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Who owns the Valley? - The Ownership Thread

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  • Well, as the transfer window closes let me now address the following comment.

    Grapevine49 - your detailed response is appreciated, but you know very well Matt Southall has been acting as a director since January 2nd or before. He was, for example, negotiating a contract with senior employee Lee Bowyer and his agent.

    You can't have it both ways.

    I know I use a lot of words but please reread my earlier post (if you have the time).

    It seems there is a prevailing mindset where some are determined to find offence. You would like to think after 4 yrs of acrimony we could move forward with a sense of relief and respond to a new beginning.

    The club has existed in an unprecedented black hole where its trading has seen its debts increase three fold. Quite where anyone sees the club if ESI fails does not bear thinking about. I doubt there would be any winners in SE7.

    I have no idea whether ESI and Mr Southall will ultimately deliver to the well being of Charlton Athletic Football Club. At this stage nobody can

    I could speculate but I have no idea of the nature of the ongoing transaction between ESI & Staprix NV.

    I pursued the critical comment on the Duchatelet regime because he deliberately chose not to engage with the industry, the club and its stakeholders and to pursue a strategy where any concept of the clubs footballing success was entirely coincidental. Those more vociferous than I took the message to a wider audience to win the argument across the industry and much of the media.

    We are fortunate the talents & industry of Messrs Bowyer & Gallen took what level of serendipity was on offer to another level to facilitate a way forward.

    ESI have barely been known to us for 6 weeks so if the financial media can give major corporate executives* 6 months before they sharpen their knives then most certainly so can I.

    (*Prior commercial challenges come with the territory. New businesses fail. Executive analysis includes failure. If a CEO has not made mistakes on the way how does he/she manage when things go wrong. CAFC is where it is for a reason)

    A great deal of concern is based on reasonable assumptions and unreasonable expectations but before we progress any debate on ESI we have to recognise;
    - the background to all of this are the terms and conditions of sale sought by M. Duchatelet
    - any new investor, at this stage is trying to dig us out of a £70mn hole created by M. Duchatelet.

    I see no value in exploiting such concern. This time round there is no public argument to be won based on the "transgressions" of a few weeks.  We risk appearing like the drowning man rejecting the lifeboat because he didn't like the colour.

    The ABDB profile is no longer on line but I noted one or two interesting industry specific financial experts. While this is a first venture into club ownership I take the view their personnel will have overseen global football industry finance in some capacity.

    Whether this lifeboat ultimately is looking to head to a different safe haven or its hull in fact proves to be breeched there is a journey to be travelled first.

    Comparison of ESI infrastructure/operations to prior administrations are valid to the point there are only so many "wrinkles" in the game but it is matter of industry and market position. The difference between Cowboy builders, Ebenezer Scrooge and a High Street Bank. None guarantee a positive outcome but each is a different financial landscape, though access to financial resources will still require a business case.

    We have to accept our curse (in land development terms) is we are a London club but it is a curse upon which an opportunity survives. We still get to live the dream because we are a London club. Get it right and we can still sit at the "big" table. Get it right and there is a win-win for investors. Location, location is the comfort factor.

    WishIdStayedinthePub - on another thread positioned the Private Equity investment market opportunity so well.

    Private Equity? What's all that about? It is about the reality the scale of finance required is at such a level to now be beyond the reach of any one individual to make a meaningful impact.

    Someone argued a £100mn spend over 5yrs was not enough. Another suggested the need was 5 times that figure. Who do we expect to have £500mn let alone altruistically spend it on football? The nearest was probably Andrew Muir yet the social media response to the man with £900mn cash in his pocket was derision. Some are truly addicted to an alternative reality.

    Have ESI bitten off more than they can chew at this time? It happens with many of the early phases of new business ventures. If any investor was seeking easy wins and early positive guarantees then football is not where you look. It is a perversity of the industry (we) supporters demand others take the risk but we get to have the guarantees.

    The key challenges today rest with one assertion. Sometimes the timing of any deal is everything.

    We know not who pulled the trigger on the deal or why and when they choose to do so but it is the timing which has accentuated the challenges we see today.

    You can certainly argue ESI  have been economical with the truth and played to peoples not unreasonable assumptions.

    ESI have indicated:
    - they have a legal commitment to acquire all the assets of "the club"
    - the acquisition of "the club" has been phased because of time constraints

    If true, challenges arise from not only running the football club but also the project to acquire the related assets. They are different skills sets with different resource demands. In practical terms you are stretching your resources to the limit.

    Where do we go from here?

