The opinion
IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF ILLINOIS
EASTERN DIVISION
AMERICAN OSTEOPATHIC
ASSOCIATION, AMERICAN COLLEGE Case No. 25 CV 14691
OF OSTEOPATHIC INTERNISTS, INC.,
MARIA ASPRILLA, MATTHEW HARDEE, Honorable Sunil R. Harjani
EMILY HURST, ERIN HUSTON, NANCY
LAW, and SEGER MORRIS, individually
and on behalf of all others similarly situated,
Plaintiffs,
v.
AMERICAN BOARD OF INTERNAL
MEDICINE and DOES 1-20,
Defendant.
MEMORANDUM OPINION AND ORDER
This case concerns a dispute between the organizations representing the DOs and the MDs.
Defendant American Board of Internal Medicine historically provided board certification for
internal medicine physicians who are Doctors of Medicine (commonly known as “MDs”). It
recently implemented a policy that will only allow physicians to sit for its board certification exams
if they have completed residency or fellowship training through its own Internal Medicine Board-
certified program directors. Plaintiffs represent Doctors of Osteopathic Medicine (known as
“DOs”) and offer a competing Osteopathic board certification. They allege Defendant’s policy
allows it to restrict their access and increase its monopoly power in the board certification market
for physicians and the labor market for internal medicine program directors. Plaintiffs bring claims
under Sections 1 and 2 of the Sherman Antitrust Act. Defendant moves to dismiss all claims
pursuant to Rule 12(b)(6) and for judgment on the pleadings under Rule 12(c).
This case exemplifies the classic attempt to force a square peg into a round hole. Plaintiffs’
Complaint attempts to stretch these circumstances into antitrust theories that do not fit. The Court
grants Defendant’s motion to dismiss in part and denies it in part. Plaintiffs have not alleged
plausible claims for an unlawful agreement to restrain trade (Count I) or a group boycott (Count
III). They have also failed to allege that Defendant had an economic interest in an unwanted tied
product to sustain their tying claim (Count II). But the monopoly cause of action aligns more
closely with the allegations here. The Court denies Defendant’s motion to dismiss that claim
because the Osteopathic Board has sufficiently pled that the Internal Medicine Board enjoys
monopoly power and has acquired and maintained that power through anticompetitive conduct
(Count IV). The Court also denies Defendant’s motion for judgment on the pleadings as premature
because no answer has been filed and thus the pleadings are not closed.
Background
This case centers on the two primary competitors who offer board certification in internal
medicine. Defendant American Board of Internal Medicine is the traditional certifying body for
MDs, and Plaintiff American Osteopathic Association’s board is generally the certifying body for
DOs. [1] ¶¶ 42–43.1 However, since 2015, both MD and DO internal medicine physicians have
gained board certification through either organization after completing a residency or fellowship.
Id. ¶ 48.
Before residents and fellows may sit for the board certification exams, they must have the
hospital program director who led their training program attest to their program completion. Id. ¶
51. Before 2024 (or 2025 for one subspecialty), attestations from all program directors satisfied
both the Internal Medicine and Osteopathic Boards’ requirements. Id. ¶¶ 43, 51, 61. It was
irrelevant if the program director was certified by the Internal Medicine Board or the Osteopathic
Board. Id. ¶¶ 51, 60–61.
Defendant has changed its attestation policy. Id. ¶ 60. Now only program directors certified
by its own Internal Medicine Board can attest to a resident’s or fellow’s program completion if
they want to take Defendant’s board certification exam. Id. ¶ 5. Attestations from Osteopathic-
certified program directors no longer satisfy Defendant’s requirements. Id. Plaintiff American
Osteopathic Association’s board, on the other hand, still accepts attestations from program
directors certified by either board. Id. ¶ 76.
The problem for Plaintiffs is that residents and fellows want to take Defendant’s board
certification exams, and hospital programs want to attract those trainees. The Internal Medicine
Board certification is the dominant credential in the field of internal medicine. Id. ¶ 66. Over 95%
of internal medicine physicians receive board certification through the Internal Medicine Board.
Id. ¶ 47. Further, physicians who are MD-trained are naturally inclined to seek Internal Medicine
Board certification. Id. ¶ 65. So, if a hospital program wants its residents and fellows to have the
opportunity to sit for Defendant’s exams, it must have an Internal Medicine Board-certified
program director. Id. ¶ 66–67.
To ensure residents and fellows can take the Internal Medicine Board exams, hospitals have
pressured their Osteopathic-certified program directors to step down or become Internal Medicine
Board certified themselves. Id. ¶¶ 65–67. This is allegedly what happened to Plaintiffs Asprilla,
Hardee, Hurst, Huston, Law, and Morris, who are Osteopathic-certified physicians serving as
hospital program directors when Defendant’s policy came into effect. Id. ¶¶ 14–19. They have
either lost their titles and jobs or spent significant time and money preparing for Internal Medicine
Board certification exams to retain their positions. Id. ¶¶ 98–112.
1 For the purposes of reviewing this motion to dismiss under Rule 12(b)(6) and motion for judgment on the
pleadings under Rule 12(c), the Court accepts as true all factual allegations in the Complaint. Heredia v.
Cap. Mgmt. Servs, L.P., 942 F.3d 811, 814 (7th Cir. 2019); Adams v. City of Indianapolis, 742 F.3d 720,
727–28 (7th Cir. 2014). The Court notes that Plaintiffs’ Complaint is sprawling and convoluted, and has
made it unnecessarily difficult for the Court to identify the pertinent facts.
Plaintiffs American Osteopathic Association and American College of Osteopathic
Internists2 are also allegedly harmed by this attestation requirement because it makes Osteopathic
board certification less desirable. Id. ¶¶ 115–119. Program director roles are valuable positions and
often lead to other, desired opportunities in hospital administration and medical education. Id. ¶¶
55–56. So, according to Plaintiffs, any physician who wants to become a program director will
seek Internal Medicine Board certification rather than Osteopathic board certification to remain a
competitive candidate. Id. ¶ 78. And because hospital training programs are now overwhelmingly
led by Internal Medicine Board-certified program directors, residents and fellows are less likely to
be aware of and prepared for Osteopathic board certification. Id. ¶ 96.
