HEADFIRST BASEBALL LLC, et al., Plaintiffs, v. Robert ELWOOD and Stacey Elwood, Defendants. Robert Elwood, Counterclaim Plaintiff, v. Brendan V. Sullivan III and Headfirst Professional Sports Camps LLC, Counterclaim Defendants. Headfirst Professional Sports, Camps LLC, Counterclaim Plaintiff, v. Robert Elwood, Counterclaim Defendant.
Civil Action No. 13-536 (RBW)
United States District Court, District of Columbia.
Signed March 07, 2016
236
For the foregoing reasons, the plaintiff‘s Application for Temporary Restraining Order, ECF No. 2, is granted. Accordingly, the defendants are preliminarily enjoined from subjecting the plaintiff to any non-standard or discriminatory testing for his helmet and gas mask during the pendency of the litigation.
The parties are directed to confer and jointly submit, by 5:00 p.m. on March 4, 2016, a proposed briefing schedule to govern further proceedings in this case.
An appropriate Order accompanies this Memorandum Opinion.
Caroline Petro Gately, James Douglas Baldridge, Moxila A. Upadhyaya, Benjamin E. Horowitz, Venable LLP, Washington, DC, for Defendants.
REGGIE B. WALTON, United States District Judge
Four motions are currently pending before the Court: (1) Brendan V. Sullivan III‘s Motion for Summary Judgment on Counts Three, Four, and Six of Robert Elwood‘s Amended Counterclaim (“P‘ship Summ. J. Mot.“); (2) the Motion to Bifurcate and Try First Partnership Claim and Memorandum in Support (“Bifurcation Mot.“); (3) Brendan V. Sullivan III‘s Motion for Summary Judgment on Count Five, and Sullivan and Headfirst Professional Sports Camps LLC‘s Joint Motion for Partial Summary Judgment on Counts One and Two, of Robert Elwood‘s Amended Counterclaim (“Estoppel/Buyout Summ. J. Mot.“); and (4) Stacey Elwood‘s Motion for Summary Judgment as to Count I of the Second Amended Complaint and Memorandum in Support (“Conversion Summ. J. Mot.“). After careful consideration of the parties’ submissions,1 as well as the parties’ oral arguments at the January 27, 2016 hearing, and for the reasons that follow, the Court concludes that it must deny summary judgment on the issue of partnership vel non, grant in part and deny in part the motion to bifurcate the trial, grant summary judgment in favor of plaintiff Brendan V. Sullivan III on defendant Robert Elwood‘s promissory estoppel counterclaim, grant partial summary judgment in favor of plaintiffs Brendan V. Sullivan III and Headfirst Professional Sports Camps LLC on defendant Robert Elwood‘s counterclaims to the extent that the counterclaims seek a compelled buyout of defendant Robert Elwood‘s interests in any Headfirst entity as a remedy, and grant summary judgment in favor of defendant Stacey Elwood on plaintiffs’ Headfirst Baseball LLC and Headfirst Camps LLC‘s conversion claim.
A. The Various Headfirst Limited Liability Companies (“Headfirst LLCs“)
1. Headfirst Baseball LLC
Plaintiff Brendan V. Sullivan III (“Sullivan“) assisted in the formation of Headfirst Baseball LLC (“Headfirst Baseball“) under the laws of the District of Columbia in 1997. P‘ship Opp‘n, Defendant Robert Elwood‘s Statement of Material Facts in Response to Brendan V. Sullivan‘s Statement of Material Facts in Support of His Motion for Summary Judgment on Counts Three, Four, and Six of Robert Elwood‘s Amended Counterclaim (“P‘ship Opp‘n Facts“) ¶ 2; see also id. ¶ 3. At that time, plaintiff Sullivan and non-party Sean Flikke (“Flikke“) were the only members of Headfirst Baseball and each owned 50% of the company. Id. ¶ 4. In 2001, non-party Flikke transferred his interest in Headfirst Baseball to non-party Ted Sullivan, the brother of plaintiff Sullivan. Id. ¶ 7.
2. Headfirst Professional Sports Camps LLC
In July 2010, Red Sox Camps LLC was organized under the laws of the District of Columbia. See id. ¶¶ 18-20. Plaintiff Sullivan and defendant Robert Elwood2 “were each 50% owners” of this LLC. Id. ¶ 20. “In February 2012, Red Sox Camps LLC changed its name to Headfirst Professional Sports Camps LLC [(‘Headfirst Professional Sports Camps‘)].” Id. ¶ 21.
