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Bristol to Play at Memorial Ground Shock

Centenary Stand
By Ian Todd August 19 2007
It has been announced that the proposed redevelopment of the Memorial Ground has been postponed. The reason for this decision is stated to be “a delay in the signing of the section 106 agreement due to on-going negotiations with third parties”. However persistent rumours indicate problems persist with the financing of the project.

It has been announced that the proposed redevelopment of the Memorial Ground has been postponed.  The reason for this decision is stated to be "a delay in the signing of the section 106 agreement due to on-going negotiations with third parties".  However persistent rumours indicate problems persist with the financing of the project, particularly the business model on which it is based.  Certainly Football League rules would make it very difficult for Rovers to move away and for the redevelopment project to then be shelved and the land sold for housing or a superstore (as happened to Brighton & Hove Albion some years ago).  This means, of course, the Bristol will play the entire season at the Mem (aside from two matches at Ashton Gate against B**h and Glos) instead of relocating to an undetermined location.

How we got into this position is a long story, the full details of which will probably never be brought to light.  Bristol Rovers now claim to have owned the ground since 1998 and are keen, for some reason, to distance the current Bristol rugby club from its predecessor.  Technically the stadium is not owned by Bristol Rovers but by a separate company, The Memorial Stadium Company Ltd.  Admittedly this company is controlled by the same one that also controls Rovers, but Bristol Rovers do not directly own the ground.  In any event the MSC Ltd, jointly owned by the rugby club and ‘Rovers', purchased the ground from the rugby club for a very reasonable £2.3M.  Seemingly this prevented the ground being sold to the pension fund of a distribution company.  It has been said that both Rovers and this company had shareholders in common.

At this point both clubs were the tenants of a company that they jointly controlled.  However the rugby club were forced into administration when the then chairman called in his loans to the club.  Horrifyingly, the shareholders agreement for the MSC empowered the other party to purchase the shareholding of the party going into administration for its nominal value of £10000.  Unsurprisingly ‘Rovers' did so.  How this rather odd clause came about is hard to understand.  Certainly many of the then shareholders of Bristol Rugby were unaware of its existence.  The man who put the club into administration must have been aware of the way in which the contract was structured, given that he was chairman of the club.  It was a dark time for Bristol rugby.

The consequences remain with us, as we have no real asset as a club and the MSC can make unilateral decisions about the ground that directly affect the players and supporters of the club that originally owned and developed the ground.  For example, the proposed redevelopment is for a bland all-seater stadium when many supporters prefer the atmosphere and flexibility of terracing.  Northampton have shown how a stadium that they actually own can be redeveloped to include increased seating whilst retaining a substantial terraced area.  Sadly, Bristol have no say in the process at the Mem.  Granted the current management do not appear to favour terracing anyway, but the consequences for the club in terms of income, fixture scheduling and stability without any real say in the running of the ground are severe.  This has been clearly shown with the uncertainty over where Bristol would play their home fixtures in the latter part of the upcoming season.  Many long-time supporters have put off their purchase of season tickets until the uncertainty was resolved.  The recent announcement that the redevelopment was not to go ahead as previously scheduled means that both Rovers and Bristol will be at the Mem for the whole of the coming season.  Bristol's long term lease at the Mem inevitably it means that any decisions concerning the future location of the club will be deferred, assuming that the redevelopment goes ahead as currently planned. 

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Re: Bristol to Play at Memorial Ground Shock
Posted by: rambling sid (IP Logged)
Date: 2007:08:19:14:47:03

Two comments on the above report.
THe MSC bought the ground for a very reasonable £2.3 million. You bet your sweet life it was reasonable considering the building of the West Stand, which had involved a number of us as debebture holders, cost £2.6 million, more than the total cost of the sale of the ground.
many of the shareholders were unaware of the existence of the clause enabling the other party to purchase the other half of the ground for £10,000. Certainly as a shareholder at the time I knew nothing of this, and I suspect very few others did either.
I would also point out that the old rugby club was only formed into a limited company just prior to all this happening, which meant that the directors were able to make their decisions without reference to the members or shareholders. Had we still been a members club things might have been oh so different.
however not that I wish to be accused of living in the past and being all bitter and twisted.

Re: Bristol to Play at Memorial Ground Shock
Posted by: WilliamBlessing (IP Logged)
Date: 2007:08:19:15:21:10

Indeed, thankyou Ian Todd for shining some light on the past. So much has happened that will never be revealed, deals being done in smoke filled rooms, various people in bed with each other, scratching each others backs, nod nod wink wink nudge nudge know what I mean, and the latest comical carve up by the council committee is worthy of a Carry on film in its own right with Sid James as Arthur Holmes.

