GoonerNews

Arsenal News
Arsenal News & Transfers
As featured on NewsNow: Arsenal newsArsenal News 24/7

Arsenal News, Only Arsenal, Blogs, Transfer News

Archives

October 2019
M T W T F S S
« Sep    
 123456
78910111213
14151617181920
21222324252627
28293031  

Financial Alert: Could Arsenal be forced to delist its stock in the near future?

Stop the Presses! Could Arsenal be forced to delist its stock in the near future?

By: Anne

*I would like to thank Shard for bringing this critical issue to my attention. Otherwise, I probably wouldn’t have noticed it either.

While we’ve all been settling into a lazy Summer with the only “exciting” topics of discussion being Euro 2012 and Arsenal transfer rumours, we’ve missed out on quite a critical issue indeed, which, for some reason, seems to have slid by underneath the media radar (as critical issues concerning Arsenal so often do these days).

What I’m talking about here is the fact that, on 14 May, Arsenal’s stock exchange announced that it was going out of business. And if this shut down had proceeded as announced, Arsenal would have likely been forced to de-list its stock. Or at least, we would have been forced to find a new exchange to list on, which would have forced us to de-list our stock and then re-list it somewhere else (which would have its own complications).

Yes, you heard me correctly. Arsenal is facing a potential forcible de-listing of its stock. Specfically:

“Arsenal Football Club is one of over a hundred small companies that will have to find a new listing after British stock exchange Plus Markets announced it was planning to shut down after it failed to attract an acceptable takeover offer.

The group had put itself up for sale in February but following a failure to find a buyer, it has informed the financial regulator that it plans an ‘orderly closure’ after a drop in its cash reserves.

‘The regulated actives of the group will be wound down over a period of up to six months in order to minimise market disruption,’ the company said in a statement to Reuters…the group said it would help listed companies find ‘suitable alternative arrangements.’”

And while we appear to have been saved from this eventuality for the time being by a takeover of the PLUS markets by a company called ICAP, it is apparent that the PLUS Markets are proving to be a loss-making enterprise, and have in fact been bleeding money for the last couple of years. Which, in my opinion, means that the future of the exchange is far from secure.

Watch Arsenal Live Streams With StreamFootball.tv

Also, with a change in ownership, we don’t know what sort of changes this will ultimately force on Arsenal in order to maintain its listing.

So, with this in mind, let’s take a look at the potential implications for Arsenal if the PLUS markets were to close. Unfortunately, this is a situation where I don’t know enough about the technical workings of the British stock markets (yet) to tell you in exact detail what this means for Arsenal. However, what I can tell you right now is that it is no joke and no minor problem.

To the contrary, it appears that such a closure would have some quite serious potential implications for Arsenal’s financial situation, and correspondingly for Arsenal’s ownership situation (how often have we heard that one over the last five years?).

So, I beg all of you to please shake off the Summer malaise for long enough to work through the financial jargon in this article to find out what these potential implications for Arsenal might be. It’s not too complicated, and I find it to be not just in the category of “important,” but rather somewhere around the level of “terrifying.” And it’s definitely something for Arsenal fans to be keeping an eye on.

Specifically, the following article details the three options Arsenal would have had if the shutdown of the Plus Markets had occurred as announced, and they all sound extremely bad to me:

“Should a last-minute deal fail to materialise…there will be great uncertainty for the 148 companies listed on the exchange.

Financial News spoke to a number of lawyers and brokers about the alternatives for these firms. The options are as follows:

Move to London Stock Exchange’s Alternative Investment Market…Move to the Main Market [i.e., the London Stock Exchange itself]….[or] Become a private company [i.e., delist their stock].”

So, let’s summarize this. According to the above article, if the Plus Markets had closed within the next 6 months (as announced), Arsenal would have had the following 3 options:

1) Change their listing to the AIM exchange;

2) Change their listing to the Main Market; or

3) Delist their stock.

