Ronnoco Coffee, LLC v. Castagna, 4:21-CV-00071 JAR
| Decision Date | 05 March 2021 |
| Docket Number | No. 4:21-CV-00071 JAR,4:21-CV-00071 JAR |
| Parties | RONNOCO COFFEE, LLC, d/b/a RONNOCO BEVERAGE SOLUTIONS, Plaintiff, v. KEVIN CASTAGNA and JEREMY TORRES, Defendants. |
| Court | U.S. District Court — Eastern District of Missouri |
This matter is before the Court on Plaintiff Ronnoco Coffee LLC ("Ronnoco")'s Motion for Temporary Restraining Order and Preliminary Injunction (Doc. No. 7) and Defendants Kevin Castagna ("Castagna") and Jeremy Torres ("Torres")'s Motion to Dismiss for Lack of Jurisdiction and Venue (Doc. No. 13). The Court heard oral argument via video-conference on Ronnoco's Motion for Temporary Restraining Order on February 2, 2021. Plaintiff appeared by counsel James Martin; Defendants appeared in person and by counsel Mark Molner. Following oral argument, the Court entered a briefing schedule for the parties' respective motions. (Doc. No. 16). The motions are now fully briefed and ready for disposition.1 For the following reasons, the Court denies Defendants' motion to dismiss for lack of jurisdiction and venue and grants Ronnoco's motion for temporary restraining order.
The facts, summarized herein, are set forth in Ronnoco's complaint. Ronnoco has sold and distributed coffee and other products in the United States for over 100 years. (Complaint ("Compl."), Doc No. 1 at ¶ 37). Over the years, it has expanded geographically and expanded its product offerings beyond coffee. (Id.). In early 2020, Ronnoco acquired a majority ownership interest in Trident Marketing, Inc. and Trident Beverage, Inc. ("Trident"). (Id. at ¶ 38). Today, Ronnoco and Trident are in a parent/subsidiary relationship. (Id.). Ronnoco/Trident markets a line of 100% fruit juice beverage concentrates dispensed under the name "Juice Alive." (Id. at ¶ 39).
Defendant Castagna was employed by Ronnoco as a Territory Manager in the greater Dallas/Ft. Worth, Texas area from March 17, 2020 to July 23, 2020. (Id. at ¶¶ 5, 41, 45). Defendant Torres was employed as a Territory Manager in the greater Los Angeles, California area from March 17, 2020 to July 16, 2020. (Id. at ¶¶ 6, 42, 46). Before that, both Defendants were employed by Trident for over three years. (Id. at ¶ 7).
In their positions as Territory Managers, Defendants had access to confidential, proprietary, and trade secret information pertaining to Ronnoco/Trident's customers and products. (Id. at ¶¶ 17, 47). Because of their direct involvement in the expansion of Ronnoco/Trident's sales within their territories, Defendants participated in the creation of Ronnoco/Trident's trade secrets involving those customers within their territories. (Id.). For this reason, Ronnoco required as a condition of their employment that Defendants execute a Fair Competition Agreement (the "Agreement"). (Id. at ¶¶ 9, 10, 47-49; Doc. Nos. 1-3, -4).
The Agreement expressly prohibits Defendants from working with a competitor of Ronnoco both during their employment and for two years after employment with Ronnoco:
[d]uring my employment and for two (2) years thereafter, and within two hundred (200) miles of any of my work locations for the Company, I will not, directly or indirectly, for myself or on behalf of or in connection with any other person, entity or organization: (a) engage in any business or activity that is competitive with the business of the Company; (b) ... assist or be connected with (including, but not limited to, as an employee, consultant, or otherwise) any business that directly or indirectly competes or is seeking to compete with the business of the Company; and/or (c) undertake any efforts or activities toward commencing any business or activity that could be competitive with the business of the Company.
(Doc. No. 1-3, -4 at ¶ 2). The Agreement further prohibits Defendants from soliciting Ronnoco's employees, clients, or customers:
During my employment and for two (2) years thereafter, I will not, directly or indirectly, for myself or on behalf of or in connection with any other person, entity or organization: (a) induce or attempt to induce any employee or consultant of the Company to leave the employ or services of the Company or in any way interfere with the relationship between the Company and any employee or consultant thereof; and/or (b) call on, solicit, have contact with, or service any client of the Company with whom I have had material contact, in order to (i) solicit business of the type provided by the Company, (ii) to induce or attempt to induce such person or entity to cease doing business with, or reduce the amount of business conducted with, the Company, or (iii) in any way to interfere with the relationship between any such person or entity and the Company.
