AAL USA Inc v. Black Hall Aerospace Inc et al

Filing 265

MEMORANDUM OPINION AND ORDER For the reasons noted within, the court GRANTS the motion to dismiss and DISMISSES WITHOUT PREJUDICE the claims against Mr. Clarke and Mr. Peoples. The court GRANTS AAL USA leave to amend the complaint on or before March 2, 2018. Signed by Chief Judge Karon O Bowdre on 2/15/18. (SAC )

FILED
2018 Feb-15 PM 03:01
U.S. DISTRICT COURT
N.D. OF ALABAMA

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF ALABAMA
SOUTHERN DIVISION
AAL USA, INC.,
Plaintiff,
v.
BLACK HALL AEROSPACE, INC.,
et al.,
Defendants.

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Case No. 2:16-cv-02090-KOB
This Document Relates Only to Case
2:16-cv-02090-KOB

MEMORANDUM OPINION AND ORDER
This matter comes before the court on Defendants David Clarke and Brian Peoples’ joint
motion to dismiss the claims brought against them in Plaintiff AAL USA’s second amended
complaint. (Doc. 165). Mr. Clarke and Mr. Peoples contend that the amended complaint does
not specify any wrongful actions by them, and therefore does not state a claim against them.
(Doc. 166 at 1–2).
The court finds that, as to Mr. Clarke and Mr. Peoples, the second amended complaint is
a shotgun pleading. As a result, the court GRANTS the motion to dismiss and DISMISSES
WITHOUT PREJUDICE the claims against Mr. Clarke and Mr. Peoples. AAL USA may file an
amended complaint on or before March 2, 2018.
I.

BACKGROUND

At this stage, the court must accept as true the allegations in the second amended
complaint and construe them in the light most favorable to the plaintiff. Butler v. Sheriff of Palm
Beach Cty., 685 F.3d 1261, 1265 (11th Cir. 2012). Accepting as true the allegations in the
second amended complaint, the eight defendants in this case—which include four people and

four companies—have engaged in a protracted conspiracy to engage in self-dealing, loot AAL
USA’s funds, and usurp AAL USA’s contracts. (Doc. 96 at 3, 6).
The four people named as defendants are Paul Daigle, Keith Woolford, Mr. Clarke, and
Mr. Peoples; all four used to be executives working for AAL USA. (Doc. 96 at 2, 5).
Mr. Clarke used to be AAL USA’s executive director, and Mr. Peoples used to be its chief
operating officer. (Id. at 2). Mr. Clarke and Mr. Peoples are now “purported shareholder[s]” of
a company called Black Hall Aerospace; whether they also work for Black Hall Aerospace is
unclear. (Id. at 2).
Although AAL USA’s second amended complaint describes in great detail the actions
taken by Mr. Daigle and Mr. Woolford, it does not describe much conduct by Mr. Clarke or
Mr. Peoples. The complaint does repeatedly refer to “Defendants” and “co-conspirators”
without specific reference to Mr. Clarke or Mr. Peoples, but the court cannot tell whether those
references to “Defendants” and “co-conspirators” include Mr. Clarke and Mr. Peoples. Much of
the time, the references to “Defendants” appear to relate to allegations specifically about
Mr. Daigle and Mr. Woolford instead of Mr. Clarke and Mr. Peoples. As a result, the court will
describe only the factual allegations that specifically pertain to Mr. Clarke and Mr. Peoples.
The second amended complaint does not describe any action that Mr. Peoples took, aside
from purportedly being a shareholder of Black Hall Aerospace. It gives slightly more
information about Mr. Clarke: in 2014, Mr. Clarke used his company credit card to make
unauthorized purchases, including purchases at a veterinary hospital, at a guitar store, and on a
trip with his daughter to Key West. (Doc. 96 at 7–8; Doc. 96-7 at 8; Doc. 96-8 at 5; Doc. 96-9 at
5; Doc. 96 at 7; Doc. 96-15 at 5). And in 2015, Mr. Woolford and Mr. Daigle used AAL USA’s
money to purchase a house, where Mr. Clarke now lives. (Doc. 96 at 8–9).

