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Bolton Nuts » BWFC » Bolton Wanderers Banter » Bolton's Accounts for year ending 30th June 2021

Bolton's Accounts for year ending 30th June 2021

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boltonbonce
karlypants
Natasha Whittam
BoltonTillIDie
Norpig
Sluffy
Ten Bobsworth
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Sluffy

Sluffy
Admin

Page 27 (30 of 41) Nil Directors remuneration - same for the previous accounts also.

Page 33 (36 of 41) Creditors falling due after 12 months.


Included within other borrowings are three loans, namely a shareholder loan, a convertible loan and a unsecured loan.

As at the reporting date the shareholder loan amounted to £2,065,739. This loan attracts a fixed 7.5% rate
of interest and the total facility amounts to £3,000,000. I'm assuming this is from Sharon?

The convertible loan was agreed on 28 August 2020, with the total facility amounting to £5,000,000. The
lenders who are party to the convertible loan agreement are members of the shareholder consortia and UK
FF Nominees Limited. This scheme aims to support companies during the COVID 19 outbreak. The
maturity date of the loan is 36 months from the date of agreement and the agreement attracts an interest
rate of 8%. The convertible loan agreement is unsecured. The loan amount plus any accrued interest will
convert into shares in the company in several different scenarios, one of which is on the maturity date if the
loan is not repaid. The balance outstanding at the reporting date amounted to £5,302,466, which includes
accumulated interest.£2,651,233 of the total outstanding balance was due to UK FF Nominees Limited,
with £2,651,233 being due to the shareholders
.

This finally nails the mystery and 'Barry' was right - If I'm understanding it correctly the initial loan was for £5m from the government BUT when it converted into shares, Sharon, Luckock and James had to put in £2.5m - the result being the government owning FV shares of equivalent to £2.5m BUT having put £5m in for them and Sharon et al buying a further matching £2.5m (being equivalent to £2.5m). To compensate the government, their shares at the point of the sale of the company have a 200% premium on them - so if for instance FV's shares are purchased for £10 per share, the governments shares HAVE to be purchased also but at a rate of £20 per share they hold.

The unsecured loan amounted to £811,228 as at the reporting date and attracts interest at 5% per annum.

Bank loans and overdrafts are unsecured.


The page goes on to mention Warburton's charge on land and PBP charge against the hotel and their willingness to waive interest if the loan is paid up before 1st August, 2022.

Sluffy

Sluffy
Admin

Page 35 (38 of 41) Events happening after the reporting date


On 21 January 2022, the shareholders agreed to issue a further 471,434 'A' ordinary shares in exchange
for cash to a Swiss consortium known as BMLL Limited
AND to a shareholder held under a deed of trust by
Sharon Brittan, for consideration amounting to £4,000,000 collectively
.

TWO THINGS HERE (nobody seems the have picked up yet on the second one!)

BMLL was incorporated (started) on the 14th January this year and is solely owned by Luckock -

[You must be registered and logged in to see this link.]

The second thing is seemingly an unnamed shareholder who owns shares in FV through Sharon under a deed of trust -

"A Deed of Trust in the UK, also known as a Declaration of Trust, is a legally binding document stating the division of ownership of a property. It is used by 'tenants in common' who have paid different amounts into the purchase of the property".

Makes me wonder why such a share purchase was done this way to keep the persons name in effect a secret?  I'm wondering if this has something to do with Nick Mason perhaps?


Also on 21 January 2022, a conditional share restructure occurred with the introduction of 241,920 'B'
ordinary growth shares. The shares were issued to key management personnel, for consideration
amounting to £24.19 collectively.

This bit seems to be some sort of reward scheme for key employees?

On 28 October 2021, the convertible loan facility of £5 million plus accrued interest was converted into
shares in the company as a qualifying event occurred, being the addition of further investment from the
current shareholder consortia. Loan notes amounting to £4,500,000 million plus accrued interest and
shareholder loans amounting to £3,000,000 plus accrued interest were also converted to equity on this
date.

And this bit we knew about already and discussed some months back.


Also the £250k I'd mention somewhere above was payment to EDT for promotion we achieved the season before last and also mentioned is this -

On 17 January 2022 the Group entered into an agreement with Bellway Homes Limited for the sale of
surplus land at Academy Way, Lostock, Bolton. This does not affect the operation of the training facilities at
the training ground and is expected to completed in late 2022

Sluffy

Sluffy
Admin

And finally!!!!

The last two pages I really need Bob to explain.

The way I read them is that...

