FORUMS > Bradford Bulls > Moore, Calvert & Watt in out in out shake it all about |
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| FA, just to add a further bit of conjecture: If a supplier to the company such as the security company suddenly has a debenture as security for a loan, it may be that they have demanded it when they were told payment will be a few years time. This places them ahead of all the other unsecured trade creditors in the event of liquidation, and no cash changes hands, it structures and schedules the repayments. hence the 1 share that OK must have known was being transferred. The debenture would also place them ahead of OKs loans in the going pop scenario. one of the tight d accountants would simply do a transfer from trade creditors due within 1 year to loans due over whatever period of time, the net value on the balance sheet does not change, just the timing of it.
Tho £180 k for security?
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| Quote: Northernrelic "Just trying to answer FA's point on loans by companies to directors or granting shares as security. If approved by the shareholders then the directors can use the money as they see fit but would themselves become debtors to the company if the funds were loaned to them. This was how several premier league footballs clubs were purchased by leverage on the clubs themselves. I did say "seems" though it looks to tie up with some of RW's statements though those have a tendency to lack a certain precision shall we say. If you know the ropes you can put together big deals with very little starting capital.
Looking forward to the day when threads on the Bulls forum relate to well taken tries or good tackling stints'"
No, thanks, always helpful. Like yourself, FA and plenty of others, trying to pull what we actually 'know' from what's leeching onto the board as 'fact' is not a job for New Years Eve.
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| Quote: Northernrelic "I was saying that if properly approved by the shareholder/(s) a company could loan money to directors who can then use as they please. So a company can raise loan finance - and then use the funds to loan to directors, if the proper process was followed. But who knows if the various agreements being discussed were properly formalised, with legal advice at the time, or had this intent.
Just one other point Safeguard are a "security" company eg watchmen, guards etc rather than a "securities" finance company so providing loans isn't their usual line of business. If a company makes a loan to a company covered by a debenture you would expect the funds went into the companies accounts in the first instance.'"
I see. So there would be
a) a loan from Safeguard to OKBL, secured by a debenture;
b) incoming funds that hit OKBL account
c) then a loan by OKBL to a director / or directors. so the money goes out, to their personal accounts
Result:
* club owes Safeguard any money - its assets are the security for repayments;
* club is owed the amount of the loan it has given to the director/s (what sort of repayment terms would be normal for something like that?)
* director/s owe £x to OK personally for the agreed sale price of his shares.
That sound about right?
So, if (c) falls through, it stands to sense that the director/s have the money, and the obligation to personally meet the repayments to Safeguard. As I think we can assume that these repayments would never in a million years have been coming from the Bulls (which seems to be existing hand-to-mouth-to-fire-sale at the moment) then where did he/they plan to finance the repayments from, one wonders?
If the deal falls through, then why can't the director/s just give Safeguard its money back?
Given you say Safeguard isn't a securities company, where's the connection? Why would a security company suddenly make a loan to individual/s to enable the purchase of shares in a struggling sports club? Have we any clues? Is it another private company, where it seems the owners can basically do whatever they like?
And I don't remember the name of Safeguard being on the back of any jackets that I can recall at Odsal - would they be listed as a creditor in the accounts?
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| Quote: martinwildbull "FA, just to add a further bit of conjecture
Heheh well them's the sort of accounting shenanigans that are way above my head. The only question would be whether the "loan" was old money owed to the company or new money being borrowed putatively to enable a share buyout? As I said, the latter does seem a tad unusual activity for a security company, to someone unschooled in the finer arts of company finances.
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| Quote: Ferocious Aardvark "I see. So there would be
a) a loan from Safeguard to OKBL, secured by a debenture;
b) incoming funds that hit OKBL account
c) then a loan by OKBL to a director / or directors. so the money goes out, to their personal accounts
Result
For those wondering- "acknowledgement of debt".Nearly all debentures issued in exchange for shares and debentures will be securities within the meaning of TCGA92/S132 (3)(b). See CG53420+ and CG55015 for instructions on the definition of security. If the debenture is not a security the treatment depends upon whether it was issued before or after 16 March 1993.
