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    Comment on Bad Money? by easyJambo.

    Statement tonight from the Hibs fans group HSL following a meeting with Ron Gordon. It appears to me that HSL has been left in limbo, with no opportunity to buy more shares and uncertainty on how future donations will be used.

    ——————

    As promised, I am writing today to provide an update following the recent acquisition of the majority shareholding in our Club by Bydand Sports LLC (Mr Ron Gordon).

    Following on from our earlier note, Members of the Hibernian Supporters Board met Mr Gordon on Monday, which was our earliest opportunity to meet, to welcome his investment in the Club and to hear his plans for the future development of Hibernian. This meeting was very cordial and helpful to both Hibernian Supporters and the new principal shareholder and enabled both parties to understand the history of Hibernian Supporters Ltd, its aims and intentions. Mr Gordon was very positive about the contribution that we have made since our inception and saw that as the single biggest minority shareholding in the Club, we have a role going forward. He reiterated his intention to work positively with fellow shareholders and stakeholders.

    Members, and continuing contributors to Hibernian Supporters, will be comforted to know that it purchased shares that were available to buy immediately prior to the transaction between H F C Holdings and Mr Gordon as per our subscription agreement, however, that following the transaction no more shares are available to purchase directly from the Club. Money that has been collected since this time is held within our bank account and has not been transferred to the Club.

    The full Board of Hibernian Supporters will meet on Monday, 15th July 2019 to discuss the way ahead and we have agreed to continue our dialogue with Ron and the Club and we anticipate meeting again next week.

    Hibernian Supporters has made an important contribution to Hibernian over the last 4 years and can continue to do so to ensure the Club continues its progress and competes at the highest level in football. It has endured negativity, however, it has been clear in its intent to support the Club despite this, and will intend to do so moving forward. 

    The Club has a new owner who has passion, ambition and a vision for Hibernian’s development in the future. He met with members of Hibernian Supporters Association on Wednesday evening and he talked about his 90 day and 6-month plans that are being developed currently. 

    Whilst the Board of Hibernian Supporters understand that supporters want clarity instantly, it is important that we carefully consider what we have been told in our meetings with the new owner, take account of what all our members views are and develop our plans properly. The first steps in this process have happened and will continue with our Board meeting on Monday and with the continued discussions with Ron.

    It is understandable that change brings with it uncertainty but we should not allow rumour and speculation to fill the temporary void created. One of the things we believe as your Directors we have enjoyed over the past few years is your trust. We have worked hard to earn this and we will continue to progress in accordance with our objectives and our Articles. Can I please once again ask for your patience.

    Can I leave you with some simple facts which we believe is positive news for Hibernian Supporters.

    Since the announcement last week Hibernian Supporters have increased our Membership, increased our shareholding in the Club as a result of share donations and indeed only today received further pledges of over 250,000 shares in the Club from private shareholders. Can we also help some of our fellow Members and supporters who have been forensically examining shareholdings by confirming that we have received a number of share donations over the years and this will help to explain the very minor discrepancies in calculations that are drawn only from public information.

    James Adie
    Chairman

    easyJambo Also Commented

    Bad Money?
    Further to the RIFC debt for equity swaps, a total of £24.25m in loans has been converted to shares in the last 11 months (£11.13m in Sep 18, £5.5m in Jun 19 and £14.12m in Aug 19).

    I believe that the haste is which the conversions were carried out makes it likely that UEFA had insisted on the debt reduction as conditional to the granting of UEFA licences over the last two seasons.  UEFA does not allow for excessive losses to be covered by loans under FFP rules, although equity investments are acceptable.

    According to their last accounts, the total of "investor" loans at 30 June 2018 was £23.425m. We also know from official documents that Barry Scott did not convert £45k of his loan (for reasons unknown).

    Those figures suggest that RIFC borrowed an additional £870k against a forecast £4m last season. The reduced borrowing may be the result of better than expected revenue from the EL run last season.  A further borrowing requirement of £3.6m was forecast for this season.

    My figures don't take account of any short term borrowing from Close or elsewhere.  However I will be interested to see how my calculations stack up against the accounts when they are published (probably in October).


    Bad Money?
    Cluster One 7th August 2019 at 07:06

    easyJambo 7th August 2019 at 00:06
    so more than enough to vote through anything they want.
    ……………….
    Could that include a nice pay rise, a renaming of ibrox, selling off some assets?
    ….

    Enough to vote through anything they want.And would i be correct in saying (and happy to be corrected)that club 72 shareholding is now so low that they now can’t call an EGM if king and co start to vote through anything they want and the fans start to not like what they (king and co) are voting through.

    ======================================

    With a controlling shareholding they are free to do what they want.

    Club 1872 now holds approx 6.4% of RIFC shares. You only need 5% to raise a motion at a GM or AGM.  It is the same threshold that the Res12 guys had to meet to get their motion on the agenda at Celtic's AGM. 


