Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 1 of 16 PageID #:1953
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`UNITED STATES DISTRICT COURT
`FOR THE NORTHERN DISTRICT OF ILLINOIS
`EASTERN DIVISION
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`SANDEE’S CATERING,
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`Plaintiff,
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`v.
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`AGRI STATS, INC. et al.,
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`Defendants.
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`No. 20-cv-02295
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`Hon. Virginia M. Kendall
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`MEMORANDUM IN SUPPORT OF
`DEFENDANTS’ JOINT MOTION FOR JUDGMENT ON THE PLEADINGS
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 2 of 16 PageID #:1954
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`INTRODUCTION
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` In its Amended Complaint, Sandee’s reasserts 27 claims for unjust enrichment that remain
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`fatally flawed. Doc. No. 91 (“Am. Compl.”). These claims all continue to suffer from the common
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`defect of not meeting the pleading standard set by Rule 8 of the Federal Rules of Civil Procedure.
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`In addition, 17 of the repled claims fail for state-specific reasons.
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`Defendants identified the flaws in Sandee’s unjust enrichment claims in their joint Motion
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`to Dismiss Sandee’s initial complaint. Doc. No. 35, 35-1, and 35-2. In its Order on Defendants’
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`motion, the Court dismissed Sandee’s unjust-enrichment claims because it had not pled sufficient
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`facts to sustain them, and repleading hasn’t helped in that regard. In its Amended Complaint,
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`Sandee’s wrote essentially a few paragraphs of legal conclusions that they cut and paste several
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`times, albeit under the label of a state name. That is not enough to address the Court’s dismissal
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`order nor to provide sufficient factual content to state a claim. Nor did Sandee’s correct the state-
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`specific pleading defects identified in Defendants’ initial motion that doom seventeen of its unjust-
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`enrichment claims. Defendants now bring this motion for judgment on all 27 of the unjust
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`enrichment claims repled in Sandee’s Amended Complaint.1
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`I.
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`STANDARD OF REVIEW
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`Defendants move for judgment against Sandee’s unjust-enrichment claims pursuant to
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`Rule 12(c) of the Federal Rules of Civil Procedure. Such a motion “is governed by the same
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`standards as a motion to dismiss for failure to state a claim under Rule 12(b)(6).” Adams v. City of
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`Indianapolis, 742 F.3d 720, 727–28 (7th Cir. 2014) (citing Pisciotta v. Old Nat'l Bancorp, 499
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`F.3d 629, 633 (7th Cir. 2007)). Thus, to survive Defendants’ motion, Sandee’s must plead “factual
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`1 In its Amended Complaint, Sandee’s did not pursue and therefore dropped its unjust-enrichment claim
`under California law which was pled in its original Complaint.
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`1
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 3 of 16 PageID #:1955
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`content that allows the court to draw the reasonable inference that the defendant is liable for the
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`misconduct alleged.” Id. at 728 (citing Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). Sandee’s must
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`plead “sufficient factual matter” that—if “accepted as true”—“ state[s] a claim to relief that is
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`plausible on its face.” Iqbal, 556 U.S. at 678 (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544,
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`570 (2007)); see Fed. R. Civ. P. 8. This standard requires “more than a sheer possibility that a
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`defendant has acted unlawfully.” Iqbal, 556 U.S. at 678. A complaint that “pleads facts that are
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`‘merely consistent with’ a defendant’s liability . . . ‘stops short of the line between possibility and
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`plausibility.’” Id. (quoting Twombly, 550 U.S. at 557). “Threadbare recitals of the elements of a
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`cause of action, supported by mere conclusory statements, do not suffice.” Id.
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`II.
