Republic Steel v. Beemac, Inc.
| Decision Date | 21 July 2022 |
| Docket Number | 5:21-cv-00103 |
| Parties | REPUBLIC STEEL, Plaintiff, v. BEEMAC, INC., et al., Defendants. |
| Court | U.S. District Court — Northern District of Ohio |
Before the Court is the renewed motion of defendants, Beemac, Inc. (“Beemac”) and Deemac Services. Inc (“Deemac”) (collectively, “Beemac defendants”), to transfer this action, pursuant to 28 U.S.C. § 1404(a), to a district court in Pennsylvania where two other lawsuits involving the same parties are pending. (R. 17; R. 17-1). Plaintiff Republic Steel (“Republic”) opposes the motion (R. 18; see R. 9 (Opposition to Original Motion[1])), and Beemac defendants have filed a reply. (R. 19). For the reasons that follow, the renewed motion to transfer is DENIED.
Republic is a manufacturer of “special bar quality steel” used in automobile components and industrial equipment that operates steelmaking facilities in Canton and Massillon, Ohio and in Lakawanna, New York. (R. 1-2 at ¶10). It was incorporated under the laws of Delaware, and its principal place of business is located in Canton, Ohio. (Id. ¶ 5). Beemac defendants are “professional trucking and logistics companies] that provide[] trucking” and other related services. (Id. ¶¶ 11-12). Beemac is a Pennsylvania corporation and Deemac is a Pennsylvania limited liability company. (Id. ¶¶ 6-7; R. 7 at ¶7).[2] Both defendants maintain their principal places of business in Ambridge, Pennsylvania. (R. 1-2 ¶¶ 6-7.) “Throughout the years Republic has reached out and engaged with [Beemac defendants] for the transportation and shipment of products to or from locations in several states, including Pennsylvania.” Beemac, Inc v. Republic Steel, No. 2:20-cv-1458, 2021 WL 2018681, at *1 (W.D. Pa. May 20, 2021) (“Beemac Action”) (quotation marks omitted); Deemac Servs., LLC v. Republic Steel, No. 2:20-cv-1466, 2021 WL 2018716, at *1 (W.D. Pa. May 20, 2021) (“Deemac Action”).
On September 2, 2020, Beemac defendants initiated separate actions against Republic in state court in Western Pennsylvania. (See R. 17-5 (Notice of Removal in Beemac Action) ¶ 1; R. 17-6 (Notice of Removal in Deemac Action) ¶ 1.) Each action is premised upon a written contract for trucking services, and asserts claims for “breach of contract, unjust enrichment, fraud in the inducement, and negligent misrepresentation related to Republic's alleged non-payment for trucking services provided by [Beemac and/or Deemac] ¶ 2019 and 2020.” (R. 17-5 at ¶3; R. 17-6 at ¶3).
The Beemac Action seeks the recovery of damages for unpaid freight services in the amount of $2,232,811.50. (R. 17-5 ¶ 7.) The Deemac Action seeks to recover contract damages in the amount of $1,703,531.29. (R. 17-6 at ¶12). On September 28 and 29, 2020, the actions were removed by Republic to the United States District Court for the Western District of Pennsylvania. (See R. 17-5, filed 9/28/2020; R. 17-6, filed 9/29/2020). Thereafter, Republic moved to dismiss the Pennsylvania actions for lack of personal jurisdiction. See Beemac, 2021 WL 2018681, at *1; Deemac, 2021 WL 2018716, at *1.
On December 17, 2020, Republic filed the present action in the Stark County Court of Common Pleas against Beemac defendants, raising claims for breach of contract and promissory estoppel. (R. 1; R. 1-2). According to the complaint, in the summer of 2020, Beemac defendants, through Loren Dworakowski-Beemac President and Chief Executive Offer and Deemac Managing Member-agreed via a telephone call with Elizabeth Evans-Republic's Executive Vice President-to transport “all of Republic's one-way steel billet loads from Republic's Canton, OH production facility . . . to its Lackawanna, NY facility . . . at an ‘all-in' rate of $750 per load.” (R. 1-2 ¶ 2, see id. ¶¶ 15-18). Republic claims that Beemac defendants ultimately refused to honor the oral agreement, forcing Republic to make other arrangements to transport its steel at rates that were substantially higher than those agreed to by the parties herein. (Id. at ¶28; see id. at ¶¶25-27).
