Venator Materials PLC, Simon Turner, Kurt D. Ogden, Stephen Ibbotson, Russ R. Stolle, Huntsman Corporation, Huntsman International LLC, Huntsman (Holdings) Netherlands B v. v. MacOmb County Employees' Retirement System and Firemen's Retirement System of St. Louis

ACCEPTED 05-19-01455-CV FIFTH COURT OF APPEALS DALLAS, TEXAS 2/14/2020 4:21 PM LISA MATZ CLERK

NO. 05-19-01455-CV FILED IN 5th COURT OF APPEALS IN THE COURT OF APPEALS FOR THE FIFTH DISTRICT OF TEXAS DALLAS, TEXAS IN DALLAS 2/14/2020 4:21:37 PM LISA MATZ Clerk

VENATOR MATERIALS PLC, ET AL.,

Appellants, v.

MACOMB COUNTY EMPLOYEES’ RETIREMENT SYSTEM, ET AL.,

Appellees.

UNOPPOSED MOTION TO ABATE PENDING ISSUANCE OF THE MANDATE IN A RELATED APPEAL AND SUSPEND BRIEFING DEADLINES

TO THE HONORABLE COURT OF APPEALS:

Under Texas Rules of Appellate Procedure 10.1 and 29.3, Appellants1 file this Unopposed Motion to Abate Pending Issuance of the Mandate in a Related Appeal and Suspend Briefing Deadlines (“Motion”) and respectfully request that the Court abate this appeal pending the issuance of the mandate in Venator Materials PLC et

1 Appellants are Venator Materials PLC, Simon Turner, Stephen Ibbotson, Kurt D. Ogden, Russ R. Stolle (collectively, the “Venator Appellants”), Huntsman Corporation, Huntsman International LLC, and Huntsman (Holdings) Netherlands B.V. (collectively, the “Huntsman Appellants”).

al. v. Macomb County Employees’ Retirement System et al., No. 05-19-01177-CV (the “Related Appeal”) and suspend all briefing deadlines.

I. Background. On January 21, 2020, this Court issued its opinion in the Related Appeal,

dismissing the Venator Appellants and Underwriter Defendants 2 for lack of jurisdiction and remanding the case to the trial court to enter an order transferring the remaining claims against the Huntsman Appellants to Montgomery County.

II. Request for Abatement. In light of the Court’s rulings that there is no personal jurisdiction over most

of the parties to this appeal and that the remainder of the case belongs in a different venue, the Court should abate this appeal pending issuance of the mandate in the Related Appeal. Upon issuance of the mandate, the claims against the Venator Appellants will be dismissed, rendering this appeal moot as to them, and the trial court will transfer the remaining claims against the Huntsman Appellants to Montgomery County. See TEX. R. APP. P. 18.6 (“The appellate court’s judgment on an appeal from an interlocutory order takes effect when the mandate is issued.”).

It is Appellants’ understanding that once the claims against the Huntsman Appellants are transferred to Montgomery County, the trial court will lose

2 The Underwriter Defendants are Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith, Inc., Goldman Sachs & Co. LLC, and J.P. Morgan Securities LLC. The Underwriter Defendants are not parties to this appeal.

jurisdiction over the case, and as a result, this Court will no longer have jurisdiction over this appeal. See TEX. GOV’T CODE § 22.220 (“Each court of appeals has appellate jurisdiction of all civil cases within its district of which the district courts or county courts have jurisdiction[.]”); George v. Phillips Petroleum Co., 976 S.W.2d 363, 364–65 (Tex. App.—Houston [14th Dist.] 1998, no pet.) (“Appellate court jurisdiction over the merits of a case extends no further than that of the court from which the appeal is taken. . . . [O]nce a case is transferred . . . the transferee court assumes jurisdiction of the cause to the exclusion of the transferor court.”).

Absent abatement, Appellants would be required to file a brief in this Court to preserve their rights in this appeal despite the Court’s rulings that jurisdiction and venue are not proper. Appellants’ opening brief in this appeal is currently due February 21, 2020; by contrast, the mandate in the Related Appeal is currently scheduled to issue on April 2, 2020. See TEX. R. APP. P. 18.1. Abatement thus preserves Appellants’ rights without burdening this Court with repeated requests for extension of the briefing deadlines while the parties wait for the mandate.

