Position as at 9 October 2026

Prepared by Paul Quinn, CWTE Limited (theesk.org)

Ownership chain, entity-by-entity notes, funding and security, verification log

In Part I I looked at why the Friedkins are selling Everton Football Club. Part II looks at what they are selling – it’s likely to be at the Roundhouse Capital Holdings level in my opinion

Summary

Everton is controlled by Thomas Dan Friedkin through a three-layer chain: Toffee Investments LLC (Houston, Texas) owns 100% of Roundhouse Capital Holdings Limited (15992615), which holds approximately 99.67–99.69% of The Everton Football Club Company, Limited (00036624). Friedkin is the only individual registered as a person with significant control (PSC) at the top of the UK chain; Roundhouse is the club’s only active corporate PSC.

• Control: Friedkin holds 75%+ of shares and votes in Roundhouse and the right to appoint directors (notified 2 October 2024). Christopher Sarofim and Jason Kidd are minority investors whose stakes must sit at or above Toffee level; their percentages are not disclosed in any public filing.
• Club capital: 2,499,889 shares in issue per the SH01 for the 27 July 2026 allotment. A reported further 81,000-share allotment on 13 August 2026 has not been confirmed on the register.
• Minority shareholders: about 2,000 legacy holders retain 7,969 shares (c.0.3%). They have been diluted, not bought out or squeezed out.
• Equity funding: c.£401m of cash equity from Roundhouse into the club (December 2024 to August 2026), on top of £450.75m of Moshiri loans converted into shares at completion.
• Debt: gross borrowings of £468.5m at 30 June 2025, principally £350m of 30-year private placement notes (maturing 30 June 2055) and a £130m JPMorgan revolving credit facility. Three charges remain outstanding across the group; all TDF Capital (Friedkin-linked) bridge charges were satisfied on 26 February 2025.
• Women’s football and Goodison Park were moved out of the club group in June 2025 and now sit under EFCW Holding Company Limited, 90.9% Roundhouse and 9.1% GED Investments (Canada).

Group ownership chart

Key: solid arrow = registered shareholding; dashed = control without shares (charity) or stake undisclosed. Navy = Friedkin chain; blue tint = Everton group companies; grey = external investors and the charity. Arrows run from shareholder to investee.

Entity register

Summary of every entity in the chain, from ultimate controller down. Detailed notes for each follow in section 4.

Company notes

Thomas Dan Friedkin; ultimate controller

Registered PSC of Roundhouse Capital Holdings Limited with effect from 2 October 2024: 75% or more of shares, 75% or more of voting rights, and the right to appoint or remove directors. Identity verified at Companies House.

The Roundhouse accounts describe the controlling party in three different ways  ‘Dan Friedkin’, Toffee Investments LLC, and ‘Mr T Friedkin’. These are consistent with each other but the inconsistency of description is worth noting in any regulatory submission.

Status: verified (Roundhouse PSC register).

Minority investors; Christopher Sarofim and Jason Kidd

Christopher Sarofim joined the ownership group in April 2025 and holds a board observer role. The club described his investment as being in ‘the ownership group, Roundhouse Capital Holdings Limited’. Because Roundhouse is 100% owned by Toffee, any such interest can only sit at Toffee level or above. Jason Kidd is also reported as a minority investor.

Toffee Investments LLC; ultimate parent undertaking

• Address: 1375 Enclave Parkway, Houston, Texas.
• Named as ultimate parent in Roundhouse’s confirmation statement (1 October 2025) and in note 2.1 to the Roundhouse accounts.
• State of formation, members, capital and governance documents are not publicly available.
• If any 777 Partners / A-CAP preferred equity or warrants survive from the pre-acquisition period, none appear at Roundhouse, so they would have to sit at or above this level.

Status: partly verified.

Roundhouse Capital Holdings Limited (15992615)

UK acquisition holding company, incorporated 2 October 2024. Registered office 21 Golden Square, London W1F 9JN; SIC 64209 (holding companies).

