Philip F. DiSanto

New York, NY, December 22, 2022 --- Willkie Farr & Gallagher LLP announced today that it has elected 18 new partners, effective January 1, 2023. “We are proud to welcome this talented group of lawyers to our partnership,” said Firm Chairman Thomas Cerabino. “They embody our commitment to exceptional client service and further strengthen our Asset Management, Corporate & Financial Services, Finance, Litigation and Real Estate platforms.” Firm Chairman Matthew Feldman commented: “We congratulate all members of our new partner class on this significant achievement and look forward to their continued success at the Firm.” The new partners are: Benjamin B. Allensworth: Asset Management (Washington, D.C.) Margo A. Bailey: Corporate & Financial Services (Washington, D.C.) Charlotta Chung: Finance (New York) Philip F. DiSanto: Litigation (New York) Andrew English: Litigation (Washington, D.C.) James Fitzmaurice: Litigation (New York) Meryl Governski: Litigation (Washington, D.C.) Samuel Hall: Litigation (Washington, D.C.) Sean Hanle: Litigation (Los Angeles) Aaron J. Hersh: Litigation (Chicago) David Jansen: Corporate & Financial Services (Frankfurt) Hugh J. McLaughlin: Corporate & Financial Services (New York) Vanessa C. Richardson: Litigation (New York) Aaron T. Savella: Corporate & Financial Services (Houston) Skyler J. Silvertrust: Litigation (Chicago) Justin J. Sommerkamp: Corporate & Financial Services (New York) Allie R. Strauss: Real Estate (New York) Jordan C. Wall: Litigation (New York) ***************************************************** Willkie Farr & Gallagher LLP provides leading-edge legal solutions on complex, business critical issues spanning markets and industries. Our approximately 1,200 attorneys across 13 offices worldwide deliver innovative, pragmatic and sophisticated legal services across approximately 40 practice areas. Learn more at www.willkie.com.

