holding that a 10 party moving for jurisdictional discovery must still indicate that it is proceeding on more than a 11 “hunch” that such discovery will yield relevant information.
How later courts described this case
- holding that a 10 party moving for jurisdictional discovery must still indicate that it is proceeding on more than a 11 “hunch” that such discovery will yield relevant information.
- finding the 12 district court’s denial of jurisdictional discovery appropriate where the complaint failed to allege 13 how the sought after information would be helpful to the court’s jurisdictional analysis
- “Purposeful availment generally 20 provides a more useful frame of analysis for claims sounding in contract, while purposeful direction 21 is often the better approach for analyzing claims in tort.”
- also defining voluntary as 23 “unconstrained by interference”
Written by the judges who cited it.
The opinion
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 1 of 20 Page ID #:1751
1 O
2
3
4
UNITED STATES DISTRICT COURT
5 CENTRAL DISTRICT OF CALIFORNIA
6 Case No.: 2:21-cv-09612-MEMF (PDx)
GRANT COCHRAN, et al.,
7 Plaintiffs,
ORDER GRANTING DEFENDANT
v.
LOCKHEED MARTIN CORPORATION’S
8
REQUEST FOR JUDICIAL NOTICE [ECF
AIR & LIQUID SYSTEMS CORPORATION, NO. 94-5] AND MOTION TO DISMISS
9 et al., COMPLAINT WITHOUT LEAVE TO
Defendants. AMEND [ECF NO. 94]
10
11
12
13
14
15
16 Before the Court is the Motion to Dismiss and Request for Judicial Notice filed by Defendant
17 Lockheed Martin Corporation. ECF Nos. 94-1; 94-5. For the reasons stated herein, the Court
18 GRANTS the Request for Judicial Notice. The Court also GRANTS the Motion to Dismiss
19 WITHOUT LEAVE TO AMEND.
20
21
22
23
24
25
26
27 / / /
28 / / /
1
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 2 of 20 Page ID #:1752
1 BACKGROUND
2 I. Factual Background
3 a. Decedent DeFord Cochran’s asbestos exposure and death from mesothelioma1
4
Decedent DeFord Cochran (“Cochran”) served in the United States Navy between 1967 and
5
1983. SAC ¶¶ 1–2; SAC, Ex. A; Joint Rule 26(f) Report, ECF No. 59 (“26(f) Report”) at 2. During
6
his service, Cochran was exposed to asbestos due to his work on or around shipboard radar
7
equipment—specifically the AN/SPS-40 radar system (the “System” or “Radar System”).2
8
Declaration of Deborah Parker (“Parker Decl.”), ECF No. 94-2 ¶ 3. Cochran’s exposure is
9
specifically linked to his work in California, Hawaii, and Washington while aboard various Navy
10
ships in the 1960s, 1970s, and 1980s. SAC, Ex. A. Cochran eventually developed mesothelioma; a
11
rare form of cancer most often caused by asbestos exposure.3 Id. ¶¶ 1–2; id., Ex. B. Cochran passed
12
away from mesothelioma on December 10, 2020. Id. ¶¶ 1–2; id., Ex. B.
13
b. Defendant Lockheed Martin Corporation’s headquarters and principal place of
14 business is in the State of Maryland.4
15
Defendant Lockheed Martin Corporation (“Lockheed Martin”) is the successor-in-interest to
16
Lockheed Electronics Company (“Lockheed Electronics”) and Lockheed Aircraft Corporation
17
(“Lockheed Aircraft”) (collectively, the “Predecessors”). Motion to Dismiss, ECF No. 94 (“Motion”
18
or “Mot.”) at 2.
19
Lockheed Martin was originally known as Stavid Engineering (“Stavid”), a New Jersey-
20
based corporation. Mot. at 2; Jimenez Decl. ¶ 10. In the 1950s, Stavid entered a contract with the
21
22
23
1 Unless otherwise indicated, the factual allegations set forth in this section are taken from the Second
24 Amended Complaint. ECF No. 87 (“SAC”).
2 The AN/SPS-40 radar system is “a long-range, high-powered, two-dimensional, surface and air search radar
25 that was used aboard some Naval ships for detection of targets at long and medium ranges.” Declaration of
Valentino Jimenez, ECF No. 94-3 (“Jimenez Decl.”) ¶ 7.
26 3 See Mesothelioma, MAYO CLINIC, https://www.mayoclinic.org/diseases-
conditions/mesothelioma/symptoms-causes/syc-20375022 (last accessed Sept. 26, 2022).
27 4 The facts set forth below are taken from the Motion to Dismiss (ECF No. 94) and Lockheed Martin’s
allegations in the declarations attached to said Motion. Jimenez Decl.; Declaration of Dana L. Bennett, ECF
28 No. 94-4 (“Bennett Decl.”).
2
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 3 of 20 Page ID #:1753
1 United States Military (“Military”) to design and manufacture the System. Jimenez Decl. ¶¶ 10, 13–
2 14, 17–23. All activities related to the design, manufacture, and marketing of the System took place
3 in New Jersey. Id. ¶¶ 17–18.
4 In 1959, Stavid incorporated under Delaware law and changed its name to “Lockheed
5 Electronics Company.” Mot. at 2; Request for Judicial Notice, ECF No. 94-5 (“RJN”), Exs. 1, 2. At
6 the time, Lockheed Electronics was an entity separate from Lockheed Aircraft, which maintained its
7 facilities in Burbank, California. Jimenez Decl. ¶ 18. Lockheed Aircraft solely “manufactured,
8 assembled, and produced aircraft at their California facilities,” while Lockheed Electronics
9 manufactured, in relevant part, radar systems for use aboard ships. Id. Lockheed Electronics and
10 Lockheed Aircraft merged in 1961. RJN, Ex. 4.
11 Lockheed Martin was formed in 1995. It has been headquartered in Bethesda, Maryland since its
12 inception. Bennet Decl. ¶ 4.
