National Oilwell Varco LP v. Black Diamond Oilfield Rentals LLC

1
IN THE UNITED STATES DISTRICT COURT
FOR THE WESTERN DISTRICT OF OKLAHOMA
NATIONAL OILWELL VARCO, L.P., 	)
a Delaware limited partnership, 	)
)
Plaintiff, 	)
)
v. 	) 	Case No. CIV-24-1258-D
)
BLACK DIAMOND OILFIELD 	)
RENTALS, LLC, et al., 	)
)
Defendants. 	)
ORDER
Before the Court is Defendants Basin Holdings, LLC, and Basin Energy, LLC’s
(the “Basin Defendants”) Joint Motion to Dismiss the Third Amended Complaint for Lack
of Personal Jurisdiction and Failure to State a Claim [Doc. No. 141]. Plaintiff National
Oilwell Varco, L.P. (NOV) filed a response [Doc. No. 153], and the Basin Defendants
replied [Doc. No. 157]. The matter is fully briefed and at issue.
BACKGROUND
Plaintiff NOV manufactures oil and gas drill pipe and drill pipe connections under
its eXtreme Torque (“XT”) trademark. Grant Prideco designed XT drill pipe and connec-
tions with a “double shoulder” to eliminate a gap common in single-shoulder connections.
Following a merger, NOV acquired Grant Prideco’s XT patent and trademark. NOV’s pa-
tent for the XT drill pipe and drill pipe connections expired in 2017.
Following the expiration of the XT patent, Defendant Black Diamond Oilfield Rent-
als, LLC (“Black Diamond”) began offering its own double-shoulder connections, named
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EVRDRL. Black Diamond referred to its EVRDRL connections as “XT-type,” allegedly
because the oil and gas industry had come to associate “XT” with a type of drill pipe, and
not specifically with NOV’s XT connections. Black Diamond alleges that it procured in-
dependent studies and certifications that found EVRDRL connections to be interchangea-
ble and/or compatible with NOV’s XT connections. NOV disputes any claim of inter-
changeability between its XT connections and Black Diamond’s EVRDRL connections.
NOV further disputes that XT has become a generic term; rather, NOV asserts that XT is
well known in the oil and gas industry to refer exclusively to NOV’s drill pipe and drill
pipe connections.
In January 2023, both NOV and Black Diamond were named as defendants in
Snider v. Cactus Drilling Co., LLC, et al., Case No. CJ-2023-7 (District Court of Grady
County, Oklahoma) (Snider Litigation). The Snider Litigation alleged that Tanner Snider
lost his life on a drilling rig “when a drill pipe connection failed downhole during trip out
operations.” [Petition, at ¶ 1, Snider Litigation, CJ-2023-7 (Grady County District Court)].1
The petition references “more than 600 joints of NOV 4” XT-39 14 ppf drill pipe,” which
was allegedly manufactured by NOV and provided by Black Diamond. Id. at ¶¶ 2, 16. On
February 27, 2024, the Snider Litigation plaintiffs dismissed without prejudice their claims
against NOV, and the Snider Litigation ultimately resolved by settlement in October of
2024.2
1 	The Court takes judicial notice of the Snider Litigation, which is publicly accessible
via http://www.oscn.net (last accessed Sept. 29th, 2026).
2 	Snider Litigation OSCN Docket Sheet, https://www.oscn.net/dockets/GetCaseIn
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On December 3, 2024, NOV filed this action. The operative complaint is the Third
Amended Complaint [Doc. Nos. 80, 84], which includes as defendants Black Diamond,
the Basin Defendants, and Precision Engineering Solutions, LLC (Precision).3
Basin Energy, a Delaware limited liability company with its principal place of busi-
ness in New York, New York, is the majority owner of Black Diamond. Basin Holdings, a
Delaware limited liability company with its principal place of business in New York, New
York, in turn, is the majority owner of Basin Energy.
