Blogger Scoops Mainstream Media Yet Again Shocker! -in spare time



Scottish Television (STV) has joined the long list of mainstream media organisations humiliated by Rangerstaxcase.com.

Last night, STV carried a story that reported that Sir David Murray has a buyback clause in the agreement that sold Rangers FC. The story claims: “Murray… …inserted a clause in the purchase sale agreement allowing him to regain ownership under “certain circumstances””. The story went on to quote former Rangers Chairman Alastair Johnston as saying: “There is some recourse that could allow Sir David Murray to buy the club back.” 

It is a sensational story that would leave any reader with the impression that Murray International Holdings Ltd’s recent request for clarification on how Rangers were being funded was part of a larger plan. Rescue from the clutches of the seemingly hapless (or ruthless) Craig Whyte might be at hand.

The problem is that the story is not true. The contract between Murray and Whyte’s organisations contains no such provision.

To be fair to STV, they are just reporting what they have been told. However, this latest gaffe goes to the heart of the media problem in Scotland. There does not appear to be a point where the media learns its lessons. There is no capacity for improvement. No voice that says: we have been misled by people from this organisation so often in the past that we need to get corroboration before we publish anything more. Alastair Johnston, you will recall, artfully created the impression for Rangers’ supporters and shareholders  that the payment of the tax bills that are now crushing their club would be the responsibility of the parent company. His words then were carefully chosen to avoid actually lying, but his intended audience seemed in little doubt at the time as to what they thought he meant.  Either Mr. Johnston has been misrepresented by STV or he appears to be trying to gain an advantage in the battle to oust Whyte by misleading Rangers’ supporters.

The contract to sell Rangers to Whyte, called the Share Purchase Agreement (SPA) does include some recourse in the event that Whyte fails to fulfill key promises.  However, there is nothing in the agreement that says anything about The Seller (Murray MHL Ltd) being able to retake or repurchase the club.

There are a number of provisions in the agreement that will provoke serious questions as to whether Whyte is in breach of this agreement, including:

  • Has Whyte’s lawfirm transferred the promised £6.7m in working capital to Rangers?
  • Whyte promised to not borrow against Rangers’ assets (unless principally for Rangers’ benefit)? Is the Ticketus deal a violation of this requirement?
  • Whyte pledged to pay the Wee Tax Bill (£2.8m).  Was the cash arrested by HMRC for this purpose provided by Whyte or season ticket holders?
No specific remedy for breaching any of these terms is discussed. I will leave it for our legal analysts to tell us how severe a contractual violation would have to be before the courts would reverse the transaction. I doubt that such decisions are ever taken lightly or made for ambiguously worded provisions.

You now face a dilemma. Who should you believe- Scotland’s largest commercial media outlet or some bonkers blogger crazily battering a laptop in some hellish garret? You can, of course, just read for yourselves. Below, you will find links to the actual Share Purchase Agreement (SPA) that delivered Rangers into the hands of Whyte. There is a lot to read and much to debate. With the volunteer analysts of all skills and disciplines, I expect that every aspect of this transaction will be ripped apart and digested in no time at all. Enjoy!

  1. Share Purchase Agreement- Index and Main Document
  2. Side Letter from Wavetower to Rangers
  3. Debt Assignation- BoS to Wavetower
  4. Misc. Attachments
  5. Working Capital Facility
Media outlets: feel free to use these links in your reporting. Be sure to mention where you obtained your information!

I look forward to your comments.  There are a few other insignificant attachments to the SPA, but none address repurchasing the company or anything close to it.  Perhaps STV can ask Mr. Johnston to clarify his comments ? Or maybe they should cast a more wary eye over the words of anyone connected to the executive management of Rangers FC in future.

About rangerstaxcase
I have information on Rangers' tax case, and I will use this blog to provide the details of what Rangers FC have done, why it was illegal, and what the implications are for one of the largest football clubs in Britain.

