[PUBLISH]

In the

United States Court of Appeals

For the Eleventh Circuit

____________________

No. 20-10790

____________________

FEDERAL TRADE COMMISSION, 

Plaintiff-Appellee,

versus

ON POINT CAPITAL PARTNERS LLC,

a limited liability company,

DRAGON GLOBAL LLC,

a limited liability company,

DRAGONGLOBAL MANAGEMENT LLC,

a limited liability company,

DRAGON GLOBAL HOLDINGS LLC,

a limited liability company,

ROBERT ZANGRILLO,

individually and as an Officer of DG DMV LLC,

Dragon Global LLC, Dragon Global Management

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 1 of 33
2 Opinion of the Court 20-10790

LLC, Dragon Global Holdings LLC, On Point

Capital Partners LLC, and On Point Global LLC,

d.b.a. On Point, et al.,

Defendants-Appellants.

____________________

Appeals from the United States District Court

for the Southern District of Florida

D.C. Docket No. 1:19-cv-25046-RNS

____________________

Before JORDAN, JILL PRYOR, and TJOFLAT, Circuit Judges.

TJOFLAT, Circuit Judge:

On December 9, 2019, the Federal Trade Commission 

(“FTC”) brought suit under 15 U.S.C. § 53(b) of the Federal Trade 

Commission Act (“FTCA”) against Burton Katz, Robert Zangrillo, 

Brent Levison, Arlene Mahon, Elisha Rothman, Christopher Sherman, and fifty-four corporate entities1 under their control, alleging 

1 The corporate defendants are On Point Global LLC, On Point

Employment LLC, On Point Guides LLC formerly known as (“f/k/a”) Rogue 

Media Services LLC, DG DMV LLC, On Point Domains LLC, Final Draft Media LLC, Waltham Technologies LLC, Cambridge Media Series LLC f/k/a 

License America Media Series LLC, Issue Based Media LLC, Bella Vista Media

Ltd. also doing business as (“d/b/a”) BV Media, Carganet S.A. also d/b/a G8 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 2 of 33
20-10790 Opinion of the Court 3

that they had engaged in “unfair or deceptive” business practices in 

violation of 15 U.S.C. § 45(a) under the collective name of “On 

Point.” That same day, the FTC filed a motion for a temporary restraining order against the On Point parties to freeze their assets, 

place the On Point entities into a receivership, and enjoin all On 

Point parties from materially misrepresenting their services or 

from releasing consumer information obtained through On Point. 

Operating under then binding Eleventh Circuit precedent2 interpreting § 53(b), the District Court granted the motion for a temporary restraining order in full on December 13. On January 14, 2020, 

following a two-day evidentiary hearing, the Court granted a preliminary injunction against On Point, extending the asset freeze, 

receivership, and injunction for the duration of the lawsuit. On 

Labs, Dragon Global LLC, Dragon Global Management LLC, Dragon Global 

Holdings LLC, Direct Market LLC, Bluebird Media LLC, Borat Media LLC,

Bring Back the Magic Media LLC, Chametz Media LLC, Chelsea Media LLC,

Coinstar Media LLC, Domain Development Studios LLC, Domain Dividends 

Media LLC, Eagle Media LLC, Falcon Media LLC, GNR Media LLC, Island 

Media LLC, Leatherback Media Group LLC, Macau Media LLC, CEG Media

LLC f/k/a Matzoh Media LLC, MBL Media Ltd. Inc., Orange and Blue Media 

LLC, Orange Grove Media LLC, Panther Media LLC, Pirate Media LLC, Pivot 

Media Group LLC, PJ Groove Media LLC, Sandman Media Group LLC,

Shadow Media LLC, Skylar Media LLC, Slayer Billing LLC, Spartacus Media 

LLC, Very Busy Media LLC, Wasabi Media LLC, Yamazaki Media LLC,

Bronco Family Holdings LP a/k/a Bronco Holdings Family LP, BAL Family 

LP, Cardozo Holdings LLC, 714 Media Ltd., Mac Media Ltd., On Point Capital 

Partners LLC, License America Management LLC, License America Holdings 

LLC, and Blackbird Media LLC. 

2 See FTC v. U.S. Oil & Gas Corp., 748 F.2d 1431, 1434 (11th Cir. 1984). 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 3 of 33
4 Opinion of the Court 20-10790

Point now challenges this preliminary injunction on appeal under 

28 U.S.C. § 1292(a). 

We affirm the parts of the preliminary injunction enjoining 

the appellants from misrepresenting their services and releasing 

consumer information3 for the reasons set forth below. However, 

while this appeal was pending, the Supreme Court held in AMG 

Capital Management that 15 U.S.C. § 53(b) does not permit an 

award of “equitable monetary relief such as restitution or disgorgement,” leaving the asset freeze and receivership aspects of the preliminary injunction unsupported by law. AMG Cap. Mgmt., LLC 

v. FTC, 141 S. Ct. 1341, 1344 (2021). As a result of this ruling, all 

On Point appellants except for Dragon Global LLC (“DG”), 

Dragon Global Holdings LLC (“DGH”), Dragon Global Management LLC (“DGM”), On Point Capital Partners LLC (“OPCP”) 

(collectively “Dragon Global”), and Zangrillo voluntarily dismissed 

their appeal and instead sought relief from the District Court. Accordingly, we vacate the parts of the preliminary injunction subjecting the remaining appellants to the asset freeze and receivership4 to the extent the District Court has not already provided relief. 

I. 

3 Parts I and II of the preliminary injunction. 

4 Parts III through XIX of the preliminary injunction. 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 4 of 33
20-10790 Opinion of the Court 5

We have broken the factual background of this case into 

three subparts: Subpart A discusses On Point’s allegedly deceptive 

activities, Subpart B discusses Zangrillo and Dragon Global’s relationship with On Point, and Subpart C discusses the procedural history of the case.

A.

