Chris Kay ’78
Lasting relationships offer key to success
Chris Kay ’78 has proven to be extraordinarily versatile in law and business. Having been an equity partner at four law firms, including Foley & Lardner in Orlando, he went out on his own in 1996, persuading classmate Robert Gronek to join him at Kay, Gronek and Latham, which represented such clients as Florida Dairy Farmers, Chancellor Media Group, and Hard Rock Café International Inc.
Among other major trials, Kay won the largest judgment ever against the State of Florida - $188 million — in a class action case challenging the state’s impact fee on new residents. He crafted a number of corporate transactions, including a new structure for community hospital mergers that has been widely copied after he obtained approval from the Federal Trade Commission, and also handled all aspects of Universal Studios Orlando’s legal work, including the acquisition of a 2,500 acre parcel and the subsequent negotiation of expansive land use development rights for that site. Although Kay left his practice in 2000 to become executive vice president and the first in-house general counsel of Toys “R” Us, he has remained close to his former partners in what is now called Gronek and Latham.
Forging lasting relationships is, in fact, one of Kay’s guiding principles. Teaching a class at the Law School last February, he advised students to avoid looking at their classmates as competition. “After law school it won’t make a difference who made law review and who didn’t. What matters most are the relationships you build with your classmates, and the mutual trust that grows within those relationships. Those are the kinds of meaningful relationships that last for decades.” In addition to maintaining close contact with law school friends, classmates, and fellow alumni, he has often sought them out for their legal expertise and to share opportunities. That, he says, is good business for both his Duke colleagues and for the clients and shareholders whose interests he has represented.
“As a lawyer, you are always trying to build a level of respect and trust with your clients. In law school you work closely with classmates and get to know their personalities, character, training, and commitment. In my career, whenever I needed to refer a client to another lawyer, or find someone to compare notes about a potential expert witness, I looked to those people whose abilities I admired, and whose judgments I valued. And if I am choosing from among five outstanding firms that can do exemplary work, having a connection to someone whom I know will do whatever it takes to make our case or project their number one priority is certainly a critical factor in the selection process.”
Crafting legal strategy for Toys “R” Us — and becoming general counsel at a time when the company faced a number of formidable legal challenges — Kay found multiple occasions to tap members of his Duke network for their superior legal expertise, coupled with their dedication enhanced by friendship.
After considering several top national firms to represent Toys “R” Us as outside general counsel, Kay retained Simpson Thacher & Bartlett in New York, where classmate David Ichel is a partner. “With Dave Ichel on point, I knew we would always have a sincere commitment to help our company succeed,” Kay says. It has proven to be another lasting relationship for Kay and for the company. Under Kay’s direction — then as chief operating officer — Simpson Thacher took a leadership role during the strategic review and 2005 sale of Toys “R” Us to a consortium of three private equity firms for $6.6 billion, one of the largest leveraged buyouts in history. Ichel and his firm continue to represent the company under its new ownership.
Kay called on another classmate and friendly rival from his moot court days, Michael Dockterman, when he needed a tenacious and creative trial lawyer to handle, among other things, litigation arising from a failed joint venture between Toys “R” Us and Amazon.com, relating to online toy sales. “The fate of our Internet company hung in the balance. I wanted someone who could prepare an imaginative argument that was engaging, but also rock solid,” recalls Kay of his decision to retain Dockterman, a partner at Wildman, Harrold, Allen & Dixon in Chicago, who also represented Toys “R” Us in a successful claim against MasterCard and Visa for excessive credit card fees. (See profile, page 42.) In March the Superior Court of New Jersey ruled in favor of Toys “R” Us.
“Chris has a unique skill set for what litigation means — and can do — in a business dispute,” says Dockterman. “He understood that a fast resolution to the Amazon problem was more important than discovering every possible violation of the agreement, and set management’s expectations accordingly.”
Kay’s connections to Duke lawyers do not stop with the class of 1978. While in practice, Kay worked with Atlanta-based Alston & Bird partner Christopher Mangum ’85. Later, Kay tapped into Mangum’s expertise in Internet and e-business to handle some aspects of the disengagement with Amazon and claims for sales tax amnesty for online sales, and to oversee review of hundreds of the company’s contracts as the sale of Toys “R” Us progressed. As Kay calls Mangum’s personal commitment and accountability “worth their weight in gold,” Mangum notes the “dramatic” effect Kay has had on his career. In addition to introducing Mangum to his primary client, Kay “taught me the advantages of looking out for good lawyers who can help build Duke’s alumni network,” says Mangum, which he does wherever his international practice takes him.
Newly named to the Law School’s Board of Visitors, Kay has long been an active alumnus, regularly participating in regional and on-campus alumni events, sharing insight and expertise at the Global Capital Markets Center’s Directors’ Education Institute, and returning to teach, counsel, and mentor students through such programs as “ESQ.,” the Business Law Society’s annual career symposium. Along with friends Dockterman, Ichel, and Mangum, he works to build a multigenerational and truly global alumni network to facilitate collegial connections.
Having left Toys “R” Us after its sale, Kay is taking time to consider his “next defining moment,” with his wife of 29 years, Kris, and savoring the accomplishments of his 23-yearold daughter, Lauren, as she begins a career in publishing. He says that whether it’s strategizing with a former classmate about a highstakes court case or making plans to attend the wedding of that colleague’s child, the ties that bind him to Duke Law School become more profound with each passing year. “I consider myself fortunate that the people I met at Duke Law School have remained friends for many years and through many trying times,” he says. “When you look back at your life it’s easy to point to winning this big case or closing that big deal as the mark of success. But in fact it’s the strong, personal relationships you develop with people you like and respect that makes life so much more meaningful and enriching.”