For its claims against the Basin Defendants, NOV contends that the Basin Defend-
ants directed Black Diamond to exploit the Oklahoma oil and gas market. NOV asserts the
following claims against the Basin Defendants: alter ego liability; unjust enrichment; civil
conspiracy; violations of the Defend Trade Secrets Act (18 U.S.C. § 1836 et seq.); viola-
tions of the Oklahoma Uniform Trade Secrets Act (O KLA . STAT . tit. 78, § 85 et seq.); mis-
appropriation of confidential and proprietary business information; unfair competition; and
negligence.
Before the Court is the Basin Defendants’ Joint Motion to Dismiss [Doc. No. 141],
in which the Basin Defendants assert that the Court lacks personal jurisdiction over them
and that NOV fails to state a claim under F ED . R. CIV . P. 12(b)(6).4
(continued . . .) formation.aspx?db=grady&number=CJ-2023-7, (last accessed Sept. 29th,
2026).
3 	Defendants Wickander and Associates, Inc. and Jackie E. “Jack” Smith have been
dismissed from this action. [Doc. Nos. 145, 146].
4 	The Basin Defendants also incorporate Black Diamond’s argument that Black Dia-
mond’s claims are time-barred. For the same reasons as stated in the Court’s Order [Doc.
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STANDARD OF DECISION
NOV “bears the burden of establishing personal jurisdiction over [the] defendant.”
Intercon, Inc. v. Bell Atl. Internet Solutions, Inc., 205 F.3d 1244, 1247 (10th Cir. 2000); see
Dental Dynamics, LLC v. Jolly Dental Group, LLC, 946 F.3d 1223, 1228 (10th Cir. 2020).
Where, as here, the issue is presented for decision on the basis of allegations and affidavits
or written materials, NOV “need only make a prima facie showing that jurisdiction exists.”
Intercon, 205 F.3d at 1247 (internal quotation and citation omitted).
At this stage, the Court must accept “‘as true all well-pled (that is, plausible, non-
conclusory, and non-speculative) facts alleged in plaintiff[’s] complaint’” and “resolve any
factual disputes in the plaintiff’s favor.” Shrader v. Biddinger, 633 F.3d 1235, 1239 (10th
Cir. 2011) (quoting Dudnikov v. Chalk & Vermilion Fine Arts, Inc., 514 F.3d 1063, 1070
(10th Cir. 2008)). However, “even well-pleaded jurisdictional allegations are not accepted
as true once they are controverted by affidavit.” Shrader, 633 F.3d at 1248. When a moving
defendant submits an affidavit based on personal knowledge, the plaintiff must show a
dispute of fact “through specific averments, verified allegations, or other evidence” such
as affidavits or other written materials. Shrader, 633 F.3d at 1248; Dental Dynamics, 946
F.3d at 1228.
“To show personal jurisdiction over a nonresident in a diversity action, [the plaintiff]
must demonstrate that jurisdiction is proper under the laws of the forum state—in this case
Oklahoma—and that the exercise of jurisdiction complies with the Due Process Clause of
(continued . . .) No. 161] on NOV’s Motion to Dismiss [Doc. No. 91], the Court denies the
Basin Defendants’ incorporated motion on this basis.
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the Fourteenth Amendment.” Dental Dynamics, 946 F.3d at 1228. Under Oklahoma law,
the personal jurisdiction inquiry is simply the due process analysis. Id. at 1229. The familiar
due process standard requires “minimum contacts” between the defendant and the forum
state and a finding that the exercise of jurisdiction comports with “fair play and substantial
justice.” See Burger King Corp. v. Rudzewicz, 471 U.S. 462, 476 (1985); World-Wide
Volkswagen Corp. v. Woodson, 444 U.S. 286, 291, 297 (1980); Intercon, 205 F.3d at 1247.
DISCUSSION
I. 	Minimum Contacts
The minimum contacts standard may be satisfied by showing general or specific
jurisdiction. See Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919
(2011); see also Bristol-Myers Squibb Co. v. Superior Ct., 582 U.S. 255, 261-62 (2017).
General jurisdiction refers to a court’s power to hear claims against a nonresident defendant
whose “affiliations with the State in which suit is brought are so constant and pervasive ‘as
to render [it] essentially at home in the forum State.’” See Daimler AG v. Bauman, 571 U.S.
