Collier Hma Physician Mgmt., LLC v. NCH Healthcare Sys., Inc., Case No: 2:18-cv-408-FtM-38MRM
| Decision Date | 22 January 2019 |
| Docket Number | Case No: 2:18-cv-408-FtM-38MRM |
| Parties | COLLIER HMA PHYSICIAN MANAGEMENT, LLC and NAPLES HMA, LLC, a Florida limited liability company Plaintiffs, v. NCH HEALTHCARE SYSTEM, INC., NAPLES COMMUNITY HOSPITAL, INC. and NCHMD, INC., Defendants. |
| Court | U.S. District Court — Middle District of Florida |
Before the Court is Defendants NCH Healthcare System, Inc. ("NCH Healthcare"), Naples Community Hospital, Inc. ("NCH Hospital"), and NCHMD, Inc.'s ("NCHMD") Motion to Dismiss (Doc. 24) filed on August 13, 2018. Defendants have also filed three Requests for Judicial Notice (Docs. 26; 38; 39). Plaintiffs Collier HMA Physician Management, LLC ("Collier HMA") and Naples HMA, LLC ("Naples HMA") filed a Memorandum in Opposition to Defendants' Motion to Dismiss (Doc. 33) on September 21, 2018, to which Defendants filed a Reply on October 15, 2018 (Doc. 40). Plaintiffsthen filed a Sur-Reply (Doc. 43) on October 29, 2018. For the following reasons, the Court (a) grants in part and denies in part Defendants' motion to dismiss (Doc. 24) and (b) grants in part and denies in part Defendants' requests for judicial notice (Docs. 26; 38; 39).
This is an action for tortious interference, conspiracy, unfair competition, and deceptive and unfair trade practices under Florida law. (Doc. 9). Collier HMA, which does business as Physicians Regional Medical Group ("PRMG"), is a multi-specialty physician practice group. (Id. at ¶ 10). PRMG is affiliated with Naples HMA, which does business as Physicians Regional Healthcare System ("Physicians Regional") and two local hospitals: Physicians Regional Medical Center-Pine Ridge and Physicians Regional Medical Center-Collier Boulevard (collectively, "Physicians Regional Hospitals"). (Id. at ¶¶ 10-11).
To staff its facilities, Physicians Regional recruits physicians through its employment arm, PRMG. (Id. at ¶14). PRMG employs both primary care providers and specialists, who refer patients to each other and to Physicians Regional Hospitals, as needed. (Id. at ¶ 15). Each new hire is required to sign a contract with PRMG, which contains a non-compete clause that prevents physicians from working for a direct competitor for a one-year period after the contract has ended. (Id. at ¶¶ 17-18). Physicians Regional's direct competitor in the Naples, Florida market is NCH Healthcare.(Id. at ¶ 19). NCH Healthcare, like Physicians Regional, provides hospital services through its affiliated hospital, NCH Hospital, and recruits physicians through its employment arm, NCHMD. (Id. at ¶ 30).
Plaintiffs contend, nearly six years ago, Defendants unlawfully recruited and hired the following physicians in violation of their employee contracts with PRMG:
• Bryan Murphey, M.D.
• Joseph Stafford, M.D.
• Brian Menichello, M.D.
• Monica Menichello, M.D.
• Natasha Choyah, M.D.
• Paul Rubinton, M.D.
• Carlos Portu, M.D.
(collectively, the "PRMG physicians"). (Id. at ¶ 28). Specifically, Plaintiffs assert Defendants devised a scheme to recruit these physicians once Physicians Regional had expended great resources to hire them and establish their practices in the Naples, Florida market. (Id. at ¶ 31). As part of the scheme, Defendants advised these physicians, through legal counsel, that PRMG and its affiliates could not enforce the non-compete clause and thus induced them to breach their contractual agreements. (Id. at ¶ 35; ¶ 36). Plaintiffs maintain, as a result of Defendants' unlawful actions, they suffered a loss of patients, goodwill, and confidential business information. (Id. at ¶ 53; ¶ 60; ¶ 67; ¶ 74; ¶ 79; ¶ 82).
As its first line of attack, Collier HMA filed suit against Drs. Murphey, Stafford, and Brian and Monica Menichello in Florida state court for temporary and permanentinjunctive relief based upon breach of contract. (Id. at ¶ 44). Non-party, NCHMD, intervened in the suit as a party defendant. (Doc. 26-8 at 1-2). The trial court denied Collier HMA's motion for temporary injunction and ultimately entered summary judgment in favor of the physicians on the theory that the restrictive covenant was unenforceable because Collier HMA was a 'successor' employer and the employment agreement did not expressly authorize enforcement of the covenant by an assignee or successor[.]" Collier HMA Physician Mgmt., LLC v. Menichello, 223 So. 3d 334, 335 (Fla. 2d DCA 2017). (Docs. 26-9; 26-11). Collier HMA appealed both rulings. See id. at 337. The appellate court affirmed the trial court's denial of temporary injunction but reversed the court's decision to enter summary judgment in favor of the physicians. See id. at 337, 342. Specifically, the appellate court held that Collier HMA was not a successor under Florida law and, therefore, could enforce the non-compete clause. See id. at 342. The appellate court remanded the case back to the trial court level for further proceedings. See id. These state actions remain ongoing.