Plaintiffs claim Defendant’s attestation requirement is anticompetitive and has no
justification. According to Plaintiffs, Defendant3 is allegedly using the attestation requirement to
squeeze the American Osteopathic Association out of the board certification market by diminishing
its pipeline of certification candidates. Id. ¶¶ 64, 117, 119. In short, the attestation requirement
purportedly reduces competition for prized program director roles, clearing the way for Internal
Medicine Board-certified physicians to secure those valuable positions. Id. ¶¶ 64, 77.
Legal Standard
Defendant moves to dismiss all claims under Federal Rules of Civil Procedure 12(b)(6)
and 12(c). A motion for judgment on the pleadings under Rule 12(c) is governed by the same
standard as a motion to dismiss for failure to state a claim under Rule 12(b)(6). Adams v. City of
Indianapolis, 742 F.3d 720, 727–28 (7th Cir. 2014). On a Rule 12(b)(6) motion, the court reviews
the complaint for “sufficient factual matter, accepted as true, to ‘state a claim to relief that is
plausible on its face.’” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v.
Twombly, 550 U.S. 544, 570 (2007)). This pleading standard does not necessarily require detailed
factual allegations. Twombly, 550 U.S. at 555. Rather, “[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.” Adams, 742 F.3d at 728. When reviewing the
complaint, the Court construes it in the light most favorable to plaintiff, accepts well-pleaded facts
as true, and draws all inferences in plaintiff’s favor. Bell v. City of Chicago, 835 F.3d 736, 738 (7th
Cir. 2016).
Discussion
Plaintiffs bring three claims under Section 1 of the Sherman Act, 15 U.S.C. § 1. They argue
that Defendant’s attestation policy is an agreement to unlawfully restrain trade, impermissible
tying, and creates a group boycott of Osteopathic-certified internal medicine program directors.
Plaintiffs also claim monopolization, attempted monopolization, and conspiracy to monopolize
under Section 2 of the Sherman Act, 15 U.S.C. § 2. In addition to denying these allegations,
2 Plaintiff American College of Osteopathic Internists is a professional organization of osteopathic
physicians who specialize in internal medicine. [1] ¶ 13.
3 Though Plaintiffs name the American Board of Internal Medicine and Does 1-20 as defendants, this
memorandum opinion and order refers to Defendant American Board of Internal Medicine only as the other
defendants are not identified by name.
Defendant also challenges Plaintiffs’ standing to bring these claims and the plausibility of each of
them.
I. Article III Standing
As an initial matter, Defendant argues that Plaintiffs lack Article III standing to bring their
antitrust claims for two reasons.4 First, the Osteopathic organizations and physicians supposedly
cannot trace their injuries to Defendant’s attestation requirement. According to Defendant, the
alleged injury stems from hospitals that choose the Internal Medicine Board program directors.
Similarly, physicians, not Defendant, are causing the decline in Osteopathic board certification
because they select Internal Medicine Board certification. Second, because of these independent
intermediaries, Defendant claims Plaintiffs’ injuries are unlikely to be redressed by a favorable
judicial outcome, as it is speculative to assume that hospital programs will hire Osteopathic-
certified program directors. Defendant further argues that a favorable decision will not convince
more candidates to take the Osteopathic board certification exams.
To have standing, a “plaintiff must have (1) suffered an injury in fact, (2) that is fairly
traceable to the challenged conduct of the defendant, and (3) that is likely to be redressed by a
favorable judicial decision.” Spokeo, Inc. v. Robins, 578 U.S. 330, 338 (2016). At the motion to
dismiss stage, Plaintiffs need only plausibly allege that standing exists, and the Court accepts all
allegations as true and construes the complaint in the light most favorable to them. Silha v. ACT,
Inc., 807 F.3d 169, 173 (7th Cir. 2015).
A. Injury in Fact
Plaintiffs plausibly allege the first standing requirement, an injury in fact. Plaintiffs
American Osteopathic Association and American College of Osteopathic Internists claim financial
harm from the loss of exam, membership, and programming fees. [1] ¶¶ 117–119. Such financial
harm is an injury in fact. TransUnion LLC v. Ramirez, 594 U.S. 413, 425 (2021). The other
individual Plaintiffs also suffered an injury in fact because they lost their supposedly valuable
positions as program directors or needed to pay for the costs of the Internal Medicine Board
certification. See Am. Fed’n of Gov’t Emps., Local 2119 v. Cohen, 171 F.3d 460, 466 (7th Cir.
1999).
B. Traceability
Turning to the second requirement, Plaintiffs must show “a causal connection between the
injury and the conduct complained of.” Lujan v. Defenders of Wildlife, 504 U.S. 555, 560 (1992).
That is, the injury suffered must be fairly traceable to the defendant’s actions. Id. Article III
standing inquiry does not require proximate causation but rather a meaningful connection between
the defendant’s conduct and the plaintiff’s injury. Pit Row, Inc. v. Costco Wholesale Corp., 101
4 The Court construes Defendant’s attack on Plaintiffs’ constitutional standing as a motion to dismiss under
12(b)(1) for lack of subject-matter jurisdiction. In any event, the Court has its own obligation to ensure that
Plaintiffs have subject matter jurisdiction. Ne. Rural Elec. Membership Corp. v. Wabash Valley Power
Ass’n, Inc., 707 F.3d 883, 890 (7th Cir. 2013).
F.4th 493, 502 (7th Cir. 2024). But standing is more difficult to establish if a third party directly
causes the injury. California v. Texas, 593 U.S. 659, 675 (2021). In those circumstances, plaintiffs
must plausibly allege that “third parties will likely react in predictable ways” to ensure the theory
of standing “does not rest on mere speculation about the decisions of third parties.” Dep’t of Com.
v. New York, 588 U.S. 752, 768 (2019).
Plaintiffs have met this threshold. They allege that, to remain attractive to potential
candidates, hospitals are compelled to maintain a residency or fellowship program that would
allow candidates to be eligible for Internal Medicine Board certification. [1] ¶¶ 58, 65–66. Because
of Defendant’s attestation requirement, hospital programs must hire Internal Medicine Board-
certified program directors if their residents and fellows want to sit for the Internal Medicine Board
certification exam. Id. ¶ 5. As a result, hospital programs exert “substantial pressure on their
[Osteopathic-certified] program directors to either obtain [Internal Medicine Board]
certification(s) or to step down in favor of someone who is [Internal Medicine Board]-certified.”
Id. ¶ 67. Similarly, Plaintiffs allege that physicians are more likely to seek Internal Medicine Board
certification if program directors certified by the Internal Medicine Board train them. Id. ¶ 96.
