Opinion

1 2 3 4 5 6 7 UNITED STATES DISTRICT COURT 8 SOUTHERN DISTRICT OF CALIFORNIA 9 10 JANE DOE NOS. 60 through 121 Case No.: 23-cv-1821-WQH-KSC inclusive, individuals, 11 ORDER Plaintiffs, 12 v. 13 AYLO HOLDINGS S.A.R.L., 14 (f/k/a “MindGeek S.a.r.l.”) a 15 foreign entity; AYLO FREESITES, LTD., (f/k/a “MG Freesites, Ltd.” 16 and d/b/a “PornHub,” “YouPorn,” 17 “RedTube,” and “Tube8”) a foreign entity; AYLO BILLING US 18 CORP., (f/k/a “MG Billing US 19 Corp.” and d/b/a “ProBiller”) a Delaware corporation; and 9219- 20 1568 QUEBEC, INC., a foreign 21 entity, 22 Defendants. 23 HAYES, Judge: 24 The matter before the Court is the Motion to Dismiss Amended Complaint filed by 25 Defendants Aylo Holdings S.a.r.l. (“Aylo Holdings”); Aylo Freesites, Ltd. (“Aylo 26 Freesites”); Aylo Billing US Corp. (“Aylo Billing”); and 9219-1568 Quebec Inc. (ECF No. 27 42.) 28 1 I. PROCEDURAL HISTORY 2 On October 3, 2023, Plaintiffs Jane Doe Nos. 60 through 121 (“Plaintiffs”) initiated 3 this action by filing a Complaint against Defendants asserting trafficking and racketeering 4 claims related to Defendants’ alleged involvement with a sex trafficking venture named 5 “GirlsDoPorn.” (ECF No. 1.) 6 On December 21, 2023, the parties jointly moved to stay this action pending a 7 mediation session scheduled for February 5, 2024. (ECF No. 18.) On January 2, 2024, the 8 Court stayed this action. (ECF No. 19.) On February 15, 2024, the parties filed a Joint 9 Status Report stating that their mediation was unsuccessful. (ECF No. 20.) 10 On March 12, 2024, Plaintiffs filed a First Amended Complaint (“FAC”). (ECF No. 11 24.) 12 On March 26, 2024, Defendants filed a Motion to Dismiss. (ECF No. 26.) 13 On May 16, 2024, the parties filed a Joint Motion to Stay Action because two alleged 14 members of the GirlsDoPorn venture were charged in the Southern District of California 15 with sex trafficking and related criminal offenses. (ECF No. 32.) 16 On June 4, 2024, the Court issued an Order granting the joint motion and staying 17 this action pursuant to 18 U.S.C. § 1595(b) pending the final adjudication of two cases: 18 United States v. Michael J. Pratt, Crim. Case No. 19CR4488-JLS-1 (S.D. Cal.) and United 19 States v. Valorie Moser, Crim. Case No. 19CR4488-JLS-5 (S.D. Cal.). (ECF No. 33.) The 20 Court denied the Motion to Dismiss (ECF No. 26) without prejudice. (ECF No. 33 at 2.) 21 On December 12, 2025, Plaintiffs filed a Notice stating that sentencing proceedings 22 in the above-referenced criminal cases had concluded. (ECF No. 36; see ECF No. 463, 23 United States v. Michael J. Pratt, Crim. Case No. 19CR4488-JLS-1 (S.D. Cal.); ECF No. 24 490, United States v. Valorie Moser, Crim. Case No. 19CR4488-JLS-5 (S.D. Cal.).) On 25 December 16, 2025, the Court lifted the stay of this action. (ECF No. 37.) 26 On January 30, 2026, Defendants filed the pending Motion to Dismiss Amended 27 Complaint. (ECF No. 42.) On March 6, 2026, Plaintiffs filed an Opposition. (ECF No. 50.) 28 On March 27, 2026, Defendants filed a Response. (ECF No. 51.) 1 II. ALLEGATIONS IN THE FAC 2 A. Parties 3 Plaintiffs are all victims of the GirlsDoPorn sex trafficking venture. (FAC ¶¶ 13–74, 4 265–66.) 5 Aylo Holdings is a foreign entity incorporated in Luxembourg with its principal 6 place of business in Montreal, Canada. Id. ¶ 75.1 Aylo Holdings owns and operates over 7 100 pornographic websites, production companies, and pornography brands. Id. Aylo 8 Holdings was owned by Feras Antoon, David Tassillo, and Bernd Bergmair at all relevant 9 times and, as of 2022, its directors were Andreas Andreou, Anis Baba, and Claude Favre. 10 Id. ¶ 76. 11 Plaintiffs refer to Feras Antoon, David Tassillo, and Bernd Bergmair, and “the 12 carefully selected directors they appointed, including Corey Urman, Andreas Andreou, 13 Anis Baba, and Aylo’s Chief Legal Officer, Anthony Penhale” as the “Aylo Control 14 Group.” Id. ¶ 77. 15 Aylo Freesites is a foreign entity incorporated in the Republic of Cyprus. Id. ¶ 78. 16 Aylo Freesites is a wholly owned subsidiary of Aylo Holdings. Id. Aylo Freesites 17 “operates” the websites where Aylo Holdings publishes its pornographic videos and sells 18 advertising space related to those videos, including the pornographic videos that feature 19 Plaintiffs. Id. ¶ 100. 20 Aylo Billing is a payment processing company incorporated in Delaware that does 21 business under the name “ProBiller.” Id. ¶ 79. Aylo Billing is a wholly owned subsidiary 22 of Aylo Holdings. Id. Aylo Billing processes payments from consumers purchasing 23 pornographic videos from Aylo Holdings’ websites. Id. ¶ 97. 24 9219-1568 Quebec Inc. is a company organized and existing under the laws of the 25 Province of Quebec with its principal place of business in Montreal, Canada. Id. ¶ 80. 9219- 26 27 28 1 1568 Quebec Inc. is a wholly owned subsidiary of Aylo Holdings. Id. 9219-1568 Quebec 2 Inc. hires the employees that maintain, edit, and optimize the pornographic videos hosted 3 on Aylo Holdings’ websites. Id. ¶ 100. 4 Aylo Holdings, Aylo Freesites, Aylo Billing, and 9219-1568 Quebec Inc. operate as 5 a single enterprise that, at all relevant times, was controlled by the Aylo Control Group. Id. 6 ¶¶ 82–83. Plaintiffs are “unaware of any Aylo-related entity that does not act at the 7 direction of or take orders from the Aylo Control Group.” Id. ¶ 77. For the purpose of this 8 Order, the Court collectively refers to Aylo Holdings, Aylo Freesites, Aylo Billing, and 9 9219-1568 Quebec Inc. as “Aylo” or “Defendants.” 10 B. Aylo’s Pornography Business 11 Aylo operates “paysites” and “freesites” to distribute pornographic content. Id. ¶ 84. 12 Paysites require a user to pay to view pornographic content. Id. ¶ 141. Freesites, which are 13 often referred to as “tubesites,” allow users to view pornographic content for free. Id. 14 ¶ 142.2 Freesites host “massive libraries of videos uploaded by members of the public.” Id. 15 Aylo operates dozens of pornographic websites and brands. Id. ¶ 145. As relevant 16 here, Aylo generates revenue from four freesites: PornHub.com, YouPorn.com, 17 RedTube.com, and Tube8.com. Id. ¶ 84. Aylo also operates four related paysites: 18 PornHubPremium.com, YouPornPremium.com, RedTubePremium.com, and 19 Tube8VIP.com. Id. 20 Aylo’s flagship freesite, PornHub.com, is the eighth most visited website in the 21 world. Id. ¶ 146. In 2019, PornHub.com had approximately 42 billion visits. Id. 22 PornHub.com hosts approximately 14 million pornographic videos in its free video library. 23 Id. ¶ 149. Videos in this library come from “several different sources, including members 24 of the public, third party pornography production companies, and Aylo itself.” Id. 25 26 27 2 Freesites are referred to as “tubesites” because they adopt the business model made popular by YouTube. 28 1 In addition to paid advertising, freesites generate significant revenue from “affiliate 2 fees.” Id. ¶ 143. An affiliate fee is a “customer referral fee paid by paysites to freesites for 3 helping paysites attract customers to their websites.” Id. Affiliate fees are administered by 4 payment processors. Id. ¶ 144. Freesites may register with a payment processor, which will 5 allow the freesite to “publish trailer versions of the paysite’s videos on its website, which 6 the third-party affiliate surrounds with hyperlinked advertisements for the paysite.” Id. 7 (emphasis in original). 8 Aylo generates revenue through direct subscriptions to its paysites, affiliate fees 9 generated by its freesites, advertising revenue, and the sale of user data. Id. ¶ 145. Aylo’s 10 paysites generated approximately $1.3 billion in subscription revenue between 2012 and 11 2018. Id. ¶ 148. 12 C. Aylo’s Content Partner Program 13 Aylo operates a Content Partner Program, in which the company promotes the 14 pornographic content created by a production company in exchange for a share of their 15 revenue. Id. ¶ 152. 16 Aylo describes its Content Partner Program: 17 The Content Partner Program is designed for studios with a pay site to expose their content to millions of visitors. Once partnered, you receive a 18 personalized channel that includes free ad space both on your channel and on 19 your videos. Through the use of video features on our homepage, your content is promoted to our users which will direct traffic back to your pay-site, with 20 the intention of converting them into paying members. In turn, we would 21 receive a share of this revenue through your affiliate program. There is no compensation based on views in this program. 22 23 Id. ¶ 153. 24 A production company must apply to join Aylo’s Content Partner Program. Id. 25 ¶ 156. If the production company is accepted as a Content Partner, Aylo creates a “channel” 26 on its freesites that operates as “a single location where Aylo’s potential customers can 27 search the Content Partner’s videos, organize them by ratings and recentness, and receive 28 email notifications when a Content Partner posts a new video or takes other actions on the 1 channel.” Id. These channels also include “five to ten minute trailer versions of the Content 2 Partners’ videos that may be viewed for free.” Id. ¶ 159 (emphasis in original). Aylo 3 provides its Content Partner with a “dedicated account representative who actively 4 promotes [their] videos.” Id. ¶ 157. Aylo also offers a “Playbook” to its Content Partners 5 with directions on how to create, edit, film, name, tag, brand, optimize, title, and thumbnail 6 their pornographic content. Id. ¶ 166. 7 Aylo also offers a Premium Viewshare Program, in which production companies are 8 invited to “upload full-length, HD videos” that are “locked behind [Aylo’s] paywall.” Id. 9 ¶ 159. These production companies are compensated “every time a Premium [PornHub] 10 user watches” one of these videos. Id. By participating in the Premium Viewshare Program, 11 the production company licenses its pornographic content to Aylo, which advertises, edits, 12 and distributes the content on their paysites. Id. ¶ 160. If a Content Partner also participates 13 in the Premium Viewshare Program, Aylo creates “advertisements, tags, and hyperlinks on 14 the [C]ontent Partner’s channel” to solicit users to view the Content Partner’s videos on 15 Aylo’s own paysites. Id. ¶ 164. 16 Aylo states that it “work[s] closely with [Content Partners] to clearly understand 17 their business requirements, vision, and needs in order to provide the best customized 18 solution. . . . Our Search Engine Optimization is dedicated to uncovering the best keyword 19 combinations to target exposure, ensure sites are compliant with search engine behavior, 20 checks for the best user experience, and provides performance optimization and website 21 architecture tactics.” Id. ¶ 162. 22 D. ‘GirlsDoPorn’ Sex Trafficking Venture 23 In 2006, Michael Pratt (“Pratt”) and Matthew Wolfe (“Wolfe”) began a sex 24 trafficking venture based in San Diego, California known as GirlsDoPorn. Id. ¶¶ 1, 110. 25 Pratt and Wolfe hired other members of the venture, including Andre Garcia (a male actor 26 and recruiter), Valorie Moser (an administrative assistant and driver), Theodore Gyi (a 27 videographer), and Amberlyn Nored Clark (a reference model). Id. ¶ 110. 28 1 Over the course of a decade, GirlsDoPorn “used force, fraud and coercion to get 2 hundreds of high school and college-aged women to film pornographic videos.” Id. ¶ 1. In 3 some instances, GirlsDoPorn “groomed sixteen and seventeen-year-olds so they would fly 4 to San Diego and film [pornographic videos] on their eighteenth birthdays. Those videos 5 begin with GirlsDoPorn presenting the victim with a birthday cake.” Id. ¶ 111. 