Ellett Brothers LLC ("Ellett"), a South Carolina limited liability company, was a sporting goods distributor. (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 . 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. Flipbooks. 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 Target Investments - Wellspring Capital July 5, 2017). 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 It featured lower-priced clothing and was Gymboree's direct competitor for The Children's Place and Old Navy.. Wellspring Capital Management Acquires Cadence Petroleum Group Cancellation and Refund Policy, Privacy Policy, and Ellett achieved high sales and revenues and had significant operations until sometime in 2016, when its profits began to decrease. 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. Ashmore for Wilson v. Dodds, 262 F. Supp. In Ashmore for Wilson, the District Court considered the question of how a fraudulent conveyance claim should be characterized for conflict of law purposes. The case status is Pending - Other Pending. 2d 520, 529 n.14 (E.D. 1994)). A constructive fraudulent conveyance exists under New York law if the conveyance was made without fair consideration and "(1) the transferor is insolvent or will be rendered insolvent by the transfer in question; (2) the transferor is engaged in or is about to engage in a business transaction for which its remaining property constitutes unreasonably small capital; or (3) the transferor believes that it will incur debt beyond its ability to pay." Public Records Policy. 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. They are simply not statements of preexisting fact that were false when made. Type: Company - Private. 987, 999-1000 (Bankr. 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. Time to Read: 6 minutes 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. In fact, the amended complaint states that the distributions at issue here were made in October 2012 and March 2013. Another email stated, in part: "Gotta get your interest? 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. Wellspring Capital Management, founded in 1995, is a leading middle-market private equity firm that manages more than $3 billion of private equity capital. 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 firm's objective is to bring partnership, experience and value creation to each investment. Jan. 25, 2016) (alteration original). Wellspring Capital Management prevailed in the sponsor-driven process for Center for Diagnostic Imaging, the country's largest private . By teaming up with strong management, Wellspring is able to unlock underlying value and. 1996)). Wellspring Capital Management is a middle-market private equity financing firm. 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. Pentec Health Inc. Acquired by Wellspring Capital Management 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. At all times relevant to these claims, Wellspring Capital controlled (a) Wellspring Capital Partners v. Trimble Navigation Ltd., 484 F.3d 700, 705 (4th Cir. 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." 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 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. Most of them do not even contain any concrete information about the proposed AcuSport purchase or the likelihood of the Borrowers' default. These facts, as recited in the complaint, are taken as true for purposes of the motions to dismiss. See Sheehan v. Saoud, 650 Fed. R. Civ. 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. 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 James Chan - Spare Room Tycoon - The Seventy Lessons of Sane Self 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. Div. 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. Therefore, the plaintiff argues that he is only required to establish constructive fraud. 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 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. CDI's smaller Atlanta peer said to weigh sale in '18. W.D. A free inside look at Wellspring Capital Management salary trends based on 22 salaries wages for 17 jobs at Wellspring Capital Management. Wellspring Capital Management is a mega-sized private equity firm that focused on a variety of transaction situations. 2022 Wellspring Capital Management Group LLC |. The amended complaint fails to allege insolvency at the time of the transfer, an essential element of a fraudulent conveyance claim under either New York or South Carolina law, and therefore fails to state a claim under 544(b). Wellspring Capital Management has acquired 38 organizations. 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. We believe that this breadth and depth of experience enables the team to efficiently evaluate and complete acquisition opportunities across a broad range of industries. 2020) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). These emails may be a lot of things, but negligent misrepresentations they are not. However, the garage actually had only 402 parking spaces. Please see our Privacy Policy. 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. Andrew Kupchik argued dismissal was necessary due to Prospect's ratification and/or consent to the distributions, due to failure to state a claim under New York law because of lack of insolvency and failure to state a claim under South Carolina law due to failure to plead actual fraud, due to the expiration of the statute of limitations on the fraudulent conveyance claims, and due to failure to plead the existence of a triggering unsecured creditor. 