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| Quote: Ferocious Aardvark
Given you say Safeguard isn't a securities company, where's the connection? Why would a security company suddenly make a loan to individual/s to enable the purchase of shares in a struggling sports club? Have we any clues? Is it another private company, where it seems the owners can basically do whatever they like?
And I don't remember the name of Safeguard being on the back of any jackets that I can recall at Odsal - would they be listed as a creditor in the accounts?'" ]
I don't know if Safeguard are a regular supplier to the Bulls or if it is was a deal between business acquaintances as one poster earlier on the thread suggested "
I don't know if Safeguard are a regular supplier to the Bulls or if it is was a deal between business acquaintances as one poster earlier on the thread suggested " Never mind RW. Safeguard Security owner Marc Green is an interesting character in his own right. I can certainly see how Whitless and Green could come to 'an arrangement'"
Anyway as Bullseye so rightly pointed out its time to be thinking of a few ( well actually quiet a lot more than a few) festive pints. Happy New year to everyone and here's hoping for a full season of exciting rugby at Odsal in 2014
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| I'll drink to that.
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| Quote: miketaurus "For those wondering- "acknowledgement of debt".Nearly all debentures issued in exchange for shares and debentures will be securities within the meaning of TCGA92/S132 (3)(b). See CG53420+ and CG55015 for instructions on the definition of security. If the debenture is not a security the treatment depends upon whether it was issued before or after 16 March 1993.'"
The interpretation of the meaning Debenture given above is correct for that single word as applied by HMRC to Capital Gains taxation.
However I rather think that in legal terms a Deed of Debenture if fairly sound when it includes those fiddly bits that lawyers like add to it: Loan Agreement, Covenant to pay, hereby assigns and charges, fixed and floating charge, and then adds another 17 pages to it with the SSG Debenture Terms
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| A few on here have wondered why a Security Company would lend money to a professional sports club. I was told today, by someone who really would know, that Marc Green (owner of Safeguard) is also MD and owner of Leasing UK Ltd. This is a company which operates in the field of equipment leasing across the spectrum of commercial and industrial kit. It's a spin off from the security industry where most big systems, esp CCTV are leased not purchased. Of course the supplier also facilitates loans to cover initial deposits. My informant tells me that Leasing UK has also ventured down the road of straight business to business loans.
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| Quote: redeverready "Ohh do tell ?.'"
Oh, please don't encourage them Red - I'm depressed enough without any more of that rubbish.
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| Quote: bobsmyuncle "The interpretation of the meaning Debenture given above is correct for that single word as applied by HMRC to Capital Gains taxation.
However I rather think that in legal terms a Deed of Debenture if fairly sound when it includes those fiddly bits that lawyers like add to it
There is the issue. How is the loan made up? is it something like unpaid invoices for services or bits joined together? converted to a loan. Not all companies want it to be paid short term as it attracts interest. More like a mutual fund rather than hedging. There is also the corporate issue of avoiding taxation or enjoying benefits.
if I have missed something in the thread please pull me up on it.
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| Quote: Bulliac "Oh, please don't encourage them Red - I'm depressed enough without any more of that rubbish.
Amen to that.
Cattiness and Bitchiness won't be tolerated on here. Get a grip fellas.
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| £180,000 sounds like a lot of money for a set of false teeth.
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| Quote: Northernrelic "I think Magic's summary fits with the chronology and the facts which have come into the public domain and is certainly plausible. The biggest problem of the OK era seems to have been that the people inside who should have know the facts didn't.
So now it seems that hopefully after a week of heading towards the rocks with no-one at the wheel the Directors have resumed their duties, but the rocks are still there and need avoiding.'"
Thanks, I appreciate that no one other than those involved have the answers for sure, but even a rough guide is useful given what's gone on! Hope it gets sorted out!
I would imagine Moore and co coming back is good news?
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