Vulcan Steam Forging Co. v. A. Finkl & Sons Co.

DECISION AND ORDER I. INTRODUCTION In this action, Plaintiff Vulcan Steam Forging Co. (“Vulcan”) seeks indemnification from Defendants A. Finkl & Sons Co., Composite Forgings LLC, and Finkl Holdings LLC, (collectively, “Finkl”), for losses or costs Vulcan has suffered or may suffer resulting from the malfunction of a metal forging that Defendants forged for Vulcan. Before this Court is Defendants’ Motion to Dismiss Vulcan’s complaint for lack of subject-matter jurisdiction and failure to state a claim upon which relief can be granted, pursuant to Federal Rules of Civil Procedure 12 (b)(1) and 12 (b)(6). For the following reasons, Defendants’ motion will be granted in part and denied in part. II. BACKGROUND The following facts are taken from Vulcan’s Amended Complaint, from status reports filed by the parties, and from the amended third-party complaint filed against Vulcan in Florida, which Vulcan attached to its complaint.¹ At this stage, this Court assumes the truth of the factual allegations contained therein. See Hosp. Bldg. Co. v. Trs. of Rex Hosp., 425 U.S. 738, 740, 96 S. Ct. 1848, 48 L. Ed. 2d 338 (1976); see also Hamilton Chapter of Alpha Delta Phi, Inc. v. Hamilton Coll., 128 F.3d 59, 63 (2d Cir. 1997). Vulcan is a New York business that produces and sells specialty steel products. (Amended Complaint, Docket No. 1-3,

1, 11.) On September 22, 2015, Vulcan entered into a contract with nonparty Concepts NREC, LLC (“Concepts”), a Vermont company, promising to provide two forged pieces to Concepts (“the Forging”). (Id., 13.) Vulcan then entered into a contract with Defendants for Defendants to forge the Forging. (Id., 15.) Vulcan received the finished Forging from Defendants and delivered it to Concepts in Vermont. (Id., 16.) Concepts then used the Forging in an NOx expander wheel that it supplied to nonparty Ascend Performance Materials, LLC (“Ascend”). (Concepts’ Third-Party Complaint against Vulcan, Docket No. 1-4, 8.) The expander wheel catastrophically failed within hours of its installation, causing Ascend to suffer financial damages. (Id.,