Awards from the 2020 DFW Outstanding Corporate Counsel Awards
This Thursday, the Association of Corporate Counsel’s DFW Chapter and The Texas Lawbook host the 2021 DFW Corporate Counsel Awards.
Nearly 70 in-house corporate counsel were nominated. A panel of 15 independent judges free of conflicts reviewed the submissions and selected 17 finalists who did extraordinary legal work in 2021.
The finalists are being honored and the winners announced this Thursday at the George W. Bush Institute, which is adjacent to the presidential library on the Southern Methodist University campus.
But The Lawbook is providing subscribers with an advanced inside peek at the finalists, the reason that they were selected and what colleagues say about them. In February, The Lawbook plans to publish in-depth profiles of each of the finalists.
There is one surprise item on the agenda Thursday evening that has not been previously disclosed.
The Association of Corporate Counsel’s DFW Chapter and The Lawbook will take a few minutes during the awards ceremony to remember the life and career of Clarence Brown, who was the general counsel of global manufacturer Kronos Worldwide. Brown died last September after experiencing a fall a few months earlier that was related to a longtime health condition.
The Lawbook and ACC DFW thought of ways to honor Brown, who was a dedicated father, a loving husband, a great lawyer and always – ALWAYS – the best dressed lawyer in the room.
No one can come close to telling us about Clarence Brown the lawyer and the person than his extraordinary partner in life, Shonn Brown, who is the deputy general counsel and head of litigation for Kimberly-Clark Corporation and who received the 2020 DFW Corporate Counsel Award for Achievement in Diversity and Inclusion.
ACC DFW and The Lawbook are honored that Shonn Brown has agreed to share a few memories of the corporate law power couple’s life together.
2021 DFW Senior Counsel of the Year for a Midsized Legal Department
One of the Browns’ closest friends, Tasha Grinnell, will also be honored Thursday evening. Grinnell is receiving the 2021 DFW Senior Counsel of the Year Award for a Midsized Legal Department for the exceptional leadership she showed the past two years as the assistant general counsel at Neiman Marcus.
On Monday, Grinnell started a new job as the general counsel at Coppell-based retailer The Container Store.
Thirty-four years ago, Grinnell stood side-by-side with Coretta Scott King, wife of the slain civil rights leader, before the Hawaii Legislature. Grinnell was only 12 years old at the time, but she explained for 15 minutes why the state needed to make Martin Luther King’s birthday an official state holiday. The legislation subsequently passed.
It was clear to many even back then that Grinnell would become a great lawyer.
Fast-forward three decades. Luxury retailer Neiman Marcus hired Grinnell in March 2020 to lead the company’s litigation docket. Days later, the pandemic hit, wreaking havoc on the retail industry. Two months later, Neiman Marcus filed for bankruptcy. Grinnell played a critical role every step of the way, and she became Neiman Marcus’ interim general counsel in 2021. Grinnell is a member of Corporate Counsel Women of Color, as well as the Dallas Women Lawyers Association. She is also a member of the steering committee and serves as chair of the Texas Minority Counsel Program in Dallas.
Senior Counsel of the Year for a Large Legal Department
There are two finalists for the 2021 Senior Counsel of the Year for a Large Legal Department, the category for departments with 21 or more in-house lawyers. The finalists are Flowserve Associate General Counsel and Chief Compliance Officer Susan Hudson and McKesson Corporation Chief Counsel Thomas Blanford.
In-house counsel and compliance lawyers seldom get attention because their biggest successes are the result of preventative work. But under Susan Hudson’s leadership at Flowserve Corporation, the Irving-based maker of industrial equipment has witnessed several significant accomplishments that demonstrate the company’s values.
Last year, Hudson launched an internal integrity and compliance website that was accessible to all employees. She refreshed Flowserve’s code of conduct training to have a more modern and sleek feel. She set a target timeframe for investigators to complete internal inquiries so the company could improve its timeliness and responsiveness to reporters as well as its implementation of remediation actions. Finally, Hudson improved efficiencies by automatically notifying company officials through an online dashboard of entities that were no longer approved to do business with Flowserve.
The other finalist is Thomas Blanford, chief counsel for DFW-based McKesson Corporation. McKesson nominated Blanford for his role in supporting the company’s Covid-19 vaccine distribution program, which was a critical component in Operation Warp Speed. The U.S. government called upon McKesson, a distributor of pharmaceuticals and medical equipment to the nationwide healthcare system, to develop – at incredible scale and speed – a supply chain to help get vaccines to hundreds of millions of citizens.
