In re Liquid Aluminum Sulfate Antitrust Litig.

• Decision Date: 20 July 2017
• Docket Number: Civil Action No.: 16-md-2687 (JLL)
• Citation: In re Liquid Aluminum Sulfate Antitrust Litig., Civil Action No.: 16-md-2687 (JLL) (D. N.J. Jul 20, 2017)
• Parties: IN RE LIQUID ALUMINUM SULFATE ANTITRUST LITIGATION
• Court: U.S. District Court — District of New Jersey

IN RE LIQUID ALUMINUM SULFATE ANTITRUST LITIGATION

Civil Action No.: 16-md-2687 (JLL)

UNITED STATES DISTRICT COURT DISTRICT OF NEW JERSEY

July 20, 2017

NOT FOR PUBLICATION

OPINION

LINARES, Chief District Judge.

This matter comes before the Court by way of several Motions to Dismiss on behalf of Defendants in this multi-district litigation.Plaintiffs in this action bring claims against Defendants in connection with Defendants' alleged conspiracy to fix the price of liquid aluminum sulfate ("Alum").For the sake of brevity, this Opinion will address all the pending Motions which seek dismissal of four Complaints: 1) DPP Compl.; 2) IPP Compl.; 3) Shreveport Compl.; 4) Florida Shreveport.The various claims alleged by the plaintiffs will be expounded upon at length in this Opinion.In response to these claims, DefendantGEO Specialty Chemicals, Inc.("GEO"), DefendantGeneral Chemical LLC, and all of Defendant General Chemical's Chemtrade entities (collectively referred to as "GCC") argue that the claims against them must be dismissed because that they cannot be held liable for any damages that accrued prior to the effective date of their respective Bankruptcy discharge orders.(ECF Nos. 244-1, 255-1, 298, 299-1, 304-1, 366-1, 372).Defendants Ghazey and Sundbeck submitted a Motion to Dismiss for lack of general and specific personal jurisdiction pursuant to Rule 12(b)(2) of the Federal Rules of Civil Procedure.(ECF Nos. 308, 310).DefendantsSouthern Ionics Inc.("Southern"), USALCO, Ghazey, Sundbeck, and Kemira also filed a Motion to Dismiss on the ground that all claims against them are time barred by the relevant statute of limitations.(ECF Nos. 249, 250, 308, 310, 311).Defendants jointly argue that the IPP Complaint fails to properly assert both Article III and Antitrust standing to bring this action.(ECF No. 306-1at 4-16).Defendants Southern and USALCO also move to dismiss the DPP Complaint under Rule12(b)(6) of the Federal Rules of Civil Procedure.(ECF Nos. 249; 250-1).DefendantsGEO, C&S Chemicals ("C&S"), and C&S Chemicals of Georgia ("C&S Georgia") move to dismiss the Florida Complaint pursuant to Federal Rule of Civil Procedure 12(b)(6).(ECF Nos. 368, 369).Defendants also filed a Joint Motion to Dismiss IPP's state-law claims for alleged deficiencies in IPP Compl.(ECF No. 306).The Court decides this matter without oral argument pursuant to Rule 78 of the Federal Rules of Civil Procedure.For the reasons set forth below, the Court denies all Defendants' Motions to Dismiss.¹

I.BACKGROUND²

A.The Parties

a. Direct Purchaser Plaintiffs("DPP")

Plaintiff Central Arkansas Water ("CAW") is a business entity operating in the State of Arkansas with its principal place of business in Little Rock.(DPP Compl. ¶ 8).CAW operates aconsolidated water system, which was created under the Consolidated Waterworks Authorization Act, Act 982 of the 83^rd General Assembly of the State of Arkansas.(DPP Compl. ¶ 8).Next, PlaintiffCity of Charlotte, North Carolina ("Charlotte") is a municipal corporation chartered by the State of North Carolina.(DPP Compl. ¶ 9).Also a municipal corporation is the City and County of Denver, Colorado ("Denver").(DPP Compl. ¶ 10).

Next, PlaintiffFlambeau River Papers, LLC("Flambeau") is a Wisconsin limited liability company located in Park Falls, Wisconsin.(DPP Compl. ¶ 11).The following Plaintiff is the City of Greensboro, North Carolina ("Greensboro"), which is a municipal corporation with its principal place of business in Greensboro, North Carolina.(DPP Compl. ¶ 12).Further, Plaintiff Mobile Area Water and Sewer System ("Mobile") is a municipal authority with its principle place of business in Mobile, Alabama.(DPP Compl. ¶ 13).The next Plaintiff is the City of Rochester("Rochester"), which is a municipal corporation located in the State of Minnesota.(DPP Compl. ¶ 14).

The following parties are entities that are collectively referred to as the "SUEZ Entites" herein.(DPP Compl. ¶ 15).PlaintiffSUEZ Water Environmental Services, Inc. is a Delaware corporation with its principal place of business in Paramus, New Jersey.(DPP Compl. ¶ 15).PlaintiffSUEZ Water New Jersey, Inc. is a New Jersey corporation with its principal place of business in Paramus, New Jersey.(DPP Compl. ¶ 15).PlaintiffSUEZ Water Princeton Meadows Inc. is also a New Jersey corporation with its principal place of business in Plainsboro, New Jersey.(DPP Compl. ¶ 15).Next, PlaintiffSUEZ Water New York, Inc. is a New York corporation with its principal place of business in West Nyack, New York.(DPP Compl. ¶ 15).The last SUEZEntity is PlaintiffSUEZ Water Pennsylvania Inc., a Pennsylvania corporation with its principal place of business in Harrisburg, Pennsylvania.(DPP Compl. ¶ 15).