The essential piece missing from the jig saw is the Combination Ground in Filton sold for warehousing I believe by Arthur Holmes who is now, I believe a shareholder in the Stadium Company, and Ive a feeling that so is Malcolm Pearce.

One thing I am sure of is that members were each offered 400 shares gratis with their season tickets and inivited to invest. I know this for a fact because I was working at Computorshare, the share Registration company administering the scheme upon Bedminster Down. When I was offered them I took the 400 as not worth the paper they were printed on and it disturbed me that some supporters did invest in the club, notably Danny the Water Boys late grandad, to whom Malcolm Pearce was very kind and sympathetic.

I was given a lift to a United game by a member of the coaching staff about ten years ago and the things he told me were fascinating, but blow me I cant remember a thing he said.



Edited 1 time(s). Last edit at 2007:08:19:15:23:52 by WilliamBlessing.

Re: Bristol to Play at Memorial Ground Shock
Posted by: Mole in a hole (IP Logged)
Date: 2007:08:19:16:11:48

The old BFC, which was a members club, incorporated in 1995 with the advent of the professional era under the Provident & Friendly Societies Act. Us former members became shareholders with what turned out to be worthless bits of paper. The "Club" which was already stretched by the building of the Centenary and West stands went on a spending splurge on recruiting a professional playing and support staff without the income to match it. By 1997 it owed the bank over 2m and the bank were getting twitchy. Arthur Holmes had also lent them well over £1m. I remember spending an uncomfortable lunch sat between the Club's bank manager and the then finance director around this time!

Rovers had moved in as tenants and the sale of the stadium to a new joint company was a strategy to get the bank off the Club's back. Basically the club put the stadium into the new company and Rovers £2.3m, a figure based on an independent valuation of the ground, which is why the option to buy the other party out for 10k in the event of insolvency was part of the deal. Arthur Holmes was given the training ground at Filton as security for his loan.

A year later the club's finances were still headed south and Arthur decided that he had to call in his money, and appointed Receivers. The club had already sold an option to a property developer for the Filton ground, which was finally exercised about three years back when all the planning hurdles were finally overcome. As first charge holder Arthur Holmes probably got his money back then but after the Receivers had trousered their "modest " fee there was diddly squat from the proceeds for the unsecured creditors, let alone the shareholders.

All rather unfortunate, but all above board. Some naive financial management perhaps, but Bristol were not the only club to spend beyond their means following the IRB's vote 1995

Re: Bristol to Play at Memorial Ground Shock
Posted by: Westoner (IP Logged)
Date: 2007:08:19:16:49:58

The Combination Ground was reportedly sold, by the receiver, for £5million in March 2004. Arthur Holmes was owed about £1 million. Therefore there is a 'black hole' of £4million. A little more than 'unfortunate' i would suggest. Someone has pocketed £4million.

Re: Bristol to Play at Memorial Ground Shock
Posted by: Big Dave (IP Logged)
Date: 2007:08:19:19:11:40

Because I found it recently while clearing out the spare room, I take the liberty of quoting verbatim from the back page of the Evening Post from Monday 25 May 1998, two days after that awful loss to London Scottish:

"Chairman Arthur Holmes today pledged to invest £600,000 in new players to help Bristol bounce straight back to Premiership I next season.

"The Memorial Ground club were relegated on Saturday after losing both legs of their play off to London Scottish, dropping out of the top flight for the first time since leagues were launched in 1987.

"But Holmes, who has pumped in £1.6 million of his own money into Bristol, is determined that the club's stay in Division II will be only temporary.

"The £2.3 million sale of the Memorial Ground to the new stadium company will be completed on Wednesday, clearing most of Bristol's pressing debts.

"The club and Bristol Rovers will be the two stake-holders in the new firm which will own and run the Memorial Ground.

"Holmes will be repaid £600,000 and he said: 'I want to use that money to attract quality players to the club'"

I would dearly love to know what happened between then and the last week of July when the receivers were called in.

http://i8.tinypic.com/24zda1i.jpg
Virtue et Industrial, may Bristol never fail,
Virtue et Industrial, 'til we'm all down Arnos Vale.

Re: Bristol to Play at Memorial Ground Shock
Posted by: rambling sid (IP Logged)
Date: 2007:08:19:19:28:51

I suspect we shall never know Big Dave. It is amazing that there should have been such a change of heart in little over two months of the close season when presumably little would have changed with regard to the club's finances.



Edited 1 time(s). Last edit at 2007:08:20:03:22:52 by rambling sid.

Re: Bristol to Play at Memorial Ground Shock
Posted by: WilliamBlessing (IP Logged)
Date: 2007:08:19:19:41:39

To be fair, Arthur and Geoff Lewis realised what Malcolm Pearce was to discover five years later that no matter what they did, gates wouldnt get above 5,000 and as a result it would be better to let some other mug have a go, and let them lose another 5,000,000 quid in the process.


