Johnson v. Valvoline, Inc. et al

Filing 33

MEMORANDUM AND ORDER: IT IS HEREBY ORDERED that the Defendants' motions to strike Plaintiff's punitive damages pleading and impertinent and immaterial pleadings (ECF Nos. 7 , 8 , 16 and 32 ) and Valvoline's motion for oral argument (ECF No. 27 ) are DENIED. Signed by Sr. District Judge John A. Ross on 3/4/2025. (LNJ)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MISSOURI
EASTERN DIVISION
CATHY JOHNSON,
Plaintiff,
V.

VALVOLINE, INC., et al.,
Defendants.

)
)
)
)
)
)
)
)
)

Case No. 4:24-cv-00972-JAR

MEMORANDUM AND ORDER

This matter is before the Court on several motions: (1) the motion to strike Plaintiff's
punitive damages pleading filed by Defendants Valvoline Instant Oil Change Franchising, Inc.,
Valvoline, Inc., and Valvoline, LLC (collectively, "Valvoline") (ECF No. 7); (2) Valvoline's
motion to strike plaintiff's impertinent and immaterial pleadings (ECF No. 8); (3) the motion to
strike Plaintiff's punitive damage pleadings and plaintiffs impertinent and immaterial pleadings
filed by Defendant Jiffy Lube International, Inc., and Team Car Care East, LLC's (collectively,
"Jiffy Lube") (ECF No. 16); (4) Valvoline's motion for oral argument (ECF No. 27); and (5) Jiffy
Lube's second motion to strike Plaintiff's punitive damage pleading and Plaintiff's impertinent
and immaterial pleadings (ECF No. 32). Plaintiff Cathy Johnson filed a combined response to
Valvoline's two motions to strike (ECF No. 23), but she has not responded to any other motions
and the time to do so has passed. Valvo line filed a reply in support of its motions to strike. ECF
No. 26. 1 Jiffy Lube has not filed a reply brief regarding its motion to strike, and the time to do so

Valvoline labeled its reply brief as its "Memorandum in Support of Their Motions to
Strike and Reply to Plaintiff's Memorandum in Opposition." Given the date of filing and its
submission after Plaintiff had filed her response, the Court interprets Valvoline's filing as a reply
only. The Court need not consider arguments raised for the first time in Valvoline's reply.

has passed. These matters are now fully briefed and ripe for disposition. For the reasons
explained below, all of the motions will be denied.
Background

Plaintiff first filed this case in the Circuit Court of St. Louis County, Missouri, on May
31, 2024. ECF No. 5. Plaintiff's claims arise from a June 15, 2019, motor vehicle accident in
which the front driver's side wheel of her vehicle fell off while she was driving it after
employees at Valvoline and Jiffy Lube locations had worked on or otherwise inspected her
vehicle. Plaintiff's initial Petition raised various claims of violations of the Missouri
Merchandising Practice's Act ("MMPA") and negligence against Defendants Valvoline, Jiffy
Lube, Ashland, LLC, and Ashland Oil, Inc.
On July 15, 2024, Jiffy Lube removed the case to this Court pursuant to 28 U.S.C.
§§ 1332, 1441, and 1446. ECF No. 1.
On July 16, 2024, Valvoline filed its motions to strike. ECF Nos. 7 and 8. On July 22,
2024, Jiffy Lube filed its first motion to strike, in which it states that it incorporates by reference
the arguments raised in Valvoline's motions to strike. ECF No. 16.
Also on July 22, 2024, Plaintiff filed a consent motion to amend her complaint to drop all
allegations against Ashland, LLC, and Ashland Oil, Inc. ECF No. 12. In Plaintiff's motion, she
states that her counsel and counsel for Valvoline "agreed that all currently pending Motions filed
by [Valvo line] are equally applicable to the proposed First Amended Complaint and, therefore,
may move forward as currently filed." Id at, 8. The Court granted Plaintiff's motion (ECF No.
13), and on July 23, 2024, Plaintiff filed her Amended Complaint, which is now the operative
complaint (ECF No. 19). Plaintiff's allegations against Valvoline and Jiffy Lube remain
unchanged between her initial Petition and her Amended Complaint.