Through its various corporate entities, On Point owns and 

operates over two hundred websites aimed at providing the public 

with information about government benefits and services. On 

Point has four primary lines of business: 1) a “freemium” service 

that provides free guides about public benefit and services programs in exchange for customer information, 2) a domain ownership business that buys and sells valuable domain names, 3) a “pay 

for clicks” business that generates revenue by enticing visitors to 

click on advertisements, and 4) an e-commerce business that sells 

guides and services for obtaining government benefits and services 

like driver’s license renewal, passport assistance, and Section 8 

housing. 

The typical On Point website in the e-commerce line focused on providing information about a benefit or license in a particular state. For example, On Point operated a website known as 

“floridadriverslicenses.org,” which featured an image of the state’s 

border and claimed to be “Your source for [state] driver’s information.” On Point also operated “DMV.com,” which claimed in 

Facebook advertisements that “[y]ou can renew you [sic] driver licenses online here!! Skip the lines doing it from you [sic] home.” 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 5 of 33
6 Opinion of the Court 20-10790

Both DMV.com and state-specific websites like floridadriverslicenses.org would redirect consumers to a landing site, also 

owned by On Point, where On Point would attempt to induce visitors to buy paid guides or give up personal information with bold 

headlines like “Renew Drivers License In Your State.” 

Consumers who continued further on the landing page 

would then be prompted to enter credit card information and to 

“SELECT A SERVICE,” with options including “Renew Driver’s 

License,” “Replace Driver’s License,” and “Reinstate Suspended License;” depending on the option chosen, On Point would then ask 

for further information such as birth date. However, once the consumer completed the transaction, they received a guide to obtaining the service based entirely on publicly available information; the 

selected service was not actually provided through the site or the 

transaction. Consumers would initially be charged a small amount 

(usually $3.99 or $4.99), but several days later would be charged a 

larger amount for the same purchase (usually $19.99 or $21.99). On 

Point followed this general website and payment model for other 

state benefits and services such as hunting and fishing licenses. 

On Point also operated forty-five websites in its “freemium” 

line aimed at inducing consumers to provide personal information 

to determine their eligibility for programs such as housing assistance, Medicaid, and unemployment benefits. For example, “section-8-housing.org” invited consumers to “Find Out If You Are Eligible for the Section 8 Program” and solicited consumer names, 

email addresses, zip codes, phone numbers, birth dates, gender, 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 6 of 33
20-10790 Opinion of the Court 7

employment status, health insurance coverage status, medical diagnoses, disability status, and debt level. Only once consumers provided all this information would they be informed that the site did 

not actually determine eligibility. Instead, consumers simply received a PDF document containing general advice for estimating 

eligibility, regardless of the information provided. This consumer 

information would then be sold to third parties; soon thereafter, 

consumers would receive spam emails and text messages offering 

services such as psychic counseling or claiming that the consumer 

had won prizes in sweepstakes or was eligible for government 

grants. Between January 2018 and November 2019, On Point raised 

over eighty million dollars through its e-commerce line and seventeen million through selling consumer information. 

On Point did provide some disclaimers. For example, On 

Point sites disclosed at the top of each page in small, gray letters 

that they were not affiliated with any government agencies or office and would describe their site in paragraphs under their bold 

headlines as providing “guide[s] and resources.” On Point also provided a “notice” in a pop-up window that consumers had to click 

“I understand and accept” on to proceed with their purchase. One 

such notice informed consumers that:

Driving a motor vehicle without a valid driver’s license, car registration or car title may be illegal, as is 

driving with expired credentials. Motor vehicle services and applications must be processed by an official 

DMV location/website. The assistance and services 

on this site simplify the process by providing 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 7 of 33
8 Opinion of the Court 20-10790

personalized guides, documents, and live support for 

a fee. This site store [sic] cookies, by clicking ‘I 

UNDERSTAND AND ACCEPT’ you acknowledge 

the statements above and that this site is privately 

owned and is not affiliated with nor endorsed by an 

official agency. To aid in this task, our detailed website has compiled and lists the most important information surrounding your motor vehicle services, so 

you can ensure the process is handled in a compliant 

and timely manner. 

However, On Point never provided a disclosure or notice that explicitly informed customers that the desired government benefit or 

service could not be obtained on its websites. Nor were consumers 

entering personal information told that information would be sold 

to third parties; they were simply provided with a statement that 

their use of the site constituted “express written consent for [site] 

and our Marketing Partners to contact” the consumer. 

As a result of these practices, hundreds of consumers submitted complaints to the FTC, other law-enforcement organizations, and the Better Business Bureau, claiming that On Point had 

misrepresented their services as providing actual government benefits, not just guides. Furthermore, a consumer survey5 commissioned by the FTC found that most visitors to an On Point websites 

5 The survey was conducted by Dr. Michelle Mazurek of the University of Maryland, a computer-science professor who specializes in empirical 

studies of human-computer interaction.

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 8 of 33
20-10790 Opinion of the Court 9

believed On Point could actually provide government benefits or 

services, not just guides. 

On Point also took steps to prevent paying customers from 

receiving refunds and to hide the number of credit-card chargebacks On Point was receiving from credit-card processors. Despite 

having a money-back guarantee, customers who requested a refund directly from On Point rarely received one. For example, 

when an undercover FTC agent purchased an On Point guide and 

then requested a refund, On Point offered only to refund the later 

$19.99 charge, not the initial $4.99 charge (characterized as a “processing fee”); On Point never actually refunded either. 

In contrast, customers who instead chose to dispute their 

purchase directly with credit-card processors such as Visa often succeeded. For On Point, this was a serious problem; businesses that 

exceeded set limits for chargeback rates were subject to account 

monitoring, suspension, and termination, and On Point consistently exceeded these limits – over the course of three years, On 

Point triggered Visa’s threshold sixty-four times. Indeed, several 

credit-card processors did terminate On Point accounts. To limit 

these consequences, On Point created various companies selling 

identical products on similar websites to reduce the number of 

credit-card chargebacks originating from any particular site, a practice known as “load balancing.” On Point’s practice of dividing 

charges into two installments, an initial “processing fee” and a 

larger, substantial fee later, also served to disguise the number of 

chargebacks; when customers disputed one of the charges, On

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 9 of 33
10 Opinion of the Court 20-10790

Point would have a fifty percent chargeback-to-successful sales ratio, not a hundred percent ratio. 