28 - Cash absorbed by operations - company shows a whopping loss in the year of £13,769,015

This was offset by Movements in working capital: Net movement in debtors and creditors of just short of £6m, bringing the loss to £7.8m and lowered again due to the furlough grant of £900k and EDT write off of £2.75m (and presumably other actions too) to end up with a trading loss on the year of £1.4m.

The bottom line seems to be FV's debt as a group has increased from £4.7m to £11.6m (borrowings on the year increased by £6.7m (£5m I assume being the government loan).

Sluffy

Sluffy
Admin

My initial thoughts fwiw.

I can't understand what FV's business plan is.

They clearly paid something like £10m more than the worth of the company to acquire it.  Since then they have traded at a loss, financing high debts management and only survived the financial year of these accounts due to having EDT write off £2.75m, having a government grant of nearly £1m and taking on a government loan of £5m.

Since these accounts they have reduced their shareholdings due to the government taking a 9% share, the Swiss consortium taking a further chunk and the 'secret' investor taking some form of share ownership both combining to make a sum of £4m.

FV are also beholding to PBP and Warburton not being in any rush for their money back.

On the flip side there seems to be some sale of land and development around the ground on the horizon but that too would involve pump priming costs.

Nothing makes any sense to me but clearly there must be a plan and one that for now keeps the club solvent.

Fingers crossed.

Sluffy

Sluffy
Admin

Norpig wrote:How much did Bellway Homes pay for the land to build on at the Academy?

We don't know as it was purchased after the period that these accounts cover.

Sluffy

Sluffy
Admin

Bob, have you any views on this bit that is baffeling me please?

The accounts state this on page 35 (38 of 41)...

Share issues
On 21 January 2022, the shareholders agreed to issue a further 471,434 'A' ordinary shares in exchange
for cash to a Swiss consortium known as BMLL Limited and to a shareholder held under a deed of trust by
Sharon Brittan, for consideration amounting to £4,000,000 collectively.

Also on 21 January 2022, a conditional share restructure occurred with the introduction of 241,920 'B'
ordinary growth shares. The shares were issued to key management personnel, for consideration
amounting to £24.19 collectively.

Ok so far so good...

The statement of capital for that day...

[You must be registered and logged in to see this link.]

...says the following...

241,920 B Shares at 0.0001 = £24.92p

58,929 A Shares at £1 = £58,929

and 412,505 A Shares at £1 - but not issued.

...I'm still ok with things so far - and I realise the unallocated shares could be issued after that date but the bit I'm stuck on is the statement in the accounts that the combined share issue totalled £4m.

Clearly then I assume the 412,505 shares must have been sold at

£4m - (£58,929 + £24) = approx 60k

£4m - £60k = £3,999,940

Let's say for ease £4m divided by 400,000 which works out to more or less £10 per share!

Would my logic be correct?

Further more I am unaware of any announcement of this Swiss consortium owning more than the EFL limit of 10% ownership which would trigger them to be vetted as fit and proper and all that.  I first assumed therefore that either the share price was 'manipulated' to keep under this limit or the EFL checked them out but it never got into the public domain.

As there seems to be now 4,596,480 A shares now in existence as shown on the Statement of Capital on the day and the 412,505 shares even if bought by just the Swiss (we don't know how many the person who Sharon is acting for holds) would be under the 10% limit anyway.

Interesting though if the same person bought both the 412,505 shares AND the other 58,929 A shares issued on that day the combined total of just over 470,000 shares would!

To further cloud the issue don't forget that Sharon seems to have lost her position of significant control (with apparently no one replacing her who has) on the 18th Feb, 2022 which I assume could only be done if she sold some of her shares, or someone bought enough of other peoples shares, or a bit of both together.

It now seems to me that who actual owns the shares of FV is uncertain - it could be anybody - and will remain uncertain until either someone buys enough shares to have to be declared a person of significant control or wait until the next Confirmation Statement in January next year.

Am I understood things correctly and if so do you have any views?

Ten Bobsworth


El Hadji Diouf
El Hadji Diouf

Thanks for all your analysis and hard work, Sluffy. I've not spent much time on this so far but I'll get round to it in due course and I'll try to keep it simple for Norpig.

Sluffy

Sluffy
Admin

Ten Bobsworth wrote:Thanks for all your analysis and hard work, Sluffy. I've not spent much time on this so far but I'll get round to it in due course and I'll try to keep it simple for Norpig.

Very Happy

Fair play to you!

