Redevelopment Closer Than Ever?

[guest3086]

Surely the Council have to sell for the highest price? Nothing else makes sense. The completion of stand east is an NTFC thing. If they sell for a million smackers back they will attract the wrath of their voters.

[everbrite]

Just spotted that as well. Probably complicates matters more but will selling the land to someone else involve finishing the stand that someone else leases?
Time will tell but I’m 48 so time might not be on my side.

48yrs poor old you!

[BackOfTheNet]

Surely the Council have to sell for the highest price? Nothing else makes sense. The completion of stand east is an NTFC thing. If they sell for a million smackers back they will attract the wrath of their voters.

If I'm reading this correctly, the money on the table isn't the only consideration. CDNL are the long term leaseholders for most if not all of the footprint. Sell to CDNL? No problem. Sell to a third party? What about the sitting tenant who is going to fight tooth and nail to keep hold of the land they occupy?

That million difference will soon disappear on legal costs and realising the shared profit from the deal is even further over the horizon.

I think CDNL are in the driving seat here.

[guest3338]

If I'm reading this correctly, the money on the table isn't the only consideration. CDNL are the long term leaseholders for most if not all of the footprint. Sell to CDNL? No problem. Sell to a third party? What about the sitting tenant who is going to fight tooth and nail to keep hold of the land they occupy?

That million difference will soon disappear on legal costs and realising the shared profit from the deal is even further over the horizon.

I think CDNL are in the driving seat here.

Surely the Council have to sell for the highest price? Nothing else makes sense. The completion of stand east is an NTFC thing. If they sell for a million smackers back they will attract the wrath of their voters.

I agree with your synopsis but why would the council worry about thst.
If someone wants to buy the land for an extra million and a bit and then engage in a legal battle with CDNL the leaseholders, why should the council give a fcuk about that.
Dont they just want the most buck for their land?
And given the way DB and KT grabbed the leases from under the noses of the council in the first place, if there's any bad feelings over that,  they might have more reason to sell it to these newcomers.

[guest3086]

The two amigos need to up their bid.

[GrangeParkCobbler]

3. Current Ownerships and Land Status
3.1 The Council holds freehold land at Sixfields, Northampton adjacent to the Northampton Town
Football Club Limited (‘NTFC’) stadium. The stadium itself is owned freehold by the Council and
on a long lease to NTFC (referred to as the ‘NTFC Lease’).
3.2 The Council’s remaining freehold land extends to approximately 10.01 Ha (24.74 acres). It
includes a household waste recycling centre (HWRC), car park and a large area of disused land. It
was formerly a waste site, with variable and challenging ground conditions. The freehold was
previously held by Northampton Borough Council (NBC). The site does offer redevelopment
potential, but the ground condition and contamination issues caused by its previous use pose
significant challenges to the viability of any development scheme.
3.3 Tenure of the site is complex, but can be summarised as:
 Most of the site is held under a long lease due to end in April 2164 to County Developments
(Northampton) Limited (‘CDNL’). This is referred to as the ‘Main Site Lease’. It has a break
clause allowing the Council to terminate the lease from April 2024 if the CDNL has not
carried out “all necessary remediation works”. The ability of the Council to exercise the
break clause and the extent of the remediation works that would be required to avoid the
break clause trigger has been, and remains, the subject of serious challenge and risk.
 A smaller part of the site, adjacent to the stadium, comprising the former athletics track is
held by CDNL on a long lease due to end (but with a statutory right to renew) in February
2163. This is referred to as the ‘Running Track Lease’. It does not contain a break clause.
 The HWRC is held by WNC “below” the Main Site lease (so CDNL is now WNC’s landlord
under this lease) on a further long lease, due to end in February 2119 (but with a statutory
right to renew). This is referred to as the ‘HWRC lease’. Originally this lease was held by
Northamptonshire County Council (NCC). It does not contain a break clause.
 The Running Track site is also subject to the NTFC Lease, which is due to end (but with a
statutory right to renew) in April 2154, but over the Eastern half of the site this lease was
transferred to NBC, now WNC (referred to as the ‘WNC Leasehold’). The remaining part of
the NTFC Lease is referred to as the ‘Stadium Lease’. The practical effect of this is that CDNL
itself does not have the right to occupy the land demised by the Running Track Lease.
3.4 These lease boundaries are shown on Plan 1,
3.5 There is also a Clawback Deed in favour of the Homes & Communities Agency (Homes England,
HE), under which HE would receive 50% of value above that of a specified housing-led scheme
for up to 300 houses. The ability to progress such a scheme is significantly undermined given the
variable and challenging ground conditions previously referenced and the level and cost of such
work.
3.6 CDNL is a subsidiary of NTFC. NTFC is controlled by David Bower and Kelvin Thomas, and others
(“Bower and Thomas”), through various legal entities

