Curonix LLC v. Laura Tyler Perryman

COURT OF CHANCERY
OF THE
STATE OF DELAWARE
BONNIE W. DAVID COURT OF CHANCERY COURTHOUSE
VICE CHANCELLOR 34 THE CIRCLE
GEORGETOWN, DE 19947

Date Submitted: January 8, 2026
Date Decided: January 30, 2026

Matthew F. Davis, Esq. Laura Tyler Perryman
Justin T. Hymes, Esq. c/o Hazelton SFF BOP
Potter Anderson & Corroon LLP PO Box 3000
1313 N. Market St. Bruceton Mills, WV 26525
Wilmington, DE 19801

RE: Curonix LLC v. Laura Tyler Perryman,
C.A. No. 2019-1003-BWD

Dear Counsel and Litigants:

This letter opinion resolves Ms. Perryman’s motion to dismiss the operative

second amended complaint in this action. For the reasons explained below, the

motion is denied.

I. BACKGROUND1

A. Perryman Founds Stimwave And Then Later Resigns As CEO.
In 2010, defendant Laura Tyler Perryman founded Stimwave Technologies

Incorporated (“Stimwave” or the “Company”), a Delaware corporation, to develop,

manufacture, and commercialize neurostimulators that treat patients suffering from

1
The following facts are taken from the Verified Second Amended and Supplemented
Complaint (the “Second Amended Complaint”) and the exhibits attached thereto. Verified
Second Am. and Suppl. Compl. [hereinafter SAC], Dkt. 642.
Curonix LLC v. Laura Tyler Perryman,
C.A. No. 2019-1003-BWD
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chronic pain. SAC ¶¶ 10, 19–20. In 2013, Perryman also founded several other

entities that operated as subsidiaries in the Company’s corporate structure, including

Micron Devices, LLC (“Micron”), a Delaware limited liability company, and StimQ

Medical LLC (“StimQ”), a Bahamian entity. Id. ¶¶ 18, 20. Perryman caused the

Company to transfer patents and other intellectual property (“IP”) to Micron, which

then licensed the IP back to the Company and StimQ under certain contracts. Id.

¶ 21.

On March 25, 2018, on behalf of the Company’s subsidiaries, Perryman

executed the Stimwave Technologies Incorporated Contribution Agreement (the

“Contribution Agreement”), under which Micron transferred its ownership interests

in StimQ to the Company. Id. ¶ 31; id., Ex. A. Then, on December 31, Perryman

orchestrated additional equity transfers that increased the Company’s ownership

stake in StimQ through another agreement (the “Security Exchange Agreement”).

SAC ¶¶ 34–35; id., Ex. B. Because some of the subsidiaries that executed the

transfers under the Contribution Agreement and the Security Exchange Agreement

are organized under Bahamian law, certain administrative documents were required

to effectuate them (the “Bahamian Registration Documentation”). See SAC ¶ 131.
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To consolidate the Company’s corporate structure, Perryman caused Micron

to assign its IP and related contracts to the Company in late 2018 and early 2019,

signing several patent and asset assignments on behalf of Micron and the Company

(the “Micron Assignment Agreements”). Id. ¶¶ 40–42, 47; id., Exs. C–D, H; see id.,

Ex. G at 28. After the Micron Assignment Agreements, Micron served no remaining

purpose, and on December 28, 2018, Perryman executed and filed a Certificate of

Cancellation for Micron with the Delaware Secretary of State. SAC ¶ 43; id., Ex. E.

Less than a year later, in October 2019, the Company received a civil

investigation demand from the United States Department of Justice. SAC ¶ 55. In

response to the demand, the Company undertook an internal investigation into

allegations that Perryman improperly used Company assets and hid these activities

by ordering accounting staff to forge invoice references on customers’ checks. Id.

¶¶ 55–59. On November 14, the Company’s board of directors placed Perryman on

leave, after which she resigned as CEO. Id. ¶¶ 62–63, 73; id., Ex. M.

After her resignation, Perryman allegedly engaged in a series of actions to

undermine the Company and take back control. For example, Perryman advanced

“a false narrative that Micron [] never transferred” its IP to the Company.

SAC ¶ 79. To facilitate this narrative, Perryman filed a Certificate of Correction for

Micron’s Certificate of Cancellation with the Delaware Secretary of State, which
Curonix LLC v. Laura Tyler Perryman,
C.A. No. 2019-1003-BWD
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purported “to render the Certificate of Cancellation ‘null and void’ on the basis that

‘[d]ue to a clerical error, [Micron] was voluntarily cancelled when it should not have

been.’” Id. ¶ 84. Perryman then purported to cause Micron to assign the IP

previously assigned to the Company to a different entity. Id. ¶¶ 89–92.

