Opinion

IN THE UNITED STATES DISTRICT COURT

FOR THE NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

IN RE MANUFACTURED HOME LOT

RENTS ANTITRUST LITIGATION,

No. 23-cv-06715

Judge Franklin U. Valderrama

MEMORANDUM OPINION AND ORDER

Manufactured and modular homes (commonly known as mobile homes) are one

of the country’s most affordable housing options. R. 126, Compl.1 Manufactured

homes are often situated in a Manufactured Home Community (MHC). Plaintiffs

Steven Brown, Todd Caldwell, Mary Galusha, Carla Hajek, David Klein, Colleen

Levins, Ronald Kazmirzak, Kevin McDonough, Luis Melendez, Charles Neville,

Deborah Norvise, Carol Rachelle Roach, Barbara Rowley, and Amber Sailer

(collectively, Plaintiffs) all paid rent for a manufactured or modular home located in

an MHC. Plaintiffs, on behalf of themselves and a putative nationwide class of all

similarly situated persons, sued Defendants Equity LifeStyle Properties, Inc. (ELS),

Hometown America Management, L.L.C. (Hometown America), Lakeshore

Communities, Inc. (Lakeshore), Sun Communities, Inc. (Sun Communities), RHP

Properties, Inc. (RHP), Yes Communities, LLC (Yes Communities), Inspire

Communities, LLC (Inspire Communities), Kingsley Management, Corp. (Kingsley),

Cal-Am Properties, Inc.’s (Cal-Am), and Murex Properties, L.L.C. (Murex)

1Citations to the docket are indicated by “R.” followed by the docket number or filing name,

and where necessary, a page or paragraph citation.

(collectively MHC Defendants), MHC owners/operators, as well as Defendant

Datacomp Appraisal Systems, Inc. (Datacomp), the nation’s largest provider of

manufactured and mobile home data (collectively, Defendants). Plaintiffs assert

violations of Sections 1 of the Sherman Act, 15 U.S.C. § 1, against all Defendants

(Counts I and II), and a state law claim for unjust enrichment against the MHC

Defendants (Count III). Before the Court are Defendants’ motion to dismiss pursuant

to Federal Rule of Civil Procedure 12(b)(6) and Murex’s motion to dismiss pursuant

to Rules 12(b)(2), 12(b)(3), and 12(b)(6). R. 154, Mot. Dismiss; R. 151, Murex Mot.

Dismiss.2 For the reasons discussed below, the Court grants Defendants’ joint motion

to dismiss and denies Murex’s motion to dismiss without prejudice as moot.

Background

Manufactured homes, unlike traditional site-built homes, are pre-fabricated in

a factory before being transported to and placed on a foundation on a manufactured

home lot or community.3 Compl. ¶¶ 49, 65. Manufactured homes are generally less

expensive than site-built homes. Id. ¶ 55. Manufactured homes are considered

separate pieces of property from the lots they sit on. Id. ¶ 66. Some individuals rent

both their home and lot, while others own both their home and/or lot. Id. ¶ 67.

Plaintiffs are 14 individual residents of various MHCs across the United States

who paid rent to the MHC Defendants to lease spaces for their manufactured homes

2Murex joined Defendants’ motion to dismiss, but also filed a separate motion to dismiss

advancing three separate bases for dismissal unique to Murex.

3The Court accepts as true all of the well-pleaded facts in the Complaint and draws all

reasonable inferences in favor of Plaintiffs. Platt v. Brown, 872 F.3d 848, 851 (7th Cir. 2017).

(mobile home lots (MHL)). Compl. ¶¶ 19–32. The MHC Defendants are owners or

operators of MHCs. Id. ¶¶ 34–43.

For years, the MHC market was diffuse, and many operators owned only one

MHC. Id. ¶ 71. Recently, and particularly within the last ten years, the industry

experienced considerable consolidation with large corporate owners, including the

MHC Defendants, buying up communities across the United States. Id. ¶¶ 71–73, 77.

These corporate owners, including the MHC Defendants, prioritized acquiring

properties that will allow them to raise lot rents. Id. ¶ 76.

During the last several years, and between August 31, 2019 and the present

(the Relevant Time Period), the MHC Defendants, according to Plaintiffs, have raised

MHL rent to unprecedented levels, imposing increases year after year that outpace

those in prior years. Compl. ¶¶ 8, 79–87, 140–42. For example, MHL rents increased

around 2.3% annually (with 1.8% inflation) between 2010 and 2018, but between 2019

and 2021, by contrast, rents increased at a rate of 9.1% per year (with 3% inflation).

Id. ¶ 142. MHL rents also increased more quickly and steeply than rental prices for

detached single-family homes. Id. ¶¶ 145–47, Figs. 17–20. Plaintiffs allege that the

MHC Defendants could not have unilaterally increased rent at such a rate, but were

able to do so by sharing competitively sensitive information with each other via

Datacomp’s Reports. Id. ¶¶ 4–5, 8, 93, 110, 125.

Datacomp is an appraisal service that provides manufactured and mobile home

appraisals, inspections, and market data. Id. ¶ 33. In 2014, Datacomp purchased JLT

& Associates, a firm that published industry reports about MH Communities, under

the name “JLT Market Reports.” Id. ¶ 96. The JLT Reports (the Reports) contain data

regarding MHCs, including rental rates, occupancy rates, announced rent increases,

maps and amenities. Id. ¶¶ 5, 96, 103, 105. Datacomp collects the data through

telephone surveys and direct outreach to MHCs, as well as from the voluntary

provision of the data by certain manufactured home operators, including the MHC

Defendants. Id. ¶ 104. Datacomp creates and sells the Reports to as many as 187

different geographic areas throughout the country (the metropolitan statistical areas

(MSAs)). Id. ¶ 98. In December 2021, MHC Defendant ELS purchased Datacomp. Id.

¶ 97. Plaintiffs allege that, during the Relevant Time Period, the MHC Defendants

purchased and relied upon the Reports to systematically increase MHL rents and to

coordinate strategic acquisitions of manufactured home communities to consolidate

market share and. Id. ¶ 93.

Specifically, the MHC Defendants provide current and future rent pricing and

other pricing-related information for their communities to Datacomp. Compl. ¶ 104.

Datacomp then generates the Reports, which contain detailed, non-anonymized,

disaggregated, current and future competitive pricing and pricing-related

information on MHCs located across the United States. Id. ¶¶ 5, 105–14, Figs. 10–

12. Datacomp distributes these Reports to all MHC Defendants who previously did

not, but now do have access to competitor data. Id. The Reports offer granular data

to any MHC owner about its competitors—the owner can identify the actual rent

prices that other MHC owners are charging and, in some cases, see when and to what

level competitors will increase MHL rents. Id. This data projects far in the future

what an MHC owner plans to charge residents for rent—between September 2022

and August 2023, for example, more than a quarter of the nearly 4,000 surveyed

MHCs provided Datacomp either future rent increase information, next month rent

increase information, or in many cases, both figures. Id. ¶ 113.

Datacomp markets the Reports to the MHC Defendants with the promise that

the information they contain will ensure that the MHC Defendants “stay

competitive.” Compl. ¶ 7, Fig. 1. For example, the May 2022 Report for Hillsborough

County, Florida informed MHC Defendants that in January 2023 competitors ELS

planned a rent increase of $37 per month, and Cal-Am an increase of $60 per month.

Id. ¶¶ 108–09, Figs. 11–12. Plaintiffs cite to statements from the MHC Defendants’

executives about the usefulness of the Reports: Ross Partrich, CEO of RHP, described

the Reports as “extremely helpful for rent increases across our portfolio throughout

the country.” Id. ¶¶ 8, 120. Cory Sukert, CEO of Cal-Am, praised the Reports’

“comprehensive analysis of competing communities in those markets in which we

operate.” Id. ¶122. And Nate Nelson, CFO of Kingsley, emphasized the currentness

of the data in the Reports which help Kingsley “determine how our communities

compare to the competition.” Id. ¶ 123. In addition to the Reports, Datacomp also

provides “real-time” data with “live updates,” allowing the MHC Defendants to see

one another’s most recent pricing and pricing-related information. Id. ¶ 115.

Plaintiffs allege that the MHC Defendants could not have successfully

increased rents in their MHCs alone, so they conspired to raise rents to

supracompetitive high levels by leveraging Datacomp as a conduit to share

competitively sensitive pricing information. According to Plaintiffs, as a result of

Defendants’ conspiracy, MHL rents have increased dramatically, and the MHC

Defendants have reduced or eliminated competition among themselves on rent prices,

services, and MHL quality. Id. ¶¶ 1, 6, 9.

Plaintiffs, on behalf of themselves and a putative class, sued Defendants,

asserting violations of Section 1 of the Sherman Act against all Defendants and a

state law claim for unjust enrichment against the MHC Defendants. See Compl.

Defendants now move to dismiss the complaint pursuant to Federal Rule of Civil

Procedure 12(b)(6). Murex joined the motion to dismiss, but also filed a separate

motion, raising additional bases for dismissal under Rule 12(b)(6), as well as arguing

that the Court lacks personal jurisdiction over Murex under Rule 12(b)(2) and that

venue is improper under Rule 12(b)(3). The fully briefed motions are before the Court.

