Daniel D. Fuschillo

Paul, Weiss is advising KPS Capital Partners in its acquisition, through a newly formed affiliate, of The Wells Companies, Inc., a leading U.S. provider of above-grade precast concrete solutions. The transaction, announced on February 10, is expected to close in the first quarter of 2026, subject to customary closing conditions. Financial terms were not disclosed. The Paul, Weiss team is led by corporate partners Angelo Bonvino and Daniel Fuschillo, and includes partners Suhan Shim and Steven Kaye and counsel Matthew Burton; tax partner Robert Killip and counsel Samir Kurani; real estate partner Peter Fisch; intellectual property partner Chuck Googe; executive compensation partners Jarrett Hoffman and Arian Mossanenzadeh and counsel Annie Anderson; antitrust partners Ross Ferguson and Yuni Sobel; environmental partner Stefanie Gitler and counsel William O'Brien; and litigation partner Nicole Succar, and counsel Audrey Paquet and Marques Tracy.

Feb 10

1 min

Affiliates of hedge fund Gramercy won permission Thursday to register New York judgments totaling more than $1.4 billion against Venezuela's state-owned oil company in Delaware, where a long-awaited auction of Venezuela's most significant seizable asset to satisfy creditors owed some $20 billion is drawing to a close. U.S. District Judge Jed S. Rakoff signed off on the motion filed by Girard Street Investment Holdings LLC and seven entities with variations of the name G&A Strategic Investments, ruling that they had shown that the state-owned Petróleos de Venezuela SA, or PDVSA, has no New York assets but owns various Delaware entities. Thursday's order also permits the plaintiffs, which are owed the money under various defaulted notes issued by PDVSA, to register the judgment in Texas. Among the Venezuelan assets in Delaware is PDV Holding Inc., a PDVSA subsidiary and the indirect parent company of oil giant Citgo. PDVH is also the target of the parallel litigation in Delaware, where the winning bidder in a long-delayed auction of the company's shares is expected to be chosen in the coming weeks. Numerous creditors of Venezuela — although not the Gramercy entities involved in the present suit — have secured writs of attachment against the PDVH shares in the Delaware proceedings. PDVSA and its subsidiary PDVSA Petróleo SA had argued before Judge Rakoff that the PDVH shares aren't enough to support the Gramercy entities' motion because they will be used to satisfy these other creditors. But the judge was not convinced. "Establishing good cause to register a judgment under Section 1963 does not depend ... on an assessment of whether the 'substantial assets' identified in the foreign district will be able to be executed upon," Judge Rakoff wrote. "True, plaintiffs have not identified with precision the property against which they hope to execute judgment, but plaintiffs are not required at this stage to 'demonstrate to a complete certainty that the assets or property in question are extant,'" he added later. "Additionally, the court sees no meaningful reason, for the purposes of the 'good cause' analysis, to disregard 'property' in the form of debts owed or money payable to defendants." Nor was Judge Rakoff swayed by arguments that the Gramercy entities should have to show how they could register the judgment in light of sanctions imposed against Venezuela, saying the defendants were "conflat[ing] entry of judgment with the transfer of assets." "Regardless of whether U.S. sanctions prohibit plaintiffs from enforcing their judgment against defendants' assets without a special license, defendants have not pointed to any precedent establishing that U.S. sanctions prohibit the mere entry of judgment against a blocked entity," the judge added. Judge Rakoff declined to issue a declaration that a "reasonable period of time" has elapsed since he entered the judgment, saying the request would be better directed to the Delaware and Texas courts where the plaintiffs are looking to seize Venezuelan property. Such a declaration would allow the plaintiffs to seek the attachment of Venezuela's property under the Foreign Sovereign Immunities Act. Counsel for the parties declined to comment or could not immediately be reached or comment Thursday. The ruling comes after several months Judge Rakoff ordered PDVSA and PDVSA Petróleo to pay the defaulted notes, but declined to enforce the debt by allowing the plaintiffs to target PDVH as PDVSA's alter ego. In his decision, he concluded that the Gramercy entities had "utterly failed" to prove that PDVSA exerted significant enough control over PDVH's day-to-day operations. He went on to accuse the Gramercy affiliates of trying "to make an end run around" the parallel litigation in Delaware, in which the affiliates' unfavorable position toward the end of a long line of creditors means they are unlikely to recover any funds. The Gramercy entities and PDVH have both since appealed the decision. In Delaware, meanwhile, the federal court there is conducting the sale of PDVH's assets more than seven years after defunct Canadian mining company Crystallex International Corp. won an attachment order over the PDVH shares to satisfy a $1.2 billion arbitral award it won after being ousted from a lucrative Venezuelan gold mining project. PDVSA and PDVSA Petróleo SA are represented by Camilo Cardozo, Dora Paula Georgescu, Andreina Escobar, Matthew Hoffman, Aamir Siddik and Briana R. Falcon of Vinson & Elkins LLP. PDV Holding Inc. is represented by Michael Gottlieb, Robert Meyer and Andrew English of Willkie Farr & Gallagher LLP and Nathan P. Eimer, Scott C. Solberg, James W. Joseph, Daniel D. Birk and Gregory M. Schweizer of Eimer Stahl LLP. Girard Street and the other plaintiffs are represented by Michael Baratz, Emma Marshak and Evan Glassman of Steptoe LLP and by Jay B. Kasner, Scott D. Musoff and Robert Drain of Skadden Arps Slate Meagher & Flom LLP. The consolidated cases are G&A Strategic Investments I LLC et al. v. Petróleos de Venezuela SA et al., case number 1:23-cv-10766, Girard Street Investment Holdings LLC v. Petróleos de Venezuela SA et al., case number 1:23-cv-10772, and Girard Street Investment Holdings LLC et al. v. PDV Holding Inc., case number 1:24-cv-04448, all in the U.S. District Court for the Southern District of New York.

