Robert A. Britton

Paul, Weiss advised Carrier Global Corporation, a global leader in intelligent climate and energy solutions, in the sale of its commercial and residential fire business to an affiliate of Lone Star Funds for an enterprise value of $3 billion. The transaction marks the culmination of Carrier’s strategic portfolio transformation following its acquisition of Viessmann Climate Solutions, and successful divestitures of its industrial fire, global access solutions and commercial refrigeration businesses—all deals on which Paul, Weiss also advised. The Paul, Weiss team on the strategic portfolio transformation transactions was led by partner Laura Turano and counsel Dotun Obadina, and included, among others, corporate partners Steven Williams, John Kennedy, Andrew Krause, Luke Jennings, Christodoulos Kaoutzanis, Matthew Friedman, Aaron Schlaphoff, Neil Goldman, Lukas Richards and Cristina Amodeo, and counsel Bruce Gruder, Nathan Mitchell and Gabriella Toossi; tax partners Robert Holo, Jeffrey Samuels and Robert Killip, and counsel Alyssa Wolpin; intellectual property partners Bonnie Chen and Claudine Meredith-Goujon; executive compensation partner Jean McLoughlin, and counsel Cynthia Akard and Sasha Belinkie; litigation partners Lewis Clayton, Andre Bouchard, John Carlin, Mark Mendelsohn, Geoffrey Chepiga, Crystal Parker and Daniel Mason, and counsel Audrey Paquet; real estate partner Peter Fisch; restructuring partner Robert Britton; antitrust partners Nicole Kar, Henrik Morch and Marta Kelly, and counsel Chad de Souza, Yuni Sobel and Lauren O’Brien; and environmental counsel William O’Brien.

Dec 2

1 min

Paul, Weiss represented an ad hoc group of convertible noteholders in connection with an out-of-court recapitalization and restructuring of Maxeon Solar Technologies, Inc. Maxeon, one of the world’s leading global manufacturers and marketers of premium solar power technology, designs, manufactures and sells solar products in over 100 countries. The transactions provided Maxeon with up to $197.5 million in new capital from Maxeon’s parent company through the issuance of $97.5 million of new first lien convertible notes and an additional $100 million equity investment, pending regulatory approval. In addition, the transactions restructured $405.5 million of existing indebtedness through a two-year maturity extension of $207 million of existing first lien convertible notes and an exchange of $198.5 million of existing unsecured convertible notes (including accrued interest) for a combination of $204 million in new second lien convertible notes and warrants for 9.925% of Maxeon’s equity. The Paul, Weiss team was led by partners Robert Britton, Timothy Cruickshank and Suhan Shim, and included restructuring partner Jacob Adlerstein and counsel Douglas Keeton and Claudia Tobler; corporate counsel Lyudmila Bondarenko and Nathan Mitchell; tax partner Anne McGinnis; litigation partners John Carlin and William Clareman; and intellectual property partners John Patten and Claudine Meredith-Goujon and counsel Alex Zapalowski.

Jun 21

1 min

Paul, Weiss advised private investment firm Rodina Capital in Rubicon Technologies, Inc.’s, strategic refinancing and $20 million preferred equity raise, which Rodina led. Rubicon is a leading provider of technology-based waste and recycling solutions. Under the terms of the transactions certain existing Rubicon debt facilities were refinanced with the proceeds of a new revolving facility. The Paul, Weiss team was led by corporate partner Laura Turano and includes partners Timothy Cruickshank, Suhan Shim, Cristina Amodeo and Manuel Frey, and counsel Marc Shepsman and Bruce Gruder; tax partner Anne McGinnis and counsel Patrick Karsnitz; intellectual property partner Bonnie Chen and counsel Brianna van Kan; executive compensation partner Jean McLoughlin and counsel Christopher Gonnella; restructuring partner Robert Britton; real estate partner Peter Fisch; antitrust partner Marta Kelly and counsel Yuni Sobel; and environmental counsel William O’Brien.