B.

Robert Zangrillo, the last remaining individual appellant, is 

a private equity, venture capital, and real estate investor who conducts business under the Dragon Global name through the four remaining corporate appellants. Of these, DGM is Zangrillo’s management entity with four full-time employees that handles the dayto-day operations of Dragon Global’s investments, DGH is the primary investment vehicle for the Zangrillo family,6 OPCP is the special-purpose vehicle used by DGH to invest in the On Point enterprise, and DG is a largely defunct entity with no assets. OPCP 

owned an approximately twenty-eight percent interest in On Point 

Global, LLC, a holding company. OPCP was one of the two members with the largest ownership interests in the holding company, 

the other member being controlled by Katz. 

Dragon Global’s leadership, known collectively as the “Venture Team,” consisted of Zangrillo, Katz, and another investor 

named Bob Bellack. The Venture Team also formed the core leadership of On Point: Zangrillo served as a consultant and the Chairman of On Point’s Board of Managers (“the Board”) until March 

6 DGH has three members: Zangrillo, who owns a seventy-four percent stake, a trust for the benefit of Zangrillo’s daughters that owns a twentyfive percent stake, and a general partner entity owned by Zangrillo that has a 

one percent stake. 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 10 of 33
20-10790 Opinion of the Court 11

2019, when he was indicted in an unrelated college-entrance bribery scheme,7 Katz served as On Point’s CEO and as a board member, and Bellack served as On Point’s CFO. While Dragon Global 

had investments in both major companies such as Facebook, Twitter, and Uber, and minority “seed” investments in newly formed 

companies, at the time On Point was Dragon Global’s only “earlystage control” investment. Dragon Global’s website described 

early-stage control investments as “seek[ing] to take controlling, 

majority ownership stakes” in the company in order to “fully leverage the broad experience of [Dragon Global’s] Operating Partners,” the Venture Team. 

Zangrillo and Katz also had “Special Approval Rights” over 

On Point. These rights provided that On Point and its subsidiaries 

could not perform a variety of actions, including, but not limited 

to, dispersing company assets outside the normal course of business; approving a budget; engaging bankers; or hiring or terminating On Point’s President, CEO, or CFO without prior written approval from both Zangrillo and Katz. The Special Approval Rights 

essentially gave both Zangrillo and Katz a veto over major company decisions, above and beyond the control they already exercised by sitting on the Board.

Zangrillo and one of Dragon Global’s four full-time employees, Megan Black, also performed extensive services for On Point.

7 See United States v. Sidoo, 471 F. Supp. 3d 369 (D. Mass. 2020) (summarizing the indictment). 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 11 of 33
12 Opinion of the Court 20-10790

Zangrillo entered into a consulting agreement with On Point to

last from January 1, 2018, until December 31, 2019. Pursuant to this 

agreement, Zangrillo assisted On Point with raising capital, collecting fees, coordinating and attending investor meetings, reviewing 

slides about On Point for investor meetings, and updating investors 

as to the status of their investments. Black assisted Zangrillo in 

these endeavors and was put on On Point’s payroll from February 

2018 to July 2018. Additionally, both Zangrillo and Black were put 

on On Point’s payroll and company health insurance during the 

month of January 2019. However, Black claims she was never an 

employee of On Point.

The FTC contends that Dragon Global and On Point shared 

office space in Miami and Los Angeles; Dragon Global disputes 

both claims. For the Miami address, the FTC claims Zangrillo 

shared a corner office with Katz and Bellack, which Zangrillo and 

Dragon Global deny. In support, the FTC notes that Zangrillo 

owns the building through one of his real estate companies, has the 

building listed as Dragon Global’s address on LinkedIn, and that 

the only other addresses Dragon Global ever listed are a UPS store 

and a Dragon Global employee’s house. In contrast, Dragon Global 

points to a declaration by Black where she states that “to [her] 

knowledge, Dragon Global has never ran [sic] business at that address, and has never received mail at that address.” Most significantly, both the FTC and Zangrillo point to two separate sets of 

seating charts admitted as evidence at the preliminary injunction 

hearing: one, prepared by an FTC investigator when the FTC 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 12 of 33
20-10790 Opinion of the Court 13

searched the Miami office in December 2019, lists only Katz and 

Bellack as sharing the corner office, while the other, taken during 

the December search from an employee’s desk, lists Katz, Bellack, 

and Zangrillo as occupying the corner office. 

In Los Angeles, Dragon Global subleased part of its office to 

On Point, storing On Point records and giving On Point employees 

access to the office. However, Zangrillo still used the office and 

continued to have Dragon Global’s name on the door, although 

On Point requested that its name be added. Additionally, On Point 

often paid rent to the building owner on behalf of Dragon Global, 

and other companies also subleasing parts of the Los Angeles office 

from Dragon Global sometimes paid their rent to On Point, noting 

the rent was for Dragon Global. 

C.

This case began with the FTC filing a complaint under 15 

U.S.C. § 53(b) on December 9, 2019, against the individuals and entities involved in the On Point enterprise. On December 13, the 

District Court granted a temporary restraining order against the 

On Point parties, freezing their assets, placing the corporate defendants into a receivership, and enjoining all defendants from misrepresenting their services or releasing consumer information obtained from On Point’s activities. A month later, the Court held a 

two-day evidentiary hearing on January 10 and 13, 2020; in total, 

the Court spent over fifteen hours examining the evidence. At the 

close of the January 13 hearing, the Court made an oral finding that 

the corporate entities were in a common enterprise and that the 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 13 of 33
14 Opinion of the Court 20-10790

individual defendants had “sufficient control and knowledge to 

make them responsible.” On January 14, the Court granted a preliminary injunction with substantially the same terms as the temporary restraining order against On Point and Dragon Global, from 

which On Point and Dragon Global filed separate appeals.

