GEICO v. Mount Prospect Chiropractic Center PA

PRECEDENTIAL
UNITED STATES COURT OF APPEALS
FOR THE THIRD CIRCUIT
Nos. 23-1378, 23-2019 & 23-2053
GOVERNMENT EMPLOYEES INSURANCE CO.; GEICO
INDEMNITY CO.; GEICO GENERAL INSURANCE
COMPANY; GEICO CASUALTY CO.
v.
MOUNT PROSPECT CHIROPRACTIC CENTER, P.A.,
d/b/a Mount Prospect Health Center; TERRY
MCSWEENEY, D.C.; HASSAN MEDICAL PAIN RELIEF
AND WELLNESS CENTER LLC, d/b/a Hassan Spine and
Sports Medicine; SHADY HASSAN, M.D.
HASSAN MEDICAL PAIN RELIEF AND WELLNESS
CENTER LLC, d/b/a Hassan Spine and Sports Medicine;
SHADY HASSAN, M.D.,
Appellants in No. 23-1378
GOVERNMENT EMPLOYEES INSURANCE CO; GEICO
INDEMNITY CO; GEICO GENERAL INSURANCE CO;
GEICO CASUALTY CO
v.
CARING PAIN MANAGEMENT PC, AKA Caring Pain
Management; JINGHUI XIE, MD; FIRST CARE
CHIROPRACTIC CENTER LLC; KONSTANTINE
FOTIOU, D.C.
CARING PAIN MANAGEMENT PC, AKA Caring Pain
Management; JINGHUI XIE, MD,
Appellants in No. 23-2019
GOVERNMENT EMPLOYEES INSURANCE CO; GEICO
INDEMNITY CO; GEICO GENERAL INSURANCE CO;
GEICO CASUALTY CO
v.
WAEL ELKHOLY, MD; PRECISION PAIN & SPINE
INSTITUTE LLC; PRECISION SPINE & SPORTS
MEDICINE OF NEW JERSEY LLC; PRECISION
ANESTHESIA ASSOCIATES PC; ASHRAF SAKR, MD;
FOUAD KARAM, D.C.; LUIS RAMIREZ-PACHECO, MD;
LYDIA SHAJENKO, MD; STUART ATKIN, MD;
MEHRDAD LANGROUDI, MD; CHANG LEE, MD;
KHALED MORSI, MD; MONICA JOHNSON, N.P.,
Appellants in No. 23-2053
2
Appeal from the United States District Court
for the District of New Jersey
(D.C. Civil Action Nos. 2-22-cv-00737, 2-22-cv-05017, and
3-21-cv-16255)
District Judges: Honorable John M. Vazquez, Honorable
Brian R. Martinotti, and Honorable Michael A. Shipp
Argued on January 18, 2024
Before: JORDAN, BIBAS, and AMBRO, Circuit Judges
(Opinion filed: April 26, 2024)
Brian Block
Andrew Gimigliano (Argued)
Mandelbaum Barrett
3 Becker Farm Road
Suite 105
Roseland, NJ 07068
Counsel for Appellants in Case Nos. 23-1378,
23-2019 & 23-2053
Mohamed Nabulsi
Mandelbaum Barrett
3 Becker Farm Road
Suite 105
Roseland, NJ 07068
Counsel for Appellants in Case Nos. 23-2019 &
23-1378
3
Damian P. Conforti
Mandelbaum Barrett
3 Becker Farm Road
Suite 105
Roseland, NJ 07068
Counsel for Appellants in Case No. 23-1378
Max S. Gershenoff (Argued)
Rivkin Radler
926 RXR Plaza
West Tower
Uniondale, NY 11556
Gene Y. Kang
Rivkin Radler
25 Main Street, Court Plaza North
Suite 501
Hackensack, NJ 07601
Counsel for Appellees in Case Nos. 23-1378,
23-2019 & 23-2053
Yonatan Bernstein
Rivkin Radler
926 RXR Plaza
West Tower
Uniondale, NY 11556
Counsel for Appellees in Case No. 23-1378
4
OPINION OF THE COURT
AMBRO, Circuit Judge
These consolidated appeals ask if claims under New
Jersey’s Insurance Fraud Prevention Act (“IFPA”), N.J. Stat.
