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View Full Version : Ron pays £3.5 million for 22.650 million shares



FilipinoHibs
06-07-2019, 05:37 AM
Companies house filing today shows that Ron paid £3.5 million in two separate transactions for a total of 22.650 million new shares.
7.8m at 16p a share and 14.84m at 15.25p a share.
The former is likely to be a cash injection. The latter likely to pay off Farmer's mortgage.

Together with HFC's share (approx 61 million) he holds just under 67% of the new 125 million shares.

If he paid 4p a share for the 61m shares the total investment would be around £6 million, the figure widely quoted.


https://beta.companieshouse.gov.uk/company/SC005323/filing-history

cocteautwin
06-07-2019, 06:36 AM
It’s good to get some clarity on the actual transaction. The capital injection clears off the STF loan and leaves us debt free with spare cash


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FilipinoHibs
06-07-2019, 06:40 AM
It’s good to get some clarity on the actual transaction. The capital injection clears off the STF loan and leaves us debt free with spare cash


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Yes great news. We really own all the stadium and facilities now plus £1.25 million plus the £500k saving from the mortgage payments for six years. Feel much happier about things now.

cocteautwin
06-07-2019, 07:01 AM
What’s the transaction at the holding company though? How is Bydand Sports LLC financed? I wonder if they’ve taken out a loan out to finance the injection in to Hibs and then secured that loan with a charge over the assets of Hibs?


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BSEJVT
06-07-2019, 07:14 AM
What’s the transaction at the holding company though? How is Bydand Sports LLC financed? I wonder if they’ve taken out a loan out to finance the injection in to Hibs and then secured that loan with a charge over the assets of Hibs?


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Not a chance that Farmer & Petrie would have permitted this.

It would have cut straight across everything they have worked for in last 10 years.

As part of due diligence, they would have ensured that purchaser had means available to complete the transaction without recourse to any borrowing loaded on the club.

Of that I am absolutely 100% certain

Todi114
06-07-2019, 07:19 AM
Due diligence
The difference between Hibs and any other club is their owners didn’t need to sell
i’m sure sir Tom and Rod Petrie will have made sure Ron had enough money to help Hibs prosper in the future

Tyler Durden
06-07-2019, 07:22 AM
Not a chance that Farmer & Petrie would have permitted this.

It would have cut straight across everything they have worked for in last 10 years.

As part of due diligence, they would have ensured that purchaser had means available to complete the transaction without recourse to any borrowing loaded on the club.

Of that I am absolutely 100% certain

I agree and when you look at Gordon’s background and his source of wealth, he ticks all the boxes.

FilipinoHibs
06-07-2019, 07:22 AM
Not a chance that Farmer & Petrie would have permitted this.

It would have cut straight across everything they have worked for in last 10 years.

As part of due diligence, they would have ensured that purchaser had means available to complete the transaction without recourse to any borrowing loaded on the club.

Of that I am absolutely 100% certain

Yes agree and the returns even over 5 years would not be good enough to pay off the loan. In this new credit climate post 2007, no bank would make such a loan

Pedantic_Hibee
06-07-2019, 07:23 AM
So let me try and get my head around this.

He’s injected £1.25m into the club and separate to this, we are also £3m better off over the next six years due to the 500k loan being paid up?

FilipinoHibs
06-07-2019, 07:28 AM
So let me try and get my head around this.

He’s injected £1.25m into the club and separate to this, we are also £3m better off over the next six years due to the 500k loan being paid up?

That is it. We own all the assets if the club. And over 6 years start £3m plus £1.25m better off. Money may be used for indoor training facility and build the academy. Those are Ron's priorities.

Pedantic_Hibee
06-07-2019, 07:34 AM
That is it. We own all the assets if the club. And over 6 years start £3m plus £1.25m better off. Money may be used for indoor training facility and build the academy. Those are Ron's priorities.

And in one fell post, a big Kickback bubble has burst.

Hard lines, paupers. Keep propping your club up to stay afloat 🕺🏼

James Stephen
06-07-2019, 07:35 AM
Nice one Sing Hibs, thanks for posting!

FilipinoHibs
06-07-2019, 07:38 AM
Nice one Sing Hibs, thanks for posting!

Thanks that will shut up the Jambos up and the flat earth Hibs moaners.

Also have to thank Tom Farmer as he has written off a considerable amount of the £9 million he loaned us to pay off the Bank of Scotland - nearly £4 million or about twice as much FOH are in hock to Budge.

Jack
06-07-2019, 07:39 AM
What’s the transaction at the holding company though? How is Bydand Sports LLC financed? I wonder if they’ve taken out a loan out to finance the injection in to Hibs and then secured that loan with a charge over the assets of Hibs?


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According to fan director Power on the Bounce ...

How has that been funded? Eg. Personal wealth, other investors (who?)
Bydand Sports LLC has been set up by Ron (Personal Wealth) to complete the share transfer and ownership. It’s a nod to all his other Bydand Limited Liability companies and his Scottish roots.

HH81
06-07-2019, 07:40 AM
Good news time to push on now.

Caversham Green
06-07-2019, 07:44 AM
What’s the transaction at the holding company though? How is Bydand Sports LLC financed? I wonder if they’ve taken out a loan out to finance the injection in to Hibs and then secured that loan with a charge over the assets of Hibs?


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Not on the basis of currently available information. The only new security is between the club and Bydand - and will only be relevant to potential debts between those two companies. How Bydand have financed the deal is their problem. I suspect though, that Ron had a fair amount in the bank from the sale of his businesses and it was all or mostly done in cash.

Just one correction to the OP - the first tranche of shares was 16p per share rather than 15p. I also think his shareholding is slightly over 67% rather than slightly under - did the sums yesterday but didn't save them, so I might be wrong there (although that's how Rod put it at the press conference).

greenginger
06-07-2019, 08:01 AM
I did a tally up of the Nominee/Investment Co. share holder holdings from the last Company statement .

Assuming the last two share registrations in June were HSL , the HSL and other small share holders total at 23.38 % of the 125 million shares now issued.

The large nominees holdings amount to 9.5 %

Perhaps HSL should be targeting some of these Nominees with offers to buy their holdings ?

FilipinoHibs
06-07-2019, 08:04 AM
Not on the basis of currently available information. The only new security is between the club and Bydand - and will only be relevant to potential debts between those two companies. How Bydand have financed the deal is their problem. I suspect though, that Ron had a fair amount in the bank from the sale of his businesses and it was all or mostly done in cash.

Just one correction to the OP - the first tranche of shares was 16p per share rather than 15p. I also think his shareholding is slightly over 67% rather than slightly under - did the sums yesterday but didn't save them, so I might be wrong there (although that's how Rod put it at the press conference).
Yes 16p. Have corrected thanks. Valuation I worked out was on 16p. I calculated nearly 67% but used 61m as HFC shares but think shares a little higher so probably just over 67%. $8 dollars is around 10% of what he got for selling his companies so think he has funded from his own capital. Think any further investment will be through loans from him as 10% the limit of his own capital that he will want to put up.

green day
06-07-2019, 08:14 AM
So let me try and get my head around this.

He’s injected £1.25m into the club and separate to this, we are also £3m better off over the next six years due to the 500k loan being paid up?


That is it. We own all the assets if the club. And over 6 years start £3m plus £1.25m better off. Money may be used for indoor training facility and build the academy. Those are Ron's priorities.

Thanks for the clarity, all sounds good - I wonder how the Simon Pias and David Lows of this world will be able to spin this in a negative way :greengrin

FilipinoHibs
06-07-2019, 08:31 AM
Thanks for the clarity, all sounds good - I wonder how the Simon Pias and David Lows of this world will be able to spin this in a negative way :greengrin

"Ron has borrowed the money from future season ticket sales and intends to sell ER to developers in a month's time. Hibs will then move to play home games at Spartans. Ron must go. Save ER".

RyeSloan
06-07-2019, 09:01 AM
Companies house filing today shows that Ron paid £3.5 million in two separate transactions for a total of 22.650 million new shares.
7.8m at 16p a share and 14.84m at 15.25p a share.
The former is likely to be a cash injection. The latter likely to pay off Farmer's mortgage.

Together with HFC's share (approx 61 million) he holds just under 67% of the new 125 million shares.

If he paid 4p a share for the 61m shares the total investment would be around £6 million, the figure widely quoted.


https://beta.companieshouse.gov.uk/company/SC005323/filing-history




Is it worth speculating then that shares in Hibs are worth approx 16p a share (and the club therefore £20m with the new total of shares issued) and that HSL have been getting them for 4p and Farmer sold his holding for approx a quarter of their ‘true’ value?

Basically I’m curious where the 16p came from, unless of course it’s just a figure that was agreed upon to limit dilution to existing shareholders?

Keith_M
06-07-2019, 09:05 AM
Yes great news. We really own all the stadium and facilities now plus £1.25 million plus the £500k saving from the mortgage payments for six years. Feel much happier about things now.


:aok:


I have some concerns about our new owner, probably the same as most Hibbies, as I know nothing about the guy and only he knows what his plans are for the club. We'll just have to see how it all turns out, I suppose.

Baldy Foghorn
06-07-2019, 09:06 AM
I want to know, a) why a new company has been set up, b) how has Ron acquired 66% of share holding.

Communication is key, as at the moment it looks murky to me......

Keith_M
06-07-2019, 09:10 AM
I want to know, a) why a new company has been set up, b) how has Ron acquired 66% of share holding.

Communication is key, as at the moment it looks murky to me......


STF and Rod owned their shares in Hibs in the same manner, through a jointly owned limited company. It appears Gordon has done the same.

STF and Rod's company owned 66% of existing shares. Gordon has bought that from them, so owns the same percentage.

FilipinoHibs
06-07-2019, 09:11 AM
Is it worth speculating then that shares in Hibs are worth approx 16p a share (and the club therefore £20m with the new total of shares issued) and that HSL have been getting them for 4p and Farmer sold his holding for approx a quarter of their ‘true’ value?

Basically I’m curious where the 16p came from, unless of course it’s just a figure that was agreed upon to limit dilution to existing shareholders?

I think the 16p and 15.25p came from wanting to give Ron control but well short of 75% of shares to avoid a full takeover and the discounted price that Farmer was willing to accept for the loan he gave Hibs to clear the £9 million Bank of Scotland debt and inject some fresh capital. Allowing for the fact that the existing shares would be sold at 4p a share

Baldy Foghorn
06-07-2019, 09:13 AM
STF and Rod owned their shares in Hibs in the same manner, though a jointly owned limited company. It appears Gordon has done the same.

STF and Rod's company owned 66% of existing shares. Gordon has bought that from them, so owns the same percentage.


I thought the fans owned just short of 40%.

FilipinoHibs
06-07-2019, 09:18 AM
STF and Rod owned their shares in Hibs in the same manner, through a jointly owned limited company. It appears Gordon has done the same.

STF and Rod's company owned 66% of existing shares. Gordon has bought that from them, so owns the same percentage.

They owned 59% and 22.650 million shares were issued to inject capital and pay off the mortgage. This took Ron's holding to 67% on the expanded shares.

son of haggart
06-07-2019, 09:18 AM
I thought the fans owned just short of 40%.

If they are new shares then presumably they dilute the percentage of total that HSL holds

Keith_M
06-07-2019, 09:19 AM
They owned 59% and 22.650 million shares were issued to inject capital and pay off the mortgage. This took Ron's holding to 67% on the expanded shares.


That makes sense, cheers.

FilipinoHibs
06-07-2019, 09:20 AM
If they are new shares then presumably they dilute the percentage of total that HSL holds

Yes that is correct. Prior to issuance of the new shares and the takeover Non HFC held 41% now fallen to just under 33%.

Baldy Foghorn
06-07-2019, 09:33 AM
If they are new shares then presumably they dilute the percentage of total that HSL holds

That's what concerns me SOH

The_Horde
06-07-2019, 09:39 AM
That's what concerns me SOH

Why?

If HSL was successful we probably wouldn't have needed a new owner. But it's been mismanaged and they absolutely cannot complain that our board decided to look elsewhere for funding.

EI255
06-07-2019, 09:46 AM
Yes great news. We really own all the stadium and facilities now plus £1.25 million plus the £500k saving from the mortgage payments for six years. Feel much happier about things now.


