Dave King and the TAB ruling

Craig

Craig

Well-Known Member
Case being heard this week:

64E2AE2B-22FB-40D1-9AC7-E2417EC2CCE8.thumb.jpeg.ba6ff0e3d61b2c1ff8ef498ac5cd128e.jpeg


Hopefully another issue put to bed and a share issue following soon after :)
 
Could be interesting. Initially I though this would simply be a 'rubber stamping' of the TAB ruling. However, I recall reading a quote from King where he said the TAB ruling directed that he, David Cunningham King, had to make the offer for the rest of the shares at the stated price whereas the reality was that it was his holding company, New Oasis Limited, that had purchased the shares and should, therefore, have been the subject of the TAB ruling. That's just one of his lines of defence. No idea if he will even be able to put any others forward but the 'mistaken identity':rolleyes: one may well have some traction.

Trying to get out of it - at least temporarily - on a technicality. No idea if it will work.
 
Valley Bluenose said:
Could be interesting. Initially I though this would simply be a 'rubber stamping' of the TAB ruling. However, I recall reading a quote from King where he said the TAB ruling directed that he, David Cunningham King, had to make the offer for the rest of the shares at the stated price whereas the reality was that it was his holding company, New Oasis Limited, that had purchased the shares and should, therefore, have been the subject of the TAB ruling. That's just one of his lines of defence. No idea if he will even be able to put any others forward but the 'mistaken identity':rolleyes: one may well have some traction.

Trying to get out of it - at least temporarily - on a technicality. No idea if it will work.
Click to expand...
strange,tab said in their report that King denied any connection to NOAL.
 
Valley Bluenose said:
Could be interesting. Initially I though this would simply be a 'rubber stamping' of the TAB ruling. However, I recall reading a quote from King where he said the TAB ruling directed that he, David Cunningham King, had to make the offer for the rest of the shares at the stated price whereas the reality was that it was his holding company, New Oasis Limited, that had purchased the shares and should, therefore, have been the subject of the TAB ruling. That's just one of his lines of defence. No idea if he will even be able to put any others forward but the 'mistaken identity':rolleyes: one may well have some traction.

Trying to get out of it - at least temporarily - on a technicality. No idea if it will work.
Click to expand...

He might have been named as the person with the beneficial interest in New Oasis Limited - I don't know who the shareholders are but I assume King has most of them?
 
AnglianBear said:
He might have been named as the person with the beneficial interest in New Oasis Limited - I don't know who the shareholders are but I assume King has most of them?
Click to expand...

You would imagine so. No idea how it will go, the TAB ruling was pretty damning of King and his colleagues and if the CoS simply rubber stamp their ruling then King is going to have to go to the expense of making the offer they directed.

No-one will take up his offer but, as I understand it, he will still have to lodge the funds in an escrow account and incur the expense associated with making the offer. It's madness really.
 
nybear said:
who is it thats causing this issue?
Click to expand...

The TAB by all accounts. They say King acted in concert - he say's otherwise.

A poster on the old board explained the in's and out's of it in great detail - in laymans terms. I think it comes down to which lawyer plays the ace - it could go one way or the other. It's not exactly set in stone.

At least it's an issue that will be finally dealt with one way or another.
 
Valley Bluenose said:
You would imagine so. No idea how it will go, the TAB ruling was pretty damning of King and his colleagues and if the CoS simply rubber stamp their ruling then King is going to have to go to the expense of making the offer they directed.

No-one will take up his offer but, as I understand it, he will still have to lodge the funds in an escrow account and incur the expense associated with making the offer. It's madness really.
Click to expand...

I read a while back that this was the problem.
Not putting up the money but the unnecessary expense involved.
Especially when the shares are currently worth more than the offer price and have been since not long after King and TBB were successful.
 
I don't know why I open these threads, I sit here and read them over and over again but still end up none the wiser.

Could someone tell me what TAB and NOAL are
 
The board were given the go ahead to issue shares at the last AGM. But resolution 11, which would allow only selected existing shareholders to buy shares, wasn't passed. If it had been then director loans could have been converted to equity and Mike Ashley's shareholding diluted.

Mike Ashley doesn't have shares now. Could be resolution 11 isn't needed anymore and a traditional rights issue is sufficient to enable the board's strategy.

That's if this TAB matter doesn't throw a spanner in the works. I'm not sure how big its threat is to DK and the board.
 
Lainey Love said:
I don't know why I open these threads, I sit here and read them over and over again but still end up none the wiser.

Could someone tell me what TAB and NOAL are
Click to expand...

