(03-29-2021 07:27 PM)ICThawk Wrote:  

(03-29-2021 04:20 PM)JRsec Wrote:  

(03-29-2021 01:24 PM)Fighting Muskie Wrote:  

An interesting fact that is frequently overlooked is that FOX is a large shareholder in Disney. So while it is technically true, as Dawg in Bama pointed out not long ago, FOX is also invested in Disney stock doing well. FOX and Disney also face common potential foes in the Tech companies. I'm sure things will appear to be a competition, but there could be some mutual self interest at work also, and those so called competitive deals may be worked out privately with a wink in front of the public.

By way of clarification, the current Fox owns ZERO shares/percent of Disney. Without getting too technical (though if you wish I can describe more fully), Fox spun off the film studio, most programming, the RSNs, and most (but not quite all) of its other assets EXCEPT the TV network, TV stations and some publishing assets into an entity (New Fox). This was done for tax reasons. Old Fox then distributed shares in THAT company (New Fox) to it's shareholders. Thus, Fox shareholders owned shares in BOTH New Fox and Old Fox. New Fox was then purchased by Disney exchanging Disney shares and cash for the stock of New Fox. Old Fox received no proceeds of the "sale" since it didn't own any stock in New Fox as all the shares were owned by the shareholders of Old Fox who had also became shareholders of New Fox upon the distribution. Thus, the individual shareholders of Fox, NOT the company (Old Fox) itself, received the shares and cash from Disney for their stock. The Murdock family as shareholders of Old Fox and recipients of New Fox shares DID sell their New Fox shares to Disney. However, even with the Murdocks holding a lot of New Fox shares, in exchanging their New Fox shares for Disney shares, they end up owning less than 5% of Disney. Not an insignificant amount (given Disney's price per share) but hardly a controlling interest (and without a member nominated by the Murdocks on Disney's Board of Directors). As mentioned, this was somewhat complicated due to tax reasons and has been done by other companies as well when only some but not all assets of the original company are sold off.

Thanks for a great explanation! They do still share common foes and therefore have some mutual self interest, but 5% is not a controlling share nor a determinative factor.

(03-29-2021 06:56 PM)XLance Wrote:  

(03-29-2021 06:23 PM)quo vadis Wrote:  

(03-29-2021 04:26 PM)XLance Wrote:  

(03-29-2021 03:47 PM)SoCalBobcat78 Wrote:  

(03-29-2021 02:41 PM)JRsec Wrote:  Stu the GOR issue has simply never been challenged because in 2012 when they came out the amounts separating the P5 conferences in media revenue wasn't large enough to justify a challenge and exit fees were usually equal to 1 years media revenue.

That's not the case anymore and there are even questions that could arise from whether or not a state institution should be restricted from doing what is best for the taxpayers. Most GOR's prior to then were for the entertainment industry locking up singers to particular labels, performers to venues for concerts, etc.

Now that we are talking as much as 280 million over 10 years, the GOR is after all just a contract that can be negotiated. The question is for how much? Precedent would say no more than 2 years media value. Punitive exit fees haven't been challenged either. Exit fees were simply a business way of covering the impact to a conference office to help cover expenses shared by all schools.

So I wouldn't say conventional wisdom is in order anymore. I heard some estimates back in 2012 that a long court case could cost 10 to 15 million to resolve. Even if it is twice that it may be worth it when 280 million more or less is on the line. So don't be too hasty to rule out what may or may not happen with the ACC. There are a lot of concerned AD's there and some BMD's who may be willing to front half the cost of a court case, or a group of them willing to cover it all.

Stranger things have happened when this much money was on the line.

The GOR is a contract and leaving the ACC would put a school in violation of the contract. It is not up for interpretation. It is very likely to hold up in court as a legitimate, enforceable contract. It is intended as a deterrent against teams leaving for a better, more lucrative conference. But you are right, a school could probably get out of it for say a minimum of $100 million, the cost depending on the financial impact to the other institutions. There would have to be a lot of financial pain in any settlement, one that would have the school that is thinking about leaving, wondering if the cost financially can justify moving from one power conference to another?

