Investment

[Scotty]

1 hour ago, hislopsoffsideagain said:

I'm also not entirely sure how they manage to acquire a majority shareholding, unless either there's an agreement to buy out a dozen or more of the people/groups who own the most shares, or if there is a new share issue that allows them to gain equity for their investment?

Short answer is they can't on the basis of what we have been told so far. I think this may be the club using the wrong language again in the same way as the manager uses "new owner" instead of "investor". Charles Bannerman has explained it well a couple of times alongside some number crunching. Major shareholder, yes, majority shareholder, no. 

 

1 hour ago, CELTIC1CALEY3 said:

https://seventy7.ventures/our-story Maybe this does though!!!

Nope. I had a look, and instant (personal) impression is that the company seem more Del Trotter than Jeff Bezos. Varying entrepreneurial enterprises over the years, advisor to PM in 2012 etc, and a lot of circular speech on the website. If I am wrong, and they bring stability, progress and direction to the club then I will be happy to admit my misgivings were unfounded. I want them to be those knights in shining armour that pick us up and bring us back to the premiership .... 

However, if they hope to retain the currently resigned CEO then they have lost me already. 

[caley1]

3 minutes ago, Scotty said:

Short answer is they can't on the basis of what we have been told so far. I think this may be the club using the wrong language again in the same way as the manager uses "new owner" instead of "investor". Charles Bannerman has explained it well a couple of times alongside some number crunching. Major shareholder, yes, majority shareholder, no. 

 

Nope. I had a look, and instant (personal impression is that the company seem more Del Trotter than Jeff Bezos. Varying entrepreneurial enterprises over the years, advisor to PM in 2012 etc, and a lot of circular speech on the website. If I am wrong, and they bring stability, progress and direction to the club then I will be happy to admit my misgivings were unfounded. I want them to be those knights in shining armour that pick us up and bring us back to the premiership .... 

However, if they hope to retain the currently resigned CEO then they have lost me already. 

Not just you 

[Yngwie]

13 minutes ago, hislopsoffsideagain said:

I'm also not entirely sure how they manage to acquire a majority shareholding, unless either there's an agreement to buy out a dozen or more of the people/groups who own the most shares, or if there is a new share issue that allows them to gain equity for their investment?

We’ll find out in due course, but I’d expect there to be new shares issued and perhaps restructuring of existing share capital structure - all of which would likely have to go to shareholders for approval.

[FrontRow]

Just watched a video about what they do. Their website ‘our story’ page. The most glorious piece of waffle I’ve ever heard. “A lot of players are in an analogue position’ he’s talking about theatre, media and fashion, but is he really talking about our midfield? 
he’s talking about music festivals being enjoyed from your home. An immersive experience. Did he watch our Pixalot streaming service and think ‘that’s the one for me!’
it’s almost like something from W1 the BBC spoof. He’s also created a new word ‘phygital’ which is physical and digital merged - that is genius. 

maybe he can digitally transfer the skills of other managers into the skull of ours. Actually the more I think about it the more this could work. Dunc is a robot and ideal for being programmed by someone else. We can all just sit at home and fast forward the boring bits of play to the goals and excitement. 
I am now convinced! 

 

 

[ymip]

 I sincerely hope I'm wrong but based on his Companies House profile I wouldn't trust this guy's ability to afford a round of Harry Gow pies at half time  

 

[ictchris]

I'll call it now - these guys won't take over.  They won't be able to prove funds.

If they do manage to take over, we'll be in administration and probably out of existence in a few months.

[Yngwie]

Notable that the statement includes thanks to Ross Morrison for “continuous workability and open mindedness” which I would take to mean his acceptance that he won’t be getting much of his secured loan back.

[Satan]

5 minutes ago, Yngwie said:

We’ll find out in due course, but I’d expect there to be new shares issued and perhaps restructuring of existing share capital structure - all of which would likely have to go to shareholders for approval.

And this is where the final decision will be made. Hopefully the shareholders will see the exact detail of what is happening and what it means for the club...after the shambles at board level it's now time for them to step out of the shadows for once.

[CELTIC1CALEY3]

Scotty, I was joking.  The press release about his influences and achievements probably impressed Gordy. The online video would result in 'moonshine' being shouted by many.