On or about the date when the mandate issues, the Huntsman Appellants intend to file a motion requesting that the Texas Supreme Court transfer their appeal to the Beaumont Court of Appeals, which has jurisdiction over Montgomery County. See TEX. GOV’T CODE § 73.001 (“The supreme court may order cases transferred from one court of appeals to another at any time that, in the opinion of the supreme *4 court, there is good cause for the transfer.”); see also Miles v. Ford Motor Co., 914 S.W.2d 135, 137 (Tex. 1995) (explaining the procedure for appellate venue transfer). Appellees have not yet taken a position on the Huntsman Appellants’ intended motion to transfer the appeal and reserve all rights, including the right to oppose such motion.

PRAYER For these reasons, Appellants request that the Court grant the Motion, which

is unopposed, and abate all proceedings in this appeal pending issuance of the mandate in the Related Appeal and suspend all briefing deadlines pending establishment of new briefing deadlines by the appropriate Court following the issuance of the mandate. 3

3 Appellees agree that the current deadline for Appellants to file an opening brief should be suspended and that Appellants do not need to file an opening brief by the current deadline or pending resolution of the Motion.

Respectfully submitted,

/s/ David S. Coale /s/ R. Thaddeus Behrens David S. Coale, SBN 00787255 R. Thaddeus Behrens, SBN 24029440 Michael K. Hurst, SBN 10316310 Anne M. Johnson, SBN 00794271 Andrés Correa, SBN 24076330 Daniel H. Gold, SBN 24053230 John R. Christian, SBN 24109727 Matthew A. McGee, SBN 24062527 LYNN PINKER COX & HURST, LLP William D. Marsh, SBN 24092762 2100 Ross Avenue, Suite 2700 HAYNES AND BOONE, LLP Dallas, Texas 75201 2323 Victory Avenue, Suite 700 214-981-3800 (phone) Dallas, Texas 75219 214-981-3839 (fax) (214) 651-5000 (phone) mhurst@lynnllp.com (214) 200-0886 (fax) acorrea@lynnllp.com thad.behrens@haynesboone.com dcoale@lynnllp.com anne.johnson@haynesboone.com jchristian@lynnllp.com daniel.gold@haynesboone.com matt.mcgee@haynesboone.com Craig Smyser, SBN 18777575 william.marsh@haynesboone.com Razvan Ungureanu, SBN 24085630 Eugene Zilberman, SBN 24110577 Richard A. Sayles, SBN 17697500 SMYSER KAPLAN & VESELKA, LLP BRADLEY ARANT BOULT CUMMINGS, 717 Texas Ave., Suite 2800 LLP Houston, Texas 77002-2761 4400 Renaissance Tower 713-221-2300 (phone) 1201 Elm St. 713-221-2320 (fax) Dallas, Texas 75270 csmyser@skv.com (216) 939-8701 (phone) razvan@skv.com (214) 939-8787 (fax) ezilberman@skv.com dsayles@bradley.com

Counsel for Appellants Venator Counsel for Appellants Huntsman Materials PLC, Stephen Ibbotson, Kurt Corporation, Huntsman International D. Ogden, Russ R. Stolle, and Simon LLC, and Huntsman (Holdings) Turner Netherlands B.V.

CERTIFICATE OF CONFERENCE I hereby certify that on February 13, 2020, counsel for Appellees conferred

with counsel for Appellees, who stated that Appellees do not oppose the relief sought herein.

/s/ R. Thaddeus Behrens R. Thaddeus Behrens

CERTIFICATE OF SERVICE Undersigned counsel certifies that on February 14, 2020, a true and correct

copy of this motion was served on the following counsel of record via electronic service:

Joe Kendall KENDALL LAW GROUP, PLLC 3811 Turtle Creek Blvd., Suite 1450 Dallas, Texas 75219 jkendall@kendalllawgroup.com

Steven F. Hubachek (pro hac vice) ROBBINS GELLER RUDMAN & DOWD LLP 655 West Broadway, Suite 1900 San Diego, California 92101 shubachek@rgrdlaw.com

David J. Goldsmith (pro hac vice) LABATON SUCHAROW LLP 140 Broadway, 34th Floor New York, New York 10005 dgoldsmith@labaton.com

Counsel for Appellees Macomb County Employees’ Retirement System and Firemen’s Retirement System of St. Louis

/s/ R. Thaddeus Behrens R. Thaddeus Behrens