Creativemass: Fintech's 60-Day Subchapter V Liquidation

Creativemass Holdings, Inc., the U.S. holding company for a fintech venture that built the Salesforce-based WealthConnect wealth management platform, filed for chapter 11 bankruptcy protection under Subchapter V on April 14, 2025, in the U.S. Bankruptcy Court for the District of Delaware. The prepackaged liquidation followed a failed Assignment for the Benefit of Creditors in Delaware Chancery Court and came two years after the company's Australian operating subsidiary entered liquidation when a $70 million capital raise with Goldman Sachs fell through.

The case proceeded from filing to plan effective date in 60 days, with unsecured creditors receiving 100% recovery and equity holders expected to receive approximately 45% of their investment. Judge Mary F. Walrath overruled four U.S. Trustee objections — including allegations that the plan's classification of noteholders benefited an insider — and confirmed the plan consensually under Section 1191(a) on May 29, 2025.

Debtor(s)	Creativemass Holdings, Inc.
Court	Delaware
Case Number	25-10695
Petition Date	April 14, 2025
Plan Type	Prepackaged Subchapter V Plan of Liquidation
Confirmation Date	May 29, 2025
Effective Date	June 13, 2025
Judge	Mary F. Walrath
Subchapter V Trustee	William A. Homony
CRO / Plan Administrator	Claudia Z. Springer (Novo Advisors, LLC)
Claims Agent	Stretto, Inc

Company Background and Funding History

Creativemass Enterprises Pty Ltd launched in Australia in June 2017 with WealthConnect, a Salesforce-integrated wealth management platform designed for financial advisors, brokers, and asset managers. The platform was positioned as the first investment and compliance solution built solely on Salesforce, integrating CRM capabilities with portfolio management, transaction processing, and regulatory compliance tools. The company was headquartered in Melbourne, providing client management, workflow automation, and integration tools for financial advisors. The platform offered cloud-based AI-driven back-office solutions including a Financial Planning Wizard and customer engagement tools. The product lineup encompassed three offerings: WealthConnect as the core wealth management platform, InvestorConnect for investor engagement, and WealthConnect.com for digital client-facing solutions. The company established six offices across three countries — the United States, Australia, and the United Kingdom.

In June 2020, Republic Capital Group announced a strategic investment of $3.35 million in Creativemass — the Houston-based investment bank's first fintech investment. Creativemass Holdings, Inc. was formed as a Delaware holding company to anchor U.S. expansion, with founder Michael Rouse serving as Founder and Managing Director. The enterprise targeted the wealthtech sector, projected to reach $12.07 billion by 2030. The company served a diverse client base spanning wealth and asset management, insurance, mortgage, broker-dealer, and accounting firms.

During 2021-2022, the company raised approximately $25 million and expanded from 30 employees to over 220, according to the First Day Declaration. Wages accounted for approximately 80% of total expenditure in 2022. The company reported negative EBITDA of approximately $4.8 million AUD in 2022. The company's primary industry classification was Financial Software.

The Fintech Funding Contraction and Path to Distress

The venture capital pullback of 2023 affected technology startups dependent on external funding. Global fintech venture capital funding declined from $143 billion in 2021 to $89.5 billion in 2022 — a 37% decline — before declining further to approximately $43 billion in 2023, representing a 70% drop from peak levels in two years. The investment and capital markets segment within fintech experienced a sharper contraction, with funding dropping 72% year-over-year in 2023. Late-stage investments fell to their lowest levels since 2017, while early-stage companies received their least funding since 2016. Approximately 900 seed-stage fintechs that had raised $1 million or more in 2021 had not raised subsequent rounds.

Rising interest rates, declining tech stock valuations, the war in Ukraine, a stalled IPO pipeline, and the March 2023 failure of Silicon Valley Bank coincided with the downturn. Startup failures rose 25.6% in 2024, with 966 VC-backed companies shutting down. Some 254 Carta clients filed for bankruptcy in Q1 2024. Against this backdrop, Creativemass attempted to secure a capital raise of approximately $70 million with Goldman Sachs. The deal fell through in late 2023, and the company did not secure the funding.

As liquidity tightened in late 2022, Creativemass executed a $5,717,527 Note-to-Equity Conversion on December 24, 2022. Under the Convertible Note Agreement's automatic conversion provisions, noteholder debt converted to equity upon the non-occurrence of a "Qualified Financing" event. The conversion drew protests from noteholders. The First Day Declaration states that "a number of Holders protested their conversion, many stating its impropriety because it occurred on or near the Convertible Notes' maturity date." Management responded through informal channels rather than formal legal adjudication: approximately 5% of Convertible Notes were excluded from the conversion after their holders protested, while approximately 1% were settled to resolve claims of improper conversion. This differential treatment became a contested issue in the bankruptcy case.

