Aspen Specialty Insurance Company v. RCI Hospitality Holdings, Inc.

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

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:

ASPEN SPECIALITY INSURANCE :

COMPANY, :

:

Plaintiff, : 20-CV-4308 (VSB)

:

-against- : OPINION & ORDER

:

RCI HOSPITALITY HODLINGS, INC. and :

THE END ZONE, INC., :

:

Defendants. :

:

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Appearances:

Aaron Frederick Fishbein

Rubin, Fiorella, Friedman & Mercante, LLP

New York, New York

Scott Adam Rader

Mintz Levin Cohn Ferris Glovsky & Popeo, P.C.

New York, New York

Counsel for Plaintiff

Deborah Beth Koplovitz

Herrick, Feinstein LLP

New York, New York

Dennis Joseph Artese, Jr

Anderson Kill P.C.

New York, New York

Counsel for Defendants

VERNON S. BRODERICK, United States District Judge:

Before me is Defendants’ motion to dismiss this action for lack of personal jurisdiction

and venue or, in the alternative, to transfer this action to the Southern District of Texas, as well

as Plaintiff’s cross-motion to transfer this action to the Eastern District of Pennsylvania should I

find personal jurisdiction to be lacking in this district. Because I find that personal jurisdiction is

lacking over Defendants in this district, Defendants’ motion to dismiss is GRANTED. Because I

find that this action could have been initiated in the Eastern District of Pennsylvania and that the

balance of factors weighs in favor of transferring this action to the Eastern District of

Pennsylvania, Plaintiff’s motion to transfer is GRANTED.

Background1

Plaintiff Aspen Specialty Insurance Company (“Aspen”) is a North Dakota corporation

with principal place of business in Rocky Hill, Connecticut. (Compl. ¶ 10.)2 Defendant RCI

Hospitality Holdings, Inc. (“RCI”) is a Texas corporation with its principal place of business in

Houston, Texas. (Id. ¶ 11.) Defendant The Endzone, Inc. (“End Zone,” and together with RCI,

“Defendants”), a subsidiary of RCI, is a Pennsylvania corporation with its principal place of

business in Philadelphia, Pennsylvania. (Id. ¶ 12.) End Zone operates a strip club in

Philadelphia. (Id. ¶ 13.)

Around October 2013, Aspen issued a commercial general liability policy to RCI that

covered a number of RCI subsidiaries, including End Zone and at least two other RCI

subsidiaries that operate strip clubs in New York City (the “Policy”). (Id. ¶ 14–15.) Aspen

issued the Policy using a Madison Avenue address in New York City, (Radar Decl. Ex. A at 2),3

and under the Policy, the insured is to provide notice to Aspen “[a]s soon as [it becomes] aware

of an event that will give rise to a claim” against the insured, which the insured may do by,

1 This section sets forth the relevant, well-pleaded factual allegations from Plaintiff’s pleadings. I assume those

allegations to be true solely for the purposes of rendering my decision. See Kassner v. 2nd Ave. Delicatessen Inc.,

496 F.3d 229, 237 (2d Cir. 2007). I make no finding as to their veracity.

2 “Compl.” refers to the Complaint filed in this action. (Doc. 1.)

3 “Radar Decl.” refers to the Declaration of Scott A. Radar in Opposition to Defendants’ Motion to Dismiss or to

Transfer Venue and in Support of Plaintiff’s Cross-Motion, in the Alternative, to Transfer Venue, (Doc. 22), and the

exhibits thereto.

among other ways, mailing notice to the “Claims Department” at that same Madison Avenue

address, (id. at 91). The policy names RCI as the insured, (id. at 2), and a rider to the Policy

states that End Zone is an “additional named insured,” (id. at 34 (capitalization removed)).

On August 10, 2014, End Zone was the site of a bar fight, which led to a lawsuit in the

Pennsylvania Court of Common Pleas against RCI and End Zone in 2016 (the “First PA Suit”).

