Football club due diligence: a buyer's checklist

Start with the ownership case, not the data room

Before requesting documents, define what the client is trying to own. A controlling acquisition, minority investment and platform strategy each need a different level of governance, capital and influence. The brief should set out the preferred geography, competition, holding period, decision rights, funding capacity and role after completion. It gives every later question a purpose.

This is also the point to separate the purchase price from the full commitment. A club may require operating cash, investment in people or infrastructure, deferred transfer payments, debt refinancing or a reserve for a difficult season. The guide to what a football club really costs explains why those numbers should sit alongside, rather than behind, the headline consideration.

A useful initial screen identifies the assumptions doing the most work. Is the case dependent on promotion, a player sale, stadium redevelopment, a new commercial partner or a change in ownership behaviour? Each can be reasonable. Each needs evidence before it is used to support a price.

1. Test the financial position and cash timing

Financial diligence should begin with a clear view of trading, cash and obligations. Recent statutory accounts are useful, but management accounts, cash-flow forecasts and budget assumptions often tell the more immediate story. A buyer needs to understand which revenues are recurring, which costs can actually flex and which items are dependent on sporting performance or a future transaction.

Look beyond annual profit and loss. Payroll, transfer instalments, bonuses, tax, debt service, agent fees, stadium maintenance and shareholder funding can all create pressure between reporting dates. A monthly cash view exposes when funding is required and whether a delayed player sale, a weak run of results or an unplanned repair would change the position.

Ask for a schedule of debt, shareholder loans, security, contingent liabilities and related-party balances. The distinction matters: an apparently modest share price can sit alongside obligations that materially change the all-in cost. The football club valuation guide is a helpful companion because it separates equity value from the capital the client will need to support.

2. Organise the request list around decisions

A well-run diligence process is not a scavenger hunt through a data room. Start with a request list that is linked to the investment case. If the thesis relies on player trading, the early request list should surface contract expiry, transfer instalments, recruitment process and the club's record of converting player value into cash. If it relies on a stadium or hospitality programme, property rights, maintenance records, permissions and trading evidence belong near the front of the queue.

Separate documents into three groups. First, evidence that tests the entry decision: ownership, funding, cash, liabilities, regulatory approvals and material contracts. Second, evidence that tests the operating plan: squad, staff, commercial relationships, stadium operations, customer data and capital expenditure. Third, information that helps plan after completion, such as systems, reporting, leadership capability and the timetable for key decisions. That distinction stops a buyer spending weeks on detail while a fundamental issue remains untested.

Keep a record of what is missing, what has been explained and what still needs independent verification. A management explanation can be useful context, but it is not a substitute for evidence. Where information is incomplete, the client should be clear whether the uncertainty can be priced, protected through the transaction documents, or is too material to accept.

3. Understand the football operation

The football operation is not a separate workstream that can be reviewed after the deal is agreed. Recruitment quality, contract duration, wages, squad age profile, injury exposure, academy pathway and decision-making all affect value and future cash needs. A buyer should understand what the club must spend to remain competitive, not only what it spent in the last season.

Review player and staff contracts with the right advisers. Identify guaranteed payments, bonuses, option dates, sell-on obligations, agent commitments and any clauses that could accelerate a cost or limit a future decision. Player value can be meaningful, but it is not cash in the bank. It depends on contract runway, market demand, replacement cost and the sporting consequence of a sale.

Test the plan through more than one outcome. A stable season, a difficult season and a strong season will each affect revenue, wage pressure, recruitment needs and commercial momentum differently. The aim is not to forecast a league table. It is to see whether the client can support the club when results do not follow the optimistic case.

4. Check assets, property and matchday reality

A stadium can be a powerful commercial asset, a major operating constraint or both. Establish who owns it, the nature and length of any lease, maintenance responsibilities, planning restrictions, safety obligations and the costs required to keep it fit for the club's intended use. The same discipline applies to the training ground, academy, land interests and digital infrastructure.

Do not assume that capacity equals opportunity. Hospitality, access, transport, local demand, staffing, event rights and the ability to operate the venue determine whether a stadium can deliver more revenue. A large ground with limited rights or a substantial maintenance backlog needs a different capital plan from an owned, adaptable asset.

