Fresh off a blockbuster deal to acquire Alpha Media, Jeff Warshaw reveals he believed he was in line to become the next CEO of Audacy. Instead, the Connoisseur Media CEO is now suing Soros Fund Management, alleging they cut him out of the deal he helped orchestrate.
The complaint, filed in Connecticut Superior Court against Soros Fund Management and SFM executive Michael Del Nin, outlines claims of breach of contract, promissory estoppel, quantum meruit, and violations of the Connecticut Unfair Trade Practices Act.
At the center of the lawsuit is Warshaw’s assertion that he was promised either the CEO role at a restructured Audacy or 5% of SFM’s profits from the deal in return for sourcing the opportunity and advising on the transaction. Instead, Warshaw claims that SFM retained the existing management team and refused to acknowledge any agreement or pay compensation for the services he rendered over the course of more than a year.
According to the complaint, Warshaw was introduced to Del Nin in late 2022 by a media banker as SFM explored new investment opportunities in radio. He alleges that he began working informally with SFM as an advisor, first exploring a potential deal for Cox Radio. During those early discussions, Warshaw claims that Del Nin agreed he would serve as CEO if SFM successfully acquired the Cox portfolio. When that deal failed to materialize, Warshaw pivoted and identified Audacy as a target in the summer of 2023.
The complaint details how Warshaw discovered that hedge fund HG Vora held a controlling interest in Audacy’s distressed debt. He then developed a strategy to acquire the debt and pitched the idea to Del Nin. But before disclosing the full details, Warshaw says he sought assurances: either he would lead the company post-acquisition, or he would receive a 5% share of SFM’s profits from the deal.
Del Nin, acting on behalf of SFM, allegedly agreed verbally. Based on that promise, Warshaw says he connected SFM to HG Vora and continued advising on deal structure, operations, pricing, and governance, largely from his office in Connecticut.
The filing emphasizes that much of the agreement was made over phone calls and informal text messages. The two parties often used coded terms like “Defcon 1” to signal urgent phone discussions. Warshaw alleges that Del Nin explicitly instructed him to avoid putting substantive matters in writing to prevent triggering SFM’s internal compliance reviews.
In one example, Warshaw says he texted Del Nin a public news item about layoffs in the radio industry, only to be asked to “unsend” it. Warshaw complied, later texting apologies such as “Sorry will never happen again” and “Maybe you will forgive me soon,” to which Del Nin replied, “All is forgiven.”
This pattern of informal, trust-based communication is central to Warshaw’s argument. He claims it was part of an intentional effort by SFM to evade written documentation while relying on his services throughout the deal process.
SFM ultimately acquired approximately $400 million in Audacy’s first-lien debt, giving it control as the company exited bankruptcy in September 2024. According to Warshaw, he continued working closely with Del Nin throughout, including recommending board candidates, refining deal strategy, and preparing to divest or restructure his own media holdings to comply with FCC ownership rules.
He says that as late as April 2024 – just months before the deal closed – Del Nin reassured him over dinner that it was still SFM’s intent for Warshaw to be named CEO. Yet on September 30, 2024, Audacy announced it had emerged from bankruptcy and would retain its existing leadership, including then-CEO David Field.
Two days later, Warshaw emailed Del Nin to congratulate him and ask for confirmation that their compensation agreement would be honored. In response, Del Nin allegedly called Warshaw and claimed that no such agreement existed and that any suggestion of a deal had been “fabricated.”
In January 2025, Audacy named Kelli Turner as its permanent CEO, replacing Field and parting ways with multiple executives. Warshaw has not heard from Del Nin since October 2024.
Warshaw is seeking damages, restitution, interest, attorney fees, and specific performance of the original agreement. A jury trial has been requested.
The complaint references similar deals Warshaw completed with other firms like Farallon Capital and ABRY Partners, where he received CEO roles or profit-sharing for facilitating distressed media acquisitions. It also includes documentation showing that Warshaw was listed as an “advisor” on SFM’s nondisclosure agreement with Cox Radio and provides text exchanges that reinforce his understanding that he was working as a partner in the Audacy acquisition.