    Without the details of:
    - the leaseholds
    - the legal commitment to acquire the freehold of The Valley and Sparrows Lane
    - any caveats and related legal responsibilities attached to issues identified under due diligence

    I simply cannot know. It is for ESI to decide.

    Airman identified a valid anomaly with the acquisition of Charlton Athletic Football Club Limited in respect of the ex director liens.

    I advised based on the statements of ESI, in my view, such anomaly was transitory and with the ESI debenture to Staprix NV a legal link to the security in question meant the ex director interests were protected in the interim.

    I emphasized due to the process of acquiring the full assets of the club being ongoing the constraints of the legal protections within the related agreement remain fully in force.

    Does it provide ESI with a 6 month comfort blanket? It does, but many of the conditions will remain in force after any deal is completed. At that point there should be an uncluttered relationship between ESI and the ex directors. It seems for one at least it already exists.

    I positioned the specific lines of communication I would expect surrounding any legal negotiated agreement.

    The "apparent" expectations of certain ex directors seems to play into that positioning.

    I accept the uncertainty around the takeover but I am not going to disrespect the contribution ESI appear to be trying to make to our future. Their performance in doing so will become all too readily apparent without any predictive text from me.

    With respect, taking into account the scale of debt (noting £21mn capitalisation), commitments to buy club assets, a 2yr operational plan, an intent to complete the training ground development, the ex director facilities could represent just circa 10% of the problem.

    The new directors date of registration is not about Southall contacting the ex directors (ill advised under the prevailing legal framework) but who did the ex directors think they were going to contact.     

    If it helps I have worked with numerous new businesses where directors act as a matter of expediency but I can guarantee you where there is registerable legal documentation involved I climb all over the Memorandum & Articles of Association, the Directors powers to confirm the powers of specific company officials.

    Do we really want to compare the expertise required to manage the day to day operations of a business, yes involving internal contracts, to the legal significance of a corporate legal position on a debenture:
    - effected by third parties against another stated company over which you have absolutely no control
    against the background of negotiating for and completing due diligence over the freehold titles to the properties subject to the debenture
    - with the parent to that same stated company?

    Can we be very clear the business is in a fucking mess. The apparent lack of Staprix due diligence, references to the Jiminez court case, the alleged issues around the training ground all play into the freeholds and leaseholds involved. I know because several prospective buyers have walked away lets all kick the people that didn't.

    Does it not occur to anyone by leaving the freeholds with Staprix NV any outstanding risks regarding clear title

    I suggest it would take 3 weeks to get that lot to agree dates in the diary. Indeed I can think of a few CEOs who would make sure they were on another planet for that meeting.

    ESI created none of this bollocks. Charlton Athletic Football Clubs' current position derives from misguided management going back through multiple administrations dating back over a decade.

    Does this touch a nerve? It does. I spent several years helping business dig themselves out of the financial shit they inherited.

    As you look across the ESI skill sets do you perceive Southall as THE finance guy? As THE legal guy?

    Some seem to have a very narrow perspective of the skill sets associated with being an Executive Chairman. Executive Chairman can (and should) come from any and every facet of the business and providing there is balance across the executive functions it can work well.

    Some seem to be determined to challenge Southall at every turn. Such is their prerogative, have at it but I would strongly suggest his primary requirement to this point has been to support his clubhouse manager with the resources he needs to do his job.

    We have all been paying very close attention to his performance in this aspect of his role. We will each have a subjective view of the results.

    I had made clear my position in this regard but I was not sitting at the negotiating table in a feral transfer market.

    I can guarantee Mr Southall will make many decisions we will not like for which he will be accountable. It comes with the pay cheque.

    So at what point did anybody want him to divert his attention to the matter of a contingent financial liability which is not going to be triggered within this financial year.

    Yes, I am uncomfortable with the nature of the dialogue being introduced across social media much of it based on speculation, half truths, lack of context and peoples fundamental inability to listen/ read properly.

    Yes, I am equally uncomfortable with the inability of ESI to get ahead of their challenges to stop this noise. Whoever such noise is deemed to serve I suggest it certainly does not serve the interests of any new business.

    It was why I was critical of Bowyer for his stance over his contract. If people expect to be professionally respected then behave in a professional manner. We had another "off point" message from Bowyer on Thursday.

    I accept certain ex directors have not received the respect they deserve but the same principle applies. I politely suggest they respect the due process they entered into with Baton 2010 Ltd and display professional courtesy by channelling any concerns through the parent company who now controls its affairs.