Ann. §§ 17:33A-1 to 30, are arbitrable. They are, so we reverse
and compel arbitration.
Background
Before us are three strikingly similar cases. Plaintiff-
appellee Government Employees Insurance Company and
certain affiliates (collectively, “GEICO”) sued defendants-
appellants (collectively, the “Practices”1) in separate actions in
the District of New Jersey, alleging they defrauded GEICO of
more than $10 million by abusing the personal injury
protection (“PIP”) benefits offered by its auto policies. It
alleges the Practices filed exaggerated claims for medical
services (sometimes for treatments that were never provided),
billed medically unnecessary care, and engaged in illegal
kickback schemes. GEICO’s suits against the Practices each
included a claim under the IFPA, which gives insurers a fraud-
1
For simplicity, we refer to each case by a medical practice
defendant – Precision Pain and Spine Institute, L.L.C.
(“Precision Spine”), Hassan Medical Pain Relief and Wellness
Center, LLC (“Hassan Medical”), and Caring Pain
Management P.C. (“Caring Pain”).
5
like action with fewer elements than common-law fraud.
Allstate N.J. Ins. Co. v. Lajara, 117 A.3d 1221, 1231-32 (N.J.
2015). The Practices sought arbitration of GEICO’s IFPA
claim, arguing both that a valid arbitration agreement covered
the claim and that a different New Jersey insurance law
allowed them to compel arbitration. But each District Court
disagreed, ruling instead that IFPA claims cannot be arbitrated.
The Practices appeal to us.
Jurisdiction and Standard of Review
The Federal Arbitration Act (“FAA”), 9 U.S.C. § 1 et
seq., provides us jurisdiction over interlocutory appeals of
orders declining to compel arbitration. FAA § 16(a)(1)(B); In
re Rotavirus Vaccines Antitrust Litig., 30 F.4th 148, 153 (3d
Cir. 2022).
We review de novo rulings on motions to compel
arbitration. Flinktote Co. v. Aviva PLC, 769 F.3d 215, 219 (3d
Cir. 2014). Our role is to apply the test district courts are to
use in deciding those motions. Singh v. Uber Techs., Inc., 939
F.3d 210, 217 (3d Cir. 2019).
When federal courts answer questions of state law, they
rule as they predict the state supreme court would. New Castle
Cnty. v. Nat’l Union Fire Ins. Co. of Pittsburgh, 174 F.3d 338,
342 (3d Cir. 1999). If that court has not issued a determinative
decision, we may consider decisions from state appellate
courts, though we are not bound by them if they are not well
reasoned or otherwise unpersuasive. In re Makowka, 754 F.3d
143, 148-52 (3d Cir. 2014) (disagreeing with precedential state
appellate decision because we are “not, in fact, bound by [such]
a decision[,]” and “the decision’s sparse reasoning and internal
6
inconsistency” would not persuade the state supreme court);
Roma v. United States, 344 F.3d 352, 359-62 (3d Cir. 2003)
(disregarding state intermediate appellate decision because it
“is inconsistent with the plain language of [the statute] . . . and,
therefore, cannot be used as an accurate predictor of how the
Supreme Court of New Jersey would [rule]”). If the state
supreme court would not defer to those opinions, then – given
that our goal is predicting that court’s decision – neither will
we.2
A. IFPA Claims Can Be Arbitrated.
GEICO’s primary argument to us is that the IFPA
implicitly prohibits arbitration. This might defeat the
2
This is not to say that we disregard intermediate state
appellate decisions merely because we disagree with them. We
are not writing on an empty slate, and state appellate courts are
more expert at deciding state law questions than we are. We
owe that expertise significant respect when state courts use it.
Budget Rent-A-Car Sys., Inc. v. Chappell, 407 F.3d 166, 174
(3d Cir. 2005) (we afford the “considered judgment[s]” of
“intermediate appellate state court[s]” meaningful deference.
