Frankie 8,890 Posted May 2, 2012 Share Posted May 2, 2012 Frankie. Any chance you can ask your contact if Ng will re think his strategy now we know it’s a newco. Could he come into play again? As I've said all along, I wouldn't rule out any bidder until the club is actually sold. In my opinion the last couple of weeks has seen some gentle PR put out there to make the idea of a newco/hive down/incubator appear attractive. Now, I'm no businessman but it probably is the most attractive for all bidders if you look at the long term (and if the SPL/SFA sanctions are not carried). If there isn't much fan opposition to Miller being named preferred bidder (if indeed he is) then I think we'll see other bidders rejoin the fray with their version of a newco. In fact, I'd say this was the intention all along for some - hence delay after delay - as Whyte was never going to hand over his shares. Indeed, you could say this is just the end of a plan that started one year ago. 0 Quote Link to post Share on other sites More sharing options...
Bluedell 6,069 Posted May 2, 2012 Share Posted May 2, 2012 I think the eventual merging of the companies is a nicety, not a requirement moving forward. How do you legally merge companies? 0 Quote Link to post Share on other sites More sharing options...
craig 5,199 Posted May 2, 2012 Share Posted May 2, 2012 How do you legally merge companies? Not sure I get that question BD. You know full well that merging companies happens frequently. I am presuming you already know the answer. 0 Quote Link to post Share on other sites More sharing options...
Juancornetto 1 Posted May 2, 2012 Share Posted May 2, 2012 A clubs assets can be sold by the administrators without permission from the shareholder(s). That is what Miller is bidding for - it renders Whyte irrelevant!!! All the assets are bought by Miller's new company, leaving RFC Plc with a shed load of debt, and a shed load of cash in the bank. The CVA is offered to the creditors, if the reject, they Plc is liquidated and the money in the bank is split. If the CVA is agreed, Whyte would then own 83% of a company worth £0, no cash, no debt and no assets. Miller would then offer a nominal sum to purchase the Plc shares from Whyte (i'd offer 50p Tops). If accepted he can then merge the to companies back together. The RFC Group Ltd is still a solvent company!!! Excellent, glad someone has finally clarified this point. It does make sense and I can now see why D&P have been saying that Whte's shares are an irrelevance. D&P have obviously had this in mind since the first mention of "hybrid liquidation". It raises a few questions though.... Why can't BK and the BK's (sounds like bad jazz combo) now do exactly the same? What is to stop any of the other bidders Ng, Cliud9 etc) from doing that too? Where would this leave Craig Whyte with regards Ticketus and HMRC? Where would this leave us with regard Ticketus and HMRC? 0 Quote Link to post Share on other sites More sharing options...
Bluedell 6,069 Posted May 2, 2012 Share Posted May 2, 2012 Not sure I get that question BD. You know full well that merging companies happens frequently. I am presuming you already know the answer. Maybe I'm being thick but does merging of companies happen? Are you and Darther talking about the merging of the trade of 2 companies and one company effectively ends up taking over the trade of the other? That may be called a merger but it's not really. It's just a takeover. Are we saying that the "incubator" will just transfer the trade back to the PLC once it's all cleared? Again I wouldn't call this a merger as such, but perhaps I'm just being pedantic. Or are you saying that company A and company B legally merge and become company A (or company C)? Does this happen? I just don't understand what the Miller bid is proposing. 0 Quote Link to post Share on other sites More sharing options...
Bluedell 6,069 Posted May 2, 2012 Share Posted May 2, 2012 Answers in red. Excellent, glad someone has finally clarified this point. It does make sense and I can now see why D&P have been saying that Whte's shares are an irrelevance. D&P have obviously had this in mind since the first mention of "hybrid liquidation". It raises a few questions though.... Why can't BK and the BK's (sounds like bad jazz combo) now do exactly the same? they can, but they don't want to for historic reasons plus they are relying on finance from the fans and a newco share issue may not be successful? What is to stop any of the other bidders Ng, Cliud9 etc) from doing that too? Nothing, and Ng probably was. Where would this leave Craig Whyte with regards Ticketus and HMRC? Ticketus would probably go after Whyte to cash in on their guarantees. HMRC and whyte have no involvement, other than any legal action for illegal acts. Where would this leave us with regard Ticketus and HMRC? Both would get paid off by the cash realised from the sale of the assets. 0 Quote Link to post Share on other sites More sharing options...
