*694A brewer of beer decided to replace one of its distributors, and sent that distributor a letter terminating their distribution contract and invoking the statutory procedure requiring an existing distributor to negotiate and, if necessary, arbitrate with its successor to settle the "fair market value" of its distributorship rights ( Bus. & Prof. Code, § 25000.2 ).
*695Does a brewer's cancellation of a contract, when that cancellation will be followed by negotiation and possibly arbitration under section 25000.2, qualify as "protected activity" within the meaning of the anti-SLAPP statute?; and (2) Does the ousted distributor's lawsuit for breach of contract and declaratory relief lack minimal merit on the ground that section 25000.2 immunizes successor brewers from liability for breach of contract because it affirmatively grants those brewers a right to terminate distribution contracts and provides full compensation for the ousted distributor? We conclude that the answer to both questions is "no," and accordingly affirm the trial court's denial of the brewer's anti-SLAPP motion in this case.
FACTS AN PROCEDURAL BACKGROUND
I. Facts
Defendant and appellant Pabst Brewing Company, LLC (Pabst) is a brewer of beers; among others, Pabst brews such American classics as Pabst Blue Ribbon, Colt 45 Malt Liquor, Old Milwaukee, Schlitz, and Stroh's.
In January 2009, Pabst entered into a written Distributor Agreement (Agreement) with plaintiff and respondent Mission *553Beverage Company (Mission). Pabst granted Mission the exclusive right to distribute many of its beers within specifically delineated boundaries within Los Angeles County. In turn, Mission promised to "aggressively promote, encourage, and increase" the sales of, and "customer satisfaction" with, those beers. The parties' powers to terminate the contract were not the same: Mission could terminate the contract with 60 days' notice and irrespective of cause, while Pabst could terminate the contract only for one of ten enumerated reasons and then only if it gave Mission an opportunity to cure. One of those ten reasons, memorialized in section 8.2.10 of the Agreement, permits Pabst to terminate the Agreement if Pabst has a "right to terminate" under "applicable state or federal law, statute or regulation." The Agreement also provides that any and all litigation should occur in court, and contemplates that Mission recover attorney's fees if it prevails in litigation against Pabst.
In November 2014, Pabst came under new ownership. Three months later, in February 2015, Pabst sent Mission a letter "commencing termination" of the Agreement "pursuant to ... [section] 25000.2 and Section 8.2.10 of [the] ... Agreement." Pabst stated that Classic Distributing & Beverage Group, Inc. (Classic) and Beauchamp Distributing Company (Beauchamp) would be replacing Mission as Pabst's distributor.
*696As discussed more fully below, section 25000.2 provides that when a brewer who acquires the right to manufacture beer "cancels any of [an] existing beer wholesaler's rights to distribute [a] product," that successor brewer's designated replacement distributors must negotiate in good faith-and, failing that, arbitrate-with the existing distributor "to determine the fair market value of the affected distribution rights." ( § 25000.2, subds. (b), (d), (e) & (f).) Adhering to these procedures, Pabst's designated distributors tried to negotiate with Mission and, when that failed, in March 2015, sent Mission a letter initiating arbitration.
II. Procedural Background
In April 2015, Mission sued Pabst for (1) breach of contract, and (2) declaratory relief. Specifically, Mission alleged that Pabst breached the Agreement by "attempting to terminate" the Agreement on the basis of section 25000.2, which did not "provide an independent right to terminate...." Mission also sought a declaration that there was no valid "termination" of the Agreement.
Mission made several attempts to halt the ongoing arbitration between itself and Pabst's newly designated distributors, all to no avail. Mission made an ex parte motion to stay the arbitration, but that motion was denied "without prejudice" to filing a noticed motion. Mission thereafter filed a noticed motion, but that motion was also denied. Not deterred, Mission also asked the arbitrator to dismiss the arbitration, but the arbitrator refused.
The arbitrator issued a final award in October 2015. In the award, the arbitrator made clear that his order "contain[ed] no findings, declarations or damages determinations regarding Mission's [pending civil] cause of action ... that Pabst breached the ... Agreement." However, the arbitrator fixed the fair market value of the distributorship rights conferred by the *554Agreement.