4,082 Responses to Blogger Scoops Mainstream Media Yet Again Shocker! -in spare time

  1. TheBlackKnight says:

    Allyjambo Taxpayer on 20/02/2012 at 10:17 pm

    ‘Revisionism’ can be challenged these days. I suspect we will see a firm hand being applied very soon.

    Otherwise, that would be seen as favouritism on our lovely new “level playing field”.

  2. Stu says:

    Hugh McEwan says:
    20/02/2012 at 10:45 pm

    Hugh, very true – it’s the ‘We Deserve Better’ syndrome. Why, exactly, do you deserve better? What have you done that makes you feel so entitled?

    Celtic supporters put their hands in their pockets when the appeal came – I can’t recall Rangers fans doing the same.

  3. jean says:

    NEW BLOG UP:)

  4. TheBlackKnight says:

    Hugh, exactly. Let’s wait and see what happens ‘push, comes to shove’.

    New thread up!

  5. Lucculent Sam says:

    worried ger says: 20/02/2012 at 9:50 pm

    What was the point of the agreement between DM & CW when he took over the club?

    It is/was a fig leaf to preserve Murray’s reputation and legacy. In other words, it was an ego trip. Murray didn’t want fellow billionaire CW saying bad things in public about him after CW found out just how badly Murray had ruined the club.

    Murray must have realised administration and liquidation were inevitable. [CW must have realised that too.] It would have been tempting for the new owner to blame the old one when the club went bust to deflect some of the blame. “It wisnae me. That bad boy Murray did it and ran away. I did my best to turn things round, but the club was beyond saving.” That would have been a very difficult story for even the succulent lamb brigade (Govan branch) to ignore. So Murray essentially gagged CW.

    It is a mystery why a man of CW’s integrity continues to honour that gag clause. Notice how CW has yet to bad mouth Murray even though he has criticised the former board?

    The other parts of the share purchase agreement were essentially window dressing. There were worthless gestures about CW’s commitments to spend money on the stadium and team. [Which didn’t happen of course.] This bollocks paid lip service to Murray’s claims about only selling the club to someone who had Rangers’ best interests at heart. The partakers of succulent lamb reported in great detail at the time of the sale about this noble act instead of asking why the club was being sold for a pound.

  6. Slimshady says:

    Barca

    I’ve previously posted about time to pay arrangements. Basically, there is no discount in the amount due, and interest continues to run.

    Secondly, HMRC divide taxpayers who owe them money into “can’t pay” and “won’t pay”. The former are given more leeway, the latter are dealt with strictly.

    RFC fall firmly into the latter category. They “won’t pay” because they have allowed nearly £500M in income to pass through their hands and not set aside a penny for the possibility that they might lose the tax case. Even if they had say put away £1M a year for the past 10 yrs, that would have counted for quite a lot with HMRC in any negotiations.

    Add to that HMRC’s view on those who enter into TTP arrangements. From what the administrators say, RFC entered into such an agreement in 2011 in relation to the small tax bill and this years PAYE/NIC. They have not kept to that agreement.

    HMRC views very unfavourably anyone who enters into a TTP agreement and then breaks it.

    The administrators can give the mood music all they like,
    Salmond can fight to preserve this sectarian fabric of Scotland with all the pomposity he can summon,
    Cameron can speak from ignorance of his wish to see this serial tax evader survive,
    Jabba can cry into his succulent lamb till the Ticketus money comes home,
    but it’s not going to sway HMRC.

    54 to 0

  7. corsica says:

    shug says:
    20/02/2012 at 8:11 pm

    Jean,

    I think the main issue that militates against a Blue Knights idea actually working can be seen if we look at the original Red Knights ‘consortium’. That had many, many wealthy men all promising to invest millions to back the buying Man Utd from the Glazers. Everything looked great while they had some momentum ie the fans backing and plenty of positive press coverage. The Glazers didn’t budge and the idea collapsed very quickly.

    Even if Murray can raise £150 – £200m, he’ll need a lot of people backing him for that amount. Immediately you see governance issues: Who makes the ultimate decisions? How do they decide where they want to take the business? Can these issues be resolved in a matter of weeks? If CW starts playing funny buggers or they hit difficulties (which is very likely), will they be able to keep that consortium together? These would all be wealthy men who are used to making their own decisions. Could they give up the control they are used to having? Will they all have the same ideas about where to take the club?

