AGM speeches by AJ and MB

[Tannochsidebear 2,306]

Part 1

 

 

CHAIRMAN'S ADDRESS

 

"I want to thank you for participating in the formal agenda of the AGM, and we

now move onto the segment of our meeting which does not deal with the specific

governance of the club as dictated by the regulatory authorities.

 

I am going to ask you for your forbearance as I break with recent precedent in

that prior to the traditional question and answer session, I would like to take

this opportunity to present my inaugural chairman's address to the shareholders

of Rangers Football Club. As I have now held this position for just over three

months, I feel it is appropriate for me to give you some direct insight into

some of the strategic issues in which your Board has been engaged during this

time. In so doing, I will focus on matters that I believe will be of particular

relevance to you, many of which have been the subject of media interest and

speculation.

 

After my presentation, Martin Bain will follow me to the podium to address

several pertinent issues of topical importance to the Rangers constituency and

outline our activities and views on these subjects.

 

I have no intention of reciting information that you already have available to

you included in the annual report that you would have received several weeks

ago. If, of course, you have any questions arising from the information

contained therein, you can address your questions to the Board during the

traditional question and answer session that will follow.

 

At the outset, I believe it is beholden on me to relate to you activities with

which the Board has been engaged that deal specifically with the relationship

between Rangers Football Club and the Murray Group and, by extension, Lloyds

Bank.

 

As you all know, Sir David Murray stepped down as Chairman of the Club in

August. One of the primary reasons that precipitated his decision was to focus

more of his executive skills on the Murray Group of companies which he has

built up so successfully over the last 30 years. The depression that the world

economy has experienced over the last 18 months or so was particularly onerous

on several of the mainstays of the Murray Group's business, i.e. steel and

property. While this would not ordinarily have had a direct impact on Rangers

Football Club, because of the business model that had been pursued since David

assumed ownership he had taken it upon himself on behalf of his holding company

to underpin the working capital of the Club's operations and ambitions.

 

As most of you know, the Club's debt several years ago exceeded �£70 million and

this was only reduced to a more manageable level by the Murray Group

essentially underwriting and taking up a rights issue to fund a significant

repayment, i.e. David Murray, to his everlasting credit, took the

responsibility of salvaging any potential financial exposure that his oversight

of the trading activity may have precipitated. Given the aforementioned

economic circumstances about a year ago, David's well-intentioned, personal

ambitions for the Club came into conflict with the business exigencies of his

company. Given these extenuating circumstances and following on from the

takeover of HBOS by Lloyds Bank, there was a particular focus on the credit

facilities historically provided by HBOS. However, the specific debt to Rangers

Football Club had been structured as a non-recourse credit facility which meant

that the bank had to rely solely on the Club both as security for its debt and

to pay the interest costs as well as fulfil the repayment terms.

 

I was aware of these circumstances having had intensive discussions with the

Bank prior to me accepting the invitation to become Chairman, but I made it

clear that I would act entirely with the best interests of Rangers Football

Club in mind and obviously not have the same empathy towards the Club's patron,

i.e. the Murray Group. My agenda was to lead a Rangers Board that became

increasingly independent of the Murray Group, which of course still owns the

vast majority of the equity in the Club. However, I felt that maintaining both

the tangible and intrinsic value of Rangers by performance and image would

serve the best interests of all parties with a vested financial interest in the

Club's business. This was not an easy thing to do given the fact that Rangers

Football Club, as I have said on several occasions, is not a business that is

run by the Bank, but to the extent we rely on it for external financing, Lloyds

is naturally a party to approval of the business plan which its credit facility

fuels.

 

This did not stop us addressing some very thorny issues. For example, we agreed

to discontinue all reimbursements to Murray Group for management services.

Also, the Rangers Board denied Murray's request to increase its slate of

Directors on this Board to four nominees as opposed to the two that heretofore

had been in place. Therefore pursuant to David himself and Donald Wilson

resigning from the Board, we voted the two replacement Murray nominees, Mike

McGill and Donald Muir, on as new Directors. While the selection of Donald Muir

may have been somewhat controversial, given the fact that he had been an active

liaison between Murray Group and Lloyds Bank with respect to other elements of

the conglomerates business, it was not out of context that he became a

designated non-executive Director of Rangers.

