The Sixth Circuit Court of Appeals affirmed a Michigan federal court’s decision to dismiss a claim for violation of the Michigan Farm and Utility Equipment Act (MFUEA) for failure to plead a plausible agreement between a supplier and dealer, but found there was a plausible claim for tortious interference with business relationship. McCormick v. Merlo S.p.A. Industria Metalmeccanica, 2026 WL 1009175 (6th Cir. Apr. 14, 2026). Denis McCormick brought suit in Michigan alleging an Italian manufacturer of farm equipment, Merlo S.p.A. Industria Metalmeccanica, violated the MFUEA and tortiously interfered with a business relationship after Merlo took over its distribution network in the United States, cut out McCormick, and began selling directly to McCormick’s customers. Merlo moved for dismissal and the Michigan federal court dismissed both claims on finding that McCormick had not established the existence of an agreement between McCormick and Merlo to qualify for statutory remedies under the MFUEA and McCormick could not show Merlo’s conduct was illegal, unethical, or fraudulent to sustain his tortious interference claim. McCormick appealed and the Sixth Circuit affirmed dismissal of the MFUEA claim but reversed the lower court’s decision to dismiss the tortious interference claim.
After finding that Merlo was a “supplier” and McCormick a “dealer” under the MFUEA, the remaining question was whether McCormick could plausibly plead the existence of an agreement with Merlo. Before Merlo took over its distribution network in the United States, McCormick entered into an Independent Manufacturers Representative Agreement with a third party, AMR, who served as the sole independent dealer, distributor, and importer of Merlo products in the United States. Under that agreement, McCormick sold and serviced Merlo products and was entitled to commissions. After Merlo took over distribution from AMR, Merlo and McCormick exchanged a series of communications regarding McCormick’s ongoing role. McCormick argued these communications were sufficient to establish an agreement because (i) Merlo became AMR’s successor in interest making it a party to the Representative Agreement, (ii) emails between McCormick and Merlo established a new agreement, or (iii) Merlo’s conduct created an implied contract. The court disagreed, concluding that communications did not show an intent by Merlo to assume the Representative Agreement, isolated statements did not establish that Merlo became AMR’s successor in interest, vague communications and broad outlines only established a potential supplier-dealer relationship with McCormick, and Merlo’s conduct did not create an implied contract. The court held there was no meeting of the minds regarding specific terms of an agreement, absent which the MFUEA claim failed. The court did find that McCormick plausibly pled a claim for tortious interference because McCormick relied on representations made by Merlo, provided Merlo with his existing customer information and pending orders, and then Merlo used this information to fulfill McCormick’s orders without compensating him for his efforts. The court remanded for further proceedings on the tortious interference claim.