realise what poor businessmen Sir David Murray and Craig Whyte were when they failed to keep afloat this gold mine situated at Ibrox.

 

11 – Hinted at League reconstruction being masterminded by the SFL not the SPL as he predicts the SPL will go bust without the Sky deal which he refused to sign.

The SPL won’t go bust before its members. The way the SPL prize money is structured is a bit like a bingo game – the prize depends on the amount available in the pot. If the SPL goes bust, then Scottish football will have died.

The suggestion that, somehow, the SFL would come up with its own structure, and have this accepted ahead of that of the SPL by UEFA is laughable.

Maybe, as in the 1980’s in the USA, he envisages two competing leagues, like the USFL and NFL. Maybe a league involving Rangers + lots of minnows is what Mr Green wants, rather than one involving the top teams in Scotland. His repeated statements that he will not permit Rangers to enter the SPL suggests so. However, how Rangers are going to make their millions with no European football is beyond me.

 

12 – Soon to be another bust up with SPL over Rangers tv broadcasts. Doncaster says we need their permission which will undoubtably mean money to those &%$@s. (Edited)

Part of the collegiate spirit of football is that the governing bodies deal with the TV rights. This frankly is to avoid the individual teams making their own deals and giving the less popular ones crumbs from the rich man’s table. Like it or not, Rangers, both old and new, signed up to the rules of the SFA. The rules regarding TV rights are the same for all. In fact, as mentioned above, Rangers are already having preferential, although justified, treatment as regards SFL TV rights.

13 – CG stated he thinks SFA will declare him not a fit and proper person to be CEO of Rangers because of his constant war with them.

I wonder if that declaration will make it into the Prospectus. After all, if the front man risks being barred for performing that role, then that surely would be a concern for investors, especially as Mr Green has said he is now there for the long haul.

Or maybe he was simply giving the crowd something to cheer?

14 – CG insists there is a potential to make a 100% profit on shares for all new share holders.

I wonder too how this one will be stated in the Prospectus. “Potentially” I could win the 100 meters at the Commonwealth Games, as long as hundreds of millions of faster runners decide not to turn up. “Potentially” Albion Rovers could win the Champions League.

Potentially there are 100% profits to be made?

I also recall a suggestion that share values would increase four fold. What has caused Mr Green to downgrade his projections?

If he manages to get a prospectus issued with talk of 100% growth, then with all due respect to him, his NOMAD (Nominated Adviser) ought to be looking out their indemnity insurance policy in advance of the claims that will ensue when only 75% profit is achieved!

 

15 – SFA and SFL not interested in stripping of titles only the tarriers at the SPL pushing for it. He will fight it all the way.

I assume Mr Green did not use the word “tarriers”.

As I have repeatedly said, I think Mr Green has played a brilliant game on the penalties issue. He has made such a fuss about it that everyone now agrees, it seems, that that is the ultimate penalty.

In fact, it costs his Rangers nothing financially and indeed works to his benefit as he is seen to be defending the club and the fans will flock to Ibrox in his support. As I said, brilliant!

As far as “fighting it all the way” goes, then maybe he should have allowed Rangers’ lawyer to turn up at the preliminary hearing to argue in front of the Commission why the matter had nothing to do with newco? “Fighting all the way” generally involves actually turning up!

 

16 – He is considering taking legal action against the SPL and SFA over the agreement to allow us a Liscense to continue playing football. Decision was taken under duress he says at 9.30pm before Brechin game.

This is the novelty in Mr Green’s Selection Box. It would appear to suggest that he would seek to have the agreement by which Rangers were permitted to play scrapped on the basis that his company was forced into agreement.

“Duress” in law is a very clear concept. Negotiation towards a deadline, and waiting to see who blinks first is by no means duress. In fact, as Rangers did not accept the stripping of titles at that stage, then the duress was not as effective as the supposed SFA/SPL conspiracy would have liked it to be.

The choice was quite clear. Mr Green made it obvious that Rangers would not agree to all the conditions demanded. The football authorities could have made them non-negotiable and Rangers would have been out of football this season. The authorities blinked, and allowed Sevco Scotland Ltd a licence to have its team play.

The main parts of the agreement to which he can object relate to the football debts side of things. Is he going to seek retrospectively to have that part of the deal overturned and to seek recovery of the money already paid?

Or is this a pre-emptive strike in case of claims being made for return of prize money if titles are stripped, as these fall, I suggest, under the heading of “football debts”.

 

Conclusion

In any event, Mr Green continues to please his fans by emphasising the “no one likes us – we don’t care” arguments. It will be very interesting to see the 21 page prospectus and to see how many of Mr Green’s stated intentions and plans make it into the legal document.

He also submitted financial projections to the football authorities to gain entry. Will these be reproduced in the prospectus?

Will he be willing to explain how he is going to create a £40 million turnover for an SFL2 club? Base metal into gold indeed.

Posted by Paul McConville

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18 Comments

Filed under Charles Green, Rangers

18 responses to “Charles Green’s 16 Points – How Many Will Be In the Rangers Prospectus?

