Saft America, Inc. v. Jabil Circuit (Guangzhou) LTD

UNITED STATES DISTRICT COURT

MIDDLE DISTRICT OF FLORIDA

JACKSONVILLE DIVISION

SAFT AMERICA, INC., etc.,

Plaintiff,

v. Case No. 3:18-cv-446-J-32JBT

JABIL CIRCUIT (GUANGZHOU),

LTD., etc., and BOURNS, INC., etc.,

Defendants.

ORDER

The motions before the Court present complex issues involving the

economic loss rule and personal jurisdiction. The Court’s review has been

enhanced by the superior briefing of all parties and was further aided by the

oral argument on August 30, 2019, the record of which is incorporated by

reference.

I. Background

Plaintiff Saft America, Inc., (“Saft”), a subsidiary of Saft Groupe, S.A., of

France, manufactures batteries in Jacksonville, Florida, for industrial and

commercial use in the United States and abroad. Saft purchased component

parts—busbar cards and power boards—for its EV-1 and EV-2 batteries from

defendant Jabil Circuit (Guangzhou), Ltd., a Chinese enterprise. For the

busbar cards, Jabil purchased certain subcomponent parts manufactured by

Bourns, Inc., a California corporation. Saft alleges the EV-2 components it

bought from Jabil (over 40,000 of them) were defective and ruined Saft’s EV-2

batteries. Saft filed a complaint in state court on February 13, 2018, bringing

claims against Jabil only for UCC breach of express warranty (Count I), breach

of implied warranty of merchantability (Count II), breach of implied warranty

of fitness for particular purpose (Count III), and negligence/damage to other

property (Count IV). Jabil removed the case to federal court on diversity

grounds on April 3, 2018.1 Thereafter, Saft amended its complaint to add

Bourns as a defendant, naming it in a negligence count (Count V) and in a joint

and several negligence count against both Bourns and Jabil (Count VI) (Doc.

40), supported by allegations that the power resistor subcomponents Bourns

sold to Jabil were defective, and that either the power resistors or the busbar

cards or both caused damage to Saft’s EV-2 batteries.

Jabil filed an answer and a counterclaim (Doc. 44) (which Saft answered

(Doc. 46)) and Bourns filed a motion to dismiss under Rule 12(b)(2) and (6) (Doc.

57), contending that personal jurisdiction is lacking and the complaint fails to

state a claim against Bourns. Saft responded (Doc. 61), Bourns replied (Doc.

1 The Court is satisfied that it has subject matter jurisdiction based on

diversity. See Order, Doc. 58. Florida substantive law governs the negligence

claims and the personal jurisdiction issue.

65), and Saft filed a sur-reply (Doc. 73). The Court referred the motion to the

assigned Magistrate Judge for a Report and Recommendation. The Magistrate

Judge recommended that the motion to dismiss be granted, determining that

the economic loss rule barred the negligence claims against Bourns (Doc. 85).

Saft objected to the Magistrate Judge’s Report and Recommendation (Doc. 86)

and requested argument (Doc. 87). Bourns responded (Docs. 88, 89). In light

of the Magistrate Judge’s Report and Recommendation, Jabil moved to dismiss

the negligence counts against it based on the economic loss rule (Doc. 91).2 Saft

responded (Doc. 101). The Court heard argument on August 30, 2019 and now

issues its ruling.

II. Analysis3

Bourns moves to dismiss for lack of personal jurisdiction under Federal

Rule of Civil Procedure 12(b)(2), and both Bourns and Jabil move to dismiss for

failure to state a claim under Rule 12(b)(6). “In Florida, before a court

2 Jabil recognizes that its motion to dismiss is untimely, as it has already

filed an answer (and counterclaim) to the amended complaint. See Doc. 44.

However, the Court declines to consider untimeliness as a basis to deny the

motion.

3Under 28 U.S.C. § 636(b), a district judge may accept, reject or modify in

whole or in part the magistrate judge’s report and recommendation; parts to

which objections have been lodged must be reviewed de novo. Fed. R. Civ. P.

72(b)(3). Saft has raised factual and legal objections to the Report and

Recommendation on Bourns’ motion. Jabil’s motion raises the same economic

loss rule issue as Bourns’, but its motion was not before the Magistrate Judge.

