`v.
`
`SAM BANKMAN-FRIED, et al.,
`
`
`Defendants.
`
`
`
`
`
`
`
`
`
`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 1 of 27
`
`IN THE UNITED STATES DISTRICT COURT
`SOUTHERN DISTRICT OF FLORIDA
`MIAMI DIVISION
`
`Case No. 22-cv-23753-MOORE/BECERRA
`
`
`EDWIN GARRISON, et al., on behalf of
`themselves and all other similarly situated,
`
`Plaintiffs,
`
`
`OPPOSITION OF DEFENDANTS STEPHEN CURRY, LAWRENCE GENE DAVID,
`GOLDEN STATE WARRIORS, LLC, SHOHEI OHTANI, AND NAOMI OSAKA TO
`PLAINTIFFS’ MOTION FOR LEAVE TO CONDUCT “JURISDICTIONAL”
`DISCOVERY, AND TO AMEND THEIR COMPLAINT WITH ANY FACTS ARISING
`FROM SUCH DISCOVERY
`
`
`
`
`
`/
`
`
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 2 of 27
`
`TABLE OF CONTENTS
`
`Introduction ......................................................................................................................................1
`
`Background ......................................................................................................................................2
`
`Legal Standard .................................................................................................................................7
`
`Argument .........................................................................................................................................8
`
`I.
`
`The Court should deny Plaintiffs’ motion for jurisdictional discovery. ..................................8
`
`A. Plaintiffs fail to allege a prima facie case of personal jurisdiction and
`therefore are not entitled to jurisdictional discovery.......................................................9
`
`B. Plaintiffs are not entitled to jurisdictional discovery because they have not
`demonstrated a genuine dispute as to any material fact. ...............................................12
`
`1.
`
`Plaintiffs fail to demonstrate a genuine dispute as to any material
`jurisdictional fact. .................................................................................................12
`
`2. There cannot possibly be jurisdictional discovery from GSW or Osaka.............16
`
`C. Plaintiffs have not shown how the requested discovery could possibly
`bolster their non-existent jurisdictional allegations. .....................................................18
`
`II. Plaintiffs should not be permitted leave to amend their Amended Complaint. .....................19
`
`Conclusion .....................................................................................................................................20
`
`
`
`- i -
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 3 of 27
`
`Cases
`
`TABLE OF AUTHORITIES
`
`ACLU v. City of Sarasota,
`859 F.3d 1337 (11th Cir. 2017) ...............................................................................................17
`
`Bell Atl. Corp. v. Twombly,
`550 U.S. 544 (2007) ...................................................................................................................8
`
`Bernadele v. Bonorino,
`608 F. Supp. 2d 1313 (S.D. Fla. 2009) ....................................................................................13
`
`Brown v. Carnival Corp.,
`202 F. Supp. 3d 1332 (S.D. Fla. 2016) ................................................................................8, 12
`
`Burger King Corp. v. Rudzewicz,
`471 U.S. 462 (1985) .................................................................................................................11
`
`Butler v. Sukhoi Co.,
`579 F.3d 1307 (11th Cir. 2009) ...........................................................................................8, 11
`
`Castillo v. Allegro Resort Mktg.,
`603 F. App’x 913 (11th Cir. 2015) ............................................................................................7
`
`Daimler AG v. Bauman,
`571 U.S. 117 (2014) ...................................................................................................................9
`
`Diulus v. Am. Exp. Travel Related Servs. Co.,
`823 F. App’x 843 (11th Cir. 2020) ..........................................................................................11
`
`Don King Prods., Inc. v. Mosley,
`2016 WL 3950930 (S.D. Fla. Jan. 27, 2016) ...........................................................................19
`
`Dynasty Mgmt., LLC v. Alsina,