As it happens, as the club slowly repays Malcolm his losses it would seem that by a miracle neither of them have actually lost anything but their hair.

Re: Bristol to Play at Memorial Ground Shock
Posted by: rambling sid (IP Logged)
Date: 2007:08:19:19:43:07

Whereas we William, lost our ground.

Re: Bristol to Play at Memorial Ground Shock
Posted by: Westoner (IP Logged)
Date: 2007:08:19:20:49:00

The money to buy the land and build the Memorial Ground was, i believe, raised through an appeal by the Lord Mayor of Bristol, the largest contributors being the Cowlin family. The Combination Ground was bought by Bristol in the late 1930's, a more innocent age, for use by the Combination clubs.

Those assets were for the people of Bristol and certainly never meant to be sold for the benefit of one person. I can only imagine that Sir Francis Cowlin, a former president of Bristol, would be metaphorically turning in his grave to find out that
Arthur Holmes was a shareholder of Bristol Rovers (1883) Ltd (as of August 2006).

Re: Bristol to Play at Memorial Ground Shock
Posted by: gran (IP Logged)
Date: 2007:08:19:21:55:28

Does anyone recall the names of the other Directors of Bristol Rugby at the time that the agreement was signed off by which Rovers and MSC were eventually able to take ownership of the ground? For it is these individuals that are responsible for the current situation.
Whilst one can appreciate the need for lenders to have security for their debt, and thus for Rovers or MSC to become outright owners of the ground if Bristol Rugby became insolvent, the fact is that there should surely have been a clause which would have safeguarded the use of the Mem as a rugby/soccer ground in perpetuity, and which was available to Bristol Rugby for that tenure.
This was not done, and this was either a huge mistake or a deliberate outcome of the dire circumstances at the time in becoming indebted in ths way. If the latter, then the probability still exists that the land will be sold for housing redevelopment at worst, or that Rovers will evict Bristol Rugby and continue at the Mem as a soccer stadium. Either way, that is the cost of the collateral that Bristol sold off after its injudicious venture into the professional era in the nineties, overseen by the same directors.
The inability of the current management to make any statement as to where we would be playing until a few days ago is a characteristic of the junior relationship of Bristol Rugby at the Mem. We are tenants, and shorthold tenants at that. The cavalier approach of the owners of MSC to the season ticket holders of both Bristol Rugby and Bristol Rovers at the start of a critical season for both clubs suggests to me that neither constituency counts with the owners of the ground in the longer term. How many houses can be built on this land? And what are the likely profits? Rather large and compelling for developers and a council looking for development land for more housing.

Re: Bristol to Play at Memorial Ground Shock
Posted by: Big Dave (IP Logged)
Date: 2007:08:19:22:31:56

Malcolm Pearce's best idea ever was a trust, owned by the fans of Bristol Rugby and Rovers, of which the clubs would be tenants.

Still a good, if unlikely, solution in my mind.

Re: Bristol to Play at Memorial Ground Shock
Posted by: DaveAitch (IP Logged)
Date: 2007:08:19:23:11:35

Very interesting. I'm just glad that my club, Caldy, is still a members club.

As was said on one of your other threads, after the ground problem had been 'sorted out', "it only postpones the problem".

Re: Bristol to Play at Memorial Ground Shock
Posted by: Rich. (IP Logged)
Date: 2007:08:20:10:30:04

But of course William the club has been able to get crowds of well above 5,000 (average last year over 11,000 and I believe only one GP game with a crowd less than 9,000). So MP and others were doign something wrong and of course our crowds rose when we got relegated and the current consortium took over!!

I had thoght Arthur Holmes had died but by the sounds of it I was thankfully wrong

Re: Bristol to Play at Memorial Ground Shock
Posted by: Mole up the pole (IP Logged)
Date: 2007:08:20:19:47:53

Westoner;

The money the receiver received from the sale of the Filton Ground was nothing like £5m. A very close acquaintance had a very good view of the contract. Allowing for payments to third parties for access, planning fees, section 106 agreements, consultants fees and the number 1 rule of journalism (always double any number in any story) the buyer may have "reportedly" paid close to this amount to get the site to a state where building could start but that is a very different thing. Sorry to kill off the conspiracy theories.

Re: Bristol to Play at Memorial Ground Shock
Posted by: WilliamBlessing (IP Logged)
Date: 2007:08:20:20:06:18

Mole up the pole,

Sorry if Im being a bit thick, but can you elucidate?
In all of these baffling commercial transactions there is always, hidden away from the simple Joe Public, a bottom line.

And the bottom line is "How much did Arthur Holmes make, personally, from the sale of the Combination Ground?"

