Jaren Janghorbani

Paul, Weiss is advising 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 is expected to close by the end of 2024, subject to regulatory approvals and customary closing conditions. The transaction marks a critical milestone in Carrier’s portfolio transformation following its acquisition of Viessmann Climate Solutions, successful divestitures of its industrial fire and global access solutions businesses, and pending sale of its commercial refrigeration business to Haier—all deals on which Paul, Weiss also advised. The Paul, Weiss team is led by corporate partner Laura Turano and counsel Dotun Obadina, and includes, among others, partners Scott Barshay, Lukas Richards, Steven Williams, John Kennedy and Luke Jennings, and counsel Bruce Gruder, Christopher Dickson and Nathan Mitchell; tax partners Jeffrey Samuels and Robert Holo, and counsel Alyssa Wolpin; intellectual property partners Bonnie Chen and Claudine Meredith-Goujon; executive compensation partner Jean McLoughlin and counsel Christopher Gonnella; litigation partners Lewis Clayton and Jaren Janghorbani, and counsel Audrey Paquet; real estate partner Peter Fisch; antitrust partner Marta Kelly; and environmental counsel William O’Brien.

Aug 15

1 min

Paul, Weiss advised DigitalBridge Group, Inc., in its investment in OpticalTel, a leading provider of fiber-based broadband, cloud-based video and digital telephone services. OpticalTel announced its rebrand to Fibernow, accelerating Fibernow’s network expansion of its world-class fiber connectivity across Florida and elsewhere. The company’s partnership with DigitalBridge combines Fibernow’s fiber expertise with DigitalBridge’s investment and operational leadership to drive robust network growth across the state. The Paul, Weiss team was led by corporate partner Ravi Purohit and counsel Michael Spirtos, and includes partners Ben Steadman, Caroline Epstein and Eric Wedel and counsel Nathan Mitchell; executive compensation partners Andrea Wahlquist Brown and Jarrett Hoffman and counsel Jake Glazeski; tax partner Lindsay Parks; intellectual property partner Jonathan Ashtor and counsel Elana Bensoul; real estate partner Peter Fisch; litigation partners John Carlin and Jaren Janghorbani; environmental counsel William O’Brien; and antitrust counsel Yuni Sobel.

Oct 23

1 min

Paul, Weiss achieved a significant victory on behalf of media conglomerate Advance and certain of its officers and directors, when the U.S. Court of Appeals for the Second Circuit affirmed the district court’s dismissal with prejudice of a putative securities class action arising out of the $150 billion merger between AT&T’s WarnerMedia and Discovery, Inc., to form Warner Bros. Discovery. Advance was a founder of and major shareholder in Discovery. The lawsuit alleged that the offering materials for the merger, as well as certain portions of a pre-merger earnings call, contained numerous misstatements, and that these misstatements artificially inflated Warner Bros. Discovery’s share price before closing. These alleged misstatements related to, among other things, pre-merger subscriber counts for streaming services, third-party licensing strategy, and a simultaneous-release strategy across theatrical and streaming platforms. The plaintiffs sued under the Securities Act of 1933, claiming that a post-closing drop in Warner Bros. Discovery’s share price was caused by certain disclosures related to these alleged misstatements. In February 2024, U.S. District Judge Valerie Caproni dismissed the lawsuit in its entirety with prejudice, holding that the plaintiffs had failed to plead any plausible claim. The plaintiffs appealed. The Second Circuit affirmed, agreeing with the district court and Advance that the plaintiffs-appellants failed to plausibly allege an actionable misstatement or omission under the Securities Act. The court of appeals found that the offering documents provided an accurate accounting of the defendants’ subscriber totals; that the defendants’ decision not to pursue new licensing deals did not render pre-merger statements misleading; and that the defendants’ alleged failure to disclose an intent to continue simultaneously releasing films in theaters and on streaming platforms was not misleading, and the claim was premised on pure speculation in any event. The court summarily disregarded the balance of the plaintiffs-appellants’ arguments. The Paul, Weiss team includes litigation partners Jaren Janghorbani, Geoffrey Chepiga and Paul Paterson and counsel Matthew Stachel and Johan Tatoy. Paul, Weiss worked with Weil, Gotshal & Manges, which represented Discovery/Warner Bros. Discovery and related individuals in this case.

Nov 1

2 min

Paul, Weiss advised MDC Holdings, Inc., one of the U.S.’s leading homebuilders operating under the name Richmond American Homes, on its $4.9 billion all-cash acquisition by a wholly owned subsidiary of Japan-based homebuilder Sekisui House, Ltd. Under the terms of the deal, Sekisui House acquired MDC for $63.00 per share. MDC will be delisted from the New York Stock Exchange. The Paul, Weiss team was led by corporate partners Bob Schumer and Michael Vogel, and included, among others, Luke Jennings, Jarryd Anderson, Charles Pesant and Tong Yu and counsel David Sobel, Nathan Mitchell and Katherine Shaia; executive compensation partner Lawrence Witdorchic and counsel Sasha Belinkie; litigation partners Geoffrey Chepiga, Jaren Janghorbani and John Carlin and counsel Jacobus Schutte, Matthew Stachel and Steven Herzog; tax partners Brian Krause and Sohail Itani; intellectual property partner Claudine Meredith-Goujon; antitrust counsel John Magruder and Marta Kelly; and environmental counsel William O'Brien.

Apr 19

1 min

Paul, Weiss is representing Casey’s General Stores, Inc., one of the U.S.’s leading convenience store chains, in its all-cash $1.145 billion acquisition of Fikes Wholesale, Inc., the owner of CEFCO Convenience Stores. The deal will include 198 retail stores and a dealer network, increasing Casey’s footprint to nearly 2,900 stores. The transaction also includes a fuel terminal and a commissary to support the Texas stores. The transaction is anticipated to close during the fourth quarter of 2024, subject to customary closing conditions and regulatory approvals. The Paul, Weiss team is led by corporate partners Andrew Krause and James Langston and associate Alexia Yang, and includes, among others, partners Brian Kim, David Huntington and Manuel Frey; tax partner Brian Krause; real estate partner Salvatore Gogliormella; executive compensation partner Jean McLoughlin and counsel Christopher Gonnella; intellectual property partner Jonathan Ashtor and counsel Brianna van Kan; litigation partner Jaren Janghorbani and counsel Audrey Paquet, Pietro Signoracci and Daniel Levi; and environmental counsel William O'Brien.

Jul 26

1 min