`2016 WL 11480851 (S.D. Fla. July 26, 2016) .........................................................................20
`
`In re Engle Cases,
`767 F.3d 1082 (11th Cir. 2014) ...............................................................................................20
`
`Espinoza v. Target Corp.,
`843 F. App’x 168 (11th Cir. 2021) ..........................................................................................14
`
`Ferenchak v. Zormati,
`572 F. Supp. 3d 1284 (S.D. Fla. 2021) ....................................................................................11
`
`Ford Motor Co. v. Mont. Eighth Judicial Dist. Ct.,
`141 S. Ct. 1017 (2021) .............................................................................................................10
`
`ii
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 4 of 27
`
`Cases—continued
`
`Glasscox v. City of Argo,
`903 F.3d 1207 (11th Cir. 2018) ...............................................................................................14
`
`Kemin Foods, L.C. v. Omniactive Health Techs., Inc.,
`654 F. Supp. 2d 1328 (M.D. Fla. 2009) ...................................................................................17
`
`Lewis v. Mercedes-Benz USA, LLC,
`2020 WL 4923640 (S.D. Fla. Mar. 25, 2020) ............................................................................1
`
`Lowery v. Ala. Power Co.,
`483 F.3d 1184 (11th Cir. 2007) .............................................................................................1, 8
`
`Order, Robertson v. Cuban,
`No. 22-cv-22538 (S.D. Fla. Nov. 18, 2022), ECF No. 45 .......................................................15
`
`Paws Aboard, LLC v. DiDonato,
`2012 WL 1252763 (M.D. Fla. April 13, 2012) ........................................................................19
`
`Peruyero v. Airbus S.A.S.,
`83 F. Supp. 3d 1283 (S.D. Fla. 2014) ................................................................................13, 17
`
`Pls.' Resp. to Order to Show Cause, Norris v. Brady,
`No. 23-cv-20439 (S.D. Fla. Apr. 21, 2023), ECF No. 47 ........................................................16
`
`Snow v. DirecTV, Inc.,
`450 F.3d 1314 (11th Cir. 2006) .......................................................................................3, 7, 11
`
`Sterling Currency Grp. LLC v. Maurer,
`2013 WL 4011063 (N.D. Ga. Aug. 5, 2013) ...........................................................................20
`
`In re Takata Airbag Prod. Liab. Litig.,
`396 F. Supp. 3d 1101 (S.D. Fla. 2019) ............................................................................ passim
`
`Thompson v. Carnival Corp.,
`174 F. Supp. 3d 1327 (S.D. Fla. 2016) (Moore, C.J.) ..........................................................1, 14
`
`United Techs. Corp. v. Mazer,
`556 F.3d 1260 (11th Cir. 2009) .................................................................................................7
`
`Wolf v. Celebrity Cruises, Inc.,
`683 F. App’x 786 (11th Cir. 2017) ..........................................................................................18
`
`Yepez v. Regent Seven Seas Cruises,
`2011 WL 3439943 (S.D. Fla. Aug. 5, 2011).................................................................... passim
`
`Zamora Radio, LLC v. Last.fm LTD.,
`2011 WL 2580401 (S.D. Fla. June 29, 2011) ..........................................................................19
`
`- iii -
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 5 of 27
`
`Cases—continued
`
`In re Zantac (Ranitidine) Prod. Liab. Litig.,
`2020 WL 6907056 (S.D. Fla. Nov. 24, 2020)..........................................................8, 11, 13, 14
`
`Other Authorities
`
`Carly Wanna & Felipe Marques, FTX US Eyed High-End Office Space in Miami
`Before Bankruptcy, Bloomberg (Dec. 14, 2022),
`https://www.bloomberg.com/news/articles/2022-12-14/ftx-us-planned-miami-
`headquarters-move-before-bankruptcy#xj4y7vzkg .................................................................10
`
`Discovery Procedures for Magistrate Judge Jacqueline Becerra Rule III.G .................................7
`
`Fed. R. Civ. P. 12(b)(2)......................................................................................................1, 3, 5, 14
`
`Fed. R. Civ. P. 12(b)(6)....................................................................................................................3
`