Will be a real boost now come singing new players.....the budget has just shot up :agree:

jacomo
06-07-2019, 09:47 AM
"Ron has borrowed the money from future season ticket sales and intends to sell ER to developers in a month's time. Hibs will then move to play home games at Spartans. Ron must go. Save ER".


Funnily enough, this sounds exactly like David Low’s plan... although he seemed to be under the delusion that STF himself would lend him the money to do this.

Keith_M
06-07-2019, 09:47 AM
Why?

If HSL was successful we probably wouldn't have needed a new owner. But it's been mismanaged and they absolutely cannot complain that our board decided to look elsewhere for funding.


It hasn't really taken off in the way they hoped. The idea of issuing new shares was partly to increase funding for the squad, but it's not really happening.

If this means the Fans can no longer own 51% of shares in the future, then that would be disappointing, but there just doesn't seem to be enough interest in achieving that goal.

jacomo
06-07-2019, 09:49 AM
Companies house filing today shows that Ron paid £3.5 million in two separate transactions for a total of 22.650 million new shares.
7.8m at 16p a share and 14.84m at 15.25p a share.
The former is likely to be a cash injection. The latter likely to pay off Farmer's mortgage.

Together with HFC's share (approx 61 million) he holds just under 67% of the new 125 million shares.

If he paid 4p a share for the 61m shares the total investment would be around £6 million, the figure widely quoted.


https://beta.companieshouse.gov.uk/company/SC005323/filing-history






:aok:

Thanks for info.

TheMrSandiego
06-07-2019, 09:50 AM
And in one fell post, a big Kickback bubble has burst.

Hard lines, paupers. Keep propping your club up to stay afloat 🕺🏼

Its great to get clarity on the deal and companys house info posted by SH does just that. I really hope however that HSL continue to work with Ron and provide a tidy cash injection of their own to the first team squad.

Call it propping up or whatever, but the extra cash FOH are raising for them will continue to give an advantage. We as a fan base shouldnt think that now we are debt free we can sit back and collect trophies and 3rd place finishes. This is the ideal time now to really push HSL as an extra funding tool for Hecky and the first team.

CloudSquall
06-07-2019, 09:54 AM
Is it 25.1% required to block any asset sell off etc?

I'd be happy enough if HSL got to that.

Baldy Foghorn
06-07-2019, 09:55 AM
Why?

If HSL was successful we probably wouldn't have needed a new owner. But it's been mismanaged and they absolutely cannot complain that our board decided to look elsewhere for funding.

The fact the share holding has been diluted, when people have been donating in good faith. It's not exactly fair is it?

Baldy Foghorn
06-07-2019, 10:04 AM
Did HSL know this in advance, LD and SD on both boards?

Monts
06-07-2019, 10:08 AM
The fact the share holding has been diluted, when people have been donating in good faith. It's not exactly fair is it?

It's not really any different to what happens to existing shareholders any time HSL buy shares is it?

Baldy Foghorn
06-07-2019, 10:09 AM
It's not really any different to what happens to existing shareholders any time HSL buy shares is it?

It kind of is Bernz, HSL were buying from STF. We together as fans had nearly 40%

LeithMike
06-07-2019, 10:10 AM
The fact the share holding has been diluted, when people have been donating in good faith. It's not exactly fair is it?It looks to me (with no inside knowledge) that the sale had been done in good faith and with clear advantages to the club.

However, this is a fair question. Do we know if Hibs have disapplied pre-emption rights on allotment of new shares? If so, then is there a legitimate concern that even if HSL get to 25% shares that that shareholding could be further diluted without their consent by a further allotment?

I think HSL need time to work out their position but I think contributors need to know whether the purchase of shares is going to be any protection at all if the shareholding can be diluted.

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Monts
06-07-2019, 10:11 AM
It kind of is Bernz, HSL were buying from STF. We together as fans had nearly 40%

I don't think that's right. Happy to be corrected though. Were HSL not buying new shares?

Baldy Foghorn
06-07-2019, 10:12 AM
It looks to me (with no inside knowledge) that the sale had been done in good faith and with clear advantages to the club.

However, this is a fair question. Do we know if Hibs have disapplied pre-emption rights on allotment of new shares? If so, then is there a legitimate concern that even if HSL get to 25% shares that that shareholding could be further diluted without their consent by a further allotment?

I think HSL need time to work out their position but I think contributors need to know whether the purchase of shares is going to be any protection at all if the shareholding can be diluted.

Sent from my SM-N960F using Tapatalk

Good post.

Baldy Foghorn
06-07-2019, 10:12 AM
I don't think that's right. Happy to be corrected though. Were HSL not buying new shares?

I'm confused now:greengrin

FilipinoHibs
06-07-2019, 10:18 AM
I'm confused now:greengrin

Whenever HSL bought new shares they were newly issued and diluted everybody elses holdings. Think Ron wants HSL and other fans onside so won't be going for full takeover. Fits with his community approach but still let's him pull the strings.

Since452
06-07-2019, 10:19 AM
Have we learned anything that Hibs haven't already said? Some folk have gone from A to Z to get to B

Gloucester Hibs
06-07-2019, 10:19 AM
Is it 25.1% required to block any asset sell off etc?

I'd be happy enough if HSL got to that.

Me too and I’m hoping they come out and state that is now the revised target.

Pagan Hibernia
06-07-2019, 10:19 AM
Yes that is correct. Prior to issuance of the new shares and the takeover Non HFC held 41% now fallen to just under 33%.

Sigh.

Baldy Foghorn
06-07-2019, 10:20 AM
Whenever HSL bought new shares they were newly issued and diluted everybody elses holdings. Think Ron wants HSL and other fans onside so won't be going for full takeover. Fits with his community approach but still let's him pull the strings.

So did we own nearly 40% SH?

HibbySpurs
06-07-2019, 10:22 AM
Thanks for posting this singhibs, provides a bit of clarity.

brog
06-07-2019, 10:24 AM
Did HSL know this in advance, LD and SD on both boards?

I previously asked the same question & was told that a tweet on the subject had been forwarded by an HSL rep. The assumption was therefore that HSL, or at least a rep of HSL knew in advance.

Pagan Hibernia
06-07-2019, 10:28 AM
Why?

If HSL was successful we probably wouldn't have needed a new owner. But it's been mismanaged and they absolutely cannot complain that our board decided to look elsewhere for funding.

What about the thousands of Hibs fans who have paid in to the scheme in the good faith and belief that they were working with the club to get that blocking stake of 25.1% to safeguard its future. That’s how it was sold to us in the first place, and how it has been marketed ever since. Have they no right to feel slightly aggrieved that the club has suddenly swept the rug from under them when they were edging closer and closer to their goal?

I was, and still am, excited by Gordon, his investment and his plans for the club. But if it turns out that HSLs shareholding has been diluted then that’s not really good news to me.

Baldy Foghorn
06-07-2019, 10:34 AM
What about the thousands of Hibs fans who have paid in to the scheme in the good faith and belief that they were working with the club to get that blocking stake of 25.1% to safeguard its future. That’s how it was sold to us in the first place, and how it has been marketed ever since. Have they no right to feel slightly aggrieved that the club has suddenly swept the rug from under them when they were edging closer and closer to their goal?

I was, and still am, excited by Gordon, his investment and his plans for the club. But if it turns out that HSLs shareholding has been diluted then that’s not really good news to me.

In a nutshell:aok:

Hibbyradge
06-07-2019, 10:34 AM
What about the thousands of Hibs fans who have paid in to the scheme in the good faith and belief that they were working with the club to get that blocking stake of 25.1% to safeguard its future. That’s how it was sold to us in the first place, and how it has been marketed ever since. Have they no right to feel slightly aggrieved that the club has suddenly swept the rug from under them when they were edging closer and closer to their goal?

I was, and still am, excited by Gordon, his investment and his plans for the club. But if it turns out that HSLs shareholding has been diluted then that’s not really good news to me.

Let's be clear, "the club" hasn't done anything.

The owner, who's health is deteriorating, has sold the club, as he's entitled to do.

The position of HSL isn't clear yet.

Baldy Foghorn
06-07-2019, 10:35 AM
I previously asked the same question & was told that a tweet on the subject had been forwarded by an HSL rep. The assumption was therefore that HSL, or at least a rep of HSL knew in advance.

Cheers Brog. Something not right here

Baldy Foghorn
06-07-2019, 10:37 AM
HSL have been marketing the shares via regular communications. Why nothing on this topic?

MyJo
06-07-2019, 10:46 AM
What about the thousands of Hibs fans who have paid in to the scheme in the good faith and belief that they were working with the club to get that blocking stake of 25.1% to safeguard its future. That’s how it was sold to us in the first place, and how it has been marketed ever since. Have they no right to feel slightly aggrieved that the club has suddenly swept the rug from under them when they were edging closer and closer to their goal?

I was, and still am, excited by Gordon, his investment and his plans for the club. But if it turns out that HSLs shareholding has been diluted then that’s not really good news to me.

The same thing happened when HSL bought their shares too.

We’ve had four years to get enough money into HSL to get us to the place where HSL held over 25%, had a representative on the board and could, without relying on other individual shareholders, prevent a majority shareholder from doing anything untoward with the club. It hasn’t happened and we couldn’t expect STF to keep turning down offers until it did.

It looks to me as if the additional 8% that had been earmarked for purchase by HSL that would have got them up to a 26% holding have been purchased by Bydand along with the existing shares held by HFC holdings.

This has brought Bydand’s holdings up to 67%. And the seven figure cash injection is the purchasing of these shares.

We have to hope that there has been some agreement made in the deal or that Ron is open to HSL continuing to buy shares until they reach 26%, be that buying the shares back from Bydand or as part of a new share issue.

FilipinoHibs
06-07-2019, 10:46 AM
So did we own nearly 40% SH?

There are other shareholders outside HSL but individuals owned 41%.

Capt Mainwaring
06-07-2019, 10:48 AM
HSL have been marketing the shares via regular communications. Why nothing on this topic?

They have made a statement that they are now speaking with RG and will provide an update after that.

brog
06-07-2019, 10:50 AM
Companies house filing today shows that Ron paid £3.5 million in two separate transactions for a total of 22.650 million new shares.
7.8m at 16p a share and 14.84m at 15.25p a share.
The former is likely to be a cash injection. The latter likely to pay off Farmer's mortgage.

Together with HFC's share (approx 61 million) he holds just under 67% of the new 125 million shares.

If he paid 4p a share for the 61m shares the total investment would be around £6 million, the figure widely quoted.


https://beta.companieshouse.gov.uk/company/SC005323/filing-history




Thanks for this, I'm having some problems with the maths though. Last figures I had, (our a/c's) at 30/6/18 showed HFC owning 62.7% of our club with RP 6.3% & STF 56.4%. At 6/18 HSL held just over 15% of the shares & individuals a further 22%. I believe HFC's ownership was further diluted to about 60% by further share issues in the current financial year. So, some easy maths, 61m shares owned/sold by HFC =60% of Hibs. In that case how can 22.65m new shares = only 7%? Apologies if I'm missing something.

Baldy Foghorn
06-07-2019, 10:56 AM
They have made a statement that they are now speaking with RG and will provide an update after that.

Think it needs clarified pronto Capt. Is HSL no longer viable, or is it now more important for us to invest?

Arch Stanton
06-07-2019, 10:58 AM
So did we own nearly 40% SH?

Is that not a shifting target? Would it mean 40% of the shares currently issued or 40% of the final number of shares after the share issue is compete?

BTW I don't know the answer to that, and have just confused myself by asking it! :greengrin

FilipinoHibs
06-07-2019, 10:59 AM
Thanks for this, I'm having some problems with the maths though. Last figures I had, (our a/c's) at 30/6/18 showed HFC owning 62.7% of our club with RP 6.3% & STF 56.4%. At 6/18 HSL held just over 15% of the shares & individuals a further 22%. I believe HFC's ownership was further diluted to about 60% by further share issues in the current financial year. So, some easy maths, 61m shares owned/sold by HFC =60% of Hibs. In that case how can 22.65m new shares = only 7%? Apologies if I'm missing something.

There were 102.35 m shares prior to the issue. 22.65m have been issue to Ron. Total new shares. Now 125m. HFC had approx 61m or 59.6% of old shares. Ron has bought these off HFC and now has 83.65m or 66.9% of new total of 125m. Non HFC held held 41.35 m of old shares or just over 40%. Now is 41.35/125 or 33%.

