Moller v. Martian Sales, Inc., et al

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF LOUISIANA
KATHLEEN MOLLER 	CIVIL ACTION
VERSUS 	NO. 24-228
c/w 24-781
MARTIAN SALES, INC., ET AL. 	SECTION: D (2)
ORDER AND REASONS
Before the Court is a Motion to Dismiss, filed by JOpen, LLC (“JOpen”) and
LP IND., LLC; CAG Holdings, LLC; RMH Holdings, LLC; Martian Sales, Inc.;
Johnson Foods, LLC; Nuza, LLC; Calibre Manufacturing, LLC; FMK Group, Inc.;
PNW Holdings, LLC; CC US Holdings, LLC; Peyton Palaio; Mark Jennings; David
Gabbay; and Mark Reilly (“Jurisdictional Defendants”).1 Plaintiff Kathleen Moller
(“Moller”) Opposes the Motion.2 JOpen and Jurisdictional Defendants have filed a
Reply.3
Also before the Court is Plaintiff’s Motion for Partial Summary Judgment –
Determination of Piercing the Veil, Single Business Enterprise, and Alter Ego for
Jurisdictional Purposes.4 JOpen and Jurisdictional Defendants Oppose the Motion.5
With leave of Court,6 Plaintiff filed a Supplemental Memorandum in support of her
1 R. Doc. 122.
2 R. Doc. 130.
3 R. Doc. 148.
4 R. Doc. 132.
5 R. Doc. 143. Plaintiff did not file a Reply in support of her Motion for Partial Summary Judgment.
6 R. Doc. 215.
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Motion for Partial Summary Judgment,7 and JOpen and Jurisdictional Defendants
filed a Response to Plaintiff’s Supplemental Memorandum.8
After careful consideration of the parties’ memoranda, the record, and the
applicable law, the Court GRANTS IN PART and DENIES IN PART JOpen and
Jurisdictional Defendants’ Motion to Dismiss9 and DENIES AS MOOT Plaintiff’s
Motion for Partial Summary Judgment.10
I. 	FACTUAL AND PROCEDURAL BACKGROUND
The 	Court 	has 	set 	forth 	a 	comprehensive 	recitation 	of 	the 	factual 	and
procedural background in a previous Order and Reasons.11 The Court, therefore,
provides the factual and procedural background solely as pertinent to the instant
Motion.
This is an action for the wrongful death of Plaintiff’s daughter, Harmony
Moller, who died on February 6, 2023 allegedly resulting from the ingestion of kratom
marketed, manufactured, and distributed by JOpen and Jurisdictional Defendants
(“OPMS Kratom”).12 	On January 24, 2024, Plaintiff, Kathleen Moller, filed a
Complaint in this Court against Martian Sales, Inc., JOpen, LLC, Johnson Foods,
7 R. Doc. 226.
8 R. Doc. 229.
9 R. Doc. 122.
10 R. Doc. 132.
11 See R. Doc. 184.
12 R. Doc. 100. According to Plaintiff, “Kratom is the name given to botanical products derived from
the leaves of the Mitragyna Speciosa tree, which grows in Southeast Asia.” 	R. Doc. 100 at ¶ 34.
Plaintiff alleges that “Kratom contains dozens of psychoactive compounds or alkaloids,” and that,
“[t]he two most-studied alkaloids are mitragynine and 7-hydroxymitragynine. These two alkaloids
bind to the same opioid brain receptors as morphine. 	Like opiates, these compounds can lead to
analgesia (release of pain), euphoria, and sedation.” Id. at ¶ 36. Plaintiff further alleges that “[b]oth
of these alkaloids were found in the whole blood extracted from the decedent on February 7, 2023, and
reported in the decedent’s autopsy report.” Id.
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LLC, LP IND, LLC, CAG Holdings, LLC, RMH Holdings, LLC, and Olistica Life
Sciences Group.13
Moller 	filed 	a 	Third 	Amendment 	Complaint 	on 	March 	24, 	2025 	(the
“Complaint”), adding nine Jurisdictional Defendants, including Nuza, LLC,14 Calibre
Manufacturing, LLC,15 FMK Group, Inc.,16 PNW Holdings, LLC,17 CC US Holdings,
LLC,18 	Peyton 	Palaio,19 	Mark 	Jennings,20 	Mark 	Reilly,21 	and
13 R. Doc. 1.
14 “Defendant NUZA is a Wyoming limited liability company with citizenship in Wyoming. Its principal
place of business in Wyoming. The State of Wyoming does not require limited liability companies
incorporated within Wyoming to identify its members. Upon information and belief, Peyton Shea
Palaio is the only known member of NUZA.” R. Doc. 100 at p. 3, ¶ 7.
15 “Defendant CALIBRE is a Wyoming limited liability company with its principal place of business in
Wyoming. The State of Wyoming does not require limited liability companies incorporated within
Wyoming to identify its members. Upon information and belief, Peyton Shea Palaio is the only known
member of CALIBRE.” R. Doc. 100 at p. 3, ¶ 9.
16 “Made Defendant herein, Defendant FMK GROUP, INC. (‘FMK’) was and is a Wyoming corporation
with its principal place of business in Wyoming . . . FMK owned or co-owns a trademark associated to
the Olistica brand, which is a surrogate for the OPMS kratom brand. FMK is one of the many alter
egos and shell companies involved in OPMS kratom.” R. Doc. 100 at p. 5, ¶ 16.
17 “Made Defendant herein, Defendant PNW Holdings, LLC (d/b/a Cascade Naturals) (‘PNW’) was and
is a Wyoming limited liability company with its principal place of business in Wyoming. PNW own or
co-owns a trademark associated to the Olistica brand, which is a surrogate for the OPMS kratom
brand. PNW is one of the many alter egos and shell companies involved in OPMS kratom.” R. Doc. 100
at p. 6, ¶ 17.
18 “Made Defendant herein, Defendant CC US Holdings, LLC (also doing business as Centralized
Services; Olistica; Olistica Group; Liv Group, Inc.; Della Terra Pharmaceuticals; NP Pharma Holdings,
LLC; 	O.P.M.S.; 	Precision 	Biologics; 	NP 	Biotech; 	Canopy 	Corporation; 	Innovo 	Activas; 	and
Evolutionary Organics) (‘CC US’) was and is a Wyoming limited liability company with its principal
place of business in Wyoming. CC US manages all administrative services including accounting and
payment of employees for various named entities and individuals.” R. Doc. 100 at p. 6, ¶ 19.
19 “Made Defendant herein, Peyton Shea Palaio (‘Palaio’) is an individual who is associated with
multiple entities involved in the kratom business . . . Palaio is also the ringleader and mastermind
behind several Defendant entities, including MARTIAN SALES.; LP; FMK; PNW; and CC US. Palaio
is heavily and directly involved in the operations of the OPMS kratom enterprise, which operates
through a clandestine, secretive, and purposely opaque web of affiliates, shell companies, alter egos,
business names, assumed names, and/or trade names.” R. Doc. 100 at p. 7, ¶ 21.
20 “Made Defendant herein, Mark Jennings (‘Jennings’) is an individual who is closely associated and
involved with the kratom business operations of Olistica Life Sciences Group and the O.P.M.S. brand.
Upon information and belief, Jennings is the current chief executive officer of Olistica Life Sciences
Group. Jennings is directly involved in managing and maintaining the secrecy of the supply chain and
distribution practices of Olistica and its network of associated entities.” R. Doc. 100 at p. 7, ¶ 22.
21 Made Defendant herein, Mark Daniel James Reilly (‘Reilly’) (a/k/a Chris Dockery) is an individual
who is closely associated and directly involved with the kratom business operations of the O.P.M.S.
brand. Reilly is the owner and operator of MARTIAN SALES. Reilly is implicated in, among other
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David Gabbay.22
The Complaint asserts a wrongful death claim under Louisiana Civil Code
article 2315.2 and two products liability claims under Louisiana’s Products Liability
Act, La. R.S. 9:2800.51, et seq.23 Under the Louisiana Products Liability Act, Moller
asserts 	that 	the 	OPMS 	Kratom 	product 	consumed 	by 	Harmony 	Moller 	was
unreasonably dangerous due to a failure to warn and a design defect, ultimately
leading to the death of Harmony Moller.24
Moller specifically contends that JOpen and Jurisdictional Defendants “are
alter egos of one another and operate as a single business enterprise through a
secretive web of affiliates, individuals, shell companies, alter egos, business names,
assumed names, and/or trade names[,]” which includes but are not limited to:
Aether, LLC; Aghosh Corp.; Axis Holdings, LLC; Johnson Foods, LLC;
LP IND., LLC; CAG Holdings, LLC; RMH Holdings, LLC; Lunar Labs,
LLC; Martian Sales, Inc.; Kono Labs; Highway 160 Way, LLC; PFI, LLC;
Nuza 	LLC; 	Nuza; 	Nuza 	Logistics; 	Calibre 	Manufacturing, 	LLC;
Advanced Nutrition; Uziel, LLC; 1099 Industrial, LLC; 1100 Alpha,
LLC; Engaged Investments, LLC; Olistica Life Sciences Group; Olistica;
Olistica Group; Interactive Earth Sciences Corp.; Liv Group, Inc.;
Cascade Naturals; Della Terra Pharmaceuticals; NP Pharma Holdings,
LLC; OPMS; Choice Organics; Jordan Process; Precision Biologics; Eyal
Gabbey; 	Petyon 	Shea 	Palaio; 	Mark 	Jennings; 	Mark 	Reilly;
Biopharmaceutical Technology Services, Inc.; Liv Group, Inc.; Robert
“Bob” Hoban; NP Biotech; Precision Biologics; FMK Group, Inc.; PNW
things, managing and maintaining the O.P.M.S. brand, contracting for the importation or acquisition
of raw kratom for O.P.M.S. brand products, and contracting for the manufacture and distribution of
O.P.M.S. brand kratom. Upon information and belief Reilly’s work is in part done under a pseudonym,
Chris Dockery.” R. Doc. 100 at p. 8, ¶ 24.
22 R. Doc. 100. “Made Defendant herein, Eyal David Gabbay (‘Gabbay’) is an individual who is closely
associated and directly involved with the kratom business operations of the O.P.M.S. brand. Gabbay
is the owner and operator of JOPEN. Gabbay is implicated in, among other things, managing and
maintaining the importation or acquisition of raw kratom for O.P.M.S. brand products, and the
national distribution of O.P.M.S. brand kratom.” R. Doc. 100 at p. 8, ¶ 23.
23 R. Doc. 100.
24 Id. at pp. 16–17.
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Holdings, 	LLC; 	JOPEN, 	LLC; 	LP, 	Ind., 	LLC; 	Beeman 	Inc.; 	LGI
Holdings, LLC; Axis Holdings, LLC; Calibre Manufacturing, LLC; Savro
Management, LLC; Advanced Nutrition, LLC; Admin Assist, LLC;
Precision Biologics, Inc; Companion Agriculture; NP Biopharma; Della
Terra Pharmaceutical; Aether LLC; Allied Manufacturing Services,
LLC; Telescaph Inter Texas, LLC; CC US Holdings, LLC; Peyton Shea
Palaio; Mark Jennings; Eyal David Gabbay; and Mark Reilly (a/k/a
Chris Dockery).25
Accordingly, Moller submits that JOpen and Jurisdictional Defendants are one in the
same, 	thereby 	making 	the 	actions 	of 	JOpen 	attributable 	to 	all 	Jurisdictional
Defendants.26
Moller additionally alleges that “OPMS Kratom is manufactured, packaged,
distributed, 	and 	sold 	by 	the 	OPMS 	defendants 	via 	the 	stream 	of 	commerce
throughout the United States to herbal stores, gas stations, corner stores, and smoke
shops where it is primarily marketed as an herbal medicine or supplement to treat a
variety of ailments such as pain, mental health, opioid withdrawal[,] and constitutes
as ‘product’ as defined by La. R.S. 9:2800.53 (3).”27 Accordingly, Moller argues that
“[a]s a direct and proximate result of the manufacture and distribution of its
unreasonably dangerous and defective product to Harmony Moller, as aforesaid,
Defendants are strictly liable to Plaintiff in damages for her parents’ grief, loss of
companionship and consortium, love, affection, and support due to her wrongful
death . . . .”28
25 Id. at p. 9 (citation modified).
26 See id.
27 R. Doc. 100 at p. 16.
28 Id. at p. 17, ¶ 64.
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On May 23, 2025, JOpen and Jurisdictional Defendants filed a Motion to
Dismiss pursuant to Fed. R. Civ. P. 12(b)(2) and Fed. R. Civ. P. 12(b)(6).29
A. Rule 12(b)(2) Motion to Dismiss
JOpen and Jurisdictional Defendants contend that the Court lacks both
general and specific personal jurisdiction over all Defendants, except for JOpen.30
Initially addressing choice of law principles, Jurisdictional Defendants contend that
Louisiana courts would apply Wyoming law for veil-piercing theories and therefore
this Court should apply Wyoming law in its veil-piercing analysis.31 Jurisdictional
Defendants refute Moller’s argument in her Complaint that “JOpen’s contacts may
be imputed to the other Defendants because all Defendants are ‘alter egos of one
another and operate as a single business enterprise.’”32 Because Moller has failed to
allege 	any 	of 	the 	necessary 	factors 	in 	determining 	whether 	veil-piercing 	is
appropriate under Wyoming law, Jurisdictional Defendants contend that there is no
factual basis for the Court to assert specific personal jurisdiction via a veil-piercing
theory.33 Alternatively, insofar as Moller’s Complaint alleges that Jurisdictional
Defendants are subject to specific personal jurisdiction pursuant to the stream of
commerce doctrine, Jurisdictional Defendants advise that “[t]here is no factual or
29 R. Doc. 122.
30 R. Doc. 122-1 at p. 12. “JOpen does not dispute that it is subject to the jurisdiction of this Court.” Id.
at p. 3 n.2. The Court, therefore, only considers the Rule 12(b)(2) Motion to Dismiss as it pertains to
Jurisdictional Defendants.
31 Id. at p. 13.
32 Id. at p. 13 (quoting R. Doc. 100 at p. 9).
33 Id. at p. 14.
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legal basis for [asserting] [the] stream of commerce [doctrine] over” Jurisdictional
Defendants.34
Moller has filed an Opposition, in which she asserts that her Complaint
plausibly establishes personal jurisdiction over Jurisdictional Defendants.35 First,
Moller avers that it is well-settled that a Court may impute minimum contacts of one
entity based on a veil-piercing theory under Louisiana law,36 and her factual
allegations set forth in her Complaint “are sufficient at the pleading stage to support
a finding of jurisdiction over all defendants.”37 In her Complaint, Moller asserts that:
Defendants have orchestrated an illicit kratom enterprise based on a
product that is smuggled into the United States, labeled “not for human
consumption,” and Defendants are indeed selling kratom for human
consumption. Under federal and state law, the Defendants’ aggressive
national campaign to promote and profit from the sale of OPMS kratom
products in Louisiana is sufficient contact with Louisiana for purposes
of 	due 	process, 	and 	maintaining 	that jurisdiction 	in 	this 	state 	is
foreseeable, and consistent with traditional notions of fair play and
substantial justice.38
Solely 	as 	to 	her 	veil-piercing 	argument, 	Moller 	incorporates 	by 	reference 	all
additional facts39 	set 	forth 	in 	her Motion 	for Partial Summary 	Judgment 	–
34 Id. at p. 13.
35 R. Doc. 130 at p. 12.
36 Moller contends that Jurisdictional Defendants should be estopped from asserting that Wyoming’s
veil-piercing law controls because Jurisdictional Defendants have first raised such choice of law
question in their Motion to Dismiss. R. Doc. 130 at p. 9 n.5. Moller further advises that “[i]f this Court
does not find estoppel, the Court need not make a finding of choice of law at this point because both
WY and LA recognize similar veil piercing laws.” Id.
37 Id. at p. 12.
38 Id. at pp. 12–13.
39 R. Doc. 130 at p. 2; R. Doc. 130-2 at p. 7. The Court finds it appropriate to consider the factual
allegations set forth in Moller’s Motion for Partial Summary Judgment, R. Doc. 132, as they have been
properly incorporated by reference with specificity and clarity allowing Defendants to ascertain the
nature and extent of the incorporated facts. See Fed. R. Civ. P. 10(c)(“A statement in a pleading may
be adopted by reference elsewhere in the same pleading or in any other pleading or motion.”); see also
Carroll v. Fort James Corp., 470 F.3d 1171, 1176 (5th Cir. 2006)(finding that the Federal Rules of Civil
Procedure allow for incorporation by reference if such incorporation contains a degree of specificity
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Determination of Piercing the Veil, Single Business Enterprise, and Alter Ego for
Jurisdictional 	Purposes.40 With 	leave 	of 	Court, 	Plaintiff 	filed 	a 	Supplemental
Memorandum and Evidence in Support of Plaintiff’s Motion for Partial Summary
Judgment, in which Plaintiff provides as follows:
Martian Sales holds the OPMS trademark, which includes a specific logo
design. JOpen, distributes OPMS kratom products across the U.S., and
devised the false “Choice Organics” distributorship identified on the
product label. JOpen pays Martian Sales a yearly licensing fee. Products
include various forms of kratom, specifically OPMS Silver, which is the
product at issue in this case.
Sourcing and manufacturing (encapsulation and liquids) of 	OPMS
kratom was handled first by Advanced Nutrition, then by Nuza, LP, and
Calibre. OPMS kratom packaging was performed by JOpen in Dallas,
Texas. Finished OPMS kratom products are then distributed to retail
locations nationwide, including Louisiana, where the product was legal
at the time of Harmony Moller’s death in February 2023.
Defendants’ discovery has indicated that based on the date of death,
February 	2023, 	the 	OPMS 	products 	at 	issue 	would 	have 	been
manufactured and encapsulated by Defendants Nuza and Calibre and
then packaged and distributed by Defendant JOpen.
The deposition of Mr. Peyton Palaio was taken October 9, 2025. Mr.
Palaio’s family are the beneficiaries of a trust that owns Johnson Foods,
a Defendant in this case. Mr. Palaio also acts as an “advisor” to Johnson
and clarity to allow a respondent to determine the nature and extent of the incorporation). The Court
is satisfied that Moller’s incorporation by reference has allowed JOpen and Jurisdictional Defendants
to respond to the nature and extent of the incorporation, which is evidenced by JOpen and
Jurisdictional Defendants’ incorporation by reference of their Opposition to Plaintiff’s Motion for
Summary Judgment. See R. Doc. 148 at p. 3. The Court therefore treats the factual allegations set
forth in Moller’s Motion for Partial Summary Judgment, R. Doc. 132, as part of the factual allegations
in its Opposition to the instant Motion, R. Doc. 130.