`Fed. R. Civ. P. 15(a)(1) ..................................................................................................................20
`
`Fed. R. Civ. P. 26(c) ........................................................................................................................7
`
`Fed. R. Civ. P. 26(d)(2)(B) ..............................................................................................................7
`
`Fed. R. Civ. P. 26(f) .................................................................................................................5, 6, 7
`
`Fed. R. Civ. P. 30(b)(1)....................................................................................................................7
`
`Fed. R. Civ. P. 32(a)(5)(A) ..............................................................................................................7
`
`Fed. R. Civ. P. 34 .............................................................................................................................7
`
`S.D. Fla. CM/ECF Administrative Procedures § 3I(1) ..................................................................19
`
`S.D. Fla. L.R. 15.1 .........................................................................................................................19
`
`S.D. Fla. L.R. 26.1(h).......................................................................................................................7
`
`
`
`- iv -
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 6 of 27
`
`INTRODUCTION
`
`Defendants Stephen Curry, Lawrence Gene David, Golden State Warriors, LLC (“GSW”),
`
`Shohei Ohtani, and Naomi Osaka (the “Non-Resident Defendants”)—individuals who live outside
`
`Florida who allegedly endorsed FTX and an out-of-state professional basketball team that
`
`allegedly permitted FTX to advertise at its arena—moved to dismiss Plaintiffs’ claims not only
`
`because they are meritless (ECF No. 154) but also because Plaintiffs did not (and cannot) allege a
`
`single fact suggesting that this Court has personal jurisdiction over any Non-Resident Defendant
`
`(ECF No. 139). Plaintiffs concede there is no general jurisdiction over any Non-Resident
`
`Defendant, all of whom Plaintiffs affirmatively (and correctly) allege are not Florida residents.
`
`Plaintiffs also fail to allege specific personal jurisdiction over any Non-Resident Defendant
`
`because the Amended Complaint (“AC”) contains only conclusory jurisdictional assertions
`
`without any factual allegations drawing any connection between Florida and any Non-Resident
`
`Defendant’s alleged wrongdoing, let alone that Plaintiffs’ claims arise out of that connection.
`
`Aware of the AC’s jurisdictional defects, Plaintiffs now move the Court (ECF No. 163) to
`
`authorize precisely what the Eleventh Circuit and this Court have repeatedly made clear is
`
`impermissible: Plaintiffs cannot “pursu[e] jurisdictional discovery in an attempt to marshal facts
`
`that [they] ‘should have had—but did not—before coming through the courthouse doors.’”
`
`Thompson v. Carnival Corp., 174 F. Supp. 3d 1327, 1339 (S.D. Fla. 2016) (Moore, C.J.) (quoting
`
`Lowery v. Ala. Power Co., 483 F.3d 1184, 1216 (11th Cir. 2007)). Courts in this District are clear
`
`that “when faced with legitimate jurisdictional challenges like those present in [a Rule 12(b)(2)]
`
`Motion to Dismiss, discovery should not commence until such challenges are resolved.” Lewis v.
`
`Mercedes-Benz USA, LLC, 2020 WL 4923640, at *3 (S.D. Fla. Mar. 25, 2020).
`
`Plaintiffs’ request to conduct far-reaching “jurisdictional” discovery without having
`
`alleged the most basic of facts that would establish personal jurisdiction over the Non-Resident
`
`1
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 7 of 27
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`Defendants should be denied for three reasons. First, Plaintiffs do not allege facts in the AC that
`
`set forth a prima facie case of personal jurisdiction as to any of the Non-Resident Defendants, as
`
`they must to take jurisdictional discovery. Second, Plaintiffs do not identify any genuinely disputed
`
`fact that is material to whether the Court has personal jurisdiction over the Non-Resident
`
`Defendants. Third, Plaintiffs have failed to demonstrate how the requested jurisdictional discovery
`
`is tailored to, and would resolve, any allegedly disputed material fact.