2

On July 29, 2024, Plaintiff filed her response. ECF No. 23. On August 2, 2024,
Valvoline filed its reply. ECF No. 26. That same day, Valvoline also filed its motion for oral
argument. ECF No. 27. On August 20, 2024, Jiffy Lube filed its second motion to strike, which
again appears to incorporate the arguments raised in Valvoline's motion to strike, though this
time Jiffy Lube asks that strike other allegations that it did not attack in its initial motion.
In its first motion to strike, Valvoline (and Jiffy Lube via its incorporation ofValvoline's
arguments) argues that certain of Plaintiff's allegations in her initial Petition should be stricken
because Plaintiff requests punitive damages. According to Valvoline, the allegations related to
punitive damages in the initial Petition violate of Mo. Rev. Stat. § 510.261.5. ECF No. 7. In its
second motion to strike, Valvoline argues that several of Plaintiff's allegations in her initial
Petition relating to Valvoline's denial of her allegations and failure to properly evaluate her
claims should be stricken under Missouri law because such allegations are immaterial and/or
impertinent to Plaintiff's claims. Valvoline separately argues that these allegations may also be
stricken because they "border on an improper attempt to place inadmissible settlement discussion
into the public record." ECF No. 8 at ,r 15. According to Valvoline, because the parties may use
Plaintiff's Petition as an exhibit during this litigation or that it may be admitted as an exhibit at
trial, these statements should be stricken from the record.
In her response, Plaintiff argues that her allegations related to punitive damages are
governed by Federal Rule of Civil Procedure 8 and not Missouri's statute. According to
Plaintiff, the issue of whether allegations of punitive damages are properly included in a
complaint in federal court is an issue of federal civil procedure. Plaintiff cites to several cases
out of this Court that have consistently ruled that Fed. R. Civ. P. 8 permits these allegations,
despite the Missouri statute prohibiting such allegations in this initial petition. She further

3

contends that Valvoline and Jiffy Lube, through their statements in the motions, acknowledge
that this is an issue of procedure.
Plaintiff also argues that her allegations related to Valvoline's and Jiffy Lube's denial of
wrongdoing are relevant to her claims regarding Defendants' deceptive advertising and as to
punitive damages. Essentially, Plaintiff contends that Valvoline and Jiffy Lube's representations
in advertising materials regarding superior service and ensuring their customer's safety do not
square with her experiences with the companies' services. She further argues that her allegations
regarding Defendants' denial of responsibility goes to their mental state and thus their culpability
and Plaintiff's right to punitive damages.
In its reply, Valvoline-for the first time-argues that the Court's previous rulings on this
issue are wrongly decided because the application of Mo. Rev. Stat. § 510.261.5 affects
Defendants' substantive rights. Valvoline admits that "when answering the question of whether
to apply§ 510.261.5 in federal diversity cases, Missouri Federal District Courts have always
found it inapplicable." ECF No. 26 at 3. Valvoline argues that, despite this consensus, this Court
should rule differently because these previous decisions have simply failed to analyze the
substantive nature of the Missouri statute. At its heart, Valvoline's argument is that the Missouri
federal courts that have addressed this issue have improperly applied Shady Grove Orthopedic
Associates, PA. v. Allstate Ins. Co., 559 U.S. 393 (2010), and instead this Court should apply the
Erie 2 doctrine and rule that Missouri law controls. Valvoline also reiterates its arguments as to

why certain allegations should be stricken from Plaintiff's complaint as immaterial and/or
impertinent. Valvoline seeks oral argument on these issues. ECF No. 27.

2

Erie R.R. Co. v. Tompkins, 304 U.S. 64 (1938).

4

Legal Standard
Under Federal Rule of Civil Procedure 12(f), a court may "strike from a pleading an
insufficient defense or any redundant, immaterial, impertinent, or scandalous matter." Fed. R.
Civ. P. 12(f). While district courts have broad discretion in deciding on motions to strike,
striking a pleading is a drastic remedy that is not favored and infrequently granted. Hogan v. WalMart Stores E., LP, No. 4:21-CV-78 RLW, 2021 WL 3363149, at *3 (E.D. Mo. Aug. 3, 2021)
(citations omitted).
Discussion
As an initial matter, despite what the parties may have agreed to, Defendants' motions to
strike appear to be moot, except arguably Jiffy Lube's second motion to strike, which was the
only one filed after Plaintiff filed her Amended Complaint. Valvoline and Jiffy Lube's motions
to strike are directed at Plaintiff's initial Petition, which has been replaced by Plaintiff's
Amended Complaint. See Schlajly v. Eagle Forum, 970 F.3d 924, 933 (8th Cir. 2020)
("Generally, an amended complaint supercedes [sic] an original complaint and renders the
original complaint without legal effect.") (internal quotation marks and citation omitted).
However, given the likelihood that the Court's denial of Defendants' motions to strike would
result in Defendants' simply refiling their current motions, the Court will address the issues
raised in the current motions to strike.
The Court finds it unnecessary to fully engage with the arguments that Valvoline-and by
adoption, Jiffy Lube-raised first in its reply brief. "As a general rule, courts will not consider
arguments raised for the first time in a reply." Green v. Missouri, 734 F. Supp. 2d 814, 848 (E.D.
Mo. 2010) (citing Barnham v. Reliance Standard Life Ins. Co., 441 F.3d 581, 584 (8th Cir. 2006).
Valvoline's initial motion makes no arguments regarding whether this Court should conduct an

