wellspring capital management lawsuit

2020) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). You can help Wikipedia by expanding it. 'Ov}b0. . 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. Since its founding in 1995, Wellspring has raised over $4.0 billion of initial capital commitments through six private equity funds. 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. The seller, PE outfit Levine Leichtman Capital Partners, purchased the company in 2015. Wellspring targets investments with the following characteristics: A finding that Prospect is a preexisting creditor compels the same result. Corp. v. Twombly, 550 U.S. 544, 555 (2007)). Div. They are not actionable. Prior results do not guarantee a similar outcome. The defendants' remaining arguments need not be addressed. 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 . Wellspring Capital Management is an American private equity firm focused on leveraged buyout investments in middle-market companies across a range of industries. A litigation trust formed through the SportCo bankruptcy then sued, among others, SportCos former directors and its equity sponsor. The February 20, 2018 stated, "You're [sic] economics are going down and the risk of chapter is going up. Financial terms of the transaction were not disclosed. Id. 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. Tenn. 1991); 11 U.S.C. 1997) (citing Bannister v. Hertz Corp., 316 S.C. 513 (Ct. App. Investments Number of Investments 2 Wellspring Capital Management has made 2 investments. Full title:Ronald J. Friedman, as the trustee for the SportCo Creditors' Liquidation, Court:UNITED STATES BANKRUPTCY COURT DISTRICT OF SOUTH CAROLINA. 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." 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. 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. The company will explode Rich!" The Court does not have to decide whether Prospect is a preexisting or a subsequent creditor. 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. The Partners of Wellspring constitute a long-tenured team, having worked together an average of 15 years over three funds. Therefore, a finding that Prospect is a subsequent creditor would require dismissal of the first and second causes of action. Type: Company - Private. We have interesting videos for you to watch on my site. Wellspring Capital Management. The defendants' motions to dismiss are granted. Middle Market Private Equity. We look forward to carrying forward that vision and continuing our success in the years ahead.". Jan. 30, 2023). On May 3, 2018, SportCo agreed to acquire AcuSport's assets in bankruptcy for $7 million. David R. Duncan US Bankruptcy Judge District of South Carolina. THE RISK OF LOSS IN TRADING COMMODITY INTERESTS CAN BE SUBSTANTIAL. from 8 AM - 9 PM ET. Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. Id. By teaming up with strong management, Wellspring is able to unlock underlying value and The plaintiff, Ronald J. Friedman, the trustee for the SportCo Creditors' Liquidation Trust, filed an omnibus response to the motions to dismiss [Docket No. 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. Fund VI brings the firm's assets under management to more . The firm's objective is to . Try our Advanced Search for more refined results. to hinder, delay, or defraud either present or future creditors." 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. Note: This site is for informational purposes only. (Compl. Wellspring Capital Management is an American private equity firm focused on leveraged buyout investments in middle-market companies across a range of industries. The plaintiff responds that the statements relate to presently existing facts and that opinions are actionable in a negligence context. The District Court discussed the South Carolina Supreme Court's decision in Sheldon v. Blauvelt, 29 S.C. 453 (1888). The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. Consumers want to see how a business took care of business. 1996)). James brought a civil suit against Trump in September, alleging the Trump organization had fraudulently inflated the value of . 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. Attorney advertising. v. Trimble Navigation Ltd., 484 F.3d 700, 705 (4th Cir. They are simply not statements of preexisting fact that were false when made. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . D.S.C. 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. 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. REGISTRATION STATUS. 6. 2d 520, 529 n.14 (E.D. It identifies undervalued companies whose share price does not properly reflect the true value of the business. Certain state securities regulatory authorities have similar exemptions based on . UniCourt uses cookies to improve your online experience, for more information please see our Privacy Policy. Munich, by far the largest city in southern Germany, lies about 30 miles (50 km) north of the edge of the Alps and along the Isar River, which flows through the middle . 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. 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). 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. 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. If you do not agree with these terms, then do not use our website and/or services. WELLSPRING CAPITAL MANAGEMENT LIMITED is registered in England and Wales under Company Number 12429146, PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. 0 Therefore, the plaintiff argues that he is only required to establish constructive fraud. [Amended Complaint, 32]. Id. Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital. Wellspring Capital Management, LLC; Wellspring Cap. 