`
`Unable to satisfy any of the prerequisites for jurisdictional discovery, Plaintiffs ask this
`
`Court to authorize what is effectively wide-ranging merits discovery from the Non-Resident
`
`Defendants based on mere speculation that there “may” be the requisite connection between the
`
`Non-Resident Defendants’ out-of-state conduct and Florida. Groundless speculation, however,
`
`does not suffice, and Plaintiffs’ request for jurisdictional discovery should be rejected, as should
`
`Plaintiffs’ request for leave to amend the complaint (again) to allege unidentified facts they should
`
`have developed before filing suit and haling the Non-Resident Defendants before this Court.
`
`BACKGROUND
`
`Plaintiffs filed this putative class action alleging fraud in connection with the
`
`cryptocurrency asset exchange FTX, not only against FTX’s former executives—who allegedly
`
`committed the fraud—but also against the Non-Resident Defendants, who are (1) athletes and
`
`entertainers who allegedly endorsed FTX, and (2) GSW, which is being sued because FTX’s logo
`
`allegedly appeared on its home court in San Francisco, California. Plaintiffs allege that the Non-
`
`Resident Defendants’ conduct was somehow deceptive because, for reasons having nothing to do
`
`with the Non-Resident Defendants, FTX later collapsed.
`
`On December 16, 2022, Plaintiffs amended their complaint (the AC) to add fifty-six pages
`
`of allegations and a 19-page “Preliminary Expert Report.” ECF No. 16, 16-1. Despite these
`
`voluminous additions, Plaintiffs did not alter their sparse jurisdictional allegations with respect to
`
`- 2 -
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`

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`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 8 of 27
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`any of the Non-Resident Defendants. Although Plaintiffs now assert that this amendment was not
`
`substantive but instead a consolidation of the Garrison and Podalsky cases, the original Garrison
`
`complaint and the Amended Class Action Complaint in Podalsky (Podalsky AC) were virtually
`
`identical, aside from a few pages of allegations concerning the FTX collapse and the FTX-Insider
`
`Defendants, and neither included an expert report. Compare 1:22-cv-23983-BB, ECF No. 4
`
`(Podalsky AC), with ECF No. 1 (Complaint).
`
`Plaintiffs affirmatively allege (and thereby admit) in the AC that none of the Non-Resident
`
`Defendants is a citizen of Florida. AC ¶¶ 36-37, 40-42. Plaintiffs fail to allege any other facts to
`
`demonstrate that any Non-Resident Defendant engaged in relevant conduct within or specifically
`
`directed toward Florida. ECF No. 139 at 2-5 (collecting allegations). Because the AC fails to
`
`“establish a prima facie case of personal jurisdiction” (Snow v. DirecTV, Inc., 450 F.3d 1314, 1318
`
`(11th Cir. 2006)), the Non-Resident Defendants advised Plaintiffs’ counsel and the Court that the
`
`Non-Resident Defendants intended to move to dismiss for, inter alia, lack of personal jurisdiction.
`
`ECF No. 125. In the same motion, the Non-Resident Defendants proposed a briefing schedule for
`
`their motions, which provided that all such briefing would be completed by June 14, 2023. ECF
`
`No. 125 at 4-5. Plaintiffs did not contest the proposed briefing schedule at that time and certainly
`
`did not request the sixty-five-day freeze they now seek from this Court. ECF No. 128. On April
`
`11, 2023, the Court granted the Non-Resident Defendants’ motion as to their proposed briefing
`
`schedule. See ECF No. 132.
`
`Three days later, the Non-Resident Defendants timely filed a motion to dismiss under Rule
`
`12(b)(2) for lack of personal jurisdiction (the PJ Motion).1 ECF No. 139. The PJ Motion did not
`
`
`1 The Non-Resident Defendants, together with the other Non-FTX Defendants, also filed a motion
`
`to dismiss under Rule 12(b)(6). See ECF No. 154.