After the initial negotiations with the Centers for Disease Control and other federal authorities, Blanford and his team led the business through significant contract modifications as the vaccine and kitting programs evolved to support both international shipments and other distribution complexities. In every instance, Blanford helped the business team and the government navigate the critical execution of the vaccine distribution effort.
Senior Counsel for a Small Legal Department
There is only one finalist for the 2021 Senior Counsel of the Year for a Small Legal Department, which goes to legal departments with five or fewer in-house lawyers: Denton Muse, the senior counsel at City Electric Supply.
Dallas-based City Electric Supply is a family-owned billion-dollar electrical supplies distributor that operates more than 530 stores in 30 states. As senior counsel, Muse leads the company’s M&A efforts, especially involving its renewables division, which has been growing each year.
Despite the pandemic, Muse led City Electric’s acquisition in 2021 of national solar distributor Soligent, which reported more than $100 million in sales in 2020. City Electric GC Meg Shockley says Muse integrates years of business experience and legal knowledge to become one of the go-to lawyers in renewable energy.
General Counsel of the Year for Small Legal Department
The two finalists for the 2021 DFW General Counsel of the Year for Small Legal Department Crestline Investors General Counsel Jesús Payán and Tuesday Morning General Counsel Bridgett Zeterberg.
As general counsel of Crestline Investors, Inc. for 15 years, Jesús Payán has done and seen it all, and 2021 was no exception. Payán steered Crestline through an unprecedented economy and an extensive regulatory examination. The legal and regulatory landscape for asset management firms is increasingly complex.
As the firm expanded product offerings in the U.S. and Europe, Crestline executives relied on Payán to learn new areas of law and effectively allocate legal and compliance team resources. In 2021 he joined Crestline’s management committee, which has increased both his responsibilities and his impact on the firm’s outcomes.
Also in 2021, Jesús steered the firm through a regulatory examination resulting in a favorable outcome – an even more daunting task than a traditional examination given the impacts of Covid-19 in 2020 and 2021. He also launched a Crestline affiliated reinsurance company and led the acquisition of another reinsurance company.
The second finalist is Tuesday Morning GC Bridgett Zeterberg.
As soon as the Covid pandemic hit, Zeterberg knew action needed to be taken. As a retailer that thrives on the in-person thrill of the bargain hunt, Tuesday Morning faced an untenable combination of issues, including a complete cessation of revenue, unavoidable expenses – including store rent and utilities, a supply chain overwhelmed by demand and largely frozen by pandemic-related challenges, and a substantial balance under the company’s debt facility.
With Zeterberg leading the efforts, the company filed for Chapter 11 protection with unsecured debt totaling approximately $110 million. She was instrumental in countless hearings in federal bankruptcy court while still performing her daily executive responsibilities at Tuesday Morning. Zeterberg also made sure to communicate critical information to company’s employees, the board of directors and other executives.
Zeterberg routinely worked around the clock, participating in hundreds of hours of conference calls and responding to thousands of emails while simultaneously coordinating 18 outside legal and financial advisory firms that assisted the company during the Chapter 11 process. The outcome was remarkable: Tuesday Morning emerged from bankruptcy, executing a plan of reorganization that paid creditors in full and reinstated equity to existing shareholders. The company also preserved thousands of jobs during unprecedented economic and public health conditions.
Achievement in Pro Bono and Public Service
The sole finalist and thus recipient of the Pro Bono and Public Service award goes to Toyota Managing Counsel Olesja Cormney.
Toyota Managing Counsel Meyling Ly Ortiz says this about Cormney: “I remember meeting Olesja and thinking to myself – ‘She can’t be real, this nod to Pollyanna and rose-colored glasses and all. No one can be this nice, this kind-hearted, this helpful.’ Well, I was wrong. Olesja is authentically the kindest, most generous person I know. And she deserves this award because of who she is and what she does for her community.”
On top of being a busy lawyer and mom of two, she serves on four nonprofit boards, including the Dallas Women Lawyers Association (an organization dedicated to elevating women in the legal profession) and First Generation Women Achievers of the Bluegrass (a nonprofit in Kentucky supporting female first generation college students through financial support, mentorship, and other resources).
Her most prominent pro bono work has been her involvement with the Dallas Bar Association’s Equal Access to Justice Campaign Committee, which raised a record-breaking $1.3 million for the Dallas Volunteer Attorney Program.
