New Investment Options

[steelboy]

4 minutes ago, Spiderpig said:

 

It's when you  see details like that you begin to realise that the deal on offer is all about eliminating the WS and securing full control over all the club assets for Barmack, or am I being cynical?

The charge gives us some protection if we go into administration. 

In terms of stopping a future owner from selling the ground it doesn't do much because any asset stripper would have no problem borrowing the £800,000 against the millions in future sale proceeds. They would just pay back the Well Society and then sell up. 

Obviously if you can get the Well Society to forgive the loan any sale would be even more lucrative. 

[steelboy]

It's also worth saying that McMahon was misleading in saying it's impossible to sell the stadium as it costs too much to build a new one. There are other possibilities.

* Sell the stadium to an third party who leases it back to us for an annual fee. This is the Coventry scenario. 

* Sell the stadium and go on our travels renting other stadiums as Clyde and Accies have done. 

* Sell the stadium and liquidate the club. Under the current proposal this will be possible after 6 years.

Jim McMahon knows this he just doesn't care. 

[dennyc]

14 minutes ago, Spiderpig said:

The charge is a legally binding agreement which means the club board are unable to sell the ground until the loan is repayed in full, basically its a secured loan. The charge does not automatically fall the club board would need to apply to have it removed so the lawyers need to get involved.

It's when you  see details like that you begin to realise that the deal on offer is all about eliminating the WS and securing full control over all the club assets for Barmack, or am I being cynical?

So essentially some sort of debt needs to remain to secure that safeguarding Charge over Fir Park. Which was the reason we asked for it all those years ago. With no debt, how can we guarantee any new Board (as majority shareholders?) would not simply apply to have it removed? Thus exposing Fir Park to all sorts. Currently, if the Exec Board wanted to Mortgage FP to secure finance I understand the WS as 1st Charge holders would have to agree? But I'm no property lawyer.

That Charge together with the debt also ensures that the WS would be more than just ordinary creditors were the Club to fail. Otherwise it would be so much in the £ rather than full repayment. Essential to assist with any 'new' Club arising from the ashes. Worst case scenario of course but it was a consideration and a sensible move.

I was actually relieved when it was confirmed the Club owed a sizeable amount to the Society, for the very reasons above. I did wonder if the reason Les H and Jim McM moved the Society away from the original loaning agreement was a long term game looking at freeing the Charge. Credit to the new Society Board for driving a move back to the original set up.

And no, I don't believe you are being cynical at all. Either that or we both are.

 

 

 

[wellfan]

2 hours ago, bobbybingo said:

'comprehensive update' from club coming early next week.

https://www.motherwellfc.co.uk/2024/06/13/update-following-mondays-statement/

That they have to do this immediately after their press release and recommendation exposes how ridiculous their current position is. 

[Villageman]

I read and printed both that were published, first reading confirmed a NO vote and many reads since have not changed my view, However one thing niggles away at me and it may have been asked and answered but missed.

This. Board issue statement unanimously recommending acceptance. 5, McMahon, Dickie, Feeley, Lindsay and Caldwell were in favour of acceptance. At this point it is important to remember Dickie and Feeley are there as representative of the WS.

WS Board issue rejection after a 6 v 3 vote for this action. We can accept Dickie and Downie were 2 of 3, the we can take a guess at number 3.

Timing is now critical, Did the 2 WS reps attend the MFC board before or after the WS meeting to reject .That is were they aware of the view of WS board before attending MFC meeting.

May be considered a small item on the overall scheme of things but I beiieve no matter the vote result changes will have to be made and quickly.

[Kmcalpin]

2 hours ago, bobbybingo said:

'comprehensive update' from club coming early next week.

https://www.motherwellfc.co.uk/2024/06/13/update-following-mondays-statement/

Now that is good news. I quite appreciate that matters are moving at speed and so we do need regular, if not frequent, updates. I've no idea whatever, what this update will address but I do hope that the Society, as the major shareholder, is onside with it. Have lessons been learned?  

[wellgirl]

17 minutes ago, Villageman said:

I read and printed both that were published, first reading confirmed a NO vote and many reads since have not changed my view, However one thing niggles away at me and it may have been asked and answered but missed.

This. Board issue statement unanimously recommending acceptance. 5, McMahon, Dickie, Feeley, Lindsay and Caldwell were in favour of acceptance. At this point it is important to remember Dickie and Feeley are there as representative of the WS.

WS Board issue rejection after a 6 v 3 vote for this action. We can accept Dickie and Downie were 2 of 3, the we can take a guess at number 3.

Timing is now critical, Did the 2 WS reps attend the MFC board before or after the WS meeting to reject .That is were they aware of the view of WS board before attending MFC meeting.That 

May be considered a small item on the overall scheme of things but I beiieve no matter the vote result changes will have to be made and quickly.

How were they there as representatives of the well society if they are both on the MFC board and the board of the society? They were surely voting as members of the MFC board and not in their capacity as well society board members.

I agree that there are things that do need clarification but how do we know that they went into that vote to represent the position of the other members of the society board? They didn't because they voted in favour of the deal. 

