Kingston Bridge Holdings

Background

On Wednesday 17 January 2024, Mark Anderson, a director and shareholder of Kingstonian Football Club, emailed KBH seeking a meeting about the future of K’s. We hadn’t heard from him since March 2023 when eight months of negotiations had been brought to an end. For a chronology of those events, please see here: kingstonian.net/kbh/chronology.htm.

As of the Spring of 2023, the Board’s formal position, expressed by John Fenwick in writing, was that “we are not looking to step away and therefore your proposal to take over the club is unacceptable”. That final correspondence also rejected supporter ownership and stated that other investors were interested in helping K’s.

In the period since March 2023, the club has continued its decline. There was the arrival of a new face behind the scenes: Ben Flatt became a non-executive director. There has been no clarity on his role or plans.

The 2023/2024 season has been among the worst in K’s history and there is little doubt we are set to be relegated. There has been no investment in the team, crowds have plummeted further, marketing and social media are close to non-existent and, on 29 January 2024, three days after we met with Mark Anderson, Chairman John Fenwick announced he was stepping down, to be replaced by Yioryios Vasilaras.

Meeting on 26 January 2024

Given the uncertainty at the top of the club and the ongoing struggles on the pitch, members of KBH were receptive to Mark Anderson’s email and met with him in person on 26 January 2024. What follows are the email exchanges and extracts from Taimour’s contemporaneous note of that meeting. We believe fans deserve to know what is happening at K’s, what is at risk and the extent of the crisis the club now faces financially.

It is also now evident that the erosion of the AFC Wimbledon money (down to around £700,000) is, in part, due to the Board using £40,000 of that “protected” money per season on playing budget support (over and above the approx. £20,000 we knew was being spent on groundshare rentals). It also appears to be the case that the agreement between AFC Wimbledon and K’s permitted the use of the money for budget support only up to the end of the 2023/2024 season.

The Board’s use of the AFC Wimbledon money for this purpose was not, in our view, consistent with protecting the long-term interests of the club, nor can it be said to have been focused on securing a new ground and K’s future.

Even if the agreement with AFC Wimbledon allowed for “up to £40,000 per year” to be drawn down for wages, it beggars belief that the full amount has been used each season – without transparency and without a plan. It is also essential context for understanding how the club has been run so complacently for the last few years, a zombie entity with ever-diminishing matchday and other revenue.

It is all the more stark a revelation when it is considered that i) in early negotiations with KBH, it was stated that the club was being run at “break-even” on the basis of gate receipts and sponsorship (no mention of £40,000 a year subsidy) ii) the board rejected fresh investment in circumstances when the club was effectively being run at a significant loss and iii) the Board have had repeated opportunities to explain the erosion of the AFC money and have failed to do so.

At the meeting on 26 January we were asked to provide a response by 30 January. We did so (see below). We engaged in talks in good faith, we agreed to an urgent request to consider how to help K’s at this juncture and offered to sit down with the Board and examine the financial position so as to formulate a clear and sustainable plan for getting the club through the next 3 to 5 years. It was of course relevant that we came to learn of the AFC drawdown ceasing in 2024 – no objective valuation of the club and no plan for its future can be understood without knowing that information.

No sooner had a second meeting been offered and then followed up by us than we were emailed on 31 January 2024 and told that “there has been a development or potential development in terms of a group of investors who might well want to purchase but are also really interested in getting fan involvement. This I hope is a good thing and worth considering. I will update you as soon as I can.”

We have not heard anything since then.

The Emails

From: Alastair
To: Mark
Sent: 19 January 2024 13:35

Hi Mark,

I hope you’re well and that the cold weather isn’t causing the business too much hassle.

Thanks very much for reaching out to Taimour earlier this week. He’s been up against it at work so has reached out to a select part of the original KBH group to see if we can progress with a meeting.

Jamie and I are available to meet in Tower Bridge on Friday 26th if that still works. For me a lunchtime meeting would be ideal. Could we say 1pm please? Or let us know when works instead.

As always, we’re keen to discuss a constructive way forward and hope this can be the start of that. Please rest assured that we have not spoken to anyone else about this (as you requested) at this stage.

Thanks
Alastair

From: Alastair
To: Mark
Sent: 30 January 2024 14:55

Hi Mark

Thanks for your time and your openness last week. Taimour, Jamie and I have since had conversations with the rest of the original "KBH" group so that we can progress matters from our side. Please rest assured that we are continuing to keep these matters between ourselves.

While some of the headline financial news we discussed wasn't surprising, there were other parts of the discussion that weren't in line with our expectations. In particular, I'm referring to the news that £40k pa from the AFCW fund will no longer be available to go towards the football budget from next season onwards. As we spoke about, yes we do/did have a good plan in place for running the club, but clearly this will need to be significantly changed/updated in light of a newly created £40k pa shortfall.

To that end, we would like to take up your kind offer of an in-person conversation with you and John Fenwick. The aim of this session would be for us to draw on yours and John's commercial and financial experience with Kingstonian over the last 20 years to help us flesh out an updated, realistic financial plan for the club next season, and in the 2-3 seasons beyond.

Can you let us know when you and John would next be available?

Thanks,
Alastair

From: Mark
To: Alastair
Sent: 31 January 2024 15:55

Afternoon.

Good to meet you in the office last Friday. Lots for us all to think about.

There has been a development or potential development in terms of a group of investors who might well want to purchase but are also really interested in getting fan involvement. This I hope is a good thing and worth considering. I will update you as soon as I can.

In effect the German modal which you know I support.

Kind Regards
Mark Anderson
Director

From: Alastair
To: Mark
Sent: 1 February 2024 09:35

Hi Mark

I’m sure you can understand that I’m confused by your message.

As you say, the whole point of KBH is that we are a “group of investors who might well want to purchase but are also really interested in getting fan involvement”. We explicitly stated in our offer last year that we want a majority shareholding but with the aim of giving fans control of the club as quickly as it is feasible. Our position on that remains exactly the same. Your email below seems to imply that this isn’t the case, so let me be clear: that is exactly what we are proposing. Formation of a Trust will take time (perhaps a year), so a private company owned by Kingstonian fans needs to take majority ownership in the intervening time until control can be handed over explicitly to supporters.

You were also at pains last week to stress the urgency of the situation. Again, the KBH group totally agrees. Since we met you John has resigned and made the situation even more critical. On that basis, and given we both agree on what’s required and the speed at which we need to act, I can’t understand the delay.

We remain ready and willing to meet in good faith with yourself and John (and indeed other shareholders if they’re in agreement) at the earliest convenience to talk numbers.

Thanks
Alastair