Rangers power struggle takes new twist...

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...after Mike Ashley loses key ally in his quest for Ibrox boardroom coup.

 

Battle for power at Ibrox sees significant shift after Three Bears consortium acquires the largest single equity block in the troubled club.

 

By Roddy Forsyth

 

6:17PM GMT 31 Dec 2014

 

Mike Ashley has lost the ally whose support was crucial to his boardroom coup at Rangers. The significant shift in power at Ibrox came on a day of share trading which saw the Three Bears consortium acquire the largest single equity block in the beleaguered club.

 

The consortium’s purchase of 13.29 million shares from Laxey Partners ends a two-year long involvement at Ibrox by the hedge fund, which is registered in the Isle of Man. The Three Bears – wealthy supporters Douglas Park, George Letham and George Taylor – have also tabled an offer of £6.5 million to underwrite a share issue designed to raise £8 million and head off an imminent funding crisis.

 

Without Laxey, Ashley could not have removed Graham Wallace, the former chief executive, and Philip Nash, the former finance director, in the coup that gave the Newcastle United owner effective control of the Rangers board. Wallace and Nash were the only two members of the five man plc board – the others were chairman David Somers, James Easdale and Laxey nominee, Norman Crighton – who had prior experience as executives at football clubs.

 

Wallace and Nash judged that it was not in Rangers’ financial interest to accept an offer from Ashley in September of loan funding in return for control of such assets as the club’s crest and trademark. Ashley took his revenge by purchasing shares privately to increase his stake in the club to 8.92 per cent, having pulled back from underwriting an August share issue designed to ease Rangers’ cash flow.

 

When the next financial shortfall became apparent, Ashley made his move – detailed by Telegraph Sport on October 8 – by demanding an extraordinary general meeting to remove Wallace and Nash. To succeed, Ashley required the support of Sandy Easdale, the football club chairman, whose personal stake of 6.21 per cent of shares was added to his position as proxy for others, including Blue Pitch Holdings and Margarita Funds Holding Trust, to give him control over a block of 27.15 per cent of the shareholding.

 

Along with Ashley’s shareholding, this amounted to 36.07 per cent, well short of the majority required to win the vote at an EGM. However, with the support of Laxey, Ashley could command 52.39 per cent to ensure the removal of Wallace and Nash. At first Laxey – led by investment bankers, Colin Kingsnorth and Andrew Pegge – supported the two executives.

 

With Crighton on the board, the anti-Ashley faction held a 3-2 majority. It was at this time that Somers sent the now notorious email revealed by Telegraph Sport last week. In the email, Somers pleaded with an Ashley representative to keep Ashley’s takeover bid on track, because the board was minded to favour a rival offer from former Rangers director Dave King, whose success would put an end to the chairman’s tenure.

 

However, Telegraph Sport can also disclose that Crighton went on holiday later on October and, in his absence, pressure was put on Laxey to support Ashley’s offer of £2 million emergency funding (later increased to £3 million) in return for two board seats, which became available when Wallace and Nash were removed.

 

Crighton, the last of the old board, resigned on December 10. At the turbulent annual general meeting staged at Ibrox on December 22, at least one major shareholder – thought to be Laxey – voted against Somers’ re-election as chairman.

 

Acquisition of the Laxey block has put the Three Bears in a position of significant strength at Ibrox and the consortium is now the largest single holder of Rangers shares. While Sandy Easdale is still allied with Ashley, he and the billionaire owner of the Sports Direct retail chain – through which Rangers’ merchandise is sold – control 27.15 per cent of the club’s equity.

 

That is sufficient to give the pair right of veto on important issues, but a power shift has occurred – and for the first time in recent months, it does not favour Mike Ashley. It also raises questions about representation on the board because Laxey had one director, while Ashley – with a little more than half the equity of the Three Bears – has two.

 

Another issue is the viability of Dave King’s £16 million debt-plus-equity offer, rejected by the Rangers plc board in October. The South African businessman has maintained is still on the table but two of the Three Bears – Letham and Taylor – were also members of his consortium.

 

Telegraph Sport understands that there could yet be an alliance of the two groups, should the Three Bears' underwriting offer be accepted.

 

http://www.telegraph.co.uk/sport/football/teams/rangers/11319782/Rangers-power-struggle-takes-new-twist-after-Mike-Ashley-loses-key-ally-in-his-quest-for-Ibrox-boardroom-coup.html