    We appear in danger of everybody being determined to shoot each other in the foot regardless of the fact any ricochets may end up damaging the prospects of the object of all our support, past or present.  

    After 11.05pm last night we face a very difficult road to travel on and off the field. It would be really helpful if people, at this stage at least, all tried to travel in the same direction.

    With that it is very apparent I need a little rest from social media and this site needs a rest from me.

    Grapevine 49


    Do you have to send mega sized birthday cards to fit in your greetings?
  • Great post. Voice of sanity.
  • I seem to remember David messaging (twitter?) that he travelled to the  Middlesbough game and was impressed with Mat (his wife was also impressed for different reasons 😉).

    Hope I got this right 😀.
    You have. It was Dave who fancied Matt

    : - )
    Haha.
  • Well stated @Grapevine49

    Let them get the priorities sorted first, rather than trying to solve everything in one go. 


  • Well, as the transfer window closes let me now address the following comment.

    Grapevine49 - your detailed response is appreciated, but you know very well Matt Southall has been acting as a director since January 2nd or before. He was, for example, negotiating a contract with senior employee Lee Bowyer and his agent.

    You can't have it both ways.


    This is probably the best post I have read on CL.  Great insight and a guide to what may or may not prevail.   In reading the various posts on whether Matt Southall is doing a good/bad etc job, we must not forget that we wouldn't be able to comment on a lot of things unless he had first made comment such as the interviews he has given.  The previous regime told us very little.  Matt has made comment on a lot of things and these have been interrogated for their veracity.   That's not necessarily wrong but it couldn't have been done unless he had spoken first.   

  • Well, as the transfer window closes let me now address the following comment.

    Grapevine49 - your detailed response is appreciated, but you know very well Matt Southall has been acting as a director since January 2nd or before. He was, for example, negotiating a contract with senior employee Lee Bowyer and his agent.

    You can't have it both ways.


    This is probably the best post I have read on CL.  Great insight and a guide to what may or may not prevail.   In reading the various posts on whether Matt Southall is doing a good/bad etc job, we must not forget that we wouldn't be able to comment on a lot of things unless he had first made comment such as the interviews he has given.  The previous regime told us very little.  Matt has made comment on a lot of things and these have been interrogated for their veracity.   That's not necessarily wrong but it couldn't have been done unless he had spoken first.   

    I think interrogating everything Southall says is completely the correct approach, and in fact, I think it is our duty as Charlton fans. I hold Southall to no lesser standard than I held Roland (which he failed to meet, frequently!).
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  • Are you able to expand publicly on the issues concerning the purchase of the Freehold that other parties have said put them off proceeding. Why are they highly sceptical in ESI’s ability to follow through? 

    We know that Nimer’s guarantee has been put up re the Freehold purchase within 6 month’s, but can the issues be resolved within that time frame? Are all the issues within their control?
  • To what extent was the EFL scrutiny helpful in settling our future security as a club?
  • se9addick said:
    Great summary’s of the situation on this thread. 

    The first big test of the money behind the new ownership & their ambition was the January transfer window. I don’t think this was a major success, but it wasn’t a complete failure.

    The next big test will be whether the acquisition of the stadium and training ground is completed by July 1st, if not there would be significant cause for concern. 

    Giving Taylor a new contract, with the wages that would have gone with it, would have been a statement of intent.

    Assuming he wants to stay with us.
  • Any chance someone on here could explain in simple terms how much actual money the owners would need to actually have in a ring fenced account (I'm assuming) to pass the EFL test?
  • se9addick said:
    Great summary’s of the situation on this thread. 

    The first big test of the money behind the new ownership & their ambition was the January transfer window. I don’t think this was a major success, but it wasn’t a complete failure.

    The next big test will be whether the acquisition of the stadium and training ground is completed by July 1st, if not there would be significant cause for concern. 

    Giving Taylor a new contract, with the wages that would have gone with it, would have been a statement of intent.

    Assuming he wants to stay with us.
    And I guess that can still happen between now and the end of the season, but as we get closer to the window opening again he gets closer to a big payday somewhere else so our leverage decreases. 

    Assuming that Southall was concentrating on bringing players in during the last month now he needs to concentrate on getting Taylor signed up and a developing a credible plan b if that’s not possible. 
  • To my mind, they are kind of hoping Bowyer pulls something out of the bag at some point in the next 3-5 years with relatively very little.Just like he did last year.

    He will get better support like better health and physio, better facilities. Allowed to leave the lights on past tea time, as much evian as anyone can drink etc etc.
    Should he manage to do it, then the cash may flow a little more freely.