40 For the sake of brevity, the Court does not recite the factual allegations set forth in Moller’s Motion
for Partial Summary Judgment in the factual background. The Court, however, addresses the
substantive factual allegations in Part III of this Order and Reasons and fully considers all facts set
forth therein in reaching its holding. Insofar as Plaintiff incorporates by reference all additional facts
and exhibits in support of 	Plaintiff’s Motion for Partial Summary Judgment, the Court reminds
counsel of Local Civil Rule 7.7. Local Civil Rule 7.7 provides that “[e]xcept with prior leave of court, a
trial brief or memorandum supporting or opposing a motion must not exceed 25 pages, excluding
exhibits, and a reply brief or memorandum must not exceed 10 pages, excluding exhibits.”
Incorporation by reference should not be used to circumvent Local Civil Rule 7.7.
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Foods. He confirmed that: 1) Nuza currently sources and supplies raw
kratom for OPMS; 	2) One of his family trusts also owns Calibre, in
addition to Johnson Foods and Nuza; 	3) Calibre processes kratom for
OPMS and Martial Sales; and 4) JOpen is the Texas based distributor
and the entity that collects, investigate and responds to customer
complaints or adverse event reports.
Another deposition taken after Plaintiff’s Partial Motion for Summary
Judgment was taken under advisement was that of Eyal David Gabbay.
Mr. Gabbay as owner, operator, and corporate spokesman testified on
behalf of JOpen on October 16, 2025. He also testified in his personal
capacity in cases involving injury or death related to OPMS (and other
kratom products), including this matter. He testified that 1) JOpen
worked with Reilly and OPMS since 2012 and “pays the bills for OPMS,”
and 2) JOpen was “selling OPMS Kratom at its inception.”41
Moreover, Moller invokes the decision of a Louisiana state court, which found that
some of the Defendants in the above-captioned matter were subject to specific
personal jurisdiction in Louisiana, and a Colorado state court decision, finding same
in Colorado, in support of its Motion for Partial Summary Judgment.42 In response
to Plaintiff’s Supplemental Memorandum, JOpen and Jurisdictional Defendants
counter that “[t]he Deposition Testimony of Peyton Palaio and David Gabbay
confirms that Defendants are distinct corporate entities for jurisdictional purposes.”43
And as a final point, JOpen and Jurisdictional Defendants point out that the specific
“orders from other courts do not negate the clear record in this case.”44
Turning back to Moller’s Opposition to JOpen and Jurisdictional Defendants’
Motion to Dismiss, Moller alternatively pleads that, pursuant to the stream of
commerce theory, “[t]he massive national sales and distribution network described
41 R. Doc. 226 at pp. 1–3.
42 Id. at pp. 4–5.
43 R. Doc. 229 at p. 2 (citation modified).
44 Id. at p. 3 (citation modified).
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by the FDA and other referenced documents and sources, if true, as the Court must
assume at this point, demonstrate a nation-wide sales and distribution of this product
to support ‘minimum contacts’ and personal jurisdiction of the single business
enterprise.”45
Addressing the Fifth Circuit’s three-step framework in determining whether
the Court may assert specific personal jurisdiction over a defendant, 	Moller first
argues that Jurisdictional Defendants purposefully availed themselves to Louisiana,
as Jurisdictional Defendants have taken intentional actions to exploit the Louisiana
kratom industry.46 Second, Moller argues that Harmony Moller’s death is directly
attributable to the Jurisdictional Defendants’ actions because Harmony Moller’s
“autopsy report plausibly supports the allegation that Plaintiff’s wrongful death
product liability claims were related to the Defendants’ conduct in creating a secretive
web of shell companies that import an illicit product into the United States and then
pursue the distribution and sale of that product to Louisiana consumers.”47 Third,
Moller contends that subjecting Jurisdictional Defendants to personal jurisdiction in
Louisiana would not offend the traditional notions of fair play and substantial justice,
since, according to Moller, any “inconvenience for these Defendants to defend
themselves in the forum they actively profit from does not outweigh the interest in
ensuring that injured Louisiana citizens receive the protection of state product
45 R. Doc. 130 at p. 14.
46 Id. at p. 16.
47 Id. at p. 17.
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liability laws.”48 Thus, Moller provides that the Court may properly exercise personal
jurisdiction over the Jurisdictional Defendants.49
In 	Reply, 	Jurisdictional 	Defendants 	assert 	that 	because 	jurisdictional
discovery 	has 	taken 	place, 	Moller 	must 	establish 	personal 	jurisdiction 	by 	a
preponderance of the evidence, as opposed to the lesser standard of prima facie.50
Regardless, Jurisdictional Defendants aver that Moller has failed to plead any factors
in addressing whether veil-piercing is warranted under Wyoming law and thus
Plaintiff has failed to meet her burden of establishing personal jurisdiction.51 And in
response to Moller’s incorporation of her facts in support of her Motion for Partial
Summary Judgment,52 Jurisdictional Defendants likewise incorporate by reference
their Opposition to Plaintiff’s Motion for Partial Summary judgment, thereby making
such factual allegations a part of its Reply for all purposes.53
Addressing Moller’s alternative argument that each Jurisdictional Defendant
is 	subject 	to 	personal 	jurisdiction 	under 	the 	stream 	of 	commerce 	theory,
Jurisdictional Defendants maintain that Moller has failed to allege specific acts of
Jurisdictional Defendants that illustrate minimum contacts have been established to
Louisiana.54 Moreover, Jurisdictional Defendants contend that Moller’s reference to
Defendant’s national sales campaign is unsupported by the record.55 Thus, according
48 Id. at p. 19.
49 Id.
50 R. Doc. 148 at p. 2.
51 Id. at pp. 3–4.
52 R. Doc. 130 at p. 2; R. Doc. 130-2 at p. 7.
53 R. Doc. 148 at p. 3. See Fed. R. Civ. P. 10(c); Carroll, 470 F.3d at 1176; supra note 39; but see supra
note 40.
54 R. Doc. 148 at p. 5.
55 Id.
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to 	Jurisdictional 	Defendants, 	their 	Motion 	to 	Dismiss 	for 	Lack 	of 	Personal
Jurisdiction should be granted.
B. Rule 12(b)(6) Motion to Dismiss
JOpen and Jurisdictional Defendants also seek to dismiss Moller’s Complaint
pursuant to Rule 12(b)(6) for failure to state a claim under the Louisiana Products
Liability Act.56 JOpen and Jurisdictional Defendants specifically contend that the
Court should dismiss Moller’s claim under the Louisiana Products Liability Act
because she “fails to allege that Defendants are manufacturers of the product at
issue.”57 JOpen and Jurisdictional Defendants further explain that:
Plaintiff does not allege that any Defendant is a manufacturer. Plaintiff
merely alleges that OPMS kratom is imported, packaged, distributed,
and sold through a complex web of companies that includes Defendants,
and that through its various alter egos and agents, OPMS Kratom is
manufactured, packaged, distributed, and sold by the OPMS defendants
via the stream of commerce throughout the United States. This bare
assertion that that the Defendants together manufacture O.P.M.S. via
a stream of commerce is insufficient.58
JOpen and Jurisdictional Defendants allege that “[j]urisdictional discovery has made
clear that Calibre is the only possible manufacturer of the kratom product at issue.”59
Additionally, JOpen and Jurisdictional Defendants assert that Moller “fails to
allege a design defect claim[,]” as Moller “does not allege that the design of any
Defendant’s kratom product was defective, nor could she. [Moller] claims that a safe
design for kratom products is impossible . . . which is not a design defect claim under
56 R. Doc. 122-1 at p. 17.
57 Id.
58 Id. (citation modified).
59 Id. at p. 18.
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the LPLA.”60 Lastly, JOpen and Jurisdictional Defendants argue that Moller fails to
allege a failure to warn claim “because the risks she alleges that Defendants should
have warned about are undisputedly not known or knowable to any Defendant. Nor
could she state a failure to warn claim for this reason.”61 JOpen and Jurisdictional
Defendants 	further 	rebut 	Moller’s 	allegation 	“that 	kratom 	should 	not 	be
manufactured or distributed by anyone based on danger to human health that is
unknown to science, and so the warning should have said do not buy this product.
That does not align with the LPLA standards or what Plaintiff admits is known
medical science.”62 Therefore, JOpen and Jurisdictional Defendants maintain that
Moller’s Complaint should be dismissed under Rule 12(b)(6).63
Moller has filed an Opposition, arguing that she has properly stated claims
under 	the 	Louisiana 	Products 	Liability 	Act.64 	Initially, 	Moller 	discredits
Jurisdictional 	Defendants’ 	argument 	that 	she 	has 	failed 	to 	allege 	that 	each
Jurisdictional Defendant is a manufacturer.65 According to Moller, JOpen and
Jurisdictional Defendants “ignore Plaintiff’s allegations, including but not limited to,
‘On February 6, 2023, Harmony Moller, a 36-year-old female, died as the result of the
ingestion of OPMS brand kratom which she purchased in Mandeville, Louisiana[]’ . .
. Or the allegations concerning the presence of kratom in the autopsy results after
her death.”66 Thus, Moller contends that she has properly alleged that JOpen and
60 Id.
61 Id. at p. 21.
62 Id. at p. 23.
63 Id.
64 R. Doc. 130 at p. 19.
65 Id. at p. 20.
66 Id. (quoting R. Doc. 100 at p. 10, ¶¶ 30, 33).
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each Jurisdictional Defendant is a manufacturer under the Louisiana Products
Liability Act.67
Moller further argues that she states a defective design claim.68 According to
Moller, “the process of altering and adulterating a natural, whole leaf plant is the
‘design’ issue in this case. The alternate ‘design’ or process might be, for example, to
distribute whole leaf Mitragyna Speciosa[,]” as opposed to the processed Mitragyna
Speciosa sold by JOpen and Jurisdictional Defendants.69 And as to JOpen and
Jurisdictional Defendants’ failure to warn argument, Moller argues that JOpen and
Jurisdictional Defendants failed to warn that “kratom is unlawfully imported,
wrongfully distributed[,] marketed and sold for human consumption without the
required 	premarket 	verification 	of 	safety, 	causes 	dependence, 	addiction, 	and
withdrawal in regular users, is 63 times more deadly than other natural products,
and can cause death.”70 Therefore, Moller contends that JOpen and Jurisdictional
Defendants’ Rule 12(b)(6) Motion should be denied.71
JOpen and Jurisdictional Defendants have filed a Reply.72 As to Moller’s
allegation 	of 	a 	design 	defect, 	JOpen 	and 	Jurisdictional 	Defendants 	aver 	that
“Plaintiff’s effort to state a design defect cause of action by attempting to adopt FDA
statements and alleging that Defendants violated federal law or FDA regulations
fails.”73 	Pertaining 	to 	Moller’s 	allegation 	of 	a 	failure 	to 	warn, 	JOpen 	and
67 Id.
68 Id. at p. 21.
69 Id. (emphasis original).
70 Id. at p. 22.
71 Id. at p. 23.
72 R. Doc. 148.
73 Id. at p. 9.
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Jurisdictional Defendants contend that “Plaintiff cannot allege a failure to warn
claim based on a broad-brush allegation that kratom should be illegal or that
Defendants should have warned consumers not to buy the product. Defendants’
product is legal, and Plaintiff must allege a known risk about which any Defendant
failed to warn consumers.”74 Therefore, according to JOpen and Jurisdictional
Defendants, their Rule 12(b)(6) Motion should be granted.75
II. 	LEGAL STANDARD
A. Rule 12(b)(2) Motion to Dismiss for Lack of Personal Jurisdiction
“Personal 	jurisdiction, 	[like 	subject 	matter 	jurisdiction], 	is 	‘an 	essential
element of the jurisdiction of a district . . . court,’ without which the court is ‘powerless
to proceed to an adjudication.’”76 	Because personal jurisdiction is a “threshold
ground[] for denying audience to a case on the merits,” a court usually addresses the
threshold personal jurisdiction claim before reaching a claim on the merits.77
When 	a 	nonresident 	defendant 	moves 	to 	dismiss 	for 	lack 	of 	personal
jurisdiction under Federal Rule of Civil Procedure 12(b)(2), the burden of establishing
jurisdiction belongs to the plaintiff.78 A plaintiff, however, “need only present a prima
facie case of personal jurisdiction to satisfy that burden[;] ‘[p]roof by a preponderance
74 Id. at pp. 9–10.
75 Id. at p. 10. JOpen and Jurisdictional Defendants do not address their argument that Moller has
failed to allege that they are manufacturers under the Louisiana Products Liability Act. See R. Doc.
148.
76 Ruhrgas AG v. Marathon Oil Co., 526 U.S. 574, 584 (1999) (second alteration in original) (quoting
Emps. Reinsurance Corp. v. Bryant, 299 U.S. 374, 382 (1937)).
77 Id. at 584–85; accord Pervasive Software Inc. v. Lexware GmbH & Co. KG, 688 F.3d 214, 232 (5th
Cir. 2012).
78 Hebert v. Wing Sale, Inc., 337 F. Supp. 3d 714, 717 (E.D. La. 2018) (citing Luv N’ Care v. Insta-Mix,
Inc., 438 F. 3d 465, 469 (5th Cir. 2006)).
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of the evidence is not required.’” 79 The Court takes all uncontroverted allegations in
the complaint as true and resolves conflicts in the plaintiff’s favor.80 The Court may
consider affidavits, interrogatories, depositions, or any combination of the recognized
methods of discovery.81
The Court may exercise personal jurisdiction over a nonresident defendant
only if two requirements are satisfied: (1) the forum state’s long-arm statute confers
personal 	jurisdiction; 	and 	(2) 	the 	exercise 	of 	jurisdiction 	does 	not 	exceed 	the
boundaries of due process.82 Because the limits of Louisiana’s long-arm statute are
co-extensive with the limits of constitutional due process, the inquiry is simply
whether this Court’s exercise of jurisdiction over the defendant would offend due
process.83
The Due Process Clause protects an individual’s liberty interest in not being
subject to the binding judgments of a forum with which he has established no
meaningful “contacts, ties, or relations.”84 As explained by the U.S. Supreme Court,
“where individuals ‘purposefully derive benefit’ from their interstate activities, it may
well be unfair to allow them to escape having to account in other States for
consequences that arise proximately from such activities; the Due Process Clause
may not readily be wielded as a territorial shield to avoid interstate obligations that
79 Halliburton Energy Servs., Inc. v. Ironshore Specialty Ins. Co., 921 F.3d 522, 539 (5th Cir. 2019)
(citing Stripling v. Jordan Prod. Co., LLC, 234 F.3d 863, 869 (5th Cir. 2000) and quoting Johnston v.
Multidata Sys. Int’l Corp., 523 F.3d 602, 609 (5th Cir. 2008)).
80 Wilson v. Belin, 20 F.3d 644, 648 (5th Cir. 1994).
81 Jobe v. ATR Marketing, Inc., 87 F.3d 751, 752 (5th Cir. 1996).
82 Seiferth v. Helicopteros Atuneros, Inc., 472 F.3d 266, 270 (5th Cir. 2006).
83 See In re Chinese-Manufactured Drywall Products Liability Litigation, 753 F.3d 521, 547 (5th Cir.
2014).
84 International Shoe Co. v. Washington, 326 U.S. 310, 319 (1945).
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have 	been 	voluntarily 	assumed.”85 	Accordingly, 	under 	federal 	due 	process
requirements, the Court analyzes whether the nonresident defendant has certain
minimum contacts with the forum state, “such that the maintenance of the suit does
not offend traditional notions of fair play and substantial justice.”86
There 	are 	two 	types 	of 	jurisdiction: 	general 	jurisdiction 	and 	specific
jurisdiction. Jurisdictional Defendants allege that the Court lacks both general and
specific personal jurisdiction.87 “‘[G]eneral’ or ‘all purpose’ jurisdiction . . . permits a
court to assert jurisdiction over a defendant based on a forum connection unrelated
to the underlying suit (e.g., domicile).”88 	General jurisdiction is proper where a
defendant’s “affiliations with the [forum] State are so ‘continuous and systematic’ as
to render [it] essentially at home in the forum State.”89 	In contrast, “specific
jurisdiction focuses on the relationship among the defendant, the forum, and the
litigation,” and requires that “the defendant’s suit-related conduct . . . create a
substantial connection with the forum State.”90 	The Fifth Circuit applies a three-
step analysis for the specific jurisdiction inquiry:
(1) whether the defendant has minimum contacts with the
forum state, i.e., whether it purposely directed its activities
toward the forum state or purposefully availed itself of the
privileges of conducting activities there; (2) whether the
plaintiff’s cause of action arises out of or results from the
85 Burger King Corp. v. Rudzewicz, 471 U.S. 462, 473–74 (1985).
86 Daimler AG v. Bauman, 571 U.S. 117, 126 (2014) (internal citation and quotation marks omitted).
87 R. Doc. 122-1 at p. 12.
88 Walden v. Fiore, 571 U.S. 277, 283 n.6 (2014).
89 Bauman, 571 U.S. at 139 (quoting Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915,
919 (2011)).
90 Id. (quoting Keeton v. Hustler Magazine, Inc., 465 U.S. 770, 775 (1984)) (cleaned up).
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defendant’s forum-related contacts; and (3) whether the
exercise of personal jurisdiction is fair and reasonable.91
Jurisdiction is proper where the contacts proximately result from actions by
the defendant himself that create a “substantial connection” with the forum State.92
Thus, where the defendant “deliberately” has engaged in significant activities within
a state, or has created “continuing obligations” between himself and residents of the
forum, he manifestly has availed himself of the privilege of conducting business there,
and because his activities are shielded by “the benefits and protections” of the forum
state’s laws, it is presumptively reasonable to require him to submit to the burdens
of litigation in that forum as well.93
B. Rule 12(b)(6) Motion to Dismiss for Failure to State a Claim
Under Federal Rule of Civil Procedure 12(b)(6), a defendant can seek dismissal
of a complaint, or any part of it, for failure to state a claim upon which relief may be
granted.94 To survive a Rule 12(b)(6) motion to dismiss, “a complaint must contain
sufficient factual matter, accepted as true, to ‘state a claim to relief that is plausible
on its face.’”95 	“A claim has facial plausibility when the plaintiff pleads factual
content that allows the court to draw the reasonable inference that the defendant is
91 Seiferth v. Helicopteros Atuneros, Inc., 472 F.3d 266, 271 (5th Cir. 2006) (quoting Nuovo Pignone,
SpA v. STORMAN ASIA M/V, 310 F.3d 374, 378 (5th Cir. 2002)).
92 McGee v. Int’l Life Ins. Co., 355 U.S. 220, 223 (1957); see also Kulko v. California Superior Court,
436 U.S. 84, 94 (1976).
93 Keeton v. Hustler Magazine, Inc., 465 U.S. 770, 784 (1984); Travelers Health Assn. v. Virginia, 339
U.S. 643, 648 (1950).
