Sir Jim Ratcliffe warned Manchester United he was prepared to withdraw his offer to become minority owner if it was not given the green light before Christmas, it has been revealed.
It was announced on December 24 that the Ineos chairman had agreed to buy a 25 per cent stake in the Premier League club in a deal that included investing 300million US dollars (£236.7million) into their infrastructure.
But US Securities and Exchange Commission (SEC) filings released on Wednesday have revealed Ratcliffe’s patience had begun to wear thin shortly before an agreement was struck.
In the week before Christmas, Ratcliffe’s company Trawlers Limited “gave Manchester United a deadline of December 25, 2023 to accept its best and final proposal”.
Widespread discussions had been held between February’s initial offer for a controlling stake and the ultimate outcome.
There was pushback from non-affiliated directors to what is known in the filings as the ‘October Proposal’ of 33 US dollars for 25 per cent of Class A and B shares plus 300m US dollars capital.
Ratcliffe agreed to slight concessions after conversations between December 18 and 22 but “was not prepared to accept any of other changes proposed by the non-affiliated directors”.
It led to an informal meeting of the board of directors on December 22 and a “robust discussion regarding the feedback from the offeror”.
The board representatives noted Ratcliffe “could decide to withdraw (the) proposal if the board of directors was not prepared to move forward by December 25, 2023”.
That transaction was subsequently agreed on December 24, bringing an end to a process that started in early June 2022.
United met representatives of investment bank Raine “on several occasions to discuss potential strategic opportunities to enhance shareholder value and serve the best interests of the football club’s fans”.
That led to the eventual November 22, 2022 announcement of a ‘Strategic Alternatives Review Process’, leading to appointed financial adviser Raine speaking to over 170 interested parties.
SEC filings revealed Raine is to be paid an estimated 31.5m US dollars (£24.9m) for their services.
United entered into 26 nondisclosure agreements and 19 were invited to the first round of bidding, including Ratcliffe and Sheikh Jassim.
The Qatari was considered the biggest competition to buy the club and formally withdrew from the process on October 15, 2023.
Known as ‘Bidder A’ in the filings, it was noted on a number of occasions that they “did not provide customary financing commitment letters”.
Raine informed Sheikh Jassim’s bid on May 22 that a proposal to acquire all ordinary shares would only be considered if a price of 35.25 US dollars (£27.83) was met.
In the end, Ratcliffe struck a deal to buy 25 per cent of Class B shares held by the Glazer family and up to 25 per cent of all Class A shares at a price of 33 US dollars (£26).
That offer for up to 13,237,834 Class A ordinary shares was confirmed on Wednesday.
United’s Class A share price was 19.84 US dollars (£15.64) on December 22 – the last full day before the public announcement of Ratcliffe’s offer.
On the last full trading day before the commencement of the offer the price was 21.20 US dollars (£16.71) per share.
The SEC document read: “The offer and withdrawal rights will expire at one minute after 11.59pm eastern time on February 13, 2024, unless the offer is extended or earlier terminated.”
The filing also said upon the consummation of the offer Ratcliffe’s shares would collectively “represent a 27.69 per cent ownership interest and 28.71 per cent voting interest”.
As part of the tender process, United also wrote to shareholders inviting them to attend an extraordinary general meeting in Rochester, New York on February 5.
That letter is signed by Patrick Stewart, United’s interim chief executive officer and general counsel, and Cliff Baty, the club’s chief financial officer.
The SEC filings revealed that the pair are in line for a bonus “equal to two times the annual salary of such executive officer as of the date of the closing”.
Slot: Guardiola contract is 'good news' for Premier League
Arne Slot believes it is "good news" for the Premier League that Pep Guardiola has signed a contract extension with Manchester City.
The Spaniard signed a two-year extension with the reigning champions and will remain in the dugout at the Etihad until 2027.
He has won 18 major trophies in his time at City, including six Premier League titles, and twice beat Jurgen Klopp's Liverpool to the top-flight crown by a single point.
Guardiola averages 2.35 points per game in the Premier League, the highest rate of any manager (20+ matches). Indeed, he is so far ahead of the next highest (Alex Ferguson's 2.16), he could lose his next 26 league games in a row and would still be top.