Further, PlaintiffCity of Sacramento is a municipal corporation with its principal place of business in Sacramento, California.(DPP Compl. ¶ 16).The next two Plaintiffs are both municipal corporations collectively referred to as "Texarkana Plaintiffs" herein.(DPP Compl. ¶ 17).The first is Plaintiff City of Texarkana, Arkansas chartered by the State of Arkansas.(DPP Compl. ¶ 17).The second is Plaintiff City of Texarkana Texas chartered by the State of Texas.(DPP Compl. ¶ 17).The two cities jointly own and operate the two aforementioned municipal corporations, creating an unincorporated entity that manages and operates the cities' integrated water and sewer systems.(DPP Compl. ¶ 17).All of DPPs allege that they directly purchased Alum from one or more of Defendants.³

b. Indirect Purchaser Plaintiffs("IPP")

The first IPP is Plaintiff City of Homestead, Florida ("Homestead"), which is a Florida municipality located in Miami Dade County, Florida.(IPP Compl. ¶ 19).The other IPP is Plaintiff City of Creston Water Works Department("Creston") which is located in Union County, Iowa.(IPP Compl. ¶ 20).

c. Additional Plaintiffs

Also before the Court are two additional complaints filed by Plaintiff Shreveport and Plaintiff Florida.(See generally Shreveport Compl; Fl. Compl.).Plaintiff Shreveport is a municipal corporation located in the State of Louisiana and operates "the City's water supply reservoir, its water treatment plants, its water storage tanks, its water distribution systems, itswastewater sewer systems and treatment plants, and its outfall systems[.]"(Shreveport Compl.¶ 9).Plaintiff Florida includes the State of Florida, the Attorney General of Florida, and the Department of Legal Affairs of Florida, and bring this action "on behalf of one or more individual consumers, municipalities, and governmental entities in Florida[.]"(Fl. Compl. ¶ 12-14).

d. Corporate Defendants

During the class period, DefendantGeneral Chemical LLC was a limited liability company duly formed under the laws of Delaware and had its principal place of business in Parsippany, New Jersey.(DPP Compl. ¶ 20).Also operating out of the same office in Parsippany, New Jersey was DefendantGeneral Chemical Corporation, a Delaware corporation.(DPP Compl. ¶ 21).DefendantGeneral Chemical Performance Products LLC was a Delaware limited liability company that operated out of the same Parsippany, New Jersey office.(DPP Compl. ¶ 22).All three of these aforementioned Defendants were part of a holding company, DefendantGenTek, Inc., a Delaware corporation.(DPP Compl. ¶ 23;IPP Compl. ¶ 24).⁴Also located at this same Parsippany, New Jersey office is DefendantChemtrade Chemicals Corporation, a Delaware corporation.(DPP Compl. ¶ 27).Two additional Delaware limited liability companies occupy that same office: DefendantsChemtrade Chemicals US LLC and Chemtrade Solutions LLC.(DPP Compl. ¶¶ 28-29).DefendantChemtrade Logistics, Inc. is a publicly traded Canadian corporation, with its principal place of business in Parsippany, New Jersey.⁵(Shreveport Compl.¶ 15).The final Chemtrade entity named in this action is a Canadian company, Defendant Chemtrade Logistics Income Fund.(IPP Compl. ¶ 25).⁶Defendant Chemtrade acquired Defendant GenChem,its entire business, and all of Defendant GenChem's subsidiaries on January 23, 2014.(Shreveport Compl.¶ 11).

The next corporate Defendant is GEO, which is a private corporation located in Ambler, Pennsylvania.(DPP Compl. ¶ 30).Defendant Southern is a Mississippi corporation located in Baton Rouge, Louisiana.(DPP Compl. ¶ 32).⁷Additionally, DefendantC&S Chemicals, Inc.("C&S") is a Pennsylvania corporation with its principal place of business located in Marietta, Georgia.(DPP Compl. ¶ 33).Further, Defendant C&S Georgia is a Delaware corporation also located in Marietta, Georgia.(Fl. Compl. ¶ 27).⁸Also, DefendantUSALCO, LLC("USALCO") is a Maryland limited liability company and is located in Baltimore, Maryland.(DPP Compl. ¶ 34).⁹The final corporate defendant is DefendantKemira Chemicals, Inc.("Kemira"), which is a duly formed corporation under Georgia law and is located in Atlanta, Georgia.(IPP Compl. ¶ 37).¹⁰

e. Individual Defendants¹¹

DefendantFrank A. Reichl is a New Jersey resident who previously worked for Defendant GenChem.(DPP Compl. ¶ 35).From 1993 to 2005 Reich was the General Manager of Water Treatment at Defendant GenChem.(DPP Compl. ¶ 35).He was also the Vice President of Sales and Marketing from 2006 through 2010, when he was ultimately terminated.(DPP Compl. ¶ 35).Also a New Jersey resident, DefendantVincent J. Opalewski served as Defendant GenChem's General Manager of Sulfur Products from 1999 through 2005.(DPP Compl. ¶ 36).DefendantOpalewski was then the Vice President of Sale and Marketing from 2005 to 2006, Vice President and General Manager from 2006 through 2009, and, finally, President from 2009 to 2011.(DPP Compl. ¶ 36).Additionally, DefendantBrian Steppig, an Arkansas resident, was the National Sales Manager for Defendant GEO from 1997 to 2006.(DPP Compl. ¶ 38).Thereafter, Defendant Steppig served as Defendant GEO's Director of Sales and...