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 Acquires Paragon Films . 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. 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 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. Wellspring Capital Management is a leading middle-market private equity firm headquartered in New York. In fact, the amended complaint states that the distributions at issue here were made in October 2012 and March 2013. 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. 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. 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. It identifies undervalued companies whose share price does not properly reflect the true value of the business. Their most recent investment was on Jan 1, 2020, when Steele Solutions raised 2008) (citing Southmark Corp. v. Crescent Heights VI, Inc. (In re Southmark Corp.), 95 F.3d 53, 53, n.7 (5th Cir. e""8*&B Angel, Fund of Funds, Venture Capital), General contact email for the organization. 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. Trump legal team requests six-month delay in New York civil lawsuit 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. 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. This is the best way to manage and repair your business reputation. For example, the October 27, 2017 email stated, "The only way to optimize is to merge with Acusport." Wellspring Capital Management - Investments, Portfolio & Company Exits 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. hb```e``jb`a`\ @1V h`2q:lp10qfaqB,X3s10iH(^t1 The defendants asserted common arguments in support of dismissal, but all arguments made in support of dismissal were not asserted by each defendant. 2022 Wellspring Capital Management Group LLC |. 544(b). Law360 takes your privacy seriously. After the defendants filed replies, the Court held a hearing on June 18, 2020. 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. Attorney advertising. 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. Contribute to chinapedia/wikipedia.en development by creating an account on GitHub. 544 and 550 and S.C. Code 27-23-10; and (3) negligent misrepresentations against Wellspring Capital, Mr. Carles, and Mr. Johnson. 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. 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. Wellspring has one of the best track records in middle-market private equity; its people, capital and reputation bring certainty to transactions. & Loan Ass'n of New York City, the plaintiff loaned funds to the defendant, secured by a mortgage on a parking garage. Fund VI brings the firm's assets under management to more . Because the Court dismisses the complaint as to all other defendants, the Court sua sponte dismisses the causes of action against Mr. Ziomek as well. 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. The plaintiff responds that the statements relate to presently existing facts and that opinions are actionable in a negligence context. Friedman v. Wellspring Capital Mgmt. - Casetext 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 Capital Management, LLC; Wellspring Cap. Va. Mar. Id. "[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.'" 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. The plaintiff's first and second causes of action are based on 11 U.S.C. 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. Reputation Management. Alexander Carles' and Bradley Johnson's arguments are limited to the negligent misrepresentation cause of action, the only cause of action asserted against them. 2012) and West Side Fed. 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. David R. Duncan US Bankruptcy Judge District of South Carolina. It is not unusual for an entity facing distress to engage with their stakeholders and to negotiate any number of transaction alternatives and terms. Financial terms of the transaction were not disclosed. In June 2019, SportCo and its subsidiaries (the "Debtors") filed chapter 11 bankruptcy cases in the United States Bankruptcy Court for the District of Delaware. Since its founding in 1995, Wellspring has raised over $4.0 billion of initial capital commitments through six private equity funds. Target Investments - Wellspring Capital Blackstone to Acquire Tradesmen International from Wellspring Capital 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. 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. 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." . Therefore, a finding that Prospect is a subsequent creditor would require dismissal of the first and second causes of action. Wellspring Capital Management LLC - Company Profile and News PDF In the United States Bankruptcy Court for The District of Delaware Christopher Dawson: 5 Fast Facts You Need to Know - Heavy REGISTRATION STATUS . Revenue: $500 million to $1 billion (USD) Competitors: Unknown. A litigation trust formed through the SportCo bankruptcy then sued, among others, SportCos former directors and its equity sponsor. SEC / JURISDICTION. 541, 546 (Bankr. Lister v. NationsBank of Delaware, N.A., 329 S.C. 133, 143 (Ct. App. The District Court discussed the South Carolina Supreme Court's decision in Sheldon v. Blauvelt, 29 S.C. 453 (1888). 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. 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. 23, 2006) (stating that some courts characterize fraudulent conveyance actions as tort actions, while others characterize them as matters in equity). The defendants' motions to dismiss are granted. The defendants filed separate motions. As discussed in Cyrus II, the Fourth Circuit has stated that a bankruptcy court should apply the choice of law rules of the state in which it sits. 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. 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. Munich | Germany, History, Population, Oktoberfest, & Facts - Britannica Id. [Amended Complaint, 51]. Business Restructuring, When typing in this field, a list of search results will appear and be automatically updated as you type. Lawsuit: Wellspring CEO Told - Institutional Investor Later emails berate Prospect's representative for failing to agree to the AcuSport purchase more quickly. D.S.C. S.D. David Westin speaks with top names in finance about the week's biggest issues on Wall Street. The amended complaint further states that from October 2012 to October 2013, "Ellett achieved record sales and earned revenues of approximately $1.2 billion." 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 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. The Wellspring ruling was not appealed, nor has any trial occurred on this matter. 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. App'x 143 (4th Cir. [Amended Complaint, 32]. 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. Wellsprings investment professionals possess diverse and complementary backgrounds that combine valuable experience in private equity, restructuring, corporate finance, capital markets and corporate law. 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. Angel, Fund of Funds, Venture Capital), This describes the stage of investments made by this organization (e.g. The defendants argue that as a subsequent creditor, Prospect is required to plead actual fraud, and the amended complaint fails to do so. 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 RISK OF LOSS IN TRADING COMMODITY INTERESTS CAN BE SUBSTANTIAL. 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. Wellspring Capital manages an investment portfolio of between 10 and 15 international stocks. 1984) for the proposition that under New York law, opinions are actionable in a negligence context. 91], F. Hewitt Grant [Docket No. Relevant here: the plaintiff/litigation trust alleged that SportCos directors: Finally, the litigation trust also asserted a variety of other counts in its complaint related to other facts, circumstances, and actions that are not the subject of this Alert. Why is this public record being published online? Wellspring, 2021 WL 4823513, at *10. Bloomberg View columnist Barry Ritholtz looks at the people and ideas that shape markets, investing and business. The adviser's REGISTRATION status is listed below. Full title:Ronald J. Friedman, as the trustee for the SportCo Creditors' Liquidation, Court:UNITED STATES BANKRUPTCY COURT DISTRICT OF SOUTH CAROLINA. The court considered whether the plaintiff had proved the tort of innocent misrepresentation. Id. 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). Will His AI Plans Be Any Different? 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. Wall Street tycoon takes leave of absence after lawsuit claims his son Seth Pearson - Managing Director - Private Equity - York Capital Note: This site is for informational purposes only. Id. Federal Rule of Bankruptcy Procedure 7012(b) provides that Federal Rule of Civil Procedure 12(b) applies in adversary proceedings. 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. Wellspring Capital Management Acquires Steele Solutions, Inc. Casetext, Inc. and Casetext are not a law firm and do not provide legal advice. They are simply not statements of preexisting fact that were false when made. Corp. v. Twombly, 550 U.S. 544, 555 (2007)). Wellspring Philanthropic: An Ocean of "Dark Money" on the Left The firm's objective is to bring partnership, experience and value creation to each investment. At the conclusion of the hearing, the Court took the motions under advisement. 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. Wellspring Capital Partners VI Profile: Investments & Returns | PitchBook Designed By, https://www.wellspringcapital.co.uk/disclaimer.

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