M & M Medical Supplies and Service, Incorporated v. Pleasant Valley Hospital, Incorporated Pleasant Valley Home Medical Equipment, Incorporated

LUTTIG, Circuit Judge,

dissenting:

I believe that the district court properly granted summary judgment on M & M’s monopolization and attempted monopolization claims under section 2 of the Sherman Act, and accordingly I dissent. I would hold, even if M & M’s expert affidavit established a genuine issue of material fact as to the Hospital’s monopoly power in the relevant market, that M & M failed to produce evidence that Pleasant Valley Hospital or its subsidiary, Pleasant Valley Home Medical Equipment, willfully ac*171quired or maintained monopoly power, evidence that is essential to M & M’s monopolization claim. I would also hold, as did the district court, that M & M failed to produce evidence of a specific intent by Pleasant Valley to monopolize, evidence that is essential to its attempted monopolization claim.

I.

A section 2 claim for monopolization requires proof of “the willful acquisition or maintenance of [monopoly] power as distinguished from growth or development as a consequence of a superior product, business acumen, or historic accident.” United States v. Grinnell Corp., 384 U.S. 563, 570-71, 86 S.Ct. 1698, 1704, 16 L.Ed.2d 778 (1966); accord, e.g., Eastman Kodak Co. v. Image Technical Servs., Inc., — U.S. —, —, 112 S.Ct. 2072, 2089, 119 L.Ed.2d 265 (1992); Aspen Skiing Co. v. Aspen Highlands Skiing Corp., 472 U.S. 585, 596 n. 19, 105 S.Ct. 2847, 2854 n. 19, 86 L.Ed.2d 467 (1985). If “ ‘valid business reasons’ ” exist for a company’s actions, the company cannot be liable for the willful acquisition or maintenance of monopoly power. Kodak, — U.S. at —, 112 S.Ct. at 2091 (quoting Aspen Skiing, 472 U.S. at 605, 105 S.Ct. at 2858). In fact, this court has held that “[t]o satisfy the ... element [of] willful acquisition or maintenance of [monopoly] power,” a monopolization plaintiff “must show that a jury could find no valid business reason or concern for efficiency” in the defendant’s conduct. White v. Rockingham Radiologists, Ltd., 820 F.2d 98, 105 (4th Cir.1987) (Butzner, J.); accord Oksanen v. Page Memorial Hosp., 945 F.2d 696, 710 (4th Cir.1991) (en banc).

In my view, M & M did not proffer sufficient evidence on the Hospital’s alleged willful acquisition or maintenance of monopoly power to entitle it to proceed to trial on its monopolization claim.1 M & M’s proffer shows that the Hospital referred patients with DME needs to Pleasant Valley Home Medical Equipment [the .Equipment Company] instead of to third-party DME providers and that it did not, as a matter of course, inform patients of the existence of third-party DME providers. As the district court noted, M & M proffered neither evidence that “patients were advised they could not go elsewhere for DME” nor any evidence of “coercion.” 738 F.Supp. at 1021-22. Nor is there any evidence that the Equipment Company’s competitors were foreclosed from soliciting purchases from the Hospital’s patients. The referral of patients to the Equipment Company without mention of its competitors is entirely lawful, nonpredatory activity which served the Hospital’s valid business interest in supporting its subsidiary rather than its subsidiary’s competitors. The Hospital was not obliged under the antitrust laws either to refer its patients to competitors or to inform its patients about third-party DME providers. See, e.g., Aspen Skiing, 472 U.S. at 600, 105 S.Ct. at 2856 (“[E]ven a firm with monopoly power has no general duty to engage in a joint marketing program with a competitor.”); see also Berkey Photo, Inc. v. Eastman Kodak Co., 603 F.2d 263, 281-84 (2d Cir.1979).

M & M failed to produce any other evidence inconsistent with the conduct of lawful competitive market activity. While a Hospital nurse encouraged one employee to have her husband switch his DME provider from M & M to the Equipment Company, M & M failed to show that the nurse was forced to suggest this change; indeed, M & *172M did not show that the overture was prompted by the Hospital or even that the Hospital knew of its occurrence. Nor did M & M show that the employee was threatened with adverse job consequences if her husband refused to switch providers. See J.A. at 137-38. Although the Hospital suggested to its staff physicians that they refer their patients to the Equipment Company for DME, M & M did not proffer evidence that the staff was required to do so. And, finally, although M & M proffered evidence that the Hospital required that the few infant monitors used in the Hospital be supplied by the Equipment Company, it adduced no evidence that the Hospital forbad its patients’ use of other monitors outside the Hospital, or that it required that any other DME used in the Hospital be supplied by the Equipment Company. From the evidence put forward by M & M, it just cannot reasonably be inferred that the Hospital used monopoly power “to foreclose competition, to gain a competitive advantage, or to destroy a competitor.” United States v. Griffith, 334 U.S. 100, 107, 68 S.Ct. 941, 945, 92 L.Ed. 1236 (1948).

