Selasa, 12 Oktober 2010

United We Stand, Divided We Fall


Pity the average Manchester United fan trying to make sense of the club’s annual financial results announced last week. On the one hand, they look great with record turnover of £286 million, operating profits climbing above £100 million for the first time and £164 million cash in the bank, but on the other hand they look terrible with a record loss of £84 million, disappointing revenue growth and a mountain of debt. No wonder chief executive David Gill admitted that the figures could be confusing, “These are very good results for the club with records here, there and everywhere, but they are complicated with non-cash items and exceptional once-off hits.”

This has been the order of the day ever since the Glazer family bought United in 2005 in a £790 million leveraged buy-out that loaded debt onto the club. They paid £250 million themselves, but borrowed the remaining £540 million from banks and hedge funds. Before the men from Florida arrived, Manchester United was a thriving business, free of debt, with plenty of cash to invest, but the Glazers have effectively mortgaged the club to the hilt.

Despite these financial concerns, United have managed to maintain their success on the pitch, winning the Premier League three times and the Champions League once in the last five years. However, there are now signs that all is not right with the team, as United “only” finished runners-up in last season’s Premier League, while they were eliminated in the quarter-finals of the Champions League by eventual losing finalists Bayern Munich. A pretty good performance by most teams’ standards, but not quite the levels that United fans have come to expect.

"Wayne's World"

In contrast, United’s support is all too familiar with the club applying liberal helpings of spin to present the financials in the best possible light. No matter how hard you look at the press release, you still won’t see the word loss appearing. Of course, at an operating level, there’s no doubt that this is a truly impressive set of figures, but the fact is that Manchester United only make profits until they make interest payments, as their enormous debts to the banks and hedge funds soak up all the profits from the playing side.

All of David Gill’s strenuous efforts to put supporters’ minds at rest only serve to raise further questions, as they ask how it is possible for a club to move from operating profits of £101 million to a loss after tax of £84 million – a massive reduction of £185 million.

The first thing to note is that what the club describes as operating profit in the press release is not what most people in the accounting community understand as operating profit, nor indeed the same as the figure that the club uses in its accounts, which is only £15 million. No, the £101 million is the dreaded EBITDA (Earnings before interest, tax, depreciation and amortisation). Many analysts like to use this measure, but Warren Buffet, the legendary investor, cautioned, “References to EBITDA make us shudder. It makes sense only if you think that capital expenditure is funded by the tooth fairy.”

Nevertheless, Buffet would accept that it makes sense to focus on the free cash flow, so there is some logic to excluding non-cash expenses (or paper losses), which in United’s case amount to £84 million. Many of these are common to all football clubs, namely player amortisation £40 million and depreciation on fixed assets £9 million, but there is one large item that is virtually unique to United, which is the £35 million amortisation of goodwill resulting from the Glazers’ acquisition of the club. In accounting terms, this means that they paid more for the club than its fair value, the difference being booked as an asset called goodwill, which has to be written-off over its estimated economic life (15 years in this case).

It is clear that United have no problem generating cash. In fact, the club is a veritable cash machine, which is what attracted investors in the first place, and this year they reported an excellent net cash inflow of £104 million. Although this was lower than the £111 million produced in 2008/09, that year included an advance payment of £36 million as part of the new shirt sponsorship agreement, offset by a £10 million directors loan, so it actually represents an improvement in real terms.

So what do the club spend all that lovely cash on? The answer is interest payments – and lots of them.

"Know your rights"

This year United’s net interest payment was a jaw-dropping £42 million, coming from seven months of interest on bank loans and five months of interest on the bond issued on 29 January. As the interest rate on the bond is higher than the bank loans it replaced, next year’s interest payment will cost even more at around £45 million.

In addition, this year’s accounts include an incredible £67 million losses from exceptional items. Most of this was due to the early repayment of bank loans, which resulted in a £41 million loss on interest rate swaps and also triggered the accelerated write-off of the remaining unamortised debt issue costs of £5 million. The swap was a derivative used to hedge against movements in interest rates, but the club did not anticipate that they would fall as far as they have in the credit crunch. Although the switch from bank loans to the bond crystallised this loss, the club claim that this was still a price worth paying, as the bond will provide them with more financial stability, though they made similar noises when they refinanced just three years earlier.

It will not have escaped those observers who are good with figures that the annual interest payment of £42 million plus the once-off £41 million paid for the bond issue add up to a sum that is horribly similar to the £81 million received last year when Cristiano Ronaldo was sold to Real Madrid. Fancy footwork on the wing replaced by fancy footwork on the balance sheet – how do you like them apples?

"His name is Rio and he dances on the sand"

There was also a £19 million foreign exchange loss arising on the translation of the dollar denominated element of the bonds ($425 million) due to the strengthening of the dollar relative to sterling in the period since the bond issue. Importantly, this loss is not a cash expense and would not be realised until 2017 when the bond is due for repayment. Furthermore, if the dollar were to weaken against sterling, future profit and loss accounts might show a forex gain here. Of course, if the dollar were to strengthen, there would be more losses. It all depends on movements in the exchange rate.

Finally, there is yet another exceptional item: a £2 million increase in an onerous lease provision on a property where the club has failed to secure an income generating tenant.

Enough of all this head-spinning accounting terminology, the main point to grasp here is that there should be far fewer exceptional items in next year’s accounts, which would improve the profit (or loss) by nearly £70 million.

In summary, the £101 million operating profits in the accounts have been reduced by £193 million for the following factors: (a) non-cash flow expenses £84 million; (b) interest payments £42 million; (c) exceptional items £67 million. We then add £13 million profit from player sales and deduct £4 million tax to produce the £84 million loss. Simples.

"Old Man River"

Of course, all of these figures have come from the Red Football Limited accounts, so exclude the crippling interest payable on the PIK loans, which are booked in the club’s holding company, Red Football Joint Venture Limited. The club insists that these loans are the responsibility of the owners, but many commentators believe that they should be included to give the true picture of United’s total debt and interest payment, as the PIKs are secured on the club’s assets. The RFJV accounts for 2009/10 have not yet been published, but we know that last year the interest was £27 million and we can estimate £29 million for this year (14.25% on last year’s PIK debt of £202 million).

