Rights Issue

[Samdy Gray]

Club announcement...

SWINDON TOWN FC ANNOUNCEMENT
Posted on: Wed 30 Sep 2009

STFC has announced further changes to strengthen the financial base of the Club.

At the time of the last AGM in October 2008, STFC took steps to undertake a restructuring of its share capital thereby enabling it to strengthen its balance sheet. At that time, it also announced that it would, at some stage in the future, make further changes and make a Rights Issue to further strengthen the balance sheet by raising new share capital.

The changes announced today will achieve the following:

1 Strengthen the balance sheet of the Club by the issue of 2,000,000 new shares which will be offered to all existing shareholders.

2 Raise additional funds for the Club.

3 Enable existing shareholders to participate in the ownership of the Club.

4 Deal with the administrative problem that of nearly 3,500 shareholders, there are 800 shareholders for whom the club has no contact details and that in many cases the Club has had no correspondence with them for many years.

The basis of the restructuring is a Rights Issue. It is proposed that the existing 18,000,000 1p shares will be consolidated into shares of £1 and that 2,000,000 new £1 shares will be issued.

When a 75% interest in the Club was acquired by Swindon Football Holdings Ltd (SFHL) in January 2008, SFHL agreed to advance a minimum of £3,500,000 in order for STFC to commence the process of eliminating its debts. Since that time, SFHL has advanced £7,500,000 to STFC as it has continued to clean up the Club, deal with issues from the past (e.g. the Corporate Voluntary Arrangement, amounts owing to HM Revenue & Customs, the Datasat litigation, etc) and provide for its future development.

From a practical point of view, it is obviously unrealistic for Club shareholders to expect SFHL to continue to fund STFC without recourse to other shareholders and, accordingly, today's Rights Issue, which will be underwritten by SFHL, will give existing shareholders the opportunity to invest further in the Club. Shareholders will be offered the opportunity to purchase shares pro rata to their existing holdings with a minimum investment of £100.

Swindon Town FC

The Directors of the Club are encouraging all shareholders to take part in the share issue which it sees as an essential part of strengthening the Club whilst, at the same time, continuing to offer all fans the opportunity to remain as shareholders in the Club. STFC is also proposing to issue a small number of shares, on the same basis, to a number of people who are not currently shareholders, but who have expressed an interest in investing in the Club.

Commenting on the Rights Issue, Chairman, Andrew Fitton, said:

"STFC has always been, and continues to be a community club with a strong base amongst the population of Swindon. We are very keen that existing shareholders continue to have an affinity and involvement with the Club and an opportunity to invest in its future. Over time however, we have lost contact with a great many shareholders and this exercise will help us create an up to date share register and allow communication that is more efficient.

"SFHL has invested a large amount of money in the Club, but for a relatively modest sum, existing shareholders can continue to hold a stake in their Club."

The Annual General Meeting of the Club will be held on Tuesday 20th October 2009 at 6.30pm in the Legends Lounge.

http://www.swindontownfc.co.uk/page/NewsDetail/0,,10341~1810344,00.html

[leefer]

Cheers Sam...interesting.

[Ardiles]

Maybe this has come at the wrong time for many fans, though.  Under normal circumstances, I would probably have been tempted to throw another £100 at some more shares.  But given that the investment is only an emotional one (ie no one really expects to get any money back or make a financial return), this is discretionary/luxury expenditure...and many of us are reining back on that right now.

[Nemo]

According that article, the Fitton Consortium have put £7.5m into the club already. Blimey, I didn't realise we were making that sort of sized loss.

[Batch]

Blimey, I didn't realise we were making that sort of sized loss.

We aren't, that's historic debt. The ongoing annual shortfall was a mere £3m or so!

[iffy]

Maybe this has come at the wrong time for many fans, though.  Under normal circumstances, I would probably have been tempted to throw another £100 at some more shares.  But given that the investment is only an emotional one (ie no one really expects to get any money back or make a financial return), this is discretionary/luxury expenditure...and many of us are reining back on that right now.

Quite the opposite, they don't want your money. IMHO this seems like an exercise in tidying up the shareholder register and consolidating control. SFHL are underwriting the issue. Underwriting the non-subscribed rights (ie buying the shares offered to small shareholders that the small shareholders don't take up) will I imagine will take them over 90% control, which gives them rights to buy the remaining shares if they want (called "squeeze out" rights). It may also offer the holding company tax advantages, but I can't remember if that's right.

Absolutely nothing to be worried about because the shares people hold aren't (really) worth anything anyway. Sensible, practical financial stuff from SFHL.

[Power to people]

I think major shareholders after Fitton & Co is the Wills family and Wendy Godwin, not sure what % they have, if they do not subscribe to the rights issue then their share holding will be watered down big time.

[Summerof69]

From :http://www.swindontownfc.co.uk/staticFiles/71/3f/0,,10341~147313,00.pdf


At the same time, while much positive progress has been made since my appointment as
Chairman in January 2008, the current board is still resolving a number of issues that relate to the tenure
of the previous board of directors and it is possible that further liabilities may yet crystallise, in which
case the Club may have to raise additional funds to meet such liabilities.


It seems there is some stuff still coming out of the woodwork nearly 2 years after the takeover.

[Dazzza]

What else could there be in the closet?

[Simon Pieman]

We haven't signed Sol Campbell as far as I know

[chalkies_shorts]

Maybe they've just found Ruddock's bar bill

[Samdy Gray]

Or the invoice for his shorts.

[Bob's Orange]

What else could there be in the closet?

Fatbury?

[Simon Pieman]

Was my gay joke overshadowed by the money joke? Damnit, I hate double meanings.

[Dazzza]

Fatbury?

Where is Fatters he hasn't been on here in ages?