The opinion
IN THE UNITED STATES DISTRICT COURT
FOR THE MIDDLE DISTRICT OF PENNSYLVANIA
IN RE: GEISINGER HEALTH AND No. 4:21-CV-00196
EVANGELICAL COMMUNITY
HOSPITAL HEALTHCARE (Chief Judge Brann)
WORKERS ANTITRUST
LITIGATION
MEMORANDUM OPINION
JUNE 3, 2022
In this antitrust class action suit against Geisinger Health and Evangelical
Community Hospital—concerning the Defendants’ alleged agreement not to
recruit each other’s skilled healthcare workers in central Pennsylvania—the parties
have reached an impasse over a discovery dispute. Specifically, the Plaintiffs seek
documents and data regarding all Geisinger and Evangelical employees from a
specified period. The Defendants object to the requests as overbroad, arguing that
the Plaintiffs’ definition of “employee” impermissibly includes (1) non-healthcare
workers who are not part of the putative class, and (2) workers outside the relevant
market of central Pennsylvania. The Court agrees with the Defendants and
instructs the parties to proceed with discovery using a narrower definition of
“employee” consistent with the term “Healthcare Workers” as defined in the
Plaintiffs’ Consolidated Class Action Complaint.
I. Background
The Plaintiffs initiated this antitrust class action in February 2021, alleging
that Geisinger and Evangelical entered a so-called “no poach” agreement whereby
the two competing health systems, which dominate the healthcare market in central
Pennsylvania, agreed not to recruit each other’s healthcare workers.1 On March 18,
2021, the Plaintiffs filed their Consolidated Class Action Complaint (“Amended
Complaint”), which includes the following description of the suit:
This class action challenges an illegal agreement between
two competitors, Geisinger and Evangelical, not to
recruit (or “poach”) each other’s physicians, nurses,
psychologists, therapists, and other healthcare
professionals (“Healthcare Workers”).2
In detailing the contours of the putative class, the Amended Complaint
describes the defined “Healthcare Workers” as individuals with “specialized
training and knowledge, including specialized schooling, advanced academic
degrees, specialized occupational skills and knowledge, licensing and certification
requirements, and specialized on-the-job training and experience.”3 Further, the
Amended Complaint provides that “[t]he No-Poach Agreement covered
Defendants’ Healthcare Workers in a region in central Pennsylvania that includes
1 Doc. 1.
2 Doc. 46 ¶ 1.
3 Id. ¶ 35; see also id. ¶ 36 (“Defendants view Healthcare Workers as possessing important
skills and experiences that cannot be readily found in employees in other professional or
occupational fields.”).
Union, Snyder, Northumberland, Montour, Lycoming, and Columbia counties.”4
Although the Plaintiffs allege that “[t]he No-Poach Agreement began at least as
early as 2010, and may have existed even earlier,” they limited the “Class Period”
to “January 2011 through such time as [the] Defendants’ anticompetitive conduct
ceased.”5
The Defendants filed a joint motion to dismiss the Amended Complaint in
May 2021,6 which the Court denied in part on November 16, 2021.7 Shortly
thereafter, the Plaintiffs served their Revised First Set of Requests for Production
(“RFPs”), consisting of forty-four (44) separate requests.8 The parties have been
negotiating the scope of production since January 2022 and agreed on all aspects of
the Plaintiffs’ RFPs, save one: the scope of employees on whom the Defendants
must produce relevant documents and data.9
The Plaintiffs’ RFPs include twenty-four (24) requests that concern the
Defendants’ “Employees,”10 which the Plaintiffs define as follows:
[A]ny current or former executive, manager, salesperson,
secretary, staff member, messenger, agent, worker,
independent contractor, or other Person who is or was
employed by, or did work in exchange for Compensation,
4 Id. ¶ 2.
5 Id. ¶¶ 6, 67.
6 Doc. 51.
7 Doc. 66; Doc. 67.
8 Doc. 91-1, Ex. 1 (Plaintiffs’ RFPs).
9 Doc. 91 at 1, 5.
10 Id. at 1 n.1 (“The disputed RFPs include Nos. 8, 9, 10, 11, 13, 14, 15, 17, 18, 20, 21, 22, 24,
25, 26, 27, 28, 32, 33, 34, 35, 36, 37, and 39.”).
for the responding Defendant during the Relevant
Period.11
The Defendants consider this definition impermissibly overbroad, as it includes
workers who are not part of the proposed class and who are therefore unrelated to
this suit.12
The parties have worked to resolve this disagreement but without success.