Creativemass Enterprises in Australia had relied on the country's R&D Tax Incentive program to fund product development, claiming approximately $19 million AUD in R&D tax credits. The Australian Taxation Office made a partial payment in December 2022, but on March 9, 2023, the ATO formally questioned the remaining $13.5 million AUD portion of the claim without providing a definitive disbursement timeline.

Consortium Intervention and Leadership Transition

By early 2023, Creativemass faced a liquidity shortfall. A group of bridge funders — the "Consortium" — agreed to provide financing on the condition that founder and CEO Michael Rouse exit. On February 8, 2023, Rouse left his position as sole director of the U.S. holding company. Through an Exit Deed, he forfeited all equity interests in Creativemass Group entities. The First Day Declaration states that Rouse has since "evaded all contact attempts" — both informal outreach and formal court intervention orders.

The Consortium — comprising AMP Group Finance Services Ltd., Equisolve Consulting Ltd., and the Sydney Syndicate (including Harvest Lane Absolute Return Fund and National Nominees at Sydney University) — provided bridge funding in three tranches totaling $1.833 million:

February 10, 2023	AMP ($900K) + Equisolve ($100K)	$1,000,000
February 27, 2023	AMP ($100K) + Equisolve ($400K)	$500,000
March 7, 2023	Sydney Syndicate	$333,000

Alex Ulrich — a former director of the Australian subsidiary Creativemass Enterprises — was appointed sole director of the U.S. holding company on April 12, 2023. Ulrich's role later drew scrutiny from the U.S. Trustee, who noted that one of the "Protesting Noteholders" receiving 100% recovery in the chapter 11 case was indirectly held by Ulrich.

Australian Liquidation and WealthConnect Sale

On March 15, 2023 — six days after the ATO's formal question about the R&D tax claim — Creativemass Enterprises Pty Ltd entered voluntary administration under Australian law. Michael Hogan and Christian Sprowles of HoganSprowles were appointed as administrators. On April 28, 2023, creditors voted to place Creativemass Enterprises into Creditors' Voluntary Liquidation, with Hogan and Sprowles continuing as Joint Liquidators. The entity was renamed A.C.N. 619 665 628 Pty Ltd (In Liquidation).

In May 2023, GBST Holdings — an Australian cloud-based SaaS wealth management technology provider — acquired the WealthConnect platform from the liquidation for an undisclosed sum. Robert De Dominicis, GBST's CEO, characterized the acquisition as "the next logical step" in the company's growth strategy. The acquisition closed on May 2, 2023. For the remaining Creativemass entities, the Australian liquidation represented the primary source of potential recovery.

Following the Australian administration, the remaining Creativemass Group entities had no operations. For 15 months, Ulrich — the sole remaining director — oversaw a holding company with no operations, employees, or revenue; potential assets depended on Australian liquidation dividends. In June 2024, the Australian Liquidators declared their first interim dividend of over $2 million. The dividend created distributable funds, but the unresolved Note-to-Equity Conversion dispute left creditor entitlements contested.

ABC Petition Denial and Delaware chapter 11 Filing

With distributable assets in hand, Creativemass needed a court process to resolve competing claims. On October 4, 2024, the company entered a Trust and Assignment Agreement with Novo Advisors to pursue an Assignment for the Benefit of Creditors (ABC) under Delaware law. Claudia Z. Springer, a Principal at Novo Advisors with over 40 years of restructuring experience, would serve as assignee. The ABC petition (Case No. 2024-1131-PAF) was filed in Delaware Chancery Court on November 1, 2024, but on November 19, 2024, the court denied the petition in a one-page order, questioning whether an assignment proceeding was appropriate given that Creativemass's assets exceeded its liabilities.

With the ABC avenue closed, Springer was appointed as Chief Restructuring Officer on April 4, 2025. Four days later, on April 8, the company began soliciting votes on a prepackaged chapter 11 plan — six days before the actual bankruptcy filing. The prepackaged approach provided the judicial forum necessary to adjudicate the Note-to-Equity Conversion dispute while maximizing recoveries. Pashman Stein Walder Hayden served as debtor's counsel, filing the chapter 11 petitions on April 14, 2025, and securing first-day relief on April 16, 2025. The Stretto claims portal was established for creditor communications, with a meeting of creditors scheduled for May 7, 2025.

The U.S. Trustee Objection and Plan Confirmation

The case proceeded through first-day motions until May 15, 2025, when the U.S. Trustee filed a detailed objection raising four substantive concerns. The government argued the plan would "lock in prepetition note conversions that would benefit an insider of the debtor."