These physicians are less likely to be familiar with the Osteopathic board exams or prepared for
them. Id. And ultimately, according to the Complaint, physicians need Internal Medicine Board
certification if they aspire to become a program director in the future. Id. ¶ 78. All of this alleged
conduct, despite being through the third-party hospitals, can be fairly traced to Defendant’s policy.
The Osteopathic physicians also pled specific examples to indicate that their injuries are
fairly traceable to Defendant’s conduct. For example, Plaintiff Asprilla was “demote[d] to
Assistant Program Director, and another physician who is board certified [by the Internal Medicine
Board] stepped into the role of Program Director” to provide the required attestations. Id. ¶ 101.
Likewise, Dr. Hurst’s employer “presented [her] with two options: obtain board certification from
[the Internal Medicine Board] or resign as Program Director” because she could not attest to her
residents’ training. Id. ¶ 103. Plaintiff Hardee was also purportedly injured when his hospital
program “required” him to obtain Internal Medicine Board certification. Id. ¶ 109. These hospitals
reacted in predictable ways in response to the attestation requirement. And, according to the
Complaint, the attestation requirement is the only reason these Osteopathic program directors have
lost their positions or needed to take additional certification exams.
C. Redressability
The third standing element considers whether Plaintiffs’ injury is redressable by a favorable
judicial decision. Lujan, 504 U.S. at 561. To meet the redressability requirement, Plaintiffs only
need to plead “that there is a substantial likelihood that the relief requested will redress the injury
claimed.” Lac Du Flambeau Band of Lake Superior Chippewa Indians v. Norton, 422 F.3d 490,
501 (7th Cir. 2005). Plaintiffs must plead more than simply speculation that the requested judicial
relief will redress their injuries. Lujan, 504 U.S. at 561.
The Osteopathic organizations and physicians request an injunction requiring the Internal
Medicine Board to allow all residency and fellowship program directors to attest to program
completion so their candidates may sit for the Internal Medicine Board certification exams. [1] ¶
B. The Court finds that it is sufficiently plausible, and not just speculative, that Plaintiffs’ injuries
would be redressed through the requested injunction. Based on the pleadings, it is sufficiently
likely that, if the attestation policy is unenforceable, Osteopathic-certified program directors would
retain their positions or otherwise be hired. Id. ¶ 102. According to the Complaint, other
Osteopathic physicians would no longer be burdened by the need to test for and maintain Internal
Medicine Board certification to be considered for program director roles. Id. ¶ 109. Plaintiffs also
allege that more residents and fellows will be aware of Osteopathic certification if trained by
Osteopathic-certified program directors. Id. ¶ 96. This increases the possibility that more
physicians will take the Osteopathic exams. Additionally, without the attestation policy, physicians
would not see Osteopathic certification as a barrier to their career goals. Id. ¶ 95. Thus, the
Complaint’s allegations make it plausible that hospitals and physicians would choose Osteopathic
certification and Osteopathic-certified program directors if the attestation policy were not
enforceable.
As a result, the Court finds that Plaintiffs have Article III standing at the motion-to-dismiss
stage. However, Plaintiffs will need to support these causal connections with specific facts to
maintain standing at summary judgment. Lujan, 504 U.S. at 561.
II. Antitrust Standing and Antitrust Injury
In addition to Article III standing, plaintiffs asserting antitrust claims must be “the proper
party to bring a private antitrust action.” Loeb Indus. Inc., v. Sumitomo Corp., 306 F.3d 469, 481
(7th Cir. 2002). Not everyone affected by an antitrust violation may recover under the antitrust
laws. Kochert v. Greater Lafayette Health Servs., Inc., 463 F.3d 710, 716 (7th Cir. 2006). Instead,
Plaintiffs must suffer an antitrust injury and demonstrate their injuries are “of the type the antitrust
laws were intended to prevent.” Id. The Osteopathic organizations and physicians must also
establish that they can “most efficiently vindicate the purposes of the antitrust laws” to have
antitrust standing. Id. Defendant contends Plaintiffs lack both.
First, Defendant argues that Plaintiffs have not pled an injury to competition in the market,
which is the kind of injury antitrust laws seek to redress. Customers and competitors in the affected
market suffer an antitrust injury because their harm is attributable to the alleged antitrust violation.
McGarry & McGarry, LLC v. Bankr. Mgmt. Sols., 937 F.3d 1056, 1065 (7th Cir. 2019). Further,
competitors suffer an antitrust injury when they are excluded from the market because of
defendant’s conduct. Viamedia, Inc. v. Comcast Corp., 951 F.3d 429, 482 (7th Cir. 2020). Here,
Plaintiffs are direct competitors in the market. Plaintiffs American Osteopathic Association and
American College of Osteopathic Internists are competing for market share among internal
medicine physicians seeking board certification. [1] ¶ 51. The individual Plaintiffs are physicians
competing for positions as program directors with physicians who have Internal Medicine Board
certification. Id. ¶ 77. As competitors, the Osteopathic organizations and physicians are excluded
from the market because of the Internal Medicine Board’s attestation policy. According to the
Complaint, the Osteopathic organizations have lost a pipeline of candidates who were taking the
Osteopathic board certification exams and paying the associated fees. Id. ¶¶ 115–119. The
individual Plaintiffs have been forced out of competing for program director roles because
hospitals need Internal Medicine Board-certified program directors. Id. ¶¶ 64–67. As a result, they
have left their program director positions or have become certified by the Internal Medicine Board.
Id. ¶ 97. These allegations sufficiently plead antitrust injuries.
Second, Defendant argues Plaintiffs’ injuries are too remote from the attestation policy to
confer antitrust standing because third-party hospitals decide who to hire for program director
roles, and third-party physicians choose which board certification to pursue. “The general rule is
that customers and competitors in the affected market have antitrust standing.” Viamedia, 951 F.3d
at 482. As discussed above, the Osteopathic organizations and physicians are competitors in the
relevant markets of internal medicine board certification and the labor market for program
directors. Further, they have sufficiently pled that the attestation policy has harmed competition in
those markets to demonstrate antitrust injury. Despite the intermediary hospitals and physicians,
Plaintiffs have alleged facts showing a direct link between their injuries and the market harm.
