Guinan Suit

**** CASE NUMBER: 502022CA008141XXXXMB Div: AE ****
Filing # 155747803 E-Filed 08/19/2022 07:11:47 PM
IN THE CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT

IN AND FOR PALM BEACH COUNTY, FLORIDA
WOOLEMS, INC., a Florida For-Profit CASE NO:

Corporation,
Plaintiff,
vs.
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GAVIN GUINAN, an individual, FLOWER
& COMPANY, LLC, a Florida Limited
Liability Company, RAYMOND SMITS,
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an individual, JAMES HOGAN, an individual,
GUSTAVO HERNANDEZ, an individual,
CHRIS CHATTERTON, an individual,
LIONEL NELSON, an individual, and
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JULIAN NAPLES, an individual, HELGA
DEETLEFS, an individual, ANGEL LIRIANO,
an individual, HORACE SMITH, an individual,
DILLON GUINAN, an individual, GARRETT
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GUINAN, an individual, WENDY ABREU,
an individual, CHRISTINA BOTELHO, an
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individual, and PHILIP MCLEISH, an individual,
Defendants.
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COMPLAINT
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Plaintiff, WOOLEMS, INC. (“Woolems” or “Plaintiff”), a Florida For-Profit Corporation,
by and through undersigned counsel, hereby sues Defendants, GAVIN GUINAN (“Guinan”), an
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individual, FLOWER & COMPANY, LLC (“Flowers”), a Florida Limited Liability Company,
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RAYMOND SMITS (“Smits”), an individual, JAMES HOGAN (“Hogan”), an individual,
GUSTAVO HERNANDEZ (“Hernandez”), an individual, CHRIS CHATTERTON
(“Chatterton”), an individual, LIONEL NELSON (“Nelson”), an individual, JULIAN NAPLES
(“Naples”), HELGA DEETLEFS (“Deetlefs”), an individual, ANGEL LIRIANO (“Liriano”),
an individual, HORACE SMITH (“Smith”), an individual, DILLON GUINAN (“Dillon”), an

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Mansfield, Bronstein & Stone, LLP
500 E. Broward Boulevard, Suite 1400, Fort Lauderdale, Florida 33394
Phone (954) 601-5600, Fax (954) 961-4756
FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 08/19/2022 07:11:47 PM
individual, GARRETT GUINAN (“Garrett”), an individual, WENDY ABREU (“Abreu”), an
individual, CHRISTINA BOTELHO (“Botelho”), an individual, and PHILIP MCLEISH
(“McLeish,” and together with Guinan, Flowers, Smits, Hogan, Hernandez, Chatterton, Nelson,
Naples, Deetlefs, Liriano, Smith, Dillon, Garrett, Abreu, and Botelho, collectively, the
“Defendants”), an individual, and alleges as follows:
JURISDICTION AND VENUE
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1. This is an action for injunctive relief, equitable relief, and for damages in an amount
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within the jurisdictional limits of this Court, to wit, in excess of $30,000.00, exclusive of attorney’s
fees, costs, and interest.
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2. Plaintiff, Woolems, Inc., is a Florida For-Profit Corporation with its headquarters
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located in Palm Beach County, Florida, and is otherwise sui juris.
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3. Defendant, Gavin Guinan, is an individual who has conducted business in the State
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of Florida and in Palm Beach County, Florida, and, to wit, resides in Palm Beach County, Florida.
4. Defendant, Flower & Company, LLC, is a Florida Limited Liability Company

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which has conducted business in the State of Florida and in Palm Beach County, Florida, and, to
wit, is headquartered in Palm Beach County, Florida.

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5. Defendant, Raymond Smits, is an individual who has conducted business in the

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State of Florida and in Palm Beach County, Florida.

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6. Defendant, James Hogan, is an individual who has conducted business in the State
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of Florida and, to wit, resides in Palm Beach County, Florida.
7. Defendant, Gustavo Hernandez, is an individual who has conducted business in the
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8. Defendant, Chris Chatterton, is an individual who has conducted business in the
State of Florida and, to wit, resides in Palm Beach County, Florida.
9. Defendant, Lionel Nelson, is an individual who has conducted business in the State
of Florida and in Palm Beach County, Florida.
10. Defendant, Julian Naples, is an individual who has conducted business in the State
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11. Defendant, Helga Deetlefs, is an individual who has conducted business in the State
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12. Defendant, Angel Liriano, is an individual who has conducted business in the State
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Defendant, Horace Smith, is an individual who has conducted business in the State
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14. Defendant, Dillon Guinan, is an individual who has conducted business in the State

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15. Defendant, Garrett Guinan, is an individual who has conducted business in the State

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16. Defendant, Wendy Abreu, is an individual who has conducted business in the State
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17. Defendant, Christina Botelho, is an individual who has conducted business in the
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18. Defendant, Philip McLeish, is an individual who has conducted business in the
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19. The acts and omissions described herein and giving rise to the lawsuit occurred, in
substantial part, in Palm Beach County, Florida.
20. This Court therefore has personal jurisdiction over the Defendants, which
conducted business within Palm Beach County, Florida, subject matter jurisdiction over the claims
asserted herein, and venue is proper in Palm Beach County, Florida.
GENERAL ALLEGATIONS
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21. Woolems is an established and reputable builder in the luxury construction market
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which builds and renovates residential homes and commercial spaces. It also provides its services
with respect to historic restorations, interior condominium improvements, and clubhouse projects.
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22. Woolems’ President and Chief Executive Officer is James Woolems (“Mr.
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Woolems”), who has helmed his company since he founded it in 1984.
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23. Woolems handles numerous projects simultaneously throughout South Florida, and
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many of those projects are governed by multi-million dollar written agreements.
24. Prior to the incidents described within this Complaint, Woolems’ typically
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employed eighty (80) individuals at any given time between its offices located in Palm Beach,
Florida, Miami, Florida, and Key Largo, Florida.

