With so much going on in recent weeks, we thought we’d give you a rundown of where things are up to with the ownership of the Club and the hostile takeover attempt by Andy Curran and Darrell Rose.
WHAT IS HAPPENING?
Darrell Rose and Andy Curran have launched a hostile takeover bid of Rochdale Association Football Club via Darrell Rose’s company Morton House Mgt and First Form Construction Limited (registered company number: 03779852) which was launched on 1 June 2021, the date of the AGM and EGM.
Morton House has three listed Directors Darrell Rose, Faical Safouane and Denise Courtnell. Companies House lists Courtnell has having a controlling interest in the company.
Darrell Rose and Andy Curran are two of the many individuals courted by former CEO David Bottomley with regards to a takeover of the Club under his leadership.
HOW IS A TAKEOVER OF THE CLUB POSSIBLE?
The ownership of Rochdale Association Football Club is broken up into 502,957 ordinary shares which are owned by 337 different parties.
If any one party ever achieves ownership of 251,479 ordinary shares in their own name or consortium, they would control the Club and it would no longer be independent.
HOW MANY SHARES DO ROSE AND CURRAN CURRENTLY HAVE?
Officially, as of right now, zero.
However, there are strong indications that Rose and Curran via a broker called Alex Jarvis of Blackbridge Sports Limited have done a series of small conditional deals with five different shareholders.
The condition that required to be fulfilled for each deal to be completed is that the EFL would support a change of control to Rose and Curran. Without it, those conditional deals with five different shareholders will fall over.
It is highly unlikely that Rose and Curran would invest a significant sum buying shares without being able to guarantee a controlling shareholding.
To be regarded as a valid tranfer, the Club must receive signed transfer forms from the selling party transferring ownership to be the buyer and the transfer be ratified at a Club Board meeting. To date, nothing has been received by the Club.
WHO ARE THE SHAREHOLDERS WHO ARE BELIEVED TO HAVE SOLD TO ROSE AND CURRAN?
The five shareholders who have believed to have sold conditionally are:
| Shareholder | Number of ordinary shares sold: |
| Andrew Kilpatrick | 110,000 |
| North Yard Analytics (representing Dan Altman and Emre Marcelli) | 37,343 |
| Geregdan LLC (representing Dan Altman and Emre Marcelli) | 37,342 |
| Graham Rawlinson | 14,250 |
| David Bottomley | 12,960 |
| TOTAL | 211,895 |
DO ROSE AND CURRAN HAVE THE ABILITY TO FORM A MAJORITY?
Again, not currently. Even if the five shareholdings above are achieved giving a 42% share in the Club, currently Curran and Rose are still 39,584 shares short of a majority.
WHAT HAPPENS IF ROSE AND CURRAN CAN’T ACHIEVE A MAJORITY SHAREHOLDING?
Without the ability to acquire any further shares they would be a large shareholder but able to be outvoted by the other 58% of shareholders which in the main are 332 different fans many who have held the shares in their families over generations.
They would also require EFL clearance to conclude a deal.
HOW MUCH IS MORTON HOUSE MGT AND FIRST FORM CONSTRUCTION LIMITED WORTH?
Based on its last published accounts in July 2020, just £171,000. That’s not very much.
This is certainly not enough to be able to acquire the shares needed and to inject relevant funds into the Club.
It’s therefore very unclear where the source and uses of the funds for a hostile takeover have come from, something that the Club, EFL and HM Revenue and Customs will be interested to understand.
WHO IS DARRELL ROSE?
Darrell Rose is a very easy person to track down. We know that he has a family-run used car showroom in Worksop and is involved with a couple of housing and construction companies.
WHO IS ANDY CURRAN?
Andy Curran comes with very little digital footprint. For a man with sufficient wealth to purchase a Football Club, we could find very little information regarding his history other than one involvement with a construction company back in 2009. This raised several concerns to us. The only other information that we had involved a link with Swindon Town FC last season, where his son, Taylor Curran was a member of the first-team squad before being transferred to Maidstone United earlier in the Summer.
WHO IS ALEX JARVIS?
Alex Jarvis is listed many times on the internet in relation to his previous deals, and one person that we have spoken to as part of our due diligence (who has had previous dealings with him) simply said to us: “Do not negotiate with Jarvis.” He has been involved in takeovers and attempted takeovers at Barnsley, Hull City, Peterborough and Woking. He is not expected to be part of any future involvement in the Club, and his role is simply to try to acquire sufficient shareholding for Curran and Rose.
WHAT HAPPENS NEXT?
We wait and see. As stated above the Club has not yet received any share transfer forms in relation to any shareholder deal.
Should Rose and Curran fail the EFL’s test then not only do they not have a majority shareholding but also, they would not be recognised as capable owners. In that case, the deals would be expected to fail and the five existing shareholders remain as owners of their shares.
Alternatively, Rose and Curran could agree more share purchases with shareholders who wanted to sell to gain an even bigger stake in the Club.