Zest Anchors, LLC v. Biomet 3i, LLC

• Court: District Court, S.D. New York
• Decided: April 30, 2025
• Docket: 1:23-cv-07232
• Status: Unknown

Opinion

TELEPHONE: +1-212-455-2000 FACSIMILE: +1-212-455-2502 Direct Dial Number E-mail Address +1-212-455-7358 mgarvey@stblaw.com VIA ECF October 21, 2024 Re: Zest Anchors, Llc V. Biomet 3i, Llc, Case No. 1:23-cv-07232-JLR, Motion to Seal Confidential Exhibit The Honorable Jennifer L. Rochon United States District Court for the Southern District of New York 500 Pearl Street New York, NY 10007 Dear Honorable Judge Rochon: We write on behalf of Plaintiff Zest Anchors, LLC d/b/a Zest Dental Solutions (“Zest”). Pursuant to Section 4.B of Your Honor’s Individual Rules of Practice in Civil Cases, Zest seeks the Court’s approval to redact certain portions of two sets of correspondence, submitted under seal and with redactions as Exhibits 1 and 4 to the Declaration of Alison M. Sher. Zest submits these Exhibits in support of Zest’s Motion to Dismiss the Second Counterclaim filed by Defendant Biomet 3i, LLC, d/b/a ZimVie’s (“Biomet”). We conferred with Biomet’s counsel regarding sealing, and Biomet does not object to the sealing of the confidential price and discount information contained in Exhibit 1.1 Zest respectfully requests that Exhibits 1 and 4 be filed with redactions to protect sensitive and confidential pricing and discount information. This request is narrowly tailored to limit the information being sealed in Exhibits 1 and 4; Zest does not request that the entirety of these communications be sealed. The public and the press have a qualified First Amendment right to access judicial documents and proceedings, which may be overcome in certain circumstances, allowing a court to permit a party to file documents under seal. See Hartford Courant Co. v. Pellegrino, 380 F.3d 83, 91-92 (2d Cir. 2004). To overcome the presumption of public access, the court must make “specific, on-the-record findings” for each individual document that sealing “(1) is necessary to preserve higher values,” and “(2) is narrowly tailored to achieve that aim.” Brown v. Maxwell, 929 F.3d 41, 47-48 (2d Cir. 2019). This Court has held that sealing or redacting “commercially 1 After the Parties conferred, Zest realized that one of the sensitive terms in Exhibit 1 is repeated in Exhibit 4. Accordingly, Zest additionally moves to redact that provision in Exhibit 4. October 21, 2024 The Honorable Jennifer L. Rocho

sensitive information to protect confidential business interests and financial information” is a “higher value” under the First Amendment that may rebut the presumption of public access. Rand v. Travelers Indem. Co., 2023 WL 4636614, at *2 (S.D.N.Y. July 19, 2023). Here, disclosure of the pricing and discount terms in Exhibits 1 and 4 could place Zest at a competitive disadvantage when negotiating additional contracts by revealing competitively sensitive information offered to a third-party. This justifies protection of this information in Exhibits | and 4. Id.; see also Standard Inv. Chtd., Inc. v. Fin. Indus. Regulatory Auth., Ind., 347 F. App’x 615, 617 (2d Cir. 2009) (affirming sealing of information that could cause party “financial harm’’). Zest thanks the Court for its consideration of this request. Respectfully submitted, SIMPSON THACHER & BARTLETT LLP /s/ Michael J. Garvey Michael J. Garvey Alison M. Sher Nicholas Cunha 425 Lexington Avenue New York, NY 10017 Telephone: (212) 455-2000 Facsimile: (212) 455-2502 mgarvey @stblaw.com alison.sher@stblaw.com nicholas.cunha@ stblaw.com Attorneys for Plaintiff Zest Anchors, LLC d/b/a Zest Dental Solutions cc: All counsel of record (by ECF) reviewed the parties’ submissions and proposed redactions, the Court GRANTS the motion to seal. does not oppose the motion and proposed redactions and the redacted information contains pricing and terms. While there is a "presumption of access" to "judicial documents" that applies to these documents, v. Pyramid Co. of Onondaga, 435 F.3d 110, 119 (2d Cir. 2006), the privacy interests in the redacted materi the public's interests because the material "contains sensitive information” about Plaintiff's price terms □□□ negotiations that, if disclosed, "might harm [Zest Anchors, LLC's] competitive standing," Graczyk v. Commc'ns, Inc., No. 18-cv-06465 (PGG), 2020 WL 1435031, at *9 (quoting Oliver Wyman, Inc. v. Eielson Supp. 3d 684, 706 (S.D.N.Y. 2017)) (permitting redaction of financial terms in contracts with vendors). The has reviewed Plaintiff's proposed redactions to the exhibits and finds them reasonably tailored to protect sitive financial information. Thus, sealing is appropriate. The Clerk of Court is respectfully directed to terminat motion at Dkt. 55. SO ORDERED. CL)