Arch Stanton
06-07-2019, 11:00 AM
Think it needs clarified pronto Capt. Is HSL no longer viable, or is it now more important for us to invest?

On the other hand HSL will always be viable in terms of helping to fund the team, which is my priority, not investing.

matty_f
06-07-2019, 11:02 AM
HSL have been marketing the shares via regular communications. Why nothing on this topic?

They put out a statement as soon as the takeover was announced saying they couldn’t answer any questions until they spoken with the new owner.

hibee_nation
06-07-2019, 11:11 AM
Is there a way to donate my original shares from duff era to HSL. I never make agm anyway this way i know they will be counted as from someone who will always have Hibs interests at heart whatever happens in the future.

marinello59
06-07-2019, 11:12 AM
On the other hand HSL will always be viable in terms of helping to fund the team, which is my priority, not investing.

It was set up as a vehicle for fans to own 51% of the club. That became impossible for HSL to achieve almost straight away when it was decided to sell shares to individuals as well. So then the focus shifted to gaining enough of a shareholding to get a seat on the board. Recently even that has had less emphasis put on it with focus being shifted to keeping up with the Hearts fans donations to their club. It’s all been a bit fuzzy really.
If HSL’s shareholding has been diluted over night then why can’t they just come out and say so now? Delay only gives ammo to those who claim HSL has all been a con.

hibee_nation
06-07-2019, 11:15 AM
It was set up as a vehicle for fans to own 51% of the club. That became impossible for HSL to achieve almost straight away when it was decided to sell shares to individuals as well. So then the focus shifted to gaining enough of a shareholding to get a seat on the board. Recently even that has had less emphasis put on it with focus being shifted to keeping up with the Hearts fans donations to their club. It’s all been a bit fuzzy really.
If HSL’s shareholding has been diluted over night then why can’t they just come out and say so now? Delay only gives ammo to those who claim HSL has all been a con.

I think Sing Hibs has already proved beyond doubt that HSL share is now diluted along with every other share holder, I believe it was done in the clubs best interests.

Baldy Foghorn
06-07-2019, 11:30 AM
It was set up as a vehicle for fans to own 51% of the club. That became impossible for HSL to achieve almost straight away when it was decided to sell shares to individuals as well. So then the focus shifted to gaining enough of a shareholding to get a seat on the board. Recently even that has had less emphasis put on it with focus being shifted to keeping up with the Hearts fans donations to their club. It’s all been a bit fuzzy really.
If HSL’s shareholding has been diluted over night then why can’t they just come out and say so now? Delay only gives ammo to those who claim HSL has all been a con.

Clarification definitely needed

DaveF
06-07-2019, 11:31 AM
Is there a way to donate my original shares from duff era to HSL. I never make agm anyway this way i know they will be counted as from someone who will always have Hibs interests at heart whatever happens in the future.

Yes you can do that. Contact Jim info@hiberniansupporters.co.uk

DaveF
06-07-2019, 11:38 AM
It was set up as a vehicle for fans to own 51% of the club. That became impossible for HSL to achieve almost straight away when it was decided to sell shares to individuals as well. So then the focus shifted to gaining enough of a shareholding to get a seat on the board. Recently even that has had less emphasis put on it with focus being shifted to keeping up with the Hearts fans donations to their club. It’s all been a bit fuzzy really.
If HSL’s shareholding has been diluted over night then why can’t they just come out and say so now? Delay only gives ammo to those who claim HSL has all been a con.

While I agree with this, I do feel a bit sorry for Jim as the public face of HSL. Cleary LD and SD had prior knowledge of the pending takeover and the potential impact to HSL but it's abvious Jim has been in the dark along with the rest of us and still is. To me, it's symptomatic of the overall attitude of the club towards HSL in that they gave it little or no support hence the reason it's struggled to gain any real traction.

Speedway
06-07-2019, 11:39 AM
It was set up as a vehicle for fans to own 51% of the club. That became impossible for HSL to achieve almost straight away when it was decided to sell shares to individuals as well. So then the focus shifted to gaining enough of a shareholding to get a seat on the board. Recently even that has had less emphasis put on it with focus being shifted to keeping up with the Hearts fans donations to their club. It’s all been a bit fuzzy really.
If HSL’s shareholding has been diluted over night then why can’t they just come out and say so now? Delay only gives ammo to those who claim HSL has all been a con.

Because they themselves aren’t sure?

matty_f
06-07-2019, 11:40 AM
It’s an interesting one, regardless of what happens HSL will need to continue to represent the shareholding that’s there already even if no new shares are bought.

Personally, I don’t think that Ron Gordon will want to see his shareholding diluted much further, if at all, which means HSL is in a position where it can no longer buy shares.

I understand that there was always going to come a point when that would happen and beyond that point HSL should still collect money should the club call on it for capital so that it didn’t risk diluting its share further.

I think it’s really important that HSL reach the point where they have a seat on the board, once that happens, for me there’s no real urgency to increase the shareholding.

Del Boy
06-07-2019, 11:41 AM
I’m confused. Think it’s good news overall but will have better idea of how ambitious we are once we see how much we are willing to improve the squad.

RyeSloan
06-07-2019, 11:46 AM
I think Sing Hibs has already proved beyond doubt that HSL share is now diluted along with every other share holder, I believe it was done in the clubs best interests.

And HSL was diluting everyone else when they were issued shares previously.

I get the fact that HSL has been diluted (along with everyone else) and that the future direction of HSL and the ‘fan ownership’ thing needs to be clarified and worked through.

But I’m not getting the urgency of the whole thing. Things change and have changed so not sure why we can’t just give all parties some time to talk through the implications and set out the revised direction.

FWIW I reckon Ron will be more than willing to allow HSL to continue and for the aim of having a shareholding large enough for a seat on the board to be achieved.

I’d also be more than happy for HSL to simply morph into a fans funding vehicle and for it to maintain a significant shareholding in the club.

Fact is that Hibs have just received investment that clears our debt and injects a fresh £1m into the coffers...that’s a damn good start and the players involved should be given credit for that.

And since we now know that this was all above board (there should never have been any doubt above that considering what STF said) then they should also be given the time and space to work through the next steps.

Speedway
06-07-2019, 11:56 AM
Perhaps Ron says ‘nae mair shares fur yous but ah’ll gie ye a seat on t’board oot o’ the kindness o’ma heart’ in his best preivianamerocanscots accent?

In other words, the work of HSL gets rewarded with a safeguarding seat on the board to represent the existing shareholders but can only increase that via purchasing Individual’s holdings.

Radium
06-07-2019, 11:57 AM
Two questions in my head atm.

First one we simply do not know the answer to: will HSL continue to be allowed to buy shares?

Secondly, what’s the breakdown of the block shares now that the owner has 67%? I am sure I read on here that there are a number of significant holdings but can’t find it.


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Hibs4185
06-07-2019, 11:59 AM
I think the most important thing is that between HSL and the other investors, 33% is owned by Hibs fans and could stop anything untoward.

I’m not too clued up on it but can HSL and the individual investors not join forces by proxy or similar to give us 33% voting rights and therefore some security. I think STF and RP might have though a supporter shareholding of 33% was crucial in selling.

Would only need 7% of private investors to agree.

Greenworld
06-07-2019, 12:01 PM
Just reading in to this very interesting stuff.
Apart from being Debt free is the only additional cash is 1.25 million is that correct?
I am actually underwhelmed if that's the case .
It seems a hell of a good deal for Ron to aquire assets of 20 million for around 6milion .
Sorry for being a bit negative but I worked for American companies i know how ruthless they are in business it concerns me

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CapitalGreen
06-07-2019, 12:16 PM
Just reading in to this very interesting stuff.
Apart from being Debt free is the only additional cash is 1.25 million is that correct?
I am actually underwhelmed if that's the case .
It seems a hell of a good deal for Ron to aquire assets of 20 million for around 6milion .
Sorry for being a bit negative but I worked for American companies i know how ruthless they are in business it concerns me

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- The debt free part is essentially £2.7m we otherwise would have had to pay out of the club over the next 6 years, so that plus the cash injection from the share purchase he has made close to £4m available.

MyJo
06-07-2019, 12:21 PM
Just reading in to this very interesting stuff.
Apart from being Debt free is the only additional cash is 1.25 million is that correct?
I am actually underwhelmed if that's the case .
It seems a hell of a good deal for Ron to aquire assets of 20 million for around 6milion .
Sorry for being a bit negative but I worked for American companies i know how ruthless they are in business it concerns me

Sent from my SM-G903F using Tapatalk

He hasn’t acquired any assets.

He has bought 67% of a company that holds assets.

I hold shares in Lloyds Bank, doesn’t mean I’ve acquired a property portfolio worth billions as a result.

DaveF
06-07-2019, 12:24 PM
He hasn’t acquired any assets.

He has bought 67% of a company that holds assets.

I hold shares in Lloyds Bank, doesn’t mean I’ve acquired a property portfolio worth billions as a result.

True. But it does mean you hold shares that will never be worth £1 even if you live for another hundred years :-)

jacomo
06-07-2019, 12:24 PM
Just reading in to this very interesting stuff.
Apart from being Debt free is the only additional cash is 1.25 million is that correct?
I am actually underwhelmed if that's the case .
It seems a hell of a good deal for Ron to aquire assets of 20 million for around 6milion .
Sorry for being a bit negative but I worked for American companies i know how ruthless they are in business it concerns me

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Two points:

The assets may be valued at £20m but they are not liquid assets. He can’t do what he likes with them.

His investment comes with significant implied liabilities. If Hibs lose money he carries the can.

Hence the discount I guess. As always, it’s fine if the guys intentions are honourable.

greenginger
06-07-2019, 12:27 PM
I think HSL's target should now be acquiring 25.1% of the voting rights of the share issue.

They should get the other small shareholders to join a shareholders agreement which could raise their vote to 23.4% and then try and approach the people behind the nominee shareholdings with an offer to buy their shares or perhaps get a pledge of their votes for future company resolutions should any ever arise.

brog
06-07-2019, 12:47 PM
There were 102.35 m shares prior to the issue. 22.65m have been issue to Ron. Total new shares. Now 125m. HFC had approx 61m or 59.6% of old shares. Ron has bought these off HFC and now has 83.65m or 66.9% of new total of 125m. Non HFC held held 41.35 m of old shares or just over 40%. Now is 41.35/125 or 33%.

OK, got you. With the issue of the new shares HFC's equity was diluted to under 50% with the new shares being about 17% of the new share capital. Makes sense.

cocteautwin
06-07-2019, 12:49 PM
I think what’s been disclosed so far about this whole deal is very good news for Hibs. I can’t see any negative reasons from a supporter’s point of view about the deal at this stage. Unless RG is some rogue asset stripper it all bodes well for Hibs as a club going forward. I do wonder though, does it bode well for any shareholder who believes fan ownership is a good thing?

If I was a wealthy USA business man bank owner buying Hibs I certainly wouldn’t just chuck a bundle of my own cash at it all at the start, especially when there are minority shareholders in the picture.

Two points would lead this deal for me:


1. In an era of low interest rates and cheap financing, I certainly wouldn’t put my own money up front for this deal. If I owned a bank I would utilise the availability of cheap financing. Any modern businessman worth his salt knows that the cheap financing of business deals is the way to protect your own assets. I’d set up a holding Company in the USA to buy the STF holding initially, financed by a loan from my bank. I would issue back to back security over the related assets. In Bydand I would put the shares of Hibs up as collateral for the loan and then another floating charge from Bydand to Hibs over the assets of Hibs. Not saying this is what has happened but it’s a little unusual that a floating charge is issued from holding company to subsidiary. This is similar to what the Glazers did at Man U I seem to recall.


2. I would probably also inject an amount in to the club initially to cover financing of the project and to appease the fans. Long term though, my aim would be to get rid of the minority holding, especially if they weren’t willing to inject any capital in to the project (in line with their %age shareholding). How can the whole project possibly proceed without the financial support of 100% of shareholders? It would be absurd to expect one of the shareholders to inject millions of pounds in the Company and the other shareholders to benefit from this whilst injecting nothing. Someone like RG must have big plans for Hibs and must believe he can increase the value of Hibs by bringing his business knowledge, extensive contacts, media knowledge etc. Why would he possibly want to increase the value of the club when he only gets 67% of any uplift?