That would give total annual interest of an almost unbelievable £71 million. To place that into context, this is almost twice as much as the £40 million interest payment arising from Liverpool’s equally reviled leveraged buy-out.

Interestingly, the only difference between the RFL and RFJV profit and loss accounts comes from that PIK interest, so that would imply a 2009/10 loss before tax of £108 million for Manchester United – not a million miles away from the “shock horror” £121 million loss made by big-spending neighbours Manchester City.

This should be nothing new to Manchester United fans, as the club has reported large losses in four out of the last five years. The only exception was last year’s profit before tax of £48 million, but this would also have been a loss without the extraordinary £81 million profit on player sales, due to Ronaldo’s transfer.

"The gift that keeps on giving"

However, the fact that the club only made a profit by selling their best player has to be a cause for concern for the fans, who will worry that more players will be sold in the future in order to balance the books. Indeed, Philip Long, partner at accountants PKF, has commented, “The loss shows that the business model doesn’t work unless there are player sales. It’s an absolute mess.”

The huge loss was no surprise for Duncan Drasdo, chief executive of the Manchester United Supporters Trust (MUST), who lamented, “Every time these results come out, we see how much money is being wasted.” In fact, since the Glazers’ arrival, the club has paid out around £450 million in interest and bankers’ fees (£213 million interest on bank loans and bonds, £45 million exceptional charges and £190 million PIK interest). That statistic bears repeating: nearly half a billion pounds has been wasted on the privilege of the club having the Glazers as owners.

Obviously, if the club had remained a PLC, then it would have had to pay out dividends, but nothing like this level. Equally plausibly, United could have been bought by a benefactor like Roman Abramovich, who has provided his club with massive interest-free loans. Some might consider that option a case of jumping out of the frying pan into the fire, but it does demonstrate the competitive disadvantage that United have suffered in comparison to Chelsea. All of the money paid to the Glazers could have been made available to strengthen the squad or keep ticket prices down, but has instead disappeared into the financial ether.

The damage that the debt inflicts on United’s profits can be seen if we compare their results with those of Arsenal, who are generally regarded as the poster boy for financial excellence in the football world. To facilitate a like-for-like comparison, I have only taken Arsenal’s football business, excluding property development.

The first thing that hits you is that United’s £286 million revenue is significantly higher than Arsenal’s £223 million, mainly due to commercial success. Unsurprisingly, this results in a far higher EBITDA of £101 million, which is almost twice as much as Arsenal’s £57 million.

However, this is where things start getting tricky for United, as depreciation and amortisation are considerably higher, meaning that Arsenal’s £20 million operating profit is slightly better than United’s £15 million. The difference is further exacerbated by United’s shattering interest payments, allied with Arsenal’s higher profit on player sales, all of which means that Arsenal report a profit before tax of £45 million, which is £124 million better than United’s £80 million loss. Of course, the exceptional expenses exaggerate the difference in 2009/10, but the general principle will remain the same in other years.

What is difficult to criticise is United’s revenue of £286 million, which is not only a record high for them, but also a record for all English clubs. As we have seen, they are a long way ahead of Arsenal, while other clubs are even further behind: Chelsea £206 million, Liverpool £185 million and Manchester City £125 million.

This placed United third in last year’s Deloittes Money League (based on 2008/09 results). Following the slight growth in revenue in 2010, they will remain in that position when the next Money League is published. However, we should acknowledge that revenue has increased by much more this year at both Real Madrid (to £375 million) and Barcelona (to £330 million), so they are now even further ahead, though that partially depends on the vagaries of the exchange rate. In passing, I would note that Real Madrid only made a £22 million profit (though still a profit) from their huge turnover, while Barcelona (like United) reported a big loss of £68 million. Altogether now: “revenue is vanity, profit is sanity”.

Although United’s 2010 revenue growth was very small (less than 3%), at least there was still some growth, unlike, say, Arsenal whose revenue fell actually slightly. In fact, United’s revenue growth of £120 million in the Glazer era has been mighty impressive, representing an increase of over 70%. Although you could argue that much of this is down to centrally negotiated television deals and the Old Trafford expansion that was approved by the former board, it would be churlish not to give the Glazers some credit for the rise in revenue, not least the impressive progress made in the commercial arena. Their revenue growth has certainly been better than Chelsea or Liverpool, while only Arsenal (of the Big Four) have a better 5-year growth rate at 90%, largely due to the move to a new stadium.

United’s revenue has gone from strength to strength over the past few years, leading to an impressively balanced revenue mix with no single stream dominating. The revenue split is now a healthy 37% media, 35% match day and 28% commercial. This is in marked contrast to the majority of clubs in the Premier League who have a dangerous reliance on television revenue, which is why their only strategy is to avoid relegation.

However, the big revenue question for United now is where the growth is going to come from in the future, as their gate receipts look maxed out and at some stage the seemingly never-ending rise in money paid for TV rights has to at least pause for thought. This explains their focus on boosting commercial revenue.

In the meantime, United’s match day revenue remains key to the core strategy, even though it actually decreased 8% in 2010 from £108 million to £100 million, primarily due to two fewer home games being played after earlier exits in the Champions League and the FA Cup. Nevertheless, it is still the highest of any European club, leading to a few truly gobsmacking comparisons: it is four times as much as Champions League winners Inter Milan, five times as much as Manchester City and seven times as much as Juventus. That’s a lot more cash – every single year.

The club consistently sell-out the 76,000 capacity Old Trafford, a stadium with 16,000 more seats than the next largest English club ground, The Emirates, following extensive renovation prior to the 2006/07 season which added 8,000 seats. Known to United’s supporters as the “theatre of dreams”, I’m sure that the bean counters must fully concur with his sentiment.

Of course, the other driver for the growth in match day revenue has been less palatable to the fans, namely the ticket prices, which have risen by nearly 50% under the Glazers’ ownership, although season tickets are still cheaper than those at Arsenal, Chelsea and Spurs. In the bond prospectus, the club actually boasts of its ability to increase ticket prices, “while other Premier League clubs have experienced a flattening or reduction in ticket prices in response to the economic downturn.”

These price rises (and opposition to the owners) help explain why the club’s season ticket sales are down this year from 62,000 to 59,000, though this is admittedly still by no means a poor performance.

