wellspring capital management lawsuit

The South Carolina Supreme Court stated that New York law would govern the validity of the transfer before it, unless applying New York law would result in a violation of South Carolina public policy. Wellspring Capital formed SportCo Holdings, Inc. ("SportCo") to serve as a holding company for United Sporting Company, Inc. ("United Sporting"), Ellett's direct parent; Ellett; and its subsidiaries. These are high quality companies, essential to the national, regional, or global economy but whose fundamental qualities are underappreciated and undervalued by the market. Angel, Fund of Funds, Venture Capital), General contact email for the organization. A social media content creator signed an agreement with Birchbox in May of 2022 and hadn't been paid the $2,500 due as of Jan. 24, despite several emails to the company. It is notable that the first and second causes of action are based only on South Carolina law; however, because the parties disagree as to whether South Carolina or New York law should apply, the Court will analyze the first and second causes of action under both. The defendants argue that as a subsequent creditor, Prospect is required to plead actual fraud, and the amended complaint fails to do so. Id. Cancellation and Refund Policy, Privacy Policy, and The firm functions as a strategic rather than tactical partner, providing management teams with top-line support, M&A experience and financial expertise, and access to resources. Please see our Privacy Policy. In an email obtained by . 19-80071-DD (Bankr. Federal Rule of Bankruptcy Procedure 7012(b) provides that Federal Rule of Civil Procedure 12(b) applies in adversary proceedings. Wellspring Capital - Middle Market Private Equity Designed By, https://www.wellspringcapital.co.uk/disclaimer. REGISTRATION STATUS. The amended complaint also details numerous emails sent by Mr. Carles and Mr. Johnson to a representative of Prospect, urging Prospect to defer its right to payment in the event of a default. What happened to Birchbox? | Retail Dive 8h`6$67Xn@,`& The issue in Merritt Dredging was the sale of a barge and the priority of parties' interests in the proceeds of the sale. (quoting Bell Atl. At the conclusion of the hearing, the Court took the motions under advisement. Over $134 million of the loan proceeds were used to fund distributions to Wellspring Capital Partners, WCM GenPar IV, L.P., WCM GenPar IV GP, LLC, F. Hewitt Grant, Charles E. Walker, Jr., Todd Boehly, Bernard Ziomek, and Andrew Kupchik (collectively, the "Transferee Defendants"). Revenue: $500 million to $1 billion (USD) Competitors: Unknown. They were not statements of presently existing fact. In 2008, Wellspring Capital, through its fund Wellspring Capital Partners, acquired Ellett. The principal and lead portfolio manager at Wellspring Capital is Avrohom Neumann. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through six private equity funds. 1994)). Most of them do not even contain any concrete information about the proposed AcuSport purchase or the likelihood of the Borrowers' default. Wellspring Capital Management Closes Fund VI at $1.415 Billion These all relate to a proposed business transactionthe purchase by Ellett of AcuSport. Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital. Investment Philosophy; Target Investments; Portfolio Id. 1984) for the proposition that under New York law, opinions are actionable in a negligence context. Pentec Health Inc. Acquired by Wellspring Capital Management On March 7, 2013, the Borrowers entered into a First Amendment to the Loan Agreements (the "First Amendment"), pursuant to which Prospect loaned the Borrowers an additional $60 million. Id. The court considered whether inaccurate credit ratings can form the basis for a negligent misrepresentation claim. The District Court in Ashmore for Wilson stated: The parties' arguments regarding what law applies to the plaintiff's fraudulent conveyance claims present some complicated and novel questions; however, it is not necessary for the Court to decide whether the defendants are third party beneficiaries of the Loan Agreements or the Amendments. See Scheidelman v. Henderson (In re Henderson), 423 B.R. Lawsuit: Wellspring CEO Told - Institutional Investor Finally, one place to get all the court documents we need. Attorney advertising. It had previously received notification, in early 2018, that the Borrowers would default on their obligation under the Loan Agreements and the Amendments in the second quarter of 2018. Over the past 27 years, Wellspring has invested in over 50 platform investments and completed over 80 add-on acquisitions across various segments of the U.S. and global economies. Law360 may contact you in your professional capacity with information about our other products, services and events that we believe may be of interest.Youll be able to update your communication preferences via the unsubscribe link provided within our communications.We take your privacy seriously. Note: This site is for informational purposes only. Their most recent acquisition was Caring Brands International on Oct 25, 2021. Ronald J. Friedman, as the trustee for the SportCo Creditors' Liquidation Trust, Plaintiff, v. Wellspring Capital Management, LLC, Wellspring Capital Partners IV, L.P., WCM Genpar IV, L.P., WCM Genpar IV GP, LLC, Alexander E. Carles, Bradley Johnson, F. Hewitt Grant, Charles E. Walker, Jr., Todd Boehly, Bernard Ziomek, and Andrew Kupchik, Defendants. Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. Wellspring CEO Takes Leave After Son Accused of Rape in Lawsuit The plaintiff/litigation trust also asserted claims directly against Wellspring Capital under an aiding and abetting theoryi.e., asserting that Wellspring Capital itself aided and abetted the SportCo Boards alleged fiduciary duty breaches. These facts, as recited in the complaint, are taken as true for purposes of the motions to dismiss. The parties disagree on what law should applyfederal or state, and further if state law applies, New York or South Carolina. Alexander Carles' and Bradley Johnson's arguments are limited to the negligent misrepresentation cause of action, the only cause of action asserted against them. Whether youre building capital for your family, retirement or other life goals, we can help you with our high conviction and disciplined investment style. 541, 546 (Bankr. Prospect is a sophisticated party and, to the extent that it wanted to confirm the predictions made by Mr. Carles and Mr. Johnson were in fact accurate, it could have exercised due diligence. Wellspring Capital Management is an American private equity firm focused on leveraged buyout investments in middle-market companies across a range of industries. By teaming up with strong management, Wellspring is able to unlock underlying value and. Wellspring Capital Management. View contacts for Wellspring Capital Management to access new leads and connect with decision-makers. Later emails berate Prospect's representative for failing to agree to the AcuSport purchase more quickly. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. Its success is based on a portfolio that, since inception in 2014, has delivered double digit returns on an annualised basis. David R. Duncan US Bankruptcy Judge District of South Carolina. We see how Bembury is able to walk the line of business convention while taking his art to new heights, turning ordinary items into extraordinary footwear. The defendants filed separate motions. Wellspring Capital Management, LLC; Wellspring Cap v Barry, III et al "[F]or purposes of Rule 12(b)(6), '[the court is] not required to accept as true the legal conclusions set forth in a plaintiff's complaint.'" Active, Closed, This describes the type of investor this organization is (e.g. The firms objective is to bring partnership, experience and value creation to each investment. By teaming up with strong management, Wellspring is able to unlock underlying value and pursue new growth opportunities through strategic initiatives, operating improvements and add-on acquisitions. Wellspring Capital Management has acquired 38 organizations. Designed By BM Designs. The parties are in agreement that New York and South Carolina law regarding negligent misrepresentations are substantially similar and that as a result, the Court is not required to engage in a choice of law analysis as to the third cause of action. About Wellspring Capital Management Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $4.4 billion of private equity capital. Wellspring Capital Management LLC operates as a private equity firm. Finally, although the plaintiff asserts that federal conflict of law principles should apply, he argues that even under South Carolina conflict of law rules, South Carolina law should apply. . Financial terms of the transaction were not disclosed. Instead, they may form the basis for a negligent misrepresentation claim if the party making the misrepresentation possesses some special expertise (by way of his job title or position, for example), or has some special knowledge about the particular fact that is allegedly misrepresented. This preference is a result of the Firms differentiated and conservative approach to leverage, in addition to a transparent oversight model, which is driven by our small group of senior professionals and absence of bureaucracy. Blackstone to Acquire Tradesmen International from Wellspring Capital In 2010, Bain Capital acquired the company for US$1.8 billion. However, whether a fraudulent conveyance action is characterized as a tort action is unsettled. Founded in 1995, Wellspring invests anywhere . 