United States District Court, M.D. Florida, Orlando Division
SCCY INDUSTRIES, LLC and JOSEPH V. ROEBUCK, Plaintiffs,
PAUL F. JANNUZZO, E. MONIKA BERECZKY, JOHN DOE, KRONSTADT ADVISORY SERVICES LLC, TRANS-CARPAT RESEARCH & ANALYSIS LLC and DE MOOIE HOND LLC, Defendants.
GREGORY A. PRESNELL JUDGE
Matter comes before the Court on the Defendants' Motion
to Dismiss the Second Amended Complaint (Doc. 68), the
Response and Cross-Motion filed by the Plaintiffs (Doc. 79)
and the Defendant's Response (Doc. 82).
Plaintiff's claims primarily arise from a January 11,
2017 meeting between Plaintiff Joseph Roebuck-the founder and
CEO of SCCY Industries-and Defendant Paul Jannuzzo. Prior to
that meeting, SCCY (and Roebuck) had decided to terminate
Jannuzzo from his position as Chief Operating Officer of
SCCY. Previously, Jannuzzo had worked for SCCY as an
independent consultant and attorney from March 2015 through
October 2015. Doc. 51 ¶ 6. During that time, it is
alleged that Jannuzzo was “serving as SCCY's
‘outside' General Counsel.” Id.
Beginning in November 2015, Jannuzzo worked full-time for
SCCY as a corporate officer and attorney, and served as
SCCY's Chief Operating Officer and General Counsel.
Id. Jannuzzo later recommended Defendant Monika
Bereczky (his wife) for employment as a compliance manager
for SSCY, and she began working there in May of 2016.
Id. ¶ 9. During her time as compliance manager,
Bereczky reported to Jannuzzo. Id.
November of 2016, SCCY's finance and accounting
department reported to Roebuck that Jannuzzo and Bereczky had
been submitting and receiving payment for false and/or
fraudulent expense reports. Doc. 51 ¶ 51. Roebuck then
determined that he should terminate their employment, but he
also decided that he should wait until after a firearms
industry trade show, which was scheduled to take place from
January 17, 2017 to January 20, 2017. Id. ¶ 52.
the trade show took place, in early to mid- December of 2016,
Roebuck learned that, at least twice, Jannuzzo “had
directed a SCCY employee to create an organizational chart
wherein SCCY's finance and accounting department reported
to Jannuzzo.” Id. ¶ 53-54. On December
12, 2016, Roebuck met with Jannuzzo to confront him about the
unauthorized organizational chart. During this meeting,
Jannuzzo yelled and at one point “pulled a knife from
his pocket and slammed it on the conference room table”
and threatened Roebuck with physical violence. Id.
¶ 55. Roebuck told Jannuzzo “that he felt like
Jannuzzo was going to hit him, ” and Jannuzzo replied
“[i]f I hit you, you wouldn't get up.”
Id. After that meeting, Roebuck discussed the
situation with members of the SCCY executive team and outside
counsel, ultimately deciding to terminate Jannuzzo's
employment on January 11, 2017. Id. ¶ 56.
morning of January 11, Jannuzzo confronted Wayne Holt, the
President of SCCY, and “threatened him with violence
and the imminent exposure of an audio recording that Jannuzzo
had surreptitiously made of [him] without [his]
consent.” Id. ¶ 57. Jannuzzo played the
audio recording for Holt, on which Holt could be heard
“speaking poorly of other SCCY employees.”
Id. Jannuzzo told Holt that, if he did not
“help” Jannuzzo, he would play the audio
recording for Roebuck. Id. Jannuzzo also put a
three-inch thick stack of papers on Holt's desk, advising
him to look at the documents and call Roebuck. Id.
¶ 58. The documents appeared to be related to a pending
regulatory compliance matter. Id. Holt contacted
Roebuck after Jannuzzo left the office in order to advise
Roebuck of the situation. Id. When Roebuck arrived
at the office, Jannuzzo was gone. Id. ¶ 59.
Roebuck tried to speak with Bereczky, but she refused to
speak with him. Id. However, Bereczky contacted
Jannuzzo and asked him to return to the office. Id.
Jannuzzo met with Roebuck, Holt, Bereczky, and the SCCY
Executive Vice President. Id. ¶ 60. Jannuzzo
yelled and insulted them, and ultimately “waived a
manila colored folder . . . in front of Roebuck's face,
” and demanded that Roebuck and SCCY pay Jannuzzo and
Bereczky or he would turn the documents over to “the
Feds” and “the media.” Id. ¶
61. Based on Jannuzzo's and Bereczky's explanation of
the documents contained in the manila folder, Roebuck and the
SCCY President believed that “their disclosure could
cause the revocation of SCCY's license to manufacture
firearms and put SCCY out of business.” Id.