According to the Complaint, the hospitals’ hiring choices were plausibly foreseeable given the
Internal Medicine Board’s requirement, and the attestation policy constrains physicians’ choice for
certification. Thus, based on the allegations, it is reasonably plausible that the hospitals and
physicians are not independent actors sufficient to break the chain of causation between the
attestation policy and Plaintiffs’ harms. At this pleading stage, the Osteopathic organizations and
physicians have sufficiently alleged that their injuries were “inextricably intertwined with the
injury [Defendant] sought to inflict,” namely, its alleged dominance of the internal medicine
certification market and capture of program director roles for its certified physicians. Blue Shield
of Va. v. McCready, 457 U.S. 465, 484 (1982).
Accepting the Complaint’s allegations as true and drawing reasonable inferences in
Plaintiffs’ favor, Plaintiffs have plausibly alleged injury to the market to constitute an antitrust
injury and a sufficiently direct connection between their injuries and the attestation requirement to
establish antitrust standing.
III. Section 1 Claims
Plaintiffs bring three Section 1 claims. Count I alleges an agreement to restrain trade
between Defendant and Internal Medicine Board-certified physicians. Count II claims Defendant
unlawfully tied its board certification to training under an Internal Medicine Board-certified
program director. Count III alleges that Defendant coerced hospital training programs into
boycotting Osteopathic-certified program directors.
A. Agreement to Restrain Trade
In Count I, Plaintiffs assert that the Internal Medicine Board, its board members, and
Internal Medicine Board-certified physicians conspired to adopt and enforce the attestation policy.
They argue that this policy restrains competition from Osteopathic-certified physicians, allowing
Internal Medicine Board-certified physicians to capture program director roles. In moving to
dismiss, Defendant counters that Plaintiffs have not alleged an agreement necessary for a Section
1 claim. More specifically, Defendant argues that the Internal Medicine Board cannot conspire
with its own members and thus adopting and enforcing the attestation agreement is a unilateral
action by a single entity.
To support a claim under Section 1 of the Sherman Act, plaintiffs must plausibly allege a
“contract, combination, or conspiracy,” or in other words, an agreement. Agnew v. Nat’l Collegiate
Athletic Ass’n, 683 F.3d 328, 335 (7th Cir. 2012). But a single entity implementing its own policy
is unilateral action, and not an agreement for antitrust purposes. Copperweld Corp. v. Indep. Tube
Corp., 467 U.S. 752, 769 (1984). Generally, an organization cannot be said to agree or conspire
with itself, including its board members or employees, because it is a unified economic actor. Id.;
Brunswick Corp. v. Riegel Textile Corp., 752 F.2d 261, 264 (7th Cir. 1984). Outside the antitrust
context, the Seventh Circuit has also affirmed that members of the same entity cannot form a
conspiracy when acting in the entity’s interest. Beese v. Todd, 35 F. App’x 241, 243 (7th Cir. 2002);
Wright v. Ill. Dep’t of Child. & Fam. Servs., 40 F.3d 1492, 1508 (7th Cir. 1994). However, if
members of one entity are otherwise independent decision-makers and are acting on their own
behalf, they may be able to form a conspiracy. Am. Needle, Inc. v. Nat’l Football League, 560 U.S.
183, 200 (2010).
Here, Plaintiffs have not sufficiently pled an agreement. To start, Plaintiffs only name the
American Board of Internal Medicine as a Defendant. The other 20 Does are unnamed “persons,
firms, and corporations” who somehow aided the conspiracy, but their role is unknown. [1] ¶ 22.
The Complaint discusses, but does not name, prior and current Internal Medicine Board chairs and
alleges that they are practicing physicians. Id. ¶¶ 23–27. Plaintiffs also allege that other Internal
Medicine Board members and certified physicians compete for program director positions. Id. ¶¶
28, 89.
This is the extent of Plaintiffs’ facts about the alleged co-conspirators, and it is inadequate
for two reasons. First, Plaintiffs make no allegations about the independent interests and
motivations of the current and former board chairs or board members. There are insufficient
allegations about the purportedly separate actors to show that the Internal Medicine Board and
board members are acting independently to adopt and enforce the attestation requirement. Thus,
the Court cannot infer that they were independent decision-makers. Second, Plaintiffs’ allegations
about Internal Medicine Board-certified physicians are conclusory. The Osteopathic organizations
and physicians provide no detail about which of the over 215,000 Internal Medicine Board-
credentialed physicians could have been involved in an alleged conspiracy. They similarly do not
allege what any physicians did to further the conspiracy, or when and how they joined the
conspiracy. Plaintiffs’ “conclusory allegation of an agreement at some unidentified point” does not
suffice. Twombly, 550 U.S. at 557.
Because Plaintiffs have not sufficiently pled an agreement to support their claim of an
unlawful restraint on trade, Defendant’s motion to dismiss is granted on Count I.
B. Unlawful Tying Arrangement
Plaintiffs’ next claim alleges that Defendant tied the Internal Medicine Board certification
to residency training under an Internal Medicine Board-certified program director. This supposedly
compels residents and fellows to “purchase” certain hospital training programs if they wish to sit
for the Internal Medicine Board certification exams.5
5 The Court questions whether these are two distinct products that can be tied together, which is the first
requirement of a tying claim. Siva v. Am. Bd. of Radiology, 38 F.4th 569, 575 (7th Cir. 2022). However,
Defendant did not raise the argument, so the Court opts not to dive into this inquiry.
“A tying arrangement is an agreement by a party to sell one product but only on the
condition that the buyer purchase a different (or tied) product.” Siva v. Am. Bd. of Radiology, 38
F.4th 569, 573 (7th Cir. 2022). Ties can be acceptable forms of competition, so a tie only violates
antitrust law when the seller forces the buyer to purchase a second tied product, thereby eliminating
competition on the merits for the tied product. Id. Plaintiffs must plead four elements to state a
claim for an unlawful tie: 1) a tie between two separate products; 2) that the seller’s economic
power in the tying market allows it to restrain competition in the tied market; 3) that the tie effects
a not insubstantial amount of interstate commerce; and 4) that the seller has an economic interest
in the sales of the tied product. Reifert v. S. Cent. Wis. MLS Corp., 450 F.3d 312, 316–17 (7th Cir.
2006).
1. Agreement to Purchase an Unwanted Product
Defendant first contends that Plaintiffs have not shown an agreement for this Section 1
claim. It argues that there are no allegations that Defendant colluded with the hospital training
programs to tie Internal Medicine Board certification to a product unwanted by physicians.
Plaintiffs dispute that allegations of collusion are required for a tying claim. They argue that
conditioning the sale of the tying product on the purchase of the tied product creates an agreement
for their tying claim.
