Frequently Asked Questions on the Letter of Intent

The Board Pro Tem has provided answers to some of your Frequently Asked Questions
on the details of the Letter of Intent (LOI) (View the signed LOI).

Why is the Letter of Intent (“LOI”) important to the separation of Antioch College from Antioch University?

The LOI establishes the framework for negotiations through which the Taskforce will develop a series of definitive agreements to be accepted by both the Board Pro Tempore for Antioch College and the Board of Governors of Antioch University that will finally establish the separation of the College from the University as a completely autonomous and independent educational institution (the “Transaction”). Most importantly, the LOI is a public statement of the intent of the University to work exclusively with the Board Pro Tempore for the next 90 days to consummate the Transaction. This is the first time since the announcement of the suspension of operations at the College that there has been an agreement to create a separation.

Is this LOI binding?

There are aspects of the LOI that are binding, for example the agreement to work together exclusively for 90 days. However, the LOI does not represent a definitive agreement between the University and the Board Pro Tempore. It is an important first step in the creation of a final and binding set of agreements with respect to the Transaction.

Why are WYSO and Antioch Education Abroad remaining with the University and how will this affect the future of Antioch College?

The Board Pro Tempore is disappointed that these two historic elements of Antioch College will remain with the University. However, it was determined after much thought and consideration that the effort to restore the College needed to take precedence in our efforts. In short, the effort to manage a major public radio station and to run an on-going program would naturally have been in competition for time, funds and attention. We are, however, heartened by the prospect of a definitive agreement with the University for the joint use of these assets. We’re also looking forward to our own capacity to develop future parallel enterprises that will benefit Antioch College students.

In the minds of the public how is it that there can be both an Antioch College and an Antioch University?

There is no easy answer to this question. The mission of Antioch College as a historic, undergraduate, residential, liberal arts college located in a single location . . . Yellow Springs, Ohio will certainly distinguish Antioch College from the mission and national network of campuses of Antioch University. However, the College and the University will share an important, if complicated, history and further work and good-willed collaboration on defining how we avoid confusion will be essential. While it is a far too simple comparison, there are, for example, a number of colleges in America named “Trinity” or “St. John’s.” While they do not have the same type of shared heritage, as we will with the University, they have each created an independent identity.

What about McGregor and Antioch University in Yellow Springs?

After independence, the Village of Yellow Springs would have two institutions of higher learning. The national, residential liberal arts Antioch College on its historic campus and the adult undergraduate and graduate focused Antioch University McGregor (“AUM”) located on its new campus on the edge of the Village. It is assumed that Antioch University administrative leadership will also continue to reside in Yellow Springs. Other than the anticipated joint use of WYSO and Antioch Education Abroad, no discussion related to any future collaboration between AUM and the College is anticipated as part of the definitive agreement process.

Why was the Board Pro Tempore willing to agree to provide approximately $6.5 million to the University at the conclusion of the definitive agreements?

A critical element of developing an agreement with the University was the important concept that the separation of Antioch College and its associated assets from the single incorporation, Antioch University, should leave the University’s balance sheet in a neutral or improved position. In order to objectively assess this, the Taskforce hired nationally recognized financial advisors to develop the LOI. The result is an independent understanding of an amount of consideration that protects the University and does not damage the future prospects of the College. Importantly, the effort to return Antioch College to health will require ambitious fundraising and tens of millions of dollars raised to return the College to prominence.

What is the future of the Taskforce and the relationship with the Great Lakes Colleges Association (“GLCA”)?

The Taskforce will remain intact through the development of the definitive agreements. Lee Morgan, ’66 chair of the Board Pro Tempore and Matthew Derr, ’89, Consultant and Chief Transition Officer for the Board Pro Tempore will represent the Board Pro Tempore. Jack Mersailis and Dan Fallon, 61’ will continue in their roles representing the University Board of Trustees.The GLCA has graciously agreed to continue to support our efforts for which we are deeply indebted to the member colleges and to its president, Richard Detweiler.

Is it really possible for the Taskforce to complete an agreement in 90 days?

We hope and intend to do our best.. However, aspects of the agreement require working with outside agencies such as the Attorney General of the State of Ohio and thus, the consummation of the Transaction may take longer than 90 days. There will be periodic updates on our progress made to the Antioch College community. The LOI was officially signed on January 21, 2009 putting the 90 day mark at April 21, 2009.

How are the various groups seeking to support Antioch College working together?

It is inspiring to see how so many elements of the Antioch College community came together to advocate for the College. Former faculty, students, alumni, former trustees and friends have devoted time and financial support to the effort. Recognizing the Antiochian penchant for acronyms, we offer the following:

On behalf of the Alumni Association as a whole, the Alumni Board created a separate 501(c)(3) named the College Revival Fund, Inc. (“CRF”) to raise funds for various efforts to restore Antioch College. The Alumni Board also serves as the Board for the CRF.

In an effort to sustain the “DNA” of Antioch College the Alumni Board supported the development of the Nonstop Liberal Arts Institute, which is heroically led by former faculty and staff of Antioch College. Today this program offers an unaccredited full-time program of study to approximately 10 students and part-time study to approximately 90 students. It has an operational budget of approximately $1.6 million provided by the CRF.

The Alumni Board, in response to the request from the Antioch University Board of Trustees for the development of an agreement for the separation of the College from the University, established and vetted the initial membership of the Board Pro Tempore for Antioch College. The Board Pro Tempore is incorporated as the Antioch College Continuation Corporation and will, upon the consummation of the transaction, accept fiduciary responsibility and authority for Antioch College on behalf of and at the request of the Alumni Association.

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