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. from 8 AM - 9 PM ET. By teaming up with strong management, Wellspring is able to unlock underlying value and Copyright 2023 Ropes & Gray LLP. However, whether a fraudulent conveyance action is characterized as a tort action is unsettled. 544 and 550 and S.C. Code 27-23-10; (2) avoidance and recovery of fraudulent transfers by SportCo against the Transferee Defendants pursuant to 11 U.S.C. 1991) (unpublished table decision). Bill Dawson is taking time off from his $2.2 billion private equity firm Wellspring Capital Management, which will investigate the claims of . 92], Todd Boehly [Docket No. A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. Wellspring Capital Management is a mega-sized private equity firm that focused on a variety of transaction situations. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. Todd Boehly filed a joinder to the Wellspring Defendants' motion to dismiss. . The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. 401(k)/403(b) Plan Litigation Risk Management, Analytics & Behavioral Science Consulting (R&G Insights Lab), Committee on Foreign Investment in the United States (CFIUS), E-Discovery, Discovery Strategies & Data Analytics, Executive Compensation & Employee Benefits, Government Enforcement / White Collar Criminal Defense, Life Sciences Licensing, Collaborations & Joint Ventures, The Music Stops on the Texas Two-Step: Third Circuit Dismisses LTL Bankruptcy Case. REGISTRATION STATUS. See Scheidelman v. Henderson (In re Henderson), 423 B.R. @S1 $82N+ZJ | Id. Make your practice more effective and efficient with Casetexts legal research suite. In June 2019, SportCo and its subsidiaries (the "Debtors") filed chapter 11 bankruptcy cases in the United States Bankruptcy Court for the District of Delaware. (Wellspring). See Sheehan v. Saoud, 650 Fed. It is Bavaria's largest city and the third largest city in Germany (after Berlin and Hamburg). On December 31, 2018, the Borrowers defaulted on their obligations under the Loan Agreements and the Amendments. With respect to which state's law applies, the defendants argue that the elements required to find that a party is a third party beneficiary are all met in this case and therefore New York law, as specified in the Loan Agreement's and Amendments' choice of law provisions, should apply to the plaintiff's causes of action against them. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. 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. 1001 to 5000 Employees. Regardless, market participantsand equity sponsors in particularshould view Wellspring as an important reminder as to how both process and substance matter in restructuring negotiations. Haynsworth Sinkler Boyd, P.A. The plaintiff relies on the fact that Ellett was unable to pay the debt owed to Prospect at the time that it had to be paid in full; however, this is not the only relevant point in time. 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." The legal team representing former President Donald Trump formally has requested a six-month delay in the civil case filed against him by New York Attorney General Letitia James. Find More Contacts for Wellspring Capital Management, Edit Lists Featuring This Company Section, European Regulation Ushers In Global Future For Fundraising, Wellspring Capital Management Acquires Caring Brands International, Private Equity Firms with Investments in United States, Greater New York Area Investors with Funds Raised in 2017, Private Equity Firms with Investments in Asia. The Court addresses in this order only those arguments that clearly mandate dismissal. David Westin speaks with top names in finance about the week's biggest issues on Wall Street. The amended complaint does not allege that either Ellett or SportCo was insolvent at the time of the transfer or became insolvent as a result of the transfer. The origins of Wellspring Philanthropic Fund are shrouded. Wellspring Capital Management LLC Chief Executive Officer Bill Dawson has taken a leave of absence, days after a former employee alleged in a lawsuit that he threatened her for accusing his son of sexual assault. We have interesting videos for you to watch on my site. [Amended Complaint, 31]. [Amended Complaint, 93]. You have to know whats happening with clients, competitors, practice areas, and industries. 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. Sec'y of State for Def. The District Court stated that "[w]hether a fraudulent conveyance claim should be characterized as a tort action is uncertain and disputed among American jurisdictions." I Shall [Not] Be Released: Wellspring, Director Releases, breached their duty of care, since the directors refused to reasonably maximize corporate value by killing the restructuring on account of releases/indemnity (, breached their duty of loyalty, since they placed their own self-interests above those of their fiduciaries [. (quoting Edwards v. City of Goldsboro, 178 F.3d 231, 244 (4th Cir. The defendant represented to the plaintiff, and to an appraiser who performed an appraisal of the garage, that the parking garage had 500 parking spaces. Investment Approach Target Investments Wellspring's objective is to acquire or invest in companies that are well-positioned to capitalize on change and can benefit from Wellspring's operating and financial expertise. As a result, the defendants argue, it would be unjust for Prospect to now be able to avoid the distributions. SEC / JURISDICTION. Wellspring brought its assets under management to more than $4.4 billion as of January 2018. The United States Court of Appeals for the Third Circuit wasted no time getting the new year off to a roaring start through its ruling in In re LTL Mgmt., LLC, Case No. 1985). At Wellspring we pride ourselves on client service. Sav. Wellspring, 2021 WL 4823513, at *10. 