[GrangeParkCobbler]

3.7 These arrangements result from previous agreements between Northampton Borough Council
(NBC) and NTFC/CDNL when the latter were in previous ownerships (i.e., prior to Bower and
Thomas taking an interest). NBC intended to assist NTFC extend and improve its ground by
building the ‘East Stand’. It did this by entering into a series of property and loan transactions.
Ultimately NTFC defaulted on the loans, and parts of the property agreements were cancelled.
These transactions ultimately resulted in the issue of a public interest report by KPMG, NBC’s
external auditors, which concluded that many of them were unlawful or unwise.
3.8 CDNL became insolvent but both it and NTFC were acquired by Bower and Thomas. Under the
new ownership, NBC agreed not to pursue NTFC for the missing loan monies and instead acquired
the rights in place of NTFC to pursue parties previously connected with NTFC who may have
benefited from or held some of those monies.
3.9 The land comprised in the original NTFC lease (now the Stadium Lease and the WNC Leasehold),
was registered as an asset of community value (ACV) by NBC on 27th February 2019. This was on
application by the supporters’ trust, which is a ‘community interest group’ for these purposes.
3.10 The operation of the ACV regime is governed by the Localism Act 2011. Essentially it provides for
a delay (the length of which depends on whether a community interest group wishes to try and
bid for the property) before a disposal can take place. This is intended to allow time for a
community interest group to raise funds for make its own bid.
3.11 In 2016 NBC commissioned a substantial ground investigation report to enable it to better
understand the scale of the remediation work needed to satisfy the remediation requirement to
develop the site in accordance with the permitted use in the Main Site Lease. This permitted use
links with the permitted use in the Clawback Deed. The scale of the required remediation works
for housing purposes was considered to be extensive and raised concerns around the viability of
the site for development.
4. The negotiations
4.1 Bower and Thomas engaged in discussions with NBC, shadow WNC and latterly WNC with a view
to securing freehold ownership of the Main Site land and Running Track land. WNC engaged in
these discussions because of the control Bower and Thomas, via CDNL, had over the land.
4.2 Given the site’s complexities, the Council commissioned a multi-disciplinary consultant, Lambert
Smith Hampton (LSH), following a mini tender process, to consider the value of the site, and later
to prepare a formal ‘Red Book’ valuation prior to agreeing the detailed terms of a disposal. This
was to enable the Council to fulfil its duties under Section 123 of the Local Government Act 1972
to only dispose of land for the best (financial) consideration reasonably obtainable. LSH was
instructed to:
 Provide specific planning advice on development opportunities having regard to current and
emerging planning policies.
 Assess potential future uses for the site and specifically considering those deemed to be the
most viable.
 Review the 2016 ground investigation reports and provide a professional assessment on the
remediation costs needed to deliver a scheme in line with the permitted use.
 Prepare viability assessments of various development options.
 Provide WNC with a valuation of the Council freehold interest in the site considering all the
due diligence work undertaken by the Council.
4.3 Following negotiations an initial agreement was reached. This provided for CDNL to be granted
an option to purchase the land (excluding the HWRC site) for £890,000, conditional on the
completion of the East Stand. This met the market value as assessed by LSH. It was later clarified
that the area of land subject to the offer excluded certain other marginal areas; the extent of
land it was proposed to be subject to the option is edged red on Plan 2. Additionally, the Council
would be entitled to receive additional monies if the Homes England clawback was reduced
below assumed levels. As part of the transaction, CDNL would surrender the Main Site Lease and
Running Track Lease.
4.4 However, the Council then became aware of a rival offer by Cilldara Limited. This was eventually
crystallised into a specific offer to pay £1,800,000, subject to the Main Site Lease ceasing, for the
land edged red on Plan 3. This is the same site as the CDNL offer but excluding the Running Track
land.
4.5 This rival offer resulted in an improved offer from CDNL. This retained the same area of land and
price, but rather than being a potential payment at some point in the future it was instead an
offer to purchase the land (and surrender the leases) immediately, with an option granted to the
Council to repurchase the land for £1 if the East Stand had not been completed within five years.
This was clearly a much more attractive proposition than the original CDNL offer.
4.6 In order to try and ensure the Council had the clearest and optimal offers to consider, both CDNL
and Cilldara were asked to provide ‘best and final offers’ by 5pm on Monday 17th January. Of
course, in the context of a proposed disposal it is not possible to prevent offers being received,
but this was intended to bring focus. CDNL responded by reiterating its improved offer. Cilldara
raised its offer to £2,050,000. The offers were therefore assessed on that basis.