Concurrently with its actions in this case, the FTC also reopened proceedings against Katz in a 2014 case, FTC v. Acquinity 

Interactive (“Acquinity”). In Acquinity, the FTC alleged that Katz 

used spam text messages to lure consumers into disclosing personal 

information and making purchases with offers of free merchandise 

such as $1000 gift cards or Apple iPads. The FTC and Katz agreed 

to the issuance of a consent decree in Acquinity whereby Katz was 

permanently enjoined from making materially misleading representations about the “cost, performance, efficacy, nature, characteristics, benefits, or safety of any product or service.” Additionally, 

the consent decree specified that the permanent injunction applied 

to any person “in active concert or participation” with Katz who 

received “actual notice” of the injunction. 

On February 12, 2020, the FTC moved the District Court in 

Acquinity for an order to show cause why Katz should not be held 

in contempt for violating the Acquinity permanent injunction 

through his activities with On Point. The FTC also alleged that various corporate entities in this case, including DG, DGM, and DGH, 

had actual notice of the Acquinity permanent injunction and had 

acted in concert with Katz to violate the injunction. See Fed. R. 

Civ. P. 65(d)(2). Therefore, the FTC asked the Court to require 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 14 of 33
20-10790 Opinion of the Court 15

those entities to show cause for why they should not be held in 

contempt as well. On February 14, the Court ordered both Katz 

and the named entities to show cause for why they should not be 

held in contempt. 

On September 18, 2020, the District Court released DGM 

from the receivership in this case based on the recommendation of 

the receiver. On October 15, the Court also released DG from the 

receivership in this case based on the recommendation of the receiver. This left only two Dragon Global entities, DGH and OPCP, 

in the On Point receivership. 

On April 22, 2021, the Supreme Court held in AMG Capital 

Management that 15 U.S.C. § 53(b) does not permit an award of 

equitable monetary relief such as restitution or disgorgement, setting off a chain reaction of motions in both the On Point and Acquinity cases. See AMG Cap. Mgmt., 141 S. Ct. at 1347–48. On April 

23, the individual On Point defendants, Katz, Zangrillo, Brent Levison, Arlene Mahon, Elisha Rothman, and Christopher Sherman, 

moved to lift the asset freeze as to themselves. In response, on April 

30 the FTC moved in Acquinity for an order to show cause why 

Zangrillo, Levison, and Rothman should not be held in contempt 

for violating the Acquinity injunction against Katz. The FTC also 

sought in Acquinity a preliminary injunction to impose an asset 

freeze against Zangrillo, Katz, Levison, Rothman, and the various 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 15 of 33
16 Opinion of the Court 20-10790

named corporate entities to preserve funds for money damages in 

a future contempt hearing.8

On July 19, 2021, we granted Katz, Sherman, and the On 

Point corporate entities’ voluntary motion to terminate their appeal of the District Court’s January 14, 2020, preliminary injunction 

in On Point. This left only Zangrillo, DG, DGM, DGH, and OPCP 

as parties to this appeal. 

On August 13, 2021, the District Court ruled on both the Acquinity and On Point motions. In Acquinity, the Court granted the 

requested preliminary injunction and imposed an asset freeze on 

Katz, Levison, Rothman, and the named corporate entities, including DG, DGM, and DGH. The Acquinity asset freeze contains the 

same terms and covers the same property as the On Point asset 

freeze; indeed, the Court amended the Acquinity asset freeze on 

August 18 to ensure the two asset freezes were identical. However, 

the Court found that Zangrillo lacked actual notice of the Acquinity injunction and so excluded him from the Acquinity asset freeze. 

See Fed. R. Civ. P. 65(d)(2). In On Point, the Court released all defendants from the asset freeze except those whom the Court listed 

as subject to the asset freeze in Acquinity, holding that the Acquinity asset freeze made the issue moot as to them. Notably, the Court 

8 Essentially, the FTC used its show cause motion under the 2014 Acquinity permanent injunction as the platform for moving the District Court to 

issue a new preliminary injunction in Acquinity against parties who were 

never defendants in the original Acquinity case. 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 16 of 33
20-10790 Opinion of the Court 17

lists DG, DGM, and DGH as subject to the Acquinity asset freeze 

in the Acquinity preliminary injunction, but only lists DGH as subject to the Acquinity asset freeze in the On Point order. This leaves 

some doubt as to whether DG and DGM are still subject to the On 

Point asset freeze, although they are clearly subject to the Acquinity asset freeze. The Court did not create a receivership in Acquinity nor affect the receivership in On Point with these orders.

On September 29, 2021, the District Court acted again in 

both Acquinity and On Point. In Acquinity, the Court granted summary judgment in favor of Dragon Global on the show cause for 

contempt motion, finding that Dragon Global both lacked actual 

notice of the 2014 Acquinity permanent injunction against Katz and 

that Dragon Global did not act in “active concert or participation” 

with Katz. In On Point, the Court also granted summary judgment 

in favor of Dragon Global, finding that Dragon Global was not in a 

common enterprise with On Point and thus not responsible for On 

Point’s activities. However, the Court found that there were “genuine disputes of material facts” regarding whether Zangrillo could 

be held responsible for On Point’s activities and so denied his motion for summary judgment. Yet despite these orders and to the 

best of this Court’s knowledge based on our review of the Acquinity and On Point dockets, the District Court has not yet entered an 

order vacating or amending the preliminary injunctions in either 

Acquinity or On Point as a result of its September 29 orders. Therefore, the preliminary injunctions in both cases appear to remain as 

they were following the August 13 orders. 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 17 of 33
18 Opinion of the Court 20-10790

To summarize, this leaves DGH subject to the asset freezes 

in Acquinity and On Point and to the On Point receivership, DG 

and DGM subject to the asset freeze in Acquinity and possibly also 

in On Point but not to the On Point receivership, OPCP subject to 

the On Point receivership but neither of the asset freezes, and 

Zangrillo subject to neither asset freeze. Furthermore, all five remaining appellants are still enjoined by the On Point preliminary 

injunction from materially misrepresenting On Point’s services or 

releasing customer information obtained from the On Point enterprise to third parties. 

