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. Sav. 24. By teaming up with strong management, Wellspring seeks to unlock underlying value and pursue new growth opportunities through strategic initiatives, operating improvements and add-on acquisitions. In an email obtained by . While property interests are defined by state law in the absence of a compelling federal interest, the Court would look to the Bankruptcy Code in making a determination of whether property is property of the estate under section 541. Wellspring partners with highly qualified and motivated senior management teams, actively working together to unlock a companys potential by providing ongoing financial, strategic and operational support. Federal Rule of Bankruptcy Procedure 7012(b). Even California Democrats don't want Newsom to run for president Id. The amended complaint further states that from October 2012 to October 2013, "Ellett achieved record sales and earned revenues of approximately $1.2 billion." "To survive a motion to dismiss, 'a complaint must contain sufficient factual matter, accepted as true, to "state a claim to relief that is plausible on its face."'" You have to know whats happening with clients, competitors, practice areas, and industries. 'Ov}b0. The defendants' remaining arguments need not be addressed. %PDF-1.5 % 2022 Wellspring Capital Management Group LLC |. These facts, as recited in the complaint, are taken as true for purposes of the motions to dismiss. The middle-market private equity firm invests in companies with strong business . R. Civ. As a result, the defendants argue, it would be unjust for Prospect to now be able to avoid the distributions. It featured lower-priced clothing and was Gymboree's direct competitor for The Children's Place and Old Navy.. See Scheidelman v. Henderson (In re Henderson), 423 B.R. at 358. About Us - Wellspring Capital endstream endobj startxref Even among California Democrats, Newsom is still in the negatives, with 54% wanting him to sit out in 2024 and only 35% wanting him to run. Munich | Germany, History, Population, Oktoberfest, & Facts - Britannica In April 2018, Prospect agreed to defer two quarters of cash interest payments. When typing in this field, a list of search results will appear and be automatically updated as you type. Wellspring Capital Lawsuit | PDF | Limited Partnership | Loans - Scribd All rights reserved. By teaming up with strong management, Wellspring is able to unlock underlying value and Industry: Investment & Asset Management. I Shall [Not] Be Released: Wellspring, Director Releases, and the Duty 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 Wellspring Capital Management is a middle-market private equity firm that has approximately $2 billion of private equity. 70% of dealmakers say that investment managers share culpability for The court stated that expressions of opinion are actionable under New York law, but further stated: New York courts have also stated that statements of "mere puffery", or "statements founded entirely on speculation concerning future profits from proposed business endeavors" are not actionable. 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. An actual fraudulent conveyance is any "conveyance made . And the best part of all, documents in their CrowdSourced Library are FREE. For example, the October 27, 2017 email stated, "The only way to optimize is to merge with Acusport." 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. However, the garage actually had only 402 parking spaces. 1999)). The issue in Merritt Dredging was the sale of a barge and the priority of parties' interests in the proceeds of the sale. Attorney advertising. Wellspring Capital is a boutique discretionary management service - with a portfolio positioned for high performance. Wellspring Capital Management Acquires Steele Solutions, Inc. 1991) (unpublished table decision). WELLSPRING CAPITAL MANAGEMENT, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management. Certain state securities regulatory authorities have similar exemptions based on . 90], Alexander E. Carles [Docket No. N.D.N.Y. Practices: Most of them do not even contain any concrete information about the proposed AcuSport purchase or the likelihood of the Borrowers' default. UniCourt uses cookies to improve your online experience, for more information please see our Privacy Policy. January 12, 2022 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. There are also no allegations concerning expenses. Discretionary portfolio management with a difference, Make your investment with Wellspring Capital Management. King County, 863 F. Supp.2d at 318. 112]. 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. Wellspring Capital Management Acquires Paragon Films Description. Id. PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. Christopher Dawson: 5 Fast Facts You Need to Know - Heavy Pentec Health Inc. Acquired by Wellspring Capital Management - PRWeb "); Terry v. Walker, 2006 WL 736861, at *5 (W.D. In Fall 2018, SportCo Holdings, Inc. (SportCo) was facing severe financial distress. The firm prefers to invest in the business services, industrial, packaging, healthcare services, restaurants . Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. Munich, German Mnchen, city, capital of Bavaria Land (state), southern Germany. 544(b). Federal Rule of Bankruptcy Procedure 7012(b) provides that Federal Rule of Civil Procedure 12(b) applies in adversary proceedings. Cancellation and Refund Policy, Privacy Policy, and Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . Wellspring Capital Management, LLC; Wellspring Cap. The Loan Agreements and the First and Second Amendments each contain a choice of law provision, providing that New York law applies. with actual intent . Another email stated, in part: "Gotta get your interest? Their most recent investment was on Jan 1, 2020, when Steele Solutions raised Wellspring Capital Management - Crunchbase 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. 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. These emails may be a lot of things, but negligent misrepresentations they are not. Prior results do not guarantee a similar outcome. The court stated: See Credit Alliance Corp. v. Arthur Anderson & Co., 65 N.Y.2d 536 (NY App. Ellett used $54,860,549.74 of the First Amendment loan proceeds to fund distributions to the Transferee Defendants. By continuing to use this website, you agree to UniCourts General Disclaimer, Terms of Service, 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. to hinder, delay, or defraud either present or future creditors." In support of this argument, the plaintiff cites a case from the United States District court for the District of Idaho, which was affirmed by the Ninth Circuit, as well as a case from the United States Bankruptcy Court for the Southern District of Texas, in which the court stated that 544(b) claims are unique "because they exist only to the extent of applicable state law," but then found, "Even so, such claims are not pendant state claims in federal bankruptcy cases, but are federal causes of action rooted in federal bankruptcy law and policy." Div. At Wellspring we pride ourselves on client service. At all times relevant to these claims, Wellspring Capital controlled (a) Wellspring Capital Partners Accordingly, Wellspring reinforces the importance of disinterested governance and arms length dealing in connection with the restructuring process. Particularly where negotiations may involve releases, indemnification, or similar provisions, be advised that the ever-present tendency for counterparties to exercise 20/20 hindsight is fully in effect. $46H$DrGHi`0I"DE$"J(aH! 91], F. Hewitt Grant [Docket No. v. Trimble Navigation Ltd., 484 F.3d 700, 705 (4th Cir. Shoe designer and creative Salehe Bembury takes us on a journey from his childhood growing up in Manhattan, to an invaluable degree in industrial design, to working with some of the biggest names in fashionbefore breaking off to make his own name. These emails can hardly be considered negligent misrepresentations. Probitas Partners acted as exclusive placement agent and Paul, Weiss, Rifkind, Wharton & Garrison LLP as legal counsel with respect to formation of Fund VI. 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. When it comes to helping companies that show promise, Wellspring Capital Management is overflowing with support. By teaming up with strong management, Wellspring is able to unlock underlying value and. Share Your Design Ideas, New JerseysMurphy Defends $10 Billion Rainy Day Fund as States Economy Slows, This Week in Crypto: Ukraine War, Marathon Digital, FTX. The plaintiff, Ronald J. Friedman, the trustee for the SportCo Creditors' Liquidation Trust, filed an omnibus response to the motions to dismiss [Docket No. 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. 8h`6$67Xn@,`& Wellspring targets investments with the following characteristics: 2020) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). articles a month for anyone to read, even non-subscribers! 92], Todd Boehly [Docket No. Casetext, Inc. and Casetext are not a law firm and do not provide legal advice. Revenue: $500 million to $1 billion (USD) Competitors: Unknown. What happened to Birchbox? | Retail Dive Marlow v. Oakland Gin Co. (In re The Julien Co.), 128 B.R. Bill Dawson is taking time off from his $2.2 billion private equity firm Wellspring Capital Management, which will investigate the claims of . Otherwise you cannot get paid." Wellspring Capital Partners VI Profile: Investments & Returns | PitchBook The defendants argue that as a subsequent creditor, Prospect is required to plead actual fraud, and the amended complaint fails to do so. D.S.C. Hiding negative complaints is only a Band-Aid. McDermott Will & Emery LLP > San Francisco > United States | The Legal If you want your business to survive, you need to understand your-self. 