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`- 3 -
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`

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`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 9 of 27
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`contest any of Plaintiffs’ well-pleaded factual allegations, which concern the domicile of the Non-
`
`Resident Defendants outside of Florida. E.g., AC ¶¶ 36-38, 40-42. Instead, the Non-Resident
`
`Defendants challenged the conclusory allegations—comprising a single paragraph—that the Non-
`
`Resident Defendants have connections with Florida through their relationships with FTX:
`
`This Court has personal jurisdiction against Defendants because they conduct
`substantial and not isolated business in Florida, and/or have otherwise intentionally
`availed themselves of the Florida consumer market through the promotion,
`marketing, and sale of FTX’s YBAs in Florida, which constitutes committing a
`tortious act within the state of Florida. Defendants have also marketed and
`participated and/or assisted in the sale of FTX’s unregistered securities to
`consumers in Florida. Further, Defendants have engaged in a conspiracy in which
`some of the co-conspirators—including some who are Defendants in this action—
`committed overt acts in furtherance of the conspiracy in the State of Florida. This
`purposeful availment renders the exercise of jurisdiction by this Court over
`Defendants permissible under traditional notions of fair play and substantial justice.
`
`Id. ¶ 50.
`
`Plaintiffs make these claims even though they have not alleged a single statement by any
`
`Non-Resident Defendant about YBAs, and for some, not a single statement about FTX at all. As
`
`the PJ Motion further details, these skeletal allegations are wholly insufficient to provide a basis
`
`for general or specific personal jurisdiction over any Non-Resident Defendant. See ECF No. 139.
`
`In support of the PJ Motion, Non-Resident Defendants Mr. Curry, Mr. David, and Mr.
`
`Ohtani submitted declarations confirming that they are not Florida residents. The declarations also
`
`established that the AC’s conclusory allegations regarding their purported connections with
`
`Florida vis-à-vis FTX are entirely baseless. See ECF Nos. 139 at 1-15; 139-1 (Curry Decl.); 139-
`
`2 (David Decl.); 139-3 (Ohtani Decl.).2 Each declaration further confirmed that Mr. Curry, Mr.
`
`David, and Mr. Ohtani did not take any action in connection with FTX that could be construed as
`
`purposefully availing themselves of the benefits of doing business in Florida, but none introduced
`
`
`2 GSW and Ms. Osaka, who also joined the PJ Motion, did not file declarations.
`
`- 4 -
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`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 10 of 27
`
`a dispute over any material fact alleged in the AC. Id.
`
`On April 21, 2023—before any Rule 26(f) conference had taken place—Plaintiffs’ counsel
`
`emailed counsel for all Non-FTX Defendants a slew of broad “proposed” discovery requests and
`
`deposition topics covering virtually every aspect of the case, alleging that this “jurisdictional”
`
`discovery was warranted as a matter of right simply because the Non-Resident Defendants moved
`
`to dismiss under Rule 12(b)(2). The Non-FTX Defendants’ counsel objected to the proposed
`
`discovery—which was only aimed at the Non-Resident Defendants—on multiple grounds,
`
`including that the discovery was improperly served and premature. The Non-Resident Defendants
`
`also objected to Plaintiffs’ contention that they were entitled to jurisdictional discovery as a matter
`
`of course because the PJ Motion did not contest any of the AC’s pleaded facts (indeed, the point
`
`of the Non-Resident Defendants’ PJ Motion is that there were no well-pleaded facts to contest),
`
`and in any event, the discovery requests were untethered to the purported issue of this Court’s
`
`jurisdiction over the Non-Resident Defendants. Still, Plaintiffs continued to push for this improper
`
`and overbroad discovery, and even threatened to move for relief before Magistrate Judge Becerra,
`
`despite the fact that no discovery requests had been served, and no discovery dispute was pending.
