33 F. Supp. 3d 14
D.D.C.2014Background
- Sky Angel operates FAVE-TV and distributed C-SPAN networks via IPTV under an IPTV Agreement (2009).
- C-SPAN terminated the agreement shortly after launch; Sky Angel alleges the termination was a conspiratorial boycott in violation of §1 of the Sherman Act.
- Sky Angel filed a complaint in 2012; C-SPAN moved to dismiss for lack of subject matter jurisdiction, standing, and failure to state a claim; dismissal granted on the §1 claim and failure to plead market power under §2.
- After an initial dismissal, Sky Angel sought early discovery to identify board members (Does); the Court denied as improper beyond the scope of the prior ruling.
- Sky Angel amended the complaint adding ten Does and reasserting §1 against C-SPAN, alleging they authorized/ratified or acted in concert to terminate the IPTV Agreement.
- C-SPAN again moved to dismiss; Sky Angel also renewed a motion for leave to conduct limited discovery to identify the Does.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Does the amended complaint plausibly plead an intracorporate §1 conspiracy? | Sky Angel contends board members acted in concert to terminate Bein. | C-SPAN argues there is no plausible agreement among board members; mere multiple board seats is insufficient. | Dismissed; no plausible inference of an agreement. |
| Can board-member action be attributed to C-SPAN for purposes of §1 claim? | Alleges fiduciary or agency-like conduct linking board actions to C-SPAN’s termination. | Maintains need for independent concerted action; no clear agency/partner liability pleaded. | Court assumes without deciding that fiduciary/functional alignment may not salvage pleading; dismissal stands. |
| Should Sky Angel be allowed discovery to identify Does at this stage? | Identifying Does is essential to proving conspiracy. | Discovery is unwarranted where the amended complaint fails to state a §1 claimable theory. | Denied; discovery futile given dismissal of §1 claim. |
Key Cases Cited
- Copperweld Corp. v. Independence Tube Corp., 467 U.S. 752 (1984) (intracorporate conspiracy cannot be found when conduct is wholly unilateral)
- Am. Needle, Inc. v. Nat’l Football League, 560 U.S. 183 (2010) (functional unity test; concerns whether actors act in interests separate from the firm)
- Bell Atl. Corp. v. Twombly, 550 U.S. 544 (2007) (plausibility pleading standard for §1 claims)
- Ashcroft v. Iqbal, 556 U.S. 662 (2009) (threadbare conclusory recitals insufficient to state a claim)
- Sky Angel U.S., LLC v. Nat’l Cable Satellite Corp. (Sky Angel I), 947 F. Supp. 2d 88 (D.D.C. 2013) (initial dismissal of §1 claim; discussion of intracorporate conspiracy theory)