117, 122 (2014) (quoting Goodyear, 564 U.S. at 919).
NOV relies solely on specific jurisdiction in this case. Specific jurisdiction requires
that “‘the suit’ must ‘aris[e] out of or relat[e] to the defendant’s contacts with the forum.’”
Bristol-Myers, 582 U.S. at 262 (quoting Daimler, 571 U.S. at 127) (emphasis added in
Bristol-Myers). Specific jurisdiction “requires, first, that the out-of-state defendant must
have ‘purposefully directed’ its activities at residents of the forum state, and second, that
the plaintiff’s injuries must ‘arise out of’ defendant’s forum-related activities.’” Dudnikov,
514 F.3d at 1071 (quoting Burger King, 471 U.S. at 472).
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A. 	Purposeful direction
To show that the Basin Defendants purposefully directed their activities at Okla-
homa, NOV must establish “three elements: (1) an intentional action; (2) expressly aimed
at the forum state; and (3) with knowledge that the brunt of the injury would be felt in the
forum state.” Dental Dynamics, LLC, 946 F.3d at 1231. The Tenth Circuit “has followed
the Supreme Court in requiring a particular focus by the defendant on the forum State to
satisfy the purposeful-direction requirement.” XMission, L.C. v. Fluent LLC, 955 F.3d 833,
843 (10th Cir. 2020). “In addition, a plaintiff’s injuries must ‘arise out of [the] defendant’s
forum-related activities.’” Anzures v. Flagship Rest. Grp., 819 F.3d 1277, 1280 (10th Cir.
2016) (citation omitted).
Purposeful direction can be satisfied by showing a defendant’s “continuing relation-
ships with forum state residents,” “deliberate exploitation of the forum state market,” or
“harmful effects in the forum state.” Old Republic Ins. Co. v. Cont’l Motors, Inc., 877 F.3d
895, 905 (10th Cir. 2017).
In their joint motion to dismiss, the Basin Defendants argue that NOV has not met
its burden to establish their minimum contacts with Oklahoma for purposes of specific
jurisdiction. The Basin Defendants maintain that NOV fails to allege that they were in-
volved with the design of the XT connections or that they marketed the XT connections to
Oklahoma customers (or elsewhere).
In support, the Basin Defendants have provided an Affidavit of Edward Dougherty
[Doc. No. 141-1], which includes the following statements by Mr. Dougherty, the Chief
Financial Officer of Defendant Basin Holdings:
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• 	Basin Holdings is a global holding company that sells no goods
or services directly; its direct or indirect portfolio companies
provide products and services to energy and industrial custom-
ers, in the United States and internationally, across seven sec-
tors: equipment supply and distribution, drilling tools, produc-
tion and completion tools, material handling, precision ma-
chining, power solutions, and specialty products;
• 	Basin Holdings is organized under the laws of Delaware, with
its principal place of business in New York, New York;
• 	Basin Energy is a global holding company and its direct or in-
direct portfolio companies provide products and services to the
oil and gas industries in the United States and internationally;
• 	Basin Energy is organized under the laws of Delaware and has
its principal place of business in New York, New York;
• 	The Basin Defendants are not registered to do business in Ok-
lahoma; do not maintain an office, telephone listing, or mailing
address in Oklahoma; do not own, lease, or control any real or
personal property or assets in Oklahoma; do not have any bank
accounts in Oklahoma; do not assign or station any agents, em-
ployee(s), or other representatives to work in Oklahoma; and
do not advertise any products or services in Oklahoma or oth-
erwise solicit business from any individuals or entities in Ok-
lahoma;
• 	In 2012, Basin Rentals, LP, the predecessor entity to Defendant
Basin Energy, formed an independent subsidiary, Black Dia-
mond, under the laws of Delaware, and Basin Energy directly
or indirectly owns the majority of Black Diamond’s stock;
• 	Black Diamond operates independently from the Basin De-
fendants and has maintained its separate corporate identity
since its formation in 2012;
• 	Black Diamond maintains its own books and records; has sep-
arate bank accounts; enters into credit or loan agreements in its
own name; has its own, constituted board of managers; and has
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over 90 employees, including dedicated Black Diamond sales
representatives;
• 	A portion of Black Diamond’s payroll is administered at non-
party Basin Management, LLC, which is organized and formed
under the laws of Delaware and is majority owned by Basin
Energy; and
• 	Chris Biggerstaff was listed on the “Management” page of Ba-
sin Holdings LLC’s website solely in his capacity as the Co-
Founder and President of Black Diamond and never exercised
any management or executive role at Basin Holdings or Basin
Energy.