Pabst then filed a motion to strike Mission's lawsuit under the anti-SLAPP statute.
The trial court denied the motion. The court acknowledged that "protected activity" under the anti-SLAPP statute included activities related to "official proceeding[s]" such as "statutorily required ... arbitration[s]," but concluded that Mission's lawsuit was separate and distinct from the arbitration: The lawsuit was "for breach of the contract between [Mission and Pabst]," while the arbitration was "between the distributors," and the primary issue in the lawsuit-"whether the [Agreement] was validly terminated"-is "an issue separate [from] (and prerequisite to) the arbitration, ... not part of [it]."
After the trial court entered its order, Pabst filed this timely appeal.
DISCUSSION
Pabst argues that the trial court erred in denying its anti-SLAPP motion. We independently review the trial court's ruling. ( Park v. Board of Trustees of California State University (2017)
I. The Anti-SLAPP Statute
The anti-SLAPP statute "provides a procedure for weeding out, at an early stage, meritless claims arising from protected activity." ( Baral v. Schnitt (2016)
When a party moves to strike a cause of action (or portion thereof) under the anti-SLAPP statute, a trial court has two tasks. ( Barry v. State Bar of California (2017)
First, the court must evaluate whether the moving party has "made a threshold showing that the challenged cause of action arises from protected *698activity." ( *555Rusheen v. Cohen (2006)
A cause of action "arises from" protected activity when the "cause of action itself " is "based on " protected activity. ( City of Cotati v. Cashman (2002)
"[W]hether [activity] is protected under the anti-SLAPP statute" turns "not [on] First Amendment law, but [rather on] the statutory definitions in [Code of Civil Procedure] section 425.16, subdivision (e)." ( City of Montebello v. Vasquez (2016)
Second, and only if the court concludes that the litigant has made this "threshold showing," the court must examine whether the nonmoving party has "established ... a probability that [it] will prevail" on the challenged cause(s) of action. ( Code Civ. Proc., § 425.16, subd. (b)(1) ; Oasis West Realty, LLC v. Goldman (2011)
II. The Alcoholic Beverage Control Act
The Alcoholic Beverage Control Act (Act) is designed, among other things, "to eliminate the evils of unlicensed and unlawful manufacture, selling, and disposing of alcoholic beverages." (§ 23001.) To accomplish this end, the Act divides up the distribution chain for alcohol into three tiers-namely, (1) "manufacturers," (2)
*556"wholesalers" or distributors, and (3) "retailers" (§§ 23012, 23021, & 23023); requires each to be licensed (§§ 23300, 23356, 23378, 23393, 23394, 23396, & 23402); and generally prohibits each from having an ownership interest in the others (§§ 23772, 23776, & 23784).
"The sale of beer is ... highly regulated." ( Crown Imports, LLC v. Superior Court (2014)
Section 25000.2 dictates the procedures to be followed when a "successor beer manufacturer ... acquires the rights to manufacture" held by a brewer, and then "cancels any of the [brewer's] existing beer [distributor's] rights to distribute the product." ( § 25000.2, subd. (b).) The successor brewer "cancels" a distribution contract if it "terminate[s], reduce[s], [does] not renew, [does] not appoint or reappoint, or cause[s] any of the same." ( § 25000.2, subd. (a)(4).) The pertinent procedure is as follows. First, the successor brewer must "notify" the existing distributor of its "intent to cancel any of the existing [distributor's] rights to distribute the product." ( § 25000.2, subd. (c)(1).) Second, the entity the new brewer wants to be its *700new distributor-whom the Act calls the "successor beer manufacturer's designee"-is required to "negotiate in good faith" with the existing distributor to "determine the fair market value of the affected distribution rights." ( § 25000.2, subd. (d) ; see also § 25000.2, subd. (a)(9) [defining "[s]uccessor beer manufacturer's designee"].) "Fair market value" is defined as "all elements of value, including, but not limited to, goodwill." ( § 25000.2, subd. (a)(6).) If the existing distributor and the successor brewer's preferred distributor can "agree to the fair market value," then the successor brewer's preferred distributor "shall compensate the existing" distributor "in the agreed amount." ( § 25000.2, subd. (d).) If they "are unable to mutually agree," then the successor brewer's preferred distributor "shall initiate arbitration ... to determine the issue of compensation for the fair market value of the affected distribution rights" following the timelines set forth in the statute, and if the existing distributor does not appeal the arbitration award, the successor brewer's preferred distributor must pay the existing distributor that amount. ( § 25000.2, subd. (f).) The existing distributor continues to distribute the beer until and unless the above-described procedures have run their course and the existing distributor receives the amount fixed by negotiation or arbitration. ( § 25000.2, subds. (e) & (g).)