II. 

A preliminary injunction is an “extraordinary remedy never 

awarded as of right.” Winter v. Nat. Res. Def. Council, Inc., 555 

U.S. 7, 24, 129 S. Ct. 365, 376 (2008). We review a district court’s 

grant of a preliminary injunction for abuse of discretion. Democratic Exec. Comm. of Fla. v. Lee, 915 F.3d 1312, 1317 (11th Cir. 

2019); see also Carillon Imps., Ltd. v. Frank Pesce Int’l Grp., Ltd., 

112 F.3d 1125, 1126 (11th Cir. 1997) (“The review of a district 

court’s decision to grant or deny a preliminary injunction is extremely narrow in scope”). We review the preliminary injunction’s 

underlying legal conclusions de novo and its findings of fact for 

clear error. Democratic Exec. Comm., 915 F.3d at 1317. 

As mootness is a jurisdictional issue, we may review questions of mootness sua sponte. Nat’l Advert. Co. v. City of Miami, 

402 F.3d 1329, 1331–32 (11th Cir. 2005). “We review the question 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 18 of 33
20-10790 Opinion of the Court 19

of mootness de novo.” Id. at 1331 (quoting Coral Springs St. Sys., 

Inc. v. City of Sunrise, 371 F.3d 1320, 1328 (11th Cir. 2004)). 

III. 

Prior to AMG Capital Management, Eleventh Circuit precedent interpreted 15 U.S.C. § 53(b) as not limiting the traditional equitable powers of the district courts, including the power to grant 

monetary relief. See FTC v. U.S. Oil & Gas Corp., 748 F.2d 1431, 

1434 (11th Cir. 1984). Therefore, district courts could implement 

preventative measures, such as asset freezes, in preliminary injunctions to preserve resources “needed to make permanent relief possible,” i.e., to satisfy a future monetary judgment. Id. However, in 

AMG Capital Management the Supreme Court held that § 53(b) 

does not allow district courts to grant “equitable monetary relief 

such as restitution or disgorgement,” thereby abrogating U.S. Oil 

& Gas. See AMG Cap. Mgmt., 141 S. Ct. at 1344. As monetary relief 

is no longer available under § 53(b), there is no need to preserve 

resources for a future judgment. Consequently, the imposition of 

an asset freeze or receivership premised solely on § 53(b) is inappropriate and we vacate the portions of the District Court’s preliminary injunction imposing these restrictions on Dragon Global to 

the extent the Court has not already provided relief.

We note that this decision directly applies only to Zangrillo 

and Dragon Global, as all other appellants have chosen to voluntarily dismiss their appeal. Furthermore, nothing in this opinion 

should be construed as commenting on or having a legal effect on 

the separate asset freeze in Acquinity, as that case is not properly 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 19 of 33
20 Opinion of the Court 20-10790

before us on appeal. Since we reach this result based on the holding 

in AMG Capital Management, we need not address any of Dragon 

Global’s other arguments for relief from the asset freeze and receivership. 

We recognize that the separate asset freeze imposed on DG, 

DGM, and DGH in the related Acquinity matter may limit the 

short-term practical effect of this decision. However, despite the 

District Court and FTC’s assertions to the contrary, the imposition 

of a separate asset freeze on the same parties in a related case, even 

an asset freeze with identical terms covering the same property,

does not moot the question of whether the asset freeze and receivership is lawful in this case. An issue only becomes moot when “the 

parties lack a legally cognizable interest in the outcome.” Chafin v. 

Chafin, 568 U.S. 165, 172, 133 S. Ct. 1017, 1023 (2013) (quoting Already, LLC v. Nike, Inc., 568 U.S. 85, 91, 133 S. Ct. 721, 726 (2013)). 

Any “concrete interest, however small, in the outcome of the litigation” is sufficient to prevent a case from becoming moot. Id.

(quoting Knox v. Serv. Emps. Int’l Union, Loc. 1000, 567 U.S. 298, 

307–08, 132 S. Ct. 2277, 2287 (2012)). Lifting the unlawful asset 

freeze and receivership in this case is a necessary condition for 

Dragon Global to regain the use and control of its property, even 

if it is not sufficient in and of itself. Furthermore, until the asset 

freeze and receiverships are terminated by court order, they continue to remain in force. Therefore, Dragon Global continues to 

have a legally cognizable interest in lifting the On Point asset freeze

and receivership and this aspect of the appeal is not moot. 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 20 of 33
20-10790 Opinion of the Court 21

With the asset freeze and receivership dealt with by AMG 

Capital Management, the only remaining question is whether the 

District Court abused its discretion by enjoining Zangrillo and 

Dragon Global from misrepresenting their services or releasing 

customer information. Prospective injunctive relief is still allowed 

under § 53(b). See AMG Cap. Mgmt., 141 S. Ct. at 1347–48. 