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25. Some of the projects exemplifying the scope and scale of Woolems’ services
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include, for example, a multi-million dollar project for a historic renovation of a luxury
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condominium sales center located in downtown Miami, Florida, a high-value project for
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construction on Harbour Island, Eleuthera, in the Bahamas, and a 26,000 square foot penthouse in
Key Biscayne, Florida.
26. Woolems’ projects are governed by negotiated contracts which are modified and
adapted based on the needs and services requested by each particular customer.
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27. Woolems similarly has financial and work product files it has developed for each
customer and prospective customers’ various projects, which are developed using Woolems’
extensive industry knowledge and expertise.
28. Collectively, Woolems’ confidential, proprietary, and trade secret data and
documents are referred to herein as the “Confidential Materials.”
29. Woolems’ Confidential Materials include, for example, the following: i) pricing,
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fee schedules, labor rates, bid methodology, bid calculations; ii) business, experimental, and
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operational processes and results; iii) legal documents and information; iv) negotiated contracts
with businesses, customers, product manufacturers, subcontractors, sources of supply, and
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suppliers; v) practices, methods, policies, and internal controls; vi) unreleased publications; vii)
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constructability studies, value engineering studies, research, strategy, and technique data; viii)
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market studies, sales information, revenue, costs; and ix) specifications and standards developed
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by Woolems.
30. The Confidential Materials are not publicly available. For example, Woolems’
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proprietary budgeting data and documentation regarding pricing projects has been created over
forty-five (45) years through a process of trial and error and is a substantial contributing factor to
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Woolems’ success in the industry and profitability. Similarly, Woolems uses contracts negotiated
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through counsel for its transactions which have been developed over the same period of time and
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at Woolems’ substantial expense.

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31. Only authorized individuals working for Woolems have the ability to access
Woolems’ Confidential Materials.
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32. Woolems’ employees are required to open a program, Viewpoint Construction
Software (“Viewpoint”), and enter a username and password in order to gain access to the
Confidential Materials.
33. Employees in Estimating and Preconstruction use the platform “iSqFt” and are
required to enter a username and password to access estimating projects and a list of Woolems’
approved subcontractors.
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34. In addition, Woolems’ employees are required to execute a Non-Disclosure
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Agreement in connection with their employment before being provided with access to the
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35. Woolems invested a substantial amount of time, accumulated over forty-five (45)
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years of experience in the industry, creating, modifying, and revising the Confidential Materials
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and a substantial sum of over $15,000,000.00 in salaries, attorneys’ fees, and other costs to develop
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the Confidential Materials.
Mr. Woolems Suffered from a Debilitating Illness and Entrusted his Company to Guinan
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36. Unfortunately, in late 2018, Mr. Woolems became seriously ill, suffering from
symptoms which presented as Alzheimer’s Disease. He suffered from incessant headaches,

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dizziness, mobility issues, mood changes, gait changes, short term memory loss, forgetfulness, and
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reasoning problems, and would be forced to take a step back from operating Woolems to seek a
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diagnosis and recover his health.

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37. His condition deteriorated markedly in 2019, but doctors were unable to pinpoint a
diagnosis as of June 2019. Despite the catastrophic potential that his illness threatened both to his
personal health and Woolems’ future, Mr. Woolems was dedicated to preserving his company and
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ensuring that his many valued employees would not bear the financial burden of his illness and
recovery.
38. Therefore, Mr. Woolems recruited and entrusted Woolems’ Chief Operating
Officer, Guinan, to manage Woolems as the primary person in control during his medical leave of
absence that began on or around June of 2019 and ended on or around January of 2022.
39. Guinan had authority to make decisions and sign documents on Woolems’ behalf
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while Mr. Woolems convalesced.
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40. In February of 2020, an MRI imaging study was ordered and Mr. Woolems received
the diagnosis of Normal Pressure Hydrocephalus (“NPH”), which, to wit, occurs when
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cerebrospinal fluid abnormally accumulates in the brain’s ventricles or cavities and is blocked
from its normal flow, putting pressure on the brain. IE

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41. In March of 2020, after being rushed to the ER for losing consciousness and falling,
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he was recommended for brain surgery on an immediate basis.
42. However, the COVID-19 pandemic was about to reach its zenith and Mr. Woolems
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was advised by his physicians that if he contracted COVID-19 while suffering from NPH, it would
most likely be fatal.

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43. Mr. Woolems was strongly advised by his physicians to isolate while waiting to
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schedule brain surgery, and at that time and had no reasonable alternative, so he complied with
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such instruction.
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44. As recommended by his physicians, Mr. Woolems underwent brain surgery in an
effort to alleviate the symptoms of NPH in June of 2020.
45. During his brain surgery, a shunt was placed into his skull such that excess
cerebrospinal fluid is now drained from his brain via a tube to his abdomen.
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46. While the surgery was a significant step towards making a recovery, nonetheless,
the severity of Mr. Woolems’ NPH and a complication of deep vein thrombosis required constant
medical supervision throughout the remainder of 2020.
47. Throughout 2021, Mr. Woolems suffered from serious anxiety and depression due
to separation from his business and the long-term isolation and significant health challenges he
had faced for the prior two years, which he continued to face.
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48. Mr. Woolems also dealt with additional issues in 2021, such as blood clotting,
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headaches, and retraining his motor skills following brain surgery.
49. While Guinan was given control over Woolems’ primary day-to-day operations, it
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was at all times expected of him to consult with Mr. Woolems and his wife, Eleanor Woolems
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(“Mrs. Woolems,” and together with REDACTED , collectively, the “Woolemses”) and advise
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them regarding the company’s activities, which Guinan failed to adequately do on a consistent
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basis.
50. For example, shortly after Mr. Woolems’ brain surgery in 2020, it was routine for
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Guinan to call or meet with the Woolemses at their home, answer questions, and discuss the current
operations and status of various clients’ projects.

