Today, in Nucor Corp. v. Prudential Equity Group, LLC, the Court of Appeals affirmed the 12(b)(6) dismissal of a claim for libel per se against a securities firm.
The firm had published a report about the plaintiff which stated that antitrust lawsuits against the company were possible, and that the company needed to give up its "monopoly dreams."
The Court held that in order for words to be libelous per se, they "must be susceptible of but one meaning and of such nature that the court can presume as a matter of law that they tend to disgrace and degrade the party or hold him up to public hatred, contempt or ridicule, or cause him to be shunned and avoided." The words must be defamatory on their face, "stripped of all insinuations, innuendo, colloquium and explanatory circumstances."
The Court ruled that the publication did not assert any illegal or wrongful conduct on the part of the company. It further ruled that it could not consider the explanatory circumstances offered by the plaintiff to determine whether the words at issue were libelous. The Court further found that it needed to consider the document as a whole, and that the "overall import" of the publication was not defamatory of the company. It therefore affirmed the trial court’s dismissal.
The Court also ruled that plaintiff could not base an unfair and deceptive practices claim as to the report on the alleged breach of a confidentiality agreement by an employee of the defendant, because that was a mere breach of contract without any "substantial aggravating circumstances."