It is difficult to foresee much revenue growth here, unless the club raises prices even more, especially as the hospitality market is considered to be “challenging”. There has been some talk about increasing capacity in the South Stand, but no concrete plans as yet.

On the other hand, United’s media revenue increased by 5% from £100 million to £105 million in 2010, which represented good growth, especially as the 2009 comparative benefited from income for winning the FIFA World Cup (£3 million) and competing in the UEFA Super Cup.

The TV money is largely made up of £53 million from the Premier League and £43 million from the Champions League. Even though United received a lower merit payment after dropping one place in the Premier League and the facility fees fell, as they were broadcast live one game less, this was more than offset by an increase in the central pot, producing an overall £1 million increase compared to 2009.

"What's going on?"

The Champions League payout was also higher, even though United only reached the quarter-finals, as opposed to the final the previous year. This was largely due to the 30% increase in the UEFA broadcasting contract, boosted by the weakness of Sterling (Champions League revenue is distributed in Euros). Interestingly, United only earned slightly less than the winners Inter Milan (£45 million), as their share of the TV pool was much higher, because this is linked to the size and value of each national TV market, which is larger in England than Italy.

Of course, United’s media revenue is still far below the Spanish giants, Real Madrid and Barcelona, as they are allowed to negotiate individual television deals, so earn around a third more at £135 million. Whether this arrangement endures is another question, given the pressure from other clubs in Spain to move to a collective agreement (as they have just done in Italy).

This gap should be narrowed next season when United will benefit from an increase in Premier League TV revenue, as 2010/11 marks the first season of the new three-year deal, which is much higher following the astonishing increase (more than doubled) in overseas rights. The increase could be as high as £10 million a year.

"So I represent value in the transfer market?"

Longer-term, it’s interesting to note that have increased their stake in MUTV Limited to 66.7% “in order to have greater influence over the future strategy of the channel.” The ability to use technology to distribute live matches is definitely one of the attractions for overseas investors.

Right now, the fastest growing source of revenue comes from commercial sponsors, rising by a notable 17% from £70 million to £81 million in 2010. According to the Money League, United’s annual commercial revenue is the highest in England (Liverpool £68 million, Chelsea £53 million and Arsenal £44 million), though the first two clubs’ revenue may have also grown over the last 12 months. However, although United’s marketing skills are to be applauded, they still fall well short of some continental European teams (Bayern Munich £136 million, Real Madrid £119 million and Barcelona £96 million).

United’s largest sponsorship contract is with long-term kit supplier Nike, running until 2015. This was worth an average £23 million a year until 2010, but increases to £25 million for the remaining years. In addition, Nike manage the club’s merchandising, licensing and retail operations, sharing the net profits equally with United.

"Let's play Happy Families"

Revenue from shirt sponsorship will also increase next year by around 40%, as the club have replaced AIG (£14 million a season) with Aon, who will pay £20 million a year until 2013/14. Only Liverpool’s £20 million deal with Standard Chartered can match this, while other clubs’ deals are far behind: Chelsea – Samsung £14 million, Spurs – Autonomy £10 million, Manchester City – Etihad £7.5 million and Arsenal – Emirates £5.5 million.

The good news does not stop there, as United have signed up many new commercial partners, including the likes of Betfair, Thomas Cook and Turkish Airlines, which has produced a 50% growth in revenue from partners other than Nike and Aon. This is an example of the enduring power of the United brand globally and the club’s ability to attract new partners, despite the negative headlines arising from the Glazers’ ownership.

This is hardly surprising if you believe some research conducted by TNS Sport in 2007, which estimated that United had 139 million core fans and 333 million followers worldwide. I have no idea whether those figures are accurate, but conclusive evidence of United’s popularity is evidenced by the sales figures from Nike and Adidas, which point to United (along with Real Madrid) selling more shirts globally than any other club.

On the costs side, the wages growth continues apace, rising 7% to £132 million, as the increase in salaries was partially offset by a reduction in performance bonuses. In other words, if the club had matched the previous season’s successes, the wage bill would have been even higher. As it stands, United’s wages are now the third highest in the Premier League, having been just over-taken by Manchester City, though I would expect that difference to accelerate next year, as this summer’s arrivals are added to City’s payroll. Chelsea’s 2009 wages are still at the top of the tree, but that may change in future, as they have been off-loading some high earners.

Wage bills of the top clubs on the continent are no better. In fact, they’re a lot worse with Barcelona’s “leading” the way last year with £224 million, followed by Inter £175 million and Real Madrid £159 million. Fortunately for them, they can just about afford this, as their interest payments are peanuts.

Although the wages to turnover ratio has increased (deteriorated) to 46%, it’s still highly respectable. In truth, it’s the best in the Premier League and is the only one below 50%, though Arsenal come close. To put this into context, over half of the Premier League clubs are operating with ratios above UEFA’s recommended maximum limit of 70% with Manchester City in pole position with 107%. How long United can compete without spending more on salaries is open to debate. In the bond prospectus, the club warned, “it may be difficult to maintain this ratio at historic levels without negatively impacting our ability to acquire and retain the best players.”

However, cost control at United has been pretty good this year with other operating expenses cut by 15% to £54 million, largely due to fewer matches, but also because 2009 included once-off charges associated with the selection of the new shirt sponsor. As the club does not provide much detail to support this figure, we cannot say for certain whether any management fees to the Glazers were included here. The bond prospectus revealed that a total of £10 million management fees had been paid between July 2006 and January 2010 and £2.9 million consultancy fees in 2009, while the new agreement allows up to £6 million per annum for management fees and £3 million for “general corporate overhead expenses”. Looking at the figures, my guess is that these have not been taken in 2010.

Further confirmation of United’s desire to contain costs comes from player amortisation, namely the annual cost of writing down the cost of buying new players, which is on the low side at £40 million, barely changed from the year before. This is much lower than those sides that have spent big in the transfer market, such as Manchester City £71 million, Barcelona £61 million, Real Madrid £55 million and Chelsea £49 million.

This is a reflection of United’s restrained spending on new players in the past few years. Since the Glazer takeover, United’s net spend is only £11 million (according to Transfer League), which is much less than their peers with the obvious exception of Arsenal. In the same period, City’s net spend is over £300 million more, while Chelsea and Spurs have spent £100 million more. Even Liverpool, equally constrained by debt, have spent six times as much. Clearly, United’s net spend is reduced by the Ronaldo proceeds, but even so, these are telling statistics.