(quoting West v. Am. Tel. & Tel. Co., 311 U.S. 233, 237
(1940))). But the deference we should give has limits, and if
we believe an opinion is unsupported, we should not
reflexively follow it. Circuit courts are competent to interpret
state law, too. Cf. United States v. Defreitas, 29 F.4th 135, 141
(3d Cir. 2022) (“[I]t is inappropriate to certify any state-law
question solely because its outcome may control a case; federal
courts are often required to make faithful predictions of how a
state supreme court will rule.”)
7
Practices’ effort to compel arbitration under a different New
Jersey law and could do the same for the Practices’ FAA-based
request. While the FAA typically preempts state laws that
prohibit arbitration, another federal statute, the McCarran-
Ferguson Act, 15 U.S.C. §§ 1011-1015, complicates the
analysis here. That act reverse-preempts federal laws that
“invalidate, impair, or supersede” state insurance laws.
Id. § 1012(b); Humana Inc. v. Forsyth, 525 U.S. 299, 306-07
(1999). If compelling arbitration would “invalidate, impair or
supersede” the IFPA, then we must disregard the FAA’s
contrary command.
GEICO bears the burden of persuading us that the IFPA
prohibits arbitration. Gilmer v. Interstate/Johnson Lane Corp.,
500 U.S. 20, 26 (1991). In New Jersey, a statute bars
arbitration “only if [its text] or its legislative history evidences
an intention to preclude alternate forms of dispute
resolution[.]” Curtis v. Cellco P’ship, 992 A.2d 795, 800 (N.J.
App. Div. 2010) (internal quotation marks omitted).
GEICO’s first argument is a massive string cite. It
claims that every known decision has held IFPA claims
inarbitrable; the Practices cite no case holding otherwise. But
on closer inspection, GEICO’s string cite lacks force.
The only appellate decision GEICO cites is Nationwide
Mutual Fire Insurance Co. v. Fiouris, 928 A.2d 154 (N.J. App.
Div. 2007), certif. denied, 934 A.2d 640 (N.J. 2007). GEICO
relies on its statement that “the Legislature did not contemplate
that a claim of a violation of the [IFPA] would be heard by an
arbitrator,” id. at 157, for the proposition that “IFPA claims are
inarbitrable as a matter of law.” Caring Pain GEICO Br. 15-
16. But we do not think Fiouris stands for that proposition.
8
First, the authority Fiouris cites to support this
statement does not suggest that the IFPA prohibits arbitration.
It relies on IFPA § 7(a), a permissive jurisdiction provision
saying insurers “may sue” for IFPA violations “in any court of
competent jurisdiction.” But those provisions do not prohibit
arbitration. Gay v. CreditInform, 511 F.3d 369, 383 (3d Cir.
2007). And Fiouris cites only one case to support GEICO’s
key sentence. 928 A.2d at 157 (citing Liberty Mut. Ins. Co. v.
Land, 892 A.2d 1240, 1246-47 (N.J. 2006)). The cited section
of Land merely summarizes the IFPA – it doesn’t discuss
arbitration. 892 A.2d at 1246-47. That is not surprising,
because Land dealt with the standard of proof for IFPA claims,
not their arbitrability. Id. at 1241. So we do not see Fiouris’s
statement as the arbitration bar GEICO says it is.
Second, the sentence GEICO leans on in Fiouris is
dicta. That Court made clear that it was only answering one
question: whether a different New Jersey law compelled
arbitration of IFPA claims arising from fraud in the
procurement of an insurance policy. Fiouris, 928 A.2d at 155.
It was not seeking (and did not have) to answer whether IFPA
claims were generally arbitrable.
So we doubt that the Supreme Court of New Jersey
would accord Fiouris much weight on this issue. Following
that predicted lead, we do not either. GEICO’s other cases, all
from trial courts, offer minimal analysis and so we give them
little-to-no weight, as we expect New Jersey’s highest court
would. Makowka, 754 F.3d at 148; Roma, 344 F.3d at 360-62.
