Continued from Page 1.

By this spring, UH seemed confident the deal would move forward, and UH Chancellor Renu Khator wanted to announce the negotiations.

KHATOR

"When are we allowed to make the news of our acquisition public?" Khator asked Michael Rierson, VP of university advancement, on March 3. His response: "Total silence pls. Ed can explain why." No further e-mails in that trail were produced by U of H.

By April, a letter of intent had been signed by both Patrick Communications and Public Radio Capital, launching the negotiations.

Rice, though, was dragging its feet and had left out some material in its information about KTRU. Rice employed lawyers both for dealing with the Federal Communications Commission and as general counsel, a standard  - and often pricey - move for such a transaction.

As a business model for the deal was being completed, Public Radio Capital was instructed by Proffitt to substitute the call letters KUHX - the tentative call letters for the "new" station - for KTRU in the plans, an e-mail trail shows, although UH said the originating message requesting that change could not be found. 

“The underlying paper work is being drafted to mislead people or throw the effort off the track of the public," said Larsen, the public records lawyer.

On April 20, Proffitt noted “major budget problems” at UH as a reason for a lack of movement on the deal.

By June 15, Proffitt e-mailed Marc Hand, managing director at Public Radio Capital, and let him know that “the station GM and chief engineer were informed of the project late last week. So far, so good.”

Will Robedee, who has been KTRU general manager, since 1998, declined to comment, citing the nondisclosure agreement he signed.

SALE REPORTED IN AUGUST

By August, UH officials were apparently willing to go public. Karen Clarke, associate VP for university relations, emailed Khator late in the day on Monday, Aug. 9, that a Houston Chronicle reporter had so far not grasped the specifics of the pending sale:

“We plan to release info on radio station…[Chronicle reporter] Jeannie [Kever] has not yet picked up on that topic from the board agenda/meeting materials – probably because she is focused on Tuesday’s meetings. Instead of waiting for her to ‘find out’ – which may put us in a more defensive position – Carl [Carlucci, executive VP, administration and finance] agreed with my suggestion that we proactively release the information. …Obviously I will have my internal communications well in hand and we’ll coordinate appropriately with Rice. ”

On Aug. 11, a public meeting of the UH Regents' Finance and Administration Committee was held and the KTRU deal was on the agenda. A one-page memo was included in agenda materials with no mention of the call letters KTRU, which would have no doubt aroused public interest.

No news broke on the sale until Aug. 16, when the Houston Press posted a blog item based on materials for the next day's Board of Regents meeting.

Even then, with representation deals signed and much of the legwork completed, UH would not speak about the nature of the item at the meeting, according to the Press:

"Citing a confidentiality agreement, Richard Bonnin of the U of H media relations office would only confirm the item's existence on the agenda in a voicemail to Rocks Off earlier this afternoon."

The item for the deal -- again without a mention of KTRU, only of a purchase by KUHF -- was listed next to last in the agenda for the Aug. 17 Regents meeting. UH put out a press release the next day.

ALUMS QUESTION 'LACK OF TRANSPARENCY,' RAISE ETHICAL, LEGAL QUESTIONS

When word of the pending sale of KTRU was made public, U of H received a volley of e-mails protesting the move. Some KUHF listeners e-mailed, asking that they no longer receive solicitations for donations. Others questioned the lack of transparency in the process and negotiations.

“I respectfully implore the UH Board of Regents to pause on the pending purchase of KTRU-FM assets and begin the conversation anew, with greater emphasis on openness and community input,” one University of Houston student wrote.

"It is clear that there was a lack of transparency in the sale process, one that raises serious questions of ethics for Rice University, not to mention potential legal issues for the University of Houston," a 1995 UH alumnus and former KTRU DJ wrote. This letter was copied and sent by several other alums.

Still another e-mail said, "If KUHF/UH ignorantly continues in its effort to gain KTRU, it is a promise to you that I will make every effort to friends, family, fellow musicians and co-workers to discontinue their individual support of your station."

“Do we respond?” UH Chancellor Khator asked Clarke. No e-mail of a response from Clarke was provided to Texas Watchdog. 

In an interview, Langner, of Public Radio Capital, explained that the deal, like any business deal with prominent players, required some degree of confidentiality to protect a free flow of conversation between the parties.

“This was not just reflecting on keeping something from the students,” Langner said. “Any business deal has a negotiation period in which details are kept quiet. I don’t think there is anything sinister about that expectation.”

The fact that UH is a public, taxpayer-funded entity still doesn’t compel full disclosure at the time of negotiation, he said.

“When a city is going to go into a neighborhood and buy some homes that are in disrepair and fix them, it doesn’t announce that ahead of buying the homes,” Langner said. “Otherwise, the price of the homes go too high and nothing gets fixed.”

Shapiro, the UH counsel, declined to be interviewed.

UH would have been required to release information regarding the sale if it had been asked during the months leading up to the sale, but no one asked because anyone aware of the pending transaction was locked down in a nondisclosure agreement or was heeding the wishes of Rice University.

Opponents of the sale have organized and have retained the D.C. law firm Paul Hastings to file a petition to deny the transfer of the license.

The sale of KTRU is pending FCC approval, with a public comment period that ends Dec. 2. View the FCC application by U of H for license transfer here, the asset transfer agreement here and other affiliated documents.

Contact Steve Miller at 832-303-9420 or stevemiller@texaswatchdog.org.

Photo of antique radio by flickr user K.G. Photos (Is Engaged), used via a Creative Commons license. Photo of Renu Khator, University of Houston.

Like this story? Then steal it. This report by Texas Watchdog is licensed under a Creative Commons Attribution 3.0 United States License. That means bloggers, citizen-journalists, and journalists may republish the story on their sites with attribution and a link to Texas Watchdog. If you do re-use the story, we'd love to hear about it. E-mail news@texaswatchdog.org.