It really does stretch fans’ credulity to breaking point when Sir Alex Ferguson claims that the reason that he has not made any marquee signings is that he cannot find any value in the transfer market. How about Mesut Ozil at £13 million or Rafael van der Vaart at £8 million? It is obvious to anyone with a pulse that the debt mountain has influenced the club’s transfer policy. This summer, the club only bought Chris Smalling, Javier “Chicharito” Hernandez and Bebe, hardly the stellar signings that the fans crave.

Even after all those interest payments, the debt has not reduced. In fact, the gross debt has slightly increased this year to £522 million, though net debt has fallen to £358 million, as cash balances are higher. As we saw earlier, most analysts include the PIKs in the club’s total debt figures. Adding our estimated interest charge of £29 million to last year’s balance, the PIK debt should now stand at £231 million, which gives total gross debt of £753 million. To paraphrase Winston Churchill, “never has so much been owed by so many to so few”, but this time it’s not meant as a compliment.

Not only is this an incredibly high amount of debt, but it is also unproductive debt for the club. In contrast to United, clubs like Chelsea and Manchester City have used their debt to fund the purchase of better players, while Arsenal used theirs to build a new stadium. United’s debt was only used to enable the Glazers to buy the company. Furthermore, it is obvious that the Glazers have no intention of reducing the debt. As Stephen Schechter, CEO of investment bank Schechter & Co, said, “I don’t believe they are de-leveraging at all.”

In January the club raised around £500 million of funds via a bond issue, which was used to repay the existing bank loans, in order to fix the club’s annual interest payments for a longer period (up to 2017) and so ensure more financial stability. However, the terms still compare badly with Arsenal’s bonds, as the debt has to be repaid quicker (7 years vs. 21 years) and the interest rate is higher (8.5% vs. 5.75%).

However, this is nothing compared to the Payment in Kind (PIK) notes, which is the most expensive debt in the Premier League. The interest rate was already a stratospheric 14.25%, before it rose to an eye-watering 16.25 % this summer after United broke the covenant whereby debt was not allowed to go above 5 times EBITDA. Unlike with a normal loan, the club do not have to pay back the principal on the debt in instalments – all the money is due to be repaid in 2017. This makes it an even more expensive way to borrow, as the club must pay interest on the growing balance. In this way, when the PIKs are due for repayment, the debt will have snowballed to £588 million, giving total debt of £1.1 billion.

"It's difficult to justify, sorry, explain"

The other component of debt that can sometimes be relevant to football clubs is that arising from player transfers, but this is not an issue for United, as they owe £11 million to other clubs, but are owed £13 million, so these basically net out. Given how Spanish clubs usually pay for players in a number of stages, it is a testament to the club’s negotiating skills that they received the entire Ronaldo fee from Real Madrid upfront.

Included within the net debt are astounding cash balances of £164 million, even higher than last year’s £151 million, though this has been boosted by cashing the £80 million Ronaldo cheque and using very little to improve the squad plus the £36 million upfront payment from the shirt sponsor. The seasonality of the cash flow also needs to be understood, as most of the season ticket money is received before the end of June and used to pay operational expenses over the next few months.

David Gill insists that the money can be spent on improving the squad, “The Glazers have retained that money in the bank and it’s there for Sir Alex if he needs it for players”, adding that “there is no pressure at all to sell any star player.”

"How much is my transfer budget?"

However, the question is how long will that cash be available? The bond prospectus allows the owners to take this money out of the club. Specifically, they are allowed to pay an immediate dividend of £70 million to Red Football Joint Venture Limited for “general corporate purposes, including repaying existing indebtedness” plus an additional £25 million dividend at any time. On top of this explicit £95 million, they are also permitted to pay out dividends up to 50% of net cash profits, as long as the club’s interest is still covered twice by EBITDA.

The assumption is that this means using the club’s cash to pay off the prohibitively expensive PIKs. As Jonathan Moore of Evolution Securities said, “There’s still pressure on them, as 16.25% is not an insignificant coupon. You’d expect the owners to take them out as soon as they’re able to.” The results show that this has not yet happened, but it may just be a question of time, as it makes no financial sense not to do so, especially as reports indicate that other parts of their business empire are struggling, e.g. a large number of shopping malls owned by the Glazers’ First Allied Corporation have defaulted on their mortgages.

Unfortunately, the Glazers appear to be determined to hang on. The vaunted Red Knights do not appear to possess the resources to mount a sufficiently attractive bid, while the Guardian has reported that the owners have already rejected several offers above £1 billion, including one of £1.5 billion from a Middle East consortium. If that were not clear enough, the board stated, “The owners remain fully committed to their long-term ownership of the club. Manchester United is not for sale and the owners will not entertain any offers.” Clearly, everything has its price and investors that employ the LBO model will normally sell when they feel that they have maximized value, so that’s unlikely to be the end of the story.

"The Three Wise Men"

Although United’s owners appear to have much in common with Liverpool’s American debt merchants, there is little chance of the club getting into a similar predicament. As Gill said, “United fans should not be concerned. We have a long-term financing structure in place, excellent revenues that are growing, we are controlling our costs and we can afford the interest.” This is undoubtedly true, but you can’t help wondering why his confidence was not supported by the bond prospectus, which candidly stated, “We cannot assure you that our business will generate sufficient cash flow from operations, or that future borrowings will be available to us, in an amount sufficient to enable us to pay our indebtedness.” It’s probably just one of those cover your backside clauses so beloved of lawyers…

Speaking of which, United are also confident that they will meet UEFA’s Financial Fair Play regulations, as most of their current losses are either once-off or of the paper variety. Gill explained the club’s assurance, “Charges related to goodwill and depreciation of fixed assets are ignored by UEFA. As a result, we can comfortably meet the qualifying criteria.” And you know what? I think he’s probably right, though it might be a close-run thing if UEFA include the PIK interest, treating RFJV as a related company.

The other point that may be interesting here is that UEFA treat dividends as relevant expenses, so they should be included in the break-even calculation. That presumably means that any dividend payments that the Glazers make in order to pay off the PIKs will be included. If so, it would be in the club’s interest to make such payments in the 2010/11 accounting year, as this is the last one excluded from UEFA’s calculations.