Slot is yet to face City since taking over from Klopp at the start of the season, with the rivals' first meeting of the season set for December 1.
"It's good news for City and for the league because everyone wants the best managers and the best players over here," Slot said when asked about Guardiola's new contract.
"He is definitely one of the best managers, maybe the best manager of the league.
"He's won four titles in a row, so it's fair to say he's maybe the best manager in the league.
"On the other hand, they have so many quality players that, if he would have made the choice to leave, I wouldn't have expected them to end up bottom of the league next season."
Other Premier League managers echoed Slot's sentiment, with Brighton boss Fabian Hurzeler, who inflicted a fourth consecutive defeat on City before the international break, saying it is the "best thing that can happen to the Premier League".
"He is one of the best coaches in the world," Hurzeler said. "With his ideas, he always brings something new to the football stage, and it is always a challenge to compete against him.
"He always adapts quickly, always has new ideas and he can always win the game. I'm very happy because we can learn from him and to compete with him is a big, big experience."
Newcastle United boss Eddie Howe added: "He's contributed so much to English football. He's revolutionised how a lot of teams play.
"I think he's incredibly talented, and it's good for the English game that he's still here.
"He will continue to develop and evolve his style, and people will potentially continue to follow that. From the competition side, I think it keeps the Premier League as the best in the world."
'Super simple' – Lille president rules out January exit for Jonathan David
Lille president Olivier Letang has categorically ruled out a January exit for forward Jonathan David amid links with a number of European clubs.
David is out of contract at the end of the season and has been touted as a target for the likes of Bayern Munich, Juventus and Barcelona.
Speaking this week, the Canada international named Barcelona as his "dream" club but suggested he would prefer not to leave Lille mid-season.
And in an interview with After Foot RMC, Letang confirmed no bids have yet been tabled ahead of the January window.
"We are not going to sell him in January, and we have not received any offer for him," he said.
"Jonathan's situation is super simple. We are very happy to have him with us.
"Last season he had one more year left on his contract. We were trying to qualify for the Champions League.
"You have a guy who scores 20 to 25 goals a season. We had no obligation to sell him."
David is into his fifth season with Lille and has scored 97 goals in 202 games for the Ligue 1 side in all competitions while assisting a further 18.
Seven of those goals have arrived in 11 appearances this term, including in Champions League games against Real Madrid, Atletico Madrid and Juventus.
The 24-year-old's best league season with Lille saw him score 24 goals in 2022-23, while he has netted 19, 15 and 13 in the other full campaigns.
Lille chief Letang reiterated that David has been offered a new deal to stay on at Stade Pierre-Mauroy, but selling him has never been an option.
"He is a player who scores between 20 and 25 goals and helps us qualify for the Champions League," he said.
"Plus, Jonathan loves Lille, which is his club. Our position was very clear from the beginning – we think of the athlete.
"Obviously, he already has an offer that is in his hands, the ball is in his court."
Guardiola suggests Man City's recent form played part in signing new contract
Pep Guardiola suggested Manchester City's run of four successive defeats was part of the reason for his contract extension.
The 53-year-old recently signed a two-year deal, which will run out in 2027, ending months of speculation about his future after his contract had been due to run out at the end of the campaign.
Following a 2-1 defeat to Brighton before the international break, Guardiola's side have lost each of their last four matches in all competitions for the first time in his managerial career.
"I felt I could not leave now. Maybe the four defeats was why," he told the club's website.
"I think we deserve, after four defeats in a row, to bounce back and try to turn the situation. I think we deserve to be here. I am not arrogant to say, but it's the truth."
Guardiola has led Manchester City to 18 major trophies during his nine-year stint at the club and posted a 72% win ratio.
He added that he was determined to help the club get back to a state where they are "more stable and more consistent".
"We have to recover that because right now we don't have it and that's the target we have to do," he said.
City chairman Khaldoon Al Mubarak added: "Like every City fan, I am delighted that Pep's journey with Manchester City will continue, allowing his dedication, passion and innovative thinking to continue to shape the landscape of the game.
"His hunger for improvement and success remains insatiable and the direct beneficiaries of that will continue to be our players and coaching staff, the culture of our club, and the English game at large."
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