(Compl. ¶¶ 23–24.) During the First PA Suit, Defendants claimed that one of the plaintiffs in

that action had previously settled her claims against them. (See id. ¶ 25.) On May 26, 2017, a

plaintiff from the First PA Suit filed another action against Defendants in state court in

Pennsylvania, this time claiming that Defendants’ argument from the First PA Suit was premised

on a forged signature (the “Second PA Suit,” and together with the First PA Suit, the

“Lawsuits”). (Id. ¶ 26.) Defendants provided Aspen with notice of the Lawsuits for the first

time on January 29, 2019. (Id. ¶ 29–30.) On May 15, 2019, a plaintiff in the Lawsuits won a

jury verdict against End Zone, and the plaintiff’s damages ultimately totaled around $1.4 million.

(Id. ¶ 32–33.)

Relevant Procedural History

Aspen filed this action on June 5, 2020. (Doc. 1, “Action”.) Defendants moved to

dismiss or, in the alternative, to transfer venue, on July 31, 2020. (Doc. 14.) On August 31,

2020, Aspen filed a brief opposing the motion to dismiss and a cross motion to transfer venue

should the motion to dismiss be granted. (Doc. 20.) The motions became fully briefed on

September 18, 2020, when Aspen filed a reply brief. (Doc. 25.)

On June 2, 2023, Defendants filed a letter withdrawing their request to transfer the

Action to the Southern District of Texas, continuing to assert that the case should be dismissed

for lack of personal jurisdiction, but conceding that “if the Court decides the case should be

transferred instead, Defendants now agree with Aspen that the appropriate forum should be the

E.D. Pa., in light of the entry and finalization of a judgment against End Zone Inc. by one of the

underlying plaintiffs in Pennsylvania.” (Doc. 38.)

Legal Standards

A. Rule 12(b)(2)

“[A] federal court generally may not rule on the merits of a case without first determining

that it has jurisdiction over the category of claim in suit (subject-matter jurisdiction) and the

parties (personal jurisdiction).” Sinochem Int’l Co. v. Malay. Int’l Shipping Corp., 549 U.S. 422,

424 (2007). However, a court may “turn[] directly to personal jurisdiction” to dismiss an action

where it faces “a straightforward personal jurisdiction issue.” Al -Ahmed v. Twitter, Inc., 553 F.

Supp. 3d 118, 124 (S.D.N.Y. 2021) (quoting Ruhrgas AG v. Marathon Oil Co., 526 U.S. 574,

588 (1999)). Moreover, “[a]lthough [courts] traditionally treat personal jurisdiction as a

threshold question to be addressed prior to consideration of the merits of a claim, that practice is

prudential and does not reflect a restriction on the power of the courts to address legal issues” on

the merits. ONY, Inc. v. Cornerstone Therapeutics, Inc., 720 F.3d 490, 498 n.6 (2d Cir. 2013)

(internal citation omitted).

A plaintiff opposing a motion to dismiss for lack of personal jurisdiction pursuant to Rule

12(b)(2), “bears the burden of demonstrating personal jurisdiction over a person or entity against

whom it seeks to bring suit.” Penguin Grp. (USA) Inc. v. Am. Buddha, 609 F.3d 30, 34 (2d Cir.

2010). To defeat a jurisdiction-testing motion, the plaintiff’s burden of proof “varies depending

on the procedural posture of the litigation.” Dorchester Fin. Sec., Inc. v. Banco BRJ, S.A., 722

F.3d 81, 84 (2d Cir. 2013) (quoting Ball v. Metallurgie Hoboken–Overpelt, S.A., 902 F.2d 194,

197 (2d Cir. 1990)). Prior to an evidentiary hearing, a plaintiff need only make a prima facie

showing that jurisdiction exists. Id. at 84–85; see also Eades v. Kennedy, PC Law Offices, 799

F.3d 161, 167–68 (2d Cir. 2015) (“In order to survive a motion to dismiss for lack of personal

jurisdiction, a plaintiff must make a prima facie showing that jurisdiction exists.” (quoting Licci

ex rel. Licci v. Lebanese Canadian Bank, SAL (“Licci II”), 732 F.3d 161, 167 (2d Cir. 2013))).

