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Hamann v. Carpenter

United States District Court, D. Massachusetts

January 11, 2019

THOMAS HAMANN, Plaintiff,
v.
STUART A. CARPENTER, LESLIE H. WEXNER, and COPLEY MOTORCARS CORPORATION, Defendants.

          MEMORANDUM AND ORDER ON MOTION TO DISMISS

          ALLISON D. BURROUGHS, U.S. DISTRICT JUDGE

         Plaintiff 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.[1] 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.

         I. BACKGROUND

         The 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.

         On or 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. ¶¶ 13-14.

         At some 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. ¶ 29-30.

         On 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.

         Upon 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.

         II. LEGAL STANDARD

         On a 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)).

         When 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.

         III. DISCUSSION

         Defendants 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).

         To state a claim for tortious interference with contractual relations, the ...


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