Opinion

UNITED STATES DISTRICT COURT

MIDDLE DISTRICT OF FLORIDA

TAMPA DIVISION

WORLDWIDE AIRCRAFT

SERVICES, INC., d/b/a JETICU,

Plaintiff,

v. Case No. 8:24-cv-2644-KKM-AAS

HEALTH CARE SERVICE

CORPORATION d/b/a BLUE

CROSS AND BLUE SHIELD OF

TEXAS,

Defendant.

____________________________________

ORDER

Previously, I granted a motion to dismiss JET ICU’s second amended

complaint for lack of personal jurisdiction. Order (Doc. 34). JET ICU amended

its complaint, 3d Am. Compl. (Doc. 35), and Health Care Service Corporation

(HCSC) moves to dismiss, arguing that I lack personal jurisdiction, and that

JET ICU fails to state its claims, MTD (Doc. 38) at 3–4. JET ICU opposes.

Resp. (Doc. 40). I grant HCSC’s motion because the Third Amended Complaint

fails to establish personal jurisdiction over HCSC.

I. BACKGROUND

JET ICU, a Florida corporation, provides ambulance services. 3d Am.

Compl. ¶¶ 1–2. HCSC is a health insurance company based in Illinois. Id. ¶ 3.

According to the complaint, HCSC issues health plans under the name Blue

Cross Blue Shield of Texas (BCBSTX).1 See id. JET ICU initially filed this suit

against BCBSTX, see Compl. (Doc. 1); 2d. Am. Compl. (Doc. 16), but thereafter

amended to name HCSC “doing business as” BCBSTX as the defendant. See

3d. Am. Compl.

In May 2019, JET ICU transported one of HCSC’s policyholders (the

“Patient”) from Mexico to Texas.2 3d. Am. Compl. ¶¶ 9–12. At the time, JET

ICU did not have a contract with HCSC and was not in HCSC’s provider

network. Id. ¶ 14. JET ICU alleges “that HCSC knew, or reasonably should

have known[,] about the need to transport Patient, and that such ground and

air ambulance care was covered by the Patient’s insurance plan/contract and/or

state or federal law.” Id. ¶ 13. JET ICU does not specify which term of the

contract or which law required coverage for the transport. See id. JET ICU

submitted to HCSC a bill for $205,865, the usual and customary rate for air

ambulance services. Id. ¶¶ 12, 16. HCSC did not pay. Id. ¶ 17.

1 HCSC describes its relationship with BCBSTX differently. See MTD at 4 (explaining

that HCSC “issues and administers Blue Cross and Blue Shield licensed health

insurance policies” through five divisions, including BCBSTX. I conclude that JET

ICU failed to make a prima facie case of personal jurisdiction even assuming that

JET ICU’s factual allegations are true.

2 The parties disagree over whether to describe the policyholder as a member of HCSC

or BCBSTX. Compare 3d. Am. Compl. ¶ 9, with MTD at 3. For the purposes of this

order, I adopt JET ICU’s framing.

As a result, JET ICU initiated this action, pleading civil theft and

quantum meruit against BCBSTX. See Compl. ¶¶ 16–32; 2d Am. Compl.

¶¶ 10–45. BCBSTX moved to dismiss JET ICU’s second amended complaint,

see (Doc. 24), and I granted the motion because I lacked personal jurisdiction,

see Order.

The Third Amended Complaint is largely the same as the last with only

three substantive changes. First, JET ICU names HCSC as the defendant

“doing business as” BCBSTX. See 3d. Am. Compl. Second, JET ICU adds that

“HCSC is contracting to insure persons in the State of Florida through its

subsidiary or tradename Health Spring of Florida, Inc.” Id. ¶ 5; see Resp. to

First MTD (Doc. 27) at 4–5.

Third, JET ICU adds a cause of action for breach of contract implied in

fact. See id. ¶¶ 17–32. To that end, JET ICU makes the following allegations:

(1) “HCSC has entered into a contract with Jet ICU”; id. ¶ 6; (2) “HCSC ha[s]

a regular course of dealing in which Jet ICU provides services to HCSC’s

members and HCSC receives and reimburses Jet ICU’s claims”; id. ¶ 28; and

(3) “[JET ICU] has submitted in excess [of] 80 claims to [HCSC], including its

subsidiaries and trade names. . . . HCSC reimbursed Jet ICU in the

overwhelming number of cases, in excess of 65%,” id. JET ICU argues that

these facts, coupled with its allegations relating to the Patient, “[m]anifested

Jet ICU and HCSC’s agreement that Jet ICU would provide services to HCSC’s

members in emergency situations” and that “HCSC would reimburse Jet ICU.”

