Buy-buy old A-League and welcome NewAL

By Nemesis / Roar Guru

The FFA recently announced plans to develop new ownership and operating models for both the A-League and the W-League.

After 12 years of owning and operating the A-League, it seems the FFA has reached a stage in the evolution of the business that every private owner faces: the demand for new capital to expand.

The FFA also apparently realised that the operation of the A-League requires specialist skills and 100 per cent focus, neither of which the FFA can provide from internal resources.

As such, they have hired corporate advisors to evaluate the possible ownership and operating models to take the A-League successfully into the next stage of expansion.

In this article I will outline one possible model that could form the new A-League. I will attempt to address a new model for the W-League at a later date.

The core principles I have used to create my new A-League model are:

1) Independent structure (in particular, ring-fenced finances)
2) Fair distribution of funds to clubs
3) Access to new capital
4) Specialists who focus 100 per cent of their efforts on promoting and managing the A-League.

Step 1: Separate the A-League operations
The FFA will create a new corporate entity, ‘NewAL’.

NewAL will own all the assets and liabilities associated with the A-League competition (TV rights contracts, sponsorship deals, intellectual property, service contracts and obligations) and all intellectual property for each club.

NewAL will issue eight shares and, at this point, the FFA will own all eight shares.

Step 2: Clubs to form a union
The ten clubs who hold licences to play in the A-League will form a corporate entity, ‘Clubs United’, which will manage the clubs’ interests.

Each existing A-League club will be issued one share in Clubs United and, when the A-League expands (or when clubs are promoted from the second division), new clubs will each be issued one new share in Clubs United. If an A-League club is relegated, or liquidated, that club’s share will be cancelled.

Step 3: New capital for NewAL
The FFA needs significant fresh capital to take the A-League to the next level.

The competition needs more clubs, better marketing and promotion, better media relationships, and wider corporate relationships (local and abroad). But the FFA does not have the cash reserves to provide this.

Debt capital (bank loans, or corporate paper) is not recommended for this venture, nor do I recommend a public equity offer.

Instead, FFA should look to private equity, with potential targets being organisations with deep skills and networks across marketing and multimedia (e.g. Lagardere Sports, SportFive, Octagon, IMG, YouTube, Facebook, Twitter).

Step 4: Partial sale of NewAL to private equity partner/s (PEP)
The FFA will sell 40 per cent of NewAL (four shares) to PEP.

This will be done by FFA selling two of its existing eight shares and NewAL issuing two new shares.

The value of this 40 per cent can only be determined after a forensic examination of NewAL’s financial records, relationships and market conditions. Obviously, such information is well beyond the scope of this discussion, so I’ll have to make a rough guess about the likely value of NewAL.

At the time of the sale, NewAL should generate revenue of approximately $80 million per annum. Given the likely surge in revenue upon expansion through new sponsors, additional broadcast money and the like, it’s reasonable to value NewAL at $250 million.

Therefore, FFA will sell a 40 per cent stake in NewAL to PEP for $100 million.

The FFA will receive $50 million from the sale of its two shares to PEP and NewAL will receive $50 million capital injection from issuing fresh capital to PEP.

After the 40 per cent sale of NewAL, the ownership will be:

FFA: 60 per cent (six shares)
PEP: 40 per cent (four shares)

Step 5: Giving A-League Clubs Ownership of NewAL
The FFA will then transfer five of the NewAL shares to Clubs United.

Each A-League club has already paid a licence fee to the FFA to compete in the A-League, so the FFA will issue Clubs United with 50 per cent of NewAL shares in consideration for cancelling the existing licences (which will still have significant time value).

Along with the transfer of 50 per cent of NewAL shares to Clubs United, each club in the A-League will also take full ownership of all the intellectual property linked to it.

The final ownership of NewAL will be:
Clubs United: five shares (50%)
PEP: four shares (40%)
FFA: one share (10%)

Step 6: Sharing NewAL revenue
All revenue generated by NewAL each year will be expensed as follows:

Referring back to the $250 million valuation, if NewAL generates $100 million revenue in the first year of the new operating model, PEP will receive a $40 million return on a $100 million investment (40% ROI).