Dec 22

1 min

A lawyer for the special master overseeing the auction of Citgo to satisfy billions of dollars' worth of Venezuelan debt has defended his request for more than $15.3 million in fees on top of nearly $63 million already paid, saying the request follows an "extraordinarily complex" sale process. In a letter submitted to a Delaware federal court on Monday, Potter Anderson & Corroon LLP partner Bindu Ann Palapura acknowledged that the $15.346 million in fees incurred by special master Robert Pincus and his advisors during September, October and November last year were "undoubtedly significant." She nevertheless defended the fee request as warranted, given the extensive labor and legal expertise that was necessary to finalize the sale process, which resulted in a $5.892 billion bid from hedge fund Elliott Investment Management LP that was accepted by the court late last year. The letter comes after Gold Reserve Ltd. — whose $7.382 billion bid for Citgo was rejected last year after being initially accepted by Pincus — complained in a Feb. 23 letter to the court that the fee request was "staggering." Gold Reserve argued, in part, that the $10.2 million in legal fees charged by Weil Gotshal & Manges LLP was unreasonable, noting that the request includes time entries from 41 attorneys at an average hourly rate of $1,566.83, with only two staff attorneys charging less than $1,000 per hour. But Palapura argued that Gold Reserve is downplaying the "scope and breadth" of work the special master's advisors had to perform during the three months in question. "Gold Reserve also largely ignores the complexity of the matter, the special master's dual role as both an arm of the court and a litigant, and the evidentiary burden placed on the special master in supporting his recommended bid," she wrote. Gold Reserve and others had already argued in 2024 that the fees incurred by Pincus were too high, resulting in a court order from U.S. Circuit Judge Leonard P. Stark requiring that Pincus evaluate "whether the number of timekeepers can be reduced" and whether Weil could "still justify billing on an ongoing basis at the same non-discounted rates they have been charging for the first 44 months of their engagement with this case." Palapura rebutted Gold Reserve's allegations in its letter last month that Pincus had not complied with the order, noting that he had significantly reduced the number of timekeepers and discussed the discounted fee issue. "The special master discussed the issue with Weil and determined that, in light of the revised billing procedures that the advisors implemented beginning in January 2025, there was no reason for Weil to deviate from the standard billing rates that it had been charging for the sale process to that point without objection," she wrote. The fee dispute comes just weeks after Pincus lost his bid to have Venezuela and Gold Reserve pay his $3.1 million bill for defending against their unsuccessful bid to have him disqualified in the long-running litigation over the sale of Citgo. In a Feb. 9 order, Judge Stark said he was "not persuaded this situation merits requiring the moving parties to bear more than their ordinary share of the special master's fees associated with the motions." The sales process for Citgo resulted in Judge Stark approving the $5.892 billion bid from hedge fund Elliott — submitted formally by Elliott affiliate Amber Energy Inc. — last fall. In his ruling, the judge concluded that it offered the best overall combination of price and certainty of closing of any bid submitted. Judge Stark, formerly a district court judge for the U.S. District Court 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 Delaware court is conducting the long-awaited sale nearly eight years after defunct Canadian mining company Crystallex International Corp. won an attachment order over shares in PDV Holding Inc., the indirect parent company of Citgo. PDV Holding is a subsidiary of Venezuelan state-owned oil company Petróleos de Venezuela SA, or PDVSA. Crystallex is looking to enforce a $1.2 billion arbitral award it won against Venezuela after being ousted from a lucrative Venezuelan gold-mining project. In the years since then, the litigation 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 last year, with a $7.4 billion bid. But the special master later changed his mind, issuing an updated final recommendation that the court approve the $5.9 billion bid from Elliott. Counsel and representatives for the parties declined to comment or could not immediately be reached for comment on Tuesday. Gold Reserve is represented by Kevin J. Mangan, Matthew P. Ward and Stephanie S. Riley of Womble Bond Dickinson, Matthew H. Kirtland, Katherine G. Connolly and Taylor J. LeMay of Norton Rose Fulbright, and by Michael J. Bowe, Lauren Tabaksblat, Andrew T. Sutton and Kate E. Fisch of Brithem LLP. Pincus is represented by 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 is represented by Donald B. Verrilli Jr., Elaine J. Goldenberg, Ginger D. Anders, George M. Garvey and Adeel Mohammadi of Munger Tolles & Olson LLP. PDVSA is represented by Joseph D. Pizzurro, Kevin A. Meehan, Juan O. Perla, Robert Groot and David V. Holmes of Curtis Mallet-Prevost Colt & Mosle LLP. Delaware counsel for Venezuela and PDVSA are Samuel Taylor Hirzel II and Brendan Patrick McDonnell of Heyman Enerio Gattuso & Hirzel 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, Daniel D. Birk and Gregory M. Schweizer 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.

