Sandy Easdale (one of the brothers behind the very successful McGill’s bus company) has been very active regarding Rangers over the last few days.
Only last week it was announced, just before Rangers kicked off, that he had been appointed to the Board of the former Sevco Scotland Ltd, now The Rangers Football Club Limited. I wrote about that here.
This week has seen four separate Stock Exchange announcements regarding Mr Easdale.
One related to his acquisition of over 2 million shares, giving him a personal holding of 2,842,957 shares in Rangers Intergalactic Football Club PLC, or 4.37% of the issued share capital.
Separately there were three announcements regarding his acquisition of voting rights.
One stated that he now held the voting rights of Blue Pitch Holdings for all of its 4,000,000 shares in the PLC; another that he also now held the voting rights to the 2,400,000 shares of the Margarita Funds Holding Trust; and the third gave his overall voting rights position.
According to that third announcement, taking account of the two specifics mentioned above, he actually now has control of the voting rights of 12,641,338 shares in the PLC – 19.42% of the company.
When combined with his own shareholding he has control of 23.79% of the votes at the AGM to come soon.
Why hand over the voting rights to shares?
Sometimes the shareholder cannot attend a meeting but appoints a proxy they can trust. Sometimes the shareholder is not really bothered what happens at the company and is willing to hand over the rights to someone who is.
Sometimes the shareholder wants to concentrate as much power as possible in the hands of one person or body, with a view to them being able to show strong leadership and to take the PLC in a particular direction.
One thing which is certain is that there must be in this instance some commonality of interest between Mr Easdale and Blue Pitch and Margarita.
As these investors were, we have been told, brought to Rangers as a result of Mr Green’s connections and Mr Ahmad’s business acumen, one suspects that Sandy Easdale must be seen as rather more in the camp of the existing Board rather than that of the “Rangers Rebels”.
Why is the timing of all this interesting?
According to the announcements the PLC was notified of the changes in shareholding and voting rights on 17th and 19th September respectively. The acquisitions etc however took place on the 10th September. At least officially the PLC did not know about them until nine days had gone past, during which time Mr Easdale had been appointed to the “football board”.
Did the PLC know at the time Mr Easdale was appointed to the Board that he had acquired voting rights to almost one-quarter of the PLC? Clearly not, because the Stock Exchange announcements make clear that the PLC was not advised until 19th September. (There is no suggestion that any legal or Stock Exchange rules have been broken by Rangers or Mr Easdale – this relates instead the internal Ibrox machinations.)
Why did Mr Easdale not think it was necessary to tell the PLC earlier, especially as he was being appointed to the “football board” in between times?
Would he have been appointed to the “football board” if his increased grip on the PLC was known?
And why, one might ask, is such a successful businessman, as he undoubtedly is, who now has such a large stake in shares and voting rights, not on the PLC Board, along with his brother?
Posted by Paul McConville