United States District Court, M.D. Tennessee, Nashville Division
GLOBAL FORCE ENTERTAINMENT, INC. and JEFFREY JARRETT, Plaintiff,
ANTHEM SPORTS & ENTERTAINMENT CORP. and ANTHEM WRESTLING EXHIBITIONS, LLC, Defendants.
WAVERLY D. CRENSHAW, JR. CHIEF UNITED STATES DISTRICT JUDGE
lawsuit arose as a result of a failed merger between
wrestling entities. In one corner are Global Force
Entertainment, Inc. (“GFE”) and Jeffrey Jarrett,
who bring a number of federal and state law claims. In the
other, are Anthem Sports & Entertainment, Corp.
(“Anthem Sports”) and Anthem Wrestling
Exhibitions, LLC (“Anthem Wrestling”), who have
filed a Motion to Dismiss (Doc. No. 61) the majority of those
claims. Anthem Sports has also filed a Motion to Dismiss for
Lack of Personal Jurisdiction (Doc. No. 58). Both Motions
have been fully briefed by the parties (Doc. Nos. 59, 62, 70,
74, 75), and will be considered after a brief recitation of
the relevant facts as they are alleged in the Second Amended
Complaint (“SAC”) (Doc. No. 54).
a seventeen-time world wrestling champion, and World
Wrestling Entertainment hall-of-famer, is a Tennessee
resident. (SAC ¶ ¶ 15, 16). In 2014, he formed GFE
for the purpose of promoting wrestling events and creating
original wrestling programming for pay-per-view and
television markets. (Id. ¶ 17). GFE is the
owner of the “Global Force Wrestling”
(“GFW”) brand, and owns trademarks and associated
registrations for use in connection with “(1) posters
and photographs; (2) insulated containers for beverage cans
for domestic use; (3) clothing, including, but not limited
to, t-shirts, bandanas and hats; (4) streaming of audio and
video material on the Internet; and (5) entertainment
services, including, but not limited to, wrestling
exhibitions and performances by professional wrestlers and
entertainers.” (Id. ¶¶ 19, 20). GFE
also uses a logo with a distinctive green color for GFW on
its website and in interstate commerce. (Id. ¶
24, August 21, and October 23, 2015, in Las Vegas, Nevada,
GFE produced sixteen (16) hours of original wrestling
programming to market to television and pay-per-view markets.
The collective content was called “GFW Amped” and
featured completely original content developed and owned
solely by GFE, including appearances by Jarrett.
(Id. ¶¶ 22, 23, 29). Plaintiffs believe
each one-hour segment is worth $300, 000 or more, and
applications (with the requisite fees) were filed for federal
copyright registration for each of them. (Doc. No. 25, 26,
Sports was formed in 2010 when Leonard Asper acquired a
majority stake in the Fight Network. Fight Network is an
English language television channel that broadcasts
programming related to mixed martial arts, boxing, kickboxing
and professional wrestling throughout the world. It is
available digitally through streaming services such as Apple
TV, Roku, computers, and tablets. (Id. ¶¶
October 2016, Anthem Sports approached Plaintiff about
merging with GFE in exchange for membership and equity shares
in Anthem Sports. The discussions also concerned hiring
Jarrett as Chief Creative Officer for the wrestling portion
of Anthem Sports. In conjunction with the merger and
employment discussions, GFE and Anthem Sports entered into a
Mutual Non-Disclosure Agreement (“NDA”) on
December 9, 2016. (Doc. No. 17). Several months later, on
December 23, 2016, Anthem Sports formed Anthem Wrestling.
(Doc. No. 54, SAC ¶ 37).
January 2017, Anthem Wrestling retained Jarrett as a
consultant. (Id. ¶ 41). Around this same time,
Jarrett provided Defendants with the only set of masters for
the sixteen, one-hour episodes of GFW Amped. (Id.
¶ 42). Several months later, in May 2017, Jarett and
Anthem Wrestling executed a term sheet in relation to both
Jarrett's employment as Chief Creative Officer of Anthem
Wrestling and the merger. Among other things, the term sheet
made clear that GFE owned all of the GFW Amped content.
anticipation of a “Slammiversary” pay-per-view
event in June 2017, Anthem Wrestling issued a press release
announcing the acquisition of GFE, and indicating that
Jarrett would be joining Anthem Wrestling as an equity owner
and member of its board of managers. (Id. ¶
46). However, Anthem and GFE never completed the merger
contemplated by the term sheet, and Jarett's employment
with Anthem Wrestling was terminated in October 2017.
(Id. ¶¶ 47, 51).
the failed merger, “Defendants reproduced, distributed,
publicly displayed, offered for sale, and sold the GFW Amped
content without providing any compensation or royalties to
GFE or Mr. Jarrett.” (Id. ¶ 52). This
began with Defendants promoting the GFW Amped content as a
four-part pay-per-view program on July 19, 2017, and
continued with the airing of that content on the Fight
Network website. Thereafter, Defendants aired “GFW
Amped Anthology” in four parts between August and
December 2017 as part of their “One Night Only
Series.” Anthem Wrestling continues to sell DVD copies
of the GFW Amped content on its website, and through other
online retail outlets. (Id. ¶¶ 56-59, 60).
