PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT This document is protected by the attorney work product doctrine and the attorney-client privilege. It has been prepared by Calderwood & Harkness LLP in connection with the representation of Stonefield Logistics Group Inc. and is not intended for disclosure to any third party. Any unauthorized review, use, disclosure, or distribution is strictly prohibited.
QUARTERLY DOCKET CHECK REPORT — Q3 2024
1. Purpose of Report
This is the Quarterly Docket Check Report for the third quarter of 2024, covering the period from July 1, 2024 through September 30, 2024, prepared in connection with the firm's ongoing representation of Stonefield Logistics Group Inc. ("Stonefield" or "Client") as defendant in the above-captioned action. This report has been prepared in accordance with the case dormancy monitoring protocol established in the Internal Memorandum dated April 15, 2024, authored by Patrick Gallagher, Lead Associate, which set forth the procedures for quarterly docket surveillance of matters designated as dormant or on monitoring status within the Litigation (General) practice group.
As background, the above-captioned case was placed on dormant/monitoring status in approximately mid-April 2024, following the expiration of the April 12, 2024 deadline established by the Court for Vantor Holdings Corp. ("Vantor") to retain substitute counsel. That deadline passed without the filing of any notice of appearance by new counsel on behalf of Vantor, without any filing by Vantor or its principals requesting a further extension of time, and without any other docket activity. Since that time, the case has remained inactive on the Court's docket. This report documents the results of the quarterly docket review for Q3 2024 and provides observations and recommendations for the case team's consideration.
This report is the second quarterly docket check report issued under the dormancy protocol; the first was the Q2 2024 report dated July 8, 2024, which similarly confirmed the absence of any docket activity.
2. Case Status Summary
The following is a summary of the current procedural status of the case as of the date of this report:
Current Status: Dormant. There are no pending motions before the Court. There are no active deadlines for either party. All discovery and dispositive motion deadlines previously established under the Case Management Order entered by Judge Calloway on February 17, 2023 remain stayed. The stay of those deadlines has been in effect since October 18, 2023, the date on which Judge Calloway granted the motion of Caldwell Royce & Shapiro LLP to withdraw as counsel of record for Vantor Holdings Corp. and Vantor Transport Services LLC. In the withdrawal order, the Court stayed all remaining case deadlines pending the appearance of substitute counsel for the plaintiff entities and directed that no further discovery or briefing would proceed until counsel had entered an appearance on Vantor's behalf.
Last Docket Activity: The last docket entry in the case was filed on February 12, 2024. On that date, Nikolai Vantorovich, the Chief Executive Officer and Founder of Vantor Holdings Corp., appeared pro se at the return date hearing on the Order to Show Cause issued by Judge Calloway on January 22, 2024. At the hearing, Mr. Vantorovich requested a 90-day extension of time to retain new counsel, citing ongoing difficulties in engaging litigation counsel willing to take on the matter. Judge Calloway granted a reduced extension of 60 days, setting a new deadline of April 12, 2024, for Vantor to retain substitute counsel and file a notice of appearance. The hearing was documented by a minute entry on the docket. No transcript of the hearing has been ordered or filed. No further docket activity of any kind has occurred since that date.
Time Since Last Docket Activity: As of the date of this report, October 7, 2024, approximately seven months and twenty-five days have elapsed since the last docket entry on February 12, 2024.
Prior Quarterly Report: The Q2 2024 Quarterly Docket Check Report, dated July 8, 2024, was prepared by Helen Tsao and distributed to Patrick Gallagher. That report confirmed no new filings, orders, or docket activity during the period from April 1, 2024 through June 30, 2024. The findings of the Q2 2024 report remain unchanged as of the current reporting period.