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`SANDEE’S UNJUST-ENRICHMENT CLAIMS SHOULD BE DISMISSED
`BECAUSE ITS AMENDED PLEADING IS NOT RESPONSIVE TO THE
`COURT’S DISMISSAL ORDER
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`In its Order, the Court dismissed Sandee’s unjust-enrichment claims for failure to comply
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`with Fed. R. Civ. P. 8. See Doc. No. 88 at 24-25; cf. Doc. No. 35 at 44-52. Specifically, the Court
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`ruled that Sandee’s had “not separated out the claims of the states under which they seek redress,”
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`thus failing to meet Rule 8’s pleading requirements. See Doc. No. 88 at 25. The Court further noted
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`that Sandee’s had not even made “insufficient threadbare allegations” to support its unjust-
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`enrichment claims. Id. The Court also noted that Sandee’s failed to account for any consequential
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`differences that may exist among its undifferentiated state-law unjust-enrichment claims, and that
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`the mere assertion that no consequential differences existed was not entitled to deference. See id.
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`Sandee’s Amended Complaint adds, at most, threadbare allegations purporting to state the
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`elements of the unjust enrichment laws of 27 jurisdictions that it seeks to invoke. See Doc. No. 91
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`at 78-87. This is concededly insufficient under the law cited in the Court’s order, and thus,
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`Sandee’s has not cured its defective pleading as required to comply with Fed. R. Civ. P. 8. See,
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`2
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 4 of 16 PageID #:1956
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`e.g., In re Opana ER Antitrust Litig., 162 F. Supp. 3d 704, 726 (N.D. Ill. 2016) (“The bald assertion
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`that the alleged antitrust conduct violates dozens of non-antitrust laws, or the implication that there
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`are no consequential differences between those laws, is not entitled to deference, because ‘the tenet
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`that a court must accept as true all of the allegations contained in a complaint is inapplicable to
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`legal conclusions.”). The Defendants are therefore entitled to judgment on Plaintiff’s claims.
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`In particular, Sandee’s new allegations are simply separated “[t]hreadbare recitals of the
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`elements of a cause of action, supported by mere conclusory statements,” that “do not suffice” to
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`state a claim. See Doc. No. 88 at 24, citing Toulon v. Cont’l Cas. Co., 877 F. 3d 725, 734 (7th Cir.
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`2017) (quoting Iqbal, 556 U.S. at 678). In its Amended Complaint, Sandee’s first repleads the
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`same generalized allegations of unjust enrichment, untethered to any specific jurisdiction, that the
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`Court previously found insufficient under Rule 8 to state a claim. Compare Amended Complaint
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`¶¶ 210 – 225 with Complaint ¶¶ 217 – 232. From there, Sandee’s simply repeats these same
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`generalized allegations, with a state’s label attached to each. The conclusory state-by-state
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`allegations are formulaic and often identical or nearly so, with no specific factual detail of alleged
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`misconduct in each of the states alleged. For example, fifteen of the purported claims follow a
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`pattern formula that tracks the allegations for the first state alphabetically, Arkansas:
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`Defendants unlawfully overcharged members of Damages Class which made
`purchases of turkey in Arkansas at prices that were more than they would have been
`but for Defendants’ actions. Plaintiff and Class Members have conferred an
`economic benefit upon Defendants in the nature of revenue to which Defendants
`are not entitled resulting from unlawful overcharges to the economic detriment of
`Plaintiff and Class Members. Defendants accepted and retain the benefit bestowed
`upon them by Plaintiff and Class Members. Under the circumstances, it would be
`inequitable for Defendants to retain such benefits without compensating Plaintiff
`and Class Members.2
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`2 Compare Am. Comp. ¶ 226 (Arkansas), with ¶ 228 (D.C.), ¶ 229 (Florida), ¶ 231 (Kansas), ¶ 232 (Maine),
`¶ 233 (Michigan), ¶ 234 (Minnesota), ¶ 236 (Missouri), ¶ 244 (Oregon), ¶ 245 (R.I.), ¶ 247 (S.D.), ¶ 249
`(Utah), ¶ 250 (Vermont), ¶ 251 (West Virginia), and ¶ 252 (Wisconsin).
