Bi-Rite Oil Co. v. Indiana Farm Bureau Cooperative Ass'n
Opinion of the Court
Plaintiff Bi-Rite Oil Company (“Bi-Rite”) operates seven gasoline service stations in various Indiana cities. Defendant Indiana Farm Bureau Cooperative Association, Inc. (“Farm Bureau”) is owned by a number of cooperatives including defendants Decatur County Farm Bureau Cooperative Association (“Decatur”) and Noble-Whitley Farm Bureau Cooperative Association (“Noble-Whitley”).
Farm Bureau owns and operates a petroleum refinery in Mt. Vernon, Indiana. In 1983, the last year Farm Bureau and Bi-Rite did business together, Farm Bureau’s refinery produced 21,600 barrels per day compared to the total refinery capacity in Indiana of 466,000 barrels per day. The principal purpose of the Farm Bureau re
According to the final complaint Bi-Rite was cut off by Farm Bureau because it was a price-cutter not willing to maintain the higher consumer prices charged by Decatur and Noble-Whitley. Bi-Rite alleged that those defendants were in a conspiracy with Farm Bureau to stabilize the retail price of gasoline in violation of Section 1 of the Sherman Act and equivalent Indiana law provisions. Bi-Rite also alleged that the defendants had conspired to monopolize the pertinent market in violation of Section 2 of the Sherman Act and similar Indiana Code sections. Finally, Bi-Rite alleged that the defendants conspired to compel it to cease doing business in violation of Indiana Code Section 24-1-4-1.
The district judge handed down a well-reasoned 13-page opinion in July 1989, holding that defendants were entitled to summary judgment. 720 F.Supp. 1363 (S.D.Ind. 1989). We affirm because any vertical price restraint here was not per se illegal or in any event unreasonable under Section 1 of the Sherman Act and because no violation of other statutory provisions was shown.
Price-Fixing
Apart from a narrow band of price-fixing conduct which has been held to be per se illegal, in order to establish liability under Section 1 of the Sherman Act a plaintiff must demonstrate that the defendants conspired to achieve an unlawful objective and that the resulting restraint of trade was unreasonable. 15 U.S.C. § 1; Monsanto Co. v. Spray-Rite Service Corp., 465 U.S. 752, 764, 104 S.Ct. 1464, 1470-71, 79 L.Ed.2d 775; Business Electronics v. Sharp Electronics, 485 U.S. 717, 723, 108 S.Ct. 1515, 1519, 99 L.Ed.2d 808. As to the first of these elements, Bi-Rite conceded that Farm Bureau decided to terminate its relationship with Bi-Rite because of the unpaid $632,000 debt and not because of a conspiracy among the defendants. Nevertheless, Judge Barker held that the plaintiff’s allegations that Decatur and Noble-Whitley had complained to Farm Bureau about Bi-Rite’s retail prices coupled with various other allegations raised sufficient evidence of concerted activity to withstand a motion for summary judgment on this element.
The plaintiff contends on appeal that it should not be required to demonstrate the unreasonableness of the defendants’ actions since the defendants allegedly engaged in a vertical price restraint that is per se illegal under Section 1 of the Sherman Act. This theory was recently rejected in Business Electronics, where it was alleged that Sharp Electronics and its
While Bi-Rite acknowledges that Farm Bureau did not suggest retail prices to its members, it contends that an attempt to stabilize prices violates Section 1 of the Sherman Act, and it relies on four arguments to show that Farm Bureau and its-members agreed to stabilize prices. Each of these arguments was correctly rejected below. First, the district court found that a July 1982 telephone conversation between a representative of Farm Bureau and a representative of Bi-Rite failed to “show that [Farm Bureau] demanded that Bi-Rite charge a certain price or that [Farm Bureau] even suggested a certain price to Bi-Rite and it certainly does not reflect any agreement between [Farm Bureau] and the other defendants.” 720 F.Supp. at 1374. Second, it found that member cooperatives’ complaints to Farm Bureau about Bi-Rite’s prices were “not indicative of an * * * agreement to set prices.” Id. Third, the court rejected Bi-Rite’s attempt to distinguish Business Electronics. Bi-Rite argued that the Court in Business Electronics was concerned to protect the ability of dealers to terminate retailers who were expected to provide services to customers but who chose to “freeride” on the services of the dealers’ other retailers- to support their price cuts. Business Electronics, 485 U.S. at 728, 108 S.Ct. at 1521-22. Since Farm Bureau did not require any of its members to provide services to customers, Bi-Rite argued, the concern that led the Court to reject per se illegality in Business Electronics was absent. The district judge correctly noted that many legitimate factors may lead to a decision to terminate a price-cutter. 720 F.Supp. at 1374. Thus the absence of a potential free-rider problem in this case is not determinative. Finally, the court found that there was insufficient evidence to support Bi-Rite’s assertion that the defendants engaged in resale price maintenance. Id. at 1374-75.
