New Investment Options

[joewarkfanclub]

The club is not in need of external investment because of the actions of the Well Society ( it could be argued its not in need of external investment at all).

It is in need of investment because of the way the club has been run by the Executive Board.

The very same board who have set up the Well Society to be kept at arms length and have as little influence over decision making as possible.

Now that the new Society Board is flexing its muscles a little they dont seem to like it and are trying to force through a deal which will effectively end fan ownership.

I would suggest we need a new Executive Board who will support the new CEO in doing what they claim outside investment can achieve.

That way we keep ownership of our club, grow revenue streams and allow the Society to kick on with its proposals over how to improve membership.

[SteelmaninOZ]

24 minutes ago, bobbybingo said:

Ask not what you can do for your club - ask what your club can do for you.

 

Bobby JFK bingo 

[Kmcalpin]

2 hours ago, dennyc said:

I find it really frustrating that some people don't see, or refuse to see,  the obvious differences between the roles of the two Boards.

I quite get that Denny. The Society Board has other fish to fry at the moment, but maybe no harm in releasing a short statement to Members to reiterate 1) What the difference is and 2) Very roughly, what the soon to be released Strategy will cover and/or what it won't. This could be done in 2 paragraphs and might head off some trouble at the pass. 

[dennyc]

2 hours ago, Pepper said:

I have the fear a large section of the society membership have never really believed in fan ownership and have at best viewed it as a stop gap until something, anything, better came along. 

Given three members of the society board voted for this, coud their views be more representative of the wider membership than we want to admit?

I've had this concern from the minute the society voted to hear the proposal.

Now we have the potential of this whole thing turning in to a unmitigated disaster no matter what way the vote goes -  it should never have got this far.

 

You may have a point regards how some people regard the Society and fan ownership. But that is hardly the issue here. To focus on the Society at this time deflects greatly from the real issue. In fact that deflection is exactly what the sponsor of this proposal has orchestrated.

The only issue that needs focusing on immediately is that the Exec Board (fronted by a Chairman desperate to retire) has put forward a proposal lacking content which will immediately  yield control of the Club to a minority Shareholder. Although in time that minority will almost certainly become a majority and lead to the demise of the Well Society. 

As for the three members of the Society Board who supported the proposal, I think it is telling that not one has gone on record, despite numerous requests,  to outline why they came to that decision. Exactly what benefits they thought Mr Barmack would bring to the Club, and by association the fan base/Society. Why is that? If they have valid reasons, help me to understand. I am big enough to accept I may be missing something . In contrast to the other six Board Members, who released a statement explaining exactly why they voted against the plan and detailed the threat they believed it presented.

Historically, the Society began well and grew at a reasonable rate,  in line with the hopes of those that fought to bring it into being, and for the purpose it was created. Not perfect by all means but then what new Organisation is?

Sadly over time, through several Club Board changes and aided by influences within the Society Board itself, the Society became more and more sidelined and it's manner of operation changed dramatically and secretly. And not to the benefit of Society or fans.  Recent changes to that Society Board brought about a re-examination of the purpose and operation of the Society. That brought about increased resistance from the Club Board. A tightening and closer scrutiny of funds being passed to the Club plus a desire to be respected as the major shareholder being  prime causes of that friction. Ironically, the exact factors many detractors of the Society, including myself, wanted addressed!

And then, out of the blue,  we are faced with this urgent need for outside finance, despite assurances only a couple of months ago from our Chairman that all was fine financially....no need for panic. And suddenly it is the responsibility of the long ignored Well Society to come up with an alternative should the Barmack proposal be rejected. A proposal they were shockingly not afforded the opportunity to be part of negotiating. Despite their status.

Of course the Society needs to look at itself and seek improvement in several areas. Communication, Record keeping,Online presence being three that spring to mind. But progress has been made and without the influence of certain individuals I believe that improvement will continue and gather pace. 