So there you have it.

This blueprint satisfies the core principles of independence, fresh capital, skilled managers to administer a football competition, and fair financial returns for participating clubs thus eliminating the imbalances of the past 12 years.

FFA board, there’s no time to waste – let’s do it!

The Crowd Says:

AUTHOR

2017-03-07T05:50:34+00:00

Nemesis

Roar Guru


I'd be happy for the Clubs to elect all the ALeague "commissioners". To do this, Clubs United would have to inject $50m to substitute for the funds PEP would be injecting. If the existing clubs are willing to do this - fantastic. The NewAL ownership would be ClubsUtd = 70% FFA = 30%

2017-03-07T05:27:22+00:00

Jeff Williamson

Roar Pro


The AFL Commission is a non-profit. The commissioners are elected by the AFL clubs, with each club entitled to make nominations. As for the other things you don't like about the AFL model - I can't treally comment because I do not really follow that. I am a football fan (that is, association football). Other models that impress would include the Bundesliga.

AUTHOR

2017-03-07T04:57:19+00:00

Nemesis

Roar Guru


@Jeff Williamson Which parts of the AFL AFL model appeals to you? If we want an Independent ALeague competition, I'll repeat the unacceptable aspects of the AFL competition: 1) The AFL finances are not ring-fenced = UNACCEPTABLE 2) The AFL Clubs do not own their own intellectual property (name, trademarks, brand, logos, etc.) = UNACCEPTABLE 3) The Funds generated by the AFL competition are not fairly distributed to the clubs in the AFL competition = UNACCEPTABLE 4) The AFL Commission is not focused purely on administering the AFL competition. It also deals with AusKick, AFLW, international rules junket, etc = UNACCEPTABLE 5) The AFL provides unlimited funds to new clubs and has full financial ownership of some clubs= UNACCEPTABLE 6) The AFL guarantees debt for existing clubs & give assistance to clubs in financial distress = UNACCEPTBALE

2017-03-07T04:10:55+00:00

Jeff Williamson

Roar Pro


AFL model has more benefits than a privately owned A-league. Selling shares to private investors is not a direction we should follow.

AUTHOR

2017-03-05T23:26:13+00:00

Nemesis

Roar Guru


Thank you for the kind words. To be honest, creating the content for this article wasn't time-consuming since I've been involved with this type of restructuring before across many industries. However, what is time-consuming is putting what I know into a Word document suitable for a sports website. I'm definitely become more aware of the skill of writers. Crunching numbers is easy. Making others understand is not so easy!

2017-03-05T22:41:53+00:00

concerned supporter

Guest


Congratulations Nemesis, on a well, thought out and put together article.It must have taken countless hours. Like a mini Prospectus. An interesting point for me would be to substitute "ARU" (Australian Rugby Union) for FFA.The Wallabies have usually been amongst the top five countries in the world despite the ineptitude and closed shop thinking of the ARU. Some people think that some of the ARU Board Members are there mainly to increase their business profile. The ARU, struggling for money paid David Pocock $750K for 2017 even though he would not play in Australia in 2017, only in Japan where he would earn plenty.Financial Lunacy?

2017-03-05T11:34:28+00:00

Doc Disnick

Roar Guru


Big call having Promotion & Relegation. Too many variables for my liking which could affect the stability of the product, along with its national appeal — its strongest asset compared to other codes should it be fractured along the eastern states. Time will tell, but I'd be surprised if FFA gives up too much control to the clubs. It just appears to me they are panicking somewhat following the recent TV negotiations. I understand they don't have the funds they would have liked to expand as expected, so looking to the private sector does make sense. However, it's not as bad as many are suggesting — that's saying something coming from me too. FFA itself needs to restructure (for another discussion) but a controlling interest still needs to be a caretaker. Whether it's FFA or some other entity, I'm not sure, but private investors will not stand by the A-league should it get into trouble.

