Sec'y of State for Def. Bill Dawson is taking time off from his $2.2 billion private equity firm Wellspring Capital Management, which will investigate the claims of . Todd Boehly filed a joinder to the Wellspring Defendants' motion to dismiss. The defendants' motions rely on Federal Rule of Civil Procedure 12(b)(6). 1991) (unpublished table decision). Try our Advanced Search for more refined results. 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. Under either New York or South Carolina law, the plaintiff's third cause of action for negligent misrepresentation fails to state a claim for which relief can be granted. The defendants argue that this cause of action must be dismissed because the alleged misrepresentations were forward-looking statements and opinions; therefore, they are not actionable and cannot form the basis for a negligent misrepresentation cause of action. 2009). Wellspring Capital Management prevailed in the sponsor-driven process for Center for Diagnostic Imaging, the country's largest private . See Silvercreek Mgmt., Inc. v. Citigroup, Inc., 346 F. Supp. 1996)). Flipbooks. hXO8WtVH,~W"I/ {;N7'0HAA0%`Ih5L!p! 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. SEC / JURISDICTION. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . The defendants' remaining arguments need not be addressed. Innovative Custom Brands, Inc. v. Minor, 2016 WL 308805, at *2 (S.D.N.Y. 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. 24. e""8*&B 112]. 2007) (citations omitted). 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 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. @S1 $82N+ZJ | However, the Court has the discretion to sua sponte dismiss a complaint pursuant to Fed. 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. Finally, in West Side Fed. Crazy 8 was started in August 2007. Adversary Proceeding No. 19-80071-DD (Bankr. Using a sophisticated network of for-profits, shell corporations, and consultancies, Wellspring has poured out an incredible $1.1 billion into nonprofits, most of which is hidden from prying eyes in donor-advised funds. 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. The Loan Agreements and the First and Second Amendments each contain a choice of law provision, providing that New York law applies. 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. In June 2017, Gymboree announced it was filing for Chapter 11 bankruptcy protection. It is Bavaria's largest city and the third largest city in Germany (after Berlin and Hamburg). It identifies undervalued companies whose share price does not properly reflect the true value of the business. The plaintiff's first and second causes of action are based on 11 U.S.C. 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. 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"). Posted By: Imright , 3/3/2023 9:31:52 PM. 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. [Amended Complaint, 49]. Sounds like a tidy deal at year end [2017] made a lot of sense." Wellspring Capital Management is an American private equity firm focused on leveraged buyout investments in middle-market companies across a range of industries. Practices: Div. January 12, 2022 Fax: 877 376-7003. Private equity firm Wellspring Capital Management LLC on Friday hit a slew of its insurers with a suit in New York state court alleging they must defend it against claims that it plundered . Investment Philosophy; Target Investments; Portfolio 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. articles a month for anyone to read, even non-subscribers! 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. 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. [Amended Complaint, 31]. %PDF-1.5 % Reputation Management. 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 company will explode Rich!" Business Restructuring, Wellspring Capital Management is a leading private equity firm headquartered in New York. Marlow v. Oakland Gin Co. (In re The Julien Co.), 128 B.R. R. Civ. In the legal profession, information is the key to success. Private equity firm Wellspring Capital Management has acquired Caring Brands International, parent company of home health and hospice franchise company Interim Healthcare, for an undisclosed amount. We work with successful motivated individuals to help them achieve their investment and wealth management objectives. However, the garage actually had only 402 parking spaces. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . Wellspring Capital Management is a middle-market private equity financing firm. About Wellspring Capital Management Wellspring Capital Management is a leading private equity firm headquartered in New York. From October 2017 to April 2018, Mr. Carles and Mr. Johnson sent numerous emails to representatives of Prospect, attempting to induce Prospect to agree to forego exercising its rights in the event of a default. See Francis v. Giacomelli, 588 F.3d 186, 192 (4th Cir. Angel, Fund of Funds, Venture Capital), This describes the stage of investments made by this organization (e.g. The Court does not have to decide whether Prospect is a preexisting or a subsequent creditor. 