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51. In early 2021, Guinan ceased making regular calls or visits to the Woolemses, only
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responded to emails once or twice per month, and disregarded requests for financial or operational
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information.
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52. During the summer of 2021, Mrs. Woolems communicated on behalf of Mr.
Woolems with Guinan via email numerous times to request financial updates, status updates,
accounting controls, and relay Mr. Woolems’ decisions relative to the company, which Guinan
disregarded, forwarded to others in a mocking manner, and subsequently ignored.
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Upon Returning to Woolems, Mr. Woolems Discovered Guinan Exploited his Illness,
Violated his Trust, and Enriched Himself and Flowers at Woolems’ Expense
53. Prior to taking his leave of absence for medical reasons, Mr. Woolems had entrusted
Guinan to operate Woolems and discharge his duties of loyalty and care to the company in good
faith.
54. Upon Mr. Woolems’ return to the company in early 2022, he became aware of the
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actions Guinan had taken and discovered other actions which were in direct contravention or
otherwise inconsistent with Guinan’s duties to Woolems.
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55. For example, Mr. Woolems discovered, amongst other acts, the following: i)
Guinan gave himself at least one irregular and substantial bonus of $25,000.00 as a holiday gift on
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behalf of Woolems; ii) Guinan was preparing to give himself a $100,000.00 bonus in early 2022;
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iii) Guinan hired his son, Garrett, in 2021, who, to wit, had no construction-related education or
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experience, for an entry level position with an excessive salary of $91,000.00, and provided Garrett
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with a company car; iv) Guinan paid funds in excess of $50,000.00 for a foreign project pursuant
to an alleged contract that was not received or approved by Mr. Woolems prior to execution; v)
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Guinan executed and revised prime construction contracts (without consulting Woolems’ attorney)
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to the clear detriment of Woolems, which subjected the company to debts and liabilities which
were entirely unnecessary and undoubtedly should have been avoided; vi) Guinan terminated or
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marginalized the position of long-term dedicated employees of Woolems loyal to Mr. Woolems
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and hired new employees apparently loyal to Guinan alone and not Woolems; vii) Guinan
seemingly intentionally damaged relationships between Woolems and its customers; viii) Guinan
misappropriated company funds in excess of $100,000.00 for luxury hotels, meals, and gifts for
the individual Defendants and other employees; ix) Guinan violated company policy through his
personal actions taken while employed by Woolems; and x) against direct orders, Guinan signed
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a two (2) year lease in December of 2021 for a remote office in the exclusive Ocean Reef Club in
the amount of $120,000.00 for no legitimate purpose.
56. It is evident that many of Guinan’s aforementioned acts were done with the intent
of harming Woolems’ business and with the goal of stealing Woolems’ customers and revenue
because he created Flowers, a new business in direct competition with Woolems, while he was
employed by Woolems as its Chief Operating Officer.
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57. Mr. Woolems likewise discovered that Guinan had transferred Woolems’ revenues
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to the new company he incorporated on May 9, 2022, Flowers, which, again, was done while
Guinan was still employed with Woolems.
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58. Importantly, Guinan, Smits, Hogan, Hernandez, Chatterton, Nelson, Naples,
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Deetlefs, Liriano, Smith, Dillon, Abreu, Botelho, and McLeish signed a Non-Disclosure
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Agreement with Woolems. A true and correct copy of the Non-Disclosure Agreement signed by
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Guinan is attached hereto and incorporated by reference herein as Exhibit “A.” A true and correct
copy of the Non-Disclosure Agreement signed by Smits is attached hereto and incorporated by
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reference herein as Exhibit “B.” A true and correct copy of the Non-Disclosure Agreement signed
by Hogan is attached hereto and incorporated by reference herein as Exhibit “C.” A true and
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correct copy of the Non-Disclosure Agreement signed by Hernandez is attached hereto and
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incorporated by reference herein as Exhibit “D.” A true and correct copy of the Non-Disclosure
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Agreement signed by Chatterton is attached hereto and incorporated by reference herein as Exhibit
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“E.” A true and correct copy of the Non-Disclosure Agreement signed by Nelson is attached
hereto and incorporated by reference herein as Exhibit “F.” A true and correct copy of the Non-
Disclosure Agreement signed by Naples is attached hereto and incorporated by reference herein
as Exhibit “G.” A true and correct copy of the Non-Disclosure Agreement signed by Deetlefs is
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attached hereto and incorporated by reference herein as Exhibit “H.” A true and correct copy of
the Non-Disclosure Agreement signed by Liriano is attached hereto and incorporated by reference
herein as Exhibit “I.” A true and correct copy of the Non-Disclosure Agreement signed by Smith
is attached hereto and incorporated by reference herein as Exhibit “J.” A true and correct copy of
the Non-Disclosure Agreement signed by Dillon is attached hereto and incorporated by reference
herein as Exhibit “K.” A true and correct copy of the Non-Disclosure Agreement signed by Abreu
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is attached hereto and incorporated by reference herein as Exhibit “L.” A true and correct copy of
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the Non-Disclosure Agreement signed by Botelho is attached hereto and incorporated by reference
herein as Exhibit “M.” A true and correct copy of the Non-Disclosure Agreement signed by
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McLeish is attached hereto and incorporated by reference herein as Exhibit “N.”
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The Non-Disclosure Agreements specify that the “names, addresses and identities
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of its owners . . . [and] any Company papers, manuals or information obtained during meetings or
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telephone conversations . . . .” are to be kept in strict confidence and are considered to be valuable
trade secrets. See Exhibits “A” through “N.”

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60. The term “owners” within the Non-Disclosure Agreements refers to Woolems’
customers. See Exhibits “A” through “N.”

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61. Smits, Hogan, Hernandez, Chatterton, Nelson, Naples, Deetlefs, Liriano, Smith,
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Dillon, and Abreu similarly signed written offers of employment (“Offer(s) of Employment”),
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which, similar to the Non-Disclosure Agreements, included each employee’s agreement to

