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J.D. Heiskel Holdings, LLC v. Trans Coastal Supply Co., Inc.&Nbsp;

United States District Court, D. Nebraska

April 28, 2015



LAURIE SMITH CAMP, Chief District Judge.

This matter is before the Court on the Motion to Alter or Amend Judgment (Filing No. 33) filed by Plaintiff J.D. Heiskel Holdings, LLC ("JDH"). For the reasons stated below, the Motion will be denied.


On February 20, 2015, this Court entered a Memorandum and Order (Filing No. 31) granting the Motion to Dismiss filed by Defendant Trans Coastal Supply Co., Inc. ("Trans Coastal") on the grounds that the Court lacked personal jurisdiction over Trans Coastal. JDH now asks the Court to amend its Memorandum and Order, arguing the Court failed to consider the evidence in a light most favorable to JDH regarding socalled "wash transactions" and Trans Coastal's credit applications. JDH argues that proper consideration of this evidence would demonstrate that JDH established a prima facie case of personal jurisdiction over Trans Coastal, and JDH should not be forced to file an action elsewhere for an injury Trans Coastal caused in Nebraska.


The Court has broad discretion in determining whether to grant or deny a motion to alter or amend judgment pursuant to Federal Rule of Civil Procedure 59(e). United States v. Metropolitan St. Louis Sewer Dist., 440 F.3d 930, 933 (8th Cir. 2006). Rule 59(e) motions serve a limited function of correcting "manifest errors of law or fact or to present newly discovered evidence." Id. (quoting Innovative Home Health Care v. P.T.-O.T. Assoc. of the Black Hills, 141 F.3d 1284, 1286 (8th Cir. 1998)). "Such motions cannot be used to introduce new evidence, tender new legal theories, or raise arguments which could have been offered or raised prior to entry of judgment." Id. JDH does not present newly discovered evidence. Accordingly, the Court need only determine whether its previous analysis was manifestly erroneous with respect to consideration of the evidence of wash transactions and credit applications.


I. Wash Transactions

JDH claims the Court erred by failing to give proper weight to the effect of certain wash transactions, adopting instead Trans Coastal's position that the transactions were merely an accounting convention insufficient to support personal jurisdiction. In determining which of these positions is correct, the Court was required to "look at the facts in the light most favorable to the nonmoving party, and resolve all factual conflicts in favor of that party." Pangaea, Inc. v. Flying Burrito LLC, 647 F.3d 741, 745 (8th Cir. 2011) (citations and quotations omitted). Although the Court must accept the plaintiff's version of the facts as true, the court need not accept "the plaintiff's characterization of the facts." Fisher Bros. Sales, Inc. v. United States, 46 F.3d 279, 286 (3d Cir.1995) (emphasis in original); see also Gen. Dynamics Corp. v. United States, 139 F.3d 1280, 1283 (9th Cir.1998) (citing Fisher Bros. with approval). JDH argues that the Court failed to give proper consideration to the fact that the wash transactions involved "actual sales" of dried distiller's grain with soluables ("DDGS") from Trans Coastal to JDH; that the grain was located in Nebraska facilities, not in Illinois or Kansas; that Trans Coastal and JDH principals directly negotiated the wash transactions; and that the wash transactions were central to JDH's claim and the cause of its injury in Nebraska. Although the Court has given the evidence a "fresh look" with respect to the wash transactions, the Court concludes that they do not support personal jurisdiction over Trans Coastal.

a. Relationship to Injuries Giving Rise to the Lawsuit

The relationship of the wash transactions to JDH's alleged injuries is relevant to the Court's jurisdictional analysis because "specific jurisdiction is viable only if the injury giving rise to the lawsuit occurred within or had some connection to the forum state." Dever v. Hentzen Coatings, Inc., 380 F.3d 1070, 1073 (8th Cir. 2004) (citing Helicopteros Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 414 (1984)). JDH argues that the Court mistakenly undervalued the importance of the wash transactions and argues that its losses in the wash transactions were an "integral and a massive part" of the damages JDH suffered. (Filing No. 36 at 4.) This statement is unsupported by JDH's allegations or its evidence. While it appears JDH used the wash transactions to calculate damages, [1] JDH has alleged no loss as a direct result of the wash transactions. The injuries at issue in this lawsuit arise from Trans Coastal's breach of the Contracts[2] identified in the Complaint, failure to pay on its account with JDH, and unjust enrichment (Compl., Filing No. 1 ΒΆΒΆ 15-28.), not from Trans Coastal's request for wash transactions. Thus, the wash transactions are only tangentially related to the injuries actually alleged in the Complaint.

b. Nature of the Wash Transactions

JDH argues that the Court failed to recognize the wash transactions as "actual sales" of DDGS from Trans Coastal to JDH. JDH relies on Trans Coastal's designation as "seller" in the invoices reflecting the wash transactions. (Filing No. 20 at 3; see also Filing No. 16-3.) JDH also asserts that the definitions within the industry rules for the National Grain and Feed Association ("NGFA"), incorporated into the Contracts, established that sell-out transactions involved the "actual sale of grain." (NFGA Grain Trade Rules, Filing No. 30-2 at 13.) JDH argues that because the wash transactions are "sell-outs" under the NGFA Rules, and "sell-outs" are, by definition, actual sales of grain, the wash transactions are by extension not an accounting convention, as urged by Trans Coastal.[3]

Labeling Trans Coastal as the "seller" in the wash transactions does not, on its own, establish personal jurisdiction, nor does labeling the wash transactions as "actual sales of grain." See Aaron Ferer & Sons Co. v. Diversified Metals Corp., 564 F.2d 1211, 1215 (8th Cir. 1977) ("[W]e think the ultimate test is whether the defendant, either as seller or buyer, has performed some act by which (it has) purposefully (availed) itself of the privilege of conducting activities within the forum state thus invoking the benefits and protections of its laws.") (internal marks and citations omitted). The Court was therefore required to examine the nature of the ...

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