ACC, PAC-12, and BIG alliance / conference realignment

[Chip]

Should be a good game tbh.

It will be hard to top last year's, especially the 2nd half.

 

[HRE Otto IV]

I'm going to preface this post by saying I do not know what the ACC corporate by-laws say or if they are incorporated in and/or governed by the laws of North Carolina. Here is the general statute as it relates to dissolving a corporation in North Carolina:

§ 55A‑14‑02.� Dissolution by directors, members, and third persons.

(a)������ Unless this Chapter, the articles of incorporation, bylaws, or the board of directors or members (acting pursuant to subsection (c) of this section) require a greater vote or voting by class, dissolution is authorized if a plan of dissolution meeting the requirements of G.S. 55A‑14‑03 is approved:

(1)������ By the board;

(2)������ By the members entitled to vote thereon, if any, by two‑thirds of the votes cast or a majority of the votes entitled to be cast on the plan of dissolution, whichever is less; and

(3)������ In writing by any person or persons whose approval is required by a provision of the articles of incorporation authorized by G.S. 55A‑10‑30 for an amendment to the articles of incorporation or bylaws.

2005 North Carolina Code - :: General Statutes Article 14 - Dissolution..

So, it would seem that a North Carolina corporation (point 2 above) can be dissolved by 2/3 of the votes cast or a majority of the votes entitled to be cast on the plan. That would seem to say that the majority of the members of a corporation can dissolve the corporation.

People have focused on getting out of GORs, but dissolving the corporation may be the way around the GORs. The reason why this approach couldn't work in the Big 12 is only 2 schools wanted to leave.

1. Doesn't the very first line say this only applies if there isn't an existing requirement in place? The ACC would have to be run by fools to not have something in place. This all seems like internet kookery.

Also I believe that the ACC is an unincorporated nonprofit. So how does corporation law apply here?

2. How is that a way around the GOR? ESPN would bring a lawsuit which would prevent any team from going to the B16 until the lawsuit is settled. The B16 is not going to invite a school with that going on. So if a school is stuck until any lawsuit is settled, why try to leave early? And that is assuming you win the lawsuit.

Also anyone who voted No to dissolving would likely bring a lawsuit against the Yes voters. The GOR is between the members for the length of the contract. Why would the ACC going away make that contract null and void? All the members still exist.

It would be insane for any school without a future home to vote Yes knowing that they have to deal with lawsuits and legal fees. Why take on that challenge only to go to the B12 for less TV money?

3. Look at CUSA. They had 14 members and lost NINE schools. It did not dissolve. So why would the ACC's bylaws be less restrictive? It is a pretty safe bet that it will take at least 10, and possibly as many as 12 (if ND has a full vote).

 

[kcsu]

Didn't FSU beat LSU on Labor Day weekend last year?

 

[kcsu]

I think you are correct

 

[Orangefan1]

I read an article tonight on ESPN that sounded a bit more optimistic for revenue sharing and the ACC…. We still need to get Notre Dame on board I means what it going to take for them to become full time members

 

[HtownOrange]

I'm going to preface this post by saying I do not know what the ACC corporate by-laws say or if they are incorporated in and/or governed by the laws of North Carolina. Here is the general statute as it relates to dissolving a corporation in North Carolina:

§ 55A‑14‑02.� Dissolution by directors, members, and third persons.

(a)������ Unless this Chapter, the articles of incorporation, bylaws, or the board of directors or members (acting pursuant to subsection (c) of this section) require a greater vote or voting by class, dissolution is authorized if a plan of dissolution meeting the requirements of G.S. 55A‑14‑03 is approved:

(1)������ By the board;

(2)������ By the members entitled to vote thereon, if any, by two‑thirds of the votes cast or a majority of the votes entitled to be cast on the plan of dissolution, whichever is less; and

(3)������ In writing by any person or persons whose approval is required by a provision of the articles of incorporation authorized by G.S. 55A‑10‑30 for an amendment to the articles of incorporation or bylaws.

