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The Miller bid explained by D&P


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On saturday morning at the RFFF meeting of over 150 RSC reps, a 13 minute DVD was played to them featuring Whitehouse from D&P explaining a lot about the admin process and where we are at this stage.

 

A large part of this time was taken up explaining the Miller bid, and a hand-out roue map was issued to all in attendance to explain how Miller's bid works.

 

I will attempt to repeat this as I see it and remember it.

 

An "incubator" company takes over the assets of the club for their protection. This would include Ibrox, Auchenhowie etc. This leaves RFC plc with only the debt in it. A CVA is offered to creditors from within RFC plc. If this is accepted, RFC plc continues as before. The incubator company is then restored back into RFC plc. Our name, assets, history and licence remain unchanged and intact.

 

In that respect, this sounds like a brilliant plan and one that would get most fans backing.

 

BUT

 

The difficulty lies in the CVA.

 

If the CVA is not accepted, and lets face it why would you bother even trying to offer a fair price, then the incubator company takes over and RFC plc is liquidated.

 

I believe this is why you can have one of the two administrators saying Miller's bid is NOT a liquidation, and the other one saying it IS liquidation by the back door.

 

One of the amazing things about the bids, is that under Miller's bid, assuming a CVA is rejected, Ticketus and CW get absolutely nothing which is what most fans want them to get. Under TBK bid both will get a fair chunk of money.

 

However Miller's bid will lead to a 3 year UEFA ban, the newco SPL sanctions (if voted through today), and a loss of our 140 year continual identity, even if our history and titles can be retained, our name will be forever tarnished.

 

To me the real reason this is taking so long is that TBK just dont have enough money to get the deal done. There quite simply is not enough Blue Knights to get the job done. This is very worrying for our future as they quite clearly have very little future funding in place, other than a fans share issue. If the best they can come up with for a CVA is £5M, they obviously dont rate the value of the club very highly. If the low bid is to keep as much money for post-admin investment, they are gambling with our entire future for their own ends.

 

Quite simply, neither party (nor the others who have dropped out) has shown enough real desire and, when it comes down to it, money, to really really want to save the club. If they truly wanted to save the club at all costs, they would have paid a fair price many weeks ago.

 

Im sure im not the only one absolutely sick of all of them. But we, the real lifeblood of the club, have no say or choice in the matter, we merely keep pumping our money in to the club in tickets, merchandise, etc to try to save our club.

 

I wonder if any of the bidders would declare how much, if anything, they have donated to the RFFF in the month since it has launched? That would be interesting now wouldnt it?

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The situation really is quite bizarre.

 

D&P ask for non-conditional 'final and best' bids. Two conditional bids are received and permitted to be revised countless times. Still no PB named.

 

D&P say Whyte is 'not an impediment' to a sale. No bidder can do a deal for his shareholding.

 

Who is kidding who here?

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The difficulty lies in the CVA.

 

If the CVA is not accepted, and lets face it why would you bother even trying to offer a fair price, then the incubator company takes over and RFC plc is liquidated.

 

I think it would make the CVA easier!!!! All assets are moved to the incubator company and the Creditors are offered a cut of £11.2m via CVA. In liquidation, the companies assets would normally be sold & the proceeds then split between the creditors. However, RFC PLC doesn't have any assets, just £11.2m sitting in the bank, so the creditors would get their cut of that. Liquidation would therefore offer no possible increase in payments - either way the creditors get a cut of £11.2m!!!

 

Based on that thinking, there is no reason to oppose the CVA, and liquidation SHOULD be avoided.

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This leaves RFC plc with only the debt in it. A CVA is offered to creditors from within RFC plc. If this is accepted, RFC plc continues as before. The incubator company is then restored back into RFC plc. Our name, assets, history and licence remain unchanged and intact.

 

In that respect, this sounds like a brilliant plan and one that would get most fans backing.

 

One problem and one question about this:

 

1. Under this plan, Whyte still owns the shares of the PLC so the incubator company cannot easily get restored back into the PLC without paying off Whyte.

 

2. Just how does the company get restored back into the PLC? Does it just sell back the assets?

 

BUT

 

The difficulty lies in the CVA.

 

If the CVA is not accepted, and lets face it why would you bother even trying to offer a fair price, then the incubator company takes over and RFC plc is liquidated.

 

I believe this is why you can have one of the two administrators saying Miller's bid is NOT a liquidation, and the other one saying it IS liquidation by the back door.

 

One of the amazing things about the bids, is that under Miller's bid, assuming a CVA is rejected, Ticketus and CW get absolutely nothing which is what most fans want them to get. Under TBK bid both will get a fair chunk of money.

 

I don't understand why a CVA would not get accepted. The incubator pays cash for the assets of the club and that's all that the PLC would get. why would liquidation benefit the creditors?

 

Why would Ticketus get nothing from this? They would get their share of cash in the same way as the would under the current TBK proposal.

 

why would Whyte get nothing? He still owns the shares of the PLC and if they want to restore back into the PLC then surely he would get paid for his shares?

Edited by Bluedell
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To me the real reason this is taking so long is that TBK just dont have enough money to get the deal done. There quite simply is not enough Blue Knights to get the job done. This is very worrying for our future as they quite clearly have very little future funding in place, other than a fans share issue. If the best they can come up with for a CVA is £5M, they obviously dont rate the value of the club very highly.

 

Thinking about it a bit more, £5m is pish. Is that all that can be raised from TBKs? They are hardly putting in a big commitment. That's less than £1m each to buy the club? Hardly big hitters.

 

Is that it from our wealthy supporters?

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Thinking about it a bit more, £5m is pish. Is that all that can be raised from TBKs? They are hardly putting in a big commitment. That's less than £1m each to buy the club? Hardly big hitters.

 

Is that it from our wealthy supporters?

 

Totally agree....They appear to have NO FUNDS of their own. This, to me, has been evident from the start. They are relying on outside sources of funding - initially Ticketus, whom they couldn't agree a deal with, now with Brian Kennedy - whom I would suggest is putting up the vast majority of the money.

 

TBK's are essentially doing the same thing as Craig Whyte, the only difference being that they are slightly more open about it. They know the offer that Miller has put on the table - either match/better it, or F*** off!!!

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Thinking about it a bit more, £5m is pish. Is that all that can be raised from TBKs? They are hardly putting in a big commitment. That's less than £1m each to buy the club? Hardly big hitters.

 

Is that it from our wealthy supporters?

 

It's difficult to second guess how much money is behind the TBK bid as they may want to keep the serious stuff under wraps and out of any CVA pot.

 

However, the involvement of firstly Ticketus and now Brian Kennedy says to me there actually isn't even a TBK bid per se.

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At Ibrox on Saturday they also mentioned an 11th May deadline for transferring assets to the Miller newco.

 

Anyone any idea why there is a deadline of that date? Is it specified by Miller himself or necessity?

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At Ibrox on Saturday they also mentioned an 11th May deadline for transferring assets to the Miller newco.

 

Anyone any idea why there is a deadline of that date? Is it specified by Miller himself or necessity?

 

The guy McConville has a theory but it did seem unusual to specify a date.

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