The opinion
BPLEULRUNICALLY Gib
DOC #:
DATE FILED:__ □□□□□□
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
OWN YOUR HUNGER LLC, LIGHTEN UP FOODS, 25-CV-4544 (VM)
and DEFIANT FOODS LLC,
DECISION AND ORDER
Plaintiffs,
- against -
LINUS TECHNOLOGY, INC., EPOGEE LLC, and
PETER RAHAL,
Defendants.
VICTOR MARRERO, United States District Judge.
Plaintiffs OWN Your Hunger LLC, Lighten Up Foods, and
Defiant Foods, LLC (collectively, “Plaintiffs”) brought this
antitrust action against defendants Linus Technology, Inc.,
d/b/a “David Protein”, Epogee LLC, and Peter Rahal
(collectively, “Defendants”). On February 4, 2026, this Court
granted Defendants’ motion to dismiss Plaintiffs’ Second
Amended Complaint (“SAC”). (See “MTD D&O”, Dkt. No. 77.) The
Decision and Order granting Defendants’ motion to dismiss
provided that Plaintiffs could move for leave to amend their
Complaint by filing a letter brief so moving within ten days
of the date of that Decision and Order. (See id. at 31-32.)
Plaintiffs timely filed a letter brief seeking leave to amend
on February 6, 2026. (See “Mot.”, Dkt. No. 78.) Defendants
filed a letter in opposition on February 11, 2026. (See
“Opp’n”, Dkt. No. 79.)
I. DISCUSSION
A court should “freely give” leave to amend “when justice
so requires.” Fed. R. Civ. P. 15(a). Leave should be “freely
given” “[i]n the absence of any apparent or declared reason—
such as undue delay, bad faith or dilatory motive on the party
of the movant, repeated failure to cure deficiencies by
amendments previously allowed, undue prejudice to the
opposing party by virtue of allowance of the amendment, [or]
futility of amendment.” Foman v. Davis, 371 U.S. 178, 182
(1962). It is within the “sound discretion of the district
court to grant or deny leave to amend.” McCarthy v. Dun &
Bradstreet Corp., 482 F.3d 184, 200 (2d Cir. 2007).
The Court will grant Plaintiffs’ request for leave to
amend. The central issue animating this Court’s Decision and
Order granting Defendants’ motion to dismiss was Plaintiffs’
failure to define the product markets where they allege harm
to competition occurs. (See MTD D&O at 11–14.) Plaintiffs now
propose to cure that deficiency by alleging a relevant product
market: High “Calories from Protein” (“CFP”) Protein Bars
sold in the United States. (Mot. at 1.) Plaintiffs state that
they will define that market via allegations of Defendants’
own business documents and the differences in price and
physical properties between high CFP bars and other protein
bars. (See id. at 1–2.) Those allegations are responsive to
the pleading deficiencies identified in this Court’s previous
Decision and Order.
Defendants argue that Plaintiffs’ proposed market
definition is implausible and thus that amendment should be
denied as futile. (See Opp’n at 1-3.) “Futility is a
determination, as a matter of law, that proposed amendments
would fail to cure prior deficiencies or to state a claim
under Rule 12(b)(6) of the Federal Rules of Civil Procedure.”
Panther Partners Inc. v. Ikanos Commc’ns, Inc., 681 F.3d 114,
119 (2d Cir. 2012). Neither basis for futility is met here.
First, Plaintiffs’ proposed allegations are responsive to the
pleading deficiencies identified in this Court’s Decision and
Order, specifically the lack of a consistently defined
relevant market supported by allegations of reasonable
interchangeability of use from the perspective of consumers.
Second, Defendants have not established that those proposed
allegations will prove insufficient to state a claim. Given
the fact-bound nature of the market definition inquiry,
denial of leave to amend based on the sufficiency of
Plaintiffs’ proposed market definition is not appropriate
here. See Todd v. Exxon Corp., 275 F.3d 191, 199–200 (2d Cir.
2001) (describing market definition as a “deeply fact-
intensive inquiry” and collecting cases). Defendants’
arguments as to the viability of Plaintiffs’ proposed market
definition are better left for full argument and
consideration on a motion to dismiss.
Defendants’ additional arguments as to why leave to
amend should be denied as futile are also not persuasive.
Defendants argue that Plaintiffs lack antitrust standing to
sue for harm to competition in the proposed market and that
Defendants’ status as a patentholder immunizes the conduct
alleged here. The Court’s Decision and Order addressed
neither of those issues, and Defendants have not demonstrated
that either issue renders amendment futile.
II. ORDER
For the foregoing reasons, Plaintiffs’ motion for leave
to amend their complaint is GRANTED. Plaintiffs shall file an
amended complaint within twenty-one (21) days of the date of
this Order.
SO ORDERED.
Dated: 17 March 2026
New York, New York
U.S.D.Jd.