AUTHOR

2017-03-05T08:42:53+00:00

Nemesis

Roar Guru


The natives are restless... FFA can either listen to its constituents, or be forcibly stripped of power. Victorian clubs plan revolt to force A-League promotion and relegation http://www.smh.com.au/sport/soccer/victorian-clubs-plan-revolt-to-force-aleague-promotion-and-relegation-20170305-gur017.html

AUTHOR

2017-03-05T08:25:45+00:00

Nemesis

Roar Guru


At this stage, it’s important to also to consider the stability of the competition and what ramifications may result from losing a controlling central body? Absolutely, this is very important. However, I think that horse has bolted & it's futile to now shut that barn door. 1) The competing clubs have made it clear they want significant control over the ALeague finances 2) The FFA have made it clear they can no longer finance the ALeague to take the competition to the next stage of evolution - especially, expansion 3) The market has made it clear the ALeague, after 12 years, is not engaging with the majority of football community in Australia and the majority of the football community in AUS say this is because the ALeague is a closed shop. Solution? We need to open up the shop with Promotion & Relegation.

2017-03-05T08:13:28+00:00

c

Guest


yeah probably a good tax lawyer or corporate advisory firm specialising in this area would need to look at this before executing any items as a taxation accountant my input would only be in an advisory manner naturally these calculations models and options would be considered at the appropriate time and very early in the planning stages good luck somebody maybe listening and taking note of your ideas

AUTHOR

2017-03-05T08:02:53+00:00

Nemesis

Roar Guru


For me, Waz’s input is not at all about risk mitigation, rather, it ensures the FFA doesn't lose an important annual revenue stream. I wanted the FFA to cash in its chips right now to boost its Balance Sheet. And, by selling 2 of its shares in NewAL to PEP, the FFA would get a $50m cash injection. But, whilst that's a good short term gain, there will be more benefit from holding onto those 2 shares (forgoing the $50m) and retaining an annual revenue stream (in perpetuity) by maintaining a bigger stake in NewAL

AUTHOR

2017-03-05T07:42:57+00:00

Nemesis

Roar Guru


c My knowledge of company tax implications is very basic. I realise the "expensing" model I've suggested may be sailing a bit close to the edge in relation to whether it is a deductible expense for NewAL, or will be treated as a Dividend to shareholders &, hence, not deductible. If it's not deductible we're in trouble. But, I'm sure (hoping) a decent Tax Lawyer will be able structure this to avoid tax issues in the way Google, Apple, etc creatively have marketing expenses paid out to sister companies which reduces their Aus tax burden. If you're involved in this area of tax, your input will be valuable.

AUTHOR

2017-03-05T07:39:02+00:00

Nemesis

Roar Guru


:-)

2017-03-05T07:09:28+00:00

Jeff dustby

Guest


And yours is caltex, thanks for following me

2017-03-05T04:50:12+00:00

c

Guest


hey fuss have you considered the taxation implications of executing any of these strategies

2017-03-05T03:42:35+00:00

Chopper

Guest


Nemesis you have excelled with this article so much so that you got some really good bites from Rick "guru" Disnick.

AUTHOR

2017-03-05T01:58:57+00:00

Nemesis

Roar Guru


Thanks, Middy.

AUTHOR

2017-03-05T01:20:32+00:00

Nemesis

Roar Guru


Thanks for the feedback. Glad you enjoyed it. There are so many more useful off-field issues to apply our minds than the mind-numbing weekly TV ratings & crowds. Future topics: * WLeague competition operating model * Internal competition principles fans would like to see: eg scheduling (breaks for WCQs help for ACL teams, better ticket pricing, community club ownership, broadcasting

AUTHOR

2017-03-05T01:17:40+00:00

Nemesis

Roar Guru


Thanks. The ensuing discussion has also produced valuable insights. If FFA gets this right, we'll start to extract the potential that lies dormant amongst the massive grassroots football communities across Australia.

2017-03-05T01:15:17+00:00

Doc Disnick

Roar Guru


Nope, the filter must not like the word 'devil' for some reason.

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