3. Headfirst Camps LLC
Headfirst Camps LLC (“Headfirst Camps“) was established in January 2012 under the laws of the District of Columbia. Id. ¶ 26. Plaintiff Sullivan and his brother Ted Sullivan each own a 50% interest in the company. See id. ¶¶ 37-38.
B. The Parties’ Dispute
Plaintiffs Sullivan, Headfirst Baseball, and Headfirst Camps commenced this action, alleging that Headfirst Baseball and Headfirst Camps terminated their relationship with defendant Robert Elwood after the plaintiffs discovered that he had allegedly misappropriated hundreds of thousands of dollars from Headfirst Baseball and Headfirst Camps over several years, using the money for non-business purposes, i.e., personal expenditures, and that defendant Stacey Elwood was complicit in this conduct. See Headfirst Baseball LLC v. Elwood, 999 F. Supp. 2d 199, 203-04 (D.D.C. 2013); see also Second Am. Compl. ¶¶ 1-2, 15. Defendant Robert Elwood insists that the non-business expenditures were permitted because he and plaintiff Sullivan allegedly formed an “overarching” Headfirst partnership, which authorized, inter alia, the use of Headfirst Baseball and Headfirst Camps funds for such expenditures. P‘ship Opp‘n at 6, 7.
Defendant Robert Elwood has filed several counterclaims against plaintiff Sullivan, generally seeking a declaration of the existence of the alleged Headfirst partnership, see Elwood Countercl. I ¶¶ 110-17 (count three); see also id. ¶¶ 122-28 (alleging, in count five, that he detrimentally relied upon repeated promises from plaintiff Sullivan that they were equal partners in the Headfirst partnership), as well as damages resulting from being ousted from the alleged partnership, see id. ¶¶ 118-21 (requesting, in count four, a full accounting and compelled buyout of the partnership if
II. STANDARD OF REVIEW
Before granting a motion for summary judgment pursuant to
On a motion for summary judgment, “[t]he evidence of the non-movant is to be believed, and all justifiable inferences are to be drawn in his favor.” Anderson, 477 U.S. at 255. “Credibility determinations, the weighing of the evidence, and the drawing of legitimate inferences from the facts are jury functions, not those of a judge ... ruling on a motion for summary judgment ....” Id. The movant has the burden of demonstrating the absence of a genuine issue of material fact and that the non-moving party “fail[ed] to make a showing sufficient to establish the existence of an element essential to that party‘s case, and on which that party will bear the burden of proof at trial.” Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986).
In responding to a summary judgment motion, the non-moving party “must do more than simply show that there is some metaphysical doubt as to the material facts.” Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586 (1986). Accordingly, the non-moving party must not rely on “mere allegations or denials ... but must set forth specific facts showing that there [are] genuine issue[s] for trial.” Anderson, 477 U.S. at 248 (quoting First Nat‘l Bank of Ariz. v. Cities Serv. Co., 391 U.S. 253, 288 (1968)). “The mere existence of a scintilla of evidence in support of the [non-moving party‘s] position [is] insufficient” to withstand a motion for summary judgment, but “there must be [some] evidence on which the jury could reasonably find for the [non-movant].” Id. at 252.
III. ANALYSIS
A. Summary Judgment On Counts Three, Four, And Six Of Defendant Robert Elwood‘s Amended Counterclaim
Defendant Robert Elwood‘s third, fourth, and sixth counterclaims are only viable if his alleged, overarching Headfirst
Under District of Columbia law, a partnership exists where there is an “association of [two] or more persons to carry on as co-owners of a business for profit ... whether or not the persons intend to form a partnership.”4
The test for the existence of a partnership is an objective one. Beckman, 579 A.2d at 627 (the objective question is whether the parties intended “to do the acts that in law constitute [a] partnership” (quoting A. Bromberg & L. Ribstein, Bromberg and Ribstein on Partnership § 2.05(c), at 2:36 (1988) (“Bromberg & Ribstein“))). “In general, the courts, in determining objective partnership intent, look for the presence or absence of the attributes of co-ownership, including profit and loss sharing, control, and capital contributions.” Id. (quoting Bromberg & Ribstein); see also id. (“The customary attributes of partnership such as profit and loss sharing and joint control of decisionmaking are necessary guidepoints of inquiry, but none is conclusive.“). And where there is “ambiguity” as to whether a partnership exists between two or more persons, “the court must resort to inferences from extrinsic evidence of the parties’ conduct and course of dealings to determine their legal relationship inter se.” Id. at 630. “In these circumstances,” a party denying the existence of a partnership “bears a heavy burden of justification” in convincing a court that “the issue of partnership vel non could be resolved as a matter of law ....” Id.
