Westminster deal remains in the mist, lawsuits still pending

By Lauren Lavelle

Attorney Bruce Afran discusses the lawsuits brought against Rider University while the panelists look on at a public forum about the fate of Westminster Choir College on Aug.29.

Members of the Westminster Choir College (WCC) and Princeton communities were given the opportunity to voice concerns about the sale of the choir school on Aug. 29 at an open forum hosted by the Westminster Foundation, an independent organization dedicated to preserving the future of WCC.  

Rider University, which obtained the music institution in 1991 through a merger agreement, announced last February it would be selling the school to Kaiwen Education, a Chinese-operated former steel bridge company turned international K-12 education academy. 

The decision sparked confusion and fury throughout the WCC community.

Around 50 people filled the pews of Nassau Presbyterian Church and over 800 people tuned into the live stream of the forum on the Westminster Foundation’s Facebook page. 

The presenters of the event intended to update the audience on their progress with blocking the sale of the choir school while also listening to their comments and concerns about Rider’s handling of the situation. 

An initial series of forums in March featured Marshall Onofrio, dean of Westminster College of the Arts, Nicholas Xie, a Kaiwen consultant, and Larry Livingston, a former accreditation consultant who recently took over the role of interim president for WCC.

“I think we have the same mission for WCC to be the best,” Xie assured the crowd in March.

A purchase and sale agreement was signed on June 21 and outlined further details of the sale including Kaiwen’s agreement to maintain WCC at the Princeton campus for the next decade.  

“The buyer has committed to operating Westminster at the current campus for no less than 10 years, and substantially maintain the current academic offerings for no less than five years,” said President Gregory Dell’Omo and Robert Schimek, chair of the board of trustees, in a statement to the University in June. 

Other aspects of the agreement included Kaiwen’s promise to continue student aid, provide benefits to full-time and part-time WCC faculty and staff and to invest an additional $16 million into the choir school over a five-year period. 

“In the two months since the purchase and sale agreement was signed, Rider and Kaiwen have made steady progress towards completing the transaction and planning for the transition of Westminster Choir College,” said Kristine Brown, assistant vice president for university marketing and communications. 

With the purchase and sale agreement signed and the June 30, 2019 transfer date looming ahead, members of the Westminster Foundation wanted to give those opposed to the sale a space to share their thoughts and come up with possible strategies to block the transaction. 

“We are a group of very dedicated stakeholders with different backgrounds who have been together for almost two years,” said Constance Fee, president of the Westminster Foundation and moderator of the event. “We share an unwavering commitment to preserving Westminster’s heritage and its legacy while protecting and providing for its future.”

A panel of WCC supporters led the conversation. It included Jeffrey Halpern, the AAUP’s chief grievance officer, Gerald Klein, an organizational behavior and management professor at Rider, Joel Phillips, the AAUP’s assistant grievance officer and Joel Schwartz, a licensed architect and planner. 

The panelists addressed questions from the audience who were invited to voice their concerns and opinions. 

Phillips tackled a question about enrollment and referred to it as a “manufactured crisis.”

“Our enrollment peaked until three years ago when the resident made the surprise announcement that he thought he should move or close Westminster. Needless to say, that made it very difficult to recruit the students,” Phillips said. “Prior to Dell’Omo and this action that was taken, not only were we fully enrolled, but we’ve literally never been in better financial health. The action taken by this present board of trustees and this present administration have actually created the problems that we have.”

In an effort to avoid the sale, members discussed Westminster’s relationship with Princeton’s public school system. 

“There is a rich history that our public schools and Westminster have shared. That history and that sharing will only continue if Westminster continues to be there and that will only happen if we step up to do whatever we can to preserve Westminster,” Schwartz said. “I think everyone in this room already understands that Rider would not be talking about selling Westminster if it weren’t for the dollar sign. So, if the public schools could help save the institution in our town, not as a charity case but buying it for a fair market price, that [money] can be used to help jump-start the saving of Westminster.”

Also present at the forum was attorney Bruce Afran who is representing WCC donors and alumni in a lawsuit filed against Rider to block the sale. An additional suit was filed in February by The Princeton Theological Seminary. 

“There are two sets of lawsuits pending,” Afran said. “One is in Federal court in which donors, students and alumni have challenged the right of Rider under the merger agreement to sell the school. That agreement, we’ve alleged, bluntly says assets of Westminster must be used for Westminster purposes. 

“The second set of lawsuits brought on by the Seminary says Rider cannot sell the school because of its 1935 trust that created the property and funded the construction. That trust says the property must be used and shall be used for the training of ministers of music in the evangelical tradition and for the teaching of Christian theology,” Afran said. 

Afran remained optimistic about the suits despite the recent advancements in the transactions and is confident the courts will side with the alumni, students, donors and the Seminary. 

 “Rider says in its contract with Kaiwen that it must prevail in the lawsuits for the closing to take place,” Afran said. “We don’t think there’s going to be any closing if our side prevails or the Seminary prevails.”

Halpern also mentioned the attorney general’s office had been contacted to open an investigation into the sale. 

“Our board and our president do not care about the future of Westminster,” Halpern said. “They don’t want to use the money for its original giving purposes, but they can’t simply grab it, so they have come up with a plan to basically launder this money by passing it through Kaiwen.”

Toward the closing portion of the forum, moderator Constance Fee said she wanted the audience to keep one thing in mind. 

“The reputation of Westminster Choir College will never be in jeopardy,” she said.

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