Matonis v. Care Holdings Grp., L.L.C.

• Decision Date: 25 June 2019
• Docket Number: Case No. 1:19-cv-20247-UU
• Citation: 423 F.Supp.3d 1304
• Parties: Shawna MATONIS, Plaintiff, v. CARE HOLDINGS GROUP, L.L.C., et al., Defendants.
• Court: U.S. District Court — Southern District of Florida

423 F.Supp.3d 1304

Shawna MATONIS, Plaintiff,

v.CARE HOLDINGS GROUP, L.L.C., et al., Defendants.

Case No. 1:19-cv-20247-UU

United States District Court, S.D. Florida.

Signed June 25, 2019

Jonathan Edgar Pollard, Alexander P. Gil, Pollard PLLC, Fort Lauderdale, FL, for Plaintiff.

Ryan Dwight O'Quinn, DLA Piper LLP, Miami, FL, Simon Ferro, Lewis Tein, Coconut Grove, FL, for Defendants.

ORDER ON MOTION TO DISMISS

URSULA UNGARO, UNITED STATES DISTRICT JUDGE

THIS CAUSE is before the Court upon Defendants' Motion to Dismiss Plaintiff's Amended Complaint (the "Motion"). D.E. 19. The Court has reviewed the Motion, the pertinent portions of the record and is otherwise fully advised in the premises.

I. Factual Background

A. Defendants

Unless otherwise indicated, the following facts are taken from the well-pleaded allegations in Plaintiff's Amended Complaint. D.E. 6. Defendant CareOptimize L.L.C. ("CareOptimize") is a Delaware corporation engaged in the business of healthcare management consulting, advising healthcare providers on, inter alia , patient intake strategies and revenue management. Id. ¶¶ 3, 19. Defendant Care Holdings Group L.L.C. ("Care Holdings") is a Delaware corporation and the parent company of CareOptimize (together the "Care Companies"), overseeing CareOptimize and its other subsidiaries. Id.

Defendant Benjamin Quirk ("Quirk") is a Florida citizen, an agent of Care Holdings, and CareOptimize's Chief Strategy Officer tasked with running its day-to-day operations. Id. ¶ 5. Defendant Jonathan Shivers ("Shivers") is a Georgia citizen, an agent of Care Holdings, and, at all times relevant to this action, was CareOptimize's Chief Business Development Officer responsible for soliciting and locating new clients. Id. ¶ 6. Defendant Joseph N. De Vera ("De Vera") is a Florida citizen and, at all times relevant to this action, was CareOptimize's in-house counsel, as well as a member of and lawyer for Care Holdings. Id. De Vera also owns and operates a professional association based in Florida, Joseph N. De Vera, P.A., ("De Vera P.A."). Id. ¶ 8.

B. Matonis' Tenure at CareOptimize

Plaintiff Shawna Matonis ("Matonis") is an Ohio citizen and healthcare management consultant who provided consulting services to the Care Companies pursuant to a consulting agreement ("Consulting Agreement") entered into on or about January 8, 2016. D.E. 6 ¶¶ 2, 21. The Consulting Agreement contains a confidentiality provision and a non-solicitation provision with respect to the Care Companies' employees, consultants, and agents. Id. While Matonis was employed by the Care Companies she reported to Quirk and Shivers. Id. ¶ 22.

On September 9, 2016, while still employed with the Care Companies, Matonis founded her own consulting company, Caliber RCM, LLC ("Caliber"), to help health care providers track their revenue. Id. ¶ 23. After Matonis informed Defendants that she had created her company, Defendants explicitly authorized her work with Caliber. Id. Approximately one year later, on September 15, 2017, Quirk and Shivers informed Matonis that the Care Companies were in the process of transitioning their independent contractors to W-2 employees and offered Matonis a W-2 employment contract, which she declined. Id. ¶ 24. On September 26, 2017, Matonis met with Quirk to explain that she had not accepted the offer to transition to a W-2 employee because the proposal contained a two-year non-competition restriction and would have required Matonis to shut down Caliber. Id. ¶ 25.

Over the next eight months, the Care Companies transitioned the clients Matonis had been representing at CareOptimize to other CareOptimize employees. Id. ¶ 26. On June 4, 2018, Quirk and Shivers advised Matonis that the Care Companies would be informing clients that she was no longer affiliated with the Care Companies and that there was no need for her to communicate further with those clients. Id. ¶ 27. On June 15, 2018, the Care Companies told Matonis that they no longer needed her services and her relationship officially terminated no later than July 23, 2018. Id. ¶ 28.