Share capital

First consolidated accounts (2 October 2024 to 30 June 2025)

• Audited by Crowe U.K. LLP; signed 27 December 2025; filed 31 March 2026.
• Group net assets £219.1m; loss for the period £74.7m.
• Acquisition accounting recognised £473m of negative goodwill and a £240m brand intangible.
• No preference shares or warrants disclosed.
• A charge was created on 18 December 2024; its details have not been inspected.
• Confirmation statement due by 15 October 2026; this should confirm both Toffee’s shareholding and the 2026 allotments.

Status: SH01 totals taken from the accounts and secondary sources; filing history not inspected directly.

The Everton Football Club Company, Limited (00036624)

The operating club and the Premier League PSR/SCR reporting entity. Incorporated 14 June 1892. Registered office moved to Hill Dickinson Stadium, Liverpool L3 0BW on 29 December 2025.

Ownership

• Roundhouse became PSC on 18 December 2024; Farhad Moshiri’s Blue Heaven Holdings and Bluesky ceased to be PSCs the same day.
• Roundhouse holds c.99.67–99.69%; legacy minority shareholders hold 7,969 shares (c.0.31%).
• Pre-emption rights were disapplied (RES10/RES11, filed 8 August 2025), allowing allotments that diluted minorities from about 0.5% to about 0.31%.
• Bill Kenwright’s estate holds no PSC-level interest; any holding sits within the minority shares.

Equity history

* Derived: increase in shares × £175. The 1 July 2026 date on Companies House differs from the ’31 July 2026′ date in some secondary commentary.

Capital reduction and dividend

Share premium was reduced on 23 December 2025 (RES13, SH19 and solvency statement). A dividend of about £20 per share (about £44m) followed, funded by the £49.2m gain on the sale of the women’s club and Goodison Park to Roundhouse.

2024/25 group accounts (filed 12 April 2026)

Charges and filings

• 78 charges registered, of which 3 remain outstanding across the group (see section 5). GLAS Trust Corporation holds charge 0078 over the club in respect of the private placement notes.
• The confirmation statement due 4 September 2026 is shown as overdue.

Status: verified (filing history, PSC register, statements of capital).

EFCW Holding Company Limited (16482500)

Holding company for Everton’s women’s football and Goodison Park, outside the club group but inside the Roundhouse group.

• Shareholders: Roundhouse 90.9%; GED Investments (Canada) 9.1% from 19 December 2025.
• Directors Angus Kinnear and David Beeston appointed 12 December 2025 (verified).
• The subsidiaries were sold by the club to Roundhouse on 27 June 2025 for £50m (left unpaid), producing a £49.2m gain for the club, and then moved under this company.

Everton Stadium Development Holding Company Limited (11727444)

Intermediate stadium holding company, wholly owned by the club. Incorporated 14 December 2018, formerly Everton FC Finance Limited. Immediate parent of ESDL and its principal intercompany lender (£178.7m owed by ESDL at 30 June 2025).

Charges

Status: overview and charges verified; PSC page not inspected.

Everton Stadium Development Limited (10719054)

Special-purpose company that owns and developed Hill Dickinson Stadium. Incorporated 10 April 2017; wholly owned by ESDHL (PSC since 25 November 2021), two levels below the club. Co-issuer of the £350m private placement notes. Small-company accounts for the year to 30 June 2025 filed 12 April 2026.

Balance sheet comparison (£m)

* Derived: total assets less net assets, notes, intercompany and deferred income. Both years reconcile to within £0.1m.

Funding structure before the takeover (30 June 2024)

• Intercompany balance of £575.2m, principally to ESDHL;  the route by which group interest and fees were recharged to ESDL and capitalised into the stadium.
• £200m external loan due within one year, secured by fixed and floating charge;  an expensive bridge funded by Rights and Media Funding, 777 Partners and later Andy Bell and George Downing.
• Net current liabilities of £779.9m, supported by a parental letter of comfort.