I've tried to pick out (and give references for ease) to the things that caught my eye but I don't doubt there is plenty of interesting stuff that I've missed.

I've tried to explain things as best I can for anyone who may be interested but maybe I've posted so much that people are to daunted to read it perhaps?

Hope not anyway.

I guess the two main things that struck me were both contained in my last couple of posts, namely this...

28 - Cash absorbed by operations - company shows a whopping loss in the year of £13,769,015

...and the bit about the January share allocation, the Swiss consortium, Sharon being a proxy for an anonymous shareholder, she being shown no longer to be a significant share holder, so who owns what any more???


There's no rush for a reply, I can't seem to find any particular interest anywhere else about the accounts, even on here!

Hope what I have posted does help you in some small way.

wanderlust

wanderlust
Nat Lofthouse
Nat Lofthouse

Let me explain Norpig Smile

FV came on board in August 2019 to take us out of administration with an initial £10m approx investment.
We can compare and contrast this period (20/21) with the previous club accounts (BWFC 2019 and the company before that) to our hearts content but it will be meaningless as there was a different situation to manage and a different management team in charge.

We basically have a ground zero situation - pretty much like a start up company (which it is)
In order to understand how the new company is performing we need to know a bunch of stuff that isn't in the returns we need to see the returns for at least 3, ideally 5 consecutive years to make a speculative assessment on how it's going if we're going to do it off the returns alone.

Take for example, the investment plan - one of the many unknowns here.
Supposing FV's strategy at the outset was to invest £10 million of their own money - and increasing that investment every year for say 10 consecutive years - let's say a total of £150 million which they might not have at the beginning but would plan to bring in via e.g. share issues to future investors based on milestone achievements or investors they have already lined up waiting to commit.
Makes sense rather than chucking it all in at once because if it goes tits up they can cut their losses plus they can spread the risk via new investors who may be reticent to get on board until some progress has been made.
Conversely, if it's all going well they could continue to nurture the business to try to hit their milestones such as promotion up the leagues until they get to the promised land and attract  premiership revenues.

And haven't they always stated that was the goal?

There are other business variables that can massively impact on the businesses' viability that don't appear in the returns - many of which don't manifest themselves for years.

Now tea leaf readers can look at 1 year's returns and correctly point out that for example, the investors are propping up the business.

So what?

Without knowing what is really happening, staring at 1 year's returns in isolation doesn't have any value whatsoever - and despite his bad attitude, I'm sure Bob will agree with me on that.

What we can see from these accounts is that some debt has been ameliorated, that the management did a decent job of limiting the impact of the pandemic and that they have started to lay the foundations for future investment which may or may not be forthcoming but would probably be linked to success on the pitch and growth of the fanbase (if that's possible).
The other thing that the returns imply is that Sharon et al are pretty persuasive at selling the idea of investing in the new BWFC - the debt/share conversion for example - and that bodes well if they are indeed hell-bent on achieving their stated objective i.e. getting BWFC back into the Premiership.

The top and bottom of it is we either believe that Sharon et al have a sound plan to take us back to the top table as they claim they have - or we don't. But we can't tell that from the returns.

Norpig

Norpig
Nat Lofthouse
Nat Lofthouse

Thanks Lusty, get ready for Sluffys reply  Laughing

wanderlust

wanderlust
Nat Lofthouse
Nat Lofthouse

Norpig wrote:Thanks Lusty, get ready for Sluffys reply  Laughing
I imagine it will take a few days to type so I'm not holding my breath. But you get the point I'm making?  Nobody is daft enough to read too much into one year's returns, especially the first full year following an acquisition where there are issues to be addressed and preparations to get the platform ready for the future.
Moreover there's been a year since this period ended and we know some bits and bobs (sic) such as the sale of land that's taken place, so things may well have changed substantially anyway.
And I'd expect ongoing change for at least another year, Rome not being built in a day and all that.
It may be a house of cards or it may be the construction of solid foundations but we just don't know yet.

Sluffy

Sluffy
Admin

Norpig wrote:Thanks Lusty, get ready for Sluffys reply  Laughing

To be fair to Wanderlust the two posters who I tend to look for on ww for their views on accounts also are upbeat and positive about them and I haven't read the thoughts of the poster on tw I look out for as they don't appear to even have a thread on them?

It's true no one knows what the future may bring - for example whatever FV's financial planning for BWFC (and the hotel) was certainly didn't take into account Covid and all what followed afterwards.

And the accounts are always a year behind real life, that's how the system works.