Thus, the Court considers both motions de novo.

addresses the question of whether specific jurisdiction exists under the long-

arm statute, the court must determine ‘whether the allegations of the complaint

state a cause of action.’” PVC Windoors, Inc. v. Babbitbay Beach Const., N.V.,

598 F.3d 802, 808 (11th Cir. 2010) (quoting Wendt v. Horowitz, 822 So. 2d 1252,

1260 (Fla. 2002)). Thus, the Court first addresses whether the negligence

allegations state a claim.

A. The Economic Loss Rule

Florida’s economic loss rule is designed “to prohibit a party from suing in

tort for purely economic losses to a product or object provided to another for

consideration, the rationale being that in those cases, contract principles are

more appropriate than tort principles for resolving economic loss without an

accompanying physical injury or property damage.” Tiara Condo. Ass’n, Inc.

v. Marsh & McLennan Cos., Inc., 110 So. 3d 399, 405 (Fla. 2013) (quotation and

citations omitted). While a party cannot sue in tort if the only damage is to the

product itself, it can maintain a cause of action if there is damage to “other

property.” Id. at 405-06.

The issue here is whether Saft’s battery is “other property.” The answer

is not so clear. Some of the cases apply the “integration” or “component part”

analysis, finding that if a defective component is integrated into a product, the

product is not considered “other property.” See, e.g., Turbomeca, S.A. v.

French Aircraft Agency, Inc., 913 So. 2d 714, 717 (Fla. 3d DCA 2005) (“Courts

have refused to bifurcate products into parts where a component part harms or

destroys the final product.”); Pycsa Panama, S.A. v. Tensar Earth Techs., Inc.,

No. 06-20624-CIV, 2006 WL 8432715, at *5 (S.D. Fla. Dec. 20, 2006) (“Florida

law has long held that when a component part harms or destroys a finished

product, the finished product does not satisfy the ‘other property’ exception.”)

(citing Casa Clara Condo. Ass’n, Inc. v. Charley Toppino & Sons, Inc., 620 So.

2d 1244 (Fla. 1993) (building not separate from its defective concrete),

Turbomeca, 913 So. 2d 714 (helicopter not separate from its defective engine),

Jarmco, Inc. v Polygard, Inc., 668 So. 2d 300 (Fla. 4th DCA 1996) (boat not

separate from defective boat resin), and Am. Univ. Ins. Grp. v. Gen. Motors

Corp., 578 So. 2d 451 (Fla. 1st DCA 1991) (engine not separate from its defective

oil pump)). See also Tyco Safety Prods. Can., Ltd. v. Abracon Corp., No. 08-

80604-CIV, 2008 WL 4753728, at *1-4 (S.D. Fla. Oct. 28, 2008) (holding claim

for damage to plaintiff’s smoke detectors into which defendant’s allegedly

defective component parts were integrated was not damage to other property).

But still other cases focus on the product purchased, finding that if a

defective component is placed into the plaintiff’s own product, the plaintiff can

show damage to “other property.” See, e.g., Blackhawk Yachting, LLC v.

Tognum Am., Inc., No. 12-14208-CIV-MARTINEZ, 2013 WL 12199875, at *5

(S.D. Fla. Apr. 23, 2013) (holding plaintiff alleged damage to other property

when defective engine damaged plaintiff’s yacht’s hull); Boracayan del Sur, S.A.

v. Vidco Indus. Inc., No. 05-21948-CIV-JORDAN, 2007 WL 9700684, at *3 (S.D.

Mar. 22, 2007) (holding plaintiff alleged damage to other property when

defective glass panels caused damage to other parts of house); Ins. Co. of N. Am.

v. Man Engines & Components, Inc., No. 05-60699-CIV-ZLOCH, 2006 WL

8432178, at *2-5 (S.D. Fla. Jun. 27, 2006) (explaining in admiralty case that

parties’ contract must be viewed to determine whether the product damaged

was part of their bargain); Ice Fern Shipping Co., Ltd. v. Golten Serv. Co., Inc.,

No. 1:04-cv-20741, 2005 WL 3692840, at *3 (S.D. Fla. Mar. 22, 2005) (holding

under admiralty law that where parties’ contract was for repair to engine’s

speed regulator, damage to engine itself was damage to other property).

While these federal district court decisions are not binding here, there is

some support for this analysis from two key Florida Supreme Court decisions.