But the issue before us right now is the Barmack proposal. That proposal is what we must not be distracted from looking at in detail. Despite Mr McMahon's best attempts

[Pepper]

5 minutes ago, dennyc said:

You may have a point regards how some people regard the Society and fan ownership. But that is hardly the issue here. To focus on the Society at this time deflects greatly from the real issue. In fact that deflection is exactly what the sponsor of this proposal has orchestrated.

The only issue that needs focusing on immediately is that the Exec Board (fronted by a Chairman desperate to retire) has put forward a proposal lacking content which will immediately  yield control of the Club to a minority Shareholder. Although in time that minority will almost certainly become a majority and lead to the demise of the Well Society. 

As for the three members of the Society Board who supported the proposal, I think it is telling that not one has gone on record, despite numerous requests,  to outline why they came to that decision. Exactly what benefits they thought Mr Barmack would bring to the Club, and by association the fan base/Society. Why is that? If they have valid reasons, help me to understand. I am big enough to accept I may be missing something . In contrast to the other six Board Members, who released a statement explaining exactly why they voted against the plan and detailed the threat they believed it presented.

Historically, the Society began well and grew at a reasonable rate,  in line with the hopes of those that fought to bring it into being, and for the purpose it was created. Not perfect by all means but then what new Organisation is?

Sadly over time, through several Club Board changes and aided by influences within the Society Board itself, the Society became more and more sidelined and it's manner of operation changed dramatically and secretly. And not to the benefit of Society or fans.  Recent changes to that Society Board brought about a re-examination of the purpose and operation of the Society. That brought about increased resistance from the Club Board. A tightening and closer scrutiny of funds being passed to the Club plus a desire to be respected as the major shareholder being  prime causes of that friction. Ironically, the exact factors many detractors of the Society, including myself, wanted addressed!

And then, out of the blue,  we are faced with this urgent need for outside finance, despite assurances only a couple of months ago from our Chairman that all was fine financially....no need for panic. And suddenly it is the responsibility of the long ignored Well Society to come up with an alternative should the Barmack proposal be rejected. A proposal they were not afforded to opportunity to be part of negotiating. Despite their status.

Of course the Society needs to look at itself and seek improvement in several areas. Communication, Record keeping Online presence being three that spring to mind. But progress has been made and without the influence of certain individuals I believe that improvement will gather pace. 

But the issue before us right now is the Barmack proposal. That proposal is what we must not be distracted from looking at in detail. Despite Mr McMahon's best attempts

I understand, and agree, with all of what you say. 

It almost makes me think the end game was always to get rid of the society, one way or another. 

[dennyc]

7 minutes ago, Pepper said:

 

It almost makes me think the end game was always to get rid of the society, one way or another. 

The cynic in me thinks that in trying to achieve that goal it is also the intent to access whatever monies the Society has amassed from fans. Raid the piggy bank one last time.

Reasoning

1. Insist the Society agrees to just about match the Wild Sheep funding over a number of years. An annual commitment well in excess of current annual subscriptions. End result? A reducing bank balance and eventually insufficient funds to meet commitment and/or effect a buy out.. What then?

2. Insist the Society agrees to write of a huge amount of monies owed to it by MFC. On the face of it an act of good faith by WS to improve the MFC Balance Sheet. In reality, a stripping of Society assets. Funds gone forever.

It is really so obvious. 

 

[tottenmfc]

3 minutes ago, dennyc said:

The cynic in me thinks that in trying to achieve that goal it is also the intent to access whatever monies the Society has amassed from fans. Raid the piggy bank one last time.

Reasoning

1. Insist the Society agrees to just about match the Wild Sheep funding over a number of years. An annual commitment well in excess of current annual subscriptions. End result? A reducing bank balance and eventually insufficient funds to meet commitment and/or effect a buy out.. What then?

2. Insist the Society agrees to write of a huge amount of monies owed to it by MFC. On the face of it an act of good faith by WS to improve the MFC Balance Sheet. In reality, a stripping of Society assets. Funds gone forever.

