Takeover parts 1 & 2

[RichardCanning]

Isn't it great to be able to have the new owner as an avatar and be proud!

[icklevillan]

I cant remember feeling this good about Villa.

This is happening, right?

[Downbutnotout]

Al Qaeda bomb plot eh? Shocking. :winkold:

[stevenjos]

I cant remember feeling this good about Villa.

This is happening, right?

This is all a dream.

you will awoken by your alarm clock and a big wet patch :wink:

[PB]

Closed this one now

"14 August 2006

Recommended Cash Offer

for

Aston Villa plc ("Aston Villa")

by

Reform Acquisitions Limited ("RAL")

Summary and Highlights

The Boards of RAL and Aston Villa are pleased to announce the terms of a

recommended cash offer by RAL to acquire the entire issued and to be issued

share capital of Aston Villa.

RAL, is an English company, which was newly incorporated for the purposes of

making the Offer and which is ultimately controlled by Mr Randolph Lerner, owner

of the Cleveland Browns Football Club, USA.

The Offer will be 547 pence in cash for each Aston Villa Share, valuing the

existing issued share capital of Aston Villa at approximately £62.6 million.

The Offer represents a premium of approximately 47.24 per cent. to the Closing

Price of 371.5 pence per share on 16 September 2005 (being the last Business Day

prior to the date of the commencement of the Offer Period) and a premium of

approximately 9.95 per cent. to the Closing Price of 497.5 pence per share on 11

August 2006 (being the last Business Day prior to the date of this

announcement).

The Board of Aston Villa, which has been so advised by Rothschild, consider the

terms of the Offer to be fair and reasonable. In providing its advice to the

Board of Aston Villa, Rothschild has taken into account the commercial

assessments of the Aston Villa Directors.

The Board of Aston Villa intends unanimously to recommend that Aston Villa

Shareholders accept the Offer, as the Aston Villa Directors (and certain members

of their immediate families) have irrevocably undertaken to do in respect of

their own beneficial shareholdings of Aston Villa Shares. Those holdings amount,

in aggregate, to 4,111,514 Aston Villa Shares, representing approximately 35.91%

of the existing issued share capital of Aston Villa.

In addition, RAL has received an irrevocable undertaking to accept the Offer

from Trefick Limited in respect of a further 2,396,909 Aston Villa Shares,

representing approximately 20.94 per cent. of the existing issued share capital

of Aston Villa.

In aggregate, therefore, RAL has received irrevocable undertakings to accept the

Offer in respect of 6,508,423 Aston Villa Shares, representing approximately

56.85 per cent. of the existing issued share capital of Aston Villa.

Commenting on the Offer, Randolph Lerner, Chief Executive Officer of RAL, said:

"It is my belief and the basis for my bid to acquire Aston Villa Football Club

that it can compete at the highest level within the Premiership and in Europe.

The Club has a rich history and a long tradition of passionate fan support."

Douglas Ellis, Chairman of Aston Villa, said:

"It has been my sincere pleasure to have been involved with Aston Villa these

many years, both as Chairman and as a substantial shareholder. The Club has been

an enormous and immensely enjoyable part of my life.

I wish to thank the many staff at Aston Villa over the years for making the Club

what it has been and what it is. I am sure that this transaction will be the

beginning of a new chapter in Aston Villa's proud history."

This summary should be read in conjunction with the full text of the following

announcement and the Appendices.

Appendix 1 sets out the conditions and principal further terms of the Offer.

Appendix 2 contains source notes relating to certain information contained in

this announcement. Appendix 3 contains details of the irrevocable undertakings

received in relation to the Offer. Certain terms used in this announcement are

defined in Appendix 4 to this announcement."

[Jez]

Mail are reporting today, its not online yet though.

We want Randy!

[mansonAVFC]

This is Villa, things arent going to go as planned, i hope this guy doesnt **** it up!

WE WANT RANDY!

[Digsby]

Oh. :shock:

[Chief]

crap :-(

[mansonAVFC]

And the bubble starts to burst!

[Pelle]

What happens if he does? Can't Ellis and the shareholders just turn that bid down?

[ahamaad]

Ahem.

The Lerner bid is the one recommended to shareholders.

The Judge can bid all he likes.

[RichardCanning]

VFC need to be reformed and make a statement that we do not want these assclowns in charge as the Lerner plan is better. Think the offer has to be approved before being put before the board so heres hoping it doesn't get approval!

[Jez]

Is it true though that "Ellis has signed an agreement committed to selling his shares to Randy so I doubt any other parties would come in for it without paying a huge premium on those shares?"

(read somewhere else)

[PB]

Guys look

We are in a win-win situation

if this guy can make a bid that is genuinely better for Villa than lerner then he should be welcomed with open arms. let him bid, lets see the details, and then we can compare with Randy. To slag the guy off before then is IMO just silliness.

[a526166]

Lerner already has irrevocable agreements in place to purchase over 56% of the shares. Any new bid would be dealing with him as the major shareholder, unless I am very much mistaken....

[PB]

Lerner already has irrevocable agreements in place to purchase over 56% of the shares. Any new bid would be dealing with him as the major shareholder, unless I am very much mistaken....

The agreements lapse if someone offers more than 5% more than lerner AND if the board recommends the new bid

[Digsby]

Lerner already has irrevocable agreements in place to purchase over 56% of the shares. Any new bid would be dealing with him as the major shareholder, unless I am very much mistaken....

As quoted from the Times today;

Ellis and Petchey have given "irrevocable undertakings" that they will sell to Lerner. But this is what the City calls a 'soft' irrevocable undertaking. The normal irrevocable undertaking is 'hard', which means it cannot be reversed.

In this case, if Ellis receives another offer which is five per cent or more higher than Lerner's offer, then he could change his mind and sell to the other bidder. But such an offer must be completed within 10 calendar days.

This has clearly been done to test whether other bidders, such as the Michael Neville consortium, really do have the money. It was a previous group headed by Solihull businessman and long-time fan Neville that launched the takeover speculation in Sept 2005.

Since then Neville has put together several consortiums and just before the World Cup even approached former Villa manager Graham Taylor with a proposition to join him.

His present consortium is composed of many elements, including hedge funds, and it is difficult to see how he could come up with a higher offer that would satisfy the 10-day limit Ellis has now put on the deal.

Should that happen, Lerner would have to accept defeat, but he would be paid one per cent of the offer he is making - some £600,000. However, insiders say that this is extremely unlikely and the Lerner deal is all but done and dusted.

[damo6]

Guys look

We are in a win-win situation

if this guy can make a bid that is genuinely better for Villa than lerner then he should be welcomed with open arms. let him bid, lets see the details, and then we can compare with Randy. To slag the guy off before then is IMO just silliness.

i agree, at the end of the day we all want whats best for the villa and without seeing the ins and outs of each bid nobody can say which one is the best at this point

the only annoying thing about it would be doug getting yet more money off the back of the club :roll:

[Richard]

Lerner will win.