This showing may be made through materials outside the pleadings. See DiStefano v. Carozzi N.

Am., Inc., 286 F.3d 81, 84 (2d Cir. 2001).

If the court considers pleadings and affidavits submitted by the parties, the plaintiff’s

“prima facie showing ‘must include an averment of facts that, if credited by the ultimate trier of

fact, would suffice to establish jurisdiction over the defendant.’” In re Terrorist Attacks on Sept.

11, 2001, 714 F.3d 659, 673 (2d Cir. 2013) (quoting Chloé v. Queen Bee of Beverly Hills, LLC,

616 F.3d 158, 163 (2d Cir. 2010)). Plaintiff’s averments “must be taken as true to the extent they

are uncontroverted by the defendant’s” submissions. MacDermid, Inc. v. Deiter, 702 F.3d 725,

727 (2d Cir. 2012) (quoting Seetransport Wiking Trader Schiffarhtsgesellschaft MBH & Co.,

Kommanditgesellschaft v. Navimpex Centrala Navala, 989 F.2d 572, 580 (2d Cir. 1993)). If the

parties present conflicting affidavits, however, “all factual disputes are resolved in the plaintiff’s

favor, and the plaintiff’s prima facie showing is sufficient notwithstanding the contrary

presentation by the moving party.” Seetransport Wiking, 989 F.2d at 580 (citation omitted).

B. Transfer of Venue

The Court “has power to transfer the case even if there is no personal jurisdiction over the

defendants, and whether or not venue is proper in [the] district, if a transfer would be in the

interest of justice.” Enigma Software Grp. USA, LLC v. Malwarebytes Inc., 260 F. Supp. 3d 401,

409 (S.D.N.Y. 2017) (quoting Volk Corp. v. Art–Pak Clip Art Serv., 432 F. Supp. 1179, 1181

(S.D.N.Y. 1977)). “For the convenience of parties and witnesses, in the interest of justice, a

district court may transfer any civil action to any other district or division where it might have

been brought or to any district or division to which all parties have consented.” 28 U.S.C.

§ 1404(a). “District courts have broad discretion in making determinations of convenience under

Section 1404(a) and notions of convenience and fairness are considered on a case-by-case basis.”

D.H. Blair & Co. v. Gottdiener, 462 F.3d 95, 106 (2d Cir. 2006). The party seeking transfer

bears the burden of establishing by clear and convincing evidence that transfer is appropriate.

N.Y. Marine & Gen. Ins. Co. v. Lafarge N. Am., Inc., 599 F.3d 102, 114 (2d Cir. 2010). In

deciding whether this standard has been met, courts in the Second Circuit consider all materials

they find compelling and do not restrict their evaluations only to materials that would satisfy the

admissibility requirements of the Federal Rules of Evidence. See, e.g., Freeplay Music, LLC v.

Gibson Brands, Inc., 195 F. Supp. 3d 613, 617–18 (S.D.N.Y. 2016) (looking to representations

made in attorneys’ letters as to location of witnesses); Kaufman v. Salesforce.com, Inc., No. 20

Civ. 6879 (JPC) (SN), 2021 WL 2269552, at *5 (S.D.N.Y. June 3, 2021) (rejecting argument

that a transfer analysis should not credit assertions made in a memorandum of law); Alpha

Indus., Inc. v. Alpha Clothing Co. LLC, 21 Civ. 87 (KPF), 2021 WL 2688722, at *4 (S.D.N.Y.

June 30, 2021) (crediting attorney declarations and memoranda of law in granting motion to

transfer).

To determine whether transfer is warranted, a district court engages in a two-step inquiry.