See Tiara, 110 So. 3d at 405 (explaining that the economic loss rule “prohibit[s]

a party from suing in tort for purely economic losses to a product or object

provided to another for consideration . . . .”) (emphasis added); Casa Clara, 620

So. 2d at 1247 (“The character of a loss determines the appropriate remedies,

and, to determine the character of a loss, one must look to the product

purchased by the plaintiff, not the product sold by the defendant.”) (emphasis

added).4 See also Salzedo Office, LLC v. Facchina Constr. of Fla., LLC, No. 18-

cv-21374-UU, 2019 WL 2105924, at *1-2 (S.D. Fla Feb. 28, 2019) (citing Casa

Clara for the “product purchased” language, and finding plaintiff alleged

damage to other property where defective windows caused damage to the rest

of the building plaintiff already owned (as distinguished from Casa Clara,

where the plaintiffs purchased a whole house into which defective drywall was

integrated)).

The Court evaluates a 12(b)(6) motion to dismiss construing the

complaint in the light most favorable to the plaintiff, assuming the truth of the

well-pled allegations. Dusek v. JPMorgan Chase & Co., 832 F.3d 1243, 1246

(11th Cir. 2016). Saft alleges that Jabil’s busbar cards and Bourns’ resistors

caused damage to Saft’s other property—its EV-2 batteries—rendering them

unusable. Doc. 40 at ¶¶ 7, 13. Saft’s EV-2 battery is a custom designed and

engineered item manufactured for commercial and industrial use, not an

everyday common product whose workings are familiar. While Jabil and

Bourns contend that their products were fully integrated into Saft’s batteries,

4 While Tiara later receded from Casa Clara, it was only to the extent

that Casa Clara was being relied on to support the extension of the economic

loss rule in circumstances other than products liability. See Tiara, 110 So. 3d

at 405-07. Casa Clara continues to be cited post-Tiara (albeit infrequently) for

its proposition about the character of the loss. See, e.g., Epic Hotel, LLC v.

Culligan Intern. Co., 159 So. 3d 1014, 1015 (Fla. 3d DCA 2015) (citing Casa

Clara for proposition that the character of the loss depends on product

purchased by the plaintiff, not product sold by the defendant).

Saft maintains (borrowing from caselaw) that its battery is more akin to the

hull of a ship into which a defective engine has been placed, and further

suggests that engineering detail regarding the construction of Saft’s battery will

clarify how it operates.5 As Florida’s Fifth District Court of Appeal noted,

“What constitutes damage to ‘other property’ is sometimes a puzzling

circumstance to determine in resolution of economic loss cases.” Southland

Const., Inc. v. Richeson Corp., 642 So. 2d 5, 9 (Fla. 5th DCA 1994); see also

Pycsa Panama, 2006 WL 8432715, at *5 (quoting Southland’s “puzzling

circumstance” language and denying motion to dismiss based on economic loss

rule because “[t]he pleadings are not entirely clear as to the nature and extent

of damage to any property other than the [defective property] itself” so “it is

possible that the ‘other property’ exception may apply”); Boracayan, 2007 WL

9700684, at *3 (finding that at motion to dismiss stage, where the facts are not

developed, an allegation of damage to other property is enough to survive an

economic loss rule challenge, which could resurface at summary judgment).

5 Moreover, the parties disagree as to which contract governed Saft’s

purchase of the EV-2 busbar cards from Jabil, so turning to a contract for

guidance as to what was purchased or how it operates is not possible at this

stage. See Doc. 79 (transcript of January 4, 2019 hearing at which parties

argued whether the EV-2 busbar was a modification of the EV-1 busbar (and

therefore covered by their Manufacturing Services Letter Agreement) or was

instead a new and different product (not covered by that agreement)).

Likewise here: Saft’s allegations of damage to other property are sufficient to

avoid application of the economic loss rule at the pleadings stage.6

For this reason, Jabil’s motion to dismiss (Doc. 91) will be denied without

prejudice to raising the economic loss rule later in the case. Because the Court

concludes that the counts against Bourns are sufficient to satisfy Rule 8, the

Court next turns to Bourns’ argument that it is nonetheless due to be dismissed

for lack of personal jurisdiction.7

6 The Court rejects defendants’ contentions that Saft’s allegations that

the busbar cards and power resistors were “incorporated” into Saft’s batteries

precludes Saft from arguing that damage to its batteries is damage to other

property for purposes of the economic loss rule. While it may well turn out that

the economic loss rule applies in this case, the record needs to be developed

concerning the engineering, construction, and operation of the battery and its

component parts to determine how the battery and its components work, what

went wrong here, and, ultimately, what it means under the law. The

information before the Court at this stage is therefore unlike the circumstances

in Louisiana Machinery Co., LLC v. Devon Shipping, Inc., No. 3:09-cv-957-J-

32JRK, 2010 WL 1523032 (M.D. Fla. Apr. 15, 2010), an admiralty case where

the undersigned determined on a motion to dismiss that the economic loss rule

applied to bar the shipowner’s negligence claim. There, the shipowner

conceded that the object of the parties’ contract was the overhaul of an engine

and provision of parts, so when the overhaul resulted in damage to that engine,

the Court determined that the economic loss rule (as extended in admiralty to

parties other than manufacturers) precluded the shipowner’s negligence claim.

