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`Case: 1:20-cv-07205 Document #: 1 Filed: 12/04/20 Page 1 of 8 PageID #:1
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`UNITED STATES DISTRICT COURT
`FOR THE NORTHERN DISTRICT OF ILLINOIS
`EASTERN DIVISION
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`CHICK-FIL-A, INC.,
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`
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`Plaintiff,
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` v.
`Case No.
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` AGRI STATS, INC., ET AL.,
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`Defendants.
`!"#$ %#&’( )*+’,-*-(Related to !" #$ %#&’($# )*’+,$" -".’.#/0. 1’.’23.’&" 4 )30$ 5&6 7879:+;:<=9>?)1:20-cv-7205
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`COMPLAINT
`
`1.
`Plaintiff Chick-fil-A, Inc. (“Plaintiff” or “CFA, Inc.”) is a Georgia corporation with
`its principal place of business in Fulton County, Georgia. CFA, Inc. develops and supports a chain
`of retail quick-service restaurants specializing in a boneless breast of chicken sandwich, known as
`the Chick-fil-A® Chicken Sandwich.
`2.
`Since CFA, Inc. was founded by Truett Cathy in 1964, it has endeavored to conduct
`business with an emphasis on business ethics such as fairness, honesty, loyalty, and respect.
`3.
`The majority of Chick-fil-A branded restaurant businesses are owned and operated
`by independent franchisees, known as Operators. CFA, Inc. also operates various Chick-fil-A and
`other restaurants itself from time to time. Certain affiliates of Chick-fil-A operate certain Dwarf
`House restaurants and Truett’s Grill restaurants, which are licensed to sell Chick-fil-A products.
`CFA, Inc. has also granted licenses to certain Chick-fil-A licensees. Collectively, these Chick-fil-
`A branded restaurants make up the “CFA Restaurant Group.”
`Broiler chicken is the central ingredient in many of the proprietary products served
`4.
`at each Chick-fil-A branded restaurant, which include, but are not limited to, the Chick-fil-A®
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`Chicken Sandwich, the Grilled Chicken Sandwich, the Spicy Chicken Sandwich, and the Chick-
`fil-A® Nuggets. These proprietary chicken products have directly contributed to the success and
`growth of the CFA Restaurant Group into one of the nation’s largest quick service restaurant
`chains. 5.
`To ensure consistency in taste and quality of products served across multiple
`locations spanning multiple states, CFA, Inc. negotiated and contracted directly with certain
`Defendants for the production and supply of its chicken according to CFA, Inc.’s unique recipes
`and specifications. These negotiations and contracts governed the price at which certain
`Defendants agreed to supply the CFA Restaurant Group with broiler chicken.
`6.
`CFA, Inc. provided certain Defendants with instructions regarding each step of the
`preparation and packaging process for the chicken products sold by the CFA Restaurant Group,
`including the recipe for those products and specific requirements for packaging and labeling those
`products. 7.
`CFA, Inc. also utilized distributors such as Armada Supply Chain Solutions, LLC
`and Armada Warehouse Solutions, LLC (collectively “Armada”), Golden State Foods Corp. and
`Quality Custom Distribution Services, Inc. (collectively “GSF/QCD”), and Meadowbrook Meat
`Company, Inc. and McLane Foodservice, Inc. (collectively “MBM/McLane”), to serve the CFA
`Restaurant Group. For purposes of this action, Armada, GSF/QCD, and MBM/McLane have all
`assigned their claims arising out of these transactions to CFA, Inc.
`8.
`CFA, Inc. brings this action on its own behalf, and additionally and alternatively,
`as assignee of Armada, GSF/QCD, MBM/McLane, and their affiliates (collectively “Assignors”).
`All references in this Complaint to “CFA, Inc.” or “Plaintiff” include Chick-fil-A, Inc.’s
`Assignors.
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`Case: 1:20-cv-07205 Document #: 1 Filed: 12/04/20 Page 3 of 8 PageID #:3
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`CFA, Inc. and/or its Assignors purchased billions of dollars worth of broiler
`9.
`chicken from Defendants and/or their co-conspirators throughout the relevant period at prices that
`were artificially inflated due to the conduct outlined below. As such, CFA, Inc. and the CFA
`Restaurant Group sustained injury and damages to their businesses as a proximate result of the
`antitrust violations and other unlawful activities alleged in this Complaint.
`10.
`CFA, Inc. brings this action for damages under the federal antitrust laws against the
`defendants identified below and incorporates by reference Direct Action Plaintiffs’ Consolidated
`Complaint and Demand for Jury Trial [ECF Nos. 3924, 3922] filed in In re Broiler Chicken
`Antitrust Litigation, 1:16-cv-08637 (N.D. Ill.) on October 23, 2020.1
`11.
