http://www.qpr.co.uk/page/NewsDetail/0,,10373~2404328,00.html CLUB STATEMENT Posted on: Thu 28 Jul 2011 On 4th March 2011 the Company (QPR Holdings Limited) announced that it was in preliminary discussions with a potential purchaser. At the time the Takeover Panel confirmed that should those discussions result in an offer being made for the Company, the offer would be subject to the City Code on Takeovers and Mergers (the Code), even if such an offer was made after 2nd April 2011, being the date on which the Company ceased to be to the Code, due to it being de-listed 10 years previously. Article continues Advertisement The Company confirms that these discussions came to an end in March 2011. Since the end of these discussions, the Company has entered into preliminary discussions with a different party and can confirm that these discussions and any subsequent transaction would not be subject to the Code. Accordingly the Company confirms that is it no longer in an offer period for the purposes of the Code. We will be making no further comment at stage.
I think that it means that whilst they were talking to one possible takeover group they were forbidden from talking to any others for a certain period of time. Something to do with a code that was signed up to years ago, but which the club withdrew from 10 years ago. (were we on the stock market uo until 10 years ago?) Now there is another possible purchaser the takeovers and mergers code doesn't apply this time round and the club are letting everyone know ... especially the bit about them no longer being bound by the rules they were bound to up to 2nd of April. So they are doing everything correctly ... apart from actually selling!
My take on this: When the original offer was made - this was subject to the City Code on Takeovers and Mergers - as such, the club was duty bound to disclose this information. This original bid / package is now longer within it's offer period - and under the City Code on Takeovers and Mergers the club is duty bound to disclose this too. In other words the original offer to purchase the club has expired. "Since the end of these discussions, the Company has entered into preliminary discussions with a different party and can confirm that these discussions and any subsequent transaction would not be subject to the Code." The club is now not duty bound to disclose further offers - as the 10 year 'sunset clause' has expired. That said - they have chosen none-the-less to disclose that they have entered into preliminary discussions with another party. Why would they do that? Well, one theory might be to 'smoke them out' and force Mittals to make an improved offer - perhaps. Or Perhaps it's all another 'puff' - just like the £3m Faurlin transfer fee?
Rethink: the Loftus Road holding company was a PLC and therefore under the jurisdiction of company takeover legalities. After 10 years of being delisted they no longer have to worry about that and will proceed with takeover discussions without recourse to corporate law. This is an official declaration for the benefit of potential buyers.
It would certainly seem to confirm what CernyBerny said, that there are discussions ongoing. In telling the world what they are no longer bound by, the club may be laying down the groundrules for another announcement...
This has to be a positive move. Why would the Goons bring up the subject of a takeover if all was quiet on the Western Front?
I'm a bit out of touch with these things but let me have a go: In March, the club realised, or was told, that it was still subject to the City Code on Takeovers and Mergers. Therefore, probably in repsonse to rampant rumours, it was obliged to make an announcement, at that time, that it was in discussions which might lead to a takeover. It was further told that if that same buyer made an offer after 2nd April, the Code would still apply. The Code has many rules but the concern probably related to what could and could not be said in public. The Club is now saying that the original buyer has disappeared and, although a new one has subsequently appeared on the scene, the Code no longer applies to any offer by that new buyer. It is probably making that statement to make things clear to the Panel itself and, more generally, to the public at large. Therefore, it has greater freedom about what it may, or may not say. It can carry on in the way Bernie and Flavio like to do things, keeping their cards close to their chest. Normally, if rumours reached a certain pitch, they would have to make a statement to clarify whether they were, or were not, in discussions which might lead to a takeover. Now they can do what they like with regard to public statements. The implication, and it is only an implication, in the latetst statement is that the discusions with the new buyer are continuing but they are telling the world that they do not have to say any more. Pray to God that our white knight is on his charger and waiting at the drawbridge! Hope that helps. As I say, I'm a bit rusty on this stuff: my last takeover was 6 years ago!
Sound pretty good to me, Rodney. Although quite why it's made in a public statement as opposed to a letter to the regulator, I don't know.
come on,nothings ever simple at our club!..seems to me that our agony is coming to an end and should have a half decent owner in by the weekend.fingers crossed!