Id. at *2 (citing E. River S.S. Corp. v. Transamerica Delaval, Inc., 476 U.S. 858,

866-67 (1986)).

7 Bourns additionally argued under Rule 12(b)(6) that the negligence

claims are barred because it did not owe Saft a legal duty (a point Jabil also

raises as an affirmative defense). However, Bourns’ argument for a limitation

of its legal duty depends on the absence of property damage, which dovetails

back to the economic loss rule, an issue the Court leaves for another day.

B. Personal Jurisdiction8

“In a motion to dismiss for lack of personal jurisdiction, a court must

accept the facts alleged in plaintiff’s complaint as true, to the extent they are

not contradicted by defendant’s affidavits.” Kim v. Keenan, 71 F. Supp. 2d

1228, 1231 (M.D. Fla. 1999) (citing Cable/Home Comm. Corp. v. Network

Prods., Inc., 902 F.2d 829, 855 (11th Cir. 1990)). “Once the plaintiff pleads

sufficient material facts to form a basis for in personam jurisdiction, the burden

shifts to the defendant to challenge plaintiff’s allegations by affidavits or other

pleadings.” Carmouche v. Carnival Corp., 36 F. Supp. 3d 1335, 1338 (S.D. Fla.

2014), aff’d sub nom., Carmouche v. Tamborlee Mgmt., Inc., 789 F.3d 1201 (11th

Cir. 2015). “If the defendant provides sufficient evidence, ‘the burden shifts to

the plaintiff to prove jurisdiction by affidavits, testimony or documents.’”

Thomas v. Brown, 504 F. App’x 845, 847 (11th Cir. 2013) (quoting Sculptchair,

Inc. v. Century Arts, Ltd., 94 F.3d 623, 627 (11th Cir. 1996)). If the evidence

conflicts, the “court must construe all reasonable inferences in favor of the

plaintiff.”9 Madara v. Hall, 916 F.2d 1510, 1514 (11th Cir. 1990).

8 Because the Magistrate Judge determined that the economic loss rule

barred Saft’s negligence claims against Bourns, he did not reach the question

of personal jurisdiction. However, this issue was fully briefed by the parties

(see Docs. 57, 61, 65, 73) and argued at the August 30, 2019 hearing.

9 The district court may conduct an evidentiary hearing to adjudicate the

issue, in which case it would make credibility findings, weigh evidence, and find

relevant jurisdictional facts. PVC Windoors, 598 F.3d at 810. Neither party

has requested an evidentiary hearing, and the Court does not find it necessary

“A federal court sitting in diversity jurisdiction undertakes a two-step

inquiry in determining whether personal jurisdiction exists: the exercise of

jurisdiction must (1) be appropriate under the state long-arm statute and (2)

not violate the Due Process Clause of the Fourteenth Amendment to the United

States Constitution.” United Techs. Corp. v. Mazer, 556 F.3d 1260, 1274 (11th

Cir. 2009) (citations omitted). Because the due process issue invokes

constitutional concerns, the Court must first determine whether the state’s

long-arm statute is satisfied. PVC Windoors, 598 F.3d at 807 (noting the

district court should have analyzed the long-arm statute before addressing due

process).

“A defendant can be subject to personal jurisdiction under the Florida

long-arm statute in two ways[.]” Schulman v. Inst. for Shipboard Educ., 624 F.

App’x 1002, 1004 (11th Cir. 2015).

[F]irst, section 48.193(1)(a) lists acts that subject a

defendant to specific personal jurisdiction—that is,

jurisdiction over suits that arise out of or relate to a

defendant’s contacts with Florida, Fla. Stat. § 48.193(1)(a);

and second, section 48.193(2) provides that Florida courts may

exercise general personal jurisdiction—that is, jurisdiction

over any claims against a defendant, whether or not they

involve the defendant’s activities in Florida—if the defendant

engages in ‘substantial and not isolated activity’ in Florida, id.