`CFA, Inc. joins Section II of the Direct Action Plaintiffs’ Consolidated Complaint
`and Demand for Jury Trial [ECF Nos. 3924, 3922], adding the following to specify CFA, Inc.’s
`causes of action and the Defendants and Co-Conspirators in CFA, Inc.’s action.
`
`
`1 Pursuant to the Court’s orders in In re Broiler Chicken Antitrust Litig., 1:16-cv-08637, the Direct-
`Action Plaintiffs filed “a consolidated complaint” [ECF Nos. 3778, 3652, 3525] containing “all
`the allegations the Direct-Action Plaintiffs make against all Defendants” on October 23, 2020
`[ECF Nos. 3924, 3922]. The Court’s orders did not address how DAPs seeking to file new
`complaints after the filing of Direct Action Plaintiffs’ Consolidated Complaint and Demand for
`Jury Trial should proceed. In an effort to promote efficiency, Plaintiff files this abbreviated
`pleading that incorporates by reference and adopts the allegations set forth in Direct Action
`Plaintiffs’ Consolidated Complaint and Demand for Jury Trial. If the Court prefers a different form
`or process, Plaintiff will withdraw this pleading and proceed according to the Court’s direction.
`
`3
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`
`
`Operative
`Complaint
`(Reference is
`to Sealed
`Version, if
`applicable)
`TBD
`
`Plaintiff Name
`Chick-fil-A,
`Inc.
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`Case: 1:20-cv-07205 Document #: 1 Filed: 12/04/20 Page 4 of 8 PageID #:4
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`Named-Co-
`Conspirators (if
`any) 2
`Amick; Fieldale;
`George’s; Marshall
`Durbin; Peco
`
`Named Defendants
`Causes of Action
`(Not Previously
`Dismissed)
`Count I (Sherman Act
`Agri Stats; Case;
`Claim for all
`Claxton; Foster
`Anticompetitive Conduct);
`Farms; Harrison;
`Count II (Sherman Act
`House of Raeford;
`Claim for Output
`Keystone Foods;
`Restriction, Pled in the
`Koch; Mar-Jac;
`Alternative to Count I);
`Mountaire; O.K.
`Count III (Sherman Act
`Foods; Perdue;
`Claim for GA Dock
`Pilgrim’s Pride;
`Manipulation, Pled in the
`Sanderson; Simmons;
`Alternative to Count I);
`Tyson; Wayne
`Count LVII (Sherman Act
`Claim for Bid Rigging,
`Pled in the Alternative to
`Count I)
`
`12.
`In addition to the above information, CFA, Inc. also adds the following additional
`count to Direct Action Plaintiffs’ Consolidated Complaint and Demand for Jury Trial [ECF Nos.
`3924, 3922].
`COUNT LVII
`VIOLATION OF 15 U.S.C. § 1
`(AGAINST CASE, CLAXTON, KOCH, MAR-JAC, PERDUE, PILGRIM’S PRIDE,
`SANDERSON, AND TYSON FOR BID-RIGGING)
`13.
`CFA, Inc. incorporates by reference and adopts the allegations set forth in Direct
`Action Plaintiffs’ Consolidated Complaint and Demand for Jury Trial [ECF Nos. 3924, 3922], and
`the allegations in the superseding indictment returned by the grand jury in United States v. Jayson
`Jeffrey Penn, et al., 20-cv-152 (D. Colo.) [ECF No. 101], on October 6, 2020.
`
`2 By virtue of Plaintiff previously being a member of the putative class of direct purchasers,
`Plaintiff was also a member of the settlement classes that were certified with respect to Fieldale
`Farms Corporation, George’s, Inc. and George’s Farms, Inc., Peco Foods, Inc., and Amick Farms,
`LLC. While Plaintiff has not named these corporations as defendants, Plaintiff nonetheless has
`named these corporations as co-conspirators in order to describe their conduct and contributions
`to the unlawful conspiracy.
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`The Superseding Indictment describes bid-rigging conduct that specifically
`14.
`affected one of the victims identified in the Superseding Indictment by the pseudonym QSR-5.
`15.
`According to the Superseding Indictment, on or about February 11, 2014, QSR-5
`announced plans to serve antibiotic free or No Antibiotics Ever (“NAE”) broiler chicken meat at
`all of QSR-5’s restaurants within the following five years.
`16.
