Northern Laminate Sales, Inc. v. Davis

United States Court of Appeals
For the First Circuit

No. 04-1522

NORTHERN LAMINATE SALES, INC.,

Plaintiff, Appellee,

v.

LAWRENCE E. DAVIS,

Defendant, Appellant.

APPEAL FROM THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF NEW HAMPSHIRE

[Hon. James R. Muirhead, U.S. Magistrate Judge]

Before

Torruella, Circuit Judge,
Coffin, Senior Circuit Judge,
and Stahl, Senior Circuit Judge.

Paul B. Kleinman, with whom Bouchard & Kleinman, P.A., was on
brief for appellant.
Catherine R. Connors, with whom Lawrence M. Edelman and Pierce
Atwood, LLP, were on brief for appellee.

April 1, 2005
 STAHL, Senior Circuit Judge. Plaintiff-Appellee Northern

Laminate Sales, Inc. ("NLS"), a New Hampshire corporation, sued

Defendant-Appellant Lawrence E. Davis ("Davis"), a New York

resident, personally in New Hampshire for tortiously inducing NLS

to extend credit to the company of which Davis was an officer. A

jury returned a verdict in NLS' favor, awarding NLS $219,946.46 in

damages. Davis appeals, claiming that the district court did not

have jurisdiction over his person and that the jury incorrectly

calculated the amount of damages. Finding no error, we affirm.

I. BACKGROUND

A. The Parties

This case involves three corporations, the first of

which, Appellee NLS, is both incorporated and has its principal

place of business in New Hampshire. Miles Russell is the president

and owner of NLS, which is in the business of distributing laminate

components for printed circuit boards. The second corporation,

American Board Companies ("ABC"), was a manufacturer and fabricator

of printed circuit boards. ABC was incorporated in New York, and

maintained a manufacturing facility in Vestal, New York. ABC was

an affiliate (by common ownership) of the third corporation

involved, The Matco Electronics Group ("Matco"), a Delaware

corporation. Matco was an "administrative and materials

procurement corporation," the subsidiaries of which included

contract manufacturers, designers, and assemblers of printed

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circuit boards. At all relevant times, Appellant Davis, an

individual who resides in Vestal, New York, served as secretary,

treasurer, Chief Financial Officer, and Director of Matco and all

of the Matco affiliates (including ABC).

B. The Relevant Contacts

On or about January 13, 2000, NLS and Matco entered into

an agreement pursuant to which NLS furnished laminate components to

ABC. The components were shipped F.O.B. NLS' New Hampshire

facility, with invoices providing that New Hampshire law governed.

Under the terms of the agreement, NLS would transport the

components to the ABC manufacturing facility in New York, where NLS

would keep, maintain, and periodically replenish the stock of

components. ABC, on an as-needed basis, would draw its raw

materials from that stock and issue corresponding purchase orders.

NLS would then, in turn, prepare and issue invoices to ABC. The

payment terms of the agreement required that ABC issue weekly

checks to NLS in New Hampshire satisfying all invoiced charges that

were fifty-three or more days old.

1. September 14 Meeting in New York

Concerned over increasingly delinquent payments by ABC to

NLS, NLS president Miles Russell faxed a letter on September 1,

2000 to James F. Matthews, the president and sole shareholder of

Matco, ABC, and the Matco affiliates, requesting a meeting to

discuss ABC's financial condition. Russell concluded the letter by

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stating "[w]ithout such a meeting, I must inform you that I will

need to significantly alter the terms with which our two

organizations currently conduct business." Russell copied Davis on

the letter.