§ 48.193(2).

Id., 624 F. App’x at 1004-05 (citing United Techs., 556 F.3d at 1274).

to reach a decision.

Saft alleges the Court has specific jurisdiction over Bourns under two

subsections of Florida’s long-arm statute: §§ 48.193(1)(a)(1) and

48.193(1)(a)(6)(b). Saft also contends the Court has general jurisdiction over

Bourns under Florida’s long-arm statute because Bourns is engaged in

substantial and not isolated activity in the state. Fla. Stat. § 48.193(2).

Bourns contests both specific and general jurisdiction. Both require review of

Bourns’ connections to and contacts with Florida.

1. The Parties’ Evidence about Bourns’ Florida Connections

In its amended complaint, Saft alleges that “Bourns knew” that the

subcomponent resistor it sold to Jabil “would be incorporated into Saft’s

batteries and Bourns knew the specific purpose for which the resistor would be

incorporated . . . . Bourns was negligent in the design and/or manufacture of

the resistor and Saft subsequently used the resistor, causing injury to Saft’s

other property located in Duval County, Florida. Further, Bourns is engaged

in substantial and not isolated activity within Florida by registering with the

Florida Department of State to transact business in Florida and by conducting

its business through multiple offices in Florida that service the Florida market

for Bourns.” Doc. 40 at ¶ 7.

As part of its motion to dismiss, Bourns supplied a declaration from its

Executive Vice President, Gregg Gibbons. Doc. 57, Ex. 1. Gibbons states that

Bourns is a California company established in 1952, its headquarters are in

California, it has 7,000 employees worldwide, and it makes electronic

components for industries. Bourns has an independent sales representative in

Florida that does not exclusively represent Bourns. Bourns has no property or

office in Florida and does not maintain any bank accounts in Florida. Bourns

has one employee in Florida, a Field Applications Engineer, who works from his

home in Tampa. In connection with his employment, Bourns maintains its

registration as a foreign corporation with the State of Florida’s Division of

Corporations.

Gibbons also stated that the resistor used in Saft’s batteries is a standard

part that was not manufactured for any customer’s specifications. Bourns sold

the resistors at issue to Arrow Asia Pac, Ltd., an authorized dealer of Bourns’

products in Hong Kong. Bourns sells the same resistors to other customers

and distributors. Jabil bought the resistors from Arrow Asia Pac, Ltd.

Bourns does not know the terms of their transaction. Bourns knew that Jabil

was manufacturing busbar cards and/or power boards for batteries designed by

Saft Groupe, S.A., which it understood to be headquartered in Bordeaux,

France, where it designed and selected electronic components for its industrial

and telecom battery business. Bourns knew Saft had a separate space and

defense operation in Maryland.

With its response to the motion to dismiss, Saft submitted declarations

from both its General Counsel and Chief Financial Officer of Saft America, Inc.,

as well as from an investigator Saft hired to investigate Bourns’ contacts with

Florida. Exhibits accompany these declarations. See Doc. 60. They reveal

that the Bourns employee in Florida is not just an engineer but also lists his

title as “sales” on his Linkedin page, Bourns’ corporate registration document

lists its purpose as “solicitation of sales and customer support,” Bourns has an

active registration with the Florida Department of Revenue that permits it to

collect and remit sales tax in Florida, Bourns’ website says that its products are

sold in Florida through “sales offices,” Bourns’ distributors are located in

Florida, and the Bourns resistor that allegedly failed can be purchased from a

distributor in Florida for delivery in Florida (the investigator did so).

Additionally, the declarations reveal that Bourns and Saft America,

Inc.—Space and Defense Division, located in Cockeysville, Maryland (referred

to in the Agreement as the Second Party), entered into a non-disclosure

agreement for the purpose of discussing “the possible use of Bourns’ electronic

components in the Second Party’s end products.” Doc. 60-2, Ex. A. The

agreement term was five years and it was to be construed in accordance with

the laws of the State of Delaware. The parties signed an amendment in

September 2014, which permitted an additional division of Saft to take part in

the discussions. The division is identified as Saft America, Inc.-Lithium Ion

Division. Although the location of that division is not identified anywhere on

the document, the Vice President for Saft who signed it states the purpose of

the agreement was to extend the non-disclosure agreement to Saft’s lithium-ion

battery manufacturing at its Jacksonville, Florida facility.

Saft includes in its materials June 2015 email correspondence between a

Saft buyer in Jacksonville and a distributor whose product lines include Bourns.

