Ritchie Capital Management, L.L.C. v. Costco Wholesale Corporation

15-3294
Ritchie Capital Management, L.L.C. et al. v. Costco Wholesale Corporation

UNITED STATES COURT OF APPEALS
FOR THE SECOND CIRCUIT

SUMMARY ORDER
RULINGS BY SUMMARY ORDER DO NOT HAVE PRECEDENTIAL EFFECT. CITATION TO A SUMMARY ORDER FILED
ON OR AFTER JANUARY 1, 2007, IS PERMITTED AND IS GOVERNED BY FEDERAL RULE OF APPELLATE
PROCEDURE 32.1 AND THIS COURT’S LOCAL RULE 32.1.1. WHEN CITING A SUMMARY ORDER IN A
DOCUMENT FILED WITH THIS COURT, A PARTY MUST CITE EITHER THE FEDERAL APPENDIX OR AN
ELECTRONIC DATABASE (WITH THE NOTATION “SUMMARY ORDER”). A PARTY CITING A SUMMARY ORDER MUST
SERVE A COPY OF IT ON ANY PARTY NOT REPRESENTED BY COUNSEL.

1 At a stated term of the United States Court of Appeals
2 for the Second Circuit, held at the Thurgood Marshall United
3 States Courthouse, 40 Foley Square, in the City of New York,
4 on the 1st day of July, two thousand sixteen.
5
6 PRESENT: DENNIS JACOBS,
7 REENA RAGGI,
8 DENNY CHIN,
9 Circuit Judges.
10
11 - - - - - - - - - - - - - - - - - - - -X
12 RITCHIE CAPITAL MANAGEMENT, L.L.C.,
13 RITCHIE CAPITAL MANAGEMENT, LTD., &
14 RITCHIE SPECIAL CREDIT INVESTMENTS,
15 LTD.,
16 Plaintiffs-Appellants,
17
18 -v.- 15-3294
19
20 COSTCO WHOLESALE CORPORATION,
21 Defendant-Appellee.
22 - - - - - - - - - - - - - - - - - - - -X
23
24 FOR APPELLANTS: ALEXANDRA A.E. SHAPIRO (with
25 Cynthia S. Arato & Fabien
26 Thayamballi on the brief),
27 SHAPIRO ARATO LLP, New York, New
28 York; also on the brief: Leo V.

1
 1 Leyva & James T. Kim, Cole
2 Schotz P.C., New York, New York.
3
4 FOR APPELLEE: GREGG L. WEINER (with Adam M.
5 Harris on the brief), ROPES &
6 GRAY LLP, New York, New York;
7 also on the brief: Douglas
8 Hallward-Driemeier, Ropes & Gray
9 LLP, Washington, D.C.
10
11 FOR AMICUS CURIAE THE Andrew J. Pincus, Archis A.
12 CHAMBER OF COMMERCE OF Parasharami & Matthew A. Waring,
13 THE UNITED STATES OF Mayer Brown LLP, Washington,
14 AMERICA: D.C.; Kate Comerford Todd, U.S.
15 Chamber Litigation Center,
16 Washington, D.C.
17
18 Appeal from a judgment of the United States District
19 Court for the Southern District of New York (Broderick, J.).
20
21 UPON DUE CONSIDERATION, IT IS HEREBY ORDERED, ADJUDGED
22 AND DECREED that the judgment of the district court be
23 AFFIRMED.
24
25 Appellants Ritchie Capital Management, L.L.C., Ritchie
26 Capital Management, Ltd. and Ritchie Special Credit
27 Investments, Ltd. (“Ritchie”) appeal from the judgment of
28 the United States District Court for the Southern District
29 of New York (Broderick, J.), granting defendant-appellee
30 Costco Wholesale Corporation’s (“Costco”) motion to dismiss
31 for lack of personal jurisdiction. We assume the parties’
32 familiarity with the underlying facts, the procedural
33 history, and the issues presented for review.
34
35 Ritchie’s sole argument on appeal is that Costco is
36 subject to general personal jurisdiction because it
37 registered to do business in New York. It is undisputed
38 that Ritchie did not raise this argument below; it is
39 forfeited. See Spiegel v. Schulmann, 604 F.3d 72, 77 n.1
40 (2d Cir. 2010) (“On appeal, the [p]laintiffs argue that [the
41 company] was subject to the district court’s personal
42 jurisdiction because the company had registered to do
43 business in New York State. Although such registration
44 would have been sufficient to establish personal

2
 1 jurisdiction,1 the [p]laintiffs did not raise this argument
2 before the district court and thus, it is waived.” (internal
3 citation omitted)).
4
5 Seeking to avoid this result, Ritchie relies on the
6 Supreme Court’s decision in Yee v. City of Escondido, 503
7 U.S. 519, 534 (1992). Such reliance is misplaced. In
8 Eastman Kodak Co. v. STWB, Inc., 452 F.3d 215 (2d Cir.
9 2006), this Court interpreted Yee as supporting the
10 unremarkable proposition that “this court ordinarily will
11 not hear arguments not made to the district court. But
12 appeals courts may entertain additional support that a party
13 provides for a proposition presented below.” Id. at 221
14 (emphasis added) (internal citation omitted). We decline to
15 entertain Ritchie’s belated argument; Ritchie has presented
16 no explanation for why it did not make this argument before
17 the district court, or why it would be a “manifest
18 injustice” if Ritchie is prevented from blindsiding Costco
19 on appeal. Sniado v. Bank Austria AG, 378 F.3d 210, 213 (2d
20 Cir. 2004).
21
22 For the foregoing reasons, as we are not reaching
23 Ritchie’s other arguments, we hereby AFFIRM the judgment of
24 the district court.
25
26 FOR THE COURT:
27 CATHERINE O’HAGAN WOLFE, CLERK
28
29
30
31
32

1
This conclusion may no longer be sound in light of
the Supreme Court’s decision in Daimler AG v. Bauman, 134 S.
Ct. 746, 751 (2014); we express no view one way or the other
on the underlying merits of Ritchie’s argument.
3