Man Utd's statement on the Glazer proposal
Here is the full statement issued by the board of Manchester United on
28 April, 2005:
The Board of Manchester United PLC (the "Company") welcomes the
announcement by the Takeover Panel of a deadline of 17 May 2005 for the
Glazer Family Limited Partnership ("Glazer") either to announce a firm
intention to make an offer for the Company under Rule 2.5 of the City
Code or to announce that it does not intend to make an offer for the
Company.
The Board made a submission to the Panel Executive under Rule 2.4(b) of
the City Code because it believed that the ongoing uncertainty
surrounding the potential Glazer offer is disruptive to the business of
the Company and considered that, in the current circumstances, it was in
the interests of all concerned to have a definitive timetable.
The Board wishes shareholders to be aware of developments since its
last announcement.
On 11 February 2005 the Board confirmed that it had received a revised
proposal from Glazer.
At that time the Board stated its belief that the proposal may be
deliverable and that a majority of shareholders would want the Board to
permit its development.
Against that background, the Board concluded that it must provide
limited due diligence, following which Glazer would be able to determine
whether it wished to put an offer to shareholders.
Glazer had access to the majority of the requested due diligence during
February.
In early April, the Board received a further proposal from Glazer,
which included a revised capital structure.
The Board and its advisers sought to clarify the proposal's associated
capital structure and business plan, the potential impact of the
proposal on the Company and the potential protections that Glazer was
prepared to offer to stakeholders in Manchester United.
Glazer sought a recommendation of the proposal from the Board of
Manchester United.
The Board remains of the view that the assumptions in the Glazer
business plan are aggressive.
Furthermore the Board believes that, notwithstanding the changes from
the previous proposals, the proposed capital structure, taken as a
whole, still contains more leverage than the Board would consider
prudent and that as a consequence there is likely to be significant
financial strain on the business.
The Board recognises, however, that the price of 300p per share is a
fair one and may be attractive to some shareholders of Manchester
United.
Given the Board's concerns about the potential impact of the proposal
on the Company, the Board has informed Glazer that it cannot provide a
recommendation to shareholders to accept any offer made on the basis of
the current proposal.
Whilst recognising that the price under Glazer's proposal is fair, the
Board's unanimous view is that they could not support Glazer's proposal
(were it to become a formal offer) as being in the best interests of the
Company.
It is now for Glazer to determine whether it wishes to put an offer to
shareholders, by making an announcement in accordance with Rule 2.5 of
the City Code, within the timetable set by the Takeover Panel.
If an offer is made, the Board will provide shareholders with its
formal views on the offer. As stated on 11 February 2005, it is
ultimately for shareholders to determine whether an offer will succeed.
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