[GrangeParkCobbler]

5. Offers as submitted, and other options
Revised CDNL sale proposal
5.1 CDNL more recently revised its proposal for site following concerns raised by the Council
regarding the assessment of best consideration on an Option proposal which sought to establish
a sale price now for a transaction that may compete several years later and being aware of the
proposal from Cilldara Limited. The broad terms of this proposal are set out below.
 Sale of the site to CDNL for £890,000.
 HWRC site to be retained by the Council.
 CDNL agrees to surrender the Running Track Lease and the Main Site lease to the Council.
 The Council will be granted an option to acquire the site for £1 if the East Stand at Sixfields
Stadium has not been completed to the reasonable satisfaction of the Council within five
years. This would need to meet the agreed specification given at Appendix 1.
 The sale will be subject to an Overage if the amount required to satisfy the provisions of the
Clawback Deed is lower than that currently allowed for in the valuation assumptions. If such
a situation were to arise, the Council is to receive 80% of any saving up to £770,000.
5.2 In addition, Bower and Thomas have given assurance that the East Stand will be completed
before the land is developed. This would be reflected in the legal agreements.
Cilldara Limited proposal – Excludes the running track site
5.3 Following media coverage, the Council received an unsolicited offer from Cilldara Limited for the
freehold interest, but excluding the land covered by the Running Track Lease.
5.4 The broad terms of this proposal are set out below.
 Contract for Sale with Cilldara Limited.
 Purchase price of £2,050,000.
 Sale is conditional on the Council exercising the April 2024 break option and providing
Cilldara with vacant possession of the site.
 The HWRC Site is retained by the Council.
Other options
5.5 The Council has other choices. It could:
 Do nothing.
 Dispose of once the Main Site Lease has been ended.
 Market the site.
 Develop the site under Northampton Partnership Homes (NPH).
5.6 As there is currently no detailed financial assessment of the NPH option, it should at this time be
considered a sub-option of the second or third options in 5.6.
6. Consideration of Offers and Options
6.1 The offers have been carefully considered. The conclusion is that, on balance, the CDNL offer is
to be preferred on financial grounds. This is primarily because whilst it is lower it is not subject
to the risk and delay likely to result from an attempt by the Council to break the Main Site Lease
(which could not occur earlier than 2024 in any event). It is anticipated that CDNL would robustly
challenge any attempt by WNC to terminate the Main Site Lease and might litigate (arguing that
the Council was not entitled to break the lease). Litigation is likely to be expensive and timeconsuming and of uncertain outcome. So there are risks in seeking to terminate the Main Site
Lease in order to progress a deal with Cilldara (or any other party). Accepting the CDNL offer
removes those risks, although of course Cilldara may challenge a decision to proceed with CDNL
and not with Cilldara, which would be limited to a challenge to the decision-making process.
These are less likely to result in significant delay and the range of possible outcomes is more
limited and therefore easier to assess
6.2 On the basis that the CDNL offer is to be preferred financially, the question is then whether it
should be accepted, as opposed to not disposing of the land at this time. The other options
(referred to above), apart from doing nothing, are considered to be impracticable. This is critically
because they all have the same risk as the Cilldara offer of the Council being unable to break the
Main Site Lease. Doing nothing would not resolve any of the issues on the site, promote
development or support the East Stand.
6.3 Therefore, the conclusion is that it would be worthwhile disposing now, since (a) it would achieve
a capital receipt, (b) this makes it likely the land will be developed, in line with the Council’s
planning policies and the aims of the Northampton Waterside Enterprise Zone, and (c) it makes
it more likely that the East Stand will be completed as realistically only CDNL/NTFC would be able
to deliver that and also in that in the event that the East Stand is not completed the Council would
be entitled to exercise its option to repurchase the land for £1.
6.4 If this approach is adopted, there would be a series of legal steps, involving NTFC, CDNL and HE,
and also compliance with the assets of community value provisions of the Localism Act 2011 as
well as other legal processes. This is likely to mean the transaction would take between three
and nine months to complete from the time the Cabinet decision becomes effective.