    I think these problems undid the Red Knights once their initial momentum ran out. Why would Murray’s consortium be any different? I think the idea is a non-starter from another blow-hard.
    ****************
    Anyone thinking of investing anything approaching serious money in this (north of £10k) seriously needs their head examining because they will not get a penny back. Whatever happens RFC will leak money like there is no tomorrow; it’s what football clubs do. Always have, always will.

    Rich people don’t get rich and stay rich by investing in lost causes and for that very simple reason, it is doomed to fail.

    Paul Murray (like the rest of them) is simply trying to cover his own back with the fans.

    I don’t think it has been covered here yet but if RFC have used TicketUs on an annual basis to even out cashflow issues then surely it would be about now? After all, this is the time of the year when the Christmas sales have been and gone, season tickets have yet to be renewed, they’re out of Europe, and have yet to get their share of UEFA money…which begs the question how the hell are they still going given that TicketUs is no longer a source?

  8. It’s like watching the proverbial car crash in slow motion. You know it’s going to (hopefully) end horribly but you “just can’t get enough”. One other possible beneficial fallout from all this may be a purge of of the overpaid hacks who deign to call themselves journalists. It’s becoming increasingly painful to have listen to the twisting and turning of these morons. Pension off the lot and put them out of their misery. But not quite yet.
    I think there may be something extremely fetid at the bottom of this very large can of worms.
    Onx3 in a post referred to some papers disappearing from view on the Court of Session website and hoping that Paul McConville had archived them. What the context was escapes me at the moment but I believe the presiding judge was Lord Glennie. Onx3 postulated that it “may have been the secret society at work already”. Did he mean a society with secrets or the other one in Edinburgh that meets in a crypt belonging to the university or is that too “speculative” (pun intended) ?

  9. Lucculent Sam says:

    paulmac says: 20/02/2012 at 10:43 pm

    But we are led to believe there are now 6…yes 6 potential buyers for the club…

    Oh please… Of course there will be a buyer. Perhaps even more than 6 potential buyers. But these will be for what emerges from liquidation – the stadium, name, logo, etc. – after the tax bills have been written off.

    A newco in that position will be a good medium to long term investment, even if it starts in SFL3 and is crippled with Ticketus repayments and/or compensation to the rest of Scottish football for 4-5 years. I might even be tempted to buy a few shares myself.

  10. Evil Harry says:

    Why did Murray sell RFC for a pound to Whyte? It has always bothered me and I have never heard a truly convincing reason.

    To avoid being the man in charge when RFC goes bust? Bit late wasn’t it for that?

    Was that option more attractive for Murray? Compared to simply staying on and fighting to the end he preferred to watch Whyte slowly eviscerate, in full media glare, the dying body of his beloved club, robbing out the vital organs before the vultures descended and all as he sits powerless and impotent on the sidelines. Was that Murray’s solution, his last throw of the dice at RFC? Really?

    What if RFC win the BTC? Murray sold it all for a quid without even knowing the result. Is that not a little odd? Also Murray has not avoided the blame at all, if anything he will be savaged further for selling out the family jewels to a cynical corporate butcher to protect his own blushes, vanity and failures.

    It never added up that sale to Whyte. All was not lost until the tax lady had sung and so far she’s not sung so selling out for a quid is preempting the tax case and assuming the worst outcome and selling RFC for nothing based on that assumption. We are talking about an investment of millions and millions and Murray effectively just walked away leaving Whyte everything.

    And by doing so what does Murray gain – he reduces the flak he will take from 100% to 99%. But to do so he must realize a 100% loss by selling his club to a notorious shark for a pound. Would you do this? So if not why would Murray do this?

    Is it likely Murray sold to Whyte precisely because with Whyte he was guaranteed a result in his favour and he did not want to take the high chance of losing the BTC and then it would be too late for the ‘Whyte option’ so he had to act now, before the BTC got to a result stage and before the whyte window closed.