5

Erie analysis or an analysis under Shady Grove related to the issue of whether Missouri's statute
or the federal pleading rules under Federal Rule of Civil Procedure 8 control the propriety of
Plaintiff's punitive damages allegations. Valvoline's labeling of its reply as a "Memorandum of
Law in Support" does not change the reality that these arguments were only raised after Plaintiff
presented arguments countering Defendants' initial motions to strike. Even so, the Court will
consider Valvoline's arguments.
As Valvoline concedes, every time this Court and the Federal District Court for the
Western District of Missouri have addressed the issue of whether Mo. Rev. Stat. § 510.261.5 or
Federal Rule of Civil Procedure 8 controls whether allegations of punitive damages are properly
pleaded in a plaintiff's complaint, the courts have determined that Rule 8 controls. See, e.g.,
Kilburn v. Autosport Acquisitions, LLC, No. 1:20-cv-211-ACL, 2021 WL 307550 (E.D. Mo. Jan.
29, 2021). This Court has based those decisions on an application of Shady Grove.
Under Shady Grove, "[a] federal court exercising diversity jurisdiction should not apply a
state law or rule if (1) a Federal Rule of Civil Procedure 'answer[s] the same question' as the
state law rule and (2}the Federal Rule does not violate the Rules Enabling Act." Abbas v.
Foreign Policy Grp., LLC, 783 F.3d 1328, 1333 (D.C. Cir. 2015) (quoting Shady Grove, 559 U.S.
at 398-99). The Supreme Court provides that courts need not "wade into Erie's murky waters"
when the Federal Rule satisfies these two elements. Shady Grove, 559 U.S. at 398.
Federal Rule of Civil Procedure 8, which governs the requirements of pleadings in
federal courts, provides that a complaint "must contain" both "a short and plain statement of the
claim showing that the pleader is entitled to relief' and "a demand for the relief sought." Fed. R.
Civ. P. 8(a)(2) and (3). As this Court has consistently held, Mo. Rev. Stat. § 510.261.5 and Rule
8 answer the same question, namely: may punitive damages claims be included in an initial

6

complaint? Section 510.261.5 answers "no-never," while Rule 8 answers "yes-always." See
Shady Grove, 559 U.S. at 401 n.4 (stating that a conflict exists between state a local law and the
Federal Rules when both sources of law address "the procedural right to maintain" an action in
federal court). This Court has similarly held that Rule 8 is valid under the Rules Enabling Act
because it "governs the pleading standard and content of a complaint." Kilburn, 2021 WL
307550, at *2. The Court finds no reason to disrupt this sound analysis.
Valvoline's citation to cases from the District of Minnesota do not require a different
result. Minnesota, like Missouri, has adopted a law that prohibits an initial complaint from
seeking punitive damages and requires plaintiffs seeking punitive damages to make a motion to
amend the pleadings to add punitive damages claims. Compare Minn. Stat. Ann. § 549 .191
(West 1986) with Mo. Rev. Stat.§ 510.261.5 (2020). However, the cases to which Valvoline
cites do not address the issue of whether Rule 8 or Minn. Stat. Ann. § 549.191 controls, but
instead address whether motions to amend complaints to add punitive damages should be
decided under the standards set forth under Federal Rule of Civil Procedure 15 or Minn. Stat.
, Ann. § 549.191. See, e.g., Fournier v. Marigold Foods, Inc., 678 F. Supp. 1420 (D. Minn. 1988)
(decided before Shady Grove); see also Rilley v. MoneyMutual, LLC, No. 16-cv-4001, 2018 WL
6920764 (D. Minn. Dec. 13, 2018) (decided after Shady Grove and declining to adopt the Shady
Grove test in favor of an Erie analysis). Valvo line fails to explain why the District of
Minnesota's decision in those cases, which do not address Rule 8, should be adopted here where
the Rule 15 standard for the amendment of pleadings is not in issue. The Court finds that its
;

previous holdings that Rule 8 controls the procedural issues of punitive damages pleading in
federal court are soundly reasoned, and it will deny Defendants' motions to strike the punitive
damages allegations from Plaintiff's Amended Complaint.

7

The Court also finds that none ofPlaintiff's other allegations should be stricken as
immaterial or impertinent. As Plaintiff has explained, Plaintiff's allegations regarding the
reactions ofValvoline and Jiffy Lube to her informing them ofher accident and their subsequent
denial of any wrongdoing may indeed go to Defendants' culpability for punitive damages.
Similarly, these allegations support the claims Plaintiff raises under the MMPA. Defendant's
conclusory statements that these allegations are immaterial and/or impertinent fail to provide a
sufficient basis to strike any portions ofPlaintiff's Amended Complaint. Defendants' motions to
strike these allegations will be denied.
The Court need not hear oral argument on Defendants' motions. The law on these issues
has been established for years, and Defendants' have come forth with no valid basis to rule
differently. Additionally, because the bulk ofDefendants' arguments were presented in
Valvoline's reply, the Court is not required to even consider the issues at all. Valvoline's motion
for oral argument will be denied.
Conclusion
Accordingly,
IT IS HEREBY ORDERED that the Defendants' motions to strike Plaintiff's punitive
damages pleading and impertinent and immaterial pleadings (ECF Nos. 7, 8, 16 and 32) and
Valvoline's motion for oral argument (ECF No. 27) are DENIED.
Dated this 4th day of March, 2025.

A.ROSS
ED STATES DISTRICT JUDGE

8