94 Fed. R. Civ. P. 12(b)(6).
95 Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570
(2007)).
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liable for the misconduct alleged.”96 But, no matter the factual content, a claim is not
plausible if it rests on a legal theory that is not cognizable.97 In ruling on a motion to
dismiss, the Court accepts all well-pleaded facts as true and views those facts in the
light most favorable to the non-moving party.98 A court is generally prohibited from
considering information outside the pleadings but may consider documents outside
of the complaint when they are: (1) attached to the motion; (2) referenced in the
complaint; and (3) central to the plaintiff’s claims.99 	The Court can also consider
matters of public record and matters subject to judicial notice.100 The Court, however,
is not bound to accept as true conclusory allegations, unwarranted factual inferences,
or legal conclusions.101 	“Dismissal is appropriate when the complaint on its face
shows a bar to relief.”102
C. Louisiana Products Liability Act
The Louisiana Products Liability Act (“LPLA”) “establishes the exclusive
theories of liability for manufacturers for damage caused by their products.”103 To
96 Gentilello v. Rege, 627 F.3d 540, 544 (5th Cir. 2010) (quoting Ashcroft, 556 U.S. at 678) (quotation
marks omitted).
97 Shandon Yinguang Chem. Indus. Joint Stock Co., Ltd. v. Potter, 607 F.3d 1029, 1032 (5th Cir. 2010).
98 Midwest Feeders, Inc. v. Bank of Franklin, 886 F.3d 507, 513 (5th Cir. 2018).
99 Maloney Gaming Mgmt., LLC v. St. Tammany Parish, 456 Fed. Appx. 336, 340–41 (5th Cir. 2011).
100 Servicios Azucareros de Venezuela, C.A. v. John Deere Thibodaux, Inc., No. CIV.A. 10-4443, 2013
WL 1513406, at *3 (E.D. La. Apr. 11, 2013). Jurisdictional Defendants, JOpen, and Plaintiff have
asked the Court to take judicial notice of certain facts. See R. Doc. 122 at pp. 10–11 and R. Doc. 130 at
p. 8. Unless specifically noted by the Court in this Order and Reasons, the Court has not taken judicial
notice of these facts.
101 Plotkin v. IP Axess Inc., 407 F.3d 690, 696 (5th Cir. 2005).
102 Cutrer v. McMillan, 308 Fed. App. 819, 820 (5th Cir. 2009) (quotation and internal quotation marks
omitted).
103 LA. R EV. STAT . § 9:2800.52. Since the Court hears this case pursuant to diversity jurisdiction, the
Court applies the substantive law of the forum state – Louisiana law. See Learmonth v. Sears, Roebuck
and Co., 710 F.3d 249, 258 (5th Cir. 2013)(“A federal court sitting in diversity applies the substantive
law of the forum state.”).
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successfully assert a claim under the LPLA, a claimant must prove: “(1) that the
defendant is a manufacturer of the product; (2) that the claimant’s damage was
proximately caused by a characteristic of the product; (3) that this characteristic
made the product ‘unreasonably dangerous’; and (4) that the claimant’s damage arose
from a reasonably anticipated use of the product by the claimant or someone else.”104
A product is unreasonably dangerous “if and only if ” it is unreasonably dangerous in
its (1) construction or composition; (2) design; (3) failure to adequately warn; or (4)
nonconformity to an express warranty.105 Therefore, the LPLA limits a claimant “to
four 	theories 	of 	recovery: 	construction 	or 	composition 	defect, 	design 	defect,
inadequate warning, and breach of express warranty.”106
III. 	ANALYSIS
Before reaching the merits, the Court addresses and resolves three preliminary
issues. First, when a “court is confronted by a motion raising a combination of Rule
12(b) defenses, it will address the jurisdictional issues before considering whether a
claim 	was 	stated 	by 	the 	complaint, 	although 	there 	is 	no 	requirement 	that
jurisdictional issues be considered in a particular order.”107 Therefore, the Court will
first consider whether it has personal jurisdiction over the Jurisdictional Defendants
104 Stahl v. Novartis Pharmaceuticals Corp., 283 F.3d 254, 261 (5th Cir. 2002)(citing L A. R EV. STAT .
§ 9:2800.54).
105 LA. R EV . STAT . § 9:2800.54(B)(1 )–(4); see also Rhodes v. Covidien LP, Civil Action No. 18-10667,
2019 WL 2162845, at *2 (E.D. La. May 17, 2019)(Vance, J.)(“A product is unreasonably dangerous for
the purposes of the statute ‘if and only if’ it is unreasonably dangerous either (1) in construction or
composition, (2) in design, (3) because of inadequate warning, or (4) because of nonconformity to an
express warranty.”).
106 Fuller v. Eisai Inc., 513 F.Supp.3d 710, 717 (E.D. La. 2021)(Africk, J.)(citation modified).
107 5B Charles Alan Wright, Arthur R. Miller & A. Benjamin Spencer, FEDERAL PRACTICE AND
PROCEDURE § 1351 (4th ed. 2025).
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before addressing whether Moller has sufficiently plead a claim under the LPLA
pursuant to JOpen and Jurisdictional Defendants’ Rule 12(b)(6) motion.
Second, the Court determines the appropriate state substantive law to apply
in a veil-piercing analysis. Although Louisiana courts have not expressly determined
the appropriate choice of law for veil-piercing theories, the Fifth Circuit has predicted
that Louisiana courts would turn to the law of the state in which the defendant
corporation was incorporated. In line with this prediction, the Court applies Wyoming
veil-piercing law,108 as Jurisdictional Defendants are all either corporations that are
incorporated in Wyoming or are limited liability companies formed in Wyoming.109
Third, the Court addresses the standard of proof required to establish personal
jurisdiction. Jurisdictional Defendants contend that because the Court has allowed
Moller to engage in jurisdictional discovery,110 Moller must establish personal
jurisdiction by satisfying the preponderance of the evidence standard, as opposed to
making a prima face case.111 The Court disagrees. The Fifth Circuit is clear that
“[w]hen the district court rules on a motion to dismiss for lack of personal jurisdiction
‘without an evidentiary hearing, the plaintiff may bear his burden by presenting
108 Moller concedes that “both WY and LA recognize similar veil piercing laws.” R. Doc. 130 at p. 9 n.5.
109 R. Doc. 100 at pp. 1–8. See Patin v. Thoroughbred Power Boats Inc., 294 F.3d 640, 647 (5th Cir.
2002)(“[W]e agree with the district court's determination that the Louisiana State Supreme Court
would most likely conclude that the law of the state of incorporation governs the determination when
to pierce a corporate veil.”); Louisiana Newpack Shrimp, Inc. v. Ocean Feast of China, Ltd., Civil Action
No. 19-12948-WBV-KWR, Civil Action No. 20-782-WBV-KWR, 2021 WL 516631, at *7 n.81 (E.D. La.
Feb. 11, 2021)(Vitter, J.); see also Soriano v. Gulf Coast Lift, LLC, Civil Action No. 12–2744., 2014 WL
949145, at *8 (E.D. La. Mar. 11, 2014)(Vance, J.)(“Because Gulf Coast is a Louisiana limited liability
company, Louisiana law governs the Court's decision on piercing the corporate veil.”).
110 R. Doc. 54.
111 R. Doc. 148 at p. 2.
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a prima facie case that personal jurisdiction is proper.’”112 To aid in its determination,
“the district court may consider the contents of the record before the court at the time
of the motion, including ‘affidavits, interrogatories, depositions, oral testimony, or
any combination of the recognized methods of discovery.’”113 But when a district court
holds an evidentiary hearing on personal jurisdiction, however, a plaintiff “must
establish personal jurisdiction by a preponderance of the evidence.”114 Here, because
the Court did not hold an evidentiary hearing on personal jurisdiction, and merely
authorized jurisdictional discovery, Moller need only establish a prima facie case of
personal jurisdiction.115
Having resolved these three preliminary issues, the Court next analyzes
whether Moller has met her prima facie burden of establishing specific personal
jurisdiction over Jurisdictional Defendants either pursuant to a veil-piercing theory
or the stream of commerce theory. The Court then addresses whether Moller has
stated a claim against JOpen under the LPLA. For the reasons set forth below, the
Court 	determines 	that 	Moller 	has 	failed 	to 	meet 	her 	prima 	facie 	burden 	of
112 Quick Technologies, Inc. v. Sage Group, PLC, 313 F.3d 338, 343 (5th Cir. 2002)(quoting Wilson v.
Belin, 20 F.3d 644, 648 (5th Cir. 1994)).
113 Id. (quoting Thompson v. Chrysler Motors Corp., 755 F.2d 1162, 1165 (5th Cir.1985)); see also
Sangha v. Navig8 ShipManagement Private Limited, 882 F.3d 96, 101 (5th Cir. 2018)(“The district
court is not obligated to consult only the assertions in the plaintiff's complaint in determining whether
a prima facie case for jurisdiction has been made. Rather, the district court may consider the contents
of the record at the time of the motion.”)(citation modified).
114 In re Chinese-Manufactured Drywall Products Liability Litigation, 753 F.3d 521, 529 (5th Cir.
2014).
115 See, e.g., IntelliGender, LLC v. Soriano, No. 2:10–CV–125–TJW., 2011 WL 903342, at *10 (E.D. Tex.
Mar. 15, 2011) (“Even though the Court has received discovery materials and allowed jurisdictional
discovery, because the Court has not held a full and fair hearing, the Court must not act as fact finder
and should construe all disputed facts in the plaintiff’s favor and consider them along with the
undisputed facts.” (citing Walk Haydel & Assoc., Inc. v. Coastal Power Prod. Co., 517 F.3d 235, 241
(5th Cir. 2008))).
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establishing specific personal jurisdiction over Jurisdictional Defendants under
either a veil-piercing theory or the stream of commerce theory. The Court, however,
finds that Moller has sufficiently stated a claim against JOpen under the LPLA.
A. 	The Court lacks specific personal jurisdiction over the Jurisdictional
Defendants pursuant to a veil-piercing theory.
Jurisdictional Defendants assert that the Court may not lawfully exercise
specific personal jurisdiction by imputing JOpen’s contacts to the other Jurisdictional
Defendants pursuant to Wyoming veil-piercing law.116 Moller, in turn, claims that
this Court may impute JOpen’s minimum contacts to Jurisdictional Defendants
under the single business enterprise theory under Louisiana law, as she contends
that “Defendants have combined to profit by promoting, distributing and/or selling
kratom through ‘a complex web of companies that includes Defendants’ who are
referred to in the Complaint as the ‘OPMS enterprise’ and ‘one of the largest kratom
distributors in the United States.’”117 The Court, turning to Wyoming veil-piercing
law, determines that Moller has failed to establish a prima facie case for exercising
personal jurisdiction over the Jurisdictional Defendants.118
116 R. Doc. 122-1 at p. 13.
117 R. Doc. 130 at p. 11 (quoting R. Doc. 100 at p. 15). While Plaintiff argues that the Court should
apply Louisiana law, she acknowledges that “both WY and LA recognize similar veil piercing laws.” R.
Doc. 130 at p. 9 n.5.
118 Insofar as Moller argues that Jurisdictional Defendants should be estopped from asserting that
Wyoming’s veil-piercing law controls because Jurisdictional Defendants failed to raise such argument
earlier, the Court finds judicial estoppel inapplicable. See Anadarko Petroleum Corp. v. Alternative
Environmental Solutions, Inc., No. 25-20059, 2026 WL 590148, at *3 (5th Cir. Mar. 3, 2026)
(“‘Judicial estoppel has three elements: (1) The party against whom it is sought has asserted a legal
position that is plainly inconsistent with a prior position; (2) a court accepted the prior position; and
(3) the party did not act inadvertently.’” (quoting In re Flugence, 738 F.3d 126, 129 (5th Cir. 2013))).
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Under Wyoming law, the minimum contacts of one entity may be imputed to
another entity in limited circumstances, such as “where it is apparent that the parent
abused the corporate form and acted in disregard of corporate separateness.”119 “The
concept of piercing the corporate veil is a judicially created remedy for situations
where corporations have not been operated as separate entities as contemplated by
statute and, therefore, are not entitled to be treated as such. The determination of
whether the doctrine applies centers on whether there is an element of injustice,
fundamental unfairness, or inequity.”120 The Wyoming Supreme Court considers the
following 	factors 	in 	determining 	whether 	to 	pierce 	a 	corporation’s 	veil 	under
Wyoming law:
commingling of funds and other assets, failure to segregate funds of the
separate entities, and the unauthorized diversion of corporate funds or
assets to other than corporate uses; the treatment by an individual of
the assets of the corporation as his own; the failure to obtain authority
to issue or subscribe to stock; the holding out by an individual that he is
personally liable for the debts of the corporation; the failure to maintain
minutes or adequate corporate records and the confusion of the records
of the separate entities; the identical equitable ownership in the two
entities; the identification of the equitable owners thereof with the
domination and control of the two entities; identification of the directors
and officers of the two entities in the responsible supervision and
management; the failure to adequately capitalize a corporation; the
absence of corporate assets, and undercapitalization; the use of a
corporation as a mere shell, instrumentality or conduit for a single
venture or the business of an individual or another corporation; the
concealment and misrepresentation of the identity of the responsible
ownership, 	management 	and 	financial 	interest 	or 	concealment 	of
personal business activities; the disregard of legal formalities and the
failure to maintain arm's length relationships among related entities;
the use of the corporate entity to procure labor, services or merchandise
for another person or entity; the diversion of assets from a corporation
119 See Rizas v. Vail Resorts, Inc., Case No. 08–CV–139–J, 2009 WL 10664835, at *6 (D. Wyo. June 16,
2009).
120 Kaycee Land and Livestock v. Flahive, 46 P.3d 323, 326 (Wyo. 2002)(citation modified).
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by or to a stockholder or other person or entity, to the detriment of
creditors, or the manipulation of assets and liabilities between entities
so as to concentrate the assets in one and the liabilities in another; the
contracting with another with intent to avoid performance by use of a
corporation as a subterfuge of illegal transactions; and the formation
and use of a corporation to transfer to it the existing liability of another
person or entity.121
Pertaining to limited liability companies, however, the Wyoming Supreme
Court has enumerated the following two-part veil-piercing test pursuant to the 2010
Wyoming Limited Liability Company Act:
(1) the limited liability company is not only owned, influenced and
governed by its members, but the required separateness has ceased to
exist due to misuse of the limited liability company; and (2) the facts are
such that an adherence to the fiction of its separate existence would,
under the particular circumstances, lead to injustice, fundamental
unfairness, or inequity.122
If these two elements are met, Wyoming courts may elect to pierce a limited liability
company veil.123 In determining whether this two-part veil-piercing test is met, courts
turn to Wyoming Statute § 17-29-304, which provides in pertinent part:
(c) For purposes of imposing liability on any member or manager of a
limited liability company for the debts, obligations or other liabilities of
the company, a court shall consider only the following factors no one (1)
of which, except fraud, is sufficient to impose liability:
(i) Fraud;
(ii) Inadequate capitalization;
(iii) Failure to observe company formalities as required by law; and
121 Id. at 325 (citation modified).
122 Mantle v. North Star Energy & Construction LLC, 2019 WY 29, ¶ 127, 437 P.3d 758, 799 (Wyo.
2019)(quoting GreenHunter Energy, Inc. v. Western Ecosytems Technology, Inc., 2014 WY 144, ¶ 27,
337 P.3d 454, 462 (Wyo. 2014)).
123 Id.
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(iv) Intermingling of assets, business operations and finances of the
company and the members to such an extent that there is no distinction
between them.
(d) In any analysis conducted under subsection (c) of this section, a court
shall not consider factors intrinsic to the character and operation of a
limited liability company, whether a single or multiple member limited
liability company. Factors intrinsic to the character and operation of a
limited liability company include but are not limited to:
(i) The ability to elect treatment as a disregarded or pass-through entity
for tax purposes;
(ii) Flexible operation or organization including the failure to observe
any particular formality relating to the exercise of the company's powers
or management of its activities;
(iii) The exercise of ownership, influence and governance by a member
or manager;
(iv) The protection of members' and managers' personal assets from the
obligations and acts of the limited liability company.124
Further, a “limited liability company’s ‘operation is intended to be much more flexible
than a corporation’s.’”125 Applying the above principles and veil-piercing factors, the
Court addresses each Defendant in turn.126
124 WYO. STAT . A NN . § 17-29-304(c)-(d); see also GreenHunter Energy, Inc., 2014 WY 144, ¶¶ 27–37, 337
P.3d at 463–64.
125 GreenHunter Energy, Inc., 2014 WY 144, ¶ 19, 337 P.3d at 461 (quoting Kaycee, 46 P.3d at 328).
126 To the extent Moller suggests that it is problematic that Defendants are represented by a single
law firm, the Court finds no credence in such argument. R. Doc. 130 at p. 12 n.6. The Court is confident
that counsel for both sides are following their jurisdiction’s Model Rules of Professional Conduct.
Further, insofar as Moller argues that Defendants have “intentionally incorporated themselves in
Wyoming[]” to partake in corporate fraud and avoid liability, the Court is unpersuaded. R. Doc. 132-1
at p. 23. As aptly pointed out by Jurisdictional Defendants, “[c]ourts must be mindful of how limited
liability companies are commonly operated in Wyoming, as they cannot ignore the realities of the
marketplace. Because of the flexibility and decentralized management allowed by this innovative
business entity, entrepreneurs find it attractive for small start-ups, and in many cases these
legitimately do not require more than a single member with little capital. The limited liability company
can be used for a variety of businesses with lawful purposes, from a member whose only assets are
herded across the Wyoming prairie to one that is publicly traded and operates around the world.”
GreenHunter Energy, Inc., 2014 WY 144, ¶ 35, 337 P.3d at 464; see R. Doc. 143 at p. 13. Finally, as to
Moller’s suggestion that some of the Defendants’ involvement in other lawsuits demonstrates those
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1. 	Martian Sales, Inc.
Jurisdictional Defendants assert that piercing Martian Sales, Inc.’s (“Martian
Sales”) corporate veil is unwarranted.127 In support,128 Jurisdictional Defendants
provide an affidavit of Mark Reilly, owner of Martian Sales, who attests to the
following:
10. 	Martian Sales is not affiliated with, owned by, or under common
control with any other Defendant, whether through subsidiaries, parent
companies, or otherwise.
11. 	Martian Sales does not have common offices, common property,
common accounting systems, common directors and officers, or common
employees with any other Defendant.
12. 	Martian Sales does not finance any other Defendant; does not pay
the salaries, expenses or 	losses of any other Defendant; and does not
utilize the services of any employee of any other Defendant.
