CaleyD

Does the stock transfer form contain any caveats stating that if Alan Savage doesn't get the required number of shares, and as a result pulls his offer, that the transfer will not be executed?

We've only ever sold out the current stadium once, and even in 2014/15 season our average was below 5000, so I'm not sure that maintaining the current capacity should be a priority. Feels a bit like buying a 6-bedroom house for your family of 3 because your Aunt and her family come to stay once every couple of years.

Do we even know if Scott wants to continue beyond the end of the season?

ICTFC should absolutely not be looking to own/run a hotel....ask Kilmarnock how well that works!

I'm just talking about hotel/events/conference facilities because it's the thing I know most about, and I can talk with some authority about the economic benefits. The site could bring equal, or even better, economic benefit with other uses also. The current stadium is hardly the most atmospheric, and a new compact stadium that brings the fans closer to the pitch would greatly improve that. 4 smaller stands to keep it fully enclosed would also help.

That may be why HIE won't entertain any discussion until the club is out of administration...as it's then not seen as part of the 'rescue' package. I'm not sure there would be much, if any, resistance from the decision makers. In the corridors of power we would be seen as 'giving up' a site that is worth far more to the area if used for something else. Any outlay on building a new stadium at the campus would be seen as the cost of vacating the East Longman site....and a new hotel & event/conference facility would easily repay that in a 3-5 years by way of economic benefit. There's actually plans for a hotel at the campus...it could be that those plans change if there's another, more desirable location becomes available. ICTFC, for once, may be in a position to give more to the economy than it has taken!

Appreciate it was a bit tongue in cheek, but Inverness itself doesn't need additional campervan facilities. The vast majority of the challenges there exist in more rural parts of the Highlands....like Dingwall I couldn't speak in any detail about current lease conditions, other than knowing it can't be transferred without council/CGF permission and that carparks primarily have to be used for the business/benefit of the football stadium. Things which are relatively easy to change if organisations are so minded. There are other site users who will likely be far more informed on those issues.

There would be a variety of different business lining up, and willing to pay handsomely, for our current site...my area of immediate expertise is tourism/hospitality, so I'll give a hypothetical scenario around that. I've said it elsewhere that I believe a deal would be along the lines of ICTFC giving up the lease in return for a stadium elsewhere, and at no cost to the club. The rateable value on the stadium at present is something ridiculous like £50,000. As such it is making very little contribution for business rates. It's also not bringing many people to the area who are spending beyond their ticket and a pie. Compare that to something like the AC Marriott, which has a rateable value of £600k, and the economic benefits to Highland Council of having a new tenant are immediate and manifold. Inverness ranked 2nd in the UK in the 2025 hotel market report...which means it's a sound place for anyone to build an hotel. Add in the long standing demand for event/conference space and it could be a goldmine for everyone. These are the kind of projects HIE exist to support. Regardless of how much has been put into ICTFC over the years, throwing a few million at relocating us would be nothing in comparison to the economic benefit...a virtual no-brainer. It would be daft not to look at it.

If Alan Savage gets his deal over the line then, as the one solely in control, the buck truly will stop with him. He won't end up carrying the can for the actions of others using any situation to their advantage.

Kenny Cameron was run off for running the club in that way.

The dice have been cast and we just have to see what happens. I suspect there will need to be a bit of compromise on the part of AS to get it over the line. If Ross Morrison has lost his preferred creditor status, then his vote will carry the CVA. I can't see the Supporters Trust members blocking any request to relinquish the voting right. Even if they do, then if AS gets to a point to carry a 75% vote, he could just right it out of the articles. The Football Trust shares aren't, in my understanding, transferable to FC Inverness, but AS could be given control via directorship. It's still not a given, and I still have massive reservations for the medium to long term, but to steal a quote from a favourite book of mine....

As far as I understand it, the board of Inverness Caledonian Thistle Supporters Society Ltd (the Trust) shouldn’t be able to give up the voting right without the permission of the members. Since the Trust is a Community Benefit Society, it’s meant to be democratic and member-led. Giving up something as important as voting rights in the club, which are held to protect the fans’ voice, and pretty much the reason for their existence, it's the kind of thing that should go to a member vote. If the trust board has done this without consulting members, I think there’s a fair case for challenging it, and I probably would!

If AS is offered a preferred bidder option, and accepts that, then so be it...but that's not what his statement said he wanted.

Then why make the offer if he knows it's impossible to complete? Exit strategy? Can walk away and claim it's because others didn't support his efforts? More games?

Your point isn't related to mine, but you are half right. In legal speak, the line from his statement that reads... - 100% of the shares are transferred to FC Inverness. ...would mean that, at the very least, agreement would need to be in place for 100% of shares to be transferred to FC Inverness Ltd. That means that share purchase agreements, or actual share transfer documentation, would need to be in place by end of play on Friday. As shareholders above have indicated, they haven't even been approached, let alone had the opportunity to agree/disagree. Just as an FYI, and not as a flex, I have experience in dealing with compliance around corporate/financial agreements, particularly relating to financial matters. I agree with your post, and the first part reinforces the second for many reasons, including, but not limited to the following.... To trigger the Squeeze Out provisions under Sections 979 to 982 of the Companies Act 2006, a few conditions need to be met. First off, a formal takeover offer has to be made to all shareholders. The key threshold is that the offer has to be accepted by shareholders holding at least 90% in value of those shares, and that 90% must also represent 90% of the voting rights.* Once that 90% is secured, the offeror then has the right to buy out the remaining minority shareholders – but they need to act within a set time frame. Specifically, they’ve got 3 months from hitting that 90% mark to serve notice of their intention to acquire the rest. And they need to complete the process within 6 months of the original offer. The terms of the offer have to be the same for everyone in that share class – no picking and choosing. Once the notice is served, minority shareholders get at least one month’s notice before their shares are compulsorily acquired on the same terms as the rest. The point of all this is to allow the buyer, once they’ve effectively got control, to tidy things up and become the sole owner of the company – without being held up by a small number of remaining shareholders. *The Supporters Trust have the 10% voting right plus an additional 10,000(ish) shares which means this requirement cannot be met without their agreement. In order to attempt to reach that agreement the ST would need to hold an EGM, which requires a minimum of 28 days notice. It would take at least a month (and a lot of good fortune) to have any chance of reaching the 90%, and then another month to acquire the remaining shares....with zero guarantee. Also, as I have said previously, the 790k shares held by the football trust cannot (at least directly) be transferred to FC Inverness Ltd, as it would breach their articles. Bottom line, there's zero chance BDO can accept the offer, as it was presented publicly, before the deadline.

