The key issues before the US Court of Appeals for the Seventh Circuit in Minn-Chem, Inc. et al., v. Agrium Inc., et al. were:

In Minn-Chem, the plaintiffs, purchasers of potash (mineral and chemical salts used primarily in agricultural fertilizers) brought Sherman Act Section 1 claims against a cartel of seven foreign potash producers for price fixing and otherwise limiting the output of potash. The plaintiffs claimed that foreign conduct by the producers, who together were responsible for nearly 71% of the world's potash, resulted in marked increased potash prices for the US plaintiffs.

Some of the plaintiffs' allegations were subject to the FTAIA, which limits the extraterritorial reach of the Sherman Act. Under the FTAIA, the Sherman Act covers non-import foreign conduct if it has a direct, substantial and reasonably foreseeable effect on US commerce. The FTAIA restrictions do not cover direct import commerce. Sales made directly from foreign sellers to US purchasers fall squarely within the Sherman Act, in part, because foreign companies selling directly into the US should be aware that they are subject to US antitrust laws.

In Minn-Chem, the US District Court for the Northern District of Illinois denied the defendants' motion to dismiss for lack of subject matter jurisdiction. On appeal, a three-judge panel of the Seventh Circuit revisited the threshold issue of whether the FTAIA limited a court's subject matter jurisdiction or merely dealt with the elements of a plaintiff's antitrust claims. The Seventh Circuit had decided this issue years earlier in United Phosphorus, Ltd. v. Angus Chemical Co., holding that the FTAIA's limits were jurisdictional. The Minn-Chem panel acknowledged that in at least two decisions after United Phosphorus involving statutes other than the FTAIA, the US Supreme Court disagreed with the subject-matter jurisdiction approach (Morrison v. Nat'l Austl. Bank, 130 S. Ct. 2869 (2010) and Arbaugh v. Y&H Corp., 546 U.S. 500 (2006)).

However, the panel ultimately reversed the District Court's opinion, deciding that they did not need to reconsider the issue in Minn-Chem because the plaintiffs' claims should be dismissed under either a motion to dismiss for lack of subject matter jurisdiction or for failure to state a claim.

The Seventh Circuit then decided to hear the case en banc. In addition to the FTAIA statutory construction issue, it also interpreted the statute's language requiring that foreign conduct within the Sherman Act's reach have a direct effect on US commerce.

The Seventh Circuit sitting en banc overruled United Phosphorus and held that the FTAIA describes an element of a Sherman Act claim and does not limit the subject matter jurisdiction of the court. The Seventh Circuit based its holding on, among other things:

The Seventh Circuit also held that the FTAIA's use of the term "direct effects" requires only that the foreign conduct in question be a proximate rather than an immediate cause of anticompetitive effects on US commerce. It explained that the word "direct" must be interpreted as part of the integrated phrase "direct, substantial, and reasonably foreseeable effect." When used in conjunction with the other qualifiers, the Seventh Circuit reasoned that requiring an immediate effect ignores that the FTAIA does not cover direct import commerce. Rather, it interpreted "direct" as addressing the concern of punishing too remote behavior.

Ultimately the Seventh Circuit affirmed the District Court's denial of the defendants' motion to dismiss.

The Seventh Circuit's ruling in Minn-Chem makes it more difficult for defendants in the Seventh Circuit to dismiss a plaintiff's Sherman Act claim that is subject to the FTAIA. After the Minn-Chem decision, defendants now have the burden to prove that claims involving foreign conduct fail to state a Sherman Act claim, rather than placing the burden on the plaintiff to prove that the court has subject matter jurisdiction.

In addition, the Seventh Circuit's broad interpretation of direct effects as used in the FTAIA allows a wider range of foreign conduct to fall within Sherman Act claims brought in that circuit. The Seventh Circuit's interpretation of "direct" also creates a split with the Ninth Circuit, which interpreted the FTAIA's direct effects as requiring immediacy US v. LSL Biotechs., 379 F. 3d 672 (9th Cir. 2004).

Because the FTAIA affects both private and government actions, it is also likely that the DOJ will be able to cast a wider net when investigating foreign cartel conduct subject to the Sherman Act and have more leverage when seeking cartel fines and negotiating plea agreements.