  11. Evil Harry says:
    20/2/2012 at 10:40pm

    2. Whyte & Murray knew each other from ‘way back’ or at least well before they supposedly met recently.
    ”””””””””””””””””””””””””””””””””””’
    Perhaps they with Paul Baxendale-Walker were all in the same film. Far too much to trawl through on the internet and my eyesight is bad enough already.

  12. Tax is a cancer

    “I’m actually helping to cure people of various ills, various cancers” says MR BaxendaleWalker. – “Because tax is a cancer that will kill your business If It’s not treated. So I see myself as a doctor too.” – BBC money program 2006.

    Marie curie or snakeoil salesman …

    …..please help…..

    Has anyone on here had dealings with this guy…..can he cure cancer……

    desperately seeking advice regarding my special company with special employees who earn big money and I’d prefer to kill the cancer that is out of control……..let me know quick as my competitor is closing in and I need some more special ones…..

  13. TheBlackKnight says:

    Evil Harry on 20/02/2012 at 11:23 pm

    “Why did Murray sell RFC for a pound to Whyte? It has always bothered me and I have never heard a truly convincing reason.”

    A tax ‘rightoff’.

  14. kotton says:

    Here is how i see it…..bear with me :s

    Pritchard stokebrokers (PS) are in trouble for mis using clients money

    What if this is where MBB gets his money puts it incolyer bristow (CB Account) and uses that to pay LTSB then he gets the loan from ticketus and pays back PS he then uses non payment of PAYE etc and the ST money that was there say circa £24m in total to keep the club going all the while downsizing etc and waiting for the day the FTT comes back that money from ticketus has in effect been used to buy the club but little did he know that the FTT would drag out like this.

    Now its at this point in our story that along comes a spider by the name of Paul Baxendale-Walker (PBW) now this is the man who came up with EBT’s (making up to SDM for the failed EBT scam) what if its this guy who has went out and found MBB so that he can take the fall and get a few million out of the deal. Where does MBB make his money you ask well simply PS deposits £25m into CB account and CW shows this to everyone(hey look i have the money) he buys the club(for £1) and pays off £18m owed to LTSB and then has left £7m in the CB Account in come the ticketus with £24.4m together we have £31.4m he pays back the £25m to PS which leaves him with a cool £6.4m.

    Now maybe he used some of that to upgraded the tvs etc (gloss over the cracks if you will) but that would still leave him with say £5m not bad for a £1.

    now back to the spider it seems to much to me that he just so happens to know both SDM+MBB but the final peice of the puzzle is coming and for me its where is the ticketus money.

    thoughts?
    .

  15. kotton says:

    Evil Harry says:
    20/02/2012 at 11:23 pm

    “What if RFC win the BTC? Murray sold it all for a quid without even knowing the result. Is that not a little odd? Also Murray has not avoided the blame at all, if anything he will be savaged further for selling out the family jewels to a cynical corporate butcher to protect his own blushes, vanity and failures.”

    ====================

    rangers appeal and time wasting was nothing more than a stop gap to allow SDM to remove himself for RFC and findy a patsy aka (MBBCWTGEF)

  16. Expel Ranxxx says:

    Hoopy 7 says:
    20/02/2012 at 9:35 pm
    6 0 i
    Rate This
    just a thought , which no doubt has crossed many minds. How are these administrators keeping the club afloat? Where is the money coming from?

    It’s got to be coming from the RFC Group account…I think. Whatever is left in this account (that hasn’t been moved elsewhere/offshore/BVI? is probably being ”drip-fed” into RFC PLC to give the Administrators something to keep them occupied whilst making it look like there is a real attempt to salvage RFC PLC. This is exactly what he did with LM Logistics…secured any worthwhile assets with dubious promises of major ”front loaded” funding but then dripped in some (insignificant funding) just to keep things ticking over pending the inevitable liquidation.