In response, Davis invited Russell to meet with him at

Matco's New York offices on September 14, 2000.1 Russell drove

from New Hampshire to New York to meet with Davis as arranged. At

the time of the meeting, the balance owed by ABC to NLS was

$495,685.65. During the meeting, Russell claims that Davis made

six relevant representations: (1) Matco was committed to the

support of ABC; (2) Matco would be willing to guarantee ABC's

payment of debt obligations owed to NLS; (3) the ABC payment

delinquencies were not cash flow related, but rather were

occasioned by logistical problems, including centralization of

administrative functions, understaffing in the department charged

with addressing accounts payable, and the relatively small size of

the vendor (NLS); (4) Matco and its affiliates (on a consolidated

basis) were profitable; (5) Matco and its affiliates (on a

consolidated basis) were rapidly growing; and (6) Davis, as

treasurer of Matco, would furnish NLS with consolidated financial

1
Davis stated in his deposition of September 13, 2002, that to
his knowledge, James Matthews never received Russell's letter, and
as was their practice, Davis would take care of such matters for
Matthews without Matthews' knowledge.

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statements for Matco and its affiliates within a period of a few

weeks following the meeting.

At the end of the meeting, Davis gave Russell a check in

the amount of $158,240.05, which reduced the outstanding balance

owed to NLS from $495,685.65 to $337,445.60, and as a result of

what had transpired, Russell agreed that NLS would continue to

provide ABC the laminate components pursuant to their agreement.

At trial, Russell claimed that Davis failed to disclose

during their meeting that Matco and its affiliates (including ABC):

(1) had liabilities that vastly exceeded their assets; (2) had

suffered millions of dollars in losses during the preceding three

years; (3) were in rapid financial decline; (4) had negative

working capital; (5) had almost no available cash; and (6) had, for

the preceding four months, stood in default of a fifty million

dollar line of credit that was secured by all of the companies'

assets, including their inventory, cash, receivables and equipment;

and that a Fourth Forbearance Agreement was due to expire on the

day following the September 14 meeting.2

2
During this time, Matco and its affiliates, including ABC,
operated under a series of forbearance agreements with their
lender, the National Bank of Canada. In essence, each agreement
provided that the bank would forbear from foreclosing on Matco and
its affiliates' assets in return for various commitments from
Matco, ranging from paying fees to providing additional collateral
to creating a new business plan. Each forbearance agreement had a
set termination date and provided in bold language that there was
to be no expectation that the bank had any obligation to enter into
a new forbearance agreement upon expiration of the current
agreement.

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 Unaware of this impending financial doom, after the

September 14 meeting, NLS continued to extend credit to ABC.

2. September 22 Letter from Davis to Russell

On September 22, 2000, as a follow-up to the September

14, 2000 meeting, Davis sent a letter from New York to NLS in New

Hampshire, reiterating "[his] commitment to meet [NLS's] payment

terms" and "assur[ing] [NLS] that Matco . . . stands behind this

commitment and all confirmed obligations of ABC to NLS." Davis

then concluded the letter "if there is ever a[n] issue with

payment, simply send me an e-mail . . . ."

On October 13, 2000, Matco's lender, National Bank of

Canada, notified Davis via telephone (followed up by an October 17

faxed letter) that a subsequent Forbearance Agreement would not be

renewed and that no further forbearance would take place. Davis

never notified NLS of the lender's intentions, and ABC continued to

draw raw material from NLS's stock. Then, an ABC check in the

amount of $35,835.47, payable to the order of NLS and dated October

11, 2000, was returned to NLS unpaid with a "return to maker" stamp

dated October 23, 2000.

3. The E-mails

On October 31, 2000, Russell took Davis up on his

invitation in the September 22 letter to send him an e-mail "if

there is ever a[n] issue with payment . . . ." In the e-mail, sent

by Russell in New Hampshire to Davis in New York, Russell stated

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that: "[c]urrently, we have not seen a check in three weeks and the

last check we did receive has been returned to NLS with a 'return

to maker' marking (our agreement calls for a weekly check paying

all invoices 53 days old or older). Currently $215,717.57 is due

through next Monday, including the amount of the check that has

been returned." Russell went on to note that Davis' accounts

payable staff had indicated to him that "Matco has encountered a

problem with [its line of credit facility] and that this problem

should be cleared up by the end of the week." Russell then asked

that Davis update Russell on the "situation" and told Davis that he

had "not yet received the financial statements that [Davis] agreed

to forward following [the September 14] meeting."