The distributor has attached an email dated July 7, 2014 from Bourns to the

distributor with the subject line: “This month’s Quotes for Saft,” which lists a

number of products and numbers (presumably prices). The email from the

distributor asks the Saft buyer if “these programs” were for Jacksonville, and

the buyer responds “[n]one of this looks familiar.” Doc. 60-4 at 34.

Following the failure of Saft’s batteries, Bourns entered into a non-

disclosure agreement in November 2017 with Saft Groupe, S.A. (plaintiff’s

parent company in France), for the purpose of discussing the performance of

Bourns’ components in Saft’s batteries. The document lists Saft’s address in

France and says it is to be governed by the laws of France. See Doc. 60-1, Ex.

A. In 2017, Saft America and Saft Groupe, S.A., in France received reports

directly from Bourns regarding Bourns’ analysis of the battery failure.

Saft also points to Jabil’s answer to Saft’s Amended Complaint where

Jabil admits that it was directed by Saft to purchase the component parts from

Bourns. Doc. 44 at ¶ 7.

2. Specific Jurisdiction

“Specific jurisdiction refers to ‘jurisdiction over causes of action arising

from or related to a defendant’s actions within the forum.’” PVC Windoors, 598

F.3d at 808 (quotation and citation omitted). When analyzing specific

jurisdiction, the Court bears in mind that “Florida’s long-arm statute is to be

strictly construed.” Sculptchair, 94 F.3d at 627 (citation omitted).

Saft first alleges that specific jurisdiction over Bourns is proper under

Florida Statute § 48.193(1)(a)(1) because Bourns operates, conducts, engages

in, or carries on business in Florida. “A defendant ‘carries on business’ within

the meaning of the statute where its collective activities show a general course

of business activity for pecuniary benefit in Florida.” Allen Sys. Grp., Inc. v.

Avon Prods., Inc., No. 2:16-cv-121-FtM-38MRM, 2016 WL 7374512, at *3 (M.D.

Fla. 2016) (citation omitted). However, by the terms of the long-arm statute,

the cause of action must arise from those acts. Fla. Stat. § 48.193(1)(a). The

record evidence does not support that finding. While Bourns has some Florida

business connections, none of them were utilized in this transaction.

Moreover, Saft did not directly purchase anything from Bourns. Rather,

Bourns sold standard subcomponents to Arrow Asia Pac in Hong Kong, from

which Jabil purchased the Bourns subcomponents for use in the components it

sold to Saft in Florida. The 2014 non-disclosure agreement between Bourns

and Saft does not reference Florida and in fact references other divisions of Saft,

either in France or Maryland. Even if the non-disclosure agreement does

include Florida (as Saft’s CFO states) it is only an agreement entered into for

the purpose of discussing “the possible use” of Bourns’ electronic components in

Saft’s end products. Doc. 62-2 at 8. See Burger King Corp. v. Rudzewicz, 471

U.S. 462, 479 (1985) (noting that a contract with an out-of-state corporation is

insufficient to establish minimum contacts for purposes of due process because

“a contract is ordinarily but an intermediate step serving to tie up prior

business negotiations with future consequences which themselves are the real

object of the business transaction”) (citation and quotation omitted). Saft

submitted no evidence of any further agreements between the parties, any

purchases of Bourns’ products by Saft (or Jabil or anyone else) in Florida, or

any other communication between Saft and Bourns until the 2017 failure.

Furthermore, the 2017 non-disclosure agreement and report, which

might otherwise be possible evidence of “carrying on business” in Florida, both

post-date the alleged product failure, which is the relevant event for evaluating

whether Bourns’ actions might fairly result in its being haled into court. See,

e.g., Anaya v. Machines de Triage et Broyage, No. 18-cv-01731-DMR, 2019 WL

1083783, at * 5 (N.D. Cal. Mar. 7, 2019) (holding defendant’s subsequent

remedial conduct of traveling to California to assist in incident investigation

and attempting to repair the allegedly defective machine following the incident

was irrelevant for purposes of examining contacts for specific jurisdiction)

(citing Steel v. United States, 813 F.2d 1545, 1549 (9th Cir. 1987)).10

Considering the evidence collectively, Saft has not shown that the Court

has personal jurisdiction over Bourns under Florida Statute § 48.193(1)(a)(1).