III. Analysis
A. Do Mission's Claims Arise From Protected Activity?
Pabst argues that the trial court erred in concluding that Mission's breach of contract *557and declaratory relief claims did not arise from protected activity because (1) those claims are based upon Pabst's letter purporting to cancel the Agreement, and (2) that letter invokes section 25000.2's procedures and is accordingly preparatory to statutorily mandated arbitration, which constitutes an official proceeding within the meaning of Code of Civil Procedure section 425.16, subdivision (e)(1) and (2). The two parts of Pabst's argument dovetail exactly with the two subsidiary questions underlying the first step of anti-SLAPP statute analysis: What conduct is the basis for the challenged claim(s), and does that conduct constitute protected activity? We turn to each question.
1. What conduct by Pabst is Mission challenging?
A claim is subject to the anti-SLAPP statute only if conduct constituting protected activity "itself is the wrong complained of." ( Park , supra , 2 Cal.5th at p. 1060,
Accordingly, where a plaintiff's claim attacks only the defendant's decision to undertake a particular act, and if that decision is not itself protected activity, that claim falls outside the ambit of the anti-SLAPP statute. Thus, in Park , our Supreme Court held that the anti-SLAPP statute did not apply to a claim challenging a university's decision to deny tenure to a professor, even though the decision was communicated in writing and even though the university dean's comments supplied evidence of discriminatory animus. ( Park , supra , 2 Cal.5th at pp. 1068-1069,
In this case, Mission's breach of contract and declaratory relief claims challenge Pabst's decision to terminate the Agreement. That is because both claims challenge Pabst's right to terminate the Agreement and, in particular, Pabst's assertion that section 25000.2 provides such a right. Pabst's subsequent letter merely communicated Pabst's decision to terminate, but "that communication does not convert [Mission's] suit into one arising from such speech." ( Park , supra , 2 Cal.5th at p. 1068,
*558Pabst raises two challenges to this reasoning. First, Pabst argues that Kibler v. Northern Inyo County Local Hospital Dist. (2006)
Second, Pabst contends that Mission's claims are necessarily based on Pabst's letter because Mission's claims cannot be based on Pabst's decision to terminate the Agreement. Mission's claims cannot be based on the decision to terminate, Pabst continues, because Pabst's decision did not take effect-and any claims attacking the decision itself were not ripe-until such time as Mission lost its distribution rights, which did not occur under section 25000.2 until Classic and Beauchamp paid Mission the amount of those rights as fixed in the arbitration. This contention ignores that a breach need not be effected to be actionable. A plaintiff may sue for anticipatory breach when the other party " 'positively repudiates the contract by acts or statements indicating that [it] will not or cannot substantially perform essential terms thereof....' " ( Guerrieri v. Severini (1958)
