Password (at least 8 characters required). All rights reserved. The plaintiff responds that the statements relate to presently existing facts and that opinions are actionable in a negligence context. Phone: 650 729-8626. Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. 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. IAPD - Investment Adviser Public Disclosure - Homepage Investment Philosophy; Target Investments; Portfolio The third cause of action asserts that those parties "made numerous representations to Prospect concerning the AcuSport Purchase, including that the purchase would allow the Debtors to acquire $14 million worth of AcuSport inventory at a substantial discount; that it would result in the Debtors' immediate realization of a $7 million profit on the sale of the AcuSport inventory so purchased; and that it would result in the Debtors' capturing 20% to 30% of AcuSport sales." Wellspring Capital Management Acquires Steele Solutions, Inc. Wellspring has earned the reputation as a trusted, reliable partner and is often the preferred partner of a portfolio companys senior management team. 2d 317 (S.D.N.Y. For purposes of South Carolina law, the parties disagree whether Prospect was a preexisting creditor or a subsequent creditor. 24. 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. Wellspring also rejected in cursory fashion the defendants argument that it is not necessarily a breach . Headquarters Location Lever House 390 Park Avenue New York, New York, 10022, United States These all relate to a proposed business transactionthe purchase by Ellett of AcuSport. Wellspring CEO Takes Leave After Son Accused of Rape in Lawsuit The plaintiff, Ronald J. Friedman, the trustee for the SportCo Creditors' Liquidation Trust, filed an omnibus response to the motions to dismiss [Docket No. In an email obtained by . The amended complaint fails to allege insolvency at the time of the transfer, an essential element of a fraudulent conveyance claim under either New York or South Carolina law, and therefore fails to state a claim under 544(b). your most valuable capital, your ultimate resource. When typing in this field, a list of search results will appear and be automatically updated as you type. Financial terms of the transaction were not disclosed. In connection with this contemplated purchase, Alexander Carles, a managing partner of Wellspring Capital and an officer and director of SportCo and its subsidiaries, and Bradley Johnson, the president and chief executive officer of SportCo and its subsidiaries, sought to convince Prospect to forbear from exercising any remedies in the event of a payment default. PDF Wellspring CEO Takes Leave After Son Accused of Rape in Lawsuit It identifies undervalued companies whose share price does not properly reflect the true value of the business. Another email stated, in part: "Gotta get your interest? [Amended Complaint, 57]. The assignment was executed in New York, but the personal property was located in South Carolina at the time the assignment was executed. at 358. Wellspring Capital Management, LLC; Wellspring Cap v Barry, III et al This is the best way to manage and repair your business reputation. The. Wellspring has one of the best track records in middle-market private equity; its people, capital and reputation bring certainty to transactions. 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 [. In 2012, the year that the amended complaint alleges Ellett "achieved record sales and earned revenues of approximately $1.2 billion," Ellett and its operating subsidiaries (the "Borrowers") entered into a Third Amended and Restated Loan and Security Agreement and a Second Lien Loan and Security Agreement (collectively, the "Loan Agreements") with lenders including Prospect Capital Corporation ("Prospect"), pursuant to which Prospect and the other lenders loaned $280 million to the Borrowers. 22-2003, 2023 WL 1098189 (3d Cir. The first and second causes of action are dismissed. Will His AI Plans Be Any Different? Wellspring Capital Management LLC - Company Profile and News 1991) (unpublished table decision). $46H$DrGHi`0I"DE$"J(aH! 20-50554, 2021 WL 4823513 (Bankr. 987, 999-1000 (Bankr. The Wellspring Defendants asserted all of these arguments and also asserted failure to state a claim under section 550 against certain defendants. Lister v. NationsBank of Delaware, N.A., 329 S.C. 133, 143 (Ct. App. (quoting Edwards v. City of Goldsboro, 178 F.3d 231, 244 (4th Cir. 962 0 obj <>stream Ashmore for Wilson v. Dodds, 262 F. Supp. The court stated: See Credit Alliance Corp. v. Arthur Anderson & Co., 65 N.Y.2d 536 (NY App. Try our Advanced Search for more refined results. A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. The seller, PE outfit Levine Leichtman Capital Partners, purchased the company in 2015. Id. 91], F. Hewitt Grant [Docket No. Even California Democrats don't want Newsom to run for president 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. The Partners of Wellspring constitute a long-tenured team, having worked together an average of 15 years over three funds. Judge opens door for bankruptcy blame suits - Axios The amended complaint is dismissed. 