Id. at ¶¶ 2-15].
Based on the foregoing, the Basin Defendants contend that NOV has failed to show
that they purposefully directed their activities at Oklahoma and that NOV’s injuries arise
out of those forum-related activities.
In response, NOV contends:
• 	Defendant Basin Holdings markets Basin Energy on its web-
site, basinholdings.com, as its “rental businesses,” including
subsidiary, Black Diamond, through which it rents oilfield
equipment to customers throughout the United States;
• 	The Basin Defendants launched their drill pipe rental division
(through Black Diamond) to exploit the Oklahoma market by
supplying oilfield drill pipe to customers located in Oklahoma;
• 	That the Basin Defendants directed Black Diamond to develop
EVRDRL to increase margins on drill pipe rentals and to avoid
NOV’s licensing fees for the XT connections;
• 	That the Basin Defendants paid for interchangeability testing
to further Black Diamond’s scheme to market the EVRDRL
connections as XT connections;
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• 	That the Basin Defendants knew or should have known that
Black Diamond was passing the EVRDRL connections off as
XT connections based upon the participation of Basin execu-
tives 	in 	reviewing 	promotional 	materials 	and 	marketing
EVRDRL to international customers; and
• 	That the Basin Defendants knew or should have known that the
brunt of NOV’s injury would be felt in Oklahoma because
Black Diamond maintained a physical office in Oklahoma and
that Black Diamond supplied customers like Kaiser-Francis
with EVRDRL connections.
[Doc. No. 154, at 8, 13, 18-19].
NOV’s arguments as to the Basin Defendants’ purposefully directing their activities
at the forum state are focused primarily on the Basin Defendants’ usage of Black Diamond
as a subsidiary and as an extension of their businesses.5 Therefore, the Court will focus its
analysis on whether NOV can show that Black Diamond’s minimum contacts with Okla-
homa may be imputed to the Basin Defendants.6 See George v. Uponor Corp., 988 F. Supp.
2d 1056, 1064 (D. Minn. 2013) (“Plaintiffs are not arguing Uponor Corp. should be subject
to specific jurisdiction because it is the head of a distribution network or otherwise ships
or sells goods to Minnesota. Instead, Plaintiffs argue Uponor Corp. treats Uponor, Inc. as
an extension of its business, and that Uponor, Inc. has used Uponor Corp.’s assets and
designs to manufacture and sell the Components.”).
5 	NOV’s argument that the Basin Defendants are subject to personal jurisdiction
here independent of an alter ego analysis, still relies predominately on the activities of
Defendant Black Diamond. [Doc. No. 153, at 10-13].
6 	Black Diamond does not object to the Court having personal jurisdiction over it.
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“Generally, a ‘parent company has a separate corporate existence and is treated sep-
arately from the subsidiary in the absence of circumstances justifying disregard of the cor-
porate entity.’” Hamilton v. Water Whole Int’l Corp., No. CIV-04-1216-M, 2006 WL
1049591, at *2 (W.D. Okla. Apr. 19, 2006) (quoting Benton v. Cameo Corp., 375 F.3d 1070,
1081 (10th Cir. 2004)). “However, if a subsidiary is an alter ego of the parent corporation,
the companies are not treated separately, and for personal jurisdiction purposes, the acts
and conduct of the subsidiary are imputed or attributed to the parent company.” Id. (citing
Home-Stake Prod. Co. v. Talon Petrol., C.A., 907 F.2d 1012, 1020-1021 (10th Cir. 1990)).
