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Wiemann v. Engelhart: US District Court : CIVIL PROCEEDURE - no personal jurisdiction

1The complaint alleges that William J. Wiemann is a resident of Wyoming, but
Wiemanns memorandum in opposition to Torinos motion asserts that Wiemann is a resident of
FRED ENGELHART, d/b/a Engelhart
Performance; BRETT TORINO; and MIKE
Case No. 07-CV-3929 (PJS/RLE)
Michael S. Montgomery, MONTGOMERY GOFF & BULLIS, PC, for plaintiffs.
Teresa J. Kimker, HALLELAND LEWIS NILAN & JOHNSON, PA; and Ronald
M. Rosengarten, GREENBERG TRAURIG, PA, for defendant Brett Torino.
This matter is before the Court on defendant Brett Torinos motion to dismiss or transfer.
For the reasons given below, the Court finds that it lacks personal jurisdiction over Torino. The
Court therefore grants Torinos motion to dismiss for lack of personal jurisdiction and denies the
remainder of his motion as moot.
Defendant Fred Engelhart, a resident of the small town of Elkton, Minnesota, is in the
business of buying and selling vintage muscle cars some of which are worth hundreds of
thousands of dollars. In April 2007, Engelhart agreed to buy a number of these cars from
plaintiff Bill Wiemann Motor Sports, LLC, a North Dakota corporation controlled by plaintiff
William J. Wiemann (a resident of Arizona1). Plaintiff William J. Wiemann Holdings, LLC, a
Arizona. This discrepancy is not relevant to the Courts analysis.
2The complaint identifies four cars; the parties agreement, which is attached to the
complaint, identifies five cars.
3To the uninitiated, it may seem strange that Wiemann would turn over .25 million in
cars to Engelhart without first receiving payment, and even odder that Guarise and Torino would
pay hundreds of thousands of dollars to Engelhart for cars that Engelhart did not own and could
not provide titles for. All parties agree, however, that collectors of vintage muscle cars
commonly do business this way.
Montana limited-liability company, holds title to the cars. The Court will refer to plaintiffs
collectively as Wiemann.
Pursuant to Engelhart and Wiemanns one-page agreement, Engelhart was to pay
.25 million for five cars.2 Wiemann delivered the cars to Engelhart in Minnesota, but retained
title to the cars to ensure Engelharts payment. Engelhart, however, never paid for the cars.
After losing patience with Engelhart, Wiemann told him in July 2007 to return the cars.
Engelhart then informed Wiemann that he had already sold three of the cars one to defendant
Mike Guarise, a resident of Illinois, and two to defendant Brett Torino, a resident of Nevada.3
Wiemann filed this action, bringing claims of breach of contract, fraud, conversion, and
replevin against Engelhart, Torino, and Guarise. Torino moves to dismiss all claims against him
for lack of personal jurisdiction, for failure to state a claim, and for improper venue. In the
alternative, Torino moves to transfer the claims against him to Nevada.
A. Motion to Dismiss for Lack of Personal Jurisdiction
Torino moves to dismiss under Fed. R. Civ. P. 12(b)(2) for lack of personal jurisdiction.
To defeat Torinos motion, Wiemann must make a prima facie showing that Torino is subject to
the jurisdiction of a court located in Minnesota. See Fed. R. Civ. P. 4(k); Romak USA, Inc. v.
Rich, 384 F.3d 979, 983 (8th Cir. 2004). This Court must view the evidence in the light most
favorable to Wiemann and must resolve factual conflicts in Wiemanns favor. Romak USA, 384
F.3d at 983.
In a diversity action, a federal court may exercise jurisdiction over nonresident
defendants only to the extent permitted by the long-arm statute of the forum state and by the Due
Process Clause. Dever v. Hentzen Coatings, Inc., 380 F.3d 1070, 1073 (8th Cir. 2004).
Minnesotas long-arm statute authorizes jurisdiction over nonresidents to the full extent
permitted by the Due Process Clause, and thus this Court need determine only whether
exercising jurisdiction over Torino would deprive him of due process. Valspar Corp. v. Lukken
Color Corp., 495 N.W.2d 408, 411 (Minn. 1992) (if the exercise of personal jurisdiction
comports with due process, then the requirements of Minnesotas long-arm statute are met).
The Due Process Clause requires that a defendant have certain minimum contacts
with the forum state so that exercising jurisdiction over him will not offend traditional notions
of fair play and substantial justice. Intl Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)
(citation and quotations omitted). It is essential in each case that there is some act by which the
defendant purposefully avails itself of the privilege of conducting activities within the forum
State, thus invoking the benefits and protections of its laws. Wessels, Arnold & Henderson v.
Natl Med. Waste, Inc., 65 F.3d 1427, 1432 (8th Cir. 1995) (quoting Hanson v. Denckla, 357
U.S. 235, 253 (1958)). The defendants activities must be sufficient to provide the defendant
with fair warning that he might be haled into court in that forum. Johnson v. Woodcock, 444
F.3d 953, 955 (8th Cir. 2006).