The agreement for a Section 1 tying claim is satisfied when the purchaser takes the tied
product on the seller’s conditions. Will v. Comprehensive Acct. Corp., 776 F.2d 665, 670 (7th Cir.
1985). “The ‘contract, combination, or conspiracy’ that triggers § 1 is obviously present when the
buyer promises to take its requirements of the second product from a supplier as an express quid
pro quo for being allowed to buy the tying product.” Phillip E. Areeda & Herbert Hovenkamp,
Antitrust Law: An Analysis of Antitrust Principles and Their Application ¶ 1700i (2026); see
Eastman Kodak Co., v. Image Tech. Servs., Inc., 504 U.S. 451, 463 n.8 (1992) (defendant’s alleged
sale of product on the condition buyer purchase second product is not a unilateral conduct);
Systemcare, Inc. v. Wang Lab’ys Corp., 117 F.3d 1137, 1142–43 (10th Cir. 1997) (the contract,
combination, or conspiracy in a tying claim is the agreement to take the tied product). Here, the
Osteopathic organizations and physicians allege that residents and fellows “will not consider a
program that limits their eligibility to sit for the [Internal Medicine Board] examination,” so they
seek training programs led by program directors with Internal Medicine Board certification to
ensure access to the certification exams. [1] ¶¶ 46–47. Without this tie, Plaintiffs allege,
“physicians regularly choose the provider of their medical specialty training independent of the
board certification that they will ultimately seek.” Id. ¶ 138. So, according to Plaintiffs, the Internal
Medicine Board has conditioned choosing the tying product (the board certification exams) on
selecting the tied product (training under an Internal Medicine Board-certified program director),
and physicians take that training on Defendant’s terms. This is sufficient to plausibly allege the
“agreement” element of Plaintiffs’ tying claim.
However, there is a second, more persuasive point in Defendant’s argument. The Internal
Medicine Board also disputes that the tied product is “unwanted by physicians.” “A tie within the
meaning of antitrust depends on showing that the buyer did not want to take both products from
the same provider.” Will, 776 F.2d at 669. Again, the tie is only unlawful if defendants force the
buyer to take the second product. Siva, 38 F.4th at 573.
While Plaintiffs allege that residents and fellows would select “specialty medical training
from [Osteopathic]-certified physicians” unrelated to board certification from the Internal
Medicine Board, [1] ¶ 138, they do not allege that residents and fellows do not desire medical
training under Internal Medicine Board-certified program directors. Certain facts in the Complaint
also undermine this inference. For example, the Osteopathic organizations and physicians allege
that “95% of all board-certified internists are credentialed” by the Internal Medicine Board and
that the Internal Medicine Board “has an established brand that many [MD] trained physicians
prefer.” Id. ¶ 47. They further state that in 2024, 81% of residency applicants were MDs and thus
“predisposed to seek board certification from the [Internal Medicine Board] as the historically
[MD] specialty certifying board.” Id. ¶ 65. From these allegations, it is implausible to infer that
these MD-trained residents and fellows do not want further training under Internal Medicine
Board-certified program directors.6
While Plaintiffs have sufficiently pled the “agreement” required for a Section 1 tying claim,
they have not sufficiently alleged that the training from Internal Medicine Board-certified program
directors is unwanted.
2. Separate Economic Interest
Defendant also disputes that Plaintiffs have plausibly alleged the economic interest in
physicians choosing Internal Medicine Board-led residencies or fellowships. It argues that
hospitals administer the training programs, and that Defendant does not receive any financial
compensation when residents and fellows train under Internal Medicine Board-certified program
directors. Plaintiffs respond that the economic benefit need not be monetary to sustain a tying
claim.
For a tying claim, the Seventh Circuit requires that the seller has an economic interest in
the second product. Carl Sandburg Vill. Condo. Ass’n No. 1. v. First Condo. Dev. Co., 758 F.2d
203, 207 (7th Cir. 1985). This indicates the seller is using its power in the first product market to
invade the second market of the tied product. Id. at 208. This is easily met where the seller
distributes both products. Id. But where a third party sells the tied product, the defendant must still
have some indirect economic interest. Id.; Ohio-Sealy Mattress Mfg. Co. v. Sealy, Inc., 585 F.2d
821, 835 (7th Cir. 1978). Overall, increased sales and efficiency from selling both products
together are insufficient to establish a separate economic interest in the tied product market. Carl
Sandburg, 758 F.2d at 209.
To establish this element, Plaintiffs allege that Defendant benefits from the “sale” of
residency and fellowship training under Internal Medicine Board-certified program directors
because it can promote its board certification and brand, and also enhance its stature through
capturing highly-visible program director positions. [1] ¶ 141. This increases the Internal Medicine
Board’s power in the board certification market and promotes its continuing education programs.
Id. But Defendant’s alleged economic interest must be in the second product, rather than the first
6 Plaintiffs have alleged facts to suggest that certain hospital programs do not want to lose their Osteopathic-
certified program directors because they sought an exemption from the attestation requirement. E.g., [1] ¶¶
100, 101 (The Complaint includes two paragraphs numbered 100. For the avoidance of doubt, the Court
refers to ¶ 100 on page 41). But the hospital programs are not the purchasers for the alleged tying claim.
product or the combined package. Recall that the Internal Medicine Board does not sell the training
programs—the hospitals do. So, promoting board certification is about selling the first product—
the certification exams. And the continuing education products are linked to the board certification,
not the training programs, because “all board-certified internists are also required to complete
continuing medical education (‘CME’) and are subject to periodic examinations to retain active
board certification status.” Id. ¶ 54.7
There are no facts suggesting that the Internal Medicine Board receives any monetary
compensation or financial benefit when residents and fellows choose training under one of its
credentialed program directors. So, all that is left are allegations that enhancing the Internal
Medicine Board’s brand and capturing visible program director roles constitute possible economic
benefits from the tied product. Seventh Circuit case law does not specifically address whether the
separate economic interest must be financial. However, they have found that rebates and
commissions are clear monetary benefits that suffice for this element of the tying claim. Carl
Sandburg, 758 F.2d at 208 (defendant can receive an indirect economic benefit through a
commission or rebate); Ohio-Sealy Mattress Mfg. Co., 585 F.2d at 835 (defendant received
substantial rebates from tied product sold by third party).