2005 North Carolina Code - :: General Statutes Article 14 - Dissolution..

So, it would seem that a North Carolina corporation (point 2 above) can be dissolved by 2/3 of the votes cast or a majority of the votes entitled to be cast on the plan. That would seem to say that the majority of the members of a corporation can dissolve the corporation.

People have focused on getting out of GORs, but dissolving the corporation may be the way around the GORs. The reason why this approach couldn't work in the Big 12 is only 2 schools wanted to leave.

The individual schools granted their rights to the conference for the purpose of exchanging the rights with ESPN for a network and other broadcast opportunities. Dissolution is not as simple as ESPN will still hold the rights of each member until the GOR expires. Meanwhile, ESPN has met it's duties to date: network, broadcasting, streaming, and payouts splitting the revenue generated or a minimum guarantee.

ESPN is a factor, they hold each school's rights whether they stay or leave. See OU and UT's fist attempt to leave early.

 

[HtownOrange]

I posted this awhile ago but for anyone interested in reading a 62 page report from Harvard Law School on Grant of Rights - have at it.

https://harvardjsel.com/wp-content/uploads/sites/9/2017/01/Wilhelm.pdf

From the article:

The recitals included in this Grant of Rights reference the ACC’s broadcast agreement with ESPN. As a condition of that agreement, the ACC members must execute a grant of television rights to the conference.

WHEREAS, as a condition of the agreement of ESPN to offer additional consideration to the Conference as part of a further amendment to the Amended ESPN Agreement (the “Additional Amendment”; the Additional Amendment, together with the Amended ESPN Agreement, collectively, the “ESPN Agreement”), each of the Member Institutions is required to, and desires to, irrevocably grant to the Conference, and the Conference desires to accept from each of the Member Institutions, those rights granted herein . . . .

The operative portion of the ACC’s Grant of Rights states:

Each of the Member Institutions hereby (a) irrevocably and exclusively grants to the conference during the Term (as defined below) all rights (the “Rights”) necessary for the Conference to perform the contractual obligations of the Conference expressly set forth in the ESPN Agreement, regardless of whether such Member Institution remains a member of the Conference during the entirety of the Term and (b) agrees to satisfy and perform all contractual obligations of a Member Institution during the Term that are expressly set forth in the ESPN Agreement.

Further, the ACC’s Grant of Rights includes the following language:

The Recitals set forth above shall be deemed incorporated by this reference into and specifically made part of this Agreement. Should any provision of this Agreement be determined to be invalid or unenforceable, such shall not invalidate this Agreement, but such provision shall be deemed amended to the extent necessary to make such provision valid and enforce control of each school’s television rights, even if they choose to leave the conference.”

The above language is limited to what the article writer included in the article. It is sufficient to determine who granted what and for how long. Each school individually grated their rights to the conference who in turn granted the collective rights to ESPN in exchange for ESPN broadcasting games, providing a network, etc. If a school leaves, ESPN still holds their rights for the duration.

Portions of the article regarding irrevocability have since been proven wrong by events. If the GOR was irrevocable, OU, UT, USC, UCLA, the SEC and the B1G would have broken the agreements. Likewise, FSU, Clemson, and other ACC schools would have done so too, if you believe the mouthpieces. I used the term "mouthpieces" because not one person with authority to make the decisions has actually indicated a school is willing to leave. This is key as the mouthpiece can say anything without repercussion as they lack authority to back up what they say.

 

[Bryanw1995]

I agree with this.

Consider a "left behind" league of the following schools (I didn't put a ton of thought into this list, just a sampling):

Syracuse
Pittsburgh
Duke
Wake Forest
Georgia Tech
Boston College
Virginia Tech
Central Florida
Virginia
NC State

That's not a bad landing spot for football or basketball, even if a few of the names fluctuate. Some historical rivals. Opponents near recruiting and alumni areas. Major media markets.

Personally I'd love the ACC to stay together in the long run. But if we do ultimately get left out in the cold (and I'm not convinced that we would), the remnants still make up an attractive league, with opportunities to play other attractive opponents out of conference.

