REGISTRATION STATUS. SaaS, Android, Cloud Computing, Medical Device), Where the organization is headquartered (e.g. 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. The District Court discussed the South Carolina Supreme Court's decision in Sheldon v. Blauvelt, 29 S.C. 453 (1888). Salaries posted anonymously by Wellspring Capital Management employees. The firm's objective is to bring partnership, experience and value creation to each investment. 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." David Westin speaks with top names in finance about the week's biggest issues on Wall Street. 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. D.S.C. N.D.N.Y. The complaint must provide more than mere "labels and conclusions, and a formulaic recitation of the elements of a cause of action will not do." Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through . WELLSPRING CAPITAL MANAGEMENT ( CRD # 135455/SEC#:801-64341 ) WELLSPRING CAPITAL MANAGEMENT, WELLSPRING CAPITAL MANAGEMENT, INC. View latest Form ADV filed Part 2 Brochures. 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 plaintiff, Ronald J. Friedman, the trustee for the SportCo Creditors' Liquidation Trust, filed an omnibus response to the motions to dismiss [Docket No. Specifically, Mr. Carles and Mr. Johnson represented to Prospect that a purchase of AcuSport would result in: (1) Debtors' capturing 20 to 30 percent of AcuSport sales; (2) Acquisition of $14 million worth of AcuSport's inventory at a significant discount; and (3) Realization of an immediate $7 million profit from the sale of the inventory acquired in the purchase. In the legal profession, information is the key to success. These emails may be a lot of things, but negligent misrepresentations they are not. These all relate to a proposed business transactionthe purchase by Ellett of AcuSport. 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. 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. wikipedia.en/Vatterott_College.md at main chinapedia/wikipedia.en These emails can hardly be considered negligent misrepresentations. Pentec Health Inc. Acquired by Wellspring Capital Management - PRWeb In King County, the court considered suits by investors seeking to recover losses incurred after the collapse of a structured investment vehicle. For example, the October 27, 2017 email stated, "The only way to optimize is to merge with Acusport." 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. Wellspring Capital Management Company Profile | Management and 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. This approach has historically delivered returns well above inflation. Since its founding in 1995, Wellspring has raised over $4.5 billion of initial capital commitments through six private equity funds. 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." 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. 3d 341, 357 (D.S.C. 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. at 382. Wellspring Capital Management LLC - Dun & Bradstreet There are different definitions of insolvency. PLEASE NOTE: A verification email will be sent to your address before you can access your trial. [Amended Complaint, 37, 40]. Less than a year later, the liquidation trustee sued Wellspring and related parties, alleging breaches of fiduciary duty of care and loyalty. Therefore, the plaintiff argues that he is only required to establish constructive fraud. at 358. Aug. 27, 2020). & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. 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. 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. 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. McDermott Will & Emery LLP > San Francisco > United States | The Legal Sav. 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. Target Investments - Wellspring Capital At the conclusion of the hearing, the Court took the motions under advisement. At all times relevant to these claims, Wellspring Capital controlled (a) Wellspring Capital Partners Hiding negative complaints is only a Band-Aid. 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 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." About Wellspring Capital Management Wellspring Capital Management is a leading private equity firm headquartered in New York. Bill Dawson is taking time off from his $2.2 billion private equity firm Wellspring Capital Management, which will investigate the claims of . July 5, 2017). They are not actionable. 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. This approach has historically delivered returns well above inflation Our clients 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. Wellspring CEO Takes Leave After Son Accused of Rape in Lawsuit 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 2008) (citing Southmark Corp. v. Crescent Heights VI, Inc. (In re Southmark Corp.), 95 F.3d 53, 53, n.7 (5th Cir. To summarize New York law, then, it appears that opinions can be actionable, but are not always actionable. Their most recent investment was on Jan 1, 2020, when Steele Solutions raised 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. A finding that Prospect is a preexisting creditor compels the same result. Use tab to navigate through the menu items. 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? Wellspring Capital Management has acquired 38 organizations. If you want your business to survive, you need to understand your-self. In April 2018, Prospect agreed to defer two quarters of cash interest payments. A New York buyout baron has taken a leave of absence from his fund after an explosive lawsuit claimed last week that he threatened an ex-employee to keep quiet after she accused his son of raping her. Business Restructuring, The basic complaint is that Wellspring directors put self-interests above those of the company and its creditors. About Us - Wellspring Capital 1984) for the proposition that under New York law, opinions are actionable in a negligence context. It is not intended as and should not be construed as financial, investment, tax, legal, regulatory, or other advice. In an email obtained by . Wellspring Capital Management, founded in 1995, is a middle-market private equity firm that has approximately $2 billion of private equity capital under management. Wellspring Capital Management, LLC; Wellspring Cap v Barry, III et al at 321. The Partners of Wellspring constitute a long-tenured team, having worked together an average of 15 years over three funds. 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. The amended complaint asserts three causes of action: (1) avoidance and recovery of fraudulent transfers by Ellett against the Transferee Defendants pursuant to 11 U.S.C. 8h`6$67Xn@,`& 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. 93], and Bradley Johnson [Docket No. 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. Accordingly, Wellspring did not find that the defendants in fact breached their duties, but rather held that the plaintiff, a litigation trust, had asserted a viable claim that could proceed to a trier of fact. Va. Mar. 