To determine whether a subsidiary is an alter ego of its parent company, the Court
considers the following factors:
(1) the parent corporation owns all or most of the subsidiary’s stock, (2) the
corporations have common directors or officers, (3) the parent provides fi-
nancing to its subsidiary, (4) the parent corporation subscribes to all the
other’s stock, (5) the subsidiary is grossly undercapitalized, (6) the parent
pays the salaries, expenses or losses of the subsidiary, (7) almost all of the
subsidiary’s business is with the parent or the assets of the former were con-
veyed from the latter, (8) the parent refers to its subsidiary as a division or
department, (9) the subsidiary’s officers or directors follow directions from
the parent corporation, and (10) legal formalities for keeping the entities sep-
arate and independent are not observed.
Id. (citing Frazier v. Bryan Mem’l Hosp. Auth., 775 P.2d 281, 288 (Okla. 1989)). “In mak-
ing this determination, the commonality of purpose between the corporations is also im-
portant.” Id. (citing Oliver v. Farmers Ins. Group of Cos., 941 P.2d 985, 987 (Okla. 1997)).
It is undisputed that Defendant Basin Holdings is the majority owner of Defendant
Basin Energy, which in turn is the majority owner of Black Diamond. So, the first factor is
met. For the second Frazier factor, NOV points to a single example, that Chris Biggerstaff
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at one time served both as president of Black Diamond “and on the management team of
Basin.” [Doc. No. 20, at 33].
As to the third, fourth, and fifth factors, NOV points to a loan received by Black
Diamond from Basin Rentals, Inc., shortly after it was formed and “[a]fter several months
of gross undercapitalization.” [Doc. No. 154, at 20 (citing Ex. 1, LLC Agreement)]. And,
further, that Black Diamond’s total equity was negative from at least 2018 to 2023. Id. at
21.
For the sixth factor, NOV asserts that “Basin routinely pays the salaries, expenses,
and/or losses” of Black Diamond “directly or indirectly through affiliates, specifically in-
cluding bills related to the XT® scheme. . . .” Id. The Dougherty Affidavit states that, “[a]
portion of Black Diamond’s payroll is administered at non-party Basin Management, LLC,
which is organized and formed under the laws of Delaware and majority owned by Basin
Energy.” [Doc. No. 141-1, at 3].7
7 	NOV also cites ¶ 53 of the Third Amended Complaint to support its assertion that
the Basin Defendants paid the salaries of Black Diamond’s officers and managers. The
referenced paragraph cites the Bates number of the documents (Black Diamond 38902;
Black Diamond 39392; NOV_CIV_24_1258_00008958; NOV_CIV-24_1258_00008971;
Black Diamond_046453), rather than the page number of the documents’ filing in the ECF
system. [Doc. No. 84, at 20-21]. And the referenced documents are not attached to NOV’s
Third Amended Complaint or NOV’s response to the Basin Defendants’ Motion to Dis-
miss. Thus, the Court has been unable to locate the relied upon documents. And “‘it is the
responding party’s burden to ensure that the factual dispute is portrayed with particularity,
without . . . depending on the trial court to conduct its own search of the record.’” Cross v.
The Home Depot, 390 F.3d 1283, 1290 (10th Cir. 2004) (quoting Downes v. Beach, 587
F.2d 469, 472 (10th Cir. 1978)); McKinzy v. I.R.S., , 897 (10th Cir. 2010) (unpublished)
(“‘Judges are not like pigs, hunting for truffles buried in briefs.’” (quoting Gross v. Burg-
graf Constr. Co., 53 F.3d 1531, 1546 (10th Cir. 1995)).
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For the seventh factor, NOV relies upon a single example, that is, that Black Dia-
mond purchased a drill pipe for rent using a loan from Basin Holdings.
For the eight factor, NOV cites Basin Holdings’ website, which refers to Black Di-
amond as a division, and a 2014 annual report, referring to Black Diamond as a division of
non-party, Basin Services, which is a division of Basin Holdings. NOV additionally cites
a 2017 Basin Strategic Review, discussing Black Diamond’s value as a company asset.