(Id. at ¶ 3). The Agreement also prohibits Defendants from disclosing Ronnoco's confidential and proprietary information:
I will keep confidential and not disclose or use, either during or after my employment, any Confidential Information of the Company, except as required in good faith in performing my employment duties for the Company or as authorized by the Chief Executive Officer of the Company in a signed writing addressed specifically to me. "Confidential Information" means any information that is used, developed, obtained or received by the Company in connection with the Company's customer or supplier relationships and its other trade secrets, including but not limited to the following: (a) client and prospective client information, including client lists, compilations of client data, client preferences, and personal and/or financial information relating to clients; (b) businessinformation, including contractual arrangements, business plans, strategies, tactics, policies, procedures, resolutions, litigation or negotiations; ( c) marketing information, including sales or product plans, strategies, tactics, methods, or market research data; (d) financial information, including costs and performance data, pricing information, sales figures, profit or loss figures, debt arrangements, equity structure, investors and holdings; (e) personnel information, including personnel lists, resumes, personnel data, organizational structure and performance evaluations; and (f) product or service information, such as drawings, schematics, sketches, models, software, hardware, computer systems, source codes, suppliers, materials, equipment, research and development data, testing data, and other similar records. If ordered by a court of competent jurisdiction to disclose Confidential Information, I will provide written notice to the Company of such order immediately and cooperate in its efforts to safeguard such information. For the avoidance of doubt, Confidential Information does not include information in the public domain.
(Id. at ¶ 4). Defendants agreed to abide by these provisions when they signed the Agreement on March 17, 2020. (Compl. at ¶¶ 48, 49).
On July 16, 2020, Torres left his employment with Ronnoco. (Id. at ¶ 19). Castagna left his employment with Ronnoco on July 23, 2020. (Id. at ¶ 20). Thereafter, Ronnoco learned that both Defendants had accepted employment with one of its direct competitors, Smart Beverage, d/b/a Thirsty Coconut ("Smart Beverage"). (Id. at ¶¶ 21, 22, 60). Smart Beverage is in the same industry and competes directly with Ronnoco/Trident in frozen fruit juice beverages. (Id. at ¶ 61). In addition to their work for a direct competitor of Ronnoco, Defendants have been in contact with Ronnoco's customers and intend to divert those customers to Smart Beverage in direct violation of the Agreement. (Id. at ¶ 26, 62).
For example, on July 2, 2020, while still working for Ronnoco, Torres received an email on his personal email account from Smart Beverage employee Charles Peoples2 attaching a The list of Choice Partners Co-op members includes several Ronnoco clients, which the email states are "potential" clients of Smart Beverage. (Id. at ¶¶ 64-67; Doc. No. 1-5). On July 29, 2020, just six days after leaving Ronnoco's employ, Castagna emailed Peoples asking (Id. at ¶ 68; Doc. No. 1-6). Ronnoco alleges on information and belief that the "districts" are school districts in Texas and include school districts that are Ronnoco's customers. (Id. at ¶ 69). In addition, in August 2020, both Defendants were invited to a "Barfresh/Smart Beverage Weekly Sales Call. (Id. at ¶¶ 70-73; Doc. No. 1-7).
Ronnoco sent cease and desist letters to Defendants and Smart Beverage but received no response. (Id. at ¶ 77).
Ronnoco alleges the Court has subject matter jurisdiction over this matter under 28 U.S.C. § 1332(a), as Ronnoco is a citizen of Missouri, Torres is a citizen of California, and Castagna is a citizen of Texas; and the amount in controversy exceeds the sum of $75,000, as "Defendants have caused or, if not enjoined, will cause Ronnoco to suffer lost profits in excess of $75,000." (Compl. at ¶¶ 29-31). Ronnoco further alleges the Court has specific personal jurisdiction over Defendants under R.S. Mo. § 506.500.1(1), (2), because Defendants entered into the Agreement with Ronnoco, a Missouri limited liability company; agreed to jurisdiction in the Court; was employed by Ronnoco; and thereby transacted business in Missouri. (Id. at ¶¶ 33-34). Lastly, Ronnoco alleges venue is proper in this District because the events giving rise to the claims herein occurred in substantial part in this District, where Defendants accepted the Agreements and transacted busines, and threatened harm has occurred and will continue to...
To continue reading
Request your trial