Zangrillo and Dragon Global challenge (1) the Court’s finding that 

the FTC will likely succeed on the merits and that the balance of 

equities favors a preliminary injunction, (2) the sufficiency of the 

findings of fact issued by the Court, (3) the Court’s finding that 

Dragon Global participated in a common enterprise with On 

Point,9 and (4) the Court’s finding that Zangrillo was individually 

9 We recognize that the District Court granted summary judgment in 

favor of Dragon Global on September 29, 2021, on the question of whether 

Dragon Global was in a common enterprise with On Point. However, in this 

appeal from the preliminary injunction order, we are reviewing only whether 

the FTC made a “proper showing” at the time of the order to support the 

District Court’s grant of the preliminary injunction. See 15 U.S.C. § 53(b). As 

more evidence is introduced and arguments are held over the course of the 

litigation, the District Court may, of course, change its mind and come to a 

different conclusion than the one it reached at the preliminary injunction hearing. Nevertheless, until the preliminary injunction is vacated by court order, 

this appeal remains live. In this opinion, we answer only the question of 

whether the District Court could have found that Dragon Global was in a 

common enterprise with On Point based on the evidence introduced at the 

preliminary injunction hearing held in January 2020. Nothing in this opinion 

should be construed as preventing the District Court from terminating or 

modifying that preliminary injunction at a later date. 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 21 of 33
22 Opinion of the Court 20-10790

responsible for the actions taken by On Point. We address each argument in turn. 

A.

Under the FTCA, a district court may grant a preliminary 

injunction in an enforcement action by the FTC “[u]pon a proper 

showing that, weighing the equities and considering the Commission’s likelihood of ultimate success, such action would be in the 

public interest.” 15 U.S.C. § 53(b). To succeed on the merits under 

15 U.S.C. § 45(a), the FTC must show that “(1) there was a representation; (2) the representation was likely to mislead customers 

acting reasonably under the circumstances, and (3) the representation was material.” FTC v. Tashman, 318 F.3d 1273, 1277 (11th Cir. 

2003). 

The District Court had ample evidence to conclude that the 

FTC has shown all three elements. The Court found that On Point 

had “misrepresented on [its] websites that [it] would provide government services (e.g., a driver’s license, car registration, or eligibility determination for public benefits) to consumers who paid 

money and/or provided personal information.” This finding was 

based on the Court’s determination that:

The websites were cleverly designed so that even 

though disclosures appeared on many or most of the 

pages, consumer attention would be drawn to links 

and language in larger, more colorful font that directed them to the service they were seeking (such as 

renewing a driver’s license) and most consumers 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 22 of 33
20-10790 Opinion of the Court 23

would likely ignore the disclosures written in relatively smaller and pale-colored font. And, if a consumer did read the disclosures, they would learn they 

could purchase a guide and would also learn that the 

site is a privately-owned company selling guides that 

can be obtained for free elsewhere on governmental 

sites. But, most importantly, they were not clearly informed that they could not obtain the government 

service they were misled to believe was available to 

them. 

Having reviewed the record, we cannot say that this determination 

is clear error. On Point’s websites could easily be perceived by unwary visitors as promising government services or benefits, with 

options such as “Renew Driver’s License,” “Replace Driver’s License,” and “Reinstate Suspended License” on an official-sounding 

website like “DMV.com” lending itself to that impression. Indeed, 

On Point’s advertisements occasionally outright promised consumers they could obtain services at home, telling consumers to 

“skip the lines doing it from you [sic] home.” The eligibility websites face similar problems, telling consumers to “find out” if 

they’re eligible for government benefits and then soliciting a great 

deal of personal information necessary for determining eligibility, 

only to offer generic advice once the information is provided. Nor 

were the disclosures sufficient to disabuse consumers of this impression, being either too small or too vague to dispel the misrepresentations otherwise created by the websites. 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 23 of 33
24 Opinion of the Court 20-10790

The District Court also had sufficient evidence to find that 

the websites were not just likely to mislead consumers, but actively 

doing so, with hundreds of consumer complaints, a history of regular chargebacks, and a consumer survey to rely on. Furthermore, 

On Point’s misrepresentations were clearly material, either inducing consumers to purchase guides in the belief they were obtaining 

benefits or to surrender sensitive personal information to obtain an 

eligibility determination. As such, the Court could properly find 

that the FTC was likely to ultimately succeed on the merits.

Having determined that On Point’s activities were materially misleading the public, the District Court was within its discretion to conclude that a preliminary injunction was necessary. To 

begin with, “judgments . . . about the viability of a plaintiff’s claims 

and the balancing of equities and the public interest . . . are the district court’s to make.” BellSouth Telecomms., Inc. v. MCIMetro 

Access Transmission Servs., LLC, 425 F.3d 964, 968 (11th Cir. 2005) 

(quoting Cumulus Media v. Clear Channel Commc’ns, Inc., 304 

F.3d 1167, 1171 (11th Cir. 2002)). We will not lightly disturb this 

balancing of the equities, particularly when supported by factual 

findings drawn from two full days of evidentiary hearings. 

Zangrillo and Dragon Global’s main objection, that the hardships 

imposed by the asset freeze and receivership outweighed the potential public benefit of a preliminary injunction, is moot now that 

we have lifted the asset freeze and receivership. Therefore, the 

Court did not abuse its discretion by imposing a preliminary injunction as the FTC will likely succeed on the merits and the public 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 24 of 33
20-10790 Opinion of the Court 25

interest weighs in favor of halting the materially misleading practices. 

B.

Rule 52(a) of the Federal Rules of Civil Procedure requires 

that district courts make “findings of fact and conclusions of law” 

when issuing an injunction. Snook v. Tr. Co. of Ga. Bank of Savannah, 859 F.2d 865, 872 (11th Cir. 1988). Findings of fact must be 

sufficient to allow the reviewing court “an opportunity to engage 

in meaningful appellate review.” Danley v. Allen, 480 F.3d 1090, 

1091 (11th Cir. 2007). Oral findings are allowed so long as they are 

made “on the record after the close of evidence.” See Fed. R. Civ. 

P. 52(a). 

The District Court did not include its findings on common 

enterprise and individual responsibility in its written order. Instead, 

the Court issued oral findings at the close of the evidentiary hearing, stating:

After considering the written submissions of the parties, the testimony, and all the evidence that was presented, I find that the FTC has met its burden as to 

both the entities and the individual defendants. I find 

that there has been a showing that there was a common enterprise based upon shared control[], shared 

offices, shared payroll, commingled funds, [and] that 

the individuals, the government has shown that each 

of them had sufficient control and knowledge to 

make them responsible.