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 amended complaint is dismissed. Investment Philosophy; Target Investments; Portfolio 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. Wellspring CEO Bill Dawson is taking a leave of absence, the firm said Tuesday Last week a shocking lawsuit was filed against his son Christopher It claims he drugged and violently raped and. The February 20, 2018 stated, "You're [sic] economics are going down and the risk of chapter is going up. Wellspring Capital Management is a leading middle-market private equity firm headquartered in New York. at 321. Investment adviser | Wellspring Capital Management Ltd | M25 0FX 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. at 382. Id. View Videos. 89], Charles E. Walker, Jr. [Docket No. The Court does not have to decide whether Prospect is a preexisting or a subsequent creditor. Twitter Revenue, Earnings Fell About 40% in December, WSJ Says, John Malone andCharter Directors Agree to $87.5 Million Settlement, China E-Commerce Giant JD Set for $1.4 Billion Discount Spree, Between Rounds of Golf, Trumps Searching for the Perfect DeSantis Diss, Your Saturday UK Briefing: Sunak Chalks Up a Win as the Budget Looms, Harrods Shrugs Off Recession Fears as Rich Get Richer, FT Says, Wealthy NYC Family Feuds Over $258 Million Madison Avenue Sale, Tom Sizemore, 'Saving Private Ryan' Actor, Dies at 61, The Exhibit Reality TV Show PittingArtist Against ArtistIs No Masterpiece. "[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.'" A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. The firm's objective is to . ~p03ngx1Ai63*oP 4TP3Nt'xn0R8tJ'a7D2P6ILky6L;0;0SUNrtd t ";Qb[K-Ii 1g%\i) IZ3uAH0J40v0xt0v40Xt8 y CJ3t@y`$21kL We look forward to hearing from you. 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). A litigation trust formed through the SportCo bankruptcy then sued, among others, SportCos former directors and its equity sponsor. As with the plaintiffs assertions around disinterested governance, such allegations may (or may not) bear any semblance to the actual facts. We are taking this matter very seriously, and have launched an immediate internal investigation, Jeffrey Gould, Wellsprings head of marketing and investor relations, told investors last week in a note seen by Bloomberg News. See Francis v. Giacomelli, 588 F.3d 186, 192 (4th Cir. Wellspring Capital - Middle Market Private Equity Note: This site is for informational purposes only. 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." 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. The firm's objective is to bring partnership, experience and value creation to each investment. In 2008, Wellspring Capital, through its fund Wellspring Capital Partners, acquired Ellett. The. Id. 2021 by wellspring capital Management. Please Update this case to get latest docket information. 930 0 obj <>/Filter/FlateDecode/ID[<6781EE974E7B2C4D9274E8F359D28E60>]/Index[915 48]/Info 914 0 R/Length 80/Prev 600062/Root 916 0 R/Size 963/Type/XRef/W[1 2 1]>>stream The elements of a negligent misrepresentation claim under New York law are: The plaintiff also cites King County, Washington v. IKB Deutsche Industriebank, 863 F. Supp. You can review interesting Flipbooks on my site. The plaintiff does not dispute that the amended complaint does not plead actual fraud, and it clearly does not. 2021 by wellspring capital Management. PLEASE NOTE: A verification email will be sent to your address before you can access your trial. 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. & Loan Ass'n v. Hirschfeld, 476 N.Y.S.2d 292 (N.Y. App. Jan. 25, 2016) (alteration original). [Amended Complaint, 51]. Active, Closed, This describes the type of investor this organization is (e.g. 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. 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. 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. 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 . James brought a civil suit against Trump in September, alleging the Trump organization had fraudulently inflated the value of . Tenn. 1991); 11 U.S.C. ), Create custom alerts for specific article and case topics and, I took a free trial but didn't get a verification email. Antares Capital Supports Wellspring Capital Management's Acquisition of Wellspring brought its assets under management to more than $4.4 billion as of January 2018. . It identifies undervalued companies whose share price does not properly reflect the true value of the business. Crazy 8 was started in August 2007. & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. The firm prefers to invest through means of carveout, buyouts, add-on, public to private and growth capital. Less than a year later, the liquidation trustee sued Wellspring and related parties, alleging breaches of fiduciary duty of care and loyalty. (Bloomberg) -- 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 are taking this matter very seriously, and have launched an immediate internal investigation," Jeffrey Gould, Wellspring's head of marketing and investor . Wellspring Capital manages an investment portfolio of