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Lisa Vioni, et al v. American Capital Strategies Ltd.

September 26, 2011

LISA VIONI, ET AL., PLAINTIFFS,
v.
AMERICAN CAPITAL STRATEGIES LTD., ET AL., DEFENDANTS.



The opinion of the court was delivered by: Honorable Paul A. Crotty, United States District Judge:

USDC SDNY

DOCUMENT

ELECTRONICALLY FILED DOC #:

OPINION & ORDER

Lisa Vioni and Hedge Connection Inc. ("HCI") (collectively, "Vioni")*fn1 bring this quantum meruit action against American Capital Strategies Ltd. ("Capital"), Providence Investment Management LLC and Providence Investment Partners LLC (together, "Providence"), and Russell Jeffrey ("Jeffrey") (collectively "Defendants"). Vioni claims that she had two separate agreements with Capital and Providence, respectively, to act as a finder for new business opportunities; that she satisfied her obligations to each by introducing them to each other; but that neither Defendant compensated her for these services.

Defendants now move for summary judgment under Fed. R. Civ. P. 56. They contend that (1) Vioni's quantum meruit claim fails because the emails allegedly constituting her agreement with Defendants do not satisfy New York's Statute of Frauds; and (2) Vioni had no reasonable expectation of compensation prior to arranging the introduction. Defendants also move under 28 U.S.C. § 1927, and the Court's inherent power, to sanction Vioni's attorney, Michael Q. Carey ("Carey"), for conducting eight wasteful depositions. For the following reasons, Defendants' motions are GRANTED.

BACKGROUND

In late 2006, Robert Grunewald-Managing Director of Capital, a publicly traded investment corporation-contacted Vioni for advice in creating an asset management business, and ultimately decided to partner with a hedge fund. Vioni presented various marketing proposals to Capital, which it did not utilize; she does not assert a claim for these services.

Around the same time, Vioni contacted her longtime professional colleague, Jeffrey, who was Chief Executive Officer and Chief Investment Strategist of Providence, a small investment management company. Providence was looking for an investor in a newly formed hedge fund. Vioni gave Jeffrey advice on marketing materials and introduced him to potential investors.

In April 2007, Vioni introduced Grunewald and Jeffrey by conference call. After an initial meeting, which Vioni arranged and attended, Capital expressed interest in acquiring Providence. The two companies began negotiating a series of transactions (referred to as the "ACSL Transactions") through which Capital would acquire Providence's investments, funds, clients, and employees. Vioni claims that during the course of these negotiations, Capital (through Grunewald) and Providence (through Jeffrey) repeatedly assured her that she would be compensated for her efforts once the ACSL Transactions were finalized. According to Vioni, these assurances were made both verbally and by email.

The ACSL Transactions were completed in September 2007. Capital hired Providence's employees, including Jeffrey, whom it placed in charge of a new mortgage-backed securities investment team. Providence and Jeffrey also moved their investments, funds, and future business opportunities to Capital.

According to Vioni, despite their earlier oral and written representations that she would be compensated for her role in facilitating the ACSL Transactions, neither Defendant paid her for her work.

On March 20, 2008, Vioni commenced this lawsuit. On July 24, 2008, she filed an Amended Complaint, asserting causes of action for breach of contract, quantum meruit, and promissory estoppel. On January 23, 2009, the Court dismissed Vioni's breach of contract and promissory estoppel claims. The Court denied defendants' motion to dismiss her claims for quantum meruit. Vioni v. Am. Capital Strategies, Ltd., No. 08 Civ. 2950(PAC), 2009 WL 174937, at *5 (S.D.N.Y. Jan 23, 2009).

On September 30, 2010, Defendants moved for summary judgment on the grounds that (1) the email exchanges supporting Vioni's quantum meruit claim do not satisfy the Statute of Frauds; and (2) even if they did, there is no evidence that Vioni had a reasonable expectation of compensation at the time ...


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