TAB = Takeover Appeal Board.

NOAL = New Oasis Assets Limited (King's 'vehicle' for purchasing shares in RIFC).

RIFC = well, you know that one.;)
 
mart22 said:
The board were given the go ahead to issue shares at the last AGM. But resolution 11, which would allow only selected existing shareholders to buy shares, wasn't passed. If it had been then director loans could have been converted to equity and Mike Ashley's shareholding diluted.

Mike Ashley doesn't have shares now. Could be resolution 11 isn't needed anymore and a traditional rights issue is sufficient to enable the board's strategy.
Click to expand...

What was the other resolution that would have allowed a share option Res 10 / 12 ? - but for some reason this wasn't seen as viable :confused::confused:
 
Craig said:
What was the other resolution that would have allowed a share option Res 10 / 12 ? - but for some reason this wasn't seen as viable :confused::confused:
Click to expand...
There were two resolutions relating to shares at our last AGM. 10 & 11. Resolution 12 was a beast resolution that failed in its original objective. It lives on so those behind it can milk money out of the beast support from T shirts and crowd funding.
 
mart22 said:
There were two resolutions relating to shares at our last AGM. 10 & 11. Resolution 12 was a beast resolution that failed in its original objective. It lives on so those behind it can milk money out of the beast support from T shirts and crowd funding.
Click to expand...

Ah, of course - the advert in some Swiss newspaper :rolleyes:
 
I think it is of interest to Rangers fans also. If someone is utterly obsessed they would have found this info anyway.
Anyway how is it appeasing them ?
 
Craig said:
The TAB by all accounts. They say King acted in concert - he say's otherwise.

A poster on the old board explained the in's and out's of it in great detail - in laymans terms. I think it comes down to which lawyer plays the ace - it could go one way or the other. It's not exactly set in stone.

At least it's an issue that will be finally dealt with one way or another.
Click to expand...
If it goes against DK then he has to make an offer for all shares. That won’t be a problem as very few want to sell. The problem ,and I stand to be corrected,is that I think he has to lodge the funds capable of purchasing all the shares in a bank first. That is a lot of dough. There’s also the cost of issuing the offer to every shareholder etc.
 
Craig said:
So what was Res 10 and why wasn't it viable as a share option? :confused:
Click to expand...
Under normal rules a rights issue would be open to all existing share holders. This would allow Ashley, when he was a share holder, and his allies to retain their influence by buying shares. The special resolution 11, had it been passed with resolution 10, would have allowed the board to choose which shareholders to offer more shares to. The benefit being, as well as raising funds, excluding unfriendly shareholders from buying shares and reducing their influence in the business.
So in December last year resolution 10 wasn't desirable to the board if resolution 11 wasn't passed too.
The shareholder landscape has changed significantly in the past months however. It'll be interesting to see what the board decide to do.
 
a thought crossed my mind that if this court thing is indeed going ahead, why aren’t the mhanky press all over it they have eyes snd ears everywhere, even in courts.
 
Ashley chucked his attempt to control us. The Easdale's interest is diminished. As mart22 says, the cost of an adverse order is the main concern. Money down the toilet. Avoiding a farcical offer would be ideal.
 
I'm hoping and praying that the King and Co have played a blinder as per.
Rangers come first to these MEN and they have my backing everytime
 
Panda Man said:
I'm naive in these matters, but wouldn't it be a GOOD thing for Dave King to make an offer for the shares?
Click to expand...

The price at which he would be obliged to offer means nobody would accept his offer. If it goes ahead it will be a pointless, and very expensive exercise that will change absolutely nothing.
 
Valley Bluenose said:
The price at which he would be obliged to offer means nobody would accept his offer. If it goes ahead it will be a pointless, and very expensive exercise that will change absolutely nothing.
Click to expand...

So on one hand, if noone would accept his offer, why doesn't he make it (that would avoid costs of this legal debacle) and he would have nothing to lose? And if he did and people sold to him, would that not give him outright control? Wouldn't that be a good thing?
 
Panda Man said:
So on one hand, if noone would accept his offer, why doesn't he make it (that would avoid costs of this legal debacle) and he would have nothing to lose? And if he did and people sold to him, would that not give him outright control? Wouldn't that be a good thing?
Click to expand...

He would have to put the funds into an escrow account on the assumption that EVERYONE would take up his offer. I read an estimate in excess of £10m but don’t know if it’s accurate. Obviously he gets that back if nobody takes up the offer but it means finding and tying up a huge sum of money for several weeks/months. That’s not good business practice. The cost of making the offer is also several hundred thousand pounds - which he will never get back. It’s a nonsense but, on the face of it, King is going to have to go through with it unless there is a ‘surprise result’ in Court next week.
 