13 II. Procedural History
14 On December 10, 2021, Plaintiffs Grant Cochran, individually and as successor-in-interest to
15 Decedent DeFord Cochran, Charlene Cochran, Brent Cochran, Christopher Cochran, Daniel
16 Cochran, Evan Cochran, Flynn Cochran, and Heather Rodriguez, individually (collectively, “the
17 Cochrans”) filed the present action against the following defendants: Air & Liquid Systems
18 Corporation, individually and as successor-in-interest to Buffalo Pumps, Inc.; General Electric
19 Company; IMO Industries, Inc., individually and as successor-in-interest to Delaval Steam Turbine
20 Company; ITT Industries, Inc., individually and as successor-in-interest to Foster Engineering
21 Company and Bell & Gossett; Lockheed Martin Corporation; Microsoft Mobile Inc., f/k/a Nokia
22 Inc., successor-in-interest to Nokia Networks Inc., successor-in-interest to Western Electric
23 Company Incorporated and Western Electric Manufacturing Company; Paramount Global, f/k/a
24 ViacomCBS, Inc., f/k/a CBS Corporation, f/k/a Viacom, Inc., successor-by-merger to CBS
25 Corporation, f/k/a Westinghouse Electric Corporation; Raytheon Company; Redco Corporation,
26 f/k/a Crane Co., individually and as successor-in-interest to Chapman Valve Co.; Warren Pumps
27 LLC; and Does 1 through 400. ECF No. 1. On August 24, 2022, the Cochrans filed their Second
28 Amended Complaint, alleging the following six claims: (1) negligence pursuant to maritime law; (2)
3
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 4 of 20 Page ID #:1754
1 negligence pursuant to California common law; (3) breach of express and implied warranties; (4)
2 strict liability pursuant to maritime law; (5) strict liability pursuant to California common law; and
3 (6) loss of consortium. See generally SAC. The Cochrans seek the following forms of relief: general
4 and special damages based on DeFord Cochran’s pain and suffering, medical costs, loss of income,
5 earning capacity, and earning potential; damages based on loss of consortium; exemplary or punitive
6 damages; costs of suit; and prejudgment interest. See generally Prayer, SAC. On September 7, 2022,
7 Lockheed Martin filed the instant Motion to Dismiss for Lack of Personal Jurisdiction and
8 accompanying Request for Judicial Notice. See Motion; RJN. The Motion was fully briefed on
9 September 22, 2022. See ECF Nos. 98 (“Opposition” or “Opp’n”), 99 (“Reply”). The Court heard
10 oral argument on October 6, 2022 (“October 6 Hearing”).
11 REQUEST FOR JUDICIAL NOTICE
12 I. Applicable Law
13 A court may take judicial notice of facts not subject to reasonable dispute where the facts
14 “(1) [are] generally known within the trial court’s territorial jurisdiction; or (2) can be accurately and
15 readily determined from sources whose accuracy cannot reasonably be questioned.” FED. R. EVID.
16 201(b). Under this standard, courts may take judicial notice of “undisputed matters of public record,”
17 but generally may not take judicial notice of “disputed facts stated in public records.” Lee v. City of
18 Los Angeles, 250 F.3d 668, 690 (9th Cir. 2001), overruled on other grounds by Galbraith v. Cnty. of
19 Santa Clara, 307 F.3d 1119, 1125–26 (9th Cir. 2002). The Ninth Circuit has recognized public
20 records as appropriate for judicial notice. See, e.g., Harris v. Cnty. of Orange, 682 F.3d 1126, 1132–
21 33 (9th Cir. 2012); United States v. Black, 482 F.3d 1035, 1041 (9th Cir. 2007).
22 II. Discussion
23 Lockheed Martin submits—and requests that the Court take notice of— the following four
24 (4) exhibits:
25 1. Exhibit 1: “Certified Copy of Certificate of Incorporation of Stavid Engineering,
26 Inc., filed with the Delaware Secretary of State on or about August 27, 1959, and
27 available from the Delaware Secretary of State.”
28
4
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 5 of 20 Page ID #:1755
1 2. Exhibit 2: “Certified Copy of Certificate of Amendment of Stavid Engineering, Inc.,
2 changing its name to “Lockheed Electronics Company,” filed with the Delaware
3 Secretary of State on or about December 21, 1959, and available from the Delaware
4 Secretary of State.”
5 3. Exhibit 3: “Certified Copy of Certificate of Amendment of Certificate of
6 Incorporation of Lockheed Electronics Company, filed with the Delaware Secretary
7 of State on or about February 2, 1960, and available from the Delaware Secretary of
8 State.”
9 4. Exhibit 4: “Certified Copy of Certificate of Merger of Lockheed Electronics
10 Company into Lockheed Aircraft Corporation, filed with the Delaware Secretary of
11 State on or about August 29, 1961, and available from the Delaware Secretary of
12 State.”
13 RJN at 1–2.
14 Each of the submitted exhibits are public records on file with the Delaware Secretary of
15 State. As such, the Court finds that the foregoing exhibits are not subject to reasonable dispute and,
16 thus, fall squarely into the category of documents appropriate for judicial notice. See United States v.
17 14.02 Acres of Land More or Less in Fresno Cnty., 547 F.3d 943, 955 (9th Cir. 2008) (“Judicial
18 notice is appropriate for records and reports of administrative bodies” (quotation marks omitted)).5
19 Accordingly, the Court GRANTS Lockheed Martin’s RJN and takes notice of Exhibits 1–4.
20
21
22 / / /
23 / / /
24
25
5 Courts routinely take judicial notice of records on file with a state’s Secretary of State and/or results
26 generated from a state Secretary of State Business Search. See, e.g., Sec. & Exch. Comm’n v. Plaza Home
Mortg., Inc., No. EDCV18CV00866VAPFFMX, 2018 WL 4207543, at *2 (C.D. Cal. Aug. 31, 2018) (“The
27 Court may also take judicial notice of the results from the California Secretary of State Business search.”);
Gerritsen v. Warner Bros. Ent. Inc., 112 F. Supp. 3d 1011, 1034 (C.D. Cal. 2015); Khoury Invs., Inc. v.
28 Nationwide Mut. Ins. Co., Case No. CV 13-05415-MWF (Ex), 2013 WL 12140449, at *2 (C.D. Cal. Sept. 16,
2013).