Here, plaintiff Sullivan has not met his “heavy burden” of demonstrating that “the issue of partnership vel non [can] be resolved as a matter of law ....” Id. In considering the evidence before the Court and drawing all justifiable inferences in the light most favorable to defendant Robert Elwood, as the Court must on a motion for summary judgment, the Court concludes that a reasonable jury could find that a partnership existed between plaintiff Sullivan and defendant Robert Elwood,
According to defendant Robert Elwood, he and plaintiff Sullivan formed an “overarching” Headfirst partnership no later than 2001, P‘ship Opp‘n at 6-7, see also P‘ship Opp‘n, Exhibit (“Ex.“) 3 (Deposition of Brendan Vincent Sullivan, III (“Sullivan Dep.“)) at 133:2-7 (“Headfirst Baseball and Headfirst Professional Sports Camps are two separate companies. There are resources that are indeed shared between the two of them. They both occupy the same headquarters, [and] there are full-time employees that do work for both companies.” (emphasis added)); P‘ship Opp‘n, Ex. 5 (January 2012 Email from Plaintiff Sullivan to Defendant Robert Elwood (“January 2012 Sullivan Email“) at Elwood 273632 (“I[,] of course[,] agree that you and I have built this company together[-]no one ... disputes this for a second or tries to allocate credit anywhere or to anyone else.“); P‘ship Opp‘n, Ex. 28 (February 2007 Email from Plaintiff Sullivan to a Non-Party (“February 2007 Sullivan Email“)) at HF-0147580 (copying “partner Rob Elwood” on email), whose business objective was apparently to grow and expand the operations of Headfirst Baseball through, inter alia, contributions from defendant Robert Elwood, see, e.g., P‘ship Opp‘n Facts ¶ 9; P‘ship Opp‘n, Ex. 2 (January 2012 Email from Plaintiff Sullivan to Non-Party Brother Sullivan (“January 2012 Sullivan Email“)) at HF-0814077 (suggesting that “Headfirst” was a “fledgling company” in 2001 and thereafter became a “full-time operation“); see also P‘ship Opp‘n, Ex. 27 (December 2013 Webpage Excerpt (“2013 Webpage“)) at Elwood 275838-39 (“Rob Elwood and Brendan Sullivan started Headfirst in 1996 with the vision of providing top-notch sports and summer camp programs for kids in the Washington, DC area... In 1996, they founded Headfirst with the idea that every camper, counselor, coach[,] and family attending Headfirst would take away the lessons and experiences of having positive energy, maximizing effort, leading, learning, building self-confidence[,] and most of all[,] having fun.“); P‘ship Opp‘n, Ex. 19 (November 2012 Email from Defendant Robert Elwood to Plaintiff Sullivan (“November 2012 Defendant Robert Elwood Email“)) at HF-0839988 (“As you have clearly stated for [ten-plus] years, you and I are business partners. We treat each other as partners, we refer to each other as partners, and you constantly tell me you and I are partners.... [W]e have always been able to work together to accomplish many difficult and challenging ... feats in building this business from the ground up ....“); P‘ship Opp‘n, Ex. 42 (February 2012 Email Between Non-Parties (“February 2012 Non-Parties’ Email“)) at HF-0833781 (“Brendan and Ted Sullivan are the 50/50 owners of the membership interests of Headfirst Baseball. ... The business is now run by [plaintiff Sullivan] and a friend named Rob Elwood.“); P‘ship Opp‘n, Ex. 30 (September 2011 Email from Plaintiff Sullivan to Non-Parties (“September 2011 Sullivan Email“)) at HF-0846935 (similar); P‘ship Opp‘n, Ex. 4 (December 2004 Email from Plaintiff Sullivan to Defendant Robert Elwood (“December 2004 Sullivan Email“)) at Elwood 271404 (“I truly believe that what we have created with Headfirst and will continue to build over the next many years has the potential to have an enormous, irreplaceable impact on our community.... As we build this, there is of course going to be some butting heads and the like ... 2004 saw more of this than ever before, but I have never ... take[n] your ‘stubborn persistence’ ... as anything other than your desire to make me and Headfirst better[-]and get us closer to our goals (of changing the entire youth sports landscape in the capital of the entire world ... I have a tremendous amount of respect for your business acumen and instincts[—]and recognize that they are invaluable to what [we have] created.“).
