They are not actionable. Therefore, the plaintiff argues that he is only required to establish constructive fraud. They were not statements of presently existing fact. 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. Sec'y of State for Def. The firm's objective is to bring partnership, experience and value creation to each investment. See Scheidelman v. Henderson (In re Henderson), 423 B.R. The plaintiff, however, asserts that federal conflict of law principles should govern what state's law applies in this case, because "[a] claim under 544(b) incorporates 'applicable law,' but it is a claim under federal law with a substantive federal law recovery scheme." Public Records Policy. v. Trimble Navigation Ltd., 484 F.3d 700, 705 (4th Cir. We look forward to hearing from you. The parties disagree on what law should applyfederal or state, and further if state law applies, New York or South Carolina. 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. 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. 1984) for the proposition that under New York law, opinions are actionable in a negligence context. 2021 by wellspring capital Management. 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. [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]. If you do not agree with these terms, then do not use our website and/or services. Jan. 25, 2016) (alteration original). For the reasons set forth above, the first, second, and third causes of action set forth in the plaintiff's amended complaint fail to state claims for which relief can be granted. Id. Revenue: $500 million to $1 billion (USD) Competitors: Unknown. 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 Certain state securities regulatory authorities have similar exemptions based on . These are high quality companies, essential to the national, regional, or global economy but whose fundamental qualities are underappreciated and undervalued by the market. New York law requires insolvency at the time of the transfer, and South Carolina law requires insolvency both at the time of the transfer, and at the time the creditor seeks to collect the debt. The Wellspring Defendants asserted all of these arguments and also asserted failure to state a claim under section 550 against certain defendants. 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. 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. Id. [Amended Complaint, 93]. A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. N.D.N.Y. 2100 Geng Road, Suite 210 Palo Alto, CA 94303. 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. Wellsprings objective is to bring partnership, experience and value creation to each investment. NEW YORK, Jan. 10, 2018 /PRNewswire/ -- Wellspring Capital Management LLC ("Wellspring") today announced the successful closing of Wellspring Capital Partners VI L.P. ("Fund VI") with capital commitments totaling the hard cap of $1.415 billion. (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 . All rights reserved. Its success is based on a portfolio that, since inception in 2014, has delivered double digit returns on an annualised basis. 2008) (citing Southmark Corp. v. Crescent Heights VI, Inc. (In re Southmark Corp.), 95 F.3d 53, 53, n.7 (5th Cir. Wellspring Capital Management is a leading private equity firm headquartered in New York. In re Merritt Dredging Co., Inc., 839 F.2d 203, 205 (4th Cir. Our returning and new limited partners share our belief in the unique value proposition that Wellspring brings to the investment process, with our focus on strategic partnership and tailored approach to each investment. Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. 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. In Sheldon, the defendant, a New York citizen, assigned some personal property to Mr. Dickinson. Whether youre building capital for your family, retirement or other life goals, we can help you with our high conviction and disciplined investment style. The December 26, 2017 email stated, "So you will waive [your interest payments]. The court stated: See Credit Alliance Corp. v. Arthur Anderson & Co., 65 N.Y.2d 536 (NY App. Id. Martin Davis, 72; Created Modern Paramount, "Financial Firm Wellspring Capital to Take Penthouse at 605 Third Avenue", "Wellspring Capital Management taps $1.45bn Fund VI for Cadence Petroleum Group buyout", "SupplyOne Acquires Fellow Packaging Distributor Romanow Container", "Healthcare & Life Sciences Private Equity Deal Tracker: Wellspring Acquires Pentec Health", https://en.wikipedia.org/w/index.php?title=Wellspring_Capital_Management&oldid=1118006247, This page was last edited on 24 October 2022, at 18:15. Flipbooks. Practices: The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. See Sheehan v. Saoud, 650 Fed. Many of the facts underlying the Wellspring decision are neither unique nor unusual. The plaintiff's first and second causes of action are based on 11 U.S.C. The issue in Merritt Dredging was the sale of a barge and the priority of parties' interests in the proceeds of the sale. Fax: 877 376-7003. . Try our Advanced Search for more refined results. 