My expectations on this deal are that a full takeover will need to be launched in the near future.

hibee_nation
06-07-2019, 01:01 PM
I think what’s been disclosed so far about this whole deal is very good news for Hibs. I can’t see any negative reasons from a supporter’s point of view about the deal at this stage. Unless RG is some rogue asset stripper it all bodes well for Hibs as a club going forward. I do wonder though, does it bode well for any shareholder who believes fan ownership is a good thing?

If I was a wealthy USA business man bank owner buying Hibs I certainly wouldn’t just chuck a bundle of my own cash at it all at the start, especially when there are minority shareholders in the picture.

Two points would lead this deal for me:


1. In an era of low interest rates and cheap financing, I certainly wouldn’t put my own money up front for this deal. If I owned a bank I would utilise the availability of cheap financing. Any modern businessman worth his salt knows that the cheap financing of business deals is the way to protect your own assets. I’d set up a holding Company in the USA to buy the STF holding initially, financed by a loan from my bank. I would issue back to back security over the related assets. In Bydand I would put the shares of Hibs up as collateral for the loan and then another floating charge from Bydand to Hibs over the assets of Hibs. Not saying this is what has happened but it’s a little unusual that a floating charge is issued from holding company to subsidiary. This is similar to what the Glazers did at Man U I seem to recall.


2. I would probably also inject an amount in to the club initially to cover financing of the project and to appease the fans. Long term though, my aim would be to get rid of the minority holding, especially if they weren’t willing to inject any capital in to the project (in line with their %age shareholding). How can the whole project possibly proceed without the financial support of 100% of shareholders? It would be absurd to expect one of the shareholders to inject millions of pounds in the Company and the other shareholders to benefit from this whilst injecting nothing. Someone like RG must have big plans for Hibs and must believe he can increase the value of Hibs by bringing his business knowledge, extensive contacts, media knowledge etc. Why would he possibly want to increase the value of the club when he only gets 67% of any uplift?


My expectations on this deal are that a full takeover will need to be launched in the near future.

NO chance of him or anyone ever achieving that in my book with our past. HSL is the vehicle to stop him and anyone else achieving a full takeover that is why it would be good to get existing shareholders to donate their shares to HSL, I am going to.

RyeSloan
06-07-2019, 01:15 PM
I think what’s been disclosed so far about this whole deal is very good news for Hibs. I can’t see any negative reasons from a supporter’s point of view about the deal at this stage. Unless RG is some rogue asset stripper it all bodes well for Hibs as a club going forward. I do wonder though, does it bode well for any shareholder who believes fan ownership is a good thing?

If I was a wealthy USA business man bank owner buying Hibs I certainly wouldn’t just chuck a bundle of my own cash at it all at the start, especially when there are minority shareholders in the picture.

Two points would lead this deal for me:


1. In an era of low interest rates and cheap financing, I certainly wouldn’t put my own money up front for this deal. If I owned a bank I would utilise the availability of cheap financing. Any modern businessman worth his salt knows that the cheap financing of business deals is the way to protect your own assets. I’d set up a holding Company in the USA to buy the STF holding initially, financed by a loan from my bank. I would issue back to back security over the related assets. In Bydand I would put the shares of Hibs up as collateral for the loan and then another floating charge from Bydand to Hibs over the assets of Hibs. Not saying this is what has happened but it’s a little unusual that a floating charge is issued from holding company to subsidiary. This is similar to what the Glazers did at Man U I seem to recall.


2. I would probably also inject an amount in to the club initially to cover financing of the project and to appease the fans. Long term though, my aim would be to get rid of the minority holding, especially if they weren’t willing to inject any capital in to the project (in line with their %age shareholding). How can the whole project possibly proceed without the financial support of 100% of shareholders? It would be absurd to expect one of the shareholders to inject millions of pounds in the Company and the other shareholders to benefit from this whilst injecting nothing. Someone like RG must have big plans for Hibs and must believe he can increase the value of Hibs by bringing his business knowledge, extensive contacts, media knowledge etc. Why would he possibly want to increase the value of the club when he only gets 67% of any uplift?


My expectations on this deal are that a full takeover will need to be launched in the near future.

You might be right but I think you are wrong.

No one buys Hibs with the intention of making money.

He may well wish to increase the value of the club however and with the ‘community’ aspect already highlighted then what better way to be a strong custodian than allow the value of the supporters held shares rise with his.

It’s also very common for a large or majority shareholder to carry the can in terms of capital injections. As we have already seen the net effect is a dilution of the existing holders so not all of the benefit accrues to them (although technically in value terms they should own a smaller piece of a more valuable
pie so end up in the same place).

Arch Stanton
06-07-2019, 02:01 PM
And HSL was diluting everyone else when they were issued shares previously.
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.........................



Surely it was the issuing of new shares that causes dilution regardless of whether they are bought by HSL, a private individual or even an RG holding company?

IWasThere2016
06-07-2019, 02:40 PM
So let me try and get my head around this.

He’s injected £1.25m into the club and separate to this, we are also £3m better off over the next six years due to the 500k loan being paid up?

Essentially that's it in my view

Pedantic_Hibee
06-07-2019, 02:44 PM
So, in the past week since Ron Gordon arrived, Hibs are better off to the tune of £4.25m and he hasn’t loaned us a single penny or asked for a return on his investment.

I like Ron already, he sounds like a good egg. Sorry, Hearts fans but you’ll just have to stomach this. Now don’t forget to dip your children’s piggy bank at the end of the month to cover your next DD for FOH, those defects on your new stand won’t be rectified otherwise.

Just Alf
06-07-2019, 02:53 PM
It’s an interesting one, regardless of what happens HSL will need to continue to represent the shareholding that’s there already even if no new shares are bought.

Personally, I don’t think that Ron Gordon will want to see his shareholding diluted much further, if at all, which means HSL is in a position where it can no longer buy shares.

I understand that there was always going to come a point when that would happen and beyond that point HSL should still collect money should the club call on it for capital so that it didn’t risk diluting its share further.

I think it’s really important that HSL reach the point where they have a seat on the board, once that happens, for me there’s no real urgency to increase the shareholding.Agreed, so many of the guys I speak to say exactly that.



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RyeSloan
06-07-2019, 03:23 PM
Surely it was the issuing of new shares that causes dilution regardless of whether they are bought by HSL, a private individual or even an RG holding company?

Well aye of course it’s the creation of shares that is the factor that causes dilution.

In those instances though HSL were providing the capital to create the shares but every time they did others were diluted.

In this instance it’s Ron and he’s wiped out a £3m loan and injected an additional £1m.

Neither of those instances of dilution of the other shareholders percentages are a cause for concern in my book!

CraigHibee
06-07-2019, 03:29 PM
And in one fell post, a big Kickback bubble has burst.


Pleasing 😁 that lot just clutch at straws

Caversham Green
06-07-2019, 03:36 PM
So, in the past week since Ron Gordon arrived, Hibs are better off to the tune of £4.25m and he hasn’t loaned us a single penny or asked for a return on his investment.

I like Ron already, he sounds like a good egg. Sorry, Hearts fans but you’ll just have to stomach this. Now don’t forget to dip your children’s piggy bank at the end of the month to cover your next DD for FOH, those defects on your new stand won’t be rectified otherwise.

We're also a ticket office and 15 acres of land better off.

Pedantic_Hibee
06-07-2019, 03:43 PM
We're also a ticket office and 15 acres of land better off.

Ok now we are just showing off.

Greencore
06-07-2019, 03:47 PM
When are we going to meet him on the pitch and someone can say " let me shake your hand". 😂😂😂😂

BSEJVT
06-07-2019, 04:03 PM
The fact the share holding has been diluted, when people have been donating in good faith. It's not exactly fair is it?

When any new shares are issued it dilutes the percentage holding owned by the existing shareholders

You could argue that HSL being allowed to continue to purchase shares when no-one else wasn't fair on the small shareholders.

Life is full of imperfect choices and sometimes you need to accept the least worst choice.

I am as I have said before interested to see what happens with HSL going forwards, that will be more telling to me than this

weecounty hibby
06-07-2019, 04:09 PM
I'm by no means an expert in finances but would it not be better to ensure that between HSL and other fan shareholders that there is a block that could stop any skulduggery. I pay into HSL but in all honesty it was about extra money to the team rather than necessarily buying shares. I will still contribute as with Ron's investment, 500k less going to debt plus HSL money we could be in a strong position going forward

BSEJVT
06-07-2019, 04:11 PM
Perhaps Ron says ‘nae mair shares fur yous but ah’ll gie ye a seat on t’board oot o’ the kindness o’ma heart’ in his best preivianamerocanscots accent?

In other words, the work of HSL gets rewarded with a safeguarding seat on the board to represent the existing shareholders but can only increase that via purchasing Individual’s holdings.

That seat would be a grace and favour seat under the current circumstances, no different to the Fans Rep ones.

25.1 % has and always will be the target.

I am reasonably relaxed that enough of the others small shareholders whom with HSL make up the near 33% shareholders would side with HSL to each that magical 25.1% but the more we own now the better in case of further future share issues, again diluting that holding.

Kiv that those share purchases would put yet further monies into the club.

I am relaxed enough about Ron Gordon, it what comes after him that I would like a cast iron backstop on

Just Alf
06-07-2019, 04:11 PM
When are we going to meet him on the pitch and someone can say " let me shake your hand". [emoji23][emoji23][emoji23][emoji23]Do you happen to know any decent tattooists?... Asking for a friend.

:faf:

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A Hi-Bee
06-07-2019, 04:18 PM
I'm by no means an expert in finances but would it not be better to ensure that between HSL and other fan shareholders that there is a block that could stop any skulduggery. I pay into HSL but in all honesty it was about extra money to the team rather than necessarily buying shares. I will still contribute as with Ron's investment, 500k less going to debt plus HSL money we could be in a strong position going forward

Once we get the Director seat on the board with voting rights then we can work on getting even more cash into a Hibs transfer fund, sure this would be the logical way to go and could have a lot of potential for raising more cash than current HSL which I have no problem with continued payments from me.
:flag::flag::flag:

Keith_M
06-07-2019, 05:51 PM
There are a number of fans outside of HSL with a small amount of shares, including myself, that should be included in the percentage that would vote against dodgy goings on within the club.

As long as that remains above 25%, I'll be reasonably happy.

NAE NOOKIE
06-07-2019, 07:32 PM
There are a number of fans outside of HSL with a small amount of shares, including myself, that should be included in the percentage that would vote against dodgy goings on within the club.

As long as that remains above 25%, I'll be reasonably happy.

If it came to an EGM or something, short of actually turning up how would the small shareholders vote with HSL? … I presume we could sign something giving them a proxy vote using our shares if enough notice was given. Whatever the case doesn't this make it even more important that there is some sort of shareholders association who at the very least could contact small shareholders if it was required?

I'm a wee bit concerned I must say at how casually some folk are accepting the sidelining of HSL by this new takeover. For me and I'm willing to bet a lot of HSL contributors 51% fan ownership was no big deal, but a blocking vote of 26% or more held by ordinary fans was a very attractive proposition and that more than anything was what prompted me to join HSL. I was happy with my wee framed certificate of the shares I had bought privately and I wasn't really interested in having any more, so I wouldn't have joined HSL if it hadn't been for the aim of a blocking vote.

The fact that the money HSL used to buy shares was going into the managers budget was great, but I would just as happily have joined a scheme solely for that purpose outside of HSL as I'm sure many Hibbies would have … But that was not what HSL or the share issue was sold to us as and in view of that irrespective of whether the current situation has arisen by accident, design, or just circumstances the end result is that we bought into something in good faith that the club was promoting and now years down the line the goalposts have been moved after fans have contributed hundreds of thousands of pounds to something it looks like isn't going to be delivered.

I'm more than happy to take Ron Gordon's intentions for Hibs at face value for the time being …. but I cant forget that we are fans who in recent years have revelled in pointing the finger and laughing at fans of two other clubs for doing exactly that and if I recall correctly blaming them for 'letting their club die' and 'letting a nut job nearly kill their club' after the **** had hit the fan.

In view of that we more than anybody have no excuse for not applying due diligence to any change of regime at our club, no matter how benevolent it may appear … and in my opinion that includes being concerned that all of a sudden the chance to have real power of veto over a new owner may have all of a sudden been removed.

Glory Lurker
06-07-2019, 07:39 PM
Said, Mr Nookie.

LeithMike
06-07-2019, 07:43 PM
Yep, NN makes the point both rationally and passionately. Would be good to have this addressed.