6 To lure its victims and create its pornographic content, GirlsDoPorn published 7 Craigslist advertisements seeking “young women for clothed modeling gigs.” Id. ¶ 113 8 (emphasis in original). These advertisements directed victims to learn more about the 9 “supposed gigs” by inviting them to visit “sham fashion modeling websites” created by 10 GirlsDoPorn. Id. These “sham website[s]” included social media accounts for a fictitious 11 modeling agency. Id. The sham websites invited victims to apply for “fashion modeling 12 gigs” by submitting their photographs and contact information through a “Contact Us” 13 portal. Id. There were, however, “no clothed modeling gigs.” Id. 14 GirlsDoPorn “graded the submissions” for its Craigslist advertisement and selected 15 victims, who were sent a “long email cryptically offering thousands of dollars for an ‘adult 16 gig.’” Id. ¶ 115. After sending the email, GirlsDoPorn called victims and began “its 17 campaign of lies and coercion.” Id. During these calls, GirlsDoPorn “gauged victims’ 18 willingness to do semi-nude or modeling.” Id. ¶ 116. GirlsDoPorn “would mention that 19 they produce adult films, but quickly assured the victims the videos they created would be 20 released on DVDs overseas, usually in Australia, and that the videos would never be 21 published online.” Id. GirlsDoPorn would routinely “book[] a flight and a hotel while 22 victims were still on the initial call” and email confirmation to the victims. Id. 23 GirlsDoPorn would “say or do anything necessary to get victims to fly to San 24 Diego.” Id. ¶ 112. To bolster its claims about the distribution of its production, GirlsDoPorn 25 “paid and coached ‘reference models’ to confirm the videos would never be published 26 online and to assuage any other concerns the victim may have had.” Id. ¶ 117. GirlsDoPorn 27 instructed these reference models to falsely claim that they had “filmed videos for the 28 company, received thousands of dollars in cash, and that no one in the woman’s life had 1 ever seen the video because they were distributed on DVDs overseas.” Id. ¶ 118–19. Pratt 2 directed Valorie Moser, his assistant, to make “recruiting calls” because a “female’s voice 3 would be more reassuring than his.” Id. ¶ 122. 4 GirlsDoPorn offered victims $5,000 to film pornographic videos but would 5 “routinely fabricate supposed imperfections to use as a pretext to reduce the offer, such as 6 claiming the victim had cellulite, uneven breasts, bruises, or some other made-up flaw.” 7 Id. ¶ 121. If a victim “did not seem open to pornography in the first place,” GirlsDoPorn 8 would offer “a clothed modeling gig” for $300. Id. ¶ 123. These offers were pretext to lure 9 victims to “a hotel room in San Diego” and create an opportunity to film a pornographic 10 video. Id. 11 Upon arrival in San Diego, GirlsDoPorn presented victims with a contract but failed 12 to provide sufficient time for the victims to read the contract and did not provide the victims 13 with a copy of the document. Id. ¶ 124. GirlsDoPorn used “veiled and direct threats . . . to 14 ensure victims complied with their demands,” including “blockad[ing] the hotel room 15 doors with furniture or camera equipment.” Id. ¶ 126. GirlsDoPorn “never let[] the victim 16 leave the room for any reason, even to get fresh air or food.” Id. 17 The filming of the pornographic videos was an “extremely long and painful process” 18 that “sometimes lasted six to eight hours.” Id. ¶ 125. “[M]any of GirlsDoPorn’s final videos 19 depict obvious signs of pain and suffering, including bloodstained sheets, shouts of pain, 20 and tear tracks visible in the victim’s makeup.” Id. If a victim refused to film the 21 pornographic video or tried to stop after filming began, GirlsDoPorn would falsely claim 22 that her contract required performance of sexual acts, threaten to sue the victim for the 23 costs of “hotel, flights, and time she allegedly wasted,” and threaten to or actually cancel 24 the victim’s return flight. Id. ¶ 127 (internal quotation omitted). 25 GirlsDoPorn monetized its pornographic videos by publishing them on their 26 subscription websites, GirlsDoPorn.com and GirlsDoToys.com, and on Aylo’s tubesites 27 and paysites. Id. ¶ 111. After publishing the videos, GirlsDoPorn would send “links for 28 victims’ video trailers to social media accounts to the victims’ friends, family, co-workers, 1 employers, teachers and classmates.” Id. ¶ 132. GirlsDoPorn established a “cult following,” 2 including numerous websites created for the purpose of revealing personally identifiable 3 information about the victims. Id. ¶ 133. 4 The Federal Bureau of Investigation estimates that GirlsDoPorn made over $17 5 million from its sex trafficking venture between 2009 and 2019. Id. ¶ 140. 6 On June 2, 2016, four victims filed a civil complaint against Pratt, Wolfe, and Garcia. 7 Id. ¶ 3 (citing Jane Does Nos. 1–22 v. GirlsDoPorn.com, et al, San Diego Superior Court 8 Case No. 37-2016-0019027-CU-FR-CTL). In 2019, the Honorable Kevin A. Enright found 9 that GirlsDoPorn used force, fraud, and coercion as part of its customary business practices 10 and awarded over $24 million in damages to the victims. Id. 11 On or about October 9, 2019, the United States Attorney for the Southern District of 12 California charged Pratt, Wolfe, Garcia, Moser, and Gyi with sex trafficking and 13 conspiracy to commit sex trafficking. Id. ¶ 4 (citing ECF No. 149, United States v. Pratt et 14 al., S.D. Cal. Case No. 3:19-cr-04488-JLS). Pratt was added to the FBI’s Top Ten Most 15 Wanted list before his arrest in Spain on December 23, 2022. Id. Wolfe, Garcia, Gyi, and 16 Moser have pleaded guilty to various sex trafficking crimes. Id. ¶ 5. United States District 17 Judge Janis L. Sammartino sentenced Garcia to twenty years in prison and Gyi to four 18 years in prison. Id. ¶ 5. 19 E. Aylo’s Partnership with GirlsDoPorn Sex Trafficking Venture 20 In or around 2009, GirlsDoPorn created accounts on Aylo’s freesites. Id. ¶ 169. 21 GirlsDoPorn began posting its “trailer videos” on Aylo’s freesites as advertisements for its 22 own paysite. Id. 23 In or around 2011, GirlsDoPorn applied to participate in the Content Partner 24 Program and Premium Viewshare Program. Id. ¶ 170. Aylo accepted their application. Id. 25 At that point, Aylo began assisting the GirlsDoPorn sex trafficking venture by “developing 26 and promoting its content, enhancing the visibility and popularity of its brand, processing 27 financial transactions for the sale of its illegal videos, increasing the traffic to and the sale 28 of subscriptions for GirlsDoPorn’s paysites, and selling GirlsDoPorn videos through 1 Aylo’s Viewshare Program.” Id. Aylo Freesites, Ltd., “at minimum, made bimonthly 2 payments to GirlsDoPorn’s bank” in fulfillment of their “share of the revenues generated 3 by the sale” of their sex trafficking content. Id. ¶ 99. 4 Aylo assisted GirlsDoPorn by: “developing content and creating trailer versions of 5 victims’ videos . . . to post on its dedicated channel”; “naming, editing, and tagging” the 6 videos; designing and creating advertisements to encourage users to view the GirlsDoPorn 7 channel on Aylo’s freesites; creating search engine optimization campaigns to maximize 8 the videos; suggesting the GirlsDoPorn channel and video to users; processing payments 9 generated by the sale of the videos. Id. ¶¶ 171–76. 10 The GirlsDoPorn channel on PornHub.com, the flagship Aylo freesite, had “around 11 70 videos published on it at any given time.” Id. ¶ 177. As of May 2019, the channel had 12 more than 700,000 subscribers and the videos had collectively been viewed approximately 13 700 million times. Id. The GirlsDoPorn channels on other Aylo freesites contained between 14 100 to 200 videos of victims and garnered hundreds of millions of views in total. Id. Among 15 the thousands of channels on PornHub.com, the GirlsDoPorn channel was at least the 16 twenty-fifth most popular based on Aylo’s rankings. Id. In 2014, a GirlsDoPorn video was 17 the “second most viewed video on PornHub.com.” Id. ¶ 182. 18 Plaintiffs estimate that the GirlsDoPorn videos “generated more than 2 billion views 19 of Aylo’s [freesites], which in turn generated millions of dollars in affiliate fees, advertising 20 revenue, and data sales.” Id. ¶ 177. “GirlsDoPorn would never have been profitable absent 21 its partnership with Aylo.” Id. ¶ 183. 22 Aylo “generated millions of dollars in affiliate fees and premium subscriptions from 23 selling, marketing, and exploiting videos featuring victims of GirlsDoPorn’s sex trafficking 24 venture, including Plaintiffs.” Id. ¶ 185. 25 F. Aylo’s Knowledge of GirlsDoPorn Sex Trafficking Venture 26 Beginning in 2009, Aylo knew or acted in reckless disregard of the fact that 27 GirlsDoPorn used force, fraud, and coercion to have its victims engage in commercial 28 sexual acts. Id. ¶ 188. 1 Victims of GirlsDoPorn repeatedly sent takedown requests to Aylo requesting that 2 the company remove the videos from its websites “due to lack of consent.” Id. ¶ 189. The 3 takedown requests included descriptions of GirlsDoPorn’s coercive techniques and the 4 emotional damage suffered by continued publication of the videos. Id. ¶ 189–96. Victims 5 also hired “takedown companies” that submitted “hundreds, if not thousands,” of requests 6 to Aylo on the same basis. Id. ¶ 198–99. In response to the takedown requests, GirlsDoPorn 7 provided Aylo with contact information for a fictitious person and a business address 8 located in Port Vila, Vanuatu. Id. ¶¶ 224–25. 9 GirlsDoPorn published information on the homepage of its website in 2020 that 10 indicated its use of coercive and fraudulent techniques: “All the girls you will finrised d on 11 my site are normal everyday girls you would find in the city streets - malls - colleges and 12 normal 9-5 jobs. I personally hunt out each and every one for your viewing pleasure. You 13 would be suphow quickly the offer of quick cash turns these girls into part time pornstars. 14 Everything you read or see on this website is 100% real and true.” Id. ¶ 200 (without 15 alteration). The caption of one pornographic video produced by GirlsDoPorn read, in part: 16 “She contacted us regarding an add I had placed for beauty models wanted , having no idea 17 it was actually for adult videos instead ha :).” Id. ¶ 201 (without alteration). These 18 admissions were public at the time that Aylo accepted GirlsDoPorn into its Content Partner 19 Program. Id. ¶ 202. Beginning in 2014, GirlsDoPorn also operated an online forum in 20 which it described its fraudulent and coercive tactics. Id. ¶ 210–11. 21 GirlsDoPorn videos included content indicating that the production company used 22 fraudulent techniques, including interviews with victims that “made clear [the victims] 23 believed the video would not be published on the Internet or available to anyone in the 24 United States.” Id. ¶ 204–06. The videos also depict “visible distress,” including 25 bloodstained sheets and condoms, furniture piled in front of a hotel room door, and 26 “women under 21-years-old who were clearly under the influence of drugs and/or alcohol 27 based on [their] gait, blurred eyes, and slurred speech.” Id. ¶ 208–09. 28 1 In or around June 2012, a woman who was “actively competing in beauty pageants” 2 and won “Miss Delaware Teen USA” filmed a pornographic video for GirlsDoPorn 3 because of force, fraud, and coercion. Id. ¶ 215. In February 2013, GirlsDoPorn released a 4 pornographic video featuring the woman on its channels on Aylo’s freesites. Id. ¶ 217. The 5 woman was forced to resign her position as “Miss Delaware Teen USA.” Id. ¶ 218. In 6 response, Aylo publicly stated: “Though [the woman] resigned her title as Miss Teen 7 Delaware, YouPorn has stepped in to take the sting out of the situation, offering her a 8 $250,000 deal to become the first ever Miss YouPorn!” Id. ¶ 221. 9 In June 2016, four victims filed an action in the Superior Court of California, County 10 of San Diego against GirlsDoPorn. Id. ¶ 227. On September 19, 2017, the plaintiffs in that 11 action subpoenaed Aylo seeking documents related to takedown requests of GirlsDoPorn 12 videos. Id. During the action, GirlsDoPorn designated “Aylo’s very own DMCA attorney” 13 as an expert on affiliate marketing issues. Id. ¶ 231. During this period, Aylo continued to 14 “publish and profit from the GirlsDoPorn victims’ videos.” Id. ¶ 232. In July 2019, Aylo 15 removed videos of the plaintiffs in the action but did not remove “the hundreds of other 16 GirlsDoPorn videos from its sites.” Id. ¶ 234. 17 Around 2018, Aylo entered a Letter of Intent with GirlsDoPorn to purchase its video 18 library. Id. ¶ 235. In October 2019, Aylo “technically ended its partnership with 19 GirlsDoPorn” because “there was simply no company left to partner with.” Id. ¶ 251. Aylo 20 continued to profit from videos of the victims because news coverage of criminal and civil 21 litigation generated interest in the videos. Id. ¶¶ 251–53. 22 In December 2020, Aylo removed GirlsDoPorn videos from its websites. Id. ¶ 254. 