2005)). 85]. There are no allegations in the amended complaint that the debtors' liabilities exceeded their assets at the time of the transfers. Time to Read: 6 minutes Asia Pacific; EMEA; Latin America; UK Solicitors; UK Bar; United States THE RISK OF LOSS IN TRADING COMMODITY INTERESTS CAN BE SUBSTANTIAL. This matter is before the Court on motions to dismiss filed by the defendants Wellspring Capital Management, LLC ("Wellspring Capital"), Wellspring Capital Partners IV, L.P. ("Wellspring Capital Partners"), WCM Genpar IV, L.P., WCM Genpar IV GP, LLC (collectively, the "Wellspring Defendants") [Docket No. Wellspring has the flexibility to complete transactions ranging from $100 million to as much as $1.5 billion in total value in a wide range of industries. The defendants' motions rely on Federal Rule of Civil Procedure 12(b)(6). For the reasons set forth below, under the law of either state, the plaintiff's first and second causes of action must be dismissed. The United States District Court for the District of South Carolina found in a fraudulent conveyance case, relying on Terry v. Walker, that South Carolina conflict of law rules should apply to determine the applicable substantive law. The defendants' remaining arguments need not be addressed. It is Bavaria's largest city and the third largest city in Germany (after Berlin and Hamburg). Wellspring has one of the best track records in middle-market private equity; its people, capital and reputation bring certainty to transactions. 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. Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital. EFFECTIVE DATE; SEC: Terminated: 3/2/2007: Over the past 20 years, Wellspring has invested in over 35 platform investments across . WELLSPRING CAPITAL MANAGEMENT ( CRD # 135455/SEC#:801-64341 ) WELLSPRING CAPITAL MANAGEMENT, WELLSPRING CAPITAL MANAGEMENT, INC. View latest Form ADV filed Part 2 Brochures. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . Wellspring Capital Management is a leading private equity firm headquartered in New York. Wellspring, 2021 WL 4823513, at *10. Wellspring targets investments with the following characteristics: 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. at 321. Crazy 8 was started in August 2007. 962 0 obj <>stream The court considered whether inaccurate credit ratings can form the basis for a negligent misrepresentation claim. 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. [Amended Complaint, 57]. 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. 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. [Amended Complaint, 49]. hb```e``jb`a`\ @1V h`2q:lp10qfaqB,X3s10iH(^t1 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. In June 2017, Gymboree announced it was filing for Chapter 11 bankruptcy protection. 1994)). 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. 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. Oct. 14, 2021) (Stickles, J.) %%EOF Investors in its most recent fund include the Washington State Retirement System, Minnesota State Board of Investment, Connecticut Retirement Plans & Trust Funds, Kansas Public Employees' Retirement The Court does not have to decide whether Prospect is a preexisting or a subsequent creditor. David Westin speaks with top names in finance about the week's biggest issues on Wall Street. These facts, as recited in the complaint, are taken as true for purposes of the motions to dismiss. SEC / JURISDICTION. D.S.C. CDI's smaller Atlanta peer said to weigh sale in '18. We have interesting videos for you to watch on my site. Wellspring has earned the reputation as a trusted, reliable partner and is often the preferred partner of a portfolio companys senior management team. 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. 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. 1985). [Amended Complaint, 54]. 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. 2d 520, 529 n.14 (E.D. King County, 863 F. Supp.2d at 318. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. The court considered whether the plaintiff had proved the tort of innocent misrepresentation. Tenn. 1991); 11 U.S.C. 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. 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. 