Good faith and insider treatment. The U.S. Trustee challenged the plan's classification scheme under Section 1129(a)(3), which requires that a plan be "proposed in good faith." The plan divided former noteholders into two groups based on whether they had informally protested the 2022 conversion: five "Protesting" Noteholders who disputed the conversion received treatment as Class 1.A unsecured creditors with 100% recovery on approximately $1,537,722 in claims, while converted noteholders (approximately $4,179,805 in face value) received treatment as Class 2 equity holders with estimated 45% recovery. The U.S. Trustee noted that the second-largest protesting noteholder was indirectly held by sole director Alex Ulrich. If all former noteholders had been treated equally, each would have received approximately 60%.

Claims disallowance. Plan Sections 9.1 and 9.2 enjoined parties from filing proofs of claim and automatically deemed all filed proofs "objected to and disallowed" without further court action — provisions the U.S. Trustee argued violated Section 501(a) (the right to file claims) and Section 502(a) (the presumption of allowance).

Forfeiture of distributions. Section 8.6 of the plan provided that distributions to unlocated shareholders would be forfeited to located shareholders, which the U.S. Trustee contended contradicted Section 347(a), requiring unclaimed property be paid into court.

Professional fee oversight. The plan limited court oversight of professional fees to the Confirmation Date rather than the Effective Date.

In their May 22, 2025 Brief in Support of confirmation, the Debtors responded that CRO Springer acted independently of Ulrich's influence; that the good faith inquiry concerns the plan proposal itself, not pre-bankruptcy conduct; that Ulrich's noteholder claim received the same treatment as all other unsecured noteholders; that the conversion was proper under the Convertible Note Agreement's automatic conversion provisions; that converted noteholders voted unanimously to accept the plan; and that litigating the conversion's validity would consume estate resources. The Debtors described the U.S. Trustee's objections as "misguided, legally incorrect, or insufficient."

On May 29, 2025, Judge Mary F. Walrath overruled all objections on the merits and confirmed the plan consensually under Section 1191(a). The court found the plan was proposed in good faith, the classification complied with Section 1122(a) with valid business reasons, and all applicable requirements of Section 1129(a) were satisfied. The plan became effective on June 13, 2025.

Plan Structure and Creditor Treatment

Administrative	Professional Fee Claims	Paid from escrow	100%
Priority	Tax Claims	Paid in full	100%
Class 1.A	Unsecured Noteholder Claims	Principal + accrued interest	100%
Class 1.B	General Unsecured Claims	Paid in full (cash)	100%
Class 2	Equity Interests	Cancelled; pro rata surplus distribution	~45%

The Debtors entered bankruptcy with approximately $2.18 million in U.S. bank accounts at Veritex Community Bank — funds that originated from the June 2024 Australian dividend. Combined with expected additional Australian liquidation dividends of approximately $2 million USD (approximately $3.36 million AUD), total distributable assets totaled approximately $4.2 million — exceeding the roughly $2.1 million in unsecured debt. The first distributions to creditors were expected in Q3 2025, following receipt of the "Material Australian Dividend" contemplated by the plan.

The plan includes opt-in third-party releases for both Class 1 creditors and Class 2 equity holders, providing protection to the Debtors' officers, directors, and professionals who participated in the restructuring process. The Debtors did not receive a Section 1141(d)(3) discharge — standard treatment for liquidating plans where the debtor will not continue business operations. Plan Administrator Claudia Z. Springer oversees remaining distributions and case administration.

Key professionals and fees. Pashman Stein Walder Hayden, P.C. served as debtor's counsel ($218,452.50 in fees and $3,988.32 in expenses). Stretto, Inc. served as both claims and noticing agent and administrative advisor ($4,048.00 in fees). Subchapter V Trustee William A. Homony received $6,680.00 in compensation. Total approved professional fees reached $233,168.82. All fee applications were approved on August 4, 2025.

Subchapter V and Cross-Border Coordination

The case avoided formation of an official creditors' committee, minimized U.S. Trustee quarterly fees, and bypassed traditional disclosure statement requirements under the Small Business Reorganization Act. Subchapter V offers shorter timelines and fewer administrative requirements than traditional chapter 11. The streamlined process permits only the debtor to file a plan, eliminating competing creditor plans and providing a path for equity holders to retain interests without the absolute priority rule. Subchapter V cases reach plan confirmation on average nearly four months faster than traditional small business cases, with approximately 51% resulting in confirmed plans.

Subchapter V filings rose 6% year-to-date through September 2025. The debt limit cap increased to $3,424,000 as of April 1, 2025, though this remains below the temporary $7.5 million threshold that applied during COVID-19 relief measures. Senators Grassley and Durbin introduced an amendment in July 2025 to restore the elevated threshold. Average seed-stage headcount dropped from 6.4 employees in 2022 to 3.5 in 2024, reflecting the broader contraction in the startup ecosystem.

The U.S. bankruptcy case primarily distributes proceeds from the Australian liquidation to U.S. stakeholders. Australian liquidation proceeds flowed to the U.S. holding company as a shareholder distribution, not as a direct creditor payment. The 15-month wait for Australian dividends preceded the U.S. restructuring timeline; the chapter 11 filing followed receipt of distributable funds. WealthConnect and other core assets were handled in the Australian liquidation, not the U.S. chapter 11.

Key Case Timeline

June 2017	Creativemass Enterprises Pty Ltd founded in Australia
June 8, 2020	Republic Capital Group announces $3.35M investment
2021-2022	Company raises ~$25M; scales from 30 to 220 employees
December 24, 2022	$5.7M Note-to-Equity Conversion executed
February 8, 2023	Founder Michael Rouse exits; Consortium bridge funding begins
March 9, 2023	ATO questions $13.5M AUD R&D tax claim
March 15, 2023	Australian subsidiary enters Voluntary Administration
April 12, 2023	Alex Ulrich appointed sole U.S. director
April 28, 2023	Australian Liquidators appointed (HoganSprowles)
May 2, 2023	GBST acquires WealthConnect platform from liquidation
June 2024	First Australian dividend (~$2M) received
November 1, 2024	ABC petition filed in Delaware Chancery Court
November 19, 2024	ABC petition denied
April 4, 2025	Claudia Springer appointed CRO
April 8, 2025	Pre-petition plan solicitation begins
April 14, 2025	chapter 11 Subchapter V petitions filed
April 16, 2025	First-day motions approved; Joint Administration granted
May 7, 2025	Meeting of Creditors held
May 15, 2025	U.S. Trustee objection filed
May 22, 2025	First Amended Plan and confirmation brief filed
May 29, 2025	Plan confirmed by Judge Walrath
June 13, 2025	Effective Date
August 4, 2025	Professional fee applications approved

Frequently Asked Questions

What was Creativemass and what did it do?

Creativemass was a fintech company founded in Australia in 2017 that developed WealthConnect, a Salesforce-based wealth management platform for financial advisors, brokers, and asset managers. The platform provided portfolio management, compliance, transaction processing, and client relationship management tools.

Why did Creativemass file for bankruptcy?

The company filed after its Australian operating subsidiary entered liquidation in 2023, following a failed $70 million capital raise with Goldman Sachs, rapid staff expansion from 30 to 220 employees, unresolved R&D tax claims with Australian authorities, and the broader fintech funding contraction that saw global venture capital for fintech drop 70% from 2021 peak levels.

How long was the bankruptcy case?

60 days — from the April 14, 2025 filing to the June 13, 2025 plan effective date.

What happened to WealthConnect?

GBST Holdings, an Australian wealth management technology company, acquired the WealthConnect platform from the Australian liquidation proceeding in May 2023 for an undisclosed amount.

Did creditors receive full payment?

Yes. Both unsecured noteholders (Class 1.A) and general unsecured creditors (Class 1.B) received 100% recovery on their allowed claims.

What did equity holders receive?

Equity holders are expected to receive approximately 45% pro rata recovery, with potential for additional distributions from future Australian dividends.

What was the Note-to-Equity Conversion controversy?

In December 2022, Creativemass converted approximately $5.7 million in convertible notes to equity, triggering protests from some noteholders who disputed the timing and propriety of the conversion. The chapter 11 plan treated protesting noteholders as unsecured creditors (100% recovery) while converted noteholders received equity treatment (~45% recovery). The U.S. Trustee argued this differential treatment benefited an insider.

Why did the U.S. Trustee object to the plan?

The U.S. Trustee raised four objections: (1) differential treatment of noteholders based on informal protests benefited an insider; (2) automatic claims disallowance violated creditor rights; (3) forfeiture of unclaimed distributions contradicted Bankruptcy Code requirements; and (4) professional fee oversight was inadequate. Judge Walrath overruled all objections on the merits.

What is Subchapter V bankruptcy?

Subchapter V is a streamlined chapter 11 process for small businesses enacted by the Small Business Reorganization Act of 2019. It features lower costs, faster timelines, no disclosure statement requirement, no creditors' committee, and the ability to confirm plans without creditor class acceptance under certain conditions.

Who is the claims agent for Creativemass?

Stretto serves as the claims and noticing agent. The firm maintains the official claims register and distributes case notifications to creditors and parties in interest.

For more analysis of technology sector restructurings and Subchapter V cases, visit ElevenFlo's bankruptcy coverage.