The evidentiary record compiled thus far is not without indicia of an overarching Headfirst partnership. See Beckman, 579 A.2d at 627 (“profit and loss sharing and joint control of decisionmaking are necessary guidepoints of inquiry“); see also P‘ship Opp‘n, Ex. 2 (January 2012 Sullivan Email) at HF-0814077 (suggesting that “Headfirst” was a “fledgling company” in 2001 and after the creation of the alleged Headfirst partnership became a “full-time operation“).
B. Bifurcation Of The Trial
Defendant Robert Elwood urges the Court to bifurcate the trial in a manner that will allow the parties to have the partnership issue resolved before any other issue in this case is addressed, such as the plaintiffs’ conversion claim. See Bifurcation Mot. at 1. He contends that without bifurcation, a jury will become “distract[e]d” by the plaintiffs’ attempt to prove his alleged improper use of Headfirst funds, which is irrelevant to the partnership issue. See id. at 22. The Court rejects this concern because introduction of this evidence will be a permissible component of the plaintiffs’ efforts to defeat defendant Robert Elwood‘s partnership theory.
Under
C. Summary Judgment On Count Five Of Defendant Robert Elwood‘s Amended Counterclaim
Defendant Robert Elwood contends in count five of his amended counterclaim that plaintiff Sullivan is estopped from denying the existence of the overarching Headfirst partnership because plaintiff Sullivan “repeatedly and expressly promised, stated[,] and assured [defendant Robert] Elwood that he was a [fifty percent] partner in and owner of [the] Headfirst [partnership].” Elwood Countercl. I ¶¶ 122-24. However, as a matter of law, there is no sufficiently definite promise on which this count can survive.
“[T]o find a party liable on a theory of promissory estoppel, there must be evidence of a promise, the promise must reasonably induce reliance upon it, and the promise must be relied upon to the detriment of the promisee.” Simard v. Resolution Trust Corp., 639 A.2d 540, 552 (D.C. 1994) (citing Bender v. Design Store Corp., 404 A.2d 194, 196 (D.C. 1979)). “[A]
Here, defendant Robert Elwood‘s own words undermine his promissory estoppel claim, which prevent the claim from surviving summary judgment. See Bender, 404 A.2d at 196. This result is demanded because there is no evidence of a clear promise.9 See In re U.S. Office Prods., 251 F. Supp. 2d at 71-73 (dismissing promissory estoppel claim where alleged promise was “indefinite” because conduct of promisors indicated that they “did not intend to be bound” by the promise). In defendant Robert Elwood‘s declaration, he claims that he and plaintiff Sullivan “agreed to associate together to carry on as co-owners for profit a business called Headfirst” in 2001. P‘ship Opp‘n, Ex. 49 (Declaration of Robert Elwood (“Elwood Decl.“)) at 1. However, missing from his declaration is any mention as to what precisely constituted the “business” that would be owned by the partnership or the partnership‘s business objective, let alone that the partnership would carry out its business through the use of various LLCs. See Dolan v. McQuaide, 215 Md. App. 24, 79 A.3d 394, 399-401 (Md. Ct. Spec. App. 2013) (affirming dismissal of promissory estoppel claim, where plaintiff sought a partnership interest in business, because circumstances surrounding the alleged promise were too vague to enforce), cert. denied, 439 Md. 331, 96 A.3d 145 (2014)10; cf. Simard, 639 A.2d at 552-53
Moreover, defendant Robert Elwood‘s communications with plaintiff Sullivan throughout the relevant time frame, which appear in other exhibits attached to his various summary judgment submissions, make clear that plaintiff Sullivan, at most, promised him that they would enter into a partnership arrangement only if it was reduced to writing. See Estoppel/Buyout Opp‘n, Ex. 1 (January 2012 Email from Defendant Robert Elwood to Plaintiff Sullivan (“January 2012 Robert Elwood Email“)) at HF-0242239 (“I hope you understand Brendan, but the more I think about all of this the more upset I get that we are now in 2012 (what has been [an] [eight-plus] year conversation) and this is still not settled. I am sorry to communicate this over email, but when I requested us to have this settled back in September 2011, I held back from bugging you[,] trusting it would happen.... I have absolutely no security whatsoever. I have poured my heart into this company since 1999[,] and on paper[,] the empire I have helped build to date is legally worthless. I [do not] know too many people who would have been this patient with all this ....” (emphasis