Castoria v. Berlin Int'l Colo., L.L.C.

JERRY CASTORIA, Plaintiff, v. BERLIN INTERNATIONAL COLORADO, L.L.C., et al., Defendants.

Civil Action No.: 2:16-cv-01704

UNITED STATES DISTRICT COURT DISTRICT OF NEW JERSEY

June 14, 2018

NOT FOR PUBLICATION

OPINION

CECCHI, District Judge.

I. INTRODUCTION

This matter comes before the Court on the motion of Defendants Berlin International LLC ("Berlin") (incorrectly named in the case caption as "Berlin International Colorado, L.L.C."), Trophy Hunter Colorado, LLC ("Trophy") (incorrectly named in the case caption as "Trophy Hunter, L.L.C. M.G.R.-Trophy Hunter Investments, Ltd"¹), Sterling Stoudenmire ("Stoudenmire"), Joseph Sozio ("J. Sozio"), Scott Sozio ("S. Sozio"), and Steven Van Dyke ("Van Dyke," and collectively with Berlin, Trophy, Stoudenmire, J. Sozio, and S. Sozio, "Defendants") to dismiss the complaint of pro se Plaintiff Jerry Castoria ("Plaintiff") pursuant to Federal Rule of Civil Procedure 12(b)(2), or in the alternative to transfer venue pursuant to 28 U.S.C. § 1404(a). (ECF No. 2). Plaintiff opposes the motion. (ECF No. 8). Pursuant to Federal Rule of Civil Procedure 78(b), no oral argument was heard. For the reasons set forth below,² Defendants' motion is granted in part and denied in part.

II. BACKGROUND

The following facts are accepted as true for purposes of the instant motion. Plaintiff is a resident of Bergen County, New Jersey. (ECF No. 1-1 at 8). Berlin is a limited liability corporation incorporated in Colorado with a principal place of business in Colorado. (Id. at 8-9). Trophy is a limited liability corporation incorporated in Florida with a principal place of business in Florida. (Id. at 9). Stoudenmire is a resident of Colorado, J. Sozio and S. Sozio are residents of Florida, and Van Dyke is a resident of Massachusetts. (ECF No. 1 at 10). Stoudenmire is the chief executive officer ("CEO") of Berlin, which "is engaged in the business of growing, harvesting, distributing and selling marijuana in the State of Colorado." (ECF No. 1-1 at 9). Trophy "is the primary investor in [Berlin] and exerts significant control over its management and operation." (Id.). J. Sozio is the former CEO of Berlin, (id. at 10), and the Chairman of the Board of Managers for Berlin. (ECF No. 8 Exhibit F). Stoudenmire, S. Sozio, and Van Dyke are all Directors of the Board of Managers for Berlin.³ (Id.).

Plaintiff alleges that he:

[W]as employed by Berlin as the Defendants' Chief Financial Officer [("CFO")]⁴ and was hired to operate from the companies [sic] remote office in New Jersey and was charged with the responsibility of handling executive level financial matters, regulatory issues and to explore business relationships for Medical Marijuana and Commerce in . . . New Jersey and New York[. Plaintiff furtheralleges that Defendants] . . . avail[ed] themselves of the Plaintiff's 38 years of tristate healthcare experience and significant contacts in the healthcare industry.

(Id. at 2-3; see also id. at 8-9). As part of his compensation package, Plaintiff was guaranteed a two-year term of employment, an annual salary of $150,000, full healthcare benefits, and one to two percent stock interest in Trophy. (Id. at 3).

In May and June 2014, Plaintiff alleges that J. Sozio met with Plaintiff in New Jersey "to discuss details prior to hiring Plaintiff as Berlin's [C]hief Financial Officer." (Id. at 8; see also id. at 9 (explaining that J. Sozio "lived part time in [New Jersey] at Plaintiff's home" and that "[m]any discussions took place at Plaintiff's residence in New Jersey between [J. Sozio] and Plaintiff reviewing the details of employment at Berlin as" CFO)). As Berlin's CFO, Plaintiff purports that he:

[U]sed his New Jersey contacts to set up meetings and conference calls with a partner from a large national healthcare consulting firm operating from New Jersey. The meetings and discussions included [J.] Sozio and Plaintiff. Plaintiff used his extensive contacts in New Jersey and complied with requests from Defendants' [sic]. The primary intent of the meetings was to discuss opening up networking opportunities for commerce and other business relationships in, the forum state and greater tristate area in general. These business arrangements seemed feasible in light of the fact that New Jersey had approved consumption of medical marijuana back in 2010 and in 2014 introduced a bill in the New Jersey Senate for passage of recreational marijuana which legislation would be modeled after Colorado law.

(Id. at 7; see also id. at 9). Moreover, Plaintiff alleges that Defendants "relied on Plaintiff to perform essential functions from its remote office located in New Jersey" and "continued to engage in continuous business, phone, electronic funds transfer (EFT'S) and email interactions with Plaintiff." (Id. at 7).