To determine whether a Minnesota court can exercise personal jurisdiction over Torino,
the Court must consider five factors:
(1) the nature and quality of the contacts with the forum state;
(2) the quantity of the contacts with the forum state; (3) the
relation of the cause of action to those contacts; (4) the interest of
the forum state in providing a forum for its residents; and (5) the
convenience of the parties.
Id. at 956. The first three factors, which focus on the defendants contacts with the forum state,
are the most important. In the absence of the requisite minimum contacts with the forum state,
the last two factors cannot, by themselves, establish jurisdiction. Cf. id. (The last two factors
carry less weight and are not dispositive); Bell Paper Box, Inc. v. Trans Western Polymers, Inc.,
53 F.3d 920, 922 (8th Cir. 1995) (The most important factors are those which analyze forum
As noted, Torino is a resident of Nevada. So far as the record reveals, Torino has never
owned any property in Minnesota, maintained any accounts in Minnesota, or conducted any
business activities in Minnesota. Torino Aff. 2. In May 2007, Torino agreed to purchase two
cars from Engelhart the two cars that are the subject of Wiemanns claims against Torino
in exchange for 0,000 and five other cars. Torino Aff. 3, 9. Torino did not travel to
Minnesota at any time in connection with this transaction. Torino Aff. 6. Engelhart (or his
representative) brought Wiemanns two cars to Nevada and, while in Nevada, picked up the five
cars that he received in trade from Torino. Torino Aff. 6. The purchase agreement between
Torino and Engelhart for Wiemanns cars is governed by Nevada law. Torino Aff. 5 & Ex. A.
In short, Torinos contacts with Minnesota appear to be limited to buying cars from a Minnesota
4The Court notes that Torino himself did not purchase the cars; instead, the cars were
purchased by Torino Collection, LLC, of which Torino is the president. Torino Aff. 1, 3, 9,
11 & Ex. A. The fact that Torino himself was not the buyer further weakens any link between
Torino and Minnesota in connection with this case. Cf. Romak USA, 384 F.3d at 985 (rejecting
the plaintiffs attempt to rely on a corporations contacts with the forum state to establish
personal jurisdiction over an individual corporate officer). Torino does not appear to rely on the
distinction between himself and the entity that actually purchased the cars for purposes of his
motion to dismiss, however. For that reason, the Court also does not rely on the distinction and,
for simplicitys sake, will follow the parties practice of referring to Torino as the purchaser of
the cars.
Merely entering into a contract with a forum resident does not provide the requisite
contacts between a [nonresident] defendant and the forum state. Bell Paper Box, 53 F.3d at
922 (quoting Iowa Elec. Light & Power Co. v. Atlas Corp., 603 F.2d 1301, 1303 (8th Cir.
1979)). This is particularly true when the nonresident defendant is a buyer, rather than a
seller. Id. Other than the bare fact that Torino entered into a contract with a Minnesota resident
for the purchase of two of the cars that are the subject of this action, the record reveals no
contacts between Torino and Minnesota that are related to this case.4 Indeed, Wiemann does not
even allege that Torino dialed a Minnesota phone number or sent a letter to Minnesota in
connection with this transaction. See Digi-Tel Holdings, Inc. v. Proteq Telecomm. (PTE), Ltd.,
89 F.3d 519, 523 (8th Cir. 1996) (although letters and faxes may support the exercise of
jurisdiction, they do not themselves establish jurisdiction); cf. Wessels, 65 F.3d at 1432-33
(upholding jurisdiction where the nonresident defendant aggressively pursued a business
relationship with the plaintiff). And Torino did not avail himself of the protections of
Minnesotas laws in the contracts choice-of-law clause; as noted, Torino and Engelhart selected
Nevada law to govern the contract. Cf. Bell Paper Box, 53 F.3d at 923 (finding no personal
jurisdiction in South Dakota despite the parties choice of South Dakota law and noting that,
5At oral argument, Wiemann clarified that his only claim against Torino is for
conversion. No doubt to avoid the need for an extended choice-of-law analysis at this early
stage, Torino relies on Minnesota law in analyzing Wiemanns conversion claim. The Court
follows Torinos lead in applying Minnesota law, but, to be clear, the Court is not holding that
Wiemanns conversion claim against Torino is properly analyzed under Minnesota law.
although relevant, the contractual choice of the forum states law is not sufficient to confer
personal jurisdiction).
Given the almost complete dearth of contacts between Torino and Minnesota, it is
doubtful whether the Court could assert personal jurisdiction over Torino even if Engelhart were
to sue him for breach of contract. Cf. id. at 922-23 (affirming dismissal for lack of personal
jurisdiction in contract action even though the parties had numerous communications and the
defendant sent designs and a purchase order to the forum state). In this case, however, Torino is
being sued by Wiemann, not Engelhart and he is being sued not for breaching a contract with
a Minnesota resident, but for converting the property of residents of Arizona, Montana, and
North Dakota. Conversion occurs where one willfully interferes with the personal property of
another without lawful justification, depriving the lawful possessor of use and possession.
