OSU, Wazzu filing seeks control of Pac-12’s future

• Pete Thamel, ESPNSep 8, 2023, 01:55 PM ET

Oregon State and Washington State submitted a legal complaint against the Pac-12 and commissioner George Kliavkoff on Friday looking for an emergency situation short-lived restraining order to safeguard what the schools view as an “impending and existential risk” to the future of the conference.With the intent of

“exploring opportunities to sustain the Pac-12,” the schools are asking for a board conference of all 12 members Wednesday to be canceled and for legal clarity to be given on who has voting rights to manage the future of the league.With 10 of the

conference’s 12 members announcing their departures within the past 18 months, Pac-12 bylaws show that the presidents at Oregon State and Washington State– the only members that have not given notification of withdrawal– need to constitute the league’s board of directors.The legal filing by the 2 schools and its presidents was made in state court in Whitman County, Washington, which is where Washington State lies. The filings include an ask for a hearing on the temporary limiting order on Monday, which might offer clarity before the scheduled conference 2 days later.

“Defendants’ actions have left Complainants with no option however to bring this emergency short-term restraining order to protect the status quo till a hearing can be had on an initial injunction,” the filing says. “Complainants want to schedule a prompt initial injunction hearing and conduct any required discovery on an expedited basis.”

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At the heart of the disagreement is the distribution of the Pac-12’s remaining assets. The filing specifies that the Pac-12 ended the 2022 with $42.7 million in total net assets, a figure that does not consist of the equity worth of the conference’s ownership of the Pac-12 Network. For the 2021-22 fiscal year, the Pac-12 Network reported revenue of $117 million and expenses of $77 million.There are numerous other profits streams, such as bowl contracts and College Football Playoff payments, and considerable payments inbound on the existing television contracts. The Pac-12 is also expecting$ 50.2 million in guys’s basketball NCAA tournament systems, which would be paid over the next 6 years. The Pac-12’s name brand is likewise considered to have substantial value.Pac-12 basic counsel Scott Petersmeyer had actually indicated in an email that Wednesday’s meeting, internally identified a” Pac-12 Board Fulfilling,”might consist of a vote.The essence of Washington State and Oregon State’s issues, if the league’s 12 schools

formally meet, is that the present members could vote to liquify or uniformly disperse the remaining assets. Washington State and Oregon State consider themselves the only board members and are seeking to survey their options moving on. They indicated the conference’s bylaws, which mention that any notification of withdrawal from the league implies a school”instantly cease(s )to be a member of the Pac-12 Board of Directors and will cease to have the right to vote on any matter.” The meeting was scheduled, according to the legal filings, after Washington State president Kirk Schulz, the chair of the Pac-12 board of directors, decreased to call a board meeting after a telephone discussion with Kliavkoff on or around Aug. 29. Schulz feared that Kliavkoff”would enable the withdrawing universities ‘previous Board representatives to vote on a variety of matters, despite the fact that they no longer have the right to vote on any matter,”according to the legal documents.In a supporting file, Schulz states he needs “immediate intervention”on whether the leaving schools can hold a seat on the Pac-12 board and vote.”The Pac-12 Conference and the Pac-12 Conference Board of Directors can not solve this dispute through internal methods, “Schulz states in the filing.

“At its core, this is a disagreement over who has the authority to act upon behalf of the Pac-12 Conference. Only judicial intervention can fix this dispute.”The filing includes a remark from one leaving school, which is not named:”One agent from a leaving Pac-12 member specified his view just 2 days ago that’9 Members can state the fate of the Conference at any time. ‘”The Pac-12 has seen 10 members leave since last summer season, beginning when UCLA and USC revealed they would sign up with the Huge 10 in 2024. The complaint explains that the board seats and ballot rights of those schools were right away rescinded.In current weeks, Colorado, Arizona, Arizona State and Utah revealed they would join the Big 12; Oregon and Washington said they were heading to the Huge Ten; and the ACC voted to include Stanford and Cal.In the filing, Washington State and Oregon

State are recognized as the”just remaining members with a genuine interest in the survival and success”of the Pac-12.”Unless Offenders are enjoined from holding this conference, the Pac-12 and the ten leaving members will wrongfully seize control of the Conference in infraction of the Laws and take actions that will trigger permanent damage to WSU and OSU,”the filing states.”When the Conference permits the ten disqualified previous Board members to get involved on the Board and claim to vote on behalf of the Conference, irreparable damage to Complainants will be done.”The Conference will have breached its Laws; WSU’s and OSU’s rights as staying members of the Pac-12 Conference will have been devitalized; and the ten departing members may seek to change the Bylaws to alter the governance structure of the Conference and do something about it to safeguard their own self-interests to the hinderance of WSU and OSU.” The schools changing leagues have actually left Washington State and Oregon State without a sustainable future home. The legal filing offers some insight into the schools’possible interest in battling to keep the league’s name and its possessions moving forward. One alternative has constantly been to use the monetary

assets, infrastructure and strong brand of the Pac-12 as a lure to invite the 12 Mountain West schools into the league for some type of amicable merger.The Pac-12 has not satisfied officially considering that the latest wave of departures, as the last scheduled meeting was the early morning of Aug. 4, when the schools were expected to vote on a potential distribution handle Apple. That conference never ever took place after Oregon and Washington informed the other members they were likely headed to the Huge Ten.Washington State and Oregon State have actually been irritated by the league’s absence of openness regarding the Pac-12’s assets and liabilities. Included in the monetary uncertainty are sticking around television circulation problems with Comcast that potentially put tens of countless dollars in flux.The grievance provides a window into what the schools do not wish to happen if there is an official Pac-12 conference Wednesday.”The 10 leaving members have a considerable financial incentive to liquify the Pac-12 before their departures,”the complaint states.” If the Pac-12 Conference dissolved, its staying assets and home would be dispersed to all twelve members.”The complaint is available in the wake of

a letter Schulz and Oregon State president Jayathi Murthy sent out to Kliavkoff and the 10 other presidents and chancellors Wednesday, which appears to have actually established the legal premises of Friday’s filing.The letter was sent in reaction to the board of directors satisfying being called and revealed issue that it”develops the misimpression that agents of all Conference members are eligible to serve on the Board, take part in Board conferences, and vote on Board matters. That is incorrect. “It asked for 3 things by Friday morning: a cancellation of Wednesday’s conference, no voting rights for the 10 departing schools, and a last confirmation that the only

representatives on the Pac-12 board are from Oregon State and Washington State.The letter nearby stating:” We look forward to working with each of you, your member institutions, and the Pac-12 Conference personnel on an efficient course forward.”