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. New York law and South Carolina law differed as to whether such a transfer was permitted. Wellspring has one of the best track records in middle-market private equity; its people, capital and reputation bring certainty to transactions. Id. from 8 AM - 9 PM ET. We have interesting videos for you to watch on my site. 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 . Regardless, market participantsand equity sponsors in particularshould view Wellspring as an important reminder as to how both process and substance matter in restructuring negotiations. 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. It is Bavaria's largest city and the third largest city in Germany (after Berlin and Hamburg). Wellspring Capital Management. Todd Boehly filed a joinder to the Wellspring Defendants' motion to dismiss. Lawsuit: Wellspring CEO Told - Institutional Investor In King County, the court considered suits by investors seeking to recover losses incurred after the collapse of a structured investment vehicle. 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. Blackstone to Acquire Tradesmen International from Wellspring Capital 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. But Wellspring would arguably undermine the ability to negotiate for what are customary and, indeed, necessary protections for corporate decisionmakers in those same transactions, such as releases, indemnity, or exculpation. Contribute to chinapedia/wikipedia.en development by creating an account on GitHub. 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. Consumers want to see how a business took care of business. 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 91], Andrew Kupchik [Docket No. Wellspring Capital Management is a leading middle-market private equity firm headquartered in New York. at *3 (quoting In re Sharp Int'l Corp., 403 F.3d 43, 53 (2d Cir. Wellspring Capital Management, LLC; Wellspring Cap v Barry, III et al Federal Rule of Bankruptcy Procedure 7012(b). [Amended Complaint, 37, 40]. Investments Number of Investments 2 Wellspring Capital Management has made 2 investments. 22-2003, 2023 WL 1098189 (3d Cir. 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. Less than a year later, the liquidation trustee sued Wellspring and related parties, alleging breaches of fiduciary duty of care and loyalty. To this end, Wellspring reinforces two key principles in particular: We encourage you to contact your Ropes & Gray team to discuss these matters more fully. Trump legal team requests six-month delay in New York civil lawsuit Law360 may contact you in your professional capacity with information about our other products, services and events that we believe may be of interest.Youll be able to update your communication preferences via the unsubscribe link provided within our communications.We take your privacy seriously. Its success is based on a portfolio that, since inception in 2014, has delivered double digit returns on an annualised basis. Wellspring Capital Management is a leading private equity firm headquartered in New York. 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. Shoe designer and creative Salehe Bembury takes us on a journey from his childhood growing up in Manhattan, to an invaluable degree in industrial design, to working with some of the biggest names in fashionbefore breaking off to make his own name. Brought up in a family enjoying long-term success in real estate investment, Avrohom instead turned to the stock market. D. Del. The assignment was executed in New York, but the personal property was located in South Carolina at the time the assignment was executed. 598, 614 (Bankr. & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. Wellspring Capital Management - Wikipedia 1991) (unpublished table decision). 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 $4.5 billion of initial capital commitments through six private equity funds. 1001 to 5000 Employees. Law360 provides the intelligence you need to remain an expert and beat the competition. 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. Wellspring Capital Lawsuit | PDF | Limited Partnership | Loans - Scribd Wellspring CEO takes leave after explosive rape allegations against his son 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. Finally, in West Side Fed. David Westin speaks with top names in finance about the week's biggest issues on Wall Street. 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 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. Wellspring CEO takes leave after explosive rape allegations against his The defendants argue that Prospect is a subsequent creditor, because it had knowledge of and approved of the distributions prior to them being completed. After the defendants filed replies, the Court held a hearing on June 18, 2020. These are high quality companies, essential to the national, regional, or global economy but whose fundamental qualities are underappreciated and undervalued by the market. Over the past 20 years, Wellspring has invested in over 35 platform investments across . The firm prefers to invest through means of carveout, buyouts, add-on, public to private and growth capital. P. 12(b)(6). %PDF-1.5 % If you want your business to survive, you need to understand your-self. 