Infrastructure also connects directly to the sporting case. Training facilities, academy provision and matchday operations influence recruitment, player development, supporter experience and the club's credibility with partners. The relevant question is not simply whether an asset exists. It is whether it supports the strategy the client intends to fund.

5. Review commercial rights and the operating model

Commercial upside deserves the same scrutiny as cost control. Review the sponsorship portfolio, hospitality offer, media and content rights, ticketing data, partner contracts and the people responsible for delivering them. A recognised badge or a large catchment area may signal potential, but it does not prove the club has the rights, relationships or team to turn that potential into durable income.

Ask which revenues are contracted, who owns the relationship, when key agreements expire and what obligations sit behind them. Check whether a proposed uplift depends on new hires, capital expenditure, a sporting outcome or a change in supporter behaviour. A credible plan separates near-term improvements from the longer-term work needed to build a commercial platform.

That is particularly important when the case includes international growth. Global interest can be valuable, but it still needs a realistic route through content, partnerships, distribution and sporting relevance. The best commercial plan reinforces the club's local identity rather than treating supporters as a line item to be extracted.

6. Map ownership, governance and approval requirements

Ownership structure can change the practical value of an investment. Confirm the shareholdings, beneficial ownership, board composition, reserved matters, voting rights, funding obligations and exit provisions. A minority position may be attractive when it carries the right protections. Nominal control can be weak if a client lacks information rights or the ability to make timely decisions.

Approval work should begin early, especially in England. The EFL's acquisition-of-control guidance explains that prospective control changes can require owner and director checks, future financial information and evidence of the ultimate source of funding. The exact requirements depend on the league and transaction, so specialist legal and regulatory advice is essential.

For clubs with European competition exposure, the UEFA financial sustainability framework is another reason to keep governance, cash and sporting ambition connected. Its focus on solvency, stability and cost control reinforces a practical point: the ownership plan needs to work through the real decision cycle of the club.

7. Turn findings into a decision plan

The most useful diligence output is a short decision register, not a pile of unconnected reports. For every material finding, record the evidence, the potential impact, the person responsible for resolving it and the route forward. Some findings may require a lower price. Others may call for a warranty, indemnity, deferred consideration, a funding reserve or a different governance structure. A few may mean the opportunity no longer fits the brief.

Keep the advisers connected. A stadium restriction can weaken the commercial plan. A player obligation can alter the monthly cash position. A governance issue can change the value of a minority stake. The transaction should be assessed as one ownership case, not a set of isolated specialist exercises.

The Ninety Project's typical process is built around that sequence: define the brief, assess strategic fit, shape the approach, support diligence and plan beyond completion. Clients seeking opportunities can also explore the private clubs-for-sale route, where a clear mandate, capital position and decision-making structure make for a more credible conversation.

Know what must be resolved before exchange

Not every open point deserves the same response. Some items can be monitored after completion. Others need to be resolved before the client signs, because they affect control, funding or the legal ability to complete. The discipline is to agree those thresholds in advance, not to discover them under time pressure at the end of a process.

A practical closing plan names the conditions that must be satisfied, the evidence required for each, the owner of the action and the latest acceptable date. Typical examples include approval of the ownership structure, confirmation of the funding route, completion of critical contract review, agreement on treatment of shareholder balances and clarity on the first period of operating cash. The detail will vary by deal. The approach should not.

That plan also makes negotiation more purposeful. Instead of debating every risk in the abstract, the client can decide whether it should change consideration, be addressed through a specific protection, remain with the seller, or sit within a funded post-completion programme. It is a more useful way to protect the investment case and a calmer way to make decisions when the timetable tightens.

Clients should be able to explain the final decision in plain language: what they are buying, what they are funding, which assumptions remain open and why the agreed protections are proportionate. If that explanation is unclear, the diligence has not yet done its job. The purpose is not perfect certainty. It is a deliberate decision with a realistic view of responsibility, timing and capital from day one, shared clearly and consistently across the client team, advisers and the club.