So why bother having accounts at all, indeed Wanderlust more or less claimed in this thread that every company puts in fantasy submissions anyway!

Well the answer to that is really because of what they are used and intended for - which is to analysis the health of the company for investment purposes - that's why we have things like the Stock Exchange, the Financial Times, and Company Law which are the cornerstone of commerce and which all countries (even China and Russia) comply to.  Similarly there is a whole business sector that do checks on companies - banks and financial institutions when they loan money, credit agencies for when other business want to do business with them - will they get paid in the end?

I guess the main difference between Wanderlust and myself is that one of us likes facts and the other fiction.

The purchase price that FV bought the business for wasn't £10m as Wanderlust believes it was in fact £26m - big difference.

They didn't even have anything like £10m to put down - that's why we had to take on the 12 point penalty (look at Derby who's owner paid all their creditors on take over and haven't incurred any penalty points deductions).

We also aren't starting at 'ground zero' or as a 'start up company' because FV took on debt when the took ownership and this debt has to be serviced until it is paid off.  I've highlighted from the accounts (I don't know if you bothered to read the stuff I posted - clearly Wanderlust hasn't) that they clearly show that for every £6 FV got in from income they had to pay out £1 to service these debts.

If you think that's bad then as Maguire pointed out even before I had chance to look at the accounts myself, that for every £100 FV got they were paying £112 just in wages alone!

Remember in Wanderlusts world he sees FV as having no debts and £10m in the bank - which is patently untrue, no matter what he may say.

Clearly then FV are in some sort of trouble already in just surviving!

Ok, they would have planned for some of this - for instance EDT, PBP and Warburton all deferred payment for their outstanding debts and transferred it from Burnden Leisure to Football Ventures in order to allow the sale to go through.

They also planned that they didn't have the money to pay off the unsecured creditors at 25p in the £ from day one (nor even in the year) so had to agree to a 12 point penalty and to pay an increased 35p in the £ within two years instead.

They certainly didn't plan for Covid, no one did, and ended up having to take out a £5m loan from the government simply to survive and which later was turned into shares (equity) and which the government now owns more or less 9% of the company.

They also didn't plan to put £10m of their own money to keep the club solvent - which they had to do last year which will be shown in the next accounts which will be published in 2023.

If they had really intended to do so then they would have put in as equity (to add to the initial £2m they had started with) rather than put in loans secured on assets.

Let me explain this little bit.

A company if it goes bust is 'limited' to paying out the creditors to it from the remaining money and assets that are left in the company plus the share equity put into it.

If Sharon had loaned FV her money and secured it against assets - she would get it all back, however if Sharon put her money in as equity - she would lose it all.

That's why they were happy to risk £2m of their money but have now had to risk £12m - they would not have swopped their loans to FV into equity willingly unless they really had to do so.

The accounts if you read them actually show much more about the equity that non of us knew before, namely a Swiss Consortium through a company owned by Luckock PLUS an unnamed private investor acting through Sharon (being their proxy) have purchased more shares in FV to the value of £4m.

One of the direct results of this seems to be that Sharon is no longer in majority control of FV directly.

It's pretty clear FV have no money in fact it looks to me from the accounts that over the course of that year FV was running up a debt across the business of almost £14m that had to be plugged by EDT waiving the much of it's debt owed to them, taking on the government's £5m loan and the directors themselves having to put in loans from their own pockets.

All this really isn't good.

Clearly though FV haven't stuck around for no reason.

I've never understood what it was though?

The reality is that we aren't going to be a Premier League team anytime soon - so let's forget that notion, so is Sharon simply just doing an Eddie, for the love of it only funded from her own purse?

I don't buy it myself but others may do.

The key to understanding this I believe is Luckock - why is he involved at all?

He seems to be a venture capitalist or some such and we seemed to have just got agreement to do a massive new development on land around the club.  It also looks 'coincidently' that Luckock's company he recently set up has just bought shares in FV on behalf of a Swiss Consortium (I read 'Swiss Consortium' as a vehicle where rich people around the world have put their money in order to invest it to make it grow).

I speculate that all this is about hasn't been primarily about BWFC at all but rather is a venture capitalist investment plan to fund the development that was all dependant on FV acquiring the club - why else was Luckock involved from the purchase from the Administrators?

The club owns the land and that is why they paid significantly over the odds to get it, and have been willing to put just enough money into BWFC to keep it going (but not enough to negate the points penalty or put most of their money in as equity) and when the plan looked to actually going to be approved, then were confident enough at that point to put the further £10m of their own money into equity.