`
`To prevent further attempts by Plaintiffs to skirt the discovery rules and to permit the Court
`
`to decide the Non-FTX Defendants’ pending motions to dismiss without unnecessary and wasteful
`
`discovery, on April 26, 2023, the Non-FTX Defendants moved to stay all discovery, including
`
`initial disclosures (the “Motion to Stay”). ECF No. 162. Just hours later, Plaintiffs filed the instant
`
`motion, seeking to delay the briefing schedule ordered by this Court two weeks earlier so that
`
`Plaintiffs could take discovery from the Non-Resident Defendants and use that discovery to
`
`substantively amend their complaint for a second time. See ECF No. 163.
`
`Though Plaintiffs purport to seek “limited” and “brief” jurisdictional discovery, the
`
`requests themselves demonstrate that Plaintiffs’ proposed discovery includes highly burdensome
`
`- 5 -
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 11 of 27
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`and expansive requests that cover nearly every aspect of their claims and have no actual bearing
`
`on jurisdiction. Specifically, Plaintiffs seek:
`
`• All documents and communications concerning each Non-Resident Defendants’
`
`relationship with any FTX entity (Request No. 1);
`
`• All documents and communications regarding whether Yield Bearing Accounts or the
`
`FTX Token (or “FTT”) cryptocurrency constitute a “security” (Request No. 3);
`
`• All documents and communications relating to each Non-Resident Defendant’s
`
`“Florida fans” and “Florida’s FTX consumers” (Request No. 2); and
`
`• A deposition of each Non-Resident Defendant (and GSW’s 30(b)(6) witness),
`
`unilaterally set between May 8 and May 12, 2023. See ECF No. 163-2.
`
`On April 28, 2023, the parties who had appeared in the case to date (other than Sam
`
`Trabucco, who was shortly thereafter dismissed) met and conferred pursuant to Rule 26(f). Three
`
`days later, on May 1, and without further communication, Plaintiffs’ counsel again threatened to
`
`seek relief from Magistrate Judge Becerra, claiming that the Non-Resident Defendants were
`
`somehow in violation of their discovery obligations. The Non-Resident Defendants’ counsel again
`
`noted that seeking such relief was improper as there was no discovery dispute to address before
`
`Judge Becerra. And counsel explained that Plaintiffs had provided “proposed” discovery a week
`
`before the parties’ Rule 26(f) conference, before which Plaintiffs could not properly serve
`
`discovery, and in any event, the Non-Resident Defendants would have thirty days after proper
`
`service to respond to any such requests. Further, counsel highlighted that the Non-Resident
`
`Defendants had moved to stay discovery and that Plaintiffs had moved for leave to serve
`
`jurisdictional discovery, which leave had not yet been granted. In response, Plaintiffs’ counsel
`
`asserted that the aforementioned discovery requests and deposition notices were served as of the
`
`- 6 -
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 12 of 27
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`parties’ April 28, 2023 Rule 26(f) conference, citing Rule 26(d)(2)(B).3 The Non-Resident
`
`Defendants’ counsel explained that they disagreed the deposition notices were deemed served as
`
`of the Rule 26(f) conference, and even if they were, none of the notices were served early enough
`
`before the noticed date to satisfy Local Rule 26.1(h)’s fourteen-day written notice requirement.
`
`Although the Non-Resident Defendants believe no purported jurisdictional discovery may
`
`proceed until this motion and the Non-FTX Defendants’ Motion to Stay is resolved, out of an
`
`abundance of caution, each Non-Resident Defendant served objections to Plaintiffs’ deposition
`
`notices on May 3, 2023, objecting on the additional grounds that Plaintiffs provided insufficient
`
`notice of the depositions under Fed. R. Civ. P. 26(c), 30(b)(1) and 32(a)(5)(A), Local Rule 26.1(h),
`
`and under Rule III.G of Magistrate Judge Becerra’s Discovery Procedures. The individual Non-
`
`Resident Defendants further objected because, inter alia, Plaintiffs’ unilaterally chosen dates fall
`
`right in the midst of the NBA playoffs for GSW and Mr. Curry; during an away-game series in
`
`Cleveland for Mr. Ohtani; while Ms. Osaka is in an advanced stage of pregnancy; and when Mr.