In sum, GEICO’s string cite leaves us unmoved.
Switching tacks, GEICO claims that the IFPA’s anti-
fraud mission bars arbitration. But it does not explain why
9
arbitrating IFPA claims frustrates that goal. And the United
States Supreme Court has made clear that claims arising from
laws empowering private attorneys general can be arbitrated.
Shearson/Am. Express, Inc. v. McMahon, 482 U.S. 220, 239-
42 (1987) (holding RICO claims arbitrable and citing
Mitsubishi Motors Corp. v. Soler Chrysler-Plymouth, Inc., 473
U.S. 614, 636-37 (1985) (holding antitrust claims arbitrable
because, even if they are arbitrated, antitrust law “will continue
to serve both its remedial and deterrent function”)).
Finally, GEICO suggests that a laundry list of factors
shows that the IFPA implicitly prohibits arbitration. None
persuades us. It notes that IFPA plaintiffs have a jury trial
right. Lajara, 117 A.3d at 1234. But GEICO does not explain
why it cannot waive that right by agreeing to arbitrate. Next,
it suggests that the IFPA’s frequent use of phrases that suggest
trial (like “the court” and “the action”) implicitly prohibit
arbitration. A statute’s use of those terms does no such thing.
CompuCredit Corp. v. Greenwood, 565 U.S. 95, 100-01
(2012). GEICO also notes that the IFPA requires a plaintiff to
notify the New Jersey insurance commissioner when it files
litigation documents with “the court.” IFPA § 7(c). Yet we
know of no reason why it could not share those documents if
they were filed in an arbitration. Further, it observes that the
IFPA allows for treble damages and suggests that an arbitrator
could not grant that remedy. IFPA § 7(b). To the contrary,
American Arbitration Association rules give the arbitrator
broad discretion to “grant any remedy or relief[.]” Am. Arb.
Ass’n, Commercial Arbitration Rules and Mediation
Procedures 28 (2013) (Rule 47), https://perma.cc/4Y74-
WZM8. And a New Jersey intermediate appellate court, in a
decision compelling arbitration of a statutory claim with treble
damages, noted that they “can be vindicated in the arbitration
10
forum[.]” Gras v. Assocs. First Cap. Corp., 786 A.2d 886, 892
(N.J. App. Div. 2001), certif. denied, 794 A.2d 184 (N.J. 2002).
Last, GEICO points out that New Jersey itself can join private
IFPA actions to collect penalties, IFPA § 7(d), and suggests
this would be impossible in arbitration. But it does not explain
why New Jersey couldn’t join an arbitration, and the IFPA
allows the State to file independent actions. IFPA § 5.
In addition, New Jersey has a strong policy in favor of
arbitration, Arafa v. Health Express Corp., 233 A.3d 495, 506
(N.J. 2020), especially for PIP claims. Gambino v. Royal
Globe Ins. Cos., 429 A.2d 1039, 1043 (N.J. 1981)
(“[A]pproaches which minimize resort to the judicial process
[for PIP claims] . . . are strongly to be favored.”). We therefore
predict that the New Jersey Supreme Court would allow
arbitration of IFPA claims.
Having concluded that IFPA claims are arbitrable, we
next consider whether the IFPA claims before us should be
compelled to arbitration.
B. New Jersey Insurance Law Compels Arbitration.
Each Practice sought arbitration of GEICO’s IFPA
claim through N.J. Stat. Ann. § 39:6A-5.1(a) (the “Provision”).
It allows “any party” to compel arbitration of “[a]ny dispute
regarding the recovery of medical expense benefits or other
benefits provided under [PIP] coverage . . . arising out of the
operation, ownership, maintenance or use of an automobile”.
Id. As these suits are GEICO’s effort to recover medical
expense claims paid through auto insurance PIP benefits, they
fall under the Provision’s plain text.