13. 	Martian Sales exerts no authority over the internal business
operations or daily operations of any other Defendant.129
Moller, in contrast, sets forth three grounds for piercing the corporate veil as
to Martian Sales: commingling of funds; fraudulent representations in this suit; and
a shared online presence with JOpen.130 As to the commingling of funds, Moller
contends that “there is clear of commingling of funds” because “JOpen and Martian
Sales operated for almost ten years without a single written agreement, while JOpen
effectively funded Martian Sales’ entire operation.”131 Moller explains that JOpen
Defendants’ secretive tactics and abuse of corporate formalities, the Court reminds counsel that “[t]he
mere filing of a lawsuit does not demonstrate that a defendant has broken the law[.]” Jones v. Nueces
County, Tex., 589 Fed. Appx. 682, 688 (5th Cir. 2014).
127 R. Doc. 122-1 at p. 14
128 R. Doc. 122-1 at p. 4.
129 R. Doc. 122-7 at p. 3.
130 R. Doc. 132-1 at pp. 19–27.
131 Id. at p. 19.
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pays for Martian Sales’ manufacturing costs and offers donations on behalf of
Martian Sales to the American Kratom Association (“AKA”).132 In sum, Moller
contends that “JOpen is not only paying for Martian’s bills, but is directed to pay
whatever operational costs arise throughout the entire stream of commerce for OPMS
kratom and for non-OPMS production work, such as lobbying by the AKA.”133
Regarding 	fraudulent 	representations, 	Moller claims 	that 	Martian 	Sales
entered into an Intellectual Property Agreement134 with an Indonesian company in
2014 and has purposefully mischaracterized its Intellectual Property Agreement in
prior lawsuits “to support the false claim that it is not involved in the manufacture
and distribution of OPMS kratom[,]” when in fact it is a supply agreement.135
According to Moller, Martian Sales “has not hesitated to perpetuate fraud on a court
and on a harmed plaintiff. It has now admitted that prior representations in litigation
were false. Martian is not credible, and it is clear its action is part of a broader
fraudulent effort to avoid liability.”136
Lastly, Moller asserts that Martian Sales’ shared online presence with JOpen
evinces a relationship in which Martian Sales and JOpen “are effectively one and the
same, as Martian truly does nothing of substance in furtherance of the production
and 	sale 	of 	OPMS 	kratom.”137 	According 	to 	Moller, 	Martian 	Sales 	owns
132 Id. at p. 20–21.
133 Id. at p. 21.
134 R. Doc. 132-12.
135 R. Doc. 132-1 at p. 25.
136 Id.
137 Id. at p. 26.
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OPMSkratom.com, but JOpen only has access to the website and actively manages
the website.138
Jurisdictional Defendants, in Reply, assert that Martian Sales has not engaged
in commingling of funds with JOpen, as “the record is clear that JOpen and Martian
Sales have at all times had a [distinct], contractual relationship that governs both
scope of work and payment.”139 As further explained by Jurisdictional Defendants:
Prior to the memorialization of their agreement in 2020, Martian Sales
and JOpen 	had a 	task 	based compensation 	structure. JOpen 	and
Martian Sales then entered into a Distribution Agreement, through
which JOpen paid, and continues to pay, Martian Sales a flat fee. As
stated fully in the testimony, JOpen at times pays bills on Martian Sales’
behalf upon receiving revenue from sales. This in no way constitutes a
“commingling of funds” or abuse of corporate formalities.140
Regarding 	Martian 	Sales’ 	alleged 	fraudulent 	representation 	of 	its 	Intellectual
Property Agreement, Jurisdictional Defendants contend that “[e]verything in the
record, including the relevant agreements and testimony relied on by Plaintiff,
confirms that Martian Sales contracts with other entities to do the manufacture and
distribution of kratom products that use its trademark . . . It has made no ‘fraudulent
representation’ in so stating.”141 Lastly, as to Martian Sales’ alleged impermissible
shared online presence with JOpen, Jurisdictional Defendants aver that there is
nothing improper with JOpen managing the OPMS kratom website, as “JOpen is
required to do so under the arms-length governing agreement.”142
138 Id.
139 R. Doc. 143 at p. 11.
140 Id. (citation modified).
141 Id. at p. 14 (citing R. Doc. 132-17).
142 Id. at p. 15; see R. Doc. 132-47 (SEALED).
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The Court finds that Moller fails to establish a prima facie case for piercing the
corporate veil of Martian Sales, a Wyoming corporation with its principal place of
business in Wyoming,143 on the three grounds asserted. First, as to the commingling
of funds, the record reflects that Martian Sales initially possessed a task-based
compensation 	structure 	with 	JOpen 	and 	subsequently 	entered 	into 	contract
processing 	agreements 	and 	distribution 	agreements 	with 	other 	Jurisdictional
Defendants, including but not limited to JOpen.144 	It is axiomatic that merely
contracting with a company is not grounds for piercing the corporate veil. And to hold
otherwise 	would lead to 	a result ad 	absurdum. 	The 	Court considers 	JOpen’s
compensation to Martian Sales not “to be commingling of funds[,] but an arm’s length
transaction[,]”145 as both parties have competing economic interests under the task-
based compensation structure agreement and distribution agreement.146
Nor does the Court 	make any finding that Martian Sales has made a
“fraudulent representation” of its Intellectual Property Agreement. Under Wyoming
law, “the elements of a claim for relief for fraud are a false representation made by
the defendant which is relied upon by the plaintiff to his damage, the asserted false
representation must be made to induce action, and the plaintiff must reasonably
believe the representation to be true.”147 And “fraud will not be imputed to any party
143 R. Doc. 132-2 at pp. 2–3 (citing R. Doc. 49 at p. 2).
144 See R. Doc. 132-47 (SEALED).
145 Kloefkorn-Ballard Const. and Development, Inc. v. North Big Horn Hosp. Dist., 683 P.2d 656, 661
(Wyo. 1984).
146 See R. Doc. 132-47 (SEALED).
147 White v. Shane Edeburn Const., LLC, 2012 WY 118, ¶ 26, 285 P.3d 949, 957 (Wyo. 2012)(citation
modified).
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when the facts and circumstances out of which it is alleged to arise are consistent
with honesty and purity of intention.”148
Here, 	Moller 	merely 	alleges 	that 	Martian 	Sales’ 	characterization 	of 	its
Intellectual Property Agreement shows that “Martian is not credible, and it is clear
its action is part of a broader fraudulent effort to avoid liability.”149 Moller does not
allege to what damage she has suffered a result of Martian Sales’ characterization of
its 	Intellectual 	Property 	Agreement. 	Instead, 	Plaintiff 	only 	advises 	that 	the
Intellectual Property Agreement “makes no reference to supplying raw kratom to
Martian.”150 	Further, Moller neither address what action Martian Sales was
attempting to induce from its characterization, nor does Moller address whether she
believed 	Martian 	Sales’ 	characterization 	to 	be 	true. 	In 	sum, 	Martian 	Sales’
characterization of its Intellectual Property Agreement in prior lawsuits, at this
stage, is irrelevant to this Motion to Dismiss and does not provide a basis to pierce
Martian Sales’ veil. Because “[f]raud must be established by clear, unequivocal and
convincing evidence, and will never be presumed[,]” the Court determines that the
record is void of evidence proving Martian Sales has committed fraud.151
Finally, JOpen’s active management of the OPMS Kratom website, pursuant
to Article II of the Distribution Agreement between Martian Sales and JOpen, does
not support piercing Martian Sales’ veil.152 Martian Sales and JOpen’s Distribution
148 Id. (citation modified).
149 R. Doc. 132-1 at p. 25.
150 Id.
151 Shane Edeburn Const., LLC, 2012 WY 118, ¶ 26, 285 P.3d at 957 (internal quotation marks
removed).
152 R. Doc. 132-47 (SEALED).
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Agreement is an arm’s length agreement in which the parties contracted for JOpen
to manage the website on behalf of Martian Sales. The Court refuses to disturb the
parties’ freedom to contract for any lawful and mutual beneficial purpose, such as
operating a website.153
For the reasons set forth above, the Court declines to pierce Martian Sales’ veil
and impute JOpen’s minimum contacts upon it.154 Martian Sales is not subject to
specific personal jurisdiction under a veil-piercing theory.
2. 	LP, Ind., LLC
Jurisdictional Defendants argue that JOpen’s minimum contacts cannot be
imputed upon LP, IND., LLC (“LP”) through piercing its veil.155 Jurisdictional
153 See Oliver v. Quynn, 2013 WY 70, ¶ 27, 303 P.3d 1119, 1128 (Wyo. 2013) ”) (“[W]e are more disposed
to sustain an agreement in restraint of trade when it is between two businesses . . . We do ‘not lightly
interfere with the freedom of contract between parties.’” (quoting Pennant Serv. Co. v. True Oil Co.,
LLC, 2011 WY 40, ¶ 30, 249 P.3d 698, 710 (Wyo. 2011))).
154 Insofar as Moller argues that JOpen’s corporate veil should be pierced, the Court declines to do so
for identical reasons as Martian Sales. As advised by Jurisdictional Defendants, “JOpen does not
interact or coordinate with any other named Defendant regarding the marketing, distribution, or sale
of kratom products. David Gabbay is the manager of JOpen. JOpen is not affiliated with, owned by, or
under common control with any other Defendant, whether through subsidiaries, parent companies, or
otherwise. JOpen is adequately capitalized and observes all corporate formalities as a Texas-based
company. JOpen does not have common offices, common property, common accounting systems,
common directors and officers, or common employees with any other Defendant. JOpen does not
finance any other Defendant; does not pay the salaries, expenses or losses of any other Defendant; and
does not utilize the services of any employee of any other Defendant. JOpen exerts no authority over
the internal business operations or daily operations of any other Defendant.” R. Doc. 122-1 at pp. 3–4
(citation modified). Such factors are consistent with Texas law, which applies to JOpen as a Texas
LLC. See R. Doc. 100 at p. 2; see also Plan B Holdings, LLC. V. RSLLP, 681 S.W.3d 443, 458 (Tex. Ct.
App. 2023)(finding that piercing the corporate veil of an LLC is warranted when a “holder, beneficial
owner, subscriber, or affiliate caused the corporation to be used for the purpose of perpetrating and
did perpetrate an actual fraud on [a] obligee primarily for the direct personal benefit of the holder,
beneficial owner, subscriber, or affiliate[]”). The record evinces no conduct of such nature as to JOpen
or any Jurisdictional Defendant.
155 R. Doc. 122-1 at p. 5.
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Defendants provide the affidavit of LP’s manager, Mark Jennings, in support of their
claims.156 Jennings attests to the following:
6. LP is adequately capitalized and observes all corporate formalities as
a Wyoming company.
7. Defendants CAG and RMH are affiliates of LP that all operate
separately.
8. 	LP 	does 	not 	have 	common 	offices, 	common 	property, 	common
accounting 	systems, 	common 	directors 	and 	officers, 	or 	common
employees with JOpen or Martian Sales.
9. LP does not finance any other Defendant; does not pay the salaries,
expenses or losses of any other Defendant; and does not utilize the
services of any employee of any other Defendant.
10. LP exerts no authority over the internal business operations or daily
operations of any other Defendant.157
Moller, in turn, contends that LP intentionally lacks general liability and
product liability insurance for her claims.158 Therefore, according to Moller, “[t]his
lack of insurance is a fundamental form of undercapitalization and breach of fiduciary
duty.”159 In addition to undercapitalization allegations, Moller asserts that LP, CAG
Holdings, LLC, and RMH Holdings, LLC, all operate “out of the same facility in
Springfield Colorado[,]” and all are managed by Mark Jennings.160 According to
Moller, “[t]his overlap in office space and officers is another factor within the totality
of the circumstances regarding a finding of veil piercing.”161
156 Id. (citing R. Doc. 122-11).
157 R. Doc. 122-11 at pp. 2–3.
158 R. Doc. 132-1 at p. 21.
159 Id. at p. 22 (citing R. Doc. 132-38 at p. 3.).
160 Id. at pp. 25–26.
161 Id. at p. 26.
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In Reply, Jurisdictional Defendants contend that Moller’s allegations of LP’s
undercapitalization is without merit, as she offers no authority in support “for her
contention that this is evidence of undercapitalization, let alone evidence sufficient
to warrant veil-piercing.”162 And insofar as Moller alleges that veil-piercing is
warranted based on the shared addresses and same management, Jurisdictional
Defendants contend that such practice “is common for affiliated entities and in no
way evinces improper corporate form.”163
Moller fails to meet her prima facie burden of establishing that LP’s veil should
be 	pierced 	under 	Wyoming’s 	two-prong 	veil-piercing 	test 	for 	limited 	liability
companies. The record reflects that LP is a Wyoming limited liability company with
FMK Group, Inc. as its sole member.164 FMK Group, Inc. is a corporation incorporated
in Wyoming with its principal place of business in Wyoming.165 In determining
whether the two-prong test is met, Wyoming courts consider various factors such as
“fraud, inadequate capitalization, and the degree to which the business and finances
of the company and the member are intermingled.”166
Moller first asserts that LP has inadequate capitalization for its failure to have
insurance covering Moller’s claims.167 “Undercapitalization is a factor to consider in
LLC veil-piercing analysis, but the weight we give it depends on the degree of
162 R. Doc. 143 at p. 12 (citing Shoemaker v. Giacalone, 34,809 (La. App. 2 Cir. 6/20/01), 793 So.2d 230,
234).
163 Id. at p. 15 (citing authority).
164 R. Doc. 132-2 at p. 4 (citing R. Doc. 49 at p. 2).
165 Id. (citing R. Doc. 49 at p. 2).
166 Mantle, 2019 WY 29, ¶ 127, 437 P.3d at 799.
167 R. Doc. 132-1 at pp. 22–23.
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undercapitalization 	and 	the 	reason 	for 	it.”168 Where 	an 	“LLC 	[is] 	continually
undercapitalized by choice, 	[and] 	not 	by 	external 	forces[,]” 	there 	is 	a 	greater
justification to pierce a limited liability company veil.169 The Wyoming Supreme
Court has stated that “evidence of the adequacy of insurance coverage,” along with
testimony concerning the amounts of insurance carried by comparable businesses,
may be considered in analyzing whether undercapitalization exists.170 But adequacy
of 	insurance 	coverage 	is 	merely 	one 	factor 	in 	a 	complex 	undercapitalization
analysis,171 and undercapitalization is merely one factor in determining whether veil-
piercing 	is 	warranted.172 The 	Court 	finds 	that 	LP’s 	failure 	to obtain 	liability
insurance weighs, albeit slightly, in favor of piercing the limited liability company
veil.
Second, Moller asserts that LP engages in an impermissible intermingling of
business operations and finances.173 The Wyoming Supreme Court has held that the
following factors support a finding of intermingling:
1) the LLC used its member's accounting department and the same
accountants managed the finances of both entities; (2) the entities had
the same business address and creditors of the LLC mailed their
invoices to the member's address for processing; (3) the LLC's tax
returns were consolidated with the tax returns of the member; (4) the
168 Mantle, 2019 WY 29, ¶ 128, 437 P.3d at 799.
169 Id. (internal quotation marks omitted).
170 Atlas Const. Co. v. Slater, 746 P.2d 352, 356 (Wyo. 1987).
171 See id. (“Whatever the courts' requirements in terms of inadequacy of assets, courts must still
consider many varying factors relevant to their deliberations.”)(citation modified).
172 See, e.g., Ledford v. Keen, 9 F.4th 335, 342 (5th Cir. 2021)(“we agree with the district court that
Ledford's evidence amounts to nothing more than evidence of undercapitalization, which is insufficient
standing alone to support a veil-piercing theory under Texas law.”). Although Ledford interprets Texas
law, the Court finds such case nonetheless persuasive in its illustration of the variety of factors that
must be analyzed when piercing the corporate veil because, Texas law, like Wyoming law, instructs
courts to consider multiple factors in a veil-piercing analysis.
173 R. Doc. 132-1 at pp. 25–26.
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LLC did not have any employees independent of the member and the
member directly paid its employees for work done for the LLC; (5) the
LLC had no revenue separate from the member; (6) the member
manipulated the assets and liabilities such that the member reaped all
benefits of the LLC's activities while the LLC was saddled with all losses
and liabilities.174
Although LP concedes that it is an affiliate of Jurisdictional Defendants CAG
Holdings, LLC and RMH Holdings, LLC, mere affiliate status is insufficient to
warrant veil-piercing.175 LP further clarifies, importantly, that it operates separately
from both CAG Holdings, LLC and RMH Holdings, LLC.176 Moller has failed to
provide any evidence that there is “no distinction” between LP, CAG Holdings, LLC
and RMH Holdings, LLC.177
Moreover, the fact that LP has the same manager as other Jurisdictional
Defendants in Mark Jennings is not grounds for veil-piercing. Wyoming Statute § 17-
29-304 provides that a court “shall not consider factors intrinsic to the character and
operation of a limited liability company,” including “[t]he exercise of ownership,
influence and governance by a member or manager[.]” Thus, the Court is left with the
fact that CAG Holdings, LLC, RMH Holdings, LLC, and LP all operate out of the
same office in Colorado and the fact that LP does not have general liability insurance
for Moller’s claim in its veil-piercing analysis. “It bears repeating that limited liability
is the rule, and piercing is the rare exception to be applied only in cases involving
exceptional circumstances.”178 Plaintiff has failed to show that this is one of those
174 Mantle, 2019 WY 29, ¶ 129, 437 P.3d at 799–800.
175 R. Doc. 122-11.
176 Id.
177 Id.
178 GreenHunter Energy, Inc., 2014 WY 144, ¶ 39, 337 P.2d at 465.
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rare exceptions. The Court therefore declines to pierce LP’s limited liability company
veil.
3. 	CAG Holdings, LLC
Jurisdictional 	Defendants 	argue 	that 	the 	Court 	cannot 	impute 	JOpen’s
minimum contacts to CAG Holdings, LLC (“CAG”) and thus CAG is not subject to
specific personal jurisdiction by this Court.179 Jurisdictional Defendants submit the
affidavit of Mark Jennings, former manager of CAG, in support of their argument.180
Jennings attests to the following:
4. CAG is no longer in operation, but formerly operated a manufacturing
facility that processed industrial hemp, and had no involvement with
kratom.
5. CAG has never done business in Louisiana.
6. CAG is adequately capitalized and observes all corporate formalities
as a Wyoming company.
7. Defendants LP and RMH are affiliates of CAG that all operate
separately.
8. CAG does not have common offices, common property, common
accounting 	systems, 	common 	directors 	and 	officers, 	or 	common
employees with JOpen or Martian Sales.
9. CAG does not finance any other Defendant; does not pay the salaries,
expenses or losses of any other Defendant; and does not utilize the
services of any employee of any other Defendant.
