Newton Rigg Campus: a new start
Askham Bryan College (“ABC”) is a primarily land-based college, its large main campus being situated outside York. It has expanded in recent years, and includes a number of other centres.
Founded in the late 19th Century by Cumberland & Westmorland County Councils as an Agricultural and Forestry School, Newton Rigg, near Penrith in Cumbria was incorporated and left local authority control in 1993 under the provisions of the Further & Higher Education Act 1992. Later in the 1990’s it merged with the University of Central Lancashire, and was transferred to the University of Cumbria (“UoC”) on that body’s formation in 20. As well as the extensive main campus itself its assets include a working dairy farm, 3 hill farms, and an area of woodland.
Towards the end of 2010 UoC made it clear that it no longer regarded its provision of further education at Newton Rigg as viable, and offers were invited by the DfE from other providers willing to pick up the baton. ABC applied and following a rigorous process was nominated as preferred bidder, on the basis that a deal would be completed by the end of July, with the provision being rolled out at the start of the following term.
As well as the parties themselves, the DfE and NWDA (UoC’s previous funder) were involved in the process. Complex and multi-handed discussions were required to put in place basic heads of terms but the first detailed discussions with lawyers did not take place until April, and negotiations on a wide number of fronts continued until completion. Time pressures were severe throughout.
The complexities included negotiations as to which parts of the campus, and which assets, should transfer, and on what basis, given that UoC are to continue to provide higher education at the campus, and using other assets, for a number of years. Employment issues as ever were prominent, and beyond land transfer issues (and the general but massive due diligence process both as to property and operational issues) the deal required a lease back of part, overage provisions and very detailed documents recording and governing the shared use of the campus. Above all of those subsidiary issues was the overarching requirements of the commercial transfer, and numerous associated documents relating to allied topics, including curriculum issues, and joint research and other initiatives.
The deadlines were met, all the documents were negotiated and signed (at 11.10 p.m. on the last available working day). As a result both ABC and UoC achieved their required objectives and can move forward in their different spheres with some confidence.
This was to be a high speed, a high value and complex transaction. ABC chose Burnetts for various reasons:
1. Our expertise in the sector: we have acted for numerous FE Colleges since incorporation, and are ranked 4th by number of colleges represented in the current Further Education Financial Yearbook yearbook. In addition we have a dedicated agricultural unit, and we are ranked by both Chambers and the Legal 500 in each of those practice areas.
2. Our approach: we had previously advised the Principal of ABC when she was Finance Director of an urban Yorkshire F E College
3. Our knowledge: we acted for Newton Rigg College from 1993 until merger with UCLan, and for UCLan from 1994 to date; to that specific knowledge was added our specialist knowledge of the local education and agricultural sectors.
4. Our size: it was vital to put a sufficient team of lawyers in place to meet the required deadlines, while retaining control of the process. The team was headed by John Noctor, Head of Business Services, John Morris, Senior Partner and Head of Employment and John Priddle, Head of Property, but at any given time 6-10 lawyers would be working on the project.
What the Client Said
Liz Philip, the Principal of ABC commented: “I worked with Burnetts in 2003-2004 while I was at Joseph Priestley College in Leeds and that relationship gave me confidence that Burnetts was well-placed to help us. It was the right size firm but not scattered across the country. Having a reservoir of experts collectively, and at the right level of seniority, was very helpful. From Askham Bryan’s perspective, it was really important to be able to communicate with the three people who led the team and the transfer was achieved with relatively little discomfort.”
To find out more about Askham Bryan College, visit www.askham-bryan.ac.uk.