wellspring capital management lawsuit

The origins of Wellspring Philanthropic Fund are shrouded. Wellspring Capital Management, LLC; Wellspring Cap. THE RISK OF LOSS IN TRADING COMMODITY INTERESTS CAN BE SUBSTANTIAL. 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. Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. 22-2003, 2023 WL 1098189 (3d Cir. July 5, 2017). SaaS, Android, Cloud Computing, Medical Device), Where the organization is headquartered (e.g. Wellspring brought its assets under management to more than $4.4 billion as of January 2018. Wellspring Capital Management is a leading private equity firm headquartered in New York. $46H$DrGHi`0I"DE$"J(aH! They were not statements of presently existing fact. 1991) (unpublished table decision). 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. 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. 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. View Videos. 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. Since its founding in 1995, Wellspring has raised over $4.0 billion of initial capital commitments through . Bill Dawson is taking time off from his $2.2 billion private equity firm Wellspring Capital Management, which will investigate the claims of Dawson's threats, according to an internal memo. 2007) (citations omitted). Designed By BM Designs. Asia Pacific; EMEA; Latin America; UK Solicitors; UK Bar; United States Id. Therefore, a finding that Prospect is a subsequent creditor would require dismissal of the first and second causes of action. The first and second causes of action are dismissed. However, the Court has the discretion to sua sponte dismiss a complaint pursuant to Fed. Wellspring Capital Management is a mega-sized private equity firm that focused on a variety of transaction situations. Wellspring Capital Management, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management. Id. 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. 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." 2100 Geng Road, Suite 210 Palo Alto, CA 94303. 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. 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 defendant represented to the plaintiff, and to an appraiser who performed an appraisal of the garage, that the parking garage had 500 parking spaces. 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 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. Wellspring, founded in 1995, has raised more than $4 billion of capital commitments through six private equity funds, according to its website. 0 at 382. Description. Certain state securities regulatory authorities have similar exemptions based on . The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. It identifies undervalued companies whose share price does not properly reflect the true value of the business. The court stated: See Credit Alliance Corp. v. Arthur Anderson & Co., 65 N.Y.2d 536 (NY App. 1994)). As with the plaintiffs assertions around disinterested governance, such allegations may (or may not) bear any semblance to the actual facts. On December 31, 2018, the Borrowers defaulted on their obligations under the Loan Agreements and the Amendments. Reputation Management. & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. 609, 614 (Bankr. 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. The defendants asserted common arguments in support of dismissal, but all arguments made in support of dismissal were not asserted by each defendant. W.D. Wellspring, 2021 WL 4823513, at *10. We work with successful motivated individuals to help them achieve their investment and wealth management objectives. 89], Charles E. Walker, Jr. [Docket No. 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. ~p03ngx1Ai63*oP 4TP3Nt'xn0R8tJ'a7D2P6ILky6L;0;0SUNrtd t ";Qb[K-Ii 1g%\i) IZ3uAH0J40v0xt0v40Xt8 y CJ3t@y`$21kL [Amended Complaint, 31]. 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. In re Merritt Dredging Co., Inc., 839 F.2d 203, 205 (4th Cir. 91], Andrew Kupchik [Docket No. See Sheehan v. Saoud, 650 Fed. The plaintiff responds that Prospect is a preexisting creditor because the distributions were not made until after Prospect became a creditor when the Loan Agreements and the Amendments were signed. 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. 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. Tenn. 1991); 11 U.S.C. 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. 544 and 550 and S.C. Code 27-23-10; and (3) negligent misrepresentations against Wellspring Capital, Mr. Carles, and Mr. Johnson. A second amendment to the Loan Agreements (the "Second Amendment") was executed on September 30, 2014. [Amended Complaint, 32]. 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. Casetext, Inc. and Casetext are not a law firm and do not provide legal advice. These facts, as recited in the complaint, are taken as true for purposes of the motions to dismiss. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . Similarly, Merritt Dredging suggests that federal law would apply to a section 548 cause of action, but that state law should apply to fraudulent conveyance claims based on state law. Salaries posted anonymously by Wellspring Capital Management employees. 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. 85]. 