Dfinity Foundation v. New York Times Company

CourtDistrict Court, S.D. New York
DecidedNovember 13, 2023
Docket1:22-cv-05418
StatusUnknown

This text of Dfinity Foundation v. New York Times Company (Dfinity Foundation v. New York Times Company) is published on Counsel Stack Legal Research, covering District Court, S.D. New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Dfinity Foundation v. New York Times Company, (S.D.N.Y. 2023).

Opinion

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MEMORANDUM OPINION

Appearances:

Charles J. Harder Emmanuel Fua HARDER LLP Attorneys for Plaintiff Dana R. Green THE NEW YORK TIMES COMPANY Attorney for Defendants The New York Times Company, Andrew Ross Sorkin, and Ephrat Livni Jeffrey A. Simes Meghan K. Spillane GOODWIN PROCTER LLP Attorneys for Defendants Arkham Intelligence, Inc., Miguel Morel, Zachary Lerangis, and Nick Longo Daniel A. Singer ‘THE LAW OFFICES OF DANIEL A. SINGER PLLC Attorney for Defendant Keegan McNamara

Andrew James Frisch James R. Lawrence, III ENVISAGE LAW Attorneys for Defendant Jonah Bennett

Lewis A. KAPLAN, District Judge. Plaintiff Dfinity Foundation (“Dfinity”) brings this action for defamation and unfair business and trade practices against defendants The New York Times Company (the “Times”’), reporters Andrew Ross Sorkin and Ephrat Livni (collectively, the “Times Defendants”), and Arkham Intelligence, Inc. (“Arkham”), Arkham’s founder and chief executive officer Miguel Morel, and other current or former Arkham officers, agents, employees, or affiliates, including Jonah Bennett, Zachary Lerangis, Keegan McNamara, Nick Longo, and John Does 1-10 (collectively, the “Arkham Defendants”). The matter is before the Court on defendants’ motions to dismiss pursuant to Federal Rules of Civil Procedure 12(b)(2) and 12(b)(6). (Dkts 50, 54, 63, 74, 82) For the reasons that follow, the defendants’ Rule 12(b)(6) motions are granted.

Facts The following facts are taken from the complaint and assumed to be true for purposes of evaluating the motions to dismiss.' Dfinity is a not-for-profit organization, organized under the laws of Switzerland, with its principal place of business in Zurich, Switzerland.’ Founded in 2016, Dfinity seeks to develop See Harris v. Mills, 572 F.3d 66, 71 (2d Cir. 2009). Compl. 19.

“the world’s first web-speed, internet-scale public blockchain,” which it calls the “Internet Computer.’? Ultimately, the Internet Computer is intended to create “a more advanced, open, decentralized, accessible, and secure blockchain-based alternative” to the World Wide Web.* In May 2021, Dfinity launched its own cryptocurrency (the “ICP Token”) to “enable | users of the [Internet Computer] to participate in the ecosystem and to govern the blockchain network of the Internet Computer.” Shortly after its launch, the ICP Token traded for over $270 per token as of May 10, 9021.5 The value of the ICP Token rapidly declined thereafter and traded at a value of less than $50 Compl. ¥ 29. Compl. □ 5. See Compl. 4 6; see also What Is the ICP Token?, Internet Computer Academy, http://internetcomputer.academy/icp-token/what-is-icp-token/ (last visited Nov. 2, 2023). Courts may take judicial notice of a party’s website at the motion to dismiss stage. See, e.g., Hesse v. Godiva Chocolatier, Inc., 463 F. Supp. 3d 453, 463 (S.D.N.Y. 2020) ([FJor purposes of a 12(b)(6) motion to dismiss, a court may take judicial notice of information publicly announced on a party’s website, as long as the website’s authenticity is not in dispute and it is capable of accurate and ready determination . . . .” (citation and internal quotation marks omitted)). See Internet Computer, Crypto.com, https://crypto.com/price/internet-computer (last visited Nov. 2, 2023). Courts may take judicial notice of the publicly-available price of assets, such as stocks, at the motion to dismiss stage. See Ganino vy. Citizens Utils. Co., 228 F.3d 154, 166 n.8 (2d Cir. 2000) (“[T]he district court may take judicial notice of well-publicized stock prices without converting the motion to dismiss into a motion for summary judgment.”). Moreover, the movement of the ICP Token’s price is integral to the plaintiff's claims. See Cortec Indus., Inc. v. Sum Holding L.P, 949 F.2d 42, 44 (2d Cir. 1991) (“Plaintiffs’ failure to include matters of which as pleaders they had notice and which were integral to their claim — and that they apparently most wanted to avoid ~ may not serve as a means of forestalling the district court’s decision on [a 12(b}(6)] motion.”).