`
`David is otherwise unavailable. See Exs. 1-5 (Resps. & Objs. to Pls.’ Deposition Notices).
`
`LEGAL STANDARD
`
`“A plaintiff seeking the exercise of personal jurisdiction over a nonresident defendant bears
`
`the initial burden of alleging in the complaint sufficient facts to make out a prima facie case of
`
`jurisdiction.” United Techs. Corp. v. Mazer, 556 F.3d 1260, 1274 (11th Cir. 2009). Vague and
`
`conclusory assertions of personal jurisdiction do not suffice. Snow, 450 F.3d at 1318; Castillo v.
`
`
`3 Plaintiffs’ assertion is undeniably wrong for the deposition notices—which Rule 26(d)(2)(B)
`
`does not address at all. See Fed. R. Civ. P. 26(d)(2)(B) (Rule 34 document requests are “considered
`
`to have been served at the first Rule 26(f) conference.”). Plaintiffs have identified no rule pursuant
`
`to which the deposition notices would be deemed served as of the Rule 26(f) conference.
`
`- 7 -
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 13 of 27
`
`Allegro Resort Mktg., 603 F. App’x 913, 916 (11th Cir. 2015); In re Zantac (Ranitidine) Prod.
`
`Liab. Litig., 2020 WL 6907056, at *3 (S.D. Fla. Nov. 24, 2020) (“[T]he complaint must plead
`
`sufficient non-conclusory facts to establish a prima facie case of personal jurisdiction.”). These
`
`pleading rules “prevent[] a plaintiff with ‘a largely groundless claim’ from ‘tak[ing] up the time
`
`of a number of other people, with the right to do so representing an in terrorem increment of the
`
`settlement value.’” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 546 (2007) (citation omitted).
`
`Because a “plaintiff is expected to be able to allege these [jurisdictional] facts in good faith
`
`without the benefit of discovery,” Yepez v. Regent Seven Seas Cruises, 2011 WL 3439943, at *2
`
`(S.D. Fla. Aug. 5, 2011), to obtain jurisdictional discovery, a plaintiff must therefore demonstrate
`
`that there is a “genuine dispute on a material jurisdictional fact,” Brown v. Carnival Corp., 202 F.
`
`Supp. 3d 1332, 1346 (S.D. Fla. 2016) (citation omitted). But “the failure of a plaintiff to investigate
`
`jurisdictional issues prior to filing suit does not give rise to” the right to jurisdictional discovery.
`
`Yepez, 2011 WL 3439943, at *1. In other words, courts should not “reserve ruling on [a pending]
`
`motion to dismiss in order to allow the plaintiff to look for what the plaintiff should have had—
`
`but did not—before coming through the courthouse doors, even though the court would have the
`
`inherent power to do so.” In re Takata Airbag Prod. Liab. Litig., 396 F. Supp. 3d 1101, 1156 (S.D.
`
`Fla. 2019) (citing Lowery, 483 F.3d at 1216). Thus, where a “complaint [is] insufficient as a matter
`
`of law to establish a prima facie case that the district court had jurisdiction, [a] district court
`
`abuse[s] its discretion in allowing the case to proceed and granting discovery on the jurisdictional
`
`issue.” Butler v. Sukhoi Co., 579 F.3d 1307, 1314 (11th Cir. 2009).
`
`ARGUMENT
`
`I.
`
`The Court should deny Plaintiffs’ motion for jurisdictional discovery.
`
`Plaintiffs’ request to conduct jurisdictional discovery should be rejected for three reasons.