Other circuits that impose this element appear to require a monetary benefit to establish a
defendant’s separate economic interest in the tied product. In Thompson v. Metropolitan Multi-
List, Inc., the Eleventh Circuit found a sufficient separate economic interest where defendant
received financial support indirectly from the sale of the tied product. 934 F.2d 1566, 1579 (11th
Cir. 1991). Defendant, the local branch of a national organization, did not directly benefit from
forcing plaintiff to purchase a membership in the organization because plaintiff needed to join a
different local branch. Id. But the local branches each paid the national and state-wide
organizations. Id. The national and state-wide organizations, in turn, used that money to aid local
branches. Id. Though quite indirect, the court could not say that defendant had “absolutely no
interest” in plaintiff’s purchase because it received indirect financial support generated through
plaintiff’s membership. Id. Another case on summary judgment found arguments about “capturing
business” to be too attenuated to constitute a separate economic benefit. County of Tuolumne v.
Sonora Cmty. Hosp., 236 F.3d 1148, 1158 (9th Cir. 2001). In County of Tuolumne, plaintiff alleged
that the hospital defendant tied its hospital obstetrical services to C-sections performed by specific
obstetricians. Id. at 1157. The hospital defendant did not receive fees or profits from these
obstetricians. Id. at 1158. Instead, plaintiff claimed the hospital benefited indirectly from the
obstetricians’ C-sections because it “captured the pediatric business referred by” the obstetricians.
The Ninth Circuit found that there were other reasons why the defendant hospital attracted patients
seeking obstetrical services. Id. And the “capturing business” indirect economic benefit was too
attenuated to create a genuine issue of material fact on the economic interest element of a tying
claim. Id.
7 In support of finding a separate economic benefit, Plaintiffs also point out the “thousands of dollars in
testing and maintenance fees” that Plaintiffs Hardee and Huston have paid to obtain and upkeep their
Internal Medicine Board certification. [40] at 18. But that is not a benefit from residents and fellows
“purchasing” training from the hospitals. It is a benefit from physicians purchasing the Internal Medicine
Board certification and then maintaining it.
In response, Plaintiffs point to Tiz, Inc. v. Southern Glazer’s Wine and Spirits, LLC to
suggest a nonmonetary economic benefit in the tied product satisfies this element. In that case,
plaintiff, an online alcohol ordering platform, alleged that an alcohol distributor received the
economic benefit of e-commerce data when retailers use the tied product, the distributor’s own
free online ordering platform. Tiz, Inc. v. Southern Glazer’s Wine & Spirits, LLC, 2024 WL
2785142, at *22 (N.D. Ill. May 30, 2024). The online platform had also alleged that the data
“carrie[d] its own independent, economic value” and that the distributor and others competed for
that retailer data. Id. at *23. Accordingly, the online platform had sufficiently pled that the
distributor derived a separate, economic interest from use of the tied product in the second market.
Id.
Plaintiffs’ argument is unpersuasive. First, the e-commerce data in Tiz are dissimilar from
the Osteopathic organizations and physicians’ allegations of an economic benefit from enhancing
brand and visibility in this case. “In an Information Age, data can be worth more than money.”
Gardner v. Me-TV Nat’l Ltd. P’Ship, 132 F.4th 1022, 1024 (7th Cir. 2025). Data can be packaged
and sold to third parties, and, as the court pointed out in Tiz, it was desired in the second market.
Tiz, 2024 WL 2785142, at *23 (N.D. Ill. May 30, 2024). Second, while brand power and visibility
might, theoretically, constitute an economic interest, Plaintiffs’ allegations are conclusory. The
Osteopathic organizations and physicians have not alleged the value or benefit of the Internal
Medicine Board’s purported brand power and visibility in program director roles. There are no
facts in the Complaint that allow this Court to evaluate whether the brand power and visibility can
be translated into an economic interest or have some financial value. Plaintiffs must plausibly
allege facts about why this benefit of increased brand power and visibility is economically
meaningful to the Internal Medicine Board, and they cannot rest on only conclusory statements.
Iqbal, 556 U.S. at 678.
To recap, Plaintiffs have pled an agreement to support their tying claim, but there are
insufficient facts to find that the tied product is unwanted. They similarly fail to plausibly
demonstrate that Defendant derives a separate economic benefit from residents and fellows
training under Internal Medicine Board-certified program directors. Defendant’s motion to dismiss
is granted as to Count II.
C. Group Boycott
Plaintiffs’ final Section 1 claim alleges that the Internal Medicine Board coerced hospital
programs into boycotting Osteopathic-credentialed program directors through the attestation
requirement. Defendant once again argues that Plaintiffs have not alleged any agreement between
the Internal Medicine Board and hospitals to join this boycott. It contends that hospitals may freely
choose whether to adhere to the attestation requirement and prepare candidates for Internal
Medicine Board certification. Plaintiffs respond that the hospitals were coerced into joining the
unlawful boycott, and this creates an “agreement” to support their Section 1 claim.
Unwilling participants may still join a conspiracy or form an agreement for a Section 1
antitrust claim. MCM Partners, Inc. v. Andrews-Bartlett & Assoc., Inc., 62 F.3d 967, 973–94 (7th
Cir. 1995). Cases supporting such a “coercion” theory of agreement to boycott, however, involve
communications that exert pressure, beyond simply establishing a unilateral policy. Consider
MCM Partners, Inc. v. Andrews-Bartlett & Associates, Inc., 62 F.3d 967 (7th Cir. 1995). In that
case, the defendants were coerced through threats of labor disruptions and property damage if they
contracted with other forklift and heavy machinery providers. Id. at 971. The court found that by
acquiescing to the demands, defendants joined the conspiracy. Id. at 975. Similarly, in Hytera
Communications Corporation, the district court found a sufficiently pled conspiracy where
defendant sent threatening statements and letters to dealers, coercing them to stop dealing with the
plaintiff. Hytera Commc’ns Corp. Ltd. v. Motorola Sols., Inc., 623 F. Supp. 3d 857, 882 (N.D. Ill.
2022). Though not within the group boycott theory, the Seventh Circuit in Isaksen v. Vermont
Castings, Inc., also found that an agreement could be formed through coercion. 825 F.2d 1158,
1163 (7th Cir. 1987). But in that case, too, plaintiff’s “agreement [was] procured by threats.” Id.
The appellate court explained that an unwilling party may form an agreement for Section 1 liability,
but the defendant must have induced the involuntary participant “by conduct that went beyond
merely announcing a policy” of conditions for future dealing. Id. Even in Tiz, which Plaintiffs cite
to support their coercion theory, the defendant had additional, repeated contact with retailers to
seek their agreement to stop using plaintiff’s online marketplace. 2024 WL 2785142, at *21 (N.D.