For the ninth factor, NOV cites Black Diamond’s amended LLC agreement, an Af-
fidavit of Adam Gibson,8 the Basin Holdings’ Code of Conduct, and Black Diamond’s Em-
ployee Handbook. Gibson states that “[f]rom time to time, Black Diamond and Basin con-
ducted in-person manager meetings that were usually held in Houston, Texas” and “had
weekly meetings, which were usually remote using the Microsoft Teams platform.” [Doc.
No. 153-9, at 3]. The Amended LLC agreement states that Basin Holdings has “the right
to appoint, and to remove five (5) Managers,” “the ‘Basin Managers,’” of Black Diamond,
“who may be designated by Basin at any time, from time to time, after the execution of
[the LLC] Agreement.” [Doc. No. 154-2, at 6]. There are nine managers of Black Diamond
per the Agreement, and Basin Holdings is required to designate “one of the Basin Managers
to serve as chairman of the Management Board.” Id. Black Diamond’s Management Board
also must approve any action by Black Diamond “that would require approval of the board
of directors or stockholders of a corporation formed under Delaware law.” Id. And NOV
8 	Gibson is a former employee of Black Diamond. [Doc. No. 153-9, at 1].
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alleges that Basin Holdings’ Code of Conduct and Black Diamond’s Employee Handbook
were prepared by Basin Holdings’ Vice President of Human Relations.
For the tenth and final factor, NOV states that Black Diamond has not produced
minutes of its corporate board meetings, but notes that EVRDRL was a topic at Basin’s
2017 Strategic Review Conference.
After careful consideration of the arguments and evidentiary materials submitted by
the parties, the Court finds that NOV fails to make a prima facie showing that the Court
has specific personal jurisdiction over the Basin Defendants. The evidentiary materials
show that Defendant Basin Holdings is a holding company with Black Diamond as one of
its many subsidiaries, but not that “[D]efendants failed to maintain the ‘separation of the
two entities[.]’” Stockton v. CNH Indus. Am., LLC, No. 16-CV-464-GKF-PJC, 2017 WL
11493759, at *6 (N.D. Okla. Jan. 18, 2017) (quoting Quarles v. Fuqua Indus., Inc., 504
F.2d 1358 (10th Cir. 1974)).
This Court has found personal jurisdiction exists over a parent corporation of a sub-
sidiary where all the subsidiaries’ directors were also directors of its parent corporation,
and all its officers were also officers of its parent corporation. Hamilton, 2006 WL
1049591, at *2 (“Further, plaintiffs have submitted evidence that Floran and Floran U.S.
have numerous common directors and officers. In fact, all of Floran US’ directors are also
directors of Floran, and all of Floran’s officers are also officers of Floran US.”). But NOV
has not presented any evidence showing a similar level of management overlap between
Black Diamond and the Basin Defendants. Instead, NOV relies on one example to support
its contention that there are common directors and officers shared by Black Diamond, and
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its parent corporations: that Chris Biggerstaff, at one time, during his tenure as Black Dia-
mond’s president was also listed as being part of Basin Holdings’ management team.
Additionally, the evidence presented by NOV—that Defendant Basin Holdings’ ap-
points a majority of Black Diamond’s management board and the board’s chairman—is not
unusual enough to satisfy the “‘plus’ factor,” that is normally present “[i]n those cases
where personal jurisdiction over the parent has been found to exist.” Donatelli v. Nat'l
Hockey League, 893 F.2d 459, 465-66 (1st Cir. 1990). “‘[P]arents of wholly owned subsid-
iaries necessarily control, direct, and supervise the subsidiaries to some extent . . . .” Stock-
ton, 2017 WL 11493759, at *6 (quoting IDS Life Ins. Co. v. SunAmerica Life Ins. Co., 136
F.3d 537, 540 (7th Cir. 1998) (collecting cases)). Instead, the evidence presented by NOV
is more akin to a parent corporation’s normal supervision “on certain operational matters,”
not controlling the day-to-day operations of the subsidiary, Black Diamond. Id.
