United States District Court, N.D. Illinois
Transport Drivers, Inc., T.D.I. Nationwide, L.L.C., Optimum Staffing, Inc., d/b/a Optimum Logistic Services, and Focus Transportation Services, Inc., d/b/a TDI Solutions, Plaintiffs,
Kevin P. Roy, Gilbert Apodaca, CPC Logistics, Inc., CPC Services, Inc., and Consolidated Logistics Solutions, LLC, Defendants.
RONALD A. GUZMN, District Judge.
For the reasons stated below, Defendants' motion to dismiss or, in the alternative, to transfer  is granted in part. The clerk is directed to transfer this case to the United States District Court for the Central District of California, Eastern Division. All other pending motions are denied as moot. Civil case terminated.
Plaintiffs allege that Kevin Roy and Gilbert Apodaca both worked for Transport Drivers, Inc. ("TDI") in high-level positions in its West Coast office and had access to confidential and proprietary information. (Compl., Dkt. # 1-1, ¶¶ 20-29.) In or about late 2013 and early 2014, Roy and Apodaca began conspiring to leave TDI to move to CPC Logisitics, Inc. and CPC Services, Inc., competitors of TDI. ( Id. ¶ 30.) Specifically, in February 2014, CPC Services set up a new limited liability company, Consolidated Logistics Solutions, LLC ("CLS"),  organized under Missouri law, which was to be structured similarly to plaintiff Optimum Logistic Services and would employ Roy and Apodaca after they left TDI. ( Id. ¶ 35.) While still employed by TDI, Roy set up meetings with clients to convince them to move their business from TDI to CLS, orchestrated the move of two significant accounts from TDI to the CPC Defendants, and became aware of new business, which he waited until after his departure to secure for CLS. ( Id. ¶¶ 31, 34.) While employed by TDI, Apodaca secretly communicated with the CPC Defendants regarding his employment with them, facilitated moving some accounts from TDI to CLS, and did not inform TDI of potential new business. ( Id. ¶ 33.) Roy and Apodaca resigned from TDI in March 2014.
Plaintiffs allege claims for breach of fiduciary duty against Roy and Apodaca (Counts I and V), trade secrets misappropriation against Roy and Apodaca (Counts II and VI), breach of a non-compete agreement against Roy and Apodaca (Counts III and VII), promissory estoppel against Roy (Count IV), inducing breach of fiduciary duty by Roy and Apodaca against CPC Logistics, CPC Services and CLS (Counts VIII and IX), misappropriation of trade secrets against CPC Logistics, CPC Services and CLS (Count X), civil conspiracy against all defendants (Count XI) and a claim for injunctive relief against all defendants (Count XII).
Defendants move to dismiss the case for lack of jurisdiction and improper venue, or, in the alternative, to transfer the case. The Court addresses the motion for improper venue first. The facts alleged in the complaint are presumed true for the purpose of resolving the pending motion. See Dixon v. Page, 291 F.3d 485, 486 (7th Cir. 2002). The Court also considers any affidavits or declarations outside of the pleadings. See Felland v. Clifton, 682 F.3d 665, 672 (7th Cir. 2012). "When a defendant challenges venue, the plaintiff bears the burden of establishing that venue is proper." Jackson v. N'Genuity Enterprises, Co., No. 14 C 2197, 2014 WL 4269448, at *6 (N.D. Ill. Aug. 28, 2014). Title 28 U.S.C. § 1391(b) governs venue, which states that:
b) Venue in general.-A civil action may be brought in-
(1) a judicial district in which any defendant resides, if all defendants are residents of the State in which the district is located;
(2) a judicial district in which a substantial part of the events or omissions giving rise to the claim occurred, or a substantial part of property that is the subject of the action is situated; or
(3) if there is no district in which an action may otherwise be brought as provided in this section, any judicial district in which any defendant is subject to the court's personal jurisdiction with respect to such action.
28 U.S.C. § 1391(b). The parties agree that subsection (1) does not apply because CLS and the CPC Defendants reside in Missouri while Roy and Apodaca reside in California. Defendants further claim that venue here is improper under subsection (2) because none of the alleged conduct occurred here. As another court in this district recently noted:
The test for determining whether venue is proper under Section 1391(b)(2) is "not whether a majority of the activities pertaining to the case were performed in a particular district, but whether a substantial portion of the activities giving rise to the claim occurred in the particular district." To meet the substantial portion test, the events or omissions must have more than "some tangential connection" to the chosen venue.
Brunswick Corp. v. Thorsell, No. 13 C 9222, 2014 WL 1612668, at *2 (N.D. Ill. Apr. 21, 2014) (internal citations omitted).
In challenging venue in this Court, Defendants argue that Roy and Apodaca worked for Plaintiffs in California, resigned their employment in California and took new jobs in California; CLS only operates in California so assuming Plaintiffs' allegations are true, Roy and Apodaca could only solicit clients in California; and, with respect to the CPC Defendants, they do not service the allegedly solicited customers in Illinois and have had ...