At this point in time $100 Million would be the exit fee. Any attempt to wiggle out of that would have to be tried in a North Carolina State Court in Greensboro (we have already gotten a Federal Court Ruling to insure that) where the ACC is headquartered and the judges are friendly.
Any attempt to get out of the GOR would also be tried in Greensboro. What do you think 16 years of a top ACC Team's media rights are worth? $200 million, $300 million, $400 million. I think your starting price tag might be closer to a $Billion than $100 Million.

Right, but can a court in Greensboro force a state institution in Virginia to pay anything?

IIRC, when the ACC sued Maryland in NC court, Maryland owed $52 million. But what the ACC was able to get was what it owed Maryland, around $32 million. That would indicate that the NC court would have a hard time enforcing judgment against an out of state entity.

But I'm not a lawyer, LOL.

Suit was settled.
Maryland saved $20 Million. The ACC got everything they wanted because it insured any future lawsuits would be tried in Greensboro in a North Carolina court with very friendly judges. The ACC is a North Carolina corporation, with all of the "schools" being the owners and as such are subject to North Carolina law. Those guarantees were worth $20 Million.

I get that. But IMO it is fishy that they settled for what they actually controlled, the $32 million that was due Maryland but in ACC hands. Maryland didn't end up paying a cent of money that was not located in the hands of the ACC and in the jurisdiction of a North Carolina court. IMO, that is not by accident.

If say FSU decides to leave the ACC and the ACC sues for $200 million or something, I don't doubt the friendly NC judges would rule for the ACC. But how are they going to enforce a judgement against a Florida institution? They would have to rely on the Florida legal system, which might not be as friendly, LOL.

Petition to Enforce A Foreign Executory Judgment.....easy.

Common. Routine. Done all of the time.

If we had no such mechanism, we would have less interstate commerce, since no contacts could be enforced in state court against someone in another state.

All states have this provision.

Here is Louisiana's statute (the one I am familiar with):


Louisiana Revised Statutes 13:4242

Filing and status of foreign judgments

A copy of any foreign judgment authenticated in accordance with an act of congress or the statutes of this state may be annexed to and filed with an ex parte petition complying with Code of Civil Procedure Article 891 and praying that the judgment be made executory in a court of this state.

The foreign judgment shall be treated in the same manner as a judgment of a court of this state. It shall have the same effect and be subject to the same procedures, and defenses, for reopening, vacating, or staying as a judgment of a court of this state and may be enforced in the same manner."

(03-29-2021 11:19 PM)TerryD Wrote:  Petition to Enforce A Foreign Executory Judgment.....easy.

Common. Routine. Done all of the time.

If we had no such mechanism, we would have less interstate commerce, since no contacts could be enforced in state court against someone in another state.

All states have this provision.

Here is Louisiana's statute (the one I am familiar with):


Louisiana Revised Statutes 13:4242

Filing and status of foreign judgments

A copy of any foreign judgment authenticated in accordance with an act of congress or the statutes of this state may be annexed to and filed with an ex parte petition complying with Code of Civil Procedure Article 891 and praying that the judgment be made executory in a court of this state.

The foreign judgment shall be treated in the same manner as a judgment of a court of this state. It shall have the same effect and be subject to the same procedures, and defenses, for reopening, vacating, or staying as a judgment of a court of this state and may be enforced in the same manner."

I get that, and thanks for showing a statute. But I'm not sure a conference lawsuit and judgment against a state school will be regarded as "common and routine" in that state. This is high-profile kind of thing with political implications. Imagine if say the NCAA filed suit in California state court vs LSU for a $100 million. It is hard for me to imagine that the Louisiana state machinery would just stand by while this was happening. I would bet the Louisiana political edifice would mobilize for LSU. Yes, the judicial branch is supposed to be independent, but state judges are often elected. Heck, a North Carolina fan in this thread has said North Carolina judges are "friendly" to the ACC.

E.g., IIRC, when the ACC was pressing its suit against Maryland in North Carolina's courts, the Maryland Attorney General intervened and filed a counter-suit vs the ACC in Maryland court. I doubt that many Maryland citizens get that kind of help from the Attorney General if they have proceedings against them in other states. This is going to attract a lot of political attention in the state, and there could be pressure to change the procedures or whatever for that state institution. But I've been know to be wrong about this stuff before, LOL.

