Chantal Attias v. CareFirst, Inc. ( 2020 )


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  •  United States Court of Appeals
    FOR THE DISTRICT OF COLUMBIA CIRCUIT
    Argued December 6, 2019            Decided August 11, 2020
    No. 19-7020
    CHANTAL ATTIAS, INDIVIDUALLY AND ON BEHALF OF ALL
    OTHERS SIMILARLY SITUATED, ET AL.,
    APPELLANTS
    v.
    CAREFIRST, INC., DOING BUSINESS AS GROUP
    HOSPITALIZATION AND MEDICAL SERVICES, INC., DOING
    BUSINESS AS CAREFIRST OF MARYLAND, INC., DOING BUSINESS
    AS CAREFIRST BLUECROSS BLUESHIELD, DOING BUSINESS AS
    CAREFIRST BLUECHOICE, INC., ET AL.,
    APPELLEES
    Appeal from the United States District Court
    for the District of Columbia
    (No. 1:15-cv-00882)
    Matthew Wayne Stonestreet argued the cause for
    appellants. With him on the briefs were Jonathan B. Nace,
    Christopher T. Nace, and Troy N. Giatras.
    Marc Rotenberg and Alan Butler were on the brief for
    amicus curiae Electronic Privacy Information Center in
    support of appellants.
    2
    Matthew O. Gatewood argued the cause for appellees.
    With him on the briefs was Robert D. Owen.
    Before: SRINIVASAN, Chief Judge, and GRIFFITH and
    KATSAS, Circuit Judges.
    Opinion for the Court filed by Circuit Judge KATSAS.
    KATSAS, Circuit Judge: After hackers allegedly stole
    sensitive customer information from a health insurer’s data
    system, seven customers brought a litany of tort, contract, and
    statutory claims against the company. The district court
    dismissed all claims of five plaintiffs and most claims of two
    plaintiffs. We must decide whether the court permissibly
    certified the dismissed claims under Federal Rule of Civil
    Procedure 54(b), so as to make the dismissal order final and
    immediately appealable.
    I
    The plaintiffs’ complaint alleges the following. CareFirst,
    Inc. and its subsidiaries provide health insurance to customers
    in the District of Columbia, Maryland, and Virginia. In June
    2014, hackers penetrated CareFirst’s servers and stole or
    accessed customers’ names, birthdates, e-mail addresses,
    subscriber numbers, and possibly social security and credit
    card numbers. Seven customers from the District, Maryland,
    and Virginia sued CareFirst on behalf of all similarly situated
    insureds. The customers collectively raised eleven state-law
    claims: five tort claims (negligence, negligence per se, fraud,
    constructive fraud, and breach of a duty of confidentiality); two
    contract claims (breach and unjust enrichment); and four
    statutory claims (D.C., Maryland, and Virginia consumer
    protection laws and the D.C. data breach notification statute).
    All told, the seven plaintiffs raised fifty-four claims stemming
    from the data breach.
    3
    CareFirst moved to dismiss for lack of standing and failure
    to state a claim. The district court dismissed the case on
    standing grounds, Attias v. CareFirst, Inc., 
    199 F. Supp. 3d 193
    (D.D.C. 2016), but we reversed, 
    865 F.3d 620
    (D.C. Cir. 2017).
    On remand, CareFirst renewed its motion to dismiss for
    failure to state a claim. The district court granted the motion in
    substantial part; it dismissed every claim made by five of the
    seven plaintiffs and all but two claims made by the two other
    plaintiffs, Curt and Connie Tringler of Maryland. Attias v.
    CareFirst, Inc., 
    365 F. Supp. 3d 1
    (D.D.C. 2019). First, the
    court held that state law required actual damages for nine of the
    eleven claims (all but the unjust enrichment and D.C. consumer
    protection claims).
    Id. at 9–11.
    Because only the Tringlers
    alleged actual damages, the court dismissed the relevant nine
    claims of the other five plaintiffs.
    Id. at 17.
    The court also
    dismissed the unjust enrichment claims for failure to plead a
    necessary element.
    Id. at 25.
    Finally, it dismissed the tort
    claims and the D.C. consumer protection claims as duplicative
    of the breach-of-contract claims.
    Id. at 17–26.
    In sum, the
    court dismissed every claim except the Tringlers’ claims for
    breach of contract and for violation of the Maryland consumer
    protection statute.
    Id. at 27.
    The district court directed the parties “to advise the court
    of whether it should issue an order under Federal Rule of Civil
    Procedure 54(b) as opposed to certifying questions for
    interlocutory appeal under 28 U.S.C. § 1292(b).” J.A. 14.
    With no explanation, the parties agreed that Rule 54(b) was the
    better route for generating an appealable order. The plaintiffs
    also moved to stay the Tringlers’ surviving claims during any
    appeal. They explained that this Court’s “ultimate ruling will
    substantially impact the progress of those claims.” Resp. to
    Feb. 14, 2019 Min. Order & Mot. for Stay of Remaining
    Claims, ECF No. 59, at 1.
