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TOTAL CARE SYS. v. COONS

August 16, 1994

TOTAL CARE SYSTEMS, INC., Plaintiff,
v.
RICHARD S. COONS, Defendant.



The opinion of the court was delivered by: J. CURTIS JOYNER

 Joyner, J.

 Before the Court is a motion to dismiss several counterclaims pursuant to Rule 12(b)(6) of the Federal Rules of Civil Procedure. Plaintiff, Total Care Systems, Inc. ("TCS"), brought this action against defendant, Richard S. Coons, in March 1994 alleging breach of contract and unfair competition. In his answer, Coons filed counterclaims alleging tortious interference and abuse of process. TCS now seeks to dismiss Coons' counterclaims. For the reasons that follow, the motion is denied with respect to the tortious interference counterclaims and granted with respect to the abuse of process counterclaim.

 Facts

 In 1970 defendant Coons founded a non-profit corporation called Adult Communities Services, Inc. ("ACTS"). ACTS owns fourteen retirement homes in Pennsylvania, Florida, and North Carolina. Since its founding Coons has been chairman of ACTS' board of directors.

 When he sold TCS, Coons became a senior management employee of that company under the terms of an employment agreement ("the agreement"). One of Coons' responsibilities under the agreement was managing TCS' obligations under its contract with ACTS. In addition to conventional employment contract provisions, Coons' agreement with TCS included a covenant not to compete, which prohibited Coons from managing, operating, or assisting with any entity that competes with TCS.

 This dispute concerns alleged breaches of Coons' employment agreement with TCS, purportedly brought about by criticisms he made about TCS' management practices. TCS alleges in its complaint, inter alia, that Coons' harsh criticisms to ACTS' board of directors and in public were contrary to TCS' interests and, therefore, in violation of Coons' employment agreement. TCS further alleges that Coons helped prepare ACTS to assume its own management and engaged in actions to terminate TCS' business with ACTS, in violation of the agreement's covenant not to compete. In addition to these alleged contractual breaches, TCS alleges that Coons breached his duties of loyalty and good faith to TCS, and that he unfairly used his position to damage ACTS' contractual relations with TCS.

 At issue here are Coons' counterclaims for interference with lawful business (Count I), interference with fiduciary duty (Count II), interference with employment relations (Count III), and abuse of process (Count IV), each of which TCS seeks to dismiss.

 Coons contends that TCS' management services have deteriorated since its acquisition by Genesis and that TCS became so disconcerted with ACTS' negative assessments of its performance that it tortiously interfered with Coons' employment, business, and fiduciary relations with ACTS. He further contends that TCS has abused the judicial process both in commencing this action and in its actions after commencing this action. Specifically, Coons argues TCS' motion for expedited discovery and its motion for a preliminary injunction were made to harass him and to divert attention from TCS' allegedly poor management practices.

 Standard of Review

 A motion to dismiss for failing to state a claim for which relief can be granted, pursuant to Rule 12(b)(6) of the Federal Rules of Civil Procedure, can be granted only when it appears that the claimant (Coons here) can prove no set of facts in support of his claim that would entitle him to relief. Labov v. Lalley, 809 F.2d 220, 221-22 (3d Cir. 1987) (citing Conley v. Gibson, 355 U.S. 41, 45-46, 78 S. Ct. 99, 101-02, 2 L. Ed. 2d 80 (1957)). In reviewing a 12(b)(6) motion, the court must accept as true all of the matters pleaded and draw all reasonable inferences in favor of the claimant. Chester County Intermediate Unit v. Pennsylvania Blue Shield, 896 F.2d 808, 809 (3d Cir. 1990). The court primarily considers the allegations in the complaint, but may consider other elements in the record including orders, memoranda, and briefs. Id. at 812; see also Pension Benefit Guar. Corp. v. White Consol. Indus., Inc., 998 F.2d 1192, 1196 (3d Cir. 1993); In re Epps, 110 Bankr. 691 (Bankr. E.D. Pa. 1990); 5A Charles A. Wright & Arthur R. Miller, Federal Practice & Procedure Civil 2d § 1357, at 299 (2d ed. 1990 & Supp. 1994). If the facts pled in the counterclaim, and the reasonable inferences therefrom, are legally insufficient then the motion may be granted. McCoy v. United States, 758 F. Supp. 299, 301 (E.D. Pa. 1991).

 Discussion

 I. Tortious Interference ...


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