(03-30-2021 09:04 AM)quo vadis Wrote:  

(03-29-2021 11:19 PM)TerryD Wrote:  Petition to Enforce A Foreign Executory Judgment.....easy.

Common. Routine. Done all of the time.

If we had no such mechanism, we would have less interstate commerce, since no contacts could be enforced in state court against someone in another state.

All states have this provision.

Here is Louisiana's statute (the one I am familiar with):


Louisiana Revised Statutes 13:4242

Filing and status of foreign judgments

A copy of any foreign judgment authenticated in accordance with an act of congress or the statutes of this state may be annexed to and filed with an ex parte petition complying with Code of Civil Procedure Article 891 and praying that the judgment be made executory in a court of this state.

The foreign judgment shall be treated in the same manner as a judgment of a court of this state. It shall have the same effect and be subject to the same procedures, and defenses, for reopening, vacating, or staying as a judgment of a court of this state and may be enforced in the same manner."

I get that, and thanks for showing a statute. But I'm not sure a conference lawsuit and judgment against a state school will be regarded as "common and routine" in that state. This is high-profile kind of thing with political implications. Imagine if say the NCAA filed suit in California state court vs LSU and won a $100 million judgment it wanted Louisiana courts to enforce. It is hard for me to imagine that the Louisiana state machinery would just stand by while this judgment was routinely executed in Louisiana courts. I would bet the Louisiana political edifice would mobilize for LSU.

E.g., IIRC, when the ACC was pressing its suit against Maryland in North Carolina's courts, the Maryland Attorney General intervened and filed a counter-suit vs the ACC in Maryland court. I doubt that many Maryland citizens get that kind of help if they have a judgement or proceedings against them in other states. This is going to attract a lot of political attention in the state, and there could be pressure to change the procedures or whatever for that state institution.

If this were a regular business suit, the foreign judgment statute would apply, and everyone would go about their merry way.

There's three issues that arise under the scenario of the ACC suing FSU in North Carolina:

1. FSU has sovereign immunity under the laws of Florida
2. NC courts constitutionally lack jurisdiction over the public entities of another state (states are sovereign and not subject to the jurisdiction of the courts of another state -- you have to sue a state in its courts)
3. Federal courts are not a recourse under the 11th Amendment

So what we see in the Maryland case almost certainly comes down to this -

1. Maryland's interests in a North Carolina business entity (the ACC) are different than its interests as a state entity.
2. The NC courts can assert jurisdiction over an NC business entity and the interests held by Maryland in that business entity
3. NC courts have no ability to abrogate the sovereign immunity of Maryland nor to attach a judgment against Maryland that it then tries to enforce in Maryland courts

So the outcome is what was described above. The ACC kept the money it had that belonged to Maryland, which was located in NC. There was no possibility that the ACC was going to win a judgment against Maryland in NC and then simply go to a MD court and say "pay up" with no further inquiry. A NC court cannot order the public treasury of another state to pay something. That violates all manners of state sovereignty.

So in the proposed scenario, the ACC would get whatever money they were holding that was due to FSU and nothing more. If they want to enforce the contract against FSU, they will have to go sue FSU in Tallahassee in state court. In this case, Florida has waived sovereign immunity over breach of contract claims. However, other states have stricter sovereign immunity laws - due to a recent Arkansas Supreme Court ruling, it's damned near impossible to sue the State of Arkansas for anything.

(03-29-2021 02:41 PM)JRsec Wrote:  

(03-29-2021 02:25 PM)Stugray2 Wrote:  ACC has a GOR until 2035. Nobody is leaving.

The GOR for the B12 expires in 2025. Neither Oklahoma nor Texas is ready to sign away their revenue rights. This is why the only movement possible is out of the B12 to the B1G or SEC where the big money is.

With Oklahoma and likely Texas gone before the ACC GOR expires, it seems unlikely the B12 will have any money to offer anyone. The little-8 are likely looking at a contract at best double or so the American, at worst only a third to half again the American. The only schools that would move for that level of money are G5.