On November 1, 2000, Davis responded to Russell in New

Hampshire by an e-mail sent from New York. In that e-mail, Davis

stated that "[a]bout two weeks ago, our Bank Group disallowed a

substantial receivable, which backed us into an overadvance. They

then began returning checks and to date have only allowed us to

fund payroll. We are working very hard to correct this situation."

He then stated "I assure you this situation was totally unexpected

and we are doing everything possible to protect our suppliers."

Russell testified that as a result of this e-mail, he

sent a memorandum by facsimile to Davis informing him that the

consignment stock was not to be used and that it was to be returned

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to NLS as soon as possible.3 The balance due to NLS upon

termination of the consignment relationship was $669,946.46.

Subsequent to the termination of the consignment

relationship, NLS did not receive any further payments from ABC or

Matco on the past due amount, nor any explanation for the lack of

payment from Davis. NLS attempted on numerous occasions to

telephone Davis with no success. On November 10, 2000, NLS sent an

e-mail from New Hampshire to Davis in New York, stating "[y]ou've

ignored numerous telephone calls. I would appreciate an update on

Matco's situation positive or negative."

In response, Davis e-mailed that he had not intentionally

ignored Russell's calls, and that he had "been working diligently

on solutions." He said that "[w]e have a consulting team now

involved and our focus has been on our options, including equity,

refinancing, etc. We will be presenting our cash plan to our

current bank group next week. Hopefully they will free up advances

to our vendors. Again, we are trying to do all posible [sic] to

protect our supplier/partners exposure."

C. The Proceedings

After receiving Davis' last e-mail, Russell testified

that Davis' language, for the first time, suggested that Matco and

3
Even though the facsimile memorandum terminating the
consignment relationship is dated October 30, 2000, it is stamped
as faxed on November 1, 2000. Russell testified that he neglected
to change the October 30 date from a previous correspondence.

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ABC were in serious financial trouble. In response, NLS filed suit

against Matco and ABC in Rockingham County New Hampshire Superior

Court, and Matco removed the case to the District Court of New

Hampshire. See Northern Laminate Sales, Inc. v. Matco Elecs.

Group, Inc., Civil Action No. 00-cv-573. Chief Judge Barbadoro

entered an order of judgment on February 20, 2001 in favor of NLS

in the amount of $669,946.46 plus interest in accordance with a

Stipulation for Judgment. ABC initially made installment payments

to NLS pursuant to the judgment totaling $450,000, but then stopped

making payments. On January 9, 2002, NLS commenced suit against

Matco for the balance. See Northern Laminate Sales, Inc. v. Matco

Elecs. Group, Inc., Civil Action No. 02-cv-8-JD. Matco failed to

plead or otherwise defend the suit within the time permitted by

Federal Rule of Civil Procedure 12(a)(1)(A) and a default judgment

was entered against Matco. Matco did not make any payments on the

judgment, and on February 13, 2002, several other Matco creditors

filed an involuntary bankruptcy petition against Matco and its

affiliates. In an attempt to collect the balance due from ABC, NLS

filed the instant suit against Davis personally, alleging that NLS

suffered its financial damages as a result of Davis' fraudulent

and/or negligent misrepresentations concerning the creditworthiness

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of Matco and ABC.4 Davis filed a motion to dismiss based on lack

of personal jurisdiction, which the district court denied.

NLS's case against Davis went to a jury, which found for

NLS on the fraudulent and negligent misrepresentation claims and

awarded damages in the amount of $219,946.46. This amount

represents the difference between the amount due on the account at

the time NLS stopped providing goods to ABC ($669,946.46) and the

amount collected through the prior legal proceeding against Matco

and ABC ($450,000).

Davis filed a motion for judgment notwithstanding the

verdict pursuant to Federal Rule of Civil Procedure 50(b) or in the

alternative for a new trial, pursuant to Federal Rule of Civil

Procedure Rule 59. The district court denied Davis' motion, and

Davis filed this timely appeal claiming that the district court

erred in finding jurisdiction over his person and that the jury

incorrectly calculated the amount of damages. We address each

claim in turn.