I don't think this is about BWFC at all, I think BWFC is just a means to an end - they need the club to own the land to build the development on.

Will all this benefit BWFC?

Yes it should do eventually.

For now Luckock controls the land through ownership of the club - so he would lose ownership if we fell into Administration - so that wont be allowed to happen.

There's no reason not to believe Sharon is a genuine person and wants the club to succeed but on a basis of self sustainability that we are not near yet but she (and Luckock) are happy to financially keep the club going at least for the foreseeable future.

If the development takes place the club could sell the land and receive a financial windfall or lease the land and/or become the landlords of the development which in turn would bring in a revenue stream to the club in the future.

It might be at that point that FV decide to sell the club as it would be an attractive investment to others - it clearly was not at without the developments approval!

So to conclude, accounts are there for people to interpret as to what has gone on, and which direction the business is heading.

Wanderlust seems to scoff at people like Bob and I 'reading the tealeaves' and 'bean counting' but that is what people far cleverer and wealthier than I'll ever be do - and how they make their millions.

I don't pretend to know all the answers but the 'guess'es' I make are 'educated' ones based on what facts we know and I do so for my own enjoyment and amusement.

If Wanderlust, you or anyone else thinks I'm talking out of my arse then fine, it doesn't bother me.

It does however clearly irk Wanderlust a great deal though every time I mention him being a massive £168m out though - when he had a go at reading them once!!!

Very Happy

Cajunboy

Cajunboy
El Hadji Diouf
El Hadji Diouf

Thanks for that Sluffy, it's all very very interesting.

So the big question now is , what does the future hold for the club if the development

does not go ahead?


I guess we'd need to have a crystal ball to answer that question.

wanderlust

wanderlust
Nat Lofthouse
Nat Lofthouse

TBF that was reasonably balanced compared to your usual outpourings although I take issue with your assertion that you like the facts and I like the fiction.

A company having debts to individuals isn't issue if it's a planned debt with a realistic repayment schedule or is a debt with generous terms - it could even be a qualified investment i.e. "you don't have to pay me back anything other than interest just now but if you do well you give me an option to convert it into shares" arrangement.
Speculating about what reasons and motivations lie behind the numbers as you frequently do is more fantasy than anything I've written and I never "scoff" at the facts - only the speculation.
But I think we can agree on one thing - Sharon et al are talking the talk and if they've got business nous they'll be structuring everything with their stated goals in mind. How they structure their deals will be a major determinant of the outcome. We can only hope that they get it right.

Natasha Whittam

Natasha Whittam
Nat Lofthouse
Nat Lofthouse

Cajunboy wrote:So the big question now is , what does the future hold for the club if the development does not go ahead?

Ground swap with Chorley.

Sluffy

Sluffy
Admin

Cajunboy wrote:Thanks for that Sluffy, it's very very interesting.

So the big question now is , what does the future hold for the club if the development does not go ahead?

Outline planning permission was granted back in Eddie's day (2014), and has started again to go forward once again...

University of Bolton Stadium: Major 'grand arc' plans approved
[You must be registered and logged in to see this link.]

...so clearly there is intent (and money behind it!) to get on with it.

I speculate that the reason why FV insisted that the hotel was vital to the purchase of the club was nothing at all to do with how integral it might have been in the running of BWFC and the stadium but more to do with what land ownership or covenants the hotel might hold over the the land (for guest car parking for instance), which would have severely compromised the flexibility (and the potential future profit) the scheme would have had.

As long as someone sees a profit for themselves in the development proceeding - and someone has just put £4m in the company to buy shares in FV, then I think we can be confident that things will indeed move ahead.

I would imagine issues of land ownership and the huge developments costs have all been talked through and agreed from the time FV took ownership of the land and stadium, with everybody - the council, the owners of the Middlebrook development, PBP who are waiting for their money, HMRC who have accepted a deferred payment of arrears to them, the University (in respect of the proposed planned students accommodation), probably even the intended developer/s who will be building it all, the key funders, etc, etc.

That explains why nothing much has happened since the takeover apart from a deliberate effort to get the people of Bolton on board with the club again following the toxicity from Anderson's time.  It never really made any financial sense to me to take on the club and pay, way, way over it's value to get it, nor personally subsidise the obvious trading losses that would have ensued even if Covid never had happened.

Sharon said at the beginning she had only planned to be here for three years, and I suggest that without Covid and the ramifications and delays that came with it, that now would now have been the time for her to have been moving on.

Covid has set that back a year and it will be interesting to see what her position is this time next year as by then the development would firmly established and FV (along with BWFC) would be a much more saleable company and should easily cover her (and everyone's investment in it up to now, plus a nice little profit to no doubt.

She's never moved house up north so I tend to think she would probably look to move on a some point rather than be a 'lifer' like Mike James and the rest of us.

I rather think based on how Sharon has shown herself to be, that the club will continue to run as it has - meaning it is still trading in debt but will be kept financially afloat and I think invested in enough to try and attain Championship level in the next season or two - this again would enhance the saleability and value of FV.

Whether we achieve it is another matter but clearly FV have given us a squad that should be competitive to do so this year.

Looking a few years down the line I would suspect there would be some form of new company set up to run the development - possibly like the club and hotel is different to FV (as the parent company) or that FV forms some form of partnership with others in a separate company.

Personally I wouldn't think anyone buying into FV for the development reasons would not want to acquire a football club and crucially visa-versa, so maybe the thinking is to quickly try to get us to Championship level and 'float' the club off by selling it whilst retaining ownership of the development land.

I'm not sure that would be good for us but maybe it won't pan out that way.

Nothing much is going to happen until full planning permission is granted so everything until then will be ticking along as it is.

I would suggest keeping an eye open for anyone who might join Luckock in the share ownership of BMML Limited as that's not be set up for no reason!

BarrygoestoBolton


Mario Jardel
Mario Jardel

I'm not going to speculate on the motivations of Sharon & Nick, but here are a few initial observations on the statutory accounts – some of this may repeat comments by others.  Please excuse me if that's the case!


I see they were signed on 28th June, so probably lodged with Companies House on time – as I understand it CH always take a few days to put lodged documents on the site.

Unless I have misunderstood the wording, the audit has not been ‘qualified’ – a good thing!

The loss has come down a lot from the previous year - £1.467m down from £3.850m.

A lot of this is old news as it appeared in the post-balance sheet notes for the 2019/20 accounts.


For example, we already knew that an agreement had been reached with the Eddie Davies Trust to write off £2.75m of debt upon payment of £2.75m and a further £250k on promotion.
As Sluffy has commented, my assertion about the way the Future Fund works was correct – the £5m loan was provided 50% by the FF and 50% by shareholders (note 18).  This loan, which was always convertible, was actually converted into shares in October 2021, as was a further £7.5m of loans.

Again, as I suggested, but could not be certain until now, the shares issued in January 2022 were not issued at £1 each, which was their nominal value – I assume the CH document contained an error. I just couldn’t see why the price would have dropped between those October and the following January. It turns out they were issued at a price of £8.485 – the same price as the non-discounted shares issued in October 2021 (the FF and other convertible shares were, as is required under the FF scheme, issued at a 20% discount). 


I haven’t had a good look at the creditor situation yet, but I’d note a couple of points.  The accounts refer to Loan One (note 18) for £2.5m.  There is no mention of interest as the loan sits at the same value as last year. The latest administrator’s report for BWFC2019, note 5, reported a loan of £3,064,213 inclusive of interest, owed to Mr Warburton, secured on freehold land at Lostock adjacent to the training ground.  It might be fair to assume that these are one and the same, albeit with the interest missing for whatever reason.  The accounts also note that ‘…surplus land at Academy Way, Lostock, Bolton.’ has been sold.  Interesting?

Otherwise, although I haven’t done all the sums yet, I’m fairly sure the increase in creditors is simply the shareholder loans and convertible loan note for the FF deal, all of which have now been converted to equity.  Obviously, after that, the two big outstanding loans are the Warburton loan and the PBP loan, the latter having Michael James involvement.

A quick look at the creditors falling due after 12 months shows Other Creditors at £9.840m, of which the two loans mentioned above come to £9.688m, so very much the lion’s share.  Of the £8.179m Other Borrowings, £7,368,205 was the FF loan and a shareholder loan, both of which were converted into equity, as were the Loan Notes shown at £4,777,362.

I can’t see that there is enough detail to comment on the state of the administration other than in respect of the two large secured loans, but I’ll have a better look through when I’m less busy. One problem is that the administrator’s report for BWFC2019 was issued for year-ended 26th January 2022, so it might be difficult reconciling this with the FVW accounts that run to different dates.

Lastly, I’m not sure why Sluffy has moved me from being just Barry to ‘Barry’!

Cajunboy

Cajunboy
El Hadji Diouf
El Hadji Diouf

Sluffy wrote:

Outline planning permission was granted back in Eddie's day (2014), and has started again to go forward once again...