5
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 6 of 20 Page ID #:1756
1 MOTION TO DISMISS
2 I. Applicable Law
3 Under Federal Rule of Civil Procedure 12(b)(2), a party may file a motion to dismiss a
4 complaint for lack of personal jurisdiction. FED. R. CIV. P. 12(b)(2). In the face of a 12(b)(2) motion,
5 “the plaintiff bears the burden of demonstrating that the court has jurisdiction.” In re W. States
6 Wholesale Nat. Gas Antitrust Litig. (Western States), 715 F.3d 716, 741 (9th Cir. 2013). In
7 determining whether a complaint lacks personal jurisdiction, a court may consider evidence
8 presented in affidavits and may order discovery on the jurisdictional issues. Doe v. Unocal Corp.,
9 248 F.3d 915, 922 (9th Cir. 2001), overruled on other grounds as discussed in Williams v. Yamaha
10 Motor Co., 851 F.3d 1015, 1024 (9th Cir. 2017).
11 “However, ‘when a district court acts on a defendant’s motion to dismiss without holding an
12 evidentiary hearing, the plaintiff need make only a prima facie showing of jurisdictional facts to
13 withstand the motion to dismiss. That is, the plaintiff need only demonstrate facts that if true would
14 support jurisdiction over the defendant.’” Id. (quoting Ballard v. Savage, 65 F.3d 1495, 1498 (9th
15 Cir. 1995)). Under such circumstances, a district court must accept the uncontroverted allegations in
16 the plaintiff’s complaint as true. Brayton Purcell LLP v. Recordon & Recordon, 606 F.3d 1124, 1127
17 (9th Cir. 2010). Although the court may not assume the truth of allegations in a pleading which are
18 contradicted by affidavit, conflicts between the facts contained in the parties’ affidavits must be
19 resolved in the plaintiff’s favor for purposes of deciding whether a prima facie case for personal
20 jurisdiction exists. Mavrix Photo, Inc. v. Brand Techs., Inc., 647 F.3d 1218, 1223 (9th Cir. 2011);
21 Unocal, 248 F.3d at 922.
22 Moreover, when no applicable federal statute governing personal jurisdiction exists, as is the
23 case here, the district court applies the law of the state in which the district court sits. Picot v.
24 Weston, 780 F.3d 1206, 1211 (9th Cir. 2015) (citing Daimler AG v. Bauman, 134 S. Ct. 746,753
25 (2014)). Accordingly, the Court looks to “California’s long-arm statute [which] allows the exercise
26 personal jurisdiction to the full extent permissible under [the Due Process Clause of the United
27 States Constitution].” Picot, 780 F.3d at 1211 (quoting Daimler, 134 S.Ct. at 753); see also CAL.
28 CIV. PROC. CODE § 410.10.
6
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 7 of 20 Page ID #:1757
1 Due process allows courts to exercise jurisdiction only over a defendant who has “certain
2 minimum contacts with [the forum] such that the maintenance of the suit does not offend traditional
3 notions of fair play and substantial justice.” Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)
4 (internal quotation marks omitted). Personal jurisdiction may be either general or specific. See Picot,
5 780 F.3d at 1211; Morrill v. Scott Fin. Corp., 873 F.3d 1136, 1141–42 (9th Cir. 2017); Helicopteros
6 Nacionales de Colombia v. Hall, 466 U.S. 408, 414 nn.8–9 (1984).
7 A district court should generally grant leave to amend freely. Cervantes v. Countrywide
8 Home Loans, Inc., 656 F.3d 1034, 1041 (9th Cir. 2011). However, “a district court may dismiss
9 without leave where a plaintiff’s proposed amendments would fail to cure the pleading deficiencies
10 and amendment would be futile.” Id.
11 A. General Jurisdiction
12 “General jurisdiction exists when a defendant is domiciled in the forum state or his activities
13 there are ‘substantial’ or ‘continuous and systematic.’” Panavision Int’l, L.P. v. Toppen, 141 F.3d
14 1316, 1320 (9th Cir. 1998) (quoting Helicopteros, 466 U.S. at 414–16), modified, Yahoo! Inc. v. La
15 Ligue Contre Le Racisme Et L’Antisemitisme, 433 F.3d 1199, 1207 (9th Cir. 2006). The Ninth
16 Circuit has recognized this as “an exacting standard . . . because a finding of general jurisdiction
17 permits a defendant to be haled into court in the forum state to answer for any of its activities
18 anywhere in the world.” Schwarzenegger v. Fred Martin Motor Co., 374 F.3d 797, 801 (9th Cir.
19 2004); see also Bancroft & Masters, Inc. v. Augusta Nat. Inc., 223 F.3d 1082, 1086 (9th Cir. 2000)
20 (noting that the standard for establishing general jurisdiction is “fairly high” and requires contacts
21 “that approximate physical presence”).
22 B. Specific Jurisdiction
23 “Even if a defendant has not had continuous and systematic contacts with the state sufficient
24 to confer ‘general jurisdiction,’ a court may exercise ‘specific jurisdiction.’” Dole Food Co., Inc. v.
25 Watts, 303 F.3d 1104, 1111 (9th Cir. 2002). Specific jurisdiction exists where the claim for relief
26 arises directly from a defendant’s contacts with the forum state. AT&T Co. v. Compagnie Bruxelles
27 Lambert, 94 F.3d 586, 588 (9th Cir. 1996).
28 / / /
7
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 8 of 20 Page ID #:1758
1 For a court to exercise specific jurisdiction over a defendant:
2 (1) The non-resident defendant must purposefully direct his activities or
consummate some transaction with the forum or resident thereof; or perform some
3 act by which he purposefully avails himself of the privileges of conducting
activities in the forum, thereby invoking the benefits and protections of its laws; (2)
4 the claim must be one which arises out of or relates to the defendant’s forum-related
activities; and (3) the exercise of jurisdiction must comport with fair play and
5 substantial justice, i.e. it must be reasonable.
6
Picot, 780 F.3d at 1211.
7
The plaintiff bears the burden of satisfying the first two prongs of this test. Schwarzenegger,
8
374 F.3d at 802. If the plaintiff is able to do so, the burden then shifts to the defendant to show why
9
the exercise of personal jurisdiction would not be reasonable and fair under the third prong. Id.
