Vega v. Craftworks Restaurants & Breweries Group, Inc.

          OPINION AND ORDER DENYING MOTION TO DISMISS OR TO TRANSFER

          Marcia S. Krieger United States District Judge

         THIS MATTER comes before the Court pursuant to the Defendant's (“Craftworks”) Motion to Dismiss for Lack of Jurisdiction or to Transfer Venue (# 22), Mr. Vega's response (# 26), and Craftworks' reply (# 30).

         FACTS

         According to Mr. Vega's Complaint (# 1), Mr. Vega was employed as an Assistant Manager at Craftworks' Gordon Biersch Brewery (“GBB”) restaurant located in New Orleans, Louisiana. Craftworks classified GBB Assistant Managers as executive employees, exempt from the Fair Labor Standards Act's (“FLSA”) overtime requirements. However, Mr. Vega alleges that, due to inadequate labor budgeting, Craftworks forced Assistant Managers at the New Orleans GBB - and indeed, at other GBB locations as well - to routinely perform non-exempt duties, such that their “primary duty” was no longer managerial. As a result, Mr. Vega alleges that Craftworks forfeited any FLSA exemption that might apply to Assistant Managers at GBB and that Craftworks was therefore obligated to pay them overtime wages as required by the FLSA. Mr. Vega brings a single claim for violation of the FLSA's overtime requirements, 29 U.S.C. § 207. Moreover, Mr. Vega requests to bring his claim as a collective action under 29 U.S.C. § 216(b), allowing all GBB Assistant Managers (or others bearing similar job titles or job duties) to opt into this action as co-plaintiffs.

         Craftworks moves (# 22) to: (i) dismiss Mr. Vega's suit for lack of personal jurisdiction pursuant to Fed.R.Civ.P. 12(b)(2), on the grounds that Craftworks does not have a sufficient jurisdictional presence in Colorado; (ii) to dismiss Mr. Vega's claim for improper venue under Rule 12(b)(3) and 28 U.S.C. § 1391, in that Colorado is not a statutorily-approved venue for a suit involving these parties and allegations; and (iii) if the Court is not otherwise inclined to dismiss Mr. Vega's claims, to transfer this action to the Eastern District of Louisiana for the convenience of parties and the ease of access to evidence.

         ANALYSIS

         A. Personal Jurisdiction

         The party asserting the existence of personal jurisdiction - here, Mr. Vega - has the burden of establishing its existence. Behagen v. Amateur Basketball Assn., 744 F.2d 731, 733 (10^th Cir. 1984). Faced with a motion challenging the existence of personal jurisdiction, the court may elect to conduct an evidentiary hearing and conclusively resolve the question; alternatively, the court may elect to resolve the matter on the strength of affidavits and other written materials, deferring the conclusive resolution of the jurisdictional question to the time of trial. If the court resolves the matter on written submissions, it requires the plaintiff to make only a prima facie showing of personal jurisdiction now. Niemi v. Lasshofer, 770 F.3d 1331, 1347 (10^th Cir. 2014). If the court requires only a prima facie showing, it takes any well-pled facts alleged in the Complaint as true and construes any factual disputes in the parties' affidavits in favor of the plaintiff. Dudnikov v. Chalk & Vermillion Fine Arts, Inc., 514 F.3d 1063, 1070 (10^th Cir. 2008).

         For purposes of personal jurisdiction, the court conducts two inquiries. First, it ascertains whether it has “general jurisdiction” over a defendant, such that the court can hear any controversy involving that defendant. The “paradigm forum for the exercise of general jurisdiction is the individual's domicile; for a corporation, it is an equivalent place, one in which the corporation is fairly regarded as at home.” Bristol-Meyers Squibb Co. v. Superior Court of California, 137 S.Ct. 1773, 1780 (2017). Except in exceptional cases (where the corporation is “so heavily engaged in activity” in the forum state as to render it “essentially at home” there), the fora in which general jurisdiction over a corporate defendant can be exercised are those where the entity is incorporated or where it maintains its principal place of business. BNSF Ry. Co. v. Tyrell, 137 S.Ct. 1549, 1558 (2017).

