Post by QPR Report on Mar 9, 2010 9:35:06 GMT
What a puny little loss!
Plymouth Official Site
AGM AND ACCOUNTS
Posted on: Tue 09 Mar 2010
PLYMOUTH Argyle Football Company (PAFC) has sent to its shareholders the accounts for the year to May 31, 2009, together with a circular containing a notice convening PAFC's 2010 AGM for 4.30pm on March 31, 2010.
The circular also contains details of an open offer of 90,000 new PAFC shares to shareholders at £22.22 per share that is being underwritten by PAFC's holding company, Plymouth Argyle Football Company (Holdings) Limited (PAFCH), as well as a plan to sell Home Park football ground at market value to a new property company wholly owned by PAFCH.
These actions are aimed at reducing debt levels in PAFC and thus strengthening its balance sheet. In addition, they should provide a basis for commercial property and development finance to be raised in order to develop the stadium in support of the club's ambitions, as well as Plymouth's support for England's bid to host the 2018/2022 World Cup.
Results for last financial year and current trading
Following the 2008 results, which showed our eighth consecutive year of league improvement and our highest league finish for 22 years, we came down to earth with a bang in 2009.
However, we managed to finish 21st in the league, thus retaining our status for a sixth consecutive year. It is true to say that some of the permanent signings did not produce the required effect, for whatever reason, and we had to rely heavily on loan signings.
This, together with the much increased player squad, led to our wage bill for 2009 being the highest in our history, which combined with the fact that our average attendance fell for the fourth consecutive year, has contributed greatly to the loss shown in the Financial Statements of £2.8m.The trading position of PAFC continues to be challenging, with revenues from gate receipts lower than planned and the cost-base higher as PAFC has not been able to transfer players that are no longer required for the core squad.
As the Board moves the club forward, these challenges will need to be addressed alongside a further reduction in PAFC's cost-base and in seeking ways to increase commercial and gate income. The Board is focused on both of these issues in a short-term and long-term context. The playing squad has been reduced by loaning out players, but, in many cases, PAFC still has to contribute to their costs.
Despite the financial challenges, the Board has been supportive of Paul Mariner's request to bring in additional talent.
In order to further develop the football side of the club, PAFC must improve the club's facilities, and the Board will shortly be announcing its plans around the pitch, training facilities and community activities.
PAFC's commercial revenue will need to be improved, and the Board are working with partners to use the stadium as a venue so that the cost of the stadium can be spread over many more occasions than the 23 home games in a football season. In addition, the Board is seeking further commercial partners and looking at what it can do additionally to encourage more spectators to attend matches.
Restructuring and capital
The Press release made by PAFC on December 24, 2010 explained that the Board had discussed a new five-year plan for the club, with a view to laying down the foundations for long-term success.
One of the action points identified as part of those discussions was the need to restructure and recapitalise PAFC, in order to put the club on a sound financial footing. The Board has now reached a conclusion as to the best way to proceed in relation to that restructuring and recapitalisation.
Accordingly, the Board is proposing to conduct a fundraising by way of an open offer to PAFC's existing shareholders underwritten by PAFCH, to be followed by the sale of PAFC's football ground at Home Park, Plymouth, to a newly formed stand-alone property company that is a wholly owned subsidiary of PAFCH.
The Board believes that these measures will significantly improve PAFC's balance-sheet by reducing its level of debt and will facilitate the partial reduction of its operating costs.
The Directors also believe that the proposed sale will enhance the ability to finance the future stadium expansion and development by enabling property finance specialists to invest in a stand-alone property company.
At the same time, it is proposed that PAFC adopt new articles of association.
Open Offer
PAFC is proposing to issue 90,000 ordinary shares (Open Offer Shares), representing 60 per cent. of the enlarged share capital immediately following completion of the open offer, at a price of £22.22 per Open Offer Share.
Shareholders will be offered the opportunity of being able to participate in the fundraising on the basis of three Open Offer Shares for every two existing ordinary shares held and, as such, to help to secure PAFC's future.
The offer price of £22.22 per Open Offer Share represents a discount of approximately 70 per cent to the implied price of the investment made in PAFCH by K&K Consortium Limited in July 2009.
As no formal market currently exists in PAFC's ordinary shares, the Board has given careful consideration to the price at which the Open Offer Shares should be offered to PAFC's shareholders.
In reaching its decision, the Board has had regard to the desirability of PAFC maintaining its local shareholder base, and also to the need to price the issue at a level at which PAFCH is willing to participate.
PAFCH has undertaken to take up its full entitlement under the open offer and has also agreed to underwrite the whole of the balance of the issue of Open Offer Shares in the event that the Open Offer Shares are not taken up in full PAFC's shareholders.
It is anticipated that PAFCH's participation in the open offer, both in respect of its basic entitlement to Open Offer Shares, any subscription for additional Open Offer Shares under the excess application facility and any underwriting of the Open Offer Shares will be by way of the capitalisation of outstanding indebtedness due from PAFC to PAFCH, although PAFCH nevertheless reserves the right to subscribe in cash for any Open Offer Shares.