10
1. Purposeful direction or availment
11
“[W]here . . . a case sounds in tort,” the court is directed to “employ the purposeful direction
12
test.” Axiom Foods, Inc. v. Acerchem Int’l, Inc., 874 F.3d 1064, 1069 (9th Cir. 2017). In tort cases,
13
the Ninth Circuit requires a showing of purposeful direction, rather than purposeful availment.
14
Mavrix Photo, 647 F.3d at 1228. Purposeful direction is analyzed under the Calder “effects” test,
15
which requires the defendant to have “(1) committed an intentional act, (2) expressly aimed at the
16
forum state, (3) causing harm that the defendant knows is likely to be suffered in the forum state.”
17
Id. (citing Calder v. Jones, 465 U.S. 783, 789–90 (1984)). When, however, a case sounds in contract,
18
the court must apply the purposeful availment test. Glob. Commodities Trading Grp., Inc. v.
19
Beneficio de Arroz Choloma, 972 F.3d 1101, 1107 (9th Cir. 2020) (“Purposeful availment generally
20
provides a more useful frame of analysis for claims sounding in contract, while purposeful direction
21
is often the better approach for analyzing claims in tort.”). Although both tests are relevant when
22
“both contract and tort claims are at issue,” id. (citing Picot, 780 F.3d at 1212), each test hinges on
23
the same question: “whether defendants have voluntarily derived some benefit from their interstate
24
activities such that they will not be haled into a jurisdiction solely as a result of ‘random,’
25
‘fortuitous,’ or ‘attenuated’ contacts,” Glob. Commodities Trading Grp., 972 F.3d at 1107 (quotation
26
marks omitted).
27
/ / /
28
8
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 9 of 20 Page ID #:1759
1 III. Discussion
2 Lockheed Martin argues that the SAC should be dismissed under Federal Rule of Civil
3 Procedure 12(b)(2) for lack of personal jurisdiction because the Cochrans cannot establish that the
4 Court has: (1) general jurisdiction over Lockheed Martin; or (2) specific jurisdiction Lockheed
5 Martin. Mot. at 4–10. The Cochrans counter that the Court has general jurisdiction over Lockheed
6 Martin because Lockheed Martin’s predecessor was “a resident of California at the time of the tort
7 that caused” Cochran’s injury. Opp’n at 2, 6–7. The Cochrans further contend that the Court has
8 specific jurisdiction over Lockheed Martin because Lockheed Martin placed the injury causing
9 Radar System into the stream of commerce “with knowledge its products would be used on Navy
10 ships ported” in California and engaged in additional conduct “availing itself of the benefits of
11 California markets.” Id. at 2, 7–9.
12 1. The Court lacks general jurisdiction over Lockheed Martin.
13 Lockheed Martin alleges that the Court lacks general jurisdiction over Lockheed Martin
14 because, at the time of the filing of this action, Lockheed Martin is neither incorporated in nor has its
15 principal place of business in California. Mot. at 9; Bennett Decl. ¶¶ 2–3. In response, the Cochrans
16 argue that Lockheed Martin’s predecessor, Lockheed Aircraft, “was at home and domiciled in
17 California throughout the time of [Cochran’s] exposures to asbestos-containing materials.” Opp’n at
18 5–6.
19 “A court may exercise general jurisdiction only where continuous corporate operations
20 within a state [are] thought so substantial and of such a nature as to justify suit against [the
21 defendant] on causes of action arising from dealings entirely distinct from those activities.” Tuazon
22 v. R.J. Reynolds Tobacco Co., 433 F.3d 1163, 1169 (9th Cir. 2006) (quotation marks omitted)
23 (emphasis added) (citing Int’l Shoe Co., 326 U.S. at 318). Thus, “[t]he standard for general
24 jurisdiction is high; contacts with a state must ‘approximate physical presence,’” such that the
25 “defendant must not only step through the door, it must also [sit] down and [make] itself at home.”
26 Id. (citing Glencore Grain Rotterdam B.V. v. Shivnath Rai Harnarain Co., 284 F.3d 1114, 1125 (9th
27 Cir. 2002)); see also Mavrix Photo, 647 F.3d at 1224 (“To determine whether a nonresident
28 defendant’s contacts are sufficiently substantial, continuous, and systematic, we consider their
9
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 10 of 20 Page ID
#:1760
1 ‘[l]ongevity, continuity, volume, economic impact, physical presence, and integration into the state's
2 regulatory or economic markets.’” (citing Tuazon, 433 F.3d at 1172)).
3 This calculus, however, cannot rely on a defendant’s past domicile. See Rutter Group Prac.
4 Guide Fed. Civ. Pro. Before Trial, Calif. & 9th Cir. Editions § 3:94.3 (2022). Instead, as “general
5 jurisdiction is not related to the events giving rise to the suit . . . the plaintiff [must] demonstrate the
6 defendant’s continuous and systematic general business contact with the forum at the time the initial
7 complaint was filed.” In re Terrorist Attacks on Sept. 11, 2001, 714 F.3d 659, 674 (2d Cir. 2013)
8 (quotation marks omitted) (emphasis added).
9 With this guidance in mind, the Court finds that Lockheed Martin is not subject to general
10 jurisdiction in California. The Cochrans attempt to argue that Lockheed Aircraft’s presence in
11 California from 1967 to 1975 is sufficient to establish the minimum contacts necessary to assert
12 general jurisdiction. Opp’n at 5–6. Specifically, the Cochrans contend that Lockheed Aircraft’s
13 incorporation in Burbank, California during this period is sufficient to establish general jurisdiction
14 because it domiciles the Lockheed Martin of 2021 in California. Id. The Cochrans cite to
15 Metropolitan Life Insurance Co. v. Robertson-Ceco Corp., 84 F.3d 560 (2d Cir. 1996) to support this
16 argument, urging this Court to adopt a “reasonableness” standard when evaluating whether general
17 jurisdiction would be appropriate under the circumstance of the case. See Opp’n at 5–6 (citing
18 Metro. Life Ins. Co., 84 F.3d at 569). But while Metropolitan Life Insurance Co. does direct the
19 district court to “examine a defendant’s contacts with the forum state over a period that is reasonable
20 under the circumstances,” this time period necessarily includes “up to and including the date the suit
21 was filed.” 84 F.3d at 569–70 (emphasis added). Despite what the Cochrans argue, Metropolitan Life
22 Insurance Co. specifically states that the time period does not include “the events giving rise to the
23 suit.” 84 F.3d at 568. See Opp’n at 6.