10. CAG exerts no authority over the internal business operations or
daily operations of any other Defendant.181
179 R. Doc. 122-1 at p. 6.
180 Id.; R. Doc. 122-16.
181 R. Doc. 122-16 at pp. 2–3.
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Moller, in opposition, argues that CAG does not have any general liability
insurance policies or product liability insurance policies associated with OPMS
Kratom and therefore is intentionally undercapitalized.182 Further, Moller asserts
that because CAG, LP, and RMH Holdings, LLC are operated out of the same facility
in 	Springfield, 	Colorado, 	the 	Court 	should 	pierce 	CAG’s 	veil.183 	In 	Reply,
Jurisdictional Defendants aver that CAG’s shared office with other Jurisdictional
Defendants is a common occurrence and does not evince improper corporate form.184
Thus, according to Jurisdictional Defendants, the Court should not pierce CAG’s
limited liability company veil.185
Moller fails to provide any record evidence satisfying Wyoming’s two-prong
veil-piercing test for limited liability companies. The record indicates that CAG is a
Wyoming limited liability company with FMK Group, Inc. as its sole member.186 FMK
Group, Inc. has its principal place of business in Wyoming and is incorporated in
Wyoming.187 	Moller 	alleges 	that 	CAG 	is 	undercapitalized 	and 	engages 	in 	an
impermissible 	intermingling 	of 	business 	operations 	with 	other 	Jurisdictional
Defendants.188 	As to inadequate capitalization, the Wyoming Supreme Court has
explained 	that 	“undercapitalization 	is 	a 	relative 	concept,” 	in 	which 	“[s]ome
businesses need a great deal of capital, others very little, and of course there are the
182 R. Doc. 132-1 at p. 22 (citing R. Doc. 132-39).
183 Id. at p. 26.
184 R. Doc. 143 at p. 14.
185 Id.
186 R. Doc. 132-2 at p. 4 (citing R. Doc. 49 at p. 3).
187 Id. (citing R. Doc. 49 at p. 3).
188 R. Doc. 132-1 at pp. 22, 26.
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in-betweens.”189 Regarding general liability insurance for injuries related to OPMS
Kratom, CAG needed zero capital. CAG was never involved with any sort of kratom,
and it is no longer in existence.190 Therefore, “the weight to be given to this factor” is
very low, as it contradicts the fundamental principles of business for CAG, as a
processor of industrial hemp, to obtain general liability insurance policies for kratom
related injuries.191
Further, pertaining to Moller’s argument that CAG shares a common manager,
Mark Jennings, with RMH, NUZA, Calibre, and LP, the Court reiterates that it is
unable to consider Mark Jennings’ role with CAG pursuant to Wyoming Statute § 17-
29-304. Therefore, only one factor – common offices – weighs in favor of piercing
CAG’s veil. Plaintiff has failed to meet her prima facie burden of establishing personal
jurisdiction, and the Court requires more evidence for such a drastic remedy,
especially for a limited liability company.192
4. 	RMH Holdings, LLC
Jurisdictional Defendants claim that RMH Holdings, LLC (“RMH”) is not
subject to specific personal jurisdiction in this Court under a veil-piercing theory.193
In support of its Motion, Jurisdictional Defendants submit the affidavit of Mark
Jennings, who also serves as the manager of RMH,194 who declares to the following:
189 GreenHunter Energy, Inc., 2014 WY 144, ¶ 32, 337 P.3d at 463–64.
190 R. Doc. 122-16.
191 GreenHunter Energy, Inc., 2014 WY 144, ¶ 32, 337 P.3d at 463.
192 See GreenHunter Energy, Inc., 2014 WY 144, ¶ 20, 337 P.3d at 461 (“A limited liability
company’s ‘operation is intended to be much more flexible than a corporation’s.’” (quoting Kayce Land
and Livestock, 46 P.3d at 328)).
193 R. Doc. 122-1 at p. 14.
194 R. Doc. 122-1 at p. 6 (citing R. Doc. 122-19).
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4. RMH operates a manufacturing facility that processes industrial
hemp, and has no involvement with kratom.
5. RMH has never done business in Louisiana.
6. RMH is adequately capitalized and observes all corporate formalities
as a Wyoming company.
7. Defendants LP and CAG are affiliates of RMH that all operate
separately.
8. RMH does not have common offices, common property, common
accounting 	systems, 	common 	directors 	and 	officers, 	or 	common
employees with JOpen or Martian Sales.
9. RMH does not finance any other Defendant; does not pay the salaries,
expenses or losses of any other Defendant; and does not utilize the
services of any employee of any other Defendant.
10. RMH exerts no authority over the internal business operations or
daily operations of any other Defendant.195
Moller, in turn, alleges that Jurisdictional Defendants are a single business
enterprise that have collaborated to develop a nationwide kratom marketing and
distributing campaign. According to Moller, this is evidenced through the sharing of
common 	officers 	and 	directors 	between 	LP, 	CAG, 	and 	RMH.196 	Jurisdictional
Defendants, in Reply, contend that the common offices and overlapping managers
between LP, CAG, and RMH are common-practice, and thus the Court should not
find specific personal jurisdiction against RMH under a veil-piercing theory.197 The
Court finds Jurisdictional Defendants’ argument persuasive.
195 R. Doc. 122-19 at pp. 2–3.
196 R. Doc. 132-1 at pp. 25–26.
197 R. Doc. 143 at pp. 14–15.
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The evidence reflects that RMH is a Wyoming limited liability company with
Western Wall Management, Inc. as it sole member.198 Western Wall Management,
Inc. is a corporation incorporated in Wyoming and with its principal place of business
in Wyoming.199 Identical to its analysis with CAG, the Court finds that RMH’s lack
of insurance for kratom related injuries bears no weight on its veil-piercing analysis,
as the record evidence reflects that RMH has no involvement with kratom as an
industrial hemp processor.200 Further, also explained above, the fact that Mark
Jennings is the manager of LP, CAG, and RMH is not to be considered in a limited
liability company veil-piercing analysis under Wyoming law.201 Thus, all the Court is
left with is that RMH shares a common office with LP and CAG. Again, this is
insufficient to pierce a limited liability company veil, and the Court thus does not
have specific personal jurisdiction against RMH under any veil-piercing theory.
5. 	Johnson Foods, LLC
Jurisdictional Defendants contend that there is no basis for exercising personal
jurisdiction 	over 	Johnson 	Foods, 	LLC 	(“Johnson 	Foods”) 	under 	a 	veil-piercing
theory.202 	In 	particular, 	Jurisdictional 	Defendants 	offer 	an 	affidavit 	of 	Mark
198 R. Doc. 132-2 at p. 4 (citing R. Doc. 49 at p. 3). The Court acknowledges that RMH has been listed
as RMH Holdings, Inc. and RMH Holdings, LLC at different points throughout the record. Compare
R. Doc. 49 at p. 3, ¶ 5 and R. Doc. 122-19 at p. 2, with R. Doc. 122-18 at p. 2. Regardless, the Court
finds that the result would not change under either a corporate or limited liability company veil
piercing analysis.
199 R. Doc. 132-2 at p. 4 (citing R. Doc. 49 at p. 3).
200 R. Doc. 122-19.
201 WYO. STAT . A NN . § 17-29-304.
202 R. Doc. 122-1 at p. 6.
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Jennings, manager of Johnson Foods, in support of their Motion.203 Jennings declares
to the following:
4. Johnson Foods had no common ownership or control with any other
Defendant at any relevant time.
5. Johnson Foods has never marketed, distributed, or sold any kratom-
containing products (or any other products) in Louisiana.
6. Johnson Foods has never done business in Louisiana.
7. Johnson Foods is adequately capitalized and observes all corporate
formalities as a Wyoming company.
8. Johnson Foods does not have common offices, common property,
common accounting systems, common directors and officers, or common
employees with JOpen or Martian Sales.
9. Johnson Foods does not finance any other Defendant; does not pay the
salaries, expenses or losses of any other Defendant; and does not utilize
the services of any employee of any other Defendant.
10. Johnson Foods exerts no authority over the internal business
operations or daily operations of any other Defendant.204
Moller, in turn, claims that Johnson Foods has commingled corporate and
shareholder funds and has failed to follow statutory formalities in transacting
business activities.205 Specifically, Moller avers that Johnson Foods is fully funded
through Jurisdictional Defendants JOpen and David Gabbay, and claims that
Telescaph Inter Texas, LLC was formed by Gabbay to obtain “blind reports” on
marketing kratom internationally and is Johnson Food’s sole client.206 As further
explained by Moller:
203 R. Doc. 143 at p. 5 (citing R. Doc. 122-22).
204 R. Doc. 122-22 at pp. 2–3.
205 R. Doc. 132-1 at p. 19.
206 Id. at p. 21.
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The facts indicate that Johnson Foods worked with Mr. Jennings with
regards to Telescaph. Moreover, Johnson Foods’ work has focused on
submission 	of 	a 	New 	Dietary 	Ingredient 	Notification 	(NDIN) 	and
advocacy work related to kratom. That NDIN is allegedly for Johnson
Foos’ [sic] own kratom brand, Mitravida. Of note, the NDIN was created
through direct collaboration with Mr. Jennings and Mr. Palaio and other
OPMS related entities such as NP Biotech and NP Pharma Holdings.
Mr. Jennings, a former manager of Johnson Foods, and Mr. Palaio were
instrumental in coordinating a clinical study for the NDIN in Canada.
In sum, Johnson Foods has apparently done anything but the work its
sole client, Telescaph Inter Texas, contracted it to do. There is no
reasonable business explanation for why Telescaph would fund Johnson
Foods to engage in the business it has done. The only logical inference
is that Mr. Gabbay wanted a “blind” funder of Johnson Foods to assist
it in submission of an NDIN and advocacy work that would benefit
JOpen and the broader OPMS enterprise.207
As a final point, Moller takes issue with Johnson Foods’ financial statements.208
Moller specifically contends that Johnson Foods’ 2022 tax return is irreconcilable
with its 2023 profit and loss statement.209 She further argues that “Johnson Foods’
2023 profit and loss statement [] indicates involvement with product sales to the
extent it notes $26,198 of ‘Raw Materials’ under Costs of Good Sold. Notably that
entry contradicts the 2023 Form 1120S which shows no purchases during the years
and lists only $715,591 in ‘Consulting Costs.’ The balance sheet further indicates no
inventory at the beginning and end of the tax year.”210 And the “‘Consulting Costs,’
which must be associated to Johnson Foods work for its only client, Telescaph Inter
Texas, LLC, includes costs for ‘Advocacy,’ advertising and marketing, consulting
costs, raw material purchases, and legal and professional services, which do not
207 Id. at pp. 21–22.
208 R. Doc. 132-2 at p. 9.
209 Id. at pp. 9 –10.
210 Id. at p. 10 (citing R. Docs. 132-35 and 132-36).
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logically or clearly connect to work done for Telescaph.”211 Thus, according to Moller,
the limited liability company veil should be pierced as to Johnson Foods.212
In 	Reply, 	Jurisdictional 	Defendants 	claim 	that 	Moller’s 	allegations 	that
Telescaph Inter Texas, LLC must be paying Johnson Foods for advocacy work
benefiting 	JOpen 	and 	other 	Jurisdictional 	Defendants 	is 	without 	merit.213
Jurisdictional Defendants specifically point to the Rule 30(b)(6) deposition of Johnson
Foods’ corporate representative, who testified that “Johnson Foods has done a variety
of work for Telescaph including market research, the development of a go-to-market
plan, and concept testing.”214 According to Jurisdictional Defendants, “[t]here is
nothing in the record to support Plaintiff’s contention of any improper commingling
of funds with respect to Johnson Foods.”215 The Court, again, agrees.
Plaintiff 	does 	not 	establish 	a 	prima 	facie 	case 	for 	exercising 	personal
jurisdiction under Wyoming’s veil-piercing test. Based on evidence in the record,
Johnson Foods is a Wyoming limited liability company with Alexander Cohen as its
sole member.216 Cohen is a resident of Georgia.217 Moller alleges that Johnson Foods
has inadequate capitalization as evidenced by its financial statements and engages
in intermingling of business operations with other Jurisdictional Defendants through
211 Id. (citing R. Docs. 132-35 and 132-36).
212 R. Doc. 132-1 at pp. 21–22.
213 R. Doc. 143 at p. 12.
214 Id.
215 Id.
216 R. Doc. 132-2 at p. 3 (citing R. Doc. 47).
217 Id. (citing R. Doc. 47). Although Johnson Foods is a citizen of Georgia for purposes of diversity of
citizenship, it does not change the Court’s application of Wyoming law to its veil-piercing analysis as
Johnson Foods was formed in Wyoming. See Louisiana Newpack Shrimp, Inc., 2021 WL 516631, at *7
n.81.
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shared offices.218 The Court acknowledges that Johnson Food’s failure to maintain
general liability of product liability insurance for its OPMS Kratom products is one
factor that weighs in favor of piercing its limited liability company veil. But Johnson
Foods’ lack of insurance is not the only consideration in an undercapitalization
analysis.
“In determining whether a limited liability company is undercapitalized,
courts must compare the amount of capital to the amount of business to be conducted
and the obligations which must be satisfied.”219 In analyzing Johnson Food’s financial
statements, the Court finds that Johnson Foods is not undercapitalized. Although
Johnson Food’s Profit and Loss Statement for the period beginning in January 2023
and ending in December 2023 demonstrates a net loss for that period, it is not clearly
saddled with losses.220 There is no record evidence that there is routinely no money
in its operating account or frequently receives money transfers from its member
Alexander Cohen.221 Put differently, it does not appear that “the LLC was continually
undercapitalized by choice,” and it is possible that Johnson Foods could be operating
a net loss due to market factors.222 Moller’s conclusory allegations regarding the
intent of certain line items in Johnson Foods’ financial statements,223 without more,
218 R. Doc. 132-1 at pp. 20–23.
219 GreenHunter Energy, Inc., 2014 WY 144, ¶ 32, 337 P.3d at 463.
220 R. Doc. 132-36 at p. 3.
221 Mantle, 2019 WY 29, ¶ 127, 437 P.3d at 799 (“In GreenHunter, we found the LLC was
undercapitalized because when the plaintiff's invoices were submitted to the LLC, it often had no
money in its operating account, and . . . it received periodic money transfers from its member, which
decided how much money would be transferred to the LLC to pay specific bills it decided to pay, and
when.”)(citation modified).
222 Id.
223 See R. Doc. 132-2 at pp. 9–10.
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does not warrant a finding of undercapitalization. And even assuming arguendo that
the Court found that Johnson Foods was undercapitalized pursuant to its lack of
insurance and financial statements, undercapitalization alone is insufficient to
impose liability through veil-piercing.224
Further, 	Mark 	Jennings’ role 	as 	manager of 	Johnson 	Foods 	and other
Jurisdictional Defendants cannot support piercing a limited liability company veil.225
The same can be said for Plaintiff’s argument that Johnson Foods’ veil should be
pierced because “Palaio’s family [sic] are the beneficiaries of a trust that owns
Johnson Foods” and Palaio “acts as an ‘advisor’ to Johnson Foods.”226 Moreover,
Moller’s conclusory allegations that “[t]here is no reasonable business explanation for
why Telescaph would fund Johnson Foods to engage in the business it has done[,]
[and] [that] [t]he only logical inference is that Mr. Gabbay wanted a ‘blind’ funder of
Johnson Foods to assist it in submission of an NDIN and advocacy work that would
benefit 	JOpen 	and 	the 	broader 	OPMS 	enterprise[]” 	have 	been 	refuted 	by
Jurisdictional Defendants.227
Johnson Foods’ corporate representative testified that he conducted a wide
range of services for Telescaph, Inc., including analyzing economic, market, and
consumer data pertaining to COVID-19 and conducting supply chain analyses and
concept testing.228 Such work was partially “related to kratom, but in general it was
224 See WYO. STAT . A NN . § 17-29-304.
225 See id.
226 R. Doc. 226 at p. 2.
227 R. Doc. 132-1 at p. 22.
228 R. Doc. 143-2 at pp. 8–10.
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related to supplements at large[.]”229 Plaintiff has failed to provide evidence to rebut
this testimony. The fact that Johnson Foods and Telescaph, Inc. have a contractual
business relationship does not provide a basis to pierce Johnson Foods’ limited
liability company veil. Overall, the Court is only left with the fact that Johnson Foods’
may 	be 	potentially 	undercapitalized. 	Undercapitalization 	alone, 	however, 	is
insufficient to pierce the veil under Wyoming law. Therefore, the Court declines to
pierce Johnson Foods’ veil.
6. 	Nuza, LLC
Jurisdictional Defendants aver that the Court cannot exercise specific personal
jurisdiction over Nuza, LLC (“Nuza”) by imputing JOpen’s minimum contacts to Nuza
through veil-piercing.230 In support of its argument, Jurisdictional Defendants
provide an affidavit of Mark Jennings, also a manager at Nuza, who attests to the
following facts, in pertinent part:
4. Nuza is a logistics company that assists in sourcing and transporting
kratom from the manufacturer to the distributor.
5. Nuza does not distribute, sell, design, manufacture, or market kratom
products in Louisiana.
6. Nuza has never done business in Louisiana.
7. Nuza is adequately capitalized and observes all corporate formalities
as a Wyoming company.
8. Nuza does not have common offices, common property, common
accounting 	systems, 	common 	directors 	and 	officers, 	or 	common
employees with JOpen or Martian Sales.
229 Id. at p. 11.
230 R. Doc. 122-1 at p. 6.
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9. Nuza does not finance any other Defendant; does not pay the salaries,
expenses or losses of any other Defendant and does not utilize the
services of any employee of any other Defendant.
10. Nuza exerts no authority over the internal business operations or
daily operations of any other Defendant.231
Moller, however, contends that Nuza is an alter ego of other Jurisdictional
Defendants as a part of a “single business enterprise through a secretive web of
affiliates, individuals, shell companies, alter egos, business names, assumed names,
and/or trade names[.]”232 In Reply, Jurisdictional Defendants state that Moller has
failed to analyze any veil-piercing factor under Wyoming law, and therefore, personal
jurisdiction does not exist over Nuza.233 The Court agrees with Jurisdictional
Defendants.