Legal Standard

A motion to dismiss under Rule 12(b)(6) challenges the sufficiency of the

complaint. Hallinan v. Fraternal Order of Police of Chi. Lodge No. 7, 570 F.3d 811,

820 (7th Cir. 2009). Under Rule 8(a)(2), a complaint must include only “a short and

plain statement of the claim showing that the pleader is entitled to relief.” Fed. R.

Civ. P. 8(a)(2). To survive a motion to dismiss, a complaint need only contain factual

allegations, accepted as true, sufficient to “state a claim to relief that is plausible on

its face.” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (citing Bell Atl. Corp. v. Twombly,

550 U.S. 544, 570 (2007)). “A claim has facial plausibility when the plaintiff pleads

factual content that allows the court to draw the reasonable inference that the

defendant is liable for the misconduct alleged.” Id. The allegations “must be enough

to raise a right to relief above the speculative level.” Twombly, 550 U.S. at 555. The

allegations that are entitled to the assumption of truth are those that are factual,

rather than mere legal conclusions. Iqbal, 556 U.S. at 678–79.

In the antitrust context, stating a claim under Section 1 of the Sherman Act

“requires a complaint with enough factual matter (taken as true) to suggest that an

agreement was made. Asking for plausible grounds to infer an agreement does not

impose a probability requirement at the pleading stage; it simply calls for enough fact

to raise a reasonable expectation that discovery will reveal evidence of illegal

agreement.” Twombly, 550 U.S. at 556.

Analysis

I. Count I – Price Fixing in Violation of Section 1 of the Sherman Act

In Count I, Plaintiffs allege that Defendants agreed to “fix, raise, or maintain

at artificially high levels the rents they charge for manufactured home lots” in

violation of Section I of the Sherman Act and that the agreement was carried out

through “the exchange of competitively sensitive information between and among

Defendants.” Compl. ¶ 94.

Section 1 of the Sherman Act provides that “[e]very contract, combination in

the form of trust or otherwise, or conspiracy, in restraint of trade or commerce . . . is

declared to be illegal.” 15 U.S.C. § 1. Section 1 does not prohibit reasonable restraints

of trade, but only outlaws unreasonable restraints of trade. State Oil Co. v. Khan, 522

U.S. 3, 10 (1977). To state a Section 1 claim, a plaintiff must allege: (1) a combination

or some form of concerted action between at least two legally distinct entities that (2)

unreasonably restrains trade in the relevant market, and (3) an accompanying injury.

See In re Delta Dental Antitrust Litig., 484 F. Supp. 3d 627, 632–33, 643 (N.D. Ill.

2020) (citing Denny’s Marina, Inc. v. Renfro Prods., Inc., 8 F.3d 1217, 1220 (7th Cir.

1993)); Am. Needle, Inc. v. Nat’l Football League, 560 U.S. 183, 191 (2010).

In order to show a per se violation of the Sherman Act, a plaintiff must show

either direct or circumstantial evidence of an illegal agreement. In re Text Messaging

Antitrust Litg., 630 F.3d 622, 629 (7th Cir. 2010) (Text Messaging I). Direct evidence

of an agreement is “explicit and requires no inferences to establish the proposition or

conclusion being asserted.” In re Dairy Farmers of Am., Cheese Antitrust Litig., 60 F.

Supp. 3d 914, 950 (N.D. Ill. 2014) (cleaned up).4 As the Seventh Circuit has

recognized, direct evidence is equivalent to a “smoking gun,” and it is quite rare.

Omnicare, Inc., v. UnitedHealth Grp., Inc., 629 F.3d 697, 706 (7th Cir. 2011).

Circumstantial evidence, on the other hand, consists of facts “from which the

existence of such an agreement can be inferred.” In re High Fructose Corn Syrup

Antitrust Litig., 295 F.3d 651, 662 (7th Cir. 2002). “[C]ircumstantial evidence is the

lifeblood of antitrust law because direct evidence will rarely be available to prove the

existence of a price-fixing conspiracy.” City of Rockford v. Mallinckrokdt ARD, Inc.,

360 F. Supp. 3d 730, 749 (N.D. Ill. 2019) (cleaned up). For circumstantial evidence to

indicate an agreement, the plaintiffs must allege “parallel conduct” by the defendants

4This Opinion uses (cleaned up) to indicate that internal quotation marks, alterations, and

citations have been omitted from quotations. See Jack Metzler, Cleaning Up Quotations, 18

Journal of Appellate Practice and Process 143 (2017).

and “context that raises a suggestion of a preceding agreement”—often called “plus

factors.” In re MultiPlan Health Ins. Provider Litig., 789 F. Supp. 3d 614, 637 (N.D.

Ill. 2025) (quoting Twombly, 550 U.S. at 557).

A. Direct Evidence of Conspiracy

As an initial matter, Defendants contend that Plaintiffs fail to plead any direct

evidence of an agreement among the Defendants to raise rental prices of MHLs. R.

155, Memo. Dismiss at 11. Plaintiffs do not argue otherwise. R. 165, Resp. at 7. As

such, the Court turns to whether Plaintiffs plead circumstantial evidence of a

conspiracy.

B. Circumstantial Evidence of Conspiracy

Defendants argue that Plaintiffs “fail to allege circumstantial evidence that

could plausibly suggest a conspiracy among the MHC Defendants to use the JLT

Reports to raise rents.” Memo. Dismiss at 12. From Defendants’ perspective,

Plaintiffs fail to allege any “parallel conduct” or the required plus factors. Id.

Plaintiffs respond that they have pled a per se violation of Section 1 because

they allege: (1) an invitation to participate in the conspiracy, and the acceptance of

the invitation,5 as well as (2) parallel conduct and plus factors. Resp. at 7–8.

5The District Court for the District of Minnesota, in an opinion cited by Plaintiffs in their

notice of supplemental authority, called into question whether “evidence of an invitation and

acceptance alone, without corresponding evidence of parallel conduct and plus factors, would

be sufficient to survive summary judgment in a § 1 case based on circumstantial evidence,”

noting that the case on which the plaintiffs in that case—as well as Plaintiffs here—rely in

support of the invitation and acceptance theory, Interstate Cir. v. United States, “was decided

nearly a century ago, and since then caselaw has developed in such a way as to indicate that

parallel conduct and plus factors are typically important to support a per se violation of § 1.”

In re Pork Antitrust Litig., 781 F. Supp. 3d 758, 800 (D. Minn. 2025) (citing Interstate Cir. v.

Therefore, according to Plaintiffs, the Court must deny Defendants’ motion to

dismiss. Id.

The Court begins with the invitation and acceptance to participate in the

conspiracy.

1. Invitation to Collude

Plaintiffs assert that they have established that the MHC Defendants, through

Datacomp, accepted an invitation to participate in the alleged conspiracy. Resp. at 8.

According to Plaintiffs, where each conspirator is advised that their competitors were

asked to participate in the conspiracy and is aware that cooperation was essential to

the success of the plan, then invitation and acceptance are established. Id. (citing

Interstate Circuit v. United States, 306 U.S. 208, 226–227 (1939); Toys “R” Us, Inc. v.

F.T.C., 221 F.3d 928, 935 (7th Cir. 2000); Meyer v. Kalanick, 174 F. Supp. 3d 817, 824

(S.D.N.Y. 2016)). Here, from Plaintiffs’ point of view, Datacomp’s solicitation of

information from the MHC Defendants constitutes the invitation and the MHC

Defendants’ submission of their information to Datacomp constitutes “acceptance.”

Id. (citing Compl. ¶¶ 8, 104, 110–14, 117, 166). Plaintiffs maintain that the MHC

Defendants, as evidenced by their public statements, understood that, like them,

their competitors were also contributing competitively sensitive pricing information

to Datacomp’s Reports. Id. at 9. Plaintiffs reason, therefore, that they have pled a

United States, 306 U.S. 208 (1939)). However, the Court need not definitively decide at this

stage whether allegations of invitation and acceptance alone are sufficient to survive a motion

to dismiss, because for the reasons discussed in the body of the Opinion, the Court agrees

with Defendants that Plaintiffs have not adequately alleged an invitation and acceptance to

adequately state a claim based on that theory.

plausible price-fixing claim through Datacomp’s invitation to share competitively

sensitive pricing information via its Reports and the MHC’s acceptance of that

invitation. Id.

Defendants disagree, arguing that nowhere in the Complaint do Plaintiffs

allege that Datacomp invited the MHC Defendants to do anything, much less that

the MHC Defendants accepted any invitation. R. 177, Reply at 3. The Court agrees

with Defendants.

Here, Plaintiffs do not directly allege that Datacomp extended an invitation to

(or demanded that any MHC Defendant) submit any information, nor that the MHC

Defendants accepted that invitation. Nor do Plaintiffs allege that the MHC

Defendants communicated among themselves. Rather, Plaintiffs allege only that the

MHC Defendants provided competitively sensitive information to Datacomp via

telephone surveys or other means. Compl. ¶ 104. While such an allegation supports

an information exchange, as discussed in depth below, it does not support an

inference of an invitation, much less an acceptance to do anything.