In truth I know a lot of these business plans are no more than reactions to the latest tragic disaster, and the participants stumble from position to position in a fog of confusion and despair.

Certainly thats what happened to Malcolm Pearce, if not Athur and Geoff Lewis.It wasnt from lack of trying. No one would have wanted to be in their position. Arthur had the big problem of working in a completely new market place, Malcolm similary struggled, although by the way, we did reach the grand final and qualify for Europe in his five year reign.

Both were and are good men. We lost the ground, but we are still playing there. Perhaps we should be greatful for that.

Re: Bristol to Play at Memorial Ground Shock
Posted by: rambling sid (IP Logged)
Date: 2007:08:20:20:45:09

Mole in a hole/up the pole (Are you one and the same)
You appear from your postings to have considerable knowledge of what went on at that time, although I did notice a couple of factual inaccuracies in your original posting. Were you actually involved with the club on the management side at the time.

Re: Bristol to Play at Memorial Ground Shock
Posted by: Hercules Spoons (IP Logged)
Date: 2007:08:21:08:36:56

One of my main concerns in this unfortunate affair was the timing of Holmes's withdrawal of his financial support.

I can see that he would want to safeguard his position and call in his loan, although let us not forget he,Lewis, Redwood et al (incl Pomphrey I recall) were very much in charge of the decisions made at that time.

I can also see that he probably thought the Bristol members and public were not committed to assisting saving the Club at this time. Dont forget very few of us bought the shares on offer (as opposed to the shares given in recompense to the privatisation of the members club) and so was not prepared to stand, more or less, alone.

But why did he wait till the club has signed up to that crazy ( because the financial position was known) agreement to relinquish the half share of the major asset for £10k. It was only a matter of weeks after that that he withdrew his support.

I remain extremely sceptical.

Re: Bristol to Play at Memorial Ground Shock
Posted by: Westoner (IP Logged)
Date: 2007:08:21:08:44:04

Mole up the pole - the £5million figure came from an article in Property Week which hopefully i'm not infringing their copyright by reproducing below -

Property Week
Bristol rugby land bought

19.03.04

Bristol-based developer Terramond has bought training grounds belonging to the old Bristol Rugby Club from administrative
receivers for a £30m distribution and warehouse park.

The developer bought the 22 acre (8.9 ha) site next to the A38 at Filton in north Bristol last week for around £5m. Under a section 106 agreement the company will establish replacement playing fields at Colony Farm. Terramond plans to build around 300,000 sq ft (27,870 sq m) of sheds at the development site, called North Bristol Park on Filton Road, opposite land occupied by BAE Systems. It has already won planning consent from South Gloucestershire Council.

Some playing fields on the site will be retained for use by the St Brendan's Rugby Club.

GVA Grimley acted for the joint administrative receiver, Middleton Partners. King Sturge and Alder King acted for Terramond and are the letting agents.


You mention complying with the S106 agreement but the last time i drove past Colony Farm near the old Hortham Hospital, there were no rugby pitches, only a new housing development on the hospital itself. Maybe it would make a nice site for a new Bristol ground once the road access has been improved.

Re: Bristol to Play at Memorial Ground Shock
Posted by: rambling sid (IP Logged)
Date: 2007:08:21:17:58:31

Picking up on a point made by Mole in the hole, the club's finances were in considerable difficulty at the time of the incorporation of the club, which I think was in 1996 not 1995. However at that stage the West Stand had not been rebuilt, although the old West Stand was coming to the end of its life as it had been condemned. Given the undisputed parlous state of the club's finances why did the directors enter into an agreement to build the new West Stand at a cost of £2.6million. We could have managed without a new permanent structure until finances may have improved.
I would describe the commitment of this additional expenditure at such a time as rather more than "unfortunate", and the phrase "naive financial management" hardly seems appropriate. Surely directors have a duty of care to their shareholders.

Re: Bristol to Play at Memorial Ground Shock
Posted by: Mole going underground (IP Logged)
Date: 2007:08:21:19:51:52

Property Week is also written by journalists, and as an organ that I read regularly in my burrow, I can tell you that it is just of capable of getting facts wrong as any other publication. In any event the agents will have put the gross amount Terramond (yes - that was the buyer) paid to unlock the site in their press release as big numbers are more likely to get you publicity, even in trade journals. £5m is a lot more than the Receivers would have received for Bristol's interest.

And Arthur Holmes could not have "made" anything. If the Receivers had anything left over after paying back his loan and taking their own fees, it would have gone to any second charge holders or preferential creditors, eg Customs & Excise, IR, employees etc. From my knowledge of the contract and the sums involved is was pretty plain to me that there would be nothing left over, and I have not paid to obtain the Receiver's closing statement from Companies House. But it will be there if anyone wants to check

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