 

As we moved forward, I was of the opinion that the Rangers Board should be

active participants in any process that involves the sale of the controlling

interest in the Club by the majority shareholder. An independent view of how

any transaction would impact the Club's operation and performance was vital,

given the Chairman and Directors' obligations to act in the best ongoing

interests of this institution.

 

When I undertook my own due diligence with respect to the challenges that we

would have in managing our relationship with the bank, the most immediate issue

that we had to confront was renewing our committed credit facilities to give

the Club the financial wherewithal to continue to operate its business. In turn

this allowed our auditors to confirm the company as a going concern in their

report. Any form of qualification in this regard would have caused us to be in

breach of UEFA regulations which would have extinguished any European ambitions

that we all have for the Club.

 

The process of reaching a resolution with respect to the extension of the

bank's credit facility involved the merging of two distinctly different

business plans, one promoted by Murray and acceptable to Lloyds Bank and the

other prepared by the Rangers Board and senior management team. As every

businessman would know in dealing with banks, one has to present a "sustainable

business plan" but the devil in this regard is the view one takes on the

ambitions of the Club as compared to the objectives of the bank in protecting

its credit exposure. As you would suspect, there was rigorous debate that

ensued as to the ingredients that would be incorporated into the financial plan

on which, given the circumstances, we all eventually agreed.

 

For example, the Board requested tolerance for payments that we still owed on

players that we acquired one or two years ago, which amounted to about �£9

million at the end of June 2009. There was no flexibility on that issue

although we have indeed paid off �£7 million against that debt in the last five

months. On the other hand, the bank agreed to make no demand, despite media

speculation to the contrary, for Rangers to manage its business plan to allow

for any expedited repayment of the Club's debt. In fact, as set out in our

financial statements at June 30 the bank has agreed that the Club's only

obligation is to operate within a credit facility that reduces by �£1 million

per year.

 

Any business plan no matter what the motivation for the integral provisions

must make assumptions about the performance of the Club. We eventually reached

a consensus on the fact that any quick requirement to pay off debt could cause

the Club's value to collapse, and we needed a much more programmed outlook.

There was no way we could continue to expect the continued commitment of our

supporters if there was any sense that they were expending their hard earned

money by following Rangers merely to pay back the bank.

 

As far as the bulk of the Rangers support is concerned, the relevant news is

that the plan does not oblige us to sell any players in the January window and

that if any players do depart, it will be at the volition of the Rangers

executive and management team. If the Rangers management team believes that we

can beneficially trade players in January, we will have the freedom to do so

provided we meet the constraints of the plan that we have agreed to adopt. On

the other hand, our trading flexibility in the summer of 2010 will depend on

SPL performance, European qualification, etc., through the end of this season.

 

In summary, we reached an agreement with the bank that extends through the end

of 2010 with facilities at the same margin and at no additional cost and which

allowed the auditors to provide a clean opinion on our financial statements.

[Tannochsidebear 2,306]

Part 2

 

In concluding my remarks about the bank, I should emphasize that they have

repeatedly told us that Rangers' ambitions should be fuelled by equity, i.e. by

ownership, and not by debt, i.e. the credit facility extended by Lloyds. No

matter what scenario might develop prompting the possibility of the Club's

majority ownership being disposed of by the Murray Group, the bank will have a

vested interest in any such transaction. For my part, I am hopeful that Lloyds

will continue to be collaborative and considerate in expediting a sale that

will allow Rangers Football Club to move forward as an independent organization

with access to equity funding rather than debt and thereby reassume control of

its own financial destiny.

 

At this stage, it would be natural for me to move onto the topic of supporters

becoming owners or forming part of an ownership group and thus have a more

integral relationship with the Club.

