Provident Healthcare Capital, LLC v. Revere Capital Advisors, LLC

District Court, S.D. New York·Decided July 21, 2026·No. 1:24-cv-09493·Unknown

Opinion

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK PROVIDENT HEALTHCARE CAPITAL, LLC, Plaintiff-Counter Defendant, 24 Civ. 9493 (KPF) -v.- OPINION AND ORDER REVERE CAPITAL ADVISORS, LLC, Defendant-Counter Claimant. KATHERINE POLK FAILLA, District Judge: Plaintiff Provident Healthcare Capital, LLC brought this action against Defendant Revere Capital Advisors, LLC, to collect unpaid principal and accrued interest on a $500,000 loan. To date, over six years after the loan came due, Defendant has only paid $50,000 on its balance. Plaintiff seeks summary judgment under Federal Rule of Civil Procedure 56 on its breach of contract claim and on Defendant’s counterclaim for usury. For the reasons set forth below, the Court grants Plaintiff’s motion. BACKGROUND1 A. Factual Background 1. The Parties Negotiate and Execute the Note Nonparties PolyPhotonix Medical LTD and PolyPhotonix LTD (together, “PolyPhotonix”) design, develop, and manufacture medical devices. (Pl. 56.1

1 The facts set forth in this Opinion are drawn from the parties’ submissions in connection with Plaintiff’s motion for summary judgment. The Court primarily sources facts from Plaintiff’s Local Rule 56.1 Statement (“Pl. 56.1” (Dkt. #47)); the Declaration of Kileigh Stranahan in support of Plaintiff’s motion (“Stranahan Decl.” (Dkt #48)) and the exhibits attached thereto; Defendant’s Counterstatement of Material Facts (“Def. 56.1” (Dkt. #53)); and the Declaration of Daniel J. Barnett in opposition to Plaintiff’s motion (“Barnett Decl.” (Dkt. #51)). ¶ 5). PolyPhotonix is a client of Defendant, a financial services firm. (Id. ¶¶ 2, 7). In 2019, Defendant sought a bridge loan for PolyPhotonix to address

PolyPhotonix’s liquidity needs. (Pl. 56.1 ¶ 9). Defendant contacted Plaintiff, a direct investment fund for healthcare services companies, to provide such financing. (Id. ¶¶ 1, 4). The parties proceeded to negotiate loan terms. On December 19, 2019, Plaintiff sent a draft promissory note to Defendant for a $500,000 loan at an 8% interest rate. (Pl. 56.1 ¶¶ 12-13). It also provided, among other terms, for a personal guaranty by Defendant’s Chief Executive Officer, a three-month term, an 18% default interest rate (the “Default Interest Rate”), and additional default fees of 3% per month (the

“Default Fees,” and together with the Default Interest Rate, the “Default Provisions”). (Id. ¶¶ 12-15). Defendant raised concerns about several of these terms, including the Default Provisions. (Pl. 56.1 ¶ 17). On December 21, 2019, Defendant made a counteroffer removing the personal guarantee, adding an option for a three-

Citations to a party’s Rule 56.1 Statement incorporate by reference the documents and testimony cited therein. Where a fact stated in a movant’s Rule 56.1 Statement is supported by evidence and controverted only by a conclusory statement by the opposing party, the Court finds that fact to be true. See Local Civil Rule 56.1(c), (d). Where Defendant agrees to a fact set forth in Plaintiff’s Rule 56.1 Statement in its entirety, the Court cites only to Plaintiff’s Rule 56.1 Statement. The Court notes that Defendant’s Counterstatement of Material Facts omitted numbering for its response to ¶ 32 of Plaintiff’s Local Rule 56.1 Statement; all cites to Defendant’s Counterstatement retain Plaintiff’s original paragraph numbering. For ease of reference, the Court refers to Plaintiff’s memorandum of law in support of their motion for summary judgment as “Pl. Br.” (Dkt. #46); to Defendant’s memorandum of law in opposition to Plaintiff’s motion as “Def. Opp.” (Dkt. #52); and to Plaintiff’s reply memorandum of law as “Pl. Reply” (Dkt. #54). month term extension, reducing the default rate to 12%, and eliminating the Default Fees. (Id. ¶ 18). On December 27, 2019, Plaintiff sent a revised draft to Defendant,

