United States District Court, E.D. Pennsylvania
Matthew Minielly brings this action against his former
employer Acme Cryogenics and some of its officers, alleging a
violation of the Pennsylvania Wage Payment and Collection
Act, aiding and abetting under the Pennsylvania Wage Payment
and Collection Act, a violation of the Fair Labor Standards
Act,  and common law unjust enrichment. The
defendants have filed a motion to dismiss under Rule 12(b)(6)
of the Federal Rules of Civil Procedure. Mr. Minielly has
responded. For the following reasons, I will grant the motion
to dismiss the Fair Labor Standards Act, and decline to
exercise supplemental jurisdiction over the remaining state
case arises out of the allegedly wrongful termination of Mr.
Minielly by his former employer, Acme Cryogenics, Inc., and
its various officers. The second amended complaint alleges
that Mr. Minielly began working for Acme as a Chief Financial
Officer and Vice President on July 15, 2013. The defendant
employs approximately one-hundred-twenty employees with
multiple locations in the United States, with headquarters in
Allentown, Pennsylvania. Upon his hire, Mr. Minielly invested
an equity interest of one and one quarter percent into the
corporate defendant. Mr. Minielly and the defendants agreed
upon an annual salary plus a guaranteed calculated bonus
based on productivity as a wage benefit. Mr. Minielly also
received stock interest in Acme. Mr. Minielly requested
repayment on the wage benefit as well as on the shares and
equity investment. The alleged understanding was that the
investment was to be repaid to Mr. Minielly if the
relationship between Mr. Minielly and Acme were to terminate,
that is, Acme would repurchase Mr. Minielly's stock if
the relationship ended. Acme was allegedly able to use Mr.
Minielly's equity to improve profits for the company, and
the company grew more profitable.
Minielly's job duties included: (1) financing grounds and
materials; (2) reporting on cost-generating situations
(including safety hazards); and (3) fulfilling all of his
fiduciary obligations as Vice President and Shareholder to
the organization's labor force, in addition to the
interests of the organization and its stakeholders, which
included both safety and legality of operation. Mr. Minielly
reported to Mike Brown, the then Chief Executive Officer, and
the Board of Directors, which had a total of five people at
the time, including Mr. Brown. On October 15, 2014, the Board
announced the hiring of Joel Hansen, the new Chief Executive
workers complained to Mr. Minielly about the dangerous
conditions at work, their wages, and the lack of empathy of
management. For example, their take-home pay had decreased,
yet layoffs and workload had increased. The workers also
explained that reportable incident rates had gone up due to
unsafe working conditions. Mr. Minielly wanted to mitigate
the dangerous working condition by purchasing a larger, more
secure, and more appropriately organized building for the
plant workers. He also sought to bring in new management who
would be more sympathetic to the workers, but the Board
rejected his efforts.
Minielly challenged the Defendant Board and Defendant Joel
Hansen about not reporting health and safety violations to
the appropriate authorities, about failing to purchase a new
building for the workers, and about bringing in new
management to improve safety. Mr. Minielly also caught Mr.
Hansen misrepresenting his intentions to the Board, which
resulted in ongoing harassment and assault by Mr. Hansen. Mr.
Minielly reported Mr. Hansen's actions to the Board, but
it refused to redress the issue with Mr. Hansen. Instead, Mr.
Hansen and the Board terminated Mr. Minielly, and refused to
give him his belongings, or to permit him to meet with Human
Resources. They also refused to pay him his wages due.
Minielly alleges that his actions directly benefited
Acme's overall financial picture. His investment in the
company, in the form of equity, directly benefited Acme. Mr.
Minielly had accrued and earned his non-discretionary benefit
up until his termination in November 2014. Mr. Minielly was
terminated just prior to payout on his wage benefit, which
equaled more than fifty thousand dollars as of November, and
just prior to the vesting of his stock interests in Acme. He
further alleges that he was terminated wrongfully for
complaining about unsafe working conditions created by Mr.
Hansen and the Board.
and its individual co-defendants have refused to repay and/or
compensate Mr. Minielly for any and all of the monies owed
him. Mr. Hansen and the Board, as decision-makers, allegedly
terminated Mr. Minielly for complaining about unsafe work
environments, both for the workers and for him. They refused
to compensate Mr. Minielly for his earned and owed wages in
the form of a defined annual bonus. They also allegedly
refused to return Mr. Minielly's signature stamp, which
had his hand-signed signature printed on it. Mr. Minielly
believes that this was done in an effort to misuse his
signature. Mr. Hansen and the Board, as decision-makers,
further refused to give Mr. Minielly access to his personnel
file, which was addressed only after he filed an agency
complaint against them for noncompliance with the law.
Between the loss of his equity, his shares of interest, and
his lost bonus, Mr. Minielly claims to have lost more than
three hundred fifty thousand dollars in addition to other
motion to dismiss under Rule 12(b)(6) of the Federal Rules of
Civil Procedure for failure to state a claim upon which
relief can be granted examines the sufficiency of the
complaint. Conley v. Gibson, 355 U.S. 41, 45-46
(1957). Following the Supreme Court decisions in Bell
Atlantic Corp. v. Twombly, 550 U.S. 544, 555 (2007) and
Ashcroft v. Iqbal, 556 U.S. 662, 679 (2009),
pleadings standards in federal actions have shifted from
simple notice pleading to a more heightened form of pleading,
requiring a plaintiff to plead more than the possibility of
relief to survive a motion to dismiss under Fed. R. Civ.
P.12(b)(6). Fowler v. UPMC Shadyside, 578 F.3d 203,
210-211 (3d Cir. 2009); see also Phillips v. County of
Allegheny, 515 F.3d 224, 230 (3d Cir. 2008).
when presented with a motion to dismiss for failure to state
a claim, district courts should conduct a two-part analysis.
First, the factual and legal elements of a claim should be
separated. The court must accept all of the complaint's
well-pleaded facts as true but may disregard legal
conclusions. Iqbal, 556 U.S. at 679. Second, a
district court must determine whether the facts alleged in
the complaint are sufficient to show that the plaintiff has a
“plausible claim for relief.” Id. In
other words, a complaint must do more than allege the
plaintiff's entitlement to relief. A complaint has to
“show” such an entitlement with its facts.
Id.; see also Phillips, 515 F.3d at
234-235. “Where the well-pleaded facts do not permit
the court to infer more than the mere possibility of
misconduct, the complaint has alleged - but it has not
‘show[n]' - ‘that the pleader is entitled to
relief.'” Iqbal, 556 U.S. at 679.
Federal Rule of Civil Procedure 8(a)(2), a pleading must
contain a “short and plain statement of the claim
showing that the pleader is entitled to relief.” As the
Court held in Twombly, the pleading standard Rule 8
announces does not require “detailed factual
allegations, ” but it demands more than an unadorned,
Iqbal, 556 U.S. at 678 (quoting Twombly,
550 U.S. at 555). A pleading that offers “labels and
conclusions” or “a formulaic recitation of the
elements of a cause of action will not do.”
Twombly, 550 U.S. at 555. Nor does a complaint
suffice if it tenders “naked assertion[s]” devoid
of “further factual enhancement.” Id. at