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consider and treat “the content of [their] discussions pertaining to the Company and any
proprietary or trade secret information about the Company and its operations or business activities,
and its clients or customers . . . .” as “CONFIDENTIAL INFORMATION.” A true and correct
copy of the Offer of Employment signed by Smits is attached hereto and incorporated by reference
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herein as Exhibit “O.” A true and correct copy of the Offer of Employment signed by Hogan is
attached hereto and incorporated by reference herein as Exhibit “P.” A true and correct copy of
the Offer of Employment signed by Hernandez is attached hereto and incorporated by reference
herein as Exhibit “Q.” A true and correct copy of the Offer of Employment signed by Chatterton
is attached hereto and incorporated by reference herein as Exhibit “R.” A true and correct copy of
the Offer of Employment signed by Nelson is attached hereto and incorporated by reference herein
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as Exhibit “S.” A true and correct copy of the Offer of Employment signed by Naples is attached
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hereto and incorporated by reference herein as Exhibit “T.” A true and correct copy of the Offer
of Employment signed by Deetlefs is attached hereto and incorporated by reference herein as
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Exhibit “U.” A true and correct copy of the Offer of Employment signed by Liriano is attached
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hereto and incorporated by reference herein as Exhibit “V.” A true and correct copy of the Offer
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of Employment signed by Smith is attached hereto and incorporated by reference herein as Exhibit
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“W.” A true and correct copy of the Offer of Employment signed by Dillon is attached hereto and
incorporated by reference herein as Exhibit “X.” A true and correct copy of the Offer of
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Employment signed by Abreu is attached hereto and incorporated by reference herein as Exhibit
“Y.”
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62. The Offers of Employment further state that each individual’s “employment is
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conditioned on you not soliciting or recruiting any current or prospective clients or customers of
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the Company during and continuing after the end of your employment with the Company for at
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least two (2) years after the date of departure.” See Exhibits “O” through “Y.”
63. Naples further signed an Agreement Not to Seek Employment with Woolems’
Clients/Owners (the “Non-Compete Agreement”). A true and correct copy of the Non-Compete
Agreement is attached hereto and incorporated by reference herein as Exhibit “Z.”
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64. The Non-Compete Agreement Naples signed states that he “agrees not to seek
employment in the future, in any capacity, with: a) any of [Woolems’] clients (i.e., Owners); or b)
anyone associated with an Owner of a Woolems construction project, for two (2) years after
Employees departure from Woolems, Inc.” See Exhibit “Z.”
65. Guinan misappropriated numerous documents consisting of Woolems’
Confidential Materials for his own use, forwarded emails from the Woolemses and Woolems’
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employees’ email accounts to his personal email account without authorization, and continued
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doing business on Woolems’ customers’ projects under his own competing business, Flowers.
These actions were taken without Woolems’ authorization and despite the Non-Disclosure
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Agreement, amongst other agreements and understandings.
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Moreover, numerous inappropriate and unprofessional emails were uncovered, for
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example, the following: i) emails between Guinan and a female adjuster with Woolems’ insurance
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provider which potentially jeopardized Woolems’ ability to obtain necessary insurance coverage;
ii) emails between Guinan and a woman outside of Woolems regarding Woolems’ business
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activities; and iii) between Guinan and Woolems’ Clients.
67. Upon information and belief, Guinan also directed other employees of Woolems,
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such as Smits, Hogan, Hernandez, Chatterton, Nelson, Naples, Deetlefs, Liriano, Smith, Dillon,
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Garrett, Abreu, Botelho, and McLeish (collectively, the “Former Employees”), to resign,
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misappropriate additional Confidential Materials from Woolems, including from the company’s
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Viewpoint software, and bring or use those materials for the benefit of their new employer,
Flowers. These actions were taken without Woolems’ authorization and in violation of Non-
Disclosure Agreements, amongst other agreements and understandings.
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68. Guinan and Flowers intend to or are already currently using Woolems’ Confidential
Materials for their own benefit without Woolems’ consent.
69. At all times material hereto, Defendants knew of the confidential and proprietary
nature of the Confidential Materials.
70. As experienced construction employees of Woolems who were reminded
frequently, often by Guinan himself, regarding the importance of maintaining the confidentiality
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of Woolems’ Confidential Materials, Guinan and the Former Employees knew that their actions
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were intentional and detrimental to Woolems.
71. Guinan resigned from Woolems on May 19, 2022, after being confronted and asked
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questions about many of his acts taken during his tenure as Woolems’ Chief Operating Officer.
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The Former Employees were formerly employees of Woolems who resigned from
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Woolems commencing on or about the same date as Guinan through July of 2022, and, to wit,
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commenced employment with Flowers under Guinan’s direction.
73. Guinan and Flowers’ willful and malicious actions resulted in the actual and
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threatened misappropriation of Woolems’ Confidential Materials, which Guinan and Flowers
knew consisted of Woolems’ confidential trade secrets, especially given that Guinan executed the
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Non-Disclosure Agreement and had a position of trust at Woolems as its Chief Operating Officer.
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74. Guinan, Flowers, and the Former Employees’ actions further resulted in Woolems’
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75. Woolems was also required to lay off employees as a result of Guinan, Flowers,
and the Former Employees’ actions.
76. Plaintiff is still in the process of learning the extent of Defendants’ actions made to
the detriment of Plaintiff.
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77. Defendants’ conduct has required Plaintiff to retain the undersigned law firm and
Plaintiff is obligated to pay a reasonable fee for its services.
78. All conditions precedent to the filing of this Complaint, if any, have occurred or
been waived.
COUNT I – INJUNCTIVE RELIEF - VIOLATION OF § 688.003, FLORIDA STATUTES

(Woolems vs. All Defendants)
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79. Woolems repeats and reincorporates Paragraphs 1 through 78 as if fully set forth
herein.
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80. This is an equitable action for temporary and permanent injunctive relief against all
Defendants in this action pursuant to § 688.003, Florida Statutes.
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81. Woolems requests the entry of an injunction to protect its misappropriated trade
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secrets and prevent or mitigate the harm disclosure of its Confidential Materials has caused or
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could continue to cause. As such, Woolems seeks the entry of an Order as follows: i) Ordering
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Defendants to return the misappropriated Confidential Materials, ii) enjoining Defendants from
appropriating, using, converting, disclosing, retaining or transferring the Confidential Materials,

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iii) enjoining Defendants from employment in direct competition with Woolems relating to the
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Confidential Materials or as otherwise agreed by Defendants, and iv) requiring Defendants to
disclose the identity of any individuals or entities to which Defendants disclosed Woolems’
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82. Woolems has suffered and continues to suffer irreparable harm as a result of
Defendants’ actions. The damage and injury caused by Defendants is of such a nature that
Woolems’ monetary damages cannot be calculated.
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83. Woolems has a clear legal right to the requested injunctive relief as it has the sole
legal right to use and benefit from its Confidential Materials and the right to enforce its written
agreements with its Former Employees.
84. Woolems has no adequate remedy at law to compensate for the harm caused to it
by Defendants, whose actions continue to injure Woolems.
85. The requested injunction would serve the interest of the public generally.
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WHEREFORE, Plaintiff, WOOLEMS, INC., requests that the Court enter a preliminary
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injunction, thereafter to be made permanent, as follows: i) Ordering Defendants to return the
misappropriated Confidential Materials, ii) enjoining Defendants from appropriating, using,
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converting, disclosing, retaining or transferring the Confidential Materials, iii) enjoining
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Defendants from employment in direct competition with Woolems relating to the Confidential
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Materials or as otherwise agreed by Defendants, and iv) requiring Defendants to disclose the
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identity of any individuals or entities to which Defendants disclosed Woolems’ Confidential
Materials. Woolems further seeks an award of costs against Defendants and an award of
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reasonable attorneys’ fees against Guinan for willful and malicious appropriation pursuant to §
688.005, Florida Statutes, along with such other and further relief as this Court deems just and
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proper.
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COUNT II – DAMAGES - VIOLATION OF § 688.004, FLORIDA STATUTES