University of Bolton Stadium: Major 'grand arc' plans approved
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...so clearly there is intent (and money behind it!) to get on with it.

I speculate that the reason why FV insisted that the hotel was vital to the purchase of the club was nothing at all to do with how integral it might have been in the running of BWFC and the stadium but more to do with what land ownership or covenants the hotel might hold over the the land (for guest car parking for instance), which would have severely compromised the flexibility (and the potential future profit) the scheme would have had.

As long as someone sees a profit for themselves in the development proceeding - and someone has just put £4m in the company to buy shares in FV, then I think we can be confident that things will indeed move ahead.

I would imagine issues of land ownership and the huge developments costs have all been talked through and agreed from the time FV took ownership of the land and stadium, with everybody - the council, the owners of the Middlebrook development, PBP who are waiting for their money, HMRC who have accepted a deferred payment of arrears to them, the University (in respect of the proposed planned students accommodation), probably even the intended developer/s who will be building it all, the key funders, etc, etc.

That explains why nothing much has happened since the takeover apart from a deliberate effort to get the people of Bolton on board with the club again following the toxicity from Anderson's time.  It never really made any financial sense to me to take on the club and pay, way, way over it's value to get it, nor personally subsidise the obvious trading losses that would have ensued even if Covid never had happened.

Sharon said at the beginning she had only planned to be here for three years, and I suggest that without Covid and the ramifications and delays that came with it, that now would now have been the time for her to have been moving on.

Covid has set that back a year and it will be interesting to see what her position is this time next year as by then the development would firmly established and FV (along with BWFC) would be a much more saleable company and should easily cover her (and everyone's investment in it up to now, plus a nice little profit to no doubt.

She's never moved house up north so I tend to think she would probably look to move on a some point rather than be a 'lifer' like Mike James and the rest of us.

I rather think based on how Sharon has shown herself to be, that the club will continue to run as it has - meaning it is still trading in debt but will be kept financially afloat and I think invested in enough to try and attain Championship level in the next season or two - this again would enhance the saleability and value of FV.

Whether we achieve it is another matter but clearly FV have given us a squad that should be competitive to do so this year.

Looking a few years down the line I would suspect there would be some form of new company set up to run the development - possibly like the club and hotel is different to FV (as the parent company) or that FV forms some form of partnership with others in a separate company.

Personally I wouldn't think anyone buying into FV for the development reasons would not want to acquire a football club and crucially visa-versa, so maybe the thinking is to quickly try to get us to Championship level and 'float' the club off by selling it whilst retaining ownership of the development land.

I'm not sure that would be good for us but maybe it won't pan out that way.

Nothing much is going to happen until full planning permission is granted so everything until then will be ticking along as it is.

I would suggest keeping an eye open for anyone who might join Luckock in the share ownership of BMML Limited as that's not be set up for no reason!

Thanks for that Sluffy. 

I think getting us to Championship level will be a whole lot harder than some people think.

Sluffy

Sluffy
Admin

BarrygoestoBolton wrote:I'm not going to speculate on the motivations of Sharon & Nick, but here are a few initial observations on the statutory accounts – some of this may repeat comments by others.  Please excuse me if that's the case!


I see they were signed on 28th June, so probably lodged with Companies House on time – as I understand it CH always take a few days to put lodged documents on the site.

Unless I have misunderstood the wording, the audit has not been ‘qualified’ – a good thing!

The loss has come down a lot from the previous year - £1.467m down from £3.850m.

A lot of this is old news as it appeared in the post-balance sheet notes for the 2019/20 accounts.


For example, we already knew that an agreement had been reached with the Eddie Davies Trust to write off £2.75m of debt upon payment of £2.75m and a further £250k on promotion.
As Sluffy has commented, my assertion about the way the Future Fund works was correct – the £5m loan was provided 50% by the FF and 50% by shareholders (note 18).  This loan, which was always convertible, was actually converted into shares in October 2021, as was a further £7.5m of loans.

Again, as I suggested, but could not be certain until now, the shares issued in January 2022 were not issued at £1 each, which was their nominal value – I assume the CH document contained an error. I just couldn’t see why the price would have dropped between those October and the following January. It turns out they were issued at a price of £8.485 – the same price as the non-discounted shares issued in October 2021 (the FF and other convertible shares were, as is required under the FF scheme, issued at a 20% discount). 