     Getting involved in big money signings starts turning it into a gamble.
    The kind of people who we have at the helm now and to some extent Duchatelet do tend to keep the gambling to a minimum. It's how they got to where they are in the first place.
  • Good to see intelligent analyses of the situation without any of the "bed wetting" or "head in the sand" bullshit comments that so often (too often) appear on these debates.
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  • Are you able to expand publicly on the issues concerning the purchase of the Freehold that other parties have said put them off proceeding. Why are they highly sceptical in ESI’s ability to follow through? 

    We know that Nimer’s guarantee has been put up re the Freehold purchase within 6 month’s, but can the issues be resolved within that time frame? Are all the issues within their control?
    No, because the detail has never been elaborated, but it has been a consistent story over months.

    My point on the freehold is that if its purchase is certain (that is, ESI are confident no obstacle can possibly arise that will prevent it) then there is no obvious reason it hasn’t been done already other than availability of funds. If on the other hand further due diligence is required - after two years of same by a variety of parties - then it isn’t certain. It is instead “subject to survey” or similar.
    Thanks. Usually the purchase of a freehold is easier than a long lease purchase as what you are getting is set out at the Land Registry. Only problems usually can be boundary issues or legal disputes although the latter is usually highlighted in Land Registry searches. One issue of course could be actual ownership of the Freeholds if ownership is overseas in which case I suspect the Land Reg wont transfer title until clean / they are satisfied.
  • edited February 2020
    Are you able to expand publicly on the issues concerning the purchase of the Freehold that other parties have said put them off proceeding. Why are they highly sceptical in ESI’s ability to follow through? 

    We know that Nimer’s guarantee has been put up re the Freehold purchase within 6 month’s, but can the issues be resolved within that time frame? Are all the issues within their control?
    No, because the detail has never been elaborated, but it has been a consistent story over months.

    My point on the freehold is that if its purchase is certain (that is, ESI are confident no obstacle can possibly arise that will prevent it) then there is no obvious reason it hasn’t been done already other than availability of funds. If on the other hand further due diligence is required - after two years of same by a variety of parties - then it isn’t certain. It is instead “subject to survey” or similar.
    Thanks. Usually the purchase of a freehold is easier than a long lease purchase as what you are getting is set out at the Land Registry. Only problems usually can be boundary issues or legal disputes although the latter is usually highlighted in Land Registry searches. One issue of course could be actual ownership of the Freeholds if ownership is overseas in which case I suspect the Land Reg wont transfer title until clean / they are satisfied.
    It was Baton that was (is) owned overseas, with the freehold and leases owned via UK subsidiaries at all times AFAIK. There may be complications around different pieces of land on both sites e.g. title confusion with Footscray Rugby Club land. I’m not sure why that is referred to in the new charge on CAFC Limited but assume it relates to recent works / CACT facilities. The football club built an access road across the rugby club land so presumably has established a right to use it. There appears to be or have been a legal dispute over that work, but the club has never explained anything about it. As far as I know the freeholder there is the council.

    ESI would presumably buy Holdings, rather than transfer the freehold, so I’m not sure the Land Registry would be involved? 


  • I wonder if it is possible that the reason there is a 6 month delay on acquiring The Valley is because that gives ESI time to assess the suitability of other locations for a new stadium- coincidentally I note from a chap on twitter this morning who passed Nimer wandering around near the O2. It might also explain why ESI have not touched upon the issue of further investment in the Valley stadium (which surely needs it now !) 
  • If there is a legal gordian knot surrounding the properties and our new owners business plan is to sell the business on once we are in the premier league then untangling this is going to be a priority, one that will cost time and money. Especially if this has put off prospective purchasers in the past 
  • Are you able to expand publicly on the issues concerning the purchase of the Freehold that other parties have said put them off proceeding. Why are they highly sceptical in ESI’s ability to follow through? 

    We know that Nimer’s guarantee has been put up re the Freehold purchase within 6 month’s, but can the issues be resolved within that time frame? Are all the issues within their control?
    No, because the detail has never been elaborated, but it has been a consistent story over months.

    My point on the freehold is that if its purchase is certain (that is, ESI are confident no obstacle can possibly arise that will prevent it) then there is no obvious reason it hasn’t been done already other than availability of funds. If on the other hand further due diligence is required - after two years of same by a variety of parties - then it isn’t certain. It is instead “subject to survey” or similar.
    This is my very real concern on the whole ESI ownership to date.  If purchase of assets  is certain then the only sensible explanation for it not happening now is lack of liquid funds. 