Stu the GOR issue has simply never been challenged because in 2012 when they came out the amounts separating the P5 conferences in media revenue wasn't large enough to justify a challenge and exit fees were usually equal to 1 years media revenue.

That's not the case anymore and there are even questions that could arise from whether or not a state institution should be restricted from doing what is best for the taxpayers. Most GOR's prior to then were for the entertainment industry locking up singers to particular labels, performers to venues for concerts, etc.

Now that we are talking as much as 280 million over 10 years, the GOR is after all just a contract that can be negotiated. The question is for how much? Precedent would say no more than 2 years media value. Punitive exit fees haven't been challenged either. Exit fees were simply a business way of covering the impact to a conference office to help cover expenses shared by all schools.

So I wouldn't say conventional wisdom is in order anymore. I heard some estimates back in 2012 that a long court case could cost 10 to 15 million to resolve. Even if it is twice that it may be worth it when 280 million more or less is on the line. So don't be too hasty to rule out what may or may not happen with the ACC. There are a lot of concerned AD's there and some BMD's who may be willing to front half the cost of a court case, or a group of them willing to cover it all.

Stranger things have happened when this much money was on the line.

I'm not a contracts lawyer but, from what I've been able to understand, the uncertainty of a favorable outcome to a lawsuit to break the contract is what gives the Grant of Rights its strength. In the music industry, the artist might believe that he can sell more records and sell out more concerts if he/she went to another label instead of the label he/she is currently at. However, being that very few artists ever get to be superstars, or even medium stars, it's a roll of the dice whether he would get that opportunity to prove his worth in the open market. In the meantime, current label has already invested time and resources to promote the artist, provide the recording studio, hire musicians (assuming it's a solo artist, not a band), work out the distribution of records (this was before the internet changed the industry forever), etc.. So they want a payoff for the investment into that artist. Courts are loath to just break recording contracts at the request of the artist because of the fear that other artists won't get future opportunities, unless they're willing to pay to put the material out themselves.

We in the Pantheon might believe that Program A would be better off in Conference B. However, if Program A is under contract with Conference C, then Conference B would prefer to be cautious until the next opportunity arises, simply due to the uncertainty of a favorable outcome. Parties are more likely sue if they can prove damages than if the payoff is not guaranteed to happen. The one giant exception is nuisance lawsuits, in which corporations would rather pay off the litigants than spend time and money to fight them in court. But that's a whole 'nother subject.

With that said, I find your new idea for a P4 very intriguing. You mentioned that Notre Dame could schedule games in the South. I could see them using the Navy game as a promotion vehicle to take their traveling circus to various Southern sites like Houston, New Orleans, Tampa, Jacksonville or Charlotte. Then maybe they could do a permanent series with either Georgia Tech or Miami, since their series with USC would become a conference game.

Oklahoma's T3 contract will likely be renewed or bought out within a year. If ESPN acquires it and then pursues owning full rights to the Big 12's media rights (They currently hold 50% of the T1 and 2 rights, as does FOX), they will control all media rights to the ACC, SEC, and Big 12.

Personally speaking this would be in keeping with everything they have already done with regards to sewing up the Southeast and Southwest where college sports has its most loyal following, where growth is occurring and where the greatest athletic talent pool currently exists for recruiting. It would be an interesting kind of leverage for them since they also own the AAC rights which is comprised of other teams basically from the same regions.

If this happens then you could see a myriad of things happen. It would be easy for ESPN to create a Big 12N since they've already attained the other T3 rights of the Big 12 schools and Oklahoma's would complete that circle, and anyone else's if I've missed one would be relatively easy to buyout. They could set up a greater number of cross conference games, renew Missouri/Kansas and A&M/Texas with a bit of push, or facilitate movement between the 3 conferences if there was mutual interest to do so. The possibilities when all rights are held in house are really extensive.

But if they land OU's T3 I believe the odds are they push for all of the Big 12's rights. And if they attain them then the likeliest outcome is that realignment between those 3 conferences is over with the possible exception of an adjustment or two.

If the Big 12's T1 & T2 rights remain split then the temptation will be to simply take the greatest value in 2 to 4 schools (think 70% of the whole value of the Big 12) and park them where ESPN has full access. Then realignment could get kicked in gear.

