Slaughters and US law duo advise on Liverpool takeover boardroom battle
A raft of law firms are advising on the potential sale of Liverpool Football Club to Boston Red Sox owners New England Sport Ventures (NESV), amid a boardroom wrangle at the club. Slaughter and May, Weil Gotshal & Manges and Shearman & Sterling are advising the Liverpool board, US owners Tom Hicks and George Gillett and NESV respectively on the proposed takeover.
October 06, 2010 at 09:07 AM
3 minute read
A raft of law firms are advising on the potential sale of Liverpool Football Club to Boston Red Sox owners New England Sport Ventures (NESV), amid a boardroom wrangle at the club.
Slaughter and May, Weil Gotshal & Manges and Shearman & Sterling are advising the Liverpool board, US owners Tom Hicks and George Gillett and NESV respectively on the proposed takeover.
The total deal is valued at almost £300m, covering £237m in loans and £40m of fees thought to be owed to Royal Bank of Scotland.
However, the takeover is dependent on the resolution of a dispute between the Liverpool board, which supports the sale to NESV, and owners Hicks and Gillett, who believe the offer undervalues the club.
Weil Gotshal is not advising Hicks and Gillett on the dispute due to potential conflicts, and it is understood that another firm has been recommended by Weil to act on the dispute.
In a statement issued today, Liverpool chairman Martin Broughton said: "The board decided to accept NESV's proposal on the basis that it best met the criteria we set out originally for a suitable new owner."
"By removing the burden of acquisition debt, this offer allows us to focus on investment in the team. I am only disappointed that the owners have tried everything to prevent the deal from happening and that we need to go through legal proceedings in order to complete the sale."
Yesterday (5 October) Hicks and Gillett attempted to remove managing director Christian Purslow and commercial director Ian Ayre from the Liverpool board, and replace them with Hicks' son Mack Hicks and Lori Kay McCutcheon, a vice president at Hicks Holdings, in a bid to retain control of the club.
In an interview today, Broughton said: "Part of the terms of me taking on the role [of chairman] was that [Hicks and Gillett] gave a written undertaking that only I could change the board and they would not interfere and frustrate any reasonable sale. And this is frankly an abuse of these undertakings."
The sale is also conditional on a court judgment. Broughton added: "The key issue is the court, which should meet I would think next week sometime. That is the most likely time, in short order." The deal will also require Premier League approval.
Earlier this month RBS moved the £237m debts to a team dedicated to toxic assets, a move which suggested it was intending to force a sale.
This resulted in Hicks approaching the debt restructuring arm of Blackstone in an attempt to secure the funds required to repay the club's debt to RBS by the mid-October refinancing deadline, despite strong objections from Liverpool supporters' groups keen to see the club taken under new ownership.
Hicks and Gillett took control of Liverpool in a 2007 takeover which handed lead roles to Allen & Overy (A&O) and DLA Piper.
A&O London corporate managing partner Andrew Ballheimer advised Kop Football, which was set up by Hicks and Gillett to complete the takeover, but the magic circle firm is not involved in the current sale of the club.
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