11
GEICO asserts that the Provision does not apply to
IFPA claims because they deal with fraud. We disagree. First,
the Provision does not have an exception for fraud, and we may
not carve a broad exclusion from a plain statute on our own
initiative. DiProspero v. Penn, 874 A.2d 1039, 1048 (N.J.
2005). Second, New Jersey appellate courts have consistently
held that the Provision must be “construe[d ]liberally,” State
Farm Mut. Auto. Ins. Co. v. Molino, 674 A.2d 189, 191 (N.J.
App. Div. 1996), and “read as broadly as [its] words
themselves indicate[.]” State Farm Ins. Co. v. Sabato, 767
A.2d 485, 487 (N.J. App. Div. 2001). Third, the list of claims
specifically subject to the Provision suggests fraud falls under
its umbrella. That group includes “whether the disputed
medical treatment was actually performed” and “whether the
treatment performed is reasonable[ or] necessary.” N.J. Stat.
Ann. § 39:6A-5.1(c). That is the alleged fraud underpinning
GEICO’s IFPA claims: billing for fictitious or unnecessary
care. Because the Provision’s plain language is broad and does
not carve out fraud, but rather explicitly includes fraud-like
claims, GEICO’s argument does not persuade us.
C. GEICO’s IFPA Claims Are Subject to an Arbitration
Agreement.
In the alternative, we also conclude that GEICO’s IFPA
claims must be compelled to arbitration under the FAA. That
statute compels claims to arbitration once a movant shows both
that an arbitration agreement was validly formed and that it
covers the claims at issue. John Hancock Mut. Life Ins. Co. v.
Olick, 151 F.3d 132, 137 (3d Cir. 1998). To establish that an
agreement was formed when (as here) a motion to compel
arbitration is based on a complaint standing alone, a defendant
must show that the complaint and the documents on which s it
12
relies facially suggest that the parties agreed to arbitrate.
Guidotti v. Legal Helpers Debt Resol., L.L.C., 716 F.3d 764,
776 (3d Cir. 2013).
GEICO does not contest the Practices’ reliance on two
documents to suggest formation of an arbitration agreement.
The first is GEICO’s Precertification and Decision Point
Review Plan (the “Plan”). This document, required by New
Jersey law and approved by the New Jersey insurance
regulator, governs GEICO’s reimbursement of PIP claims.
Coal. for Quality Health Care v. N.J. Dep’t of Banking & Ins.,
791 A.2d 1085, 1092-94 (N.J. App. 2002); N.J. Admin. Code
§ 11:3-4.7. The Plan’s arbitration provision covers “any issue
arising under [the Plan], or in connection with any claim for
[PIP] benefits.” Caring Pain App. 315. The Practices bind
themselves to the Plan through the second
document – GEICO’s assignment of benefits form, which
must be submitted before GEICO will pay doctors for PIP
claims. That form requires the Practice “comply with all the
requirements of the Plan.” Caring Pain App. 317. These
documents facially suggest that the Practices entered into an
arbitration agreement with GEICO.
That said, GEICO could force the Practices to prove
more than a suggestion by submitting or pointing to “additional
facts sufficient to place the [arbitration agreement] in issue.”
Guidotti, 716 F.3d at 776. It says that the complaints
themselves place formation in issue because they allege that
Practices did not submit “valid” assignments of benefits for
“each of their claims[.]” Caring Pain App. 412-13 ¶ 255. But
GEICO is wrong because we do not treat unsupported legal
conclusions asserted in complaints as well-pled factual
allegations. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555
13
(2007). This is especially so when the conclusion lacks “facial
plausibility,” and here it is not believable that the Practices
never submitted a valid3 assignment of benefits given GEICO
paid them more than $10 million. Ashcroft v. Iqbal, 556 U.S.
662, 678 (2009).