II. PERSONAL JURISDICTION

Davis contends that the district court did not have

jurisdiction over his person because the only relevant contact

between himself, a New York resident, and New Hampshire, the

4
In its complaint, NLS also alleged a violation of the New
Hampshire Consumer Protection Statute, N.H. Rev. Stat. Ann. § 358-
A. The district court granted summary judgment to Davis on this
claim, and NLS took no appeal from this ruling.

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location of the suit, was the impact of the allegedly fraudulent

misrepresentations he made during his September 14, 2000 meeting

with Russell in New York. Davis further argues that any other

contacts between himself (in New York) and Russell (in New

Hampshire) are "irrelevant" because these communications have no

"nexus" with the fraud.5 Davis also claims that although he does

not dispute the district court's choice of the prima facie method

for determining jurisdiction at the pre-trial stage, after trial,

the district court erred in not utilizing a preponderance of the

evidence standard. We review the district court's application of

the prima facie standard de novo, Foster-Miller, Inc. v. Babcock &

Wilcox Canada, 46 F.3d 138, 147 (1st Cir. 1995), and after a

discussion of the relevant New Hampshire law on personal

jurisdiction and the federal constitutional limitations on New

Hampshire's exercise of that jurisdiction, we find that the

district court correctly determined that it had personal

jurisdiction over the defendant.

5
Davis also argued below that he could not be held personally
liable for his actions as a corporate officer under the fiduciary
shield doctrine. Although Davis does not make this argument on
appeal with respect to the misrepresentations he made during the
September 14, 2000 meeting, we pause briefly to note that the
"general rule . . . is that an officer of a corporation 'is liable
for torts in which he personally participated, whether or not he
was acting within the scope of his authority.'" Escude Cruz v.
Ortho Pharm. Corp., 619 F.2d 902, 907 (1st Cir. 1980). Here, as
Davis personally participated in the alleged tortious activity, he
is not protected by the fiduciary shield doctrine.

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A. Method of Determining Personal Jurisdiction

A district court, faced with a motion to dismiss for lack

of personal jurisdiction, Fed. R. Civ. P. 12(b)(2), "may choose

from among several methods for determining whether the plaintiff

has met [its] burden" of proving that court's personal jurisdiction

over the defendant. Daynard v. Ness, Motley, Loadholt, Richardson

& Poole, P.A., 290 F.3d 42, 50-51 (1st Cir. 2002). The district

court here chose the most common of these methods, the prima facie

method, which "permits the district court 'to consider only whether

the plaintiff has proffered evidence that, if credited, is enough

to support findings of all facts essential to personal

jurisdiction." Foster-Miller, Inc., 46 F.3d at 145 (quoting Boit

v. Gar-Tec Prods., Inc., 967 F.2d 671, 675 (1st Cir. 1992)). As

noted above, at least with respect to the original motion to

dismiss, the parties do not object to the district court's choice

of the prima facie method.

1. Davis' Post-Trial Motion Re: Jurisdiction

After the jury returned the verdict against Davis, Davis

moved for a judgment notwithstanding the verdict, and in the

alternative, for a new trial. In this post-verdict motion, Davis

"reraise[d] and incorporate[d] his previous arguments and memoranda

setting forth his basis and argument for contesting the Court has

personal jurisdiction." Davis offered no additional argumentation,

and did not anywhere state that he was requesting the district

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court review its jurisdictional determination in light of the fact

that the jurisdictional evidence had changed as a result of

findings made at trial. The district court treated this as a

request to reconsider Davis' original motion to dismiss for lack of

personal jurisdiction, and stated that it "believe[d] the analysis

made in the order [denying Davis' motion to dismiss] was correct on

the submissions made and [it would] not reconsider it." Davis

contends on appeal that the judge's ruling during the trial for

purposes of NLS' New Hampshire consumer protection claim that the

September 22 letter was not "inextricably entwined" with the

misrepresentations made during the September 14 meeting, rendered

the letter "irrelevant" for jurisdictional purposes and thus there

are insufficient contacts to establish jurisdiction in New

Hampshire.6 Davis made no such argument below.