On January 14, 2021, Beemac defendants removed the present Ohio action to federal court. (R. 1). Beemac defendants' Answer denied the existence of the alleged oral agreement. (R. 7 at ¶4). Specifically, while they acknowledge communications between Dworakowski and Evans regarding “unspecified and potential future business opportunities”, they aver that they ultimately refused to transport any more of Republic's steel given the outstanding balances on the contracts that form the bases for the litigation in Pennsylvania. (Id. ¶¶ 14-15.) They further insist that it is “standard practice” for Beemac defendants to memorialize their shipping agreements with a written contact, owing to the fact that they “provide services to a wide array of customers” and must have certainty regarding the shipping requirements in order to adequately serve each customer. (R. 17-1 at 5 (citing R. 17-4 (Declaration of Loren Dworakowski) ¶ 19)). Contemporaneously with the filing of their answer in this action, Beemac defendants filed a motion to transfer the present Ohio action to the Western District of Pennsylvania. (R. 8.) On April 28, 2021, the previously assigned District Judge denied the motion to transfer without prejudice pending a ruling on Republic's motions to dismiss filed in the Beemac and Deemac Actions. (Nondocument Order, 4/28/2021).[3]
On May 20, 2021, United States District Judge William S. Stickman, IV denied Republic's motions to dismiss for lack of personal jurisdiction in the above-referenced Pennsylvania actions. See Beemac, 2021 WL 2018681, at *1; Deemac, 2021 WL 2018716, at *1. In so ruling, Judge Stickman determined that “Republic purposefully availed itself of the privileges of doing business in Pennsylvania, [Beemac defendants'] claims arise out of those purposeful contacts, and the exercise of specific personal jurisdiction is consistent with traditional notions of fair play and substantial justice.” Beemac, 2021 WL 2018681, at *9; Deemac, 2021 WL 2018716, at *9.
Following the ruling on the Rule 12 motions in the Pennsylvania actions, Beemac defendants renewed their motion in this case to transfer venue under 28 U.S.C. § 1404(a). In support of transfer, Beemac defendants argue that the present action is related to the actions pending in Pennsylvania because all three stem from “the same historic relationship amongst the parties” relating to the transportation of Republic's steel. (R. 17-1 at 2). They note that Judge Stickman has already devoted substantial attention to the Pennsylvania actions, which will involve the same key witnesses and necessitate examination of the “same course of dealing between the parties” that is at issue in the present Ohio action. (Id.) “Given that the first-filed Pennsylvania actions involve the same parties, counsel, witnesses, and overlapping facts,” Beemac defendants posit that the transfer of this action to Pennsylvania “would serve judicial economy, avoid duplication and inconsistency, and allow for more efficient allocation of time and resources.”[4](Id.)
Republic disagrees, insisting that the Beemac and Deemac Actions are “entirely unrelated” to the present case because those Pennsylvania actions “pertain to different contracts for different services, [for which] there is no dispute as to the existence of those contracts, and there is no dispute that those services were performed.” (R. 9 at 2). According to Republic, the “Pennsylvania Litigation exists not because of questions as to contractual rights or obligations, but because [Beemac defendants] have refused Republic's requests for sufficient documentation to support the full amounts they claim are owed.” (Id.) Republic complains that the present motion represents an attempt to deprive Republic of its choice of forum in favor of a forum that is only more convenient for Beemac defendants. (Id. at 1).
“For the convenience of parties and witnesses, in the interest of justice, a district court may transfer any civil action to any other district or division where it might have been brought[.]” 28 U.S.C. § 1404(a). Section 1404(a) is intended “to protect litigants, witnesses and the public against unnecessary inconvenience and expense[.]” Cont'l Grain Co. v. The FBL-585, 364 U.S. 19, 27, 80 S.Ct. 1470, 4 L.Ed.2d 1540 (1960).
Due to the permissive language in the statute, Courts have broad discretion to grant or deny a motion to transfer. Reese v. CNH Am. LLC, 574 F.3d 315, 320 (6th Cir. 2009). “The party seeking transfer bears the burden of proving that the transferee district is a superior venue to the transferor district.” Phelps v. United States, No. 1:07-cv-2738, 2008 WL 5705574, at *1 (N.D. Ohio Feb. 19, 2008).
“Typically, more than one forum could be an appropriate venue for trial and some inconvenience will exist to either party no matter which venue is chosen.” Siegfried v. Takeda Pharm. N. Am., Inc., No. 1:10-cv-2713, 2011 WL 1430333, at *2 (N.D. Ohio Apr. 14, 2011). Thus, if the transferring venue will merely “shift the inconvenience from one party to another,” a change of venue is inappropriate. Id. (citation omitted); see Van Dusen v. Barrack, 376 U.S. 612, 645-6, 84 S.Ct. 805, 11 L.Ed.2d 945 (1964) ()
A district court decides motions to transfer on a case-by-case basis, Stewart Org., Inc. v. Ricoh Corp., 487 U.S 22, 28, 108 S.Ct. 2239, 101 L.Ed.2d 22 (1988), using a two-step analysis. First, the court must determine whether the case “might have been brought” in the transferee court. Cont'l Grain, 364 U.S. at 21. If so, the court then analyzes...
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