WASHINGTON English soccer club Manchester United's (MANU.N) planned Wall Street share offering was cited by architects of the Sarbanes-Oxley corporate accountability law as they criticized recent U.S. legislation that watered down their decade-old reforms.
"There is some potential for scandal," former U.S. Sen. Paul Sarbanes said on Monday, referring to this year's Jobs Act.
The legislation was billed by sponsors as a way to stimulate jobs by making it easier for smaller corporations to raise money, but some regulators and consumer advocates have protested that it opens the door to financial fraud.
Manchester United announced plans this month to sell shares on the U.S. market, and said it qualified as an "emerging-growth company" under terms of the Jobs Act.
Such companies, which fall below financial thresholds such $1 billion a year in revenues, have to provide less audited financial data and less disclosure than larger firms.
Those thresholds are too high, Sarbanes told a George Washington University conference commemorating the 10th anniversary of the legislation he co-sponsored with then-U.S. Rep. Michael Oxley. Bankers estimate the new rule would actually cover as much as 90 percent of companies looking to go public.
Said Oxley, "I read an article the other day where Manchester United football team is considering an IPO here in the United States. They are a startup company that has only been around 120 years."
"They're going to start an IPO here, but all the jobs are going to be in the UK. That doesn't strike me as job creating," he said.
"They're an emerging growth company," Sarbanes added.
"They've been emerging for 120 years," Oxley said, drawing laughter from the crowd.
Manchester United's initial public offering will raise as much as $333 million, valuing the club at $3.3 billion at the top of the range of the offering, which is between $16-20 a share. Revenue for the year that just ended is expected to be 315 pounds to 320 million pounds ($495 million to $503 million).
The club was acquired by Florida-based businessman Malcolm Glazer and his family in 2005. The Glazers, who have not been available for comment in recent weeks, have been criticized for burdening the company with debt through a leveraged buyout.
Manchester United said in a filing with the U.S. Securities and Exchange Commission that it intended to take advantage of some Jobs Act exemptions. "We cannot predict if investors will find our ... shares less attractive because we will rely on these exemptions," it said.
The club could not be immediately reached for comment on Tuesday.
(This article was produced by the Compliance Complete service of Thomson Reuters Accelus. Compliance Complete (here) provides a single source for regulatory news, analysis, rules and developments, with global coverage of more than 230 regulators and exchanges.)