retaining both the Default Provisions and three-month term. (Pl. 56.1 ¶¶ 21- 23). Internally, Defendant resolved to prioritize the term extension, which, if accepted, made the Default Provisions “more palatable.” (Id. ¶ 24). As a result, Defendant sent Plaintiff a revised draft later that same day proposing language for the three-month extension and accepting the Default Provisions. (Id. ¶ 25). On December 28, Plaintiff sent back a final draft, accepting Defendant’s extension language in part, but placing ultimate extension approval in Plaintiff’s sole discretion. (Id. ¶ 27).

On December 30, 2019, Defendant executed the promissory note (the “Note”) and received $500,000 from Plaintiff. (Pl. 56.1 ¶¶ 28, 34). 2. Defendant Fails to Repay the Note in Full Defendant did not make any payment to Plaintiff when the Note came due on March 30, 2020. (Pl. 56.1 ¶¶ 37-38). Throughout 2021 and 2022, Defendant assured Plaintiff that it would repay the Note once it raised additional capital, and on several occasions represented that it was either close to receiving or had received such financing. (Id. ¶¶ 39-41). The parties

discussed potential repayment throughout 2023. (Id. ¶¶ 42-47). In April 2024, Plaintiff sent a demand letter to Defendant and PolyPhotonix, seeking payment of unpaid principal and interest. (Id. ¶ 48). The parties subsequently discussed a payment schedule. (Id. ¶¶ 49-52). In June and July 2024, Defendant made two payments, totaling $50,000, under the Note. (Def. 56.1 ¶¶ 53-54). Neither Defendant nor PolyPhotonix has made any payments since. (Pl. 56.1 ¶ 55).

B. Procedural Background Plaintiff filed its Complaint in this Court on December 12, 2024, seeking judgment for all amounts owed under the Note under claims for (i) breach of contract, (ii) breach of the implied covenant of good faith and fair dealing, and (iii) unjust enrichment. (Dkt. #1).2 Defendant answered and brought a counterclaim on March 28, 2025, requesting that the Court declare the Note void because its Default Provisions, by charging an “annualized interest rate of 54%,” exceeded the 20% annual interest rate allowed under Massachusetts’

usury law, Mass. Gen. Laws ch. 271, § 49 (“Section 49”). (Dkt. #25).3 Plaintiff answered the counterclaim on April 18, 2025. (Dkt. #26). Discovery commenced upon the Court’s March 26, 2025 entry of the parties’ proposed Civil Case Management Plan and Scheduling Order. (Dkt. #23). The discovery period concluded on October 7, 2025, after twice being extended by this Court. (Dkt. #34; August 8, 2025 Minute Entry). In anticipation of moving for summary judgment, on November 5, 2025, Plaintiff filed a letter motion requesting a conference (Dkt. #42), to which

2 Plaintiff does not seek summary judgment on its second and third claims, reserving each for trial. (Pl. Br. 1 n.1). 3 The parties agree that Massachusetts law governs the Note. See Archer Invs. S.a.r.l. v. Loc. 282 Welfare Tr. Fund, 462 F. App’x 122, 123 (2d Cir. 2012) (summary order) (“‘Where, as here, the parties have agreed on the law that will govern their contract,’ that choice of law will be enforced.” (quoting Finucane v. Interior Constr. Corp., 695 N.Y.S.2d 322, 324 (1st Dep’t 1999))). Defendant responded on November 20, 2025 (Dkt. #44). The Court held a pre- motion conference on November 25, 2025, and set a briefing schedule for Plaintiff’s motion. (November 25, 2025 Minute Entry). Plaintiff timely filed its

motion and supporting papers on January 9, 2026, seeking partial summary judgment on (i) its breach of contract claim and (ii) Defendant’s counterclaim for usury. (Dkt. #45-48). Defendant filed its opposition and supporting papers on February 13, 2026. (Dkt. #51-53). Plaintiff replied on February 27, 2026. (Dkt. #54). DISCUSSION A. Applicable Law

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Provident Healthcare Capital, LLC v. Revere Capital Advisors, LLC, (S.D.N.Y. 2026).

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