It's possible though unlikely that your list would be strong enough to pull anybody from the big 12. More likely to me is that the ACC leftovers mostly move to the big 12, or there is a full big 12/ACC merger that keeps the ACC name and capitalizes on the ACCN for the combined entity.

 

[Bryanw1995]

Stewart Mandel rightly said seven schools may be looking but less than seven would have the possibility of new homes.

Still don't get the Miami thing. IT's been a long long time since they've mattered.

I think that the number is 4, but I've seen speculation of as many as 8. What's the real number? It's hard to know. However, I do think that if all of the Secret 7 had a strong "yes" vibe from Sankey that there would have been a whole lot more drama over the past couple days.

 

[Bryanw1995]

Umm until I actually hear a lawyer say that he or she can unequivocally break the Gor, I am not to worried. There is a reason why still to this day no Gor has been nuked. Nor can they dissolve if I understand things correctly. So hey if they want to all pay us their shares then great. I don't give jack schlitz about FSU either. They were supposed to be a heavy for the ACC and instead have been a nobody for years.

10 year old article form the Harvard Journal of Sports and Entertainment Law. My biggest takeway is that GoRs may or may not be ironclad. It would be very difficult, and very dangerous, for FSU to actually challenge it in court, but it's not impossible.

https://harvardjsel.com/wp-content/uploads/sites/9/2017/01/Wilhelm.pdf

 

[orangenauburn]

10 year old article form the Harvard Journal of Sports and Entertainment Law. My biggest takeway is that GoRs may or may not be ironclad. It would be very difficult, and very dangerous, for FSU to actually challenge it in court, but it's not impossible.

https://harvardjsel.com/wp-content/uploads/sites/9/2017/01/Wilhelm.pdf

I could see Florida State challenging in Florida courts with DeSantis pushing the cause for their release from the GoR

 

[HRE Otto IV]

I could see Florida State challenging in Florida courts with DeSantis pushing the cause for their release from the GoR

It would kind of be funny if they left and ended up in the B12 making less money than new ACC member USF.

I do not think there is any way in which they get a B16 invite. I think our chances are greater, and that is very very very slim. The SEC is already loaded with brands, they do not need another one that will syphon off Florida recruits. Also Tallahassee is a small market with an airport that is hard to fly into. And who is #18?

They act like the ACC is holding them back when in fact the ACC is the only thing keeping them relevant. I think they are in real danger of falling back to being a program like Michigan State, who was a power in the 50s and 60s but is only decent now. Even worse if they cannot get an SEC invite.

 

[All4SU]

College Football administrators are doing a really good job of decreasing the amount of eyeballs that will watch their product.

The SEC thinks they are the NFL and they are not. Clemson and FSU fan followings will eventually drop if they go to the SEC and suck.

Most CFB fans who follow a particular non-sec/b10 team only watch sec/b10 games to see how the teams are doing in relation to their own team. If you kill off half of CFB, those fans will not just migrate to watch SEC/B10 football. You killed their team. They will just move on to the nfl or something else entirely.

 

[Cusefan0307]

Most CFB fans who follow a particular non-sec/b10 team only watch those games to see how the teams are doing in relation to their own team. If you kill off half of CFB, those fans will not just migrate to watch SEC/B10 football. You killed their team. They will just move on to the nfl or something else entirely.

I get the feeling those schools think they are the NFL. They are not. The lack of parity makes things very uninteresting.

 

[kcsu]

The individual schools granted their rights to the conference for the purpose of exchanging the rights with ESPN for a network and other broadcast opportunities. Dissolution is not as simple as ESPN will still hold the rights of each member until the GOR expires. Meanwhile, ESPN has met it's duties to date: network, broadcasting, streaming, and payouts splitting the revenue generated or a minimum guarantee.

ESPN is a factor, they hold each school's rights whether they stay or leave. See OU and UT's fist attempt to leave early.

Please stop with facts, we only want click bait fairytales

 

[elimunelson]

From the article:

The recitals included in this Grant of Rights reference the ACC’s broadcast agreement with ESPN. As a condition of that agreement, the ACC members must execute a grant of television rights to the conference.