Funding structure after the refinancing (30 June 2025)

1. £350m private placement. Carried at £340.97m: £4.86m due in two to five years, £336.11m after five years. Thirty-year term to 30 June 2055, secured on the stadium, interest at ‘market rates’. The c.£9m gap to face value most likely reflects unamortised fees; the near-term tranche indicates amortisation begins within five years.
2. Intercompany debt of £198.9m. £178.7m owed to ESDHL and £20.3m to the club; repayable on demand. Roundhouse has confirmed by letter it will not call the debt within twelve months of the accounts being signed.
3. £366.5m capital contribution. Equity injected without new shares. Intercompany debt fell by c.£376m while the contribution arose at £366.5m, indicating parent debt written off into equity. A c.£9.8m difference is not explained in the notes.
4. £15m deferred income. New in the year; most plausibly prepaid naming-rights or sponsorship income. Not confirmed by the notes.

The £200m short-term facility is confirmed in the notes as fully repaid.

Profit and loss and capitalised interest

• Loss for the year £2.2m; bank interest received £442,475.
• Wages £657,190; social security and pension costs c.£101,000; audit fee £7,350.
• Borrowing costs capitalised into the stadium (note 8): £39.3m (2024: £61.2m).
• Capitalisation ceased at 30 June 2025; the safety certificate was issued on 21 August 2025.

Implied cost of funding (analyst estimates)

Forward view

From 2025/26 interest and depreciation run through the profit and loss account. Interest of c.£28m (8% on £350m) and depreciation of c.£21m (£851m over 40 years) imply an underlying loss of roughly £50–52m a year before stadium revenues are recognised. The capital contribution already on the balance sheet gives the entity capacity to absorb those losses.

Everton Investments Limited (04349739)

Incorporated 9 January 2002. Wholly owned by the club according to the pre-takeover group structure note. Filed dormant accounts to 30 June 2024 and small-company accounts to 30 June 2025, which suggests some activity in the latest year.

Status: ownership taken from the 2024 group note and not re-verified; capital not verified.

Everton in the Community (04851552)

Charity and company limited by guarantee, with no share capital. The club is registered as PSC with 75%+ of voting rights and the right to appoint directors. Controlled by the club but legally separate, and not a subsidiary in the shareholding sense.

Status: verified (PSC register).

Everton Football Club Women Limited (07335143)

Women’s Super League club. Incorporated 4 August 2010. Wholly owned by EFCW Holding Company Limited, registered as PSC from 27 June 2025 (PSC02/PSC07 filed 28 July 2025).

Status: ownership verified; capital not verified.

Goodison Park Stadium Limited (04355318)

Owner of Goodison Park. Incorporated 17 January 2002. Wholly owned by EFCW Holding Company Limited, registered as PSC from 27 June 2025.

Status: ownership verified; capital not verified.

Legacy minority shareholders

Around 2,000 holders retain 7,969 shares in the club; about 0.31% at 2,499,889 shares in issue, or 0.309% if the reported 13 August 2026 allotment is confirmed. There has been no compulsory acquisition or buy-out offer; their position has been diluted through successive allotments at £175 per share after pre-emption rights were disapplied.

GED Investments

Canadian investor holding 9.1% of EFCW Holding Company Limited from 19 December 2025. Its own ownership and the price paid have not been disclosed. See the discrepancy noted at 4.6 on whether the stake arose from a new issue or a sale.

Group funding and security

Gross borrowings at 30 June 2025 were £468.5m (£127.6m within one year; £341.0m after five years). All TDF Capital bridge charges over ESDHL were satisfied on 26 February 2025 and the Blythe Capital charge on 13 July 2024.

Chronology since December 2024

Verification status and data limitations

Discrepancies between sources

.