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. Use tab to navigate through the menu items. At Wellspring we pride ourselves on client service. When it comes to helping companies that show promise, Wellspring Capital Management is overflowing with support. Wellspring Capital Management is a middle-market private equity firm that has approximately $2 billion of private equity. "); Terry v. Walker, 2006 WL 736861, at *5 (W.D. Id. 2008) (citing Southmark Corp. v. Crescent Heights VI, Inc. (In re Southmark Corp.), 95 F.3d 53, 53, n.7 (5th Cir. 1988) (adopting rule from Klaxon Co. v. Stentor Electric Manufacturing Co., 313 U.S. 487 (1941) stating that a federal court sitting in diversity should apply the choice of law rules of the state in which it sits). Haynsworth Sinkler Boyd, P.A. 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. As a result, the defendants argue, it would be unjust for Prospect to now be able to avoid the distributions. The firm prefers to invest in the business services, industrial, packaging, healthcare services, restaurants . Defendant Bernard Ziomek is in default in this matter. Phone: 650 729-8626. Wellspring Capital Management is a leading private equity firm headquartered in New York. This approach has historically delivered returns well above inflation Our clients The plaintiff, Ronald J. Friedman, the trustee for the SportCo Creditors' Liquidation Trust, filed an omnibus response to the motions to dismiss [Docket No. at 382. Instead, they may form the basis for a negligent misrepresentation claim if the party making the misrepresentation possesses some special expertise (by way of his job title or position, for example), or has some special knowledge about the particular fact that is allegedly misrepresented. See Francis v. Giacomelli, 588 F.3d 186, 192 (4th Cir. 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 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. This article about a private equity or venture capital firm based in the United States is a stub. Lister v. NationsBank of Delaware, N.A., 329 S.C. 133, 143 (Ct. App. The defendants' motions to dismiss are granted. Revenue: $500 million to $1 billion (USD) Competitors: Unknown. Wellspring also rejected in cursory fashion the defendants argument that it is not necessarily a breach . e""8*&B 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. Wellspring Capital Management is a leading private equity firm headquartered in New York. 962 0 obj <>stream The basic complaint is that Wellspring directors put self-interests above those of the company and its creditors. 2d 317 (S.D.N.Y. Finally, one place to get all the court documents we need. 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. In King County, the court considered suits by investors seeking to recover losses incurred after the collapse of a structured investment vehicle. Public Records Policy. 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. 23, 2006) (stating that some courts characterize fraudulent conveyance actions as tort actions, while others characterize them as matters in equity). After all, corporate decisionmakers are often tasked with choosing a path where outcomes are at best uncertain. Consumers want to see how a business took care of business. & Loan Ass'n v. Hirschfeld, 476 N.Y.S.2d 292 (N.Y. App. Alexander Carles' and Bradley Johnson's arguments are limited to the negligent misrepresentation cause of action, the only cause of action asserted against them. 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." Sav. from 8 AM - 9 PM ET. A former Wellspring Capital Management employee filed a lawsuit against the son of Wellspring chief executive Bill Dawson, alleging that he raped her and that Bill Dawson threatened to. 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. At the conclusion of the hearing, the Court took the motions under advisement. 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. to hinder, delay, or defraud either present or future creditors." These emails can hardly be considered negligent misrepresentations. 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. 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. Corp. v. Twombly, 550 U.S. 544, 555 (2007)). Id. If you want your business to survive, you need to understand your-self. 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? Crazy 8 was started in August 2007. 2020) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). 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. your most valuable capital, your ultimate resource. These are high quality companies, essential to the national, regional, or global economy but whose fundamental qualities are underappreciated and undervalued by the market. 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. The amended complaint is dismissed. View contacts for Wellspring Capital Management to access new leads and connect with decision-makers. 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. This is the best way to manage and repair your business reputation. Wellspring Capital is a boutique discretionary management service - with a portfolio positioned for high performance. 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. 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. For purposes of South Carolina law, the parties disagree whether Prospect was a preexisting creditor or a subsequent creditor. "[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.'" Wellspring Capital manages an investment portfolio of between 10 and 15 international stocks. 