Enigma, 260 F. Supp. 3d at 407. “First, the court must determine whether the action sought to be

transferred is one that might have been brought in the transferee court. Second, the court must

evaluate . . . several factors relating to the convenience of transfer and the interests of justice.”

In re Collins & Aikman Corp. Sec. Litig., 438 F. Supp. 2d 392, 394 (S.D.N.Y. 2006) (internal

quotation marks and citations omitted). These factors include:

(1) the convenience of witnesses; (2) the convenience of the parties; (3) the location

of relevant documents and the relative ease of access to sources of proof; (4) the

locus of operative facts; (5) the availability of process to compel the attendance of

unwilling witnesses; (6) the relative means of the parties; (7) the forum’s familiarity

with the governing law; (8) the weight accorded the plaintiff’s choice of forum; and

(9) trial efficiency and the interests of justice, based on the totality of the

circumstances.

Ahrens v. CTI Biopharma Corp., 16 Civ. 1044 (PAE), 2016 WL 2932170, at *2 (S.D.N.Y. May

19, 2016) (quoting Robertson v. Cartinhour, No. 10 Civ. 8442 (LTS) (HBP), 2011 WL 5175597,

at *4 (S.D.N.Y. Oct. 28, 2011)).

Discussion

A. Personal Jurisdiction Over Defendants

Aspen argues that RCI is subject to general jurisdiction in New York because it “owns

and operates at least three strip clubs” that are incorporated in New York. (See MTD Opp. 17;

see also Sherman Decl. ¶ 7–8, Exs. 1–34 (showing that the subsidiaries in question are

incorporated in New York).)5 Aspen then asserts that “general personal jurisdiction also exists

over End Zone” because it, like RCI’s subsidiaries that operate strip clubs in New York, is a

“mere department” of RCI. (MTD Opp. 16.)

“[O]nly a limited set of affiliations with a forum will render a defendant amenable to all-

purpose jurisdiction there.” Daimler, 571 U.S. at 137. For a corporation, general personal

jurisdiction is typically available only in the forum in which it is incorporated and/or the forum

in which its principal place of business is located. See Gucci America, Inc. v. Li, 768 F.3d 122,

4 “MTD Opp.” refers to Plaintiff’s Memorandum of Law in Opposition to Defendants’ Motion to Dismiss or

Transfer Venue, and In Support of Plaintiff’s Cross-Motion, in the Alternative, to Transfer Venue to the Eastern

District of Pennsylvania. (Doc. 21.) “Sherman Decl.” refers to the Declaration of Scott J. Sherman in Support of

Defendants’ Motion to Dismiss the Complaint or, in the Alternative, to Transfer this Action, (Doc. 16), and the

exhibits thereto.

5 Aspen raises no argument that principles of specific jurisdiction would render Defendants subject to personal

jurisdiction in New York.

135 (2d Cir. 2014) (citing Daimler, 571 U.S. at 139 & n.19). The fact that a corporation does

business in a state, even “substantial, continuous, and systematic” business, is not necessarily

enough to subject the corporation to general jurisdiction in the state. See Daimler, 571 U.S. at

137–38. Rather, the corporation’s affiliations with the forum must be “so continuous and

systematic as to render it essentially at home in the forum State.” Id. at 139 (internal quotation

marks and alterations omitted). Only in an “exceptional case” does a corporation have

“operations in a forum other than its formal place of incorporation or principal place of business”

that are “so substantial and of such a nature as to render the corporation at home in that

State.” Id. at 139 n.19; see also Brown v. Lockheed Martin Corp., 814 F.3d 619, 627 (2d Cir.