 

I had a meeting several weeks ago with the senior officers of the Rangers

Assembly and I assured them that I was not in any way alien to the concept of a

Rangers supporters-sanctioned group participating in ownership of the Club and

that the Board would entertain proposals from legitimate and credible parties

representing such interests. However, I cautioned them that while there has

been a lot of speculation about people expressing an interest in supporting

such a manoeuvre at the end of the day, the Rangers Board, and I as Chairman,

are less concerned about the price of the Club and much more concerned about

the ability of the new owners to continue to finance the ambition of the Club

on an ongoing basis. An ownership change with a commitment by a stable owner or

ownership group to be a source of substantial, regular, and reliable source of

unencumbered cash is vital to the Club moving from a surviving to a thriving

mode.

 

Rangers supporters are the lifeblood of the Club more than any other sports

institution in the world. Rangers Football Cub is a business entity that

depends for its existence primarily on the single revenue stream that comes

from our supporters, i.e. our customers. They dig deep, they invest their

passion, their time, and their finance in this enterprise. They purchase season

tickets, European game tickets, hospitality, they support club organized

entertainment functions, they purchase replica kits, etc. This commitment is

hugely important to the Club. I am, therefore, very sceptical of any scenario

which relies on these same stalwarts to allocate more of their limited

resources by writing a check each year to fund our performance ambitions.

 

There has been much talk about the Barcelona members ownership model, but we

must keep in mind that in Spain and in Germany there is a significant

underpinning of media rights revenue to fund club operations and provide

working capital for player trading. This is a luxury that cannot, in the

current rights marketplace, be exported to Scotland.

 

In summary, it is relatively simple to promote the rights of ownership,

however, it is far more challenging to activate the obligations of ownership.

 

Right now all of you are exercising your rights of ownership. That is why we

are all congregated here at this meeting. As shareholders you have been asked

to vote for directors of this Club. You are asking questions of your elected

representatives and at the end of the day you and your fellow supporters will

determine the destiny of the financial resources available to the Club by your

discretionary personal spending practices. However, like it or not, Rangers now

competes in an environment where there are obligations of ownership and this is

a scenario where shareholders have significantly less discretion.

 

Supporter Groups acquiring the rights without the corresponding ability to

underpin the working capital of our Club is akin to paying a transfer fee to

another Club to bring in an impact player and then not having the funds to pay

his wages.

 

In our mission to reconstruct the governance of this Club your Board must be

fundamentally focused, not only on the rights of ownership but also on the

ability of any supporter enfranchised group to undertake the obligations of

ownership.

 

The Board does not have the luxury of being idealistic, we must be realistic.

 

However, I repeat, this Board would welcome and engage in exploratory

discussions with any parties individually or affiliated with our support that

meets our criteria for suitability.

 

In conclusion, let me touch on several topics which the Board has asked the

management team to pursue and upon which we hope to report to you more

extensively in the future.

 

* We will continue to monitor closely our Murray Park Academy program which

is now producing the talent worthy of our significant commitment to this

operation over the last few years. Not surprisingly, a material part of our

future strategy relies on our youth programs as financial circumstances

dictate that the development of players is an area where we will be

required to invest resources with a view to growing our future teams more

organically as opposed to acquiring footballers in the mature marketplace.

 

* In the same mode, we will be evaluating our entire scouting organization,

and while we don't have access to the same financial resources as clubs in

the primary national leagues in the rest of Europe, we do believe that

focusing our energies in a structured manner will allow us to identify more

talent both for our grass roots programs as well as those who may have the

skill set to enter our first team squad relatively quickly.

 

* Having mentioned a couple of initiatives we are undertaking, I can confirm

to you there is one issue we will not be pursuing. Neither in this business

plan or any revision in the foreseeable future do we have any strategy

whatsoever to sell the naming rights to this Stadium. "Ibrox" is

non-negotiable!

 

Finally, in summary, rest assured, the Board is committed to move the Club

forward, navigating through troubled waters where not only the exigencies of

both the domestic football environment and the world economic climate come into

play, but also where speculation and self-serving personal opportunists are

hazards that we need to identify and surmount. Honest debate and the promotion

of differing views are encouraged, but the interests of the shareholders and

the ambitions of the supporters are paramount as together we strive to protect

and enhance the fortunes of Rangers Football Club as our legacy for the next

generation of followers.