[Another Pedj]

I am lost. I am convinced that posters on this site assured us that the land was worth far more. The value was anywhere between 40M and 120M  1 -2M cannot be correct

[Melbourne Cobbler]

If I'm reading this correctly, the money on the table isn't the only consideration. CDNL are the long term leaseholders for most if not all of the footprint. Sell to CDNL? No problem. Sell to a third party? What about the sitting tenant who is going to fight tooth and nail to keep hold of the land they occupy?

That million difference will soon disappear on legal costs and realising the shared profit from the deal is even further over the horizon.

I think CDNL are in the driving seat here.

Unless the council sell to the highest bidder, then they do a seperate deal with the tenants. That way the council lose control and KT/DB walk away with the cash and without having to build the stand? Is that not the risk with selling to the other party?

[Coolcat]

Fcuk me GPC, that's nearly as long as one of your game preview threads!

[GrangeParkCobbler]

Fcuk me GPC, that's nearly as long as one of your game preview threads!

Nearly.....!! Sorry, the document is buried somewhere within the council files...I couldn't find it to put up a link so I've copied and pasted from the downloaded version of the document which I was given.

[Melbourne Cobbler]

So if I am reading this correctly by their own admission if the council sell to KT/DB there is a real risk this would be subject to legal challenge by the other party. This is because (cut & paste) the Council has duties under Section 123 of the Local Government Act 1972 to only dispose of land for the best (financial) consideration reasonably obtainable. This may take considerable time to resolve, possibly intentionally, as meanwhile KT & DB are left financing the club. Of course the attraction for the other bidder under these circumstances may be that KT/DB run out of cash and/or resolve leaving the door open for them. It appears there any number of unforeseen possibilities moving forward and the club may not be a winner in some circumstances after all. I don’t want to be overly pessimistic but it appears there may be a couple of perhaps unlikely scenarios where it is possible the club may end up with no money and no stand. That’s the problem with all this meddling and instigating delays without a clear plan or alternative. You may just end up with something you decidedly don’t want anyway.

[Deepcut Cobbler]

Have the new party an extra £7m(ish) to tempt DB/KT into selling the club as well and take over the lot? 

[guest2608]

I give up.
It's just too convenient that suddenly an extra bidder has appeared.

Best I get to another game soon as this club is about to die, aged  125.

[GrangeParkCobbler]

So if I am reading this correctly by their own admission if the council sell to KT/DB there is a real risk this would be subject to legal challenge by the other party. This is because (cut & paste) the Council has duties under Section 123 of the Local Government Act 1972 to only dispose of land for the best (financial) consideration reasonably obtainable. This may take considerable time to resolve, possibly intentionally, as meanwhile KT & DB are left financing the club. Of course the attraction for the other bidder under these circumstances may be that KT/DB run out of cash and/or resolve leaving the door open for them. It appears there any number of unforeseen possibilities moving forward and the club may not be a winner in some circumstances after all. I don’t want to be overly pessimistic but it appears there may be a couple of perhaps unlikely scenarios where it is possible the club may end up with no money and no stand. That’s the problem with all this meddling and instigating delays without a clear plan or alternative. You may just end up with something you decidedly don’t want anyway.

To what or whom are you referring to here?

[tcobb]

I think he's referring to the Puppet Master and his Marionettes.

[Melbourne Cobbler]

To what or whom are you referring to here?

Nothing I haven’t said before including directly to the Trust, in the event this goes pear shaped what’s the plan, it was implied there was one in the pipeline. And before anyone sticks the boot in I’m entitled to ask or is the plan to continue to suppress opinions?

[singcobb]

I honestly feel that if Cilldara get the land then the town loses it's football club.

[GrangeParkCobbler]

Nothing I haven’t said before including directly to the Trust, in the event this goes pear shaped what’s the plan, it was implied there was one in the pipeline. And before anyone sticks the boot in I’m entitled to ask or is the plan to continue to suppress opinions?

I believe the question should be asked of the owners...... "what's the plan if the Council decide to sell the land to the highest bidder?".

The details of the deal were in the public domain, once anyone saw that the Council planned to sell that amount of land for £890k it was always possible someone else would see it as a good deal. The Council even went to all the trouble of getting a land valuation report...they didn't do that exclusively for CDNL.