The record reflects that Nuza is Wyoming limited liability company with
Amitol, LLC as its sole member.234 Amitol, LLC is a limited liability company formed
in Wyoming, and Western Wall Management, Inc. is the sole member of Amitol,
LLC.235 Western Wall Management, Inc. is a corporation organized under the laws of
Wyoming and has its principal place of business in Wyoming.236
Similar to her arguments as to other Jurisdictional Defendants, Moller fails
to meet her burden because she provides mere conclusive allegations without
addressing 	any 	factors 	as 	to 	why 	veil-piercing 	is 	warranted. 	Moller 	has 	not
231 R. Doc. 122-23 at pp. 2–3.
232 R. Doc. 100 at p. 9.
233 R. Doc. 148.
234 R. Doc. 132-2 at p. 4 (citing R. Doc. 124 at p. 2).
235 Id. (citing R. Doc. 124 at p. 2).
236 Id. (citing R. Doc. 124 at p. 2).
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controverted any of Jurisdictional Defendants’ allegations, nor does the record
provide any evidence to the contrary. As already explained, Mark Jennings’ role as a
manager for various Jurisdictional Defendants may not be considered in a limited
liability 	company 	veil-piercing 	analysis.237 	Further, 	Nuza’s 	role 	as 	a 	logistics
company 	that 	sources 	and 	transports 	kratom 	from 	the 	manufacturer 	to 	the
distributor is not grounds for veil-piercing. In fact, Nuza’s role as an effective
middleman between kratom manufacturers and distributors further magnifies the
independent nature of Nuza compared to other Jurisdictional Defendants. Because
Plaintiff has failed to set forth a prima facie case to establish personal jurisdiction,
the Court declines to impute JOpen’s minimum contacts to that of Nuza and finds
that it lacks specific personal jurisdiction over Nuza pursuant to a veil-piercing
theory.
7. 	Calibre Manufacturing, LLC
Jurisdictional Defendants claim that Moller is unable to impute JOpen’s
minimum contacts to Calibre Manufacturing, LLC (“Calibre”) under a veil-piercing
theory.238 In support of their assertion, Jurisdictional Defendants provide another
affidavit from Mark Jennings, this time pertaining to Calibre.239 Jennings, who is
also a manager at Calibre, attests to the following facts, in pertinent part:
4. Calibre is a kratom manufacturer that puts kratom powder into
capsules and liquids.
5. Calibre then sends the bulk kratom product to JOpen in Texas for
packaging and distribution.
237 See WYO. STAT . A NN . § 17-29-304.
238 R. Doc. 122-1 at p. 6.
239 R. Doc. 122-24.
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6. Calibre does not distribute, sell, design, manufacture, or market
kratom products in Louisiana.
7. Calibre has never done business in Louisiana.
8. 	Calibre 	is 	adequately 	capitalized 	and 	observes 	all 	corporate
formalities as a Wyoming company.
9. Calibre does not have common offices, common property, common
accounting 	systems, 	common 	directors 	and 	officers, 	or 	common
employees with JOpen or Martian Sales.
10. Calibre does not finance any other Defendant; does not pay the
salaries, expenses or losses of any other Defendant and does not utilize
the services of any employee of any other Defendant.
11. Calibre exerts no authority over the internal business operations or
daily operations of any other Defendant.240
Moller disagrees and argues that veil-piercing is warranted because Mark
Jennings manages various Jurisdictional Defendants, including Calibre.241 In Reply,
Jurisdictional Defendants maintain that Moller’s failure to address any factors of a
veil-piercing analysis precludes imputing JOpen’s minimum contacts to Calibre
under a veil-piercing theory.242 The Court, again, agrees.
Moller fails to satisfy the two-part veil-piercing test enumerated by the
Wyoming Supreme Court. The record demonstrates that Calibre is a limited liability
company formed in Wyoming, and Estoral, LLC is its sole member.243 Estoral, LLC’s
240 Id. at pp. 2–3.
241 R. Doc. 132-1 at p. 26.
242 R. Doc. 148.
243 R. Doc. 132-2 at p. 4 (citing R. Doc. 124 at p. 3).
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sole member is Western Wall Management, Inc., which is a corporation incorporated
in Wyoming with its principal place of business in Wyoming.244
Moller only alleges that there is an impermissible intermingling of business
operations between Calibre and other Jurisdictional Defendants.245 Again, Jennings’
role as a manager at Calibre does not bear any weight on a limited liability company
veil-piercing analysis.246 Thus, Moller does not properly raise any issues of fraud,
inadequate capitalization, or intermingling that would support piercing a limited
liability 	company 	veil 	under Wyoming law. 	Merely 	contracting 	with 	another
company, as Moller suggests,247 is insufficient to support the assertion that Calibre
is an alter ego of other named Jurisdictional Defendants. If such argument was
correct, all companies in privity of contract would be considered as the same entity
for a veil-piercing analysis – an ad absurdum result the Court refuses to adopt. The
Court therefore declines to impute JOpen’s contacts upon Calibre and finds that
Plaintiff has failed to establish a prima facie case of personal jurisdiction.
8. 	FMK Group, Inc.
Jurisdictional Defendants argue that Moller is unable to impute JOpen’s
minimum contacts to FMK Group, Inc. (“FMK”), as Moller merely states that she
owns or co-owns “a trademark associated to the Olistica brand, which is a surrogate
for the OPMS kratom brand[.]”248 In support of their argument, Jurisdictional
244 Id. (citing R. Doc. 124 at p. 3).
245 R. Doc. 132-1 at p. 26.
246 See WYO. STAT . A NN . § 17-29-304.
247 R. Doc. 130-2 at p. 5 (“Martian Sales states that at or around the incident date alleged, Martian
Sales contracted with the following kratom manufactures [sic] . . . Calibre . . . .”)(citation modified).
248 R. Doc. 122-1 at p. 8 (citation modified).
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Defendants submit the affidavit of Mark Jennings.249 Jennings attests to the
following:
4. FMK does not distribute, sell, design, manufacture, or market kratom
products in Louisiana or anywhere.
5. FMK has never done business in Louisiana.
6. FMK is adequately capitalized and observes all corporate formalities
as a Wyoming company.
7. FMK does not have common offices, common property, common
accounting 	systems, 	common 	directors 	and 	officers, 	or 	common
employees with JOpen or Martian Sales.
8. FMK does not finance any other Defendant; does not pay the salaries,
expenses or losses of any other Defendant and does not utilize the
services of any employee of any other Defendant.
9. FMK exerts no authority over the internal business operations or
daily operations of any other Defendant.250
Moller disagrees and argues that FMK is a part of a secret web of alter egos
with JOpen251 that sells kratom to Louisiana residents because it, like other
Jurisdictional Defendants, is managed by Mark Jennings and shares the same
address as CAG, RMH, LP, and FMK.252 In Reply, Jurisdictional Defendants contend
that “to the extent some Defendants have a shared officer or address, that is common
for affiliated entities and in no way evinces improper corporate form.”253
249 R. Doc. 122-25.
250 R. Doc. 122-25 at pp. 2–3.
251 R. Doc. 100 at p. 9.
252 R. Doc. 130-2 at p. 6. In her Complaint, Moller avers that “FMK is one of the many alter egos and
shell companies involved in OPMS kratom.” R. Doc. 100 at p. 16.
253 R. Doc. 143 at p. 14.
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Moller has not satisfied its prima facie burden of establishing that piercing
FMK’s corporate veil is warranted under Wyoming law. The record reflects FMK is a
corporation 	incorporated 	in 	Wyoming 	with 	its 	principal 	place 	of 	business 	in
Wyoming.254
Owning or co-owning a trademark for a brand associated with multiple
Jurisdictional Defendants does not warrant veil-piercing. Instead, Moller must show
more to warrant such an extreme remedy, such as the failure to observe corporate
formalities under Wyoming law.255 But Moller does not. Although shared managers
and offices between entities may slightly weigh in favor of piercing a corporate veil,
this factor alone is insufficient to pierce the corporate veil. Lastly, and perhaps most
importantly, as sworn to in the affidavit of Mark Jennings, FMK “has never been
involved in the distribution, sale, design, manufacture or marketing of kratom, in
Louisiana 	or 	anywhere.”256 	Therefore, 	the 	Court 	finds 	that 	veil-piercing 	is
unwarranted as to FMK.
9. 	PNW Holdings, LLC
Jurisdictional Defendants claim that, like FMK, PNW Holdings, LLC (“PNW”)
“has never been involved in the distribution, sale, design, manufacture or marketing
of kratom, in Louisiana or anywhere[,]”257 and thus the Court should not impute the
contacts of JOpen to PNW.258 In further support of their argument, Jurisdictional
254 R. Doc. 132-2 at p. 4 (citing R. Doc. 124 at p. 2).
255 Kaycee Land and Livestock v. Flahive, 46 P.3d at 325.
256 R. Doc. 122-1 at p. 8 (citing R. Doc. 122-25 at p. 2.).
257 R. Doc. 122-1 at p. 8.
258 Id.
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Defendants 	submit 	the 	affidavit 	of 	Mark 	Jennings, 	who 	makes 	the 	following
declaration:
4. PNW does not distribute, sell, design, manufacture, or market kratom
products in Louisiana or anywhere.
5. PNW has never done business in Louisiana.
6. PNW is adequately capitalized and observes all corporate formalities
as a Wyoming company.
7. PNW does not have common offices, common property, common
accounting 	systems, 	common 	directors 	and 	officers, 	or 	common
employees with JOpen or Martian Sales.
8. PNW does not finance any other Defendant; does not pay the salaries,
expenses or losses of any other Defendant and does not utilize the
services of any employee of any other Defendant.
9. PNW exerts no authority over the internal business operations or
daily operations of any other Defendant.259
Moller, in contrast, contends that PNW, like CAG, RMH, LP, Calibre, Nuza,
and FMK, are all managed by Mark Jennings and is therefore a part of the complex
web 	of 	companies 	distributing 	katrom 	across 	the 	United 	States.260 	In 	Reply,
Jurisdictional Defendants reiterate that it is common for affiliated entities to have a
shared officer and thus “in no way evinces improper corporate form.”261
Moller falls short of satisfying Wyoming’s two-prong limited liability company
veil-piercing test. The record indicates that PNW is a Wyoming limited liability
company with FMK, a corporation incorporated in Wyoming and with its principal
259 R. Doc. 122-26 at pp. 2–3.
260 R. Doc. 130 at p. 11; R. Doc. 130-2 at p. 6.
261 R. Doc. 143 at p. 14.
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place of business in Wyoming, as its sole member.262 The only allegations Moller
advances are that the fact that Mark Jennings is the manager of PNW and other
Jurisdictional Defendants and that PNW co-owns the trademark associated with the
Olistica 	brand.263 	Jurisdictional 	Defendants, 	however, 	provide 	that 	PNW 	is
“adequately 	capitalized 	and 	observes 	all 	corporate 	formalities 	as 	a 	Wyoming
company. PNW does not finance any other Defendant; does not pay the salaries,
expenses or losses of any other Defendant; and does not utilize the services of any
employee of JOpen or Martian Sales. PNW exerts no authority over the internal
business operations or daily operations of any other Defendant.”264
Again, Mark Jennings’ role as a manager of PNW bears no weight in the veil-
piercing analysis of a limited liability company.265 Further, merely co-owning a
trademark with FMK that is associated with other Jurisdictional Defendants is not
the type of “certain extraordinary circumstances” warranting piercing a limited
liability company veil.266 The Court therefore declines to do so.
10. 	CC US Holdings, LLC
Jurisdictional Defendants allege that there is no basis in the record for the
Court to impute JOpen’s minimum contacts upon CC US Holdings, LLC (“CC US”),
as Moller only claims that CC US provides administrative services as to other
262 R. Doc. 132-2 at p. 4 (citing R. Doc. 124 at p. 2).
263 R. Doc. 132-44 at p. 19.
264 R. Doc. 122-1 at pp. 8–9.
265 WYO. STAT . A NN . § 17-29-304.
266 GreenHunter Energy, Inc., 2014 WY 144, ¶ 26, 337 P.3d at 462 (stating that the 2010 Wyoming
Limited Liability Company Act allows “a limited liability company's veil to be pierced under certain
extraordinary circumstances[]”).
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Jurisdictional Defendants.267 Again in support, Jurisdictional Defendants provide an
affidavit from Mark Jennings.268 Jennings attests to the following:
3. CC US Holdings is a Wyoming limited liability company, which
provides management and accounting services for LP, CAG, RMH, and
a number of other companies.
4. CC US Holdings does not distribute, sell, design, manufacture, or
market kratom products in Louisiana or anywhere.
5. CC US Holdings has never done business in Louisiana.
6. CC US Holdings is adequately capitalized and observes all corporate
formalities as a Wyoming company.
7. CC US Holdings does not have common offices, common property,
common accounting systems, common directors and officers, or common
employees with JOpen or Martian Sales.
8. CC Holdings does not finance any other Defendant; does not pay the
salaries, expenses or losses of any other Defendant and does not utilize
the services of any employee of any other Defendant.
9. CC US Holdings exerts no authority over the internal business
operations or daily operations of any other Defendant.269
Moller counters that because CC US provides “IT, HR, and accounting services
for various OPMS Defendants[,]”270 it “is effectively a management entity for the
OPMS supply and manufacturing chain, covering accounting, administration, and
management[]” and therefore its corporate veil should be pierced.271 Jurisdictional
Defendants, in Reply, contend that “CC US Holdings’ provision of accounting and
267 R. Doc. 122-1 at p. 9.
268 Id. (citing R. Doc. 122-27).
269 R. Doc. 122-27 at pp. 2–3.
270 R. Doc. 130-2 at p. 6
271 R. Doc. 132-1 at p. 22. Moller also contends that “CC US is a centralized management entity for LP,
CAG, RMH, Calibre, Nuza, NP Pharma Holdings, LLC, and PWH, LLC, providing accounting,
administration, and management services for those entities.” R. Doc. 132-2 at p. 10.
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management services for other companies is in no way evidence of commingling of
funds or improper corporation formation. Moreover, none of these entities have
affiliation with, or common control with, JOpen.”272
Moller has failed to establish a prima facie case for veil-piercing under
Wyoming law by simply alleging that there is an impermissible intermingling of
business operations between CC US and other Jurisdictional Defendants. The record
reflects that CC US is a limited liability company formed in Wyoming with FMK – a
corporation incorporated in Wyoming and with its principal place of business in
Wyoming – as its sole member.273
As an initial matter, even if proven, “[i]ntermingling of assets, business
operations, and finances is also insufficient to justify piercing the veil standing
alone.”274 Thus, CC US’s providing of accounting and management services to various
Jurisdictional Defendants does not warrant veil-piercing. The Wyoming Supreme
Court has supported a finding of intermingling when an “LLC use[s] its member's
accounting department and the same accountants manage[] the finances of both
entities[.]”275 The scenario before the Court, however, is distinguishable. CC US has
one member, FMK.276 There is no record evidence that CC US is using FMK’s
accounting department or accountants. Instead, CC US provides its own accounting
services for various Jurisdictional Defendants, including FMK.277
272 R. Doc. 143 at p. 11 n.5.
273 R. Doc. 132-2 at p. 4 (citing R. Doc. 124 at p. 2).
274 Mantle, 2019 WY 29, ¶ 129, 437 P.3d at 799.
275 Id. at 799–800; see R. Doc. 132-1 at pp. 25–26.
276 R. Doc. 132-2 at p. 4 (citing R. Doc. 124).
277 Id. (citing R. Doc. 124).
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Serving as a management entity for multiple companies, who are affiliates, is
not evidence of any wrongdoing. Further, the fact that one company handles
accounting services for multiple entities does not mean that the multiple entities have
shared accounting.278 And once again, Jurisdictional Defendants provide that CC US
is adequately capitalized and observes all corporate formalities under Wyoming
law.279 Nor does the record reflect that CC US is “involved in the distribution, sale,
design, manufacture or marketing of kratom, in Louisiana or anywhere.”280 Moller
has failed to satisfy Wyoming’s two-prong limited liability company veil-piercing
analysis.
11. 	Peyton Palaio, Mark Jennings, Mark Reilly, and David Gabbay
Jurisdictional Defendants allege that Peyton Palaio (“Palaio”), Mark Jennings,
Mark Reilly (“Reilly”), and David Gabbay (“Gabbay”) should be dismissed because
they have “never conducted any business in the state of Louisiana.”281 Moller
counters that Palaio, Jennings, Reilly, and Gabbay “are the alter egos of the
[Defendant] entities for jurisdictional purposes[,]” and therefore should be subject to
personal jurisdiction in this Court.282 In Reply, Jurisdictional Defendants assert that
it is well-settled that exceptional circumstances must exist for an individual to be
278 If this were true, then all clients of an accounting firm would be deemed to have shared accounting,
providing one factor in favor of piercing the corporate veil. Such interpretation would lead to a result
ad absurdum.
279 R. Doc. 143-1 at p. 26–27.
280 Id. at p. 26.
281 R. Doc. 122-1 at pp. 9–10.
282 R. Doc. 132 at p. 1.
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held personally liable for the actions of corporate entities, and none exist here.283 The
Court agrees.284
“Certain business entities, such as corporations and LLCs, are separate and
distinct from their owners[]” under Wyoming law.285 “[T]his separateness of identity
insulates 	the 	entity’s 	owners 	from personal liability for 	the 	entity’s
obligations, liabilities, and debts.286 Such protection from personal liability, however,
does not extend to behavior bringing about injustice.287 “To avoid injustice, the
common law ‘allowed courts to pierce the veil of limited liability’ in exceptional
circumstances.”288 Here, since the Court has already determined that piercing the
veil as to Jurisdictional Defendants is unwarranted, the Court finds there is no legal
basis to hold Palaio, Jennings, and Reilly personally liable for their actions under
Wyoming law.
The same is true for Gabbay under Texas law.289 JOpen consents to personal
jurisdiction in this Court.290 But since the Court has already found that there is no
283 R. Doc. 143 at p. 16.
284 Defendants also provide that “whether Plaintiff can assert causes of action against the individual
Defendants as alter egos of the corporate Defendants they serve turns on the laws of corporation
formation for those entities.” R. Doc. 143 at p. 16. Defendants thus contend that for Palaio, Jennings,
and Reilly, Wyoming law applies, and Texas law applies for Gabbay. The Court agrees. See Energy
Coal v. CITGO Petroleum Corporation, 836 F.3d 457, 462 (5th Cir. 2016)(“Louisiana courts look to the
state of incorporation not just when deciding issues involving piercing, which as noted above is a close
relative of the single business enterprise theory, but also when deciding more general questions of
corporate structure.”); Soriano, 2014 WL 949145, at *8 (“Because Gulf Coast is a Louisiana limited
liability company, Louisiana law governs the Court's decision on piercing the corporate veil.”).
285 Mantle, 2019 WY 29, ¶ 126, 437 P.3d at 798 (citing GreenHunter, 2014 WY 144, ¶ 12, 337 P.3d at
459).
286 Id. at 798–99.
287 Id. at 799.
288 Id. (quoting GreenHunter, 2019 WY 29, ¶ 126, 337 P.3d at 459).
289 See supra notes 154, 284. Because JOpen is a Texas limited liability company, the Court finds that
Texas law applies to Gabbay.