Having rejected Bi-Rite’s contention that the defendants’ actions were per se illegal, Judge Barker applied a rule of reason analysis to determine whether the defendants’ actions imposed an unreasonable restraint on competition. Under that analysis the plaintiff must show that the challenged restraint has an adverse impact on competition in the relevant market. Monsanto, 465 U.S. at 762, 104 S.Ct. at 1470. Bi-Rite has made no effort to-satisfy the rule of reason, relying entirely on its per se argument. All parties agree that the relevant product market consists of petroleum products sold at the retail service station level. While Bi-Rite alleges that the geographic market is essentially local, the defendants have defined the geographic market as the petroleum product market of Indiana. Because of its all or
Monopo lization
In addition to the Sherman Act Section 1 charge, Bi-Rite has claimed that the defendants conspired to monopolize the sales of gasoline in the area in question in violation of Section 2 of the Sherman Act and the Indiana Code.
As the court below held, there was no evidence of defendants’ intent to monopolize, nor was there evidence that the defendants' activities had a substantial effect on commerce. Bi-Rite simply failed to show that “the defendants conduct was without legitimate business justification.” 720 F.Supp. at 1378. Because the evidence did not permit an inference of an intent to monopolize, summary judgment for the defendants under Section 2 of the Sherman Act and the corresponding portion of the Indiana Code was appropriate.
Conspiracy to Close Down Bi-Rite
In addition to the federal and state antitrust law claims discussed above, Bi-Rite also asserted that the defendants conspired to compel it to cease business in violation of Indiana Code 24-1-4-1. We agree with the district court that there was no evidence that the defendants conspired to compel Bi-Rite to go out of business. Indeed after Farm Bureau terminated Bi-Rite as a customer for non-payment of debt, Bi-Rite recommenced business with its former suppliers. There has been no showing that the defendants caused Bi-Rite to file for bankruptcy. As with the other alleged statutory violations, summary judgment for the defendants was warranted on this charge.
Judgment affirmed.
. The propriety of that holding is not before us and we express no opinion on it.
. World of Sleep, Inc. v. La-Z-Boy Chair Co., 756 F.2d 1467 (10th Cir. 1985), certiorari denied, 474 U.S. 823, 106 S.Ct. 77, 88 L.Ed.2d 63, on which Bi-Rite heavily relies (Br. 28, 29, 31, 32; Reply Br. 10, 11, 12) antedated Business Electronics and is no longer followed in the Tenth Circuit in cases involving refusal to deal with a distributor. See Westman Commission Co. v. Hobart International, Inc., 796 F.2d 1216, 1223-24 (10th Cir. 1986), certiorari denied, 486 U.S. 1005, 108 S.Ct. 1728, 100 L.Ed.2d 192, which adopted the rule later followed in Business Electronics.
. Plaintiff has abandoned its charge that defendants attempted to monopolize the relevant market.
Reference
- Full Case Name
- BI-RITE OIL COMPANY, INC. v. INDIANA FARM BUREAU COOPERATIVE ASSOCIATION, INC., Decatur County Farm Bureau Cooperative Association, Inc., Noble-Whitley Farm Bureau Cooperative Association, Inc.
- Cited By
- 4 cases
- Status
- Published