United States District Court, M.D. Florida, Tampa Division
ORDER DENYING DEFENDANT TG FROST COMPANIES'
“MOTION TO DISMISS AMENDED COMPLAINT”
BARBER, UNITED STATES DISTRICT JUDGE
matter is before the Court on Defendant TG Frost
Companies' “Motion to Dismiss Amended Complaint,
” filed by counsel on August 30, 2019. (Doc. # 11). On
September 14, 2019, Plaintiff BOKF filed its “Response
in Opposition to Defendant TG Frost Companies, Inc.'s
Motion to Dismiss Amended Complaint and Memorandum of Law in
Support.” (Doc. # 16). After reviewing the motion,
response, court file, and the record, the Court finds as
about March 17, 2016, Datum Technologies, TG Frost, and BOKF
entered into an escrow agreement, where BOKF agreed to serve
as the escrow agent of a $400, 000 fund. TG Frost entered
into a Subordination Agreement with Datum Technologies, as
borrower, and non-party Opus Bank, as Senior Creditor, where
Datum Technologies agreed to issue promissory notes to TG
Frost for $2, 000, 000 and to Opus Bank for the original
principal amount of $6, 700, 000, and TG Frost agreed to
subordinate the payment and performance of the subordinate
debts held by TG Frost and senior debt of Opus Bank. On
December 26, 2018, Opus Bank assigned its interest in the
Subordination Agreement to QF Holdings.
before June 17, 2019, a senior default occurred on the note
held by QF Holdings, and QF Holdings issued a Blockage Notice
to TG Frost in accordance with terms of the Subordination
Agreement. On or about June 17, 2019, TG Frost and Datum
executed Joint Instructions to BOKF, requesting that BOKF
release the Escrow Fund. On June 24, 2019, QF Holdings issued
a written demand to BOKF, citing the Blockage Notice in the
Subordination Agreement and demanding that BOKF maintain the
31, 2019, BOKF filed its “Amended Complaint for
Interpleader, ” alleging that adverse and conflicting
claims made by (1) TG Frost and Datum through their Joint
Instructions, and (2) QF Holdings through its Blockage
Notice, warrant the use of statutory interpleader. TG Frost
argues in its motion to dismiss that BOKF has not set forth
sufficient facts or grounds to satisfy the requirements of
interpleader under 28 U.S.C. § 1335.
Rule of Civil Procedure 8(a) requires that a complaint
contain “a short and plain statement of the claim
showing the [plaintiff] is entitled to relief.”
Fed.R.Civ.P. 8(a). “Although Rule 8(a) does not require
‘detailed factual allegations,' it does require
‘more than labels and conclusions'; a
‘formulaic recitation of the cause of action will not
do.'” Young v. Lexington Ins. Co., No.
18-62468, 2018 WL 7572240, at *1 (S.D. Fla. Dec. 6, 2018),
report and recommendation adopted, No. 18-62468-CIV,
2019 WL 1112274 (S.D. Fla. Jan. 9, 2019) (quoting Bell
Atl. Corp. v. Twombly, 550 U.S. 544 (2007)). In order to
survive a motion to dismiss, factual allegations must be
sufficient “to state a claim for relief that is
plausible on its face.” Twombly, 550 U.S. at
deciding a Rule 12(b)(6) motion, review is generally limited
to the four corners of the complaint. Rickman v.
Precisionaire, Inc., 902 F.Supp. 232, 233 (M.D. Fla.
1995). Furthermore, when reviewing a complaint for facial
sufficiency, a court “must accept [a] [p]laintiff's
well pleaded facts as true, and construe the [c]omplaint in
the light most favorable to the [p]laintiff.”
Id. (citing Scheuer v. Rhodes, 416 U.S.
232, 236 (1974)).
argues that statutory interpleader is appropriate because
BOKF - a disinterested stakeholder - has received competing
demands from multiple parties with conflicting directions
concerning the distribution of funds held in escrow, and BOKF
reasonably fears exposure to potential litigation.
district court has original jurisdiction over a statutory
interpleader action “when two or more adverse claimants
of diverse citizenship assert claims to funds worth $500 or
more, and the plaintiff deposits the funds with the
court.” McBride v. McMillian, 679 Fed.Appx.
869, 871 (11th Cir. 2017) (quoting 28 USC § 1335).
Interpleader allows a party who holds money subject to
adverse claims to avoid “multiple liability by asking
the court to determine the asset's rightful owner.”
Id. (citing In re Mandalay Shores Co-op.,
21 F.3d 380, 383 (11th Cir. 1994)).
actions typically involve two stages: First, the district
court determines whether the requirements for statutory
interpleader have been met by determining whether a single
fund is at issue and whether adverse claimants are making
claims to the fund. Then, after interpleader has been
granted, the court must determine the respective rights of
the claimants to the fund. Wachovia Bank, N.A. v.
Tien, 534 F.Supp.2d 1267, 1284 (S.D. Fla. 2007).
the plaintiff deposits the funds, all legal obligations to
the claimants are satisfied, and the court enters a discharge
judgment on behalf of the plaintiff. McBride, 679
Fed.Appx. at 871 (internal quotations and citations omitted).
The district court may also enter a permanent injunction
restricting claimants from instituting proceedings against
the interpleader concerning funds that are the subject of the
action, in order to protect the interpleader from
“vexatious and multiple litigation.”
McBride, at 871-2; see also State Farm Fire
& Cas. v. Tashire, 386 U.S. 523, 533-34 (1967). A
stakeholder must have real and reasonable fear of exposure to
double liability or the vexation of conflicting claims
against a fund, “regardless of the merits of the
competing claims.” Metro. Life Ins. Co. v.
Bell, No. 6:14-CV-473-ORL-22, 2015 ...