B. The Company And Perryman Engage In Protracted Litigation
Across Multiple Courts.

On December 16, the Company initiated this action through the filing of a

Verified Complaint (the “Initial Complaint”), alleging claims against Perryman, her

husband Gary Perryman, Micron, and Stimguard Medical Corporation. Verified

Compl. [hereinafter Initial Compl.] ¶¶ 186–222, Dkt. 1.

The Company amended the Initial Complaint on February 21, 2020 (the “First

Amended Complaint”), adding additional defendants. Verified Am. Compl.,

Dkt. 88. On March 6, the defendants, including Perryman, filed an answer and

counterclaims, which they amended on July 21 and August 28.2

On December 7, Perryman caused Micron to initiate bankruptcy proceedings

in the United States Bankruptcy Court for the Southern District of Florida (the

2
Defs.’ Answer to the Verified Am. Compl. and Verified Countercls. [hereinafter
Countercls.], Dkt. 106; Defs.’ Answer to the Verified Am. Compl. and Am. Verified
Countercls., Dkt. 166; Defs.’ Answer to the Verified Am. Compl. and Second Am. Verified
Countercls. [hereinafter Second Am. Countercls.], Dkt. 257.
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“Micron Bankruptcy”). SAC ¶ 111; Suggestion of Bankr., Dkt. 395; see In re

Micron Devices LLC, Case No. 20-23359 (LMI) (Bankr. S.D. Fla.). Following an

evidentiary hearing, on May 20, 2021, the United States Bankruptcy Court for the

Southern District of Florida approved a settlement among the Company, creditors,

and the bankruptcy trustee which provided that (among other things) the

Contribution Agreement and the Micron Assignment Agreements were valid and

enforceable agreements (the “Settlement Approval Order”). SAC ¶ 114.3

On June 15, 2022, the Company initiated bankruptcy proceedings in the

United States Bankruptcy Court for the District of Delaware. See In re Stimwave

Tech. Inc., et al., Case No. 22-10541 (KBO) (Bankr. D. Del.); SAC ¶ 124. Perryman

continued to assert that the Contribution Agreement and the Micron Assignment

Agreements were unenforceable such that the Company did not own the IP it

claimed, nor the ownership interests in StimQ. SAC ¶¶ 124–25. On September 30,

the United States Bankruptcy Court for the District of Delaware approved an Asset

Purchase Agreement (the “APA”) under which the Company sold assets to Curonix

LLC (“Plaintiff”), a Delaware limited liability company, over an objection by an

3
Perryman opposed the Settlement Approval Order, and the United States Bankruptcy
Court for the Southern District of Florida later sanctioned her “bad faith conduct,” which
included “frivolous and baseless pleadings.” SAC ¶¶ 116–18.
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entity controlled by Perryman. Id. ¶ 126. Under the APA, Plaintiff acquired the

Company’s rights, claims, and assets, which included “all record and beneficial

ownership in Equity Interests owned by [the Company] . . . including [equity

interests in] [StimQ].” Id. As a condition of the APA, all equity interests “shall

have been validly registered under applicable law,” but StimQ minority equity

holders have claimed that shares under the Contribution Agreement and the Security

Exchange Agreement were never properly registered under Bahamian law. Id.

¶¶ 127–29.

On March 6, 2024, Perryman was convicted of health care fraud, conspiracy

to commit health care fraud, and wire fraud, and was later sentenced to 72 months

in federal prison. See United States v. Perryman, No. 23-cr-117 (S.D.N.Y. 2023);

Ltr. Providing a Status Update at 3, Dkt. 633.

C. The Plaintiff Is Substituted In This Action.

Following Plaintiff’s purchase of the Company’s assets under the APA,

Plaintiff moved in this action to substitute itself as plaintiff in place of the Company

and for leave to amend the First Amended Complaint. Dkts. 575–576. This action

was reassigned to me on January 8, 2025. Dkt. 637. On January 10, the Court

granted Plaintiff leave to amend the First Amended Complaint and substitute itself
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C.A. No. 2019-1003-BWD
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in as plaintiff, and on February 17, Plaintiff filed the Second Amended Complaint.

See Dkts. 638, 642.