The two “binding” cases cited by Plaintiffs, Interstate Circuit and Toys “R” Us,

are distinguishable, contend Defendants. The Court agrees, as in each case cited by

Plaintiffs, there was an explicit alleged demand to participate in the anticompetitive

behavior. That is, in Interstate Circuit, the manager of Interstate, a movie theatre

company, sent the same letter to eight branch managers of film distribution

companies, with each naming all eight managers as addressees and asking them to

comply with two demands as a condition of Interstate’s continued exhibition of the

distributor’s films. 306 U.S. at 215–17, 222–23. “Compliance with the proposals

involved a radical departure from the previous business practices of the industry and

a drastic increase in admission prices of most of the subsequent-run theatres.” Id. at

222. And in Toys “R” Us, Toys “R” Us (TRU) contacted some of its suppliers at a toy

fair to inform them of a new policy that dictated which products the suppliers offered

or sold to TRU versus TRU’s competitors, which policy was “an abrupt shift from the

past.” 221 F.3d at 931, 935. TRU and its suppliers negotiated about the new policy,

and the Seventh Circuit relied on the record of “direct evidence of communications”

to uphold the Federal Trade Commission’s (FTC) determination of a conspiracy. Id.

at 935. While Defendants do not distinguish Meyer, the Court also finds that case

inapposite. In Meyer, drivers entered into contracts with Uber dictating pricing

algorithms that drivers could not practically change. 174 F. Supp. 3d at 820–21, 824.

Finally, as Defendants point out, Plaintiffs say nothing about the precedential

value—or lack thereof—of the U.S. Department of Justice (DOJ) and the FTC’s

statement of interest that they cite to. Resp. at 8 (citing Duffy v. Yardi Sys., Inc., No.

2:23-cv-01391 Dkt. No. 149 (W.D. Wash. Mar. 1, 2024)). And, even if it offered some

precedential value, as Defendants also argue, that case involved allegations that a

company dictated rental prices that landlords should charge.

In sum, the Court finds that Plaintiffs have not pled a per se violation of Section

1 based on an alleged invitation and acceptance to participate in the conspiracy.

Of course, that is not the end of the analysis. The Court next turns to whether

Plaintiffs have adequately pled parallel conduct and plus factors sufficient to state a

price-fixing conspiracy claim.

2. Parallel Conduct

Parallel behavior by competitors as well as plus factors, or “factual

enhancement[s],” are enough circumstantial evidence to plead an antitrust

conspiracy. In re Broiler Chicken Antitrust Litig., 290 F. Supp. 3d 772, 789–90 (N.D.

Ill. 2017) (In re Broiler Chicken I); see also Text Messaging I, 630 F.3d at 627

(sufficient circumstantial evidence may include “a mixture of parallel behaviors,

details of industry structure, and industry practices, that facilitate collusion”).

Parallel behaviors include those which “would probably not result from chance,

coincidence, independent responses to common stimuli, or mere interdependence

unaided by an advance understanding among the parties’ conduct [that] indicates the

sort of restricted freedom of action and sense of obligation that one generally

associates with agreement.” Text Messaging I, 630 F.3d at 628 (cleaned up).

Defendants argue that Plaintiffs fail to allege parallel conduct, as Plaintiffs

make no plausible allegations that Defendants’ price increases were uniform or

moved together at all. Memo. Dismiss at 12. True, note Defendants, the Complaint

contains “a series of charts purportedly presenting data from the JLT Reports

showing parallel price increases.” Id. (citing Compl. ¶ 148). But those charts,

according to Defendants, fail to show parallel conduct. Id. In fact, assert Defendants,

the charts show the opposite conclusion. Id. That is, they show that in each regional

submarket, the Defendants who own or operate the properties in that submarket

have varied average rents, and the rent increases differed dramatically. Id. at 7–9,

12.

Plaintiffs counter that parallel conduct may be shown through evidence of

aggregate price increases, including when such increases occur over a lengthy period

of time rather than all at once. Resp. at 9 (citing In re Broiler Chicken I, 290 F. Supp.

3d at 790–91). And the conduct, maintain Plaintiffs, need not be perfectly

synchronized to be considered parallel. Id. at 9–10 (citing Interstate Cir. v. United

States, 306 U.S. 208, 227 (1939)). Here, assert Plaintiffs, they have alleged that the

MHC Defendants increased MHL rent at rates “far outpacing inflation, and more

quickly and steeply than rental prices for detached single-family homes, across all

geographic regions.” Id. at 10 (citing Compl. ¶¶ 142–48; Compl. Figs. 18–23). In short,

from Plaintiffs’ perspective, all they are required to show and have shown are

“unprecedented changes in pricing structure that suddenly take place because of

Defendants’ conduct.” Id. at 10–11 (citing Twombly, 550 U.S. at 556 n.4; In re Loc.

TV Advert. Antitrust Litig., 2020 WL 6557665, at *8 (N.D. Ill. Nov. 6, 2020)).

According to Plaintiffs, In re Broiler Chicken I is instructive, where the court rejected

the same arguments advanced by Defendants here. Resp. at 11.

In reply, Defendants insist that Plaintiffs fail to plead parallel conduct because

the Complaint lacks any allegations that “the MHC Defendants’ prices were remotely

similar or moved together at all.” Reply at 4. The way Defendants see it, asserting

that aggregate prices rose across ten Defendants over the course of half a decade is

not an allegation of parallel pricing, but rather impermissible group pleading. Id. at

5. In fact, argue Defendants, Plaintiffs’ own allegations relating to timing—that is,

that Datacomp began publishing the JLT Reports as early as 2014, but the MHC

Defendants’ pricing did not change at an allegedly unusual rate until 2019—

contradict Plaintiffs’ argument that Defendants’ conspiracy caused sudden and

unprecedented changes in pricing structure. Id. at 6–7 (citing Compl. ¶¶ 8, 96; Resp.

at 4, 10–11). Here, unlike In re Broiler Chicken I, argue Defendants, there are no

allegations that the Defendants acted all at once to raise prices. Id. at 7.

The Court agrees with Plaintiffs that In re Broiler Chicken I is instructive,6

and indeed, Defendants do not meaningfully distinguish it in their reply. In In re

Broiler Chicken I, the court found that the complaint sufficiently alleged parallel

conduct by each defendant industrial producer of chicken meat to increase prices

where defendants restricted production between 2007 and 2009 and again between

2011 and 2014, through various methods such killing or exporting breeder flocks,

closing facilities, or delaying planning of new facilities. 290 F. Supp. 3d at 782–84.

The court rejected the defendants’ arguments that the allegations as to parallel

conduct were insufficient to allege a conspiracy because the production decreases

occurred in “varying amounts,” by “various methods,” and “at various points over

many years.” Id. at 790–92 (collecting cases). As Plaintiffs here point out, the In re

6While the Court finds In re Broiler Chicken to be instructive as to the parallel conduct

analysis, the conclusion is distinguishable, as in that case the plaintiff had pled numerous

plus factors that, when considered as a whole, supported a plausible conspiracy. 290 F. Supp.

3d at 797–802. Here, on the other hand, for the reasons discussed below, the Court finds that,

when viewed as a whole, the Complaint falls short in plausibly alleging that the parallel

conduct alleged by Plaintiffs reflects an agreement among Defendants to increase rent prices.

Broiler Chicken I court observed that it is “more than plausible that conspirators

would leave the precise means . . . up to each conspirator,” because such flexibility

“would enable a greater number of producers to participate in the conspiracy, and

might help to conceal the collusive nature of their conduct.” Id. at 792 (cleaned up).

Here, Plaintiffs allege that the MHC Defendants started to significantly

increase MHL rental prices around 2017, which far exceeded the pace of inflation and

the cost of single-family homes beginning in 2019. Compl. ¶¶ 140–47. That the

percentage increases were variable and occurred over several years does not

undermine the allegations that Defendants’ conduct was parallel. See, e.g., In re

Broiler Chicken I, 290 F. Supp. 3d at 782–84; Kleen Prods., LLC v. Packaging Corp.

of Am., 775 F. Supp. 2d 1071, 1077–78 (N.D. Ill. 2011) (Kleen Prods. I) (“capacity

reductions need not be simultaneous to demonstrate conscious parallelism,” rather,

allegation of sequential conduct “is common” in such cases, and finding sufficient

allegations of parallel conduct where defendants increased prices over the course of

five years).