C. Post-Departure Developments

As Matonis' involvement with the Care Companies was winding down and after she left, Matonis expanded the healthcare consulting services provided by Caliber into patient intake and revenue management, leading to direct competition with her former employer. Id. ¶ 29. During this time, Defendants informed a number of clients, for whom Matonis had worked while at the Care Companies, that Matonis was still affiliated with the Care Companies but was unable to work because she was suffering from ongoing health issues and had requested time off. D.E. 6 ¶¶ 31, 35. Matonis discovered that Defendants had been making these types of statements after two clients reached out to Matonis to check on her health. Id. Matonis informed the clients that she was not suffering from any health issues and that she had been removed from the account because she was no longer a Care Company independent contractor. Id.

On July 4, 2018, Matonis received another call from a client, Mike Clancey ("Clancey"), regarding her health after Shivers told Clancey that his account had been transferred to a different CareOptimize employee due to Matonis' medical issues. Id. ¶ 36. After Matonis dispelled that notion, Clancey emailed Quirk and Shivers on July 10, 2018, expressing his dissatisfaction with their dishonesty about Matonis. Id. ¶ 37. Quirk emailed Clancey back on the same day to assure him that Matonis would continue to work with the Care Companies indefinitely and was still available to be Azura's point person, despite the fact that Matonis had been terminated almost a month prior. Id. ¶ 39.

D. De Vera's Cease and Desist Letters

After numerous clients terminated their relationships with Defendants in June, 2018, in July through September 2018, De Vera, on behalf of Defendants, sent cease and desist letters to clients for whom Matonis had worked while at CareOptimize and to Matonis directly. Id. ¶¶ 41-49. In these letters, De Vera asserted that Matonis was still subject to "broad confidentiality and non-solicitation provisions" in her Consulting Agreement and threatened legal action if Matonis continued to solicit CareOptimize's clients and/or if those clients sought Matonis' services. Id.

E. Defendants Continue to Misrepresent Matonis as a Care Company Agent

On December 1, 2018, Matonis discovered that Defendants had created an "out of office" auto-response message on Mantonis' former email account at Defendants, to which Matonis has not had access since July, 2018. Id. ¶¶ 28, 49. Matonis contends that the auto-response message created a false notion that she remained affiliated with the Care Companies, while at the same time tainting her reputation as a professional who promptly returns her client's messages. Id. ¶ 50.

F. General Misrepresentations on Care Companies' Website

Lastly, Matonis alleges that CareOptimize's website advertises that it serves over twenty thousand healthcare providers nationwide, when allegedly, it serves closer to five thousand healthcare providers at any given time. Id. ¶ 54. According to Matonis, the website misrepresents CareOptimize's client base, listing Azura and CEEC as clients even after both companies terminated their relationship with CareOptimize. Id. ¶ 55.

II. Procedural Background

On February 8, 2019, Matonis re-filed a five-count Amended Complaint, alleging: (1) False Advertising under 15 U.S.C. § 1125(a) ; (2) Unfair Competition under Florida law as to all Defendants; (3) Defamation per se as to all Defendants; (4) Tortious Interference; and (5) declaratory judgment that Matonis is not precluded from working with the Care Companies' current, former, or prospective clients. D.E. 6. On March 8, 2019, defendants filed the instant Motion to Dismiss for failure to state a claim pursuant to Federal Rule of Civil Procedure 12(b)(6).

III. Legal Standard

In order to state a claim, Federal Rule of Civil Procedure 8(a)(2) requires only "a short and plain statement of the claim showing that the pleader is entitled to relief." While a court, at this stage of the litigation, must consider the allegations contained in the plaintiff's complaint as true, this rule "is inapplicable to legal conclusions." Ashcroft v. Iqbal , 556 U.S. 662, 678, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009). In addition, the complaint's allegations must include "more than an unadorned, the-defendant-unlawfully-harmed-me accusation." Id. (citing Bell Atlantic Corp. v. Twombly , 550 U.S. 544, 555, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007) ). Thus, "[t]hreadbare recitals of the elements of a cause of action, supported by mere conclusory statements, do not suffice." Id. (citing Twombly , 550 U.S. at 555, 127 S.Ct. 1955 ).

In practice, to survive a motion to dismiss, "a complaint must contain sufficient factual matter, accepted as true, to ‘state a claim to relief that is plausible on its face.’ " Id. (quoting Twombly , 550 U.S. at 570, 127 S.Ct. 1955 ). A claim has facial plausibility when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged. Id. The plausibility standard requires more than a sheer possibility that a defendant has acted unlawfully. Id. Where a complaint pleads facts that are merely consistent with a defendant's liability, it stops short of the line between possibility and plausibility of entitlement to relief. Id. Determining whether a complaint states a plausible claim for relief is a context-specific undertaking that requires the court to draw on its judicial experience and common sense. Id. at 679, 129 S.Ct. 1937.

IV. Analysis

A. Independent Tort Doctrine

Defendants first argue that Counts One through Four are barred under Florida's independent tort doctrine which "bars a contracting party from recovery in tort where the act complained of relates to the performance of the contract." De Sterling v. Bank of...