The Second Amended Complaint alleges six claims against Perryman,

Stimguard Medical Corporation (a Delaware corporation), Stimguard Medical

Corporation (a Florida corporation), Stimguard LLC (a Florida limited liability

company), LTP Limited, LLC (a Bahamian entity), and Micron Medical LLC (a

Bahamian entity; collectively, the “Entity Defendants”). See SAC at 1. Count I

seeks a declaratory judgment that the Micron Assignment Agreements are valid and

binding in accordance with the Settlement Approval Order. Id. ¶¶ 132–40. Count

II seeks a declaratory judgment that the Contribution Agreement is valid and binding

in accordance with the Settlement Approval Order such that Plaintiff is the rightful

owner of the StimQ equity interests transferred thereunder. Id. ¶¶ 141–45. Count

III alleges a claim for breach of the Contribution Agreement for failing to register

the shares transferred therein under Bahamian law and seeks specific performance

of the Bahamian Registration Documentation. Id. ¶¶ 146–53. Count IV seeks a

declaratory judgment that the Security Exchange Agreement is valid such that

Plaintiff is the rightful owner of all shares transferred therein. Id. ¶¶ 154–60. Count

V seeks equitable relief requiring Perryman to execute and deliver the Bahamian

Registration Documentation. Id. ¶¶ 161–67. Count VI alleges a claim for malicious
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prosecution against Perryman for her conduct in this action and in the prior

bankruptcy proceedings. Id. ¶¶ 168–76.

On June 20, 2025, Plaintiff moved for default judgment against Perryman and

the Entity Defendants. Dkt. 664. After a hearing was held on July 25, the Court

entered default judgment against the Entity Defendants on August 21. Dkts. 667,

669. Only Counts I, IV, V, and VI of the Second Amended Complaint against

Perryman remain.

On September 30, Perryman, acting pro se, filed a motion to dismiss the

Second Amended Complaint (the “Motion to Dismiss”) under Court of Chancery

Rules 12(b)(2), 12(b)(4), 12(b)(5), and 12(b)(6). Def. Laura Perryman’s Mot. to

Dismiss the Am. Compl. (and Opening Br. in Supp.) [hereinafter DOB], Dkt. 680.

Plaintiff filed an answering brief in opposition to the Motion to Dismiss on

November 13, while also moving to strike (the “Motion to Strike”) the Motion to

Dismiss, asserting that the Motion to Dismiss was drafted by a nonlawyer family

member rather than Perryman herself. Pl.’s Omnibus Br. in Supp. of Pl.’s Mot. to

Strike and in Opp’n to Def. Laura Tyler Perryman’s Mot. to Dismiss [hereinafter

PAB], Dkt. 686. Briefing concluded on January 8, 2026.4

4
Perryman filed a reply in further support of the Motion to Dismiss on January 6, as well
as a letter responding to the Motion to Strike. Reply to Opp’n to Def.’s Mot. to Dismiss
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II. ANALYSIS

Perryman has moved to dismiss the Second Amended Complaint under Court

of Chancery Rules 12(b)(2) for lack of personal jurisdiction, 12(b)(4) and 12(b)(5)

for insufficient process and service of process, and 12(b)(6) for failure to state a

claim.5 For the reasons explained below, the Motion to Dismiss is denied in its

entirety.

A. The Motion To Dismiss For Lack Of Personal Jurisdiction Is
Denied.

Perryman first moves to dismiss the Second Amended Complaint on grounds

that the Court lacks personal jurisdiction over her. DOB at 5.

“The personal jurisdiction defense may be lost by failure to assert it

seasonably, by formal submission in a cause, or by submission through conduct.”

Est. of Mergenthaler, 2024 WL 4052994, at *3 (Del. Ch. Sep. 4, 2024) (quoting In

re Asbestos Litig., 2015 WL 556434, at *4 (Del. Super. Jan. 30, 2015)). A defendant

must assert a personal jurisdiction defense “by motion filed before a responsive

the Second Am. Compl. [hereinafter DRB], Dkt. 692; Ltr. to the Court, Dkt. 691. On
January 8, Plaintiff filed a reply brief in further support of the Motion to Strike. Reply Br.
in Further Supp. of Pl.’s Mot. to Strike, Dkt. 694.
5
Although Perryman cites to the Federal Rules of Civil Procedure as the basis for her
Motion to Dismiss, I evaluate her arguments under the Court of Chancery Rules. See DOB
at 2–3; Fed. R. Civ. P. 12(b)(2), (4)–(6).
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C.A. No. 2019-1003-BWD
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pleading” or “in a responsive pleading or in an amendment to the responsive

pleading.” Ct. Ch. R. 12(h)(2)(A)–(B); see also CelestialRX Invs., LLC v. Krivulka,

2019 WL 1396764, at *17 (Del. Ch. Mar. 27, 2019) (“According to Court of

Chancery Rule 12(h), a defense of lack of personal jurisdiction is waived if not made

in a timely Rule 12 motion or in the first responsive pleading.”).