`
`First, Plaintiffs were required to “investigate, collect, and allege sufficient facts” to establish a
`
`- 8 -
`
`

`

`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 14 of 27
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`prima facie case of personal jurisdiction in the complaint as to each defendant, but they did not. In
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`re Takata, 396 F. Supp. 3d at 1157. Second, Plaintiffs do not identify any genuinely disputed fact
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`material to resolution of whether the Court has personal jurisdiction over the Non-Resident
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`Defendants—indeed, Plaintiffs admit that the Non-Resident Defendants reside outside of Florida
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`and point to no other genuinely disputed facts put at issue by the PJ Motion (nor could they because
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`the PJ Motion did not controvert any of Plaintiffs’ (non-existent) allegations). Third, Plaintiffs fail
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`to explain how the jurisdictional discovery they seek will salvage their defective jurisdictional
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`allegations. The Court should reject Plaintiffs’ request to burden the Non-Resident Defendants—
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`who should never have been sued in this forum—with this unwarranted, costly discovery.
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`A.
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`Plaintiffs fail to allege a prima facie case of personal jurisdiction and
`therefore are not entitled to jurisdictional discovery.
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`The Court should dispense with this motion at the threshold because Plaintiffs utterly failed
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`in their obligation to “investigate, collect, and allege sufficient facts” to establish a prima facie
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`case of personal jurisdiction over any of the Non-Resident Defendants, and they cannot get
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`jurisdictional discovery to search for what they “should have had—but did not—before coming
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`through the courthouse doors[.]” In re Takata, 396 F. Supp. 3d at 1156. As fully set forth in the PJ
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`Motion (ECF No. 139), Plaintiffs failed to allege facts to establish a prima facie case of either
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`general or specific personal jurisdiction over any of the Non-Resident Defendants. They should
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`not now be permitted to compel costly discovery to confirm what they should have already
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`determined: there are simply no bases for personal jurisdiction over the Non-Resident Defendants.
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`First, general jurisdiction exists only where the defendant is “essentially at home”—for an
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`individual, where he is domiciled, and for a company, where it is incorporated or has its principal
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`place of business. See Daimler AG v. Bauman, 571 U.S. 117, 119, 122, 127, 139 (2014). Plaintiffs
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`concede that there is no general jurisdiction over any of the Non-Resident Defendants,
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`affirmatively alleging that the individual Non-Resident Defendants are all domiciled outside of
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`Case 1:22-cv-23753-KMM Document 195 Entered on FLSD Docket 05/10/2023 Page 15 of 27
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`Florida (AC ¶¶ 36, 40-42) and that GSW is a California limited liability company headquartered
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`in California (AC ¶ 37). General jurisdiction plainly is lacking.
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`Second, specific jurisdiction exists only where Plaintiffs’ claims arise out of acts
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`committed by the defendants in or directed at the forum. E.g., Ford Motor Co. v. Mont. Eighth
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`Judicial Dist. Ct., 141 S. Ct. 1017, 1028 (2021). Plaintiffs do not allege facts to show that any
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`Non-Resident Defendant marketed or sold YBAs at all, let alone within or targeted toward Florida.
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`AC ¶¶ 222-23, 219, 228-32. Nor do Plaintiffs allege facts to show that any Non-Resident
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`Defendant entered into any relevant agreement in or targeted toward Florida. See ECF No. 139 at
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`7-11. And Plaintiffs fail to allege facts suggesting their claims arose out of any such (unidentified)
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`acts. Without any specific connection between the Non-Resident Defendants’ alleged conduct and
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`Florida, Plaintiffs have also failed to allege specific jurisdiction over any Non-Resident Defendant.
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`Tellingly, Plaintiffs’ motion does not point to any factual allegations that would give rise
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`to a prima facie case of jurisdiction. ECF No. 163 at 7. Instead, Plaintiffs reproduce a boilerplate
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`allegation of personal jurisdiction about all Defendants (including Florida-resident defendants and
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`FTX insiders) (AC ¶ 50) and point to factual allegations that, in September 2022, long after FTX
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`allegedly entered into any relevant business agreements with the Non-Resident Defendants (AC
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`¶¶ 221 & n.132, 222, 226 & n.138, 227 & n.140, 231), FTX announced its intention to m