See Hinkle v. Cirrus Design Corp., 775 F. App’x 545, 549 (11th Cir. 2019)

(affirming dismissal for lack of specific personal jurisdiction where plaintiff’s

cause of action did not arise out of defendant’s numerous business activities in

Florida; although defendant registered to do business in Florida, had registered

agent and sales representative in Florida, listed Florida locations on its website

for purchasers to receive training and maintenance, and its executives traveled

to Florida for sales event, plaintiff did not purchase his aircraft from Florida

sales representative, did not attend trade show where executives were present,

and the aircraft was delivered to plaintiff in Minnesota; moreover, even if

plaintiff bought the aircraft due to defendant’s Florida activities, the causes of

action were for negligence and breach of contract, which did not relate to

defendant’s Florida activities); Prunty v. Arnold & Itkin LLP, 753 F. App’x 731,

735 (11th Cir. 2018) (finding out-of-state lawyers did not conduct business in

10 Saft suggested the relevance of the 2017 interactions is that it shows

Bourns’ desire to provide service to Saft, its Florida customer. By that

analysis, Bourns could be haled into court anywhere that its product is alleged

to have failed if Bourns provides follow-up customer service to help determine

the cause of the failure. That cannot be. See Anaya, 2019 WL 1083783, at *5.

Florida for purposes of § 48.193(1)(a)(1) where they used the internet to contact

clients and conduct business in Florida but were not licensed in Florida, did not

have offices in Florida, did not travel to Florida for business, and did not actively

seek out Florida clients); Allen, 2016 WL 7374512, at *3-4 (finding that Florida

business license and hundreds of Florida sales representatives were not enough

to show defendant was carrying on a business in Florida for purposes of the

long-arm statute because the subject of the parties’ suit was their software

contract, which was not related to defendant’s Florida business activities);

Island Sea-Faris, Ltd. v. Haughey, 13 So. 3d 1076, 1078 (Fla. 3d DCA 2008)

(holding there was no basis to exercise personal jurisdiction over excursion

company under § 48.193(1)(a)(1) where cruise line sold excursion tickets over

the phone and by internet in Florida but excursion company itself never did,

and the evidence did not reveal that the excursion company exercised control

over cruise line as its agent, or that there was any connection between excursion

ticket sales and the alleged tort).

Saft further alleges the Court has jurisdiction under Florida Statute

§ 48.193(1)(a)(6)(b), because Bourns’ products caused injury to persons or

property within the state arising out of Bourns’ acts or omissions. However,

“[m]ere allegations of economic damage will not suffice”—“there must be

allegations of personal-bodily-injury or property damage.” Identigene, Inc. v.

Goff, 774 So. 2d 48, 49 (Fla. 2d DCA 2000) (citing Aetna Life & Cas. Co. v.

Therm-O-Disc, Inc., 511 So. 2d 992, 994 (Fla. 1987)); Allen, 2016 WL 7374512,

at *4 (citing Identigene, 774 So. 2d at 49). Yet, whether Saft has pled an injury

to something other than the product itself (as necessary to show more than mere

economic damage) presents the same question as the economic loss rule issue—

is Saft’s battery “other property”? For the reasons explained above, on this

record, the Court cannot determine whether it is. But even assuming it is, Saft

must further show a connection between its alleged injury and Bourns’ Florida

activities. See, e.g., Milligan v. State Farm Mut. Auto. Ins. Co., No. 6:16-cv-

1889-Orl-28DCI, 2018 WL 3352933, at *5 (M.D. Fla. June 15, 2018) (finding

plaintiff did not demonstrate any connection between his injury from allegedly

unnecessary surgery and defendant’s solicitations in Florida, as necessary

under § 48.193(1)(6)(b)), Report and Recommendation adopted by 2018 WL

3348889 (M.D. Fla. July 9, 2018). For the same reasons discussed above as to

§ 48.193(1)(a)(1), the Court does not see that Saft has made this connection.

However, even if the Court determined that this subsection of the long-

arm statute was satisfied, the Court would find that exercising specific

jurisdiction offends due process. “The inquiry whether a forum State may

assert specific jurisdiction over a nonresident defendant focuses on the

relationship among the defendant, the forum, and the litigation.” Walden v.

Fiore, 571 U.S. 277, 283-84 (2014) (quotation and citation omitted). The

“defendant’s suit-related conduct must create a substantial connection with the

forum State,” with the focus on the “contacts that the defendant [it]self creates

with the forum State.” Id. at 284. Those purposeful contacts must be “such

that the defendant should reasonably anticipate being haled into court in the

forum.” Louis Vuitton Malletier, S.A. v. Mosseri, 736 F. 3d 1339, 1357 (11th

Cir. 2013); see also Bristol-Myers Squibb Co. v. Superior Court of Calif., 137 S.

