Simple Helix, LLC v. Relus Techs., LLC

• Decision Date: 08 October 2020
• Docket Number: Case No. 5:20-cv-00453-HNJ
• Citation: 493 F.Supp.3d 1087
• Parties: SIMPLE HELIX, LLC, Plaintiff, v. RELUS TECHNOLOGIES, LLC, and Wells Fargo Bank, N.A., Defendants.
• Court: U.S. District Court — Northern District of Alabama

493 F.Supp.3d 1087

SIMPLE HELIX, LLC, Plaintiff,

v.RELUS TECHNOLOGIES, LLC, and Wells Fargo Bank, N.A., Defendants.

Case No. 5:20-cv-00453-HNJ

United States District Court, N.D. Alabama, Northeastern Division.

Signed October 8, 2020

Brian J. Richardson, Kyle Anthony Scholl, Leo Law Firm LLC, Huntsville, AL, for Plaintiff.

MEMORANDUM OPINION AND ORDER

HERMAN N. JOHNSON, JR., UNITED STATES MAGISTRATE JUDGE

Plaintiff Simple Helix, LLC filed a Complaint in the Circuit Court of Madison County, Alabama, alleging the following claims: (1) open account against Relus Technologies, LLC; (2) account stated against Relus Technologies, LLC; (3) money paid by mistake against Relus Technologies, LLC; (4) conversion against Relus Technologies, LLC; (5) conversion against Wells Fargo, N.A.; (6) money had and received against Relus Technologies, LLC; (7) money had and received against Wells Fargo, N.A.; (8); breach of contract against Relus Technologies, LLC; and (9) violation of Alabama Code § 7-4A-207 against Wells Fargo, N.A. (Doc. 1-1).

On April 1, 2020, Wells Fargo, N.A. ("Wells Fargo") removed the case to this court based upon diversity jurisdiction pursuant to 28 U.S.C. § 1332(a), and Relus Technologies, LLC ("Relus") consented to the removal. (Doc. 1).¹ This memorandum opinion addresses Wells Fargo's and Relus's Motions to Dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6). (Docs. 3 & 14).

Simple Helix's claims stem from alleged conduct by its former corporate officer to steer company funds to his personal bank account. Although the court sympathizes with Simple Helix's loss due to the alleged deceitful conduct by its former officer, it cannot transmit that loss to Wells Fargo and Relus based upon governing legal principles. Therefore, Simple Helix fails to state viable claims against Wells Fargo and Relus, and accordingly, the court grants Wells Fargo's and Relus's Motions to Dismiss.²

STANDARD OF REVIEW

Federal Rule of Civil Procedure 12(b)(6) permits a court to dismiss a complaint if it fails to state a claim for which relief may be granted. In Ashcroft v. Iqbal , 556 U.S. 662, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009), the Court revisited the applicable standard governing Rule 12(b)(6) motions to dismiss. First, courts must take note of the elements a plaintiff must plead to state the applicable claims at issue. Id. at 675, 129 S.Ct. 1937.

After establishing the elements of the claim at issue, the court identifies all well-pleaded, non-conclusory factual allegations in the complaint and assumes their veracity. Id. at 679, 129 S.Ct. 1937. Well-pleaded factual allegations do not encompass mere "labels and conclusions," legal conclusions, conclusory statements, or formulaic recitations and threadbare recitals of the elements of a cause of action. Id. at 678, 129 S.Ct. 1937 (citations omitted). In evaluating the sufficiency of a plaintiff's pleadings, the court may draw reasonable inferences in plaintiff's favor. Aldana v. Del Monte Fresh Produce, N.A., Inc. , 416 F.3d 1242, 1248 (11th Cir. 2005).

Third, a court assesses the complaint's well-pleaded allegations to determine if they state a plausible cause of action based upon the identified claim's elements. Iqbal , 556 U.S. at 678, 129 S.Ct. 1937. Plausibility ensues "when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged," and the analysis involves a context-specific task requiring a court "to draw on its judicial experience and common sense." Id. at 678, 679, 129 S.Ct. 1937 (citations omitted). The plausibility standard does not equate to a "probability requirement," yet it requires more than a "mere possibility of misconduct" or factual statements that are "merely consistent with a defendant's liability." Id. at 678, 679, 129 S.Ct. 1937 (citations omitted).

ALLEGATIONS OF SIMPLE HELIX'S COMPLAINT AND OTHER RELEVANT BACKGROUND

Simple Helix operates a data center providing web hosting and managed information technology ("IT") services. (Doc. 1-1 ¶ 6). Simple Helix purchased or leased hardware from Relus, which, in relevant part, provides IT and cloud services. (Id. ¶ 7). Simple Helix and Relus "conducted business with each other for many years." (Id. ¶ 6). Steve Shickles served as the Chief Executive Officer ("CEO") of Simple Helix during the relevant time period. (Id. ¶ 8).

On or about May 26, 2017, Shickles initiated a $656,358 wire transfer from Simple Helix's FirstBank account to Relus's bank account. (Id. ¶ 12). The $656,358 transfer represented a $501,207 overpayment to Relus, as Simple Helix owed Relus only $155,151 for materials, supplies, and services. (Id. ¶ 39).

On May 31, 2017, Shickles emailed Relus employee Brian Eith from the fictitious email account "belinda.finley@simplehelix.com"³ to request a refund of the $501,207 overpayment. (Id. ¶ 13, 14). Impersonating Finley, Shickles wrote:

Mr. Eith,

Hello, Mr. Shickles asked me to email the wiring instructions for the refund on the wire from his FirstBank Account.

