Mylocker.com, LLC v. S&S Activewear, LLC, 2:25-cv-10160

Plaintiff MyLocker.com, LLC filed a breach of contract case against Broder Bros. Co. (now alphabroder) and S&S Activewear, LLC after an alleged failure to honor an agreement containing an arbitration clause.
MyLocker and alphabroder are already engaged in ongoing arbitration stemming from an April 9, 2024 Term Sheet.
The core dispute is whether S&S, after acquiring alphabroder, is bound by the same arbitration clause as alphabroder.
S&S is not a direct signatory to the Term Sheet; MyLocker argues S&S is a successor and therefore bound, while S&S contests successor liability and applicability of the arbitration provision.
The court granted alphabroder’s request to stay litigation and compel arbitration as to alphabroder and MyLocker.
The court held S&S’s motion to dismiss in abeyance pending limited discovery on whether S&S is bound by successor liability principles to the arbitration clause.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether litigation should be stayed and arbitration compelled for alphabroder	Both parties agree to arbitrate per Term Sheet	Agrees with Plaintiff	GRANTED stay and compel arbitration for alphabroder and MyLocker
Whether S&S can be compelled to arbitrate as a successor to alphabroder	S&S is a successor-by-merger, thus bound to arbitrate	Not a party to the Term Sheet, not bound to arbitrate	HELD IN ABEYANCE pending discovery on successor liability and applicability of arbitration
Whether public records show S&S and alphabroder are separate entities	Records are not dispositive; other successor factors matter	Separate legal entities per records	Court finds documentary evidence alone insufficient; allows discovery
Which law governs successor liability analysis (choice of law)	New York law applies due to Term Sheet	Michigan law should apply as forum state	Court defers; finds both states’ laws require factual inquiry, allows limited discovery

Ashcroft v. Iqbal, 556 U.S. 662 (pleading standards for sufficiency/ plausibility)
Bell Atl. Corp. v. Twombly, 550 U.S. 544 (requirement for more than labels/conclusions in pleadings)
First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938 (arbitrability presumed only with clear evidence parties agreed)
Craig ex rel. Craig v. Oakwood Hosp., 684 N.W.2d 296 (de facto merger elements under Michigan law)
Foster v. Cone–Blanchard Mach. Co., 597 N.W.2d 506 (corporate successor liability exceptions)
Sweatland v. Park Corp., 587 N.Y.S.2d 54 (de facto merger elements under New York law)
Cargo Partner AG v. Albatrans, Inc., 352 F.3d 41 (continuity of ownership requirement for de facto merger in NY)