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 defendants' remaining arguments need not be addressed. W.D. Oil Producers Hand $128 Billionto Investors as Doubts Grow About Future of Fossil Fuels, Your Saturday Briefing: Trumps Comeback Plan, Wall Street Whistles Away, British Parents Turn to Home Equity to Help Young Buy Property, Japanese Unions Seek Biggest Pay Rise in 25 Years for Workers, Sorry, Fed, Most US Mortgage Rates Were Locked In During Pandemic Lows, Italys CDP Is Nearing Offer for Telecom Italia Network. Further, if the statement is solely a speculative prediction about some potential business venture or course of action being contemplated, it is not actionable. pursue new growth opportunities through strategic initiatives, operating improvements and add-on acquisitions. REGISTRATION STATUS . The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. Id. Litigation. [cV3ljHkT/bx @A,20p1 ks Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through six private equity funds. Wellspring Capital Management is a leading middle-market private equity firm headquartered in New York. .JFY+h!Hkw;s"$ 4AuF~!D =j]4z*g7i>B 1NEDm @@,!ptz"Br}-rh>wI }9.&>5/n2n/OefX A customer lawsuit filed earlier this month against Sequoia, Paradigm, and Thoma Bravo, alleges these funds gave an "air of legitimacy" to FTX andvia their hundreds of millions in funding and. hXO8WtVH,~W"I/ {;N7'0HAA0%`Ih5L!p! ~p03ngx1Ai63*oP 4TP3Nt'xn0R8tJ'a7D2P6ILky6L;0;0SUNrtd t ";Qb[K-Ii 1g%\i) IZ3uAH0J40v0xt0v40Xt8 y CJ3t@y`$21kL We look forward to carrying forward that vision and continuing our success in the years ahead.". Ellett achieved high sales and revenues and had significant operations until sometime in 2016, when its profits began to decrease. Antares Capital Supports Wellspring Capital Management's Acquisition of Defendant Bernard Ziomek is in default in this matter. 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. Fund VI brings the firm's assets under management to more than $4.4 billion. (quoting Bell Atl. Regardless, market participantsand equity sponsors in particularshould view Wellspring as an important reminder as to how both process and substance matter in restructuring negotiations. Law360 takes your privacy seriously. [Amended Complaint, 49]. Wellspring Capital Management, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management. articles a month for anyone to read, even non-subscribers! [4] Wellspring completed fundraising on its sixth fund in 2018 with $1.45 billion of investor commitments as a successor to its $1.2 billion 2011 Fund V.[3], Wellspring focuses on the packaging, healthcare, niche manufacturing and distribution sectors.[5][6]. When it comes to helping companies that show promise, Wellspring Capital Management is overflowing with support. Wellspring Capital Management, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management. Relevant here: the plaintiff/litigation trust alleged that SportCos directors: Finally, the litigation trust also asserted a variety of other counts in its complaint related to other facts, circumstances, and actions that are not the subject of this Alert. New York law regarding third party beneficiaries provides: With respect to South Carolina's choice of law analysis, South Carolina conflict of law principles provide that "the substantive law governing a tort action is determined by the state in which the injury occurred." REGISTRATION STATUS. View contacts for Wellspring Capital Management to access new leads and connect with decision-makers. Wellspring brought its assets under management to more than $4.4 billion as of January 2018. Ellett Brothers LLC ("Ellett"), a South Carolina limited liability company, was a sporting goods distributor. Fed. 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. Prior results do not guarantee a similar outcome. Section 544(b) states: The defendants' motions assert numerous arguments in support of the assertion that the Court must dismiss the plaintiff's causes of action. The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. They were not statements of presently existing fact. New York law prohibits both actual and constructive fraudulent conveyances. The firm's objective is to . However, the Court has the discretion to sua sponte dismiss a complaint pursuant to Fed. ), Create custom alerts for specific article and case topics and, I took a free trial but didn't get a verification email. S.D. Please see our Privacy Policy. Public Records Policy. The District Court discussed the South Carolina Supreme Court's decision in Sheldon v. Blauvelt, 29 S.C. 453 (1888). They are simply not statements of preexisting fact that were false when made. Wellspring Capital Management, LLC; Wellspring Cap. At all times relevant to these claims, Wellspring Capital controlled (a) Wellspring Capital Partners Haynsworth Sinkler Boyd, P.A. It featured lower-priced clothing and was Gymboree's direct competitor for The Children's Place and Old Navy.. In early 2018, Wellspring Capital notified SportCo's secured lenders that SportCo would default on a $4.7 million interest payment due in the second quarter of 2018. 915 0 obj <> endobj CDI's smaller Atlanta peer said to weigh sale in '18. This Supreme Court Case Could Redefine Crime, YellowstoneBackers Wanted to Cash OutThen the Streaming Bubble Burst, How Countries Leading on Early Years of Child Care Get It Right, Female Execs Are Exhausted, Frustrated and Heading for the Exits, No Major Offer Expected on Childcare in UK Budget, Biden Gives Medal of Honor to Trailblazing Special Forces Member, Climate Change Is Launching a MutantSeed Space Race, UK Braces for Rare Weather Event That Risks Late-Winter Freeze, This Former Factory Is Now New Taipeis Edgiest Project, What Do You Want to See in a Covid Memorial? Flipbooks. 2018) (distinguishing cases where the courts dismissed negligent misrepresentation claims based on "puffery" or founded solely on speculative statements regarding future profits as a result of proposed transactions, and finding that the misrepresentations at issue were actionable because they involved present facts). Menu Home; Rankings. 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. 92], Todd Boehly [Docket No. In King County, the court considered suits by investors seeking to recover losses incurred after the collapse of a structured investment vehicle. The firm's objective is to bring partnership, experience and value creation to each investment. Wellspring Capital Management is a leading private equity firm headquartered in New York. PLEASE NOTE: A verification email will be sent to your address before you can access your trial. 1994)). 112]. Wellspring Capital Management is a leading private equity firm headquartered in New York. Wellspring Capital Management is a middle-market private equity firm that has approximately $2 billion of private equity. Crazy 8 was started in August 2007. On May 3, 2018, SportCo agreed to acquire AcuSport's assets in bankruptcy for $7 million. While New York law and South Carolina law have slightly different tests for avoiding constructive fraudulent conveyances, there exists a common thread which is not satisfied hereinsolvency at the time of the transfer. Hiding negative complaints is only a Band-Aid. WELLSPRING CAPITAL MANAGEMENT LIMITED is registered in England and Wales under Company Number 12429146, PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. 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. We work with successful motivated individuals to help them achieve their investment and wealth management objectives. California Weighs $360,000 in Reparations to Eligible Black Residents. 2020) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). Law360 provides the intelligence you need to remain an expert and beat the competition. 19-80071-DD (Bankr. Id. Brought up in a family enjoying long-term success in real estate investment, Avrohom instead turned to the stock market. Exempt Reporting Advisers ("ERA") are investment advisers that are not required to register as investment advisers because they rely on certain exemptions from registration under sections 203 (l) and 203 (m) of the Investment Advisers Act of 1940 and related rules. Wellsprings objective is to bring partnership, experience and value creation to each investment. Wellspring Capital Management is an American private equity firm focused on leveraged buyout investments in middle-market companies across a range of industries. Wellspring Capital - Middle Market Private Equity 2010); Saifullah v. Johnson, 948 F.2d 1282, at *1 (4th Cir. Wellspring Sues Insurers To Fight Claims It Tanked Gun Seller Todd Boehly filed a joinder to the Wellspring Defendants' motion to dismiss. The defendants argue that Prospect is a subsequent creditor, because it had knowledge of and approved of the distributions prior to them being completed. IAPD - Investment Adviser Public Disclosure - Homepage 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. Despite that agreement in principle, it was alleged in relevant part that: Unable to agree on the release and indemnification issue, SportCos out-of-court restructuring failed, and SportCo defaulted on its funded debt shortly thereafter. See Silvercreek Mgmt., Inc. v. Citigroup, Inc., 346 F. Supp. Musk Made a Mess at Twitter. 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. Mr. Friedman was substituted as the plaintiff on January 10, 2020. 2007) (citations omitted). Wellspring Philanthropic: An Ocean of "Dark Money" on the Left Use tab to navigate through the menu items. See Sheehan v. Saoud, 650 Fed. with actual intent . Casetext, Inc. and Casetext are not a law firm and do not provide legal advice. There are also no allegations concerning expenses. Wellspring Capital Lawsuit | PDF | Limited Partnership | Loans - Scribd In 2008, Wellspring Capital, through its fund Wellspring Capital Partners, acquired Ellett. Working at Wellspring Capital Management | Glassdoor A second amendment to the Loan Agreements (the "Second Amendment") was executed on September 30, 2014. [Amended Complaint, 93]. The origins of Wellspring Philanthropic Fund are shrouded. Please Update this case to get latest docket information. The firm's objective is to bring partnership, experience and value creation to each investment. At Wellspring we pride ourselves on client service. The portfolio manager is also a co-investor in the strategy. The court addressed the dissent's finding, that the defendant's determination of the number of parking spaces was a matter of judgment or opinion and was therefore unactionable. The Court now issues this order, granting the motions to dismiss for the reasons set forth below. 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." 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. As a result, the defendants argue, it would be unjust for Prospect to now be able to avoid the distributions.
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