United States District Court, N.D. Georgia, Atlanta Division
RICHARD W. STORY, District Judge.
This case comes before the Court on Defendants' Motion to Dismiss Based on Forum Non Conveniens , Defendants AWC Global and AWC Holdings' Motion to Dismiss for Lack of Personal Jurisdiction , Defendants' Motion to Dismiss for Failure to State a Claim , Defendants' Conditional Motion for Leave to Amend , and Plaintiff's Motion to Strike or Disregard Supplemental Declarations . After reviewing the record, the Court enters the following Order.
This action arises out of Defendants' alleged sales of counterfeit bottles of vintage wine to Plaintiff Julian LeCraw, Jr., and Defendants' failure to pay Plaintiff for their consignment sales of other bottles of Plaintiff's wine. Plaintiff collects fine and rare wine and has purchased numerous bottles from Defendants. (Compl., Dkt.  ¶ 13.) Defendant Stephen Williams is the founder, CEO, and managing director of the Antique Wine Company. Plaintiff names three related entities in this suit: the Antique Wine Company (Franchising) Limited, the Antique Wine Company (Holdings) Limited, and AWC Global PLC.
Defendants are based in London and operate offices in London, Hong Kong, and the Philippines, supplying fine wine through the global wine trade to private individuals, hotels, and restaurants. (Id. ¶¶ 14-15.) Defendants represent that they are the "leading fine wine merchant actively championing wine authentication." (Id. ¶ 19.) To that end, Defendants sponsor the CEBG Bordeaux Centre for Nuclear Studies in Bordeaux, France, which researches "fine wine provenance with ion beam analysis to verify the age of the glass bottles and wine contained therein." (Id.)
As summarized below, Plaintiff's allegations center around (1) Plaintiff's purchase of counterfeit wine from Defendants and (2) Defendants' consignment sales of Plaintiff's wine.
I. Plaintiff's Purchase of the Counterfeit Wine
Plaintiff began purchasing rare vintage wine from Defendants in the early 2000s. (Id. ¶ 21.) In 2006, Plaintiff purchased a 1787 Chateau d'Yquem (1787 d'Yquem) white wine for over $90, 000, apparently the most expensive white wine in the world. (Id. ¶¶ 20, 22.) Williams personally delivered the 1787 d'Yquem to Plaintiff's home in Atlanta, Georgia, flying from London to Atlanta on a private jet. (Id. ¶ 27.) Williams also provided Plaintiff with a leather notebook containing a letter signed by Williams dated February 9, 2006, which describes the history and provenance of the 1787 d'Yquem. (Id. ¶ 25.) The letter noted that in the twentieth century, one of France's most famous wine merchants owned the bottle until it was returned to Chateau d'Yquem upon his death in 1953. (Dkt. [1-1] at 2-3.) It was re-corked in 1980 by a retired staff member at the chateau, and it was re-corked again in 1994 when the head of the wine warehouse at the chateau attached an authenticity ticket to the bottle that was signed by the Count at the time and verified that "as a matter of course, the wine in this bottle was under no circumstances tasted." (Id. at 3.)
Between March and June 2006, Defendants sold Plaintiff twelve bottles of Chateau Lafite Rothschild dating from between 1784 and 1906 ("the Lafites"). (Compl., Dkt.  ¶ 29.) In January 2006, Defendants sold Plaintiff a 1908 Chateau Margaux ("1908 Margaux"), which Defendants claimed to have purchased at a castle in Austria. (Id. ¶ 30.) Plaintiff also notes that he purchased a bottle of 1847 Chateau d'Yquem ("1847 d'Yquem") after October 2007, and Defendants placed a sticker on the bottle representing that Defendants and the chateau had inspected the bottle in October 2007. (Id. ¶ 31.)
In 2013, a wine merchant visited Plaintiff's cellar to determine if he wished to purchase some of Plaintiff's bottles or offer them at auction. (Id. ¶ 32.) The merchant questioned the authenticity of the 1787 d'Yquem and other bottles, including some of the Lafites, and recommended that Plaintiff have a wine-authentication expert inspect some of the bottles in his collection. (Id. ¶ 32.)