Gilbert is also instructive. Gilbert v. Sec. Fin. Corp. of Okla., Inc., 152 P.3d 165,
174 (Okla. 2006). In Gilbert, the Oklahoma Supreme Court considered whether holding
companies could be subject to personal jurisdiction in Oklahoma based on their subsidiar-
ies’ admitted contacts in Oklahoma. Id. at 174. The court considered evidence that the
holding companies owned the Oklahoma subsidiaries’ stock and had some directors in
common with the Oklahoma subsidiaries; there was also evidence that the holding compa-
nies and subsidiaries filed consolidated income tax returns, and the holding companies ex-
ecuted a management agreement. Id. However, the Oklahoma Supreme Court still found
that the evidence presented was insufficient to constitute the pervasive control required to
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permit the exercise of personal jurisdiction over the holding companies under an alter-ego
theory. Id.
For these reasons, the Court finds that NOV has failed to meet its burden to make a
prima facie showing of the Basin Defendants’ minimum contacts with Oklahoma on the
basis of an alter ego theory.
B. 	Conspiracy
NOV also asserts that its civil conspiracy claim against the Basin Defendants can
serve as an additional basis for personal jurisdiction over Defendants. [Doc. No. 151, at
30-31].
“[A] co-conspirator's presence within the forum might reasonably create the ‘mini-
mum contacts’ with the forum necessary to exercise jurisdiction over another co-conspira-
tor if the conspiracy is directed towards the forum, or substantial steps in furtherance of the
conspiracy are taken in the forum.” Melea, Ltd v. Jawer SA, 511 F.3d 1060, 1070 (10th Cir.
2007). However, “for personal jurisdiction based on a conspiracy theory to exist, the plain-
tiff must offer more than bare allegations that a conspiracy existed, and must allege facts
that would support a prima facie showing of a conspiracy.” Hart v. Salois, 605 F. App’x
694, 700 (10th Cir. 2015). “[I]n addition to pleading a prima facie conspiracy, due process
requires that a defendant also have minimum contacts with the forum.” Id.; see also Weldon
v. Ramstad-Hvass, 512 F. App’x 783, 789 (10th Cir. 2013) (unpublished) (“[A]llegations
sufficient to support a prima facie showing of conspiracy do not necessarily establish ju-
risdiction over a nonresident co-conspirator.”).
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NOV raises a civil conspiracy claim against all Defendants. It alleges that Black
Diamond and the Basin Defendants conspired to develop EVRDRL for the purpose of sub-
sequently marketing EVRDRL as the “XT” or “XT type,” which infringed upon the XT®
trademark.
The Court finds that NOV’s civil conspiracy claim cannot serve as the basis for
exercising jurisdiction over the Basin Defendants because NOV fails to allege that the con-
spiracy and its object were directed at Oklahoma, and that substantial steps in furtherance
of the conspiracy were taken in Oklahoma. See Melea, 511 F.3d at 1070 (“Where no injury
related to the conspiracy occurred in Colorado, and [the defendant's] only Colorado-related
action with regard to any purported conspiracy was to receive communications from Col-
orado, the basis for jurisdiction is slim.”).
NOV asserts that the object of the conspiracy was the design and development of
EVRDRL, and to pass off EVRDRL connections as XT connections to deceive customers
in the oil and gas industry and unjustly profit from the hard-earned goodwill of NOV. But
this does not show that the conspiracy or its object was specifically directed at Oklahoma.
And given that the Basin Defendants do not have a physical presence, reside, or have their
principal place of business in Oklahoma, NOV “has not established personal jurisdiction
over [the Basin Defendants] through its allegations of conspiracy.” G.A. Resort Condo.
Ass’n, Inc. v. ILG, LLC, No. 19-CV-01870-RM-GPG, 2020 WL 5536361, at *6 (D. Colo.
July 2, 2020) (finding no personal jurisdiction over parent corporations of subsidiary where
plaintiff alleged conspiracy), adopted, 2020 WL 4364207 (D. Colo. July 30, 2020).
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C. 	Traditional Notions of Fair Play and Substantial Justice
As the Court has found that NOV has failed to establish the Basin Defendants’ min-
imum contacts with the forum state, it will not address the issue of whether the exercise of
jurisdiction would offend traditional notions of fair play and substantial justice. See Soma
Med. Int’l v. Standard Chartered Bank, 196 F.3d 1292, 1299 n.1 (10th Cir. 1999) (“Because
we conclude that [the plaintiff] has failed to establish that [the defendant] has minimum
contacts with the [forum state], we need not proceed to the next step of the due process
analysis—i.e., whether the exercise of personal jurisdiction over [the defendant] could of-
fend ‘traditional notions of fair play and substantial justice.’”) (quoting Asahi Metal Indus.