I haven’t had a good look at the creditor situation yet, but I’d note a couple of points.  The accounts refer to Loan One (note 18) for £2.5m.  There is no mention of interest as the loan sits at the same value as last year. The latest administrator’s report for BWFC2019, note 5, reported a loan of £3,064,213 inclusive of interest, owed to Mr Warburton, secured on freehold land at Lostock adjacent to the training ground.  It might be fair to assume that these are one and the same, albeit with the interest missing for whatever reason.  The accounts also note that ‘…surplus land at Academy Way, Lostock, Bolton.’ has been sold.  Interesting?

Otherwise, although I haven’t done all the sums yet, I’m fairly sure the increase in creditors is simply the shareholder loans and convertible loan note for the FF deal, all of which have now been converted to equity.  Obviously, after that, the two big outstanding loans are the Warburton loan and the PBP loan, the latter having Michael James involvement.

A quick look at the creditors falling due after 12 months shows Other Creditors at £9.840m, of which the two loans mentioned above come to £9.688m, so very much the lion’s share.  Of the £8.179m Other Borrowings, £7,368,205 was the FF loan and a shareholder loan, both of which were converted into equity, as were the Loan Notes shown at £4,777,362.

I can’t see that there is enough detail to comment on the state of the administration other than in respect of the two large secured loans, but I’ll have a better look through when I’m less busy. One problem is that the administrator’s report for BWFC2019 was issued for year-ended 26th January 2022, so it might be difficult reconciling this with the FVW accounts that run to different dates.

Lastly, I’m not sure why Sluffy has moved me from being just Barry to ‘Barry’!

Thanks Barry, always great to get your input.

I don't know what you mean about your name?

Are you saying your username has been altered, if so I've not done it?

If you mean those apostrophe things about your name I didn't mean anything by that other to make out that you were a poster on here who some may never have come across before as you generally only appear on financial threads like this - no disrespect intended if that was what you may have been thinking?

As for the Future Fund loan I still slightly misunderstood it even in what I posted yesterday but reading it once more I believe I've finally fully understood it at long last!

Basically the scheme being that you can have a £2.5m loan if you put up £2.5m yourself.  If you pay the loan back in time - presumably £2.5m plus interest to the government then that's an end to it (otherwise you would also be having to pay off a £2.5m loan that you yourself had also put up at the time, with a further £2.5m plus interest to clear it off?).

If however you don't by the time the loan matures, BOTH the governments loan and yours is converted to equity.

Which does mean the government did only pay £2.5m for their shares.

I've not really had time for the rest of what you've said to sink in but nothing you have posted has got me doubting anything.

Sluffy

Sluffy
Admin

wanderlust wrote:TBF that was reasonably balanced compared to your usual outpourings although I take issue with your assertion that you like the facts and I like the fiction.

A company having debts to individuals isn't issue if it's a planned debt with a realistic repayment schedule or is a debt with generous terms - it could even be a qualified investment i.e. "you don't have to pay me back anything other than interest just now but if you do well you give me an option to convert it into shares" arrangement.
Speculating about what reasons and motivations lie behind the numbers as you frequently do is more fantasy than anything I've written and I never "scoff" at the facts - only the speculation.
But I think we can agree on one thing - Sharon et al are talking the talk and if they've got business nous they'll be structuring everything with their stated goals in mind. How they structure their deals will be a major determinant of the outcome. We can only hope that they get it right.

Look mate I wrote what I have based on the accounts - which you have already posted are purely fantasy stuff that are just about reducing companies tax liability - and the knowledge already in the public domain, so I've doing nothing different to, or based my thoughts any different from, the way I always do.

And you clearly don't have much in the way of respect for facts as can be evidence in the number of times I need to point such things out to you - as in the case of the £168m you kept banging on about - which you simply would not accept that you were in any way wrong about it nor I was ever in any way right!

You have consistently been ongoing with that theme, more or less all the time ever since.

You simply don't base much of what you say on facts and you won't be seen to ever be wrong - certainly not by me.

And yes you did post about 'tealeaf readers' and 'bean counters' to deliberately 'scoff' and belittle Bob and myself simply to try and undermine us in some small way.

That how you are, and that is how you have consistently behaved.

It's no big deal to me if you like or agree with whatever I write, nor if you think I'm a wanker or worse.

It's no big deal that you post often factually incorrect stuff and can't admit you are ever wrong.

But it simply isn't good for the forum and it is long past the time where we both need to move on from it.

I don't think you can though - so now's your chance to prove me completely wrong.

Let's see if you can.

I don't even think you can last the week out!

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