6
The district court, after noting Davis' argument that NLS
"could not have been injured by Davis' November 2000 e-mails
because any product that [NLS] sold to ABC after October 30, 2000
was on a C.O.D. basis . . . . [and therefore NLS] did not extend
any additional credit based on the November 2000 e-mails," did not
consider the e-mails for purposes of its jurisdictional analysis.
The district court, as we do now, found Davis' alleged fraudulent
misrepresentations during September 2000 sufficient for
jurisdictional purposes without consideration of the November 2000
e-mails. We express no opinion on whether these e-mails could have
been considered for jurisdictional purposes as evidence that Davis
"contemplated future consequences" from his actions during the
September 14, 2000 meeting and from his invitation in his September
22, 2000 letter to Russell to e-mail him "if there [was] ever a[n]
issue with payment." See Phillips Exeter Acad. v. Howard Phillips
Fund, Inc., 196 F.3d 284, 290 (1st Cir. 1999) (quoting Burger King
Corp. v. Rudzewicz, 471 U.S. 462, 479 (1985)).

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 We begin by noting that "the denial of a motion to

dismiss a complaint for a lack of jurisdiction over the defendant's

person . . . is not a final adjudication and generally is not

appealable" on an interlocutory basis. Charles Alan Wright and

Arthur R. Miller, 5B Federal Practice and Procedure § 1351 (3d ed.

2004). And, "[a] party who has unsuccessfully raised an objection

under Rule 12(b)(2) may proceed to trial on the merits without

waiving the ability to renew the objection to the court's

jurisdiction." Id. Thus, it is generally the case that where

there has been an unsuccessful challenge to personal jurisdiction

in a pre-trial motion, the losing party must wait until final

judgment is entered before appealing the denial of the dismissal.

See id.

When a party makes a motion post-trial re-alleging a lack

of personal jurisdiction, the party may request, or the judge may

determine on his own, to make the jurisdictional inquiry in light

of the facts that were revealed at trial using a preponderance of

the evidence standard. And, as we stated in Boit:

Any standard the trial court applies, other than the
prima facie standard, will to some extent involve
weighing evidence to make findings (either under a
preponderance or under a likelihood standard), exercising
discretion, or both. Review of any findings or
discretionary determination will be deferential rather
than de novo. Of course, review of the district court's
legal conclusion as to whether the findings support
personal jurisdiction will be nondeferential.

967 F.2d at 678.

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 However, where, as here, the party simply requests the

judge to revisit the judge's initial ruling on the pre-trial motion

to dismiss for lack of personal jurisdiction, and makes no argument

to the judge why the jurisdictional facts have changed as a result

of the trial, the judge is not required to advance such argument

for the moving party. The district court here treated Davis'

perfunctory request to revisit the pre-trial motion as a motion for

reconsideration and we find no error in that decision.

Furthermore, it is not clear from the record that the district

judge's ruling on the September 22 letter for purposes of the

consumer protection claim had any bearing on the consideration of

that letter for jurisdictional purposes. Therefore, in evaluating

the district court's reasoning on the original motion to dismiss,

we accept the court's choice of the prima facie method. See

Daynard, 290 F.3d at 51.

2. The Prima Facie Method

Under the prima facie method, the plaintiff has the

burden of making a prima facie showing of personal jurisdiction

over the defendant. Daynard, 290 F.3d at 51. In Daynard, we set

forth the relevant analysis:

We "must accept the plaintiff's (properly
documented) evidentiary proffers as true for the
purpose of determining the adequacy of the prima
facie jurisdictional showing." Foster-Miller, 46
F.3d at 145. We take these facts "as true (whether
or not disputed) and construe them in the light
most congenial to the plaintiff's jurisdictional
claim." Mass. Sch. of Law at Andover, Inc. v. Am.

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 Bar Ass'n, 142 F.3d 26, 34 (1st Cir. 1998); see
also Sawtelle v. Farrell, 70 F.3d 1381, 1385-86
(1st Cir. 1995). "We then add to the mix facts put
forward by the defendants, to the extent that they
are uncontradicted." Mass Sch. of Law, 142 F.3d at
34.