See id. ¶ 29.

Although JET ICU invokes statutes for diversity jurisdiction and venue,

it does not cite any law providing personal jurisdiction in its complaint. See id.

¶¶ 7–17 (“Jurisdiction and Venue”). Nor does its jurisdiction section contain

any new facts. Compare id. ¶¶ 7–17 with 2d Am. Compl. at 2–4.

Instead, JET ICU offers new factual allegations and legal arguments in

its response to the motion to dismiss. See Resp. First, JET ICU alleges that

HCSC was obligated to pay its debts in Florida because of the presumption

under Florida law that “debts are to be paid by the debtor [to] the creditor in

the state in which the creditor is located.” Resp. at 3. (“HCSC has breached its

contract . . . by failing to pay its debts, therefore failing to perform acts

required by the contract to be performed in [Florida].”). Second, JET ICU avers

that HCSC contracts “with Blue Cross and Blue Shield of Florida, Inc.” Id. at

2–3.

II. LEGAL STANDARD

A party may move under Federal Rule of Civil Procedure 12(b)(2) to

dismiss for a lack of personal jurisdiction. To have personal jurisdiction over a

party, a federal court sitting in diversity must determine if the state’s long-

arm statute is satisfied and ensure that the exercise of jurisdiction comports

with the Due Process Clause of the Fourteenth Amendment. Waite v. All

Acquisition Corp., 901 F.3d 1307, 1312 (11th Cir. 2018).

III. JET ICU Fails to Establish Personal Jurisdiction

HCSC moves to dismiss because JET ICU fails to allege facts

demonstrating personal jurisdiction and to plausibly state a claim for relief. As

in my prior order, I start and end with HCSC’s jurisdictional arguments.

First, a clarification. I only address JET ICU’s new allegations and

otherwise incorporate the prior order. Though JET ICU now names HCSC

“doing business as” BCBSTX as the defendant, the analysis has not changed.

JET ICU repeats the same allegations it made in the Second Amended

Complaint, merely replacing the defendant’s name. Compare 3d. Am. Compl.

¶¶ 9–16, with 2d. Am. Compl. at 3–4. Likewise, the prior order considered

HCSC’s contacts with Florida.3 See, e.g. Order at 7 (considering whether

“BCBSTX’s ‘parent corporation,’ ” HCSC consented to general jurisdiction by

registering to do business in Florida). JET ICU offers no reason why my prior

analysis changes with part of the defendant’s name. Accordingly, I address

only new allegations.

3 In doing so, I assumed without deciding that jurisdiction over the parent could be

imputed to a subsidiary.

“A plaintiff seeking the exercise of personal jurisdiction over a

nonresident defendant bears the initial burden of alleging in the complaint

sufficient facts to make out a prima facie case of jurisdiction.” United Techs.

Corp. v. Mazer, 556 F.3d 1260, 1274 (11th Cir. 2009). “[V]ague and conclusory

allegations” do not suffice. Snow v. DirecTV, Inc., 450 F.3d 1314, 1318 (11th

Cir. 2006).

HCSC argues that JET ICU has not met its burden. I agree.

A. General Jurisdiction

A corporation is subject to general jurisdiction in its place of

incorporation and its principal place of business. Daimler AG v. Bauman, 571

U.S. 117, 137 (2014); Waite, 901 F.3d at 1317. In “exceptional” cases, “a

corporation’s operations in a forum other than its formal place of incorporation

or principal place of business may be so substantial and of such a nature as to

render the corporation at home in that State.” Daimler AG, 571 U.S. at 139

n.19. To decide whether a case is exceptional, a court must consider whether

“the corporation’s activities in the forum closely approximate the activities that

ordinarily characterize a corporation’s place of incorporation or principal place

of business.” Carmouche v. Tamborlee Mgmt., Inc., 789 F.3d 1201, 1205 (11th

Cir. 2015).

As before, JET ICU fails to convince that this case is exceptional. JET

ICU alleges that “HCSC is contracting to insure persons in the State of Florida

through its subsidiary or tradename Health Spring of Florida, Inc.” Id. ¶ 5. The

fact that HCSC contracted to insure someone in the state of Florida at some

point does not, alone, make HCSC “at home” in Florida. See BNSF Ry. Co. v.