24 The Cochrans also fail to provide the Court with facts indicating that Lockheed Martin is
25 currently domiciled in California. Indeed, it is undisputed that Maryland has been Lockheed
26 Martin’s jurisdictional home since 1995. See SAC ¶ 9; Mot. at 3; Reply at 2; Bennett Decl. ¶¶ 2–4.
27
28
10
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 11 of 20 Page ID
#:1761
1 Thus, it would be antithetical to principles of due process to subject Lockheed Martin to general
2 jurisdiction in California due to the presence of a predecessor corporation 47 years in the past.6
3 Accordingly, the Court finds that Lockheed Martin is not subject to general jurisdiction in
4 California.
5 2. The Court lacks specific jurisdiction over Lockheed Martin.
6 The Court next evaluates whether Lockheed Martin is subject to specific jurisdiction in this
7 forum.
8 Lockheed Martin argues that the Court lacks specific jurisdiction over Lockheed Martin
9 because it has no sufficient contacts with California. Mot. at 5–7. More specifically, Lockheed
10 Martin maintains that the Cochrans have failed to satisfy the Ninth Circuit’s three-prong specific
11 jurisdiction test: (1) that the defendant purposefully avail themselves of the forum state; (2) that the
12 claim arises out of the defendant’s forum-related activities; and (3) that the exercise of personal
13 jurisdiction comport with fair play and substantial justice. Id. The Cochrans, in response, proceed on
14 the “stream of commerce” theory, arguing that Lockheed Martin’s predecessors, in designing and
15 manufacturing the System, placed the radar in the stream of commerce enabling Cochran to come
16 into contact with the System in California between 1967 and 1975. Opp’n at 6–8.
17 Here, as the Cochrans bring claims for negligence and breach of express and implied
18 warranties, the SAC sounds in both tort and contract. As such, both the purposeful availment and
19 purposeful direction tests are at issue. See Glob. Commodities Trading Grp., 972 F.3d at 1107 (citing
20 Picot, 780 F.3d at 1212). However, as the tests hinge on the same question—“whether defendants
21 have voluntarily derived some benefit from their interstate activities such that they will not be haled
22
23
6 In Daimler AG v. Bauman, the Supreme Court made clear that due process considerations prohibit the
24 extension of general jurisdiction to “exorbitant” lengths. 571 U.S. 117, 139 (2014) (citing Burger King Corp.
v. Rudzewicz, 471 U.S. 462, 472 (1985)). For the Court to subject Lockheed Martin to general jurisdiction in
25 California without any evidence of the entity engaging in “continuous and systematic general business
contacts” in this forum would be such an exorbitant extension. Mavrix Photo, 647 F.3d at 1223 (citing
26 Helicopteros, 466 U.S. at 416); see also id., 647 F.3d at 1224 (holding that general jurisdiction can only be
established by “continuous corporate operations within a state [that are] thought so substantial and of such a
27 nature as to justify suit against [the defendant] on causes of action arising from dealings entirely distinct from
those activities” (citing King v. Am. Family Mut. Ins. Co., 632 F.3d 570, 579 (9th Cir. 2011)).
28
11
Case 2:21-cv-09612-MEMF-PD Document 102 Filed 10/13/22 Page 12 of 20 Page ID
#:1762
1 into a jurisdiction solely as a result of ‘random,’ ‘fortuitous,’ or ‘attenuated’ contacts”—the Court’s
2 analysis applies equally to both inquires. Glob. Commodities Trading Grp., 972 F.3d at 1107
3 (quotation marks omitted).
4 1. The Court considers the parties’ supporting affidavits and exhibits.
5
As an initial matter, the Court finds the SAC devoid of any specific allegations detailing how
6
Lockheed Martin or the Predecessors directed their activities to California. Both parties, however,
7
submit affidavits and exhibits to support their arguments. While courts may consider affidavits on a
8
Rule 12(b)(2) motion to dismiss, courts may not “assume the truth of allegations in a pleading which
9
are contradicted by affidavit.” LNS Enters. LLC v. Cont’l Motors, Inc., 22 F.4th 852, 858 (9th Cir.
10
2022) (quoting Data Disc, Inc. v. Sys. Tech. Assocs., Inc., 557 F.2d 1280, 1284 (9th Cir. 1977)).
11
Where the parties have, as here, both submitted affidavits, “[c]onflicts between the parties over
12
statements contained in affidavits must be resolved in the plaintiff’s favor.” LNS Enters., 22 F.4th at
13
858. Accordingly, the Court considers the affidavits and supporting evidence. The Court construes
14
all uncontroverted allegations made in affidavits in favor of the Cochrans. But as the Court “may not
15
assume the truth of allegations in a pleading which are contradicted by affidavit,” it does not
16
consider any controverted facts. Mavrix Photo, 647 F.3d at 1223 (quotation marks omitted).
17
a. The Cochrans have inverted their burden and have not adequately pleaded that
18
Lockheed Martin, or any of its predecessors, purposefully availed themselves of
19 California from 1967 to 1975.
20
The parties do not directly address the first prong—whether Lockheed Martin, by and
21
through the Predecessors, “purposefully avail[ed] [itself] of the forum state.” Picot, 780 F.3d at
22
1211. Purposeful availment is typically defined as “actions taking place in the forum that invokes the
23
benefits and protections of the laws in the forum.” Schwarzenegger, 374 F.3d at 803.