One has to hope ICT employed some really independent professional people to analyse the offer.   The key in the club's statement is ' the financial backing of Seventy7 Ventures'. We have to accept that the Board have that evidence.   

[+snorbens_caleyman]

So they are selling the club to a venture capitalist?  And what's the first thing that a venture capitalist does when they invest in something?  Why, of course, they start planning their exit strategy - how they are going to get out and extract as much money as possible whilst doing so.

Like others here, I have had a quick look at Companies House and at their (very minimal) website, and I'm not impressed.

I'm not a financial person, but doesn't the most recent thing at Companies House - 28th June, Registration of a Charge - mean that they are receiving a loan from a company based in Jersey (so forget any investigation of that!) and putting up a lot of their assets (what are they?) as security for the loan?  Of course, this might be nothing to do with ICTFC - but it makes me very nervous.

I look forward to the new owner explaining to the other shareholders where his money is coming from.

And I just can't understand why he should be interested in a small football club in a remote part of the country.

We shall see.....

[ictchris]

The evidence from public records is that this company has no money.  Either the guy has money in the bank from his other businesses and he has an overwhelming desire to spend it on lower league Scottish football or he has backers and partners providing the money.

The other option is that he doesn't have any of it and is Lyle Lanley-ing us.

[ymip]

Crypto bro's registered office.  An impressive campus facility which puts Google to shame. 

[+snorbens_caleyman]

5 minutes ago, ymip said:

Crypto bro's registered office.  An impressive campus facility which puts Google to shame. 

I had looked it up too.  To be fair, that photo is over 12 years old, and tells us nothing.

[buckett]

This announcement fills me with as much joy and optimism as did the appointment of Scott Gardiner 5 years ago.

 

[SMEE]

The sharks are have smelt blood!!



 

Edited July 26 by SMEE

[hislopsoffsideagain]

Things we know so far:

 

Seventy7 Ventures has a website that is big on fancy, exciting sounding words and pretty small on detail. It's most recent accounts don't show a lot of money and suggest that Mr Makwana, at the time, was their only employee.

 

A man called Jimmy Nguyen, an Vietnamese-American lawyer who owns a company called New Win Global (which, like Seventy7 Ventures, mentions blockchain a lot) and who is on the Seventy7 Ventures' executive board, bought a chunk of Seventy7 Ventures in May. In June the company took out a loan from a private investment firm called Factortech.

 

A third person who is on the website as being on the executive board, Michael Jacobsen, actually resigned as a director in September 2023. He is still a shareholder though.

 

Seventy7 Ventures appear to have been involved with Hayes & Yeading United (in tier 8 of English football) last year. Mr Makwana made posts on LinkedIn in the autumn of 2023 which seemed to suggest he owned the club. In December however he published a tweet that seemed to suggest that the takeover process was still ongoing and there doesn't appear to be anything since to confirm whether he is still involved or not.

 

Things we don't know so far:

 

How will they go about investing?

 

Where's the money actually coming from?

 

What on earth would they want with a dysfunctional Scottish League One club?

 

 

[dougiedanger]

Only one way all this works out.

an absolute scandal that Gardiner has been allowed to inflict this on the club.

 

[CaleyD]

A 50% +1 shareholding is required for it to be "majority".  The Supporters Trust situation does not change that because they have a "Voting Right" and not a "Shares Right".  This only becomes effective when votes are being cast.

There are approx 4,000,000 issued shares at present and the board can take that up to 6,000,000 (assuming the resolution was renewed appropriately at an AGM in the last couple of years).

If the new investor were to purchase those shares, that would give them a 33% holding.  If they were to be given control of the shares sitting with the Football Trust (about 730,000, currently controlled by Muirfield Mills), then they would only need to acquire about 270,000 further shares to get to 50%.  Not an insurmountable task.

As for dealing with existing directors' loans.  That could be taken care of by offering them shares/equity in the parent company, foregoing any claim to money from the battery farm etc.

[Charles Bannerman]

23 minutes ago, CaleyD said:

A 50% +1 shareholding is required for it to be "majority".  The Supporters Trust situation does not change that because they have a "Voting Right" and not a "Shares Right".  This only becomes effective when votes are being cast.

There are approx 4,000,000 issued shares at present and the board can take that up to 6,000,000 (assuming the resolution was renewed appropriately at an AGM in the last couple of years).