2d 317 (S.D.N.Y. In King County, the court considered suits by investors seeking to recover losses incurred after the collapse of a structured investment vehicle. In June 2017, Gymboree announced it was filing for Chapter 11 bankruptcy protection. A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. Adversary Proceeding No. If you want your business to survive, you need to understand your-self. endstream endobj 916 0 obj <>/Metadata 258 0 R/Pages 913 0 R/StructTreeRoot 384 0 R/Type/Catalog>> endobj 917 0 obj <>/MediaBox[0 0 612 792]/Parent 913 0 R/Resources<>/Font<>/ProcSet[/PDF/Text/ImageB/ImageC/ImageI]>>/Rotate 0/StructParents 0/Tabs/S/Type/Page>> endobj 918 0 obj <>stream . In Wellspring, the Delaware bankruptcy court held that an alleged duty of loyalty breach could survive a motion to dismiss where: Bear in mind that alleged is the operative word here. .JFY+h!Hkw;s"$ 4AuF~!D =j]4z*g7i>B 1NEDm @@,!ptz"Br}-rh>wI }9.&>5/n2n/OefX Will Others Follow? Id. at 382. A constructive fraudulent conveyance exists under New York law if the conveyance was made without fair consideration and "(1) the transferor is insolvent or will be rendered insolvent by the transfer in question; (2) the transferor is engaged in or is about to engage in a business transaction for which its remaining property constitutes unreasonably small capital; or (3) the transferor believes that it will incur debt beyond its ability to pay." Munich, German Mnchen, city, capital of Bavaria Land (state), southern Germany. ), Create custom alerts for specific article and case topics and, I took a free trial but didn't get a verification email. 2022 Wellspring Capital Management Group LLC |. 987, 999-1000 (Bankr. UniCourt uses cookies to improve your online experience, for more information please see our Privacy Policy. The Wellspring court dismissed the litigation trusts claim for breach of the fiduciary duty of care, holding that it was not adequately pled. The amended complaint asserts three causes of action: (1) avoidance and recovery of fraudulent transfers by Ellett against the Transferee Defendants pursuant to 11 U.S.C. D.S.C. This is despite the fact that 57% of Californians and 37% of California Democrats do not want President Joe Biden to run, according to a poll from the Berkeley Institute of Governmental Studies. It identifies undervalued companies whose share price does not properly reflect the true value of the business. (Wellspring). The. Wellspring Capital Management LLC - Company Profile and News An action with multiple causes of action was commenced by Prospect Capital Corporation in South Carolina state court and was removed to this court on September 6, 2019. The firm's objective is to bring partnership, experience and value creation to each investment. The defendants argue that in the event the Court finds the choice of law provision does not apply, South Carolina choice of law principles should be consulted to reach a finding that New York law applies. Additionally, the plaintiff argues that the third element of New York's third-party beneficiary test is not met because there is no express intent in the Loan Agreements or the Amendments to compensate the defendants in the event the distributions were not paid and in fact, the Loan Agreement indicates the opposite by virtue of the inurement clause found in Section 13.1. Click here to login, 2023, Portfolio Media, Inc. | About | Contact Us | Legal Jobs | Advertise with Law360 | Careers at Law360 | Terms | Privacy Policy | Cookie Settings | Help | Site Map, Enter your details below and select your area(s) of interest to stay ahead of the curve and receive Law360's daily newsletters, Email (NOTE: Free email domains not supported). Wellspring Sues Insurers To Fight Claims It Tanked Gun Seller The assignment was executed in New York, but the personal property was located in South Carolina at the time the assignment was executed. I Shall [Not] Be Released: Wellspring, Director Releases, and the Duty It is not intended as and should not be construed as financial, investment, tax, legal, regulatory, or other advice. 1001 to 5000 Employees. If our offering sounds like something you would like to discuss, please get in touch on any of our contact details or the form below. "); Terry v. Walker, 2006 WL 736861, at *5 (W.D. Over the past 20 years, Wellspring has invested in over 35 platform investments across . 2021 by wellspring capital Management. Because the Court dismisses the complaint as to all other defendants, the Court sua sponte dismisses the causes of action against Mr. Ziomek as well. Innovative Custom Brands, Inc. v. Minor, 2016 WL 308805, at *2 (S.D.N.Y. Judge opens door for bankruptcy blame suits - Axios At all times relevant to these claims, Wellspring Capital controlled (a) Wellspring Capital Partners REGISTRATION STATUS . Sec'y of State for Def. Wellspring Capital Management is a middle-market private equity firm that has approximately $2 billion of private equity. There are no allegations in the amended complaint that the debtors' liabilities exceeded their assets at the time of the transfers. Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital. WELLSPRING CAPITAL MANAGEMENT LIMITED is registered in England and Wales under Company Number 12429146, PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. Accordingly, Wellspring did not find that the defendants in fact breached their duties, but rather held that the plaintiff, a litigation trust, had asserted a viable claim that could proceed to a trier of fact. at 321. A former Wellspring Capital Management employee filed a lawsuit against the son of Wellspring chief executive Bill Dawson, alleging that he raped her and that Bill Dawson threatened to. Jan. 25, 2016) (alteration original). The plaintiff's first and second causes of action both assert claims for fraudulent conveyances pursuant to 544(b) and S.C. Code 27-23-10. Aug. 27, 2020). The firm functions as a strategic rather than tactical partner, providing management teams with top-line support, M&A experience and financial expertise, and access to resources. Sounds like a tidy deal at year end [2017] made a lot of sense." The plaintiff responds that Prospect is a preexisting creditor because the distributions were not made until after Prospect became a creditor when the Loan Agreements and the Amendments were signed. Wellspring Capital Management is a leading middle-market private equity firm headquartered in New York. The origins of Wellspring Philanthropic Fund are shrouded. Wellspring Capital Acquires Caring Brands International About Wellspring Capital Management Wellspring Capital Management is a leading private equity firm headquartered in New York. Wellspring Capital Partners VI Profile: Investments & Returns | PitchBook Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . The Partners of Wellspring constitute a long-tenured team, having worked together an average of 15 years over three funds. Angel, Fund of Funds, Venture Capital), This describes the stage of investments made by this organization (e.g. P. 12(b)(6). In Sheldon, the defendant, a New York citizen, assigned some personal property to Mr. Dickinson. Crazy 8 was started in August 2007. Another email stated, in part: "Gotta get your interest? Wellspring, founded in 1995, has raised more than $4 billion of capital commitments through six private equity funds, according to its website. The court stated: See Credit Alliance Corp. v. Arthur Anderson & Co., 65 N.Y.2d 536 (NY App. Law360 provides the intelligence you need to remain an expert and beat the competition. Frustrated stakeholders can be further inclined, and incentivized, to view all corporate decisions with an eye towards litigation first through a 20/20 hindsight lens. Make your practice more effective and efficient with Casetexts legal research suite. Wellspring Capital Management Fund Manager Website www.wellspringcapital.com Fund Category Private Equity Close Date 0000-00-00 Fund Family Wellspring Capital Partners Native Currency USD Fund Manager's Location 605 Third Avenue 44th Floor New York, NY 10158 United States +1 (212) 000-0000 Fund Domiciles Canada & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. PLEASE SEE THIS LINK FOR FULL DISCLAIMER: https://www.wellspringcapital.co.uk/disclaimer. By continuing to use this website, you agree to UniCourts General Disclaimer, Terms of Service, As discussed in Cyrus II, the Fourth Circuit has stated that a bankruptcy court should apply the choice of law rules of the state in which it sits. 70% of dealmakers say that investment managers share culpability for William F. Dawson, Jr., Chief Executive Officer of Wellspring, said, "My partners and I are pleased to complete the successful raising of Wellspring's sixth fund, which is a direct result of the strong relationships we have built with the investment community over many years and the returns we have generated. v. Holmes (In re Holmes), 610 B.R. They are not actionable. Musk Made a Mess at Twitter. Litigation. Antares Capital Supports Wellspring Capital Management's Acquisition of View Videos. Please Update this case to get latest docket information. Salaries posted anonymously by Wellspring Capital Management employees. PDF Wellspring CEO Takes Leave After Son Accused of Rape in Lawsuit N.D.N.Y. Wellspring Capital Management Investor Profile: Portfolio & Exits When it comes to helping companies that show promise, Wellspring Capital Management is overflowing with support. However, the Court has the discretion to sua sponte dismiss a complaint pursuant to Fed. See Silvercreek Mgmt., Inc. v. Citigroup, Inc., 346 F. Supp. 22-2003, 2023 WL 1098189 (3d Cir. 2100 Geng Road, Suite 210 Palo Alto, CA 94303. Mar 19, 2019 New York private equity firm Wellspring Capital Management said Monday it has acquired Center for Diagnostic