"Changing of the guard"

Another issue that the club has to confront is what happens if the team is less successful on the pitch? Revenue would be £40-50 million lower if the club failed to qualify for the Champions League, once gate receipts and sponsorship clauses are taken into consideration. That might seem absurd at the moment, but look what happened to Liverpool. Ageing players like Edwin van der Sar, Paul Scholes, Ryan Giggs, Gary Neville and even Rio Ferdinand will all need to be replaced, while the elephant in the room is Sir Alex’s retirement. That’s a hard act to follow. Conversely, this eventuality might also offer some encouragement to United fans, as the Glazers cannot afford for the team to fail, so at this stage an appropriate amount of spending might be approved.

I’ll leave you with two contrasting views.

The first is a down-to-earth assessment from chief executive David Gill, “We are comfortable with the business model.” Although this statement has been greeted with hoots of derision, in a funny way he’s half-right, as United’s financials look great – right up to the point when they’re confronted by massive interest payments on the debt the Glazers brought to the club.

The second is a passionate cri de coeur from MUST chief executive Duncan Drasdo, “Ostensibly we are the best-run football club in the UK for the last 20 years, generating amazing revenue, but the problem is that under the current ownership that's all being wasted because it's going into paying interest on debt. We could be competing with Man City and Chelsea for the best players. Instead of squeezing spend on players and pushing up ticket prices, we could be giving supporters who are being priced out, those that have supported the club for many years, the opportunity to watch their team. All of this is because one family decided they wanted to own our football club.”

It’s difficult to disagree with that.

Selasa, 05 Oktober 2010

How Manchester City Could Break Even


Just a week after Arsenal reported record profits of £56 million, the other side of the football finance spectrum was seen when Manchester City announced a massive loss of £121 million for the year ending 31 May 2010. This is not quite the worst loss ever reported in Premier League history - that dubious honour belongs to Chelsea, who lost £141 million in 2004/05, the first full year after the acquisition by their Russian benefactor Roman Abramovich. However, to put this into context, City’s deficit is more than the combined loss for every other team in the Premier League if you exclude Chelsea (or Liverpool).

This is also the first full financial year since Sheikh Mansour’s Abu Dhabi United Group bought Manchester City and it is no coincidence that the club has made huge losses ever since the takeover, as it is striving for rapid sporting success. Last year’s loss of £93 million was the largest by far in the Premier League and it will surely be no different for this year’s loss.

As chief executive Garry Cook explained, once again dipping into his tried-and-trusted book of corporate clichés, “Manchester City football Club is undergoing a significant transformation and our financial results for 2009/10 reflect the pace of that process through rapid and ongoing investment in our infrastructure, facilities and professional capabilities.” English translation: we’re spending loads of money, so we’re making big losses.

Hidden among all the financials is Manchester City’s fifth position, which is their best ever finish in the Premier League, and represents some justification for this heavy expenditure. There is no doubt that the club’s prospects look brighter than they have done for some time, but it’s certainly cost them a lot to get here. When looking at the accounts, two areas in particular stand out: the huge transfer spend and the growing wage bill.

Since Sheikh Mansour’s arrival, the club has splashed out over £350 million in transfer fees, averaging more than £100 million each season. This marks a sea change for City, which had been a bit of a selling club in the preceding years, but there have been few signs of this outlay slowing down. In fact, this summer City spent around £128 million on new players, though they did recoup £28 million from the sale of Robinho, Stephen Ireland and others.

As surely as night follows day, transfer expenditure of this magnitude will also result in a significant increase in the wage bill and this has certainly been the case at City. Wages grew by 61% last season from £83 million to an incredible £133 million. This is still lower than Chelsea’s £149 million, though that should now be reduced after high earners like Joe Cole, Michael Ballack and Ricardo Carvalho all came off the payroll this summer. However, City’s wage bill has now overtaken three clubs: Manchester United £123 million, Arsenal £111 million and Liverpool £90 million. Incidentally, it’s also more than twice as much as Spurs (£59 million), the team that edged City out for the final Champions League qualifying place last season.

Actually, wages have been growing apace for the last few years (49% in 2008, 52% in 2009), but there’s still no end in sight, as the £133 million does not include the impact of this summer’s incoming players (Yaya Toure, Mario Balotelli, David Silva, James Milner, Jerome Boateng and Aleksandar Kolarov).

In fact, the wage bill alone is now higher than the club’s revenue of £125 million, leading to a wages to turnover ratio of 107%, which is considerably higher than UEFA’s recommended maximum limit of 70%. Just two years ago, the club had managed to stay below this guideline with a more reasonable ratio of 66%. Needless to say, the current ratio is the highest (worst) in the Premier League and far higher than Manchester United 44%, Arsenal 50% and even Chelsea 68%.

Off the pitch, the situation looks no better with the number of staff working in commercial or administrative activities also increasing by more than 50% from 146 to 223. The highest paid director, presumably Garry Cook, received a whopping £1.8 million, up from £1.4 million a year ago. This is exactly the same amount that Arsenal paid their chief executive, Ivan Gazidis, but the former MLS deputy commissioner managed to bring in a very healthy profit, while the Gunners once again qualified for the Champions League.

Of course, there was some good news in the accounts, notably City reporting revenue over £100 million for the first time in the club’s history with a 44% rise in turnover from £87 million to £125 million. Although chairman Khaldoon Al Mubarak said, “We are encouraged by the growth in the club’s capacity to generate revenue from various sources”, it is clear that the vast majority of the £38 million increase has come from commercial revenue, which rose £30 million from £23 million to £53 million. Much of this has come from “corporate partnerships” after new agreements were signed with a number of what could be reasonably described as “friendly” partners, including Etihad Airways, Etisalat, the Abu Dhabi Tourism Authority and Aabar.

This growth might be fairly impressive, but it still leaves City’s revenue way behind the traditional Big Four. Manchester United’s £279 million is more than twice as much, while Arsenal’s £223 million and Chelsea’s £206 million are £100 million and £80 million higher respectively. Even Liverpool’s recent disappointments have not prevented them generating £60 million more revenue than City.