3. Docket Review — Q3 2024
Methodology.  A comprehensive review of the CM/ECF docket for Vantor Holdings Corp. v. Stonefield Logistics Group Inc., Case No. 22-cv-07841 (S.D.N.Y.), was conducted on October 7, 2024 via the Public Access to Court Electronic Records ("PACER") system. The review encompassed all docket entries from the inception of the case through the date of the review, with particular focus on whether any new entries had been added during the reporting period of July 1, 2024 through September 30, 2024. The review also included a check of the Court's general docket and case-assignment pages for any reassignment orders, related-case notices, or administrative orders that may not appear on the individual case docket. In addition, the PACER case-management page was reviewed to confirm the identity of the presiding judicial officer and to determine whether the case had been referred to any magistrate judge for any purpose during the reporting period.
Findings.  The results of the Q3 2024 docket review are as follows:
•  No new filings by any party. No documents were filed by any party — plaintiff, defendant, or any third party — during the period from July 1, 2024 through September 30, 2024. The docket reflects no motions, briefs, stipulations, letters, or other filings of any kind during this period.
•  No appearance by new counsel for Vantor. No notice of appearance has been filed by any attorney or law firm on behalf of Vantor Holdings Corp. or Vantor Transport Services LLC at any time since the withdrawal of Caldwell Royce & Shapiro LLP on October 18, 2023. This remains the case as of the date of this review.
•  No pro se filings. No pro se filings have been made by Nikolai Vantorovich or by any other individual purporting to act on behalf of Vantor Holdings Corp., Vantor Transport Services LLC, or any other plaintiff entity during the reporting period.
•  No court orders issued. No orders of any kind were entered by Judge Calloway or by any other judicial officer during the reporting period. This includes the absence of any order addressing the expiration of the April 12, 2024 deadline for retention of substitute counsel.
•  No scheduling orders or status conference notices. No scheduling orders, amended case management plans, status conference notices, or calendar entries were issued or entered during the reporting period. The Court has not sua sponte scheduled any further proceedings.
•  No sua sponte orders. No sua sponte orders of any kind were entered during the reporting period, including any orders to show cause, orders of dismissal, or administrative closure orders.
•  No notices of related cases, transfers, or reassignment. No notices of related cases were filed. There has been no transfer of the case to another district or division, and no reassignment of the case to a different judge has occurred. The case remains assigned to Hon. Margaret T. Calloway, U.S.D.J. No magistrate judge referral is noted on the docket.
•  Docket unchanged from Q2 2024 report. The docket as reviewed on October 7, 2024 is materially identical to the docket as reviewed in connection with the Q2 2024 Quarterly Docket Check Report dated July 8, 2024. No changes of any kind have been made.
In summary, the docket reflects complete inactivity for the entirety of the Q3 2024 reporting period.
4. Key Outstanding Items and Observations
The following observations are provided for the case team's reference and consideration in connection with ongoing case management and strategy discussions.
4.1 Vantor's Failure to Retain Counsel
Vantor Holdings Corp. has failed to retain substitute counsel at any time since the withdrawal of its former counsel, Caldwell Royce & Shapiro LLP, which was approved by the Court on October 18, 2023. The withdrawal order directed Vantor to retain new counsel within sixty days, establishing an initial deadline of December 17, 2023. That deadline passed without compliance.
Following Vantor's non-compliance with the December 17, 2023 deadline, Calderwood & Harkness filed a letter to the Court on January 8, 2024 (discussed further below), and the Court subsequently issued an Order to Show Cause on January 22, 2024. At the February 12, 2024 return date hearing, Mr. Vantorovich appeared and requested additional time; Judge Calloway granted a further 60-day extension, establishing a new deadline of April 12, 2024. That extended deadline has also passed without compliance. No explanation has been provided by Vantor for its continued failure to retain counsel, and no further request for an extension of time has been filed.
It is important to note that, as a corporate entity, Vantor Holdings Corp. cannot appear or litigate pro se in federal court. This principle is well established in the Second Circuit and has been recognized by courts throughout the Southern District of New York. See, e.g., Rowland v. California Men's Colony, 506 U.S. 194, 201–02 (1993); Jones v. Niagara Frontier Transp. Auth., 722 F.2d 20, 22 (2d Cir. 1983). The same principle applies to Vantor Transport Services LLC, a limited liability company named as a co-plaintiff. Accordingly, absent the appearance of licensed counsel, neither plaintiff entity is capable of prosecuting this action.
