Complaint Against Dependance Platinum FL, LLC Filed by Goodman Capital Finance. (Attachments: # 1 Exhibit A, # 2 Exhibit B, # 3Exhibit C, # 4 Exhibit D, # 5Exhibit E)(Esposito, Michael) Modified on 3/30/2026 as to Docket Text
INTRODUCTION
Plaintiff sues to enforce black-letter UCC principles. Plaintiff is a senior creditor to non-party MRKT Apparel LLC. Defendant is a junior creditor. Defendant is aggressively collecting MRKT’s collateral that it pledged to both creditors, despite Plaintiff’s senior lien. Plaintiff asked Defendant to stop and Plaintiff’s Original Complaint 171118.00028/157548993v.3 return what it had collected. Defendant refused. Plaintiff now sues to stop Defendant’s collection efforts and recover the collateral Defendant has taken.
PARTIES
1Plaintiff Goodman Capital Finance is a division of Independent Bank, a Tennessee state-chartered bank with its principal place of business in Memphis, Tennessee.1 Under 28 U.S.C. § 1332, Independent Bank is therefore a citizen of the State of Tennessee.2
2Defendant Dependance Platinum FL LLC is a Florida limited liability company with its principal place of business at 9600 Koger Blvd N., Suite 236, St. Petersburg, FL 33702.
3On information and belief, none of Defendant’s members are citizens of Tennessee. Plaintiff has conducted a good faith investigation into the citizenship of Defendant’s members, including reviewing Defendant’s contracts with MRKT and Defendant’s organizational documents available with the Florida Division of 1 Unincorporated divisions, such as Goodman, “are citizens of the state of which the corporation that owns the division is a citizen.” Coghlan v. Blue Cross Blue Shield of Tex., No. CIV.A. H-12-2703, 2013 WL 150711, at *2 (S.D. Tex. Jan. 14, 2013). 2 See Wachovia Bank v. Schmidt, 546 U.S. 303, 306 (2006) (“State banks, usually chartered as corporate bodies by a particular State, ordinarily fit comfortably within this prescription” of 28 U.S.C. § 1332(c)(1)); Norman v. Wells Fargo Bank, N.A., No. 0:23-CV-60645-RS, 2023 WL 10672908, at *2 (S.D. Fla. June 23, 2023) (referring to “state-chartered banks or other corporations whose citizenship is governed by 28 U.S.C. § 1332(c)(1)”). Plaintiff’s Original Complaint 171118.00028/157548993v.3 Corporations, and has not identified any member with Tennessee citizenship.3 Plaintiff will amend its jurisdictional allegations to identify each of Defendant’s members’ citizenship once Defendant files its Fed. R. Civ. P. 7.1 disclosure statement identifying its members.4
JURISDICTION AND VENUE
4This Court has subject matter jurisdiction over this action pursuant to 28 U.S.C. § 1332(a) because there is complete diversity of citizenship between Plaintiff and Defendant and the amount in controversy exceeds $75,000, exclusive of interest and costs.
5Venue is proper in this District pursuant to 28 U.S.C. § 1391(b) because a substantial part of the events or omissions giving rise to the claims asserted herein occurred in this District, and the Defendant resides in the State of Florida, within this District. 3 See RT-destin Associates LLC v. Nexpoint Real Estate Advisors LP, No. 3:20CV5616-MCR/EMT, 2020 WL 6505014, at *2 (N.D. Fla. Nov. 5, 2020) (holding jurisdictional allegations were “facially sufficient” when plaintiff alleged “on information and belief” after “a good faith investigation”, that defendant LLC’s members were not citizens of the same state as plaintiff). 4 See Danube Logistics USA Inc. v. Lynnhurst Logistics, LLC, No. 3:25-CV-923-MMH-PDB, 2025 WL 2418471, at *2 n.3 (M.D. Fla. Aug. 21, 2025) (when plaintiff alleged jurisdiction on “information and belief,” requiring parties to file Fed. R. Civ. P. 7.1 disclosure statements to confirm citizenship rather than dismissing); Carr v. IF&P Holding Co., LLC, No. CV 22-480, 2024 WL 2207487, at *4 (E.D. La. May 16, 2024), report and recommendation adopted, No. CV 22-480, 2024 WL 3385184 (E.D. La. June 5, 2024) (“Thus, a Plaintiff may allege jurisdiction ‘on information and belief,’ after which the defendant must file a disclosure of citizenship information which enables the Plaintiff to specifically allege the jurisdictional facts.”); Fed. R. Civ. P. 7.1, 2022 amendment advisory note (recognizing that “[p]leading on information and belief is acceptable at the pleading stage” but subsequent “disclosure is necessary . . . to ensure that diversity jurisdiction exists”). Plaintiff’s Original Complaint 171118.00028/157548993v.3
FACTUAL BACKGROUND
Goodman entered into a factoring arrangement with MRKT.
6Goodman provides financing to businesses by purchasing their accounts receivable, a practice known as factoring. An account receivable is an amount owed to Goodman’s client by the client’s customer, generally documented in an invoice. After purchasing a client’s accounts receivable, Goodman typically collects payment on those accounts directly from the client’s customers, known as “Account Debtors.”
7MRKT is a Florida-based company, headquartered in Orlando.
8On April 7, 2025, Goodman and MRKT entered into a Factoring Agreement, under which Goodman agreed to purchase MRKT’s accounts receivable. A true and correct copy of the Factoring Agreement is attached hereto as Exhibit A.
9In the Factoring Agreement, MRKT granted Goodman a continuing security interest in and lien on all of MRKT’s assets, including all of MRKT’s present and future accounts receivable and their proceeds. MRKT also assigned the purchased accounts receivable, and their proceeds, to Goodman.
10The Factoring Agreement stated that Goodman could notify MRKT’s customers of the assignment to Goodman of the accounts and instruct them to pay Goodman only. Plaintiff’s Original Complaint 171118.00028/157548993v.3
11In the Factoring Agreement, MRKT agreed not to encumber any of its accounts receivable or sell any of its accounts receivable without Goodman’s prior written consent.
12Goodman paid approximately $1 million to MRKT pursuant to the Factoring Agreement. Goodman perfected its lien on MRKT’s assets, including its accounts receivable, in April 2025.
13On April 11, 2025, Goodman perfected its security interest in its collateral by filing a UCC-1 Financing Statement with the Florida Secretary of State (the “Goodman Financing Statement”). A true and correct copy of the Goodman Financing Statement is attached hereto as Exhibit B.
14The Goodman Financing Statement covers “ALL PRESENT AND
FUTURE ASSETS OF DEBTOR, WHEREVER LOCATED, TOGETHER WITH ALL PROCEEDS AND PRODUCTS THEREOF.”
15Upon perfection of its security interest, Goodman held the most senior security interest in MRKT’s assets, including all accounts receivable of
MRKT.
16When MRKT’s customers first purchased from MRKT, Goodman notified them that MRKT had assigned their accounts receivable to Goodman and directed them to remit all payments directly to Goodman.
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Public U.S. federal court record (district court docket 73108749, document 1). Source via the RECAP Archive (Free Law Project). The same record is available from PACER. Informational only — not legal advice.