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). The firm prefers to invest through means of carveout, buyouts, add-on, public to private and growth capital. 1985). Musk Made a Mess at Twitter. Brought up in a family enjoying long-term success in real estate investment, Avrohom instead turned to the stock market. Certain state securities regulatory authorities have similar exemptions based on . Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital. Practices: Wellspring Capital Management Closes Fund VI at $1.415 Billion In Sheldon, the defendant, a New York citizen, assigned some personal property to Mr. Dickinson. 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. 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). Litigation. 2d 317 (S.D.N.Y. 101 (32). You can help Wikipedia by expanding it. Industry: Investment & Asset Management. 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. Bloomberg View columnist Barry Ritholtz looks at the people and ideas that shape markets, investing and business. The December 26, 2017 email stated, "So you will waive [your interest payments]. Financial terms of the transaction were not disclosed. California Weighs $360,000 in Reparations to Eligible Black Residents. It featured lower-priced clothing and was Gymboree's direct competitor for The Children's Place and Old Navy.. articles a month for anyone to read, even non-subscribers! Wellspring Capital Management Investor Profile: Portfolio & Exits You have to know whats happening with clients, competitors, practice areas, and industries. Since its founding in 1995, Wellspring has raised over $4 billion of initial capital commitments through six private equity funds. Public Records Policy. The firm's objective is to bring partnership, experience and value creation to each investment. 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. Angel, Fund of Funds, Venture Capital), General contact email for the organization. Marlow v. Oakland Gin Co. (In re The Julien Co.), 128 B.R. PDF In the United States Bankruptcy Court for The District of Delaware The case status is Pending - Other Pending. 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. from 8 AM - 9 PM ET. The firm, which is based in New York City, was founded in 1995 by Martin Davis and Greg Feldman. Ellett achieved high sales and revenues and had significant operations until sometime in 2016, when its profits began to decrease. 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 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. Since its founding in 1995, Wellspring has raised over $4.0 billion of initial capital commitments through . (quoting Bell Atl. A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. 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 Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital. It had previously received notification, in early 2018, that the Borrowers would default on their obligation under the Loan Agreements and the Amendments in the second quarter of 2018. The Wellspring court was ruling on a motion to dismiss, and therefore accepted the plaintiffs somewhat barebones and perhaps self serving assertions as true and in the light most favorable to that plaintiff. The February 20, 2018 stated, "You're [sic] economics are going down and the risk of chapter is going up. Charles E. Walker, Jr. argued in support of dismissal due to lack of a triggering creditor based on Prospect's secured status, failure to state a claim under New York law due to lack of insolvency, on equity grounds because Prospect failed to obtain a personal guaranty from Mr. Walker and because the distributions were specifically contemplated by the loan transaction, and due to failure to state a claim for fraudulent conveyance under South Carolina law. The defendants argue that as a subsequent creditor, Prospect is required to plead actual fraud, and the amended complaint fails to do so. The 2011 Wellspring Capital Partners V LP was fully invested at $1.2 billion and has generated positive returns for its investors to-date. By continuing to use this website, you agree to UniCourts General Disclaimer, Terms of Service, Wellspring Capital Management This is the best way to manage and repair your business reputation. For purposes of South Carolina law, the parties disagree whether Prospect was a preexisting creditor or a subsequent creditor. . Our tight-knit culture enables transparent oversight and a streamlined decision-making process. Tenn. 1991); 11 U.S.C. 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 . See Silvercreek Mgmt., Inc. v. Citigroup, Inc., 346 F. Supp. James Chan - Spare Room Tycoon - The Seventy Lessons of Sane Self Wellspring, 2021 WL 4823513, at *10. 2100 Geng Road, Suite 210 Palo Alto, CA 94303. However, whether a fraudulent conveyance action is characterized as a tort action is unsettled. WELLSPRING CAPITAL MANAGEMENT LIMITED is registered in England and Wales under Company Number 12429146, PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. Later emails berate Prospect's representative for failing to agree to the AcuSport purchase more quickly. Will Others Follow? Menu Home; Rankings. Jan. 25, 2016) (alteration original). 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. at 385. Make your practice more effective and efficient with Casetexts legal research suite. Accordingly, SportCo began negotiations with certain of its lenders around a potential restructuring transaction. We look forward to hearing from you. It is Bavaria's largest city and the third largest city in Germany (after Berlin and Hamburg). 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. Wellspring Capital Management is a middle-market private equity firm that has approximately $2 billion of private equity. Sounds like a tidy deal at year end [2017] made a lot of sense." It is not unusual for an entity facing distress to engage with their stakeholders and to negotiate any number of transaction alternatives and terms. 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 adviser's REGISTRATION status is listed below. (Wellspring). Wellspring Philanthropic: An Ocean of "Dark Money" on the Left Friedman v. Wellspring Capital Mgmt. - Casetext SportCos negotiations were led by a SportCo director, who was also the managing partner of Wellspring Capital, SportCos equity sponsor. The court stated: See Credit Alliance Corp. v. Arthur Anderson & Co., 65 N.Y.2d 536 (NY App. 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. Copyright 2023 Ropes & Gray LLP. Antares Capital Supports Wellspring Capital Management's Acquisition of San Francisco Bay Area, Silicon Valley), Operating Status of Organization e.g. Id. Wellspring Capital Management LLC operates as a private equity firm. 91], F. Hewitt Grant [Docket No. pursue new growth opportunities through strategic initiatives, operating improvements and add-on acquisitions. 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. 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.