The conditions of the offer are 100% of shares, that means the smallest shareholder is just as important as the largest in meeting that.

That's exactly what it is, taking a look at how it might be done from a different angle. More than happy for people to challenge it to provoke discussion. Bundesliga have their 50% + 1 fan ownership model, but that's backed by legislation, and we don't have that legislation in place here.

It's not the thing that's going to get us out of the mess we're in within the timescales needed. It would need an Ann Budge style agreement from someone to fund things until it could be set up. I do genuinely believe we need to get away from traditional "ownership" type models though....be that private owners or fan ownership. Community Interest type setup doesn't really work with me either as professional football clubs should not be seen or treated as "charities". I may have a wee brainstorming session with my friend chatgpt on it later..lol.

I'm just happy that most people spell his name right, with a small 'k'.

Fair questions/points. The board of Trustees is an idea designed to attract those who value the clubs long term football and community goals over ownership and outright control, so it won't be for everyone. The Board of Trustees would be taking on a true stewardship role. Also, what we're looking at here is a mechanism that looks beyond their own pockets in bringing money to the club. If they want to look at hotels, concerts, battery storage, or whatever, then that doesn't distract from running the club as we have a management board taking care of that side of things. At the moment any sponsor gets name on the shirt, a bit of marketing and goodwill. Maybe the opportunity for a bit of influence on how their financial support is used might appeal to a much wider audience and increase the sponsorship value. They absolutely might want to influence the 2% in some way, but so might the Board of Trustees... that's the beauty of it. If either of those two want to do something and they're not in agreement, then they need to convince the fans it's a good idea. It would be something held by a main sponsor only and not split/shared with minor sponsors. Also, the major constitutional issues would need agreement across the board as 51% wouldn't be able to carry such a vote. At the moment we have a situation where if someone (a sponsor, or whoever) wants influence, they make a one off acquisition of shares. Under this setup, one of those 49% shares is bringing in new income every year. Part of the reason we've run into trouble is that we've previously sold shares to meet shortfall in operational income. This helps avoid that scenario by attaching regular income to that influence instead of a one off payment. It would have to be well written into the clubs articles, and there would need to be protections in place across all 3 groups, but that's doable. It's not dissimilar to setups in place in other countries. I'm not suggesting it's a perfect or bulletproof setup, but I do think it's miles ahead of what we have at the moment with fewer pitfalls, and some healthy inbuilt protection. As the old adage goes...if you always do what you've always done, you'll always get what you've always got

Complex solutions are possible, what we're dealing with in the terms attached to the AS offer is the impossible. The solution I would like to see is also far from complex, but it would be possible.... All shares over 250 reduced to that level...this allows everyone who already has shares to keep a token 'ownership' in the club. All other ordinary shares returned to the club and cancelled. Ordinary shares are then reclassified to have no voting rights. 3 new shares are created. 2 with 49% voting right and one with a 2% voting right....I'll come back to this. All those who are writing off debt, handing over large shareholdings etc. form a 'Board of Investors/Trustees'...this could possibly sit under the existing football trust umbrella...which would be useful for tax purposes. The purpose of this group will be to find/bring in capital investment, essentially building up a pot of money which can be used to drip feed income to the club and/or for any capital expenditure. They could also be responsible for developing additional income streams. The strength in this idea is that all directors are equal. Any ego flexing/competition between them to bring in the most money doesn't have the club being used as a pawn in the game. A separate management board is formed and contains people with the skills necessary to oversee the running of a football club in a more day to day fashion....e.g. people with a background in finance, marketing, business development, community engagement, fan/customer engagement, player recruitment, medical etc. Someone could conceivably sit on both boards. This setup means we have qualified people making the decisions and not just those with most cash/influence. Back to the 3 shares mentioned above... 1 of the 49% shares is held by the Board of Investors/Trustees. 1 of the 49% shares is held by the club sponsor in return for their investment, but is then surrendered/passed on when that changes. The 2% share is held by the Supporters Trust. This means that fans always have the final say on any big decisions. It's not a perfect setup, and it would certainly be challenging to get it going, but I believe it's the best way to bring everyone together and give the club the best chance at long term viability and growth.

Having taken a look at the Articles of Association for Inverness Caledonian Thistle Trust Ltd (not the supporters trust), there are very tight restrictions on who they can pass the 792k shares they hold to, how and why. Another obstacle to the AS offer conditions.

Alex Samuel vs Raith Rovers, Jan 2024.

Not directly, but he has said that he hopes being out of administration would encourage others to make a financial contribution. There was talk of needing £1.8 million to get to end of next season. If FC Inverness own all the shares, then the only way for someone else to get in on the game is to invest in FC Inverness or buy shares from them. AS has said he wants total control, so I don't envisage him selling pockets of shares. It's just another thing that doesn't properly add/line up at present.

You need to listen to the Bryan Jackson episode of the Wyness Shuffle podcast.