"In late January 2015, [Plaintiff] met with Stoudenmire in New York City at the office of [Trophy] where [Plaintiff] was informed that Stoudenmire intended on purchasing a brand of marijuana clones from an unauthorized and/or unlicensed vendor." (ECF No. 1-1 at 12).Believing that such a purchase "would be unlawful under [Marijuana Enforcement Division] rules and regulations," Plaintiff "advised Stoudenmire not to purchase marijuana clones from an unauthorized and/or unlicensed vendor[.]" (Id.). Plaintiff alleges that despite his advice, Stoudenmire did so anyway. (See id. at 12-13).

"[I]n March 2015, during a conference call with Stoudenmire, S. Sozio and Van Dyke . . . [Plaintiff] asked Stoudenmire what he intended to do about the clones," and "Stoudenmire misrepresented that he would have the illegally purchased clones destroyed." (Id. at 13). After learning that no such destruction took place, Plaintiff "informed J. Sozio of the unlawful actions" and "demanded the company immediately cease such illegal conduct." (Id.). Plaintiff alleges that "[l]ess than a week after the aforementioned conversation between [Plaintiff] and J. Sozio, [Plaintiff's] employment with [Berlin] was terminated by S. Sozio with July 31, 2015 being the effective date of termination." (Id.; see also ECF No. 8 at 8 ("[O]n June 8^th 2015 [J.] Sozio made the phone call to the forum state to terminate Plaintiff.")).⁵ On July 19, 2015, Plaintiff signed a Unit Purchase Agreement whereby Trophy repurchased Plaintiff's one to two percent stock interest in Trophy. (ECF No. 8 Exhibit A).

Plaintiff filed a complaint on February 9, 2016 with the Superior Court of New Jersey, Bergen County Law Division. (ECF No. 1-1). On March 28, 2016, Defendants removed this matter to federal court. (ECF No. 1). In the complaint, Plaintiff asserts two counts: one violation of New Jersey's Conscientious Employee Protection Act ("CEPA") and one "Common Law Public Policy Claim." (ECF No. 1-1). On April 4, 2016, Defendants filed a motion to dismiss. (ECF No. 2). Plaintiff and Defendants subsequently filed a number of submissions, after which the parties engaged in mediation, which was ultimately unsuccessful. The Court nowconsiders Defendants' motion, and all submissions filed thereto.

III. DISCUSSION

Defendants argue that Plaintiff's complaint should be dismissed for lack of personal jurisdiction under Federal Rule of Civil Procedure 12(b)(2), or in the alternative, that this matter should be transferred to the Middle District of Florida.⁶ As personal jurisdiction is a threshold matter, the Court will address Defendants' motion to dismiss under Federal Rule of Civil Procedure 12(b)(2) before addressing whether the case should be transferred.

A. Dismissal Pursuant to Federal Rule of Civil Procedure 12(b)(2)

Defendants argue that this Court lacks personal jurisdiction over them because this "case has nothing to do with New Jersey." (ECF No. 4 at 7). "Personal jurisdiction analysis looks to the forum state's long-arm statute and the Due Process Clause of the Fourteenth Amendment." Arpaio v. Dupre, 527 F. App'x 108, 112 (3d Cir. 2013). "Because New Jersey's long-arm statute permits the exercise of personal jurisdiction to the full extent allowed under the Due Process Clause, 'the two jurisdictional inquiries in this case collapse into one: whether the exercise of jurisdiction comports with due process.'" Zelma v. Burke, No. 16-2559, 2017 WL 58581, at *2 (D.N.J. Jan. 4, 2017) (quoting Senju Pharm. Co. v. Metrics, Inc., 96 F. Supp. 3d 428, 435 (D.N.J. 2015)). "There are two types of personal jurisdiction that reflect the requirements of the Due Process Clause of the Fourteenth Amendment—general jurisdiction and specific jurisdiction." Id. (citing Marten v. Godwin, 499 F.3d 290, 296 (3d Cir. 2007)). "When evaluating a motion todismiss for lack of personal jurisdiction, the court may consider facts outside of the complaint." Wurth Adams Nut & Bolt Co. v. Seastrom Mfg. Co. Inc., No. 14-3804, 2015 WL 1530969, at *1 (D.N.J. Apr. 6, 2015).

Plaintiff alleges that "Defendants' [sic] had minimum contact[s] with . . . [P]laintiff in [the] forum state that [were] both continuous and systematic." (ECF No. 8 at 1; see also id. at 8). "For a corporation, 'the place of incorporation and principal place of business' are where it is 'at home' and are, therefore, the paradigm bases for general jurisdiction." Malik v. Cabot Oil & Gas Corp., No. 16-2829, 2017 WL 4260816, at *2 (3d Cir. Sept. 26, 2017) (citations omitted). "For an individual, the paradigm forum for the exercise of general jurisdiction is the individual's domicile[.]" Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 924 (2011).

Berlin is a limited liability corporation incorporated in and with a principal place of business in Colorado. (ECF No. 1-1 at 8-9). Trophy is a limited liability corporation incorporated in and with a principal place of business in Florida. (Id. at 9). Stoudenmire is a resident of Colorado, J. Sozio and S. Sozio are residents of Florida, and Van Dyke is a resident of Massachusetts. (ECF No. 1 at 10). Despite Plaintiff's conclusory assertions cited above, "nothing in the record supports a finding that [...