Please wire the $501,207.00 to the following account:

Routing: 062000080

Acct: [XXX]

Wells Fargo Bank2754 Carl T Jones Dr. SeHuntsville, AL 35802

Once the wire has been sent, please send me confirmation so I can track it.

Thanks,

Belinda

(Doc. 16-1 at 2).⁴ The account number Shickles provided corresponds to his personal bank account at Wells Fargo. (Doc. 1-1 ¶ 14).

Eith forwarded Shickles's email to Relus's Chief Operating Officer ("COO") Scott Luce and confirmed the $501,207 overpayment as "correct." (Doc. 16-1 at 2). Eith further stated: "The rest [$155,151] will cover the Ciena/Juniper order." (Id. ) Thereafter, Luce replied to Shickles:

Hi Belinda,

Please confirm:

Simple Helix wants the original wire from FirstBank ($656,358) that was sent to Relus partially refunded in the amount of ($501,207) sent to [a] Wells Fargo account.

(Id. at 1).

Shickles either instructed his administrative assistant Victoria Schulze to use her email account, "victoria.schulze@simplehelix.com", or himself used Schulze's email account, to reply to Luce: "That is confirmed." (Id. ) The confirmation email sent from Schulze's account copied Shickles via his Simple Helix email account, "steve@simplehelix.com." (Id. ) Thereafter, Relus initiated a $501,207 wire transfer via a payment order bearing Simple Helix's name and Shickles's personal Wells Fargo bank account number. (Doc. 1-1 ¶ 17–18). Notwithstanding the discrepancy in the payment order's named beneficiary (Simple Helix) and account number (Shickles's), Wells Fargo accepted the wire transfer by crediting Shickles's account with $501,207. (Id. ¶ 19). Simple Helix alleges Wells Fargo knew the payment order portrayed a discrepancy and knew the funds were intended for Simple Helix. (Id. ¶ 20).

In March 2019, Simple Helix demanded Relus refund the $501,207 overpayment. (Id. ¶ 22). To date, Relus has refused to pay Simple Helix the $501,207, and has not demanded Wells Fargo reverse the $501,207 wire transfer to Shickles's account. (Id. ¶ 23). Simple Helix seeks to recover not only the $501,207, but also "$1,000,000 in additional losses" because "Shickles was able to continue to deceive and steal from Simple Helix for another 18 months."⁵ (Id. ¶ 26). Simple Helix asserts various claims against Wells Fargo and Relus to recover these sums.

Simple Helix first⁶ alleges Wells Fargo violated Alabama Code § 7-4A-207 by crediting Shickles's account with $501,207, despite knowing the payment order portrayed a discrepancy and knowing the funds were intended for Simple Helix. (Id. at 16–17 (Count 9)).

Second, Simple Helix alleges Wells Fargo converted the $501,207 by crediting Shickles's bank account with this sum, despite knowing the payment order portrayed a discrepancy and knowing the funds were intended for Simple Helix. (Id. at 13–14 (Count 5)).

Third, Simple Helix alleges Relus converted the $501,207 by refusing to refund Simple Helix this sum. (Id. at 12–13 (Count 4)).

Fourth, Simple Helix alleges Relus owes it "at least" $501,207 in money paid by mistake. Simple Helix alleges it owed Relus $155,151 for materials, supplies, and services it purchased from Relus. Simple Helix therefore contends it wired an additional $501,207 to Relus's bank account by mistake, which Relus refuses to refund. (Id. at 11–12 (Count 3)).

Fifth, Simple Helix alleges Relus owes it $501,207 in money had and received, as Relus received Shickles's $656,358 wire transfer representing a $501,207 overpayment and refuses to refund the overpayment. (Id. at 14–15 (Count 6)).

Sixth, Simple Helix alleges Wells Fargo owes it $501,207 in money had and received, as Wells Fargo received Relus's $501,207 wire transfer bearing Simple Helix's name. (Id. at 15–16 (Count 7)).

Seventh, Simple Helix alleges Relus owes it $501,207 on an open account. Simple Helix contends it "maintained an account with Relus in which [it] purchased materials, supplies, and services", and Relus does not dispute Simple Helix overpaid Relus $501,207 for its purchases. Thus, Simple Helix maintains, Relus owes Simple Helix $501,207 on the account. (Id. at 10–11 (Count 1)).

Eighth, Simple Helix alleges Relus owes it $501,207 on an account stated. Simple Helix again contends it maintained an open account with Relus, and Relus acknowledged Simple Helix overpaid Relus $501,207. (Id. at 11 (Count 2)).

Ninth, Simple Helix alleges Relus breached its contract with Simple Helix by retaining the $501,207. Simple Helix alleges it overpaid Relus $501.207 for supplies, materials, and services, and "Relus never provided any additional materials, supplies[,] or services that would entitle Relus to retain any portion of the $501,207.00 overpayment." (Id. at 16 (Count 8)).

To recount, Simple Helix seeks at least $1,501,207 in damages as relief for its claims. (Id. at 17).

DISCUSSION

I. SIMPLE HELIX LACKS "STANDING" TO ASSERT A CLAIM AGAINST WELLS FARGO PURSUANT TO ALABAMA CODE § 7-4A-207⁷

Simple Helix alleges Wells Fargo violated ...