The Court also agrees with Plaintiffs that the cases cited by Defendants do not

change the analysis. The two Seventh Circuit cases were decided at summary

judgment,7 not the motion to dismiss stage, and the courts found that the plaintiffs

7In reply, Defendants take issue with Plaintiffs’ arguments that the Court should disregard

cases cited by Defendants on summary judgment. Reply at 3 n.3. According to Defendants,

this is inconsistent with Plaintiffs’ own reliance on summary judgment or post-trial decisions,

and also is incorrect, as a court’s holdings regarding substantive law do not become irrelevant

at the pleading stage, simply because they were made in later stages of a case. Id. While

Defendants are correct that a courts’ holdings regarding substantive law are applicable

across all stages of cases, how a court applies the law to the allegations or facts depends on

had not adduced sufficient evidence to show that the defendants colluded to raise

prices; the in-District case applied the heightened Rule 9(b) standard; and the out-of-

Circuit case cited actually supports Plaintiffs’ position. Memo. Dismiss at 13 (citing

In re Text Messaging Antitrust Litigation, 782 F.3d 867, 877 (7th Cir. 2015) (Text

Messaging II); Kleen Prods. LLC v. Georgia-Pacific LLC, 910 F.3d 927 (7th Cir. 2018)

(Kleen Prods. II); Washington Cnty. Health Care Auth., Inc. v. Baxter Int’l Inc., 328 F.

Supp. 3d 824, 832–35 (N.D. Ill. 2018); In re Chocolate Confectionary Antitrust Litig.,

999 F. Supp. 2d 777, 787 (M.D. Pa. 2014)).

For the reasons discussed above, the Court finds that Plaintiffs have done just

enough to sufficiently allege that Defendants’ conduct was parallel based on rent

price increases that are “reasonably proximate in time and value.” Id. That said, the

Court considers the alleged disparities in the timing and amount of rent increases

when determining whether this parallel conduct reflects an agreement among

Defendants to raise rent. See Hansen v. Nw. Univ., 2025 WL 2731378, at *9 (N.D. Ill.

Sept. 24, 2025) (citing Washington Cnty. Health Care Auth., Inc. v. Baxter Int’l Inc.,

328 F. Supp. 3d 824, 837 (N.D. Ill. 2018) (“Even if the disparities in the magnitude

and timing of the defendants’ recalls does not, in and of itself, render plaintiffs’

the stage of proceedings. That is, different standards apply at the motion to dismiss stage

and the summary judgment stage. See In re Broiler Chicken I, 290 F. Supp. 3d at 801 (citing

In re Plasma-Derivative Protein Therapies Antitrust Litig., 764 F. Supp. 2d 991, 1002 (N.D.

Ill. 2011)). And it matters less on a motion to dismiss when a plaintiff cites to a summary

judgment order in support of her opposition to a motion to dismiss, because a plaintiff is

required to do more to defeat summary judgment than to defeat a motion to dismiss. On the

other hand, often summary judgment decisions cited by defendants are of limited value,

because more is required of plaintiffs at that stage. So, the Court does not summarily

disregard summary judgment opinions cited by Defendants, but it does so with those

principles in mind.

complaint implausible, it is yet another strike against the complaint’s plausibility.”

(cleaned up))).

Plaintiffs argue that the Court could end its analysis once it finds that

Plaintiffs have plausibly alleged parallel conduct, as they need not allege plus factors

in addition to parallel conduct. Resp. at 12–13 (citing Washington Cty., 328 F. Supp.

3d at 840). Defendants disagree, insisting that Plaintiffs must allege more than just

parallel conduct. Memo. Dismiss at 14; Reply at 7–8. The Court finds that Defendants

have the better of the argument.

“[W]hile parallel conduct makes a conspiratorial agreement ‘conceivable,’

parallel conduct, without more, does not make an agreement ‘plausible.’ Plaintiffs are

still required to identify additional conduct beyond parallel conduct—often referred

to as ‘plus factors’—to ‘nudge’ Plaintiffs’ allegation of agreement ‘across the line from

conceivable to plausible.’” In re Broiler Chicken Antitrust Litig., 2025 WL 461407, at

*11 (N.D. Ill. Feb. 11, 2025) (Broiler Chicken II) (quoting Twombly, 550 U.S. at 570);

see also Greco v. Mallouk, 2024 WL 4119169, at *6 (N.D. Ill. Sept. 9, 2024) (“[A]

plaintiff alleging a conspiracy based on circumstantial evidence must also allege

certain plus factors, which are economic actions and outcomes that are largely

inconsistent with unilateral conduct but largely consistent with explicitly coordinated

action.”) (cleaned up). The Court agrees with Defendants that the only case cited by

Plaintiffs, Washington Cty., does not stand for the proposition that parallel conduct

on its own can support a price-fixing conspiracy. Reply at 7. Indeed, the court held

the opposite, stating that, “[e]ven if the plaintiffs’ allegations sufficed to establish a

strong inference of parallel conduct (and, as discussed above, it does not), the

complaint would still fall short because the ‘plus factors’ the plaintiffs identify do not

make the inference of an express agreement between [the defendants] any more

plausible.” Washington Cnty., 328 F. Supp. 3d at 840.

The Court therefore turns to the “plus factors” alleged by Plaintiffs.

3. Plus Factors

Courts recognize “plus factors” to include “a common motive to conspire,

evidence that shows that the parallel acts were against the apparent individual

economic self-interest of the alleged conspirators, and evidence of a high level of

interfirm communications.” Greco, 2024 WL 4119169, at *6 (cleaned up). In reviewing

the allegations for a plausible agreement, the Court “views the circumstances as a

whole.” In re MultiPlan Health Ins. Provider, 789 F. Supp. 3d at 637 (citing Cont’l

Ore Co. v. Union Carbide & Carbon Corp., 370 U.S. 690, 698–99 (1962)). “If the

allegations are as consistent with a wide range of lawful and independent business

conduct as they are with an anticompetitive agreement, then the first element of § 1

is not satisfied.” Mirage Wine + Spirit’s, Inc. v. Apple Inc., 2025 WL 1896006, at *3

(S.D. Ill. July 9, 2025); see also Marion Diagnostic Ctr., LLC v. Becton Dickinson &

Co., 29 F.4th 337, 351 (7th Cir. 2022) (“Twombly demonstrates that courts should

dismiss antitrust conspiracy complaints for failure to state a claim when the

allegations, taken as true, could just as easily reflect innocent conduct or rational

self-interest.”).

Defendants argue that Plaintiffs’ Section 1 claim fails because “they do not

allege cognizable plus factors. Memo. Dismiss at 14 (quoting Twombly, 550 U.S. at

552). Plaintiffs, on the other hand, insist that they have alleged sufficient plus factors

to support a plausible conspiracy; specifically, they contend that they have alleged

circumstantial evidence in the form of: (1) information exchange among the MHC

Defendants; (2) the structure of the MHL market; (3) Defendants’ opportunity to

collude; (4) Defendants’ conduct being contrary to their self-interest; and (5)

Defendants’ strong motive to conspire. Resp. at 12 (citing Compl. ¶¶ 71–78, 104–14,

142, 166–72, 177).

The Court examines the plus factors alleged by Plaintiffs in turn, keeping in

mind that it must view the circumstances holistically.

a. Exchange of Pricing Information

First, Plaintiffs contend that the MHC Defendants’ sharing of competitively

sensitive information—including current and future rent increases in specific

geographic markets—via the Reports, constitutes a plus factor. Resp. at 13–14 (citing

Compl. ¶¶ 5, 107–14, 134). Information exchange, note Plaintiffs, can support an

inference of a price-fixing agreement. Id. at 14 (citing, inter alia, Omnicare, 629 F.3d

at 709; Todd v. Exxon Corp., 275 F.3d 191, 198 (2d Cir. 2001) (Sotomayor, J.)). In

short, assert Plaintiffs, their information exchange allegations qualify as a plus factor

because they facilitate the conspiracy at issue. Resp. at 15.

As an initial matter, in reply, Defendants contend that “the exchange of

information obviously cannot be a separate plus factor in a case where the only

alleged agreement is to exchange information.” Reply at 8. The Court agrees with

Defendants as it relates to Count II, which alleges an information exchange

conspiracy. Count I, however, alleges a price-fixing conspiracy facilitated by the

information exchange. And Plaintiffs are correct that “[i]nformation exchange is an

example of a facilitating practice that can help support an inference of a price-fixing

agreement.” Resp. at 13 (quoting Todd, 275 F.3d at 198); see also In re Loc. TV, 2020

WL 6557665, at *9 (“Plaintiffs do not urge that information exchanges are per se

violations of antitrust law, but only that one occurred here, and that the information

exchange, in conjunction with other well-pleaded plus factors give rise to an inference

of an antitrust conspiracy [of price-fixing].”).

Defendants also attack Plaintiffs’ allegations about the exchange of

confidential information as conclusory: from Defendants’ point of view, Plaintiffs fail

to identify which specific information in the Reports is actually competitively

sensitive, and “[t]he reality is that the information contained in the JLT Reports could

be obtained by anyone simply by calling or visiting MH Communities and doing some

internet searches, or by paying a modest fee for the reports themselves.” Memo.

Dismiss at 14–15. Moreover, posit Defendants, the Reports themselves are available

at a modest fee, and indeed, Plaintiffs allege that their counsel obtained one, which

demonstrates that the information therein was neither confidential nor sensitive. Id.

at 14. True, Plaintiffs use the broad term “non-public, competitively sensitive

information” throughout the Complaint; however, the Complaint also alleges the

sharing and disclosure of specific information (including, but not limited to, latest

rent increase and amount, future rent increases, and occupancy rates) and does not

allege that all of the information exchanged (including, but not limited to future rent

increases) is publicly available apart from the Reports. See Compl. ¶¶ 103, 113. And,

even to the extent that such information is independently publicly available, as well

as available to anyone who purchases the Reports, such availability does not

eliminate this as a plus factor.

