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Egan v. Huntington Copper Moody & Maguire, Inc.

United States District Court, Northern District of Illinois, Eastern Division

March 24, 2015

JULIA EGAN, Plaintiff,
v.
HUNTINGTON COPPER MOODY & MAGUIRE, INC., HCMM, INC., PATRICK MAGUIRE, DAVID PINEDA, ROBERT POPKEY, WILLIAM SHAPCOTT, JOHN MORRIS, and HUNTINGTON COPPER, LLC, Defendants.

MEMORANDUM OPINION AND ORDER

Feinerman, Judge.

Julia Egan brought this suit against Huntington Copper Moody & Maguire, Inc., HCMM, Inc., Patrick Maguire, David Pineda, Robert Popkey, William Shapcott, John Morris, and Huntington Copper, LLC, alleging violations of Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 2000e et seq., the Illinois Human Rights Act (“IHRA”), 775 ILCS 5/1-101 et seq., the Fair Labor Standards Act (“FLSA”), 29 U.S.C. § 201 et seq., and the Equal Pay Act (“EPA”), 29 U.S.C. § 206(d). Doc. 1. Egan voluntarily dismissed her claims against Shapcott. Doc. 27 (Conlon, J.). After the suit was reassigned to the undersigned judge’s calendar, Doc. 44, the court dismissed the claims against Pineda for lack of personal jurisdiction, Docs. 85-86 (reported at 2014 WL 585316 (N.D. Ill. Feb. 14, 2014)), and Egan voluntarily dismissed her claims against Morris and Huntington Copper Moody & Maguire, Docs. 118, 121-122. Now before the court are separate motions by Patrick Maguire and HCMM for summary judgment. Docs. 130, 132. The motions are granted.

Background

The facts are set forth as favorably to Egan as the record and Local Rule 56.1 permit. See Hanners v. Trent, 674 F.3d 683, 691 (7th Cir. 2012). On summary judgment, the court must assume the truth of those facts, but does not vouch for them. See Smith v. Bray, 681 F.3d 888, 892 (7th Cir. 2012).

Patrick Maguire (“Patrick”) founded Huntington Copper Moody & Maguire, a management consultant firm, and served as its sole shareholder from 2002 to 2010. Doc. 147 at ¶¶ 11, 15; Doc. 148-1 at ¶¶ 11, 15. (In violation of Local Rule 56.1(b)(3), Egan did not re-state Defendants’ Local Rule 56.1(a)(3) assertions in her Local Rule 56.1(b)(3)(B) response, so this opinion cites both the Local Rule 56.1(a)(3) statement and Local Rule 56.1(b)(3)(B) response.) Julie Maguire (“Julie”), Patrick’s wife, worked at the firm in an administrative position beginning in 2006. Doc. 147 at ¶ 13; Doc. 148-1 at ¶ 13.

Due to his poor health, Patrick decided in March 2010 to sell the company to Pineda, Popkey, and RDR Consulting, LLC, via an asset sale. Patrick was retained as a consultant during the pendency of the transaction to advise Popkey and Pineda. Doc. 147 at ¶¶ 22-25; Doc. 148-1 at ¶¶ 22-25. The sale closed on July 15, 2010; that same day, RDR Consulting changed its name to Huntington Copper, LLC. Doc. 147 at ¶¶ 28-29; Doc. 148-1 at ¶¶ 28-29. After the close, Patrick stayed on as a consultant for the purpose of keeping his health benefits, but did no consulting or other work for the new company. Doc. 147 at ¶¶ 27, 33; Doc. 148-1 at ¶¶ 27, 33.[*]Julie continued working for Huntington Copper as director of operations, but her role was limited to making travel arrangements and forwarding emails for the company’s owners. Doc. 147 at ¶ 34; Doc. 148-1 at ¶ 34.

Egan began working at Huntington Copper on February 7, 2011. Doc. 147 at ¶ 37; Doc. 148-1 at ¶ 37. During Egan’s tenure as a Regional Vice President (“RVP”), a Huntington Copper training supervisor made comments about her weight that led her to resign from the company. Doc. 147 at ¶¶ 44, 47-55; Doc. 148-1 at ¶¶ 44, 47-55. Egan claims that Huntington Copper’s male RVPs received better sales leads, more opportunities, and higher pay than its female RVPs. Doc. 147 at ¶¶ 79, 92, 96-97; Doc. 148-1 ¶¶ 79, 92, 96-97, 106. Egan announced her resignation in an email to Pineda and Popkey on August 18, 2011. Doc. 147 at ¶ 55; Doc. 148-1 at ¶ 55.