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Hibbyradge
06-07-2019, 08:13 PM
I'm certain that STF and RP did their research on RG very thoroughly before agreeing to sell to him.

STF isn't so irresponsible to blindly hand the club he saved 28 years ago to a Romanov type charlatan.

I'm confident that, while he won't be turning us into the Scottish Man city any time soon, Ronald Gordon's intentions are entirely honourable.

Argylehibby
06-07-2019, 08:23 PM
If it came to an EGM or something, short of actually turning up how would the small shareholders vote with HSL? … I presume we could sign something giving them a proxy vote using our shares if enough notice was given. Whatever the case doesn't this make it even more important that there is some sort of shareholders association who at the very least could contact small shareholders if it was required?

I'm a wee bit concerned I must say at how casually some folk are accepting the sidelining of HSL by this new takeover. For me and I'm willing to bet a lot of HSL contributors 51% fan ownership was no big deal, but a blocking vote of 26% or more held by ordinary fans was a very attractive proposition and that more than anything was what prompted me to join HSL. I was happy with my wee framed certificate of the shares I had bought privately and I wasn't really interested in having any more, so I wouldn't have joined HSL if it hadn't been for the aim of a blocking vote.

The fact that the money HSL used to buy shares was going into the managers budget was great, but I would just as happily have joined a scheme solely for that purpose outside of HSL as I'm sure many Hibbies would have … But that was not what HSL or the share issue was sold to us as and in view of that irrespective of whether the current situation has arisen by accident, design, or just circumstances the end result is that we bought into something in good faith that the club was promoting and now years down the line the goalposts have been moved after fans have contributed hundreds of thousands of pounds to something it looks like isn't going to be delivered.

I'm more than happy to take Ron Gordon's intentions for Hibs at face value for the time being …. but I cant forget that we are fans who in recent years have revelled in pointing the finger and laughing at fans of two other clubs for doing exactly that and if I recall correctly blaming them for 'letting their club die' and 'letting a nut job nearly kill their club' after the **** had hit the fan.

In view of that we more than anybody have no excuse for not applying due diligence to any change of regime at our club, no matter how benevolent it may appear … and in my opinion that includes being concerned that all of a sudden the chance to have real power of veto over a new owner may have all of a sudden been removed.

As a shareholder you will receive Notice of Meeting and a proxy card ahead of the meeting. You use the proxy card to appoint someone to attend and vote on your behalf. If you don't have anyone that can attend then you can appoint the Chairman and direct him on how he should vote your shares.

You wouldn't vote with HSL as such but vote how you wanted which is likely to be the same as HSL.

I believe the new majority shareholder has about 67% of the shares so he can't get anything major through without the backing of other shareholders. That's not to suggest that supporters should stop investing via HSL but just to point out he doesn't have the 75% needed to pass a special resolution which would be required for the more "dangerous" stuff without the support of others. One thing to point out though is that it's 75% of votes cast so everyone needs to vote to thwart anything that's unwelcome. Those that don't vote are basically reducing the chances of defeating any proposal.

Final point I'm not suggesting we would ever need to get to that point, I'm sure STF &RP would have had to be satisfied of RG's credentials before agreeing to the sale.

Hope that helps!

bingo70
06-07-2019, 08:38 PM
I'm certain that STF and RP did their research on RG very thoroughly before agreeing to sell to him.

STF isn't so irresponsible to blindly hand the club he saved 28 years ago to a Romanov type charlatan.

I'm confident that, while he won't be turning us into the Scottish Man city any time soon, Ronald Gordon's intentions are entirely honourable.

On a more personal level (as all this shares stuff is baffling to me) I was reassured when I saw he’d taken his son and wife to the training ground to meet everyone. If he had an ulterior motive and was about to shaft us I don’t think you take the family down to see the people you’re about to **** over.

Obviously Vlad and Rodney are the exception to that rule.

LeithMike
06-07-2019, 08:44 PM
Final point I'm not suggesting we would ever need to get to that point, I'm sure STF &RP would have had to be satisfied of RG's credentials before agreeing to the sale.

Even if that is the case, what happens if RG suffers some kind of event that means ownership has to pass on - death, bankruptcy, health issues?

HSL has a chance to secure the future of the club regardless of who the major shareholder is. We should get this sorted ASAP. I'm sure STF wanted it that way but the makeup of HSL has been poor and people seem to be more interested in boosting the transfer budget rather than securing the shares and long-term security of the club.

I wonder if the extra shares allotted to RG were earmarked for HSL but we never quite got there?

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WhileTheChief..
06-07-2019, 09:00 PM
Ron said he was happy with HSL and wants supporters to be engaged.

My take on it is that he will make shares available to HSL to purchase until such a point as HSL hits the magical 26%. I can’t see him risking alienating a large chunk of the support from the off.

If that is the case then this is the last chance for folks who want to ‘own’ a bit of the club. I’d market it that way instead of a few extra quid for the playing budget.

He’s also said that he isn’t here to make money but to add value to Hibs and to Edinburgh. His TV work and bank we’re both heavily involved with the local communities so I see no reason to think he’s suddenly changed.

He explained that he’s wanted to get involved in football for a long time and that the passion in Scotland always stood out for him.
Hibs were therefor the obvious option :cb

Argylehibby
06-07-2019, 09:19 PM
Even if that is the case, what happens if RG suffers some kind of event that means ownership has to pass on - death, bankruptcy, health issues?

HSL has a chance to secure the future of the club regardless of who the major shareholder is. We should get this sorted ASAP. I'm sure STF wanted it that way but the makeup of HSL has been poor and people seem to be more interested in boosting the transfer budget rather than securing the shares and long-term security of the club.

I wonder if the extra shares allotted to RG were earmarked for HSL but we never quite got there?

Sent from my SM-N960F using Tapatalk

In those circumstances the shares would I assume be sold but regardless of whether that is to a single buyer or to multiple buyers the fact remains that with "only" 67% the owner can't do anything major without the support of other shareholders.

I've never been keen on STF as the majority shareholder having less than 50% as the likelihood of a buyer and major investment such as we are seeing now would be highly unlikely. Who would buy a club and have no control over the running of it yet still plough millions into it?

Kaiser1962
07-07-2019, 10:48 AM
Funnily enough, this sounds exactly like David Low’s plan... although he seemed to be under the delusion that STF himself would lend him the money to do this.

"GIVE him the money" not "LEND him the money"

That seemed to be the plan..........

1875STEVE
07-07-2019, 11:52 AM
I don't think that's right. Happy to be corrected though. Were HSL not buying new shares?

That's correct HSL were buying new shares, which in turn diluted HFC Holdings (Farmer and Petrie) percentage.

1875STEVE
07-07-2019, 12:03 PM
Btw has anyone seen on the HSL website that a "significant" amount of new contributors have signed up and a number of folk have upped their donation amount???


Meetings are planned for the end of the week and we should be in a position to provide further updates whenever possible. Ron has indicated that he hopes to see many new supporters join up over the days and weeks ahead. Commenting further

Jim said “Even in the hours since the announcement we have seen a significant number of new supporters join as well as many existing increasing their contributions. Whatever your reasons for not joining before we hope that many more supporters will feel that they want to help our Club improve going forward.”

Northernhibee
07-07-2019, 12:05 PM
Tbf, £700k of the money he paid was when he said “I’m away to get my lunch from our famous pie stands, does anyone else want anything?”.

tamig
07-07-2019, 12:32 PM
As a shareholder you will receive Notice of Meeting and a proxy card ahead of the meeting. You use the proxy card to appoint someone to attend and vote on your behalf. If you don't have anyone that can attend then you can appoint the Chairman and direct him on how he should vote your shares.

You wouldn't vote with HSL as such but vote how you wanted which is likely to be the same as HSL.

I believe the new majority shareholder has about 67% of the shares so he can't get anything major through without the backing of other shareholders. That's not to suggest that supporters should stop investing via HSL but just to point out he doesn't have the 75% needed to pass a special resolution which would be required for the more "dangerous" stuff without the support of others. One thing to point out though is that it's 75% of votes cast so everyone needs to vote to thwart anything that's unwelcome. Those that don't vote are basically reducing the chances of defeating any proposal.

Final point I'm not suggesting we would ever need to get to that point, I'm sure STF &RP would have had to be satisfied of RG's credentials before agreeing to the sale.

Hope that helps!

Absolutely. I think this is the most important point. The collective of HSL and the individual supporter shareholders needs to be cast iron now. The safest way to ensure that in my opinion is for one body to hold that block of shares. I believe most individual supporter shareholders buy the shares for nothing more than sentimental reasons but the easiest and safest thing for the future of our club would be for those shares to come under the stewardship of HSL.

Ozyhibby
07-07-2019, 12:53 PM
Absolutely. I think this is the most important point. The collective of HSL and the individual supporter shareholders needs to be cast iron now. The safest way to ensure that in my opinion is for one body to hold that block of shares. I believe most individual supporter shareholders buy the shares for nothing more than sentimental reasons but the easiest and safest thing for the future of our club would be for those shares to come under the stewardship of HSL.

It’s also important to remember that HSL will always vote. Individual shareholders can forget to vote, pass away with the shareholding going to a less involved relative etc.


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tamig
07-07-2019, 01:29 PM
It’s also important to remember that HSL will always vote. Individual shareholders can forget to vote, pass away with the shareholding going to a less involved relative etc.


Sent from my iPhone using Tapatalk
Exactly - which is why I think these individual shareholders should seriously consider transferring ownership to HSL. It will be good to see what arrangement Ron comes to with HSL as this might be a situation that may not need to arise.

greenginger
07-07-2019, 01:32 PM
There are a number of fans outside of HSL with a small amount of shares, including myself, that should be included in the percentage that would vote against dodgy goings on within the club.

As long as that remains above 25%, I'll be reasonably happy.


Trouble is, its not above 25% unless the Nominee Company holdings are included and we don't know who they are or what their reasons were for making the acquisitions in the first place.

HSL should be making efforts to buy those shares if they are for sale and a shareholders agreement between HSL and all small shareholders should be put in place as an insurance policy should any dubious company resolution ever be proposed.

Purple & Green
07-07-2019, 01:40 PM
While I agree with this, I do feel a bit sorry for Jim as the public face of HSL. Cleary LD and SD had prior knowledge of the pending takeover and the potential impact to HSL but it's abvious Jim has been in the dark along with the rest of us and still is. To me, it's symptomatic of the overall attitude of the club towards HSL in that they gave it little or no support hence the reason it's struggled to gain any real traction.

LD is a director of HSL, so they must have known surely?

tamig
07-07-2019, 01:43 PM
LD is a director of HSL, so they must have known surely?

That’s what Dave’s saying.

CockneyRebel
07-07-2019, 01:53 PM
That’s what Dave’s saying.


If you read it again you will see that DaveF said that Jim/HSL had been kept in the dark and still are. Pretty clear what he meant/said IMO or do you think LD et al deliberately kept schtum?

Purple & Green
07-07-2019, 01:56 PM
That’s what Dave’s saying.

Yes - I’m wondering about the responsibilities that LD would have as director of the football club, the community foundation and HSL. It seems some directors on the community foundation - DF - were better informed than JA.

tamig
07-07-2019, 02:43 PM
If you read it again you will see that DaveF said that Jim/HSL had been kept in the dark and still are. Pretty clear what he meant/said IMO or do you think LD et al deliberately kept schtum?

Another poster mentioned a potential conflict of interests situation. LD would have known about the deal through her position on the club board and I would have thought she’d have had to disclose that to HSL. It could be the case that the HSL position post-takeover wasn’t known so they are effectively in the dark. Until they meet with the new owner to see what his plans are.

DaveF
07-07-2019, 03:52 PM
If you read it again you will see that DaveF said that Jim/HSL had been kept in the dark and still are. Pretty clear what he meant/said IMO or do you think LD et al deliberately kept schtum?

BTW, that's just my view on things. I just see a lot of fire directed at Jim when I suspect he wants to clarify the position as much as anyone.

Tyler Durden
07-07-2019, 04:40 PM
Another poster mentioned a potential conflict of interests situation. LD would have known about the deal through her position on the club board and I would have thought she’d have had to disclose that to HSL. It could be the case that the HSL position post-takeover wasn’t known so they are effectively in the dark. Until they meet with the new owner to see what his plans are.