Ill. May 30, 2024). The retailers were allegedly unwilling to use defendant’s online ordering tool,
but acquiesced to defendant’s demands, sufficiently showing an agreement. Id.
In stark contrast to MCM Partners, Hytera, Isaksen, and Tiz, Plaintiffs here lack allegations
that the Internal Medicine Board threatened, pressured, or even sought the hospitals’ agreement to
boycott Osteopathic-certified program directors. Indeed, Plaintiffs fail to allege that Defendant had
any contact with hospital programs to seek their agreement. Taking their best shot, the Osteopathic
organizations and physicians argue that the policy “all but compels” hospitals to hire Internal
Medicine Board-certified program directors, [1] ¶ 65, and that the hospitals have “lost autonomy”
to select the program directors of their choice because they want to ensure their residents and
fellows can sit for the Internal Medicine Board certification exams. Id. ¶ 71. But they have not
alleged that it was the Internal Medicine Board that took any action to seek this compliance—the
choice here was made by the hospitals and, according to the Complaint, apparently without
coercion.
Plaintiffs have not alleged that Defendant communicated, pressured, coerced, or threatened
the hospital programs beyond reinstating the attestation requirement. Absent such allegations, the
Court cannot conclude that the hospitals plausibly agreed to join the group boycott. Defendant’s
motion to dismiss as to Count III is granted.
D. Rule of Reason
Finally, Defendant disputes that Plaintiffs have demonstrated the second element of their
Section 1 claims—an unlawful restraint on trade. More specifically, Defendant argues that the
Complaint does not state a claim under the rule of reason framework.
Courts use three methods for analyzing whether a restraint is unreasonable: per se, quick
look, and the rule of reason frameworks. Agnew, 683 F.3d at 335. The rule of reason analysis is
the standard framework for evaluating potential anticompetitive effects. Id. Plaintiffs do not
dispute that the rule of reason is the appropriate method for analyzing their claims. [40] at 18.
Under the rule of reason framework, plaintiffs must first establish the defendant’s market power.
Agnew, 683 F.3d at 335. Defendant may counter with a procompetitive rationale for the alleged
restraint. Id. The burden then shifts back to plaintiffs to show the conduct is not reasonably
necessary to accomplish the procompetitive goal. Id.
But the Court does not need to reach this analysis. As discussed above, the Osteopathic
organizations and physicians have not plausibly alleged an agreement to support their restraint of
trade and group boycott claims. They also fail to show that Defendant has an economic interest in
physicians choosing training from Internal Medicine Board-certified program directors, or that
such training is undesired. Since the first element of a Section 1 claim has not been plausibly
alleged, Defendant’s argument about the rule of reason is moot.
IV. Section 2 Illegal Monopolization
Plaintiffs’ final claim is brought under Section 2 of the Sherman Act.8 Section 2 imposes
liability on “[e]very person who shall monopolize, or attempt to monopolize, or combine or
conspire with any other person or persons, to monopolize any part of the trade or commerce.” 15
U.S.C. § 2. Plaintiffs allege the Internal Medicine Board abused its monopoly power in the board
certification market to suppress competition from Plaintiff American Osteopathic Association and
Osteopathic-certified physicians.
Possessing monopoly power itself is not a violation of Section 2. That monopoly power
must be abused or improperly obtained to fall within the ambit of an antitrust violation. Verizon
Commc’ns Inc. v. L. Offs. of Curtis V. Trinko, LLP, 540 U.S. 398, 407 (2004). Thus, Plaintiffs must
demonstrate that Defendant both “possesses monopoly power in the relevant market” and “engages
in the willful acquisition or maintenance of that power as distinguished from growth or
development as a consequence of a superior product, business acumen, or historic accident.”
Viamedia, 951 F.3d at 451. Defendant argues Plaintiffs have not plausibly alleged either element.
A. Monopoly Power
Monopoly power is the ability to exclude competition or control prices. Indiana Grocery,
Inc. v. Super Valu Stores, Inc., 864 F.2d 1409, 1414 (7th Cir. 1989). It can be shown through direct
evidence of anticompetitive effects or indirectly through market share. Toys “R” Us, Inc. v. F.T.C.,
221 F.3d 928, 937 (7th Cir. 2000).
Plaintiffs allege direct evidence of anticompetitive effects. They state that the number of
Osteopathic program directors in hospitals has dropped by 93%, primarily due to the attestation
requirement. [1] ¶ 67. According to the Complaint, residents and fellows are not taking the
Osteopathic board exam because it hinders their career options, and there is no benefit from
maintaining both certifications. Id. ¶¶ 78–79, 117. Physicians are also allegedly dropping their
Osteopathic certification in favor of seeking and maintaining Internal Medicine Board
certification. Id. ¶ 117. This threatens the American Osteopathic Association’s and American
College of Osteopathic Internists’ revenue and membership pipeline. Id. ¶¶ 117, 119. These
8 Plaintiffs style Count IV as one for monopolization, attempt to monopolize, and conspiracy to monopolize.
Because the parties only discussed the elements for monopolization in their briefs, the Court does not
analyze the elements of an attempt to monopolize or conspiracy to monopolize claim.
allegations are sufficient to establish that the Osteopathic organizations are being excluded from
the marketplace. In effect, the attestation policy is eliminating the Internal Medicine Board’s
competition from the market for internal medicine board certification. For these reasons, the Court
finds that Plaintiffs have sufficiently pled anticompetitive effects because Defendant has excluded
them from competition on the merits.
But there is more. Plaintiffs allege indirect evidence, too. Monopoly power may be inferred
from a predominant market share. U.S. v. Grinnell Corp., 384 U.S. 563, 571 (1966). According to
the Complaint, Defendant has an overwhelming market share: 95% of all internists and 97% of
recently credentialed internists hold Internal Medicine Board certification. [1] ¶ 75. Defendant has
an overwhelming portion of the market. From this market share, the Court can infer that the
Internal Medicine Board has the power to create a monopoly.
In the face of these allegations, Defendant responds that it does not have that purported
monopoly power for three reasons: 1) there is no barrier for another certifying body to enter the
market; 2) Plaintiffs make no allegations about Defendant’s control of the market’s total output;
and 3) Plaintiffs do not allege the Internal Medicine Board is charging higher rates.