2. Is that conduct protected activity?
The anti-SLAPP statute expressly delineates the four categories of activity that constitute "act[s] ... in furtherance of [a] person's right of petition or free speech under the United States Constitution or the California Constitution." ( Code Civ. Proc., § 425.16, subds. (b)(1) & (e).) As noted above, two of those categories are relevant to this case-namely, (1) "any written or oral statement or writing made before a legislative, executive, or judicial proceeding, or any other official proceeding authorized by law," and (2) "any written or oral statement or writing made in connection with an issue under consideration or review by a legislative, executive, or judicial body, or any other official proceeding *559authorized by law." ( Code Civ. Proc., § 425.16, subd. (e)(1) & (2).) *703As a general rule, "private contractual arbitration" is "not ... an 'official proceeding authorized by law' " under Code of Civil Procedure section 425.16, subdivision (e)(1) and (2), even though arbitration awards are subject to judicial confirmation or vacation. ( Century 21 Chamberlain & Associates v. Haberman (2009)
If a statutorily mandated arbitration proceeding qualifies as an official proceeding, the acts of a party to that proceeding may constitute protected activity. A party's initiation of such an official proceeding is certainly protected activity. ( Briggs , supra , 19 Cal.4th at p. 1115,
Mission's claims do not involve protected activity for two reasons. First, as we have concluded above, Mission's claims are based upon Pabst's decision to terminate the Agreement-not Pabst's subsequent letter communicating that decision. That decision precedes and is unconnected with any official proceeding. Second, even if we were to assume that Mission's claims are premised on Pabst's subsequent letter, that letter does not qualify as protected activity. Although section 25000.2's mandatory arbitration undoubtedly qualifies as an official proceeding under the governing precedent, Pabst's letter is not preparatory to such an arbitration. That is because section 25000.2 first contemplates that the existing distributor and successor brewer's designated distributors negotiate in good faith and resort to arbitration only if negotiations fail. ( § 25000.2, subd. (f).) Like the insured who files a claim not knowing whether the insurer will pay the claim or fight the claim in litigation, Pabst had "no reason to believe" that arbitration "will follow" from its letter because Mission, Classic, and Beauchamp could well have negotiated a settlement and obviated any need for arbitration. ( Anapol , supra , 211 Cal.App.4th at pp. 827-828,
For these reasons, the anti-SLAPP statute does not apply.
B. Do Mission's Claims Have Minimal Merit?
Pabst further contends that Mission's two claims lack the minimal merit necessary to withstand its anti-SLAPP motion. Specifically, Pabst asserts that Mission cannot prove (1) any breach of contract because section 25000.2 independently confers upon brewers a right to terminate a distribution contract, or (2) any damages arising from any breach because Mission was made whole by Classic's and Beauchamp's payment reflecting the fair market value of Mission's distribution rights. Because any breach of contract claim requires proof of a contractual duty, breach of that duty, causation, and damages ( Oasis West , supra , 51 Cal.4th at p. 821,
1. Has Mission made a prima facie showing that Pabst breached the Agreement?
Because Pabst's termination of the Agreement rested solely on its position that section 25000.2 confers upon brewers an independent right to terminate a distribution contract, whether Mission has made out a prima facie case for the element of breach turns on whether section 25000.2 *561confers such a right. This is a question of statutory interpretation, which we review de novo. ( Weatherford v. City of San Rafael (2017)
Our " ' "fundamental task" ' " in interpreting a statute is to " ' "effectuate the law's purpose." ' " ( City of San Jose v. Superior Court (2017)
The text of section 25000.2 sets forth the procedures that must be followed when a "successor beer manufacturer ... acquires the rights to manufacture ... a product" and "cancels any of the existing [distributor's] rights to distribute the product." ( § 25000.2, subd. (b)(1) & (2).) The statute prescribes what happens after the successor brewer cancels, but nothing in the statute's text expressly grants the successor brewer the precursor right to cancel distribution rights. (Accord, Maita Distributors, Inc. v. DBI Beverage (N.D.Cal. 2009)
Nor can we infer an implied right to cancel distribution contracts-with or without impunity-from section 25000.2's legislative history. To begin, section 25000.2 was sponsored by the California Beer and Beverage Distributors. (Assem. Com. on Governmental Organization, Analysis of Sen. Bill No. 574 (2007-2008 Reg. Sess.) June 27, 2007, pp. 3-4 < http://www.leginfo.ca.gov/pub/07-08/bill/sen/sb_0551-0600/sb_574_cfa_20070626_130036_asm_comm.html>). It seems highly unlikely that an organization representing distributors would sponsor legislation that would deprive their members of their negotiated contractual rights. Moreover, section 25000.2 was enacted to address a specific problem: Brewers were buying up and consolidating more and more brands of beer and then seeking to use their own network of distributors, so there was a need for "an authorized and structured process to insure the timely payment of fair and market-based compensation for the transfer of brands between" distributors. (Ibid. ; see also Sen. Rules Com., Off. of Sen. Floor Analyses, Analysis of Sen. Bill No. 574 (2007-2008 Reg. Sess.) as amended Aug. 27, 2007, p. 6 < http://www.leginfo.ca.gov/pub/07-08/bill/sen/sb_0551-0600/sb_574_cfa_20070905_133644_sen_floor.html>.) Solving this problem does not require brewers to be granted an unvarnished right to terminate their distributorship contracts. Not surprisingly, the only two decisions to have interpreted section 25000.2-the federal district court decisions *562in Maita and Mussetter -have also concluded that section 25000.2 does not expressly or implicitly grant a successor brewer a right to cancel distribution contracts. ( Maita , supra , 667 F.Supp.2d at pp. 1147-1148 ; Mussetter , supra , 685 F.Supp.2d at p. 1030.)
