Maplevale Farms, Inc. v. Koch Foods, Inc. et alMOTIONN.D. Ill.April 15, 2019 1 117804574.2 UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION In Re Broiler Chicken Antitrust Litigation Case No: 16-cv-08637 Judge Thomas Durkin PLAINTIFF HOOTERS OF AMERICA, LLC’S MOTION FOR LEAVE TO FILE AMENDED COMPLAINT AND FOR PERMISSION TO FILE UNDER SEAL Pursuant to Rule 15 of the Federal Rules of Civil Procedure, Plaintiff Hooters of America, LLC (“Plaintiff”), by and through undersigned counsel, hereby requests leave of Court to file an Amended Complaint, and pursuant to Local Rule 26.2 of the United States District Court for the Northern District of Illinois, seeks permission to file the un-redacted version under seal. In support of this Motion, Plaintiff states as follows: 1. By Order dated November 19, 2018 [DE 1416], the Court set April 15, 2019, as the deadline for the amendment of the direct action plaintiffs’ complaints. 5. Plaintiff – a direct action plaintiff – recently filed its Complaint, based upon Defendants’ alleged violations of federal antitrust laws, i.e., the Sherman Act, by conspiring to increase the prices of chicken sold in the United States. Plaintiff’s action was reassigned to the present matter based on relatedness on February 5, 2019. Plaintiff now seeks leave to file an Amended Complaint within the deadline provided by the Court. Attached as Exhibit A is a copy of Plaintiff’s Amended Complaint (redacted), to be signed by undersigned counsel. A (redacted) redline of Plaintiff’s Complaint against the Amended Complaint is also attached as Exhibit B. 2. As the Exhibits show, the principal function of this amendment is to include additional entities, including several subsidiaries and related entities of existing Defendants as Case: 1:16-cv-08637 Document #: 2040 Filed: 04/15/19 Page 1 of 5 PageID #:90694 2 117804574.2 co-conspirators, along with the factual allegations necessary to support their involvement in the conspiracy. Additionally, the amendments clarify certain allegations as to the assignors on whose behalf Plaintiff also brings claims. 3. Rule 15(a) of the Federal Rules of Civil Procedure provides that leave to amend should be freely granted when justice so requires. Fed. R. Civ. P. 15(a); see also In re: First Farmers Fin. Litig., No. 14-CV-7581, 2016 WL 212936, at *2 (N.D. Ill. Jan. 19, 2016) quoting Life Plans, Inc. v. Security Life of Denver Ins., Co., 800 F.3d 343, 357 (7th Cir. 2015) (internal citations omitted) (“The Federal Rules of Civil Procedure adopt a liberal standard for amending: The court should freely give leave when justice so requires.”). “The Supreme Court has interpreted this rule to require a district court to allow amendment unless there is a good reason—futility, undue delay, undue prejudice, or bad faith—for denying leave to amend.” Id. (citing Foman v. Davis, 371 U.S. 178, 182 (1962)). “Indeed, while a court may deny a motion for leave to file an amended complaint, such denials are disfavored.” In re: First Farmers Fin. Litig., 2016 WL 212936, at *2 (internal citations omitted). 4. Justice requires the granting of Plaintiff’s amendment. The applicable deadline for the amendment of Complaints is April 15, 2019. Plaintiff only recently filed its original Complaint approximately two months ago and has not previously sought to amend its pleadings. Therefore, there has been no undue delay or bad faith on Plaintiff’s part. 5. Additionally, the parties sought to be added have already been named as defendants by the class plaintiffs in this action, and are already participating in discovery. Further, the close of fact discovery is several months away. As such, no party would be prejudiced by allowing the amendment. Case: 1:16-cv-08637 Document #: 2040 Filed: 04/15/19 Page 2 of 5 PageID #:90695 3 117804574.2 6. In addition, Plaintiff seeks leave to file the un-redacted versions of the Amended Complaint and redline comparison (redacted versions of which are attached hereto as Exhibits A and B, respectively), under seal. Certain portions of the proposed Amended Complaint contain confidential information from documents and/or deposition testimony, marked as “CONFIDENTIAL – SUBJECT TO PROTECTIVE ORDER” and “HIGHLY CONFIDENTIAL – SUBJECT TO PROTECTIVE ORDER.” 7. Pursuant to the Agreed Confidentiality Order, “[a]ny party wishing to file a document designated as Confidential or Highly Confidential Information in connection with a motion, brief or other submission to the Court must comply with Local Rule 26.2” (DE 202, p. 11). Under Local Rule 26.2(c), “[a]ny party wishing to file a document or portion of a document electronically under seal in connection with a motion, brief or other submission must … move the court for leave to file the document under seal.” L.R. 26.2(c). 8. Accordingly, in compliance with Local Rule 26.2(c), Plaintiff has submitted a public-record version of the proposed Amended Complaint and a public-record version of the redline of the proposed Amended Complaint against the original Complaint, with only the portions containing confidential information redacted. Plaintiff seeks to submit the un-redacted versions of the pleadings under seal. WHEREFORE, Plaintiff respectfully requests this Court enter an Order (i) granting Plaintiff leave to file its Amended Complaint, and (ii) leave to file the un-redacted versions of the Amended Complaint and redline version under seal, and for such other and further relief as the Court deems just and proper. Case: 1:16-cv-08637 Document #: 2040 Filed: 04/15/19 Page 3 of 5 PageID #:90696 4 117804574.2 Dated: April 15, 2019. /s/ Kristin A. Gore David B. Esau Sarah Cortvriend Kristin A. Gore Amanda R. Jesteadt CARLTON FIELDS, P.A. 525 Okeechobee Boulevard, Suite 1200 West Palm Beach, Florida 33401 Tel: (561) 659-7070 Fax: (561) 659-7368 desau@carltonfields.com scortvriend@carltonfields.com kgore@carltonfields.com ajesteadt@carltonfields.com Counsel for Hooters of America, LLC Joseph M. Vanek Michael G. Dickler Sperling & Slater, P.C. 55 West Monroe Street, Suite 3200 Chicago, Illinois 60603 Tel: (312) 641-3200 Fax: (312) 641-6492 jvanek@sperling-law.com mdickler@sperling-law.com Designated Local Counsel for Plaintiff under N.D. Ill. LR 83.15 Case: 1:16-cv-08637 Document #: 2040 Filed: 04/15/19 Page 4 of 5 PageID #:90697 5 117804574.2 CERTIFICATE OF SERVICE I hereby certify that on April 15, 2019, a true and correct copy of the foregoing was served on all counsel or parties of record via the ECF document filing system for the United States District Court for the Northern District of Illinois. By: /s/ Kristin A. Gore Case: 1:16-cv-08637 Document #: 2040 Filed: 04/15/19 Page 5 of 5 PageID #:90698