Notice of AGM and Special Resolution 11

[Frankie 8,182]

Friday 25th November at the Clyde Auditorium, SECC: 10am.

 

http://rangers.co.uk/club/investor-centre/shareholder-centre/reports-accounts/

 

Special Resolution 11 very interesting in terms of fund-raising.

 

11. “THAT the Directors be and they are empowered pursuant to Section 570(1) of the Act to allot equity securities (as defined in Section 560(1) of the Act) of the Company wholly for cash pursuant to the authority of the Directors under Section 551 of the Act conferred by Resolution 10 above, as if Section 561(1) of the Act did not apply to such allotment provided that:

 

(a) the power conferred by this resolution shall be limited to:

 

(i) the allotment of equity securities in connection with or pursuant to an offer of, or invitation to holders of equity securities and other persons entitled to participate in proportion (as nearly as practicable) to their then holdings of equity securities (or as appropriate the numbers of such equity securities which such other persons are for such purposes deemed to hold) subject to such exclusions or other arrangements as the Directors may deem necessary or expedient to deal with fractional entitlements or legal, regulatory or practical problems arising under the laws or requirements of any overseas territory or by virtue of shares being represented by depository receipts or the requirements of any regulatory body or stock exchange or any other matter whatsoever; and

 

(ii) in the case of the authority granted under paragraph (a) of Resolution 10, the allotment, otherwise than pursuant to sub-paragraph (i) above, of equity securities up to an aggregate nominal value equal to £1,086,376.01; and

 

(b) unless previously revoked, varied or extended, this power shall expire at the conclusion of the Company’s next Annual General Meeting in 2017, except that the Company may before the expiry of this power make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such an offer or agreement as if this power had not expired.”

 

[Frankie 8,182]

From a financially more learned bear than myself via reply on Twitter: H/T @Rossco_bear

 

"That level of shares being issued, depending on price could see all debt converted to equity & raise £10m. Strong."

Edited November 3, 2016 by Frankie

[boabie 230]

Stepping to the side for a second Frankie - does anybody know what this is about ? - Young & Partners Bus – v – Rangers First 2014 EDI-SC206-16 scheduled for court in Edinburgh today.

I didn't want to start a new thread.

Edited November 3, 2016 by boabie

[Frankie 8,182]

Stepping to the side for a second Frankie - does anybody know what this is about ? - Young & Partners Bus – v – Rangers First 2014 EDI-SC206-16 scheduled for court in Edinburgh today.

I didn't want to start a new thread.

 

It's a legacy issue for Club1872 of a former RF board member apparently taking legal advice (and associated costs) without the apparent approval of the RF board. I guess the action will decide who is responsible for the costs.

 

I've no idea of the rights and wrongs of what happened there.

[forlanssister 3,050]

Friday 25th November at the Clyde Auditorium, SECC: 10am.

 

http://rangers.co.uk/club/investor-centre/shareholder-centre/reports-accounts/

 

Special Resolution 11 very interesting in terms of fund-raising.

 

Board have been quite cute here, explains why they weren't too concerned last years dis-application just fell short.

[gaspard 562]

Board have been quite cute here, explains why they weren't too concerned last years dis-application just fell short.

 

sorry that's above my heid FS, can you elaborate please?

[der Berliner 3,281]

sorry that's above my heid FS, can you elaborate please?

 

A guess (sic!): everything was safe and sound finance-wise last season, so the share issue was no immediate concern. They tested the resolution last time around to see how it would end up, now they will try to push it through with some real effort.

[calscot 0]

I take it that this part:

 

subject to such exclusions or other arrangements as the Directors may deem necessary or expedient to deal with...any other matter whatsoever

Is relevant to prevent certain shareholders from participating?

[gaspard 562]

A guess (sic!): everything was safe and sound finance-wise last season, so the share issue was no immediate concern. They tested the resolution last time around to see how it would end up, now they will try to push it through with some real effort.

 

Cheers DB but the pessimist in me is say that if "everything was safe and sound finance-wise last season" and they weren't pushing it - then does that mean everything isn't safe and sound now?

for me, in my simplified world - the only circumstances the board would have to push it would be if they had other investors lined up to take the options and we are looking at significant here isn't the resolution to release 80M ordinary shares which would be a 50% dilution to any non participant.

[der Berliner 3,281]

Cheers DB but the pessimist in me is say that if "everything was safe and sound finance-wise last season" and they weren't pushing it - then does that mean everything isn't safe and sound now?

for me, in my simplified world - the only circumstances the board would have to push it would be if they had other investors lined up to take the options and we are looking at significant here isn't the resolution to release 80M ordinary shares which would be a 50% dilution to any non participant.

 

The optimist in me says that we may deem it necessary to get money in to buy better players?