Dec 3

1 min

A group of talc liability claimants on Wednesday asked the Second Circuit to find reorganized cosmetics company Revlon has to pay out for their injury claims despite those claims being filed past the deadline in the company's Chapter 11 case. In oral arguments before a three-judge panel, counsel for the claimants and the reorganized Revlon sparred over whether bankruptcy law demands that debtors accept future asbestos claims or if it's a choice they have when setting up their restructuring plans. The 42 appellants — who all say they were exposed to asbestos in talc products sold by Revlon prior to its 2022 bankruptcy but were diagnosed with asbestos-caused illnesses after the case was filed, and who filed claims after the claims deadline in the Chapter 11 case — were seeking to reverse an August 2024 bankruptcy court's ruling that they are time-barred from asserting claims against the reorganized Revlon. Appellant counsel David Frederick argued that debtors with asbestos liability are required to file plans that conform with Section 524(g) of the Bankruptcy Code — which outlines the rules for debtors to establish trust funds to pay future asbestos claims with no deadline — as a matter of due process, since asbestos-caused illnesses may emerge decades after exposure. Revlon counsel Kannon Shanmugam, however, argued the law does not mandate this, noting the same bankruptcy court previously approved a Chapter 11 plan for Energy Future Holdings in 2017 that included a bar date for asbestos claims. "Every single textual clue in this statute [indicates] this is an option and not mandatory," he said. Frederick responded that if assuming future claims liability is optional, there is no reason a debtor would do so, going back to Johns Manville Corp.'s bankruptcy, the first to establish a trust to pay future asbestos claims. "Johns Manville didn't have to do that. It just had to use 524(a) and wipe the slate clean of tens of millions in claims," he said. The parties also argued on whether the late claimants had received sufficient notice of the claims deadline, with Frederick arguing it was insufficiently specific. "This was one of the worst notices in the history of bankruptcy," he said. Shanmugam argued the notice was a standard one for bankruptcy cases with potentially unknown claimants that contained sufficient information, particularly in light of the substantial publicity around talc claims. "This is not a circumstance in which an individual who had exposure would have no idea they have a claim," he said. Circuit Judges Amalya L. Kearse and Eunice C. Lee along with U.S. District Court Judge Eric R. Komitee sat on the panel for the Second Circuit. The claimants are represented by David C. Frederick, Matthew N. Drecun and Jared M. Stehle of Kellogg Hansen Todd Figel & Frederick PLLC and Kevin C. Maclay, James P. Wehner, Todd E. Phillips, Lucas H. Self and Ariel K. Hayes of Caplin & Drysdale Chtd. Revlon is represented by Kannon K. Shanmugam, William T. Marks, Jamie Durling, Robert A. Britton, Paul A. Paterson and Kathleen H. Pierre of Paul Weiss Rifkind Wharton & Garrison LLP. The case is In re: RML LLC, case number 25-263, in the U.S. Court of Appeals for the Second Circuit.

Feb 18

2 min

Paul, Weiss secured a major victory for Sandvine Corporation, a Canada-based technology service provider, when key U.S. government stakeholders took the extremely rare step of removing Sandvine from the Entity List, a highly restrictive national security regulatory tool that imposes harsh export control-related requirements. Sandvine, whose technology facilitates internet access for hundreds of millions of people around the globe, had been placed on the Entity List in February due to accusations that its products were misused by foreign governments to infringe on civil liberties and other rights. In response to being added to the Entity List, Sandvine retained Paul, Weiss, including its National Security practice to help it identify business and governance-related changes and advocate before key U.S. government officials. These efforts paid off on October 21, when the U.S. Department of Commerce’s Bureau of Industry and Security (BIS), noted the “significant steps [Sandvine has taken] to address the misuse of its technology that can undermine human rights,” and removed the company from the Entity List. “Sandvine has overhauled its corporate structure, leadership, and business model,” BIS recognized in its announcement. “The company has pivoted to focus on servicing democracies committed to the protection of human rights.” The Paul, Weiss team was led by partners John Carlin and Robert Britton and includes, among others, litigation partners Roberto Gonzalez and Nicole Succar and counsel Benjamin Klein and Peter Carey; restructuring partner Andrew Rosenberg and counsel Claudia Tobler, Douglas Keeton and Sarah Harnett; tax partner Anne McGinnis and counsel Caroline Inker, Adam Parry, Patrick Karsnitz and Samir Kurani; corporate partners Samuel Welt and Suhan Shim and counsel Nathan Mitchell and Gabriella Toossi; executive compensation partner Jean McLoughlin and counsel Christopher Gonnella; intellectual property partner Jonathan Ashtor and counsel Brianna van Kan; and antitrust partners Annie Herdman and Marta Kelly and counsel John Magruder.

Oct 21

1 min