Hiwassee College has sent a cease and desist letter to the Hiwassee College Alumni Association (HCAA) Inc., alleging defamation and “tortious interference with business relations.”
It is important to note that there are two groups identifying as the Hiwassee College Alumni Association. The Hiwassee College Alumni Association and its Board of Governors Executive Committee reached out to The Advocate & Democrat following news of the cease and desist letter, clarifying that they are the association that has been affiliated with the college for many years and not the group involved in the cease and desist letter.
“Even though the college is now closed, our Alumni Association and Board of Governors is still intact and continuing to work on behalf of the alumni to establish an Archives Room in Madisonville to display Hiwassee archives and memorabilia in order to keep the memory and history of Hiwassee College alive,” stated the Board of Governors Executive Committee, which consists of Brenda Malone, David Chambers, Kris Loggins, Mollie Nicholson and Bob Quillen.
The Hiwassee College Alumni Association, Inc., however, which is addressed in the paperwork from the law firm, was formed after the college announced its closing in March. It is comprised of alumni, former college faculty and staff and other supporters of the college. Its initial focus has been on gathering information and developing a proposal for possession and continuation of the college. In addition, HCAA has discussed initial plans to revise curriculum, raise money and revitalize college life and reputation.
Miller & Martin, the law firm hired by Hiwassee College (the “College”) to assist it in the orderly process of winding down its operations, sent the letter to the HCAA, Inc., board and representatives via electronic and overnight mail. The letter was dated for Aug. 8.
“It has come to our attention that the Hiwassee College Alumni Association, Inc., (HCAA) (by and through its agent Wayne Lance) and Mr. Lance individually have engaged in a pattern of activities that constitute not only actionable and unlawful defamation, but tortious interference with business relations and contracts under Tennessee law,” wrote Laura F. Ketcham of Miller & Martin’s Chattanooga location.
In an official resolution on May 24, the HCAA, Inc., authorized Lance to be the representative for the dealings with the Board of Trustees, faculty and staff of Hiwassee College, Inc., noting that the officers would work directly with Lance in the same capacity Along with Lance, the following people associated with the HCAA, Inc., received a copy of the letter from Miller & Martin: Harris Lovingood, Blaina Best, Jim Davis, Alan Johnson, Susie Bledsoe, James Cheek and Carolyn Greenwood.
Hiwassee College President Dr. Robin Tricoli, David Houseman (chairman of the Hiwassee College Board of Trustees), and Allen McCallie also received a copy of the document.
The letter lists four main allegations against the HCAA, Inc., saying they:
- Has made and written numerous false statements about the college;
- Has interfered with the college’s relations with one of its lenders, USDA-Rural Development;
- Has interfered with the college’s relations with a prospective purchaser, Paul Gaffney;
Has interfered with the college’s relations with its real estate broker, NAI Koella.
“We know Mr. Lance has engaged in such tortious activities expressly on behalf of HCAA, Inc., acting under the authority granted to him with the enclosed resolution from HCAA,” the letter states. “We are also investigating whether other individuals have engaged in similar activities as well.”
While being “deeply engaged in conducting an orderly wind down and maximizing the recoveries for all its creditors and stakeholders,” Hiwassee College said it is prepared to take whatever actions necessary under applicable law, including, without limitation, taking legal action seeking treble damages for tortious interference with business relations and contracts against both HCAA, Inc., and Lance personally, as well as any other liable agents, officers, members, representatives and affiliates. The college will also seek its attorney’s fees and expenses of litigation in connection with any potential lawsuits.
“You are accordingly put on notice of a potential lawsuit involving the matters addressed in this letter, and in accordance with state and federal law, you are hereby instructed to preserve all documents related to the College,” the letter continued.
Among the items listed as documents are: hard copy documents, audio recordings, videotapes, emails, text messages, Facebook and other social media messages, instant messages, word processing documents, spreadsheets, databases, appointment calendars, telephone logs, contact manager information, internet usage files and all other electronic information created, received or maintained. The letter also notes that the source for the documents may include all hard copy files, computer hard drives, removable media, laptop computers, PDAs, Blackberry devices, smartphones and any other locations where hard copy and electronic data is stored.
“Keep in mind that any of the above mentioned sources of relevant information may include personal computers you use or have access to at home, or other locations,” the letter states. “It also includes inaccessible storage media, such as back-up tapes and Cloud storage services, which may contain relevant electronic information that does not exist in any other form.”
The letter says that reasonable steps should be taken to ensure the information is preserved until the matter is resolved. Failure to do so, Miller & Martin writes, or destruction of evidence after the letter notice may subject the HCAA, Inc., to sanctions.