Of course, none of this financial weakness matters too much while the owners are supporting the club and covering the losses by pouring in substantial funds. Their generosity went a stage further last year, as explained by Graham Wallace, the chief financial officer, “The financial foundations upon which the club operates have been strengthened with the conversion into equity of £305 million in shareholder loans.” A further demonstration of commitment from the owners came when they purchased an additional £189 million of shares, taking their total investment in the club to nearly half a billion.

It should be noted that City are not quite debt-free yet, as they still have £36 million of outstanding loan notes and bank loans plus £39 million provided for future stadium rent, giving gross debt of £75 million. If cash balances of £35 million are taken into consideration, the net debt is only £41 million, which is still very low, though the accounts also reveal that City owe other football clubs an amazing £81 million, most of which falls due within one year.

"What have I let myself in for?"

Manchester City’s strategy is eerily reminiscent of the one adopted by Chelsea, namely to invest heavily in new players with the objective of gaining success on the football pitch, thus generating significantly higher revenue that will ultimately be enough to cover the growth in costs. As celebrity City supporters Oasis would no doubt say, “it’s all part of the master plan.”

The CFO confirmed this, “the club’s overall financial performance for 2009/10 is in line with the Board and management team’s long-term financial and operating strategies and consistent with expectations at this stage of the financial process.” That’s all very well, but keen observers of football finances will have noted that Chelsea are still nowhere near self-sufficiency, even though they have been telling us for years that they are on course to break-even. Although they have in fairness been reducing their losses year after year, they still made a large loss last year of £47 million.

To be honest, this probably would not have mattered much without the advent of the UEFA Financial Fair Play Regulations, which aim to “introduce more discipline and rationality in club finances and to decrease pressure on players’ salaries and transfer fees.” Under this regime, clubs will have to balance their books and operate within their financial means. In other words, they will be required to break-even by spending no more than they earn.

"The only way is up"

UEFA have explicitly stated that clubs like Manchester City cannot continue making huge losses, even if they are supported by a wealthy benefactor. Although this initiative has no impact on domestic leagues like the Premiership, clubs that fail to make profits will ultimately be excluded from European competitions. Given the magnitude of City’s losses, it will be a major challenge (at the very least) for them to reach break-even, though Garry Cook said, “The plan is to grow the revenues further, control costs and have young players coming through to replace some senior players. We want to be sustainable and intend to comply with financial fair play.”

The first season that UEFA will start monitoring clubs is 2013/14, but this will take into account the losses made in the two preceding years, namely 2011/12 and 2012/13, so the accounts need to be in far better shape in just two short years.

However, they don’t need to be absolutely perfect by then, as billionaire owners will be allowed to absorb aggregate losses (so-called “acceptable deviations”) of €45 million (£39 million) over the three-year monitoring period, as long as they are willing to cover the deficit by making equity contributions. The maximum permitted loss then falls to €30 million (£26 million) from 2015/16 and will be further reduced from 2018/19 (to an unspecified amount). Of course, this is still a much smaller loss than City are currently reporting, so it’s hardly going to be a walk in the park to get down to the initial, softer definition of “break-even”.

UEFA have provided some assistance, as their break-even calculation excludes any costs incurred for what they term sensible, long-term investment like improving the stadium, training facilities, youth and community development. In this way, City’s starting point in UEFA’s template is £6.7 million better than their published loss, as it excludes £4.5m depreciation on fixed assets and £2.2m stadium finance lease charges, giving a revised loss of £115 million. OK, a little better, but still a long way to go.

Nevertheless, Manchester City appear confident of meeting the new requirements. As Cook said, “The last thing we want is not getting a licence to appear in the greatest league.” However, many appear sceptical, especially as City have not provided any details of exactly how they are going to achieve this minor miracle. Indeed, many believe that this will prove impossible, unless the club somehow discovers some loopholes in UEFA’s regulations.

I’m not so sure.

Having taken a close look at the financials, I believe that City could legitimately be in line with the guidelines over the next few years and have prepared a 10-point plan to show how they could make it.

At this point, I should emphasise that the actions I suggest are by no means the only way of reaching break-even, but they should demonstrate that this objective is not as unfeasible as some believe. This plan assumes that the club’s owners would not be overly concerned about investing even more capital, nor about making lower profits in some parts of their organisation. In other words, this would not necessarily be the best use of their resources, but this would not be an issue, as the primary objective would be to get down to the elusive break-even target.

1. Wages

The first thing to say is that the financials will get worse before they get better, as the impact of the new players arriving this summer is reflected in the accounts, though this is partially offset by players leaving. We do not know exactly how much each player is paid, but we can make some reasonable estimates.

My assumed weekly salaries for those coming in are as follows: Yaya Toure £200k, Mario Baolotelli £150k, James Milner £130k, David Silva £120k, Jerome Boateng £100k, Aleksandar Kolarov £100k. That would increase the wage bill by £42 million a year.

"Yaya Toure - does my bum look big in this?"

Against that, City sold Robinho, Stephen Ireland, Valeri Bojinov and Javier Garrido, while they also released Benjani, Sylvinho and Martin Petrov. We know that Robinho was a high earner (reportedly £160k a week), while I would expect Ireland to be on around £70k. The others were recruited during a less spendthrift era, so let’s assume an average £40k here. All of this would mean £22 million coming off the payroll.

The net impact of these movements is an increase of £20 million in wages to around £153 million. This year’s accounts also include a severance payment to former manager Mark Hughes and his team, which may or may not be repeated next year, depending on Roberto Mancini’s ability to survive, but it’s immaterial in any case.

Of course, City might bring in even more players in January, though not to the same extent, if you believe Garry Cook, “It is safe to say that player acquisitions on the scale we have seen in recent transfer windows will no longer be required in the years ahead now that we have such a deep and competitive squad.”

Another possibility that would help reduce the wage bill is offloading players who are no longer wanted, either via loans (like Craig Bellamy to Cardiff City and Nedum Onuoha to Sunderland) or selling them at a loss. We can anticipate the club selling the likes of Roque Santa Cruz and Jo at generous prices in order to get them off the books.

