Target Corp. v. Seaman Corp.

Target Corporation, Plaintiff, v. Seaman Corporation, Defendant.

Case No. 18-cv-3305 (WMW/SER)

UNITED STATES DISTRICT COURT DISTRICT OF MINNESOTA

August 15, 2019

ORDER DENYING MOTION TO TRANSFER VENUE

Before the Court is Defendant Seaman Corporation's motion to transfer this action to the Northern District of Ohio. (Dkt. 18.) For the reasons addressed below, Seaman's motion is denied.

BACKGROUND

This dispute arises from Plaintiff Target Corporation's dissatisfaction with roof membranes used in the construction of Target stores throughout the 2000s. Target initiated this lawsuit on December 3, 2018, alleging that the roof membranes supplied by Seaman failed to perform to the promised standards. In its amended complaint, Target asserts four causes of action: breach of express warranty, fraud, violation of Ohio's Deceptive Trade Practices Act, and violation of Minnesota's Deceptive Trade Practices Act.

Also on December 3, 2018, Target filed a complaint against Seaman in the Northern District of Ohio (the Ohio litigation). In the Ohio litigation, Target alleges that Seaman's roof membranes, used in the construction of Target stores in 29 states, failed to perform as promised. The Ohio litigation does not implicate any Minnesota store locations. The complaint in the Ohio litigation includes the same causes of action as those in the District of Minnesota litigation, except that the Ohio litigation does not include a claim for violation of Minnesota's Deceptive Trade Practices Act.

Seaman filed the pending motion to transfer venue from the District of Minnesota to the Northern District of Ohio. Target opposes this motion.

ANALYSIS

Seaman seeks to transfer this case to the Northern District of Ohio, pursuant to 28 U.S.C. § 1404(a). In opposition to the motion, Target argues that Seaman has not met its burden of proof establishing that transfer is warranted.

A district court may transfer a civil action to another district where the action may have been brought "[f]or the convenience of parties and witnesses, in the interest of justice." 28 U.S.C. § 1404(a). The decision whether to transfer under Section 1404(a) involves a two-step inquiry for district courts. Valspar Corp. v. Kronos Worldwide, Inc., 50 F. Supp. 3d 1152, 1155 (D. Minn. 2014). First, the court must determine "whether the action might have been brought in the proposed transferee district." Id. (internal quotation marks omitted). Neither party disputes that this action could have been brought in the Northern District of Ohio.

Second, the court must determine whether transfer would be convenient for the parties, convenient for the witnesses, and in the interests of justice. Id. With respect to the interests-of-justice factor, district courts consider "(1) judicial economy, (2) the plaintiff's choice of forum, (3) the comparative costs to the parties of litigating in each forum, (4) each party's ability to enforce a judgment, (5) obstacles to a fair trial, (6) conflict of law issues,and (7) the advantages of having a local court determine local law."¹ Bae Sys. Land & Armaments L.P. v. Ibis Tek, LLC, 124 F. Supp. 3d 878, 888 (D. Minn. 2015) (internal quotation marks omitted).

A defendant seeking transfer bears a "heavy burden" of proof to establish that transfer is warranted. Id. at 884. This burden requires the defendant to show "that the balance of factors strongly favors" the defendant and not merely "that the factors are evenly balanced or weigh only slightly in favor of transfer." Id. (internal quotation marks omitted).

I. Convenience for the Parties

Seaman argues that transfer to the Northern District of Ohio would be convenient for both parties in light of the pending Ohio litigation.

There is a strong presumption in favor of a plaintiff's choice of forum, particularly when the plaintiff resides in the district in which it filed the complaint. Travel Tags, Inc. v. Performance Printing Corp., 636 F. Supp. 2d 833, 836 (D. Minn. 2007). A defendant can overcome this presumption by showing that the transferee district is more convenientthan the current forum. See id. A defendant's motion to transfer should not be granted "if the effect is simply to shift the inconvenience to the party resisting the transfer." Id. (internal quotation marks omitted). And "[w]hen each party prefers to litigate in its home forum and the moving party has not presented convincing evidence that its financial position makes it incapable of litigating in Minnesota, this factor is neutral." My Pillow, Inc. v. LMP Worldwide, Inc., 331 F. Supp. 3d 920, 927 (D. Minn. 2018) (internal quotation marks omitted).