4.2 Order to Show Cause History
On January 22, 2024, Judge Calloway issued an Order to Show Cause directing Vantor Holdings Corp. to appear and show cause why its claims should not be dismissed for failure to prosecute under Federal Rule of Civil Procedure 41(b), in light of the plaintiff's failure to retain substitute counsel following Caldwell Royce & Shapiro LLP's withdrawal and the expiration of the December 17, 2023 deadline. The return date was set for February 12, 2024.
At the February 12, 2024 hearing, Nikolai Vantorovich appeared on behalf of Vantor pro se. Mr. Vantorovich represented to the Court that he had been in discussions with several prospective law firms regarding potential retention but had not yet been able to finalize an engagement. He requested a 90-day extension to complete the process. Judge Calloway granted a reduced extension of 60 days, setting a new deadline of April 12, 2024. The Court did not issue a written order memorializing the terms of the extension beyond the minute entry on the docket.
No further action has been taken by the Court following the expiration of the April 12, 2024 extended deadline. Specifically, the Court has not issued a second order to show cause, has not entered a dismissal order, and has not scheduled any further proceedings. The reason for the Court's inaction is not known, but it may reflect docket management considerations or the Court's expectation that Stonefield or Vantor will take the next procedural step.
4.3 Stonefield's Letter to the Court
Calderwood & Harkness's letter to the Court dated January 8, 2024, filed on the docket by Samuel Eklund, Responsible Partner, advised the Court of Vantor's failure to retain substitute counsel by the December 17, 2023 deadline and requested that the Court schedule a status conference to address the matter and the future course of the litigation. That letter remains the last substantive filing by the defense on the issue of Vantor's failure to retain counsel. No subsequent letters, motions, or other filings have been made by Calderwood & Harkness since that date, consistent with the dormancy monitoring protocol adopted in April 2024.
4.4 Draft Motion to Dismiss for Failure to Prosecute
A draft motion for involuntary dismissal for failure to prosecute under Federal Rule of Civil Procedure 41(b) was prepared internally on January 15, 2024 by Patrick Gallagher and Simone Laroche, Associate. The draft motion, supporting memorandum of law, and proposed order remain on file in the matter management system and are available for finalization and filing. Consistent with prior strategy discussions among the case team and with the Client, the decision was made to hold the draft motion in reserve rather than filing it immediately, in order to allow the Court the opportunity to act on its own initiative following the Order to Show Cause proceedings. That strategic posture has been maintained through the Q2 2024 and Q3 2024 reporting periods.
The draft motion addresses the five-factor test applied in the Second Circuit for evaluating dismissals for failure to prosecute, including: (1) the duration of the plaintiff's failure to comply with court orders; (2) whether the plaintiff was on notice that further delays would result in dismissal; (3) whether the defendant is likely to be prejudiced by further delay; (4) the balance between the Court's interest in managing its docket and the plaintiff's interest in receiving a fair chance to be heard; and (5) the efficacy of lesser sanctions. The draft motion argues that each of these factors weighs in favor of dismissal, particularly in light of the extended period of non-compliance and Vantor's status as a corporate entity incapable of proceeding without counsel.
4.5 Approaching One Year of Inactivity
As of the date of this report, the case is approximately seven months and twenty-five days from the date of the last docket activity (February 12, 2024). The case will approach a full calendar year of inactivity on or about February 12, 2025. This approaching milestone is potentially significant for several reasons:
•  Sua sponte dismissal. Courts in the Southern District of New York have, in certain circumstances, dismissed cases sua sponte for failure to prosecute where cases have been inactive for periods of one year or more, although the threshold and the specific factors considered vary by judge and by case. The one-year milestone may prompt Judge Calloway to revisit the matter and consider whether dismissal or administrative closure is warranted.
