LoneSource, Inc. v. United Stationers Supply Co.

Filing 43

ORDER denying 28 Motion to Dismiss. Signed by Chief Judge James C. Dever III on 10/28/11. (Tripp, S.)

IN THE UNITED STATES DISTRICT COURT

FOR THE EASTERN DISTRICT OF NORTH CAROLINA

WESTERN DMSION

No.5:1l-CV-33-D

LONESOURCE, INC.,
Plaintiff,

v.

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UNITED STATIONERS SUPPLY CO.,
Defendant.

ORDER

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On December 20, 2010, Lonesource, Inc. ("Lonesource" or "plaintiff') sued United
Stationers Supply Co. ("United" or "defendant") in the Superior Court of Wake County, North
Carolina. Not. of Removal [D.E. 1], Ex. A ("Compl."). On January 20, 2011, United removed the
case to this court pursuant to the court's diversity of citizenship jurisdiction. Not. ofRemoval. On
July 18,2011, United filed a motion to dismiss Lonesource's claim for tortious interference with
prospective economic advantage [D.E. 26] and filed a supporting memorandum and exhibits [D.E.
27]. United filed a corrected motion later that day [D.E. 28]. Thereafter, Lonesource responded in
opposition [D.E. 41], and United replied [D.E. 42].
Lonesource is a Cary, North Carolina-based national supplier and reseller of office supplies,
information technology, data supplies, paper, office furniture, and print and promotional products.
Compl. , 6. United is a national wholesale dis1ributor and seller of office paper, technology,
business, and indus1rial products. Defo's Mem. Supp. Mot. Dism. [D.E. 27] 2. The lawsuit arises
from a 2008 contract between Lonesource and United.

Lonesource's complaint contains six claims for relief. First, Lonesource seeks a declaratory
judgment that it did not breach the contract by purchasing paper from a different supplier. Compl.
~~ 59-61.

Second, Lonesource claims that United's unilateral termination ofthe contract before the

contract's expiration was a material breach ofthe contract. Id. ~~ 62-66. Third, Lonesource claims
that United's conduct and statements amounted to an anticipatory breach of the contract. Id.

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67-69. Fourth, Lonesource claims that United did not intend to honor its promises at the time that
it made them, and that it made promises in the agreement "with the intent to deceive and [that] were
reasonably calculated to deceive," amounting to fraud. Id. W70-76. Fifth, Lonesource alleges that
United's telling another supplier (EnterpriselDomtar) to not sell paper to Lonesource amounted to
interference with prospective economic advantage. Id.

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77-81. Sixth, Lonesource claims that

United engaged in unfair and deceptive trade practices. Id. W82-86.
United asks the court to dismiss Lonesource's interference with prospective economic
advantage claim. See Def. 's Mem. Supp. Mot. Dism. In doing so, United argues that Lonesource
has not plausibly alleged that United was not justified by a legitimate business purpose in its
interference, that United acted with malice, or "that United would have entered into a contract with
[EnterpriselDomtar] but for [United's] conduct." Id.8-9.
In considering a motion to dismiss under Federal Rule of Civil Procedure 12(b)(6), a court
must determine whether the complaint is legally and factually sufficient. See Fed. R. Civ. P.
12(b)(6); Ashcroftv. Iqbal, 129 S. Ct. 1937,1949 (2009); BellAtl. Corp. v. Twombly, 550 U.S. 544,
555-56 (2007); Coleman v. Md. ct. ofAmeals, 626 F.3d 187,190 (4th Cir. 2010), cert. granted, 131
S. ct. 3059 (2011); Giarratano v. Johnson, 521 F.3d 298,302 (4th Cir. 2008); Goodman v. Praxair.
Inc., 494 F.3d 458,464 (4th Cir. 2007) (en banc); accord Erickson v. Pardus, 551 U.S. 89,93-94

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(2007) (per curiam). Although a court "assume[s] the facts alleged in the complaint are true and
draw[s] all reasonable factual inferences in [plaintiff's] favor," Burbach Broad. Co. of Del. v. Elkins
Radio Com., 278 F.3d 401, 406 (4th Cir. 2002), a court need not accept a complaint's legal
conclusions drawn from the facts. See Iqbal, 129 S. Ct. at 1949-50. Similarly, a court "need not
accept as true unwarranted inferences, unreasonable conclusions, or arguments." Giarratano, 521
F.3d at 302 (quotation omitted); see Iqbal, 129 S. Ct. at 1949-50.
The court has reviewed United's motion to dismiss Lonesource's tortious interference with
prospective economic advantage claim in light ofFederal Rille ofCivil Procedure 12(b)(6) and North
Carolina law. Lonesource has plausibly alleged that United was not justified in interfering in the
contract negotiations between Lonesource and EnterpriselDomtar, that United acted with malice
toward Lonesource in this interference, and that this interference caused the contract negotiations
between Lonesource and EnterpriselDomtarto fail. Accordingly, United's motion to dismiss [D.E.
28] is DENIED.
SO ORDERED. This .&8 day of October 2011.

J
SC.DEVERffi
Chie United States District Judge

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