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. 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. These all relate to a proposed business transactionthe purchase by Ellett of AcuSport. 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." 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. 1997) (citing Bannister v. Hertz Corp., 316 S.C. 513 (Ct. App. [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]. You can review interesting Flipbooks on my site. Id. Ellett used $54,860,549.74 of the First Amendment loan proceeds to fund distributions to the Transferee Defendants. Your livelihoodand your sanitydepend . The defendants argue that New York law should apply, first, because the Loan Agreements and the First and Second Amendments contain choice of law provisions stating that New York law will apply and second, because South Carolina choice of law analysis dictates that New York law should apply. @S1 $82N+ZJ | 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. Type: Company - Private. 3d 473, 506 (S.D.N.Y. Additionally, the plaintiff argues that the third element of New York's third-party beneficiary test is not met because there is no express intent in the Loan Agreements or the Amendments to compensate the defendants in the event the distributions were not paid and in fact, the Loan Agreement indicates the opposite by virtue of the inurement clause found in Section 13.1. By continuing to use this website, you agree to UniCourts General Disclaimer, Terms of Service, 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. WELLSPRING CAPITAL MANAGEMENT LIMITED is registered in England and Wales under Company Number 12429146, PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. Over the past 20 years, Wellspring has invested in over 35 platform investments across . Financial terms of the transaction were not disclosed. Accordingly, SportCo began negotiations with certain of its lenders around a potential restructuring transaction. 2010); Saifullah v. Johnson, 948 F.2d 1282, at *1 (4th Cir. Posted By: Imright , 3/3/2023 9:31:52 PM. Sec'y of State for Def. Federal Rule of Bankruptcy Procedure 7012(b) provides that Federal Rule of Civil Procedure 12(b) applies in adversary proceedings. 541, 546 (Bankr. The Wellspring court dismissed the litigation trusts claim for breach of the fiduciary duty of care, holding that it was not adequately pled. Bill Dawson is taking time off from his $2.2 billion private equity firm Wellspring Capital Management, which will investigate the claims of . at *3 (quoting In re Sharp Int'l Corp., 403 F.3d 43, 53 (2d Cir. 112]. The. Aug. 27, 2020). 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. . Make your practice more effective and efficient with Casetexts legal research suite. 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. 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. with actual intent . The parties disagree on what law should applyfederal or state, and further if state law applies, New York or South Carolina. Id. 598, 614 (Bankr. The plaintiff does not dispute that the amended complaint does not plead actual fraud, and it clearly does not. 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. 24. We look forward to carrying forward that vision and continuing our success in the years ahead.". [Amended Complaint, 51]. Id. Otherwise you cannot get paid." 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. UniCourt uses cookies to improve your online experience, for more information please see our Privacy Policy. 1985). Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through six private equity funds. We look forward to hearing from you. The Wellspring Defendants asserted all of these arguments and also asserted failure to state a claim under section 550 against certain defendants. In Fall 2018, SportCo Holdings, Inc. (SportCo) was facing severe financial distress. The plaintiff's first and second causes of action are based on 11 U.S.C. Attorney advertising. Wellspring Capital Management is a leading private equity firm headquartered in New York. 2005)). Wellspring has earned the reputation as a trusted, reliable partner and is often the preferred partner of a portfolio companys senior management team. 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 firm prefers to invest through means of carveout, buyouts, add-on, public to private and growth capital. Wellspring Capital Management prevailed in the sponsor-driven process for Center for Diagnostic Imaging, the country's largest private . 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. Designed By, https://www.wellspringcapital.co.uk/disclaimer. The courts analysis of the duty of loyalty claim can be fairly characterized as limited, consisting of four short paragraphs that largely restate or simply quote the complaint. In fact, the amended complaint states that the distributions at issue here were made in October 2012 and March 2013. We have interesting videos for you to watch on my site. PLEASE SEE THIS LINK FOR FULL DISCLAIMER: https://www.wellspringcapital.co.uk/disclaimer. The plaintiff responds that the statements relate to presently existing facts and that opinions are actionable in a negligence context. 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). Sav. Wellspring Capital Management is a middle-market private equity financing firm. 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.