Mar 3

5 min

A lawyer for the special master overseeing the auction of Citgo to satisfy billions of dollars' worth of Venezuelan debt has defended his request for more than $15.3 million in fees on top of nearly $63 million already paid, saying the request follows an "extraordinarily complex" sale process. In a letter submitted to a Delaware federal court on Monday, Potter Anderson & Corroon LLP partner Bindu Ann Palapura acknowledged that the $15.346 million in fees incurred by special master Robert Pincus and his advisors during September, October and November last year were "undoubtedly significant." She nevertheless defended the fee request as warranted, given the extensive labor and legal expertise that was necessary to finalize the sale process, which resulted in a $5.892 billion bid from hedge fund Elliott Investment Management LP that was accepted by the court late last year. The letter comes after Gold Reserve Ltd. — whose $7.382 billion bid for Citgo was rejected last year after being initially accepted by Pincus — complained in a Feb. 23 letter to the court that the fee request was "staggering." Gold Reserve argued, in part, that the $10.2 million in legal fees charged by Weil Gotshal & Manges LLP was unreasonable, noting that the request includes time entries from 41 attorneys at an average hourly rate of $1,566.83, with only two staff attorneys charging less than $1,000 per hour. But Palapura argued that Gold Reserve is downplaying the "scope and breadth" of work the special master's advisors had to perform during the three months in question. "Gold Reserve also largely ignores the complexity of the matter, the special master's dual role as both an arm of the court and a litigant, and the evidentiary burden placed on the special master in supporting his recommended bid," she wrote. Gold Reserve and others had already argued in 2024 that the fees incurred by Pincus were too high, resulting in a court order from U.S. Circuit Judge Leonard P. Stark requiring that Pincus evaluate "whether the number of timekeepers can be reduced" and whether Weil could "still justify billing on an ongoing basis at the same non-discounted rates they have been charging for the first 44 months of their engagement with this case." Palapura rebutted Gold Reserve's allegations in its letter last month that Pincus had not complied with the order, noting that he had significantly reduced the number of timekeepers and discussed the discounted fee issue. "The special master discussed the issue with Weil and determined that, in light of the revised billing procedures that the advisors implemented beginning in January 2025, there was no reason for Weil to deviate from the standard billing rates that it had been charging for the sale process to that point without objection," she wrote. The fee dispute comes just weeks after Pincus lost his bid to have Venezuela and Gold Reserve pay his $3.1 million bill for defending against their unsuccessful bid to have him disqualified in the long-running litigation over the sale of Citgo. In a Feb. 9 order, Judge Stark said he was "not persuaded this situation merits requiring the moving parties to bear more than their ordinary share of the special master's fees associated with the motions." The sales process for Citgo resulted in Judge Stark approving the $5.892 billion bid from hedge fund Elliott — submitted formally by Elliott affiliate Amber Energy Inc. — last fall. In his ruling, the judge concluded that it offered the best overall combination of price and certainty of closing of any bid submitted. Judge Stark, formerly a district court judge for the U.S. District Court 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 Delaware court is conducting the long-awaited sale nearly eight years after defunct Canadian mining company Crystallex International Corp. won an attachment order over shares in PDV Holding Inc., the indirect parent company of Citgo. PDV Holding is a subsidiary of Venezuelan state-owned oil company Petróleos de Venezuela SA, or PDVSA. Crystallex is looking to enforce a $1.2 billion arbitral award it won against Venezuela after being ousted from a lucrative Venezuelan gold-mining project. In the years since then, the litigation 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 last year, with a $7.4 billion bid. But the special master later changed his mind, issuing an updated final recommendation that the court approve the $5.9 billion bid from Elliott. Counsel and representatives for the parties declined to comment or could not immediately be reached for comment on Tuesday. Gold Reserve is represented by Kevin J. Mangan, Matthew P. Ward and Stephanie S. Riley of Womble Bond Dickinson, Matthew H. Kirtland, Katherine G. Connolly and Taylor J. LeMay of Norton Rose Fulbright, and by Michael J. Bowe, Lauren Tabaksblat, Andrew T. Sutton and Kate E. Fisch of Brithem LLP. Pincus is represented by 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 is represented by Donald B. Verrilli Jr., Elaine J. Goldenberg, Ginger D. Anders, George M. Garvey and Adeel Mohammadi of Munger Tolles & Olson LLP. PDVSA is represented by Joseph D. Pizzurro, Kevin A. Meehan, Juan O. Perla, Robert Groot and David V. Holmes of Curtis Mallet-Prevost Colt & Mosle LLP. Delaware counsel for Venezuela and PDVSA are Samuel Taylor Hirzel II and Brendan Patrick McDonnell of Heyman Enerio Gattuso & Hirzel 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, Daniel D. Birk and Gregory M. Schweizer 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.

Mar 3

5 min

After a six-week trial, client Jean Boustani won acquittal on all charges. Willkie Farr & Gallagher LLP secured a major victory this week in U.S. v. Boustani et al., the securities fraud trial of Privinvest Group executive Jean Boustani in U.S. District Court for the Eastern District of New York, over an alleged $2 billion fraud and kickback scheme involving Mozambican state-backed loans. After a six-week trial, the jury announced its verdict on Monday, finding Boustani not guilty on all charges. Willkie defended Mr. Boustani with a team led by noted white-collar litigation partners Randall Jackson and Michael Schachter, Co-Chair of the White-Collar Defense Practice Group. The team also included associates Casey Donnelly and Philip DiSanto, who led key witness questioning in the trial. Boustani, a lead salesperson for international shipbuilding company Privinvest, was charged with conspiracy to commit wire fraud for allegedly defrauding investors, conspiracy to commit securities fraud and conspiracy to commit money laundering. Willkie argued that Boustani did not defraud any investors, and that he never met or had a relationship to any investor, and that as a Lebanese citizen who had never set foot in the U.S. before he was arrested, the charges and evidence failed to connect him to New York. The Willkie team deployed a skillful storytelling strategy to explain to the jury that Mr. Boustani’s role as a boat salesman had nothing to do with defrauding highly sophisticated investors. Using real-life anecdotes involving Mr. Schachter’s childhood account of watching David Copperfield making the Statue of Liberty “disappear” in 1983 to warn the jury against prosecutorial efforts to misdirect them from the real issues in the case, and Mr. Jackson’s stint as a TGI Fridays waiter and certain of the company’s policies that applied to employees to communicate the distance between Mr. Boustani and the allegedly defrauded investment entities, the litigators provided the jurors with a relatable framework to evaluate the charges and ultimately reject them, exonerating Mr. Boustani. The trial and acquittal received widespread international media attention, including a prominent feature in The American Lawyer, entitled “Willkie Team Wins Big with Art of Storytelling.” The article highlights the storytelling abilities of Mr. Schachter and Mr. Jackson in their opening and closing arguments, respectively, which incorporated anecdotes that jurors found relatable and that tied together the overarching themes of the case.