•  Defense-initiated motion. The approaching one-year anniversary may also provide an appropriate occasion for Stonefield to file a renewed motion or letter to the Court seeking dismissal or, at a minimum, requesting that the Court address the status of the case. The passage of a full year without any action by Vantor would significantly strengthen the factual predicate for a dismissal motion under Rule 41(b).
•  Local rules and administrative procedures. The Local Rules of the Southern District of New York and the Individual Practices of Judge Calloway should be reviewed prior to the one-year anniversary to determine whether any administrative procedures — such as automatic case closure for inactivity — may apply.
The case team should consider the strategic implications of these factors as the one-year anniversary approaches. A separate memorandum addressing options for case resolution is anticipated for early 2025.
5. Lender Reporting Note
The most recent Quarterly Litigation Update provided to Lakeshore National Bank, in its capacity as Administrative Agent under Stonefield's $425 million Senior Secured Credit Facility (Reference No. LNB-SLG-2017-CA-4402), was prepared and sent by Tobias Wren, General Counsel of Stonefield Logistics Group Inc., on January 5, 2024. That update reflected the status of the case as of year-end 2023, including the withdrawal of Caldwell Royce & Shapiro LLP, the expiration of the initial December 17, 2023 deadline for retention of substitute counsel, and Stonefield's view that the case posed a remote likelihood of material adverse outcome.
The continued dormancy of the case during the Q2 and Q3 2024 reporting periods and the absence of any change in the exposure assessment should be communicated in the next quarterly lender update. Based on the reporting cycle, a lender update for Q3 2024 would be due in the near term. It is recommended that Patrick Gallagher coordinate with Tobias Wren regarding the timing and content of the next update letter. The update should be addressed to Catherine Devereaux, Senior Vice President, Loan Administration, Lakeshore National Bank, consistent with prior practice. The substance of the update is expected to confirm the continued dormancy of the case, the absence of new filings or court orders, and the unchanged assessment of exposure risk.
This coordination should be prioritized to ensure that Stonefield remains in compliance with its reporting obligations under the Credit Agreement and to avoid any gap in the quarterly reporting cadence.
6. Financial / Audit Reporting Note
Separately, the annual litigation status update for purposes of Stonefield's financial reporting and audit disclosure obligations will be due in connection with the fiscal year 2024 audit cycle. This annual update is coordinated with Clarendon Partners LLP, Stonefield's independent auditor, and is directed to the attention of Robert Farraday, engagement partner for the Stonefield audit. The purpose of the annual communication is to provide the auditor with current information regarding the status of material litigation matters for purposes of evaluating contingent liabilities and related financial statement disclosures under applicable accounting standards, including ASC 450 (Contingencies).
The prior annual status communication from Calderwood & Harkness was issued by Samuel Eklund, Responsible Partner, and addressed the status of the case as of the end of the prior fiscal year. Based on the typical audit cycle, the next annual communication from Samuel Eklund is anticipated for approximately December 2024, in advance of the commencement of year-end audit fieldwork.
The continued dormancy of the case and the characterization of the likelihood of a material adverse outcome as "remote" remain unchanged from the assessments reflected in prior annual communications. No developments during Q3 2024 warrant any revision to the exposure analysis or the likelihood characterization. The annual communication is expected to confirm these unchanged assessments.
7. Recommendations
Based on the findings of this report and the observations set forth above, the following recommendations are made for the case team's consideration:
7.1 Continue Quarterly Monitoring
It is recommended that the current dormancy monitoring protocol be maintained, with quarterly PACER docket checks continuing on the established schedule. The next quarterly docket check (covering Q4 2024) should be conducted on or about January 6, 2025, and a corresponding Quarterly Docket Check Report should be prepared and distributed at that time. The quarterly monitoring protocol has proven effective in ensuring that the case team is promptly apprised of any changes in case status and that the Client's interests are protected during the period of dormancy.