In March 2013, Plaintiff hired Maureen Downey, a well-known wine-authentication expert from San Francisco, California, to inspect some of the bottles. (Id. ¶ 33.) Downey and her photographer spent two full days inspecting and photographing the bottles before determining that some of them were counterfeit. (Id. ¶ 35.) Downey issued a report in June 2013 opining that all of the Lafites, the 1908 Margaux, the 1847 d'Yquem, and the 1787 d'Yquem were all counterfeit. (Id. ¶ 36.) According to Downey, some labels on the bottles were printed by a computer, while other bottles had excess glue around the labels which could not have been used by the chateaux. (Id. ¶ 37.) She also observed other signs of counterfeiting in the corks, the sediment inside the bottle, the shape and color of the bottle, and the color of the wine. (Id.)
Plaintiff confronted Defendants with this evidence, but Defendants denied that the bottles were fake. (Id. ¶ 40.) To seek more definitive proof, Plaintiff had some of the wine taken to two chateaux in France from which the bottles originated. (Id.) On March 19, 2014, senior management of the Chateau d'Yquem in Sauternes, France, inspected the 1787 and 1847 d'Yquem. (Id. ¶ 41.) They concluded that the bottles were not authentic. (Id.) On March 20, 2014, senior management of the Chateau Lafite Rothschild in Pauillac, France, inspected several of the Lafite bottles. (Id. ¶ 42.) Those, too, were determined to be fake. (Id. ¶ 43.) As for the 1908 Margaux, Plaintiff decided not to transport it to France because of its large size (6 liters) and because he was confident it was counterfeit. (Id. ¶ 44.)
Plaintiff alleges, "Williams and his companies told [Plaintiff] that each of the bottles of Fake Wine was authentic and genuine, but as fine and rare wine experts who supposedly researched and guaranteed the provenance and histories of each bottle sold, they knew that all of the Fake Wine was counterfeit when they sold it to Plaintiff." (Id. ¶ 46.) Plaintiff argues that experts like Defendants would have known that numerous irregularities in corks and tags used on the Lafites meant that the bottles were not actually re-corked at the Chateau Lafite Rothschild. (Id. ¶¶ 48-51.) In addition, Defendants placed their own sticker on the 1847 d'Yquem stating they had presented the bottle to Count Alexandre Lur-Saluces of Chateau d'Yquem for inspection in October 2007. (Id. ¶ 52.) But Chateau d'Yquem has apparently confirmed that Count Lur-Saluces left the chateau in 2004 and could not have inspected the bottle in 2007. (Id.) Thus, Plaintiff argues Defendants must have known it was counterfeit.
II. Defendants' Consignment Sales of Plaintiff's Wine
Plaintiff's remaining allegations focus on an agreement between the parties for Plaintiff to consign a number of his bottles to Defendants for them to sell. Plaintiff alleges that Defendants have only paid him a fraction of the value of the consigned wine that Defendants sold. (Id. ¶ 62.) Plaintiff has demanded an inventory and accounting of the consigned wine, but so far Defendants have refused. (Id. ¶ 63.)
As discussed more fully below, Defendants argue that they entered into a written Broking Agreement with Plaintiff under which Defendants purchased $500, 000 worth of wine from Plaintiff outright and agreed to sell other bottles for a commission. Included in that agreement is a forum-selection clause under which the parties "irrevocably submit to the exclusive jurisdiction of English Courts for the determination of disputes arising under this Agreement." (Broking Agreement, Dkt. [7-14] at 3.) Furthermore, Defendants submit copies of e-mails and other evidence that they sold most of Plaintiff's consigned wine and remitted to him $658, 855. (Williams Decl., Dkt. [7-2] ¶ 54.) Plaintiff denies ever agreeing to the Broking Agreement, which he did not sign.
Plaintiff filed this action on April 17, 2014. Plaintiff's claims include breach of contract, breach of express and implied warranties, fraud, conspiracy to defraud, negligent misrepresentation, violations of both the Georgia and Federal Racketeer Influenced and Corrupt Organizations Act ("RICO"), violations of the Georgia Fair Business Practices Act, conversion, and breach of fiduciary duty.
Defendants seek dismissal based on forum non conveniens and for failure to state a claim. In addition, Defendants Antique Wine Company (Holdings) Limited and AWC Global PLC seek ...