United States District Court, D. Minnesota
Elan Klein, Adam Klein, Leah Weaver, and Arissa Paschalidis, Plaintiffs,
Prime Therapeutics, LLC, Express Scripts, Inc., Express Scripts Holding Company, CVS Health Corporation, Medco Health Solutions, Inc., Caremark, L.L.C., Caremark Rx, L.L.C., and CaremarkPCS Health, L.L.C., Defendants.
Kathleen M. Donovan-Maher, Esq., Berman Tabacco, Boston,
Massachusetts, for Plaintiffs.
Kristen G. Marttila, Esq., Lockridge Grindal Nauen, P.L.L.P,
Minneapolis, Minnesota, for Plaintiffs.
Stilson, Esq., Dorsey & Whitney LLP, Minneapolis,
Minnesota, for Defendant Prime Therapeutics.
Jessica J. Nelson, Esq., Felhaber Larson, Minneapolis,
Minnesota, for Defendant Express Scripts.
M. Dockery, Esq., Williams & Connolly, LLP, Washington,
DC, for Defendant CVS, Medco Health, and Caremark.
L. Severson, Esq., Faegre Baker Daniels LLP, Minneapolis,
Minnesota, for Defendants.
E. RAU, UNITED STATES MAGISTRATE JUDGE
matter comes before the undersigned on Defendants Express
Scripts Inc., Express Scripts Holding Co., and Medco Health
Solution, Inc.'s (collectively, “Express
Scripts”) Motion for Further Consideration of Sealing
[Doc. No. 154], Defendant Prime Therapeutic LLC's
(“Prime”) Motion for Further Consideration of
Sealing [Doc. No. 160], and Defendants CVS Health
Corporation, Caremark, L.L.C., Caremark RX, L.L.C., and
CaremarkPCS Health, L.L.C.'s (collectively,
“CVS”) Motion for Further Consideration of
Sealing [Doc. No. 166] (collectively, “Motions for
Continued Sealing”). This matter was referred to the
undersigned pursuant to 28 U.S.C. § 636 and District of
Minnesota Local Rule 72.1. For the reasons stated below, the
Court grants Defendants' Motions for Continued Sealing.
underlying litigation involves Plaintiffs Elan Klein, Adam
Klein, Leah Weaver, and Arissa Paschalidis's
(collectively, “Plaintiffs”) allegations that
Defendants, pharmacy benefit managers (“PBMs”),
violated the Employee Retirement Income Security Act of 1974
(“ERISA”) in the manner in which the Defendants
negotiated out-of-pocket costs for EpiPens for individuals
covered by the Defendants' health plans. See
generally (Am. Compl.) [Doc. No. 107]. Currently before
the Court are Defendants' Motions for Further
Consideration of Sealing regarding Document Numbers 53, 58,
59, 60, 61, 63, 67, 70, 71, 74, 75, 76, 81, 84, originally
filed under seal in support of the Defendants' respective
Motions to Dismiss [Doc. No. 51, 56, 79]. The Motions to
Dismiss were vacated as part of the Court's Order
granting Plaintiffs' leave to file an amended complaint.
See (Order Dated Aug. 24, 2017) [Doc. No. 94].
Plaintiffs filed their Amended Complaint on September 27,
2017, and Defendants renewed their respective motions to
dismiss [Doc. Nos. 142, 145, 149]. Defendants renewed motions
to dismiss are still pending and no memorandum or supporting
documents have yet been filed on these motions to
required under the Local Rules, the parties first submitted a
Joint Motion Regarding Continued Sealing (“Joint
Motion”) [Doc. No. 115]. The parties agreed that the
listed documents should remain sealed, but disagreed as to
why. See generally (Joint Mot.). In particular, the
Defendants asserted the documents in question contained
proprietary business information. See
generally (id.). Three entries in the Joint
Motion specified that certain nonparties considered specific
documents confidential. See (id. at 8-10).
The remaining entries in the Joint Motion did not include an
affirmative statement that a nonparty considered the document
confidential. See (id. at 1-7, 11-17).
Plaintiffs did not concede that the information Defendants
wanted to seal was proprietary,
but given the fact that the underlying motion has been mooted
by Plaintiffs' filing of an Amended Complaint on
September 27, 2017, the public's interest in a common-law
right of access is minimal, and an in-depth analysis of
Defendants' confidentiality claims are not warranted in
light of the efficiency considerations embodied in Rule 1.
See, e.g., (id. at 2-3). The Court denied
the parties' Joint Motion. (Text Only Order Dated October
27, 2017) [Doc. No. 153]. The Defendants' filed their
respective Motions for Continued Sealing and memoranda in
support and Plaintiffs filed an omnibus opposition brief
thereafter. See (Mots. for Continued Sealing);
(Defs.' Express Scripts Inc., Express Scripts Holding
Company, & Medco Health Solution, Inc.'s Mem. of Law
in Supp. of Mot. for Further Consideration of Sealing,
“Express Scripts' Mem. in Supp.”) [Doc. No.
156]; (Def. Prime Therapeutics LLC's Mem. in Supp. of its
Mot. for Further Consideration of Sealing, “Prime's
Mem. in Supp.”) [Doc. No. 162]; (Mem. in Supp. of Defs.
CVS Health Corporation, Caremark, L.L.C, Caremark RX, L.L.C.,
& CaremarkPCS Health, L.L.C.'s Mot. for Further
Consideration of Sealing, “CVS's Mem. in
Supp.”) [Doc. No. 168]; (Pls.' Omnibus Mem. of Law
in Opp'n to Defs.' Mots. for Further Consideration of
Sealing, “Pls.' Mem. in Opp'n”) [Doc. No.
argue generally that the documents should remain sealed
because to the extent they are judicial records, the
information they seek to seal is highly confidential and the
public interest is minimal and outweighed by their respective
interests in nondisclosure. See (Express
Scripts' Mem. in Supp. at 7-11); (Prime's Mem. in
Supp. at 6-11, 21); (CVS's Mem. in Supp. at 6-11). Prime
also argues that to the extent the documents are not judicial
records, they have established good cause ...