Nov 20

4 min

A bidder in the sale of Citgo's parent company to satisfy billions of dollars of Venezuelan debt has asked to disqualify a Delaware federal judge from the forced judicial auction, saying it submitted the top bid of $7.9 billion but unfairly lost out to a competitor's lower bid. Mining company Gold Reserve Ltd. argued in its Friday motion to disqualify U.S. Circuit Judge Leonard P. Stark that new discovery has revealed material conflicts of interest related to special master Robert B. Pincus and the special master's advisers at law firm Weil Gotshal & Manges LLP and investment banking firm Evercore Inc. While there is no evidence that Judge Stark has any actual bias against Gold Reserve, the district judge had consulted with the advisers, who themselves have conflicts of interest, and so the conflicts must be attributed to Judge Stark, Gold Reserve said. The mining company also seeks an order disqualifying Pincus, Weil Gotshal and Evercore, along with a temporary stay of all decisions involving any bids submitted in the Citgo sale process. Gold Reserve alleges that the special master, who is tasked with overseeing a fair sale process for shares of Citgo's indirect parent company, PDV Holding Inc., has been assisted throughout the process by conflicted advisers from Weil and Evercore. PDV Holding is a U.S. subsidiary of the Venezuelan state-owned Petróleos de Venezuela SA,  and the indirect parent company of the oil giant Citgo. The court is conducting a long-awaited sale about seven years after defunct Canadian mining company Crystallex International Corp. won an attachment order over the PDV Holding shares to satisfy a $1.2 billion arbitral award it won after being ousted from a Venezuelan gold-mining project. Pincus recommended Elliott Investment Management LP's bid, which was $2 billion lower than Gold Reserve's bid, while blocking other bidders from access and repeatedly favoring Elliott, according to the disqualification motion. "The special master has been assisted throughout [the sale] process by conflicted advisers from Weil and Evercore," the motion said. "And not just assisted. Throughout this proceeding, these advisers have dominated communications with the parties — and, as the court is aware, with the court — while the special master often offers little input himself. Under their influence, the special master has made a series of decisions over the past 14 months that have favored Elliott Investment Management, a major client of both his advisers, and that other participants and observers have found inexplicable." Not only do Weil and Evercore have longstanding financial ties with Elliott and bondholders through which they have collected undisclosed fees, but they have steered the sale process in their favor, according to the motion. The advisers have failed to disclose these conflicts and have misrepresented them to the parties and the court, minimizing them as "not material," the motion claimed. A lawyer for Gold Reserve, Michael J. Bowe of Brithem LLP, told Law360 in an email Tuesday that the motion is a serious application that Gold Reserve did not undertake lightly. "Although Weil redacted the magnitude of its conflict from public view, this cannot be sustained," Bowe wrote. "When the facts become known, the necessity of this motion will be clear." Counsel for Crystallex declined to comment Tuesday. Counsel for the other parties did not immediately respond to requests for comment. On July 24, Venezuela called on Judge Stark to reject a Gold Reserve subsidiary's $7.4 billion bid to buy Citgo, arguing that the purchase price was well below half of the shares' fair market value of $18.6 billion. Gold Reserve later raised the bid price to $7.9 billion. Pincus previously recommended on July 2 that Judge Stark approve the bid submitted by the Gold Reserve subsidiary, acquisition vehicle Dalinar Energy Corp, for all PDV Holding Inc. shares, saying it was the highest among those that met the court's bid requirements. Pincus told the judge that the bid for the PDV Holding Inc. shares was significantly higher than a $3.806 billion revised stalking-horse bid submitted by an affiliate of Contrarian Capital Management earlier this year. "Thus, the special master concludes that Dalinar's proposed sale transaction is the highest bid that he reasonably believes to be capable of being timely consummated after taking into account the factors in the court's guidance," Pincus wrote. Gold Reserve is represented by Kevin J. Mangan, Matthew P. Ward and Stephanie S. Riley of Womble Bond Dickinson (US) LLP, by Matthew H. Kirtland, Katherine G. Connolly and Taylor J. LeMay of Norton Rose Fulbright US LLP, and by Michael J. Bowe of Brithem LLP. Pincus is represented by Myron T. Steele, Matthew F. Davis and Bindu A. Palapura of Potter Anderson & Corroon LLP, and by Matthew S. Barr, David J. Lender, Jared R. Friedmann and Chase A. Bentley of Weil Gotshal & Manges LLP. Venezuela is represented by A. Thompson Bayliss and Christopher Fitzpatrick Cannataro of Abrams & Bayliss LLP and by Donald B. Verrilli Jr., Elaine J. Goldenberg, Ginger D. Anders, George M. Garvey and Adeel Mohammadi of Munger Tolles & Olson LLP. PDV Holding and Citgo are represented by Susan W. Waesco and Alexandra M. Cumings of Morris Nichols Arsht & Tunnell LLP and by Nathan P. Eimer, Lisa S. Meyer, Daniel D. Birk, Gregory M. Schweizer and Hannah Bucher of Eimer Stahl LLP. Petróleos de Venezuela SA is represented by Samuel T. Hirzel II and Brendan P. McDonnell of Heyman Enerio Gattuso & Hirzel LLP and by Joseph D. Pizzurro, Kevin A. Meehan and Juan O. Perla of Curtis Mallet-Prevost Colt & Mosle LLP. Crystallex is represented by Raymond J. DiCamillo, Jeffrey L. Moyer and Travis S. Hunter of Richards Layton & Finger PA, and by Robert L. Weigel, Jason W. Myatt, Rahim Moloo, Miguel A. Estrada, Lucas C. Townsend, Zachary Kady and Adam M. Smith of Gibson Dunn & Crutcher LLP. The bondholders are represented by Daniel A. Mason, Jeffrey J. Recher, Paul A. Paterson and Tyler B. Myers of Paul Weiss Rifkind Wharton & Garrison LLP. The case is Crystallex International Corp. v. Bolivarian Republic of Venezuela, case number 1:17-mc-00151, in the U.S. District Court for the District of Delaware.