    4
    In a brief order, the district court entered final judgment on
    all the dismissed claims under Rule 54(b). Tracking the Rule’s
    language, the court expressly found “‘no just reason for delay’
    of entry of final judgment.” J.A. 158. But the court provided
    no reasoning for its conclusion, and it stayed the case pending
    resolution of this appeal.
    In this Court, neither party questioned the validity of the
    Rule 54(b) certification, but we ordered the parties to address
    the issue at oral argument and in supplemental briefs.
    II
    Under Article III of the Constitution, the “judicial Power
    of the United States” is limited to resolving specified categories
    of “Cases” or “Controversies.” U.S. Const. art. III, §§ 1 & 2.
    Moreover, as an “inferior” court created by statute
    , id. § 1, this
    Court “can have no jurisdiction but such as the statute confers,”
    Sheldon v. Sill, 
    49 U.S. 441
    , 449 (1850). Before passing on the
    merits of any dispute, we must therefore determine whether we
    have both Article III and statutory jurisdiction. Steel Co. v.
    Citizens for a Better Env’t, 
    523 U.S. 83
    , 94–96 (1998). And
    we must raise those issues ourselves, even if no party has done
    so.
    Id. at 94.
    For review of district-court decisions, our statutory
    jurisdiction comes primarily from 28 U.S.C. § 1291. That
    section gives the courts of appeals “jurisdiction of appeals from
    all final decisions of the district courts of the United States,”
    except those directly appealable to the Supreme Court. A
    “final decision” under section 1291 ordinarily must resolve
    every claim of every party in a case. Ritzen Grp., Inc. v.
    Jackson Masonry, LLC, 
    140 S. Ct. 582
    , 586 (2020); Sears,
    Roebuck & Co. v. Mackey, 
    351 U.S. 427
    , 431–32 (1956).
    5
    Federal Rule of Civil Procedure 54(b) builds on that
    baseline principle. The adoption of the Federal Rules of Civil
    Procedure increased the opportunity for litigants to join
    multiple claims and parties in one lawsuit. See 
    Sears, 351 U.S. at 432
    . To complement that change, Rule 54(b) offered the
    chance for earlier appellate review of some claims in a multi-
    claim or multi-party action. See
    id. at 433–34.
    The Rule “does
    not relax the finality required of each decision” by
    section 1291.
    Id. at 435.
    But it “provide[s] a practical means
    of permitting an appeal to be taken from one or more final
    decisions on individual claims, in multiple claims actions,
    without waiting for final decisions to be rendered on all the
    claims in the case.” Id.; accord Cold Metal Process Co. v.
    United Eng’g & Foundry Co., 
    351 U.S. 445
    , 453 (1956).
    Rule 54(b) provides:
    When an action presents more than one claim
    for relief—whether as a claim, counterclaim,
    crossclaim, or third-party claim—or when
    multiple parties are involved, the court may
    direct entry of a final judgment as to one or
    more, but fewer than all, claims or parties only
    if the court expressly determines that there is no
    just reason for delay. Otherwise, any order or
    other decision, however designated, that
    adjudicates fewer than all the claims or the
    rights and liabilities of fewer than all the parties
    does not end the action as to any of the claims
    or parties and may be revised at any time before
    the entry of a judgment adjudicating all the
    claims and all the parties’ rights and liabilities.
    The Rule establishes three requirements for an otherwise
    interlocutory order to be certified as a final judgment: (1) the
    6
    order must resolve a distinct “claim for relief”; (2) the order
    must be “final” with respect to that claim; and (3) the district
    court must permissibly determine that there is “no just reason
    for delay” in entering judgment. See Bldg. Indus. Ass’n of
    Superior Cal. v. Babbitt, 
    161 F.3d 740
    , 743 (D.C. Cir. 1998).
    The first two elements—whether the district court finally
    resolved one or more distinct claims for relief—plainly
    implicate our jurisdiction. An interlocutory order that does not
    resolve a distinct “claim for relief” is not a “decision” in the
    sense required by section 1291. See Swint v. Chambers Cnty.
    Comm’n, 
    514 U.S. 35
    , 41–42 (1995). And if a disposition is
    not “final” under Rule 54(b), then it likewise cannot qualify as
    a “final decision” under section 1291. See 
    Sears, 351 U.S. at 437
    . Thus, if a district court certifies a matter that does not
    involve the “final” disposition of an entire “claim,” we must
    raise the problem ourselves and must dismiss “for want of a
    final judgment.” Tolson v. United States, 
    732 F.2d 998
    , 1001–
    03 (D.C. Cir. 1984).
    The third element—whether the district court permissibly
    found that there is “no just reason for delay” of an appeal—has
    two components. First, the court must expressly determine that
    there is no just reason for delay. This is a “bright-line
    requirement” for establishing appellate jurisdiction on a Rule
    54(b) certification. Bldg. Indus. 
    Ass’n, 161 F.3d at 743
    .
