Sammie Investments, LLC, a Florida Limited Liability Company, Appellant,
Strategica Capital Associates, Inc., Appellee.
final until disposition of timely filed motion for rehearing.
Appeal from a non-final order from the Circuit Court for
Miami-Dade County, Lower Tribunal No. 17-14434 Barbara
Borowski & Traylor, P.A., and T.A. Borowski, Jr., and
Darryl Steve Traylor, Jr., (Pensacola), for appellant.
Pathman Lewis, LLP, and Aaron W. Tandy, and John A. Moore,
SALTER, EMAS, and LINDSEY, JJ.
Investments, LLC appeals the trial court's order granting
Strategica Capital Associates, LLC's motion for temporary
injunctive relief rendered in this breach of contract action.
The order directed Sammie to turn over $200, 000 of the
proceeds derived from the sale of real property to its
counsel to be held in its counsel's trust account pending
further order of the trial court. Because irreparable harm
does not exist and Strategica has an adequate remedy at law,
we reverse the entry of the temporary injunction.
sued Sammie and its manager, Mary Moulton, in a six-count
complaint filed on June 15, 2017. Stategica brought three
counts against Sammie for breach of contract, two counts
against Ms. Moulton for misrepresentation and unjust
enrichment, and one count against Sammie and Ms. Moulton for
declaratory judgment. Thereafter, on June 21, 2017,
Strategica filed a verified emergency motion for injunctive
relief on the basis it provided services and advanced funds
on behalf of Sammie and its affiliated companies and entities
(the "Moulton entities") in exchange for a twenty
percent interest in the profits of Sammie. Strategica claimed
that Sammie's only asset was its investment in and
co-manager position of 9 Mile-NF Joint Venture LLC ("9
Mile"). 9 Mile was purportedly poised to sell real
property (the "9-Mile property") and Strategica
sought the entry of an injunction to prohibit Sammie from
distributing the proceeds of that sale.
days later, Sammie filed a response asserting it did not
agree to grant Strategica an interest in twenty percent of
the gross amount it received and argued that a profits
interest in it is separate and distinct from a twenty percent
assignment of the proceeds of its interest in 9 Mile. Ms.
Moulton filed an affidavit in support of Sammie's
response, stating that no written agreement was ever executed
by the parties.
Sammie conceded that Strategica advanced $75, 000 for the
benefit of the Moulton entities, it claimed substantial
factual disputes existed as to the alleged agreement's
terms, performance, and remedies. Sammie also asserted it has
other ongoing business activities. As such, Strategica
contended, even assuming Sammie is correct, there is no basis
for the entry of a temporary injunction because money damages
provide an adequate remedy at law and irreparable harm does
not exist where the potential loss is compensable by money
August 3, 2017, the trial court held an evidentiary hearing
on Strategica's injunction motion. The trial court
considered an engagement letter and a supplemental agreement
from September 2015, neither of which is signed by, or
mentions Sammie, as well as emails from November of 2015. The
engagement letter from Strategica was addressed to Ms.
Moulton and James C. Moulton, who signed the letter as
President of Moulton Properties, Inc. and affiliates. The
supplemental agreement was allegedly between Strategica and
the Moulton Entities. The emails include an exchange between
Strategica's executive vice president, Steven Cook, and
its counsel. Mr. Cook testified that although Strategica
exchanged drafts with Sammie, they never reached an agreement
on the disposition of the proceeds of the sale of the 9 Mile
property. He further testified that based on the 9 Mile
property closing statement, Strategica is owed "slightly
over $200, 000" from the sale. Mr. Cook also opined that
Sammie did not have operations other than this investment in
on August 29, 2017, the trial court entered the order
granting Strategica's motion for temporary injunctive
relief, wherein the trial court found that Strategica
satisfied its burden of showing:
a. the likelihood of irreparable harm and the unavailability
of an adequate remedy at law based on the testimony presented
regarding the limited ...