A counsel in the Mergers & Acquisitions Group, Justin Fraterman has experience in a range of corporate matters, with special emphasis on mergers and acquisitions and private equity transactions. He advises clients in both public and private mergers and acquisitions in industries such as sports, entertainment, apparel, telecommunications, tourism, consumer goods, retail, financial services, real estate management and manufacturing. Justin has advised various private investment fund clients in private equity transactions and joint ventures. Justin’s public company experience also includes representing both companies and shareholders in connection with a variety of activist-related and corporate governance matters. Additionally, Justin regularly advises clients on corporate law aspects of structured finance transactions.

Justin also represents pro bono clients in asylum matters and non-profits in incorporation and corporate governance matters. Justin previously served on the International Law Committee of the New York City Bar Association and contributed to the Committee’s 2014 report on the legality of drone strikes under international law. At law school, he was a member of the Georgetown Journal of International Law. Prior to joining Paul, Weiss, Justin interned at the International Labour Organization and the International Federation of the Red Cross, both in Geneva. He is fluent in French and Dutch.

Private Equity and Private Company Transactions

Oaktree Capital Management, in a variety of transactions, including investments in Onity Group, Ashford Hospitality Trust and Thomas James Homes
JCPenney in its all-equity combination with SPARC Group to form Catalyst Brands, bringing together the JCPenney brand with Aéropostale, Brooks Brothers, Eddie Bauer, Lucky Brand and Nautica
Simon Property Group, in numerous transactions, including, as part of a consortium, in its acquisition of Aéropostale
SPARC Group, in numerous transactions, including the strategic partnership with Authentic Brands Group to become the core licensee and operating partner to Reebok
D1 Capital Partners, in numerous transactions, including its investments in Lineage Logistics and Emergent Cold LatAm
Grupo Salinas in its $2.5 billion sale of Iusacell to AT&T
Vincent Viola and Douglas Cifu in their acquisition of the Florida Panthers of the National Hockey League

Public Company Representations

Apollo Global Management in its $43 billion merger with Athene (and associated corporate reorganization of Apollo)
Qualcomm in its successful defense against a $142 billion hostile takeover offer from Broadcom
McDonald’s in its successful proxy contest against Carl Icahn
Automatic Data Processing (ADP):
- in its successful proxy contest against Pershing Square Capital Management
- in its $4.9 billion spin-off of CDK Global
EXOR in its $6.9 billion successful unsolicited takeover of PartnerRe
Commvault Systems in the activist campaigns by, and settlement agreements with, Elliott Management and Starboard Value
Red Robin Gourmet Burgers in connection with an unsolicited takeover offer from Vintage Capital Management and the adoption of its shareholder rights plan, its proxy contest against and settlement agreement with Vintage
Exelixis in its proxy contest against Farallon Capital Partners
Chico’s FAS in its successful proxy contest against Barington Capital and in connection with unsolicited takeover offers from Sycamore Partners
AR Global in connection with the internalization of management as part of the merger agreement between Global Net Lease and The Necessity Retail REIT

Corporate Aspects of Structured Finance Transactions

Apollo Global Management in two separate investments totaling $991 million in a joint venture with Sony Music Group in connection with its purchase of a portfolio of music assets and related rights from two legendary British rock groups
Apollo Capital Management in its agreement with the International Finance Corporation (IFC), a member of the World Bank group of institutions, to create a joint venture platform to invest up to $1 billion in portfolios of sub- and non-performing consumer, auto and housing loans in various developing countries