    Is/was CW trying to stay in the game until the result of the FTT?…hoping for some sort of positive (miracle) result but content in the knowledge that if the result was negative, then he has
    still managed to extract *£6M+ of the Ticketus money and £5M+ of the Jelavic money (I’m pretty sure that we will discover in the next few days that the Jelavic money was also paid to RFC Group and not RFC PLC). I wonder where that money is now?

    *£24.4M minus £18M to repay LBOS.

  17. Evil Harry says:

    1. Whyte is not a patsy. No chance.

    2. I seriously doubt the money behind the the Ticketus VCT will ever seriously charge that Whyte has ripped them off.

    3. Minty is a ‘No Surrender’ type of guy

    1 + 2 + 3 = a mad crazy scheme to duck the grim reaper, give him a wedgie, and run away with all the loot?

  18. Stan Black says:

    Craig Whyte sold off four years of Rangers season tickets — one month before he bought the club.
    The embattled owner flogged the seats to London-based Ticketus to fund his entire takeover last April — four weeks before he persuaded Sir David Murray to sell up for just £1.
    Sportsmail can reveal Whyte convinced Ticketus to advance him £24.4million on the proviso that he would then buy Rangers. That cash was deposited into a client account with his London-based lawyer Collyer Bristow on April 7.

    Read more: http://www.dailymail.co.uk/sport/football/article-2104025/Craig-Whyte-used-24m-Ticketus-money-pay-bank.html#ixzz1my84i8V3

  19. kotton says:

    Stan Black says:
    20/02/2012 at 11:45 pm

    YESSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSS

  20. worried ger says:

    longtimelurker says:

    20/02/2012 at 8:16 pm

    Just picked up on your post and note your comments. I’m from “the other side” as my nom de plume suggests but I do not want to be associated with the other side of supporting my club as has been seen on other websites.

    I had the pleasure of meeting and talking to the late Tommy Burns on numerous occasions, and passing on how much I admired him for his faith, honesty and for the way he went about things and the love of the club he supported. He loved his club and that was what was important to him. He understood that, and so should we all. As does the current manager of my club, IMO. Whether he will be successful, that’s another question!

    I do not dilslike someone just because he/she supports someone else We’re all entitled to an opinion. Actions? That’s another topic.

    TB? It was a pleasure to have met and conversed with him. A true gentleman.

    I really hope that I am not in the minority. (Breath’s not holding unfortunatley!)

  21. DAVAD00 says:

    Evil Harry,

    It was stated on this blog, about four months ago that Sir Minty, a fledgling Steel Broker. had Office/Shop type premises in a back street in Bellshill with a neighbour a few doors away being
    Whyte/Whytes father operating a Plant Hire business. If my memory serves me correct.

  22. Moomins says:

    Evil Harry says:

    20/02/2012 at 11:45 pm

    ———–

    Murray sold Rangers for a quid to get it off MIH books. 18 million and a quid less debt for the parent company. MIH are in massive distress, as were/are Rangers.

    Removing the Rangers potential tax liability was just a nice bonus.

  23. Magic Circle says:

    MIH gets a massive capital loss from selling the shares for £1.

  24. Lucculent Sam says:

    Evil Harry says: 20/02/2012 at 11:23 pm

    Why did Murray sell RFC for a pound to Whyte?

    Because that’s what LloydsTSB told him to do! They wanted Rangers off their books before the big tax case crystallised and didn’t care who bought the club. Murray had no say in this because LloydsTSB are dealing with what’s left of his collapsed business empire. His job is now to sign whatever paperwork LloydsTSB puts in front of him to sign. Murray didn’t care who the club was sold to either. He’s wanted out for years, probably since the flotation flopped and he realised there was no hope of clearing the debt and tax liabilities he’d run up.

    The motivations of LloydsTSB should be obvious. First, it would be highly embarrassing for a bank that’s propped up by the government to be propping up a business that had dodged tax and owed around £50M (the amount at that time) to HMRC. Second, an insolvency event was inevitable for Rangers. LloydsTSB wouldn’t want to be the target of protests from an ugly mob of unhappy fans who’d believe the guff in the Daily Ranger about the collapse being caused by the bank refusing to bail out the club and/or Murray.

