As I alluded to in jj:passim the Easdales were in London this week for a conclave with advisers and fellow shareholders in The Paternoster Chop House on Paternoster Square.
Regular readers will note that this is a hop, skip and Daddy step away from The Stock Exchange and Takeover Panel to which the Easdales duly decanted in a leisurely post-prandial stroll. The estimable James & Sandy, being of good stock, did not arrive for their informal chat with friends and supporters empty handed. Their attaché cases contained some legal advice that they had solicited from the cream of Scottish and English corporate solicitors. The Legal Eagles were unanimous in their view that:
The statement from Dave King that was published on the Rangers web site did not not satisfy Rule 9 of the City Code and was not consistent with the guidelines in previous statements from both the Takeover Appeal Board and TOP Hearing’s Committee which provided the 30-day period. In fact King’s statement was nothing more than an “advertisement.”
Regarding the requirement that King has to place £11m in a ring-fenced account prior to the offer, his suggestions do not satisfy Rule 24.8 of the Code as below:
24.8 CASH CONFIRMATION When the offer is for cash or includes an element of cash, the offer document must include confirmation by an appropriate third party (eg the offeror’s bank or financial adviser) that resources are available to the offeror sufficient to satisfy full acceptance of the offer. (The party confirming that resources are available will not be expected to produce the cash itself if, in giving the confirmation, it acted responsibly and took all reasonable steps to assure itself that the cash was available.)
The Mandatory Offer produced by Dave King breaches Rule 9 and 24.8 of the Code. It fails to comply with previous TOP statements by not amounting to an offer under the City Code. It also fails to comply with Section 955 order under the CA 2006 as granted by Court of Session.
The eminent solicitors left no doubt that King was currently in contempt of court.
I am led to believe that the vigilant professionals from The City Watchdog did not take the legal advice lying down. The idiom ‘every dog has its day’ was conspicuous by its absence. As the Fortnum & Mason tea flowed, five fellow Scots well met who were working in an adjacent office, chose to join their meeting and were quick to deride King’s wide boy behaviour. The china discourse was instructive:
“Stock Exchange experts stated that they would be surprised if the real value of the shares was any more than 3 or 4p. The 27p being quoted by some directors is in the realms of fantasy and makes them look a laughing stock.”
Sadly most Scottish journalists believe the 27p figure. Then again they also believe the internal circulation figures that are published by their newspaper managements which fly in the face of external audits.
The debacle at Ibrox has escalated from a local imbroglio to a pariah narrative that is common currency in The Square Mile. When ‘Rangers’ or ‘Dave King’ comes up in conversation a concomitant spitting of blood often ensues. The consensus of the City Suits, not one of which were sporting brown brogues, was that King, who had poked them in the eyes, would be crushed.
The word has clearly gone out to Lloyds and MBNA whom have withdrawn The Rangers Credit Card.
The Easdale family adviser Jack Irvine was called by a Scottish journalist. The latter was calling in response to my exclusive information and a number of businessmen in the vicinity noting the presence of the Easdales. The journalist’s editor chose not to print the story, colour me surprised, but I can reveal that Mr. Irvine asserted:
“The Easdales and their professional advisers will believe King’s offer when they see it. Meanwhile King is doing what he always does – putting off the inevitable and taking the mickey out of the long suffering fans. There is also the not unimportant matter of his Contempt of Court but I assume we can see the Scottish legal system pursuing that with the same dilatory approach they applied to the theft and subsequent reset of the Charlotte Fakes emails not to mention their monumental balls-up surrounding the prosecutions of Whyte, Green, Whitehouse etc.”
Censorship is alive and kicking in the failing Scottish titles. They are aware of the precipitous decline in the circulation figures at The Daily Record (131,000 and change) and the causal impact of a blue pound boycott.
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