290 F.3d at 51. We now turn to the relevant law on personal

jurisdiction.

B. Background Law on Personal Jurisdiction

"In determining whether a non-resident defendant is

subject to its jurisdiction, a federal court exercising diversity

jurisdiction 'is the functional equivalent of a state court sitting

in the forum state.'" Sawtelle, 70 F.3d at 1387 (quoting

Ticketmaster-New York, Inc. v. Alioto, 26 F.3d 210, 204 (1st Cir.

1994)). "A district court may exercise authority over a defendant

by virtue of either general or specific jurisdiction." Mass. Sch.

of Law, 142 F.3d at 34. "[A] defendant who has maintained a

continuous and systematic linkage with the forum state brings

himself within the general jurisdiction of that state's courts in

respect to all matters, even those that are unrelated to the

defendant's contacts with the forum." Phillips Exeter Acad. v.

Howard Phillips Fund, Inc., 196 F.3d 284, 288 (1st Cir. 1999).

Here, there is no claim that Davis engaged in "continuous and

systematic" conduct with New Hampshire such that he is subject to

the general jurisdiction of the New Hampshire courts.

In the absence of general jurisdiction, "a court still

may hear a particular case if that case relates sufficiently to, or

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arises from, a significant subset of contacts between the defendant

and the forum." Id. This latter form of jurisdiction is referred

to as "in personam" or "specific" jurisdiction. To establish in

personam jurisdiction, NLS must show that the New Hampshire long-

arm statute grants jurisdiction, and if it does, that the exercise

of jurisdiction under the statute is consistent with the

requirements of the Federal Constitution. See Daynard, 290 F.3d at

52.

1. The New Hampshire Long Arm Statute

The New Hampshire long arm statute, N.H. Rev. Stat. Ann.

510:4(I), permits the exercise of personal jurisdiction over a

nonresident defendant who, among other things, "commits a tortious

act within this state." The New Hampshire Supreme Court has

interpreted the New Hampshire long-arm statute as affording

jurisdiction over foreign defendants "to the full extent that the

statutory language and due process will allow." Sawtelle, 70 F.3d

at 1388 (quoting Phelps v. Kingston, 536 A.2d 740, 742 (N.H.

1987)). And, even though Davis alleges that he did not commit any

of the allegedly tortious conduct within New Hampshire's borders,

"[i]t is settled New Hampshire law that a party commits, for

jurisdictional purposes, a tortious act within the state when

injury occurs in New Hampshire even if the injury is the result of

acts outside the state." Hugel v. McNell, 886 F.2d 1, 3 (1st Cir.

1989). Thus, having satisfied the requirements of the New

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Hampshire long-arm statute, our inquiry now turns to the question

of whether the exercise of jurisdiction over Davis in New Hampshire

violates the Federal Constitution.

2. The Federal Constitution

The Due Process Clause of the Fourteenth Amendment to the

United States Constitution "protects an individual's liberty

interest in not being subject to the binding judgments of a forum

with which he has established no meaningful 'contacts, ties, or

relations.'" Burger King Corp. v. Rudzewicz, 471 U.S. 462, 471-72

(1985) (quoting Int'l Shoe Co. v. Washington, 326 U.S. 310, 319

(1945)). "[D]ue process requires only that in order to subject a

defendant to a judgment in personam, if he be not present within

the territory of the forum, he have certain minimum contacts with

it such that the maintenance of the suit does not offend

'traditional notions of fair play and substantial justice.'" Int'l

Shoe Co., 326 U.S. at 316 (quoting Milliken v. Meyer, 311 U.S. 457,

463 (1940)). This circuit divides this minimum contacts analysis

into three inquiries: relatedness, purposeful availment, and

reasonableness. See Daynard, 290 F.3d at 60.

a. Relatedness

To satisfy the relatedness requirement, "the claim

underlying the litigation must directly arise out of, or relate to,

the defendant's forum-state activities." United Elec. Workers v.

163 Pleasant St. Corp., 960 F.2d 1080, 1089 (1st Cir. 1992). As we

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noted in Pritzker v. Yari, 42 F.3d 53, 61 (1st Cir. 1994), the

relatedness test is a "flexible, relaxed standard."

