Football Plan for Rochdale AFC

14 March 2024

We extend our gratitude to everyone who has contributed their time, energy, and support as we developed our initial plan for Rochdale AFC. We appreciate in particular the efforts of RAFC staff, the Rochdale Economic Development Corporation, and the Rochdale Borough Council Planning and Development Department. Additionally, we are thankful to the local community and fans for the hospitality during our visits to Rochdale.

We are pleased to release this initial plan for Rochdale AFC.

Plan for RAFC - The Football Club LLC - March 2024

——————

TFC Statement and LOI Release

12 March 2024

We were disappointed to hear today that the chairman has elected to enter a period of exclusivity without an open, full, and fair process. We believe it's crucial for both supporters and shareholders to be fully informed about the future of their club. 

Given the numerous questions surrounding this issue, we want to provide as much clarity as possible based on the information available to us. 

Attached is our Letter of Intent (LOI) as submitted to the Chairman. We have not yet received any feedback on the LOI from the Chairman, nor have we been given an opportunity to respond to the opposing bid. We believe that both LOIs as submitted should be made transparent to shareholders so they can assess what each bid offers.

We've been engaged in discussions with the club for over two months while working on a long-term business plan that could provide financial stability and additional revenues. 

We had a meeting scheduled with Simon for this coming Wednesday to further discuss our plans and thoughts regarding the club's future. However, Simon unexpectedly canceled this meeting on Saturday.

We advocate for a fair evaluation process for all bids. If another bid ultimately proves to be more beneficial for the club, we will fully support the decision to choose that bid.

PDF of 3 March 2024 LOI submitted by The Football Club LLC (Reprinted below)

 

CONFIDENTIAL

Date: 3 March 2024 Simon Gauge, Chairman Rochdale AFC

Crown Oil Arena

Dear Mr. Gauge,

We are writing to provide a letter of intent from The Football Club LLC (TFC) in respect of a transaction with Rochdale AFC (RAFC).

The upcoming EGM vote is politically and emotionally charged. We do not want to add any confusion to the proceedings and feel the club’s stakeholders should decide the future of the club without us impacting the vote. Therefore, we ask that our submission be kept confidential until after the vote is made by the shareholders and fans at the EGM on 7 March 2024. However, there is one exception to this request: you are permitted to forward this Letter of Intent (LOI) to George Brigham prior to that date. We also request that George Brigham keep this LOI confidential.

We appreciate your hospitality in our February 2024 visit as well as the time, effort, and energy that you and other local community leaders have afforded us. Working with you over the past 3 months to develop our plan has been exciting and deeply fulfilling for us on both a personal and professional level.

Our plan is to provide a capital infusion into the club to cover the next four years of projected deficits while establishing a revenue stream through the commercial development of the club’s grounds. This would be done in such a way as to protect the pitch, stands, and football/rugby spaces. The commercial center would provide the club with long-term stability.

This plan is contingent upon a positive opinion from the Borough Council Planning and Development Department. Our intent is to receive that opinion in March 2024. We note this to be completely transparent. The other bid appears to rely on a commercial real estate development plan as well; we anticipate that the other plan would also need such an opinion in order to move forward.

Our ownership group includes professionals with expertise in property development, tech entrepreneurship, data science, business development, law, finance, marketing, logistics, and more. It is led by two passionate footballers, one of whom grew up in and lives in Lancashire. Most of us are eager to contribute our skills free of charge.

We will strive to ensure that the history and traditions of RAFC are maintained for future generations of fans. We are fully committed to the success of Rochdale AFC.

We do not have a multi-club strategy. We have a Rochdale AFC strategy.

Transaction Overview and Structure

Based on our preliminary review of your football club, TFC is pleased to submit this non-binding letter of intent for a transaction with RAFC. We have shown proof of funds to demonstrate our ability to complete this transaction.

This proposal is based on the pending restructuring of the club’s share structure at the March 7th EGM which would issue 9,000,000 new shares of the club, increasing the total club shares to 10,000,000. We propose purchasing 80% of the equity of RAFC, including all assets and liabilities.