Perryman failed to raise a personal jurisdiction defense in her answer to the

First Amended Complaint,6 filed her own counterclaims in this Court seeking a

declaration that the Micron Assignment Agreements and the Security Exchange

Agreement are not binding contracts,7 and participated in this litigation over the

course of six years. Through such conduct, Plaintiff “built up a reasonable

expectation” that Perryman would defend the suit in Delaware. Bouchard v. Braidy

Indus., Inc., 2020 WL 2036601, at *10 (Del. Ch. Apr. 28, 2020) (quoting Salud Nat.

Entrepreneur, Inc. v. Nutricento Internacional, Inc., 2011 WL 290271, at *3 (N.D.

Ill. Jan. 27, 2011)). Because Perryman waived the defense through six years of

6
See Countercls.; see also Plummer v. Sherman, 861 A.2d 1238, 1244 (Del. 2004)
(“[Defendant] was required to expressly raise the defense of lack of personal jurisdiction
no later than her answer, but she did not do so.”).
7
Second Am. Countercls. ¶¶ 249–62, 276–80; see Lynch v. Gonzalez Gonzalez, 2020 WL
3422399, at *8 (Del. Ch. June 22, 2020) (“Filing suit in Delaware gives rise to specific
jurisdiction over the filing party with respect to actions arising from the transaction
underlying the suit.”).
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litigation conduct, her motion to dismiss for lack of personal jurisdiction must be

denied.

B. The Motion To Dismiss For Insufficient Process And Service Of
Process Is Denied.

Perryman next argues that the Second Amended Complaint must be dismissed

because she was not properly served. DOB at 3. As the docket in this action reflects,

however, service was proper.

In accordance with Court of Chancery Rule 4(e), the Company served

Perryman with a summons and the Initial Complaint on December 18, 2019. Service

was accomplished by the Register in Chancery via registered mail. See 10 Del. C.

§ 3114; Ct. Ch. R. 4(e)(4) (“Within the time required by the consent statute, the

Register in Chancery must mail a copy of the summons as prescribed by the

statute.”); Register’s Certificate of Registered Mailings, Dkt. 20. Thereafter,

Perryman appeared and participated in the action.

In accordance with Court of Chancery Rule 5(b)(2)(D), Plaintiff served

Perryman with the Second Amended Complaint on March 25, 2025. Service was

accomplished by mailing to Perryman’s last known address, a federal prison. See

Ct. Ch. R. 5(b)(2)(D) (“A paper is served under this rule by: . . . (D) mailing it to the

person’s last-known address—in which event service is complete upon mailing.”);

Aff. of Service of Verified Second Am. and Suppl. Compl., Dkt. 685.
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Although Perryman claims that she never received a copy of the Second

Amended Complaint from the prison, Plaintiff’s affidavit of service demonstrates

that service was properly effectuated under the Court rules. Perryman’s Motion to

Dismiss also demonstrates that she is, in fact, familiar with the allegations in the

Second Amended Complaint. Perryman’s motion to dismiss for insufficient process

and service of process is therefore denied.

C. The Motion To Dismiss For Failure To State A Claim Is Denied.
Perryman also argues that the Second Amended Complaint fails to state a

claim upon which relief can be granted. DOB at 8.

When reviewing a motion to dismiss under Court of Chancery Rule 12(b)(6),

Delaware courts “(1) accept all well pleaded factual allegations as true, (2) accept

even vague allegations as ‘well pleaded’ if they give the opposing party notice of the

claim, [and] (3) draw all reasonable inferences in favor of the non-moving

party . . . .” Cent. Mortg. Co. v. Morgan Stanley Mortg. Cap. Hldgs. LLC, 27 A.3d

531, 535 (Del. 2011) (citing Savor, Inc. v. FMR Corp., 812 A.2d 894, 896–97 (Del.

2002)).

Aside from claiming that the Second Amended Complaint is “[c]onclusory or

speculative”—itself a wholly conclusory argument—Perryman does not explain

why, accepting the truth of the allegations therein, the Second Amended Complaint
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fails to support the relief Plaintiff seeks. Upon review of the pleading, I find that the

Second Amended Complaint alleges sufficient facts to support a claim for relief.