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(Woolems vs. All Defendants)

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herein.
87. This is an action for monetary damages against all Defendants in this action
pursuant to § 688.004, Florida Statutes.
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88. Woolems is entitled to damages for Defendants’ misappropriation of the
89. Woolems’ damages include both the actual loss caused by Defendants’
misappropriation of the Confidential Materials along with the unjust enrichment caused by
misappropriation that is not taken into account in computing actual loss.
WHEREFORE, Plaintiff, WOOLEMS, INC., demands judgment against Defendants for
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monetary damages, exemplary damages for willful and malicious appropriation pursuant to §
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688.004(2), Florida Statutes, reasonable attorneys’ fees for willful and malicious appropriation
pursuant to § 688.005, Florida Statutes, costs, and such other and further relief as this Court deems
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just and proper.
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COUNT III – BREACH OF FIDUCIARY DUTY
(Woolems vs. Guinan)
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herein.
91. This is an action for breach of fiduciary duty by Woolems against Guinan.
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92. Guinan, as Chief Operating Officer of Woolems, owed a duty of care and a duty of
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loyalty to Woolems.
93. Guinan breached his duty of care to Woolems when he, amongst other acts, did the
T
O
following: i) Guinan gave himself at least one irregular and substantial bonus of $25,000.00 as a
N
holiday gift on behalf of Woolems; ii) Guinan was preparing to give himself a $100,000.00 bonus
in early 2022; iii) Guinan hired his son, Garrett, in 2021, who, to wit, had no construction-related
education or experience, for an entry level position with an excessive salary of $91,000.00, and
provided Garrett with a company car; iv) Guinan paid funds in excess of $50,000.00 for a foreign
project pursuant to an alleged contract that was not received or approved by Mr. Woolems prior to
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execution; v) Guinan executed and revised prime construction contracts (without consulting
Woolems’ attorney) to the clear detriment of Woolems, which subjected the company to debts and
liabilities which were entirely unnecessary and undoubtedly should have been avoided; vi) Guinan
terminated or marginalized the position of long-term dedicated employees of Woolems loyal to
Mr. Woolems and hired new employees apparently loyal to Guinan alone and not Woolems; vii)
Guinan seemingly intentionally damaged relationships between Woolems and its customers; viii)
PY
Guinan misappropriated company funds in excess of $100,000.00 for luxury hotels, meals, and
CO
gifts for the individual Defendants and other employees; ix) Guinan violated company policy
through his personal actions taken while employed by Woolems; and x) against direct orders,
D
Guinan signed a two (2) year lease in December of 2021 for a remote office in the exclusive Ocean
IE
Reef Club in the amount of $120,000.00 for no legitimate purpose.
IF
94. Guinan breached his duty of loyalty to Woolems when he, amongst other acts, did
RT
as follows: i) created Flowers, a new business in direct competition with Woolems, while he was
employed by Woolems as its Chief Operating Officer; and ii) transferred Woolems’ revenues to
CE
the new company he incorporated on May 9, 2022, Flowers, which, again, was done while Guinan
was still employed with Woolems.

A
95. Woolems has suffered damages as a result of Guinan’s conduct.

T
WHEREFORE, Plaintiff, WOOLEMS, INC., demands judgment against Defendant,

O
GAVIN GUINAN, for monetary damages, punitive damages, costs, and such other and further
N
relief as this Court deems just and proper.
COUNT IV – BREACH OF CONTRACT

(Woolems vs. Guinan)
herein.
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97. This is an action for breach of contract by Woolems against Guinan.
98. Guinan signed Woolems’ Non-Disclosure Agreement. See Exhibit “A.”
99. The Non-Disclosure Agreement specifies that the “names, addresses and identities
trade secrets. See Exhibit “A.”
PY
100. The term “owners” within the Non-Disclosure Agreement refers to Woolems’
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customers. See Exhibit “A.”
101. Guinan breached the Non-Disclosure Agreement by misappropriating numerous
D
documents consisting of Woolems’ Confidential Materials for his own use, forwarded emails from
IE
Woolems’ email accounts to his personal email account without authorization, and continued
IF
doing business on Woolems’ customers’ projects under his own competing business, Flowers.
RT
102. Woolems has suffered damages as a result of Guinan’s breach of the Non-
Disclosure Agreement.
CE
GAVIN GUINAN, for monetary damages, costs, and such other and further relief as this Court
A
deems just and proper.

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COUNT V – TORTIOUS INTERFERENCE WITH A BUSINESS RELATIONSHIP

O
(Woolems vs. Flowers)

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herein.
104. This is an action for tortious interference with a business relationship by Woolems
against Flowers.
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105. Woolems conducts business primarily by being engaged pursuant to negotiated
contracts which are modified and adapted based on the needs and services requested by each
particular customer. Included within its Confidential Materials are items relevant to its customers’
projects which are not generally available to the public. Those materials assist Woolems in
delivering the best results for its customers.
106. Flowers had no involvement whatsoever and was a stranger to Woolems’ business
PY
relationships with its customers.
CO
107. Flowers did not own the Confidential Materials or have any right to possess or use
them in furtherance of its competing business; however, Flowers misappropriated Woolems’
D
Confidential Materials for the purpose of transacting business using those items.
108. IE
Flowers, through Guinan, knew that Woolems conducted business primarily by
IF
being engaged pursuant to negotiated contracts which are modified by counsel and adapted based
RT
on the needs and services requested by each particular customer.
109. Flowers, through Guinan, further knew that within Woolems’ Confidential
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Materials are items relevant to Woolems’ customers’ projects which are not generally available to
the public.
A
110. Flowers, through Guinan and others, intentionally and without justification or
T
consent from Woolems, interfered with Woolems’ business relationships with its customers when
O
it misappropriated Woolems’ Confidential Materials and used those items to conduct its own
N
business, thereby depriving Woolems’ of the same, and by causing various customers to disengage
Woolems and, to wit, retain and pay Flowers for those same projects.
111. Woolems has suffered damages as a result of Flowers’ actions.
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FLOWER & COMPANY, LLC, for monetary damages, punitive damages, costs, and such other
and further relief as this Court deems just and proper.
COUNT VI – BREACH OF CONTRACT

(Woolems vs. Smits)
PY
herein.
113. This is an action for breach of contract by Woolems against Smits.
CO
114. Smits signed Woolems’ Non-Disclosure Agreement. See Exhibit “B.”
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IE
IF
trade secrets. See Exhibit “B.”
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customers. See Exhibit “B.”

