United States District Court, D. Rhode Island
ORDER
WILLIAM E. SMITH, Chief Judge.
Before
the Court is Defendant's appeal from Magistrate Judge
Lincoln D. Almond's August 4th, 2016 Memorandum and Order
denying Defendant Blue Cross & Blue Shield of Rhode
Island's (“BCBSRI”) motion to compel the
production of documents from Plaintiff Steward Health Care
System LLC (“Steward”). (ECF No. 128.) BCBSRI had
sought to compel Steward to produce all of the written
communications that Steward withheld on the basis of the
common interest doctrine. (Mot. to Compel Produc. from Pl. 1,
ECF No. 111.) These written communications (approximately 3,
000 of them) were between Steward and Landmark Medical
Center's (“Landmark”) Special Master, the
Special Master's consultant, and Landmark employees
(collectively, the “Special Master Parties”).
(Mem. of Law in Supp. of Obj. to Mem. and Order
(“Obj.”) 1-2, ECF No. 128.) Magistrate Judge
Almond concluded that Steward and the Special Master Parties
shared “a common legal interest in the operation of
Landmark and the consummation of the acquisition during the
periods when the [Asset Purchase Agreements] were in
place.” (Mem. and Order 2-3, ECF No. 126.) Magistrate
Judge Almond also concluded that an agreement that enabled
Steward to participate in the daily management of Landmark
during the acquisition process “reflect[ed] an
interrelationship and commonality of interest well beyond
just being parties to a pending acquisition.”
(Id. at 3.)
BCBSRI
contends that Magistrate Judge Almond's conclusions were
clearly wrong because the common interest doctrine cannot
serve as a shield against the production of these written
communications. (Obj. 9, 11, ECF No. 128.) BCBSRI asserts
that, because Steward has not yet produced any communications
that reveal its reasons for withdrawing from the acquisition
of Landmark, the withheld communications must contain the
true reasons for Steward's withdrawal. (Id. at
2.) The Court is sympathetic to BCBSRI's frustration, but
its role in this appeal is circumscribed by 28 U.S.C. §
636.
A
district judge may only reconsider a magistrate judge's
pretrial ruling “where it has been shown that the
magistrate judge's order is clearly erroneous or contrary
to law.” 28 U.S.C. § 636(b)(1)(A); see
also Fed.R.Civ.P. 72(a). The Court “must accept
both the [magistrate judge's] findings of fact and the
conclusions drawn therefrom unless, after scrutinizing the
entire record, [it] ‘form[s] a strong, unyielding
belief that a mistake has been made.'” Phinney
v. Wentworth Douglas Hosp., 199 F.3d 1, 4 (1st Cir.
1999) (quoting Cumpiano v. Banco Santander P.R., 902
F.2d 148, 152 (1st Cir. 1990)).
“The
common-interest doctrine . . . is ‘not an independent
basis for privilege, but an exception to the general rule
that the attorney-client privilege is waived when privileged
information is disclosed to a third party.'”
Cavallaro v. United States, 284 F.3d 236, 250 (1st
Cir. 2002) (quoting E.S. Epstein, The Attorney-Client
Privilege and the Work-Product Doctrine 196 (4th ed.
2001)). “The common-interest doctrine prevents clients
from waiving the attorney-client privilege when
attorney-client communications are shared with a third person
who has a common legal interest with respect to these
communications . . . .” Id. “The
common-interest doctrine is typically understood to apply
‘[w]hen two or more clients consult or retain an
attorney on particular matters of common interest'”
or when a client or client's lawyer communicates with
another lawyer representing a different party in a matter of
common interest. Id. at 249-50 (quoting 3
Weinstein's Federal Evidence § 503.21[1],
[2] (J.M. McLaughlin, ed., 2d ed. 2002)).
After
carefully considering the record in this case, there is
simply no basis for the Court to conclude that Magistrate
Judge Almond clearly erred when he concluded that Steward and
the Special Master Parties shared a common legal interest at
the time that the written communications that BCBSRI seeks to
compel were exchanged. The Court acknowledges the
“pivotal role that magistrate judges play in overseeing
the conduct of the sort of complex pretrial discovery
typified by this case, ” Ferring Pharm. Inc. v.
Braintree Labs., Inc., 168 F.Supp. 3D 355, 358 (D. Mass.
2016) (quoting Gargiulo v. Baystate Health Inc., 279
F.R.D. 62, 64 (D. Mass. 2012)), so it may not second-guess
the magistrate judge's pre-trial discovery rulings
because a different conclusion could have been drawn. See
Harvard Pilgrim Health Care of New England v. Thompson,
318 F.Supp.2d 1, 6 (D.R.I. 2004).
The
Court therefore DISMISSES BCBSRI's Appeal from Magistrate
Judge Almond's Memorandum and Order denying BCBSRI's
Motion to Compel the ...