Neither Advanced Health-Care Servs., Inc. v. Radford Community Hosp., 910 F.2d 139 (4th Cir.1990), nor Key Enters, of Del., Inc. v. Venice Hosp., 919 F.2d 1550 (11th Cir.1990), suggests otherwise. In both Advanced Health-Care and Key Enterprises, hospitals either explicitly tied DME sales to the provision of hospital services, entered into exclusive dealing agreements with specific DME providers, and/or took other affirmative steps to prevent DME sales to their patients by vendors not affiliated with those hospitals. See Key Enterprises, 919 F.2d at 1558 (antitrust liability predicated on a “hospital’s refusal to allow other DME vendors access” to patients);2 Advanced Health-Care, 910 F.2d at 148-49 (hospitals alleged to “have linked the purchase of DME to the provision of their hospital services” and engaged in “the purposeful exclusion of [a] competitor from gaining access to ... patients” through exclusive dealing agreements). M & M proffers no evidence that Pleasant Valley Hospital conditioned the provision of medical services upon patients’ ordering their DME from the Equipment Company, that it entered into an exclusive dealing agreement with the Equipment Company, that it attempted to deny third-party vendors access to the Hospital’s patients, or that it engaged in any other activity of restricting patient choice in DME purchases or foreclosing competition by its competitors.

Where challenged business activity is consistent with legal competition, courts will not presume an antitrust violation absent “evidence that tends to exclude” the possibility of legitimate conduct. Monsanto Co. v. Spray-Rite Serv. Corp., 465 U.S. 752, 764, 104 S.Ct. 1464, 1470, 79 L.Ed.2d 775 (1984). M & M’s proffer is devoid of any such evidence. Accordingly, summary judgment was warranted. See Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 588, 106 S.Ct. 1348, 1356, 89 L.Ed.2d 538 (1986).

II.

I would also affirm summary judgment in favor of Pleasant Valley on M & M’s attempted monopolization claim, because I believe the district court correctly concluded that there was “insufficient evidence of specific intent to monopolize on the part of [the Pleasant Valley companies],” 738 F.Supp. at 1021. A section 2 claim for attempted monopolization must satisfy an even more exacting standard than must a monopolization claim. See Aspen Skiing, 472 U.S. at 602-03, 105 S.Ct. at 2857. It requires, inter alia, proof that the defendant formed a specific intent to monopolize a market. See, e.g., id.; Swift & Co. v. United States, 196 U.S. 375, 396, 25 S.Ct. 276, 279, 49 L.Ed. 518 (1905); Abcor Corp. v. AM Int'l, Inc., 916 F.2d 924, 926-27 (4th Cir.1990). Mere proof of an intent to do the act is insufficient, see United States v. Aluminum Co. of Am. (Alcoa), 148 F.2d 416, 432 (2d Cir.1945); “a specific intent to *173destroy competition or build monopoly” is necessary, Times-Picayune Publishing Co. v. United States, 345 U.S. 594, 626, 73 S.Ct. 872, 890, 97 L.Ed. 1277 (1953).

The majority holds that a specific intent by the Hospital to monopolize may be inferred from evidence of what it characterizes as the Hospital’s “anticompetitive” practices. See ante at 167-68. Most disturbingly, the court identifies as an “anticom-petitive” practice the fact that “[w]hen the Equipment Company commenced business, it deliberately set DME prices below those of its competing suppliers.” Id. at 167. The court reasons that M & M was “entitled” to the inference that “this [sale of its products at a price lower than its competitors] was an anticompetitive step toward attempted monopoly.” Id. (emphasis added). The obvious effect of this novel holding, for which the majority offers no support, is that an antitrust plaintiff can avoid summary judgment on an attempted monopolization claim merely by proffering evidence that the defendant set its prices below those of its competitors.3

The majority asserts in explanation that the revenues the Equipment Company lost by setting its prices below those of its competitors constitute “self-induced injury ... no less significant for summary judgment purposes than that in Aspen Skiing.” Id. This assertion is flawed in two respects. First, it proceeds from the premise — unsupported by the evidence — that the Equipment Company was injured at all by setting its prices below those of its competitors. Insofar as the record discloses, the Company, as a new market entrant, had to offer its equipment at prices below those of its more established competitors (like M & M) to attract customers. In other words, there is no evidence that the Equipment Company lost profits by setting its prices below those of its competitors; it may well have gained profits from sales that it otherwise would not have been able to make, due to its recent entry into the market. The burden is upon the plaintiff in a summary judgment context to proffer evidence from which it can reasonably be inferred that a loss occurred.