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117. Similarly, Smits signed a written Offer of Employment, which included his
A
agreement to consider and treat “the content of [his] discussions pertaining to the Company and
any proprietary or trade secret information about the Company and its operations or business
T
O
activities, and its clients or customers . . . .” as “CONFIDENTIAL INFORMATION.” See Exhibit

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“O.”
118. The Offer of Employment further stated that “employment is conditioned on you
not soliciting or recruiting any current or prospective clients or customers of the Company during
and continuing after the end of your employment with the Company for at least two (2) years after
the date of departure.” See Exhibit “O.”

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119. Upon information and belief, Smits breached the Non-Disclosure Agreement and
Offer of Employment by facilitating the misappropriation and/or disclosure of numerous
documents and information relating to Woolems’ Confidential Materials at Guinan’s direction
incidental to his employment with Woolems’ direct competitor, Flowers.
120. Smit’s actions were made without the consent or authorization of Woolems.
121. Woolems has suffered damages as a result of Smits’ breach of the Non-Disclosure
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Agreement and Offer of Employment.
CO
RAYMOND SMITS, for monetary damages, costs, and such other and further relief as this Court
D
IE
COUNT VII – BREACH OF CONTRACT
(Woolems vs. Hogan)
IF
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herein.
123. This is an action for breach of contract by Woolems against Hogan.

CE
124. Hogan signed Woolems’ Non-Disclosure Agreement. See Exhibit “C.”

A
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trade secrets. See Exhibit “C.”
customers. See Exhibit “C.”
127. Similarly, Hogan signed a written Offer of Employment, which included his
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“P.”
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the date of departure.” See Exhibit “P.”
CO
129. Upon information and belief, Hogan breached the Non-Disclosure Agreement and
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IE
IF
130. Hogan’s actions were made without the consent or authorization of Woolems.
RT
131. Woolems has suffered damages as a result of Hogan’s breach of the Non-Disclosure

CE
JAMES HOGAN, for monetary damages, costs, and such other and further relief as this Court
A

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COUNT VIII – BREACH OF CONTRACT

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(Woolems vs. Hernandez)

N
herein.
133. This is an action for breach of contract by Woolems against Hernandez.
134. Hernandez signed Woolems’ Non-Disclosure Agreement. See Exhibit “D.”
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trade secrets. See Exhibit “D.”
customers. See Exhibit “D.”
PY
137. Similarly, Hernandez signed a written Offer of Employment, which included his
CO
D
“Q.” IE
IF
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the date of departure.” See Exhibit “Q.”
139. Upon information and belief, Hernandez breached the Non-Disclosure Agreement
A
and Offer of Employment by facilitating the misappropriation and/or disclosure of numerous

T

O

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140. Hernandez’s actions were made without the consent or authorization of Woolems.
141. Woolems has suffered damages as a result of Hernandez’s breach of the Non-
Disclosure Agreement and Offer of Employment.
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GUSTAVO HERNANDEZ, for monetary damages, costs, and such other and further relief as
this Court deems just and proper.
COUNT IX – BREACH OF CONTRACT

(Woolems vs. Chatterton)
PY
herein.
143. This is an action for breach of contract by Woolems against Chatterton.
CO
144. Chatterton signed Woolems’ Non-Disclosure Agreement. See Exhibit “E.”
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IE
IF
trade secrets. See Exhibit “E.”
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customers. See Exhibit “E.”

CE
147. Similarly, Chatterton signed a written Offer of Employment, which included his
A
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O

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“R.”
the date of departure.” See Exhibit “R.”

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149. Upon information and belief, Chatterton breached the Non-Disclosure Agreement
and Offer of Employment by facilitating the misappropriation and/or disclosure of numerous
150. Chatterton’s actions were made without the consent or authorization of Woolems.
151. Woolems has suffered damages as a result of Chatterton’s breach of the Non-
PY
CO
CHRIS CHATTERTON, for monetary damages, costs, and such other and further relief as this
D
Court deems just and proper.
COUNT X – BREACH OF CONTRACT

(Woolems vs. Nelson)
IE
IF
RT
herein.
153. This is an action for breach of contract by Woolems against Nelson.

CE
154. Nelson signed Woolems’ Non-Disclosure Agreement. See Exhibit “F.”

A
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trade secrets. See Exhibit “F.”
customers. See Exhibit “F.”
157. Similarly, Nelson signed a written Offer of Employment, which included his
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“S.”
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the date of departure.” See Exhibit “S.”
CO
159. Upon information and belief, Nelson breached the Non-Disclosure Agreement and
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IE
IF
160. Nelson’s actions were made without the consent or authorization of Woolems.
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161. Woolems has suffered damages as a result of Nelson’s breach of the Non-

CE
LIONEL NELSON, for monetary damages, costs, and such other and further relief as this Court
A

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COUNT XI – BREACH OF CONTRACT

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(Woolems vs. Naples)

N
herein.
163. This is an action for breach of contract by Woolems against Naples.
164. Naples signed Woolems’ Non-Disclosure Agreement. See Exhibit “G.”
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trade secrets. See Exhibit “G.”
customers. See Exhibit “G.”
PY
167. Similarly, Naples signed a written Offer of Employment, which included his
CO
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“T.” IE
IF
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the date of departure.” See Exhibit “T.”
169. Upon information and belief, Naples breached the Non-Disclosure Agreement and
A

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170. Naples further signed a Non-Compete Agreement. See Exhibit “Z.”
171. The Non-Compete Agreement states that Naples “agrees not to seek employment
in the future, in any capacity, with: a) any of [Woolems’] clients (i.e., Owners); or b) anyone
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associated with an Owner of a Woolems construction project, for two (2) years after Employees
departure from Woolems, Inc.” See Exhibit “Z.”
172. Immediately upon his departure from Woolems, Naples commenced employment
with, to wit, Flowers, a direct competitor of Woolems, in violation of the Non-Compete
Agreement.
173. Naples’ actions were made without the consent or authorization of Woolems.
PY
174. Woolems has suffered damages as a result of Naples’ breach of the Non-Disclosure
CO
Agreement, Offer of Employment, and Non-Compete Agreement.
D
JULIAN NAPLES, for monetary damages, costs, and such other and further relief as this Court
deems just and proper. IE

IF
COUNT XII – BREACH OF CONTRACT
(Woolems vs. Deetlefs)
RT
herein.
CE
176. This is an action for breach of contract by Woolems against Deetlefs.