¶ 63. Jannuzzo and Bereczky demanded $260, 000 in cash,
as well as $260, 000 to be paid over the course of a year.
This amount was based on a combination of their salaries.
Id. ¶ 62.
Roebuck stated that he could not get that amount of money
immediately, Jannuzzo “set his cell phone on the table
and placed a phone call, via the speaker phone function, to a
man who claimed to be in Texas.” Id. ¶
64. Jannuzzo told the mystery man (“John Doe”) to
send “that package we talked about” to the
“Feds and media.” Id. John Doe stated
that it would take him twenty minutes, at which time Jannuzzo
began audibly counting down the passing minutes. Id.
After Jannuzzo and Bereczky continued to yell at Roebuck,
they “forced Roebuck to drive to a Bank of America
branch, ” along with the SCCY President, while Jannuzzo
and Bereczky followed them in a separate car. Id.
¶ 66. Upon arrival at the bank, Jannuzzo went inside
with Roebuck and sat down next to him as Roebuck transferred
$260, 000 to a bank account that was jointly owned by
Jannuzzo and Bereczky. Id. ¶ 66-67.
they left the bank, Jannuzzo and Bereczky gave Roebuck a
consultancy agreement (“Agreement”) requiring
SCCY and Roebuck to wire them $260, 000, which had already
occurred. Id. ¶ 70. The Agreement also required
SCCY and Roebuck to pay them an additional $260, 000 in
weekly installments over the course of the upcoming year.
Id. The SAC states that Roebuck signed the Agreement
in his capacity as CEO of SCCY, “under duress, in fear
of physical harm, and in fear of what Jannuzzo, Bereczky, and
John Doe might do to damage him and SCCY.” Id.
¶ 71. After that day, Jannuzzo “continued to
harass Roebuck in a series of efforts to force SCCY and
Roebuck to pay Jannuzzo and Bereczky the weekly
payments.” Id. ¶ 73.
the aforementioned series of events appears to be the primary
basis for the SAC, the Plaintiffs also claim that all of
their payments to Jannuzzo and Bereczky were wrongful, even
before November of 2016, when Roebuck learned of the
fraudulent expense reports. The Plaintiffs allege that while
Jannuzzo was working for them as General Counsel, he also was
working for a third party, Robert Suber and his company M.G.
Suber & Associates (collectively “Suber”).
Id. ¶ 114-145. Unbeknownst to SCCY, Jannuzzo
represented both SCCY and Suber in negotiating and signing a
distributor agreement between the two entities. Id.
The Plaintiffs aver that this simultaneous representation
resulted in less-than-favorable terms for SCCY. Id.
The Plaintiffs also claim that Jannuzzo gave confidential
information to Suber, which ultimately led to a situation in
which Suber sent a demand letter to SCCY for not fulfilling
its obligations with respect to a product order. Id.
addition to the previously discussed events, the Plaintiffs
claim that Jannuzzo engaged in unauthorized surveillance of
Roebuck's emails by copying them to a secret account that
only he knew of and could access. Id. ¶
146-163. The Plaintiffs also allege that Jannuzzo submitted a
false affidavit in a state court matter in order to retaliate
against SCCY and cause SCCY to incur substantial litigation
costs. Id. ¶ 93-113.
ruling on a motion to dismiss, the Court must view the
complaint in the light most favorable to the Plaintiff,
see, e.g., Jackson v. Okaloosa County, Fla., 21 F.3d
1531, 1534 (11th Cir. 1994), and must limit its consideration
to the pleadings and any exhibits attached thereto.
See Fed. R. Civ. P. 10(c); see also GSW, Inc. v.
Long County, Ga., 999 F.2d 1508, 1510 (11th Cir. 1993).
The Court will liberally construe the complaint's
allegations in the Plaintiff's favor. See Jenkins v.
McKeithen, 395 U.S. 411, 421 (1969). However,
“conclusory allegations, unwarranted factual deductions
or legal conclusions masquerading as facts will not prevent
dismissal.” Davila v. Delta Air Lines, Inc.,
326 F.3d 1183, 1185 (11th Cir. 2003).
reviewing a complaint on a motion to dismiss under Federal
Rule of Civil Procedure 12(b)(6), “courts must be
mindful that the Federal Rules require only that the
complaint contain ‘a short and plain statement of the
claim showing that the pleader is entitled to
relief.'” U.S. v. Baxter Intern., Inc.,
345 F.3d 866, 880 (11th Cir. 2003) (citing Fed.R.Civ.P.
8(a)). This is a liberal pleading requirement, one that does
not require a plaintiff to plead with particularity every
element of a cause of action. Roe v. Aware Woman Ctr. for
Choice, Inc., 253 F.3d 678, 683 (11th Cir. 2001).