Geisinger and Evangelical provided the Plaintiffs with comprehensive lists of job
titles for all their employees—which collectively totaled more than 8,500
positions—so that the Plaintiffs could identify which positions fall under the term
“Healthcare Workers” as defined in the Amended Complaint.13 The Plaintiffs
reviewed the lists and identified approximately 8,100 positions that they believe
should be included as “Healthcare Workers.”14 The Defendants objected, arguing
that the Plaintiffs “includ[ed] personnel who are obviously not ‘skilled’ Healthcare
Workers delivering patient care, such as ‘treasury analyst,’ ‘tax manager,’ ‘payroll
clerk,’ ‘desktop support specialist,’ ‘supply chain contract coordinator,’ ‘graphic
designer,’ and ‘underwriter.’”15 The Defendants then refused to make a
counterproposal, leaving the parties at the present impasse.16
11 Doc. 91-1, Ex. 1 (Plaintiffs’ RFPs) ¶ 13.
12 Doc. 91 at 5–9.
13 Id. at 6; see also id. at 4 (“Evangelical provided a list of 466 job titles and Geisinger provided
lists of 7,918 and 3,597.”).
14 Id. at 4, 6.
15 Id. at 6.
16 Id. at 4.
On May 13, 2022, the parties filed a joint letter requesting a telephonic
discovery conference on the instant discovery dispute.17 The Court held the
telephonic conference with counsel for the parties on June 1, 2022,18 and is now
prepared to address the issue.
II. Law
Under the Federal Rules of Civil Procedure, “[p]arties may obtain discovery
regarding any nonprivileged matter that is relevant to any party’s claim or defense
and proportional to the needs of the case.”19 Consistent with this language, the
United States Court of Appeals for the Third Circuit holds that “the scope of
discovery under the Federal Rules is unquestionably broad.”20 That said, the Third
Circuit explains that “this right is not unlimited and may be circumscribed.”21
Relevant here, in the class action context, courts generally do not permit plaintiffs
to obtain discovery on entities and individuals outside the class definition and
beyond the scope of the allegations in the complaint.22 This comports with the
17 Doc. 91.
18 Doc. 92.
19 Fed. R. Civ. P. 26(b)(1).
20 Bayer AG v. Betachem, Inc., 173 F.3d 188, 191 (3d Cir. 1999).
21 Id.
22 See, e.g., Thomas v. Cendant Mortgage, 2005 WL 579903, at *3 (E.D. Pa. Mar. 11, 2005)
(denying discovery beyond class definition because “discovery is not intended as a fishing
expedition permitting the speculative pleading of a case first and then pursuing discovery to
support it”) (quoting Zuk v. Eastern Pa. Psychiatric Institute of the Medical College of Pa.,
103 F.3d 294, 299 (3d Cir. 1996)); Flores v. Bank of America, 2012 WL 6725842, at *2
(S.D. Cal. Dec. 27, 2012) (denying discovery designed “to search for other customers of
Defendants with claims similar to those of the Plaintiffs” as a “fishing expedition” that
“would be unduly burdensome for Defendants to further respond”); Basset v. Tenn. Valley
Advisory Committee’s admonition that parties “have no entitlement to discovery to
develop new claims or defenses that are not already identified in the pleadings.”23
III. Analysis
The Plaintiffs’ requests for discovery concerning all Geisinger and
Evangelical employees substantially exceed the scope of the Amended Complaint,
which focuses exclusively on skilled workers involved in delivering patient care.24
Although they acknowledge the dichotomy between their discovery requests and
Amended Complaint, the Plaintiffs nevertheless argue that they are entitled to this
broader collection of employee information because “the materials sought are
plainly relevant to [the] Defendants’ no-poach agreement.”25 The Court disagrees.
The Plaintiffs identify three reasons why they believe information on all
Geisinger and Evangelical employees is relevant to the case. First, the Plaintiffs
assert “there is reason to believe that the illicit agreement between [the]
Defendants may have extended beyond hiring and recruitment for healthcare
workers.”26 But if that’s the case, the Plaintiffs should again amend their
Complaint and provide allegations that support a broader class definition. They
Authority, 2010 WL 2044545, at *2 (W.D. Ky. May 21, 2010) (denying discovery requests
“to obtain the names of employees outside the definition of the class” as “beyond the present
claims of this action, and therefore irrelevant”).