per token by June 28, 2021.’ On June 28, 2021, Arkham -—a New York-based crypto analysis firm organized under the laws of Delaware — published a report (the “Arkham Report”), which described the drop in the ICP Token’s value and set forth Arkham’s analysis of potential explanations for the decline.® Arkham released also a video posted on its Twitter account (the “Arkham Video”) with the following caption: “After a $300 billion valuation at launch, ICP tanked 95%, Everyone wants to know why. Arkham did a comprehensive analysis. This video presents our findings.”’ The Arkham Report and Video described various findings based on publicly available information, concluding that “[Arkham’s] analysis has led [it] to believe that possible insiders connected to Dfinity have been dumping billions of dollars of ICP [Tokens] on exchanges at the expense of small early supporters and retail investors.” Later that same day, the Times published an article by reporters Andrew Ross Sorkin and Ephrat Livni, entitled “The Dramatic Crash of a Buzzy Cryptocurrency Raises Eyebrows” (the “Article”).!' The Article reported on the recent rise and fall in value of the ICP Token, and it included quotations from Arkham, Dfinity, and others in the industry regarding what may or may not have contributed to the decrease in value. See id. Compl. ff 7-9; Green Decl. Ex. B. Compl. 47. 10 □ Td. Compl. § 10; Green Decl. Ex. A.

Nearly a year later, on June 27, 2022, Dfinity filed its complaint (the “Complaint”), bringing claims as to the Arkham Defendants arising from certain statements in the Arkham Report and Video and, as to the Times Defendants, claims regarding certain statements in the Article (collectively, the “Challenged Statements”). The Complaint sounds in defamation as against all defendants and in unfair business and trade practices against the Arkham Defendants alone.” Broadly, it alleges that the Arkham Report was “a defamatory . . . ‘hit piece’” that “was secretly bought and paid for by... wealthy elites who sought to personally profit from the scheme,” and that the Times practiced slipshod journalism amounting to defamation by discussing and quoting the Report in the Article.’ The Complaint identifies specifically twelve statements in the Arkham Report and Video and five statements in the Article, which, it alleges, are “false and defamatory." It alleges also that the Arkham Defendants’ publication of the Arkham Report and Video violated N.Y. Gen. Bus. Law § 349, which prohibits unfair or deceptive business acts or practices.

12 Compl. Jj 50-60. 13 Compl. 2. 4 Compl. ff 35, 38, 40. To the extent that the Complaint alleges in conclusory terms that other, unidentified statements also were defamatory, it is legally insufficient to state a claim because it lacks the requisite specificity. See Tannerite Sports, LLC v. NBCUniversal News Grp., a division of NBCUniversal Media, LLC, 864 F.3d 236, 251 (2d Cir. 2017) (“Vagueness as to the complained-of conduct is particularly inappropriate when pleading a defamation claim _... [T]he plaintiff [must] identify not only the publication, but also the respect in which it was allegedly false.”); see N.Y.

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Dfinity Foundation v. New York Times Company, Counsel Stack Legal Research, https://law.counselstack.com/opinion/dfinity-foundation-v-new-york-times-company-nysd-2023.