Bees United are pleased to confirm that their partnership with Bees fan Matthew Benham, first announced last summer and subsequently ratified by the overwhelming majority of Bees United members, has now been finalised.
The partnership will see Matthew Benham invest at least £1 million a year into Brentford Football Club until the end of the 2013/2014 season in return for preference shares, and without increasing the Club’s debt.
First announced at the end of July 2009, the deal’s formalities have taken longer than originally anticipated. This has not been because of any difficulties with the ‘small print’, but because of the large numbers of parties involved in seeing the complex agreement through to a satisfactory conclusion.
Bees United Chairman, David Merritt, has steered the deal through jointly with former Bees United Secretary Chris Gammon. “I am delighted that we have completed this deal with Matthew which significantly strengthens the club’s finances at least until 2014.” he said. “I would also like to express my gratitude to all parties involved in the deal, including our lawyers, PriceWaterhouseCoopers Legal, who have worked extremely hard in bringing the deal to a conclusion.”
Although the ‘heads of terms’ were ratified by more than 99% of Bees United members who voted in a postal ballot last August, it was also necessary to call an extraordinary general meeting of the Football Club to get some formalities agreed. Peter and Timothy Wheatley, the sons of a former Director, and former Club Chairman Martin Lange also had to sell their shareholdings to Matthew Benham.
All of the people who have lent the Club money, such as current Chairman Greg Dyke and Directors Alan Bird, John Herting and Eddie Rogers, have extended the terms of their loans. Agreement also had to be obtained from Barclays Bank and Hounslow Council before the deal could be finalised. ”We are very appreciative of the support of everybody who has made this deal possible,” David Merritt said.
All this means that Bees United will continue to hold a majority stake of around 60% in the Club, at least until the end of the 2013/2014 season, and can maintain the number of its representatives on the Club board. Matthew Benham will have operational control of the Club and a minority stake of about 35%. Meanwhile, he will be building up a holding of non-voting preference shares in return for the money invested into the Club.
At the end of the five-year period, Bees United will have the option to repay Matthew’s existing £4.5 million in loans to the Club and buy his preference shares according to an agreed valuation formula.
However, if Bees United does not do so, Matthew Benham has the option to take over majority control of Brentford Football Club by buying most of Bees United’s shareholding and converting all of his debt into more preference shares, thereby significantly reducing the Club’s debts.
If neither Bees United nor Matthew Benham exercise their options, then Bees United will continue as majority shareholder, Matthew Benham will continue as minority shareholder and significant creditor – he would still be owed £4.5m by Brentford Football Club – and would have no further obligation to provide the Club with additional funding.
Bees United will, in any event, keep at least a minority shareholding and retain a ‘golden share’. This will protect against the sale of Griffin Park or any future home ground, unless Bees United agrees that a sale would be in the best interests of the Club.