Manchester United’s directors were today sent a detailed dossier from City experts warning of the possible dangers of American tycoon Malcolm Glazer’s proposed £800m (€1.1bn) takeover of the club.
The group Shareholders United, which represents around 20,000 small shareholders, has commissioned their own report from two City firms raising questions about the debts the club would be burdened with.
An accompanying letter to United chief executive David Gill appeals to the directors not to “sacrifice the club on the altar of profit and commerciality”.
Glazer’s family currently owns 28% of United, worth more than £200m (€290m). His latest proposal – his third takeover bid – would see an additional £300m (€435m) borrowed from banks and a further £300m (€435m) from preference shares secured against the Glazer family stake.
His previous proposal had £500million being borrowed from the banks but Shareholders United claim the preference shares are just a way of disguising further borrowing.
The letter to Gill from Shareholders United chairman Nick Towle says: “Shareholders United, our members, the majority of the fans and many independent commentators and analysts regard this new Glazer proposal to be nothing but smoke and mirrors.
“I have even seen the preferred stock mechanism [preference shares] described as ‘debt in drag’, which will serve only to prolong the agony of servicing and repaying the still-substantial acquisition debt for many years to come, with no change to the attendant risks of financial failure should certain assumptions fail to materialise.
“Nothing in this revised proposal gives the stakeholders any comfort that their interests will be regarded and cherished – the opposite in fact. Our club and our stakeholders’ interests are at risk as never before.”
The letter also makes a heartfelt plea to the directors.
It goes on: “Many, many supporters have said to me that if Glazer acquires ownership of United, they will no longer regard it as their club and will not make any further financial contribution to its well-being and success.
“They will believe that 127 years of heritage and tradition, the generations of love and undying support, will have been sacrificed on the altar of profit and commerciality.”
The dossier of questions has been prepared by mergers and acquisitions law firm Weil Gotshal and City financial analysts Inner Circle Sports.
They all cover aspects of the proposed preference shares, and query the power and the rights that the banks holding those shares would have.
Gill arrived back in Manchester from a two-day UEFA meeting to see the letter, and the first decision he and the board will have to make is whether to allow Glazer to see United’s books.
Gill has a duty to shareholders to consider all realistic offers and the 300p per share being offered by Glazer is viewed in the City as being very attractive.
Glazer is being advised by merchant bank NM Rothschild and they have worked carefully to overcome the reasons given by the United board for rejecting the previous offer.
The major difference this time is that the Glazer family would use their own stake in the club as the security against half of the debt.
The key to the whole takeover, however, remains JP McManus and John Magnier, United’s largest shareholders with a 29% stake in the club.
If they are satisfied with what is being offered by Glazer – and currently they are understood to be neutral about a takeover – then it will be hard to prevent the American getting his way.