23 Fed. R. Civ. P. 26, Advisory Committee Notes (2000 Amendments).
24 See Doc. 46 ¶¶ 35–36.
25 Doc. 91 at 2.
26 Id.
cannot, however, submit discovery requests beyond the present claims of this
action in hopes that the material produced will allow them to subsequently expand
the scope of the litigation.27 Courts routinely reject such “fishing expeditions” as
beyond the scope of permissible discovery.28
Second, the Plaintiffs argue that “even if [the] Defendants’ no-poach
agreement targeted healthcare workers only, no-poach agreements between
horizontal competitors for labor are nonetheless well-understood to have
widespread effects both across groups of employees as well as firm-wide.”29 But,
again, this theory of relevance extends beyond the current scope of the case and
concerns a possible expansion of the putative class—albeit based here on a theory
of indirect harm. Accordingly, as with the Plaintiffs’ first relevance rationale, this
argument undermines the Plaintiffs’ position by affirming the invalidity of their
overly broad discovery requests.
Third, the Plaintiffs contend that compensation data “for unaffected
employees, if there are any, can serve as a benchmark (when appropriate) to
measure harm to the affected employees.”30 But as an initial matter, it is unclear
27 See Basset, 2010 WL 2044545 at *2.
28 See Thomas, 2005 WL 579903 at *3; Flores, 2012 WL 6725842 at *2.
29 Doc. 91 at 2–3.
30 Id. at 3. On this point, the Plaintiffs also claim that compensation data for unaffected
employees (as well as “evidence regarding [the] Defendants’ hiring and recruitment practices
in general”) will help “demonstrate the extent to which compensation for different jobs
moves together, which informs how the harm of the no-poach agreement can be broadly felt
across a company.” Id. But as with the Plaintiffs’ first two stated relevancy rationales, this
how data regarding a subset of employees unrelated to those in the putative class
could serve as a useful benchmark for calculating any salary diminution
attributable to the alleged no-poach agreement.31 Moreover, as the Defendants
argue, the Plaintiffs’ “requests for all-employee data for benchmarking is
unwarranted because the Defendants have already agreed to produce data for
Healthcare Workers in Central Pennsylvania dating as far back as 2008, well
before the alleged conspiracy began in 2011, which would permit benchmarking
focused on the Healthcare Workers the Plaintiffs allege were harmed in this
case.”32 Put differently, the data the Defendants have agreed to produce
(concerning the relevant employees, but prior to the alleged agreement) will
provide a more applicable benchmark than data concerning unrelated employees.
During the June 1, 2022, status call with the Court, counsel for the Plaintiffs
argued that the pre-2011 data is insufficient for benchmarking purposes because it
is unclear when the alleged conspiracy began. But on this, the Plaintiffs again
exceed the scope of the class definition in the Amended Complaint. Although the
Plaintiffs allege that “[t]he No-Poach Agreement began at least as early as 2010,
and may have existed even earlier,” they define the putative class as “[a]ll natural
argument concerns harm felt by individuals outside the putative class, which places it beyond
the scope of permissible discovery.
31 See id. at 9 (describing the compensation data request as seeking “irrelevant data regarding
non-healthcare workers, who are not part of the putative class or [the] Plaintiffs’ claims”).
32 Id. (cleaned up).
persons who worked at [Geisinger] or [Evangelical] from January 2011 through
such time as the Defendants’ anticompetitive conduct ceased (‘Class Period’).”33 In
so doing, the Plaintiffs set the parameters for the period in which the alleged
anticompetitive conduct occurred. If the Plaintiffs believe they mistakenly defined
the class period too narrowly, that is an issue that must be addressed at the
pleadings stage; they cannot now use discovery to broaden the scope of the suit
beyond the class definition and class period provided in the Amended Complaint.34
IV. Conclusion
For purposes of discovery, the Plaintiffs are limited by the allegations in the
Amended Complaint. The Plaintiffs construed this case as concerning skilled
healthcare workers involved in delivering patient care. Accordingly, to the extent
the Plaintiffs seek discovery on Geisinger and Evangelical employees, they are
limited to documents and data related to those skilled healthcare workers.
An appropriate Order follows.
BY THE COURT:
s/ Matthew W. Brann
Matthew W. Brann
Chief United States District Judge
33 Doc. 46 ¶¶ 6, 46.
34 See Thomas, 2005 WL 579903 at *3; Flores, 2012 WL 6725842 at *2; Basset, 2010 WL
2044545 at *2.