23 G. Causes of Action 24 Plaintiffs assert four causes of action against Defendants: (1) sex trafficking under 25 the federal Trafficking Victims Protection Reauthorization Act (“TVPRA”), 18 U.S.C. §§ 26 1591, 1594, 1595; (2) racketeering under the Racketeer Influenced and Corrupt 27 Organizations Act (“RICO”), 18 U.S.C. § 1962(c); (3) conspiracy to commit racketeering 28 1 under RICO, 18 U.S.C. § 1962(d); and human trafficking under California’s Trafficking 2 Victims Protection Act (“CTVPA”), Cal. Civ. Code § 52.5. (FAC ¶¶ 263–313.) 3 III. CONTENTIONS 4 As a preliminary matter, Defendants contend that Aylo Holdings should be 5 dismissed from this action for lack of personal jurisdiction because it is a “foreign holding 6 company with no employees, assets, or operations in the United States.” (ECF No. 42-1 at 7 13, 34–36.) Plaintiffs respond that Aylo Holdings is subject to both general and specific 8 personal jurisdiction. (ECF No. 50 at 41–46.) Plaintiffs request that, if the Court holds 9 otherwise, it grants jurisdictional discovery. Id. at 46. 10 Defendants contend that Plaintiffs’ FAC should be dismissed because it fails to 11 provide adequate notice, pursuant to Federal Rule of Civil Procedure 8, as to the claims at 12 issue. (ECF No. 42-1 at 16–17.) Defendants contend that the FAC “refers to all 62 plaintiffs 13 collectively, without differentiating among them,” and fails to provide Defendants with 14 adequate information to “formulate a defense.” Id. Plaintiffs respond that, although each 15 of their claims includes particularized facts, there is a substantial share of allegations that 16 are “identical” among claims because each claim “relate[s] to the decade-long partnership 17 between Defendants and GirlsDoPorn, which has nothing to do with the specific 18 Plaintiffs.” (ECF No. 50 at 15–16.) Defendants also contend that the FAC should also be 19 dismissed under Rule 8 because it improperly “lump[s] all defendants together” and makes 20 it impossible to determine which Defendant is responsible for allegedly wrongful conduct. 21 (ECF No. 42-1 at 17–22.) 22 Defendants move to dismiss each of Plaintiffs’ claims pursuant to Federal Rule of 23 Civil Procedure 12(b)(6) for failure to state a claim upon which relief can be granted. 24 Defendants move to dismiss Plaintiffs’ claim under the TVPRA because “Plaintiffs do not 25 contend any [D]efendant was involved in the creation of GirlsDoPorn’s videos or had 26 knowledge of the circumstances of those videos at the time they were made.” (ECF No. 27 42-1 at 22–25.) Defendants move to dismiss Plaintiffs’ claims under the CTVPA because 28 the state law does not provide for secondary liability. Id. at 25–26. Defendants move to 1 dismiss Plaintiffs’ claims under the federal RICO statute because the claims are time- 2 barred and, separately, because the FAC fails to plead the requisite elements of a RICO 3 claim. Id. at 26–34. 4 IV. LEGAL STANDARD 5 Rule 12(b)(2) of the Federal Rules of Civil Procedure permits dismissal for “lack of 6 personal jurisdiction.” Fed. R. Civ. P. 12(b)(2). “Where a defendant moves to dismiss a 7 complaint for lack of personal jurisdiction, the plaintiff bears the burden of demonstrating 8 that jurisdiction is appropriate.” Schwarzenegger v. Fred Martin Motor Co., 374 F.3d 797, 9 800 (9th Cir. 2004) (citing Sher v. Johnson, 911 F.2d 1357, 1361 (9th Cir. 1990)). Although 10 a plaintiff may not “simply rest on the bare allegations of its complaint,” a district court 11 must accept “uncontroverted allegations . . . as true” and require only that the plaintiff 12 “make a prima facie showing of jurisdictional facts.” Id. (citations and quotations omitted). 13 A district court “may not assume the truth of allegations in a pleading which are 14 contradicted by affidavit.” Mavrix Photo, Inc. v. Brand Techs., Inc., 647 F.3d 1218, 1223 15 (9th Cir. 2011) (quotation omitted). 16 Rule 12(b)(6) of the Federal Rules of Civil Procedure permits dismissal for “failure 17 to state a claim upon which relief can be granted.” Fed. R. Civ. P. 12(b)(6). To state a claim 18 for relief, a pleading “must contain . . . a short and plain statement of the claim showing 19 that the pleader is entitled to relief.” Fed. R. Civ. P. 8(a)(2). Dismissal under Rule 12(b)(6) 20 is “proper only where there is no cognizable legal theory or an absence of sufficient facts 21 alleged to support a cognizable legal theory.” Shroyer v. New Cingular Wireless Servs., 22 Inc., 622 F.3d 1035, 1041 (9th Cir. 2010) (quoting Navarro v. Block, 250 F.3d 729, 732 23 (9th Cir. 2001)). 24 “To survive a motion to dismiss, a complaint must contain sufficient factual matter, 25 accepted as true, to ‘state a claim to relief that is plausible on its face.’” Ashcroft v. Iqbal, 26 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)). 27 “A claim has facial plausibility when the plaintiff pleads factual content that allows the 28 court to draw the reasonable inference that the defendant is liable for the misconduct 1 alleged.” Id. However, “a plaintiff’s obligation to provide the ‘grounds’ of his 2 ‘entitle[ment] to relief’ requires more than labels and conclusions, and a formulaic 3 recitation of the elements of a cause of action will not do.” Twombly, 550 U.S. at 555 4 (quoting Fed. R. Civ. P. 8(a)). While a pleading “does not require ‘detailed factual 5 allegations,’” Rule 8 nevertheless “demands more than an unadorned, the-defendant- 6 unlawfully-harmed-me accusation.” Iqbal, 556 U.S. at 678 (quoting Twombly, 550 U.S. at 7 555). A court is not “required to accept as true allegations that are merely conclusory, 8 unwarranted deductions of fact, or unreasonable inferences.” Sprewell v. Golden State 9 Warriors, 266 F.3d 979, 988 (9th Cir. 2001). “In sum, for a complaint to survive a motion 10 to dismiss, the non-conclusory factual content, and reasonable inferences from that content, 11 must be plausibly suggestive of a claim entitling the plaintiff to relief.” Moss v. U.S. Secret 12 Serv., 572 F.3d 962, 969 (9th Cir. 2009). 13 V. DISCUSSION 14 A. Personal Jurisdiction over Aylo Holdings 15 “Federal courts ordinarily follow state law in determining the bounds of their 16 jurisdiction over persons.” Daimler AG v. Bauman, 571 U.S. 117, 125 (2014) (citing Fed. 17 R. Civ. P. 4(k)(1)(A)). “Under California’s long-arm statute, California state courts may 18 exercise personal jurisdiction ‘on any basis not inconsistent with the Constitution of this 19 state or of the United States.’” Id. (quoting Cal. Civ. Proc. Code. § 410.10). Under the 20 United States Constitution, due process “permits a court to exercise personal jurisdiction 21 over a nonresident defendant if that defendant has at least minimum contacts with the 22 relevant forum such that the exercise of jurisdiction ‘does not offend traditional notions of 23 fair play and substantial justice.” Glob. Commodities Trading Grp., Inc. v. Beneficio de 24 Arroz Choloma, S.A., 972 F.3d 1101, 1106 (9th Cir. 2020) (citations and quotations 25 omitted). The Supreme Court states that federal courts may exercise “two types of personal 26 jurisdiction” over a defendant: general and specific personal jurisdiction. Bristol-Myers 27 Squibb Co. v. Superior Ct. of California, San Francisco Cnty., 582 U.S. 255, 262 (2017). 28 1. General Jurisdiction 1 To exercise general jurisdiction over a foreign corporation, courts must determine 2 “if the corporation’s connections to the forum state are so ‘continuous and systematic’ as 3 to render it essentially at home in the forum [s]tate.” Williams v. Yamaha Motor Co., 851 4 F.3d 1015, 1020 (9th Cir. 2017) (quoting Goodyear Dunlop Tires Operations, S.A. v. 5 Brown, 564 U.S. 915, 919 (2011)). “The paradigmatic locations where general jurisdiction 6 is appropriate over a corporation are its place of incorporation and its principal place of 7 business. Only in an exceptional case will general jurisdiction be available anywhere else.” 8 Ranza v. Nike, Inc., 793 F.3d 1059, 1069 (9th Cir. 2015) (citations and quotations omitted). 9 Plaintiffs allege that Aylo Holdings is incorporated in Luxembourg and maintains 10 its principal place of business in Montreal, Canada. (FAC ¶ 75; see also Declaration of 11 Andreas Andreou in Support of Motion to Dismiss (“Andreou Decl.”), ECF No. 42-2 ¶ 11 12 (stating that Aylo Holdings “does not have any offices or employees in the State of 13 California, let alone the United States”).) Defendants do not dispute this allegation. (ECF 14 No. 42-1 at 34.) These facts do not support the conclusion that Aylo Holdings is essentially 15 “at home” in California. Yamaha Motor Company, 851 F.3d at 1020. In Fleites v. 16 MindGeek S.A.R.L., upon review of a motion to dismiss of claims arising from Aylo’s 17 alleged distribution and promotion of child sexual abuse material depicting the plaintiff, 18 the Central District of California reached the same conclusion. 801 F. Supp. 3d 1045, 1089 19 (C.D. Cal. 2025). Here, the Court likewise concludes that it may not exercise general 20 personal jurisdiction over Aylo Holdings. 21 2. Specific Personal Jurisdiction 22 To exercise specific personal jurisdiction, a court must determine whether the action 23 “arise[s] out of or relate[s] to the defendant’s contacts with the forum.” Bristol-Myers 24 Squibb, 582 U.S. at 262 (quotation omitted). “In other words, there must be ‘an affiliation 25 between the forum and the underlying controversy, principally, an activity or an occurrence 26 that takes place in the forum State and is therefore subject to the State’s regulation.’” Id. 27 (quoting Goodyear, 564 U.S. at 919). 28 1 In determining whether plaintiffs have made a “prima facie showing of jurisdictional 2 facts to withstand [a] motion to dismiss,” a court must “resolve factual disputes in the 3 plaintiff’s favor” but “may not assume the truth of allegations in a pleading which are 4 contradicted by affidavit.” CollegeSource, Inc. v. AcademyOne, Inc., 653 F.3d 1066, 1073 5 (9th Cir. 2011) (quotations and citations omitted). Here, Plaintiffs allege that Aylo 6 Holdings “owns and operates over 100 pornographic websites, production companies, and 7 pornography brands, and is believed to own most of the pornography on the Internet, much 8 of which it distributes for free, to any person with a web connection, regardless of age.” 9 (FAC ¶ 75.) Plaintiffs allege that Aylo Holdings is the parent company of the remaining 10 Defendants, and that all Defendants operate as a single enterprise under the direction of the 11 Aylo Control Group. Id. ¶ 77. Plaintiffs allege that Defendants: commingle their funds; 12 treat each other’s assets as their own; hold themselves out as liable for each other’s debts; 13 use the same business location and employees; fail to conduct arm’s length negotiations; 14 and “divert[] assets without consideration from/to one another to the detriment of creditors, 15 including Plaintiffs.” Id. ¶¶ 82–90. Plaintiffs allege that Defendants conduct “significant 16 business activities” in California, including the operation of freesites and paysites. Id. ¶ 17 97–98. Plaintiffs also allege that, in 2019, residents of Los Angeles, California constituted 18 the fourth-largest region of PornHub.com consumers in the world and that the GirlsDoPorn 19 sex trafficking operation was conducted in San Diego, California. Id. ¶¶ 98–99. 20 Defendants’ sworn declaration contradicts some of these allegations. Mr. Andreou 21 swears that: Defendants “do not operate as a single business entity” and each entity 22 maintains its own adequately capitalized bank account and boards of directors; Aylo 23 Holdings is a private limited liability company operating only as a holding company that 24 “directly and indirectly” owns other entities but does not “exercise any control over the 25 day-to-day decisions of . . . any other Aylo corporate entities”; and Aylo Holdings does not 26 “own or operate any adult-oriented websites.” (Andreou Decl. ¶¶ 5–13.) 27 “As a general principle, corporate separateness insulates a parent corporation from 28 liability created by its subsidiary, notwithstanding the parent’s ownership of the 1 subsidiary.” Ranza, 793 F.3d at 1070. “However, in certain limited circumstances, the veil 2 separating affiliated entities may be pierced to impute liability” and “to exercise personal 3 jurisdiction over a foreign defendant.” Id. at 1071. In the Ninth Circuit, courts apply the 4 “alter ego test” to determine whether “the parent and subsidiary are not really separate 5 entities, such that one entity’s contacts with the forum state can be fairly attributed to the 6 other.” Id. (internal quotation omitted). 