Oracle Partners, L.P. et al v. Concentric Analgesics, Inc. et al
Filing
67
ORDER by Judge Haywood S. Gilliam, Jr. GRANTING IN PART AND DENYING IN PART ( #2 , #37 , #41 , #50 ) ADMINISTRATIVE MOTIONS TO SEAL. This order grants in part and denies in part docket nos. #2 and #37 and denies docket nos. #41 and #50 . (ndrS, COURT STAFF) (Filed on 3/17/2021)
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UNITED STATES DISTRICT COURT
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NORTHERN DISTRICT OF CALIFORNIA
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ORACLE PARTNERS, L.P., et al.,
Plaintiffs,
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v.
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CONCENTRIC ANALGESICS, INC., et
al.,
Case No. 20-cv-03775-HSG
ORDER GRANTING IN PART AND
DENYING IN PART
ADMINISTRATIVE MOTIONS TO
SEAL
Re: Dkt. Nos. 2, 37, 41, 50
United States District Court
Northern District of California
Defendants.
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Pending before the Court are three motions to seal filed by the parties related to the
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complaint and motion to dismiss. See Dkt. Nos. 2, 37, 41, 50. For the reasons detailed below, the
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Court GRANTS IN PART and DENIES IN PART the motions.
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I.
LEGAL STANDARD
Courts generally apply a “compelling reasons” standard when considering motions to seal
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documents. Pintos v. Pac. Creditors Ass’n, 605 F.3d 665, 678 (9th Cir. 2010) (quoting Kamakana
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v. City & Cty. of Honolulu, 447 F.3d 1172, 1178 (9th Cir. 2006)). “This standard derives from the
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common law right ‘to inspect and copy public records and documents, including judicial records
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and documents.’” Id. (quoting Kamakana, 447 F.3d at 1178). “[A] strong presumption in favor of
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access is the starting point.” Kamakana, 447 F.3d at 1178 (quotations omitted). To overcome this
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strong presumption, the party seeking to seal a judicial record attached to a dispositive motion
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must “articulate compelling reasons supported by specific factual findings that outweigh the
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general history of access and the public policies favoring disclosure, such as the public interest in
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understanding the judicial process” and “significant public events.” Id. at 1178–79 (quotations
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omitted). “In general, ‘compelling reasons’ sufficient to outweigh the public’s interest in
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disclosure and justify sealing court records exist when such ‘court files might have become a
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vehicle for improper purposes,’ such as the use of records to gratify private spite, promote public
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scandal, circulate libelous statements, or release trade secrets.” Id. at 1179 (quoting Nixon v.
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Warner Commc’ns, Inc., 435 U.S. 589, 598 (1978)). “The mere fact that the production of records
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may lead to a litigant’s embarrassment, incrimination, or exposure to further litigation will not,
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without more, compel the court to seal its records.” Id.
Records attached to nondispositive motions must meet the lower “good cause” standard of
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Rule 26(c) of the Federal Rules of Civil Procedure, as such records “are often unrelated, or only
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tangentially related, to the underlying cause of action.” Id. at 1179–80 (quotations omitted). This
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requires a “particularized showing” that “specific prejudice or harm will result” if the information
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is disclosed. Phillips ex rel. Estates of Byrd v. Gen. Motors Corp., 307 F.3d 1206, 1210–11 (9th
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United States District Court
Northern District of California
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Cir. 2002); see also Fed. R. Civ. P. 26(c). “Broad allegations of harm, unsubstantiated by specific
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examples of articulated reasoning” will not suffice. Beckman Indus., Inc. v. Int’l Ins. Co., 966
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F.2d 470, 476 (9th Cir. 1992) (quotation omitted).
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II.
DISCUSSION
Because the parties seek to seal portions and documents which pertain to the allegations in
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the complaint and motion to dismiss, the Court applies the compelling reasons standard to these
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documents. See In re NVIDIA Corp. Derivative Litig., No. C 06-06110 SBA, 2008 WL 1859067,
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at *3 (N.D. Cal. Apr. 23, 2008) (“While a complaint is not, per se, the actual pleading by which a
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suit may be disposed of, it is the root, the foundation, the basis by which a suit arises and must be
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disposed of.”).
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As detailed in the table below, the majority of the information sought to be sealed pertains
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to information about the clinical trial of CA_008, a pain-relieving product that Defendant
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Concentric Analgesics, Inc. is developing. Defendants assert that it does not publicly disclose the
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specific efficacy and safety targets that it is analyzing in clinical trials, or the information it
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provides to the Food and Drug Administration (“FDA”) about such trials. See, e.g., Dkt. No. 22-3.