If the new investor were to purchase those shares, that would give them a 33% holding.  If they were to be given control of the shares sitting with the Football Trust (about 730,000, currently controlled by Muirfield Mills), then they would only need to acquire about 270,000 further shares to get to 50%.  Not an insurmountable task.

As for dealing with existing directors' loans.  That could be taken care of by offering them shares/equity in the parent company, foregoing any claim to money from the battery farm etc.

Don… I think we also have to take into account the fixed 10% that the Supporters’ Trust have. With 4M existing shares as you say, I think that would mean around £5M of straight new money to acquire the 50%+1. That could, of course, be reduced if they bought some existing shares along with putting in new money if people were prepared to sell, but the proceeds of the sale of existing shares by their owners would bring in no extra money (as was the case when Alan Savage and the McGilvrays bought the shares donated to the Hospice by the Catto family. I believe that 77 could also get 50%+1 if there was an agreement that their shares had greater relative voting power than the existing ones. A lot of this would presumably require approvals at a General Meeting of shareholders, although the statement seems to want to imply that this is already a done deal. And the statement is also internally inconsistent since at one point it refers to a “majority” interest and then seems to change seamlessly to “major” but there is a difference. For instance when Tullochs had around 30% they were called the “major” (ie biggest) shareholders (although I always preferred “biggest”) but not “majority”.

[Scotty]

51 minutes ago, snorbens_caleyman said:

So they are selling the club to a venture capitalist? 

In my day job I have been involved in IT procurement for 20+ years. I have encountered many companies in that time who have been acquired by "equity partners" or "venture capitalists" and can think of precisely none that went upwards in all that time.

They either trade using the good name of a company while exponentially increasing prices which then causes the firm to crash and burn as customers leave, or they simply asset strip from day one. We don't exactly have a name that's tradeable and we have little to no assets to strip so I am not sure what is in it for this company.     

[essexgirl]

Bring on an AGM!
 

[Charles Bannerman]

4 minutes ago, Scotty said:

In my day job I have been involved in IT procurement for 20+ years. I have encountered many companies in that time who have been acquired by "equity partners" or "venture capitalists" and can think of precisely none that went upwards in all that time.

They either trade using the good name of a company while exponentially increasing prices which then causes the firm to crash and burn as customers leave, or they simply asset strip from day one. We don't exactly have a name that's tradeable and we have little to no assets to strip so I am not sure what is in it for this company.     

In terms of assets there’s presumably the lease until 2093 on the stadium site. Let’s create a hypothetical nightmare scenario where the football club somehow collapses at some point in the future. I have no business background, but could that lease then be traded by the company owners to, say, a retail interest for very big bucks?

[CaleyD]

11 minutes ago, Charles Bannerman said:

Don… I think we also have to take into account the fixed 10% that the Supporters’ Trust have. With 4M existing shares as you say, I think that would mean around £5M of straight new money to acquire the 50%+1. That could, of course, be reduced if they bought some existing shares along with putting in new money if people were prepared to sell, but the proceeds of the sale of existing shares by their owners would bring in no extra money (as was the case when Alan Savage and the McGilvrays bought the shares donated to the Hospice by the Catto family. I believe that 77 could also get 50%+1 if there was an agreement that their shares had greater relative voting power than the existing ones. A lot of this would presumably require approvals at a General Meeting of shareholders, although the statement seems to want to imply that this is already a done deal. And the statement is also internally inconsistent since at one point it refers to a “majority” interest and then seems to change seamlessly to “major” but there is a difference. For instance when Tullochs had around 30% they were called the “major” (ie biggest) shareholders (although I always preferred “biggest”) but not “majority”.

 

When it comes to the counting of shares the Supporters Trust voting right means nothing more than the 108 shares that the right is attached to.  It is ONLY when those shares are used to vote that they carry the 10% powers assigned to them.  This is why it is challenging for the Supporters Trust to do things like call an EGM, nominate someone to the board etc, as these are all moves that require a specific minimum shareholding in the first instance.

I'm only presenting a possible scenario under which the statement from the club could be correct in its "majority" claim, and not making any assertion on the likelihood.

[Ronaldo]

Perhaps desperate times require desperate measures? 

[Scotty]