WHEREAS, as a condition of the agreement of ESPN to offer additional consideration to the Conference as part of a further amendment to the Amended ESPN Agreement (the “Additional Amendment”; the Additional Amendment, together with the Amended ESPN Agreement, collectively, the “ESPN Agreement”), each of the Member Institutions is required to, and desires to, irrevocably grant to the Conference, and the Conference desires to accept from each of the Member Institutions, those rights granted herein . . . .

The operative portion of the ACC’s Grant of Rights states:

Each of the Member Institutions hereby (a) irrevocably and exclusively grants to the conference during the Term (as defined below) all rights (the “Rights”) necessary for the Conference to perform the contractual obligations of the Conference expressly set forth in the ESPN Agreement, regardless of whether such Member Institution remains a member of the Conference during the entirety of the Term and (b) agrees to satisfy and perform all contractual obligations of a Member Institution during the Term that are expressly set forth in the ESPN Agreement.

Further, the ACC’s Grant of Rights includes the following language:

The Recitals set forth above shall be deemed incorporated by this reference into and specifically made part of this Agreement. Should any provision of this Agreement be determined to be invalid or unenforceable, such shall not invalidate this Agreement, but such provision shall be deemed amended to the extent necessary to make such provision valid and enforce control of each school’s television rights, even if they choose to leave the conference.”

The above language is limited to what the article writer included in the article. It is sufficient to determine who granted what and for how long. Each school individually grated their rights to the conference who in turn granted the collective rights to ESPN in exchange for ESPN broadcasting games, providing a network, etc. If a school leaves, ESPN still holds their rights for the duration.

Portions of the article regarding irrevocability have since been proven wrong by events. If the GOR was irrevocable, OU, UT, USC, UCLA, the SEC and the B1G would have broken the agreements. Likewise, FSU, Clemson, and other ACC schools would have done so too, if you believe the mouthpieces. I used the term "mouthpieces" because not one person with authority to make the decisions has actually indicated a school is willing to leave. This is key as the mouthpiece can say anything without repercussion as they lack authority to back up what they say.

H great post

I guess it’s all money to some extent. Would ESPN put back the rights to the ACC for some price in consideration of the ACC then disbanding into something that is better for them? At a price everything is in play if the conferences can be reformed in a way that makes sense

 

[Hoo's That]

I read an article tonight on ESPN that sounded a bit more optimistic for revenue sharing and the ACC…. We still need to get Notre Dame on board I means what it going to take for them to become full time members

There's probably nothing the ACC can do on its own to serve as an incentive to make ND suddenly change its current mindset. I think ND would first have to decide for itself that independence is no longer feasible and the ACC would then need to be ready to present options to serve as the incentive for ND to join for football as well as their other sports. I would hope that the ACC HQ has put together contingency plans to use if this situation arose, but I'm not betting my house that they have.

 

[DoctorBombay]

I don't really care where we land anymore. I just wish this sport would hurry up and get it over with. It's like a terribly slow death.

Yeah, I'm there.
With NIL and other factors changing the sport, it's become harder and harder to stay engaged. I like that the players are getting paid, but this whole thing is a giant cluster-f.
It reminds me of my MLB divorce years ago after the steroid scandals. I grew up a huge baseball fan, followed the sport all my life. But something died over time and I just stopped caring. First I stopped watching games, then I just became apathetic.
My only caveat is that if the Mets are doing well, I'll peek in and go along for the ride. Used to be that didn't matter- I'd watch regardless. But I haven't spent a dime on baseball in over a decade, and if you asked me to name the Mets roster, or the top 5 players in MLB today...I'd have no clue.
My Cuse love keeps me focused on our program's football, basketball, lacrosse, soccer etc. but honestly, it's not as much fun as it used to be. I'm resigned to my inevitable fate, that it is what it is.

 

[Hoo's That]

I could see Florida State challenging in Florida courts with DeSantis pushing the cause for their release from the GoR

And I can see the ACC and ESPN getting it moved to Federal court, probably in NC or CT, since it's a matter of interstate commerce. IDK if it's true or not, but the ACC "compact" could specify Federal court in NC as the venue for dispute resolution.