 

Thank you for your commitment."

[Tannochsidebear 2,306]

Part 3

 

 

CHIEF EXECUTIVE'S ADDRESS

 

"Ladies and gentlemen there are a number of issues you will undoubtedly wish to

explore in the question and answer session and we will do our utmost to respond

to those questions helpfully.

 

I would, however, like to address some of the key issues we face as a club at

this time.

 

First and foremost, I would like to thank you and many thousands of other

Rangers supporters for the tremendous commitment you make to the Club, week in

and week out.

 

I'm sure I speak for everyone on this platform when I say that without your

support the challenges we face would be even greater than they are.

 

I will not for a moment underplay the difficult financial climate in which we

operate as a business.

 

Nor will I suggest that, somehow, Rangers could be immune from the worst

economic downturn to have afflicted this country for a generation.

 

It is against this economic backdrop, which affects families and businesses in

every walk of life, that I pay tribute to those of you whose continued

commitment to the Club is remarkable and greatly appreciated.

 

Firstly let me address ticket sales - the primary source of revenue for the

Club. Season ticket sales are down on last year. The decrease of season tickets

sales is approximately 3,000, which is around 7%.

 

Given the general economic climate, I am not going to attempt to sugar-coat

this figure. At present, we have more tickets on sale for every match without

continuous demand to take up the shortfall.

 

However, this season - following last year's record season ticket sales - we

sold nearly 39,500 season tickets - which is 84% of the stadium's saleable

capacity. Our total sales figures in terms of percentage capacity are the

highest in the SPL and 9th in the UK.

 

I believe, this is a testament to an enduring commitment by supporters that is

highly valued by this Club and is the envy of many clubs throughout the UK and

Europe.

 

Of course, we continually strive to improve these figures and offer a better

service to supporters. As a club we are committed to making football as

affordable as possible - particularly to families - and this will be the third

year that full season ticket prices have been frozen and reduced junior prices

sustained.

 

I recognise, however, that it is difficult to please everyone with our ticket

pricing strategy and the European match prices were a concern for supporters.

 

In setting our Champions League prices, the Club has to consider carefully a

number of factors - including the prestigious nature of the tournament, the

interests of season ticket holders and the financial requirements of the Club.

 

Albeit that this year's fixtures did not include a box office tie against one

of the elite teams in Europe, we believe it is right to offer a three-match

package for season ticket holders at a discount.

 

Although attendances at this year's Champions' League matches were down on two

seasons ago when we played Barcelona, Lyon and Stuttgart, our figures compare

well in Europe with the exceptions of clubs such as Manchester United, Arsenal,

Barcelona and Bayern.

 

On domestic ticketing matters, I would like to thank all those supporters from

the Rangers Supporters Assembly for their continued hard work with the club in

the ticket forum through which we try to continually improve the distribution

of tickets.

 

Our prime concern has been the interest of Rangers supporters and although

there have been issues with the 5% administration fee we charge other clubs,

our clear intention was to prevent extra costs being levelled at Rangers fans.

 

Importantly and rightly so, the Club also made strong representations to Dundee

Utd in regard to the abandoned match at Tannadice last month. At all times our

view was that a refund should have been offered to spectators and we were

disappointed and angry that Dundee Utd, as the club responsible, did not choose

that option.

 

We believe that the club and supporters working together on ticketing will be

mutually beneficial and we look forward to continuing to work with the ticket

forum, through the Assembly.

 

As the chairman has indicated, generating revenue is of paramount importance.

 

One of the real disappointments to the Club this year was the collapse of

Setanta. And it gives me no pleasure to stand here today and say this was a

situation that could have been easily avoided, had the advice of this club,

Celtic and Aberdeen been heeded by others in the SPL.

 

In short, the demise of Setanta will cost our club �£12million.