"Robinho flying off to Milan"

Such sales have a triple whammy effect, as they also reduce amortisation and potentially bring in a profit on sale (if the price is higher than the remaining value in the accounts). If we take Robinho as an example: he was bought for £32.5 million in September 2008 on a four-year contract, so annual amortisation was £8.1 million. He was sold after two years, so cumulative amortisation was £16.2 million, leaving a value of £16.3m in the books. Sale price to Milan is reported as £18 million, so City will report a profit on sale of £1.7 million in the 2010/11 accounts. Therefore, City will show an annual profit improvement of £18.1 million after this deal: £8.3 million lower wages + £8.1 million lower amortisation + £1.7 million profit on sale.

In my plan, I have assumed that there will be negligible profit on sales, effectively maintaining the £10 million that was booked in 2010, which is a relatively low figure for a top club, but seems a reasonable estimate in the specific case of Manchester City.

In the long-term, City would hope to progress their youth players into the first team, replacing some of the expensive imports. This was explained by Brian Marwood, the exotically titled chief football administration officer, “For both financial and strategic reasons, it makes sense for Manchester City to develop and draw upon as much talent as we can from within our own academy and development squads in the future.”

Finally, once the club establishes itself as a regular presence in the Champions League, they should no longer have to pay players over the odds in order to attract them to the blue half of Manchester.

"Super Mario"

2. Amortisation

As we have seen in the Robinho example above, when a player is purchased, his cost is capitalised on the balance sheet and is written-down (amortised) over the length of his contract. Importantly for Manchester City, this means that the cost of their recent purchases will have an impact on their accounts over the next few years via the amortisation charge.

We can see this effect over the last four seasons, as amortisation has grown significantly from £6 million in 2007 to £71 million in 2010. To place that into context, the next highest in the Premier League is Chelsea at £49 million, though they did get as high as £83 million in 2005 after their own version of supermarket sweep. Even big spending Barcelona and Real Madrid have lower player amortisation than City at £61 million and £55 million respectively.

Like salaries, any calculation here involves a degree of guesswork and is influenced not just by the players coming in, but also those leaving the club. The Guardian estimated £75 million for the 2011/12 season, but I’m going to be more conservative and assume that it increases by £10 million to £81 million.

"In good Kompany"

3. Premier League

Although City’s television revenue has been partially influenced by cup runs, notably £6m in 2009 for reaching the quarter-finals of the UEFA Cup, the vast majority of their money comes from the Premier League central distribution. City received £50 million this season, which was a £10 million improvement on the previous year, thanks to a higher merit payment (after finishing fifth compared to tenth) and more matches broadcast live on television. Next season, like other clubs, they should receive a further £10 million increase, as the new Premier League 2010-13 deal kicks, following the much higher sale of overseas rights.

4. Champions League

A key element of City’s business plan is to qualify for the Champions League, which has been so beneficial from the financial perspective to the Big Four. Last season, Chelsea earned £28 million for reaching the last 16, i.e. qualifying from the group stage, which would be a reasonable aspiration for City. Prize money will slightly increase, so this should be worth at least £30 million in the future. Of course, reaching the Champions League would also bring in higher gate receipts (assume £3 million) and trigger higher payments from sponsorship agreements (assume £5 million).

"Hart of gold"

5. Commercial Revenue

The real success story in the accounts was the 125% increase in commercial revenue. City signed new marketing deals with Etihad and Umbro, replacing Thomas Cook and Le Coq Sportif as shirt sponsor and supplier. These contracts are reportedly for much more money, so Etihad’s deal is worth £25 million over the next three seasons, compared to Thomas Cook’s £2.3 million annual payment, while Umbro have entered into a ten-year strategic partnership for more than £50 million, which helped retail sales and merchandise revenue rise 60% to £8 million.

This is the area where those fans who have not bothered to plough through UEFA’s regulations (and who can blame them?) see an easy way to reach the target. Why doesn’t the Sheikh sign a £200 million sponsorship deal? Or pay £50 million a season for a super-VIP executive box?

Unfortunately, that simply will not fly, as UEFA have introduced the concept of “fair value” so beloved of tax authorities when reviewing inter-company transactions. In short, if an owner over-pays for services, this will be adjusted down to market value, i.e. what the club would have received if the transactions were conducted on an “arm’s length” basis. Obviously, there is still some scope for manipulation, but the most blatant excesses should be prevented.

"Garry Cook - a lot to think about"

Having said that, even within these limitations, there is still scope for improvement, as City could point to much higher shirt sponsorship deals with other Premier League clubs. For example, the Etihad deal is worth £7.5 million this season, compared to the £20 million received by Liverpool and Manchester United from Standard Chartered and Aon respectively, so there’s a potential £12.5 million increase right there.

My plan assumes that City could easily justify an increase in their commercial revenue to the same level as Manchester United, which should be around £80 million this season. City’s current revenue here is £53 million, but I have already added £5 million for Champions League qualification, so that implies further growth of £22 million.

Of course, this is still a long way short of the astonishing £136 million commercial revenue earned by Bayern Munich, which is made up of numerous commercial deals, so there is possibly even more capacity for revenue growth here. It might be difficult for UEFA to argue against a club securing many £5 million deals, which could add up to a tidy sum.

"Would you Adam and Eve it?"

6. Loans

Interest charges have already fallen considerably from £17 million to £4 million following the conversion of shareholder debt to equity, but the club could presumably also pay off the remaining bank loans early to completely remove interest payments. This might not be the best move financially, as it would almost certainly involve penalty payments, but remember that our objective is to reach break-even.

7. Cash

Similarly, the club could generate interest income if the owners are willing to tie up capital in the club’s bank account. As we all know, interest rates are very low at the moment, so that means a lot of capital would be needed to produce relatively small amounts of interest. I assume that UEFA’s fair value review would also more than raise an eyebrow if the cash balances were ridiculously high for the club’s operational requirements. However, Manchester United’s last accounts included £151 million of cash (albeit boosted by the £80 million received for Ronaldo), while Arsenal’s cash balance stands at £128 million. Therefore, I think City could get away with, say, £167 million which would generate annual interest of £5 million at a rate of 3%, which should be achievable.

"Room for growth"

8. Stadium

Although ticketing revenues increased by £3 million to £18 million in 2009/10, thanks to extended runs in the FA and Carling Cups, City’s gate receipts are still extremely low compared to other Premier League clubs. As a shocking comparison, their neighbours Manchester United trouser £109 million from match day revenue.