Oct 14

5 min

A federal judge on Thursday denied efforts to unseat him and the court-appointed special master overseeing the sale of Citgo's parent company to satisfy billions of dollars in Venezuelan debt, ruling that the motions are both procedurally defective and unmeritorious. Ruling in a 54-page opinion, U.S. Circuit Judge Leonard P. Stark concluded that the motions were untimely and based on waived arguments. Moreover, his impartiality in the case, as well as that of special master Robert Pincus and his advisers at Weil Gotshal & Manges LLP and Evercore Inc., could not be reasonably questioned, according to the opinion. In a long-running dispute, creditors against Venezuela are seeking in Delaware federal court to attach shares in the parent of the energy company Citgo, which is indirectly owned by Venezuela's state-owned oil company. (Photo by Jakub Porzycki/NurPhoto via AP) Judge Stark, formerly a district court judge for the District of Delaware, was elevated to the Federal Circuit in 2022, but he continues to oversee a variety of cases brought by creditors against Venezuela in Delaware federal court. The parties that filed the motions are Gold Reserve Ltd.; Venezuela; state-owned oil company Petróleos de Venezuela SA, or PDVSA; and Citgo, whose parent company, Citgo Holding Inc., is indirectly owned by PDVSA through subsidiary PDV Holding Inc. Shares in PDV Holding are being auctioned off in the proceeding. They argued that Pincus and his advisers were conflicted due to their role advising hedge fund Elliott Investment Management, the company whose bid to purchase shares in PDV Holding won a nod from Pincus in his updated final recommendation for a bidder. The moving parties also pointed to tens of millions of dollars in fees paid to Weil Gotshal for its representation of bondholders owed nearly $3 billion by Venezuela, referred to as to 2020 bondholders for the year their bonds matured. The 2020 bondholders have a 50.1% interest in Citgo Holding. But Judge Stark was unconvinced, saying the public nature of the sales process had reduced "opportunities for mischief" and that the moving parties' attempts to portray favoritism toward Elliott were "selective and unconvincing." Gold Reserve had additionally challenged Pincus and Judge Stark on the basis of actual bias, but this, too, was rejected by the judge. In his conclusion, the judge noted that it was necessary in the long-running case to appoint a special master to accomplish the "daunting task" of attaching shares in PDV Holding and auctioning them off to satisfy more than $22 billion in Venezuelan debt. That special master would need qualified legal and financial advisers, and eliminating from the bidding any interested entity that had been represented by these advisers "would undermine, if not entirely defeat, the court's goal, and legal obligation, to conduct the sale in [a] manner maximizing value," he wrote. Judge Stark noted that these advisers would "inevitably have precisely the types of entanglements" with potential bidders that the moving parties argued should be disqualifying. "The court recognizes that failure is precisely what the Venezuela parties