But hang on…. It looks like one of those options for a new listing is already off the table, due to the stock holdings of a certain Uzbek, who has been uncharacteristically out of the media for awhile (Yeah, it’s that guy again… Weren’t you getting tired of not hearing his name? Although we shouldn’t rule out Kroenke’s role in this either):

“For the largest firms, the Main Market on the London Stock Exchange is an outside opportunity…

However, few firms will be able to meet all the requirements, or be willing to pay to do so.

Rather than abide by the Plus Rule Book, firms will have to follow the more stringent listing rules of the UK Listing Authority, including a minimum of 25% of shares in public hands and trading record of at least three years.

This rules Arsenal out – the majority shareholder is American Stan Kroenke, who holds 66.64%. The next largest shareholder is Russian-Uzbek Alisher Usmanov, who owns 29.11%.”

So, strike one. We can’t list on the LSE main market. That leaves us with two options (assuming that this article has its facts correct):

1) List our stock on the AIM market; or

2) Delist our stock.

So, what would it mean for Arsenal if we were required to change our stock listing to the AIM market? (Hint: Nothing good):

“For the largest firms on Plus Markets, such as Arsenal Football Club with a market capitalisation of over £1bn…one option is move to the larger Aim market.

This poses a number of hurdles. Companies looking to list on AIM must produce an admission document that includes a variety of information, spanning information on the company’s directors, from their business activities, to their financial positions.

The firm will also have to hire a nominated adviser, or nomads, which include firms such as Cenkos Securities, Finncap and Seymore Piece. This process may take up to two or three months. One lawyer said that it will result in ‘quite a lot of cost and quite a lot of beefing up of board structures. This will only be an option for the larger firms.’”

The above area is the point in this article where I don’t have enough expertise about the London stock markets (yet) to tell you in detail what this would mean for Arsenal. However, I can tell you that it’s nothing good just from the following sentence alone:

“One lawyer said that it will result in ‘quite a lot of cost and quite a lot of beefing up of board structures. This will only be an option for the larger firms.’”

If this listing is only an option for the larger firms, then it appears to me that “quite a lot of cost” might be quite a bit of an understatement in terms of the financial outlays that such a move would require. And remember (as I detailed in my article Why Does AST Talk of Failure in the Future? ), Arsenal is already under pressure to free up capital by issuing new stock, which could have significant implications for our ownership structure.

Under these circumstances, any unexpected financial hit would weaken our current board’s position significantly in terms of resisting those who would want us to take certain steps to raise more capital. Also, what would this do to Arsenal’s potential for transfer spending and player signings? I don’t know at this point, and I guess it all depends on exactly how much cost we’re talking about here. Hopefully it’s something we can handle. But if not, then what?

According to the above article:

“incurring the extra cost in moving to a different market may force many firms to become private once more [i.e., delist].

Excluding Arsenal, the average market cap of a Plus Markets firm is just £9m. One lawyer said: ‘Unless these firms use this as a trigger for a fund raise or an acquisition, their options are realistically none, apart from letting their listing lapse and return to private life.’”

To me, the above makes it sound like we’re talking about substantial financial outlays. And it makes me wonder, would this put us in a situation where, with regard to maintaining the ongoing operations of the club, it would only make financial sense for us to delist our stock?

And aside from the money, there’s still this problem:

“One lawyer said that it will result in ‘…quite a lot of beefing up of board structures.’”

I don’t know what the above means for Arsenal at this point. It might mean nothing, and only apply to the smaller companies. However, it’s no secret that Arsenal’s board has been under assault for the last 5 years. And to me, it seems like anything that would require us to make changes in that area could be nothing good for us. Again, it has the potential of putting us under significant pressure to delist our stock.

And what would delisting Arsenal’s stock mean? We don’t know. Because if we delist, Arsenal stock transactions would occur out of the public eye, and could be made secretly. And while that’s not anything nefarious in and of itself, I can think of ways that certain people could use that kind of secrecy to their advantage. Can’t you?