In her reply brief, Perryman argues that she is not a party to any enforceable

agreement and relief is unavailable because there is no “concrete and immediate

controversy.” DRB at 5–6. The Second Amended Complaint pleads sufficient facts

to support Plaintiff’s request for a declaration that the Micron Assignment

Agreements and the Security Exchange Agreement are binding contracts, and that

Perryman has improperly disputed their enforceability. See, e.g., SAC ¶ 138

(“[Perryman] continue[s] to dispute Plaintiff’s right, title, and interest in the . . . IP

. . . .”); id. ¶ 157 (“Perryman asserts that . . . [the] shares were not validly transferred

to [the Company] pursuant to the Security Exchange Agreement.”); id. ¶ 173

(“Perryman’s actions have significantly harmed [the Company and Plaintiff] by

forcing it to repeatedly incur expenses, including attorney’s fees and costs, to defend

itself and its property interests against Perryman’s malicious litigation.”).

Perryman also makes several arguments concerning the Second Amended

Complaint’s failure to plead a fraud claim with the particularity required under Court

of Chancery Rule 9(b). DOB at 9. These arguments lack merit because the Second
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Amended Complaint does not allege any claims sounding in fraud.8 See SAC; PAB

at 14 (“[T]here is no claim for fraud asserted in the SAC, or any of the prior

complaints filed in this action.”). Perryman’s motion to dismiss for failure to state

a claim is denied.

D. The Claims Pled In The Second Amended Complaint Are Timely.
Finally, Perryman argues that claims arising from events that occurred

between 2017 and 2019—more than three years before the Second Amended

Complaint was filed—are time-barred. DOB at 11–13.

Plaintiff’s claims arising from conduct in 2017 through 2019 are not time-

barred because they relate back to the Initial Complaint. Under Court of Chancery

Rule 15(c), “[a]n amendment to a pleading relates back to the date of the original

pleading when . . . the amendment asserts a claim or defense that arose out of the

conduct, transaction, or occurrence set out—or attempted to be set out—in the

original pleading.” Ct. Ch. R. 15(c)(2).

The claims in the Second Amended Complaint relate back to the Initial

Complaint because they are based on the same allegedly improper conduct and series

8
Perryman also moves for a more definite statement under Court of Chancery Rule 12(e)
based on a purported failure to plead fraud with particularity. DOB at 14. Because the
Second Amended Complaint does not allege claims for fraud, this aspect of Perryman’s
motion is likewise denied.
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of transactions that formed the basis of the Initial Complaint. New Count I seeks a

declaration that was also sought in Count IV of the Initial Complaint. New Count

IV concerns the Security Exchange Agreement through which Perryman and other

defendants allegedly transferred interests in StimQ to Stimwave; Paragraphs 22, 32,

154, and 197 (among others) of the Initial Complaint similarly set out the parties’

dispute over control of StimQ. See, e.g., Initial Compl. ¶¶ 22, 32, 154, 197.

Although “[t]he factual allegations in the two complaints are slightly different, . . .

those differences reflect only a greater access to information at the time of the

[Second Amended Complaint].” Telxon Corp. v. Bogomolny, 792 A.2d 964, 972

(Del. Ch. 2001).

The Second Amended Complaint also adds a new claim for malicious

prosecution, which is subject to a three-year statute of limitations. See 10 Del. C.

§ 8106; Winshall v. Viacom Int’l, Inc., 2019 WL 960213, at *18 (Del. Super. Feb.

25, 2019) (holding that Section 8106 governs claims for malicious prosecution).

Plaintiff’s malicious prosecution claim is based on conduct that occurred between

December 2020 and December 2022. PAB at 16. Plaintiff moved to amend to add

this claim on December 19, 2022, well within the limitations period. See Cirillo

Family Tr. v. Moezinia, 2018 WL 3388398, at *19 n.176 (Del. Ch. July 11, 2018)

(holding claims were timely where the plaintiff moved to amend within the
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limitations period). Because Plaintiff’s claims are timely, Perryman’s motion to

dismiss on this basis is likewise denied.9

III. CONCLUSION

For the reasons explained above, the Motion to Dismiss is DENIED.

Sincerely,

/s/ Bonnie W. David

Bonnie W. David
Vice Chancellor

cc: All counsel of record (by File & ServeXpress)

9
Because the Motion to Dismiss is denied on the merits, the Court need not resolve the
Motion to Strike.