United States District Court, D. Massachusetts
MEMORANDUM AND ORDER ON MOTION TO DISMISS
ALLISON D. BURROUGHS, U.S. DISTRICT JUDGE
Thomas Hamann, the exclusive sales agent for a 1953 Ferrari
375MM Pininfarina Spyder (the “Ferrari”), lost
out on a sizeable commission when the buyer switched lanes
and dealt directly with the seller. The Court dismissed
Hamann's first complaint with leave to amend, and Hamann
then filed the instant five-count Amended Complaint. Hamann
asserts claims for tortious interference with contractual and
business relations, and for related vicarious liability,
against Defendants Stuart A. Carpenter, who purchased the
Ferrari, Leslie H. Wexner, the principal on whose behalf
Carpenter negotiated the sale, and Copley Motorcars
Corporation (“Copley”), a car dealership owned by
Carpenter. Currently pending before the Court is
Defendants' motion to dismiss for failure to state a
claim. [ECF No. 35]. Although the Court sympathizes with
Plaintiff and agrees that the underlying conduct might have
been less than honorable, the Court GRANTS
Defendants' motion and DISMISSES the Amended
Complaint without leave to amend.
following allegations in the Amended Complaint are accepted
as true for the purposes of evaluating the motion to dismiss.
Ruivo v. Wells Fargo Bank, 766 F.3d 87, 90 (1st Cir.
2014). Hamann was, at all relevant times, in the business of
purchasing and selling high-end motor vehicles in
Connecticut. Compl. ¶ 1. On behalf of an individual
named Vincenzo Scandurra, who lived in Monaco, Italy, Hamann
acted as the exclusive sales agent for a Ferrari.
Id. ¶¶ 2, 9-12. The Ferrari was originally
part of the collection of Emilio Gnutti in Brescia, Italy;
Scandurra, who intended to sell the Ferrari, agreed to
purchase it from Gnutti and paid a deposit. Id.
¶¶ 9-10. Scandurra informed Hamann that he was
under significant pressure to find a buyer for the Ferrari in
order to have the funds necessary to make the final payments
owed to Gnutti. Id. ¶ 12.
about July 21, 2013, Hamann informed Carpenter of his
exclusive sales agreement and offered to broker a sale of the
Ferrari to him for $15 million. Id. ¶ 5.
Carpenter responded that neither he nor his principal,
Wexner, was interested in purchasing the Ferrari.
Id. ¶ 8. Shortly thereafter, Hamann secured an
offer of $10.5 million from a different prospective buyer,
Dana Mecum, and Scandurra instructed Hamann to complete the
sale to Mecum. Id. ¶ 13. Hamann then executed
an agreement with Scandurra on Mecum's behalf for the
purchase of the Ferrari, and Hamann sent a deposit of €2
million to Scandurra on August 28, 2013. Id.
point in late August, Carpenter (acting on Wexner's
behalf) arranged to purchase the Ferrari directly from
Scandurra and used a dealership in Milan to arrange the sale.
Carpenter managed to secure the sale by threatening to
interfere with Scandurra's business relationship with
Gnutti, who owned a collection of cars and was a source of
potential future business for Scandurra, if Scandurra
declined to sell the Ferrari to him. Id. ¶
August 30, 2013, Scandurra told Hamann that a third party,
the owner of a dealership in Milan, had contacted Gnutti
directly and offered approximately $12.5 million to purchase
the Ferrari and that Scandurra planned to sell the Ferrari to
this new buyer. Id. ¶¶ 16-18.
learning that Carpenter was involved in the purchase, Hamann
immediately sent Carpenter an email, advising him that
Hamann's client had previously contracted to purchase the
Ferrari and made a down payment. Id. ¶ 19. He
followed up with additional emails and phone calls to remind
Carpenter that Hamann was the exclusive sales agent for the
Ferrari. Id. ¶¶ 20- 24. On Tuesday
September 3, 2013, after not responding to several of
Hamann's communications over Labor Day weekend, Carpenter
responded that he did not think Hamann had the exclusive
sales rights to the Ferrari because “seven other
dealers would have offered him the [Ferrari] after [Hamann]
for the same price.” Id. ¶ 25. Because
the sale of the Ferrari to Mecum was not completed, Hamann
asserts that he lost a commission of €550, 000 as a
result of Defendants' interference with his exclusive
sales agreement with Scandurra and with the contract he had
negotiated for Mecum's purchase of the Ferrari.