Second, the majority’s assertion ascribes to the term “self-induced injury” a meaning never contemplated by the Supreme Court in Aspen Skiing. Standing alone, the “potential loss” represented by the setting of prices above cost but below those of competitors has never been considered self-induced injury of the type that can give rise to a section 2 violation, especially where, as here, a new competitor is attempting to enter and compete in an established market. This is “the very essence of competition.” Matsushita, 475 U.S. at 594, 106 S.Ct. at 1360; accord Atlantic Richfield Co. v. USA Petroleum Co., 495 U.S. 328, 338, 110 S.Ct. 1884, 1891, 109 L.Ed.2d 333 (1990); see also United States Steel Corp. v. Fortner Enters., Inc., 429 U.S. 610, 612 n. 1, 97 S.Ct. 861, 863 n. 1, 51 L.Ed.2d 80 (1977) (“No inference of intent to monopolize can be drawn from the fact that a firm with a small market share has engaged in nonpredatory competitive conduct in the hope of increasing sales.”). Any other conclusion would effectively insulate established firms like M & M from competitive pressures and guarantee their profits, contrary to the purposes of the antitrust laws. As the Supreme Court has observed: “To hold that the antitrust laws protect competitors from the loss of profits due to ... price competition would, in effect, render illegal any decision by a firm to cut prices in order to increase market share. The antitrust laws require no such perverse result.” Cargill, Inc. v. Monfort of Colo., Inc., 479 U.S. 104, 116, 107 S.Ct. 484, 492, 93 L.Ed.2d 427 (1986); see also USA Petroleum, 495 U.S. at 337, 110 S.Ct. at 1891 (“When a firm ... lowers prices but maintains them above predatory levels, the business lost by rivals cannot be viewed as an ‘anti-competitive’ consequence of the claimed violation.”); Olympia Equip. Leasing Co. v. Western Union Tel. Co., 797 F.2d 370, 375 (7th Cir.1986) (even a firm with lawful monopoly power has “no general duty to help its competitors, wheth*174er by holding a price umbrella over their heads or by otherwise pulling its competitive punches”).

The contrast between this type of conduct and the self-induced injury held sufficient in Aspen Skiing is readily apparent. In Aspen Skiing, the plaintiff Highlands, which owned one of Aspen, Colorado’s four major ski areas, previously had engaged in a joint marketing effort with the defendant, Ski Co., which owned the other three areas. Under this plan, the two companies sold multi-day, multi-area passes which allowed purchasers to frequent any of the four areas on a given day. 472 U.S. at 589-93, 105 S.Ct. at 2850-52. Ski Co. withdrew from the plan and offered multi-day, multi-area passes to its three areas alone. Highlands, eliminated from the multi-area pass market, first attempted to purchase Ski Co. lift tickets in bulk, and later set up a guaranteed voucher system for the purchase of such lift tickets, in an attempt to recreate the four-area pass by coupling Highlands passes with vouchers that would allow skiing at the Ski Co. areas.

Ski Co. declined to sell lift tickets to Highlands and refused to accept the vouchers, thereby intentionally forgoing the revenues that would be earned from the additional pass sales. Id. at 593-95, 105 S.Ct. at 2852-53. The Supreme Court held that Ski Co.’s decision “to forgo these short run benefits,” coupled with the fact that Ski Co. possessed monopoly power, permitted an inference that the defendant intended to force its competitor out of business even at the expense of its own short-term profits. Id. at 608, 105 S.Ct. at 2860.

Unlike the defendant in Aspen Skiing, there is no evidence that the Pleasant Valley companies ever forwent revenue or other benefits for any reason, much less for the purpose of harming their competitors. The only reasonable inference from the record is that the Equipment Company was doing all within its power to increase its sales and profits by reducing its prices so as to compete with its more established competitors.