added)); Estoppel/Buyout Opp‘n, Ex. 5 (January 2012 Email from Defendant Robert Elwood to Plaintiff Sullivan (“January 2012 Robert Elwood Email“)) at Elwood 273632 (“I just want to see closure immediately so I can personally focus on the business at hand. ... I have been patiently waiting. The details have been there for [ten] years and not one thing has changed. ... The fact that it had been taking this long only suggests that there are major concerns/challenges that are bei[n]g kept from me. ... I would really like to add into that paperwork my legal interest in the company I built with you ....” (emphasis added)); Estoppel/Buyout Mot., Ex. 24 (October 2007 Robert Elwood Email) at HF-0911919 (“I know that you are trying to figure out the best way to execute a document[] to get all of this done.... Brendan, I am simply trying to ... provide security for my soon to be family .... The security comes with the fact that if anything were to ever happen to me, ... my family [and I] would be protected with an ownership stake of my involvement with you and Headfirst.” (emphasis added)); see also Estoppel/Buyout Opp‘n, Ex. 2 (February 2012 Email from Non-Party Sullivan to Plaintiff Sullivan (“February 2012 Non-Party Sullivan Email“)) at HF-0814075 (“[Defendant Robert Elwood] has acted carelessly. He should have demanded equity before his first day of work (not to mention every day since). [He has] asked for it, even pestered you for it. But he never demanded it. He never said [he would] stop working if he [did not] have it. In fact, he worked his ass off even though he [did not] have it. He has been paid very well for his efforts.“). An assurance from plaintiff Sullivan that he would at some point in the future memorialize their partnership in writing is legally insufficient to carry the day. See New Econ. Capital, LLC v. New Markets Capital Grp., 881 A.2d 1087, 1097 (D.C. 2005) (affirming grant of summary judgment on promissory estoppel claim where assurances of future memorialization of agreement did not amount to promise); see also Choate, 14 F.3d at 77 (reasoning that an assurance is not a promise); Osseiran v. Int‘l Fin. Corp., 889 F. Supp. 2d 30, 35 (D.D.C. 2012) (“A promise to do something does not reasonably induce reliance where, as here, the
In sum, the alleged promise of a partnership here as the basis for estoppel is not one that “[a] promisor would expect [a] promisee to rely [upon],” In re U.S. Office Prods., 251 F. Supp. 2d at 73 (citing Bender, 404 A.2d at 196), and the inability for a reasonable jury to find a legally sufficient promise, let alone any promise that could reasonably be relied upon, dooms defendant Robert Elwood‘s promissory estoppel counterclaim. The Court will, therefore, grant summary judgment in favor of plaintiff Sullivan on count five of defendant Robert Elwood‘s amended counterclaim.
D. Partial Summary Judgment On Counts One And Two Of Defendant Robert Elwood‘s Amended Counterclaim
Defendant Robert Elwood seeks a compelled buyout of his interest in Headfirst Professional Sports Camps as a result of his expulsion from this LLC. Elwood Countercl. I ¶¶ 93-101 (count one for breach of operating agreement); id. ¶¶ 102-09 (count two for breach of
Headfirst Professional Sports Camps, however, contend that the operating agreement for the company neither “contain[s] a provision allowing for a compelled buyout” nor “list[s] removal as [a] manager [of the company] as one of the events that [would] trigger[] a ‘Buy-Sell Event,‘” Estoppel/Buyout Summ. J. Mot. at 19 (quoting Ex. 40 (Limited Liability Company Agreement of Red Sox Camps, LLC (“Headfirst Professional Sports Camps Operating Agreement“)) at 8), and that the
It is axiomatic that in a breach of contract action, “[t]he guiding principle in awarding damages is restoration of the injured party to the position he would have enjoyed if the one guilty of the breach had complied with his contract.” District of Columbia v. Jones, 442 A.2d 512, 524 (D.C. 1982) (quoting Harris v. Asco, 144 A.2d 544, 544-45 (D.C. 1958)); accord Brodie v. Jordan, 447 Mass. 866, 857 N.E.2d 1076, 1079-80 (2006) (proper remedy for freezeout of minority shareholder in closely held
Here, defendant Robert Elwood does not dispute that the operating agreement does not provide for the relief he seeks. And he has not directed the Court to any statutory or case authority that affords the Court the power or discretion to fashion the relief he seeks. The LLC Act permits a court-ordered dissolution or another appropriate remedy in certain circumstances only when a member of a LLC applies for a dissolution.