craig 5,199 Posted May 2, 2012 Share Posted May 2, 2012 Maybe I'm being thick but does merging of companies happen? Are you and Darther talking about the merging of the trade of 2 companies and one company effectively ends up taking over the trade of the other? That may be called a merger but it's not really. It's just a takeover. Are we saying that the "incubator" will just transfer the trade back to the PLC once it's all cleared? Again I wouldn't call this a merger as such, but perhaps I'm just being pedantic. Or are you saying that company A and company B legally merge and become company A (or company C)? Does this happen? I just don't understand what the Miller bid is proposing. Mergers do happen BD. Certainly in my industry they do. The oil companies have merged many times and, at times, have split too (Marathon and ConocoPhillips would be two recent examples). In most cases you DO get a dominant partner but sometimes you get an even partnership, hence a true merger of business. The "incubator" process is one I am not akin to seeing to be honest, what I have seen more of is a merger will happen, the merged company will usually take one of the parties names (usually the better branded/more recognisable name of the two) but at some future point in time they will then change the name after re-branding. Basically it will be two compaines trading as they are, they will merge and will then either continue with the two companies effectively trading separately under the same name (if they are trading in differenct sectors within the industry) or they will find synergies in the operations, make the necessary cost-cuts and then integrate the two trading entities. You very rarely see Company A emerging from the merger of Company A & B. More often it would be one or the other, so they could have a true merger but would undertake the merger through Company B. I would think that a merger by way of a new Company C CAN happen, but I cant recall having seen it previously. The Miller bid is a strange one for me as it is proposing an entirely new entity which purchases the assets and leaves cash with the "oldco". Now, I may be completely off-base but I am not convinced that any creditors would allow that to happen. Are they effectively saying that all of the club's assets (Ibrox, Murray Park, the portakabins (lol) are worth less than 11 million quid ? Because, to me, if the creditors value those assets above that price then they wouldnt allow a transfer/sale of assets - and, to be frank, neither should D&P allow it as their job is to retain as much value to creditors as possible. I find it a strange concept, but not in terms of a merger - more in terms of how the admin would allow it to happen without having creditors taking our lawsuits all over the place. But then, as we all know, I am by no stretch of the imagination a rocket scientist. 0 Quote Link to post Share on other sites More sharing options...
Frankie 8,890 Posted May 2, 2012 Share Posted May 2, 2012 Surely if a newco/hive-down/incubator was as simple as how Miller suggests it, all bidders would we doing the same and we would have went through it by now. I'm extremely suspicious but, then again, what choice do we have anyway. 0 Quote Link to post Share on other sites More sharing options...
Bears 0 Posted May 2, 2012 Author Share Posted May 2, 2012 Mergers do happen BD. Certainly in my industry they do. The oil companies have merged many times and, at times, have split too (Marathon and ConocoPhillips would be two recent examples). In most cases you DO get a dominant partner but sometimes you get an even partnership, hence a true merger of business. The "incubator" process is one I am not akin to seeing to be honest, what I have seen more of is a merger will happen, the merged company will usually take one of the parties names (usually the better branded/more recognisable name of the two) but at some future point in time they will then change the name after re-branding. Basically it will be two compaines trading as they are, they will merge and will then either continue with the two companies effectively trading separately under the same name (if they are trading in differenct sectors within the industry) or they will find synergies in the operations, make the necessary cost-cuts and then integrate the two trading entities. You very rarely see Company A emerging from the merger of Company A & B. More often it would be one or the other, so they could have a true merger but would undertake the merger through Company B. I would think that a merger by way of a new Company C CAN happen, but I cant recall having seen it previously. The Miller bid is a strange one for me as it is proposing an entirely new entity which purchases the assets and leaves cash with the "oldco". Now, I may be completely off-base but I am not convinced that any creditors would allow that to happen. Are they effectively saying that all of the club's assets (Ibrox, Murray Park, the portakabins (lol) are worth less than 11 million quid ? Because, to me, if the creditors value those assets above that price then they wouldnt allow a transfer/sale of assets - and, to be frank, neither should D&P allow it as their job is to retain as much value to creditors as possible. I find it a strange concept, but not in terms of a merger - more in terms of how the admin would allow it to happen without having creditors taking our lawsuits all over the place. But then, as we all know, I am by no stretch of the imagination a rocket scientist. yeah Slumbreger bought Smith 18 months ago 0 Quote Link to post Share on other sites More sharing options...
Bears 0 Posted May 2, 2012 Author Share Posted May 2, 2012 Surely if a newco/hive-down/incubator was as simple as how Miller suggests it, all bidders would we doing the same and we would have went through it by now. I'm extremely suspicious but, then again, what choice do we have anyway. I’ve been out on my nightly “time out from rangers” on the motorbike. Which actually means i get time to think logically about it. What you’ve said is exactly what i have been thinking about. This seems way too easy. If we wer’nt in Admin, then it’s easy to merge companies, as has been said it happens all the time. But in admin, i’d have thought there would be laws in place to stop the kind of things Miller is planning. I will welcome him, and give him his chance but he needs to hit the ground sprinting. and most importantly. Talk 0 Quote Link to post Share on other sites More sharing options...
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