General Counsel of the Year for a Midsized Legal Department
Midsized in-house legal departments have six to 20 attorneys. This year’s sole finalist and winner is Pizza Hut Chief Legal Officer Lauren Leahy, who has seven in-house counsel working with her. But she is also the associate general counsel of Yum! Brands, Pizza Hut’s parent company.
Leahy provided critical guidance over the past year, helping the iconic restaurant company not only weather the Covid-19 pandemic but also enjoy healthy growth and pursue key strategic priorities. As she has seamlessly handled a rising demand for legal services, Leahy and her team helped drive a holistic crisis-management team, meeting at first daily with franchisees – and later weekly, as the pandemic evolved – to work through myriad legal, compliance and operational issues, including providing guidance on vaccination rules and dynamics.
Due to the surge in demand for delivery and curbside orders, the pandemic also created opportunities for Pizza Hut and the entirety of Yum! Brands to strike new arrangements with franchisees and delivery services and to adopt other technological innovations, such as exploring the use of artificial intelligence and robotics to improve customer experience. Leahy and her legal team have had a guiding hand in these and other growth initiatives, including some key recent acquisitions.
Rookie of the Year
The two finalists for the 2021 Rookie of the Year Award are Toyota’s Kelly Chen and Pizza Hut’s Jasmine Tobias.
Kelly Chen started as managing counsel at Toyota in October 2020, but she hit the ground running. Chen actually interviewed and joined the company remotely during the pandemic, all while being a mother to a newborn, a 3-year-old and a kindergartener.
At Toyota, Chen directs business litigation matters, including patent litigation and consumer class actions. She also provides advice and counsel to various business units within Toyota. Since starting at Toyota, Chen has resolved two class actions, three patent lawsuits and several smaller matters. Rolling up her sleeves for the class action litigation, Chen oversaw and managed outside counsel on motions, including reviewing and revising the motions.
The other finalist is Pizza Hut Legal Director Jasmine Tobias, who started at Pizza Hunt in December 2020 and primarily serves the franchise business development and development arms of Pizza Hut’s business. Arriving at Pizza Hut, Tobias learned a new field of law, took over a new team, closed the two largest franchise transactions in Pizza Hut history and led an overhaul of Pizza Hut’s license agreements.
All of this while working from home with twin toddlers during a pandemic. If you ask any member of the Pizza Hut legal department, they will tell you that Tobias has already solidified herself as an indispensable leader who has achieved critical business objectives. If you ask Tobias, it’s just another day at the office.
Achievement in Diversity and Inclusion
Several excellent candidates were nominated in this category, according to the judges, but one individual stood out.
PrimeSource Brands Chief Legal Officer Navin Rao is a tireless advocate for those who historically have been underrepresented and otherwise may lack influential advocates. He cares deeply about diversity and inclusion, and he walks the talk. During his years as corporate secretary at The Michaels Companies, Rao deliberately and carefully built a diverse, female in-house team, and he selectively engaged outside counsel who demonstrated a commitment to diversity and inclusion.
Rao has opened doors for many lawyers. He takes calls from random lawyers seeking advice. He grabs coffee or lunch with anyone needing mentorship and advice.
Lifetime Achievement Award
Past Lifetime Achievement award recipients include T-Mobile Chief Counsel Chris Luna, Pioneer Natural Resources General Counsel Mark Berg, former American Airlines GC Gary Kennedy, former EDS GC Gil Friedlander and, last year, PepsiCo Foods North America GC Leanne Oliver.
This year, The Texas Lawbook and ACC DFW unanimously selected Southwest Airlines Chief Legal Officer Mark Shaw to receive the Lifetime Achievement honor. No company in Dallas is more iconically Texas than Southwest Airlines.
Since Shaw joined Southwest Airlines 22 years ago, he has faced some monumental challenges. There were the repercussions from the Sept. 11, 2001, terrorist attacks, which he says still reverberate through the airline industry. The 2008 financial crisis sent even the most economically stable companies, including SWA, rushing for capital. Shaw played a leading role in Southwest’s $1.4 billion acquisition of AirTran Airlines in 2010.
Shaw is still dealing with litigation from the grounding of Boeing 737 Max planes in March 2019. And there is some little controversy going on right now about 5G and airline technology. But Shaw says no crises has been as systemically impactful as the Covid-19 pandemic.
Legal Innovation Award
Toyota Intellectual Property Counsel Frederick Mau is the recipient of the 2021 DFW Corporate Counsel Award for Legal Innovation.
