Industry News

Warshaw’s Soros Fund Management Suit Changes Venues

Both parties in Connoisseur Media CEO Jeffrey Warshaw’s suit against Soros Fund Management and Michael Del Nin agreed to moving the matter from Superior Court in Bridgeport, Connecticut to the Complex Litigation Docket in Stamford. Warshaw is suing for breach of contract, unfair trade practicesimg and more in alleging that he had a deal with Del Nin in 2022 and began working together “to try to acquiring Cox Radio, with Del Nin agreeing that Warshaw would manage the business as CEO upon successful acquisition.” Warshaw also says he steered SFM and Del Nin to the deal that made SFM a majority stake holder of the new Audacy in early 2024 and alleges he was promised he’d be the next CEO of Audacy or that he would get 5% of SFM’s profits from the Audacy acquisition. As for the change of venue, both parties agree the case involves both complex legal issues and a claim for monetary damages. The defendants says it’s likely to require resolution of “complicated legal and factual issues.” (Del Nin has already moved to dismiss on jurisdiction grounds, which involves questions of constitutional law.) Plus, SFM anticipates the case will benefit from careful discovery oversight as it will need discovery from Warshaw as well as potentially from third parties, including from Connoisseur and the other investment firms Warshaw references in the Complaint.

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Del Nin and Soros Fund Respond to Warshaw’s Lawsuit

Last month, Connoisseur Media CEO Jeffrey Warshaw filed suit in Superior Court in Connecticut against Soros Fund Management and the company’s Michael Del Nin for breach of contract, unfair trade practices and more. Warshaw alleges that he had a deal with Soros Fund Management’s Michael Del Nin in 2022 and began working together “to try to acquire Cox Radio, with Del Nin agreeing that Warshaw would manage theimg business as CEO upon successful acquisition.” While both parties were doing due diligence on the CMG deal, Warshaw learned that an Audacy majority stake holder was willing to sell its stake in the company. Warshaw says he steered SFM and Del Nin to the deal that made SFM a majority stake holder of the new Audacy in early 2024. Warshaw alleges he was promised he’d be the next CEO of Audacy or that he would get 5% of SFM’s profits from the Audacy acquisition. After that though, Warshaw says Del Nin balked and denied there was ever an agreement, calling any such claims “fabricated.” Now, Soros and Del Nin filed both a Motion to Dismiss saying the “Court lacks personal jurisdiction over Mr. Del Nin under Connecticut’s long-arm statute”; and a Motion to Revise that asks Warshaw to revise his complaint with specific details about his contracts – written or verbal – that he claims were breached, and more. In the Motion to Revise, Soros and Del Nin imply that Warshaw doesn’t have the contractual proof necessary to support his claim.

Industry News

Jeffery Warshaw Sues Soros Fund Management for Breach of Contract

Connoisseur Media CEO Jeffrey Warshaw is suing Soros Fund Management for breach of contract, unfair trade practices and more in Connecticut Superior Court. In the complaint, Warshaw alleges that he had a deal with Soros Fund Management’s Michael Del Nin in 2022 and began working together “to try to acquireimg Cox Radio, with Del Nin agreeing that Warshaw would manage the business as CEO upon successful acquisition.” While both parties were doing due diligence on the CMG deal, Warshaw learned that an Audacy majority stake holder was willing to sell its stake in the company. Warshaw says he steered SFM and Del Nin to the deal that made SFM a majority stake holder of the new Audacy in early 2024. Warshaw alleges he was promised he’d be the next CEO of Audacy or that he would get 5% of SFM’s profits from the Audacy acquisition. After that though, Warshaw says Del Nin balked and denied there was ever an agreement, calling any such claims “fabricated.” Warshaw is seeking compensatory and punitive damages and asking that the court award specific performance of their agreement.

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Audacy Files Opposition to MRC’s Petition to Deny with the FCC

Late last month the conservative media watchdog group Media Research Center filed a Petition to Deny with the FCC regarding Audacy’s seeking a waiver of foreign ownership disclosure obligations in order to emerge from Chapter 11 reorganization. Last week, Audacy filed its opposition to the Petition to Deny with the FCC. In it Audacy argues that first, the petition is procedurally defective, but goes on to argue that even if it is considered an informal objection, it is defective because “the Commission hasim determined that granting a limited waiver deferring its foreign ownership review to facilitate a licensee’s prompt emergence from bankruptcy is consistent with the Communications Act.” Further, Audacy says, “According to the MRC, Audacy is attempting to employ an ‘entirely new’ and ‘vague and undefined’ special warrant process’ to delay the Commission review of Audacy’s proposed foreign ownership until ‘sometime down the road’ when the company ‘may choose’ to file a petition for declaratory ruling seeking such review. This specious claim not only mischaracterizes the company’s waiver request detailed in the Application, but completely ignores longstanding precedent establishing the Commission-approved special warrant process used in a number of prior transactions to allow licensees to emerge from bankruptcy promptly, while affording the Commission sufficient opportunity to review foreign ownership issues post-emergence.” Separately, FCC Chairwoman Jessica Rosenworcel responded to Congressman Nicolas Langworthy (R-NY) and Congressman Chip Roy (R-TX), who both wrote to her implying that the Commission is not going through “its normal, statutorily required process” and voiced concern over Soros Fund Management’s acquisition of Audacy debt. Langworthy wrote that Audacy being “owned by a deeply partisan individual [George Soros], could have a fundamental impact on the nature of local radio and potentially silence political viewpoints.” Rosenworcel’s response indicates she believes the Commission is handling the matter appropriately, saying, “The Bureau staff will review the record and decide if the transfer is in the public interest pursuant to Section 310(d) of the Communications Act.”

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Media Research Center Files Petition to Deny Audacy Bankruptcy Exit

The conservative media watchdog organization Media Research Center has filed a Petition to Deny with the FCC the case of Audacy’s Chapter 11 reorganization, which must be approved by the Commission before the company’s radio stations’ licenses can be transferred to the New Audacy. The MRC notes in its Petition to Deny that Soros Fund Management, operated by liberal activist and billionaire Georgeim Soros, would become the largest shareholder in New Audacy and that Soros would “control these radio stations to advance their particular brand of activism.” Further, MRC objects saying that the FCC has an obligation to complete a full and thorough review and that the Commission is being asked to approve the change in ownership without this review, specifically imregarding the foreign ownership issue which the MRC says would not be handled as required by Section 310(b)(4) of the Communications Act of 1935 if the Soros Group gets what it wants. It’s asking the FCC “to waive that process and put it off until sometime down the road – indicating that those foreign stakeholders will be given ‘special warrants’ in the meantime. The Soros group says that putting off the required foreign ownership review will enable the FCC to expedite its approval of the Soros applications and thus allow them to more quickly realize their ownership interests in and take over the hundreds of local radio stations across the country.” The MRC argues that the Communications Act of 1935 “does not contain a special Soros shortcut.” Read the entire filing here.

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Post: Soros Fund Management Buys Audacy Debt

According to a story in the New York Post, the George Soros controlled Soros Fund Management has bought $400 million worth of Audacy’s debt, estimated to be about 40% of the company’s total senior debt. Theim  Post says it confirmed the report with Audacy and the company added, “The decision by our existing and new debtholders to become equity holders in Audacy represents a significant vote of confidence in our company and the future of the radio and audio business.” The story cites an insider close to the situation who is a Republican saying he believes its “possible Soros was buying the stake to exert influence on public opinion in the months leading up to the 2024 presidential election.” Read the Post story here.