7 “To satisfy the alter ego test, a plaintiff must make out a prima facie case (1) that 8 there is such unity of interest and ownership that the separate personalities of the two 9 entities no longer exist and (2) that failure to disregard their separate identities would result 10 in fraud or injustice.” Id. at 1073 (cleaned up). 11 The first prong of the alter ego test requires “a showing that the parent controls the 12 subsidiary to such a degree as to render the latter the mere instrumentality of the former.” 13 Id. The “relevant factors” to the first prong are: 14 inadequate capitalization, commingling of funds and other assets, holding out by one entity that it is liable for the debts of the other, identical equitable 15 ownership, use of the same offices and employees, use of one as a mere 16 conduit for the affairs of the other, disregard of corporate formalities, lack of segregation of corporate records, and identical directors and officers. 17 18 Daewoo Elecs. Am. Inc. v. Opta Corp., 875 F.3d 1241, 1250 (9th Cir. 2017). “Total 19 ownership and shared management personnel are alone insufficient to establish the 20 requisite level of control.” Ranza, 793 F.3d at 1070. 21 The second prong of the alter ego test requires “some evidence of bad faith conduct 22 on the part of defendants.” Daewoo Electronics, 875 F.3d at 1250. “Conclusory allegations 23 that [the defendant] structures companies to escape liability are insufficient to confer 24 personal jurisdiction. Something more is needed.” In re Boon Glob. Ltd., 923 F.3d 643, 25 654 (9th Cir. 2019). 26 Here, Plaintiffs’ allegations regarding the commingling of Aylo’s funds and its 27 shared direction from the Aylo Control Group are broadly conclusory and, in large part, 28 contradicted by Aylo’s affidavit. See Gerritsen v. Warner Bros. Ent. Inc., 116 F. Supp. 3d 1 1104, 1140–41 (C.D. Cal. 2015) (“Conclusory allegations of ‘alter ego’ status are 2 insufficient to state a claim.”). Courts have also held that “common ownership” and 3 “consolidated financial statements” are inadequate to establish alter ego liability. Stewart 4 v. Screen Gems-EMI Music, Inc., 81 F. Supp. 3d 938, 956 (N.D. Cal. 2015); Barantsevich 5 v. VTB Bank, 954 F. Supp. 2d 972, 986 (C.D. Cal. 2013). Moreover, Plaintiffs fail to allege, 6 in a non-conclusory fashion, that Defendants are structured to avoid liability such that the 7 Court can find “evidence of bad faith conduct.” Daewoo Electronics, 875 F.3d at 1250. 8 Plaintiffs allege that the “Aylo Control Group could easily restructure the company” or 9 otherwise employ deceptive corporate tactics to “avoid collection” of judgment. (FAC ¶ 10 89.) Defendants’ declaration does not support the same conclusion. See Andreou Decl. ¶¶ 11 4–5 (denying that Aylo is structured to avoid liability and swearing that each Defendant is 12 “adequately capitalized”). Plaintiffs’ allegations, read in connection with Defendants’ 13 sworn statements, do not support a finding that failure to disregard the separateness of 14 Aylo’s various parent and subsidiary entities would “result in fraud or injustice.” Ranza, 15 793 F.3d at 1073 (quotation omitted). 16 Other courts have held—based on substantially similar allegations—that they cannot 17 properly exercise specific personal jurisdiction over Aylo Holdings. In Fleites, the Central 18 District of California considered whether it could properly exercise personal jurisdiction 19 over Aylo Holdings under an alter ego theory. 801 F. Supp. 3d at 1089–94. The district 20 court held that the plaintiff failed to satisfy the second prong of the alter ego test because 21 she did “not allege that the [Aylo subsidiary defendants] are undercapitalized such that she 22 cannot seek redress from these Defendants.” Id. at 1090–95; see id. at 1094 (stating that 23 “Plaintiff conceded at oral argument that she cannot meet the second prong” of the alter 24 ego test); see also C.S. v. MindGeek S.a.r.l. et al. Additional Party Names: 9219-1568 25 Quebec Inc., MG Freesites Ltd., MG Premium Ltd., No. 2:24-CV-04992-WLH-ADS, 2026 26 WL 2372638, at *7–8 (C.D. Cal. July 22, 2026) (holding that the court could not exercise 27 specific personal jurisdiction over the defendants under an agency or alter ego theory). 28 1 The motion to dismiss is granted with respect to claims asserted against Aylo 2 Holdings.3 The Court does not find good cause to permit jurisdictional discovery at this 3 stage of the proceedings; however, as discussed below, the Court grants Plaintiffs leave to 4 file a Second Amended Complaint if they choose. 5 B. Group Pleading 6 Defendants contend that Plaintiffs’ allegations fail to satisfy the Rule 8 pleading 7 standard because it refers to “all 62 plaintiffs collectively, without differentiating among 8 them, even though each plaintiff’s claims arise from a distinct set of facts.” (ECF No. 42- 9 1 at 16–17.) Defendants also contend that Plaintiffs’ improperly “lump all defendants 10 together.” Id. at 17–18. Plaintiffs respond that most of the facts relevant to each of their 11 claims are related to “the decade-long partnership between Defendants and GirlsDoPorn,” 12 and that they adequately “allege each of the corporate Defendant’s role in the overall 13 operation of Defendants’ websites and how each participated in GirlsDoPorn’s sex 14 trafficking venture.” (ECF No. 50 at 15–18.) 15 Federal Rule of Civil Procedure 8(a) requires that a pleading contain a “short and 16 plain statement of the claim showing that the pleader is entitled to relief.” Fed. R. Civ. P. 17 8(a)(2). Failure to comply with Rule 8 requires that a court dismiss a complaint for failure 18 to state a claim on which relief can be granted. Twombly, 550 U.S. at 555. To avoid 19 dismissal for failure to state a claim a complaint must contain more than “naked assertions,” 20 “labels and conclusions” or “a formulaic recitation of the elements of a cause of action.” 21 Id. at 555–57. “Threadbare recitals of the elements of a cause of action, supported by mere 22 conclusory statements do not suffice.” Iqbal, 556 U.S. at 678. 23 1. Collective Pleading of 62 Plaintiffs 24 In moving for the dismissal of the FAC pursuant to Rule 8, Defendants rely upon 25 Bautista v. Los Angeles County, 216 F.3d 837 (9th Cir. 2000), wherein the Ninth Circuit 26 27 3 For the purposes of this Order, subsequent references to “Aylo” or “Defendants” should be understood 28 1 reviewed a district court’s dismissal of the complaint, which alleged that “fifty-one named 2 plaintiffs” “performed their jobs satisfactorily and were each qualified for positions with 3 [defendant] R.A. Music, that they applied for such positions and that they were denied 4 employment based upon their race, age and disability.” Id. at 840. The Bautista complaint 5 “also allege[d] that after R.A. Music took over, it substantially reduced the percentage of 6 minority workers and increased the percentage of white workers, reduced the percentage 7 of minority workers in higher paid positions, and reduced the percentage of workers over 8 forty years of age.” Id. The Bautista complaint alleged three claims for relief: “[t]he first 9 claim, on behalf of twenty of the named plaintiffs, alleges that they were over the age of 10 forty and were denied employment by defendant in favor of younger employees”; “[t]he 11 second claim, on behalf of fifty-one named plaintiffs, alleges that defendant discriminated 12 against them on account of their race, national origin and ancestry by denying them 13 employment while employing less qualified Anglo employees”; “[t]he third claim, on 14 behalf of three named plaintiffs, alleges that defendant discriminated against them on the 15 basis of their physical disabilities while employing less qualified employees.” Id. In 16 Bautista, the Ninth Circuit affirmed the dismissal of the complaint, stating: 17 While the complaint contains stray allegations of discriminatory policies or practices imposed by R.A. Music, what it seeks is individual relief for each of 18 the plaintiffs. Each plaintiff’s right to relief therefore depends upon proof of 19 the operative facts giving rise to an enforceable right in favor of that plaintiff. The three claims alleged in the complaint do not meet that test; they are 20 hybrids that qualify neither as class action allegations nor as statements of 21 individual claims. To comply with Rule 8 each plaintiff must plead a short and plain statement of the elements of his or her claim, identifying the 22 transaction or occurrence giving rise to the claim and the elements of the 23 prima facie case: that he or she is a member of a particular protected class, was qualified and applied for the position he or she sought and was rejected 24 on a prohibited ground. 25 26 27 28 1 Id; see also Hernandez v. Clover Flat Land Fill Inc., No. 3:24-CV-07490-JSC, 2025 WL 2 2624966, at *2 (N.D. Cal. Sept. 11, 2025) (dismissing complaint for failure to comply with 3 Rule 8, stating in part that the 15 plaintiffs “plead their claims as to all Defendants and 4 allege conduct as to ‘Plaintiffs’ collectively”).5 5 In the FAC, Plaintiffs identify themselves anonymously and the only individual fact 6 alleged about each Plaintiff is whether they resided in California “at all relevant times.” 7 (FAC ¶¶ 13–74.) The FAC fails to specify what constitutes the “relevant times” for any 8 Plaintiff. The FAC alleges that “Plaintiffs are all victims of GirlsDoPorn’s sex trafficking 9 venture within the of meaning of 18 U.S.C. § 1591,” and “Plaintiffs’ videos were all sold 10 and monetized on Defendants’ Tubesites and Paysites within the last ten years.” (FAC ¶¶ 11 265–66.) The FAC’s collective allegations regarding Plaintiffs are even more threadbare 12 than the collective allegations of plaintiffs that the Ninth Circuit found deficient in 13 Bautista. As in Bautista, the FAC “seeks … individual relief for each of the plaintiffs.” 14 Bautista, 216 F.3d at 840; see also FAC at 72 (demanding “an amount that exceeds” 15 $10,100,000 “for each plaintiff”). “Each plaintiff’s right to relief therefore depends upon 16 proof of the operative facts giving rise to an enforceable right in favor of that plaintiff,” 17 and “[t]o comply with Rule 8 each plaintiff must plead a short and plain statement of the 18 elements of his or her claim, identifying the transaction or occurrence giving rise to the 19 20 21 4 The Ninth Circuit nevertheless reversed the district court’s dismissal with prejudice because the complaint’s “deficiencies were readily curable with some guidance from the court.” Bautista, 216 F.3d at 22 841. Defendants’ characterization of the Ninth Circuit decision as “affirming dismissal of a complaint with prejudice” is unsupported. (ECF No. 42-1 at 17.) 23 5 Plaintiffs cite only one appellate case in support of its argument that its use of collective pleading of plaintiffs satisfies Rule 8, United States v. United Healthcare Ins. Co., 848 F.3d 1161 (9th Cir. 2016). 24 However, in that case, there was only a single plaintiff; the issue related to collective pleading of 25 defendants, with the court stating that “[t]here is no flaw in a pleading, however, where collective allegations are used to describe the actions of multiple defendants who are alleged to have engaged in 26 precisely the same conduct.” Id. at 1184. The Court applies that principle in the next section, infra, with respect to the collective allegations as to Defendants that the Court finds are sufficient. But with respect 27 to Plaintiffs, there is no indication that all 62 Plaintiffs are alleging that each were victimized by Defendants at precisely the same place, time, and manner. Plaintiffs cite no case approving the use of 28 1 claim and the elements of the prima facie case.” Bautista, 216 F.3d at 840. As in Bautista, 2 with respect to the allegations related to the Plaintiffs, the “claims alleged in the [FAC] … 3 qualify neither as class action allegations nor as statements of individual claims.” Id. 4 Accordingly, the Court finds that the FAC fails to satisfy Rule 8 and must be 5 dismissed for failure to state a claim on which relief can be granted. As discussed below, 6 this dismissal is without prejudice and with leave to amend. Therefore, the Court will 7 address the other arguments raised in the pending Motion to Dismiss. The Court notes that 8 the holding herein does not affect Plaintiffs’ right to pursue their claims anonymously. See, 9 e.g., Doe v. Mindgeek USA Inc., 558 F. Supp. 3d 828 (C.D. Cal.) (putative class action 10 asserting claims arising from Aylo’s alleged hosting of child sexual abuse 11 material), adhered to on denial of reconsideration, 574 F. Supp. 3d 760 (C.D. Cal. 2021). 