  1. Basically everything Charles Green says right now is about convincing people to buy shares. When people do this (and the people who do will certainly not be readers of your blog, nor ever stop to ask themselves the questions you are pertinently asking), Charles will be quids in with a nice fat pay day. At that point, I’m quite sure he will disappear into the sunset and leave Rangers to somebody else. Everything he says is driven to this aim, get in, get it floated, cash in, walk away. It’s very simple and obvious what he’s doing. Unfortunately there are enough bluenoses with no sense to mean it might just work, if enough of them have £500 to spare.

    He won’t be seeing any of my money!

  2. Martin

    Paul, BIG RESPECT!

  3. For future reference, and I feel I may need it, I support Hearts. My hope is that if the worst happens, we will accept our fate with dignity. Already, I have been struck by those fans I have seen interviewed who take a very healthy view of the share issue – we will not be buying!

    On the article above – well done, again.

    • Martin

      Good for you Violet,

      The rangers fans missed a trick.

      Let the owners fail, let the price fall, then buy the whole thing for the fans outright.

      There will be a few troubled years for sure, but you will own your club and make of it what you will.

    • George000

      @Violet

      I’m not a Hearts supporter, but my dad played for Hearts and I’ve always had a soft spot for them.

      Unlike the many Scottish football hating Rangers fans you have my best wishes and if I could afford 20 notes I’d be inclined to give it to help out your club.

  4. Brilliant piece, I could have just read the basic piece without your commentry and been none the wiser thanks a lot.

  5. Martin

    Mr Green is truly a marvel, he can turn hot air and ill will into solid gold.

    Time spent creating more hot air and soliciting more ill will, will be seen at venues far and wide in the run up to the prospectus publication.

  6. part 3 – inherit from a dead person [ or a dead club] ?

    part 10 – football debts – is the fee for lee wallace, not also a football debt ?

    another great post though, paul.

  7. what about all the td, I will award meslf one

  8. John Burns

    Possibly a bigger fantasist than Salmond – if that’s possible!!

  9. Den

    External debt is nonsense, it implies internal debt can exist. You can’t owe yourself money.

    If what he means is that they don’t owe money to anyone outside his group of investors why doesn’t he say so. Their funding is debt pure and simple unless they pay for shares.

    Football debt only differs from other debt because you can’t easily stiff other members of FIFA/ EUFA/ SFA and continue in their competition. It is debt.

    Our skewed economic and accounting environment means that ownership of a company (majority of shares) can pass for virtually nothing as in British Leyland if you can get a backer to buy out the current major creditor and/ or get them to sell cheap just to shelve the problem..

    Of course with Leyland the management and their backers paid themselves a huge amount before it went belly up, the poor old creditors had to settle for nothing and the Company died. I am sure you can think of similar cases.

    Sorry, I got carried away but I do get angry at how ‘business men’ are allowed to rip off ordinary folk and are not called to account.

    Did I mention that I am a taxpayer?

    • I hear you Den. From the days of Guys and Dolls, the main plot of which is about people owning others’ ‘markers’, to the biggest ever version of this plot, where China now owns most of the western banks’ markers/debts (particularly as a result of the US sub-prime debacle), it has ever been thus, it seems.

      As for the UK, is this whole scandal/debacle/whatever not just an inevitable result of Thatcherism? Wasn’t Sir David Murray not just a Scottish poster boy for that type of economic thinking? How else did he merit a knighthood, and who else would have thought him deserving of one? I’m pretty sure it would have been nothing to do with him owing a fitba team. EBTs and all the rest of it were probably inevitable…

      And still we debate over another suit who is really just playing the same game. Let him do it – he doesn’t give a- sorry, two hoots about the game or the fans. No doubt we’ll eventually get to the stage where ‘a’ Rangers will emerge, after Green has made his dosh and buggered off.

      As Martin sagely alludes to above, the shell/husk of a club that plays at Ibrox (at least for now) will probably eventually rise again, but only after this latest incarnation goes down the toilet and the fans take control, as they must, really.

      I reckon they’ll be back again in about ten years at least – but by then Celtic could well be playing in the EPL, or whatever main league will be.

      (Apologies for getting all political, but sometimes we forget the real causes, in my opinion.)

    • Fraser

      @Den: “External debt is nonsense, it implies internal debt can exist. You can’t owe yourself money.”

      Really? That’s not what Hearts fans have been telling us these last few years. Could they have been mistaken all this time?

      • sprotson

        At the end of the day if the club owes money to its owners then if things go belly up then it is the owners who lose out.

        If the case of Hearts, the majority of the debt is to Romanov. If they went into administration he could ensure a CVA was passed, but how would that benefit him, he would still lose out on all the money he is owed.

  10. Pingback: Have Rangers Paid Hearts for Lee Wallace? Charles Green and Chick Young Seem to Disagree | Random Thoughts Re Scots Law by Paul McConville

  11. FMG1965

    part 6…..”Thats why the couldn’t pay the wages” who couldnt pay who’s wages?

  12. this share issue is a big con and all the newco fans are going to fall for it, where are the 20 investors ? how can anybody hate them ( newco ) they are only a few months old charlie boy is saying all the right things the fans want to hear

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