 

I can only repeat today what we have said before. We are pleased that SKY/ESPN

was there as a safety net but the value of SPL television rights as they stand

has been dramatically reduced. The reality of revenue generation for most

leading clubs is that after ticket sales, revenue from TV rights is the largest

source of revenue. I am committed to exploring every opportunity as we go

forward to ensure the best possible outcome for this club.

 

As many of you will know, the Club has recently launched RangersTV.tv, our

online TV station to replace Rangers TV, which was lost due to the Setanta

collapse.

 

This is still in its infancy but is the first of its kind in UK football and

offers great potential as a service to supporters in the years ahead.

 

Addressing service brings me to our relationship with JJB Sports, which I'm

glad to say has improved greatly.

 

While this arrangement has proved to be financially beneficial to the Club, we

are all acutely aware of the merchandising issues and the inconvenience it may

have caused supporters in this past year. JJB have had their own issues to

contend with and there is no doubt this has resulted in a diminished Rangers

product range, and a lack of availability of stock. This is something we have

addressed during the course of the year, and our representations to JJB

resulted in the appointment of a senior manager dedicated to oversee Rangers

merchandise. I have had some very positive meetings in recent weeks with the

new Chairman, Sir David Jones, and I firmly believe that at the turn of the

year we'll start to see a vast improvement. Both he and his co-director, Colin

Tranter, are fully behind our agreement, and intend implementing new and

exciting plans, including a bespoke megastore in Argyle Street. JJB's recently

raised investment should ensure that, as partners, we will be able to drive JJB

to produce a more extensive range of merchandise and improve availability

which, I'm sure, will satisfy your demands and cement our relationship with the

sports retailer.

 

Ladies and gentlemen, these are issues of real concern to you and no effort

will be spared by the Club in addressing them.

 

If I may now turn to football matters briefly.

 

Firstly, I will deal with the recent blaze of publicity surrounding the Old

Firm and the English Premiership and Atlantic League.

 

Our position is quite clear and has remained consistent.

 

We play in the SPL and respect our opponents in all domestic competitions.

 

In the long-term we believe there will be change to football structures in

Europe, although no-one can anticipate at this stage how these changes will

materialise and what they will entail. It is our duty to ensure that if there

is any forthcoming change, that would be beneficial to Rangers, the Club should

be in a position to take advantage of that change should that be the right

course of action. We will pursue opportunities that protect the future of this

Club on all fronts.

 

As you may know there has also been some discussion for some time now about the

formation of an SPL 2 to augment the SPL. Such a proposal as it stands would be

financially neutral for the Club, but the only way we can envisage supporting

the proposal is if the SPL was reduced to a 10-team league, reducing the number

of league games, removing the need for a split and enabling the creation of a

winter break. There still seems to be a desire for this to be on the agenda of

Scottish football, but with regard to the overall picture, myself and Walter

have participated in Henry McLeish's review on behalf of the SFA. I must add,

however, we are still somewhat surprised at the SFA's reluctance for any member

of the Old Firm to be represented on the SFA Board.

 

At this point let me address something that is key, and maybe more pertinent,

to all of us and that is to clarify the position of Walter Smith and his

assistant manager's contracts.

 

Firstly, myself, the Chairman, Walter and his assistants are all on the same

page. Secondly, we're fortunate as a Club to have a football management team

that are all true Rangers supporters. This being the case, the situation is

this - as the Club currently sits up for sale and in between owners, Walter,

Alastair and Kenny have taken the decision that until such times as a new owner

is found, they will work without contract to protect the Club from having a

contracted management team that a new owner may not want. That is the current

position and Walter may talk to this later.

 

On other fronts I am pleased to report progress on a number of footballing

issues that I know are of interest to you, aside from the fortunes of the first

team.

 

First of all the Rangers Academy at Murray Park.

 

As things stand, 35 players from the Academy have played for their countries at

various levels while part of the Academy.

 

The majority have played for Scotland but others for Northern Ireland, Poland

and Norway.