290 R. Doc. 122-1 at p. 3 n.2.
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basis for piercing the corporate veil of JOpen,291 the Court likewise determines that
there is no legal basis to hold Gabbay personally liable for JOpen’s conduct under
Texas law.292 Having found that Palaio, Jennings, Reilly, and Gabbay are not
personally liable in this suit, the Court ends its specific personal jurisdiction analysis
as to Jurisdictional Defendants Palaio, Jennings, Reilly, and Gabbay and those
defendants are dismissed from this suit.
In sum, the Court finds that the record is devoid of evidence that would
warrant 	the 	piercing 	of 	the veil as 	to any Jurisdictional Defendants. 	Having
determined that veil-piercing is unwarranted, the Court finds that there is no legal
basis to hold the individual Jurisdictional Defendants personally liable for the actions
of their respective business entities. Veil-piercing is one of the most extreme remedies
in business law,293 and the record does not support such extreme measure.294
B. The Court lacks specific personal jurisdiction over the Jurisdictional
Defendants under the stream of commerce theory.
In addition to a veil-piercing theory, Jurisdictional Defendants allege that they
are not subject to specific personal jurisdiction in this Court under the stream of
291 See supra note 154.
292 See Plan B Holdings, LLC v. RSLLP, 681 S.W.3d 443, 458 (Tex. Ct. App. 2023)(“[U]nder a theory
of ‘alter ego,’ which is one theory for ‘piercing the corporate veil[]’ . . . an owner of a corporation or
limited liability company can, in limited circumstances, be held personally liable for the debts of the
business entity. In general, an owner or officer of a corporation is not liable for corporate debts[.]”).
293 See generally Carpenter Properties, Inc. v. JP Morgan Chase Bank Nat. Ass’n, 647 Fed. Appx. 444,
454 (5th Cir. 2016)(explaining that, under Mississippi law, “the courts have reserved piercing the veil
for factual circumstances which are clearly extraordinary—where to do otherwise would subvert the
ends of justice”)(citation modified).
294 This finding renders as moot Moller’s Motion for Partial Summary Judgment – Determination of
Piercing the Veil, Single Business Enterprise, and Alter Ego For Jurisdictional Purposes. R. Doc. 132.
The Court, using the same facts set forth in the Motion for Partial Summary Judgment via
incorporation by reference, finds that Moller has failed to establish a prima facie case to piercing the
veil as to the Jurisdictional Defendants. 	Therefore, the Court finds that Moller is not entitled to
summary judgment as a matter of law regarding piercing the veil of Jurisdictional Defendants.
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commerce doctrine.295 Jurisdictional Defendants contend that although JOpen is
subject to jurisdiction based on the stream of commerce theory, “[t]here is no factual
or legal basis for stream of commerce jurisdiction over any other Defendant.”296
Moller, in Opposition, avers that “[t]he stream of commerce analysis is satisfied in
this 	matter[]” 	pursuant 	to 	the 	Fifth 	Circuit’s 	three-prong 	analysis 	utilized in
determining whether a court may exercise specific personal jurisdiction over a
defendant.297
First, Moller argues that “Defendants purposefully transacted business within
Louisiana and committed the tortious acts alleged in the complaint within Louisiana.
Thus, Defendants have purposefully availed themselves of Louisiana.”298 Second,
Moller advances that her injuries are directly related to Jurisdictional Defendants’
actions, as “Plaintiff’s autopsy report plausibly supports the allegation that Plaintiff’s
wrongful death product liability claims were related to the Defendants’ conduct in
creating a secretive web of shell companies that import an illicit product into the
United States and then pursue the distribution and sale of that product to Louisiana
consumers.”299 Third, Moller argues that subjecting Jurisdictional Defendants to
personal jurisdiction in Louisiana would not offend the traditional notions of fair play
and substantial justice because “it would be an absurd injustice to allow the
Defendants to escape jurisdiction in Louisiana while simultaneously reaping the
295 R. Doc. 122-1 at pp. 12–13.
296 Id. at p. 13.
297 R. Doc. 130 at p. 14.
298 Id. at p. 16.
299 Id. at p. 17.
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profits from their illicit web of companies promoting their kratom brands to Louisiana
consumers.”300 Thus, according to Moller, specific personal jurisdiction exists against
the Jurisdictional Defendants.301
Jurisdictional Defendants have filed a Reply, in which they allege that “the
record evidence is clear that the [] Defendants simply are not in the ‘stream of
commerce,’ and the evidence submitted by Plaintiff does not compel a different
conclusion.”302 Namely, Jurisdictional Defendants argue that Moller fails to allege,
identify, and list specific acts by each Defendant demonstrating that each Defendant
“purposefully avail[ed] itself of the privilege of doing business in Louisiana.”303
Therefore, 	according 	to 	Jurisdictional 	Defendants, 	exercising 	specific 	personal
jurisdiction is improper.304
With these principles in mind, the Court considers whether it may exercise
specific personal jurisdiction pursuant to the Fifth Circuit’s three-step test for
determining whether due process allows for the exercise of 	specific personal
jurisdiction.305 For the reasons set forth below, the Court’s analysis starts – and ends
300 Id. at p. 18.
301 Id. at p. 19.
302 R. Doc. 148 at p. 5.
303 Id.
304 Id.
305 “To exercise specific jurisdiction, a court must determine: (1) whether the defendant has minimum
contacts with the forum state, i.e., whether it purposely directed its activities toward the forum state
or purposefully availed itself of the privileges of conducting activities there; (2) whether the plaintiff's
cause of action arises out of or results from the defendant's forum-related contacts; and (3) whether
the exercise of personal jurisdiction is fair and reasonable.” LLOG Exploration Company, L.L.C. v.
Federal Flange, Inc., Civil Action No. 17-2323, 2019 WL 4038599, at *4 (E.D. La. Aug. 27, 2019)(Ashe,
J.)(quoting Seiferth, 472 F.3d at 271).
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– with the first step, whether Jurisdictional Defendants have purposefully availed
themselves, or established minimum contacts, to the state of Louisiana.306
1. Plaintiff fails to establish that Jurisdictional Defendants have minimum
contacts with Louisiana.
Plaintiff states that her “allegations and referenced sources detail how the
OPMS Defendants purposefully exploit Louisiana’s market through a stream of
commerce targeted directly at Louisiana kratom consumers. These are not minor,
isolated, or random contacts. These are intentional and knowing actions taken to
exploit the Louisiana market for kratom.”307 In support of her assertion, Moller
directs the Court to the following paragraphs in her Complaint:
All Defendants named herein are alter egos of one another and operate
as a single business enterprise through a secretive web of affiliates,
individuals, shell companies, alter egos, business names, assumed
names, and/or trade names, including but not limited to: Aether, LLC;
Aghosh Corp.; Axis Holdings, LLC; Johnson Foods, LLC; LP IND., LLC;
CAG Holdings, LLC; RMH Holdings, LLC; Lunar Labs, LLC; Martian
Sales, Inc.; Kono Labs; Highway 160 Way, LLC; PFI, LLC; Nuza LLC;
Nuza; 	Nuza 	Logistics; 	Calibre 	Manufacturing, 	LLC; 	Advanced
Nutrition; Uziel, LLC; 1099 Industrial, LLC; 1100 Alpha, LLC; Engaged
Investments, 	LLC; 	Olistica 	Life 	Sciences 	Group; 	Olistica; 	Olistica
Group; Interactive Earth Sciences Corp.; Liv Group, Inc.; Cascade
Naturals; Della Terra Pharmaceuticals; NP Pharma Holdings, LLC;
OPMS; Choice Organics; Jordan Process; Precision Biologics; Eyal
Gabbey; 	Petyon 	Shea 	Palaio; 	Mark 	Jennings; 	Mark 	Reilly;
Biopharmaceutical Technology Services, Inc.; Liv Group, Inc.; Robert
“Bob” Hoban; NP Biotech; Precision Biologics; FMK Group, Inc.; PNW
306 Because the limits of Louisiana’s long-arm statute are co-extensive with the limits of constitutional
due process, the inquiry is simply whether this Court’s exercise of jurisdiction over the defendant
would offend due process. See In re Chinese-Manufactured Drywall Products Liability Litigation, 753
at 547; Cates v. Sears, Roebuck & Co., 928 F.2d 679, 687 (5th Cir. 1991)(citing Hanna v. Plumer, 380
U.S. 460 (1965))(“Erie requires that federal courts apply substantive state law when adjudicating
diversity-jurisdiction claims, but in doing so apply federal procedural law to the proceedings.”); Luv N’
Care, Ltd., 438 F.3d at 469 (“The forum state may create, and this court would be bound to apply,
additional jurisdictional restrictions by statute . . . but Louisiana's ‘long-arm’ statute extends
jurisdiction to the constitutional limit . . . so the two inquiries in this case fold into one.”).
307 R. Doc. 130 at p. 15.
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Holdings, 	LLC; 	JOPEN, 	LLC; 	LP, 	Ind., 	LLC; 	Beeman 	Inc.; 	LGI
Holdings, LLC; Axis Holdings, LLC; Calibre Manufacturing, LLC; Savro
Management, LLC; Advanced Nutrition, LLC; Admin Assist, LLC;
Precision Biologics, Inc; Companion Agriculture; NP Biopharma; Della
Terra Pharmaceutical; Aether LLC; Allied Manufacturing Services,
LLC; Telescaph Inter Texas, LLC; CC US Holdings, LLC; Peyton Shea
Palaio; Mark Jennings; Eyal David Gabbay; and Mark Reilly (a/k/a
Chris Dockery). The entities involved in the single business enterprise
continues to evolve.
. . . .
All Defendants named herein make up and are hereinafter referred to
as the “OPMS defendants,” or simply “defendants.”
. . . .
On February 6, 2023, Harmony Moller, a 36-year-old female, died as the
result of the ingestion of OPMS brand Kratom which she purchased in
Mandeville, Louisiana.
. . . .
A postmortem examination of Harmony Moller determined that the
cause 	of 	death 	was 	“Abnormally 	high 	left 	coronary 	ostia 	takeoff
exacerbated by Mitragynine use” secondary to the ingestion of Kratom.
. . . .
Unable to verify kratom’s safety, the Kratom industry has instead been
built upon clandestine and fraudulent business activities, including the
unlawful importation of Kratom as “plant food,” “incense,” “cosmetic”
powders, and other legal items.
. . . .
Despite these efforts, the industry is successfully smuggling billions of
dollars’ worth of Kratom across the border. Once it gets past customs
and border officials, the Kratom is quickly channeled into chains of
distribution 	managed 	by 	individuals 	and 	entities 	generating 	huge
profits from millions of consumers. Despite the serious risks of kratom
use, profit-seeking companies continue to market kratom products with
unproven and deceptive claims about its safety and ability to cure, treat
or prevent medical conditions and diseases. The FDA’s examples of
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illegal claims include statements such as: “many people use kratom to
overcome opiate addiction,” and kratom is frequently used “as a natural
alternative” 	to 	treat 	various 	health 	conditions, 	replacing 	opiate
prescriptions.
. . . .
The OPMS defendants have profited from unfair and deceptive business
practices by promoting, distributing and/or selling dangerous Kratom
products to Louisiana residents, including Harmony Moller.
. . . .
OPMS kratom is imported, packaged, distributed, and sold through a
complex web of companies that includes Defendants. This web is
referred to herein as the OPMS enterprise.
. . . .
The OPMS enterprise is one of the largest kratom distributors in the
United States, including Louisiana.
. . . .
Despite its prominence in the kratom industry, the OPMS enterprises’
evasive tactics and abuse of corporate forms has been highlighted by
recent investigative reports, as well as public filings in multiple lawsuits
and claims brought by those harmed by its misconduct.
. . . .
OPMS Kratom is manufactured, packaged, distributed, and sold by the
OPMS defendants via the stream of commerce throughout the United
States to herbal stores, gas stations, corner stores, and smoke shops
where it is primarily marketed as an herbal medicine or supplement to
treat 	a 	variety 	of 	ailments 	such 	as 	pain, 	mental 	health, 	opioid
withdrawal and constitutes as “product” as defined by La. R.S. 9:2800.53
(3).
. . . .
As a direct and proximate result of the manufacture and distribution of
its unreasonably dangerous and defective product to Harmony Moller,
as aforesaid, Defendants are strictly liable to Plaintiff in damages for
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Harmony 	Moller’s 	conscious 	pain, 	suffering, 	fear, 	and 	grief 	in
anticipation of death.
. . . .
As a direct and proximate result of the manufacture and distribution of
its unreasonably dangerous and defective product to Harmony Moller,
as aforesaid, Defendants are strictly liable to Plaintiff in damages for
her parents’ grief, loss of companionship and consortium, love, affection,
and support due to her wrongful death pursuant to La. C.C. art.
2315.2.308
Despite citing to the above paragraphs in her Complaint to support her assertion that
personal jurisdiction exists, Moller fails to set forth a prima facie case establishing
that Jurisdictional Defendants have minimum contacts with Louisiana.
“In the context of products-liability cases, like the case presently before us, an
analysis 	involving 	a stream-of-commerce metaphor 	is 	often 	employed 	to 	assess
whether the non-resident defendant has minimum contacts with the forum.”309 The
stream of commerce doctrine permits “personal jurisdiction over a corporation that
delivers its products into the stream of commerce with the expectation that they will
be purchased by consumers in the forum State.”310 The Fifth Circuit has explained:311
Under that test, mere foreseeability or awareness is a constitutionally
sufficient basis for personal jurisdiction if the defendant's product made
its way into the forum state while still in the stream of commerce, but
the defendant’s contacts must be more than random, fortuitous, or
308 R. Doc. 100 at pp. 9–10, 14–17, ¶¶ 25, 26, 30, 33, 48, 51, 53, 54, 55, 56, 58, 62, and 64.
309 Zoch v. Magna Seating (Germany) GmbH, 810 Fed. Appx. 285, 289 (5th Cir. 2020); see also
Ainsworth v. Moffett Engineering, Ltd., 716 F.3d 174, 177 (5th Cir. 2013)(“In cases involving a product
sold or manufactured by a foreign defendant, this Circuit has consistently followed a ‘stream-of-
commerce’ approach to personal jurisdiction[.]”).
310 World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 298 (1980).
311 The Court acknowledges that the appropriate standard under the stream-of-commerce doctrine
“divides the circuits, with ours having embraced Justice Brennan's more expansive view.” In re DePuy
Orthopaedics, Incorporated, Pinnacle Hip Implant Products Liability Litigation, 888 F.3d 753, 778
(5th Cir. 2018)(citing Choice Healthcare, Inc. v. Kaiser Found. Health Plan of Colo., 615 F.3d 364, 373
(5th Cir. 2010)).
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attenuated, or of the unilateral activity of another party or third
person.312
“The foreseeability required in the products liability context is ‘not the mere
likelihood that a product will find its way into the forum State. Rather, it is that the
defendant's conduct and connection with the forum State are such that he should
reasonably anticipate being haled into court there.’”313 “Ultimately, foreseeability in
the stream-of-commerce context can be proven in one of two ways, (1) either the
quantity of defendant's actual or attempted sales (advertising or marketing) is high
enough that the defendant can reasonably anticipate being haled into the forum state
or (2) the defendant has specific knowledge or expectation that its specific injury-
causing product is being sold in the forum state.”314 In sum, “[p]ersonal jurisdiction
does not turn on labels or relative connection to the forum.”315 Rather, courts must
“look to ‘the relationship among the defendant, the forum, and the litigation.’”316
Here, Moller merely alleges that Jurisdictional Defendants, as alter egos of one
another, injected OPMS Kratom into the United States’s stream of commerce, and
therefore 	it 	was 	reasonably foreseeable that 	OPMS 	Kratom would end up in
Louisiana.317 While Moller seemingly centers her argument on foreseeability, she
fails to specifically allege that any Jurisdictional Defendant satisfies the definition of
foreseeability.
312 Ainsworth, 716 F.3d at 177 (citation modified).
313 Seiferth v. Helicopteros Atuneros, Inc., 472 F.3d 266, 274 (5th Cir. 2006)(quoting World-Wide
Volkswagen Corp., 444 U.S. at 297).
314 Boat Service of Galveston, Inc. v. NRE Power Systems, Inc., 429 F.Supp.3d 261, 269 (E.D. La.
2019)(Barbier, J.)(citing World-Wide Volkswagen Corp., 444 U.S. at 297–98).
315 DePuy, 888 F.3d at 779 (emphasis original).
316 Id. (quoting Walden v. Fiore, 571 U.S. 277, 284 (2014)).
317 R. Doc. 130 at p. 16.
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Although “mere foreseeability or awareness is a constitutionally sufficient
basis for personal jurisdiction if the defendant's product made its way into the forum
state while still in the stream of commerce,”318 foreseeability is not “the mere
likelihood that a product will find its way into the forum State.”319 Moller, in
attempting to show foreseeability, alleges that all Jurisdictional Defendants engaged
in “deceptive business practices by promotion, distributing, and/or selling dangerous
kratom products to Louisiana residents, including Harmony Moller.”320 Moller’s
analysis ends there. The only factual allegations Moller asserts that potentially ties
Jurisdictional Defendants to Louisiana is the fact that Harmony Moller purchased
OPMS kratom in Mandeville, Louisiana, and that Harmony Moller, a Louisiana
resident, died as a result of ingesting OPMS Kratom. Moller does not point to a
specific act, phone call, email, letter, or conversation from Jurisdictional Defendants
to anyone in Louisiana. Further, Moller fails to point to any specific contract with a
Louisiana citizen or any contract directing that work be completed in Louisiana.
Additionally, Moller does not name any specific product that is sold in
Louisiana, other than that OPMS kratom was bought in Mandeville, Louisiana. She
alleges that Jurisdictional Defendants sell kratom to herbal stores, gas stations,
corner stores, and smoke shops around the United States but fails to identify any
such 	stores 	in 	Louisiana.321 Moller also 	does 	not 	provide 	any 	data 	regarding
318 Ainsworth, 716 F.3d at 177 (citation modified)(emphasis added).
319 Seiferth, 472 F.3d at 274.
320 R. Doc. 130 at p. 4 (citing R. Doc. 100 at p. 15, ¶ 53).
321 See R. Doc. 130 at p. 4 (citing R. Doc. 100 at p. 16, ¶ 58).
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Jurisdictional Defendants’ sales to customers in Louisiana.322 As explained by
another Section of this Court, the significance of sales evidence is that it can establish
“the reasonableness of an inference that [a defendant] had or should have had an
expectation that its [products] would wind up in Louisiana so as to support the
conclusion that [a defendant] should reasonably anticipate being haled into court
there on issues related to its [products].”323
Moller’s assertion that Jurisdictional Defendants engaged in an “aggressive
national campaign to promote and profit from the sale of OPMS kratom products in
Louisiana” is insufficient to find that Jurisdictional Defendants purposefully availed
themselves to the benefit of conducting business in Louisiana. As an initial matter,
Moller offers no specific details on how Jurisdictional Defendants targeted Louisiana.