Tyrrell, 581 U.S. 402, 414 (2017) (“[I]n-state business . . . does not suffice to

permit the assertion of general jurisdiction over claims . . . that are unrelated

to any activity occurring in [the forum state].”). The same analysis applies to

the allegations raised for the first time in JET ICU’s response that HCSC

contracts with Blue Cross Blue Shield of Florida. See Resp. at 2–3. Finally, for

similar reasons, forming an “implied contract” with a Florida-based entity does

not establish general jurisdiction. Thus, JET ICU fails to establish general

jurisdiction in Florida.

B. Specific Jurisdiction

To exercise specific personal jurisdiction over a defendant, a plaintiff

must show that both a state’s long-arm statute and the Due Process Clause are

satisfied. HCSC contends that, based on JET ICU’s allegations, neither

Florida’s long-arm statute nor the Due Process Clause authorizes the exercise

of specific jurisdiction in this case. MTD at 13. I agree with the second

contention and do not address the first.

To ensure compliance with the Due Process Clause, courts consider

whether: (1) “the plaintiff’s claims ‘arise out of or relate to’ at least one of the

defendant’s contacts with the forum”; (2) “the nonresident defendant

‘purposefully availed’ himself of the privilege of conducting activities within

the forum state, thus invoking the benefit of the forum state’s laws”; and

(3) “the exercise of personal jurisdiction comports with ‘traditional notions of

fair play and substantial justice.’ ” Louis Vuitton Malletier, S.A. v. Mosseri, 736

F.3d 1339, 1355 (11th Cir. 2013).

JET ICU “bears the initial burden of alleging in the complaint sufficient

facts to make out a prima facie case of jurisdiction.” Mazer, 556 F.3d at 1274

(emphasis added). “[F]acts contained in a motion or brief cannot substitute for

missing allegations in the complaint.” Equal Emp. Opportunity Comm’n v.

Catastrophe Mgmt. Sols., 852 F.3d 1018, 1030 (11th Cir. 2016) (refusing to

consider allegations in a motion for leave to amend a complaint).

Courts in this Circuit have refused to consider jurisdictional facts alleged

for the first time in response to a motion to dismiss. See, e.g., Singh v. Royal

Caribbean Cruises Ltd., 576 F. Supp. 3d 1166, 1176 (S.D. Fla. 2021) (“Plaintiff

cannot assert what is essentially a new jurisdictional allegation, not previously

pled, in a response to a motion to dismiss, and the Court need not consider it.”)

(citation modified); Rust v. Boswell, No. 111CV03404JECJFK, 2012 WL

12873027, at *2 n.2 (N.D. Ga. June 20, 2012), report and recommendation

adopted, No. 1:11-CV-3404-JEC-JFK, 2012 WL 12874582 (N.D. Ga. July 11,

2012) (“Any facts alleged and allegations made by Plaintiff for the first time in

his response brief will not be addressed by the court.”).

Turning to the operative complaint, JET ICU’s claims do not “arise out

of or relate to” HCSC’s contacts with Florida. Although a “strict causal

relationship between the defendant’s in-state activity and the litigation” is

unnecessary, this “does not mean that anything goes.” Ford Motor Co. v. Mont.

Eighth Judicial Dist. Court, 592 U.S. 351, 362 (2021). Instead, a plaintiff still

must demonstrate an “affiliation between the forum and the underlying

controversy, principally, activity or an occurrence that takes place in the forum

State and is therefore subject to the State’s regulation.” Goodyear Dunlop Tires

Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011) (citation modified). In other

words, there must exist a “strong relationship among the defendant, the forum,

and the litigation.” Ford Motor Co., 592 U.S. at 365 (citation modified).

The operative complaint offers no new facts that tie the dispute to

Florida. The first new allegation, that HCSC is “operating,” having “business

ventures,” or “having an office” in Florida through Health Spring of Florida, is

too vague and conclusory to relate to the transport at issue. See 3d. Am. Compl.

¶¶ 4–5; Order at 9; MTD at 14. The remaining allegations fail to show contacts

with Florida. For example, JET ICU avers that “HCSC ha[s] a regular course

of dealing” in which it reimburses JET ICU. See 3d. Am. Compl. ¶¶ 6, 28–29.

But JET ICU does not suggest that this “course of dealing” occurred in Florida.

