Justia Business Law Opinion Summaries

Curtin Maritime Corp. (Curtin) filed suit against its competitor, Pacific Dredge and Construction, LLC (Pacific), asserting one cause of action for violation of the Unfair Competition Law. The parties operated dredging vessels, and competed for contracts awarded by the U.S. Army Corps of Engineers (USACE). In its complaint, Curtin alleged Pacific was ineligible for two contracts it was awarded over Curtin because its vessel was not “entirely” built in the United States, a violation of the federal Merchant Marine Act of 1920 (commonly referred to as the Jones Act), and Pacific defrauded the Coast Guard in its successful application for certification that the vessel was U.S.-built. These allegations served as the sole basis for Curtin’s UCL claim. In response to the complaint, Pacific brought a motion under Code of Civil Procedure section 425.16 to strike Curtin’s claim, asserting it arose from protected speech and that Curtin could not show a probability of prevailing on the merits of its claim. The trial court agreed with Pacific that the claim arose from protected activity, but concluded Curtin had met its burden at this early stage of litigation to show the claim had minimal merit and denied the motion. Pacific appealed the ruling, contending the trial court erred because the claim was preempted by the Jones Act. After Pacific filed its notice of appeal, Curtin dismissed the underlying lawsuit and moved to dismiss the appeal as moot. Pacific opposed the motion, asserting the appeal was viable since reversal of the trial court’s order would provide Pacific the opportunity to seek attorney fees under the anti-SLAPP statute. The Court of Appeal agreed with Pacific that the appeal was not moot, and dismissal of the appeal was not appropriate. Further, the Court concluded Curtin did not show a probability of prevailing on the merits of its claim. Accordingly, the Court reversed the trial court’s order denying Pacific’s motion to strike, and directed the trial court to reinstate the case and issue an order granting the anti-SLAPP motion and striking Curtin’s claim. View "Curtin Maritime Corp. v. Pacific Dredge etc." on Justia Law

Bimbo Bakeries USA, Inc. (“Bimbo Bakeries”) owned, baked, and sold Grandma Sycamore’s Home-Maid Bread (“Grandma Sycamore’s”). Bimbo Bakeries alleged that United States Bakery (“U.S. Bakery”), a competitor, and Leland Sycamore (“Leland”), the baker who developed the Grandma Sycamore’s recipe, misappropriated its trade secret for making Grandma Sycamore’s. The district court granted summary judgment in favor of U.S. Bakery on a trade dress infringement claim. The parties went to trial on the other two claims, and the jury returned a verdict in favor of Bimbo Bakeries on both. After the trial, the district court denied U.S. Bakery’s and Leland’s renewed motions for judgment as a matter of law on the trade secrets misappropriation and false advertising claims. The district court did, however, remit the jury’s damages award. All parties appealed. Bimbo Bakeries argued the district court should not have granted U.S. Bakery summary judgment on its trade dress infringement claim and should not have remitted damages for the false advertising claim. U.S. Bakery and Leland argued the district court should have granted their renewed motions for judgment as a matter of law, and Leland made additional arguments related to his personal liability. The Tenth Circuit affirmed in part, reversed in part, and remanded for further proceedings because the Court found all of Bimbo Bakeries’ claims failed as a matter of law. View "Bimbo Bakeries USA, et al. v. Sycamore, et al." on Justia Law

IMSS is the main social-service agency of the Mexican government, responsible for government-run medical care for most Mexican citizens. It purchases medical products from private companies. Stryker manufactures and sells medical devices. Stryker’s parent company is based in Kalamazoo, Michigan. It has subsidiaries around the world. IMSS sued Stryker, alleging that in 2003-2015 Stryker bribed government officials and that the U.S. government has established the existence of that bribery. These bribes allegedly totaled tens of thousands of dollars and were handled by a non-party Mexican law firm. Stryker moved to dismiss on the ground of forum non conveniens, arguing that the Mexican judicial system was better suited to hear the case. IMSS argued that the United Nations Convention against Corruption forecloses the application of forum non conveniens and, alternatively, that the relevant factors favored hearing the case in the U.S. courts.The Sixth Circuit affirmed the dismissal of the case. Requiring that American courts be open to foreign states in cases that implicate the Convention does not require the alteration of established domestic legal frameworks, such as forum non conveniens, that predate the Convention. IMSS’s choice of forum receives little deference, Mexican courts are available to hear this case, and the public and private interest factors support Stryker. View "Instituto Mexicano del Seguro v. Stryker Corp." on Justia Law

Brian Johnson, Rodger Johnson, Lyle Johnson, New Partnership and Nor-Agra, Inc. (Defendants) appealed an amended judgment dissolving the Johnson Farms partnership. Defendants argued the district court erred in its valuation and distribution of the partnership’s assets. Finding no reversible error, the North Dakota Supreme Court affirmed. View "Sproule, et al. v. Johnson, et al." on Justia Law