If PAFCH's participation is by way of capitalisation of debt then this may not result in any additional cash being received by PAFC on completion of the open offer. However, PAFC will be relieved of its obligation to repay such outstanding indebtedness and therefore strengthen its balance sheet and its cash flow.
In any event, PAFC will receive a net benefit of £2m (after expenses) from the open offer either through the receipt of cash from other shareholders in PAFC who subscribe for Open Offer Shares or from a reduction in PAFC's indebtedness in the manner outlined above.
Proposed Sale of Football Ground
The Board proposes to sell PAFC's interest in the club's football ground at Home Park, Plymouth to Home Park Properties Limited (HPPL) which is a wholly owned subsidiary of PAFCH.
The proposed sale will take place at a price that is not less than £7.5m (which sum may include the assumption by HPPL of any liabilities attaching to the property), being the amount at which CB Richard Ellis, an independent firm of property valuers engaged by PAFC, valued the football ground in February 2010.
The Board considers that this will significantly enhance the ability to raise funding for the proposed stadium development, particularly with financial institutions' current reluctance to lend directly to football clubs.
It is intended that, as well as providing enhanced facilities to the club, the proposed sale will facilitate a reduction in the club's operating costs as the stadium will be marketed for use by other organisations by a venue operating company being set up for this purpose.
New Articles of Association
The Board proposes that PAFC adopt new articles of association, pursuant to a resolution being proposed at the AGM. The new articles will be in substitution for the existing ones, in order to take advantage and account of the 2006 Act relating, inter alia, to electronic communications, disclosure of interests in shares, directors' duties, shareholder meetings and proxies.
A copy of the draft new articles is available on this website, for inspection during normal business hours at the registered office of PAFC until the date of the AGM, or upon request of the Company Secretary. Copies will also be available at the AGM until its conclusion.
Sir Roy Gardner, PAFC Chairman, commented: "This is one small step in the overall plan to strengthen the club, not just on the field, but also the facilities the club uses and the balance-sheet of the club.
"We are hoping that shareholders will support this by subscribing for their allocations and passing the resolutions laid before the AGM. Shareholders should review thoroughly the documents being sent to them and seek appropriate advice.
"On the field, our priority is to win games and move ourselves out of the relegation zone. There are more than enough points available to achieve this."
www.pafc.co.uk/page/NewsDetail/0,,10364~1988034,00.html
Plymouth Official Site
AGM AND ACCOUNTS
Posted on: Tue 09 Mar 2010
PLYMOUTH Argyle Football Company (PAFC) has sent to its shareholders the accounts for the year to May 31, 2009, together with a circular containing a notice convening PAFC's 2010 AGM for 4.30pm on March 31, 2010.
The circular also contains details of an open offer of 90,000 new PAFC shares to shareholders at £22.22 per share that is being underwritten by PAFC's holding company, Plymouth Argyle Football Company (Holdings) Limited (PAFCH), as well as a plan to sell Home Park football ground at market value to a new property company wholly owned by PAFCH.
These actions are aimed at reducing debt levels in PAFC and thus strengthening its balance sheet. In addition, they should provide a basis for commercial property and development finance to be raised in order to develop the stadium in support of the club's ambitions, as well as Plymouth's support for England's bid to host the 2018/2022 World Cup.
Results for last financial year and current trading
Following the 2008 results, which showed our eighth consecutive year of league improvement and our highest league finish for 22 years, we came down to earth with a bang in 2009.
However, we managed to finish 21st in the league, thus retaining our status for a sixth consecutive year. It is true to say that some of the permanent signings did not produce the required effect, for whatever reason, and we had to rely heavily on loan signings.
This, together with the much increased player squad, led to our wage bill for 2009 being the highest in our history, which combined with the fact that our average attendance fell for the fourth consecutive year, has contributed greatly to the loss shown in the Financial Statements of £2.8m.The trading position of PAFC continues to be challenging, with revenues from gate receipts lower than planned and the cost-base higher as PAFC has not been able to transfer players that are no longer required for the core squad.
As the Board moves the club forward, these challenges will need to be addressed alongside a further reduction in PAFC's cost-base and in seeking ways to increase commercial and gate income. The Board is focused on both of these issues in a short-term and long-term context. The playing squad has been reduced by loaning out players, but, in many cases, PAFC still has to contribute to their costs.
Despite the financial challenges, the Board has been supportive of Paul Mariner's request to bring in additional talent.
In order to further develop the football side of the club, PAFC must improve the club's facilities, and the Board will shortly be announcing its plans around the pitch, training facilities and community activities.
PAFC's commercial revenue will need to be improved, and the Board are working with partners to use the stadium as a venue so that the cost of the stadium can be spread over many more occasions than the 23 home games in a football season. In addition, the Board is seeking further commercial partners and looking at what it can do additionally to encourage more spectators to attend matches.