Over the past 15 years in his role as an IP lawyer with Toyota Motor North America, Mau has established a significant patent-filing infrastructure for Toyota’s North America R&D Operations. Based on the ever-growing Toyota patent portfolio and overall brand value, Mau recognized the need to establish an out-licensing program to help find additional uses for Toyota technology and intellectual property.
Mau launched and now oversees a new global platform called Toyota IP Solutions, which maximizes the value for Toyota’s intellectual property assets through licensing and collaboration with third parties. While royalties are most associated with licensing programs, Toyota IP Solutions also focuses on collaboration, co-branding and other deals recognizing many different opportunities to bring value into the company.
M&A Deal of the Year
The two finalists for the M&A Deal of the Year are Vizient Inc. Assistant General Counsel Gary Thompson and Crescent Real Estate Group General Counsel Andrew Lombardi. This is one of two awards that recognize and honor the in-house counsel and the outside lawyers they hired.
In April 2021, Fort Worth-based Crescent Real Estate acquired The Crescent office and mixed-use development property in Dallas’ Uptown District in one of the largest commercial property transactions ever in the Dallas area.
Working with lawyers at Bracewell, Andrew Lombardi essentially wore two hats for the transaction. He oversaw Crescent’s efforts to raise capital via its GPI investment funds and handled the compliance issues with relevant government agencies on the private equity side. Lombardi also managed a wide range of complex legal considerations. Because of the property’s size and the number of tenants, it was challenging to complete the deal on time, with many affected parties still working remotely because of the pandemic. But thanks to Lombardi’s leadership, the deal was completed and closed on time.
Last March, Gary Thompson guided Vizient’s acquisition of Intalere, a Utah-based medical supply chain company that works with healthcare providers throughout the United States. The acquisition allowed Vizient to expand its output and left room for more growth opportunities.
The deal was particularly complex due to particularized healthcare compliance matters in addition to Hart-Scott-Rodino filing requirements in light of Vizient’s market position. Thompson proposed and negotiated substantial line-item indemnification coverage in the last 48 hours prior to closing, which provided signification risk mitigation in favor of Vizient. Finally, there were huge integration challenges due to distinctions in the operational mechanics at both companies, which required significant negotiation.
Business Litigation of the Year
The judges said this was one of the closest categories of the year, with two finalists separated by one point.
The first finalist is Match Group Associate GC Jeanette Teckman. In August 2021, Match was hit with a bevy of related consumer lawsuits, including a federal putative class action, 22 JAMS arbitrations and several small claims court actions.
All alleged that Match had engaged in breach of contract and violations of state deceptive trade practices acts. Opposing counsel then called Match, threatening to bring 500-plus more mass arbitrations against Match, along with class actions in several other states if a settlement agreement was not reached. The idea was to drive up the costs of litigating to such a degree that Match would have no choice but to settle these claims.
Teckman and her team at Match examined each of the claimant’s customer histories and accounts records and learned that nearly every claim was either utterly baseless or highly contradicted by their own account records. Teckman hired DLA Piper as outside counsel. Match delivered a full-throated Rule 11 letter demanding that counsel withdraw the class action complaint and threatening sanctions based on the fact that counsel had failed to conduct an adequate pre-suit investigation to ensure that clients’ claims were supported by the facts and the law. All the arbitrations were moved to small claims court.
The strategy was a huge success. Teckman is a tenacious defender of the company who prefers going to trial over rewarding plaintiffs simply for bringing a lawsuit. From the moment she wakes up until the moment she goes to bed, Teckman’s sole focus is how to ethically win.
The second finalist is Southwest Airlines senior litigation attorney Angela Mayeux.
In 2015, two TSA employees working inside the Providence, Rhode Island, airport were diagnosed with carbon monoxide poisoning. Both were permanently disabled with traumatic brain injuries. They sued Southwest Airlines and the airport authority.
The decision to sue both Southwest and the airport created a complex indemnification problem for Southwest. Unless the jury found that the plaintiffs’ injuries were the result of the airport’s sole negligence, Southwest could potentially be forced to indemnify the airport for the entire verdict. Enter Southwest’s Angela Mayeux. She hired Dallas trial lawyer Andy Ryan.
The five-week trial required Southwest to have a titanium spine to stick with its strategy. The pressure worsened during the middle of the trial when a Houston jury awarded $352 million in a similar airline operations case. Mayeux’s heart was racing and her palms were sweating when the jury first awarded $26 million in damages against the airport.
Then, the jury answered question number four of the verdict form: No, Southwest was not negligent. Total victory.
The Texas Lawbook will publish in-depth profiles of each of the finalists in February.