Co. v. Superior Ct. of Cali., 480 U.S. 102, 113 (1987)).
II. 	Dismissal or Transfer for Lack of Personal Jurisdiction
When a federal district court determines that it lacks personal jurisdiction, it “shall,
if it is in the interest of justice, transfer such action . . . to any other such court . . . in which
the action or appeal could have been brought.” 28 U.S.C. § 1631.
Section 1631 “contain[s] the word ‘shall,’” but the Tenth Circuit has “interpreted
the phrase ‘if it is in the interest of justice’ to grant the district court discretion in making a
decision to transfer an action or instead to dismiss the action without prejudice.” Trujillo v.
Williams, 465 F.3d 1210, 1222-23 (10th Cir. 2006). “Factors considered in deciding
whether a transfer is in the interest of justice include [1] whether the claims would be time
barred if filed anew in the proper forum, [2] whether the claims alleged are likely to have
merit, and [3] whether the claims were filed in good faith or if, on the other hand, it was
clear at the time of filing that the court lacked the requisite jurisdiction.” In re Cline, 531
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F.3d 1249, 1251 (10th Cir. 2008). “[W]here the court determines that it lacks jurisdiction
and the interests of justice require transfer rather than dismissal, ‘[t]he correct course . . .
[is] to transfer the action pursuant to [§ 1631].’” Trujillo, 465 F.3d at 1223 (alterations in
original) (quoting Ross v. Colo. Outward Bound Sch., Inc., 822 F.2d 1524, 1527 (10th Cir.
1987)).
The Tenth Circuit has recognized that where there is a “patent impediment to [trans-
fer under Section 1631]” such as multiple sets of defendants residing in different states,
“there [is] no single court to which the action could be transferred with any assurance that
jurisdiction would [be] proper.” Shrader v. Biddinger, 633 F.3d 1235, 1249 (10th Cir.
2011). In Shrader, the Tenth Circuit further noted that it was “aware of no authority even
permitting, much less requiring, a district court to unilaterally split up an action and transfer
the resultant components to diverse jurisdictions under the auspices of § 1631.” Id. at 1249-
50. Accordingly, “‘[d]istrict courts within the Tenth Circuit consistently have applied
Shrader to find that dismissal, rather than transfer, is appropriate where the lawsuit ‘fea-
tures multiple defendants residing in different states, [as] there [is] no single court to which
the action could be transferred with any assurance that jurisdiction would have been
proper.’” King v. United States, No. 21-CV-01421-CMA-NYW, 2022 WL 889173, at *4
(D. Colo. Mar. 25, 2022) (quoting Kennedy v. Mountainside Pizza, Inc., No. 19-CV-01199-
CMA-STV, 2020 WL 4454897, at *7 (D. Colo. May 14, 2020) (collecting cases),
adopted, 2020 WL 4448771 (D. Colo. Aug. 3, 2020)). Therefore, the Court finds that
NOV’s claims against the Basin Defendants “should be dismissed without prejudice rather
than ‘unilaterally split[ting] up [the] action and transfer[ing] the resultant components to
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[multiple,] diverse jurisdictions.’” Kennedy, 2020 WL 4454897, at *8 (quoting Shrader,
633 F.3d at 1250).
CONCLUSION
For these reasons, the Basin Defendants’ Joint Motion to Dismiss Third Amended
Complaint and Brief in Support [Doc. No. 141] is GRANTED in part.9
IT IS SO ORDERED this 29th day of September, 2026.
9 	Because the Court has determined it lacks personal jurisdiction over the Basin De-
fendants, the Court need not address Defendants’ remaining argument that NOV’s claims
against them should be dismissed for failure to state a claim under F ED . R. CIV . 12(b)(6).
TWO~¼E~I ~~~
UNITED STATES DISTRICT WDGE
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