2016) (“[I]n our view Daimler established that, except in a truly ‘exceptional’ case, a corporate

defendant may be treated as ‘essentially at home’ only where it is incorporated or maintains its

principal place of business[.]”). “The Second Circuit has recognized that the Supreme Court’s

decision in Daimler casts doubt on previous Supreme Court and New York Court of Appeals

cases in which courts had exercised general jurisdiction over foreign corporations on the basis of

the corporation doing business through a local branch office in the forum.” Pfaff v. Deutsche

Bank AG, No. 20 MISC. 25 (KPF), 2020 WL 3994824, at *5 (S.D.N.Y. July 15, 2020) (citing

Gucci, 768 F.3d at 135). Since Daimler and Gucci, numerous cases have rejected the argument

that a defendant’s “doing business” in a forum is alone sufficient to establish general jurisdiction.

See, e.g., Waldman v. Palestine Liberation Org., 835 F.3d 317, 335 (2d Cir. 2016) (quoting

Daimler, 571 U.S. at 139 n.19) (finding the district court could not properly exercise general

jurisdiction over defendants because “[t]he defendants’ activities in this case, as with those of the

defendants in Daimler and Gucci, ‘plainly do not approach’ the required level of contact to

qualify as ‘exceptional.’”); Pfaff, 2020 WL 3994824, at *5 (“[W]hile Moving Respondents

concededly have offices and employees in New York, that alone cannot subject them to general

jurisdiction.); Wilder v. News Corp., No. 11 CIV. 4947 PGG, 2015 WL 5853763, at *10 n.5

(S.D.N.Y. Oct. 7, 2015) (“After Daimler, [] a finding that a limited part of a foreign subsidiary’s

general business had been conducted in the forum state would be insufficient to justify the

exercise of general personal jurisdiction over that entity.”) (internal quotation marks omitted).

“[A] parent company’s control over a subsidiary is generally not enough to subject the

subsidiary to suit in New York courts,” nor is the parent’s control of the subsidiary usually

enough to subject the parent to jurisdiction in New York; such “jurisdiction is only proper ‘when

the activities of the parent show a disregard for the separate corporate existence of the

subsidiary.’” See Universal Trading & Inv. Co. v. Credit Suisse (Guernsey) Ltd., 560 F. App’x

52, 55 n.1 (2d Cir. 2014) (quoting Volkswagenwerk Aktiengesellschaft v. Beech Aircraft Corp.,

751 F.2d 117, 120 (2d Cir. 1984)). Courts routinely reject the argument that “common and

overlapping” directors or officers between a parent and subsidiary amount to “disregard for the

separate corporate existence of the subsidiary.” See Wilder, 2015 WL 5853763, at *8–9; Irwin v.

ZDF Enterprises GmbH, No. 04 CIV. 8027 (RWS), 2006 WL 374960, at *9 (S.D.N.Y. Feb. 16,

2006) (“While Plaintiffs refer to the fact that UKTV shares one board member with the BBC and

one board member with Telewest, Jazini expressly held such evidence inadequate to demonstrate

that a subsidiary acts as a ‘mere department’ of a parent.” (citing Jazini v. Nissan Motor Co., 148

F.3d 181, 185 (2d Cir. 1998))). See also Derthick v. Bassett-Walker Inc., No. 90 CIV. 3845

(JMC), 1992 WL 249951, at *3 (S.D.N.Y. Sept. 23, 1992) (“[P]laintiffs must show that

the ‘parent officers extend their control beyond that normally exercised by boards of directors.’”

(quoting Beech Aircraft, 751 F.2d at 121)).

Here, Aspen has failed to offer facts that tend to show that RCI has “extend[ed] [its]

control” over its New York subsidiaries in a manner “beyond that normally exercised by boards

of directors.” See Beach Aircraft, 751 F.2d at 121. Among other things, Aspen would at

minimum have to show that RCI sufficiently “interferes in the selection and assignment of the

subsidiary’s executive personnel and fails to observe corporate formalities.” Id. However, all

