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Ashley turns up heat on Goals with offer proposal

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Mike Ashley: pursuing Goals

Mike Ashley’s Sports Direct International has approached struggling five-a-side football pitch operator Goals Soccer Centres regarding a possible cash offer of 5p per share.

Sports Direct is the largest shareholder in Goals, with an 18.93% shareholding. The possible offer values Goals at about £3.78 million.

Goals has had some well-publicised difficulties and its shares are currently suspended from trading on AIM. Its trading facility on AIM is expected to be cancelled on 30 September, per Goals’ announcement on 2 August.

Sports Direct believes an extension of the suspension should be achievable if the board of Goals were committed to achieving it – which is something Sports Direct has asked the Goals board to confirm on a number of occasions.

On 29 August, Goals announced that it had commenced a process to invite offers for the business and assets of Goals. Goals also stated that there was no certainty as to the timetable or outcome of this process and there has been no further announcement. 

Should Goals have its facility to trade its shares on AIM cancelled, its shareholders will lose the protection of the AIM Rules (including the right to approve in a general meeting any fundamental change of business).  Accordingly, Goals’ shareholders will have no ability to influence the AMA Process or, in particular, vote on whether they believe any transaction (such as a sale of the business and assets of Goals under the AMA Process) should go ahead. The shares will also lose their marketability.

Sports Direct believes that due to Goals’ well-publicised difficulties the board of Goals is not committed to maintaining Goals’ trading facility.

Goals announced on 28 June that it was performing well and cash generative. On 2 August, it further announced that in the year-to-date sales across the 45 sites in the UK on a gross like-for-like basis are up 11.5% and that US gross like-for-like sales are up 14.5%. 

Goals also announced on 2 August that it has had positive discussions with its debt providers and that the existing debt facilities will remain in place past their initial review date. 

Sports Direct said the Possible Offer would, if progressed, provide shareholders with an exit and allow them to determine what is fair value and in their best interests. Sports Direct has requested the board of Goals provide customary due diligence materials.

Despite the Possible Offer and request for information being communicated to the board of Goals on 5 September, the board has so far failed to provide any such information to Sports Direct. Sports Direct urges the Goals board to engage with it in discussing the Possible Offer and providing the requested information.

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