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`3
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 5 of 16 PageID #:1957
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`Claims under the other states’ laws are variations of the same legal conclusions, and none adds
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`any state-specific factual allegations of any Defendant’s conduct with particularity.
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`Plaintiff Sandee’s has repled its initial inadequate allegations of unjust enrichment, and has
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`in slightly different formulations repeated those inadequate allegations under the names of the
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`various jurisdictions in which it asserts claims for unjust enrichment, but the amended pleading
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`still lacks the “factual content that allows the court to draw the reasonable inference that the
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`defendant is liable for the misconduct alleged.” Adams, 742 F.3d at 728 (citations and quotations
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`omitted). Because Sandee’s amended pleading still fails to plead the specifics of an unjust
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`enrichment claim under any state’s laws, Defendants are entitled to a judgment of dismissal of the
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`unjust enrichment claims.
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`III. SEVENTEEN OF SANDEE’S UNJUST ENRICHMENT CLAIMS REMAIN
`SUBJECT TO DISMISSAL FOR INDEPENDENT REASONS
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`Seventeen of Sandee’s repled claims should also be dismissed because Sandee’s failed to
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`cure certain state-specific deficiencies identified by Defendants in their initial motion to dismiss.
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`A.
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`Sandee’s Cannot Recover Under the Laws of Two States Because Unjust
`Enrichment Is Not a Standalone Basis for Recovery (MS & NH)
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`Sandee’s claims for unjust enrichment under the laws of Mississippi and New Hampshire
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`should be dismissed because these states do not recognize unjust enrichment as a standalone cause
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`of action. See Mosley v. GEICO Ins. Co., No. 3:13CV161-LG-JCG, 2014 WL 7882149, at *5 (S.D.
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`Miss. Dec. 16, 2014) (holding that, under Mississippi law, “unjust enrichment is considered to be
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`a remedy, rather than an independent theory of recovery”); Cole v. Chevron USA, Inc., 554 F.
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`Supp. 2d 655, 671, 673 (S.D. Miss. 2007) (dismissing claim under Mississippi law because unjust
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`enrichment depends on a showing of some other “legally cognizable wrong,” and is “not an
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`independent theory of recovery”); Gen. Insulation Co. v. Eckman Constr., 992 A.2d 613, 621 (N.H.
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`4
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 6 of 16 PageID #:1958
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`2010) (“[U]njust enrichment generally does not form an independent basis for a cause of action
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`[under New Hampshire law].”).
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`Even as a measure of damages, Mississippi law allows for recovery for unjust enrichment
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`only when predicated on a “mistake of fact.” See Willis v. Rehab Sols., PLLC, 82 So. 3d 583, 587-
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`88 (Miss. 2012) (limiting unjust enrichment to the measure of damages “in an action for money
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`had and received,” when money has been “paid to another by mistake of fact”) (citations omitted).
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`Sandee’s, however, alleges no “mistake of fact” in its purchase of turkey products “other than
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`directly from Defendants,” see Am. Compl. ¶ 38, rendering unjust enrichment an unavailable
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`remedy under Mississippi law in this case.
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`Thus, the Court should dismiss Sandee’s unjust-enrichment claims under Mississippi and
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`New Hampshire law from Count IV of the Amended Complaint.
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`B.
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`Sandee’s Fails to Allege that It Conferred a “Direct Benefit” on Defendants,
`as Required Under the Laws of Eight States (AZ, FL, ME, MI, NC, ND, RI, &
`UT)
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`Sandee’s does not allege that it has conferred a direct benefit on any Defendant, as required
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`by the unjust-enrichment laws of the following states:
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`Arizona: Brown v. Pinnacle Restoration LLC, No. 1 CA-CV 12-0550, 2013 WL 3148654,
`at *2 (Ariz. Ct. App. June 18, 2013) (acknowledging that a degree of directness is required
`to establish a benefit to defendant under Arizona law).