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The second amended complaint lists sixteen causes of action. 1 AAL USA specifically
names Mr. Clarke and Mr. Peoples in eight of those counts, and lists “Defendants” or “coconspirators” in six of them. The eight counts that name Mr. Clarke and Mr. Peoples are:
(1) conversion; (2) accounting; (3) specific performance; (4) constructive trust; (5) breach of
fiduciary duties; (6) tortious interference; (7) unjust enrichment; and (8) faithless servant
doctrine. (Doc. 96 at 28, 33–38). The six counts that apparently name all Defendants are:
(1) fraudulent suppression; (2) violation of the Computer Fraud and Abuse Act, 18 U.S.C.
§ 1030; (3) violation of the Defend Trade Secrets Act, 18 U.S.C. § 1832; (4) violation of
Alabama’s Trade Secrets Act, Ala. Code § 8-27-1 et seq.; (5) conspiracy; (6) injunctive relief.
(Id. at 26–33, 37–38, 39).
II.

DISCUSSION

Mr. Clarke and Mr. Peoples move to dismiss the claims for failure to state a claim. (Doc.
166). They argue that the second amended complaint, as a shotgun pleading, violates Federal
Rule of Civil Procedure 8. (Id. at 3–4, 16–17).
Rule 8 provides that “[a] pleading that states a claim for relief must contain . . . a short
and plain statement of the claim showing that the pleader is entitled to relief.”
Fed. R. Civ. P. 8(a)(2). The pleading must “give[ ] the defendant fair notice of what the
plaintiff’s claim is and the grounds upon which it rests.” Hunt v. Aimco Properties, L.P., 814
F.3d 1213, 1221 (11th Cir. 2016).
The Eleventh Circuit has repeatedly condemned so-called “shotgun pleadings.” See
Weiland v. Palm Beach Cty. Sheriff’s Office, 792 F.3d 1313, 1320–23 (11th Cir. 2015); Magluta
v. Samples, 256 F.3d 1281, 1284 (11th Cir. 2001). The Court has described several different
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The court has already dismissed Counts 17 and 18 pursuant to a Joint Stipulation of
Dismissal. (Doc. 222).
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types of shotgun pleadings, one of which is “the relatively rare sin of asserting multiple claims
against multiple defendants without specifying which of the defendants are responsible for which
acts or omissions, or which of the defendants the claim is brought against.” Weiland, 792 F.3d at
1323. “[S]hotgun pleadings wreak havoc on the judicial system. Such pleadings divert already
stretched judicial resources into disputes that are not structurally prepared to use those resources
efficiently.” Wagner v. First Horizon Pharm. Corp., 464 F.3d 1273, 1279 (11th Cir. 2006)
(quotation marks and citation omitted). When a plaintiff files a shotgun pleading, the court must
require the plaintiff to replead the claims “in a complaint that respects the requirements of Rule
8.” Id. at 1285.
The court finds that, with respect to Mr. Clarke and Mr. Peoples, AAL USA’s second
amended complaint is a shotgun pleading; it “is replete with allegations that ‘the defendants’
engaged in certain conduct, making no distinction among the [numerous] defendants charged,
though geographic and temporal realities make plain that all of the defendants could not have
participated in every act complained of.” Magluta, 256 F.3d at 1284. Although the second
amended complaint describes in detail an alleged scheme by at least some of AAL USA’s former
officers to take over the company, the complaint does not give Mr. Clarke, Mr. Peoples, or this
court sufficient information to determine what they allegedly did. If, as AAL USA argues,
Mr. Clarke and Mr. Peoples engaged in some of the activities that the second amended complaint
ascribes to “Defendants” and “co-conspirators,” AAL USA may be able to state a claim against
them. But the court cannot make that determination based on the second amended complaint as
it is currently written.

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For that reason, the court GRANTS the motion to dismiss and DISMISSES WITHOUT
PREJUDICE the claims against Mr. Clarke and Mr. Peoples. The court GRANTS AAL USA
leave to amend the complaint on or before March 2, 2018.
DONE and ORDERED this 15th day of February, 2018.

____________________________________
KARON OWEN BOWDRE
CHIEF UNITED STATES DISTRICT JUDGE

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