AFCW Plc Share Issue FAQ

This FAQ is solely for discussion purposes. This FAQ must not be taken as advice from WISA to buy shares. This FAQ is not an invitation or offer to buy shares. Please read the full disclaimer at the foot of the page. WISA is not responsible for any of the information in this FAQ.

Q ­ What is AFCW PLC?
A ­ It’s a new company, which owns our football club and the new company set up to own the stadium. At the moment, it is 100% owned by The Dons Trust. It's this company that is selling shares.

Q ­ What is "a share" in AFCW PLC (“AFCW”)?
A - A "share" is just what it says - you own a certain proportion of AFCW PLC, which wholly owns AFC Wimbledon. With certain companies’ shares, you expect to receive a commensurate share of the company's profit, usually paid in the form of a dividend. AFCW hope to pay a dividend, described in the prospectus as being equivalent to a bank deposit account. However, as with all companies, if they perform better or worse than expected this dividend could go up or could go down (possibly to nothing). So yes, all you actually *get* is a bit of paper, plus, at the end of the financial year, you may receive a cheque for roughly 3% (current bank deposit rates) of your investment, if all goes according to plan. But what you *own* is a proportion of the total issued shares in your favourite football club.

Q ­ How much are these shares?
A - 60p each, but there is a minimum number you can buy, which is 150, or £90 worth.

Q ­ Why is there a minimum number I can buy?
A ­ Because there is a cost associated with administering the shares ­ issuing a certificate, keeping the share register updated, sending out annual accounts etc ­ which would not be justified for a shareholder who'd bought only one share.

Q ­ What’s the maximum number I can buy?
A ­ Once you get past 150 shares, you must buy in blocks of 50, equivalent to £30. So you can buy 200 for £120, or 6,000 for £3,600. There is no maximum, except that there are *only* 5 million shares available, worth £3M.

Q ­ But if there’s no maximum for any one shareholder, doesn’t that mean an unscrupulous businessman could get hold of them all and put us back where we started?
A ­ No. After the share issue closes, The Dons Trust (“DT”) will own over 50% of the shares, and the DT’s shares will carry three votes each, compared to the shares which are on sale. So The Dons Trust will control AFCW PLC, no matter how many of the 5 million shares available are bought by one person.

Q - Do I have to buy a multiple of 50 shares?
A - If you do apply for, say, 971 shares, the application will be accepted as long as everything else is in order, but this will make it much more difficult to process and it's something that the issuers really don't want to deal with. If you do decide to buy shares, please buy a multiple of 50 shares.

Q ­ I’ve heard that AFCW are looking to raise "between £1M and £3M" ­ why such a wide range?
A ­ £3m is the most AFCW could raise, if all the shares are sold. If that happens it will be possible to pay off Mr Khosla, pay off the costs of the share issue itself, make the necessary urgent repairs, start work on the ideas talked about for "The Fans' Stadium", and have a few quid left over for a rainy day. If the amount raised is only £1m, then Mr Khosla will be paid £750k in September, and the rest of the money will go to paying off the expenses of the issue itself with some left over for running the club and making some much-needed improvements. Then everyone would need to work like mad to (a) pay the interest on the rest of the loan from Mr Khosla, and (b) pay off the rest of the loan as soon as practical, from profits made by the club and stadium.

Q ­ So what happens if AFCW don’t raise even the £1m?
A ­ If the amount raised is less than the £1m minimum, all the money that people have sent in has to go back to them.

Q ­ Then how will the stadium be paid for?
A - By carrying on doing all the other things everyone has been doing, supported by the TBWA ad campaign, and raise as much as we possibly can. And by tightening belts. The loan will then be paid off in dribs and drabs, plus the interest payable on the loan from Mr Khosla.

Q ­ When do I have to send my money in?
A ­ The sooner the better. The first closing date is 3 PM on 18 July, 2003 although this could be extended. But to be sure, get your application posted by Wednesday 16 July, 2003.

Q - Can I club together with friends to buy some shares?
A - Yes, up to 4 persons can apply jointly.

Q - I live abroad, can I apply?
A – If you live overseas and apply, the registrar will reject your application. However, if you are British and have a UK address, you may apply using that address and the shares will be sent there. The reason that people who are based overseas can’t apply directly is that, for anyone overseas to apply, the share offer and prospectus would have to comply the relevant local regulations. Since it is not practical to do this for every country, the offer is not open to people based overseas.

Q - Can I buy shares for my children?
A- Children cannot own shares. It is suggested that if you wanted to hold shares for your daughter, Mary Bloggs, you apply as "Joe Bloggs a/c M Bloggs". You will then be able to transfer shares to your children when they are 18. In the meantime, if any dividends are paid, you will be liable for any tax on them.

Q - If I buy shares, and then come into some money later, can I apply for more before the share issue closes?
A - Yes, you can apply more than once, so long as you do so before the deadline.

Q ­ How do I apply?
A ­ See the application form on page 41 of the prospectus.

This communication is not an invitation or offer to apply for shares in AFCW PLC. Applications for shares in AFCW PLC must be made solely on the basis of information contained in the prospectus issued by AFCW PLC and dated 26 June 2003 ('Prospectus').
The making of an offer in certain jurisdictions, or to residents who are citizens of certain jurisdictions, may be restricted by laws of the relevant jurisdictions. Such persons should inform themselves about and observe any such applicable legal requirements in their respective jurisdiction.
This communication is not for distribution, directly or indirectly, in or into the United States. This communication is not an offer of securities for sale into the United States. The securities described in this communication may not be offered or sold in the United States (as such term is defined in Regulation S under the United States Securities Act of 1933, as amended) unless they are registered or exempt from registration. There will be no public offer of securities in the United States.
This communication and the information contained herein are not for publication or distribution to persons in Canada, Australia or Japan or in any jurisdiction in which such publication or distribution is unlawful.
Unless specifically stated in this message, nothing in this message shall be taken to be an offer or acceptance of any contract of any nature.