Pabst concedes that section 25000.2 does not expressly confer upon successor brewers an independent right to cancel distributorship without incurring any contractual liability, but offers seven reasons why section 25000.2implicitly confers such a right and why Maita and Mussetter are both wrongly decided.
First, Pabst asserts that section 25000.2 was designed to facilitate "efficient breaches of contract"-that is, the successor brewers may breach the distributorship contracts as long as their newly designated distributor pays the existing distributor the statutorily mandated fair market value of the *707transferred distribution rights. Pabst argues that our Legislature's intent to allow for efficient breaches of contract under section 25000.2 is analogous to its intent to allow for such breaches under section 25000.9, the provision requiring brewers to pay an existing manufacturer damages if the brewer "unreasonably" refuses to allow that distributor to transfer its distribution rights to another distributor. (See Crown Imports , supra , 223 Cal.App.4th at p. 1407, fn. 14,
Second, Pabst contends that section 25000.2's legislative history requires us to imply that section 25000.2 grants brewers the right to cancel their distributorship contracts and immunity from breach of contract liability when they do so. Pabst points to a number of letters, including a letter from the California Beer and Beverage Distributors, that were submitted to legislators and that stated the authors' view that section 25000.2"takes the brewer out of the process and effectively out of litigation" and thus "will end brand transfer litigation to the economic benefit of both brewers and California beer distributors."
Third, Pabst notes that section 25000.2 provides that "arbitration" conducted under its auspices "shall be the means of determining compensation ... for the fair market value of the affected distribution rights" ( § 25000.2, subd. (f), italics added), and asserts that the word "the" implies that section 25000.2's remedy is exclusive. But the exclusivity of section 25000.2 regarding the means of fixing damages for the fair market value of distribution rights does not speak to the preceding right to terminate those rights or the right to initiate litigation seeking damages over and above "the fair market value of the affected distribution rights."
Fourth, Pabst argues that the "primary right" theory mandates that section 25000.2 be read to grant a brewer the right to terminate an existing distributorship agreement and to foreclose any lawsuit for breach of the agreement. Otherwise, Pabst explains, the existing distributor will be allowed to impermissibly "split its claim" for damages-getting some damages from the newly designated distributors under section 25000.2's negotiation and arbitration process and some damages from the successor brewer in breach of contract litigation.
Pabst overreads the primary right theory. "The primary right theory ... provides that a 'cause of action' is comprised of a 'primary right' of the plaintiff"; a "primary right" is the "right to be free from the particular injury suffered." ( Crowley v. Katleman (1994)
Although a distributor may have a single primary right-and hence a single claim-not to be injured by a breach of its distribution contract, a distributor does not impermissibly split that claim when it is shunted into a *709statutorily mandated procedure for evaluating the fair market value of its distribution rights and thereafter files suit for the wrongful breach of that contract to collect damages over and above the fair market value of its rights. Our *564Legislature's decision to create the potential for litigation to occur in two fora is not the distributor's decision to split a claim, and thus does not run afoul of the primary right doctrine or require us to construe section 25000.2 to foreclose all attempts by the distributor to seek relief outside the statutorily mandated procedure.