between 10 and 15 international stocks. Jan. 30, 2023). Importantly, however, the Wellspring court declined to dismiss the litigation trusts duty of loyalty claim, stating on a cursory basis that Drawing all inferences in favor of the Trustee, the Complaint contains sufficient allegations that the D&O Defendants breached their duty of loyalty regarding the Failed Out of Court Restructuring. Id. The Debtors in the bankruptcy cases, pending in the District of Delaware, are SportCo Holdings, Inc.; Ellett Brothers, LLC; United Sporting Company, Inc.; Bonitz Brothers, Inc.; Evans Sports, Inc.; Jerry's Sports, Inc.; Outdoor Sports Headquarters, Inc.; Quality Boxes, Inc.; and Simmons Guns Specialties, Inc. Lister v. NationsBank of Delaware, N.A., 329 S.C. 133, 143 (Ct. App. Why is this public record being published online? The Wellspring ruling was not appealed, nor has any trial occurred on this matter. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. Wellspring Capital Exits Strategic Investment in Great Lakes Caring Ripoff Report | scalp-med complaints, reviews, scams, lawsuits and Designed By, https://www.wellspringcapital.co.uk/disclaimer. To this end, Wellspring reinforces two key principles in particular: We encourage you to contact your Ropes & Gray team to discuss these matters more fully. 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"). 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." 2008) (citing Southmark Corp. v. Crescent Heights VI, Inc. (In re Southmark Corp.), 95 F.3d 53, 53, n.7 (5th Cir. It is not intended as and should not be construed as financial, investment, tax, legal, regulatory, or other advice. Designed By BM Designs. 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. Id. 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 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. 101 (32). The plaintiff's first and second causes of action are based on 11 U.S.C. Founded in 1995, Wellspring invests anywhere . The Court addresses in this order only those arguments that clearly mandate dismissal. 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 buys PE-backed Center for Diagnostic Imaging 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. Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. . The principal and lead portfolio manager at Wellspring Capital is Avrohom Neumann. Corp. v. Twombly, 550 U.S. 544, 555 (2007)). 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. California Weighs $360,000 in Reparations to Eligible Black Residents. The first and second causes of action are dismissed. It is Bavaria's largest city and the third largest city in Germany (after Berlin and Hamburg). After the defendants filed replies, the Court held a hearing on June 18, 2020. At the conclusion of the hearing, the Court took the motions under advisement. Under certain conditions, section 548 allows the avoidance of a transfer made within two years of the date of the filing of the bankruptcy petition. 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. your most valuable capital, your ultimate resource. SEC / JURISDICTION. The Wellspring court dismissed the litigation trusts claim for breach of the fiduciary duty of care, holding that it was not adequately pled. pursue new growth opportunities through strategic initiatives, operating improvements and add-on acquisitions. Wall Street tycoon takes leave of absence after lawsuit claims his son Try our Advanced Search for more refined results. In considering whether to grant a motion to dismiss under Rule 12(b)(6), the court may take judicial notice of matters of public record and may consider documents attached to the complaint and the motion to dismiss, "so long as they are integral to the complaint and authentic." 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." 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? 2005)). Wellspring Capital Management is a leading private equity firm headquartered in New York. Ellett achieved high sales and revenues and had significant operations until sometime in 2016, when its profits began to decrease. Wellspring Capital Management is a leading private equity firm headquartered in New York. Limited partners include leading pension funds, endowments, fund of funds and family offices from the U.S., Europe and Asia. 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. The plaintiff's third cause of action, for negligent misrepresentation against defendants Wellspring Capital, Mr. Carles, and Mr. Johnson, must also be dismissed. A former employee of Wellspring Capital Management filed a lawsuit in a New York Thursday alleging that the CEO's son, Christopher Dawson, drugged and repeatedly raped her one night in the. Todd Boehly filed a joinder to the Wellspring Defendants' motion to dismiss. Our tight-knit culture enables transparent oversight and a streamlined decision-making process. Wellspring Capital Management is a leading private equity firm headquartered in New York. Your livelihoodand your sanitydepend . [Amended Complaint, 93].