Imaging, a Minneapolis-based operator of MRI and CT scanners that. Wellsprings facts, as alleged, are fairly straightforward. On 05/20/2022 Wellspring Capital Management, LLC Wellspring Cap filed an Other lawsuit against Barry, III.This case was filed in U.S. Bankruptcy Courts, New York Southern Bankruptcy. Fax: 877 376-7003. . The plaintiff's third cause of action, for negligent misrepresentation against defendants Wellspring Capital, Mr. Carles, and Mr. Johnson, must also be dismissed. Law360 takes your privacy seriously. The company will explode Rich!" The amended complaint further states, "As recently as 2015, Ellett was the fifth largest private company in South Carolina and the largest distributor of firearms in the United States, with annual revenues of $750 million, over 350 employees nationwide, and 175 employees in South Carolina." You can help Wikipedia by expanding it. Wellspring CEO takes leave after explosive rape allegations against his son The Wellspring ruling was not appealed, nor has any trial occurred on this matter. It is Bavaria's largest city and the third largest city in Germany (after Berlin and Hamburg). 1997) (citing Bannister v. Hertz Corp., 316 S.C. 513 (Ct. App. California Weighs $360,000 in Reparations to Eligible Black Residents. James brought a civil suit against Trump in September, alleging the Trump organization had fraudulently inflated the value of . At Wellspring we pride ourselves on client service. Total number of employee profiles an organization has on Crunchbase, Total number of Crunchbase contacts associated with this organization, Descriptive keyword for an Organization (e.g. Wellspring Capital, Mr. Carles, and Mr. Johnson were not insiders of AcuSport, and the amended complaint does not allege that they had any special knowledge or information about AcuSport that was not available to the public. The firm's objective is to bring partnership, experience and value creation to each investment. 544 and 550 and S.C. Code 27-23-10; and (3) negligent misrepresentations against Wellspring Capital, Mr. Carles, and Mr. Johnson. McDermott Will & Emery LLP > San Francisco > United States | The Legal Wellspring is a cautionary tale for the fiduciaries of a distressed or potentially distressed corporationparticularly with respect to negotiations around release and/or indemnification provisions for those same fiduciaries. 2016) (citing numerous cases, recognizing disagreement among courts regarding whether fraudulent conveyance action is a tort action); MainStreet Bank v. Nat'l Excavating Corp., 791 F. Supp. The Firm will consider buyouts of private companies, acquisitions of divisions or subsidiaries of public companies, shareholder liquidity needs, partnering with entrepreneurs for growth opportunities, and special situations. The plaintiff responds that the statements relate to presently existing facts and that opinions are actionable in a negligence context. Mr. Friedman filed an amended complaint the same day. Ripoff Report | scalp-med complaints, reviews, scams, lawsuits and For the reasons set forth below, under the law of either state, the plaintiff's first and second causes of action must be dismissed. After all, corporate decisionmakers are often tasked with choosing a path where outcomes are at best uncertain. [Amended Complaint, 93]. Headquarters Location Lever House 390 Park Avenue New York, New York, 10022, United States 89], Charles E. Walker, Jr. [Docket No. The plaintiff responds that the express terms of the choice of law provisions provide that the clause applies only to the parties to the Loan Agreements and the Amendments and that the defendants' indirect connection to the parties to the agreements, and the nature of their received benefit, a distribution, are not sufficient to render them third-party beneficiaries of the Loan Agreements and the Amendments. As we here at Ropes & Gray look back on 2021 and ahead into 2022, we call your attention to the lessons of Friedman v. Wellspring Capital Mgmt., LLC (In re SportCo Holdings, Inc.), Case No. Va. Mar. $46H$DrGHi`0I"DE$"J(aH! 915 0 obj <> endobj My company, Asia Marketing and Management, has global ambitions but consists largely of me and the intelligence, experience, contacts, and per-sonality I bring to my clients . Wellspring CEO takes leave after explosive rape allegations against his Business Restructuring, Andrew Kupchik argued dismissal was necessary due to Prospect's ratification and/or consent to the distributions, due to failure to state a claim under New York law because of lack of insolvency and failure to state a claim under South Carolina law due to failure to plead actual fraud, due to the expiration of the statute of limitations on the fraudulent conveyance claims, and due to failure to plead the existence of a triggering unsecured creditor.
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