Manning Broadcasting Inc. v. Mercatanti

Filing 38

MEMORANDUM OPINION. Signed by Judge Ellen L. Hollander on 6/4/14. (hmls, Deputy Clerk)

IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MARYLAND

MANNING BROADCASTING, INC.,
Plaintiff,
v.

Civil Action No.: 12-cv-00195

LOUIS F. MERCATANTI, JR.,
Defendant.

MEMORANDUM OPINION
Plaintiff Manning Broadcasting, Inc. (“Manning Co.”) sued Louis F. Mercatanti, Jr., for
“breach of [] Guaranty,” complaining that Mercatanti failed to pay Manning Co. pursuant to a
personal guaranty (the “Guaranty,” ECF 1-1) executed by Mercatanti on April 13, 2005.1 See
Complaint (ECF 1).2 The Guaranty pertained, inter alia, to an Asset Purchase Agreement of
December 2004, by which Manning Co. agreed to sell and/or assign to Nassau Broadcasting I,
LLC (“Nassau I”) and Nassau Broadcasting III, LLC (“Nassau III,” and collectively “Nassau”)
its two radio stations in Hagerstown, Maryland. See Guaranty, ECF 1-1 at 1. A portion of the
purchase price was to be paid in accordance with a Promissory Note (the “Note”) dated April 13,
2005. Id. Mercatanti guaranteed payment of that Note, as he “h[eld] all of the ownership
interests in” Nassau I and Nassau III. Id.3

1

Jurisdiction is based on diversity of citizenship under 28 U.S.C. § 1332.

2

A related case, Manning, et al. v. Mercatanti, 11-cv-2964, also involved a guaranty
executed by Mercatanti on April 13, 2005. But, it is not the same as the Guaranty at issue here.
3

The complete factual background of this case is set forth in my prior Memorandum,
ECF 17, and my earlier Memorandum Opinion, ECF 26, both of which are incorporated here by
reference.

On December 24, 2013, I granted partial summary judgment to Manning Co. on the issue
of Mercatanti’s liability on the Guaranty. ECF 26; ECF 27. In my Order, I stated, ECF 27: “If
plaintiff intends to move for summary judgment on the issue of the amount due on the Note,
plaintiff is directed to submit such motion within 21 days after this Order is docketed.” Manning
Co. did not move for summary judgment within 21 days of the Order. However, on January 13,
2014, Manning Co. submitted a Motion for Attorney Fees, ECF 28, which I granted, in part, and
denied, in part. ECF 33; ECF 34. In my Order, I also directed the Clerk to close the case. ECF
34. Thereafter, on April 18, 2014, Manning Co. filed a “Motion for Leave to File Summary
Judgment on Amount Due on Note.”

ECF 35.

That motion was unopposed.

ECF 35.

Accordingly, on May 7, 2014, I granted the motion and directed the Clerk to re-open the case.
ECF 36.
Currently pending before the Court is Manning Co.’s “Motion for Summary Judgment
On The Amount Due On The Promissory Note” (“Motion,” ECF 37). The Motion is supported
by a Memorandum of Law (“Memo,” ECF 37-1); the Declaration of J. Frederick Manning,
owner and officer of Manning Co. (“Manning Declaration,” ECF 37-2); and four other exhibits.
Mercatanti has not opposed the Motion, and no hearing is necessary to resolve it. See Local Rule
105.6.
Standard of Review
Plaintiff has moved for summary judgment pursuant to Fed. R. Civ. P. 56. Under Rule
56(a), summary judgment is properly granted only “if the movant shows that there is no genuine
dispute as to any material fact and the movant is entitled to judgment as a matter of law.” See
Celotex Corp. v. Catrett, 477 U.S. 317, 323 (1986) (citing former Fed. R. Civ. P. 56(c)). In
resolving a summary judgment motion, the court must view the facts, including reasonable

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inferences to be drawn from them, in the light most favorable to the non-moving party. See
Matsushita Elec. Indus. Co., 475 U.S. 574, 587 (1986); Dennis v. Columbia Colleton Med. Ctr.,
Inc., 290 F.3d 639, 645 (4th Cir. 2002).
The non-moving party bears the burden of demonstrating that there are disputes of
material fact so as to preclude the entry of judgment as a matter of law. Matsushita Elec. Indus.
Co., 475 U.S. at 586. To meet this burden, the party opposing summary judgment must “do
more than simply show that there is some metaphysical doubt as to the material facts.” Id.; see
also In re Apex Express Corp., 190 F.3d 624, 633 (4th Cir. 1999). Stated another way, “A party
opposing a properly supported motion for summary judgment ‘may not rest upon the mere
allegations or denials of [his] pleadings,’ but rather must ‘set forth specific facts’” showing that
there is a genuine dispute of material facts. Bouchat v. Balt. Ravens Football Club, Inc., 346
F.3d 514, 522 (4th Cir. 2003) (quoting former Fed. R. Civ. P. 56(e)), cert. denied, 541 U.S. 1042
(2004); see Celotex Corp., 477 U.S. at 322-24. A fact is “material” if it “might affect the
outcome of the suit under the governing law.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242,
248 (1986).
The “judge’s function” in reviewing a motion for summary judgment is not “to weigh the
evidence and determine the truth of the matter but to determine whether there is a genuine issue
for trial.” Id. at 249. If “the evidence is such that a reasonable jury could return a verdict” for
the non-moving party, there is a dispute of material fact that precludes summary judgment. Id. at
248.
Discussion
The sole remaining issue in this case is the amount of Mercatanti’s outstanding liability
on the Note. Manning Co. avers that the amount due on the Note is $1,323,895.38. Memo at 1.

3

The Note, which is attached as Exhibit A to the Manning Declaration, originally had a principal
amount of $3,500,000.

See Note, ECF 37-3.

Nassau and Manning Co. agreed to two

amendments to the Note, which modified the payment terms and the principal amount due on the
Note. Manning Declaration ¶¶ 5–7. The amendments are attached as Exhibits B and C to the
Manning Declaration. ECF 37-4; ECF 37-5. Pursuant to the amendments and Manning Co.’s
excerise of its rights thereunder, all amounts outstanding became due and payable on November
22, 2011.

Manning Declaration ¶ 7.

A spreadsheet detailing the payment history and

outstanding amounts owed is attached as Exhibit D to the Manning Declaration. ECF 37-6.
According to that spreadsheet, the outstanding principal amount is $1,082,812.50 and the
accrued interest through April 14, 2014, was $241,082.88, for a combined amount of
$1,323,895.38. Id.; see Manning Declaration ¶ 7.
As noted, Mercatanti has not opposed the Motion or disputed any of the calculations
contained therein. As a result, no genuine dispute of material fact exists regarding the amount
due on the Note. Accordingly, I will grant summary judgment to Manning Co. in the amount of
$1,323,895.38.
Conclusion
For the foregoing reasons, Manning Co.’s Motion will be granted. A separate Order,
consistent with this Opinion, follows.

Date: June 4, 2014

/s/
Ellen Lipton Hollander
United States District Judge

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