Plaintiff 	provides 	no 	evidence 	regarding 	any 	specific 	marketing 	campaigns,
marketing data relating to Louisiana, or even a specific advertisement directed
toward Louisiana consumers. At best, Moller’s assertion is that Jurisdictional
Defendants’ national campaign to promote OPMS Kratom foreseeably resulted in the
products ending up in Louisiana. Even assuming arguendo that this is true, “[t]hese
facts may reveal an intent to serve the U.S. market, but they do not show that
[Defendants] purposefully availed itself of the [Louisiana] market.”324
322 See LLOG Exploration Company, L.L.C., 2019 WL 4038599, at *7 (finding that a defendant
purposefully availed itself to Louisiana when it, among other things, “sold over $16 million in goods
directly to at least six different Louisiana customers[]”).
323 Id. at *8.
324 J. McIntyre Machinery, Ltd. v. Nicastro, 564 U.S. 873, 886 (2011).
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The Court finds that subjecting Jurisdictional Defendants to specific personal
jurisdiction would run afoul of Justice Breyer’s concurrence in McIntyre v. Nicastro,
adopted by the Fifth Circuit as the opinion that “‘furnished the narrowest grounds
for 	the 	decision.’”325 In 	McIntyre, 	Justice 	Breyer 	“criticized 	New 	Jersey's 	test
for personal jurisdiction, which would subject a foreign defendant to jurisdiction so
long as it ‘knows or reasonably should know that its products are distributed through
a nationwide distribution system that might lead to those products being sold in any
of the fifty states.’”326 Justice Breyer further 	“cautioned against such a test that
would ‘rest jurisdiction . . . upon no more than the occurrence of a product-based
accident in the forum State’ and ‘permit every State to assert jurisdiction in a
products-liability suit against any domestic manufacturer who sells its products
(made anywhere in the United States) to a national distributor, no matter how large
or small the manufacturer, no matter how distant the forum, and no matter how few
the number of items that end up in the particular forum at issue.’”327
Moller asks the Court to subject Jurisdictional Defendants to specific personal
jurisdiction solely based on Jurisdictional Defendants’ national marketing campaign
that ultimately led to Harmony Moller’s purchase and ingestion of OPMS Kratom in
Mandeville, Louisiana.328 Adopting Moller’s approach would impermissibly allow
Louisiana “to assert jurisdiction in a products-liability suit against any domestic
325 Zoch, 810 Fed. Appx at 290 (quoting Ainsworth, 716 F.3d at 178).
326 Zoch, 810 Fed. Appx. at 290–91 (quoting McIntyre, 564 U.S. at 891 (Breyer, J., concurring)).
327 Id. at 291 (quoting McIntyre, 564 U.S. at 891 (Breyer, J., concurring)).
328 See R. Doc. 100; R. Doc. 226 at p. 2 (“Finished OPMS kratom products are then distributed to retail
locations nationwide, including Louisiana, where the product was legal at the time of Harmony
Moller’s death in February 2023.”).
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manufacturer who sells its products (made anywhere in the United States) to a
national distributor, no matter how large or small the manufacturer, no matter how
distant the forum, and no matter how few the number of items that end up in the
particular forum at issue.”329 The Court determines that is inappropriate based on
Supreme Court precedent.
“The touchstone for stream-of-commerce analysis is not the defendant’s specific
knowledge, nor its control, nor a traceable route of the goods; instead, it is the
defendant's purposeful availment of the forum through the stream of its goods rather
than its agents.”330 In Ainsworth, the Fifth Circuit affirmed the United States District
Court 	for 	the 	Southern 	District 	of 	Mississippi’s 	finding 	of 	specific 	personal
jurisdiction against Moffett Engineering, Ltd., an Irish manufacturer of forklifts.331
The Fifth Circuit specifically reasoned that:
The facts in the record establish that Moffett could have “reasonably
anticipated” being haled into court in Mississippi. Cargotec sells or
markets Moffett products in all fifty states, and Moffett makes no
attempt to limit the territory in which Cargotec sells its products. From
2000 through September 2010, Moffett sold 13,073 forklifts to Cargotec,
worth approximately 254,000,000. Cargotec sold 203 of those forklifts,
worth approximately 3,950,000, to customers in Mississippi. Those
Mississippi sales accounted for approximately 1.55% of Moffett's United
States sales during that period. Moreover, the record indicates that
Moffett designed and manufactures a forklift for poultry-related uses.
Thus, even though Moffett did not have specific knowledge of sales by
Cargotec in Mississippi, it reasonably could have expected that such
sales would be made, given the fact that Mississippi is the fourth largest
poultry-producing state in the United States.332
329 McIntyre, 564 U.S. at 891 (Breyer, J., concurring).
330 LLOG Exploration Company, L.L.C., 2019 WL 4038599 at *7 (citing DePuy, 888 F.3d at 778).
331 Ainsworth, 716 F.3d at 179.
332 Id.
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Here, the Court’s holding is not premised on the fact that Jurisdictional Defendants
did not have particularized knowledge of the destination of its kratom products.
Rather, it is based on Moller’s fundamental failure to provide specific record evidence
addressing Jurisdictional Defendants’ specific relationship to Louisiana.333 Unlike
Ainsworth, Moller has failed to provide any evidence regarding the timeframe in
which OPMS Kratom was sold in Louisiana, the amount of OPMS Kratom sold in
Louisiana, the monetary value of the sales of OPMS Kratom in Louisiana, and how
much Louisiana sales of OPMS Kratom comprise of Jurisdictional Defendants’ total
sales across the country.334 Nor has Moller submitted any evidence that Louisiana is
a large consumer of kratom products, which, if provided, may be analogous to
Mississippi’s role as a large poultry producer in Ainsworth.335
The 	Court 	granted 	Moller 	roughly 	six 	months 	to 	conduct 	jurisdictional
discovery in the above-captioned matter.336 As a result of such jurisdictional efforts,
Moller submitted to the Court nearly 1,000 pages337 of exhibits relating to the
Jurisdictional Defendants’ Motion to Dismiss and its Motion for Partial Summary
Judgment. The Court, after conducting a thorough review of the voluminous record,
finds it insufficient to exercise specific personal jurisdiction over Jurisdictional
Defendants. Whether it is deposition testimony, discovery responses, articles of
333 See Asahi Metal Industry Co., Ltd. v. Superior Court of California, Solana County, 480 U.S. 102,
112 (1987)(“The placement of a product into the stream of commerce, without more, is not an act of the
defendant purposefully directed toward the forum State.”).
334 See id.
335 See id.
336 R. Doc. 54.
337 See R. Docs. 130-1 through 130-10; R. Docs. 132-3 through R. Doc. 132-51; R. Docs. 226-1 through
226-4.
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organization, purchase orders and invoices, tax forms, financial statements, or news
articles related to kratom,338 the record evidence does not form any connection to
Louisiana that would constitute minimum contacts with the state of Louisiana on
behalf of Jurisdictional Defendants. Such evidence is insufficient to satisfy Moller’s
prima 	facie 	burden 	of 	demonstrating 	that 	Jurisdictional 	Defendants 	have
purposefully availed themselves to conducting business in Louisiana.
Because Moller has not made a prima facie showing that Jurisdictional
Defendants have established minimum contacts in Louisiana, the Court need not
consider whether the cause of action arises out of or results from the defendant's
forum-related contacts and whether subjecting Jurisdictional Defendants to personal
jurisdiction would offend the traditional notions of fair play and substantial justice.
Accordingly, 	the 	Court 	finds 	that 	it 	lacks 	specific 	personal 	jurisdiction 	over
Jurisdictional Defendants.
C. 	Moller 	has 	stated 	a 	plausible 	claim 	under 	the 	Louisiana
Products Liability Act.
JOpen argues that Moller has failed to state a claim that JOpen and each
Jurisdictional Defendant is a manufacturer, has failed to state a claim for a design
defect, and that Moller has failed to state a failure to warn claim under the LPLA.339
Because the Court has determined that it lacks personal jurisdiction as to all
Jurisdictional Defendants, the Court analyzes each element in turn solely as it
pertains to JOpen.
338 See, e.g., R. Docs. 132-3 through R. Doc. 132-51.
339 R. Doc. 148 at pp. 6–10.
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1. Manufacturer
JOpen avers that Moller fails to allege that any Defendant, including JOpen,
is a manufacturer under the LPLA.340 Moller, in turn, contends that Defendants’
assertion is incorrect because she has properly alleged that Harmony Moller has died
as a result of JOpen’s kratom product.341 The Court agrees with Moller.
Under the LPLA, a manufacturer is “person or entity who is in the business of
manufacturing a product for placement into trade or commerce.”342 Additionally, “[a]
seller of a product who exercises control over or influences a characteristic of the
design, construction or quality of the product that causes damage[]” is also a
manufacturer 	under 	the 	LPLA.343 	In 	sum, 	manufacturing 	a 	product 	“means
producing, 	making, 	fabricating, 	constructing, 	designing, 	remanufacturing,
reconditioning or refurbishing a product.”344
Here, Moller contends that “[t]he OPMS defendants are a ‘manufacturer(s)’ as
defined by La. R.S. 9:2800.53 (1).”345 Moller further alleges that “OPMS Kratom is
manufactured, packaged, distributed, and sold by the OPMS defendants via the
stream of commerce throughout the United States to herbal stores, gas stations,
corner stores, and smoke shops . . . .”346 And in her Complaint, Moller’s definition of
“OPMS defendants” includes JOpen.347 Therefore, the Court finds that Moller has
340 R. Doc. 122-1 at p. 1.
341 R. Doc. 130 at p. 20.
342 LA. R EV. STAT . § 9:2800.53(1).
343 LA. R EV. STAT . § 9:2800.53(1)(b).
344 LA. R EV. STAT . § 9:2800.53(1).
345 R. Doc. 100 at p. 16, ¶ 59.
346 Id. at ¶ 58.
347 Id. at p. 9, ¶¶ 25, 26.
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plead facts in support of the required element of an LPLA claim, that JOpen is a
manufacturer of the product.
2. Design Defect
JOpen alleges that Moller fails to allege a design defect under the LPLA
because she has failed to identify an alternative design.348 Moller disagrees and states
that “[p]otential alternative designs would include selling a kratom product that
complies with applicable federal regulations regarding safety or designing a product
without 	using 	processed 	kratom 	that 	might 	comply 	with 	applicable 	safety
regulations. Or designing a process that does not adulterate whole leaf kratom.”349
The Court finds that Moller has adequately stated a claim for a design defect
under the LPLA. A plaintiff establishes a design-defect claim under the LPLA by
demonstrating that:
(1) There existed an alternative design for the product that was capable
of preventing the claimant's damage; and (2) The likelihood that the
product's design would cause the claimant’s damage and the gravity of
that damage outweighed the burden on the manufacturer of adopting
such alternative design and the adverse effect, if any, of such alternative
design on the utility of the product.350
The second prong of the statute “involves a risk-utility analysis[,]”351 in which courts
must analyze whether the product contains an adequate warning.352 Thus, “[t]o state
a claim for unreasonably dangerous design, the plaintiff must (1) allege how the
348 R. Doc. 122-1 at p. 20.
349 R. Doc. 130 at p. 21.
350 Johnson v. Teva Pharmaceuticals USA, Inc., 758 F.3d 605, 612 (5th Cir. 2014)(quoting LA. R EV .
STAT . § 9:2800.56).
351 Id. (citing Krummel v. Bombardier Corp., 206 F.3d 548, 551 (5th Cir. 2000)).
352 Id. (citing L A. R EV. STAT . § 9:2800.56).
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design is defective or how the design relates to the injury and (2) demonstrate the
existence of a specific alternate design.”353 An “occurrence of an injury does not give
rise 	to 	the 	presumption 	that 	the 	design 	was 	unreasonably 	dangerous.”354
Furthermore, “[a] conclusory allegation that an alternate design exists will not
suffice, but the plaintiff need not allege in detail ‘that the product's design would
cause the claimant's damage,’ that ‘the gravity of that damage outweighed the burden
on the manufacturer of adopting such alternative design,’ and ‘the adverse effect, if
any, of such alternative design on the utility of the product.’”355
Here, 	“Plaintiff 	does 	not 	merely 	state 	in 	a 	conclusory 	fashion 	that 	an
alternative 	exists; 	rather, 	[s]he 	identifies 	[an] 	alternative 	design.”356 	Moller
specifically alleges, for example, that JOpen could distribute whole leaf Mitragyna
Speciosa, as opposed its adulterated kratom product.357 Further, she adequately
alleges how the design is defective, as she contends that JOpen’s kratom product does
not 	comply 	with 	federal 	regulations 	and 	thus 	is 	unreasonably 	dangerous.358
Moreover, Moller alleges that adulterated kratom, such as JOpen’s, causes “a wide
range of adverse events, including . . . death[,]” precisely the injury in the above-
353 Robertson v. AstraZeneca Pharmeceuticals, LP, Civil Action No: 15–438., 2015 WL 5823326, at *4
(E.D. La. Oct. 6, 2015)(Barbier, J.)(citing Kennedy v. Pfizer, Inc., No. 12–01858, 2013 WL 4590331, at
*4 (W.D. La. Aug. 28, 2013)).
354 Id. (citing Kennedy, 2013 WL 4590331, at *3).
355 Id. (quoting Becnel v. Mercedes–Benz USA, LLC, No. 14–0003, 2014 WL 4450431, at *4 (E.D.La.
Sept. 10, 2014) (Barbier, J.)).
356 Becnel, 2014 WL 445043, at *4.
357 R. Doc. 130 at p. 21.
358 Id. at pp. 20–21.
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captioned matter.359 The Court therefore finds that Moller has plausibly stated a
design defect claim under the LPLA.
3. Failure to Warn
JOpen alleges that Moller has not plead a failure to warn claim under the
LPLA, as “the risks she alleges that Defendants should have warned about are
undisputedly not known or knowable to any Defendant.”360 In contrast, Moller
counters that she has adequately plead a failure to warn claim under the LPLA
because JOpen:
[F]ailed 	to 	warn 	Harmony 	Moller 	and 	other 	Louisiana 	kratom
consumers about the “risk of sudden death by heart failure and/or great
vessel failure, congenital heart or blood vessel conditions its failure to
warn 	of 	the 	opioid 	like 	effects 	of 	kratom 	and 	the 	pathological
consequences of use of an atypical opiate like kratom, the failure to
specify a maximum single dose warning, the failure to warn that
undefined overdose could cause injury or sudden death . . . .”361
The Court agrees with Moller.
“To successfully maintain a failure-to-warn claim under the LPLA, a plaintiff
must demonstrate that the product in question has a potentially damage-causing
characteristic and that the manufacturer failed to use reasonable care to provide an
adequate warning about this characteristic.”362 “To meet the first prong of this test,
we have indicated that a plaintiff must provide evidence about the ‘cause, frequency,
severity, or consequences’ of the dangerous characteristic in question.”363
359 Id. at p. 22.
360 R. Doc. 122-1 at p. 21.
361 R. Doc. 130 at p. 22 (quoting R. Doc. 100 at p. 16, ¶ 61).
362 Stahl v. Novartis Pharmaceuticals Corp., 283 F.3d 254, 264 (5th Cir. 2002)(citing Grenier v. Med.
Eng'g Corp., 243 F.3d 200, 205 (5th Cir. 2001).
363 Id. (citing Grenier, 243 F.3d at 205).
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Moller 	has 	provided 	evidence 	regarding 	the 	dangerous 	characteristic 	in
question, as she provides that JOpen “failed to warn Harmony Moller that kratom is
unlawfully 	imported, 	wrongfully 	distributed 	marketed 	and 	sold 	for 	human
consumption 	without 	the 	required 	premarket 	verification 	of 	safety, 	causes
dependence, addiction, and withdrawal in regular users, is 63 times more deadly than
other natural products, and can cause death.”364 Moller specifies that JOpen failed to
use reasonable care in providing an adequate warning through JOpen’s failure to
provide any sort of warnings “nor any instructions regarding first aid or medical
intervention at any stage of a user’s symptoms . . . .”365 Accordingly, the Court finds
that Moller has sufficiently stated a failure to warn claim against JOpen under the
LPLA.
In sum, when faced with a Rule 12(b)(6) Motion to Dismiss, the Court must
accept “‘all well-pleaded facts as true and view[] those facts in the light most favorable
to the plaintiff[.]’”366 “To survive a Rule 12(b)(6) motion to dismiss, the plaintiff must
plead enough facts ‘to state a claim to relief that is plausible on its face.’”367 Applying
the above principles, Moller has plead enough factual content to allow this Court “to
draw the reasonable inference that the defendant is liable for the misconduct
alleged[]”368 under the LPLA. The Court therefore denies JOpen’s Rule 12(b)(6)
Motion to Dismiss.
364 R. Doc. 130 at p. 22.
365 R. Doc. 100 at p. 17, ¶ 61.
366 True v. Robles, 571 F.3d 412, 417 (5th Cir. 2009)(quoting Stokes v. Gann, 498 F.3d 483, 484 (5th
Cir. 2007)).
367 Bustos v. Martini Club Inc., 599 F.3d 458, 461 (5th Cir. 2010)(citation modified).
368 Ashcroft, 556 U.S. at 678.
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IV. 	CONCLUSION
For the foregoing reasons,
IT 	IS 	HEREBY 	ORDERED 	that 	Defendants’ 	Motion 	to 	Dismiss 	is
GRANTED IN PART and DENIED IN PART.369
IT 	IS 	FURTHER 	ORDERED 	Jurisdictional 	Defendants’ 	Rule 	12(b)(2)
Motion to Dismiss370 is GRANTED and that Plaintiff’s claims against Jurisdictional
Defendants, LP IND., LLC; CAG Holdings, LLC; RMH Holdings, LLC; Martian Sales,
Inc.; Johnson Foods, LLC; Nuza, LLC; Calibre Manufacturing, LLC; FMK Group,
Inc.; PNW Holdings, LLC; CC US Holdings, LLC; Peyton Palaio; Mark Jennings;
David Gabbay; and Mark Reilly, are DISMISSED 	WITHOUT 	PREJUDICE.
JOpen, LLC shall remain as the sole Defendant in the above-captioned matter.
IT IS FURTHER ORDERED that JOpen’s Rule 12(b)(6) Motion to Dismiss371
is DENIED.
IT IS FURTHER ORDERED that Plaintiff’s Motion for Partial Summary
Judgment – Determination of Piercing the Veil, Single Business Enterprise, and
Alter Ego For Jurisdictional Purposes372 is DENIED AS MOOT.
New Orleans, Louisiana, March 30, 2026.
______________________________
WENDY B. VITTER
United States District Judge
369 R. Doc. 122.
370 Id.
371 Id.
372 R. Doc. 132.
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