`Following QSR-5’s announcement, a number of Defendants communicated via
`phone and text message in order to share and coordinate confidential bidding and pricing
`information in connection with QSR-5’s request for bids relating to its planned transition to only
`serving ABF broiler chicken meat.
`17.
`CFA, Inc. is the victim identified in the Superseding Indictment by the pseudonym
`QSR-5. 18.
`CFA, Inc. was directly and proximately injured by the bid-rigging conduct
`described above and in the Superseding Indictment.
`19.
`Defendants’ unlawful contract, combination or conspiracy had the following direct,
`substantial, and reasonably foreseeable effects on commerce in the United States: (1) prices
`charged to, and paid by, CFA, Inc. for chicken were artificially raised, fixed, maintained, or
`stabilized at supra-competitive levels; (2) CFA, Inc. was deprived of the benefits of free, open, and
`unrestricted competition in the United States chicken market; and (3) competition in establishing
`the prices paid for chicken in the United States was unlawfully restrained, suppressed, or
`eliminated.
`20.
`Defendants’ above-described anticompetitive activities directly and proximately
`caused injury to CFA, Inc. in the United States.
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`As a direct and proximate result of Defendants’ above-described unlawful conduct,
`21.
`CFA, Inc. paid artificially inflated prices for chicken.
`22.
`As a direct and proximate result of Defendants’ above-described anticompetitive
`conduct, CFA, Inc. was damaged in its business or property by paying prices for chicken that were
`higher than they would have been but for Defendants’ unlawful conduct, which has resulted in an
`amount of ascertainable damages to be established at trial.
`23.
`Defendants’ anticompetitive conduct described in this Complaint constitutes a per
`se violation of Section 1 of the Sherman Act, 15 U.S.C. § 1. Alternatively, Defendants’ conduct
`is also unlawful under the Rule of Reason standard of antitrust liability because at all relevant
`times Defendants possessed significant market power in the market for broilers and their conduct
`had actual anticompetitive effects with no or insufficient offsetting pro-competitive justifications.
`PRAYER FOR RELIEF
`WHEREFORE, CFA, Inc. respectfully requests that the Court:
`A.
`Enter joint and several judgments against Defendants in favor of CFA, Inc.;
`B.
`Award CFA, Inc. damages against Defendants in a joint and several judgment for
`an amount to be determined at trial to the maximum extent allowed under the claims stated above
`as well as treble damages, any other enhancement of damages, attorneys’ fees, expenses, and costs
`as provided by law;
`C.
`Award CFA, Inc. its pre- and post-judgment interest as provided by law, with such
`interest to be awarded at the highest legal rate;
`D.
`Award CFA, Inc. its attorneys’ fees, litigation expenses, and costs, as provided by
`law, including the federal antitrust laws; and
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`Grant CFA, Inc. such other and further relief that the Court may deem just and
`E.
`proper.
`JURY DEMAND
`Pursuant to Federal Rule of Civil Procedure 38, CFA, Inc. demands a trial by jury on all
`issues so triable.
`Respectfully Submitted,
` Dated: December 4, 2020
`
`/s/ Matthew J. Calvert
`
`Matthew J. Calvert (pro hac vice pending)
`HUNTON ANDREWS KURTH LLP
`
`Bank of America Plaza, Suite 4100
`
`
`600 Peachtree Street NE
`
`Atlanta, GA 30308
`
`(404) 888-4000
`
`mcalvert@huntonak.com
`
`Ryan P. Phair (#479050)
`
`Craig Y. Lee (admitted pro hac vice)
`
`Emily K. Bolles (admitted pro hac vice)
`
`Christopher C. Brewer (admitted pro hac vice)
`HUNTON ANDREWS KURTH LLP
`2200 Pennsylvania Avenue, NW
`Washington, D.C. 20037-1701
`(202) 955-1500
`rphair@huntonak.com
`craiglee@huntonak.com
`ebolles@huntonak.com
`brewerc@huntonak.com
` John S. Martin (admitted pro hac vice)
`HUNTON ANDREWS KURTH LLP
`Riverfront Plaza, East Tower
`951 East Byrd Street
`Richmond, VA 23219-4704
`(804) 788-8200
`marinj@huntonak.com
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`Case: 1:20-cv-07205 Document #: 1 Filed: 12/04/20 Page 8 of 8 PageID #:8
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`Julie B. Porter (#6243787)
`SALVATORE PRESCOTT PORTER
`& PORTER, PLLC
`1010 Davis Street
`Evanston, IL 60201
`(312) 283-5711
`porter@sppplaw.com
` Attorneys for Plaintiff Chick-fil-A, Inc.
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