NLS' case presents two concerns with respect to

relatedness: first, did Davis engage in any forum state activity

and second, whether NLS' injuries "arise out of" or "relate to"

Davis' in-forum activities. With respect to the former issue,

Davis alleges that he did not engage in any activity in New

Hampshire. Davis points out that he met with Russell in New York,

not in New Hampshire, and that Davis "had not stepped foot in New

Hampshire for over ten years." But, a defendant need not be

physically present in the forum state to cause injury (and thus

"activity" for jurisdictional purposes) in the forum state. See,

e.g., Calder v. Jones, 465 U.S. 783, 789 (1984) (finding

jurisdiction over petitioners proper in California based on the

"effects" of their Florida conduct in California).

Having satisfied the threshold question of whether NLS'

injury in New Hampshire incurred as a result of Davis' alleged

tortious activity in New York could provide the basis for

jurisdiction in New Hampshire, the second concern, that NLS'

injuries relate to that activity, is easily satisfied. NLS would

not have extended further credit to ABC but for Davis'

misrepresentations during the September 14, 2000 meeting, and NLS'

injury is a direct result of this extension of credit.

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b. Purposeful availment

To satisfy the second requirement, "the defendant's in-

state contacts must represent a purposeful availment of the

privilege of conducting activities in the forum state, thereby

invoking the benefits and protections of that state's laws and

making the defendant's involuntary presence before the state's

courts foreseeable." United Elec. Workers, 960 F.2d at 1089. The

focus in this second requirement is on "voluntariness and

foreseeability." Sawtelle, 70 F.3d at 1391. Here, even though it

was Russell who requested a meeting with James F. Matthews, the

president and sole shareholder of Matco, ABC, and the other Matco

affiliates, it was Davis who contacted Russell and invited Russell

to meet with Davis in New York. And Davis, knowing full well that

his statements would induce NLS' reliance, made misrepresentations

in the face of the knowledge that his statements would likely cause

financial injury to NLS in New Hampshire. We find this sufficient

to make it foreseeable to Davis that he might be held accountable

for his misrepresentations in a New Hampshire forum. See Hugel,

886 F.2d at 4 ("The knowledge that the major impact of the injury

would be felt in the forum State constitutes a purposeful contact

or substantial connection whereby the intentional tortfeasor could

reasonably expect to be haled into the forum State's courts to

defend his actions.").

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c. Reasonableness

Lastly, the third requirement is that the exercise of

jurisdiction must be reasonable, United Elec. Workers, 960 F.2d at

1089, and to guide us in the evaluation of reasonableness, the

Supreme Court has provided a set of "gestalt factors" to consider,

see World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 292

(1980). These gestalt factors include: the defendant's burden of

appearing; the forum State's interest in adjudicating the dispute;

the plaintiff's interest in obtaining convenient and effective

relief; the interstate judicial system's interest in obtaining the

most efficient resolution of the controversy; and the shared

interest of the several States in furthering fundamental

substantive social policies. Burger King Corp., 471 U.S. at 477.

The factors favoring litigating this dispute in New Hampshire

include New Hampshire's interest in redressing harms against its

citizens, NLS' interest in obtaining convenient and effective

relief from a court in its own state, and that the efficient

administration of justice would be served given the district

court's familiarity with New Hampshire law that governs the

dispute. The only possible gestalt factor that could turn in

Davis' favor is the defendant's burden of appearing, and Davis

presents no argument why the burden of defending a suit in New

Hampshire from New York outweighs the factors favoring New

Hampshire. See Pritzker, 42 F.3d at 64 ("[I]nsofar as staging a

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defense in a foreign jurisdiction is almost always inconvenient

and/or costly, we think this factor is only meaningful where a

party can demonstrate some kind of special or unusual burden.").

Therefore, the district court correctly determined that

subjecting Davis to the jurisdiction of the courts of New Hampshire

would not violate the Federal Constitution.