In March 2012, First Solar, Inc. stockholders filed a class action lawsuit against the company alleging that it violated federal securities laws by making false or misleading public disclosures ("Smilovits Action"). National Union Fire Insurance Company of Pittsburgh, PA (“National Union”) provided insurance coverage for the Smilovits Action under a 2011–12 $10 million “claims made” directors and officers insurance policy. While the Smilovits Action was pending, First Solar stockholders who opted out of the Smilovits Action filed what has been referred to as the Maverick Action. The Maverick Action alleged violations of the same federal securities laws as the Smilovits Action, as well as violations of Arizona statutes and claims for fraud and negligent misrepresentation. In this appeal the issue presented for the Delaware Supreme Court's review was whether the Smilovits securities class action, and a later Maverick follow-on action were related actions, such that the follow-on action was excluded from insurance coverage under later-issued policies. The Superior Court found that the follow-on action was “fundamentally identical” to the first-filed action and therefore excluded from coverage under the later-issued policies. The Supreme Court found that even though the court applied an incorrect standard to assess the relatedness of the two actions, judgment was affirmed nonetheless because under either the erroneous “fundamentally identical” standard or the correct relatedness standard defined by the policies, the later-issued insurance policies did not cover the follow-on action. View "First Solar, Inc. v. National Union First Insurance Company of Pittsburgh, PA" on Justia Law

Springfield, debtors in bankruptcy who applied for and were denied Paycheck Protection Program (PPP) funds pursuant to the CARES Act solely due to their bankruptcy status, initiated this adversary proceeding in bankruptcy court against the Administrator of the SBA, in her official capacity. Springfield challenges the SBA's administration of PPP funds and asks that the bankruptcy court enjoin the SBA from denying its PPP application on the basis of its bankruptcy status.The Second Circuit held that, based upon the plain language of Section 525(a) of the Bankruptcy Code, that the PPP is a loan guaranty program and not an "other similar grant," and Section 525(a) does not apply to the PPP. Therefore, the bankruptcy court incorrectly ruled that Springfield was entitled to summary judgment and a permanent injunction. Rather, the court concluded, as a matter of law, that summary judgment in the SBA's favor is warranted on the Section 525(a) claim, reversing the judgment and vacating the permanent injunction. The court remanded to the bankruptcy court for further proceedings. View "Springfield Hospital, Inc. v. Guzman" on Justia Law

The Ninth Circuit certified to the Supreme Court of Nevada the following question: Under Nevada law, must a series LLC created pursuant to Nev. Rev. Stat. 86.296 be sued in its own name for a court to obtain jurisdiction over it, or may the master LLC under which the series is created be sued instead? View "Federal Housing Finance Agency v. Saticoy Bay, LLC" on Justia Law

After assignors and assignees of membership interests in Dongtai Investment Group filed suit against Dongtai's managing member, the district court granted injunctive and declaratory relief, ordering the managing member to turn over his remaining Dongtai membership units partially to satisfy the judgment.The Fifth Circuit affirmed and first concluded that it has jurisdiction to address the rulings challenged by the managing member in this case. In regard to the managing member's motion to dismiss, the court concluded that at least one group, if not both, have sufficient membership interest in Dongtai to confer standing to bring a derivative proceeding; the district court did not err in declining to dismiss plaintiffs' securities fraud claims; the district court properly denied the managing member's argument that plaintiffs did not satisfy the requisite heightened pleading standard; the district court properly overruled the managing member's contention that plaintiffs' securities fraud claims should be dismissed; the complaint lacks evidence that the membership units were purchased in the United States; and the managing member's contention that none of the securities fraud allegations specifically implicate LCL Company are simply untrue. The court also concluded that the district court did not abuse its discretion in granting a preliminary injunction where plaintiffs have established a substantial threat they would suffer irreparable injury if an injunction was not granted. Finally, the court discerned no error in the declaratory relief fashioned by the district court and the district court did not abuse its discretion in ordering the managing member to turn over his remaining membership interest in Dongtai. View "Xiongen Jiao v. Ningbo Xu" on Justia Law

The Supreme Court affirmed the judgment of the trial court in this complex business dispute, holding that neither party successfully demonstrated a substantial right that had been affected or that an error likely occurred at the trial court.Plaintiff brought this complaint seeking a declaratory judgment setting forth his rights under an Employment Agreement and Level Four Holdings Agreements. Plaintiff also alleged claims for tortious interference with a contract against Penta Mezzanine SIBC Fund I, L.P. (Penta Fund), Seth Ellis, and Level Four SBIC Holdings. The trial court (1) determined it did not have subject matter jurisdiction over Plaintiff's declaratory judgment claim; (2) dismissed the tortious interference with contract claim against all defendants; and (3) denied motions to dismiss for lack of personal jurisdiction by Level Four Holdings and Ellis. The Supreme Court affirmed, holding that there was no error in the proceedings below. View "Button v. Level Four Orthotics & Prosthetics, Inc." on Justia Law

The First Circuit affirmed the order of the district court entering summary judgment in favor of Defendant and dismissing Plaintiff's claims for fraud, civil conspiracy, breach of fiduciary duty, and unjust enrichment, holding that Plaintiff failed to make a sufficient showing on essential elements of her case.In 2014, Plaintiff sold her special limited partnership interests in an affordable housing property for $1.5 million. In 2016, the property sold for $11.7 million. Plaintiff brought this lawsuit alleging claims for civil conspiracy, fraud, unjust enrichment, and breach of fiduciary duty, alleging that she was fraudulently led to believe that Defendant had power over the property and would block any attempt to sell or refinance it. The district court entered summary judgment for Defendant. The First Circuit affirmed, holding (1) Plaintiff failed to establish that Defendant intentionally misrepresented the value of the property and Plaintiff's special interest; and (2) Plaintiff's remaining causes of action were unsuccessful in the absence of wrongdoing or foreseeable damages. View "Katz v. Belveron Real Estate Partners, LLC" on Justia Law