Additionally, Defendants launched a new subscription
streaming service known as Global Wrestling Network
(“GWN”) that features archived content from other
predecessor wrestling entities run by Jarrett. GWN also uses
a similar logo with “a green color identical or nearly
identical to the green color in GFE's logo.”
(Id. ¶¶ 61-68).
point, Defendants destroyed the only masters of the GFW Amped
series that Jarrett had provided to them. This meant that
Plaintiffs could not complete the trademark registration
process. (Id. ¶¶ 27, 72).
upon the foregoing events, Plaintiffs sue Defendants for (1)
copyright infringement under the Copyright Act; (2)
violations of the Tennessee Personal Rights Protection Act;
(3) trademark infringement, unfair competition, and false
designation of origin under the Lanham Act; (4) unfair
competition under Tennessee law; (5) violations of the
Tennessee Consumer Protection Act; and (6) tortious
interference under Tennessee law.
Motion to Dismiss for Lack of Personal Jurisdiction by
“The Due Process Clause of the Fourteenth Amendment
constrains a State's authority to bind a nonresident
defendant to a judgment of its courts,' Walden v.
Fiore, 577 U.S. 277, 283 (2014), and, thus, in order for
this Court to have personal jurisdiction over Anthem Sports,
Plaintiffs must show that Anthem Sports (as opposed to Anthem
Wrestling) has (or had) sufficient minimum contacts with
Tennessee such that “the maintenance of the suit does
not offend ‘traditional notions of fair play and
substantial justice, '” International Shoe Co.
v. Washington, 326 U.S. 310, 316 (1945). Minimum
contacts exist where a defendant purposefully avails itself
of the privilege of conducting activities within the forum
state. Burger King Corp. v. Rudzewicz, 471 U.S. 462,
jurisdiction maybe found either generally or
specifically.” Miller v. AXA Winterthur Ins.
Co., 694 F.3d 675, 678 (6th Cir. 2012) (quoting Air
Prods. & Controls, Inc. v. Safetech Int'1, Inc.,
503 F.3d 544, 549-50 (6th Cir. 2007)). “General
jurisdiction depends on continuous and systematic contact
with the forum state, so that the courts may exercise
jurisdiction over any claims a plaintiff may bring against
the defendant.” Id. at 678-9 (citing Kerry
Steel, Inc. v. Paragon Indus., Inc., 106 F.3d 147, 149
(6th Cir. 1997)). “Specific jurisdiction, on the other
hand, grants jurisdiction only to the extent that a claim
arises out of or relates to a defendant's contacts in the
forum state.” Id. Although Plaintiffs assert
that both types of personal jurisdiction exist over Anthem
Sports, they have established the existence of
Goodyear Dunlop Tires Operations, S.A. v. Brown, 546
U.S. 915, 919 (2011), the Supreme Court held that a court may
assert general jurisdiction over corporations “when
their affiliations with the State are so ‘continuous
and systematic' as to render them essentially at home in
the forum State.” Thus, “[f]or an individual, the
paradigm forum for the exercise of general jurisdiction is
the individual's domicile; for a corporation, it is an
equivalent place, one in which the corporation is fairly
regarded as at home.” Id. at 924. “With
respect to a corporation, the place of incorporation and
principal place of business are ‘[p]aradigm . . . bases
for general jurisdiction,' and have the virtue of being
unique that is, each ordinarily indicates only one place-as
well as easily ascertainable.' Daimler AG v.
Bauman, 134 S.Ct. 746, 759 (2014) (citation omitted).
“These bases afford plaintiffs recourse to at least one
clear and certain forum in which a corporate defendant may be
sued on any and all claims.” Id.
and Daimler “wrought [a] sea change” in
the law of general jurisdiction because the
“continuous-and-systematic standard” that had
prevailed “for decades” is no longer the
standard. BNSF Ry. Co. v. Tyrrell, 137 S.Ct. 1549,
1561 n.1 (2017) (Sotomayor, J., concurring in part and
dissenting in part). Even though “Goodyear did
not hold that a corporation may be subject to general
jurisdiction only in a forum where it is incorporated or has
its principal place of business, . . . it is fair to say
[Goodyear and Daimler] raised the bar for
this type of jurisdiction.” Kipp v. Ski Enter.
