Sullivan & Cromwell, Haynes & Boone: Business of Law

Sullivan & Cromwell LLP and Latham & Watkins LLP advised Safeway Inc., the second-largest U.S. grocery-store chain, on the sale of its Canadian stores to Empire Co.’s Sobeys Inc. unit for about C$5.8 billion ($5.7 billion) in cash.

Nova Scotia-based Stewart McKelvey served as co-counsel on the deal.

Sullivan & Cromwell’s New York-based team includes mergers and acquisitions partner Alexandra D. Korry, corporate partner Donald R. Crawshaw, and tax partners Ronald Creamer Jr. and Davis J. Wang.

Latham’s corporate deal team was led by partner Scott Haber in San Francisco, with partner Thomas E. Keim Jr. in Chicago. Latham’s deal team also included partners John Clair advising on tax matters and Roxanne Christ advising on intellectual property.

Proceeds from the sale will be used to pay down $2 billion in debt and buy back stock, Pleasanton, California-based Safeway said yesterday in a statement. The boards of both companies have approved the deal.

The sale will give Safeway a jolt of cash as Chief Executive Officer Robert Edwards, who took over May 14, works to reverse slowing sales gains amid competition from Kroger Co. and Wal-Mart Stores Inc. The deal also will simplify Safeway’s business.

The acquisition will give Sobeys 213 full-service grocery stores in Western Canada, along with 199 in-store pharmacies and 12 manufacturing facilities, to help it compete better with Loblaw Cos.

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Firm News

Linklaters Appoints Vanhulle Managing Partner in Belgium

Linklaters LLP appointed Henk Vanhulle, head of the Belgian tax practice, to managing partner of its Belgian offices. He succeeds François De Bauw, who took on the role five years ago and will now focus on client work full-time.

Vanhulle was previously Linklaters’ global tax practice head. He specializes in domestic and international corporate tax, tax litigation and employee share schemes, the firm said.

“These are challenging times for our clients and they are increasingly looking for high-quality and added-value services,” Vanhulle said in a statement. “François did a fantastic job throughout these five years. With a clear strategy in mind he took up the challenge to shape our Belgian practices in order to respond to the new market realities.”

Linklaters has lawyers at 28 offices worldwide.

Kilpatrick Townsend Names Silicon Valley Managing Partner

Kilpatrick Townsend & Stockton LLP said that Mark Barrish, who co-leads the firm’s medical and surgical devices industry area, was named managing partner of the firm’s Silicon Valley office.

Barrish succeeds Bill Shaffer, who was the Silicon Valley office managing partner for two years. Shaffer will be relocating to the firm’s San Diego office this summer. He will continue his practice focusing on patent prosecution and counseling as a member of the firm’s intellectual property department.

“Having been with the firm for more than 18 years, I have seen its footprint grow internationally and I look forward to continuing to expand our services here in Silicon Valley,” Barrish said in a statement.

Kilpatrick Townsend has 620 lawyers at 17 offices in the U.S. and internationally.

Nixon Peabody Names Barron Managing Partner in San Francisco

Anthony Barron was named managing partner of Nixon Peabody LLP’s San Francisco office. He was most recently deputy leader of the firm’s largest practice, commercial litigation, and will continue his complex commercial litigation practice.

Barron succeeds Paul Schrier who held the position for almost seven years and oversaw the addition of more than 70 attorneys from the former Thelen LLP firm. Schrier, a business and real estate attorney, will continue to focus his practice on mergers and acquisitions and cross-border transactions in a wide array of industries.

“Tony has demonstrated strong leadership skills while building a thriving practice,” Andrew I. Glincher, Nixon Peabody CEO and managing partner, said in a statement.

Nixon Peabody has about 700 attorneys at offices in the U.S., Europe, and Asia.


Haynes & Boone Hires Liza Mark to Lead New Shanghai Office

Liza Mark, formerly of Dorsey & Whitney LLP, joined Haynes & Boone LLP and will be the administrative partner in the recently announced Shanghai office.

She will be a partner in the business transactions department and co-chair the Haynes & Boone Greater China practice with Yan Zhang. Zhang, a corporate lawyer in cross-border mergers and acquisitions and venture capital transactions with a particular focus on China, splits his time between Shanghai and the Silicon Valley office.

Mark represents foreign and Chinese corporate, private equity, financial institutions and financial sponsor clients, including CITIC Securities International Co., Axis Capital Holdings Ltd., Entropy Ventures Ltd., and CITIC Kazyna Investment Fund, on cross-border mergers and acquisitions, corporate governance, capital markets and private equity investment matters. Those include Hong Kong IPOs, Rule 144A offerings, Asian in-bound equity offerings and private placements of debt and equity securities, the firm said.

“Liza is an ideal partner to set up our operations now that we have received the China Ministry of Justice approval to open our office,” senior partner Tim Powers, who oversees the firm’s global offices, said in a statement. “Her comprehensive experience conducting a wide array of cross-border M&A, private equity investments, capital market transactions and corporate governance matters is a wonderful asset for us and our clients in the region.”

The firm plans to bring on additional lawyers with experience in domestic and cross-border transactions in the Americas and Greater China.

Haynes and Boone has more than 525 lawyers at 12 offices in the Americas.

DLA Piper Adds Global Litigation Lawyer in New York

DLA Piper LLP announced that T. Steven Har has joined the firm’s Litigation practice as a partner in New York. Prior to joining DLA Piper, Har was a partner with Duane Morris LLP.

Har’s practice focuses on product liability, banking, and general commercial litigation matters, much of which involve Korean multinational clients doing business in the U.S., the firm said. He also handles arbitrations before the International Chamber of Commerce, the American Arbitration Association and the Korean Commercial Arbitration Board. Har will work closely with the products liability and international arbitration practices at DLA Piper.