Texas and Oklahoma together are over 60% of the total value. Add Kansas and West Virginia, or Texas Tech and Oklahoma State or any mix of those for 2 more and you essentially steal the value. And that's assuming that Texas and Oklahoma cannot be acquired without buddies.

The realignment issue will be about NETWORKS and other interested parties sewing up the best brands for advertising and paying their current rights acquisitions dearly to help them.

The PAC 12 is currently leased to FOX and ESPN at 50% each for T1 and T2 content. If that stays the same and the PACN retains 100% of its rights I don't look for much to happen. But if the PAC sells its rights to the PACN to get stronger carriage they could flip their T1 and T2 rights in one direction or the other as well. If they do that then they will likely see a decent bump in revenue.

The next few years will be interesting ones for college sports rights. Does FOX or a Tech company go all in for the PAC 12 rights? Do they go toe to toe with ESPN for the Big 12? Is FOX content with its holdings in the Big 10, or do they want them all? Or, do they even want to stay in college sports? If they don't stay in does ESPN go all out for the Big 10 as well?

We are mostly still looking at the whole issue of realignment from the conference perspective. And there is food for thought there, especially as it applies to revenue gaps and market penetration and exposure. But, the really big issues may be the ones played out at the corporate level.

ESPN's business has largely been college sports. I expect them to continue to pursue that. The quick money is in professional sports. That may be more to FOX's liking or it could be that now that there is competition from the FAANG side that FOX decides to try to carve out their niche in college sports more definitively.

To be sure both perspectives could easily be in play. It's just that if ESPN acquires all of the Big 12 rights thereby removing Texas and Oklahoma from serious realignment scenarios, then having a status quo for these 3 conferences is more likely and a PAX ESPN could set in between them. If however FOX tries to carve out more of a niche, or other entities enter the fray, then with GOR's expiring in the PAC and Big 12 realignment could go into overdrive.

What's likely to happen with the Networks / other entities, and rights? I haven't a clue and I don't think anyone outside of those boardrooms does. But I do see options that would set up naturally once the new parameters are defined by those with corporate interest.

Nobody wants to challenge college GOR. GORs have been successfully defended in the motion picture and other industries, so there is no precedent for them being overturned. The potential losses are very great if the number of years left is several. Public Universities especially are very risk adverse.

It would take a Liberty U type of maverick to challenge that. I don't see Florida State, North Carolina, Virginia or Duke, for example, ready to take that kind of risk. It is instant termination for any board and President or Chancellor who loses that suite.

(03-29-2021 08:31 PM)quo vadis Wrote:  

(03-29-2021 06:56 PM)XLance Wrote:  

(03-29-2021 06:23 PM)quo vadis Wrote:  

(03-29-2021 04:26 PM)XLance Wrote:  

(03-29-2021 03:47 PM)SoCalBobcat78 Wrote:  The GOR is a contract and leaving the ACC would put a school in violation of the contract. It is not up for interpretation. It is very likely to hold up in court as a legitimate, enforceable contract. It is intended as a deterrent against teams leaving for a better, more lucrative conference. But you are right, a school could probably get out of it for say a minimum of $100 million, the cost depending on the financial impact to the other institutions. There would have to be a lot of financial pain in any settlement, one that would have the school that is thinking about leaving, wondering if the cost financially can justify moving from one power conference to another?

At this point in time $100 Million would be the exit fee. Any attempt to wiggle out of that would have to be tried in a North Carolina State Court in Greensboro (we have already gotten a Federal Court Ruling to insure that) where the ACC is headquartered and the judges are friendly.
Any attempt to get out of the GOR would also be tried in Greensboro. What do you think 16 years of a top ACC Team's media rights are worth? $200 million, $300 million, $400 million. I think your starting price tag might be closer to a $Billion than $100 Million.

Right, but can a court in Greensboro force a state institution in Virginia to pay anything?

IIRC, when the ACC sued Maryland in NC court, Maryland owed $52 million. But what the ACC was able to get was what it owed Maryland, around $32 million. That would indicate that the NC court would have a hard time enforcing judgment against an out of state entity.

But I'm not a lawyer, LOL.