 

I think we're all delighted to see the progress of young players such as Danny

Wilson, John Fleck and Andrew Little breaking through to the first team.

 

Over the last 6 years 29 Academy players have played in the first team.

 

On average, we are looking at 3-4 players coming through to first team

participation per season. Walter will likely share his thoughts with you on the

Academy, but the Club believes we are seeing results and the future looks

promising.

[Tannochsidebear 2,306]

At Youth level there are a number of other issues we are constantly involved

with, none more so than the proposed amendment to increasing compensation clubs

will have to pay for amateur players. Whilst we accept that clubs should be

compensated for the training and education that they give to young amateur

players, the proposal as is tabled at the moment, we believe, is wholly

inappropriate. In short, there is a groundswell among SPL clubs that is

prompting the increase in compensation fees to be paid for youngsters as young

as 10 years of age.

 

In talking about Youth, is important today we should also recognise the

outstanding achievement of our Football in the Community Department, the

largest in Scotland, if not the UK, whose courses make a real difference in the

community. Around 6500 youngsters participate every week and since these

courses started, 47 players have moved on to professional youth development and

one has recently signed full professional terms.

 

In tandem with this, our corporate social responsibility programme plays a

major part, and together with our partners, has significant investment of over

�£2m where we feel, through our education programme, we make a real difference

to the lives and attitudes of not only young persons, but disadvantaged adults.

 

I'm sure you will wish to raise the first team matters with Walter and myself

in more depth, but let me say that I believe that investment in the team is the

path we should follow and the challenge for the management of the Club and the

board is to use our best endeavours to make that investment possible.

 

Yes, we are working within tight budgets and it's no mean feat. But the fact is

our commitment must match your commitment.

 

Ladies and gentlemen, I know what headlines screaming `Rangers in crisis' mean

to you.

 

All of us at the club were moved by the offers of financial support from fans

over recent months. Appreciated as they were, the greatest contribution you

make is support for the team and what you do in the name of Rangers.

 

Of course, we have our issues. We constantly strive to address them. I am

indebted to the Rangers Supports Assembly and many other fans who have stepped

up to the plate to help in a united effort to eradicate the blight of

sectarianism and tackle the anti-social behaviour of some people who

unashamedly call themselves fans, but do nothing but let themselves and the

Club down. They will not prevail and I am proud to say that is not a message

from the Club alone, but from the countless fans who have Rangers interests at

heart.

 

Tomorrow we leave for Seville for our final Champions' League fixture - to

visit a city and a club where the names of Rangers legends Jock Wallace and Ted

McMinn are held dear.

 

We will be playing for pride. More than 2000 fans will be there to support the

team and I applaud the supporters groups whom I have met with and sent out a

message to their members and all fans that they are going to Seville to do

Rangers proud.

 

It's that same pride that saw Rangers fans donate large sums of money to the

Erskine and Bennett House charities this year.

 

It's that same pride that saw our supporters and the club work together to give

standing ovations to our servicemen and women when we invited them in their

hundreds to games at Ibrox.

 

And it's that same pride in our heritage that makes us work together to honour

our founding fathers and I am pleased to announce today they are to be added to

the Rangers Hall of Fame.

 

It's also, Ladies and Gentlemen, that same pride which I believe will serve us

well as we strive to do the very best for Rangers."

 

The Directors of The Rangers Football Club plc accept responsibility for this announcement.

 

END

[Union City Blue 0]

Incredible TB, I won't even ask how you got that done + so quickly

[OnlyOneAmoruso 0]

It's the announcement that was made available to the Stock Exchange this morning.

[Union City Blue 0]

It's the announcement that was made available to the Stock Exchange this morning.

 

Yeah, I see that now. Oh well, TB deserves credit for being an all-round good egg anyway.

[Tannochsidebear 2,306]

I thought you were just acknowledging that I had pinched it from another site!!

[ascender 352]

Thanks very much for posting those, some very encouraging words indeed.

[plgsarmy 111]

For example, we agreed

to discontinue all reimbursements to Murray Group for management services.

 

 

Can anyone shed some light on this?