have always desired, as they candidly admit," he wrote. "Failure is also the result Gold Reserve currently prefers, as it plainly fears that if it cannot prevent the court from reaching the merits then the court is going to approve the bid the special master recommended instead of its own." "While, as noted earlier, the court is not making any finding as to the motivations of the movants, neither is it blind to the facts it has noted," according to the opinion. The Delaware court is conducting the long-awaited sale seven years after defunct Canadian mining company Crystallex International Corp. won an attachment order over the PDV Holding shares to satisfy a $1.2 billion arbitral award it won after being ousted from a lucrative Venezuelan gold mining project. In the years since then, the process has attracted other creditors of Venezuela owed billions of dollars more, since Citgo is Venezuela's most significant seizable asset. Those creditors include Gold Reserve, which won its $713 million arbitral award in September 2014 after Venezuela yanked its permit for a gold mining project. Gold Reserve initially won the nod from Pincus as his chosen bidder in a final recommendation earlier this year, with a $7.382 billion bid. But the special master later changed his mind, issuing an updated final recommendation that the court approve a $5.892 billion bid from Elliott. The latter bid included additional cash consideration to discharge $500 million of attached judgments as well as an agreement with a majority of the 2020 bondholders. Gold Reserve is represented by Kevin J. Mangan, Matthew P. Ward and Stephanie S. Riley of Womble Bond Dickinson (US) LLP, Matthew H. Kirtland, Katherine G. Connolly and Taylor J. LeMay of Norton Rose Fulbright US LLP, and by Michael J. Bowe, Lauren Tabaksblat, Andrew T. Sutton and Kate E. Fisch of Brithem LLP. Pincus is represented by Myron T. Steele, Matthew F. Davis, Bindu A. Palapura and Malisa C. Dang of Potter Anderson & Corroon LLP, and by Matthew S. Barr, David J. Lender, Jared R. Friedmann and Chase A. Bentley of Weil Gotshal & Manges LLP. Venezuela and PDVSA are represented by Samuel Taylor Hirzel II and Brendan Patrick McDonnell of Heyman Enerio Gattuso & Hirzel LLP, Donald B. Verrilli Jr., Elaine J. Goldenberg, Ginger D. Anders, George M. Garvey and Adeel Mohammadi of Munger Tolles & Olson LLP, and Joseph D. Pizzurro, Kevin A. Meehan and Juan O. Perla of Curtis Mallet-Prevost Colt & Mosle LLP. PDV Holding and Citgo are represented by Susan W. Waesco, Alexandra M. Cumings and Phillip Reytan of Morris Nichols Arsht & Tunnell LLP and by Nathan P. Eimer, Lisa S. Meyer, Daniel D. Birk, Gregory M. Schweizer and Hannah Bucher and Alec Solotorovsky of Eimer Stahl LLP. Crystallex is represented by Raymond J. DiCamillo, Jeffrey L. Moyer and Travis S. Hunter of Richards Layton & Finger PA, and by Robert L. Weigel, Jason W. Myatt, Rahim Moloo, Miguel A. Estrada, Lucas C. Townsend, Zachary Kady and Adam M. Smith of Gibson Dunn & Crutcher LLP. The case is Crystallex International Corp. v. Bolivarian Republic of Venezuela, case number 1:17-mc-00151, in the U.S. District Court for the District of Delaware.

