Webinar

M&A or Closure? Complex Considerations, Critical Choices

April 29, 2024 | 2:00 pm 4:00 pm EDT

About this Event

With declining enrollments and an increasingly complex business and regulatory environment, higher education faces an era of institutional consolidations.  Yet, just as institutions need to become more agile, the Department of Education’s recent rulemaking on changes in ownership has added new layers of expense and risk to the already entangled merger process.  The Department now requires a two-step process whereby the completed change in ownership must receive state authorization, accreditor approval, and Department approval before it will issue a final Provisional Program Participation Agreement to receive Title IV funding.  Transactions that are not well positioned to meet these requirements and timed strategically may be at risk of failing. In-house counsel play a pivotal role in advising clients on the viability of a deal, both with respect to alignment of strategic priorities and the best course of action, whether it be a change in ownership, closure and teach-out plans, or no deal at all.   

Please join us for this 2-hour webinar in which a NACUA general counsel will engage expert outside counsel and counsel for a regional accrediting agency in conversation about the critical challenges on the path to a successful transaction, including:  

  • The multiple dimensions of pre-planning, planning and due diligence required for a successful transaction and institutional integration;  
  • The new two-step process the Department of Education requires to maintain Title IV program participation for the acquired entity between closing and final regulatory approvals;  
  • Navigating state authorization and substantive change processes with the institutions’ accreditors; and  
  • Additional post-transaction considerations.   

Who should attend?   

This webinar will be of interest to in-house and outside counsel to colleges and universities, as well as senior institutional leaders who guide the integration of operations, academics, and institutional cultures. start on anticipated web-based accessibility standards under Title III.. 

Speakers

Tracey S. Pachman

Vice President and General Counsel

Saint Joseph’s University

Tracey S. Pachman is Vice President and General Counsel of Saint Joseph’s University. Pachman has over 20 years of deep and varied higher education and corporate legal experience, specializing in contracts, intellectual property, research, employment and student matters, and other higher education law issues. 
 
Before joining Saint Joseph’s in April 2020, Pachman served as the deputy general counsel at Villanova University, assistant general counsel at Aramark and senior counsel at Comcast. She was also previously in private practice at Pepper Hamilton LLP (now Troutman Pepper Hamilton Sanders LLP) in Philadelphia.  
 
Pachman has been a member of NACUA since 2014 and has served as a moderator and panel member for NACUA Annual Meeting sessions. She currently serves on the Board of Directors of a nonprofit arts organization and volunteers with and supports other local non-profit organizations. She is a member of the Bar of the Federal District Court for the Eastern District of Pennsylvania and the Supreme Court of Pennsylvania. Pachman has spoken and moderated panels on topics including in-house legal careers, employment law and other legal issues in higher education. 
 
Pachman earned her bachelor’s degree from Bryn Mawr College, magna cum laude, in both psychology and political science. She received her law degree from the University of Pennsylvania Law School, where she was an associate editor of the University of Pennsylvania Journal of Labor and Employment Law.  

Michael R. McGrath

Partner

Ropes & Gray

Mike McGrath is a partner in the Colleges & Universities practice at Ropes & Gray. Mike advises educational institutions, research institutes and nonprofit organizations on a variety of transactional, corporate governance, compliance, and regulatory matters. Mike is also a member of the firm’s public finance practice and has served as borrower’s counsel, underwriter’s counsel, and bond counsel in connection with both public and private tax-exempt and taxable financings.  

Mike advises numerous colleges and universities in connection with accreditation, affiliations, and corporate transactions with other educational institutions, including: Berklee College of Music in its merger with The Boston Conservatory; The Museum of Fine Arts, Boston in its transfer of the School of Museum of Fine Arts to Tufts University; Albert Einstein College of Medicine and its spinout from Yeshiva University; Boston University in its merger with Wheelock College; Saint Joseph’s University in its mergers with University of the Sciences of Philadelphia and Pennsylvania College of Health Sciences; Antioch University in its first-of-its-kind affiliation with Otterbein University.   

Mike advises various health care systems and community hospitals in connection with both affiliations and mergers with other health care and academic organizations. He counseled Tulane University in connection with the reorganization of its clinical and academic enterprises and relocation of its primary teaching hospital.  

Mike is a member of the Boston Bar Association, American Health Lawyers Association, and the National Association of College and University Attorneys. Mike graduated magna cum laude from Georgetown University with a B.S. in Health Care Management and Policy. He graduated cum laude with a JD from Duke University School of Law, where he also served as research editor for the Duke Law Journal.  

Tracey L. Schneider

Senior Vice President for Legal Affairs and General Counsel

Middle States Commission on Higher Education (MSCHE

Tracey L. Schneider serves as the Senior Vice President for Legal Affairs and General Counsel for the Middle States Commission on Higher Education (MSCHE). She has more than 15 years of legal experience with a primary focus on education law. In her role, Tracey oversees all legal aspects of the complex substantive change process and all strategic transactions proposed by MSCHE’s member institutions. In addition, Tracey oversees MSCHE’s regulatory work, engaging with state and federal partners in the regulatory triad on all institutional matters. Prior to joining MSCHE, Tracey served as general counsel for an educational institution, represented public and private educational entities in private practice, and held a faculty position teaching in organizational leadership in a doctoral program. Tracey frequently publishes and presents on a wide variety of legal and organizational topics. Her academic credentials include a B.S in Business Administration from the University of Richmond (VA), a J.D. from the University of Richmond School of Law, and a Ph.D. in Educational Policy, Planning & Leadership from the College of William & Mary (VA).

Program Schedule

TimeSession Topic
2:00 P.M. ETIntroductions
Pre-planning – Informing and Engaging Stakeholders
Due Diligence and the Anatomy of a Deal
The New Two-Step Change in Ownership Process
The Closure and Teach-Out Option
Q&A
Accreditation Substantive Change Review
Additional State Authorization and Accreditation Requirements and Post-Transaction Considerations
4:00 P.M. ETQ&A

Webinar Recording

Members who purchase the Live Webinar will receive access to the Post-Event Recording in the Online Learning Center at no additional charge. Non-members will not have post-event access to the recording or the materials and should plan to download materials during the live webinar.

If you are a member and couldn’t attend live, the event recording will be available for purchase in our Online Learning Center. The recording may be replayed at any time, but may not be copied, posted, or otherwise distributed within or outside of the institution, organization, or firm. The license entitles the purchaser to replay the recording at one campus or at one location of any organization or firm. You can purchase the Post-Event Recording here.

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