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`Florida: Kopel v. Kopel, 229 So. 3d 812, 818 (Fla. 2017) (finding that, in Florida, “to
`prevail on an unjust enrichment claim, the plaintiff must directly confer a benefit to the
`defendant”).
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`Maine: In re Aftermarket Filters Antitrust Litig., No. 08 C 4883, 2010 WL 1416259, at *2-
`3 (N.D. Ill. Apr. 1, 2010) (dismissing unjust-enrichment claim under Maine law because
`end-user plaintiffs did not and could not allege that they conferred a benefit on defendants,
`as opposed to others in the chain of distribution).
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`Michigan: A & M Supply Co. v. Microsoft Corp., No. 274164, 2008 WL 540883, at *2-3
`(Mich. Ct. App. Feb. 28, 2008) (finding that Michigan unjust-enrichment doctrine is not
`applicable to indirect purchasers because it requires “direct receipt” of a benefit by the
`defendant).
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`5
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 7 of 16 PageID #:1959
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`North Carolina: Baker Constr. Co. v. City of Burlington, No. COA09-13, 2009 WL
`3350747, at *6 (N.C. Ct. App. Oct. 20, 2009) (finding that, under North Carolina law, the
`“benefit conferred must be conferred directly from plaintiff to defendant, not through a
`third party”).
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`North Dakota: McColl Farms, LLC v. Pflaum, 837 N.W.2d 359, 367 (N.D. 2013) (finding
`that North Dakota unjust-enrichment law requires that the defendant “obtained a benefit at
`the direct expense of the complainant”).
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`Rhode Island: Alessi v. Bowen Court Condo., No. 03-0235, 2010 WL 897246, at *4 (R.I.
`Super. Ct. Mar. 10, 2010) (dismissing Rhode Island unjust-enrichment claim because
`plaintiff conferred no benefit individually on the defendant).
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`Utah: Jones v. Mackey Price Thompson & Ostler, 355 P.3d 1000, 1018 (Utah 2015)
`(requiring “direct benefit from the plaintiff” to support unjust-enrichment liability under
`Utah law).
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`Sandee’s cannot meet the “direct benefit” element of unjust enrichment under the laws of
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`the above eight states because it did not purchase turkey products directly from the Defendants.
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`See Am. Compl. ¶ 38 (alleging that Sandee’s “purchased turkey . . . once or more, other than
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`directly from Defendants”) (emphasis added), id. ¶ 248 (conceding, in the context of its Tennesee
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`unjust enrichment allegations, that “Plaintiff and Class Members did not purchase turkey directly
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`from any Defendants”). Accordingly, Sandee’s unjust-enrichment claims in each of these states
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`should be dismissed. See also, e.g., In re Refrigerant Compressors Antitrust Litig., No. 2:09-md-
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`02042, 2013 WL 1431756, at *26 (E.D. Mich. April 9, 2013) (dismissing unjust-enrichment claims
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`in states requiring a “direct benefit”—including Arizona, Florida, Michigan, and Rhode Island—
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`because “[a]ny benefit that the [indirect purchaser] Plaintiffs conferred would be on others in the
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`chain of distribution from whom they purchased, not on Defendants”).
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`C.
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`Sandee’s Fails to Allege a Duty Owed to It by Defendants, as Required Under
`South Carolina Law
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`Sandee’s claim for unjust enrichment under the law of South Carolina should be dismissed
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`for the additional reason that it does not allege that any Defendant owed it a duty—nor can it,
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`because Sandee’s is an indirect purchaser and alleges no direct interaction with any Defendant.
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`6
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 8 of 16 PageID #:1960
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`See In re Microsoft Corp. Antitrust Litig., 401 F. Supp. 2d 461, 464 (D. Md. 2005) (applying South
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`Carolina law and dismissing unjust-enrichment claim because plaintiffs failed to “establish the
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`existence of a duty owed to him or her by the defendant”); Pitts v. Jackson Nat’l Life Ins. Co., 574
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`S.E.2d 502, 511-12 (S.C. Ct. App. 2002) (finding no unjust enrichment when plaintiff “failed to
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`establish any duty to disclose”); Ellis v. Smith Grading & Paving, Inc., 366 S.E.2d 12, 15 (S.C.