Id. ¶ 34.
motion to dismiss for failure to state a claim, the Court
accepts as true all well-pleaded facts in the complaint and
draws all reasonable inferences in the light most favorable
to the plaintiff. United States ex rel. Hutcheson v.
Blackstone Med., Inc., 647 F.3d 377, 383 (1st Cir.
2011). While detailed factual allegations are not required,
the complaint must set forth “more than labels and
conclusions, ” Bell Atl. Corp. v. Twombly, 550
U.S. 544, 555 (2007), and it must contain “factual
allegations, either direct or inferential, respecting each
material element necessary to sustain recovery under some
actionable legal theory.” Gagliardi v.
Sullivan, 513 F.3d 301, 305 (1st Cir. 2008) (internal
quotations and citations omitted). The facts alleged, taken
together, must “state a claim to relief that is
plausible on its face.” A.G. ex rel. Maddox v.
Elsevier, Inc., 732 F.3d 77, 80 (1st Cir. 2013) (quoting
Twombly, 550 U.S. at 570). “A claim is
facially plausible if supported by ‘factual content
that allows the court to draw the reasonable inference that
the defendant is liable for the misconduct
alleged.'” Eldredge v. Town of Falmouth,
662 F.3d 100, 104 (1st Cir. 2011) (quoting Ashcroft v.
Iqbal, 556 U.S. 662, 678 (2009)).
assessing the sufficiency of a complaint, the Court first
“separate[s] the complaint's factual allegations
(which must be accepted as true) from its conclusory legal
allegations (which need not be credited).”
Maddox, 732 F.3d at 80 (quoting Morales-Cruz v.
Univ. of P.R., 676 F.3d 220, 224 (1st Cir. 2012)). Next,
the Court “determine[s] whether the remaining factual
content allows a ‘reasonable inference that the
defendant is liable for the misconduct alleged.'”
Maddox, 732 F.3d at 80 (quoting
Morales-Cruz, 676 F.3d at 224). “[T]he court
may not disregard properly pled factual allegations,
‘even if it strikes a savvy judge that actual proof of
those facts is improbable.'” Ocasio-Hernandez
v. Fortuño-Burset, 640 F.3d 1, 12 (1st Cir. 2011)
(quoting Twombly, 550 U.S. at 556). “[W]here
the well-pleaded facts do not permit the court to infer more
than the mere possibility of misconduct, ” however, a
claim may be dismissed. Iqbal, 556 U.S. at 679.
move, as they did with respect to Hamann's first
complaint, to dismiss the claims for tortious interference
with contractual and business relations against Carpenter and
Copley (Counts I through IV) on the grounds that the Amended
Complaint fails to plausibly allege that Defendants acted
with improper means or motive or that their conduct caused
any damages. See Hamann v. Carpenter, No.
17-CV-11292-ADB, 2018 WL 2012689, at *2 (D. Mass. Apr. 30,
2018). Hamann's respondeat superior claim (Count V),
which seeks to hold Wexner liable for Carpenter and
Copley's tortious acts, collapses if the allegations in
support of Counts I-IV are insufficient. Id.;
see also Sullivan v. Trustees of Boston Univ., 46
N.E.3d 599 (Table), 2016 WL 873036, at *2 n.9 (Mass. App. Ct.
Mar. 8, 2016) (“Where all underlying tort claims
failed, the plaintiff's respondeat superior claim . . .
also failed.”); cf. O'Brien v. Milano, 75
N.E.3d 1148 (Table), 2017 WL 121069, at *2 (Mass. App. Ct.
Jan. 12, 2017) (no basis for respondeat superior claim
against employer where employee committed no tortious act).
state a claim for tortious interference with contractual
relations, the ...