    Second, we must decide whether the district court’s
    determination was an abuse of discretion. See Curtiss-Wright
    Corp. v. Gen. Elec. Co., 
    446 U.S. 1
    , 10 (1980). To do that, we
    assess whether the district court reasonably considered the
    “judicial administrative interests as well as the equities
    involved,” including the relationship between the certified and
    uncertified claims and the potential for multiple appeals on the
    same issues.
    Id. at 8;
    see Bldg. Indus. 
    Ass’n, 161 F.3d at 744
    –
    45. If the district court failed to explain why it found “no just
    7
    reason for delay,” we must “do the best we can” to discern its
    reasoning. See Bldg. Indus. 
    Ass’n, 161 F.3d at 745
    . And we
    must dismiss the appeal if we conclude that the district court
    unreasonably weighed the relevant equities, Brooks v. Dist.
    Hosp. Partners, 
    606 F.3d 800
    , 806 (D.C. Cir. 2006), or if we
    cannot discern whether it reasonably did so, Bldg. Indus. 
    Ass’n, 161 F.3d at 745
    .
    The permissibility of a Rule 54(b) certification depends in
    significant part on the relationship between the certified claims
    finally resolved by the district court and the uncertified claims
    that remain pending before it. In Tolson, we addressed when
    different claims are distinct enough to justify the entry of final
    judgment on only some of them. We established this “rule of
    thumb” on that question: “When alleged claims are so closely
    related that they would fall afoul of the rule against splitting
    claims if brought separately, they do not qualify as ‘separate’
    claims within the meaning of Rule 
    54(b).” 732 F.2d at 1001
    (cleaned up). We then applied that principle to dismiss an
    appeal from an order resolving one of three transactionally
    related negligence claims. See
    id. at 1002–03. III
    Under this framework, we lack appellate jurisdiction over
    the certified claims of the Tringlers and of the other plaintiffs.
    Start with the Tringlers’ claims. The Tringlers raise
    contract, tort, and statutory claims arising out of the same
    event—the June 2014 cyberattack on CareFirst. Their pending
    breach of contract and Maryland consumer protection claims
    arise from the same transaction and occurrence as their
    dismissed tort and unjust enrichment claims. Under basic
    principles of claim preclusion, the Tringlers could not have
    litigated to judgment one action involving the claims still
    pending before the district court and another involving the
    8
    claims already dismissed. See, e.g., Taylor v. Sturgell, 
    553 U.S. 880
    , 892 (2008); Smith v. Jenkins, 
    562 A.2d 610
    , 613
    (D.C. 1989); Restatement (Second) of Judgments § 24 (Am.
    Law Inst., 1982). So under Tolson, they likewise cannot sever
    the latter claims for an immediate appeal under Rule 54(b). 
    See 732 F.2d at 1002
    .
    That leaves us with the other plaintiffs’ claims. Tolson
    does not resolve whether the district court could have certified
    their claims despite the pendency of certain claims by the
    Tringlers. For purposes of claim preclusion, different plaintiffs
    may litigate parallel claims in different lawsuits. See, e.g.,
    
    Smith, 562 A.2d at 613
    ; 18 C. Wright & A. Miller, Federal
    Practice & Procedure § 4406 (3d ed. 2017). Nonetheless, any
    such certification would raise concerns, for the claims of any
    one plaintiff in this case overlap substantially with the claims
    of every other plaintiff. The claims of each plaintiff arise from
    the same computer hacking and data breach. They involve the
    same form contracts used by CareFirst. They involve the same
    alleged misrepresentations made by the company on the
    internet and in its promises to comply with federal privacy law.
    And, given the parties’ decision to litigate the common-law
    claims under D.C. law, they involve almost entirely the same
    governing law. All of this explains why the plaintiffs seek class
    certification under Federal Rule of Civil Procedure 23(b)(3),
    which requires “common” questions to predominate over
    “individual” ones. It also explains why the plaintiffs moved to
    stay the claims pending in the district court on the ground that
    our disposition of the appeal would “substantially impact the
    progress of those claims.” ECF No. 59, at 1. This suggests that
    a Rule 54(b) certification would generate “piecemeal appeals”
    in a case that “should be reviewed only as [a] single unit[].”
    Curtiss-Wright 
    Corp., 446 U.S. at 10
    .
    9
    In any event, we need not decide whether the district court
    could have certified the non-Tringler claims alone, because we
    lack jurisdiction over them for a separate reason: It is unclear
    whether the district court would have certified these claims for
    immediate appeal had it properly declined to certify the claims
    of the Tringlers. The district certified a very different subset of
    claims—all claims minus the two pending Tringler claims—
    and it failed to explain its reasons for doing so. We are thus
    left much as we were in Building Industry Association: We
    confront certified claims that appear highly “intertwined” with
    claims still pending below (and with other dismissed claims
    that cannot be 
    certified). 161 F.3d at 745
    . And we have no
    “assistance” in the form of an explanation from the district
    court. See
    id. As a result,
    we cannot determine whether the
    district court would have certified only the non-Tringler
    claims, much less whether it could have come up with a
    permissible justification for doing so. As in Building Industry
    Association, we must therefore dismiss the appeal for lack of
    jurisdiction.
    So ordered.