    Only the MBB was prepared to be that target. He’s now far, far away and too busy counting his money.

  25. kotton says:

    http://www.scotsman.com/scotland-on-sunday/scotland/rangers_administration_show_us_the_money_1_212

    Great artical

  26. Whullie says:

    longtimelurker says:
    20/02/2012 at 9:25 pm

    jbj712 says:
    20/02/2012 at 9:29 pm

    Thank you both for clearing that up.

  27. Evil Harry says:

    Sam – I don’t buy the ‘Lloyds forced the sale’ angle anymore – i.e. that Lloyds were able to force Murray to sell to Whyte.

    So Lloyds threatened to put RFC into administration and Murray would lose the whole value of his equity?

    Well… is that not EXACTLY what happened anyway? Is that not what SDM realized for himself the moment he sold out to Whyte for a pound?

    So why not say to Lloyds at the time – ‘ok tough guys, go ahead, be the men who put rangers under’. Personally I sincerely doubt Lloyds would have had the nuts for it, at all, Plus they had their security so they would have just waited until someone else forced the club into admin, namely HMRC and took all the heat.

    Personally I think Lloyds were quite happy to go along with this Murray / Whyte deal and to be publicly used as the excuse (by AJ) for selling to Whyte – as they were getting paid out (we assume, who really knows what was physically paid to Lloyds).

    I also would not be surprised Llyods know exactly what is going on here and who is behind it (assuming Whyte is not alone).

    I think the only reason Lloyds got paid off at all was to acquire their critically important security which could be used by Team Whyte to effectively extract those assets come liquidation. If the Llyods loan had been unsecured they would still be unpaid to this day.

    Llyods? pffft.

  28. Evil Harry says:

    Whyte is not doing and has not done anything that Murray could not have done himself. Think about that for a second.

    The big problem Murray had would have been public uproar – he could not be the man to do this being also the man responsible for the problems originally.

    Murray desperately, desperately needed a convincing front man in order to do what he wanted to do, and what he wanted to do is exactly what Whyte did after he bought everything off Murray for a pound.

    Means, motive and opportunity.

  29. Jean, Emile, et al

    The personal risk issue I can see. Living abroad in a country free from Glasgow bigotry I tend to overlook that aspect. That is something that saddens me about my home town. Nevertheless some people would point out a contradiction in terms.
    Someone mentioned whistleblower and that is what struck me as I ploughed through some of the stuff here. And a whistleblower with honest revelations should be welcomed by Rangers fans (like me). This blog seems mostly to be populated by Celtic fans, with not a few having a laugh, but that doesn’t bother me. The mismanagement at Rangers would be laughable to me too, if it didn’t impact on honest hard-working people and out of pocket creditors. It’s a disgrace.
    Personally, I never liked the big-spending years at Rangers. It was a betrayal of the Scottish football I grew up with. In fact, I feel both OF clubs in the modern era have neglected their social responsibility by using vast amounts on rather mediocre foreign players rather than investing in the youth of Glasgow and Scotland.
    Believe me, if this whole ugly mess results in Rangers fielding a team of 11 Scots lads, I will rejoice. The only sustainable model for football in small countries is to nurture youth and sell them on when they become big fish in a small pond. In my childhood there was an 18-team league, most teams were made up exclusively of home-grown talent – and the OF produced superb teams that were among the best in Britain, and for Celtic’s part, worthy European Champions. I’m hoping this current crisis will get Rangers back to being a proper Scottish club again (and I mean Scottish, not Union-Jack waving British), earning more than it spends and giving the youth of Glasgow the chance to dream of making it big one day. If this blog helps shine a light in a dark place, let it flourish.

  30. johnr59 says:

    Just wondering if this site is still ok – last post was 7 hours ago, I’ll see if this post appears.:-)

  31. Elaine Weaver says:

    John 59, I was thinking the same thing !

  32. mex says:

    brogan rogan trevino and hogan says:
    21/02/2012 at 9:04 pm

    Are you Morrissey?

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