The conflict won’t sit right for many people but in terms of LD’s obligations, I’d expect it would be the opposite there.

I’d expect that anyone at Hibs who was aware of the negotiations would be subject to an NDA whilst both parties conducted their diligence and exchanged information.

CockneyRebel
07-07-2019, 05:00 PM
BTW, that's just my view on things. I just see a lot of fire directed at Jim when I suspect he wants to clarify the position as much as anyone.

All parties will meet to discuss the best way ahead fairly soon I would think.

FilipinoHibs
07-07-2019, 08:06 PM
Under the companies act, shareholder approval is not required for a private company issuing new shares only directors approval required. So LD would certainly have known about the issue. Think it would have been better if the club had been completely transparent and taken HSL in on the day of the announcement to explain what was happening. By the regulations the new shares have to be declared at companies house within a month of them being issued, in this case it was a few days. So people would soon work out the structure of the transaction.

CapitalGreen
07-07-2019, 08:13 PM
Under the companies act, shareholder approval is not required for a private company issuing new shares only directors approval required. So LD would certainly have known about the issue. Think it would have been better if the club had been completely transparent and taken HSL in on the day of the announcement to explain what was happening. By the regulations the new shares have to be declared at companies house within a month of them being issued, in this case it was a few days. So people would soon work out the structure of the transaction.

Jim Adie from HSL met with Ron Gordon the day before the announcement so it is possible this happened.

Pagan Hibernia
07-07-2019, 08:31 PM
Under the companies act, shareholder approval is not required for a private company issuing new shares only directors approval required. So LD would certainly have known about the issue. Think it would have been better if the club had been completely transparent and taken HSL in on the day of the announcement to explain what was happening. By the regulations the new shares have to be declared at companies house within a month of them being issued, in this case it was a few days. So people would soon work out the structure of the transaction.

Im pretty clueless on all this stuff. If HSL ever did get to that 25.1% stake, is there anything stopping the principal shareholder from just issuing new shares to dilute HSLs holding back below 25% in order to do damage? At what point can HSL block the issuing of new shares?

Rocky
07-07-2019, 08:53 PM
Under the companies act, shareholder approval is not required for a private company issuing new shares only directors approval required. So LD would certainly have known about the issue. Think it would have been better if the club had been completely transparent and taken HSL in on the day of the announcement to explain what was happening. By the regulations the new shares have to be declared at companies house within a month of them being issued, in this case it was a few days. So people would soon work out the structure of the transaction.

Are the new shares that Ron acquired newly approved for issue or are they the ones that have already been approved for sale to HSL / small shareholders? If I recall correctly, at some point in the past a number of shares were approved for issue which were sufficient to dilute HFC Holdings ownership to 49%. Were all those shares actually created at that time or are they being created quarter by quarter as HSL hand over the cash? Or do we not know either way?

I'm comfortable either way, just curious.

FilipinoHibs
07-07-2019, 08:54 PM
Jim Adie from HSL met with Ron Gordon the day before the announcement so it is possible this happened.

Sounds like although not sure Ron outlined full structure of the deal as HSL people still thought no dilution of their shares until recently although Jim may have been sworn to secrecy on the details.

greenginger
07-07-2019, 09:19 PM
Sounds like although not sure Ron outlined full structure of the deal as HSL people still thought no dilution of their shares until recently although Jim may have been sworn to secrecy on the details.


I don't see the shares bought by Ron Gordon as a dilution of existing shares.

The 125 million shares and £ 2.5 million share capital at 2 pence per share was approved at an AGM 4 years ago.

All that has happened is that the remainder of the approved shares have now been issued.

CapitalGreen
07-07-2019, 09:30 PM
I don't see the shares bought by Ron Gordon as a dilution of existing shares.

The 125 million shares and £ 2.5 million share capital at 2 pence per share was approved at an AGM 4 years ago.

All that has happened is that the remainder of the approved shares have now been issued.

Once the shares were allocated to RG the total number of shares allocated increased and therefore diluted the share holdings of existing shareholders.

The same happened anytime HSL bought shares from the same issue.

wee hay
07-07-2019, 09:48 PM
I now understand when Ron mentioned people are scared of change, we are in the best position possible as a football club.

I seen a post earlier which is bang on even if the worst possible scenario happened the shares between HSL and individual shares will trigger above 25% of the voting rights and would allow the seat on the board.

In relation to the new company in Delaware, this is common practice if you acquire or set up a new company your going to create a new company/new structures, For people that really want to find out more information regarding Bydand Sports LLC you can go onto the Secretary of State for Delaware and buy the incorporation document which will provide an overview of the new company.

I genuinely think fans are overreacting, nothing has even happened to question the integrity of a successful entrepreneur with no adverse media concerns. Farmer & Petrie wanted the best for Hibernian And due-diligence would have been conducted before the sale, evidently gutted at Parting ways with the club.

This current moment in time look at the facts instead of conspiracies and back the new owner.

FilipinoHibs
07-07-2019, 09:53 PM
I now understand when Ron mentioned people are scared of change, we are in the best position possible as a football club.

I seen a post earlier which is bang on even if the worst possible scenario happened the shares between HSL and individual shares will trigger above 25% of the voting rights and would allow the seat on the board.

In relation to the new company in Delaware, this is common practice if you acquire or set up a new company your going to create a new company/new structures, For people that really want to find out more information regarding Bydand Sports LLC you can go onto the Secretary of State for Delaware and buy the incorporation document which will provide an overview of the new company.

I genuinely think fans are overreacting, nothing has even happened to question the integrity of a successful entrepreneur with no adverse media concerns. Farmer & Petrie wanted the best for Hibernian And due-diligence would have been conducted before the sale, evidently gutted at Parting ways with the club.

This current moment in time look at the facts instead of conspiracies and back the new owner.

Listed in Delaware for tax reasons. On the shares, difference between issued and approve to be issued in the future. Shares issued prior to takeover were 102.35m now after take over 125m. Existing shareholdings have been diluted.

jacomo
07-07-2019, 09:57 PM
Some fans may be over reacting (those with a lasting agenda against Farmer) but they seem to be very much in the minority.

I think questions and a certain scepticism is fine though. Hibs fans are entitled to forensically examine every bit of information about our new guy - indeed, if he’s done his homework, Ron will be expecting it.

Eyrie
07-07-2019, 10:01 PM
Some fans may be over reacting (those with a lasting agenda against Farmer) but they seem to be very much in the minority.

I think questions and a certain scepticism is fine though. Hibs fans are entitled to forensically examine every bit of information about our new guy - indeed, if he’s done his homework, Ron will be expecting it.

And since we can rely on Farmer and Petrie to have done their homework, there will be nothing that Gordon is worried we find out about.

wee hay
07-07-2019, 10:34 PM
Listed in Delaware for tax reasons. On the shares, difference between issued and approve to be issued in the future. Shares issued prior to takeover were 102.35m now after take over 125m. Existing shareholdings have been diluted.

I appreciate Delaware is a tax haven in America, in business terms most companies incorporating in this day in age would review the difference in profits to avoid paying extra tax and it is possible to operate in Delaware and be legitimate, he could be saving the club millions done the line. He also included a 4% better interest rate than the Bank of England as the lender?

In relation to the shares, I understand shares have diluted and can’t provide any rationale or reasoning although I will trust Ron due to his previous record, Farmer/Petries assessment and the fact we are in the best position possible as a club.

I may be taken the wrong approach and you might be correct with the theories but at this current point in time am very optimistic as a Hibernian supporter.

Rocky
07-07-2019, 10:42 PM
I don't see the shares bought by Ron Gordon as a dilution of existing shares.

The 125 million shares and £ 2.5 million share capital at 2 pence per share was approved at an AGM 4 years ago.

All that has happened is that the remainder of the approved shares have now been issued.

Does that mean HSL can't acquire any more unless a fresh approval to issue new shares is granted?

Mibbes Aye
07-07-2019, 10:46 PM
I have read a few posts on here suggesting small shareholders should throw their lot in with HSL to create a wedge bloc of shares, I think someone might even have suggested that small shareholders donate their shares to HSL?

I have a small shareholding. If RG turned out to be some pillager, intent on destroying the club to construct new builds for student lets on ER and a luxury estate with a Championship golf course at East Mains, then I will turn up and exercise my vote to try and save our club, but let’s face it it isn’t sounding necessary.

What actually concerns me more is the notion I should give my shares to some unclear fan-led consortium when I’m not even sure what that means!

When I first started posting on here, the main forum was riven on a daily basis with arguments about whether Farmer and Petrie were mismanaging the club. There was lots of talk of the sale of the Golden Generation - ‘family silver’ was a common term, lots of talk about investing in an East Stand being a waste of money and that we had overspent on the HTC. Lots of talk about an opportunity to ‘spend to accumulate’ on players and forget about living sustainably.

If the owners of the club, then or now, make any executive decision, it will be bound to piss some people off. When Petrie did it, it pissed many, many people off but IMO he was generally right and his critics were wrong.

I wouldn’t want my shares sitting in a bloc that with the best will in the world is probably going to want instant gratification.

My point is any shift or initiative by RG may well be supported by a number of shareholders as they consider it to be beneficial to the club, while many supporters, including shareholders, will take an opposing view.

There have been so many red herrings attached over the years to Farmer and Petrie. Within days of RG’s takeover we have post after post on here about dilution whilst ignoring the fact that dilution seems to be the trade-off for hard cash into the club. There is maybe a psychological thing for some of us, especially those of us old enough to remember the dark days of thirty years ago, but that doesn’t translate into a need for knee-jerk mistrust. Cautious and optimistic welcome, maybe, yes.

CMurdoch
07-07-2019, 10:52 PM
The time for worrying is not now.
The time to worry is when Ron is selling up.

He is approaching his mid 60's so his time as Hibs owner may be no more than 10 years.
He has intentionally bought a club where the hard work has been done and he can enjoy his toy.
i.e. all assets owned by the club, no debt etc etc.
Our club is as stable as a football club can be.

I believe he will enhance East Mains with a full size indoor pitch and other improvements.
He will use his expertise and contacts to build the Hibs brand, attract investment etc.
By this approach he will get his money back when he sells

He will not spend massively different amounts of money on bringing in players than we currently do.
Perhaps half the £500k we previously paid to our debt each season will find it's way to the managers annual coffers which will equate to another Mallan type quality signing each season which would see us able to buy 3 decent transfer fee players a season.

Going back to the real issue, all we can hope is that when the time comes for him to sell, he sells to someone Hibs minded.
Sir Tom & Rod have temporarily defused the bomb but it will start ticking again about 10 years hence.

wee hay
07-07-2019, 10:57 PM
I have read a few posts on here suggesting small shareholders should throw their lot in with HSL to create a wedge bloc of shares, I think someone might even have suggested that small shareholders donate their shares to HSL?

I have a small shareholding. If RG turned out to be some pillager, intent on destroying the club to construct new builds for student lets on ER and a luxury estate with a Championship golf course at East Mains, then I will turn up and exercise my vote to try and save our club, but let’s face it it isn’t sounding necessary.

What actually concerns me more is the notion I should give my shares to some unclear fan-led consortium when I’m not even sure what that means!

When I first started posting on here, the main forum was riven on a daily basis with arguments about whether Farmer and Petrie were mismanaging the club. There was lots of talk of the sale of the Golden Generation - ‘family silver’ was a common term, lots of talk about investing in an East Stand being a waste of money and that we had overspent on the HTC. Lots of talk about an opportunity to ‘spend to accumulate’ on players and forget about living sustainably.

If the owners of the club, then or now, make any executive decision, it will be bound to piss some people off. When Petrie did it, it pissed many, many people off but IMO he was generally right and his critics were wrong.

I wouldn’t want my shares sitting in a bloc that with the best will in the world is probably going to want instant gratification.

My point is any shift or initiative by RG may well be supported by a number of shareholders as they consider it to be beneficial to the club, while many supporters, including shareholders, will take an opposing view.

There have been so many red herrings attached over the years to Farmer and Petrie. Within days of RG’s takeover we have post after post on here about dilution whilst ignoring the fact that dilution seems to be the trade-off for hard cash into the club. There is maybe a psychological thing for some of us, especially those of us old enough to remember the dark days of thirty years ago, but that doesn’t translate into a need for knee-jerk mistrust. Cautious and optimistic welcome, maybe, yes.