Although not binding, the Court finds the cases cited by Plaintiffs on this point

to be persuasive, in particular, Jung v. Ass’n of Am. Med. Colleges, 300 F. Supp. 2d

119, 166 (D.D.C. 2004). There, the plaintiffs, medical school graduates, alleged “that

there exist[ed] an agreement to fix the compensation of resident physicians at an

improperly depressed level and that the [Association of American Medical Colleges]

ha[d] participated in the conspiracy by facilitating the anticompetitive agreement

through the creation and dissemination of the COTH Survey, which provides a

mechanism by which compensation levels remain stabilized and depressed.” Id. The

court found that “the fact that the information is publicly disseminated does not

insulate the activity from consideration in the larger price-fixing claim.” Id. at 167–

68 (citing In re Coordinated Pretrial Proceedings in Petroleum Products Antitrust

Litigation, 906 F.2d 432 (9th Cir. 1990) (“The fact that it is feasible for the appellees

to communicate the necessary price information through press releases does not

immunize the exchange of price information from legal sanction [where] the

conditions of the market suggest that the exchange promotes collusive rather than

competitive pricing.”) (cleaned up))). The Jung court noted that, “[i]n an unrestrained

market, prospective residents ostensibly could use the information in the COTH

Survey to better evaluate competing offers among institutional defendants,” however,

in the market as alleged in the complaint, “prospective residents cannot utilize the

information in such a manner because there are no competing offers; the Match

requires prospective residents to commit to one position before their receive any offer

of employment.” Id. at 168. Here, Plaintiffs allege that switching—i.e., moving one’s

home—in this market is cost prohibitive. Compl. ¶ 172. So, even if an MHL lot renter

purchases the Reports or otherwise has access to the data contained therein, he or

she is not able to use that data to move to a more competitively priced MHL because

doing so is cost prohibitive. See In re Coordinated Pretrial Proc. in Petroleum Prods.,

906 F.2d at 448 (recognizing the importance of the fact that the public information

being exchanged was not of use to anyone other than defendants).8

Finally, Defendants contend that Plaintiffs only allege in conclusory fashion

that the information was “reciprocally shared,” as “the Complaint does not make a

single allegation that any Manufactured Home Community Defendant shared

anything, directly or indirectly, with any other Defendant.” Memo. Dismiss at 15. But

Defendants ignore Plaintiffs’ allegations that the MHC Defendants provide the

8The Ninth Circuit noted that the conclusion would be different if the plaintiff’s price-fixing

theory was based on the dissemination of retail prices, as “permitting an inference of

conspiracy from such evidence would make it more difficult for retail consumers to get the

information they need to make efficient market decisions.” In re Coordinated Pretrial Proc.

in Petroleum Prods., 906 F.2d at 448 n.14. The Court recognizes there is a fine line between

rental prices and retail prices and inferring a conspiracy from the dissemination of such

information. However, the Court must draw all reasonable inferences in favor of Plaintiffs,

Platt, 872 F.3d at 851, and, as stated above, Plaintiffs allege that MHL renters cannot switch

lots, which is enough, at this stage, to allow the Court to consider the publicly available rental

price information as supporting a price-fixing conspiracy.

information published in the Reports to Datacomp, which they then use to coordinate

increased prices. Compl. ¶¶ 4, 104. Such an allegation of information exchange

through a third party is sufficient. See, e.g., In re Loc. TV, 2020 WL 6557665, at *9

(“Plaintiffs have pleaded that a third-party called Kantar facilitated the Broadcaster

Defendants’ ability to exchange competitively sensitive information with one another

and that the Sales Rep Firms also facilitated such exchanges.”); In re Pork Antitrust

Litig., 781 F. Supp. 3d 758, 815 (D. Minn. 2025) (holding that sharing sensitive

pricing information through a third party that then consolidates and distributes the

information through reports, is a plus factor that supports the inference of a

conspiracy). Therefore, the Court finds that Plaintiffs’ information exchange

allegations qualify as a plus factor because they facilitate the conspiracy at issue.

b. Structure of the MHL Market

Second, Plaintiffs contend that the characteristics of the MHL market qualify

as a plus factor because “an industry structure that facilitates collusion constitutes

supporting evidence of collusion.” Resp. at 15 (quoting Text Messaging I, 630 F.3d at

627–28). Plaintiffs point out that they allege that the MHC Defendants are horizontal

competitors in a market that has become significantly concentrated; that the that the

manufactured housing market carries a significant barrier to entry, as large

corporate owners have acquired most of the smaller businesses that used to run

MHLs; and that switching—i.e., moving one’s home—in this market is cost

prohibitive. Id. (citing Compl. ¶¶ 71–82, 170–72).

Defendants retort that, contrary to Plaintiffs’ contention, the Complaint is

devoid of allegations of market share before or during the alleged conspiracy period.

Reply at 9; Memo. Dismiss at 16. From Defendants’ perspective, this absence is fatal

to Plaintiffs’ “market concentration plus factor, because a concentrated market is

defined as one with high market shares.” Reply at 9. The Court agrees; while

Plaintiffs allege how many MHCs each Defendant owns or purchased in certain years,

Compl. ¶ 72, they do not allege the specific (or even approximate) market share each

MHC Defendant has. In each case cited by Plaintiffs in support of this plus factor,

the plaintiffs alleged the percentage market share that defendants possessed. See In

re Loc. TV, 2020 WL 6557665, at *10 (“Plaintiffs allege market concentration—with

market shares as high as 100 percent in certain DMAs”); Todd, 275 F.3d at 208 (“If

the relevant market in this case is defined as the plaintiff contends, the defendants

would control collectively a 80–90% market share.”); In re Broiler Chicken I, 290 F.

Supp. 3d at 779 (“As of 2015, Defendants controlled 88.8% of Broiler production in

the United States.”); In re Turkey Antitrust Litig., 642 F. Supp. 3d 711, 727 (N.D. Ill.

2022) (“Defendants and the five named Co-Conspirators control approximately 80

percent of turkey production and processing.”); United States v. Container Corp. of

America, 393 U.S. 333, 342 (1969) (18 defendants made up 90 percent of the market).

Plaintiffs do, however, adequately allege high barriers to entry in the market

and the difficulty for MHL renters to switch. See Compl. ¶¶ 171–72. But is hard to

see (and Plaintiffs do not explain) how high barriers to entry matter if Defendants do

not have a concentrated share of the market (that is, if Defendants make up only 30%

of the market, it matters less that new entities cannot buy MHLs to rent out, since

70% of the market is made up of non-conspirators). And, as Defendants point out in

reply, none of the cases cited by Plaintiffs stand for the proposition that switching

costs bear on the plausibility of a conspiracy. Reply at 10. Therefore, the Court finds

that the characteristics of the MHL market do not qualify as a plus factor.

c. Defendants’ Opportunities to Conspire

For their third plus factor, Plaintiffs posit that Defendants had multiple

opportunities to collude in various ways. Resp. at 16–18. Specifically, Plaintiffs allege

that Defendants had opportunities to collude because: (1) they all received the same

third-party report with competitor data; and (2) almost all of the MHC Defendants

are members of the Manufactured Housing Institute (MHI), which organizes many

industry events throughout the year. Id.

For the first basis, Defendants point out that Plaintiffs cite no case that reflects

that—without some other relevant evidence regarding an “illegal scheme”—the

Reports themselves offer an “opportunity to collude by sharing competitively sensitive

pricing information.” Reply at 11. The Court agrees that receiving the Reports shows

not an opportunity to collude, but rather an exchange of information, which, for the

reasons discussed above, is a plus factor.

As to the second basis, Defendants argue that, without more, Defendants’

membership in an industry group does not increase the likelihood of a price-fixing

conspiracy, and Plaintiffs do not allege that subsequent price changes were correlated

to industry group meetings. Reply at 10 (citing Twombly, 550 U.S. at 567 n.12 (mere

allegation that defendants “belong[ed] to various trade associations” insufficient to

permit inference of “conspir[acy] to restrain trade”); In re Local TV, 2020 WL

6557665, at *10 (“[A]bsent additional facts addressing the content of defendants’

discussions at or the (nefarious) subjects of trade organization meetings, allegations

that defendants [a]re members of the same trade organizations are unspectacular

and fail to move the needle.”) (cleaned up)).