“We demand that you and all of your agents, officers, members, representatives and affiliates immediately cease and desist from making further derogatory, defamatory and unlawful statements or other communications relating to the College and from otherwise interfering with the College’s business relations and contracts, including but not limited to its relations and contracts with its creditors, prospective purchasers and brokers,” the letter continues. “By way of example, when you represent that the College’s properties cannot be sold with clear title because they are encumbered with multiple debt obligations, that is a deliberate attempt to disrupt the College’s efforts to sell properties, and it is completely untruthful.”
Miller & Martin said a clear title cannot be transferred without payment of debts, which is what they believe Hiwassee College is trying to do.
“Your efforts to cloud this process with claims that the College cannot pay these debts is an intentional effort to undermine this process with untruthful representations, for which the College will hold you liable,” the letter to the HCAA, Inc., Board concludes.
Following reception of the letter, the HCAA, Inc., released the following statement to The Advocate & Democrat:
“The HCAA, Inc., has a primary focus of trying to save Hiwassee College from closing and has ensured that all of the efforts made are not only ethical, but legal. It is our prayer that Hiwassee College will not be permanently closed and will have the opportunity to continue its 170-year tradition of providing higher education to the regions.”
In July, the HCAA, Inc., submitted a proposal to purchase the Hiwassee College charter and campus. The proposal, in response to the Request for Proposal made by the Hiwassee Board of Trustees, offered $9 million dollars as part of an overall purchase request, but the money was not “hard cash.” The $9 million proposal was through the absorption of the debt that Hiwassee College currently has.
“We are technically offering them $9 million by allowing them to resign and walk away, with the Hiwassee College Alumni Association, Inc., taking over Hiwassee College, Inc., in its current state and restructuring the organization,” Blaina Best, HCAA secretary, told The Advocate & Democrat at that time.
The HCAA, Inc., has said it would like to eventually see Hiwassee College reopen as a school of allied health sciences, with educational tracks such as dental hygiene, a wide variety of medical professions from administration and billing to radiology and nursing, surgical and ultrasound technology to pharmacy assistant and rehabilitation assistant.
As part of their efforts, HCAA, Inc. has announced that it will hold an Alumni Rally on Saturday, Aug. 24 at 11 a.m. in the sanctuary of the First United Methodist Church of Madisonville.
The gathering will provide information on progress toward saving and reopening Hiwassee College, fundraising efforts to ensure the college can demonstrate financial viability and ideas for success moving forward. Speakers will include representatives from the alumni and local government. All Hiwassee College alumni and friends are encouraged to attend and share thoughts on saving the college.
Holston Conference, Hiwassee boards team up
Earlier this month, however, the Hiwassee College Board of Trustees announced that Hiwassee College, Inc., as an academic entity was officially closed following a July vote by the Transnational Association of Colleges and Schools (TRACS) to close all academic programming through the college. Therefore, the board announced, the college property would be put up for sale.
According to that press release, any entity interested in developing academic programming must apply for and be accepted by, an appropriate accreditation agency for students to receive State of Tennessee and Federal financial aid. The process to earn initial approval requires extensive data analysis, a thorough and in-depth evaluation of the programs to be offered, expectations for student success to earn the degree, job placement upon graduation, appropriately credentialed faculty, experienced administrators and the financial ability to be sustainable.
“The Board of Trustees has not received any proposals meeting the criteria identified in the previous paragraph,” the release stated. “Therefore, we are selling the campus, as the business of educating ceased on May 10, 2019. Cushman Wakefield and NAI/Koella have been engaged to immediately market the campus internationally, nationally, regionally, and locally.”
College representatives noted that required reporting and maintenance continue until full closure of the business of college is complete.
In April, Rev. Dr. Tim Jones, the director of communications for the Holston Conference of The United Methodist Church, told The Advocate & Democrat that while Hiwassee College is its own entity, owning all of its buildings and property, the by-laws written when the college was established state that if the college were to ever close, once all debt had been taken care of, the property would be given to the Holston Conference.
“The Holston Conference is the lien holder on all the property, some as a first lien holder and some as the second,” said Rev. Jones.
The United States Department of Agriculture’s Rural Development Agency also has a lien on the campus.
Last week, Rev. Jones said the property has not been transferred to the Holston Conference yet, but noted that both Trustee board (Holston Conference and Hiwassee College) are working in conjunction toward the sale of the property.
“Hiwassee is still in the process of completely closing the school,” he said. “Both parties have met together and individually and decided upon the plan to sell the property in order than all creditors be paid in full. Once this has taken place, the full closure will have taken place.”
The 170-year-old institution held its final graduation ceremony on May 10 at which 31 students graduated with a Bachelor of Arts or Science and 41 graduated with an Associate of Arts or Science. The Dental Hygiene Program continues its success on the Hiwassee College campus through the acquisition of the program by Tennessee Wesleyan University.