United States District Court, D. Minnesota
FREDIN BROTHERS, INC. doing business as FREDIN BROS, INC., Plaintiff,
KYLE ANDERSON and JASON REED doing business as REED RANCH, Defendants.
ORDER ON DEFENDANTS' MOTION TO DISMISS FOR LACK
OF PERSONAL JURISDICTION OR, IN THE ALTERNATIVE, TO
E. Brasel United States District Judge
2019, Fredin Brothers, Inc. (“Fredin”) brought a
breach of contract suit against Kyle Anderson and Jason Reed
in Minnesota state court. [ECF Nos. 1-1, 1-2.] Defendants
Anderson and Reed removed the suit to federal court. [ECF No.
1.] They then moved to dismiss the suit for lack of personal
jurisdiction or, in the alternative, to transfer the case to
Texas. [ECF No. 7.] This Court determines it has no personal
jurisdiction over the defendants and grants the motion to
is a Minnesota company that purchases and sells cattle for
its customers. [ECF No. 18-1 (“Fredin Aff.”)
¶ 2.] Fredin hires commissioned sales representatives in
other states to help conduct its business. (See id.
¶ 3.) In Texas, one of Fredin's representatives is
Chad Houck. (Id.) Houck coordinates Texas sales for
Fredin, which operates its business from Minnesota
headquarters. (See id. ¶¶ 3-6.) Thus,
Fredin's employees in Minnesota prepare invoices,
communicate with customers, and store records at the
headquarters. (See Id. ¶¶ 4, 11-12, 32.)
is a resident of Texas who approached Houck in 2017 about
using Fredin's services. [ECF No. 10 ¶¶ 2-3;
Fredin Aff. ¶ 7.] Anderson then began purchasing cattle
from Fredin, including three times in May 2019. [ECF No.
18-10 at 5-7.] All of Anderson's cattle bought from
Fredin came from South Carolina, delivered to Anderson in
a resident of South Dakota with a cattle ranch in Texas. [ECF
No. 11 ¶¶ 2- 4.] He approached Houck in 2016 about
buying cattle from and selling cattle to Fredin. (Fredin Aff.
¶¶ 15-17). In February 2019, Reed agreed to buy
cattle from Fredin. [ECF No. 18-9.] The cattle came from
elsewhere in Texas and was delivered to Reed at his Texas
Fredin-Anderson agreements and the Fredin-Reed agreements are
simply invoices. They each list the number of cattle, the
price, the origin of the cattle, the location of delivery,
two stamps certifying the sale, and Fredin's address.
[ECF Nos. 18-10 at 5-7; 18-9.]
point after Fredin delivered the cattle to Reed and Anderson,
a significant number became sick and died. [ECF No. 12-1
¶ 15.] Anderson refused to pay Fredin under the
contracts. (Fredin Aff. ¶ 22.) Reed claims he agreed
with Fredin for Fredin to buy back fifty of the cattle, but
Fredin denies this. (Id. ¶ 24.) Fredin
recovered some of the sick cattle and transported them to
Minnesota. (Id. ¶ 23.)
sued Reed and Anderson in Minnesota state court claiming
breach of contract and demanding payment. [ECF Nos. 1-1,
1-2.] Neither defendant lives in Minnesota, owns any property
in Minnesota, or has visited Minnesota for any reason
relevant to this suit. [See generally ECF Nos. 10,
11.] Fredin argues it is nonetheless proper to exercise
personal jurisdiction over the defendants because they knew
Fredin was a Minnesota corporation, and Fredin's alleged
injury occurred in Minnesota and nowhere else.
survive a motion to dismiss for lack of personal
jurisdiction, a plaintiff must make a prima facie showing of
personal jurisdiction. Dakota Indus., Inc. v. Dakota
Sportswear, Inc., 946 F.2d 1384, 1387 (8th Cir. 1991).
The plaintiff must provide sufficient facts “to support
a reasonable inference that the defendant can be subjected
to jurisdiction within the state.” Wells Dairy,
Inc. v. Food Movers Int'l, Inc., 607 F.3d 515, 518
(8th Cir. 2010) (citation omitted) (alteration in original).
“The plaintiff's showing must be tested, not by the
pleadings alone, but by the affidavits and exhibits presented
with the motions and in opposition thereto.”
Id. (quotation marks and citation omitted). The
Court “must look at the facts in the light most
favorable to the nonmoving party and resolve all factual
conflicts in favor of that party.” Dakota
Indus., 946 F.2d at 1387 (citation omitted).
federal court may assert personal jurisdiction over a
non-resident defendant only to the extent permitted by the
long-arm statute of the forum state and the Due Process
Clause of the Fourteenth Amendment. Romak USA, Inc. v.
Rich, 384 F.3d 979, 984 (8th Cir. 2004). Minnesota's
long-arm statute confers jurisdiction to the full extent of
the Due Process Clause, so the Court only needs to consider
whether the Court's assertion of jurisdiction comports
with due process. See Soo Line R.R. Co. v. Hawker
Siddeley Canada, Inc., 950 F.2d 526, 528 (8th Cir. 1991)
(citing Rostad v. On-Deck, Inc., 372 N.W.2d 717, 719
question under due process is whether the non-resident
defendant has sufficient “minimum contacts” with
the forum state so that maintaining the suit “does not
offend traditional conceptions of fair play and substantial
justice.” K-V Pharm. Co. v. J. Uriach & CIA,
S.A., 648 F.3d 588, 592 (8th Cir. 2011) (quotation marks
and citation omitted). These contacts exist when the
“defendant's conduct and connection with the forum
State are such that he should reasonably anticipate being
haled into court there.” World-Wide Volkswagen
Corp. v. Woodson, 444 U.S. 286, 297 (1980). Unilateral
activity of the plaintiff cannot satisfy this requirement.
Hanson v. Denckla, 357 U.S. 235, 253 (1958).
Eighth Circuit has laid out five factors to determine
personal jurisdiction: (1) the nature and quality of the
contacts with the forum state; (2) the quantity of the
contacts with forum state; (3) the relationship of the cause
of action to the contacts; (4) the interest of the forum
state in providing a forum for its residents; and (5) the
convenience or inconvenience to the parties. K-V
Pharm., 648 F.3d at 592. The third factor, the
relationship between the cause of action to the contacts,
distinguishes general and specific personal jurisdiction,
because general jurisdiction “refers to the power of a
state to adjudicate any cause of action involving a
particular defendant . . . while specific jurisdiction
requires that the cause of action arise from or ...