United States District Court, S.D. Indiana, Indianapolis Division
OPINION AND ORDER
L. Miller, Jr., United States District Court Judge
Holdings, Inc. sued Mobileye B.V., claiming patent
infringement. Mobileye B.V. moved to dismiss the suit
pursuant to Federal Rules of Civil Procedure 12(b)(2) for
lack of personal jurisdiction and 12(b)(3) for lack of proper
venue. [Doc. No. 22]. For the following reasons, the court
grants the motion in part and denies it in part.
the complaint raises patent infringement claims, case law of
the Federal Circuit Court of Appeals applies to the
jurisdictional issues in Mobileye B.V.'s motion to
dismiss. New World Int'l, Inc. v. Ford Glob. Techs.,
LLC, 859 F.3d 1032, 1037 (Fed. Cir. 2017). The court is
ruling based on the affidavits and written evidence presented
by the parties and without an evidentiary hearing, so Kitt
Holdings “need only to make a prima facie showing that
defendants are subject to personal jurisdiction.”
M-I Drilling Fluids UK Ltd. v. Dynamic Air Ltda.,
890 F.3d 995, 999 (Fed. Cir. 2018) (quoting Elecs. for
Imaging, Inc. v. Coyle, 340 F.3d 1344, 1349 (Fed. Cir.
2003)). The court “accept[s] the uncontroverted
allegations in the plaintiff's complaint as true and
resolve[s] any factual conflicts in the affidavits [and
exhibits] in the plaintiff's favor.” Id.
(quoting Elecs. for Imaging, Inc. v. Coyle, 340 F.3d
court's] determination of whether a defendant is subject
to specific personal jurisdiction in the forum state involves
two inquiries: first, whether the forum state's long-arm
statute permits service of process and, second, whether the
assertion of jurisdiction is consistent with due
process.” Celgard, LLC v. SK Innovation Co.,
792 F.3d 1373, 1377 (Fed. Cir. 2015). Indiana's long-arm
statute extends personal jurisdiction to the outer limits of
the Due Process Clause, so if Indiana is the relevant forum,
the two inquires merge. Ind. Trial Rule 4.4(A);
LinkAmerica Corp. v. Cox, 857 N.E.2d 961, 967 (Ind.
parties proceed on the assumption that Indiana is the
relevant forum for personal jurisdiction and don't
address the application of Fed. R. Civ. Proc. 4(k)(2).
“Rule 4(k)(2) allows ‘a court to exercise
personal jurisdiction over a defendant if (1) the
plaintiff's claim arises under federal law, (2) the
defendant is not subject to jurisdiction in any state's
courts of general jurisdiction, and (3) the exercise of
jurisdiction comports with due process.' ” M-I
Drilling Fluids UK Ltd. v. Dynamic Air Ltda., 890 F.3d
at 999 (quoting Synthes (U.S.A.) v. G.M. Dos Reis Jr.
Ind. Com de Equip. Medico, 563 F.3d 1285, 1293-1294
(Fed. Cir. 2009)). The due process analysis under Rule
4(k)(2) “contemplates a defendant's contacts with
the entire United States, as opposed to the state in which
the district court sits.” Id. (quoting
Synthes (U.S.A.) v. G.M. Dos Reis Jr. Ind. Com de Equip.
Medico, 563 F.3d at 1295). If, as in our case, the
“defendant contends that he cannot be sued in the forum
state and [doesn't] identify any other where suit is
possible, then the federal court is entitled to use Rule
4(k)(2).” Merial Ltd. v. Cipla Ltd., 681 F.3d
1283, 1293-1294 (Fed. Cir. 2012). If Mobileye B.V.'s
contacts with the United States as a whole are insufficient
to allow this court to exercise personal jurisdiction over
it, its contacts with Indiana are also necessarily
insufficient for the exercise of personal jurisdiction, so
the court will proceed under the Rule 4(k)(2) analysis.
are two types of personal jurisdiction: general and specific.
Bristol-Myers Squibb Co. v. Superior Court of California,
San Francisco Cty., 137 S.Ct. 1773, 1780 (2017).
“[O]nly a limited set of affiliations with a forum will
render a defendant amenable to [general] jurisdiction
there.” Daimler AG v. Bauman, 134 S.Ct. 746,
For 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. With respect to a
corporation, the place of incorporation and principal place
of business are paradigm bases for general jurisdiction.