It is really so obvious. 

 

Another point I didn't mention in my earlier post.

This idea that if we see player sales of over £2m, 30% is set aside in an account that the Well Society can use towards the call option after 2 years, doesn't make a lot of sense either.

As things stand currently, if the club were to realise sales of £2m+ (not entirely far fetched at the moment), would they not then pay the WS back the loan amount in full, given it will essentially be a "rainy day" pot for the club anyway and get the loan off the balance sheet?

In that scenario, the club is better off and the WS is better positioned to deal with any of these nightmare scenarios that may happen one day (i.e. relegation / no cup run / never selling a player again). Yet the WS having access to 30% of anything over £2m in return for putting in £1.35m over 6 years and writing off half the loan is somehow being portrayed as a benefit to fans.

[steelboy]

5 hours ago, dennyc said:

The cynic in me thinks that.....

 

There's nothing cynical about seeing it like that, it's exactly what is happening.

The Well Society have roughly £1.8m in cash and money the club owes them. Funnily enough McMahon's valuation and plan results in Barmack having to put in £1.9m and the Well Society putting in....... exactly £1.8m. What a coincidence.

[dennyc]

1 hour ago, tottenmfc said:

Another point I didn't mention in my earlier post.

This idea that if we see player sales of over £2m, 30% is set aside in an account that the Well Society can use towards the call option after 2 years, doesn't make a lot of sense either.

As things stand currently, if the club were to realise sales of £2m+ (not entirely far fetched at the moment), would they not then pay the WS back the loan amount in full, given it will essentially be a "rainy day" pot for the club anyway and get the loan off the balance sheet?

In that scenario, the club is better off and the WS is better positioned to deal with any of these nightmare scenarios that may happen one day (i.e. relegation / no cup run / never selling a player again). Yet the WS having access to 30% of anything over £2m in return for putting in £1.35m over 6 years and writing off half the loan is somehow being portrayed as a benefit to fans.

If the Loan is repaid in full, or entirely written off, would the WS retain the power their Charge held over Fir Park provides? The record at Companies House states the Charge is in place due to monies owed to the Society by MFC. If no loan exists.....? The Charge was put in place following suggestions from the fan base in an attempt to protect Fir Park. in 2016 from memory, registered by A Burrows.

My understanding is that, as first charge holders, the WS has to agree to any outside funding being secured by a further mortgage over Fir Park. If our Charge is discharged does that free up a Board under Barmack's control to secure funding using Fir Park as Security? That position needs investigated, but has hardly been mentioned.

[santheman]

There's lots of different scenarios that could happen  and hardly anyone apart from on here and P&B has highlighted all the potential pitfalls.

I'm hopeful that all of the issues will be covered by the WS statement and that will filter down onto all the social media platforms and maybe then this half baked plan will get the scrutiny it deserves from a wider audience.

Someone over on P&B suggested that instead of preaching to the converted on here we should be concentrating on taking this message to FB and X where the majority of our fans seem to lurk and debunk some of the false information going the rounds.

Might not be a bad idea.

[tottenmfc]

19 minutes ago, dennyc said:

If the Loan is repaid in full, or entirely written off, would the WS retain the power their Charge held over Fir Park provides? The record at Companies House states the Charge is in place due to monies owed to the Society by MFC. If no loan exists.....? The Charge was put in place following suggestions from the fan base in an attempt to protect Fir Park. in 2016 from memory.

My understanding is that, as first charge holders, the WS has to agree to any outside funding being secured by a further mortgage over Fir Park. If our Charge is discharged does that free up a Board under Barmack's control to secure funding using Fir Park as Security? That position needs investigated, but has hardly been mentioned.

A very good point and one I wasn't actually aware of. If it is the case that any control over Fir Park is linked to the loan, then this seems even more sketchy.

There is mention of "safeguards" that "the club cannot take on any external debt" and that "no assets, ground etc, can be sold" - what isn't entirely clear is whether this is just during the 6 year term or is ongoing, but I would read it as being linked to the 6 year "locked box" period they refer to.