[David]

7 minutes ago, wellgirl said:

How were they there as representatives of the well society if they are both on the MFC board and the board of the society? They were surely voting as members of the MFC board and not in their capacity as well society board members.

Were they voting as members of the club board though? If they are both on the club board independent of their positioning with the Well Society, then who are the representatives of the society filling the allocated society seats on the club board?

[steelboy]

The only update we need is Jim McMahon's resignation and Caldwell and Lindsay explaining why they have undervalued the club so severely.

[wellgirl]

3 minutes ago, David said:

Were they voting as members of the club board though? If they are both on the club board independent of their positioning with the Well Society, then who are the representatives of the society filling the allocated society seats on the club board?

Feely and Dickie are both listed on the MFC website as directors and I assume (and this is just an assumption) that they were MFC directors before they were voted in as well society board members. 

I don't know who on the well society apart from them if anyone has a seat on the club board (but I'm sure someone will know better than me). 

[David]

3 minutes ago, wellgirl said:

Feely and Dickie are both listed on the MFC website as directors and I assume (and this is just an assumption) that they were MFC directors before they were voted in as well society board members. 

From what I can see:

"The Well Society has two representatives on the board, Douglas Dickie and Tom Feely, while club chief executive Brian Caldwell and finance director David Lindsay both joined the board in recent weeks."

That would tell me that they're there as representatives of the Society, and as such, they should be putting forward the views of the Society board to the Executive Board of the club, not voting in accordance with their own personal viewpoints.

[Villageman]

6 minutes ago, wellgirl said:

How were they there as representatives of the well society if they are both on the MFC board and the board of the society? They were surely voting as members of the MFC board and not in their capacity as well society board members.

I agree that there are things that do need clarification but how do we know that they went into that vote to represent the position of the other members of the society board? They didn't because they voted in favour of the deal. 

For 71% share owning of the Club the WS have two representatives on the MFC board.  It is clearly wrong for any representative to vote against the wishes of the organisation who put them there. That is: Were they aware of the WS rejection before the MFC meeting and statement  

[wellgirl]

2 minutes ago, David said:

From what I can see:

"The Well Society has two representatives on the board, Douglas Dickie and Tom Feely, while club chief executive Brian Caldwell and finance director David Lindsay both joined the board in recent weeks."

That would tell me that they're there as representatives of the Society, and as such, they should be putting forward the views of the Society board to the Executive Board of the club, not voting in accordance with their own personal viewpoints.

Ah ok 

[David]

2 minutes ago, Villageman said:

Were they aware of the WS rejection before the MFC meeting and statement  

Even if they were not aware of the Well Society rejection of the proposal, I'd fully expect them to refrain from voting on the matter at Executive Board level until the Society had the chance to reach a verdict. Without that verdict, they had no mandate to vote on the matter whatsoever. 

And if the club decided to press on with their executive vote without consulting with the majority shareholder then that is a really bad look.

[Villageman]

Yes it increasingly looks like the tail has been wagging the dog for some time. And post NO vote that has to change, 

[dennyc]

16 minutes ago, Kmcalpin said:

Now that is good news. I quite appreciate that matters are moving at speed and so we do need regular, if not frequent, updates. I've no idea whatever, what this update will address but I do hope that the Society, as the major shareholder, is onside with it. Have lessons been learned?  

I hope this update will include the up to date financial position which I believe was used as one of the main reasons for the low value placed on the Club. If it does not, then it should do as the Financial Secretary openly introduced that factor without actually quoting figures. So, on the grounds of being open and above board the current situation should be no secret. I'm pretty sure the potential investor will have seen those figures. If not, he is not as astute as made out.  It is all covered on previous chat either on here or on P&B if anybody wants to check.

I'm far from convinced that the Society will have had much input to the update. Hopefully I'm wrong in that though.

 

[steelboy]

6 minutes ago, dennyc said:

 

I'm far from convinced that the Society will have had much input to the update. Hopefully I'm wrong in that though.

 

Aye it'll definitely be Jim McMahon trying to salvage his position.

We'll see if he has the balls to say what he really thinks about the Society. 

[dennyc]

27 minutes ago, David said:

From what I can see:

"The Well Society has two representatives on the board, Douglas Dickie and Tom Feely, while club chief executive Brian Caldwell and finance director David Lindsay both joined the board in recent weeks."

That would tell me that they're there as representatives of the Society, and as such, they should be putting forward the views of the Society board to the Executive Board of the club, not voting in accordance with their own personal viewpoints.

I'm not convinced they even voted in accordance with their own personal viewpoints. Were either on the MFC Board prior to being placed on the Society Board?  In which case one or both might just have elected to vote with their original buddies to whom loyalties still lay. Might explain why neither has outlined their reasons for ignoring the views of the Society when it came to that vote. Just a gut feeling on my part though. But I was not surprised at how Dickie in particular voted.

In hindsight two existing Society Board members should have joined the Exec Board with two of their existing  Members joining the Society Board. Two voices on each Board providing the thoughts of the other Board. Might still have been a 5-2 Exec Board in favour but at least the Society stance would have been recorded for all to see. Similarly I would have understood the 2 Exec Reps voting 'No' in a Society Board vote.