Corp. of Wisc, Inc., 783 F.3d 695, 698 (7th Cir. 2015)
(citation omitted). As a consequence, “[a]ny additional
candidates [beyond the principal place of business or state
of incorporation] would have to meet the stringent criteria
laid out in Goodyear and Daimler, which
require more than the ‘substantial, continuous, and
systematic course of business' that was once thought to
suffice.” Id.; see Brown v. Lockheed
Martin Corp., 814 F.3d 619, 626 (2d Cir. 2016)
(concluding that, although plaintiff's arguments
regarding general jurisdiction “might have sufficed
under the more forgiving standard that prevailed in the past,
[plaintiff's] contacts fail to clear the high bar set by
Daimler to a state's exercise of general
jurisdiction over a foreign corporation”);
Patterson v. Aker Sols. Inc., 826 F.3d 231, 237 (5th
Cir. 2016) (citing Goodyear and Daimler for
the proposition that “[s]cholars have viewed the
Court's recent personal jurisdiction decisions as part of
an access-restrictive trend”).
the substantial narrowing of general jurisdiction by the
Supreme Court, Plaintiffs raise three grounds for that type
of jurisdiction in this case. None are persuasive.
Plaintiffs argue that “Anthem Sports reportedly
maintains an office and studio in Nashville.” (Doc. No.
67 at 4). The use of the word “reportedly” is
telling because the only “evidence” to support
this argument is a copy of a screen-shot from a press release
posted on the Internet that states: “Anthem Sports
& Entertainment Corp. is a global sports and
entertainment media company with offices and studios in New
York, Toronto, Los Angeles and Nashville.” (Doc. No.
31-1 at 2). Even if it could be assumed from this that Anthem
Sports has an office in all of those places, it does not
follow that there would be general jurisdiction in each.
See e.g., Daimler, 571 U.S. at 158
(Sotomayor, J., concurring) (“[T]he majority holds
today that Daimler is not subject to general jurisdiction in
California despite its multiple offices, continuous
operations, and billions of dollars' worth of sales
there.”); In re Packaged Seafood Prods. Antitrust
Litig., 338 F.Supp.3d 1118, 1141 (S.D. Cal. 2018)
(“[T]he presence of offices in the forum state does
not, by itself, render a defendant subject to general
jurisdiction.”); Bauer v. Nortek Glob. HVAC
LLC, No. 3:14-CV-1940, 2016 WL 5724232, at *6 (M.D.
Tenn. Sept. 30, 2016) (finding that company was “not at
home in Tennessee” for purposes of general
jurisdiction, even though it had a distribution and
manufacturing facility in the state); Estate of Thompson
ex rel. Thompson v. Mission Essential Pers., LLC, No.
1:11CV547, 2013 WL 6058308, at *7 (M.D. N.C. Nov. 14, 2013)
(finding that fact that defendant advertised having a
“major office” was not sufficient to establish
general jurisdiction in that state). Besides, Defendants have
submitted the Declaration of Ed Nordholm, the Executive Vice
President of Anthem Sports, in which he avers that Anthem
Sports (1) is incorporated under the laws of the Province of
Ontario, Canada, with its primary place of business there;
(2) has no business operations of its own, but instead is the
parent holding company for various operating companies and
brands; and (3) has not appointed an agent for service of
process in Tennessee, has no employees in this state, does
not own or lease property in Tennessee, and has not conducted
business or marketed goods or services to resident of
Tennessee. (Doc. No. 60 Nordholm Decl. ¶¶ 2-4, 11).
Nordholm also avers that Anthem Wrestling, in contrast, (1)
is a Delaware corporation with an office on Dickerson Pike in
Nashville; (2) has approximately 15 employees and contractors
that carry out its day-to-day operations; and (3) was formed
to acquire the assets an entity called TNA Entertainment, LLC
after a foreclosure of loans (Id. ¶¶ 7-8).
Plaintiffs have provided no evidence to dispute these
allegations, even though they could have moved for
jurisdictional discovery. See MAG IAS Holdings, Inc. v.
Schmuckle, 854 F.3d 894, 899 (6th Cir. 2017) (stating
that, in deciding a motion to dismiss for lack of personal
jurisdiction, a district court may, among other things
“permit discovery in aid of deciding the
motion”); Telos Holdings, Inc. v. X5 Grp. AB,
No. CIV. 3:08-0079, 2008 WL 1330184, at *1 (M.D. Tenn. Apr.
10, 2008) (lifting stay and granting plaintiff's motion
to conduct jurisdictional discovery).
Plaintiffs point to Anthem Sports' presence on the
Internet and its website's accessibility by Tennessee
residents as a basis for general jurisdiction. This, too,
Sixth Circuit has held that the operation of “a website
that is accessible to anyone over the Internet is
insufficient to justify general jurisdiction, ” even
where the website enables the defendant to do business with
residents of the forum state, because such activity does not
“approximate[ ] physical presence within the
state's borders.” Bird v. Parsons, 289
F.3d 865, 874 (6th Cir. 2002). It has also observed, however,
the operation of a website may justify specific jurisdiction,
if it satisfies the three factors set forth in Southern
Machine [Company, v. Mohasco Industries, Inc., 401 F.2d
374, 381 (6th Cir.1968)], namely, if the operation of the
website constitutes purposeful availment, is the basis of the
cause of action against the defendant, and jurisdiction over
the defendant is reasonable. There is strand of law which
holds that whether a court can assert specific personal
jurisdiction over a website owner depends on how interactive
the website is with the people in the forum state. There is