Suit was settled.
Maryland saved $20 Million. The ACC got everything they wanted because it insured any future lawsuits would be tried in Greensboro in a North Carolina court with very friendly judges. The ACC is a North Carolina corporation, with all of the "schools" being the owners and as such are subject to North Carolina law. Those guarantees were worth $20 Million.

I get that. But IMO it is fishy that they settled for what they actually controlled, the $32 million that was due Maryland but in ACC hands. Maryland didn't end up paying a cent of money that was not located in the hands of the ACC and in the jurisdiction of a North Carolina court. IMO, that is not by accident.

If say FSU decides to leave the ACC and the ACC sues for $200 million or something, I don't doubt the friendly NC judges would rule for the ACC. But how are they going to enforce a judgement against a Florida institution? They would have to rely on the Florida legal system, which might not be as friendly, LOL.

To collect in the long term over UM or FSU would require the NC Highway Patrol and the AG's office to sit on the interstate and wait for a UM or FSU asset. That's not cost effective.

What is effective is that the GOR is tied to a value that the media contract owner has paid which from a practical standpoint I think means the media rights has to be made happy otherwise it has a case against the exiting school for breech of contract and could seek the funds from a competitor media outfit, or another conference that accepts the exiting schoo.

(03-30-2021 05:32 PM)Statefan Wrote:  

(03-29-2021 08:31 PM)quo vadis Wrote:  

(03-29-2021 06:56 PM)XLance Wrote:  

(03-29-2021 06:23 PM)quo vadis Wrote:  

(03-29-2021 04:26 PM)XLance Wrote:  At this point in time $100 Million would be the exit fee. Any attempt to wiggle out of that would have to be tried in a North Carolina State Court in Greensboro (we have already gotten a Federal Court Ruling to insure that) where the ACC is headquartered and the judges are friendly.
Any attempt to get out of the GOR would also be tried in Greensboro. What do you think 16 years of a top ACC Team's media rights are worth? $200 million, $300 million, $400 million. I think your starting price tag might be closer to a $Billion than $100 Million.

Right, but can a court in Greensboro force a state institution in Virginia to pay anything?

IIRC, when the ACC sued Maryland in NC court, Maryland owed $52 million. But what the ACC was able to get was what it owed Maryland, around $32 million. That would indicate that the NC court would have a hard time enforcing judgment against an out of state entity.

But I'm not a lawyer, LOL.

Suit was settled.
Maryland saved $20 Million. The ACC got everything they wanted because it insured any future lawsuits would be tried in Greensboro in a North Carolina court with very friendly judges. The ACC is a North Carolina corporation, with all of the "schools" being the owners and as such are subject to North Carolina law. Those guarantees were worth $20 Million.

I get that. But IMO it is fishy that they settled for what they actually controlled, the $32 million that was due Maryland but in ACC hands. Maryland didn't end up paying a cent of money that was not located in the hands of the ACC and in the jurisdiction of a North Carolina court. IMO, that is not by accident.

If say FSU decides to leave the ACC and the ACC sues for $200 million or something, I don't doubt the friendly NC judges would rule for the ACC. But how are they going to enforce a judgement against a Florida institution? They would have to rely on the Florida legal system, which might not be as friendly, LOL.

To collect in the long term over UM or FSU would require the NC Highway Patrol and the AG's office to sit on the interstate and wait for a UM or FSU asset. That's not cost effective.

What is effective is that the GOR is tied to a value that the media contract owner has paid which from a practical standpoint I think means the media rights has to be made happy otherwise it has a case against the exiting school for breech of contract and could seek the funds from a competitor media outfit, or another conference that accepts the exiting schoo.

Going to assume that first bit is a joke. Seizing property to enforce an unconstitutional judgement would not go well. Even less so if they tried to seize FSU's property, which is owned by the State of Florida.

Second, Miami is a private school. The private schools are not protected by sovereign immunity. Since they have sufficient minimum contacts with NC for the court to exercise personal jurisdiction over them, they can certainly be sued in NC. However, they will have diversity (citizens of different states) and be able to remove the case to Federal court, where home-cooking is less common.

But assuming the ACC wins in Federal court against Miami, attaching the judgment should be much easier through the foreign judgment statute.

By UM I meant Maryland.