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. Wellspring Capital manages an investment portfolio of between 10 and 15 international stocks. Environmental, Social and Governance (ESG), HVAC (Heating, Ventilation and Air-Conditioning), Machine Tools, Metalworking and Metallurgy, Aboriginal, First Nations & Native American. At Wellspring we pride ourselves on client service. This approach has historically delivered returns well above inflation. In an email obtained by . %PDF-1.5 % Accordingly, Wellspring reinforces the importance of disinterested governance and arms length dealing in connection with the restructuring process. 2022 Wellspring Capital Management Group LLC |. Wellspring Capital, through defendants Mr. Carles and Mr. Johnson, allegedly represented to Prospect that: (1) Ellett could purchase assets of AcuSport for $14.8 million; (2) the purchase would result in the Debtors' capturing 20% to 30% of AcuSport sales; (3) the Debtors could acquire $14 million of AcuSport inventory at a substantial discount; and (4) Ellett would immediately realize a $7 million profit on the sale of the inventory acquired in the purchase. July 5, 2017). 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. Id. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through six private equity funds. The adviser's REGISTRATION status is listed below. Wellspring Capital Management, LLC; Wellspring Cap. A finding that Prospect is a preexisting creditor compels the same result. at 382. 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. Ellett used $54,860,549.74 of the First Amendment loan proceeds to fund distributions to the Transferee Defendants. 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. There are also no allegations concerning expenses. 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 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. v. Holmes (In re Holmes), 610 B.R. If you want your business to survive, you need to understand your-self. F. Hewitt Grant asserted the lack of a triggering creditor due to Prospect Capital Corporation's knowing participation in the transfers and failure to state a claim under New York law due to lack of insolvency and under South Carolina law due to failure to plead actual fraud. 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. Amazon Pauses Construction on Second Headquarters in Virginia as It Cuts Jobs, Amazon Is Closing Its Cashierless Stores in NYC, San Francisco and Seattle, iPhone Maker Plans $700 Million India Plant in Shift From China, Stock Traders Are Ignoring Blaring Bond Alarms, S&P 500 Notches Best Week Since Late January: Markets Wrap. & Loan Ass'n v. Hirschfeld, 476 N.Y.S.2d 292 (N.Y. App. As part of the debt management process, it said it would close 375 of its 1,300 stores. Further, if the statement is solely a speculative prediction about some potential business venture or course of action being contemplated, it is not actionable. This approach has historically delivered returns well above inflation Our clients This article about a private equity or venture capital firm based in the United States is a stub. 987, 999-1000 (Bankr. 22-2003, 2023 WL 1098189 (3d Cir. The firm's objective is to bring partnership, experience and value creation to each investment. 609, 614 (Bankr. The Uniform Commercial Code defines insolvency as the inability to pay debts in the ordinary course or when they come due, while the Bankruptcy Code defines insolvency as debts exceeding assets. We charge a minimal base fee and the rest is performance fees we generate for clients and not on the amount of capital clients allocate. The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. The plaintiff, Ronald J. Friedman, the trustee for the SportCo Creditors' Liquidation Trust, filed an omnibus response to the motions to dismiss [Docket No. Will His AI Plans Be Any Different? 2010); Saifullah v. Johnson, 948 F.2d 1282, at *1 (4th Cir. 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. The defendants filed separate motions. Id. The defendants asserted common arguments in support of dismissal, but all arguments made in support of dismissal were not asserted by each defendant. We look forward to carrying forward that vision and continuing our success in the years ahead.". W.D. The defendants argue that Prospect is a subsequent creditor, because it had knowledge of and approved of the distributions prior to them being completed. New York law prohibits both actual and constructive fraudulent conveyances. In King County, the court considered suits by investors seeking to recover losses incurred after the collapse of a structured investment vehicle. 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. D. Del. [cV3ljHkT/bx @A,20p1 ks It featured lower-priced clothing and was Gymboree's direct competitor for The Children's Place and Old Navy.. Haynsworth Sinkler Boyd, P.A. The Partners of Wellspring constitute a long-tenured team, having worked together an average of 15 years over three funds. 2009). Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital.
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