JD Deitch Profile picture
Jun 12 15 tweets 5 min read Twitter logo Read on Twitter
Early today, I asked @andersred, @MU_ST's finance director (whose day job is in the world of investment), when the @premierleague will wade in with its Owners and Directors test... 🧵

#MUFCTakeover #MUFC #UTFR Image
The Owners and Directors test is mentioned Section F of the PL Handbook. You can see the Handbook in its entirety at the link below. Section F starts on page 71 of the PDF (the page number in the doc itself is 141).

resources.premierleague.com/premierleague/…
Section F. 1 lists the numerous elements that would disqualify an owner or director. It has most of the things you might imagine... connections with other clubs, criminal activity, etc. It's just a couple pages and is worth reading.
Rule F. 24 speaks to timing. It says that any club being acquired must, no later than 10 days prior to a change of control/acquisition, submit a Declaration about new owners AND financing for the acquisition.
Hypothetically then, if sale was effective, say, end August, then Club & Person (director or owner) would have until 21st August to declare required information to the PL. (Andy speculates the declaration would be when purchase agreement is signed, but obv can't be certain.)
Section E is also interesting. It addresses a range of issues around finance, reporting, and club operations, which, amongst other things, speak to related party transactions and Fair Market Value.
(As an aside, it is not a difficult stretch to read Section E and see how city might have committed numerous infractions. I don't know if all 115 of them fall under this section, but surely a great many of them will have!)
It will be interesting how the PL interprets and applies its rules in light of United's situation. One would have hoped that rules like this would have prevented the Glazer's debt-laden takeover of Manchester United in 2005.

We know the PL is thinking along these lines, though.
For example, the recent Chelsea sale, which arose when the architect of the UK's FIRST sportswashing project became persona non grata due to his benefactor's delusions of Tsar-/Stalin-ist grandeur, was structured to avoid Glazer-inspired concerns.

news.sky.com/story/chelsea-…
But what that means for United is unclear.

In many respects, JR's bid for United is a pretty standard one. Rich guy, big company, fairly typical.

Then there is the Qatari bid, which would result in yet another sovereign nation (UAE + Saudi) owning an English PL club.
How might the PL feel about that? They approved the Newcastle sale, obviously. But Qatar isn't Saudi Arabia. Q own other clubs in Europe (PSG). But then, so does INEOS/JR (Nice).
In terms of finance for the deal, I can't imagine either buyer would do what the Gs did in 2005, sticking us with nearly 800 million quid in debt. It's more about ensuring needed capital investment. The Gs aren't going to plump for a new ground or renovations at OT themselves.
(The new owner will be less impactful on player investment, where the limiting factor is FFP regs. United have already exploited their considerable commercial potential, & it's hard to see the same upside as, say, city had when they became the UK's second sportswashing project!)
The only thing we can say for certain, therefore, is that--at the latest--the PL Board that reviews these matters will start its deliberation 10 days before the sale is completed.

What will the PL decide? Nobody knows.
And just to be clear, my comments about JR/INEOS or Qs should not be interpreted as official MUST position. MUST is a membership org that reflects the views of its members. Our goal is to make sure the next owner is a good one, as reflected here:

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More from @MUSTChair

Jun 12
Every sale is different. Some go quickly, some don't. In my experience, they've followed a 3 step process:

1. There is an indicative offer pending further discovery and information. At this stage, the buyer gives a price that is contingent on finding out more info.
2. Due diligence.

Here, the buyer asks questions and tries to find out as much as they can. It's important to note that there is no set format for DD. It typically covers a range of financial, legal, personnel, customer, and other stuff.
Moreover, the seller is under no obligation to furnish the information. Diligence is a dance. Everything that's discovered can be used to negotiate the price. Typically, though, the buyer is trying to make sure there are no surprises, & if there are, to negotiate the price down.
Read 7 tweets
Jun 11
I've personally been though four complete M&A processes as buyer or seller. I've been through another dozen more that went through the motions without getting to a purchase agreement. There is ALWAYS a diligence process, however short it may be.
United will not have shared everything already. They will have shared the absolute minimum. INEOS and Q will have people they need to answer to. In any normal process, there will be a total amount that is agreed, contingent on no surprises during due diligence.
Let's assume this claim were true. I reckon it would work against the Glazers. I say this because I wouldn't want to invest what could be a several hundred thousand quid in lawyers and finance people to scrutinise the books if the goal posts were still moving.
Read 5 tweets

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