12 The Court also does not hold that Plaintiffs must publicly allege specifics regarding their 13 alleged victimization by the GirlsDoPorn trafficking venture; the Court will consider any 14 appropriate motion to seal portions of filings containing such allegations or evidence in 15 support of those allegations. 16 2. Collective Pleading of Defendants 17 Although Plaintiffs’ allegations regarding Defendants’ corporate interrelatedness are 18 insufficient to establish alter ego liability with respect to Aylo Holdings, their allegations 19 are sufficient to satisfy Rule 8’s pleading standard for the remaining Defendants. As 20 discussed, Plaintiffs allege that Aylo operated as a “single business enterprise dedicated to 21 producing, distributing, and monetizing pornography.” (FAC ¶¶ 82–90.) However, 22 Plaintiffs also allege the specific role that each subsidiary played in the operation. See id. 23 ¶ 97 (alleging that Defendants Aylo Freesites, Ltd. and 9219-1568 Quebec, Inc. “operate 24 and service Aylo’s” freesites”; Defendant Aylo Freesites, Ltd. “sells advertising space” on 25 Aylo’s tubesites; and Defendant Aylo Billing Corp. “processes payments on Aylo’s” 26 paysites); see also Andreou Decl. ¶ 16 (“Aylo Freesites Ltd is the entity that is responsible 27 for the operation of Aylo’s sites.”), ¶ 18 (“Aylo Billing US Corp. provides billing services 28 1 for subscription sites but not for tubesites.), ¶ 22 (“9219-1568 Quebec Inc. provides certain 2 services to Aylo Freesites Ltd and other companies in the Aylo Group.”). 3 Unlike the cases cited by Defendants, it is not “impossible to tell which Defendant 4 did what allegedly wrongful conduct.” Armstrong v. Investor's Bus. Daily, Inc., No. 5 CV182134MWFJPRX, 2018 WL 6787049, at *10 (C.D. Cal. Dec. 21, 2018); see 818 6 Media Prods., LLC v. Wells Fargo Bank, N.A., No. CV16-9427 PSG (PLAX), 2017 WL 7 3049565, at *4 (C.D. Cal. Feb. 9, 2017) (holding that a complaint, which “obscure[d] the 8 matter” by referring to defendants jointly “only sometimes,” failed to provide “notice as to 9 the factual and legal basis for the claims against them”) (internal quotation omitted). Here, 10 Plaintiffs plausibly allege a close corporate association between each Aylo entity and, 11 moreover, allege with particularity each Defendant’s role in business operations related to 12 Aylo’s maintenance of pornographic websites and its relationships with third-party 13 producers of pornography. 14 C. Trafficking Victims Protection Reauthorization Act 15 In 2000, Congress enacted the Trafficking Victims Protection Act (“TVPA”) to 16 create “several new federal criminal offenses intended to more comprehensively and 17 effectively combat human trafficking,” Ratha v. Phatthana Seafood Co., 35 F.4th 1159, 18 1164 (9th Cir. 2022); Doe (K.R.D.) v. Hilton Worldwide Holdings Inc., 798 F. Supp. 3d 19 1082, 1089 (N.D. Cal. 2025) (citing Pub. L. No. 106-386, div. A, 114 Stat. 1466 (2000)). 20 “Among other things, the [statute] criminalized engaging in sex trafficking by means of 21 force, fraud, or coercion.” Doe 1-10 v. Fitzgerald, 102 F.4th 1089, 1091 (9th Cir. 2024). 22 Section 1591 establishes criminal liability for any person that knowingly “entices, harbors, 23 harbors, transports, provides, obtains, advertises, maintains, patronizes, or solicits by any 24 means a person,” or “benefits . . . from participation in a venture” that has engaged in such 25 conduct. 18 U.S.C. § 1591; see id. § 1594 (establishing liability for those who conspire 26 with another to violate Section 1591). 27 The Ninth Circuit states that “[t]o run afoul of § 1591, a defendant must knowingly 28 benefit from and knowingly assist, support, or facilitate sex trafficking activities.” Does 1- 1 6 v. Reddit, Inc., 51 F.4th 1137, 1145 (9th Cir. 2022). “Mere association with sex traffickers 2 is insufficient absent some knowing ‘participation’ in the form of assistance, support, or 3 facilitation.” Id. (citing 18 U.S.C. § 1591(e)(4)). “The statute does not target those that 4 merely ‘turn a blind eye to the source of their revenue.’” Id. (quoting United States v. 5 Afyare, 632 F. App’x 272, 286 (6th Cir. 2016)). 6 In 2003, Congress reauthorized and amended the TVPA through the TVPRA, which 7 “add[ed] a civil remedy provision codified at 18 U.S.C. § 1595.” Ratha, 35 F.4th at 1164— 8 65. In 2008, Congress again reauthorized the TVPRA and amended the civil remedy 9 provision. Id.; see Reddit, Inc., 51 F.4th at 1141. As amended, the TVPRA permits 10 trafficking victims to “sue the perpetrators of their trafficking as well as anyone who 11 knowingly benefits from participation in a venture which that person knew or should have 12 known was engaged in sex trafficking.” Reddit, Inc., 51 F.4th at 1141 (quotation omitted). 13 Section 1595 of the TVPRA states: 14 An individual who is a victim of a violation of this chapter may bring a civil action against the perpetrator (or whoever knowingly benefits, or attempts or 15 conspires to benefit, financially or by receiving anything of value from 16 participation in a venture which that person knew or should have known has engaged in an act in violation of this chapter) in an appropriate district court 17 of the United States and may recover damages and reasonable attorneys fees. 18 18 U.S.C. § 1595(a). 19 The civil defendants in an action under § 1595(a) “need not have committed the 20 underlying criminal sex trafficking offense under § 1591” of the TVPRA.6 B.D.G. v. 21 Choice Hotels Int’l, Inc., No. 2:22-CV-3202, 2023 WL 5935646, at *3 (S.D. Ohio Sept. 22 23 24 6 Aylo contends that Plaintiffs fail to state a claim for direct liability under the TVPRA. (ECF No. 42-1 at 25 23–24.) Plaintiffs respond that, “at this time,” their theory of liability under the TVPRA is “not based on a direct violation of Section 1591(a)(1).” (ECF No. 50 at 24.) Plaintiffs state that their claim is based on a 26 direct violation of Section 1591(a)(2), which establishes liability for a person who knowingly benefits from participation in a sex trafficking venture, and “beneficiary liability and perpetrator liability against 27 all Defendants under Section 1595.” Id. In this Order, the Court reviews Plaintiffs’ TVPRA claim under a theory of beneficiary liability based on the text of 18 U.S.C. § 1595. 28 1 12, 2023). “Section 1595 of the TVPRA provides trafficking victims with a private right 2 of action to pursue claims against perpetrators of trafficking (‘direct liability’), or those 3 who knowingly benefit financially from trafficking (‘beneficiary liability’).” Doe v. 4 Mindgeek USA Inc., 574 F. Supp. 3d 760, 772 (C.D. Cal. 2021) (citing 18 U.S.C. § 5 1595), abrogated on other grounds by Does 1-6 v. Reddit, Inc., 51 F.4th 1137 (9th Cir. 6 2022). 7 To state a civil claim under Section 1595, a plaintiff must allege that the defendants 8 (1) knowingly participated in a venture; (2) received a benefit from their participation in 9 that venture; and (3) knew or should have known that the plaintiff was a victim of sex 10 trafficking in connection with that venture. Mindgeek, 558 F. Supp. 3d at 837; see also 11 Mindgeek, 574 F. Supp. 3d at 772 (explaining that a “plaintiff must allege that the defendant 12 has ‘constructive knowledge’ of the trafficking at issue” to demonstrate beneficiary 13 liability). 14 1. Rule 8 15 Aylo contends that Plaintiffs’ TVPRA claim must be dismissed because the FAC 16 fails to allege that Plaintiffs “were subject to force, threats of force, fraud, and/or coercion 17 at the hands of GirlsDoPorn” and, relatedly, that the FAC fails to allege that Aylo “knew 18 or should have known that these specific plaintiffs” were trafficked by GirlsDoPorn. (ECF 19 No. 42-1 at 22–23 (emphasis added).) These contentions are substantially similar to the 20 Rule 8 arguments discussed above. As discussed above, the Court holds that the FAC fails 21 to comply with Rule 8 due to its collective allegations related to Plaintiffs. See Bautista, 22 216 F.3d at 840. Because the Court dismisses the FAC without prejudice and with leave to 23 amend, the Court addresses Aylo’s other arguments related to the TVPRA. 24 2. Knowing Participation in a Venture 25 Under the TVPRA, a “venture” is “any group of two or more individuals associated 26 in fact.” 18 U.S.C. § 1591(e)(6). In other cases regarding liability for defendant-websites 27 hosting depictions of sex trafficking victims, district courts have considered whether the 28 defendant: entered agreements with sex traffickers to share revenue from their content; 1 made significant amounts of sex trafficking content available on their platforms despite an 2 ability to monitor and remove the content; used hashtags or other digital content to enable 3 users to find sex trafficking content; provided search tools to allow users to find sex 4 trafficking content; and failed to remove sex trafficking content after receiving notice. See, 5 e.g., Mindgeek, 558 F. Supp. 3d at 837–38 (holding that Aylo had participated in a venture 6 with sex traffickers that uploaded child sexual abuse materials to its websites); Doe v. 7 Twitter, Inc., 555 F. Supp. 3d 889 (N.D. Cal. 2021) (holding that a website participated in 8 a venture by hosting sex trafficking content after being “specifically alerted that [certain 9 content] contained sexual images of children obtained without their consent on several 10 occasions but either failed or refused to take action”), aff’d in part, rev’d in part and 11 remanded sub nom. Doe #1 v. Twitter, Inc., No. 22-15103, 2023 WL 3220912 (9th Cir. 12 May 3, 2023), and abrogated by Does 1-6 v. Reddit, Inc., 51 F.4th 1137, 1145 (9th Cir. 13 2022) (requiring “knowing ‘participation’ in the form of assistance, support or 14 facilitation”); see also M.A. v. Wyndham Hotels & Resorts, Inc., 425 F. Supp. 3d 959, 971 15 (S.D. Ohio 2019) (hotel defendants participated in a venture by renting rooms to the 16 operators of a sex trafficking venture despite “not hav[ing] actual knowledge of the sex 17 trafficking” occurring on its property). 18 Here, Plaintiffs allege that Aylo encouraged users to view GirlsDoPorn’s 19 pornographic videos through various and sustained promotional methods. See FAC ¶ 177 20 (hosting “around 70 videos published by [GirlsDoPorn] at any given time”); id. ¶ 170 21 (“developing and promoting” the GirlsDoPorn videos); id. ¶ 171 (“creating trailer versions 22 of victims’ videos” and “naming, editing, and tagging” the videos); id. ¶ 172 (“creat[ing] 23 hyperlinks and other advertisements to encourage users to view GirlsDoPorn’s channels 24 [and] premium pages”); id. ¶ 173 (creating “search engine optimization campaigns to 25 promote and maximize the exposure” of GirlsDoPorn content); id. ¶ 180 (“refer[ing] and 26 link[ing] more users to GirlsDoPorn’s paysites than any other affiliate website”). Plaintiffs 27 also allege sufficient facts to show that Aylo failed to remove sex trafficking content after 28 being plausibly informed that the content depicted sex trafficking victims. See id. ¶¶ 189– 1 98 (describing takedown requests by victims); id. ¶ 198 (“[T]hird-party companies sent 2 hundreds, if not thousands, of notices to Aylo advising Aylo that it was publishing the 3 victims’ GirlsDoPorn videos without the victims’ consent”); see also Mindgeek, 558 F. 4 Supp. 3d at 838 (holding that the plaintiff had adequately alleged a venture based on Aylo’s 5 “fail[ure] to remove” a video of the plaintiff that constituted child sexual abuse material). 6 Plaintiffs also allege that Aylo and GirlsDoPorn entered a business relationship 7 through the application-only Content Partner and Viewshare Programs, which included 8 “bimonthly payments” of shared revenue from Aylo Freesites, Ltd. to GirlsDoPorn and a 9 “dedicated account representative.” (FAC ¶¶ 99, 157, 170.) Drawing all reasonable 10 inferences in favor of Plaintiffs, their allegations support the conclusion that Aylo 11 maintained a business relationship with the GirlsDoPorn sex trafficking venture that 12 included, among other things, promoting and selling its pornographic videos, processing 13 financial transactions on their behalf, and using sophisticated tactics to “enhance[e] the 14 visibility and popularity” of its pornographic content. (FAC ¶ 170.) 15 Accordingly, Plaintiffs adequately allege that Aylo knowingly participated in a 16 venture with GirlsDoPorn. 17 3. Benefit from Participation in the Venture 18 To demonstrate that a defendant benefitted from their participation in a venture, a 19 plaintiff must allege that the defendant received an identifiable benefit because of their 20 participation in the venture. Mindgeek, 558 F. Supp. 3d at 838–39 (holding that Aylo 21 “knowingly received benefits from the trafficking venture); see Noble v. Weinstein, 335 F. 22 Supp. 3d 504, 524 (S.D.N.Y. 2018) (explaining that allegations must support a causal 23 connection between the benefits and the underlying sex trafficking offense). A defendant- 24 website does not receive a benefit within the meaning of Section 1595 if they merely derive 25 advertising revenue from their hosting of sex trafficking content during their regular 26 business operations. Reddit, 51 F.4th at 1145. 27 Here, Plaintiffs allege that GirlsDoPorn was “one of Aylo’s top ten most profitable 28 Content Partners” during their partnership, and that the pornographic videos hosted by 1 Aylo on the GirlsDoPorn channels had “over one billion views” by 2019. (FAC ¶ 178–79, 2 185–88.) Plaintiffs allege that the GirlsDoPorn videos “generated millions of dollars in 3 affiliate fees, advertising revenue, and data sales for Aylo.” Id. These allegations support a 4 finding that Aylo received significant financial benefits from their participation in the 5 GirlsDoPorn sex trafficking venture. 6 These allegations also suggest that the revenue was not, like Reddit, merely a portion 7 of the advertising revenue that Aylo “makes from advertising on all” pornography videos 8 hosted on its websites. Reddit, 51 F.4th at 1145. Plaintiffs allege that Aylo, like Reddit and 9 other websites that host user-generated content, derives advertising revenue from users’ 10 traffic to its freesites. (FAC ¶ 143.) Plaintiffs also allege, however, that Aylo cultivated a 11 more active financial relationship with GirlsDoPorn: through their Content Partner and 12 Viewshare Programs, Aylo maintained a “personalized channel that includes free ad space” 13 for GirlsDoPorn and promoted GirlsDoPorn’s sex trafficking content in exchange for a 14 “share of th[e] revenue through [GirlsDoPorn’s] affiliate revenue” generated by users’ 15 subscriptions to GirlsDoPorn’s own “paysite.” Id. ¶ 154. In other words, Aylo offered 16 premium services to GirlsDoPorn and, in exchange, was entitled to revenue sharing from 17 GirlsDoPorn’s own paid subscribers. This financial relationship is unlike the generalized 18 advertising revenue that courts have found insufficient to establish Section 1595 liability 19 for other defendant-websites. See Doe v. WebGroup Czech Republic, 767 F. Supp. 3d 1009, 20 1023 (C.D. Cal. 2025) (holding that beneficiary liability was not adequately alleged when 21 the complaint alleged that the defendant websites “gain[ed] revenue generated by all 22 content posted by third-party users,” including sex trafficking content). 23 Plaintiffs adequately allege that Aylo benefitted from its participation in a venture 24 with GirlsDoPorn. 25 4. Knowledge or Reckless Disregard of Sex Trafficking 26 Section 1595 requires that a beneficiary of the sex trafficking venture “knew or 27 should have known” that the venture was “engaged in an act” of sex trafficking. 18 U.S.C. 28 § 1595(a). It is not enough that a defendant-website merely “turn[s] a blind eye” to the 1 posting of “unlawful content on its platform.” Reddit, 51 F.4th at 1145 (citing Afyare, 632 2 F. App’x at 286). In Mindgeek, for example, the district court held that the plaintiff 3 plausibly alleged that Aylo knew or acted with reckless disregard as to the fact that the 4 “videos depicting [the plaintiff] constituted child pornography and that she was solicited 5 or recruited into such acts” based on allegations that Aylo reviewed the videos on its 6 platforms, the video identified the plaintiff as a “teen,” the plaintiff appeared young in the 7 video, and Aylo was aware of the “pervasiveness of child pornography on their platforms.” 8 558 F. Supp. 3d. at 839; see also Choice Hotels International, 2023 WL 5935646, at *6 9 (allegations that the defendant hotel staff observed “physical abuse” of the plaintiff in 10 public spaces and “other red flags, such as frequent linen changes, excessive condoms in 11 the trash, and signs of illegal drug use,” in addition to general knowledge of sex trafficking 12 in their hotel, was adequate to plead constructive knowledge under Section 1595). 13 Plaintiffs allege that Aylo knew or should have known that GirlsDoPorn used force, 14 fraud, and coercion to victimize the women in its pornographic videos because: victims 15 filed takedown requests indicating that they had been “scammed,” “lied to,” and “did not 16 consent” to publication; third-party companies sent thousands of notices indicating that 17 GirlsDoPorn published its videos without the victims’ consent; and GirlsDoPorn itself 18 published admissions—including on the homepage of its website—that it “hunt[s] out each 19 and every one” of its “amateur girls” to entice them to become “part time pornstars” and, 20 with respect to one victim, stated that she “ha[d] no idea [the offer for a modeling job] was 21 actually for adult videos instead hah :).” (FAC ¶¶ 190–211.) 22 Plaintiffs also allege that the pornographic videos produced by GirlsDoPorn contain 23 “obvious indicia” of fraud, coercion, and force, including interviews with victims that 24 “made clear they believed the video would not be published don the Internet”; victims in 25 “visible distress”; “[b]loodstained sheets and condoms”; furniture piled in front of hotel 26 room doors, and underage use of drugs and alcohol. Id. ¶ 208–09. Plaintiffs also allege that, 27 based on a civil lawsuit filed in state court in June 2016, Aylo received notice of the 28 fraudulent and coercive tactics used by GirlsDoPorn. Id. ¶¶ 227–34. 1 These allegations indicate that Aylo had multiple and persistent opportunities to 2 obtain knowledge that the videos produced by GirlsDoPorn were sex trafficking content. 3 Based on the allegations regarding the closeness of the relationship between Aylo and 4 GirlsDoPorn, in addition to their alleged review of videos submitted to their websites, 5 Plaintiffs plausibly allege that Aylo knew or should have known of the nature of these 6 pornographic videos. Drawing all inferences in favor of Plaintiffs, the FAC adequately 7 demonstrate that Aylo acted with knowledge or with a regard disregard as to the fact that 8 GirlsDoPorn used force, fraud, and coercion to solicit its victims and conduct its sex 9 trafficking operation. 10 Defendants’ citations to cases in which courts have reached different conclusions 11 upon review of TVPRA claims are unavailing. This action is distinguishable from cases in 12 which courts have found that allegations regarding a defendant-website’s involvement in a 13 sex trafficking venture was too attenuated to establish liability under Section 1595. 14 Plaintiffs do not merely allege, like Reddit, that Aylo provided a platform that made it “easy 15 to share” sex trafficking content and failed to remove that content. 51 F.4th at 1145; see 16 also Doe v. Grindr Inc., 128 F.4th 1148, 1155 (9th Cir.) (defendant “provid[ing] a platform 17 that facilitated sharing of messages between users” and “generally receiving advertising 18 revenues” did not establish beneficiary liability), cert. denied, 146 S. Ct. 319 (2025); 19 WebGroup Czech Republic, 767 F. Supp. 3d at 1022–23 (allegations related to defendants’ 20 revenue “generated by all content posted by third-party users” without “knowing 21 participation in [child sexual abuse material] development” did not establish beneficiary 22 liability); L.W. through Doe v. Snap Inc., 675 F. Supp. 3d 1087, 1099 (S.D. Cal. 2023) 23 (“user reviews . . . generally discussing underage sexual misconduct occurring on [the 24 defendant application]” was insufficient to “confer actual knowledge” and satisfy the 25 Reddit standard). 26 Here, unlike the cases cited above, Plaintiffs identify a specific relationship between 27 Aylo and the GirlsDoPorn trafficking venture that included tailored services, promotional 28 efforts, and shared revenue from users. Plaintiffs’ theory of beneficiary liability under 1 Section 1595 does not merely rely on Aylo’s hosting of sex trafficking content that was 2 created and supplied by a third-party venture; instead, Plaintiffs allege with adequate detail 3 that Aylo received benefits from their knowing participation in a sex trafficking venture. 4 D. California Trafficking Victims Protection Act 5 The California Trafficking Victims’ Protection Act (“CTVPA”) provides that “[a] 6 victim of human trafficking, as defined in Section 236.1 of the [California] Penal Code, 7 may bring a civil action . . . within seven years of the date on which the trafficking victim 8 was free from the trafficking situation.” Cal. Civ. Code § 52.5(a), (c). 9 Section 236.1 of the California Penal Code prohibits the deprivation or violation of 10 another person’s personal liberty “with the intent to obtain forced labor or services.” Cal. 11 Penal Code § 236.1(a). To establish a violation of Section 236.1, a plaintiff must show that 12 “(1) the defendant either deprived another person of personal liberty or violated that other 13 person’s personal liberty; and (2) when the defendant did so, he or she intended to obtain 14 forced labor or services from that person.” People v. Halim, 14 Cal. App. 5th 632, 643 15 (Cal. Ct. App. 2017). 16 Under California law, the “deprivation or violation of the personal liberty of 17 another” includes: 18 substantial and sustained restriction of another’s liberty accomplished through force, fear, fraud, deceit, coercion, violence, duress, menace, or threat of 19 unlawful injury to the victim or to another person, under circumstances where 20 the person receiving or apprehending the threat reasonably believes that it is likely that the person making the threat would carry it out. 21 22 Cal. Penal Code § 236.1(h)(3). 23 Here, Plaintiffs assert civil liability under the CTVPA based on Defendants’ alleged 24 “tacit agreement [with GirlsDoPorn] to continue their joint sex trafficking enterprise,” 25 which provided that “Defendants would assist GirlsDoPorn by monetizing and otherwise 26 explo[i]ting the sex trafficking videos filmed by GirlsDoPorn.” (FAC ¶ 310.) Plaintiffs do 27 not allege that Defendants participated directly in human trafficking, but rather that 28 Defendants “aided and abetted and conspired with” GirlsDoPorn in support of direct 1 violations of Section 236.1. (ECF No. 50 at 25; FAC ¶¶ 310.) Plaintiffs contend that 2 Defendants committed overt acts in furtherance of the conspiracy, including “advertising 3 the videos for sale, processing payments for the sale of the videos, transferring money to 4 GirlsDoPorn, publishing the videos on its websites, and refusing to remove videos when 5 the victims flagged the videos, complained, or sent takedown requests.” (FAC ¶ 310.) 6 Defendants dispute whether “aiding and abetting liability is available for civil claims 7 under the CTVPA.” (ECF No. 51 at 23.) In support of their theory of secondary liability, 8 Plaintiffs cite only to state court cases reviewing violations of Section 236.1 in the context 9 of criminal convictions. See People v. Joseph, 63 Cal. App. 5th 1058, 1065–68 (Cal. Ct. 10 App. 2021) (affirming a defendant’s conviction for conspiracy to commit human 11 trafficking based, in part, on him forcing multiple women to engage in prostitution and 12 engaging in a “regime of violence and fear”); see also People v. Vaughn, 292 Cal. Rptr. 3d 13 649, 659–62 (Cal. Ct. App. 2022), cause transferred and opinion not citable, 563 P.3d 14 1111 (Cal. 2025). 15 As a general matter, California Penal Code § 31 extends liability to “[a]ll persons 16 concerned in the commission of a crime . . . whether they directly commit the act 17 constituting the offense, or aid and abet in its commission.” Cal. Penal Code § 31. The 18 California Supreme Court states: 19 [P]roof of aider and abettor liability requires proof in three distinct areas: (a) the direct perpetrator’s actus reus—a crime committed by the direct 20 perpetrator, (b) the aider and abettor’s mens rea—knowledge of the direct 21 perpetrator’s unlawful intent and an intent to assist in achieving those unlawful ends, and (c) the aider and abettor’s actus reus—conduct by the aider 22 and abettor that in fact assists the achievement of the crime. 