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`Ct. App. 1988) (finding trial court should have granted motion to dismiss based on failure to allege
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`a breach by the defendant of “a duty giving rise to a quasi-contractual right to restitution”).
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`D.
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`Sandee’s Fails to Allege That It Lacks an Adequate Remedy at Law as
`Required Under the Laws of Ten States (AZ, KS, MN, NE, NV, NH, ND, SD,
`TN & UT)
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`Under the laws of the following ten states, an unjust-enrichment claim may not proceed
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`unless a plaintiff has no adequate remedy at law for the challenged conduct:
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`Arizona: Freeman v. Sorchych, 245 P.3d 927, 936 (Ariz. Ct. App. 2011) (listing “absence
`of a remedy provided by law” as a required element for an unjust-enrichment claim).
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`Kansas: Nelson v. Nelson, 205 P.3d 715, 734 (Kan. 2009) (“Generally, equitable remedies
`are not available if there is an adequate remedy at law.”).
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`Minnesota: Southtown Plumbing, Inc. v. Har-Ned Lumber Co., 493 N.W.2d 137, 140
`(Minn. Ct. App. 1992) (“It is well settled in Minnesota that one may not seek a remedy in
`equity when there is an adequate remedy at law.”).
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`Nebraska: Pilot Inv. Grp. v. Hofarth, 550 N.W.2d 27, 33 (Neb. 1996) (finding that plaintiff
`had failed to state a cause of action for unjust enrichment when it had “failed to allege that
`there was no adequate remedy at law in this case”).
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`Nevada: Small v. Univ. Med. Ctr. of S. Nev., No. 2:13-cv-00298-APG-PAL, 2016 WL
`4157309, at *3 (D. Nev. Aug. 3, 2016) (“Nevada recognizes the general rule that an
`equitable claim, like unjust enrichment, is not available where the plaintiff has a full and
`adequate remedy at law.”).
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`New Hampshire: E. Elec. Corp. v. FERD Constr., Inc., No. 05CV303JD, 2005 WL
`3447957, at *2-3 (D.N.H. Dec. 15, 2005) (“Equitable remedies are not available in New
`Hampshire courts when the plaintiff has an adequate legal remedy.”).
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`North Dakota: Smestad v. Harris, 820 N.W.2d 363, 369 (N.D. 2012) (listing “an absence
`of a remedy provided by law” among the elements of an unjust-enrichment claim).
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`7
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 9 of 16 PageID #:1961
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`South Dakota: Rindal v. Sohler, 658 N.W.2d 769, 772 (S.D. 2003) (“An essential element
`to equitable relief is the lack of an adequate remedy at law.”).
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`Tennessee: Furlough v. Spherion Atl. Workforce, LLC, 397 S.W.3d 114, 134 (Tenn. 2013)
`(holding that equitable relief is unavailable unless plaintiff can show “there is no other
`available or adequate remedy”) (emphasis omitted).
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`Utah: Thorpe v. Wash. City, 243 P.3d 500, 507 (Utah Ct. App. 2010) (noting that “[i]t is
`settled in Utah” that a plaintiff seeking an equitable remedy for unjust enrichment must
`show that there is no adequate remedy at law).
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`Sandee’s is seeking legal remedies (money damages) under state antitrust and consumer-
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`protection laws in the same states based upon the same alleged conduct by Defendants for which
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`it asserts unjust-enrichment claims. See Am. Compl. ¶ 208 (incorporating by reference, in pleading
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`unjust enrichment claims, allegations on which its antitrust and consumer protection claims are
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`based). Although a plaintiff may plead an unjust-enrichment claim in these jurisdictions in the
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`alternative under Rule 8(d)(2), it may not proceed with unjust-enrichment claims without first
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`showing that the various legal remedies available to it are inadequate. See Toulon v. Cont’l Cas.