Defendants correctly point out that the cases cited by Plaintiffs in support of

this plus factor all include allegations beyond mere membership in trade associations

and attendance at industry events. For example, in In re Turkey, 642 F. Supp. 3d at

727, the complaint contained a “series of allegations”—including that the trade

association created a special team “to lead an industry approach of ‘coopetition’ to

increase turkey consumption in the United States while maintaining historic profit

levels”—that supported the premise that the trade association memberships were not

in fact typical, but rather a method for facilitating cooperation.” And in In re Broiler

Chicken I, 290 F. Supp. 3d at 798, the court observed that the plaintiffs’ “reliance on

industry meetings and public statements must be evaluated in the context of all their

allegations,” and found them to constitute a plus factor where, “immediately after an

industry convention, the large producers made public statements calling for industry-

wide production cuts,” and the same thing happened several years later with an

unprecedented killing of breeder flocks. Here, Plaintiffs allege only that the MHC

Defendants were members of a trade organization and attended industry meetings,

which does not “move the needle.” In re Local TV, 2020 WL 6557665, at *10; see also

Hansen, 2025 WL 2731378, at *9–10 (collecting cases). This, without more, will not

do. Therefore, the Court finds that the opportunity to conspire does not qualify as a

plus factor.

d. Defendants’ Action Against Their Self-Interest

Fourth, Defendants, according to Plaintiffs, acted against their self-interest by

sharing competitively sensitive pricing information with their competitors via the

Reports, because “without a conspiracy to inflate MHL rent prices, sharing of such

information would undoubtedly be disastrous for any one MHC Defendant.” Resp. at

18 (citing, inter alia, Local TV, 2020 WL 6557665, at *9 (“[E]vidence that shows that

the parallel acts were against the apparent individual economic self-interest of the

alleged conspirators” is a plus factor)). Defendants disagree, arguing in reply that

Plaintiffs’ allegations that they acted against their individual self-interest by sharing

competitively sensitive information through the Reports is conclusory, and not a plus

factor for the same reasons they advanced relating to the sharing of sensitive

information. Reply at 8. That is, Defendants only argue that sharing Defendants’ data

with Datacomp to be publicly disseminated is not a plus factor. For the reasons stated

above, the Court disagrees. Defendants do not raise any specific arguments related

to the exchange of information being against Defendants’ self-interest and thus have

waived the issue. See Shipley v. Chicago Bd. of Election Commissioners, 947 F.3d

1056, 1063 (7th Cir. 2020) (“Arguments that are underdeveloped, cursory, and lack

supporting authority are waived.”); Hendricks v. Lauber, No. 16 C 627, 2018 WL

2445311 at *4 (N.D. Ill. May 31, 2018) (failing to respond to argument in response to

a motion constitutes a waiver).

And as stated above, the Complaint does not allege that all of the information

exchanged (including, but not limited to future rent increases) is publicly available

apart from the Reports, so, without more from Defendants, the Court cannot find at

this stage that Plaintiffs’ allegations that Defendants “would be competitively

disadvantaged by providing private data to other manufactured home community

owners unilaterally” is not a plus factor. See In re RealPage, Inc., Rental Software

Antitrust Litig. (No. II), 709 F. Supp. 3d 478, 510 (M.D. Tenn. 2023) (“The

contribution of sensitive pricing and supply data for use by RealPage to recommend

prices for competitor units is in Defendants’ economic self-interest if and only if

Defendants know they are receiving in return the benefit of their competitors’ data

in pricing their own units.). Defendants attempt to distinguish In re RealPage in a

footnote, Reply at 9 n.5, pointing out that the court emphasized that the “heart and

soul” of the alleged horizontal agreement was the “delegat[ion] [of] their rental price

and supply decisions to a common decision maker, RealPage[,]” and the defendants’

agreement to “abide by RealPage’s price and supply decisions generated by [RealPage

software].” 709 F. Supp. 3d at 503. True, here Plaintiffs do not allege that the MHC

Defendants delegated their rental prices to Datacomp or any other entity; however,

Defendants fail to explain why such delegation is essential to such an agreement

being against the Defendants’ self-interest, where, as here, Plaintiffs allege that they

shared sensitive pricing information in order to raise prices. The only difference is

that here, Plaintiffs allege that each MHC Defendant raised its own prices based on

the shared data. Therefore, at this stage, the Court finds that Plaintiffs adequately

alleged that the MHC Defendants acted against their self-interest by sharing pricing

information, which is a plus factor.

e. Defendants’ Motive to Conspire

Fifth, Plaintiffs posit that the MHC Defendants “possessed strong motive to

conspire to exchange competitively sensitive pricing information and artificially

inflate MHL rent prices,” which is a plus factor. Resp. at 19 (citing Tichy v. Hyatt

Hotels Corp., 376 F. Supp. 3d 821, 835–36 (N.D. Ill. 2019)). Defendants are correct

that, at bottom, Plaintiffs merely allege a motive to increase their profits, which is

not a plus factor and does not give rise to an inference of a conspiracy. Memo. Dismiss

at 15 (citing, inter alia, In re Baby Food Antitrust Litig., 166 F.3d 112, 134–35 (3d.

Cir. 1999)). The Court agrees with Defendants that it matters not that In re Baby

Food was decided at the summary judgment stage in this instance, as the legal

principle holds: alleged motives to conspire that boil down to their motivation to

increase profits do not give rise to an inference of a conspiracy because such

motivations always exist. See Greco, 2024 WL 4119169, at *7. Defendants’ motives do

not constitute a plus factor.

4. Alternative Explanations

Defendants contend that Plaintiffs’ “own allegations provide alternative

explanations for the alleged high prices,” which “is sufficient to doom their case.”

Memo. Dismiss at 18 (citing In re Ins. Brokerage Antitrust Litig., 618 F.3d 300, 322–

23 (3d Cir. 2010) (“[A]llegations of conspiracy are deficient if there are obvious

alternative explanation[s] for the facts alleged.” (cleaned up)). As the court in In re

Broiler Chicken I pointed out, “the Supreme Court did not intend for courts to weigh

the plausibility of a plaintiff’s conspiracy claims against the plausibility of the

defendants’ alternative explanation for their conduct.” 290 F. Supp. 3d at 801.

However, while “Plaintiffs are not required to show that their conspiracy claims are

more plausible than Defendants’ alternative explanation, alternative explanations

can serve to demonstrate that Plaintiffs’ conspiracy claims are not plausible. But this

analysis is no different than for any other plus factor.” Id. (cleaned up).

The Complaint itself, note Defendants, alleges that over the supposed

conspiracy period, demand for manufactured home rentals increased while supply

decreased or remained stagnant, resulting in record low vacancy rates. Memo.

Dismiss at 18 (citing Compl. ¶ 171 (market has “outsized demand” and “virtually no

new supply has been added for years”)). Defendants argue that “[b]asic economics

dictate that an increase in demand combined with a decrease in supply leads to price

increases.” Id. (citing Nat’l Fed’n of Indep. Bus. v. Sebelius, 567 U.S. 519, 553 (2012)

(“[P]rice can be supported by increasing demand as well as by decreasing supply.”)).

Defendants also point to Plaintiffs’ allegations that, “[o]ver the past several years,

private equity and other investment firms have become increasingly involved in the

manufactured home lot space,” and, “because mom-and-pop owners have kept their

rents more or less low, private equity firms have taken the opportunity to

dramatically increase rents to quickly increase profits once those firms purchase the

communities.” Compl. ¶ 77. Therefore, reason Defendants, in light of the other

legitimate reasons for rent increases alleged by Plaintiffs, the Court should not “infer

that the [Defendants] had agreed among themselves to do what was only natural

anyway.” Id. at 18–19 (quoting Twombly, 550 U.S. at 566).

Plaintiffs counter that the Court should not decide which explanation is more

likely than not. Resp. at 20–21 (citing, inter alia, Swanson v. Citibank, N.A., 614 F.3d

400, 404 (7th Cir. 2010); In re Dealer Mgmt. Sys. Antitrust Litig., 313 F. Supp. 3d 931,

953 (N.D. Ill. 2018)). True, the Court cannot weigh two plausible explanations for the

MHL rent increases. But, as stated above, “alternative explanations can serve to

demonstrate that Plaintiffs’ conspiracy claims are not plausible.” In re Broiler

Chicken I, 290 F. Supp. 3d at 802.

Here, taking all well-pled factual allegations as true, drawing all reasonable

inferences in Plaintiffs’ favor, and in keeping with the holistic approach articulated

recently in In re MultiPlan Health Ins. Provider, 789 F. Supp. 3d at 637, the Court

finds that Plaintiffs fail to meaningfully address the “obvious alternative

explanation” for the MHL rent increases, and merely allege conduct that is

“consistent with conspiracy, but just as much in line with a wide swath of rational

and competitive business strategy unilaterally prompted by common perceptions of

the market,” Twombly, 550 U.S. at 567, 554; see also Mirage Wine + Spirit’s, 2025 WL

1896006, at *3. That is, as stated above, while the Court finds that Plaintiffs have

plausibly pled parallel conduct, if barely, the Court still considers the fact that the

alleged rent increases differed—for example, ranging from 0% to 15.4% in one sub-

market, and - 0.6% to 12.9% in another. Compl. Figs. 21–22. Such varied rent

increases, while done during a similar time period, combined with the exchange of

some allegedly confidential information against Defendants’ self-interest, without

more, is merely consistent with, rather than suggestive of, a price-fixing conspiracy.

Twombly, 550 U.S. at 557. Section 1 demands more, even at the pleading stage. Id.

Therefore, the Court finds that Plaintiffs have not plausibly pled a price-fixing

conspiracy among Defendants.