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." Wellspring Capital Management LLC - Company Profile and News However, whether a fraudulent conveyance action is characterized as a tort action is unsettled. The firm's objective is to . Wellspring Capital Management - Investments, Portfolio & Company Exits [Amended Complaint, 51]. Wellspring Sues Insurers To Fight Claims It Tanked Gun Seller App'x 143 (4th Cir. Id. Wellspring Capital Management, LLC; Wellspring Cap. 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. By teaming up with strong management, Wellspring is able to unlock underlying value and See Silvercreek Mgmt., Inc. v. Citigroup, Inc., 346 F. Supp. 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. Working at Wellspring Capital Management | Glassdoor 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. PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. Id. Wellspring Capital Management is a leading private equity firm headquartered in New York. 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. (quoting Edwards v. City of Goldsboro, 178 F.3d 231, 244 (4th Cir. Wellspring CEO Takes Leave After Son Accused of Rape in Lawsuit Further, if the statement is solely a speculative prediction about some potential business venture or course of action being contemplated, it is not actionable. We are motivated and incentivised to succeed. A litigation trust formed through the SportCo bankruptcy then sued, among others, SportCos former directors and its equity sponsor. Wall Street tycoon takes leave of absence after lawsuit claims his son Try our Advanced Search for more refined results. Otherwise you cannot get paid." Posted By: Imright , 3/3/2023 9:31:52 PM. Alexander Carles' and Bradley Johnson's arguments are limited to the negligent misrepresentation cause of action, the only cause of action asserted against them. with actual intent . You can help Wikipedia by expanding it. 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. 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. By continuing to use this website, you agree to UniCourts General Disclaimer, Terms of Service, THE RISK OF LOSS IN TRADING COMMODITY INTERESTS CAN BE SUBSTANTIAL. While New York law and South Carolina law have slightly different tests for avoiding constructive fraudulent conveyances, there exists a common thread which is not satisfied hereinsolvency at the time of the transfer. to hinder, delay, or defraud either present or future creditors." Wellsprings facts, as alleged, are fairly straightforward. About Us - Wellspring Capital Later emails berate Prospect's representative for failing to agree to the AcuSport purchase more quickly. 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. 544 and 550 and S.C. Code 27-23-10; and (3) negligent misrepresentations against Wellspring Capital, Mr. Carles, and Mr. Johnson. 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. Judge opens door for bankruptcy blame suits - Axios (Compl. [Amended Complaint, 54]. Revenue: $500 million to $1 billion (USD) Competitors: Unknown. PLEASE SEE THIS LINK FOR FULL DISCLAIMER: This site is for informational purposes only. Id. New York law prohibits both actual and constructive fraudulent conveyances. Id. 2007) (citations omitted). Wellspring Capital Management Acquires Paragon Films Wellspring Capital Management is an American private equity firm focused on leveraged buyout investments in middle-market companies across a range of industries. All business will get complaints. 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. 19-80071-DD (Bankr. Litigation. Therefore, a finding that Prospect is a subsequent creditor would require dismissal of the first and second causes of action. Wellspring Capital is a boutique discretionary management service - with a portfolio positioned for high performance. Hiding negative complaints is only a Band-Aid. 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. When typing in this field, a list of search results will appear and be automatically updated as you type. Prospect is a sophisticated party and, to the extent that it wanted to confirm the predictions made by Mr. Carles and Mr. Johnson were in fact accurate, it could have exercised due diligence. On March 7, 2013, the Borrowers entered into a First Amendment to the Loan Agreements (the "First Amendment"), pursuant to which Prospect loaned the Borrowers an additional $60 million. Sec'y of State for Def. 6. McDermott Will & Emery LLP > San Francisco > United States | The Legal wikipedia.en/Vatterott_College.md at main chinapedia/wikipedia.en It is not unusual for an entity facing distress to engage with their stakeholders and to negotiate any number of transaction alternatives and terms. As with the plaintiffs assertions around disinterested governance, such allegations may (or may not) bear any semblance to the actual facts. As part of the debt management process, it said it would close 375 of its 1,300 stores. Wellspring CEO Takes Leave After Son Accused of Rape in Lawsuit SportCos negotiations were led by a SportCo director, who was also the managing partner of Wellspring Capital, SportCos equity sponsor. 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. Corp. v. Twombly, 550 U.S. 544, 555 (2007)). 112]. These tools have been used since the firm's inception in 1995 to generate consistent business improvement in its portfolios. I Shall [Not] Be Released: Wellspring, Director Releases, and the Duty

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