Apologies if that does not make too much sense. I know what I mean, but explaining it is a challenge. Somebody else will likely put it more simply.

 

 

[StAndrew7]

1 hour ago, Kmcalpin said:

Now that is good news. I quite appreciate that matters are moving at speed and so we do need regular, if not frequent, updates. I've no idea whatever, what this update will address but I do hope that the Society, as the major shareholder, is onside with it. Have lessons been learned?  

We're what, not even 6 months on from the Chairman and ex-CEO having to clarify if our manager had a contract beyond last month or not? I would argue that lessons haven't and will continue to not be learned by the Chairman and some members of the Executive Board based on this whole debacle.

Who on earth thought announcing a deal as important as this one should be done with such a God-awful statement, structured appallingly and essentially written to try and pull the (wild sheep's) wool over our eyes?

I am very much looking forward to the statement and what it says, although I doubt it will say much of anything (perhaps naively @steelboy?👀😂), but I'm sure it will if Barmack's position has changed and as steelboy has already mentioned, to see if our outgoing Chairman is willing to say what he really thinks of the WS and the club's future.

This is particularly pertinent because  he said at the AGM that his preference is for the WS to succeed and the club not to need any external investment... How can it possibly do that under these ridiculous terms?!

My one comment to back up what others have said throughout today is that this all feels very business like; the first offer is shite and was always going to be rejected... Erik tweaks it to retain 51% for the Society and then that appeases enough people to get it through, because it's a big headline change. This all happens when the basis of the value of the offer is still absolute shite, but is brushed past by enough people because "yay, fan ownership!" etc.

Oh and the statement will absolutely mention Liam Kelly earning his fourth Scotland-bench arse splinter tomorrow night.

[wunderwell]

2 hours ago, wellfan said:

That they have to do this immediately after their press release and recommendation exposes how ridiculous their current position is. 

Absolutely. It feels like Liz Truss has taken over the club.

[wunderwell]

If someone has a bit of time it would be really interesting to look at the memorandums and articles of the club.
That should unlock the power of the shareholders (WS) and what they can do from this to change/appoint a board.
 

[wunderwell]

I'm still interested in Barmack.

But negotiating with a newly appointed board.  I expect McMahon to resign very soon.

[wellgirl]

7 minutes ago, dennyc said:

I'm not convinced they even voted in accordance with their own personal viewpoints. Were either on the MFC Board prior to being placed on the Society Board?  In which case one or both might just have elected to vote with their original buddies to whom loyalties still lay. Might explain why neither has outlined their reasons for ignoring the views of the Society when it came to that vote. Just a gut feeling on my part though. But I was not surprised at how Dickie in particular voted.

In hindsight two existing Society Board members should have joined the Exec Board with two of their existing  Members joining the Society Board. Two voices on each Board providing the thoughts of the other Board. Might still have been a 5-2 Exec Board in favour but at least the Society stance would have been recorded for all to see. Similarly I would have understood the 2 Exec Reps voting 'No' in a Society Board vote.

Apologies if that does not make too much sense. I know what I mean, but explaining it is a challenge. Somebody else will likely put it more simply.

 

 

All I can see online is that Dickie has been on the board since 2016 and Co chair of the well society board since 2016 as well. And Tom Feely is also Co chair of the well society board. 

I was also wondering if Dickie was on the MFC board first or if he was on the MFC board because he was Co chair of the well society board. 

[dennyc]

7 minutes ago, wellgirl said:

All I can see online is that Dickie has been on the board since 2016 and Co chair of the well society board since 2016 as well. And Tom Feely is also Co chair of the well society board. 

I was also wondering if Dickie was on the MFC board first or if he was on the MFC board because he was Co chair of the well society board. 

Cheers.  I was thinking that loyalties might lie with whichever Board they were appointed to in the first instance. Trying to find a reason for them going against the majority view of the Society Board when voting on the Exec Board. Also trying to convince myself they might not just do what the Club Chairman dictates. 

Alternatively they might be privy to information that has not been made public.

Hopefully all becomes clear soon. The Club update perhaps.

[wellgirl]

Just now, dennyc said:

Cheers.  I was thinking that loyalties might lie with whichever Board they were appointed to in the first instance. Trying to find a reason for them going against the majority view of the Society Board when voting on the Exec Board. Also trying to convince myself they might not just do what the Club Chairman dictates. 

Alternatively they might be privy to information that has not been made public.

Hopefully all becomes clear soon. The Club update perhaps.

It looks like the people who are Co chairs of the well society board get the positions on the MFC board.

But - there's nothing online that I can see that explains that either - if that is the case. All it says online is that they are both MFC directors and Co chairs of the well society board. 

What was confusing me is that both Feely and Dickie are MFC directors - which did make me think they must have been voting in their capacity as MFC board members - but it looks not. 

In regards to Dickie. He's been involved with the Well Society since 2016 and Feely has been involved a similar amount of time I believe.