Distin insisted: "It's great for the club and the fans but from the players' point of view it's a case of when the sun finally shines they will be pushed aside because big names are going to be brought in.
"There are maybe five or six still there from my time with City and some of them were there ages going through tough times with me.
"But now when you see players like Robinho coming in and hear the names of who else City want to sign, then it means some of them won't be playing any more."
Despite City being ready to splash the cash and threatening the Premier League's top four with a rash of high-profile signings in the January transfer window, Distin insists he has no regrets.
He admits: "I know what it is like. When you have a lot of frustration after a few years then finally you have a good takeover and someone who has the power to buy who they want and push the club forward.
"But I was happy with the move I made to Portsmouth and, hopefully, winning the FA Cup and getting into Europe is only the start for us."