II. Count II

In Count II, Plaintiffs allege an information exchange in violation of Section

I of the Sherman Act, 15 U.S.C § 1. FAC ¶ 122. That is, that Defendants’ exchange of

information on its own violates the antitrust law. The parties dispute which mode of

antitrust analysis the Court should apply—per se, as with the price-fixing claim, or

rule of reason. Compare Memo. Dismiss at 19–20 with Resp. at 21–22. The Court

agrees with Defendants that binding precedent establishes that Section 1

information-exchange claims are evaluated under the rule of reason. United States v.

U.S. Gypsum Co., 438 U.S. 422, 441 n.16 (1978); United States v. Citizens & S. Nat’l

Bank, 422 U.S. 86, 113 (1975); see also Todd, 275 F.3d at 211; In re Pork, 781 F. Supp.

3d at 791.

“Rule-of-reason violations . . . require that a plaintiff plead anticompetitive

effects, and that the injury complained of be of a type that the antitrust laws were

designed to guard against, and further that the antitrust violation be the direct cause

of plaintiff’s injury.” In re Dealer Mgmt. Sys. Antitrust Litig., 313 F. Supp. 3d 931,

950 (N.D. Ill. 2018). “A number of factors including most prominently the structure

of the industry involved and the nature of the information exchanged are generally

considered in divining the procompetitive or anticompetitive effects of this type of

interseller communication.” U.S. Gypsum Co., 438 U.S. at 443 n.16; see also Agnew v.

Nat’l Collegiate Athletic Ass’n, 683 F.3d 328, 337 (7th Cir. 2012) (“[A] plaintiff’s

threshold burden under the Rule of Reason analysis involves the showing of a precise

market definition in order to demonstrate that a defendant wields market power,

which, by definition, means that the defendant can produce anticompetitive effects.”).

Defendants argue that Plaintiffs’ information-exchange claim should be

dismissed because Plaintiffs fail to allege: (1) an agreement between the MHC

Defendants to exchange any information9; (2) a relevant market definition; (3) the

MHC Defendants’ market power; and (4) anticompetitive effects in any of the alleged

markets or submarkets. Memo. Dismiss at 21–24. Defendants fail to develop or

support their first argument, that “the mere purchase of publicly-available data from

9Defendants also contend that Plaintiffs’ Section II claim—premised on a theory of liability

that the MHC Defendants used Datacomp’s reports to coordinate their prices by sharing

“competitively sensitive information about manufactured home lot rental prices and

occupancy, among other things, throughout the United States”—fails for the same reason as

Count I because the Complaint fails to allege an agreement between Defendants. Memo.

Dismiss at 21 (citing Alarm Detection Sys., Inc. v. Village of Schaumburg, 930 F.3d 812, 827

(7th Cir. 2019) (“Section 1 liability requires an agreement or a conspiracy.”)). Defendants also

argue in their motion that while a claim that an exchange of information on its can violate

the antitrust laws, “[t]o the extent Plaintiffs claim that Count II instead alleges a price-fixing

agreement that is facilitated by an information exchange, such a claim would be entirely

duplicative of Count I.” Id. at 19 & n.5. Defendants’ argument that Count II must be

dismissed for the same reason as Count I appears to “obfuscate which alleged ‘conspiracy’

they are talking about” by conflating the information-exchange claim with the price-fixing

claim, as Defendants accuse Plaintiffs of doing. Reply at 3 n.2. The Court therefore does not

consider this argument, at least as currently presented, as it pertains to Count II.

a third party is not in any way equivalent to an agreement between competitors to

exchange information,” and thus have waived the argument. See Shipley, 947 F.3d at

1063. The Court therefore starts with Plaintiffs’ market definitions.

A. Market Definition

Plaintiffs allege both a national geographic market as well as regional

submarkets. Resp. at 25–26 (citing Compl. ¶¶ 140–42). Defendants maintain that

both of Plaintiffs’ alleged geographic markets are implausible. Memo. Dismiss at 22.

A complaint, however, need only allege “one plausible geographic market to survive

a motion to dismiss.” Vasquez v. Indiana Univ. Health, Inc., 40 F.4th 582, 584 (7th

Cir. 2022).

Starting with the national market, Defendants cite to Tampa Elec. Co. v.

Nashville Coal Co., in which the Supreme Court stated, “the area of effective

competition in the known line of commerce must be charted by careful selection of the

market area in which the seller operates, and to which the purchaser can practicably

turn for supplies.” Memo. Dismiss at 22 (quoting 365 U.S. 320, 327 (1961)); see also

Sharif Pharmacy, Inc. v. Prime Therapeutics, LLC, 950 F.3d 911, 916 (7th Cir. 2020)

(“A relevant market under the Sherman Act is comprised of the commodities

reasonably interchangeable by consumers for the same purposes.”) (cleaned up).

Therefore, argue Defendants, in order for there to be a national market, in the event

that an MHL renter in one state was priced out of a community, that renter would

consider renting an MHL anywhere in the country as a substitute. Id. The Court

agrees that this is implausible.

Indeed, as Defendants point out, the Complaint alleges that, in relation to the

area of effective competition, “the commuting distance to a place of work or school is

a geographic constraint on where a manufactured home lot renter chooses to live,”

Compl. ¶ 180, and manufactured home lot renters also “will choose to live within close

distance to their relatives and health care providers for support, id. ¶ 181. In fact, the

Complaint explicitly alleges that “Manufactured home lot renters in any given

Regional Submarket do not consider leases in other Regional Submarkets as

adequate substitutes for manufactured home lot leases in their own submarket.” Id.

¶ 182.

Plaintiffs respond, without citation to any authority, only that their national

market allegations are supported by MHL rental prices increasing significantly

across the United States beginning around 2017, and that Defendants own

communities throughout the United States and advertise a desire to purchase even

more. Resp. at 25–26 (citing Compl. ¶¶ 34–43, 73, 140–42). As stated above,

“[a]rguments that are underdeveloped, cursory, and lack supporting authority are

waived.” Shipley, 947 F.3d at 1063. Waiver aside, the Court agrees with Defendants

that a national market is not appropriate because renters are not likely to move to

an MHL across the country if they become priced out of their current MHL.

Turning to the regional submarkets, Plaintiffs allege that there are 187

regional submarkets, which are defined by reference to “metropolitan statistical

areas” (MSAs), which are how Datacomp organizes data in the Reports. Compl. ¶¶ 98,

179; see Resp. at 26. Defendants argue that “many of these regional submarkets are

far too large to define the area of effective competition,” and point out that, as an

example, the Phoenix-Scottsdale MSA that Plaintiffs describe in Figure 23 is 14,587

square miles in size. Memo. Dismiss at 23. As a point of reference, the entire state of

Maryland is 12,306 square miles. See Geography of Maryland,

https://sos.maryland.gov/mdkids/pages/geography.aspx (last visited Nov. 26, 2025).

Defendants maintain that, for the same reasons the national market fails, so too do

the MSAs, as the Complaint alleges that “commuting distance to a place of work or

school is a geographic constraint on where a manufactured home lot renter chooses

to live,” Compl. ¶ 180, so all 14,587 square miles are not interchangeable. Memo.

Dismiss at 23. The Court agrees.

Both parties rely on different analyses of geographic markets in In re RealPage,

709 F. Supp. 3d 478. While In re RealPage is persuasive authority only, the Court,

like the parties, finds it instructive. Defendants focus on the court’s analysis of the

geographic market for student renters, in which the court found that the alleged

regional submarkets were overly broad because, in certain instances, they comprised

entire cities that contained multiple universities, meaning that, based on the

plaintiffs’ allegations that the markets for student housing are tied to the institutions

students attend, in the large cities, students would likely forgo student housing near

a different university on the opposite side of town in favor of other housing options

closer to the institution they attend, such as dormitories or multifamily housing. In

re RealPage, 709 F. Supp. 3d at 529. Plaintiffs, on the other hand, focus on the court’s

analysis of the geographic scope of the multifamily housing market, which was

broken into MSAs established by the United States Census Bureau and the Office of

Management and Budget, which defined an MSA as “a geographic entity associated

with at least one core urbanized area of 50,000 or more population, plus adjacent

territory that has a high degree of social and economic integration with the core as

measured by commuting ties.” Id. at 523 (cleaned up). The court rejected the

defendants’ argument that the New York City MSA was too broad based on a

hypothetical renter who works in New York City’s financial district, does not own a

car, and would not want to live in Pennsylvania. The court found that, at the motion

to dismiss stage, MSAs were an appropriately defined geographic area. Id. at 523–

24. Of note, Defendants independently raised the example of the hypothetical New

York City renter; the plaintiffs’ complaint did not allege anything about such renters.

Id.

Because, as Defendants point out, Plaintiffs specifically allege that

“commuting distance to a place of work or school is a geographic constraint on where

a manufactured home lot renter chooses to live,” Compl. ¶ 180, the Court finds the In

re RealPage court’s analysis of student housing markets more applicable here.