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 25 of 33
26 Opinion of the Court 20-10790

Zangrillo and Dragon Global contend that this statement was not 

a sufficiently detailed factual finding under Rule 52(a) and that 

therefore the Court abused its discretion by including Zangrillo 

and Dragon Global in the preliminary injunction. 

We disagree. District court findings need not be extensive. 

A “judge need only make brief, definite, pertinent findings and conclusions upon the contested matters; there is no necessity for overelaboration of detail or particularization of facts.” Stock Equip. Co. 

v. Tenn. Valley Auth., 906 F.2d 583, 592 (11th Cir. 1990) (quoting 

Fed. R. Civ. P. 52, Advisory Committee Note (1946)). So long as 

there is “sufficient record evidence to support the findings, [district 

courts] need not ‘state the evidence or any of the reasoning upon 

the evidence.’” Id. (quoting Petterson Lighterage & Towing Corp. 

v. N.Y. Cent. R.R., 126 F.2d 992, 996 (2d Cir. 1942)). The District 

Court identified the precise factors which led to its determination 

that the corporate defendants were in a common enterprise with

each other and that the individual defendants were individually responsible under the FTCA. Furthermore, the Court did not merely 

list all the potential factors, but excluded those for which it found 

insufficient evidence, such as coordinating advertising or direct participation. See infra Parts III.C and III.D. The Court also based its 

findings upon “the written submissions of the parties, the testimony, and all the evidence that was presented,” which, in the context of the statement, refers to the evidence presented during the 

two days of evidentiary hearings. Together, these statements enable meaningful appellate review under Rule 52(a); we know what 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 26 of 33
20-10790 Opinion of the Court 27

factors led the Court to making its determination and what evidence it considered when doing so. Accordingly, we proceed with 

our review of the Court’s findings. 

C.

We have previously recognized that corporate entities can 

be responsible under the FTCA for each other’s actions through 

the common enterprise doctrine. FTC v. WV Universal Mgmt., 

LLC, 877 F.3d 1234, 1240 (11th Cir. 2017). However, we have never 

officially endorsed a test for determining whether a common enterprise exists under the FTCA. Both the FTC and Dragon Global 

rely on the test we used in an unpublished case, FTC v. Lanier Law, 

LLC, 715 F. App’x 970, 979–80 (11th Cir. 2017). Lanier Law found 

that a corporate entity can be responsible for the actions of other 

corporations in a business venture when “the structure, organization, and pattern of a business venture reveal a common enterprise 

or a maze of integrated business entities.” Id. (quoting FTC v. 

Wash. Data Res., 856 F. Supp. 2d 1247, 1271 (M.D. Fla. 2012)). Lanier Law then lists several factors for determining whether a common enterprise exists, such as whether the businesses operated under common control, shared office space and employees, commingled funds, and coordinated advertising. Lanier Law, 715 F. App’x 

at 980. This test has been officially adopted by the Sixth Circuit and 

is already employed by district courts within our circuit. See FTC 

v. E.M.A. Nationwide, Inc., 767 F.3d 611, 636–37 (6th Cir. 2014); 

see e.g., FTC v. Simple Health Plans LLC, 379 F. Supp. 3d 1346, 

1363 (S.D. Fla. 2019), aff’d 801 F. App’x. 685 (11th Cir. 2020); FTC 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 27 of 33
28 Opinion of the Court 20-10790

v. Roca Labs, Inc., 345 F. Supp. 3d 1375, 1399 (M.D. Fla. 2018); FTC 

v. NPB Advert., Inc., 218 F. Supp. 3d 1352, 1362 (M.D. Fla. 2016); 

FTC v. Nat’l Urological Grp., Inc., 645 F. Supp. 2d 1167, 1182 (N.D. 

Ga. 2008), aff’d 356 F. App’x 358 (11th Cir. 2009). We now adopt 

this test as well. 

Of course, when the FTC brings an enforcement action under § 53(b), it is not authorized to recover equitable monetary relief. AMG Cap. Mgmt., 141 S. Ct. at 1344. The FTC may recover 

civil monetary relief under a common enterprise theory only if the 

FTC first pursues administrative proceedings, obtains a cease-anddesist order, and then brings the civil action. See id. at 1346 (citing 

15 U.S.C. §§ 45(l), 57(b)). However, a common enterprise theory 

may still be used to disregard corporateness when granting injunctive relief. See E.M.A. Nationwide Inc., 767 F.3d at 619, 636–37 (affirming both restitution and a permanent injunction against multiple corporate defendants based on a common enterprise theory). 

Therefore, we will continue with our analysis about whether 

Dragon Global was in a common enterprise with On Point for the 

purpose of injunctive relief under § 53(b). 

The District Court did not commit clear error by finding 

that Dragon Global was part of a common enterprise with On 

Point based on common control, shared office space and employees, and commingled funds. Under common control, Dragon 

Global and On Point’s leadership heavily overlapped. Dragon 

Global’s three “Venture Team” partners, Katz, Zangrillo, and Bellack, each occupied important positions within On Point, 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 28 of 33
20-10790 Opinion of the Court 29

respectively CEO, Chairman of the Board, and CFO. Additionally, 

Katz and Zangrillo together controlled a majority stake in On 

Point, sat on the Board, and exercised “Special Approval Rights” 

over On Point. While other investors certainly participated in On 

Point, Dragon Global’s Venture Team was clearly in control. Indeed, this behavior aligns with Dragon Global’s “early-stage control” investment model, whereby Dragon Global would take “controlling, majority ownership stakes” to “fully leverage the broad 

experience” of the Venture Team. Dragon Global claims that this 

behavior is simply common practice for investors. Perhaps this is 

true – but it does not make Dragon Global’s control over On Point 

any less real.