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`Co., No. 15 CV 138, 2016 WL 561909, at *5 (N.D. Ill. Feb. 12, 2016) (concluding that, while an
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`unjust-enrichment claim can be pled in the alternative, such a claim is not viable when the
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`complaint also includes allegations fatal to that claim, such as the existence of a contract), aff’d,
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`877 F.3d 725 (7th Cir. 2017); see also Maranda v. Grp. Health Plan, Inc., No. 07-4655 DSD/SRN,
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`2008 WL 2139584, at *3 (D. Minn. May 20, 2008) (concluding that, even though plaintiffs’
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`statutory claims were time-barred, they could not bring an unjust-enrichment claim because the
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`statutory claim would have been an adequate legal remedy).
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`Here, Sandee’s has failed to plead that it lacks an adequate remedy at law in each of these
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`ten states, nor can it, given its assertion of legal remedies under antitrust and consumer-protection
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`statutes for every state for which it makes an unjust enrichment claim. Thus, Sandee’s unjust-
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`enrichment claims in these ten states should be dismissed. See Riollano v. James B. Nutter & Co.,
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`8
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`

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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 10 of 16 PageID #:1962
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`4:13-CV-00981, 2014 WL 12697275, at *4 (W.D. Mo. Mar. 14, 2014) (recognizing that Rule 8
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`allows plaintiffs to plead unjust enrichment in the alternative, but holding that the rule does not
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`alleviate the need to plead all elements of the alternative theory, including lack of a legal remedy).
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`And dismissal is warranted even if the Court were to find that any or all of Sandee’s other state
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`claims in these jurisdictions fail. See, e.g., Dooner v. Yuen, No. 16-1939 (RHK/SER), 2016 WL
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`6080814, at *3 (D. Minn. Oct. 17, 2016) (“[U]njust enrichment is an equitable claim that the Court
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`may not consider where an adequate remedy at law is available. Since [the plaintiff’s] breach-of-
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`contract claim—although non-viable—provided her an adequate remedy at law, her unjust-
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`enrichment claim fails.”) (internal citation omitted); VCS, Inc. v. Utah Cmty. Bank, 293 P.3d 290,
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`300 (Utah 2012) (dismissing unjust-enrichment claim despite plaintiff’s failure to obtain relief
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`under statute because affording an equitable remedy “would threaten the balance struck by [the]
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`legislature in weighing the competing policies at stake”).
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`CONCLUSION
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`For the foregoing reasons, the Court should enter judgment dismissing the unjust-
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`enrichment claims in Sandee’s Amended Complaint. Sandee’s having had an opportunity to
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`replead its unjust enrichment claims, and having added no specific factual allegations to support
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`the previously dismissed claims, that dismissal should be with prejudice.
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`9
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 11 of 16 PageID #:1963
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`Dated: December 10, 2020
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`Respectfully submitted,
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`Counsel for Butterball LLC
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`/s/ Christopher E. Ondeck
`Christopher E. Ondeck
`Colin R. Kass
`Stephen R. Chuk
`PROSKAUER ROSE LLP
`1001 Pennsylvania Avenue NW, Suite 600
`Washington, DC 20004
`(202) 416-6800
`Condeck@proskauer.com
`CKass@proskauer.com
`SChuk@proskauer.com
`
`Rucha A. Desai
`PROSKAUER ROSE LLP
`Eleven Times Square
`New York, NY 10036
`(212) 969-3000
`RDesai@proskauer.com
`
`Marc E. Rosenthal
`PROSKAUER ROSE LLP
`70 West Madison, Suite 3800
`Chicago, IL 60602 (312) 962-3530
`Mrosenthal@proskauer.com
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`Counsel for Cargill, Incorporated and
`Cargill Meat Solutions Corporation
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`/s/ Britt M. Miller
`Britt M. Miller
`Robert E. Entwisle
`MAYER BROWN LLP
`71 South Wacker Drive
`Chicago, IL 60606
`(312) 782-0600
`bmiller@mayerbrown.com
`rentwisle@mayerbrown.com
`
`Sybil Dunlop
`GREENE ESPEL PLLP
`222 South Ninth Street, Suite 2200
`Minneapolis, MN 55402
`(612) 373-8346
`khibbard@greeneespel.com
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`
`10
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 12 of 16 PageID #:1964
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`Counsel for Cooper Farms, Inc.