Seaman asserts that the Northern District of Ohio is a more convenient venue than the District of Minnesota because Target already must spend a significant amount of time in the Northern District of Ohio for the pending Ohio litigation. Although the Northern District of Ohio may be a convenient location, Seaman does not establish that it is more convenient than the District of Minnesota. Minnesota is the location of both Target's headquarters and the damaged roofs at issue. Although Target likely will spend a significant amount of time in Ohio, Seaman, conversely, likely will spend time in Minnesota deposing witnesses, even if the action is transferred to the Northern District of Ohio.²

Next, Seaman argues that Target cannot claim that Ohio is inconvenient because Target chose that forum for the resolution of its other claims against Seaman. But the fact that Target has already filed a complaint in the Northern District of Ohio does not bear onthe relative convenience between Ohio and Minnesota. Transferring this case to the Northern District of Ohio simply would "shift the inconvenience to the party resisting the transfer." Travel Tags, 636 F. Supp. 2d at 836.

Accordingly, this factor does not favor transfer.

II. Convenience of the Witnesses

Seaman next contends that transferring this action to the Northern District of Ohio would increase the convenience for the witnesses.

A defendant seeking transfer "must clearly specify the essential witnesses to be called and must make a general statement of what their testimony will cover." Graff v. Qwest Commc'ns Corp., 33 F. Supp. 2d 1117, 1122 (D. Minn. 1999). After such a showing, the district court can evaluate the materiality of the anticipated witnesses' testimony and the accessibility of the forum. Ibis Tek, 124 F. Supp. 3d at 885-86 (clarifying that this inquiry focuses primarily on non-party witnesses because "it is generally assumed that witnesses within the control of the party calling them, such as employees, will appear voluntarily in a foreign forum"). When a defendant makes only general allegations of witness inconvenience or establishes that a forum is only slightly inconvenient, a district court should not transfer the action. See id. at 887-88; Savage v. Kaiser Motors Corp., 116 F. Supp. 433, 434 (D. Minn. 1953).

Seaman specifies neither the essential witnesses to be called nor the content of the expected testimony. Instead, Seaman argues that the "dearth of factual allegations in the Amended Complaint regarding the who, what, when and where of the alleged discussions between Target and Seaman employees makes it difficult for Seaman to identify potentialwitnesses." But Seaman admits meeting with representatives of Target as described in the Amended Complaint. Seaman's inability to specify any potential witnesses is, therefore, unpersuasive.³ And Seaman's assertion that many of its employee-witnesses are located in Ohio falls short, as the convenience-for-witnesses factor focuses primarily on non-party witnesses. See Ibis Tek, 124 F. Supp. 3d at 885-86.

Notwithstanding its failure to specify witnesses, Seaman contends that it would be more convenient to transfer this action to the Northern District of Ohio because witnesses will already be required to travel there for the pending Ohio litigation. But Target employed different contractors to work on the roofs of its various store locations. Seaman does not identify which, if any, of the third-party contractors involved in the Minnesota action are also involved in the Ohio litigation.

Because Seaman has presented only general assertions of inconvenience of the witnesses, this factor does not favor transfer. See id. at 887.

III. Interests of Justice

Finally, Seaman contends that it is in the interests of justice to transfer this action to the Northern District of Ohio. Each of the interests-of-justice subfactors is addressed, in turn.

A. Judicial Economy

Seaman argues that the judicial-economy subfactor favors transfer because, if the case is transferred, Seaman could move to consolidate the two pending lawsuits.

The existence of pending, related litigation is a relevant consideration to judicial economy. See Birmingham Fire Ins. Co. of Pa. v. Up North Plastics, Inc., No. 04-cv-0021, 2004 WL 838169, at *4 (D. Minn. Apr. 19, 2004) (citing Codex Corp. v. Milgo Elec. Corp., 553 F.2d 735, 739 (1st Cir. 1977)); Ahlstrom v. Clarent Corp., No. 02-cv-0780, 2002 WL 31856386, at *6 (D. Minn. Dec. 19, 2002) (same). Courts aim to avoid duplicative circumstances in which "multiple judges will consider the same questions, review the same record, read the same briefs, and write opinions resolving the same issues." Hoban v. U.S. Food & Drug Admin., No. 18-cv-0269, 2018 WL 3122341, at *3 (D. Minn. Jun. 26, 2018). And although a district court "should consider the likelihood that consolidation will actually occur following transfer," consolidation need not be certain. See Ahlstrom, 2002 WL 31856386, at *6 (internal quotation marks omitted) (concluding that consolidation was likely because the lawsuits involved the same defendants and core allegations, and plaintiffs had offered to coordinate discovery "so as to ensure no duplication").

Seaman contends that, in light of the "virtually identical" Ohio litigation, transferring this case to the Northern District of Ohio would allow for the...