United States District Court, M.D. Pennsylvania
YVETTE KANE, District Judge.
Before the Court is Plaintiff's motion for a temporary restraining order and for a preliminary injunction. (Doc. No. 3.) The motion has been briefed by Plaintiff only. (See Doc. No. 4.) On July 23, 2015, the Court conducted a telephone conference on the motion. For the reasons that follow, the Court will grant the motion in part and issue a temporary restraining order.
This case concerns an alleged conspiracy between two of Plaintiff Penn-Air & Hydraulic Co.'s former employees and their new employer to steal Plaintiff's confidential information and use it to their advantage. Plaintiff is an industrial distributor that designs and installs hydraulic, pneumatic, and electro-mechanical systems. (Doc. No. 1 ¶ 7.) According to Plaintiff, Defendant George Lutz, Plaintiff's then-vice-president of sales, wanted an equity stake in the company but the owners refused his request. (Id. ¶¶ 21, 26.) Consequently, Lutz, who had more access to password-protected sensitive data than nearly all of Plaintiff's employees, embarked on a program of stealing Plaintiff's information and data from company computers to eventually compete with Plaintiff. (Id. ¶¶ 21-22, 26-27.) In the course of his scheme, Plaintiff alleges that Lutz convinced his co-Defendant Mark Cardello, who was Plaintiff's "top sales engineer, " to defect with Lutz. (Id. ¶¶ 23-25, 27.) According to Plaintiff, while both were still in Plaintiff's employ, Cardello and Lutz began meeting with Plaintiff's suppliers and customers in an attempt to divert business away. (Id. ¶ 27.) Lutz allegedly drafted a business plan and shared his plan with Cardello and co-Defendant Marc Pecsi. (Id.) Pecsi is a managing member of co-Defendant G3, LLC, Plaintiff's competitor to whom the departing employees allegedly defected. (Id. ¶ 34.) According to Plaintiff, all of the defendants conspired to steal and illegally use Plaintiff's sensitive information to divert business away from Plaintiff. (Id. ¶¶ 105-110.)
Plaintiff alleges that Lutz "had falsified expense reports to obtain reimbursement for personal equipment and other inappropriate expenses, " and that as a result, Plaintiff terminated Lutz' employment on June 18, 2015. (Doc. No. 1 ¶ 11.) According to Plaintiff, Lutz did not immediately return all of the computers Plaintiff issued to him, most notably a tower computer, and to date Lutz has still not returned some items for which he wrongfully obtained reimbursement. (Id. ¶¶ 29-31.) On June 23, 2015, Plaintiff notified Lutz through his attorney to return the rest of the company's equipment and instructed Plaintiff to preserve all of the information on the computers without accessing the sensitive data any further. (See Doc. No. 1-1.) Lutz' attorney assured Plaintiff that the devices would be returned unaltered and that Plaintiff's sensitive data would not be accessed. (Id. ¶¶ 55-61.) Rather than returning the computer immediately, Plaintiff alleges that Lutz installed new software that he then used to copy all of the data on the remaining computer before he returned it to Plaintiff. (Id. ¶¶ 61-67.) After he had copied the computer's data, Plaintiff alleges that Lutz deleted the computer's history and event logs in an effort to conceal what he had done. (Id. ¶¶ 68-71.) After Lutz finally returned the computer, Plaintiff engaged computer forensic experts whose affidavits and exhibits support Plaintiff's allegations regarding Lutz' actions in copying the data from the computer. (See Doc. Nos. 1-9; 1-10.) In all, Plaintiff alleges that Lutz and co-Defendants possess technical schematics, client-specific engineering specifications, supplier information and contact information, client lists, client purchase histories, inventory reports, and profit margin reports that are all Plaintiff's protected information. (Doc. No. 4 at 16.)
Plaintiff has moved the Court for a temporary restraining order or a preliminary injunction compelling Defendants to return to Plaintiff all copies of its sensitive information and all equipment that contains Plaintiff's sensitive material. (See Doc. No. 5.) In addition, Plaintiff asks that the temporary restraining order or preliminary injunction forbid Defendants from soliciting Plaintiff's clients and suppliers and from otherwise using the sensitive information already in Defendants' possession. (Id.)
A temporary restraining order is an extraordinary remedy, the "essential purpose" of which is the "preservation of the status quo while the merits of the cause are explored through litigation." J.O. v. Orange Twp. Bd. of Educ., 287 F.3d 267, 273 (3d Cir. 2002). Such relief is within the discretion of the district court, and is only warranted when a movant can establish (1) a reasonable probability of success on the merits of the underlying action, and (2) that the movant "will be irreparably injured" without the requested injunction or restraining order. Acierno v. New Castle Auth., 40 F.3d 645, 653 (3d Cir. 1994). When relevant, a court will also consider the harm potentially caused to the non-moving party should the injunctive relief issue as well as the broader public interest. Id.
A. Probability of success on the merits
As a movant must first establish a reasonable probability of success on the merits, the Court considers Plaintiff's allegations in light of the standards governing its substantive claims. Standards governing the Pennsylvania Uniform Trade Secrets Act ("PUTSA"), 12 Pa. Stat. § 5301 et seq., civil conspiracy, and the federal Computer Fraud and Abuse Act ("CFAA"), 18 U.S.C. § 1030, are discussed below. The Court finds that Plaintiff's allegations concerning these three theories are sufficient to warrant the relief to be granted, so a discussion of Plaintiff's other legal theories is not warranted at this juncture. The Court emphasizes that at this stage, the Court writes in a purely preliminary capacity; all findings and conclusions are provisional only pending further development of the record.
1. Pennsylvania Uniform Trade Secrets Act ("PUTSA")
Plaintiff alleges that Lutz and Cardello misappropriated Plaintiff's trade secrets in violation of PUTSA. To succeed on the merits of a PUTSA misappropriation claim, a plaintiff must show that the defendant "acquire[d] knowledge of another's trade secret in circumstances giving rise to a duty to maintain its confidentiality and then disclose[d] or use[d] that trade secret without the other's consent." Bimbo Bakeries USA, Inc. v. Botticella, 613 F.3d 102, 110 (3d Cir. 2010) (citing 12 Pa. Stat. § 5302). The statute defines "trade secret" as any information, like a customer list, a program, or a method, that (1) "derives independent economic value... from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use[;]" and (2) "is the subject of efforts that are reasonable under the circumstances to maintain its secrecy." 12 Pa. Stat.§ 5302.
In the present case, Plaintiff alleges that Defendants appropriated information related to its clients' individual needs, its technical designs, and the workings of its business. Plaintiff also argues that it maintains a password-protected security infrastructure to guard the secrecy of the sensitive information, and that Defendants were only able to obtain the information because of their positions with Plaintiff's management hierarchy.
Plaintiff's information appears to qualify as a trade secret, see Bimbo Bakeries, 613 F.3d at 110; Defendant Lutz and Cardello appear to have gained access to Plaintiff's information in their capacities as employees; and Defendants then appear to have begun to use Plaintiff's trade secrets for their own gain. Following Bimbo Bakeries, ...