Fifth, Pabst argues that section 25000.2 must be read to foreclose any lawsuit by an existing distributor against the brewer because such a lawsuit will always be either unripe or moot. It will be unripe, Pabst claims, until the existing distributor is paid by the newly designated distributors because, until that time, the existing distributor will continue to exercise its distribution rights. ( § 25000.2, subds. (e) & (g).) But once the distributor is paid, Pabst continues, the distributor's lawsuit instantly becomes moot because the payment makes the distributor whole and makes any declaratory relief redress for a "past wrong." (See Babb v. Superior Court (1971)
Sixth, Pabst contends that section 25000.2 must be read to foreclose a distributor's subsequent lawsuit for breach of contract because that lawsuit will always be barred by California's litigation privilege. The litigation privilege "applies to any communication (1) made in judicial or quasi-judicial proceedings; (2) by litigants or other participants authorized by law; (3) to achieve the objects of the litigation; and (4) that have some connection or logical relation to the action." ( Silberg v. Anderson (1990)
Lastly, Pabst points to the earlier rulings of the trial court and the arbitrator in this case rejecting Mission's entreaties to halt the arbitration. Pabst urges that these rulings stand for the proposition that section 25000.2 forecloses Mission's-and hence, any distributor's-subsequent *565breach of contract lawsuit. Pabst overreads the prior rulings. Those rulings simply refused to halt the ongoing section 25000.2 proceedings; they said nothing about the viability of Mission's civil lawsuit for damages. Indeed, the arbitrator in his final award went out of his way not to foreclose Mission's lawsuit.
For these reasons, we hold that section 25000.2 does not independently confer upon brewers the right to cancel their existing distributorship contracts and does not immunize them from liability for any wrongful cancellation of those contracts.
2. Has Mission made a prima facie showing that Pabst's cancellation of the Agreement caused it damage?
A plaintiff is entitled only to a "single recovery" for "a distinct harm suffered." ( Tavaglione v. Billings (1993)
Given the breadth of damages available when a contract is breached, an existing distributor's receipt of the "fair market value of the affected distribution rights" under section 25000.2 does not necessarily make that distributor whole. Even if the fair market value provided for by section 25000.2 encompasses the distributor's lost profits (e.g., Tri County Wholesale v. Labatt USA Operating Co. (6th Cir. 2016)
Pabst resists this conclusion with two further arguments. First, it argues that a distributor would not be entitled to injunctive relief that would unwind the transfer of distribution rights. However, whether or not section 25000.2 forecloses injunctive relief that would unwind a transfer (a question not before us now), Mission has still made out a cognizable claim for damages and declaratory relief that survives Pabst's anti-SLAPP motion.
Second, Pabst asserts that Mission has adduced insufficient proof of damage because its assertion that it has suffered "approximately $2,500,000 per year" in lost "expected annual gross profits" to its company as a whole-over and above the lost value of its distribution rights-is too "conclusory"; Pabst complains that Mission did not explain how its estimate was calculated. Pabst forfeited this argument by not objecting to this evidence on this basis before the trial court. ( Evid. Code, § 353 ; Gonzalez v. Santa Clara County Dept. of Social Services (2017)
DISPOSITION
The order is affirmed. Mission is entitled to its costs on appeal.
We concur:
ASHMANN-GERST, Acting P.J.
GOODMAN, J.
All further statutory citations are to the Business and Professions Code unless otherwise indicated.
"SLAPP" is short for "strategic lawsuit against public participation."
Pabst named a third distributor, Harbor Distributing, LLC, in its letter, but that distributor at some point dropped out of the running to replace Mission.
Pabst has moved to augment the record with an unredacted version of the arbitrator's award revealing proprietary financial data and the actual amount awarded. Because the proprietary data and the award amount are not relevant to our resolution of the issues in this appeal, we deny the motion to augment.
Pabst also filed a demurrer, which was subsequently overruled and is not challenged on appeal.
We grant Pabst's request to judicially notice these letters, which are part of section 25000.2's legislative history. (Evid. Code, §§ 452, subd. (c) & 459.)
We accordingly have no occasion to reach Mission's further contention that construing section 25000.2 to immunize successor brewers from breach of contract liability for wrongful termination of distribution contracts would unconstitutionally impair the contract rights of distributors. (U.S. Const., art. I, § 10; Cal. Const., art. I, § 9.)
Retired judge of the Los Angeles Superior Court, assigned by the Chief Justice pursuant to article VI, section 6 of the California Constitution.