👏👏

FilipinoHibs
07-07-2019, 11:37 PM
I appreciate Delaware is a tax haven in America, in business terms most companies incorporating in this day in age would review the difference in profits to avoid paying extra tax and it is possible to operate in Delaware and be legitimate, he could be saving the club millions done the line. He also included a 4% better interest rate than the Bank of England as the lender?

In relation to the shares, I understand shares have diluted and can’t provide any rationale or reasoning although I will trust Ron due to his previous record, Farmer/Petries assessment and the fact we are in the best position possible as a club.

I may be taken the wrong approach and you might be correct with the theories but at this current point in time am very optimistic as a Hibernian supporter.

Me too. The companies house listing provided clarity. Yes lots of legitimate companies operate out of Delaware but usually have a considerable presence there . My object in all this to have clarity and find out what is actually going. We have that now and we can dismiss all the wild claims from Jambos and our flat earth fans. Farmer too has written off a considerable amount of the money that he used to pay off our Bank of Scotland. He has been a great servant and protector of our club.

Mibbes Aye
07-07-2019, 11:50 PM
Me too. The companies house listing provided clarity. Yes lots of legitimate companies operate out of Delaware but usually have a considerable presence there . My object in all this to have clarity and find out what is actually going. We have that now and we can dismiss all the wild claims from Jambos and our flat earth fans. Farmer too has written off a considerable amount of the money that he used to pay off our Bank of Scotland. He has been a great servant and protector of our club.

You have reminded me of a point I intended to make in my previous post.

STF and RG are no doubt both canny businessmen and both have a track record in terms of community and charitable work.

Their motivations re Hibs are surely different though. Not in a bad way. STF has a strong family connection that goes back to the beginning of our club. RG, from his history and what he has said to date, sees an opportunity to kick things on for Hibs, both on the field and through HCF.

Re your last sentence, I suspect it will take a good while to get to the bottom of it, if ever, but I think the true extent of STF’s largesse to Hibs has been phenomenal.

NAE NOOKIE
08-07-2019, 02:07 AM
I have read a few posts on here suggesting small shareholders should throw their lot in with HSL to create a wedge bloc of shares, I think someone might even have suggested that small shareholders donate their shares to HSL?

I have a small shareholding. If RG turned out to be some pillager, intent on destroying the club to construct new builds for student lets on ER and a luxury estate with a Championship golf course at East Mains, then I will turn up and exercise my vote to try and save our club, but let’s face it it isn’t sounding necessary.

What actually concerns me more is the notion I should give my shares to some unclear fan-led consortium when I’m not even sure what that means!

When I first started posting on here, the main forum was riven on a daily basis with arguments about whether Farmer and Petrie were mismanaging the club. There was lots of talk of the sale of the Golden Generation - ‘family silver’ was a common term, lots of talk about investing in an East Stand being a waste of money and that we had overspent on the HTC. Lots of talk about an opportunity to ‘spend to accumulate’ on players and forget about living sustainably.

If the owners of the club, then or now, make any executive decision, it will be bound to piss some people off. When Petrie did it, it pissed many, many people off but IMO he was generally right and his critics were wrong.

I wouldn’t want my shares sitting in a bloc that with the best will in the world is probably going to want instant gratification.

My point is any shift or initiative by RG may well be supported by a number of shareholders as they consider it to be beneficial to the club, while many supporters, including shareholders, will take an opposing view.

There have been so many red herrings attached over the years to Farmer and Petrie. Within days of RG’s takeover we have post after post on here about dilution whilst ignoring the fact that dilution seems to be the trade-off for hard cash into the club. There is maybe a psychological thing for some of us, especially those of us old enough to remember the dark days of thirty years ago, but that doesn’t translate into a need for knee-jerk mistrust. Cautious and optimistic welcome, maybe, yes.

This is broadly where I am and is broadly the point I have been trying to make. I wont have any major problems with any decisions regarding the club Ron Gordon makes, just so long as it isn't clearly at odds with its survival …. EG selling East Mains or trying to move us from Easter Road, that sort of thing. I highly doubt he will try to change our name or colours :greengrin

Like you all I'm trying to advocate is a warm welcome to our new owner tempered with a warning that as Hibs fans we must always be vigilant … we came close, too close, to losing our club three decades ago and that for me means we can never be complacent and never ever take what we are told by anybody owning or running the club at face value … we must always satisfy ourselves that what we are being told is the truth and what the owner and board are doing is in the best interests of Hibs and the people who support the club.

MagicSwirlingShip
08-07-2019, 02:21 AM
The time for worrying is not now.
The time to worry is when Ron is selling up.

He is approaching his mid 60's so his time as Hibs owner may be no more than 10 years.
He has intentionally bought a club where the hard work has been done and he can enjoy his toy.
i.e. all assets owned by the club, no debt etc etc.
Our club is as stable as a football club can be.

I believe he will enhance East Mains with a full size indoor pitch and other improvements.
He will use his expertise and contacts to build the Hibs brand, attract investment etc.
By this approach he will get his money back when he sells

He will not spend massively different amounts of money on bringing in players than we currently do.
Perhaps half the £500k we previously paid to our debt each season will find it's way to the managers annual coffers which will equate to another Mallan type quality signing each season which would see us able to buy 3 decent transfer fee players a season.

Going back to the real issue, all we can hope is that when the time comes for him to sell, he sells to someone Hibs minded.
Sir Tom & Rod have temporarily defused the bomb but it will start ticking again about 10 years hence.

I'm sure Ron has a son who has been with him for most of the visits.

tonyrougier123
08-07-2019, 02:39 AM
I have read a few posts on here suggesting small shareholders should throw their lot in with HSL to create a wedge bloc of shares, I think someone might even have suggested that small shareholders donate their shares to HSL?

I have a small shareholding. If RG turned out to be some pillager, intent on destroying the club to construct new builds for student lets on ER and a luxury estate with a Championship golf course at East Mains, then I will turn up and exercise my vote to try and save our club, but let’s face it it isn’t sounding necessary.

What actually concerns me more is the notion I should give my shares to some unclear fan-led consortium when I’m not even sure what that means!

When I first started posting on here, the main forum was riven on a daily basis with arguments about whether Farmer and Petrie were mismanaging the club. There was lots of talk of the sale of the Golden Generation - ‘family silver’ was a common term, lots of talk about investing in an East Stand being a waste of money and that we had overspent on the HTC. Lots of talk about an opportunity to ‘spend to accumulate’ on players and forget about living sustainably.

If the owners of the club, then or now, make any executive decision, it will be bound to piss some people off. When Petrie did it, it pissed many, many people off but IMO he was generally right and his critics were wrong.

I wouldn’t want my shares sitting in a bloc that with the best will in the world is probably going to want instant gratification.

My point is any shift or initiative by RG may well be supported by a number of shareholders as they consider it to be beneficial to the club, while many supporters, including shareholders, will take an opposing view.

There have been so many red herrings attached over the years to Farmer and Petrie. Within days of RG’s takeover we have post after post on here about dilution whilst ignoring the fact that dilution seems to be the trade-off for hard cash into the club. There is maybe a psychological thing for some of us, especially those of us old enough to remember the dark days of thirty years ago, but that doesn’t translate into a need for knee-jerk mistrust. Cautious and optimistic welcome, maybe, yes.
Agree 100% 👍

BSEJVT
08-07-2019, 06:11 AM
The time for worrying is not now.
The time to worry is when Ron is selling up.

He is approaching his mid 60's so his time as Hibs owner may be no more than 10 years.
He has intentionally bought a club where the hard work has been done and he can enjoy his toy.
i.e. all assets owned by the club, no debt etc etc.
Our club is as stable as a football club can be.

I believe he will enhance East Mains with a full size indoor pitch and other improvements.
He will use his expertise and contacts to build the Hibs brand, attract investment etc.
By this approach he will get his money back when he sells

He will not spend massively different amounts of money on bringing in players than we currently do.
Perhaps half the £500k we previously paid to our debt each season will find it's way to the managers annual coffers which will equate to another Mallan type quality signing each season which would see us able to buy 3 decent transfer fee players a season.

Going back to the real issue, all we can hope is that when the time comes for him to sell, he sells to someone Hibs minded.
Sir Tom & Rod have temporarily defused the bomb but it will start ticking again about 10 years hence.

That's pretty much where I am on the issue

BSEJVT
08-07-2019, 06:16 AM
Exactly - which is why I think these individual shareholders should seriously consider transferring ownership to HSL. It will be good to see what arrangement Ron comes to with HSL as this might be a situation that may not need to arise.

There is absolutely no need for individual fams to do this and even as a Long time supporter of HSL I wouldn't recommend they did this.

All they have to, and would do, is vote against anything to the detriment of the club in a doomsday scenario.

Holding Hibs shares individually means a lot to people and I certainly wouldn't give up mine.

Of far greater concern are the nominee holdings if, as I think they would tip the balance, in the unlikely event that it ever came to it.

GreenLake
08-07-2019, 06:34 AM
Thousands of stocks face dilution each trading day in the free market process of raising capital. Whether it is good or bad for existing shareholders is difficult to predict in advance.

I'm not sure but I imagine Google, Apple, IBM, Microsoft and many other stocks everyone wished to have been long on were subject to several dilutions from pre-IPO to now.

Personally, I have benefited from several stock dilutions on a biotech startup that was held from pennies pre-IPO through several dilutions up to an acquisition at 130 times the original price. I can't remember getting overly bent out of shape but I didn't like the thought of dilution! Who would? I liked that my diluted stock was worth far more than before.

There is no evidence of foul play in this deal yet and dilution of ownership is maybe not as horrible as it sounds.

Are US businessmen bad? I can think of a few who have fleeced me in the 15 years I have lived here. I can think of a few who have been fantastic for investments or services. Ron was born in Peru, educated in Australia and did business in Spanish Language television in the USA. I doubt he is a stereotype of an American businessman. He sounds really unusual and interesting to say the least.

Do Liverpool fans still hate Henry? :greengrin

blackpoolhibs
08-07-2019, 06:38 AM
The time for worrying is not now.
The time to worry is when Ron is selling up.

He is approaching his mid 60's so his time as Hibs owner may be no more than 10 years.
He has intentionally bought a club where the hard work has been done and he can enjoy his toy.
i.e. all assets owned by the club, no debt etc etc.
Our club is as stable as a football club can be.

I believe he will enhance East Mains with a full size indoor pitch and other improvements.
He will use his expertise and contacts to build the Hibs brand, attract investment etc.
By this approach he will get his money back when he sells

He will not spend massively different amounts of money on bringing in players than we currently do.
Perhaps half the £500k we previously paid to our debt each season will find it's way to the managers annual coffers which will equate to another Mallan type quality signing each season which would see us able to buy 3 decent transfer fee players a season.

Going back to the real issue, all we can hope is that when the time comes for him to sell, he sells to someone Hibs minded.
Sir Tom & Rod have temporarily defused the bomb but it will start ticking again about 10 years hence.

I dont think saying we are a ticking bomb is really needed, every club will sell at some stage or another, its just called life.

A ticking bomb is a club like sevco or the duncans under the mad one, we are until something happens, under new stewardship with the promise of some investment for more infrastructure, and debt free giving us more expendable income.

Enjoy the ride.:greengrin

FilipinoHibs
08-07-2019, 06:43 AM
Thousands of stocks face dilution each trading day in the free market process of raising capital. Whether it is good or bad for existing shareholders is difficult to predict in advance.

I'm not sure but I imagine Google, Apple, IBM, Microsoft and many other stocks everyone wished to have been long on were subject to several dilutions from pre-IPO to now.

Personally, I have benefited from several stock dilutions on a biotech startup that was held from pennies pre-IPO through several dilutions up to an acquisition at 130 times the original price. I can't remember getting overly bent out of shape but I didn't like the thought of dilution! Who would? I liked that my diluted stock was worth far more than before.

There is no evidence of foul play in this deal yet and dilution of ownership is maybe not as horrible as it sounds.

Are US businessmen bad? I can think of a few who have fleeced me in the 15 years I have lived here. I can think of a few who have been fantastic for investments or services. Ron was born in Peru, educated in Australia and did business in Spanish Language television in the USA. I doubt he is a stereotype of an American businessman. He sounds really unusual and interesting to say the least.

Do Liverpool fans still hate Henry? :greengrin

Iin the open market share prices go up so dilution is offset by rising prices. The new hi-techs tend to be cash rich and don't need to raise capital through new issues. The trend has actually been to buy back shares which pushes prices up.