    Bad Money?
    John Clark 7th August 2019 at 09:17

    easyJambo 7th August 2019 at 00:06

    '..then they collectively control 81%, so more than enough to vote through anything they want.#

    ++++++++++++++

    I thought I had seen a reference in something from the TOP to the effect that the concert party could not use the additional shares they were allowed to obtain to increase their voting power or some such. I didn't understand it then ( couldn't really see how they could be denied the voting rights attached to the extra shares) and am probably mistaken. . Any recollection?

    ================================

    That restriction applied to the share issue in September 2018 where the Concert Party were unable to increase their overall share of the company (34.05%) until King made his offer in January. So while new shares were issued to Club 1872 and others, King Park, Letham and Taylor were restricted on how much of their loans could be converted to shares.

    That restriction was lifted following King's formal offer in January, but when the second share issue (DFE swap) was proposed, TOP agreed that it could proceed unrestricted if the shareholders other than the CP and Barry Scott, voted through a "whitewash" motion at a general meeting to waive the need for another Rule 9 offer. That motion was passed a a general meeting on 19 June. The CP was then free to convert their remaining loans and by doing so increase their percentage holdings in the company.


    Recent Comments by easyJambo

    In Whose Interests
    Bogs Dollox 14th October 2019 at 21:52

    Does anyone know how far reaching the could shoulder sanctions are?

    ==============================

    The judgement stated:

    In our opinion is Mr King an offender who is not likely to comply with the Code and whose conduct merits cold-shouldering by professional bodies regulated by the Financial Conduct Authority

    ==============================

    The judgement also relates to King individually, unless he acquires a controlling stake in the company.

    My reading of the above is that FCA regulated companies will not do business with him as an individual.  That may extend to club activities where King is the signatory or nominated person to act on the club's behalf. In those cases it may be as simple as getting someone else to act on behalf of the club.

    The net effect on King and the club will be neglibible if anything at all.

     


    In Whose Interests
    Aside from the TOP ruling, I note that "Sons of Struth" (Craig Houston) appears to have got hold of SDI's pleadings from the hearing last month.

    He has put his own spin on the contents on Facebook (as expected) but has added a number of images of pages extracted from the 69 page document.

    https://www.facebook.com/SonsOfStruth/

    or

    https://www.facebook.com/SonsOfStruth/photos/pcb.2511080289123084/2511079169123196/?type=3&theater


    In Whose Interests
    King's admission that it cost him over £1m in legal costs should be set against what he saved in not having to buy out shareholders who accepted the Code 9 offer.

    Purchasing the 18.9m shares offered by those shareholders who accepted the offer would have cost him £3.78m plus costs of the offer, so a net saving to him personally of around £3m.


    In Whose Interests
    Timtim 11th October 2019 at 11:55

    https://www.fca.org.uk/publications/corporate-documents/statement-takeover-panel-cold-shouldering-david-cunningham-king

    Oooops 

    ===============================

    Probably around two years to late and as a result will be ineffective.

    The TOP has failed to protect the interests of ALL shareholders by allowing the share issue in September 2018 to gerrymander a positive result for King when he finally made his offer in February 2019.

    The conclusions in paragraphs 84 and 85 are wrong, as the level of acceptances in the February 2019 offer makes it clear that the offer, had it been made in the time frame as originally demanded by the TOP, and before the targeted share offer the previous September, then it would have become unconditional. Those who wanted to sell were effectively prevented from doing so by King's failure to comply timeously with the Takeover Code.


    In Whose Interests
    dom16 7th October 2019 at 16:12

    EJ

    I for one would be interested in the machinations around Hearts problems. 

    My sense is that every football admin process is different to the others and Murray’s book might shed some new perspective.

    =========================

    If I can summarise in a few paragraphs, there were a range of issues at play. We had a foreign owner. That foreign owner was insolvent themselves, so their administrators were looking for the best return for their creditors and the Lithuanian legal processes were interminably slow, which had a knock on impact on the progression towards a CVA and the transfer of shares.

    Hearts administrators themselves had the more common problems of multiple groups being interested, but few having the means to deliver a bid. They weren't helped by Hibs supporters writing to the Lithuanians advising that the assets were worth more than they had been offered and a couple of previously rejected bidders going over their heads and making offers for the club directly to the Lithuanian administrators. These "offers" were never backed up by proof of funds.

    FOH itself was not without its problems in the early stages. It had been set up in 2010 (three years before administration) but, once the club's crisis deepened in 2012/13 there were, lets say, personality clashes and differences of opinion and approach between the founder directors, the fans groups representatives who had been brought on board and Supporters Direct representatives who were engaged to assist in developing a fan ownership model.  Fortunately those issues were overcome, although not without some casualties on the way. 

    A lot of the book is taken up talking about those events, communications, discussions, meetings etc.

    If you bear with me, it might be possible for us all to get a better insight on those machinations in the next week or two.