A
177. Deetlefs signed Woolems’ Non-Disclosure Agreement. See Exhibit “H.”
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trade secrets. See Exhibit “H.”
customers. See Exhibit “H.”
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180. Similarly, Deetlefs signed a written Offer of Employment, which included her
agreement to consider and treat “the content of [her] discussions pertaining to the Company and
“U.”
PY
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the date of departure.” See Exhibit “U.”
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182. Upon information and belief, Deetlefs breached the Non-Disclosure Agreement and
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IF
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incidental to her employment with Woolems’ direct competitor, Flowers.
183. Deetlef’s actions were made without the consent or authorization of Woolems.
CE
184. Woolems has suffered damages as a result of Deetlef’s breach of the Non-

A

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HELGA DEETLEFS, for monetary damages, costs, and such other and further relief as this Court
O

N
COUNT XIII – BREACH OF CONTRACT

(Woolems vs. Liriano)
herein.
186. This is an action for breach of contract by Woolems against Liriano.

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187. Liriano signed Woolems’ Non-Disclosure Agreement. See Exhibit “I.”
trade secrets. See Exhibit “I.”
PY
customers. See Exhibit “I.”
CO
190. Similarly, Liriano signed a written Offer of Employment, which included his
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IE
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“V.”
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the date of departure.” See Exhibit “V.”

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192. Upon information and belief, Liriano breached the Non-Disclosure Agreement and
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193. Liriano’s actions were made without the consent or authorization of Woolems.
194. Woolems has suffered damages as a result of Liriano’s breach of the Non-
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ANGEL LIRIANO, for monetary damages, costs, and such other and further relief as this Court
COUNT XIV – BREACH OF CONTRACT

(Woolems vs. Smith)
PY
herein.
196. This is an action for breach of contract by Woolems against Smith.
CO
197. Smith signed Woolems’ Non-Disclosure Agreement. See Exhibit “J.”
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trade secrets. See Exhibit “J.”
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customers. See Exhibit “J.”

CE
200. Similarly, Smith signed a written Offer of Employment, which included his
A
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“W.”
the date of departure.” See Exhibit “W.”

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202. Upon information and belief, Smith breached the Non-Disclosure Agreement and
203. Smith’s actions were made without the consent or authorization of Woolems.
204. Woolems has suffered damages as a result of Smith’s breach of the Non-Disclosure
PY
CO
HORACE SMITH, for monetary damages, costs, and such other and further relief as this Court
D
COUNT XV – BREACH OF CONTRACTIE

(Woolems vs. Dillon Guinan)
IF
RT
herein.
206. This is an action for breach of contract by Woolems against Dillon Guinan.
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207. Dillon signed Woolems’ Non-Disclosure Agreement. See Exhibit “K.”

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trade secrets. See Exhibit “K.”
customers. See Exhibit “K.”
210. Similarly, Dillon signed a written Offer of Employment, which included his
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“X.”
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the date of departure.” See Exhibit “X.”
CO
212. Upon information and belief, Dillon breached the Non-Disclosure Agreement and
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IE
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213. Dillon’s actions were made without the consent or authorization of Woolems.
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214. Woolems has suffered damages as a result of Dillon’s breach of the Non-Disclosure

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DILLON GUINAN, for monetary damages, costs, and such other and further relief as this Court
A

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COUNT XVI – BREACH OF CONTRACT

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(Woolems vs. Abreu)

N
herein.
216. This is an action for breach of contract by Woolems against Abreu.
217. Abreu signed Woolems’ Non-Disclosure Agreement. See Exhibit “L.”
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trade secrets. See Exhibit “L.”
customers. See Exhibit “L.”
PY
220. Similarly, Abreu signed a written Offer of Employment, which included her
CO
agreement to consider and treat “the content of [her] discussions pertaining to the Company and
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“Y.” IE
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the date of departure.” See Exhibit “Y.”
222. Upon information and belief, Abreu breached the Non-Disclosure Agreement and
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incidental to her employment with Woolems’ direct competitor, Flowers.

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223. Abreu’s actions were made without the consent or authorization of Woolems.
224. Woolems has suffered damages as a result of Abreu’s breach of the Non-Disclosure
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WENDY ABREU, for monetary damages, costs, and such other and further relief as this Court
COUNT XVII – BREACH OF CONTRACT

(Woolems vs. Botelho)
PY
herein.
226. This is an action for breach of contract by Woolems against Botelho.
CO
227. Botelho signed Woolems’ Non-Disclosure Agreement. See Exhibit “M.”
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IE
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trade secrets. See Exhibit “M.”
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customers. See Exhibit “M.”

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230. Upon information and belief, Botelho breached the Non-Disclosure Agreement by
A
facilitating the misappropriation and/or disclosure of numerous documents and information
relating to Woolems’ Confidential Materials at Guinan’s direction incidental to her employment

T
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with Woolems’ direct competitor, Flowers.

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231. Botelho’s actions were made without the consent or authorization of Woolems.
232. Woolems has suffered damages as a result of Botelho’s breach of the Non-
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CHRISTINA BOTELHO, for monetary damages, costs, and such other and further relief as this
Court deems just and proper.
COUNT XVIII – BREACH OF CONTRACT

(Woolems vs. McLeish)
PY
herein.
234. This is an action for breach of contract by Woolems against McLeish.
CO
235. McLeish signed Woolems’ Non-Disclosure Agreement. See Exhibit “N.”
D
IE
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trade secrets. See Exhibit “N.”
RT
customers. See Exhibit “N.”

