quinn emanuel
quinn emanuel urquhart & sullivan, llp | business litigation report
INSIDE
Fred Bennett and Kevin
Johnson Receive ILO Client
Choice Awards
Page 4
The Scope of Copyright
Protection over Sherlock
Holmes Characters Is Far from
“Elementary”
Page 4
Practice Area Updates:
Appellate Practice Update
Page 6
Class Action Update
Page 7
Life Sciences Update
Page 8
Quinn Emanuel Knocks Out
China Suit Against Cisco and
Other Victories
Page 10
Attorney Advertising
June 2014
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Tronox Inc. v. Anadarko Petroleum Corp. (In re Tronox Inc.)
– Bankruptcy Court
Takes Unusual Steps to Declare Corporate Restructuring a Fraudulent Transfer
Companies that have valuable assets but also face
signicant liabilities will sometimes engage in
restructurings to isolate, or “ring-fence,” the good
assets from the liabilities. Often the companies are able
to accomplish their shuing of assets without judicial
interference, especially if they proceed over a period of
years and justify the transactions with analyses from
independent professionals and industry observers.
But every once in a while, a court will put a stop
to such actions if they harm creditors, especially when
the companies proceeded quickly and without creditor
involvement. In December 2013, in Tronox Inc. v.
Anadarko Petroleum Corp. (In re Tronox Inc.), 503 B.R.
239 (Bankr. S.D.N.Y. 2013), Judge Allan Gropper,
a bankruptcy judge in the inuential United States
Bankruptcy Court for the Southern District of New
York, issued a lengthy opinion that avoided billions
of dollars of transfers involving such “ring-fencing”
eorts. Judge Gropper made preliminary ndings of
a range of net damages of at least $5.15 billion. e
parties subsequently settled, meaning that the decision
will not undergo appellate review. Nevertheless, the
opinion may have a wide-ranging impact on what
steps companies with long-term liabilities can take to
preserve value for shareholders by separating valuable
assets from such liabilities, and may open the oodgates
for bankruptcy estates and unsecured creditors to
challenge transactions that occurred years earlier.
Among the interesting rulings in Tronox are the
court’s decision to reach back to avoid transfers that
occurred nearly a decade before the companies led for
bankruptcy, its heavy criticism of defendants’ use of
market data to justify the transfers, and its decision to
permit avoidance of transfers even where the value of
the avoided transfers exceeded what was necessary to
pay creditors in full. e decision discusses a number of
issues important to insolvency practitioners, investors
in distressed debt, and private equity sponsors. For
companies like Ceasar’s and Sears and their equity
sponsors—which recently have engaged in arguably
Appellate Star Lori Alvino McGill Joins Quinn Emanuel’s
Washington, D.C. Ofce
Appellate specialist Lori Alvino McGill has joined the rm as a partner in its Washington,
D.C. oce. Ms. Alvino McGill has represented clients in high-prole civil and
criminal appeals involving a wide range of constitutional and other issues in a variety of
contexts, including securities, intellectual property, First Amendment, criminal law and
procedure, the law of federal class actions, and the law of federal jurisdiction. She has
also been involved in appeals involving administrative agencies, including the Federal
Communications Commission, the Securities and Exchange Commission, the Surface
Transportation Board, and the Board of Immigration Appeals. Before entering private
practice, Ms. Alvino McGill was a Bristow Fellow in the Oce of the Solicitor General
of the United States. She also clerked for Justice Ruth Bader Ginsburg, Associate Justice
of the Supreme Court of the United States.
Q
Quinn Emanuel Partners Jay Neukom, Melissa Baily, and Lori
Alvino McGill Named
Law360
“Rising Stars”
San Francisco partners Jay Neukom and Melissa Baily, and Washington, D.C. partner
Lori Alvino McGill were named 2014 “Rising Stars” by Law360. Chosen from a pool
of more than 1,000 nominees, Mr. Neukom and Ms. Baily were recognized for their
achievements in intellectual property, and Ms. Alvino McGill was selected for her
appellate work. Law360 cited Mr. Neukom’s victory on behalf of Fortinet Inc., Ms.
Baily’s work on behalf of Google Inc., Samsung, and Johnson & Johnson, and Ms.
Alvino McGill’s high-prole “Baby Veronica” case before the U.S. Supreme Court.
Q