Aspen offers on this front is that RCI’s CEO serves as an officer of some of RCI’s New York

subsidiaries. (MTD Opp. 14–15). This is not enough, as the relevant considerations include

matters such as “whether the parent pays the executives’ salaries, and whether the subsidiary

holds separate meetings of its Board of Directors.” ESI, Inc. v. Coastal Corp., 61 F. Supp. 2d 35,

54 (S.D.N.Y. 1999) (citing Beech Aircraft, 751 F.2d at 121–22). Indeed,

“[t]he officers of any corporation that owns the stock of another necessarily

exercise a considerable degree of control over the subsidiary corporation and the

discharge of that supervision alone is not enough to subject the parent to New York

jurisdiction.” Moreover, “the officers of a parent normally control the board of

directors of a subsidiary in their capacity as representatives of the controlling

stockholder.” It is only when “the parent officers extend their control beyond that

normally exercised by boards of directors [that] their behavior supports an inference

that the subsidiary is not an independent entity.”

Wilder, 2015 WL 5853763, at *9 (quoting Beech Aircraft, 751 F.2d at 120–21). Aspen’s

allegation of a single overlapping officer does not suggest that RCI disregards its

subsidiaries separate corporate existences. Aspen does “not allege here that [RCI]

assigns and transfers [its subsidiaries’] officers and managers at will; that it appoints

substantially all of [its subsidiaries’] officers and managers; that it determines the duties

and responsibilities of [its subsidiaries’] officers and managers; or that it pays [its

subsidiaries’] executives’ salaries.” Id. at *10. In other words, there is an absence of the

type of domination necessary for veil-piercing. See, id. at *6 (“The standard for veil-

piercing in the personal jurisdiction context is a demanding one[.]”) “The circumstances

described” by Aspen “are wholly inadequate to establish the ‘pervasive control’ required

by the ‘mere department’ standard” for jurisdictional veil-piercing it seeks to apply.

NovelAire Techs., L.L.C. v. Munters AB, No. 13 Civ. 472(CM), 2013 WL 6182938, at *8

(S.D.N.Y. Nov. 21, 2013).6

Aspen’s request for jurisdictional discovery is denied as it has failed to establish

entitlement to such discovery. “A district court may deny jurisdictional discovery where a

plaintiff fails to establish a prima facie case for jurisdiction.” Herlihy v. Sandals Resorts Int’l,

Ltd., 795 F. App’x 27, 30 (2d Cir. 2019) (citing Best Van Lines, Inc. v. Walker, 490 F.3d 239,

255 (2d Cir. 2007)). Here, I find that Aspen has not made a colorable enough showing that RCI

has so disregarded the separate corporate form of its New York subsidiaries as to warrant further

jurisdictional discovery on the matter.

B. Motion to Transfer Venue

Because personal jurisdiction over Defendants is not proper, I turn to the parties’ transfer

of venue motions.7 Defendants originally asked to transfer this case to the Southern District of

Texas “[i]n the event this Court does not dismiss this case due to lack of personal jurisdiction,”

(MTD Br. 27),8 whereas Aspen requests that, if I find dismissal for lack of personal jurisdiction

is warranted, I transfer this action to the Eastern District of Pennsylvania, (MTD. Opp. 21).

Defendants now agree with Aspen that, if I do not dismiss Plaintiff’s claims for lack of personal

6 “The Second Circuit Court of Appeals has not endorsed the ‘mere department’ theory” articulated in the Beech

Aircraft case, which was decided in 1984, “or any theory based on a local subsidiary presence–after Daimler.”

Mercer Health & Benefits LLC v. DiGregorio, 307 F. Supp. 3d 326, 344 (S.D.N.Y. 2018) (collecting cases). I need

not resolve what if any viability the mere department theory still has in this Circuit because, consistent with my

analysis in this section, I find that Aspen has failed to show that RCI has a “disregard for the separate corporate

existence” of any of its relevant New York subsidiaries, which would preclude application of the “mere department”

theory even if it were still good law. See Universal Trading, 560 F. App’x at 55 n.1.

