JOINT STATEMENT ON PROGRESS TOWARDS TRANSFER OF MAJORITY SHAREHOLDING TO FANS

Monday 25th October, 2021 at 12:00pm

Despite the constraints of the pandemic, The Jags Foundation (TJF) and Three Black Cats (3BC) have continued to work constructively and positively over the way forward towards fan ownership. As a result, a timetable and associate actions have now been agreed between TJF and 3BC, with the support of the Partick Thistle Board.

The proposed date for the transfer of the majority shareholding to fans and land to the Club is set for June 2022. The shared aim is to ensure a seamless transfer from one majority shareholder to another with no disruption to the Club. After a terrible 18 months of uncertainty and challenge, which the Club is only emerging from now, TJF, 3BC and the Club agree the priority is to ensure that Thistle must remain stable regardless of ownership, over this season and beyond, on and off the pitch.

In transferring the shares, 3BC and TJF are both acutely aware of the need to ensure that the latter is fully informed about all aspects of the Club as future majority shareholders. Whilst TJF will not run the Club on a day-to-day basis, not unreasonably they need to be assured that the Club is well run as well as understanding how it is run.

With that in mind, there needs to be a period of knowledge sharing in the period leading up to TJF becoming majority shareholders in order for there to be minimal risk to the Club or its stability. Equally, this allows TJF time to understand how to fulfil its obligations as majority shareholders in an informed way. It also gives time for them to convert pledges to date in to money and commitment.

This phase will also assist Club Directors to learn what TJF is there to do, how it will operate and how it will interact with the Club.

As a result, TJF, 3BC and the Club Board have agreed to the following:

One Director of TJF will join the Club Board from the AGM in November. There’s no better way to understand the workings of an entity than see it up close. They will be invited to join the Board for the PT Women’s FC.
At the point the shares are handed over, a further TJF Director would be added, again subject to the agreement of the Club Board.
All Directors of TJF will sign a non-disclosure agreement (NDA) following the November AGM. That would trigger a number of things to happen:

Informal regular monthly meetings to be held between the Chairman of TJF and Chairman of the Club Board, with the CEO in attendance to discuss matters arising.
Meetings between the two Boards for updates, as part of the learning process and for people to get to know each other and build trust.
Minutes would be shared between the two boards.
Individual TJF Directors will spend time learning about key aspects of the Club with the support of Directors, CEO and Club staff.

Gavin Taylor, Chairman of The Jags Foundation, welcoming the confirmation of the date for the transfer of the majority shareholding in to fans’ hands said:

“The key question all Jags fans have been asking TJF is “when are the shares going to be transferred?”. Despite all the difficulties caused by the pandemic I am pleased that we now have a definitive answer. The timescale gives us an opportunity to work with the PTFC board in order to ensure a smooth handover and more importantly gives us the springboard we need to engage directly with the fans and to properly build up the membership base”

Jacqui Low, Chairman, added:

“The Club welcomes this simple set of proposals which we hope can form the basis of a strong working relationship for the future between the Thistle Board and TJF. Having a new majority shareholder shouldn’t destabilise any aspect of the Club or affect the football side of Thistle. Instead, it should bring the fans and their voices to the heart of the Club. But all parties – TJF, 3BC and the Club Board – need to put work in to ensure that this happens effectively and without disruption to the proposed timetable.

“In relation to the date for the transfer, there were tax implications associated with that that would have impacted the Club and The Jags Foundation if not mitigated by waiting for a fixed period before actioning Colin Weir’s wishes. However, even by doing this, there are still likely to be tax liabilities arising from the change in share ownership and I am pleased that 3BC is budgeting to cover those costs. This will allow The Jags Foundation and the Club to move in to the era of fan ownership at no cost to either party.”