Similar to the court’s finding there, here, it was Plaintiffs’ decision to plead large

MSAs such as the Phoenix-Scottsdale MSA, which contradicts their allegations that

MHL renters are unlikely to look at alternative MHLs that are a significant commute

from work or school. See In re RealPage, 709 F. Supp. 3d at 529–30. While Plaintiffs

are correct that often market definitions are questions of fact more appropriately

decided at summary judgment, Resp. at 26 (citing, inter alia, Olean Wholesale Grocery

Coop., Inc. v. Agri Stats, Inc., 2020 WL 6134982, at *7 (N.D. Ill. Oct. 19, 2020)), the

definition still must be plausible to survive a motion to dismiss. As currently pled,

the Court finds that the alleged geographic markets are not plausible.

Because the Court finds that Plaintiffs have failed to allege a plausible market,

the Court does not address Defendants’ remaining arguments relating to Count II.10

III. Count III (Unjust Enrichment)

In Count III, Plaintiffs assert a state law claim for unjust enrichment in the

alternative. “To state a claim for unjust enrichment under Illinois law, a plaintiff

must allege that the defendant has unjustly retained a benefit to the plaintiff’s

detriment, and that defendant’s retention of the benefit violates the fundamental

principles of justice, equity, and good conscience.” Banco Panamericano, Inc. v. City

of Peoria, Ill., 880 F.3d 329, 333 (7th Cir. 2018) (cleaned up).

Defendants argue that Plaintiffs’ unjust enrichment claim must be dismissed

for three reasons. First, Plaintiffs fail to identify under which laws or in which states

they bring their unjust enrichment claims. Memo. Dismiss at 25 (citing Sandee’s

Catering v. Agri Stats, Inc., 2020 WL 6273477, at *12 (N.D. Ill. Oct. 6, 2020)). Second,

according to Defendants, Plaintiffs base their claim on the same factual foundation

as their antitrust claims, but improperly relabel it under an unjust enrichment

10Although the Court does not address Defendants’ remaining arguments for dismissal of

Count II, “to the extent that Plaintiffs choose to replead this claim, they should carefully

consider those arguments and address any other potential pleading deficiencies in an

amended complaint.” Hansen, 2025 WL 2731378, at *10.

theory, which is insufficient under Rule 8. Id. at 25–26 (citing In re Opana ER

Antitrust Litig., 162 F. Supp. 3d 704, 726 (N.D. Ill. 2016)). Lastly, even if Plaintiffs

had properly pled an unjust enrichment claim, it nonetheless fails for the same

reasons Plaintiffs’ antitrust claims must be dismissed. Id. at 26 (citing, inter alia,

Cleary v. Philip Morris Inc., 656 F.3d 511, 517 (7th Cir. 2011) (“[I]f an unjust

enrichment claim rests on the same improper conduct alleged in another claim, then

the unjust enrichment claim will be tied to this related claim—and, of course, unjust

enrichment will stand or fall with the related claim.”)).

The Court agrees with Plaintiffs that Defendants’ first two arguments miss the

mark. First, at the motion to dismiss stage, Plaintiffs need not specify which state’s

law applies. Resp. at 29 (citing Mirza v. Ignite USA, LLC, 439 F. Supp. 3d 1058, 1067,

n.4 (N.D. Ill. 2020) (rejecting argument that unjust enrichment claim should be

dismissed because complaint failed to specify which state’s law applied); Kostovetsky

v. Ambit Energy Holdings, LLC, 2016 WL 105980, at *8 (N.D. Ill. Jan. 8, 2016)

(denying motion to dismiss unjust enrichment claim in a multi-state class action,

finding an inquiry into applicable states’ laws “premature” and noting that, because

the plaintiff lived in Illinois, Illinois law likely applied to his unjust enrichment claim,

and the respective state laws of the state in which each class member resided would

apply to their unjust enrichment claims)). Sandee’s Catering, cited by Defendants,

does not change the analysis, as in that case, the plaintiff sued on behalf of a

nationwide class but pled unjust enrichment under the laws of only a few “indirect

purchaser” states, and then “muddled” the matter by simultaneously and

contradictorily alleging that they were pleading unjust enrichment under the laws of

47 states. 2020 WL 6273477, at *12. Plaintiffs do not do so here.

Second, Plaintiffs are correct that courts in this District have held that, “[i]f an

unjust enrichment claim rests on the same improper conduct alleged in another

claim, then the unjust enrichment claim will be tied to this related claim—and, of

course, unjust enrichment will stand or fall with the related claim.” Ploss v. Kraft

Foods Grp., Inc., 197 F. Supp. 3d 1037, 1074 (N.D. Ill. 2016); see also Flores v.

Motorola Solutions, Inc., 2021 WL 232627, at *4 (N.D. Ill. Jan. 8, 2021); In re Broiler

Chicken I, 290 F. Supp. 3d at 818 (“The Court will not address Defendants’ arguments

with respect to the consumer protection statutes and unjust enrichment laws of the

states for which antitrust claims are proceeding, because the fact that the antitrust

claims are going forward in those jurisdictions is sufficient for the parties to proceed

with discovery relevant to those jurisdictions.”). Plaintiffs’ allegations are unlike

those in In re Opana, cited by Defendants, in which indirect purchasers simply

“listed” a single unjust enrichment claim that implicated the antitrust laws of

multiple states alongside antitrust claims. 162 F. Supp. 3d at 726.

But the Court agrees with Defendants—and indeed, Plaintiffs do not dispute—

that an unjust enrichment claim that rests on the same alleged conduct in another

claim will “stand or fall with the related claim.” Cleary, 656 F.3d at 517; O’Connor v.

Ford Motor Co., 477 F. Supp. 3d 705, 720 (N.D. Ill. 2020). Critically, Plaintiffs do not

deny that their unjust enrichment claim is based on the same factual foundation as

their antitrust claims. See Resp. at 29–30. Therefore, because the Court has found

that Plaintiffs have not sufficiently pled antitrust violations, their unjust enrichment

claim must likewise fall.

IV. Murex Motion to Dismiss

As stated above, Murex joined in the motion to dismiss, but also filed a separate

motion, raising two additional bases for dismissal for failure to state a claim. First,

Florida’s Mobile Home Act (the Act) requires MHCs to defend rent increases by

reference to rents charged by competitor communities, meaning it is especially clear

in Florida that information about rents is not, as asserted by Plaintiffs, “non-public,

competitively sensitive information”—so their conspiracy allegations as to Murex,

which operates in Florida, are particularly implausible. R. 152, Murex Memo.

Dismiss at 1. Second, the regulatory framework in the Act confers immunity upon

Murex under the state-action doctrine. Id. Murex additionally argues that it should

be dismissed for lack of personal jurisdiction and venue under Rules 12(b)(2) and

12(b)(3) because Murex has no contacts with the State of Illinois. Id.

Because the Court has found that Plaintiffs fail to state a claim based on the

arguments raised in Defendants’ joint motion to dismiss, it need not address Murex’s

additional arguments in favor of dismissal based on the Act. As to the personal

jurisdiction arguments, while courts ordinarily address challenges to personal

jurisdiction before addressing the merits of a claim, “a court may instead decide a

case on the merits when the ‘jurisdictional question is complex or difficult’ or even

when the case ‘clearly must be decided in favor of the party challenging jurisdiction,

thereby obviating any need to decide the [jurisdictional] question.’” Prewett Enters.,

Inc. v. Grand Trunk W. R.R. Co., 2019 WL 6310495, at *2 (N.D. Ill. Nov. 25, 2019)

(quoting 4 Charles Alan Wright & Arthur R. Miller, Federal Practice & Procedure

§ 1067.6 and citing Evangelical Benefit Trust v. Lloyd’s Underwriters Syndicate Nos.

2987, 1607, 1183 & 2001, 2010 WL 2927404, at *3 (N.D. Ill. July 19, 2010)); see also

Chevron Corp. v. Naranjo, 667 F.3d 232, 247 n.17 (2d Cir. 2012) (“[I]n cases such as

this one with multiple defendants—over some of whom the court indisputably has

personal jurisdiction—in which all defendants collectively challenge the legal

sufficiency of the plaintiff's cause of action, we may address first the facial challenge

to the underlying cause of action and, if we dismiss the claim in its entirety, decline

to address the personal jurisdictional claims made by some defendants. This is

particularly true when the personal jurisdictional challenges are based on factual

allegations that are, in this early posture, still under development.”); In re Passenger

Vehicle Replacement Tires Antitrust Litig., 767 F. Supp. 3d 681, 745–46 (N.D. Ohio

2025) (collecting cases). Accordingly, because the Court grants the motion to dismiss

for failure to state a claim, as well as the fact that the jurisdictional issue only applies

to one of the eleven Defendants, it denies as moot Murex’s motion to dismiss for lack

of personal jurisdiction.

Conclusion

For the reasons given above, Defendants’ motion to dismiss [154] is granted

without prejudice. The Court denies without prejudice Murex’s motion to dismiss

[151] as moot. Plaintiffs may file an amended consolidated complaint on or before

January 5, 2026. Defendants’ answer or other responsive pleading is due on or before

January 27, 2026.

Dated: December 4, 2025 Canblee 7 ob. □

United States District Judge

Franklin U. Valderrama

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