No. 22-2979 No. 22-3067 ___________________________

Major Brands, Inc.

lllllllllllllllllllllPlaintiff - Appellee/Cross Appellant

v.

Mast-Jägermeister US, Inc.; Southern Glazers Wine and Spirits, LLC; Southern Glazers Wine and Spirits of Missouri, LLC

lllllllllllllllllllllDefendants - Appellants/Cross Appellees

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American Craft Spirits Association; Brewers Association; Wine Institute; Distilled Spirits Council of the United States; Missouri Craft Brewers Guild

lllllllllllllllllllllAmici on Behalf of Appellant(s) ___________________________

Appeals from United States District Court for the Eastern District of Missouri - St. Louis ____________

Submitted: February 15, 2024 Filed: November 8, 2024 ____________ Before LOKEN, COLLOTON,1 and KELLY, Circuit Judges. ____________ LOKEN, Circuit Judge.

Major Brands, Inc. (“Major Brands”) is a Missouri-licensed liquor distributor. It operates only in Missouri, where it is the second-largest liquor distributor in the State, with a portfolio of over one thousand brands. Mast-Jägermeister US, Inc. (“MJUS”) is a supplier of the German-made herbal liqueur Jägermeister.2 Major Brands began distributing Jägermeister in Missouri in the 1970s and was the brand’s exclusive Missouri distributor until 2018. Over the course of these forty-plus years, Major Brands and MJUS never entered into a written contract governing their distribution relationship.

Southern Glazers Wine and Spirits, LLC (“Southern Glazers”) is a liquor distributor with a national footprint, operating in more than forty States including Missouri. By 2017 Southern Glazers was distributing Jägermeister in twenty-one States, accounting for approximately one half of all of MJUS’s distribution. In April 2017, Southern Glazers proposed a national consolidation whereby Southern Glazers would serve as MJUS’s sole distributor in the United States. MJUS eventually agreed, and in January 2018, MJUS and Southern Glazers signed a five-year agreement appointing Southern Glazers as national distributor, including in Missouri.3 MJUS terminated Major Brands as its Missouri distributor, effective

1 Judge Colloton became chief judge of the Circuit on March 11, 2024. See 28 U.S.C. § 45(a)(1). 2 From 1974 to 2016, Jägermeister was imported and sold to U.S. wholesalers by Sidney Frank Importing Co. In 2017, Sidney Frank Importing Co. became MJUS. 3 The parties signed a separate indemnification agreement in which Southern Glazers agreed to indemnify MJUS against any claim “in any way relating to or arising out of any termination or cessation of business with [an] existing distributor.”

-2- March 31, 2018, and appointed Southern Glazers Missouri, a wholly owned subsidiary of Southern Glazers and a Major Brands competitor, as Jägermeister’s exclusive distributor in the State of Missouri.

Major Brands brought this action in state court against MJUS, Southern Glazers, and Southern Glazers Missouri (collectively, “Defendants”), alleging wrongful termination in violation of Missouri franchise law, conspiracy to violate Missouri franchise law, and tortious interference with the MJUS-Major Brands franchise relationship. Defendants removed the case to federal court. After the district court dismissed additional defendants Major Brands had fraudulently joined to defeat diversity jurisdiction, the case proceeded to a six-day jury trial. The jury returned an $11.75 million verdict for Major Brands, and the district court de