Unfortunately the club is restricted in its ability to greatly increase its match day revenue by the fact that it does not own the City of Manchester Stadium, which is rented from the council on a 250-year lease. The rental payments are based on a formula whereby the club retains receipts up to the 34,000 capacity of Maine Road, their old ground, but has to pay 50% of any revenue above that to the council This means that City do not fully receive the benefit of higher attendances, as it just means more rent paid to the council.

There has been some talk that the club would seek to buy the stadium from the council, but recent reports indicate that it is more likely that they would try to renegotiate the terms of the lease to a flat fee. This would be higher than the current payments, but would allow the club to get more benefit if they expand the capacity. This has certainly been discussed as part of England’s bid to host the 2018 World Cup - possibly to 75,000, but more realistically to 60,000, including more corporate hospitality facilities.

"Born offside"

City’s average attendances have been continually rising over the past few seasons from 40,000 to 45,500, which is now the third highest in the Premier League, though worryingly this is still short of the 48,000 capacity. Clearly, there must be some doubt about City’s ability to fill a new stadium, but if the team is successful on the pitch, you would have to assume that this would draw higher crowds.

In any case, given that Liverpool earn £43 million of match day revenue from the 45,000 capacity Anfield, it does not seem unreasonable to assume that City could at least match that, which would imply an increase of £25 million from the current £18 million.

9. Naming Rights

I would be surprised if any discussions with the council about the stadium did not include the possibility of renaming the stadium. It’s not quite the same as Arsenal naming their ground The Emirates, as this was a brand new ground, but it’s not as if there’s an enormous amount of football tradition associated with Eastlands, so I would not anticipate much (if any) resistance from the supporters. It’s difficult to put a price on naming rights, as there are very few comparatives available, but I don’t think £15 million a season is totally unrealistic.

10. Sportcity Development

Manchester City are planning a £1 billion development for the area around Eastlands stadium. Described as a world class sports and leisure complex, Sportcity will include training facilities for a number of sports, conference halls, a luxury hotel and restaurant. Although there will obviously also be high costs associated with this project, it should still provide very healthy profits.

As a rule, revenue from non-football operations is excluded from the break-even calculation, but clause B. (k) in Annex X allows clubs to included revenue (and associated expenses) from “Operations based at, or in close proximity to, a club’s stadium and training facilities such as a hotel, restaurant, conference centre, business premises (for rental), health-care centre, other sports teams”, so long as these are closely associated with the club. Sound familiar?

Candidly, I have no idea what this could be worth to City, so I have included a notional £150 million turnover, which might produce £30 million profit (at a 20% margin). As Bruce Forsyth would have said in “Play Your Cards Right”, it could be higher or lower, but I don’t think City would invest so much time and money in such a development if the returns did not justify it.

So there we have it – how to turn a £121 million loss into a £4 million profit in ten easy steps. Of course, this plan includes lots of ifs, buts and maybes, but it should at least prove that City’s task is not completely out of the question.

"Roque fights on"

Some of the actions, like developing the stadium and Sportcity, are longer-term in nature, but my guess is that UEFA might make an exception for these, so long as City could demonstrate that the plans were very advanced, especially as they would bring a lot of benefit to the surrounding community with the continuing regeneration of East Manchester.

If this argument is not approved by UEFA, then at least this exercise highlights how much City would have to improve by growing revenue and reducing wages and player amortisation, if they want to meet the target.

The cynics among you would no doubt suggest that all of this is unnecessary, as City will just employ an army of lawyers and accountant to locate the loopholes. Call me naïve, but I would like to think that clubs would not resort to such subterfuge. In any case, UEFA are clearly no mugs, as they have addressed some of the more obvious ways of getting around the new regulations.

For example, many clubs these days have an intricate inter-company structure and there were fears that a club might argue that the football club itself was profitable, while large expenses such as interest payments were paid out of a different company. Clearly, that does not make sense to any reasonable man and UEFA have caught that one, “If the licence applicant is controlled by a parent or has control of any subsidiary, then consolidated financial statements must be prepared and submitted to the licensor as if the entities were a single company.”

"The flying Dutchman"

Others, including the venerable David Conn and the bearded Martin Samuel have suggested some accounting trickery, whereby City would choose to book all the huge transfer spend now as a cost, so that it would not impact future accounts. It is true that UEFA's regulations do allow football clubs to choose "an accounting policy to expense the costs of acquiring a player’s registration rather than capitalise them", but this must be "permitted under their national accounting practice."

This is highly technical, but in my view this is where their argument falls down. Ever since the introduction of IFRS (International Financial Reporting Standards), in particular FRS10 on Goodwill and Intangible Assets, major clubs have used the capitalisation and amortisation method to account for player transfers, so it would be difficult for City to argue that the "income and expense" method had suddenly become appropriate.

In fact, this discussion may now actually be redundant, given that City did not change their accounting policy this season, unless they decide to book a massive impairment provision in 2010/11 (the last year where the accounts are excluded from UEFA’s calculations), dramatically reducing the value of their players in the accounts and reducing future expenses.

In my opinion, this would be blatant earnings manipulation and would not be accepted by UEFA. Ultimately, they will look at the intention of such operations. People often say that the devil is in the detail, but sometimes it's worth stepping back a little and applying some good, old-fashioned common sense. I know that doesn't always work, especially in the legal world, but that's surely the intention.

"That's the spirit"

But will the regulators have the bite to go with their bark? Expelling teams from European competitions works fine on paper, but it might never happen in reality, especially when you consider that Europe’s most indebted teams are among those that attract the largest television audiences. Would UEFA really bite the hand that feeds?

Yes, if you believe Gianni Infantino, UEFA's general secretary, who said, “There may be intermediate measures. We would have to ask why, maybe there would be a warning, but we would bar clubs in breach of the rules from playing in the Champions League or the Europa League. Otherwise, we lose all credibility.”

We shall see, but it need not come to that for Manchester City. As we have demonstrated, it is perfectly possible for them to reach break-even. Of course, this is in no way a fait accompli, but it can be done. Frankly, it would beggar belief if City’s management did not already have a plan in place, but if by some chance they haven’t, mine is available for the usual fee. I’m sure they can afford it.