Members to decide on a five-year £5m+ partnership with Matthew Benham

Thursday, 30 July 2009 | In Focus

Today, Bees United members are being sent by post the details of a postal ballot on a proposed five-year, £5million-plus partnership with Matthew Benham, the club's largest creditor.  

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Today, Bees United members are being sent by post the details of a postal ballot on a proposed five-year, £5million-plus partnership with Matthew Benham, the club’s largest creditor.

The Bees United board are unanimously recommending that members support this opportunity that will see at least £5 million new investment from Matthew Benham in the club.

After five years Bees United can buy Matthew Benham out if they can raise enough money.  If they don’t, Matthew Benham will have the right to buy majority ownership of Brentford Football Club.  Bees United would still keep safeguards over the sale of Griffin Park, the club’s home ground.

“Brentford Football Club needs more investment, and I’m offering to invest substantial sums of money to help Brentford become a Championship team,” says Matthew Benham, a lifelong Brentford fan who owns Smartodds, a company that provides statistical research and football modelling services in the betting sector.

Greg Dyke, Brentford Football Club chairman, adds that he and the Club board fully support the deal. “Money does not automatically buy success, but when you are competing with the teams currently in League One, we clearly need substantial investment to give ourselves a fighting chance.”

Bees United members will have a postal vote on the deal after a members’ meeting on 17 August. Their vote will determine whether Bees United signs the proposed partnership deal which will see Matthew Benham invest a minimum of £1 million per year in Brentford Football Club for the next five years.

The new investment will be in the form of non-voting preference shares, and will not increase the club’s existing debt of around £9 million, stresses Bees United chairman David Merritt. “Bees United exists to secure the long term future of Brentford Football Club, and this proposed partnership satisfies that objective in every way. It provides for substantial investment in the form of equity, protects against any further increases in debt, and at the same time ensures Bees United provides long term protection for the Club,” he says.

“This is a fantastic opportunity for Brentford Football Club and Bees United, and one which gives the best chance of success on and off the pitch.”

At the end of the five-year period, Bees United can repay Matthew’s existing £4.5 million in loans to the club and can buy Matthew Benham’s preference shares according to a pre-agreed valuation formula. However, if Bees United does not do so, Matthew Benham has the option to take over control of Brentford Football Club by buying most of Bees United’s 60% shareholding and converting all his debt to more preference shares. Bees United would keep a minority shareholding and a ‘golden share’ protecting against the sale of Griffin Park.

In any event, Brentford’s plans for a new stadium at Lionel Road, Brentford, remain unaffected. “Both the Bees United board and Matthew Benham are fully supportive of the Lionel Road plans, which would transform the future of Brentford Football Club as a professional football club at the heart of the local community,” comments David Merritt.

If Bees United members vote in favour of the deal, Matthew Benham will immediately buy the minority shareholdings of two former Brentford Football Club board members, giving him a stake of just over 35%. He will buy 25% of the club from ex-chairman Martin Lange and just over 10% from Peter and Timothy Wheatley, the sons of a former club director.

A committed Brentford supporter, Matthew Benham (MB) for several years attended almost all matches, both home and away.  His career is in the football industry. His company, Smartodds Limited, has for several years specialised in the analysis of and mathematical modelling of the results of football matches.

The key points of the proposed partnership are:
 

  • MB immediately buys a minority shareholding of ~35% from ex-Chairman Martin Lange (25%) and the Wheatley family (~10%), for nominal sums.
  • For a five year period:
  • MB commits to invest a minimum of £1m per annum as preference shares.
  • Bees United continues as majority shareholder.
  • MB has effective operational control of Brentford FC, including an ability to appoint/veto executives as appropriate.
  •  The current Brentford FC Board continues to be responsible for the management and supervision of the executives.
  • As a result of MB’s annual equity investment, Brentford FC is not expected to require further loan financing for the five year period.
  • At the end of five years there are three possibilities:
    • Possibility One – Bees United can buy MB’s shareholding for a price fixed by formula (based on his investments and a fair return based on the value of Brentford FC at that time).
    • Possibility Two – If Bees United does not exercise this option, MB has the option to buy a significant element of Bees United’s shares, giving him 75% ownership of the Club, in return for conversion of his £4.5m loans into equity, substantially strengthening the balance sheet of the Club.  Bees United would continue as a minority shareholder and creditor to the club, with Brentford FC Board representation, and with a golden share protecting against the inappropriate sale of Griffin Park or any future ground.
    • Possibility Three – If neither Bees United nor MB exercise their options then Bees United will continue as majority shareholder, MB will continue as minority shareholder and significant creditor (he would still be owed £4.5m by Brentford FC), and there would be no further commitment from MB for additional funding.

Acknowledgements

Bees United Chairman David Merritt and Brentford Football Club Chairman Greg Dyke jointly thank those former and current directors of the Club, and their families, who have enabled this proposal.  In particular, they want to express their appreciation to Martin Lange, John Herting and the Wheatley family, for agreeing to sell their shares for a nominal value, and also Alan Bird, Greg Dyke, John Herting and Eddie Rogers, all of whom have agreed to extend their existing loans to the Club.

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