DLA Piper has 4,200 lawyers in 30 countries in the Americas, Asia Pacific, Europe and the Middle East.


Gene Patents Limited by Top Court in Mixed Ruling for Myriad

The U.S. Supreme Court restricted the ability of companies to patent human genetic sequences, issuing a mixed ruling in a case that raised questions about thousands of biotechnology, agricultural and drug patents.

The justices unanimously ruled that parts of Myriad Genetics Inc.’s patents on genes linked to breast and ovarian cancer improperly covered natural phenomena. Other parts, the court said, involve enough human intervention to be eligible for legal protection.

ACLU lawyer Christopher Hansen challenged Myriad’s patents in oral arguments before the court April 15, while Myriad’s lawyer Gregory Castanias, of Jones Day LLP, argued for the company before the high court.

The decision left both sides of the debate claiming victory. It forces a change at the federal patent office, which has been awarding gene patents since 1982. That’s a victory for doctors’ groups and patient advocates that accused Myriad of using its patents to block clinical testing and research.

“Because of this ruling, patients will have greater access to genetic testing and scientists can engage in research on these genes without fear of being sued,” said Sandra Park, an attorney with the American Civil Liberties Union, which sued to challenge the Myriad patents.

Myriad said in a statement that its tests still are protected by 24 different patents. The ruling ensures “strong intellectual property protection for our BRACAnalysis test moving forward,” Myriad Chief Executive Officer Peter Meldrum said in a statement.

“This is a win fundamentally” for Myriad, wrote Michael Yee, an analyst at RBC Capital Markets in a note to clients after the ruling. Potential competitors for Myriad’s main hereditary breast and ovarian cancer risk test “remain unlikely to launch,” he said.

Myriad’s critics disputed that assessment. Roger Klein, chairman of the professional relations committee at the Association for Molecular Pathology, predicted that Myriad would face competition within two years.

The decision creates a balance between researchers and businesses, said Matthew Dowd of Wiley Rein in Washington, who submitted a brief on behalf of James Watson, the co-discoverer of the structure of DNA. Watson, a Nobel Prize winner for his discovery who helped found the Human Genome Project, objected to patenting of the isolated DNA.

“It does free up and ensure the free use of human genes, which are naturally occurring products,” Dowd said in an interview. “At the same time, it will probably be viewed as providing enough incentive for those scientists developing biotech inventions.”

The case is Association for Molecular Pathology v. Myriad Genetics, 12-398, U.S. Supreme Court (Washington).

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San Bernardino Judge Bars Law Firm From City Bankruptcy Case

National Public Finance Guarantee Corp., the bond insurer fighting the biggest U.S. pension fund in two California municipal bankruptcies, must find a new law firm to represent it in San Bernardino’s case, a judge ruled.

U.S. Bankruptcy Judge Meredith Jury granted a request by the California Public Employees’ Retirement System to ban Winston & Strawn LLP from representing National Public in the Chapter 9 case. The judge agreed that Winston & Strawn had a conflict because the firm hired an attorney who worked for Calpers in the bankruptcy cases.

Winston & Strawn argued in court papers that it should be allowed to continue representing National Public because the firm had established internal policies to prevent the attorney from sharing information about Calpers.

“No matter how good the ethical wall is, there will always be a sense that there is a fox in the henhouse,” Jury said during a hearing in U.S. Bankruptcy court in Riverside, California. Jury is overseeing the bankruptcy of San Bernardino, where Calpers and National Public have taken opposing positions.

The Winston & Strawn attorney had been employed in the Charlotte, North Carolina, office of K&L Gates, the law firm representing Calpers in the Stockton and San Bernardino bankruptcies.

The case is In re San Bernardino, 12-bk-28006, U.S. Bankruptcy Court, Central District of California (Riverside).

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Superman’s Lawyer Carries on Fight to Win Back Rights for Heirs

Marc Toberoff, a tightly wound man with thinning hair and an expansive grin, is an attorney who specializes in suing movie studios on behalf of artists and writers, Bloomberg News’ Devin Leonard reports.

For 11 years he has represented the heirs of the late Jerome Siegel and Joe Shuster, the creators of Superman, in a campaign to regain the rights to the original superhero from Warner Bros.

In 2008, Toberoff won an astounding victory for the Siegels, granting them 50 percent of Superman as he first appeared in Action Comics No. 1, meaning they would be entitled to a percentage of the U.S. profits from the movie “Man of Steel,” which opens on June 14 and stars the pensive British actor Henry Cavill. The legal decision meant that the family had claims to much of the intellectual property defining Superman, including his blue tights, red cape, secret identity and other traits.

Toberoff, who is charging the family a 30 percent contingency fee, was expecting a nice chunk of the profits. And he hoped to perform the same service for the Shusters. United, the families would have had the right to block any Superman movie after “Man of Steel.” But several months ago, Toberoff suffered some unanticipated reversals. He is shaken but insists the struggle isn’t over, and he’ll be watching the new big-budget movie to see how closely it adheres to Siegel and Shuster’s original 1938 conception of the hero.

The battle over the rights to Superman has been going on for decades, and despite his recent setbacks, Toberoff is unusually qualified to cause trouble for movie studios. He won a court order halting the release of Warner Bros.’ “The Dukes of Hazzard” starring Johnny Knoxville and Jessica Simpson in 2005, extracting a $17.5 million settlement on behalf of producer Robert Clark. The judge was unmoved by the studio’s pleas that the movie had to open in a hurry because Simpson’s allure might prove transitory.

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