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. 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. Ellett achieved high sales and revenues and had significant operations until sometime in 2016, when its profits began to decrease. 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. In particular, the bankruptcy court held that the allegations failed to support a conclusion that the SportCo directors were somehow acting on an uninformed basis or that the rejection of the out-of-court restructuring was grossly negligent. Founded in 1995, Wellspring Capital Management is a private equity firm headquartered in New York, New York. The Wellspring court dismissed the litigation trusts claim for breach of the fiduciary duty of care, holding that it was not adequately pled. We look forward to hearing from you. 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. The Firm also has a long history of collaboration with entrepreneurs and closely held businesses to achieve outsized growth, with a large percentage of our portfolio companies being transitioned from founder ownership. Regardless, market participantsand equity sponsors in particularshould view Wellspring as an important reminder as to how both process and substance matter in restructuring negotiations. Practices: 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. 1985). In 2010, Bain Capital acquired the company for US$1.8 billion. 20-50554, 2021 WL 4823513 (Bankr. If you want your business to survive, you need to understand your-self. e""8*&B As with the plaintiffs assertions around disinterested governance, such allegations may (or may not) bear any semblance to the actual facts. Innovative Custom Brands, Inc. v. Minor, 2016 WL 308805, at *2 (S.D.N.Y. (quoting Bell Atl. In June 2017, Gymboree announced it was filing for Chapter 11 bankruptcy protection. The court must construe the allegations in the complaint in the light most favorable to the plaintiff. View contacts for Wellspring Capital Management to access new leads and connect with decision-makers. W.D. 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. Id. Mr. Friedman filed an amended complaint the same day. The Loan Agreements and the First and Second Amendments each contain a choice of law provision, providing that New York law applies. The court stated: See Credit Alliance Corp. v. Arthur Anderson & Co., 65 N.Y.2d 536 (NY App. 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." UNITED STATES BANKRUPTCY COURT DISTRICT OF SOUTH CAROLINA. See Sheehan v. Saoud, 650 Fed. The. These emails may be a lot of things, but negligent misrepresentations they are not. By teaming up with strong management, Wellspring is able to unlock underlying value and. It is not intended as and should not be construed as financial, investment, tax, legal, regulatory, or other advice. Make your practice more effective and efficient with Casetexts legal research suite. The Court now issues this order, granting the motions to dismiss for the reasons set forth below. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through six private equity funds. Wellsprings investment professionals possess diverse and complementary backgrounds that combine valuable experience in private equity, restructuring, corporate finance, capital markets and corporate law. Wellsprings objective is to bring partnership, experience and value creation to each investment. Todd Boehly filed a joinder to the Wellspring Defendants' motion to dismiss. Musk Made a Mess at Twitter. Wellspring Capital Management prevailed in the sponsor-driven process for Center for Diagnostic Imaging, the country's largest private . The parties disagree on what law should applyfederal or state, and further if state law applies, New York or South Carolina. Id. When typing in this field, a list of search results will appear and be automatically updated as you type. California Weighs $360,000 in Reparations to Eligible Black Residents. 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. 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. 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). These all relate to a proposed business transactionthe purchase by Ellett of AcuSport. 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. The firm prefers to invest through means of carveout, buyouts, add-on, public to private and growth capital. 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. Angel, Fund of Funds, Venture Capital), This describes the stage of investments made by this organization (e.g. Wellspring Capital Management is a mega-sized private equity firm that focused on a variety of transaction situations. The issue in Merritt Dredging was the sale of a barge and the priority of parties' interests in the proceeds of the sale. 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. In April 2018, Prospect agreed to defer two quarters of cash interest payments. The Wellspring Defendants asserted all of these arguments and also asserted failure to state a claim under section 550 against certain defendants. & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. Adversary Proceeding No. 19.)1. 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 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. 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 These emails can hardly be considered negligent misrepresentations. SEC / JURISDICTION. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through six private equity funds. Flipbooks. In re Merritt Dredging Co., Inc., 839 F.2d 203, 205 (4th Cir. 2010); Saifullah v. Johnson, 948 F.2d 1282, at *1 (4th Cir. Wellspring Capital Management, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management.