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. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. Salaries posted anonymously by Wellspring Capital Management employees. This approach has historically delivered returns well above inflation Our clients The court must construe the allegations in the complaint in the light most favorable to the plaintiff. The Wellspring court dismissed the litigation trusts claim for breach of the fiduciary duty of care, holding that it was not adequately pled. The middle-market private equity firm invests in companies with strong business . 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). We look forward to hearing from you. Id. at 358. This approach has historically delivered returns well above inflation. From reading the Financial Times at school to managing his first portfolio at just 18, he has built Wellspring Capital into a nationwide wealth management boutique. your most valuable capital, your ultimate resource. 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. Therefore, a finding that Prospect is a subsequent creditor would require dismissal of the first and second causes of action. 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. 2022 Wellspring Capital Management Group LLC |. 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. The amended complaint contains no allegations that either Ellett, with respect to the first cause of action, or SportCo, with respect to the second cause of action, was insolvent at the time of the distributions or became, at the time of the transfers, insolvent as a result of the transfers. 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. WELLSPRING CAPITAL MANAGEMENT LIMITED is registered in England and Wales under Company Number 12429146, PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. ), Create custom alerts for specific article and case topics and, I took a free trial but didn't get a verification email. The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. Contribute to chinapedia/wikipedia.en development by creating an account on GitHub. Ellett achieved high sales and revenues and had significant operations until sometime in 2016, when its profits began to decrease. .JFY+h!Hkw;s"$ 4AuF~!D =j]4z*g7i>B 1NEDm @@,!ptz"Br}-rh>wI }9.&>5/n2n/OefX Wellspring brought its assets under management to more than $4.4 billion as of January 2018. Less than a year later, the liquidation trustee sued Wellspring and related parties, alleging breaches of fiduciary duty of care and loyalty. 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. You can review interesting Flipbooks on my site. 915 0 obj <> endobj Brought up in a family enjoying long-term success in real estate investment, Avrohom instead turned to the stock market. 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. They are not actionable. Bloomberg View columnist Barry Ritholtz looks at the people and ideas that shape markets, investing and business. (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 . 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. 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 . 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. The plaintiff, Ronald J. Friedman, the trustee for the SportCo Creditors' Liquidation Trust, filed an omnibus response to the motions to dismiss [Docket No. Id. 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. & Loan Ass'n v. Hirschfeld, 476 N.Y.S.2d 292 (N.Y. App. 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 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. 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. Id. The Company specializes in private companies buyouts, acquisitions of divisions and subsidiaries of public companies, and going . It is not intended as and should not be construed as financial, investment, tax, legal, regulatory, or other advice. The Court also notes that, setting the other factors aside, given the extreme nature of the urgent tone of these emails, and the highly sophisticated status of Prospect, Prospect satisfying the justifiable reliance element of a negligent misrepresentation claim is questionable, at best. The Court further notes that here, section 548 is not available to the plaintiff due to the timing of the transfers and the bankruptcy filings. View contacts for Wellspring Capital Management to access new leads and connect with decision-makers. At Wellspring we pride ourselves on client service. New York law prohibits both actual and constructive fraudulent conveyances. 