    If it really is a due diligence/title matter as has been suggested then surely there is no sensible business rationale to rush the purchase of the club through as in 6 months you are taking a "bet" that you have resolved that issue because if you have not then what happens?  You cannot easily move a football club. 

    You are essentially giving up all of your bargaining power to chip the price of the assets of the club in order to rush the purchase of the club and spend no money in the January window... Something just doesn't add up for me.
  • My feeling is that this is essentially a property play for ESI with the football club as a secondary consideration. They end up identifying a new ground location which will include residential and other leisure/ hospitality options which will enable them to raise more funds ( easier for Middle Eastern investors to fund construction projects) - also the boys in Abu Dhabi and Dubai will think that they know how to construct things pretty quickly. The Valley is then left behind with Roland to develop etc, that way they don’t ever have to pay him for The Valley. 
    I guess if the 6 month commitment to purchase period ends up getting extended ( as the cynic in me might suggest) that could be an indicator.
    By the way - personally I would have no problem with a move from The Valley if the alternative was at least c 35,000 capacity with good local infrastructure 
    Only time will tell. 
  • Are you able to expand publicly on the issues concerning the purchase of the Freehold that other parties have said put them off proceeding. Why are they highly sceptical in ESI’s ability to follow through? 

    We know that Nimer’s guarantee has been put up re the Freehold purchase within 6 month’s, but can the issues be resolved within that time frame? Are all the issues within their control?
    No, because the detail has never been elaborated, but it has been a consistent story over months.

    My point on the freehold is that if its purchase is certain (that is, ESI are confident no obstacle can possibly arise that will prevent it) then there is no obvious reason it hasn’t been done already other than availability of funds. If on the other hand further due diligence is required - after two years of same by a variety of parties - then it isn’t certain. It is instead “subject to survey” or similar.
    This is my very real concern on the whole ESI ownership to date.  If purchase of assets  is certain then the only sensible explanation for it not happening now is lack of liquid funds. 

    If it really is a due diligence/title matter as has been suggested then surely there is no sensible business rationale to rush the purchase of the club through as in 6 months you are taking a "bet" that you have resolved that issue because if you have not then what happens?  You cannot easily move a football club. 

    You are essentially giving up all of your bargaining power to chip the price of the assets of the club in order to rush the purchase of the club and spend no money in the January window... Something just doesn't add up for me.
    Additionally, once the purchase of the club has been completed (and you have committed to buy the stadium within six months) you basically have 0 leverage to get RD to take any action to make the purchase of the property more palatable. 

    Unless it was for reasons of liquidity I can’t really see why you would buy the loss making (or, at best, breaking even) part of the business but wait to purchase the principal assets of that business. 
  • “there are more questions than answers”

    Could it all be a punt by ESI, if we go down for example they walk away and loose 6 months of expenses.

    If we survive and due diligence is ok they carry on and build in the summer.

    Dont know who guarantees are from but if it’s overseas individuals or indeed offshore companies they would effectively be useless.

    we won’t find out until the summer, let’s all hope for the best but could be a bumpy ride.
  • edited February 2020
    My feeling is that this is essentially a property play for ESI with the football club as a secondary consideration. They end up identifying a new ground location which will include residential and other leisure/ hospitality options which will enable them to raise more funds ( easier for Middle Eastern investors to fund construction projects) - also the boys in Abu Dhabi and Dubai will think that they know how to construct things pretty quickly. The Valley is then left behind with Roland to develop etc, that way they don’t ever have to pay him for The Valley. 
    I guess if the 6 month commitment to purchase period ends up getting extended ( as the cynic in me might suggest) that could be an indicator.
    By the way - personally I would have no problem with a move from The Valley if the alternative was at least c 35,000 capacity with good local infrastructure 
    Only time will tell. 
    I think Roland believes he has covered that one off with his charge on the leasehold assets back up by a guarantee from Nimer (presumably). I doubt if CAFC Limited can just walk away from both sites without penalty (even ignoring the ex-director loans attached to the freehold assets). It would make no obvious sense for ESI to pay Staprix's debt and incur the additional cost of a new stadium, even supposing such a site was available. 
  • edited February 2020
    If the scenario of moving from the Valley was actually part of the 5 year project which I'm OK with (things move on) and as long as club was performing as it should which areas do we think would actually make sense to move to?

    The site that the golf driving range at the Peninsula would that be practical in terms of size and long term availability?
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