The Court finds that restoration of defendant Robert Elwood to his status as a manager of Headfirst Professional Sports Camps, as well as any profits he should have earned over the course of his absence from the company, is the relief, if any, he is entitled to receive for his alleged wrongful expulsion. And, he has not explained how such relief could not make him whole.12 Therefore, the Court will partially grant summary judgment and dismiss counts one and two of the amended counterclaim, to the extent that they seek unavailable legal remedies.
E. Summary Judgment On Count One Of The Second Amended Complaint
The plaintiffs assert a conversion claim against defendant Stacey Elwood. Second Am. Compl. ¶¶ 213-17. In support of this claim, they assert that she “possessed ... funds belonging to ... Headfirst Baseball and Headfirst Camps” and a “Headfirst Baseball ... credit card, and used those funds and that credit card to purchase personal items or services for herself and for her family.” Conversion Opp‘n at 3. Their conversion claim is legally flawed.
In the District of Columbia, a conversion claim exists if there is “an unlawful exercise of ownership, dominion, and control over the personalty of another in denial or repudiation of his right to such property.” Wash. Gas Light Co. v. Public Serv. Comm‘n of D.C., 61 A.3d 662, 675 (D.C. 2013) (quoting Baltimore v. District of Columbia, 10 A.3d 1141, 1155 (D.C. 2011)).
Here, the plaintiffs have not identified a specific fund of money that defendant Stacey Elwood converted—they only contend that funds were stolen from Headfirst Baseball and Headfirst Camps for her personal use. As a basis for a conversion claim, this contention fails as a matter of law. See McNamara, 950 F. Supp. 2d at 195 (recognizing that “fungible cash is precisely the type of fund that may not underlie a claim for conversion” and granting summary judgment on conversion claim where plaintiff could not identify the “exact funds” that went into the partnership and were misappropriated, and instead, only argued that “general partnership funds ... were misdirected” for other purposes). And the same is the case concerning the alleged unauthorized use of the Headfirst Baseball credit card. See Campbell v. Nat‘l Union Fire Ins. Co. of Pittsburgh, Pa., 130 F. Supp. 3d 236, 258-60 (D.D.C. 2015) (dismissing conversion claim and recognizing “that overcharges or unauthorized charges to a credit card cannot support a conversion claim because such allegations do not call for the return of specific money“). Therefore, summary judgment is awarded to defendant Stacey Elwood on count one of the second amended complaint.
IV. CONCLUSION
The evidentiary record with respect to the existence of an overarching Headfirst partnership is littered with ambiguities that the Court must construe in favor of defendant Robert Elwood, and thus the issue of partnership vel non cannot be resolved through summary judgment and must be submitted to a jury. See, e.g., Moore v. Hartman, 571 F.3d 62, 66 (D.C. Cir. 2009) (citing Anderson, 477 U.S. at 255). At trial, the partnership issue and all other issues concerning liability will be presented to the jury before it hears any evidence concerning damages. Accordingly, the motion for a bifurcated trial is granted in part and denied in part.
Summary judgment on several claims, however, is granted because they are premised on theories that are legally unsound—namely, there is no definite and specific promise that supports the sustainability of defendant Robert Elwood‘s promissory estoppel counterclaim, there is no authority to compel a buyout of any ownership interest that defendant Robert Elwood may have in either the Headfirst partnership, assuming it exists, or Headfirst Professional Sports Camps, and there is no specific sum of money underlying the conversion claim against defendant Stacey Elwood.
SO ORDERED this 7th day of March, 2016.13
REGGIE B. WALTON
United States District Judge