Valley Bluenose said:
He would have to put the funds into an escrow account on the assumption that EVERYONE would take up his offer. I read an estimate in excess of £10m but don’t know if it’s accurate. Obviously he gets that back if nobody takes up the offer but it means finding and tying up a huge sum of money for several weeks/months. That’s not good business practice. The cost of making the offer is also several hundred thousand pounds - which he will never get back. It’s a nonsense but, on the face of it, King is going to have to go through with it unless there is a ‘surprise result’ in Court next week.
Click to expand...

Presumably he took advice which told him this would happen long before he set out on this adventure?
 
Panda Man said:
Presumably he took advice which told him this would happen long before he set out on this adventure?
Click to expand...

He and his colleagues didn’t consider themselves to be a ‘concert party’. The TAB did. Any advice he got is just that ‘advice’; be it good or bad.
 
Given our recent track record in court cases in recent times I'd hazard a guess that this is yet another that will go against us and cost more money to slow down the inevitable recovery.
 
Valley Bluenose said:
He would have to put the funds into an escrow account on the assumption that EVERYONE would take up his offer. I read an estimate in excess of £10m but don’t know if it’s accurate. Obviously he gets that back if nobody takes up the offer but it means finding and tying up a huge sum of money for several weeks/months. That’s not good business practice. The cost of making the offer is also several hundred thousand pounds - which he will never get back. It’s a nonsense but, on the face of it, King is going to have to go through with it unless there is a ‘surprise result’ in Court next week.
Click to expand...
Don't like the sound of that as it seems excessive bearing in mind that is unlikely shares will be on offer at a selling price.
 
Valley Bluenose said:
He and his colleagues didn’t consider themselves to be a ‘concert party’. The TAB did. Any advice he got is just that ‘advice’; be it good or bad.
Click to expand...

But presumably it was "expert" or at least "qualified"....I mean...I can give advice, but it's at the "bloke in a pub" level. I would assume King was getting expert advice rather than just someone saying "Aye sure it'll be fine!".....?????
 
Valley Bluenose said:
He would have to put the funds into an escrow account on the assumption that EVERYONE would take up his offer. I read an estimate in excess of £10m but don’t know if it’s accurate. Obviously he gets that back if nobody takes up the offer but it means finding and tying up a huge sum of money for several weeks/months. That’s not good business practice. The cost of making the offer is also several hundred thousand pounds - which he will never get back. It’s a nonsense but, on the face of it, King is going to have to go through with it unless there is a ‘surprise result’ in Court next week.
Click to expand...
Why would making the offers cost so much?

Wouldn't it just be as simple as sending the offers to shareholders?
 
Blue&White-Army said:
Why would making the offers cost so much?

Wouldn't it just be as simple as sending the offers to shareholders?
Click to expand...

Not quite that simple I don’t think (though I’m far from an expert). Companies have to be engaged to carry out the exercise, a prospectus produced I think and so on. Green’s IPO, for example, cost in excess of £1m.
 
Last edited:
Another Court battle for Dave.
Hope he wins this and gets it out of the way.:)
Losing would just derail the business plan.
To get this won would help get things moving ready for the AGM in December.
 
it now appears that dave could be cold shouldered and disqualified as a director if he fails to comply with the court ruling, it is also apparently a criminal offence not a civil one to defy a cos order.
 
barcode said:
Given our recent track record in court cases in recent times I'd hazard a guess that this is yet another that will go against us and cost more money to slow down the inevitable recovery.
Click to expand...
When was the last court case to go against us ? We won most of the recent ones.
The tax case is nothing to do with us
 
radancer said:
it now appears that dave could be cold shouldered and disqualified as a director if he fails to comply with the court ruling, it is also apparently a criminal offence not a civil one to defy a cos order.
Click to expand...
Contempt of court in the cos is a civil matter but has criminal penalties.
 
radancer said:
it now appears that dave could be cold shouldered and disqualified as a director if he fails to comply with the court ruling, it is also apparently a criminal offence not a civil one to defy a cos order.
Click to expand...
What is your source of this info?
 
We can't have a share issue with all of this hanging over us. King's attitude towards it all has been a bit weird in all honesty from the outside looking in.
 
Was it not the spiv David Somers that made the initial complaint to the Takeover Panel
 
You must log in or register to reply here.

Share this page

Latest posts

Back
Top