Nov 13

5 min

A federal judge on Thursday denied efforts to unseat him and the court-appointed special master overseeing the sale of Citgo's parent company to satisfy billions of dollars in Venezuelan debt, ruling that the motions are both procedurally defective and unmeritorious. Ruling in a 54-page opinion, U.S. Circuit Judge Leonard P. Stark concluded that the motions were untimely and based on waived arguments. Moreover, his impartiality in the case, as well as that of special master Robert Pincus and his advisers at Weil Gotshal & Manges LLP and Evercore Inc., could not be reasonably questioned, according to the opinion. In a long-running dispute, creditors against Venezuela are seeking in Delaware federal court to attach shares in the parent of the energy company Citgo, which is indirectly owned by Venezuela's state-owned oil company. (Photo by Jakub Porzycki/NurPhoto via AP) Judge Stark, formerly a district court judge for the District of Delaware, was elevated to the Federal Circuit in 2022, but he continues to oversee a variety of cases brought by creditors against Venezuela in Delaware federal court. The parties that filed the motions are Gold Reserve Ltd.; Venezuela; state-owned oil company Petróleos de Venezuela SA, or PDVSA; and Citgo, whose parent company, Citgo Holding Inc., is indirectly owned by PDVSA through subsidiary PDV Holding Inc. Shares in PDV Holding are being auctioned off in the proceeding. They argued that Pincus and his advisers were conflicted due to their role advising hedge fund Elliott Investment Management, the company whose bid to purchase shares in PDV Holding won a nod from Pincus in his updated final recommendation for a bidder. The moving parties also pointed to tens of millions of dollars in fees paid to Weil Gotshal for its representation of bondholders owed nearly $3 billion by Venezuela, referred to as to 2020 bondholders for the year their bonds matured. The 2020 bondholders have a 50.1% interest in Citgo Holding. But Judge Stark was unconvinced, saying the public nature of the sales process had reduced "opportunities for mischief" and that the moving parties' attempts to portray favoritism toward Elliott were "selective and unconvincing." Gold Reserve had additionally challenged Pincus and Judge Stark on the basis of actual bias, but this, too, was rejected by the judge. In his conclusion, the judge noted that it was necessary in the long-running case to appoint a special master to accomplish the "daunting task" of attaching shares in PDV Holding and auctioning them off to satisfy more than $22 billion in Venezuelan debt. That special master would need qualified legal and financial advisers, and eliminating from the bidding any interested entity that had been represented by these advisers "would undermine, if not entirely defeat, the court's goal, and legal obligation, to conduct the sale in [a] manner maximizing value," he wrote. Judge Stark noted that these advisers would "inevitably have precisely the types of entanglements" with potential bidders that the moving parties argued should be disqualifying. "The court recognizes that failure is precisely what the Venezuela parties have