Dec 4

2 min

Willkie client Troika Media Group, Inc. (together with its affiliates, “Troika”) completed a financial restructuring in March after nearly two years of extensive negotiations between Troika, its secured lender, and other stakeholders. Two years earlier, Troika had acquired Converge Direct, LLC (“Converge”) for a mix of stock and cash valued at $125 million.  Troika funded such acquisition with a portion of the proceeds of a new term loan and with the issuance of preferred equity.  Approximately $29.1 million of that purchase price was placed into an escrow account that governed when it would be released to the four selling shareholders of Converge (the “Converge Sellers”). By June 2022, the company was facing significant challenges and found itself in default under its credit facilities.  Around the same time, the Converge Sellers requested the release of the escrowed $29.1 million and other amounts that the Converge Sellers believed were owing to them under the sale documents.  Given the defaults under the credit facility, the secured lender did not consent to the release of the escrowed funds. Troika retained Willkie in November 2022 and, based on Willkie’s recommendation, Troika appointed two new independent directors and formed a special committee of the board of directors to evaluate Troika’s strategic options and to oversee negotiations between the secured lender, the Converge Sellers and other stakeholders.  Troika also retained Jefferies LLC to conduct a marketing process to explore potential refinancing and sale options. Throughout 2023, Troika pursued an extensive prepetition marketing process and attempted to build consensus for an out-of-court restructuring.  But the company’s challenges and wide gap in negotiating positions between the various stakeholders proved difficult to navigate out of court.  In December 2023, the company commenced a chapter 11 proceeding in the United States Bankruptcy Court for the Southern District of New York to pursue a sale of its assets under section 363 of the Bankruptcy Code, with its secured lender agreeing to finance the chapter 11 process with a debtor-in-possession financing facility and to acquire the company’s assets by credit bidding the debt.  The Honorable David S. Jones presided over the chapter 11 case. Immediately after commencing the chapter 11 case, Willkie filed a motion on behalf of Troika requesting the appointment of a mediator to help resolve the disputes between Troika, its secured lenders, the Converge Sellers, and the newly appointed official committee of unsecured creditors.  Judge Jones granted the motion and appointed the Honorable Michael E. Wiles to mediate the disputes.  Judge Wiles participated in the two-day mediation and guided the parties to a settlement of all of the open issues in the chapter 11 case, including the allocation of the $29.1 million held in escrow, a resolution of all claims by and among the mediation parties, and the establishment of a $500,000 fund for allowed general unsecured claims. At the end of February 2024, Troika completed the sale of its assets to the secured lender after determining that the stalking horse bid was the highest or otherwise best bid available. Willkie then guided Troika through the confirmation of a liquidating chapter 11 plan that implemented the settlements achieved at mediation. In the end, with Willkie’s counsel, the company navigated a very complicated situation and preserved its business as a going concern, including the jobs of more than 80 employees, while securing a distribution to general unsecured creditors. The Willkie team was led by partner Brian Lennon, and included partners Maurice Lefkort, Philip DiSanto and Hugh McLaughlin, counsel Jamie Eisen, and associates Betsy Feldman, Yara Kass-Gergi, and Philip Dalgarno.

Jul 23

3 min