As of now, the only statement I can find from Arsenal on this subject is the following, which was issued on the 18 May:

“Statement regarding PLUS Markets Group plc

The Directors of the Company note the announcement made by PLUS Markets Group plc on 14 May 2012 regarding the orderly closure of the PLUS-quoted market over a period of up to the next six months.

The Company is reviewing its position and the options available to it in light of the announcement and will make an announcement as appropriate in due course.”

If this closure of the Plus Markets had proceeded in accordance with the above, perhaps we would have finally learned something definitive about Stan Kroenke’s intentions for the future of Arsenal. And perhaps we still will, depending on how things proceed with Icap’s takeover of, and future plans for the PLUS markets, which has saved all of the listed companies from being delisted (for now):

“Plus Stock Exchange, which manages the listings of about 140 companies with a combined market worth of £2.3bn, was yesterday bought by interdealer broker Icap, saving businesses, including…Arsenal Football Club, from having to find a new home.

Parent company, Plus Markets Group, shocked its clients this week with an announcement that it planned to close its flagship exchange after failing to find a buyer for the business.

However, yesterday’s deal to sell the operation to Icap means the loss-making bourse can remain in business, much to the relief of the thousands of investors who own shares in companies listed on exchange.

In a statement, Plus Markets Group said it had sold the business to Icap on a ‘cash-free, debt-free basis for a nominal amount of £1.’”

So, for the time being, it looks like we might be saved. However, it is clear from the above that PLUS is proving to be a loss-making enterprise, which means that its future, in its current form, is far from secure. Also, the question remains about what Icap’s intentions are for the future of the exchange, and more particularly, the companies listed on it.

In short, this is a situation that we definitely need to be monitoring and keeping a close eye on as it develops. And in my opinion, the media should be ashamed of itself for not informing us that this situation is ongoing. And while I suppose that there’s nothing new about that, it does make you wonder why they’re being so quiet.

And I must say…. I’m quite curious to know whether certain corporate raiders who have targeted Arsenal in the past might have had a hand in the development of this situation… So, let’s keep an eye on it, fans.

————————-

Ref Review: Everton 4 Sunderland 0.  A game of wrong calls.

The chronicles of wasted time – the transfer window thus far

On this day in 1893: Arsenal were elected into the Football League

As Bankia fails, Real Madrid is teetering on the abyss

Ref Review: Man U 1 Fulham 0.  Oh for goodness sake.

All the players who will join us next season

26 comments to Financial Alert: Could Arsenal be forced to delist its stock in the near future?

  • WalterBroeckx

    Thanks Anne for this article.
    So if we would delist we could wake up one morning and find an Uzbek owner in the place of an American?

    Of course this could happen now if Kroenke for on reason or the other sells his shares to Usmanov. But then it would be done in public.

    As I am a person who wants things to happen in the open I hope we can stay open about the share holders issue.

  • keeming

    have money = no spending. no money = no spending. no difference at all to most fans.

  • Shard

    Walter

    I am nowhere close to an expert, and I’m sure someone will correct me if I’m wrong, but I think that scenario could already happen. Kroenke could sell to Usmanov (or vice versa) whenever they choose, and the only thing left to be done is then offer the same value to the remaining small shareholders who would have to accept.

    What delisting would do, is that Arsenal will no longer be obliged to publish accounts. While there seem to be no really standard accounting practices within football, with money put under various heads which are unexplained, not having any accounts will increase the scope for diverting money from the club for whatever purposes the owner decides.

    One question Anne.. Who decides which market we’ll be listed on, or indeed listed at all? Is it the board, the majority shareholder? Or do the smaller shareholders have any say in the matter?

  • Kevin

    Forgive me here but it seems like you’ve read an article which is basic scaremongering due to little amount of news about Arsenal, then failed to understand what it means in a blog.
    Essentially, regarless of what market the shares are in, they will always form the make up of the club ownership and can’t be tracted and relisted at will. Nor is there “pressure for a rights issue”, that is a statement make but Uzmaov in at attempt to curry favour and gain a stronger hold on the club.