If these "safeguards" are just for the 6 years and the charge held by the WS no longer exists if the loan is repaid then at that point there is nothing to stop debt being taken on and a mortgage taken out on Fir Park.

[weeyin]

And to be clear, they didn't say "the ground can't be sold" - they said it was "very very unlikely" that could happen.  Which is a "very very" different kettle of fish.

[tottenmfc]

5 minutes ago, weeyin said:

And to be clear, they didn't say "the ground can't be sold" - they said it was "very very unlikely" that could happen.  Which is a "very very" different kettle of fish.

I was just quoting from the original investment update on the website.

I did wonder whether these "safeguards" they listed were actually going to be backed up with anything that is legally binding.

[weeyin]

5 minutes ago, tottenmfc said:

I was just quoting from the original investment update on the website.

I did wonder whether these "safeguards" they listed were actually going to be backed up with anything that is legally binding.

Absolutely - wasn't criticising you. Just that when they have talked about safeguards in the past, the weasel words "very very unlikely" were later used.

[dennyc]

49 minutes ago, tottenmfc said:

A very good point and one I wasn't actually aware of. If it is the case that any control over Fir Park is linked to the loan, then this seems even more sketchy.

There is mention of "safeguards" that "the club cannot take on any external debt" and that "no assets, ground etc, can be sold" - what isn't entirely clear is whether this is just during the 6 year term or is ongoing, but I would read it as being linked to the 6 year "locked box" period they refer to.

If these "safeguards" are just for the 6 years and the charge held by the WS no longer exists if the loan is repaid then at that point there is nothing to stop debt being taken on and a mortgage taken out on Fir Park.

I would like to see any agreement, whether with Barmack or someone else, state that Fir Park may not in any circumstances be used to secure external funding and that only the WS may provide funds based on a pledge involving our Stadium. If that is legally possible would need to be checked out as it might not be, or may be worked around. The best safeguard may be to ensure that a sizeable Loan remains in place under current terms as registered at Companies House. We do not need it repaid.

Folk can maybe see why I am so suspicious of the requirement to reduce the outstanding Loan. What next? An offer by the new Barmack controlled Board to repay any outstanding balance, perhaps to enable the WS to meet it's agreement to match his financial input. In effect, we hand the money straight back leaving the coffers empty and with no monies owed to the Society. 

Hopefully the independent legal advice the Society is seeking will clarify the implications of having no monies owed to the Society by MFC.

Edited to add.

There is a world of difference between ' no ground can be sold' and using that ground to secure a Loan. I agree with 'weeyin'. These folk are clever and any words they use are carefully chosen.

 

[SteelmaninOZ]

8 hours ago, weeyin said:

And to be clear, they didn't say "the ground can't be sold" - they said it was "very very unlikely" that could happen.  Which is a "very very" different kettle of fish.

Still smells off 

[wellfan]

The Well Society newsletter just dropped. The key point is as follows:

The Well Society Board remains of the view that members should vote against the proposal. We will be issuing further communications on this next week, including details of drop-in 'surgeries' we are currently planning. Next week, we will also be launching our extensive strategy for the Well Society and Motherwell Football Club, and we look forward to sharing that with you very soon.
 

[Kmcalpin]

On 6/27/2024 at 12:26 PM, dennyc said:

I find it really frustrating that some people don't see, or refuse to see,  the obvious differences between the roles of the two Boards.

The WS Board were established to grow Society Membership thus amassing funds for the use of the Club when required, to protect those funds,  to work with the Club and also independently to promote Community involvement and awareness. As majority Shareholders they should also oversee the work of the Exec Board, working harmoniously in Partnership.

The Exec Board exist to oversee ALL operations of the Football Club. Just as in every other Football Club.  They have responsibility for all aspects of the day to day running of the Organisation,  the financial wellbeing of the Club, safeguarding the future of the Club and working with various Authorities to ensure that all requirements are met. That is why the Club Board employ a CEO (of whom I have high hopes) and qualified Accountants in addition to a Football Manager and a coaching team. Working In Partnership with the Society Board who should be viewed as an asset and not a hindrance.