Now, Collier HMA and Naples HMA sue NCH Healthcare, NCH Hospital, and NCHMD for the unlawful acts leading up to the physicians' breach of contract. Defendants move the Court to (1) take judicial notice of several court filings in the underlying state actions and (2) dismiss the Amended Complaint for failure to state a claim under Fed. R. Civ. P. 12(b)(6). (Docs. 24; 26; 38; 39). The Court addresses each motion below, starting with Defendants' requests for judicial notice.
Courts "may judicially notice a fact that is not subject to reasonable dispute because it: (1) is generally known within the trial court's territorial jurisdiction; or (2) canbe accurately and readily determined from sources whose accuracy cannot reasonably be questioned." Fed. R. Evid. 201(b). A court "must take judicial notice if a party requests it and the court is supplied with the necessary information." Fed. R. Evid. 201(c)(2). Furthermore, the "court may take judicial notice of a document filed in another court 'not for the truth of the matters asserted in the other litigation, but rather to establish the fact of such litigation and related filings.'" United States v. Jones, 29 F.3d 1549, 1553 (11th Cir. 1994) (citing Liberty Mut. Ins. Co. v. Rotches Pork Packers, Inc., 969 F.2d 1384, 1388-89 (2d Cir. 1992)). Thus, judicial notice of related court cases can only be taken for two limited purposes: either to recognize the judicial act that the order represents or the subject matter of the litigation. See Allstate Ins. Co. v. Estate of Robert M. Levesque, Case No. 8:08-cv-2253-T-33EAJ, 2010 WL 2978037, *1 (citing Jones, 29 F.3d at 1553; In re Delta Res., Inc., 54 F.3d 722, 725-26 (11th Cir. 1995); Johnson v. Clark, Case No. 2:03-cv-490-FTM-33DNF, 2006 WL 289107, at *2 (M.D. Fla. Feb. 7, 2006)). These kinds of notices can be taken without converting the motion to dismiss to a motion for summary judgment. See Universal Express, Inc. v. U.S. S.E.C., 177 Fed. App'x. 52, 53 (11th Cir. 2006) (citing Bryant v. Avado Brands, Inc., 187 F.3d 1271, 1278 (11th Cir. 1999)).
When considering a motion to dismiss under Federal Rule of Civil Procedure 12(b)(6), the court must accept all factual allegations as true and view them in a light most favorable to the plaintiff. See Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009). This preferential standard of review, however, does not permit all pleadings adorned with facts to survive to the next stage of litigation. The Supreme Court has been clear on this point - a district court should dismiss a claim where a party fails to plead facts that make the claim facially plausible. See Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007). A claim is faciallyplausible when the court can draw a reasonable inference, based on the facts pled, that the opposing party is liable for the alleged misconduct. See Iqbal, 556 U.S. at 678. This plausibility standard requires "more than a sheer possibility that a defendant has acted unlawfully." Id. (citing Twombly, 550 U.S. at 557 (internal quotation marks omitted)).
Defendants move this Court to take judicial notice of (a) several court filings in the concurrent state cases and (b) the contractual agreement between Collier HMA and Dr. Brian Menichello. (Docs. 26; 38; 39). Although given the opportunity, Plaintiffs did not respond to Defendants' requests. As to the state cases, Defendants cite four lawsuits in the Twentieth Judicial Circuit Court in Collier County, Florida, and two actions in Florida's Second District Court of Appeal.3 (Doc. 26 at 1). Defendants do not seek a ruling from this Court that the allegations contained within the court filings are true, but rather, to take notice Collier HMA is in the process of seeking judgments against the PRMG physicians. In doing so, Defendants want to show (1) Plaintiffs have improperly split claims and (2) this Court should abstain from exercising its jurisdiction over this action pursuant toColorado River Water Conservation Dist. v. United States, 424 U.S. 800 (1976). The Court thus takes judicial notice of the subject matter of the state trial and appellate court filings and recognizes the judicial acts each order represents. The Court, however, does not take judicial notice of the accuracy of the factual allegations, arguments, or legal conclusions contained within the state court filings. See Vongrabe v. Rice, No. 3:06-cv-152-J-33HTS, 2006 WL 1805873, at *2 (M.D. Fla. June 29, 2006).
The Court, however, declines to take judicial notice of the employment contract between Collier HMA and Dr. Brian Menichello because Defendants have failed to show it is indisputable. See Jones, 29 F.3d at 1553 (citing Fed. R. Evid. 201)). Defendants assert the contract was filed as a document in Florida's Second District Court of Appeal, but there is no evidence to show that is true. In addition, Defendants do not provide any other bases in support of this Court taking judicial notice of the contract. Thus, the agreement is not capable of accurate and...
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