Naturella USA Ltd. v. BendTec, Inc.

Background

Naturella brought two declaratory-judgment claims against BendTec. The claims concern a 2011 contract under which Technopromexport, a Russian engineering company, agreed to buy industrial high-pressure piping from BendTec, and a later assignment of related payment rights to Naturella. The opinion states that Technopromexport paid BendTec three installments totaling $25,087,500, but BendTec did not perform its contractual obligations. After Technopromexport entered receivership, its payment rights were sold at auction to Neycho Sotev, who assigned them to Naturella.

Naturella is identified as an Illinois corporation with its principal place of business in Naperville, Illinois. BendTec is identified as a Delaware corporation with its principal place of business in Duluth, Minnesota. Naturella sought declarations concerning its rights under the original contract and the later assignment.

Personal-jurisdiction ruling

BendTec moved to dismiss under Federal Rule of Civil Procedure 12(b)(2), which allows dismissal for lack of personal jurisdiction—meaning the court’s legal authority over the defendant. Because the court decided the motion without a hearing, Naturella had to make a preliminary showing supporting jurisdiction. Once BendTec submitted an affidavit disputing its Illinois contacts, Naturella also had to provide supporting evidence beyond the complaint.

The court concluded that Naturella failed to establish either form of personal jurisdiction:

- General jurisdiction: This permits a defendant to be sued in the forum for any claim, even one unrelated to the forum. The court found that BendTec was not essentially at home in Illinois. BendTec had no Illinois office, facility, property, employees, operations, direct marketing, or Illinois dealers or distributors. Before selling its operating assets in November 2021, BendTec had a generally accessible website, a sales representative covering several states including Illinois, and five contracts with Illinois companies over an eight-year period totaling $92,678, or 0.04% of its total sales. BendTec also sold products to companies outside Illinois for use in Illinois projects. The court found these contacts insufficient, particularly because BendTec had no Illinois contacts after 2021.

- Specific jurisdiction: This applies when the lawsuit arises from or relates to the defendant’s contacts with the forum. The court found no sufficient connection between BendTec, Illinois, and the dispute. The original contract involved Minnesota-manufactured piping intended for a power plant in India; it was negotiated between BendTec and Technopromexport in Minnesota and Moscow, signed in Moscow, and funded through a transfer from Moscow to BendTec in Minnesota. BendTec was not physically present in Illinois in connection with that contract. The later assignment from Sotev to Naturella did not involve BendTec. The court therefore held that BendTec did not purposefully direct activities toward Illinois and that Naturella’s alleged injury did not arise from BendTec’s Illinois-related activities.

Naturella submitted web printouts and social-media posts concerning BendTec’s alleged work on Illinois bridge projects, but the court found that the materials were not properly authenticated and did not clearly contradict BendTec’s sworn evidence. The court also noted that much of the referenced work apparently occurred years before the lawsuit was filed.

Jurisdictional discovery

Naturella requested jurisdictional discovery, meaning additional information gathering about BendTec’s contacts with Illinois. The court denied that request because Naturella had not made the required preliminary showing supporting personal jurisdiction. The court described the lack of jurisdiction as clear and concluded that further discovery would serve no purpose.

Transfer

Naturella alternatively asked the court to transfer the case to the District of Minnesota under 28 U.S.C. § 1631 if Illinois lacked jurisdiction. That statute permits transfer when the original court lacks jurisdiction and transfer would serve the interests of justice. The court granted the transfer request. It noted that BendTec did not dispute that the District of Minnesota would have personal jurisdiction over it, and that the case had been pending for nearly a year while the parties conducted discovery and discussed possible complaint amendments.

The court stated that transfer, rather than dismissal without prejudice, would allow the parties to complete discovery and continue resolving the case in Minnesota. BendTec’s argument concerning a contract provision requiring Swedish law and arbitration in Stockholm was left for the Minnesota court because BendTec had not moved to compel arbitration and the parties had not fully addressed that issue.

Disposition

The opinion states that BendTec’s motion to dismiss was granted in part, Naturella’s request for jurisdictional discovery was denied, and Naturella’s request to transfer was granted. In the concluding paragraph, the court states that the motion to dismiss is granted and directs the Clerk to transfer the matter immediately to the United States District Court for the District of Minnesota. The court did not decide the parties’ underlying contract or receivables dispute.