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`/s/ Jennifer A.L. Battle
`Michael L. McCluggage
`Daniel D. Birk
`EIMER STAHL LLP
`224 South Michigan Ave, Suite 1100
`Chicago, IL 60604
`(312) 660-7600
`Mmcluggage@eimerstahl.com
`Dbirk@eimerstahl.com
`
`Joshua Goldberg
`CARPENTER, LIPPS & LELAND LLP
`180 North LaSalle Street, Suite 2105
`Chicago, IL 60601
`(312) 777-4825
`Goldberg@carpenterlipps.com
`
`Jennifer A.L. Battle
`David J. Barthel
`Theodore M. Munsell
`Jill Rogers Spiker
`Joel E. Sechler
`CARPENTER, LIPPS & LELAND LLP
`280 North High Street, Suite 1300
`Columbus, OH 43215
`(614) 365-4100)
`Battle@carpenterlipps.com
`Barthel@carpenterlipps.com
`Munsell@carpenterlipps.com
`Spiker@carpenterlipps.com
`Sechler@carpenterlipps.com
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`Counsel for Farbest Foods, Inc.
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`/s/ Michael K. Sciaccotta
`Michael K. Sciaccotta
`DENTONS US LLP
`233 S. Wacker Drive, Suite 5900
`Chicago, IL 60606
`(312) 876-8000
`michael.sciaccotta@dentons.com
`
`Gaspare J. Bono
`Claire M. Maddox
`Leslie A. Barry
`DENTONS US LLP 1900 K Street NW
`Washington, DC 20006
`(202) 496-7500
`gap.bono@dentons.com
`claire.maddox@dentons.com
`leslie.barry@dentons.com
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`11
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 13 of 16 PageID #:1965
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`Counsel for Foster Farms, LLC, and
`Foster Poultry Farm
`
`/s/ Carmine R. Zarlenga
`Carmine R. Zarlenga
`William Stallings
`Stephen M. Medlock
`Oral Pottinger
`MAYER BROWN LLP
`1999 K Street NW
`Washington DC 20006
`(202) 263-3000
`czarlenga@mayerbrown.com
`wstallings@mayerbrown.com
`smedlock@mayerbrown.com
`opottinger@mayerbrown.com
`
`
`
`
`
`
`
`
`
`
`
`Counsel for Hormel Foods Corporation and
`Hormel Foods, LLC
`
`/s/ Colby Anne Kingsbury
`Colby Anne Kingsbury
`FAEGRE DRINKER BIDDLE & REATH LLP
`311 South Wacker Drive, #4300
`Chicago, IL 60606
`(312) 212-6500
`Colby.Kingsbury@faegredrinker.com
`
`Richard A. Duncan
`Craig S. Coleman
`Emily E. Chow
`Isaac B. Hall
`FAEGRE DRINKER BIDDLE & REATH LLP
`90 S. Seventh Street, Ste. 2200
`Minneapolis, MN 55402
`(612) 766-7000
`Richard.Duncan@faegredrinker.com
`Craig.Coleman@faegredrinker.com
`Emily.Chow@faegredrinker.com
`Isaac.Hall@faegredrinker.com
`
`Christopher A. Kreuder
`FAEGRE DRINKER BIDDLE & REATH LLP
`801 Grand Avenue, 33rd Floor
`Des Moines, IA 50309
`(515) 248-9000
`Christopher.Kreuder@faegredrinker.com
`
`
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`12
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 14 of 16 PageID #:1966
`
`
`
`
`Counsel for House of Raeford Farms, Inc.