It would not have taken much for GEICO to put contract
formation in play. Our precedent only requires plaintiffs to
offer facts that put it in doubt. For example, we held that a
plaintiff’s detailed affidavit explaining that she had never seen
the arbitration agreement at issue was enough to make the
movants fully prove formation. Kirleis v. Dickie, McCamey &
Chilcote, P.C., 560 F.3d 156, 161-62 (3d Cir. 2009). GEICO’s
pronouncement that the Practices did not provide “valid”
assignment of benefits forms for any of their claims does not
pass even that low bar. And its argument that we are requiring
it to “prove a negative” is wrong: we only ask for some
evidence suggesting it did not form arbitration agreements with
the Practices in light of the evidence they offer suggesting
otherwise. Caring Pain GEICO Br. 35 n.8.
Next, to compel arbitration of GEICO’s IFPA claims,
we must hold that the arbitration agreement in the Plan covers
them. John Hancock, 151 F.3d at 139. It does. As noted
above, that provision covers “any issue . . . in connection with
any claim for [PIP] benefits.” Caring Pain App. 315. This
language is broad and, as the IFPA claims are connected to
claims paid to the Practices based on PIP coverage, includes
3
GEICO does not explain why it believes the assignment of
benefits forms were not valid.
14
GEICO’s claims.4 Arafa, 233 A.3d at 509 (agreement to
arbitrate “any dispute” has “broad” scope). Supporting our
view, New Jersey law encourages us to read arbitration
agreements “liberally in favor of arbitration.” Garfinkel v.
Morristown Obstetrics & Gynecology Assocs., P.A., 773 A.2d
665, 670 (N.J. 2001) (quoting Marchak v. Claridge Commons,
Inc., 633 A.2d 531, 535 (N.J. 1993)). Further, because the
Practices had no role in drafting the Plan, we must construe it
in their favor. Pacifico v. Pacifico, 920 A.2d 73, 78 (N.J.
2007). Therefore, GEICO’s IFPA claims are subject to the
Plan’s arbitration agreement, and so we must compel
arbitration. Dean Witter Reynolds, Inc. v. Byrd, 470 U.S. 213,
218 (1985).
D. The Practice-Specific Issues
Besides the issues discussed above, which affect each
Practice, the Hassan Medical and Precision Spine appeals
present other challenges.
4
At oral argument, GEICO claimed that the Supreme Court of
New Jersey would hold that the arbitration agreement in the
Plan does not encompass its IFPA claims because it does not
specifically reference the IFPA. But GEICO did not make that
argument in its papers, and therefore we will not consider it in
detail. Barna v. Bd. of Sch. Dirs. of Panther Valley Sch. Dist.,
877 F.3d 136, 145-46 (3d Cir. 2017). Even if GEICO’s
argument were correct, we would still compel arbitration under
the Provision.
15
Hassan Medical
In the Hassan Medical case, the District Court
concluded both that GEICO and Hassan Medical agreed to be
bound by the Plan, and that GEICO’s non-IFPA claims were
subject to its arbitration agreement. But rather than compel
arbitration, it granted GEICO leave to amend its complaint to
“make ‘clear’ its arguments regarding the validity of the
[arbitration] agreement.” Hassan Medical App. 18. Hassan
Medical claims this was error.
GEICO argues we lack jurisdiction to review this
decision because it is not final, as the District Court would
consider a renewed motion to compel arbitration. But our
caselaw disagrees. Because of the FAA’s broad grant of
interlocutory jurisdiction, we can review interim denials of
motions to compel arbitration. Sandvik AB v. Advent Int’l
Corp., 220 F.3d 99, 102-04 (3d Cir. 2000).
And we agree with Hassan Medical that the District
Court should not have granted GEICO leave to amend its
complaint. When a movant sufficiently establishes that a claim
is subject to a valid arbitration agreement, district courts have
no discretion and must send it to arbitration. Dean Witter
Reynolds, 470 U.S. at 218 (“[T]he [FAA] leaves no place for
the exercise of discretion by a district court, but instead
mandates that district courts shall direct the parties to proceed
to arbitration on issues as to which an arbitration agreement
has been signed.”) (emphasis in original); FAA § 4 (“[U]pon
being satisfied that [the arbitration agreement is valid and
applies], the court shall make an order directing the parties to
proceed to arbitration . . .”.) (emphasis added).