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 Note: This site is for informational purposes only. To summarize New York law, then, it appears that opinions can be actionable, but are not always actionable. In Cyrus II, the court also acknowledged that the Fourth Circuit has found otherwise and determined that state choice of law rules should be used in bankruptcy cases. Flipbooks. Munich, by far the largest city in southern Germany, lies about 30 miles (50 km) north of the edge of the Alps and along the Isar River, which flows through the middle . Fund VI will continue to pursue Wellspring's investment objective to acquire or invest in middle-market companies that are well-positioned to capitalize on change and can benefit from Wellspring's operating and financial expertise. 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. Designed By, https://www.wellspringcapital.co.uk/disclaimer. Try our Advanced Search for more refined results. Most of them do not even contain any concrete information about the proposed AcuSport purchase or the likelihood of the Borrowers' default. Wellspring Capital manages an investment portfolio of between 10 and 15 international stocks. S.D. However, the Court has the discretion to sua sponte dismiss a complaint pursuant to Fed. This approach has historically delivered returns well above inflation Our clients Attorney advertising. There are also no allegations concerning expenses. Wellspring has one of the best track records in middle-market private equity; its people, capital and reputation bring certainty to transactions. About Wellspring Capital Management Wellspring Capital Management is a leading private equity firm headquartered in New York. 1996)). California Weighs $360,000 in Reparations to Eligible Black Residents. PLEASE NOTE: A verification email will be sent to your address before you can access your trial. Wellspring Capital and the D&O Defendants grossly and recklessly mismanaged the business and carried out their respective roles in a manner that was devoid of reasonable inquiry and diligence in dereliction of their fiduciary duties to Prospect as a creditor of the increasingly insolvent enterprise. [cV3ljHkT/bx @A,20p1 ks v. Holmes (In re Holmes), 610 B.R. *aUQBT&1#J$8Q)=WE9M'v1s_)GG+.kbN;yELi.UD1N{f'u$y`'GCJfS;4yXwbW${%^tcxG2}+/P@U `a$b6? They were not statements of presently existing fact. It identifies undervalued companies whose share price does not properly reflect the true value of the business. 2012) and West Side Fed. The parties disagree on what law should applyfederal or state, and further if state law applies, New York or South Carolina. Sounds like a tidy deal at year end [2017] made a lot of sense." 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. They are not actionable. Many of the facts underlying the Wellspring decision are neither unique nor unusual. The plaintiff responds that the statements relate to presently existing facts and that opinions are actionable in a negligence context. at 385. This approach has historically delivered returns well above inflation. In re Merritt Dredging Co., Inc., 839 F.2d 203, 205 (4th Cir. Id. Mr. Friedman filed an amended complaint the same day. Read More Key Principal: William Dawson Junior See more contacts Industry: Management investment, open-end Printer Friendly View Address: 605 3RD Ave FL 44 New York, NY, 10158-0011 United States See other locations Phone: Website: www.wellspringcapital.com Employees (this site): Actual Founded in 1995, Wellspring Capital Management is a private equity firm headquartered in New York, New York. Active, Closed, This describes the type of investor this organization is (e.g. Wellspring Capital Management is a leading private equity firm headquartered in New York. Cases involving other matters not classified elsewhere, 890, 1890, 1990, 2890, 2899, 2999, 3375, 3890, 3896, 3899, 3999, 4890, 4896, 4999, Wellspring Capital Management, LLC; Wellspring Cap v. Barry, III et al. Id. A litigation trust formed through the SportCo bankruptcy then sued, among others, SportCos former directors and its equity sponsor. At the conclusion of the hearing, the Court took the motions under advisement. SportCo later filed a free fall bankruptcy and liquidatedallegedly causing substantial losses for unsecured creditors that would not have occurred had SportCo accepted that agreement in principle allegedly reached in December 2018. By continuing to use this website, you agree to UniCourts General Disclaimer, Terms of Service, 24. In Sheldon, the defendant, a New York citizen, assigned some personal property to Mr. Dickinson. 