III. DAMAGES

We next turn to Davis' second contention on appeal--that

the jury miscalculated its award of damages, and thus the district

judge incorrectly denied his motion for a judgment notwithstanding

the verdict or in the alternative for a new trial.

We review the denial of Davis' motion for judgment

notwithstanding the verdict under Federal Rule of Civil Procedure

50(b) de novo. See Rodowicz v. Mass. Mut. Life Ins. Co., 279 F.3d

36, 41 (1st Cir. 2002). "Our review is weighted toward

preservation of the jury verdict; we must affirm unless the

evidence was so strongly and overwhelmingly inconsistent with the

verdicts that no reasonable jury could have returned them." Id. at

41-42 (internal quotation and alteration omitted). We must affirm

"unless the evidence, together with all reasonable inferences in

favor of the verdict, could lead a reasonable person to only one

conclusion, namely, that the moving party was entitled to

judgment." Sheils Title Co. v. Commonwealth Land Title Ins. Co.,

184 F.3d 10, 19 (1st Cir. 1999).

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 We review a denial of a motion for a new trial under an

abuse of discretion standard, and "there is no abuse of discretion

unless the verdict was so clearly against the weight of the

evidence as to amount to a manifest miscarriage of justice." Id.

(quotation omitted).

In his post-trial motion, Davis alleged that NLS failed

to prove legally sustainable damages and that the amount awarded to

NLS by the jury did not equate to the damages proximately caused by

Davis' misrepresentations. The district court, in denying Davis'

motion, determined that:

There was evidence and inferences from which the jury
could reasonably conclude that plaintiff extended its
credit to the sum of $669,946.46 because of [Davis']
misrepresentations. Defendant provided representations
that his employer's companies were profitable, in a good
financial position. He withheld the overall
unprofitability of the companies, the numerous and
extensive defaults on credit agreements, the negative
working capital and the severe cash crunch. There was
ample evidence from which a reasonable jury could find
that Mr. Davis' misrepresentations caused plaintiff to
extend substantial additional credit which, after the
deduction of the $450,000 paid on a prior corporate
settlement resulted in the loss found by the jury. The
plaintiff's verdict in this regard is supported by the
weight of the credible evidence.

On appeal, Davis makes essentially the same arguments.

Principally, Davis claims that the base number in calculating NLS'

pecuniary loss as a result of Davis' misrepresentation should be

the amount owed by ABC to NLS at the time Davis made the

misrepresentation (i.e., $495,685.65). Davis' reasoning is that

NLS presented no evidence that if the consignment arrangement had

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terminated on September 14, 2000, NLS would have been successful in

collecting that whole amount from ABC. We find it reasonable,

however, for the jury to infer from the facts presented at trial

that NLS would have been successful: Russell testified that if

Davis had told the truth at the September 14 meeting, he would have

"cut and run"; that is, he would have stopped extending credit to

ABC, pulled his consignment stock out of the ABC facility, and

would have taken measures to collect on ABC's debt. See Brown-

Wales, Co. v. Barber, 184 A. 855, 859 (N.H. 1936) (finding

plaintiff's statement that he would have "shut [the defaulting

company] off entirely" and that he would have "closed the account"

but for the defendant's misrepresentation justified the court's

finding that the plaintiff, had it known the true facts, would not

only have ceased to extend further credit after that time, but also

would have made some attempt to collect the debts then due).

Moreover, it was also reasonable for the jury to infer that NLS

would have been successful in recovering the whole $495,685.65 from

the fact that NLS was later successful in collecting $450,000 prior

to Matco's involuntary bankruptcy, that ABC and Matco were in

business for some time after the September 14, 2000 meeting, and

that ABC made substantial payments to NLS for COD goods during that

time. See id. (finding that it may be inferred that the

plaintiff's collection efforts would have resulted in complete

success from the fact that the defaulting company was paying its

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debts at the time the defendant made its misrepresentations and

that the company continued in business for a year later, making

substantial payments to the plaintiff during that time).

We find the jury's calculation of damages to be supported

by the evidence.

IV. CONCLUSION

For the reasons stated above, the decision of the

district court is AFFIRMED.

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