In November 2011, Popkey fired half of Huntington Copper’s staff, including Julie and Pineda. Doc. 147 at ¶ 58; Doc. 148-1 at ¶ 58. Huntington Copper also defaulted on a promissory note it had made to Patrick as part of the sale. Doc. 147 at ¶ 59; Doc. 148-1 at ¶ 59. Patrick sued Huntington Copper, Popkey, and Pineda in Ohio state court for defaulting on the note. Doc. 147 at ¶ 60; Doc. 148-1 at ¶ 60. Popkey later filed for bankruptcy and received a discharge of his pre-petition debts. Doc. 147 at ¶¶ 63-64; Doc. 148-1 at ¶¶ 63-64; Doc. 65-2.

On November 9, 2011, about a week after she was terminated by Huntington Copper, Julie founded HCMM; she is its sole shareholder and president. Doc. 147 at ¶¶ 65-66; Doc. 148-1 at ¶¶ 65-66. Julie chose the name “HCMM” to build on Patrick’s and Huntington Copper Moody & Maguire’s reputations. Doc. 147 at ¶ 67; Doc. 148-1 at ¶ 67. To this end, HCMM “held itself out to the public not as a new corporation, but a ‘rebirth’ of Huntington Copper Moody Maguire.” Doc. 150 at ¶ 111. In February 2012-the Local Rule 56.1(a)(3) statement says 2011, but that must be a typo-an Ohio court entered an agreed order stating that “HCMM shall be permitted to compete against Huntington Copper and can use the name ‘HCMM, Inc., ’ ‘HCMM, ’ and ‘Huntington Copper Moody and Maguire, ’ but it is not permitted to use the name ‘Huntington Copper’ or ‘Huntington Copper LLC.’ Further, HCMM, Inc., shall have the right to use the web names corresponding to the name (HCMM, Inc.) and acronym (HCMM).” Doc. 147 at ¶ 61; Doc. 148-1 at ¶ 61 (some internal quotation marks added). HCMM also sought to use Huntington Copper Moody & Maguire’s historical data for its Better Business Bureau (“BBB”) business review, while at the same time distancing itself from Huntington Copper. Doc. 147 at ¶ 76; Doc. 148-1 at ¶ 76. HCMM’s BBB review states that the company originated on October 21, 2002, and explains that “[i]n April 2010, assets of [Huntington Copper Moody & Maguire] were sold to two employees. Those employees operated the business under the name Huntington Copper. In November 2011, the original owners resumed operations under the name HCMM. A separate business review on Huntington Copper is available.” Doc. 150 at ¶¶ 113; Doc. 148-7 at 2-4.

HCMM initially asserted in its Local Rule 56.1(a)(3) statement that it did not acquire any assets from Huntington Copper except for a telephone system and some furniture, which it purchased from Huntington Copper’s landlord two months after Huntington Copper was evicted. Doc. 147 at ¶ 75. Egan denied this assertion, maintaining that HCMM also briefly used Huntington Copper’s and Huntington Copper Moody Maguire’s telemarketing software, called “SPEED.” Doc. 148-1 at ¶ 75. Egan cites an email from Patrick stating that Popkey owed SPEED’s vendor “a ton of money” and that even “if we could get him to release the software, ” it would require a “$75, 000 re-write.” Doc. 127 at 257. Patrick’s email continued: “Julie is using a piece of the SPEED program that only does a little of what SPEED does. So given that SPEED is no longer a viable option, Julie is having a brand new telemarketing system built from scratch.” Id. at 258 (emphasis added). Although the meaning of this email is unclear, HCMM’s reply brief HCMM concedes that the email shows that HCMM purchased at least some software from Huntington Copper. Doc. 152 at 9 (“HCMM, Inc. did not purchase Huntington Copper, LLC’s assets (except for a telephone system, a ‘piece of the SPEED [telemarketing] program, ’ and some furniture from Huntington Copper, LLC’s landlord).”) (alteration in original). There is no dispute that HCMM ultimately decided not to use SPEED and created its own telemarketing software from scratch. Doc. 147 at ¶ 69; Doc. 148-1 at ¶ 69.

Although HCMM initially had only two employees, it has since hired many former Huntington Copper employees. Doc. 147 at ¶¶ 70-71; Doc. 148-1 at ¶¶ 70-71. HCMM did not hire any of Huntington Copper’s management personnel, however, and it operates out of a different facility. Doc. 147 at ¶¶ 68, 73; Doc. 148-1 at ¶¶ 68, 73. HCMM markets itself through client testimonial videos on its website, but none of the videos depict former clients of Huntington Copper. Doc. 147 at ¶ 78; Doc. 148-1 at ¶ 78.

Discussion

I. Claims Against Patrick Maguire


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