23 People v. Perez, 35 Cal. 4th 1219, 1225 (Cal. 2005) 24 Assuming without deciding that California Civil Code § 52.5 provides for secondary 25 liability, Plaintiffs nevertheless fail to allege sufficient facts to state a claim for relief under 26 the California law. Drawing all reasonable inferences in favor of Plaintiffs, the FAC 27 supports an inference that Defendants benefitted from the GirlsDoPorn sex trafficking 28 1 venture and that Defendants knowingly distributed and profited from pornographic created 2 by the venture. The FAC does not, however, support a finding that Defendants acted with 3 knowledge of intent to either “deprive[] another person of personal liberty” or “obtain 4 forced labor or services” from a victim of the sex trafficking scheme. Halim, 14 Cal. App. 5 5th at 643; see People v. Beeman, 35 Cal. 3d 547, 556 (Cal. 1984) (“There is no question 6 that an aider and abettor must have criminal intent in order to be convicted of a criminal 7 offense.”). The FAC fails to support liability, even under an aiding and abetting theory, 8 under the CTVPA. 9 The Fleites court reached the same conclusion with respect to the plaintiff’s CTVPA 10 claim based on Aylo’s alleged distribution of child sexual abuse material. 801 F. Supp. 3d 11 at 1043–44. The court held that similar allegations regarding Aylo’s knowing distribution 12 of child sex abuse materials “and other trafficked, rape, and sex abuse materials through 13 their websites” was inadequate to “meet the required elements of the CTVPA” because the 14 plaintiffs did not allege that Aylo “violated the personal liberty” of the plaintiff nor that 15 Aylo “intended to obtain forced labor or services.” Id. (citing Cal. Penal Code § 236.1(a), 16 (h)(3)); see also Lofthus v. Long Beach Veterans Hosp., 214 F. Supp. 3d 908, 916 (C.D. 17 Cal. 2016) (dismissing CTVPA claim because the plaintiff “fail[ed] to allege any intent to 18 obtain forced labor or services”); Maslic v. ISM Vuzem d.o.o., No. 21-CV-02556-BLF, 19 2024 WL 3408217, at *7 (N.D. Cal. July 11, 2024) (“The text of the [CVTPA] does not 20 provide for liability against a beneficiary of a trafficking scheme, rather than a 21 perpetrator.”); S. S. v. Ali, No. 3:23-CV-05074-JSC, 2024 WL 150728, at *7 (N.D. Cal. 22 Jan. 11, 2024) (“Plaintiff’s CTVPA claim differs slightly from her TVPRA claim—while 23 not a requirement under the TVPRA, Plaintiff must allege Defendants ‘intended to obtain 24 forced labor or services’ to plead a CTVPA violation.”). 25 In Doe v. Mindgeek, the Central District of California reached the opposite 26 conclusion. 558 F. Supp. 3d at 843. However, in reaching its conclusion, the court relied 27 on a provision of the California Penal Code that is not applicable to this case. The Doe v. 28 Mindgeek court reasoned: 1 Under the CTVPA, Plaintiff sufficiently pleads the requisite intent if she plausibly alleges that Defendants had the intent to distribute, possess, prepare, 2 publish, produce, develop, duplicate, or print matter depicting sexual conduct 3 by a minor in violation of California Penal Code Section 311.1.

4 Plaintiff correctly notes that her FAC alleges Defendants knowingly feature 5 child pornography on their platforms, and therefore it is plausible that Defendants had the intent to distribute child pornography when they reviewed, 6 approved, and disseminated videos of Plaintiff engaged in sexual intercourse 7 when she was under the age of 18. 8 Id. (citations omitted). California Penal Code § 311.1 pertains to “obscene matter” that 9 “depicts a person under 18 years of age,” and establishes liability for persons who sell or 10 distribute such materials in the state. Cal. Penal Code § 311.1(a). Unlike Doe v. Mindgeek, 11 this action does not assert liability based on Aylo’s alleged distribution of child sexual 12 abuse materials. Plaintiffs’ claims are based only on Aylo’s alleged distribution of videos 13 depicting their abuse from the GirlsDoPorn sex trafficking venture. See Fleites, 801 F. 14 Supp. 3d at 1044 n.13 (stating that its contrary conclusion regarding the CTVPA despite 15 similar allegations regarding child sex trafficking “deviates” from the Doe v. Mindgeek 16 holding but stating that it “is not bound by a prior order in a related case”). 17 Accordingly, in addition to the failure to comply with Rule 8 discussed above, the 18 FAC fails to allege sufficient facts to state a claim for relief under the CTVPA. 19 E. Federal RICO 20 The RICO Act provides for both civil and criminal liability. Odom v. Microsoft 21 Corp., 486 F.3d 541, 545 (9th Cir. 2007) (citing Pub. L. No. 91-452, § 901, 84 Stat. 922 22 (1970)) (codified at 18 U.S.C. § 1964(c)). The RICO Act states, in relevant part: 23 It shall be unlawful for any person employed by or associated with any 24 enterprise engaged in, or the activities of which affect, interstate or foreign commerce, to conduct or participate, directly or indirectly, in the conduct of 25 such enterprise’s affairs through a pattern of racketeering activity or collection 26 of unlawful debt. 27 18 U.S.C. § 1962(c). 28 1 The elements of a civil RICO claim are “(1) conduct (2) of an enterprise (3) through 2 a pattern (4) of racketeering activity (known as ‘predicate acts’) [and] (5) causing injury to 3 plaintiff’s business or property.” United Bhd. of Carpenters & Joiners of Am. v. Bldg. & 4 Constr. Trades Dep’t, AFL-CIO, 770 F.3d 834, 837 (9th Cir. 2014) (quoting Living 5 Designs, Inc. v. E.I. Dupont de Nemours & Co., 431 F.3d 353, 361 (9th Cir. 2005)). 6 “‘Racketeering activity’ includes, inter alia, ‘any act which is indictable’ under the Hobbs 7 Act, 18 U.S.C. § 1951, or ‘any act or threat involving … extortion, … which is chargeable 8 under [s]tate law.’” Id. (quoting 18 U.S.C. § 1961(1)(A), (B)) (cleaned up). 9 1. Statute of Limitations 10 As a preliminary matter, Defendants contend that Plaintiffs’ RICO claims are barred 11 by the four-year statute of limitations for civil RICO claims. (ECF No. 42-1 at 26.) 12 Plaintiffs raise multiple contentions in response, including that Aylo fraudulently 13 concealed its role in causing their injuries by falsely representing that “a human content 14 moderator reviews every video” posted on its websites and would remove videos depicting 15 sex trafficking; falsely representing that “Plaintiffs’ and third-parties’ DMCA requests 16 were properly investigated”; and maintaining the “full-length GirlsDoPorn videos behind 17 its GirlsDoPorn Premium pay wall, even after taking the videos down from their general 18 library after receiving information that the videos were not obtained consensually.” (ECF 19 No. 50 at 27 (citing FAC ¶ 200).) Plaintiffs contend that they only became aware of the 20 “700,000 backlog of videos which had been flagged as being non-consensual or otherwise 21 prohibited” in May 2020. Id. at 27–28. 22 The RICO Act does not contain an express statute of limitations, but the Supreme 23 Court holds that civil claims arising under the RICO Act are subject to a “4-year statute of 24 limitations.” Agency Holding Corp. v. Malley-Duff & Assocs., Inc., 483 U.S. 143, 156 25 (1987); Pincay v. Andrews, 238 F.3d 1106, 1108 (9th Cir. 2001); Mula v. Mula, No. 23- 26 3490, 2025 WL 1292526, at *1 (9th Cir. May 5, 2025). Courts in the Ninth Circuit 27 “follow[] the ‘injury discovery’ statute of limitations rule for civil RICO claims,” which 28 provides that the “limitations period begins to run when a plaintiff knows or should know 1 of the injury that underlies [her] cause of action.” Pincay, 238 F.3d at 1109 (quoting 2 Grimmett v. Brown, 75 F.3d 506, 511 (9th Cir. 1996). “Equitable tolling doctrines, 3 including fraudulent concealment, apply in civil RICO cases.” Grimmett, 75 F.3d at 514 4 (citing Emrich v. Touche Ross & Co., 846 F.2d 1190, 1199 (9th Cir. 1988)). “The doctrine 5 [of fraudulent concealment] is properly invoked only if a plaintiff establishes affirmative 6 conduct upon the part of the defendant which would, under the circumstances of the case, 7 lead a reasonable person to believe that he did not have a claim for relief.” Volk v. D.A. 8 Davidson & Co., 816 F.2d 1406, 1415 (9th Cir. 1987) (quotation omitted). 9 The Ninth Circuit also states that, “[w]hen a motion to dismiss is based on the 10 running of the statute of limitations, it can be granted only if the assertions of the complaint, 11 read with the required liberality, would not permit the plaintiff to prove that the statute was 12 tolled.” Jablon v. Dean Witter & Co., 614 F.2d 677, 682 (9th Cir. 1980). Moreover, 13 “[b]ecause the applicability of the equitable tolling doctrine often depends on matters 14 outside the pleadings, it ‘is not generally amenable to resolution on a Rule 12(b)(6) 15 motion.’” Supermail Cargo, Inc. v. United States, 68 F.3d 1204, 1206 (9th Cir. 1995) 16 (quoting Cervantes v. City of San Diego, 5 F.3d 1273, 1276 (9th Cir.1993)). “In fact, a 17 complaint cannot be dismissed unless it appears beyond doubt that the plaintiff can prove 18 no set of facts that would establish the timeliness of the claim.” Id. at 1207. 19 Plaintiffs allege that Aylo began hosting GirlsDoPorn’s sex trafficking content in 20 2009 and that Aylo “finally removed” pornographic videos produced by GirlsDoPorn in 21 December 2020. (FAC ¶ 254.) Plaintiffs initiated this action on October 3, 2023. (ECF No. 22 1.) Plaintiffs plausibly allege that Aylo did not remove GirlsDoPorn content from their 23 platforms more than four years prior to the initiation of this action and, drawing all 24 reasonable inferences in favor of Plaintiffs, it may be that Plaintiffs discovered the relevant 25 sex trafficking content on Aylo’s websites during the later portion of that period. Plaintiffs 26 also allege that Aylo made affirmative misrepresentations regarding its content 27 moderation, which might lead a reasonable listener to believe that sex trafficking content 28 hosted on Aylo’s freesites and paysites would be removed. Plaintiffs plausibly allege that 1 Aylo’s affirmative misrepresentations and their publication of GirlsDoPorn videos behind 2 a pay wall fraudulently concealed the facts that support Plaintiffs’ claims. Based on these 3 allegations, it has not been established “beyond doubt” that Plaintiffs could prove no set of 4 facts that would “establish the timeliness of their claims.” Supermail Cargo, 68 F.3d at 5 1207. 6 2. Merits of RICO Claim 7 Plaintiffs allege that, beginning in 2011, the “Aylo-GDP Enterprise” associated for 8 the common purpose of “creating pornographic videos of high-school and college students, 9 obtained using force, fraud, and coercion, and then monetizing the videos by publishing 10 them on commercial websites controlled and operated by Defendants and GirlsDoPorn to 11 enrich the members of the Enterprise.” (FAC ¶¶ 277–78.) Plaintiffs allege that the Aylo- 12 GDP Enterprise was comprised of Defendants, Michael Pratt, Matthew Wolfe, Andre 13 Garcia, and multiple entities that “Pratt, Wolfe, and Garcia used to operate the GirlsDoPorn 14 sex trafficking venture.” Id. ¶ 277. Plaintiffs allege a “pattern of racketeering activity” 15 based on Defendants’ violations of 18 U.S.C. § 1591 for sex trafficking and, separately, 16 for money laundering and engaging in monetary transactions regarding property derived 17 from unlawful activity. Id. ¶ 281. Plaintiffs allege that they have suffered damages in their 18 business and property, including for the misuse and appropriation of their likenesses, 19 expenses incurred in their efforts to have the sex trafficking content removed from the 20 Internet, and damages related to their ability to find and maintain employment. Id. ¶ 300. 21 Defendants raise four contentions regarding the plausibility of Plaintiffs’ RICO 22 claims: (1) Plaintiffs fail to allege that the members of the Aylo-GDP Enterprise acted with 23 a “common purpose”; (2) Plaintiffs fail to allege that each Defendant participated in 24 directing the affairs of the enterprise; (3) Plaintiffs fail to plausibly allege predicate RICO 25 acts; and (4) Plaintiffs do not plausibly allege RICO damages. (ECF No. 42-1 at 27–33.) 26 With the Supreme Court’s instruction in mind that the “RICO [Act] is to be read broadly,” 27 the Court considers each of Defendants’ contentions. Sedima, S.P.R.L. v. Imrex Co., 473 28 U.S. 479, 497 (1985). 