The court also identifies as an anticom-petitive practice the fact that the Equipment Company eventually raised its DME prices above those of M & M. The court characterizes the Equipment Company’s pricing above its competitors as “anticom-petitive pricing.” Ante at 168.4 The mere pricing of a product above the price of a competitor’s product is not itself anticom-petitive. The higher priced product may in fact be superior in quality and thus deserving of the higher price. If the product is not superior, then consumers will refuse to purchase the product — precisely the response sought in a system of competition.

Presumably the court does not mean to hold (although it does) that pricing above a competitor is itself an antitrust violation, but rather that such pricing and the ability to maintain such prices without losing sales may be evidence of an anticompetitive practice. There is in this record, however, no evidence of other anticompetitive practices. The court lists as anticompetitive practices the Hospital’s referral of its patients to the Equipment Company, the Hospital’s failure to inform its patients about its competitors, and the Hospital’s suggestion to its physicians that they refer patients to the Equipment Company. The court, however, offers no authority for its suggestion that the antitrust laws require that a market participant refer customers to its competitors or inform them of their competitors’ existence. Nor does it cite any authority for the assertion that it is anticompetitive for a company to promote its subsidiary’s products through its own employees.5 As noted supra at 171-72,1 do not believe that any of this evidence can be “fairly characterized as ‘exclusionary’ or ‘anticompeti-tive’ ... or ‘predatory’,” Aspen Skiing, 472 U.S. at 602, 105 S.Ct. at 2857; it is, in my view, all consistent with wholly legitimate business practice.

*175In short, M & M has not shown through direct evidence that the defendants had a specific intent to monopolize; nor has it proffered evidence of anticompetitive practices from which a specific intent to monopolize may be inferred.6 “[T]he record reveals no more than vigorous competition” by a new market entrant, Abcor, 916 F.2d at 927-28, precisely the kind of conduct that the antitrust laws are intended to encourage.

III.

Because M & M failed to raise genuine issues of material fact as to essential elements of its monopolization and attempted monopolization claims, I believe the district court properly granted summary judgment in favor of Pleasant Valley on those claims. I therefore respectfully dissent. I am authorized to state that Circuit Judge DONALD RUSSELL and Circuit Judge WILKINSON join this dissenting opinion.

. The majority does not address whether M & M proffered sufficient evidence to withstand summary judgment on its monopolization claim; it holds only that the district court erred in granting summary judgment on the particular ground that Dr. Blair’s affidavit was insufficient to support a conclusion that the Hospital possessed monopoly power in the relevant durable medical equipment [DME] market. The district court also did not consider whether Pleasant Valley had willfully acquired or maintained monopoly power, see M & M Medical Supplies & Serv. v. Pleasant Valley Hosp., Inc., 738 F.Supp. 1017, 1020 (S.D.W.Va.1990). We may affirm summary judgment, however, on any ground apparent from the record, even if the basis chosen by the district court proves erroneous. See, e.g., Service & Training, Inc. v. Data Gen. Corp., 963 F.2d 680, 685 & n. 10 (4th Cir.1992); cf. Frey & Son, Inc. v. Cudahy Packing Co., 256 U.S. 208, 210-11, 41 S.Ct. 451, 451-52, 65 L.Ed. 892 (1921).

. Key Enterprises, in any event, was recently vacated by the Eleventh Circuit and rehearing en banc was granted. Key Enters. of Del., Inc. v. Venice Hosp., 979 F.2d 806 (11th Cir.1992).

. There is no evidence in this case that the Equipment Company engaged in predatory pricing (i.e., pricing below cost) in order to force competitors out of the market. See Matsushita, 475 U.S. at 584 n. 8, 106 S.Ct. at 1355 n. 8.

. It is significant that the court therefore holds today that it is an anticompetitive practice to sell both at prices below and above the competition. The only way to avoid antitrust liability, according to the majority, is to fix prices at the levels maintained by the competition, a practice that is itself suspect under the Sherman Act.

. The court relies generally upon Advanced Health-Care as support for its holding. See ante at 166-67. For the reasons stated supra at 172, this case is easily distinguished from the case sub judice.

. I would also hold that M & M’s proffer is insufficient as a matter of law to establish genuine issues of material fact as to the other elements of an attempted monopolization claim— namely, "anticompetitive or predatory conduct” and a “dangerous probability of success.” Abcor, 916 F.2d at 926; see also Swift, 196 U.S. at 396, 25 S.Ct. at 279.