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Such information, Defendants contend, could signal its goals for pharmaceutical products under
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development, as well as its progress toward meeting those goals. Id. at 2. Accordingly,
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Defendants conclude that the public release of such information could give non-party competitors
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an unfair advantage in the development or marketing of rival products. Id.
However, the allegations contained in the proposed redactions of the complaint are critical
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(even central) to Plaintiffs’ claims in this case. Defendants seek to seal the alleged
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misrepresentations and omissions about the clinical trial presented to prospective investors, which
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underlie all of Plaintiffs’ causes of action. The “interest in ensuring the public’s understanding of
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the judicial process and of significant public events,” Kamakana, 447 at 1179, is thus not served if
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the fundamental basis for Plaintiffs’ claims is redacted from the complaint. Moreover,
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notwithstanding Defendants’ characterizations, the allegations in the complaint appear to contain
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only high-level takeaways about the structure and results of the clinical trial that Concentric shared
with its investors. These overly broad redactions continue in Defendants’ motions to seal the
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United States District Court
Northern District of California
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briefing related to its motion to dismiss, obscuring the nature of the parties’ arguments.
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Defendants have not explained with sufficient specificity how the disclosure of this information
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could harm Concentric’s competitive advantage. Nevertheless, the Court finds that Defendants
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have narrowly tailored some of their requested redactions to confidential and proprietary business
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and intellectual property information. The public release of these documents could give non-party
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competitors an unfair advantage in the development or marketing of rival products. See In re Elec.
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Arts, Inc., 298 F. App’x 568, 569 (9th Cir. 2008) (ordering sealing where documents could be
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used “‘as sources of business information that might harm a litigant’s competitive standing’”)
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(quoting Nixon v. Warner Commc’ns, Inc., 435 U.S. 589, 598 (1978)). Thus, the Court finds that
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in those circumstances Defendants have established compelling reasons to grant the motions to file
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under seal. See, e.g., Linex Techs., Inc. v. Hewlett-Packard Co., No. C 13-159 CW, 2014 WL
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6901744 (N.D. Cal. Dec. 8, 2014); Apple Inc. v. Samsung Elecs. Co., Ltd., No. 11-CV-01846-
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LHK, 2012 WL 6115623 (N.D. Cal. Dec. 10, 2012).
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Additionally, Defendants seek to seal the names of non-party shareholders and the values
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of their respective shareholdings. Such financial information is nonpublic, and irrelevant to the
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allegations in the complaint. See G&C Auto Body Inc v. Geico Gen. Ins. Co., No. C06-04898
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MJJ, 2008 WL 687372, at *2 (N.D. Cal. Mar. 11, 2008) (sealing third-party information that is of
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“little or no relevance to the issues that were raised”). Thus, the Court finds that Defendants have
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established compelling reasons to grant in part the motions to file under seal on this basis.
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Docket No.
Public/
(Sealed)
Dkt. No. 1/
(Dkt. No. 2-4)
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United States District Court
Northern District of California
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Dkt. No. 1-1/
(Dkt. No. 2-6)
Document
Portion(s) Sought to
be Sealed
Ruling
Dkt. No. 2 – GRANTED IN PART and DENIED IN PART
Complaint
Excerpts
DENIED
The high-level information about
the pharmaceutical clinical trial is
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
Ex. A to
Excerpts
GRANTED IN PART
Complaint
The following pages contain third
(Series B
parties’ confidential financial
Preferred
information:
Stock
Purchase
• 36–44
Agreement),
• 46–65
• 67–88
• 90–167
• 172–217
See Dkt. No. 22-3. See also Dkt.
No. 22-2, Ex. 2 (portions of
complaint and Exhibit A for which
Defendants withdraw sealing
request).
Dkt. No. 37 – GRANTED IN PART and DENIED IN PART
Dkt. No. 38/
Defendants’
Excerpts
DENIED
(Dkt. No. 37-4) Joint Motion
The information about the
to Dismiss
pharmaceutical clinical trial is
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
Dkt. No. 38-2/
Ex. A to the
Entire Document
DENIED
(Dkt. No. 37-5) Declaration of
The information about the
Travis Silva
pharmaceutical clinical trial is
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Docket No.