24
However, the Cochrans appear to urge the Court to adopt the “stream of commerce” theory,
25
which is typically analyzed under the first prong of the specific jurisdiction analysis. See LNS
26
Enters., 22 F.4th at 859–60; Holland Am. Line Inc. v. Wartsila N. Am., Inc., 485 F.3d 450, 459 (9th
27
Cir. 2007); J. McIntyre Mach., Ltd. v. Nicastro, 564 U.S. 873, 881–82 (2011) (“This Court has
28
stated that a defendant’s placing goods into the stream of commerce ‘with the expectation that they
12
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1 will be purchased by consumers in the forum State’ may indicate purposeful availment.” (citing
2 World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 298 (1980)). But it is well-established
3 that “[p]lacing a product into the stream of commerce—even if the defendant is aware that the
4 stream of commerce may or will sweep the product into the forum state—does not convert the mere
5 act of placing the product into the stream of commerce into an act of purposeful availment.” LNS
6 Enters., 22 F.4th at 859–60 (quotation marks omitted) (citing Holland Am. Line, 485 F.3d at 459).
7 “[S]omething more” is needed. LNS Enters., 22 F.4th at 860 (citing Asahi Metal Indus. Co. v.
8 Superior Ct., 480 U.S. 102, 111 (1987)).
9 The Cochrans argue that this prong is satisfied because the Predecessors, at some point
10 during the relevant five-year period, “manufactured, designed[,] and sold the AN/SPS-40 radar
11 system and sold that system to the United States Military.” Opp’n at 7. In response, Lockheed
12 Martin alleges that none of the activities related to the System—including design, manufacturing, or
13 quality control—took place in California. Id. at 6–7; Jimenez Decl. ¶¶ 18–26; see also Jimenez Decl.
14 ¶ 26 (“All the duties that Lockheed Electronics performed regarding the AN/SPS-40 radar system
15 manuals occurred at Lockheed Electronics’ facilities in New Jersey.”). The Cochrans proffer no
16 evidence explicitly refuting Lockheed Martin’s assertions. Instead, the Cochrans’ arguments hinge
17 on alleged gaps in Lockheed Martin’s allegations regarding the sale and shipment of AN/SPS 40
18 radars between 1967 and 1975. See Opp’n at 8 (citing Jimenez Decl. ¶¶ 20–26). Specifically, the
19 Cochrans state that the Jimenez Declaration has a “gaping factual void” in that Jimenez asserts that
20 he “has no information or knowledge that Lockheed Electronics ever shipping any AN/SPS-40 radar
21 system components . . . to any location in California” and has “the same lack of information or
22 knowledge regarding technical support or services regarding the radar systems in California.” Id.
23 The Opposition also highlights Lockheed Martin’s alleged knowledge that the relevant “radar
24 systems would be installed on navy ships ported at major U.S. naval ports in California.” Opp’n at 8.
25 The Court finds that the Cochrans have failed to show “something more.” As a threshold
26 matter, the Cochrans invert the burden on specific jurisdiction. It is the plaintiff’s burden on a Rule
27 12(b)(2) motion to dismiss to meet the first two prongs of the test. See Ayla, LLC v. Alya Skin Pty.
28 Ltd., 11 F.4th 972, 979 (9th Cir. 2021) (The “plaintiff bears the burden on the first two prongs, but
13
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1 once both are established, the defendant must come forward with a compelling case that the exercise
2 of jurisdiction would not be reasonable.” (quotation marks omitted)). Only after the plaintiff has met
3 her burden may the Court look to the sufficiency of the defendant’s evidence to determine whether
4 specific jurisdiction is proper. See Axiom Foods, 874 F.3d at 1068–69 (noting that if the plaintiff
5 establishes the first two prongs, “the burden then shifts to the defendant to present a compelling case
6 that the exercise of jurisdiction would not be reasonable.”); see also LNS Enters., 22 F.4th at 859
7 (same) (citing Axiom Foods, 874 F.3d at 1064). The Cochrans’ arguments regarding Lockheed
8 Martin’s failure to provide sufficient evidence are therefore improper and thus rejected by the Court.
9 As the Cochrans have failed to meet their burden, the Court finds that the Cochrans have
10 failed to establish that Lockheed Martin is subject to specific jurisdiction in California.
11
b. The facts do not indicate that either Lockheed Martin or the Predecessors
12 purposefully availed themselves of California.
Next, the Court finds that even if the Cochrans had not inverted their burden, the evidence
13
they have provided is insufficient. Lockheed Martin directs the Court to two recent cases relating to
14
the “something more” standard: Ford Motor Co. v. Montana Eighth Judicial Dist. Ct., 141 S. Ct.
15
1017 (2021), and LNS Enterprises LLC v. Continental Motors, Inc., 22 F.4th 852 (9th Cir. 2022).
16
Reply at 8.
17
In LNS Enterprises, the Ninth Circuit clarified the two poles of “something more”: at one end
18
sits World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286 (1980), where the non-resident
19
defendant was found to not be subject to specific jurisdiction because it was neither incorporated in
20
nor had its principal place of business in the forum state. LNS Enters., 22 F.4th at 860. The
21
defendant similarly “did not solicit business through salespersons or through advertising reasonably
22
calculated to reach the State” and where the corporate defendants “carried on no activity
23
whatsoever.” Id. At the other end is Ford Motor Co. v. Montana Eighth District, 141 S. Ct. 1017
24
(2021), where the defendant was subject to specific jurisdiction due, in part, to the defendant’s
25
“staggering number of contacts” with the forum state. LNS Enters., 22 F.4th at 860–61. The Ninth
26
Circuit also highlighted the facts of Asahi Metal Industry Co. v. Superior Court, 480 U.S. 102, 107
27
(1987), where the Supreme Court found that the defendant having “design[ed] the product for the
28
14
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1 market in the forum State, advertising in the forum State, establishing channels for providing regular
2 advice to customers in the forum State, or marketing the product through a distributor who has
3 agreed to serve as the sales agent in the forum State,” is sufficient evidence of “something more” for
4 the purposes of specific jurisdiction. LNS Enters., 22 F.4th at 861 (discussing Asahi Metal Indus.,
5 480 U.S. at 107).
6 The Court finds that the Cochrans’ allegations fall more in line with World-Wide
7 Volkswagen. While the Cochrans attempt to argue that the Predecessors’ presence in California and
8 general sale of the System are sufficient to establish specific jurisdiction, the Cochrans fail to
9 provide any allegations stating that Lockheed Martin solicited business in California, specifically
10 targeted California, or even had direct knowledge that the Radar System would be shipped to
11 California from 1967 to 1975. The facts indicate that Lockheed Martin’s predecessor, Lockheed
12 Electronics, fully conducted all business activities in New Jersey and “never maintained business
13 operations, activities, or facilities in the State of California,” Jimenez Decl. ¶¶ 11, 12. And while it
14 appears that Lockheed Martin may have derived monetary benefit from California, it is not apparent
15 that Lockheed Martin voluntarily sought out such a benefit.