 

[Hoo's That]

Most CFB fans who follow a particular non-sec/b10 team only watch sec/b10 games to see how the teams are doing in relation to their own team. If you kill off half of CFB, those fans will not just migrate to watch SEC/B10 football. You killed their team. They will just move on to the nfl or something else entirely.

I brought this up once before, which Week 10 game would be more likely to have the biggest TV audience, 3-6 Bama v. 2-7 Texas or 9-0 SU v. 8-1 Ga Tech? The mega-teams are losing sight of the fact that there aren't any ties in CFB and if they just play each other someone has to end up with a losing record.

 

[DoctorBombay]

Here's a good realistic take on what's happening in the ACC.
All the hyperbole adds up to this bottom line, IMO:

Hayes: Magnificent 7 vs. ACC? One side has a grand hope, but the other has all the leverage - Saturday Road

 

[SU94]

I read an article tonight on ESPN that sounded a bit more optimistic for revenue sharing and the ACC…. We still need to get Notre Dame on board I means what it going to take for them to become full time members

Speaking of revenue, I love how indignant FSU's AD is acting. Michael Alford. Named the Noles AD in Dec. of 2021. He was previously the President and CEO of Seminole Boosters, Inc.

My point is, hey Mikey, you have been AD for 18 months. I know you're super excited that the Noles will be preseason Top 10 for the first time in a decade this coming Fall. Good for you. I hope this surge is not a one or two-year thing. Mike Norvel was a dead man walking 12 months ago and he will be again if he losses to LSU and Clemson again this year. Let alone if the Gators rise up.

Let's not forget, FSU is atop the list of biggest disappointments in recent times, especially in the ACC. From 2017 to present, the Noles are 36-36 overall, 21-27 in conference. This is reason #1 that the ACC is seen as a struggling league.

So, my advice to Mikey is this: Stop acting like a booster and start acting like an AD.

You know what boosters do and say when they suck? They are immature and therefore make excuses. They might say, "hey, we sort of suck and you beat us, but we make more money than you do."

You know what good ADs do and say? They look in the mirror and understand that they can affect positive change, first within their own programs, but beyond that, within the conference.

Mikey, get your own house in order (remember, your hoops team went 9-23 this year and set a school record for losses) before you start blaming others for your struggles. It is especially unsightly. Amateur hour if you ask me.

 

[sabach]

This right here may ultimately be our undoing in conference realignment. $80,000.00 per year in tuition and we are in an academic category with Louisville and Cincinnati as an "other candidate." Thanks Nancy.

 

[HRE Otto IV]

This right here may ultimately be our undoing in conference realignment. $80,000.00 per year in tuition and we are in an academic category with Louisville and Cincinnati as an "other candidate." Thanks Nancy.

Some nobody’s academic rankings won’t influence the B16 vote.

 

[AckermanAve]

Yeah, I'm there.
With NIL and other factors changing the sport, it's become harder and harder to stay engaged. I like that the players are getting paid, but this whole thing is a giant cluster-f.
It reminds me of my MLB divorce years ago after the steroid scandals. I grew up a huge baseball fan, followed the sport all my life. But something died over time and I just stopped caring. First I stopped watching games, then I just became apathetic.
My only caveat is that if the Mets are doing well, I'll peek in and go along for the ride. Used to be that didn't matter- I'd watch regardless. But I haven't spent a dime on baseball in over a decade, and if you asked me to name the Mets roster, or the top 5 players in MLB today...I'd have no clue.
My Cuse love keeps me focused on our program's football, basketball, lacrosse, soccer etc. but honestly, it's not as much fun as it used to be. I'm resigned to my inevitable fate, that it is what it is.

It would certainly be ironic if NIL/transfer portal ended up driving people away from viewing the teams they once loved, which could mean lower TV ratings, and all that media money schools were raking in diminished. I'm not saying its going to happen, but I can certainly see 10 years from now where this has all found some sort of middle ground. Right now everyone is trying to cash in, and it could backfire.