To start, Plaintiffs need not plead a barrier that prevents another competitor from entering
the market. To survive this motion to dismiss, Plaintiffs must only plead sufficient facts for the
Court to infer that the Internal Medicine Board has enough market power to create a monopoly.
Endsley v. City of Chicago, 230 F.3d 276, 282 (7th Cir. 2000). They have done so here through
allegations that the Internal Medicine Board can exclude competition, and by alleging its vast
market share. While barriers to market entry may serve as further indicia that a defendant’s market
share translates to monopoly power, it does not follow that the Osteopathic organizations and
physicians needed to include every possible means of demonstrating monopoly power in their
Complaint.
Defendant’s other arguments about its lack of monopoly power are also unpersuasive.
According to the Complaint, the Internal Medicine Board reduces output by limiting who may sit
for its board certification exams. It has constrained who may become board-certified in internal
medicine. Plaintiffs also argue that the Osteopathic Board cannot increase its own certification
output because the attestation requirement excludes it from competition on the merits. Based on
the Internal Medicine Board’s dominant share of the market, the Court can reasonably infer
Defendant has the power to restrict the market’s output.
As for Defendant’s price argument, Plaintiffs do not need to allege that Defendant both
restricted output and raised prices. CoStar Group, Inc. v. Com. Real Estate Exch., Inc., 150 F.4th
1056, 1070 (9th Cir. 2025). Nevertheless, the Court can reasonably infer that the Internal Medicine
Board could have done so. The power to control price is inextricably entwined with the power to
control competition. U.S. v. E. I. du Pont de Nemours & Co., 351 U.S. 377, 392 (1956). Physicians
generally need board certification for medical staff privileges at hospitals and health care
organizations. [1] ¶ 42. If the Internal Medicine Board becomes the only organization offering this
certification for internists, it could easily command higher prices for that product. The monopoly
power would allow it to raise prices when it so chooses. Byars v. Bluff City News Co., Inc., 609
F.2d 843, 850 (6th Cir. 1979).
Based on their allegations of direct and indirect evidence, Plaintiffs have sufficiently
demonstrated that Defendant has monopoly power by alleging they have been excluded from
competition on the merits and through Defendant’s dominant market share.
B. Willful Acquisition and Maintenance
Monopoly power alone does not give rise to a Section 2 violation. Instead, Plaintiffs must
also demonstrate that Defendant willfully acquired or maintained that power through
anticompetitive conduct. Viamedia, 951 F.3d at 451. This may be shown through pleading
predatory or exclusionary conduct, which is conduct that impairs a rival’s ability to compete on
the merits and thereby injures the competitive process. Id. at 452–53. Such conduct has no
legitimate business justification other than to damage or destroy competition. Great Escape, Inc.
v. Union City Body Co., Inc., 791 F.2d 532, 541 (7th Cir. 1986).
At this stage, the Osteopathic organizations and physicians have demonstrated the Internal
Medicine Board willfully maintained its monopoly power through anticompetitive conduct.
According to the Complaint, the attestation requirement is exclusionary by nature. It excludes
Osteopathic-credentialed program directors from attesting to their residents’ and fellows’
completion of their training programs. [1] ¶ 5. Thus, it has the effect of excluding Osteopathic-
credentialed physicians from purportedly valuable program director roles because hospitals desire
Internal Medicine Board-certified program directors. Id. ¶¶ 56, 65. Osteopathic-certified
physicians are, as a result, unable to compete on the merits. As for physicians seeking board
certification, fewer residents and fellows want to become Osteopathic-certified because they are
now more likely to be trained by Internal Medicine Board-certified program directors. Id. ¶ 96.
Further, these physicians do not wish to become Osteopathic-certified because it hinders their own
career aspirations. Id. ¶ 78. In short, the Complaint sufficiently alleges that the attestation
requirement harms competition from Defendant’s only meaningful competitor, which diminishes
the competitive process.
According to Plaintiffs, there is no legitimate justification for the attestation requirement.
The Internal Medicine Board certifying exam and the Osteopathic certifying exam are both
rigorous and comprehensive. Id. ¶ 52. The Osteopathic organizations and physicians claim that
program directors credentialed by either body have extensive training, practice, and licensure. Id.
¶ 72. From these allegations, it is plausible that attestation from an Internal Medicine Board-
certified program director does not establish that residents and fellows are better prepared or more
qualified candidates. Additionally, Plaintiffs allege that candidates may sit for the Internal
Medicine Board exams with an attestation from program directors certified by the Royal College
of Physicians and Surgeons of Canada or the Collège des Médecins du Québec. Id. ¶ 63. This
strengthens the inference that the attestation requirement is intended to exclude Osteopathic-
certified program directors for non-meritorious reasons.
Thus, viewing the inferences in Plaintiffs’ favor, they have plausibly alleged that Defendant
willfully acquired and maintained its monopoly power through exclusionary and unjustifiable
conduct. Defendant’s motion to dismiss Count IV is denied.
V. Rule 12(c) Motion
Defendant also moves under Rule 12(c) for a judgment on the pleadings, arguing that
Plaintiff American Osteopathic Association is barred from bringing these claims because of a
settlement reached in another case. The motion is premature. A Rule 12(c) motion may be brought
“Ta]fter the pleadings are closed.” Fed. R. Civ. P. 12(c). The pleadings include the complaint and
the answer. Federated Mutual Ins. Co. v. Coyle Mech. Supply Inc., 983 F.3d 307, 312 (7th Cir.
2020). That means the earliest time to move for judgment on the pleadings is normally after the
answer is filed. Mosely v. Bd. of Educ. of City of Chi., 434 F.3d 527, 533 (7th Cir. 2006). Defendant
has not yet filed an answer in this action, so the Court therefore denies Defendant’s 12(c) motion
as premature.
Conclusion
For the reasons stated above, Defendant’s motion to dismiss [26] [27]? is granted in part
and denied in part. Counts IJ, II, and III are dismissed without prejudice. Plaintiffs have not alleged
an agreement to restrain trade or a group boycott. Plaintiffs also fail to put forth facts demonstrating
Defendant had a separate economic interest in an unwanted tied product for their tying claim.
Count IV, which plausibly alleges a Section 2 monopoly claim, may proceed because Defendant
purportedly has monopoly power and has willfully acquired that power through anticompetitive
means, with no business justification.
SO ORDERED. fk
Dated: July 20, 2026
Sunil R. Harjani
United States District Judge
Defendant filed part of its motion and an exhibit under seal. The Court has not referenced the sealed
material in this memorandum opinion and order.
17