16 The Ninth Circuit has found evidence of “voluntariness” where a nonresident corporation
17 sustained a multi-year business relationship which required that contract payments be made in
18 California, relevant inspections and associated certificates were issued in California, and the
19 corporation acknowledged its obligations to make payments in California. See Glob. Commodities
20 Trading Grp., 972 F.3d at 1108. There is no similar evidence here. All relevant contracts were made
21 with the Military, not with a California-based entity. Jimenez Decl. ¶¶ 14–16. Any and all System-
22 related advertising was “specifically directed to, and performed for, the United States Military for
23 the military’s use aboard Naval vessels only.” Id. ¶ 21. All activities associated with the “design,
24 development, manufacture, assembly, production, quality control testing, sale, and delivery” of the
25 System were performed in New Jersey. Id. ¶ 17. There are no allegations indicating that Lockheed
26 Martin or the Predecessors ever shipped the System or and components associated with the System
27 to California. Id. ¶ 20. In fact, Lockheed Aircraft—the only Lockheed Martin predecessor known to
28 have been domiciled in California—is alleged to have only dealt in the “manufacture[], assembl[y],
15
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1 and produc[tion] of aircraft at their California facilities,” not the shipboard radar systems like the
2 one at issue in this action. Jimenez Decl. ¶ 18 (emphasis added). The allegations imply that neither
3 Lockheed Martin, nor any of its predecessors, took part in directing the System to California and,
4 thus, have nothing more than an attenuated link to Cochran’s alleged asbestos exposure. C.f.
5 Nicastro, 564 U.S. at 877 (finding a British scrap metal manufacturer not subject to specific
6 jurisdiction in New Jersey because it “at no time . . . advertised in, sent goods to, or in any relevant
7 sense targeted the State.”).
8 However, at the October 6 Hearing, the Cochrans, citing no law, advanced a new theory: that
9 Lockheed Martin, through the Predecessors, purposefully directed its activities to California by
10 providing the Navy with updated System manuals, System replacement parts, and other hardware, all
11 of which were sent to California. Again, the Court does not find this argument availing. Not only is
12 the Court not required to consider arguments first raised at the hearing, see, e.g., Johnson v. Gruma
13 Corp., 614 F.3d 1062, 1069 (9th Cir. 2010) (deeming waived contentions raised for the first time at
14 oral argument), but the Cochrans’ argument does not establish purposeful direction. As already
15 discussed, purposeful direction requires that “defendants have voluntarily derived some benefit from
16 their interstate activities.” Glob. Commodities Trading Grp., 972 F.3d at 1107 (emphasis added).
17 This newly raised argument, like the arguments raised in the Opposition, does not establish that
18 Lockheed Martin voluntarily derived any benefit from California. Indeed, for an action to be
19 voluntary, it must have been done “by design or intention.” Voluntary, BLACK’S LAW DICTIONARY
20 (11th ed. 2019); see also Voluntary, MERRIAM-WEBSTER, https://www.merriam-
21 webster.com/dictionary/voluntariness (last accessed Oct. 11, 2022) (defining voluntary as
22 “proceeding from the will or from one’s own choice or consent”); id. (also defining voluntary as
23 “unconstrained by interference”). The Cochrans’ line of reasoning fails to show that Lockheed
24 Martin designed to or otherwise intended to target the California market. Following the Cochrans’
25 argument to its logical end, all that is shown is what Lockheed Martin established in its briefs and at
26 oral argument—that Lockheed Electronics entered a contract with the Military, provided the System
27 to the Military, the Military shipped the System to various Naval vessels throughout the United
28 States, and, when needed, Lockheed Electronics may have provided the Military with necessary
16
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1 repair parts and manuals which were then sent to various vessels. See, e.g., Jimenez Decl. ¶ 21. At
2 no point is it clear that Lockheed Martin, by and through the Predecessors, intended to avail itself of
3 the benefits of doing business in the California.
4 In sum, the only connection that Lockheed Martin, by and through the Radar System, has to
5 California is not due to Lockheed Martin’s individual or specific activities, but is instead a result of
6 the Predecessors’ interactions with the United States Military. Any California-derived benefit
7 appears fortuitous. See Glob. Commodities Trading Grp., 972 F.3d at 1107.
8 This prong of the specific jurisdiction test refers to both purposeful direction and purposeful
9 availment. Mavrix Photo, 647 F.3d at 1228. Accordingly, the Court need not repeat its analysis and
10 consider whether the Cochrans have adequately pleaded that Lockheed Martin purposefully directed
11 itself towards California.
12 As the Cochrans have failed to meet their burden under the first and second specific
13 jurisdiction prongs, the Court DECLINES to find Lockheed Martin subject to specific jurisdiction in
14 California.
15 3. The Cochrans’ request for jurisdictional discovery is denied.
16 The Cochrans request leave to conduct jurisdictional discovery if the Court declines to find
17 Lockheed Martin subject to personal jurisdiction. Opp’n at 9. At no point in their briefing do the
18 Cochrans explicitly state the additional information they seek to obtain regarding Lockheed Martin’s
19 contacts with California. At the October 6 Hearing, however, the Cochrans clarified the scope of
20 their proposed jurisdictional discovery, arguing that they seek information regarding Lockheed
21 Martin’s issuance of System maintenance materials, such as System technical manuals and spare and
22 replacement parts that may have been delivered to California. These materials, they argue, will shed
23 light on the extent of Lockheed Martin’s purposeful interactions with California. Lockheed Martin,
24 in response, argued that the Cochrans had ample opportunity to request such information during
25 discovery and failed to do so.