We believe that for this transaction to be successful our interests must be aligned. With that in mind, we are proposing a structure that allows all parties to benefit from our future success in an equitable way.

Subject to alignment on definitive documents and completion of customary diligence, we are offering the following:

  • £1,600,000 at closing, with the use of proceeds to be put towards the operation of the football club.

  • TFC receives 80% of all RAFC shares on a fully diluted basis, issued upon closing and not subject to any vesting period.

  • As a gesture of goodwill to the Rochdale community, TFC will transfer 5% of all shares on a fully diluted basis to The Dale Trust to help restore their ownership stake in RAFC (this would leave TFC’s share total at 75% of all shares).

  • £220,000 of Simon Gauge’s debt will be converted to equity representing 10% of the fully diluted shares of RAFC. We would like to discuss how to handle the remainder of Simon’s debt.

  • It is our understanding the Borough Council has been open to deferring their debt for 5-7 years. This is a course of action we intend to explore.

We look forward to working with you to develop the process by which these competing bids will be assessed.

  

Regards, Justin Corrado

Managing Partner

The Football Club LLC

——————

Press Release

8 March 2024

The Football Club LLC Announces Letter of Intent to Acquire Rochdale AFC

The Football Club LLC (TFC) is pleased to announce that it has issued a Letter of Intent (LOI) to purchase Rochdale AFC, a historic football club based in Rochdale, England.

TFC is a collective of professionals from the U.S. and U.K. with a love of football and expertise in management, property development, tech entrepreneurship, finance, data science, business development, law, marketing, and more. It is led by two passionate footballers Justin Corrado and David Dwyer.

"Rochdale AFC has a storied legacy and a loyal fanbase, including devoted shareholders who have made a sacrifice in support of their club,” said Justin Corrado, Managing Partner of TFC. “Our goal is to rejuvenate Rochdale AFC in partnership with the fans and community. TFC proposes to provide financial investment, support for players and coaches, and to put a football and business plan in place that will drive results on the pitch.”

TFC looks forward to releasing more information on its strategy for the club on 14 March 2024. It includes a plan to return 5% of the club’s shares to the Dale Trust. They also plan to grant the Dale Trust a golden share, which would allow them to protect the name, colors, and badge of the club in perpetuity.

Justin and David worked with club leadership to develop their proposal over two months. In addition, they spent time in Rochdale in early February attending a match, meeting the club directors, and watching the team train. They look forward to returning to discuss their proposal and expand on their plans for the club with the board and the Dale Trust.

“As a Lancashire lad, I first stepped into Spotland when I was 10 to watch Dale play Manchester United. I recently attended the games against Dag & Redbridge and Wealdstone. I’ll be in the Sandy Lane End on Saturday, and I’m particularly looking forward to the away game at Oldham on 6 April,” said David Dwyer, Partner at TFC. Adding, “TFC isn't driving a bottom line-based strategy across a portfolio of clubs – we’re a group of business leaders who prioritize transparency and accountability who are committed to seeing Rochdale AFC succeed.”

Questions and media inquiries can be directed to contact@thefootballclubllc.com

Who We Are

Justin Corrado - Managing Partner

Justin Corrado has over 20 years of experience in real estate development, construction management, and sports leadership. Justin specializes in the development and construction of complicated, mixed-use projects for multiple asset types across the United States. With an academic background in Economics, Justin holds an MBA from Barry University, and a Masters in Real Estate from New York University.

Justin has a rich football background, earning All-America honors as a goalkeeper at Rollins College where he was later inducted into the school’s Athletic Hall of Fame. Justin later coached and worked for Ajax America under the Ajax Amsterdam Academy System and served as an Assistant Coach at Barry University in Miami.

David Dwyer - Partner

David, a Lancashire native, has over a decade of experience in enterprise sales for start-ups, early-stage ventures, and Fortune 500 companies including Oracle and Salesforce. He specializes in securing large transactions across various industries. David was a footballer in the Preston North End Academy and was a standout performer at Rollins College.