Restructuring and capital
The Press release made by PAFC on December 24, 2010 explained that the Board had discussed a new five-year plan for the club, with a view to laying down the foundations for long-term success.
One of the action points identified as part of those discussions was the need to restructure and recapitalise PAFC, in order to put the club on a sound financial footing. The Board has now reached a conclusion as to the best way to proceed in relation to that restructuring and recapitalisation.
Accordingly, the Board is proposing to conduct a fundraising by way of an open offer to PAFC's existing shareholders underwritten by PAFCH, to be followed by the sale of PAFC's football ground at Home Park, Plymouth, to a newly formed stand-alone property company that is a wholly owned subsidiary of PAFCH.
The Board believes that these measures will significantly improve PAFC's balance-sheet by reducing its level of debt and will facilitate the partial reduction of its operating costs.
The Directors also believe that the proposed sale will enhance the ability to finance the future stadium expansion and development by enabling property finance specialists to invest in a stand-alone property company.
At the same time, it is proposed that PAFC adopt new articles of association.
Open Offer
PAFC is proposing to issue 90,000 ordinary shares (Open Offer Shares), representing 60 per cent. of the enlarged share capital immediately following completion of the open offer, at a price of £22.22 per Open Offer Share.
Shareholders will be offered the opportunity of being able to participate in the fundraising on the basis of three Open Offer Shares for every two existing ordinary shares held and, as such, to help to secure PAFC's future.
The offer price of £22.22 per Open Offer Share represents a discount of approximately 70 per cent to the implied price of the investment made in PAFCH by K&K Consortium Limited in July 2009.
As no formal market currently exists in PAFC's ordinary shares, the Board has given careful consideration to the price at which the Open Offer Shares should be offered to PAFC's shareholders.
In reaching its decision, the Board has had regard to the desirability of PAFC maintaining its local shareholder base, and also to the need to price the issue at a level at which PAFCH is willing to participate.
PAFCH has undertaken to take up its full entitlement under the open offer and has also agreed to underwrite the whole of the balance of the issue of Open Offer Shares in the event that the Open Offer Shares are not taken up in full PAFC's shareholders.
It is anticipated that PAFCH's participation in the open offer, both in respect of its basic entitlement to Open Offer Shares, any subscription for additional Open Offer Shares under the excess application facility and any underwriting of the Open Offer Shares will be by way of the capitalisation of outstanding indebtedness due from PAFC to PAFCH, although PAFCH nevertheless reserves the right to subscribe in cash for any Open Offer Shares.
If PAFCH's participation is by way of capitalisation of debt then this may not result in any additional cash being received by PAFC on completion of the open offer. However, PAFC will be relieved of its obligation to repay such outstanding indebtedness and therefore strengthen its balance sheet and its cash flow.
In any event, PAFC will receive a net benefit of £2m (after expenses) from the open offer either through the receipt of cash from other shareholders in PAFC who subscribe for Open Offer Shares or from a reduction in PAFC's indebtedness in the manner outlined above.
Proposed Sale of Football Ground
The Board proposes to sell PAFC's interest in the club's football ground at Home Park, Plymouth to Home Park Properties Limited (HPPL) which is a wholly owned subsidiary of PAFCH.
The proposed sale will take place at a price that is not less than £7.5m (which sum may include the assumption by HPPL of any liabilities attaching to the property), being the amount at which CB Richard Ellis, an independent firm of property valuers engaged by PAFC, valued the football ground in February 2010.
The Board considers that this will significantly enhance the ability to raise funding for the proposed stadium development, particularly with financial institutions' current reluctance to lend directly to football clubs.
It is intended that, as well as providing enhanced facilities to the club, the proposed sale will facilitate a reduction in the club's operating costs as the stadium will be marketed for use by other organisations by a venue operating company being set up for this purpose.
New Articles of Association
The Board proposes that PAFC adopt new articles of association, pursuant to a resolution being proposed at the AGM. The new articles will be in substitution for the existing ones, in order to take advantage and account of the 2006 Act relating, inter alia, to electronic communications, disclosure of interests in shares, directors' duties, shareholder meetings and proxies.
A copy of the draft new articles is available on this website, for inspection during normal business hours at the registered office of PAFC until the date of the AGM, or upon request of the Company Secretary. Copies will also be available at the AGM until its conclusion.
Sir Roy Gardner, PAFC Chairman, commented: "This is one small step in the overall plan to strengthen the club, not just on the field, but also the facilities the club uses and the balance-sheet of the club.
"We are hoping that shareholders will support this by subscribing for their allocations and passing the resolutions laid before the AGM. Shareholders should review thoroughly the documents being sent to them and seek appropriate advice.
"On the field, our priority is to win games and move ourselves out of the relegation zone. There are more than enough points available to achieve this."
www.pafc.co.uk/page/NewsDetail/0,,10364~1988034,00.html