7 As noted, “[t]o address a venue challenge does not require a preliminary finding that ‘the transferring court has

personal jurisdiction over the defendants.’” Everlast World’s Boxing Headquarters Corp. v. Ringside, Inc., 928 F.

Supp. 2d 735, 741 (S.D.N.Y. 2013) (quoting Goldlawr, Inc. v. Heiman, 369 U.S. 463, 465 (1962)).

8 “MTD Br.” refers to Defendants’ Memorandum of Law in Support of Their Motion to Dismiss the Complaint or,

in the Alternative, to Transfer this Action. (Doc. 15.)

jurisdiction, the appropriate forum would be the Eastern District of Pennsylvania, in light of the

entry and finalization of a judgment against End Zone Inc. by one of the underlying plaintiffs in

Pennsylvania. (Doc. 38.)

To transfer an action, it must be the case that the action “could have been brought” in the

transferee forum, including because personal jurisdiction could be secured over all defendants.

See Animation Station, Ltd. v. Chicago Bulls, LP, 992 F. Supp. 382, 384 (S.D.N.Y. 1998).

Initially, Defendants opposed transfer to the Eastern District of Pennsylvania, arguing that the

Underlying Pennsylvania Actions9 were only “tangentially related to this dispute.” (Doc. 23 at

8.) However, by Defendants’ own admission, “there should be no dispute that this action could

have been brought in either Texas or Pennsylvania, the residences of RCI and End Zone,

respectively.” (MTD. Br. 16 n.4.) Therefore, the parties agree that the first prong of the two-

part test is satisfied. I now turn to the nine factors outlined in Ahrens v. CTI Biopharma Corp. to

determine if transfer to the Eastern District of Pennsylvania is appropriate. 2016 WL 2932170,

at *2 (S.D.N.Y. May 19, 2016). The balance of these factors weighs in favor of transferring this

action to the Eastern District of Pennsylvania, given that the underlying conduct took place in

Philadelphia, there are numerous cases arising under the facts at issue in this Action proceeding

in the Eastern District of Pennsylvania, and Defendants have recently conceded that venue would

be appropriate in the Eastern District of Pennsylvania. (See Doc. 38.) Defendants filed an action

against Aspen and another defendant in the Eastern District of Pennsylvania arising out of the

same events presented in the case before me. (Id.) According to Defendants, the action in the

Eastern District of Pennsylvania is “more comprehensive” “because it asserts a claim, in the

9 “Underlying Pennsylvania Actions” refers to D’Anna Brown, Cameron Dean v. The End Zone, Inc. et al,

Pennsylvania Court of Common Pleas, Philadelphia County, No. 160801029 and D’Anna Brown v. The End Zone,

Inc. et al, Pennsylvania Court of Common Pleas, Philadelphia County, No. 170504021. (See Compl. ¶¶ 24–26.)

alternative, against an additional party[.]” (/d.) Accordingly, Defendants withdrew their request

to transfer this action to the Southern District of Texas. (/d.) Therefore, the interests of Justice

would be served by transferring this case to the Eastern District of Pennsylvania. See Ahrens,

2016 WL 2932170 at *2.

Based on the underlying facts of this case and Defendants’ recent concession that venue

is appropriate in the Eastern District of Pennsylvania, I find that transfer is warranted.

V. Conclusion

Defendants’ motion to dismiss on the grounds of lack of personal jurisdiction 1s

GRANTED; however, in the interest of justice, Plaintiff's motion to transfer this action to the

Eastern District of Pennsylvania is GRANTED.

The Clerk of Court is respectfully directed to close all open motions on the docket,

terminate this action, and transfer the case forthwith to the Eastern District of Pennsylvania. The

seven-day waiting period set forth in Local Rule 83.1 is hereby waived so that the case may be

transferred without delay.

SO ORDERED.

Dated: June 20, 2023

New York, New York

Norns Bader

Vernon S. Broderick

United States District Judge

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