         Here, the parties agree that Craftworks was incorporated in Delaware. But they disagree as to the location of Craftworks' principal place of business. It is undisputed that, at the time of the operative events in Mr. Vega's Complaint, Craftworks' principal place of business was in Broomfield, Colorado. But Craftworks asserts that, effective November 1, 2018, it merged with another entity and relocated its corporate headquarters to Nashville, Tennessee. The parties have significant factual disputes as to whether and when Craftworks moved its headquarters from Colorado to Tennessee - Mr. Vega points out that various governmental registries in both Colorado and Tennessee currently report Craftworks' headquarters as being in Colorado, among other things.

         The Court need not resolve these disputes. Craftworks assumes but cites no authority for the proposition that the jurisdictional question is determined based on the citizenship of a defendant at the precise moment that a case is commenced. That contention does not appear to be correct. Instead, the temporal focus is when the alleged events occurred. For example, in Delphix Corp. v. Embarcadero Technologies, Inc., 749 Fed.Appx. 502, 505-06 (9^th Cir. 2018), the defendant in 2012 while headquartered in California allegedly began infringing on the plaintiff's trademark. The plaintiff commenced suit in California in February 2016. Claiming that it had merged with another entity and moved its office headquarters to Texas in or about October 2015, and thus was no longer “at home” in California, the defendant moved to dismiss the claims against it for lack of personal jurisdiction in California. The trial court agreed but the 9^th Circuit reversed. It explained that “courts must examine the defendant's contacts with the forum at the time of the events underlying the dispute when determining whether they have jurisdiction” and that “one cannot defeat personal jurisdiction by a move away from the state in which the underlying events took place.” Suggesting that “a general jurisdiction inquiry should consider all of a defendants contacts with the forum state prior to the filing of the lawsuit, ” the court found that the defendant had been located in California for two decades before the suit was filed and that the recently move of its headquarters “did not instantaneously dissolve the general jurisdictional nexus [the defendant] had established by its continuous and systematic operations in California.” Id.

         A fair reading of Delphix is that jurisdiction is assessed based on a lengthy look back at the defendant's presence in the forum state, not just on the defendant's citizenship at the moment the case was commenced. Alternatively, one might, as does Chee Vang v. State Farm Mut. Auto Ins. Co., 2019 WL 1676150 at *3 (D.Ariz. Apr. 17, 2019), read Delphix as applying the “exceptional case” caveat of Daimler AG v. Bauman, 517 U.S. 117, 139 n .19 (2014), which posits that in certain exceptional circumstances, “a corporation's operations in a forum other than its formal place of incorporation or principal place of business may be so substantial and of such a nature as to render the corporation at home in that state” as well. Either reading suffices to resolve Craftworks' jurisdictional challenge here. It is clear that Craftworks had its principal place of business in Colorado when the events alleged by Mr. Vega occurred. Craftworks departed Colorado only three months before Mr. Vega commenced suit in Colorado. In these circumstances, this Court finds the analysis of Delphix persuasive and that application of that analysis here yields the same result: a conclusion that Craftworks remains subject to general personal jurisdiction in Colorado, notwithstanding the recent move of its headquarters. Accordingly, the Court denies Craftworks' motion to dismiss for lack of personal jurisdiction.

         B. Venue

         28 U.S.C. § 1391 establishes the appropriate venue for suits brought in federal court. As pertinent here, the appropriate venue for this action is: (i) any judicial district where the defendant resides (if the defendant resides in the forum state), or (ii) any judicial district “in which a substantial part of the events or omissions giving rise to the claim occurred.”^[1] 28 U.S.C. § 1391(b)(1), (2). For purposes of venue based on a defendant's residency, the 10^th Circuit “will deem a corporate defendant to be a ‘resident' [of a district] for purposes of § 1391(a)(1) when the defendant is subject to personal jurisdiction at the time the action is commenced.” Employers Mut. Cas. Co. v. Bartile Roofs, Inc., 618 F.3d 1153, 1165 n. 10 (10^th Cir. 2010), citing 28 U.S.C. § 1391(c)(2) (an entity “shall be deemed to reside . . . in any judicial district in which such defendant is subject to the court's personal jurisdiction”). Because the Court has previously determined that Craftworks is subject to personal jurisdiction in Colorado because its principal place of business was in Colorado ...