Williamson v. Prasciunas, 661 N.W.2d 645, 649 (Minn. Ct. App. 2003) (citation and quotations
omitted).5 Wrongfully refusing to deliver property on demand by the owner constitutes
conversion. Id. As Wiemann alleges no facts suggesting that Torino did anything wrong in
purchasing the cars from Engelhart, Wiemanns cause of action against Torino can only have
arisen out of Torinos later refusal to turn the cars over to Wiemann. That conduct took place in
Nevada and, as noted, was directed at residents of Arizona, Montana, and North Dakota. Thus,
Torinos allegedly tortious act and the basis for Wiemanns claim against Torino has no
connection to Minnesota.
Wiemann argues that Torino has other connections to Minnesota that would support a
finding of jurisdiction. Specifically, Wiemann alleges that Torino owns many vintage cars and
that he purchased the majority of them from Engelhart. Wiemann Aff. 11. Wiemann does not
say how many cars Torino has purchased from Engelhart and alleges only that these purchases
have taken place over the past several years. Wiemann Aff. 11. Apparently in an attempt to
argue that these purchases are related to his conversion claim and thus create specific jurisdiction
over Torino, Wiemann ties all of Torinos purchases together by characterizing them as evidence
of a long-standing business relationship between Torino and Engelhart. Wiemann Aff. 11.
But Wiemann does not allege, and nothing in the record suggests, that Torino is anything
other than a private collector of vintage cars. True, Torino traded some cars to Engelhart to
obtain the cars at issue in this case. But there is no evidence that Torino markets his cars
generally as a business activity, or that he uses his vintage cars to conduct other business
activities. So far as the record reveals, when he purchases cars from Engelhart, Torino is not
conducting business activities in Minnesota, but acting solely as a consumer of products sold in
Minnesota. The Court is not aware of any case holding that personal jurisdiction exists over a
consumer whose sole contact with a forum is the repeated purchase of goods from a business in
the forum. Moreover, as noted, Wiemanns conversion claim has only an attenuated connection
to one of Torinos transactions with Engelhart; the connection between that conversion claim
and Torinos other transactions with Engelhart is even more remote.
To the extent that Wiemann is arguing that Torinos other purchases establish general
jurisdiction over Torino, the Court rejects that argument. General jurisdiction permits a forum to
adjudicate any cause of action involving a particular defendant, regardless of where the cause of
6Wiemann has not explicitly requested that the Court delay its ruling to give him an
opportunity to take discovery on the jurisdictional question, and the Court has independently
concluded that such discovery is not warranted in this case. Wiemann already claims to have
direct knowledge of Torinos relationship with Engelhart, and Wiemann has not identified any
additional facts that he is likely to discover that would persuade the Court to exercise personal
jurisdiction over Torino.
action arose. Digi-Tel, 89 F.3d at 522 n.4. To establish general jurisdiction, a plaintiff must
show that the defendants contacts with the forum are continuous and systematic. Johnson,
444 F.3d at 956. [M]ere purchases, even if occurring at regular intervals, are not enough to
warrant a States assertion of in personam jurisdiction over a nonresident corporation in a cause
of action not related to those purchase transactions. Helicopteros Nacionales de Colombia, S.A.
v. Hall, 466 U.S. 408, 418 (1984) (finding no general jurisdiction even though the defendant had
purchased approximately 80% of its helicopter fleet in the forum state and sent pilots and other
personnel to the forum state for training and technical consultation). Wiemanns allegations are
thus insufficient to establish general jurisdiction.6
Torinos motion to dismiss for lack of personal jurisdiction is granted.
B. Motion to Transfer Venue
Torino has also filed a motion to transfer venue. It is clear, however, that Torino seeks a
transfer only in the event that the Court finds that it has personal jurisdiction over him. See
Docket No. 17. Given the Courts holding that it lacks personal jurisdiction, Torinos alternative
motion to transfer need not be addressed. Moreover, Wiemann has not requested transfer of this
action to cure the lack of jurisdiction. Cf. Johnson, 444 F.3d at 954 n.2 (affirming dismissal
where the plaintiff did not request transfer under 28 U.S.C. 1631 to cure the lack of personal
jurisdiction over the defendant). The Court therefore dismisses Wiemanns claims against
Torino without prejudice.
Based on the foregoing, and on all of the files, records, and proceedings herein, IT IS
1. Defendant Brett Torinos motion to dismiss or transfer [Docket No. 17] is
2. Plaintiffs claims against Torino are DISMISSED WITHOUT PREJUDICE for
lack of personal jurisdiction.
3. Torinos motion is DENIED AS MOOT in all other respects.
Dated: May 19 , 2008 s/Patrick J. Schiltz
Patrick J. Schiltz
United States District Judge


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