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Rangers share offer prospectus (PDF) 122pages.


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The Company plans to use the money raised from the Placing to improve the

infrastructure of the Club. In particular, the Directors have identified:

 

• upgrades to Ibrox stadium (approximately £5.5 million);

• acquisition of land assets adjacent to the stadium (£4.5 million);

• other identified projects which could result in additional revenue

generating activities (approximately £3.0 million); and

• general working capital purposes.

 

In addition, should the Company receive funds from the Offer, the Directors have

identified other potential investments that would go beyond the Group’s strategy

in the next 12 months, but which could further enhance revenue opportunities.

In particular, the Directors have identified:

 

• further upgrades to Ibrox Stadium (approximately £3.5 million); and

• other identified projects which could result in additional review

generating activities (approximately £2.0 million).

 

Additionally, cash could also be used to provide the Directors with additional

flexibility to opportunistically consider appropriate investment opportunities

as and when they arise.

......................................
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There are no outstanding loans granted by the Company or any member of the RFCL Group or the

Rangers Group to any of the Directors or Key Employees, nor has any guarantee been provided by

or any of its subsidiaries for their benefit save that qualifying third party indemnity provisions are

in place for the benefit of Directors or Key Employees in relation to certain losses and liabilities

which they may potentially incur to third parties in the course of their duties.

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Some thoughts on the share issue:

 

1. It's very disappointing that we are not getting the chance to invest in the club itself and only a holding company.

 

2. The reason that the holding company is the investment vehicle appears to be for tax reasons. It allows certain investors to benefit from VCT or EIS tax relief.

 

3. They have done well to get investments from the likes of LGIM, Artemis and Casenove but presumably from their high risk funds.

 

4. The VCT/EIS tax relief appers to be limited to the shares placed rather than to the ordinary investors so we will be unable to take advantage of the reliefs available.

 

5. My understanding (and I'm no expert) is that the cash raised from the placings (a net £15m) has to be spent within 2 years.

 

6. It is very disappointing that they plan to pay dividends. The payment of dividends will be looked at every 6 months.

 

7. December is a very strange time to having a share isssue when people's cash is being spent on other things.

 

8. Some of the salaries of the directors seem over the top.

- Charles Green - £360K plus £360K bonus if we win promotion plus share options of up to £720K

- Brian Stockbridge - £200K plus £200K bonus if we win promotion plus share options of up to £500K

- Imran Ahmad - £350K

- Malcolm Murray - £60K

- Ian Hart/Phillip Cartmell/Bryan Smart - all £40K for performing non-exec roles. Under Murray the non-execs largely did not get paid.

- Walter - £50K - again a lot of cash for doing very little

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3. They have done well to get investments from the likes of LGIM, Artemis and Casenove but presumably from their high risk funds.

 

Not sure if it's clear if they're investing through their own pooled funds or they're being used as vehicles by their clients as individuals.

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