University, alumni agree on first step to independence
- Published: January 15, 2009
Antioch College alumni and Antioch University this week took a first step toward creating an independent college.
The step was a letter of intent agreed upon by both the Antioch University Board of Trustees and the board pro tempore of the Antioch College Continuation Corporation toward the separation of the college from the university structure, according to a press release dated January 13. The letter followed five months of conversations between representatives of the university and the alumni in a task force that was charged with finding a way to move forward toward an independent college.
This week’s action is significantly different than two previous failed attempts between the college alumni and university trustees to keep the college open because for the first time, both bodies share the same goal of creating an independent Antioch College, according to Great Lakes College Association President Rick Detweiler in a phone interview Tuesday.
“We recognized early on in this process that we wanted the same thing, and that hadn’t been recognized before,” Detweiler said. “We all share the goal of two healthy institutions going forward.”
Detweiler has for the past several months served as mediator and chair of the task force, which was comprised of alumni representatives Lee Morgan and Matthew Derr and Antioch University Trustees Dan Fallon and Jack Merselis.
While the letter of intent is not a final action but only a statement of intention, it is still a significant step toward an independent Antioch, according to Morgan and Derr on Tuesday.
“This is an historic moment for the College and for Yellow Springs. We have monumental work ahead, but we now have the framework in place to restore the College to health as an independent institution for the first time in forty years,” according to Morgan in the press release. An Antioch College alumnus, Morgan is the grandson of the college’s 11th president, Arthur Morgan.
Could open in 2010
The soonest that Antioch College could reopen is fall 2010, according to Derr in a Tuesday interview. However, he said, “There would be a lot of activity on campus before then.”
Immediately, the task force members, along with the pro tem board and Antioch Chancellor Toni Murdock and her staff, will attempt to come to agreement on several substantial legal and financial issues that need to be resolved before the university and the pro tem board can legally agree to separate Antioch College and Antioch University.
The press release calls for a 90-day period of “exclusive dealing” in which to accomplish this work, starting at this time.
The 90-day period does not necessarily mean that all issues will be resolved by the end of that time, according to Detweiler. Rather, he said, the main players hope to accomplish what they need to accomplish by the end of 90 days, although outside forces may require that more time is needed.
The task force, pro tem board and university leaders will continue to work intensely toward the goal of an independent Antioch, Detweiler said.
“As we have been doing, we will be working every day and every night as necessary. This is a complicated process that takes enormous time,” he said. “No one would say it’s an easy process.”
Specific legal issues to be resolved, according to Murdock on Tuesday, are questions regarding the transferring of the endowment, intellectual property rights and legal questions regarding the separation of assets.
However, Derr said, the leaders are using a “unified approach” to address the legal issues, by having a single attorney engaged by the task force to guide the discussion, rather than immediately bringing in attorneys from both the university and the alumni group. Later, the attorneys from both entities will review the issues, he said.
Other significant issues to be resolved are gaining approval from financial institutions that hold university bonds, according to Murdock.
The task force, with financial support from the Andrew W. Mellon Foundation and the Morgan Family Foundation, was able to secure independent financial analyses from George K. Baum and Company, and those analyses indicate that the financial questions will be workable, according to Derr.
“We are confident that there are good strategies for moving forward,” he said.
Other issues to be addressed are gaining the approval for the separation of the college from the university from the Ohio attorney general, and the approval of the Ohio Board of Regents.
Money is key
Asked about the most difficult issue facing the task force, those involved in a Tuesday phone interview agreed that the need for cash, and soon, is paramount if the alumni are to save the college.
“We still don’t have solid evidence that the alumni will provide the necessary financing,” Morgan said. “We need clear financial support for the first five years.”
The letter of intent states that the alumni will pay $6.5 million to the university on the date of the legal closing.
However, according to Morgan, their goal for the next 90 days is to raise $15 million. Beyond that, he said, both the university and the pro tem board want him and Derr to raise “10s of millions” to guarantee future security for the college, although he would not specify exactly the goal of alumni fundraising.
“We’ll have a lot of airport time,” Derr said.
According to the letter of intent, if the university and the alumni reach a legal agreement, the university will license to the college, royalty-free, the right to use the name “Antioch College,” along with all associated logos. The university will retain the right to use the name “Antioch” in connection with education institutions other than the college. According to Murdock on Tuesday, there was never any question but that Antioch College would be able to use its historic name if it separated from the university.
If a final agreement is reached, Antioch College real estate would comprise the campus roughly east of Xenia Avenue, with the exception of the Kettering Building and adjacent structures, according to the letter of intent, along with Glen Helen, the Antioch Review, the power plant, the Olive Kettering Library, Antiochiana and the Coretta Scott King Center.
WYSO Public Radio, Antioch Education Abroad and the Kettering Building on South College Street would not be transferred if the college separates. However, the letter includes provisions for collaborative use for WYSO, Antioch Education Abroad, Glen Helen, the library and Antiochiana.
According to the letter, if the college is unable to achieve accreditation within five years, or to maintain its accreditation, the university will have the right to have all college assets transferred back at no cost.
According to Morgan and Murdock on Tuesday, the recent agreement on a letter of intent does not change the current oversight of the college campus. Antioch University will continue to be the campus overseer until a final agreement is reached, Murdock said, and campus buildings will remain in their current condition.
The task force was proposed by the alumni association in response to a June request from the university trustees to develop a process to create an independent college. The group has met since August to develop a letter of intent that both the alumni and the trustees could approve.
According to Derr on Tuesday, the letter of intent “is not simply an agreement but a roadmap for what happens next. Now we have the framework and can get down to the details of creating this historic change.”
Antioch College has been closed since June 2008, following a year of intense efforts by alumni to keep the college open. These efforts followed university leaders’ announcement in June 2007 that the college would suspend operations due to financial exigency the following year. While the alumni raised $18 million in four months following the announcement that the college would close, and university and alumni leaders agreed in November 2007 to keep the college open, that effort failed when major donors balked at a perceived lack of autonomy for the college. A six-month effort by a second group of alumni and major donors, who formed the non-profit Antioch College Continuation Corporation, failed to reach an agreement with the university trustees in May. The current alumni effort, begun after trustees rejected the ACCC’s final offer in May, includes some of the same alumni leaders and some who are new. The group has continued to use the non-profit structure of the ACCC.
The current effort calls for a liberal arts college completely independent from Antioch University. The Antioch College Alumni Board has in the past several months named a pro tempore board of directors for the new college, who are Morgan, Derr, Barbara Winslow, Terry Herndon, Francis Horowitz, Rozelle Nesbit, Edward Richard and Atis Folkmanis.
The letter of intent between Antioch University and the Antioch College Continuation Corporation may be seen at http://www.antiochians.org.