Dragon Global contends that it did not share office space 

with On Point in either Miami or Los Angeles, and there is certainly 

a factual dispute on the matter. In Miami, the FTC points towards 

the office being listed as both On Point’s and Dragon Global’s address on LinkedIn and a seating chart showing that Zangrillo, Katz, 

and Bellack shared a corner office, while Dragon Global responds 

with an affidavit from a Dragon Global employee stating the company never operated out of Miami and its own seating chart showing only Katz and Bellack shared the corner office. Likewise, in Los 

Angeles, On Point and Dragon Global did share an office and paid 

and accepted rent interchangeably, but Dragon Global emphasizes 

that this was all pursuant to an “arms-length” sublease agreement. 

Luckily, we do no need to decide whether On Point and Dragon 

Global actually shared office space. That is the job of the finder of 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 29 of 33
30 Opinion of the Court 20-10790

fact. We need only decide whether there was sufficient evidence in 

the record to support the District Court’s finding that On Point and 

Dragon Global did share office space. Determining which seating 

chart to believe, assessing the credibility of an affidavit by a Dragon 

Global employee, and exploring the precise relationship between 

On Point and Dragon Global in the Los Angeles office is the province of the trial court, and we find that there is sufficient evidence 

to support the Court’s determination that On Point and Dragon 

Global did share office space. 

Dragon Global claims that it did not share employees with 

On Point because Black and Zangrillo were not “official” employees of On Point, despite working with On Point for several months 

and being placed on On Point’s payroll and health insurance. If this 

was the test for shared employees in the common enterprise context, companies could avoid this factor merely through labeling. 

Furthermore, if Black and Zangrillo were not employees, then that 

is simply evidence of commingling funds instead. In either case, the 

two other Venture Team members, Katz and Bellack, were certainly employees of On Point as the CEO and CFO respectively. 

Likewise, On Point and Dragon Global did commingle funds by 

interchangeably paying and accepting rent for the Los Angeles office. Therefore, we affirm the District Court’s determination that 

On Point and Dragon Global were in a common enterprise based 

on common control, shared office space and employees, and commingled funds.

D.

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 30 of 33
20-10790 Opinion of the Court 31

For an individual to be responsible under the FTCA for the 

wrongdoings of a corporation, the FTC must show that the individual had “some knowledge of the practices” and that the individual either “participated directly in the practice or acts or had the 

authority to control them.” FTC v. Gem Merch. Corp., 87 F.3d 466, 

470 (11th Cir. 1996) (internal quotation marks omitted). As with 

corporate responsibility under a common enterprise theory, individual responsibility under 15 U.S.C. § 53(b) no longer includes equitable monetary relief; however, individuals may still be enjoined 

under § 53(b) for the actions of corporations should the FTC establish knowledge and either participation or the authority to control. 

See FTC v. IAB Mktg. Assocs., LP, 746 F.3d 1228, 1233 (11th Cir. 

2014) (affirming the application of a preliminary injunction including both injunctive and monetary relief to individual defendants). 

The District Court found that Zangrillo had “sufficient control and knowledge to make [Zangrillo] responsible” for the actions 

of On Point. As Chairman of the Board and a “consultant” who 

regularly gave presentations to potential investors, Zangrillo was 

certainly aware of On Point’s lines of business and the revenue each 

line generated. Zangrillo claims that he was only involved in highlevel decision making and had no knowledge of or control over the 

contents of On Point’s websites. In fact, the slides Zangrillo prepared for his presentations listed each of On Point’s services and 

how they fit into On Point’s business model. These slides described 

DMV.com as On Point’s “FLAGSHIP” website and named various 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 31 of 33
32 Opinion of the Court 20-10790

state drivers’ licenses websites that On Point operated. The slides 

also included screenshots from some of On Point’s websites. 

Zangrillo also likely knew that On Point made over eighty 

million dollars in two years selling “guides” on government services, and it almost beggars belief that he would be completely unaware of how On Point’s websites were raising that quantity of 

money. Even assuming Zangrillo never once visited an On Point 

website, his presentation slides show that Zangrillo knew On Point 

was capturing a great deal of personal information (which On Point 

sold for over seventeen million dollars) despite supposedly offering 

only guides drawn from publicly available information. Zangrillo 

would also need to have been completely unaware of the persistent 

problems On Point faced with credit-card processors and chargebacks, problems which resulted in the termination of several On 

Point accounts and the creation of various On Point companies to 

minimize the problem through load-balancing. Taken together, 

this information is sufficient for the District Court to find that 

Zangrillo likely had “some knowledge” of On Point’s deceptive activities. 

Zangrillo also had the authority to control On Point’s activities. He was the Chairman of the Board, a major investor, one of 

On Point’s primary fundraisers, and had special approval rights 

over many of On Point’s activities. Zangrillo’s contention that he 

was neither an officer of the company nor managed its day-to-day 

affairs is irrelevant; the true question is whether he had the “authority to control” On Point’s activities or, in other words, whether 

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 32 of 33
20-10790 Opinion of the Court 33

Zangrillo could have ended the deceptive practices. Gem Merch. 

Corp., 87 F.3d at 470. Besides only Katz, Zangrillo had the most 

authority of anyone in On Point, and should he have chosen to exercise that authority, he likely “could have nipped the offending 

[activities] in the bud.” FTC v. Direct Mktg. Concepts, Inc., 624 

F.3d 1, 13 (1st Cir. 2010). Therefore, we affirm the District Court’s

finding that Zangrillo was individually responsible for the actions 

of On Point. 

IV. 

For the reasons set forth above, we AFFIRM the parts of the 

preliminary injunction enjoining Zangrillo and Dragon Global 

from engaging in deceptive practices or releasing consumer information, VACATE the asset freeze and receivership as to Dragon 

Global to the extent the District Court has not already provided 

relief, and REMAND this case for further proceedings consistent 

with this opinion.10

AFFIRMED IN PART, VACATED IN PART. 

10 We deny as MOOT the pending Motion for Leave to Adopt Portions 

of Reply Brief.

USCA11 Case: 20-10790 Date Filed: 11/04/2021 Page: 33 of 33