Moreover, the allegation of a “regular course of dealing” is too vague to

establish a connection to the claims in this case. JET ICU does not specify when

this “course of dealing” began. See 3d. Am. Compl. ¶¶ 28–29. Without knowing

whether the parties had a relationship at the time of the incident, the Court

cannot conclude that these contacts show it “purposely availed” itself of

Florida’s laws. The same is true for JET ICU’s allegation that “HCSC is

contracted with Blue Cross and Blue Shield of Florida, Inc.” See Resp. at 2–3.

In the same vein, forming an “implied contract” with a Florida

corporation does not, standing alone, connect HCSC to the state. See 3d. Am.

Compl. ¶ 6; Walden v. Fiore, 571 U.S. 277, 285 (2014) (“[T]he plaintiff cannot

be the only link between the defendant and the forum. Rather, it is the

defendant’s conduct that must form the necessary connection with the forum

State that is the basis for its jurisdiction over him.”). JET ICU does not assert

that the parties formed the contract in the state or that performance was due

in the state. See 3d. Am. Compl. ¶ 29 (alleging that conduct “[m]anifested Jet

ICU and HCSC’s agreement” but not specifying where). On the contrary, JET

ICU’s “performance” of transporting the Patient took place in Mexico and

Texas. See id. ¶ 23. As a result, JET ICU fails to offer any new allegations that

establish specific jurisdiction.

JET ICU asserts—for the first time in its response—that payment was

due in Florida because “[i]t is commonly held that debts are to be paid by the

debtor [to] the creditor in the state in which the creditor is located.” Resp. at 3.

Failure to allege this fact in the Third Amended Complaint precludes its

consideration. See, e.g., Singh, 576 F. Supp. 3d at 1176. JET ICU was likely

aware of this limitation. For support, JET ICU quoted the first half of a

sentence from Williamson v. Prime Sports Marketing, LLC, which explains the

presumption. See Resp. at 2 (quoting 314 So. 3d 480, 484 (Fla. 3d DCA 2020)).

The second half notes that “the allegations in the Complaint say nothing about

[where payment is due].” Id. (emphasis in the original). As a result, the

plaintiff could not rely on the presumption to establish personal jurisdiction.

See id. (explaining that the complaint must allege “that [defendant] breached

by failing to pay a debt in Florida”).

Even if I considered the allegation outside the pleadings, “showing that

payment must be made in Florida,” without more, does not satisfy due process.

Nat’l Air Cargo Grp., Inc. v. UPS Worldwide Forwarding, Inc., No. 22-23429-

CIV, 2023 WL 3778243, at *6 (S.D. Fla. Mar. 2, 2023) (quoting Bohlander v.

Robert Dean & Assocs. Yacht Brokerage, Inc., 920 So. 2d 1226, 1228 (Fla. 3d

DCA 2006)); cf. Venetian Salami Co. v. Parthenais, 554 So. 2d 499, 503 (Fla.

1989) (“[W]e do not believe that the mere failure to pay money in Florida,

standing alone, would suffice to obtain jurisdiction over a nonresident

defendant.”). JET ICU fails to convince that HCSC purposefully availed itself

to the jurisdiction of Florida courts by entering an implied contract that

triggered a legal presumption to pay a hypothetical future claim in Florida to

an entity it may or may not have known existed based on transportation from

Mexico to Texas. The circumstances here fall far short of the contacts required

for due process. This Court does not have specific jurisdiction over HCSC.

IV. CONCLUSION

HCSC moves to dismiss the Third Amended Complaint, and I grant the

motion. JET ICU failed to show a prima facie case of jurisdiction. Because I

assume that JET ICU’s factual allegations are true, oral argument is

unwarranted. See Mut. Serv. Ins. Co. v. Frit Indus., Inc., 358 F.3d 1312, 1319

n.6 (11th Cir. 2004) (explaining that “when a defendant moves to dismiss for

lack of personal jurisdiction, an evidentiary hearing is not required”).

Accordingly, the following is ORDERED:

1. HCSC’s Motion to Dismiss (Doc. 38) is GRANTED.

2. The Clerk is DIRECTED to substitute “Health Care Service

Corporation d/b/a/ Blue Cross Blue Shield of Texas” as the

defendant in this action.

3. The Clerk is directed to ENTER judgment, which shall read “This

case is dismissed without prejudice,” terminate any pending

motions and deadlines, and to CLOSE this case.

ORDERED in Tampa, Florida, March 12, 2026.

4a Keo , .

athryn’ Kimball Mizelle

United States District Judge

13