`
`
`/s/ Gregory G. Wrobel
`Gregory G. Wrobel
`VEDDER PRICE P.C.
`222 North LaSalle Street
`Chicago, Illinois 60601
`(312) 609-7500
`gwrobel@vedderprice.com
`
`Henry W. Jones, Jr.
`JORDAN PRICE WALL GRAY JONES &
`CARLTON, PLLC
`1951 Clark Avenue
`Raleigh, North Carolina 27605
`(919) 828-2501
`hjones@jordanprice.com
`
`
`
`
`
`
`
`
`
`
`Counsel for Perdue Farms, Inc. and Perdue
`Foods LLC
`
`/s/ J. Douglas Baldridge
`J. Douglas Baldridge
`Lisa Jose Fales
`Danielle R. Foley
`Paul Feinstein
`Andrew T. Hernacki
`VENABLE LLP
`600 Massachusetts Ave., NW
`Washington, DC 20001
`(202) 344-4000
`jbaldridge@venable.com
`ljfales@venable.com
`drfoley@venable.com
`pfeinstein@venable.com
`athernacki@venable.com
`
`Kirstin B. Ives
`FALKENBERG IVES LLP
`230 West Monroe Street, Suite 2220
`Chicago, IL 60606
`(312) 566-4803
`kbi@falkenbergives.com
`
`
`
`13
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`

`

`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 15 of 16 PageID #:1967
`
`
`
`
`
`Counsel for Agri Stats, Inc.
`
`
`
`/s/ Jacob D. Koering
`Jacob D. Koering
`MILLER, CANFIELD, PADDOCK &
`STONE, PLC
`225 West Washington Avenue, Suite 2600
`Chicago, IL 60606
`(312) 460-4272
`koering@millercanfield.com
`
`William L. Monts III (pro hac vice)
`Justin W. Bernick (pro hac vice)
`HOGAN LOVELLS US LLP
`555 Thirteenth Street, N.W.
`Washington, DC 20004-1109
`(202) 637-5600
`william.monts@hoganlovells.com
`justin.bernick@hoganlovells.com
`
`
`
`
`
`
`
`Counsel for The Hillshire Brands Company,
`Tyson Foods, Inc., Tyson Fresh Meats, Inc.,
`and Tyson Prepared Foods, Inc.
`
`/s/ Jordan Matthew Tank
`Jordan Matthew Tank
`Sahrish Moyeed
`LIPE LYONS MURPHY NAHRSTADT &
`PONTIKIS
`230 West Monroe Street, Suite 2260
`Chicago, IL 60606
`(312) 702-0586
`Jmt@lipelyons.com
`Sm@lipelyons.com
`
`Tiffany Rider Rohrbaugh
`Rachel J. Adcox
`Lindsey Strang Aberg
`AXINN, VELTROP & HARKRIDER LLP
`950 F Street, N.W.
`Washington, DC 20004
`(202) 469-3550
`Trider@axinn.com
`Radcox@axinn.com
`Lstrang@axinn.com
`
`
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`14
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`Case: 1:20-cv-02295 Document #: 109 Filed: 12/10/20 Page 16 of 16 PageID #:1968
`
`CERTIFICATE OF SERVICE
`
`
`The undersigned, an attorney, hereby certifies that on December 10, 2020, a copy of the
`
`foregoing was electronically filed with the Clerk of the Court using the Court’s CM/ECF system,
`which will send notification of the filing to all counsel of record.
`
`
`
`
`
`
`
`
`
`
`
`
`By: /s/ Colby Anne Kingsbury
`
`
`
`
`
`
`
` US.130398891.10
`
`
`15
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`