1 i. Enterprise with a Common Purpose 2 The RICO Act defines an “enterprise” as “includ[ing] any individual, partnership, 3 corporation, association, or other legal entity, and any union or group of individuals 4 associated in fact although not a legal entity.” 18 U.S.C. § 1961(4). “As is evident from the 5 text, this definition is not very demanding.” Odom, 486 F.3d at 548. An “associated-in-fact 6 enterprise”—that is, an enterprise that is not a single legal entity—does not need to have 7 an “ascertainable structure.” Id. at 551. The Ninth Circuit states that, “[t]o show the 8 existence of an enterprise [within the meaning of the RICO Act], plaintiffs must plead that 9 the enterprise has (A) a common purpose, (B) a structure or organization, and (C) longevity 10 necessary to accomplish the purpose.” Eclectic Props. E., LLC v. Marcus & Millichap Co., 11 751 F.3d 990, 997 (9th Cir. 2014). 12 Here, Plaintiffs’ allegations plausibly support the conclusion that the business 13 relationship between Aylo and GirlsDoPorn, which included revenue sharing through its 14 application-only partnership program, was an associated-in-fact enterprise operating with 15 the shared purpose of monetizing the pornographic content created by GirlsDoPorn and 16 distributed on Aylo’s freesites and paysites. Defendants rely on Stitt v. Citibank, N.A., in 17 which the district court dismissed a plaintiff’s claim for “failure to sufficiently allege an 18 enterprise.” 942 F. Supp. 2d 944, 957–58 (N.D. Cal. 2013). Unlike in Stitt, Plaintiffs do 19 not “vaguely allege[] that unidentified subsidiaries” engaged in the racketeering conduct. 20 Id. As discussed above, Plaintiffs allege with adequate specificity the role that each 21 Defendant played in Aylo’s business affairs and its relationship with GirlsDoPorn. 22 Defendants also contend that Plaintiffs fail to adequately allege that the Aylo-GDP 23 Enterprise’s “common purpose” was “independent” from the “ordinary business activity” 24 of its members. (ECF No. 42-1 at 28.) District courts have dismissed RICO claims in which 25 the plaintiffs “merely allege that the [d]efendants are associated in a manner directly related 26 to their own primary business activities” rather than associating as “a vehicle through 27 which unlawful activity is committed.” In re Toyota Motor Corp. Unintended Acceleration 28 Mktg., Sales Pracs., & Prods. Liab. Litig., 826 F. Supp. 2d 1180, 1202–03 (C.D. Cal. 2011) 1 (quotation and citation omitted). Defendants cite Shawn v. Nissan North America, Inc., in 2 which the district court held allegations that an automobile manufacturer knowingly sold 3 its vehicles with a faulty element did not “demonstrate a common purpose, much less a 4 fraudulent one” between the automobile manufacturer and its supplier. 220 F. Supp. 3d 5 1046, 1050, 1057 (C.D. Cal. 2016); see also In re JUUL Labs, Inc., Mktg., Sales Pracs., & 6 Prods. Liab. Litig., 497 F. Supp. 3d 552, 598–603 (N.D. Cal. 2020) (holding that the 7 plaintiffs failed to plausibly allege the existence of an enterprise with the purpose of 8 “expand[ing] the market of nicotine-addicted e-cigarette users, including youth,” rather 9 than an enterprise with the purpose of conducting the regular operation of their business). 10 Here, conversely, Plaintiffs adequately allege that Aylo knowingly—or with a 11 reckless disregard for the truth—published, maintained, and promoted sex trafficking 12 content created by a business partner that made public statements about its coercive and 13 fraudulent methods. Plaintiffs adequately allege that Aylo associated with GirlsDoPorn for 14 the identifiable and illicit purpose of distributing its sex trafficking content. Unlike the 15 typical business relationship between an automobile supplier and manufacturer, the shared 16 purpose of the Aylo-GDP Enterprise was allegedly to distribute and profit from illicit sex 17 trafficking operations. See Bias v. Wells Fargo & Co., 942 F. Supp. 2d 915, 942 (N.D. Cal. 18 2013) (“[The defendant’s] challenge that its actions were simply ‘normal business 19 dealings’ without the existence of an enterprise or any ‘common purpose’ is fact- 20 determinative and cannot be resolved at this juncture.”). Although Aylo distributes 21 pornography from many third-party producers in its normal course of business, Plaintiffs’ 22 allegations regarding its knowing promotion of sex trafficking videos are sufficient to 23 establish a common purpose within the meaning of the RICO Act. 24 ii. Operation or Management 25 Defendants contend that Plaintiffs do not “plausibly demonstrate how each 26 [D]efendant’s conduct meets the ‘operations or management’ test,” which requires that a 27 member of a RICO enterprise contribute more than “ordinary, independent business 28 activities” that “happen to benefit the alleged ‘conspiracy.’” (ECF No. 42-1 at 29–30.) 1 The RICO Act establishes liability for those who “conduct or participate, directly or 2 indirectly, in the conduct of [an] enterprise’s” racketeering activities. 18 U.S.C. § 1962(c). 3 The Supreme Court states that, “to participate, directly or indirectly,” a person or entity 4 “must have some part in directing [the] affairs” of the enterprise. Reves v. Ernst & Young, 5 507 U.S. 170, 179 (1993) (internal quotation omitted). “Of course, the word ‘participate’ 6 makes clear that RICO liability is not limited to those with primary responsibility for the 7 enterprise’s affairs, just as the phrase ‘directly or indirectly’ makes clear that RICO liability 8 is not limited to those with a formal position in the enterprise, but some part in directing 9 the enterprise's affairs is required.” Id. However, “[s]imply performing services for the 10 enterprise does not rise to the level of direction.” Walter v. Drayson, 538 F.3d 1244, 1249 11 (9th Cir. 2008) 12 As discussed above with respect to Rule 8, the Court concludes that Plaintiffs allege 13 with sufficient specificity each Defendant’s role in the distribution and promotion of sex 14 trafficking videos. Defendants’ particular responsibilities, which may constitute typical 15 business services in other contexts, including the processing of payments and the hiring of 16 employees, are adequately pled to have been direct and purposeful participation in the 17 affairs of the alleged Aylo-GDP enterprise. The alleged division of labor among the 18 subsidiary Defendants presents a different factual scenario than cases in which courts have 19 held that an alleged member of a RICO enterprise did not satisfy the “operation or 20 management” test. Reves, 507 U.S. at 186 (accounting firm that incorrectly certified 21 records was not a participant in RICO enterprise); Walter, 538 F.3d at 1249 (law firm 22 performing services was not a participant in RICO enterprise); Baumer v. Pachl, 8 F.3d 23 1341, 1344 (9th Cir. 1993) (attorney’s preparation of a partnership agreement and 24 assistance in bankruptcy proceedings did not establish participation in RICO enterprise). 25 Here, conversely, the subsidiary Defendants are alleged to have “direct[ed] the enterprise’s 26 affairs by knowingly implementing decisions of upper management” (i.e., the Aylo Control 27 Group) and directing the publication, promotion, and monetization of GirlsDoPorn’s sex 28 trafficking content through their coordinated efforts. Walter, 538 F.3d at 1249. The FAC 1 adequately alleges that each Defendant satisfies the “operation and management” test 2 described in Reves. 3 iii. Predicate Acts 4 Defendants contend that Plaintiffs fail to adequately allege at least two predicate acts 5 to support their RICO claim because their sex trafficking claims under the TVPRA and 6 CTVPA are “defective.” (ECF No. 42-1 at 30.) 7 The RICO Act defines “racketeering activity” to include “any act which is indictable 8 under [18 U.S.C. §§ 1581–92] (relating to peonage, slavery, and trafficking in persons).” 9 18 U.S.C. § 1961(a). As discussed in its preceding analysis, an alleged violator of Section 10 1595 of the TVPRA “need not have committed the underlying criminal sex trafficking 11 offense under § 1591,” which is itself the enumerated predicate offense under the RICO 12 Act. Choice Hotels International, 2023 WL 5935646 at *3. The Court is unaware of 13 binding authority stating that a violation of Section 1595 based on a theory of beneficiary 14 liability is sufficient to qualify as a predicate act for a RICO claim. However, the text of 15 Section 1591 establishes liability for any person or entity that knowingly “benefits, 16 financially or by receiving anything of value, from participating in a venture which has 17 engaged in” sex trafficking conduct. At least one court has held that well-pled, repeated 18 violations of Section 1595 by each defendant is adequate to constitute a predicate act of 19 sex trafficking activity within the meaning of the RICO Act. See Lesnik v. Eisenmann SE, 20 374 F. Supp. 3d 923, 954, 958 (N.D. Cal. 2019) (holding that “there are sufficient 21 allegations to render [two defendants] liable pursuant to § 1595(a)” for knowingly 22 benefitting from forced labor and, later in the same order, holding that those “human 23 trafficking claims could serve as a RICO predicate”). 24 iv. Damages 25 Defendants contend that Plaintiffs fail to allege cognizable damages under the RICO 26 Act because “[p]ersonal injury and emotional distress are not compensable under RICO, 27 nor is damage to reputation or the consequential damages that flow therefrom.” (ECF No. 28 42-1 at 32.) Defendants also contend that Plaintiffs “fail[] to plead with specificity how 1 each [D]efendants’ conduct directly caused each of their injuries and merely state in 2 conclusory fashion that they were damaged” as a direct and proximate cause of Defendants’ 3 conduct. Id. 4 “A civil RICO plaintiff only has standing if, and can only recover to the extent that, 5 he has been injured in his business or property by the conduct constituting the violation.” 6 Canyon County v. Syngenta Seeds, Inc., 519 F.3d 969, 975 (9th Cir. 2008) (quotation and 7 citation omitted). “To determine whether a plaintiff has sufficiently alleged that he has 8 been ‘injured in his business or property,’ we must examine carefully the nature of the 9 asserted harm.” Id. The Ninth Circuit requires a plaintiff to identify a “harm to a specific 10 business or property interest—a categorical inquiry typically determined by reference to 11 state law.” Id. (citing Diaz v. Gates, 420 F.3d 897, 900 (9th Cir. 2005) (en banc)). 12 The FAC generally alleges three categories of damages: (1) misappropriation of 13 Plaintiffs’ likeness; (2) expenses incurred in attempting to remove the sex trafficking 14 content from Aylo’s websites; and (3) damages from Plaintiffs’ inability to find and 15 maintain employment. (FAC ¶ 300.) However, given the FAC’s failure to adequately allege 16 each Plaintiff’s claims (including injuries) in compliance with Rule 8, as discussed above, 17 the Court cannot assess at this stage whether these categories of alleged damages are 18 cognizable under the RICO Act. 19 VI. CONCLUSION 20 IT IS HEREBY ORDERED that the Motion to Dismiss Amended Complaint (ECF 21 No. 42) is granted as follows: the FAC’s claims against Defendant Aylo Holdings are 22 dismissed for lack of personal jurisdiction; the FAC’s claims against all Defendants are 23 dismissed for failure to comply with Federal Rule of Civil Procedure 8; the FAC’s claims 24 under the CTVPA are additionally dismissed for failure to state a claim upon which relief 25 can be granted. The dismissal of the FAC is without prejudice and with leave to amend. 26 See Fed. R. Civ. P. 15(a)(2) (“The court should freely give leave [to amend] when justice 27 so requires.”); Jensen v. Brown, 131 F.4th 677, 701 (9th Cir. 2025) (“[T]his policy [in Rule 28 1 || 15(a)(2)] is to be applied with extreme liberality.”) (quoting, inter alia, Owens v. Kaiser 2 || Found. Health Plan, Inc., 244 F.3d 708, 712 (9th Cir. 2001)). 3 IT IS FURTHER ORDERED that Plaintiffs may file a Second Amended Complaint 4 || within forty (40) days of the date this Order is filed. If Plaintiffs do not timely file a Second 5 || Amended Complaint, the Court will order the Clerk of the Court to issue judgment and 6 || close the case. 7 Dated: 9/28/2026 BME: Kho A. Ae a 8 Hon. William Q. Hayes 9 United States District Court 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28