Distinct responsibilities. Different roles. a partnership. Essential to enable both bodies to function effectively.

I've seen this in print several times Denny from quite a few posters, and perhaps you're right. I am, or more accurately was, concerned that as the major shareholder, the Society would not get involved in the running of the club. By that I mean at a strategic, not day to day level.  In other words continue to adopt a passive "hands off" role to the strategic running of the club. There have been suggestions on here recently that the Society's, soon to be launched, strategy would solely focus on the Society itself. It would be inward looking. That did worry me.

However in tonight's email it states that "Next week, we will also be launching our extensive strategy for the Well Society and Motherwell Football Club". That encourages me no end. That gives me hope that the Society will provide more strategic direction to the club, as it should, in my view.

   

[dennyc]

2 minutes ago, Kmcalpin said:

I've seen this in print several times Denny from quite a few posters, and perhaps you're right. I am, or more accurately was, concerned that as the major shareholder, the Society would not get involved in the running of the club. By that I mean at a strategic, not day to day level.  In other words continue to adopt a passive "hands off" role to the strategic running of the club. There have been suggestions on here recently that the Society's, soon to be launched, strategy would solely focus on the Society itself. It would be inward looking. That did worry me.

However in tonight's email it states that "Next week, we will also be launching our extensive strategy for the Well Society and Motherwell Football Club". That encourages me no end. That gives me hope that the Society will provide more strategic direction to the club, as it should, in my view.

   

I believe the Boards should work in Partnership, with the Exec Board responsible for the day to day running of the Club. They are the Professionals and, in some cases, employed for that purpose. CEO as a prime example. Sadly there has been little evidence of any Partnership in recent times.

So yes, but only to a degree, the 'hands off' arrangement you outline. But far from passive which I acknowledge is your concern. The Society should and must be involved in strategic planning, driving aspects of it and so recognising their status as majority shareholders.

But the existence of the Society should not absolve the Exec Board from strategic responsibility. Or preclude them from having input as their experience and knowledge could be of great value. Working together I would hope they could come up with a far better long term proposal than we have before us at present. And one less frantically cobbled together.

As I say, a Partnership which appreciates and respects both elements, and welcomes input from both. The exact opposite of the relationship which has evolved under the current Club chairman.

[Kmcalpin]

Good post Denny. I agree 100%

[santheman]

I have high hopes for Brian Caldwell once he has the shackles of the current Executive Board removed.

I think once that happens the collaborative working arrangements that we all want might just become a reality.

[David]

2 hours ago, dennyc said:

I believe the Boards should work in Partnership, with the Exec Board responsible for the day to day running of the Club. They are the Professionals and, in some cases, employed for that purpose. CEO as a prime example. Sadly there has been little evidence of any Partnership in recent times.

For me, what is missing is accountability. The club board for too long has been unaccountable to anyone. They need to be held to account by the Well society board, and the wider membership.

 

[joewarkfanclub]

We need to get McMahon an co out the door asap.

The new Well Society Board together with a new Executive Board and the new CEO are more than capable of moving the club forward.

They might even be able to keep Barmack and his external investment proposals on board if they are allowed the ability to negotiate direct. But it will be on our terms not his.

Then we will see the colour of his money. If he stays, he may turn out to be genuine. If he bolts, then he is just another chancer who got called out.

[cambo97]

I've just seen this on the Companies House website, perhaps someone with more knowledge could say what it means:

Previously it was:

[StAndrew7]

6 hours ago, cambo97 said:

I've just seen this on the Companies House website, perhaps someone with more knowledge could say what it means:

Previously it was:

I'm not 100% sure about the technicalities of it all, but the WS doesn't own 75% or more shares of the Club, so it's not able to be a PWSC under those terms?