always desired, as they candidly admit," he wrote. "Failure is also the result Gold Reserve currently prefers, as it plainly fears that if it cannot prevent the court from reaching the merits then the court is going to approve the bid the special master recommended instead of its own." "While, as noted earlier, the court is not making any finding as to the motivations of the movants, neither is it blind to the facts it has noted," according to the opinion. The Delaware court is conducting the long-awaited sale seven years after defunct Canadian mining company Crystallex International Corp. won an attachment order over the PDV Holding shares to satisfy a $1.2 billion arbitral award it won after being ousted from a lucrative Venezuelan gold mining project. In the years since then, the process has attracted other creditors of Venezuela owed billions of dollars more, since Citgo is Venezuela's most significant seizable asset. Those creditors include Gold Reserve, which won its $713 million arbitral award in September 2014 after Venezuela yanked its permit for a gold mining project. Gold Reserve initially won the nod from Pincus as his chosen bidder in a final recommendation earlier this year, with a $7.382 billion bid. But the special master later changed his mind, issuing an updated final recommendation that the court approve a $5.892 billion bid from Elliott. The latter bid included additional cash consideration to discharge $500 million of attached judgments as well as an agreement with a majority of the 2020 bondholders. Gold Reserve is represented by Kevin J. Mangan, Matthew P. Ward and Stephanie S. Riley of Womble Bond Dickinson (US) LLP, Matthew H. Kirtland, Katherine G. Connolly and Taylor J. LeMay of Norton Rose Fulbright US LLP, and by Michael J. Bowe, Lauren Tabaksblat, Andrew T. Sutton and Kate E. Fisch of Brithem LLP. Pincus is represented by Myron T. Steele, Matthew F. Davis, Bindu A. Palapura and Malisa C. Dang of Potter Anderson & Corroon LLP, and by Matthew S. Barr, David J. Lender, Jared R. Friedmann and Chase A. Bentley of Weil Gotshal & Manges LLP. Venezuela and PDVSA are represented by Samuel Taylor Hirzel II and Brendan Patrick McDonnell of Heyman Enerio Gattuso & Hirzel LLP, Donald B. Verrilli Jr., Elaine J. Goldenberg, Ginger D. Anders, George M. Garvey and Adeel Mohammadi of Munger Tolles & Olson LLP, and Joseph D. Pizzurro, Kevin A. Meehan and Juan O. Perla of Curtis Mallet-Prevost Colt & Mosle LLP. PDV Holding and Citgo are represented by Susan W. Waesco, Alexandra M. Cumings and Phillip Reytan of Morris Nichols Arsht & Tunnell LLP and by Nathan P. Eimer, Lisa S. Meyer, Daniel D. Birk, Gregory M. Schweizer and Hannah Bucher and Alec Solotorovsky of Eimer Stahl LLP. Crystallex is represented by Raymond J. DiCamillo, Jeffrey L. Moyer and Travis S. Hunter of Richards Layton & Finger PA, and by Robert L. Weigel, Jason W. Myatt, Rahim Moloo, Miguel A. Estrada, Lucas C. Townsend, Zachary Kady and Adam M. Smith of Gibson Dunn & Crutcher LLP. The case is Crystallex International Corp. v. Bolivarian Republic of Venezuela, case number 1:17-mc-00151, in the U.S. District Court for the District of Delaware.

Nov 13

5 min