Public/
(Sealed)
Document
Portion(s) Sought to
be Sealed
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Dkt. No. 38-3/
(Dkt. No. 37-6)
Ex. B to the
Declaration of
Travis Silva
Entire Document
Dkt. No. 38-5/
(Dkt. No. 37-7)
Ex. D to the
Declaration of
Travis Silva
Entire Document
Dkt. No. 38-7/
(Dkt. No. 37-9)
Ex. F to the
Declaration of
Travis Silva
Excerpts
Dkt. No. 38-8/
(Dkt. No. 3711)
Ex. G to the
Declaration of
Travis Silva
Excerpts
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United States District Court
Northern District of California
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Ruling
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
DENIED
The information about the
pharmaceutical clinical trial is
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
DENIED
The information about the
pharmaceutical clinical trial is
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
DENIED
The information about the
pharmaceutical clinical trial is
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
GRANTED IN PART
The following contains
confidential proprietary business
information, including market
analysis; description of intellectual
property and products under
development; and prior studies of
products under development, that
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Docket No.
Public/
(Sealed)
Document
Portion(s) Sought to
be Sealed
do not directly pertain to the
alleged misrepresentations in this
action:
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United States District Court
Northern District of California
Ruling
Pages 14–15
Pages 17–20
Pages 22–24
Pages 26–36
Page 38
Page 48
Pages 55–68
Pages 74–95
Page 97
Pages 104–105
Page 113
Pages 124–125
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Dkt. No. 38-9/
(Dkt. No. 3713)
Ex. H to the
Declaration of
Travis Silva
See Dkt. No. 37-1.
GRANTED IN PART
The following contains
confidential proprietary business
information, including market
analysis; description of intellectual
property and products under
development; and prior studies of
products under development, that
do not directly pertain to the
alleged misrepresentations in this
action:
Excerpts
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Dkt. No. 38-10/
(Dkt. No. 3715)
Ex. I to the
Declaration of
Travis Silva
Page 4
Page 26
Page 47–54
Page 57
See Dkt. No. 37-1.
GRANTED IN PART
The following contains
confidential proprietary business
information, including market
analysis; description of intellectual
property and products under
development; and prior studies of
products under development, that
Excerpts
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Docket No.
Public/
(Sealed)
Document
Portion(s) Sought to
be Sealed
do not directly pertain to the
alleged misrepresentations in this
action:
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United States District Court
Northern District of California
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Ruling
Dkt. No. 38-11/
(Dkt. No. 3717)
Ex. J to the
Declaration of
Travis Silva
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Excerpts
Page 3
Pages 6–12
Page 20
Pages 21–24
Page 27–29
Page 32
Page 34
Pages 36–37
See Dkt. No. 37-1.
GRANTED IN PART
The following contains
confidential proprietary business
information, including market
analysis; description of intellectual
property and products under
development; and prior studies of
products under development, that
do not directly pertain to the
alleged misrepresentations in this
action:
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Page 3
Pages 5–6
Pages 16–17
Page 19
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Dkt. No. 42/
(Dkt. No. 41-4)
Opposition to
Defendants’
Joint Motion to
Dismiss
Dkt. No. 51/
(Dkt. No. 50-5)
Reply Brief in
Support of
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Dkt. No. 41 - DENIED
Excerpts
DENIED
The information about the
pharmaceutical clinical trial is
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
Dkt. No. 50 - DENIED
Excerpts
DENIED
The information about the
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Docket No.
Public/
(Sealed)
Document
Portion(s) Sought to
be Sealed
Defendants’
Joint Motion
to Dismiss
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Ruling
pharmaceutical clinical trial is
critical to the public’s
understanding of Plaintiffs’
allegations and this case, and
Defendants have not established a
compelling reason that overrides
this interest or narrowly tailored
the requested redactions.
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III.
CONCLUSION
The Court GRANTS IN PART and DENIES IN PART the administrative motion to file
under seal portions of the complaint, Dkt. No. 2, and GRANTS IN PART and DENIES IN
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United States District Court
Northern District of California
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PART the administrative motion to seal the motion to dismiss and accompanying exhibits, Dkt.
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No. 37, and otherwise DENIES the remaining administrative motions to seal without prejudice,
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Dkt. Nos. 41, 50. The Court DIRECTS the parties to file revised public versions of all documents
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for which the proposed sealing has been denied, in whole or in part, within seven days of this
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order. Pursuant to Civil Local Rule 79-5(f)(1), documents filed under seal as to which the
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administrative motions are granted will remain under seal.
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IT IS SO ORDERED.
Dated: 3/17/2021
______________________________________
HAYWOOD S. GILLIAM, JR.
United States District Judge
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