ACI Worldwide Corp. v. Baldwin Hackett & Meeks, 296 Neb. 818

Background

ACI Worldwide sued BHMI in 2012 alleging BHMI misappropriated ACI’s middleware (XPNET) to create BHMI’s TMS; BHMI counterclaimed for breach of a nondisclosure agreement (NDA), tortious interference, and violations of Nebraska’s Junkin Act.
The district court limited trade-secret discovery (BHMI source code/manuals) until ACI completed non-trade-secret discovery and identified alleged trade secrets with particularity; ACI proceeded with limited discovery and tried the misappropriation claim in 2014, losing.
After the 2014 trial, ACI obtained email attachments and related materials in separate federal litigation and sought to reopen discovery, vacate the 2014 verdict, and use the new materials; the court declined to reopen before the second trial.
In 2015 a jury returned verdicts for BHMI on its counterclaims (including Junkin Act and breach of the NDA), awarding over $43.8 million; the court awarded BHMI about $2.73 million in attorney fees and costs.
ACI appealed, arguing among other things that discovery restrictions, exclusion of the federal materials, insufficient evidence (including damages), and the Noerr-Pennington doctrine required vacatur. The Nebraska Supreme Court affirmed.

Issues

Issue	Plaintiff's Argument (ACI)	Defendant's Argument (BHMI)	Held
Denial of trade-secret discovery before first trial	Court abused discretion by denying access to BHMI source code and manuals, depriving ACI of ability to prove misappropriation	Court permissibly required ACI to pursue non-trade-secret discovery first and to particularize its claims before exposing BHMI’s secrets	Affirmed: trial court did not abuse discretion in sequencing and limiting trade-secret discovery
Whether Noerr-Pennington bars BHMI counterclaims	Filing suit is protected petitioning; Noerr-Pennington immunity precludes antitrust and interference claims	Noerr-Pennington is an affirmative defense that ACI waived by not pleading it timely; sham-suit exception not argued in pleaded form	Affirmed: ACI waived the defense by failing to plead it as an affirmative defense in a timely manner
Sufficiency of evidence for Junkin Act and NDA breach	BHMI lacked proof of antitrust injury, monopoly or causation; NDA protected only nonpublic info so ACI didn’t breach	BHMI presented evidence of market impact (TMS would lower price/increase quality) and that ACI used BHMI confidential info in litigation, breaching clear NDA terms	Affirmed: competent evidence supported Junkin Act antitrust injury, and jury reasonably found ACI used BHMI confidential information in violation of the NDA
Damages and expert testimony/admissibility of federal materials	BHMI’s lost-profits proof was speculative; company principal (Jack) unqualified; federal email attachments were improperly excluded and would show good faith	Jack had 30 years’ business knowledge and used actual contracts/market testimony; ACI did not timely offer federal materials at trial; exclusion (or nonruling) did not prejudice ACI	Affirmed: Jack was properly admitted to give lost-profits evidence; testimony and documents provided sufficient basis for jury award; exclusion/waiver of federal materials not reversible error

Key Cases Cited

Eastern R.R. Conference v. Noerr Motor Freight, 365 U.S. 127 (U.S. 1961) (establishes petitioning immunity from antitrust liability)
United Mine Workers v. Pennington, 381 U.S. 657 (U.S. 1965) (extends Noerr immunity to petitioning activity before governmental bodies)
Professional Real Estate Investors, Inc. v. Columbia Pictures Indus., 508 U.S. 49 (U.S. 1993) (defines the “sham” exception to Noerr-Pennington immunity)
Eastman Kodak Co. v. Image Technical Servs., 504 U.S. 451 (U.S. 1992) (discusses monopolization elements and market power inference)
Brunswick Corp. v. Pueblo Bowl-O-Mat, 429 U.S. 477 (U.S. 1977) (requires proof of antitrust injury to recover damages)
Jacobs v. Tempur-Pedic Intern., Inc., 626 F.3d 1327 (11th Cir. 2010) (examples of anticompetitive effects that can establish antitrust injury)