Id. (citations and alterations omitted). Kitt
Holdings doesn't argue that Mobileye B.V. is subject to
general personal jurisdiction and the undisputed evidence
shows that Mobileye B.V. is a Dutch corporation with its
principal place of business in Israel, so this court
doesn't have general personal jurisdiction over it.
court can exercise specific jurisdiction over Mobileye B.V.
only if: “(1) [Mobileye B.V] purposefully directed its
activities at residents of the forum; (2) the claim arises
out of or relates to [Mobileye B.V's] activities with the
forum; and (3) assertion of personal jurisdiction is
reasonable and fair.” M-I Drilling Fluids UK Ltd.
v. Dynamic Air Ltda., 890 F.3d at 1000 (citing
Synthes (U.S.A.) v. G.M. Dos Reis Jr. Ind. Com de Equip.
Medico, 563 F.3d at 1297).
B.V. argues that it isn't subject to specific personal
jurisdiction and, in support, filed an affidavit by Ofer
Maharshak, its Chief Financial Officer, in which he declares
that Mobileye B.V. doesn't own any intellectual property;
doesn't manufacture, sell, distribute, or ship any
products to the United States; and has never made or
manufactured the accused products. [Doc. No. 23]. In
response, Kitt Holdings contends that the court can exercise
specific jurisdiction over Mobileye B.V. under the stream of
commerce theory because, according to Kitt Holdings, Mobileye
B.V. intended to serve a U.S. market and Indiana, that intent
resulted in the introduction of a product into that market,
and Kitt Holdings' cause of action results from injuries
caused by that product.
Holdings suggests evidence it submitted contradicts Mr.
Maharshak's declaration, pointing to a Mobileye B.V. 20-F
Securities and Exchange Commission filing that says
“we” own considerable intellectual property and
“our products were installed in approximately 9.7
million vehicles worldwide through December 31, 2015”;
a Mobileye B.V. 6-K form filed with the Securities and
Exchange Commission describing “Mobileye's products
[that] are or will be integrated into car models from more
than 25 global automakers”; and a Mobileye website it
claims lists at least two retailers in Indiana.
B.V. aruges that Kitt Holdings improperly conflates Mobileye
B.V. with its subsidiaries and partners and that its
evidence, when viewed in whole, doesn't contradict Mr.
Maharshak's affidavit. The court agrees. Other parts of
the 20-F filing expressly state that Mobileye B.V. is a
holding company and that Mobileye Vision Technologies, not
Mobileye B.V., owns all Mobileye intellectual property. While
Kitt Holdings highlights an portion of the 20-F filing that
says “we” own considerable intellectual property
and “our products were installed in approximately 9.7
million vehicles worldwide through December 31, 2015, ”
page three of the filing, also omitted by Kitt Holdings,
clarifies that references to “Mobileye, ”
“we, ” and “our” “refer to
Mobileye [B].V. together with its subsidiaries.” The
portion of the 6-K form cited by Kitt Holdings appears to be
an accurate statement of activities of the Mobileye companies
generally and its references to Mobileye generally, not
Mobileye B.V. specifically, don't contradict Mr.
Maharshak's declaration or the 20-F filing. Kitt Holdings
doesn't provide any evidence to suggest that Mobileye
B.V., rather than another Mobileye company, owns and operates
the mobileye.com website.
extent Kitt Holdings seeks to impute the activities of
Mobileye B.V.'s subsidiaries to Mobileye B.V., it is
unavailing. Kitt Holdings cites no evidence that Mobileye
B.V. exerts control over its subsidiaries or that corporate
formalities were disregarded. See Nuance Commc'ns,
Inc. v. Abbyy Software House, 626 F.3d 1222, 1235 (Fed.
Cir. 2010). See also Cent. States Pension Fund
v. Reimer Express World Corp., 230 F.3d 934, 943
(7th Cir. 2000) (“personal jurisdiction cannot be
premised on corporate affiliation . . . alone where corporate
formalities are substantially observed and the parent does
not exercise an unusually high degree of control over the
Holdings carries the burden of making a prima facie case that
this court has personal jurisdiction over Mobileye B.V.,
see M-I Drilling Fluids UK Ltd. v. Dynamic Air
Ltda., 890 F.3d at 999, but it hasn't pointed to
evidence showing that Mobileye B.V., as opposed to its
subsidiaries, has the minimum contacts ...