Ct. 1773, 1779-81 (2017) (explaining that due process requires that a state’s

exercise of specific jurisdiction be “confined to adjudication of issues deriving

from, or connected with, the very controversy that establishes jurisdiction”)

(quotation omitted); Waite v. All Acquisition Corp., 901 F.3d 1307, 1314 (11th

Cir. 2018) (affirming dismissal for lack of personal jurisdiction, quoting

standards enunciated in Bristol-Myers).

The evidence above, which fails to include any connection between

Bourns’ limited contacts with Florida and its sale of a standard product to a

Hong Kong distributor which then sold the product to Jabil for use in a product

for Saft is insufficient to provide notice to Bourns that it could be subject to suit

in Florida arising out of this transaction. See, e.g., Erwin v. Ford Motor Co.,

No. 8:16-cv-1322-T-24AEP, 2016 WL 7655398, at *7 (M.D. Fla. Aug. 31, 2016)

(finding no specific jurisdiction because due process would be offended where

the Ford Edge the decedent was driving in Florida was not shipped to or

purchased in Florida, and the alleged defect which caused the death was

unrelated to Ford’s “wide array” of contacts in Florida). The Court cannot

exercise specific personal jurisdiction over Bourns.

3. General Jurisdiction

The reach of Florida’s general jurisdiction statute, Florida Statute §

48.193(2), “extends to the limits on personal jurisdiction imposed by the Due

Process Clause of the Fourteenth Amendment.” Carmouche, 789 F.3d at 1204

(quotation and citation omitted). Thus, the Court considers both prongs

together. “A court may assert general jurisdiction over [out-of-state]

corporations without offending due process when their affiliations with the

State are so ‘continuous and systematic’ as to render them essentially at home

in the forum State.” Id. (quoting Goodyear Dunlop Tires Operations, S.A. v.

Brown, 564 U.S. 915, 920 (2011)). “Only a limited set of affiliations with a

forum will render a defendant amenable to all-purpose jurisdiction there.” Id.

(quoting Daimler AG v. Bauman, 571 U.S. 117, 137 (2014)). Indeed, “only in

‘exceptional’ cases” will a corporation’s contacts with a state other than that of

its incorporation or principal place of business be substantial enough to warrant

exercising general jurisdiction. Id. (quoting Daimler, 571 U.S. at 139 n.19).

While Saft (half-heartedly) argues this case could be such an exception (based

on Bourns’ having one employee and a network of distributors here, and by

having registered with the state for ten years and being licensed to collect and

pay sales taxes), the Court disagrees. See, e.g., id. (affirming dismissal for lack

of general personal jurisdiction where defendant’s Florida bank account, two

Florida addresses, purchase of Florida insurance, filing of financial statement

with Florida Secretary of State, joining Florida non-profit trade group, and

consenting to jurisdiction in the Southern District for lawsuits arising out

contract with cruise line was not sufficiently substantial activity in Florida to

create an exceptional case); Schulman, 624 F. App’x at 1004 (holding

defendant’s distribution arrangements with Florida-based distributors, its

marketing of boats in Florida-based magazines, its representatives’ presence at

Florida boat shows, and its agreement with an out-of-state finance company

which helped Florida buyers and dealers to purchase its vessels, were

insufficient to create general jurisdiction). The Court cannot exercise general

personal jurisdiction over Bourns.

Bourns’ motion to dismiss (Doc. 57) is due to be granted for lack of

personal jurisdiction. This dismissal will be without prejudice to suing Bourns

in a forum which can exercise personal jurisdiction over it.

III. Conclusion

Accordingly, it is hereby

ORDERED:

1. Defendant’s Bourns, Inc.’s Motion to Dismiss (Doc. 57) is

GRANTED. Bourns, Inc. is dismissed without prejudice for lack of personal

jurisdiction.

2. Jabil Circuit (Guangzhou), Ltd.’s Motion to Dismiss (Doc. 91) is

DENIED. Jabil’s Answer (Doc. 44) will remain as is and the pleadings are

considered closed.

3. Saft and Jabil shall file an amended case management report no

later than October 10, 2019.

DONE AND ORDERED in Jacksonville, Florida this 23rd day of

September, 2019.

TIMOTHY J. CORRIGAN

United States District Judge

Ss.

Copies:

Counsel of record

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