Sources

1. Companies House  Roundhouse Capital Holdings Ltd PSC register https://find-and-update.company-information.service.gov.uk/company/15992615/persons-with-significant-control
2. Companies House Roundhouse Capital Holdings Ltd overview https://find-and-update.company-information.service.gov.uk/company/15992615
3. Companies House Everton Football Club Company Ltd overview https://find-and-update.company-information.service.gov.uk/company/00036624
4. Companies House  Everton FC filing history  https://find-and-update.company-information.service.gov.uk/company/00036624/filing-history
5. Companies House Everton FC PSC register  https://find-and-update.company-information.service.gov.uk/company/00036624/persons-with-significant-control
6. Companies House  Everton FC charges https://find-and-update.company-information.service.gov.uk/company/00036624/charges
7. Companies House ESDHL overview https://find-and-update.company-information.service.gov.uk/company/11727444
8. Companies House  ESDHL charges https://find-and-update.company-information.service.gov.uk/company/11727444/charges
9. Companies House  ESDL PSC register  https://find-and-update.company-information.service.gov.uk/company/10719054/persons-with-significant-control
10. Companies House Everton Investments Ltd filing history  https://find-and-update.company-information.service.gov.uk/company/04349739/filing-history
11. Companies House Everton in the Community PSC register  https://find-and-update.company-information.service.gov.uk/company/04851552/persons-with-significant-control
12. Companies House Everton FC Women Ltd filing history  https://find-and-update.company-information.service.gov.uk/company/07335143/filing-history
13. Companies House  Goodison Park Stadium Ltd PSC register  https://find-and-update.company-information.service.gov.uk/company/04355318/persons-with-significant-control
14. The Esk  Roundhouse Capital Holdings first consolidated accounts (8 Oct 2026)  https://theesk.org/2026/10/08/the-analysis-series-roundhouse-capital-holdings-limited-first-consolidated-accounts-2-october-2024-to-30-june-2025/
15. The Esk  Everton Stadium Development Ltd accounts, year to 30 June 2025  https://theesk.org/2026/05/01/the-analysis-series-analysis-of-everton-stadium-development-limited-accounts-year-ended-30-june-2025/
16. ESDL 2024/25 accounts (PDF)  https://theesk.org/wp-content/uploads/2026/05/ESD202425.pdf
17. The Esk  Analysis of Everton FC 2024/25 Annual Report and Accounts  https://theesk.org/2026/03/31/the-analysis-series-financial-reconstruction-analysis-of-everton-football-clubs-2024-25-annual-report-and-accounts/
18. The Esk  New cash injection by Roundhouse Capital (1 Aug 2026)  https://theesk.org/2026/08/01/new-cash-injection-by-roundhouse-capital-takes-cash-commitment-so-far-to-373-million/
19. The Esk  Capital reduction (23 Dec 2025)  https://theesk.org/2025/12/23/capital-reduction-by-friedkins-to-tidy-up-evertons-balance-sheet/
20. The Esk  Proposed dividend from sale of EFCW (24 Dec 2025)  https://theesk.org/2025/12/24/proposed-dividend-payment-to-everton-shareholders-arising-from-sale-of-efcw/
21. Premier League Everton publishes 2024/25 annual report  https://www.premierleague.com/en/news/4623567
22. Greg Cordell Everton FC 2024/25 financial results  https://gregcordell.substack.com/p/everton-fc-202425-financial-results
23. ToffeeWeb  TFG register new UK holding company https://www.toffeeweb.com/season/24-25/news/45374.html
24. ToffeeWeb £20 dividend for transfer of women’s club  https://www.toffeeweb.com/season/25-26/news/47102.html
25. ToffeeWeb  TFG looking for new investors  https://www.toffeeweb.com/season/26-27/news/47975.html
26. Goal American billionaire to join ownership group  https://www.goal.com/en/lists/fresh-investment-for-everton-toffees-announce-american-billionaire-is-poised-to-join-ownership-group/bltf757050885c5bc31
27. France 24  Friedkin Group completes Everton takeover  https://www.france24.com/en/live-news/20241219-us-based-friedkin-group-complete-everton-takeover