26 While the Ninth Circuit adopts a liberal standard with respect to the granting of jurisdictional
27 discovery, noting that it “should ordinarily be granted where pertinent facts bearing on the question
28 of jurisdiction are controverted or where a more satisfactory showing of the facts is necessary,” such
17
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1 permission is not unlimited. Butcher’s Union Local No. 498 v. SDC Inv., Inc., 788 F.2d 535, 540
2 (9th Cir. 1986) (internal quotation marks omitted) (citing Data Disc, Inc. v. Sys. Tech. Assocs., Inc.,
3 557 F.2d 1280, 1285 n.1 (9th Cir. 1977)). District courts generally only authorize jurisdictional
4 discovery when “pertinent facts bearing on the question of jurisdiction are controverted” or if “a
5 more satisfactory showing of the facts is necessary.” LNS Enters., 22 F.4th at 864. (quoting Laub v.
6 U.S. Dep’t of Interior, 342 F.3d 1080, 1093 (9th Cir. 2003)). A “hunch” that “discovery might yield
7 jurisdictionally relevant facts” is insufficient. Boschetto v. Hansing, 539 F.3d 1011, 1020 (9th Cir.
8 2008).
9 The Court finds jurisdictional discovery inappropriate. The arguments presented in the
10 Opposition do not specify what information the Cochrans seek to gain through jurisdictional
11 discovery or how any additional information may be helpful to the Court. See, e.g., id. (finding the
12 district court’s denial of jurisdictional discovery appropriate where the complaint failed to allege
13 how the sought after information would be helpful to the court’s jurisdictional analysis); Butcher’s
14 Union Local No. 498, 788 F.2d at 540 (similarly denying to grant jurisdictional discovery where the
15 plaintiffs “state only that they ‘believe’ discovery will enable them to demonstrate sufficient
16 California business contacts to establish the court’s personal jurisdiction.”). Instead, the Cochrans
17 only justify this request by stating that “the Jiminez [sic] declaration on which Lockheed Martin
18 relies in its request for dismissal is self-evidently lacking in personal knowledge and foundation, and
19 demonstrates a complete lack of evidentiary foundation for the instant motion.” Opp’n at 9.
20 As already discussed, it is the Cochrans’ initial burden to establish personal jurisdiction, not
21 that of Lockheed Martin. Further, the Cochrans’ request for jurisdictional discovery falls squarely
22 outside of what is deemed appropriate by the Ninth Circuit. Indeed, requests for jurisdictional
23 discovery must be denied “[w]here a plaintiff’s claim of personal jurisdiction appears to be both
24 attenuated and based on bare allegations in the face of specific denials made by the defendants.”
25 Pebble Beach Co. v. Caddy, 453 F.3d 1151, 1160 (9th Cir. 2006).
26
27 / / /
28 / / /
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1 Turning next to the additional arguments presented at the October 6 Hearing,7 as discussed
2 supra Section III.2.b, the Court does not find the Cochrans’ sought after evidence availing on a
3 12(b)(2) motion to dismiss. 8 But even if such evidence were convincing, the Court’s foregoing
4 analysis indicates that Lockheed Martin is not subject to specific jurisdiction in this forum. The
5 Ninth Circuit has held that “discovery should ordinarily be granted where pertinent facts bearing on
6 the question of jurisdiction are controverted or where a more satisfactory showing of the facts is
7 necessary.” Butcher’s Union Local No. 498, 788 F.2d at 540; see also Boschetto, 539 F.3d at 1020
8 (jurisdictional discovery is appropriate “where pertinent facts bearing on the question of jurisdiction
9 are controverted or where a more satisfactory showing of the facts is necessary.”); id. (holding that a
10 party moving for jurisdictional discovery must still indicate that it is proceeding on more than a
11 “hunch” that such discovery will yield relevant information.). This is not the case here. Applying
12 legal precedent to the present facts, it is clear that Lockheed Martin is not subject to personal
13 jurisdiction in this forum. See Laub, 342 F.3d at 1093 (“[A] refusal to grant discovery to establish
14 jurisdiction is not an abuse of discretion when it is clear that further discovery would not
15 demonstrate facts sufficient to constitute a basis for jurisdiction. . . .”) (quotation marks omitted).
16 Moreover, as Lockheed Martin pointed out at the October 6 Hearing, the information now
17 sought by the Cochrans could have been requested during general discovery. The Cochrans
18 conceded that they have yet to request information regarding technical manuals and spare and
19 replacement parts sent to by the Predecessors to California and request it for the first time at this
20 juncture. But such a request is not appropriate on jurisdictional discovery. For the Cochrans to delay
21 seeking discovery into this question until jurisdictional discovery—in the face of the fact that
22 Lockheed Electronics never directly sent the System to California—reduces the Cochrans’ request to
23 operating on a “hunch” rather than seeking a more satisfactory showing of information where there
24
25
7 The Court again reminds the parties that the Court is not required to consider arguments first raised at oral
26 argument. See, e.g., Johnson, 614 F.3d at 1069 (9th Cir. 2010) (deeming waived contentions raised for the
first time at oral argument).
27
8 Moreover, viewing the Opposition as a whole, it appears that the Cochrans will likely employ jurisdictional
28 discovery to “confirm the extent of [Lockheed Martin’s] sales, advertisements, and affiliations” in California.
LNS Enters., 22 F.4th at 864. Such a use, however, has been rejected by the Ninth Circuit. Id.
19
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1 are controverted facts. See LNS Enters., 22 F.4th at 864; Butcher’s Union Local No. 498, 788 F.2d at
2 540.
3 As such, the Cochrans’ request—based on Lockheed Martin’s attenuated connection to
4 California through its predecessors and founded on the allegedly “gaping factual void” in Lockheed
5 Martin’s supporting affidavits—is barred.
6 Accordingly, the Court DENIES the Cochrans’ request for jurisdictional discovery.
7 CONCLUSION
8 In light of the foregoing, the Court hereby GRANTS the Request for Judicial Notice. The
9 Court further GRANTS Lockheed Martin’s Motion to Dismiss. As this Motion proceeds on an
10 incurable jurisdictional defect, the Court finds amendment futile. See Brown v. Stored Value Cards,
11 Inc., 953 F.3d 567, 574 (9th Cir. 2020) (listing “futility” among reasons to deny leave to amend).
12 Accordingly, the Motion is GRANTED WITHOUT LEAVE TO AMEND.
13
14 IT IS SO ORDERED.
15
16 Dated: October 13, 2022 ___________________________________
17 MAAME EWUSI-MENSAH FRIMPONG
18 United States District Judge
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