CE
238. Upon information and belief, McLeish breached the Non-Disclosure Agreement by
A
facilitating the misappropriation and/or disclosure of numerous documents and information
relating to Woolems’ Confidential Materials at Guinan’s direction incidental to his employment

T
O
with Woolems’ direct competitor, Flowers.

N
239. McLeish’s actions were made without the consent or authorization of Woolems.
240. Woolems has suffered damages as a result of McLeish’s breach of the Non-
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PHILIP MCLEISH, for monetary damages, costs, and such other and further relief as this Court
DATED: this WK day of August, 2022.
Respectfully submitted,
PY
/s/ Gary N. Mansfield
ROBERT J. MANSEN, ESQ.
CO
FBN: 102737
DAVID STONE, ESQ.
FBN: 400432
GARY N. MANSFIELD, ESQ.
D
FBN: 61913
MANSFIELD, BRONSTEIN & STONE, LLP
IE
Counsel for Plaintiff, Woolems, Inc.
500 E. Broward Boulevard, Suite 1400
IF
Fort Lauderdale, Florida 33394
Phone: (954) 601-5600
RT
Fax: (954) 961-4756

Service Email Designation:
[email protected]
CE
/s/ Randolph H. Strauss

RANDOLPH H. STRAUSS, ESQ.
A
FBN: 829810
RANDOLPH H. STRAUSS, P.A.
Co-Counsel for Plaintiff, Woolems, Inc.
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4301 NE 1st Terrace, Suite 1

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Fort Lauderdale, Florida 33334

Phone: (954) 566-5297
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Fax: (954) 563-1559

Service Email Designation:
[email protected]
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(Redacted)
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(Redacted)
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Palm Beach Miami
Headquarters 12000 Biscayne Blvd., #505
2301 Centrepark West Dr. #150 Miami, FL 33181
West Palm Beach FL 33409 Office: (305) 572-1111
Office: (561) 835-0401
Fax: (561) 835-0403
July 26, 2020
Mr. Gustavo Hernandez

6870 North Saint Andrews Drive
Hialeah, FL 33015
PY
Re: Project Engineer | Compensation Package
Dear Gustavo,
CO
On behalf of myself and the entire staff at Woolems it is my pleasure to extend to you this offer of employment. The
following is our proposed compensation package:
D
Employment Starting Date
We would like you to start on or before Monday, August 10, 2020 as Project Engineer
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www.woolems.com
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EXHIBIT
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(Redacted)
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(Redacted)
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Guinan Suit

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Guinan Suit

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**** CASE NUMBER: 502022CA008141XXXXMB Div: AE ****

Filing # 155747803 E-Filed 08/19/2022 07:11:47 PM

IN THE CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT

WOOLEMS, INC., a Florida For-Profit CASE NO:

individual, and PHILIP MCLEISH, an individual,

Plaintiff, WOOLEMS, INC. (“Woolems” or “Plaintiff”), a Florida For-Profit Corporation,

RAYMOND SMITS (“Smits”), an individual, JAMES HOGAN (“Hogan”), an individual,

GUSTAVO HERNANDEZ (“Hernandez”), an individual, CHRIS CHATTERTON

(“Chatterton”), an individual, LIONEL NELSON (“Nelson”), an individual, JULIAN NAPLES

(“Naples”), HELGA DEETLEFS (“Deetlefs”), an individual, ANGEL LIRIANO (“Liriano”),

an individual, HORACE SMITH (“Smith”), an individual, DILLON GUINAN (“Dillon”), an

individual, CHRISTINA BOTELHO (“Botelho”), an individual, and PHILIP MCLEISH

“Defendants”), an individual, and alleges as follows:

JURISDICTION AND VENUE

fees, costs, and interest.

4. Defendant, Flower & Company, LLC, is a Florida Limited Liability Company

wit, is headquartered in Palm Beach County, Florida.

5. Defendant, Raymond Smits, is an individual who has conducted business in the

State of Florida and in Palm Beach County, Florida.

of Florida and, to wit, resides in Palm Beach County, Florida.

7. Defendant, Gustavo Hernandez, is an individual who has conducted business in the

State of Florida and in Palm Beach County, Florida.

State of Florida and, to wit, resides in Palm Beach County, Florida.

of Florida and in Palm Beach County, Florida.

of Florida and in Palm Beach County, Florida.

of Florida and, to wit, resides in Palm Beach County, Florida.

of Florida and, to wit, resides in Palm Beach County, Florida.

of Florida and in Palm Beach County, Florida.

State of Florida and in Palm Beach County, Florida.

State of Florida and in Palm Beach County, Florida.

substantial part, in Palm Beach County, Florida.

asserted herein, and venue is proper in Palm Beach County, Florida.

many of those projects are governed by multi-million dollar written agreements.

Florida, Miami, Florida, and Key Largo, Florida.

Key Biscayne, Florida.

extensive industry knowledge and expertise.

documents are referred to herein as the “Confidential Materials.”

with businesses, customers, product manufacturers, subcontractors, sources of supply, and

at Woolems’ substantial expense.

Woolems’ Confidential Materials.

the Confidential Materials.

symptoms which presented as Alzheimer’s Disease. He suffered from incessant headaches,

diagnosis and recover his health.

from its normal flow, putting pressure on the brain. IE

he was recommended for brain surgery on an immediate basis.

most likely be fatal.

44. As recommended by his physicians, Mr. Woolems underwent brain surgery in an

effort to alleviate the symptoms of NPH in June of 2020.

medical supervision throughout the remainder of 2020.

operations and status of various clients’ projects.

disregarded, forwarded to others in a mocking manner, and subsequently ignored.

otherwise inconsistent with Guinan’s duties to Woolems.

the amount of $120,000.00 for no legitimate purpose.

employed by Woolems as its Chief Operating Officer.

Guinan was still employed with Woolems.

trade secrets. See Exhibits “A” through “N.”

customers. See Exhibits “A” through “N.”

which, similar to the Non-Disclosure Agreements, included each employee’s agreement to

and its clients or customers . . . .” as “CONFIDENTIAL INFORMATION.” A true and correct

of Employment signed by Deetlefs is attached hereto and incorporated by reference herein as

Agreement is attached hereto and incorporated by reference herein as Exhibit “Z.”

Employees departure from Woolems, Inc.” See Exhibit “Z.”

CASE NUMBER: 502022CA008141XXXXMB Div: AE