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. For example, the October 27, 2017 email stated, "The only way to optimize is to merge with Acusport." The defendants filed separate motions. Law360 takes your privacy seriously. An outside law firm will assist with the probe to determine the validity of these reports, which allege behavior that is not only shocking but completely inconsistent with our corporate values and standards., Family calls complaint pure fiction intended as a shakedown, Dawson steps away from firm to spend time with his family. PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. Revenue: $500 million to $1 billion (USD) Competitors: Unknown. Probitas Partners acted as exclusive placement agent and Paul, Weiss, Rifkind, Wharton & Garrison LLP as legal counsel with respect to formation of Fund VI. 2021 by wellspring capital Management. Mr. Friedman was substituted as the plaintiff on January 10, 2020. 19.)1. Wellspring Capital is a boutique discretionary management service - with a portfolio positioned for high performance. *aUQBT&1#J$8Q)=WE9M'v1s_)GG+.kbN;yELi.UD1N{f'u$y`'GCJfS;4yXwbW${%^tcxG2}+/P@U `a$b6? Va. June 8, 2011) (acknowledging that Maryland law is not clear regarding whether a fraudulent conveyance action sounds in tort, but concluding that "given that the gravamen of the fraudulent conveyance claim is the wrongfulness of the conveyance and the injury to the creditor, rather than balancing equities or fairness, it is appropriate to conclude that fraudulent conveyance claims sound in tort. Certain state securities regulatory authorities have similar exemptions based on . By Zachary Zagger (July 31, 2020, 9:56 PM EDT) -- Private equity firm Wellspring Capital Management LLC on Friday hit a slew of its insurers with a suit in New York state court alleging they must defend it against claims that it plundered millions of dollars from gun seller United Sporting Cos. Inc., which blamed its bankruptcy on Donald Trump's win in the 2016 election. Access to case data within articles (numbers, filings, courts, nature of suit, and more. 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." 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. 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. Alexander Carles' and Bradley Johnson's arguments are limited to the negligent misrepresentation cause of action, the only cause of action asserted against them. A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. 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. 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. You can help Wikipedia by expanding it. 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. It is not unusual for an entity facing distress to engage with their stakeholders and to negotiate any number of transaction alternatives and terms. 0 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. 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, LLC; Wellspring Cap. Please see our Privacy Policy. Type: Company - Private. The December 26, 2017 email stated, "So you will waive [your interest payments]. In re Merritt Dredging Co., Inc., 839 F.2d 203, 205 (4th Cir. On May 3, 2018, SportCo agreed to acquire AcuSport's assets in bankruptcy for $7 million. Most of them do not even contain any concrete information about the proposed AcuSport purchase or the likelihood of the Borrowers' default. $46H$DrGHi`0I"DE$"J(aH! The plaintiff responds that the statements relate to presently existing facts and that opinions are actionable in a negligence context. Many of the facts underlying the Wellspring decision are neither unique nor unusual. The District Court discussed the South Carolina Supreme Court's decision in Sheldon v. Blauvelt, 29 S.C. 453 (1888). 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. 92], Todd Boehly [Docket No. Tenn. 1991); 11 U.S.C. 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. In considering what choice of law provisions to apply, the Fourth Circuit stated: The Court notes that there is a specific fraudulent conveyance section of the Bankruptcy Code. 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. Later emails berate Prospect's representative for failing to agree to the AcuSport purchase more quickly. Id. The amended complaint is dismissed. A second amendment to the Loan Agreements (the "Second Amendment") was executed on September 30, 2014. Fed. See Sheehan v. Saoud, 650 Fed. Ashmore for Wilson v. Dodds, 262 F. Supp. Defendant Wellspring Capital Management LLC is a Delaware limited liability company with its principal place of business at 390 Park Avenue, New York, New York 10022. Industry: Investment & Asset Management. San Francisco Bay Area, Silicon Valley), Operating Status of Organization e.g. W.D. 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. Federal Rule of Bankruptcy Procedure 7012(b) provides that Federal Rule of Civil Procedure 12(b) applies in adversary proceedings. 2021 by wellspring capital Management. The defendants argue that as a subsequent creditor, Prospect is required to plead actual fraud, and the amended complaint fails to do so. Aug. 27, 2020). hb```e``jb`a`\ @1V h`2q:lp10qfaqB,X3s10iH(^t1 Wellspring has one of the best track records in middle-market private equity; its people, capital and reputation bring certainty to transactions.
Paige Desorbo Justin Anderson,
Risk Of Rain 2 Legendary Tier List,
Superbad Home Ec Teacher Actor,
Csu Stanislaus Graduation Stole,
Articles W