United States District Court, W.D. Pennsylvania
JORDAN JONES, ROBERT LEMUS, JASON REED, individually and on behalf of all others similarly situated, Plaintiffs,
GIANT EAGLE, INC., Defendant. ANDREW FITCH, RICHARD D'ALESSANDRO, MICHAELLE HUTCHINSON, individually and on behalf of all others similarly situated, Plaintiffs,
GIANT EAGLE, INC., Defendant.
Stewart Cercone Senior United States District Judge.
NOW, this 30th day of September, 2019, upon due
consideration of 1) defendant Giant Eagle, Inc.' motions
to dismiss and the parties' submissions in conjunction
therewith and 2) the Report and Recommendation of the
Magistrate Judge addressing the same and the parties'
submissions in conjunction therewith, and after de
novo review of the record, IT IS ORDERED that 
defendant's motion to dismiss be, and the same hereby is,
denied. The  Report and Recommendation of the Magistrate
Judge as augmented herein is adopted as the opinion of the
objections are without merit for three fundamental reasons.
First, defendant seeks to erect a burden on plaintiffs at the
pleading stage that is beyond what is required for notice
pleading under Rule 8. As the Report and Recommendation make
clear, plaintiffs have set forth sufficient facts to
establish a plausible claim of entitlement pursuant to the
three causes of action advanced in the First Amended
Complaint. As aptly noted by the Magistrate Judge, the
factual allegations in a complaint "must be enough to
raise a right to relief above the speculative level" and
"sufficient to state a claim for relief that is
plausible on its face." Twombly, 550 U.S. at
555. Facial plausibility exists "when the plaintiff
pleads factual content that allows the court to draw the
reasonable inference that the defendant is liable for the
misconduct alleged." Iqbal, 556 U.S. at 678
(citing Twombly, 550 U.S. at 556). The First Amended
Complaint satisfies these standards.
undertaking a truncated assessment of plaintiffs'
recoverable damages is not warranted at the pleading stage.
The applicable federal pleading standards require a party to
set forth a plausible showing of entitlement to relief
pursuant to a cognizable theory of recovery. See Fowler
v. UPMC Shadyside, 578 F.3d 203, 212-213 (3d Cir. 2009)
(“It is axiomatic that the standards for dismissing
claims under Federal Rule of Civil Procedure 12(b)(6) and
granting judgment under either Federal Rule of Civil
Procedure 50 or Federal Rule of Civil Procedure 56 are vastly
different."). They do not require a plaintiff to meet a
quantum of proof. Id. A plaintiff meets the pleading
standards by advancing factual allegations that present a
plausible showing that each element of the claim is or
reasonably can be expected to be satisfied. And
Twombly and its progeny do not mandate a micro or
more nuanced analysis at this juncture. See Crestwood
Membranes, Inc. v. Constant Services, Inc., 2016 WL
659105, *6 (M.D. Pa. Feb. 17, 2016) ("While Defendant is
correct that i2M will need to prove that consequential
damages 'were reasonably foreseeable and within the
contemplation of the parties at the time they made the
contract, ' to recover consequential damages for breach
of contract , federal pleading standards simply do not
require i2M to prove, in its Complaint, its entitlement to
damages for properly stated causes of action.");
Smith v. Alien Flier, LLC, 2016 WL 5661747, *4 (W.D.
Pa. September 30, 2016) ("Given that plaintiffs have
pled causes of action that give rise to the ability to
recover punitive damages and the pleading standards do not
demand the exacting specificity advocated by Brand 44, the
requested damage remedy must be permitted to move
forward."). Thus, we decline Giant Eagle's
invitation to parse through each component of plaintiffs'
claimed damages and scrutinize it for proof that will permit
an ultimate recovery.
even assuming for the sake of argument that Giant Eagle is
correct that a complaint must contain the factual content
necessary to make it plausible that Giant Eagle's alleged
conduct was willful, the Magistrate Judge highlighted factual
averments that make such a showing. See Report at
2-4, 9-10. Willfulness is a showing based on a
defendant's state of mind during the course of conduct in
question in conjunction with the boundaries fixed by the
applicable law and regulations. In reading the factual
averments and drawing all reasonable inferences therefrom in
the light most favorable to plaintiffs, the court is able to
draw the inference that defendant's course of conduct
plausibly was willful and make the determination that
evidence to support this concomitant damage remedy reasonably
can be expected to be produced through discovery. Nothing
more is required at this juncture.
defendant's contention that the Magistrate Judge failed
to give proper credence to the Court's assessments and
holding in Encino II misses the mark. The
fundamental flaw in defendant's position is that it seeks
to jettison the notion that the exemptions in the FLSA remain
affirmative defenses and subject to the pleading standards
that govern the impact and evaluation of such defenses at
Supreme Court's jurisprudence is not to the contrary.
Both Encino I and Encino II were centered
on the proper level of deference to be given to the most
recent version of the Department of Labor's regulation
governing the treatment of automobile service advisors.
Review of the entire history of the litigation clarifies that
the ability of the plaintiffs to proceed at the pleading
stage was dependent on the deference to be afforded the
Department of Labor's recent flip-flop on an FLSA
exemption for automobile salesmen, partsmen and mechanics.
After decades of a contrary rule, the most recent version of
the regulation no longer extended to the plaintiffs and the
defendant challenged the new interpretation as inconsistent
with the straightforward language of the statute. The
district court noted the authority from other circuit courts
upholding the defendant's position and followed it. In
discussing the issue presented, the Court of Appeals for the
Ninth Circuit acknowledged that a defendant claiming the
benefit of an exemption has the burden of demonstrating that
it applies. Nothing in the Supreme Court's decisions
displaced this tenet.
differs from Encino II here is that plaintiff's
claims do not rise or fall merely on an agency action
interpreting the exemption upon which Giant Eagle seeks to
rely. Something more is required in order for it to shelter
itself from plaintiff's claims on this basis. And in this
regard the Magistrate Judge correctly determined ...