16
True enough, we generally support granting leave to
amend, but our denial here aligns with Circuit precedent. Our
usual generosity exists because a “complaint may not be
amended by the briefs in opposition to a motion to dismiss.”
Pennsylvania ex rel. Zimmerman v. PepsiCo, Inc., 836 F.2d
173, 181 (3d Cir. 1988) (quoting Car Carriers, Inc. v. Ford
Motor Co., 745 F.2d 1101, 1107 (7th Cir.1984), abrogated by
Schmees v. HC1.Com, Inc., 77 F.4th 483 (7th Cir. 2023)). If
we denied leave to amend to cure a fixable defect, we would
reject potentially meritorious claims on mere pleading errors.
W. Run Student Hous. Assocs., LLC v. Huntington Nat’l Bank,
712 F.3d 165, 171 (3d Cir. 2013).
But under the Guidotti protocol, 716 F.3d at 776,
GEICO had the chance to submit additional facts to challenge
formation of the arbitration agreements. The District Court
decided that motion against GEICO on the merits, not on the
limited “record” of the complaint. Given that background,
denying GEICO’s request to amend does not frustrate the
policy animating our pro-amendment case law.
Precision Spine
GEICO asks us to affirm the District Court’s denial as
moot of Precision Spine’s motion to compel arbitration.5
GEICO’s rationale for mootness is that the targeted complaint
was amended after the motion was filed. It relies on West Run
5
GEICO also argues that its non-IFPA claims against Precision
Spine are inarbitrable. But those claims are not at issue in this
appeal because the order identified in the only filed notice of
appeal (Precision Spine’s) did not mention them. Sulima v.
Tobyhanna Army Depot, 602 F.3d 177, 184 (3d Cir. 2010).
17
for the proposition that an “amended complaint supersedes the
original and renders it of no legal effect, unless the amended
complaint specifically refers to or adopts the earlier pleading.”
712 F.3d at 171 (cleaned up, citation omitted). But West Run
dealt with an entirely different set of issues, and we will not
rely on one out-of-context snippet to decide this case.
Instead, we will join our colleagues on the Second and
Sixth Circuits by holding that district courts may, in their
discretion, deny as moot motions directed to subsequently
amended complaints or apply their arguments to the new
complaint and dispose of them on the merits. Pettaway v. Nat’l
Recovery Sols., LLC, 955 F.3d 299, 303-04 (2d Cir. 2020);
Crawford v. Tilley, 15.F.4th 752, 759 (6th Cir. 2021); 6 Charles
Alan Wright, Arthur R. Miller & Mary Kay Kane, Federal
Practice and Procedure § 1476 (3d ed. 2013) (“[D]efendants
should not be required to file a new motion to dismiss simply
because an amended pleading was introduced while their
motion was pending. If some of the defects raised in the
original motion remain in the new pleading, the court simply
may consider the motion as being addressed to the amended
pleading. To hold otherwise would be to exalt form over
substance.”). If the arguments in a motion apply to the
amended complaint, and the motion’s proponent does not
object to applying it to the new pleading, we see no reason why
a trial court cannot do so.
Here, we believe the District Court abused its discretion
by denying Precision Spine’s motion sua sponte because it was
addressed to the unamended complaint. As noted, that does
not automatically moot a motion. Nothing in the amended
complaint precludes arbitration of GEICO’s IFPA claims.
Rather, as discussed above, the law requires it. So we conclude
18
the District Court abused its discretion in denying the motion
and will order arbitration.6 Scott v. Vantage Corp., 64 F.4th
462, 472 (3d Cir. 2023) (an error of law is an abuse of
discretion).
*****
For the reasons above, we reverse the decisions of the
District Courts and remand with instructions to compel
arbitration of GEICO’s IFPA claims against the Practices.
6
This case is a good example of why we do not automatically
moot motions directed at subsequently amended complaints. If
we held the motion was moot, we would simply waste the
litigants’ time and money by requiring fresh motion practice
when the amended complaint fails to defeat the initial motion’s
challenges.
19