  • Kevin

    It is still an interesting scenario though and a topic that hasn’t, as you’ve said, drawn much attention so congrats on the scoop.

  • polskibear

    Hi. I may be wrong but I’m pretty sure there are more than just the 2 options available to the club. The delisting scenario is going to be more of an issue facing the smaller companies on PLUS due to fees they’d have to pay moving up to the larger AIM exchange. Other than Arsenal, who are valued at over £1B, the other companies on PLUS average out at just £9M so it makes less sense financially for them to move to AIM. I think other options, such as moving to the Danish DXG, are already being discussed by some of these companies, though, although I have no idea whether this includes Arsenal.

  • Mandy Dodd

    Thanks for that Anne, looks a bit scary to me. How have a club as well run as we are found ourselves in this position?
    I believe and have believed for some time that something will happen which will produce only 1 winner. A man to take advantage of chaos. Should keep the AAA / Deinites happy though, and I guess Usmanovs arrival would give the English clubs virtually a block vote against FFP

  • Mandy Dodd

    I would add, it is only a matter of a very short time before Mr Usmanov gets his mythical 30%, whatever that actually means. He really has been quiet lately!

  • zdzis

    Dang, it is true, after all that yapping about, now this ominous silence. There was also little from Kroenke. I don’t know about this, but this could have a number of consequences – one being that all (or most) of our transfer plans land in the fridge, another that there might be a significant reshuffling in the upper stories of Arsenal plc. All we can hope for (and this silence could also signify it) is that whatever changes occur, the club will continue to operate along the same lines at least until the end of the transfer window. It does seem likely that, if it came to one man taking over, it would be Usmanov. I’d only be happy to know anything about his actual plans for Arsenal – would we be the next Chelsea, or would he rather want us to follow United?

  • Shard

    Usmanov is back in the news now Anne.. Albeit through his pals and admirers in the AST.

    http://www.thisislondon.co.uk/sport/football/arsenal-fans-want-answers-over-boards-usmanov-snub-7811088.html

  • AM

    WoW! This is something totally new & unexpected. A potential snowball situation. So, it could be that we de-list & become kronke’s another business with usmanov fighting him tooth & nail. One thing is very, very clear in all this. We need wenger the economist to stay. I’d be worried if he chooses to leave. Very worried. Also I’m no fan of kroenke. Or usmanov.
    I feel the best way to go about this is to-
    1) Let the fans own a part of the club such that at any given time, the majority shares are held by club fans who inturn could come from anywhere in the world.
    Now to protect the fans’ best interests n prevent “some billionaire” buying up all these shares, we could put a clause in place where an individual can buy only a limited amount of shares & that his income should not be in excess of ‘x’ amount of money every year.
    2) All the shareholders will form an union which will regularly meet & discuss all that is relevant to running of the club. Provided that shareholders are represented from all over the world, this will give a broader perspective on issues & will successfully integrate fans more into the club. Not to mention, the impact it will have in pulling in new fans.
    3) From the union elect a working representative amongst who will get an automatic place in the arsenal board & will hold the position for 1-2 years. This individual will put across the issues discussed with the union & will have the same powers as the rest of the board.

    These are just a few crude points outlined briefly. Of course, it may not be as easy as it seems, but its not impossible either. There maybe other issues associated with the above outline & secondary problems but, again where there is a will, there is a way.
    Atleast (or so I believe) this way we can keep matters in our own hands & not be bothered about businessmen & oligarchs who are in to make some money or make us their plaything & when bored throw it away & leave.

  • Stuart

    Just to get something clear in my mind, are Usmanov and Kroenke not considered members of the public and therefore the 25% public ownership threshold is achieved?

  • Matt Clarke

    Thanks Anne,

    That certainly needs watching, although the statement from the firm that has taken the stock exchange over, ICAP, is encouraging:

    http://www.businessweek.com/news/2012-05-18/icap-acquires-plus-markets-unprofitable-stock-exchange

    There they state that they will “continue supporting and expanding” Plus’s stock-listings business.

