Epic/Freedom, LLC v. Aveanna Healthcare, LLC ( 2020 )

COURT OF CHANCERY
OF THE
STATE OF DELAWARE
417 S. State Street
JOSEPH R. SLIGHTS III Dover, Delaware 19901
VICE CHANCELLOR Telephone: (302) 739-4397
Facsimile: (302) 739-6179
Date Submitted: November 24, 2020
Date Decided: December 1, 2020
Kenneth J. Nachbar, Esquire Thomas E. Hanson, Jr., Esquire
Miranda N. Gilbert, Esquire William J. Burton, Esquire
Morris, Nichols, Arsht & Tunnell LLP Barnes & Thornburg LLP
1201 North Market Street 1000 North West Street, Suite 1500
Wilmington, DE 19801 Wilmington, DE 19801
Re: Epic/Freedom, LLC, et al. v. Aveanna Healthcare, LLC, et al.
C.A. No. 2020-0908-JRS
Dear Counsel:
I have Defendants’ Motion for Reconsideration of Scheduling Order Granting
Expedited Proceedings (D.I. 24) (the “Motion”) and Plaintiffs’ Opposition to the
Motion (D.I. 30). The Motion is denied. “A motion for reargument under Court of
Chancery Rule 59(f) will be denied unless the court has overlooked a controlling
decision or principle of law that would have controlling effect, or the court has
misapprehended the law or the facts so that the outcome of the decision would be
Epic/Freedom, LLC, et al. v. Aveanna Healthcare, LLC, et al.
C.A. No. 2020-0908-JRS
December 1, 2020
Page 2
different.”1 Reargument “is only available to re-examine the existing record,”2 not
to consider new evidence, entertain arguments not raised previously or rehash
arguments already made.3 In other words, reargument motions may not be used to
re-litigate matters already fully litigated or to present arguments or evidence that
could have been presented before the court entered the order from which reargument
is sought. 4
The Motion fails to identify any controlling precedent or principal of law the
Court overlooked in granting expedited scheduling. Instead, it offers new
1
Those Certain Underwriters at Lloyd’s, London v. Nat’l Installment Ins. Servs., Inc., 2008
WL 2133417, at *1 (Del. Ch. May 21, 2008).
2
Reserves Dev. LLC v. Severn Sav. Bank, FSB, 2007 WL 4644708, at *1 (Del. Ch. Dec. 31,
2007) (citing Miles, Inc. v. Cookson Am., Inc., 677 A.2d 505, 506 (Del. Ch. 1995)).
3
Id. (“Reargument under Court of Chancery Rule 59(f) is only available to re-examine the
existing record; therefore, new evidence generally will not be considered on a Rule 59(f)
motion.”); Sunrise Ventures, LLC v. Rehoboth Canal Ventures, LLC, 2010 WL 975581,
at *1 (Del. Ch. Mar. 4, 2010) (“[A] motion for reargument is ‘not a mechanism for litigants
to relitigate claims already considered by the court,’ or to raise new arguments that they
failed to present in a timely way.” (quoting Am. Legacy Found. v. Lorillard Tobacco Co.,
895 A.2d 874, 877 (Del. Ch. 2005)); Miles, 677 A.2d at 506 (“Where . . . the motion for
reargument represents a mere rehash of arguments already made at trial and during post-
trial briefing, the motion must be denied.”).
4
Wright, Miller & Kane, Federal Practice and Procedure: Civil 2d § 2810.1 (2020).
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arguments, based on purportedly new developments, that could have been advanced
in opposition to Plaintiffs’ Motion to Expedite had Defendants elected to withdraw
their opposition/defenses to the so-called Tax Audit claim prior to the presentation
of that motion. A motion for reargument (or “reconsideration”) is not the proper
vehicle through which to present Defendants’ new arguments.
Defendants have moved to transfer the so-called Tax Refund claim back to
the Superior Court (D.I. 29). The Court will consider Defendants’ arguments with
respect to this Court’s subject matter jurisdiction in connection with that motion.
For the foregoing reasons, Defendants’ Motion for Reconsideration is
DENIED.
IT IS SO ORDERED.
Very truly yours,
/s/ Joseph R. Slights III