To be honest if HSL raised its share ownership it might have a seat on the board. They would be heard but probably have little influence. Ron may want fan representation on the board to hear views which may of course not be representative of a wider fan base.
But as many have said he and his people will be driving the direction of the club from now on.

FilipinoHibs
08-07-2019, 06:44 AM
Agree 100% 👍

.me to😀

monarch
08-07-2019, 09:59 AM
Despite extensive research about Ron on Google i’ve been unable to dig up the phrase “glib and shameless liar”. The Daily Record will be sad about that. 😏

hughio
08-07-2019, 10:13 AM
Grateful thanks to those who have thrown some light on this for me.Its a complex scenario but as always integrity is key.STF will have ensured his legacy is not wasted.💚

Argylehibby
08-07-2019, 11:26 AM
Exactly - which is why I think these individual shareholders should seriously consider transferring ownership to HSL. It will be good to see what arrangement Ron comes to with HSL as this might be a situation that may not need to arise.

I couldn't agree less with the bit in bold tbh. Like many individual shareholders I chose that route over HSL for a number of reasons the most obvious ones being I wanted to own shares in the club and to vote on matters at GM's based on my own opinion. When you say transferring you really mean gifting and relinquishing your ability to have 100% control over the investment you have made.

It is perhaps worth pointing out that you don't need to attend a meeting to vote. You have the opportunity to vote by appointing the chairman of the meeting to vote on your behalf and to instruct him on how to vote on each resolution. Yes, apathy may affect the number of people taking the time to vote but if the matter was that contentious then I'm sure the vast majority of those individual shareholders would vote.

GreenLake
08-07-2019, 11:38 AM
Iin the open market share prices go up so dilution is offset by rising prices. The new hi-techs tend to be cash rich and don't need to raise capital through new issues. The trend has actually been to buy back shares which pushes prices up.

To be honest if HSL raised its share ownership it might have a seat on the board. They would be heard but probably have little influence. Ron may want fan representation on the board to hear views which may of course not be representative of a wider fan base.
But as many have said he and his people will be driving the direction of the club from now on.

In the case of football, dilution will be acceptable if Ron continues to invest and the team has more success on the pitch. I really hope it works out for him and us.

I have not seen buybacks in any of my startup investments but like dilutions the results could be viewed as a negative. Buybacks are largely funded by the 'free cash' on offer from bond issues. Executives should be forced to buy more shares at the same time as buybacks and put in lockup for a year or two!

One Day Soon
08-07-2019, 11:56 AM
I don't see the shares bought by Ron Gordon as a dilution of existing shares.

The 125 million shares and £ 2.5 million share capital at 2 pence per share was approved at an AGM 4 years ago.

All that has happened is that the remainder of the approved shares have now been issued.


This could have happened at any time and the buyers of the remainder of the shares could have been anyone - including HSL if the capital had been there. So anyone buying shares since that AGM was well warned that the issuing of the balance of the shares would have an effect on ALL previously issued shares.

Worrying about dilution is a bit like worrying about worrying about the restaurant bill - you know its coming at some point and you're already committed to it.

tamig
08-07-2019, 11:59 AM
There is absolutely no need for individual fams to do this and even as a Long time supporter of HSL I wouldn't recommend they did this.

All they have to, and would do, is vote against anything to the detriment of the club in a doomsday scenario.

Holding Hibs shares individually means a lot to people and I certainly wouldn't give up mine.

Of far greater concern are the nominee holdings if, as I think they would tip the balance, in the unlikely event that it ever came to it.
The concern I have with the individual shares is that I don’t think a lot of the shareholders would attend meetings or vote when their support is needed.

tamig
08-07-2019, 12:04 PM
I couldn't agree less with the bit in bold tbh. Like many individual shareholders I chose that route over HSL for a number of reasons the most obvious ones being I wanted to own shares in the club and to vote on matters at GM's based on my own opinion. When you say transferring you really mean gifting and relinquishing your ability to have 100% control over the investment you have made.

It is perhaps worth pointing out that you don't need to attend a meeting to vote. You have the opportunity to vote by appointing the chairman of the meeting to vote on your behalf and to instruct him on how to vote on each resolution. Yes, apathy may affect the number of people taking the time to vote but if the matter was that contentious then I'm sure the vast majority of those individual shareholders would vote.
And thats my concern - only the majority would bother to vote. It needs them all.

FilipinoHibs
08-07-2019, 12:31 PM
In the case of football, dilution will be acceptable if Ron continues to invest and the team has more success on the pitch. I really hope it works out for him and us.

I have not seen buybacks in any of my startup investments but like dilutions the results could be viewed as a negative. Buybacks are largely funded by the 'free cash' on offer from bond issues. Executives should be forced to buy more shares at the same time as buybacks and put in lockup for a year or two!

Buybacks are financed by surplus cash from a profitable business where there is no further scope for investment. Bond issues which are loans, are used by companies to fund investment or other financial obligations if they are insufficiently profitable to fund with cash.

Private companies are in particular vulnerable to dilution as new investors are frequently brought in to add capital to smaller business. We fit into the latter category.

I think the dilution is a false arguement as under both HFC and Ron we will have a voice and presence but little influence or impact on the real decision making.

Andy.1875
08-07-2019, 12:47 PM
Is it still possible to buy personnel shares or is HSL the only option now?

GreenLake
08-07-2019, 12:51 PM
Buybacks are financed by surplus cash from a profitable business where there is no further scope for investment. Bond issues which are loans, are used by companies to fund investment or other financial obligations if they are insufficiently profitable to fund with cash.

Private companies are in particular vulnerable to dilution as new investors are frequently brought in to add capital to smaller business. We fit into the latter category.

I think the dilution is a false arguement as under both HFC and Ron we will have a voice and presence but little influence or impact on the real decision making.

In the US, debt financed buybacks were as high as 34% out of total in 2017 (https://www.bloomberg.com/news/articles/2019-01-27/debt-financed-share-buybacks-dwindle-to-lowest-level-since-2009). It fell last year probably due to Fed hiking but might pick up with the next round of cuts.

MyJo
08-07-2019, 12:56 PM
I couldn't agree less with the bit in bold tbh. Like many individual shareholders I chose that route over HSL for a number of reasons the most obvious ones being I wanted to own shares in the club and to vote on matters at GM's based on my own opinion. When you say transferring you really mean gifting and relinquishing your ability to have 100% control over the investment you have made.

It is perhaps worth pointing out that you don't need to attend a meeting to vote. You have the opportunity to vote by appointing the chairman of the meeting to vote on your behalf and to instruct him on how to vote on each resolution. Yes, apathy may affect the number of people taking the time to vote but if the matter was that contentious then I'm sure the vast majority of those individual shareholders would vote.

Once HSL no longer have the option to buy shares in the club maybe it would be worthwhile rebranding it as a new shareholders association.

They manage the shares that have been bought through the scheme on behalf of their members. Individual shareholders who would prefer to hold their shares themselves could then be invited to join and pledge support of HSL without physically handing over their shares and agree to give HSL first refusal on buying their shares if they decide to sell them in the future.

This way we could get a true picture of how much of the club is genuinely in the hands of supporters and improve confidence in our ability to protect the club if we know, for example, that 30% of the shares are held by HSL and others who wouldn't allow any future owner to gain a 75% holding and to do whatever they wanted.

tamig
08-07-2019, 06:28 PM
Once HSL no longer have the option to buy shares in the club maybe it would be worthwhile rebranding it as a new shareholders association.

They manage the shares that have been bought through the scheme on behalf of their members. Individual shareholders who would prefer to hold their shares themselves could then be invited to join and pledge support of HSL without physically handing over their shares and agree to give HSL first refusal on buying their shares if they decide to sell them in the future.

This way we could get a true picture of how much of the club is genuinely in the hands of supporters and improve confidence in our ability to protect the club if we know, for example, that 30% of the shares are held by HSL and others who wouldn't allow any future owner to gain a 75% holding and to do whatever they wanted.
That sounds like a pretty decent compromise and is maybe something HSL would like to look at. Its vital that there is one body overseeing the “safe” shares imo.

jacomo
08-07-2019, 07:01 PM
I dont think saying we are a ticking bomb is really needed, every club will sell at some stage or another, its just called life.

A ticking bomb is a club like sevco or the duncans under the mad one, we are until something happens, under new stewardship with the promise of some investment for more infrastructure, and debt free giving us more expendable income.

Enjoy the ride.:greengrin


Why are we calling them duncans now?

Asking for a friend.

Keith_M
08-07-2019, 08:01 PM
Why are we calling them duncans now?

Asking for a friend.


Check the video in THIS (https://www.bbc.co.uk/news/uk-scotland-48881421) article

jacomo
08-07-2019, 08:07 PM
Check the video in THIS (https://www.bbc.co.uk/news/uk-scotland-48881421) article


:aok:

Jambos getting trolled by Judy Murray. :faf:

Duncans it is.

FilipinoHibs
08-07-2019, 08:42 PM
In the US, debt financed buybacks were as high as 34% out of total in 2017 (https://www.bloomberg.com/news/articles/2019-01-27/debt-financed-share-buybacks-dwindle-to-lowest-level-since-2009). It fell last year probably due to Fed hiking but might pick up with the next round of cuts.
The figures for previous years were lower - around 25% according to JP Morgan and only part of funded by loans. But overwhelming majority of buybacks are funded by excess cash. An overwhelmingly majority loans used to fund investment.

DanishJohn
08-07-2019, 09:54 PM
I couldn't agree less with the bit in bold tbh. Like many individual shareholders I chose that route over HSL for a number of reasons the most obvious ones being I wanted to own shares in the club and to vote on matters at GM's based on my own opinion. When you say transferring you really mean gifting and relinquishing your ability to have 100% control over the investment you have made.

It is perhaps worth pointing out that you don't need to attend a meeting to vote. You have the opportunity to vote by appointing the chairman of the meeting to vote on your behalf and to instruct him on how to vote on each resolution. Yes, apathy may affect the number of people taking the time to vote but if the matter was that contentious then I'm sure the vast majority of those individual shareholders would vote.

Thanks for this. Could you please tell us how many individual shareholders there are?

Argylehibby
08-07-2019, 10:56 PM
Thanks for this. Could you please tell us how many individual shareholders there are?

Sorry DJ I have no idea what the register of shareholders looks like now. I do recall some time back the register was posted on here but I can't recall the numbers involved.

FilipinoHibs
09-07-2019, 12:09 AM
Sorry DJ I have no idea what the register of shareholders looks like now. I do recall some time back the register was posted on here but I can't recall the numbers involved.

Go to the link at start of thread and look at the confirmation statement from 6 Feb 2019. That has the full list of share holders. 99.605 million shares issued then. A further 2.745 million issued over the course if 2019 before the 22.650 issued to Ron.

FilipinoHibs
09-07-2019, 10:56 PM
Satisfaction of charge notices posted on companies house website. Documents available on 13 July.

cocteautwin
10-07-2019, 10:35 AM
Satisfaction of charge notices posted on companies house website. Documents available on 13 July.

Is this normal? I’ve never seen charges over a companies assets unless there’s been loans somewhere in the corporate structure.


Sent from my iPhone using Tapatalk

Smidge
10-07-2019, 11:10 AM
Is this normal? I’ve never seen charges over a companies assets unless there’s been loans somewhere in the corporate structure.


Sent from my iPhone using Tapatalk

Will most likely relate to the satisfaction of security to HFC Holdings now that the debt has been paid off.

There is also a cash deposit security to Santander for £6k, which I suspect will be security for merchant services (using card machines etc) to protect the bank from claims on folks' cards when they pay. This might now also have been removed as a condition given that the club is now debt free.

FilipinoHibs
10-07-2019, 11:31 AM
Will most likely relate to the satisfaction of security to HFC Holdings now that the debt has been paid off.

There is also a cash deposit security to Santander for £6k, which I suspect will be security for merchant services (using card machines etc) to protect the bank from claims on folks' cards when they pay. This might now also have been removed as a condition given that the club is now debt free.

Yes both the release of the floating charge held by HFC on the mortgage now that has been paid off/partially written off. But also I think the ability for Ron's company to put a floating charge over ER if he lends money to Hibs to build an indoor facility and academy. This latter agreement was registered on 2nd July and full details on companies house website. The new ones are all releases of charges.