    As the article also explains, this (Plus Markets) exchange is one of only seven licensed in the UK.

    For such a large player as ICAP, “the world’s largest broker of transactions between banks” to take control likely means that it is going to grow.

    I do accept that the consequence may be increased costs for the club, but that is, surely, better than the alternatives you discuss; and is not necessarily inevitable given that ICAP could make the business profitable by growing it.

  • jaroda

    Anne, the facts are in your article:
    Arsenal has Share Cp of £1bn
    The average Plus Markets company has Share Cap of £9m.
    Arsenal therefore has resources 100 times greater than the average.
    The lawyer’s quotes relate to the average company for which the outlay on acheiving AIM requirements would obviously be far more material than for Arsenal. The cost to Arsenal would be peanuts. Probably Diaby’s monthly wage.
    Beefing up the board will mean having the necessary Non exec and Exec Directors representations, segregation of chairmen and chief execs etc to avoid personal pocket lining and general Robert Maxwell style management. It’s possible this is the reason Arsenal have avoided listing in the past as they prefer a less regulated approach to board structures.

  • Mahdain

    @Shard i really do wonder why the AST want that man anywhere near the club.Tim payton and Le Grove who are prominent members within the group have been campaigning for him ever since and building him up as our saviour…maybe he is bankrolling them

  • Mahdain

    and since when did an AAA brewing group means Arsenal fans? Sorry but the AST dont represent me

  • Woolwich Peripatetic

    Funnily enough a delisting would be the last thing Usmanov would want. Kroenke might even lobby the board to go ahead with it (as majority shareholder he’d be well within his rights to do so). At present anyone can buy shares in Arsenal when they are for sale, if they are no longer openly traded on an exchange the whole thing becomes enormously complicated.

  • Andy Kelly

    @AM

    The only problem with your first point is that Arsenal fans via the AST don’t even have enough money to buy 1% of the club let alone 51%.

  • AM

    Andy,

    A valid point. In the world of shrinking economies, yes, I agree its difficult. But, if the right idea & branding is put across maybe people will turn up & buy in. I mean its as good as & (in the worst case scenario) carries as much risk as any other investment. But, I think this will be one investment whose value appreciates with time & not vice versa. And the AST are just a small bunch of people who don’t truly represent the AFC fanbase.
    Having said so in the opening line, I’m sure if we, the fans, pursue the cause then maybe there could be a way where fan ownership could well be within means of the common man.

  • Andy Kelly

    AM

    I can’t see it myself. We are talking about 500,000 fans investing £1,000 each. For a start Arsenal doesn’t have that sort of a fanbase. Then you have to convince Kroenke and Usmanov to sell their shares which they won’t do.

    Finally, historically, this set up almost killed off the club in the early 20th century due to a constantly changing board and too many shareholders having too much of a say in the running of the club.

  • bjtgooner

    Anne, good article and on a subject that is not normally one to catch attention. I don’t know much about Plus Markets and the trading of Arsenal shares. However, having read this article I will certainly follow the happenings at ICAP.

  • Anne

    Ok, everyone, it’s my birthday today and I’m wasted drunk. Thanks for taking the time to respond. I will get back on this thread, but I think you would all prefer if I didn’t do it just now. Cheers and thanks.

  • Cent

    @Anne wow!!! We are birhtday mates and i will surely be celebrating mine this evening when am closed from work,cheers.

  • bjtgooner

    @Anne

    Happy Birthday! Have a lovely day!!

  • rantetta

    Anne
    A very happy birthday to you, and thanks for this article, you gorgeous Gemini and fabulous smiley-avatar you.

    PS You can keep your alcohol (or share it).

  • Ray from Norfolk

    Anne,
    Were you wasted drunk when you wrote this?
    OK, I am kidding, but “jaroda” has very logical answers.
    The AAA and AST of the world are getting excited for nothing.