23, 2006) (stating that some courts characterize fraudulent conveyance actions as tort actions, while others characterize them as matters in equity). York Capital Management Feb 2021 - Present2 years 1 month New York, New York, United States Wellspring Capital Management LLC 13 years 5 months Partner Dec 2016 - Dec 20204 years 1 month. Already a subscriber? Will His AI Plans Be Any Different? Hiding negative complaints is only a Band-Aid. Sav. SportCos negotiations were led by a SportCo director, who was also the managing partner of Wellspring Capital, SportCos equity sponsor. The defendants asserted common arguments in support of dismissal, but all arguments made in support of dismissal were not asserted by each defendant. GitHub export from English Wikipedia. Alexander Carles' and Bradley Johnson's arguments are limited to the negligent misrepresentation cause of action, the only cause of action asserted against them. Oct. 14, 2021) (Stickles, J.) "); Terry v. Walker, 2006 WL 736861, at *5 (W.D. Revenue: $500 million to $1 billion (USD) Competitors: Unknown. There are different definitions of insolvency. 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. Wellsprings facts, as alleged, are fairly straightforward. King County, 863 F. Supp.2d at 318. The Court does not have to decide whether Prospect is a preexisting or a subsequent creditor. You can review interesting Flipbooks on my site. The firms objective is to bring partnership, experience and value creation to each investment. Defendant Bernard Ziomek is in default in this matter. Phone: 650 729-8626. 2021 by wellspring capital Management. Wellspring, founded in 1995, has raised more than $4 billion of capital commitments through six private equity funds, according to its website. Wellspring Capital Management Group LLC ("Wellspring"), a New York-based private equity firm, announced that on May 29, 2020, it closed the acquisition of Steele Solutions, Inc. ("SSI" or the "Company"), a value-add supplier into the industrial automation sector. Certain state securities regulatory authorities have similar exemptions based on . The Firm takes pride in its ability to marshal its resources quickly and focus on the issues that matter, resulting in speed and certainty during the acquisition process. Accordingly, SportCo began negotiations with certain of its lenders around a potential restructuring transaction. 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. Please Update this case to get latest docket information. Tow v. Rafizadeh (In re Cyrus II P'ship), 413 B.R. The company will explode Rich!" Wellspring Capital Management LLC operates as a private equity firm. 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 MANAGEMENT, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management. [Amended Complaint, 54]. In this process, SportCo initially exchanged a term sheet with certain of its lenders in early November 2018 and allegedly reached an agreement in principle in late December 2018. We believe that this breadth and depth of experience enables the team to efficiently evaluate and complete acquisition opportunities across a broad range of industries. 0 The Court now issues this order, granting the motions to dismiss for the reasons set forth below. 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. The emails, often using colorful language and harassing tones, essentially represent to Prospect that if the AcuSport transaction is not completed, Prospect will not get paid on its obligations. Its success is based on a portfolio that, since inception in 2014, has delivered double digit returns on an annualised basis. The elements of a negligent misrepresentation claim under South Carolina law are as follows: Turning now to the present case, the third cause of action must be dismissed under either New York or South Carolina law because the statements that the plaintiff asserts constituted negligent misrepresentations were all statements regarding potential outcomes of a potential business endeavor; thus, they relate to future events and cannot form the basis of a negligent misrepresentation claim. The amended complaint is dismissed. Id. The seller, PE outfit Levine Leichtman Capital Partners, purchased the company in 2015. Cancellation and Refund Policy, Privacy Policy, and 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. The plaintiff's first and second causes of action are based on 11 U.S.C. E-mail: sandra@wellspring-cap.com; Videos. Wellspring Capital Management, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management. & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. "[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.'" In 2010, Bain Capital acquired the company for US$1.8 billion. The firm prefers to invest in the business services, industrial, packaging, healthcare services, restaurants . In fact, the amended complaint states that the distributions at issue here were made in October 2012 and March 2013. [Amended Complaint, 57]. Therefore, the plaintiff argues that he is only required to establish constructive fraud. Please see our Privacy Policy. Accordingly, Wellspring reinforces the importance of disinterested governance and arms length dealing in connection with the restructuring process. 91], Andrew Kupchik [Docket No. [Amended Complaint, 32]. View Videos. WELLSPRING CAPITAL MANAGEMENT ( CRD # 135455/SEC#:801-64341 ) WELLSPRING CAPITAL MANAGEMENT, WELLSPRING CAPITAL MANAGEMENT, INC. View latest Form ADV filed Part 2 Brochures.