7.2 Consider Filing Renewed Motion or Letter to the Court
As the one-year anniversary of the last docket activity approaches (on or about February 12, 2025), it is recommended that the matter be flagged for evaluation by Patrick Gallagher and Samuel Eklund to determine whether the time is appropriate to take affirmative action to seek resolution of the case. The principal options for consideration include:
(a) Filing the reserved FRCP 41(b) motion. The draft motion for involuntary dismissal for failure to prosecute, prepared on January 15, 2024, could be updated, finalized, and filed with the Court. The passage of a full year of inactivity would materially strengthen the factual and legal basis for the motion.
(b) Filing a renewed letter to the Court. As an alternative or preliminary step, a renewed letter to the Court — updating the January 8, 2024 letter — could be filed advising the Court of the continued absence of counsel for Vantor and requesting that the Court take action, whether by scheduling a status conference, issuing a new order to show cause, or entering a dismissal order.
(c) Awaiting further Court action. The case team may alternatively determine that the preferred approach is to continue monitoring the docket and await further action by the Court, although this approach carries the risk of indefinite delay and continued consumption of administrative resources.
The selection among these options should be made in consultation with the Client and in light of any broader strategic considerations. A separate Options for Case Resolution memorandum is anticipated for early 2025, and the evaluation of these options should be cross-referenced with that memorandum.
7.3 Preserve Work Product
All case-related work product should continue to be preserved in the firm's document management and matter management systems. This includes, without limitation, the following materials, which would be needed in the event the case is reactivated by the appearance of new counsel for Vantor or by any other change in case status:
•  The summary judgment roadmap memorandum (dated September 15, 2023), prepared by the case team in anticipation of dispositive motion practice;
•  Expert materials, including Dr. Evelyn Rosser's final rebuttal expert report dated August 25, 2023, prepared through Kensington Analytics Group LLC, together with all supporting data, analyses, and correspondence;
•  Deposition summaries for all depositions taken during the discovery period;
•  Key document indices, including the privileged and non-privileged document review logs, hot document compilations, and exhibit binders prepared for anticipated motion practice; and
•  All correspondence, internal memoranda, and strategic analyses maintained in the matter file.
These materials should be maintained in a readily accessible state to permit efficient reactivation of the defense effort should circumstances require it.
8. Docket Check Confirmation
I confirm that I reviewed the CM/ECF docket for Vantor Holdings Corp. v. Stonefield Logistics Group Inc., Case No. 22-cv-07841 (S.D.N.Y.), on October 7, 2024, and found no new filings, orders, or activity since the last docket entry on February 12, 2024.
The docket was accessed via the PACER system, and the review encompassed all entries from the inception of the case through the date of the review. No entries were added during the Q3 2024 reporting period (July 1, 2024 through September 30, 2024).
CALDERWOOD & HARKNESS LLP
By: ________
Name: Helen Tsao
Title: Senior Paralegal
Date: October 7, 2024
9. Distribution
To:
Patrick Gallagher Lead Associate, Litigation (General) Calderwood & Harkness LLP 200 Park Avenue, 38th Floor New York, NY 10166
cc:
Samuel Eklund Responsible Partner Calderwood & Harkness LLP 200 Park Avenue, 38th Floor New York, NY 10166
File Copy:
Matter No. 1012-00005 Calderwood & Harkness LLP Document Management System
PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT This document and all attachments are privileged and confidential, prepared in anticipation of litigation and in furtherance of the attorney-client relationship between Calderwood & Harkness LLP and Stonefield Logistics Group Inc. This document is not to be disclosed to any third party without the prior written authorization of the Responsible Partner.
Firm: | Calderwood & Harkness LLP
200 Park Avenue, 38th Floor
New York, NY 10166
Matter: | Vantor Holdings Corp. v. Stonefield Logistics Group Inc.
Case No.: | 22-cv-07841 (S.D.N.Y.)
Court: | United States District Court for the Southern District of New York
Presiding Judge: | Hon. Margaret T. Calloway, U.S.D.J.
C&H Matter No.: | 1012-00005
Client: | Stonefield Logistics Group Inc.
Date of Report: | October 7, 2024
Prepared By: | Helen Tsao, Senior Paralegal
Distributed To: | Patrick Gallagher, Lead Associate, Litigation (General)
Designation: | PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT