In Re Glumetza Antitrust Litigation

Opinion

NORTHERN DISTRICT OF CALIFORNIA

In re No. C 19-05822 WHA GLUMETZA ANTITRUST No. C 19-05831 WHA LITIGATION. No. C 19-06138 WHA No. C 19-06156 WHA No. C 19-06839 WHA This Document Relates to: No. C 19-07843 WHA

ALL ACTIONS. (Consolidated)

OMNIBUS ORDER RE MOTIONS TO SEAL A previous order adopted the parties’ stipulation to file omnibus motions that collected the numerous individual sealing motions the parties filed in conjunction with their summary judgment briefing and the corresponding Daubert motions (Dkt. No. 405). This order resolves those omnibus motions and all other pending motions to seal. 1. THE LEGAL STANDARD. There is a strong public policy in favor of openness in our court system and the public is entitled to know to whom we are providing relief (or not). See Kamakana v. City & Cty. of Honolulu, 447 F.3d 1172, 1178–80 (9th Cir. 2006). Consequently, access to motions and their attachments that are “more than tangentially related to the merits of a case” may be sealed only upon a showing of “compelling reasons” for sealing. Ctr. for Auto Safety v. Chrysler Grp., LLC, 809 F.3d 1092, 1101–02 (9th Cir. 2016). Filings that are only tangentially related to the merits may be sealed upon a lesser showing of “good cause.” Id. at 1097. The compelling limine and Daubert motions can be strongly correlative to the merits of a case. Id. at 1098–99. In addition, sealing motions filed in this district must be “narrowly tailored to seek sealing only of sealable material.” Civil L.R. 79-5(b). A party moving to seal a document in whole or in part must file a declaration establishing that the identified material is “sealable.” Civ. L.R. 79- 5(d)(1)(A). “Reference to a stipulation or protective order that allows a party to designate certain documents as confidential is not sufficient to establish that a document, or portions thereof, are sealable.” Id. “Supporting declarations may not rely on vague boilerplate language or nebulous assertions of potential harm but must explain with particularity why any document or portion thereof remains sealable under the applicable legal standard.” Bronson v. Samsung Elecs. Am., Inc., No. C 18-02300 WHA, 2019 WL 7810811, at *1 (N.D. Cal. May 28, 2019) (Judge William Alsup) (citing Civ. L.R. 79-5). This order understands the parties’ omnibus motions, Dkt. Nos. 511, 512, and 513, to cover the following filings: Dkt. Nos. 425, 440, 463, 469, 470, 472, 477, 483, 486, 491, 493, and 502. These filings, with one exception, address the parties’ summary judgment briefing and the corresponding Daubert motions. The summary judgment order did not address the parties’ Daubert motions, which a later order decided closer to the scheduled trial date. The movants acknowledge the compelling reasons standard applies to these filings. 2. THE DIRECT PURCHASER CLASS’S OMNIBUS MOTION TO SEAL. Upon review of the direct purchaser class’s omnibus motion to seal and accompanying declaration, Dkt. No. 511-1, this order finds the class has made the requisite showing to seal certain portions of the submitted documents. The proposed redactions are narrowly tailored. This order rules as follows: Dkt. Document to be Sealed Result Reasoning No. 425-2 Exh. A to Class GRANTED This document, not associated with Counsel’s Submission of as to either the summary judgment a Unified List of Direct highlighted briefing or Daubert motions, Glumetza Purchasers portions. contains confidential and competitively sensitive pricing data, the public disclosure of which would cause class members competitive harm (see Vanek Decl. ¶¶ 5–9). 502-2 Exh. 5 to Reply in GRANTED Contains raw, confidential pricing Further Support of as to data that is proprietary to non-party Motion for Partial highlighted IQVIA, the public disclosure of Summary Judgment on portions. which would cause IQVIA Market Power competitive harm (see Vanek Decl. ¶¶ 10–13). 3. HUMANA’S OMNIBUS MOTION TO SEAL. Upon review of Humana’s omnibus motion to seal and accompanying declaration, Dkt. No. 512, this order finds Humana has made the requisite showing to seal certain portions of the submitted documents. The proposed redactions are narrowly tailored. This order rules as follows: Dkt. No. Document to be Result Reasoning Sealed 440-22; Expert Report of Dr. GRANTED Contains specific and confidential 445-1 Rena Conti as to information concerning rebates highlighted Humana received for Glumetza. portions. Public disclosure of this information could cause Humana competitive harm in future negotiations regarding rebates with drug manufacturers (see Stein Decl. ¶¶ 3- 4). 440-23; Rebuttal Report of GRANTED Contains specific and confidential 445-2 Dr. Rena Conti as to information concerning rebates highlighted Humana received for Glumetza. portions. Public disclosure of this information could cause Humana competitive harm in future negotiations regarding rebates with drug manufacturers (see Stein Decl. ¶¶ 3- 4). 4. DEFENDANTS’ AND NON-PARTIES SUN AND TEVA’S OMNIBUS Upon review of the omnibus motion to seal and accompanying declarations filed jointly by defendants, non-party Sun Pharmaceutical Industries, Inc., and non-party Teva Pharmaceuticals USA, Inc., Dkt. No. 513, this order finds the movants have made the requisite showing to seal certain documents (and portions thereof) filed in conjunction with the parties’ summary judgment briefing and the corresponding Daubert motions. The proposed redactions are narrowly tailored. This order notes that the direct purchaser plaintiffs oppose some of the proposed redactions, arguing that several of the requests are not tailored to the relevant standard, and that the justifications for other requests remain too opaque to justify sealing (Opp. 1–2, Dkt. No. 526). Defendants, Sun, and Teva generally respond: (1) that the contested sealing requests protect the interest of third-parties; (2) that the sealing requests apply to only a few, narrow categories of information and are not boilerplate justifications; and (3) that the direct purchaser plaintiffs arguments are vague, do not specify any particular documents, and do no oppose the motion generally (Reply Br., Dkt. No. 529). This order rules as follows: Dkt. No. Document to be Result Reasoning Sealed (and Requesting Party) 440-11; 8/21/2020 Tucker GRANTED The material found in ¶ 118 n.6 445-9; Report (Bausch, Sun, as to ¶ 118 contains confidential, internal 488-5 Teva) n.6. communications of non-party Sun Otherwise that address Sun’s manufacturing DENIED. capabilities, the public disclosure of which could harm Sun competitively (Klein Decl. ¶ 59). The rest of the proposed redactions contain material related to the core issues in this action and have a heavy presumption of public visibility. These issues, in fact, were discussed in the order denying summary judgment (see Dkt. No. 537 at 26). The movants’ justifications do not adequately explain how or why competitive harm would arise if this particular 440-12; 8/21/20 Strombom GRANTED The material found in ¶ 37 n.21 and ¶ 474-2; Report (Sun, Teva) as to ¶ 37 71 n.64 contains confidential, internal 475-12 n.21; ¶ 71 communications of non-parties Sun n.64. and Teva that address their Otherwise manufacturing capabilities, the public DENIED. disclosure of which could harm Sun and Teva competitively (see Klein Decl. ¶ 15; Savage ¶ 12). For the other material, Sun and Teva’s justifications do not explain how or why the generalized, nonspecific information would now cause them competitive harm. The movants thus fail to justify sealing those portions of the document. 440-13; 8/21/20 Philipson GRANTED Contains specific terms of Lupin’s 472-2 Report (Lupin) as to Master Distribution Services highlighted Agreement, which reveals portions. confidential and sensitive information regarding how Lupin operates its business relationships and particular pricing information, the public disclosure of which would harm Lupin competitively (see Gensburger Decl. ¶ 5). 440-14 11/24/20 Errata to GRANTED See entry for Dkt. No. 440-13. Philipson Report as to (Lupin) highlighted portions. 440-16; 8/21/2020 Jena GRANTED Contains Bausch and its customers’ 463-5; Report (Bausch, Sun, as to confidential, sensitive business 473-2; Teva) highlighted information, including pricing 492-2 portions. arrangements such as rebate figures (or information that can be used to calculate rebate figures), the public disclosure of which would cause Bausch and non-parties like Sun and Teva competitive harm (Rush Decl. ¶ 7). 440-18; 10/21/20 Strombom GRANTED GRANTED as to highlighted 447-3; Report (Bausch, Sun, in part and portions of: ¶ 29 after “before and 466-57; Teva) DENIED in after the approval”; ¶ 29 nn.18–21; ¶ 475-14; part. 30 n.22 (ll. 10–15); ¶ 43; ¶ 69 n.93; 485-3 Exhs. 4a–4b. These portions contain confidential and sensitive business information, including information from non-parties, the public disclosure of which would cause the movants competitive harm (see Rush Decl. ¶ 6; Klein Decl. ¶ 15; Savage Decl. ¶ 12). For the other material, the movants’ justifications do not explain how or why the generalized, nonspecific information would now cause them competitive harm. The movants thus fail to justify sealing those portions of the document. 440-19; 7/24/20 McGuire GRANTED Contains confidential, sensitive 445-8; Report (Bausch, as to business information, including 464-36; Lupin, Sun, Teva) highlighted pricing forecasts and contract terms, 488-10; portions. which would cause defendants and 493-46 non-parties competitive harm if publicly disclosed (see Rush Decl. ¶¶ 6, 8; Gensburger Decl. ¶ 5; Klein Decl. ¶ 11; Savage ¶ 11). 440-20; 7/24/20 Lentz Report GRANTED Contains confidential and proprietary 445-5; (Sun) as to details about the specifications and 466-59; highlighted formulation of non-party Sun’s 478-3; portions. products, public disclosure of which 487-14; would cause Sun competitive harm 488-12; (see Klein Decl. ¶ 9). 489-3; 493-52 440-21; 7/24/20 Leffler GRANTED Contains confidential details 445-3; Report (Bausch, as to regarding non-party Sun’s 447-8; Sun) highlighted negotiations with Assertio over 463-8; portion. patent licensing, the public disclosure 474-4; of which would cause Sun 487-2; competitive harm (see Klein Decl. ¶ 493-54 7; Rush Decl. ¶ 6). 440-22; 9/16/20 Conti Report GRANTED Contains Bausch and its customers’ 447-1; (Bausch) as to confidential, sensitive business 485-2 highlighted information, including pricing portions. arrangements such as rebate figures (or information that can be used to calculate rebate figures), the public Bausch competitive harm (Rush Decl. ¶ 7). 440-23; 11/11/20 Conti GRANTED See entry for Dkt. No. 440-22. 447-2 Rebuttal Report as to (Bausch) highlighted portions. 445-4; 9/11/2020 Leffler DENIED. Bausch first seeks to seal portions of 486-2; Rebuttal Report the document describing the 487-3; (Bausch) Depomed-Santarus 493-55 commercialization agreement on the ground that public disclosure of the terms would cause it competitive harm (Rush Decl. ¶ 5). But the terms Bausch seeks to seal here are closely related to the central issues in this litigation. Bausch’s generic explanation of harm does not justify sealing in this instance due to the very strong presumption of public visibility as to these facts. Bausch also seeks to seal pricing information due to possible competitive harm (Rush Decl. ¶ 7). But here, the information is closely intertwined with the Valeant price hike, which is another core issue in our case with a strong presumption of public visibility. Bausch’s justification is generic and does not, without more, outweigh the public policy favoring disclosure. 445-6; 9/11/2020 Lentz DENIED as The portions of the Lentz report this 489-4; Reply (Sun) to ¶ 17, ll. 4– order seals contain proprietary and 493-53 5. confidential information about the GRANTED specifications and formulation of as to ¶ 17 non-party Sun’s products, the public n.9, ¶ 34 disclosure of which would cause it n.22. competitive harm (Klein Decl. ¶ 10). The portions of the Lentz report that this order does not seal contains information that does not relate to Sun’s products, so Sun has not justified sealing of that material. 445-7 6/24/20 McGuire DENIED as Paragraph 117 concerns a core aspect Report (Bausch, to ¶ 117. of this action, and Lupin has merely Lupin, Sun, Teva) GRANTED provided the boilerplate explanation as to other that the paragraph contains portions. relating to . . . internal revenue forecasting” (Gensburger Decl. ¶ 4). In addition, the forecast at issue is from 2012, and Lupin has not adequately explained how disclosure of this stale information could cause it competitive harm. The other material this order does seal contains confidential information related to specific details of contracts with non- parties Watson and Sun, disclosure of which would cause them competitive harm (Klein Decl. ¶ 12; Savage Decl. ¶ 11). 445-39; 8/21/2020 Byrn DENIED as For paragraph 16, Sun’s stated 465-13; Report (Sun) to ¶ 16. justifications do not explain how or 466-53; GRANTED why the generalized, nonspecific 485-10; as to other information regarding Sun’s 487-19 highlighted production processes would now portions. cause Sun competitive harm (Klein Decl. ¶ 14). Sun hence fails to justify sealing the material. However, the other highlighted material this order seals does contain specific confidential information related to Sun’s processes, the public disclosure of which would cause Sun competitive harm. 445-40; 7/24/20 Leitzinger GRANTED Contains confidential information 447-9; Report (Bausch) as to relating to Bausch’s pricing 474-6; highlighted arrangements with specific 485-19 portions. customers, including competitively sensitive rebate figures that factor into net pricing paid, the public disclosure of which would cause Bausch competitive harm (Rush Decl. ¶ 7). 463-6 7/24/20 Starr Report DENIED as Paragraph 35 contains information (Bausch, Sun) to ¶ 35. regarding core issues in this action GRANTED that carry a heavy presumption of as to other public visibility. Those issues, in highlighted fact, were discussed in the order portions. denying summary judgment (see Dkt. No. 537 at 7). In addition, Sun’s boilerplate justification that the material concerns confidential settlement terms does not adequately material would now cause Sun harm (see Klein Decl. ¶ 61). The other highlighted portions of the document contain nonpublic confidential information regarding contract terms and rebate information (including material from Sun), the public disclosure of which would cause Sun and Bausch competitive harm (see ibid.; Rush Decl. ¶ 7). 477-6; 9/11/20 McGuire DENIED. Sun states public disclosure of 493-47 Rebuttal Report paragraph 33 would reveal (Bausch, Sun) information about Sun’s manufacturing capabilities (Klein Decl. ¶ 66). But Sun’s boilerplate justification does not explain how or why the generalized, nonspecific information in this paragraph would cause it competitive harm. Next, Bausch seeks to seal portions of the document describing the Depomed- Santarus commercialization agreement on the ground that public disclosure of the confidential terms would cause Bausch competitive harm (Rush Decl. ¶ 5). But the terms Bausch seeks to seal here are closely related to the central issues in this action. Bausch’s generic explanation of harm does not justify sealing in this instance due to the strong presumption of public visibility for this material. 466-60; 7/23/20 Korsmeyer GRANTED Contains detailed confidential 493-45 Report (Sun) as to information related to non-party highlighted Sun’s formulation and manufacturing portions. of its products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 22). 469-11; 9/11/20 Jaskot DENIED as The portions of the Jaskot report this 487-16; Rebuttal Report to ¶¶ 8, 9, 10, order seals contains confidential 493-51 (Sun) 18, 21. details regarding the specifications, GRANTED manufacture, and formulation of non- as to other party Sun’s products, the public highlighted disclosure of which would cause Sun portions. competitive harm (Klein Decl. ¶ 20). For paragraphs 8, 9, 10, 18, and 21, not explain how or why the generalized, nonspecific information would cause Sun competitive harm. 475-10 5/27/20 Strombom GRANTED Contains confidential information Decalration (Sun, as to regarding details of non-parties Sun Teva) highlighted and Teva’s manufacturing processes portions. and internal decision making, the public disclosure of which would cause Sun and Teva competitive harm (Klein Decl. ¶ 17; Savage Decl. ¶ 12). 474-14; 7/24/20 Jaskot GRANTED Paragraph 78 contains confidential 493-50 Report (Sun) as to ¶ 78. information regarding details of non- DENIED as party Sun’s manufacturing to other capabilities and processes, the public highlighted disclosure of which would cause Sun portions. competitive harm (Klein Decl. ¶ 68). The other highlighted portions contain no specifics regarding Sun’s production processes, and Sun does not explain how or why disclosure of this generalized information would cause it harm. Sun’s further justification that the material addresses its regulatory affairs is boilerplate, and, without more of an explanation, does not justify sealing the material. 493-42 4/29/20 Leitzinger GRANTED Figure 1 contains Bausch’s Decl. (Bausch, as to ¶ 53 confidential pricing information for Lupin) Fig. 1. specific customers, including details DENIED as on rebates, the public disclosure of to ¶ 38. which would cause Bausch competitive harm (Rush Decl. ¶ 7). Next, Lupin seeks to seal material related to its revenue forecasting for generic Glumetza but it provides only a boilerplate justification to seal this information at the heart of this litigation. This material carries a heavy presumption of public visibility. In fact, these issues were considered in the order denying summary judgment (Dkt. No. 537). Lupin has not justified sealing here. 493-43 6/24/20 Leitzinger GRANTED Contains confidential, non-public Rebuttal Declaration as to rebate information for particular portions. disclosure of which would cause Bausch and other non-parties competitive harm (Rush Decl. ¶ 7). Due, in part, to the particularly narrow tailoring of the material Bausch has justified sealing here. 493-49 7/24/20 Williams DENIED. Sun says that the highlighted material Report (Sun) contains nonpublic information regarding its regulatory affairs (Klein Decl. ¶ 67). But Sun’s boilerplate justification does not explain how or why public disclosure of these nonspecific, generalized statements would now cause Sun competitive harm. Without more, Sun has not justified sealing this material. 493-5 Tucker deposition DENIED. Non-party Sun says the highlighted Transcript (Sun) material concerns confidential information regarding its manufacturing capabilities and that public disclosure would cause it competitive harm (Klein Decl. ¶ 59). But Sun’s boilerplate justification does not explain how or why public disclosure of these nonspecific, generalized statements would result in competitive harm to Sun. This information also goes to the heart of this action and was discussed in the order denying summary judgment (Dkt. No. 537), so there is a strong presumption of public visibility. Without more, Sun has not justified sealing this material. 440-3 Motion to Exclude DENIED. Lupin seeks to seal information Philipson Opinions related to the Philipson report, but (Lupin) provides only the boilerplate justification that the material concerns how Lupin operates its relationships with customers and drafts its agreements (Gensburger Decl. ¶ 5). This particular material goes to a core issue in this action, so there is a strong presumption of public visibility. Without more, Lupin has not justified sealing this material. 440-5 Plaintiffs’ Motion to DENIED. Non-party Sun seeks to seal Exclude Tucker information related to “the Opinions (Sun) formulation of Sun’s products” (Klein Decl. ¶ 60). But the highlighted material does not contain any details regarding the formulation of Sun’s products, and Sun has not adequately explained how or why public disclosure of these nonspecific, generalized statements would cause it competitive harm. 440-15 Master Distribution GRANTED. Contains confidential material Services Agreement including specific, non-standard between Lupin and terms and associated fees that arose Amerisource (Lupin, from extended negotiations, the Amerisource) public disclosure of which could cause Lupin and non-party Amerisource competitive harm (Burkett Decl.; Gensburger Decl. ¶ 5). 440-24 Tucker Deposition DENIED. See entry for Dkt. No. 493-5. Transcript (Sun) 442 Defendants’ Motion GRANTED Contains confidential material to Exclude Lentz as to regarding non-parties Sun and Teva’s Opinions (Bausch, highlighted negotiations and deliberations with Sun, Teva) portions. Bausch over patent licensing, the public disclosure of which could cause them competitive harm (Klein Decl. ¶ 6; Savage Decl. ¶ 11; Rush Decl. ¶ 6). 443 Defendants’ Motion GRANTED The material this order seals contains to Exclude Leffler as to p. 16 l. specific, confidential information Opinions (Sun) 4 and n.11 l. regarding non-party Sun’s 5. DENIED manufacturing and product as to p. 16 l. development, the public disclosure of 3 and n.11 l. which could cause it competitive 4. harm (Klein Decl. ¶ 8). The other material Sun seeks to seal is generalized and nonspecific, and Sun has not adequately explained how or why disclosure would cause it competitive harm. 445-29 Settlement and GRANTED. Contains confidential and sensitive License Agreement information about Sun’s litigation between Depomed practices and products as well as and Sun (Bausch, Sun’s expenses associated with Sun) Hatch-Waxman litigation and the existing generic drug product, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 25; Rush Decl. ¶ 6). 445-30 Settlement and GRANTED. Contains confidential, sensitive License Agreement information about non-party Teva’s Between Depomed litigation practices and products, the and Watson (Bausch, public disclosure of which would Teva) cause Teva competitive harm (Savage Decl. ¶ 11; Rush Decl. ¶ 6). 445-37 SUN_GLUMETZA_ DENIED. Sun states public disclosure of this 0009986 (Sun) email thread would disclose information about Sun’s internal processes (Klein Decl. ¶ 26). But Sun has only proffered a boilerplate justification that does not explain how or why disclosure of this generalized, nonspecific information would cause it competitive harm. 445-38 SUN_GLUMETZA- GRANTED. Contains confidential and specific 009989 (Sun) information regarding non-party Sun’s internal production processes, the public disclosure of which could cause Sun competitive harm (Klein Decl. ¶ 27). 463-4 BH-GLU00846857, DENIED. Bausch seeks to seal financial BH-GLU00846879 forecasts from 2013 for several (Bausch) products including brand and generic Glumetza during the relevant period of our litigation (See Rush Decl. ¶ 8). Bausch provides only a boilerplate explanation that does not clarify how or why public disclosure of Santarus’s internal forecasting from 2013 would now cause Santarus competitive harm. Given that this material concerns a core issue in our case that carries a strong presumption of public visibility, Bausch has not justified sealing this material. 464-3 Promotion GRANTED Assertio contends the highlighted Agreement between in part and provisions of the Depomed-Santarus Depomed and DENIED in promotion agreement contain Santarus (Assertio) part. confidential material that provides insight into how Assertio structures its business and licensing arrangements (Schlessinger Decl. ¶¶ request as to the following provisions that are closely related to the central issues in this action: pp. 32–33 (Sections 7.1, 7.2); p. 35 (Section 7.5); p. 49 (Section 15.1). Assertio’s generic explanation of harm does not justify sealing those terms, especially because of the strong presumption of public visibility for that material. Nevertheless, this order will grant Assertio’s request to seal the other highlighted provisions that are less related to the heart of this matter that provide insight into how Assertio structures its business relationships and agreements, the public disclosure of which could cause Bausch competitive harm. 464-4 Commercialization GRANTED Bausch contends that the highlighted Agreement Between in part and provisions of the Depomed-Santarus Depomed and DENIED in commercialization agreement contain Santarus (Bausch) part. confidential terms (Rush Decl. ¶ 5). This order DENIES the request as to the following provisions that are closely related to the central issues in this action: p. 40 (Section 7.2(c)); p. 47 (Section 9.2); Schedule 7.2; Schedule 7.3(b); Schedule 11.1(m). Bausch’s generic explanation of harm does not justify sealing those terms, especially because of the strong presumption of public visibility for that material. Nevertheless, this order will grant Bausch’s request to seal the other highlighted provisions that are less related to the heart of this matter that provide insight into how Bausch structures its business relationships and agreements, the public disclosure of which could cause Bausch competitive harm. 464-6 Royalty Purchase GRANTED The highlighted provisions contain and Sale Agreement as to confidential information that provides between Depomed highlighted insight into how Assertio structures and PDL Biopharma portions. its business and licensing (Assertio) arrangements, the public disclosure of which could cause Assertio ¶¶ 5–10). Due, in part, to the particularly narrow tailoring of the material Assertio seeks to seal, Assertio has justified sealing this information. 464-48 Amendment No. 1 to GRANTED. This agreement (which is still in Royalty Purchase effect) contains confidential and Sale Agreement provisions that provide insight into and Bill of Sale how Assertio structures its business (Assertio) and licensing arrangements, the public disclosure of which could cause Assertio competitive harm (Schlessinger Decl. ¶¶ 5–10). 466 Defendants’ Motion GRANTED The material this order seals contains for Summary as to material confidential, non-public information Judgment (Sun, on p. 19 regarding non-parties Sun and Teva’s Teva) between manufacturing processes, the public “Watson disclosure of which may cause them experienced” competitive harm (Klein Decl. ¶ 21; and Savage Decl. ¶ 12). Sun and Teva’s “production justifications do not explain how or issues.” why disclosure of the other Otherwise nonspecific, generalized material DENIED. they seek to seal would cause them competitive harm. Without more, Sun and Teva have not justified sealing those portions of the document. 466-13 Settlement GRANTED. Contains confidential terms and Agreement and provisions that provides insight into Release between how Assertio structures its business Depomed and and licensing arrangements, the Bristol-Myers public disclosure of which could Squibb (Assertio) harm Assertio in future competitive situations or business negotiations (Schlessigner Decl. ¶¶ 5–10). 466-14 License and Services GRANTED. See entry for Dkt. No. 466-13. Agreement between Depomed and Doehringer Ingelheim Int’l (Assertio) 466-15 Non-exclusive GRANTED. See entry for Dkt. No. 466-13. License Agreement between Depomed and Jannssen (Assertio) 466-21 Non-exclusive GRANTED. See entry for Dkt. No. 466-13. License, Covenant Not to Sue and Right of Reference Agreement between Depomed and Merck (Assertio) 466-22 Deposition GRANTED. Contains confidential material Transcript of Teva discussing non-party Teva’s Rule 30(b)(6) manufacturing problems and the witness (Teva). actions Teva took to resolve them, the public disclosure of which would cause Teva competitive harm (Savage Decl. ¶ 12). 466-43 Settlement and GRANTED. Contains the specific, confidential License Agreement terms and provisions Valeant and Between Valeant and non-party Sun used to structure their Sun (Bausch, Sun). licensing arrangements and settle their patent litigation, the public disclosure of which could cause them competitive harm (Klein Decl. ¶ 25; Rush Decl. ¶ 6). 466-44 Settlement and GRANTED. Contains the specific, confidential License Agreement terms and provisions Valeant and Between Valeant and non-party Watson used to structure Watson (Bausch, their licensing arrangements and Teva) settle their patent litigation, the public disclosure of which could cause them competitive harm (Rush Decl. ¶ 6; Savage Decl. ¶ 11). 466-46 Teva_Glumetza0031 GRANTED. Contains confidential information 8 (Teva) regarding Teva’s manufacturing problems and the actions Teva took to resolve them, the public disclosure of which would cause Teva competitive harm (Savage Decl. ¶ 12). 466-47 Teva_Glumetza_002 GRANTED. Contains confidential information 77 (Teva) regarding Teva’s manufacturing problems and the actions Teva took to resolve them, the public disclosure of which would cause Teva competitive harm (Savage Decl. ¶ 12). 466-48 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010269 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 28). 466-51 SUN_GLUMETZA_ DENIED. See entry for Dkt. No. 445-37. 0009986 (Sun) 466-52 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 445-38. 0009989 (Sun) 466-54 SUN_GLUMETZA_ GRANTED. Contains confidential information 0009967 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 31). 466-55 Teva_Glumetza_001 GRANTED. Contains confidential information 70 (Teva) regarding Teva’s manufacturing problems and actions Teva took to resolve them, the public disclosure of which would cause Teva competitive harm (Savage Decl. ¶ 12). 466-64 SUN_GLUMETZA_ GRANTED. Contains confidential information 0020467 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 32). 466-66 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010037 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 33). 466-67 Bausch’s Third GRANTED Sun says the material it seeks to seal Supp. Objections and as to p. 22 ll. in this document contains proprietary Responses to 16–17. and confidential details about the Purchasers First Set Otherwise formulation of Sun’s products as well of Interrogatories DENIED. as information about Sun’s settlement (Sun) negotiations (Klein Decl. ¶ 23). Sun’s request is GRANTED as to page 22, lines 16–17 because the information therein concerns settlement terms, the public disclosure of which could cause Sun competitive harm. However, the other portions of the document Sun seeks to seal either do not relate to Sun’s products or concern actions in other litigation in federal court with a presumption of public visiblity. Without further explanation, Sun has not justified sealing those portions of the document. 466-73 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010047 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 34). 466-76 Assertio’s Second GRANTED Non-party Sun says the material it Supp. Responses and as to p. 29 ll. seeks to seal in this document Objections to 3–5. contains proprietary and confidential Plaintiffs’ First Set Otherwise details about the formulation of Sun’s of Interrogatories DENIED. products as well as information about (Sun) Sun’s settlement negotiations (Klein Decl. ¶ 24). Sun’s request is GRANTED as to page 29, lines 3–5 because that information concerns specific settlement terms, the public disclosure of which could cause Sun competitive harm. However, the other portions of the document Sun seeks to seal either do not relate to Sun’s products or concern generic actions taken in other patent litigation in federal court with a presumption of public visibility. Sun has not adequately explained how or why that information could now cause it harm. Without further explanation, Sun has failed to justify sealing those portions of the document. 466-77 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010308 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 35). 466-82 SUN_GLUMETZA_ GRANTED. See Entry for Dkt. No. 466-77. 0010308 (Sun) 466-83 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010926 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 37). 466-84 SUN_GLUMETZA_ GRANTED. Contains confidential information 0009956 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 38). 466-85 SUN_GLUMETZA_ GRANTED. Contains confidential information 0009952 (Sun) regarding production of non-party of which would cause Sun competitive harm (Klein Decl. ¶ 39). 466-86 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010463 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 40). 466-87 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010731 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 41). 466-88 SUN_GLUMETZA_ GRANTED. Contains confidential information 0009998 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 42). 466-90 Teva_Glumetza_001 GRANTED. Contains confidential information 08 (Teva) regarding Teva’s manufacturing problems and actions Teva took to resolve them, the public disclosure of which would cause Teva competitive harm (Savage Decl. ¶ 12). 466-93 SUN_GLUMETZA_ DENIED. Sun states that this internal email 0010616 (Sun) reflects Sun’s decision making and product launch information (Klein Decl. ¶ 43). But Sun does not explain how public disclosure of product launch information from 2016 would cause it competitive harm now, nor what decision-making is revealed and how its disclosure could cause it competitive harm. Without more, Sun has not justified sealing this material. 466-94 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010546 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 44). 466-95 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010821 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 45). 466-99 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010791 (Sun) regarding production of non-party of which would cause Sun competitive harm (Klein Decl. ¶ 46). 469-1 Retailer Plaintiffs’ GRANTED The material on page 19, lines 12–13 Opposition to as to p. 19 ll. addresses confidential details of non- Motion to Exclude 12–13. party Sun’s manufacturing processes Leffler Opinions Otherwise and capabilities, the public disclosure (Sun) DENIED. of which would cause Sun competitive harm (Klein Decl. ¶ 62). The other material Sun seeks to seal does not concern Sun’s manufacturing processes and capabilities, so Sun has not justified sealing those portions of the document. 475 Defendants’ GRANTED The material this order seals contains Opposition to as to p. 8 ll. confidential information regarding Humana’s Motion to 5–9, 16–21. non-parties Sun and Teva’s Exclude Strombom Otherwise manufacturing problems and the (Sun, Teva) DENIED. actions they took to resolve them, the public disclosure of which could cause Sun and Teva competitive harm (Klein Decl. ¶ 16; Savage Decl. ¶ 12). For the other highlighted material, Sun and Teva’s justifications do not address manufacturing problems and thus Sun and Teva have not justified sealing the material. 475-6 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010791 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 47). 475-7 Teva_Glumetza_002 GRANTED. See entry for Dkt. No. 466-47. 77 (Teva) 475-8 Teva_Glumetza0031 GRANTED. See entry for Dkt. No. 466-46. 8 (Teva) 475-9 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 445-38. 009989 (Sun) 476-7 Bausch’s Third GRANTED See entry for Dkt. No. 466-67. Supp. Objections and as to p. 22 ll. Responses to 16–17. Purchasers First Set Otherwise of Interrogatories DENIED. (Sun) 477-1 Class Plaintiffs’ and DENIED. Sun states public disclosure of this Humana’s email thread would reveal sensitive Defendants’ Motions manufacturing processes (Klein Decl. to Exclude ¶ 63). But Sun’s boilerplate Testimony of justification does not explain how or McGuire and why the generalized, nonspecific Leitzinger (Sun) information in this document would cause it competitive harm. 485 Defendants’ Reply in GRANTED Sun and Teva assert that the Support of Their as to p. 4 n.6 highlighted portions contain internal Motion to Exclude ll. 10–14. discussions and decision making Testimony of Conti Otherwise regarding their manufacturing and Leitzinger (Sun, DENIED. processes and product characteristics, Teva) the public disclosure of which would cause them competitive harm (Klein Decl. ¶ 18; Savage Decl. ¶ 12). This order seals page 4 n.6 lines 10–14 on those asserted grounds. For the other highlighted material, Sun and Teva’s justifications do not address manufacturing problems and thus Sun and Teva have not justified sealing the material. 485-6 Teva_Glumetza_001 GRANTED. See entry for Dkt. No. 466-55. 70 (Teva) 485-7 Teva_Glumetza_002 GRANTED. See entry for Dkt. No. 466-47. 77 (Teva) 485-8 Teva_Glumetza0031 GRANTED. See entry for Dkt. No. 466-46. 8 (Teva) 485-9 Deposition GRANTED. See entry for Dkt. No. 466-22. Transcript of Teva

Rule 30(b)(6) witness (Teva). 485-11 SUN_GLUMETZA_ GRANTED. Contains confidential information 0010791 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 49). 485-12 SUN_GLUMETZA_ DENIED. See entry for Dkt. No. 445-37. 009986 (Sun) 485-13 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 466-83. 0010926 (Sun) 485-14 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 466-84. 0009956 (Sun) 485-15 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 466-85. 0009952 (Sun) 485-16 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 445-38. 0009989 (Sun) 485-17 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 466-87. 485-18 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 466-88. 0009998 (Sun) 487 Defendants’ Reply In GRANTED Non-party Sun states this material Support of Their as to p. 14 l. contains confidential information Motion to Exclude 14. regarding production of its products, Leffler (Sun) Otherwise the public disclosure of which would DENIED. cause it competitive harm (Klein Decl. ¶ 63). This order seals page 14, line 14 on that basis. But Sun’s justification does not explain how or why the generalized, nonspecific information contained in the other highlighted portions would cause Sun competitive harm and thus does not justify sealing that material. 487-17 SUN_GLUMETZA_ DENIED. See entry for Dkt. No. 445-37. 0009986 (Sun) 487-18 SUN_GLUMETZA_ GRANTED. See entry for Dkt. No. 445-38. 0009989 (Sun) 491-1 Plaintiffs’ DENIED. First, Assertio seeks to seal material Opposition to related to its royalty agreement with Assertio’s Motion PDL. Assertio contends the for Summary highlighted material reflects Judgment (Assertio, confidential information that provides Bausch) insight into how Assertio structures its business and licensing arrangements (Schlessinger Decl. ¶¶ 5–10). Second, Bausch seeks to seal portions of the document describing the Depomed-Santarus commercialization agreement on the ground that public disclosure of the confidential terms would cause it competitive harm (Rush Decl. ¶ 5). But the parties do not sufficiently explain how disclosure of the nonspecific, generalized descriptions of the agreements would cause them harm. Moreover, the material here goes to the heart of this case, and, in fact, was discussed in the order denying summary judgment (Dkt. No. 537). There accordingly exists a strong presumption of public visibility here that Assertio and Bausch’s requests have not overcome. 491-3 PDL-GLU-00014975 DENIED. Bausch seeks to seal this document in (Exh. 2) (Bausch) its entirety, arguing it contains confidential terms “with respect to other agreements settling patent litigations,” the public disclosure of which would cause it competitive harm (Rush Decl. ¶ 5). But the document includes material related to the settlement agreement at the heart of our litigation so there is a strong presumption of public visibility in this instance. Bausch’s request here is generic and overbroad. Accordingly, Bausch has failed to justify sealing this material. 491-3 Settlement and GRANTED. See entry for Dkt. No. 445-30. (Exh. 7) License Agreement between Depomed, Valeant, Santarus, and Watson (Bausch, Teva) 493-1 Purchasers’ DENIED. Non-party Sun says the highlighted Opposition to portions of this document “contain

Lupin’s Motion for confidential details of Sun’s Summary Judgment manufacturing processes, nonpublic (Sun) settlement negotiations, and internal decision-making,” the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 64). Sun has not justified sealing here. Sun has not adequately explained why the generalized, nonspecific statements it seeks to seal that involve issues from many years ago would now cause it competitive harm. In addition, many of the proposed redactions are superfluous and indicate that Sun has not appropriately tailored its request. Given these deficiencies, the strong presumption of public visibility outweighs Sun’s generic claims of competitive harm. 491-13 BH-GLU00709249 DENIED. Bausch says this email chain (Bausch) “contain[s] highly confidential, sensitive business information of Bausch and Bausch’s specific pricing arrangements, including competitively sensitive rebate figures (or information that can be used to calculate such rebate figures), which factor into net pricing paid” (Rush Decl. ¶ 7). This internal, June 2014 email chain discussed the contemporaneous price hike for Gluemetza. Given the fact that this document concerns the heart of this case, and the resulting strong presumption of public visibility, Bausch’s generic justification for sealing fails. 493-35 Indemnity GRANTED. Contains confidential terms and Agreement Relating provisions of the agreement settling to Settlement the patent litigation between Agreement Between defendants and non-party Sun, the Depomed, Valeant, public disclosure of which could Santarus, and Sun cause the parties to the agreement (Bausch) competitive harm (Rush Decl. ¶ 5). 493-58 Jaskot Deposition DENIED. Non-party Sun states that the Transcript (Sun) highlighted portions of the transcript contain “confidential and proprietary information regarding Sun’s manufacturing capabilities and processes” as well as its regulatory affairs, the public disclosure of which could cause it competitive harm (Klein Decl. ¶ 69). But here Sun seeks to seal large portions of the transcript that have little to any connection to Sun’s stated justifications. For example, Sun seeks to seal Ms. Jaskot’s statement that she only listed documents in her report that supported her conclusions (Tr. 237). Sun also seeks to seal Ms. Jaskot’s opinions about situations in the but-for world Sun would have faced without the Lupin settlement without sufficiently explaining how these hypotheticals and general observations could now cause Sun competitive harm (e.g. id. at 159–61). Sun’s overbroad, generic request fails. 493-72 SUN_GLUMETZA_ GRANTED. Contains confidential information 0000735 (Sun) regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 70). 493-73 PX0027 (Sun) GRANTED Contains confidential information regarding production of non-party Sun’s products, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 71). 493-95 SUN_GLUMETZA_ DENIED. Non-party Sun explains that this 0010611 (Sun) ANDA status letter from the FDA contains proprietary and non-public information, the public disclosure of which could cause it competitive harm (Klein Decl. ¶ 71). But Sun’s boilerplate justification does not explain how disclosure of this status letter from 2013 could now cause Sun harm. Sun’s boilerplate explanation does not justify sealing this document. 493-101 SUN_GLUMETZA_ DENIED. Non-party Sun explains that this 0000002 (Sun) patent amendment contains a nonpublic regulatory filing related to its pharmaceutical products, the public disclosure of which would cause it competitive harm (Klein Decl. ¶ 65). But besides the general cover letter, the document merely contains the complaint from Depomed, Inc. v. Sun Pharma Global FZE, No. C 11-03553 JAP (TJB) (D.N.J.) (Judge Joel A. Pisano). Sun has not justified keeping this document under seal. 493-110 Settlement and GRANTED. Contains confidential material that License Agreement provides insight into how Bausch and between Depomed, non-party Sun structured their Valeant, Santarus, licensing arrangements and settled and Sun (Bausch, their patent litigation as well as the Sun) specific terms the parties would use in settlement negotiations, the public disclosure of which could cause Sun and Bausch competitive harm (Klein Decl. ¶ 25; Rush Decl. ¶ 6). 500 Defendants’ Reply in DENIED as The highlighted material this order Support of Their to p. 19 seals contains confidential Motion for Summary segment “a information regarding production of Judgment (Sun) result . . . non-party Sun’s products, the public attributable disclosure of which would cause Sun to:”. competitive harm (Klein Decl. ¶ 73). Otherwise For the material this order does not GRANTED. seal, Sun has not adequately explained how or why disclosure of those nonspecific, generalized statements would now cause Sun competitive harm. 5. PURCHASERS SURREPLY IN OPPOSITION TO LUPIN’S MOTION FOR SUMMARY JUDGMENT AND DEFENDANTS’ JOINT MOTION FOR SUMMARY JUDGMENT (DKT. NO. 521). Direct purchaser plaintiffs conditionally filed under seal their surreply in opposition to Lupin and Defendants’ motions for summary judgment (Dkt. No. 521). Defendants did not file a supporting declaration to establish the documents, or portions thereof, were sealable, as required by our local rules. See Civ. L.R. 79-5. Therefore, the motion to file the documents under seal is DENIED. 6. PURCHASERS’ CORRECTIONS TO THEIR OMNIBUS MOTION TO SEAL (DKT. NO. 528). In their motion correcting their omnibus motion to seal, Dkt. No. 528, direct purchaser plaintiffs filed corrected, complete versions of documents cited in the parties’ summary judgment and Daubert motions: Dkt. Nos. 493-58 and 493-59. In addition, direct purchaser plaintiffs also docketed PX 1237, Dkt. No. 528-2, which had been cited in their opposition briefing but not filed with the Court. First, non-party Sun’s request to seal Dkt. No. 493-58 is discussed above. Because Sun did not file a further declaration regarding the corrected version of Dkt. No. 493-58, the previous decision applies with equal force to the corrected version of the document. Second, no party sought to seal Dkt. No. 493-59 in its omnibus motion or filed a declaration supporting the sealing of the document after purchaser plaintiffs filed the corrected version here, as required by our local rules. Third, no party filed a supporting declaration to establish that Dkt. No. 528-2, or portions thereof, are sealable, as required by our 7. LUPIN’S MOTION TO FILE UNDER SEAL DEFENDANTS’ MOTION IN LIMINE NO. 5 (DKT. NO. 618). Upon review of Lupin’s motion to seal and the accompanying declaration from non-party Sun, Dkt. No. 618-1, this order finds Sun has made the requisite showing to seal certain portions of the documents related to Defendants’ motion in limine No. 5. The proposed redactions are narrowly tailored. This order rules as follows: Dkt. Document to be Sealed Result Reasoning No. 618-3 SUN_GLUMETZA_001 GRANTED. Contains confidential information 0030 (Sun) regarding non-party Sun’s manufacturing processes and product development, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 6). 618-4 SUN_GLUMETZA_001 GRANTED. Contains confidential information 0180 regarding non-party Sun’s manufacturing processes and product development, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 7). 618-5 SUN_GLUMETZA_001 GRANTED. Contains confidential information 0477 regarding non-party Sun’s manufacturing processes and product development, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 8). 618-6 SUN_GLUMETZA_001 GRANTED. Contains confidential information 0198 regarding non-party Sun’s manufacturing processes and product development, the public disclosure of which would cause Sun competitive harm (Klein Decl. ¶ 9). 8. DIRECT PURCHASER PLAINTIFFS’ MOTION FOR PRELIMINARY APPROVAL OF CLASS SETTLEMENT WITH ASSERTIO (DKT. NO. 655). Upon review of the direct purchaser class’s motion to seal and Assertio’s accompanying declaration, Dkt. No. 655-1, this order finds Assertio has made the requisite showing to seal 1 certain portions of the class’s motion for preliminary approval of class settlement with 2 Assertio. The proposed redactions are narrowly tailored. This order rules as follows: 3 Dkt. Document to be Sealed Result Reasoning 4 No. 654-10 | Shadowen Decl. Exh. 9 GRANTED. Contains Assertio’s detailed and 5 — Assertio financial comprehensive financial statements, 6 statements including balance sheets, income statements, information on working 7 capital, balances in accounts receivable, and other information 8 (Stock Decl. The public disclosure of this confidential 9 information would cause Assertio 10 competitive harm — for example, when negotiating business 11 arrangements, it could give the other party undue leverage over terms (id. %L at J] 7-11).

13 654-11 | Declaration of Dr. Mark | GRANTED Contains specific numbers for L. Frigo as to Assertio’s cash position, working 14 highlighted capital, accounts receivable, and 15 portions. revenue, the public disclosure of which would cause Assertio Qa 16 competitive harm (Stock Decl. 6— 11). Notably, Assertio has not = 17 redacted more general descriptions 8 of its financial position. 19 The movants shall file public versions of the foregoing documents in full compliance 20 with this order by FEBRUARY 11, 2022, AT NOON. 22 23 24 Dated: December 29, 2021.

26 l - IV WILLIAM ALSUP 27 UNITED STATES DISTRICT JUDGE 28